Pioneer Bond Fund Class Y (PICYX) N-14 Registration statement for investment companies business combination

TABLEOF CONTENTS

Letter to Shareholders	1
About Shareholder and Fund Expenses	2
Regions Morgan Keegan Select Mid Cap Growth Fund	6
Portfolio of Investments	10
Regions Morgan Keegan Select Growth Fund	14
Portfolio of Investments	18
Regions Morgan Keegan Select Core Equity Fund	20
Portfolio of Investments	24
Regions Morgan Keegan Select Mid Cap Value Fund	26
Portfolio of Investments	30
Regions Morgan Keegan Select Value Fund	32
Portfolio of Investments	36
Regions Morgan Keegan Select Balanced Fund	38
Portfolio of Investments	42
Regions Morgan Keegan Select Fixed Income Fund	46
Portfolio of Investments	50
Regions Morgan Keegan Select Limited Maturity Fixed Income Fund	52
Portfolio of Investments	56
Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund	58
Portfolio of Investments	62
Regions Morgan Keegan Select Treasury Money Market Fund	64
Portfolio of Investments	66
Regions Morgan Keegan Select Money Market Fund	68
Portfolio of Investments	70
Statements of Assets and Liabilities	71
Statements of Operations	73
Statements of Changes in Net Assets	77
Financial Highlights	84
Notes to Financial Statements	96
Report of Independent Registered Public Accounting Firm	116
Board of Trustees and Trust Officers	117
Supplemental Information	120
Board Approval of the Investment Advisory Agreement	120
Privacy Policy Notice	122
Proxy Voting Policies & Procedures & Record of Voting Activity	124
Quarterly Reports on Portfolio Holdings	124
Federal Tax Information (Unaudited)	124
Service Providers	125
Regions Morgan Keegan Fund Complex	126

An investor should consider each Fund’s investment objectives, risks, and charges and expenses carefully before investing or sending money. This and other important information about each Fund can be found in the Funds’ prospectus. To obtain a prospectus, call toll-free 877-757-7424. Please read the prospectus carefully before investing.

NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE

i

LETTER TO SHAREHOLDERS

Dear Fellow Shareholders,

We are pleased to present the enclosed annual report for Regions Morgan Keegan Select Mid Cap Growth Fund, Regions Morgan Keegan Select Growth Fund, Regions Morgan Keegan Select Core Equity Fund, Regions Morgan Keegan Select Mid Cap Value Fund, Regions Morgan Keegan Select Value Fund, Regions Morgan Keegan Select Balanced Fund, Regions Morgan Keegan Select Fixed Income Fund, Regions Morgan Keegan Select Limited Maturity Fixed Income Fund, Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund, Regions Morgan Keegan Select Treasury Money Market Fund and Regions Morgan Keegan Select Money Market Fund (each a “Fund” and, collectively, the “Funds”). In this report, you will find information on each Fund’s investment objective and strategy and learn how your investment performed during the fiscal year ended November 30, 2008. The portfolio managers will also provide an overview of the market conditions and discuss some of the factors that affected investment performance during the reporting period. In addition, this report includes each Fund’s audited financial statements and portfolio of investments as of November 30, 2008.

As I write, the markets continue to operate under substantial stresses. Although, the worst appears to have passed, the current situation is far from normal. World economic worries compound our own domestic economic issues. Market places for stocks, bonds and other financial instruments continue to operate, but only marginally. Investors and lenders continue to be skeptical and unwilling to venture far from “home”. World governments are loosening credit and supporting institutions in an effort to avoid further declines. As managers of your Funds, our duty is to appraise the economic and market environment and do our best to select prudent and valuable investments. We continue in the belief that capitalism is still an outstanding economic system; that economic downturns are followed by recoveries; and that severely shaken financial markets will once again find their footings and operate normally. With these thoughts, we strive to provide you with worthwhile results.

As always, we appreciate your continued support of the Regions Morgan Keegan Select family of funds. It is important to stay focused on your long-term investment strategy. Your financial adviser can help you evaluate your portfolio’s performance to ensure that your diversified mix of investments is designed to help generate the long-term performance your goals demand. We remain committed to helping you pursue your financial goals through investments in our fund family. You have our commitment to bring you the highest level of disciplined decision-making and personal service to meet your financial needs. If you have any questions about the Funds, please call us toll-free at 877-757-7424.

Sincerely,

Brian B. Sullivan, CFA

President

Regions Morgan Keegan Select Funds

January 26, 2009

1

ABOUT SHAREHOLDERAND FUND EXPENSES (UNAUDITED)

All mutual funds have operating expenses and it is important for our shareholders to understand the impact of expenses on their investments. As a shareholder of a Fund, you may incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases and on redemptions; and (2) operating costs, including management fees; to the extent applicable, distribution (12b-1) fees and/or shareholder services fees; and other Fund expenses. Operating costs, which are deducted from a Fund’s gross income, reduce the investment return of the Fund.

A Fund’s operating expenses are expressed as a percentage of its average net assets, which is known as the expense ratio. The following example is intended to help you to understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period and held for the entire six-month period beginning June 1, 2008 and ending November 30, 2008.

The following table illustrates your Fund’s costs in two ways:

Based on actual fund return.    This section helps you estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from the Fund’s actual return, and the fourth column shows the dollar amount that would have been paid by an investor who started with $1,000 in the Fund. You may use the information here, together with the amount you invested, to estimate the expenses that you incurred 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 given for your Fund under the heading entitled “Expenses Paid During Period.”

Based on hypothetical 5% return.    This section is intended to help you compare your Fund’s cost with those of other mutual funds. The 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 during the period. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on the 5% return. You can assess your Fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight and help you compare your ongoing costs only and do not reflect any sales charges (loads) on purchases or on redemptions which may be incurred by some of the Fund’s share classes. Therefore, the hypothetical account values and expenses in the table are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different Funds. In addition, if these sales charges (loads) were included, your overall costs would have been higher.

You can find more information about a Fund’s expenses, including annual expense ratios for the past five years, in the Financial Highlights section of this report. For additional information on operating expenses and other shareholder costs, please refer to the Funds’ prospectus.

2

ABOUT SHAREHOLDERAND FUND EXPENSES (UNAUDITED)

	Annualized Expense Ratio		Beginning Account Value June 1, 2008		Ending Account Value November 30, 2008		Expenses Paid During Period(1)
MID CAP GROWTH FUND
Actual
Class A Shares	1.29	%	$	1,000	$	557.20	$	5.02
Class C Shares	2.04	%		1,000		554.90		7.93
Class I Shares	1.04	%		1,000		557.80		4.05
Hypothetical (assuming a 5% return before expenses)
Class A Shares	1.29	%	$	1,000	$	1,018.55	$	6.51
Class C Shares	2.04	%		1,000		1,014.80		10.28
Class I Shares	1.04	%		1,000		1,019.80		5.25
GROWTH FUND
Actual
Class A Shares	1.30	%	$	1,000	$	648.30	$	5.36
Class C Shares	2.05	%		1,000		645.70		8.43
Class I Shares	1.05	%		1,000		648.90		4.33
Hypothetical (assuming a 5% return before expenses)
Class A Shares	1.30	%	$	1,000	$	1,018.50	$	6.56
Class C Shares	2.05	%		1,000		1,014.75		10.33
Class I Shares	1.05	%		1,000		1,019.75		5.30
CORE EQUITY FUND
Actual
Class A Shares	1.86	%	$	1,000	$	611.40	$	7.49
Class C Shares	2.61	%		1,000		611.20		10.51
Class I Shares	1.61	%		1,000		612.10		6.49
Hypothetical (assuming a 5% return before expenses)
Class A Shares	1.86	%	$	1,000	$	1,015.70	$	9.37
Class C Shares	2.61	%		1,000		1,011.95		13.13
Class I Shares	1.61	%		1,000		1,016.95		8.12
MID CAP VALUE FUND
Actual
Class A Shares	1.53	%	$	1,000	$	643.10	$	6.28
Class C Shares	2.28	%		1,000		640.80		9.35
Class I Shares	1.28	%		1,000		643.80		5.26
Hypothetical (assuming a 5% return before expenses)
Class A Shares	1.53	%	$	1,000	$	1,017.35	$	7.72
Class C Shares	2.28	%		1,000		1,013.60		11.48
Class I Shares	1.28	%		1,000		1,018.60		6.46

⁽¹⁾ Expenses are equal to each Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

3

ABOUT SHAREHOLDERAND FUND EXPENSES (UNAUDITED)

	Annualized Expense Ratio		Beginning Account Value June 1, 2008		Ending Account Value November 30, 2008		Expenses Paid During Period(1)
VALUE FUND
Actual
Class A Shares	1.31	%	$	1,000	$	636.50	$	5.36
Class C Shares	2.06	%		1,000		634.10		8.42
Class I Shares	1.06	%		1,000		637.30		4.34
Hypothetical (assuming a 5% return before expenses)
Class A Shares	1.31	%	$	1,000	$	1,018.45	$	6.61
Class C Shares	2.06	%		1,000		1,014.70		10.38
Class I Shares	1.06	%		1,000		1,019.70		5.35
BALANCED FUND
Actual
Class A Shares	1.41	%	$	1,000	$	780.80	$	6.28
Class C Shares	2.16	%		1,000		778.30		9.60
Class I Shares	1.16	%		1,000		781.80		5.17
Hypothetical (assuming a 5% return before expenses)
Class A Shares	1.41	%	$	1,000	$	1,017.95	$	7.11
Class C Shares	2.16	%		1,000		1,014.20		10.88
Class I Shares	1.16	%		1,000		1,019.20		5.86
FIXED INCOME FUND
Actual
Class A Shares	1.03	%	$	1,000	$	943.40	$	5.00
Class C Shares	1.78	%		1,000		939.90		8.63
Class I Shares	0.78	%		1,000		944.60		3.79
Hypothetical (assuming a 5% return before expenses)
Class A Shares	1.03	%	$	1,000	$	1,019.85	$	5.20
Class C Shares	1.78	%		1,000		1,016.10		8.97
Class I Shares	0.78	%		1,000		1,021.10		3.94
LIMITED MATURITY FIXED INCOME FUND
Actual
Class A Shares	1.00	%	$	1,000	$	968.50	$	4.92
Class C Shares	1.75	%		1,000		964.90		8.60
Class I Shares	0.75	%		1,000		969.10		3.69
Hypothetical (assuming a 5% return before expenses)
Class A Shares	1.00	%	$	1,000	$	1,020.00	$	5.05
Class C Shares	1.75	%		1,000		1,016.25		8.82
Class I Shares	0.75	%		1,000		1,021.25		3.79

⁽¹⁾ Expenses are equal to each Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

4

ABOUT SHAREHOLDERAND FUND EXPENSES (UNAUDITED)

	Annualized Expense Ratio		Beginning Account Value June 1, 2008		Ending Account Value November 30, 2008		Expenses Paid During Period(1)
INTERMEDIATE TAX EXEMPT BOND FUND
Actual
Class A Shares	1.00	%	$	1,000	$	1,005.90	$	5.01
Class C Shares	1.75	%		1,000		1,002.20		8.76
Class I Shares	0.75	%		1,000		1,008.20		3.77
Hypothetical (assuming a 5% return before expenses)
Class A Shares	1.00	%	$	1,000	$	1,020.00	$	5.05
Class C Shares	1.75	%		1,000		1,016.25		8.82
Class I Shares	0.75	%		1,000		1,021.25		3.79
TREASURY MONEY MARKET FUND
Actual
Class A Shares	0.65	%	$	1,000	$	1,004.00	$	3.26
Class I Shares	0.40	%		1,000		1,005.30		2.01
Hypothetical (assuming a 5% return before expenses)
Class A Shares	0.65	%	$	1,000	$	1,021.75	$	3.29
Class I Shares	0.40	%		1,000		1,023.00		2.02
MONEY MARKET FUND
Actual
Class A Shares	0.72	%	$	1,000	$	1,008.10	$	3.61
Class I Shares	0.47	%		1,000		1,009.40		2.36
Hypothetical (assuming a 5% return before expenses)
Class A Shares	0.72	%	$	1,000	$	1,021.40	$	3.64
Class I Shares	0.47	%		1,000		1,022.65		2.38

⁽¹⁾ Expenses are equal to each Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

5

REGIONS MORGAN KEEGAN SELECT MID CAP GROWTH FUND

OBJECTIVE & STRATEGY

Regions Morgan Keegan Select Mid Cap Growth Fund seeks long-term capital appreciation. The Fund invests primarily in equity securities of mid-capitalization companies (i.e., companies whose market capitalization falls within the range tracked by the Russell Mid Cap Growth Index at the time of purchase).

INVESTMENT RISKS:    Equity securities (stocks) can be more volatile and carry more risk than other forms of investments, including investments in high-grade fixed income securities. Mid-capitalization and growth stocks typically carry additional risk, since smaller companies generally have higher risk of failure and growth stocks generally have been more susceptible to market, economic and individual company developments and, in each case historically, these stocks have experienced a greater degree of volatility. The net asset value per share of the Fund will fluctuate as the value of the securities in the portfolio changes.

MANAGEMENT DISCUSSIONOF FUND PERFORMANCE

What started out as a modest gain during the first half of the Fund’s fiscal year turned into an absolute rout in the second half of the fiscal year ended November 30, 2008. In our years of investment management experience, we have never seen stocks cascade down in price as they have over the last few months. The last few months will certainly be remembered well into the future.

For the fiscal year ended November 30, 2008, Regions Morgan Keegan Select Mid Cap Growth Fund’s Class A Shares had a total return of –41.79%, based on net asset value. The Russell Mid Cap Growth Index⁽¹⁾, the Fund’s benchmark, had a total return of –46.15% and the Lipper Mid Cap Growth Index⁽²⁾ showed an average return of –45.29% during the same period. While the numbers were certainly not what we had envisioned at the beginning of the year, the Fund was able to outperform its index and peer group.

In what started as a long row of dominos falling over, the year began with poor performance from high-yield/structured debt funds, then on to bank stocks collapsing, a frozen financial system, and now potential major industrial problems (e.g., GM, Ford and Chrysler). We all are looking for what’s next, but perhaps all the dominos (or enough of them) have fallen over. The stock market has certainly declined enough to discount any (or most) unforeseen events.

While there were no sectors that provided positive returns, the Energy, Industrial and Consumer Discretionary sectors declined less than the market. Information Technology, Materials, and Financials were the weaker performing sectors. Individual stocks that added to performance were: Dollar Tree Stores, +47%; Southwestern Energy, +38%; Church & Dwight, +6%; and Ross Stores, +1%. While we try to avoid large price declines in stocks we hold, it was almost impossible to avoid large percentage losses in the Fund due to the overall decline of the market. The weaker performing holdings in the Fund were: Sirius XM Radio, –95%; Boyd Gaming, –88%; Health Net, –81%; CB Richard Ellis –81%; and Coventry Health, –78%.

There are any number of variables that could happen to the economy, but positive actions by the Federal Reserve and Treasury Department should lessen the economic pain and lead to eventual recovery of the economy. Unfortunately, there are no guarantees as it’s been over seventy years since the economy has suffered such financial shocks as we have over the last year.

Charles A. Murray, CFA Senior Portfolio Manager Morgan Asset Management, Inc.	David P. McGrath, CFA Senior Portfolio Manager Morgan Asset Management, Inc.

(Unaudited)

6

REGIONS MORGAN KEEGAN SELECT MID CAP GROWTH FUND

Market forecasts provided in this report may not necessarily come to pass. There is no assurance that the Fund will achieve its investment objectives. These views are subject to change at any time based upon market or other conditions, and Morgan Asset Management, Inc. disclaims any responsibility to update such views. The Fund is subject to market risk, which is the possibility that the market values of securities owned by the Fund will decline and, therefore, the value of the Fund’s shares may be less than what you paid for them. Accordingly, you can lose money investing in the Fund.

TOP TEN EQUITY HOLDINGS^†

AS OF NOVEMBER 30, 2008

TICKER	DESCRIPTION	% OF TOTAL NET ASSETS		TICKER	DESCRIPTION	% OF TOTAL NET ASSETS
SWN	Southwestern Energy Company		5.4%	DNB	The Dun & Bradstreet Corporation		2.2%
MDY	Midcap Standard & Poors Trust Series 1		4.3%	NEM	Newmont Mining Corporation		2.2%
NBL	Noble Energy, Inc.		3.6%	HRS	Harris Corporation		1.9%
ABX	Barrick Gold Corporation		3.3%	SUN	Sunoco, Inc.		1.8%
JEC	Jacobs Engineering Group Inc.		2.5%	NRG	NRG Energy, Inc.		1.7%

† The Fund’s composition is subject to change.

EQUITY SECTOR DIVERSIFICATION^†

AS OF NOVEMBER 30, 2008

% OF TOTAL INVESTMENTS EXCLUDINGCOLLATERALFORSECURITIESLENDING		% OF TOTAL INVESTMENTS EXCLUDINGCOLLATERALFORSECURITIESLENDING
Consumer Products	28.6%	Technology	7.0%
Energy	25.8%	Financials	4.8%
Industrials	8.8%	Communications	4.7%
Exchange Traded Funds	8.0%	Utilities	2.3%
Basic Materials	8.2%	Short Term Investments	1.8%
		Total	100.0%

† The Fund’s composition is subject to change.

INDEX DESCRIPTIONS

⁽¹⁾ The Russell Mid Cap Growth Index tracks equity securities of medium-sized companies whose market capitalization falls within the $17 million to $15.4 billion range. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽²⁾ The Lipper Mid Cap Growth Index is the average return of the 30 largest mid-cap growth funds. Funds in the index are rebalanced quarterly. It is not possible to invest directly in an index.

(Unaudited)

7

REGIONS MORGAN KEEGAN SELECT MID CAP GROWTH FUND

GROWTHOFA $10,000 INVESTMENT

CLASS A SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Mid Cap Growth Fund—Class A Shares⁽¹⁾ from Novemeber 30, 1998 to November 30, 2008 compared to the Russell Mid Cap Growth Index⁽²⁾.

GROWTHOFA $10,000 INVESTMENT

CLASS C SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Mid Cap Growth Fund—Class C Shares from the commencement of investment operations on January 7, 2002 to November 30, 2008 compared to the Russell Mid Cap Growth Index ⁽²⁾.

(Unaudited)

8

REGIONS MORGAN KEEGAN SELECT MID CAP GROWTH FUND

GROWTHOFA $10,000 INVESTMENT

CLASS I SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Mid Cap Growth Fund—Class I Shares from the commencement of investment operations on June 23, 2004 to November 30, 2008 compared to the Russell Mid Cap Growth Index ⁽²⁾.

PERFORMANCE INFORMATION

	AVERAGE ANNUAL TOTAL RETURNS
AS OF NOVEMBER 30, 2008	SIX MONTHS*		1 YEAR		5 YEAR		10 YEAR		COMMENCEMENT OF INVESTMENT OPERATIONS(3)
CLASS A SHARES**(1)	-47.34	%	-44.99	%	-2.58	%	8.02	%	9.61	%
(EXCLUDINGSALESLOAD)(1)	-44.28	%	-41.79	%	-1.47	%	8.63	%	10.01	%
CLASS C SHARES***	-45.06	%	-42.95	%	-2.01	%	N/A		-0.06	%
(EXCLUDINGCDSC)	-44.51	%	-42.37	%	-2.01	%	N/A		-0.06	%
CLASS I SHARES	-44.22	%	-41.62	%	N/A		N/A		-2.39	%
RUSSELL MID CAP GROWTH INDEX(2)	-46.59	%	-46.15	%	-2.83	%	0.44	%	—

* Not annualized for periods less than one year.

** Reflects the maximum sales load of 5.50%.

*** Reflects the maximum contingent deferred sales charge (CDSC) of 1.00% for shares redeemed within one year of purchase.

⁽¹⁾ Effective June 4, 2004, all Class B Shares of the Fund converted to Class A Shares. Historical total return information for any period or portion thereof prior to the commencement of investment operations of Class A Shares on May 20, 1998 is that of Class B Shares and reflects all charges, expenses and fees incurred by Class B Shares, which were generally higher than the expenses of Class A Shares, during such periods.

⁽²⁾ The Russell Mid Cap Growth Index tracks equity securities of medium-sized companies whose market capitalization falls within the $17 million to $15.4 billion range. Total returns for the index shown are not adjusted to reflect sales charges, expenses or other fees that the Securities and Exchange Commission requires to be reflected in the Fund’s performance. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽³⁾ The Fund’s Class A Shares (including predecessor Class B Shares), Class C Shares and Class I Shares commenced investment operations on June 30, 1993, January 7, 2002 and June 23, 2004, respectively.

Performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Fund performance changes over time and current performance may be lower or higher than what is stated. For the most recent performance, call toll-free 877-757-7424. The Fund’s performance results are shown on a total return basis and include the reinvestment of all dividends and capital gain distributions in the Fund. Returns shown in the chart and table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Mutual funds are not bank deposits or obligations, are not guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including possible loss of principal.

(Unaudited)

9

REGIONS MORGAN KEEGAN SELECT MID CAP GROWTH FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Shares			Value
Common Stocks–89.9%
		Basic Materials–8.2%
		Iron/ Steel–2.5%
140,000		Carpenter Technology Corporation	$	2,332,400
160,000		Steel Dynamics, Inc.		1,321,600
60,000		United States Steel Corporation		1,824,000
		Total		5,478,000
		Mining–5.7%
15,000	(2)	Agnico-Eagle Mines Limited		564,900
240,000		Barrick Gold Corporation		7,070,400
140,000		Newmont Mining Corporation		4,711,000
		Total		12,346,300
		Total Basic Materials		17,824,300
		Communications–4.7%
		Media–1.9%
120,000	(1)	DISH Network Corporation		1,329,600
80,000		John Wiley & Sons, Inc.		2,876,800
		Total		4,206,400
		Radio–0.1%
700,000	(1)(2)	SIRIUS XM Radio Inc.		142,100
		Telecommunications–2.7%
140,000	(1)(2)	Ciena Corporation		1,036,000
50,000	(1)	CommScope, Inc.		564,500
120,000		Harris Corporation		4,185,600
		Total		5,786,100
		Total Communications		10,134,600
		Consumer Products–28.5%
		Agriculture–1.6%
80,000	(2)	Bunge Limited		3,396,800
		Airlines–1.1%
200,000	(1)(2)	AirTran Holdings, Inc.		682,000
200,000	(1)(2)	AMR Corporation		1,756,000
		Total		2,438,000
		Apparel–1.3%
120,000	(1)	Coach, Inc.		2,148,000
70,000	(1)(2)	The Timberland Company		710,500
		Total		2,858,500
		Beverages–1.0%
120,000		The Pepsi Bottling Group, Inc.		2,170,800
		Biotechnology–2.7%
40,000	(1)	Celgene Corporation		2,084,000
150,000	(1)(2)	Vertex Pharmaceuticals Incorporated		3,688,500
		Total		5,772,500
		Commercial Services–1.0%
50,000		Lender Processing Services, Inc.		1,103,000
90,000	(1)(2)	Monster Worldwide, Inc.		1,032,300
		Total		2,135,300
		Cosmetics/Personal Care–0.7%
70,000		Avon Products, Inc.		1,477,000
		Distribution/Wholesale–1.4%
80,000	(2)	Fastenal Company		3,080,800

Shares			Value
Common Stocks (continued)
		Healthcare Products–3.2%
60,000	(2)	DENTSPLY International, Inc.	$	1,564,800
50,000	(1)	Henry Schein, Inc.		1,786,500
140,000	(1)(2)	Hologic, Inc.		1,968,400
60,000	(1)	St. Jude Medical, Inc.		1,681,800
		Total		7,001,500
		Healthcare Services–1.1%
50,000	(1)	Coventry Health Care, Inc.		623,500
60,000	(1)	Pediatrix Medical Group, Inc.		1,867,200
		Total		2,490,700
		Home Furnishings–0.4%
50,000		Harman International Industries, Incorporated		752,500
		Household Products–2.2%
40,000		Church & Dwight Co., Inc.		2,377,600
200,000	(1)(2)	Jarden Corporation		2,496,000
		Total		4,873,600
		Lodging–0.2%
100,000	(2)	Boyd Gaming Corporation		440,000
		Pharmaceuticals–2.4%
50,000		Allergan, Inc.		1,884,000
40,000	(1)	Express Scripts, Inc.		2,300,400
50,000	(1)(2)	VCA Anatech, Inc.		952,500
		Total		5,136,900
		Retail–8.2%
70,000		Advance Auto Parts, Inc.		2,125,200
130,000	(2)	American Eagle Outfitters, Inc.		1,248,000
100,000		Brinker International, Inc.		664,000
180,000	(2)	CBRL Group, Inc.		3,479,400
300,000	(1)(2)	Chico’s FAS, Inc.		765,000
56,000	(1)	Dollar Tree Stores, Inc.		2,368,240
140,000		Guess?, Inc.		1,852,200
120,000		Ross Stores, Inc.		3,180,000
80,000	(1)(2)	Urban Outfitters, Inc.		1,453,600
100,000	(2)	Williams-Sonoma, Inc.		701,000
		Total		17,836,640
		Total Consumer Products		61,861,540
		Energy–25.7%
		Coal–3.2%
230,000		Arch Coal, Inc.		3,537,400
150,000	(2)	Peabody Energy Corporation		3,514,500
		Total		7,051,900
		Energy Alternate Sources–0.1%
1,000	(1)	First Solar, Inc.		124,840
		Oil & Gas–13.9%
80,000	(1)	Cameron International Corporation		1,688,000
60,000		ENSCO International Incorporated		1,944,600
80,000	(1)	Newfield Exploration Company		1,806,400
150,000		Noble Energy, Inc.		7,842,000
30,000		Range Resources Corporation		1,244,100
340,000	(1)	Southwestern Energy Company		11,685,800
100,000	(2)	Sunoco, Inc.		3,974,000
		Total		30,184,900

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

10

REGIONS MORGAN KEEGAN SELECT MID CAP GROWTH FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Shares			Value
Common Stocks (continued)
		Oil & Gas Services–5.9%
80,000	(2)	Cimarex Energy Co.	$	2,269,600
100,000	(1)	Denbury Resources Inc.		953,000
80,000	(1)	FMC Technologies, Inc.		2,197,600
80,000		Frontier Oil Corporation		955,200
70,000	(1)	National Oilwell Varco, Inc.		1,980,300
50,000	(1)	Oceaneering International, Inc.		1,291,000
70,000		Smith International, Inc.		2,046,800
100,000	(1)	Weatherford International Ltd.		1,277,000
		Total		12,970,500
		Pipelines–2.6%
56,000		Equitable Resources, Inc.		1,868,720
80,000		Questar Corporation		2,575,200
70,000		The Williams Companies, Inc.		1,135,400
		Total		5,579,320
		Total Energy		55,911,460
		Financials–4.8%
		Diversified Financial Services–4.6%
80,000		Ameriprise Financial, Inc.		1,476,800
24,000	(1)(2)	IntercontinentalExchange, Inc.		1,766,400
220,000	(2)	Janus Capital Group, Inc.		1,793,000
60,000		NYSE Euronext, Inc.		1,428,600
160,000	(1)(2)	The Nasdaq Stock Market, Inc.		3,440,000
		Total		9,904,800
		Real Estate Investment Trusts–0.2%
100,000	(1)	CB Richard Ellis Group, Inc.		456,000
		Total Financials		10,360,800
		Industrials–8.8%
		Diversified Machinery–1.2%
50,000		Flowserve Corporation		2,516,500
		Electrical Components & Equipment–1.8%
80,000	(1)(2)	Energizer Holdings, Inc.		3,473,600
13,386	(1)	SunPower Corporation		348,304
		Total		3,821,904
		Electronics–0.4%
40,000		Amphenol Corporation		928,800
		Engineering & Construction–3.4%
44,000		Fluor Corporation		2,003,760
120,000	(1)	Jacobs Engineering Group Inc.		5,372,400
		Total		7,376,160
		Manufacturing–0.6%
17,280		John Bean Technologies Corporation		150,855
80,000		Textron Inc.		1,218,400
		Total		1,369,255
		Metal Fabricate/Hardware–1.4%
50,000		Precision Castparts Corp.		3,135,000
		Total Industrials		19,147,619
		Technology–7.0%
		Computers–2.7%
40,000	(1)	Cognizant Technology Solutions Corporation		768,000

Shares				Value
	Common Stocks (continued)
	70,000	(1)(2)	DST Systems, Inc.	$	2,646,700
	40,000	(1)	Synopsys, Inc.		641,200
	140,000	(1)	Western Digital Corporation		1,708,000
			Total		5,763,900
			Semiconductors–1.3%
	100,000		Applied Materials, Inc.		958,000
	100,000	(1)(2)	Cypress Semiconductor Corporation		373,000
	200,000	(1)(2)	NVIDIA Corporation		1,494,000
			Total		2,825,000
			Software–3.0%
	100,000		Fidelity National Information Services, Inc.		1,718,000
	60,000		The Dun & Bradstreet Corporation		4,800,000
			Total		6,518,000
			Total Technology		15,106,900
			Utilities–2.2%
			Electric–2.2%
	160,000	(1)(2)	NRG Energy, Inc.		3,790,400
	140,000	(1)	The AES Corporation		1,076,600
			Total Utilities		4,867,000
			Total Common Stocks (identified cost $277,834,590)		195,214,219
	Exchange Traded Funds–8.0%
	200,000	(2)	Financial Select Sector SPDR		2,522,000
	140,000	(2)	Market Vectors Gold Miners		3,729,600
	100,000	(2)	Midcap Standard & Poors Trust Series 1		9,359,000
	100,000	(2)	Semiconductor HOLDRs		1,664,000
			Total		17,274,600
			Total Exchange Traded Funds (identified cost $24,641,737)		17,274,600
	Short-Term Investments–17.7%
	34,703,387		Bank of New York Institutional Cash Reserves Fund (held as collateral for securities lending)		34,546,558
	1,986,818		Fidelity Institutional Money Market Fund		1,986,818
	1,986,818		Lehman Brothers Institutional Prime Money Market Fund		1,986,818
			Total Short-Term Investments (identified cost $38,677,023)		38,520,194
Principal Amount				Value
	Certificates of Deposit–6.4%
$	1,993,653		Bank of Ireland, 1.539%, 2/12/2009 (held as collateral for securities lending)		1,993,653

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

11

REGIONS MORGAN KEEGAN SELECT MID CAP GROWTH FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Principal Amount			Value
	Certificates of Deposit (continued)
$	2,962,950	Calyon New York, 1.463%, 2/13/2009 (held as collateral for securities lending)	$	2,962,950
	2,958,596	Deutsche Bank AG Yankee, 4.035%, 1/25/2010 (held as collateral for securities lending)		2,958,596
	2,992,174	Nordea Bank Finland New York, 2.178%, 2/6/2009 (held as collateral securities lending)		2,992,174
	1,956,114	Suntrust Bank, 1.415%, 6/25/2009 (held as collateral for securities lending)		1,956,114
	957,426	Suntrust Bank, 1.471%, 1/29/2010 (held as collateral for securities lending)		957,426
		Total Certificates of Deposit (identified cost $13,820,913)		13,820,913
		Total Investments–122.0% (identified cost $354,974,263)		264,829,926
		Other Assets and Liabilities–net–(22.0)%		(47,685,651	)
		Total Net Assets–100.0%	$	217,144,275

Call Options Written November 30, 2008

Number of Contracts	Common Stocks/Expiration Date/Exercise Price
200	Church & Dwight Co., Inc. / January 2009 / 65.000	(14,000)
1,000	Southwestern Energy Company / January 2009 / 47.500	(105,000)
1,200	Total Call Options Written (Premiums Received $250,025)	(119,000)

(1) Non-income producing security.

(2) Certain shares are temporarily on loan to unaffiliated broker-dealers. See Notes 2 and 5 of the Financial Statements for additional information about securities lending.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2008.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

12

[THIS PAGE INTENTIONALLY LEFT BLANK]

13

REGIONS MORGAN KEEGAN SELECT GROWTH FUND

OBJECTIVE & STRATEGY

Regions Morgan Keegan Select Growth Fund seeks growth of capital and income. The Fund invests in common stocks of companies that are expected to achieve above-average growth in earnings.

INVESTMENT RISKS:    Equity securities (stocks) can be more volatile and carry more risk than other forms of investments, including investments in high-grade fixed income securities. Growth style stocks are considered to be more susceptible to developments affecting the market/economy and the individual company than common stocks in general. The net asset value per share of the Fund will fluctuate as the value of the securities in the portfolio changes.

MANAGEMENT DISCUSSIONOF FUND PERFORMANCE

For the fiscal year ended November 30, 2008, Regions Morgan Keegan Select Growth Fund’s Class A Shares had a total return of –35.65%, based on net asset value. During the same period, the Standard & Poor’s 500 Index⁽¹⁾, the Fund’s benchmark, had a total return of –38.09% and the Lipper Large Cap Growth Index⁽²⁾ had a total return of –42.88%. The miserable performance of the equity markets reflected a convergence of declining housing prices, an institutional credit crisis, skyrocketing unemployment, plunging consumer confidence (and spending), and massive government intervention. While we are not pleased with the Fund’s performance, we did avoid many major disasters in the financial sector. Also, we were underweighted in the “high expectations” stocks with high valuations that performed poorly during the year.

Only three stocks held in the Fund showed a positive return. They were Southwest Energy (+38%), Wal-Mart (+19%) and Genentech (+0.4%). The list of stocks that showed poor performance for the year is extensive, but some of the worst include Coventry Health (–78%), NYSE Euronext (–72%) and Research in Motion (–63%).

The last few months left no place for investors to hide. Only three economic sectors in the Standard & Poor’s 500 Index showed a better performance than –38% for the twelve months ended November 30, 2008. They were Consumer Staples (–13%), Energy (–26%) and Health Care (–27%). We continue to hold a slight overweight in the Energy and Material sectors as compared to the Fund’s benchmark index.

Charles A. Murray, CFA Senior Portfolio Manager Morgan Asset Management, Inc.	David P. McGrath, CFA Senior Portfolio Manager Morgan Asset Management, Inc.

Market forecasts provided in this report may not necessarily come to pass. There is no assurance that the Fund will achieve its investment objectives. These views are subject to change at any time based upon market or other conditions, and Morgan Asset Management, Inc. disclaims any responsibility to update such views. The Fund is subject to market risk, which is the possibility that the market values of securities owned by the Fund will decline and, therefore, the value of the Fund’s shares may be less than what you paid for them. Accordingly, you can lose money investing in the Fund.

(Unaudited)

14

REGIONS MORGAN KEEGAN SELECT GROWTH FUND

TOP TEN EQUITY HOLDINGS^†

AS OF NOVEMBER 30, 2008

TICKER	DESCRIPTION	% OF TOTAL NET ASSETS		TICKER	DESCRIPTION	% OF TOTAL NET ASSETS
XOM	Exxon Mobil Corp.		6.4%	MSFT	Microsoft Corp.		3.4%
CSCO	Cisco Systems, Inc.		4.0%	PG	The Procter & Gamble Co.		3.4%
ORCL	Oracle Corp.		3.9%	IBM	International Business Machines Corp.		3.3%
JNJ	Johnson & Johnson		3.8%	CVX	Chevron Corp.		3.2%
OIH	Oil Services HOLDRs		3.5%	ABX	Barrick Gold Corp.		3.1%

† The Fund’s composition is subject to change.

EQUITY SECTOR DIVERSIFICATION^†

AS OF NOVEMBER 30, 2008

%OFTOTALINVESTMENTS EXCLUDINGCOLLATERALFORSECURITIESLENDING		%OFTOTALINVESTMENTS EXCLUDINGCOLLATERALFORSECURITIESLENDING
Consumer Products	33.1%	Industrials	5.9%
Energy	21.3%	Exchange Traded Fund	5.4%
Technology	15.8%	Financials	0.8%
Communications	6.4%	Short Term Investments	5.3%
Basic Materials	6.0%	Total	100.0%

† The Fund’s composition is subject to change.

INDEX DESCRIPTIONS

⁽¹⁾ The Standard & Poor’s 500 Index is an unmanaged capitalization-weighted index of 500 stocks designed to measure performance of the broad domestic economy through changes in the aggregated market value of 500 stocks representing all major industries. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽²⁾ The Lipper Large Cap Growth Index is the average return of the 30 largest large-cap growth funds. Funds in the index are rebalanced quarterly. It is not possible to invest directly in an index.

(Unaudited)

15

REGIONS MORGAN KEEGAN SELECT GROWTH FUND

GROWTHOFA $10,000 INVESTMENT

CLASS A SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Growth Fund—Class A Shares⁽¹⁾ from November 30, 1998 to November 30, 2008 compared to the Standard & Poor’s 500 Index⁽²⁾, a broad-based market index.

GROWTHOFA $10,000 INVESTMENT

CLASS C SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Growth Fund—Class C Shares from the commencement of investment operations on January 7, 2002 to November 30, 2008 compared to the Standard & Poor’s 500 Index⁽²⁾, a broad-based market index.

(Unaudited)

16

REGIONS MORGAN KEEGAN SELECT GROWTH FUND

GROWTHOFA $10,000 INVESTMENT

CLASS I SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Growth Fund—Class I Shares from the commencement of investment operations on May 19, 2005 to November 30, 2008 compared to the Standard & Poor’s 500 Index⁽²⁾, a broad-based market index.

PERFORMANCE INFORMATION

	AVERAGE ANNUAL TOTAL RETURNS
AS OF NOVEMBER 30, 2008	SIX MONTHS*		1 YEAR		5 YEAR		10 YEAR		COMMENCEMENT OF INVESTMENT OPERATIONS(3)
CLASS A SHARES**(1)	-38.73	%	-39.19	%	-3.24	%	-3.03	%	4.62	%
(EXCLUDINGSALESLOAD)(1)	-35.17	%	-35.65	%	-2.13	%	-2.48	%	4.98	%
CLASS C SHARES***	-36.07	%	-36.93	%	-2.74	%	N/A		-2.68	%
(EXCLUDINGCDSC)	-35.43	%	-36.30	%	-2.74	%	N/A		-2.68	%
CLASS I SHARES	-35.11	%	-35.53	%	N/A		N/A		-3.77	%
STANDARD & POOR’S 500 INDEX(2)	-35.20	%	-38.09	%	-1.39	%	-0.93	%	—

* Not annualized for periods less than one year.

** Reflects the maximum sales load of 5.50%.

*** Reflects the maximum contingent deferred sales charge (CDSC) of 1.00% for shares redeemed within one year of purchase.

⁽¹⁾ Effective June 4, 2004, all Class B Shares of the Fund converted to Class A Shares. Historical total return information for any period or portion thereof prior to the commencement of investment operations of Class A Shares on May 20, 1998 is that of Class B Shares and reflects all charges, expenses and fees incurred by Class B Shares, which were generally higher than the expenses of Class A Shares, during such periods.

⁽²⁾ The Standard & Poor’s 500 Index is an unmanaged capitalization-weighted index of 500 stocks designed to measure performance of the broad domestic economy through changes in the aggregated market value of 500 stocks representing all major industries. Total returns for the index shown are not adjusted to reflect sales charges, expenses or other fees that the Securities and Exchange Commission requires to be reflected in the Fund’s performance. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽³⁾ The Fund’s Class A Shares (including predecessor Class B Shares), Class C Shares and Class I Shares commenced investment operations on April 20, 1992, January 7, 2002 and May 19, 2005, respectively.

Performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Fund performance changes over time and current performance may be lower or higher than what is stated. For the most recent performance, call toll-free 877-757-7424. The Fund’s performance results are shown on a total return basis and include the reinvestment of all dividends and capital gain distributions in the Fund. Returns shown in the chart and table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Mutual funds are not bank deposits or obligations, are not guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including possible loss of principal.

(Unaudited)

17

REGIONS MORGAN KEEGAN SELECT GROWTH FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Shares			Value
Common Stocks–89.5%
		Basic Materials–6.0%
		Iron/Steel–1.3%
70,000		Nucor Corporation	$	2,497,600
24,000		United States Steel Corporation		729,600
		Total		3,227,200
		Mining–4.7%
260,000		Barrick Gold Corporation		7,659,600
120,000		Newmont Mining Corporation		4,038,000
		Total		11,697,600
		Total Basic Materials		14,924,800
		Communications–6.4%
		Internet–0.9%
8,000	(1)	Google Inc.		2,343,680
		Telecommunications–5.5%
600,000	(1)	Cisco Systems, Inc.		9,924,000
110,000		QUALCOMM Incorporated		3,692,700
		Total		13,616,700
		Total Communications		15,960,380
		Consumer Products–33.2%
		Agriculture–0.8%
50,000	(2)	Bunge Limited		2,123,000
		Apparel–1.1%
60,000	(1)	Coach, Inc.		1,074,000
30,000		NIKE, Inc.		1,597,500
		Total		2,671,500
		Beverages–4.2%
120,000		PepsiCo, Inc.		6,804,000
70,000		The Coca-Cola Company		3,280,900
20,000		The Pepsi Bottling Group, Inc.		361,800
		Total		10,446,700
		Biotechnology–6.6%
80,000	(1)	Celgene Corporation		4,168,000
40,000	(1)	Genentech, Inc.		3,064,000
90,000	(1)	Genzyme Corporation		5,761,800
80,000	(1)	Gilead Sciences, Inc.		3,583,200
		Total		16,577,000
		Commercial Services–1.2%
20,000	(2)	MasterCard Incorporated		2,906,000
		Cosmetics/Personal Care–3.3%
130,000		The Procter & Gamble Company		8,365,500
		Healthcare Products–4.5%
160,000		Johnson & Johnson		9,372,800
60,000		Medtronic, Inc.		1,831,200
		Total		11,204,000
		Healthcare Services–2.4%
160,000		UnitedHealth Group Incorporated		3,361,600
70,000	(1)	WellPoint, Inc.		2,492,000
		Total		5,853,600

Shares			Value
Common Stocks (continued)
		Pharmaceuticals–3.8%
140,000		Abbott Laboratories	$	7,334,600
60,000		Wyeth		2,160,600
		Total		9,495,200
		Retail–5.3%
40,000	(2)	CVS Corporation		1,157,200
30,000	(1)	Kohl’s Corporation		979,800
80,000		Lowe’s Companies, Inc.		1,652,800
120,000	(1)(2)	Starbucks Corporation		1,071,600
40,000		Target Corporation		1,350,400
100,000		Walgreen Co.		2,474,000
80,000		Wal-Mart Stores, Inc.		4,470,400
		Total		13,156,200
		Total Consumer Products		82,798,700
		Energy–21.4%
		Coal–0.8%
80,000	(2)	Peabody Energy Corporation		1,874,400
		Oil & Gas–18.8%
18,000		Apache Corporation		1,391,400
100,000		Chevron Corporation		7,901,000
10,000		Devon Energy Corporation		723,400
200,000		Exxon Mobil Corporation		16,030,000
10,000		Murphy Oil Corporation		440,500
90,000	(2)	Noble Corporation		2,411,100
100,000		Noble Energy, Inc.		5,228,000
80,000	(1)	Southwestern Energy Company		2,749,600
60,000	(2)	Sunoco, Inc.		2,384,400
200,000		XTO Energy Inc.		7,648,000
		Total		46,907,400
		Oil & Gas Services–1.8%
40,000		Schlumberger Limited		2,029,600
80,000		Smith International, Inc.		2,339,200
20,000	(1)	Weatherford International Ltd.		255,400
		Total		4,624,200
		Total Energy		53,406,000
		Financials–0.8%
		Diversified Financial Services–0.8%
60,000	(2)	American Express Company		1,398,600
30,000		NYSE Euronext, Inc.		714,300
		Total		2,112,900
		Total Financials		2,112,900
		Industrials–5.9%
		Aerospace/Defense–1.2%
60,000		United Technologies Corporation		2,911,800
		Electrical Components & Equipment–0.7%
50,000		Emerson Electric Co.		1,794,500
		Machinery–2.3%
100,000		Caterpillar Inc.		4,099,000
50,000		Deere & Company		1,740,500
		Total		5,839,500

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

18

REGIONS MORGAN KEEGAN SELECT GROWTH FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Shares			Value
Common Stocks (continued)
		Transportation–1.7%
40,000		Burlington Northern Santa Fe Corporation	$	3,064,400
20,000	(2)	United Parcel Service, Inc.		1,152,000
		Total		4,216,400
		Total Industrials		14,762,200
		Technology–15.8%
		Computers–5.3%
10,000	(1)	Apple Computer, Inc.		926,700
100,000	(1)	Dell Inc.		1,117,000
180,000	(1)	EMC Corporation		1,902,600
100,000		International Business Machines Corporation		8,160,000
80,000	(1)(2)	NetApp, Inc.		1,080,000
		Total		13,186,300
		Semiconductors–2.3%
200,000	(2)	Applied Materials, Inc.		1,916,000
140,000		Intel Corporation		1,932,000
120,000		Texas Instruments Incorporated		1,868,400
		Total		5,716,400
		Software–8.2%
90,000	(1)(2)	Citrix Systems, Inc.		2,399,400
420,000		Microsoft Corporation		8,492,400
600,000	(1)	Oracle Corporation		9,654,000
		Total		20,545,800
		Total Technology		39,448,500
		Total Common Stocks (identified cost $240,352,772)		223,413,480
Exchange Traded Funds–5.4%
180,000	(2)	Market Vectors Gold Miners ETF		4,795,200
100,000		Oil Services HOLDRs		8,666,000
		Total Exchange Traded Funds (identified cost $14,039,999)		13,461,200
Short-Term Investments–11.2%
14,923,696		Bank of New York Institutional Cash Reserves Fund (held as collateral for securities lending)		14,879,068
6,586,042		Fidelity Institutional Money Market Fund		6,586,042
6,586,043		Lehman Brothers Prime Money Market Fund		6,586,043
		Total Short-Term Investments (identified cost $28,095,781)		28,051,153

Principal Amount			Value
	Certificates of Deposit–2.6%
$	1,993,653	Bank of Ireland, 1.539%, 2/12/2009 (held as collateral for securities lending)	$	1,993,653
	1,975,300	Calyon New York, 1.463%, 2/13/2009 (held as collateral for securities lending)		1,975,300
	2,493,478	Nordea Bank Finland New York, 2.178%, 2/6/2009 (held as collateral for securities lending)		2,493,478
		Total Certificates of Deposit (identified cost $6,462,431)		6,462,431
		Total Investments–108.7% (identified cost $288,950,983)		271,388,264
		Other Assets and Liabilities– net–(8.7)%		(21,772,926	)
		Total Net Assets–100.0%	$	249,615,338
	Call Options Written November 30, 2008

Number of Contracts	Common Stocks/Expiration Date/Exercise Price
1,000	Exxon Mobil Corporation / December 2008 / 85.00	(160,000)
1,000	Exxon Mobil Corporation / January 2009 / 80.00	(593,000)
2,000	Total Call Options Written (Premiums Received $542,727)	(753,000)

(1) Non-income producing security.

(2) Certain shares are temporarily on loan to unaffiliated broker- dealers. See Notes 2 and 5 of the financial statements for additional information about securities lending.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2008.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

19

REGIONS MORGAN KEEGAN SELECT CORE EQUITY FUND

OBJECTIVE & STRATEGY

Regions Morgan Keegan Select Core Equity Fund seeks long-term growth of capital, current income and growth of income. The Fund typically invests in a combination of growth stocks and value stocks. By investing in a blend of stocks that demonstrate strong long-term earnings potential and undervalued stocks, the Fund seeks to achieve strong returns with less volatility.

INVESTMENT RISKS:    Equity securities (stocks) can be more volatile and carry more risk than other forms of investments, including investments in high-grade fixed income securities. Growth style stocks are considered to be more susceptible to developments affecting the market/economy and the individual company than common stocks in general. Value-based investments are subject to the risk that the broad market may not recognize their intrinsic value. The net asset value per share of the Fund will fluctuate as the value of the securities in the portfolio changes.

MANAGEMENT DISCUSSIONOF FUND PERFORMANCE

In the past year, we have witnessed events not seen since and reminiscent of the 1930s: the dramatic slowing economic growth; the freeze-up of the financial system; and the decline in the stock market. However, unlike the 1930s, the significant fiscal and monetary responses, although slow in coming, are unprecedented.

The stresses in the financial markets and the economy are evidenced in the negative reaction of stocks such as the decline seen in the Fund’s benchmark, the Standard & Poor’s 500 Index⁽¹⁾, which fell 38.09 percent for the twelve months ended November 30, 2008. Regions Morgan Keegan Select Core Equity Fund’s Class A Shares performed in line with the Fund’s benchmark with a decline of 39.36 percent, based on net asset value (1.26 percent underperformance). The Lipper Large-Cap Core Funds Index⁽²⁾ fell 38.52 percent during the same period.

All sectors in the benchmark index produced negative returns. For the Fund, the best performing sector was the Financial sector because of selection. Energy was the poorest performing sector for the Fund because of underweight and selection. Much of the outperformance resulted from not owning such stocks as Lehman Brothers, Merrill Lynch, Fannie Mae, Freddie Mac and Washington Mutual. In the Energy sector, holdings of Smith International, National Oilwell Varco and Bank of America negatively affected performance. In the Healthcare sector, holdings of Gilead Sciences, Express Scripts, and Medco Health were additive to performance.

It is with trepidation that we look to 2009. Uncertainty exists concerning the recovery of the domestic economy, and fears abound that the global economy will continue to slow. Increased unemployment and a cautious consumer are strong headwinds for any improvement in economic growth here in the U.S.; and, as the U.S. slows, so does the rest of the world.

As things now stand, serious damage has been done to home prices, bond prices, and stock prices. Cash and U.S. Treasury securities seem to be the safe havens of choice. As of this writing, 90-day Treasury bills yield zero percent. The ten-year Treasury yields slightly more than two percent.

As a result of the dismal outlook and price depreciation, attractive valuations unseen for over fifty years have appeared in the stock market. For example, the dividend yield on the Standard & Poor’s 500 Index is now 3.30 percent. Compared to the Treasury yields cited previously, the yield is quite attractive and we have not seen such a spread since the 1950s.

Although the outlook for earnings is dismal, even at reduced levels, the earnings yield on stocks is significantly higher than aforementioned Treasury yields. Thus, at some point normal relative valuations could return. Money would move out of the safety of Treasury securities, and into other bonds and stocks. Cash on the sidelines has grown significantly. When money comes out of Treasury bills and cash, stocks have the potential to dramatically outperform other asset classes.

(Unaudited)

20

REGIONS MORGAN KEEGAN SELECT CORE EQUITY FUND

In the meantime, building or adding to a portfolio of quality stocks presents an attractive, forward-looking strategy. The Fund provides a portfolio of domestic stocks that should participate in the ultimate stock market recovery.

Walter A. Hellwig Senior Portfolio Manager Morgan Asset Management, Inc.	John B. Russell, CFA Assistant Portfolio Manager Morgan Asset Management, Inc.

Market forecasts provided in this report may not necessarily come to pass. There is no assurance that the Fund will achieve its investment objectives. These views are subject to change at any time based upon market or other conditions, and Morgan Asset Management, Inc. disclaims any responsibility to update such views. The Fund is subject to market risk, which is the possibility that the market values of securities owned by the Fund will decline and, therefore, the value of the Fund’s shares may be less than what you paid for them. Accordingly, you can lose money investing in the Fund.

TOP TEN EQUITY HOLDINGS^†

AS OF NOVEMBER 30, 2008

TICKER	DESCRIPTION	% OF TOTAL NET ASSETS		TICKER	DESCRIPTION	% OF TOTAL NET ASSETS
GILD	Gilead Sciences, Inc.		4.1%	PG	The Procter & Gamble Company		2.9%
XOM	Exxon Mobil Corp.		3.7%	MON	Monsanto Company		2.7%
T	AT&T, Inc.		3.3%	WFC	Wells Fargo & Company		2.6%
MCD	McDonald’s Corporation		3.0%	ESRX	Express Scripts, Inc.		2.6%
JNJ	Johnson & Johnson		3.0%	MO	Altria Group, Inc.		2.6%

† The Fund’s composition is subject to change.

EQUITY SECTOR DIVERSIFICATION^†

AS OF NOVEMBER 30, 2008

%OFTOTALINVESTMENTS		%OFTOTALINVESTMENTS
Consumer Products	23.5%	Energy	7.9%
Healthcare	18.4%	Communications	5.8%
Financials	13.0%	Basic Materials	2.7%
Technology	10.3%	Utilities	1.0%
Industrials	8.8%	Short Term Investments	8.6%
		Total	100.0%

† The Fund’s composition is subject to change.

INDEX DESCRIPTIONS

⁽¹⁾ The Standard & Poor’s 500 Index is an unmanaged capitalization-weighted index of 500 stocks designed to measure performance of the broad domestic economy through changes in the aggregated market value of 500 stocks representing all major industries. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽²⁾ The Lipper Large-Cap Core Funds Index consists of managed mutual funds that, by portfolio practice, invest at least 75% of their equity assets in companies with market capitalizations (on a three-year weighted basis) greater than 300% of the dollar-weighted median market capitalization of the middle 1,000 securities of the Standard & Poor’s SuperComposite 1500 Index. Large-cap core funds have more latitude in the companies in which they invest. These funds typically have an average price-to-earnings ratio, price-to-book ratio and three-year sales-per-share growth value compared to the Standard & Poor’s 500 Index. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

(Unaudited)

21

REGIONS MORGAN KEEGAN SELECT CORE EQUITY FUND

GROWTHOFA $10,000 INVESTMENT

CLASS A SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Core Equity Fund—Class A Shares from the commencement of investment operations on October 26, 2000 to November 30, 2008 compared to the Standard & Poor’s 500 Index⁽¹⁾, a broad-based market index, and the Lipper Large-Cap Core Funds Index⁽²⁾.

GROWTHOFA $10,000 INVESTMENT

CLASS C SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Core Equity Fund—Class C Shares from the commencement of investment operations on April 3, 2006 to November 30, 2008 compared to the Standard & Poor’s 500 Index⁽¹⁾, a broad-based market index, and the Lipper Large-Cap Core Funds Index⁽²⁾.

(Unaudited)

22

REGIONS MORGAN KEEGAN SELECT CORE EQUITY FUND

GROWTHOFA $10,000 INVESTMENT

CLASS I SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Core Equity Fund—Class I Shares from November 30, 1998 to November 30, 2008 compared to the Standard & Poor’s 500 Index⁽¹⁾, a broad-based market index, and the Lipper Large-Cap Core Funds Index⁽²⁾.

PERFORMANCE INFORMATION

	AVERAGE ANNUAL TOTAL RETURNS
AS OF NOVEMBER 30, 2008	SIX MONTHS*		1 YEAR		5 YEAR		10 YEAR		COMMENCEMENT OF INVESTMENT OPERATIONS(3)
CLASS A SHARES**(3)	-42.23	%	-42.69	%	-4.73	%	N/A		-5.62	%
(EXCLUDINGSALESLOAD)	-38.86	%	-39.36	%	-3.64	%	N/A		-4.96	%
CLASS C SHARES***	-39.49	%	-40.06	%	N/A		N/A		-14.24	%
(EXCLUDINGSALESLOAD)	-38.88	%	-39.46	%	N/A		N/A		-14.24	%
CLASS I SHARES(3)	-38.79	%	-39.22	%	-3.39	%	-2.16	%	4.86	%
STANDARD & POOR’S 500 INDEX(1)	-35.20	%	-38.09	%	-1.39	%	-0.93	%	—
LIPPER LARGE-CAP CORE FUNDS INDEX(2)	-36.05	%	-38.52	%	-2.15	%	-1.45	%	—

* Not annualized for periods less than one year.

** Reflects the maximum sales load of 5.50%.

*** Reflects the maximum contingent deferred sales charge (CDSC) of 1.00% for shares redeemed within one year of purchase.

⁽¹⁾ The Standard & Poor’s 500 Index is an unmanaged capitalization-weighted index of 500 stocks designed to measure performance of the broad domestic economy through changes in the aggregated market value of 500 stocks representing all major industries. Total returns for the index shown are not adjusted to reflect sales charges, expenses or other fees that the Securities and Exchange Commission requires to be reflected in the Fund’s performance. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽²⁾ The Lipper Large-Cap Core Funds Index consists of managed mutual funds that, by portfolio practice, invest at least 75% of their equity assets in companies with market capitalizations (on a three-year weighted basis) greater than 300% of the dollar-weighted median market capitalization of the middle 1,000 securities of the Standard & Poor’s SuperComposite 1500 Index. Large-cap core funds have more latitude in the companies in which they invest. These funds typically have an average price-to-earnings ratio, price-to-book ratio and three-year sales-per-share growth value compared to the Standard & Poor’s 500 Index. It is not possible to invest directly in an index.

⁽³⁾ The Fund began operations on February 18, 2005 as the successor to a substantially similar fund. On that date, the Fund merged with LEADER Growth & Income Fund, a series of LEADER Mutual Funds, and assumed that portfolio’s operating history and performance record. The Fund’s performance prior to February 18, 2005 is that of the Fund’s predecessor, the inception date of which was October 26, 2000 (Class A Shares) and September 1, 1994 (Class I Shares) and reflects fees and expenses paid by the predecessor fund’s Class A Shares and Class I Shares. Effective April 1, 2006, Regions Morgan Keegan Select LEADER Growth & Income Fund changed its name to Regions Morgan Keegan Select Core Equity Fund. The Fund’s Class C Shares commenced investment operations on April 3, 2006.

Performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Fund performance changes over time and current performance may be lower or higher than what is stated. For the most recent performance, call toll-free 877-757-7424. The Fund’s performance results are shown on a total return basis and include the reinvestment of all dividends and capital gain distributions in the Fund. Returns shown in the chart and table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Mutual funds are not bank deposits or obligations, are not guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including possible loss of principal.

(Unaudited)

23

REGIONS MORGAN KEEGAN SELECT CORE EQUITY FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Shares			Value
Common Stocks–92.0%
		Basic Materials–2.7%
		Chemicals–2.7%
3,000		Monsanto Company	$	237,600
		Total Basic Materials		237,600
		Communications–5.9%
		Internet–0.7%
200	(1)	Google Inc.		58,592
		Telecommunications–5.2%
10,000		AT&T Inc.		285,600
5,000		QUALCOMM Inc.		167,850
		Total		453,450
		Total Communications		512,042
		Consumer Products–23.7%
		Agriculture–5.0%
14,000		Altria Group, Inc.		225,120
5,000		Philip Morris International Inc.		210,800
		Total		435,920
		Apparel–0.8%
1,250		Nike Inc.		66,563
		Cosmetics/Personal Care–5.2%
3,000		Colgate-Palmolive Company		195,210
4,000		The Procter & Gamble Company		257,400
		Total		452,610
		Food–4.6%
2,000		General Mills, Inc.		126,340
5,000		HJ Heinz Company		194,200
2,000		Kellogg Company		86,860
		Total		407,400
		Retail–7.2%
1,000		Costco Wholesale Corporation		51,470
5,000		CVS Caremark Corporation		144,650
4,500		McDonald’s Corporation		264,375
3,000		Wal-Mart Stores, Inc.		167,640
		Total		628,135
		Toys and Games–0.9%
3,000		Hasbro Inc.		80,400
		Total Consumer Products		2,071,028
		Energy–7.9%
		Oil & Gas–6.7%
2,000		Chevron Corporation		158,020
4,000		Exxon Mobil Corporation		320,600
500	(1)	Transocean, Inc.		33,440
1,250	(1)	Southwestern Energy Company		42,962
1,000		XTO Energy, Inc.		38,240
		Total		593,262

Shares			Value
Common Stocks (continued)
		Oil & Gas Services–1.2%
1,500	(1)	National Oilwell Varco, Inc.	$	42,435
2,000		Smith International Inc.		58,480
		Total		100,915
		Total Energy		694,177
		Financials–13.0%
		Banks–10.5%
6,000		Bank of America Corporation		97,500
5,000		BB&T Corporation		149,850
6,000		JPMorgan Chase & Co.		189,960
3,000		The PNC Financial Services Group, Inc.		158,310
3,500		U.S. Bancorp		94,430
8,000		Wells Fargo & Company		231,120
		Total		921,170
		Diversified Financial Services–0.4%
500	(1)	IntercontinentalExchange, Inc.		36,800
		Insurance–0.8%
1,500		The Travelers Companies, Inc.		65,475
		Savings & Loan–1.3%
7,000		Hudson City Bancorp, Inc.		116,900
		Total Financials		1,140,345
		Healthcare–18.5%
		Biotechnology–5.3%
2,000	(1)	Celgene Corporation		104,200
8,000	(1)	Gilead Sciences, Inc.		358,320
		Total		462,520
		Healthcare Products–6.0%
2,000		Baxter International Inc.		105,800
4,500		Johnson & Johnson		263,610
700	(1)	Intuitive Surgical, Inc.		92,771
1,500	(1)	Varian Medical Systems, Inc.		60,540
		Total		522,721
		Pharmaceuticals–7.2%
3,750		Abbott Laboratories		196,463
4,000	(1)	Express Scripts, Inc.		230,040
5,000	(1)	Medco Health Solutions, Inc.		210,000
		Total		636,503
		Total Healthcare		1,621,744
		Industrials–8.9%
		Aerospace/Defense–5.7%
3,000		General Dynamics Corporation		155,010
4,000		Raytheon Company		195,200
3,000		United Technologies Corporation		145,590
		Total		495,800
		Electronics–0.4%
1,000	(1)	Thermo Fisher Scientific, Inc.		35,680

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

24

REGIONS MORGAN KEEGAN SELECT CORE EQUITY FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Shares			Value
Common Stocks (continued)
		Hand/Machine Tools–1.0%
2,500		Snap-on Incorporated	$	90,125
		Transportation–1.8%
2,000		Burlington Northern Santa Fe Corporation		153,220
		Total Industrials		774,825
		Technology–10.4%
		Computers–5.5%
1,500	(1)	Apple, Inc.		139,005
5,000		Hewlett-Packard Company		176,400
2,000		International Business Machines Corporation		163,200
		Total		478,605
		Semiconductors–1.3%
8,000		Altera Corp.		117,680
		Software–3.6%
7,500		Microsoft Corporation		151,650
10,000	(1)	Oracle Corporation		160,900
		Total		312,550
		Total Technology		908,835
		Utilities–1.0%
		Electric–1.0%
1,500		Firstenergy Corp.		87,870
		Total Utilities		87,870
		Total Common Stocks (identified cost $9,307,412)		8,048,466
Short-Term Investments–8.6%
376,748		Fidelity Institutional Money Market Fund		376,748
376,748		Lehman Brothers Prime Money Market Fund		376,748
		Total Mutual Funds (identified cost $753,496)		753,496
		Total Investments–100.6% (identified cost $10,060,908)		8,801,962
		Other Assets and Liabilities– net–(0.6)%		(50,945	)
		Total Net Assets–100.0%	$	8,751,017

(1) Non-income producing security.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2008.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

25

REGIONS MORGAN KEEGAN SELECT MID CAP VALUE FUND

OBJECTIVE & STRATEGY

Regions Morgan Keegan Select Mid Cap Value Fund seeks long-term capital appreciation. The Fund invests its assets primarily in equity securities of companies with mid-capitalizations (i.e., companies whose market capitalization falls within the range tracked by the Russell Mid Cap Value Index at the time of purchase) that are judged by the Fund’s adviser to be undervalued.

INVESTMENT RISKS:    Equity securities (stocks) can be more volatile and carry more risk than other forms of investments, including investments in high-grade fixed income securities. Mid-capitalization stocks typically carry additional risk, since smaller companies generally have higher risk of failure and, historically, their stocks have experienced a greater degree of volatility. Value-based investments are subject to the risk that the broad market may not recognize their intrinsic value. The net asset value per share of the Fund will fluctuate as the value of the securities in the portfolio changes.

MANAGEMENT DISCUSSIONOF FUND PERFORMANCE

For the fiscal year ended November 30, 2008, Regions Morgan Keegan Select Mid Cap Value Fund’s Class A Shares had a total return of –37.35%, based on net asset value. This compares to the Russell Midcap Value Index⁽¹⁾ total return of –41.95% during the same period. Fund performance was impacted by underperforming stocks within the Energy, Consumer Discretionary, and Healthcare sectors, as well as high volatility and severely negative returns across the board in the U.S. and global stock markets. The financial meltdown which intensified in the second half of 2008 has created unprecedented failures and mergers of major U.S. financial institutions and a level of U.S. government, regulatory, and Federal Reserve involvement not seen since the 1930’s. A protracted recovery and continued market volatility are more likely than not for the foreseeable future as the world economy recalibrates to slower consumer and industrial activity, changes in credit availability, and the ongoing U.S. housing malaise.

From a sector perspective, the Fund’s holdings in the Materials, Industrials, and Information Technology sectors were some of the key positive contributors to overall performance relative to the benchmark. With respect to specific stocks, the Fund benefited from strong contributions by Compass Minerals International, Inc., Flowserve Corp., Peoples United Financial, and Pactiv Corporation. Fund holdings that most adversely impacted performance were found primarily in the Energy and Consumer Discretionary sectors. With respect to specific stocks, Fund performance was adversely impacted by Affiliated Managers Group, Exterran Holdings Inc., Hanesbrands Inc., and Corinthian Colleges, Inc.

With respect to the outlook for 2009, we believe that the challenges of the ongoing global financial crisis will likely impact the markets for some time. On a positive note, stock market valuations have generally become much more attractive than they have been for a long time. However, the restoration of integrity and confidence in the capital markets is an essential ingredient for improved market returns. The massive and unprecedented coordinated activities of Federal Reserve and the U.S. Treasury in October and November of 2008 appear to be having some positive impact on credit markets; however, credit spreads remained wide and unstable at year end 2008. On one hand, the credit market for residential mortgages has shown some signs of stabilizing, but many investors have shifted their focus to the consumer credit and commercial mortgage sectors of the market. The recession started in December 2007, and is expected to continue well into 2009. As a result, we feel that it may take an extended period of time, likely measured in months or quarters, before full confidence and strong economic growth reappear. There will likely continue to be market volatility as many investors continue to reassess the credit crisis and the depressed economy.

Nevertheless, we concur with Warren Buffett’s widely publicized quote from October 2008—“if you wait for the robins, the spring will be over.” In our view, U.S. stocks, including mid-cap stocks, are generally trading at attractive levels for long-term investment, though the timing of the recovery is unpredictable. Based on a traditional rule of thumb, market–recovery medicine (in the form of interest rate cuts and fiscal stimulus) takes 9-12 months to begin to take hold with the stock market serving as a leading indicator of the recovery. This suggests an economic recovery by late 2009 and a stock market recovery in advance of that. Perhaps the timetable for a classic recovery may be challenged by the severity and nature of market concerns, but we believe that this historical perspective will ultimately serve investors well.

(Unaudited)

26

REGIONS MORGAN KEEGAN SELECT MID CAP VALUE FUND

Despite the painful losses that so many investors have experienced this year, we believe that a focus on high quality business franchises and valuations will provide attractive opportunities amongst the rubble for long-term investors. In general, the Fund’s portfolio companies possess strong business and attractive cash flow characteristics, and in our opinion, are likely to weather the impact of a recessionary economy and volatile markets well. Also, we are looking at more potential new investment opportunities with similar characteristics being presented these days than in many years. As such, we are cautiously optimistic about the potential for better markets and returns in 2009 and beyond.

Eric T. McKissack, CFA

Chief Investment Officer

Channing Capital Management, LLC

Market forecasts provided in this report may not necessarily come to pass. There is no assurance that the Fund will achieve its investment objectives. These views are subject to change at any time based upon market or other conditions, and Channing Capital Management, LLC. disclaims any responsibility to update such views. The Fund is subject to market risk, which is the possibility that the market values of securities owned by the Fund will decline and, therefore, the value of the Fund’s shares may be less than what you paid for them. Accordingly, you can lose money investing in the Fund.

TOP TEN EQUITY HOLDINGS^†

AS OF NOVEMBER 30, 2008

TICKER	DESCRIPTION	% OF TOTAL NET ASSETS		TICKER	DESCRIPTION	% OF TOTAL NET ASSETS
PBCT	People’s United Financial, Inc.		4.4%	MKL	Markel Corp		3.7%
WEC	Wisconsin Energy Corp.		4.1%	HNZ	H. J. Heinz Co.		3.6%
RSG	Republic Services, Inc.		4.1%	PTV	Pactiv Corp.		3.5%
AOC	Aon Corp.		3.8%	LAZ	Lazard Ltd.		3.5%
ACN	Accenture Ltd.		3.7%	FISV	Fiserv, Inc.		3.5%

† The Fund’s composition is subject to change.

EQUITY SECTOR DIVERSIFICATION^†

AS OF NOVEMBER 30, 2008

%OFTOTALINVESTMENTS EXCLUDING COLLATERAL FOR SECURITIES LENDING		%OFTOTALINVESTMENTS EXCLUDINGCOLLATERALFORSECURITIESLENDING
Consumer Products	30.9%	Basic Materials	5.7%
Financials	20.7%	Communications	5.2%
Industrials	15.2%	Energy	2.3%
Technology	9.4%	Short Term Investments	2.2%
Utilities	8.4%	Total	100.0%

† The Fund’s composition is subject to change.

INDEX DESCRIPTION

⁽¹⁾ The Russell Midcap Value Index tracks equity securities of medium-sized companies whose market capitalization falls within the $17 million to $13.6 billion range. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

(Unaudited)

27

REGIONS MORGAN KEEGAN SELECT MID CAP VALUE FUND

GROWTHOFA $10,000 INVESTMENT

CLASS A SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Mid Cap Value Fund—Class A Shares⁽¹⁾ from the commencement of investment operations on December 9, 2002 to November 30, 2008 compared to the Russell Midcap Value Index⁽²⁾.

GROWTHOFA $10,000 INVESTMENT

CLASS C SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Mid Cap Value Fund—Class C Shares from the commencement of investment operations on December 9, 2002 to November 30, 2008 compared to the Russell Midcap Value Index ⁽²⁾.

(Unaudited)

28

REGIONS MORGAN KEEGAN SELECT MID CAP VALUE FUND

GROWTHOFA $10,000 INVESTMENT

CLASS I SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Mid Cap Value Fund—Class I Shares from the commencement of investment operations on May 10, 2005 to November 30, 2008 compared to the Russell Midcap Value Index⁽²⁾.

PERFORMANCE INFORMATION

	AVERAGE ANNUAL TOTAL RETURNS
AS OF NOVEMBER 30, 2008	SIX MONTHS*		1 YEAR		5 YEAR		COMMENCEMENT OF INVESTMENT OPERATIONS(3)
CLASS A SHARES**(1)	-39.22	%	-40.80	%	-1.52	%	0.72	%
(EXCLUDINGSALESLOAD)(1)	-35.69	%	-37.35	%	-0.40	%	1.68	%
CLASS C SHARES***	-36.56	%	-38.63	%	-1.09	%	1.06	%
(EXCLUDINGCDSC)	-35.92	%	-38.01	%	-1.09	%	1.06	%
CLASS I SHARES	-35.62	%	-37.15	%	N/A		-6.42	%
RUSSELL MID CAP VALUE INDEX(2)	-41.52	%	-41.95	%	0.22	%	—

* Not annualized for periods less than one year.

** Reflects the maximum sales load of 5.50%.

*** Reflects the maximum contingent deferred sales charge (CDSC) of 1.00% for shares redeemed within one year of purchase.

⁽¹⁾ Effective June 4, 2004, all Class B Shares of the Fund converted to Class A Shares.

⁽²⁾ The Russell Midcap Value Index tracks equity securities of medium-sized companies whose market capitalization falls within the $17 million to $13.6 billion range. Total returns for the index shown are not adjusted to reflect sales charges, expenses or other fees that the Securities and Exchange Commission requires to be reflected in the Fund’s performance. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽³⁾ The Fund’s Class A Shares and Class C Shares commenced investment operations on December 9, 2002 and the Fund’s Class I Shares commenced investment operations on May 10, 2005.

Performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Fund performance changes over time and current performance may be lower or higher than what is stated. For the most recent performance, call toll-free 877-757-7424. The Fund’s performance results are shown on a total return basis and include the reinvestment of all dividends and capital gain distributions in the Fund. Returns shown in the chart and table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Mutual funds are not bank deposits or obligations, are not guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including possible loss of principal.

(Unaudited)

29

REGIONS MORGAN KEEGAN SELECT MID CAP VALUE FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Shares			Value
Common Stocks–97.8%
		Basic Materials–5.7%
		Chemicals–3.1%
29,057		Airgas, Inc.	$	1,038,788
		Mining–2.6%
15,986		Compass Minerals International, Inc.		895,056
		Total Basic Materials		1,933,844
		Communications–5.2%
		Advertising–1.8%
20,761		Omnicom Group Inc.		587,329
		Telecommunications–3.4%
21,518	(1)(2)	Anixter International Inc.		589,593
64,974		Frontier Communications Corporation		566,573
		Total		1,156,166
		Total Communications		1,743,495
		Consumer Products–30.9%
		Apparel–3.0%
79,167	(1)	Hanesbrands Inc.		1,022,838
		Beverages–2.2%
59,391	(1)	Constellation Brands, Inc.		757,829
		Commercial Services–9.6%
28,046	(1)	Brink’s Home Security Inc.		560,920
33,151		Equifax Inc.		843,693
39,674	(1)	Hewitt Associates, Inc.		1,133,883
21,692		Manpower Inc.		682,864
		Total		3,221,360
		Distribution/Wholesale–3.2%
15,403		W.W. Grainger, Inc.		1,086,990
		Food–3.6%
31,074		H. J. Heinz Company		1,206,914
		Health Care Products–1.7%
22,379		DENTSPLY International Inc.		583,644
		Health Care Services–2.7%
14,471	(1)	Laboratory Corporation of America Holdings		916,883
		Housewares–1.0%
23,929		Newell Rubbermaid Inc.		319,691
		Pharmaceuticals–3.0%
32,273		AmerisourceBergen Corporation		1,011,758
		Retail–0.9%
25,127		Nordstrom, Inc.		285,694
		Total Consumer Products		10,413,601
		Energy–2.3%
		Oil & Gas Services–2.3%
44,984	(1)	Superior Energy Services, Inc.		757,980
		Total Energy		757,980

Shares			Value
Common Stocks (continued)
		Financials–20.7%
		Banks–2.1%
11,056		M&T Bank Corporation	$	710,348
		Diversified Financial Services–6.7%
13,128	(1)(2)	Affiliated Managers Group, Inc.		367,584
37,907		Lazard Ltd		1,184,973
20,408		T. Rowe Price Group, Inc.		698,158
		Total		2,250,715
		Insurance–7.5%
28,533		Aon Corporation		1,292,545
4,001	(1)	Markel Corporation		1,232,308
		Total		2,524,853
		Savings & Loans–4.4%
77,711		People’s United Financial, Inc.		1,481,949
		Total Financials		6,967,865
		Industrials–15.2%
		Diversified Machinery–2.2%
31,695		IDEX Corporation		728,985
		Electronics–1.0%
9,885	(1)	Thermo Fisher Scientific Inc.		352,697
		Environmental Control–4.1%
57,127		Republic Services, Inc.		1,371,048
		Hand/Machine Tools–2.1%
19,773		Snap-on Incorporated		712,817
		Miscellaneous Manufacturing–2.3%
35,801		The Brink’s Company		779,388
		Packaging & Containers–3.5%
47,561	(1)	Pactiv Corporation		1,188,549
		Total Industrials		5,133,484
		Technology–9.4%
		Computers–3.7%
40,203	(2)	Accenture Ltd.		1,245,489
		Software–5.7%
34,406	(1)	Fiserv, Inc.		1,174,621
9,422		The Dun & Bradstreet Corporation		753,760
		Total		1,928,381
		Total Technology		3,173,870
		Utilities–8.4%
		Electric–8.4%
40,606		DPL Inc.		845,417
13,408		Integrys Energy Group, Inc.		592,365
32,013		Wisconsin Energy Corporation		1,391,285
		Total Utilities		2,829,067
		Total Common Stocks (identified cost $37,314,673)	$	32,953,206

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

30

REGIONS MORGAN KEEGAN SELECT MID CAP VALUE FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Shares		Value
Short-Term Investments–4.2%
684,701	Bank of New York Institutional Cash Reserves Fund (held as collateral for securities lending)	$	655,647
377,733	Fidelity Institutional Money Market Fund		377,733
377,734	Lehman Brothers Prime Money Market Fund		377,734
	Total Short-Term Investments (identified cost $1,440,168)		1,411,114
	Total Investments–102.0% (identified cost $38,754,841)		34,364,320
	Other Assets and Liabilities– net–(2.0)%		(667,153	)
	Total Net Assets–100.0%	$	33,697,167

(1) Non-income producing security.

(2) Certain shares are temporarily on loan to unaffiliated broker- dealers. See Notes 2 and 5 of the Financial Statements for additional information about securities lending.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2008.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

31

REGIONS MORGAN KEEGAN SELECT VALUE FUND

OBJECTIVE & STRATEGY

Regions Morgan Keegan Select Value Fund seeks income and growth of capital. The Fund invests in common and preferred stocks according to a sector-weighting strategy in which attractive market valuation levels are assigned priority over prospects for future earnings growth.

INVESTMENT RISKS:    Equity securities (stocks) can be more volatile and carry more risk than other forms of investments, including investments in high-grade fixed income securities. Value-based investments are subject to the risk that the broad market may not recognize their intrinsic value. The net asset value per share of the Fund will fluctuate as the value of the securities in the portfolio changes.

MANAGEMENT DISCUSSIONOF FUND PERFORMANCE

In the past year, we have witnessed events not seen since and reminiscent of the 1930s: the dramatic slowing economic growth; the freeze-up of the financial system; and the decline in the stock market. However, unlike the 1930s, the significant fiscal and monetary responses, although slow in coming, are unprecedented.

The stresses in the financial markets and the economy are evidenced in the negative reaction of stocks such as the decline seen in the Fund’s benchmark, the Standard & Poor’s 500 Citigroup Value Index⁽¹⁾, which fell 40.75 percent for the twelve months ended November 30, 2008. Regions Morgan Keegan Select Value Fund’s Class A Shares performed in line with the Fund’s benchmark with a decline of 39.17 percent, based on net asset value (1.58 percent outperformance).

All sectors in the benchmark index produced negative returns. For the Fund, the best performing sector was the Financial sector because of an underweight, particularly early in the year. The Utility sector was the poorest performing sector for the Fund because of an underweight position.

Much of the outperformance resulted from not owning such stocks as Lehman Brothers, Merrill Lynch, Fannie Mae, Freddie Mac and Washington Mutual. The holdings of McDonalds, General Mills, and Monsanto were additive to performance. In the Utility sector, holdings of Entergy, Exelon, and First Energy negatively affected performance.

It is with trepidation that we look to 2009. Uncertainty exists concerning the recovery of the domestic economy, and fears abound that the global economy will continue to slow. Increased unemployment and a cautious consumer are strong headwinds for any improvement in economic growth here in the U.S.; and, as the U.S. slows, so does the rest of the world.

As things now stand, serious damage has been done to home prices, bond prices, and stock prices. Cash and U.S. Treasury securities seem to be the safe havens of choice. As of this writing, 90-day Treasury bills yield zero percent. The ten-year Treasury yields slightly more than two percent.

As a result of the dismal outlook and price depreciation, attractive valuations unseen for over fifty years have appeared in the stock market. For example, the dividend yield on the Standard & Poor’s 500 Index is now 3.30 percent. Compared to the Treasury yields cited previously, the yield is quite attractive and we have not seen such a spread since the 1950s.

Although the outlook for earnings is dismal, even at reduced levels, the earnings yield on stocks is significantly higher than aforementioned Treasury yields. Thus, at some point normal relative valuations could return. Money would move out of the safety of Treasury securities, and into other bonds and stocks. Cash on the sidelines has grown significantly. When money comes out of Treasury bills and cash, stocks have the potential to dramatically outperform other asset classes.

(Unaudited)

32

REGIONS MORGAN KEEGAN SELECT VALUE FUND

In the meantime, building or adding to a portfolio of quality stocks presents an attractive, forward-looking strategy. The Fund provides a portfolio of domestic stocks that should participate in the ultimate stock market recovery.

Walter A. Hellwig

Senior Portfolio Manager

Morgan Asset Management, Inc.

Market forecasts provided in this report may not necessarily come to pass. There is no assurance that the Fund will achieve its investment objectives. These views are subject to change at any time based upon market or other conditions, and Morgan Asset Management, Inc. disclaims any responsibility to update such views. The Fund is subject to market risk, which is the possibility that the market values of securities owned by the Fund will decline and, therefore, the value of the Fund’s shares may be less than what you paid for them. Accordingly, you can lose money investing in the Fund.

TOP TEN EQUITY HOLDINGS^†

AS OF NOVEMBER 30, 2008

TICKER	DESCRIPTION	% OF TOTAL NET ASSETS		TICKER	DESCRIPTION	% OF TOTAL NET ASSETS
T	AT&T Inc.		4.1%	MCD	McDonald’s Corporation		3.0%
GIS	General Mills, Inc.		3.7%	WFC	Wells Fargo & Company		3.0%
BMY	Bristol-Myers Squibb Company		3.3%	BNI	Burlington Northern Santa Fe Corp.		3.0%
USB	U.S. Bancorp		3.2%	MO	Altria Group, Inc.		2.8%
JPM	JPMorgan Chase & Co.		3.0%	PM	Philip Morris International Inc.		2.7%

† The Fund’s composition is subject to change.

EQUITY SECTOR DIVERSIFICATION^†

AS OF NOVEMBER 30, 2008

% OF TOTAL INVESTMENTS		% OF TOTAL INVESTMENTS
Consumer Products	35.3%	Basic Materials	3.5%
Financials	17.7%	Technology	3.4%
Industrials	13.0%	Utilities	3.1%
Communications	8.3%	Short Term Investments	9.6%
Energy	6.1%	Total	100.0%

† The Fund’s composition is subject to change.

INDEX DESCRIPTION

⁽¹⁾ The Standard & Poor’s 500 Citigroup Value Index is a sub-index of the Standard & Poor’s 500 Index representing 50% of the Standard & Poor’s 500 market capitalization and is comprised of those companies with value characteristics based on a series of ratios. (The Standard & Poor’s 500 Barra Value Index, which the Fund has used in the past as its benchmark, ceased to exist on June 30, 2006. The Standard & Poor’s 500 Barra Value Index was also a sub-index of the Standard & Poor’s 500 Index representing 50% of the Standard & Poor’s 500 Index market capitalization and was comprised of those companies with lower price-to-book ratios.) The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

(Unaudited)

33

REGIONS MORGAN KEEGAN SELECT VALUE FUND

GROWTHOFA $10,000 INVESTMENT

CLASS A SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Value Fund—Class A Shares⁽¹⁾ from November 30, 1998 to November 30, 2008 compared to the Standard & Poor’s 500 Citigroup Value Index⁽²⁾, a broad-based market index.

GROWTHOFA $10,000 INVESTMENT

CLASS C SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Value Fund—Class C Shares from the commencement of investment operations on February 21, 2002 to November 30, 2008 compared to the Standard & Poor’s 500 Citigroup Value Index⁽²⁾, a broad-based market index.

(Unaudited)

34

REGIONS MORGAN KEEGAN SELECT VALUE FUND

GROWTHOFA $10,000 INVESTMENT

CLASS I SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Value Fund—Class I Shares from the commencement of investment operations on June 16, 2004 to November 30, 2008 compared to the Standard & Poor’s 500 Citigroup Value Index⁽²⁾, a broad-based market index.

PERFORMANCE INFORMATION

	AVERAGE ANNUAL TOTAL RETURNS
AS OF NOVEMBER 30, 2008	SIX MONTHS*		1 YEAR		5 YEAR		10 YEAR		COMMENCEMENT OF INVESTMENT OPERATIONS(3)
CLASS A SHARES**(1)	-39.85	%	-42.52	%	-1.41	%	-1.30	%	4.42	%
(EXCLUDINGSALESLOAD)(1)	-36.35	%	-39.17	%	-0.28	%	-0.74	%	4.84	%
CLASS C SHARES***	-37.22	%	-40.25	%	-1.00	%	N/A		-1.02	%
(EXCLUDINGCDSC)	-36.59	%	-39.64	%	-1.00	%	N/A		-1.02	%
CLASS I SHARES	-36.27	%	-39.04	%	N/A		N/A		-1.07	%
STANDARD & POOR’S 500 CITIGROUP VALUE INDEX(2)	-36.34	%	-40.75	%	-0.21	%	0.01	%	—

* Not annualized for periods less than one year.

** Reflects the maximum sales load of 5.50%.

*** Reflects the maximum contingent deferred sales charge (CDSC) of 1.00% for shares redeemed within one year of purchase.

⁽¹⁾ Effective June 4, 2004, all Class B Shares of the Fund converted to Class A Shares. Historical total return information for any period or portion thereof prior to the commencement of investment operations of Class A Shares on May 20, 1998 is that of Class B Shares and reflects all charges, expenses and fees incurred by Class B Shares, which were generally higher than the expenses of Class A Shares, during such periods.

⁽²⁾ The Standard & Poor’s 500 Citigroup Value Index is a sub-index of the Standard & Poor’s 500 Index representing 50% of the Standard & Poor’s 500 market capitalization and is comprised of those companies with value characteristics based on a series of ratios. (The Standard & Poor’s 500 Barra Value Index, which the Fund has used in the past as its benchmark, ceased to exist on June 30, 2006. The Standard & Poor’s 500 Barra Value Index was also a sub-index of the Standard & Poor’s 500 Index representing 50% of the Standard & Poor’s 500 Index market capitalization and was comprised of those companies with lower price-to-book ratios and had the same returns for the periods shown as the Standard & Poor’s 500 Citigroup Value Index.) Total returns for the index shown are not adjusted to reflect sales charges, expenses or other fees that the Securities and Exchange Commission requires to be reflected in the Fund’s performance. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽³⁾ The Fund’s Class A Shares (including predecessor Class B Shares), Class C Shares and Class I Shares commenced investment operations on December 19, 1994, February 21, 2002 and June 16, 2004, respectively.

Performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Fund performance changes over time and current performance may be lower or higher than what is stated. For the most recent performance, call toll-free 877-757-7424. The Fund’s performance results are shown on a total return basis and include the reinvestment of all dividends and capital gain distributions in the Fund. Returns shown in the chart and table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Mutual funds are not bank deposits or obligations, are not guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including possible loss of principal.

(Unaudited)

35

REGIONS MORGAN KEEGAN SELECT VALUE FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Shares			Value
Common Stocks–94.8%
		Basic Materials–3.7%
		Chemicals–2.9%
45,000		Monsanto Company	$	3,564,000
12,000		Potash Corporation of Saskatchewan, Inc.		739,680
10,000		Terra Industries Inc.		147,100
		Total		4,450,780
		Iron/Steel–0.2%
10,000		Nucor Corporation		356,800
		Mining–0.6%
20,000		Freeport-McMoRan Copper & Gold Inc.		479,800
15,000		Newmont Mining Corporation		504,750
		Total		984,550
		Total Basic Materials		5,792,130
		Communications–8.7%
		Media–1.2%
50,000		Comcast Corporation		867,000
15,000	(1)	The DIRECTV Group, Inc.		330,150
75,000		Time Warner Inc.		678,750
		Total		1,875,900
		Telecommunications–7.5%
225,000		AT&T Inc.		6,426,000
20,000		QUALCOMM Incorporated		671,400
25,000	(1)	Juniper Networks, Inc.		434,500
125,000		Verizon Communications, Inc.		4,081,250
		Total		11,613,150
		Total Communications		13,489,050
		Consumer Products–37.0%
		Agriculture–7.5%
275,000		Altria Group, Inc.		4,422,000
50,000		Lorillard, Inc.		3,021,500
100,000		Philip Morris International Inc.		4,216,000
		Total		11,659,500
		Airlines–0.2%
30,000		Southwest Airlines Co.		259,500
		Apparel–0.8%
25,000		V.F. Corporation		1,307,250
		Biotechnology–0.3%
10,000	(1)	Celgene Corporation		521,000
		Cosmetics–1.8%
45,000		The Procter & Gamble Company		2,895,750
		Food–5.3%
35,000		ConAgra Foods, Inc.		516,250
90,000		General Mills, Inc.		5,685,300
25,000		H. J. Heinz Company		971,000
40,000		Kraft Foods, Inc.		1,088,400
		Total		8,260,950

Shares			Value
Common Stocks (continued)
		Healthcare Products–2.8%
35,000		Baxter International Inc.	$	1,851,500
45,000		Covidien Ltd.		1,658,250
10,000		C. R. Bard, Inc.		820,300
		Total		4,330,050
		Pharmaceuticals–8.9%
55,000		Abbott Laboratories		2,881,450
15,000		Allergan, Inc.		565,200
250,000		Bristol–Myers Squibb Company		5,175,000
25,000	(1)	Medco Health Solutions		1,050,000
30,000		Merck & Co., Inc.		801,600
50,000	(1)	Mylan Inc.		470,500
180,000		Pfizer Inc.		2,957,400
		Total		13,901,150
		Retail–9.1%
15,000	(1)	Big Lots, Inc.		262,800
35,000		Costco Wholesale Corporation		1,801,450
25,000		CVS Caremark Corporation		723,250
40,000		Family Dollar Stores, Inc.		1,111,200
20,000		Macy's, Inc.		148,400
80,000		McDonald's Corporation		4,700,000
30,000		Target Corporation		1,012,800
10,000		Tiffany & Co.		197,900
75,000		Wal–Mart Stores, Inc.		4,191,000
		Total		14,148,800
		Toys–0.3%
15,000		Hasbro, Inc.		402,000
		Total Consumer Products		57,685,950
		Energy–6.3%
		Coal–0.7%
45,000		Peabody Energy Corporation		1,054,350
		Oil & Gas–3.9%
20,000		Anadarko Petroleum Corporation		821,000
40,000		Chevron Corporation		3,160,400
25,000		Hess Corporation		1,351,000
15,000		Occidental Petroleum Corporation		812,100
		Total		6,144,500
		Oil & Gas Services–1.0%
10,000	(1)	National Oilwell Varco, Inc.		282,900
100,000	(1)	Weatherford International Ltd.		1,277,000
		Total		1,559,900
		Pipelines–0.7%
150,000		El Paso Corporation		1,108,500
		Total Energy		9,867,250

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

36

REGIONS MORGAN KEEGAN SELECT VALUE FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Shares			Value
Common Stocks (continued)
		Financials–18.5%
		Banks–9.4%
150,000		Bank Of America Corporation	$	2,437,500
20,000		The Bank of New York Mellon Corporation		604,200
20,000		BB&T Corporation		599,400
15,000		Morgan Stanley		221,250
15,000		Northern Trust Corporation		688,350
10,000		The PNC Financial Services Group, Inc.		527,700
185,000		U.S. Bancorp		4,991,300
160,000		Wells Fargo & Company		4,622,400
		Total		14,692,100
		Diversified Financial Services–5.5%
25,000		Citigroup Inc.		207,250
150,000		JPMorgan Chase & Co.		4,749,000
85,000		T. Rowe Price Group, Inc.		2,907,850
10,000		The Goldman Sachs Group, Inc.		789,900
		Total		8,654,000
		Insurance–3.6%
20,000		Aflac Incorporated		926,000
68,817		Loews Corporation		1,884,897
15,000		Prudential Financial, Inc.		325,500
55,000		The Travelers Companies, Inc.		2,400,750
		Total		5,537,147
		Total Financials		28,883,247
		Industrials–13.7%
		Aerospace/ Defense–1.7%
55,000		Raytheon Company		2,684,000
		Electronics–1.4%
60,000	(1)	Thermo Fisher Scientific, Inc.		2,140,800
		Engineering & Construction–0.4%
12,000		Chicago Bridge & Iron Company N.V.		631,560
		Hand Tools–0.4%
15,000		Snap–on Incorporated		540,750
		Machinery–0.6%
25,000		Deere & Company		870,250
		Manufacturing–2.5%
20,000		Cooper Industries, Ltd.		482,800
200,000		General Electric Company		3,434,000
		Total		3,916,800
		Transportation–6.7%
60,000		Burlington Northern Santa Fe Corporation		4,596,600
25,000		CSX Corporation		931,000
50,000		Norfolk Southern Corporation		2,473,500
50,000		Union Pacific Corporation		2,502,000
		Total		10,503,100
		Total Industrials		21,287,260

Shares			Value
Common Stocks (continued)
		Technology–3.6%
		Computers–1.7%
5,000	(1)	Apple, Inc.	$	463,350
25,000		Hewlett–Packard Company		882,000
15,000		International Business Machines Corporation		1,224,000
		Total		2,569,350
		Semiconductors–1.9%
50,000		Applied Materials, Inc.		479,000
150,000		Intel Corporation		2,070,000
25,000		Xilinx, Inc.		409,000
		Total		2,958,000
		Total Technology		5,527,350
		Utilities–3.3%
		Electric–3.3%
15,000		Dominion Resources, Inc.		552,300
30,000		Entergy Corporation		2,553,000
20,000		Exelon Corporation		1,124,200
15,000		FirstEnergy Corp.		878,700
		Total Utilities		5,108,200
		Total Common Stocks (identified cost $171,905,446)		147,640,437
Short-Term Investments–10.0%
7,792,902		Fidelity Institutional Money Market Fund		7,792,902
7,792,902		Lehman Brothers Prime Money Market Fund		7,792,902
		Total Short-Term Investments (identified cost $15,585,804)		15,585,804
		Total Investments–104.8% (identified cost $187,491,250)		163,226,241
		Other Assets and Liabilities– net–(4.8)%		(7,472,626	)
		Total Net Assets–100.0%	$	155,753,615

(1) Non-income producing security.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2008.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

37

REGIONS MORGAN KEEGAN SELECT BALANCED FUND

OBJECTIVE & STRATEGY

Regions Morgan Keegan Select Balanced Fund seeks total return through capital appreciation, dividends and interest. The Fund invests primarily in common and preferred stocks, convertible securities, and fixed-income securities.

INVESTMENT RISKS:    Stocks can be more volatile and carry more risk and return potential than other forms of investments. Bonds offer a relatively stable level of income, although bond prices will fluctuate, providing the potential for principal gain or loss. Cash equivalents offer low risk and low return potential. The net asset value per share of the Fund will fluctuate as the value of the securities in the portfolio changes.

MANAGEMENT DISCUSSIONOF FUND PERFORMANCE

For the fiscal year ended November 30, 2008, Regions Morgan Keegan Select Balanced Fund’s Class A Shares had a total return of –20.78%, based on net asset value. The Standard & Poor’s 500 Index⁽¹⁾ and the Barclays Capital (formerly, Lehman Brothers) Government/Credit Total Index⁽²⁾ had total returns of –38.09% and 1.32%, respectively, during the same period. A market-index return comprised of 60% Standard & Poor’s 500 Index and 40% Merrill Lynch 1-10 Year Government/Corporate A Rated and Above Index⁽³⁾ was –22.32%. The peer group, as represented by the Lipper Balanced Index^{( 4)}, showed a return of –28.91%. While we were not pleased with the absolute return of the Fund, the relative outperformance as compared to the blended index (141 basis points) and the peer group (813 basis points) helps ease some of the pain.

What began as a modest return at midyear turned into a financial horror movie by year-end. Concerns of bank failures, a frozen credit market, weak consumer spending and plunging consumer confidence led to a market decline for the ages, or the worst stock market return since 1931. What strikes this 35-year investment veteran is how many financial and economic comparisons to the 1930’s were made over the last few months.

The Fund performed well relative to the indices and our peer group probably due to two reasons: the Fund had no major exposure to any poorly performing assets, and we did not rebalance the Fund from bonds to stocks as the market declined. The Fund was underweighted in Financials during the year, and the bond portion of the Fund held no bonds of the bankrupt financial institutions. An over-weighted position in U.S. Treasury securities helped as the rush to quality assets pushed their prices higher offsetting some of the stock declines.

As mentioned above, we did not rebalance the Fund during the second half of the year. Rebalancing is the process of selling the outperforming asset class and reinvesting in the underperforming asset class. This kept the Fund from always buying into stocks as they were steadily declining.

Charles A. Murray, CFA

Senior Portfolio Manager

Morgan Asset Management, Inc.

Market forecasts provided in this report may not necessarily come to pass. There is no assurance that the Fund will achieve its investment objectives. These views are subject to change at any time based upon market or other conditions, and Morgan Asset Management, Inc. disclaims any responsibility to update such views. The Fund is subject to market risk, which is the possibility that the market values of securities owned by the Fund will decline and, therefore, the value of the Fund’s shares may be less than what you paid for them. Accordingly, you can lose money investing in the Fund.

(Unaudited)

38

REGIONS MORGAN KEEGAN SELECT BALANCED FUND

TOP TEN EQUITY HOLDINGS^†

AS OF NOVEMBER 30, 2008

TICKER	DESCRIPTION	% OF TOTAL NET ASSETS		TICKER	DESCRIPTION	% OF TOTAL NET ASSETS
XOM	Exxon Mobil Corp.		4.5%	ABT	Abbott Laboratories		3.0%
DVN	Devon Energy Corp.		4.3%	PG	The Proctor & Gamble Co.		2.5%
ABX	Barrick Gold Corp.		4.2%	NEM	Newmont Mining Corp.		2.4%
XLF	Financial Select Sector SPDR		3.7%	PM	Philip Morris International, Inc.		2.4%
WMT	Wal-Mart Stores, Inc.		3.2%	SLV	iShares Silver Trust		2.3%

† The Fund’s composition is subject to change.

EQUITY SECTOR DIVERSIFICATION^†

AS OF NOVEMBER 30, 2008

%OFTOTALINVESTMENTS EXCLUDINGCOLLATERALFORSECURITIESLENDING
Consumer Products	15.1%
Energy	11.1%
Industrials	7.0%
Technology	5.9%
Basic Materials	5.5%
Financials	4.0%
Exchange Traded Funds	3.7%
Communications	3.4%
Total	55.7%

† The Fund’s composition is subject to change.

FIXED INCOME DIVERSIFICATION^†

AS OF NOVEMBER 30, 2008

%OFTOTALINVESTMENTS EXCLUDINGCOLLATERALFORSECURITIESLENDING
Corporate Bonds	23.7%
U.S. Treasury Obligations	8.0%
Government & Agency Securities	5.8%
Mortgage-Backed Securities	3.6%
Short Term Investments	3.2%
Total	44.3%

INDEX DESCRIPTIONS

⁽¹⁾ The Standard & Poor’s 500 Index is an unmanaged capitalization-weighted index of 500 stocks designed to measure performance of the broad domestic economy through changes in the aggregated market value of 500 stocks representing all major industries. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽²⁾ The Barclays Capital (formerly Lehman Brothers) Government/Credit Total Index is comprised of approximately 5,000 issues which include: non-convertible bonds publicly issued by the U.S. government or its agencies; corporate bonds guaranteed by the U.S. government and quasi-federal corporations; and publicly issued, fixed rate, non-convertible domestic bonds of companies in industry, public utilities and finance. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽³⁾ The Standard & Poor’s 500 Index/Merrill Lynch 1-10 Year Government/Corporate A Rated and Above Index is a 60%/40% weight between the two indexes. It is sometimes used as a standard market mix to measure a balanced fund’s performance against market indexes. The Fund’s asset allocation allowed by the prospectus is between 75% equity securities and 25% fixed income securities to 25% equity securities and 75% fixed income securities. The Merrill Lynch 1-10 Year Government/Corporate A Rated and Above Index is comprised of publicly placed, non-convertible, coupon-bearing domestic debt with maturities between 1 and 9.99 years, rated “A” or better. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽⁴⁾ The Lipper Balanced Index is the average return of the 30 largest balanced mutual funds. Funds in the index are rebalanced quarterly. It is not possible to invest directly in an index.

39

(Unaudited)

REGIONS MORGAN KEEGAN SELECT BALANCED FUND

GROWTHOFA $10,000 INVESTMENT

CLASS A SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Balanced Fund—Class A Shares⁽¹⁾ from November 30, 1998 to November 30, 2008 compared to the Standard & Poor’s 500 Index⁽²⁾ and the Barclays Capital (formerly, Lehman Brothers) Government/Credit Total Index⁽²⁾, two separate broad-based market indexes, and to the Standard & Poor’s 500 Index/Merrill Lynch 1-10 Year Government/Corporate A Rated and Above Index⁽²⁾.

GROWTHOFA $10,000 INVESTMENT

CLASS C SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Balanced Fund—Class C Shares from the commencement of investment operations on January 14, 2002 to November 30, 2008 compared to the Standard & Poor’s 500 Index⁽²⁾ and the Barclays Capital (formerly, Lehman Brothers) Government/Credit Total Index⁽²⁾, two separate broad-based market indexes, and to the Standard & Poor’s 500 Index/Merrill Lynch 1-10 Year Government/Corporate A Rated and Above Index⁽²⁾.

(Unaudited)

40

REGIONS MORGAN KEEGAN SELECT BALANCED FUND

GROWTHOFA $10,000 INVESTMENT

CLASS I SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Balanced Fund—Class I Shares from the commencement of investment operations on September 1, 2005 to November 30, 2008 compared to the Standard & Poor’s 500 Index⁽²⁾ and the Barclays Capital (formerly, Lehman Brothers) Government/Credit Total Index⁽²⁾, two separate broad-based market indexes, and to the Standard & Poor’s 500 Index/Merrill Lynch 1-10 Year Government/Corporate A Rated and Above Index⁽²⁾.

PERFORMANCE INFORMATION

	AVERAGE ANNUAL TOTAL RETURNS
AS OF NOVEMBER 30, 2008	SIX MONTHS*		1 YEAR		5 YEAR		10 YEAR		COMMENCEMENT OF INVESTMENT OPERATIONS(3)
CLASS A SHARES**(1)	-26.21	%	-25.13	%	1.12	%	1.31	%	5.57	%
(EXCLUDINGSALESLOAD)(1)	-21.92	%	-20.78	%	2.27	%	1.89	%	6.00	%
CLASS C SHARES***	-22.95	%	-22.13	%	1.54	%	N/A		1.18	%
(EXCLUDINGCDSC)	-22.17	%	-21.34	%	1.54	%	N/A		1.18	%
CLASS I SHARES	-21.82	%	-20.58	%	N/A		N/A		-0.47	%
STANDARD & POOR’S 500 INDEX(2)	-35.20	%	-38.09	%	-1.39	%	-0.93	%	—
BARCLAYS CAPITAL GOVERNMENT/CREDIT TOTAL INDEX(2)	0.25	%	1.32	%	3.92	%	5.20	%	—
STANDARD & POOR’S 500 INDEX/MERRILL LYNCH 1-10 YEAR GOVERNMENT/CORPORATE A RATEDAND ABOVE INDEX(2)	-21.82	%	-22.32	%	0.98	%	1.81	%	—

* Not annualized for periods less than one year.

** Reflects the maximum sales load of 5.50%.

*** Reflects the maximum contingent deferred sales charge (CDSC) of 1.00% for shares redeemed within one year of purchase.

⁽¹⁾ Effective June 4, 2004, all Class B Shares of the Fund converted to Class A Shares. Historical total return information for any period or portion thereof prior to the commencement of investment operations of Class A Shares on May 20, 1998 is that of Class B Shares and reflects all charges, expenses and fees incurred by Class B Shares, which were generally higher than the expenses of Class A Shares, during such periods.

⁽²⁾ The Standard & Poor’s 500 Index is a capitalization-weighted index of 500 stocks representing all major industries. The Barclays Capital (formerly Lehman Brothers) Government/Credit Total Index is comprised of approximately 5,000 issues which include: non-convertible bonds publicly issued by the U.S. government or its agencies; corporate bonds guaranteed by the U.S. government and quasi-federal corporations; and publicly issued, fixed rate, non-convertible domestic bonds of companies in industry, public utilities, and finance. The Standard & Poor’s 500 Index/Merrill Lynch 1-10 Year Government/Corporate A Rated and Above Index is a 60%/40% weight between the two indexes. (Returns greater than one year assume rebalancing at the end of each fiscal year.) The Merrill Lynch 1-10 Year Government/Corporate A Rated and Above Index is comprised of publicly placed, non-convertible, coupon-bearing domestic debt with maturities between 1 and 9.99 years, rated “A” or better. Total returns for the indexes shown are not adjusted to reflect sales charges, expenses or other fees that the Securities and Exchange Commission requires to be reflected in the Fund’s performance. The indexes are unmanaged and, unlike the Fund, are not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽³⁾ The Fund’s Class A Shares (including predecessor Class B Shares), Class C Shares and Class I Shares commenced investment operations on December 18, 1994, January 14, 2002 and September 1, 2005, respectively.

Performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Fund performance changes over time and current performance may be lower or higher than what is stated. For the most recent performance, call toll-free 877-757-7424. The Fund’s performance results are shown on a total return basis and include the reinvestment of all dividends and capital gain distributions in the Fund. Returns shown in the chart and table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Mutual funds are not bank deposits or obligations, are not guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including possible loss of principal.

(Unaudited)

41

REGIONS MORGAN KEEGAN SELECT BALANCED FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Shares			Value
Common Stocks–51.7%
		Basic Materials–5.4%
		Iron/Steel–0.8%
20,000		Nucor Corporation	$	713,600
10,000		United States Steel Corporation		304,000
				1,017,600
		Mining–4.6%
36,000	(2)	Agnico-Eagle Mines Limited		1,355,760
100,000		Barrick Gold Corporation		2,946,000
50,000		Newmont Mining Corporation		1,682,500
		Total		5,984,260
		Total Basic Materials		7,001,860
		Communications–3.4%
		Internet–0.9%
4,000	(1)	Google, Inc.		1,171,840
		Telecommunications–2.5%
90,000	(1)	Cisco Systems, Inc.		1,488,600
5,000		Nokia Corporation		70,850
30,000		QUALCOMM Inc.		1,007,100
20,000		Verizon Communications Inc.		653,000
		Total		3,219,550
		Total Communications		4,391,390
		Consumer Products–15.0%
		Agriculture–2.6%
40,000		Altria Group, Inc.		643,200
24,000	(2)	Bunge Limited		1,019,040
40,000		Philip Morris International Inc.		1,686,400
		Total		3,348,640
		Airlines–0.3%
50,000	(1)	AMR Corporation		439,000
		Apparel–0.2%
5,000		NIKE, Inc.		266,250
		Beverages–0.9%
20,000		PepsiCo, Inc.		1,134,000
		Biotechnology–1.9%
16,000	(1)	Celgene Corporation		833,600
12,000	(1)	Genentech, Inc.		919,200
10,000	(1)	Genzyme Corporation		640,200
		Total		2,393,000
		Commercial Services–0.5%
4,000		MasterCard Inc.		581,200
		Cosmetics/ Personal Care–1.4%
28,000		The Procter & Gamble Company		1,801,800
		Healthcare Products–1.8%
24,000		Johnson & Johnson		1,405,920
28,000		Medtronic, Inc.		854,560
		Total		2,260,480
		Healthcare Services–0.3%
10,000		UnitedHealth Group Inc.		210,100
6,000	(1)	WellPoint, Inc.		213,600
		Total		423,700

Shares			Value
Common Stocks (continued)
		Pharmaceuticals–2.6%
40,000		Abbott Laboratories	$	2,095,600
10,000		Eli Lilly and Company		341,500
20,000	(1)	Gilead Sciences, Inc.		895,800
		Total		3,332,900
		Retail–2.5%
20,000		Lowe's Companies, Inc.		413,200
20,000	(1)	Starbucks Corporation		178,600
15,000		The Home Depot, Inc.		346,650
40,000		Wal-Mart Stores, Inc.		2,235,200
		Total		3,173,650
		Total Consumer Products		19,154,620
		Energy–11.0%
		Coal–0.8%
40,000		Arch Coal, Inc.		615,200
20,000		Peabody Energy Corporation		468,600
		Total		1,083,800
		Oil & Gas–9.1%
42,000		Devon Energy Corporation		3,038,280
40,000		Exxon Mobil Corporation		3,206,000
30,000		Occidental Petroleum Corporation		1,624,200
30,000	(1)	Southwestern Energy Company		1,031,100
40,000		Sunoco, Inc.		1,589,600
30,000		XTO Energy Inc.		1,147,200
		Total		11,636,380
		Oil and Gas Services–0.8%
20,000		Halliburton Company		352,000
1,000		Schlumberger Limited		50,740
10,000		Smith International, Inc.		292,400
20,000	(1)	Weatherford International Limited		255,400
		Total		950,540
		Pipelines–0.3%
50,000		El Paso Corporation		369,500
		Total Energy		14,040,220
		Financials–4.0%
		Diversified Financial Services–3.8%
20,000		American Express Company		466,200
16,000		Bank of New York Mellon Corporation		483,360
32,000		Citigroup Inc.		265,280
1,600		CME Group Inc.		339,120
20,000		Franklin Resources Inc.		1,215,000
20,000		The Goldman Sachs Group Inc.		1,579,800
20,000		US Bancorp		539,600
		Total		4,888,360
		Insurance–0.2%
5,000		Aflac Inc.		231,500
		Total Financials		5,119,860

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

42

REGIONS MORGAN KEEGAN SELECT BALANCED FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Shares			Value
Common Stocks (continued)
		Industrials–7.0%
		Aerospace/Defense–0.9%
24,000		United Technologies Corporation	$	1,164,720
		Engineering and Construction–1.1%
4,000		Fluor Corporation		182,160
28,000	(1)	Jacobs Engineering Group Inc.		1,253,560
		Total		1,435,720
		Machinery–1.8%
30,000		Caterpillar, Inc.		1,229,700
30,000		Deere & Company		1,044,300
		Total		2,274,000
		Manufacturing–0.6%
30,000		General Electric Company		515,100
12,000		Textron Inc.		182,760
		Total		697,860
		Metal Fabrication–0.3%
6,000		Precision Castparts Corp.		376,200
		Transportation–2.3%
18,000		Burlington Northern Santa Fe Corporation		1,378,980
32,000		Union Pacific Corporation		1,601,280
		Total		2,980,260
		Total Industrials		8,928,760
		Technology–5.9%
		Computers–2.6%
40,000	(1)	Dell Inc.		446,800
34,000		Hewlett-Packard Company		1,199,520
20,000		International Business Machines Corporation		1,632,000
		Total		3,278,320
		Semiconductors–1.0%
50,000		Applied Materials, Inc.		479,000
40,000		Intel Corporation		552,000
20,000		Texas Instruments Inc.		311,400
		Total		1,342,400
		Software–2.3%
80,000	(1)	Oracle Corporation		1,287,200
80,000		Microsoft Corporation		1,617,600
		Total		2,904,800
		Total Technology		7,525,520
		Total Common Stocks (identified cost $67,437,560)	$	66,162,230

Principal Amount			Value
	Corporate Bonds–23.5%
		Consumer Staples–1.6%
		Food–0.8%
$	1,000,000	Kraft Foods, Inc., 4.125%, 11/12/2009	$	988,831
		Personal Products–0.8%
	1,000,000	The Procter & Gamble Company, 6.875% 9/15/2009		1,037,233
		Total Consumer Staples		2,026,064
		Energy–0.4%
		Oil & Gas–0.4%
	500,000	ConocoPhillips, 4.750%, 10/15/2012		492,170
		Total Energy		492,170
		Financials–10.9%
		Banks–2.3%
	500,000	Bank of America Corporation, 6.250%, 4/15/2012		503,331
	500,000	Bank of America Corporation, 4.750%, 8/15/2013		469,717
	500,000	Bank of New York Mellon, 5.125%, 8/27/2013		496,088
	500,000	Goldman Sachs Group Inc., 5.450%, 11/1/2012		446,007
	1,000,000	Wells Fargo & Company, 5.125%, 9/1/2012		991,859
		Total		2,907,002
		Diversified Financial Services–6.6%
	1,000,000	Boeing Capital Corporation, 7.375%, 9/27/2010		1,041,700
	1,000,000	Caterpillar Financial Services, 4.500% 6/15/2009		994,402
	500,000	Caterpillar Financial Services, 5.050% 12/1/2010		492,480
	1,000,000	Citigroup Inc, 4.625%, 8/3/2010		953,550
	500,000	General Electric Company, 4.250%, 9/13/2010		493,240
	1,000,000	General Electric Company, 4.875%, 10/21/2010		994,540
	1,000,000	General Electric Company, 5.500%, 11/15/2011		981,865
	500,000	IBM Intl Group, 5.050%, 10/22/2012		497,634
	1,000,000	John Deere Capital Corporation, 4.875%, 3/16/2009		1,001,651
	1,000,000	National Rural Utilities, 7.250%, 3/1/2012		985,667
		Total		8,436,729
		Insurance–0.4%
	500,000	MetLife Inc, 5.375% 12/15/2012		462,438
		Investment Services–1.1%
	500,000	Goldman Sachs Group, Inc., 4.500%, 6/15/2010		472,061
	1,000,000	Morgan Stanley, 5.050% 1/21/2011		944,609
		Total		1,416,670

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

43

REGIONS MORGAN KEEGAN SELECT BALANCED FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Principal Amount			Value
	Corporate Bonds (continued)
		Leasing Companies–0.5%
$	1,000,000	International Lease Finance, 5.450%, 3/24/2011	$	707,431
		Total Financials		13,930,270
		Healthcare–2.0%
		Healthcare Products–0.8%
	1,000,000	Johnson & Johnson, 5.150% 8/15/2012		1,069,522
		Pharmaceuticals–1.2%
	1,000,000	Abbott Laboratories, Note, 3.500%, 2/17/2009		1,000,533
	500,000	Abbott Laboratories, 5.600% 5/15/2011		516,997
				1,517,530
		Total Healthcare		2,587,052
		Industrials–1.5%
		Brewery–0.7%
	1,000,000	Anheuser-Bush Inc., 4.700%, 4/15/2012		924,231
		Industrial Conglomerates–0.8%
	1,000,000	United Technologies Corporation, 4.375%, 5/1/2010		1,004,938
		Total Industrials		1,929,169
		Services–0.7%
		Retail–0.7%
	1,000,000	The Home Depot, Inc., 5.200%, 3/1/2011		929,576
		Total Services		929,576
		Technology–0.4%
		Software–0.4%
	500,000	Oracle Corporation, 5.000% 1/15/2011		498,950
		Total Technology		498,950
		Telecommunication Services–4.9%
		Diversified Telecommunication Services–4.9%
	1,500,000	AT&T Inc, 5.300% 11/15/2010		1,488,670
	500,000	AT&T Inc, 5.875% 2/1/2012		492,515
	1,000,000	AT&T Inc, 5.875%, 8/15/2012		982,769
	1,000,000	AT&T Inc, 4.950% 01/15/2013		942,930
	500,000	AT&T Inc, 5.100% 9/15/2014		448,491
	1,000,000	New York Telephone Corporation, 6.125% 1/15/2010		985,814
	1,000,000	Verizion Pennsylvania, 5.650% 11/15/2011		961,915
		Total Telecommunication Services		6,303,104
		Utilities–1.1%
		Electric Utilities–1.1%
	1,000,000	Cons Edison NY, 3.850%, 6/15/2013		915,666
	500,000	Detroit Edison Company, 6.125%, 10/1/2010		497,923
		Total Utilities		1,413,589
		Total Corporate Bonds (identified cost $30,970,202)	$	30,109,944

Principal Amount				Value
	Government & Agency Securities–5.7%
			Federal Home Loan Bank–2.8%
$	1,000,000		6.210%, 6/2/2009	$	1,025,010
	1,000,000		4.375%, 10/22/2010		1,034,239
	500,000		3.625%, 5/29/2013		509,350
	1,000,000		4.750%, 1/19/2016		1,056,584
			Total Federal Home Loan Bank		3,625,183
			Federal National Mortgage Association–2.9%
	1,500,000	(2)	4.250%, 8/15/2010		1,551,678
	1,000,000	(2)	5.000%, 10/15/2011		1,057,898
	1,000,000		4.625%, 10/15/2013		1,070,790
			Total Federal National Mortgage Association		3,680,366
			Total Government and Agency Securities (identified cost $6,987,159)		7,305,549
	Mortgage-Backed Securities–3.6%
			Government National Mortgage Association–3.6%
	550,107		5.000%, 2/15/2018		568,206
	620,816		5.000%, 2/15/2018		641,240
	622,315		5.000%, 3/15/2018		642,789
	641,155		5.000%, 5/15/2018		662,249
	944,287		5.000%, 6/15/2019		973,881
	1,014,793		5.000%, 8/15/2019		1,046,597
			Total Mortgage-Backed Securities (identified cost $4,496,295)		4,534,962
	U.S. Treasury Obligations–7.9%
			U.S. Treasury Notes–7.9%
	1,000,000	(2)	3.500%, 12/15/2009		1,028,438
	1,000,000	(2)	4.500%, 11/30/2011		1,093,594
	1,000,000	(2)	4.375%, 8/15/2012		1,119,141
	4,000,000	(2)	4.875%, 8/15/2016		4,599,064
	2,000,000	(2)	4.625%, 2/15/2017		2,261,406
			Total U.S. Treasury Obligations (identified cost $9,051,988)		10,101,643
Shares
	Exchange Traded Funds–3.7%
	200,000		Financial Select Sector SPDR		2,522,000
	12,000	(2)	iShares MSCI EAFE Index		500,040
	160,000	(1)	iShares Silver Trust		1,636,800
			Total Exchange Traded Funds (identified cost $4,855,589)		4,658,840
	Short-Term Investments–12.5%
	11,996,133		Bank of New York Institutional Cash Reserves Fund (held as collateral for securities lending)		11,930,049
	2,002,310		Fidelity Institutional Money Market Fund		2,002,310

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

44

REGIONS MORGAN KEEGAN SELECT BALANCED FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Shares			Value
	Short-Term Investments (continued)
	2,002,310	Lehman Brothers Prime Money Market Fund	$	2,002,310
		Total Short-Term Investments (identified cost $16,000,753)		15,934,669
Principal Amount			Value
	Certificates of Deposit–0.8%
$	996,827	Bank of Ireland, 1.539%, 2/12/2009 (held as collateral for securities lending)		996,827
		Total Certificates of Deposit (identified cost $996,827)		996,827
		Total Investments–109.4% (identified cost $140,796,374)		139,804,664
		Other Assets and Liabilities–net–(9.4%)		(12,054,071	)
		Total Net Assets–100.0%	$	127,750,593
	Call Options Written November 30, 2008
Number of Contracts		Common Stocks/Expiration Date/Exercise Price
	200	Exxon Mobil Corp. / January / 90		(34,000	)
	50	Genzyme Corp. / January / 90		(1,250	)
	250	Total Call Options Written (Premiums Received $48,470)		(35,250	)

(1) Non-income producing security.

(2) Certain shares are temporarily on loan to unaffiliated broker-dealers. See Notes 2 and 5 of the Financial Statements for additional information about securities lending.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2008.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

45

REGIONS MORGAN KEEGAN SELECT FIXED INCOME FUND

OBJECTIVE & STRATEGY

Regions Morgan Keegan Select Fixed Income Fund seeks current income with capital appreciation as a secondary objective. The Fund invests a majority of its total assets in investment-grade debt securities, including debt securities of the U.S. Treasury and government agencies, mortgage-backed and asset-backed securities, and corporate bonds. The Fund may invest up to 10% of its total assets in below investment grade debt securities. The debt securities purchased by the Fund will be rated, at the time of investment, at least CCC (or a comparable rating) by at least one nationally recognized statistical rating organization or, if unrated, determined by the Fund’s adviser to be of comparable quality.

INVESTMENT RISKS:    Investors in any bond fund should anticipate fluctuations in price. Bond prices and the value of bond funds decline as interest rates rise. Bonds with longer-term maturities generally are more vulnerable to interest rate risk than bonds with shorter-term maturities. Below investment grade debt securities are considered speculative with respect to an issuer’s capacity to pay interest and repay principal and are susceptible to default or decline in market value due to adverse economic and business developments. An economic downturn or period of rising interest rates could adversely affect the ability of issuers, especially issuers of below investment grade debt, to service primary obligations and an unanticipated default could cause the Fund to experience a reduction in value of its shares. The net asset value per share of the Fund will fluctuate as the value of the securities in the portfolio changes.

MANAGEMENT DISCUSSIONOF FUND PERFORMANCE

The sluggish economic growth that characterized the first half of the Fund’s fiscal year gave way to a full blown recession as 2008 drew to a close. Declining home prices, delinquencies and foreclosures forced banks to tighten credit standards and slow lending. Faced with declining home prices, falling equity prices, rising unemployment and slowing global growth, consumer confidence dropped sharply. The result has been a decline in consumer spending that has spread to businesses as they cut jobs and reduce capital spending plans. On almost all fronts, incoming data suggest the recession will be deeper and longer than many thought a few months ago. After growing over 3.0% during the first half of the year, GDP declined 0.5% in the third quarter with a sharper decline expected in the last quarter.

After a modest total return of 0.25% during the first half of the year, the Regions Morgan Keegan Select Fixed Income Fund’s Class A Shares total return was –5.66% for the six months ended November 30, 2008. The result was a total return for the year of –5.42%. This compares with the Fund’s benchmark return of 3.04% for the Merrill Lynch U.S. Corporate/Government/Mortgage Index⁽¹⁾. The underperformance of the Fund relative to the index was the result two factors. First, investor flight to quality has favored U.S. Treasury securities, a sector which we have underweighted. Second, the Fund retains a small position in non-agency mortgage securities. Despite the still solid credit characteristics of these mortgage bonds, most are rated AAA, prices have been adversely affected by a decline in mortgage market fundamentals and insufficient market liquidity.

Looking into the coming year, we expect the economic environment to remain challenging as the housing market seeks to stabilize and rising unemployment further dampens consumer demand. While this recession looks to be deeper and perhaps longer than other post-war downturns, we feel the economy will rebound in the second half of 2009. The Administration, Congress, and the Federal Reserve have been very aggressive with a combination of monetary and fiscal policy stimulus. While some of this stimulus has already been felt, much has yet to work its way through the economy. Additional policy actions by the Federal Reserve and the Obama Administration to stoke the economic engine are expected over the next several months. We believe the Fund is currently positioned to benefit in the coming year. The Fund remains underweight in the Treasury sector. The Fund is overweight high quality corporate and U.S. agency mortgages, the areas we expect to lead performance in 2009.

Scott M. Flurry, CFA Senior Portfolio Manager Morgan Asset Management, Inc.	William C. Rice, CFA Senior Portfolio Manager Morgan Asset Management, Inc.

(Unaudited)

46

REGIONS MORGAN KEEGAN SELECT FIXED INCOME FUND

Market forecasts provided in this report may not necessarily come to pass. There is no assurance that the Fund will achieve its investment objectives. These views are subject to change at any time based upon market or other conditions, and Morgan Asset Management, Inc. disclaims any responsibility to update such views. The Fund is subject to market risk, which is the possibility that the market values of securities owned by the Fund will decline and, therefore, the value of the Fund’s shares may be less than what you paid for them. Accordingly, you can lose money investing in the Fund.

PORTFOLIO STATISTICS^†

AS OF NOVEMBER 30, 2008

Average Credit Quality	AA+
Current Yield	5.93%
Yield to Maturity	7.93%
Duration	4.8 Years
Average Effective Maturity	5.5 Years
Total Number of Holdings	51

† The Fund’s composition is subject to change.

ASSET ALLOCATION^†

AS OF NOVEMBER 30, 2008

%OFTOTALINVESTMENTS EXCLUDINGCOLLATERALFORSECURITIESLENDING
Government & Agency Securities	42.3%
Corporate Bonds	28.2%
Mortgage-Backed Securities	18.5%
U. S. Treasury Obligations	9.0%
Short-Term Investments	2.0%
Total	100.0%

CREDIT QUALITY^†

AS OF NOVEMBER 30, 2008

%OFTOTALINVESTMENTS		%OFTOTALINVESTMENTS
AAA	12.0%	BB	0.1%
AA	12.8%	Agency	46.9%
A	14.5%	Treasury	8.9%
BBB	3.0%	Cash	1.8%
		Total	100.0%

† The Fund’s composition is subject to change.

INDEX DESCRIPTION

⁽¹⁾ The Merrill Lynch U.S. Corporate/Government/Mortgage Index is composed of U.S. dollar denominated SEC-registered investment grade public corporate and government debt. Treasuries, mortgage-backed securities, global bonds (debt issued simultaneously in the Eurobond and U.S. domestic bond markets) and some Yankee Bonds (debt of foreign issuers issued in the U.S. domestic market) are included in the Merrill Lynch U.S. Corporate/Government/Mortgage Index. The index is unmanaged, and unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

(Unaudited)

47

REGIONS MORGAN KEEGAN SELECT FIXED INCOME FUND

GROWTHOFA $10,000 INVESTMENT

CLASS A SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Fixed Income Fund—Class A Shares⁽¹⁾ from November 30, 1998 to November 30, 2008 compared to the Merrill Lynch U.S. Corporate/Government/Mortgage Index⁽²⁾ a broad-based market index.

GROWTHOFA $10,000 INVESTMENT

CLASS C SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Fixed Income Fund—Class C Shares from the commencement of investment operations on December 3, 2001 to November 30, 2008 compared to the Merrill Lynch U.S. Corporate/Government/Mortgage Index⁽²⁾ a broad-based market index.

(Unaudited)

48

REGIONS MORGAN KEEGAN SELECT FIXED INCOME FUND

GROWTHOFA $10,000 INVESTMENT

CLASS I SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Fixed Income Fund—Class I Shares from the commencement of investment operations on August 14, 2005 to November 30, 2008 compared to the Merrill Lynch U.S. Corporate/Government/Mortgage Index⁽²⁾ a broad-based market index.

PERFORMANCE INFORMATION

	AVERAGE ANNUAL TOTAL RETURNS
AS OF NOVEMBER 30, 2008	SIX MONTHS*		1 YEAR		5 YEAR		10 YEAR		COMMENCEMENT OF INVESTMENT OPERATIONS(3)
CLASS A SHARES**(1)	-7.55	%	-7.31	%	-0.64	%	2.50	%	4.25	%
(EXCLUDINGSALESLOAD)(1)	-5.66	%	-5.42	%	-0.24	%	2.71	%	4.37	%
CLASS C SHARES***	-6.95	%	-7.16	%	-0.98	%	N/A		0.49	%
(EXCLUDINGCDSC)	-6.01	%	-6.22	%	-0.98	%	N/A		0.49	%
CLASS I SHARES	-5.54	%	-5.18	%	N/A		N/A		-0.74	%
MERRILL LYNCH U.S. CORPORATE/GOVERNMENT/MORTGAGE INDEX(2)	1.67	%	3.04	%	4.45	%	5.46	%	—

* Not annualized for periods less than one year.

** Reflects the maximum sales load of 2.00%.

*** Reflects the maximum contingent deferred sales charge (CDSC) of 1.00% for shares redeemed within one year of purchase.

⁽¹⁾ Effective June 4, 2004, all Class B Shares of the Fund converted to Class A Shares. Historical total return information for any period or portion thereof prior to the commencement of investment operations of Class A Shares on May 20, 1998 is that of Class B Shares and reflects all charges, expenses and fees incurred by Class B Shares, which were generally higher than the expenses of Class A Shares, during such periods.

⁽²⁾ The Merrill Lynch U.S. Corporate/Government/Mortgage Index is composed of U.S. dollar denominated SEC-registered investment grade public corporate and government debt. Treasuries, mortgage-backed securities, global bonds (debt issued simultaneously in the Eurobond and U.S. domestic bond markets) and some Yankee Bonds (debt of foreign issuers issued in the U.S. domestic market) are included in the Merrill Lynch U.S. Corporate/Government/Mortgage Index. Total returns for the index shown are not adjusted to reflect taxes, sales charges, expenses or other fees that the Securities and Exchange Commission requires to be reflected in the Fund’s performance. The index is unmanaged, and unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽³⁾ The Fund’s Class A Shares (including predecessor Class B Shares), Class C Shares and Class I Shares commenced investment operations on April 20, 1992, December 3, 2001 and August 14, 2005, respectively.

Performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Fund performance changes over time and current performance may be lower or higher than what is stated. For the most recent performance, call toll-free 877-757-7424. The Fund’s performance results are shown on a total return basis and include the reinvestment of all dividends and capital gain distributions in the Fund. Returns shown in the chart and table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Mutual funds are not bank deposits or obligations, are not guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including possible loss of principal.

(Unaudited)

49

REGIONS MORGAN KEEGAN SELECT FIXED INCOME FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Principal Amount			Value
	Corporate Bonds–28.1%
		Energy–1.6%
		Oil & Gas–1.6%
$	2,000,000	Atlantic Richfield Co, 5.900% 4/15/2009	$	2,017,074
		Total Energy		2,017,074
		Financials–15.5%
		Commercial Banks–6.6%
	3,000,000	Bank of America Corp, 7.800% 2/15/2010		3,040,659
	2,000,000	JPMorgan Chase & Co, 7.000% 11/15/2009		2,000,672
	1,500,000	Northern Trust Co/The, 7.100% 8/1/2009		1,514,101
	2,000,000	Wachovia Corp, 5.750% 6/15/17		1,806,772
		Total		8,362,204
		Consumer Finance–3.5%
	4,750,000	American General Finance Corp, 4.625% 9/1/2010		2,407,215
	2,000,000	BP Capital Markets PLC, 5.250% 11/7/2013		2,006,280
				4,413,495
		Diversified Telecommunication Services–1.6%
	1,200,000	AT&T Inc, 5.600% 5/15/2018		1,039,183
	1,000,000	Bellsouth Capital Funding Corp, 7.750% 2/15/2010		1,017,370
		Total		2,056,553
		Investment Services–2.5%
	2,000,000	Goldman Sachs Group Inc/The, 5.500% 11/15/2014		1,650,378
	2,000,000	Merrill Lynch & Co Inc, 6.110% 1/29/2037		1,449,878
		Total		3,100,256
		Property/Casualty Insurance–1.3%
	2,000,000	Travelers Cos Inc/The, 6.250% 6/15/2037		1,586,862
		Total Financials		19,519,370
		Industrials–7.6%
		Beverages–0.9%
	1,000,000	PepsiCo Inc/NC, 7.900% 11/1/2018		1,115,839
		Diversified Machinery–1.0%
	1,400,000	Ingersoll-Rand Global Holding Co Ltd, 6.875% 8/15/2018		1,280,791
		Food–2.0%
	2,500,000	Kellogg Co, 5.125% 12/3/2012		2,458,843
		Retail–3.7%
	1,200,000	McDonald's Corp, 5.350% 3/1/2018		1,173,396
	2,000,000	Target Corp, 5.375% 5/1/2017		1,645,204
	2,000,000	Wal-Mart Stores Inc, 5.875% 4/5/2027		1,870,340
		Total		4,688,940
		Total Industrials		9,544,413

Principal Amount			Value
	Corporate Bonds (continued)
		Technology–2.6%
		Computers–1.3%
$	1,700,000	Hewlett-Packard Co, 4.500% 3/1/2013	$	1,645,649
		Software–1.3%
	1,800,000	Oracle Corp, 5.750% 4/15/2018		1,687,036
		Total Technology		3,332,685
		Utility–0.8%
		Electric–0.8%
	1,000,000	Alabama Power Co, 4.850% 12/15/2012		980,212
		Total Utility		980,212
		Total Corporate Bonds (identified cost $40,169,599)		35,393,754
	Government & Agency Securities–42.1%
		Federal Home Loan Bank–1.5%
	1,000,000	7.375% 2/12/2010		1,062,698
	800,000	4.000% 3/30/2012		825,993
		Total		1,888,691
		Federal Home Loan Mortgage Corporation–17.0% (2)
	3,000,000	5.750% 1/15/2012		3,233,226
	3,000,000	5.000% 4/15/2025		3,010,566
	7,000,000	5.000% 6/15/2033		6,874,007
	8,118,408	6.000% 7/1/2037		8,298,474
		Total		21,416,273
		Federal National Mortgage Association–23.6% (2)
	2,338,112	5.000% 1/1/2020		2,376,317
	2,700,000	5.000% 3/25/2024		2,646,672
	7,000,000	5.000% 7/25/2033		6,885,144
	12,481,060	5.500% 7/1/2034		12,707,092
	5,024,094	6.000% 4/1/2036		5,135,529
		Total		29,750,754
		Total Government & Agency Securities (identified cost $52,474,956)		53,055,718
	Mortgage-Backed Securities–18.4%
		Government National Mortgage Association–4.7%
	1,217,629	5.500% 10/15/2017		1,262,852
	888,603	5.500% 2/15/2018		920,913
	995,862	5.500% 2/15/2018		1,032,072
	1,241,062	5.500% 9/15/2019		1,285,219
	1,422,782	5.500% 11/15/2019		1,473,405
		Total		5,974,461
		Collateralized Mortgage Obligations–13.7%
	7,000,000	Countrywide Alternative Loan Trust 2005-6CB, 5.500% 4/25/2035		5,378,786
	813,255	Downey Savings & Loan 2004-AR3 2A 2A, 1.844% 7/19/2044		515,916
	2,239,775	GSR Mortgage Loan Trust 2004-7 2A1, 4.144% 6/25/2034		2,131,479

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

50

REGIONS MORGAN KEEGAN SELECT FIXED INCOME FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Principal Amount				Value
	Mortgage-Backed Securities (continued)
$	4,980,758		JP Morgan Mortgage Trust 2005-A1 3A3, 4.900% 2/25/2035	$	3,767,590
	3,499,178		Master Mortgage 2005-1 9A1, 5.194% 1/25/2035		2,310,619
	1,859,919		Merrill Lynch 2005-A1 2A1, 4.538% 12/25/2034		1,090,050
	500,000		Residential Funding Mortgage 2004-S9, 5.500% 12/25/2034		454,695
	4,217,340		Structured Mortgage 2005-1 5A2, 5.164% 2/25/2035		1,420,889
	1,000,000		Structured Adjustable Rate Mortgage 2006-3 3A2, 5.750% 4/25/2036		154,894
			Total		17,224,918
			Total Mortgage-Backed Securities (identified cost $32,165,038)		23,199,379
	U.S. Treasury Obligations–8.9%
			U.S. Treasury Notes–8.9%
	2,000,000		4.500% 3/31/2012		2,210,624
	3,000,000	(1)	4.750% 5/15/2014		3,438,516
	1,500,000	(1)	4.125% 5/15/2015		1,665,936
	2,500,000	(1)	4.250% 8/15/2015		2,804,297
	1,000,000	(1)	4.500% 2/15/2016		1,138,750
			Total U.S. Treasury Notes (identified cost $10,116,494)	$	11,258,123

Shares		Value
Short–Term Investments–8.8%
8,564,259	Bank of New York Institutional Cash Reserves Fund (held as collateral for securities lending)	$	8,523,048
1,248,416	Federated U.S. Treasury Cash Reserve Fund		1,248,416
1,248,415	Fidelity Institutional Money Market Fund		1,248,415
	Total Short-Term Investments (identified cost $11,061,090)		11,019,879
	Total Investments–106.3% (identified cost $145,987,177)		133,926,853
	Other Assets and Liabilities– net–(6.3)%		(7,922,243	)
	Total Net Assets–100.0%	$	126,004,610

(1) Certain principal amounts are temporarily on loan to unaffiliated broker-dealers. See Notes 2 and 5 of the Financial Statements for additional information about securities lending.

(2) The issuer is a publicly-traded company that operates under a congressional charter.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2008.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

51

REGIONS MORGAN KEEGAN SELECT

LIMITED MATURITY FIXED INCOME FUND

OBJECTIVE & STRATEGY

Regions Morgan Keegan Select Limited Maturity Fixed Income Fund seeks current income. The Fund invests a majority of its total assets in investment-grade debt securities, including debt securities of the U.S. Treasury and government agencies, mortgage-backed and asset-backed securities, and corporate bonds. The Fund may invest up to 10% of its total assets in below investment grade debt securities. The debt securities purchased by the Fund will be rated, at the time of investment, at least CCC (or a comparable rating) by at least one nationally recognized statistical rating organization or, if unrated, determined by the Fund’s adviser to be of comparable quality.

INVESTMENT RISKS:    Investors in any bond fund should anticipate fluctuations in price. Bond prices and the value of bond funds decline as interest rates rise. Bonds with longer-term maturities generally are more vulnerable to interest rate risk than bonds with shorter-term maturities. Below investment grade debt securities are considered speculative with respect to an issuer’s capacity to pay interest and repay principal and are susceptible to default or decline in market value due to adverse economic and business developments. An economic downturn or period of rising interest rates could adversely affect the ability of issuers, especially issuers of below investment grade debt, to service primary obligations and an unanticipated default could cause the Fund to experience a reduction in value of its shares. The net asset value per share of the Fund will fluctuate as the value of the securities in the portfolio changes.

MANAGEMENT DISCUSSIONOF FUND PERFORMANCE

For the fiscal year ended November 30, 2008, Regions Morgan Keegan Select Limited Maturity Fixed Income Fund’s Class A Shares had a total return of –7.01%, based on net asset value. During the same period, the Merrill Lynch 1-3 Year Government/Corporate A Rated and Above Index⁽¹⁾ had a total return of 4.30%.

The market events and the deteriorating economic data throughout 2008 created turmoil in the financial markets. As a result, investor confidence fell to extremely low levels. Investors continued to choose U.S. Treasury securities over other sectors in the fixed income market. Thus, U.S. Treasuries outperformed other sectors, such as non-agency mortgages and corporate bonds. Credit characteristics of many investment grade securities became secondary, as prices suffered from a decline in overall market fundamentals and little market liquidity.

We expect that economic conditions will struggle to improve over the next year, as the credit markets seek liquidity and rising unemployment weakens consumer demand. The fiscal and monetary policies that have been passed should serve as a stimulus to the economy as these policies are implemented. Going forward, we believe the Fund is properly structured heading into the coming year, as it is underweight the Treasury sector and has a duration short to that of its benchmark. Furthermore, the Fund is overweight the Corporate sector and has a AAA average quality rating.

Scott M. Flurry, CFA Senior Portfolio Manager Morgan Asset Management, Inc.	George R. McCurdy IV, CFA Portfolio Manager Morgan Asset Management, Inc.

Market forecasts provided in this report may not necessarily come to pass. There is no assurance that the Fund will achieve its investment objectives. These views are subject to change at any time based upon market or other conditions, and Morgan Asset Management, Inc. disclaims any responsibility to update such views. The Fund is subject to market risk, which is the possibility that the market values of securities owned by the Fund will decline and, therefore, the value of the Fund’s shares may be less than what you paid for them. Accordingly, you can lose money investing in the Fund.

(Unaudited)

52

REGIONS MORGAN KEEGAN SELECT

LIMITED MATURITY FIXED INCOME FUND

PORTFOLIO STATISTICS^†

AS OF NOVEMBER 30, 2008

Average Credit Quality	AAA
Current Yield	4.03%
Yield to Maturity	3.06%
Duration	0.82 Years
Average Effective Maturity	1.47 Years
Total Number of Holdings	15

† The Fund’s composition is subject to change.

ASSET ALLOCATION^†

AS OF NOVEMBER 30, 2008

%OFTOTALINVESTMENTS EXCLUDINGCOLLATERALFORSECURITIESLENDING
U. S. Treasury Obligations	47.1%
Mortgage-Backed Securities	18.4%
Government & Agency Securities	13.9%
Corporate Bonds	13.6%
Short-Term Investments	7.0%
Total	100.0%

CREDIT QUALITY^†

AS OF NOVEMBER 30, 2008

%OFTOTALINVESTMENTS		%OFTOTALINVESTMENTS
AAA	18.3%	Agency .	13.9%
A	11.4%	Treasury	47.3%
BBB	2.2%	Cash	6.9%
		Total	100.0%

† The Fund’s composition is subject to change.

INDEX DESCRIPTIONS

⁽¹⁾ The Merrill Lynch 1-3 Year Government/Corporate A Rated and Above Index is an unmanaged index composed of U.S. government and U.S. dollar denominated SEC registered corporate bonds with an investment grade rating of “A” or higher. Issuers have a maturity of between 1 and 3 years. The index is unmanaged, and unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

(Unaudited)

53

REGIONS MORGAN KEEGAN SELECT

LIMITED MATURITY FIXED INCOME FUND

GROWTHOFA $10,000 INVESTMENT

CLASS A SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Limited Maturity Fixed Income Fund—Class A Shares⁽²⁾ from November 30, 1998 to November 30, 2008⁽¹⁾ compared to the Merrill Lynch 1-3 Year Government/Corporate A Rated and Above Index⁽³⁾, a broad-based market index.

GROWTHOFA $10,000 INVESTMENT

CLASS C SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Limited Maturity Fixed Income Fund—Class C Shares from the commencement of investment operations on December 14, 2001 to November 30, 2008⁽¹⁾ compared to the Merrill Lynch 1-3 Year Government/Corporate A Rated and Above Index⁽³⁾, a broad-based market index.

(Unaudited)

54

REGIONS MORGAN KEEGAN SELECT

LIMITED MATURITY FIXED INCOME FUND

GROWTHOFA $10,000 INVESTMENT

CLASS I SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Limited Maturity Fixed Income Fund—Class I Shares from the commencement of investment operations on September 1, 2005 to November 30, 2008⁽¹⁾ compared to the Merrill Lynch 1-3 Year Government/Corporate A Rated and Above Index^(3), a broad-based market index.

PERFORMANCE INFORMATION

	AVERAGE ANNUAL TOTAL RETURNS
AS OF NOVEMBER 30, 2008(1)	SIX MONTHS*		1 YEAR		5 YEAR		10 YEAR		COMMENCEMENT OF INVESTMENT OPERATIONS(4)
CLASS A SHARES**(2)	-4.60	%	-8.41	%	-1.77	%	1.36	%	2.57	%
(EXCLUDINGSALESLOAD)(2)	-3.15	%	-7.01	%	-1.47	%	1.51	%	2.68	%
CLASS C SHARES***	-4.48	%	-8.63	%	-2.21	%	N/A		-1.04	%
(EXCLUDINGCDSC)	-3.51	%	-7.71	%	-2.21	%	N/A		-1.04	%
CLASS I SHARES	-3.09	%	-7.08	%	N/A		N/A		-2.57	%
MERRILL LYNCH 1-3 YEAR GOVERNMENT/CORPORATE A RATEDAND ABOVE INDEX(3)	2.15	%	4.30	%	3.72	%	4.66	%	—

* Not annualized for periods less than one year.

** Reflects the maximum sales load of 1.50%.

*** Reflects the maximum contingent deferred sales charge (CDSC) of 1.00% for shares redeemed within one year of purchase.

⁽¹⁾ Effective April 1, 2008, the Fund’s adviser voluntarily agreed to waive fees and reimburse expenses to the extent that the Fund’s total annual operating expenses (excluding brokerage, interest, taxes, and extraordinary expenses) exceed 1.00%, 1.75% and 0.75% of net assets of Class A Shares, Class C Shares and Class I Shares, respectively, on an annualized basis for the period that the voluntary waiver is in effect. The Fund’s adviser will evaluate the continuance of this voluntary waiver at each month-end and it can terminate this voluntary waiver at any time. If not for this waiver, performance would have been lower.

⁽²⁾ Effective June 4, 2004, all Class B Shares of the Fund converted to Class A Shares. Historical total return information for any period or portion thereof prior to the commencement of investment operations of Class A Shares on May 20, 1998 is that of Class B Shares and reflects all charges, expenses and fees incurred by Class B Shares, which were generally higher than the expenses of Class A Shares, during such periods.

⁽³⁾ The Merrill Lynch 1-3 Year Government/Corporate A Rated and Above Index is an unmanaged index composed of U.S. government and U.S. dollar denominated SEC registered corporate bonds with an investment grade rating of “A” or higher. Issuers have a maturity of between 1 and 3 years. Total returns for the index shown are not adjusted to reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund’s performance. The index is unmanaged, and unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽⁴⁾ The Fund’s Class A Shares (including predecessor Class B Shares), Class C Shares and Class I Shares commenced investment operations on December 12, 1993, December 14, 2001 and September 1, 2005, respectively.

Performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Fund performance changes over time and current performance may be lower or higher than what is stated. For the most recent performance, call toll-free 877-757-7424. The Fund’s performance results are shown on a total return basis and include the reinvestment of all dividends and capital gain distributions in the Fund. Returns shown in the chart and table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Mutual funds are not bank deposits or obligations, are not guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including possible loss of principal.

(Unaudited)

55

REGIONS MORGAN KEEGAN SELECT

LIMITED MATURITY FIXED INCOME FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Principal Amount				Value
	Corporate Bonds–13.9%
			Chemicals–2.4%
$	100,000		E.I. Du Pont de Nemours & Co., 6.875% 10/15/2009	$	102,655
			Finance–4.6%
	100,000		Caterpillar Financial Services Corporation, 4.500% 6/15/2009		99,440
	100,000		Marshall & Ilsley Corporation, 4.375% 8/1/2009		92,616
			Total		192,056
			Food & Beverage–2.3%
	100,000		Diageo Capital PLC, 4.375% 5/3/2010		98,816
			Retail–2.3%
	100,000		Home Depot Inc., 3.750% 9/15/09		97,470
			Telecommunications–2.3%
	100,000	(1)	AT&T Inc., 4.125% 9/15/2009		99,169
			Total Corporate Bonds (identified cost $601,391)		590,166
	Government & Agency Securities–14.3%
			Federal Home Loan Mortgage Corporation–1.2% (2)
	51,701		5.000%, 1/15/2016		51,737
			Federal National Mortgage Association–13.1% (2)
	550,000		2.500%, 4/9/2010		553,926
			Total Government & Agency Securities (identified cost $599,664)		605,663
	Mortgage-Backed Securities–19.0%
			Collateralized Mortgage Obligations–19.0%
	256,817		Downey Savings & Loan 2004-AR3 2A2A, 1.844% 7/19/44		162,921
	671,932		GSR Mortgage Loan Trust 2004-7 2A1, 4.144% 6/25/34		639,444
			Total Mortgage-Backed Securities (identified cost $924,744)		802,365
	U.S. Treasury Obligations–48.4%
			U.S. Treasury Notes–48.4%
	500,000	(1)	4.750%, 2/28/2009		505,507
	1,500,000	(1)	4.875%, 8/15/2009		1,542,305
			Total U. S. Treasury Obligations (identified cost $2,001,029)	$	2,047,812

Principal Amount			Value
	Short-Term Investments–28.8%
$	917,275	Bank of New York Institutional Cash Reserves Fund (held as collateral for securities lending)	$	914,966
	151,821	Fidelity Institutional Money Market Fund		151,821
	151,822	Lehman Brothers Prime Money Market Fund		151,822
		Total Short-Term Investments (identified cost $1,220,918)		1,218,609
		Total Investments–124.4% (identified cost $5,347,746)		5,264,615
		Other Assets and Liabilities– net–(24.4)%		(1,032,087	)
		Total Net Assets–100%	$	4,232,528

(1) Certain principal amounts are temporarily on loan to unaffiliated broker-dealers. See Notes 2 and 5 of the Financial Statements for additional information about securities lending.

(2) The issuer is a publicly-traded company that operates under a congressional charter.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2008.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

56

[THIS PAGE INTENTIONALLY LEFT BLANK]

57

REGIONS MORGAN KEEGAN SELECT

INTERMEDIATE TAX EXEMPT BOND FUND

OBJECTIVE & STRATEGY

Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund seeks current income that is exempt from federal income tax. The Fund invests its assets primarily in a highly diversified portfolio of tax-exempt bonds.

INVESTMENT RISKS:    Investors in any bond fund should anticipate fluctuations in price. Bond prices and the value of bond funds decline as interest rates rise. Bonds with longer-term maturities generally are more vulnerable to interest rate risk than bonds with shorter-term maturities. A portion of the Fund’s income may be subject to the federal alternative minimum tax and/or certain state and local taxes. The net asset value per share of the Fund will fluctuate as the value of the securities in the portfolio changes.

MANAGEMENT DISCUSSIONOF FUND PERFORMANCE

For the fiscal year ended November 30, 2008, Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund’s Class A Shares had a total return of 2.40%, based on net asset value. The Merrill Lynch 3-7 Year Municipal Index, the Fund’s benchmark, had a total return of 4.51% during the same period.

At the beginning of the fiscal year, yields on investment grade tax-exempt bonds were at multi-year lows, and the Fund was positioned defensively with a relatively short maturity structure and relatively high credit quality profile.

Soon after the start of 2008 severe disruptions began to occur in the municipal market, mainly as a result of the fallout from mortgage market problems. Bond insurers were downgraded by the credit rating agencies because of the insurers’ exposure to subprime mortgage-backed securities. The municipal market had long relied on AAA-rated insurance to facilitate valuation of diverse credits. The very functioning of short-term tax-exempt credit markets depended on having AAA-rated insurance available. While the Fund did not hold any securities whose underlying credit quality was in question, the market dysfunction affected security valuation and trading across most market sectors. As the yield curve steepened in the first half of the fiscal year, with shorter term securities increasing in value and longer term ones declining, the Fund benefited from holding shorter bonds.

In the second half of the fiscal year the volatility of tax-exempt yields increased as economic and financial market problems increased. Liquidity in the tax-exempt market was very poor during this period. Despite the volatility the net change in municipal yields was a small increase from about 7 years to 30 years and little change in the shorter maturities. The Fund had a small positive return for the period as interest earned exceeded the slight decline in market value.

The Fund is once again defensively positioned for a difficult market. Both maturity structure and duration are shorter than those of the benchmark.

Dorothy E. Thomas, CFA

Senior Portfolio Manager

Morgan Asset Management, Inc.

Market forecasts provided in this report may not necessarily come to pass. There is no assurance that the Fund will achieve its investment objectives. These views are subject to change at any time based upon market or other conditions, and Morgan Asset Management, Inc. disclaims any responsibility to update such views. The Fund is subject to market risk, which is the possibility that the market values of securities owned by the Fund will decline and, therefore, the value of the Fund’s shares may be less than what you paid for them. Accordingly, you can lose money investing in the Fund.

(Unaudited)

58

REGIONS MORGAN KEEGAN SELECT

INTERMEDIATE TAX EXEMPT BOND FUND

PORTFOLIO STATISTICS^†

AS OF NOVEMBER 30, 2008

Average Credit Quality	AA
Current Yield	4.65%
Yield to Maturity	3.00%
Duration	3.6 Years
Average Effective Maturity	4.3 Years
Total Number of Holdings	51

† The Fund’s composition is subject to change.

CREDIT QUALITY^†

AS OF NOVEMBER 30, 2008

%OFTOTALINVESTMENTS
AAA	17.3%
AA	57.5%
A	25.2%
Total	100.0%

STATE DIVERSIFICATION^†

AS OF NOVEMBER 30, 2008

%OFTOTALINVESTMENTS		%OFTOTALINVESTMENTS
Alabama . . . . . . . . . . . . . . . . . . . . . . . .	19.4%	Colorado	3.9%
Texas . . . . . . . . . . . . . . . . . . . . . . . . . . .	12.5%	Arkansas	3.0%
North Carolina. . . . . . . . . . . . . . . . . . . .	10.0%	California	2.1%
South Carolina . . . . . . . . . . . . . . . . . . .	8.8%	Illinois	2.1%
Missouri . . . . . . . . . . . . . . . . . . . . . . . .	7.1%	Maryland	2.1%
Virginia . . . . . . . . . . . . . . . . . . . . . . . . .	6.0%	Kentucky	2.0%
Florida . . . . . . . . . . . . . . . . . . . . . . . . .	5.9%	Washington	1.9%
Georgia . . . . . . . . . . . . . . . . . . . . . . . . .	4.9%	Kansas	1.2%
Indiana . . . . . . . . . . . . . . . . . . . . . . . . . .	4.2%	Short-Term Investments	2.9%
		Total	100.0%

† The Fund’s composition is subject to change.

INDEX DESCRIPTION

⁽¹⁾ The Merrill Lynch 3-7 Year Municipal Index is a total performance benchmark for the intermediate-term municipal bond market. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

(Unaudited)

59

REGIONS MORGAN KEEGAN SELECT

INTERMEDIATE TAX EXEMPT BOND FUND

GROWTHOFA $10,000 INVESTMENT

CLASS A SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund—Class A Shares from the commencement of investment operations on February 9, 2004 to November 30, 2008 compared to the Merrill Lynch 3-7 Year Municipal Index⁽¹⁾, a broad-based market index.

GROWTHOFA $10,000 INVESTMENT

CLASS C SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund—Class C Shares from the commencement of investment operations on February 9, 2004 to November 30, 2008 compared to the Merrill Lynch 3-7 Year Municipal Index⁽¹⁾, a broad-based market index.

(Unaudited)

60

REGIONS MORGAN KEEGAN SELECT

INTERMEDIATE TAX EXEMPT BOND FUND

GROWTHOFA $10,000 INVESTMENT

CLASS I SHARES

The graph below illustrates a hypothetical investment of $10,000 in Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund—Class I Shares from the commencement of investment operations on February 9, 2004 to November 30, 2008 compared to the Merrill Lynch 3-7 Year Municipal Index⁽¹⁾, a broad-based market index.

PERFORMANCE INFORMATION

	AVERAGE ANNUAL TOTAL RETURNS
AS OF NOVEMBER 30, 2008	SIX MONTHS*		1 YEAR		COMMENCEMENT OF INVESTMENT OPERATIONS(2)
CLASS A SHARES**	-1.42	%	0.35	%	1.69	%
(EXCLUDINGSALESLOAD)	0.59	%	2.40	%	2.12	%
CLASS C SHARES***	-0.79	%	0.51	%	1.72	%
(EXCLUDINGCDSC)	0.22	%	1.53	%	1.72	%
CLASS I SHARES	0.82	%	2.76	%	2.28	%
MERRILL LYNCH 3-7 YEAR MUNICIPAL INDEX(1)	1.78	%	4.51	%	—

* Not annualized for periods less than one year.

** Reflects the maximum sales load of 2.00%.

*** Reflects the maximum contingent deferred sales charge (CDSC) of 1.00% for shares redeemed within one year of purchase.

⁽¹⁾ The Merrill Lynch 3-7 Year Municipal Index is a total performance benchmark for the intermediate-term municipal bond market. Total returns for the index shown are not adjusted to reflect sales charges, expenses or other fees that the Securities and Exchange Commission requires to be reflected in the Fund’s performance. The index is unmanaged and, unlike the Fund, is not affected by cash flows or trading and other expenses. It is not possible to invest directly in an index.

⁽²⁾ The Fund commenced investment operations on February 9, 2004.

Performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Fund performance changes over time and current performance may be lower or higher than what is stated. For the most recent performance, call toll-free 877-757-7424. The Fund’s performance results are shown on a total return basis and include the reinvestment of all dividends and capital gain distributions in the Fund. Returns shown in the chart and table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Mutual funds are not bank deposits or obligations, are not guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including possible loss of principal.

(Unaudited)

61

REGIONS MORGAN KEEGAN SELECT

INTERMEDIATE TAX EXEMPT BOND FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Principal Amount			Value
	Municipal Bonds–96.1%
		Alabama–19.2%
$	1,000,000	Alabama State Public School & College Authority Capital Improvement, Revenue Bonds, 5.000%, 12/1/2018	$	1,054,050
	500,000	Alabama Water Pollution Control Authority, Revenue Bonds, 4.750% (AMBAC INS), 8/15/2014		500,295
	430,000	Athens, Alabama , GO UT Warrants, 4.650% (AMBAC INS), 8/1/2011		433,457
	500,000	Huntsville, Alabama Health Care Authority, Revenue Bond, 4.700% (MBIA INS), 6/1/2012		524,610
	500,000	Limestone County Alabama Water Authority, 4.700% (AMBAC INS), 12/1/2009		505,480
	250,000	Mobile, Alabama, GO UT Warrants, 5.200% (AMBAC INS), 2/15/2010		260,710
	500,000	Scottsboro, Alabama Waterworks Sewer & Gas Board, Revenue Bonds, 4.400% (MBIA INS), 8/1/2012		504,365
	500,000	Shelby County Alabama Board of Education, GO LTD, 4.750%, 2/1/2013		507,145
	250,000	Southeast Alabama Gas District, Revenue Bonds (Series A), 5.250% (AMBAC INS), 6/1/2011		268,382
	500,000	Tuscaloosa, Alabama, GO UT Warrants, 4.500%, 2/15/2013		520,840
		Total		5,079,334
		Arkansas–2.9%
	250,000	Arkansas State Development Finance Authority, Revenue Bonds, 4.000% (AMBAC INS), 12/1/2011		258,340
	500,000	Little Rock, Arkansas, GO LTD, 4.000% (FSA LOC), 4/1/2014		518,440
		Total		776,780
		California–2.1%
	500,000	California State, GO UT, 6.000%, 2/1/2016		555,460
		Colorado–3.9%
	85,000	Lower Colorado River Authority, Prerefunded, Revenue Bonds, 5.250%, 5/15/2021		94,293
	915,000	Lower Colorado River Authority, Unrefunded, Revenue Bonds, 5.250%, 5/15/2021		918,212
		Total		1,012,505

Principal Amount			Value
	Municipal Bonds (continued)
		Florida–5.8%
$	750,000	Broward County Florida, GO UT (Series B), 5.000%, 1/1/2012	$	794,678
	250,000	Florida State Department of Transportation, GO UT (Series A), 5.000%, 7/1/2016		264,270
	500,000	JEA Florida Electric Systems, Revenue Bonds (Series D), 4.400%, 10/1/2018		484,445
		Total		1,543,393
		Georgia–4.9%
	500,000	Augusta, Georgia Water & Sewer Authority, Revenue Bonds, 4.000% (FSA LOC), 10/1/2012		516,110
	250,000	Fayette County Georgia School District, GO UT, 4.625%, 3/1/2010		256,487
	500,000	Gwinnett County Georgia Water & Sewer Authority, Revenue Bonds, 4.000%, 8/1/2015		518,940
		Total		1,291,537
		Illinois–2.0%
	500,000	Illinois Health Facilities Authority, Revenue Bonds, 6.125%, 11/15/2022		538,945
		Indiana–4.1%
	500,000	Indiana State Office Building & Facility, Revenue Bonds, 5.250% (FGIC INS), 7/1/2015		535,520
	500,000	Indianapolis, Indiana Public Improvement Board, Revenue Bonds, 6.000%, 1/10/2020		554,795
		Total		1,090,315
		Kansas–1.2%
	300,000	Kansas State Development Finance Authority, Revenue Bonds, 5.000% (MBIA INS), 6/1/2011		316,461
		Kentucky–2.0%
	500,000	Kentucky State Property & Building Commission, Revenue Bonds, 5.750%, 10/1/2012		534,590
		Maryland–2.1%
	500,000	Maryland State & Local Facilities, GO UT (Series II), 5.500%, 7/15/2013		556,465
		Missouri–7.1%
	500,000	Missouri State Environmental Energy Authority, Revenue Bonds (Series B), 5.125%, 1/1/2020		511,320
	750,000	Missouri State Highway & Transportation, Revenue Bonds (Series A), 5.625%, 2/1/2018		808,523
	500,000	Missouri State Highway & Transportation, Revenue Bonds (Series A), 5.250%, 2/1/2020		545,345
		Total		1,865,188

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

62

REGIONS MORGAN KEEGAN SELECT

INTERMEDIATE TAX EXEMPT BOND FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Principal Amount			Value
		Municipal Bonds (continued)
		North Carolina–9.9%
$	500,000	Greensboro, North Carolina, GO UT (Series A), 4.000%, 2/1/2013	$	522,795
	500,000	Mecklenburg County North Carolina, GO UT (Series A), 4.000%, 2/1/2015		514,790
	250,000	North Carolina Infrastructure Financial Corp., Revenue Bonds, 5.000%, 10/1/2011		266,107
	500,000	Wake County North Carolina, GO UT Refunding Bonds, 4.000%, 3/1/2015		520,730
	750,000	Wake County North Carolina, GO UT (Series A), 4.000%, 4/1/2013		785,175
		Total		2,609,597
		South Carolina–8.7%
	500,000	South Carolina State, GO UT, 4.000%, 1/1/2014		514,205
	500,000	South Carolina State, GO UT (Series A), 4.600%, 5/1/2012		513,540
	500,000	South Carolina State Public Service Authority, Revenue Bonds (Series A), 5.000% (AMBAC), 1/1/2018		517,640
	750,000	South Carolina State Public Service Authority, Revenue Bonds (Series A), 5.000% (AMBAC), 1/1/2022		754,538
		Total		2,299,923
		Texas–12.4%
	500,000	Dallas, Texas Waterworks & Sewer System, Revenue Bonds, 4.125% (FSA LOC), 4/1/2013		521,620
	500,000	Denton, Texas Utility, Prerefunded, Revenue Bonds, 5.125% (AMBAC INS), 12/1/2018		538,215
	500,000	Fort Worth, Texas, GO LTD, 4.000%, 3/1/2013		518,760
	500,000	San Antonio, Texas, GO LTD (Series A), 5.250%, 2/1/2010		520,015
	275,000	Texas State Public Finance Authority, GO UT, 5.000%, 10/1/2017		284,754
	500,000	Tomball, Texas, GO UT, 4.500% (MBIA INS), 2/15/2011		521,260
	350,000	University of Texas, Revenue Bonds (Series B), 5.250%, 8/15/2013		384,104
		Total		3,288,728
		Virginia–5.9%
	500,000	Virginia Commonwealth Transportation Board Revenue, 5.000%, 5/15/2012		536,780
	500,000	Virginia State Public Building Authority, Revenue Refunding Bonds (Series A), 5.000%, 8/1/2015		524,345
	500,000	Virginia State Resource Authority Infrastructure, Revenue Pooled Loan Bond (Series D), 5.000%, 5/1/2020		504,155
		Total		1,565,280

Principal Amount			Value
		Municipal Bonds (continued)
		Washington–1.9%
$	500,000	Washington State, GO UT (Series B), 5.500%, 5/1/2009	$	508,825
		Total Municipal Bonds (identified cost $25,210,390)		25,433,326
	Short-Term Investments–2.9%
	770,745	Federated Tax-Free Obligations Money Market Fund		770,745
		Total Short-Term Investments (identified cost $770,745)		770,745
		Total Investments–99.0% (identified cost $25,981,134)		26,204,071
		Other Assets and Liabilities– net–1.0%		265,058
		Total Net Assets–100.0%	$	26,469,129

At November 30,2008, the Fund held no securities that are subject to federal alternative minimum tax (AMT).

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2008.

The following acronyms are used throughout this portfolio:

AMBAC—American Municipal Bond Assurance Corporation

FGIC—Financial Guaranty Insurance Company

FSA—Financial Security Assurance

GO—General Obligation

INS—Insured

LOC—Letter of Credit

LTD—Limited Tax

MBIA—Municipal Bond Investors Assurance Corporation

UT—Unlimited Tax

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

63

REGIONS MORGAN KEEGAN SELECT

TREASURY MONEY MARKET FUND

OBJECTIVE & STRATEGY

Regions Morgan Keegan Select Treasury Money Market Fund seeks current income consistent with stability of principal and liquidity. The Fund invests primarily in U.S. Treasury obligations maturing in 397 days or less and in repurchase agreements collateralized by U.S. Treasury obligations.

INVESTMENT RISKS:    An investment in the Fund is neither guaranteed nor insured by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund.

MANAGEMENT DISCUSSIONOF FUND PERFORMANCE

For the fiscal year ended November 30, 2008, Regions Morgan Keegan Select Treasury Money Market Fund’s Class A Shares had a total return 1.35%, based on net asset value. During this time period, the Federal Reserve Board cut the Federal Funds Rate from 4.50% to 1.00%, as economic growth concerns overshadowed inflationary risks.

The market events this year have been nothing short of astonishing, and as a result, investor confidence remains extremely low. Demand for liquid, government guaranteed securities has driven U.S. Treasury yields to historically low levels. The three-month U.S. Treasury bill began the fiscal year at 3.14%, yet ended at 0.04%, which is a decline of 310 basis points, or 3.10%.

The Fund maintains a 60-day or less weighted average life in order to qualify for its AAA rating from Standard & Poor’s. A positively sloped yield curve and a decline in interest rates mean longer dated securities have yielded a higher return than shorter-dated securities. Therefore, the Fund purchased longer-dated U.S. Treasury securities when possible.

Our current strategy is to take advantage of any short-term fluctuations in interest rates, as well as exploiting any yield disparities between U.S. Treasury Bills and money market eligible U.S. Treasury Notes. Due to the slightly positive slope of the yield curve, the low interest rate environment, and the Federal Reserve Board’s monetary outlook, we will maintain a weighted average life of the Fund near 50 days as liquidity considerations and trading conditions permit.

George R. McCurdy IV, CFA

Portfolio Manager

Morgan Asset Management, Inc.

Market forecasts provided in this report may not necessarily come to pass. There is no assurance that the Fund will achieve its investment objectives. These views are subject to change at any time based upon market or other conditions, and Morgan Asset Management, Inc. disclaims any responsibility to update such views. The Fund is subject to market risk, which is the possibility that the market values of securities owned by the Fund will decline and, therefore, the value of the Fund’s shares may be less than what you paid for them. Accordingly, you can lose money investing in the Fund.

(Unaudited)

64

REGIONS MORGAN KEEGAN SELECT

TREASURY MONEY MARKET FUND

MATURITY BREAKDOWN^†

AS OF NOVEMBER 30, 2008

% OF TOTAL INVESTMENTS
1-14 Days	21.6%
15-29 Days	17.4%
30-59 Days	23.5%
60-179 Days	37.5%
Total	100.0%

† The Fund’s composition is subject to change.

PERFORMANCE INFORMATION

			AVERAGE ANNUAL TOTAL RETURNS
AS OF NOVEMBER 30, 2008(1)	SEVEN-DAY YIELD*(2)		SIX MONTHS*		1 YEAR		5 YEAR		10 YEAR		COMMENCEMENT OF INVESTMENT OPERATIONS(4)
CLASS A SHARES**(3)	0.06	%	0.40	%	1.35	%	2.48	%	2.76	%	3.35	%
CLASS I SHARES**	0.31	%	0.53	%	1.61	%	N/A		N/A		3.20	%

* Not annualized for periods less than one year.

** The Fund’s shares are not sold subject to a sales (load) charge; therefore, the total returns displayed above are based upon net asset value.

⁽¹⁾ In light of recent extraordinary market events, effective November 20, 2008, the Fund’s adviser has voluntarily agreed to waive fees and reimburse expenses to the extent necessary to prevent a negative yield for each class of shares of the Fund. This undertaking is voluntary and may be modified or discontinued by the Fund’s adviser at any time.

⁽²⁾ The Seven-Day Yield more closely reflects the current earnings of the Fund than does the total return quotation. Investors may call the Fund toll-free at 877-757-7424 to acquire the current Seven-Day Yield.

⁽³⁾ Effective June 4, 2004, all Class B Shares of the Fund converted to Class A Shares. Historical total return information for any period or portion thereof prior to the commencement of investment operations of Class A Shares on May 20, 1998 is that of Class B Shares and reflects all charges, expenses and fees incurred by Class B Shares, which were generally higher than the expenses of Class A Shares, during such periods.

⁽⁴⁾ The Fund’s Class A Shares and Class I Shares commenced investment operations on April 14, 1992 and April 3, 2006, respectively.

Performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Fund performance changes over time and current performance may be lower or higher than what is stated. For the most recent performance, call toll-free 877-757-7424. The Fund’s performance results are shown on a total return basis and include the reinvestment of all dividends and capital gain distributions in the Fund. Returns shown in the chart and table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Although the money market funds seek to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in these funds. Mutual funds are not bank deposits or obligations, are not guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including possible loss of principal.

(Unaudited)

65

REGIONS MORGAN KEEGAN SELECT

TREASURY MONEY MARKET FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Principal Amount				Value
	U.S. Treasury Obligations–90.5%
			U.S. Treasury Bills–67.3%
$	60,000,000	(1)	0.38% - 1.75%, 12/4/2008	$	59,997,024
	60,000,000	(1)	0.06% - 0.70%, 12/11/2008		59,991,397
	40,000,000	(1)	0.10% - 0.61%, 12/18/2008		39,991,028
	80,000,000	(1)	0.10% - 0.72%, 12/26/2008		79,977,499
	130,000,000	(1)	0.02% - 0.99%, 1/2/2009		129,919,422
	50,000,000	(1)	1.79%, 1/15/2009		49,890,237
	50,000,000	(1)	0.49% - 1.01%, 1/22/2009		49,942,915
	35,000,000	(1)	1.16%, 1/29/2009		34,934,465
	50,000,000	(1)	0.36% - 0.42%, 2/5/2009		49,965,717
	35,000,000	(1)	0.26%, 2/19/2009		34,979,778
	40,000,000	(1)	0.52%, 3/5/2009		39,946,211
	20,000,000	(1)	0.63%, 3/19/2009		19,963,100
	10,000,000	(1)	0.76%, 4/29/2009		9,968,958
					659,467,751
			U.S. Treasury Notes–23.2%
	30,000,000	(1)	0.84%, 5/15/2009		30,634,699
	50,000,000	(1)	0.96%, 12/15/2008		50,045,943
	20,000,000	(1)	0.49%, 4/15/2009		20,194,888
	30,000,000	(1)	0.09%, 2/15/2009		30,272,824
	95,000,000	(1)	0.44% - 0.62%, 4/30/2009		96,550,510
					227,698,864
			Total U.S. Treasury Obligations (amortized cost $887,166,615)	$	887,166,615

Shares		Value
Short-Term Investments–9.4%
41,053,546	BlackRock Liquidity Funds Treasury Trust Fund Portfolio	$	41,053,546
41,968,401	Federated U.S. Treasury Cash Reserve Fund		41,968,401
9,085,933	Goldman Sachs Financial Square Trust		9,085,933
	Total Short-Term Investments (amortized cost $92,107,880)		92,107,880
	Total Investments–99.9% (amortized cost $979,274,495) (2)		979,274,495
	Other Assets and Liabilities– net–0.1%		1,024,288
	Total Net Assets–100.0%	$	980,298,783

(1) Yield at date of purchase.

(2) Also represents cost for federal income tax purposes.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2008.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

66

[THIS PAGE INTENTIONALLY LEFT BLANK]

67

REGIONS MORGAN KEEGAN SELECT MONEY MARKET FUND

OBJECTIVE & STRATEGY

Regions Morgan Keegan Select Money Market Fund seeks maximum current income consistent with preservation of capital and liquidity. The Fund invests in high quality, short-term money market instruments with remaining maturities of 397 days or less.

INVESTMENT RISKS:    An investment in the Fund is neither guaranteed nor insured by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund.

MANAGEMENT DISCUSSIONOF FUND PERFORMANCE

For the fiscal year ended November 30, 2008, Regions Morgan Keegan Select Money Market Fund’s Class A Shares had a total return of 2.26%, based on net asset value. During this time period, the Federal Reserve Board cut the Federal Funds Rate from 4.50% to 1.00%, as economic growth concerns overshadowed inflationary risks.

Unprecedented market events, such as the failure of some major financial institutions and U.S. government intervention, along with deteriorating economic conditions have caused investors to seek principal preservation over investment returns. This flight to quality has driven U.S. Treasury yields to historically low levels. The three-month U.S. Treasury bill began the fiscal year at 3.14%, yet ended at 0.04%, which is a decline of 310 basis points, or 3.10%.

Investor preference to government guaranteed securities shifted funds from corporations, which limited their ability to raise capital at reasonable rates. This disruption in the credit markets resulted in a decline in outstanding commercial paper. Our focus on quality and a shrinking commercial paper market caused the Fund’s sector allocation to shift heavily to money market eligible U.S. government securities. We will continue managing the Fund to take advantage of any short-term market fluctuations without exposing it to any unnecessary risks.

George R. McCurdy IV, CFA

Portfolio Manager

Morgan Asset Management, Inc.

Market forecasts provided in this report may not necessarily come to pass. There is no assurance that the Fund will achieve its investment objectives. These views are subject to change at any time based upon market or other conditions, and Morgan Asset Management, Inc. disclaims any responsibility to update such views. The Fund is subject to market risk, which is the possibility that the market values of securities owned by the Fund will decline and, therefore, the value of the Fund’s shares may be less than what you paid for them. Accordingly, you can lose money investing in the Fund.

(Unaudited)

68

REGIONS MORGAN KEEGAN SELECT MONEY MARKET FUND

MATURITY BREAKDOWN^†

AS OF NOVEMBER 30, 2008

%OFTOTALINVESTMENTS
1-14 Days	19.0%
15-29 Days	17.2%
30-59 Days	32.8%
60-179 Days	24.2%
180-397 Days	6.8%
Total	100.0%

† The Fund’s composition is subject to change.

PERFORMANCE INFORMATION

	AVERAGE ANNUAL TOTAL RETURNS
AS OF NOVEMBER 30, 2008	SEVEN-DAY YIELD*(1)		SIX MONTHS*		1 YEAR		5 YEAR		COMMENCEMENT OF INVESTMENT OPERATIONS(2)
CLASS A SHARES**	0.91	%	0.81	%	2.26	%	2.65	%	2.33	%
CLASS I SHARES**	1.16	%	0.94	%	2.52	%	3.00	%	3.10	%

* Not annualized for periods less than one year.

** The Fund’s shares are not sold subject to a sales (load) charge; therefore, the total returns displayed above are based upon net asset value.

⁽¹⁾ The Seven-Day Yield more closely reflects the current earnings of the Fund than does the total return quotation. Investors may call the Fund toll-free at 877-757-7424 to acquire the current Seven-Day Yield.

⁽²⁾ The Fund began operations on February 18, 2005 as the successor to a substantially similar investment company. On that date, the Fund merged with LEADER Money Market Fund, a series of LEADER Mutual Funds, and assumed that portfolio’s operating history and performance record. The Fund’s performance prior to February 18, 2005 is that of the Fund’s predecessor, the inception date of which was October 4, 2000 (Class A Shares) and July 7, 1999 (Class I Shares). The performance information assumes reinvestment of dividends and other distributions and, for the periods prior to February 18, 2005, reflects fees and expenses paid by the predecessor fund’s Class A Shares and Class I Shares.

Performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Fund performance changes over time and current performance may be lower or higher than what is stated. For the most recent performance, call toll-free 877-757-7424. The Fund’s performance results are shown on a total return basis and include the reinvestment of all dividends and capital gain distributions in the Fund. Returns shown in the chart and table above do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Although the money market funds seek to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in these funds. Mutual funds are not bank deposits or obligations, are not guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including possible loss of principal.

(Unaudited)

69

REGIONS MORGAN KEEGAN SELECT MONEY MARKET FUND

PORTFOLIOOF INVESTMENTS

NOVEMBER 30, 2008

Principal Amount				Value
	Commercial Paper–13.1%
			Auto Manufacturers–2.9%
$	1,000,000	(1)	Toyota Motor Corporation, 0.700%, 12/3/2008	$	999,961
	2,000,000	(1)	Toyota Motor Corporation, 3.265%, 12/8/2008		1,998,736
			Total Auto Manufacturers		2,998,697
			Beverages–2.0%
	2,000,000	(1)	Coca-Cola Company, 1.703%, 12/2/2008		1,999,906
			Computers–1.5%
	1,500,000	(1)	Hewlett-Packard Corp., 0.850%, 12/2/2008		1,499,965
			Electric–1.9%
	2,000,000	(1)	Southern Company, 1.251%, 12/4/2008		1,999,792
			Media–1.9%
	2,000,000	(1)	Walt Disney, 1.755%, 12/11/2008		1,999,028
			Oil & Gas–2.9%
	3,000,000	(1)	Chevron Corp., 1.002%, 1/20/2009		2,995,833
			Total Commercial Paper
			(amortized cost $13,493,221)		13,493,221
	U.S. Government Agencies–80.9%
			Federal National Mortgage Association–25.1% (2)
	2,000,000	(1)	1.089%, 12/1/2008		2,000,000
	1,303,000	(1)	0.200% - 0.254%, 12/11/2008		1,302,924
	2,000,000	(1)	0.203%, 12/15/2008		1,999,844
	4,289,000	(1)	0.601% - 0.701%,1/27/2009		4,284,292
	2,000,000	(1)	1.002%, 1/28/2009		1,996,778
	100,000	(1)	0.919%, 2/3/2009		99,837
	2,000,000	(1)	1.096%, 2/18/2009		1,995,282
	6,105,000	(1)	0.816% - 2.625%, 1/15/2009		6,127,877
	1,025,000	(1)	2.526%, 4/15/2009		1,033,816
	4,000,000	(1)	2.587%, 12/15/2008		4,001,184
	1,070,000	(1)	2.524%, 4/20/2009		1,080,056
					25,921,890
			Federal Home Loan Bank–27.9%
	200,000	(1)	0.651%, 1/7/2009		199,866
	2,000,000	(1)	0.601%, 1/12/2009		1,998,600
	480,000	(1)	0.250%,1/14/2009		479,853
	200,000	(1)	0.662%, 1/20/2009		199,819
	3,000,000	(1)	0.551%, 1/22/2009		2,997,617
	4,400,000	(1)	0.647% - 2.364, 1/26/2009		4,384,982
	1,500,000	(1)	0.500%, 12/29/2008		1,505,381
	4,000,000	(1)	2.733%, 1/14/2009		4,011,857
	1,000,000	(1)	2.646%, 1/22/2009		1,000,667
	4,000,000	(1)	2.250%, 3/3/2009		4,005,778
	5,000,000	(1)	2.635%, 3/5/2009		5,001,023
	3,000,000	(1)	2.529%, 4/14/2009		2,995,869
					28,781,312

Principal Amount				Value
			Federal Home Loan Mortgage Corporation–27.9% (2)
$	3,000,000	(1)	(1.901)%, 12/26/2008	$	3,003,745
	4,000,000	(1)	3.080%, 6/12/2009		3,996,171
	3,000,000	(1)	1.393%, 6/5/2009		3,002,147
	628,000	(1)	0.254%, 12/16/2008		627,935
	3,000,000	(1)	1.303%, 12/17/2008		2,998,267
	2,000,000	(1)	1.002%, 12/22/2008		1,998,834
	3,500,000	(1)	1.708%, 2/11/2009		3,488,100
	1,580,000	(1)	1.470%, 12/19/2008		1,582,434
	5,000,000	(1)	2.308% - 2.468%, 5/21/2009		5,065,995
	3,000,000	(1)	2.658%, 1/16/2009		3,008,668
					28,772,296
			Total U.S. Government Agencies
			(amortized cost $83,475,498)		83,475,498
Shares				Value
	Short-Term Investments–5.6%
	2,906,847		Fidelity Institutional Money Market Fund		2,906,847
	2,906,847		Lehman Brothers Prime Money Market Fund		2,906,847
			Total Short-Term Investments (amortized cost $5,813,694)		5,813,694
			Total Investments–99.6% (amortized cost $102,782,413) (3)		102,782,413
			Other Assets and Liabilities– net–0.4%		449,643
			Total Net Assets–100.0%	$	103,232,056

(1) Yield at date of purchase.

(2) The issuer is a publicly traded company that operates under a congressional charter.

(3) Also represents cost for federal income tax purposes.

Note: The categories of investments are shown as a percentage of total net assets at November 30, 2008.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

70

REGIONS MORGAN KEEGAN SELECT FUNDS

STATEMENTSOF ASSETSAND LIABILITIES

NOVEMBER 30, 2008

	Mid Cap Growth Fund			Growth Fund			Core Equity Fund			Mid Cap Value Fund			Value Fund			Balanced Fund
Assets:
Investments in securities, at value	$	264,829,926	(1)	$	271,388,264	(1)	$	8,801,962		$	34,364,320	(1)	$	163,226,241		$	139,804,664	(1)
Cash		251,962			—			—			—			—			—
Interest and dividends receivable		283,978			574,612			16,654			75,646			377,058			761,256
Receivable for fund shares sold		100,936			171,206			—			10,223			150,386			389,811
Receivable for investments sold		664,420			—			—			—			—			—
Other assets		17,682			—			—			—			429			—
Total assets		266,148,904			272,134,082			8,818,616			34,450,189			163,754,114			140,955,731
Liabilities:
Payable for fund shares redeemed		122,188			73,150			31,558			11,292			31,649			23,777
Dividends payable		—			37,835			12,913			8,333			5,559			—
Payable for investments purchased		—			—			—			—			7,791,163			—
Call options written, at value (premiums received $250,025, $542,727, and $48,470) (Note 6)		119,000			753,000			—			—			—			35,250
Payable upon return of securities on loan		48,524,300			21,386,127			—			684,701			—			12,992,960
Accrued expenses:
Advisory fees (Note 3)		129,410			151,868			5,536			20,233			97,252			76,880
Administration fees (Note 3)		15,529			18,224			664			2,428			11,670			9,226
Custodian fees (Note 3)		3,595			4,062			185			675			2,798			2,255
Accounting fees (Note 3)		5,177			6,075			222			809			3,890			3,075
Shareholder services fees (Note 3)		20,438			20,392			383			2,143			9,332			5,645
Distribution services fees (Note 3)		2,677			1,358			—			187			712			1,475
Transfer agent fees (Note 3)		10,431			9,429			3,555			4,935			5,876			5,766
Other		51,884			57,224			12,583			17,286			40,598			48,829
Total liabilities		49,004,629			22,518,744			67,599			753,022			8,000,499			13,205,138
Net Assets:		217,144,275			249,615,338			8,751,017			33,697,167			155,753,615			127,750,593
Composition of Net Assets:
Paid-in capital	$	305,855,163		$	271,019,284		$	4,907,609		$	41,363,344		$	188,677,994		$	129,191,783
Undistributed net investment income/(loss)		—			402,777			(1,848	)		36,619			673,502			571,603
Accumulated net realized gains/(losses) on investments		1,302,424			(4,033,731	)		5,104,202			(3,312,275	)		(9,332,872	)		(1,034,303	)
Net unrealized appreciation/(depreciation) on investments		(90,013,312	)		(17,772,992	)		(1,258,946	)		(4,390,521	)		(24,265,009	)		(978,490	)
Net Assets	$	217,144,275		$	249,615,338		$	8,751,017		$	33,697,167		$	155,753,615		$	127,750,593
Investments, at identified cost	$	354,974,263		$	288,950,983		$	10,060,908		$	38,754,841		$	187,491,250		$	140,796,374
Shares Outstanding† and Net Asset Value Per Share:
Class A Shares:
Net assets	$	97,154,490		$	97,374,201		$	1,841,498		$	10,256,772		$	43,545,982		$	25,532,269
Shares outstanding		10,134,966			7,501,643			143,789			1,561,106			3,561,374			2,034,037
Net asset value and redemption price per share	$	9.59		$	12.98		$	12.81		$	6.57		$	12.23		$	12.55
Offering price per share	$	10.15	(2)	$	13.74	(2)	$	13.56	(2)	$	6.95	(2)	$	12.94	(2)	$	13.28	(2)
Class C Shares:
Net assets	$	4,457,209		$	2,234,146		$	66		$	311,803		$	1,128,649		$	2,394,524
Shares outstanding		490,292			179,385			5			49,581			92,304			190,602
Net asset value, offering and redemption price* per share	$	9.09		$	12.45		$	12.80		$	6.29		$	12.23		$	12.56
Class I Shares:
Net assets	$	115,532,576		$	150,006,991		$	6,909,453		$	23,128,592		$	111,078,984		$	99,823,800
Shares outstanding		11,912,171			11,561,761			537,639			3,510,398			9,090,874			7,940,343
Net asset value, offering and redemption price per share	$	9.70		$	12.97		$	12.85		$	6.59		$	12.22		$	12.57

† The Declaration of Trust permits the Board of Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value) for each class of shares.

* Redemption price per share varies by length of time shares are held.

(1) Including $47,597,457, $21,077,540, $664,872, and $12,848,547 of securities loaned, respectively.

(2) Computation of offering price per share: 100/94.5% of net asset value.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

71

REGIONS MORGAN KEEGAN SELECT FUNDS

STATEMENTSOF ASSETSAND LIABILITIES

NOVEMBER 30, 2008

	Fixed Income Fund			Limited Maturity Fixed Income Fund			Intermediate Tax Exempt Bond Fund			Treasury Money Market Fund		Money Market Fund
Assets:
Investments in securities, at value	$	133,926,853	(1)	$	5,264,615	(1)	$	26,204,071		$	979,274,495	$	102,782,413
Interest and dividends receivable		1,083,837			39,182			352,661			1,740,660		612,121
Receivable for fund shares sold		58,542			—			—			—		—
Due from affiliates		—			22,959			—			—		—
Total assets		135,069,232			5,326,756			26,556,732			981,015,155		103,394,534
Liabilities:
Payable for fund shares redeemed		5,581			140,370			—			—		—
Dividends payable		381,751			9,307			64,043			127,183		95,716
Payable upon return of securities on loan		8,564,259			917,275			—			—		—
Accrued expenses:
Advisory fees (Note 3)		52,188			1,451			5,588			162,961		20,893
Administration fees (Note 3)		9,394			327			2,012			73,332		7,522
Custodian fees (Note 3)		2,292			91			559			7,967		1,876
Accounting fees (Note 3)		3,131			109			670			24,444		2,507
Shareholder services fees (Note 3)		12,613			892			4,504			201,781		18,824
Distribution services fees (Note 3)		875			175			203			—		—
Transfer agent fees (Note 3)		5,182			3,242			4,686			3,825		3,196
Other		27,356			20,989			5,338			114,879		11,944
Total liabilities		9,064,622			1,094,228			87,603			716,372		162,478
Net Assets:		126,004,610			4,232,528			26,469,129			980,298,783		103,232,056
Composition of Net Assets:
Paid-in capital	$	161,001,345		$	14,388,336		$	26,163,576		$	978,855,078	$	103,441,657
Undistributed net investment income/(loss)		—			21,043			(9,141	)		—		(8,840	)
Accumulated net realized gains/(losses) on investments		(22,936,411	)		(10,093,720	)		91,757			1,443,705		(200,761	)
Net unrealized appreciation/(depreciation) of investments		(12,060,324	)		(83,131	)		222,937			—		—
Net Assets	$	126,004,610		$	4,232,528		$	26,469,129		$	980,298,783	$	103,232,056
Investments, at identified cost	$	145,987,177		$	5,347,746		$	25,981,134		$	979,274,495	$	102,782,413
Shares Outstanding† and Net Asset Value Per Share:
Class A Shares:
Net assets	$	59,138,996		$	3,880,058		$	21,119,194		$	973,252,205	$	91,465,850
Shares outstanding		6,834,834			496,310			2,238,876			971,825,777		91,515,410
Net asset value and redemption price per share	$	8.65		$	7.82		$	9.43		$	1.00	$	1.00
Offering price per share	$	8.83	(2)	$	7.94	(3)	$	9.62	(2)	$	1.00	$	1.00
Class C Shares:
Net assets	$	1,427,268		$	283,696		$	315,497			—		—
Shares outstanding		164,959			36,290			33,442			—		—
Net asset value, offering and redemption price* per share	$	8.65		$	7.82		$	9.43			—		—
Class I Shares:
Net assets	$	65,438,346		$	68,774		$	5,034,438		$	7,046,578	$	11,766,206
Shares outstanding		7,565,335			8,792			533,935			7,036,397		11,755,844
Net asset value, offering and redemption price per share	$	8.65		$	7.82		$	9.43		$	1.00	$	1.00

† The Declaration of Trust permits the Board of Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value) for each class of shares.

* Redemption price per share varies by length of time shares are held.

(1) Including $8,433,857 and $900,408 of securities loaned, respectively.

(2) Computation of Offering Price Per Share: 100/98% of net asset value.

(3) Computation of Offering Price Per Share: 100/98.5% of net asset value.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

72

REGIONS MORGAN KEEGAN SELECT FUNDS

STATEMENTSOF OPERATIONS

FOR THE YEAR ENDED NOVEMBER 30, 2008

	Mid Cap Growth Fund			Growth Fund			Core Equity Fund
Investment Income:
Dividend income	$	3,205,840	(1)	$	4,993,802	(2)	$	402,798	(3)
Proceeds from securities lending		267,971			148,123			—
Total investment income		3,473,811			5,141,925			402,798
Expenses:
Advisory fees		2,608,242			2,950,781			225,134
Administration fees		312,989			354,094			27,016
Custodian fees		61,613			65,181			7,364
Accounting fees		104,329			118,031			9,005
Shareholder service fees—Class A Shares		484,474			470,494			8,390
Shareholder service fees—Class C Shares		20,467			9,610			—
Distribution service fees—Class C Shares		61,400			28,830			—
Transfer agent fees		202,530			201,490			43,346
Legal fees		64,454			72,893			5,406
Audit fees		24,611			25,636			10,244
Registration fees		42,910			44,007			17,687
Trustees’ fees		7,089			7,089			7,088
Insurance premiums		2,808			3,319			857
Printing and postage fees		37,214			43,066			4,074
Other		21,460			24,516			7,750
Total expenses		4,056,590			4,419,037			373,361
Net investment income/(loss)		(582,779	)		722,888			29,437
Realized and Unrealized Gains/(Losses) on Investments:
Net realized gains/(losses) on investments		503,989			(4,458,968	)		7,997,951
Net realized gains on expired or closed options		707,255			469,232			106,950
Change in unrealized depreciation on investments		(162,838,720	)		(143,617,926	)		(18,519,317	)
Net realized and unrealized losses on investments		(161,627,476	)		(147,607,662	)		(10,414,416	)
Change in net assets resulting from operations	$	(162,210,255	)	$	(146,884,774	)	$	(10,384,979	)

(1) Net of foreign taxes withheld of $14,220.

(2) Net of foreign taxes withheld of $16,141.

(3) Net of foreign taxes withheld of $414.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

73

REGIONS MORGAN KEEGAN SELECT FUNDS

STATEMENTSOF OPERATIONS

FOR THE YEAR ENDED NOVEMBER 30, 2008

	Mid Cap Value Fund			Value Fund			Balanced Fund
Investment Income:
Dividend income	$	709,036	(1)	$	5,018,153	(2)	$	1,840,770	(3)
Interest income		—			—			2,472,820
Proceeds from securities lending		37,027			—			155,219
Total investment income		746,063			5,018,153			4,468,809
Expenses:
Advisory fees		392,465			1,722,614			1,245,402
Administration fees		47,096			206,714			149,449
Custodian fees		12,816			46,675			35,710
Accounting fees		15,698			68,904			49,816
Shareholder service fees—Class A Shares		58,038			223,198			191,130
Shareholder service fees—Class C Shares		1,572			5,076			11,247
Distribution service fees—Class C Shares		4,715			15,228			33,740
Transfer agent fees		64,177			128,736			166,984
Legal fees		9,751			42,185			30,249
Audit fees		12,063			19,691			27,169
Registration fees		39,521			42,481			41,811
Trustees’ fees		7,088			7,088			7,089
Insurance premiums		753			1,921			1,591
Printing and postage fees		5,233			22,732			15,990
Other		7,887			15,849			12,499
Total expenses		678,873			2,569,092			2,019,876
Net investment income/(loss)		67,190			2,449,061			2,448,933
Realized and Unrealized Gains/(Losses) on Investments:
Net realized losses on investments		(3,257,945	)		(9,508,189	)		(2,168,490	)
Net realized gains on expired or closed options		—			178,270			1,240,272
Change in unrealized depreciation on investments		(19,185,849	)		(94,399,395	)		(36,673,347	)
Net realized and unrealized losses on investments		(22,443,794	)		(103,729,314	)		(37,601,565	)
Change in net assets resulting from operations	$	(22,376,604	)	$	(101,280,253	)	$	(35,152,632	)

(1) Net of foreign taxes withheld of $395.

(2) Net of foreign taxes withheld of $3,691.

(3) Net of foreign taxes withheld of $6,845.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

74

REGIONS MORGAN KEEGAN SELECT FUNDS

STATEMENTSOF OPERATIONS

FOR THE YEAR ENDED NOVEMBER 30, 2008

	Fixed Income Fund			Limited Maturity Fixed Income Fund			Intermediate Tax Exempt Bond Fund
Investment Income:
Interest income	$	8,036,105		$	458,452		$	1,501,145
Dividend income		74,835			9,975			20,225
Proceeds from securities lending		123,156			13,429			—
Total investment income		8,234,096			481,856			1,521,370
Expenses:
Advisory fees		780,971			42,021			93,948
Administration fees		140,575			9,455			33,821
Custodian fees		33,738			2,626			9,387
Accounting fees		46,858			3,152			11,274
Shareholder service fees—Class A Shares		229,254			24,425			78,007
Shareholder service fees—Class C Shares		5,559			1,645			2,713
Distribution service fees—Class C Shares		16,676			4,936			8,138
Transfer agent fees		81,420			38,403			54,634
Legal fees		20,006			1,845			3,416
Audit fees		9,918			13,994			7,277
Registration fees		34,007			42,897			24,632
Trustees’ fees		7,088			7,088			7,088
Insurance premiums		1,702			346			696
Printing and postage fees		12,252			1,240			2,228
Other		12,597			7,284			5,547
Total expenses		1,432,621			201,357			342,806
Expenses voluntarily waived by the Fund’s adviser (Note 3)		—			(87,859	)		—
Net Expenses		1,432,621			113,498			342,806
Net investment income		6,801,475			368,358			1,178,564
Realized and Unrealized Gains/(Losses) on Investments:
Net realized gains/(losses) on investments		(7,276,721	)		(1,889,634	)		70,237
Change in unrealized appreciation/(depreciation) on investments		(7,330,125	)		745,049			(240,961	)
Net realized and unrealized losses on investments		(14,606,846	)		(1,144,585	)		(170,724	)
Change in net assets resulting from operations	$	(7,805,371	)	$	(776,227	)	$	1,007,840

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

75

REGIONS MORGAN KEEGAN SELECT FUNDS

STATEMENTSOF OPERATIONS

FOR THE YEAR ENDED NOVEMBER 30, 2008

	Treasury Money Market Fund		Money Market Fund
Investment Income:
Interest income	$	21,291,420	$	3,862,760
Dividend income		1,004,184		251,160
Proceeds from securities lending		194,208		—
Total investment income		22,489,812		4,113,920
Expenses:
Advisory fees		2,202,499		337,464
Administration fees		991,126		121,487
Custodian fees		102,561		29,497
Accounting fees		330,374		40,496
Shareholder service fees—Class A Shares		2,742,283		311,319
Transfer agent fees		234,924		25,660
Legal fees		208,855		17,531
Audit fees		117,116		5,991
Registration fees		30,699		11,045
Trustees’ fees		7,089		7,088
Insurance premiums		48,181		469
Printing and postage fees		102,014		3,038
Other		70,573		1,244
Total expenses		7,188,294		912,329
Net investment income		15,301,518		3,201,591
Realized and Unrealized Gains/(Losses) on Investments:
Net realized gains/(losses) on investments		1,443,705		(2,687	)
Change in unrealized appreciation/(depreciation) on investments		—		—
Net realized and unrealized gains/(losses) on investments		1,443,705		(2,687	)
Change in net assets resulting from operations	$	16,745,223	$	3,198,904

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

76

REGIONS MORGAN KEEGAN SELECT FUNDS

STATEMENTSOF CHANGESIN NET ASSETS

	Mid Cap Growth Fund						Growth Fund
	Year Ended November 30, 2008			Year Ended November 30, 2007			Year Ended November 30, 2008			Year Ended November 30, 2007
Change in Net Assets:
Operations:
Net investment income/(loss)	$	(582,779	)	$	(1,225,033	)	$	722,888		$	593,805
Net realized gains/(losses) on investments		1,211,244			45,784,252			(3,989,736	)		45,263,010
Net change in unrealized appreciation/(depreciation) on investments		(162,838,720	)		2,298,192			(143,617,926	)		20,226,334
Change in net assets resulting from operations		(162,210,255	)		46,857,411			(146,884,774	)		66,083,149
Distributions to Shareholders:
Distributions from net investment income:
Class A Shares		—			—			(63,501	)		(426,641	)
Class C Shares		—			—			—			—
Class I Shares		—			—			(287,602	)		(248,364	)
Distributions from net realized gain on investments:
Class A Shares		(35,505,979	)		(44,384,965	)		(11,292,017	)		—
Class C Shares		(1,235,800	)		(1,195,467	)		(171,931	)		—
Class I Shares		(7,889,191	)		(518,880	)		(3,701,691	)		—
Change in net assets resulting from distributions to shareholders		(44,630,970	)		(46,099,312	)		(15,516,742	)		(675,005	)
Capital Transactions:
Change in net assets resulting from capital transactions (Note 7)		38,209,098			19,474,335			(94,212,917	)		22,657,020
Change in net assets		(168,632,127	)		20,232,434			(256,614,433	)		88,065,164
Net Assets:
Beginning of period		385,776,402			365,543,968			506,229,771			418,164,607
End of period	$	217,144,275		$	385,776,402		$	249,615,338		$	506,229,771
Undistributed net investment income/(loss)	$	—		$	(1,223,840	)	$	402,777		$	31,991

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

77

REGIONS MORGAN KEEGAN SELECT FUNDS

STATEMENTSOF CHANGESIN NET ASSETS

	Core Equity Fund						Mid Cap Value Fund
	Year Ended November 30, 2008			Year Ended November 30, 2007			Year Ended November 30, 2008			Year Ended November 30, 2007
Change in Net Assets:
Operations:
Net investment income/(loss)	$	29,437		$	601,811		$	67,190		$	70,380
Net realized gains/(losses) on investments		8,104,901			9,806,579			(3,257,945	)		5,608,095
Net change in unrealized appreciation/(depreciation) on investments		(18,519,317	)		(2,573,834	)		(19,185,849	)		(2,492,622	)
Change in net assets resulting from operations		(10,384,979	)		7,834,556			(22,376,604	)		3,185,853
Distributions to Shareholders:
Distributions from net investment income:
Class A Shares		(5,603	)		(36,740	)		—			—
Class C Shares		—			—			—			—
Class I Shares		(99,876	)		(677,088	)		(100,052	)		—
Distributions from net realized gain on investments:
Class A Shares		(714,711	)		(1,237,931	)		(3,253,965	)		(2,964,671	)
Class C Shares		(16	)		(21	)		(55,170	)		(51,238	)
Class I Shares		(9,092,455	)		(19,477,443	)		(1,094,247	)		(5,233	)
Change in net assets resulting from distributions to shareholders		(9,912,661	)		(21,429,223	)		(4,503,434	)		(3,021,142	)
Capital Transactions:
Change in net assets resulting from capital transactions (Note 7)		(37,572,930	)		(19,873,318	)		(13,612,466	)		(3,168,597	)
Change in net assets		(57,870,570	)		(33,467,985	)		(40,492,504	)		(3,003,886	)
Net Assets:
Beginning of period		66,621,587			100,089,572			74,189,671			77,193,557
End of period	$	8,751,017		$	66,621,587		$	33,697,167		$	74,189,671
Undistributed net investment income/(loss)	$	(1,848	)	$	74,194		$	36,619		$	70,380

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

78

REGIONS MORGAN KEEGAN SELECT FUNDS

STATEMENTSOF CHANGESIN NET ASSETS

	Value Fund						Balanced Fund
	Year Ended November 30, 2008			Year Ended November 30, 2007			Year Ended November 30, 2008			Year Ended November 30, 2007
Change in Net Assets:
Operations:
Net investment income/(loss)	$	2,449,061		$	2,518,750		$	2,448,933		$	2,029,034
Net realized gains/(losses) on investments		(9,329,919	)		20,098,966			(928,218	)		14,821,402
Net change in unrealized appreciation/(depreciation) on investments		(94,399,395	)		17,163,968			(36,673,347	)		1,339,593
Change in net assets resulting from operations		(101,280,253	)		39,781,684			(35,152,632	)		18,190,029
Distributions to Shareholders:
Distributions from net investment income:
Class A Shares		(1,111,385	)		(2,331,976	)		(1,186,798	)		(2,047,156	)
Class C Shares		—			—			(22,451	)		(5,878	)
Class I Shares		(1,352,991	)		(132,289	)		(1,100,504	)		(6,629	)
Distributions from net realized gain on investments:
Class A Shares		(2,924,393	)		—			(14,126,867	)		(5,291,763	)
Class C Shares		(35,164	)		—			(603,750	)		(28,204	)
Class I Shares		(426,905	)		—			(19,152	)		(16,916	)
Change in net assets resulting from distributions to shareholders		(5,850,838	)		(2,464,265	)		(17,059,522	)		(7,396,546	)
Capital Transactions:
Change in net assets resulting from capital transactions (Note 7)		(2,215,941	)		(26,564,813	)		6,194,931			(14,799,267	)
Change in net assets		(109,347,032	)		10,752,606			(46,017,223	)		(4,005,784	)
Net Assets:
Beginning of period		265,100,647			254,348,041			173,767,816			177,773,600
End of period	$	155,753,615		$	265,100,647		$	127,750,593		$	173,767,816
Undistributed net investment income/(loss)	$	673,502		$	689,354		$	571,603		$	381,965

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

79

REGIONS MORGAN KEEGAN SELECT FUNDS

STATEMENTSOF CHANGESIN NET ASSETS

	Fixed Income Fund						Limited Maturity Fixed Income Fund
	Year Ended November 30, 2008			Year Ended November 30, 2007			Year Ended November 30, 2008			Year Ended November 30, 2007
Change in Net Assets:
Operations:
Net investment income/(loss)	$	6,801,475		$	11,009,240		$	368,358		$	1,519,520
Net realized gains/(losses) on investments		(7,276,721	)		(10,796,662	)		(1,889,634	)		(1,939,293	)
Net change in unrealized appreciation/(depreciation) on investments		(7,330,125	)		(4,536,576	)		745,049			(1,232,991	)
Change in net assets resulting from operations		(7,805,371	)		(4,323,998	)		(776,227	)		(1,652,764	)
Distributions to Shareholders:
Distributions from net investment income:
Class A Shares		(3,967,115	)		(8,196,929	)		(381,780	)		(1,703,665	)
Class C Shares		(79,288	)		(111,583	)		(20,916	)		(31,593	)
Class I Shares		(2,816,760	)		(2,803,171	)		(653	)		(5	)
Change in net assets resulting from distributions to shareholders		(6,863,163	)		(11,111,683	)		(403,349	)		(1,735,263	)
Capital Transactions:
Change in net assets resulting from capital transactions (Note 7)		(41,684,606	)		(73,909,580	)		(16,801,059	)		(26,828,049	)
Change in net assets		(56,353,140	)		(89,345,261	)		(17,980,635	)		(30,216,076	)
Net Assets:
Beginning of period		182,357,750			271,703,011			22,213,163			52,429,239
End of period	$	126,004,610		$	182,357,750		$	4,232,528		$	22,213,163
Undistributed net investment income/(loss)	$	—		$	(102,443	)	$	21,043		$	(1,623	)

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

80

REGIONS MORGAN KEEGAN SELECT FUNDS

STATEMENTSOF CHANGESIN NET ASSETS

	Intermediate Tax Exempt Bond Fund
	Year Ended November 30, 2008			Year Ended November 30, 2007
Change in Net Assets:
Operations:
Net investment income/(loss)	$	1,178,564		$	1,656,605
Net realized gains/(losses) on investments		70,237			28,911
Net change in unrealized appreciation/(depreciation) on investments		(240,961	)		(145,091	)
Change in net assets resulting from operations		1,007,840			1,540,425
Distributions to Shareholders:
Distributions from net investment income:
Class A Shares		(974,209	)		(1,426,501	)
Class C Shares		(26,034	)		(22,448	)
Class I Shares		(173,603	)		(181,127	)
Distributions from net realized gain on investments:
Class A Shares		(38,898	)		—
Class C Shares		(2,663	)		—
Class I Shares		(5,313	)		—
Change in net assets resulting from distributions to shareholders		(1,220,720	)		(1,630,076	)
Capital Transactions:
Change in net assets resulting from capital transactions (Note 7)		(28,020,451	)		2,087,718
Change in net assets		(28,233,331	)		1,998,067
Net Assets:
Beginning of period		54,702,460			52,704,393
End of period	$	26,469,129		$	54,702,460
Undistributed net investment income/(loss)	$	(9,141	)	$	—

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

81

REGIONS MORGAN KEEGAN SELECT FUNDS

STATEMENTSOF CHANGESIN NET ASSETS

	Treasury Money Market Fund						Money Market Fund
	Year Ended November 30, 2008			Year Ended November 30, 2007			Year Ended November 30, 2008			Year Ended November 30, 2007
Change in Net Assets:
Operations:
Net investment income	$	15,301,518		$	49,263,771		$	3,201,591		$	5,100,767
Net realized gains/(losses) on investments		1,443,705			707,214			(2,687	)		(2,890	)
Change in net assets resulting from operations		16,745,223			49,970,985			3,198,904			5,097,877
Distributions to Shareholders:
Distributions from net investment income:
Class A Shares		(15,261,633	)		(49,245,664	)		(2,918,130	)		(4,678,888	)
Class I Shares		(39,880	)		(18,112	)		(248,102	)		(466,078	)
Distributions from net realized gain on investments:
Class A Shares		(706,476	)		—			—			—
Class I Shares		(614	)		—			—			—
Change in net assets resulting from distributions to shareholders		(16,008,603	)		(49,263,776	)		(3,166,232	)		(5,144,966	)
Capital Transactions:
Change in net assets resulting from capital transactions (Note 7)		(278,708,781	)		171,011,389			(44,799,831	)		58,916,144
Change in net assets		(277,972,161	)		171,718,598			(44,767,159	)		58,869,055
Net Assets:
Beginning of period		1,258,270,944			1,086,552,346			147,999,215			89,130,160
End of period	$	980,298,783		$	1,258,270,944		$	103,232,056		$	147,999,215
Undistributed net investment income/(loss)	$	—		$	(5	)	$	(8,840	)	$	1,206

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

82

[THIS PAGE INTENTIONALLY LEFT BLANK]

83

REGIONS MORGAN KEEGAN SELECT FUNDS

FINANCIAL HIGHLIGHTS

SELECTED DATA FORA SHARE OUTSTANDING THROUGHOUTTHE PERIOD INDICATED:

	Net Asset Value, Beginning of Period		Net Investment Income/(Loss)		Net Realized and Unrealized Gains/(Losses) on Investments		Total From Investment Operations		Dividends from Net Investment Income		Distributions from Capital Gains
Mid Cap Growth Fund
Class A Shares
Year Ended November 30, 2008	$	18.63	(0.05	)	(6.84	)	(6.89	)	—		(2.15	)
Year Ended November 30, 2007	$	18.82	(0.06	)	2.27		2.21		—		(2.40	)
Year Ended November 30, 2006	$	18.06	(0.06	)	1.82		1.76		—		(1.00	)
Year Ended November 30, 2005	$	16.57	(0.07	)	2.93		2.86		—		(1.37	)
Year Ended November 30, 2004	$	15.49	(0.11	)	1.19		1.08		—		—
Mid Cap Growth Fund
Class C Shares
Year Ended November 30, 2008	$	17.93	(0.17	)	(6.52	)	(6.69	)	—		(2.15	)
Year Ended November 30, 2007	$	18.24	(0.18	)	2.27		2.09		—		(2.40	)
Year Ended November 30, 2006	$	17.61	(0.06	)	1.69		1.63		—		(1.00	)
Year Ended November 30, 2005	$	16.24	(0.07	)	2.81		2.74		—		(1.37	)
Year Ended November 30, 2004	$	15.29	(0.11	)	1.06		0.95		—		—
Mid Cap Growth Fund
Class I Shares
Year Ended November 30, 2008	$	18.77	—		(6.92	)	(6.92	)	—		(2.15	)
Year Ended November 30, 2007	$	18.92	(0.02	)	2.27		2.25		—		(2.40	)
Year Ended November 30, 2006	$	18.11	(0.06	)	1.87		1.81		—		(1.00	)
Year Ended November 30, 2005	$	16.59	(0.07	)	2.96		2.89		—		(1.37	)
Period Ended November 30, 2004 (7)	$	16.16	(0.11	)	0.54		0.43		—		—
Growth Fund
Class A Shares
Year Ended November 30, 2008	$	20.82	(0.01	)	(7.20	)	(7.21	)	—	(6)	(0.63	)
Year Ended November 30, 2007	$	18.21	0.02		2.61		2.63		(0.02	)	—
Year Ended November 30, 2006	$	16.93	0.02		1.28		1.30		(0.02	)	—
Year Ended November 30, 2005	$	15.33	0.04		1.65		1.69		(0.09	)	—
Year Ended November 30, 2004	$	15.04	0.06		0.23		0.29		—		—
Growth Fund
Class C Shares
Year Ended November 30, 2008	$	20.19	(0.17	)	(6.94	)	(7.11	)	—		(0.63	)
Year Ended November 30, 2007	$	17.69	—		2.50		2.50		—		—
Year Ended November 30, 2006	$	16.52	—		1.17		1.17		—		—
Year Ended November 30, 2005	$	15.02	0.01		1.55		1.56		(0.06	)	—
Year Ended November 30, 2004	$	14.84	0.06		0.12		0.18		—		—
Growth Fund
Class I Shares
Year Ended November 30, 2008	$	20.80	0.08		(7.25	)	(7.17	)	(0.03	)	(0.63	)
Year Ended November 30, 2007	$	18.19	0.07		2.61		2.68		(0.07	)	—
Year Ended November 30, 2006	$	16.94	0.10		1.25		1.35		(0.10	)	—
Period Ended November 30, 2005 (8)	$	15.52	(0.04	)	1.47		1.43		(0.01	)	—

(1) Total return is based on net asset value, which excludes the sales charge or contingent deferred sales charge, if applicable.

(2) Not annualized for periods less than one year.

(3) Ratio annualized for periods less than one year.

(4) Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between classes of shares issued.

(5) This voluntary expense decrease is reflected in both the net expense and net investment income/(loss) ratios shown.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

84

REGIONS MORGAN KEEGAN SELECT FUNDS

						Ratios to Average Net Assets						Supplemental Data
Total Distributions		Net Asset Value, End of Period		Total Return (1, 2)		Net Investment Income (3)		Net Expenses (3)		Expenses Waiver/ Reimbursement (3, 5)		Net Assets, End of Period (000's)		Portfolio Turnover Rate (4)
(2.15	)	$	9.59	(41.79	)%	(0.25	)%	1.25	%	—		$	97,154	38	%
(2.40	)	$	18.63	13.72	%	(0.34	)%	1.23	%	—		$	308,921	52	%
(1.00	)	$	18.82	10.27	%	(0.32	)%	1.25	%	—		$	352,742	67	%
(1.37	)	$	18.06	18.91	%	(0.40	)%	1.26	%	—		$	318,644	73	%
—		$	16.57	6.97	%	(0.69	)%	1.29	%	—		$	294,325	56	%
(2.15	)	$	9.09	(42.37	)%	(1.00	)%	2.00	%	—		$	4,457	38	%
(2.40	)	$	17.93	13.48	%	(1.09	)%	1.98	%	—		$	10,345	52	%
(1.00	)	$	18.24	9.76	%	(1.07	)%	2.00	%	—		$	9,168	67	%
(1.37	)	$	17.61	18.54	%	(1.15	)%	2.01	%	—		$	5,984	73	%
—		$	16.24	6.21	%	(1.39	)%	1.99	%	—		$	5,353	56	%
(2.15	)	$	9.70	(41.62	)%	—		1.00	%	—		$	115,533	38	%
(2.40	)	$	18.77	13.87	%	(0.09	)%	0.98	%	—		$	66,510	52	%
(1.00	)	$	18.92	10.52	%	(0.07	)%	1.00	%	—		$	3,634	67	%
(1.37	)	$	18.11	19.09	%	(0.15	)%	1.01	%	—		$	1,315	73	%
—		$	16.59	2.66	%	(0.40	)%	1.00	%	—		$	1,032	56	%
(0.63	)	$	12.98	(35.65	)%	0.06	%	1.25	%	—		$	97,374	26	%
(0.02	)	$	20.82	14.46	%	0.10	%	1.21	%	—		$	379,550	41	%
(0.02	)	$	18.21	7.67	%	0.12	%	1.25	%	—		$	387,871	27	%
(0.09	)	$	16.93	11.06	%	0.22	%	1.23	%	0.05	%	$	385,900	53	%
—		$	15.33	1.93	%	0.37	%	1.27	%	0.05	%	$	411,785	33	%
(0.63	)	$	12.45	(36.30	)%	(0.69	)%	2.00	%	—		$	2,234	26	%
—		$	20.19	14.13	%	(0.65	)%	1.96	%	—		$	5,562	41	%
—		$	17.69	7.08	%	(0.63	)%	2.00	%	—		$	3,609	27	%
(0.06	)	$	16.52	10.43	%	(0.53	)%	1.98	%	0.05	%	$	3,082	53	%
—		$	15.02	1.21	%	(0.32	)%	1.96	%	0.05	%	$	2,955	33	%
(0.66	)	$	12.97	(35.53	)%	0.31	%	1.00	%	—		$	150,007	26	%
(0.07	)	$	20.80	14.75	%	0.35	%	0.96	%	—		$	121,118	41	%
(0.10	)	$	18.19	7.98	%	0.37	%	1.00	%	—		$	26,685	27	%
(0.01	)	$	16.94	9.24	%	0.47	%	0.98	%	0.05	%	$	33,118	53	%

(6) Represents less than $0.005.

(7) From the commencement of investment operations on June 23, 2004.

(8) From the commencement of investment operations on May 19, 2005.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

85

REGIONS MORGAN KEEGAN SELECT FUNDS

FINANCIAL HIGHLIGHTS

SELECTED DATA FORA SHARE OUTSTANDING THROUGHOUTTHE PERIOD INDICATED:

	Net Asset Value, Beginning of Period		Net Investment Income		Net Realized and Unrealized Gains/(Losses) on Investments		Total From Investment Operations		Dividends from Net Investment Income		Distributions from Capital Gains
Core Equity Fund
Class A Shares
Year Ended November 30, 2008	$	24.92	(0.02	)	(8.33	)	(8.35	)	(0.03	)	(3.73	)
Year Ended November 30, 2007	$	28.53	0.15		2.41		2.56		(0.18	)	(5.99	)
Year Ended November 30, 2006	$	27.94	0.26		0.59		0.85		(0.26	)	—
Period Ended November 30, 2005 (9)	$	27.56	0.05		0.39		0.44		(0.06	)	—
Year Ended August 31, 2005	$	24.38	0.27	(6)	3.15	(6)	3.42		(0.24	)	—
Year Ended August 31, 2004	$	22.68	0.12	(6)	1.73	(6)	1.85		(0.15	)	—
Core Equity Fund
Class C Shares
Year Ended November 30, 2008	$	24.93	(0.05	)	(8.33	)	(8.38	)	(0.02	)	(3.73	)
Year Ended November 30, 2007	$	28.53	0.10		2.42		2.52		(0.13	)	(5.99	)
Period Ended November 30, 2006 (10)	$	29.07	0.14		(0.54	)	(0.40	)	(0.14	)	—
Core Equity Fund
Class I Shares
Year Ended November 30, 2008	$	24.95	0.05		(8.38	)	(8.33	)	(0.04	)	(3.73	)
Year Ended November 30, 2007	$	28.56	0.22		2.41		2.63		(0.25	)	(5.99	)
Year Ended November 30, 2006	$	27.97	0.33		0.59		0.92		(0.33	)	—
Period Ended November 30, 2005 (9)	$	27.59	0.07		0.39		0.46		(0.08	)	—
Year Ended August 31, 2005	$	24.42	0.34	(6)	3.16	(6)	3.50		(0.33	)	—
Year Ended August 31, 2004	$	22.71	0.19	(6)	1.73	(6)	1.92		(0.21	)	—
Mid Cap Value Fund
Class A Shares
Year Ended November 30, 2008	$	11.16	(0.02	)	(3.92	)	(3.94	)	—		(0.65	)
Year Ended November 30, 2007	$	11.10	—		0.50		0.50		—		(0.44	)
Year Ended November 30, 2006	$	11.43	—		0.97		0.97		—		(1.30	)
Year Ended November 30, 2005	$	12.73	(0.06	)	1.34		1.28		—		(2.58	)
Year Ended November 30, 2004	$	11.27	(0.06	)	2.35		2.29		(0.00	)(7)	(0.83	)
Mid Cap Value Fund
Class C Shares
Year Ended November 30, 2008	$	10.82	(0.11	)	(3.77	)	(3.88	)	—		(0.65	)
Year Ended November 30, 2007	$	10.85	(0.14	)	0.55		0.41		—		(0.44	)
Year Ended November 30, 2006	$	11.26	—		0.89		0.89		—		(1.30	)
Year Ended November 30, 2005	$	12.63	(0.06	)	1.27		1.21		—		(2.58	)
Year Ended November 30, 2004	$	11.25	(0.06	)	2.27		2.21		—		(0.83	)
Mid Cap Value Fund
Class I Shares
Year Ended November 30, 2008	$	11.22	0.08		(4.00	)	(3.92	)	(0.06	)	(0.65	)
Year Ended November 30, 2007	$	11.14	0.04		0.48		0.52		—		(0.44	)
Year Ended November 30, 2006	$	11.44	—		1.00		1.00		—		(1.30	)
Period Ended November 30, 2005 (11)	$	10.50	(0.06	)	1.00		0.94		—		—

(1) Total return is based on net asset value, which excludes the sales charge or contingent deferred sales charge, if applicable.

(2) Not annualized for periods less than one year.

(3) Ratio annualized for periods less than one year.

(4) Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between classes of shares issued.

(5) This voluntary expense decrease is reflected in both the net expense and net investment income/(loss) ratios shown.

(6) Per share data calculated using average shares for the period.

(7) Represents less than $0.005.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

86

REGIONS MORGAN KEEGAN SELECT FUNDS

						Ratios to Average Net Assets						Supplemental Data
Total Distributions		Net Asset Value, End of Period		Total Return (1, 2)		Net Investment Income (3)		Net Expenses (3)		Expenses Waiver/ Reimbursement (3, 5)		Net Assets, End of Period (000's)			Portfolio Turnover Rate (4)
(3.76	)	$	12.81	(39.36	)%	(0.12	)%	1.47	%	—		$	1,841		143	%
(6.17	)	$	24.92	11.35	%	0.59	%(12)	1.28	%	—		$	4,764		113	%
(0.26	)	$	28.53	3.06	%	0.87	%	1.27	%	—		$	5,990		120	%
(0.06	)	$	27.94	1.59	%	0.75	%	1.43	%	—		$	5,346		6	%
(0.24	)	$	27.56	14.08	%	0.95	%	1.42	%	0.02	%	$	5,941		31	%
(0.15	)	$	24.38	8.16	%	0.48	%	1.43	%	0.05	%	$	12,445		10	%
(3.75	)	$	12.80	(39.46	)%	(0.87	)%	2.22	%	—		$	—	(8)	143	%
(6.12	)	$	24.93	11.16	%	(0.16	)%(12)	2.03	%	—		$	—	(8)	113	%
(0.14	)	$	28.53	(1.35	)%	0.12	%	2.02	%	—		$	—	(8)	120	%
(3.77	)	$	12.85	(39.22	)%	0.13	%	1.22	%	—		$	6,909		143	%
(6.24	)	$	24.95	11.63	%	0.84	%(12)	1.03	%	—		$	61,858		113	%
(0.33	)	$	28.56	3.34	%	1.12	%	1.02	%	—		$	94,099		120	%
(0.08	)	$	27.97	1.65	%	1.01	%	1.18	%	—		$	112,720		6	%
(0.33	)	$	27.59	14.39	%	1.27	%	1.15	%	0.16	%	$	119,450		31	%
(0.21	)	$	24.42	8.48	%	0.77	%	1.13	%	0.35	%	$	136,532		10	%
(0.65	)	$	6.57	(37.35	)%	—		1.43	%	—		$	10,257		63	%
(0.44	)	$	11.16	4.58	%	0.08	%	1.31	%	—		$	56,249		66	%
(1.30	)	$	11.10	9.75	%	—		1.30	%	—		$	75,786		33	%
(2.58	)	$	11.43	11.93	%	(0.44	)%	1.25	%	0.05	%	$	89,810		68	%
(0.83	)	$	12.73	21.76	%	(0.70	)%	1.38	%	0.05	%	$	106,222		23	%
(0.65	)	$	6.29	(38.01	)%	(0.75	)%	2.18	%	—		$	312		63	%
(0.44	)	$	10.82	3.83	%	(0.67	)%	2.06	%	—		$	930		66	%
(1.30	)	$	10.85	9.13	%	(0.75	)%	2.05	%	—		$	1,274		33	%
(2.58	)	$	11.26	11.38	%	(1.19	)%	2.00	%	0.05	%	$	848		68	%
(0.83	)	$	12.63	21.00	%	(1.13	)%	1.81	%	0.05	%	$	384		23	%
(0.71	)	$	6.59	(37.15	)%	0.25	%	1.18	%	—		$	23,129		63	%
(0.44	)	$	11.22	4.75	%	0.33	%	1.06	%	—		$	17,011		66	%
(1.30	)	$	11.14	10.03	%	0.25	%	1.05	%	—		$	134		33	%
—		$	11.44	8.95	%	(0.19	)%	1.00	%	0.05	%	$	140		68	%

(8) Represents less than $1,000.

(9) For the period September 1, 2005 to November 30, 2005.

(10) From the commencement of investment operations on April 3, 2006.

(11) From the commencement of investment operations on May 10, 2005.

(12) Net investment income includes a one-time special cash dividend of $21.50 per share of Florida East Coast Industries, Inc. Excluding this dividend, the net investment income ratio to average net assets would have been 0.15%, (0.60)% and 0.40% for Class A Shares, Class C Shares and Class I Shares, respectively.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

87

REGIONS MORGAN KEEGAN SELECT FUNDS

FINANCIAL HIGHLIGHTS

SELECTED DATA FORA SHARE OUTSTANDING THROUGHOUTTHE PERIOD INDICATED:

	Net Asset Value, Beginning of Period		Net Investment Income/(Loss)		Net Realized and Unrealized Gains/(Losses) on Investments		Total From Investment Operations		Dividends from Net Investment Income		Distributions from Capital Gains
Value Fund
Class A Shares
Year Ended November 30, 2008	$	20.56	0.17		(8.06	)	(7.89	)	(0.17	)	(0.27	)
Year Ended November 30, 2007	$	17.76	0.20		2.79		2.99		(0.19	)	—
Year Ended November 30, 2006	$	16.23	0.13		1.52		1.65		(0.12	)	—
Year Ended November 30, 2005	$	14.40	0.15		1.86		2.01		(0.18	)	—
Year Ended November 30, 2004	$	13.13	0.12		1.23		1.35		(0.08	)	—
Value Fund
Class C Shares
Year Ended November 30, 2008	$	20.53	—		(8.03	)	(8.03	)	—		(0.27	)
Year Ended November 30, 2007	$	17.68	0.01		2.84		2.85		—		—
Year Ended November 30, 2006	$	16.16	0.01		1.51		1.52		—		—
Year Ended November 30, 2005	$	14.33	0.04		1.86		1.90		(0.07	)	—
Year Ended November 30, 2004	$	13.13	0.08		1.16		1.24		(0.04	)	—
Value Fund
Class I Shares
Year Ended November 30, 2008	$	20.56	0.22		(8.07	)	(7.85	)	(0.22	)	(0.27	)
Year Ended November 30, 2007	$	17.76	0.25		2.79		3.04		(0.24	)	—
Year Ended November 30, 2006	$	16.26	0.20		1.49		1.69		(0.19	)	—
Year Ended November 30, 2005	$	14.42	0.18		1.87		2.05		(0.21	)	—
Period Ended November 30, 2004 (7)	$	13.69	0.07		0.70		0.77		(0.04	)	—
Balanced Fund
Class A Shares
Year Ended November 30, 2008	$	17.57	0.22		(3.54	)	(3.32	)	(0.20	)	(1.50	)
Year Ended November 30, 2007	$	16.47	0.20		1.60		1.80		(0.20	)	(0.50	)
Year Ended November 30, 2006	$	15.40	0.19		1.10		1.29		(0.19	)	(0.03	)
Year Ended November 30, 2005	$	13.97	0.16		1.46		1.62		(0.19	)	—
Year Ended November 30, 2004	$	13.54	0.22	(6)	0.40		0.62		(0.19	)	—
Balanced Fund
Class C Shares
Year Ended November 30, 2008	$	17.56	0.09		(3.52	)	(3.43	)	(0.07	)	(1.50	)
Year Ended November 30, 2007	$	16.46	0.08		1.60		1.68		(0.08	)	(0.50	)
Year Ended November 30, 2006	$	15.38	0.06		1.11		1.17		(0.06	)	(0.03	)
Year Ended November 30, 2005	$	13.95	0.06		1.46		1.52		(0.09	)	—
Year Ended November 30, 2004	$	13.54	0.13	(6)	0.39		0.52		(0.11	)	—
Balanced Fund
Class I Shares
Year Ended November 30, 2008	$	17.60	0.26		(3.54	)	(3.28	)	(0.25	)	(1.50	)
Year Ended November 30, 2007	$	16.49	0.24		1.61		1.85		(0.24	)	(0.50	)
Year Ended November 30, 2006	$	15.42	0.23		1.10		1.33		(0.23	)	(0.03	)
Period Ended November 30, 2005 (8)	$	15.15	0.01		0.30		0.31		(0.04	)	—

(1) Total return is based on net asset value, which excludes the sales charge or contingent deferred sales charge, if applicable.

(2) Not annualized for periods less than one year.

(3) Ratio annualized for periods less than one year.

(4) Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between classes of shares issued.

(5) This voluntary expense decrease is reflected in both the net expense and net investment income/(loss) ratios shown.

(6) Per share data calculated using average shares for the period.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

88

REGIONS MORGAN KEEGAN SELECT FUNDS

						Ratios to Average Net Assets						Supplemental Data
Total Distributions		Net Asset Value, End of Period		Total Return (1, 2)		Net Investment Income (3)		Net Expenses (3)		Expenses Waiver/ Reimbursement (3, 5)		Net Assets, End of Period (000's)		Portfolio Turnover Rate (4)
(0.44	)	$	12.23	(39.17	)%	0.92	%	1.26	%	—		$	43,546	182	%
(0.19	)	$	20.56	16.93	%	1.03	%(9)	1.22	%	—		$	230,288	89	%
(0.12	)	$	17.76	10.19	%	0.73	%	1.23	%	—		$	250,627	72	%
(0.18	)	$	16.23	14.05	%	0.97	%	1.25	%	0.05	%	$	224,301	58	%
(0.08	)	$	14.40	10.29	%	0.92	%	1.29	%	0.05	%	$	169,772	59	%
(0.27	)	$	12.23	(39.64	)%	0.17	%	2.01	%	—		$	1,129	182	%
—		$	20.53	16.12	%	0.28	%(9)	1.97	%	—		$	2,734	89	%
—		$	17.68	9.41	%	(0.02	)%	1.98	%	—		$	2,633	72	%
(0.07	)	$	16.16	13.31	%	0.22	%	2.00	%	0.05	%	$	2,255	58	%
(0.04	)	$	14.33	9.45	%	0.18	%	2.00	%	0.05	%	$	2,056	59	%
(0.49	)	$	12.22	(39.04	)%	1.17	%	1.01	%	—		$	111,079	182	%
(0.24	)	$	20.56	17.23	%	1.28	%(9)	0.97	%	—		$	32,079	89	%
(0.19	)	$	17.76	10.46	%	0.98	%	0.98	%	—		$	1,088	72	%
(0.21	)	$	16.26	14.31	%	1.22	%	1.00	%	0.05	%	$	806	58	%
0.04		$	14.42	5.63	%	1.16	%	1.02	%	0.05	%	$	531	59	%
(1.70	)	$	12.55	(20.78	)%	1.37	%	1.33	%	—		$	25,532	40	%
(0.70	)	$	17.57	11.36	%	1.19	%	1.25	%	—		$	166,421	34	%
(0.22	)	$	16.47	8.51	%	1.23	%	1.28	%	—		$	176,281	29	%
(0.19	)	$	15.40	11.72	%	1.16	%	1.28	%	0.05	%	$	127,954	22	%
(0.19	)	$	13.97	4.63	%	1.62	%	1.33	%	0.05	%	$	117,968	79	%
(1.57	)	$	12.56	(21.34	)%	0.62	%	2.08	%	—		$	2,395	40	%
(0.58	)	$	17.56	10.54	%	0.44	%	2.00	%	—		$	7,097	34	%
(0.09	)	$	16.46	7.69	%	0.48	%	2.03	%	—		$	932	29	%
(0.09	)	$	15.38	10.96	%	0.41	%	2.03	%	0.05	%	$	1,382	22	%
(0.11	)	$	13.95	3.86	%	0.92	%	2.08	%	0.05	%	$	2,084	79	%
(1.75	)	$	12.57	(20.58	)%	1.62	%	1.08	%	—		$	99,824	40	%
(0.74	)	$	17.60	11.69	%	1.44	%	1.00	%	—		$	250	34	%
(0.26	)	$	16.49	8.76	%	1.48	%	1.03	%	—		$	561	29	%
(0.04	)	$	15.42	2.06	%	1.41	%	1.03	%	0.05	%	$	47,565	22	%

(7) From the commencement of investment operations on June 16, 2004.

(8) From the commencement of investment operations on September 1, 2005.

(9) Net investment income includes a one-time special cash dividend of $21.50 per share of Florida East Coast Industries, Inc. Excluding this dividend, the net investment income ratio to average net assets would have been 0.90%, 0.15% and 1.15% for Class A Shares, Class C Shares and Class I Shares, respectively.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

89

REGIONS MORGAN KEEGAN SELECT FUNDS

FINANCIAL HIGHLIGHTS

SELECTED DATA FORA SHARE OUTSTANDING THROUGHOUTTHE PERIOD INDICATED:

	Net Asset Value, Beginning of Period		Net Investment Income	Net Realized and Unrealized Gains/(Losses) on Investments		Total From Investment Operations		Dividends from Net Investment Income		Distributions from Capital Gains
Fixed Income Fund
Class A Shares
Year Ended November 30, 2008	$	9.55	0.40	(0.90	)	(0.50	)	(0.40	)	—
Year Ended November 30, 2007	$	10.24	0.48	(0.68	)	(0.20	)	(0.49	)	—
Year Ended November 30, 2006	$	10.23	0.47	0.02		0.49		(0.48	)	—
Year Ended November 30, 2005	$	10.54	0.39	(0.31	)	0.08		(0.39	)	—
Year Ended November 30, 2004	$	11.02	0.37	(0.27	)	0.10		(0.37	)	(0.21	)
Fixed Income Fund
Class C Shares
Year Ended November 30, 2008	$	9.56	0.33	(0.91	)	(0.58	)	(0.33	)	—
Year Ended November 30, 2007	$	10.24	0.41	(0.67	)	(0.26	)	(0.42	)	—
Year Ended November 30, 2006	$	10.23	0.39	0.02		0.41		(0.40	)	—
Year Ended November 30, 2005	$	10.55	0.31	(0.32	)	(0.01	)	(0.31	)	—
Year Ended November 30, 2004	$	11.02	0.28	(0.25	)	0.03		(0.29	)	(0.21	)
Fixed Income Fund
Class I Shares
Year Ended November 30, 2008	$	9.55	0.42	(0.90	)	(0.48	)	(0.42	)	—
Year Ended November 30, 2007	$	10.24	0.50	(0.68	)	(0.18	)	(0.51	)	—
Year Ended November 30, 2006	$	10.23	0.49	0.02		0.51		(0.50	)	—
Period Ended November 30, 2005 (8)	$	10.40	0.13	(0.17	)	(0.04	)	(0.13	)	—
Limited Maturity Fixed Income Fund
Class A Shares
Year Ended November 30, 2008	$	8.75	0.32	(0.92	)	(0.60	)	(0.33	)	—
Year Ended November 30, 2007	$	9.69	0.41	(0.90	)	(0.49	)	(0.45	)	—
Year Ended November 30, 2006	$	9.65	0.35	0.04		0.39		(0.35	)	—
Year Ended November 30, 2005	$	9.84	0.29	(0.18	)	0.11		(0.30	)	—
Year Ended November 30, 2004	$	10.11	0.27	(0.27	)	—	(6)	(0.27	)	—
Limited Maturity Fixed Income Fund
Class C Shares
Year Ended November 30, 2008	$	8.75	0.26	(0.92	)	(0.66	)	(0.27	)	—
Year Ended November 30, 2007	$	9.69	0.34	(0.90	)	(0.56	)	(0.38	)	—
Year Ended November 30, 2006	$	9.65	0.28	0.04		0.32		(0.28	)	—
Year Ended November 30, 2005	$	9.84	0.22	(0.18	)	0.04		(0.23	)	—
Year Ended November 30, 2004	$	10.11	0.20	(0.28	)	(0.08	)	(0.19	)	—
Limited Maturity Fixed Income Fund
Class I Shares
Year Ended November 30, 2008	$	8.75	0.31	(0.92	)	(0.61	)	(0.32	)	—
Year Ended November 30, 2007	$	9.69	0.44	(0.90	)	(0.46	)	(0.48	)	—
Year Ended November 30, 2006	$	9.64	0.34	0.05		0.39		(0.34	)	—
Period Ended November 30, 2005 (9)	$	9.74	0.07	(0.08	)	(0.01	)	(0.08	)	—

(1) Total return is based on net asset value, which excludes the sales charge or contingent deferred sales charge, if applicable.

(2) Not annualized for periods less than one year.

(3) Ratio annualized for periods less than one year.

(4) Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between classes of shares issued.

(5) This voluntary expense decrease is reflected in both the net expense and net investment income/(loss) ratios shown.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

90

REGIONS MORGAN KEEGAN SELECT FUNDS

						Ratios to Average Net Assets						Supplemental Data
Total Distributions		Net Asset Value, End of Period		Total Return (1, 2)		Net Investment Income (3)		Net Expenses (3)		Expenses Waiver/ Reimbursement (3, 5)		Net Assets, End of Period (000's)			Portfolio Turnover Rate (4)
(0.40	)		$8.65	(5.42	)%	4.27	%	1.01	%	—		$	59,139		13	%
(0.49	)	$	9.55	(2.01	)%	4.92	%	1.00	%	—		$	133,830		58	%
(0.48	)	$	10.24	4.91	%	4.56	%	1.00	%	—		$	214,897		44	%
(0.39	)	$	10.23	0.75	%	3.67	%	0.97	%	0.25	%	$	231,426		39	%
(0.58	)	$	10.54	0.87	%	3.44	%	0.97	%	0.25	%	$	265,532		116	%
(0.33	)	$	8.65	(6.22	)%	3.52	%	1.76	%	—		$	1,427		13	%
(0.42	)	$	9.56	(2.64	)%	4.17	%	1.75	%	—		$	3,096		58	%
(0.40	)	$	10.24	4.13	%	3.81	%	1.75	%	—		$	2,750		44	%
(0.31	)	$	10.23	(0.10	)%	2.92	%	1.72	%	0.25	%	$	2,469		39	%
(0.50	)	$	10.55	0.12	%	2.63	%	1.72	%	0.25	%	$	2,531		116	%
(0.42	)	$	8.65	(5.18	)%	4.52	%	0.76	%	—		$	65,438		13	%
(0.51	)	$	9.55	(1.76	)%	5.17	%	0.75	%	—		$	45,432		58	%
(0.50	)	$	10.24	5.17	%	4.81	%	0.75	%	—		$	54,057		44	%
(0.13	)	$	10.23	(0.41	)%	3.92	%	0.72	%	0.25	%	$	77,969		39	%
(0.33	)	$	7.82	(7.01	)%	3.57	%	1.04	%	0.84	%	$	3,880		32	%
(0.45	)	$	8.75	(5.24	)%	4.23	%	0.96	%	0.15	%	$	20,747		19	%
(0.35	)	$	9.69	4.15	%	3.59	%	1.00	%	0.06	%	$	52,023		83	%
(0.30	)	$	9.65	1.19	%	3.01	%	0.96	%	0.30	%	$	67,475		42	%
(0.27	)	$	9.84	(0.02	)%	2.23	%	0.97	%	0.23	%	$	110,249		144	%
(0.27	)	$	7.82	(7.71	)%	2.82	%	1.79	%	0.84	%	$	284		32	%
(0.38	)	$	8.75	(5.95	)%	3.48	%	1.71	%	0.15	%	$	1,466		19	%
(0.28	)	$	9.69	3.37	%	2.84	%	1.75	%	0.06	%	$	406		83	%
(0.23	)	$	9.65	0.43	%	2.26	%	1.71	%	0.30	%	$	502		42	%
(0.19	)	$	9.84	(0.77	)%	1.41	%	1.72	%	0.23	%	$	843		144	%
(0.32	)	$	7.82	(7.08	)%	3.82	%	0.79	%	0.84	%	$	69		32	%
(0.48	)	$	8.75	(4.91	)%	4.48	%	0.71	%	0.15	%	$	—	(7)	19	%
(0.34	)	$	9.69	4.18	%	3.84	%	0.75	%	0.06	%	$	—	(7)	83	%
(0.08	)	$	9.64	(0.19	)%	3.26	%	0.71	%	0.30	%	$	—	(7)	42	%

(6) Represents less than $0.005.

(7) Represents less than $1,000.

(8) From the commencement of investment operations on August 14, 2005.

(9) From the commencement of investment operations on September 1, 2005.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

91

REGIONS MORGAN KEEGAN SELECT FUNDS

FINANCIAL HIGHLIGHTS

SELECTED DATA FORA SHARE OUTSTANDING THROUGHOUTTHE PERIOD INDICATED:

	Net Asset Value, Beginning of Period		Net Investment Income	Net Realized and Unrealized Gains/(Losses) on Investments		Total From Investment Operations		Dividends from Net Investment Income		Distributions from Capital Gains
Intermediate Tax Exempt Bond Fund
Class A Shares
Year Ended November 30, 2008	$	9.51	0.29	(0.07	)	0.22		(0.29	)	(0.01	)
Year Ended November 30, 2007	$	9.54	0.31	(0.04	)	0.27		(0.30	)	—
Year Ended November 30, 2006	$	9.52	0.31	0.03		0.34		(0.31	)	(0.01	)
Year Ended November 30, 2005	$	9.77	0.30	(0.19	)	0.11		(0.30	)	(0.06	)
Period Ended November 30, 2004 (7)	$	10.00	0.25	(0.23	)	0.02		(0.25	)	—
Intermediate Tax Exempt Bond Fund
Class C Shares
Year Ended November 30, 2008	$	9.52	0.22	(0.08	)	0.14		(0.22	)	(0.01	)
Year Ended November 30, 2007	$	9.55	0.26	(0.04	)	0.22		(0.25	)	—
Year Ended November 30, 2006	$	9.54	0.34	0.02		0.36		(0.34	)	(0.01	)
Year Ended November 30, 2005	$	9.77	0.26	(0.17	)	0.09		(0.26	)	(0.06	)
Period Ended November 30, 2004 (7)	$	10.00	0.20	(0.23	)	(0.03	)	(0.20	)	—
Intermediate Tax Exempt Bond Fund
Class I Shares
Year Ended November 30, 2008	$	9.50	0.32	(0.06	)	0.26		(0.32	)	(0.01	)
Year Ended November 30, 2007	$	9.54	0.33	(0.05	)	0.28		(0.32	)	—
Year Ended November 30, 2006	$	9.52	0.34	0.03		0.37		(0.34	)	(0.01	)
Year Ended November 30, 2005	$	9.77	0.32	(0.19	)	0.13		(0.32	)	(0.06	)
Period Ended November 30, 2004 (7)	$	10.00	0.22	(0.23	)	(0.01	)	(0.22	)	—

(1) Total return is based on net asset value, which excludes the sales charge or contingent deferred sales charge, if applicable.

(2) Not annualized for periods less than one year.

(3) Ratio annualized for periods less than one year.

(4) Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between classes of shares issued.

(5) This voluntary expense decrease is reflected in both the net expense and net investment income/(loss) ratios shown.

(6) Represents less than $1,000.

(7) From the commencement of investment operations on February 9, 2004.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

92

REGIONS MORGAN KEEGAN SELECT FUNDS

						Ratios to Average Net Assets						Supplemental Data
Total Distributions		Net Asset Value, End of Period		Total Return (1, 2)		Net Investment Income (3)		Net Expenses (3)		Expenses Waiver/ Reimbursement (3, 5)		Net Assets, End of Period (000's)			Portfolio Turnover Rate (4)
(0.30	)	$	9.43	2.40	%	3.13	%	0.93	%	—		$	21,119		6	%
(0.30	)	$	9.51	2.90	%	3.22	%	0.86	%	—		$	46,586		15	%
(0.32	)	$	9.54	3.66	%	3.30	%	0.80	%	—		$	45,782		11	%
(0.36	)	$	9.52	1.07	%	3.03	%	0.77	%	0.30	%	$	52,670		16	%
(0.25	)	$	9.77	0.22	%	3.18	%	0.63	%	0.50	%	$	68,531		19	%
(0.23	)	$	9.43	1.53	%	2.38	%	1.68	%	—		$	315		6	%
(0.25	)	$	9.52	2.30	%	2.47	%	1.61	%	—		$	3,196		15	%
(0.35	)	$	9.55	3.84	%	2.55	%	1.55	%	—		$	—	(6)	11	%
(0.32	)	$	9.54	0.95	%	2.43	%	1.37	%	0.45	%	$	—	(6)	16	%
(0.20	)	$	9.77	(0.27	)%	2.58	%	1.23	%	0.50	%	$	—	(6)	19	%
(0.33	)	$	9.43	2.76	%	3.38	%	0.68	%	—		$	5,034		6	%
(0.32	)	$	9.50	3.05	%	3.47	%	0.61	%	—		$	4,920		15	%
(0.35	)	$	9.54	3.94	%	3.55	%	0.55	%	—		$	6,922		11	%
(0.38	)	$	9.52	1.33	%	3.28	%	0.52	%	0.30	%	$	8,769		16	%
(0.22	)	$	9.77	(0.04	)%	3.43	%	0.38	%	0.50	%	$	326		19	%

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

93

REGIONS MORGAN KEEGAN SELECT FUNDS

FINANCIAL HIGHLIGHTS

SELECTED DATA FORA SHARE OUTSTANDING THROUGHOUTTHE PERIOD INDICATED:

	Net Asset Value, Beginning of Period		Net Investment Income		Net Realized and Unrealized Gains/(Losses) on Investments		Total From Investment Operations		Dividends from Net Investment Income		Net Realized and Unrealized Gains/(Losses) on Investments
Treasury Money Market Fund
Class A Shares
Year Ended November 30, 2008	$	1.00	0.01		—		0.01		(0.01	)	—	(5)
Year Ended November 30, 2007	$	1.00	0.04		—		0.04		(0.04	)	—
Year Ended November 30, 2006	$	1.00	0.04		—		0.04		(0.04	)	—
Year Ended November 30, 2005	$	1.00	0.02		—		0.02		(0.02	)	—
Year Ended November 30, 2004	$	1.00	0.01		—		0.01		(0.01	)	—
Treasury Money Market Fund
Class I Shares
Year Ended November 30, 2008	$	1.00	0.02		—		0.02		(0.02	)	—	(5)
Year Ended November 30, 2007	$	1.00	0.04		—		0.04		(0.04	)	—
Period Ended November 30, 2006 (7)	$	1.00	0.03		—		0.03		(0.03	)	—
Money Market Fund
Class A Shares
Year Ended November 30, 2008	$	1.00	0.02		—		0.02		(0.02	)	—
Year Ended November 30, 2007	$	1.00	0.04		—		0.04		(0.04	)	—
Year Ended November 30, 2006	$	1.00	0.04		—	(5)	0.04		(0.04	)	—
Period Ended November 30, 2005 (8)	$	1.00	0.01		—	(5)	0.01		(0.01	)	—
Year Ended August 31, 2005	$	1.00	0.02		—	(5)	0.02		(0.02	)	—
Year Ended August 31, 2004	$	1.00	—	(5)	—	(5)	—	(5)	—	(5)	—
Money Market Fund
Class I Shares
Year Ended November 30, 2008	$	1.00	0.02		—		0.02		(0.02	)	—
Year Ended November 30, 2007	$	1.00	0.05		—		0.05		(0.05	)	—
Year Ended November 30, 2006	$	1.00	0.04		—	(5)	0.04		(0.04	)	—
Period Ended November 30, 2005 (8)	$	1.00	0.01		—	(5)	0.01		(0.01	)	—
Year Ended August 31, 2005	$	1.00	0.02		—	(5)	0.02		(0.02	)	—
Year Ended August 31, 2004	$	1.00	0.01		—	(5)	0.01		(0.01	)	—

(1) Total return is based on net asset value, which excludes the sales charge or contingent deferred sales charge, if applicable.

(2) Not annualized for periods less than one year.

(3) Ratio annualized for periods less than one year.

(4) This voluntary expense decrease is reflected in both the net expense and net investment income/(loss) ratios shown.

(5) Represents less than $0.005.

(6) Represents less than $1,000.

(7) From the commencement of investment operations on April 3, 2006.

(8) For the period September 1, 2005 to November 30, 2005.

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

94

REGIONS MORGAN KEEGAN SELECT FUNDS

						Ratios to Average Net Assets						Supplemental Data
Total Distributions		Net Asset Value, End of Period		Total Return (1, 2)		Net Investment Income (3)		Net Expenses (3)		Expenses Waiver/ Reimbursement (3, 4)		Net Assets, End of Period (000's)
(0.01	)	$	1.00	1.35	%	1.39	%	0.65	%	—		$	973,252
(0.04	)	$	1.00	4.21	%	4.11	%	0.64	%	—		$	1,256,827
(0.04	)	$	1.00	4.10	%	4.03	%	0.60	%	0.04	%	$	1,086,552
(0.02	)	$	1.00	2.25	%	2.19	%	0.62	%	0.30	%	$	827,861
(0.01	)	$	1.00	0.54	%	0.55	%	0.64	%	0.29	%	$	861,369
(0.02	)	$	1.00	1.61	%	1.64	%	0.40	%	—		$	7,047
(0.04	)	$	1.00	4.24	%	4.36	%	0.39	%	—		$	1,444
(0.03	)	$	1.00	2.67	%	4.03	%	0.35	%	0.04	%	$	—	(6)
(0.02	)	$	1.00	2.26	%	2.36	%	0.70	%	—		$	91,466
(0.04	)	$	1.00	4.56	%	4.41	%	0.74	%	—		$	136,165
(0.04	)	$	1.00	4.03	%	3.97	%	0.82	%	—		$	76,215
(0.01	)	$	1.00	0.80	%	2.94	%	0.85	%	0.15	%	$	78,491
(0.02	)	$	1.00	1.55	%	1.45	%	1.06	%	0.17	%	$	42,404
—	(5)	$	1.00	0.20	%	0.19	%	1.12	%	0.19	%	$	68,301
(0.02	)	$	1.00	2.52	%	2.61	%	0.45	%	—		$	11,766
(0.05	)	$	1.00	4.82	%	4.66	%	0.49	%	—		$	11,834
(0.04	)	$	1.00	4.29	%	4.22	%	0.57	%	—		$	12,915
(0.01	)	$	1.00	0.74	%	3.21	%	0.60	%	0.15	%	$	39,382
(0.02	)	$	1.00	2.06	%	1.92	%	0.55	%	0.31	%	$	37,575
(0.01	)	$	1.00	0.70	%	0.70	%	0.62	%	0.44	%	$	120,022

The Notes to the Financial Statements are an integral part of, and should be read in conjunction with, the Financial Statements.

95

REGIONS MORGAN KEEGAN SELECT FUNDS

NOTESTOTHE FINANCIAL STATEMENTS

1 Organization

Regions Morgan Keegan Select Funds (the “Trust”) was organized as a Massachusetts business trust under a Declaration of Trust dated October 15, 1991. The Trust is an open-end, management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Trust consists of eleven portfolios, each with its own investment objective. The accompanying financial statements are for Regions Morgan Keegan Select Mid Cap Growth Fund, Regions Morgan Keegan Select Growth Fund, Regions Morgan Keegan Select Core Equity Fund, Regions Morgan Keegan Select Mid Cap Value Fund, Regions Morgan Keegan Select Value Fund, Regions Morgan Keegan Select Balanced Fund, Regions Morgan Keegan Select Fixed Income Fund, Regions Morgan Keegan Select Limited Maturity Fixed Income Fund, Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund, Regions Morgan Keegan Select Treasury Money Market Fund and Regions Morgan Keegan Select Money Market Fund (each a “Fund” and, collectively, the “Funds”). All Funds, excluding Regions Morgan Keegan Select Treasury Money Market Fund and Regions Morgan Keegan Select Money Market Fund, are referred to as the “Variable Funds”. Regions Morgan Keegan Select Treasury Money Market Fund and Regions Morgan Keegan Select Money Market Fund are referred to as the “Money Market Funds”.

The Declaration of Trust permits the Board of Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value) for each class of shares. The Variable Funds offer Class A Shares, Class C Shares and Class I Shares, while the Money Market Funds offer Class A Shares and Class I Shares.

Each class of shares in each Fund has identical rights and privileges except with respect to fees paid under the Fund’s distribution plan, shareholder services plan and voting rights on matters affecting a single class of shares. Class A Shares of the Variable Funds are sold at net asset value (“NAV”) plus the applicable front-end sales charge. The sales charge varies depending on the amount purchased. Purchases of Class A Shares of the Variable Funds of $1 million or more are sold at NAV and have a 1% contingent deferred sales charge (“CDSC”) if the shares are redeemed within one year of purchase. Class A Shares of the Money Market Funds are sold at NAV and are not subject to a CDSC. Class C Shares and Class I Shares of the Funds are sold without a sales charge at NAV per share. Class C Shares of the Variable Funds have a 1% CDSC if shares are redeemed within one year of purchase. Class I Shares are available only to a limited group of investors at the discretion of the Funds through special programs like employer-sponsored retirement plans, advisory accounts of the investment adviser and certain programs available through brokers, like wrap accounts. These programs usually involve special conditions and separate fees. The assets of each Fund of the Trust are segregated and a shareholder’s interest is limited to the Fund in which shares are held.

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in the normal course of business, the Trust on behalf of the Funds enters into contracts with vendors and others that provide for general indemnifications. The Funds’ maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds. Thus, an estimate of the financial impact, if any, of these arrangements cannot be made at this time.

2 Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Funds in the preparation of their financial statements. These policies are in conformity with accounting principles generally accepted in the United States (“GAAP”).

Investment Valuations—Investments in securities listed or traded on a securities exchange are valued at the last quoted sale price on the exchange where the security is primarily traded as of the close of business on the New York Stock Exchange, usually 4:00 p.m. Eastern Time, on the valuation date. Equity securities traded on the Nasdaq Stock Market are valued at the Nasdaq Official Closing Price (“NOCP”) provided by Nasdaq each business day. The NOCP is the most recently reported price as of 4:00:02 p.m. Eastern Time, unless that price is outside the range of the “inside” bid and asked price (i.e., the bid and asked prices that dealers quote to each other when trading for their own accounts); in that case, Nasdaq will adjust the price to equal the inside bid or asked price, whichever is closer. Because of delays in

96

REGIONS MORGAN KEEGAN SELECT FUNDS

reporting trades, the NOCP may not be the last trade to occur before the market closes. Securities traded in the over-the-counter market and listed securities for which no sales were reported for that date are valued at the last quoted bid price.

Equity and debt securities issued in private placements are valued on the bid side by a primary market dealer. Long-term debt securities (including U.S. government securities, listed corporate bonds, other debt and asset-backed securities, and unlisted securities and private placement securities) are generally valued at the latest price furnished by an independent pricing service or primary market dealer. Short-term debt securities with remaining maturities of more than 60 days for which market quotations are readily available are valued by an independent pricing service or primary market dealer. Short-term debt securities with remaining maturities of 60 days or less are valued at cost with interest accrued or discount accreted to the date of maturity, unless such valuation, in the judgment of Morgan Asset Management, Inc. (the “Adviser”)’s Valuation Committee, does not represent fair value.

Investments in open-end registered investment companies, if any, are valued at NAV as reported by those investment companies. Foreign securities denominated in foreign currencies, if any, are translated from the local currency into U.S. dollars using current exchange rates.

In accordance with Rule 2a-7 under the 1940 Act, investments of the Money Market Funds are valued at amortized cost, which approximates market value. Under the amortized cost method, discount or premium is amortized on a constant basis to the maturity of the security.

Investments for which market quotations are not readily available, or if available quotations are not believed to be reflective of fair value, are valued at fair value as determined by the Adviser’s Valuation Committee using procedures established by and under the supervision of the Trust’s Board of Trustees. The values assigned to fair valued investments are based on available information and do not necessarily represent amounts that might ultimately be realized, since such amounts depend on future developments inherent in long-term investments. Further, because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and the differences could be material.

A Fund may use the fair value of a security to calculate its NAV when, for example, (1) a portfolio security is not traded in a public market or the principal market in which the security trades is closed, (2) trading in a portfolio security is suspended and not resumed prior to the normal market close, (3) a portfolio security is not traded in significant volume for a substantial period, or (4) the Adviser determines that the quotation or price for a portfolio security provided by a dealer or independent pricing services is inaccurate.

Among the more specific factors that are considered by the Valuation Committee in determining the fair value of a security are: (1) type of security; (2) financial statements of the issuer; (3) cost at date of purchase (generally used for initial valuation); (4) size of the Fund’s holding; (5) for restricted securities, the discount from market value of unrestricted securities of the same class at the time of purchase; (6) the existence of a shelf registration for restricted securities; (7) information as to any transactions or offers with respect to the security; (8) special reports prepared by analysts; (9) the existence of merger proposals, tender offers or similar events affecting the security; (10) the price and extent of public trading in similar securities of the issuer or comparable companies; (11) the fundamental analytical data relating to the investment; (12) the nature and duration of restrictions on disposition of the securities; and (13) evaluation of the forces which influence the market in which these securities are purchased and sold.

There can be no assurance that a Fund could purchase or sell a portfolio security at the price used to calculate the Fund’s NAV. Changes in the fair valuation of portfolio securities may be less frequent and of greater magnitude than changes in the price of portfolio securities valued at their last sale price, by an independent pricing service, or based on market quotations.

The Funds have adopted Financial Accounting Standards Board Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“FAS 157"). In accordance with FAS 157, “fair value” is defined as the price that a Fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most

97

REGIONS MORGAN KEEGAN SELECT FUNDS

advantageous market for the investment. Various inputs are used in determining the value of a Fund’s investments. FAS 157 establishes a three-tier hierarchy of inputs to establish a classification of fair value measurements for disclosure purposes. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below.

n Level 1—quoted prices in active markets for identical investments;

n Level 2—inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active;

n Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

Inputs are used in applying the various valuation techniques and broadly refer to the assumptions that market participants use to make valuation decisions, including assumptions about risk. Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Funds. The Funds consider observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The categorization of a financial instrument within the hierarchy is based upon the pricing transparency of the instrument and does not necessarily correspond to the Funds’ perceived risk of that instrument.

Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities, certain U.S. government obligations, and certain money market securities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations. Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all.

The following is a summary of the inputs used to value the Fund’s investments as of November 30, 2008:

	Investments in Securities
Valuation Inputs	Mid Cap Growth Fund			Growth Fund			Core Equity Fund		Mid Cap Value Fund
Level 1—Quoted Prices	$	230,164,368	(1)	$	255,756,196	(2)	$	8,801,962	$	33,708,673
Level 2—Other Significant Observable Inputs		34,546,558			14,879,068			—		655,647
Level 3—Significant Unobservable Inputs		—			—			—		—
Total	$	264,710,926		$	270,635,264		$	8,801,962	$	34,364,320
	Investments in Securities
Valuation Inputs	Value Fund			Balanced Fund			Fixed Income Fund		Limited Maturity Fixed Income Fund
Level 1—Quoted Prices	$	163,226,241		$	85,888,910	(3)	$	13,754,954	$	2,351,455
Level 2—Other Significant Observable Inputs		—			53,880,504			120,171,899		2,913,160
Level 3—Significant Unobservable Inputs		—			—			—		—
Total	$	163,226,241		$	139,769,414		$	133,926,853	$	5,264,615

98

REGIONS MORGAN KEEGAN SELECT FUNDS

	Investments in Securities
Valuation Inputs	Intermediate Tax Exempt Bond Fund		Treasury Money Market Fund		Money Market Fund
Level 1—Quoted Prices	$	770,745	$	92,107,880	$	5,813,694
Level 2—Other Significant Observable Inputs		25,433,326		887,166,615		96,968,719
Level 3—Significant Unobservable Inputs		—		—		—
Total	$	26,204,071	$	979,274,495	$	102,782,413

⁽¹⁾ Includes written options valued at $(119,000).

⁽²⁾ Includes written options valued at $(753,000).

⁽³⁾ Includes written options valued at $(35,250).

The following is a reconciliation between the beginning and ending balances of investments in which significant unobservable inputs (Level 3) were used in determining value:

	Investments in Securities
	Fixed Income Fund			Limited Maturity Fixed Income Fund
Balance as of November 30, 2007	$	1,851,290		$	476,388
Net sales at cost		(950,000	)		(331,055	)
Realized losses		(1,050,000	)		(178,451	)
Change in unrealized appreciation		148,710			33,118
Accretion/(amortization)		—			—
Balance as of November 30, 2008	$	—		$	—

Investment Transactions and Investment Income—Securities transactions are recorded on the trade date for financial reporting purposes. Realized gains and losses from securities transactions are recorded using the identified cost basis. Dividend income is recorded on the ex-dividend date. Interest income, including amortization of premiums and accretion of discounts, is accrued on a daily basis.

Federal Income Taxes—Each Fund of the Trust is treated as a separate corporation for federal tax purposes. No provision for federal income or excise taxes is required because each Fund intends to continue to qualify each year as a regulated investment company under Subchapter M of Chapter 1 of the Internal Revenue Code of 1986, as amended (the “Code”), and to distribute substantially all its net investment income and net realized capital gains to its shareholders.

In July 2006, FASB released FASB Interpretation No. 48 “Accounting for Uncertainty in Income Taxes” (“FIN 48”), an interpretation of FASB Statement No. 109. FIN 48 provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. FIN 48 requires the accounting and disclosure of tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns to determine whether the tax positions are more likely than not to be sustained by the applicable tax authority. Tax positions not deemed to meet the more likely than not threshold would be recorded as a tax benefit or expense in the current year.

The Funds have reviewed all taxable years that are open for examination (i.e., not barred by the applicable statute of limitations) by taxing authorities of all major taxing jurisdictions, including the Internal Revenue Service. As of November 30, 2008, open taxable years consisted of the taxable years ended November 30, 2005 through November 30, 2008. No examination of any Fund is currently in progress.

Each Fund has reviewed all its open taxable years for all major taxing jurisdictions and concluded that application of FIN 48 resulted in no effect to the Fund’s financial position or results of operations. There is no tax liability resulting

99

REGIONS MORGAN KEEGAN SELECT FUNDS

from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on any Fund’s tax return for the taxable year ended November 30, 2008. The Funds also 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.

Expenses—Expenses directly attributable to a Fund are charged directly to that Fund, while expenses which are attributable to more than one Fund of the Trust are allocated among the respective Funds based upon relative net assets. Expenses directly attributable to a class of shares are charged directly to that class.

Class Allocations—The investment income, fees and expenses (other than class specific fees and expenses) and realized and unrealized gains and losses of a Fund are allocated to each class of shares based upon their relative net assets or another appropriate basis on the date the income is earned or the expenses and realized and unrealized gains and losses are incurred.

Dividends and Other Distributions to Shareholders—Each Fund pays dividends to its shareholders from its net investment income. Dividends for Regions Morgan Keegan Select Mid Cap Growth Fund, Regions Morgan Keegan Select Growth Fund, Regions Morgan Keegan Select Core Equity Fund, Regions Morgan Keegan Select Mid Cap Value Fund, Regions Morgan Keegan Select Value Fund and Regions Morgan Keegan Select Balanced Fund, if any, are declared and paid quarterly, while dividends for all other Funds are declared daily and paid monthly. Each Fund also pays distributions at least annually from its net realized capital gains, if any. Dividends are declared separately for each share class. No share class has preferential dividend rights; differences in per share dividend rates are generally due to differences in class-specific fees and expenses. Dividends and other distributions to shareholders are recorded on the ex-distribution date. The tax composition of each Fund’s distributions for each calendar year is reported on IRS Form 1099-DIV.

The amounts of dividends from net investment income and distributions from net realized capital gains are determined in accordance with federal income tax regulations, which may differ from GAAP. These “book/tax” differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., reclassification of market discounts, net operating losses, paydowns and distributions), they are reclassified within the composition of net assets based on their federal tax treatment; temporary differences do not require reclassification. To the extent distributions from net investment income and net realized capital gains exceed such income and capital gains for tax purposes, they are reported as return of capital.

Restricted Securities—The Variable Funds may purchase investment securities which are unregistered and thus restricted as to resale. These securities, if any, are valued by the Variable Funds after giving due consideration to pertinent factors including recent private sales, market conditions and the issuer’s financial performance. Where future disposition of these securities requires registration under the Securities Act of 1933, the Variable Funds have the right to include these securities in such registration, generally without cost to the Funds. The Variable Funds have no right to require registration of unregistered securities. At November 30, 2008, the Variable Funds did not own any restricted securities.

Repurchase Agreements—The Funds may purchase instruments from financial institutions, such as banks and broker-dealers, subject to the seller’s agreement to repurchase them at an agreed-upon time and price (“repurchase agreement”). The Funds may invest in repurchase agreements with institutions that are deemed by the Adviser to be of good standing and creditworthy. A third party custodian bank takes possession of the underlying securities (“collateral”) of a repurchase agreement, the value of which is required at all times to at least equal the principal amount of the repurchase transaction and accrued interest. In the event of counterparty default on the obligation to repurchase, each Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. However, there could be potential losses to the Funds in the event of default or bankruptcy by the counterparty to the agreement if the Funds are delayed or prevented from exercising their rights to dispose of the collateral, including the risk of possible decline in the value of the collateral during the period while the Funds seek to assert their rights.

100

REGIONS MORGAN KEEGAN SELECT FUNDS

Securities Lending—The Funds have established a securities lending agreement with The Bank of New York Mellon as securities lending agent in which a Fund may lend its portfolio securities to qualified borrowers in exchange for collateral consisting of either cash or U.S. government securities in an amount at least equal to the market value of the securities on loan. Cash collateral is invested in approved investments defined in the securities lending agreement. Earnings on collateral are allocated between the securities lending agent, as a fee for its services under the program, and the Funds, according to agreed-upon rates. In the event of counterparty default, a Fund may be subject to potential loss if it is delayed or prevented from exercising its right to dispose of the collateral. The Funds bear risk in the event that invested collateral is not sufficient to meet obligations due on loans. The Trust and Bank of New York Mellon have entered into a credit support agreement related to two securities owned by the Bank of New York Institutional Cash Reserves Fund which are currently in default. The Bank of New York Mellon has agreed to support one defaulted security up to 100% of its value and a second defaulted security up to 80% of its value. The approved investments for the cash collateral are valued at amortized cost or at par (which approximates fair value) with the exception of the two securities owned by the Bank of New York Institutional Cash Reserves Fund which are currently in default and are being valued at the amounts supported by the aforementioned credit support agreement.

Options Writing—When a Fund writes an option, an amount equal to the premium received by the Fund is included in the Statement of Assets and Liabilities as a liability. The amount of the liability is subsequently marked to market to reflect the current value of the option written in accordance with the Fund's policies on investment valuations discussed above. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. If a put option is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as writer of an option, may have no control over whether the underlying securities may be sold (call) or purchased (put) and, as a result, bears the market risk of an unfavorable change in the price of the securities underlying the written option. Risk of loss is in excess of amounts recorded on the balance sheet.

When-Issued and Delayed Delivery Transactions—The Funds may engage in when-issued or delayed delivery transactions. The Funds record when-issued securities on the trade date and maintain security positions such that sufficient liquid assets will be available to make payment for the securities purchased. Securities purchased on a when-issued or delayed delivery basis are marked to market daily and begin earning interest on the settlement date. Losses may occur on these transactions due to changes in market conditions or the failure of counterparties to perform under the contract.

Use of Estimates—The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates.

3 Agreements and Other Transactions with Affiliates

Investment Adviser—The Trust, on behalf of the Funds, has entered into Investment Advisory Agreements with the Adviser, a wholly owned subsidiary of MK Holding, Inc., which is a wholly owned subsidiary of Regions Financial Corporation (“Regions”). Under the terms of the agreements, the Funds are charged the following annual management fees which are calculated daily and paid monthly based on the average daily net assets of the Funds. The Adviser may voluntarily choose to waive any portion of its fee.

Fund	Annual Fee
Mid Cap Growth Fund	0.75	%
Growth Fund	0.75	%
Core Equity Fund	0.75	%
Mid Cap Value Fund	0.75	%
Value Fund	0.75	%
Balanced Fund	0.75	%
Fixed Income Fund	0.50	%
Limited Maturity Fixed Income Fund	0.40	%(1)
Intermediate Tax Exempt Bond Fund	0.25	%
Treasury Money Market Fund	0.20	%(2)
Money Market Fund	0.25	%

⁽¹⁾ Effective April 1, 2008, the Adviser voluntarily agreed to waive fees and reimburse expenses to the extent that the Fund’s total annual operating expenses (excluding brokerage, interest, taxes, and extraordinary expenses) exceed 1.00%, 1.75% and 0.75% of

101

REGIONS MORGAN KEEGAN SELECT FUNDS

net assets of Class A Shares, Class C Shares and Class I Shares, respectively, on an annualized basis for the period that the voluntary waiver is in effect. The Adviser will evaluate the continuance of this voluntary waiver at each month-end and it can terminate this voluntary waiver at any time.

⁽²⁾ In light of recent extraordinary market events, effective November 20, 2008, the Adviser has voluntarily agreed to waive fees and reimburse expenses to the extent necessary to prevent a negative yield for each class of shares of the Fund. This undertaking is voluntary and may be modified or discontinued by the Adviser at any time.

Investment Sub-Adviser to Regions Morgan Keegan Select Mid Cap Value Fund—Channing Capital Management, LLC (“CCM”) serves as the sub-adviser to Regions Morgan Keegan Select Mid Cap Value Fund pursuant to an Investment Sub-advisory Agreement with the Adviser and the Trust on behalf of Regions Morgan Keegan Select Mid Cap Value Fund. For the services provided and the expenses assumed by CCM pursuant to the Sub-advisory Agreement, the Adviser, not the Fund, pays CCM an annual sub-advisory fee of 0.325% based on the average daily net assets of Regions Morgan Keegan Select Mid Cap Value Fund.

Administrator and Sub-Administrators—The Trust and Morgan Keegan & Company, Inc. (“Morgan Keegan”), a wholly owned subsidiary of Regions and an affiliate of the Adviser, have entered into an Administration Agreement, under which Morgan Keegan provides certain administrative personnel and services for an annual fee of 0.065% based on the average daily net assets of the Funds. Morgan Keegan also provides an employee to serve as the Funds’ Chief Compliance Officer for which Morgan Keegan receives no additional compensation from the Funds.

The Trust and Regions Bank, N.A. (“Regions Bank”) have entered into a Sub-Administrative Services Agreement under which Regions Bank provides certain administrative services for an annual fee of 0.025% of the average daily net assets of the Funds.

Fund Accountant—The Trust and Morgan Keegan have entered into a Fund Accounting Service Agreement, under which Morgan Keegan provides portfolio accounting services to the Funds for an annual fee of 0.03% based on the average daily net assets of the Funds.

Distributor—The Trust has adopted a Distribution Plan pursuant to Rule 12b-1 under the 1940 Act (“12b-1 Plan”) with respect to Class C Shares of the Variable Funds. The 12b-1 Plan compensates Morgan Keegan, the Funds’ primary Distributor, and other dealers and investment representatives for services and expenses relating to the sale and distribution of the Variable Funds’ shares. Under the Class C Shares’ 12b-1 Plan, the Trust will pay a fee at an annual rate of up to 0.75% of the average daily net assets with respect to Class C Shares of the Variable Funds.

Shareholder Services Agent—The Trust on behalf of the Funds and Morgan Keegan have entered into a Shareholder Services Agreement, under which Morgan Keegan provides certain services for shareholders and maintains shareholder accounts for an annual fee of 0.25% of the average daily net assets of the Funds’ Class A Shares and Class C Shares.

Sales Charges—Morgan Keegan received commissions on the sale of shares of the Variable Funds. During the fiscal year ended November 30, 2008, Morgan Keegan received front-end sales charges related to Class A Shares and CDSCs related to Class A Shares and Class C Shares as follows:

	Front End Sales Charges		Contingent Deferred Sales Charges
	Class A Shares		Class A Shares		Class C Shares
Mid Cap Growth Fund	$	12,284	$	—	$	1,841
Growth Fund		1,851		—		683
Core Equity Fund		550		302		—
Mid Cap Value Fund		222		102		653
Value Fund		—		—		—
Balanced Fund		483		436		2,406
Fixed Income Fund		2		—		2,010
Limited Maturity Fixed Income Fund		656		—		1,761
Intermediate Tax Exempt Bond Fund		10		9,235		990

102

REGIONS MORGAN KEEGAN SELECT FUNDS

Transfer Agent and Dividend Disbursing Agent—Morgan Keegan serves as the Transfer and Dividend Disbursing Agent for the Funds. Pursuant to the Transfer Agency and Service Agreement, each Fund pays Morgan Keegan an annual base fee per share class plus a variable fee based on the number of shareholder accounts.

Custodian—Regions Bank acts as Custodian for all of the Funds. The fee is based on the level of each Fund’s average daily net assets for the period, plus out-of-pocket expenses.

Trustees and Officers—Certain of the officers and trustees of the Trust are also officers or directors of the Adviser, Morgan Keegan or Regions. Such officers and trustees of the Trust who are “interested persons” as defined in the 1940 Act receive no salary or fees from the Funds.

Prior to September 30, 2008, each trustee who is not an interested person as described above (an “Independent Trustee”) received from the Trust an annual retainer of $4,000 and a fee of $1,000 per quarterly meeting with reimbursement for related expenses for each meeting of the Board attended. Effective October 1, 2008, each Independent Trustee receives from the Trust an annual retainer of $16,000 and a fee of $3,000 per quarterly meeting with reimbursement for related expenses for each meeting of the Board attended. Each chairperson of the Independent Trustees Committee and Audit Committee receives from the Trust annual compensation of $500. An additional $1,500 is paid to the Independent Trustees for attending special Board meetings in person, and an additional $500 is paid for attending special Board meetings by telephone. For committee meetings that are not held in conjunction with a full Board meeting, an additional $1,000 is paid to the Independent Trustees for attending in-person committee meetings, and $500 is paid for attending telephonic committee meetings. No officer or trustee is entitled to receive pension or retirement benefits from the Trust.

4 Investment Transactions

During the fiscal year ended November 30, 2008, cost of purchases and proceeds from sales of investment securities (excluding short-term securities and U.S. government obligations) for each Fund were as follows:

Investment Transactions:

	Long-Term Government Securities				All Other
Fund	Purchases		Sales		Purchases		Sales
Mid Cap Growth Fund	$	—	$	—	$	151,571,636	$	118,730,171
Growth Fund		—		—		99,780,561		215,718,047
Core Equity Fund		—		—		40,941,702		88,506,305
Mid Cap Value Fund		—		—		32,355,056		50,168,981
Value Fund		—		—		386,778,250		387,736,332
Balanced Fund		—		8,593,176		60,503,291		52,758,697
Fixed Income Fund		6,919,477		23,509,480		12,661,040		30,087,674
Limited Maturity Fixed Income Fund		—		5,168,168		3,072,783		13,970,022
Intermediate Tax Exempt Bond Fund		—		—		2,146,746		30,044,832

5 Securities Lending

As of November 30, 2008, the Funds had securities on loan as follows:

Fund	Cash Received as Collateral		Value of Securities Loaned
Mid Cap Growth Fund	$	48,524,300	$	47,597,457
Growth Fund		21,386,127		21,077,540
Mid Cap Value Fund		684,701		664,872
Balanced Fund		12,992,960		12,848,547
Fixed Income Fund		8,564,259		8,433,857
Limited Maturity Fixed Income Fund		917,275		900,408

103

REGIONS MORGAN KEEGAN SELECT FUNDS

6 Option Transactions

Transactions in options written during the fiscal year ended November 30, 2008 were as follows:

Options Transactions:

	Mid Cap Growth Fund					Growth Fund
	Number of Contracts		Premiums Received			Number of Contracts		Premiums Received
Options outstanding at November 30, 2007	—		$	—		—		$	—
Options written	5,066			1,210,633		2,400			1,120,759
Options terminated in closing purchase transactions	(2,866	)		(826,109	)	(400	)		(578,032	)
Options expired	(1,000	)		(134,499	)	—			—
Options exercised	—			—		—			—
Options outstanding at November 30, 2008	1,200		$	250,025		2,000		$	542,727
	Core Equity					Value Fund
	Number of Contracts		Premiums Received			Number of Contracts		Premiums Received
Options outstanding at November 30, 2007	—		$	—		—		$	—
Options written	480			125,149		1,900			206,467
Options terminated in closing purchase transactions	(480	)		(125,149	)	(1,900	)		(206,467	)
Options expired	—			—		—			—
Options exercised	—			—		—			—
Options outstanding at November 30, 2008	—		$	—		—		$	—
	Balanced Fund
	Number of Contracts		Premiums Received
Options outstanding at November 30, 2007	—		$	—
Options written	7,110			2,318,448
Options terminated in closing purchase transactions	(6,860	)		(2,269,978	)
Options expired	—			—
Options exercised	—			—
Options outstanding at November 30, 2008	250		$	48,470

104

REGIONS MORGAN KEEGAN SELECT FUNDS

7 Capital Share Transactions

Capital share transactions for the Funds were as follows:

	Mid Cap Growth Fund
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class A Shares	Shares		Dollars			Shares		Dollars
Shares sold	1,768,216		$	27,436,057		1,751,324		$	30,274,539
Shares issued to shareholders in payment of distributions declared	1,660,480			27,298,294		2,049,165			33,012,051
Shares redeemed	(9,879,284	)		(151,508,605	)	(5,956,872	)		(102,124,018	)
Net change resulting from Class A Share transactions	(6,450,588	)	$	(96,774,254	)	(2,156,383	)	$	(38,837,428	)
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class C Shares	Shares		Dollars			Shares		Dollars
Shares sold	87,612		$	1,274,474		257,765		$	4,364,168
Shares issued to shareholders in payment of distributions declared	73,083			1,149,595		71,683			1,113,240
Shares redeemed	(247,510	)		(3,480,115	)	(254,865	)		(4,227,362	)
Net change resulting from Class C Share transactions	(86,815	)	$	(1,056,046	)	74,583		$	1,250,046
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class I Shares	Shares		Dollars			Shares		Dollars
Shares sold	10,916,039		$	173,674,082		3,744,398		$	64,210,251
Shares issued to shareholders in payment of distributions declared	141,718			2,351,102		18,212			295,395
Shares redeemed	(2,689,450	)		(39,985,786	)	(410,789	)		(7,443,929	)
Net change resulting from Class I Share transactions	8,368,307		$	136,039,398		3,351,821		$	57,061,717
Net change resulting from Fund Share transactions	1,830,904		$	38,209,098		1,270,021		$	19,474,335
	Growth Fund
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class A Shares	Shares		Dollars			Shares		Dollars
Shares sold	984,892		$	18,444,042		1,651,657		$	30,908,767
Shares issued to shareholders in payment of distributions declared	405,618			8,065,482		13,824			274,626
Shares redeemed	(12,116,853	)		(233,794,296	)	(4,739,930	)		(91,478,959	)
Net change resulting from Class A Share transactions	(10,726,343	)	$	(207,284,772	)	(3,074,449	)	$	(60,295,566	)
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class C Shares	Shares		Dollars			Shares		Dollars
Shares sold	37,805		$	673,516		192,416		$	3,609,917
Shares issued to shareholders in payment of distributions declared	5,483			105,378		—			—
Shares redeemed	(139,339	)		(2,548,060	)	(120,949	)		(2,253,341	)
Net change resulting from Class C Share transactions	(96,051	)	$	(1,769,166	)	71,467		$	1,356,576

105

REGIONS MORGAN KEEGAN SELECT FUNDS

	Growth Fund, continued
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class I Shares	Shares		Dollars			Shares		Dollars
Shares sold	10,400,699		$	202,097,827		5,495,469		$	104,046,050
Shares issued to shareholders in payment of distributions declared	72,503			1,373,374		1,304			26,318
Shares redeemed	(4,734,166	)		(88,630,180	)	(1,141,356	)		(22,476,358	)
Net change resulting from Class I Share transactions	5,739,036		$	114,841,021		4,355,417		$	81,596,010
Net change resulting from Fund Share transactions	(5,083,358	)	$	(94,212,917	)	1,352,435		$	22,657,020
	Core Equity Fund
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class A Shares	Shares		Dollars			Shares		Dollars
Shares sold	31,796		$	643,016		37,870		$	928,561
Shares issued to shareholders in payment of distributions declared	28,132			591,558		46,976			1,059,997
Shares redeemed	(107,248	)		(2,052,442	)	(103,666	)		(2,458,347	)
Net change resulting from Class A Share transactions	(47,320	)	$	(817,868	)	(18,820	)	$	(469,789	)
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class C Shares	Shares		Dollars			Shares		Dollars
Shares sold	—		$	—		—		$	—
Shares issued to shareholders in payment of distributions declared	1			16		1			21
Shares redeemed	—			—		—			—
Net change resulting from Class C Share transactions	1		$	16		1		$	21
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class I Shares	Shares		Dollars			Shares		Dollars
Shares sold	121,880		$	2,461,648		166,812		$	3,991,787
Shares issued to shareholders in payment of distributions declared	339,029			7,164,405		522,173			11,792,542
Shares redeemed	(2,402,621	)		(46,381,131	)	(1,504,132	)		(35,187,879	)
Net change resulting from Class I Share transactions	(1,941,712	)	$	(36,755,078	)	(815,147	)	$	(19,403,550	)
Net change resulting from Fund Share transactions	(1,989,031	)	$	(37,572,930	)	(833,966	)	$	(19,873,318	)

106

REGIONS MORGAN KEEGAN SELECT FUNDS

	Mid Cap Value Fund
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class A Shares	Shares		Dollars			Shares		Dollars
Shares sold	732,935		$	7,038,561		1,411,662		$	15,936,671
Shares issued to shareholders in payment of distributions declared	199,719			2,042,308		117,701			1,273,524
Shares redeemed	(4,413,669	)		(42,409,189	)	(3,312,708	)		(36,768,194	)
Net change resulting from Class A Share transactions	(3,481,015	)	$	(33,328,320	)	(1,783,345	)	$	(19,557,999	)
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class C Shares	Shares		Dollars			Shares		Dollars
Shares sold	36,872		$	347,797		100,200		$	1,098,548
Shares issued to shareholders in payment of distributions declared	1,449			14,329		1,868			19,743
Shares redeemed	(74,663	)		(677,797	)	(133,609	)		(1,466,356	)
Net change resulting from Class C Share transactions	(36,342	)	$	(315,671	)	(31,541	)	$	(348,065	)
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class I Shares	Shares		Dollars			Shares		Dollars
Shares sold	3,068,006		$	30,137,950		1,610,996		$	17,958,704
Shares issued to shareholders in payment of distributions declared	35,025			355,538		17			186
Shares redeemed	(1,108,529	)		(10,461,963	)	(107,139	)		(1,221,423	)
Net change resulting from Class I Share transactions	1,994,502		$	20,031,525		1,503,874		$	16,737,467
Net change resulting from Fund Share transactions	(1,522,855	)	$	(13,612,466	)	(311,012	)	$	(3,168,597	)
	Value Fund
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class A Shares	Shares		Dollars			Shares		Dollars
Shares sold	801,720		$	14,834,820		646,271		$	12,172,657
Shares issued to shareholders in payment of distributions declared	136,724			2,729,019		82,085			1,540,871
Shares redeemed	(8,577,541	)		(169,021,086	)	(3,641,802	)		(67,356,298	)
Net change resulting from Class A Share transactions	(7,639,097	)	$	(151,457,247	)	(2,913,446	)	$	(53,642,770	)
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class C Shares	Shares		Dollars			Shares		Dollars
Shares sold	22,106		$	413,241		81,218		$	1,507,291
Shares issued to shareholders in payment of distributions declared	1,169			23,586		—			—
Shares redeemed	(64,148	)		(1,181,605	)	(96,991	)		(1,786,632	)
Net change resulting from Class C Share transactions	(40,873	)	$	(744,778	)	(15,773	)	$	(279,341	)

107

REGIONS MORGAN KEEGAN SELECT FUNDS

	Value Fund, continued
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class I Shares	Shares		Dollars			Shares		Dollars
Shares sold	9,662,597		$	188,227,158		1,721,958		$	31,741,194
Shares issued to shareholders in payment of distributions declared	71,008			1,216,581		1,226			24,139
Shares redeemed	(2,202,809	)		(39,457,655	)	(224,344	)		(4,408,035	)
Net change resulting from Class I Share transactions	7,530,796		$	149,986,084		1,498,840		$	27,357,298
Net change resulting from Fund Share transactions	(149,174	)	$	(2,215,941	)	(1,430,379	)	$	(26,564,813	)
	Balanced Fund
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class A Shares	Shares		Dollars			Shares		Dollars
Shares sold	636,108		$	10,092,803		1,167,965		$	19,345,807
Shares issued to shareholders in payment of distributions declared	929,802			14,726,915		438,799			7,024,579
Shares redeemed	(9,001,778	)		(141,094,991	)	(2,841,848	)		(46,980,396	)
Net change resulting from Class A Share transactions	(7,435,868	)	$	(116,275,273	)	(1,235,084	)	$	(20,610,010	)
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class C Shares	Shares		Dollars			Shares		Dollars
Shares sold	16,135		$	259,534		386,005		$	6,773,110
Shares issued to shareholders in payment of distributions declared	37,883			599,941		2,112			33,878
Shares redeemed	(267,510	)		(4,140,410	)	(40,652	)		(680,555	)
Net change resulting from Class C Share transactions	(213,492	)	$	(3,280,935	)	347,465		$	6,126,433
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class I Shares	Shares		Dollars			Shares		Dollars
Shares sold	10,000,472		$	156,743,350		37,600		$	612,788
Shares issued to shareholders in payment of distributions declared	74,672			1,106,306		59			936
Shares redeemed	(2,149,010	)		(32,098,517	)	(57,475	)		(929,414	)
Net change resulting from Class I Share transactions	7,926,134		$	125,751,139		(19,816	)	$	(315,690	)
Net change resulting from Fund Share transactions	276,774		$	6,194,931		(907,435	)	$	(14,799,267	)

108

REGIONS MORGAN KEEGAN SELECT FUNDS

	Fixed Income Fund
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class A Shares	Shares		Dollars			Shares		Dollars
Shares sold	1,407,211		$	13,302,723		1,708,474		$	16,966,124
Shares issued to shareholders in payment of distributions declared	100,180			938,352		236,019			2,333,475
Shares redeemed	(8,679,018	)		(81,519,365	)	(8,926,582	)		(88,880,708	)
Net change resulting from Class A Share transactions	(7,171,627	)	$	(67,278,290	)	(6,982,089	)	$	(69,581,109	)
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class C Shares	Shares		Dollars			Shares		Dollars
Shares sold	82,542		$	782,533		327,617		$	3,212,641
Shares issued to shareholders in payment of distributions declared	3,910			36,614		5,022			49,287
Shares redeemed	(245,451	)		(2,310,141	)	(277,237	)		(2,722,588	)
Net change resulting from Class C Share transactions	(158,999	)	$	(1,490,994	)	55,402		$	539,340
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class I Shares	Shares		Dollars			Shares		Dollars
Shares sold	6,637,475		$	62,753,499		1,973,424		$	19,580,874
Shares issued to shareholders in payment of distributions declared	56,233			511,630		8,794			86,616
Shares redeemed	(3,883,472	)		(36,180,451	)	(2,507,207	)		(24,535,301	)
Net change resulting from Class I Share transactions	2,810,236		$	27,084,678		(524,989	)	$	(4,867,811	)
Net change resulting from Fund Share transactions	(4,520,390	)	$	(41,684,606	)	(7,451,676	)	$	(73,909,580	)
	Limited Maturity Fixed Income Fund
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class A Shares	Shares		Dollars			Shares		Dollars
Shares sold	75,646		$	652,690		210,859		$	1,946,383
Shares issued to shareholders in payment of distributions declared	25,391			217,264		108,099			1,001,212
Shares redeemed	(1,975,460	)		(16,622,979	)	(3,318,054	)		(30,912,222	)
Net change resulting from Class A Share transactions	(1,874,423	)	$	(15,753,025	)	(2,999,096	)	$	(27,964,627	)
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class C Shares	Shares		Dollars			Shares		Dollars
Shares sold	1,807		$	15,424		229,597		$	2,070,024
Shares issued to shareholders in payment of distributions declared	1,966			16,627		2,806			25,391
Shares redeemed	(135,041	)		(1,150,241	)	(106,798	)		(958,842	)
Net change resulting from Class C Share transactions	(131,268	)	$	(1,118,190	)	125,605		$	1,136,573

109

REGIONS MORGAN KEEGAN SELECT FUNDS

	Limited Maturity Fixed Income Fund, continued
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class I Shares	Shares		Dollars			Shares		Dollars
Shares sold	8,780		$	70,152		—		$	—
Shares issued to shareholders in payment of distributions declared	1			4		—			5
Shares redeemed	—			—		—			—
Net change resulting from Class I Share transactions	8,781		$	70,156		0		$	5
Net change resulting from Fund Share transactions	(1,996,910	)	$	(16,801,059	)	(2,873,491	)	$	(26,828,049	)
	Intermediate Tax Exempt Bond Fund
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class A Shares	Shares		Dollars			Shares		Dollars
Shares sold	197,743		$	1,881,857		1,171,999		$	11,016,342
Shares issued to shareholders in payment of distributions declared	10,013			95,164		18,439			174,302
Shares redeemed	(2,869,957	)		(27,262,411	)	(1,087,556	)		(10,283,788	)
Net change resulting from Class A Share transactions	(2,662,201	)	$	(25,285,390	)	102,882		$	906,856
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class C Shares	Shares		Dollars			Shares		Dollars
Shares sold	14,001		$	133,553		409,583		$	3,856,629
Shares issued to shareholders in payment of distributions declared	1,404			13,360		1,168			11,067
Shares redeemed	(317,522	)		(3,040,726	)	(75,203	)		(710,266	)
Net change resulting from Class C Share transactions	(302,117	)	$	(2,893,813	)	335,548		$	3,157,430
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class I Shares	Shares		Dollars			Shares		Dollars
Shares sold	310,514		$	2,957,665		61,957		$	581,306
Shares issued to shareholders in payment of distributions declared	989			9,369		936			8,842
Shares redeemed	(295,356	)		(2,808,282	)	(270,902	)		(2,566,716	)
Net change resulting from Class I Share transactions	16,147		$	158,752		(208,009	)	$	(1,976,568	)
Net change resulting from Fund Share transactions	(2,948,171	)	$	(28,020,451	)	230,421		$	2,087,718

110

REGIONS MORGAN KEEGAN SELECT FUNDS

	Treasury Money Market Fund
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class A Shares	Shares		Dollars			Shares		Dollars
Shares sold	1,814,032,807		$	1,814,032,807		2,506,725,015		$	2,506,725,015
Shares issued to shareholders in payment of distributions declared	4,528,286			4,528,286		9,298,041			9,298,041
Shares redeemed	(2,102,862,512	)		(2,102,862,512	)	(2,346,455,324	)		(2,346,455,324	)
Net change resulting from Class A Share transactions	(284,301,419	)	$	(284,301,419	)	169,567,732		$	169,567,732
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class I Shares	Shares		Dollars			Shares		Dollars
Shares sold	17,116,780		$	17,116,780		1,789,258		$	1,789,258
Shares issued to shareholders in payment of distributions declared	29,722			29,722		11,976			11,976
Shares redeemed	(11,553,864	)		(11,553,864	)	(357,577	)		(357,577	)
Net change resulting from Class I Share transactions	5,592,638		$	5,592,638		1,443,657		$	1,443,657
Net change resulting from Fund Share transactions	(278,708,781	)	$	(278,708,781	)	171,011,389		$	171,011,389
	Money Market Fund
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class A Shares	Shares		Dollars			Shares		Dollars
Shares sold	155,878,581		$	155,878,581		173,656,658		$	173,656,658
Shares issued to shareholders in payment of distributions declared	2,115,989			2,115,989		2,215,459			2,215,459
Shares redeemed	(202,730,716	)		(202,730,716	)	(115,882,062	)		(115,882,062	)
Net change resulting from Class A Share transactions	(44,736,146	)	$	(44,736,146	)	59,990,055		$	59,990,055
	Year Ended November 30, 2008					Year Ended November 30, 2007
Class I Shares	Shares		Dollars			Shares		Dollars
Shares sold	45,036,835		$	45,036,835		136,082,658		$	136,082,658
Shares issued to shareholders in payment of distributions declared	4,912			4,912		8,922			8,922
Shares redeemed	(45,105,432	)		(45,105,432	)	(137,165,491	)		(137,165,491	)
Net change resulting from Class I Share transactions	(63,685	)	$	(63,685	)	(1,073,911	)	$	(1,073,911	)
Net change resulting from Fund Share transactions	(44,799,831	)	$	(44,799,831	)	58,916,144		$	58,916,144

111

REGIONS MORGAN KEEGAN SELECT FUNDS

8 Federal Tax Information

Because federal income tax regulations differ in certain respects from GAAP, income and capital gain distributions determined in accordance with tax regulations may differ from net investment income and realized gains recognized for financial reporting purposes. These differences are primarily due to differing treatments for net operating losses, discount accretion/premium amortization on debt securities, real estate investment trust adjustments, paydown gains and losses, distribution reclassifications and the utilization of earnings and profits distributed to the shareholders on redemption of shares as part of the dividends paid deduction for income tax purposes.

Permanent book and tax differences, if any, relating to shareholder distributions will result in reclassifications to paid-in capital or to undistributed capital gains. These reclassifications have no effect on net assets or NAVs per share. Any undistributed net income and realized gain remaining at fiscal year-end is distributed in the following year.

For the fiscal year ended November 30, 2008, permanent differences identified and reclassified among the components of net assets were as follows:

Fund	Paid-In Capital			Undistributed Net Investment Income			Accumulated Net Realized Gain/(Loss)
Mid Cap Growth Fund	$	(661,482	)	$	561,918		$	99,564
Growth Fund		—			(999	)		999
Core Equity Fund		3,000,000			—			(3,000,000	)
Mid Cap Value Fund		—			(899	)		899
Value Fund		—			(537	)		537
Balanced Fund		—			22,664			(22,664	)
Fixed Income Fund		—			61,688			(61,688	)
Limited Maturity Fixed Income Fund		—			21,806			(21,806	)
Intermediate Tax Exempt Bond Fund		(202	)		(9,141	)		9,343

Net investment income, net realized gains/(losses) and net assets were not affected by these reclassifications.

The tax character of distributions as reported on the Statements of Changes in Net Assets for the years ended November 30, 2008 and 2007 were as follows:

	2008				2007
Fund	Ordinary Income(1)		Long-Term Capital Gains		Ordinary Income(1)		Long-Term Capital Gains
Mid Cap Growth Fund	$	—	$	44,630,970	$	946,737	$	45,152,575
Growth Fund		352,102		15,164,640		675,005		—
Core Equity Fund		2,121,657		7,791,004		713,828		20,715,395
Mid Cap Value Fund		100,951		4,402,483		—		3,021,142
Value Fund		2,464,913		3,385,925		2,464,265		—
Balanced Fund		2,309,759		14,749,763		2,059,663		5,336,883
Fixed Income Fund		6,863,163		—		11,111,683		—
Limited Maturity Fixed Income Fund		403,349		—		1,735,263		—
Intermediate Tax Exempt Bond Fund(2)		1,173,846		46,874		1,630,076		—
Treasury Money Market Fund		16,008,603		—		49,263,776		—
Money Market Fund		3,166,232		—		5,144,966		—

⁽¹⁾ For tax purposes, short-term capital gain distributions are considered ordinary income distributions.

⁽²⁾ $1,220,720 and $1,630,076 of the amounts included as ordinary income in 2008 and 2007, respectively, are tax exempt.

112

REGIONS MORGAN KEEGAN SELECT FUNDS

As of November 30, 2008, the components of distributable earnings on a tax basis were as follows:

Fund	Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Net Unrealized Appreciation/ (Depreciation)			Capital Loss Carryforward			Other Temporary Adjustments
Mid Cap Growth Fund	$	—	$	1,302,425	$	(90,013,312	)	$	—		$	—
Growth Fund		440,612		—		(17,772,992	)		(4,033,731	)		(37,835	)
Core Equity Fund		11,066		5,165,217		(1,319,961	)		—			(12,913	)
Mid Cap Value Fund		44,952		—		(4,678,229	)		(3,024,567	)		(8,333	)
Value Fund		679,061		—		(26,340,658	)		(7,257,224	)		(5,559	)
Balanced Fund		571,602		—		(1,194,374	)		(818,419	)		—
Fixed Income Fund		381,751		—		(12,060,324	)		(22,936,412	)		(381,751	)
Limited Maturity Fixed Income Fund		30,350		—		(93,937	)		(10,082,916	)		(9,307	)
Intermediate Tax Exempt Bond Fund(1)		54,902		78,017		236,677			—			(64,043	)
Treasury Money Market Fund		1,570,888		—		—			—			(127,183	)
Money Market Fund		86,876		—		—			(200,761	)		(95,716	)

⁽¹⁾ Amounts included as undistributed ordinary income are tax exempt.

The difference between book-basis and tax-basis net unrealized appreciation/(depreciation) is attributable in part to the tax deferral of losses on wash sales and differing treatments for discount accretion/premium amortization on debt securities.

Withholding taxes on foreign interest and dividends have been provided for in accordance with the applicable country’s tax rules and rates.

Tax Basis Unrealized Appreciation/(Depreciation) on Investments and Distributions—As of November 30, 2008, the Funds’ cost of investments for federal income tax purposes, the aggregate gross unrealized appreciation for all investments for which there was an excess of value over tax cost and the aggregate gross unrealized depreciation for all securities for which there was an excess of tax cost over the value were as follows:

Fund	Cost of Investments		Gross Unrealized Appreciation		Gross Unrealized (Depreciation)			Net Unrealized Appreciation/ (Depreciation)
Mid Cap Growth Fund	$	354,974,263	$	18,623,718	$	(108,637,030	)	$	(90,013,312	)
Growth Fund		288,950,983		34,010,424		(51,783,416	)		(17,772,992	)
Core Equity Fund		10,121,923		627,385		(1,947,346	)		(1,319,961	)
Mid Cap Value Fund		39,042,549		3,449,340		(8,127,569	)		(4,678,229	)
Value Fund		189,566,899		9,598,476		(35,939,134	)		(26,340,658	)
Balanced Fund		141,012,258		14,637,072		(15,831,446	)		(1,194,374	)
Fixed Income Fund		145,987,177		2,055,442		(14,115,766	)		(12,060,324	)
Limited Maturity Fixed Income Fund		5,358,552		53,643		(147,580	)		(93,937	)
Intermediate Tax Exempt Bond Fund		25,967,394		441,296		(204,619	)		236,677
Treasury Money Market Fund		979,274,495		—		—			—
Money Market Fund		102,782,413		—		—			—

113

REGIONS MORGAN KEEGAN SELECT FUNDS

Capital Loss Carryforwards—As of November 30, 2008, the following Funds had capital loss carryforwards, which will reduce the Funds’ taxable income arising from future net realized gains on investments, if any, to the extent permitted by the Code, and thus will reduce the amount of the distributions to shareholders which would otherwise be necessary to relieve the Funds of any liability for federal tax. Pursuant to the Code, such capital loss carryforwards will expire as follows:

Fund	Expiring in 2009		Expiring in 2010		Expiring in 2011		Expiring in 2012		Expiring in 2013		Expiring in 2014		Expiring in 2015		Expiring in 2016		Total
Growth Fund	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	4,033,731	$	4,033,731
Mid Cap Value Fund		—		—		—		—		—		—		—		3,024,567		3,024,567
Value Fund		—		—		—		—		—		—		—		7,257,224		7,257,224
Balanced Fund		—		—		—		—		—		—		—		818,419		818,419
Fixed Income Fund		—		—		—		1,419,944		209,164		3,069,321		10,886,297		7,351,686		22,936,412
Limited Maturity Fixed Income Fund		—		—		433,974		2,704,075		1,268,755		1,335,125		2,440,082		1,900,905		10,082,916
Money Market Fund		2,572		54		18,234		24,650		149,661		13		2,890		2,687		200,761

As of November 30, 2008, Fixed Income Fund and Money Market Fund had capital loss carryforwards of $214,873 and $31, respectively, subject to any applicable limitations on availability to offset future capital gains, if any, as the successor of a merger.

9 Investment Risk

Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund invests primarily in municipal debt securities. The ability of the issuers of the securities held by the Fund to meet their obligations might be affected by economic developments in a specific state or region.

Regions Morgan Keegan Select Fixed Income Fund and Regions Morgan Keegan Select Limited Maturity Fixed Income Fund may invest in investment grade and below investment grade debt securities, including mortgage-backed and asset-backed securities. Below investment grade debt securities, commonly known as “junk bonds,” involve a higher degree of credit risk than investment grade debt securities. In the event of an unanticipated default, a Fund would experience a reduction in its income, a decline in the market value of the securities so affected and a decline in the NAV of its shares. During an economic downturn or period of rising interest rates, highly leveraged and other below investment grade issuers may experience financial stress that could adversely affect their ability to service principal and interest payment obligations, to meet projected business goals and to obtain additional financing. The market prices of below investment grade debt securities are generally less sensitive to interest rate changes than higher-rated investments but are more sensitive to adverse economic or political changes or individual developments specific to the issuer than higher-rated investments. Periods of economic or political uncertainty and change can be expected to result in significant volatility of prices for these securities. Rating services consider these securities to be speculative in nature.

10 U.S. Treasury Temporary Guarantee Program for Money Market Funds

In October 2008, the Board of Trustees approved Money Market Fund’s participation in the Temporary Guarantee Program for Money Market Funds (the “Program”) offered by the United States Department of the Treasury (the “Treasury”). To participate, the Adviser paid a fee of 0.01% of Money Market Fund’s net assets as of September 19, 2008.

Under the Program, the Treasury guarantees the value of shares of a participating money market fund outstanding as of September 19, 2008 at $1.00 per share if the fund’s net asset value falls below $0.995 and the fund’s board decides to liquidate the fund. The Program covers the lesser of a shareholder’s account value on September 19, 2008, or on the date of liquidation.

The initial term of the Program expired on December 18, 2008. The Treasury has announced that the Program will be extended for a second term, which expires on April 30, 2009. Continued participation in each extension of the Program

114

REGIONS MORGAN KEEGAN SELECT FUNDS

will require payment of an additional fee. The Board of Trustees has determined that continued participation in the Program is in the best interest of Money Market Fund and its shareholders. The Adviser has paid the Treasury an amount equal to 0.015% of Money Market Fund’s net assets as of September 19, 2008 for Money Market Fund’s continued participation in the Program.

If the Program is extended beyond April 30, 2009, the Board of Trustees will consider whether to continue to participate. There is no assurance that Money Market Fund will continue to participate in the Program.

As of the time of this report, assets available to the Program to support all participating money market funds are limited to $50 billion and payments under the Program are dependent on the availability of assets in the Program at the time a request for payment is made. Payments will be made on a first-come-first-served basis.

11 Subsequent Event

On January 21, 2009, Regions Financial Corporation announced that Pioneer Investment Management, Inc. (“Pioneer”) has signed a definitive agreement to acquire the Funds, subject to shareholder approval. If the necessary approvals are obtained, the Funds will be reorganized into new or existing Pioneer Funds with generally similar investment objectives, strategies and risks. Shareholders of the Funds will receive a proxy statement/prospectus in advance of the shareholder meetings at which shareholders will vote on the proposed fund reorganizations. The proxy statement/prospectus will contain additional information about the reorganizations. The transaction is subject to customary closing conditions and is expected to be completed in the second quarter of 2009.

A condition of the Pioneer agreement to acquire the Funds is to cease all securities lending activities which, in turn, would trigger an “in-kind” transfer of the participating Funds’ ownership interest of the investments of the Bank of New York Institutional Cash Reserves Fund that the participating Funds invest their cash collateral as described in note 2, “Securities Lending”, and for which the values of certain investments are supported by a credit support agreement issued by the Bank of New York Mellon. Regions Bank has agreed to purchase these investments at a value equal to the credit support agreement provided by Bank of New York Mellon or to otherwise make the participating Funds whole upon this event.

115

REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

To the Board of Trustees and Shareholders of The Regions Morgan Keegan Select 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 Regions Morgan Keegan Select Mid Cap Growth Fund, Regions Morgan Keegan Select Growth Fund, Regions Morgan Keegan Select Core Equity Fund, Regions Morgan Keegan Select Mid Cap Value Fund, Regions Morgan Keegan Value Fund, Regions Morgan Keegan Select Balanced Fund, Regions Morgan Keegan Select Fixed Income Fund, Regions Morgan Keegan Select Limited Maturity Fixed Income Fund, Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund, Regions Morgan Keegan Select Treasury Money Market Fund and Regions Morgan Keegan Select Money Market Fund (hereafter referred to as the “Funds”) at November 30, 2008, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the periods then ended, and the financial highlights for the years or 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 Funds’ 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 November 30, 2008 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

Chicago, IL

January 28, 2009

116

BOARDOF TRUSTEESAND TRUST OFFICERS

The following tables set forth information concerning the trustees and officers of the Funds. An asterisk (*) indicates the trustees who are “interested persons” of the Funds as defined by the 1940 Act by virtue of their positions with the Adviser, Morgan Keegan and/or Regions, the publicly held parent of the Adviser, or its other subsidiaries. The Statement of Additional Information for the Funds includes additional information about the Funds’ trustees and is available upon request, without charge, by calling the Funds toll-free at 877-757-7424.

TRUSTEES

Name, Address(1), Age, Position(s) held with Funds, Term of Office(2), Length of Service	Principal Occupation(s) During Past Five Years and Other Directorships held by Trustee
J. Kenneth Alderman* DOB 7/10/1952, Trustee, Since 2003 Chairman, Since 2008	Mr. Alderman has been President of Regions Morgan Keegan Trust and Vice-Chairman and Chief Executive Officer of Morgan Asset Management, Inc. since 2002. He has been Executive Vice President of Regions Financial Corporation since 2000. He is a Certified Public Accountant and he holds the Chartered Financial Analyst designation.
Albert C. Johnson DOB 10/24/1944, Trustee, Since 2005	Mr. Johnson has been an independent financial consultant since 1998. He also has served as a Director of Hibbett Sports, Inc. since 2008 and Books-A-Million, Inc. since 2005. He was Senior Vice President and Chief Financial Officer of Dunn Investment Company (construction) from 1994 to 1998. He also was with Arthur Andersen LLP from 1965 to 1994, retiring as the Managing Partner of the firm’s Birmingham Office.
James Stillman R. McFadden DOB 9/26/1957, Trustee, Since 2003	Mr. McFadden has been Chief Manager of McFadden Communications, LLC (commercial printing) since 2002. He also has served as a director for several private companies since 1997.
W. Randall Pittman DOB 11/11/1953, Trustee, Since 2003	Mr. Pittman has been Vice President of Samford University since 2008. From 2002 to 2008, he was Chief Financial Officer of Emageon Inc. (healthcare information systems). From 1999 to 2002, he was Chief Financial Officer of BioCryst Pharmaceuticals, Inc. (biotechnology). From 1998 to 1999, he was Chief Financial Officer of ScandiPharm, Inc. (pharmaceuticals). From 1995 to 1998, he served as Senior Vice President – Finance of CaremarkRx (pharmacy benefit management). From 1983 to 1995, he held various positions with AmSouth Bancorporation (bank holding company), including Executive Vice President and Controller.
Mary S. Stone DOB 8/19/1950, Trustee, Since 2003	Ms. Stone has been a professor at the University of Alabama Culverhouse School of Accountancy since 1981 and held the Hugh Culverhouse Endowed Chair of Accountancy since 2002. She has served as Director of the Culverhouse School of Accountancy since 2004. She is also a former member of Financial Accounting Standards Advisory Council, AICPA, Accounting Standards Executive Committee and AACSB International Accounting Accreditation Committee. She is a Certified Public Accountant.

117

BOARDOF TRUSTEESAND TRUST OFFICERS

Name, Address(1), Age, Position(s) held with Funds, Term of Office(2), Length of Service

Principal Occupation(s) During Past Five Years and Other Directorships held by Trustee

Archie W. Willis, III DOB 11/13/1957, Trustee, Since 2003

Mr. Willis has been President of Community Capital (financial advisory and real estate development) since 1999 and Vice President of Community Realty Company (real estate brokerage) since 1999. He was a First Vice President of Morgan Keegan & Company, Inc. from 1991 to 1999. He also has served as a Director of Memphis Telecom, LLC since 2001 and a Member of the Advisory Board of Tri-State Bank of Memphis since 2006.

⁽¹⁾ The address of each trustee is c/o the Trust, 50 North Front Street, 21^st Floor, Memphis, Tennessee 38103.

⁽²⁾ Each trustee serves until his or her resignation or retirement.

OFFICERS

Name, Address(1), Age, Position(s) held with Funds, Term of Office(2), Length of Service	Principal Occupation(s) During Past Five Years
Brian B. Sullivan DOB 1/4/1955, President, Since 2006	Mr. Sullivan has served as President and Chief Investment Officer of Morgan Asset Management, Inc. since 2006. From 1999 to 2002 and from 2005 to 2007, Mr. Sullivan has served as President of AmSouth Asset Management, Inc., which merged into Morgan Asset Management, Inc. in late 2007. From 1996 to 1999 and from 2002 to 2005, Mr. Sullivan served as Vice President of AmSouth Asset Management, Inc. Since joining AmSouth Bank in 1982 through 1996, Mr. Sullivan served in various capacities including Equity Research Analyst and Chief Fixed Income Officer and was responsible for Employee Benefits Portfolio Management and Regional Trust Investments. He holds the Chartered Financial Analyst designation.
J. Thompson Weller DOB 4/2/1965, Treasurer, Since 2006 and Assistant Secretary, Since 2003	Mr. Weller has been a Managing Director and Controller of Morgan Keegan & Company, Inc. since 2001. He was Senior Vice President and Controller of Morgan Keegan & Company, Inc. from 1998 to 2001, Controller and First Vice President from 1997 to 1998, Controller and Vice President from 1995 to 1997 and Assistant Controller from 1992 to 1995. Mr. Weller also served as a Business Systems Analyst in the Investment Information Division of Metropolitan Life Insurance Co. from 1991 to 1992. Mr. Weller was also with Arthur Andersen & Co. in 1988 and Andersen Consulting from 1989 to 1991.
Charles D. Maxwell DOB 5/14/1954, Secretary and Assistant Treasurer, Since 2003	Mr. Maxwell has been Executive Managing Director, Chief Financial Officer, Treasurer and Secretary of Morgan Keegan & Company, Inc. since 2006. Mr. Maxwell previously served as Managing Director of Morgan Keegan & Company, Inc. from 1998 to 2006 and Assistant Treasurer and Assistant Secretary of Morgan Keegan & Company, Inc. from 1994 to 2006. Mr. Maxwell has been Secretary and Treasurer of Morgan Asset Management, Inc. since 1993. He was Senior Vice President of Morgan Keegan & Company, Inc. from 1995 to 1997. Mr. Maxwell also was with the accounting firm of Ernst & Young LLP from 1976 to 1986 and served as a Senior Manager from 1984 to 1986.

118

BOARDOF TRUSTEESAND TRUST OFFICERS

Name, Address(1), Age, Position(s) held with Funds, Term of Office(2), Length of Service

Principal Occupation(s) During Past Five Years

Michele F. Wood DOB 4/29/1969, Chief Compliance Officer, Since 2006

Ms. Wood has been the Chief Compliance Officer of Morgan Asset Management, Inc. since 2006 and is also a Senior Vice President of Morgan Keegan & Company, Inc. She was a Senior Attorney and First Vice President of Morgan Keegan & Company, Inc. from 2002 to 2006. She was a Staff Attorney with FedEx Corporation from 2001 to 2002 specializing in employment litigation. She was an Associate with Ford & Harrison LLP from 1997 to 2001.

⁽¹⁾ The address of Messrs. Sullivan, Weller and Maxwell and Ms. Wood is 50 North Front Street, Memphis, Tennessee 38103.

⁽²⁾ Officers of the Funds are elected and appointed by the Board of Trustees and hold office until they resign, are removed or are otherwise disqualified to serve.

119

SUPPLEMENTAL INFORMATION

BOARD APPROVAL OFTHE INVESTMENTADVISORY AGREEMENT (UNAUDITED)

On November 20, 2008, the continuance of the investment advisory agreements between Morgan Asset Management, Inc. (“Adviser”) and Regions Morgan Keegan Select Funds (the “Trust”), with respect to Regions Morgan Keegan Select Mid Cap Growth Fund (“Mid Cap Growth Fund”), Regions Morgan Keegan Select Growth Fund (“Growth Fund”), Regions Morgan Keegan Select Core Equity Fund (“Core Equity Fund”), Regions Morgan Keegan Select Mid Cap Value Fund (“Mid Cap Value Fund”), Regions Morgan Keegan Select Value Fund (“Value Fund”), Regions Morgan Keegan Select Balanced Fund (“Balanced Fund”), Regions Morgan Keegan Select Fixed Income Fund (“Fixed Income Fund”), Regions Morgan Keegan Select Limited Maturity Fixed Income Fund (“Limited Maturity Fixed Income Fund”), Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund (“Intermediate Tax Exempt Bond Fund”), Regions Morgan Keegan Select Treasury Money Market Fund (“Treasury Money Market Fund”) and Regions Morgan Keegan Select Money Market Fund (“Money Market Fund”), each a series of the Trust (each a “Fund” and collectively, the “Funds”), were considered and unanimously approved by the Trust’s Board of Trustees and separately by the Trustees who are not “interested persons” of the Funds within the meaning of Section 2(a)(19) of the Investment Company Act of 1940, as amended (the “Independent Trustees”). In addition, the continuance of the investment sub-advisory agreement between Adviser and Channing Capital Management, LLC (“CCM”), with respect to Mid Cap Value Fund, was considered and unanimously approved by the Trust’s Board of Trustees and separately by the Independent Trustees. The Board previously met in person on August 25, 2008 and continued the investment advisory agreements and the sub-advisory agreement (collectively, the “Agreements”) through December 31, 2008.

In evaluating the Agreements, the Board reviewed information furnished by Adviser and CCM in response to questions submitted by independent counsel to the Independent Trustees. The Independent Trustees were assisted by independent legal counsel during their deliberations and met separately from representatives of Adviser to discuss the contract review.

In approving the continuance of each Agreement, the Board determined that the terms of the Agreement are fair and reasonable and that approval of the Agreement on behalf of the applicable Fund is in the best interests of that Fund. The Board specifically considered the following, among other things, as relevant to its deliberations: (1) the nature, extent, and quality of the services provided by Adviser and CCM under the Agreements; (2) the performance of each Fund compared to its benchmark index and a peer group of investment companies; (3) the costs of the services provided and profits realized by Adviser and CCM from their relationships with the Funds; (4) the extent to which economies of scale might be realized as a Fund grows; and (5) whether fee levels reflect any such potential economies of scale for the benefit of investors in a Fund. The Board also evaluated the terms of the Agreements, the overall fairness of the Agreements to each Fund and whether the Agreements were in the best interests of the Funds. In their deliberations, the Board did not identify any single factor or information as all-important or controlling, and each Trustee may have attributed different importance to the various factors.

With respect to the nature, extent, and quality of the services provided by Adviser and CCM, the Board considered Adviser’s and CCM’s investment processes, the qualifications and experience of the portfolio managers, and the experience and staffing of Adviser’s and CCM’s investment research personnel who perform services for the Funds. The Board also noted the extensive responsibilities that Adviser has as investment adviser to the Funds, and that CCM has as sub-adviser to Mid-Cap Value Fund. In particular, the Board considered the responsibility for making investment decisions on behalf of the Funds and placing all orders for the purchase and sale of investments for the Funds. The Board further considered Adviser’s and CCM’s policies and procedures for the selection of brokers and dealers and for obtaining research from those brokers and dealers and reviewed the products Adviser receives in connection with soft dollars generated by Fund brokerage. In considering the financial condition of Adviser and CCM, the Board reviewed financial information regarding each company and its affiliates (as applicable).

With respect to performance of the Funds, the Board considered the performance of each Fund relative to its benchmark index and a peer group of investment companies pursuing broadly similar strategies. The Board also considered performance in relation to the degree of risk undertaken by the portfolio manager. The Board noted that

120

SUPPLEMENTAL INFORMATION

during the past year, the performance of the Value Fund exceeded its benchmark and the performance of the Balanced Fund exceeded its blended index. The Board also noted that during the past year Mid Cap Growth Fund and Growth Fund each were in line with their respective benchmarks, while the performance of Money Market Fund and Treasury Money Market Fund remained satisfactory. Further, the Board observed that Core Equity Fund, Mid Cap Value Fund, Limited Maturity Fixed Income Fund, Fixed Income Fund and Tax-Exempt Bond Fund each underperformed their respective benchmarks. In considering the performance of each Fund, the Board noted the extraordinary market developments in 2008. Additionally, the Board considered that Core Equity Fund and Limited Maturity Fixed Income Fund had experienced significant net redemptions in 2008. The Board discussed each Fund’s performance with Adviser or CCM and the steps that Adviser or CCM had taken, or intended to take, to improve performance.

The Board also examined the fees payable under the Agreements and the total expense ratio of each Fund in light of the fees and total expense ratios for its peer group. The Board noted that the advisory fee for each of Limited Maturity Fixed Income Fund and Tax-Exempt Bond Fund was below the average for its peer group, while the total expense ratio for each of these Funds was slightly above the peer group average. For Mid Cap Growth Fund, the Board noted that the advisory fee was above average for its peer group, while the total expense ratio for the Fund was below the average for its peer group. The Board noted that the advisory fees for all other Funds were slightly above average for the applicable peer group, while the total expense ratios were near the median for the peer group. In this connection, the Board evaluated Adviser’s and CCM’s costs and profitability in providing services to the Funds, including the costs associated with personnel, systems, infrastructure, and certain other expenses necessary to perform their functions. The Board determined that CCM’s profitability with respect to Mid Cap Value Fund and Adviser’s profitability on a fund-by-fund and complex-wide basis were not excessive. The Board also determined that, other than the service fees for other services provided to the Funds by affiliates of Adviser and certain soft-dollar research services Adviser obtains, Adviser and its affiliates do not receive any material ancillary benefits as a result of Adviser’s relationship with the Funds. In addition, the Board noted that for Limited Maturity Fixed Income Fund, Adviser has voluntarily waived a portion of its fees since April 1, 2008. Further, the Board noted that, effective November 20, 2008, Adviser has voluntarily agreed to waive fees and reimburse expenses to the extent necessary to prevent a negative yield for each class of shares of Treasury Money Market Fund.

The Board discussed other factors, including economies of scale as Fund asset levels increased, the level of fees Adviser and CCM charge to other accounts for the same or similar services, Adviser’s and CCM’s compliance systems, and the Funds’ compliance issues during the past year.

Based on its review of the Agreements, the Board was satisfied that: (1) the Funds were likely to benefit from the nature, quality, and extent of Adviser’s and CCM’s services; and (2) Adviser and CCM have the resources to provide the services and to carry out their responsibilities under the Agreements. The Board also concluded that Adviser’s and CCM’s compensation, including ancillary benefits, is fair and reasonable.

Based on the foregoing, the Board, and the Independent Trustees voting separately, approved continuation of the Agreements as in the best interest of the respective Funds.

121

SUPPLEMENTAL INFORMATION

PRIVACY POLICY NOTICE

Regions Morgan Keegan Select Funds, their distributor (Morgan Keegan & Company, Inc.) and their agents (referred to as the “Funds,” “we” or “us”) recognize that consumers (referred to as “you” or “your”) expect us to protect both your assets and financial information. We respect your right to privacy and your expectation that all personal information about you or your account will be maintained in a secure manner. We are committed to maintaining the confidentiality, security and integrity of client and shareholder information. We want you to understand the Funds’ policy that governs the handling of your information, how the Funds gather information, how that information is used and how it is kept secure.

Information the Funds Collect

The Funds collect nonpublic personal information about you from the following sources:

n We may receive information from you, or from your financial representative, on account applications, other forms or electronically (such as through the Funds’ website or other electronic trading mechanisms). Examples of this information include your name, address, social security number, assets and income.

n We may receive information from you, or from your financial representative, through transactions with us or others, correspondence and other communications. Examples of this information include specific investments and your account balances.

n We may obtain other personal information from you in connection with providing you a financial product or service. Examples of this information include depository, debit or credit account numbers.

Information Sharing Policy

The Funds may share the nonpublic personal information about you, as described above, with financial or non-financial companies or other entities, including companies that may be affiliated with the Funds and other nonaffiliated third parties, for the following purposes:

n We may share information when it is necessary and required to process a transaction or to service a customer relationship. For example, information may be shared with a company that provides account record keeping services or a company that provides proxy services to shareholders.

n We may share information when it is required or permitted by law. For example, information may be shared in response to a subpoena or to protect you against fraud or with someone who has established a legal beneficial interest, such as a power of attorney.

n We may disclose all of the information we collect, as described above, to companies that perform marketing or other services on our behalf or to other financial institutions with whom we have agreements, for the limited purpose of jointly offering, endorsing or sponsoring a financial product or service. For example, we may share information about you for these limited purposes with the bank, broker-dealer or other financial intermediary through whom you purchased the Funds’ products or services, or with providers of marketing, legal, accounting or other professional services. The Funds will not, however, disclose a consumer’s account number or similar form of access number or access code for credit card, deposit or transaction accounts to any non-affiliated third party for use in telemarketing, direct mail or other marketing purposes.

Except as described above, the Funds do not share customer information. We will not rent, sell, trade or otherwise release or disclose any personal information about you. Any information you provide to us is for the Funds’ use only. If you decide to close your account(s) or become an inactive customer, we will adhere to the privacy policies and practices as described in this notice.

Information Security

When the Funds share nonpublic customer information with third parties hired to facilitate the delivery of certain products or services to our customers, such information is made available for limited purposes and under controlled

122

SUPPLEMENTAL INFORMATION

circumstances designed to protect our customers’ privacy. We require third parties to comply with our standards regarding security and confidentiality of such information. We do not permit them to use that information for their own or any other purposes, or rent, sell, trade or otherwise release or disclose the information to any other party. These requirements are reflected in written agreements between the Funds and the third party service providers.

The Funds protect your personal information in several ways. We maintain physical, electronic and procedural safeguards to guard your nonpublic personal information. Each of the following sections explains an aspect of the Funds’ commitment to protecting your personal information and respecting your privacy.

Employee Access to Information

All of the Funds’ employees and agents must adhere to the Funds’ policy on confidentiality. Access to customer information is authorized for business purposes only, and the degree of access is based on the sensitivity of the information and on an employee’s or agent’s need to know the information in order to service a customer’s account or comply with legal requirements.

Visiting the Funds’ Website

n The Funds’ website (www.rmkfunds.com) gathers and maintains statistics about the number of visitors as well as what information is viewed most frequently. This information is used to improve the content and level of service we provide to our clients and shareholders.

n Information or data entered into a website will be retained.

n Where registration to a website or re-entering personal information on a website is required, “cookies” are used to improve your online experience. A cookie is a way for websites to recognize whether or not you have visited the site before. It is a small file that is stored on your computer that identifies you each time you re-visit our site so you don’t have to resubmit personal information. Cookies provide faster access into the website.

n We may also collect non-personally identifiable Internet Protocol (“IP”) addresses for all other visitors to monitor the number of visitors to the site. These non-personally identifiable IP addresses are never shared with any third party.

E-mail

If you have opted to receive marketing information from the Funds by e-mail, it is our policy to include instructions in all marketing messages on how to unsubscribe from subsequent e-mail programs. Some products or services from the Funds are intended to be delivered and serviced electronically. E-mail communication may be utilized in such cases. If you participate in an employer-sponsored retirement plan, we may, at your employer’s request, send you e-mail on matters pertaining to the retirement plan.

Please do not provide any account or personal information such as social security numbers, account numbers or account balances within your e-mail correspondence to us. We cannot use e-mail to execute transaction instructions, provide personal account information or change account registration. We can, however, use e-mail to provide you with the necessary forms. You can also use customer service to do so. Call us toll-free at 877-757-7424.

Surveys/Aggregate Data

Periodically, the Funds may conduct surveys about financial products and services or review elements of customer information in an effort to forecast future business needs. The Funds then generate reports that include aggregate data regarding its customers. Aggregate data classifies customer information in various ways but that does not identify individual customers. These reports may also include information on website traffic patterns and related information. These reports are used for the Funds’ planning, statistical and other corporate purposes. Aggregate data may also be shared with external parties, such as marketing organizations. However, no information is shared by which any individual customer could be identified.

123

SUPPLEMENTAL INFORMATION

Changes to Our Privacy Statement

The Funds reserve the right to modify or remove parts of this privacy statement at any time. Notice will be provided to you in advance of any changes that would affect your rights under this policy statement.

PROXY VOTING POLICIES & RECORD OF VOTING ACTIVITY

The Funds vote proxies related to their portfolio securities according to a set of policies and procedures approved by the Funds’ Board of Trustees. You may view the proxy voting activity for each Fund during the most recent twelve month period ended June 30 as well as a description of the policies and procedures, without charge, by calling 877-757-7424, by visiting the Fund’s website at www.rmkfunds.com or by visiting the SEC’s website at www.sec.gov.

QUARTERLY REPORTS ON PORTFOLIO HOLDINGS

The Funds file their complete schedules of portfolio holdings as of the first and third quarters of their fiscal years on Form N-Q with the SEC no more than sixty days after the close of those quarters. You may obtain the Funds’ Form N-Q filings, without charge, by calling 877-757-7424 or you may view these filings by visiting the SEC’s website at www.sec.gov. The Funds’ last Form N-Q filing is available on the Funds’ website at www.rmkfunds.com. The Funds’ Form N-Q filings may also be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Call 800-SEC-0330 for information on the operation of the Public Reference Room. A description of the Funds’ policies and procedures with respect to disclosure of its portfolio securities is available in the Funds’ Statement of Additional Information.

FEDERAL TAX INFORMATION (UNAUDITED)

For the fiscal year ended November 30, 2008, the amount of capital gain dividends designated by Mid Cap Growth Fund, Growth Fund, Core Equity Fund, Mid Cap Value Fund, Value Fund, Balanced Fund, and Intermediate Tax Exempt Bond Fund were $44,630,970, $15,164,640, $10,791,004, $4,402,483, $3,385,925, $14,749,763 and $46,874, respectively. These amounts may include earnings and profits distributed to shareholders on the redemption of shares as part of the dividend paid deduction.

For the fiscal year ended November 30, 2008, 89.8%, 72.0% and 61.3% of the income dividends paid by Growth Fund, Value Fund and Balanced Fund, respectively, (1) qualified as “qualified dividend income,” which generally is subject to a maximum tax rate of 15%, for individual stockholders (complete information is reported on Form 1099-DIV) and (2) qualified for the dividends-received deduction available to corporate stockholders.

124

SUPPLEMENTAL INFORMATION

SERVICE PROVIDERS

INVESTMENT ADVISER Morgan Asset Management, Inc. 1901 6th Avenue North, 4th Floor Birmingham, Alabama 35203	SUB-ADVISER TO REGIONS MORGAN KEEGAN SELECT MID CAP VALUE FUND Channing Capital Management, LLC 10 South LaSalle Street, Suite 2650 Chicago, Illinois 60603
CUSTODIAN Regions Bank 1901 6th Avenue North, 4th Floor Birmingham, Alabama 35203	LEGAL COUNSEL K&L Gates LLP 1601 K Street, N.W. Washington, DC 20006
ADMINISTRATOR, DISTRIBUTOR & TRANSFER AGENT Morgan Keegan & Company, Inc. Morgan Keegan Tower 50 North Front Street Memphis, Tennessee 38103	INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM PricewaterhouseCoopers LLP One North Wacker Chicago, Illinois 60606

125

Shares of Regions Morgan Keegan Select Funds, like shares of all mutual funds, are not bank deposits or obligations, are not guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency. Investment in mutual funds involves investment risk, including possible loss of principal.

This report is authorized for distribution to prospective investors only when preceded or accompanied by the Funds’ prospectus. An investor should consider each Fund’s investment objectives, risks and charges and expenses carefully before investing or sending money. This and other important information about the investment company can be found in the Funds’ prospectus. To obtain a prospectus, call toll-free 877-757-7424. Please read the prospectus carefully before investing.

REGIONS MORGAN KEEGAN FUND COMPLEX

The Regions Morgan Keegan fund complex offers mutual funds with a broad variety of investment objectives to meet the financial needs of all types of investors. With approximately $2 billion in assets, the fund complex includes five equity funds, one balanced fund, two bond funds, one tax-exempt bond fund and two money market funds. You may see an overview of each Fund by visiting the Funds’ website at www.rmkfunds.com. You may also download each Fund's most recent marketing flyer, prospectus, and annual and semi-annual reports to shareholders.

REGIONS MORGAN KEEGAN SELECT FAMILYOF FUNDS

n EQUITY FUNDS

Regions Morgan Keegan Select Mid Cap Growth Fund

Regions Morgan Keegan Select Growth Fund

Regions Morgan Keegan Select Core Equity Fund

Regions Morgan Keegan Select Mid Cap Value Fund

Regions Morgan Keegan Select Value Fund

n BALANCED FUND

Regions Morgan Keegan Select Balanced Fund

n BOND FUNDS

Regions Morgan Keegan Select Fixed Income Fund

Regions Morgan Keegan Select Limited Maturity Fixed Income Fund

n TAX-EXEMPT BOND FUND

Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund

n MONEY MARKET FUNDS

Regions Morgan Keegan Select Treasury Money Market Fund

Regions Morgan Keegan Select Money Market Fund

126