Neuberger Berman Sustainable Equity Fund (NBSRX) N-CSR Certified annual shareholder report (management investment company)

As filed with the Securities and Exchange Commission on November 5, 2010

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF

REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-00582

NEUBERGER BERMAN EQUITY FUNDS

(Exact Name of the Registrant as Specified in Charter)

c/o Neuberger Berman Management LLC

605 Third Avenue, 2nd Floor

New York, New York 10158-0180

(Address of Principal Executive Offices – Zip Code)

Registrant's telephone number, including area code: (212) 476-8800

Robert Conti

Chief Executive Officer and President

c/o Neuberger Berman Management LLC

Neuberger Berman Equity Funds

605 Third Avenue, 2nd Floor

New York, New York 10158-0180

Arthur C. Delibert, Esq.

K&L Gates LLP

1601 K Street, N.W.

Washington, D.C.  20006-1600

 (Names and Addresses of agents for service)

Date of fiscal year end: August 31, 2010

Date of reporting period: August 31, 2010

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

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549-0609.  The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

Item 1.  Reports to Shareholders.

Neuberger Berman Equity Funds
Investor Class Shares Trust Class Shares Advisor Class Shares Institutional Class Shares	Class A Shares Class C Shares Class R3 Shares
Climate Change Fund Emerging Markets Equity Fund Equity Income Fund Focus Fund Genesis Fund Guardian Fund International Fund International Institutional Fund International Large Cap Fund Intrinsic Value Fund	Large Cap Disciplined Growth Fund Mid Cap Growth Fund Multi-Cap Opportunities Fund Partners Fund Real Estate Fund Regency Fund Select Equities Fund Small Cap Growth Fund Socially Responsive Fund
Annual Report
August 31, 2010

Contents

THE FUNDS
President's Letter	1
PORTFOLIO COMMENTARY (UNAUDITED)
Climate Change Fund	2
Emerging Markets Equity Fund	6
Equity Income Fund	10
Focus Fund	14
Genesis Fund	18
Guardian Fund	22
International Fund	26
International Institutional Fund	29
International Large Cap Fund	32
Intrinsic Value Fund	36
Large Cap Disciplined Growth Fund	40
Mid Cap Growth Fund	44
Multi-Cap Opportunities Fund	48
Partners Fund	52
Real Estate Fund	56
Regency Fund	60
Select Equities Fund	64
Small Cap Growth Fund	68
Socially Responsive Fund	72
FUND EXPENSE INFORMATION	81
SCHEDULE OF INVESTMENTS/TOP TEN EQUITY HOLDINGS
Climate Change Fund	85
Emerging Markets Equity Fund	87
Equity Income Fund	90
Focus Fund	92
Genesis Fund	93
Guardian Fund	95
International Fund	96

International Institutional Fund	99
International Large Cap Fund	102
Intrinsic Value Fund	105
Large Cap Disciplined Growth Fund	107
Mid Cap Growth Fund	109
Multi-Cap Opportunities Fund	111
Partners Fund	112
Real Estate Fund	114
Regency Fund	115
Select Equities Fund	117
Small Cap Growth Fund	118
Socially Responsive Fund	120
FINANCIAL STATEMENTS	131
FINANCIAL HIGHLIGHTS (ALL CLASSES) PER SHARE DATA
Climate Change Fund	185
Emerging Markets Equity Fund	185
Equity Income Fund	187
Focus Fund	187
Genesis Fund	189
Guardian Fund	191
International Fund	193
International Institutional Fund	193
International Large Cap Fund	195
Intrinsic Value Fund	195
Large Cap Disciplined Growth Fund	197
Mid Cap Growth Fund	199
Multi-Cap Opportunities Fund	201
Partners Fund	201
Real Estate Fund	203
Regency Fund	205
Select Equities Fund	207
Small Cap Growth Fund	207
Socially Responsive Fund	211

Reports of Independent Registered Public Accounting Firms	218
Directory	220
Trustees and Officers	221
Proxy Voting Policies and Procedures	231
Quarterly Portfolio Schedule	231
Notice to Shareholders	232

The "Neuberger Berman" name and logo are registered service marks of Neuberger Berman Group LLC. "Neuberger Berman Management LLC" and the individual Fund names in this piece are either service marks or registered service marks of Neuberger Berman Management LLC. ©2010 Neuberger Berman Management LLC. All rights reserved.

President's Letter

Dear Fellow Shareholder,

The fiscal year ended August 31, 2010 was a time marked by significant volatility, as unsteady markets adjusted in real time to changing economic news. Over the course of the period, the U.S. stock market moved from a low-quality, speculative rally coming out of the financial crisis to a market more focused on concerns about slower-than-anticipated economic growth.

Major headlines about Chinese efforts to contain growth and possible contagion from European sovereign debt issues joined slowing economic data from the U.S. in cooling sentiment. Regionally, performance was led by the emerging markets, where economic growth rates were higher and fears related to developed markets' issues were less severe. U.S. stocks generally closed in mildly positive territory, but international developed markets, working through debt concerns and the austerity measures necessary to counteract them, declined.

Despite fears reported in the headlines, economic data over the period were mixed. Just as the market may have overreacted on the upside during the rally, we think the later selloff may have been overstated as well. Also, we believe the possibility of a double-dip recession, a topic that resurfaced this summer, remains unlikely. While the temporary increase from the inventory replacement cycle was shorter-lived and less steep than generally expected, more current data are somewhat more optimistic. In July, business inventories saw the largest increase in two years, a positive for U.S. GDP growth. August's capacity utilization number also increased, although it remains below the longer-term average. Retail sales, an indicator of consumer spending, declined in August, but that too remains well above levels a year ago.

While the U.S. government's $814 billion stimulus package, which helped the economy in the short term, is ending, inflation and interest rates remain low, and corporate America appears to be healthy. Between sharp cost-cutting measures during the downturn and conservative spending coming out of it, company balance sheets are showing abundant cash—which can be deployed to increase shareholder value, toward future growth, or for mergers and acquisitions, which have already begun to accelerate.

Consumer spending is the counterpoint. Private wage and salary disbursements increased by $25.7 billion in July, but serious pressure on consumers continues. At 9.6%, the unemployment rate is still far too high. The savings rate increased during the second quarter, credit remains somewhat constrained, and the housing sector is weak. While the total number of jobs increased over the fiscal year, more hiring is clearly needed.

GDP growth was revised down to 1.7% for the second quarter and, all told, we expect below-trend economic growth for at least the near term. Without strong economic growth, we expect investors will begin to focus more on fundamentals. In such an environment, we believe the market should offer a premium for companies that are truly exceptional, and that can execute under a variety of economic conditions.

That would be a quintessential stock-picker's scenario—where the variation in performance between individual securities is meaningful, and where investors are rewarded for thoughtful, detailed fundamental analysis—and that speaks to our strengths. Moving forward, we think the quality of our investment teams, our thorough and independent research, and our investment disciplines will be advantages.

Thank you for your continued confidence in Neuberger Berman. We look forward to continuing to serve your investment needs.

Sincerely,

Robert Conti

President and CEO

Neuberger Berman Mutual Funds

1

Climate Change Fund Commentary

For the fiscal year ended August 31, 2010, Neuberger Berman Climate Change Fund posted a slightly negative return, underperforming its benchmark, the MSCI World Index. The Fund outperformed the more comparable HSBC Global Climate Change Index and many of its peers for the period.

To some degree, performance of the MSCI World Index was driven by defensive areas this period, such as Telecommunications and Consumer Staples—sectors that are less relevant to the portfolio's investment theme. Defensive stocks led within markets that were extremely volatile, shaken by global macroeconomic concerns. While we acknowledge the difficulties of the past year's uncertain macro environment, key defensive decisions helped us temper volatility and outperform our peers and what we consider the more appropriate indexes.

We remain constructive from a thematic perspective. We continue to believe the Fund is advantageously positioned as a long-term, global portfolio that invests in a diverse universe of companies poised to benefit from efforts to address the impacts of climate change worldwide. We continue to allocate assets across three main themes—Cleaner Energy including wind, solar, nuclear and natural gas; Energy Efficiency including smart grid technology, energy efficient buildings and transportation; and Climate Adaptation including water services, carbon trading and agriculture.

Given the market backdrop over the past year, we were very balanced in our management approach, aware that some of our investment areas entailed higher volatility. A significant part of the portfolio is allocated to renewable energy and other higher-beta, growth-oriented areas. While some of these holdings posted lackluster performance, we had prudently bar-belled our exposure with more defensive holdings. Broad diversification remained a strategic priority for the Fund as we focused on key areas such as nuclear power, natural gas, water and smart grid. Defensive investments this period included a healthy weighting to Utilities and other dividend-paying companies. In power and utility companies, we continued to see attractive dividends, solid earnings visibility and exposure to clean energy growth opportunities. Both ou r diversification and the inclusion of Utilities tempered portfolio volatility and helped us outperform many "pure play" alternative and clean energy investment vehicles during the period.

While we manage a global portfolio, another defensive decision involved maintaining a significant allocation—approximately 65-70% of assets—to the U.S. market. As we witnessed economic deterioration in Europe and parts of Asia, an overweight to the U.S., which we believed was showing signs of recovery, seemed prudent. The case for an overweight U.S. allocation extends beyond macroeconomic considerations as well. We continue to believe the U.S. has much more room to advance in climate change efforts than regions such as Europe. We believe as more stringent environmental regulations begin to take hold in the U.S., and companies become more aggressive in their pursuit of cleaner energy, it will open up a great deal of opportunity for many American companies to benefit, and some foreign companies as well. Additi onally, from our perspective, the valuations of the U.S. stocks that we participate in do not reflect the long-term potential in many of these areas.

From a climate-policy perspective, movement over the period was disappointing, from the Copenhagen Global Climate Change Conference to the lack of progress from the U.S. Senate on a comprehensive energy bill. Policy uncertainty has created a short-term cloud and overhang over many companies levered to cleaner energy and climate change in particular.

Even so, with a much more active Environmental Protection Agency under the Obama administration, regulations have been and, we believe, will continue to be drafted that should benefit our portfolio holdings longer-term regardless of the lack of national energy legislation. These regulations are what we believe will be the first wave of the administration's strategy to economically burden more carbon intensive forms of energy. Although political uncertainty exists, we believe the new regulations pave the way for a bright future for cleaner energy, the largest component of the portfolio. We, therefore, believe the environmental policy direction is certainly very favorable for the companies in this Fund.

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Looking forward, we believe regulatory forces driving the desire for an increasingly diversified, clean and secure energy mix could provide a myriad of investment opportunities across the Fund's Cleaner Energy, Energy Efficiency and Climate Adaptation segments—most of which still have billions of dollars in "stimulus tailwind" and could benefit from favorable incentives and rising demand for years to come.

Sincerely,

Ronald B. Silvestri

Portfolio Manager

Climate change-related companies may be particularly susceptible to such factors as environmental protection regulatory actions, changes in government standards and subsidy levels, changes in taxation, and other domestic and international, political, regulatory and economic developments. Such companies may also be significantly affected by the level or pace of technological change in industries focusing on energy, pollution and environmental control. Because society's focus on climate change issues is relatively new, there could be significant changes of emphasis and direction, and rapid technological change, rendering even new approaches and products obsolete. The risks associated with these investments are set forth in the prospectus and statement of additional information.

Investing in foreign securities involves greater risks than investing in securities of U.S. issuers, including currency fluctuations, changes in local economic and political conditions, and the need to operate in less regulated financial markets.

To the extent that the Fund emphasizes small-, mid- or large-cap stocks, it takes on the associated risks. At times, large-cap stocks may lag other types of stocks in performance, which could cause a fund holding those stocks to perform worse than certain other funds. Small- and mid-capitalization stocks are more vulnerable to financial risks and other risks than stocks of larger companies. They also trade less frequently and in lower volume than larger company stocks, so their market prices tend to be more volatile.

The composition, industries and holdings of the Fund are subject to change. Climate Change Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

3

Climate Change Fund

TICKER SYMBOLS
Institutional Class	NBCLX
Class A	NBCAX
Class C	NBCCX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	1.8	%
Consumer Staples	0.5
Energy	10.6
Financials	0.4
Industrials	28.3
Information Technology	13.5
Materials	1.5
Utilities	40.4
Short-Term	3.0
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,10
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			Life of Fund
At NAV
Institutional Class	05/01/2008		–0.17	%	–16.57	%
Class A	05/01/2008		–0.22	%	–16.70	%
Class C	05/01/2008		–0.97	%	–17.30	%
With Sales Charge
Class A			–5.92	%	–18.78	%
Class C			–1.96	%	–17.30	%
Index
MSCI World Index2,19			2.07	%	–10.76	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 9.87%, 9.94% and 10.96% for Institutional Class, Class A and Class C shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 1.00%, 1.25% and 2.00% for Institutional Class, Class A and Class C shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2013 for Institutional Class, Class A and Class C shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charge (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1% which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

4

Climate Change Fund

COMPARISON OF A $10,000 INVESTMENT (WITH SALES CHARGE)

 

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Class A shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

5

Emerging Markets Equity Fund Commentary

We are pleased to report that, for the fiscal year ended August 31, 2010, Neuberger Berman Emerging Markets Equity Fund Institutional Class generated a positive return and roughly matched its benchmark, the MSCI Emerging Markets (EM) Index. (See page 8 for performance of other share classes.)

While emerging markets turned in double-digit positive results for the fiscal year, the period was volatile. The markets dramatically outperformed from September through the end of calendar-year 2009, rising more than 18% versus 6% for developed overseas markets (represented by the MSCI EAFE® Index). Emerging markets weakened early in calendar-year 2010, as investors reacted to concerns about the Chinese government's plans to constrain growth. In the calendar second quarter, they declined but less than either the EAFE or S&P 500. With emerging markets economies in relatively better shape than their developed counterparts, the emerging markets were somewhat insulated from the sovereign debt issues in Europe and weakening economic data from the U.S. that worried investors. Emerging markets advanced again in July but were down slightly in August.

Within the MSCI EM Index, Consumer Staples was the best performing sector, followed by Consumer Discretionary and Materials. While every sector in the index posted gains, Telecommunications and Energy were weakest. Geographically, stronger markets included Colombia, Chile and Thailand. The Czech Republic, Morocco and Hungary were negative. Within the Fund, the Financials, Energy and Health Care sectors were the largest contributors to outperformance, primarily because of strong stock selection. Consumer Staples, Information Technology and our small cash and cash equivalents position detracted. Geographically, Brazil, Thailand and China were additive on a relative basis, while investments in Israel, Chile and South Africa detracted from Fund results.

In terms of individual holdings, Brazilian iron ore company Vale was our top contributor this period. As Vale outperformed, our relatively large position was a benefit. Thailand's auto lender Thanachart was another top contributor. Both Thanachart and Top Glove, the Malaysian rubber glove manufacturer, turned in outstanding results for the year. Thanachart benefited from a recent acquisition, while Top Glove expanded as latex costs declined and sales of medical gloves increased. Banco Do Estado do Rio Grande do Sul, a leading Brazilian bank, outperformed as well. The bank's loan growth remained strong and asset quality remained solid.

Disappointments included Inspur, a Chinese enterprise resource planning software vendor. Inspur declined on weaker-than-expected second quarter results. We believe that Inspur's fundamentals remain strong, and have added to the position on weakness. Taewoong, a leading Korean engineering forged-component supplier, focused on the wind energy and ship-building industries, also detracted, on weak order flow and the strengthening Korean currency. Unitech, a residential real estate developer in India, declined on concerns about inflation and its potential effect on real estate demand. Ausnutria, a Chinese baby formula and infant nutrition company, was sold from the portfolio as competition from multinational players intensified.

Looking ahead, in our view, the secular growth opportunity in emerging markets continues to be in the domestic sectors—which will also have less earnings volatility in an uncertain global backdrop. From a sector perspective, we think the consumer sectors are already pricing in much of the upside. In our view, the Health Care sector offers good consumer type exposure, with high returns and good cash flow generation at reasonable multiples. The other domestic sector where we are positive is Industrials, due to large infrastructure bottlenecks. This is a recurring theme across a great number of countries, including Brazil and the Philippines. Across the board, the Fund is currently underweighted versus the benchmark in Financials, Utilities, Telecommunications and Energy and overweighted in Health Care and Informatio n Technology.

On the country front, we believe there is growth and value in countries including Thailand, Turkey and the Philippines, and believe India and Brazil still have interesting mid-cap opportunities. We believe Brazil could start to perform once the approximately $72 billion deal from Petrobras and the October presidential elections—where the expected outcome should signal the continuation of favorable trends—get out of the way. In Korea and Taiwan, which continue to be export-driven

6

markets (especially for technology products), we are more cautious, looking for select opportunities. We think China is a contrarian market where we see select opportunities in the domestic space. There has been considerable policy noise locally in China to address the rapidly rising property prices and wage increases. The mounting U.S. pressure on the Chinese to revalue its currency, the renminbi, could lead to increased tensions over trade and, in our view, is a genuine risk.

While emerging markets equities outperformed their U.S. and developed international peers this year, we continue to see the markets overall as reasonably valued, especially considering their 5-6% incremental growth versus developed markets. We believe that our strict bottom-up fundamental analysis within a macro perspective will help us continue to capture the opportunity these markets represent.

Sincerely,

Conrad Saldanha

Portfolio Manager

The risks involved in seeking capital appreciation from investments primarily in companies based outside the United States are set forth in the prospectus and statement of additional information.

Investing in foreign securities involves greater risks than investing in securities of U.S. issuers, including currency fluctuations, changes in local economic and political conditions, and the need to operate in less regulated financial markets. These risks are typically heightened for investments in emerging markets.

To the extent that the Fund emphasizes small-, mid- or large-cap stocks, it takes on the associated risks. At times, large-cap stocks may lag other types of stocks in performance, which could cause a fund holding those stocks to perform worse than certain other funds. Small- and mid-capitalization stocks are more vulnerable to financial risks and other risks than stocks of larger companies. They also trade less frequently and in lower volume than larger company stocks, so their market prices tend to be more volatile.

The composition, industries and holdings of the Fund are subject to change. In an attempt to reduce overall volatility, Emerging Markets Equity Fund diversifies the portfolio holdings over a wide array of countries and individual stocks.

7

Emerging Markets Equity Fund

TICKER SYMBOLS
Institutional Class	NEMIX
Class A	NEMAX
Class C	NEMCX
Class R3	NEMRX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	8.6	%
Consumer Staples	5.8
Energy	11.9
Financials	18.4
Health Care	7.3
Industrials	9.1
Information Technology	16.5
Materials	12.7
Telecommunication Services	5.7
Utilities	0.7
Short-Term	3.3
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,10
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			Life of Fund
At NAV
Institutional Class	10/08/2008		18.76	%		32.98	%
Class A	10/08/2008		18.58	%		32.73	%
Class C	10/08/2008		17.62	%		31.71	%
Class R313	06/21/2010		18.64	%		32.90	%
With Sales Charge
Class A			11.72	%		28.66	%
Class C			16.62	%		31.71	%
Index
MSCI Emerging Markets Index2,19			18.34	%		25.80	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 14.80%, 19.00%, 17.58% and 3.05% for Institutional Class, Class A, Class C and Class R3 shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 1.30%, 1.56%, 2.30% and 1.93% for Institutional Class, Class A, Class C and Class R3 shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2013 for Institutional Class, Class A, Class C and Class R3 shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

8

Emerging Markets Equity Fund

COMPARISON OF A $10,000 INVESTMENT

 

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Institutional Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distribu tions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

9

Equity Income Fund Commentary

We are pleased to report that for the fiscal year ended August 31, 2010, Neuberger Berman Equity Income Fund generated a strongly positive return and significantly outperformed its benchmark, the S&P 500 Index.

By the second half of calendar-year 2009 it seemed apparent that the U.S. was pulling out of the recession that had followed the financial crisis. Stocks had already begun discounting that move, starting their advance in March 2009, and the positive trend in both the markets and the economy continued through the remainder of the year.

In the beginning of calendar-year 2010, however, investors paused, and in our opinion questioned, whether stocks had climbed too far too fast, expanding beyond what appeared warranted by economic data considering the many uncertainties that remained. When early 2010 economic data continued to appear positive, investors found renewed optimism and drove the markets higher until the end of April. In May, the European sovereign debt crisis deepened, damaging investor confidence fairly significantly. From that point through the Fund's fiscal year-end, the market maintained a very volatile, wide trading range.

Taking the fiscal year as a whole, the first half was characterized by investor enthusiasm, while the second half was marked by concern, loss of confidence, and risk aversion. Given the Equity Income investment philosophy and process, we were able to use the volatility we saw to our advantage. We used our strict investment discipline to reposition the portfolio, selling strong performers in up markets, and buying attractive stocks at discounted prices when the market was weaker.

Within the portfolio, certain sectors performed particularly well, contributing significantly to our outperformance for the period. The largest single benefit came from our Energy holdings. We continue to believe that oil is in a structural bull market, and that, as the global economy recovers, demand for oil and oil products will continue to drive prices higher. Within the sector, Penn West, Cathedral Energy, CNOOC, Enbridge and Arc Energy Trust were among the top contributors.

The second key area for us this period was real estate investment trusts (REITs), always a significant part of our strategy. Our exposure to REITs, and in particular to unconventional REITs and international names, was highly beneficial, with standout investments within the sector including AvalonBay, Ascendas (a Singapore REIT) and Digital Realty Trust.

Our avoidance of certain equity sectors also contributed to the Fund's outperformance this period. For example, our underweight, versus the benchmark, to the relatively weak Health Care sector was beneficial relative to the S&P 500. Information Technology holdings were also positive, as strong stock selection, in terms of both sub-sector and the specific companies within them, provided contributions to returns. Materials was a similar story this period, with the portfolio exposed to the right sectors and companies, and in particular, owning the gold royalty companies. As with REITs, with concern about the U.S. consumer, we have been seeking companies with international exposure across our equity position.

After lagging during the first half of the fiscal period, Utilities, another important portion of our strategy, began to show some improvement in the second half. Taking the period as a whole, they too contributed to our outperformance. There were individual disappointments including Exelon and NextEra, but their negative effect was more than compensated for by strong performers within the sector.

Finally, a combination of our option writing and exposure to convertible securities was additive. One highlight within this group was a convertible preferred issued by Vale, a Brazilian mining company, which contributed strongly to the Fund's performance.

Looking ahead, we think the near-term market outlook remains choppy, as many of the issues that impacted the second half of this fiscal period are still with us—important among them, uncertainty about sovereign debt and uncertainty surrounding the U.S. economy's ability to grow in a meaningful way.

10

We expect to see global economic growth, but at slower than typical levels. As a result, while we remain cautious, we also believe that stocks are quite reasonably priced in the current market. We continue to find what we consider some phenomenal companies with great balance sheets, that appear to us well positioned to grow their earnings and their free cash flow, which in our view should eventually enable them to raise their dividends as well.

We view the current environment, complicated though it may be, as something of a sweet spot for the Equity Income strategy. We think the companies we own will continue to generate good profit growth, that will manifest itself in good dividend growth going forward. At the same time, we remain confident that our strategy's yield and other defensive characteristics may help insulate the portfolio should the outlook temporarily weaken.

Sincerely,

Richard S. Levine, Tony Gleason and Sandy Pomeroy

Portfolio Co-Managers

The risks involved in seeking capital appreciation from investments in a wide array of stocks are set forth in the prospectus and statement of additional information.

To the extent that the Fund emphasizes small-, mid- or large-cap stocks, it takes on the associated risks. At times, large-cap stocks may lag other types of stocks in performance, which could cause a fund holding those stocks to perform worse than certain other funds. Small- and mid-capitalization stocks are more vulnerable to financial risks and other risks than stocks of larger companies. They also trade less frequently and in lower volume than larger company stocks, so their market prices tend to be more volatile.

The composition, industries and holdings of the Fund are subject to change. Equity Income Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

11

Equity Income Fund

TICKER SYMBOLS
Institutional Class	NBHIX
Class A	NBHAX
Class C	NBHCX
Class R3	NBHRX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	1.4	%
Consumer Staples	4.5
Energy	14.1
Financials	15.9
Health Care	4.3
Industrials	3.8
Information Technology	2.7
Materials	2.9
Telecommunication Services	5.1
Utilities	15.0
Other	23.5
Short-Term	6.8
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			Life of Fund
At NAV
Institutional Class	06/09/2008		18.81	%	3.87	%
Class A17	06/09/2008		18.36	%	3.62	%
Class C17	06/09/2008		17.59	%	3.21	%
Class R317	06/21/2010		18.62	%	3.83	%
With Sales Charge
Class A17			11.58	%	2.03	%
Class C17			16.59	%	3.21	%
Index
S&P 500 Index2,19			4.91	%	–4.61	%

The performance data for each class includes the performance of the Fund's oldest share class, Trust Class, from November 2, 2006 through June 9, 2008. The performance data of Class R3 also includes the performance of Institutional Class from June 9, 2008 through June 21, 2010. See footnote 17 for information about the effects of the different fees paid by each class.

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 1.36%, 2.35%, 2.84% and 1.56% for Institutional Class, Class A, Class C and Class R3 shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 0.84%, 1.20%, 1.95% and 1.45% for Institutional Class, Class A, Class C and Class R3 shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2013 for Institutional Class, Class A, Class C and Class R3 shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

12

Equity Income Fund

COMPARISON OF A $10,000 INVESTMENT17

 

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Institutional Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distribu tions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

13

Focus Fund Commentary

During the volatile fiscal year ended August 31, 2010, Neuberger Berman Focus Fund posted a marginally negative return, underperforming its benchmark, the S&P 500 Index. While this is disappointing to us, we believe the Fund represents a portfolio of shares in businesses that have strong competitive positions in their industries and which are trading at distinct discounts to what we consider the underlying value of their assets and operations.

Within the index, the best-performing sectors included Consumer Discretionary, Industrials and Telecommunications. Financials, Information Technology and Health Care underperformed. We had entered the reporting period somewhat defensively positioned, seeking opportunities in Health Care and Information Technology. This defensive positioning was a key reason for the Fund's underperformance.

The Fund was invested in what we consider quality names during the period. For a variety of reasons, the share prices of large-capitalization, high-quality companies have generally underperformed in recent years. One source of this underperformance is that investors have been reducing exposure to U.S. common stocks. As money has moved into bonds and foreign stocks, these flows have hurt the prices of the Fund's holdings. We think this has created an interesting value opportunity. The U.S. stock market is trading at roughly the same level now as it was back in 1998. Over the past 12-plus years, our economy has expanded and U.S. companies have increased their exposure to developing markets. These companies have grown revenues and profits and increased the value of their businesses. While the timing is unclear, and the U.S . still faces challenges, we believe these dynamics have created a very interesting valuation opportunity in many high-quality stocks. We think patient investors will be rewarded for holding these high-quality businesses at today's reasonable valuations.

The top positive contributor to performance for the fiscal year was Rockwell Automation. This industrial company benefited from an improving economy over the course of the reporting period. We have since sold the position as it reached what we considered full valuation. Another positive contributor was XTO Energy, which was taken over by ExxonMobil during the period. The Fund also benefited from holding Brinker International, the owner of Chili's and other restaurants. Their management really focused the company during the fiscal year, managed it for cash flow, started a share repurchase program and increased the dividend significantly.

The single largest detractor from performance for the fiscal year was Range Resources, a natural gas producer. In our view, the company is a best-in-class operator within a best-in-class geography, owning assets in the core of the Marcellus shale region. The stock declined on investors' concerns about the long-term outlook for gas at the intersection of low gas prices and what appears to be undisciplined drilling activity. We think drilling activity will decline in the coming months as obligations expire, that prices ultimately will rise, and that the net asset value of Range Resources, which far exceeds its current share price, will be realized. Other areas of underperformance came from Information Technology, where we owned Hewlett-Packard and Yahoo!. Within Health Care, our ownership of Gilead Sciences hurt relative performance.

Looking ahead, we expect continued volatility, but within mildly positive markets. The recovery seems to have stalled somewhat, but we see healthy corporate balance sheets with significant cash, as well as stock buybacks, increased dividends, and increasing merger and acquisition activity, all of which, in our opinion, should be positive for the markets. After a dramatic cutback in capital expenditures, we have started to see a small pickup in capital spending, which is a good sign for the economy and markets. Furthermore, as the new Basel III banking rules get ironed out, some of the uncertainty that these widely anticipated proposals have created will be eliminated.

We think valuations are positive for stocks on a longer-term basis, and that as volatility continues, it will create buying opportunities along the way. As always, we think about decisions from an overall portfolio perspective. We remain highly attuned to the interaction among holdings in an attempt to minimize risk and enhance the prospects for healthy returns.

14

In our opinion, the Fund is positioned to take advantage of a return to U.S. high quality equities which, given the valuations currently present in the market, seems very likely.

Sincerely,

   

Gregory Francfort and David Levine

Portfolio Co-Managers

Because the Fund is concentrated in a small number of stocks, it will be substantially overweighted or underweighted in certain economic sectors at any given time. Therefore its performance is likely to be disproportionately affected by the factors influencing those sectors and may suffer if certain economic sectors it emphasizes do not perform as expected. The risks associated with these investments are set forth in the prospectus and statement of additional information.

Small- and mid-capitalization stocks are more vulnerable to financial risks and other risks than stocks of larger companies. They also trade less frequently and in lower volume than larger company stocks, so their market prices tend to be more volatile. Large-cap stocks are subject to all the risks of stock market investing, including the risk that they may lose value.

The composition, industries and holdings of the Fund are subject to change.

15

Focus Fund

TICKER SYMBOLS
Investor Class	NBSSX
Trust Class	NBFCX
Advisor Class	NBFAX
Institutional Class	NFALX
Class A	NFAAX
Class C	NFACX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	12.1	%
Consumer Staples	6.2
Energy	11.9
Financials	16.0
Health Care	18.0
Industrials	10.9
Information Technology	19.2
Materials	2.2
Utilities	1.5
Short-Term	2.0
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,9
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			5 Years			10 Years			Life of Fund
At NAV
Investor Class	10/19/1955		–2.39	%		–3.25	%		–2.86	%		9.96	%
Trust Class5	08/30/1993		–2.61	%		–3.46	%		–3.06	%		9.97	%
Advisor Class5	09/03/1996		–2.83	%		–3.67	%		–3.28	%		9.92	%
Institutional Class22	06/21/2010		–2.33	%		–3.24	%		–2.85	%		9.96	%
Class A25	06/21/2010		–2.38	%		–3.25	%		–2.86	%		9.96	%
Class C25	06/21/2010		–2.57	%		–3.29	%		–2.88	%		9.96	%
With Sales Charge
Class A25			–8.00	%		–4.39	%		–3.43	%		9.84	%
Class C25			–3.53	%		–3.29	%		–2.88	%		9.96	%
Index
S&P 500 Index2,19			4.91	%		–0.91	%		–1.81	%		9.52	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 1.01%, 1.26% and 1.54%, 0.80%, 1.16% and 1.91% for Investor Class, Trust Class, Advisor Class, Institutional Class, Class A and Class C shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 1.52%, 0.77%, 1.13% and 1.88% for Advisor Class, Institutional Class, Class A and Class C shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2020 for Advisor Class shares and through August 31, 2013 for Institutional Class, Class A and Class C shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

16

Focus Fund

COMPARISON OF A $10,000 INVESTMENT

 

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Investor Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributi ons or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

17

Genesis Fund Commentary

We witnessed oscillation in investor risk preference during the fiscal year ended August 31, 2010. From September 2009 until the mid-April market high, investors' confidence in the economic recovery translated into a willingness to take on risk in the form of more speculative and economically sensitive stocks. However, as weak economic data called into question the strength and sustainability of the recovery, investors hit the "risk-off" button and rotated into bonds and higher quality companies in less economically sensitive sectors.

Not surprisingly considering our affection for high quality, consistently-profitable companies and our aversion to risk, Neuberger Berman Genesis Fund lagged its Russell 2000® Index benchmark while investors were taking more risk and outperformed when their appetite for risk diminished. We are pleased to report that, for the full 12-month period, the Fund generated a positive return and outperformed its benchmark.

Investments in the Materials sector had the most positive impact on performance relative to the benchmark, with salt and specialty-fertilizer company Compass Minerals and dispenser and closure producer AptarGroup making major contributions. Industrial sector holdings also excelled, led by strong gains from coal mining equipment manufacturers Bucyrus International and Joy Global. Superior relative performance in the Energy sector was driven by solid gains from hydraulic fracturing proppant leader CARBO Ceramics, metallurgical coal producer Alpha Natural Resources, and domestic oil and gas exploration company Concho Resources. We believe most of the aforementioned companies still have attractive upside potential. However, we have pared back our positions in Bucyrus International, Joy Global and Alpha Natural Resources bec ause we believe that Chinese demand for coal may soften as the Chinese government takes actions to cool its economy.

Collectively, our Consumer Discretionary sector investments detracted from relative performance. Two of the biggest disappointments were for-profit education companies Strayer Education and Capella Education. In general, for-profit education companies came under pressure due to new Department of Education (DOE) regulations that threaten to reduce the availability of student loans for for-profit schools. The DOE has set two new criteria, at least one of which must be satisfied for a school to retain full eligibility. While Strayer and Capella have thus far failed to meet one of the criteria, both assert that they should easily satisfy the second. If they make good on this assertion, we believe both stocks can rebound.

Information Technology sector holdings also underperformed. ManTech International, which produces security systems for the Departments of Defense, Homeland Security and State, and foreign government agencies, we believe is really a defense company. We suspect that the stock came under pressure largely due to investor concern over potential cuts in U.S. government defense spending. We believe the stock is currently very cheap and offers an attractive risk/reward profile.

Health Care sector holdings lagged, with veterinary hospital, clinic and lab company VCA Antech among the Fund's poorest performers. VCA earnings were pressured by reduced consumer spending on pet care. However, we think earnings will recover as pet owners resume spending needed to take care of their pets.

The dramatic slowdown in Gross Domestic Product (GDP) growth in the second quarter of 2010 did not surprise us. We had anticipated that, once severely depleted inventories were replenished and government stimulus programs wound down, economic growth would moderate significantly. Now, in our view, the business community and equity investors are beginning to discount uncertainty regarding the near and intermediate term outlook for the economy. Is inflation or deflation the biggest threat? What is the ultimate economic impact of major regulatory overhauls of the health care and financial industries? What is the outlook for taxes? Currently, no one (including us) has answers to these questions. In addition, due to deficit concerns, we believe more financial stimulus from the federal government appears politically unpalatabl e. Most importantly, in our opinion, the American consumer is still overleveraged. Until consumers get their personal balance sheets in better shape, we expect consumer spending and therefore end-demand will remain soft and economic growth will remain uninspiring. We think this is not an encouraging scenario for the broad stock market.

18

One encouraging note is that stocks are quite cheap relative to fixed income alternatives. At some point, even if the economy remains sluggish, investors may tire of extremely low bond yields and move back into equities. One thing we believe could be quite constructive for the stock market would be for cash-rich corporate America to increase equity dividends, thereby enhancing the attractiveness of stocks relative to bonds.

How are we responding to the aforementioned economic and market uncertainty? By doing the same thing we have always done—searching for high-quality, financially strong small companies capable of consistently growing earnings over the economic cycle. Over the long term, we believe this will continue to be productive.

Sincerely,

   

Judith M. Vale and Robert D'Alelio

Portfolio Co-Managers

The risks involved in seeking capital appreciation from investments primarily in companies with small market capitalization are set forth in the prospectus and statement of additional information.

Small- and mid-capitalization stocks are more vulnerable to financial risks and other risks than stocks of larger companies. They also trade less frequently and in lower volume than larger company stocks, so their market prices tend to be more volatile.

The composition, industries and holdings of the Fund are subject to change. Genesis Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

19

Genesis Fund

TICKER SYMBOLS
Investor Class	NBGNX
Trust Class	NBGEX
Advisor Class	NBGAX
Institutional Class	NBGIX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	5.3	%
Consumer Staples	8.3
Energy	12.8
Financials	9.2
Health Care	18.4
Industrials	18.8
Information Technology	10.0
Materials	9.3
Utilities	2.9
Short-Term	5.0
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			5 Years			10 Years			Life of Fund
Investor Class	09/27/1988		8.41	%		1.81	%		8.85	%		11.68	%
Trust Class5	08/26/1993		8.34	%		1.76	%		8.81	%		11.68	%
Advisor Class5	04/02/1997		8.11	%		1.50	%		8.53	%		11.49	%
Institutional Class7	07/01/1999		8.68	%		2.03	%		9.09	%		11.81	%
Russell 2000® Index2,19			6.60	%		–0.69	%		2.48	%		8.21	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 1.10%, 1.14%, 1.40% and 0.89% for Investor Class, Trust Class, Advisor Class and Institutional Class shares, respectively (prior to any fee waivers or expense reimbursement for Institutional Class shares). The expense ratio net of waivers and reimbursements was 0.87% for Institutional Class shares. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2020 for Institutional Class and Advisor Class shares and through August 31, 2013 for Trust Class shares.

20

Genesis Fund

 COMPARISON OF A $10,000 INVESTMENT

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Investor Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

21

Guardian Fund Commentary

We are pleased to report that, for the fiscal year ended August 31, 2010, Neuberger Berman Guardian Fund generated a positive return and outperformed its benchmark, the S&P 500 Index.

We saw a sharp shift in market sentiment over this fiscal year. For the first two-thirds of the period, the economy was expanding at an above-trend rate—coming off the bottom of the recession, with an inventory cycle underway, and, through April 2010, with active discussion about how the Federal Reserve might begin to exit its quantitative easing program. Against that backdrop, equities performed very well, led by shares of businesses that would be the greatest beneficiaries of a cyclical recovery, including Consumer Discretionary, Industrials, credit-sensitive Financials and Materials.

In late April and early May, as worries about sovereign debt issues in Europe increased, credit markets grew nervous and many equity investors sold their shares. This was the lead-in to the seasonally soft summer months, and throughout the summer, economic statistics—industrial production, employment, spending—weakened. Against this backdrop, some of the sectors that had outperformed came under the most pressure.

Within the Fund, our focus for several years has been on identifying businesses positioned to perform in a slower growth environment on the strength of their products and value to customers. Earlier this period, the shares of many traditional growth sectors performed poorly as investors favored cyclical exposure. As multiples between growth and value converged, we were able to buy high-quality growth companies at what we believe were very attractive prices. That is where we have been adding holdings—in strong businesses, with good secular growth, whose stocks have underperformed. We now have a meaningful Consumer Staples allocation, a different mix in Health Care, and a number of one-off names across the portfolio that share these characteristics.

Examples include Coca-Cola, W.W. Grainger, the industrial distributor, and MasterCard, the debit/credit card payment processing firm. These businesses proved defensive during the downturn, but also demonstrated that they can maintain and protect earnings in an inflationary environment. We believe, given the current environment, that such extremes are not off the table.

For the fiscal year, despite the fact that we were largely underexposed to the best performing sectors early on, we were able to deliver very good relative returns by executing our strategy. The largest contributors to our outperformance this period included three long-term core holdings: Intuit, Altera and Millipore.

We bought Intuit years ago, believing that the business could grow in a tough environment, and in our opinion they have done a remarkable job—through 2008, 2009 and today at a double-digit pace. Altera also outperformed. While it's late in the semiconductor cycle, the secular outlook for Altera, based on what we consider superior technology, has become more apparent. Biosciences firm Millipore was put into play by a hostile acquisition bid from a competitor, and then acquired by a white knight at a premium. During the first quarter of calendar-year 2010, we began to see increased merger and acquisition activity. We expect to see more going forward given the growing strength of corporate balance sheets.

Disappointments included Charles Schwab, a core long-term holding whose business is growing, and that stands to benefit when interest rates eventually rise. The stock underperformed as European debt and U.S. recovery concerns pushed out the likely timeline for rate increases and the related upside earnings potential. We continue to own Schwab, encouraged by management's execution of its business.

Covidien, a Health Care name we added over the winter on the opportunity to buy good secular growth at an attractive value, performed well through early spring. The stock weakened over concerns about slowing utilization of medical services, likely triggered by the coming expiration of extended COBRA benefits. We remain positive about the stock and sector, and continue to own both Covidien and C.R. Bard.

22

Washington Post, which we owned for its Kaplan education business, was frustrating. While we got the fundamentals right—Kaplan met our expectations for dramatic and contra-cyclical growth—the regulatory environment changed dramatically. As proposed regulations threatened Kaplan's business model, we eliminated our position.

From our perspective, investor expectations seem to have overshot early in the fiscal year, as inventory rebuilding drove GDP growth at a rate that we think is likely to prove greater than the long-term trend. As the fiscal year progressed, credit market volatility in Europe and fears of a double-dip recession appear to have caused sentiment to overshoot on the downside. While we expect there will be challenges ahead, we think odds are that the economy will remain on course for a slow recovery.

In an uncertain world, we remain confident that the high quality businesses represented in the Guardian Fund are financially strong, and positioned to deliver reasonable growth over a wide range of economic outcomes.

As always, we look forward to continuing to serve your investment needs.

Sincerely,

Arthur Moretti

Portfolio Manager

The risks involved in seeking capital appreciation from investments primarily in mid- to large-cap stocks are set forth in the prospectus and statement of additional information.

Mid-capitalization stocks are more vulnerable to financial risks and other risks than larger stocks. They also trade less frequently and in lower volume than larger company stocks, so their market prices tend to be more volatile. Large-cap stocks are subject to all the risks of stock market investing, including the risk that they may lose value due to overall market or economic conditions.

The composition, industries and holdings of the Fund are subject to change. Guardian Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

23

Guardian Fund

TICKER SYMBOLS
Investor Class	NGUAX
Trust Class	NBGTX
Advisor Class	NBGUX
Institutional Class	NGDLX
Class A	NGDAX
Class C	NGDCX
Class R3	NGDRX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	5.4	%
Consumer Staples	8.9
Energy	13.6
Financials	11.6
Health Care	9.3
Industrials	18.1
Information Technology	26.6
Materials	2.6
Short-Term	3.9
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,8,15
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			5 Years		10 Years			Life of Fund
At NAV
Investor Class	06/01/1950		7.99	%	–0.63	%		0.49	%		10.76	%
Trust Class5	08/03/1993		7.75	%	–0.79	%		0.34	%		10.72	%
Advisor Class5	09/03/1996		7.38	%	–1.21	%		–0.04	%		10.61	%
Institutional Class22	05/27/2009		8.22	%	–0.57	%		0.52	%		10.76	%
Class A21	05/27/2009		7.72	%	–0.67	%		0.47	%		10.75	%
Class C21	05/27/2009		7.08	%	–0.85	%		0.38	%		10.74	%
Class R321	05/27/2009		7.51	%	–0.72	%		0.44	%		10.75	%
With Sales Charge
Class A21			1.57	%	–1.84	%		–0.12	%		10.65	%
Class C21			6.08	%	–0.85	%		0.38	%		10.74	%
Index
S&P 500 Index2,19			4.91	%	–0.91	%		–1.81	%		10.65	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 0.97%, 1.15%, 5.33%, 0.81%, 1.17%, 1.92% and 1.42% for Investor Class, Trust Class, Advisor Class, Institutional Class, Class A, Class C and Class R3 shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 1.51%, 0.75%, 1.11%, 1.86% and 1.36% for Advisor Class, Institutional Class, Class A, Class C and Class R3 shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2020 for Advisor Class shares, through August 31, 2013 for Institutional Class, Class A, Class C and Class R3 shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

24

Guardian Fund

 COMPARISON OF A $10,000 INVESTMENT

 

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Investor Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributi ons or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

25

International Fund Commentary

We are pleased to report that, for the fiscal year ended August 31, 2010, Neuberger Berman International Fund posted a positive return and significantly outperformed its benchmark, the MSCI EAFE® Index.

The MSCI EAFE Index was down slightly for the 12-month reporting period. The rally that had taken place in calendar-year 2009 began to peter out at the end of the first quarter of calendar-year 2010, with the markets turning dramatically negative in the second quarter, as the index declined by nearly 14% when concerns about European sovereign debt worsened. While markets recovered somewhat by fiscal year-end, the volatility continued as investors appeared to remain undecided on the state of the global economic recovery.

The MSCI EAFE Index underperformed both the S&P 500 Index and the MSCI Emerging Markets Index this fiscal period. Within the EAFE index, Consumer Staples was the best performing sector, with Telecommunications and Industrials adding incrementally to performance. In contrast, Financials were quite negative, followed by Energy and Utilities. On a country basis, the U.K., Switzerland and Sweden contributed significantly to index performance, while Japan, France and Spain were most detrimental to performance.

The Fund's substantial outperformance relative to its benchmark was driven primarily by stock selection, although sector allocation was also positive. The Fund added value in eight of 10 sectors, with significant outperformance in Energy, Materials and Financials. Our two disappointments this period were Health Care and Consumer Staples. In terms of countries, Canada, the U.K. and Germany were most positive for the Fund, while Australia, Hong Kong and Greece were weakest.

Within Energy, top contributors included Cairn, a U.K.-based oil company, which rose on news that it had secured contracts to sell oil at better-than-expected prices, Pacific Rubiales, a Canadian-listed oil and natural gas producer with assets in South America, up due to production growth and continued exploration success in its Quifa field, and Ultrapar, an oil and gas distributor, which benefited from the strength of the Brazilian economic recovery. In Materials, Croda, a U.K.-based global specialty chemical company, outperformed, as did Eldorado Gold, releasing strong results and raising guidance provided regarding their earnings due to better-than-expected production. In Financials, we had some disappointments—including National Bank of Greece (sold in the fourth quarter of calendar-year 2009), as well as CNP Assurances, a French insurer, and Deutsche Boerse, a transaction-services provider for the securities industry, both of which we continue to hold. Overall, however, our holdings in the sector outperformed. In Health Care, where we underperformed, iSOFT, an Australia-based health care software company, Ipsen, a French specialty pharmaceuticals firm, and Nobel Biocare, a Swiss dental implants manufacturer, disappointed. We sold our position in Nobel.

Given the uncertain environment, the Fund remains somewhat defensively positioned. In Europe, the Fund has limited exposure to the economies we consider weakest, notably Greece. European holdings are concentrated in companies that operate globally, and are likely beneficiaries of a weaker euro (as German businesses have been). Relative to the benchmark, the Fund remains underweighted in Japan, where we struggle to identify high-quality companies, and Australia, where we find valuations unattractive. The Fund is overweighted in emerging markets, notably Brazil, where we think the upcoming presidential election is unlikely to affect pro-growth economic policies. We continue to be less concerned about China's tightening measures, believing the country will still generate strong GDP growth; and while wage hikes in China hav e made news this year, we believe they pose little threat to the profitability of the companies we hold (which include Chinese companies and developed market companies with operations there).

From a sector perspective, the Fund's largest underweight is Financials, where we find little valuation support for less profitable business models under new regulations. Although the recently announced Basel III banking regulations appear less onerous than many expected, uncertainty remains around many key details. We are avoiding Utilities—generally low growth, highly capital-intensive businesses. The Fund is modestly overweighted in Materials, with exposure to agriculture-related and specialty chemical companies with pricing power and relatively stable end markets. Lastly, the

26

Fund is overweighted in Information Technology; despite corporations' reluctance to invest in new projects, we continue to see strong demand for replacement products.

In our opinion, macro issues—such as elections, regulatory changes, and government debt concerns—will likely continue to affect markets through the remainder of the year. European sovereign debt issues have yet to be resolved, so while certain bright spots like Germany exist, growth overall is likely to be constrained as European, and many other developed countries' governments, have shifted from stimulus spending toward greater fiscal restraint. Considering this, and the fact that U.S. economic data remain mixed (with a stubbornly high unemployment rate), we believe the global growth story, or at least market sentiment, will be reliant on emerging markets. We anticipate investors will be sensitive to news flow in these markets until a recovery in the developed world firmly takes hold.

While we expect markets to remain focused on macro issues, our holdings are geared to longer-term structured opportunities in areas like raw materials, emerging markets, technology and telecommunications. We believe these high-quality firms will to continue to execute despite uncertainty.

Sincerely,

Benjamin Segal

Portfolio Manager

The risks involved in seeking capital appreciation from investments primarily in companies based outside the United States are set forth in the prospectus and statement of additional information.

Investing in foreign securities involves greater risks than investing in securities of U.S. issuers, including currency fluctuations, changes in local economic and political conditions, and the need to operate in less regulated financial markets. These risks are typically heightened for investments in emerging markets.

The composition, industries and holdings of the Fund are subject to change. In an attempt to reduce overall volatility, International Fund diversifies the portfolio holdings over a wide array of countries and individual stocks.

27

International Fund

TICKER SYMBOLS
Investor Class	NBISX
Trust Class	NBITX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	11.1	%
Consumer Staples	10.2
Energy	8.2
Financials	16.4
Health Care	7.1
Industrials	14.4
Information Technology	9.3
Materials	12.1
Telecommunication Services	8.2
Short-Term	3.0
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,8,16
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			5 Years			10 Years			Life of Fund
Investor Class	06/15/1994		8.26	%		0.14	%		3.17	%		6.84	%
Trust Class5	06/29/1998		8.18	%		0.06	%		3.31	%		7.06	%
MSCI EAFE® Index2,19			–1.93	%		1.43	%		1.53	%		4.42	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 1.42% and 1.51% for Investor Class and Trust Class shares, respectively.Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2013 for Investor Class shares and August 31, 2020 for Trust Class shares.

COMPARISON OF A $10,000 INVESTMENT

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Investor Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart above). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

28

International Institutional Fund Commentary

We are pleased to report that, for the fiscal year ended August 31, 2010, Neuberger Berman International Institutional Fund posted a positive return and significantly outperformed its benchmark, the MSCI EAFE® Index.

The MSCI EAFE Index was down slightly for the 12-month reporting period. The rally that had taken place in calendar-year 2009 began to peter out at the end of the first quarter of calendar-year 2010, with the markets turning dramatically negative in the second quarter, as the index declined by nearly 14% when concerns about European sovereign debt worsened. While markets recovered somewhat by fiscal year-end, the volatility continued as investors appeared to remain undecided on the state of the global economic recovery.

The MSCI EAFE Index underperformed both the S&P 500 Index and the MSCI Emerging Markets Index this fiscal period. Within the EAFE index, Consumer Staples was the best performing sector, with Telecommunications and Industrials adding incrementally to performance. In contrast, Financials were quite negative, followed by Energy and Utilities. On a country basis, the U.K., Switzerland and Sweden contributed significantly to index performance, while Japan, France and Spain were most detrimental to performance.

The Fund's substantial outperformance relative to its benchmark was driven primarily by stock selection, although sector allocation was also positive. The Fund added value in eight of 10 sectors, with significant outperformance in Energy, Materials and Financials. Our two disappointments this period were Health Care and Consumer Staples. In terms of countries, Canada, the U.K. and Germany were most positive for the Fund, while Australia, Hong Kong and Greece were weakest.

Within Energy, top contributors included Cairn, a U.K.-based oil company, which rose on news that it had secured contracts to sell oil at better-than-expected prices, Pacific Rubiales, a Canadian-listed oil and natural gas producer with assets in South America, up due to production growth and continued exploration success in its Quifa field, and Ultrapar, an oil and gas distributor, which benefited from the strength of the Brazilian economic recovery. In Materials, Croda, a U.K.-based global specialty chemical company, outperformed, as did Eldorado Gold, releasing strong results and raising guidance provided regarding their earnings due to better-than-expected production. In Financials, we had some disappointments—including National Bank of Greece (sold in the fourth quarter of calendar-year 2009), as well as CNP Assurances, a French insurer, and Deutsche Boerse, a transaction-services provider for the securities industry, both of which we continue to hold. Overall, however, our holdings in the sector outperformed. In Health Care, where we underperformed, iSOFT, an Australia-based health care software company, Ipsen, a French specialty pharmaceuticals firm, and Nobel Biocare, a Swiss dental implants manufacturer, disappointed. We sold our position in Nobel.

Given the uncertain environment, the Fund remains somewhat defensively positioned. In Europe, the Fund has limited exposure to the economies we consider weakest, notably Greece. European holdings are concentrated in companies that operate globally, and are likely beneficiaries of a weaker euro (as German businesses have been). Relative to the benchmark, the Fund remains underweighted in Japan, where we struggle to identify high-quality companies, and Australia, where we find valuations unattractive. The Fund is overweighted in emerging markets, notably Brazil, where we think the upcoming presidential election is unlikely to affect pro-growth economic policies. We continue to be less concerned about China's tightening measures, believing the country will still generate strong GDP growth; and while wage hikes in China hav e made news this year, we believe they pose little threat to the profitability of the companies we hold (which include Chinese companies and developed market companies with operations there).

From a sector perspective, the Fund's largest underweight is Financials, where we find little valuation support for less profitable business models under new regulations. Although the recently announced Basel III banking regulations appear less onerous than many expected, uncertainty remains around many key details. We are avoiding Utilities—generally low growth, highly capital-intensive businesses. The Fund is modestly overweighted in Materials, with exposure to agriculture-related and specialty chemical companies with pricing power and relatively stable end markets. Lastly, the

29

Fund is overweighted in Information Technology; despite corporations' reluctance to invest in new projects, we continue to see strong demand for replacement products.

In our opinion, macro issues—such as elections, regulatory changes, and government debt concerns—will likely continue to affect markets through the remainder of the year. European sovereign debt issues have yet to be resolved, so while certain bright spots like Germany exist, growth overall is likely to be constrained as European, and many other developed countries' governments, have shifted from stimulus spending toward greater fiscal restraint. Considering this, and the fact that U.S. economic data remain mixed (with a stubbornly high unemployment rate), we believe the global growth story, or at least market sentiment, will be reliant on emerging markets. We anticipate investors will be sensitive to news flow in these markets until a recovery in the developed world firmly takes hold.

While we expect markets to remain focused on macro issues, our holdings are geared to longer-term structured opportunities in areas like raw materials, emerging markets, technology and telecommunications. We believe these high-quality firms will to continue to execute despite uncertainty.

Sincerely,

Benjamin Segal

Portfolio Manager

The risks involved in seeking capital appreciation from investments primarily in companies based outside the United States are set forth in the prospectus and statement of additional information.

Investing in foreign securities involves greater risks than investing in securities of U.S. issuers, including currency fluctuations, changes in local economic and political conditions, and the need to operate in less regulated financial markets. These risks are typically heightened for investments in emerging markets.

The composition, industries and holdings of the Fund are subject to change. In an attempt to reduce overall volatility, International Institutional Fund diversifies the portfolio holdings over a wide array of countries and individual stocks.

30

International Institutional Fund

TICKER SYMBOLS
Institutional Class	NBIIX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	11.1	%
Consumer Staples	10.3
Energy	8.3
Financials	16.5
Health Care	7.2
Industrials	14.5
Information Technology	9.4
Materials	12.2
Telecommunication Services	8.3
Short-Term	2.2
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,8
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			5 Years			Life of Fund
Institutional Class	06/17/2005		9.05	%		–0.02	%		1.74	%
MSCI EAFE® Index2,19			–1.93	%		1.43	%		2.51	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratio for fiscal year 2009 was 1.28% for Institutional Class shares (prior to any fee waivers or expense reimbursements). The expense ratio net of waivers and reimbursements was 0.83% for Institutional Class shares. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2020 for Institutional Class shares.

 COMPARISON OF A $10,000 INVESTMENT

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Institutional Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart above). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

31

International Large Cap Fund Commentary

We are pleased to report that, for the fiscal year ended August 31, 2010, Neuberger Berman International Large Cap Fund posted a positive return and significantly outperformed its benchmark, the MSCI EAFE® Index.

The MSCI EAFE Index was down slightly for the 12-month reporting period. The rally that had taken place in calendar-year 2009 began to peter out at the end of the first quarter of calendar-year 2010, with the markets turning dramatically negative in the second quarter, as the index declined by nearly 14% when concerns about European sovereign debt worsened. While markets recovered somewhat by fiscal year-end, the volatility continued as investors appeared to remain undecided on the state of the global economic recovery.

The MSCI EAFE Index underperformed both the S&P 500 Index and the MSCI Emerging Markets Index this fiscal period. Within the EAFE index, Consumer Staples was far and away the best performing sector, with Telecommunications and Industrials adding incrementally to performance. In contrast, Financials were quite negative, followed by Energy and Utilities. On a country basis, the U.K., Switzerland and Sweden contributed significantly, while Japan, France and Spain were most detrimental to performance.

The Fund's substantial outperformance this period relative to the benchmark was driven primarily by stock selection, although sector allocation was also positive. The Fund added value in eight of 10 sectors, with significant outperformance in Financials, Materials and Energy. Our two disappointments this period were Health Care and Consumer Staples. In terms of countries, India, Canada and the U.K. were most positive for the Fund, while Australia, Hong Kong and France were weakest.

Within Financials, State Bank of India was a top contributor, as the bank reported numbers far ahead of consensus. While stock selection across the sector was strong, the sector also included some of our largest disappointments—National Bank of Greece, and, U.K. bank Barclays (both of which we sold), as well as Deutsche Boerse, a transaction services provider for the securities industry. In Materials, Eldorado Gold outperformed, releasing strong results and raising guidance due to better-than-expected production, as did the Swiss specialty chemicals company Givaudan. In Energy, top contributors included Cairn, a U.K.-based oil company, which secured contracts to sell oil at better-than-expected prices, and Pacific Rubiales, a Canadian-listed oil and gas firm with South American assets, which rose dramatically due to production growth and continued exploration success in its Quifa field. Bankers Petroleum, a Canadian oil and gas exploration and production company with assets in Albania, was a detractor. The stock declined on concerns over Europe. In Health Care, where we underperformed, Ipsen, a French specialty pharmaceuticals firm, and Nobel Biocare, a Swiss dental implants manufacturer, each disappointed. We sold our position in Nobel.

Given the uncertain environment, the Fund remains somewhat defensively positioned. In Europe, we have limited exposure to the economies we consider weakest, notably Greece. European holdings are concentrated in companies that operate globally, and are likely beneficiaries of a weaker Euro, as Germany has been. Relative to the benchmark, the Fund remains underweighted in Japan, where we struggle to identify high-quality companies, and Australia, where we find valuations unattractive. The Fund is overweighted in emerging markets, notably Brazil, where we think the upcoming presidential election is unlikely to affect pro-growth economic policies. We continue to be less concerned about China's tightening measures, believing the country will still generate strong GDP growth; and while wage hikes in China have made news this year, we believe they pose little threat to the profitability of the companies we hold (including Chinese companies and developed-market companies with operations there).

From a sector perspective, the Fund's largest underweight is Financials, where we find little valuation support for less profitable business models under new regulations. Although the recently announced Basel III banking regulations appear less onerous than many expected, uncertainty remains regarding many key details. We continue to avoid Utilities—generally low-growth, highly capital-intensive businesses. The Fund is modestly overweighted in Materials, with exposure to agriculture-related and specialty chemical companies with pricing power and relatively stable end markets. Lastly, the

32

Fund is overweighted in Information Technology; despite corporations' reluctance to invest in new projects, we continue to see strong demand for replacement products.

In our opinion, macro issues—such as elections, regulatory changes and government debt concerns—will likely continue to affect markets through the remainder of the year. European sovereign debt issues have yet to be resolved, so while certain bright spots like Germany exist, overall growth is likely to be constrained as European, and many other governments in developed countries, have shifted from stimulus spending toward greater fiscal restraint. Considering this, and the fact that U.S. economic data remain mixed (with a stubbornly high unemployment rate), we expect the global growth story, or at least market sentiment, to be reliant on emerging markets. We anticipate investors will be sensitive to news flow in these markets until a recovery in the developed world firmly takes hold.

While we expect markets to remain focused on macro issues, our holdings are geared to longer-term structured opportunities in areas like raw materials, emerging markets, technology and telecommunications. We believe these high-quality firms in the portfolio will to continue to execute despite uncertainty.

Sincerely,

Benjamin Segal

Portfolio Manager

The risks involved in seeking capital appreciation from investments primarily in companies based outside the United States and from investments in large-cap stocks are set forth in the prospectus and statement of additional information.

Investing in foreign securities involves greater risks than investing in securities of U.S. issuers, including currency fluctuations, changes in local economic and political conditions, and the need to operate in less regulated financial markets. These risks are typically heightened for investments in emerging markets.

Investing in the stocks of even the largest companies involves all the risks of stock market investing, including the risk that they may lose value due to overall market or economic conditions.

The composition, industries and holdings of the Fund are subject to change. In an attempt to reduce overall volatility, International Large Cap Fund diversifies the portfolio holdings over a wide array of countries and individual stocks.

33

International Large Cap Fund

TICKER SYMBOLS
Trust Class	NILTX
Institutional Class	NILIX
Class A	NBNAX
Class C	NBNCX
Class R3	NBNRX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	11.0	%
Consumer Staples	8.7
Energy	9.3
Financials	18.2
Health Care	8.4
Industrials	14.5
Information Technology	7.6
Materials	12.8
Telecommunication Services	6.9
Short-Term	2.6
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,8
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			Life of Fund
At NAV
Trust Class	08/01/2006		5.87	%		–2.04	%
Institutional Class7	10/06/2006		6.29	%		–1.70	%
Class A18	12/20/2007		5.87	%		–2.03	%
Class C18	12/20/2007		5.02	%		–2.52	%
Class R318	05/27/2009		5.57	%		–2.13	%
With Sales Charge
Class A18			–0.19	%		–3.44	%
Class C18			4.02	%		–2.52	%
Index
MSCI EAFE® Index2,19			–1.93	%		–2.97	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 1.75%, 1.32%, 2.19%, 3.96% and 1.90% for Trust Class, Institutional Class, Class A, Class C and Class R3 shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 1.29%, 0.94%, 1.33%, 2.03% and 1.53% for Trust Class, Institutional Class, Class A, Class C and Class R3 shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2013 for Trust Class, Institutional Class, Class A and Class C shares and Class R3 shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

34

International Large Cap Fund

COMPARISON OF A $10,000 INVESTMENT

 

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Trust Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

35

Intrinsic Value Fund Commentary

Neuberger Berman Intrinsic Value Fund performed well this reporting period, exceeding the returns of its benchmark, the Russell 2000® Value Index, for the fiscal year ended August 31, 2010.

While Neuberger Berman Intrinsic Value Fund is relatively new, the strategy is not. The Fund represents the continuation of a time-tested philosophy that started in 1997 and has continued under consistent leadership for the past 13 years. Our team—portfolio managers supported by a highly seasoned analyst team with long tenures in the small-cap space—is focused on identifying stocks of small-cap companies that we believe are trading at a significant discount to their "intrinsic value," or our estimate of the companies' true long-term worth.

The portfolio is managed from an "intelligent contrarian" point of view. Since stock valuations represent the aggregated judgment of individuals, sentiments can run to extremes about companies, sectors and the market as a whole. Our objective is to intelligently and rationally invest in those areas where we think emotions have run too high, and sentiment has become too negative. We take a long-term, thoughtful, value approach, believing we can drive meaningful shareholder appreciation by thinking differently about out-of-favor companies. This approach has been tested across several major market and economic cycles during the strategy's lifetime.

We see the strategy's key advantages deriving from three characteristics: our disciplined value approach, our long-term perspective versus market players driven by short-term factors and momentum considerations, and our requirement for an identified catalyst that can unlock the value that we see in candidate companies.

In calculating the intrinsic valuations of the stocks we take under consideration, we evaluate companies the same way private equity firms do—as though we were going to buy the company in its entirety today. We consider factors including underappreciated assets, the quality of a company's customer base, and whether the balance sheet is strong enough to get the company through difficult times.

Through our work, we have found that market inefficiencies which create undervalued companies follow patterns. As such, our companies typically fall into three categories. They may be complicated and trading in a market that values simplicity; they may be cyclical businesses at the bottom of an economic cycle; or they may be growth companies with short-term earnings or revenue misses, which disappoint momentum-oriented growth investors. Generally speaking, we seek long-term opportunities in companies facing short-term challenges.

The Fund this period demonstrated characteristics that have been common to the strategy over time. We have historically underweighted relative to the benchmark both Financial Services and Consumer Discretionary names, two areas that led the market from February through April this year. Instead, we tend to overweight Manufacturing, Technology and Health Care companies, areas where we think our fundamental research effort can add more value. Five of our top contributors this period were IT companies, including standouts Verint and ARM Holdings. Not surprisingly, as Technology was our largest allocation this period, it also contained some disappointments, such as Arris Group and Brocade.

Taking the fiscal year as a whole, the decisions that were most beneficial to the Fund were within the Producer Durables, Consumer Staples, and Materials & Processing areas. We were weakest relative to the benchmark in Consumer Discretionary, where our underweight was a drag as the sector rallied. Later, however, as domestic economic data revealed a more cautious level of consumer spending and anemic job creation, these sectors reversed, benefiting our relative performance through August.

Financial events over the last two years and the ensuing market volatility have forced investment professionals of all stripes to develop macroeconomic opinions and incorporate sector awareness into portfolio construction. We believe it's no longer sufficient to say we are simply stock pickers. We view the market's earlier rally in Consumer Discretionary and Financial Services stocks as a possible preview of sectors that could lead if sentiment improves. So, after extensive analysis, we have begun selectively increasing our allocations to these sectors. In Financial Services companies, we are targeting credit recovery plays and strong regional players that seem to be on course to acquire what we consider attractively priced assets. On the consumer side, we added a specialty retailer and are monitoring candidates in reta il and casual dining.

36

Looking ahead, although the current market is colored by uncertainty and risk aversion, we believe stock prices have discounted many of the challenges of a slow-growth global economy. Rather than viewing disappointing data points through a pessimistic lens, we prefer the assumption that the long-term trend of prosperity and growth in standards of living will continue, even in the face of serious challenges and inevitable setbacks. However, we also believe that intelligent policies concerning entitlement reform, taxation and regulation are essential to ensuring a healthier economic climate and improving investor sentiment.

Thank you for your confidence. We look forward to continue serving your investment needs.

Sincerely,

Benjamin H. Nahum, James F. McAree and Amit Solomon

Portfolio Co-Managers

The risks involved in seeking capital appreciation from investments primarily in companies with small- and mid-cap stocks are set forth in the prospectus and statement of additional information.

Small- and mid-capitalization stocks are more vulnerable to financial risks and other risks than stocks of larger companies. They also trade less frequently and in lower volume than larger company stocks, so their market prices tend to be more volatile. Large-cap stocks are subject to all the risks of stock market investing, including the risk that they may lose value due to overall market or economic conditions.

The composition, industries and holdings of the Fund are subject to change. Intrinsic Value Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

37

Intrinsic Value Fund

TICKER SYMBOLS
Institutional Class	NINLX
Class A	NINAX
Class C	NINCX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	8.9	%
Consumer Staples	2.5
Energy	4.6
Financial Services	11.7
Health Care	10.5
Materials & Processing	4.5
Producer Durables	24.6
Technology	25.3
Utilities	6.0
Short-Term	1.4
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			5 Year			10 Year			Life of Fund
At NAV
Institutional Class24	05/10/2010		6.68	%		3.35	%		7.75	%		10.18	%
Class A24	05/10/2010		6.56	%		3.33	%		7.74	%		10.17	%
Class C24	05/10/2010		6.34	%		3.28	%		7.72	%		10.15	%
With Sales Charge
Class A24			0.44	%		2.11	%		7.10	%		9.67	%
Class C24			5.34	%		3.28	%		7.72	%		10.15	%
Index
Russell 2000® Value Index2,19			6.06	%		–1.33	%		6.56	%		6.45	%
Russell 2000® Index2,19			6.60	%		–0.69	%		2.48	%		4.57	%

The inception date for Neuberger Berman Intrinsic Value Fund Class A, Class C and Institutional Class shares is May 10, 2010. Performance prior to the date is that of the Fund's predecessor, the DJG Small Cap Value Fund L.P., an unregistered limited partnership ("DJG Fund"); DJG Fund was the successor to The DJG Small Cap Value Fund, an unregistered commingled investment account ("DJG Account"), which had similar investment goals, strategies, and portfolio management team. See footnote 24 for information about the effects of the different fees paid by each class.

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 1.28%, 1.64% and 2.39% for Institutional Class, Class A and Class C shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 1.00%, 1.36% and 2.11% Institutional Class, Class A and Class C shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2013 for Institutional Class, Class A and Class C shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

38

Intrinsic Value Fund

COMPARISON OF A $10,000 INVESTMENT24

 

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Institutional Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distribu tions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

39

Large Cap Disciplined Growth Fund Commentary

For the fiscal year ended August 31, 2010, Neuberger Berman Large Cap Disciplined Growth Fund posted a positive return but underperformed its benchmark, the Russell 1000® Growth Index.

For the first six months of this reporting period, the market was positively impacted by a flight to low quality, more economically sensitive, higher beta stocks. This period of unprecedented government stimulus, loose monetary policy, better-than-expected earnings, and generally improving economic data increased investors' risk appetite. In this environment, investors favored categories including Consumer Discretionary, Industrials, Energy, Materials, and Financials stocks. At the same time, larger capitalization, higher quality securities underperformed.

During the more recent six months, the trend reversed somewhat, and market capitalization and quality were fairly neutral to performance. Whereas the market was previously very beta driven (versus being driven by individual companies' fundamentals and prospects), we saw something of a reversal here, too, demonstrated by a much larger deviation among individual stock returns.

Within the benchmark index, the largest contributors to performance were Consumer Discretionary and Consumer Staples stocks, followed by Information Technology. The biggest detractors were Energy, Financials and Utilities. The Fund was hurt by stock selection across the board this period, losing value in seven of the nine economic sectors in which we were invested during the period as the types of companies we tend to own underperformed. Our largest disappointments were within Health Care and Information Technology, while we were helped relative to the benchmark by an underweight in Materials.

From an individual contribution perspective, our top holding and the largest positive contributor to performance for the year was Apple. The company continued to impress investors with strong iPhone and Mac sales as well as the continued expansion and adoption of the app store. Apple's share price also gained positive momentum from the successful launch of the iPad tablet computer.

Amazon.com was our second largest contributor, turning in better-than-expected results. Amazon's sales continued to trend positively, with almost all categories experiencing sequential acceleration. Amazon continues to gain share from rival eBay, and is successfully managing the transition from physical books to e-books, with a 70% share of the e-book market. Further, we expect initiatives aimed at reducing the number of the company's fulfillment centers nationwide will have positive impacts on profit margins.

Citrix Systems, a desktop virtualization company, was also beneficial to performance this period. Through "cloud computing," Citrix enables computer users to access their desktops remotely, allowing businesses to centralize stored data and dramatically reduce IT hardware, software and support expenditures. Citrix Systems showed an acceleration in orders for their core virtualization product, the Xen Desktop. With a very short payback period, it is among the few IT expenditures businesses are willing to make.

QUALCOMM, the largest detractor from performance, was sold. With the next generation of handsets bifurcating between the growing and expensive smartphone market and ever-cheaper basic phones, we view their revenue licensing model as under extreme pressure. Additionally, growth in the overall handset market is slowing, which threatens volume.

Covidien, a maker of supplies and equipment for medical procedures, was weak on concerns in Europe. Austerity programs there, including price caps and rationalization, as well as a weak euro, have had a fairly negative effect on the stock. We reduced our position, not knowing how long the current "headline risk" will continue, but are confident that, longer-term, fears about this very defensive business are overstated.

Monsanto, the genetically modified seed and herbicide company, was another significant detractor. The stock declined for two reasons. First, there has been oversupply and a general slowing in the glyphosate market, impacting their leading weed killer, Roundup. At the same time, Monsanto's next generation seeds, designed to deliver more corn per acre, showed poor yield data. We eliminated the stock based on these dual concerns.

40

Looking ahead, government stimulus programs that helped the economy in the short term are slowly rolling off. The Cash for Clunkers program and the first-time homebuyer credit have expired, FHA high-cost loan limits are set to expire at the end of this year, and although the Fed has not yet changed policy on quantitative easing, we believe they will likely start to consider how to withdraw some liquidity from the market to avoid overinflating it. At the same time, labor markets have not improved dramatically and the health of the housing market remains in question.

Our expectation, given these factors, is for a deceleration in growth in the U.S., with a likely deceleration in earnings as well. While companies have benefited tremendously from productivity gains and cost cutting, revenue growth has not yet come through, suggesting tougher comparables for the remainder of 2010 and into 2011. Our belief is that in this type of environment, with growth more scarce, stock selection is likely to be at a premium, and that investors should be rewarded for identifying those companies whose growth rates are truly exceptional.

Sincerely,

Daniel S. Rosenblatt, John J. Barker, Daniel J. Fletcher and Lawrence K. Fisher

Portfolio Co-Managers

The risks involved in seeking capital appreciation from investments primarily in companies with large capitalizations are set forth in the prospectus and statement of additional information.

Investing in the stocks of even the largest companies involves all the risks of stock market investing, including the risk that they may lose value due to overall market or economic conditions.

The composition, industries and holdings of the Fund are subject to change. Large Cap Disciplined Growth Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

41

Large Cap Disciplined Growth Fund

TICKER SYMBOLS
Investor Class	NBCIX
Institutional Class	NLDIX
Class A	NLDAX
Class C	NLDCX
Class R3	NLDRX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	16.7	%
Consumer Staples	12.2
Energy	5.4
Financials	2.3
Health Care	12.6
Industrials	14.6
Information Technology	28.6
Materials	1.5
Telecommunication Services	2.4
Short-Term	3.7
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,14
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			5 Years			10 Years			Life of Fund
At NAV
Investor Class	12/06/1999		2.37	%		–0.10	%		–7.45	%		–4.37	%
Institutional Class20	04/06/2009		2.76	%		0.01	%		–7.40	%		–4.32	%
Class A20	04/06/2009		2.32	%		–0.11	%		–7.46	%		–4.37	%
Class C20	04/06/2009		1.66	%		–0.30	%		–7.55	%		–4.46	%
Class R320	05/27/2009		2.16	%		–0.14	%		–7.47	%		–4.38	%
With Sales Charge
Class A20			–3.59	%		–1.29	%		–8.01	%		–4.90	%
Class C20			0.66	%		–0.30	%		–7.55	%		–4.46	%
Index
Russell 1000® Growth Index2,19			6.14	%		0.10	%		–5.36	%		–3.73	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 2.53%, 1.59%, 1.80%, 2.57% and 1.65% for Investor Class, Institutional Class, Class A and Class C and Class R3 shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 1.12%, 0.76%, 1.12%, 1.87% and 1.37% for Investor Class, Institutional Class, Class A and Class C and Class R3 shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2015 for Investor Class and through August 31, 2013 for Institutional Class, Class A, Class C and Class R3 shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

42

Large Cap Disciplined Growth Fund

COMPARISON OF A $10,000 INVESTMENT

 

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Investor Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

43

Mid Cap Growth Fund Commentary

Neuberger Berman Mid Cap Growth Fund posted strong returns on both an absolute and a relative basis for the fiscal year ended August 31, 2010, outperforming its benchmark, the Russell Midcap® Growth Index.

Taking the past 12 months as a whole, the mid-cap market returned to more "normal" condition, reflecting improved—though not robust—economic growth. Within that period, however, there were two distinct halves. During the first half, performance was still dominated by the low quality "junk rally" that had begun in March 2009. This was a headwind for our portfolio, focused as we are at the high-quality end of the spectrum, but the Fund held up fairly well. During the second half, as the market normalized and investors again rewarded companies with strong fundamentals, growth rates and management teams, the Fund outperformed. In a reversal from 2009, stubborn economic concerns have biased investors somewhat toward the highest quality companies, given the likelihood that they may be advantaged amid a still-uncer tain recovery.

Within the benchmark index, most sectors outperformed the average for the Fund's fiscal year. Only Utilities, Energy and Financials turned in weak results, while Information Technology and Consumer Discretionary stocks contributed most to the benchmark's returns. Within the Fund, Energy, although a weak sector for the index, and Information Technology were standout sectors this period.

Stock picking within Energy was one of our highlights this year, with our Energy holdings up over 30%. Three somewhat unique companies, Concho Resources, an oil-dominated exploration company, and two services companies, Core Labs and CARBO Ceramics, advanced significantly, and were among the top contributors to performance.

In Information Technology, a portfolio overweight during the past 12 months, our allocation was beneficial, but strong stock selection had the largest impact. One of our holdings, database software company Sybase, was acquired at a premium in a surprise move by SAP. Cognizant Technology, a long-term holding, was another top contributor, as was F5 Networks, a company focused on improving network speed against ever increasing Internet data loads.

Industrials was positive as well, with AMETEK, a mid-sized aerospace industrial company, and medical waste collection company Stericycle, another long-term holding, performing very well over the period. Two smaller areas of the portfolio, Telecommunications and Materials, were also beneficial. Within Materials, Cliffs Natural Resources, an iron ore producer with global reach, performed well on growth in the emerging markets. Medical and industrial gas supplier Airgas benefited on a takeout bid from a competitor early in the year.

In Telecommunications, two of our long-term holdings, cell tower companies SBA Communications and American Tower, continued to perform very well. These companies have extremely steady business models, have continued to grow their markets and earnings, and provide the portfolio with access to accelerating demand for wireless data.

From a sector perspective, the largest detractor over the year was Consumer Discretionary. Education stocks came under pressure as regulatory uncertainty caused concern. As a result, long-term holdings DeVry and Strayer performed poorly despite the fact that both companies have stellar fundamentals and surpassed expectations. WMS, a slot machine manufacturing and service company, disappointed during the second half, as major casinos worldwide extended the replacement cycle of slots given slow traffic patterns. Retailer J. Crew was a near-term disappointment. Although the company had a good quarter, a weak consumer outlook affected the stock significantly. While each of these stocks disappointed this period, we see compelling rationale for continuing to own them.

From a sector standpoint, the portfolio is currently overweighted in Information Technology, Health Care, Industrials and Energy, and underweighted in Consumer Discretionary, Consumer Staples and Financials stocks. The last two areas are typical underweights for the portfolio, as finding what we consider "true growth" in these categories is difficult.

We expect subdued economic growth for the rest of 2010 and into 2011. The recovery was unfolding well until around early summer 2010, when several factors called its sustainability into question. Internationally, China took actions to slow growth and control inflation, impacting global growth and exports. In Europe, sovereign debt issues in Greece, Spain,

44

Italy and Ireland worsened, increasing angst about possible regional financial crises. In the U.S., as stimulus wound down, concerns about the deficit and taxes joined ongoing worries about weak consumer spending, the driver of two-thirds of our economy. On the brighter side, companies are reinvesting into their businesses, although they have not yet resumed hiring.

While stocks are cheap by historical measures, we think balance sheets and earnings are also strong, and inflation and interest rates remain low, in our view; economic and political uncertainty is trumping these positives. After the elections and given pro-growth and -business policies, the situation could improve. On a relative basis, a subdued backdrop plays to the Fund's advantage, as the stocks we prefer—of high-growth, high-quality companies that add value in new or unique ways—often benefit in slow or moderate economic environments.

Sincerely,

Kenneth J. Turek

Portfolio Manager

The risks involved in seeking capital appreciation from investments primarily in companies with mid-market capitalization are set forth in the prospectus and statement of additional information.

Mid-capitalization stocks are more vulnerable to financial risks and other risks than stocks of larger companies. They also trade less frequently and in lower volume than larger company stocks, so their market prices tend to be more volatile.

The composition, industries and holdings of the Fund are subject to change. Mid Cap Growth Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

45

Mid Cap Growth Fund

TICKER SYMBOLS
Investor Class	NMANX
Trust Class	NBMTX
Advisor Class	NBMBX
Institutional Class	NBMLX
Class A	NMGAX
Class C	NMGCX
Class R3	NMGRX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	17.3	%
Consumer Staples	2.2
Energy	6.5
Financials	4.8
Health Care	14.9
Industrials	16.4
Information Technology	25.6
Materials	1.9
Telecommunication Services	4.6
Short-Term	5.8
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,8,11
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			5 Years			10 Years			Life of Fund
At NAV
Investor Class	03/01/19794		13.46	%		2.50	%		–4.57	%		11.21	%
Trust Class5	08/30/1993		13.44	%		2.28	%		–4.72	%		11.12	%
Advisor Class5	09/03/1996		12.98	%		2.04	%		–5.03	%		10.95	%
Institutional Class7	04/19/2007		13.87	%		2.77	%		–4.44	%		11.26	%
Class A21	05/27/2009		13.53	%		2.51	%		–4.57	%		11.21	%
Class C21	05/27/2009		12.65	%		2.32	%		–4.65	%		11.18	%
Class R321	05/27/2009		13.24	%		2.44	%		–4.60	%		11.20	%
With Sales Charge
Class A21			7.00	%		1.30	%		–5.13	%		11.00	%
Class C21			11.65	%		2.32	%		–4.65	%		11.18	%
Index
Russell Midcap® Growth Index2,19			11.58	%		0.80	%		–2.50	%		N/A
Russell Midcap® Index2,19			12.32	%		0.82	%		3.66	%		12.88	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 1.14%, 1.29%, 1.88%, 090%, 1.25%, 2.00% and 1.50% for Investor Class, Trust Class, Advisor Class, Institutional Class, Class A, Class C and Class R3 shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 1.53%, 0.78%, 1.14%, 1.89%, and 1.39% for Advisor Class, Institutional Class, Class A, Class C and Class R3 shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2020 for Advisor Class shares and through August 31, 2013 for Institutional Class, Class A, Class C and Class R3 shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

46

Mid Cap Growth Fund

COMPARISON OF A $10,000 INVESTMENT

 

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Investor Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

47

Multi-Cap Opportunities Fund Commentary

On December 14, 2009, Neuberger Berman Research Opportunities Fund was renamed Neuberger Berman Multi-Cap Opportunities Fund, with a change in portfolio manager and strategy. Now a concentrated multi-cap portfolio, the Fund is driven by deep fundamental research and disciplined valuation analysis, focused on free cash flow and return on capital. From the management change through the reporting period ended August 31, 2010, the Fund provided a negative return and slightly underperformed its benchmark, the S&P 500 Index. Over the full fiscal year, the Fund had a positive return but lagged the benchmark.

Neuberger Berman Multi-Cap Opportunities Fund seeks investment opportunities across the market-capitalization and investment-style spectrum, dynamically allocating capital to areas that we believe offer greater return potential. Our valuation analysis incorporates sector and industry-specific factors, the state of the market cycle, and fundamental bottom-up security analysis. We seek companies whose management teams have a desire to build shareholder value, and a demonstrated ability to execute on their corporate strategies.

We divide our investment ideas across three main categories—classic investments, opportunistic investments, and special situations. We define classic investments as stocks of financially stable, recognizable companies, with consistent free cash flow from diverse sources and high returns on invested capital. Opportunistic investments are stocks of undervalued, underfollowed, or inherently misunderstood companies with high free cash flow yields and improving returns on invested capital. Finally, special situations are companies in which we see potential benefits from under-recognized recovery prospects, new management teams, restructuring potential, spin-offs or other special situations, including post-bankruptcy recapitalizations. Through a multi-tiered investment process, we critically evaluate a large and dynamic universe of prospective investments, focusing on a company's generation and use of free cash flow. Our emphasis on free cash flow is an important factor in our decision-making process, providing insight into a company's value creation potential and an assessment of its downside risk.

We entered the calendar year with a conservative outlook on growth and structured the Fund accordingly, holding a well-balanced portfolio, bar-belled between defensive and more economically sensitive companies. This positioning allowed the Fund to participate in the market's rallies while also protecting capital during its declines. We have been buying quality companies with adjusted cost structures and forward earnings visibility that we think can perform well in a moderate economic recovery. In terms of our three investment categories, the portfolio has had an overweight position relative to the benchmark in larger, classic companies as we have focused on high-quality businesses trading at attractive valuations. These investments have been drivers of performance and have stabilized returns amid volatile market conditi ons. In the current low-interest-rate environment, many of these companies are providing a stable, high dividend with, in our view, an opportunity for capital appreciation. We also entered the year with an expectation of heightened volatility and, as such, have continued selectively adding opportunistic and special situations investments.

Portfolio construction and stock selection have supported performance and helped mitigate risk since the Fund's management change. The Fund holds an overweight position in Industrials and Consumer Discretionary, two of the top three performing sectors in the S&P 500 so far this calendar year. The Fund is underweighted in Financials, Information Technology and Telecommunications. From the management change through the fiscal year-end, stock selection was a benefit within Health Care, Industrials, Materials, Consumer Staples and Consumer Discretionary. While the Fund has outperformed its benchmark index across the majority of sectors, stock selection in Financials and Utilities detracted from performance.

Consistent with our perspective in the beginning of the year, we continue to believe that the equity markets are going through the early stages of a normalization process and that this will be a slow growth recovery. This year, the equity markets have been characterized by counterbalancing themes, as investors have weighed macro concerns and the potential slowdown in the economic recovery against strong corporate profits and attractive valuations. The net result has been a slightly negative market, with high volatility, trading within a relatively narrow range.

48

While growth projections have slowed recently, economic conditions are still improving, albeit at a less rapid pace. In our view, the equity markets are attractively valued based on forward earnings estimates. Certain companies with strong financial positions and improving free-cash flow generation have been focused on redeploying capital back to shareholders. In a number of cases, firms that completed the majority of their cost restructuring have begun the strategic process of allocating capital to both organic growth initiatives and merger and acquisition opportunities. We believe that markets have been disconnected from company-specific fundamentals as macroeconomic concerns have been the overriding focus. Hence, individual stocks have been closely correlated with broader indices. However, we are still finding indivi dual company prospects promising and believe that as macroeconomic issues are resolved, the overhang on the markets will be mitigated.

Our analysis will continue to focus on companies' ability to generate and use free cash flow. As we evaluate both candidates and portfolio holdings, we do so with a long-term investment perspective and a two- to three-year time horizon. As always, our focus is to grow our shareholders' assets through the disciplined application of our investment philosophy and process.

Sincerely,

Richard S. Nackenson

Portfolio Manager

The risks involved in seeking capital appreciation from investments primarily in companies of large capitalization are set forth in the prospectus and statement of additional information.

To the extent that the Fund emphasizes small-, mid- or large-cap stocks, it takes on the associated risks. At times, large-cap stocks may lag other types of stocks in performance, which could cause a fund holding those stocks to perform worse than certain other funds. Small- and mid-capitalization stocks are more vulnerable to financial risks and other risks than stocks of larger companies. They also trade less frequently and in lower volume than larger company stocks, so their market prices tend to be more volatile.

Companies that are considered "special situations" include, among other things: companies that have unrecognized recovery prospects or new management teams; companies involved in restructurings or spin-offs; companies emerging from bankruptcy; initial public offerings that trade below their initial offering prices; and companies with a break-up value above their market price. The principal risk associated with special situations is that certain of such situations may not happen or the market may react differently than expected to such situations, in which case the Fund may realize losses.

The composition, industries and holdings of the Fund are subject to change. Multi-Cap Opportunities Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

49

Multi-Cap Opportunities Fund

TICKER SYMBOLS
Institutional Class	NMULX
Class A	NMUAX
Class C	NMUCX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	15.2	%
Consumer Staples	8.7
Energy	11.3
Financials	6.6
Health Care	14.0
Industrials	15.4
Information Technology	15.3
Materials	3.9
Utilities	3.4
Other	2.0
Short-Term	4.2
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			Life of Fund
At NAV
Institutional Class23	12/21/2009		3.02	%		–3.44	%
Class A23	12/21/2009		2.89	%		–3.47	%
Class C23	12/21/2009		2.25	%		–3.63	%
With Sales Charge
Class A23			–3.03	%		–4.95	%
Class C23			1.25	%		–3.63	%
Index
S&P 500 Index2,19			4.91	%		–4.61	%

The performance data for each class includes the performance of the Fund's oldest share class, Trust Class, from November 2, 2006 through December 21, 2009. See footnote 23 for information about the effects of the different fees paid by each class.

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

Prior to December 14, 2009, Neuberger Berman Multi-Cap Opportunities Funds was known as Neuberger Berman Research Opportunities Fund, which had different investment goals, strategies, and portfolio management team.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 1.28%, 1.64% and 2.39% for Institutional Class, Class A and Class C shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 1.00%, 1.36% and 2.11% for Institutional Class, Class A and Class C shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2013 for Institutional Class, Class A and Class C shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

50

Multi-Cap Opportunities Fund

COMPARISON OF A $10,000 INVESTMENT23

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Institutional Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distribu tions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

51

Partners Fund Commentary

After trending higher from September 2009 to mid-April, the stock market gave back much of its gains in the final months of the fiscal year ended August 31, 2010. For the full period, the Russell 1000® Value Index and S&P 500 Index posted modest single-digit percentage gains. Neuberger Berman Partners Fund posted a positive return; however, due primarily to relative performance shortfalls in the Consumer Discretionary, Financials and Utilities sectors, the Fund lagged these benchmark indices.

Materials sector investments had the most positive impact on relative returns, followed by Industrials and Consumer Staples. The Fund was overweighted in Materials and Industrials, two of the three best-performing sectors in the Russell 1000 Value Index. Due in large part to the strong performance of diversified resources companies Teck Resources and Xstrata PLC, and metallurgical coal producer Walter Energy, the Fund's Materials sector holdings outperformed the corresponding benchmark sector component by a wide margin. Led by mining equipment manufacturer Joy Global and energy infrastructure engineering and construction firm Chicago Bridge & Iron, our Industrials sector holdings also excelled. In addition, Consumer Staples sector holdings, most notably nutritional supplements company NBTY, which was sold to a priva te equity company, and beverage firm Dr. Pepper Snapple Group (sold during the fiscal year), buoyed relative performance.

The Fund's Consumer Discretionary sector holdings had the most negative impact on relative returns, with department store J.C. Penney, leading consumer electronics retailer Best Buy, and publisher McGraw-Hill among our detractors. All three of these companies were victims of low-end consumer deleveraging. Weakness in J.C. Penney stock was exacerbated by management's decision to close its catalog business and devote more resources to online sales, which in our opinion, could turn out to be a good long-term strategic decision.

Concern over a major overhaul of financial industry regulation disproportionately punished large-cap Financials sector holdings such as Bank of America, Citigroup, Wells Fargo and J.P. Morgan Chase. These stocks continue to languish primarily because of the current lack of transparency in the new regulations. When the ink is finally dry and investors begin evaluating the big banks' strategic responses to the new rules, we believe the stocks will rebound.

Utilities sector holdings also lagged, with independent power producer NRG Energy among the Fund's poorest performers. Reduced demand for power along with ongoing pressure on natural gas prices (which reduced the prices the producers could charge) undermined power producers' profits.

The economy has slowed considerably as evidenced by recently reported 1.7% second-quarter 2010 GDP growth. In part, we believe this is due to the elimination of effective government stimulus programs such as the tax credit for first-time home buyers and the Cash for Clunkers program. In addition, we believe the uncertainty caused by major regulatory overhauls of the health care and financial industries is restraining economic activity. Unable to accurately assess the cost of employee health care, we believe many companies, especially job-creating small companies that would normally be hiring at this stage of an economic recovery, are paying overtime or using temporary help services rather than adding new workers. Stubbornly high unemployment (coupled with the still-soft housing market) is in our view undermining consume r confidence and restraining consumer spending. Because the banks still do not know what businesses they will be permitted to participate in or the level of potential new capital requirements, they are holding onto money rather than lending it. Consequently, despite the Federal Reserve's best efforts to maximize liquidity in the financial system, credit remains tight—an additional drag on the economy.

While the economic backdrop remains uninspiring, we feel there are reasons to be encouraged about stocks. The strong relative performance of bonds versus stocks over the past decade and today's low valuation of stocks argue for better performance ahead, if history is any guide.

52

In closing, although the economic recovery has weakened and may remain restrained for some time, we believe fears of a double-dip recession are unwarranted. We have taken advantage of the cloud hanging over the health care industry by adding to our commitment to this undervalued sector.

In cyclical sectors, our bias is toward companies whose revenue and profit growth is being driven by still-strong demand from the emerging markets. Most importantly, we are encouraged that the stocks in the Fund, in our opinion, remain undervalued relative to long-term normalized earnings. We think these stocks will hold up well in what may continue to be a lackluster economy and excel when the economy regains momentum.

Sincerely,

S. Basu Mullick

Portfolio Manager

The risks involved in seeking capital appreciation from investments primarily in mid- to large-cap stocks are set forth in the prospectus and statement of additional information.

Mid-capitalization stocks are more vulnerable to financial risks and other risks than larger stocks. They also trade less frequently and in lower volume than larger company stocks, so their market prices tend to be more volatile. Large-cap stocks are subject to all the risks of stock market investing, including the risk that they may lose value due to overall market or economic conditions.

The composition, industries and holdings of the Fund are subject to change. Partners Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

53

Partners Fund

TICKER SYMBOLS
Investor Class	NPRTX
Trust Class	NBPTX
Advisor Class	NBPBX
Institutional Class	NBPIX
Class A	NPNAX
Class C	NPNCX
Class R3	NPNRX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	11.5	%
Consumer Staples	6.6
Energy	15.4
Financials	27.4
Health Care	12.5
Industrials	12.1
Information Technology	6.7
Materials	5.2
Utilities	0.7
Short-Term	1.9
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,8
			Average Annual Total Return Ended 08/31/2010
	Inception Date		1 Year			5 Years			10 Years			Life of Fund
At NAV
Investor Class	01/20/19754			2.21	%		–2.30	%		1.46	%		12.59	%
Trust Class5	08/30/1993			2.01	%		–2.48	%		1.29	%		12.53	%
Advisor Class5	08/16/1996			1.83	%		–2.62	%		1.09	%		12.40	%
Institutional Class7	06/07/2006			2.35	%		–2.17	%		1.53	%		12.61	%
Class A25	06/21/2010			2.16	%		–2.31	%		1.46	%		12.59	%
Class C25	06/21/2010			2.02	%		–2.34	%		1.44	%		12.59	%
Class R325	06/21/2010			2.09	%		–2.32	%		1.45	%		12.59	%
With Sales Charge
Class A25		–3.72			%		–3.46	%		0.86	%		12.40	%
Class C25				1.02	%		–2.34	%		1.44	%		12.59	%
Index
Russell 1000® Value Index2,19				4.96	%		–1.69	%		1.92	%		N/A
S&P 500 Index2,19				4.91	%		–0.91	%		–1.81	%		11.26	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 0.89%, 1.05%, 1.20%, 0.71%, 1.03%, 1.78% and 1.28% for Investor Class, Trust Class, Advisor Class, Institutional Class, Class A, Class C and Class R3 shares, respectively (prior to any fee waivers or expense reimbursements).The expense ratio net of waivers and reimbursements was 0.70% for Institutional Class. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2020 for Advisor Class shares and through August 31, 2013 for Trust Class, Institutional Class, Class A, Class C and Class R3 shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

54

Partners Fund

COMPARISON OF A $10,000 INVESTMENT

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Investor Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributi ons or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

55

Real Estate Fund Commentary

Despite a period of weakness in the second half of the reporting period, overall, the real estate investment trust (REIT) market generated strong results during the fiscal year ended August 31, 2010. Against this backdrop, Neuberger Berman Real Estate Fund outperformed its benchmark, the FTSE NAREIT Equity REITs Index.

During the first seven months of the reporting period, REITs rallied sharply as credit conditions improved and economic data pointed to a recovery from the severe recession. The market was also supported by REITs' success in accessing the capital markets. However, beginning in late April 2010 and continuing through June, REITs took a step backwards, as the sovereign debt crisis in Europe and some weaker-than-expected economic data triggered a flight to quality. REIT prices then rallied sharply in July given investors' expectations for better fundamentals in the market going forward. The market then largely treaded water in August.

During the first half of the reporting period, we continued to adjust the portfolio to increase our exposure to more cyclical areas of the REIT market. For example, we increased our position in the Lodging/Resorts sector while reducing our exposure to the Health Care sector, which is commonly considered defensive. As the reporting period progressed, macroeconomic conditions weakened and unemployment remained elevated. Given these issues, we become more defensive and emphasized REITs with high quality balance sheets. From a sector perspective, we pared our exposures in the Apartments and Office sectors and increased our Health Care exposure. Collectively, our adjustments were positive for performance during the 12-month reporting period.

In terms of individual holdings, Simon Property Group was among the Fund's largest contributors to performance. This regional mall operator was rewarded for having a compelling mix of high-quality properties, as well as price-conscious outlet centers. Equity Residential, the country's largest apartment REIT, was also a top performer. The company has benefited from repositioning its portfolio into stronger long-term markets, including well-timed acquisitions in New York City and Washington D.C. Self storage firm Public Storage also boosted the Fund's performance, as it generated strong results given its low leverage and improving cash flows. On the downside, the Fund's positions in regional mall company Pennsylvania Real Estate Investment Trust, industrial REIT First Industrial Realty Trust and diversified real estate de veloper Forest City Enterprises detracted from results. These companies all have above-average leverage and were hurt during the flight to quality.

Looking ahead, our short-term outlook for the REIT market is somewhat challenged given the softer economy and continued high unemployment. However, it is our belief that demand fundamentals are at or near a bottom and should gradually improve, especially when combined with historic low levels of new supply. We remain optimistic about the intermediate and long-term prospects for the REIT market, given our view that as the economy slowly strengthens, so too should prospects for REITs. In addition, many REITs continue to have ready access to the equity and debt capital markets, and should be able to make attractive acquisitions in the coming years. As such, we continue to emphasize REITs with strong and flexible balance sheets that we believe have the ability to capitalize on this trend. On a final note, many REITs reduced their dividends or chose to pay a portion of their dividends in stock during the credit crisis. We have seen a return to all-cash dividends and, in some cases, dividend increases from select REITs supported by improved earnings. We believe there could be additional dividend hikes going forward which, in our opinion, would support investor demand for REITs in general.

56

Sincerely,

Steve S. Shigekawa and Brian Jones

Portfolio Co-Managers

The risks involved in seeking capital appreciation and income from investments primarily in companies, in particular REITs, with small- and mid-market capitalization are set forth in the prospectus and statement of additional information.

Small- and mid-capitalization stocks are more vulnerable to financial risks and other risks than stocks of larger companies. They also trade less frequently and in lower volume than larger company stocks, so their market prices tend to be more volatile.

The portfolio's concentration in real estate investments makes it subject to greater potential risks and volatility than a more diversified portfolio, and the value of its shares may decline due to events affecting the real estate industry.

The composition, industries and holdings of the Fund are subject to change. Real Estate Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

57

Real Estate Fund

TICKER SYMBOLS
Trust Class	NBRFX
Institutional Class	NBRIX
Class A	NREAX
Class C	NRECX
Class R3	NRERX

SECTOR ALLOCATION
(% of Total Investments)
Apartments	13.5	%
Diversified	8.0
Health Care	12.8
Industrial	5.9
Lodging/Resorts	8.9
Office	11.7
Regional Malls	11.8
Self Storage	6.9
Shopping Centers	8.0
Specialty	9.0
Short-Term	3.5
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,8
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			5 Years			Life of Fund
At NAV
Trust Class	05/01/2002		35.09	%		4.54	%		11.61	%
Institutional Class7	06/04/2008		35.18	%		4.64	%		11.67	%
Class A25	06/21/2010		35.01	%		4.53	%		11.60	%
Class C25	06/21/2010		34.87	%		4.51	%		11.58	%
Class R325	06/21/2010		34.92	%		4.52	%		11.59	%
With Sales Charge
Class A25			27.25	%		3.30	%		10.81	%
Class C25			33.87	%		4.51	%		11.58	%
Index
FTSE NAREIT Equity REITs Index2,19			32.69	%		1.11	%		8.61	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratio for fiscal year 2009 were 2.03% 2.82%, 1.54%, 2.29% and 1.79% for Trust Class, Institutional Class, Class A, Class C and Class R3 shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 1.52%, 0.87%, 1.23%, 1.98% and 1.48% for Trust Class, Institutional Class, Class A, Class C and Class R3 shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2020 for Trust Class and Institutional Class shares and through August 31, 2013 for Class A, Class C and Class R3 shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

58

Real Estate Fund

COMPARISON OF A $10,000 INVESTMENT

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Trust Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

59

Regency Fund Commentary

Buoyed by impressive GDP growth in the fourth quarter of calendar year 2009 and the first quarter of 2010, along with better-than-expected corporate earnings, stocks trended higher through the first two thirds of the fiscal year ended August 31, 2010. Subsequently, however, the European sovereign debt crisis coupled with weaker economic data that led investors to question the strength and sustainability of the recovery reversed the rally. From the mid-April market high through the end of this reporting period, stocks drifted lower. Despite giving back some of its earlier gains, at fiscal year-end the Russell Midcap® Value Index had posted a respectable low-teen percentage gain, significantly outperforming the large-ca p S&P 500 Index. For the 12-month period, relative performance shortfalls in the Financials, Consumer Discretionary and Utilities sectors caused Neuberger Berman Regency Fund to modestly lag the Russell Midcap Value Index benchmark.

Our holdings in the Industrials sector had the most positive impact on relative returns. Relative to the benchmark, the Fund was overweighted in Industrials and benefitted from strong gains in mining equipment manufacturer Bucyrus International, commercial vehicle control systems producer WABCO Holdings, and energy infrastructure engineering and construction company Chicago Bridge & Iron. Our investments in Industrials outperformed the corresponding index benchmark component by a wide margin. Led by diversified resources company Teck Resources and iron ore producer Cliffs Natural Resources, our Materials sector holdings also delivered superior relative performance. Consumer Staples sector investments, most notably nutritional supplements company NBTY (bought out by a private equity firm) and beverage firm Dr. Pepper Snapple Group positively contributed to relative returns.

Our Financials sector investments had the most negative impact on relative returns. The specter of a major financial industry overhaul clouded the outlook for nearly all financial companies, including portfolio holdings such as Moody's, Principal Financial Group, and Synovus Financial. We believe that once there is clarity on the new regulations and we have seen financial companies' strategic responses to the new rules, this sector can rebound. Consumer Discretionary sector investments suffered as low-end consumer spending declined. Retailer J.C. Penney and publisher McGraw-Hill were among the sector holdings that disappointed. Due in part to a sharp decline in independent power producer NRG Energy, our Utilities sector investments also weakened relative returns. We think power prices will gradually rise as the economy continues to make modest progress.

The robust GDP growth in the fourth quarter of calendar year 2009 and the first quarter of calendar year 2010 was driven by highly accommodative monetary policy, the replenishing of inventories depleted by the recession, and massive government stimulus programs. Once inventories were back in line with demand and effective stimulus programs, such as the tax credit for first-time homebuyers and the Cash for Clunkers program, ran their course, it became apparent that underlying economic fundamentals were not nearly as strong as the surge in GDP growth had indicated. As a result, we were not surprised when GDP growth for the second quarter of calendar year 2010 came in at a lackluster 1.7%. It is our belief that the economy was also being undermined by uncertainty caused by major regulatory overhauls of the health care and financial industries. We think many companies that would normally be hiring at this stage of the economic cycle have postponed adding new workers because of the lack of clarity regarding the cost of employee health care. Moreover, banks are not yet sure which lines of operation they will be allowed to participate in or the level of potential new capital requirements. Although the Federal Reserve has kept pumping liquidity into the system, the banks have been holding onto cash rather than lending it.

Although economic growth has decelerated, we do not anticipate a double-dip recession. While the economic backdrop remains uninspiring, in our opinion, there are reasons that stocks remain attractive. Bonds have materially outperformed stocks over the last decade and, in our opinion, stocks are undervalued relative to bonds. If history is an indication of the future, this valuation gap should narrow. We believe health care stocks are particularly good values today. In cyclical sectors, we continue to favor companies that have been benefiting from continued strong demand from the emerging markets. Finally, we are encouraged by our assessment that the Fund's companies remain undervalued based on multiples

60

to long-term normalized earnings. We think these stocks will hold up even in a less-than-ideal economic environment and prosper when the economy is on firmer footing.

Sincerely,

S. Basu Mullick

Portfolio Manager

The risks involved in seeking capital appreciation from investments primarily in mid-cap stocks are set forth in the prospectus and statement of additional information.

Mid-capitalization stocks are more vulnerable to financial risks and other risks than stocks of larger companies. They also trade less frequently and in lower volume than larger company stocks, so their market prices tend to be more volatile.

The composition, industries and holdings of the Fund are subject to change. Regency Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

61

Regency Fund

TICKER SYMBOLS
Investor Class	NBRVX
Trust Class	NBREX
Institutional Class	NBRTX
Class A	NBRAX
Class C	NBRCX
Class R3	NBRRX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	12.0	%
Consumer Staples	3.6
Energy	12.3
Financials	26.7
Health Care	7.7
Industrials	13.7
Information Technology	5.8
Materials	5.2
Utilities	10.2
Short-Term	2.8
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,8
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			5 Years			10 Years			Life of Fund
At NAV
Investor Class	06/01/1999		11.51	%		–1.41	%		4.78	%		6.87	%
Trust Class5	06/10/1999		11.55	%		–1.47	%		4.72	%		6.82	%
Institutional Class26	03/08/2010		11.69	%		–1.38	%		4.79	%		6.88	%
Class A25	06/21/2010		11.61	%		–1.39	%		4.78	%		6.88	%
Class C25	06/21/2010		11.40	%		–1.43	%		4.77	%		6.86	%
Class R325	06/21/2010		11.50	%		–1.41	%		4.78	%		6.87	%
With Sales Charge
Class A25			5.19	%		–2.55	%		4.17	%		6.32	%
Class C25			10.40	%		–1.43	%		4.77	%		6.86	%
Index
Russell Midcap® Value Index2,19			13.01	%		0.45	%		6.95	%		6.26	%
Russell Midcap® Index2,19			12.32	%		0.82	%		3.66	%		5.41	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 1.38%, 1.61%, 1.13%, 1.25%, 2.00% and 1.50% for Investor Class, Trust Class, Institutional Class, Class A, Class C and Class R3 shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 1.27%, 0.86%, 1.22%, 1.97% and 1.47% for Trust Class, Institutional Class, Class A, Class C and Class R3 shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2020 for Investor Class and Trust Class shares and through August 31, 2013 for Institutional Class, Class A, Class C and Class R3 shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

62

Regency Fund

COMPARISON OF A $10,000 INVESTMENT

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Investor Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

63

Select Equities Fund Commentary

Neuberger Berman Select Equities Fund posted roughly flat returns for the fiscal year ended August 31, 2010, underperforming its benchmark, the S&P 500 Index. In light of our macroeconomic viewpoint, we had positioned the portfolio conservatively by avoiding areas of the market where we considered investors' expectations overly optimistic and by holding higher-than-normal cash balances. These two decisions were the primary reasons for our underperformance this period. Importantly, most of the divergence occurred early on. More recent data has shown these decisions were prudent but early.

For the past 18 months, we have operated under the belief that the U.S. economic recovery would resemble the shape of a "Nike swoosh," a sharp downturn followed by a moderate trend upward. We continue to see evidence that supports this theory and believe we are currently bouncing along the bottom of the swoosh, with a long tail of low to moderate growth ahead. By contrast, particularly in the first quarter, the market appeared to be anticipating a much sharper V-shaped recovery. The market has been readjusting its expectations toward our slower growth projections since April.

From the end of April forward, we have been vindicated somewhat, as economic and consumer-related data have decelerated sharply, causing volatility and weakness in the stock market. This is especially true for economically sensitive areas that advanced earlier this year but which we consciously avoided in our portfolio construction due to growth expectations for these stocks that we thought were unrealistic. Since the market expectations started to readjust to the slower growth environment we had predicted, the portfolio has outperformed the benchmark.

As part of our conservative stance, we avoided Consumer Discretionary stocks this reporting period, concerned about a stressed consumer's ability to spend. Given high unemployment, restricted consumer credit, home value declines and other pressures, we expected earnings disappointments from companies tied to U.S. consumer spending. Meanwhile, investors expecting a sharper recovery drove the sector up by over 17% for the year. Our avoidance of the sector hurt relative performance during the rally, but since April, consumer spending data has turned very negative, and consequently those stocks have been performing poorly.

Other areas that limited relative performance included global banking names such as HSBC Holdings and Banco Santander Brasil. These companies underperformed in early calendar-year 2010 because of contagion concerns from the European sovereign debt crisis. Within the Health Care sector, Baxter International declined on unexpected company-specific issues. We eliminated all three stocks from the portfolio. Information Technology was also an area of relative underperformance, as Yahoo! and Microsoft disappointed.

Our largest positive contributor was our largest holding—American Tower. The cell tower company represents the exact type of business we want to own, with its significant free cash flow generation, strong competitive positioning, very predictable revenues, and industry-leading profit margins.

Caterpillar also performed well, benefiting from global infrastructure spending under a new management team that has instilled strong financial discipline. Norfolk Southern, the railroad company, and global tobacco giant Philip Morris were also significant positives.

We have decreased our cash and cash equivalents position as our expectation for economic growth—albeit below trend—has played out, and as we have found compelling investment opportunities. Cash is now down significantly from prior levels. Given the volatility of the market this period, cash's relative contribution was either positive or negative, depending on the month. For the full fiscal year, the higher-than-normal cash position was a minor drag on relative performance. We continue to think of cash as an important component of our investment strategy, a tool that helps us both preserve capital and generate impressive risk adjusted returns.

Overall, we believe corporate America is in excellent shape. The quality of earnings has been much improved, and many companies, having sharply reduced their cost structures, are generating free cash flows at a record pace. Equity valuations appear reasonable from a historical perspective, and especially in light of bond valuations, suggesting to us that stocks

64

remain the asset class of choice for the foreseeable future. Still, there's no question that macro-related issues have driven recent strong directional market moves as investors have struggled with the impact of the European sovereign debt crisis and its possible contagion, the potential slowing of the Chinese economy, dramatic revaluations in the foreign markets, and recent U.S. economic data. In addition, we believe an apparent tug-of-war between deflationary and inflationary pressures could impact equities for years to come. We believe these factors will continue to create high levels of stock volatility in the future.

In this fragile environment, we continue to err on the side of caution and maintain our commitment to capital preservation within the Fund, while remaining flexible and opportunistic. We believe stock selection will be paramount in delivering positive returns going forward, and that the best managed companies will prove their worth. We are confident that our positioning will allow us to take advantage of opportunities as they present themselves.

Sincerely,

Gerald Kaminsky, Michael Kaminsky and Richard Werman

Portfolio Co-Managers

The risks involved in seeking capital appreciation from investments primarily in companies of large capitalization are set forth in the prospectus and statement of additional information.

To the extent that the Fund emphasizes mid- or large-cap stocks, it takes on the associated risks. Mid-cap stocks tend to be more volatile than large-cap stocks and are usually more sensitive to economic, political, regulatory and market factors. At any given time, one or both groups of stocks may be out of favor with investors.

The composition, industries and holdings of the Fund are subject to change. Select Equities Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

65

Select Equities Fund

TICKER SYMBOLS
Institutional Class	NBEIX
Class A	NBEAX
Class C	NBECX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Staples	21.6	%
Energy	9.9
Financials	6.2
Health Care	1.5
Industrials	14.7
Information Technology	15.5
Materials	11.4
Telecommunication Services	5.7
Utilities	5.7
Short-Term	7.8
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			Life of Fund
At NAV
Institutional Class	12/20/2007		0.44	%		–7.38	%
Class A	12/20/2007		–0.11	%		–7.61	%
Class C	12/20/2007		–0.75	%		–8.30	%
With Sales Charge
Class A			–5.84	%		–9.62	%
Class C			–1.72	%		–8.30	%
Index
S&P 500 Index2,19			4.91	%		–9.29	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 2.65%, 2.27% and 2.99% for Institutional Class, Class A and Class C shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 0.84%, 1.29% and 2.04% for Institutional Class, Class A and Class C shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2013 for Institutional Class, Class A and Class C shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

66

Select Equities Fund

COMPARISON OF A $10,000 INVESTMENT (WITH SALES CHARGE)

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Class A shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

67

Small Cap Growth Fund Commentary

For the fiscal year ended August 31, 2010, Neuberger Berman Small Cap Growth Fund posted a positive return but underperformed its benchmark, the Russell 2000® Growth Index.

The fiscal year consisted of two distinct phases. From the second half of calendar-year 2009 into first-quarter 2010, confidence in the global economic recovery was increasing. In the small-cap market, stocks we consider to be lower quality continued the rally they had started at the end of the recession. Given our strict quality bias, this was a headwind for the portfolio.

In May and June, as confidence weakened on news from China, Europe and the U.S., volatility and fear increased, the market began to shift. Concerned investors returned to the higher-quality stocks we favor—companies at the larger end of the small-cap universe, with superior growth and earnings potential, strong balance sheets, and high return on equity (ROE). The Fund performed very well with this shift to quality, but it happened too late to overcome our deficit for the full period. Relative to the index, the weakest area of the portfolio this period was Consumer Discretionary holdings, followed by Industrials. Our largest positive contributor was Health Care.

Within Consumer Discretionary stocks, several names stand out, including Orient Express, a luxury hotel chain focused on Europe. While Orient Express participated in the hotel recovery in early calendar-year 2010, it declined sharply during the European debt crisis. We believe the company's outlook is good, however, and continue to own the stock. Sotheby's was another disappointment. The revered auction house's stock declined as the euro crisis lowered expectations for the art market, and we sold our position. Despite the fact that the overall sector was a negative for the portfolio, Royal Caribbean Cruises was a top contributor. We sold this beneficiary of the leisure and cruise recovery when it hit our price target. In that market, we continue to own Steiner Leisure, a cruise ship spa operator.

In Industrials, disappointments included Global Defense Technology, a relatively new IPO that saw the timeline for several field operations contracts extended. We continue to own the stock. Avis also disappointed. While the recovery in travel benefited Avis, the company entered a bidding war with Hertz for Dollar Thrifty. Ambiguity over the outcome prompted us to sell the stock. On the other hand, HEICO, our long-term aftermarket aircraft parts manufacturing holding, was a plus. The company operates in what we consider a great niche, with a strong competitive position, and we continue to be impressed by its management. The only negative from our perspective is the cyclicality of the airlines.

Within Health Care, our strongest area relative to the benchmark, pharmacy benefits manager SXC was a top contributor. The company does a phenomenal job signing plans, and benefited from several big wins during this period. Two of our Health Care holdings were taken out this period, which also benefited relative performance—ev3, a peripheral vascular company, and Odyssey Healthcare, a hospice company.

Information Technology, the largest sector in both the Fund and the benchmark index, generated mixed results. Top contributors included LivePerson, a leading online chat and analytics service that helps bring Internet customers to a purchasing decision, Informatica, a middleware company that we sold when it hit our price target, and Veeco, an LED manufacturing machinery firm that also hit our price target and was sold. On the negative side, Plexus, a contract components manufacturer, and Atheros, a semiconductor firm, performed well until concerns about the PC market arose. GSI Commerce, a company in the outsourced online consumer stores business, pulled back with the market shift.

Looking ahead, five key themes interest us most—Internet commerce, tablet PCs and iPads, a recovery in aerospace, health care beneficiaries, and high unit growth retailers. Within Internet commerce, in addition to LivePerson and GSI, we own names like MercadoLibre and HSN. Within our tablet PC and iPad theme, OpenTable, the online restaurant reservations company, and LogMeIn, which allows iPad users to log in to work or home computers, are examples. In Aerospace, we own Heico and BE Aerospace. In Health Care, expecting broader access to prescription drugs post health care reform, we own pharmacy benefits manager SXC. Lastly, in retail, representative holdings include Vitamin Shoppe and HHGregg.

68

We believe the Fund is well positioned for a likely slower growth environment, since we would expect quality companies with higher, more predictable, and more organic growth, to lead the market. The heavily cyclical names that outperformed through the first quarter could continue to stumble under this scenario. Thinking longer-term, the period we suspect we have finally emerged from feels very similar to 2003, which saw another extended low-quality rally. After that ended, the Fund outperformed as a focus on fundamentals returned in 2004 and 2005. If we are correct in this comparison, we believe the types of stocks in the portfolio could see a period of sustained outperformance.

Sincerely,

David H. Burshtan

Portfolio Manager

The risks involved in seeking capital appreciation from investments primarily in companies with small-market capitalization are set forth in the prospectus and statement of additional information.

Small-capitalization stocks are more vulnerable to financial risks and other risks than larger stocks. They are generally less liquid than larger stocks, so their market prices tend to be more volatile.

The composition, industries and holdings of the Fund are subject to change. Small Cap Growth Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

69

Small Cap Growth Fund

TICKER SYMBOLS
Investor Class	NBMIX
Trust Class	NBMOX
Advisor Class	NBMVX
Institutional Class	NBSMX
Class A	NSNAX
Class C	NSNCX
Class R3	NSNRX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	19.8	%
Consumer Staples	3.2
Energy	3.9
Financials	4.3
Health Care	18.8
Industrials	17.2
Information Technology	26.9
Materials	3.3
Short-Term	2.6
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,8,12
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			5 Years			10 Years			Life of Fund
At NAV
Investor Class	10/20/1998		4.03	%		–0.73	%		–6.82	%		5.52	%
Trust Class5	11/03/1998		3.47	%		–0.90	%		–6.95	%		5.40	%
Advisor Class6	05/03/2002		3.23	%		–1.11	%		–7.01	%		5.34	%
Institutional Class7	04/01/2008		3.93	%		–0.63	%		–6.77	%		5.56	%
Class A21	05/27/2009		3.60	%		–0.81	%		–6.86	%		5.48	%
Class C21	05/27/2009		2.81	%		–0.99	%		–6.95	%		5.40	%
Class R321	05/27/2009		3.33	%		–0.87	%		–6.89	%		5.45	%
With Sales Charge
Class A21			–2.35	%		–1.98	%		–7.41	%		4.96	%
Class C21			1.81	%		–0.99	%		–6.95	%		5.40	%
Index
Russell 2000® Growth Index2,19			7.16	%		–0.17	%		–1.94	%		3.69	%
Russell 2000® Index2,19			6.60	%		–0.69	%		2.48	%		5.98	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 1.50%, 1.74%, 2.00%, 1.70%, 1.62%, 2.37% and 1.87% for Investor Class, Trust Class, Advisor Class, Institutional Class, Class A, Class C and Class R3 shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 1.32%, 1.42%, 1.62%, 0.92%, 1.27%, 2.02% and 1.52% for Investor Class, Trust Class, Advisor Class, Institutional Class, Class A, Class C and Class R3 shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2020 for Investor Class, Trust Class and Advisor Class shares and through August 31, 2013 for Institutional Class, Class A, Class C and Class R3 s hares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

70

Small Cap Growth Fund

COMPARISON OF A $10,000 INVESTMENT

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Investor Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

71

Socially Responsive Fund Commentary

We are pleased to report that, for the fiscal year ended August 31, 2010, Neuberger Berman Socially Responsive Fund generated a positive return and significantly outperformed its benchmark, the S&P 500 Index.

Market sentiment shifted sharply over the fiscal year. For the first two-thirds of the period, the economy was expanding at an above-trend rate—coming off the bottom of the recession with an inventory cycle underway. Through April 2010 there was active discussion about how the Federal Reserve might begin to exit its quantitative easing program. Against that backdrop, equities performed very well, led by shares of businesses that would be the greatest beneficiaries of a cyclical recovery, including Consumer Discretionary, Industrials, credit-sensitive Financials and Materials.

In late April and early May, as worries about sovereign debt issues in Europe increased, credit markets grew nervous and many equity investors sold their shares. This was the lead-in to the seasonally soft summer months, and throughout the summer, economic statistics—industrial production, employment, spending—weakened. Against this backdrop, some of the sectors that had outperformed came under the most pressure.

Within Neuberger Berman Socially Responsive Fund, our focus for several years has been on identifying businesses positioned to perform in a slower growth environment on the strength of their products and value to customers. Earlier this period, the shares of many traditional growth sectors performed poorly as investors favored cyclical exposure. As multiples between growth and value converged, we were able to buy high-quality growth companies at very attractive prices. That is where we have continued to make portfolio additions, purchasing strong businesses, with good secular growth, whose stocks have underperformed. We now have a meaningful Consumer Staples allocation, a different mix in Health Care, and a number of one-off names across the portfolio that share these characteristics.

Examples include McCormick, the growing global spice company that is committed to both agricultural sustainability and supplier diversity, and MasterCard, the payment processing firm long admired for its workplace and diversity programs. These businesses were defensive during the downturn, but also demonstrated that they can maintain and protect earnings in an inflationary environment. We believe, given the current environment, that such extremes are not off the table.

For the fiscal year, despite the fact that we were largely underexposed (compared to the benchmark) to the best performing sectors early on, we were able to deliver very good relative returns by executing our strategy. The largest contributors to our outperformance this period included three long-term holdings: Intuit, Altera and Novo Nordisk.

We bought Intuit years ago, believing that the business could grow in a tough environment, and they have done a remarkable job—through 2008, 2009 and today, at a double-digit pace. Altera also outperformed. While it is late in the semiconductor cycle, the secular outlook for Altera, based on what we consider superior technology, has become more apparent. Focused on the global diabetes epidemic, Novo Nordisk outperformed, having grown at a solid rate despite the economic backdrop. Millipore and Smith International—both of which were acquired by other companies—were also among the top contributors to performance. During the first quarter, we began to see increased merger and acquisition activity, which we think speaks to the growing strength of corporate balance sheets. We expect to see more going forwar d.

Disappointments included Charles Schwab, a long-term holding whose business is growing, and that stands to benefit when interest rates eventually rise. The stock underperformed as European debt and U.S. recovery concerns pushed out the likely timeline for rate increases and the related earnings upside. We continue to own this well-managed business.

Covidien, a Health Care name we added over the winter on the opportunity to buy good secular growth at an attractive value, performed well through early spring. The stock weakened on concerns about slowing utilization of medical services, related to the expiration of extended COBRA benefits. We remain positive on the stock and sector, and continue to own both Covidien and Becton Dickinson.

72

Washington Post, which we owned for its Kaplan education business, was frustrating. While we got the fundamentals right—Kaplan met our expectations for dramatic and contra-cyclical growth—the regulatory environment changed dramatically. As proposed regulations threaten Kaplan's business model, we eliminated our position.

From our perspective, investor expectations seem to have overshot on the upside early in the fiscal year, as inventory rebuilding drove GDP growth at a rate that we think is likely to prove greater than long-term trend. As the fiscal year progressed, credit market volatility in Europe and fears of a double-dip recession appear to have caused sentiment to overshoot on the downside. While we expect there will be challenges ahead, we think odds are that the economy will remain on course for a slow recovery.

In an uncertain world, we remain confident that the high-quality businesses in our portfolio are financially strong, thoughtful about integrating environmental initiatives into their businesses and mindful of their multiple stakeholders, and are positioned to deliver reasonable growth over a wide range of economic outcomes.

As always, we look forward to continuing to serve your investment needs.

Sincerely,

Arthur Moretti and Ingrid S. Dyott

Portfolio Co-Managers

The risks involved in seeking capital appreciation from investments in mid- to large-cap stocks that meet the Fund's financial criteria and social policy are set forth in the prospectus and statement of additional information.

Mid-capitalization stocks are more vulnerable to financial risks and other risks than larger stocks. They are generally less liquid than larger stocks, so their market prices tend to be more volatile. Large-cap stocks are subject to all the risks of stock market investing, including the risk that they may lose value.

The Fund's social policy could cause it to underperform similar funds that do not have a social policy. The composition, industries and holdings of the Fund are subject to change. Socially Responsive Fund is invested in a wide array of stocks and no single holding makes up a significant portion of the Fund's total assets.

73

Socially Responsive Fund

TICKER SYMBOLS
Investor Class	NBSRX
Trust Class	NBSTX
Institutional Class	NBSLX
Class A	NRAAX
Class C	NRACX
Class R3	NRARX

SECTOR ALLOCATION
(% of Total Investments)
Consumer Discretionary	5.7	%
Consumer Staples	8.8
Energy	11.2
Financials	12.0
Health Care	12.2
Industrials	16.2
Information Technology	25.1
Materials	3.9
Short-Term	4.9
Total	100.0	%

PERFORMANCE HIGHLIGHTS1,3,8
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year			5 Years			10 Years			Life of Fund
At NAV
Investor Class	03/16/1994		10.14	%		0.04	%		2.62	%		7.38	%
Trust Class5	03/03/1997		9.94	%		–0.15	%		2.40	%		7.21	%
Institutional Class7	11/28/2007		10.36	%		0.13	%		2.67	%		7.41	%
Class A21	05/27/2009		10.03	%		0.01	%		2.61	%		7.37	%
Class C21	05/27/2009		9.10	%		–0.19	%		2.50	%		7.31	%
Class R321	05/27/2009		9.74	%		–0.06	%		2.57	%		7.35	%
With Sales Charge
Class A21			3.67	%		–1.17	%		2.00	%		6.99	%
Class C21			8.10	%		–0.19	%		2.50	%		7.31	%
Index
S&P 500 Index2,19			4.91	%		–0.91	%		–1.81	%		7.03	%

Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Results are shown on a "total return" basis and include reinvestment of all income dividends and distributions.

Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, visit www.nb.com/performance.

As stated in the Fund's most recent prospectus, the total annual operating expense ratios for fiscal year 2009 were 0.93%, 1.13%, 0.78%, 1.17%, 1.92% and 1.42% for Investor Class, Trust Class, Institutional Class, Class A, Class C and Class R3 shares, respectively (prior to any fee waivers or expense reimbursements). The expense ratios net of waivers and reimbursements were 0.75%, 1.11%, 1.86% and 1.36% for Institutional Class, Class A, Class C and Class R3 shares, respectively. Neuberger Berman Management LLC has contractually agreed to limit certain expenses of the Fund through August 31, 2013 for Trust Class, Institutional Class, Class A, Class C and Class R3 shares.

Total Returns shown with a sales charge reflect the deduction of the current maximum initial sales charge of 5.75% for Class A shares and the applicable contingent deferred sales charges (CDSC) for Class C shares. The maximum CDSC for Class C shares is 1%, which is reduced to 0% after 1 year. The performance of the Fund's share classes will differ primarily due to different sales charge structures and class expenses. Please see the prospectus for more information about sales charge structures, if any, and class expenses for your share class.

74

Socially Responsive Fund

COMPARISON OF A $10,000 INVESTMENT

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund's inception if it has not operated for 10 years. The graph is based on the Investor Class shares only; performance of other classes will vary due to differences in fee structures and any applicable sales charges (see Performance Highlights chart on previous page). The result is compared with benchmarks, which may include a broad-based market index and/or a narrower index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund's returns nor the market indexes shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributions or on the redemption of Fund shares. Results represent past performance and do not indicate future results.

75

Endnotes

1	"Total Return" includes reinvestment of all income dividends and distributions. Results represent past performance and do not indicate future results. The value of an investment in the Fund and the return on the investment both will fluctuate, and redemption proceeds may be higher or lower than an investor's original cost.
2	Please see "Glossary of Indices" starting on page 79 for a description of indices. Please note that indices do not take into account any fees and expenses or tax consequences of investing in the individual securities that they track, and that individuals cannot invest directly in any index. Data about the performance of these indices are prepared or obtained by Neuberger Berman Management LLC ("Management") and include reinvestment of all income dividends and distributions. The Fund may invest in securities not included in the described indices or may not invest in all securities included in the described indices.
3	Expense Caps or Waivers: These arrangements are subject to change. The total returns for these periods may have been less if Management had not reimbursed and/or waived certain operating expenses. Please see the notes to the financial statements for specific information regarding which Funds and which classes currently have a portion of their operating expenses reimbursed and/or waived by Management.
4	This date reflects when Management first became investment advisor to the Fund.
5	For each of Focus Fund, Genesis Fund, Guardian Fund, Mid Cap Growth Fund and Partners Fund, Life of Fund performance shown for the Advisor Class and the Trust Class is that of the respective Fund's Investor Class from the inception date of the Investor Class to the inception date of the Advisor Class or the Trust Class. For each of International Fund, Regency Fund, Small Cap Growth Fund and Socially Responsive Fund, Life of Fund performance shown for the Trust Class is that of the respective Fund's Investor Class from the inception date of the Investor Class to the inception date of the Trust Class. The Investor Class of each Fund has lower expenses and typically higher returns than the Advisor Class, as applicable, and the Trust Class of that Fund.
6	Performance shown for the Advisor Class prior to May 2002 for Small Cap Growth Fund is that of the Investor Class, which has lower expenses and typically higher returns than the Advisor Class.
7	Performance shown prior to July 1999 for the Institutional Class of Genesis Fund, prior to June 2006 for the Institutional Class of Partners Fund, prior to April 2007 for the Institutional Class of Mid Cap Growth Fund, prior to November 2007 for the Institutional Class of Socially Responsive Fund and prior to April 2008 for the Institutional Class of Small Cap Growth Fund is that of the respective Fund's Investor Class. Performance shown prior to October 2006 for the Institutional Class of International Large Cap Fund and prior to June 2008 for the Institutional Class of Real Estate Fund is that of the respective Fund's Trust Class. The Investor Class or Trust Class of a Fund, as applicable, has higher expenses and typically lower returns than the Institutional Class of that Fund.
8	The investments for the Fund are managed by the same portfolio manager(s) who manage(s) one or more other mutual funds that have similar names, investment objectives, and investment styles as the Fund. You should be aware that the Fund is likely to differ from the other mutual funds in size, cash flow pattern and tax matters. Accordingly, the holdings and performance can be expected to vary from those of the other mutual funds.
9	The Fund had a policy of investing mainly in large-cap stocks prior to September 1998 and investing 90% of its assets in no more than six economic sectors prior to December 17, 2007. As of April 2, 2001, the Fund changed its investment policy to become "non-diversified" under the Investment Company Act of 1940. Performance prior to these changes might have been different if current policies had been in effect. As a result of becoming "non-diversified", the Fund can invest a greater percentage of assets in any single security. This practice could increase the risk of investing in the Fund because it may own fewer securities. While the Fund's value-oriented approach is intended to limit risks, the Fund, with its concentration in a limited number of securities, may be more affected by any single economic, political or regu latory development than a more diversified mutual fund.
10	The Fund was relatively small during the periods shown. The same techniques used to produce returns in a small fund may not work to produce similar returns in a larger fund.

76

Endnotes(cont'd)

11	Prior to December 17, 2007, Mid Cap Growth Fund was known as the Manhattan Fund.
12	Prior to December 17, 2007, Small Cap Growth Fund was known as the Millennium Fund.
13	Performance shown prior to June 21, 2010 for Emerging Markets Equity Fund's Class R3 is that of Emerging Markets Equity Fund's Institutional Class. The performance information of Class R3 has not been adjusted to take into account differences in class specific operating expenses. The Institutional Class of the Fund has lower expenses and typically higher returns than Class R3.
14	As of December 17, 2007, the Fund changed its investment policy to become "non-diversified" under the Investment Company Act of 1940. Performance prior to this change might have been different if current policies had been in effect. As a result of becoming "non-diversified," the Fund can invest a greater percentage of assets in any single security. This practice could increase the risk of investing in the Fund because it may own fewer securities. Although the Fund has a policy that allows it to operate as a non-diversified investment company, on December 5, 2008, the Board adopted a policy, which cannot be changed without a shareholder vote, that the Fund will invest its portfolio so as to meet the standards of a diversified investment company.
15	Because the Fund had a policy of investing mainly in large-cap stocks prior to December 2002, its performance during that time might have been different if current policies had been in effect.
16	Because the Fund had a policy of investing primarily in mid- and large-cap stocks prior to September 1998, its performance during that time might have been different if current policies had been in effect.
17	During the period from November 2, 2006 through June 9, 2008, the Fund's Trust Class had only one investor, which could have impacted Fund performance. The inception date for the Fund's Institutional Class, Class A and Class C shares was June 9, 2008 and the inception date for Class R3 was June 21, 2010. Performance shown for Institutional Class, Class A, Class C and Class R3 prior to that date is that of the Trust Class, which had an inception date of November 2, 2006, and converted into the Institutional Class. The performance of Class R3 also includes that of Institutional Class from June 9, 2008 to June 21, 2010. The performance information of the Trust Class has been adjusted to reflect the appropriate sales charges applicable to Class A and Class C shares, but has not been adjusted to take into account differences in class specific operating expenses (such as Rule 12b-1 fees). The Trust Class had lower expenses and typically higher returns than Class A, Class C and Class R3. The Trust Class had moderately higher expenses and typically slightly lower returns than Institutional Class. The Institutional Class has lower expenses and typically higher returns than that of Class R3.
18	Performance shown prior to December 20, 2007 for Class A and Class C, and prior to May 27, 2009 for Class R3, of Neuberger Berman International Large Cap Fund is that of the Trust Class. The performance information of the Trust Class has been adjusted to reflect the appropriate sales charges applicable to Class A and Class C shares, but has not been adjusted to take into account differences in class specific operating expenses (such as Rule 12b-1 fees). The Trust Class has lower expenses and typically higher returns than Class A, Class C or Class R3.
19	The date used to calculate Life of Fund performance for the index is the inception date of the oldest share class.
20	Prior to April 9, 2009, Neuberger Berman Large Cap Disciplined Growth Fund was known as Neuberger Berman Century Fund. From April 6, 2009 through April 8, 2009, Large Cap Disciplined Growth Fund Class A, Class C and Institutional Class were known as Century Fund Class A, Class C and Institutional Class. The inception dates are April 6, 2009 for Large Cap Disciplined Growth Fund Class A, Class C and Institutional Class and May 27, 2009 for Large Cap Disciplined Growth Fund Class R3. Performance shown prior to May 27, 2009 for Class R3, and prior to April 6, 2009 for Institutional Class, Class A and Class C of Neuberger Berman Large Cap Disciplined Growth Fund is that of Neuberger Berman Century Fund Investor Class. The performance information of the Investor Class has been adjusted to reflect the appropriate sales charge s applicable to Class A and Class C shares, but has not been adjusted to take into account differences in class specific operating expenses (such as Rule 12b-1 fees). The Investor Class has lower expenses and typically higher returns than Class A, Class C or Class R3. The Institutional Class has lower expenses and typically higher returns than Investor Class.

77

Endnotes (cont'd)

21	Performance shown prior to May 27, 2009 for Class A, Class C and Class R3 of Neuberger Berman Guardian Fund, Neuberger Berman Mid Cap Growth Fund, Neuberger Berman Small Cap Growth Fund and Neuberger Berman Socially Responsive Fund is that of the respective Fund's Investor Class. The performance information of the Investor Class has been adjusted to reflect the appropriate sales charges applicable to Class A and Class C shares, but has not been adjusted to take into account differences in class specific operating expenses (such as Rule 12b-1 fees). The Investor Class of a Fund has lower expenses and typically higher returns than Class A, Class C or Class R3 of that Fund.
22	Performance shown prior to May 27, 2009 and June 21, 2010 for Institutional Class of Neuberger Berman Guardian Fund and Neuberger Berman Focus Fund, respectively is that of the respective Fund's Investor Class. The performance information of Institutional Class has not been adjusted to take into account differences in class specific operating expenses. Institutional Class has lower expenses and typically higher returns than Investor Class.
23	During the period from November 2, 2006 through December 21, 2009, the Fund's Trust Class had only one investor, which could have impacted fund performance. The inception date for the Fund's Class A, Class C and Institutional Class shares was December 21, 2009. Performance shown for Class A, Class C and Institutional Class prior to that date is that of the Trust Class, which had an inception date of November 2, 2006, and converted into the Institutional Class and ceased operations on December 21, 2009. Management had previously capped Trust Class expenses; absent this arrangement, the returns would have been lower. The Trust Class had lower capped expenses and typically higher returns than Class A and Class C shares. The Trust Class had equivalent capped expenses and, therefore, typically similar returns to the Institut ional Class. The performance information of the Trust Class has been adjusted to reflect the appropriate sales charges applicable to Class A and Class C shares, but has not been adjusted to take into account differences in class specific operating expenses (such as Rule 12b-1 fees).
24	The inception date for Neuberger Berman Intrinsic Value Fund Class A, C and Institutional shares is May 10, 2010. Performance shown prior to that date is that of the Fund's predecessor, the DJG Small Cap Value Fund L.P., an unregistered limited partnership ("DJG Fund"); DJG Fund was the successor to The DJG Small Cap Value Fund, an unregistered commingled investment account ("DJG Account"). The performance from July 15, 2008 is that of DJG Fund and the performance from July 8, 1997 (the Fund's commencement of operations) to July 14, 2008 is that of DJG Account. On May 10, 2010, the DJG Fund transferred its assets to the Fund in exchange for the Fund's Institutional Class shares. The investment policies, objectives, guidelines and restrictions of the Fund are in all material respects equivalent to those of DJG Fund and D JG Account (the "Predecessors"). As a mutual fund registered under the Investment Company Act of 1940, the Fund is subject to certain restrictions under the 1940 Act and the Internal Revenue Code to which the Predecessors were not subject. Had the Predecessors been registered under the 1940 Act and been subject to the provisions of the 1940 Act and the Code, its investment performance may have been adversely affected. The performance information reflects the actual expenses of the Predecessors.
25	Performance shown prior to June 21, 2010 for Class A and Class C of Neuberger Berman Focus Fund and Class A, Class C and Class R3 of Neuberger Berman Partners Fund, Neuberger Berman Real Estate Fund, and Neuberger Berman Regency Fund is that of the respective Fund's Investor Class. The performance information of the Investor Class has been adjusted to reflect the appropriate sales charges applicable to Class A and Class C shares, but has not been adjusted to take into account differences in class specific operating expenses (such as Rule 12b-1 fees). The Investor Class of a Fund has lower expenses and typically higher returns than Class A, Class C or Class R3 of that Fund.
26	Performance shown prior to March 8, 2010 for Regency Fund's Institutional Class is that of Regency Fund's Investor Class. The performance information of the Institutional Class has not been adjusted to take into account differences in class specific operating expenses. The Investor Class has higher expenses and its performance typically would have been slightly lower than that of the Institutional Class.
For more complete information on any of the Neuberger Berman Equity Funds, call Neuberger Berman Management LLC at (800) 877-9700, or visit our website at www.nb.com.

78

Glossary of Indices

S&P 500 Index:	The S&P 500 Index is widely regarded as the standard for measuring the performance of large-cap stocks traded on U.S. markets and includes a representative sample of leading companies in leading industries.
Russell 1000® Index:	Measures the performance of the 1,000 largest companies in the Russell 3000® Index (which measures the performance of the 3,000 largest U.S. companies based on total market capitalization and current index membership). The Russell 1000 Index represents approximately 90% of the U.S. market.
Russell 1000® Value Index:	Measures the performance of those Russell 1000® Index companies with lower price-to-book ratios and lower expected growth rates.
Russell 1000® Growth Index:	Measures the performance of those Russell 1000® Index companies with higher price-to-book-ratios and higher forecasted growth rates.
Russell 2000® Index:	An unmanaged index consisting of securities of the 2,000 issuers having the smallest capitalization in the Russell 3000® Index, representing approximately 8% of the Russell 3000 Index total market capitalization. As of the latest reconstitution, the smallest company's market capitalization was approximately $112 million.
Russell 2000® Growth Index:	Measures the performance of those Russell 2000® Index companies with higher price-to-book ratios and higher forecasted growth rates.
Russell 2000® Value Index:	Measures the performance of those Russell 2000® Index companies with lower price-to-book ratios and lower forecasted growth rates.
Russell Midcap® Index:	Measures the performance of the approximately 800 smallest companies in the Russell 1000® Index.
Russell Midcap® Growth Index:	An unmanaged index that measures the performance of those Russell Midcap® Index companies (the 800 smallest companies in the Russell 1000® Index) with higher price-to-book ratios and higher forecasted growth rates.
Russell Midcap® Value Index:	An unmanaged index that measures the performance of those Russell Midcap® Index companies (the 800 smallest companies in the Russell 1000® Index) with lower price-tobook ratios and lower forecasted growth rates.
FTSE NAREIT Equity REITs Index:	An unmanaged free float adjusted market capitalization weighted index that tracks the performance of all Equity REITs currently listed on the New York Stock Exchange, the NASDAQ National Market System and the NYSE Amex. REITs are classified as Equity REITs if 75% or more of their gross invested book assets are invested directly or indirectly in real property.
MSCI EAFE® Index:	Also known as the Morgan Stanley Capital International Europe, Australasia, Far East Index. A free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the US & Canada. As of May 27, 2010 the MSCI EAFE Index consisted of the following 22 developed market country indices: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Greece, Hong Kong, Ireland, Israel, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the United Kingdom.
MSCI Emerging Markets Index:	A free float-adjusted market capitalization index that is designed to measure equity market performance of emerging markets. As of May 27, 2010 the MSCI Emerging Markets Index consisted of the following 21 emerging market country indices: Brazil, Chile, China, Colombia, Czech Republic, Egypt, Hungary, India, Indonesia, Korea, Malaysia, Mexico, Morocco, Peru, Philippines, Poland, Russia, South Africa, Taiwan, Thailand, and Turkey.

79

Glossary of Indices (cont'd)

MSCI World Index:

A free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed markets. As of May 27, 2010 the MSCI World Index consisted of the following 24 developed market country indices: Australia, Austria, Belgium, Canada, Denmark, Finland, France, Germany, Greece, Hong Kong, Ireland, Israel, Italy, Japan, Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, the United Kingdom, and the United States.

HSBC Global Climate Change Index:

The index is rule-based and uses a modified market capitalization approach that takes into account free float and revenues associated with climate change-related businesses. Recognizing that there is also a growing number of integrated players exposed to this theme, individual companies are weighted in the index according to their exposure to climate change. Exposure is defined as the percentage of overall revenues that are attributable to reducing emissions, reacting to the effects of climate change or adapting to climate change. The revenue data are based on HSBC's analysis of publicly available information and data from an external consultant specializing in renewable energy, low carbon technology and the carbon markets. Once a company has been ascribed an exposure factor and it forms part of the selection universe, HSBC monitors and modifies its climate change-related revenues, if necessary, on an annual basis.

Please note that indices do not take into account any fees and expenses or any tax consequences of investing in the individual securities that they track and that individuals cannot invest directly in any index. Data about the performance of these indices are prepared or obtained by Management and include reinvestment of all income dividends and distributions. The Funds may invest in securities not included in the above-described indices.

80

Information About Your Fund's Expenses

These tables are designed to provide information regarding costs related to your investments. All mutual funds incur operating expenses, which include management fees, fees for administrative services and costs of shareholder reports, among others. The following examples are based on an investment of $1,000 made at the beginning of the six month period ended August 31, 2010 and held for the entire period. The table illustrates the fund's costs in two ways:

Actual Expenses and Performance:

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

Hypothetical Example for Comparison Purposes:

The second section of 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 at 5% per year before expenses. This return is not the fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in these funds versus other funds. To do so, compare the expenses shown in this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses in the tables are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads) or redemption fees. Therefore, the information under the heading "Hypothetical (5% annual return before expenses)" is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

81

Expense Information as of 8/31/10 (Unaudited)

Neuberger Berman Equity Funds
	ACTUAL										HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES)(5)
	Beginning Account Value 3/1/10		Ending Account Value 8/31/10			Expenses Paid  During the Period(1) 3/1/10 -  8/31/10		Expense Ratio			Beginning   Account   Value   3/1/10		Ending Account Value 8/31/10		Expenses Paid During the Period(1) 3/1/10 - 8/31/10		Expense Ratio
Climate Change Fund
Institutional Class	$	1,000.00	$	945.60		$	4.66		.95	%	$	1,000.00	$	1,020.42	$	4.84		.95	%
Class A	$	1,000.00	$	947.00		$	5.89		1.20	%	$	1,000.00	$	1,019.16	$	6.11		1.20	%
Class C	$	1,000.00	$	943.30		$	9.55		1.95	%	$	1,000.00	$	1,015.38	$	9.91		1.95	%
Emerging Markets Equity Fund
Institutional Class	$	1,000.00	$	1,055.40		$	6.53		1.26	%	$	1,000.00	$	1,018.85	$	6.41		1.26	%
Class A	$	1,000.00	$	1,054.20		$	7.82		1.51	%	$	1,000.00	$	1,017.59	$	7.68		1.51	%
Class C	$	1,000.00	$	1,050.40		$	11.68		2.26	%	$	1,000.00	$	1,013.81	$	11.47		2.26	%
Class R3	$	1,000.00	$	1,021.20	(3)	$	3.85		1.93	%	$	1,000.00	$	1,015.48	$	9.80		1.93	%
Equity Income Fund
Institutional Class	$	1,000.00	$	1,058.50		$	4.15		.80	%	$	1,000.00	$	1,021.17	$	4.08		.80	%
Class A	$	1,000.00	$	1,056.90		$	6.01		1.16	%	$	1,000.00	$	1,019.36	$	5.90		1.16	%
Class C	$	1,000.00	$	1,052.90		$	9.88		1.91	%	$	1,000.00	$	1,015.58	$	9.70		1.91	%
Class R3	$	1,000.00	$	999.60	(3)	$	2.78		1.41	%	$	1,000.00	$	1,018.11	$	7.17		1.41	%
Focus Fund
Investor Class	$	1,000.00	$	910.50		$	4.72		.98	%	$	1,000.00	$	1,020.27	$	4.99		.98	%
Trust Class	$	1,000.00	$	910.00		$	5.63		1.17	%	$	1,000.00	$	1,019.31	$	5.96		1.17	%
Advisor Class	$	1,000.00	$	908.90		$	6.40		1.33	%	$	1,000.00	$	1,018.50	$	6.77		1.33	%
Institutional Class	$	1,000.00	$	904.90	(3)	$	1.41		.75	%	$	1,000.00	$	1,021.42	$	3.82		.75	%
Class A	$	1,000.00	$	904.40	(3)	$	2.08		1.11	%	$	1,000.00	$	1,019.61	$	5.65		1.11	%
Class C	$	1,000.00	$	902.70	(3)	$	3.49		1.86	%	$	1,000.00	$	1,015.83	$	9.45		1.86	%
Genesis Fund
Investor Class	$	1,000.00	$	963.20		$	5.29		1.07	%	$	1,000.00	$	1,019.81	$	5.45		1.07	%
Trust Class	$	1,000.00	$	962.90		$	5.59		1.13	%	$	1,000.00	$	1,019.51	$	5.75		1.13	%
Advisor Class	$	1,000.00	$	962.00		$	6.82		1.38	%	$	1,000.00	$	1,018.25	$	7.02		1.38	%
Institutional Class	$	1,000.00	$	964.60		$	4.21		.85	%	$	1,000.00	$	1,020.92	$	4.33		.85	%
Guardian Fund
Investor Class	$	1,000.00	$	965.40		$	4.71		.95	%	$	1,000.00	$	1,020.42	$	4.84		.95	%
Trust Class	$	1,000.00	$	965.00		$	5.50		1.11	%	$	1,000.00	$	1,019.61	$	5.65		1.11	%
Advisor Class	$	1,000.00	$	962.70		$	7.42		1.50	%	$	1,000.00	$	1,017.64	$	7.63		1.50	%
Institutional Class	$	1,000.00	$	966.20		$	3.72		.75	%	$	1,000.00	$	1,021.42	$	3.82		.75	%
Class A	$	1,000.00	$	964.90		$	5.50		1.11	%	$	1,000.00	$	1,019.61	$	5.65		1.11	%
Class C	$	1,000.00	$	961.60		$	9.20		1.86	%	$	1,000.00	$	1,015.83	$	9.45		1.86	%
Class R3	$	1,000.00	$	963.50		$	6.73		1.36	%	$	1,000.00	$	1,018.35	$	6.92		1.36	%
International Fund
Investor Class	$	1,000.00	$	1,016.80		$	7.27		1.43	%	$	1,000.00	$	1,018.00	$	7.27		1.43	%
Trust Class	$	1,000.00	$	1,017.10		$	7.88		1.55	%	$	1,000.00	$	1,017.39	$	7.88		1.55	%
International Institutional Fund
Institutional Class	$	1,000.00	$	1,021.40		$	4.13		.81	%	$	1,000.00	$	1,021.12	$	4.13		.81	%
International Large Cap Fund
Trust Class	$	1,000.00	$	1,013.40		$	6.39		1.26	%	$	1,000.00	$	1,018.85	$	6.41		1.26	%
Institutional Class	$	1,000.00	$	1,015.90		$	4.62		.91	%	$	1,000.00	$	1,020.62	$	4.63		.91	%
Class A	$	1,000.00	$	1,013.50		$	6.34		1.25	%	$	1,000.00	$	1,018.90	$	6.36		1.25	%
Class C	$	1,000.00	$	1,008.60		$	10.18		2.01	%	$	1,000.00	$	1,015.07	$	10.21		2.01	%
Class R3	$	1,000.00	$	1,012.30		$	7.71		1.52	%	$	1,000.00	$	1,017.54	$	7.73		1.52	%

82

Expense Information as of 8/31/10 cont'd (Unaudited)

	ACTUAL										HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES)(5)
	Beginning Account Value 3/1/10		Ending Account Value 8/31/10			Expenses Paid During the Period(1) 3/1/10 - 8/31/10		Expense Ratio			Beginning Account Value 3/1/10		Ending Account Value 8/31/10		Expenses Paid During the Period(1) 3/1/10 - 8/31/10		Expense Ratio
Intrinsic Value Fund
Institutional Class	$	1,000.00	$	941.00	(2)	$	3.03		1.00	%	$	1,000.00	$	1,020.16	$	5.09		1.00	%
Class A	$	1,000.00	$	940.00	(2)	$	4.12		1.36	%	$	1,000.00	$	1,018.35	$	6.92		1.36	%
Class C	$	1,000.00	$	938.00	(2)	$	6.39		2.11	%	$	1,000.00	$	1,014.57	$	10.71		2.11	%
Large Cap Disciplined Growth Fund
Investor Class	$	1,000.00	$	934.90		$	5.41		1.11	%	$	1,000.00	$	1,019.61	$	5.65		1.11	%
Institutional Class	$	1,000.00	$	938.00		$	3.66		.75	%	$	1,000.00	$	1,021.42	$	3.82		.75	%
Class A	$	1,000.00	$	936.40		$	5.42		1.11	%	$	1,000.00	$	1,019.61	$	5.65		1.11	%
Class C	$	1,000.00	$	931.50		$	9.06		1.86	%	$	1,000.00	$	1,015.83	$	9.45		1.86	%
Class R3	$	1,000.00	$	934.70		$	6.63		1.36	%	$	1,000.00	$	1,018.35	$	6.92		1.36	%
Mid Cap Growth Fund
Investor Class	$	1,000.00	$	1,000.00		$	5.49		1.09	%	$	1,000.00	$	1,019.71	$	5.55		1.09	%
Trust Class	$	1,000.00	$	1,000.00		$	5.65		1.12	%	$	1,000.00	$	1,019.56	$	5.70		1.12	%
Advisor Class	$	1,000.00	$	997.70		$	7.55		1.50	%	$	1,000.00	$	1,017.64	$	7.63		1.50	%
Institutional Class	$	1,000.00	$	1,001.20		$	3.78		.75	%	$	1,000.00	$	1,021.42	$	3.82		.75	%
Class A	$	1,000.00	$	1,000.00		$	5.60		1.11	%	$	1,000.00	$	1,019.61	$	5.65		1.11	%
Class C	$	1,000.00	$	996.20		$	9.36		1.86	%	$	1,000.00	$	1,015.83	$	9.45		1.86	%
Class R3	$	1,000.00	$	998.50		$	6.90		1.37	%	$	1,000.00	$	1,018.30	$	6.97		1.37	%
Multi-Cap Opportunities Fund
Institutional Class	$	1,000.00	$	940.30		$	4.89		1.00	%	$	1,000.00	$	1,020.16	$	5.09		1.00	%
Class A	$	1,000.00	$	940.20		$	6.65		1.36	%	$	1,000.00	$	1,018.35	$	6.92		1.36	%
Class C	$	1,000.00	$	935.40		$	10.29		2.11	%	$	1,000.00	$	1,014.57	$	10.71		2.11	%
Partners Fund
Investor Class	$	1,000.00	$	914.90		$	4.10		.85	%	$	1,000.00	$	1,020.92	$	4.33		.85	%
Trust Class	$	1,000.00	$	913.50		$	5.02		1.04	%	$	1,000.00	$	1,019.96	$	5.30		1.04	%
Advisor Class	$	1,000.00	$	913.00		$	5.74		1.19	%	$	1,000.00	$	1,019.21	$	6.06		1.19	%
Institutional Class	$	1,000.00	$	915.30		$	3.28		.68	%	$	1,000.00	$	1,021.78	$	3.47		.68	%
Class A	$	1,000.00	$	920.50	(3)	$	2.10		1.11	%	$	1,000.00	$	1,019.61	$	5.65		1.11	%
Class C	$	1,000.00	$	919.20	(3)	$	3.52		1.86	%	$	1,000.00	$	1,015.83	$	9.45		1.86	%
Class R3	$	1,000.00	$	919.90	(3)	$	2.58		1.36	%	$	1,000.00	$	1,018.35	$	6.92		1.36	%
Real Estate Fund
Trust Class	$	1,000.00	$	1,164.30		$	5.40		.99	%	$	1,000.00	$	1,020.21	$	5.04		.99	%
Institutional Class	$	1,000.00	$	1,164.80		$	4.64		.85	%	$	1,000.00	$	1,020.92	$	4.33		.85	%
Class A	$	1,000.00	$	990.20	(3)	$	2.38		1.21	%	$	1,000.00	$	1,019.11	$	6.16		1.21	%
Class C	$	1,000.00	$	989.20	(3)	$	3.85		1.96	%	$	1,000.00	$	1,015.32	$	9.96		1.96	%
Class R3	$	1,000.00	$	989.60	(3)	$	2.87		1.46	%	$	1,000.00	$	1,017.85	$	7.43		1.46	%
Regency Fund
Investor Class	$	1,000.00	$	975.30		$	5.97		1.20	%	$	1,000.00	$	1,019.16	$	6.11		1.20	%
Trust Class	$	1,000.00	$	975.30		$	6.22		1.25	%	$	1,000.00	$	1,018.90	$	6.36		1.25	%
Institutional Class	$	1,000.00	$	936.00	(4)	$	3.99		.85	%	$	1,000.00	$	1,020.92	$	4.33		.85	%
Class A	$	1,000.00	$	936.00	(3)	$	2.31		1.21	%	$	1,000.00	$	1,019.11	$	6.16		1.21	%
Class C	$	1,000.00	$	934.30	(3)	$	3.74		1.96	%	$	1,000.00	$	1,015.32	$	9.96		1.96	%
Class R3	$	1,000.00	$	935.10	(3)	$	2.79		1.46	%	$	1,000.00	$	1,017.85	$	7.43		1.46	%
Select Equities Fund
Institutional Class	$	1,000.00	$	957.60		$	3.70		.75	%	$	1,000.00	$	1,021.42	$	3.82		.75	%
Class A	$	1,000.00	$	955.20		$	5.91		1.20	%	$	1,000.00	$	1,019.16	$	6.11		1.20	%
Class C	$	1,000.00	$	952.00		$	9.59		1.95	%	$	1,000.00	$	1,015.38	$	9.91		1.95	%

83

Expense Information as of 8/31/10 cont'd (Unaudited)

	ACTUAL									HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES)(5)
	Beginning Account Value 3/1/10		Ending Account Value 8/31/10		Expenses Paid During the Period(1) 3/1/10 - 8/31/10		Expense Ratio			Beginning Account Value 3/1/10		Ending        Account        Value        8/31/10		Expenses        Paid        During the        Period(1)        3/1/10 -        8/31/10		Expense Ratio
Small Cap Growth Fund
Investor Class	$	1,000.00	$	949.30	$	5.65		1.15	%	$	1,000.00	$	1,019.41	$	5.85		1.15	%
Trust Class	$	1,000.00	$	944.90	$	6.72		1.37	%	$	1,000.00	$	1,018.30	$	6.97		1.37	%
Advisor Class	$	1,000.00	$	943.00	$	7.88		1.61	%	$	1,000.00	$	1,017.09	$	8.19		1.61	%
Institutional Class	$	1,000.00	$	946.30	$	4.46		.91	%	$	1,000.00	$	1,020.62	$	4.63		.91	%
Class A	$	1,000.00	$	945.00	$	6.23		1.27	%	$	1,000.00	$	1,018.80	$	6.46		1.27	%
Class C	$	1,000.00	$	941.80	$	9.89		2.02	%	$	1,000.00	$	1,015.02	$	10.26		2.02	%
Class R3	$	1,000.00	$	943.90	$	7.40		1.51	%	$	1,000.00	$	1,017.59	$	7.68		1.51	%
Socially Responsive Fund
Investor Class	$	1,000.00	$	974.00	$	4.73		.95	%	$	1,000.00	$	1,020.42	$	4.84		.95	%
Trust Class	$	1,000.00	$	972.40	$	5.57		1.12	%	$	1,000.00	$	1,019.56	$	5.70		1.12	%
Institutional Class	$	1,000.00	$	974.50	$	3.73		.75	%	$	1,000.00	$	1,021.42	$	3.82		.75	%
Class A	$	1,000.00	$	973.00	$	5.52		1.11	%	$	1,000.00	$	1,019.61	$	5.65		1.11	%
Class C	$	1,000.00	$	969.40	$	9.23		1.86	%	$	1,000.00	$	1,015.83	$	9.45		1.86	%
Class R3	$	1,000.00	$	972.30	$	6.76		1.36	%	$	1,000.00	$	1,018.35	$	6.92		1.36	%

(1)	For each class, expenses are equal to the annualized expense ratio for the class, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period shown), unless otherwise indicated.
(2)	For each class, expenses are equal to the annualized expense ratio for the class, multiplied by the average account value over the period, multiplied by 114/365 (to reflect the period shown of May 10, 2010 to August 31, 2010).
(3)	For each class, expenses are equal to the annualized expense ratio for the class, multiplied by the average account value over the period, multiplied by 72/365 (to reflect the period shown of June 21, 2010 to August 31, 2010).
(4)	For each class, expenses are equal to the annualized expense ratio for the class, multiplied by the average account value over the period, multiplied by 177/365 (to reflect the period shown of March 8, 2010 to August 31, 2010).
(5)	Hypothetical 5% annual return before expenses is calculated by multiplying the number of days in the most recent period divided by 365.

84

Schedule of Investments Climate Change Fund

 TOP TEN EQUITY HOLDINGS

		Industry
1	Covanta Holding	Environmental & Facilities Services	3.7	%
2	NextEra Energy	Electric Utilities	3.6	%
3	CenterPoint Energy	Multi-Utilities	3.3	%
4	ITC Holdings	Electric Utilities	3.1	%
5	Sempra Energy	Multi-Utilities	2.8	%
6	Entergy Corp.	Electric Utilities	2.7	%
7	ESCO Technologies	Industrial Machinery	2.3	%
8	Aqua America	Water Utilities	2.3	%
9	Itron, Inc.	Electronic Equipment & Instruments	2.1	%
10	New Jersey Resources	Gas Utilities	2.0	%

	Number of Shares		Value† (000's)
Common Stocks (98.3%)
Aerospace & Defense (0.4%)
Curtiss-Wright		400	$	11
Agricultural Products (0.4%)
Darling International*		1,500		11
Auto Parts & Equipment (3.1%)
BorgWarner, Inc.*		815		35
Johnson Controls		300		8
Westport Innovations*		2,000		32
				75
Coal & Consumable Fuels (1.8%)
Cameco Corp.		1,800		44
Commodity Chemicals (0.5%)
Calgon Carbon*		900		11
Communications Equipment (0.5%)
RuggedCom, Inc.*		900		12
Construction & Engineering (3.1%)
Foster Wheeler*		1,000		21
Layne Christensen*		400		10
MYR Group*		700		10
Pike Electric*		1,300		10
Quanta Services*		600		11
Shaw Group*		400		13
				75
Diversified Support Services (1.6%)
EnerNOC, Inc.*		1,200		39
Electric Utilities (12.9%)
Electricite de France ADR		900		7
Entergy Corp.		815		64
Exelon Corp.		475		19
FirstEnergy Corp.		600		22
ITC Holdings		1,270		74
NextEra Energy		1,595		86
Northeast Utilities		1,300		38
				310
Electrical Components & Equipment (6.8%)
A123 Systems*		1,300		9
American Superconductor*		400		11
Cooper Industries PLC		204		9
EnerSys*		1,100		24

	Number of Shares		Value†(000's)
First Solar*		200	$    26
GT Solar International*		2,000	15
JA Solar Holdings ADR*		3,000	18
Jinpan International		900	10
Roper Industries		205	12
Solarfun Power Holdings ADR*		1,500	16
Suntech Power Holdings ADR*		1,600	12
			162
Electronic Components (0.4%)
KYOCERA Corp. ADR		100	9
Electronic Equipment & Instruments (2.7%)
Itron, Inc.*		918	50
Pure Technologies*		4,000	16
			66
Electronic Manufacturing Services (0.4%)
Maxwell Technologies*		900	10
Environmental & Facilities Services (6.1%)
China Everbright International		33,700	15
Covanta Holding		6,175	89
EnergySolutions Inc.		4,000	18
Fuel Tech*		2,500	14
Tetra Tech*		500	9
			145
Forest Products (0.2%)
Weyerhaeuser Co.		289	4
Gas Utilities (5.9%)
National Fuel Gas		550	24
New Jersey Resources		1,300	48
ONEOK, Inc.		200	9
Questar Corp.		2,913	47
South Jersey Industries		300	14
			142

	Number  of Shares		Value†(000's)
Heavy Electrical Equipment (2.3%)
ABB Ltd. ADR		338	$     6
Alstom S.A.		300	14
Vestas Wind Systems*		900	34
			54
Independent Power Producers & Energy Traders (5.1%)
Calpine Corp.*		2,988	38
EDP Renovaveis*		2,300	13
Iberdrola Renovables		9,700	32
Magma Energy*ñ		10,700	11
Ormat Technologies		400	11
Ram Power*		9,000	18
			123
Industrial Conglomerates (2.3%)
Koninklijke Philips Electronics		400	11
Siemens AG ADR		500	45
			56
Industrial Gases (0.4%)
Praxair, Inc.		100	9
Industrial Machinery (7.0%)
Badger Meter		1,200	45
China Valves Technology*		2,800	28
Duoyuan Global Water ADR*		800	17
ESCO Technologies		1,800	56
Ingersoll-Rand PLC		350	11
Kaydon Corp.		295	10
			167
IT Consulting & Other Services (0.5%)
Telvent GIT*		700	13
Machinery (0.9%)
Eaton Corp.		300	21
Multi-Utilities (10.9%)
Alliant Energy		600	21
CenterPoint Energy		5,300	79
MDU Resources Group		1,000	19
NiSource Inc.		1,400	24
Public Service Enterprise Group		800	26
Sempra Energy		1,300	66

See Notes to Schedule of Investments

85

	Number of Shares		Value† (000's)
Suez Environnement SA ADR		1,300	$	10
Veolia Environnement ADR		700		16
				261
Oil & Gas Equipment & Services (0.9%)
Dresser-Rand Group*		600		21
Oil & Gas Exploration & Production (3.0%)
Denbury Resources*		700		10
EOG Resources		100		9
Range Resources		950		32
Southwestern Energy*		600		20
				71
Oil & Gas Storage & Transportation (4.6%)
El Paso Corp.		1,000		11
Enbridge Inc.		200		10
Southern Union		1,000		22
Spectra Energy		1,500		31
TransCanada Corp.		700		25
Williams Cos.		600		11
				110
Oil, Gas & Consumable Fuels (0.5%)
QEP Resources		413		12
Railroads (0.5%)
Norfolk Southern		200		11
Semiconductor Equipment (1.0%)
AXT, Inc.*		4,500		24
Semiconductors (3.2%)
Cree, Inc.*		900		48
IXYS Corp.*		1,100		10
Rambus Inc.*		1,000		18
				76
Specialized Finance (0.4%)
IntercontinentalExchange Inc.*		100		10
Specialty Chemicals (0.4%)
Rockwood Holdings*		331		9
Steel (0.3%)
Allegheny  Technologies		200		8
Technology Distributors (1.3%)
Anixter  International*		650		30
Water Utilities (6.0%)
American Water  Works		1,100		25
Aqua America		2,700		54
Companhia de Saneamento Basico do Estado de Sao Paulo		500		19

	Number   of Shares		Value† (000's)
Consolidated Water		1,100	$	10
Tri-Tech Holding*		1,087		12
York Water		1,600		24
				144
Total Common Stocks (Cost $2,384)				2,356
Short-Term Investments (3.1%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $73)		72,876		73
Total Investments## (101.4%) (Cost $2,457)				2,429
Liabilities, less cash, receivables and other assets [(1.4%)]				(34	)
Total Net Assets (100.0%)			$	2,395

See Notes to Schedule of Investments

86

Schedule of Investments Emerging Markets Equity Fund

 TOP TEN EQUITY HOLDINGS

		Country	Industry
1	Vale SA ADR	Brazil	Metals & Mining	3.0	%
2	Hyundai Mobis	Korea	Auto Components	2.0	%
3	Petroleo Brasileiro ADR	Brazil	Oil, Gas & Consumable Fuels	1.9	%
4	Samsung Electronics	Korea	Semiconductors & Semiconductor
			Equipment	1.9	%
5	Bank of China, H Shares	China	Commercial Banks	1.9	%
6	MTN Group	South Africa	Wireless Telecommunication Services	1.7	%
7	Sberbank GDR	Russia	Commercial Banks	1.7	%
8	CNOOC Ltd.	China	Oil, Gas & Consumable Fuels	1.6	%
9	Diagnosticos da America	Brazil	Health Care Providers & Services	1.5	%
10	Turkiye Garanti Bankasi	Turkey	Commercial Banks	1.5	%

	Number of Shares		Value† (000's)
Common Stocks (88.8%)
Brazil (7.7%)
Banco Santander Brasil		9,800	$	125
BM&FBOVESPA SA		16,300		119
Cielo SAñ		1,230		11
Cielo SA		15,800		135
Diagnosticos da America		21,600		226
PDG Realty Empreendimentos E Participacoes		19,700		202
Petroleo Brasileiro ADR		2,100		70
Porto Seguro		9,600		117
TOTVS SA		1,685		125
				1,130
Canada (3.4%)
Bankers Petroleum*		18,300		117
Eldorado Gold		8,500		167
Pacific Rubiales Energy*		9,300		219
				503
Chile (1.2%)
Sociedad Quimica y Minera de Chile ADR, B Shares		3,970		169
China (16.3%)
Bank of China, H Shares		547,400		275
Changyou.com ADR*		3,280		87
China Automation Group		172,700		109
China Green Holdings		160,700		151
China Information Technology*		11,000		56
China Mobile		20,250		206
China Shineway Pharmaceutical Group		40,600		106

	Number of Shares		Value† (000's)
China South Locomotive & Rolling Stock, H Shares		156,600	$	132
China Vanke, B Shares		115,100		141
CNOOC Ltd.		134,000		230
GOME Electrical Appliances Holdings*		353,654		108
Inspur International		784,700		65
Kingdee International Software Group		371,100		141
Minth Group		82,800		133
Travelsky Technology, H Shares		234,300		202
Yingde Gases Groupñ*		5,100		5
Yingde Gases Group*		93,000		87
Zhaojin Mining Industry, H Shares		55,900		147
				2,381
India (8.6%)
Andhra Bank		34,070		110
Bank of Baroda		4,180		72
Bharat Heavy Electricals		1,905		97
Cairn India*		25,352		179
DEN Networks*		29,710		141
Eicher Motors		7,445		199
Ess Dee Aluminium		6,320		67
Sterlite Industries (India) ADR		10,100		130
Unitech Ltd.		90,759		150
United Phosphorus		30,355		119
				1,264
Indonesia (3.2%)
PT Adaro Energy Tbk		709,200		149
PT Global Mediacom Tbk		4,236,800		148
PT United Tractors Tbk		85,235		173
				470

	Number of Shares		Value† (000's)
Israel (2.3%)
Israel Chemicals		16,291	$	206
Teva Pharmaceutical Industries ADR		2,550		129
				335
Korea (9.2%)
Busan Bank		13,660		145
Dongbu Insurance		4,300		121
Hyundai Mobis		1,593		288
KT Corp. ADR		8,000		149
LG Innotek		785		87
Samsung Electronics		447		282
Samsung SDI		515		72
Taewoong Co.		2,287		93
Woongjin Thinkbig		5,420		105
				1,342
Luxembourg (0.8%)
Millicom International Cellular		1,250		115
Malaysia (2.3%)
Axiata Group*		80,400		115
Top Glove		114,400		221
				336
Mexico (2.2%)
Empresas ICA SAB de C.V.*		72,800		166
Genomma Lab Internacional Class B*		84,800		151
				317
Nigeria (1.1%)
Guaranty Trust Bank		1,525,098		155
Philippines (2.3%)
Energy Development		1,045,550		108
International Container Terminal Services		313,800		221
				329

See Notes to Schedule of Investments

87

	Number of Shares		Value† (000's)
Russia (4.6%)
LUKOIL ADR		2,965		$   158
Magnit GDR		8,070		172
Pharmstandard GDR*		4,090		97
Sberbank GDR		848		242
				669
South Africa (8.0%)
Aspen Pharmacare Holdings*		10,340		118
BHP Billiton		6,092		170
MTN Group		15,336		251
Naspers Ltd., N Shares		3,100		125
Raubex Group		52,282		136
Shoprite Holdings		9,600		118
Standard Bank Group		10,247		145
Tiger Brands		4,435		109
				1,172
Sweden (0.7%)
Oriflame Cosmetics SDR		2,022		106
Taiwan, Province Of China (8.4%)
Hung Poo Real Estate Development		70,400		93
Powertech Technology		48,664		144
Prime View International*		51,000		76
Simplo Technology		38,342		187
Taiwan Semiconductor Manufacturing		101,439		187
TXC Corp.		102,860		173
WPG Holdings		117,856		219
Young Fast Optoelectronics		13,800		146
				1,225
Thailand (1.4%)
Thanachart Capital PCL		190,300		210
Turkey (2.3%)
Sinpas Gayrimenkul Yatirim Ortakligi*		106,856		114
Turkiye Garanti Bankasi		46,476		225
				339
United Kingdom (2.8%)
Afren PLC*		79,225		125
Antofagasta PLC		9,695		153
Tullow Oil		7,345		137
				415
Total Common Stocks (Cost $11,462)				12,982

	Number of Shares		Value† (000's)
Preferred Stocks (7.5%)
Brazil (7.5%)
Banco Do Estado do Rio Grande do Sul Class B		20,400		$   180
Companhia de Bebidas das Americas ADR		1,140		126
Petroleo Brasileiro ADR		7,240		214
Refinaria de Petroleo IpirangaÑ*^^		173		0
Ultrapar Participacoes		2,570		142
Vale SA ADR		18,425		435
Total Preferred Stocks (Cost $864)				1,097
Short-Term Investments (3.3%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $483)		482,863		483
Total Investments## (99.6%) (Cost $12,809)				14,562
Cash, receivables and other assets, less liabilities (0.4%)				58
Total Net Assets (100.0%)			$	14,620

See Notes to Schedule of Investments

88

 SUMMARY SCHEDULE OF INVESTMENTS BY INDUSTRY—EMERGING MARKETS EQUITY FUND (UNAUDITED)

Industry	Investments at Value† (000's omitted)		Percentage of Net Assets
Oil, Gas & Consumable Fuels	$	1,740		11.9	%
Commercial Banks		1,674		11.4	%
Metals & Mining		1,202		8.2	%
Electronic Equipment, Instruments & Components		838		5.7	%
Machinery		706		4.8	%
Wireless Telecommunication Services		687		4.7	%
Semiconductors & Semiconductor Equipment		613		4.2	%
Pharmaceuticals		601		4.1	%
Chemicals		586		4.0	%
Media		519		3.6	%
Auto Components		421		2.9	%
IT Services		404		2.8	%
Real Estate Management & Development		384		2.6	%
Software		353		2.4	%
Construction & Engineering		302		2.1	%
Food & Staples Retailing		290		2.0	%
Food Products		260		1.8	%
Insurance		238		1.6	%
Health Care Providers & Services		226		1.6	%
Health Care Equipment & Supplies		221		1.5	%
Transportation Infrastructure		221		1.5	%
Consumer Finance		210		1.4	%
Household Durables		202		1.4	%
Computers & Peripherals		187		1.3	%
Diversified Telecommunication Services		149		1.0	%
Beverages		126		0.9	%
Defense		119		0.8	%
Real Estate Investment Trusts		114		0.8	%
Independent Power Producers & Energy Traders		108		0.7	%
Specialty Retail		108		0.7	%
Personal Products		106		0.7	%
Electrical Equipment		97		0.7	%
Containers & Packaging		67		0.5	%
Short-Term Investments and Other Assets—Net		541		3.7	%
	$	14,620		100.0	%

See Notes to Schedule of Investments

89

Schedule of Investments Equity Income Fund

 TOP TEN EQUITY HOLDINGS

1	Crescent Point Energy	1.8	%
2	American Campus Communities	1.6	%
3	Exelon Corp.	1.6	%
4	PG&E Corp.	1.6	%
5	Philip Morris International	1.5	%
6	Alliant Energy	1.5	%
7	TECO Energy	1.5	%
8	Nationwide Health Properties	1.5	%
9	Norfolk Southern	1.5	%
10	Chunghwa Telecom	1.5	%

	Number of Shares		Value† (000's)
Common Stocks (68.2%)
Air Freight & Logistics (1.4%)
United Parcel Service Class B‡‡ØØ		69,200	$	4,415
Beverages (1.4%)
Foster`s Group		864,000		4,658
Capital Markets (1.4%)
Apollo Investment		462,500		4,426
Diversified Telecommunication Services (1.5%)
Chunghwa Telecom ADR		232,400		4,781
Electric Utilities (3.8%)
Exelon Corp.		127,000		5,171
Northeast Utilities		118,000		3,419
Progress Energy‡‡ØØ		86,700		3,720
				12,310
Food Products (1.5%)
Unilever NV		174,900		4,686
Forest Products (0.9%)
Weyerhaeuser Co.		177,106		2,781
Gas Utilities (1.2%)
New Jersey Resources		104,900		3,903
Insurance (0.5%)
OneBeacon Insurance Group		120,000		1,566
Media (1.3%)
World Wrestling Entertainment Class A		307,500		4,311
Metals & Mining (2.9%)
Franco-Nevada Corp.		157,000		4,682
Royal Gold‡‡ØØ		93,100		4,569
				9,251
Multi-Utilities (8.4%)
Alliant Energy		140,300		4,913
CenterPoint Energy		309,000		4,570
NSTAR		89,400		3,400
PG&E Corp.‡‡ØØ		108,300		5,064
TECO Energy		289,800		4,892
Xcel Energy		187,000		4,172
				27,011

	Number of Shares		Value† (000's)
Oil, Gas & Consumable Fuels (13.9%)
ARC Energy Trust		224,100	$	4,156
Bonavista Energy Trust		182,500		4,200
Canadian Oil Sands Trust		153,300		3,609
Cenovus Energy		171,900		4,626
CNOOC Ltd. ADR‡‡ØØ		25,100		4,262
Crescent Point Energy		166,800		5,852
Enbridge Energy Management*		51,208		2,718
Kinder Morgan Management*		45,000		2,658
Knightsbridge Tankers‡‡ØØ		237,000		4,147
Spectra Energy		215,200		4,377
Total SA ADR		85,100		3,970
				44,575
Pharmaceuticals (2.9%)
Johnson & Johnson		80,000		4,562
Sanofi-Aventis ADR		161,500		4,620
				9,182
Real Estate Investment Trusts (12.5%)
AMB Property		177,700		4,227
American Campus Communities		177,600		5,291
Ascendas Real Estate Investment Trust		2,838,000		4,334
AvalonBay Communities		19,900		2,094
Digital Realty Trust		33,700		1,997
Duke Realty		384,200		4,307
GZI REIT		9,833,000		4,778
Lippo-Mapletree Indonesia Retail Trust		4,938,100		1,676
Mapletree Logistic Trust		2,835,000		1,757
Nationwide Health Properties		127,100		4,890
Rayonier Inc.		99,900		4,725
				40,076
Road & Rail (1.5%)
Norfolk Southern		90,000		4,831

	Number of Shares			Value† (000's)
Semiconductors & Semiconductor Equipment (1.3%)
Microchip Technology			147,900	$	4,095
Software (1.4%)
Nintendo ADR			128,500		4,465
Thrifts & Mortgage Finance (1.3%)
New York Community Bancorp			264,900		4,209
Tobacco (1.5%)
Philip Morris International			97,000		4,990
Transportation Infrastructure (0.9%)
Singapore Airport Terminal Services			1,418,000		2,919
Water Utilities (1.3%)
Aqua America			215,200		4,278
Wireless Telecommunication Services (3.5%)
China Mobile ADR			86,200		4,424
Philippine Long Distance Telephone ADR			80,000		4,314
Taiwan Mobile			1,320,000		2,596
					11,334
Total Common Stocks (Cost $210,728)					219,053
Convertible Preferred Stocks (1.9%)
Bunge Ltd.			53,000		4,426
Vale Capital II			25,000		1,910
Total Convertible Preferred Stocks (Cost $6,546)					6,336
		Principal Amount
Convertible Bonds (21.7%)
Affiliated Managers Group, Inc., Senior Unsecured Notes, 3.95%, due 8/15/38		$	4,355,000		4,295
Bill Barrett Corp., Senior Unsecured Notes, 5.00%, due 3/15/28			3,620,000		3,615

See Notes to Schedule of Investments

90

	Principal Amount		Value† (000's)
Charles River Laboratories International, Inc., Senior Unsecured Notes, 2.25%, due 6/15/13	$	4,530,000	$	4,281
Covanta Holding Corp., Senior Unsecured Notes, 1.00%, due 2/1/27		4,540,000		4,296
Equinix, Inc., Subordinated Notes, 3.00%, due 10/15/14		2,300,000		2,383
Hologic, Inc., Senior Unsecured Notes, Step-Down, 2.00%/0.00%, due 12/15/37a		4,650,000		4,202
Host Hotels & Resorts L.P., Guaranteed Notes, 2.63%, due 4/15/27ñ		3,500,000		3,395
Iconix Brand Group, Inc., Senior Subordinated Notes, 1.88%, due 6/30/12		5,000,000		4,775
Integra Lifesciences Holdings Corp., Guaranteed Notes, 2.38%, due 6/1/12ñ		3,656,000		3,441
James River Coal Co., Senior Unsecured Notes, 4.50%, due 12/1/15ñ		4,000,000		3,775
Kinross Gold Corp., Senior Unsecured Notes, 1.75%, due 3/15/28		4,705,000		4,623
Lions Gate Entertainment Corp., Guaranteed Notes, 2.94%, due 10/15/24		2,600,000		2,532
NovaGold Resources, Inc., Senior Unsecured Notes, 5.50%, due 5/1/15		3,790,000		3,913

		Principal Amount		Value† (000's)
Patriot Coal Corp., Senior Unsecured Notes, 3.25%, due 5/31/13		$	4,650,000	$	4,080
PDL BioPharma, Inc., Senior Unsecured Notes, 2.00%, due 2/15/12			4,000,000		3,855
Sino-Forest Corp., Guaranteed Notes, 4.25%, due 12/15/16ñ			2,750,000		2,925
SM Energy Co., Senior Unsecured Notes, 3.50%, due 4/1/27			2,350,000		2,468
Trinidad Energy Services Income Trust, Unsecured Subordinated Notes, 7.75%, due 7/31/12			3,370,000		3,224
Wright Medical Group, Inc., Senior Unsecured Notes, 2.63%, due 12/1/14			4,275,000		3,650
Total Convertible Bonds (Cost $68,596)					69,728
	Number of Shares
Short-Term Investments (6.7%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $21,503)			21,502,941		21,503
Total Investments## (98.5%) (Cost $307,373)					316,620
Cash, receivables and other assets, less liabilities‡‡ (1.5%)					4,871
Total Net Assets (100.0%)				$	321,491

See Notes to Schedule of Investments

91

Schedule of Investments Focus Fund

 TOP TEN EQUITY HOLDINGS

1	Pfizer Inc.	5.0	%
2	Amgen Inc.	4.6	%
3	Ingersoll-Rand PLC	4.4	%
4	Microsoft Corp.	4.3	%
5	J.P. Morgan Chase	3.9	%
6	Target Corp.	3.8	%
7	Philip Morris International	3.8	%
8	Occidental Petroleum	3.8	%
9	Covidien PLC	3.7	%
10	Gilead Sciences	3.5	%

	Number of Shares		Value† (000's)
Common Stocks (98.0%)
Aerospace & Defense (2.6%)
Rockwell Collins		245,000	$	13,213
Biotechnology (8.1%)
Amgen Inc.*		450,000		22,968
Gilead Sciences*		560,000		17,842
				40,810
Capital Markets (5.3%)
Goldman Sachs Group		79,000		10,818
State Street		455,000		15,962
				26,780
Chemicals (2.2%)
Air Products & Chemicals		150,000		11,104
Commercial Services & Supplies (2.5%)
Covanta Holding		860,000		12,393
Computers & Peripherals (5.7%)
Apple, Inc.*		60,000		14,602
Hewlett-Packard		365,000		14,045
				28,647
Construction & Engineering (0.9%)
Foster Wheeler*		220,000		4,693
Diversified Financial Services (3.9%)
J.P. Morgan Chase		548,000		19,925
Electric Utilities (1.4%)
NextEra Energy		135,000		7,254
Electronic Equipment, Instruments & Components (1.8%)
Corning Inc.		590,000		9,251
Energy Equipment & Services (1.3%)
Schlumberger Ltd.		125,000		6,666
Food & Staples Retailing (2.5%)
Wal-Mart Stores		250,000		12,535
Health Care Equipment & Supplies (3.7%)
Covidien PLC		530,000		18,730
Health Care Providers & Services (1.2%)
Express Scripts*		139,900		5,960

	Number of Shares		Value† (000's)
Hotels, Restaurants & Leisure (2.9%)
Brinker International		935,000	$	14,726
Insurance (6.8%)
Prudential Financial		300,000		15,171
Reinsurance Group of America		310,000		13,559
Travelers Cos.		115,000		5,633
				34,363
Internet Software & Services (3.1%)
Yahoo! Inc.*		1,200,000		15,696
IT Services (2.2%)
IBM		90,000		11,091
Machinery (4.9%)
Deere & Co.		40,000		2,531
Ingersoll-Rand PLC		680,000		22,120
				24,651
Media (4.8%)
Comcast Corp. Class A Special		710,000		11,410
Omnicom Group		365,000		12,778
				24,188
Multiline Retail (3.8%)
Target Corp.		375,000		19,185
Oil, Gas & Consumable Fuels (10.6%)
Denbury Resources*		1,130,000		16,656
Occidental Petroleum		260,000		19,001
Range Resources		525,000		17,750
				53,407
Pharmaceuticals (5.0%)
Pfizer Inc.		1,600,000		25,488
Semiconductors & Semiconductor Equipment (0.5%)
Silicon Laboratories*		65,000		2,479
Software (5.9%)
Activision Blizzard		780,000		8,338
Microsoft Corp.		925,000		21,719
				30,057

	Number of Shares		Value† (000's)
Specialty Retail (0.6%)
Limited, Inc.		130,000	$	3,068
Tobacco (3.8%)
Philip Morris International		370,000		19,033
Total Common Stocks (Cost $514,981)				495,393
Short-Term Investments (2.0%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $10,268)		10,267,503		10,268
Total Investments## (100.0%) (Cost $525,249)				505,661
Liabilities, less cash, receivables and other assets [(0.0%)]				(114	)
Total Net Assets (100.0%)			$	505,547

See Notes to Schedule of Investments

92

Schedule of Investments Genesis Fund

 TOP TEN EQUITY HOLDINGS

1	Compass Minerals International	3.1	%
2	AptarGroup Inc.	3.0	%
3	Church & Dwight	2.7	%
4	Solera Holdings	2.1	%
5	MICROS Systems	2.0	%
6	CLARCOR Inc.	1.9	%
7	CARBO Ceramics	1.9	%
8	Alberto-Culver Co.	1.7	%
9	Dionex Corp.	1.7	%
10	Ruddick Corp.	1.6	%

	Number of Shares		Value† (000's)
Common Stocks (94.6%)
Aerospace & Defense (1.1%)
Alliant Techsystems*		1,469,462	$	96,838
Air Freight & Logistics (0.5%)
Forward Air^		1,738,700		41,416
Auto Components (0.7%)
Gentex Corp.		3,293,949		57,875
Beverages (0.8%)
Boston Beer Class A*^		1,019,019		66,960
Capital Markets (0.8%)
Eaton Vance		1,070,300		27,817
Greenhill & Co.		665,000		46,836
				74,653
Chemicals (1.2%)
Balchem Corp.		877,100		21,445
Intrepid Potash*		3,157,499		70,886
RPM International		661,700		11,183
				103,514
Commercial Banks (3.7%)
Bank of Hawaii		1,576,100		70,389
BOK Financial		1,089,894		48,435
Cullen/Frost Bankers		1,473,600		75,522
First Financial Bankshares		563,287		25,162
Westamerica Bancorp^		2,121,843		107,535
				327,043
Commercial Services & Supplies (4.4%)
Copart, Inc.*		2,900,731		95,869
Healthcare Services Group^		3,896,854		80,938
Ritchie Bros. Auctioneers		4,151,310		75,678
Rollins, Inc.		4,358,193		89,256
United Stationers*		1,048,975		47,088
				388,829
Construction & Engineering (0.5%)
Layne Christensen*^		1,785,121		44,396
Containers & Packaging (3.0%)
AptarGroup Inc.^		6,465,600		269,292

	Number of Shares		Value† (000's)
Diversified Consumer Services (2.4%)
Capella Education*		732,274	$	45,826
Hillenbrand, Inc.		2,014,501		38,336
Matthews International Class A^		2,393,690		75,377
Strayer Education		376,111		54,453
				213,992
Diversified Financial Services (0.3%)
Pico Holdings*		838,772		23,418
Electronic Equipment, Instruments & Components (1.1%)
Rofin-Sinar Technologies*		307,934		6,282
Trimble Navigation*		3,242,642		91,215
				97,497
Energy Equipment & Services (4.4%)
CARBO Ceramics^		2,167,200		164,122
Lufkin Industries^		1,613,320		62,371
Natural Gas Services Group*		225,000		3,195
Oceaneering International*^		2,856,612		142,859
Pason Systems		1,287,365		14,215
				386,762
Food & Staples Retailing (1.6%)
Ruddick Corp.^		4,504,902		145,824
Food Products (1.5%)
Flowers Foods		1,780,200		46,000
J & J Snack Foods^		1,245,946		47,035
Lancaster Colony		837,233		38,153
				131,188
Gas Utilities (2.2%)
New Jersey Resources		1,901,500		70,755
Northwest Natural Gas		730,600		33,198
South Jersey Industries		1,336,000		62,779
WGL Holdings		837,000		29,521
				196,253

	Number of Shares		Value† (000's)
Health Care Equipment & Supplies (8.3%)
Abaxis, Inc.*		1,090,300	$	19,691
American Medical Systems Holdings*^		6,880,465		125,362
DENTSPLY International		2,059,900		57,306
Haemonetics Corp.*^		2,690,600		140,127
IDEXX Laboratories*		2,433,762		134,514
Immucor Inc.*		2,949,491		51,911
Meridian Bioscience		2,124,997		38,845
Sirona Dental Systems*		2,592,426		81,713
Surmodics, Inc.*^		1,349,655		16,236
West Pharmaceutical Services		1,193,012		40,109
Wright Medical Group*		1,875,194		24,884
				730,698
Health Care Providers & Services (5.0%)
AmSurg Corp.*^		1,832,334		30,545
Henry Schein*		2,472,140		130,529
Landauer, Inc.^		854,945		48,048
MWI Veterinary Supply*^		1,141,729		60,626
Patterson Companies		3,204,600		81,044
PSS World Medical*		1,441,815		26,472
VCA Antech*		3,313,905		65,516
				442,780
Health Care Technology (0.7%)
Quality Systems		1,182,905		66,302
Household Products (2.7%)
Church & Dwight^		3,870,855		237,012
Industrial Conglomerates (0.7%)
Raven Industries^		1,872,976		63,138
Insurance (3.9%)
Brown & Brown		1,366,070		26,010
Hanover Insurance Group		1,214,100		52,668
Harleysville Group^		1,446,219		46,105

See Notes to Schedule of Investments

93

	Number of Shares		Value† (000's)
HCC Insurance Holdings		1,291,300	$	32,580
Infinity Property & Casualty		99,400		4,607
RenaissanceRe Holdings		1,401,553		79,594
RLI Corp.^		1,199,907		62,947
Safety Insurance Group		158,973		6,478
Validus Holdings		1,236,100		31,484
				342,473
Internet & Catalog Retail (0.4%)
PetMed Express^		2,502,838		38,669
IT Services (1.4%)
Forrester Research*		1,118,353		34,322
ManTech International*^		2,426,100		85,860
NCI, Inc. Class A*		353,099		6,762
				126,944
Leisure Equipment & Products (0.6%)
Polaris Industries		1,052,560		56,133
Life Science Tools & Services (4.4%)
Charles River Laboratories International*		1,314,100		37,123
Dionex Corp.*^		2,041,532		148,011
ICON PLC*^		3,823,400		84,115
Pharmaceutical Product Development		4,049,300		93,012
Techne Corp.		418,600		24,166
				386,427
Machinery (10.5%)
AG Growth International		612,000		22,214
Astec Industries*^		1,337,022		34,362
Bucyrus International		1,546,700		88,920
Chart Industries*		546,612		8,702
CLARCOR Inc.^		5,078,522		170,842
Donaldson Co.		2,632,100		110,285
Graco Inc.		902,317		25,184
Joy Global		1,293,200		73,376
Lincoln Electric Holdings		475,982		23,594
Lindsay Corp.^		1,254,550		46,255
Nordson Corp.		1,513,304		97,109
Robbins & Myers		120,882		2,860
Toro Co.		713,094		35,583
Valmont Industries		1,056,904		70,844
Wabtec Corp.^		2,892,200		123,005
				933,135
Metals & Mining (3.8%)
Alamos Gold		1,145,200		18,294
Compass Minerals International^		3,802,000		272,793

	Number of Shares		Value† (000's)
Major Drilling Group International^		1,917,900	$	41,871
				332,958
Mutual Funds (1.2%)
SPDR Gold Trust*		900,000		109,863
Office Electronics (0.9%)
Zebra Technologies Class A*		2,687,370		76,913
Oil, Gas & Consumable Fuels (8.3%)
Alpha Natural Resources*		402,974		14,962
Brigham Exploration*		3,058,528		46,857
Cabot Oil & Gas		2,981,700		83,011
Carrizo Oil & Gas*		2,457		51
Comstock Resources*		1,898,800		41,337
Concho Resources*		2,249,400		131,410
Denbury Resources*		6,828,269		100,649
Petrobank Energy and Resources*		3,197,000		110,836
Resolute Energy*		1,299,804		13,882
SM Energy		1,989,700		75,589
Southwestern Energy*		3,530,100		115,505
				734,089
Personal Products (1.7%)
Alberto-Culver Co.		4,920,950		152,795
Professional Services (0.4%)
Exponent, Inc.*^		1,164,735		35,920
Software (6.6%)
Blackbaud, Inc.^		4,122,103		85,822
FactSet Research Systems		1,304,600		95,953
Jack Henry & Associates		1,487,300		35,011
MICROS Systems*^		4,531,742		172,660
Solera Holdings^		4,790,753		190,097
				579,543
Specialty Retail (1.1%)
Hibbett Sports*^		1,916,763		44,431
Sally Beauty Holdings*		805,008		6,947
Tractor Supply		731,800		49,748
				101,126
Thrifts & Mortgage Finance (0.5%)
Brookline Bancorp		2,463,798		23,061
Oritani Financial		2,030,000		19,102
				42,163

	Number of Shares		Value† (000's)
Trading Companies & Distributors (0.6%)
MSC Industrial Direct Class A		810,900	$	36,142
Richelieu Hardware		587,500		14,484
				50,626
Water Utilities (0.7%)
American States Water		672,423		22,412
Aqua America		1,881,335		37,401
				59,813
Total Common Stocks (Cost $6,174,574)				8,365,270
Short-Term Investments (4.9%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $436,918)		436,918,426		436,918
Total Investments## (99.5%) (Cost $6,611,492)				8,802,188
Cash, receivables and other assets, less liabilities (0.5%)				41,044
Total Net Assets (100.0%)			$	8,843,232

See Notes to Schedule of Investments

94

Schedule of Investments Guardian Fund

 TOP TEN EQUITY HOLDINGS

1	Intuit Inc.	4.9	%
2	Altera Corp.	4.6	%
3	Danaher Corp.	4.4	%
4	BG Group PLC	4.4	%
5	Yahoo! Inc.	4.0	%
6	3M Co.	3.7	%
7	Newfield Exploration	3.7	%
8	Progressive Corp.	3.5	%
9	Procter & Gamble	3.4	%
10	Schlumberger Ltd.	3.3	%

	Number of Shares		Value† (000's)
Common Stocks (96.1%)
Beverages (2.4%)
Coca-Cola		412,800	$	23,084
Capital Markets (6.1%)
Bank of New York Mellon		1,193,558		28,968
Charles Schwab		2,274,755		29,026
				57,994
Commercial Services & Supplies (5.6%)
Republic Services		1,031,050		30,344
Waste Management		700,450		23,178
				53,522
Electronic Equipment, Instruments & Components (6.1%)
Anixter International*		679,585		31,179
National Instruments		937,154		27,018
				58,197
Energy Equipment & Services (4.8%)
Cameron International*		399,825		14,706
Schlumberger Ltd.		591,880		31,565
				46,271
Food Products (3.1%)
J.M. Smucker		508,100		29,714
Health Care Equipment & Supplies (6.2%)
C.R. Bard		389,675		29,939
Covidien PLC		817,875		28,903
				58,842
Household Products (3.4%)
Procter & Gamble		537,900		32,096
Industrial Conglomerates (3.7%)
3M Co.		450,910		35,419
Industrial Gases (2.6%)
Praxair, Inc.		285,931		24,599
Insurance (5.6%)
Markel Corp.*		60,505		19,829
Progressive Corp.		1,679,950		33,263
				53,092

	Number of Shares		Value† (000's)
Internet Software & Services (4.0%)
Yahoo! Inc.*		2,939,250	$	38,445
IT Services (4.0%)
MasterCard, Inc. Class A		97,840		19,408
SAIC, Inc.*		1,249,406		18,591
				37,999
Machinery (4.4%)
Danaher Corp.		1,161,754		42,206
Media (5.5%)
Comcast Corp. Class A Special		1,429,725		22,976
Scripps Networks Interactive Class A		744,110		29,898
				52,874
Oil, Gas & Consumable Fuels (8.7%)
BG Group PLC		2,593,269		41,740
Cimarex Energy		102,135		6,682
Newfield Exploration*		728,450		34,973
				83,395
Pharmaceuticals (3.1%)
Roche Holding AG		221,453		30,101
Road & Rail (2.0%)
Canadian National Railway		316,435		19,309
Semiconductors & Semiconductor Equipment (7.6%)
Altera Corp.		1,787,974		44,109
Texas Instruments		1,247,650		28,734
				72,843
Software (4.9%)
Intuit Inc.*		1,096,152		46,915
Trading Companies & Distributors (2.3%)
W.W. Grainger		212,040		22,432
Total Common Stocks (Cost $849,465)				919,349

	Number of Shares		Value† (000's)
Short-Term Investments (3.9%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $37,359)		37,358,940	$	37,359
Total Investments## (100.0%) (Cost $886,824)				956,708
Cash, receivables and other assets, less liabilities (0.0%)				251
Total Net Assets (100.0%)			$	956,959

See Notes to Schedule of Investments

95

Schedule of Investments International Fund

 TOP TEN EQUITY HOLDINGS

		Country	Industry
1	Vodafone Group	United Kingdom	Wireless Telecommunication Services	2.3	%
2	MacDonald, Dettwiler	Canada	Software	2.2	%
3	Eldorado Gold	Canada	Metals & Mining	2.1	%
4	Unilever NV	Netherlands	Food Products	1.8	%
5	Jupiter Telecommunications	Japan	Media	1.8	%
6	Hyundai Mobis	Korea	Auto Components	1.7	%
7	Chemring Group	United Kingdom	Aerospace & Defense	1.7	%
8	Sulzer AG	Switzerland	Machinery	1.6	%
9	HSBC Holdings	United Kingdom	Commercial Banks	1.5	%
10	Sodexo	France	Hotels, Restaurants & Leisure	1.5	%

	Number of Shares		Value† (000's)
Common Stocks (95.7%)
Australia (0.9%)
BHP Billiton ADR		41,100	$	2,734
iSOFT Group		2,541,542		317
				3,051
Austria (0.8%)
Vienna Insurance Group Wiener Staedtische Versicherung		52,770		2,484
Belgium (2.8%)
Ageas		192,640		488
Anheuser-Busch InBev		41,959		2,182
Colruyt SA		11,808		2,924
Telenet Group Holding		123,098		3,674
				9,268
Brazil (3.0%)
Banco Santander Brasil ADR		217,600		2,737
Petroleo Brasileiro ADR		57,600		1,921
Porto Seguro		282,800		3,446
TOTVS SA		27,505		2,036
				10,140
Canada (8.8%)
Bankers Petroleum*		312,600		1,999
Corus Entertainment, B Shares		169,832		3,101
Eldorado Gold		366,500		7,197
MacDonald, Dettwiler*		168,730		7,380
Neo Material Technologies*		398,400		1,453
Pacific Rubiales Energy*		198,800		4,689
Silver Wheaton*		161,200		3,636
				29,455

	Number of Shares		Value† (000's)
Chile (1.1%)
Sociedad Quimica y Minera de Chile ADR, B Shares		88,480	$	3,774
China (1.6%)
Bank of China, H Shares		6,800,000		3,418
Changyou.com ADR*		74,100		1,977
				5,395
Denmark (1.7%)
Novo Nordisk Class B		37,129		3,185
Trygvesta AS		48,954		2,625
				5,810
France (6.7%)
Alcatel-Lucent*		612,550		1,579
Alstom SA		46,440		2,215
Arkema		64,627		2,691
BNP Paribas		54,350		3,401
CNP Assurances		133,226		2,262
Eutelsat Communications		56,544		2,033
Ipsen SA		94,260		3,219
Sodexo		86,935		4,996
				22,396
Germany (4.9%)
Deutsche Boerse		65,744		4,017
Fresenius Medical Care		58,135		3,292
Linde AG		28,037		3,159
SMA Solar Technology		18,681		2,019
Tognum AG		218,313		4,018
				16,505
Hong Kong (1.6%)
China Mobile ADR		70,665		3,627
Kerry Properties		361,000		1,812
				5,439

	Number of Shares		Value† (000's)
India (0.3%)
State Bank of India GDR		8,519	$	1,003
Ireland (1.0%)
DCC PLC		130,946		3,294
Israel (1.3%)
Makhteshim-Agan Industries		625,837		2,149
Teva Pharmaceutical Industries ADR		46,100		2,332
				4,481
Japan (13.4%)
Brother Industries		292,900		3,145
Circle K Sunkus		192,000		2,626
GMO InternetÑ		607,500		2,104
Jupiter Telecommunications		5,698		6,070
KDDI Corp.		796		3,837
Kenedix Realty Investment		968		3,388
Makita Corp.		85,300		2,426
Nifco, Inc.		119,300		2,651
Nihon Kohden		175,200		3,554
Nippon Electric Glass		387,300		4,338
NSD Co.Ñ		233,200		2,512
Point, Inc.		39,880		1,866
Sankyo Co.		60,100		3,040
Sundrug Co.		124,300		3,362
				44,919
Korea (2.4%)
Hyundai Mobis		30,922		5,597
Samsung SDI		17,675		2,477
				8,074
Netherlands (10.1%)
Akzo Nobel		74,606		3,939
Fugro NV		67,831		3,818
Koninklijke Ahold		342,299		4,214
Nutreco Holding		82,479		4,786
Sligro Food GroupÑ		129,403		3,795
TNT NV		182,471		4,632

See Notes to Schedule of Investments

96

	Number of Shares		Value† (000's)
Unilever NV		229,669	$	6,151
USG People*		182,950		2,326
				33,661
Norway (1.9%)
DnB NOR		376,830		4,161
Prosafe ASA		481,030		2,310
				6,471
South Africa (1.1%)
MTN Group		229,972		3,757
Sweden (1.4%)
Elekta AB, B Shares		58,250		1,681
Svenska Handelsbanken, A Shares		114,604		2,992
				4,673
Switzerland (8.4%)
Bucher Industries		22,495		2,931
Credit Suisse Group		82,421		3,620
Givaudan SA		3,895		3,722
Nestle SA		73,302		3,798
Roche Holding		30,213		4,107
SGS SA		3,191		4,620
Sulzer AG		53,396		5,296
				28,094
United Kingdom (20.5%)
Amlin PLC		781,099		4,868
Antofagasta PLC		169,857		2,688
Avanti Communications Group*		138,715		1,117
Avanti Communications Groupñ*		117,100		943
Balfour Beatty		420,227		1,545
Cairn Energy*		696,735		4,994
Chemring Group		140,014		5,587
Croda International		173,680		3,409
Experian Group		523,009		4,985
Fidessa Group		79,259		1,667
HSBC Holdings		516,045		5,025
Informa PLC		433,405		2,550
Jazztel PLC*		658,270		2,311
Jazztel PLCñ*		161,400		567
PureCircle Ltd.*		159,700		451
Reed Elsevier		450,627		3,621
RPS Group		1,056,633		2,757
Smith & Nephew		252,129		2,096
SOCO International*		280,710		2,025
Travis Perkins*		142,385		1,664
Tullow Oil		147,250		2,751
Vodafone Group		3,197,833		7,707
Willis Group Holdings		116,000		3,373
				68,701
Total Common Stocks (Cost $286,997)				320,845

	Number of Shares		Value† (000's)
Preferred Stocks (1.4%)
Brazil (1.4%)
Net Servicos de Comunicacao ADR*		136,000	$	1,731
Refinaria de Petroleo IpirangaÑ*^^		19,056		11
Ultrapar Participacoes ADR		55,190		3,032
Total Preferred Stocks (Cost $2,605)				4,774
Rights (0.0%)
Belgium (0.0%)
Ageas VVPR Strip*		192,640		0
Anheuser-Busch InBev VVPR Strip*		177,256		1
Total Rights (Cost $0)				1
Warrants (0.0%)
Italy (0.0%)
UBI Banca* (Cost $0)		165,350		2
Short-Term Investments (3.0%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $10,082)		10,081,639		10,082
Total Investments## (100.1%) (Cost $299,684)				335,704
Liabilities, less cash, receivables and other assets [(0.1%)]				(405	)
Total Net Assets (100.0%)			$	335,299

See Notes to Schedule of Investments

97

 SUMMARY SCHEDULE OF INVESTMENTS BY INDUSTRY—INTERNATIONAL FUND (UNAUDITED)

Industry	Investments at Value† (000's omitted)		Percentage of Net Assets
Chemicals	$	24,297		7.2	%
Commercial Banks		22,739		6.8	%
Oil, Gas & Consumable Fuels		21,411		6.4	%
Insurance		19,546		5.8	%
Media		19,106		5.7	%
Wireless Telecommunication Services		18,928		5.6	%
Food & Staples Retailing		16,921		5.0	%
Metals & Mining		16,255		4.8	%
Software		15,572		4.6	%
Food Products		15,186		4.5	%
Pharmaceuticals		12,843		3.8	%
Professional Services		11,931		3.6	%
Machinery		10,653		3.2	%
Diversified Telecommunication Services		8,611		2.6	%
Electrical Equipment		8,252		2.5	%
Auto Components		8,248		2.5	%
Health Care Equipment & Supplies		7,331		2.2	%
Electronic Equipment, Instruments & Components		6,815		2.0	%
Energy Equipment & Services		6,128		1.8	%
Aerospace & Defense		5,587		1.7	%
Hotels, Restaurants & Leisure		4,996		1.5	%
Air Freight & Logistics		4,632		1.4	%
Diversified Financial Services		4,017		1.2	%
Capital Markets		3,620		1.1	%
Real Estate Investment Trusts		3,388		1.0	%
Industrial Conglomerates		3,294		1.0	%
Health Care Providers & Services		3,292		1.0	%
Office Electronics		3,145		0.9	%
Leisure Equipment & Products		3,040		0.9	%
Commercial Services & Supplies		2,757		0.8	%
Beverages		2,183		0.7	%
Internet Software & Services		2,104		0.6	%
Specialty Retail		1,866		0.6	%
Real Estate Management & Development		1,812		0.5	%
Trading Companies & Distributors		1,664		0.5	%
Communications Equipment		1,579		0.5	%
Construction & Engineering		1,545		0.5	%
Health Care Technology		317		0.1	%
Consumer Discretionary		11		0.0	%
Short-Term Investments and Other Assets—Net		9,677		2.9	%
	$	335,299		100.0	%

See Notes to Schedule of Investments

98

Schedule of Investments International Institutional Fund

 TOP TEN EQUITY HOLDINGS

		Country	Industry
1	Vodafone Group	United Kingdom	Wireless Telecommunication Services	2.2	%
2	MacDonald, Dettwiler	Canada	Software	2.2	%
3	Eldorado Gold	Canada	Metals & Mining	2.2	%
4	Unilever NV	Netherlands	Food Products	1.8	%
5	Jupiter Telecommunications	Japan	Media	1.8	%
6	Hyundai Mobis	Korea	Auto Components	1.7	%
7	Chemring Group	United Kingdom	Aerospace & Defense	1.7	%
8	Sulzer AG	Switzerland	Machinery	1.6	%
9	HSBC Holdings	United Kingdom	Commercial Banks	1.5	%
10	Experian Group	United Kingdom	Professional Services	1.5	%

	Number of Shares		Value† (000's)
Common Stocks (96.1%)
Australia (0.9%)
BHP Billiton ADR		20,500	$	1,364
iSOFT Group		1,597,785		199
				1,563
Austria (0.8%)
Vienna Insurance Group Wiener Staedtische Versicherung		27,200		1,281
Belgium (2.6%)
Anheuser-Busch InBev		21,078		1,096
Colruyt SA		5,935		1,470
Telenet Group Holding		61,830		1,845
				4,411
Brazil (3.1%)
Banco Santander Brasil ADR		109,300		1,375
Petroleo Brasileiro ADR		28,900		964
Porto Seguro		148,500		1,810
TOTVS SA		13,840		1,024
				5,173
Canada (8.8%)
Bankers Petroleum*		157,000		1,004
Corus Entertainment, B Shares		85,344		1,558
Eldorado Gold		184,100		3,615
MacDonald, Dettwiler*		84,794		3,709
Neo Material Technologies*		200,100		730
Pacific Rubiales Energy*		99,900		2,356
Silver Wheaton*		80,900		1,825
				14,797

	Number of Shares		Value† (000's)
Chile (1.1%)
Sociedad Quimica y Minera de Chile ADR, B Shares		44,405	$	1,894
China (1.6%)
Bank of China, H Shares		3,416,000		1,717
Changyou.com ADR*		37,300		995
				2,712
Denmark (1.8%)
Novo Nordisk Class B		19,495		1,673
Trygvesta AS		26,259		1,408
				3,081
France (6.7%)
Alcatel-Lucent*		307,696		793
Alstom SA		23,335		1,113
Arkema		32,465		1,352
BNP Paribas		27,294		1,708
CNP Assurances		66,919		1,136
Eutelsat Communications		28,405		1,021
Ipsen SA		47,350		1,617
Sodexo		43,670		2,510
				11,250
Germany (4.9%)
Deutsche Boerse		33,024		2,018
Fresenius Medical Care		29,205		1,654
Linde AG		14,082		1,586
SMA Solar Technology		9,385		1,014
Tognum AG		109,660		2,019
				8,291
Hong Kong (1.6%)
China Mobile ADR		35,470		1,820
Kerry Properties		181,500		911
				2,731

	Number of Shares		Value† (000's)
India (0.3%)
State Bank of India GDR		4,280	$	504
Ireland (1.0%)
DCC PLC		65,775		1,654
Israel (1.4%)
Makhteshim-Agan Industries		314,370		1,080
Teva Pharmaceutical Industries ADR		23,100		1,168
				2,248
Japan (13.5%)
Brother Industries		147,100		1,579
Circle K Sunkus		96,400		1,318
GMO Internet		317,300		1,099
Jupiter Telecommunications		2,864		3,051
KDDI Corp.		397		1,914
Kenedix Realty Investment		487		1,704
Makita Corp.		42,900		1,220
Nifco, Inc.		59,900		1,331
Nihon Kohden		88,000		1,785
Nippon Electric Glass		203,900		2,284
NSD Co.		117,200		1,263
Point, Inc.		20,040		938
Sankyo Co.		30,200		1,528
Sundrug Co.		62,400		1,688
				22,702
Korea (2.4%)
Hyundai Mobis		15,529		2,811
Samsung SDI		8,875		1,243
				4,054
Netherlands (10.1%)
Akzo Nobel		37,470		1,978
Fugro NV		34,074		1,918
Koninklijke Ahold		171,951		2,117
Nutreco Holding		41,416		2,403
Sligro Food GroupÑ		65,001		1,906
TNT NV		91,622		2,326
Unilever NV		115,368		3,090

See Notes to Schedule of Investments

99

	Number of Shares		Value† (000's)
USG People*		91,100	$	1,158
				16,896
Norway (1.9%)
DnB NOR		189,294		2,090
Prosafe ASA		241,635		1,160
				3,250
South Africa (1.1%)
MTN Group		115,521		1,888
Sweden (1.4%)
Elekta AB, B Shares		29,500		852
Svenska Handelsbanken, A Shares		57,570		1,503
				2,355
Switzerland (8.5%)
Bucher Industries		11,294		1,472
Credit Suisse Group		41,129		1,806
Givaudan SA		1,955		1,868
Nestle SA		36,825		1,908
Roche Holding		15,864		2,156
SGS SA		1,597		2,312
Sulzer AG		26,825		2,661
				14,183
United Kingdom (20.6%)
Amlin PLC		392,368		2,445
Antofagasta PLC		85,322		1,350
Avanti Communications Group*		96,600		778
Avanti Communications Groupñ*		57,319		461
Balfour Beatty		211,090		776
Cairn Energy*		349,990		2,509
Chemring Group		70,333		2,807
Croda International		87,457		1,717
Experian Group		264,042		2,517
Fidessa Group		39,820		837
HSBC Holdings		259,885		2,531
Informa PLC		217,706		1,281
Jazztel PLC*		340,605		1,196
Jazztel PLCñ*		79,300		278
PureCircle Ltd.*		77,590		219
Reed Elsevier		226,288		1,818
RPS Group		530,774		1,385
Smith & Nephew		126,653		1,053
SOCO International*		141,010		1,017
Travis Perkins*		71,520		836
Tullow Oil		73,969		1,382
Vodafone Group		1,568,657		3,781
Willis Group Holdings		58,300		1,695
				34,669
Total Common Stocks (Cost $151,924)				161,587

	Number of Shares		Value† (000's)
Preferred Stocks (1.4%)
Brazil (1.4%)
Net Servicos de Comunicacao ADR*		68,200	$	868
Ultrapar Participacoes ADR		27,730		1,541
Total Preferred Stocks (Cost $1,284)				2,409
Rights (0.0%)
Belgium (0.0%)
Ageas VVPR Strip*		77,074		0
Anheuser-Busch InBev VVPR Strip*		101,696		1
Total Rights (Cost $0)				1
Warrants (0.0%)
Italy (0.0%)
UBI Banca* (Cost $0)		89,730		1
Short-Term Investments (2.3%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $3,768)		3,768,286		3,768
Total Investments## (99.8%) (Cost $156,976)				167,766
Cash, receivables and other assets, less liabilities (0.2%)				306
Total Net Assets (100.0%)			$	168,072

See Notes to Schedule of Investments

100

SUMMARY SCHEDULE OF INVESTMENTS BY INDUSTRY—INTERNATIONAL INSTITUTIONAL FUND (UNAUDITED)

Industry	Investments at Value† (000's omitted)		Percentage of Net Assets
Chemicals	$	12,205		7.3	%
Commercial Banks		11,429		6.8	%
Oil, Gas & Consumable Fuels		10,773		6.4	%
Insurance		9,775		5.8	%
Media		9,598		5.7	%
Wireless Telecommunication Services		9,403		5.6	%
Food & Staples Retailing		8,499		5.0	%
Metals & Mining		8,154		4.8	%
Software		7,828		4.7	%
Food Products		7,620		4.5	%
Pharmaceuticals		6,614		3.9	%
Professional Services		5,987		3.6	%
Machinery		5,353		3.2	%
Diversified Telecommunication Services		4,558		2.7	%
Electrical Equipment		4,146		2.5	%
Auto Components		4,142		2.5	%
Health Care Equipment & Supplies		3,690		2.2	%
Electronic Equipment, Instruments & Components		3,527		2.1	%
Energy Equipment & Services		3,078		1.8	%
Aerospace & Defense		2,807		1.7	%
Hotels, Restaurants & Leisure		2,510		1.5	%
Air Freight & Logistics		2,326		1.4	%
Diversified Financial Services		2,018		1.2	%
Capital Markets		1,806		1.1	%
Real Estate Investment Trusts		1,704		1.0	%
Industrial Conglomerates		1,654		1.0	%
Health Care Providers & Services		1,654		1.0	%
Office Electronics		1,579		0.9	%
Leisure Equipment & Products		1,528		0.9	%
Commercial Services & Supplies		1,384		0.8	%
Internet Software & Services		1,099		0.6	%
Beverages		1,097		0.6	%
Specialty Retail		938		0.6	%
Real Estate Management & Development		911		0.5	%
Trading Companies & Distributors		836		0.5	%
Communications Equipment		793		0.5	%
Construction & Engineering		776		0.5	%
Health Care Technology		199		0.1	%
Short-Term Investments and Other Assets—Net		4,074		2.5	%
	$	168,072		100.0	%

See Notes to Schedule of Investments

101

Schedule of Investments International Large Cap Fund

 TOP TEN EQUITY HOLDINGS

		Country	Industry
1	Vodafone Group	United Kingdom	Wireless Telecommunication Services	2.8	%
2	Unilever NV	Netherlands	Food Products	2.2	%
3	Eldorado Gold	Canada	Metals & Mining	2.1	%
4	Hyundai Mobis	Korea	Auto Components	2.1	%
5	Jupiter Telecommunications	Japan	Media	2.1	%
6	Experian Group	United Kingdom	Professional Services	2.0	%
7	Cairn Energy	United Kingdom	Oil, Gas & Consumable Fuels	2.0	%
8	SGS SA	Switzerland	Professional Services	1.9	%
9	Givaudan SA	Switzerland	Chemicals	1.9	%
10	Amlin PLC	United Kingdom	Insurance	1.7	%

	Number of Shares		Value† (000's)
Common Stocks (96.7%)
Australia (1.1%)
BHP Billiton ADR		28,300	$	1,883
Austria (1.0%)
Vienna Insurance Group Wiener Staedtische Versicherung		36,230		1,706
Belgium (2.3%)
Anheuser-Busch InBev		30,782		1,601
Colruyt SA		9,095		2,252
				3,853
Brazil (3.0%)
Banco Santander Brasil ADR		149,800		1,884
Petroleo Brasileiro ADR		38,700		1,291
Porto Seguro		147,900		1,802
				4,977
Canada (6.6%)
Bankers Petroleum*		204,200		1,306
Cenovus Energy		58,605		1,577
Eldorado Gold		183,900		3,611
Pacific Rubiales Energy*		93,100		2,196
Silver Wheaton*		107,300		2,420
				11,110
Chile (1.4%)
Sociedad Quimica y Minera de Chile ADR, B Shares		56,645		2,416
China (1.0%)
Bank of China, H Shares		3,417,000		1,718
Denmark (2.6%)
Novo Nordisk Class B		29,107		2,497
Trygvesta AS		36,154		1,939
				4,436

	Number of Shares		Value† (000's)
France (8.7%)
Alcatel-Lucent*		456,048	$	1,176
Alstom SA		34,475		1,644
BNP Paribas		27,001		1,689
CNP Assurances		67,060		1,139
Eutelsat Communications		43,670		1,570
Ipsen SA		70,299		2,401
Schneider Electric		23,600		2,503
Sodexo		43,624		2,507
				14,629
Germany (8.5%)
Deutsche Boerse		41,032		2,507
Fresenius Medical Care		36,735		2,080
Linde AG		17,485		1,970
SAP AG ADR		42,485		1,850
Siemens AG		26,023		2,367
Tognum AG		113,460		2,089
Wincor Nixdorf		24,314		1,413
				14,276
Hong Kong (2.2%)
China Mobile ADR		43,715		2,243
Kerry Properties		272,000		1,366
				3,609
India (0.6%)
State Bank of India GDR		8,706		1,025
Israel (1.5%)
Makhteshim-Agan Industries		403,640		1,386
Teva Pharmaceutical Industries ADR		20,700		1,047
				2,433
Japan (8.8%)
Brother Industries		111,100		1,193
Fujitsu Ltd.		203,000		1,406
Jupiter Telecommunications		3,248		3,460
KDDI Corp.		492		2,372
Makita Corp.		56,700		1,613

	Number of Shares		Value† (000's)
Nippon Electric Glass		238,400	$	2,670
Sankyo Co.		39,420		1,994
				14,708
Korea (2.9%)
Hyundai Mobis		19,785		3,581
Samsung SDI		8,985		1,259
				4,840
Netherlands (8.2%)
Akzo Nobel		44,875		2,369
Fugro NV		43,623		2,456
Koninklijke Ahold		210,005		2,585
TNT NV		104,715		2,658
Unilever NV		138,363		3,706
				13,774
Norway (1.5%)
DnB NOR		228,553		2,524
South Africa (1.4%)
MTN Group		144,126		2,355
Sweden (1.7%)
Elekta AB, B Shares		30,200		871
Svenska Handelsbanken, A Shares		78,545		2,051
				2,922
Switzerland (10.2%)
Credit Suisse Group		40,914		1,797
Givaudan SA		3,308		3,161
Nestle SA		46,370		2,402
Novartis AG		24,908		1,309
Roche Holding		18,951		2,576
SGS SA		2,237		3,239
Sulzer AG		26,796		2,658
				17,142
United Kingdom (21.5%)
Amlin PLC		457,213		2,850
Antofagasta PLC		142,609		2,257
BAE Systems		308,382		1,394
BG Group		76,225		1,227
Cairn Energy*		465,215		3,335
Experian Group		351,369		3,349

See Notes to Schedule of Investments

102

	Number of Shares		Value† (000's)
HSBC Holdings		259,999	$	2,532
Informa PLC		361,891		2,129
Reed Elsevier		280,514		2,254
Sage Group		469,160		1,762
Smith & Nephew		154,695		1,286
Tesco PLC		324,663		2,026
Travis Perkins*		71,245		833
Tullow Oil		120,021		2,242
Vodafone Group		1,922,792		4,634
Willis Group Holdings		71,200		2,070
				36,180
Total Common Stocks (Cost $155,765)				162,516
Preferred Stocks (0.6%)
Brazil (0.6%)
Net Servicos de Comunicacao ADR* (Cost $961)		76,800		977
Rights (0.0%)
Belgium (0.0%)
Ageas VVPR Strip*		23,964		0
Anheuser-Busch InBev VVPR Strip*		63,890		0
Total Rights (Cost $0)				0
Warrants (0.0%)
Italy (0.0%)
UBI Banca* (Cost $0)		48,665		1
Short-Term Investments (2.6%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $4,328)		4,327,867		4,328
Total Investments## (99.9%) (Cost $161,054)				167,822
Cash, receivables and other assets, less liabilities (0.1%)				184
Total Net Assets (100.0%)			$	168,006

See Notes to Schedule of Investments

103

 SUMMARY SCHEDULE OF INVESTMENTS BY INDUSTRY—INTERNATIONAL LARGE CAP FUND (UNAUDITED)

Industry	Investments at Value† (000's omitted)		Percentage of Net Assets
Commercial Banks	$	13,424		8.0	%
Oil, Gas & Consumable Fuels		13,174		7.8	%
Wireless Telecommunication Services		11,604		6.9	%
Insurance		11,506		6.9	%
Chemicals		11,302		6.7	%
Media		10,390		6.2	%
Metals & Mining		10,171		6.1	%
Pharmaceuticals		9,830		5.9	%
Food & Staples Retailing		6,863		4.1	%
Professional Services		6,588		3.9	%
Electrical Equipment		6,236		3.7	%
Food Products		6,108		3.6	%
Machinery		4,271		2.5	%
Electronic Equipment, Instruments & Components		3,929		2.3	%
Software		3,612		2.1	%
Auto Components		3,581		2.1	%
Computers & Peripherals		2,819		1.7	%
Air Freight & Logistics		2,658		1.6	%
Diversified Financial Services		2,507		1.5	%
Hotels, Restaurants & Leisure		2,507		1.5	%
Energy Equipment & Services		2,456		1.5	%
Industrial Conglomerates		2,367		1.4	%
Health Care Equipment & Supplies		2,157		1.3	%
Health Care Providers & Services		2,080		1.2	%
Leisure Equipment & Products		1,994		1.2	%
Capital Markets		1,797		1.1	%
Beverages		1,601		1.0	%
Aerospace & Defense		1,394		0.8	%
Real Estate Management & Development		1,366		0.8	%
Office Electronics		1,193		0.7	%
Communications Equipment		1,176		0.7	%
Trading Companies & Distributors		833		0.5	%
Short-Term Investments and Other Assets—Net		4,512		2.7	%
	$	168,006		100.0	%

See Notes to Schedule of Investments

104

Schedule of Investments Intrinsic Value Fund

 TOP TEN EQUITY HOLDINGS

1	Crown Holdings	2.6	%
2	Cooper Companies	2.6	%
3	Constellation Brands	2.5	%
4	Verint Systems	2.3	%
5	Advance Auto Parts	2.2	%
6	TIBCO Software	2.2	%
7	Charles River Laboratories International	2.1	%
8	Avery Dennison	2.0	%
9	Sealed Air	1.9	%
10	Textron Inc.	1.9	%

	Number of Shares		Value† (000's)
Common Stocks (98.7%)
Aerospace & Defense (3.9%)
Ceradyne, Inc.*		41,155	$	899
Ladish Co.*		49,126		1,223
Teledyne Technologies*		29,052		1,051
				3,173
Beverages (2.5%)
Constellation Brands*		124,636		2,076
Biotechnology (0.7%)
Celera Corp.*		86,886		573
Commercial Banks (3.3%)
Huntington Bancshares		136,700		723
Sterling Bancshares		80,600		400
TCF Financial		39,800		568
Texas Capital Bancshares*		25,400		389
Umpqua Holdings		61,100		635
				2,715
Commercial Services & Supplies (4.5%)
Avery Dennison		51,136		1,663
Brink`s Co.		41,403		781
Covanta Holding		83,300		1,201
				3,645
Communications Equipment (8.1%)
Arris Group*		122,369		1,000
Brocade Communications*		277,359		1,392
Ciena Corp.*		58,283		727
Comverse Technology*		106,458		554
RADWARE Ltd.*		41,778		1,017
SeaChange International*		78,626		608
Sierra Wireless*		55,974		461
Tekelec*		79,432		870
				6,629
Computers & Peripherals (1.6%)
Diebold, Inc.		31,192		809
Intermec Inc.*		44,500		468
				1,277

	Number of Shares		Value† (000's)
Construction & Engineering (1.9%)
Granite Construction		13,506	$	297
KBR, Inc.		52,500		1,218
				1,515
Consumer Finance (1.9%)
SLM Corp.*		139,913		1,546
Containers & Packaging (4.5%)
Crown Holdings*		75,600		2,106
Sealed Air		76,958		1,579
				3,685
Diversified Consumer Services (0.9%)
Corinthian Colleges*		150,126		733
Electrical Equipment (1.7%)
Hubbell Inc., Class B		30,203		1,358
Electronic Equipment, Instruments & Components (2.5%)
Cogent Inc.*		39,100		430
CTS Corp.		87,155		701
Mercury Computer Systems*		49,860		552
MTS Systems		14,829		395
				2,078
Energy Equipment & Services (4.6%)
Dresser-Rand Group*		35,620		1,265
Global Industries*		117,003		534
ION Geophysical*		185,617		635
TETRA Technologies*		158,943		1,334
				3,768
Health Care Equipment & Supplies (4.0%)
Beckman Coulter		26,132		1,192
Cooper Companies		51,704		2,086
				3,278
Health Care Providers & Services (1.5%)
Chemed Corp.		15,725		785
Genoptix Inc*		24,700		425
				1,210

	Number of Shares		Value† (000's)
Hotels, Restaurants & Leisure (1.2%)
Scientific Games*		99,114	$	1,012
Independent Power Producers & Energy Traders (0.7%)
Ormat Technologies		21,856		602
Industrial Conglomerates (1.9%)
Textron Inc.		91,539		1,563
Insurance (1.0%)
First American Financial		56,411		837
Internet Software & Services (1.7%)
Digital River*		23,563		621
Keynote Systems		76,496		770
				1,391
IT Services (5.8%)
Broadridge Financial Solutions		56,849		1,214
Convergys Corp.*		63,000		638
CoreLogic, Inc.		75,211		1,299
DST Systems		38,189		1,556
				4,707
Life Science Tools & Services (4.3%)
Accelrys Inc.*		131,563		797
Cambrex Corp.*		231,238		964
Charles River Laboratories International*		62,071		1,754
				3,515
Machinery (5.4%)
ESCO Technologies		19,985		622
Navistar International*		35,985		1,507
Pall Corp.		37,850		1,294
Tecumseh Products*		80,935		948
				4,371
Marine (1.1%)
Danaos Corp.*		124,736		493
Seaspan Corp.		39,450		442
				935
Media (2.1%)
Scholastic Corp.		42,468		995
Warner Music Group*		167,921		702
				1,697

See Notes to Schedule of Investments

105

	Number of Shares		Value† (000's)
Metals & Mining (0.7%)
Harry Winston Diamond*		53,217	$	536
Multi-Utilities (3.7%)
CenterPoint Energy		92,300		1,365
CMS Energy		54,461		953
OGE Energy		18,830		735
				3,053
Oil, Gas & Consumable Fuels (1.5%)
Southern Union		54,927		1,236
Professional Services (1.2%)
FTI Consulting*		30,500		1,000
Road & Rail (1.8%)
Ryder System		39,004		1,497
Semiconductors & Semiconductor Equipment (4.6%)
Alliance Semiconductor*		89,270		17
Ikanos Communications*		143,566		124
Intersil Corp.		64,213		642
MEMC Electronic Materials*		97,859		1,007
Ultratech, Inc.*		58,294		968
Zoran Corp.*		118,562		958
				3,716
Software (7.2%)
Cadence Design Systems*		114,607		779
Fair Isaac		63,349		1,419
TIBCO Software*		124,019		1,797
Verint Systems*		78,805		1,858
				5,853
Specialty Retail (4.0%)
Advance Auto Parts		33,596		1,830
OfficeMax Inc.*		87,165		849
PEP Boys-Manny Moe & Jack		62,901		567
				3,246
Thrifts & Mortgage Finance (0.7%)
First Niagara Financial Group		50,800		573
Total Common Stocks (Cost $75,650)				80,599

	Number of Shares		Value† (000's)
Rights (0.0%)
Pharmacopeia Drug Discovery CVR*^^ (Cost $0)		136,250	$	0
Short-Term Investments (1.4%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $1,134)		1,133,735		1,134
Total Investments## (100.1%) (Cost $76,784)				81,733
Liabilities, less cash, receivables and other assets [(0.1%)]				(112	)
Total Net Assets (100.0%)			$	81,621

See Notes to Schedule of Investments

106

Schedule of Investments Large Cap Disciplined Growth Fund

 TOP TEN EQUITY HOLDINGS

1	Apple, Inc.	6.0	%
2	Cisco Systems	3.4	%
3	Citrix Systems	3.2	%
4	Coca-Cola	3.0	%
5	Kimberly-Clark	2.8	%
6	McDonald's Corp.	2.7	%
7	Boeing Co.	2.4	%
8	Oracle Corp.	2.3	%
9	American Tower Class A	2.3	%
10	Amazon.com	2.1	%

	Number of Shares		Value† (000's)
Common Stocks (96.1%)
Aerospace & Defense (7.1%)
Boeing Co.		167,895	$	10,264
Precision Castparts		53,239		6,026
Rockwell Collins		144,025		7,767
United Technologies		90,482		5,900
				29,957
Auto Components (1.1%)
BorgWarner, Inc.*		101,958		4,450
Beverages (3.0%)
Coca-Cola		226,587		12,671
Biotechnology (2.7%)
Amgen Inc.*		105,655		5,393
Celgene Corp.*		117,034		6,029
				11,422
Capital Markets (0.9%)
Goldman Sachs Group		28,712		3,932
Communications Equipment (4.4%)
Cisco Systems*		711,286		14,261
F5 Networks*		49,605		4,337
				18,598
Computers & Peripherals (8.6%)
Apple, Inc.*		104,744		25,491
EMC Corp.*		349,769		6,380
Hewlett-Packard		114,814		4,418
				36,289
Diversified Financial Services (1.4%)
J.P. Morgan Chase		156,530		5,691
Electrical Equipment (1.2%)
Emerson Electric		105,010		4,899
Electronic Equipment, Instruments & Components (1.4%)
Corning Inc.		365,140		5,725
Energy Equipment & Services (2.0%)
Cameron International*		135,565		4,986
Schlumberger Ltd.		67,536		3,602
				8,588
Food & Staples Retailing (1.7%)
Walgreen Co.		266,794		7,171

	Number of Shares		Value† (000's)
Food Products (1.5%)
Mead Johnson Nutrition		117,569	$	6,136
Health Care Equipment & Supplies (2.4%)
Covidien PLC		111,502		3,941
St. Jude Medical*		183,549		6,345
				10,286
Health Care Providers & Services (4.3%)
Express Scripts*		101,314		4,316
Laboratory Corp. of America Holdings*		73,765		5,357
UnitedHealth Group		270,173		8,570
				18,243
Hotels, Restaurants & Leisure (4.1%)
McDonald's Corp.		155,032		11,327
Starbucks Corp.		260,521		5,989
				17,316
Household Products (6.0%)
Colgate-Palmolive		81,762		6,037
Kimberly-Clark		180,695		11,637
Procter & Gamble		127,871		7,630
				25,304
Industrial Conglomerates (2.1%)
3M Co.		111,814		8,783
Internet & Catalog Retail (5.5%)
Amazon.com*		71,077		8,873
NetFlix Inc.*		66,647		8,365
Priceline.com Inc.*		21,153		6,166
				23,404
Internet Software & Services (1.2%)
Google Inc. Class A*		11,012		4,956
IT Services (2.6%)
Paychex, Inc.		227,388		5,660
Visa Inc.		79,623		5,492
				11,152
Machinery (4.2%)
Caterpillar Inc.		95,259		6,207
Cummins Inc.		94,822		7,056
Danaher Corp.		122,778		4,460
				17,723

	Number of Shares		Value† (000's)
Media (2.2%)
DIRECTV Class A*		120,295	$	4,562
Time Warner		151,771		4,550
				9,112
Metals & Mining (1.5%)
Allegheny Technologies		155,111		6,316
Multiline Retail (2.0%)
Target Corp.		168,309		8,611
Oil, Gas & Consumable Fuels (3.4%)
Canadian Natural Resources		181,164		5,814
Denbury Resources*		142,951		2,107
Range Resources		96,461		3,261
Southwestern Energy*		95,658		3,130
				14,312
Pharmaceuticals (3.1%)
Allergan, Inc.		71,277		4,378
Pfizer Inc.		306,740		4,886
Teva Pharmaceutical Industries ADR		76,422		3,866
				13,130
Software (10.4%)
Adobe Systems*		137,343		3,813
Check Point Software Technologies*		137,514		4,798
Citrix Systems*		232,224		13,455
Microsoft Corp.		250,179		5,874
Oracle Corp.		452,905		9,909
Salesforce.com, Inc.*		55,845		6,136
				43,985
Textiles, Apparel & Luxury Goods (1.8%)
Coach, Inc.		94,239		3,378
V.F. Corp.		57,508		4,061
				7,439
Wireless Telecommunication Services (2.3%)
American Tower Class A*		211,443		9,908
Total Common Stocks (Cost $409,002)				405,509

See Notes to Schedule of Investments

107

	Number of Shares		Value† (000's)
Short-Term Investments (3.7%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $15,610)		15,609,782	$	15,610
Total Investments## (99.8%) (Cost $424,612)				421,119
Cash, receivables and other assets, less liabilities (0.2%)				920
Total Net Assets (100.0%)			$	422,039

See Notes to Schedule of Investments

108

Schedule of Investments Mid Cap Growth Fund

 TOP TEN EQUITY HOLDINGS

1	SBA Communications Class A	2.3	%
2	Stericycle, Inc.	1.9	%
3	Concho Resources	1.7	%
4	Alexion Pharmaceuticals	1.5	%
5	Rovi Corp.	1.5	%
6	F5 Networks	1.4	%
7	Dolby Laboratories Class A	1.4	%
8	CARBO Ceramics	1.4	%
9	WMS Industries	1.4	%
10	Fastenal Co.	1.4	%

	Number of Shares		Value† (000's)
Common Stocks (94.4%)
Aerospace & Defense (2.7%)
BE Aerospace*		97,500	$	2,628
Precision Castparts		48,500		5,489
Rockwell Collins		71,500		3,856
				11,973
Air Freight & Logistics (1.3%)
C.H. Robinson Worldwide		92,500		6,012
Auto Components (0.6%)
Gentex Corp.		145,000		2,548
Biotechnology (2.9%)
Alexion Pharmaceuticals*		120,000		6,776
BioMarin Pharmaceutical*		145,000		2,942
Human Genome Sciences*		110,000		3,200
				12,918
Capital Markets (1.4%)
Affiliated Managers Group*		59,500		3,821
SEI Investments		152,500		2,699
				6,520
Chemicals (1.2%)
Nalco Holding		128,500		2,920
Sigma-Aldrich		47,000		2,499
				5,419
Commercial Services & Supplies (1.9%)
Stericycle, Inc.*		131,000		8,581
Communications Equipment (2.7%)
F5 Networks*		72,500		6,339
Juniper Networks*		89,000		2,421
Polycom, Inc.*		113,500		3,232
				11,992
Computers & Peripherals (0.9%)
NetApp, Inc.*		98,000		3,963
Diversified Consumer Services (1.5%)
DeVry, Inc.		80,000		3,049
Strayer Education		27,000		3,909
				6,958

	Number of Shares		Value† (000's)
Diversified Financial Services (2.1%)
IntercontinentalExchange Inc.*		46,500	$	4,444
MSCI Inc. Class A*		165,400		4,945
				9,389
Electrical Equipment (2.7%)
AMETEK, Inc.		110,000		4,729
Roper Industries		80,000		4,646
Sensata Technologies Holding*		165,000		2,784
				12,159
Electronic Equipment, Instruments & Components (4.3%)
Amphenol Corp. Class A		98,000		3,990
Dolby Laboratories Class A*		112,500		6,235
National Instruments		152,500		4,397
Trimble Navigation*		173,000		4,866
				19,488
Energy Equipment & Services (3.3%)
Cameron International*		75,000		2,759
CARBO Ceramics		82,000		6,210
Core Laboratories N.V.		74,600		5,888
				14,857
Food Products (1.3%)
Mead Johnson Nutrition		111,000		5,793
Health Care Equipment & Supplies (4.6%)
Edwards Lifesciences*		96,690		5,566
Intuitive Surgical*		15,000		3,975
NuVasive, Inc.*		155,000		4,549
ResMed Inc.*		90,000		2,713
Volcano Corp.*		175,000		3,868
				20,671
Health Care Providers & Services (3.1%)
Catalyst Health Solutions*		80,000		3,207
Express Scripts*		135,000		5,751
HMS Holdings*		94,500		4,931
				13,889

	Number of Shares		Value† (000's)
Health Care Technology (1.6%)
Cerner Corp.*		68,500	$	4,990
MedAssets Inc.*		110,000		2,180
				7,170
Hotels, Restaurants & Leisure (2.5%)
Hyatt Hotels Class A*		72,500		2,730
Royal Caribbean Cruises*		101,000		2,481
WMS Industries*		175,000		6,184
				11,395
Household Products (0.9%)
Church & Dwight		68,500		4,194
Internet & Catalog Retail (0.7%)
NetFlix Inc.*		24,000		3,013
Internet Software & Services (2.1%)
Equinix, Inc.*		55,000		5,017
GSI Commerce*		120,000		2,732
Rackspace Hosting*		88,000		1,733
				9,482
IT Services (1.9%)
Alliance Data Systems*		51,000		2,866
Cognizant Technology Solutions Class A*		102,500		5,904
				8,770
Leisure Equipment & Products (0.7%)
Hasbro, Inc.		75,000		3,027
Machinery (3.5%)
Cummins Inc.		62,000		4,613
Danaher Corp.		136,000		4,941
Flowserve Corp.		34,500		3,084
Pall Corp.		91,500		3,128
				15,766
Media (1.5%)
Discovery Communications Class A*		94,000		3,548
Scripps Networks Interactive Class A		75,000		3,014
				6,562
Metals & Mining (0.7%)
Cliffs Natural Resources		55,000		3,365

See Notes to Schedule of Investments

109

	Number of Shares		Value† (000's)
Multiline Retail (2.1%)
Dollar Tree*		132,000	$	5,983
Nordstrom, Inc.		122,500		3,543
				9,526
Oil, Gas & Consumable Fuels (3.2%)
Concho Resources*		132,500		7,741
Range Resources		60,000		2,029
Whiting Petroleum*		56,500		4,793
				14,563
Pharmaceuticals (2.8%)
Perrigo Co.		50,000		2,850
Salix Pharmaceuticals*		122,500		4,638
Warner Chilcott Class A*		92,500		2,629
Watson Pharmaceuticals*		54,500		2,347
				12,464
Professional Services (1.0%)
Verisk Analytics Class A*		158,500		4,410
Real Estate Management & Development (1.3%)
Jones Lang LaSalle		75,000		5,663
Road & Rail (1.0%)
J.B. Hunt Transport Services		135,500		4,436
Semiconductors & Semiconductor Equipment (5.3%)
Analog Devices		126,500		3,527
Avago Technologies*		242,000		4,876
Marvell Technology Group*		230,000		3,666
Microchip Technology		169,500		4,693
Silicon Laboratories*		98,500		3,757
Varian Semiconductor Equipment*		140,000		3,475
				23,994
Software (8.4%)
ANSYS, Inc.*		137,000		5,313
Citrix Systems*		90,000		5,215
Informatica Corp.*		190,000		6,110
Intuit Inc.*		59,500		2,547
MICROS Systems*		104,000		3,962
RealD Inc.*		27,500		459
Rovi Corp.*		155,000		6,744
Salesforce.com, Inc.*		43,000		4,725
Solera Holdings		71,500		2,837
				37,912
Specialty Retail (6.5%)
Abercrombie & Fitch Class A		67,000		2,318

	Number of Shares		Value† (000's)
Bed Bath & Beyond*		119,000	$	4,280
Dick's Sporting Goods*		70,000		1,713
J Crew Group*		100,000		3,049
Jo-Ann Stores*		75,000		3,050
Ross Stores		109,000		5,410
Urban Outfitters*		197,500		5,988
Williams-Sonoma		127,000		3,297
				29,105
Textiles, Apparel & Luxury Goods (1.3%)
Coach, Inc.		105,000		3,763
Phillips-Van Heusen		50,000		2,284
				6,047
Trading Companies & Distributors (2.3%)
Fastenal Co.		135,000		6,112
W.W. Grainger		41,000		4,337
				10,449
Wireless Telecommunication Services (4.6%)
American Tower Class A*		106,000		4,967
NII Holdings*		145,000		5,256
SBA Communications Class A*		290,000		10,382
				20,605
Total Common Stocks (Cost $341,722)				425,048
Short-Term Investments (5.8%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $26,089)		26,088,604		26,089
Total Investments## (100.2%) (Cost $367,811)				451,137
Liabilities, less cash, receivables and other assets [(0.2%)]				(911	)
Total Net Assets (100.0%)			$	450,226

See Notes to Schedule of Investments

110

Schedule of Investments Multi-Cap Opportunities Fund

 TOP TEN EQUITY HOLDINGS

1	Hewlett-Packard	3.7	%
2	eBay Inc.	3.7	%
3	Boeing Co.	3.5	%
4	Omnicom Group	3.5	%
5	J.P. Morgan Chase	3.4	%
6	National Fuel Gas	3.4	%
7	McDonald's Corp.	3.4	%
8	Cenovus Energy	3.3	%
9	Schlumberger Ltd.	3.3	%
10	Morgan Stanley	3.2	%

	Number of Shares		Value† (000's)
Common Stocks (96.4%)
Aerospace & Defense (3.5%)
Boeing Co.		27,000	$	1,650
Beverages (3.1%)
PepsiCo, Inc.		23,000		1,476
Capital Markets (3.2%)
Morgan Stanley		62,000		1,531
Chemicals (3.9%)
Ecolab Inc.		26,000		1,232
Methanex Corp.		30,000		641
				1,873
Commercial Services & Supplies (2.9%)
Covanta Holding		95,000		1,369
Communications Equipment (2.3%)
Cisco Systems*		55,000		1,103
Computers & Peripherals (3.7%)
Hewlett-Packard		46,000		1,770
Diversified Financial Services (3.4%)
J.P. Morgan Chase		45,000		1,636
Electrical Equipment (5.8%)
ABB Ltd.		70,000		1,356
Babcock & Wilcox*		23,000		515
Rockwell Automation		17,000		869
				2,740
Energy Equipment & Services (5.2%)
Dresser-Rand Group*		11,000		391
McDermott International*		41,000		526
Schlumberger Ltd.		29,000		1,546
				2,463
Food Products (2.8%)
Kraft Foods		44,000		1,318
Gas Utilities (3.4%)
National Fuel Gas		38,000		1,633
Health Care Equipment & Supplies (0.9%)
Osteotech, Inc.*		65,000		416
Health Care Providers & Services (4.4%)
Aetna Inc.		35,000		935
Henry Schein*		22,000		1,162
				2,097

	Number of Shares		Value† (000's)
Hotels, Restaurants & Leisure (6.4%)
Darden Restaurants		35,000	$	1,444
McDonald's Corp.		22,000		1,607
				3,051
Household Products (2.9%)
Procter & Gamble		23,000		1,372
Industrial Conglomerates (2.8%)
3M Co.		17,000		1,335
Internet Software & Services (3.7%)
eBay Inc.*		75,000		1,743
Life Science Tools & Services (6.1%)
Charles River Laboratories International*		50,000		1,413
Thermo Fisher Scientific*		35,000		1,474
				2,887
Media (5.8%)
News Corp. Class A		90,000		1,131
Omnicom Group		47,000		1,646
				2,777
Mutual Funds (2.0%)
S&P 500 Depositary Receipts		9,000		949
Oil, Gas & Consumable Fuels (6.2%)
Cenovus Energy		58,000		1,561
Golar LNG		70,000		727
Range Resources		20,000		676
				2,964
Pharmaceuticals (2.7%)
Pfizer Inc.		80,000		1,274
Road & Rail (0.6%)
Union Pacific		4,000		292
Software (5.7%)
Activision Blizzard		120,000		1,283
Microsoft Corp.		60,000		1,409
				2,692
Specialty Retail (3.0%)
Bed Bath & Beyond*		40,000		1,439
Total Common Stocks (Cost $49,787)				45,850

	Number of Shares		Value† (000's)
Short-Term Investments (4.2%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $1,986)		1,985,640	$	1,986
Total Investments## (100.6%) (Cost $51,773)				47,836
Liabilities, less cash, receivables and other assets [(0.6%)]				(281	)
Total Net Assets (100.0%)			$	47,555

See Notes to Schedule of Investments

111

Schedule of Investments Partners Fund

 TOP TEN EQUITY HOLDINGS

1	Bank of America	3.0	%
2	Berkshire Hathaway Class B	3.0	%
3	Canadian Natural Resources	2.6	%
4	Avon Products	2.4	%
5	Shire PLC ADR	2.4	%
6	American Express	2.2	%
7	Boeing Co.	2.2	%
8	McGraw-Hill Cos.	2.2	%
9	Moody's Corp.	2.2	%
10	EOG Resources	2.1	%

	Number of Shares		Value† (000's)
Common Stocks (97.7%)
Aerospace & Defense (2.2%)
Boeing Co.		802,100	$	49,032
Automobiles (1.5%)
Harley-Davidson		1,414,266		34,395
Beverages (0.6%)
Coca-Cola		229,100		12,811
Building Products (2.8%)
Masco Corp.		1,827,462		19,170
Owens Corning*		1,614,600		43,917
				63,087
Capital Markets (6.5%)
Goldman Sachs Group		253,500		34,714
Invesco Ltd.		2,534,900		45,882
Morgan Stanley		1,317,982		32,541
State Street		883,300		30,986
				144,123
Commercial Banks (4.1%)
Fifth Third Bancorp		2,600,500		28,735
SunTrust Banks		1,070,600		24,078
Wells Fargo		1,658,200		39,051
				91,864
Computers & Peripherals (1.8%)
Hewlett-Packard		1,010,220		38,873
Construction & Engineering (0.9%)
Chicago Bridge & Iron*		880,051		19,168
Consumer Finance (3.0%)
American Express		1,239,700		49,427
Capital One Financial		483,800		18,317
				67,744
Diversified Financial Services (8.8%)
Bank of America		5,322,700		66,268
Citigroup Inc.*		10,345,237		38,484
J.P. Morgan Chase		1,188,100		43,199
Moody's Corp.		2,295,774		48,533
				196,484
Electrical Equipment (2.0%)
ABB Ltd.		2,237,200		43,335

	Number of Shares		Value† (000's)
Energy Equipment & Services (3.6%)
Halliburton Co.		1,009,000	$	28,464
McDermott International*		678,200		8,695
National Oilwell Varco		653,200		24,554
Weatherford International*		1,290,300		19,238
				80,951
Food & Staples Retailing (1.1%)
CVS Caremark		908,700		24,535
Health Care Equipment & Supplies (3.7%)
Boston Scientific*		2,254,100		11,699
Covidien PLC		961,800		33,990
Zimmer Holdings*		775,300		36,571
				82,260
Health Care Providers & Services (5.2%)
Aetna Inc.		1,290,100		34,471
AmerisourceBergen Corp.		412,200		11,245
Medco Health Solutions*		722,900		31,432
WellPoint Inc.*		760,600		37,787
				114,935
Household Durables (1.2%)
NVR, Inc.*		18,890		11,413
Whirlpool Corp.		206,300		15,299
				26,712
Household Products (1.7%)
Energizer Holdings*		595,500		37,546
Independent Power Producers & Energy Traders (0.7%)
NRG Energy*		778,661		15,822
Industrial Conglomerates (1.0%)
Textron Inc.		1,253,000		21,389
Insurance (4.8%)
Berkshire Hathaway Class B*		835,000		65,781
MetLife, Inc.		887,242		33,360
Principal Financial Group		373,400		8,607
				107,748

	Number of Shares		Value† (000's)
IT Services (1.5%)
Lender Processing Services		1,132,090	$	33,204
Machinery (3.2%)
Bucyrus International		341,000		19,604
Ingersoll-Rand PLC		709,774		23,089
Joy Global		220,858		12,531
Terex Corp.*		891,700		16,238
				71,462
Media (2.2%)
McGraw-Hill Cos.		1,768,000		48,885
Metals & Mining (4.9%)
Freeport-McMoRan Copper & Gold		308,000		22,170
Teck Resources Class B		1,339,500		44,712
United States Steel		223,000		9,480
Walter Energy		221,000		15,921
Xstrata PLC		1,064,100		16,744
				109,027
Multiline Retail (3.0%)
J.C. Penney		1,996,932		39,938
Macy's, Inc.		1,329,200		25,840
				65,778
Oil, Gas & Consumable Fuels (11.7%)
Canadian Natural Resources		1,790,400		57,454
Cenovus Energy		1,293,200		34,800
EOG Resources		529,700		46,015
Peabody Energy		470,606		20,142
Petrohawk Energy*		494,390		7,475
Petroleo Brasileiro ADR		1,271,800		42,414
Southwestern Energy*		1,084,225		35,476
Talisman Energy		1,092,955		17,138
				260,914
Paper & Forest Products (0.3%)
International Paper		326,000		6,670

See Notes to Schedule of Investments

112

	Number of Shares		Value† (000's)
Personal Products (3.2%)
Avon Products		1,853,217	$	53,929
NBTY, Inc.*		319,694		17,420
				71,349
Pharmaceuticals (3.6%)
Pfizer Inc.		1,736,725		27,666
Shire PLC ADR		810,619		52,447
				80,113
Semiconductors & Semiconductor Equipment (1.1%)
Intel Corp.		1,020,900		18,090
Lam Research*		155,500		5,615
				23,705
Software (2.3%)
Check Point Software Technologies*		712,273		24,851
Oracle Corp.		1,234,000		27,000
				51,851
Specialty Retail (3.5%)
Best Buy		1,150,275		36,107
Limited, Inc.		201,400		4,753
Lowe's Cos.		1,862,100		37,801
				78,661
Total Common Stocks (Cost $1,964,027)				2,174,433
Short-Term Investments (1.9%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $42,999)		42,999,030		42,999
Total Investments## (99.6%) (Cost $2,007,026)				2,217,432
Cash, receivables and other assets, less liabilities (0.4%)				9,575
Total Net Assets (100.0%)			$	2,227,007

See Notes to Schedule of Investments

113

Schedule of Investments Real Estate Fund

 TOP TEN EQUITY HOLDINGS

1	Simon Property Group	8.9	%
2	Public Storage	5.8	%
3	Boston Properties	5.0	%
4	Vornado Realty Trust	5.0	%
5	Equity Residential	4.3	%
6	AvalonBay Communities	4.1	%
7	Digital Realty Trust	3.9	%
8	Ventas, Inc.	3.9	%
9	HCP, Inc.	3.8	%
10	ProLogis	3.0	%

	Number of Shares		Value† (000's)
Common Stocks (97.2%)
Apartments (13.6%)
American Campus Communities		109,300	$	3,256
AvalonBay Communities		58,632		6,169
Camden Property Trust		44,000		2,013
Equity Residential		139,250		6,382
Essex Property Trust		24,000		2,539
				20,359
Diversified (5.0%)
Vornado Realty Trust		91,723		7,435
Health Care (12.7%)
HCP, Inc.		162,950		5,739
Nationwide Health Properties		117,600		4,524
OMEGA Healthcare Investors		143,340		3,075
Ventas, Inc.		114,600		5,788
				19,126
Hotels, Restaurants & Leisure (3.0%)
Starwood Hotels & Resorts Worldwide		95,800		4,477
Industrial (5.9%)
AMB Property		109,110		2,596
EastGroup Properties		47,100		1,660
ProLogis		419,600		4,553
				8,809
Lodging (6.0%)
Host Hotels & Resorts		343,743		4,513
LaSalle Hotel Properties		105,500		2,223
Pebblebrook Hotel Trust*		128,900		2,287
				9,023
Office (10.2%)
Alexandria Real Estate Equities		32,050		2,223
Boston Properties		91,900		7,481
Corporate Office Properties Trust		71,570		2,584

	Number of Shares		Value† (000's)
SL Green Realty		51,000	$	3,074
				15,362
Real Estate Management & Development (4.7%)
Brookfield Asset Management Class A		118,477		3,037
Brookfield Properties		163,200		2,360
Forest City Enterprises Class A*		148,800		1,677
				7,074
Regional Malls (11.9%)
General Growth Properties		83,962		1,181
Pennsylvania REIT		88,700		928
Simon Property Group		147,748		13,364
Taubman Centers		58,160		2,413
				17,886
Self Storage (7.0%)
Extra Space Storage		115,600		1,767
Public Storage		88,900		8,714
				10,481
Shopping Centers (8.1%)
Acadia Realty Trust		122,000		2,189
Developers Diversified Realty		202,910		2,102
Federal Realty Investment Trust		51,300		4,067
Regency Centers		55,340		2,018
Tanger Factory Outlet Centers		37,600		1,738
				12,114
Specialty (9.1%)
Digital Realty Trust		98,400		5,832
Dupont Fabros Technology		129,100		3,190
Entertainment Properties Trust		35,600		1,534
Rayonier Inc.		65,300		3,089
				13,645
Total Common Stocks (Cost $117,186)				145,791

	Number of Shares		Value† (000's)
Short-Term Investments (3.5%)
State Street Institutional Liquid Reserve Fund Institutional Class (Cost $5,266)		5,265,569	$	5,266
Total Investments## (100.7%) (Cost $122,452)				151,057
Liabilities, less cash, receivables and other assets [(0.7%)]				(1,019	)
Total Net Assets (100.0%)			$	150,038

See Notes to Schedule of Investments

114

Schedule of Investments Regency Fund

 TOP TEN EQUITY HOLDINGS

1	Whiting Petroleum	2.3	%
2	Energizer Holdings	2.2	%
3	Owens Corning	2.0	%
4	Moody's Corp.	1.9	%
5	Invesco Ltd.	1.9	%
6	Teck Resources Class B	1.9	%
7	Newfield Exploration	1.8	%
8	McGraw-Hill Cos.	1.8	%
9	Lender Processing Services	1.8	%
10	Lincoln National	1.7	%

	Number of Shares		Value† (000's)
Common Stocks (95.5%)
Aerospace & Defense (1.3%)
Embraer-Empresa Brasileira de Aeronautica ADR		69,800	$	1,730
Auto Components (1.8%)
American Axle & Manufacturing Holdings*		51,100		428
Lear Corp.*		27,200		2,003
				2,431
Automobiles (1.3%)
Harley-Davidson		76,400		1,858
Beverages (1.0%)
Dr. Pepper Snapple Group		39,200		1,443
Building Products (2.9%)
Masco Corp.		117,900		1,237
Owens Corning*		101,400		2,758
				3,995
Capital Markets (2.3%)
Invesco Ltd.		143,800		2,603
Jefferies Group		24,900		560
				3,163
Commercial Banks (8.1%)
Comerica Inc.		30,600		1,053
Fifth Third Bancorp		214,700		2,372
First Horizon National*		66,766		673
KeyCorp		92,500		682
Regions Financial		309,700		1,991
SunTrust Banks		94,400		2,123
Synovus Financial		308,100		635
Zions Bancorp		84,900		1,565
				11,094
Construction & Engineering (1.5%)
Chicago Bridge & Iron*		97,200		2,117
Containers & Packaging (1.4%)
Temple-Inland		117,600		1,873
Diversified Financial Services (1.9%)
Moody's Corp.		124,500		2,632

	Number of Shares		Value† (000's)
Electric Utilities (3.5%)
Allegheny Energy		48,800	$	1,101
DPL Inc.		65,300		1,653
NV Energy		160,500		2,054
				4,808
Electrical Equipment (0.4%)
Babcock & Wilcox*		22,800		511
Electronic Equipment, Instruments & Components (3.0%)
Anixter International*		41,800		1,918
Avnet, Inc.*		93,800		2,148
				4,066
Energy Equipment & Services (3.3%)
McDermott International*		45,600		585
National Oilwell Varco		30,300		1,139
Noble Corp.		52,700		1,640
Oceaneering International*		24,900		1,245
				4,609
Food Products (0.3%)
J. M. Smucker		6,600		386
Gas Utilities (1.1%)
Questar Corp.		92,700		1,509
Health Care Providers & Services (6.1%)
Aetna Inc.		49,000		1,309
AmerisourceBergen Corp.		79,100		2,158
CIGNA Corp.		52,000		1,676
Coventry Health Care*		72,000		1,393
MEDNAX, Inc.*		39,600		1,835
				8,371
Household Durables (2.1%)
KB HOME		137,600		1,419
Whirlpool Corp.		20,100		1,490
				2,909
Household Products (2.2%)
Energizer Holdings*		47,300		2,982

	Number of Shares		Value† (000's)
Independent Power Producers & Energy Traders (1.4%)
NRG Energy*		93,100	$	1,892
Insurance (9.3%)
Assurant, Inc.		64,200		2,347
Fidelity National Financial Class A		40,000		580
Lincoln National		101,800		2,378
PartnerRe Ltd.		22,900		1,705
Principal Financial Group		95,500		2,201
StanCorp Financial Group		46,500		1,657
W. R. Berkley		72,700		1,916
				12,784
IT Services (1.8%)
Lender Processing Services		82,400		2,417
Machinery (7.4%)
AGCO Corp.*		37,800		1,249
Bucyrus International		36,000		2,070
Ingersoll-Rand PLC		58,000		1,887
Navistar International*		20,600		863
Terex Corp.*		92,600		1,686
WABCO Holdings*		67,100		2,366
				10,121
Media (2.2%)
Cablevision Systems		23,300		585
McGraw-Hill Cos.		87,700		2,425
				3,010
Metals & Mining (3.7%)
Cliffs Natural Resources		24,300		1,487
Teck Resources Class B		76,500		2,553
United States Steel		25,400		1,080
				5,120
Multi-Utilities (4.0%)
Alliant Energy		45,100		1,579
CenterPoint Energy		60,700		898
CMS Energy		127,800		2,236
DTE Energy		16,600		778
				5,491

See Notes to Schedule of Investments

115

	Number of Shares		Value† (000's)
Multiline Retail (3.2%)
J.C. Penney		112,900	$	2,258
Macy's, Inc.		111,800		2,173
				4,431
Oil, Gas & Consumable Fuels (8.8%)
Cabot Oil & Gas		34,500		960
Denbury Resources*		99,100		1,461
Newfield Exploration*		51,000		2,449
Noble Energy		26,400		1,842
Ship Finance International		45,237		792
Southwestern Energy*		42,000		1,374
Whiting Petroleum*		37,000		3,139
				12,017
Pharmaceuticals (1.5%)
Shire PLC ADR		32,000		2,071
Real Estate Investment Trusts (4.6%)
Alexandria Real Estate Equities		12,100		839
Annaly Capital Management		79,200		1,377
Boston Properties		15,900		1,294
Macerich Co.		33,988		1,408
Vornado Realty Trust		16,895		1,370
				6,288
Semiconductors & Semiconductor Equipment (1.0%)
Lam Research*		36,500		1,318
Specialty Retail (1.1%)
Limited, Inc.		66,400		1,567
Total Common Stocks (Cost $131,743)				131,014
Short-Term Investments (2.7%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $3,739)		3,738,764		3,739
Total Investments## (98.2%) (Cost $135,482)				134,753
Cash, receivables and other assets, less liabilities (1.8%)				2,425
Total Net Assets (100.0%)			$	137,178

See Notes to Schedule of Investments

116

Schedule of Investments Select Equities Fund

 TOP TEN EQUITY HOLDINGS

1	American Tower Class A	5.5	%
2	NextEra Energy	5.5	%
3	Procter & Gamble	5.2	%
4	United Parcel Service	5.1	%
5	Colgate-Palmolive	5.0	%
6	Occidental Petroleum	4.9	%
7	Philip Morris International	4.7	%
8	Visa Inc.	4.5	%
9	Praxair, Inc.	4.5	%
10	Norfolk Southern	4.2	%

	Number of Shares		Value† (000's)
Common Stocks (89.2%)
Air Freight & Logistics (7.5%)
C.H. Robinson Worldwide		24,233	$	1,575
United Parcel Service Class B		53,772		3,430
				5,005
Beverages (3.0%)
Coca-Cola Enterprises		71,522		2,035
Capital Markets (3.8%)
Goldman Sachs Group		18,393		2,519
Chemicals (4.0%)
Ecolab Inc.		56,912		2,698
Diversified Financial Services (2.2%)
J.P. Morgan Chase		40,997		1,491
Electric Utilities (5.5%)
NextEra Energy		68,473		3,679
Food Products (3.0%)
Mead Johnson Nutrition		38,850		2,028
Health Care Providers & Services (1.5%)
Medco Health Solutions*		22,624		984
Household Products (10.2%)
Colgate-Palmolive		45,285		3,344
Procter & Gamble		58,556		3,494
				6,838
Industrial Gases (4.5%)
Praxair, Inc.		34,948		3,007
Internet Software & Services (3.2%)
eBay Inc.*		92,665		2,153
IT Services (8.4%)
IBM		21,080		2,598
Visa Inc.		43,800		3,021
				5,619
Machinery (2.5%)
Caterpillar Inc.		26,288		1,713
Metals & Mining (2.5%)
BHP Billiton		30,202		1,688

	Number of Shares		Value† (000's)
Oil, Gas & Consumable Fuels (9.5%)
Occidental Petroleum		45,421	$	3,319
Range Resources		41,785		1,413
Suncor Energy		55,057		1,666
				6,398
Road & Rail (4.2%)
Norfolk Southern		52,691		2,828
Software (3.5%)
Microsoft Corp.		99,860		2,345
Tobacco (4.7%)
Philip Morris International		60,762		3,125
Wireless Telecommunication Services (5.5%)
American Tower Class A*		78,597		3,683
Total Common Stocks (Cost $60,807)				59,836
Short-Term Investments (7.5%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $5,050)		5,049,736		5,050
Total Investments## (96.7%) (Cost $65,857)				64,886
Cash, receivables and other assets, less liabilities (3.3%)				2,245
Total Net Assets (100.0%)			$	67,131

See Notes to Schedule of Investments

117

Schedule of Investments Small Cap Growth Fund

 TOP TEN EQUITY HOLDINGS

1	HEICO Corp.	4.0	%
2	Ultimate Software Group	2.9	%
3	Salix Pharmaceuticals	2.5	%
4	Jones Lang LaSalle	2.4	%
5	LogMeIn, Inc.	2.2	%
6	Diamond Foods	2.2	%
7	Volcano Corp.	2.2	%
8	Alexion Pharmaceuticals	2.0	%
9	BE Aerospace	2.0	%
10	Portfolio Recovery Associates	1.9	%

	Number of Shares		Value† (000's)
Common Stocks (97.6%)
Aerospace & Defense (6.9%)
BE Aerospace*		143,800	$	3,876
Global Defense Technology & Systems*		156,476		1,635
HEICO Corp.		183,516		7,614
				13,125
Air Freight & Logistics (1.3%)
Hub Group Class A*		95,300		2,533
Auto Components (1.0%)
Tenneco Inc.*		74,800		1,849
Biotechnology (2.0%)
Alexion Pharmaceuticals*		68,900		3,891
Chemicals (3.6%)
Ferro Corporation*		225,800		2,416
Sensient Technologies		89,600		2,485
Solutia Inc.*		139,100		1,883
				6,784
Communications Equipment (2.8%)
Polycom, Inc.*		71,000		2,022
Riverbed Technology*		86,600		3,322
				5,344
Diversified Consumer Services (3.4%)
Capella Education*		31,700		1,984
Grand Canyon Education*		119,900		2,049
Steiner Leisure*		69,500		2,475
				6,508
Diversified Financial Services (1.9%)
Portfolio Recovery Associates*		56,000		3,567
Electrical Equipment (2.8%)
Polypore International*		102,000		2,756
Regal-Beloit		48,100		2,661
				5,417
Electronic Equipment, Instruments & Components (2.2%)
DTS, Inc.*		36,297		1,272
Littelfuse, Inc.*		63,400		2,361

	Number of Shares		Value† (000's)
Plexus Corp.*		19,800	$	456
				4,089
Food Products (3.2%)
Diamond Foods		100,700		4,252
TreeHouse Foods*		46,500		1,930
				6,182
Health Care Equipment & Supplies (9.7%)
ArthroCare Corp.*		72,700		1,887
Cyberonics Inc.*		107,800		2,310
Neogen Corporation*		31,599		923
NuVasive, Inc.*		60,800		1,785
Sirona Dental Systems*		89,700		2,827
Thoratec Corp.*		69,200		2,228
Volcano Corp.*		190,300		4,206
Zoll Medical*		85,800		2,267
				18,433
Health Care Providers & Services (3.2%)
Catalyst Health Solutions*		82,600		3,312
HMS Holdings*		54,700		2,854
				6,166
Health Care Technology (1.8%)
SXC Health Solutions*		43,000		3,345
Hotels, Restaurants & Leisure (2.7%)
Orient-Express Hotels Class A*		363,053		3,137
WMS Industries*		58,300		2,060
				5,197
Internet & Catalog Retail (1.8%)
HSN, Inc.*		131,700		3,462
Internet Software & Services (10.5%)
GSI Commerce*		122,012		2,778
LivePerson, Inc.*		417,400		2,984
LogMeIn, Inc.*		130,700		4,283
LoopNet, Inc.*		220,100		2,320
Mercadolibre Inc.*		41,400		2,730
OpenTable, Inc.*		49,774		2,653
WebMD Health*		42,909		2,186
				19,934

	Number of Shares		Value† (000's)
IT Services (1.6%)
Gartner, Inc.*		107,200	$	3,075
Machinery (2.8%)
Actuant Corp. Class A		155,200		3,076
Nordson Corp.		36,100		2,317
				5,393
Oil, Gas & Consumable Fuels (3.9%)
Brigham Exploration*		140,000		2,145
Concho Resources*		51,800		3,026
Rosetta Resources*		111,600		2,199
				7,370
Pharmaceuticals (2.5%)
Salix Pharmaceuticals*		123,300		4,668
Professional Services (1.2%)
The Corporate Executive Board		84,000		2,355
Real Estate Management & Development (2.4%)
Jones Lang LaSalle		60,300		4,553
Semiconductors & Semiconductor Equipment (3.6%)
Atheros Communications*		106,300		2,621
Cavium Networks*		90,000		2,173
Volterra Semiconductor*		103,300		2,071
				6,865
Software (6.5%)
Jack Henry & Associates		88,900		2,093
SS&C Technologies Holdings*		165,800		2,336
TIBCO Software*		155,800		2,258
Ultimate Software Group*		170,000		5,596
				12,283
Specialty Retail (6.0%)
hhgregg, Inc.*		97,600		1,845
Hibbett Sports*		91,600		2,123
Tractor Supply		37,200		2,529

See Notes to Schedule of Investments

118

	Number of Shares		Value† (000's)
Ulta Salon, Cosmetics & Fragrance*		89,400	$	2,025
Vitamin Shoppe*		116,300		2,839
				11,361
Textiles, Apparel & Luxury Goods (4.2%)
Maidenform Brands*		101,200		2,699
Steven Madden*		75,150		2,588
Warnaco Group*		66,600		2,789
				8,076
Trading Companies & Distributors (2.1%)
MSC Industrial Direct Class A		46,100		2,055
Watsco, Inc.		39,600		2,033
				4,088
Total Common Stocks (Cost $174,642)				185,913
Short-Term Investments (2.7%)
State Street Institutional Liquid Reserves Fund Institutional Class (Cost $5,041)		5,041,353		5,041
Total Investments## (100.3%) (Cost $179,683)				190,954
Liabilities, less cash, receivables and other assets [(0.3%)]				(549	)
Total Net Assets (100.0%)			$	190,405

See Notes to Schedule of Investments

119

Schedule of Investments Socially Responsive Fund

 TOP TEN EQUITY HOLDINGS

1	Intuit Inc.	4.8	%
2	Altera Corp.	4.6	%
3	Danaher Corp.	4.5	%
4	BG Group PLC	4.2	%
5	Yahoo! Inc.	4.0	%
6	Newfield Exploration	3.7	%
7	3M Co.	3.6	%
8	Progressive Corp.	3.5	%
9	Procter & Gamble	3.5	%
10	Anixter International	3.3	%

	Number of Shares		Value† (000's)
Common Stocks (92.6%)
Capital Markets (6.1%)
Bank of New York Mellon		1,395,907	$	33,879
Charles Schwab		2,685,159		34,262
				68,141
Commercial Services & Supplies (1.9%)
Herman Miller		1,303,425		21,402
Electronic Equipment, Instruments & Components (6.1%)
Anixter International*		804,105		36,892
National Instruments		1,081,217		31,172
				68,064
Food Products (5.2%)
J.M. Smucker		595,125		34,803
McCormick & Company		579,350		23,099
				57,902
Health Care Equipment & Supplies (6.1%)
Becton, Dickinson & Co.		503,340		34,323
Covidien PLC		973,800		34,414
				68,737
Household Products (3.5%)
Procter & Gamble		649,600		38,762
Industrial Conglomerates (3.6%)
3M Co.		520,540		40,888
Industrial Gases (2.7%)
Praxair, Inc.		353,500		30,412
Insurance (5.6%)
Markel Corp.*		70,515		23,109
Progressive Corp.		1,989,415		39,391
				62,500
Internet Software & Services (4.0%)
Yahoo! Inc.*		3,425,250		44,802
IT Services (2.0%)
MasterCard, Inc. Class A		112,900		22,395
Machinery (4.5%)
Danaher Corp.		1,395,430		50,696

	Number of Shares		Value† (000's)
Media (5.5%)
Comcast Corp. Class A Special		1,680,175	$	27,000
Scripps Networks Interactive Class A		873,620		35,102
				62,102
Oil, Gas & Consumable Fuels (10.9%)
BG Group PLC		2,955,369		47,569
Cimarex Energy		285,004		18,645
Newfield Exploration*		852,730		40,939
Noble Energy		221,795		15,477
				122,630
Pharmaceuticals (5.7%)
Novo Nordisk A/S Class B		341,497		29,298
Roche Holding AG		255,666		34,752
				64,050
Professional Services (1.4%)
ICF International*		746,500		15,744
Road & Rail (2.1%)
Canadian National Railway		383,825		23,421
Semiconductors & Semiconductor Equipment (7.6%)
Altera Corp.		2,085,815		51,457
Texas Instruments		1,460,480		33,635
				85,092
Software (4.8%)
Intuit Inc.*		1,264,825		54,134
Specialty Chemicals (1.1%)
Novozymes A/S Class B		102,800		12,074
Trading Companies & Distributors (2.2%)
W.W. Grainger		234,200		24,776
Total Common Stocks (Cost $977,121)				1,038,724

	Number of Shares			Value† (000's)
Short-Term Investments (4.8%)
State Street Institutional Government Money Market Fund Institutional Class (Cost $53,109)			53,108,506	$	53,109
		Principal Amount
Certificates of Deposit (0.0%)
Carver Federal Savings, 0.34%, due 9/27/10		$	100,000		100
Self Help Credit Union, 1.00%, due 10/29/10			100,000		100
Self Help Credit Union, 1.00%, due 11/16/10			100,000		100
Total Certificates of Deposit# (Cost $300)					300
Total Investments## (97.4%) (Cost $1,030,530)					1,092,133
Cash, receivables and other assets, less liabilities (2.6%)					29,391
Total Net Assets (100.0%)				$	1,121,524

See Notes to Schedule of Investments

120

Notes to Schedule of Investments

†	In accordance with Accounting Standards Codification ("ASC") 820 "Fair Value Measurements and Disclosures" ("ASC 820"), all investments held by each of Neuberger Berman Climate Change Fund ("Climate Change"), Neuberger Berman Emerging Markets Equity Fund ("Emerging Markets Equity"), Neuberger Berman Equity Income Fund ("Equity Income"), Neuberger Berman Focus Fund ("Focus"), Neuberger Berman Genesis Fund ("Genesis"), Neuberger Berman Guardian Fund ("Guardian"), Neuberger Berman International Fund ("International"), Neuberger Berman International Institutional Fund ("International Institutional"), Neuberger Berman International Large Cap Fund ("International Large Cap"), Neuberger Berman Intrinsic Value Fund ("Intrinsic Value"), Neuberger Berman Large Cap Disciplined Growth Fund ("Large Cap Disciplined Growth"), Neuberger Berman Mid Cap Growth Fund ("Mid Cap Growth"), Neube rger Berman Multi-Cap Opportunities Fund ("Multi-Cap Opportunities") (formerly, Neuberger Berman Research Opportunities Fund), Neuberger Berman Partners Fund ("Partners"), Neuberger Berman Real Estate Fund ("Real Estate"), Neuberger Berman Regency Fund ("Regency"), Neuberger Berman Select Equities Fund ("Select Equities"), Neuberger Berman Small Cap Growth Fund ("Small Cap Growth"), and Neuberger Berman Socially Responsive Fund ("Socially Responsive") (individually a "Fund," collectively, the "Funds") are carried at the value that Neuberger Berman Management LLC ("Management") believes a fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment under current market conditions. Various inputs, including the volume and level of activity for the asset or liability in the market, are considered in valuing the Funds' investments, some of which are discussed below. Significant management judgment may be necessary to value investments in accordance with ASC 820. ASC 820 established a three-tier hierarchy of inputs to create a classification of value measurements for disclosure purposes. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below.
		●	Level 1 – quoted prices in active markets for identical investments
		●	Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, amortized cost, etc.)
		●	Level 3 – significant unobservable inputs (including the Funds' own assumptions in determining the fair value of investments)
	The inputs or methodology used for valuing an investment are not necessarily an indication of the risk associated with investing in those securities. The Funds' investments in equity securities and written option contracts, for which market quotations are readily available, are generally valued by Management by obtaining valuations from an independent pricing service based on the latest sale price quoted in active markets (Level 1 inputs). Securities traded primarily on the NASDAQ Stock Market are normally valued by a Fund at 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 prices (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 ask ed price, whichever is closer. Because of delays in reporting trades, the NOCP may not be based on the price of the last trade to occur before the market closes. If there is no reported sale of a security on a particular day, the independent pricing service may value the security based on reported market quotations. The value of the Funds' investments in convertible bonds is determined by Management primarily by obtaining valuations from independent pricing services based on readily available bid quotations, or if quotations are not available, by methods which include various considerations such as yields or prices of securities of comparable quality, coupon, maturity and type; indications as to values from dealers; and general market conditions (generally Level 2 inputs).

See Notes to Schedule of Investments  121

Notes to Schedule of Investments (cont'd)

Other Level 2 inputs used to evaluate convertible bonds generally include underlying stock data, dealer quotes, conversion premiums, listed bond and preferred stock prices and other market information which may include benchmark curves, trade execution data, and sensitivity analysis, when available. Certificates of Deposit are valued at amortized cost. Investments in State Street Institutional Government Money Market Fund Institutional Class and State Street Institutional Liquid Reserves Fund Institutional Class are valued using the respective fund's daily calculated NAV.

Management has developed a process to periodically review information provided by independent pricing services for all types of securities.

For both debt and equity securities, if a valuation is not available from an independent pricing service, or if Management has reason to believe that the valuation received does not represent the amount a fund might reasonably expect to receive on a current sale in an orderly transaction, the affected Fund seeks to obtain quotations from principal market makers (generally considered Level 3 inputs). If such quotations are not readily available, the security is valued using methods the Board of Trustees of Neuberger Berman Equity Funds (the "Board") has approved on the belief that they reflect fair value. Numerous factors may be considered when determining the fair value of a security based on Level 2 or 3 inputs, including available analyst, media or other reports, trading in futures or ADRs and whether the issuer of the security being fair valued has other securities outstanding.

The Funds' investments in foreign securities are generally valued using the same valuation methods and inputs as other Fund investments, as discussed above. Foreign security prices are expressed in local currency values and are currently translated from the local currency into U.S. dollars using the exchange rate as of 4:00 p.m., Eastern time. The Board has approved the use of Interactive Data Pricing and Reference Data, Inc. ("Interactive") to assist in determining the fair value of foreign equity securities when changes in the value of a certain index suggest that the closing prices on the foreign exchanges may no longer represent the amount that a Fund could expect to receive for those securities. In this event, Interactive will provide adjusted prices for certain foreign e quity securities using a statistical analysis of historical correlations of multiple factors (Level 2 inputs). In the absence of precise information about the market values of these foreign securities as of the close of the New York Stock Exchange, the Board has determined on the basis of available data that prices adjusted in this way are likely to be closer to the prices a fund could realize on a current sale than are the prices of those securities established at the close of the foreign markets in which the securities primarily trade. These fair value prices are necessarily estimates, and there is no assurance that such a price will be at or close to the price at which the security is next quoted or next trades.

See Notes to Schedule of Investments  122

Notes to Schedule of Investments (cont'd)

The following is a summary, by category of Level, of inputs used to value the Funds' investments as of August 31, 2010:

Asset Valuation Inputs
(000's omitted)	Level 1		Level 2		Level 3§§		Total
Climate Change
Investments:
Common Stocks
Aerospace & Defense	$	11	$	—	$	—	$	11
Agricultural Products		11		—		—		11
Auto Parts & Equipment		75		—		—		75
Coal & Consumable Fuels		44		—		—		44
Commodity Chemicals		11		—		—		11
Communications Equipment		12		—		—		12
Construction & Engineering		75		—		—		75
Diversified Support Services		39		—		—		39
Electric Utilities		310		—		—		310
Electrical Components & Equipment		162		—		—		162
Electronic Components		9		—		—		9
Electronic Equipment & Instruments		66		—		—		66
Electronic Manufacturing Services		10		—		—		10
Environmental & Facilities Services		145		—		—		145
Forest Products		4		—		—		4
Gas Utilities		142		—		—		142
Heavy Electrical Equipment		54		—		—		54
Independent Power Producers & Energy Traders		112		11		—		123
Industrial Conglomerates		56		—		—		56
Industrial Gases		9		—		—		9
Industrial Machinery		167		—		—		167
IT Consulting & Other Services		13		—		—		13
Machinery		21		—		—		21
Multi-Utilities		261		—		—		261
Oil & Gas Equipment & Services		21		—		—		21
Oil & Gas Exploration & Production		71		—		—		71
Oil & Gas Storage & Transportation		110		—		—		110
Oil, Gas & Consumable Fuels		12		—		—		12
Railroads		11		—		—		11
Semiconductor Equipment		24		—		—		24
Semiconductors		76		—		—		76
Specialized Finance		10		—		—		10
Specialty Chemicals		9		—		—		9
Steel		8		—		—		8

See Notes to Schedule of Investments  123

Notes to Schedule of Investments (cont'd)

(000's omitted)	Level 1		Level 2		Level 3§§		Total
Technology Distributors	$	30	$	—	$	—	$	30
Water Utilities		144		—		—		144
Total Common Stocks		2,345		11		—		2,356
Short-Term Investments		—		73		—		73
Total Investments		2,345		84		—		2,429
Emerging Markets Equity
Investments:
Common Stocks§		12,982		—		—		12,982
Preferred Stocks		—		—		—		—
Brazil		1,097		—		0		1,097
Short-Term Investments		—		483		—		483
Total Investments		14,079		483		0		14,562
Equity Income
Investments:
Common Stocks§		219,053		—		—		219,053
Convertible Preferred Stocks		6,336		—		—		6,336
Convertible Bonds		—		69,728		—		69,728
Short-Term Investments		—		21,503		—		21,503
Total Investments		225,389		91,231		—		316,620
Focus
Investments:
Common Stocks§		495,393		—		—		495,393
Short-Term Investments		—		10,268		—		10,268
Total Investments		495,393		10,268		—		505,661
Genesis
Investments:
Common Stocks§		8,365,270		—		—		8,365,270
Short-Term Investments		—		436,918		—		436,918
Total Investments		8,365,270		436,918		—		8,802,188
Guardian
Investments:
Common Stocks§		919,349		—		—		919,349
Short-Term Investments		—		37,359		—		37,359
Total Investments		919,349		37,359		—		956,708
International
Investments:
Common Stocks§		320,845		—		—		320,845
Preferred Stocks
Brazil		4,763		—		11		4,774

See Notes to Schedule of Investments  124

Notes to Schedule of Investments (cont'd)

(000's omitted)	Level 1		Level 2		Level 3§§		Total
Rights
Belgium	$	1	$	—	$	—	$	1
Warrants
Italy		2		—		—		2
Short-Term Investments		—		10,082		—		10,082
Total Investments		325,611		10,082		11		335,704
International Institutional
Investments:
Common Stocks§		161,587		—		—		161,587
Preferred Stocks§		2,409		—		—		2,409
Rights§		1		—		—		1
Warrants§		1		—		—		1
Short-Term Investments		—		3,768		—		3,768
Total Investments		163,998		3,768		—		167,766
International Large Cap
Investments:
Common Stocks§		162,516		—		—		162,516
Preferred Stocks§		977		—		—		977
Rights§		0		—		—		0
Warrants§		1		—		—		1
Short-Term Investments		—		4,328		—		4,328
Total Investments		163,494		4,328		—		167,822
Intrinsic Value
Investments:
Common Stocks§		80,599		—		—		80,599
Rights		—		—		0		0
Short-Term Investments		—		1,134		—		1,134
Total Investments		80,599		1,134		0		81,733
Large Cap Disciplined Growth
Investments:
Common Stocks§		405,509		—		—		405,509
Short-Term Investments		—		15,610		—		15,610
Total Investments		405,509		15,610		—		421,119
Mid Cap Growth
Investments:
Common Stocks§		425,048		—		—		425,048
Short-Term Investments		—		26,089		—		26,089
Total Investments		425,048		26,089		—		451,137

See Notes to Schedule of Investments  125

Notes to Schedule of Investments (cont'd)

(000's omitted)	Level 1		Level 2		Level 3§§		Total
Multi-Cap Opportunities
Investments:
Common Stocks§	$	45,850	$	—	$	—	$	45,850
Short-Term Investments		—		1,986		—		1,986
Total Investments		45,850		1,986		—		47,836
Partners
Investments:
Common Stocks§		2,174,433		—		—		2,174,433
Short-Term Investments		—		42,999		—		42,999
Total Investments		2,174,433		42,999		—		2,217,432
Real Estate
Investments:
Common Stocks§		145,791		—		—		145,791
Short-Term Investments		—		5,266		—		5,266
Total Investments		145,791		5,266		—		151,057
Regency
Investments:
Common Stocks§		131,014		—		—		131,014
Short-Term Investments		—		3,739		—		3,739
Total Investments		131,014		3,739		—		134,753
Select Equities
Investments:
Common Stocks§		59,836		—		—		59,836
Short-Term Investments		—		5,050		—		5,050
Total Investments		59,836		5,050		—		64,886
Small Cap Growth
Investments:
Common Stocks§		185,913		—		—		185,913
Short-Term Investments		—		5,041		—		5,041
Total Investments		185,913		5,041		—		190,954
Socially Responsive
Investments:
Common Stocks§		1,038,724		—		—		1,038,724
Short-Term Investments		—		53,109		—		53,109
Certificates of Deposit		—		300		—		300
Total Investments		1,038,724		53,409		—		1,092,133

See Notes to Schedule of Investments  126

Notes to Schedule of Investments (cont'd)

§	The Schedule of Investments provides information on the industry or country categorization for the portfolio.
	As of the year ending August 31, 2010, for Climate Change, certain equity securities transferred from Level 1 to Level 2 under the valuation policies as a pricing service price was not available on August 31, 2010. For Emerging Markets Equity, certain equity securities transferred from Level 2 to Level 1 due to the availability of an exchange traded price on August 31, 2010.
§§	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:

(000's omitted)	Beginning balance, as of 9/1/09		Accrued discounts/ (premiums)		Realized gain/loss and change in unrealized appreciation/ (depreciation)			Net purchases/ (sales)			Net transfers in and/or out of Level 3		Balance, as of 8/31/10		Net change in unrealized appreciation/ (depreciation) from investments still held as of 8/31/10
Investments in Securities:
Emerging Markets Equity
Preferred Stocks Brazil	$	0	$	—	$	—		$	—		$	—	$	0	$	0
Convertible Bonds Brazil		8		—		(2	)		(6	)		—		—		—
Total		8		—		(2	)		(6	)		—		0		0
International
Preferred Stocks Brazil		10		—		1			—			—		11		1
Total		10		—		1			—			—		11		1
Intrinsic Value
Rights		—		—		0			—			—		0		0
Total		—		—		0			—			—		0		0

Liability Valuation Inputs

The following is a summary, by category of Level, of inputs used to value the Fund's derivatives as of August 31, 2010:

(000's omitted)	Level 1			Level 2		Level 3		Total
Equity Income
Option Contracts	$	(64	)	$	—	$	—	$	(64	)

# At cost, which approximates market value.

See Notes to Schedule of Investments  127

Notes to Schedule of Investments (cont'd)

## At August 31, 2010, selected fund information on a U.S. federal income tax basis was as follows:

	Cost		Gross Unrealized Appreciation		Gross Unrealized Depreciation		Net Unrealized Appreciation (Depreciation)
Climate Change Fund	$	2,522	$	141	$	234	$	(93	)
Emerging Markets Fund		12,846		2,104		388		1,716
Equity Income Fund		312,594		9,262		5,236		4,026
Focus Fund		526,365		19,387		40,091		(20,704	)
Genesis Fund		6,622,151		2,559,996		379,959		2,180,037
Guardian Fund		888,316		141,630		73,238		68,392
International Fund		311,261		42,850		18,407		24,443
International Institutional Fund		158,610		21,263		12,107		9,156
International Large Cap Fund		163,065		11,470		6,713		4,757
Intrinsic Value Fund		76,964		12,927		8,158		4,769
Large Cap Disciplined Growth Fund		426,462		22,713		28,056		(5,343	)
Mid Cap Growth Fund		368,665		89,976		7,504		82,472
Multi-Cap Opportunities Fund		51,832		613		4,609		(3,996	)
Partners Fund		2,015,174		409,801		207,543		202,258
Real Estate Fund		128,727		23,921		1,591		22,330
Regency Fund		138,383		9,655		13,285		(3,630	)
Select Equities Fund		66,165		2,649		3,928		(1,279	)
Small Cap Growth Fund		182,747		16,418		8,211		8,207
Socially Responsive Fund		1,031,318		142,888		82,073		60,815

*	Security did not produce income during the last twelve months.
^	Affiliated issuer (see Note F of Notes to Financial Statements).
‡‡	At August 31, 2010, Equity Income had outstanding call options written as follows:

Shares		Securities and Options	Market Value of Options
	5,000	CNOOC Ltd. , Call Dec 2010 @ 200	$	9,000
	12,500	Knightsbridge Tankers, Call Dec 2010 @ 20		6,000
	10,000	PG&E Corp, Call Mar 2011 @ 50		12,000
	10,000	Progress Energy, Call Jan 2011 @ 46		4,000
	10,000	Royal Gold, Call Jan 2011 @ 55		20,000
	10,000	United Parcel Service, Call Jan 2011 @ 72.5		11,000
	3,100	United Parcel Service, Call Jan 2011 @ 75		2,000
		Total	$	64,000

ñ Restricted security subject to restrictions on resale under federal securities laws. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers under Rule 144A under the Securities Act of 1933, as amended, and have been deemed by the investment manager to be liquid. At August 31,

See Notes to Schedule of Investments  128

Notes to Schedule of Investments (cont'd)

	2010, these securities amounted to approximately $11,000 or 0.5% of net assets for Climate Change, approximately $16,000 or 0.1% of net assets for Emerging Markets Equity, approximately $13,536,000 or 4.2% of net assets for Equity Income, approximately $1,510,000 or 0.5% of net assets for International, and approximately $739,000 or 0.4% of net assets for International Institutional.
Ñ	These securities have been deemed by the investment manager to be illiquid. At August 31, 2010, these securities amounted to approximately $99 or 0.0% of net assets for Emerging Markets Equity, approximately $8,422,000 or 2.5% of net assets for International, and approximately $1,906,000 or 1.1% of net assets for International Institutional.
^^	Value of the security was determined using methods the Board has approved on the belief they reflect fair value.
ØØ	All or a portion of this security is segregated in connection with written options.
a	Step Bond: Coupon rate is a fixed rate for an initial period then resets at a specified date and rate.

See Notes to Schedule of Investments  129

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130

Statements of Assets and Liabilities

Neuberger Berman Equity Funds

(000's omitted except per share amounts)

	CLIMATE CHANGE FUND			EMERGING MARKETS EQUITY FUND			EQUITY INCOME FUND			FOCUS FUND			GENESIS FUND
	August 31, 2010			August 31, 2010			August 31, 2010			August 31, 2010			August 31, 2010
Assets
Investments in securities, at value* (Notes A & F)—see Schedule of Investments:
Unaffiliated issuers	$	2,429		$	14,562		$	316,620		$	505,661		$	5,149,206
Affiliated issuers		—			—			—			—			3,652,982
		2,429			14,562			316,620			505,661			8,802,188
Cash		—			4			—			—			1,627
Foreign currency		—			67			12			—			—
Dividends and interest receivable		6			21			2,504			868			7,239
Receivable for securities sold		23			165			—			—			16,802
Receivable for Fund shares sold		—			23			6,373			25			68,767
Receivable from Management—net (Note B)		14			40			—			—			—
Prepaid expenses and other assets		—			1			11			47			590
Total Assets		2,472			14,883			325,520			506,601			8,897,213
Liabilities
Options contracts written, at value (Note A)		—			—			64			—			—
Payable for securities purchased		14			173			3,226			—			10,304
Payable for Fund shares redeemed		2			—			445			470			35,095
Payable to investment manager—net (Notes A & B)		2			12			139			242			5,147
Payable to administrator—net (Note B)		—			—			50			121			2,140
Payable for organization costs		—			—			—			—			—
Accrued expenses and other payables		59			78			105			221			1,295
Total Liabilities		77			263			4,029			1,054			53,981
Net Assets at value	$	2,395		$	14,620		$	321,491		$	505,547		$	8,843,232
Net Assets consist of:
Paid-in capital	$	4,060		$	12,412		$	308,999		$	613,837		$	7,159,535
Undistributed net investment income (loss)		—			—			5,312			3,144			(16	)
Distributions in excess of net investment income		(59	)		(22	)		—			—			—
Accumulated net realized gains (losses) on investments		(1,578	)		500			(2,078	)		(91,846	)		(506,983	)
Net unrealized appreciation (depreciation) in value of investments		(28	)		1,730			9,258			(19,588	)		2,190,696
Net Assets at value	$	2,395		$	14,620		$	321,491		$	505,547		$	8,843,232
Net Assets
Investor Class	$	—		$	—		$	—		$	478,831		$	1,773,627
Trust Class		—			—			—			18,891			3,057,582
Advisor Class		—			—			—			7,744			440,214
Institutional Class		388			8,954			100,880			27			3,571,809
Class A		1,535			5,478			176,620			27			—
Class C		472			157			43,961			27			—
Class R3		—			31			30			—			—

See Notes to Schedule of Investments  131

	GUARDIAN FUND			INTERNATIONAL FUND			INTERNATIONAL INSTITUTIONAL FUND			INTERNATIONAL LARGE CAP FUND			INTRINSIC VALUE FUND
	August 31, 2010			August 31, 2010			August 31, 2010			August 31, 2010			August 31, 2010
Assets
Investments in securities, at value* (Notes A & F)—see Schedule of Investments:
Unaffiliated issuers	$	956,708		$	335,704		$	167,766		$	167,822		$	81,733
Affiliated issuers		—			—			—			—			—
		956,708			335,704			167,766			167,822			81,733
Cash		—			—			—			—			—
Foreign currency		—			205			184			88			—
Dividends and interest receivable		1,324			600			369			291			60
Receivable for securities sold		—			209			105			105			597
Receivable for Fund shares sold		204			63			16			212			—
Receivable from Management—net (Note B)		—			—			48			—			6
Prepaid expenses and other assets		121			22			11			7			2
Total Assets		958,357			336,803			168,499			168,525			82,398
Liabilities
Options contracts written, at value (Note A)		—			—			—			—			—
Payable for securities purchased		—			492			183			211			625
Payable for Fund shares redeemed		424			402			6			90			—
Payable to investment manager—net (Notes A & B)		434			249			124			78			61
Payable to administrator—net (Note B)		237			80			—			37			—
Payable for organization costs		—			—			—			—			17
Accrued expenses and other payables		303			281			114			103			74
Total Liabilities		1,398			1,504			427			519			777
Net Assets at value	$	956,959		$	335,299		$	168,072		$	168,006		$	81,621
Net Assets consist of:
Paid-in capital	$	1,008,372		$	534,957		$	330,748		$	231,804		$	75,228
Undistributed net investment income (loss)		3,829			—			—			175			93
Distributions in excess of net investment income		—			(1,123	)		(399	)		—			—
Accumulated net realized gains (losses) on investments		(125,128	)		(234,568	)		(173,081	)		(70,751	)		1,351
Net unrealized appreciation (depreciation) in value of investments		69,886			36,033			10,804			6,778			4,949
Net Assets at value	$	956,959		$	335,299		$	168,072		$	168,006		$	81,621
Net Assets
Investor Class	$	869,224		$	172,538		$	—		$	—		$	—
Trust Class		78,995			162,761			—			27,694			—
Advisor Class		511			—			—			—			—
Institutional Class		4,263			—			168,072			129,461			80,944
Class A		3,535			—			—			9,284			630
Class C		373			—			—			1,506			47
Class R3		58			—			—			61			—

 132

Statements of Assets and Liabilities (cont'd)

Neuberger Berman Equity Funds (cont'd)

(000's omitted except per share amounts)

	CLIMATE CHANGE FUND		EMERGING MARKETS EQUITY FUND		EQUITY INCOME FUND		FOCUS FUND		GENESIS FUND
	August 31, 2010		August 31, 2010		August 31, 2010		August 31, 2010		August 31, 2010
Shares Outstanding ($.001 par value; unlimited shares authorized)
Investor Class		—		—		—		29,797		67,073
Trust Class		—		—		—		1,611		80,626
Advisor Class		—		—		—		959		20,009
Institutional Class		62		573		10,066		2		97,707
Class A		246		352		17,673		2		—
Class C		77		10		4,414		3		—
Class R3		—		2		3		—		—
Net Asset Value, offering and redemption price per share
Investor Class	$	—	$	—	$	—	$	16.07	$	26.44
Trust Class		—		—		—		11.73		37.92
Advisor Class		—		—		—		8.08		22.00
Institutional Class		6.26		15.61		10.02		16.08		36.56
Class R3		—		15.42		9.99		—		—
Net Asset Value and redemption price per share
Class A	$	6.25	$	15.57	$	9.99	$	11.73	$	—
Offering Price per share
Class A‡	$	6.63	$	16.52	$	10.60	$	12.45	$	—
Net Asset Value and offering price per share
Class C^	$	6.15	$	15.41	$	9.96	$	8.07	$	—
*Cost of Investments:
Unaffiliated issuers	$	2,457	$	12,809	$	307,373	$	525,249	$	3,913,356
Affiliated issuers		—		—		—		—		2,698,136
Total cost of investments	$	2,457	$	12,809	$	307,373	$	525,249	$	6,611,492
Total cost of foreign currency	$	—	$	67	$	12	$	—	$	—

‡  On single retail sales of less than $50,000. On sales of $50,000 or more or in certain other circumstances described in the Fund's prospectus, offering price is reduced.

^  Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See Notes to Schedule of Investments  133

	GUARDIAN FUND		INTERNATIONAL FUND		INTERNATIONAL INSTITUTIONAL FUND		INTERNATIONAL LARGE CAP FUND		INTRINSIC VALUE FUND
	August 31, 2010		August 31, 2010		August 31, 2010		August 31, 2010		August 31, 2010
Shares Outstanding ($.001 par value; unlimited shares authorized)
Investor Class		72,553		11,887		—		—		—
Trust Class		8,423		10,124		—		3,333		—
Advisor Class		48		—		—		—		—
Institutional Class		355		—		20,752		15,567		8,598
Class A		378		—		—		1,123		67
Class C		35		—		—		184		5
Class R3		5		—		—		7		—
Net Asset Value, offering and redemption price per share
Investor Class	$	11.98	$	14.51	$	—	$	—	$	—
Trust Class		9.38		16.08		—		8.31		—
Advisor Class		10.59		—		—		—		—
Institutional Class		12.01		—		8.10		8.32		9.41
Class R3		10.57		—		—		8.26		—
Net Asset Value and redemption price per share
Class A	$	9.36	$	—	$	—	$	8.27	$	9.40
Offering Price per share
Class A‡	$	9.93	$	—	$	—	$	8.77	$	9.97
Net Asset Value and offering price per share
Class C^	$	10.51	$	—	$	—	$	8.20	$	9.38
*Cost of Investments:
Unaffiliated issuers	$	886,824	$	299,684	$	156,976	$	161,054	$	76,784
Affiliated issuers		—		—		—		—		—
Total cost of investments	$	886,824	$	299,684	$	156,976	$	161,054	$	76,784
Total cost of foreign currency	$	—	$	205	$	180	$	88	$	—

 134

Statements of Assets and Liabilities (cont'd)

Neuberger Berman Equity Funds

(000's omitted except per share amounts)

	LARGE CAP DISCIPLINED GROWTH FUND			MID CAP GROWTH FUND			MULTI-CAP OPPORTUNITIES FUND			PARTNERS FUND			REAL ESTATE FUND
	August 31, 2010			August 31, 2010			August 31, 2010			August 31, 2010			August 31, 2010
Assets
Investments in securities, at value* (Notes A & F)—see Schedule of Investments:
Unaffiliated issuers	$	421,119		$	451,137		$	47,836		$	2,217,432		$	151,057
Affiliated issuers		—			—			—			—			—
		421,119			451,137			47,836			2,217,432			151,057
Cash		—			—			—			—			—
Foreign currency		—			—			—			—			—
Dividends and interest receivable		678			315			68			3,001			114
Receivable for securities sold		—			—			—			11,964			—
Receivable for Fund shares sold		3,529			441			107			454			735
Receivable from Management—net (Note B)		—			—			16			—			86
Prepaid expenses and other assets		22			32			3			196			7
Total Assets		425,348			451,925			48,030			2,233,047			151,999
Liabilities
Options contracts written, at value (Note A)		—			—			—			—			—
Payable for securities purchased		2,724			786			402			1,123			1,627
Payable for Fund shares redeemed		220			433			—			2,787			134
Payable to investment manager—net (Notes A & B)		195			212			25			937			101
Payable to administrator—net (Note B)		64			91			—			741			—
Payable for organization costs		—			—			—			—			—
Accrued expenses and other payables		106			177			48			452			99
Total Liabilities		3,309			1,699			475			6,040			1,961
Net Assets at value	$	422,039		$	450,226		$	47,555		$	2,227,007		$	150,038
Net Assets consist of:
Paid-in capital	$	435,276		$	492,575		$	52,113		$	2,593,304		$	144,004
Undistributed net investment income (loss)		991			—			257			2,192			—
Distributions in excess of net investment income		—			—			—			—			—
Accumulated net realized gains (losses) on investments		(10,735	)		(125,675	)		(878	)		(578,891	)		(22,571	)
Net unrealized appreciation (depreciation) in value of investments		(3,493	)		83,326			(3,937	)		210,402			28,605
Net Assets at value	$	422,039		$	450,226		$	47,555		$	2,227,007		$	150,038
Net Assets
Investor Class	$	11,352		$	288,029		$	—		$	1,189,116		$	—
Trust Class		—			21,772			—			547,557			126,728
Advisor Class		—			5,413			—			341,512			—
Institutional Class		346,626			121,087			47,189			148,734			22,607
Class A		33,034			13,637			300			32			538
Class C		30,971			226			66			28			135
Class R3		56			62			—			28			30

See Notes to Schedule of Investments  135

	REGENCY FUND			SELECT EQUITIES FUND			SMALL CAP GROWTH FUND			SOCIALLY RESPONSIVE FUND
	August 31, 2010			August 31, 2010			August 31, 2010			August 31, 2010
Assets
Investments in securities, at value* (Notes A & F)—see Schedule of Investments:
Unaffiliated issuers	$	134,753		$	64,886		$	190,954		$	1,092,133
Affiliated issuers		—			—			—			—
		134,753			64,886			190,954			1,092,133
Cash		—			—			—			674
Foreign currency		—			—			—			—
Dividends and interest receivable		196			135			8			1,527
Receivable for securities sold		2,502			2,904			2,518			33,095
Receivable for Fund shares sold		19			118			155			17,811
Receivable from Management—net (Note B)		3			—			—			—
Prepaid expenses and other assets		9			4			14			70
Total Assets		137,482			68,047			193,649			1,145,310
Liabilities
Options contracts written, at value (Note A)		—			—			—			—
Payable for securities purchased		—			742			2,187			4,004
Payable for Fund shares redeemed		161			54			707			18,693
Payable to investment manager—net (Notes A & B)		62			32			144			498
Payable to administrator—net (Note B)		—			6			40			322
Payable for organization costs		—			—			—			—
Accrued expenses and other payables		81			82			166			269
Total Liabilities		304			916			3,244			23,786
Net Assets at value	$	137,178		$	67,131		$	190,405		$	1,121,524
Net Assets consist of:
Paid-in capital	$	165,886		$	66,824		$	295,086		$	1,232,510
Undistributed net investment income (loss)		47			114			—			2,492
Distributions in excess of net investment income		—			—			—			—
Accumulated net realized gains (losses) on investments		(28,026	)		1,164			(115,952	)		(175,084	)
Net unrealized appreciation (depreciation) in value of investments		(729	)		(971	)		11,271			61,606
Net Assets at value	$	137,178		$	67,131		$	190,405		$	1,121,524
Net Assets
Investor Class	$	55,890		$	—		$	75,365		$	582,521
Trust Class		80,496			—			22,034			356,110
Advisor Class		—			—			9,716			—
Institutional Class		703			17,551			82,630			166,893
Class A		28			37,956			471			12,446
Class C		33			11,624			130			3,326
Class R3		28			—			59			228

 136

Statements of Assets and Liabilities (cont'd)

Neuberger Berman Equity Funds (cont'd)

(000's omitted except per share amounts)

	LARGE CAP DISCIPLINED GROWTH FUND		MID CAP GROWTH FUND		MULTI-CAP OPPORTUNITIES FUND		PARTNERS FUND		REAL ESTATE FUND
	August 31, 2010		August 31, 2010		August 31, 2010		August 31, 2010		August 31, 2010
Shares Outstanding ($.001 par value; unlimited shares authorized)
Investor Class		1,836		34,156		—		53,985		—
Trust Class		—		1,697		—		32,396		12,387
Advisor Class		—		412		—		23,409		—
Institutional Class		55,909		14,179		5,874		6,714		2,205
Class A		5,347		1,062		37		2		53
Class C		5,058		17		8		2		13
Class R3		9		5		—		2		3
Net Asset Value, offering and redemption price per share
Investor Class	$	6.18	$	8.43	$	—	$	22.03	$	—
Trust Class		—		12.83		—		16.90		10.23
Advisor Class		—		13.14		—		14.59		—
Institutional Class		6.20		8.54		8.03		22.15		10.25
Class R3		6.16		13.17		—		14.58		10.23
Net Asset Value and redemption price per share
Class A	$	6.18	$	12.84	$	8.02	$	16.90	$	10.23
Offering Price per share
Class A‡	$	6.56	$	13.62	$	8.51	$	17.93	$	10.85
Net Asset Value and offering price per share
Class C^	$	6.12	$	13.09	$	7.97	$	14.57	$	10.24
*Cost of Investments:
Unaffiliated issuers	$	424,612	$	367,811	$	51,773	$	2,007,026	$	122,452
Affiliated issuers		—		—		—		—		—
Total cost of investments	$	424,612	$	367,811	$	51,773	$	2,007,026	$	122,452
Total cost of foreign currency	$	—	$	—	$	—	$	—	$	—

‡  On single retail sales of less than $50,000. On sales of $50,000 or more or in certain other circumstances described in the Fund's prospectus, offering price is reduced.

^  Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See Notes to Schedule of Investments  137

	REGENCY FUND		SELECT EQUITIES FUND		SMALL CAP GROWTH FUND		SOCIALLY RESPONSIVE FUND
	August 31, 2010		August 31, 2010		August 31, 2010		August 31, 2010
Shares Outstanding ($.001 par value; unlimited shares authorized)
Investor Class		4,559		—		5,511		28,308
Trust Class		7,539		—		1,476		25,230
Advisor Class		—		—		979		—
Institutional Class		57		2,219		6,008		8,100
Class A		3		4,817		32		884
Class C		3		1,502		13		238
Class R3		3		—		6		16
Net Asset Value, offering and redemption price per share
Investor Class	$	12.26	$	—	$	13.68	$	20.58
Trust Class		10.68		—		14.93		14.11
Advisor Class		—		—		9.92		—
Institutional Class		12.28		7.91		13.75		20.60
Class R3		10.67		—		9.93		14.05
Net Asset Value and redemption price per share
Class A	$	10.68	$	7.88	$	14.95	$	14.08
Offering Price per share
Class A‡	$	11.33	$	8.36	$	15.86	$	14.94
Net Asset Value and offering price per share
Class C^	$	10.66	$	7.74	$	9.87	$	13.94
*Cost of Investments:
Unaffiliated issuers	$	135,482	$	65,857	$	179,683	$	1,030,530
Affiliated issuers		—		—		—		—
Total cost of investments	$	135,482	$	65,857	$	179,683	$	1,030,530
Total cost of foreign currency	$	—	$	—	$	—	$	—

 138

Statements of Operations

Neuberger Berman Equity Funds

(000's omitted)

	CLIMATE CHANGE FUND			EMERGING MARKETS EQUITY FUND			EQUITY INCOME FUND			FOCUS FUND		GENESIS FUND
	For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010		For the Year Ended August 31, 2010
Investment Income:
Income (Note A):
Dividend income—unaffiliated issuers	$	46		$	230		$	6,725		$	9,093	$	47,761
Dividend income—affiliated issuers (Note F)		—			—			—			—		42,091
Interest income—unaffiliated issuers		—			1			1,429			21		703
Income from securities loaned—net (Note F)		—			—			—			41		—
Foreign taxes withheld		(1	)		(25	)		(358	)		—		(455	)
Total income	$	45		$	206		$	7,796		$	9,155	$	90,100
Expenses:
Investment management fees (Notes A & B)		26			102			874			3,085		62,529
Administration fees (Note B)		2			6			96			348		5,657
Administration fees (Note B):
Investor Class		—			—			—			1,094		3,681
Trust Class		—			—			—			78		11,445
Advisor Class		—			—			—			32		1,540
Institutional Class		1			6			46			—		3,391
Class A		3			7			178			—		—
Class C		1			1			38			—		—
Class R3		—			—			—			—		—
Distribution fees (Note B):
Trust Class		—			—			—			23		—
Advisor Class		—			—			—			24		1,132
Class A		4			9			223			—		—
Class C		3			3			189			—		—
Class R3		—			—			—			—		—
Shareholder servicing agent fees:
Investor Class		—			—			—			401		1,662
Trust Class		—			—			—			12		280
Advisor Class		—			—			—			10		69
Institutional Class		7			10			23			2		245
Class A		1			—			32			2		—
Class C		—			—			10			2		—
Class R3		—			2			2			—		—
Organization expense (Note A)		—			—			—			—		—
Audit fees		40			41			58			58		64
Custodian fees (Note B)		38			216			115			164		1,321
Insurance expense		—			—			4			35		557
Legal fees		66			116			87			94		170
Registration and filing fees		41			99			71			88		215
Reimbursement of expenses previously assumed by Management (Note B)		—			—			—			3		—
Shareholder reports		4			10			21			76		1,757
Trustees' fees and expenses		45			45			45			45		45
Miscellaneous		3			9			20			53		664
Total expenses		285			682			2,132			5,729		96,424

See Notes to Schedule of Investments  139

	GUARDIAN FUND			INTERNATIONAL FUND			INTERNATIONAL INSTITUTIONAL FUND			INTERNATIONAL LARGE CAP FUND			INTRINSIC VALUE FUND
	For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Period from May 10, 2010 (Commencement of Operations) to August 31, 2010
Investment Income:
Income (Note A):
Dividend income—unaffiliated issuers	$	13,942		$	9,500		$	5,286		$	3,093		$	376
Dividend income—affiliated issuers (Note F)		—			—			—			—			—
Interest income—unaffiliated issuers		56			18			10			11			1
Income from securities loaned—net (Note F)		7			235			123			85			—
Foreign taxes withheld		(238	)		(771	)		(438	)		(294	)		—
Total income	$	13,767		$	8,982		$	4,981		$	2,895		$	377
Expenses:
Investment management fees (Notes A & B)		5,238			3,241			1,815			673			242
Administration fees (Note B)		615			231			128			73			17
Administration fees (Note B):
Investor Class		1,877			397			—			—			—
Trust Class		274			636			—			103			—
Advisor Class		2			—			—			—			—
Institutional Class		2			—			192			75			25
Class A		5			—			—			15			—
Class C		—			—			—			2			—
Class R3		—			—			—			—			—
Distribution fees (Note B):
Trust Class		81			—			—			30			—
Advisor Class		1			—			—			—			—
Class A		7			—			—			19			—
Class C		2			—			—			10			1
Class R3		—			—			—			—			—
Shareholder servicing agent fees:
Investor Class		828			170			—			—			—
Trust Class		17			96			—			20			—
Advisor Class		8			—			—			—			—
Institutional Class		1			—			21			13			3
Class A		3			—			—			3			—
Class C		1			—			—			1			—
Class R3		1			—			—			1			—
Organization expense (Note A)		—			—			—			—			196
Audit fees		59			60			59			56			22
Custodian fees (Note B)		293			365			215			183			14
Insurance expense		62			23			13			6			1
Legal fees		90			161			74			85			18
Registration and filing fees		91			33			5			68			53
Reimbursement of expenses previously assumed by Management (Note B)		—			—			—			—			—
Shareholder reports		169			115			24			19			12
Trustees' fees and expenses		45			45			45			45			14
Miscellaneous		79			66			60			39			1
Total expenses		9,851			5,639			2,651			1,539			619

 140

Statements of Operations (cont'd)

Neuberger Berman Equity Funds (cont'd)

(000's omitted)

	CLIMATE CHANGE FUND			EMERGING MARKETS EQUITY FUND			EQUITY INCOME FUND			FOCUS FUND			GENESIS FUND
	For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010
Expenses reimbursed by Management (Note B)		(249	)		(542	)		(324	)		(6	)		(783	)
Investment management fees waived (Note A)		—			—			—			—			—
Expenses reduced by custodian fee expense offset arrangement (Note B)		—			—			—			—			—
Total net expenses		36			140			1,808			5,723			95,641
Net investment income (loss)	$	9		$	66		$	5,988		$	3,432		$	(5,541	)
Realized and Unrealized Gain (Loss) on Investments (Note A):
Net realized gain (loss) on:
Sales of investment securities of unaffiliated issuers		450			904			5,694			48,584			319,101
Sales of investment securities of affiliated issuers		—			—			—			5			8,723
Redemption in-kind		—			—			—			—			—
Foreign currency		—			(22	)		(32	)		—			(16	)
Options written		—			—			469			—			—
Change in net unrealized appreciation (depreciation) in value of:
Unaffiliated investment securities		—			363			6,942			(61,312	)		(157,192	)
Affiliated investment securities		(437	)		—			—			—			563,072
Foreign currency		—			(1	)		(2	)		—			—
Options written		—			—			7			—			—
Net gain (loss) on investments		13			1,244			13,078			(12,723	)		733,688
Net increase (decrease) in net assets resulting from operations	$	22		$	1,310		$	19,066		$	(9,291	)	$	728,147

See Notes to Schedule of Investments  141

	GUARDIAN FUND			INTERNATIONAL FUND			INTERNATIONAL INSTITUTIONAL FUND			INTERNATIONAL LARGE CAP FUND			INTRINSIC VALUE FUND
	For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Period from May 10, 2010 (Commencement of Operations) to August 31, 2010
Expenses reimbursed by Management (Note B)		(13	)		(16	)		(934	)		(290	)		(334	)
Investment management fees waived (Note A)		—			—			—			—			—
Expenses reduced by custodian fee expense offset arrangement (Note B)		—			—			—			—			—
Total net expenses		9,838			5,623			1,717			1,249			285
Net investment income (loss)	$	3,929		$	3,359		$	3,264		$	1,646		$	92
Realized and Unrealized Gain (Loss) on Investments (Note A):
Net realized gain (loss) on:
Sales of investment securities of unaffiliated issuers		5,702			22,269			8,803			1,486			1,351
Sales of investment securities of affiliated issuers		54			177			29			(12	)		—
Redemption in-kind		—			—			—			—			—
Foreign currency		(94	)		(407	)		(169	)		(271	)		—
Options written		—			—			—			—			—
Change in net unrealized appreciation (depreciation) in value of:
Unaffiliated investment securities		68,324			8,247			5,809			1,224			(6,647	)
Affiliated investment securities		—			—			—			—			—
Foreign currency		10			3			14			3			—
Options written		—			—			—			—			—
Net gain (loss) on investments		73,996			30,289			14,486			2,430			(5,296	)
Net increase (decrease) in net assets resulting from operations	$	77,925		$	33,648		$	17,750		$	4,076		$	(5,204	)

 142

Statements of Operations (cont'd)

Neuberger Berman Equity Funds

(000's omitted)

	LARGE CAP DISCIPLINED GROWTH FUND			MID CAP GROWTH FUND			MULTI-CAP OPPORTUNITIES FUND			PARTNERS FUND			REAL ESTATE FUND
	For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010
Investment Income:
Income (Note A):
Dividend income—unaffiliated issuers	$	3,987		$	2,383		$	493		$	27,679		$	2,773
Dividend income—affiliated issuers (Note F)		—			—			—			—			—
Interest income—unaffiliated issuers		20			48			3			87			6
Income from securities loaned—net (Note F)		—			179			—			279			7
Foreign taxes withheld		(12	)		(23	)		(3	)		(537	)		(10	)
Total income	$	3,995		$	2,587		$	493		$	27,508		$	2,776
Expenses:
Investment management fees (Notes A & B)		1,573			2,628			140			12,291			821
Administration fees (Note B)		173			293			14			1,594			62
Administration fees (Note B):
Investor Class		23			606			—			2,846			—
Trust Class		—			74			2			2,229			299
Advisor Class		—			21			—			1,360			—
Institutional Class		184			139			21			160			13
Class A		82			8			—			—			—
Class C		65			—			—			—			—
Class R3		—			—			—			—			—
Distribution fees (Note B):
Trust Class		—			—			1			656			88
Advisor Class		—			16			—			1,000			—
Class A		103			10			—			—			—
Class C		324			2			—			—			—
Class R3		—			—			—			—			—
Shareholder servicing agent fees:
Investor Class		29			412			—			1,009			—
Trust Class		—			12			2			59			62
Advisor Class		—			10			—			47			—
Institutional Class		19			17			7			19			9
Class A		28			2			2			2			2
Class C		9			1			1			2			2
Class R3		1			1			—			2			2
Organization expense (Note A)		—			—			—			—			—
Audit fees		23			23			22			58			60
Custodian fees (Note B)		147			199			30			471			64
Insurance expense		8			26			1			147			4
Legal fees		72			84			98			90			95
Registration and filing fees		84			96			57			136			78
Reimbursement of expenses previously assumed by Management (Note B)		—			1			—			10			—
Shareholder reports		77			154			13			338			37
Trustees' fees and expenses		46			45			45			45			45
Miscellaneous		26			57			4			205			11
Total expenses		3,096			4,937			460			24,776			1,754

See Notes to Schedule of Investments  143

	REGENCY FUND			SELECT EQUITIES FUND			SMALL CAP GROWTH FUND		SOCIALLY RESPONSIVE FUND
	For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010		For the Year Ended August 31, 2010
Investment Income:
Income (Note A):
Dividend income—unaffiliated issuers	$	1,539		$	1,057		$	543	$	13,938
Dividend income—affiliated issuers (Note F)		—			—			—		—
Interest income—unaffiliated issuers		11			19			6		31
Income from securities loaned—net (Note F)		7			—			75		33
Foreign taxes withheld		(9	)		(7	)		—		(401	)
Total income	$	1,548		$	1,069		$	624	$	13,601
Expenses:
Investment management fees (Notes A & B)		646			379			2,014		5,653
Administration fees (Note B)		71			41			142		670
Administration fees (Note B):
Investor Class		113			—			284		1,274
Trust Class		205			—			113		1,202
Advisor Class		—			—			40		—
Institutional Class		—			12			45		107
Class A		—			89			1		12
Class C		—			22			—		4
Class R3		—			—			—		—
Distribution fees (Note B):
Trust Class		60			—			33		354
Advisor Class		—			—			29		—
Class A		—			112			1		15
Class C		—			111			1		18
Class R3		—			—			—		—
Shareholder servicing agent fees:
Investor Class		61			—			126		507
Trust Class		26			—			21		67
Advisor Class		—			—			14		—
Institutional Class		—			8			13		17
Class A		2			37			1		6
Class C		2			9			1		2
Class R3		2			—			1		1
Organization expense (Note A)		—			—			—		—
Audit fees		23			55			24		23
Custodian fees (Note B)		76			53			156		342
Insurance expense		6			3			16		64
Legal fees		88			65			96		108
Registration and filing fees		94			53			86		99
Reimbursement of expenses previously assumed by Management (Note B)		—			—			—		—
Shareholder reports		36			28			230		293
Trustees' fees and expenses		45			45			45		45
Miscellaneous		15			11			36		101
Total expenses		1,571			1,133			3,569		10,984

 144

Statements of Operations (cont'd)

Neuberger Berman Equity Funds (cont'd)

(000's omitted)

	LARGE CAP DISCIPLINED GROWTH FUND			MID CAP GROWTH FUND			MULTI-CAP OPPORTUNITIES FUND			PARTNERS FUND			REAL ESTATE FUND
	For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010
Expenses reimbursed by Management (Note B)		(378	)		(137	)		(224	)		(6	)		(757	)
Investment management fees waived (Note A)		—			—			—			—			—
Expenses reduced by custodian fee expense offset arrangement (Note B)		—			—			—			—			—
Total net expenses		2,718			4,800			236			24,770			997
Net investment income (loss)	$	1,277		$	(2,213	)	$	257		$	2,738		$	1,779
Realized and Unrealized Gain (Loss) on Investments (Note A):
Net realized gain (loss) on:
Sales of investment securities of unaffiliated issuers		260			43,967			383			(7,946	)		10,053
Sales of investment securities of affiliated issuers		—			615			—			745			52
Redemption in-kind		—			—			10			—			—
Foreign currency		—			1			—			(12	)		—
Options written		—			—			—			—			—
Change in net unrealized appreciation (depreciation) in value of:
Unaffiliated investment securities		(17,073	)		25,565			(4,095	)		82,982			15,288
Affiliated investment securities		—			—			—			—			—
Foreign currency		—			—			—			(4	)		—
Options written		—			—			—			—			—
Net gain (loss) on investments		(16,813	)		70,148			(3,702	)		75,765			25,393
Net increase (decrease) in net assets resulting from operations	$	(15,536	)	$	67,935		$	(3,445	)	$	78,503		$	27,172

See Notes to Schedule of Investments  145

	REGENCY FUND			SELECT EQUITIES FUND			SMALL CAP GROWTH FUND			SOCIALLY RESPONSIVE FUND
	For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010			For the Year Ended August 31, 2010
Expenses reimbursed by Management (Note B)		(87	)		(282	)		(1,100	)		(30	)
Investment management fees waived (Note A)		(37	)		—			—			—
Expenses reduced by custodian fee expense offset arrangement (Note B)		—			—			—			—
Total net expenses		1,447			851			2,469			10,954
Net investment income (loss)	$	101		$	218		$	(1,845	)	$	2,647
Realized and Unrealized Gain (Loss) on Investments (Note A):
Net realized gain (loss) on:
Sales of investment securities of unaffiliated issuers		3,295			3,708			34,241			(19,371	)
Sales of investment securities of affiliated issuers		5			—			369			1
Redemption in-kind		—			—			—			—
Foreign currency		(1	)		—			—			(152	)
Options written		—			—			—			—
Change in net unrealized appreciation (depreciation) in value of:
Unaffiliated investment securities		(787	)		(4,906	)		(23,308	)		113,639
Affiliated investment securities		—			—			—			—
Foreign currency		—			—			—			11
Options written		—			—			—			—
Net gain (loss) on investments		2,512			(1,198	)		11,302			94,128
Net increase (decrease) in net assets resulting from operations	$	2,613		$	(980	)	$	9,457		$	96,775

 146

Statements of Changes in Net Assets

Neuberger Berman Equity Funds

(000's omitted)

	CLIMATE CHANGE FUND						EMERGING MARKETS EQUITY FUND						EQUITY INCOME FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Period from October 8, 2008 (Commencement of Operations) to August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Increase (Decrease) in Net Assets:
From Operations (Note A):
Net investment income (loss)	$	9		$	18		$	66		$	48		$	5,988		$	1,039
Net realized gain (loss) on investments		450			(1,753	)		882			36			6,131			(4,817	)
Net increase from payments by affiliates		—			—			—			1			—			—
Change in net unrealized appreciation (depreciation) of investments		(437	)		631			362			1,368			6,947			2,047
Net increase (decrease) in net assets resulting from operations		22			(1,104	)		1,310			1,453			19,066			(1,731	)
Distributions to Shareholders From (Note A):
Net investment income:
Investor Class		—			—			—			—			—			—
Trust Class		—			—			—			—			—			—
Advisor Class		—			—			—			—			—			—
Institutional Class		(7	)		(51	)		(17	)		(73	)		(1,568	)		(83	)	��
Class A		(1	)		(44	)		(6	)		(3	)		(2,468	)		(593	)
Class C		—			(3	)		—			(2	)		(389	)		(33	)
Class R3		—			—			—			—			(0	)		—
Net realized gain on investments:
Investor Class		—			—			—			—			—			—
Trust Class		—			—			—			—			—			—
Advisor Class		—			—			—			—			—			—
Institutional Class		—			—			(304	)		—			—			(8	)
Class A		—			—			(131	)		—			—			(195	)
Class C		—			—			(19	)		—			—			(11	)
Tax Return of Capital:
Investor Class		—			—			—			—			—			—
Trust Class		—			—			—			—			—			—
Advisor Class		—			—			—			—			—			—
Institutional Class		—			—			—			—			—			—
Class A		—			—			—			—			—			—
Class C		—			—			—			—			—			—
Class R3		—			—			—			—			—			—
Total distributions to shareholders		(8	)		(98	)		(477	)		(78	)		(4,425	)		(923	)
From Fund Share Transactions (Note D):
Proceeds from shares sold:
Investor Class		—			—			—			—			—			—
Trust Class		—			—			—			—			—			—
Advisor Class		—			—			—			—			—			—
Institutional Class		430			—			4,202			2,803			89,935			17,793
Class A		919			766			4,844			1,839			141,691			34,665
Class C		431			131			118			230			40,417			3,843
Class R3		—			—			30			—			30			—

See Notes to Schedule of Investments  147

	FOCUS FUND						GENESIS FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Increase (Decrease) in Net Assets:
From Operations (Note A):
Net investment income (loss)	$	3,432		$	4,844		$	(5,541	)	$	966
Net realized gain (loss) on investments		48,589			(140,203	)		327,808			(832,740	)
Net increase from payments by affiliates		—			—			—			—
Change in net unrealized appreciation (depreciation) of investments		(61,312	)		(59,381	)		405,880			(2,423,686	)
Net increase (decrease) in net assets resulting from operations		(9,291	)		(194,740	)		728,147			(3,255,460	)
Distributions to Shareholders From (Note A):
Net investment income:
Investor Class		(4,238	)		(4,182	)		—			—
Trust Class		(186	)		(216	)		—			—
Advisor Class		(102	)		(101	)		—			—
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Class R3		—			—			—			—
Net realized gain on investments:
Investor Class		—			(67,093	)		—			(80,456	)
Trust Class		—			(3,422	)		—			(173,777	)
Advisor Class		—			(1,281	)		—			(19,689	)
Institutional Class		—			—			—			(168,141	)
Class A		—			—			—			—
Class C		—			—			—			—
Tax Return of Capital:
Investor Class		—			—			—			(4	)
Trust Class		—			—			—			(6	)
Advisor Class		—			—			—			(1	)
Institutional Class		—			—			—			(6	)
Class A		—			—			—			—
Class C		—			—			—			—
Class R3		—			—			—			—
Total distributions to shareholders		(4,526	)		(76,295	)		—			(442,080	)
From Fund Share Transactions (Note D):
Proceeds from shares sold:
Investor Class		7,024			7,825			368,995			329,375
Trust Class		3,571			6,788			545,267			732,619
Advisor Class		1,328			1,361			160,779			127,612
Institutional Class		30			—			995,196			707,914
Class A		30			—			—			—
Class C		30			—			—			—
Class R3		—			—			—			—

 148

Statements of Changes in Net Assets (cont'd)

Neuberger Berman Equity Funds (cont'd)

(000's omitted)

	CLIMATE CHANGE FUND						EMERGING MARKETS EQUITY FUND						EQUITY INCOME FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Period from October 8, 2008 (Commencement of Operations) to August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Proceeds from reinvestment of dividends and distributions:
Investor Class		—			—			—			—			—			—
Trust Class		—			—			—			—			—			—
Advisor Class		—			—			—			—			—			—
Institutional Class		5			51			321			73			665			67
Class A		1			39			131			3			1,997			645
Class C		—			3			19			2			139			19
Class R3		—			—			—			—			—			—
Proceeds from shares issued in connection with mergers (Note H):
Institutional Class		—			—			—			—			—			—
Class A		—			—			—			—			—			—
Class C		—			—			—			—			—			—
Proceeds from conversion of Trust Class or Class A shares (Note H):
Investor Class		—			—			—			—			—			—
Trust Class		—			—			—			—			—			—
Institutional Class		—			—			—			—			—			—
Class A		—			—			—			—			—			—
Payments for shares redeemed:
Investor Class		—			—			—			—			—			—
Trust Class		—			—			—			—			—			—
Advisor Class		—			—			—			—			—			—
Institutional Class		(1,653	)		—			(166	)		—			(13,484	)		(4,176	)
Class A		(661	)		(740	)		(1,588	)		(158	)		(18,707	)		(13,462	)
Class C		(120	)		(6	)		(231	)		(62	)		(2,005	)		(978	)
Redemption fees retained:
Investor Class		—			—			—			—			—			—
Trust Class		—			—			—			—			—			—
Institutional Class		—			—			1			—			—			—
Class A		—			—			1			—			—			—
Class C		—			—			—			—			—			—
Proceeds from shares issued in connection with the Reorganization (Note H):
Institutional Class		—			—			—			—			—			—
Net increase (decrease) from Fund share transactions		(648	)		244			7,682			4,730			240,678			38,416
Net Increase (Decrease) in Net Assets		(634	)		(958	)		8,515			6,105			255,319			35,762
Net Assets:
Beginning of year		3,029			3,987			6,105			—			66,172			30,410
End of year	$	2,395		$	3,029		$	14,620		$	6,105		$	321,491		$	66,172
Undistributed net investment income (loss) at end of year	$	—		$	—		$	—		$	—		$	5,312		$	365
Distributions in excess of net investment income at end of year	$	(59	)	$	(62	)	$	(22	)	$	(45	)	$	—		$	—

See Notes to Schedule of Investments  149

	FOCUS FUND						GENESIS FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Proceeds from reinvestment of dividends and distributions:
Investor Class		3,709			62,415			—			77,477
Trust Class		182			3,550			—			161,758
Advisor Class		100			1,369			—			19,082
Institutional Class		—			—			—			167,662
Class A		—			—			—			—
Class C		—			—			—			—
Class R3		—			—			—			—
Proceeds from shares issued in connection with mergers (Note H):
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Proceeds from conversion of Trust Class or Class A shares (Note H):
Investor Class		—			—			—			—
Trust Class		—			—			—			—
Institutional Class		—			—			—			—
Class A		—			—			—			—
Payments for shares redeemed:
Investor Class		(59,627	)		(73,700	)		(357,889	)		(475,531	)
Trust Class		(8,171	)		(13,371	)		(1,002,217	)		(1,020,015	)
Advisor Class		(3,737	)		(4,156	)		(148,456	)		(167,155	)
Institutional Class		—			—			(998,452	)		(976,050	)
Class A		—			—			—			—
Class C		—			—			—			—
Redemption fees retained:
Investor Class		—			—			—			—
Trust Class		—			—			—			—
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Proceeds from shares issued in connection with the Reorganization (Note H):
Institutional Class		—			—			—			—
Net increase (decrease) from Fund share transactions		(55,531	)		(7,919	)		(436,777	)		(315,252	)
Net Increase (Decrease) in Net Assets		(69,348	)		(278,954	)		291,370			(4,012,792	)
Net Assets:
Beginning of year		574,895			853,849			8,551,862			12,564,654
End of year	$	505,547		$	574,895		$	8,843,232		$	8,551,862
Undistributed net investment income (loss) at end of year	$	3,144		$	4,523		$	(16	)	$	(3	)
Distributions in excess of net investment income at end of year	$	—		$	—		$	—		$	—

 150

Statements of Changes in Net Assets (cont'd)

Neuberger Berman Equity Funds

(000's omitted)

	GUARDIAN FUND						INTERNATIONAL FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Increase (Decrease) in Net Assets:
From Operations (Note A):
Net investment income (loss)	$	3,929		$	5,913		$	3,359		$	5,582
Net realized gain (loss) on investments		5,662			(126,046	)		22,039			(232,506	)
Net increase from payments by affiliates		—			—			—			—
Change in net unrealized appreciation (depreciation) of investments		68,334			(197,808	)		8,250			31,789
Net increase (decrease) in net assets resulting from operations		77,925			(317,941	)		33,648			(195,135	)
Distributions to Shareholders From (Note A):
Net investment income:
Investor Class		(4,777	)		(3,980	)		(2,021	)		(6,506	)
Trust Class		(413	)		(295	)		(1,558	)		(5,862	)
Advisor Class		(1	)		—			—			—
Institutional Class		(1	)		—			—			—
Class A		(9	)		—			—			—
Class C		(0	)		—			—			—
Class R3		(0	)		—			—			—
Net realized gain on investments:
Investor Class		—			(94,513	)		—			—
Trust Class		—			(7,812	)		—			—
Advisor Class		—			(62	)		—			—
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Tax Return of Capital:
Investor Class		—			—			(776	)		—
Trust Class		—			—			(661	)		—
Advisor Class		—			—			—			—
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Class R3		—			—			—			—
Total distributions to shareholders		(5,201	)		(106,662	)		(5,016	)		(12,368	)
From Fund Share Transactions (Note D):
Proceeds from shares sold:
Investor Class		29,249			42,010			7,515			19,420
Trust Class		18,549			12,413			18,054			30,446
Advisor Class		95			204			—			—
Institutional Class		4,645			50			—			—
Class A		5,973			487			—			—
Class C		395			50			—			—
Class R3		—			50			—			—

See Notes to Schedule of Investments  151

	INTERNATIONAL INSTITUTIONAL FUND						INTERNATIONAL LARGE CAP FUND						INTRINSIC VALUE FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009			Period from May 10, 2010 (Commencement of Operations) to August 31, 2010
Increase (Decrease) in Net Assets:
From Operations (Note A):
Net investment income (loss)	$	3,264		$	4,564		$	1,646		$	1,816		$	92
Net realized gain (loss) on investments		8,663			(148,440	)		1,203			(62,155	)		1,351
Net increase from payments by affiliates		—			—			—			—			—
Change in net unrealized appreciation (depreciation) of investments		5,823			29,357			1,227			21,566			(6,647	)
Net increase (decrease) in net assets resulting from operations		17,750			(114,519	)		4,076			(38,773	)		(5,204	)
Distributions to Shareholders From (Note A):
Net investment income:
Investor Class		—			—			—			—			—
Trust Class		—			—			(333	)		(848	)		—
Advisor Class		—			—			—			—			—
Institutional Class		(3,179	)		(9,897	)		(1,013	)		(2,903	)		—
Class A		—			—			(72	)		(52	)		—
Class C		—			—			(6	)		(3	)		—
Class R3		—			—			(1	)		—			—
Net realized gain on investments:
Investor Class		—			—			—			—			—
Trust Class		—			—			—			—			—
Advisor Class		—			—			—			—			—
Institutional Class		—			—			—			—			—
Class A		—			—			—			—			—
Class C		—			—			—			—			—
Tax Return of Capital:
Investor Class		—			—			—			—			—
Trust Class		—			—			—			—			—
Advisor Class		—			—			—			—			—
Institutional Class		—			—			—			—			—
Class A		—			—			—			—			—
Class C		—			—			—			—			—
Class R3		—			—			—			—			—
Total distributions to shareholders		(3,179	)		(9,897	)		(1,425	)		(3,806	)		—
From Fund Share Transactions (Note D):
Proceeds from shares sold:
Investor Class		—			—			—			—			—
Trust Class		—			—			4,570			11,048			—
Advisor Class		—			—			—			—			—
Institutional Class		19,694			49,948			64,193			3,498			3,148
Class A		—			—			6,921			2,160			730
Class C		—			—			1,241			278			50
Class R3		—			—			3			50			—

 152

Statements of Changes in Net Assets (cont'd)

Neuberger Berman Equity Funds (cont'd)

(000's omitted)

	GUARDIAN FUND						INTERNATIONAL FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Proceeds from reinvestment of dividends and distributions:
Investor Class		4,474			92,722			2,383			5,498
Trust Class		412			8,083			2,041			5,247
Advisor Class		—			56			—			—
Institutional Class		—			—			—			—
Class A		9			—			—			—
Class C		—			—			—			—
Class R3		—			—			—			—
Proceeds from shares issued in connection with mergers (Note H):
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Proceeds from conversion of Trust Class or Class A shares (Note H):
Investor Class		—			—			—			—
Trust Class		—			—			—			—
Institutional Class		—			—			—			—
Class A		—			—			—			—
Payments for shares redeemed:
Investor Class		(107,774	)		(120,403	)		(60,498	)		(121,991	)
Trust Class		(16,152	)		(20,513	)		(73,098	)		(143,841	)
Advisor Class		(170	)		(307	)		—			—
Institutional Class		(326	)		—			—			—
Class A		(2,798	)		—			—			—
Class C		(64	)		—			—			—
Redemption fees retained:
Investor Class		—			—			6			34
Trust Class		—			—			6			37
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Proceeds from shares issued in connection with the Reorganization (Note H):
Institutional Class		—			—			—			—
Net increase (decrease) from Fund share transactions		(63,483	)		14,902			(103,591	)		(205,150	)
Net Increase (Decrease) in Net Assets		9,241			(409,701	)		(74,959	)		(412,653	)
Net Assets:
Beginning of year		947,718			1,357,419			410,258			822,911
End of year	$	956,959		$	947,718		$	335,299		$	410,258
Undistributed net investment income (loss) at end of year	$	3,829		$	5,195		$	—		$	—
Distributions in excess of net investment income at end of year	$	—		$	—		$	(1,123	)	$	(464	)

See Notes to Schedule of Investments  153

	INTERNATIONAL INSTITUTIONAL FUND						INTERNATIONAL LARGE CAP FUND						INTRINSIC VALUE FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009			Period from May 10, 2010 (Commencement of Operations) to August 31, 2010
Proceeds from reinvestment of dividends and distributions:
Investor Class		—			—			—			—			—
Trust Class		—			—			320			823			—
Advisor Class		—			—			—			—			—
Institutional Class		3,168			9,873			998			2,264			—
Class A		—			—			69			48			—
Class C		—			—			1			2			—
Class R3		—			—			1			—			—
Proceeds from shares issued in connection with mergers (Note H):
Institutional Class		—			—			—			—			—
Class A		—			—			—			—			—
Class C		—			—			—			—			—
Proceeds from conversion of Trust Class or Class A shares (Note H):
Investor Class		—			—			—			—			—
Trust Class		—			—			—			—			—
Institutional Class		—			—			—			—			—
Class A		—			—			—			—			—
Payments for shares redeemed:
Investor Class		—			—			—			—			—
Trust Class		—			—			(7,414	)		(21,671	)		—
Advisor Class		—			—			—			—			—
Institutional Class		(93,157	)		(123,109	)		(4,664	)		(22,926	)		(10,019	)
Class A		—			—			(1,869	)		(125	)		(52	)
Class C		—			—			(129	)		—			—
Redemption fees retained:
Investor Class		—			—			—			—			—
Trust Class		—			—			—			—			—
Institutional Class		2			3			1			1			—
Class A		—			—			—			—			—
Class C		—			—			—			—			—
Proceeds from shares issued in connection with the Reorganization (Note H):
Institutional Class		—			—			—			—			92,968
Net increase (decrease) from Fund share transactions		(70,293	)		(63,285	)		64,242			(24,550	)		86,825
Net Increase (Decrease) in Net Assets		(55,722	)		(187,701	)		66,893			(67,129	)		81,621
Net Assets:
Beginning of year		223,794			411,495			101,113			168,242			—
End of year	$	168,072		$	223,794		$	168,006		$	101,113		$	81,621
Undistributed net investment income (loss) at end of year	$	—		$	—		$	175		$	226		$	93
Distributions in excess of net investment income at end of year	$	(399	)	$	(293	)	$	—		$	—		$	—

 154

Statements of Changes in Net Assets (cont'd)

Neuberger Berman Equity Funds

(000's omitted)

	LARGE CAP DISCIPLINED GROWTH FUND						MID CAP GROWTH FUND						MULTI-CAP OPPORTUNITIES FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Increase (Decrease) in Net Assets:
From Operations (Note A):
Net investment income (loss)	$	1,277		$	142		$	(2,213	)	$	(736	)	$	257		$	32
Net realized gain (loss) on investments		260			(3,314	)		44,583			(66,868	)		393			(1,231	)
Net increase from payments by affiliates		—			—			—			—			—			—
Change in net unrealized appreciation (depreciation) of investments		(17,073	)		12,067			25,565			(28,479	)		(4,095	)		139
Net increase (decrease) in net assets resulting from operations		(15,536	)		8,895			67,935			(96,083	)		(3,445	)		(1,060	)
Distributions to Shareholders From (Note A):
Net investment income:
Investor Class		(6	)		—			—			—			—			—
Trust Class		—			—			—			—			(31	)		(23	)
Advisor Class		—			—			—			—			—			—
Institutional Class		(400	)		—			—			—			—			—
Class A		—			—			—			—			—			—
Class C		—			—			—			—			—			—
Class R3		—			—			—			—			—			—
Net realized gain on investments:
Investor Class		—			—			—			—			—			—
Trust Class		—			—			—			—			—			(43	)
Advisor Class		—			—			—			—			—			—
Institutional Class		—			—			—			—			—			—
Class A		—			—			—			—			—			—
Class C		—			—			—			—			—			—
Tax Return of Capital:
Investor Class		—			—			—			—			—			—
Trust Class		—			—			—			—			—			—
Advisor Class		—			—			—			—			—			—
Institutional Class		—			—			—			—			—			—
Class A		—			—			—			—			—			—
Class C		—			—			—			—			—			—
Class R3		—			—			—			—			—			—
Total distributions to shareholders		(406	)		—			—			—			(31	)		(66	)
From Fund Share Transactions (Note D):
Proceeds from shares sold:
Investor Class		3,226			4,737			7,186			17,412			—			—
Trust Class		—			—			10,390			14,486			—			—
Advisor Class		—			—			1,982			5,117			—			—
Institutional Class		389,464			20,375			130,572			116,820			53,199			—
Class A		40,400			29,464			15,612			116			515			—
Class C		14,048			7,677			231			51			69			—
Class R3		—			50			—			50			—			—

See Notes to Schedule of Investments  155

	PARTNERS FUND						REAL ESTATE FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Increase (Decrease) in Net Assets:
From Operations (Note A):
Net investment income (loss)	$	2,738		$	16,726		$	1,779		$	1,595
Net realized gain (loss) on investments		(7,213	)		(572,454	)		10,105			(21,817	)
Net increase from payments by affiliates		—			—			—			—
Change in net unrealized appreciation (depreciation) of investments		82,978			(472,789	)		15,288			12,292
Net increase (decrease) in net assets resulting from operations		78,503			(1,028,517	)		27,172			(7,930	)
Distributions to Shareholders From (Note A):
Net investment income:
Investor Class		(8,029	)		(5,768	)		—			—
Trust Class		(4,115	)		(2,401	)		(1,439	)		(1,544	)
Advisor Class		(2,659	)		(1,463	)		—			—
Institutional Class		(1,236	)		(748	)		(239	)		(29	)
Class A		—			—			(0	)		—
Class C		—			—			(0	)		—
Class R3		—			—			(0	)		—
Net realized gain on investments:
Investor Class		—			(17,026	)		—			—
Trust Class		—			(7,858	)		—			—
Advisor Class		—			(4,741	)		—			—
Institutional Class		—			(1,593	)		—			—
Class A		—			—			—			—
Class C		—			—			—			—
Tax Return of Capital:
Investor Class		—			—			—			—
Trust Class		—			—			(395	)		(466	)
Advisor Class		—			—			—			—
Institutional Class		—			—			(65	)		(11	)
Class A		—			—			(0	)		—
Class C		—			—			(0	)		—
Class R3		—			—			(0	)		—
Total distributions to shareholders		(16,039	)		(41,598	)		(2,138	)		(2,050	)
From Fund Share Transactions (Note D):
Proceeds from shares sold:
Investor Class		138,438			124,679			—			—
Trust Class		100,153			105,676			81,532			43,725
Advisor Class		71,790			114,148			—			—
Institutional Class		41,170			96,082			17,701			2,486
Class A		35			—			543			—
Class C		30			—			137			—
Class R3		30			—			30			—

 156

Statements of Changes in Net Assets (cont'd)

Neuberger Berman Equity Funds (cont'd)

(000's omitted)

	LARGE CAP DISCIPLINED GROWTH FUND						MID CAP GROWTH FUND						MULTI-CAP OPPORTUNITIES FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Proceeds from reinvestment of dividends and distributions:
Investor Class		6			—			—			—			—			—
Trust Class		—			—			—			—			31			66
Advisor Class		—			—			—			—			—			—
Institutional Class		196			—			—			—			—			—
Class A		—			—			—			—			—			—
Class C		—			—			—			—			—			—
Class R3		—			—			—			—			—			—
Proceeds from shares issued in connection with mergers (Note H)
Institutional Class		—			3,227			—			—			—			—
Class A		—			31,234			—			—			—			—
Class C		—			16,456			—			—			—			—
Proceeds from conversion of Trust Class or Class A shares (Note H):
Investor Class		—			213			—			—			—			—
Trust Class		—			—			—			—			(1,800	)		—
Institutional Class		—			—			—			—			1,800			—
Class A		—			(213	)		—			—			—			—
Payments for shares redeemed:
Investor Class		(3,876	)		(3,387	)		(38,004	)		(43,190	)		—			—
Trust Class		—			—			(7,469	)		(8,369	)		(1,500	)		(800	)
Advisor Class		—			—			(4,328	)		(1,295	)		—			—
Institutional Class		(46,220	)		(2,026	)		(183,352	)		(16,789	)		(4,216	)		—
Class A		(74,960	)		(2,964	)		(1,451	)		(2	)		(186	)		—
Class C		(8,903	)		(1,014	)		(67	)		—			—			—
Redemption fees retained:
Investor Class		—			—			—			—			—			—
Trust Class		—			—			—			—			—			—
Institutional Class		—			—			—			—			—			—
Class A		—			—			—			—			—			—
Class C		—			—			—			—			—			—
Proceeds from shares issued in connection with the Reorganization (Note H):
Institutional Class		—			—			—			—			—			—
Net increase (decrease) from Fund share transactions		313,381			103,829			(68,698	)		84,407			47,912			(734	)
Net Increase (Decrease) in Net Assets		297,439			112,724			(763	)		(11,676	)		44,436			(1,860	)
Net Assets:
Beginning of year		124,600			11,876			450,989			462,665			3,119			4,979
End of year	$	422,039		$	124,600		$	450,226		$	450,989		$	47,555		$	3,119
Undistributed net investment income (loss) at end of year	$	991		$	120		$	—		$	(1	)	$	257		$	31
Distributions in excess of net investment income at end of year	$	—		$	—		$	—		$	—		$	—		$	—

See Notes to Schedule of Investments  157

	PARTNERS FUND						REAL ESTATE FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Proceeds from reinvestment of dividends and distributions:
Investor Class		7,676			21,824			—			—
Trust Class		3,880			9,724			1,789			1,942
Advisor Class		2,499			5,823			—			—
Institutional Class		1,199			2,341			49			3
Class A		—			—			—			—
Class C		—			—			—			—
Class R3		—			—			—			—
Proceeds from shares issued in connection with mergers (Note H)
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Proceeds from conversion of Trust Class or Class A shares (Note H):
Investor Class		—			—			—			—
Trust Class		—			—			—			—
Institutional Class		—			—			—			—
Class A		—			—			—			—
Payments for shares redeemed:
Investor Class		(332,108	)		(406,927	)		—			—
Trust Class		(192,603	)		(221,949	)		(41,057	)		(25,838	)
Advisor Class		(119,450	)		(149,975	)		—			—
Institutional Class		(59,013	)		(54,780	)		(2,130	)		(759	)
Class A		—			—			(4	)		—
Class C		—			—			—			—
Redemption fees retained:
Investor Class		—			—			—			—
Trust Class		—			—			24			29
Institutional Class		—			—			4			1
Class A		—			—			—			—
Class C		—			—			—			—
Proceeds from shares issued in connection with the Reorganization (Note H):
Institutional Class		—			—			—			—
Net increase (decrease) from Fund share transactions		(336,274	)		(353,334	)		58,618			21,589
Net Increase (Decrease) in Net Assets		(273,810	)		(1,423,449	)		83,652			11,609
Net Assets:
Beginning of year		2,500,817			3,924,266			66,386			54,777
End of year	$	2,227,007		$	2,500,817		$	150,038		$	66,386
Undistributed net investment income (loss) at end of year	$	2,192		$	16,033		$	—		$	—
Distributions in excess of net investment income at end of year	$	—		$	—		$	—		$	—

 158

Statements of Changes in Net Assets (cont'd)

Neuberger Berman Equity Funds

(000's omitted)

	REGENCY FUND						SELECT EQUITIES FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Increase (Decrease) in Net Assets:
From Operations (Note A):
Net investment income (loss)	$	101		$	617		$	218		$	118
Net realized gain (loss) on investments		3,299			(30,946	)		3,708			(1,082	)
Net increase from payments by affiliates		—			—			—			—
Change in net unrealized appreciation (depreciation) of investments		(787	)		(4,490	)		(4,906	)		4,057
Net increase (decrease) in net assets resulting from operations		2,613			(34,819	)		(980	)		3,093
Distributions to Shareholders From (Note A):
Net investment income:
Investor Class		(336	)		(6	)		—			—
Trust Class		(257	)		(5	)		—			—
Advisor Class		—			—			—			—
Institutional Class		—			—			(60	)		(1	)
Class A		—			—			(117	)		(48	)
Class C		—			—			—			(7	)
Class R3		—			—			—			—
Net realized gain on investments:
Investor Class		—			(2,509	)		—			—
Trust Class		—			(1,917	)		—			—
Advisor Class		—			—			—			—
Institutional Class		—			—			(195	)		—
Class A		—			—			(818	)		—
Class C		—			—			(184	)		—
Tax Return of Capital:
Investor Class		—			—			—			—
Trust Class		—			—			—			—
Advisor Class		—			—			—			—
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Class R3		—			—			—			—
Total distributions to shareholders		(593	)		(4,437	)		(1,374	)		(56	)
From Fund Share Transactions (Note D):
Proceeds from shares sold:
Investor Class		28,267			9,424			—			—
Trust Class		85,347			15,090			—			—
Advisor Class		—			—			—			—
Institutional Class		1,022			—			17,277			6,127
Class A		30			—			30,804			41,400
Class C		35			—			6,357			6,414
Class R3		30			—			—			—

See Notes to Schedule of Investments  159

	SMALL CAP GROWTH FUND						SOCIALLY RESPONSIVE FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Increase (Decrease) in Net Assets:
From Operations (Note A):
Net investment income (loss)	$	(1,845	)	$	(1,970	)	$	2,647		$	4,034
Net realized gain (loss) on investments		34,610			(90,630	)		(19,522	)		(149,027	)
Net increase from payments by affiliates		—			—			—			—
Change in net unrealized appreciation (depreciation) of investments		(23,308	)		10,318			113,650			(126,653	)
Net increase (decrease) in net assets resulting from operations		9,457			(82,282	)		96,775			(271,646	)
Distributions to Shareholders From (Note A):
Net investment income:
Investor Class		—			—			(1,891	)		(2,456	)
Trust Class		—			—			(1,213	)		(1,472	)
Advisor Class		—			—			—			—
Institutional Class		—			—			(412	)		(334	)
Class A		—			—			(24	)		—
Class C		—			—			(6	)		—
Class R3		—			—			(0	)		—
Net realized gain on investments:
Investor Class		—			—			—			(8,128	)
Trust Class		—			—			—			(3,896	)
Advisor Class		—			—			—			—
Institutional Class		—			—			—			(850	)
Class A		—			—			—			—
Class C		—			—			—			—
Tax Return of Capital:
Investor Class		—			—			—			—
Trust Class		—			—			—			—
Advisor Class		—			—			—			—
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Class R3		—			—			—			—
Total distributions to shareholders		—			—			(3,546	)		(17,136	)
From Fund Share Transactions (Note D):
Proceeds from shares sold:
Investor Class		68,483			82,569			72,265			123,093
Trust Class		7,814			27,772			86,558			82,486
Advisor Class		3,953			7,571			—			—
Institutional Class		94,869			5,217			98,699			31,056
Class A		652			79			12,643			1,109
Class C		69			63			3,521			92
Class R3		1			50			176			50

 160

Statements of Changes in Net Assets (cont'd)

Neuberger Berman Equity Funds (cont'd)

(000's omitted)

	REGENCY FUND						SELECT EQUITIES FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Proceeds from reinvestment of dividends and distributions:
Investor Class		319			2,406			—			—
Trust Class		245			1,628			—			—
Advisor Class		—			—			—			—
Institutional Class		—			—			188			1
Class A		—			—			669			25
Class C		—			—			126			7
Class R3		—			—			—			—
Proceeds from shares issued in connection with mergers (Note H):
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Proceeds from conversion of Trust Class or Class A shares (Note H):
Investor Class		—			—			—			—
Trust Class		—			—			—			—
Institutional Class		—			—			—			—
Class A		—			—			—			—
Payments for shares redeemed:
Investor Class		(20,055	)		(23,262	)		—			—
Trust Class		(30,468	)		(27,286	)		—			—
Advisor Class		—			—			—			—
Institutional Class		(258	)		—			(5,470	)		(2,039	)
Class A		—			—			(30,981	)		(10,454	)
Class C		—			—			(1,752	)		(236	)
Redemption fees retained:
Investor Class		—			—			—			—
Trust Class		—			—			—			—
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Proceeds from shares issued in connection with the Reorganization (Note H):
Institutional Class		—			—			—			—
Net increase (decrease) from Fund share transactions		64,514			(22,000	)		17,218			41,245
Net Increase (Decrease) in Net Assets		66,534			(61,256	)		14,864			44,282
Net Assets:
Beginning of year		70,644			131,900			52,267			7,985
End of year	$	137,178		$	70,644		$	67,131		$	52,267
Undistributed net investment income (loss) at end of year	$	47		$	593		$	114		$	90
Distributions in excess of net investment income at end of year	$	—		$	—		$	—		$	—

See Notes to Schedule of Investments  161

	SMALL CAP GROWTH FUND						SOCIALLY RESPONSIVE FUND
	Year Ended August 31, 2010			Year Ended August 31, 2009			Year Ended August 31, 2010			Year Ended August 31, 2009
Proceeds from reinvestment of dividends and distributions:
Investor Class		—			—			1,743			9,888
Trust Class		—			—			1,197			5,197
Advisor Class		—			—			—			—
Institutional Class		—			—			390			1,184
Class A		—			—			20			—
Class C		—			—			4			—
Class R3		—			—			—			—
Proceeds from shares issued in connection with mergers (Note H):
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Proceeds from conversion of Trust Class or Class A shares (Note H):
Investor Class		—			—			—			—
Trust Class		—			—			—			—
Institutional Class		—			—			—			—
Class A		—			—			—			—
Payments for shares redeemed:
Investor Class		(152,060	)		(112,924	)		(148,755	)		(149,312	)
Trust Class		(23,125	)		(22,460	)		(68,082	)		(59,029	)
Advisor Class		(6,446	)		(5,917	)		—			—
Institutional Class		(11,722	)		(1,114	)		(14,994	)		(10,100	)
Class A		(246	)		—			(1,077	)		(63	)
Class C		(4	)		—			(190	)		—
Redemption fees retained:
Investor Class		—			—			—			—
Trust Class		—			—			—			—
Institutional Class		—			—			—			—
Class A		—			—			—			—
Class C		—			—			—			—
Proceeds from shares issued in connection with the Reorganization (Note H):
Institutional Class		—			—			—			—
Net increase (decrease) from Fund share transactions		(17,762	)		(19,094	)		44,118			35,651
Net Increase (Decrease) in Net Assets		(8,305	)		(101,376	)		137,347			(253,131	)
Net Assets:
Beginning of year		198,710			300,086			984,177			1,237,308
End of year	$	190,405		$	198,710		$	1,121,524		$	984,177
Undistributed net investment income (loss) at end of year	$	—		$	—		$	2,492		$	3,543
Distributions in excess of net investment income at end of year	$	—		$	—		$	—		$	—

 162

Notes to Financial Statements Equity Funds

Note A—Summary of Significant Accounting Policies:

1	General: Neuberger Berman Equity Funds (the "Trust") is a Delaware statutory trust organized pursuant to an Amended and Restated Trust Instrument dated June 24, 2009. The Trust is registered as an open-end management investment company under the Investment Company Act of 1940, as amended (the "1940 Act"), and its shares are registered under the Securities Act of 1933, as amended (the "1933 Act"). The Funds are separate operating series of the Trust, each of which (except Focus, Large Cap Disciplined Growth, Multi-Cap Opportunities, Real Estate, and Select Equities) is diversified. Under the 1940 Act, the status of a Fund that was registered as non-diversified may, under certain circumstances, change to that of a diversified fund. Ten Funds offer Investor Class shares, eleven offer Trust Class shares, six offer Advisor Class shares, eighteen offer Institutional Class shares , sixteen offer Class A shares, sixteen offer Class C shares, and eleven offer Class R3 shares. During the fiscal years ended August 31, 2009 and 2010, certain of the funds and share classes participated in Fund reorganizations and share class conversions as described in Note H. Intrinsic Value had no operations until May 10, 2010 other than matters relating to its organization and registration of shares under the 1933 Act. The Board of Trustees of the Trust (the "Board") may establish additional series or classes of shares without the approval of shareholders. The assets of each Fund belong only to that Fund, and the liabilities of each Fund are borne solely by that Fund and no other. The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires Management to make estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates.
2	Portfolio valuation: Investment securities are valued as indicated in the notes following the Funds' Schedule of Investments.
3	Foreign currency translation: The accounting records of the Funds are maintained in U.S. dollars. Foreign currency amounts are currently translated into U.S. dollars using the exchange rate as of 4:00 p.m., Eastern time, to determine the value of investments, other assets and liabilities. Purchase and sale prices of securities, and income and expenses, are translated into U.S. dollars at the prevailing rate of exchange on the respective dates of such transactions. Net unrealized foreign currency gain (loss), if any, arises from changes in the value of assets and liabilities, other than investments in securities, as a result of changes in exchange rates and is stated separately in the Statements of Operations.
4	Securities transactions and investment income: Securities transactions are recorded on trade date for financial reporting purposes. Dividend income is recorded on the ex-dividend date or, for certain foreign dividends, as soon as the Fund becomes aware of the dividends. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income, including accretion of discount on securities for Equity Income, accretion of original issue discount, where applicable, and accretion of discount on short-term investments, is recorded on the accrual basis. Realized gains and losses from securities transactions and foreign currency transactions, if any, are recorded on th e basis of identified cost and stated separately in the Statements of Operations. Included in net realized gain (loss) on investments are proceeds from the settlements of class action litigation in which the Funds participated as class members. The amounts of such proceeds for the year ended August 31, 2010 were $1,744,357, $391,326, $851,256, $320, $19,042, $239,835, $831, $1,352,378, $12,455, $4,001 and $437,941 for Focus, Genesis, Guardian, International, Large Cap Disciplined Growth, Mid Cap Growth, Multi-Cap Opportunities, Partners, Regency, Small Cap Growth, and Socially Responsive, respectively.
5	Income tax information: The Funds are treated as separate entities for U.S. federal income tax purposes. It is the policy of each Fund, except Intrinsic Value, to continue to, and the intention of Intrinsic Value to qualify as a regulated investment company by complying with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its earnings to its shareholders. Therefore, no federal income or excise tax provision is required.

 163

The Funds have adopted the provisions of ASC 740 "Income Taxes" ("ASC 740"). ASC 740 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken, or expected to be taken, in a tax return. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as an income tax expense in the Statements of Operations. The Funds are subject to examination by U.S. federal and state tax authorities for returns filed for the prior three fiscal years 2007-2009. As of August 31, 2010, the Funds did not have any unrecognized tax benefits.

Income distributions and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. These differences are primarily due to differing treatments of income and gains on various investment securities held by each Fund, timing differences and differing characterization of distributions made by each Fund as a whole. The Funds may also utilize earnings and profits distributed to shareholders on redemption of their shares as a part of the dividends paid deduction for income tax purposes.

As determined on August 31, 2010, permanent differences resulting primarily from different book and tax accounting for net operating losses, convertible preferred stock income adjustments, premium amortization adjustments, partnership and Trust income adjustments, foreign capital gains tax, foreign currency gains and losses, non-deductible 12b-1 fees, non-taxable dividend adjustments, contingent payment debt instrument basis adjustments, passive foreign investment companies gains and losses, return of capital distributions, common stock basis adjustments for redemptions in-kind, wash sale reversals for redemptions in-kind, disallowed redemptions in-kind, capital loss carryforwards expiring and characterization of distributions from real estate investment trusts ("REITs") and c ommon stock were reclassified at fiscal year-end. These reclassifications had no effect on net income, net asset value or net asset value per share of each Fund.

The tax character of distributions paid during the years ended August 31, 2010 and August 31, 2009 were as follows:

	Distributions Paid From:
	Ordinary Income						Long-Term Capital Gain						Return of Capital						Total
	2010			2009			2010			2009			2010			2009			2010			2009
Climate Change	$	7,869		$	98,215		$	—		$	—		$	—		$	—		$	7,869		$	98,215
Emerging Markets Equity		401,423			77,563	(1)		75,247			—	(1)		—			—	(1)		476,670			77,563	(1)
Equity Income		4,424,691			723,146			—			199,719			—			—			4,424,691			922,865
Focus		4,526,117			4,498,471			—			71,795,704			—			—			4,526,117			76,294,175
Genesis		—			—			—			442,063,981			—			16,648			—			442,080,629
Guardian		5,201,382			9,781,084			—			96,880,945			—			—			5,201,382			106,662,029
International		3,578,758			12,367,880			—			—			1,437,207			—			5,015,965			12,367,880
International Institutional		3,178,503			9,896,743			—			—			—			—			3,178,503			9,896,743
International Large Cap		1,424,898			3,805,457			—			—			—			—			1,424,898			3,805,457
Intrinsic Value		—	(2)		—			—	(2)		—			—	(2)		—			—	(2)		—
Large Cap Disciplined Growth		406,207			—			—			—			—			—			406,207			—
Mid Cap Growth		—			—			—			—			—			—			—			—
Multi-Cap Opportunities		30,769			29,440			—			37,033			—			—			30,769			66,473
Partners		16,039,409			10,379,749			—			31,218,246			—			—			16,039,409			41,597,995
Real Estate		1,678,446			1,572,919			—			—			459,930			477,253			2,138,376			2,050,172
Regency		593,129			10,898			—			4,426,635			—			—			593,129			4,437,533
Select Equities		1,374,065			56,266			—			—			—			—			1,374,065			56,266
Small Cap Growth		—			—			—			—			—			—			—			—
Socially Responsive		3,545,308			4,262,072			—			12,873,755			—			—			3,545,308			17,135,827

(1)  Period from October 8, 2008 (Commencement of Operations) to August 31, 2009.

(2)  Period from May 10, 2010 (Commencement of Operations) to August 31, 2010.

 164

As of August 31, 2010, the components of distributable earnings (accumulated losses) on a U.S. federal income tax basis were as follows:

	Undistributed Ordinary Income		Undistributed Long-Term Gain		Unrealized Appreciation (Depreciation)			Loss Carryforwards and Deferrals			Total
Climate Change	$	5,731	$	—	$	(93,105	)	$	(1,512,559	)	$	(1,599,933	)
Emerging Markets Equity		177,139		400,816		1,692,769			—			2,270,724
Equity Income		8,157,823		297,760		4,037,443			—			12,493,026
Focus		3,144,850		—		(20,704,372	)		(90,729,914	)		(108,289,436	)
Genesis		—		—		2,180,036,137			(496,338,822	)		1,683,697,315
Guardian		3,828,795		—		68,394,124			(123,635,590	)		(51,412,671	)
International		—		—		24,457,601			(224,115,510	)		(199,657,909	)
International Institutional		—		—		9,169,795			(171,841,091	)		(162,671,296	)
International Large Cap		242,932		—		4,767,346			(68,740,335	)		(63,730,057	)
Intrinsic Value		773,173		1,042,976		4,769,258			—			6,585,407
Large Cap Disciplined Growth(1)		1,010,516		—		(5,343,281	)		(8,885,272	)		(13,218,037	)
Mid Cap Growth		—		—		82,471,725			(124,820,931	)		(42,349,206	)
Multi-Cap Opportunities		256,641		—		(3,995,428	)		(819,457	)		(4,558,244	)
Partners		2,200,239		—		202,245,169			(570,742,741	)		(366,297,333	)
Real Estate		—		—		22,329,854			(16,295,675	)		6,034,179
Regency		47,075		—		(3,629,563	)		(25,125,122	)		(28,707,610	)
Select Equities		628,178		969,911		(1,278,655	)		—			319,434
Small Cap Growth		—		—		8,207,303			(112,888,881	)		(104,681,578	)
Socially Responsive		2,492,115		—		60,817,228			(174,295,554	)		(110,986,211	)

The differences between book basis and tax basis distributable earnings are primarily due to: wash sales, partnership and Trust basis adjustments, common stock basis adjustments, capital loss carryforwards, post October loss deferrals, REIT basis adjustments, organization expenses, passive foreign investment companies, contingent payment debt instrument basis adjustments, premium amortization accruals, forward contracts mark to market, non-taxable dividend adjustments and convertible preferred stock basis adjustments.

To the extent each Fund's net realized capital gains, if any, can be offset by capital loss carryforwards, it is the policy of each Fund not to distribute such gains. Under current tax law, the use of a fund's capital loss carryforwards to offset future gains may be limited. As determined at August 31, 2010, the following Funds had unused capital loss carryforwards available for federal income tax purposes to offset net realized capital gains, if any, as follows:

	Expiring in:
	2011		2012		2013		2014		2015		2016		2017		2018
Climate Change	$	—	$	—	$	—	$	—	$	—	$	206,442	$	488,619	$	817,498
Focus		—		—		—		—		—		—		35,105,393		55,624,521
Genesis		—		—		—		—		—		—		56,608,624		439,714,347
Guardian		—		—		—		—		—		—		58,796,523		64,839,067
International		—		—		—		—		—		—		109,492,631		114,220,767
International Institutional		—		—		—		—		—		—		93,661,292		78,127,348
International Large Cap		—		—		—		—		—		—		32,589,988		36,150,347

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	Expiring in:
	2011		2012		2013		2014		2015		2016		2017		2018
Large Cap Disciplined Growth(1)	$	906,685	$	—	$	—	$	—	$	317,954	$	1,325,771	$	3,672,386	$	—
Mid Cap Growth		102,695,626		—		—		—		—		—		21,093,068		1,032,237
Multi-Cap Opportunities		—		—		—		—		—		—		413,299		366,768
Partners		—		—		—		—		—		—		81,556,791		448,449,921
Real Estate		—		—		—		—		—		1,844,454		10,477,841		3,973,380
Regency		—		—		—		—		—		—		3,350,748		21,774,374
Small Cap Growth		33,014,006		—		—		—		—		25,763,569		32,917,417		21,193,889
Socially Responsive		—		—		—		—		—		—		65,700,906		92,723,680

(1) The capital loss carryforwards shown above for Large Cap Disciplined Growth (formerly, Century) include $1,643,725 expiring in 2015 and 2016, which were acquired on April 9, 2009 in the merger with Neuberger Berman Large Cap Disciplined Growth Fund. The use of the losses expiring in 2011 to offset future gains may be limited. Large Cap Disciplined Growth lost capital loss carryforwards of $30,961,476 due to the merger.   During the year ended August 31, 2010, Equity Income, Large Cap Disciplined Growth and Select Equities utilized capital loss carryforwards of $1,390,528, $769,913 and $811,269, respectively. During the year ended August 31, 2010, Mid Cap Growth and Small Cap Growth had capital loss carryforwards expire during the year of $155,307,949 and $70,414,892, respectively.   Under current tax law, certain net capital, net foreign currency losses and net passive foreign investment company mark to market losses realized after October 31 within the taxable year may be deferred and treated as occurring on the first day of the following tax year. For the year ended August 31, 2010, the Funds elected to defer the following:

	Post October Capital Loss Deferral		Post October Currency Loss Deferral
Genesis	$	—	$	15,851
International		—		402,112
International Institutional		—		52,451
Large Cap Disciplined Growth		2,662,476		—
Multi-Cap Opportunities		39,390		—
Partners		40,736,029		—
Socially Responsive		15,870,968		—

6

Foreign taxes: Foreign taxes withheld represent amounts withheld by foreign tax authorities, net of refunds recoverable.

7

Distributions to shareholders: Each Fund may earn income, net of expenses, daily on its investments. Distributions from net investment income and net realized capital gains, if any, generally are distributed once a year (usually in December) and are recorded on the ex-date. However, Equity Income and Real Estate generally distribute substantially all of their net investment income, if any, at the end of each calendar quarter. It is the policy of each of Equity Income, Real Estate and Regency to pass through to its shareholders substantially all REIT distributions and other income it receives, less operating expenses. The distributions received from REITs held by Equity Income, Real Estate and Regency are generally comprised of income, capital gains, and return of REIT capital, but the REITs do not report this information to Equity Income, Real Estate and Regency until the following calendar year. At August 31, 2010, Equity Income, Real Estate and Regency estimated these amounts within the financial statements since the information is not available from the REITs until after each Fund's fiscal year-end. For

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	the year ended August 31, 2010, the character of distributions paid to shareholders for Equity Income, Real Estate and Regency disclosed within the Statements of Changes in Net Assets is based on estimates made at that time. All estimates are based upon REIT information sources available to Equity Income, Real Estate and Regency together with actual IRS Forms 1099DIV received to date. Based on past experience it is probable that a portion of each Fund's distributions during the current fiscal year will be considered tax return of capital but the actual amount of the tax return of capital, if any, is not determinable until after Equity Income's, Real Estate's and Regency's fiscal year-end. After calendar year-end, when Equity Income, Real Estate and Regency learn the nature of the distributions paid by REITs during that year, distributions previously identified as income are often recharacterized as return of capital and/or capital gain. After all applicable REITs have informed Equity Income, Real Estate and Regency of the actual breakdown of distributions paid to Equity Income, Real Estate and Regency during its fiscal year, estimates previously recorded are adjusted on the books of Equity Income, Real Estate and Regency to reflect actual results. As a result, the composition of Equity Income's, Real Estate's and Regency's distributions as reported herein may differ from the final composition determined after calendar year-end and reported to Equity Income, Real Estate and Regency shareholders on IRS Form 1099DIV.
8	Organization expenses: Costs incurred by Intrinsic Value in connection with its organization, which amounted to $196,407, have been expensed as incurred.
9	Expense allocation: Certain expenses are applicable to multiple funds. Expenses directly attributable to a Fund are charged to that Fund. Expenses of the Trust that are not directly attributable to a particular series of the Trust (e.g., a Fund) are allocated among the series of the Trust, on the basis of relative net assets, except where a more appropriate allocation of expenses to each of the series can otherwise be made fairly. Expenses borne by the complex of related investment companies, which includes open-end and closed-end investment companies for which Management serves as investment manager, that are not directly attributable to a particular investment company in the complex (e.g., the Trust) or series thereof are allocated among the investment companies in the complex or s eries thereof, on the basis of relative net assets, except where a more appropriate allocation of expenses to each of the investment companies in the complex or series thereof can otherwise be made fairly. Each Fund's expenses (other than those specific to each class) are allocated proportionally each day between the classes based upon the relative net assets of each class.
10	Security lending: A third party, eSecLending, has assisted Focus, Guardian, International, International Institutional, International Large Cap, Mid Cap Growth, Partners, Real Estate, Regency, Small Cap Growth and Socially Responsive in conducting a bidding process to try to identify a principal that would pay a guaranteed amount to each Fund in consideration of that Fund entering into an exclusive securities lending arrangement. During the fiscal year, eSecLending served as exclusive lending agent for each of these Funds. As a result of a bidding process on October 1, 2009, no principal had an exclusive securities lending arrangement with any Fund; as such, no Fund was guaranteed any particular level of inc ome during the fiscal year. As of August 27, 2010, the Funds no longer participate in a security lending program. Under the securities lending arrangements, each Fund received cash collateral at the beginning of each transaction equal to at least 102% of the prior day's market value of the loaned securities (105% in the case of international securities). Each Fund invested all the cash collateral in Neuberger Berman Securities Lending Quality Fund, LLC ("Quality Fund"), a fund managed by Neuberger Berman Fixed Income LLC ("NBFI"), an affiliate of Management, and sub-advised by Dwight Asset Management Company LLC. Quality Fund was not a money market fund registered under the 1940 Act and did not operate in accordance with all requirements of Rule 2a-7 under the 1940 Act. Each Fund has redeemed all of its investments in Quality Fund, if any, as of August 27, 2010. Net income from the applicable lending program represents any amounts received from a principal, plus income earned on the cash collateral invested in Quality Fund or in other investments, if applicable, less cash collateral fees and other expenses associated with the loans. For the fiscal year ended August 31, 2010, the approximate amount of net income received under the securities lending arrangements, which is reflected in the Statements of Operations under the caption

 167

"Income from securities loaned—net"; and the amount of interest income that was earned from Quality Fund are as follows:

	Net Income Received under the Securities Lending Arrangements		Interest Income Earned from the Quality Fund
Focus	$	40,758	$	9,594
Guardian		7,041		715
International		234,706		39,652
International Institutional		122,811		19,646
International Large Cap		85,026		10,299
Mid Cap Growth		178,516		36,247
Partners		278,992		138,884
Real Estate		7,123		3,360
Regency		7,391		2,555
Small Cap Growth		74,605		14,094
Socially Responsive		32,669		4,095

11	Repurchase agreements: Each Fund may enter into repurchase agreements with institutions that Management has determined are creditworthy. Each repurchase agreement is recorded at cost. Each Fund requires that the securities purchased in a repurchase agreement be transferred to the custodian in a manner sufficient to enable the Fund to assert a perfected security interest in those securities in the event of a default under the repurchase agreement. Each Fund monitors, on a daily basis, the value of the securities transferred to ensure that their value, including accrued interest, is greater than amounts owed to the Fund under each such repurchase agreement.
12	Redemption of fund shares: Each class of Emerging Markets Equity, International, International Institutional, and International Large Cap charges a redemption fee of 2%, and each class of Real Estate charges a redemption fee of 1%, on shares redeemed or exchanged for shares of another fund within 60 days or less of the purchase date. All redemption fees are paid to and recorded by each Fund as paid-in capital. For the year ended August 31, 2010, Emerging Markets Equity, International, International Institutional, International Large Cap, and Real Estate received $1,564, $11,825, $1,717, $1,202 and $27,618, respectively, in redemption fees.
13	Investments in foreign securities: Investing in foreign securities may involve certain sovereign and other risks, in addition to the credit and market risks normally associated with domestic securities. These additional risks include the possibility of adverse political and economic developments (including political instability, nationalization, expropriation, or confiscatory taxation) and the potentially adverse effects of unavailability of public information regarding issuers, less governmental supervision and regulation of financial markets, reduced liquidity of certain financial markets, and the lack of uniform accounting, auditing, and financial reporting standards or the application of standards that a re different or less stringent than those applied in the United States. Foreign securities also may experience greater price volatility, higher rates of inflation, and delays in settlement.
14	Derivative instruments: During the year ended August 31, 2010, the Funds' use of derivatives was limited to written option transactions. The Funds have adopted ASC 815 "Derivatives and Hedging" ("ASC 815"). The disclosure requirements of ASC 815 distinguish between derivatives that qualify for hedge accounting and those that do not. Because investment companies value their derivatives at fair value and recognize changes in fair value through the Statement of Operations, they do not qualify for hedge accounting. Accordingly, even though a Fund's investments in derivatives may represent economic hedges, they are considered non-hedge transactions for purposes of this disclosure. Options: Each Fund may write covered call options, and certain Funds may write put options.

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Premiums received by a Fund upon writing a covered call option or a put option are recorded in the liability section of each Fund's Statement of Assets and Liabilities and are subsequently adjusted to the current market value. When an option is exercised, closed, or expired, the Fund realizes a gain or loss and the liability is eliminated.

For written call options, a Fund bears the risk of a decline in the price of the underlying security during the period, although any potential loss during the period would be reduced by the amount of the option premium received. For written put options, a Fund bears the risk of an increase in the price of the underlying security during the period, although if a put option a Fund has written expires unexercised, the Fund would realize a gain in the amount of the premium received. All securities covering outstanding options are held in escrow by the custodian bank.

Written option transactions were used to generate incremental cash for Equity Income for the year ended August 31, 2010. Written option transactions for Equity Income for the year ended August 31, 2010 were:

	Put Options						Call Options
	Number			Value When Written			Number			Value When Written
Contracts outstanding 8/31/2009		40,000		$	47,000			183,000		$	224,000
Contracts written		74,000			120,000			432,800			508,000
Contracts expired		(25,000	)		(115,000	)		(20,400	)		(275,000	)
Contracts exercised		—			—			(59,000	)		(79,000	)
Contracts closed		(89,000	)		(52,000	)		(475,800	)		(301,000	)
Contracts outstanding 8/31/2010		—		$	—			60,600		$	77,000

At August 31, 2010, Equity Income had the following derivatives (which did not qualify for hedge accounting under ASC 815), grouped by primary risk exposure:

Liability Derivatives

	Equity Contracts Risk
Option Contracts Written(1)	$	64,000
Total Value	$	64,000

(1) Reflected in the Statements of Assets and Liabilities under the caption "Options contracts written, at value".   The impact of the use of these derivative instruments on the Statement of Operations during the year ended August 31, 2010 was as follows:

Realized Gain (Loss)(1)

	Equity Contracts Risk
Option Contracts Written	$	469,000
Total Realized Gain (Loss)	$	469,000

Change in Appreciation (Depreciation)(2)

	Equity Contracts Risk
Option Contracts Written	$	7,000
Total Change in Appreciation (Depreciation)	$	7,000

(1)	Reflected in the Statements of Operations under the caption "Net realized gain (loss) on Options written".
(2)	Reflected in the Statements of Operations under the caption "Change in net unrealized appreciation (depreciation) in value of Options written". For the year ended August 31, 2010, Equity Income had an average market value of $65,000 on written options.

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	While the Funds may receive rights and warrants in connection with their investments in securities, these rights and warrants are not considered "derivative instruments" under ASC 815. Management has concluded that the Funds, except Equity Income, did not hold any derivative instruments during the year ended August 31, 2010 that require additional disclosures pursuant to ASC 815.
15	Indemnifications: Like many other companies, the Trust's organizational documents provide that its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, both in some of its principal service contracts and in the normal course of its business, the Trust enters into contracts that provide indemnifications to other parties for certain types of losses or liabilities. The Trust's maximum exposure under these arrangements is unknown as this could involve future claims against the Trust.
16	Other: All net investment income and realized and unrealized capital gains and losses of each Fund are allocated, on the basis of relative net assets, pro rata among its respective classes.

Note B—Management Fees, Administration Fees, Distribution Arrangements, and Other Transactions with Affiliates:

Each Fund retains Management as its investment manager under a Management Agreement. For such investment management services, each Fund pays Management a fee according to the following table:

Investment Management Fee as a Percentage of Average Daily Net Assets:

	First $250 million			Next $250 million			Next $250 million			Next $250 million			Next $500 million			Next $500 million			Next $500 million			Next $1.5 billion			Thereafter
For Climate Change, Genesis, Intrinsic Value, and Small Cap Growth:
		0.85	%		0.80	%		0.75	%		0.70	%		0.65	%		0.65	%		0.65	%		0.65	%		0.65	%
For Emerging Markets Equity:
		1.00	%		0.975	%		0.95	%		0.925	%		0.90	%		0.875	%		0.875	%		0.875	%		0.85	%
For Real Estate:
		0.80	%		0.80	%		0.80	%		0.80	%		0.80	%		0.80	%		0.80	%		0.80	%		0.80	%
For International and International Institutional:
		0.85	%		0.825	%		0.80	%		0.775	%		0.75	%		0.725	%		0.725	%		0.70	%		0.70	%
For Equity Income, Focus, Guardian, International Large Cap, Large Cap Disciplined Growth, Mid Cap Growth, Multi-Cap Opportunities (prior to December 14, 2009), Partners, Regency(1), Select Equities, and Socially Responsive:
		0.55	%		0.525	%		0.50	%		0.475	%		0.45	%		0.425	%		0.425	%		0.425	%		0.40	%
For Multi-Cap Opportunities (effective December 14, 2009):
		0.60	%		0.575	%		0.55	%		0.525	%		0.50	%		0.475	%		0.475	%		0.475	%		0.45	%

(1) Management has voluntarily agreed to waive its management fee in the amount of 0.05% of the average daily net assets of Regency effective March 8, 2010. Management may, at its sole discretion, modify or terminate this voluntary waiver without notice to the Fund. For the year ended August 31, 2010, such waived fees amounted to $36,804 for Regency.   Each Fund retains Management as its administrator under an Administration Agreement. Each Fund pays Management an administration fee at the annual rate of 0.06% of its average daily net assets under this Agreement. In addition, each Fund's Investor Class, Class A, Class C and Class R3 pays Management an administration fee at the annual rate of 0.20% of its average daily net assets, each Fund's Trust Class and Advisor Class pays Management an administration fee at the annual rate of 0.34% of its average daily net assets, and each Fund's Institutional Class pays Management an administration fee at the annual ra te of 0.09% of its average daily net assets. Additionally,

 170

Management retains State Street Bank and Trust Company ("State Street") as its sub-administrator under a Sub-Administration Agreement. Management pays State Street a fee for all services received under the agreement.

For the Trust Class of Focus, Guardian, International Large Cap, Partners, Real Estate, Regency, Small Cap Growth and Socially Responsive (and for Multi-Cap Opportunities prior to December 21, 2009), the Advisor Class of each Fund, and Class A, Class C and Class R3 of each Fund, Management acts as agent in arranging for the sale of class shares without commission and bears advertising and promotion expenses. The Board has adopted distribution plans (each a "Plan", collectively, the "Plans") with respect to these classes, pursuant to Rule 12b-1 under the 1940 Act. The Plans provide that, as compensation for admin istrative and other services provided to these classes, Management's activities and expenses related to the sale and distribution of these classes of shares, and ongoing services provided to investors in these classes, Management receives from each of these classes a fee at the annual rate of 0.10% of such Trust Class's, 0.25% of such Advisor Class's, 0.25% of such Class A's, 1.00% of such Class C's and 0.50% of such Class R3's average daily net assets. Management receives this amount to provide distribution and shareholder servicing for those classes and pays a portion of it to institutions that provide such services. Those institutions may use the payments for, among other purposes, compensating employees engaged in sales and/or shareholder servicing. The amount of fees paid by each class during any year could have been more or less than the cost of distribution and other services provided to that class. FINRA rules limit the amount of annual distribution fees that may be paid by a mutual fund and impose a ceiling on the cumulative distribution fees paid. The Trust's Plans comply with those rules.

Management has contractually agreed to forgo current payment of fees and/or reimburse certain expenses of the Investor Class of each of International, Large Cap Disciplined Growth, Regency and Small Cap Growth and the Trust Class, Advisor Class, Institutional Class, Class A, Class C and Class R3 of each Fund that offers those classes so that the total annual operating expenses of those classes do not exceed the expense limitations as detailed in the following table. These undertakings apply to a Fund's direct expenses and do not cover interest, taxes, brokerage commissions, acquired fund fees and expenses, an d extraordinary expenses, if any; consequently, net expenses may exceed the contractual expense limitations. Each Fund has agreed that each of its respective classes will repay Management for fees and expenses forgone or reimbursed for that class provided that repayment does not cause the class' annual operating expenses to exceed its contractual expense limitation. The Institutional Class of each of Equity Income and Multi-Cap Opportunities has agreed to repay the fees and expenses forgone or reimbursed for that Fund's Trust Class prior to June 9, 2008 and December 21, 2009, respectively, provided that the repayment does not cause the class' annual operating expenses to exceed its contractual expense limitation. Any such repayment must be made within three years after the year in which Management incurred the expense. During the year ended August 31, 2010, the Advisor Class of Focus, the Advisor Class of Mid Cap Growth and the Institutional Class of Partners reimbursed Management $2,550, $1,205 and $10,118, respectively, under its contractual expense limitation agreement. At August 31, 2010, contingent liabilities to Management under the agreement were as follows:

					Expenses Deferred In Fiscal Period Ending, August 31,
					2008			2009			2010
					Subject to Repayment until August 31,
Class	Contractual Expense Limitation(1)			Expiration	2011			2012			2013
Climate Change Fund Institutional Class		0.95	%	8/31/13	$	179,923	(6)	$	120,170		$	102,442
Climate Change Fund Class A		1.20	%	8/31/13		75,053	(6)		102,914			124,717
Climate Change Fund Class C		1.95	%	8/31/13		8,633	(6)		11,617			21,817
Emerging Markets Equity Fund Institutional Class		1.25	%	8/31/13		—			371,874	(9)		337,197
Emerging Markets Equity Fund Class A		1.50	%	8/31/13		—			56,747	(9)		191,189
Emerging Markets Equity Fund Class C		2.25	%	8/31/13		—			19,340	(9)		11,530
Emerging Markets Equity Fund Class R3		1.91	%	8/31/13		—			—			2,284	(19)

 171

					Expenses Deferred In Fiscal Period Ending, August 31,
					2008			2009			2010
					Subject to Repayment until August 31,
Class	Contractual Expense Limitation(1)			Expiration	2011			2012			2013
Equity Income Fund Institutional Class		0.80	%	8/31/13	$	155,052	(15)	$	18,095		$	105,290
Equity Income Fund Class A		1.16	%	8/31/13		108,121	(8)		307,047			177,324
Equity Income Fund Class C		1.91	%	8/31/13		4,441	(8)		16,896			39,060
Equity Income Fund Class R3		1.41	%	8/31/13		—			—			2,040	(19)
Focus Fund Trust Class		1.50	%	8/31/13		—			—			—
Focus Fund Advisor Class		1.50	%	8/31/20		—			—			—
Focus Fund Institutional Class		0.75	%	8/31/13		—			—			2,035	(19)
Focus Fund Class A		1.11	%	8/31/13		—			—			2,035	(19)
Focus Fund Class C		1.86	%	8/31/13		—			—			2,036	(19)
Genesis Fund Trust Class		1.50	%	8/31/13		—			—			—
Genesis Fund Advisor Class		1.50	%	8/31/20		—			—			—
Genesis Fund Institutional Class		0.85	%	8/31/20		—			510,447			783,406
Guardian Fund Trust Class		1.50	%	8/31/13		—			—			—
Guardian Fund Advisor Class		1.50	%	8/31/20		18,491			20,599			6,275
Guardian Fund Institutional Class		0.75	%	8/31/13		—			603	(11)		1,361
Guardian Fund Class A		1.11	%	8/31/13		—			633	(11)		2,942
Guardian Fund Class C		1.86	%	8/31/13		—			603	(11)		1,149
Guardian Fund Class R3		1.36	%	8/31/13		—			603	(11)		1,052
International Fund Investor Class		1.40	%	8/31/13		—			—			16,392
International Fund Trust Class		2.00	%	8/31/20		—			—			—
International Institutional Fund Institutional Class		0.85	%(2)	8/31/20		1,304,181			892,834			827,327
International Large Cap Fund Trust Class		1.25	%	8/31/13		51,118			118,494			84,392
International Large Cap Fund Institutional Class		0.90	%	8/31/13		63,922			259,193			181,331
International Large Cap Fund Class A		1.30	%(2)	8/31/13		1,930	(3)		15,881			15,818
International Large Cap Fund Class C		2.00	%	8/31/13		1,475	(3)		3,157			2,975
International Large Cap Fund Class R3		1.51	%	8/31/13		—			642	(11)		1,177
Intrinsic Value Fund Institutional Class		1.00	%	8/31/13		—			—			331,673	(18)
Intrinsic Value Fund Class A		1.36	%	8/31/13		—			—			2,249	(18)
Intrinsic Value Fund Class C		2.11	%	8/31/13		—			—			225	(18)
Large Cap Disciplined Growth Fund Investor Class		1.11	%(12)	8/31/15		114,962			110,752			14,102
Large Cap Disciplined Growth Fund Institutional Class		0.75	%	8/31/13		—			40,802	(10)		236,837
Large Cap Disciplined Growth Fund Class A		1.11	%	8/31/13		—			120,878	(10)		79,451
Large Cap Disciplined Growth Fund Class C		1.86	%	8/31/13		—			57,300	(10)		46,889
Large Cap Disciplined Growth Fund Class R3		1.36	%	8/31/13		—			679	(11)		1,123
Mid Cap Growth Fund Trust Class		1.50	%	8/31/13		—			—			—
Mid Cap Growth Fund Advisor Class		1.50	%	8/31/20		21,479			12,953			—
Mid Cap Growth Fund Institutional Class		0.75	%	8/31/13		5,692			87,923			127,686
Mid Cap Growth Fund Class A		1.11	%	8/31/13		—			625	(11)		6,744

 

 172

					Expenses Deferred In Fiscal Period Ending, August 31,
					2008			2009			2010
					Subject to Repayment until August 31,
Class	Contractual Expense Limitation(1)			Expiration	2011			2012			2013
Mid Cap Growth Fund Class C		1.86	%	8/31/13	$	—		$	613	(11)	$	1,365
Mid Cap Growth Fund Class R3		1.36	%	8/31/13		—			613	(11)		1,110
Multi-Cap Opportunities Fund Institutional Class		1.00	%(14)	8/31/13		94,587			146,100			218,745	(16)
Multi-Cap Opportunities Fund Class A		1.36	%	8/31/13		—			—			3,135	(13)
Multi-Cap Opportunities Fund Class C		2.11	%	8/31/13		—			—			1,973	(13)
Partners Fund Trust Class		1.50	%	8/31/13		—			—			—
Partners Fund Advisor Class		1.50	%	8/31/20		—			—			—
Partners Fund Institutional Class		0.70	%	8/31/13		—			—			—
Partners Fund Class A		1.11	%	8/31/13		—			—			2,027	(19)
Partners Fund Class C		1.86	%	8/31/13		—			—			2,027	(19)
Partners Fund Class R3		1.36	%	8/31/13		—			—			2,029	(19)
Real Estate Fund Trust Class		1.50	%(2)	8/31/20		202,213			221,579			222,429
Real Estate Fund Institutional Class		0.85	%	8/31/20		1,565	(7)		21,094			79,150
Real Estate Fund Class A		1.21	%	8/31/13		—			—			2,145	(19)
Real Estate Fund Class C		1.96	%	8/31/13		—			—			2,098	(19)
Real Estate Fund Class R3		1.46	%	8/31/13		—			—			2,066	(19)
Regency Fund Investor Class		1.50	%	8/31/20		—			—			—
Regency Fund Trust Class		1.25	%	8/31/20		64,085			110,510			80,831
Regency Fund Institutional Class		0.85	%	8/31/13		—			—			576	(17)
Regency Fund Class A		1.21	%	8/31/13		—			—			2,050	(19)
Regency Fund Class C		1.96	%	8/31/13		—			—			2,052	(19)
Regency Fund Class R3		1.46	%	8/31/13		—			—			2,055	(19)
Select Equities Fund Institutional Class		0.75	%	8/31/13		204,528	(3)		37,421			61,415
Select Equities Fund Class A		1.20	%	8/31/13		36,737	(3)		191,995			176,836
Select Equities Fund Class C		1.95	%	8/31/13		10,276	(3)		28,856			43,830
Small Cap Growth Fund Investor Class		1.30	%(2)	8/31/20		167,399			307,973			282,612
Small Cap Growth Fund Trust Class		1.40	%(2)	8/31/20		61,978			89,143			99,170
Small Cap Growth Fund Advisor Class		1.60	%	8/31/20		36,185			39,339			34,476
Small Cap Growth Fund Institutional Class		0.90	%	8/31/13		3,615	(5)		38,496			184,678
Small Cap Growth Fund Class A		1.26	%	8/31/13		—			702	(11)		2,900
Small Cap Growth Fund Class C		2.01	%	8/31/13		—			685	(11)		1,618
Small Cap Growth Fund Class R3		1.51	%	8/31/13		—			678	(11)		1,636
Socially Responsive Fund Trust Class		1.50	%	8/31/13		—			—			—
Socially Responsive Fund Institutional Class		0.75	%	8/31/13		8,868	(4)		18,282			20,190
Socially Responsive Fund Class A		1.11	%	8/31/13		—			628	(11)		5,979
Socially Responsive Fund Class C		1.86	%	8/31/13		—			603	(11)		2,285
Socially Responsive Fund Class R3		1.36	%	8/31/13		—			601	(11)		1,161

 173

(1)	Expense limitation per annum of the respective class' average daily net assets.
(2)	In addition, Management has voluntarily undertaken to forgo current payment of fees and/or reimburse the Institutional Class of International Institutional, Class A of International Large Cap, the Trust Class of Real Estate, the Investor Class of Small Cap Growth and the Trust Class of Small Cap Growth, so that their Operating Expenses are limited to 0.80%, 1.24%, 0.99%, 1.15% and 1.37%, respectively, per annum of their average daily net assets. For the year ended August 31, 2010, voluntary reimbursements for the Institutional Class of International Institutional, Class A of International Large Cap, the Trust Class of Real Estate, the Investor Class of Small Cap Growth and the Trust Class of Small Cap Growth, amounted to $106,754, $4,445, $448,671, $478,711 and $ 13,740, respectively. This undertaking, which is terminable by Management upon notice to International Institutional, International Large Cap, Real Estate and Small Cap Growth, is in addition to the contractual undertaking as stated above.
(3)	Period from December 20, 2007 (Commencement of Operations) to August 31, 2008.
(4)	Period from November 28, 2007 (Commencement of Operations) to August 31, 2008.
(5)	Period from April 1, 2008 (Commencement of Operations) to August 31, 2008.
(6)	Period from May 1, 2008 (Commencement of Operations) to August 31, 2008.
(7)	Period from June 4, 2008 (Commencement of Operations) to August 31, 2008.
(8)	Period from June 9, 2008 (Commencement of Operations) to August 31, 2008.
(9)	Period from October 8, 2008 (Commencement of Operations) to August 31, 2009.
(10)	Period from April 6, 2009 (Commencement of Operations) to August 31, 2009.
(11)	Period from May 27, 2009 (Commencement of Operations) to August 31, 2009.
(12)	Expense limitation was 1.50% until April 13, 2009.
(13)	Period from December 21, 2009 (Commencement of Operations) to August 31, 2010.
(14)	From December 14, 2009 to December 20, 2009, the contractual expense limitation was 1.25% for Trust Class. In addition, Management voluntarily limited Operating Expenses of Trust Class to 1.00% per annum of average daily net assets for the same period. For the year ended August 31, 2010, the voluntary reimbursement amounted to $86.
(15)	On June 9, 2008, Equity Income's Trust Class was converted into the Fund's Institutional Class. The financial information of the Fund's Institutional Class includes the financial information of Trust Class shares.
(16)	On December 21, 2009, Multi-Cap Opportunities' Trust Class was converted into the Fund's Institutional Class. The financial information of the Fund's Institutional Class includes the financial information of Trust Class shares.
(17)	Period from March 8, 2010 (Commencement of Operations) to August 31, 2010.
(18)	Period from May 10, 2010 (Commencement of Operations) to August 31, 2010.
(19)	Period from June 21, 2010 (Commencement of Operations) to August 31, 2010. Neuberger Berman LLC ("Neuberger") is retained by Management to furnish it with investment recommendations and research information without added cost to the Funds. Several individuals who are officers and/or Trustees of the Trust are also employees of Neuberger and/or Management. On May 4, 2009, NBSH Acquisition, LLC ("NBSH"), an entity organized by key members of Neuberger Berman's senior management, acquired a majority interest in Neuberger Berman's business and the fixed income and certain alternative asset management businesses of Lehman Brothers Holdings Inc.'s ("LBHI") Investment Management Division (together with Neuberger Berman, the "Acquired Businesses") (the "Acquisition"). Prior to that date, the predecessor of Management and Neuberger were wholly owned subsidiaries of LBHI. On September 15, 2008, LBHI filed a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code, and on December 22, 2008, the

 174

bankruptcy court having jurisdiction over the LBHI matter approved the sale of the Acquired Businesses to NBSH (or its successor or assign), as the successful bidder in a public auction.

The Acquired Businesses are now indirectly owned by, among others, portfolio managers, Neuberger Berman's management team, and certain key members and senior professionals who are employed in various parts of the Neuberger Berman complex of companies, with a minority interest retained by LBHI and certain affiliates of LBHI. The closing of the Acquisition resulted in an "assignment" of the Funds' Management Agreement and Sub-Advisory Agreement. Such an assignment, by law, automatically terminated those agreements. Accordingly, prior t o the closing, the Board, including the Trustees who are not "interested persons" of the Funds' investment manager and its affiliates or the Funds, considered and approved a new Management Agreement and a new Sub-Advisory Agreement for the Funds. The new agreements, which are virtually identical to those previously in effect, were also approved by a vote of the Funds' shareholders.

These events have not had a material impact on the Funds or their operations. Management and Neuberger continue to operate in the ordinary course of business as the investment manager and sub-adviser, respectively, of the Funds.

Each class of shares has a distribution agreement with Management. Class A shares of each Fund are generally sold with an initial sales charge of up to 5.75% and no contingent deferred sales charge, except that a charge of 1.00% will apply to certain redemptions made within 18 months following purchases of $1 million or more without an initial sales charge. Class C shares are sold with no initial sales charge and a 1.00% contingent deferred sales charge ("CDSC") if shares are sold within one year after purchase.

For the year ended August 31, 2009, Emerging Markets Equity and Socially Responsive each recorded capital contributions from Management in the amounts of $1,418 and $422, respectively. These amounts were paid in connection with losses outside each Fund's direct control incurred in the execution of a trade.

For the year ended August 31, 2010, Management, acting as underwriter and broker-dealer, received net commissions from the sale of Class A and Class C shares and CDSCs from the redemptions of Class A and Class C shares as follows:

	Underwriter Net Commissions		CDSC		Broker-Dealer Net Commissions		CDSC
Climate Change Fund Class A	$	2,065	$	—	$	—	$	—
Climate Change Fund Class C		—		79		—		—
Emerging Markets Equity Fund Class A		2,395		—		—		—
Emerging Markets Equity Fund Class C		—		315		—		—
Equity Income Fund Class A		78,930		—		—		—
Equity Income Fund Class C		—		11,607		—		—
Focus Fund Class A		—		—		—		—
Focus Fund Class C		—		—		—		—
Guardian Fund Class A		1,356		—		—		—
Guardian Fund Class C		—		628		—		—
International Large Cap Fund Class A		1,470		180		—		—
International Large Cap Fund Class C		—		128		—		—
Intrinsic Value Fund Class A		—		—		—		—
Intrinsic Value Fund Class C		—		—		—		—
Large Cap Disciplined Growth Fund Class A		19,960		—		—		—
Large Cap Disciplined Growth Fund Class C		—		10,559		—		—
Mid Cap Growth Fund Class A		825		—		—		—
Mid Cap Growth Fund Class C		—		636		—		—

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	Underwriter Net Commissions		CDSC		Broker-Dealer Net Commissions		CDSC
Multi-Cap Opportunities Fund Class A	$	—	$	—	$	—	$	—
Multi-Cap Opportunities Fund Class C		—		—		—		—
Partners Fund Class A		—		—		—		—
Partners Fund Class C		—		—		—		—
Real Estate Fund Class A		766		—		—		—
Real Estate Fund Class C		—		—		—		—
Regency Fund Class A		—		—		—		—
Regency Fund Class C		—		—		—		—
Select Equities Fund Class A		14,374		—		—		—
Select Equities Fund Class C		—		4,621		—		—
Small Cap Growth Fund Class A		231		—		—		—
Small Cap Growth Fund Class C		—		40		—		—
Socially Responsive Fund Class A		11,844		—		—		—
Socially Responsive Fund Class C		—		1,219		—		—

Each Fund has an expense offset arrangement in connection with its custodian contract. For the year ended August 31, 2010, the impact of this arrangement was a reduction of expenses of $2, $7, $224, $26, $327, $25, $16, $13, $1, $4, $18, $2, $7, $151, $7, $24, $11, $16 and $64 for Climate Change, Emerging Markets Equity, Equity Income, Focus, Genesis, Guardian, International, International Institutional, International Large Cap, Intrinsic Value, Large Cap Di sciplined Growth, Mid Cap Growth, Multi-Cap Opportunities, Partners, Real Estate, Regency, Select Equities, Small Cap Growth, and Socially Responsive, respectively.

Note C—Securities Transactions:

During the year ended August 31, 2010, there were purchase and sale transactions (excluding short-term securities and option contracts) as follows:

(000's omitted)	Purchases		Sales		(000's omitted)	Purchases		Sales
Climate Change	$	6,312	$	6,964	Large Cap Disciplined Growth	$	587,731	$	286,479
Emerging Markets Equity		14,745		7,715	Mid Cap Growth		318,179		388,119
Equity Income		267,834		42,917	Multi-Cap Opportunities		59,796		13,368
Focus		496,302		541,577	Partners		1,061,159		1,379,180
Genesis		1,399,348		1,961,439	Real Estate		127,029		70,282
Guardian		348,567		416,715	Regency		116,487		55,727
International		224,729		315,475	Select Equities		91,122		73,615
International Institutional		103,472		167,481	Small Cap Growth		533,362		552,604
International Large Cap		120,566		52,559	Socially Responsive		439,296		429,316
Intrinsic Value		90,979		16,680

During the year ended August 31, 2010, no brokerage commissions on securities transactions were paid to affiliated brokers.

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Note D—Fund Share Transactions:

Share activity for the years ended August 31, 2010 and August 31, 2009 was as follows:

	For the Year Ended August 31, 2010										For the Year Ended August 31, 2009
(000's omitted)	Shares Sold		Shares Issued on Reinvestment of Dividends and Distributions and Conversions		Shares Redeemed			Total			Shares Sold		Shares Issued on Reinvestment of Dividends and Distributions and Conversions/ Acquisitions		Shares Redeemed			Total
Climate Change:
Institutional Class		63		1		(242	)		(178	)		—		10		—			10
Class A		133		—		(99	)		34			139		8		(141	)		6
Class C		65		—		(18	)		47			20		1		(1	)		20
Emerging Markets Equity:
Institutional Class		275		21		(11	)		285			280		8		—			288	(1)
Class A		314		9		(101	)		222			141		—		(11	)		130	(1)
Class C		8		1		(15	)		(6	)		21		—		(5	)		16	(1)
Class R3(11)		2		—		—			2			—		—		—			—
Equity Income:
Institutional Class		9,207		69		(1,371	)		7,905			2,171		8		(537	)		1,642
Class A		14,455		209		(1,926	)		12,738			4,424		82		(1,777	)		2,729
Class C		4,115		14		(205	)		3,924			488		2		(112	)		378
Class R3(11)		3		—		—			3			—		—		—			—
Focus:
Investor Class		397		214		(3,411	)		(2,800	)		516		4,798		(4,831	)		483
Trust Class		278		14		(637	)		(345	)		516		372		(1,213	)		(325	)
Advisor Class		150		11		(421	)		(260	)		179		207		(491	)		(105	)
Institutional Class(11)		2		—		—			2			—		—		—			—
Class A(11)		2		—		—			2			—		—		—			—
Class C(11)		3		—		—			3			—		—		—			—
Genesis:
Investor Class		13,475		—		(13,108	)		367			14,600		3,788		(19,983	)		(1,595	)
Trust Class		13,829		—		(25,904	)		(12,075	)		22,236		5,511		(30,734	)		(2,987	)
Advisor Class		6,994		—		(6,531	)		463			6,679		1,116		(8,651	)		(856	)
Institutional Class		26,505		—		(26,384	)		121			21,974		5,954		(29,770	)		(1,842	)
Guardian:
Investor Class		2,335		364		(8,655	)		(5,956	)		4,085		10,268		(11,403	)		2,950
Trust Class		1,920		43		(1,660	)		303			1,529		1,140		(2,509	)		160
Advisor Class		8		—		(15	)		(7	)		22		7		(32	)		(3	)
Institutional Class		376		—		(26	)		350			5		—		—			5	(3)
Class A		599		1		(280	)		320			58		—		—			58	(3)
Class C		36		—		(6	)		30			5		—		—			5	(3)
Class R3		—		—		—			—			5		—		—			5	(3)
International:
Investor Class		514		162		(4,164	)		(3,488	)		1,634		516		(9,747	)		(7,597	)
Trust Class		1,147		125		(4,551	)		(3,279	)		2,448		445		(10,990	)		(8,097	)

 177

	For the Year Ended August 31, 2010											For the Year Ended August 31, 2009
(000's omitted)	Shares Sold		Shares Issued on Reinvestment of Dividends and Distributions and Conversions			Shares Redeemed			Total			Shares Sold		Shares Issued on Reinvestment of Dividends and Distributions and Conversions/ Acquisitions			Shares Redeemed			Total
International Institutional:
Institutional Class		2,424		388			(11,797	)		(8.985	)		6,536		1,685			(20,306	)		(12,085	)
International Large Cap:
Trust Class		546		38			(895	)		(311	)		1,543		131			(3,123	)		(1,449	)
Institutional Class		7,475		118			(563	)		7,030			478		361			(3,577	)		(2,738	)
Class A		829		8			(225	)		612			306		8			(20	)		294
Class C		149		—			(15	)		134			39		—			—			39
Class R3		—		—			—			—			7		—			—			7	(3)
Intrinsic Value:
Institutional Class(10)		313		9,297			(1,012	)		8,598			—		—			—			—
Class A(10)		72		—			(5	)		67			—		—			—			—
Class C(10)		5		—			—			5			—		—			—			—
Large Cap Disciplined Growth:
Investor Class		490		1			(594	)		(103	)		884		40	(4)		(592	)		332
Institutional Class		59,000		29			(6,979	)		52,050			3,604		606	(5)		(351	)		3,859	(2)
Class A		6,177		—			(11,372	)		(5,195	)		5,234		5,829	(4)(5)		(521	)		10,542	(2)
Class C		2,139		—			(1,374	)		765			1,377		3,092	(5)		(176	)		4,293	(2)
Class R3		—		—			—			—			9		—			—			9	(3)
Mid Cap Growth:
Investor Class		847		—			(4,497	)		(3,650	)		2,627		—			(6,426	)		(3,799	)
Trust Class		823		—			(572	)		251			1,431		—			(791	)		640
Advisor Class		152		—			(332	)		(180	)		493		—			(117	)		376
Institutional Class		15,725		—			(21,102	)		(5,377	)		16,738		—			(2,515	)		14,223
Class A		1,161		—			(110	)		1,051			11		—			—			11	(3)
Class C		17		—			(5	)		12			5		—			—			5	(3)
Class R3		—		—			—			—			5		—			—			5	(3)
Multi-Cap Opportunities:
Trust Class		—		(211	)(6)		(182	)		(393	)		—		10			(123	)		(113	)
Institutional Class		6,158		215	(6)		(499	)		5,874	(7)		—		—			—			—
Class A		60		—			(23	)		37	(8)		—		—			—			—
Class C		8		—			—			8	(8)		—		—			—			—
Partners:
Investor Class		5,735		321			(13,771	)		(7,715	)		7,189		1,509			(22,895	)		(14,197	)
Trust Class		5,401		211			(10,556	)		(4,944	)		7,840		873			(16,496	)		(7,783	)
Advisor Class		4,494		157			(7,578	)		(2,927	)		9,828		604			(13,107	)		(2,675	)
Institutional Class		1,718		50			(2,456	)		(688	)		4,445		161			(2,989	)		1,617
Class A(11)		2		—			—			2			—		—			—			—
Class C(11)		2		—			—			2			—		—			—			—
Class R3(11)		2		—			—			2			—		—			—			—

 178

	For the Year Ended August 31, 2010										For the Year Ended August 31, 2009
(000's omitted)	Shares Sold		Shares Issued on Reinvestment of Dividends and Distributions and Conversions		Shares Redeemed			Total			Shares Sold		Shares Issued on Reinvestment of Dividends and Distributions and Conversions/ Acquisitions		Shares Redeemed			Total
Real Estate:
Trust Class		8,592		198		(4,549	)		4,241			6,708		317		(3,859	)		3,166
Institutional Class		1,996		5		(227	)		1,774			382		1		(115	)		268
Class A(11)		53		—		—			53			—		—		—			—
Class C(11)		13		—		—			13			—		—		—			—
Class R3(11)		3		—		—			3			—		—		—			—
Regency:
Investor Class		2,177		26		(1,599	)		604			1,039		313		(2,662	)		(1,310	)
Trust Class		7,539		23		(2,802	)		4,760			1,927		243		(3,425	)		(1,255	)
Institutional Class(9)		79		—		(22	)		57			—		—		—			—
Class A(11)		3		—		—			3			—		—		—			—
Class C(11)		3		—		—			3			—		—		—			—
Class R3(11)		3		—		—			3			—		—		—			—
Select Equities:
Institutional Class		2,067		22		(678	)		1,411			828		—		(271	)		557
Class A		3,672		79		(3,697	)		54			5,673		4		(1,448	)		4,229
Class C		767		15		(216	)		566			883		1		(33	)		851
Small Cap Growth:
Investor Class		4,760		—		(10,205	)		(5,445	)		6,629		—		(9,065	)		(2,436	)
Trust Class		493		—		(1,455	)		(962	)		1,985		—		(1,695	)		290
Advisor Class		376		—		(615	)		(239	)		842		—		(658	)		184
Institutional Class		6,230		—		(788	)		5,442			420		—		(93	)		327
Class A		41		—		(15	)		26			6		—		—			6	(3)
Class C		6		—		—			6			7		—		—			7	(3)
Class R3		—		—		—			—			6		—		—			6	(3)
Socially Responsive:
Investor Class		3,415		85		(7,056	)		(3,556	)		7,280		655		(8,878	)		(943	)
Trust Class		5,954		85		(4,734	)		1,305			7,075		500		(5,031	)		2,544
Institutional Class		4,654		19		(713	)		3,960			1,742		78		(609	)		1,211
Class A		870		1		(72	)		799			90		—		(5	)		85	(3)
Class C		244		—		(13	)		231			7		—		—			7	(3)
Class R3		12		—		—			12			4		—		—			4	(3)

(1)	Period from October 8, 2008 (Commencement of Operations) to August 31, 2009.
(2)	Period from April 6, 2009 (Commencement of Operations) to August 31, 2009.
(3)	Period from May 27, 2009 (Commencement of Operations) to August 31, 2009.
(4)	Approximately 40,000 Investor Class shares were issued in connection with conversion of approximately 40,000 Class A shares (see Note H).
(5)	Approximately 606,000 of Institutional Class shares, 5,869,000 of Class A shares, and 3,092,000 of Class C shares were issued in connection with the acquisition of Large Cap Disciplined Growth Fund for approximately 488,000

 179

	of Acquired Fund's Institutional Class shares, 4,752,000 of Acquired Fund's Class A shares, and 2,524,000 of Acquired Fund's Class C shares (see Note H).
(6)	Approximately 215,000 Institutional Class shares were issued in connection with conversion of approximately 215,000 Trust Class shares (see Note H).
(7)	On December 21, 2009, Multi-Cap Opportunities' Trust Class was converted into the Fund's Institutional Class.
(8)	Period from December 21, 2009 (Commencement of Operations) to August 31, 2010.
(9)	Period from March 8, 2010 (Commencement of Operations) to August 31, 2010.
(10)	Period from May 10, 2010 (Commencement of Operations) to August 31, 2010.
(11)	Period from June 21, 2010 (Commencement of Operations) to August 31, 2010.

Note E—Lines of Credit:

At August 31, 2010, each Fund (except Intrinsic Value and Multi-Cap Opportunities) was a participant in a single committed, unsecured $150,000,000 line of credit with State Street, to be used only for temporary or emergency purposes. As of September 17, 2010, the line of credit was increased to $200,000,000 and Intrinsic Value and Multi-Cap Opportunities became participants in the line of credit. Other investment companies managed by Management also participate in this line of credit on the same terms. Interest is charged on borrowings under this line of credit at the higher of (a) the Federal Funds Rate plus 1.25% per annum or (b) the Overnight LIBOR Rate plus 1.25% per annum. Prior to September 18, 2009, interest was charged on borrowings under this line of credit at the Federal Funds Rate plus 0.50% per annum. A facility fee of 0.15% (prior to September 18, 2009, 0.09% and as of September 17, 2010, 0.125%) per annum of the available line of credit is charged, of which each participating Fund has agreed to pay its pro rata share, based on the ratio of its individual net assets to the net assets of all participants at the time the fee is due and payable. The fee is paid quarterly in arrears. Because several mutual funds participate, there is no assurance that an individual Fund will have access to all or any part of the $150,000,000 (as of September 17, 2010, $200,000,000) at any particular time. There were no loans outstanding pursuant to this line of credit at August 31, 2010. During the year ended August 31, 2010, none of the Funds utilized this line of credit.

At August 31, 2010, International, International Institutional and International Large Cap were participants in a single uncommitted, secured $100,000,000 line of credit with State Street to be used only for temporary or emergency purposes or for leverage. Another investment company managed by Management also participates in this line of credit on the same terms. Interest is charged at LIBOR, or the overnight Federal Funds Rate, plus a spread to be determined at the time of borrowing. Because several mutual funds participate, there is no assurance that a Fund will have access to all or any part of the $100,000,000 at any particular time. International, International Institutional and International Large Cap had no loans outstanding pursuant to this line of credit at August 31, 2010. During the year ended August 31, 2010, International, International Institutional, and International Large Cap did not utilize this line of credit.

Note F—Investments In Affiliates*:

	Balance of Shares Held August 31, 2009		Gross Purchases and Additions		Gross Sales and Reductions		Balance of Shares Held August 31, 2010		Value August 31, 2010		Income from Investments in Affiliated Issuers Included in Total Income
Focus
Neuberger Berman Securities Lending Quality Fund, LLC***		46,141,223		42,310,597		88,451,820		—		$—		$9,594

 180

	Balance of Shares Held August 31, 2009		Gross Purchases and Additions		Gross Sales and Reductions		Balance of Shares Held August 31, 2010		Value August 31, 2010		Income from Investments in Affiliated Issuers Included in Total Income
Genesis
Alberto-Culver Co.**		5,742,450		—		821,500		4,920,950		$152,795,498		$1,755,354
Alliant Techsystems**		1,746,962		—		277,500		1,469,462		96,837,546		—
American Medical Systems Holdings		7,874,765		—		994,300	��	6,880,465		125,362,072		—
AmSurg Corp.		1,930,734		—		98,400		1,832,334		30,545,008		—
AptarGroup Inc.		6,555,400		—		89,800		6,465,600		269,292,240		4,113,738
Arena Resources**		3,283,628		—		3,283,628		—		—		—
Astec Industries		1,949,622		128,700		741,300		1,337,022		34,361,465		—
Blackbaud, Inc.		4,369,503		—		247,400		4,122,103		85,822,184		1,845,446
Boston Beer		1,019,019		—		—		1,019,019		66,959,738		—
Bucyrus International**		4,385,700		39,900		2,878,900		1,546,700		88,919,783		325,890
CARBO Ceramics		2,217,200		—		50,000		2,167,200		164,122,056		1,640,728
Carrizo Oil & Gas**		1,681,227		—		1,678,770		2,457		51,499		—
Chart Industries**		2,188,928		—		1,642,316		546,612		8,702,063		—
Church & Dwight		4,050,055		—		179,200		3,870,855		237,012,452		2,344,438
CLARCOR Inc.		5,421,622		—		343,100		5,078,522		170,841,480		2,111,566
Compass Minerals International		3,802,000		—		—		3,802,000		272,793,500		5,798,050
Dionex Corp.		2,041,532		—		—		2,041,532		148,011,070		—
Exponent, Inc.		1,164,735		—		—		1,164,735		35,920,427		—
Forward Air		2,043,600		—		304,900		1,738,700		41,415,834		515,774
Haemonetics Corp.		2,660,600		30,000		—		2,690,600		140,126,448		—
Harleysville Group		435,980		1,010,239		—		1,446,219		46,105,462		1,099,061
Healthcare Services Group		3,606,154		290,700		—		3,896,854		80,937,658		3,243,363
Hibbett Sports		1,864,063		52,700		—		1,916,763		44,430,566		—
ICON PLC		3,798,400		25,000		—		3,823,400		84,114,800		—
J & J Snack Foods		1,270,946		—		25,000		1,245,946		47,034,462		525,735
Landauer, Inc.		542,800		312,145		—		854,945		48,047,909		1,509,968
Layne Christensen		2,240,321		—		455,200		1,785,121		44,395,959		—
Lindsay Corp.		1,342,250		—		87,700		1,254,550		46,255,259		427,185
Lufkin Industries		—		1,613,320		—		1,613,320		62,370,951		536,595
Major Drilling Group International		—		1,917,900		—		1,917,900		41,870,634		239,146
ManTech International		2,426,100		—		—		2,426,100		85,859,679		—
Matthews International		3,518,900		—		1,125,210		2,393,690		75,377,298		867,580
MICROS Systems		5,249,242		—		717,500		4,531,742		172,659,370		—
MWI Veterinary Supply		1,168,629		—		26,900		1,141,729		60,625,810		—
NATCO Group**		1,974,328		—		1,974,328		—		—		—
Nordson Corp.**		2,405,430		—		892,126		1,513,304		97,108,718		1,603,788

 181

	Balance of Shares Held August 31, 2009		Gross Purchases and Additions		Gross Sales and Reductions		Balance of Shares Held August 31, 2010		Value August 31, 2010		Income from Investments in Affiliated Issuers Included in Total Income
Oceaneering International		1,237,700		1,618,912		—		2,856,612		$142,859,166		$—
PetMed Express		—		2,502,838		—		2,502,838		38,668,847		729,491
Raven Industries		1,872,976		—		—		1,872,976		63,138,021		1,123,786
Ritchie Bros. Auctioneers**		5,338,160		—		1,186,850		4,151,310		75,678,381		1,991,146
Robbins & Myers**		1,787,500		—		1,666,618		120,882		2,860,068		257,838
Rofin-Sinar Technologies**		3,423,150		—		3,115,216		307,934		6,281,854		—
RLI Corp.		984,407		215,500		—		1,199,907		62,947,121		1,168,419
Ruddick Corp.		3,956,002		548,900		—		4,504,902		145,823,678		1,968,792
Sirona Dental Systems**		2,805,726		64,300		277,600		2,592,426		81,713,268		—
Solera Holdings		4,480,005		310,748		—		4,790,753		190,097,079		1,184,957
Surmodics, Inc.		2,032,430		—		682,775		1,349,655		16,236,350		—
Titan International**		2,200,047		—		2,200,047		—		—		8,555
Wabtec Corp.		3,002,100		21,600		131,500		2,892,200		123,005,266		119,814
Westamerica Bancorp		2,121,843		—		—		2,121,843		107,535,003		3,034,235
Zebra Technologies**		3,874,247		—		1,186,877		2,687,370		76,912,529		—
Total										$4,340,843,529		$42,090,438
Guardian
Neuberger Berman Securities Lending Quality Fund, LLC***		3,129,168		18,916,394		22,045,562		—		$—		$715
International
Neuberger Berman Securities Lending Quality Fund, LLC***		15,429,775		224,254,950		239,684,725		—		$—		$39,652
International Institutional
Neuberger Berman Securities Lending Quality Fund, LLC***		4,502,766		117,039,794		121,542,560		—		$—		$19,646
International Large Cap
Neuberger Berman Securities Lending Quality Fund, LLC***		2,310,165		70,558,152		72,868,317		—		$—		$10,299
Mid Cap Growth
Neuberger Berman Securities Lending Quality Fund, LLC***		68,669,144		171,016,335		239,685,479		—		$—		$36,247
Partners
Neuberger Berman Securities Lending Quality Fund, LLC***		120,980,475		591,251,126		712,231,601		—		$—		$138,884

 182

	Balance of Shares Held August 31, 2009		Gross Purchases and Additions		Gross Sales and Reductions		Balance of Shares Held August 31, 2010		Value August 31, 2010		Income from Investments in Affiliated Issuers Included in Total Income
Real Estate
Neuberger Berman Securities Lending Quality Fund, LLC***		9,144,630		32,613,436		41,758,066		—		$—		$3,360
Regency
Neuberger Berman Securities Lending Quality Fund, LLC***		3,651,833		17,932,479		21,584,312		—		$—		$2,555
Small Cap Growth
Neuberger Berman Securities Lending Quality Fund, LLC***		31,671,128		88,646,987		120,318,115		—		$—		$14,094
Socially Responsive
Neuberger Berman Securities Lending Quality Fund, LLC***		4,289,134		66,822,625		71,111,759		—		$—		$4,095

*	Affiliated issuers, as defined in the 1940 Act, as amended.
**	At August 31, 2010, the issuers of these securities were no longer affiliated with the Fund.
***	Quality Fund, a fund that was managed by NBFI, an affiliate of Management, was used to invest cash the Funds received as collateral for securities loaned as approved by the Board. Because all shares of Quality Fund were held by funds in the related investment management complex, Quality Fund may have been considered an affiliate of the Funds.

Note G—Subsequent Events:

In October 2010, the Board approved a plan of liquidation for Climate Change. Management expects the liquidation to occur on or about November 30, 2010. Management has determined that there are no other subsequent events that would need to be disclosed in the Funds' financial statements.

Note H—Reorganization and Share Class Conversions:

On April 9, 2009, Neuberger Berman Century Fund ("Acquiring Fund") acquired all of the net assets of Neuberger Berman Large Cap Disciplined Growth Fund ("Acquired Fund") and changed its name to Neuberger Berman Large Cap Disciplined Growth Fund pursuant to a Plan of Reorganization and Dissolution approved by the Board. The reorganization was accomplished by a tax-free exchange of 5,869,273 shares of Class A of Acquiring Fund (valued at $31,234,312) for 4,752,086 shares of Class A of Acquired Fund outstanding on April 9, 2009, 3,091,731 shares of Class C of Acquiring Fund (valued at $16,455,988) for 2,524,011 shares of Class C of Acquired Fund outstanding on April 9, 2009, and 606,318 sha res of Institutional Class of Acquiring Fund (valued at $3,226,698) for 488,494 shares of Institutional Class of Acquired Fund outstanding on April 9, 2009. Acquired Fund's aggregate net assets at that date ($50,916,998, including $864,207 of net unrealized appreciation) were combined with those of Acquiring Fund. The combined net assets of Acquiring Fund immediately after the reorganization were $61,540,126. In

 183

addition, immediately after the reorganization, Class A shares of Acquiring Fund held by Grandfathered Investors (as defined below) were converted into Investor Class shares of Acquiring Fund pursuant to a share class conversion ("Investor Class Conversion"). The Investor Class Conversion was accomplished by a tax-free conversion of 40,012 Class A shares of Acquiring Fund (valued at $212,934) into 39,996 Investor Class shares of Acquiring Fund. The number of Investor Class shares of Acquiring Fund outstanding immediately after the Investor Class Conversion was 1,847,397. The net assets of Investor Class shares o f Acquiring Fund immediately after the Investor Class Conversion were $9,835,309. "Grandfathered Investors" are investors who established accounts in Investor Class or Trust Class shares of a Neuberger Berman Fund prior to March 1, 2008, and who have continuously maintained an account in Investor or Trust Class shares since that date.

On December 21, 2009, Trust Class shares of Multi-Cap Opportunities converted into Institutional Class shares of Multi-Cap Opportunities pursuant to a share class conversion ("Conversion"). The Conversion was accomplished by a tax-free conversion of 214,699 Trust Class shares of Multi-Cap Opportunities (valued at $1,799,703) into 214,699 Institutional Class shares of Multi-Cap Opportunities. The number of Institutional Class shares of Multi-Cap Opportunities outstanding immediately after the Conversion was 214,699. The net assets of Institutional Class shares of Multi-Cap Opportunities immediately after the C onversion were $1,799,703.

On May 7, 2010 DJC Small Cap Value Fund L.P., an unregistered limited partnership ("DJG Fund") transferred its assets to Intrinsic Value in exchange for Institutional Class shares of Intrinsic Value. The transfer was accomplished by a tax-free exchange of 9,296,816 shares of the Institutional Class of Intrinsic Value (valued at $92,968,164) for the partners capital of DJG Fund on May 7, 2010. DJG Fund's aggregate net assets on May 7, 2010 ($92,968,164, including $11,595,910 of net unrealized appreciation) were combined with those of Intrinsic Value. The net assets of Intrinsic Value immediately after the tran sfer of assets were $92,968,164. The number of Institutional Class shares of Intrinsic Value outstanding immediately after the transfer was 9,296,816 shares.

 184

Financial Highlights

The following tables include selected data for a share outstanding throughout each period and other performance information derived from the Financial Statements.

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@			Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Capital Gains			Tax Return of Capital		Total Distributions
Climate Change Fund
Institutional Class
8/31/2010	$	6.29	$	0.02		$	(0.03	)	$	(0.01	)	$	(0.02	)	$	—		$	—	$	(0.02	)
8/31/2009	$	8.93	$	0.05		$	(2.47	)	$	(2.42	)	$	(0.22	)	$	—		$	—	$	(0.22	)
Period from 5/1/2008^ to 8/31/2008	$	10.00	$	0.06		$	(1.13	)	$	(1.07	)	$	—		$	—		$	—	$	—
Class A
8/31/2010	$	6.27	$	0.03		$	(0.04	)	$	(0.01	)	$	(0.01	)	$	—		$	—	$	(0.01	)
8/31/2009	$	8.93	$	0.03		$	(2.47	)	$	(2.44	)	$	(0.22	)	$	—		$	—	$	(0.22	)
Period from 5/1/2008^ to 8/31/2008	$	10.00	$	0.05		$	(1.12	)	$	(1.07	)	$	—		$	—		$	—	$	—
Class C
8/31/2010	$	6.21	$	(0.02	)	$	(0.04	)	$	(0.06	)	$	—		$	—		$	—	$	—
8/31/2009	$	8.90	$	(0.01	)	$	(2.46	)	$	(2.47	)	$	(0.22	)	$	—		$	—	$	(0.22	)
Period from 5/1/2008^ to 8/31/2008	$	10.00	$	0.02		$	(1.12	)	$	(1.10	)	$	—		$	—		$	—	$	—
Emerging Markets Equity Fund
Institutional Class
8/31/2010	$	14.05	$	0.11		$	2.51		$	2.62		$	(0.06	)	$	(1.00	)	$	—	$	(1.06	)
Period from 10/8/2008^ to 8/31/2009	$	10.00	$	0.15		$	4.16		$	4.31		$	(0.26	)	$	—		$	—	$	(0.26	)
Class A
8/31/2010	$	14.02	$	0.09		$	2.50		$	2.59		$	(0.04	)	$	(1.00	)	$	—	$	(1.04	)
Period from 10/8/2008^ to 8/31/2009	$	10.00	$	0.15		$	4.13		$	4.28		$	(0.26	)	$	—		$	—	$	(0.26	)
Class C
8/31/2010	$	13.96	$	(0.10	)	$	2.55		$	2.45		$	—		$	(1.00	)	$	—	$	(1.00	)
Period from 10/8/2008^ to 8/31/2009	$	10.00	$	0.08		$	4.12		$	4.20		$	(0.24	)	$	—		$	—	$	(0.24	)
Class R3
Period from 6/21/2010^ to 8/31/2010	$	15.10	$	(0.00	)	$	0.32		$	0.32		$	—		$	—		$	—	$	—

See Notes to Financial Highlights  185

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
Climate Change Fund
Institutional Class
8/31/2010	$	—	$	6.26		(.17	%)	$	0.4		.96	%		.96	%‡		.28	%		223	%
8/31/2009	$	—	$	6.29		(26.55	%)	$	1.5		.97	%		.97	%‡		.85	%		374	%
Period from 5/1/2008^ to 8/31/2008	$	—	$	8.93		(10.70	%)**	$	2.1		.95	%*		.95	%‡*		1.72	%*		71	%**
Class A
8/31/2010	$	—	$	6.25		(.22	%)	$	1.5		1.21	%		1.21	%‡		.40	%		223	%
8/31/2009	$	—	$	6.27		(26.77	%)	$	1.3		1.22	%		1.22	%‡		.58	%		374	%
Period from 5/1/2008^ to 8/31/2008	$	—	$	8.93		(10.70	%)**	$	1.8		1.20	%*		1.20	%‡*		1.42	%*		71	%**
Class C
8/31/2010	$	—	$	6.15		(.97	%)	$	0.5		1.96	%		1.96	%‡		(.31	%)		223	%
8/31/2009	$	—	$	6.21		(27.22	%)	$	0.2		1.97	%		1.97	%‡		(.12	%)		374	%
Period from 5/1/2008^ to 8/31/2008	$	—	$	8.90		(11.00	%)**	$	0.1		1.95	%*		1.95	%‡*		.72	%*		71	%**
Emerging Markets Equity Fund
Institutional Class
8/31/2010	$	0.00	$	15.61		18.76	%	$	9.0		1.26	%		1.26	%‡		.72	%		81	%
Period from 10/8/2008^ to 8/31/2009	$	0.00	$	14.05		44.66	%**	$	4.0		1.28	%*		1.28	%‡*		1.55	%*		84	%**
Class A
8/31/2010	$	0.00	$	15.57		18.58	%	$	5.5		1.51	%		1.51	%‡		.61	%		81	%
Period from 10/8/2008^ to 8/31/2009	$	0.00	$	14.02		44.38	%**	$	1.8		1.53	%*		1.53	%‡*		1.31	%*		84	%**
Class C
8/31/2010	$	0.00	$	15.41		17.62	%	$	0.2		2.26	%		2.26	%‡		(.63	%)		81	%
Period from 10/8/2008^ to 8/31/2009	$	0.00	$	13.96		43.42	%**	$	0.2		2.28	%*		2.28	%‡*		.77	%*		84	%**
Class R3
Period from 6/21/2010^ to 8/31/2010	$	0.00	$	15.42		2.12	%**	$	0.0		1.93	%*		1.93	%*		(.09	%)*		81	%Ø

 186

Financial Highlights (cont'd)

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@		Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Capital Gains			Tax Return of Capital		Total Distributions
Equity Income Fund
Institutional Class
8/31/2010	$	8.74	$	0.40	$	1.22		$	1.62		$	(0.34	)	$	—		$	—	$	(0.34	)
8/31/2009	$	10.72	$	0.34	$	(2.04	)	$	(1.70	)	$	(0.21	)	$	(0.07	)	$	—	$	(0.28	)
8/31/2008‡‡	$	10.52	$	0.31	$	0.40		$	0.71		$	(0.27	)	$	(0.24	)	$	—	$	(0.51	)
Period from 11/2/2006^ to 8/31/2007‡‡	$	10.00	$	0.25	$	0.52		$	0.77		$	(0.25	)	$	(0.00	)	$	—	$	(0.25	)
Class A
8/31/2010	$	8.72	$	0.36	$	1.22		$	1.58		$	(0.31	)	$	—		$	—	$	(0.31	)
8/31/2009	$	10.72	$	0.25	$	(1.99	)	$	(1.74	)	$	(0.19	)	$	(0.07	)	$	—	$	(0.26	)
Period from 6/9/2008^ to 8/31/2008	$	10.95	$	0.07	$	(0.24	)	$	(0.17	)	$	(0.06	)	$	—		$	—	$	(0.06	)
Class C
8/31/2010	$	8.70	$	0.31	$	1.20		$	1.51		$	(0.25	)	$	—		$	—	$	(0.25	)
8/31/2009	$	10.71	$	0.20	$	(2.00	)	$	(1.80	)	$	(0.14	)	$	(0.07	)	$	—	$	(0.21	)
Period from 6/9/2008^ to 8/31/2008	$	10.95	$	0.05	$	(0.24	)	$	(0.19	)	$	(0.05	)	$	—		$	—	$	(0.05	)
Class R3
Period from 6/21/2010^ to 8/31/2010	$	10.06	$	0.11	$	(0.12	)	$	(0.01	)	$	(0.06	)	$	—		$	—	$	(0.06	)
Focus Fund
Investor Class
8/31/2010	$	16.59	$	0.11	$	(0.50	)	$	(0.39	)	$	(0.13	)	$	—		$	—	$	(0.13	)
8/31/2009	$	24.78	$	0.14	$	(6.00	)	$	(5.86	)	$	(0.14	)	$	(2.19	)	$	—	$	(2.33	)
8/31/2008	$	32.79	$	0.15	$	(2.09	)	$	(1.94	)	$	(0.16	)	$	(5.91	)	$	—	$	(6.07	)
8/31/2007	$	34.30	$	0.15	$	3.33		$	3.48		$	(0.15	)	$	(4.84	)	$	—	$	(4.99	)
8/31/2006	$	37.21	$	0.13	$	2.24		$	2.37		$	(0.24	)	$	(5.04	)	$	—	$	(5.28	)
Trust Class
8/31/2010	$	12.14	$	0.05	$	(0.36	)	$	(0.31	)	$	(0.10	)	$	—		$	—	$	(0.10	)
8/31/2009	$	18.18	$	0.07	$	(4.40	)	$	(4.33	)	$	(0.10	)	$	(1.61	)	$	—	$	(1.71	)
8/31/2008	$	24.09	$	0.06	$	(1.54	)	$	(1.48	)	$	(0.09	)	$	(4.34	)	$	—	$	(4.43	)
8/31/2007	$	25.19	$	0.05	$	2.46		$	2.51		$	(0.04	)	$	(3.57	)	$	—	$	(3.61	)
8/31/2006	$	27.36	$	0.04	$	1.65		$	1.69		$	(0.16	)	$	(3.70	)	$	—	$	(3.86	)

See Notes to Financial Highlights  187

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
Equity Income Fund
Institutional Class
8/31/2010	$	—	$	10.02		18.81	%	$	100.9		.80	%		.80	%‡		4.09	%		29	%
8/31/2009	$	—	$	8.74		(15.54	%)	$	18.9		.80	%		.80	%‡		3.97	%		61	%
8/31/2008‡‡	$	—	$	10.72		7.01	%†††	$	5.6		.97	%		.96	%‡		2.94	%		48	%
Period from 11/2/2006^ to 8/31/2007‡‡	$	—	$	10.52		7.73	%**	$	5.4		1.00	%*		1.00	%‡*		2.81	%*		26	%**
Class A
8/31/2010	$	—	$	9.99		18.36	%	$	176.6		1.16	%		1.16	%‡		3.70	%		29	%
8/31/2009	$	—	$	8.72		(16.01	%)	$	43.0		1.16	%		1.16	%‡		3.15	%		61	%
Period from 6/9/2008^ to 8/31/2008	$	—	$	10.72		(1.57	%)**	$	23.6		1.17	%*		1.16	%‡*		2.72	%*		48	%Ø
Class C
8/31/2010	$	—	$	9.96		17.59	%	$	44.0		1.91	%		1.91	%‡		3.15	%		29	%
8/31/2009	$	—	$	8.70		(16.60	%)	$	4.3		1.91	%		1.91	%‡		2.46	%		61	%
Period from 6/9/2008^ to 8/31/2008	$	—	$	10.71		(1.72	%)**	$	1.2		1.92	%*		1.90	%‡*		2.22	%*		48	%Ø
Class R3
Period from 6/21/2010^ to 8/31/2010	$	—	$	9.99		(.04	%)**	$	0.0		1.41	%*		1.41	%*		5.53	%‡*		29	%Ø
Focus Fund
Investor Class
8/31/2010	$	—	$	16.07		(2.39	%)	$	478.8		.97	%		.97	%		.61	%		89	%
8/31/2009	$	—	$	16.59		(21.06	%)	$	540.9		.99	%		.99	%‡		.92	%		89	%
8/31/2008	$	—	$	24.78		(7.12	%)	$	795.6		.89	%		.88	%‡		.56	%		90	%
8/31/2007	$	—	$	32.79		10.71	%	$	1,018.6		.88	%		.87	%‡		.44	%		53	%
8/31/2006	$	—	$	34.30		7.00	%	$	1,093.1		.88	%		.87	%‡		.37	%		41	%
Trust Class
8/31/2010	$	—	$	11.73		(2.61	%)	$	18.9		1.19	%		1.19	%		.38	%		89	%
8/31/2009	$	—	$	12.14		(21.21	%)	$	23.7		1.24	%		1.24	%‡		.65	%		89	%
8/31/2008	$	—	$	18.18		(7.37	%)	$	41.5		1.11	%		1.10	%‡		.31	%		90	%
8/31/2007	$	—	$	24.09		10.49	%	$	72.3		1.08	%		1.07	%‡		.21	%		53	%
8/31/2006	$	—	$	25.19		6.81	%	$	112.8		1.06	%		1.06	%‡		.14	%		41	%

 188

Financial Highlights (cont'd)

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@			Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Capital Gains			Tax Return of Capital			Total Distributions
Advisor Class
8/31/2010	$	8.40	$	0.01		$	(0.24	)	$	(0.23	)	$	(0.09	)	$	—		$	—		$	(0.09	)
8/31/2009	$	12.64	$	0.03		$	(3.07	)	$	(3.04	)	$	(0.09	)	$	(1.11	)	$	—		$	(1.20	)
8/31/2008	$	16.80	$	0.02		$	(1.08	)	$	(1.06	)	$	(0.07	)	$	(3.03	)	$	—		$	(3.10	)
8/31/2007	$	17.57	$	0.00		$	1.71		$	1.71		$	—		$	(2.48	)	$	—		$	(2.48	)
8/31/2006	$	19.00	$	(0.00	)	$	1.15		$	1.15		$	—		$	(2.58	)	$	—		$	(2.58	)
Institutional Class
Period from 6/21/2010^ to 8/31/2010	$	17.77	$	0.06		$	(1.75	)	$	(1.69	)	$	—		$	—		$	—		$	—
Class A
Period from 6/21/2010^ to 8/31/2010	$	12.97	$	0.03		$	(1.27	)	$	(1.24	)	$	—		$	—		$	—		$	—
Class C
Period from 6/21/2010^ to 8/31/2010	$	8.94	$	0.01		$	(0.88	)	$	(0.87	)	$	—		$	—		$	—		$	—
Genesis Fund
Investor Class
8/31/2010	$	24.39	$	(0.03	)	$	2.08		$	2.05		$	—		$	—		$	—		$	—
8/31/2009	$	34.95	$	(0.01	)	$	(9.23	)	$	(9.24	)	$	—		$	(1.32	)	$	(0.00	)	$	(1.32	)
8/31/2008	$	37.55	$	(0.07	)	$	3.53		$	3.46		$	(0.16	)	$	(5.90	)	$	—		$	(6.06	)
8/31/2007	$	34.92	$	0.18	@@	$	5.58	@@	$	5.76		$	(0.46	)	$	(2.67	)	$	—		$	(3.13	)
8/31/2006	$	34.03	$	(0.05	)	$	1.71		$	1.66		$	—		$	(0.77	)	$	—		$	(0.77	)
Trust Class
8/31/2010	$	35.00	$	(0.07	)	$	2.99		$	2.92		$	—		$	—		$	—		$	—
8/31/2009	$	50.16	$	(0.03	)	$	(13.24	)	$	(13.27	)	$	—		$	(1.89	)	$	(0.00	)	$	(1.89	)
8/31/2008	$	53.69	$	(0.14	)	$	5.12		$	4.98		$	(0.08	)	$	(8.43	)	$	—		$	(8.51	)
8/31/2007	$	49.89	$	0.24	@@	$	7.96	@@	$	8.20		$	(0.60	)	$	(3.80	)	$	—		$	(4.40	)
8/31/2006	$	48.66	$	(0.11	)	$	2.44		$	2.33		$	—		$	(1.10	)	$	—		$	(1.10	)
Advisor Class
8/31/2010	$	20.35	$	(0.10	)	$	1.75		$	1.65		$	—		$	—		$	—		$	—
8/31/2009	$	29.25	$	(0.07	)	$	(7.73	)	$	(7.80	)	$	—		$	(1.10	)	$	(0.00	)	$	(1.10	)
8/31/2008	$	31.43	$	(0.16	)	$	2.98		$	2.82		$	(0.07	)	$	(4.93	)	$	—		$	(5.00	)
8/31/2007	$	29.10	$	0.06	@@	$	4.67	@@	$	4.73		$	(0.18	)	$	(2.22	)	$	—		$	(2.40	)
8/31/2006	$	28.46	$	(0.14	)	$	1.42		$	1.28		$	—		$	(0.64	)	$	—		$	(0.64	)

See Notes to Financial Highlights  189

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
Advisor Class
8/31/2010	$	—	$	8.08		(2.83	%)	$	7.7		1.42	%		1.42	%§		.15	%		89	%
8/31/2009	$	—	$	8.40		(21.45	%)	$	10.2		1.50	%		1.50	%‡		.40	%		89	%
8/31/2008	$	—	$	12.64		(7.55	%)	$	16.7		1.34	%		1.33	%‡		.12	%		90	%
8/31/2007	$	—	$	16.80		10.23	%	$	23.3		1.29	%		1.28	%‡		.02	%		53	%
8/31/2006	$	—	$	17.57		6.62	%	$	28.1		1.27	%		1.26	%‡		(.03	%)		41	%
Institutional Class
Period from 6/21/2010^ to 8/31/2010	$	—	$	16.08		(9.51	%)**	$	0.0		.75	%*		.75	%‡*		1.80	%*		89	%Ø
Class A
Period from 6/21/2010^ to 8/31/2010	$	—	$	11.73		(9.56	%)**	$	0.0		1.11	%*		1.11	%‡*		1.44	%*		89	%Ø
Class C
Period from 6/21/2010^ to 8/31/2010	$	—	$	8.07		(9.73	%)**	$	0.0		1.86	%*		1.86	%‡*		.69	%*		89	%Ø
Genesis Fund
Investor Class
8/31/2010	$	—	$	26.44		8.41	%	$	1,773.6		1.06	%		1.06	%		(.11	%)		16	%
8/31/2009	$	—	$	24.39		(25.72	%)	$	1,626.8		1.08	%		1.08	%‡		(.04	%)		12	%
8/31/2008	$	—	$	34.95		10.18	%	$	2,386.8		1.03	%		1.02	%‡		(.20	%)		18	%##
8/31/2007	$	—	$	37.55		17.51	%	$	1,997.2		1.03	%		1.02	%‡		.51	%@@		25	%
8/31/2006	$	—	$	34.92		4.89	%	$	1,901.1		1.02	%		1.02	%‡		(.15	%)		19	%
Trust Class
8/31/2010	$	—	$	37.92		8.34	%	$	3,057.6		1.12	%		1.12	%		(.17	%)		16	%
8/31/2009	$	—	$	35.00		(25.73	%)	$	3,244.1		1.12	%		1.12	%‡		(.09	%)		12	%
8/31/2008	$	—	$	50.16		10.22	%	$	4,799.6		1.09	%		1.09	%‡		(.27	%)		18	%##
8/31/2007	$	—	$	53.69		17.41	%	$	4,985.5		1.10	%		1.09	%‡		.48	%@@		25	%
8/31/2006	$	—	$	49.89		4.82	%	$	5,970.9		1.09	%		1.09	%‡		(.22	%)		19	%
Advisor Class
8/31/2010	$	—	$	22.00		8.11	%	$	440.2		1.38	%		1.38	%		(.42	%)		16	%
8/31/2009	$	—	$	20.35		(25.95	%)	$	397.9		1.38	%		1.38	%‡		(.34	%)		12	%
8/31/2008	$	—	$	29.25		9.89	%	$	596.8		1.35	%		1.34	%‡		(.53	%)		18	%##
8/31/2007	$	—	$	31.43		17.14	%	$	547.2		1.35	%		1.35	%‡		.20	%@@		25	%
8/31/2006	$	—	$	29.10		4.52	%	$	617.4		1.35	%		1.34	%‡		(.47	%)		19	%

 190

Financial Highlights (cont'd)

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@			Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Capital Gains			Tax Return of Capital			Total Distributions
Institutional Class
8/31/2010	$	33.64	$	0.04		$	2.88		$	2.92		$	—		$	—		$	—		$	—
8/31/2009	$	48.09	$	0.06		$	(12.70	)	$	(12.64	)	$	—		$	(1.81	)	$	(0.00	)	$	(1.81	)
8/31/2008	$	51.52	$	(0.01	)	$	4.90		$	4.89		$	(0.23	)	$	(8.09	)	$	—		$	(8.32	)
8/31/2007	$	47.95	$	0.32	@@	$	7.68	@@	$	8.00		$	(0.78	)	$	(3.65	)	$	—		$	(4.43	)
8/31/2006	$	46.66	$	0.01		$	2.34		$	2.35		$	—		$	(1.06	)	$	—		$	(1.06	)
Guardian Fund
Investor Class
8/31/2010	$	11.15	$	0.05		$	0.84		$	0.89		$	(0.06	)	$	—		$	—		$	(0.06	)
8/31/2009	$	16.58	$	0.07		$	(4.15	)	$	(4.08	)	$	(0.05	)	$	(1.30	)	$	—		$	(1.35	)
8/31/2008	$	19.89	$	0.11		$	(1.05	)	$	(0.94	)	$	(0.13	)	$	(2.24	)	$	—		$	(2.37	)
8/31/2007	$	18.64	$	0.14		$	2.49		$	2.63		$	(0.07	)	$	(1.31	)	$	—		$	(1.38	)
8/31/2006	$	17.52	$	0.08		$	1.16		$	1.24		$	(0.12	)	$	—		$	—		$	(0.12	)
Trust Class
8/31/2010	$	8.75	$	0.02		$	0.66		$	0.68		$	(0.05	)	$	—		$	—		$	(0.05	)
8/31/2009	$	13.02	$	0.04		$	(3.25	)	$	(3.21	)	$	(0.04	)	$	(1.02	)	$	—		$	(1.06	)
8/31/2008	$	15.64	$	0.06		$	(0.82	)	$	(0.76	)	$	(0.10	)	$	(1.76	)	$	—		$	(1.86	)
8/31/2007	$	14.66	$	0.07		$	1.98		$	2.05		$	(0.04	)	$	(1.03	)	$	—		$	(1.07	)
8/31/2006	$	13.79	$	0.04		$	0.91		$	0.95		$	(0.08	)	$	—		$	—		$	(0.08	)
Advisor Class
8/31/2010	$	9.87	$	(0.02	)	$	0.75		$	0.73		$	(0.01	)	$	—		$	—		$	(0.01	)
8/31/2009	$	14.65	$	0.01		$	(3.65	)	$	(3.64	)	$	(0.00	)	$	(1.14	)	$	—		$	(1.14	)
8/31/2008	$	17.55	$	(0.01	)	$	(0.92	)	$	(0.93	)	$	—		$	(1.97	)	$	—		$	(1.97	)
8/31/2007	$	16.48	$	0.01		$	2.22		$	2.23		$	—		$	(1.16	)	$	—		$	(1.16	)
8/31/2006	$	15.49	$	(0.02	)	$	1.01		$	0.99		$	—		$	—		$	—		$	—
Institutional Class
8/31/2010	$	11.16	$	0.08		$	0.84		$	0.92		$	(0.07	)	$	—		$	—		$	(0.07	)
Period from 5/27/2009^ to 8/31/2009	$	10.39	$	0.03		$	0.74		$	0.77		$	—		$	—		$	—		$	—
Class A
8/31/2010	$	8.75	$	0.02		$	0.66		$	0.68		$	(0.07	)	$	—		$	—		$	(0.07	)
Period from 5/27/2009^ to 8/31/2009	$	8.15	$	0.01		$	0.59		$	0.60		$	—		$	—		$	—		$	—

See Notes to Financial Highlights  185

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
Institutional Class
8/31/2010	$	—	$	36.56		8.68	%	$	3,571.8		.85	%		.85	%‡		.11	%		16	%
8/31/2009	$	—	$	33.64		(25.55	%)	$	3,283.0		.85	%		.85	%‡		.18	%		12	%
8/31/2008	$	—	$	48.09		10.48	%	$	4,781.4		.84	%		.84	%‡		(.03	%)		18	%##
8/31/2007	$	—	$	51.52		17.73	%	$	3,307.5		.85	%		.84	%‡		.65	%@@		25	%
8/31/2006	$	—	$	47.95		5.05	%	$	2,625.7		.85	%		.85	%‡§		.03	%		19	%
Guardian Fund
Investor Class
8/31/2010	$	—	$	11.98		7.99	%	$	869.2		.95	%		.95	%		.40	%		36	%
8/31/2009	$	—	$	11.15		(22.65	%)	$	875.5		.97	%		.97	%‡		.67	%		29	%
8/31/2008	$	—	$	16.58		(5.38	%)	$	1,252.9		.89	%		.88	%‡		.59	%		42	%
8/31/2007	$	—	$	19.89		14.48	%	$	1,441.6		.88	%		.87	%‡		.69	%		20	%
8/31/2006	$	—	$	18.64		7.09	%	$	1,417.0		.89	%		.88	%‡		.47	%		34	%
Trust Class
8/31/2010	$	—	$	9.38		7.75	%	$	79.0		1.12	%		1.12	%		.23	%		36	%
8/31/2009	$	—	$	8.75		(22.74	%)	$	71.0		1.14	%		1.14	%‡		.50	%		29	%
8/31/2008	$	—	$	13.02		(5.52	%)	$	103.6		1.07	%		1.06	%‡		.41	%		42	%
8/31/2007	$	—	$	15.64		14.30	%	$	122.7		1.05	%		1.05	%‡		.47	%		20	%
8/31/2006	$	—	$	14.66		6.90	%	$	160.5		1.05	%		1.04	%���		.31	%		34	%
Advisor Class
8/31/2010	$	—	$	10.59		7.38	%	$	0.5		1.50	%		1.50	%‡		(.16	%)		36	%
8/31/2009	$	—	$	9.87		(23.05	%)	$	0.5		1.50	%		1.50	%‡		.13	%		29	%
8/31/2008	$	—	$	14.65		(5.96	%)	$	0.9		1.50	%		1.50	%‡		(.04	%)		42	%
8/31/2007	$	—	$	17.55		13.82	%	$	1.1		1.50	%		1.50	%‡		.04	%		20	%
8/31/2006	$	—	$	16.48		6.39	%	$	1.3		1.50	%		1.49	%‡		(.12	%)		34	%
Institutional Class
8/31/2010	$	—	$	12.01		8.22	%	$	4.3		.75	%		.75	%‡		.65	%		36	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	11.16		7.41	%**	$	0.1		.75	%*		.75	%‡*		1.12	%*		29	%Ø
Class A
8/31/2010	$	—	$	9.36		7.72	%	$	3.5		1.11	%		1.11	%‡		.23	%		36	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	8.75		7.36	%**	$	0.5		1.11	%*		1.11	%‡*		.41	%*		29	%Ø

 192

Financial Highlights (cont'd)

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@			Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Capital Gains			Tax Return of Capital			Total Distributions
Class C
8/31/2010	$	9.86	$	(0.06	)	$	0.76		$	0.70		$	(0.05	)	$	—		$	—		$	(0.05	)
Period from 5/27/2009^ to 8/31/2009	$	9.21	$	0.00		$	0.65		$	0.65		$	—		$	—		$	—		$	—
Class R3
8/31/2010	$	9.88	$	(0.00	)	$	0.74		$	0.74		$	(0.05	)	$	—		$	—		$	(0.05	)
Period from 5/27/2009^ to 8/31/2009	$	9.21	$	0.01		$	0.66		$	0.67		$	—		$	—		$	—		$	—
International Fund
Investor Class
8/31/2010	$	13.58	$	0.13		$	0.99		$	1.12		$	(0.14	)	$	—		$	(0.05	)	$	(0.19	)
8/31/2009	$	17.64	$	0.16		$	(3.86	)	$	(3.70	)	$	(0.36	)	$	—		$	—		$	(0.36	)
8/31/2008	$	25.68	$	0.38		$	(4.26	)	$	(3.88	)	$	(0.80	)	$	(3.36	)	$	—		$	(4.16	)
8/31/2007	$	24.23	$	0.26		$	3.81		$	4.07		$	(0.29	)	$	(2.33	)	$	—		$	(2.62	)
8/31/2006	$	21.01	$	0.28		$	3.81		$	4.09		$	(0.13	)	$	(0.75	)	$	—		$	(0.88	)
Trust Class
8/31/2010	$	15.03	$	0.13		$	1.10		$	1.23		$	(0.13	)	$	—		$	(0.05	)	$	(0.18	)
8/31/2009	$	19.43	$	0.17		$	(4.24	)	$	(4.07	)	$	(0.33	)	$	—		$	—		$	(0.33	)
8/31/2008	$	28.18	$	0.39		$	(4.69	)	$	(4.30	)	$	(0.77	)	$	(3.68	)	$	—		$	(4.45	)
8/31/2007	$	26.52	$	0.27		$	4.16		$	4.43		$	(0.24	)	$	(2.53	)	$	—		$	(2.77	)
8/31/2006	$	22.93	$	0.31		$	4.16		$	4.47		$	(0.08	)	$	(0.81	)	$	—		$	(0.89	)
International Institutional Fund
Institutional Class
8/31/2010	$	7.53	$	0.12		$	0.56		$	0.68		$	(0.11	)	$	—		$	—		$	(0.11	)
8/31/2009	$	9.84	$	0.13		$	(2.17	)	$	(2.04	)	$	(0.27	)	$	—		$	—		$	(0.27	)
8/31/2008	$	14.44	$	0.28		$	(2.42	)	$	(2.14	)	$	(0.50	)	$	(1.96	)	$	—		$	(2.46	)
8/31/2007	$	12.69	$	0.20		$	2.04		$	2.24		$	(0.18	)	$	(0.31	)	$	—		$	(0.49	)
8/31/2006	$	10.95	$	0.22		$	1.60		$	1.82		$	(0.03	)	$	(0.05	)	$	—		$	(0.08	)

See Notes to Financial Highlights  193

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
Class C
8/31/2010	$	—	$	10.51		7.08	%	$	0.4		1.86	%		1.86	%‡		(.51	%)		36	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	9.86		7.06	%**	$	0.1		1.86	%*		1.86	%‡*		.01	%*		29	%Ø
Class R3
8/31/2010	$	—	$	10.57		7.51	%	$	0.1		1.36	%		1.36	%‡		(.02	%)		36	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	9.88		7.27	%**	$	0.1		1.36	%*		1.36	%‡*		.51	%*		29	%Ø
International Fund
Investor Class
8/31/2010	$	0.00	$	14.51		8.26	%	$	172.5		1.40	%		1.40	%‡		.93	%		61	%
8/31/2009	$	0.00	$	13.58		(20.42	%)	$	208.8		1.40	%		1.40	%‡		1.38	%		81	%
8/31/2008	$	0.00	$	17.64		(17.11	%)	$	405.2		1.26	%		1.25	%‡		1.80	%		53	%
8/31/2007	$	0.00	$	25.68		17.44	%	$	690.6		1.25	%		1.23	%‡		1.02	%		42	%
8/31/2006	$	0.01	$	24.23		20.07	%	$	921.4		1.26	%		1.25	%‡§		1.19	%		48	%
Trust Class
8/31/2010	$	0.00	$	16.08		8.18	%	$	162.8		1.52	%		1.52	%		.81	%		61	%
8/31/2009	$	0.00	$	15.03		(20.48	%)	$	201.5		1.49	%		1.49	%‡		1.29	%		81	%
8/31/2008	$	0.00	$	19.43		(17.21	%)	$	417.7		1.36	%		1.35	%‡		1.64	%		53	%
8/31/2007	$	0.00	$	28.18		17.34	%	$	824.3		1.34	%		1.33	%‡		.96	%		42	%
8/31/2006	$	0.01	$	26.52		20.02	%	$	870.9		1.33	%		1.32	%‡§		1.21	%		48	%
International Institutional Fund
Institutional Class
8/31/2010	$	0.00	$	8.10		9.05	%	$	168.1		.80	%		.80	%^^		1.53	%		50	%
8/31/2009	$	0.00	$	7.53		(19.92	%)	$	223.8		.81	%		.81	%^^		2.01	%		98	%
8/31/2008	$	0.00	$	9.84		(16.90	%)	$	411.5		.81	%		.80	%^^		2.32	%		58	%
8/31/2007	$	0.00	$	14.44		17.97	%	$	574.3		.83	%		.83	%^^		1.44	%		59	%
8/31/2006	$	0.00	$	12.69		16.68	%	$	627.6		.85	%		.85	%^^		1.78	%		45	%

 194

Financial Highlights (cont'd)

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@		Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Capital Gains			Tax Return of Capital		Total Distributions
International Large Cap Fund
Trust Class
8/31/2010	$	7.93	$	0.09	$	0.38		$	0.47		$	(0.09	)	$	—		$	—	$	(0.09	)
8/31/2009	$	10.12	$	0.11	$	(2.08	)	$	(1.97	)	$	(0.22	)	$	—		$	—	$	(0.22	)
8/31/2008	$	12.09	$	0.24	$	(1.63	)	$	(1.39	)	$	(0.18	)	$	(0.40	)	$	—	$	(0.58	)
8/31/2007	$	10.19	$	0.17	$	1.79		$	1.96		$	(0.05	)	$	(0.01	)	$	—	$	(0.06	)
Period from 8/1/2006^ to 8/31/2006	$	10.00	$	0.01	$	0.18		$	0.19		$	—		$	—		$	—	$	—
Institutional Class
8/31/2010	$	7.93	$	0.12	$	0.38		$	0.50		$	(0.11	)	$	—		$	—	$	(0.11	)
8/31/2009	$	10.15	$	0.14	$	(2.09	)	$	(1.95	)	$	(0.27	)	$	—		$	—	$	(0.27	)
8/31/2008	$	12.11	$	0.29	$	(1.63	)	$	(1.34	)	$	(0.22	)	$	(0.40	)	$	—	$	(0.62	)
Period from 10/6/2006^ to 8/31/2007	$	10.19	$	0.19	$	1.80		$	1.99		$	(0.06	)	$	(0.01	)	$	—	$	(0.07	)
Class A
8/31/2010	$	7.90	$	0.10	$	0.37		$	0.47		$	(0.10	)	$	—		$	—	$	(0.10	)
8/31/2009	$	10.12	$	0.11	$	(2.08	)	$	(1.97	)	$	(0.25	)	$	—		$	—	$	(0.25	)
Period from 12/20/2007^ to 8/31/2008	$	11.30	$	0.08	$	(1.26	)	$	(1.18	)	$	—		$	—		$	—	$	—
Class C
8/31/2010	$	7.87	$	0.04	$	0.36		$	0.40		$	(0.07	)	$	—		$	—	$	(0.07	)
8/31/2009	$	10.06	$	0.08	$	(2.08	)	$	(2.00	)	$	(0.19	)	$	—		$	—	$	(0.19	)
Period from 12/20/2007^ to 8/31/2008	$	11.30	$	0.16	$	(1.40	)	$	(1.24	)	$	—		$	—		$	—	$	—
Class R3
8/31/2010	$	7.90	$	0.07	$	0.37		$	0.44		$	(0.08	)	$	—		$	—	$	(0.08	)
Period from 5/27/2009^ to 8/31/2009	$	7.10	$	0.03	$	0.77		$	0.80		$	—		$	—		$	—	$	—
Intrinsic Value Fund
Institutional Class
Period from 5/10/2010^ to 8/31/2010	$	10.00	$	0.01	$	(0.60	)	$	(0.59	)	$	—		$	—		$	—	$	—

See Notes to Financial Highlights  195

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
International Large Cap Fund
Trust Class
8/31/2010	$	0.00	$	8.31		5.87	%	$	27.7		1.25	%		1.25	%‡		1.10	%		45	%
8/31/2009	$	0.00	$	7.93		(18.84	%)	$	28.9		1.27	%		1.27	%‡		1.62	%		90	%
8/31/2008	$	0.00	$	10.12		(11.95	%)	$	51.5		1.28	%		1.27	%‡		2.07	%		97	%
8/31/2007	$	0.00	$	12.09		19.24	%	$	54.2		1.25	%		1.24	%‡		1.42	%		23	%
Period from 8/1/2006^ to 8/31/2006	$	—	$	10.19		1.90	%**	$	6.2		1.25	%*		1.25	%‡*		1.32	%*		6	%**
Institutional Class
8/31/2010	$	0.00	$	8.32		6.29	%	$	129.5		.90	%		.90	%‡		1.45	%		45	%
8/31/2009	$	0.00	$	7.93		(18.57	%)	$	67.7		.92	%		.92	%‡		2.00	%		90	%
8/31/2008	$	0.00	$	10.15		(11.60	%)	$	114.4		.93	%		.92	%‡		2.59	%		97	%
Period from 10/6/2006^ to 8/31/2007	$	0.00	$	12.11		19.56	%**	$	111.0		.90	%*		.89	%‡*		1.80	%*		23	%Ø
Class A
8/31/2010	$	0.00	$	8.27		5.87	%	$	9.3		1.24	%		1.24	%‡		1.24	%		45	%
8/31/2009	$	0.00	$	7.90		(18.83	%)	$	4.0		1.29	%		1.29	%‡		1.63	%		90	%
Period from 12/20/2007^ to 8/31/2008	$	0.00	$	10.12		(10.44	%)**	$	2.2		1.34	%*		1.34	%‡*		1.15	%*		97	%Ø
Class C
8/31/2010	$	0.00	$	8.20		5.02	%	$	1.5		2.01	%		2.01	%‡		.45	%		45	%
8/31/2009	$	0.00	$	7.87		(19.34	%)	$	0.4		2.01	%		2.01	%‡		1.23	%		90	%
Period from 12/20/2007^ to 8/31/2008	$	0.00	$	10.06		(10.97	%)**	$	0.1		2.04	%*		2.03	%‡*		2.05	%*		97	%Ø
Class R3
8/31/2010	$	0.00	$	8.26		5.57	%	$	0.1		1.51	%		1.51	%‡		.87	%		45	%
Period from 5/27/2009^ to 8/31/2009	$	0.00	$	7.90		11.27	%**	$	0.1		1.52	%*		1.52	%‡*		1.31	%*		90	%Ø
Intrinsic Value Fund
Institutional Class
Period from 5/10/2010^ to 8/31/2010	$	—	$	9.41		(5.90	%)**	$	80.9		1.00	%*		1.00	%‡*		.33	%*		19	%**

 196

Financial Highlights (cont'd)

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@			Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Capital Gains		Tax Return of Capital		Total Distributions
Class A
Period from 5/10/2010^ to 8/31/2010	$	10.00	$	(0.00	)	$	(0.60	)	$	(0.60	)	$	—		$	—	$	—	$	—
Class C
Period from 5/10/2010^ to 8/31/2010	$	10.00	$	(0.02	)	$	(0.60	)	$	(0.62	)	$	—		$	—	$	—	$	—
Large Cap Disciplined Growth Fund
Investor Class
8/31/2010	$	6.04	$	0.02		$	0.12		$	0.14		$	(0.00	)	$	—	$	—	$	(0.00	)
8/31/2009	$	7.39	$	0.02		$	(1.37	)	$	(1.35	)	$	—		$	—	$	—	$	—
8/31/2008	$	7.45	$	(0.00	)	$	(0.06	)	$	(0.06	)	$	—		$	—	$	—	$	—
8/31/2007	$	6.52	$	(0.00	)	$	0.93		$	0.93		$	—		$	—	$	—	$	—
8/31/2006	$	6.22	$	(0.02	)	$	0.33		$	0.31		$	(0.01	)	$	—	$	—	$	(0.01	)
Institutional Class
8/31/2010	$	6.05	$	0.04		$	0.13		$	0.17		$	(0.02	)	$	—	$	—	$	(0.02	)
Period from 4/6/2009^ to 8/31/2009	$	5.28	$	0.02		$	0.75		$	0.77		$	—		$	—	$	—	$	—
Class A
8/31/2010	$	6.04	$	0.02		$	0.12		$	0.14		$	—		$	—	$	—	$	—
Period from 4/6/2009^ to 8/31/2009	$	5.28	$	0.01		$	0.75		$	0.76		$	—		$	—	$	—	$	—
Class C
8/31/2010	$	6.02	$	(0.03	)	$	0.13		$	0.10		$	—		$	—	$	—	$	—
Period from 4/6/2009^ to 8/31/2009	$	5.28	$	(0.01	)	$	0.75		$	0.74		$	—		$	—	$	—	$	—
Class R3
8/31/2010	$	6.03	$	0.00		$	0.13		$	0.13		$	—		$	—	$	—	$	—
Period from 5/27/2009^ to 8/31/2009	$	5.47	$	0.00		$	0.56		$	0.56		$	—		$	—	$	—	$	—

See Notes to Financial Highlights  197

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
Class A
Period from 5/10/2010^ to 8/31/2010	$	—	$	9.40		(6.00	%)**	$	0.6		1.36	%*		1.36	%‡*		(.02	%)*		19	%**
Class C
Period from 5/10/2010^ to 8/31/2010	$	—	$	9.38		(6.20	%)**	$	0.0		2.11	%*		2.11	%‡*		(.79	%)*		19	%**
Large Cap Disciplined Growth Fund
Investor Class
8/31/2010	$	—	$	6.18		2.37	%	$	11.4		1.11	%		1.11	%‡		.29	%		104	%
8/31/2009	$	—	$	6.04		(18.27	%)	$	11.7		1.34	%		1.34	%‡		.40	%		132	%###
8/31/2008	$	—	$	7.39		(.81	%)	$	11.9		1.51	%		1.50	%‡		(.00	%)		167	%
8/31/2007	$	—	$	7.45		14.26	%	$	10.0		1.51	%		1.50	%‡		(.02	%)		46	%
8/31/2006	$	—	$	6.52		4.92	%	$	10.4		1.51	%		1.49	%‡		(.27	%)		64	%
Institutional Class
8/31/2010	$	—	$	6.20		2.76	%	$	346.6		.75	%		.75	%‡		.61	%		104	%
Period from 4/6/2009^ to 8/31/2009	$	—	$	6.05		14.58	%**	$	23.3		.75	%*		.75	%‡*		.86	%*		132	%Ø###
Class A
8/31/2010	$	—	$	6.18		2.32	%	$	33.0		1.11	%		1.11	%‡		.35	%		104	%
Period from 4/6/2009^ to 8/31/2009	$	—	$	6.04		14.39	%**	$	63.7		1.11	%*		1.11	%‡*		.47	%*		132	%Ø###
Class C
8/31/2010	$	—	$	6.12		1.66	%	$	31.0		1.86	%		1.86	%‡		(.46	%)		104	%
Period from 4/6/2009^ to 8/31/2009	$	—	$	6.02		14.02	%**	$	25.9		1.86	%*		1.86	%‡*		(.28	%)*		132	%Ø###
Class R3
8/31/2010	$	—	$	6.16		2.16	%	$	0.1		1.36	%		1.36	%‡		.04	%		104	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	6.03		10.24	%**	$	0.1		1.36	%*		1.36	%‡*		.20	%*		132	%Ø###

 198

Financial Highlights (cont'd)

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@			Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income		Distributions from Net Realized Capital Gains		Tax Return of Capital		Total Distributions
Mid Cap Growth Fund
Investor Class
8/31/2010	$	7.43	$	(0.05	)	$	1.05		$	1.00		$	—	$	—	$	—	$	—
8/31/2009	$	9.53	$	(0.02	)	$	(2.08	)	$	(2.10	)	$	—	$	—	$	—	$	—
8/31/2008	$	10.54	$	(0.05	)	$	(0.96	)	$	(1.01	)	$	—	$	—	$	—	$	—
8/31/2007	$	8.17	$	(0.03	)	$	2.40		$	2.37		$	—	$	—	$	—	$	—
8/31/2006	$	7.45	$	(0.03	)	$	0.75		$	0.72		$	—	$	—	$	—	$	—
Trust Class
8/31/2010	$	11.31	$	(0.08	)	$	1.60		$	1.52		$	—	$	—	$	—	$	—
8/31/2009	$	14.54	$	(0.04	)	$	(3.19	)	$	(3.23	)	$	—	$	—	$	—	$	—
8/31/2008	$	16.11	$	(0.11	)	$	(1.46	)	$	(1.57	)	$	—	$	—	$	—	$	—
8/31/2007	$	12.53	$	(0.09	)	$	3.67		$	3.58		$	—	$	—	$	—	$	—
8/31/2006	$	11.46	$	(0.08	)	$	1.15		$	1.07		$	—	$	—	$	—	$	—
Advisor Class
8/31/2010	$	11.63	$	(0.13	)	$	1.64		$	1.51		$	—	$	—	$	—	$	—
8/31/2009	$	14.98	$	(0.06	)	$	(3.29	)	$	(3.35	)	$	—	$	—	$	—	$	—
8/31/2008	$	16.64	$	(0.16	)	$	(1.50	)	$	(1.66	)	$	—	$	—	$	—	$	—
8/31/2007	$	12.96	$	(0.12	)	$	3.80		$	3.68		$	—	$	—	$	—	$	—
8/31/2006	$	11.88	$	(0.10	)	$	1.18		$	1.08		$	—	$	—	$	—	$	—
Institutional Class
8/31/2010	$	7.50	$	(0.02	)	$	1.06		$	1.04		$	—	$	—	$	—	$	—
8/31/2009	$	9.57	$	0.01		$	(2.08	)	$	(2.07	)	$	—	$	—	$	—	$	—
8/31/2008	$	10.55	$	(0.02	)	$	(0.96	)	$	(0.98	)	$	—	$	—	$	—	$	—
Period from 4/29/2007^ to 8/31/2007	$	9.97	$	(0.01	)	$	0.59		$	0.58		$	—	$	—	$	—	$	—
Class A
8/31/2010	$	11.31	$	(0.07	)	$	1.60		$	1.53		$	—	$	—	$	—	$	—
Period from 5/27/2009^ to 8/31/2009	$	10.34	$	(0.00	)	$	0.97		$	0.97		$	—	$	—	$	—	$	—
Class C
8/31/2010	$	11.62	$	(0.18	)	$	1.65		$	1.47		$	—	$	—	$	—	$	—
Period from 5/27/2009^ to 8/31/2009	$	10.64	$	(0.02	)	$	1.00		$	0.98		$	—	$	—	$	—	$	—

See Notes to Financial Highlights  199

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
Mid Cap Growth Fund
Investor Class
8/31/2010	$	—	$	8.43		13.46	%	$	288.0		1.07	%		1.07	%		(.55	%)		70	%
8/31/2009	$	—	$	7.43		(22.04	%)	$	280.9		1.11	%		1.11	%‡		(.28	%)		69	%
8/31/2008	$	—	$	9.53		(9.58	%)	$	396.7		1.01	%		1.01	%‡		(.49	%)		70	%
8/31/2007	$	—	$	10.54		29.01	%	$	446.3		1.03	%		1.02	%‡		(.33	%)		49	%
8/31/2006	$	—	$	8.17		9.66	%	$	356.7		1.05	%		1.04	%‡		(.36	%)		45	%
Trust Class
8/31/2010	$	—	$	12.83		13.44	%	$	21.8		1.14	%		1.14	%		(.61	%)		70	%
8/31/2009	$	—	$	11.31		(22.21	%)	$	16.4		1.26	%		1.26	%‡		(.37	%)		69	%
8/31/2008	$	—	$	14.54		(9.75	%)	$	11.7		1.25	%		1.25	%‡		(.73	%)		70	%
8/31/2007	$	—	$	16.11		28.57	%	$	13.4		1.31	%		1.30	%‡		(.63	%)		49	%
8/31/2006	$	—	$	12.53		9.34	%	$	6.6		1.33	%		1.32	%‡		(.65	%)		45	%
Advisor Class
8/31/2010	$	—	$	13.14		12.98	%	$	5.4		1.50	%		1.50	%§		(.98	%)		70	%
8/31/2009	$	—	$	11.63		(22.36	%)	$	6.9		1.50	%		1.50	%‡		(.57	%)		69	%
8/31/2008	$	—	$	14.98		(9.98	%)	$	3.2		1.50	%		1.49	%‡		(.98	%)		70	%
8/31/2007	$	—	$	16.64		28.40	%	$	1.5		1.50	%		1.49	%‡		(.80	%)		49	%
8/31/2006	$	—	$	12.96		9.09	%	$	0.8		1.50	%		1.49	%‡		(.80	%)		45	%
Institutional Class
8/31/2010	$	—	$	8.54		13.87	%	$	121.1		.75	%		.75	%‡		(.22	%)		70	%
8/31/2009	$	—	$	7.50		(21.63	%)	$	146.6		.75	%		.75	%‡		.12	%		69	%
8/31/2008	$	—	$	9.57		(9.29	%)	$	51.1		.75	%		.75	%‡		(.22	%)		70	%
Period from 4/29/2007^ to 8/31/2007	$	—	$	10.55		5.82	%**	$	18.1		.75	%*		.74	%‡*		(.25	%)*		49	%Ø
Class A
8/31/2010	$	—	$	12.84		13.53	%	$	13.6		1.11	%		1.11	%‡		(.51	%)		70	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	11.31		9.38	%**	$	0.1		1.11	%*		1.11	%‡*		(.01	%)*		69	%Ø
Class C
8/31/2010	$	—	$	13.09		12.65	%	$	0.2		1.86	%		1.86	%‡		(1.32	%)		70	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	11.62		9.21	%**	$	0.1		1.86	%*		1.86	%‡*		(.64	%)*		69	%Ø

 200

Financial Highlights (cont'd)

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@			Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Capital Gains			Tax Return of Capital		Total Distributions
Class R3
8/31/2010	$	11.63	$	(0.11	)	$	1.65		$	1.54		$	—		$	—		$	—	$	—
Period from 5/27/2009^ to 8/31/2009	$	10.64	$	(0.00	)	$	0.99		$	0.99		$	—		$	—		$	—	$	—
Multi-Cap Opportunities Fund
Institutional Class‡‡‡
8/31/2010	$	7.93	$	0.09		$	0.16		$	0.25		$	(0.15	)	$	—		$	—	$	(0.15	)
8/31/2009	$	9.84	$	0.07		$	(1.84	)	$	(1.77	)	$	(0.05	)	$	(0.09	)	$	—	$	(0.14	)
8/31/2008	$	11.14	$	0.05		$	(0.86	)	$	(0.81	)	$	(0.07	)	$	(0.42	)	$	—	$	(0.49	)
Period from 11/2/2006^ to 8/31/2007	$	10.00	$	0.04		$	1.12		$	1.16		$	(0.02	)	$	—		$	—	$	(0.02	)
Class A
Period from 12/21/2009^ to 8/31/2010	$	8.38	$	0.03		$	(0.39	)	$	(0.36	)	$	—		$	—		$	—	$	—
Class C
Period from 12/21/2009^ to 8/31/2010	$	8.38	$	(0.01	)	$	(0.40	)	$	(0.41	)	$	—		$	—		$	—	$	—
Partners Fund
Investor Class
8/31/2010	$	21.67	$	0.04		$	0.45		$	0.49		$	(0.13	)	$	—		$	—	$	(0.13	)
8/31/2009	$	28.90	$	0.15		$	(7.04	)	$	(6.89	)	$	(0.09	)	$	(0.25	)	$	—	$	(0.34	)
8/31/2008	$	32.10	$	0.13		$	(2.01	)	$	(1.88	)	$	(0.12	)	$	(1.20	)	$	—	$	(1.32	)
8/31/2007	$	28.71	$	0.14		$	3.96		$	4.10		$	(0.20	)	$	(0.51	)	$	—	$	(0.71	)
8/31/2006	$	28.62	$	0.24		$	1.43		$	1.67		$	(0.27	)	$	(1.31	)	$	—	$	(1.58	)
Trust Class
8/31/2010	$	16.67	$	0.00		$	0.34		$	0.34		$	(0.11	)	$	—		$	—	$	(0.11	)
8/31/2009	$	22.25	$	0.09		$	(5.42	)	$	(5.33	)	$	(0.06	)	$	(0.19	)	$	—	$	(0.25	)
8/31/2008	$	24.75	$	0.06		$	(1.56	)	$	(1.50	)	$	(0.08	)	$	(0.92	)	$	—	$	(1.00	)
8/31/2007	$	22.14	$	0.06		$	3.05		$	3.11		$	(0.11	)	$	(0.39	)	$	—	$	(0.50	)
8/31/2006	$	22.02	$	0.15		$	1.11		$	1.26		$	(0.13	)	$	(1.01	)	$	—	$	(1.14	)

See Notes to Financial Highlights 201

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
Class R3
8/31/2010	$	—	$	13.17		13.24	%	$	0.1		1.36	%		1.36	%‡		(.84	%)		70	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	11.63		9.30	%**	$	0.1		1.36	%*		1.36	%‡*		(.14	%)*		69	%Ø
Multi-Cap Opportunities Fund
Institutional Class‡‡‡
8/31/2010	$	—	$	8.03		3.02	%††††	$	47.2		1.00	%		1.00	%‡		1.10	%		62	%
8/31/2009	$	—	$	7.93		(17.74	%)	$	3.1		1.02	%		1.02	%‡		1.02	%		124	%
8/31/2008	$	—	$	9.84		(7.53	%)	$	5.0		1.01	%		1.01	%‡		.46	%		129	%
Period from 11/2/2006^ to 8/31/2007	$	—	$	11.14		11.58	%**	$	8.6		1.00	%*		1.00	%‡*		.44	%*		88	%**
Class A
Period from 12/21/2009^ to 8/31/2010	$	—	$	8.02		(4.30	%)**	$	0.3		1.36	%*		1.36	%‡*		.58	%*		62	%Ø
Class C
Period from 12/21/2009^ to 8/31/2010	$	—	$	7.97		(4.89	%)**	$	0.1		2.12	%*		2.12	%‡*		(.18	%)*		62	%Ø
Partners Fund
Investor Class
8/31/2010	$	—	$	22.03		2.21	%	$	1,189.1		.85	%		.85	%		.19	%		42	%
8/31/2009	$	—	$	21.67		(23.27	%)	$	1,337.2		.89	%		.89	%‡		.85	%		35	%
8/31/2008	$	—	$	28.90		(6.22	%)	$	2,193.1		.81	%		.80	%‡		.42	%		41	%
8/31/2007	$	—	$	32.10		14.33	%	$	2,267.6		.81	%		.80	%‡		.44	%		47	%
8/31/2006	$	—	$	28.71		5.87	%	$	2,106.7		.82	%		.82	%‡		.84	%		33	%
Trust Class
8/31/2010	$	—	$	16.90		2.01	%	$	547.6		1.03	%		1.03	%		.01	%		42	%
8/31/2009	$	—	$	16.67		(23.38	%)	$	622.6		1.04	%		1.04	%‡		.70	%		35	%
8/31/2008	$	—	$	22.25		(6.40	%)	$	1,004.0		.99	%		.99	%‡		.23	%		41	%
8/31/2007	$	—	$	24.75		14.09	%	$	1,171.5		1.00	%		.99	%‡		.26	%		47	%
8/31/2006	$	—	$	22.14		5.70	%	$	970.5		1.00	%		.99	%‡		.66	%		33	%

 202

Financial Highlights (cont'd)

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@			Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Capital Gains			Tax Return of Capital			Total Distributions
Advisor Class
8/31/2010	$	14.42	$	(0.02	)	$	0.29		$	0.27		$	(0.10	)	$	—		$	—		$	(0.10	)
8/31/2009	$	19.27	$	0.06		$	(4.69	)	$	(4.63	)	$	(0.05	)	$	(0.17	)	$	—		$	(0.22	)
8/31/2008	$	21.45	$	0.02		$	(1.35	)	$	(1.33	)	$	(0.05	)	$	(0.80	)	$	—		$	(0.85	)
8/31/2007	$	19.18	$	0.02		$	2.65		$	2.67		$	(0.06	)	$	(0.34	)	$	—		$	(0.40	)
8/31/2006	$	19.01	$	0.10		$	0.94		$	1.04		$	(0.01	)	$	(0.86	)	$	—		$	(0.87	)
Institutional Class
8/31/2010	$	21.79	$	0.08		$	0.45		$	0.53		$	(0.17	)	$	—		$	—		$	(0.17	)
8/31/2009	$	29.06	$	0.18		$	(7.08	)	$	(6.90	)	$	(0.12	)	$	(0.25	)	$	—		$	(0.37	)
8/31/2008	$	32.28	$	0.19		$	(2.04	)	$	(1.85	)	$	(0.17	)	$	(1.20	)	$	—		$	(1.37	)
8/31/2007	$	28.72	$	0.19		$	3.96		$	4.15		$	(0.08	)	$	(0.51	)	$	—		$	(0.59	)
Period from 6/7/2006^ to 8/31/2006	$	28.12	$	0.19		$	0.41		$	0.60		$	—		$	—		$	—		$	—
Class A
Period from 6/21/2010^ to 8/31/2010	$	18.36	$	0.01		$	(1.47	)	$	(1.46	)	$	—		$	—		$	—		$	—
Class C
Period from 6/21/2010^ to 8/31/2010	$	15.85	$	(0.02	)	$	(1.26	)	$	(1.28	)	$	—		$	—		$	—		$	—
Class R3
Period from 6/21/2010^ to 8/31/2010	$	15.85	$	(0.00	)	$	(1.27	)	$	(1.27	)	$	—		$	—		$	—		$	—
Real Estate Fund
Trust Class
8/31/2010	$	7.74	$	0.16		$	2.53		$	2.69		$	(0.16	)	$	—		$	(0.04	)	$	(0.20	)
8/31/2009	$	10.65	$	0.24		$	(2.84	)	$	(2.60	)	$	(0.24	)	$	—		$	(0.07	)	$	(0.31	)
8/31/2008	$	14.21	$	0.22		$	(1.04	)	$	(0.82	)	$	(0.19	)	$	(2.39	)	$	(0.16	)	$	(2.74	)
8/31/2007	$	15.69	$	0.17		$	(0.09	)	$	0.08		$	(0.19	)	$	(1.37	)	$	—		$	(1.56	)
8/31/2006	$	14.73	$	0.20		$	3.39		$	3.59		$	(0.27	)	$	(2.36	)	$	—		$	(2.63	)
Institutional Class
8/31/2010	$	7.76	$	0.17		$	2.53		$	2.70		$	(0.16	)	$	—		$	(0.05	)	$	(0.21	)
8/31/2009	$	10.66	$	0.24		$	(2.82	)	$	(2.58	)	$	(0.23	)	$	—		$	(0.09	)	$	(0.32	)

See Notes to Financial Highlights 203

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
Advisor Class
8/31/2010	$	—	$	14.59		1.83	%	$	341.5		1.18	%		1.18	%		(.14	%)		42	%
8/31/2009	$	—	$	14.42		(23.47	%)	$	379.7		1.20	%		1.20	%‡		.54	%		35	%
8/31/2008	$	—	$	19.27		(6.56	%)	$	559.0		1.15	%		1.14	%‡		.08	%		41	%
8/31/2007	$	—	$	21.45		13.94	%	$	599.0		1.15	%		1.14	%‡		.11	%		47	%
8/31/2006	$	—	$	19.18		5.56	%	$	605.0		1.15	%		1.14	%‡		.52	%		33	%
Institutional Class
8/31/2010	$	—	$	22.15		2.35	%	$	148.7		.69	%		.69	%§		.35	%		42	%
8/31/2009	$	—	$	21.79		(23.10	%)	$	161.3		.70	%		.70	%‡		1.01	%		35	%
8/31/2008	$	—	$	29.06		(6.08	%)	$	168.1		.66	%		.65	%‡		.59	%		41	%
8/31/2007	$	—	$	32.28		14.49	%	$	133.5		.66	%		.65	%‡§		.59	%		47	%
Period from 6/7/2006^ to 8/31/2006	$	—	$	28.72		2.13	%**	$	130.5		.70	%*		.69	%‡*		2.85	%*		33	%Ø
Class A
Period from 6/21/2010^ to 8/31/2010	$	—	$	16.90		(7.95	%)**	$	0.0		1.11	%*		1.11	%‡*		.16	%*		42	%Ø
Class C
Period from 6/21/2010^ to 8/31/2010	$	—	$	14.57		(8.08	%)**	$	0.0		1.86	%*		1.86	%‡*		(.60	%)*		42	%Ø
Class R3
Period from 6/21/2010^ to 8/31/2010	$	—	$	14.58		(8.01	%)**	$	0.0		1.36	%*		1.36	%‡*		(.09	%)*		42	%Ø
Real Estate Fund
Trust Class
8/31/2010	$	0.00	$	10.23		35.09	%	$	126.7		.99	%		.99	%‡		1.73	%		70	%
8/31/2009	$	0.00	$	7.74		(23.69	%)	$	63.0		.99	%		.99	%‡		3.61	%		181	%
8/31/2008	$	0.00	$	10.65		(5.32	%)	$	53.0		1.00	%		.97	%‡		1.93	%		187	%
8/31/2007	$	0.00	$	14.21		(.43	%)	$	110.4		.99	%		.97	%‡		1.06	%		99	%
8/31/2006	$	0.00	$	15.69		28.50	%	$	86.7		1.11	%		1.09	%‡		1.39	%		97	%
Institutional Class
8/31/2010	$	0.00	$	10.25		35.18	%	$	22.6		.85	%		.85	%‡		1.77	%		70	%
8/31/2009	$	0.00	$	7.76		(23.46	%)	$	3.3		.85	%		.85	%‡		3.47	%		181	%

 204

Financial Highlights (cont'd)

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@		Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Capital Gains			Tax Return of Capital			Total Distributions
Period from 6/4/2008^ to 8/31/2008	$	10.88	$	0.07	$	(0.22	)	$	(0.15	)	$	(0.04	)	$	—		$	(0.03	)	$	(0.07	)
Class A
Period from 6/21/2010^ to 8/31/2010	$	10.38	$	0.01	$	(0.11	)	$	(0.10	)	$	(0.02	)	$	—		$	(0.03	)	$	(0.05	)
Class C
Period from 6/21/2010^ to 8/31/2010	$	10.38	$	0.01	$	(0.12	)	$	(0.11	)	$	(0.01	)	$	—		$	(0.02	)	$	(0.03	)
Class R3
Period from 6/21/2010^ to 8/31/2010	$	10.38	$	0.02	$	(0.13	)	$	(0.11	)	$	(0.03	)	$	—		$	(0.01	)	$	(0.04	)
Regency Fund
Investor Class
8/31/2010	$	11.07	$	0.01	$	1.26		$	1.27		$	(0.08	)	$	—		$	—		$	(0.08	)
8/31/2009	$	15.02	$	0.07	$	(3.47	)	$	(3.40	)	$	(0.00	)	$	(0.55	)	$	—		$	(0.55	)
8/31/2008	$	18.65	$	0.07	$	(1.75	)	$	(1.68	)	$	(0.14	)	$	(1.81	)	$	—		$	(1.95	)
8/31/2007	$	16.52	$	0.13	$	2.19		$	2.32		$	(0.10	)	$	(0.09	)	$	—		$	(0.19	)
8/31/2006	$	17.37	$	0.13	$	0.39		$	0.52		$	(0.06	)	$	(1.31	)	$	—		$	(1.37	)
Trust Class
8/31/2010	$	9.66	$	0.01	$	1.11		$	1.12		$	(0.10	)	$	—		$	—		$	(0.10	)
8/31/2009	$	13.09	$	0.07	$	(3.02	)	$	(2.95	)	$	(0.00	)	$	(0.48	)	$	—		$	(0.48	)
8/31/2008	$	16.26	$	0.04	$	(1.52	)	$	(1.48	)	$	(0.11	)	$	(1.58	)	$	—		$	(1.69	)
8/31/2007	$	14.41	$	0.08	$	1.91		$	1.99		$	(0.06	)	$	(0.08	)	$	—		$	(0.14	)
8/31/2006	$	15.13	$	0.09	$	0.34		$	0.43		$	(0.02	)	$	(1.13	)	$	—		$	(1.15	)
Institutional Class
Period from 3/8/2010^ to 8/31/2010	$	13.12	$	0.03	$	(0.87	)	$	(0.84	)	$	—		$	—		$	—		$	—
Class A
Period from 6/21/2010^ to 8/31/2010	$	11.41	$	0.00	$	(0.73	)	$	(0.73	)	$	—		$	—		$	—		$	—

See Notes to Financial Highlights 205

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
Period from 6/4/2008^ to 8/31/2008	$	0.00	$	10.66		(1.31	%)**	$	1.7		.87	%*		.86	%‡*		2.76	%*		187	%Ø
Class A
Period from 6/21/2010^ to 8/31/2010	$	0.00	$	10.23		(.98	%)**	$	0.5		1.21	%*		1.21	%‡*		.68	%*		70	%Ø
Class C
Period from 6/21/2010^ to 8/31/2010	$	0.00	$	10.24		(1.08	%)**	$	0.1		1.96	%*		1.96	%‡*		.66	%*		70	%Ø
Class R3
Period from 6/21/2010^ to 8/31/2010	$	0.00	$	10.23		(1.04	%)**	$	0.0		1.46	%*		1.46	%‡*		.93	%*		70	%Ø
Regency Fund
Investor Class
8/31/2010	$	—	$	12.26		11.51	%	$	55.9		1.22	%		1.22	%‡		.10	%		51	%
8/31/2009	$	—	$	11.07		(21.04	%)	$	43.8		1.36	%		1.36	%‡		.78	%		51	%
8/31/2008	$	—	$	15.02		(9.93	%)	$	79.1		1.13	%		1.11	%‡		.43	%		60	%
8/31/2007	$	—	$	18.65		14.10	%	$	99.9		1.09	%		1.08	%‡		.72	%		80	%
8/31/2006	$	—	$	16.52		2.94	%	$	111.1		1.12	%		1.11	%‡		.75	%		52	%
Trust Class
8/31/2010	$	—	$	10.68		11.55	%	$	80.5		1.25	%		1.25	%‡		.07	%		51	%
8/31/2009	$	—	$	9.66		(20.96	%)	$	26.9		1.25	%		1.25	%‡		.89	%		51	%
8/31/2008	$	—	$	13.09		(10.03	%)	$	52.8		1.26	%		1.24	%‡		.30	%		60	%
8/31/2007	$	—	$	16.26		13.84	%	$	55.6		1.25	%		1.24	%‡		.51	%		80	%
8/31/2006	$	—	$	14.41		2.81	%	$	64.2		1.25	%		1.24	%‡		.61	%		52	%
Institutional Class
Period from 3/8/2010^ to 8/31/2010	$	—	$	12.28		(6.40	%)**	$	0.7		.85	%*		.85	%‡*		.48	%*		51	%Ø
Class A
Period from 6/21/2010^ to 8/31/2010	$	—	$	10.68		(6.40	%)**	$	0.0		1.21	%*		1. 21	%‡*		.04	%*		51	%Ø

 206

Financial Highlights (cont'd)

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@			Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Capital Gains			Tax Return of Capital		Total Distributions
Class C
Period from 6/21/2010^ to 8/31/2010	$	11.41	$	(0.01	)	$	(0.74	)	$	(0.75	)	$	—		$	—		$	—	$	—
Class R3
Period from 6/21/2010^ to 8/31/2010	$	11.41	$	(0.00	)	$	(0.74	)	$	(0.74	)	$	—		$	—		$	—	$	—
Select Equities Fund
Institutional Class
8/31/2010	$	8.06	$	0.06		$	(0.01	)	$	0.05		$	(0.05	)	$	(0.15	)	$	—	$	(0.20	)
8/31/2009	$	9.20	$	0.08		$	(1.19	)	$	(1.11	)	$	(0.03	)	$	—		$	—	$	(0.03	)
Period from 12/20/2007^ to 8/31/2008	$	10.00	$	0.08		$	(0.88	)	$	(0.80	)	$	—		$	—		$	—	$	—
Class A
8/31/2010	$	8.05	$	0.03		$	(0.03	)	$	0.00		$	(0.02	)	$	(0.15	)	$	—	$	(0.17	)
8/31/2009	$	9.18	$	0.04		$	(1.14	)	$	(1.10	)	$	(0.03	)	$	—		$	—	$	(0.03	)
Period from 12/20/2007^ to 8/31/2008	$	10.00	$	0.04		$	(0.86	)	$	(0.82	)	$	—		$	—		$	—	$	—
Class C
8/31/2010	$	7.94	$	(0.03	)	$	(0.02	)	$	(0.05	)	$	—		$	(0.15	)	$	—	$	(0.15	)
8/31/2009	$	9.12	$	(0.02	)	$	(1.13	)	$	(1.15	)	$	(0.03	)	$	—		$	—	$	(0.03	)
Period from 12/20/2007^ to 8/31/2008	$	10.00	$	(0.01	)	$	(0.87	)	$	(0.88	)	$	—		$	—		$	—	$	—
Small Cap Growth Fund
Investor Class
8/31/2010	$	13.15	$	(0.13	)	$	0.66		$	0.53		$	—		$	—		$	—	$	—
8/31/2009	$	17.92	$	(0.11	)	$	(4.66	)	$	(4.77	)	$	—		$	—		$	—	$	—
8/31/2008	$	19.15	$	(0.18	)	$	(1.05	)	$	(1.23	)	$	—		$	—		$	—	$	—
8/31/2007	$	15.01	$	(0.18	)	$	4.32		$	4.14		$	—		$	—		$	—	$	—
8/31/2006	$	14.19	$	(0.19	)	$	1.01		$	0.82		$	—		$	—		$	—	$	—

See Notes to Financial Highlights 207

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
Class C
Period from 6/21/2010^ to 8/31/2010	$	—	$	10.66		(6.57	%)**	$	0.0		1.96	%*		1.96	%‡*		(.64	%)*		51	%Ø
Class R3
Period from 6/21/2010^ to 8/31/2010	$	—	$	10.67		(6.49	%)**	$	0.0		1.46	%*		1.46	%‡*		(.22	%)*		51	%Ø
Select Equities Fund
Institutional Class
8/31/2010	$	—	$	7.91		.44	%	$	17.6		.75	%		.75	%‡		.78	%		129	%
8/31/2009	$	—	$	8.06		(12.03	%)	$	6.5		.75	%		.75	%‡		1.04	%		93	%
Period from 12/20/2007^ to 8/31/2008	$	—	$	9.20		(8.00	%)**	$	2.3		.76	%*		.76	%‡*		1.17	%*		53	%**
Class A
8/31/2010	$	—	$	7.88		(.11	%)	$	38.0		1.20	%		1.20	%‡		.36	%		129	%
8/31/2009	$	—	$	8.05		(11.95	%)	$	38.3		1.20	%		1.20	%‡		.52	%		93	%
Period from 12/20/2007^ to 8/31/2008	$	—	$	9.18		(8.20	%)**	$	4.9		1.24	%*		1.24	%‡*		.63	%*		53	%**
Class C
8/31/2010	$	—	$	7.74		(.75	%)	$	11.6		1.95	%		1.95	%‡		(.41	%)		129	%
8/31/2009	$	—	$	7.94		(12.58	%)	$	7.4		1.95	%		1.95	%‡		(.22	%)		93	%
Period from 12/20/2007^ to 8/31/2008	$	—	$	9.12		(8.80	%)**	$	0.8		1.99	%*		1.98	%‡*		(.08	%)*		53	%**
Small Cap Growth Fund
Investor Class
8/31/2010	$	—	$	13.68		4.03	%	$	75.4		1.15	%		1.15	%‡		(.89	%)		235	%
8/31/2009	$	—	$	13.15		(26.62	%)	$	144.1		1.30	%		1.30	%‡		(.89	%)		292	%
8/31/2008	$	—	$	17.92		(6.42	%)	$	239.9		1.31	%		1.29	%‡		(.93	%)		185	%
8/31/2007	$	—	$	19.15		27.58	%	$	58.1		1.30	%		1.27	%‡		(1.01	%)		153	%
8/31/2006	$	—	$	15.01		5.78	%	$	46.9		1.60	%		1.57	%‡		(1.21	%)		142	%

 208

Financial Highlights (cont'd)

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@			Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income		Distributions from Net Realized Capital Gains		Tax Return of Capital		Total Distributions
Trust Class
8/31/2010	$	14.43	$	(0.18	)	$	0.68		$	0.50		$	—	$	—	$	—	$	—
8/31/2009	$	19.67	$	(0.14	)	$	(5.10	)	$	(5.24	)	$	—	$	—	$	—	$	—
8/31/2008	$	21.05	$	(0.21	)	$	(1.17	)	$	(1.38	)	$	—	$	—	$	—	$	—
8/31/2007	$	16.52	$	(0.21	)	$	4.74		$	4.53		$	—	$	—	$	—	$	—
8/31/2006	$	15.62	$	(0.22	)	$	1.12		$	0.90		$	—	$	—	$	—	$	—
Advisor Class
8/31/2010	$	9.61	$	(0.14	)	$	0.45		$	0.31		$	—	$	—	$	—	$	—
8/31/2009	$	13.13	$	(0.11	)	$	(3.41	)	$	(3.52	)	$	—	$	—	$	—	$	—
8/31/2008	$	14.08	$	(0.17	)	$	(0.78	)	$	(0.95	)	$	—	$	—	$	—	$	—
8/31/2007	$	11.07	$	(0.17	)	$	3.18		$	3.01		$	—	$	—	$	—	$	—
8/31/2006	$	10.49	$	(0.16	)	$	0.74		$	0.58		$	—	$	—	$	—	$	—
Institutional Class
8/31/2010	$	13.23	$	(0.09	)	$	0.61		$	0.52		$	—	$	—	$	—	$	—
8/31/2009	$	17.95	$	(0.06	)	$	(4.66	)	$	(4.72	)	$	—	$	—	$	—	$	—
Period from 4/1/2008^ to 8/31/2008	$	17.64	$	(0.04	)	$	0.35		$	0.31		$	—	$	—	$	—	$	—
Class A
8/31/2010	$	14.43	$	(0.16	)	$	0.68		$	0.52		$	—	$	—	$	—	$	—
Period from 5/27/2009^ to 8/31/2009	$	12.98	$	(0.03	)	$	1.48		$	1.45		$	—	$	—	$	—	$	—
Class C
8/31/2010	$	9.60	$	(0.19	)	$	0.46		$	0.27		$	—	$	—	$	—	$	—
Period from 5/27/2009^ to 8/31/2009	$	8.65	$	(0.04	)	$	0.99		$	0.95		$	—	$	—	$	—	$	—
Class R3
8/31/2010	$	9.61	$	(0.13	)	$	0.45		$	0.32		$	—	$	—	$	—	$	—
Period from 5/27/2009^ to 8/31/2009	$	8.65	$	(0.02	)	$	0.98		$	0.96		$	—	$	—	$	—	$	—

See Notes to Financial Highlights  209

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
Trust Class
8/31/2010	$	—	$	14.93		3.47	%	$	22.0		1.37	%		1.37	%‡		(1.11	%)		235	%
8/31/2009	$	—	$	14.43		(26.64	%)	$	35.2		1.40	%		1.40	%‡		(1.00	%)		292	%
8/31/2008	$	—	$	19.67		(6.56	%)	$	42.3		1.41	%		1.39	%‡		(1.04	%)		185	%
8/31/2007	$	—	$	21.05		27.42	%	$	8.5		1.40	%		1.38	%‡		(1.08	%)		153	%
8/31/2006	$	—	$	16.52		5.76	%	$	2.5		1.66	%		1.63	%‡		(1.26	%)		142	%
Advisor Class
8/31/2010	$	—	$	9.92		3.23	%	$	9.7		1.60	%		1.60	%‡		(1.34	%)		235	%
8/31/2009	$	—	$	9.61		(26.81	%)	$	11.7		1.60	%		1.60	%‡		(1.19	%)		292	%
8/31/2008	$	—	$	13.13		(6.75	%)	$	13.6		1.61	%		1.59	%‡		(1.23	%)		185	%
8/31/2007	$	—	$	14.08		27.19	%	$	4.3		1.60	%		1.57	%‡		(1.30	%)		153	%
8/31/2006	$	—	$	11.07		5.53	%	$	2.2		1.77	%		1.74	%‡		(1.36	%)		142	%
Institutional Class
8/31/2010	$	—	$	13.75		3.93	%	$	82.6		.91	%		.91	%‡		(.63	%)		235	%
8/31/2009	$	—	$	13.23		(26.30	%)	$	7.5		.90	%		.90	%‡		(.48	%)		292	%
Period from 4/1/2008^ to 8/31/2008	$	—	$	17.95		1.76	%**	$	4.3		.91	%*		.90	%‡*		(.55	%)*		185	%Ø
Class A
8/31/2010	$	—	$	14.95		3.60	%	$	0.5		1.26	%		1.26	%‡		(1.01	%)		235	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	14.43		11.17	%**	$	0.1		1.26	%*		1.26	%‡*		(.76	%)*		292	%Ø
Class C
8/31/2010	$	—	$	9.87		2.81	%	$	0.1		2.01	%		2.01	%‡		(1.76	%)		235	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	9.60		10.98	%**	$	0.1		2.01	%*		2.01	%‡*		(1.47	%)*		292	%Ø
Class R3
8/31/2010	$	—	$	9.93		3.33	%	$	0.1		1.51	%		1.51	%‡		(1.25	%)		235	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	9.61		11.10	%**	$	0.1		1.52	%*		1.52	%‡*		(.97	%)*		292	%Ø

 210

Financial Highlights (cont'd)

	Net Asset Value, Beginning of Year		Net Investment Income (Loss)@			Net Gains or Losses on Securities (both realized and unrealized)			Total From Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Capital Gains			Tax Return of Capital		Total Distributions
Socially Responsive Fund
Investor Class
8/31/2010	$	18.74	$	0.06		$	1.84		$	1.90		$	(0.06	)	$	—		$	—	$	(0.06	)
8/31/2009	$	24.51	$	0.09		$	(5.52	)	$	(5.43	)	$	(0.08	)	$	(0.26	)	$	—	$	(0.34	)
8/31/2008	$	27.20	$	0.15		$	(1.85	)	$	(1.70	)	$	(0.13	)	$	(0.86	)	$	—	$	(0.99	)
8/31/2007	$	23.88	$	0.18		$	3.42		$	3.60		$	(0.04	)	$	(0.24	)	$	—	$	(0.28	)
8/31/2006	$	22.91	$	0.09		$	1.73		$	1.82		$	(0.14	)	$	(0.71	)	$	—	$	(0.85	)
Trust Class
8/31/2010	$	12.88	$	0.01		$	1.27		$	1.28		$	(0.05	)	$	—		$	—	$	(0.05	)
8/31/2009	$	16.91	$	0.04		$	(3.82	)	$	(3.78	)	$	(0.07	)	$	(0.18	)	$	—	$	(0.25	)
8/31/2008	$	18.81	$	0.07		$	(1.28	)	$	(1.21	)	$	(0.10	)	$	(0.59	)	$	—	$	(0.69	)
8/31/2007	$	16.53	$	0.08		$	2.38		$	2.46		$	(0.01	)	$	(0.17	)	$	—	$	(0.18	)
8/31/2006	$	15.84	$	0.03		$	1.20		$	1.23		$	(0.06	)	$	(0.48	)	$	—	$	(0.54	)
Institutional Class
8/31/2010	$	18.75	$	0.10		$	1.84		$	1.94		$	(0.09	)	$	—		$	—	$	(0.09	)
8/31/2009	$	24.53	$	0.12		$	(5.53	)	$	(5.41	)	$	(0.11	)	$	(0.26	)	$	—	$	(0.37	)
Period from 11/28/2007^ to 8/31/2008	$	26.93	$	0.16		$	(1.57	)	$	(1.41	)	$	(0.13	)	$	(0.86	)	$	—	$	(0.99	)
Class A
8/31/2010	$	12.88	$	0.03		$	1.26		$	1.29		$	(0.09	)	$	—		$	—	$	(0.09	)
Period from 5/27/2009^ to 8/31/2009	$	12.00	$	0.00		$	0.88		$	0.88		$	—		$	—		$	—	$	—
Class C
8/31/2010	$	12.86	$	(0.08	)	$	1.25		$	1.17		$	(0.09	)	$	—		$	—	$	(0.09	)
Period from 5/27/2009^ to 8/31/2009	$	12.00	$	(0.01	)	$	0.87		$	0.86		$	—		$	—		$	—	$	—
Class R3
8/31/2010	$	12.87	$	(0.02	)	$	1.27		$	1.25		$	(0.07	)	$	—		$	—	$	(0.07	)
Period from 5/27/2009^ to 8/31/2009	$	12.00	$	0.00		$	0.87		$	0.87		$	—		$	—		$	—	$	—

See Notes to Financial Highlights  211

	Redemption Feesøø		Net Asset Value, End of Year		Total Return††			Net Assets, End of Year (in millions)		Ratio of Gross Expenses to Average Net Assets#			Ratio of Net Expenses to Average Net Assets			Ratio of Net Investment Income/ (Loss) to Average Net Assets			Portfolio Turnover Rate
Socially Responsive Fund
Investor Class
8/31/2010	$	—	$	20.58		10.14	%	$	582.5		.94	%		.94	%		.27	%		41	%
8/31/2009	$	—	$	18.74		(21.83	%)	$	597.1		.93	%		.93	%		.51	%		36	%
8/31/2008	$	—	$	24.51		(6.49	%)	$	804.0		.90	%		.89	%		.57	%		35	%
8/31/2007	$	—	$	27.20		15.15	%	$	786.2		.91	%		.90	%		.66	%		16	%
8/31/2006	$	—	$	23.88		8.08	%	$	487.5		.95	%		.95	%		.39	%		23	%
Trust Class
8/31/2010	$	—	$	14.11		9.94	%	$	356.1		1.12	%		1.12	%		.10	%		41	%
8/31/2009	$	—	$	12.88		(22.01	%)	$	308.2		1.13	%		1.13	%		.32	%		36	%
8/31/2008	$	—	$	16.91		(6.67	%)	$	361.5		1.09	%		1.08	%		.38	%		35	%
8/31/2007	$	—	$	18.81		14.93	%	$	355.5		1.10	%		1.09	%		.45	%		16	%
8/31/2006	$	—	$	16.53		7.93	%	$	239.2		1.13	%		1.12	%		.21	%		23	%
Institutional Class
8/31/2010	$	—	$	20.60		10.36	%	$	166.9		.75	%		.75	%‡		.49	%		41	%
8/31/2009	$	—	$	18.75		(21.71	%)	$	77.6		.75	%		.75	%‡		.70	%		36	%
Period from 11/28/2007^ to 8/31/2008	$	—	$	24.53		(5.47	%)**	$	71.8		.75	%*		.74	%‡*		.83	%*		35	%Ø
Class A
8/31/2010	$	—	$	14.08		10.03	%	$	12.4		1.11	%		1.11	%‡		.18	%		41	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	12.88		7.33	%**	$	1.1		1.11	%*		1.11	%‡*		.11	%*		36	%Ø
Class C
8/31/2010	$	—	$	13.94		9.10	%	$	3.3		1.86	%		1.86	%‡		(.57	%)		41	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	12.86		7.17	%**	$	0.1		1.86	%*		1.86	%‡*		(.40	%)*		36	%Ø
Class R3
8/31/2010	$	—	$	14.05		9.74	%	$	0.2		1.36	%		1.36	%‡		(.11	%)		41	%
Period from 5/27/2009^ to 8/31/2009	$	—	$	12.87		7.25	%**	$	0.1		1.36	%*		1.36	%‡*		.12	%*		36	%Ø

212

Notes to Financial Highlights

††	Total return based on per share net asset value reflects the effects of changes in net asset value on the performance of each Fund during each fiscal period. Returns assume income dividends and other distributions, if any, were reinvested and do not reflect the effect of sales charges. Results represent past performance and do not guarantee future results. Current returns may be lower or higher than the performance data quoted. Investment returns and principal may fluctuate and shares when redeemed may be worth more or less than original cost. For each Fund, total return would have been lower if Management had not reimbursed and/or waived certain expenses. Total return would have been higher if Management had not recouped previously reimbursed expenses. For the year ended August 31, 2009, Management reimbursed Emerging Markets Equity and Socially Responsive for losses incurred in connection with a trade error, which had no impact on total return.
‡‡	On June 9, 2008, Equity Income's Trust Class was converted into the Fund's Institutional Class. The financial information of the Fund's Institutional Class includes the financial information of Trust Class shares. Because the Trust Class had moderately higher expenses, its performance typically would have been slightly lower than the Institutional Class.
‡‡‡	On December 21, 2009, Multi-Cap Opportunities' Trust Class was converted into the Fund's Institutional Class. The financial information of the Fund's Institutional Class includes the financial information of Trust Class shares. The Trust Class had equivalent capped expenses and, therefore, typically similar return to the Institutional Class
†††	During the period from November 2, 2006 through June 9, 2008, Equity Income's Trust Class had only one investor, which could have impacted Fund performance. On June 9, 2008, the Fund's Trust Class was converted into the Fund's Institutional Class and the Institutional Class was opened to the public. The total return of the Fund's Institutional Class includes the performance of the former Trust Class.
††††	During the period from November 2, 2006 through December 21, 2009, Multi-Cap Opportunities' Trust Class had only one investor, which could have impacted Fund performance. On December 21, 2009, the Fund's Trust Class was converted into the Fund's Institutional Class and the Institutional Class was opened to the public. The total return of the Fund's Institutional Class includes the performance of the former Trust Class.
#	The Fund is required to calculate an expense ratio without taking into consideration any expense reductions related to expense offset arrangements.
‡	After reimbursement of expenses and/or waiver of a portion of the investment management fee by Management. Had Management not undertaken such actions, the annualized ratios of net expenses to average daily net assets would have been:

	Year Ended August 31,
	2010			2009			2008			2007			2006
Climate Change Fund Institutional Class		9.09	%		9.85	%		25.07	%(10)		—			—
Climate Change Fund Class A		9.44	%		9.92	%		16.79	%(10)		—			—
Climate Change Fund Class C		10.29	%		10.94	%		28.56	%(10)		—			—
Emerging Markets Equity Fund Institutional Class		6.65	%		14.78	%(13)		—			—			—
Emerging Markets Equity Fund Class A		6.71	%		18.97	%(13)		—			—			—
Emerging Markets Equity Fund Class C		7.05	%		17.56	%(13)		—			—			—
Emerging Markets Equity Fund Class R3		39.77	%(23)		—			—			—			—
Equity Income Fund Institutional Class		1.01	%		1.32	%		3.63	%(12)		2.91	%(6)(19)		—
Equity Income Fund Class A		1.36	%		2.31	%		5.67	%(20)		—			—
Equity Income Fund Class C		2.12	%		2.80	%		6.94	%(20)		—			—
Equity Income Fund Class R3		36.17	%(23)		—			—			—			—

213

Notes to Financial Highlights (cont'd)

	Year Ended August 31,
	2010			2009			2008			2007			2006
Focus Fund Investor Class		—			.99	%		.89	%		.87	%		.87	%
Focus Fund Trust Class		—			1.24	%		1.10	%		1.07	%		1.06	%
Focus Fund Advisor Class		—			1.53	%		1.33	%		1.28	%		1.26	%
Focus Fund Institutional Class		36.90	%(3)		—			—			—			—
Focus Fund Class A		37.28	%(3)		—			—			—			—
Focus Fund Class C		38.06	%(3)		—			—			—			—
Genesis Fund Investor Class		—			1.08	%		1.03	%		1.03	%		1.02	%
Genesis Fund Trust Class		—			1.12	%		1.09	%		1.10	%		1.09	%
Genesis Fund Advisor Class		—			1.38	%		1.35	%		1.35	%		1.35	%
Genesis Fund Institutional Class		.87	%		.87	%		.85	%		.85	%		.85	%
Guardian Fund Investor Class		—			.97	%		.89	%		.87	%		.88	%
Guardian Fund Trust Class		—			1.14	%		1.06	%		1.05	%		1.04	%
Guardian Fund Advisor Class		2.59	%		5.33	%		3.44	%		2.85	%		3.13	%
Guardian Fund Institutional Class		0.81	%		5.16	%(15)		—			—			—
Guardian Fund Class A		1.22	%		2.24	%(15)		—			—			—
Guardian Fund Class C		2.46	%		6.27	%(15)		—			—			—
Guardian Fund Class R3		3.12	%		5.77	%(15)		—			—			—
International Fund Investor Class		1.41	%		1.40	%		1.26	%		1.24	%		1.25	%
International Fund Trust Class		—			1.49	%		1.35	%		1.33	%		1.32	%
International Large Cap Fund Trust Class		1.53	%		1.73	%		1.37	%		1.48	%		37.46	%(1)
International Large Cap Fund Institutional Class		1.12	%		1.30	%		.97	%		.99	%(4)		—
International Large Cap Fund Class A		1.52	%		2.17	%		1.70	%(7)		—			—
International Large Cap Fund Class C		2.29	%		3.94	%		4.08	%(7)		—			—
International Large Cap Fund Class R3		3.50	%		6.18	%(15)		—			—			—
Intrinsic Value Fund Institutional Class		1.70	%(22)		—			—			—			—
Intrinsic Value Fund Class A		2.11	%(22)		—			—			—			—
Intrinsic Value Fund Class C		3.09	%(22)		—			—			—			—
Large Cap Disciplined Growth Fund Investor Class		1.23	%		2.50	%		2.53	%		2.44	%		2.51	%
Large Cap Disciplined Growth Fund Institutional Class		.87	%		1.57	%(14)		—			—			—
Large Cap Disciplined Growth Fund Class A		1.30	%		1.79	%(14)		—			—			—
Large Cap Disciplined Growth Fund Class C		2.01	%		2.56	%(14)		—			—			—
Large Cap Disciplined Growth Fund Class R3		3.23	%		6.21	%(15)		—			—			—
Mid Cap Growth Fund Investor Class		—			1.11	%		1.01	%		1.02	%		1.04	%
Mid Cap Growth Fund Trust Class		—			1.26	%		1.25	%		1.30	%		1.32	%
Mid Cap Growth Fund Advisor Class		—			1.86	%		2.38	%		3.39	%		2.85	%
Mid Cap Growth Fund Institutional Class		.83	%		.87	%		.78	%		1.03	%(5)		—
Mid Cap Growth Fund Class A		1.28	%		4.05	%(15)		—			—			—
Mid Cap Growth Fund Class C		2.64	%		6.29	%(15)		—			—			—
Mid Cap Growth Fund Class R3		3.15	%		5.78	%(15)		—			—			—
Multi-Cap Opportunities Fund Institutional Class		1.95	%(16)		5.67	%(19)		2.33	%(19)		2.31	%(18)(19)		—
Multi-Cap Opportunities Fund Class A		3.18	%(17)		—			—			—			—

214

Notes to Financial Highlights (cont'd)

	Year Ended August 31,
	2010			2009			2008			2007			2006
Multi-Cap Opportunities Fund Class C		6.43	%(17)		—			—			—			—
Partners Fund Investor Class		—			.89	%		.80	%		.80	%		.82	%
Partners Fund Trust Class		—			1.05	%		.99	%		.99	%		.99	%
Partners Fund Advisor Class		—			1.20	%		1.14	%		1.14	%		1.15	%
Partners Fund Institutional Class		—			.71	%		.65	%		.65	%		.96	%(2)
Partners Fund Class A		35.72	%(3)		—			—			—			—
Partners Fund Class C		37.45	%(3)		—			—			—			—
Partners Fund Class R3		36.96	%(3)		—			—			—			—
Real Estate Fund Trust Class		1.75	%		2.02	%		1.83	%		1.59	%		1.90	%
Real Estate Fund Institutional Class		1.39	%		2.80	%		1.77	%(11)		—			—
Real Estate Fund Class A		12.56	%(3)		—			—			—			—
Real Estate Fund Class C		20.75	%(3)		—			—			—			—
Real Estate Fund Class R3		37.36	%(3)		—			—			—			—
Regency Fund Investor Class		1.24	%		1.37	%		1.12	%		1.08	%		1.12	%
Regency Fund Trust Class		1.42	%		1.59	%		1.36	%		1.31	%		1.32	%
Regency Fund Institutional Class		1.03	%(21)		—			—			—			—
Regency Fund Class A		37.23	%(3)		—			—			—			—
Regency Fund Class C		35.88	%(3)		—			—			—			—
Regency Fund Class R3		37.59	%(3)		—			—			—			—
Select Equities Fund Institutional Class		1.22	%		2.57	%		13.92	%(7)		—			—
Select Equities Fund Class A		1.60	%		2.19	%		3.99	%(7)		—			—
Select Equities Fund Class C		2.35	%		2.91	%		7.21	%(7)		—			—
Small Cap Growth Fund Investor Class		1.50	%		1.48	%		1.42	%		1.76	%		1.86	%
Small Cap Growth Fund Trust Class		1.70	%		1.73	%		1.64	%		2.22	%		2.47	%
Small Cap Growth Fund Advisor Class		1.90	%		1.99	%		1.96	%		2.58	%		3.24	%
Small Cap Growth Fund Institutional Class		1.28	%		1.69	%		1.10	%(9)		—			—
Small Cap Growth Fund Class A		2.05	%		5.34	%(15)		—			—			—
Small Cap Growth Fund Class C		3.43	%		6.65	%(15)		—			—			—
Small Cap Growth Fund Class R3		4.16	%		6.29	%(15)		—			—			—
Socially Responsive Fund Institutional Class		.77	%		.78	%		.76	%(8)		—			—
Socially Responsive Fund Class A		1.21	%		1.70	%(15)		—			—			—
Socially Responsive Fund Class C		1.99	%		6.17	%(15)		—			—			—
Socially Responsive Fund Class R3		2.95	%		5.76	%(15)		—			—			—

(1)	Period from August 1, 2006 to August 31, 2006.
(2)	Period from June 7, 2006 to August 31, 2006.
(3)	Period from June 21, 2010 to August 31, 2010.
(4)	Period from October 6, 2006 to August 31, 2007.
(5)	Period from April 19, 2007 to August 31, 2007.
(6)	Period from November 2, 2006 to August 31, 2007.
(7)	Period from December 20, 2007 to August 31, 2008.

215

Notes to Financial Highlights (cont'd)

(8)	Period from November 28, 2007 to August 31, 2008.
(9)	Period from April 1, 2008 to August 31, 2008.
(10)	Period from May 1, 2008 to August 31, 2008.
(11)	Period from June 4, 2008 to August 31, 2008.
(12)	On June 9, 2008, Equity Income's Trust Class was converted into the Fund's Institutional Class. The financial information of the Fund's Institutional Class includes the financial information of Trust Class shares.
(13)	Period from October 8, 2008 to August 31, 2009. Organization expense, which is an extraordinary non-recurring expense, is included in ratios on a non-annualized basis.
(14)	Period from April 6, 2009 to August 31, 2009.
(15)	Period from May 27, 2009 to August 31, 2009.
(16)	On December 21, 2009, Multi-Cap Opportunities' Trust Class was converted into the Fund's Institutional Class. The financial information of the Fund's Institutional Class includes the financial information of Trust Class shares.
(17)	Period from December 21, 2009 to August 31, 2010.
(18)	Period from November 2, 2006 to August 31, 2007.
(19)	These ratios reflect a reduced fee schedule for certain expenses. If these expenses had not been reduced, the ratios would have been higher.
(20)	Period from June 9, 2008 to August 31, 2008.
(21)	Period from March 8, 2010 to August 31, 2010.
(22)	Period from May 10, 2010 to August 31, 2010. Organization expense, which is an extraordinary non-recurring expense, is included in ratios on a non-annualized basis.

^^ After utilization of the Line of Credit by International Institutional and/or reimbursement of expenses and/or waiver of a portion of the investment management fee by Management. Had Management not undertaken such actions, or had the Fund not utilized the Line of Credit, the annualized ratio of net expenses to average daily net assets would have been:

	Year Ended August 31,
	2010			2009			2008			2007			2006
International Institutional Fund Institutional Class		1.24	%		1.26	%		1.11	%		1.12	%		1.20	%

§ After reimbursement of expenses previously paid by Management and/or waiver of a portion of the investment management fee by Management. Had a Fund not made such reimbursements or had Management not undertaken such actions, the annualized ratios of net expenses to average daily net assets would have been:

	Year Ended August 31,
	2010			2009		2008		2007			2006
Focus Fund Advisor Class		1.39	%		—		—		—			—
Genesis Fund Institutional Class		—			—		—		—			.84	%
International Fund Investor Class		—			—		—		—			1.24	%
International Fund Trust Class		—			—		—		—			1.32	%
Mid Cap Growth Fund Advisor Class		1.48	%		—		—		—			—
Partners Fund Institutional Class		.68	%		—		—		.64	%		—

216

Notes to Financial Highlights (cont'd)

^	The date investment operations commenced.
@	Calculated based on the average number of shares outstanding during each fiscal period.
ØØ	Redemption fees are charged on Emerging Markets Equity, International, International Institutional, International Large Cap, and Real Estate. Calculated based on the average number of shares outstanding during each fiscal period.
*	Annualized.
**	Not annualized.
Ø	Portfolio turnover is calculated at the Fund level. Percentage indicated was calculated for the year ended August 31, 2006 for Partners, for the year ended August 31, 2007 for International Large Cap and Mid Cap Growth, for the period ended August 31, 2008 for Equity Income, International Large Cap, Real Estate, Small Cap Growth, and Socially Responsive, for the year ended August 31, 2009 for Guardian, International Large Cap, Large Cap Disciplined Growth, Mid Cap Growth, Small Cap Growth, and Socially Responsive, and for the year ended August 31, 2010 for Emerging Markets Equity, Equity Income, Focus, Multi-Cap Opportunities, Partners, Real Estate and Regency.
##	On August 15, 2008, Genesis acquired all of the net assets of Neuberger Berman Fasciano Fund pursuant to a Plan of Reorganization and Dissolution. Portfolio turnover excludes purchases and sales of securities by Fasciano (acquired fund) prior to the merger date.
###	Portfolio turnover excludes purchases and sales of securities by Large Cap Disciplined Growth (acquired fund) prior to the merger date (see Note H of Notes to Financial Statements).
@@	Subsequent to August 31, 2007, Genesis received notification that a substantial portion of a special cash dividend received from one of its investments, which was recorded as dividend income in the 2007 financial statements, represented a non-taxable return of capital to Genesis. The reclassification had no impact on the total or per share net assets of Genesis, but resulted in a decrease of $62,516,000 in net investment income (loss), an increase of $2,354,000 in net realized gain (loss) on investments and an increase of $60,162,000 in change in unrealized appreciation (depreciation) of investments, for that year. The financial highlights for each class of shares for the year ended August 31, 2007, have been updated to reflect the revised recharacterization. The impact on the financial highlights for each class was a r eclassification of $0.21, $0.32, $0.18 and $0.26 per share for the Investor Class, Trust Class, Advisor Class and Institutional Class, respectively, and a decrease in the Ratio of Net Investment Income (Loss) to Average Net Assets of 0.57%, 0.61%, 0.59% and 0.54% for the Investor Class, Trust Class, Advisor Class and Institutional Class, respectively.

217

Report of Independent Registered Public Accounting Firm

To the Board of Trustees

Neuberger Berman Equity Funds and

Shareholders of:

Neuberger Berman Climate Change Fund

Neuberger Berman Emerging Markets Equity Fund

Neuberger Berman Equity Income Fund

Neuberger Berman Focus Fund

Neuberger Berman Genesis Fund

Neuberger Berman Guardian Fund

Neuberger Berman International Fund

Neuberger Berman International Institutional Fund

Neuberger Berman International Large Cap Fund

Neuberger Berman Partners Fund

Neuberger Berman Real Estate Fund

Neuberger Berman Select Equities Fund

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of Neuberger Berman Climate Change Fund, Neuberger Berman Emerging Markets Equity Fund, Neuberger Berman Equity Income Fund, Neuberger Berman Focus Fund, Neuberger Berman Genesis Fund, Neuberger Berman Guardian Fund, Neuberger Berman International Fund, Neuberger Berman International Institutional Fund, Neuberger Berman International Large Cap Fund, Neuberger Berman Partners Fund, Neuberger Berman Real Estate Fund, and Neuberger Berman Select Equities Fund, twelve of the series constituting Neuberger Berman Equity Funds (the "Trust"), as of August 31, 2010, and the related statements of operations for the year then ended, the statements of changes in net assets and the financial highlights for each of the periods indicated therei n. These financial statements and financial highlights are the responsibility of the Trust's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Trust's internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2010, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of each of the above-mentioned series of Neuberger Berman Equity Funds as of August 31, 2010, the results of their operations for the year then ended, the changes in their net assets and the financial highlights for each of the periods indicated therein, in conformity with U.S. generally accepted accounting principles.

 

Boston, Massachusetts

October 15, 2010

218

Report of Independent Registered Public Accounting Firm

To the Board of Trustees and Shareholders

Neuberger Berman Equity Funds

We have audited the accompanying statements of assets and liabilities of the Neuberger Berman Large Cap Disciplined Growth Fund, Neuberger Berman Mid Cap Growth Fund, Neuberger Berman Regency Fund, Neuberger Berman Small Cap Growth Fund, Neuberger Berman Socially Responsive Fund, Neuberger Berman Multi-Cap Opportunities Fund (Formerly Research Opportunities Fund), and Neuberger Berman Intrinsic Value Fund, each a series of the Neuberger Berman Equity Funds (the "Trust"), including the schedules of investments, as of August 31, 2010, and the related statements of operations for the year then ended (with respect to Neuberger Berman Intrinsic Value Fund, the period May 10, 2010 to August 31, 2010), the statements of changes in net assets for each of the two years in the period then ended (with respect to Neuberger Berman Intrinsic Value Fund , the period May 10, 2010 to August 31, 2010 ), and the financial highlights for each of the five years in the period then ended (with respect to Neuberger Berman Multi-Cap Opportunities Fund (Formerly Research Opportunities Fund), the period November 2, 2006 to August 31, 2010 and with respect to Neuberger Berman Intrinsic Value Fund, the period May 10, 2010 to August 31, 2010). These financial statements and financial highlights are the responsibility of the Trust's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amou nts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2010, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the above mentioned series of the Neuberger Berman Equity Funds, as of August 31, 2010, and the results of their operations, the changes in their net assets, and the financial highlights for the periods indicated above, in conformity with accounting principles generally accepted in the United States of America.

Philadelphia, Pennsylvania

October 15, 2010

219

Directory

Investment Manager, Administrator and Distributor Neuberger Berman Management LLC 605 Third Avenue, 2nd Floor New York, NY 10158-0180 800.877.9700 or 212.476.8800 Intermediary Client Services 800.366.6264   Sub-Adviser Neuberger Berman LLC 605 Third Avenue New York, NY 10158-3698   Custodian and Shareholder Servicing Agent State Street Bank and Trust Company 2 Avenue de Lafayette Boston, MA 02111   For Investor Class Shareholders Address correspondence to: Neuberger Berman Funds Boston Service Center P.O. Box 8403 Boston, MA 02266-8403 800.877.9700 or 212.476.8800   For Class A, Class C and Class R3 Shareholders: Please contact your investment provider     For Trust Class, Advisor Class, and Institutional Class Shareholders Address correspondence to: Neuberger Berman Management LLC 605 Third Avenue, Mail Drop 2-7 New York, NY 10158-0180 Attn: Intermediary Support Services 800.366.6264   Legal Counsel K&L Gates LLP 1601 K Street, NW Washington, DC 20006   Independent Registered Public Accounting Firms Ernst & Young LLP 200 Clarendon Street Boston, MA 02116   Tait, Weller & Baker LLP 1818 Market Street Suite 2400 Philadelphia, PA 19103

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Trustee and Officer Information

The following tables set forth information concerning the trustees ("Trustees") and officers ("Officers") of the Trust. All persons named as Trustees and Officers also serve in similar capacities for other funds administered or managed by Management and Neuberger. The Statement of Additional Information includes additional information about Trustees and is available upon request, without charge, by calling (800) 877-9700.

Information about the Board of Trustees

Name, (Year of Birth), and Address(1)	Position and Length of Time Served(2)	Principal Occupation(s)(3)	Number of Funds in Fund Complex Overseen by Fund Trustee		Other Directorships Held Outside Fund Complex by Fund Trustee
Independent Fund Trustees
John Cannon (1930)	Trustee since 2000	Consultant; formerly, Chairman, CDC Investment Advisers (registered investment adviser), 1993 to January 1999; formerly, President and Chief Executive Officer, AMA Investment Advisors, an affiliate of the American Medical Association.		43	Formerly, Independent Trustee or Director of three series of Oppenheimer Funds: Oppenheimer Limited Term New York Municipal Fund, Rochester Fund Municipals, and Oppenheimer Convertible Securities Fund, 1992 to 2009.
Faith Colish (1935)	Trustee since 1982	Counsel, Carter Ledyard & Milburn LLP (law firm) since October 2002; formerly, Attorney-at-Law and President, Faith Colish, A Professional Corporation, 1980 to 2002.		43	Formerly, Director, 1997 to 2003, and Advisory Director, 2003 to 2006; ABA Retirement Funds (formerly, American Bar Retirement Association) (not-for-profit membership corporation).

221

Name, (Year of Birth), and Address(1)	Position and Length of Time Served(2)	Principal Occupation(s)(3)	Number of Funds in Fund Complex Overseen by Fund Trustee		Other Directorships Held Outside Fund Complex by Fund Trustee
Martha C. Goss (1949)	Trustee since 2007	President, Woodhill Enterprises Inc./Chase Hollow Associates LLC (personal investment vehicle), since 2006; Chief Operating and Financial Officer, Hopewell Holdings LLC/ Amwell Holdings, LLC (a holding company for a healthcare reinsurance company start-up), since 2003; formerly, Consultant, Resources Connection (temporary staffing), 2002 to 2006.		43	Director, Ocwen Financial Corporation (mortgage servicing), since 2005; Director, American Water (water utility), since 2003; Director, Channel Reinsurance (financial guaranty reinsurance), since 2006; Director, Allianz Life of New York (insurance), since 2005; Director, Financial Women's Association of New York (not-for-profit association), since 2003; Trustee Emerita, Brown University, since 1998; formerly, Advisory Board Member, Attensity (software developer), 2005 to 2007; formerly, Director, Bank Leumi (commercial bank), 2005 to 2007; formerly, Director, Claire's Stores, Inc. (retailer), 2005 to 2007.
C. Anne Harvey (1937)	Trustee since 2000	President, C.A. Harvey Associates, since October 2001; formerly, Director, AARP, 1978 to December 2001.		43	Formerly, President, Board of Associates to The National Rehabilitation Hospital's Board of Directors, 2001 to 2002; formerly, Member, Individual Investors Advisory Committee to the New York Stock Exchange Board of Directors, 1998 to 2002.
Robert A. Kavesh (1927)	Trustee since 1986	Retired; Marcus Nadler Professor Emeritus of Finance and Economics, New York University Stern School of Business; formerly, Executive Secretary-Treasurer, American Finance Association, 1961 to 1979.		43	Formerly, Director, The Caring Community (not-for-profit), 1997 to 2006; formerly, Director, DEL Laboratories, Inc. (cosmetics and pharmaceuticals), 1978 to 2004; formerly, Director, Apple Bank for Savings, 1979 to 1990; formerly, Director, Western Pacific Industries, Inc., (public company), 1972 to 1986.

222

Name, (Year of Birth), and Address(1)	Position and Length of Time Served(2)	Principal Occupation(s)(3)	Number of Funds in Fund Complex Overseen by Fund Trustee		Other Directorships Held Outside Fund Complex by Fund Trustee
Michael M. Knetter (1960)	Trustee since 2007	Dean, School of Business, University of Wisconsin—Madison; formerly, Professor of International Economics and Associate Dean, Amos Tuck School of Business—Dartmouth College, 1998 to 2002.		43	Director, American Family Insurance (a mutual company, not publicly traded), since March 2009; Trustee, Northwestern Mutual Series Fund, Inc., since February 2007; Director, Wausau Paper, since 2005; formerly, Director, Great Wolf Resorts, 2004 to 2009.
Howard A. Mileaf (1937)	Trustee since 1984	Retired; formerly, Vice President and General Counsel, WHX Corporation (holding company), 1993 to 2001.		43	Formerly, Director, Webfinancial Corporation (holding company), 2002 to 2008; formerly, Director, WHX Corporation (holding company), 2002 to 2005; formerly, Director, State Theatre of New Jersey (not-for-profit theatre), 2000 to 2005.
George W. Morriss (1947)	Trustee since 2007	Retired; formerly, Executive Vice President and Chief Financial Officer, People's Bank, Connecticut (a financial services company), 1991 to 2001.		43	Manager, Old Mutual Funds of Hedge Funds fund complex (consisting of six funds), since 2006 for four funds and since February 2007 for two funds; formerly, Member NASDAQ Issuers' Affairs Committee, 1995 to 2003.
Edward I. O'Brien (1928)	Trustee since 1993	Retired; formerly, Member, Investment Policy Committee, Edward Jones, 1993 to 2001; President, Securities Industry Association ("SIA") (securities industry's representative in government relations and regulatory matters at the federal and state levels), 1974 to 1992; Adviser to SIA, November 1992 to November 1993.		43	Formerly, Director, Legg Mason, Inc. (financial services holding company), 1993 to July 2008; formerly, Director, Boston Financial Group (real estate and tax shelters), 1993 to 1999.

223

Name, (Year of Birth), and Address(1)	Position and Length of Time Served(2)	Principal Occupation(s)(3)	Number of Funds in Fund Complex Overseen by Fund Trustee		Other Directorships Held Outside Fund Complex by Fund Trustee
Cornelius T. Ryan (1931)	Trustee since 1982	General Partner and Adviser, TD2, TD3, and TOF1 Healthcare Venture Capital Partnerships; Founding General Partner, Oxford Partners and Oxford Bioscience Partners (venture capital investing) and President, Oxford Venture Corporation, since 1981.		43	Trustee, Norwalk Hospital Foundation, since 2000; Director, Supply Pro (privately held company), since 2008; formerly, Trustee, Norwalk Hospital, 1995 to 2004; formerly, President and Director, Randolph Computer Corp., 1966 to 1984; formerly, Director of numerous privately held portfolio companies of Oxford Partners and Oxford Bio Science Partners, 1981 to 2005.
Tom D. Seip (1950)	Trustee since 2000; Chairman of the Board since 2008; Lead Independent Trustee from 2006 to 2008	General Partner, Seip Investments LP (a private investment partnership); formerly, President and CEO, Westaff, Inc. (temporary staffing), May 2001 to January 2002; formerly, Senior Executive, The Charles Schwab Corporation, 1983 to 1998, including Chief Executive Officer, Charles Schwab Investment Management, Inc., Trustee, Schwab Family of Funds and Schwab Investments, 1997 to 1998, and Executive Vice President-Retail Brokerage, Charles Schwab & Co., Inc., 1994 to 1997.		43	Director, H&R Block, Inc. (financial services company), since May 2001; Chairman, Compensation Committee, H&R Block, Inc., since 2006; formerly, Director, Forward Management, Inc. (asset management company), 1999 to 2006.

224

Name, (Year of Birth), and Address(1)	Position and Length of Time Served(2)	Principal Occupation(s)(3)	Number of Funds in Fund Complex Overseen by Fund Trustee		Other Directorships Held Outside Fund Complex by Fund Trustee
Candace L. Straight (1947)	Trustee since 2000	Private investor and consultant specializing in the insurance industry; formerly, Advisory Director, Securitas Capital LLC (a global private equity investment firm dedicated to making investments in the insurance sector), 1998 to December 2003.		43	Director, Montpelier Re Holdings Ltd. (reinsurance company), since 2006; formerly, Director, National Atlantic Holdings Corporation (property and casualty insurance company), 2004 to 2008; formerly, Director, The Proformance Insurance Company (property and casualty insurance company), 2004 to 2008; formerly, Director, Providence Washington Insurance Company (property and casualty insurance company), 1998 to 2006; formerly, Director, Summit Global Partners (insurance brokerage firm), 2000 to 2005.
Peter P. Trapp (1944)	Trustee since 2000	Retired; formerly, Regional Manager for Mid-Southern Region, Ford Motor Credit Company, September 1997 to 2007; formerly, President, Ford Life Insurance Company, April 1995 to August 1997.		43	None.

225

Name, (Year of Birth), and Address(1)	Position and Length of Time Served(2)	Principal Occupation(s)(3)	Number of Funds in Fund Complex Overseen by Fund Trustee		Other Directorships Held Outside Fund Complex by Fund Trustee
Fund Trustees who are "Interested Persons"
Joseph V. Amato* (1962)	Trustee since 2009	President and Director, Neuberger Berman Group LLC, since 2009; President and Chief Executive Officer, Neuberger and Neuberger Berman Holdings LLC (including its predecessor, Neuberger Berman Inc.), since 2007; Chief Investment Officer, Neuberger, since 2009; Chief Investment Officer (Equities) and Managing Director, Management, since 2009; Managing Director, Neuberger Berman Fixed Income LLC ("NBFI") since 2007; Board member of NBFI since 2006; formerly, Global Head of Asset Management of Lehman Brothers Holdings Inc.'s ("LBHI") Investment Management Division, 2006 to 2009; formerly, member of LBHI's Investment Management Division's Executive Management Committee, 2006 to 2009; formerly, Managing Director, Lehman Brothers Inc. ("LBI"), 2006 to 2008; formerly, Chief Recruiting and Development Officer, LBI, 2005 to 2006; formerly, Global H ead of LBI's Equity Sales and a Member of its Equities Division Executive Committee, 2003 to 2005.		43	Member of Board of Advisors, McDonough School of Business, Georgetown University, since 2001; Member of New York City Board of Advisors, Teach for America, since 2005; Trustee, Montclair Kimberley Academy (private school), since 2007.

226

Name, (Year of Birth), and Address(1)	Position and Length of Time Served(2)	Principal Occupation(s)(3)	Number of Funds in Fund Complex Overseen by Fund Trustee		Other Directorships Held Outside Fund Complex by Fund Trustee
Robert Conti* (1956)	Chief Executive Officer, President and Trustee since 2008; prior thereto, Executive Vice President in 2008 and Vice President 2000 to 2008	Managing Director, Neuberger, since 2007; formerly, Senior Vice President, Neuberger, 2003 to 2006; formerly, Vice President, Neuberger, 1999 to 2003; President and Chief Executive Officer, Management, since 2008; formerly, Senior Vice President, Management, 2000 to 2008.		43	Chairman of the Board, Staten Island Mental Health Society since 2008.
Jack L. Rivkin* (1940)	Trustee since 2002; President from 2002 to 2008	Formerly, Executive Vice President and Chief Investment Officer, Neuberger Berman Holdings LLC (holding company), 2002 to August 2008 and 2003 to August 2008, respectively; formerly, Managing Director and Chief Investment Officer, Neuberger, December 2005 to August 2008 and 2003 to August 2008, respectively; formerly, Executive Vice President, Neuberger, December 2002 to 2005; formerly, Director and Chairman, Management, December 2002 to August 2008; formerly, Executive Vice President, Citigroup Investments, Inc., September 1995 to February 2002; formerly, Executive Vice President, Citigroup Inc., September 1995 to February 2002.		43	Director, Idealab (private company), since 2009; Director, Distributed World Power (private company), since 2009; Director, Dale Carnegie and Associates, Inc. (private company), since 1999; Director, Solbright, Inc. (private company), since 1998; Director, SA Agricultural Fund, since 2009; Chairman and Director, Essential Brands (consumer products) since 2008; formerly, Director, New York Society of Security Analysts, 2006 to 2008.

227

(1)	The business address of each listed person is 605 Third Avenue, New York, New York 10158.
(2)	Pursuant to the Trust's Trust Instrument, each of these Fund Trustees shall hold office for life or until his or her successor is elected or the Trust terminates; except that (a) any Fund Trustee may resign by delivering a written resignation; (b) any Fund Trustee may be removed with or without cause at any time by a written instrument signed by at least two-thirds of the other Fund Trustees; (c) any Fund Trustee who requests to be retired, or who has become unable to serve, may be retired by a written instrument signed by a majority of the other Fund Trustees; and (d) any Fund Trustee may be removed at any shareholder meeting by a vote of at least two-thirds of the outstanding shares.
(3)	Except as otherwise indicated, each individual has held the positions shown for at least the last five years.
*	Indicates a Fund Trustee who is an "interested person" within the meaning of the 1940 Act. Mr. Amato and Mr. Conti are interested persons of the Trust by virtue of the fact that each is an officer of Management, Neuberger and/or their affiliates. Mr. Rivkin may be deemed an interested person of the Trust by virtue of the fact that, until August 2008, he was a director of Management and an officer of Neuberger.

228

Information about the Officers of the Trust

Name, (Year of Birth), and Address(1)		Position and Length of Time Served(2)	Principal Occupation(s)(3)
	��
Andrew B. Allard (1961)		Anti-Money Laundering Compliance Officer since 2002	Senior Vice President, Neuberger, since 2006; Deputy General Counsel, Neuberger, since 2004; formerly, Vice President, Neuberger, 2000 to 2005; Anti-Money Laundering Compliance Officer, eight registered investment companies for which Management acts as investment manager and administrator (six since 2002, one since 2003 and one since 2006).
Claudia A. Brandon (1956)		Executive Vice President since 2008 and Secretary since 1985	Senior Vice President, Neuberger, since 2007 and Employee since 1999; Senior Vice President, Management, since 2008 and Assistant Secretary since 2004; formerly, Vice President, Neuberger, 2002 to 2006; formerly, Vice President-Mutual Fund Board Relations, Management, 2000 to 2008; Executive Vice President, eight registered investment companies for which Management acts as investment manager and administrator (eight since 2008); Secretary, eight registered investment companies for which Management acts as investment manager and administrator (three since 1985, three since 2002, one since 2003 and one since 2006).
Maxine L. Gerson (1950)		Executive Vice President since 2008 and Chief Legal Officer since 2005 (only for purposes of sections 307 and 406 of the Sarbanes-Oxley Act of 2002)	Managing Director, Neuberger, since 2009, and Deputy General Counsel and Assistant Secretary, Neuberger, since 2001; Managing Director, Management, since 2009, and Secretary and General Counsel, Management, since 2004; formerly, Senior Vice President, Neuberger, 2002 to 2009; formerly, Senior Vice President, Management, 2006 to 2009; Executive Vice President, eight registered investment companies for which Management acts as investment manager and administrator (eight since 2008); Chief Legal Officer (only for purposes of sections 307 and 406 of the Sarbanes-Oxley Act of 2002), eight registered investment companies for which Management acts as investment manager and administrator (seven since 2005 and one since 2006).
Sheila R. James (1965)		Assistant Secretary since 2002	Vice President, Neuberger, since 2008 and Employee since 1999; formerly, Assistant Vice President, Neuberger, 2007; Assistant Secretary, eight registered investment companies for which Management acts as investment manager and administrator (six since 2002, one since 2003 and one since 2006).
Brian Kerrane (1969)		Vice President since 2008	Senior Vice President, Neuberger, since 2006; formerly, Vice President, Neuberger, 2002 to 2006; Vice President, Management, since 2008 and Employee since 1991; Vice President, eight registered investment companies for which Management acts as investment manager and administrator (eight since 2008).
Kevin Lyons (1955)		Assistant Secretary since 2003	Assistant Vice President, Neuberger, since 2008 and Employee since 1999; Assistant Secretary, eight registered investment companies for which Management acts as investment manager and administrator (seven since 2003 and one since 2006).

229

Name, (Year of Birth), and Address(1)	Position and Length of Time Served(2)	Principal Occupation(s)(3)
Owen F. McEntee, Jr. (1961)	Vice President since 2008	Vice President, Neuberger, since 2006; Employee, Management, since 1992; Vice President, eight registered investment companies for which Management acts as investment manager and administrator (eight since 2008).
John M. McGovern (1970)	Treasurer and Principal Financial and Accounting Officer since 2005	Senior Vice President, Neuberger, since 2007; formerly, Vice President, Neuberger, 2004 to 2006; Employee, Management, since 1993; Treasurer and Principal Financial and Accounting Officer, eight registered investment companies for which Management acts as investment manager and administrator (seven since 2005 and one since 2006); formerly, Assistant Treasurer, seven registered investment companies for which Management acts as investment manager and administrator, 2002 to 2005.
Andrew Provencher (1965)	Vice President since 2008	Managing Director, Management, since 2008; Managing Director, Neuberger, since 2005; formerly, Senior Vice President, Neuberger, 2003 to 2005; Vice President, eight registered investment companies for which Management acts as investment manager and administrator (eight since 2008).
Frank Rosato (1971)	Assistant Treasurer since 2005	Vice President, Neuberger, since 2006; Employee, Management, since 1995; Assistant Treasurer, eight registered investment companies for which Management acts as investment manager and administrator (seven since 2005 and one since 2006).
Neil S. Siegel (1967)	Vice President since 2008	Managing Director, Management, since 2008; Managing Director, Neuberger, since 2006; formerly, Senior Vice President, Neuberger, 2004 to 2006; Vice President, eight registered investment companies for which Management acts as investment manager and administrator (eight since 2008).
Chamaine Williams (1971)	Chief Compliance Officer since 2005	Senior Vice President, Neuberger, since 2007; Chief Compliance Officer, Management, since 2006; Chief Compliance Officer, eight registered investment companies for which Management acts as investment manager and administrator (seven since 2005 and one since 2006); formerly, Senior Vice President, LBI, 2007 to 2008; formerly, Vice President, LBI, 2003 to 2006; formerly, Chief Compliance Officer, Lehman Brothers Asset Management Inc., 2003 to 2007; formerly, Chief Compliance Officer, Lehman Brothers Alternative Investment Management LLC, 2003 to 2007.

(1)  The business address of each listed person is 605 Third Avenue, New York, New York 10158.

(2)  Pursuant to the By-Laws of the Trust, each officer elected by the Fund Trustees shall hold office until his or her successor shall have been elected and qualified or until his or her earlier death, inability to serve, or resignation. Officers serve at the pleasure of the Fund Trustees and may be removed at any time with or without cause.

(3)  Except as otherwise indicated, each individual has held the positions shown for at least the last five years.

230

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Trust uses to determine how to vote proxies relating to portfolio securities is available, without charge, by calling 1-800-877-9700 (toll-free) and on the website of the Securities and Exchange Commission, at www.sec.gov. Information regarding how the Trust voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is also available, without charge, by calling 1-800-877-9700 (toll-free), on the website of the Securities and Exchange Commission at www.sec.gov, and on Management's website at www.nb.com.

Quarterly Portfolio Schedule

The Trust files a complete schedule of portfolio holdings for each Fund with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Trust's Forms N-Q are available on the Securities and Exchange Commission's website at www.sec.gov and may be reviewed and copied at the Securities and Exchange Commission's Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The information on Form N-Q is available upon request, without charge, by calling 1-800-877-9700 (toll-free).

231

Notice to Shareholders (Unaudited)

Neuberger Berman Emerging Markets Equity Fund hereby designates $75,247 as a capital gain distribution.

For the fiscal year ended August 31, 2010, each fund makes the following designation, or up to the maximum amount of such dividends allowable pursuant to the Internal Revenue Code, as qualified dividend income eligible for reduced tax rates. These lower rates range from 5% to 15% depending upon an individual's tax bracket. Complete information regarding each funds distributions during the calendar year 2010 will be reported in conjunction with Form 1099DIV.

Fund	Qualified Dividend Income
Climate Change Fund		$49,056
Emerging Markets Equity Fund		230,216
Equity Income Fund		8,820,928
Focus Fund		9,055,355
Guardian Fund		13,941,795
International Fund		9,499,607
International Institutional Fund		5,286,213
International Large Cap Fund		3,092,479
Intrinsic Value Fund		376,490
Large Cap Disciplined Growth Fund		3,987,183
Multi-Cap Opportunities Fund		492,794
Partners Fund		27,562,533
Regency Fund		1,329,050
Select Equities Fund		1,027,813
Socially Responsive Fund		13,938,167

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Neuberger Berman Management LLC

605 Third Avenue 2nd Floor

New York, NY 10158–0180

Shareholder Services

800.877.9700

Intermediary Client Services

800.366.6264

www.nb.com

Statistics and projections in this report are derived from sources deemed to be reliable but cannot be regarded as a representation of future results of the Funds. This report is prepared for the general information of shareholders and is not an offer of shares of the Funds. Shares are sold only through the currently effective prospectus, which must precede or accompany this report.

H0599 10/10

Large Cap Value FundCommentary

During the volatile fiscal year ended August 31, 2010, Neuberger Berman Large Cap Value Fund posted a negative return and underperformed its benchmark, the Russell 1000® Value Index.

Within the benchmark index, the best performing sectors included Consumer Discretionary, Materials and Telecommunications stocks. Financials, Information Technology and Health Care underperformed. We had entered this period defensively positioned, which was a drawback as economically sensitive stocks outperformed. Financials provided the most significant setback for the Fund relative to the benchmark index, followed by Utilities.

In Financials, we had several difficulties relative to the index this period. The Fund was underexposed to the sector as it appreciated in early calendar year 2010, and several holdings did not perform as well as we had hoped. State Street and Bank of New York Mellon were two of our larger disappointments, as trust and processing banks generally underperformed given the continued low interest rate environment. Additionally, State Street had some company-specific issues within the period, but we think they are largely resolved. In our opinion, both of these stocks are extremely cheap, are in very strong positions from a credit perspective, and as trust and processing entities, are poised to benefit when interest rates eventually rise. Bank of America and J.P. Morgan Chase were also significant detractors within Financial s this period.

Utilities was another area of relative weakness. Here the issue was what the Fund did not own rather than what it did own. Within this sector, the regulated, larger utility companies performed best over the period, but the Fund did not own many of those. On an individual basis, NRG Energy was a detractor from performance. NRG is an independent power producer exposed to gas prices on a longer-term basis.  The stock started the period at an elevated level due to an unsolicited acquisition offer.  It then declined in the face of persistently low natural gas prices (which reduced the price on the power it generates,including from nuclear and coal, which do not benefit from lower input costs of lower gas prices, thus narrowing profit margins). However, the company has substantial cash flows, and with fewer distractions it can now focus on using those cash flows to enhance shareholder value.  We also expect power prices, driven by gas prices, to recover over time, and think this is a great way to realize that value.

Positive areas for the Fund during the period included Industrials. Deere was a large position over the course of the year. The stock was cheap when we originally purchased it, and it did well, but we think the agriculture cycle has more room to run, which should help the company. Rail company Norfolk Southern also performed well. Rail was a favored industry this period—influenced by Warren Buffett’s purchase of Burlington Northern, efficiency gains in rail operations, climate change legislation, the condition of our interstate highways, the relative efficiency of trains over trucks, and the role of trains in transporting imports from ports to distribution hubs.

The Fund benefited from increasing merger-and-acquisition activity as well this period, in both XTO, acquired by Exxon Mobil at a premium, and Pactiv, which we sold prior to an acquisition after the price increased due to takeover speculation.

Looking ahead, we expect continued volatility, but within mildly positive markets. Our view is that the recovery seems to have stalled somewhat, but we are reassured by healthy corporate balance sheets with significant cash, and we think the stock buybacks, increased dividends, and increasing merger-and-acquisition activity we have seen should be positive for the markets if they continue. After a dramatic cutback in capital expenditures, we have started to see a small pickup in capital spending, which we believe is a good sign for the economy and markets. Further, as the new Basel III banking rules get ironed out, we believe some of the uncertainty that these widely-anticipated bank regulation proposals have created will be eliminated.

We think valuations are positive for stocks on a longer-term basis, and that if volatility continues, it will reveal compelling values along the way. Directionally, we are looking to the market for the opportunity to buy the companies we want to own at reasonable prices. With more certainty around Financials, we reduced the Fund’s underweight somewhat. We continue to see potential within Health Care, and have added slightly to Utilities. As always, we think about decisions from an overall portfolio perspective. We remain highly attuned to the interaction among holdings in an attempt to minimize risk and enhance the prospects for healthy returns.

Sincerely,

David Levine

Portfolio Manager

The risks involved in seeking capital appreciation from investments primarily in companies with large capitalization are set forth in the prospectus and statement of additional information.

Investing in the stocks of even the largest companies involves all the risks of stock market investing, including the risk that they may lose value due to overall market or economic conditions.

The composition, industries and holdings of the Fund are subject to change. Large Cap Value Fund is invested in a wide array of stocks, and no single holding makes up a significant portion of the Fund’s total assets.

Sector Allocation
(% of Total Investments)
Consumer Discretionary	9.1	%
Consumer Staples	6.9
Energy	13.5
Financials	22.4
Health Care	14.5
Industrials	9.8
Information Technology	7.2
Materials	1.7
Telecommunication Services	3.2
Utilities	5.7
Short-Term	6.0
Total	100.0	%

Large Cap Value Fund
PERFORMANCE HIGHLIGHTS1,4,6
		Average Annual Total Return Ended 08/31/2010
	Inception Date	1 Year	Life of Fund 11/2/2006
Institutional Class3	04/19/2010	-0.71%	-2.09%
Russell 1000® Value Index 2,5		4.96%	-6.60%
The performance data includes the performance of the Fund’s oldest share class, Trust Class, from November 2, 2006 through April 19, 2010. See note 6 for information about the effects of the different fees paid by each class. Performance data quoted represent past performance, which is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Results are shown on a “total return” basis and include reinvestment of all income dividends and distributions.
Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month end, phone 800.877.9700.
As stated in the fund's most recent prospectus, the total annual fund operating expense ratio for fiscal  year 2008 was 2.61% for Trust Class shares (prior to any fee waivers or expense reimbursements). The net expense ratio was 1.04%. Neuberger Berman Management Inc. has contractually agreed to limit certain expenses of the Fund through 8/31/2012 for Trust Class.

COMPARISON OF A $10,000 INVESTMENT 6

 

This chart shows the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal years, or since the Fund’s inception if it has not operated for 10 years. The graph is based on the Institutional Class shares only; performance shown for Institutional Class prior to April 19, 2010 is that of the Trust Class.  The Trust Class has moderately higher expenses and typically slightly lower returns than Institutional Class.  The result is compared with a benchmark index. Please note that market indexes have not been reduced to reflect any of the fees and costs of investing. All results include the reinvestment of income dividends and distributions. Neither the Fund’s returns nor the market index shown in the graph and table reflect the effect of taxes an investor would pay on Fund distributions or on the redemption of Fund shares. Results represent past performance and do not indicate f uture results.

Endnotes

1	“Total Return” includes reinvestment of all income dividends and distributions. Results represent past performance and do not indicate future results. The value of an investment in the Fund and the return on the investment both will fluctuate, and redemption proceeds may be higher or lower than an investor’s original cost.
2	Please see “Glossary of Indices” on page 7 for a description of the index. Please note that the index does do not take into account any fees and expenses or tax consequences of investing in the individual securities that it tracks and that individuals cannot invest directly in any index. Data about the performance of this index is prepared or obtained by Neuberger Berman Management LLC (“Management”) and include reinvestment of all income dividends and distributions. The Fund may invest in securities not included in the described index.
3	Management has contractually agreed to forgo current payment of fees and/or reimburse certain expenses of the Institutional Class of the Fund through 8/31/2013, so that the total annual operating expenses of that class are limited to 0.75% of average net assets. This undertaking applies to the Fund’s direct expenses and does not cover interest, taxes, brokerage commissions, acquired fund fees and expenses, and extraordinary expenses, if any; consequently, net expenses may exceed the contractual expense limitation. The Fund has agreed that the Institutional Class will repay Management for fees and expenses forgone or reimbursed for that class provided that repayment does not cause its annual operating expenses to exceed 0.75% of its average net assets. Any such repayment must be made within three years after the ye ar in which Management incurred the expense. Absent such foregone fees and/or expense reimbursements, the performance of the Fund's Institutional Class would have been lower.
4	The Fund was relatively small during the periods shown. The same techniques used to produce returns in a small fund may not work to produce similar returns in a larger fund.
5	The date used to calculate Life of Fund performance for the index is the inception date of the oldest share class.
6	During the period from November 2, 2006 through April 19, 2010, the Fund’s Trust Class had only one investor, which could have impacted Fund performance. The inception date for the Fund’s Institutional Class was April 19, 2010 and has had only one investor since. Performance shown for Institutional Class prior to that date is that of the Trust Class, which had an inception date of November 2, 2006, and converted into the Institutional Class and ceased operations on April 19, 2010. The Trust Class had moderately higher expenses and therefore typically slightly lower returns than Institutional Class.

For more complete information on any of the Neuberger Berman Equity Funds, call Management at (800) 877-9700, or visit our website at www.nb.com.

Glossary of Indices

Russell 1000® Value Index:   Measures the performance of those Russell 1000® Index companies with lower price-to-book ratios and lower expected growth rates. The Russell 1000 Index measures the performance of the 1,000 largest companies in the Russell 3000® Index (which measures the performance of the 3,000 largest U.S. companies based on total market capitalization and current index membership). The Russell 1000 Index represents approximately 90% of the U.S. market.

Please note that the index does not take into account any fees and expenses or tax consequences of investing in the individual securities that it tracks and that individuals cannot invest directly in any index. Data about the performance of this index is prepared or obtained by Management and include reinvestment of all income dividends and distributions. The Fund may invest in securities not included in the index.

Information About Your Fund’s Expenses

This table is designed to provide information regarding costs related to your investments. All mutual funds incur operating expenses, which include management fees, fees for administrative services and costs of shareholder reports, among others. The following examples are based on an investment of $1,000 made at the beginning of the six month period ended August 31, 2010 and held for the entire period. The table illustrates the fund’s costs in two ways:

Actual Expenses and Performance:

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

Hypothetical Example for Comparison Purposes:

The second section of 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 at 5% per year before expenses. This return is not the fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in this fund versus other funds. To do so, compare the expenses shown in this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses in the table are meant to highlight your ongoing costs only and do not include any transactional costs. Therefore, the information under the heading “Hypothetical (5% annual return before expenses)” is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

Expense InformationAs of 8/31/10 (Unaudited)
Neuberger Berman Equity Funds
	Actual			Hypothetical (5% annual return before expenses) ***
	Beginning Account Value 3/1/10	Ending Account Value 8/31/10	Expenses Paid During the Period** 3/1/10 - 8/31/10	Beginning Account Value 3/1/10	Ending Account Value 8/31/10	Expenses Paid During the Period** 3/1/10 - 8/31/10
Large Cap Value Fund
Institutional Class*	$1,000.00	$930.50	$3.99	$1,000.00	$1,021.07	$4.18
* On April 19, 2010, Large Cap Value Fund's Trust Class was converted into the Fund's Institutional Class.  The financial information of Institutional  Class includes the information of Trust Class shares.
**Expenses are equal to the annualized expense ratio of .82%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period shown).
*** Hypothetical 5% annual return before expenses is calculated by multiplying the number of days in the most recent period divided by 365.

Schedule of InvestmentsLarge Cap Value Fund

TOP TEN EQUITY HOLDINGS
Large Cap Value Fund
1	J.P. Morgan Chase	4.6	%
2	Pfizer Inc.	4.6	%
3	Occidental Petroleum	4.0	%
4	Deere & Co.	3.3	%
5	Exxon Mobil	3.1	%
6	Bank of America	2.8	%
7	Amgen Inc.	2.7	%
8	Brinker International	2.6	%
9	AT&T Inc.	2.3	%
10	Johnson & Johnson	2.3	%

	Number of Shares	Value (000's)
Common Stocks (96.7%)
Aerospace & Defense (2.7%)
Boeing Co.	190	$12
Lockheed Martin	295	20
		32
Beverages (1.8%)
Coca-Cola	395	22
Biotechnology (3.7%)
Amgen Inc. *	635	32
Gilead Sciences *	405	13
		45
Capital Markets (3.9%)
State Street	745	26
The Bank of New York   Mellon	865	21
		47
Chemicals (0.6%)
Air Products & Chemicals	100	7
Commercial Banks (4.6%)
PNC Financial Services   Group	356	18
U.S. Bancorp	665	14
Wells Fargo	1,000	23
		55
Commercial Services & Supplies (0.6%)
Covanta Holding	500	7
Computers & Peripherals (1.8%)
EMC Corp. *	320	6
Hewlett-Packard	420	16
		22
Containers & Packaging (1.2%)
Crown Holdings *	495	14
Diversified Financial Services (7.4%)
Bank of America	2,750	34

	Number of Shares	Value† (000's)
J.P. Morgan Chase	1,515	$55
		89
Diversified Telecommunication Services (3.2%)
AT&T Inc.	1,060	28
Verizon Communications	364	11
		39
Electric Utilities (3.3%)
Entergy Corp.	280	22
NextEra Energy	340	18
		40
Electronic Equipment, Instruments & Components (0.5%)
Corning Inc.	375	6
Energy Equipment & Services (0.5%)
Schlumberger Ltd.	110	6
Food & Staples Retailing (2.4%)
CVS Caremark	215	6
Wal-Mart Stores	455	23
		29
Health Care Equipment & Supplies (1.9%)
Covidien PLC	650	23
Health Care Providers & Services (1.9%)
Laboratory Corp. of America   Holdings *	135	10
UnitedHealth Group	420	13
		23
Hotels, Restaurants & Leisure (2.6%)
Brinker International	1,980	31
Household Products (2.1%)
Kimberly-Clark	385	25
Independent Power Producers & Energy Traders (1.6%)
NRG Energy *	970	20
Insurance (7.1%)
Lincoln National	505	11
MetLife, Inc.	715	27
Reinsurance Group of   America	545	24
Travelers Cos.	490	24
		86
IT Services (1.4%)
IBM	135	17
Life Science Tools & Services (0.5%)
Charles River Laboratories   International *	220	6
Machinery (5.2%)
Deere & Co.	635	40
Ingersoll-Rand PLC	495	16

	Number of Shares	Value† (000's)
WABCO Holdings *	180	$7
		63
Media (4.5%)
Comcast Corp. Class A   Special	1,585	26
Omnicom Group	350	12
Time Warner	530	16
		54
Multi-Utilities (0.9%)
CenterPoint Energy	755	11
Multiline Retail (2.4%)
Macy's, Inc.	595	12
Target Corp.	335	17
		29
Office Electronics (1.3%)
Xerox Corp.	1,840	16
Oil, Gas & Consumable Fuels (13.4%)
Apache Corp.	240	22
Cabot Oil & Gas	375	10
Denbury Resources *	1,100	16
EOG Resources	65	6
Exxon Mobil	641	38
Occidental Petroleum	660	48
Range Resources	650	22
		162
Pharmaceuticals (6.9%)
Johnson & Johnson	490	28
Pfizer Inc.	3,425	55
		83
Road & Rail (1.6%)
Norfolk Southern	365	20
Software (2.4%)
Microsoft Corp.	855	20
Symantec Corp. *	650	9
		29
Tobacco (0.8%)
Philip Morris International	190	10
Total Common Stocks (Cost $1,139)		1,168
Short-Term Investments (6.2%)
State Street Institutional   Liquid Reserves Fund   Institutional Class   (Cost $74)	74,055	74
Total Investments## (102.9%) (Cost $1,213)		1,242
Liabilities, less cash, receivables and other   assets [(2.9%)]		(35)
Total Net Assets (100.0%)		$1,207

See Notes to Schedule of Investments

  Notes to Schedule of Investments

  † In accordance with Accounting Standards Codification (“ASC”) 820 “Fair Value Measurements and Disclosures” (“ASC 820”), all investments held by Neuberger Berman Large Cap Value Fund (the “Fund”) are carried at the value that Neuberger Berman Management LLC (“Management”) believes the Fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment under current market conditions. Various inputs, including the volume and level of activity for the asset or liability in the market, are considered in valuing the Fund’s investments, some of which are discussed below. Significant management judgment may be necessary to value investments in accordance with ASC 820.

ASC 820 established a three-tier hierarchy of inputs to create a classification of value measurements for disclosure purposes. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below.

            ●   Level 1 – quoted prices in active markets for identical investments

            ● Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, amortized cost, etc.)

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

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

The Fund’s investments in equity securities, for which market quotations are readily available, are generally valued by Management by obtaining valuations from an independent pricing service based on the latest sale price quoted in active markets (Level 1 inputs). Securities traded primarily on the NASDAQ Stock Market are normally valued by the Fund 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 prices (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 reporting trades, the NOCP may not be based on the price of the last trade t o occur before the market closes. If there is no reported sale of a security on a particular day, the independent pricing service may value the security based on reported market quotations.

The following is a description of the Level 2 input and related valuation techniques used to value short term investments of the Fund:

Short-Term Investments. Investments in State Street Institutional Liquid Reserves Fund Institutional Class are valued using the Fund’s daily calculated NAV.

Management has developed a process to periodically review information provided by independent pricing services for all types of securities.

For equity securities, if a valuation is not available from an independent pricing service, or if Management has reason to believe that the valuation received does not represent the amount the Fund might reasonably expect to receive on a current sale in an orderly transaction, the Fund seeks to obtain quotations from principal market makers (generally considered Level 3 inputs). If such quotations are not readily available, the security is valued using methods the Board of Trustees of Neuberger Berman Equity Funds (the “Board”) has approved on the belief that they reflect fair value. Numerous factors may be considered when determining the fair value of a security based on Level 2 or 3 inputs, including available analyst, media or other reports, trading i n futures or ADRs and whether the issuer of the security being fair valued has other securities outstanding.

The Fund’s investments in foreign securities are generally valued using the same valuation methods and inputs as other Fund investments, as discussed above. Foreign security prices are expressed in local currency values and are currently translated from the local currency into U.S. dollars using the exchange rate as of 4:00 p.m., Eastern time. The Board has approved the use of

     See Notes to Financial Statements

  Notes to Schedule of Investments cont’d

Interactive Data Pricing and Reference Data, Inc. (“Interactive”) to assist in determining the fair value of foreign equity securities when changes in the value of a certain index suggest that the closing prices on the foreign exchanges may no longer represent the amount that the Fund could expect to receive for those securities. In this event, Interactive will provide adjusted prices for certain foreign equity securities using a statistical analysis of historical correlations of multiple factors (Level 2 inputs). In the absence of precise information about the market values of these foreign securities as of the close of the New York Stock Exchange, the Board has determined on the basis of available data that prices adjusted in this way are likely to be closer to the prices the Fund could realize on a current sale than are the prices of those securities established at the close of the foreign markets in which the securities primarily trade. These fair value prices are necessarily estimates, and there is no assurance that such a price will be at or close to the price at which the security is next quoted or next trades.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of August 31, 2010:

Asset Valuation Inputs (000’s omitted)	Level 1	Level 2	Level 3	Total
Investments:
Common Stocks^	$1,168	$—	$—	$1,168
Short-Term Investments	—	74	—	74
Total Investments	$1,168	$74	$—	$1,242

^ The Schedule of Investments provides information on the industry categorization for the portfolio.

## At August 31, 2010, the cost of investments for U.S. federal income tax purposes was $1,222,000. Gross unrealized appreciation of investments was $73,000 and gross unrealized depreciation of investments was $53,000, resulting in net unrealized appreciation of $20,000 based on cost for U.S. federal income tax purposes.

* Security did not produce income during the last twelve months.

     See Notes to Financial Statements

Statement of Assets and Liabilities
Neuberger Berman Equity Funds
(000's omitted except per share amounts)
		LARGE CAP VALUE FUND
Assets	August 31, 2010
Investments in securities, at value * (Note A)-see Schedule of Investments:
Unaffiliated issuers		$	1,242
Dividends and interest receivable			3
Receivable from Management-net (Note B)			26
Total Assets			1,271
Liabilities
Payable to investment manager (Notes A & B)			1
Accrued expenses and other payables			63
Total Liabilities			64
Net Assets at value		$	1,207
Net Assets consist of:
Paid-in capital		$	2,317
Undistributed net investment income (loss)			11
Accumulated net realized gains (losses) on investments			(1,150	)
Net unrealized appreciation (depreciation) in value of  investments			29
Net Assets at value		$	1,207
Net Assets
Institutional Class		$	1,207
Shares Outstanding ($.001 par value; unlimited shares authorized)
Institutional Class			146
Net Asset Value, offering and redemption price per share
Institutional Class		$	8.30
* Cost of Investments:
Unaffiliated issuers		$	1,213

See Notes to Financial Statements

Statement of Operations
Neuberger Berman Equity Funds
(000's omitted)
	LARGE CAP VALUE FUND
	For the Year Ended
	August 31, 2010
Investment Income:
Income (Note A):
Dividend income-unaffiliated issuers	$24
Interest income-unaffiliated issuers	—
Total income	$24
Expenses:
Investment management fees (Notes A & B)	7
Administration fees (Note B)	1
Administration fees (Note B):
Trust Class	3
Institutional Class	—
Distribution fees (Note B):
Trust Class	1
Shareholder servicing agent fees:
Trust Class	7
Institutional Class	—
Audit fees	51
Custodian fees (Note B)	9
Legal fees	67
Shareholder reports	8
Trustees' fees and expenses	45
Miscellaneous	1
Total expenses	200
Expenses reimbursed by Management (Note B)	(188)
Total net expenses	12
Net investment income (loss)	$12
Realized and Unrealized Gain (Loss) on Investments (Note A)
Net realized gain (loss) on:
Sales of investment securities of unaffiliated issuers	74
Foreign currency	—
Change in net unrealized appreciation (depreciation) in value of:
Unaffiliated investment securities	(95)
Foreign currency	—
Net gain (loss) on investments	(21)
Net increase (decrease) in net assets resulting from operations	$(9)

See Notes to Financial Statements

Statements of Changes in Net Assets
Neuberger Berman Equity Funds
(000's omitted)
	LARGE CAP VALUE FUND
	Year Ended			Year Ended
	August 31,				August 31,
	2010				2009
Increase (Decrease) in Net Assets:
From Operations (Note A):
Net investment income (loss)		$12				$44
Net realized gain (loss) on investments		74				(1,075	)
Change in net unrealized appreciation (depreciation) of investments		(95	)			(93	)
Net increase (decrease) in net assets resulting from operations		(9	)			(1,124	)
Distributions to Shareholders From (Note A):
Net investment income:
Trust Class		(32	)			(42	)
From Fund Share Transactions (Note D):
Proceeds from reinvestment of dividends and distributions:
Trust Class		32				42
Conversion of Trust Class (Note E)
Trust Class		(1,400	)			—
Institutional Class		1,400				—
Payments for shares redeemed:
Trust Class		—				(2,500	)
Net increase (decrease) from Fund share transactions		32				(2,458	)
Net Increase (Decrease) in Net Assets		(9	)			(3,624	)
Net Assets:
Beginning of year		1,216				4,840
End of year	$	1,207			$	1,216
Undistributed net investment income (loss) at end of year	$	11			$	31

See Notes to Financial Statements

Notes to Financial Statements Equity Funds

Note A – Summary of Significant Accounting Policies:

1 General:Neuberger Berman Equity Funds (the “Trust”) is a Delaware statutory trust organized pursuant to an Amended and Restated Trust Instrument dated as of June 24, 2009.  The Trust is registered as an open-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), and its shares are registered under the Securities Act of 1933, as amended.  The Fund is a separate operating series of the Trust and is diversified. On April 19, 2010 the Trust Class shares converted into the Institutional Class shares of the Fund. The Fund offers Institutional Class shares. The Board may establish additional series or classes of shares without the approval of shareholders.

The assets of the Fund belong only to the Fund, and the liabilities of the Fund are borne solely by the Fund and no other.

The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires Management to make estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates.

2 Portfolio valuation: Investment securities are valued as indicated in the notes following the Fund’s Schedule of Investments.

3 Foreign currency translation: The accounting records of the Fund are maintained in U.S. dollars.  Foreign currency amounts are currently translated into U.S. dollars using the exchange rate as of 4:00 p.m., Eastern time, to determine the value of investments, other assets and liabilities.  Purchase and sale prices of securities, and income and expenses, are translated into U.S. dollars at the prevailing rate of exchange on the respective dates of such transactions. Net unrealized foreign currency gain (loss), if any, arises from changes in the value of assets and liabilities, other than investments in securities, as a result of changes in exchange rates and is stated separately in the Statement of Operations.

4 Securities transactions and investment income:Securities transactions are recorded on trade date for financial reporting purposes.  Dividend income is recorded on the ex-dividend date or, for certain foreign dividends, as soon as the Fund becomes aware of the dividends.  Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received.  Interest income, including accretion of original issue discount, where applicable, and accretion of discount on short-term investments, is recorded on the accrual basis.  Realized gains and losses from securities transactions and foreign currency transactions, if any, are recorded on the basis of identified cost and stated separately in the Statement of Operations.

 Income tax information:Each series of the Trust is treated as a separate entity for U.S. federal income tax purposes.  It is the policy of the Fund to continue to qualify as a regulated investment company by complying with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its earnings to its shareholders.  Therefore, no federal income or excise tax provision is required.

The Fund has adopted the provisions of ASC 740 "Income Taxes" ("ASC 740"). ASC 740 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken, or expected to be taken, in a tax return. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as an income tax expense in the Statement of Operations. The Fund is subject to examination by U.S. federal and state tax authorities for returns filed for the prior three fiscal years 2007 - 2009. As of August 31, 2010, the Fund did not have any unrecognized tax benefits.

Income distributions and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences and differing characterization of distributions made by the Fund as a whole.

As determined on August 31, 2010, permanent differences resulting primarily from different book and tax accounting for foreign currency gains and losses and non-taxable dividend adjustments were reclassified at fiscal year-end.  These reclassifications had no effect on net income, net asset value or net asset value per share of the Fund.

Notes to Financial Statements Equity Funds cont'd

 The tax character of distributions paid during the years ended August 31, 2010 and August 31, 2009 were as follows:

Distributions Paid From:
Ordinary Income		Long –Term Capital Gain		Total
2010	2009	2010	2009	2010	2009
$31,594	$41,696	$-	$-	$31,594	$41,696

As of August 31, 2010, the components of distributable earnings (accumulated losses) on a U.S. federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Gain	Unrealized Appreciation (Depreciation)	Loss Carryforwards    and Deferrals	Total
$11,619	$-	$19,205	$(1,140,327)	$(1,109,503)

The differences between book basis and tax basis distributable earnings are primarily due to wash sales, capital loss carryforwards, and non-taxable distributions or adjustments to the prior period accumulated balances.

To the extent the Fund's net realized capital gains, if any, can be offset by capital loss carryforwards, it is the policy of the Fund not to distribute such gains. As determined at August 31, 2010, the Fund had unused capital loss carryforwards available for federal income tax purposes to offset net realized capital gains, if any, as follows:

Expiring in:
2016	2017	2018
$16,897	$298,580	$824,850

Under current law, the use of these losses to offset future gains may be limited.

6 Foreign taxes: Foreign taxes withheld represent amounts withheld by foreign tax authorities, net of refunds recoverable.

7 Distributions to shareholders: The Fund may earn income, net of expenses, daily on its investments. Distributions from net investment income and net realized capital gains, if any, generally are distributed once a year (usually in December) and are recorded on the ex-date.

8 Expense allocation:  Certain expenses are applicable to multiple funds.  Expenses directly attributable to the Fund are charged to the Fund.  Expenses of the Trust that are not directly attributable to a particular series of the Trust (e.g., the Fund) are allocated among the series of the Trust, on the basis of relative net assets, except where a more appropriate allocation of expenses to each of the series can otherwise be made fairly.  Expenses borne by the complex of related investment companies, which includes open-end and closed-end investment companies for which Management serves as investment manager, that are not directly attributable to a particular investment company in the complex (e.g., the Trust) or series thereof are allocated among the investment companies in the complex or series thereof, on the basis of relative net assets, except where a more appropriate allocation of expenses to each of the investment companies in the complex or series thereof can otherwise be made fairly.

9 Repurchase agreements: The Fund may enter into repurchase agreements with institutions that Management has determined are creditworthy.  Each repurchase agreement is recorded at cost.  The Fund requires that the securities purchased in a repurchase agreement be transferred to the custodian in a manner sufficient to enable the Fund to assert a perfected security interest in those securities in the event of a default under the repurchase agreement.  The Fund monitors, on a daily basis, the value of the securities transferred to ensure that their value, including accrued interest, is greater than amounts owed to the Fund under each such repurchase agreement.

10   Investments in foreign securities: Investing in foreign securities may involve certain sovereign and other risks, in addition to the credit and market risks normally associated with domestic securities.  These additional risks include the possibility of

Notes to Financial Statements Equity Funds cont'd

adverse political and economic developments (including political instability, nationalization, expropriation, or confiscatory taxation) and the potentially adverse effects of unavailability of public information regarding issuers, less governmental supervision and regulation of financial markets, reduced liquidity of certain financial markets, and the lack of uniform accounting, auditing, and financial reporting standards or the application of standards that are different or less stringent than those applied in the United States. Foreign securities also may experience greater price volatility, higher rates of inflation, and delays in settlement.

11  Derivative instruments: During the fiscal period ended August 31, 2010, the Fund did not hold any derivative instruments. The Fund has adopted ASC 815 “Derivatives and Hedging” (“ASC 815”). The disclosure requirements of ASC 815 distinguish between derivatives that qualify for hedge accounting and those that do not. Because investment companies value their derivatives at fair value and recognize changes in fair value through the Statement of Operations, they do not qualify for such accounting. While the Fund may receive rights and warrants in connection with their investments in securities, these rights and warrants are not considered “derivative instruments” under ASC 815.

12  Indemnifications: Like many other companies, the Trust’s organizational documents provide that its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, both in some of its principal service contracts and in the normal course of its business, the Trust enters into contracts that provide indemnifications to other parties for certain types of losses or liabilities. The Trust’s maximum exposure under these arrangements is unknown as this could involve future claims against the Trust.

Note B – Management Fees, Administration Fees, Distribution Arrangements, and Other Transactions with Affiliates:

The Fund retains Management as its investment manager under a Management Agreement. For such investment management services, the Fund pays Management a fee at the annual rate of 0.55% of the first $250 million of the Fund’s average daily net assets, 0.525% of the next $250 million, 0.50% of the next $250 million, 0.475% of the next $250 million, 0.45% of the next $500 million, 0.425% of the next $2.5 billion and 0.40% of average daily net assets in excess of $4 billion.

The Fund retains Management as its administrator under an Administration Agreement.  The Fund pays Management an administration fee at the annual rate of 0.06% of its average daily net assets under this agreement.  In addition, the Fund’s Institutional Class pays Management an administration fee at the annual rate of 0.09% of its average daily net assets under this agreement.   Prior to April 19, 2010, the Fund’s Trust class paid Management an administration fee at the annual rate of 0.34% of its average daily net assets. Additionally, Management retains State Street Bank and Trust Company (“State Street”) as its sub-administrator under a Sub-Administration Agreement.  Management pays State Street a fee for all services received under the agreement.

Prior to April 19, 2010, for the Fund’s Trust Class, Management acted as agent in arranging for the sale of class shares without commission and bore advertising and promotion expenses. The Board had adopted a distribution plan (the “Plan”) with respect to this class, pursuant to Rule 12b-1 under the 1940 Act.  The Plan provided that, as compensation for administrative and other services provided to this class, Management’s activities and expenses related to the sale and distribution of this class of shares, and ongoing services provided to investors in this class, Management received from this class a fee at the annual rate of 0.10% of the Trust Class’ average daily net assets. Management received this amount to provide distribution and shareholder servicing for this class and paid a portion of it to institutions that provided such services. Those institutions may use the payments for, among other purposes, compensating employees engaged in sales and/or shareholder servicing.  The amount of fees paid by this class during any year could have been more or less than the cost of distribution and other services provided to that class. FINRA rules limit the amount of annual distribution fees that may be paid by a mutual fund and impose a ceiling on the cumulative distribution fees paid. The Trust’s Plan complied with those rules.

Notes to Financial Statements Equity Funds cont'd

Management has contractually agreed to forgo current payment of fees and/or reimburse certain expenses of the Institutional Class of the Fund so that the total annual operating expenses of that class do not exceed the expense limitation as detailed in the following table. This undertaking applies to the Fund’s direct expenses and does not cover interest, taxes, brokerage commissions, acquired fund fees and expenses, and extraordinary expenses, if any; consequently, net expenses may exceed the contractual expense limitation. The Fund has agreed that the Institutional Class will repay Management for fees and expenses forgone or reimbursed for that class (including fees and expenses forgone or reimbursed for Trust Class prior to April 19, 2010) provided that repayment does not cause its annual operating expenses to exceed its contractual expense limitation. Any such repayment must be made within three years a fter the year in which Management incurred the expense.

During the year ended August 31, 2010, there was no reimbursement to Management under this agreement. At August 31, 2010, contingent liabilities to Management under the agreement were as follows:

		Expenses Deferred In Fiscal Period Ending August 31,
			2008	2009	2010
		Subject to Repayment until August 31,
Contractual Expense Limitation(1)	Expiration
			2011	2012	2013
.75%(2)	8/31/13		$110,529	$258,534	$187,742(3)

(1)   Expense limitation per annum of the class’ average daily net assets.

(2)   Prior to April 19, 2010, the contractual expense limitation was 1.00% for Trust Class.

(3)   On April 19, 2010, the Fund’s Trust Class was converted into the Fund’s Institutional Class. The financial information of the Fund’s Institutional Class includes the financial information of Trust Class shares. From the period September 1, 2009 to April 18, 2010, there was $107,991 of expenses deferred by the Trust Class.  From April 19, 2010 to August 31, 2010 there was $79,751 of expenses deferred by the Institutional Class.

Neuberger Berman LLC (“Neuberger”) is retained by Management to furnish it with investment recommendations and research information without added cost to the Fund. Several individuals who are officers and/or Trustees of the Trust are also employees of Neuberger and/or Management.

On May 4, 2009, NBSH Acquisition, LLC (“NBSH”), an entity organized by key members of Neuberger Berman’s senior management, acquired a majority interest in Neuberger Berman’s business and the fixed income and certain alternative asset management businesses of Lehman Brothers Holdings Inc.’s (“LBHI”) Investment Management Division (together with Neuberger Berman, the “Acquired Businesses”) (the “Acquisition”). Prior to that date, the predecessor of Management and Neuberger were wholly owned subsidiaries of LBHI. On September 15, 2008, LBHI filed a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code, and on December 22, 2008, the bankruptcy court having jurisdiction over the LBHI matter approved the sale of the Acquired Businesses to NBSH (or its successor or assign), as the successful bidder in a public auction.

The Acquired Businesses are now indirectly owned by, among others, portfolio managers, Neuberger Berman’s management team, and certain key members and senior professionals who are employed in various parts of the Neuberger Berman complex of companies, with a minority interest retained by LBHI and certain affiliates of LBHI. The closing of the Acquisition resulted in an “assignment” of the Fund’s Management Agreement and Sub-Advisory Agreement. Such an assignment, by law, automatically terminated those agreements. Accordingly, prior to the closing, the Board, including the Trustees who are not “interested persons” of the Fund’s investment manager and its affiliates or the Fund, considered and approved a new Management Agreement and a new Sub-Advisory Agreement for the Fund. The new agreements, which are virtually identical to those previously in effect, were also approved by a vote of the Fund’s shareholders.

These events have not had a material impact on the Fund or its operations. Management and Neuberger continue to operate in the ordinary course of business as the investment manager and sub-adviser, respectively of the Fund.

Notes to Financial Statements Equity Funds cont'd

Prior to April 19, 2010, the Fund’s Trust Class had a distribution agreement with Management. Management received no commissions for sales or redemptions of shares of beneficial interest of that share class, but received fees from the Trust Class under the Trust Class’ Plan, as described above. Under the Institutional Class distribution agreement, Management receives no commissions for sales or redemptions of beneficial interest of that share class.

The Fund has an expense offset arrangement in connection with its custodian contract.  For the year ended August 31, 2010, there was no reduction of expenses under this arrangement.

Note C – Securities Transactions:

During the year ended August 31, 2010, there were purchase and sale transactions (excluding short-term securities) of $647,361 and $655,063, respectively.

            During the year ended August 31, 2010, no brokerage commissions on securities transactions were paid to affiliated brokers.

Note D – Fund Share Transactions:

Share activity for the years ended August 31, 2010 and August 31, 2009 was as follows:

For the Year Ended August 31, 2010
(000’s omitted)	Shares Sold	Shares Issued on Reinvestment of Dividends and Distributions	Shares Issued in Connection with Conversion of Trust Class Shares	Shares Redeemed	Total
Trust Class	—	4	(146)	—	(142)
Institutional Class	—	—	146	—	146

For the Year Ended August 31, 2009
	Shares Sold	Shares Issued on Reinvestment of Dividends and Distributions	Shares Issued in Connection with Conversion of Trust Class Shares	Shares Redeemed	Total
Trust Class	—	5	—	(345)	(340)

Note E – Share Class Conversion:

On April 19, 2010, Trust Class shares of Large Cap Value converted into Institutional Class shares of Large Cap Value pursuant to a share class conversion (“Conversion”). The Conversion was accomplished by a tax-free conversion of 145,505 Trust Class shares of Large Cap Value (valued at $1,400,420) into 145,505 Institutional Class shares of Large Cap Value. The number of Institutional Class shares of Large Cap Value outstanding immediately after the Conversion was 145,505. The net assets of Institutional Class shares of Large Cap Value immediately after the Conversion were $1,400,420.

Financial Highlights

Large Cap Value Fund

The following table includes selected data for a share outstanding throughout each period and other performance information derived from

the Financial Statements.

Institutional Class‡‡

	Year Ended August 31,			Period from November 2, 2006ˆ to August 31,
	2010	2009	2008	2007
Net Asset Value, Beginning of Period	$8.57	$10.04	$10.93	$10.00
Income From Investment Operations:
Net Investment Income (Loss)@	.08	.19	.24	.21
Net Gains or Losses on Securities (both realized and unrealized)	(.13)	(1.52)	(.62)	.88
Total From Investment Operations	(.05)	(1.33)	(.38)	1.09
Less Distributions From:
Net Investment Income	(.22)	(.14)	(.24)	(.16)
Net Capital Gains	—	—	(.27)	—
Total Distributions	(.22)	(.14)	(.51)	(.16)
Net Asset Value, End of Period	$8.30	$8.57	$10.04	$10.93
Total Return††	(.71%)§	(13.01%)	(3.68%)	10.87%	**
Ratios/Supplemental Data
Net Assets, End of Period (in millions)	$1.2	$1.2	$4.8	$7.1
Ratio of Gross Expenses to Average Net Assets#	.92%	1.03%	1.01%	1.00%	*
Ratio of Net Expenses to Average Net Assets‡	.92%	1.03%	1.01%	1.00%	*
Ratio of Net Investment Income (Loss) to Average Net Assets	.93%	2.39%	2.24%	2.37%	*
Portfolio Turnover Rate	52%	94%	53%	42%	**

See Notes to Financial Highlights

Notes to Financial Highlights Equity Funds

†† Total return based on per share net asset value reflects the effects of changes in net asset value on the performance of the Fund during each fiscal period and assumes dividends and other distributions, if any, were reinvested.  Results represent past performance and do not guarantee future results.  Current returns may be lower or higher than the performance data quoted. Investment returns and principal may fluctuate and shares when redeemed may be worth more or less than original cost.  Total return would have been lower if Management had not reimbursed and/or waived certain expenses.

‡‡ On April 19, 2010, the Fund’s Trust Class was converted into the Fund's Institutional Class. The financial information of the Fund’s Institutional Class includes the financial information of Trust Class shares. Because the Trust Class had moderately higher expenses, its performance typically would have been slightly lower than the Institutional Class.

§ During the period from September 1, 2009 through April 19, 2010, the Fund’s Trust Class had only one investor, which could have impacted Fund performance. On April 19, 2010, the Fund’s Trust Class was converted into the Fund’s Institutional Class and the Fund had only one Institutional Class investor, which could have impacted performance. The total return of the Fund’s Institutional Class includes the performance of the former Trust Class.

# The Fund is required to calculate an expense ratio without taking into consideration any expense reductions related to expense offset arrangements.

‡ After reimbursement of expenses and/or waiver of the investment management fees by Management.  Had Management not undertaken such actions, the annualized ratios of net expenses to average daily net assets would have been:

Year Ended August 31,			Period Ended August 31,
2010(2)	2009(2)	2008(2)	2007(2)
15.47%(3)	15.05%	2.58%	2.54%(1)

(1)     Period from November 2, 2006 to August 31, 2007.

(2)   These ratios reflect a reduced fee schedule for certain expenses. If these expenses had not been reduced, the ratios would have been higher.

(3)   On April 19, 2010, the Fund’s Trust Class was converted into the Fund’s Institutional Class. The financial information of the Fund’s Institutional Class includes the financial information of Trust Class shares.

^ The date investment operations commenced.

@ Calculated based on the average number of shares outstanding during each fiscal period.

* Annualized.

** Not annualized.

Report of Independent Registered Public Accounting Firm

To the Board of Trustees

Neuberger Berman Equity Funds and

Shareholders of Neuberger Berman Large Cap Value Fund

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Neuberger Berman Large Cap Value Fund, a series of Neuberger Berman Equity Funds (the “Trust”), as of August 31, 2010, and the related statement of operations for the year then ended, the statements of changes in net assets for the two years in the period then ended and the financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Trust’s management.  Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  We were not engaged to perform an audit of the Trust’s internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting.  Accordingly, we express no such opinion.  An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation.  Our procedures included confirmation of securities owned as of August 31, 2010, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received.  We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Neuberger Berman Large Cap Value Fund as of August 31, 2010, the results of its operations for the year then ended, the changes in its net assets for the two years in the period then ended and the financial highlights for each of the periods indicated therein, in conformity with U.S. generally accepted accounting principles.

Boston, Massachusetts

October 14, 2010

Directory
	Investment Manager, Administrator and Distributor	For Institutional Class Shareholders
	Neuberger Berman Management LLC	Address correspondence to:
	605 Third Avenue, 2nd Floor	Neuberger Berman Management LLC
	New York, NY  10158-0180	605 Third Avenue, Mail Drop 2-7
	800.877.9700 or 212.476.8800	New York, NY 10158-0180
	Intermediary Client Services 800.366.6264	Attn: Intermediary Support Services
		800.366.6264
	Sub-Adviser
	Neuberger Berman LLC	Legal Counsel
	605 Third Avenue	K&L Gates LLP
	New York, NY 10158-3698	1601 K Street, NW
		Washington, DC 20006-1600
	Custodian and Shareholder Servicing Agent
	State Street Bank and Trust Company	Independent Registered Public Accounting Firm
	2 Avenue de Lafayette	Ernst & Young LLP
	Boston, MA 02111	200 Clarendon Street
		Boston, MA 02116

Trustee and Officer Information

The following tables set forth information concerning the trustees (“Trustees”) and officers (“Officers”) of the Trust. All persons named as Trustees and Officers also serve in similar capacities for other funds administered or managed by Management and Neuberger. The Statement of Additional Information includes additional information about Trustees and is available upon request, without charge, by calling (800) 877-9700.

Information about the Board of Trustees

Name, (Year of Birth), and Address (1)	Position and Length of Time Served (2)	Principal Occupation(s) (3)	Number of Funds in Fund Complex Overseen by Fund Trustee	Other Directorships Held Outside Fund Complex by Fund Trustee
Independent Fund Trustees
John Cannon (1930)	Trustee since 2000	Consultant; formerly, Chairman, CDC Investment Advisers (registered investment adviser), 1993 to January 1999; formerly, President and Chief Executive Officer, AMA Investment Advisors, an affiliate of the American Medical Association.	43	Formerly, Independent Trustee or Director of three series of Oppenheimer Funds: Oppenheimer Limited Term New York Municipal Fund, Rochester Fund Municipals, and Oppenheimer Convertible Securities Fund, 1992 to 2009.
Faith Colish (1935)	Trustee since 1982	Counsel, Carter Ledyard & Milburn LLP (law firm) since October 2002; formerly, Attorney-at-Law and President, Faith Colish, A Professional Corporation, 1980 to 2002.	43	Formerly, Director, 1997 to 2003, and Advisory Director, 2003 to 2006; ABA Retirement Funds (formerly, American Bar Retirement Association) (not-for-profit membership corporation).

Martha C. Goss (1949)	Trustee since 2007	President, Woodhill Enterprises Inc./Chase Hollow Associates LLC (personal investment vehicle), since 2006; Chief Operating and Financial Officer, Hopewell Holdings LLC/ Amwell Holdings, LLC (a holding company for a healthcare reinsurance company start-up), since 2003; formerly, Consultant, Resources Connection (temporary staffing), 2002 to 2006.	43	Director, Ocwen Financial Corporation (mortgage servicing), since 2005; Director, American Water (water utility), since 2003; Director, Channel Reinsurance (financial guaranty reinsurance), since 2006; Director, Allianz Life of New York (insurance), since 2005; Director, Financial Women’s Association of New York (not-for-profit association), since 2003; Trustee Emerita, Brown University, since 1998; formerly, Advisory Board Member, Attensity (software developer), 2005 to 2007; formerly, Director, Bank Leumi (commercial bank), 2005 to 2007; formerly, Director, Claire’s Stores, Inc. (retailer), 2005 to 2007.
C. Anne Harvey (1937)	Trustee since 2000	President, C.A. Harvey Associates, since October 2001; formerly, Director, AARP, 1978 to December 2001.	43	Formerly, President, Board of Associates to The National Rehabilitation Hospital’s Board of Directors, 2001 to 2002; formerly, Member, Individual Investors Advisory Committee to the New York Stock Exchange Board of Directors, 1998 to 2002.

Name, (Year of Birth), and Address (1)	Position and Length of Time Served (2)	Principal Occupation(s) (3)	Number of Funds in Fund Complex Overseen by Fund Trustee	Other Directorships Held Outside Fund Complex by Fund Trustee
Robert A. Kavesh (1927)	Trustee since 1986	Retired; Marcus Nadler Professor Emeritus of Finance and Economics, New York University Stern School of Business; formerly, Executive Secretary-Treasurer, American Finance Association, 1961 to 1979.	43	Formerly, Director, The Caring Community (not-for-profit), 1997 to 2006; formerly, Director, DEL Laboratories, Inc. (cosmetics and pharmaceuticals), 1978 to 2004; formerly, Director, Apple Bank for Savings, 1979 to 1990; formerly, Director, Western Pacific Industries, Inc., (public company), 1972 to 1986.
Michael M. Knetter (1960)	Trustee since 2007	Dean, School of Business, University of Wisconsin - Madison; formerly, Professor of International Economics and Associate Dean, Amos Tuck School of Business - Dartmouth College, 1998 to 2002.	43	Director, American Family Insurance (a mutual company, not publicly traded), since March 2009; Trustee, Northwestern Mutual Series Fund, Inc., since February 2007; Director, Wausau Paper, since 2005; formerly, Director, Great Wolf Resorts, 2004 to 2009.
Howard A. Mileaf (1937)	Trustee since 1984	Retired; formerly, Vice President and General Counsel, WHX Corporation (holding company), 1993 to 2001.	43	Formerly, Director, Webfinancial Corporation (holding company), 2002 to 2008; formerly, Director, WHX Corporation (holding company), 2002 to 2005; formerly, Director, State Theatre of New Jersey (not-for-profit theatre), 2000 to 2005.
George W. Morriss (1947)	Trustee since 2007	Retired; formerly, Executive Vice President and Chief Financial Officer, People’s Bank, Connecticut (a financial services company), 1991 to 2001.	43	Manager, Old Mutual Funds of Hedge Funds fund complex (consisting of six funds), since 2006 for four funds and since February 2007 for two funds; formerly, Member NASDAQ Issuers’ Affairs Committee, 1995 to 2003.

Name, (Year of Birth), and Address (1)	Position and Length of Time Served (2)	Principal Occupation(s) (3)	Number of Funds in Fund Complex Overseen by Fund Trustee	Other Directorships Held Outside Fund Complex by Fund Trustee
Edward I. O’Brien (1928)	Trustee since 1993	Retired; formerly, Member, Investment Policy Committee, Edward Jones, 1993 to 2001; President, Securities Industry Association (“SIA”) (securities industry’s representative in government relations and regulatory matters at the federal and state levels), 1974 to 1992; Adviser to SIA, November 1992 to November 1993.	43	Formerly, Director, Legg Mason, Inc. (financial services holding company), 1993 to July 2008; formerly, Director, Boston Financial Group (real estate and tax shelters), 1993 to 1999.
Cornelius T. Ryan (1931)	Trustee since 1982	General Partner and Adviser, TD2, TD3, and TOF1 Healthcare Venture Capital Partnerships;Founding General Partner, Oxford Partners and Oxford Bioscience Partners (venture capital investing) and President, Oxford Venture Corporation, since 1981.	43	Trustee, Norwalk Hospital Foundation, since 2000; Director, Supply Pro (privately held company), since 2008; formerly, Trustee, Norwalk Hospital, 1995 to 2004; formerly, President and Director, Randolph Computer Corp., 1966 to 1984; formerly, Director of numerous privately held portfolio companies of Oxford Partners and Oxford Bio Science Partners, 1981 to 2005.
Tom D. Seip (1950)	Trustee since 2000; Chairman of the Board since 2008; Lead Independent Trustee from 2006 to 2008	General Partner, Seip Investments LP (a private investment partnership); formerly, President and CEO, Westaff, Inc. (temporary staffing), May 2001 to January 2002; formerly, Senior Executive, The Charles Schwab Corporation, 1983 to 1998, including Chief Executive Officer, Charles Schwab Investment Management, Inc., Trustee, Schwab Family of Funds and Schwab Investments, 1997 to 1998, and Executive Vice President-Retail Brokerage, Charles Schwab & Co., Inc., 1994 to 1997.	43	Director, H&R Block, Inc. (financial services company), since May 2001; Chairman, Compensation Committee, H&R Block, Inc., since 2006; formerly, Director, Forward Management, Inc. (asset management company), 1999 to 2006.

Name, (Year of Birth), and Address (1)	Position and Length of Time Served (2)	Principal Occupation(s) (3)	Number of Funds in Fund Complex Overseen by Fund Trustee	Other Directorships Held Outside Fund Complex by Fund Trustee
Candace L. Straight (1947)	Trustee since 2000	Private investor and consultant specializing in the insurance industry; formerly, Advisory Director, Securitas Capital LLC (a global private equity investment firm dedicated to making investments in the insurance sector), 1998 to December 2003.	43	Director, Montpelier Re Holdings Ltd. (reinsurance company), since 2006; formerly, Director, National Atlantic Holdings Corporation (property and casualty insurance company), 2004 to 2008; formerly, Director, The Proformance Insurance Company (property and casualty insurance company), 2004 to 2008; formerly, Director, Providence Washington Insurance Company (property and casualty insurance company), 1998 to 2006; formerly, Director, Summit Global Partners (insurance brokerage firm), 2000 to 2005.
Peter P. Trapp (1944)	Trustee since 2000	Retired; formerly, Regional Manager for Mid-Southern Region, Ford Motor Credit Company, September 1997 to 2007; formerly, President, Ford Life Insurance Company, April 1995 to August 1997.	43	None.

Name, (Year of Birth), and Address (1)	Position and Length of Time Served (2)	Principal Occupation(s) (3)	Number of Funds in Fund Complex Overseen by Fund Trustee	Other Directorships Held Outside Fund Complex by Fund Trustee
Fund Trustees who are “Interested Persons”
Joseph V. Amato* (1962)	Trustee since 2009	President and Director, Neuberger Berman Group LLC, since 2009; President and Chief Executive Officer, Neuberger and Neuberger Berman Holdings LLC (including its predecessor, Neuberger Berman Inc.), since 2007; Chief Investment Officer, Neuberger, since 2009; Chief Investment Officer (Equities) and Managing Director, Management, since 2009; Managing Director, Neuberger Berman Fixed Income LLC (“NBFI”) since 2007; Board member of NBFI since 2006; formerly, Global Head of Asset Management of Lehman Brothers Holdings Inc.’s (“LBHI”) Investment Management Division, 2006 to 2009; formerly, member of LBHI’s Investment Management Division's Executive Management Committee, 2006 to 2009; formerly, Managing Director, Lehman Brot hers Inc. (“LBI”), 2006 to 2008; formerly, Chief Recruiting and Development Officer, LBI, 2005 to 2006; formerly, Global Head of LBI's Equity Sales and a Member of its Equities Division Executive Committee, 2003 to 2005.	43	Member of Board of Advisors, McDonough School of Business, Georgetown University, since 2001; Member of New York City Board of Advisors, Teach for America, since 2005; Trustee, Montclair Kimberley Academy (private school), since 2007.
Robert Conti* (1956)	Chief Executive Officer, President and Trustee since 2008; prior thereto, Executive Vice President in 2008 and Vice President 2000 to 2008	Managing Director, Neuberger, since 2007; formerly, Senior Vice President, Neuberger, 2003 to 2006; formerly, Vice President, Neuberger, 1999 to 2003; President and Chief Executive Officer, Management, since 2008; formerly, Senior Vice President, Management, 2000 to 2008.	43	Chairman of the Board, Staten Island Mental Health Society since 2008.

Name, (Year of Birth), and Address (1)	Position and Length of Time Served (2)	Principal Occupation(s) (3)	Number of Funds in Fund Complex Overseen by Fund Trustee	Other Directorships Held Outside Fund Complex by Fund Trustee
Jack L. Rivkin* (1940)	Trustee since 2002; President from 2002 to 2008	Formerly, Executive Vice President and Chief Investment Officer, Neuberger Berman Holdings LLC (holding company), 2002 to August 2008 and 2003 to August 2008, respectively; formerly, Managing Director and Chief Investment Officer, Neuberger, December 2005 to August 2008 and 2003 to August 2008, respectively; formerly, Executive Vice President, Neuberger, December 2002 to 2005; formerly, Director and Chairman, Management, December 2002 to August 2008; formerly, Executive Vice President, Citigroup Investments, Inc., September 1995 to February 2002; formerly, Executive Vice President, Citigroup Inc., September 1995 to February 2002.	43	Director, Idealab (private company), since 2009; Director, Distributed World Power (private company), since 2009; Director, Dale Carnegie and Associates, Inc. (private company), since 1999; Director, Solbright, Inc. (private company), since 1998; Director, SA Agricultural Fund, since 2009; Chairman and Director, Essential Brands (consumer products) since 2008; formerly, Director, New York Society of Security Analysts, 2006 to 2008.

(1)   The business address of each listed person is 605 Third Avenue, New York, New York 10158.

(2)   Pursuant to the Trust’s Trust Instrument, each of these Fund Trustees shall hold office for life or until his or her successor is elected or the Trust terminates; except that (a) any Fund Trustee may resign by delivering a written resignation; (b) any Fund Trustee may be removed with or without cause at any time by a written instrument signed by at least two-thirds of the other Fund Trustees; (c) any Fund Trustee who requests to be retired, or who has become unable to serve, may be retired by a written instrument signed by a majority of the other Fund Trustees; and (d) any Fund Trustee may be removed at any shareholder meeting by a vote of at least two-thirds of the outstanding shares.

(3)   Except as otherwise indicated, each individual has held the positions shown for at least the last five years.

* Indicates a Fund Trustee who is an “interested person” within the meaning of the 1940 Act. Mr. Amato and Mr. Conti are interested persons of the Trust by virtue of the fact that each is an officer of Management, Neuberger and/or their affiliates.  Mr. Rivkin may be deemed an interested person of the Trust by virtue of the fact that, until August 2008, he was a director of Management and an officer of Neuberger.

Information about the Officers of the Trust

Name, (Year of Birth), and Address (1)	Position and Length of Time Served (2)	Principal Occupation(s) (3)
Andrew B. Allard (1961)	Anti-Money Laundering Compliance Officer since 2002	Senior Vice President, Neuberger, since 2006; Deputy General Counsel, Neuberger, since 2004; formerly, Vice President, Neuberger, 2000 to 2005; Anti-Money Laundering Compliance Officer, eight registered investment companies for which Management acts as investment manager and administrator (six since 2002, one since 2003 and one since 2006).
Claudia A. Brandon (1956)	Executive Vice President since 2008 and Secretary since 1985	Senior Vice President, Neuberger, since 2007 and Employee since 1999; Senior Vice President, Management, since 2008 and Assistant Secretary since 2004; formerly, Vice President, Neuberger, 2002 to 2006; formerly, Vice President-Mutual Fund Board Relations, Management, 2000 to 2008; Executive Vice President, eight registered investment companies for which Management acts as investment manager and administrator (eight since 2008); Secretary, eight registered investment companies for which Management acts as investment manager and administrator (three since 1985, three since 2002, one since 2003 and one since 2006).
Maxine L. Gerson (1950)	Executive Vice President since 2008 and Chief Legal Officer since 2005 (only for purposes of sections 307 and 406 of the Sarbanes-Oxley Act of 2002)	Managing Director, Neuberger, since 2009, and Deputy General Counsel and Assistant Secretary, Neuberger, since 2001; Managing Director, Management, since 2009, and Secretary and General Counsel, Management, since 2004; formerly, Senior Vice President, Neuberger, 2002 to 2009; formerly, Senior Vice President, Management, 2006 to 2009; Executive Vice President, eight registered investment companies for which Management acts as investment manager and administrator (eight since 2008); Chief Legal Officer (only for purposes of sections 307 and 406 of the Sarbanes-Oxley Act of 2002), eight registered investment companies for which Management acts as investment manager and administrator (seven since 2005 and one since 2006).

Name, (Year of Birth), and Address (1)	Position and Length of Time Served (2)	Principal Occupation(s) (3)
Sheila R. James (1965)	Assistant Secretary since 2002	Vice President, Neuberger, since 2008 and Employee since 1999; formerly, Assistant Vice President, Neuberger, 2007; Assistant Secretary, eight registered investment companies for which Management acts as investment manager and administrator (six since 2002, one since 2003 and one since 2006).
Brian Kerrane (1969)	Vice President since 2008	Senior Vice President, Neuberger, since 2006; formerly, Vice President, Neuberger, 2002 to 2006; Vice President, Management, since 2008 and Employee since 1991; Vice President, eight registered investment companies for which Management acts as investment manager and administrator (eight since 2008).
Kevin Lyons (1955)	Assistant Secretary since 2003	Assistant Vice President, Neuberger, since 2008 and Employee since 1999; Assistant Secretary, eight registered investment companies for which Management acts as investment manager and administrator (seven since 2003 and one since 2006).
Owen F. McEntee, Jr. (1961)	Vice President since 2008	Vice President, Neuberger, since 2006; Employee, Management, since 1992; Vice President, eight registered investment companies for which Management acts as investment manager and administrator (eight since 2008).
John M. McGovern (1970)	Treasurer and Principal Financial and Accounting Officer since 2005	Senior Vice President, Neuberger, since 2007; formerly, Vice President, Neuberger, 2004 to 2006; Employee, Management, since 1993; Treasurer and Principal Financial and Accounting Officer, eight registered investment companies for which Management acts as investment manager and administrator (seven since 2005 and one since 2006); formerly, Assistant Treasurer, seven registered investment companies for which Management acts as investment manager and administrator, 2002 to 2005.
Andrew Provencher (1965)	Vice President since 2008	Managing Director, Management, since 2008; Managing Director, Neuberger, since 2005; formerly, Senior Vice President, Neuberger, 2003 to 2005; Vice President, eight registered investment companies for which Management acts as investment manager and administrator (eight since 2008).

Name, (Year of Birth), and Address (1)	Position and Length of Time Served (2)	Principal Occupation(s) (3)
Frank Rosato (1971)	Assistant Treasurer since 2005	Vice President, Neuberger, since 2006; Employee, Management, since 1995; Assistant Treasurer, eight registered investment companies for which Management acts as investment manager and administrator (seven since 2005 and one since 2006).
Neil S. Siegel (1967)	Vice President since 2008	Managing Director, Management, since 2008; Managing Director, Neuberger, since 2006; formerly, Senior Vice President, Neuberger, 2004 to 2006; Vice President, eight registered investment companies for which Management acts as investment manager and administrator (eight since 2008).
Chamaine Williams (1971)	Chief Compliance Officer since 2005	Senior Vice President, Neuberger, since 2007; Chief Compliance Officer, Management, since 2006; Chief Compliance Officer, eight registered investment companies for which Management acts as investment manager and administrator (seven since 2005 and one since 2006); formerly, Senior Vice President, LBI, 2007 to 2008; formerly, Vice President, LBI, 2003 to 2006; formerly, Chief Compliance Officer, Lehman Brothers Asset Management Inc., 2003 to 2007; formerly, Chief Compliance Officer, Lehman Brothers Alternative Investment Management LLC, 2003 to 2007.

(1)   The business address of each listed person is 605 Third Avenue, New York, New York 10158.

(2)   Pursuant to the By-Laws of the Trust, each officer elected by the Fund Trustees shall hold office until his or her successor shall have been elected and qualified or until his or her earlier death, inability to serve, or resignation. Officers serve at the pleasure of the Fund Trustees and may be removed at any time with or without cause.

(3)   Except as otherwise indicated, each individual has held the positions shown for at least the last five years.

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Trust uses to determine how to vote proxies relating to portfolio securities is available, without charge, by calling 1-800-877-9700 (toll-free) and on the website of the Securities and Exchange Commission, at www.sec.gov. Information regarding how the Trust voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is also available, without charge, by calling 1-800-877-9700 (toll-free), on the website of the Securities and Exchange Commission at www.sec.gov, and on Management’s website at www.nb.com.

Quarterly Portfolio Schedule

The Trust files a complete schedule of portfolio holdings for the Fund with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Trust's Forms N-Q are available on the Securities and Exchange Commission’s website at www.sec.gov and may be reviewed and copied at the Securities and Exchange Commission’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The information on Form N-Q is available upon request, without charge, by calling 1-800-877-9700 (toll-free).

Notice to Shareholders (Unaudited)

For the fiscal year ended August 31, 2010, the Fund makes the following designation, or up to the maximum amount of such dividends allowable pursuant to the Internal Revenue Code, as qualified dividend income eligible for reduced tax rates.  These lower rates range from 5% to 15% depending upon an individual’s tax bracket.  Complete information regarding each Fund’s distributions during the calendar year 2010 will be reported in conjunction with Form 1099DIV.

Fund	Qualified DividendIncome
Large Cap Value Fund	$23,124

Item 2.  Code of Ethics.

The Board of Trustees (“Board”) of Neuberger Berman Equity Funds (“Registrant”) adopted a code of ethics that applies to the Registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions (“Code of Ethics”).  For the period covered by this Form N-CSR, there were no amendments to the Code of Ethics and there were no waivers from the Code of Ethics granted to the Registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.

A copy of the Code of Ethics is incorporated by reference to the Registrant’s Form N-CSR, Investment Company Act file number 811-00582 (filed May 8, 2006).  The Code of Ethics is also available, without charge, by calling 1-800-877-9700 (toll-free).

Item 3.  Audit Committee Financial Expert.

The Board has determined that the Registrant has three audit committee financial experts serving on its audit committee.  The Registrant’s audit committee financial experts are Martha Goss, George Morriss and Candace Straight. Ms. Goss, Mr. Morriss and Ms. Straight are independent trustees as defined by Form N-CSR.

Item 4.  Principal Accountant Fees and Services.

Ernst & Young, LLP (“E&Y”) serves as independent registered public accounting firm to the Neuberger Berman Climate Change, Emerging Markets Equity, Equity Income, Focus, Genesis, Guardian, International, International Institutional, International Large Cap, Large Cap Value, Partners, Real Estate and Select Equities Funds.

Tait, Weller & Baker LLP (“Tait Weller”) serves as independent registered public accounting firm to the Neuberger Berman Intrinsic Value, Large Cap Disciplined Growth, Mid Cap Growth, Multi-Cap Opportunities, Regency, Small Cap Growth, and Socially Responsive Funds.

(a) Audit Fees

The aggregate fees billed for professional services rendered by E&Y for the audit of the annual financial statements or services that are normally provided by E&Y in connection with statutory and regulatory filings or engagements were $527,000 and $591,500 for the fiscal years ended 2009 and 2010, respectively.

The aggregate fees billed for professional services rendered by Tait Weller for the audit of the annual financial statements or services that are normally provided by Tait Weller in connection with statutory and regulatory filings or engagements were $119,000 and $133,000 for the fiscal years ended 2009 and 2010, respectively.

(b) Audit-Related Fees

The aggregate fees billed to the Registrant for assurance and related services by E&Y that are reasonably related to the performance of the audit of the Registrant’s financial statements and are not reported above in Audit Fees were $0 and $0 for the fiscal years ended 2009 and 2010, respectively. The Audit Committee approved 0% and 0% of these services provided by E&Y for the fiscal years ended 2009 and 2010, respectively, pursuant to the waiver provisions of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

The fees billed to other entities in the investment company complex for assurance and related services by E&Y that are reasonably related to the performance of the audit that the Audit Committee was required to approve because the engagement related directly to the operations and financial reporting of the Registrant were $0 and $0 for the fiscal years ended 2009 and 2010, respectively. The Audit Committee approved 0% and 0% of these services provided by E&Y for the fiscal years ended 2009 and 2010, respectively, pursuant to the waiver provisions of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

The aggregate fees billed to the Registrant for assurance and related services by Tait Weller that are reasonably related to the performance of the audit of the Registrant’s financial statements and are not reported above in Audit Fees were $0 and $0 for the fiscal years ended 2009 and 2010, respectively.   The Audit Committee approved 0% and 0% of these services provided by Tait Weller for the fiscal years ended 2009 and 2010, respectively, pursuant to the waiver provisions of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

The fees billed to other entities in the investment company complex for assurance and related services by Tait Weller that are reasonably related to the performance of the audit that the Audit Committee was required to approve because the engagement related directly to the operations and financial reporting of the Registrant were $0 and $0 for the fiscal years ended 2009 and 2010, respectively.   The Audit Committee approved 0% and 0% of these services provided by Tait Weller for the fiscal years ended 2009 and 2010, respectively, pursuant to the waiver provisions of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

(c) Tax Fees

The aggregate fees billed to the Registrant for professional services rendered by E&Y for tax compliance, tax advice, and tax planning were $124,800 and $141,500 for the fiscal years ended 2009 and 2010, respectively.  The nature of the services provided were tax compliance, tax advice, and tax planning.  The Audit Committee approved 0% and 0% of these services provided by E&Y for the fiscal years ended 2009 and 2010, respectively, pursuant to the waiver provisions of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

The fees billed to other entities in the investment company complex for professional services rendered by E&Y for tax compliance, tax advice, and tax planning that the Audit Committee was required to approve because the engagement related directly to the operations and financial reporting of the Registrant were $0 and $0 for the fiscal years ended 2009 and 2010, respectively. The Audit Committee approved 0% and 0% of these services provided by E&Y for the fiscal years ended 2009 and 2010, respectively, pursuant to the waiver provisions of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

The aggregate fees billed to the Registrant for professional services rendered by Tait Weller for tax compliance, tax advice, and tax planning were $20,500 and $26,000 for the fiscal years ended 2009 and 2010, respectively.  The nature of the services provided were tax compliance, tax advice, and tax planning. The Audit Committee approved 0% and 0% of these services provided by Tait Weller for the fiscal years ended 2009 and 2010, respectively, pursuant to the waiver provisions of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

The fees billed to other entities in the investment company complex for professional services rendered by Tait Weller for tax compliance, tax advice, and tax planning that the Audit Committee was required to approve because the engagement related directly to the operations and financial reporting of the Registrant were $0 and $0 for the fiscal years ended 2009 and 2010, respectively.  The Audit Committee approved 0% and 0% of these services provided by Tait Weller for the fiscal years ended 2009 and 2010, respectively, pursuant to the waiver provisions of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

(d) All Other Fees

The aggregate fees billed to the Registrant for products and services provided by E&Y, other than services reported in Audit Fees, Audit-Related Fees, and Tax Fees were $0 and $0 for the fiscal years ended 2009 and 2010, respectively.  The Audit Committee approved 0% and 0% of these services provided by E&Y for the fiscal years ended 2009 and 2010, respectively, pursuant to the waiver provisions of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

The fees billed to other entities in the investment company complex for products and services provided by E&Y, other than services reported in Audit Fees, Audit-Related Fees, and Tax Fees that the Audit Committee was required to approve because the engagement related directly to the operations and financial reporting of the Registrant were $0 and $0 for the fiscal years ended 2009 and 2010, respectively.  The Audit Committee approved 0% and 0% of these services provided by E&Y for the fiscal years ended 2009 and 2010, respectively, pursuant to the waiver provisions of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

The aggregate fees billed to the Registrant for products and services provided by Tait Weller, other than services reported in Audit Fees, Audit-Related Fees, and Tax Fees were $0 and $0 for the fiscal years ended 2009 and 2010, respectively.  The Audit Committee approved 0% and 0% of these services provided by Tait Weller for the fiscal years ended 2009 and 2010, respectively, pursuant to the waiver provisions of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

The fees billed to other entities in the investment company complex for products and services provided by Tait Weller, other than services reported in Audit Fees, Audit-Related Fees, and Tax Fees that the Audit Committee was required to approve because the engagement related directly to the operations and financial reporting of the Registrant were $0 and $0 for the fiscal years ended 2009 and 2010, respectively. The Audit Committee approved 0% and 0% of these services provided by Tait Weller for the fiscal years ended 2009 and 2010, respectively, pursuant to the waiver provisions of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

(e) Audit Committee’s Pre-Approval Policies and Procedures

(1) The Audit Committee’s pre-approval policies and procedures for the Registrant to engage an accountant to render audit and non-audit services delegate to each member of the Committee the power to pre-approve services between meetings of the Committee.

(2) None of the services described in paragraphs (b) through (d) above were approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Hours Attributed to Other Persons

Not applicable.

(g) Non-Audit Fees

Non-audit fees billed by E&Y for services rendered to the Registrant were $124,800 and $141,500 for the fiscal years ended 2009 and 2010, respectively.

Non-audit fees billed by E&Y for services rendered to the Registrant’s investment adviser and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant were $334,450 and $0 for the fiscal years ended 2009 and 2010, respectively.

Non-audit fees billed by Tait Weller for services rendered to the Registrant were $20,500 and $26,000 for the fiscal years ended 2009 and 2010, respectively.

Non-audit fees billed by Tait Weller for services rendered to the Registrant’s investment adviser and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant were $0 and $0 for the fiscal years ended 2009 and 2010, respectively.

(h) The Audit Committee of the Board considered whether the provision of non-audit services rendered to the Registrant’s investment adviser and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant that were not pre-approved by the Audit Committee because the engagement did not relate directly to the operations and financial reporting of the Registrant is compatible with maintaining E&Y’s and Tait Weller’s independence.

Item 5.  Audit Committee of Listed Registrants.

Not applicable to the Registrant.

Item 6.  Schedule of Investments.

The complete schedule of investments for each series is disclosed in the Registrant’s Annual Report, which is included as Item 1 of this Form N-CSR.

Item 7.  Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to the Registrant.

Item 8.  Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to the Registrant.

Item 9.  Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable to the Registrant.

Item 10.  Submission of Matters to a Vote of Security Holders.

There were no changes to the procedures by which shareholders may recommend nominees to the Board.

Item 11.  Controls and Procedures.

(a)

Based on an evaluation of the disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “Act”)) as of a date within 90 days of the filing date of this document, the Chief Executive Officer and Treasurer and Principal Financial and Accounting Officer of the Registrant have concluded that such disclosure controls and procedures are effectively designed to ensure that information required to be disclosed by the Registrant on Form N-CSR and Form N-Q is accumulated and communicated to the Registrant’s management to allow timely decisions regarding required disclosure.

(b)

There were no significant changes in the Registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the Registrant’s second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

Item 12.  Exhibits

(a)(1)	A copy of the Code of Ethics is incorporated by reference to the Registrant’s Form N-CSR, Investment Company Act file number 811-00582 (filed May 8, 2006).
(a)(2)	The certifications required by Rule 30a-2(a) of the Act and Section 302 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley Act”) are filed herewith.
(a)(3)	Not applicable to the Registrant.
(b)	The certifications required by Rule 30a-2(b) of the Act and Section 906 of the Sarbanes-Oxley Act are filed herewith.

The certifications provided pursuant to Rule 30a-2(b) of the Act and Section 906 of the Sarbanes-Oxley Act are not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liability of that section.  Such certifications will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended or the Exchange Act, except to the extent that the Registrant specifically incorporates them by reference.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Neuberger Berman Equity Funds

By:	/s/ Robert Conti
	Robert Conti
	Chief Executive Officer

Date: October 26, 2010

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

By:	/s/ Robert Conti
	Robert Conti
	Chief Executive Officer

Date: October 26, 2010

By:	/s/ John M. McGovern
	John M. McGovern
	Treasurer and Principal Financial
	and Accounting Officer

Date: October 26, 2010