Manning & Napier Fund N-CSRS Certified semi-annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT

COMPANIES

Investment Company Act file number   811-04087

Manning & Napier Fund, Inc.

(Exact name of registrant as specified in charter)

290 Woodcliff Drive, Fairport, NY 14450

(Address of principal executive offices)(Zip Code)

James Mikolaichik     290 Woodcliff Drive, Fairport, NY 14450

(Name and address of agent for service)

Registrant’s telephone number, including area code: 585-325-6880

Date of fiscal year end: December 31

Date of reporting period: January 1, 2015 through June 30, 2015

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

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

ITEM 1: REPORTS TO STOCKHOLDERS.

Real Estate Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested in each class at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The Hypothetical lines of each Class in the table below provide information about hypothetical account values and hypothetical expenses based on the Class’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in a class of the Series and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the Hypothetical lines for each Class in the table are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING  ACCOUNT VALUE                 1/1/15	ENDING  ACCOUNT VALUE                 6/30/15	EXPENSES PAID  DURING PERIOD*                 1/1/15-6/30/15	ANNUALIZED  EXPENSE RATIO
Class S
Actual	$1,000.00	$   964.40	$5.26	1.08%
Hypothetical (5% return before expenses)	$1,000.00	$1,019.44	$5.41	1.08%
Class I
Actual	$1,000.00	$   966.10	$4.05	0.83%
Hypothetical (5% return before expenses)	$1,000.00	$1,020.68	$4.16	0.83%

*Expenses are equal to each Class’ annualized expense ratio (for the six-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year.

1

Real Estate Series

Portfolio Composition as of June 30, 2015

(unaudited)

Top Ten Stock Holdings2
Simon Property Group, Inc.	5.2	%	Chesapeake Lodging Trust	2.6	%
AvalonBay Communities, Inc.	3.0	%	Physicians Realty Trust	2.4	%
Plum Creek Timber Co., Inc.	2.8	%	CubeSmart	2.3	%
Weyerhaeuser Co.	2.8	%	Crown Castle International Corp.	2.1	%
Brixmor Property Group, Inc.	2.7	%	Sovran Self Storage, Inc.	2.1	%
2 As a percentage of total investments.

2

Real Estate Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE   (NOTE 2)
COMMON STOCKS - 100.0%
Consumer Discretionary - 6.0%
Hotels, Restaurants & Leisure - 2.7%
Accor S.A. (France)1		62,170	$	3,146,439
Hyatt Hotels Corp. - Class A*		73,090		4,143,472
				7,289,911
Household Durables - 3.3%
DR Horton, Inc.		77,120		2,110,003
Lennar Corp. - Class A		43,486		2,219,526
Toll Brothers, Inc.*		55,862		2,133,370
TRI Pointe Homes, Inc.*		146,210		2,237,013
				8,699,912
Total Consumer Discretionary				15,989,823
Financials - 92.7%
Real Estate Management & Development - 2.4%
First Capital Realty, Inc. (Canada)		178,100		2,549,582
Forest City Enterprises, Inc. - Class A*		178,070		3,935,347
				6,484,929
REITS - Apartments - 13.7%
American Campus Communities, Inc.		61,810		2,329,619
Apartment Investment & Management Co. - Class A		129,240		4,772,833
AvalonBay Communities, Inc.		50,470		8,068,639
Camden Property Trust		55,820		4,146,310
Education Realty Trust, Inc.		112,810		3,537,722
Equity Residential		57,620		4,043,195
Mid-America Apartment Communities, Inc.		74,280		5,408,327
UDR, Inc.		128,920		4,129,308
				36,435,953
REITS - Diversified - 14.9%
CatchMark Timber Trust, Inc. - Class A		262,070		3,032,150
CoreSite Realty Corp.		107,310		4,876,166
Crown Castle International Corp.		71,030		5,703,709
Lamar Advertising Co. - Class A		47,270		2,717,080
Liberty Property Trust		118,310		3,811,948
Outfront Media, Inc.		182,275		4,600,621
Plum Creek Timber Co., Inc.		184,560		7,487,599
Weyerhaeuser Co.		236,670		7,455,105
				39,684,378
REITS - Health Care - 8.6%
Community Healthcare Trust, Inc.*		208,530		4,014,203
HCP, Inc.		73,900		2,695,133
Health Care REIT, Inc.		54,010		3,544,676

The accompanying notes are an integral part of the financial statements.

3

Real Estate Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE (NOTE 2)
COMMON STOCKS (continued)
Financials (continued)
REITS - Health Care (continued)
Physicians Realty Trust		412,610	$	6,337,690
Sabra Health Care REIT, Inc.		94,540		2,433,459
Ventas, Inc.		64,420		3,999,838
				23,024,999
REITS - Hotels - 6.5%
Chesapeake Lodging Trust		228,340		6,959,803
Host Hotels & Resorts, Inc.		139,880		2,773,820
LaSalle Hotel Properties		138,160		4,899,154
Pebblebrook Hotel Trust		62,774		2,691,749
				17,324,526
REITS - Industrial - 4.5%
DCT Industrial Trust, Inc.		125,170		3,935,345
Prologis, Inc.		68,500		2,541,350
Rexford Industrial Realty, Inc.		185,650		2,706,777
Terreno Realty Corp.		135,810		2,675,457
				11,858,929
REITS - Manufactured Homes - 1.1%
Equity LifeStyle Properties, Inc.		55,840		2,936,067
REITS - Office Property - 8.5%
Alexandria Real Estate Equities, Inc.		55,220		4,829,541
Axiare Patrimonio SOCIMI S.A. (Spain)1		88,326		1,185,584
BioMed Realty Trust, Inc.		135,187		2,614,516
Columbia Property Trust, Inc.		111,530		2,738,061
Douglas Emmett, Inc.		102,730		2,767,546
Mack-Cali Realty Corp.		174,860		3,222,670
Paramount Group, Inc.		304,860		5,231,398
				22,589,316
REITS - Regional Malls - 8.8%
Fibra Shop Portafolios Inmobiliarios S.A.P.I. de C.V. (Mexico)		1,905,315		2,111,696
General Growth Properties, Inc.		122,460		3,142,324
Simon Property Group, Inc.		80,270		13,888,315
Taubman Centers, Inc.		60,260		4,188,070
				23,330,405
REITS - Retail - 1.0%
Scentre Group (Australia)1		957,107		2,764,805
REITS - Shopping Centers - 13.7%
Brixmor Property Group, Inc.		310,450		7,180,709
DDR Corp.		300,820		4,650,677
Equity One, Inc.		169,000		3,944,460

The accompanying notes are an integral part of the financial statements.

4

Real Estate Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE (NOTE 2)
COMMON STOCKS (continued)
Financials (continued)
REITS - Shopping Centers (continued)
Inland Real Estate Corp.		418,740	$	3,944,531
Kite Realty Group Trust		158,807		3,886,007
Urban Edge Properties		248,800		5,172,552
Westfield Corp. (Australia)1		621,230		4,363,358
WP GLIMCHER, Inc.		254,120		3,438,244
				36,580,538
REITS - Single Tenant - 1.8%
Agree Realty Corp.		167,960		4,899,393
REITS - Storage - 7.2%
CubeSmart		259,930		6,019,979
Extra Space Storage, Inc.		41,150		2,683,803
Public Storage		26,980		4,974,302
Sovran Self Storage, Inc.		63,901		5,553,636
				19,231,720
Total Financials				247,145,958
Information Technology - 1.3%
IT Services - 1.3%
InterXion Holding N.V. - ADR (Netherlands)*		120,890		3,342,609
Utilities - 0.0%#
Electric Utilities - 0.0%#
Prime AET&D Holdings No.1 Ltd. (Australia)*2		125,000		—
TOTAL COMMON STOCKS
(Identified Cost $241,417,304)				266,478,390
TOTAL INVESTMENTS - 100.0%
(Identified Cost $241,417,304)				266,478,390
OTHER ASSETS, LESS LIABILITIES - 0.0%#				68,973
NET ASSETS - 100%			$	266,547,363

No. - Number

ADR - American Depositary Receipt

REITS - Real Estate Investment Trusts

*Non-income producing security.

#Less than 0.1%.

¹A factor from a third party vendor was applied to determine the security’s fair value following the close of local trading.

²Security has been valued at fair value as determined in good faith by the Advisor.

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

The accompanying notes are an integral part of the financial statements.

5

Real Estate Series

Statement of Assets and Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments, at value (identified cost $241,417,304) (Note 2)	$	266,478,390
Foreign currency (cost $22,624)		21,621
Dividends receivable		849,965
Receivable for fund shares sold		135,168
Foreign tax reclaims receivable		5,035
Prepaid expenses		413
TOTAL ASSETS		267,490,592
LIABILITIES:
Due to custodian		154,294
Accrued management fees (Note 3)		181,217
Accrued shareholder services fees (Class S)(Note 3)		48,837
Accrued fund accounting and administration fees (Note 3)		13,695
Accrued transfer agent fees (Note 3)		5,581
Accrued Chief Compliance Officer service fees (Note 3)		382
Payable for fund shares repurchased		483,454
Payable for securities purchased		6,480
Other payables and accrued expenses		49,289
TOTAL LIABILITIES		943,229
TOTAL NET ASSETS	$	266,547,363
NET ASSETS CONSIST OF:
Capital stock	$	204,389
Additional paid-in-capital		216,036,244
Undistributed net investment income		333,282
Accumulated net realized gain on investments, foreign currency and translation of other assets and liabilities		24,913,658
Net unrealized appreciation on investments, foreign currency and translation of other assets and liabilities		25,059,790
TOTAL NET ASSETS	$	266,547,363
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($215,042,870/14,420,527 shares)	$	14.91
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($51,504,493/6,018,363 shares)	$	8.56

The accompanying notes are an integral part of the financial statements.

6

Real Estate Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Dividends (net of foreign taxes withheld, $29,050)	$	3,532,321
EXPENSES:
Management fees (Note 3)		1,087,491
Shareholder services fees (Class S)(Note 3)		294,388
Fund accounting and administration fees (Note 3)		30,791
Transfer agent fees (Note 3)		15,549
Directors’ fees (Note 3)		3,377
Chief Compliance Officer service fees (Note 3)		1,224
Custodian fees		9,299
Miscellaneous		53,680
Total Expenses		1,495,799
NET INVESTMENT INCOME		2,036,522
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss) on-
Investments		21,601,953
Options written		190,635
Foreign currency and translation of other assets and liabilities		(23,450	)
		21,769,138
Net change in unrealized appreciation (depreciation) on-
Investments		(33,893,508	)
Foreign currency and translation of other assets and liabilities		677
		(33,892,831	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		(12,123,693	)
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	(10,087,171	)

The accompanying notes are an integral part of the financial statements.

7

Real Estate Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED 6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	2,036,522		$	7,145,687
Net realized gain (loss) on investments and foreign currency		21,769,138			19,278,792
Net change in unrealized appreciation (depreciation) on investments and foreign currency		(33,892,831	)		33,939,661
Net increase (decrease) from operations		(10,087,171	)		60,364,140
DISTRIBUTIONS TO SHAREHOLDERS (Note 9):
From net investment income (Class S)		—			(6,031,527	)
From net investment income (Class I)		—			(2,316,228	)
From net realized gain on investments (Class S)		—			(14,939,980	)
From net realized gain on investments (Class I)		—			5,249,295
Total distributions to shareholders		—			(28,537,030	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase from capital share transactions (Note 5)		(5,066,436	)		44,396,863
Net increase (decrease) in net assets		(15,153,607	)		76,223,973
NET ASSETS:
Beginning of period		281,700,970			205,476,997
End of period (including undistributed net investment income of $333,282 and distributions in excess of net investment income of $1,703,240, respectively)	$	266,547,363		$	281,700,970

The accompanying notes are an integral part of the financial statements.

8

Real Estate Series

Financial Highlights - Class S*

	FOR THE SIX MONTHS ENDED				FOR THE YEARS ENDED
	6/30/15 (UNAUDITED)				12/31/14				12/31/13				12/31/12				12/31/11				12/31/10
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period			$15.46				$13.32				$14.57				$12.65				$12.58			$10.61
Income from investment operations:
Net investment income1			0.11				0.44	2			0.24				0.21				0.15			0.12
Net realized and unrealized gain on investments			(0.66	)			3.24				0.10				2.54				0.49			2.44
Total from investment operations			(0.55	)			3.68				0.34				2.75				0.64			2.56
Less distributions to shareholders:
From net investment income			—				(0.44	)			(0.21	)			(0.29	)			(0.15	)		(0.12	)
From net realized gain on investments			—				(1.10	)			(1.38	)			(0.54	)			(0.42	)		(0.47	)
Total distributions to shareholders			—				(1.54	)			(1.59	)			(0.83	)			(0.57	)		(0.59	)
Net asset value - End of period			$14.91				$15.46				$13.32				$14.57				$12.65			$12.58
Net assets - End of period (000’s omitted)		$	215,043			$	231,188			$	168,167			$	170,898			$	167,153			$89,136
Total return3			(3.56%	)			28.14%				2.67%				21.93%				5.29%			24.40%
Ratios (to average net assets)/Supplemental Data:
Expenses**			1.08%	4			1.11%				1.12%				1.10%				1.18%			1.20%
Net investment income			1.35%	4			2.89%	2			1.57%				1.49%				1.21%			1.02%
Portfolio turnover			33%				44%				40%				14%				34%			34%
*Effective August 1, 2012, the shares of the Series have been designated as Class S. **For certain years presented, the investment advisor did not impose all or a portion of its management and/or other fees, and in some years may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amounts:
			N/A				N/A				N/A				N/A				N/A			0.01%

¹Calculated based on average shares outstanding during the period.

²Reflects a special dividend paid out during the period by two of the Series’ holdings. Had the Series not received the special dividends, the net investment income per share would have been $0.22 and the net investment income ratio would have been 1.49%.

³Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived during certain periods. Periods less than one year are not annualized.

⁴Annualized.

The accompanying notes are an integral part of the financial statements.

9

Real Estate Series

Financial Highlights - Class I

	FOR THE SIX MONTHS ENDED			FOR THE YEARS ENDED						FOR THE PERIOD 8/1/121 TO 12/31/12
	6/30/15 (UNAUDITED)			12/31/14			12/31/13
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$8.86			$8.18			$9.55			$10.00
Income (loss) from investment operations:
Net investment income2		0.07			0.29	3		0.19			0.08
Net realized and unrealized gain (loss) on investments		(0.37	)		1.97			0.04			0.32
Total from investment operations		(0.30	)		2.26			0.23			0.40
Less distributions to shareholders:
From net investment income		—			(0.48	)		(0.22	)		(0.31	)
From net realized gain on investments		—			(1.10	)		(1.38	)		(0.54	)
Total distributions to shareholders		—			(1.58	)		(1.60	)		(0.85	)
Net asset value - End of period		$8.56			$8.86			$8.18			$9.55
Net assets - End of period (000’s omitted)		$51,504			$50,513			$37,310			$26,396
Total return4		(3.39%	)		28.44%			2.94%			4.16%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.83%	5		0.86%			0.87%			0.87%	5
Net investment income		1.64%	5		3.14%	3		1.88%			1.95%	5
Portfolio turnover		33%			44%			40%			14%

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

³Reflects a special dividend paid out during the period by two of the Series’ holdings. Had the Series not received the special dividends, the net investment income per share would have been $0.16 and the net investment income ratio would have been 1.74%.

⁴Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Periods less than one year are not annualized.

⁵Annualized.

The accompanying notes are an integral part of the financial statements.

10

Real Estate Series

Notes to Financial Statements

(unaudited)

1. Organization

Real Estate Series (the “Series”) is a no-load diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

The Series’ investment objective is to provide high current income and long-term capital appreciation by investing principally in companies in the real estate industry.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The Series is authorized to issue two classes of shares (Class S and Class I). Each class of shares is substantially the same, except that Class S shares bear shareholder services fees. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 100 million have been designated as Real Estate Series Class S common stock and 100 million have been designated as Real Estate Series Class I common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Portfolio securities, including domestic equities, foreign equities, warrants and options, listed on an exchange other than the NASDAQ Stock Market are valued at the latest quoted sales price of the exchange on which the security is primarily traded. Securities not traded on valuation date or securities not listed on an exchange are valued at the latest quoted bid price provided by the Fund’s pricing service. Securities listed on the NASDAQ Stock Market are valued in accordance with the NASDAQ Official Closing Price.

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board of Directors (the “Board”). Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account. In accordance with the procedures approved by the Board, the values of certain securities trading outside the U.S. were adjusted following the close of local trading using a factor from a third party vendor. The third party vendor uses statistical analyses and quantitative models, which consider among other things subsequent movement and changes in the prices of indices, securities and exchange rates in other markets, to determine the factors which are used to adjust local market prices. The value of

11

Real Estate Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

securities used for net asset value calculation under these procedures may differ from published prices for the same securities. It is the Fund’s policy to classify each foreign equity security where a factor from a third party vendor is provided as a Level 2 security.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	15,989,823	$	12,843,384	$	3,146,439	$	—
Financials		247,145,958		238,832,211		8,313,747		—
Information Technology		3,342,609		3,342,609		—		—
Utilities		—		—		—		—*
Mutual funds		—		—		—		—
Total assets		266,478,390		255,018,204		11,460,186		—

*Prime AET&D Holdings No.1 Ltd. is a Level 3 security as of June 30, 2015. However, there is no value for this security reported in the financial statements. There was no activity in this security for the six months ended June 30, 2015.

Please see the Investment Portfolio for foreign securities where a factor from a third party vendor was applied to determine the securities’ fair value following the close of local trading. Such securities are included in Level 2 in the table above.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between fair value levels during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense. Income, expenses (other than shareholder services fees), and realized and unrealized gains and losses are prorated among the classes based on the relative net assets of each class. Class specific expenses are directly charged to that class.

The Fund records distributions received in excess of income from underlying investments as a reduction of cost of investments and/or realized gain. Such amounts are based on estimates if actual amounts are not available and actual amounts of income, realized gain and return of capital may differ from the estimated amounts. The Fund adjusts the estimated amounts of

12

Real Estate Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Transactions, Investment Income and Expenses (continued)

components of distributions (and consequently its net investment income) as necessary once the issuers provide information about the actual composition of the distributions.

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Option Contracts

The Series may write (sell) or buy call or put options on securities and other financial instruments. When the Series writes a call, the Series gives the purchaser the right to buy the underlying security from the Series at the price specified in the option contract (the “exercise price”) at any time during the option period. When the Series writes a put option, the Series gives the purchaser the right to sell to the Series the underlying security at the exercise price at any time during the option period. The Series will only write options on a “covered basis.” This means that the Series will own the underlying security when the Series writes a call or the Series will put aside cash, U.S. Government securities, or other liquid assets in an amount not less than the exercise price at all times the put option is outstanding.

When the Series writes an option, an amount equal to the premium received is reflected as a liability and is subsequently marked-to-market to reflect the current market value of the option. The Series, as a writer of an option, has no control over whether the underlying security or financial instrument may be sold (call) or purchased (put) and, as a result, bears the market risk of an unfavorable change in the price of the security or financial instrument underlying the written option. There is a risk that the Series may not be able to enter into a closing transaction because of an illiquid market.

The Series may also purchase options in an attempt to hedge against fluctuations in the value of its portfolio and to protect against declines in the value of the securities. The premium paid by the Series for the purchase of an option is reflected as an investment and subsequently marked-to-market to reflect the current market value of the option. The risk associated with purchasing options is limited to the premium paid.

When a security is purchased or sold through an exercise of an option, the related premium paid (or received) is added to (or deducted from) the basis of the security acquired or deducted from (or added to) the proceeds of the security sold. When an option expires (or the Series enters into a closing transaction), the Series realizes a gain or loss on the option to the extent of the premium received or paid (or gain or loss to the extent the cost of the closing transaction exceeds the premium paid or received).

The measurement of the risks associated with option contracts is meaningful only when all related and offsetting transactions are considered. The counterparty for the Series’ written options contracts outstanding at June 30, 2015 is Pershing LLC, a BNY Mellon Company.

13

Real Estate Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

The following table presents the effect of the derivative instruments on the Statement of Operations:

STATEMENT OF OPERATIONS
Derivative	Location of Gain or (Loss) on Derivatives	Realized Gain (Loss) on Derivatives
Equity contracts	Net realized gain (loss) on options written	$	190,635

The average month-end balances for the period of January 1, 2015 to June 30, 2015 of outstanding derivative financial instruments were as follows:

Options:
Average number of option contracts written	1,823
Average notional value of option contracts written	$15,198,500

Written Option Rollforward

Transactions in options written for the six months ended June 30, 2015, were as follows:

	CALLS
	CONTRACTS			PREMIUMS RECEIVED
Outstanding options, beginning of period		—			—
Options written		4,095		$	265,977
Options exercised		(962	)		(62,049	)
Options expired		(2,683	)		(192,846	)
Options closed		(450	)		(11,082	)
Outstanding options, end of period		—		$	—

Foreign Currency Translation

The books and records of the Series are maintained in U.S. dollars. Foreign currencies, investments and other assets and liabilities are translated into U.S. dollars at the current exchange rates. Purchases and sales of investment securities and income and expenses are translated on the respective dates of such transactions. The Series does not isolate realized and unrealized gains and losses attributable to changes in the exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized foreign currency gains and losses represent foreign currency gains and losses between trade date and settlement date on securities transactions, gains and losses on disposition of foreign currencies and the difference between the amount of income and foreign withholding taxes recorded on the books of the Series and the amounts actually received or paid.

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

14

Real Estate Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Federal Taxes (continued)

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2011 through December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

Based on the Series’ understanding of the tax rules and rates related to income, gains and currency purchase/repatriation transactions for foreign jurisdictions in which it invests, the Series will provide for foreign taxes, and where appropriate, deferred foreign tax.

Distributions of Income and Gains

Distributions to shareholders of net investment income and net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.75% of the Series’ average daily net assets.

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Class S shares of the Series are subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Board. The shareholder services fee is intended to compensate financial intermediaries, including affiliates of the Fund, in connection with the provision of direct client service, personal services, maintenance of shareholder accounts and reporting services. For these services, Class S of the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.25% of the average daily net assets of Class S. The Fund has a Shareholder Services Agreement with the Advisor, for which the Advisor receives the shareholder services fee as stated above.

15

Real Estate Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

The Advisor has contractually agreed, until at least April 30, 2016, to waive its management fee and, if necessary, pay other operating expenses of the Series in order to maintain total direct annual fund operating expenses for the Series, exclusive of each share class’ shareholder services fee, at no more than 0.95% of average daily net assets. The Advisor did not waive any fees for the six months ended June 30, 2015. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed in prior years.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a Series are allocated based on each Series’ relative net assets or number of accounts, depending on the expense.

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $96,483,302 and $93,213,029, respectively. There were no purchases or sales of U.S. Government securities.

5. Capital Stock Transactions

Transactions in shares of Class S and I shares of Real Estate Series were:

CLASS S	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/2014
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		1,280,112		$	20,514,732			2,877,508		$	43,298,509
Reinvested		—			—			1,371,635			20,505,790
Repurchased		(1,812,968	)		(28,608,824	)		(1,925,594	)		(29,217,124	)
Total		(532,856	)	$	(8,094,092	)		2,323,549		$	34,587,175
CLASS I	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		677,718		$	6,286,333			1,529,781		$	13,799,732
Reinvested		—			—			828,373			7,151,070
Repurchased		(359,681	)		(3,258,677	)		(1,221,118	)		(11,141,114	)
Total		318,037		$	3,027,656			1,137,036		$	9,809,688

Approximately 90% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion. No shareholder exceeds the 10% threshold.

16

Real Estate Series

Notes to Financial Statements (continued)

(unaudited)

6. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. The Series invested in written options (equity risk) during the six months ended June 30, 2015.

7. Foreign Securities

Investing in securities of foreign companies and foreign governments involves special risks and considerations not typically associated with investing in securities of domestic companies and the U.S. Government. These risks include revaluation of currencies and future adverse political and economic developments. Moreover, securities of foreign companies and foreign governments and their markets may be less liquid and their prices more volatile than those of comparable domestic companies and the U.S. Government.

8. Real Estate Securities

The Series may focus its investments in certain real estate related industries; hence, the Series may subject itself to a greater degree of risk than a series that is more diversified.

9. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2014 was as follows:

Ordinary income	$	10,317,395
Long-term capital gains		18,219,635

At June 30, 2015, identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized appreciation were as follows:

Cost for federal income tax purposes	$	241,417,307
Unrealized appreciation		36,434,554
Unrealized depreciation		(11,373,471	)
Net unrealized appreciation	$	25,061,083

17

Real Estate Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange
Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNRES-6/15-SAR

International Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested in each class at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The Hypothetical lines of each Class in the table below provide information about hypothetical account values and hypothetical expenses based on the Class’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in a class of the Series and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the Hypothetical lines for each Class in the table are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING                ACCOUNT  VALUE  1/1/15	ENDING  ACCOUNT                VALUE  6/30/15	EXPENSES PAID        DURING  PERIOD*  1/1/15-6/30/15	ANNUALIZED  EXPENSE RATIO
Class S
Actual	$1,000.00	$1,028.40	$5.53	1.10%
Hypothetical     (5% return before expenses)	$1,000.00	$1,019.34	$5.51	1.10%
Class I
Actual	$1,000.00	$1,029.70	$4.28	0.85%
Hypothetical     (5% return before expenses)	$1,000.00	$1,020.58	$4.26	0.85%

*Expenses are equal to the Class’ annualized expense ratio (for the six-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year. The Class’ total return would have been lower had certain expenses not been waived during the period.

1

International Series

Portfolio Composition as of June 30, 2015

(unaudited)

2

International Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE (NOTE 2)
COMMON STOCKS - 98.7%
Consumer Discretionary - 11.8%
Auto Components - 1.3%
F.C.C. Co. Ltd. (Japan)1		158,000	$	2,411,526
Hankook Tire Co. Ltd. (South Korea)1		145,591		5,475,461
				7,886,987
Diversified Consumer Services - 0.6%
Fu Shou Yuan International Group Ltd. (China)1		6,290,000		3,494,243
Household Durables - 1.0%
LG Electronics, Inc. (South Korea)1		74,000		3,128,731
Nikon Corp. (Japan)1		224,000		2,588,700
				5,717,431
Internet & Catalog Retail - 5.0%
ASOS plc (United Kingdom)*1		156,760		9,554,271
MakeMyTrip Ltd. (India)*		285,890		5,626,315
Rakuten, Inc. (Japan)1		894,190		14,435,921
				29,616,507
Media - 0.8%
Mediaset Espana Comunicacion S.A. (Spain)1		382,640		5,023,581
Specialty Retail - 1.3%
Groupe Fnac S.A. (France)*1		3,891		233,292
Komeri Co. Ltd. (Japan)1		188,800		4,314,836
Sa Sa International Holdings Ltd. (Hong Kong)1		6,288,390		3,403,957
				7,952,085
Textiles, Apparel & Luxury Goods - 1.8%
Kering (France)1		59,760		10,684,343
Total Consumer Discretionary				70,375,177
Consumer Staples - 24.7%
Beverages - 7.5%
AMBEV S.A. - ADR (Brazil)*		1,350,000		8,235,000
Carlsberg A/S - Class B (Denmark)1		80,000		7,248,455
Diageo plc (United Kingdom)1		431,750		12,503,310
Treasury Wine Estates Ltd. (Australia)1		2,285,660		8,777,675
Tsingtao Brewery Co. Ltd. - Class H (China)1		1,284,000		7,784,761
				44,549,201
Food & Staples Retailing - 5.0%
Carrefour S.A. (France)1		169,962		5,461,488
Casino Guichard-Perrachon S.A. (France)1		34,170		2,593,594
Dairy Farm International Holdings Ltd. (Hong Kong)1		681,300		5,900,217
Tesco plc (United Kingdom)1		2,618,070		8,722,784

The accompanying notes are an integral part of the financial statements.

3

International Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE (NOTE 2)
COMMON STOCKS (continued)
Consumer Staples (continued)
Food & Staples Retailing (continued)
Wal-Mart de Mexico S.A.B. de C.V. (Mexico)		2,946,000	$	7,195,606
				29,873,689
Food Products - 7.8%
Biostime International Holdings Ltd. (China)1		2,526,500		7,388,393
Charoen Pokphand Foods PCL (Thailand)1		3,841,800		2,724,844
Danone S.A. (France)1		107,012		6,931,657
Grupo Bimbo S.A.B. de C.V. - Class A (Mexico)*		2,604,000		6,728,070
Nestle S.A. (Switzerland)1		105,220		7,591,689
Sao Martinho S.A. (Brazil)		386,750		4,700,808
Suedzucker AG (Germany)1		625,447		10,417,394
				46,482,855
Personal Products - 3.1%
Unilever plc - ADR (United Kingdom)		420,230		18,053,081
Tobacco - 1.3%
Gudang Garam Tbk PT (Indonesia)1		730,000		2,464,043
Swedish Match AB (Sweden)1		191,000		5,430,250
				7,894,293
Total Consumer Staples				146,853,119
Energy - 5.3%
Energy Equipment & Services - 1.9%
Spectrum ASA (Norway)1		578,746		2,354,712
TGS Nopec Geophysical Co. ASA (Norway)1		391,280		9,140,689
				11,495,401
Oil, Gas & Consumable Fuels - 3.4%
Galp Energia SGPS S.A. (Portugal)1		1,050,040		12,360,340
Royal Dutch Shell plc - Class B - ADR (Netherlands)		87,780		5,034,183
Royal Dutch Shell plc - Class B (Netherlands)1		88,430		2,517,632
				19,912,155
Total Energy				31,407,556
Financials - 5.1%
Capital Markets - 1.0%
Daiwa Securities Group, Inc. (Japan)1		830,000		6,208,987
Diversified Financial Services - 1.2%
IDFC Ltd. (India)1		3,023,300		6,999,921
Insurance - 1.6%
Mapfre S.A. (Spain)1		1,877,000		6,487,122
Zurich Insurance Group AG (Switzerland)1		10,500		3,196,512
				9,683,634

The accompanying notes are an integral part of the financial statements.

4

International Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE (NOTE 2)
COMMON STOCKS (continued)
Financials (continued)
Real Estate Investment Trusts (REITS) - 1.3%
Alstria Office REIT AG (Germany)1		595,480	$	7,670,989
Total Financials				30,563,531
Health Care - 9.3%
Health Care Equipment & Supplies - 1.0%
Carl Zeiss Meditec AG (Germany)1		232,000		5,918,523
Health Care Providers & Services - 2.6%
Fresenius Medical Care AG & Co. KGaA - ADR (Germany)		200,000		8,318,000
Odontoprev S.A. (Brazil)		2,000,000		6,966,646
				15,284,646
Life Sciences Tools & Services - 1.2%
Gerresheimer AG (Germany)1		118,970		7,412,032
Pharmaceuticals - 4.5%
AstraZeneca plc - ADR (United Kingdom)		154,370		9,834,913
GlaxoSmithKline plc (United Kingdom)1		172,980		3,596,568
Novartis AG - ADR (Switzerland)		49,000		4,818,660
Teva Pharmaceutical Industries Ltd. - ADR (Israel)		140,000		8,274,000
				26,524,141
Total Health Care				55,139,342
Industrials - 16.3%
Airlines - 0.8%
Gol Linhas Aereas Inteligentes S.A. - ADR (Brazil)		1,893,363		4,487,270
Commercial Services & Supplies - 1.4%
Aggreko plc (United Kingdom)1		381,247		8,611,286
Construction & Engineering - 2.8%
Larsen & Toubro Ltd. (India)1		591,285		16,526,744
Electrical Equipment - 4.1%
Alstom S.A. (France)1		295,560		8,395,182
Bharat Heavy Electricals Ltd. (India)1		2,049,250		7,966,072
Schneider Electric SE (France)1		66,000		4,569,785
Teco Electric and Machinery Co. Ltd. (Taiwan)1		4,084,000		3,170,395
				24,101,434
Industrial Conglomerates - 4.0%
Siemens AG (Germany)1		237,600		24,038,378
Machinery - 3.2%
ANDRITZ AG (Austria)1		123,000		6,811,268
FANUC Corp. (Japan)1		37,540		7,681,270
Jain Irrigation Systems Ltd. - DVR (India)1		44,872		25,825

The accompanying notes are an integral part of the financial statements.

5

International Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE (NOTE 2)
COMMON STOCKS (continued)
Industrials (continued)
Machinery (continued)
Jain Irrigation Systems Ltd. (India)1		4,464,000	$	4,680,015
				19,198,378
Total Industrials				96,963,490
Information Technology - 21.2%
Electronic Equipment, Instruments & Components - 4.0%
Hitachi Ltd. (Japan)1		1,646,660		10,847,454
Keyence Corp. (Japan)1		10,809		5,825,801
PAX Global Technology Ltd. (Hong Kong)*1		5,036,000		7,213,628
				23,886,883
Internet Software & Services - 3.6%
NetEase, Inc. - ADR (China)		48,145		6,974,525
Qihoo 360 Technology Co. Ltd. - ADR (China)*		214,420		14,514,090
				21,488,615
Semiconductors & Semiconductor Equipment - 1.8%
MediaTek, Inc. (Taiwan)1		794,830		10,864,999
Software - 8.4%
AVEVA Group plc (United Kingdom)1		733,322		20,832,225
SAP SE (Germany)1		284,360		19,926,935
Totvs S.A. (Brazil)		721,250		9,044,913
				49,804,073
Technology Hardware, Storage & Peripherals - 3.4%
Samsung Electronics Co. Ltd. (South Korea)1		17,490		19,843,913
Total Information Technology				125,888,483
Telecommunication Services - 5.0%
Diversified Telecommunication Services - 3.8%
Telefonica S.A. - ADR (Spain)		727,200		10,326,240
Telenor ASA - ADR (Norway)		184,380		12,096,250
Wireless Telecommunication Services - 1.2%
Bharti Infratel Ltd. (India)1		1,041,080		7,307,832
Total Telecommunication Services				29,730,322
TOTAL COMMON STOCKS
(Identified Cost $572,696,761)				586,921,020

The accompanying notes are an integral part of the financial statements.

6

International Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE (NOTE 2)
SHORT-TERM INVESTMENT - 0.9%
Dreyfus Cash Management, Inc. - Institutional Shares2, 0.04%,
(Identified Cost $ 5,265,638)		5,265,638	$	5,265,638
TOTAL INVESTMENTS - 99.6%
(Identified Cost $ 577,962,399)				592,186,658
OTHER ASSETS, LESS LIABILITIES - 0.4%				2,340,644
NET ASSETS - 100%			$	594,527,302

ADR - American Depositary Receipt

DVR - Differential Voting Rights

*Non-income producing security.

¹A factor from a third party vendor was applied to determine the security’s fair value following the close of local trading.

²Rate shown is the current yield as of June 30, 2015.

The Series’ portfolio holds, as a percentage of net assets, greater than 10% in the following countries:

United Kingdom 15.4%; Germany 14.1%.

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

The accompanying notes are an integral part of the financial statements.

7

International Series

Statement of Assets & Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments, at value (identified cost $577,962,399) (Note 2)	$	592,186,658
Foreign currency (identified cost $98,096)		98,808
Receivable for securities sold		2,227,524
Foreign tax reclaims receivable		1,548,689
Receivable for fund shares sold		569,318
Dividends receivable		300,397
Prepaid and other expenses		2,652
TOTAL ASSETS		596,934,046
LIABILITIES:
Accrued foreign capital gains tax (Note 2)		432,746
Accrued management fees (Note 3)		380,823
Accrued custodian fees		230,757
Accrued shareholder services fees (Class S) (Note 3)		102,753
Accrued transfer agent fees (Note 3)		61,604
Accrued fund accounting and administration fees (Note 3)		25,438
Accrued Directors’ fees (Note 3)		8,575
Accrued Chief Compliance Officer service fees (Note 3)		382
Payable for fund shares repurchased		789,993
Payable for securities purchased		264,171
Other payables and accrued expenses		109,502
TOTAL LIABILITIES		2,406,744
TOTAL NET ASSETS	$	594,527,302
NET ASSETS CONSIST OF:
Capital stock	$	679,537
Additional paid-in-capital		561,538,075
Undistributed net investment income		4,326,211
Accumulated net realized gain on investments, foreign currency and translation of other assets and liabilities		14,363,946
Net unrealized appreciation on investments (net of foreign capital gains tax of $432,746), foreign currency and translation of other assets and liabilities		13,619,533
TOTAL NET ASSETS	$	594,527,302
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($452,472,608/54,294,946 shares)	$	8.33
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($142,054,694/13,658,737 shares)	$	10.40

The accompanying notes are an integral part of the financial statements.

8

International Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Dividends (net of foreign taxes withheld, $885,036)	$	7,465,916
EXPENSES:
Management fees (Note 3)		2,340,195
Shareholder services fees (Class S)(Note 3)		605,262
Transfer agent fees (Note 3)		105,679
Fund accounting and administration fees (Note 3)		47,207
Directors’ fees (Note 3)		17,253
Chief Compliance Officer service fees (Note 3)		1,225
Custodian fees		195,625
Miscellaneous		101,193
Total Expenses		3,413,639
Less reduction of expenses (Note 3)		(162,033	)
Net Expenses		3,251,606
NET INVESTMENT INCOME		4,214,310
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss) on-
Investments		8,286,803
Foreign currency and translation of other assets and liabilities		(354,753	)
		7,932,050
Net change in unrealized appreciation (depreciation) on-
Investments (net of decrease in accrued foreign capital gains tax of $58,192)		6,638,717
Foreign currency and translation of other assets and liabilities		(59,178	)
		6,579,539
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		14,511,589
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	18,725,899

The accompanying notes are an integral part of the financial statements.

9

International Series

Statements of Changes in Net Assets

	FOR THE SIX MONTH ENDED 6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	4,214,310		$	8,960,558
Net realized gain on investments and foreign currency		7,932,050			68,919,989
Net change in unrealized appreciation (depreciation) on investments and foreign currency		6,579,539			(127,193,320	)
Net increase (decrease) from operations		18,725,899			(49,312,773	)
DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income (Class S)		—			(6,758,776	)
From net investment income (Class I)		—			(1,659,943	)
From net realized gain on investments (Class S)		—			(53,674,182	)
From net realized gain on investments (Class I)		—			(10,868,137	)
Total distributions to shareholders		—			(72,961,038	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net decrease from capital share transactions (Note 5)		(41,352,750	)		(38,957,031	)
Net decrease in net assets		(22,626,851	)		(161,230,842	)
NET ASSETS:
Beginning of period		617,154,153			778,384,995
End of period (including undistributed net investment income of $4,326,211 and $111,901, respectively)	$	594,527,302		$	617,154,153

The accompanying notes are an integral part of the financial statements.

10

International Series

Financial Highlights - Class S*

	FOR THE SIX  MONTHS ENDED				FOR THE YEARS ENDED
	6/30/15  (UNAUDITED)				12/31/14				12/31/13				12/31/12				12/31/11				12/31/10
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period			$8.10				$9.91				$8.70				$7.61				$8.85				$8.39
Income (loss) from investment operations:
Net investment income1			0.05				0.12				0.11				0.10				0.13				0.14
Net realized and unrealized gain (loss) on investments			0.18				(0.84	)			1.59				1.10				(1.26	)			0.86
Total from investment operations			0.23				(0.72	)			1.70				1.20				(1.13	)			1.00
Less distributions to shareholders:
From net investment income			—				(0.12	)			(0.12	)			(0.10	)			(0.10	)			(0.19	)
From return of capital			—				—				—				(0.01	)			—				—
From net realized gain on investments			—				(0.97	)			(0.37	)			—				(0.01	)			(0.35	)
Total distributions to shareholders			—				(1.09	)			(0.49	)			(0.11	)			(0.11	)			(0.54	)
Net asset value - End of period			$8.33				$8.10				$9.91				$8.70				$7.61				$8.85
Net assets - End of period (000’s omitted)		$	452,473			$	490,833			$	637,598			$	565,609			$	513,267			$	317,199
Total return2			2.84%				(7.03%	)			19.69%				15.78%				(12.82%	)			12.04%
Ratios (to average net assets)/Supplemental Data:
Expenses**			1.10%	3			1.10%				1.10%				1.10%				1.16%				1.15%
Net investment income			1.29%	3			1.20%				1.21%				1.30%				1.49%				1.68%
Portfolio turnover			15%				22%				22%				22%				7%				13%
*Effective December 31, 2011, the shares of the Series have been designated as Class S. **The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amounts:
			0.05%				0.04%				0.03%				0.07%				N/A				0.00%	4

¹Calculated based on average shares outstanding during the periods.

²Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during certain periods. Periods less than one year are not annualized.

³Annualized.

⁴Less than 0.01%.

The accompanying notes are an integral part of the financial statements.

11

International Series

Financial Highlights - Class I

	FOR THE SIX MONTHS ENDED   6/30/15 (UNAUDITED)				FOR THE YEARS ENDED								FOR THE PERIOD  3/15/121 TO 12/31/12
					12/31/14				12/31/13
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period			$10.10				$12.05				$10.47				$10.00
Income (loss) from investment operations:
Net investment income2			0.08				0.17				0.17				0.13
Net realized and unrealized gain (loss) on investments			0.22				(1.00	)			1.91				0.46
Total from investment operations			0.30				(0.83	)			2.08				0.59
Less distributions to shareholders:
From net investment income			—				(0.15	)			(0.13	)			(0.11	)
From return of capital			—				—				—				(0.01	)
From net realized gain on investments			—				(0.97	)			(0.37	)			—
Total distributions to shareholders			—				(1.12	)			(0.50	)			(0.12	)
Net asset value - End of period			$10.40				$10.10				$12.05				$10.47
Net assets - End of period (000’s omitted)		$	142,055			$	126,321			$	140,787			$	95,925
Total return3			2.97%				(6.72%	)			19.97%				5.88%
Ratios (to average net assets)/Supplemental Data:
Expenses*			0.85%	4			0.85%				0.85%				0.85%	4
Net investment income			1.56%	4			1.42%				1.48%				1.67%	4
Portfolio turnover			15%				22%				22%				22%
*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amounts:
			0.05%				0.04%				0.03%				0.09%	4

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

³Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived during certain periods. Periods less than one year are not annualized.

⁴Annualized.

The accompanying notes are an integral part of the financial statements.

12

International Series

Notes to Financial Statements

(unaudited)

1. Organization

International Series (the “Series”) is a no-load diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

The Series’ investment objective is to provide long-term growth by investing principally in the common stocks of companies located outside the United States.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The Series is authorized to issue two classes of shares (Class S and Class I). Each class of shares is substantially the same, except that Class S shares bear shareholder services fees. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 250 million have been designated as International Series Class S common stock and 100 million have been designated as International Series Class I common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Portfolio securities, including domestic equities, foreign equities, warrants and options, listed on an exchange other than the NASDAQ Stock Market are valued at the latest quoted sales price of the exchange on which the security is primarily traded. Securities not traded on valuation date or securities not listed on an exchange are valued at the latest quoted bid price provided by the Fund’s pricing service. Securities listed on the NASDAQ Stock Market are valued in accordance with the NASDAQ Official Closing Price.

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board of Directors (the “Board”). Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account. In accordance with the procedures approved by the Board, the values of certain securities trading outside the U.S. were adjusted following the close of local trading using a factor from a third party vendor. The third party vendor uses statistical analyses and quantitative models, which consider among other things subsequent movement and changes in the prices of indices, securities and exchange rates in other markets, to determine the factors which are used to adjust local market prices. The value of

13

International Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

securities used for net asset value calculation under these procedures may differ from published prices for the same securities. It is the Fund’s policy to classify each foreign equity security where a factor from a third party vendor is provided as a Level 2 security.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	70,375,177	$	5,626,315	$	64,748,862	$	—
Consumer Staples		146,853,119		44,912,565		101,940,554		—
Energy		31,407,556		5,034,183		26,373,373		—
Financials		30,563,531		—		30,563,531		—
Health Care		55,139,342		38,212,219		16,927,123		—
Industrials		96,963,490		4,487,270		92,476,220		—
Information Technology		125,888,483		30,533,528		95,354,955		—
Telecommunication Services		29,730,322		22,422,490		7,307,832		—
Mutual fund		5,265,638		5,265,638		—		—
Total assets	$	592,186,658	$	156,494,208	$	435,692,450	$	—

Please see the Investment Portfolio for foreign securities where a factor from a third party vendor was applied to determine the security’s fair value following close of local trading. Such securities are included in Level 2 in the table above.

There were no Level 3 securities held by the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense. Income, expenses (other than shareholder services fees), and realized and unrealized gains and losses are prorated among the classes based on the relative net assets of each class. Class specific expenses are directly charged to that class.

14

International Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Transactions, Investment Income and Expenses (continued)

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Foreign Currency Translation

The books and records of the Series are maintained in U.S. dollars. Foreign currencies, investments and other assets and liabilities are translated into U.S. dollars at the current exchange rates. Purchases and sales of investment securities and income and expenses are translated on the respective dates of such transactions. The Series does not isolate realized and unrealized gains and losses attributable to changes in the exchange rates from gains and losses that arise from changes in the fair value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized foreign currency gains and losses represent foreign currency gains and losses between trade date and settlement date on securities transactions, gains and losses on disposition of foreign currencies and the difference between the amount of income and foreign withholding taxes recorded on the books of the Series and the amounts actually received or paid.

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2011 through December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

Based on the Series’ understanding of the tax rules and rates related to income, gains and currency purchase/repatriation transactions for foreign jurisdictions in which it invests, the Series will provide for foreign taxes, and where appropriate, deferred foreign tax. The Series is subject to a tax imposed on short term capital gains on securities of issuers domiciled in India. The Series records an estimated deferred tax liability for securities that have been held for less than a year at the end of the reporting period, assuming those positions were disposed of at the end of the period. This amount is reported in Accrued foreign capital gains tax in the accompanying Statement of Assets and Liabilities. Realized losses on the sale of securities of issuers domiciled in India can be carried forward for eight years to offset potential future short term realized capital gains.

Distributions of Income and Gains

Distributions to shareholders of net investment income and net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

15

International Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.75% of the Series’ average daily net assets.

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Class S shares of the Series are subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Board. The shareholder services fee is intended to compensate financial intermediaries, including affiliates of the Fund, in connection with the provision of direct client service, personal services, maintenance of shareholder accounts and reporting services. For these services, Class S of the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.25% of the average daily net assets of Class S. The Fund has a Shareholder Services Agreement with the Advisor, for which the Advisor receives the shareholder services fee as stated above.

The Advisor has contractually agreed, until at least April 30, 2016, to waive its management fee and, if necessary, pay other operating expenses of the Series in order to maintain total direct annual fund operating expenses for the Series, exclusive of each share class’ shareholder services fee, at no more than 0.85% of average daily net assets. Accordingly, the Advisor waived fees of $162,033 for the six months ended June 30, 2015, which is included as a reduction of expenses on the Statement of Operations. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed in prior years.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each series’ relative net assets or number of accounts, depending on the expense.

16

International Series

Notes to Financial Statements (continued)

(unaudited)

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $90,372,039 and $137,023,486, respectively. There were no purchases or sales of U.S. Government securities.

5. Capital Stock Transactions

Transactions in shares of Class S and I shares of International Series were:

CLASS S	FOR THE SIX MONTHS   ENDED 6/30/15						FOR THE YEAR   ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		2,943,403		$	24,725,826			5,034,580		$	48,663,625
Reinvested		—			—			7,333,073			58,712,204
Repurchased		(9,231,077	)		(77,940,598	)		(16,134,004	)		(154,441,126	)
Total		(6,287,674	)	$	(53,214,772	)		(3,766,351	)	$	(47,065,297	)
CLASS I	FOR THE SIX MONTHS   ENDED 6/30/15						FOR THE YEAR   ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		1,888,400		$	19,588,172			1,936,083		$	23,008,129
Reinvested		—			—			1,242,972			12,385,248
Repurchased		(738,185	)		(7,726,150	)		(2,350,034	)		(27,285,111	)
Total		1,150,215		$	11,862,022			829,021		$	8,108,266

Approximately 59% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion. No shareholder exceeds the 10% threshold.

6. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2015.

7. Foreign Securities

Investing in securities of foreign companies and foreign governments involves special risks and considerations not typically associated with investing in securities of domestic companies and the U.S. Government. These risks include revaluation of currencies and future adverse political and economic developments. Moreover, securities of foreign companies and foreign governments and their markets may be less liquid and their prices more volatile than those of comparable domestic companies and the U.S. Government.

8. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

17

International Series

Notes to Financial Statements (continued)

(unaudited)

8. Federal Income Tax Information (continued)

The tax character of distributions paid for the year ended December 31, 2014 were as follows:

Ordinary income	$16,622,851
Long-term capital gains	56,338,187

At June 30, 2015, the tax basis of components of distributable earnings and the net unrealized appreciation based on the identified cost of investments for federal income tax purposes were as follows:

Cost for federal income tax purposes	$	577,962,399
Unrealized appreciation		77,203,736
Unrealized depreciation		(62,979,477	)
Net unrealized appreciation	$	14,224,259

18

International Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange
Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNINT-6/15-SAR

World Opportunities Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Series’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Series’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in the Series and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING  ACCOUNT VALUE                                  1/1/15	ENDING  ACCOUNT VALUE                                  6/30/15	EXPENSES PAID  DURING PERIOD*                                  1/1/15-6/30/15
Actual	$1,000.00	$1,034.10	$5.55
Hypothetical (5% return before expenses)	$1,000.00	$1,019.34	$5.51

*Expenses are equal to the Series’ annualized expense ratio (for the six-month period) of 1.10%, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year.

1

World Opportunities Series

Portfolio Composition as of June 30, 2015

(unaudited)

2

World Opportunities Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE         (NOTE 2)
COMMON STOCKS - 99.1%
Consumer Discretionary - 16.1%
Diversified Consumer Services - 2.7%
Kroton Educacional S.A. (Brazil)		22,561,051	$	86,206,711
Hotels, Restaurants & Leisure - 2.6%
Accor S.A. (France)1		1,635,440		82,770,024
Internet & Catalog Retail - 0.7%
Ocado Group plc (United Kingdom)*1		3,122,475		21,859,336
Media - 4.0%
ITV plc (United Kingdom)1		12,769,552		52,832,887
Liberty Global plc - Class A - ADR (United Kingdom)*		1,001,730		54,163,541
Modern Times Group AB - Class B (Sweden)1		866,696		23,260,586
				130,257,014
Specialty Retail - 2.2%
Kingfisher plc (United Kingdom)1		12,708,430		69,317,612
Textiles, Apparel & Luxury Goods - 3.9%
Adidas AG (Germany)1		712,900		54,547,212
lululemon athletica, Inc.*		1,088,120		71,054,236
				125,601,448
Total Consumer Discretionary				516,012,145
Consumer Staples - 24.7%
Beverages - 11.3%
AMBEV S.A. - ADR (Brazil)*		9,034,936		55,113,110
Anheuser-Busch InBev N.V. (Belgium)1		871,290		104,851,648
Diageo plc (United Kingdom)1		3,433,680		99,438,020
Remy Cointreau S.A. (France)1		261,570		18,897,389
SABMiller plc (United Kingdom)1		1,643,050		85,192,278
				363,492,445
Food & Staples Retailing - 4.1%
Carrefour S.A. (France)1		1,666,855		53,562,019
Tesco plc (United Kingdom)1		23,558,620		78,491,691
				132,053,710
Food Products - 4.2%
Charoen Pokphand Foods PCL (Thailand)1		25,846,160		18,331,707
Danone S.A. (France)1		1,226,380		79,438,242
Nestle S.A. (Switzerland)1		497,000		35,858,863
				133,628,812
Personal Products - 2.3%
Beiersdorf AG (Germany)1		419,206		35,125,469
Unilever plc - ADR (United Kingdom)		858,710		36,890,182
				72,015,651

The accompanying notes are an integral part of the financial statements.

3

World Opportunities Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE         (NOTE 2)
COMMON STOCKS (continued)
Consumer Staples (continued)
Tobacco - 2.8%
Japan Tobacco, Inc. (Japan)1		1,523,900	$	54,173,546
Swedish Match AB (Sweden)1		1,293,571		36,777,039
				90,950,585
Total Consumer Staples				792,141,203
Energy - 7.5%
Energy Equipment & Services - 3.7%
CGG S.A. (France)*1		1,120,589		6,304,855
Petroleum Geo-Services ASA (Norway)1		2,609,615		14,038,102
Schlumberger Ltd.		1,165,990		100,496,678
				120,839,635
Oil, Gas & Consumable Fuels - 3.8%
Cameco Corp. (Canada)		5,102,370		72,861,844
Encana Corp. (Canada)		2,930,538		32,294,529
Whitehaven Coal Ltd. (Australia)*1		15,996,342		16,176,750
				121,333,123
Total Energy				242,172,758
Financials - 1.7%
Insurance - 1.7%
Admiral Group plc (United Kingdom)1		2,482,060		54,084,509
Health Care - 17.2%
Health Care Equipment & Supplies - 1.8%
BioMerieux (France)1		162,679		17,348,549
Shandong Weigao Group Medical Polymer Co. Ltd. - Class H (China)1		56,764,000		42,356,274
				59,704,823
Health Care Providers & Services - 3.7%
Fresenius Medical Care AG & Co. KGaA (Germany)1		1,420,390		117,589,079
Life Sciences Tools & Services - 1.2%
QIAGEN N.V.*1		1,501,460		36,901,060
QIAGEN N.V. - ADR*		22,370		554,552
				37,455,612
Pharmaceuticals - 10.5%
Novartis AG - ADR (Switzerland)		363,600		35,756,424
Otsuka Holdings Co. Ltd. (Japan)1		1,682,629		53,613,939
Roche Holding AG (Switzerland)1		301,720		84,599,725
Sanofi (France)1		1,116,726		110,477,866
Shire plc - ADR (Ireland)		220,000		53,127,800
				337,575,754
Total Health Care				552,325,268

The accompanying notes are an integral part of the financial statements.

4

World Opportunities Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE         (NOTE 2)
COMMON STOCKS (continued)
Industrials - 7.9%
Airlines - 1.5%
Ryanair Holdings plc - ADR (Ireland)		660,646	$	47,137,092
Commercial Services & Supplies - 2.2%
Aggreko plc (United Kingdom)1		3,083,613		69,650,054
Electrical Equipment - 0.9%
Nexans S.A. (France)1		741,380		27,881,599
Machinery - 1.4%
SKF AB - Class B (Sweden)1		794,071		18,119,129
Sulzer AG (Switzerland)1		277,300		28,523,578
				46,642,707
Marine - 0.4%
D/S Norden A/S (Denmark)*1		56,662		1,427,316
Diana Shipping, Inc. (Greece)*		708,192		4,992,754
Pacific Basin Shipping Ltd. (Hong Kong)1		7,437,169		2,499,104
Star Bulk Carriers Corp. (Greece)*		1,991,284		5,854,375
				14,773,549
Trading Companies & Distributors - 1.5%
Brenntag AG (Germany)1		833,938		47,852,657
Total Industrials				253,937,658
Information Technology - 12.5%
Internet Software & Services - 10.9%
Alibaba Group Holding Ltd. - ADR (China)*		1,187,700		97,712,079
Baidu, Inc. - ADR (China)*		358,350		71,340,318
Qihoo 360 Technology Co. Ltd. - ADR (China)*		1,348,740		91,296,211
Tencent Holdings Ltd. - Class H (China)1		4,547,695		90,938,133
				351,286,741
IT Services - 1.6%
Amdocs Ltd. - ADR		950,614		51,894,018
Total Information Technology				403,180,759
Materials - 8.0%
Chemicals - 2.0%
Potash Corp. of Saskatchewan, Inc. (Canada)		630,620		19,530,301
Sociedad Quimica y Minera de Chile S.A. - ADR (Chile)		1,707,778		27,358,604
Syngenta AG (Switzerland)1		41,930		17,108,359
				63,997,264
Construction Materials - 0.6%
Holcim Ltd. (Switzerland)1		242,930		17,924,724
Metals & Mining - 5.4%
Alumina Ltd. (Australia)1		25,893,506		30,479,321

The accompanying notes are an integral part of the financial statements.

5

World Opportunities Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE       (NOTE 2)
COMMON STOCKS (continued)
Materials (continued)
Metals & Mining (continued)
Iluka Resources Ltd. (Australia)1		2,264,215	$	13,389,911
Norsk Hydro ASA (Norway)1		8,179,946		34,330,667
Teck Resources Ltd. - Class B (Canada)		4,092,550		40,557,172
ThyssenKrupp AG (Germany)1		2,131,300		55,444,682
				174,201,753
Total Materials				256,123,741
Telecommunication Services - 3.5%
Wireless Telecommunication Services - 3.5%
America Movil S.A.B. de C.V. - Class L - ADR (Mexico)		5,220,915		111,257,699
TOTAL COMMON STOCKS
(Identified Cost $3,219,728,015)				3,181,235,740
			��
TOTAL INVESTMENTS - 99.1%
(Identified Cost $3,219,728,015)				3,181,235,740
OTHER ASSETS, LESS LIABILITIES - 0.9%				27,314,165
NET ASSETS - 100%			$	3,208,549,905

KEY:

ADR - American Depositary Receipt

*Non-income producing security.

¹A factor from a third party vendor was applied to determine the security’s fair value following the close of local trading.

The Series’ portfolio holds, as a percentage of net assets, greater than 10% in the following countries: United Kingdom - 19.4%; France - 12.4%; China - 12.3%.

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

The accompanying notes are an integral part of the financial statements.

6

World Opportunities Series

Statement of Assets and Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments (identified cost $3,219,728,015)	$	3,181,235,740
Foreign currency (identified cost $316)		316
Cash		2,755,162
Receivable for securities sold		31,883,015
Foreign tax reclaims receivable		9,651,873
Dividends receivable		4,377,228
Receivable for fund shares sold		3,845,183
Prepaid expenses		1,984
TOTAL ASSETS		3,233,750,501
LIABILITIES:
Accrued management fees (Note 3)		3,147,197
Accrued transfer agent fees (Note 3)		348,310
Accrued fund accounting and administration fees (Note 3)		125,992
Accrued directors’ fees (Note 3)		40,818
Accrued Chief Compliance Officer service fees (Note 3)		382
Payable for fund shares repurchased		17,468,003
Payable for securities purchased		2,385,150
Other payables and accrued expenses		1,684,744
TOTAL LIABILITIES		25,200,596
TOTAL NET ASSETS	$	3,208,549,905
NET ASSETS CONSIST OF:
Capital stock	$	4,230,246
Additional paid-in-capital		3,545,365,705
Undistributed net investment income		24,600,594
Accumulated net realized loss on investments, foreign currency and translation of other assets and liabilities		(326,246,511	)
Net unrealized depreciation on investments, foreign currency and translation of other assets and liabilities		(39,400,129	)
TOTAL NET ASSETS	$	3,208,549,905
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class A ($3,208,549,905/423,024,574 shares)	$	7.58

The accompanying notes are an integral part of the financial statements.

7

World Opportunities Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Dividends (net of foreign taxes withheld, $5,578,344) (Note 2)	$	51,209,092
EXPENSES:
Management fees (Note 3)		21,477,982
Transfer agent fees (Note 3)		522,592
Fund accounting and administration fees (Note 3)		190,268
Directors’ fees (Note 3)		108,313
Chief Compliance Officer service fees (Note 3)		1,224
Custodian fees		756,288
Miscellaneous		634,403
Total Expenses		23,691,070
NET INVESTMENT INCOME		27,518,022
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss) on-
Investments (net of foreign capital gains tax, $5,578,345), (Note 2)		(157,633,201	)
Foreign currency and translation of other assets and liabilities		4,287,063
		(153,346,138	)
Net change in unrealized appreciation (depreciation) on-
Investments		284,750,870
Foreign currency and translation of other assets and liabilities		(69,375	)
		284,681,495
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		131,335,357
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	158,853,379

The accompanying notes are an integral part of the financial statements.

8

World Opportunities Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED 6/30/15 (UNAUDITED)				FOR THE YEAR ENDED 12/31/14
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	27,518,022			$	88,301,678
Net realized gain (loss) on investments and foreign currency		(153,346,138	)			315,261,349
Net change in unrealized appreciation (depreciation) on investments and foreign currency		284,681,495				(1,121,031,627	)
Net increase (decrease) from operations		158,853,379				(717,468,600	)
DISTRIBUTIONS TO SHAREHOLDERS (Note 9):
From net investment income		—				(72,063,094	)
From net realized gain on investments		—				(529,776,133	)
Total distributions to shareholders		—				(601,839,227	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net decrease from capital share transactions (Note 5)		(2,394,495,357	)			(1,161,377,106	)
Net decrease in net assets		(2,235,641,978	)			(2,480,684,933	)
NET ASSETS:				��
Beginning of period		5,444,191,883				7,924,876,816
End of period (including distributions in excess of net investment income of $24,600,594 and $(2,917,428), respectively)	$	3,208,549,905			$	5,444,191,883

The accompanying notes are an integral part of the financial statements.

9

World Opportunities Series

Financial Highlights

	FOR THE SIX  MONTHS ENDED				FOR THE YEARS ENDED
	6/30/15  (UNAUDITED)				12/31/14				12/31/13				12/31/12				12/31/11				12/31/10
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period			$7.33				$9.05				$7.75				$6.63				$8.61				$8.12
Income (loss) from investment operations:
Net investment income1			0.05				0.10				0.10				0.12				0.24	2			0.07
Net realized and unrealized gain (loss) on investments			0.20				(1.01	)			1.35				1.13				(1.64	)			0.67
Total from investment operations			0.25				(0.91	)			1.45				1.25				(1.40	)			0.74
Less distributions to shareholders:
From net investment income			—				(0.10	)			(0.10	)			(0.13	)			(0.24	)			(0.07	)
From net realized gain on investments			—				(0.71	)			(0.05	)			—				(0.34	)			(0.18	)
Total distributions to shareholders			—				(0.81	)			(0.15	)			(0.13	)			(0.58	)			(0.25	)
Net asset value - End of period			$7.58				$7.33				$9.05				$7.75				$6.63				$8.61
Net assets - End of period (000’s omitted)		$	3,208,550			$	5,444,192			$	7,924,877			$	6,925,778			$	5,967,029			$	6,455,426
Total return3			3.41%				(9.77%	)			18.79%				18.81%				(16.14%	)2			9.23%
Ratios (to average net assets)/Supplemental Data:
Expenses*			1.10%	4			1.07%				1.07%				1.08%				1.09%				1.11%
Net investment income			1.28%	4			1.16%				1.17%				1.64%				2.84%	2			0.92%
Portfolio turnover			37%				43%				46%				45%				52%				39%

*For certain periods presented, the investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amounts:

N/A             N/A           N/A           N/A           N/A       0.00% ⁵

¹Calculated based on average shares outstanding during the periods.

²Includes a special dividend paid by one of the Series’ securities during the year. Without the special dividend, the Series’ net investment income per share, total return and net investment income ratio would have been $0.11, (17.71%) and 1.30%, respectively.

³Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during certain periods. Periods less than one year are not annualized.

⁴Annualized.

⁵Less than 0.01%.

The accompanying notes are an integral part of the financial statements.

10

World Opportunities Series

Notes to Financial Statements

(unaudited)

1. Organization

World Opportunities Series (the “Series”) is a no-load diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940 (the “1940 Act”), as amended, as an open-end management investment company.

The Series’ investment objective is to provide long-term growth by investing principally in the common stocks of companies located around the world.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 2.5 billion have been designated as World Opportunities Series Class A common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Portfolio securities, including domestic equities, foreign equities, warrants and options, listed on an exchange other than the NASDAQ Stock Market are valued at the latest quoted sales price of the exchange on which the security is primarily traded. Securities not traded on valuation date or securities not listed on an exchange are valued at the latest quoted bid price provided by the Fund’s pricing service. Securities listed on the NASDAQ Stock Market are valued in accordance with the NASDAQ Official Closing Price.

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board of Directors (the “Board”). Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account. In accordance with the procedures approved by the Board, the values of certain securities trading outside the U.S. were adjusted following the close of local trading using a factor from a third party vendor. The third party vendor uses statistical analyses and quantitative models, which consider among other things subsequent movement and changes in the prices of indices, securities and exchange rates in other markets, to determine the factors which are used to adjust local market prices. The value of securities used for net asset value calculation under these procedures may differ from published prices for the same securities. It is the Fund’s policy to classify each foreign equity security where a factor from a third party vendor is provided as a Level 2 security.

11

World Opportunities Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	516,012,145	$	211,424,488	$	304,587,657	$	—
Consumer Staples		792,141,203		92,003,292		700,137,911		—
Energy		242,172,758		205,653,051		36,519,707		—
Financials		54,084,509		—		54,084,509		—
Health Care		552,325,268		89,438,776		462,886,492		—
Industrials		253,937,658		57,984,221		195,953,437		—
Information Technology		403,180,759		312,242,626		90,938,133		—
Materials		256,123,741		87,446,077		168,677,664		—
Telecommunication Services		111,257,699		111,257,699		—		—
Total assets	$	3,181,235,740	$	1,167,450,230	$	2,013,785,510	$	—

Please see the Investment Portfolio for foreign securities where a factor from a third party vendor was applied to determine the securities’ fair value following the close of local trading. Such securities are included in Level 2 in the table above.

There were no Level 3 securities held by the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense.

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Foreign Currency Translation

The books and records of the Series are maintained in U.S. dollars. Foreign currencies, investments and other assets and liabilities are translated into U.S. dollars at the current exchange rates. Purchases and sales of investment securities and income and expenses are translated on the respective dates of such transactions. The Series does not isolate realized and

12

World Opportunities Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Foreign Currency Translation (continued)

unrealized gains and losses attributable to changes in the exchange rates from gains and losses that arise from changes in the fair value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized foreign currency gains and losses represent foreign currency gains and losses between trade date and settlement date on securities transactions, gains and losses on disposition of foreign currencies and the difference between the amount of income and foreign withholding taxes recorded on the books of the Series and the amounts actually received or paid.

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2011 through December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

Based on the Series’ understanding of the tax rules and rates related to income, gains and currency purchase/repatriation transactions for foreign jurisdictions in which it invests, the Series will provide for foreign taxes, and where appropriate, deferred foreign tax.

Distributions of Income and Gains

Distributions to shareholders of net investment income and net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 1.00% of the Series’ average daily net assets.

13

World Opportunities Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

The Advisor did not waive any fees for the six months ended June 30, 2015. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed in prior years.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each series’ relative net assets or number of accounts, depending on the expense.

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $1,556,645,824 and $3,804,023,091, respectively. There were no purchases or sales of U.S. Government securities.

5. Capital Stock Transactions

Transactions in Class A shares of World Opportunities Series were:

	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		47,927,972		$	363,179,090			152,753,313		$	1,333,900,544
Reinvested		—			—			61,467,184			444,829,184
Repurchased		(367,402,815	)		(2,757,674,447	)		(347,523,122	)		(2,940,106,834	)
Total		(319,474,843	)	$	(2,394,495,357	)		(133,302,625	)	$	(1,161,377,106	)

Approximately 4% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion.

14

World Opportunities Series

Notes to Financial Statements (continued)

(unaudited)

6. Line of Credit

The Series has entered into a $50 million credit facility (the “line of credit”) with Bank of New York Mellon. The Series may borrow under the line of credit for temporary or emergency purposes, including funding shareholder redemptions and other short-term liquidity purposes. The Series pays an annual commitment fee on the unused portion of the line of credit which amounted to $11,553 for the six months ended June 30, 2015, which is included in miscellaneous expenses in the Statement of Operations. Interest on the used portion is charged to the Series based on rates determined pursuant to the terms of the agreement at the time of borrowing. During the six months ended June 30, 2015, the Series did not borrow under the line of credit. The line of credit expired on June 5, 2015 and was not renewed.

7. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series on June 30, 2015.

8. Foreign Securities

Investing in securities of foreign companies and foreign governments involves special risks and considerations not typically associated with investing in securities of domestic companies and the U.S. Government. These risks include revaluation of currencies and future adverse political and economic developments. Moreover, securities of foreign companies and foreign governments and their markets may be less liquid and their prices more volatile than those of comparable domestic companies and the U.S. Government.

9. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2014, were as follows:

Ordinary income	$	147,867,959
Long-term capital gains		453,971,268

At June 30, 2015, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized depreciation were as follows:

Cost for federal income tax purposes	$	3,283,081,533
Unrealized appreciation		223,882,872
Unrealized depreciation		(325,728,665	)
Net unrealized depreciation	$	(101,845,793	)

15

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16

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17

World Opportunities Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange
Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNWOP-6/15-SAR

Ohio Tax Exempt Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Series’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Series’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in the Series and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING  ACCOUNT VALUE                                1/1/15	ENDING  ACCOUNT VALUE                                6/30/15	EXPENSES PAID  DURING PERIOD*                                1/1/15-6/30/15
Actual	$1,000.00	$1,000.90	$3.67
Hypothetical  (5% return before expenses)	$1,000.00	$1,021.12	$3.71

*Expenses are equal to the Series’ annualized expense ratio (for the six-month period) of 0.74%, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year.

1

Ohio Tax Exempt Series

Portfolio Composition as of June 30, 2015

(unaudited)

2

Ohio Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY   DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE   (NOTE 2)
OHIO MUNICIPAL SECURITIES - 97.8%
Akron, Recreational Facilities Impt., Refunded, G.O. Bond		6.500%		11/1/2015		Aa3	$	300,000	$	306,309
Akron, Various Purposes Impt., G.O. Bond		3.000%		12/1/2017		Aa3		100,000		104,984
Akron, Various Purposes Impt., Series A, G.O. Bond		1.250%		12/1/2017		AA2		350,000		352,699
Akron, Various Purposes Impt., Series A, G.O. Bond		5.000%		12/1/2017		AA2		100,000		109,759
Akron, Various Purposes Impt., Series C, G.O. Bond		3.000%		12/1/2017		AA2		300,000		314,952
American Municipal Power, Inc., Fremont Energy Center Project, Series B, Revenue Bond		5.000%		2/15/2019		A1		720,000		812,383
American Municipal Power, Inc., Fremont Energy Center Project, Series B, Revenue Bond		5.000%		2/15/2022		A1		200,000		233,038
American Municipal Power, Inc., Prairie State Energy Campus Project, Series A, Revenue Bond, AGC		4.375%		2/15/2020		A1		100,000		109,633
American Municipal Power, Inc., Prairie State Energy Campus Project, Unrefunded Balance, Series A, Revenue Bond, AGC		4.500%		2/15/2018		A1		100,000		108,834
Batavia Local School District, G.O. Bond, NATL		5.625%		12/1/2022		A2		170,000		188,722
Butler County Sewer System, Revenue Bond, AGM		5.000%		12/1/2017		Aa3		300,000		328,761
Butler County, Prerefunded Balance, G.O. Bond, AMBAC		5.000%		12/1/2016		Aa2		5,000		5,315
Butler County, Unrefunded Balance, G.O. Bond, AMBAC		5.000%		12/1/2016		Aa2		95,000		100,847
Centerville City School District, School Impt., G.O. Bond		3.000%		12/1/2016		Aa1		100,000		103,348
Cincinnati City School District, School Impt., G.O. Bond		4.500%		6/1/2018		Aa2		350,000		384,853
Cincinnati City School District, School Impt., G.O. Bond, AGM		5.000%		12/1/2018		Aa2		400,000		451,364
Cincinnati Water System, Series A, Revenue Bond		5.000%		12/1/2016		Aaa		150,000		159,630
Cincinnati Water System, Series A, Revenue Bond		5.000%		12/1/2017		Aaa		110,000		116,533
Cincinnati Water System, Series A, Revenue Bond		5.000%		12/1/2018		Aaa		230,000		259,935
Cincinnati Water System, Series A, Revenue Bond		5.000%		12/1/2018		Aaa		120,000		135,618
Cincinnati Water System, Series A, Revenue Bond		4.250%		12/1/2019		Aaa		200,000		224,966
Cincinnati, Public Impt., Series A, G.O. Bond		5.000%		12/1/2017		Aa2		500,000		549,030
Cincinnati, Public Impt., Series B, G.O. Bond		4.250%		12/1/2017		Aa2		140,000		146,836
Cincinnati, Various Purposes Impt., Series C, G.O. Bond		5.000%		12/1/2015		Aa2		300,000		306,024
Cincinnati, Various Purposes Impt., Series C, G.O. Bond		4.250%		12/1/2017		Aa2		150,000		161,685
Cleveland Department of Public Utilities Division of Public Power, Prerefunded Balance, Series A-1, Revenue Bond, NATL		5.000%		11/15/2018		A3		1,000,000		1,060,090
Cleveland Department of Public Utilities Division of Water, Series T, Revenue Bond		5.000%		1/1/2019		Aa1		370,000		419,314
Cleveland Department of Public Utilities Division of Water, Series Y, Revenue Bond		5.000%		1/1/2022		Aa1		1,000,000		1,182,750

The accompanying notes are an integral part of the financial statements.

3

Ohio Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY   DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE   (NOTE 2)
OHIO MUNICIPAL SECURITIES (continued)
Cleveland Department of Public Utilities Division of Water, Water Utility Impt., 2nd Lien, Series A, Revenue Bond		5.000%		1/1/2019		Aa2	$	235,000	$	265,369
Cleveland, Public Impt., Revenue Bond		4.000%		11/15/2020		A1		220,000		244,660
Columbus City School District, Facilities Construction & Impt., Prerefunded Balance, G.O. Bond, AGM		5.000%		12/1/2017		Aa2		265,000		281,608
Columbus City School District, Facilities Construction & Impt., Prerefunded Balance, G.O. Bond, AGM		5.000%		12/1/2018		Aa2		125,000		132,834
Columbus, Recreational Facilities Impt., Series A, G.O. Bond		4.000%		2/15/2021		Aaa		500,000		562,550
Columbus, Series 1, G.O. Bond		5.000%		7/1/2021		Aaa		300,000		355,806
Columbus, Various Purposes Impt., Series 2, G.O. Bond		4.000%		2/15/2017		Aaa		100,000		105,552
Columbus, Various Purposes Impt., Series A, G.O. Bond		5.000%		12/15/2016		Aaa		105,000		111,770
Columbus, Various Purposes Impt., Series A, G.O. Bond		5.000%		8/15/2018		Aaa		100,000		112,285
Cuyahoga County, G.O. Bond		5.000%		12/1/2018		Aa1		250,000		282,537
Cuyahoga County, Limited Tax, Various Purposes Impt., Series A, G.O. Bond		4.000%		12/1/2018		Aa1		400,000		438,676
Cuyahoga County, Public Impt., Revenue Bond		2.000%		12/1/2017		Aa1		280,000		287,465
Cuyahoga County, Public Impt., Revenue Bond		2.000%		12/1/2018		Aa1		185,000		190,759
Cuyahoga County, Public Impt., Revenue Bond		2.000%		12/1/2019		Aa1		85,000		87,577
Cuyahoga County, Public Impt., Revenue Bond		5.000%		12/1/2024		Aa1		500,000		609,630
Cuyahoga County, Public Impt., Series A, G.O. Bond		5.000%		12/1/2020		Aa1		395,000		464,180
Delaware County Sanitary Sewer System, Revenue Bond, AGM		4.500%		12/1/2019		Aa2		150,000		159,873
Delaware County Sanitary Sewer System, Sewer Impt., Revenue Bond		1.000%		12/1/2016		Aa2		255,000		257,175
Delaware County, Public Impt., Revenue Bond		3.000%		12/1/2024		Aa1		305,000		314,958
Delaware County, Public Impt., Series A, G.O. Bond		4.000%		12/1/2015		Aa1		250,000		254,047
Delaware County, Series B, G.O. Bond		4.000%		12/1/2015		Aa1		200,000		203,238
Dublin City School District, Various Purposes Impt., Series A, G.O. Bond		5.000%		12/1/2017		Aa1		400,000		440,032
Fairfield City School District, G.O. Bond		3.000%		12/1/2016		Aa3		330,000		341,382
Fairfield City School District, G.O. Bond		5.000%		12/1/2020		Aa3		200,000		234,658
Fairfield County, Public Impt., G.O. Bond		2.000%		12/1/2018		Aa2		300,000		308,523
Fairfield Township, Public Impt., Prerefunded Balance, G.O. Bond, AGM		5.000%		12/1/2017		Aa2		290,000		295,797
Franklin County, G.O. Bond		4.000%		6/1/2017		Aaa		1,145,000		1,218,761
Franklin County, G.O. Bond		5.000%		12/1/2025		Aaa		275,000		336,487
Franklin County, Various Purposes Impt., G.O. Bond		5.000%		12/1/2020		Aaa		100,000		112,156
Franklin County, Various Purposes Impt., Prerefunded Balance, G.O. Bond		5.000%		12/1/2027		Aaa		500,000		548,440
Gahanna, Public Impt., G.O. Bond		4.000%		12/1/2023		Aa1		300,000		339,318

The accompanying notes are an integral part of the financial statements.

4

Ohio Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY   DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE   (NOTE 2)
OHIO MUNICIPAL SECURITIES (continued)
Gahanna, Public Impt., G.O. Bond		4.000%		12/1/2024		Aa1	$	375,000	$	425,081
Greater Cleveland Regional Transit Authority, Capital Impt., Revenue Bond		5.000%		12/1/2026		Aa1		500,000		599,090
Greater Cleveland Regional Transit Authority, Transit Impt., Revenue Bond		4.000%		12/1/2017		Aa1		350,000		375,438
Greater Cleveland Regional Transit Authority, Transit Impt., Revenue Bond		5.000%		12/1/2018		Aa1		350,000		394,419
Greene County Water System, Series A, Revenue Bond, NATL		5.250%		12/1/2020		Aa2		100,000		117,050
Hamilton City School District, Various Purposes Impt., G.O. Bond		4.000%		12/1/2018		AA2		200,000		217,988
Hamilton County Sewer System, Series A, Revenue Bond		5.000%		12/1/2020		Aa2		500,000		585,865
Hamilton County Sewer System, Series A, Revenue Bond		5.000%		12/1/2024		Aa2		570,000		691,233
Hamilton County Sewer System, Sewer Impt., Series A, Revenue Bond		3.750%		12/1/2015		Aa2		200,000		203,010
Hamilton County Sewer System, Sewer Impt., Series A, Revenue Bond		4.000%		12/1/2018		Aa2		150,000		164,292
Hamilton County Sewer System, Sewer Impt., Series A, Revenue Bond		5.000%		12/1/2020		Aa2		500,000		585,865
Hamilton County, Limited Tax, Riverfront Infrastructure, Parking Facility Impt., G.O. Bond		2.000%		12/1/2016		Aa2		200,000		204,274
Hamilton County, Limited Tax, Riverfront Infrastructure, Parking Facility Impt., G.O. Bond		5.000%		12/1/2021		Aa2		500,000		593,740
Hamilton County, Various Purposes Impt., G.O. Bond		4.000%		12/1/2024		Aa2		320,000		360,723
Hamilton Local School District, School Impt., Prerefunded Balance, G.O. Bond, AGM		4.500%		6/1/2016		A2		200,000		207,570
Hancock County, Various Purposes Impt., G.O. Bond, NATL		4.000%		12/1/2016		Aa2		200,000		202,906
Hilliard School District, School Construction, Prerefunded Balance, G.O. Bond, NATL		5.000%		12/1/2015		Aa1		325,000		331,455
Hilliard School District, School Impt., Series A, G.O. Bond		5.000%		12/1/2018		Aa1		500,000		565,435
Hilliard, Limited Tax, Various Purposes Impt., G.O. Bond		3.000%		12/1/2018		Aa1		100,000		105,838
Huber Heights City School District, School Impt., G.O. Bond		5.000%		12/1/2019		A1		300,000		345,123
Huber Heights, Various Purposes Impt., G.O. Bond, AGM		5.000%		6/1/2017		Aa2		115,000		124,430
Independence, Various Purposes Impt., G.O. Bond		3.000%		12/1/2017		Aa1		100,000		104,661
Ironton City School District, School Impt., Prerefunded Balance, G.O. Bond, NATL		4.250%		12/1/2016		A3		200,000		210,418
Kenston Local School District, School Impt., G.O. Bond		2.000%		12/1/2017		Aa1		100,000		102,278

The accompanying notes are an integral part of the financial statements.

5

Ohio Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY   DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE   (NOTE 2)
OHIO MUNICIPAL SECURITIES (continued)
Lakota Local School District, Butler County, G.O. Bond		5.000%		12/1/2019		Aa1	$	175,000	$	201,645
Loveland City School District, School Impt., G.O. Bond, AGM		5.000%		12/1/2015		Aa2		300,000		305,934
Mahoning Valley Sanitary District, Revenue Bond, AGC		2.125%		12/1/2015		A3		100,000		100,804
Marysville City Wastewater Treatment System, Revenue Bond, BAM		4.000%		12/1/2017		AA2		200,000		213,830
Marysville City Wastewater Treatment System, Revenue Bond, BAM		4.000%		12/1/2018		AA2		335,000		363,509
Middleburg Heights, G.O. Bond		3.750%		12/1/2017		Aa1		100,000		106,846
Middletown, Various Purposes Impt., G.O. Bond, AGM		4.500%		12/1/2018		Aa3		100,000		109,619
Middletown, Various Purposes Impt., G.O. Bond, AGM		5.000%		12/1/2021		Aa3		230,000		254,125
New Albany Plain Local School District, G.O. Bond, AGM		5.000%		12/1/2015		Aa1		150,000		152,949
New Albany, Limited Tax, Recreational Facility Impt., G.O. Bond		3.000%		12/1/2020		Aa1		340,000		364,201
North Ridgeville, Water Utility Impt., G.O. Bond, AGC		4.750%		12/1/2018		Aa2		200,000		224,334
Northeast Ohio Regional Sewer District, Sewer Impt., Revenue Bond		5.000%		11/15/2021		Aa1		750,000		890,085
Ohio State Turnpike Commission, Highway Impt., Series A, Revenue Bond		5.000%		2/15/2018		Aa3		275,000		304,013
Ohio State Turnpike Commission, Highway Impt., Series A, Revenue Bond		5.000%		2/15/2019		Aa3		375,000		425,685
Ohio State Turnpike Commission, Highway Impt., Series A-1, Revenue Bond		5.000%		2/15/2024		A1		400,000		467,476
Ohio State Turnpike Commission, Series A, Revenue Bond		3.250%		2/15/2016		Aa3		100,000		101,822
Ohio State Turnpike Commission, Series A, Revenue Bond, NATL		5.500%		2/15/2019		Aa3		260,000		299,741
The Ohio State University, Series A, Prerefunded Balance, Revenue Bond		5.000%		12/1/2016		WR3		400,000		425,188
The Ohio State University, Series A, Prerefunded Balance, Revenue Bond		5.000%		12/1/2018		WR3		715,000		807,285
Ohio State Water Development Authority, Drinking Water Assistance, Revenue Bond		5.000%		6/1/2021		Aaa		500,000		590,850
Ohio State Water Development Authority, Drinking Water, Prerefunded Balance, Series B, Revenue Bond		5.000%		12/1/2015		WR3		500,000		509,890
Ohio State Water Development Authority, Fresh Water, Revenue Bond		5.500%		12/1/2018		Aaa		100,000		114,906
Ohio State Water Development Authority, Fresh Water, Revenue Bond		5.500%		12/1/2021		Aaa		125,000		152,451

The accompanying notes are an integral part of the financial statements.

6

Ohio Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE			MATURITY   DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE   (NOTE 2)
OHIO MUNICIPAL SECURITIES (continued)
Ohio State Water Development Authority, Pollution Control, Series C, Revenue Bond		3.000	%		12/1/2021		Aaa	$	300,000	$	320,691
Ohio State Water Development Authority, Pure Water, Prerefunded Balance, Series I, Revenue Bond, AMBAC		6.000	%		12/1/2016		Aaa		10,000		10,394
Ohio State Water Development Authority, Revenue Bond		5.250	%		12/1/2015		Aaa		200,000		204,294
Ohio State Water Development Authority, Revenue Bond		5.000	%		12/1/2018		Aaa		100,000		113,231
Ohio State Water Development Authority, Series A, Revenue Bond		5.000	%		12/1/2017		Aaa		150,000		165,051
Ohio State Water Development Authority, Series B-1, Revenue Bond		5.000	%		12/1/2017		Aaa		125,000		137,543
Ohio State Water Development Authority, Sewer Impt., Series A, Revenue Bond		5.000	%		6/1/2020		Aaa		450,000		525,312
Ohio State, Infrastructure Impt., Series A, G.O. Bond		5.000	%		9/1/2025		Aa1		350,000		426,373
Ohio State, School Impt., Series A, Prerefunded Balance, G.O. Bond		5.000	%		6/15/2016		Aa1		410,000		428,220
Ohio State, School Impt., Series B, G.O. Bond		5.000	%		6/15/2024		Aa1		1,150,000		1,356,839
Ohio State, Series A, G.O. Bond		5.000	%		9/15/2021		Aa1		500,000		593,020
Ohio State, Series B, Revenue Bond		5.000	%		12/15/2018		Aa2		650,000		735,306
Ohio State, Series B, Revenue Bond		5.000	%		12/15/2019		Aa2		350,000		405,401
Olentangy Local School District, Public Impt., Prerefunded Balance, G.O. Bond, AGM		5.000	%		6/1/2016		Aa1		100,000		104,225
Olentangy Local School District, School Impt., G.O. Bond		5.000	%		12/1/2019		Aa1		100,000		115,598
Olentangy Local School District, School Impt., Series A, G.O. Bond		4.300	%		12/1/2016		Aa1		150,000		157,656
Olentangy Local School District, Series B, G.O. Bond		5.000	%		12/1/2018		Aa1		150,000		169,307
Olentangy Local School District, Series B, G.O. Bond		3.000	%		12/1/2020		Aa1		115,000		123,747
Oregon City School District, School Impt., G.O. Bond		4.000	%		12/1/2017		Aa3		100,000		107,268
Portage County, Limited Tax, Various Purposes Impt., G.O. Bond		4.000	%		12/1/2017		AA2		250,000		267,953
Sandy Valley Local School District, School Impt., Prerefunded Balance, G.O. Bond, XLCA		4.500	%		6/1/2016		A2		100,000		103,785
Sheffield, Limited Tax, Various Purposes Impt., G.O. Bond		2.000	%		12/1/2018		AA2		140,000		143,147
Springboro Community City School District, G.O. Bond, AGM		5.250	%		12/1/2018		Aa3		200,000		226,454
Springboro Sewer System, Revenue Bond		4.000	%		6/1/2018		Aa2		100,000		107,694
Springboro, Limited Tax, Public Impt., G.O. Bond		5.000	%		12/1/2019		Aa1		100,000		111,623
Summit County, Series A, G.O. Bond, NATL		4.750	%		12/1/2019		Aa1		120,000		127,258

The accompanying notes are an integral part of the financial statements.

7

Ohio Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE			MATURITY   DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT/   SHARES		VALUE (NOTE 2)
OHIO MUNICIPAL SECURITIES (continued)
Summit County, Various Purposes Impt., Series R, G.O. Bond, NATL		5.500	%		12/1/2019		Aa1	$	100,000	$	118,073
Sylvania City School District, School Impt., Prerefunded Balance, G.O. Bond, AGC		5.000	%		12/1/2020		A1		150,000		162,215
Sylvania City School District, School Impt., Prerefunded Balance, G.O. Bond, AGC		5.000	%		12/1/2025		A1		270,000		291,986
Toledo Water System, Water Utility Impt., Revenue Bond		5.000	%		11/15/2018		Aa3		500,000		562,835
Toledo Water System, Water Utility Impt., Revenue Bond		5.000	%		11/15/2019		Aa3		500,000		575,780
Toledo, Limited Tax, Capital Impt., G.O. Bond		5.000	%		12/1/2019		A2		275,000		313,219
Troy, Limited Tax, Water & Sewer Impt., G.O. Bond		2.000	%		12/1/2020		Aa1		100,000		101,560
Upper Arlington, Various Purposes Impt., G.O. Bond		4.000	%		12/1/2024		Aaa		535,000		610,809
Westerville, Various Purposes Impt., G.O. Bond		5.000	%		12/1/2020		Aaa		100,000		117,453
Worthington City School District, G.O. Bond		4.000	%		12/1/2018		Aa1		400,000		436,072
TOTAL MUNICIPAL BONDS
(Identified Cost $44,372,037)											44,519,077
SHORT-TERM INVESTMENT - 2.5%
Dreyfus AMT - Free Municipal Reserves - Class R
(Identified Cost $1,144,997)		0.00	%4						1,144,997		1,144,997
TOTAL INVESTMENTS - 100.3%
(Identified Cost $45,517,034)											45,664,074
LIABILITIES, LESS OTHER ASSETS - (0.3%)											(136,731	)
NET ASSETS - 100%										$	45,527,343

KEY:

G.O. Bond - General Obligation Bond

Impt. - Improvement

Scheduled principal and interest payments are guaranteed by:

AGC (Assured Guaranty Corp.)

AGM (Assurance Guaranty Municipal Corp.)

AMBAC (AMBAC Assurance Corp.)

BAM (Build America Mutual Assurance Co.)

NATL (National Public Finance Guarantee Corp.)

XLCA (XL Capital Assurance)

The insurance does not guarantee the market value of the municipal bonds.

¹Credit ratings from Moody’s (unaudited).

²Credit ratings from S&P (unaudited).

³Credit rating has been withdrawn. As of June 30, 2015, there is no rating available (unaudited).

⁴Rate shown is the current yield as of June 30, 2015. Rate is less than 0.01%.

The accompanying notes are an integral part of the financial statements.

8

Ohio Tax Exempt Series

Statement of Assets and Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments, at value (identified cost $45,517,034) (Note 2)	$	45,664,074
Interest receivable		237,343
Receivable for fund shares sold		6,858
Prepaid expenses		79
TOTAL ASSETS		45,908,354
LIABILITIES:
Accrued management fees (Note 3)		20,010
Accrued fund accounting and administration fees (Note 3)		11,427
Accrued transfer agent fees (Note 3)		994
Accrued Chief Compliance Officer service fees (Note 3)		382
Payable for securities purchased		314,339
Payable for fund shares repurchased		18,037
Other payables and accrued expenses		15,822
TOTAL LIABILITIES		381,011
TOTAL NET ASSETS	$	45,527,343
NET ASSETS CONSIST OF:
Capital stock	$	43,154
Additional paid-in-capital		45,361,262
Undistributed net investment income		54,080
Accumulated net realized loss on investments		(78,193	)
Net unrealized appreciation (depreciation) on investments		147,040
TOTAL NET ASSETS	$	45,527,343
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class A ($45,527,343/4,315,441 shares)	$	10.55

The accompanying notes are an integral part of the financial statements.

9

Ohio Tax Exempt Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Interest	$	295,389
Dividends		237
Total Investment Income		295,626
EXPENSES:
Management fees (Note 3)		113,462
Fund accounting and administration fees (Note 3)		28,413
Chief Compliance Officer service fees (Note 3)		1,224
Transfer agent fees (Note 3)		1,041
Directors’ fees (Note 3)		454
Audit fees		14,096
Custodian fees		1,051
Miscellaneous		7,372
Total Expenses		167,113
NET INVESTMENT INCOME		128,513
REALIZED AND UNREALIZED LOSS ON INVESTMENTS:
Net realized loss on investments		(46,701	)
Net change in unrealized appreciation (depreciation) on investments		(56,092	)
NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS		(102,793	)
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	25,720

The accompanying notes are an integral part of the financial statements.

10

Ohio Tax Exempt Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED 6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14
INCREASE IN NET ASSETS:
OPERATIONS:
Net investment income	$	128,513		$	275,269
Net realized gain (loss) on investments		(46,701	)		117,853
Net change in unrealized appreciation (depreciation) on investments		(56,092	)		138,436
Net increase from operations		25,720			531,558
DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income		(130,676	)		(241,046	)
From net realized gain on investments		—			(179,131	)
Total distributions to shareholders		(130,676	)		(420,177	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase from capital share transactions (Note 5)		1,036,552			4,291,335
Net increase in net assets		931,596			4,402,716
NET ASSETS:
Beginning of period		44,595,747			40,193,031
End of period (including undistributed net investment income of $54,080 and $56,243, respectively)	$	45,527,343		$	44,595,747

The accompanying notes are an integral part of the financial statements.

11

Ohio Tax Exempt Series

Financial Highlights

	FOR THE SIX MONTHS ENDED			FOR THE YEARS ENDED
	6/30/15 (UNAUDITED)			12/31/14			12/31/13			12/31/12			12/31/11			12/31/10
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.57			$10.54			$10.93			$10.77			$10.30			$10.62
Income (loss) from investment operations:
Net investment income1		0.03			0.07			0.14			0.16			0.26			0.35
Net realized and unrealized gain (loss) on investments		(0.02	)		0.06			(0.31	)		0.17			0.62			(0.33	)
Total from investment operations		0.01			0.13			(0.17	)		0.33			0.88			0.02
Less distributions to shareholders:
From net investment income		(0.03	)		(0.06	)		(0.14	)		(0.17	)		(0.25	)		(0.34	)
From net realized gain on investments		—			(0.04	)		(0.08	)		—	2		(0.16	)		—
	��
Total distributions to shareholders		(0.03	)		(0.10	)		(0.22	)		(0.17	)		(0.41	)		(0.34	)
Net asset value - End of period		$10.55			$10.57			$10.54			$10.93			$10.77			$10.30
Net assets - End of period (000’s omitted)		$45,527			$44,596			$40,193			$38,749			$37,676			$34,370
Total return3		0.09%			1.27%			(1.59%	)		3.09%			8.65%			0.14%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.74%	4		0.72%			0.78%			0.76%			0.80%			0.85%
Net investment income		0.57%	4		0.65%			1.34%			1.45%			2.41%			3.25%
Portfolio turnover		20%			41%			27%			9%			60%			0%	5
*For certain periods presented, the investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amounts:
		N/A			N/A			N/A			N/A			N/A			0.00%	6

¹Calculated based on average shares outstanding during the periods.

²Less than $0.01 per share.

³Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during certain periods. Periods less than one year are not annualized.

⁴Annualized.

⁵Less than 1%.

⁶Less than 0.01%.

The accompanying notes are an integral part of the financial statements.

12

Ohio Tax Exempt Series

Notes to Financial Statements

(unaudited)

1. Organization

Ohio Tax Exempt Series (the “Series”) is a no-load diversified series of Manning & Napier Fund, Inc. (the ���Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

The Series’ investment objective is to provide as high a level of current income exempt from federal income tax and Ohio State personal income tax as the Advisor believes is consistent with the preservation of capital.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 100 million have been designated as Ohio Tax Exempt Series Class A common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Municipal securities will normally be valued on the basis of market valuations provided by an independent pricing service (the “Service”). The Service utilizes the latest price quotations and a matrix system (which considers such factors as security prices of similar securities, yields, maturities and ratings). The Service has been approved by the Fund’s Board of Directors (the “Board”).

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Board. Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

13

Ohio Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Debt securities:
States and political subdivisions (municipals)	$	44,519,077	$	—	$	44,519,077	$	—
Mutual fund		1,144,997		1,144,997		—		—
Total assets	$	45,664,074	$	1,144,997	$	44,519,077	$	—

There were no Level 3 securities held by the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense.

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction and various states, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2011 through December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Distributions of Income and Gains

Distributions to shareholders of net investment income are made quarterly. Distributions of net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

14

Ohio Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.50% of the Series’ average daily net assets.

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Advisor has contractually agreed, until at least April 30, 2016, to waive its management fee and, if necessary, pay other operating expenses of the Series in order to maintain total direct annual fund operating expenses for the Series at no more than 0.85% of average daily net assets each year. The Advisor did not waive any fees for the six months ended June 30, 2015. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed in prior years.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each series’ relative net assets or number of accounts, depending on the expense.

15

Ohio Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $11,251,595 and $8,858,883, respectively. There were no purchases or sales of U.S. Government securities.

5. Capital Stock Transactions

Transactions in shares of Ohio Tax Exempt Series were:

	FOR THE SIX MONTHS  ENDED 6/30/15						FOR THE YEAR ENDED  12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		269,023		$	2,855,740			785,090		$	8,344,570
Reinvested		12,167			128,295			39,016			414,025
Repurchased		(184,099	)		(1,947,483	)		(420,466	)		(4,467,260	)
Total		97,091		$	1,036,552			403,640		$	4,291,335

Over 90% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion. No shareholder exceeds the 10% threshold.

6. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2015.

7. Concentration of Credit

The Series primarily invests in debt obligations issued by the State of Ohio and its political subdivisions, agencies and public authorities to obtain funds for various public purposes. The Series is more susceptible to factors adversely affecting issues of Ohio municipal securities than is a municipal bond fund that is not concentrated in these issues to the same extent.

8. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

16

Ohio Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

8. Federal Income Tax Information (continued)

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2014, were as follows::

Ordinary income	$	2,669
Tax exempt income		238,385
Long-term capital gains		179,123

At June 30, 2015, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized appreciation were as follows:

Cost for federal income tax purposes	$	45,517,034
Unrealized appreciation		235,020
Unrealized depreciation		(87,980	)
Net unrealized appreciation	$	147,040

17

Ohio Tax Exempt Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange
Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1st and 3rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNOTE-6/15-SAR

Diversified Tax Exempt Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Series’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Series’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in the Series and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING  ACCOUNT VALUE                                1/1/15	ENDING  ACCOUNT VALUE                                6/30/15	EXPENSES PAID   DURING PERIOD*                               1/1/15-6/30/15
Actual	$1,000.00	$1,001.80	$2.78
Hypothetical     (5% return before expenses)	$1,000.00	$1,022.02	$2.81

*Expenses are equal to the Series’ annualized expense ratio (for the six-month period) of 0.56%, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year.

1

Diversified Tax Exempt Series

Portfolio Composition as of June 30, 2015

(unaudited)

Top Ten States2
Florida	8.5	%	Ohio	5.6	%
Washington	7.7	%	North Carolina	4.6	%
Texas	6.9	%	Georgia	3.6	%
New York	6.9	%	Nebraska	3.5	%
Pennsylvania	6.8	%	Tennessee	3.5	%
2 As a percentage of total investments.

2

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS - 97.3%
ALASKA - 0.1%
Alaska Municipal Bond Bank Authority, Series 2, Revenue Bond		5.000%		9/1/2022		Aa2	$	500,000	$	583,125
ARIZONA - 3.3%
Arizona Health Facilities Authority, Banner Health, Series A, Revenue Bond		5.000%		1/1/2019		AA2		795,000		844,282
Mesa, Multiple Utility Impt., Revenue Bond		5.000%		7/1/2023		Aa2		1,050,000		1,242,276
Mesa, Multiple Utility Impt., Revenue Bond		5.000%		7/1/2024		Aa2		1,200,000		1,430,388
Pima County Sewer System, Series A, Revenue Bond		5.000%		7/1/2019		AA2		1,000,000		1,145,120
Pima County Sewer System, Series B, Revenue Bond		5.000%		7/1/2020		AA2		1,400,000		1,630,930
Salt River Project Agricultural Impt. & Power District, Series A, Revenue Bond		5.000%		12/1/2018		Aa1		1,340,000		1,514,401
Salt River Project Agricultural Impt. & Power District, Series B, Revenue Bond		4.000%		1/1/2018		Aa1		1,715,000		1,845,837
Salt River Project Agricultural Impt. & Power District, Series B, Revenue Bond		5.000%		12/1/2020		Aa1		400,000		470,056
Tucson Water System, Revenue Bond, NATL		4.000%		7/1/2016		Aa2		1,000,000		1,036,510
Tucson Water System, Series A, Revenue Bond		5.000%		7/1/2018		Aa2		1,400,000		1,565,690
Yavapai County Industrial Development Authority, Northern Arizona Healthcare System, Revenue Bond		5.000%		10/1/2020		AA2		460,000		531,824
										13,257,314
COLORADO - 1.9%
Boulder Water & Sewer, Revenue Bond		5.000%		12/1/2019		Aa1		1,500,000		1,735,140
Colorado Springs Utilities System, Series C-1, Revenue Bond		5.000%		11/15/2019		Aa2		2,435,000		2,818,902
Denver Wastewater Management Division Department of Public Works, Revenue Bond		4.000%		11/1/2020		Aa2		1,500,000		1,691,280
Platte River Power Authority, Series GG, Revenue Bond, AGM		5.000%		6/1/2018		Aa2		1,210,000		1,348,037
										7,593,359
CONNECTICUT - 0.1%
Connecticut Municipal Electric Energy Cooperative, Series A, Revenue Bond		4.000%		1/1/2017		Aa3		420,000		440,878

The accompanying notes are an integral part of the financial statements.

3

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
DELAWARE - 0.9%
Delaware River & Bay Authority, Series C, Revenue Bond		5.000%		1/1/2019		A1	$	2,000,000	$	2,250,400
New Castle County, Public Impt., Prerefunded Balance, Series A, G.O. Bond		4.250%		7/15/2026		Aaa		1,265,000		1,267,113
										3,517,513
DISTRICT OF COLUMBIA - 0.3%
District of Columbia Water & Sewer Authority, Series C, Revenue Bond		5.000%		10/1/2022		Aa3		1,000,000		1,190,600
FLORIDA - 8.4%
Cape Coral, Water Utility Impt., Special Assessment, NATL		4.500%		7/1/2021		A2		1,780,000		1,845,771
Charlotte County Utility System Revenue, Revenue Bond, AGM		4.100%		10/1/2021		Aa3		900,000		936,810
Daytona Beach Utility System, Water Utility Impt., Revenue Bond, AGM		5.000%		11/1/2019		A2		1,010,000		1,155,076
Florida Municipal Power Agency, St. Lucie Project, Series A, Revenue Bond		5.000%		10/1/2018		A2		1,065,000		1,189,168
Florida Municipal Power Agency, Stanton II Project, Swap Termination, Series A, Revenue Bond		4.000%		10/1/2017		A1		635,000		677,024
Florida’s Turnpike Enterprise, Series A, Revenue Bond		5.000%		7/1/2017		Aa3		1,000,000		1,085,160
Florida’s Turnpike Enterprise, Series C, Revenue Bond		5.000%		7/1/2019		Aa3		920,000		1,052,738
Fort Lauderdale, Water & Sewer, Revenue Bond		5.000%		9/1/2020		Aa1		1,545,000		1,803,170
Fort Myers Utility System, Utility Impt., Revenue Bond		5.000%		10/1/2019		Aa3		785,000		902,303
JEA Electric System, Series B, Revenue Bond		5.000%		10/1/2019		Aa3		2,000,000		2,292,620
JEA Electric System, Swap Termination, Series B, Revenue Bond		5.000%		10/1/2015		Aa3		1,000,000		1,012,190
JEA Electric System, Swap Termination, Series B, Revenue Bond		5.000%		10/1/2019		Aa3		1,500,000		1,719,465
Miami-Dade County Expressway Authority, Swap Termination, Series A, Revenue Bond, AGM		4.000%		7/1/2018		A2		1,000,000		1,079,260
Miami-Dade County, Transit System Sales Surtax, Transit Impt., Series A, Revenue Bond, AGC		4.000%		7/1/2017		A1		1,465,000		1,558,555
Miami-Dade County, Water & Sewer System, Revenue Bond		5.000%		10/1/2023		Aa3		2,000,000		2,353,960
Miami-Dade County, Water & Sewer System, Series B, Revenue Bond, AGM		5.250%		10/1/2019		Aa3		500,000		579,865
Miami-Dade County, Water & Sewer System, Series C, Revenue Bond, BHAC		5.000%		10/1/2015		Aa1		700,000		708,351

The accompanying notes are an integral part of the financial statements.

4

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
FLORIDA (continued)
Okaloosa County, Water & Sewer, Revenue Bond		5.000%		7/1/2023		Aa3	$	2,065,000	$	2,438,207
Orlando Utilities Commission, Revenue Bond		5.000%		10/1/2019		Aa2		740,000		783,512
Orlando Utilities Commission, Series A, Revenue Bond		4.000%		10/1/2017		Aa2		400,000		428,604
Orlando Utilities Commission, Series C, Revenue Bond		5.000%		10/1/2016		Aa2		1,000,000		1,057,150
Orlando-Orange County Expressway Authority, Revenue Bond		5.000%		7/1/2018		A2		675,000		752,544
Orlando-Orange County Expressway Authority, Revenue Bond		5.000%		7/1/2019		A2		500,000		571,090
Orlando-Orange County Expressway Authority, Swap Termination, Series B, Revenue Bond		5.000%		7/1/2020		A2		1,165,000		1,352,285
Port St. Lucie Utility System, Revenue Bond, AGC		5.000%		9/1/2017		A1		1,730,000		1,881,859
Port St. Lucie Utility System, Revenue Bond, AGC		5.000%		9/1/2018		A1		400,000		447,116
Port St. Lucie Utility System, Water Utility Impt., Revenue Bond, NATL		5.250%		9/1/2023		A1		500,000		588,080
South Miami Health Facilities Authority, Baptist Health South Florida Group, Revenue Bond		5.000%		8/15/2018		Aa2		500,000		543,395
Tampa, BayCare Health System, Revenue Bond		5.000%		11/15/2018		Aa2		500,000		559,830
										33,355,158
GEORGIA - 3.6%
Atlanta, Water & Wastewater, Series B, Revenue Bond		5.000%		11/1/2017		Aa3		1,000,000		1,095,430
Atlanta, Water & Wastewater, Series B, Revenue Bond		5.000%		11/1/2019		Aa3		1,160,000		1,335,752
Augusta Water & Sewerage, Revenue Bond, AGM		5.000%		10/1/2016		Aa3		1,050,000		1,109,461
DeKalb County, Water & Sewerage, Revenue Bond		5.000%		10/1/2019		Aa3		500,000		573,825
DeKalb County, Water & Sewerage, Series A, Revenue Bond		5.000%		10/1/2018		Aa3		1,585,000		1,777,879
Fulton County Water & Sewerage, Revenue Bond		5.000%		1/1/2017		Aa3		1,000,000		1,065,410
Fulton County Water & Sewerage, Revenue Bond		5.000%		1/1/2019		Aa3		1,200,000		1,357,284
Madison, Water & Sewer, Prerefunded Balance, Revenue Bond, AMBAC		4.625%		7/1/2030		WR3		1,000,000		1,021,810
Municipal Electric Authority of Georgia, Series A, Revenue Bond		5.250%		1/1/2019		A2		2,250,000		2,551,703
Municipal Electric Authority of Georgia, Series A, Revenue Bond		5.250%		1/1/2019		A2		500,000		567,045
Municipal Electric Authority of Georgia, Series A, Revenue Bond		5.000%		11/1/2019		A1		485,000		557,158

The accompanying notes are an integral part of the financial statements.

5

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
GEORGIA (continued)
Municipal Electric Authority of Georgia, Series A, Revenue Bond		5.000%		11/1/2020		A1	$	1,000,000	$	1,165,760
										14,178,517
HAWAII - 1.0%
Honolulu County Wastewater System, Sewer Impt., Series A, Revenue Bond		5.000%		7/1/2020		Aa3		1,000,000		1,135,120
Honolulu County Wastewater System, Sewer Impt., Series B, Revenue Bond		5.000%		7/1/2020		Aa2		2,320,000		2,720,989
										3,856,109
ILLINOIS - 3.2%
Aurora, Waterworks & Sewerage, Series B, Revenue Bond		3.000%		12/1/2022		AA2		500,000		516,540
Aurora, Waterworks & Sewerage, Series B, Revenue Bond		3.000%		12/1/2023		AA2		625,000		639,931
Central Lake County Joint Action Water Agency, Revenue Bond		4.000%		5/1/2018		Aa2		750,000		811,080
Central Lake County Joint Action Water Agency, Revenue Bond		4.000%		5/1/2019		Aa2		760,000		835,947
Central Lake County Joint Action Water Agency, Series A, Revenue Bond		2.000%		5/1/2017		Aa2		575,000		585,298
Chicago Waterworks, Water Utility Impt., Revenue Bond		3.000%		11/1/2016		Baa2		875,000		891,266
Chicago Waterworks, Water Utility Impt., Revenue Bond		5.000%		11/1/2017		Baa2		600,000		639,528
Du Page & Will Counties Community School District No. 204 Indian Prairie, Series A, G.O. Bond		5.000%		12/30/2018		Aa1		820,000		926,206
Illinois Municipal Electric Agency, Series A, Revenue Bond		5.000%		2/1/2018		A1		500,000		548,985
Illinois Municipal Electric Agency, Series A, Revenue Bond		5.000%		2/1/2025		A1		2,000,000		2,340,700
Illinois State Toll Highway Authority, Series A, Revenue Bond		5.000%		12/1/2019		Aa3		1,000,000		1,146,710
Illinois State, Public Impt., G.O. Bond		4.000%		7/1/2016		A3		2,000,000		2,053,220
Sangamon & Morgan Counties Community Unit School District No. 16 New Berlin, School Impt., G.O. Bond, NATL		5.500%		2/1/2019		A3		725,000		820,562
										12,755,973

The accompanying notes are an integral part of the financial statements.

6

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON   RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
INDIANA - 2.8%
Avon Community School Building Corp., Revenue Bond, AMBAC		4.250%		7/15/2018		AA2	$	1,450,000	$	1,540,495
Fort Wayne Waterworks, Water Utility Impt., Revenue Bond		2.000%		12/1/2020		Aa3		745,000		755,609
Indiana Finance Authority, Beacon Health System, Series A, Revenue Bond		5.000%		8/15/2017		AA2		500,000		543,360
Indiana Municipal Power Agency, Series A, Revenue Bond		5.000%		1/1/2019		A1		2,540,000		2,857,068
Indiana Municipal Power Agency, Series A, Revenue Bond		4.000%		1/1/2020		A1		750,000		827,557
Lafayette, Sewage Works, Revenue Bond		4.000%		7/1/2017		AA2		500,000		531,930
Lafayette, Sewage Works, Sewer Impt., Revenue Bond		3.000%		1/1/2017		AA2		470,000		486,417
Lafayette, Sewage Works, Sewer Impt., Revenue Bond		3.000%		7/1/2018		AA2		475,000		501,006
Shelbyville Central Renovation School Building Corp., Prerefunded Balance, School Impt., Revenue Bond, NATL		5.000%		7/15/2018		A3		3,000,000		3,005,880
										11,049,322
IOWA - 0.6%
Cedar Falls, Electric Utility, Revenue Bond		5.000%		12/1/2023		Aa2		2,000,000		2,389,180
KANSAS - 3.2%
Kansas Development Finance Authority, Series D, Revenue Bond		5.000%		11/15/2020		Aa2		500,000		572,260
Kansas Turnpike Authority, Series A, Revenue Bond		5.000%		9/1/2019		AA2		2,965,000		3,402,634
Topeka Combined Utility, Series A, Revenue Bond		4.000%		8/1/2019		Aa3		845,000		930,227
Wichita, Water & Sewer Utility, Series A, Revenue Bond		5.000%		10/1/2017		AA2		2,000,000		2,185,700
Wichita, Water & Sewer Utility, Series A, Revenue Bond		5.000%		10/1/2018		AA2		1,000,000		1,123,910
Wichita, Water & Sewer Utility, Series B, Revenue Bond		5.000%		10/1/2019		AA2		2,000,000		2,297,520
Wyandotte County-Kansas City Unified Government Utility System, Water Utility Impt., Series A, Revenue Bond		4.000%		9/1/2018		A3		450,000		487,201
Wyandotte County-Kansas City Unified Government Utility System, Water Utility Impt., Series A, Revenue Bond		5.000%		9/1/2020		A3		1,495,000		1,729,267
										12,728,719

The accompanying notes are an integral part of the financial statements.

7

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON   RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
KENTUCKY - 0.1%
Kentucky Turnpike Authority, Series A, Revenue Bond		5.000%		7/1/2019		Aa2	$	500,000	$	570,250
LOUISIANA - 1.3%
Lafayette Utilities, Sewer Impt., Revenue Bond		4.000%		11/1/2018		A1		1,135,000		1,236,900
Lafayette Utilities, Water & Sewer Impt., Revenue Bond		5.000%		11/1/2019		A1		990,000		1,136,391
New Orleans, Water Utility Impt., Revenue Bond		5.000%		12/1/2020		BBB2		1,700,000		1,947,333
St. Charles Parish Waterworks & Wastewater District No. 1, Revenue Bond		2.000%		7/1/2017		A2		750,000		765,735
										5,086,359
MAINE - 0.6%
Maine Municipal Bond Bank, Various Purposes Impt., Series E, Revenue Bond		4.000%		11/1/2021		Aa2		570,000		638,582
Maine Turnpike Authority, Revenue Bond		5.000%		7/1/2017		Aa3		1,500,000		1,627,740
										2,266,322
MARYLAND - 0.6%
Baltimore, Water Utility Impt., Series A, Revenue Bond		4.000%		7/1/2018		Aa3		500,000		542,715
Maryland Health & Higher Educational Facilities Authority, Revenue Bond		5.000%		7/1/2019		A2		500,000		563,175
Maryland State, Public Impt., Series A, G.O. Bond		5.250%		3/1/2017		Aaa		1,000,000		1,077,600
										2,183,490
MASSACHUSETTS - 1.6%
Commonwealth of Massachusetts, Public Impt., Series D-2, G.O. Bond4		0.340%		8/1/2043		Aa1		1,225,000		1,218,397
Commonwealth of Massachusetts, Public Impt., Series E, G.O. Bond		5.000%		12/1/2016		Aa1		500,000		532,085
Lynn Water & Sewer Commission, Revenue Bond		5.000%		6/1/2017		A1		1,500,000		1,621,845
Massachusetts Health & Educational Facilities Authority, Series G, Revenue Bond		5.000%		7/1/2018		Aa3		600,000		649,680
Massachusetts Municipal Wholesale Electric Co., Project No. 3, Revenue Bond		5.000%		7/1/2016		A3		1,000,000		1,045,370
Massachusetts Municipal Wholesale Electric Co., Project No. 5, Series A, Revenue Bond		5.000%		7/1/2015		A2		500,000		500,065
Massachusetts Municipal Wholesale Electric Co., Project No. 6, Revenue Bond		5.000%		7/1/2017		A3		590,000		638,887
										6,206,329

The accompanying notes are an integral part of the financial statements.

8

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON   RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
MICHIGAN - 1.2%
Ann Arbor Sewage Disposal System, Revenue Bond		3.000%		7/1/2020		AA2	$	1,000,000	$	1,074,050
Bay City School District, G.O. Bond		3.000%		11/1/2016		AA2		500,000		514,780
Emmet County, Public Impt., G.O. Bond		2.250%		5/1/2018		Aa3		910,000		935,799
Grand Rapids, Water Supply System, Revenue Bond		5.000%		1/1/2018		Aa2		550,000		604,961
Walled Lake Consolidated School District, G.O. Bond		5.000%		5/1/2019		Aa2		1,000,000		1,126,800
West Ottawa Public Schools, Series I, G.O. Bond		5.000%		5/1/2019		Aa2		400,000		450,720
										4,707,110
MINNESOTA - 0.7%
Minnesota Agricultural & Economic Development Board, Series C-1, Revenue Bond, AGC		5.000%		2/15/2016		AA2		540,000		554,429
Minnesota Municipal Power Agency, Series A, Revenue Bond		5.000%		10/1/2018		A2		2,130,000		2,382,682
Western Minnesota Municipal Power Agency, Prerefunded Balance, Revenue Bond		6.625%		1/1/2016		Aaa		35,000		36,115
										2,973,226
MISSISSIPPI - 0.2%
Mississippi Hospital Equipment & Facilities Authority, Series 1, Revenue Bond		5.000%		10/1/2017		Aa3		750,000		815,325
MISSOURI - 2.2%
Kansas City, Sanitary Sewer System, Revenue Bond		4.000%		1/1/2017		Aa2		2,155,000		2,264,108
Kansas City, Sanitary Sewer System, Series A, Revenue Bond		2.000%		1/1/2018		Aa2		2,425,000		2,489,044
Missouri Housing Development Commission, Series A, Revenue Bond		1.600%		11/1/2019		AA2		300,000		301,479
Missouri Joint Municipal Electric Utility Commission, Prerefunded Balance, Series A, Revenue Bond, AMBAC		5.000%		1/1/2021		A2		1,535,000		1,634,929
Missouri Joint Municipal Electric Utility Commission, Revenue Bond		5.000%		1/1/2018		A3		500,000		548,140
Missouri Joint Municipal Electric Utility Commission, Series A, Revenue Bond		4.000%		1/1/2018		A2		750,000		804,127
Missouri State Health & Educational Facilities Authority, Revenue Bond		5.000%		1/1/2020		Aa2		725,000		830,321
										8,872,148

The accompanying notes are an integral part of the financial statements.

9

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON   RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
NEBRASKA - 3.5%
Lincoln Electric System, Revenue Bond		5.000%		9/1/2021		AA2	$	2,000,000	$	2,366,920
Municipal Energy Agency of Nebraska, Series A, Revenue Bond		5.000%		4/1/2018		A2		630,000		695,444
Municipal Energy Agency of Nebraska, Series A, Revenue Bond		5.000%		4/1/2018		A2		500,000		551,940
Nebraska Public Power District, Prerefunded Balance, Series B, Revenue Bond		5.000%		1/1/2019		A1		600,000		659,646
Nebraska Public Power District, Revenue Bond		5.000%		1/1/2019		A1		1,000,000		1,128,500
Nebraska Public Power District, Series A, Revenue Bond		5.000%		1/1/2019		A1		500,000		564,250
Nebraska Public Power District, Series B, Revenue Bond		3.000%		1/1/2016		A1		905,000		917,453	��
Nebraska Public Power District, Series B, Revenue Bond		5.000%		1/1/2020		A1		1,000,000		1,150,430
Nebraska Public Power District, Series C, Revenue Bond		5.000%		1/1/2018		A1		2,160,000		2,375,849
Omaha Public Power District, Series A, Revenue Bond		4.000%		2/1/2018		A1		1,120,000		1,205,098
Omaha Public Power District, Series C, Revenue Bond		5.000%		2/1/2018		Aa2		675,000		745,085
Omaha Public Power District, Series C, Revenue Bond		5.000%		2/1/2019		Aa2		1,265,000		1,434,396
										13,795,011
NEW HAMPSHIRE - 0.7%
New Hampshire State Turnpike System, Series B, Revenue Bond		5.000%		2/1/2020		A1		2,575,000		2,963,233
NEW JERSEY - 1.4%
Hudson County, G.O. Bond		2.000%		12/1/2017		AA2		1,000,000		1,025,330
New Jersey Health Care Facilities Financing Authority, Kennedy Health System, Revenue Bond		2.000%		7/1/2018		A3		455,000		464,214
New Jersey State Turnpike Authority, Series A, Revenue Bond		3.000%		1/1/2016		A3		1,100,000		1,114,630
New Jersey State Turnpike Authority, Series B, Revenue Bond		5.000%		1/1/2019		A3		1,625,000		1,826,061
New Jersey State Turnpike Authority, Series H, Revenue Bond		5.000%		1/1/2020		A3		915,000		1,021,222
										5,451,457

The accompanying notes are an integral part of the financial statements.

10

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON   RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
NEW MEXICO - 1.2%
Albuquerque Bernalillo County Water Utility Authority, Water Utility Impt., Revenue Bond		5.000%		7/1/2022		Aa2	$	1,250,000	$	1,488,087
Albuquerque Bernalillo County Water Utility Authority, Water Utility Impt., Revenue Bond		5.000%		7/1/2023		Aa2		2,000,000		2,402,420
Las Cruces, Multiple Utility Impt., Revenue Bond		2.000%		6/1/2018		Aa2		875,000		899,255
										4,789,762
NEW YORK - 6.8%
Metropolitan Transportation Authority, Series F, Revenue Bond		5.000%		11/15/2018		A1		725,000		815,016
Metropolitan Transportation Authority, Transit Impt., Series F, Revenue Bond		5.000%		11/15/2017		A1		1,145,000		1,255,412
Metropolitan Transportation Authority, Transit Impt., Series F, Revenue Bond		5.000%		11/15/2019		A1		1,315,000		1,511,277
Metropolitan Transportation Authority, Transit Impt., Subseries D-2, Revenue Bond4		0.430%		11/15/2044		A1		1,600,000		1,591,264
Nassau County, Public Impt., Series A, G.O. Bond		5.000%		4/1/2019		A2		1,000,000		1,130,170
New York City Transitional Finance Authority, Future Tax Secured, Prerefunded Balance, Subseries F-1, Revenue Bond		5.000%		5/1/2019		Aa1		2,565,000		2,916,918
New York City, Public Impt., Series F-1, G.O. Bond		5.000%		6/1/2024		Aa2		2,880,000		3,446,035
New York City, Series 1, G.O. Bond		5.000%		8/1/2023		Aa2		2,000,000		2,385,100
New York State Dormitory Authority, Series 1, Revenue Bond		4.000%		7/1/2020		Aa3		420,000		466,255
New York State Thruway Authority Highway & Bridge Trust Fund, Series B, Revenue Bond		5.000%		4/1/2019		AA2		2,135,000		2,393,613
New York State Thruway Authority, Highway Impt., Series H, Revenue Bond, NATL		5.000%		1/1/2017		A2		600,000		638,502
New York State Thruway Authority, Highway Impt., Series I, Revenue Bond		4.000%		1/1/2019		A2		1,000,000		1,086,430
New York State Urban Development Corp., Highway Impt., Series C, Revenue Bond		5.000%		3/15/2024		Aa1		765,000		909,027
Triborough Bridge & Tunnel Authority, Highway Impt., Series A, Revenue Bond		4.000%		11/15/2018		Aa3		500,000		548,085
Triborough Bridge & Tunnel Authority, Series B, Revenue Bond		5.000%		11/15/2017		Aa3		575,000		630,804
Triborough Bridge & Tunnel Authority, Series B, Revenue Bond		4.000%		11/15/2019		Aa3		725,000		806,671
Triborough Bridge & Tunnel Authority, Series B, Revenue Bond		5.000%		11/15/2020		Aa3		920,000		1,081,386
Triborough Bridge & Tunnel Authority, Subseries A, Revenue Bond		5.000%		11/15/2023		A1		2,805,000		3,314,949
										26,926,914

The accompanying notes are an integral part of the financial statements.

11

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON   RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
NORTH CAROLINA - 4.6%
Cape Fear Public Utility Authority, Sewer Impt., Revenue Bond		5.000%		8/1/2019		Aa2	$	1,240,000	$	1,379,550
Charlotte, Water & Sewer System, Revenue Bond		5.000%		12/1/2020		Aaa		1,400,000		1,651,300
The Charlotte-Mecklenburg Hospital Authority, Series A, Revenue Bond		5.000%		1/15/2017		Aa3		415,000		442,647
The Charlotte-Mecklenburg Hospital Authority, Series A, Revenue Bond		3.000%		1/15/2018		Aa3		500,000		523,085
Mecklenburg County, Public Impt., Prerefunded Balance, Series A, G.O. Bond		5.000%		2/1/2018		Aaa		5,855,000		6,257,941
North Carolina Eastern Municipal Power Agency, Series A, Revenue Bond, AGC		5.250%		1/1/2019		A3		1,265,000		1,390,943
North Carolina Medical Care Commission, Moses Cone Health System, Revenue Bond		5.000%		10/1/2020		AA2		580,000		660,742
North Carolina Municipal Power Agency No. 1, Series A, Revenue Bond		5.250%		1/1/2017		A2		2,000,000		2,136,740
North Carolina Municipal Power Agency No. 1, Series A, Revenue Bond		5.000%		1/1/2020		A2		400,000		458,296
North Carolina State, Series B, G.O. Bond		5.000%		6/1/2017		Aaa		3,000,000		3,249,210
										18,150,454
NORTH DAKOTA - 0.3%
Fargo, Health System, Revenue Bond		5.500%		11/1/2016		A1		450,000		478,854
North Dakota Public Finance Authority, Series A, Revenue Bond		4.000%		6/1/2018		AA2		800,000		864,424
										1,343,278
OHIO - 5.5%
American Municipal Power, Inc., Fremont Energy Center Project, Series B, Revenue Bond		5.000%		2/15/2018		A1		425,000		467,797
American Municipal Power, Inc., Fremont Energy Center Project, Series B, Revenue Bond		5.000%		2/15/2023		A1		1,895,000		2,207,088
American Municipal Power, Inc., Prairie State Energy Campus Project, Prerefunded Balance, Revenue Bond		5.000%		2/15/2016		WR3		820,000		843,903
American Municipal Power, Inc., Prairie State Energy Campus Project, Unrefunded Balance, Revenue Bond		5.000%		2/15/2016		A1		330,000		339,514
American Municipal Power, Inc., Prairie State Energy Campus Project, Unrefunded Balance, Revenue Bond		5.250%		2/15/2023		A1		25,000		27,569
Franklin County, Ohio Health Corp., Revenue Bond		5.000%		5/15/2018		Aa2		640,000		709,114

The accompanying notes are an integral part of the financial statements.

12

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON   RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
OHIO (continued)
Northeast Ohio Regional Sewer District, Sewer Impt., Prerefunded Balance, Revenue Bond, NATL		5.000%		11/15/2018		Aa1	$	1,000,000	$	1,079,780
Ohio State Turnpike Commission, Series A, Revenue Bond, NATL		5.500%		2/15/2018		Aa3		1,000,000		1,118,440
Ohio State Turnpike Commission, Series A, Revenue Bond, NATL		5.500%		2/15/2019		Aa3		3,735,000		4,305,895
Ohio State, Highway Impt., Revenue Bond		4.000%		12/15/2017		Aa2		1,000,000		1,076,340
Ohio State, School Impt., Series B, G.O. Bond		5.000%		6/15/2024		Aa1		4,200,000		4,955,412
Toledo Water System, Revenue Bond		3.000%		11/15/2017		Aa3		1,000,000		1,048,570
Toledo Water System, Water Utility Impt., Revenue Bond		5.000%		11/15/2018		Aa3		1,175,000		1,322,662
Toledo Water System, Water Utility Impt., Revenue Bond		5.000%		11/15/2019		Aa3		1,010,000		1,163,076
Toledo Water System, Water Utility Impt., Series A, Revenue Bond		5.000%		11/15/2022		Aa3		610,000		705,813
Toledo, Capital Impt., G.O. Bond		5.000%		12/1/2020		A2		610,000		701,695
										22,072,668
OKLAHOMA - 1.9%
Oklahoma City Water Utilities Trust, Series B, Revenue Bond		5.000%		7/1/2017		Aa1		655,000		710,230
Oklahoma Development Finance Authority, Prerefunded Balance, Series C, Revenue Bond		5.000%		8/15/2018		Aa3		500,000		560,235
Oklahoma Turnpike Authority, Series A, Revenue Bond		5.000%		1/1/2017		Aa3		855,000		911,327
Oklahoma Turnpike Authority, Series A, Revenue Bond		5.000%		1/1/2020		Aa3		2,750,000		3,179,248
Oklahoma Turnpike Authority, Series A, Revenue Bond		5.000%		1/1/2022		Aa3		2,000,000		2,319,080
										7,680,120
OREGON - 1.0%
Medford Hospital Facilities Authority, Asante Health System, Revenue Bond, AGM		5.000%		8/15/2019		AA2		440,000		497,134
Oregon State Housing & Community Services Department, Series A, Revenue Bond		1.950%		7/1/2020		Aa2		230,000		233,303
Portland Sewer System, Series A, Revenue Bond		5.000%		8/1/2019		Aa3		1,285,000		1,476,439
Portland Water System, Water Utility Impt., Prerefunded Balance, Series A, Revenue Bond, NATL		4.500%		10/1/2031		Aa1		550,000		577,577

The accompanying notes are an integral part of the financial statements.

13

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON   RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
OREGON (continued)
Washington County Clean Water Services, Sewer Impt., Series B, Revenue Bond		5.000%		10/1/2021		Aa2	$	1,015,000	$	1,201,953
										3,986,406
PENNSYLVANIA - 6.7%
Allegheny County Hospital Development Authority, University of Pittsburgh Medical Center, Revenue Bond		5.000%		8/15/2019		Aa3		640,000		728,787
Allegheny County Hospital Development Authority, University of Pittsburgh Medical Center, Series A, Revenue Bond		5.000%		5/15/2018		Aa3		500,000		553,170
Allegheny County Sanitary Authority, Revenue Bond, AGM		5.000%		6/1/2018		A1		1,465,000		1,626,238
Allegheny County Sanitary Authority, Revenue Bond, AGM		5.000%		12/1/2019		A1		1,500,000		1,724,115
Central Bradford Progress Authority, Guthrie Healthcare System, Revenue Bond		5.250%		12/1/2018		AA2		600,000		676,284
Lancaster County Hospital Authority, Lancaster General, Revenue Bond		4.000%		7/1/2017		Aa3		460,000		487,674
North Wales Water Authority, Series A, Revenue Bond		5.000%		11/1/2020		AA2		1,000,000		1,160,220
Pennsylvania Turnpike Commission, Highway Impt., Series A-1, Revenue Bond		5.000%		12/1/2023		A1		1,200,000		1,407,480
Pennsylvania Turnpike Commission, Series A, Revenue Bond, AGM		5.250%		7/15/2018		Aa3		615,000		688,615
Pennsylvania Turnpike Commission, Series A, Revenue Bond, AGM		5.250%		7/15/2019		Aa3		1,050,000		1,205,285
Pennsylvania Turnpike Commission, Series B, Revenue Bond		5.000%		12/1/2017		A1		2,440,000		2,675,045
Pennsylvania Turnpike Commission, Series B, Revenue Bond		5.000%		12/1/2020		A1		1,000,000		1,140,830
Pennsylvania Turnpike Commission, Subseries B, Revenue Bond		5.000%		6/1/2017		A3		1,000,000		1,077,840
Philadelphia, Water & Wastewater, Prerefunded Balance, Revenue Bond, NATL		5.600%		8/1/2018		AA2		20,000		22,348
Philadelphia, Water & Wastewater, Series A, Revenue Bond		5.000%		1/1/2018		A1		385,000		423,073
Philadelphia, Water & Wastewater, Series A, Revenue Bond		5.000%		7/1/2018		A1		500,000		556,815
Philadelphia, Water & Wastewater, Series B, Revenue Bond		5.000%		11/1/2017		A1		750,000		821,025
Philadelphia, Water & Wastewater, Series B, Revenue Bond		5.000%		11/1/2018		A1		1,370,000		1,539,058

The accompanying notes are an integral part of the financial statements.

14

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON   RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
PENNSYLVANIA (continued)
Philadelphia, Water & Wastewater, Series B, Revenue Bond		5.000%		11/1/2022		A1	$	1,115,000	$	1,289,486
Philadelphia, Water & Wastewater, Series C, Revenue Bond, AGM		5.000%		8/1/2017		A1		1,000,000		1,086,740
Philadelphia, Water & Wastewater, Swap Termination, Series A, Revenue Bond, AGM		5.000%		6/15/2019		A1		1,000,000		1,140,510
Pittsburgh Water & Sewer Authority, Series B, Revenue Bond, AGM		5.000%		9/1/2019		A2		1,000,000		1,146,430
Pittsburgh Water & Sewer Authority, Swap Termination, Series A, Revenue Bond, AGM		5.000%		9/1/2018		A2		1,325,000		1,483,709
Pittsburgh, Series B, G.O. Bond		5.000%		9/1/2018		A1		1,000,000		1,116,250
Southcentral General Authority, Wellspan Health Obligated Group, Prerefunded Balance, Revenue Bond		5.625%		6/1/2018		WR3		465,000		525,906
Southcentral General Authority, Wellspan Health Obligated Group, Unrefunded Balance, Revenue Bond		5.625%		6/1/2018		Aa3		190,000		212,794
										26,515,727
RHODE ISLAND - 0.3%
Rhode Island Clean Water Finance Agency, Series A, Revenue Bond, NATL		5.000%		10/1/2035		A3		1,000,000		1,000,880
SOUTH CAROLINA - 3.2%
Charleston, Waterworks & Sewer System, Revenue Bond		5.000%		1/1/2022		Aaa		530,000		622,421
Piedmont Municipal Power Agency, Revenue Bond, AGC		5.000%		1/1/2018		A3		1,690,000		1,853,153
Piedmont Municipal Power Agency, Revenue Bond, NATL		6.250%		1/1/2021		A3		1,000,000		1,218,520
South Carolina State Public Service Authority, Prerefunded Balance, Series A, Revenue Bond, AMBAC		4.250%		1/1/2017		A1		1,550,000		1,634,506
South Carolina State Public Service Authority, Prerefunded Balance, Series B, Revenue Bond, NATL		5.000%		1/1/2019		A1		85,000		95,860
South Carolina State Public Service Authority, Series A, Revenue Bond		5.000%		12/1/2019		A1		2,500,000		2,873,700
South Carolina State Public Service Authority, Series C, Revenue Bond		5.000%		12/1/2020		A1		1,000,000		1,166,090
South Carolina Transportation Infrastructure Bank, Series A, Revenue Bond		5.000%		10/1/2018		A1		685,000		768,358

The accompanying notes are an integral part of the financial statements.

15

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON   RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
SOUTH CAROLINA (continued)
South Carolina Transportation Infrastructure Bank, Series A, Revenue Bond, AMBAC		5.250%		10/1/2018		A1	$	700,000	$	790,755
Spartanburg County School District No. 7, School Impt., Prerefunded Balance, G.O. Bond		5.000%		3/1/2018		Aa1		1,400,000		1,501,136
										12,524,499
TENNESSEE - 3.4%
Clarksville City Water, Sewer & Gas, Revenue Bond		5.000%		2/1/2019		Aa3		2,740,000		3,097,789
Knoxville Electric System Revenue, Series FF, Revenue Bond		5.000%		7/1/2023		Aa2		800,000		947,512
Knoxville Electric System Revenue, Series FF, Revenue Bond		5.000%		7/1/2025		Aa2		705,000		820,789
Knoxville Wastewater System, Series A, Revenue Bond		4.000%		4/1/2020		Aa2		685,000		764,768
Knoxville Wastewater System, Sewer Impt., Series B, Revenue Bond		4.000%		4/1/2024		Aa2		400,000		434,724
Madison Suburban Utility District, Revenue Bond, AGM		5.000%		2/1/2019		A1		655,000		738,768
Memphis Electric System, Revenue Bond		5.000%		12/1/2018		Aa2		2,000,000		2,258,140
Memphis Electric System, Revenue Bond		5.000%		12/1/2018		Aa2		1,000,000		1,129,070
Metropolitan Government of Nashville & Davidson County, Series A, Revenue Bond		5.000%		7/1/2016		Aa3		750,000		784,260
Metropolitan Government of Nashville & Davidson County, Series A, Revenue Bond, AGM		4.000%		1/1/2018		Aa2		445,000		479,065
Metropolitan Government of Nashville & Davidson County, Series A, Revenue Bond, AGM		5.250%		1/1/2019		Aa2		1,505,000		1,716,799
Metropolitan Government of Nashville & Davidson County, Series B, Revenue Bond		5.000%		5/15/2016		AA2		400,000		416,436
										13,588,120
TEXAS - 6.8%
Austin Electric Utility, Revenue Bond		5.000%		11/15/2020		A1		1,600,000		1,858,288
Austin Electric Utility, Series A, Revenue Bond		5.000%		11/15/2022		A1		500,000		588,030
Austin Electric Utility, Series A, Revenue Bond, AMBAC		5.500%		11/15/2016		A1		1,000,000		1,068,070
Austin Electric Utility, Series A, Revenue Bond, AMBAC		5.000%		11/15/2016		A1		600,000		636,738
Corpus Christi Utility System, Multiple Utility Impt., Revenue Bond		5.000%		7/15/2018		A1		1,000,000		1,110,040
Corpus Christi Utility System, Multiple Utility Impt., Revenue Bond		5.000%		7/15/2019		A1		2,400,000		2,725,488
Fort Worth Water & Sewer System, Revenue Bond		5.000%		2/15/2020		Aa1		550,000		637,373

The accompanying notes are an integral part of the financial statements.

16

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON   RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
TEXAS (continued)
Harris County Cultural Education Facilities Finance Corp., Revenue Bond		4.000%		12/1/2019		A1	$	500,000	$	548,975
Houston Combined Utility System, Series S, Revenue Bond4		0.940%		5/15/2034		AA2		1,000,000		998,680
Irving Waterworks & Sewer System, Water Utility Impt., Revenue Bond		4.000%		8/15/2018		Aa1		1,110,000		1,210,055
Metropolitan Transit Authority of Harris County, Transit Impt., Revenue Bond		5.000%		11/1/2019		Aa2		845,000		973,922
North Texas Municipal Water District, Water Utility Impt., Revenue Bond		5.250%		9/1/2020		Aa2		2,000,000		2,374,180
North Texas Municipal Water District, Water Utility Impt., Revenue Bond		5.000%		9/1/2023		Aa2		2,535,000		3,048,287
San Antonio Public Service Board, Revenue Bond		5.000%		2/1/2022		Aa1		2,000,000		2,364,740
San Antonio Water System, Revenue Bond		5.000%		5/15/2020		Aa1		1,000,000		1,164,370
Tarrant Regional Water District, Revenue Bond		5.000%		3/1/2017		AAA2		900,000		965,115
Texas State, Highway Impt., Series B, G.O. Bond		5.000%		4/1/2017		Aaa		1,575,000		1,694,921
Trinity River Authority Central Regional Wastewater System Revenue, Revenue Bond		5.000%		8/1/2024		AAA2		2,200,000		2,622,840
Trinity River Authority LLC, Tarrant County Water Project, Revenue Bond		5.000%		2/1/2019		AA2		500,000		564,540
										27,154,652
UTAH - 1.2%
Intermountain Power Agency, Series A, Revenue Bond		5.000%		7/1/2020		A1		2,000,000		2,220,400
Provo Energy System Revenue, Series A, Revenue Bond, BAM		5.000%		2/1/2026		AA2		975,000		1,151,504
Utah State, Highway Impt., Series A, G.O. Bond		3.000%		7/1/2015		Aaa		500,000		500,040
Utah Transit Authority, Subseries B, Revenue Bond		1.600%		6/15/2018		A1		1,025,000		1,037,331
										4,909,275
VIRGINIA - 0.9%
Fairfax County Industrial Development Authority, Inova Health, Series C, Revenue Bond		5.000%		5/15/2018		Aa2		500,000		554,560
Norfolk Economic Development Authority, Sentara Healthcare, Series B, Revenue Bond		4.000%		11/1/2018		Aa2		400,000		434,680
Norfolk, Water Revenue, Revenue Bond		5.000%		11/1/2016		Aa2		1,075,000		1,140,016
Virginia Resources Authority, Sewer Impt., Series B, Revenue Bond		5.000%		10/1/2019		Aaa		1,290,000		1,490,582
										3,619,838

The accompanying notes are an integral part of the financial statements.

17

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON   RATE		MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
WASHINGTON - 7.6%
Benton County Public Utility District No. 1, Revenue Bond		5.000%		11/1/2018		Aa3	$	400,000	$	448,524
Everett Water & Sewer, Revenue Bond		5.000%		12/1/2020		AA2		1,330,000		1,561,420
Everett, G.O. Bond4		0.440%		12/1/2034		AA2		1,000,000		994,860
King County Sewer Revenue, Series B, Revenue Bond		5.000%		1/1/2020		Aa2		750,000		867,067
King County, G.O. Bond		5.000%		1/1/2017		Aa1		2,000,000		2,132,380
Seattle Municipal Light & Power, Series A, Revenue Bond		5.000%		6/1/2019		Aa2		1,675,000		1,914,843
Seattle Municipal Light & Power, Series B, Revenue Bond		4.000%		2/1/2016		Aa2		550,000		562,051
Seattle Municipal Light & Power, Series B, Revenue Bond		5.000%		2/1/2017		Aa2		1,585,000		1,693,905
Seattle Water System Revenue, Revenue Bond		5.000%		5/1/2026		Aa1		4,000,000		4,811,760
Seattle, Drainage & Wastewater, Sewer Impt., Revenue Bond		5.000%		9/1/2021		Aa1		2,000,000		2,366,920
Snohomish County Public Utility District No. 1, Revenue Bond		5.000%		12/1/2016		Aa3		740,000		787,034
Tacoma, Sewer Impt., Revenue Bond		5.000%		12/1/2018		Aa2		1,060,000		1,194,525
Tacoma, Sewer Impt., Revenue Bond		4.000%		12/1/2019		Aa2		1,095,000		1,215,417
Tacoma, Water Revenue, Series A, Revenue Bond		4.000%		12/1/2018		Aa2		1,000,000		1,094,220
Washington Health Care Facilities Authority, Multicare Health System, Prerefunded Balance, Series A, Revenue Bond, AGC		4.000%		8/15/2016		Aa3		525,000		545,743
Washington Health Care Facilities Authority, Providence Health & Services, Series A, Revenue Bond		5.000%		10/1/2018		Aa3		475,000		530,945
Washington State, Correctional Facilities Impt., Series C, Prerefunded Balance, G.O. Bond, NATL		5.000%		1/1/2027		Aa1		4,905,000		5,227,406
Washington State, Series 2011-A, G.O. Bond		5.000%		1/1/2020		Aa1		2,000,000		2,312,180
										30,261,200
WEST VIRGINIA - 0.3%
Fairmont, Series D, Revenue Bond, AGM		3.000%		7/1/2018		A2		1,210,000		1,277,361
WISCONSIN - 2.0%
Milwaukee Sewerage System, Sewer Impt., Series S1, Revenue Bond		5.000%		6/1/2021		Aa2		470,000		551,644
Wisconsin Health & Educational Facilities Authority, Ascension Health Credit, Series A, Revenue Bond		5.000%		11/15/2018		Aa2		600,000		672,222
Wisconsin Health & Educational Facilities Authority, Froedtert Health, Series A, Revenue Bond		4.000%		4/1/2017		AA2		565,000		595,239

The accompanying notes are an integral part of the financial statements.

18

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE			MATURITY DATE		CREDIT RATING1		PRINCIPAL AMOUNT/ SHARES		VALUE (NOTE 2)
MUNICIPAL BONDS (continued)
WISCONSIN (continued)
Wisconsin Health & Educational Facilities Authority, ProHealth Care, Inc., Revenue Bond		3.000	%		8/15/2019		A1	$	510,000	$	537,244
Wisconsin Public Power, Inc., Series A, Revenue Bond, AGM		5.000	%		7/1/2016		A1		515,000		538,154
Wisconsin Public Power, Inc., Series A, Revenue Bond, AGM		5.250	%		7/1/2020		A1		1,100,000		1,227,072
Wisconsin State, Public Impt., Series D, Prerefunded Balance, G.O. Bond		5.000	%		5/1/2018		Aa2		400,000		415,608
WPPI Energy, Series A, Revenue Bond		4.000	%		7/1/2017		A1		1,120,000		1,191,523
WPPI Energy, Series A, Revenue Bond		5.000	%		7/1/2020		A1		2,000,000		2,318,400
											8,047,106
WYOMING - 0.1%
Wyoming Municipal Power Agency, Inc., Series A, Revenue Bond		5.000	%		1/1/2018		A2		500,000		546,965
TOTAL MUNICIPAL BONDS
(Identified Cost $386,678,854)											387,181,252
SHORT-TERM INVESTMENT - 1.1%
Dreyfus AMT - Free Municipal Reserves - Class R
(Identified Cost $4,497,738)		0.00	%5						4,497,738		4,497,738
TOTAL INVESTMENTS - 98.4%
(Identified Cost $391,176,592)											391,678,990
OTHER ASSETS, LESS LIABILITIES - 1.6%											6,204,905
NET ASSETS - 100%										$	397,883,895

KEY:

G.O. Bond - General Obligation Bond

Impt. - Improvement

No. - Number

Scheduled principal and interest payments are guaranteed by:

AGC (Assurance Guaranty Corp.)

AGM (Assurance Guaranty Municipal Corp.)

AMBAC (AMBAC Assurance Corp.)

BAM (Build America Mutual Assurance Co.)

BHAC (Berkshire Hathaway Assurance Corp.)

NATL (National Public Finance Guarantee Corp.)

The insurance does not guarantee the market value of the municipal bonds.

¹Credit ratings from Moody’s (unaudited).

²Credit ratings from S&P (unaudited).

³Credit rating has been withdrawn. As of June 30, 2015, there is no rating available (unaudited).

⁴The coupon rate is floating and is the effective rate as of June 30, 2015.

⁵Rate shown is the current yield as of June 30, 2015. Rate is less than 0.01%.

The accompanying notes are an integral part of the financial statements.

19

Diversified Tax Exempt Series

Statement of Assets and Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments, at value (identified cost $391,176,592) (Note 2)	$	391,678,990
Interest receivable		4,923,212
Receivable for fund shares sold		1,953,321
Prepaid expenses		755
TOTAL ASSETS		398,556,278
LIABILITIES:
Accrued management fees (Note 3)		173,266
Accrued fund accounting and administration fees (Note 3)		26,841
Accrued transfer agent fees (Note 3)		1,638
Accrued Chief Compliance Officer service fees (Note 3)		382
Payable for fund shares repurchased		447,431
Other payables and accrued expenses		22,825
TOTAL LIABILITIES		672,383
TOTAL NET ASSETS	$	397,883,895
NET ASSETS CONSIST OF:
Capital stock	$	362,495
Additional paid-in-capital		397,410,673
Undistributed net investment income		618,970
Accumulated net realized gain (loss) on investments		(1,010,641	)
Net unrealized appreciation (depreciation) on investments		502,398
TOTAL NET ASSETS	$	397,883,895
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class A ($397,883,895/36,249,478 shares)	$	10.98

The accompanying notes are an integral part of the financial statements.

20

Diversified Tax Exempt Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Interest	$	2,518,845
Dividends		1,129
Total Investment Income		2,519,974
EXPENSES:
Management fees (Note 3)		984,976
Fund accounting and administration fees (Note 3)		55,679
Directors’ fees (Note 3)		3,486
Transfer agent fees (Note 3)		2,309
Chief Compliance Officer service fees (Note 3)		1,224
Custodian fees		7,326
Miscellaneous		41,826
Total Expenses		1,096,826
NET INVESTMENT INCOME		1,423,148
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on investments		(1,046	)
Net change in unrealized appreciation (depreciation) on investments		(1,035,650	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS		(1,036,696	)
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	386,452

The accompanying notes are an integral part of the financial statements.

21

Diversified Tax Exempt Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED 6/30/15 (UNAUDITED)				FOR THE YEAR ENDED 12/31/14
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income		$	1,423,148			$	2,701,194
Net realized gain (loss) on investments			(1,046	)			(491,642	)
Net change in unrealized appreciation (depreciation) on investments			(1,035,650	)			3,108,451
Net increase from operations			386,452				5,318,003
DISTRIBUTIONS TO SHAREHOLDERS (Note 7):
From net investment income			(1,449,991	)			(2,488,998	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase from capital share transactions (Note 5)			22,676,697				37,762,519
Net increase in net assets			21,613,158				40,591,524
NET ASSETS:
Beginning of period			376,270,737				335,679,213
End of period (including undistributed net investment income of $618,970 and $645,813, respectively)		$	397,883,895			$	376,270,737

The accompanying notes are an integral part of the financial statements.

22

Diversified Tax Exempt Series

Financial Highlights

	FOR THE SIX				FOR THE YEARS ENDED
	MONTHS ENDED
	6/30/15				12/31/14				12/31/13				12/31/12				12/31/11				12/31/10
	(UNAUDITED)
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period			$11.00				$10.91				$11.39				$11.28				$10.77				$11.17
Income (loss) from investment operations:
Net investment income1			0.04				0.08				0.14				0.20				0.30				0.40
Net realized and unrealized gain (loss) on investments			(0.02	)			0.09				(0.29	)			0.14				0.58				(0.35	)
Total from investment operations			0.02				0.17				(0.15	)			0.34				0.88				0.05
Less distributions to shareholders:
From net investment income			(0.04	)			(0.08	)			(0.13	)			(0.20	)			(0.29	)			(0.45	)
From net realized gain on investments			—				—				(0.20	)			(0.03	)			(0.08	)			—	2
Total distributions to shareholders			(0.04	)			(0.08	)			(0.33	)			(0.23	)			(0.37	)			(0.45	)
Net asset value - End of period			$10.98				$11.00				$10.91				$11.39				$11.28				$10.77
Net assets - End of period (000’s omitted)		$	397,884			$	376,271			$	335,679			$	332,228			$	306,440			$	276,970
Total return3			0.18%				1.51%				(1.28%	)			3.01%				8.25%				0.41%
Ratios (to average net assets)/Supplemental Data:
Expenses*			0.56%	4			0.56%				0.57%				0.57%				0.58%				0.58%
Net investment income			0.72%	4			0.75%				1.21%				1.71%				2.67%				3.51%
Portfolio turnover			19%				25%				58%				9%				53%				3%
*The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amounts:
			N/A				N/A				N/A				N/A				N/A				0.00%	5

¹Calculated based on average shares outstanding during the periods.

²Less than $0.01 per share.

³Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived during certain periods. Periods less than one year are not annualized.

⁴Annualized.

⁵Less than 0.01%.

The accompanying notes are an integral part of the financial statements.

23

Diversified Tax Exempt Series

Notes to Financial Statements

(unaudited)

1. Organization

Diversified Tax Exempt Series (the “Series”) is a no-load diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

The Series’ investment objective is to provide as high a level of current income exempt from federal income tax as the Advisor believes is consistent with the preservation of capital.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 100 million have been designated as Diversified Tax Exempt Series Class A common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Municipal securities will normally be valued on the basis of market valuations provided by an independent pricing service (the “Service”). The Service utilizes the latest price quotations and a matrix system (which considers such factors as security prices of similar securities, yields, maturities and ratings). The Service has been approved by the Fund’s Board of Directors (the “Board”).

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Board. Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

24

Diversified Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Debt securities:
States and political subdivisions (municipals)	$	387,181,252	$	—	$	387,181,252	$	—
Mutual fund		4,497,738		4,497,738		—		—
Total assets	$	391,678,990	$	4,497,738	$	387,181,252	$	—

There were no Level 3 securities held by the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense.

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction and various states, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2011 through December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Distributions of Income and Gains

Distributions to shareholders of net investment income are made quarterly. Distributions of net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

25

Diversified Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.50% of the Series’ average daily net assets.

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Advisor has contractually agreed, until at least April 30, 2016, to waive its management fee and, if necessary, pay other operating expenses of the Series in order to maintain total direct annual fund operating expenses for the Series at no more than 0.85% of average daily net assets each year. The Advisor did not waive any fees for the six months ended June 30, 2015. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed in prior years.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each series’ relative net assets or number of accounts, depending on the expense.

26

Diversified Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $108,126,170 and $70,616,634 respectively. There were no purchases or sales of U.S. Government securities.

5. Capital Stock Transactions

Transactions in shares of Diversified Tax Exempt Series were:

	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		3,991,031		$	44,098,335			7,642,752		$	84,158,145
Reinvested		122,578			1,344,079			209,581			2,308,920
Repurchased		(2,067,996	)		(22,765,717	)		(4,422,619	)		(48,704,546	)
Total		2,045,613		$	22,676,697			3,429,714		$	37,762,519

Over 90% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion. No shareholder exceeds the 10% threshold.

6. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2015.

7. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2014 were as follows:

 Tax exempt income     $2,488,998

At June 30, 2015, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized appreciation were as follows:

Cost for federal income tax purposes	$	391,176,592
Unrealized appreciation		1,497,239
Unrealized depreciation		(994,841	)
Net unrealized appreciation	$	502,398

27

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28

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29

Diversified Tax Exempt Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange
Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNDTE-6/15-SAR

New York Tax Exempt Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Series’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Series’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in the Series and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING  ACCOUNT VALUE                               1/1/15	ENDING  ACCOUNT VALUE                               6/30/15	EXPENSES PAID  DURING PERIOD*                               1/1/15-6/30/15
Actual	$1,000.00	$1,001.00	$2.88
Hypothetical   (5% return before expenses)	$1,000.00	$1,021.92	$2.91

*Expenses are equal to the Series’ annualized expense ratio (for the six-month period) of 0.58%, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year.

1

New York Tax Exempt Series

Portfolio Composition as of June 30, 2015

(unaudited)

2

New York Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1 (UNAUDITED)	PRINCIPAL AMOUNT		VALUE (NOTE 2)
NEW YORK MUNICIPAL BONDS - 98.7%
Albany City School District, G.O. Bond, BAM		4.000%		6/15/2017	AA2	$	200,000	$	212,534
Albany Municipal Water Finance Authority, Series A, Revenue Bond		5.000%		12/1/2016	AA2		505,000		536,295
Albany Municipal Water Finance Authority, Series A, Revenue Bond		5.000%		12/1/2018	AA2		1,295,000		1,453,793
Albany Municipal Water Finance Authority, Series A, Revenue Bond		5.000%		12/1/2019	AA2		1,125,000		1,291,016
Amherst, Public Impt., G.O. Bond		5.000%		9/15/2018	Aa2		365,000		409,504
Arlington Central School District, G.O. Bond		4.000%		12/15/2020	Aa2		400,000		450,568
Arlington Central School District, G.O. Bond		4.000%		12/15/2021	Aa2		300,000		338,643
Auburn City School District, G.O. Bond, BAM		2.000%		6/15/2018	AA2		225,000		229,757
Bay Shore Union Free School District, G.O. Bond		4.000%		1/15/2018	Aa3		1,175,000		1,264,782
Beacon, Public Impt., Series A, G.O. Bond		3.000%		10/1/2018	Aa3		675,000		715,189
Bedford Central School District, G.O. Bond		2.000%		10/15/2021	Aa2		500,000		507,455
Binghamton, G.O. Bond, AGM		5.000%		8/15/2017	A2		200,000		201,188
Binghamton, Public Impt., G.O. Bond, MAC		3.125%		1/15/2017	A2		400,000		414,408
Briarcliff Manor, Public Impt., Series A, G.O. Bond		3.000%		2/1/2020	Aa2		265,000		283,990
Brookhaven, Public Impt., Series A, G.O. Bond		2.000%		3/15/2017	Aa2		500,000		511,200
Brookhaven, Public Impt., Series A, G.O. Bond		3.000%		2/1/2019	Aa2		1,385,000		1,470,884
Buffalo Fiscal Stability Authority, Sales Tax & State Aid, Series B, Revenue Bond, NATL		5.000%		9/1/2016	Aa1		525,000		529,153
Buffalo Municipal Water Finance Authority, Series A, Revenue Bond		4.000%		7/1/2022	A2		300,000		329,562
Buffalo Municipal Water Finance Authority, Series A, Revenue Bond		5.000%		7/1/2023	A2		300,000		351,135
Cattaraugus County, Highway Impt., G.O. Bond		2.000%		4/15/2019	Aa3		405,000		409,180
Chenango Valley Central School District, G.O. Bond, AGM		2.125%		6/15/2021	A2		500,000		492,250
Clarence Central School District, G.O. Bond		4.000%		5/15/2021	Aa2		250,000		281,585
Clarkstown Central School District, G.O. Bond		4.000%		10/15/2021	Aa2		500,000		553,510
Clarkstown, G.O. Bond		4.000%		5/15/2019	AAA2		375,000		414,649
Cortland County, Public Impt., G.O. Bond, BAM		2.750%		9/1/2017	AA2		265,000		275,521
Cortland County, Public Impt., G.O. Bond, BAM		2.750%		9/1/2019	AA2		305,000		321,949
DeWitt, Public Impt., G.O. Bond		3.000%		5/15/2017	AA2		315,000		327,562
Dutchess County, G.O. Bond		2.125%		12/15/2023	AA2		850,000		834,403
Dutchess County, Public Impt., G.O. Bond		5.000%		10/1/2015	Aa2		250,000		253,070
Dutchess County, Public Impt., G.O. Bond		5.000%		10/1/2018	Aa2		640,000		697,472
Dutchess County, Public Impt., Unrefunded Balance, G.O. Bond, NATL		4.000%		12/15/2016	Aa2		360,000		360,486
East Irondequoit Central School District, G.O. Bond		3.000%		6/15/2018	Aa2		310,000		326,359
East Islip Union Free School District, G.O. Bond		5.000%		6/15/2018	AA2		305,000		339,919
Erie County Fiscal Stability Authority, Public Impt., Series A, Revenue Bond		4.000%		3/15/2019	Aa1		600,000		657,534
Erie County Fiscal Stability Authority, Series A, Revenue Bond		4.125%		5/15/2018	Aa1		450,000		488,466

The accompanying notes are an integral part of the financial statements.

3

New York Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1 (UNAUDITED)	PRINCIPAL AMOUNT		VALUE (NOTE 2)
NEW YORK MUNICIPAL BONDS (continued)
Erie County Fiscal Stability Authority, Series C, Revenue Bond		5.000%		3/15/2018	Aa1	$	1,025,000	$	1,133,322
Erie County Water Authority, Revenue Bond		5.000%		12/1/2017	Aa2		300,000		328,170
Essex County, Public Impt., G.O. Bond		5.000%		5/1/2020	AA2		500,000		576,625
Fairport Central School District, School Impt., G.O. Bond		2.000%		6/15/2018	AA2		305,000		312,704
Gananda Central School District, G.O. Bond		3.000%		6/15/2019	AA2		250,000		262,957
Gates Chili Central School District, School Impt., G.O. Bond		2.000%		6/15/2019	Aa3		215,000		220,025
Geneva, Public Impt., G.O. Bond		2.500%		2/1/2017	A2		870,000		893,133
Greece Central School District, G.O. Bond, AGM		4.000%		6/15/2019	Aa3		2,675,000		2,814,127
Greece Central School District, G.O. Bond, BAM		2.500%		6/15/2023	Aa3		620,000		630,081
Herricks Union Free School District, G.O. Bond		2.000%		11/1/2017	Aa2		420,000		431,075
Huntington, Public Impt., G.O. Bond		3.000%		7/15/2015	Aaa		925,000		926,055
Hyde Park Central School District, G.O. Bond		2.000%		6/15/2018	AA2		355,000		365,206
Iroquois Central School District, School Impt., G.O. Bond		2.000%		6/15/2021	Aa2		500,000		504,680
Islip Union Free School District, School Impt., G.O. Bond		2.250%		3/1/2019	Aa3		475,000		490,551
Jamestown City School District, G.O. Bond		3.000%		4/1/2019	A1		200,000		208,152
Kings Park Central School District, G.O. Bond		2.000%		8/1/2020	Aa2		500,000		510,670
Lockport City School District, G.O. Bond, AGM		2.000%		8/1/2019	A1		450,000		457,506
Long Island Power Authority, Prerefunded Balance, Series A, Revenue Bond, NATL		5.250%		6/1/2016	A3		750,000		783,525
Longwood Central School District, Suffolk County, School Impt., G.O. Bond		2.250%		6/15/2018	AA2		590,000		611,122
Mamaroneck, Various Purposes, Public Impt., G.O. Bond		2.000%		7/15/2020	Aa1		335,000		344,196
Metropolitan Transportation Authority, Transit Impt., Prerefunded Balance, Series A, Revenue Bond, NATL		5.000%		11/15/2016	A3		1,545,000		1,640,697
Metropolitan Transportation Authority, Transit Impt., Prerefunded Balance, Series B, Revenue Bond, NATL		5.000%		11/15/2016	A3		2,590,000		2,750,425
Metropolitan Transportation Authority, Transit Impt., Series 2008C, Revenue Bond		6.500%		11/15/2028	A1		1,000,000		1,172,610
Metropolitan Transportation Authority, Transit Impt., Series A, Revenue Bond, NATL		5.250%		11/15/2017	Aa2		1,000,000		1,102,790
Metropolitan Transportation Authority, Transit Impt., Series A, Revenue Bond, NATL		5.250%		11/15/2018	Aa2		200,000		226,996
Metropolitan Transportation Authority, Transit Impt., Series A-2, Revenue Bond		5.000%		11/15/2017	A1		340,000		372,786
Metropolitan Transportation Authority, Transit Impt., Series C, Revenue Bond		5.000%		11/15/2018	A1		650,000		730,704
Metropolitan Transportation Authority, Transit Impt., Series C, Revenue Bond		5.000%		11/15/2019	A1		500,000		574,630

The accompanying notes are an integral part of the financial statements.

4

New York Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1 (UNAUDITED)	PRINCIPAL AMOUNT		VALUE (NOTE 2)
NEW YORK MUNICIPAL BONDS (continued)
Metropolitan Transportation Authority, Transit Impt., Series F, Revenue Bond		5.000%		11/15/2017	A1	$	835,000	$	915,519
Metropolitan Transportation Authority, Transit Impt., Series F, Revenue Bond		5.000%		11/15/2019	A1		1,000,000		1,149,260
Metropolitan Transportation Authority, Transit Impt., Subseries D-2, Revenue Bond3		0.430%		11/15/2044	A1		600,000		596,724
Monroe County Water Authority, Water Utility Impt., Revenue Bond		4.500%		8/1/2016	Aa2		310,000		323,200
Monroe County Water Authority, Water Utility Impt., Revenue Bond		5.000%		8/1/2019	Aa2		455,000		517,754
Monroe County, Public Impt., G.O. Bond, BAM		5.000%		6/1/2018	AA2		500,000		552,745
Naples Central School District, G.O. Bond, BAM		2.500%		6/15/2020	AA2		710,000		742,007
Nassau County Interim Finance Authority, Sales Tax Secured, Series A, Revenue Bond		4.000%		11/15/2016	Aa1		400,000		419,428
Nassau County Sewer & Storm Water Finance Authority, Multi Utility Impt., Series A, Revenue Bond, BHAC		5.000%		11/1/2018	WR4		350,000		395,399
Nassau County Sewer & Storm Water Finance Authority, Series A, Revenue Bond		5.000%		10/1/2022	Aa3		500,000		599,385
Nassau County Sewer & Storm Water Finance Authority, Sewer Impt., Series A, Revenue Bond		5.000%		10/1/2017	Aa3		500,000		547,250
Nassau County Sewer & Storm Water Finance Authority, Sewer Impt., Series A, Revenue Bond		5.000%		10/1/2018	Aa3		500,000		563,325
Nassau County, Public Impt., Series A, G.O. Bond		5.000%		4/1/2018	A2		500,000		551,365
Nassau County, Public Impt., Series A, G.O. Bond		5.000%		4/1/2019	A2		2,425,000		2,740,662
New Rochelle City School District, G.O. Bond		5.000%		12/15/2017	Aa2		365,000		401,547
New York City Transitional Finance Authority, Building Aid, Public Impt., Series S-1, Revenue Bond		5.000%		7/15/2018	Aa2		1,000,000		1,117,330
New York City Transitional Finance Authority, Building Aid, Public Impt., Series S-1, Revenue Bond		5.000%		7/15/2019	Aa2		1,000,000		1,140,840
New York City Transitional Finance Authority, Building Aid, Public Impt., Series S-2, Revenue Bond		5.000%		7/15/2023	Aa2		2,000,000		2,390,560
New York City Transitional Finance Authority, Future Tax Secured, Prerefunded Balance, Revenue Bond		5.000%		8/1/2016	WR4		770,000		808,184
New York City Transitional Finance Authority, Future Tax Secured, Prerefunded Balance, Series B, Revenue Bond		5.000%		5/1/2017	WR4		285,000		307,392
New York City Transitional Finance Authority, Future Tax Secured, Prerefunded Balance, Series B, Revenue Bond		5.000%		5/1/2017	WR4		275,000		296,607
New York City Transitional Finance Authority, Future Tax Secured, Prerefunded Balance, Series D, Revenue Bond		5.000%		11/1/2015	WR4		190,000		193,025

The accompanying notes are an integral part of the financial statements.

5

New York Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1 (UNAUDITED)	PRINCIPAL AMOUNT		VALUE (NOTE 2)
NEW YORK MUNICIPAL BONDS (continued)
New York City Transitional Finance Authority, Future Tax Secured, Prerefunded Balance, Subseries A-1, Revenue Bond		5.000%		8/1/2016	WR4	$	255,000	$	267,645
New York City Transitional Finance Authority, Future Tax Secured, Prerefunded Balance, Subseries A-1, Revenue Bond		5.000%		11/1/2017	Aa1		1,000,000		1,094,690
New York City Transitional Finance Authority, Future Tax Secured, Public Impt., Series E-1, Revenue Bond		5.000%		2/1/2026	Aa1		475,000		569,079
New York City Transitional Finance Authority, Future Tax Secured, Public Impt., Subseries B1, Revenue Bond		5.000%		11/1/2023	Aa1		2,000,000		2,401,820
New York City Transitional Finance Authority, Future Tax Secured, Series B, Revenue Bond		5.000%		11/1/2023	Aa1		2,500,000		2,986,075
New York City Transitional Finance Authority, Future Tax Secured, Series C, Revenue Bond		5.000%		11/1/2025	Aa1		750,000		906,750
New York City Transitional Finance Authority, Future Tax Secured, Unrefunded Balance, Series D, Revenue Bond		5.000%		11/1/2015	Aa1		1,460,000		1,483,886
New York City Water & Sewer System, Prerefunded Balance, Series BB, Revenue Bond		5.000%		6/15/2017	Aa2		200,000		208,964
New York City Water & Sewer System, Series AA, Prerefunded Balance, Revenue Bond		5.000%		6/15/2020	Aa2		950,000		1,060,409
New York City Water & Sewer System, Series AA, Revenue Bond		5.000%		6/15/2021	Aa2		1,905,000		2,124,570
New York City Water & Sewer System, Series BB, Revenue Bond		5.000%		6/15/2020	Aa2		500,000		569,395
New York City Water & Sewer System, Series GG, Revenue Bond		4.000%		6/15/2020	Aa2		700,000		781,060
New York City Water & Sewer System, Series HH, Revenue Bond		5.000%		6/15/2025	Aa2		3,000,000		3,643,590
New York City Water & Sewer System, Water Utility Impt., Prerefunded Balance, Series EE, Revenue Bond		5.000%		6/15/2017	Aa2		450,000		487,764
New York City Water & Sewer System, Water Utility Impt., Prerefunded Balance, Series EE, Revenue Bond		5.000%		6/15/2018	Aa2		175,000		195,501
New York City, Public Impt., Prerefunded Balance, Series A, G.O. Bond		5.000%		8/1/2015	WR4		2,765,000		2,776,254
New York City, Public Impt., Prerefunded Balance, Subseries F-1, G.O. Bond, XLCA		5.000%		9/1/2015	Aa2		490,000		493,920
New York City, Public Impt., Unrefunded Balance, Subseries F-1, G.O. Bond, XLCA		5.000%		9/1/2019	Aa2		10,000		10,082
New York City, Series 1, G.O. Bond		5.000%		8/1/2023	Aa2		2,700,000		3,219,885
New York City, Series A, G.O. Bond, AGM		5.000%		8/1/2015	Aa2		205,000		205,855
New York City, Series C, G.O. Bond		5.000%		8/1/2024	Aa2		4,865,000		5,832,697

The accompanying notes are an integral part of the financial statements.

6

New York Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY DATE			CREDIT RATING1 (UNAUDITED)	PRINCIPAL AMOUNT		VALUE (NOTE 2)
NEW YORK MUNICIPAL BONDS (continued)					��
New York Local Government Assistance Corp., Subseries A-5/6, Revenue Bond		5.500%		4/1/2019		Aa1	$	445,000	$	514,295
New York Municipal Bond Bank Agency, Revenue Bond		4.000%		12/1/2017		AA2		2,000,000		2,147,940
The New York Power Authority, Series A, Revenue Bond		4.000%		11/15/2018		Aa1		220,000		240,544
The New York Power Authority, Series A, Revenue Bond, FGIC		5.000%		11/15/2016		Aa1		900,000		916,245
The New York Power Authority, Series C, Revenue Bond, NATL		5.000%		11/15/2017		Aa1		500,000		548,030
New York State Dormitory Authority, Consolidated Service Contract, Revenue Bond		5.000%		7/1/2019		Aa2		750,000		853,177
New York State Dormitory Authority, Public Impt., Series E, Revenue Bond		5.000%		8/15/2017		Aa1		3,000,000		3,264,450
New York State Dormitory Authority, Rochester Institute of Technology, Prerefunded Balance, Series A, Revenue Bond		5.750%		7/1/2018		A1		500,000		567,855
New York State Dormitory Authority, Rochester Institute of Technology, Revenue Bond		4.000%		7/1/2017		A1		300,000		318,975
New York State Dormitory Authority, School Impt., Series A, Revenue Bond, AGM		3.000%		10/1/2017		A2		750,000		784,260
New York State Dormitory Authority, Series B, Revenue Bond, AGM		4.000%		10/1/2018		AA2		250,000		271,300
New York State Dormitory Authority, Series B, Revenue Bond, AGM		5.000%		4/1/2019		AA2		1,265,000		1,428,185
New York State Dormitory Authority, Series F, Revenue Bond, AGM		5.000%		10/1/2017		A2		2,750,000		3,005,667
New York State Dormitory Authority, Series F, Revenue Bond, AGM		5.000%		10/1/2018		A2		500,000		561,615
New York State Dormitory Authority, University & College Impt., Series A, Revenue Bond		5.000%		3/15/2017		Aa1		500,000		536,720
New York State Dormitory Authority, University & College Impt., Series A, Revenue Bond		5.000%		7/1/2020		Aa3		225,000		256,435
New York State Environmental Facilities Corp., Revenue Bond		5.000%		6/15/2017		Aaa		1,000,000		1,082,770
New York State Environmental Facilities Corp., Revenue Bond		5.000%		6/15/2025		Aaa		1,000,000		1,167,500
New York State Environmental Facilities Corp., Subseries A, Revenue Bond		5.000%		6/15/2020		Aaa		1,250,000		1,463,925
New York State Thruway Authority Highway & Bridge Trust Fund, Series B, Revenue Bond		5.000%		4/1/2018		AA2		225,000		249,473
New York State Thruway Authority Highway & Bridge Trust Fund, Series B, Revenue Bond		5.000%		4/1/2019		AA2		350,000		392,395
New York State Thruway Authority, Highway Impt., Series A, Revenue Bond		5.000%		3/15/2017		Aa1		470,000		504,352

The accompanying notes are an integral part of the financial statements.

7

New York Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1 (UNAUDITED)	PRINCIPAL AMOUNT		VALUE (NOTE 2)
NEW YORK MUNICIPAL BONDS (continued)
New York State Thruway Authority, Highway Impt., Series A, Revenue Bond		5.000%		3/15/2020	Aa1	$	550,000	$	638,314
New York State Thruway Authority, Highway Impt., Series I, Revenue Bond		5.000%		1/1/2018	A2		590,000		646,805
New York State Thruway Authority, Highway Impt., Series I, Revenue Bond		4.000%		1/1/2019	A2		525,000		570,376
New York State Thruway Authority, Prerefunded Balance, Series B, Revenue Bond AMBAC		5.000%		10/1/2015	WR4		335,000		339,020
New York State Thruway Authority, Revenue Bond		5.000%		4/1/2018	AA2		2,025,000		2,245,259
New York State Thruway Authority, Unrefunded Balance, Series B, Revenue Bond AMBAC		5.000%		4/1/2019	AA2		2,165,000		2,191,023
New York State Urban Development Corp., Personal Income Tax, Series D, Revenue Bond,		5.000%		3/15/2022	Aa1		3,185,000		3,767,027
New York State Urban Development Corp., Public Impt., Series A, Revenue Bond		5.000%		3/15/2023	Aa1		1,285,000		1,502,679
New York State Urban Development Corp., Public Impt., Series A-2, Revenue Bond, AMBAC		5.500%		3/15/2017	Aa1		505,000		546,188
New York State Urban Development Corp., Public Impt., Series B, Revenue Bond		5.000%		3/15/2017	Aa1		675,000		724,336
New York State Urban Development Corp., Service Contract, Series D, Revenue Bond		5.250%		1/1/2017	AA2		1,500,000		1,603,260
New York State, Water Utility Impt., Series A, G.O. Bond		5.000%		3/1/2018	Aa1		3,440,000		3,811,864
New York State, Water Utility Impt., Series A, G.O. Bond		5.000%		3/1/2021	Aa1		1,000,000		1,182,610
New York State, Water Utility Impt., Series E, G.O. Bond		5.000%		12/15/2019	Aa1		565,000		654,558
Niagara County, Water Utility Impt., G.O. Bond		2.000%		2/1/2020	Aa3		500,000		511,220
Niagara-Wheatfield Central School District, Prerefunded Balance, G.O. Bond, NATL		4.125%		2/15/2019	A2		610,000		644,410
Niagara-Wheatfield Central School District, Prerefunded Balance, G.O. Bond, NATL		4.125%		2/15/2020	A2		850,000		897,949
Niskayuna Central School District, G.O. Bond		3.000%		4/15/2018	AA2		360,000		379,620
North Colonie Central School District, G.O. Bond		4.000%		7/15/2020	AA2		400,000		447,240
Oneida County, Public Impt., G.O. Bond, AGM		2.500%		5/15/2019	A1		500,000		523,385
Oneida County, Public Impt., G.O. Bond, AGM		3.000%		5/1/2020	A1		400,000		416,808
Onondaga County Water Authority, Water Utility Impt., Series A, Revenue Bond		3.000%		9/15/2017	Aa3		195,000		203,521
Onondaga County Water Authority, Water Utility Impt., Series A, Revenue Bond, BAM		3.000%		9/15/2018	Aa3		200,000		211,118
Onondaga County, Public Impt., G.O. Bond		4.000%		5/1/2017	Aa2		500,000		530,020
Onondaga County, Public Impt., G.O. Bond		4.000%		5/1/2018	Aa2		1,400,000		1,519,756
Onondaga County, Public Impt., G.O. Bond		5.000%		5/1/2020	Aa2		250,000		291,727
Onondaga County, Public Impt., G.O. Bond		5.000%		5/15/2022	Aa2		1,000,000		1,195,930
Onondaga County, Public Impt., G.O. Bond		5.000%		5/15/2023	Aa2		1,000,000		1,210,520

The accompanying notes are an integral part of the financial statements.

8

New York Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1 (UNAUDITED)	PRINCIPAL AMOUNT		VALUE (NOTE 2)
NEW YORK MUNICIPAL BONDS (continued)
Onondaga County, Public Impt., Series A, G.O. Bond		5.000%		3/1/2017	Aa2	$	220,000	$	235,880
Orange County, Public Impt., G.O. Bond, AGM		2.000%		8/15/2017	Aa3		260,000		265,910
Orange County, Series A, G.O. Bond		5.000%		7/15/2015	Aa3		500,000		501,010
Orange County, Series A, G.O. Bond		5.000%		7/15/2017	Aa3		550,000		596,503
Ossining Union Free School District, School Impt., G.O. Bond		2.250%		9/1/2016	Aa2		730,000		745,877
Pittsford Central School District, G.O. Bond		4.000%		10/1/2021	Aa1		350,000		394,013
Port Authority of New York & New Jersey, Airport & Marina Impt., Consolidated Series 189, Revenue Bond		5.000%		5/1/2024	Aa3		800,000		969,200
Port Authority of New York & New Jersey, Airport & Marina Impt., Series 179, Revenue Bond		5.000%		12/1/2016	Aa3		460,000		489,408
Port Authority of New York & New Jersey, Airport & Marina Impt., Series 179, Revenue Bond		5.000%		12/1/2018	Aa3		400,000		451,412
Port Authority of New York & New Jersey, Airport & Marina Impt., Series 179, Revenue Bond		5.000%		12/1/2024	Aa3		765,000		918,000
Port Authority of New York & New Jersey, Consolidated Series 184, Revenue Bond		5.000%		9/1/2025	Aa3		2,500,000		3,025,925
Port Authority of New York & New Jersey, Series 180, Revenue Bond		4.000%		6/1/2016	Aa3		400,000		413,244
Port Authority of New York & New Jersey, Series 180, Revenue Bond		4.000%		6/1/2019	Aa3		200,000		220,676
Port Washington Union Free School District, G.O. Bond		4.000%		7/1/2017	Aa1		300,000		318,975
Putnam County, Parking Facility Impt., G.O. Bond		2.000%		11/15/2018	Aa2		300,000		308,721
Rensselaer County, Nursing Homes, Public Impt., G.O. Bond		2.000%		7/15/2020	AA2		930,000		943,215
Rochester, School Impt., Series A, G.O. Bond, AMBAC		5.000%		8/15/2022	Aa3		95,000		111,582
Rochester, School Impt., Series II, G.O. Bond		5.000%		2/1/2019	Aa3		1,625,000		1,837,193
Roslyn Union Free School District, G.O. Bond		5.000%		10/15/2020	Aa1		215,000		251,335
Sachem Central School District, G.O. Bond		3.000%		7/15/2016	AA2		1,005,000		1,031,009
Sachem Central School District, G.O. Bond, NATL		5.250%		10/15/2017	A3		225,000		246,659
Scarsdale Union Free School District, G.O. Bond		5.000%		2/1/2017	Aaa		320,000		342,022
Shenendehowa Central School District, G.O. Bond		4.000%		7/15/2020	AA2		475,000		533,800
South Glens Falls Central School District, Unrefunded Balance, G.O. Bond, NATL		5.375%		6/15/2018	A1		95,000		97,217
South Jefferson Central School District, G.O. Bond, BAM		2.000%		6/15/2019	AA2		710,000		722,737
South Orangetown Central School District, G.O. Bond		3.000%		8/1/2015	Aa2		230,000		230,531
Suffolk County Water Authority, Revenue Bond		5.000%		6/1/2021	AA2		1,225,000		1,445,941
Suffolk County Water Authority, Revenue Bond		4.000%		6/1/2022	AA2		200,000		223,240
Suffolk County Water Authority, Water Utility Impt., Revenue Bond		5.000%		6/1/2018	AA2		2,000,000		2,226,620

The accompanying notes are an integral part of the financial statements.

9

New York Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1 (UNAUDITED)	PRINCIPAL AMOUNT		VALUE (NOTE 2)
NEW YORK MUNICIPAL BONDS (continued)
Suffolk County Water Authority, Water Utility Impt., Revenue Bond		5.000%		6/1/2019	AA2	$	775,000	$	883,151
Suffolk County Water Authority, Water Utility Impt., Series A, Revenue Bond		5.000%		6/1/2018	AA2		200,000		222,662
Suffolk County, G.O. Bond, AGM		5.000%		2/1/2018	A2		500,000		550,985
Suffolk County, Series B, G.O. Bond, AGM		5.000%		10/1/2019	AA2		1,000,000		1,142,980
Sullivan County, Public Impt., G.O. Bond		2.000%		6/1/2019	AA2		1,015,000		1,044,222
Syracuse, Public Impt., Series A, G.O. Bond, AGM		4.000%		6/1/2018	A1		545,000		589,189
Tonawanda, Public Impt., G.O. Bond		2.000%		6/1/2017	AA2		260,000		265,320
Tonawanda, Public Impt., G.O. Bond		2.000%		6/1/2018	AA2		365,000		373,034
Tonawanda, Public Impt., G.O. Bond		2.000%		6/1/2019	AA2		355,000		361,660
Triborough Bridge & Tunnel Authority, General Purpose, Prerefunded Balance, Series A, Revenue Bond, NATL		4.750%		1/1/2016	AA2		245,000		250,537
Triborough Bridge & Tunnel Authority, Highway Impt., Prerefunded Balance, Series A, Revenue Bond		5.000%		5/15/2018	Aa3		530,000		589,821
Triborough Bridge & Tunnel Authority, Highway Impt., Series A, Revenue Bond		5.000%		11/15/2018	Aa3		890,000		1,004,053
Triborough Bridge & Tunnel Authority, Highway Impt., Series A, Revenue Bond		5.000%		11/15/2019	Aa3		1,075,000		1,241,625
Triborough Bridge & Tunnel Authority, Highway Impt., Series A, Revenue Bond		5.000%		11/15/2023	Aa3		350,000		420,504
Triborough Bridge & Tunnel Authority, Prerefunded Balance, Series C, Revenue Bond		5.000%		11/15/2018	WR4		305,000		344,165
Triborough Bridge & Tunnel Authority, Prerefunded Balance, Subseries D, Revenue Bond		5.000%		11/15/2018	WR4		310,000		350,027
Triborough Bridge & Tunnel Authority, Series A, Revenue Bond		4.000%		11/15/2017	A1		430,000		460,276
Triborough Bridge & Tunnel Authority, Series B, Revenue Bond		5.000%		11/15/2017	Aa3		350,000		383,967
Triborough Bridge & Tunnel Authority, Series B, Revenue Bond		4.000%		11/15/2018	Aa3		250,000		274,043
Triborough Bridge & Tunnel Authority, Series B, Revenue Bond		5.000%		11/15/2019	Aa3		820,000		947,100
Triborough Bridge & Tunnel Authority, Series B, Revenue Bond		5.000%		11/15/2022	Aa3		1,000,000		1,193,210
Triborough Bridge & Tunnel Authority, Series B, Revenue Bond		5.000%		11/15/2024	Aa3		1,000,000		1,188,990
Triborough Bridge & Tunnel Authority, Series C, Revenue Bond		5.000%		11/15/2018	Aa3		500,000		564,605
Ulster County, Public Impt., G.O. Bond		4.000%		11/15/2019	AA2		510,000		565,391
Union Endicott Central School District, G.O. Bond, BAM		2.125%		6/15/2019	AA2		580,000		596,524
Voorheesville Central School District, G.O. Bond		5.000%		6/15/2021	AA2		500,000		583,920
Warren County, Public Impt., G.O. Bond, AGM		4.000%		7/15/2020	AA2		500,000		547,290
Wayne County, Public Impt., G.O. Bond		3.000%		6/1/2021	Aa2		295,000		314,340

The accompanying notes are an integral part of the financial statements.

10

New York Tax Exempt Series

Investment Portfolio - June 30, 2015

(unaudited)

	COUPON RATE			MATURITY DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT/  SHARES		VALUE (NOTE 2)
NEW YORK MUNICIPAL BONDS (continued)
Webster Central School District, G.O. Bond		4.000%			10/1/2018		AA2	$	375,000	$	408,641
Wellsville Central School District, G.O. Bond, AGM		4.000%			6/15/2016		A2		950,000		979,897
Westchester County, Prerefunded Balance, Series A, G.O. Bond		3.000%			10/15/2017		WR4		5,000		5,245
Westchester County, Unrefunded Balance, Series A, G.O. Bond		3.000%			10/15/2017		Aa1		410,000		430,935
Westchester County, Unrefunded Balance, Series C, G.O. Bond		5.000%			11/1/2017		Aa1		495,000		543,451
Wilson Central School District, G.O. Bond		3.000%			6/15/2018		Aa3		420,000		441,412
Yonkers, Public Impt., Series C, G.O. Bond, AGM		2.000%			10/15/2017		A2		500,000		510,365
TOTAL MUNICIPAL BONDS
(Identified Cost $179,274,055)											179,653,933
SHORT-TERM INVESTMENT - 1.6%
Dreyfus BASIC New York Municipal Money Market Fund
(Identified Cost $2,930,686)		0.00%	5						2,930,686		2,930,686
TOTAL INVESTMENTS - 100.3%
(Identified Cost $182,204,741)											182,584,619
LIABILITIES, LESS OTHER ASSETS - (0.3%)											(492,076	)
NET ASSETS - 100%										$	182,092,543

KEY:

G.O. Bond - General Obligation Bond

Impt. - Improvement

Scheduled principal and interest payments are guaranteed by:

AGM (Assurance Guaranty Municipal Corp.)

AMBAC (AMBAC Assurance Corp.)

BAM (Build America Mutual Assurance Co.)

BHAC (Berkshire Hathaway Assurance Corp.)

FGIC (Financial Guaranty Insurance Co.)

MAC (Municipal Assurance Corp.)

NATL (National Public Finance Guarantee Corp.)

XLCA (XL Capital Assurance)

The insurance does not guarantee the market value of the municipal bonds.

¹ Credit ratings from Moody’s (unaudited).

² Credit ratings from S&P (unaudited).

³ The coupon rate is floating and is the effective rate as of June 30, 2015.

⁴ Credit rating has been withdrawn. As of June 30, 2015, there is no rating available (unaudited).

⁵ Rate shown is the current yield as of June 30, 2015. Rate is less than 0.01%.

The accompanying notes are an integral part of the financial statements.

11

New York Tax Exempt Series

Statement of Assets and Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments, at value (identified cost $182,204,741) (Note 2)	$	182,584,619
Interest receivable		1,574,071
Prepaid expenses		251
TOTAL ASSETS		184,158,941
LIABILITIES:
Due to custodian		37,689
Accrued management fees (Note 3)		80,714
Accrued fund accounting and administration fees (Note 3)		18,571
Accrued transfer agent fees (Note 3)		1,596
Accrued Chief Compliance Officer service fees (Note 3)		382
Payable for fund shares repurchased		1,908,027
Other payables and accrued expenses		19,419
TOTAL LIABILITIES		2,066,398
TOTAL NET ASSETS	$	182,092,543
NET ASSETS CONSIST OF:
Capital stock	$	175,121
Additional paid-in-capital		181,244,412
Undistributed net investment income		288,990
Accumulated net realized gain on investments		4,142
Net unrealized appreciation (depreciation) on investments		379,878
TOTAL NET ASSETS	$	182,092,543
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class A ($182,092,543/17,512,067 shares)	$	10.40

The accompanying notes are an integral part of the financial statements.

12

New York Tax Exempt Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Interest	$	1,132,563
Dividends		1
Total Investment Income		1,132,564
EXPENSES:
Management fees (Note 3)		458,368
Fund accounting and administration fees (Note 3)		40,605
Transfer agent fees (Note 3)		2,251
Directors’ fees (Note 3)		1,706
Chief Compliance Officer service fees (Note 3)		1,224
Custodian fees		3,624
Miscellaneous		27,757
Total Expenses		535,535
NET INVESTMENT INCOME		597,029
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments		4,142
Net change in unrealized appreciation (depreciation) on investments		(558,065	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS		(553,923	)
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	43,106

The accompanying notes are an integral part of the financial statements.

13

New York Tax Exempt Series

Statements of Changes in Net Assets

	FOR THE SIX  MONTHS ENDED    6/30/15  (UNAUDITED)				FOR THE  YEAR ENDED  12/31/14
INCREASE IN NET ASSETS:
OPERATIONS:
Net investment income		$	597,029			$	1,160,455
Net realized gain on investments			4,142				515,310
Net change in unrealized appreciation (depreciation) on investments			(558,065	)			560,816
Net increase from operations			43,106				2,236,581
DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income			(533,838	)			(1,062,965	)
From net realized gain on investments			—				(789,676	)
Total distributions to shareholders			(533,838	)			(1,852,641	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase from capital share transactions (Note 5)			1,854,017				16,509,561
Net increase in net assets			1,363,285				16,893,501
NET ASSETS:
Beginning of period			180,729,258				163,835,757
End of period (including undistributed net investment income of $288,990 and $225,799, respectively)		$	182,092,543			$	180,729,258

The accompanying notes are an integral part of the financial statements.

14

New York Tax Exempt Series

Financial Highlights

	FOR THE SIX  MONTHS ENDED				FOR THE YEARS ENDED
	6/30/15  (UNAUDITED)				12/31/14				12/31/13				12/31/12				12/31/11				12/31/10
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period			$10.42				$10.40				$10.78				$10.63				$10.19				$10.55
Income (loss) from investment operations:
Net investment income1			0.03				0.07				0.17				0.19				0.28				0.36
Net realized and unrealized gain (loss) on investments			(0.02	)			0.07				(0.36	)			0.16				0.56				(0.32	)
Total from investment operations			0.01				0.14				(0.19	)			0.35				0.84				0.04
Less distributions to shareholders:
From net investment income			(0.03	)			(0.07	)			(0.16	)			(0.20	)			(0.27	)			(0.39	)
From net realized gain on investments			—				(0.05	)			(0.03	)			—	2			(0.13	)			(0.01	)
Total distributions to shareholders			(0.03	)			(0.12	)			(0.19	)			(0.20	)			(0.40	)			(0.40	)
Net asset value - End of period			$10.40				$10.42				$10.40				$10.78				$10.63				$10.19
Net assets - End of period (000’s omitted)		$	182,093			$	180,729			$	163,836			$	162,785			$	158,092			$	136,225
Total return3			0.10%				1.28%				(1.72%	)			3.31%				8.37%				0.32%
Ratios (to average net assets)/Supplemental Data:
Expenses*			0.58%	4			0.58%				0.60%				0.60%				0.61%				0.61%
Net investment income			0.65%	4			0.68%				1.57%				1.72%				2.66%				3.41%
Portfolio turnover			25%				43%				33%				7%				48%				7%
* For certain periods presented, the investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amounts:
			N/A				N/A				N/A				N/A				N/A				0.00%	5

¹Calculated based on average shares outstanding during the periods.

²Less than $0.01 per share.

³Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during certain periods. Periods less than one year are not annualized.

⁴Annualized.

⁵Less than 0.01%.

The accompanying notes are an integral part of the financial statements.

15

New York Tax Exempt Series

Notes to Financial Statements

(unaudited)

1. Organization

New York Tax Exempt Series (the “Series”) is a no-load diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

The Series’ investment objective is to provide as high a level of current income exempt from federal income tax and New York State personal income tax as the Advisor believes is consistent with the preservation of capital.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 100 million have been designated as New York Tax Exempt Series Class A common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Municipal securities will normally be valued on the basis of market valuations provided by an independent pricing service (the “Service”). The Service utilizes the latest price quotations and a matrix system (which considers such factors as security prices of similar securities, yields, maturities and ratings). The Service has been approved by the Fund’s Board of Directors (the “Board”).

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Board. Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

16

New York Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Debt securities:
States and political subdivisions (municipals)	$	179,653,933	$	—	$	179,653,933	$	—
Mutual fund		2,930,686		2,930,686		—		—
Total assets	$	182,584,619	$	2,930,686	$	179,653,933	$	—

There were no Level 3 securities held by the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense.

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction and various states, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2011 through December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Distributions of Income and Gains

Distributions to shareholders of net investment income are made quarterly. Distributions of net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

17

New York Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.50% of the Series’ average daily net assets.

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Advisor has contractually agreed, until at least April 30, 2016, to waive its management fee and, if necessary, pay other operating expenses of the Series in order to maintain total direct annual fund operating expenses for the Series at no more than 0.85% of average daily net assets each year. The Advisor did not waive any fees for the six months ended June 30, 2015. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed in prior years.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each series’ relative net assets or number of accounts, depending on the expense.

18

New York Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

4. Purchases and Sales Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $55,293,549 and $43,354,363, respectively. There were no purchases or sales of U.S. Government securities.

5. Capital Stock Transactions

Transactions in shares of New York Tax Exempt Series were:

	FOR THE SIX MONTHS ENDED 6/30/15							FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT				SHARES			AMOUNT
Sold		1,124,831			$	11,749,442			2,760,068			$	28,891,095
Reinvested		48,251				501,092			169,423				1,771,520
Repurchased		(998,002	)			(10,396,517	)		(1,350,557	)			(14,153,054	)
Total		175,080			$	1,854,017			1,578,934			$	16,509,561

Over 90% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion. No shareholder exceeds the 10% threshold.

6. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2015.

7. Concentration of Credit

The Series primarily invests in debt obligations issued by the State of New York and its political subdivisions, agencies and public authorities to obtain funds for various public purposes. The Series is more susceptible to factors adversely affecting issues of New York municipal securities than is a municipal bond fund that is not concentrated in these issues to the same extent.

8. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

19

New York Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

8. Federal Income Tax Information (continued)

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2014, were as follows:

Tax exempt income	$1,063,499
Long-term capital gains	789,142

At June 30, 2015, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized appreciation were as follows:

Cost for federal income tax purposes	$	182,204,741
Unrealized appreciation		728,046
Unrealized depreciation		(348,168	)
Net unrealized appreciation	$	379,878

20

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21

New York Tax Exempt Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange
Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNNYT-6/15-SAR

Core Bond Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Series’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Series’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in the Series and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING ACCOUNT VALUE                           1/1/15	ENDING ACCOUNT VALUE                           6/30/15	EXPENSES PAID DURING PERIOD*                      1/1/15-6/30/15
Actual	$1,000.00	$1,005.60	$3.43
Hypothetical (5% return before expenses)	$1,000.00	$1,021.37	$3.46

*Expenses are equal to the Series’ annualized expense ratio (for the six-month period) of 0.69%, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year.

1

Core Bond Series

Portfolio Composition as of June 30, 2015

(unaudited)

2

Core Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT   RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
CORPORATE BONDS - 48.4%
Convertible Corporate Bonds - 0.3%
Consumer Discretionary - 0.3%
Internet & Catalog Retail - 0.3%
The Priceline Group, Inc., 0.35%, 6/15/2020 (Identified Cost $800,737)		BBB2	$	655,000	$	726,231
Non-Convertible Corporate Bonds - 48.1%
Consumer Discretionary - 4.3%
Automobiles - 0.5%
Ford Motor Credit Co. LLC, 8.125%, 1/15/2020		Baa3		1,000,000		1,221,182
Household Durables - 0.9%
NVR, Inc., 3.95%, 9/15/2022		Baa2		1,775,000		1,799,602
Whirlpool Corp., 2.40%, 3/1/2019		Baa2		385,000		388,541
						2,188,143
Media - 2.6%
21st Century Fox America, Inc., 6.90%, 3/1/2019		Baa1		615,000		714,095
DIRECTV Holdings LLC - DIRECTV Financing Co., Inc., 5.20%, 3/15/2020		Baa2		1,280,000		1,411,732
Discovery Communications LLC, 5.05%, 6/1/2020		Baa2		635,000		695,389
NBCUniversal Media LLC, 4.375%, 4/1/2021		A3		1,100,000		1,191,384
Time Warner Entertainment Co. LP, 8.375%, 7/15/2033		Baa2		1,800,000		2,209,356
						6,221,956
Textiles, Apparel & Luxury Goods - 0.3%
Coach, Inc., 4.25%, 4/1/2025		Baa2		735,000		705,908
Total Consumer Discretionary						10,337,189
Consumer Staples - 0.3%
Beverages - 0.3%
Anheuser-Busch InBev Worldwide, Inc. (Belgium), 7.75%, 1/15/2019		A2		350,000		415,431
Pernod-Ricard S.A. (France)3, 5.75%, 4/7/2021		Baa3		375,000		422,203
Total Consumer Staples						837,634
Energy - 7.1%
Energy Equipment & Services - 1.1%
Baker Hughes, Inc., 7.50%, 11/15/2018		A2		885,000		1,039,752
Ensco plc, 5.20%, 3/15/2025		Baa1		775,000		767,300
Schlumberger Oilfield plc3, 4.20%, 1/15/2021		Aa3		730,000		784,387
						2,591,439
Oil, Gas & Consumable Fuels - 6.0%
BP Capital Markets plc (United Kingdom), 1.674%, 2/13/2018		A2		750,000		752,629
BP Capital Markets plc (United Kingdom), 3.535%, 11/4/2024		A2		750,000		743,120
CNOOC Finance 2015 Australia Pty. Ltd. (China), 2.625%, 5/5/2020		Aa3		800,000		789,542
Columbia Pipeline Group, Inc.3, 2.45%, 6/1/2018		Baa2		1,200,000		1,209,266
Columbia Pipeline Group, Inc.3, 4.50%, 6/1/2025		Baa2		600,000		590,247

The accompanying notes are an integral part of the financial statements.

3

Core Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT   RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Energy (continued)
Oil, Gas & Consumable Fuels (continued)
ConocoPhillips Co., 3.35%, 5/15/2025		A1	$	1,100,000	$	1,087,991
El Paso Natural Gas Co. LLC, 8.625%, 1/15/2022		Baa3		180,000		222,020
Hess Corp., 8.125%, 2/15/2019		Baa2		630,000		745,855
Hiland Partners LP - Hiland Partners Finance Corp.3, 7.25%, 10/1/2020		Baa3		500,000		540,000
Kinder Morgan Energy Partners LP, 4.30%, 5/1/2024		Baa3		2,500,000		2,467,110
Kinder Morgan, Inc.3, 5.625%, 11/15/2023		Baa3		1,650,000		1,755,169
Petrobras Global Finance B.V. (Brazil)4, 1.896%, 5/20/2016		Ba2		1,200,000		1,182,228
Petroleos Mexicanos (Mexico), 5.75%, 3/1/2018		A3		680,000		739,724
Petroleos Mexicanos (Mexico)3, 4.50%, 1/23/2026		A3		1,150,000		1,124,010
Talisman Energy, Inc. (Canada), 3.75%, 2/1/2021		Baa3		780,000		772,183
						14,721,094
Total Energy						17,312,533
Financials - 26.9%
Banks - 9.2%
Bank of America Corp., 5.42%, 3/15/2017		Baa3		1,193,000		1,264,106
Bank of America Corp., 5.70%, 5/2/2017		Baa3		1,100,000		1,173,576
Bank of America Corp., 4.00%, 1/22/2025		Baa3		625,000		608,934
The Bank of Nova Scotia (Canada), 1.85%, 4/14/2020		Aaa		1,250,000		1,235,975
Barclays Bank plc (United Kingdom)3, 6.05%, 12/4/2017		Baa3		555,000		603,862
Barclays Bank plc (United Kingdom)3, 10.179%, 6/12/2021		Baa3		1,750,000		2,318,573
BBVA Bancomer S.A. (Mexico)3, 6.75%, 9/30/2022		Baa2		1,185,000		1,304,981
Citigroup, Inc., 3.875%, 3/26/2025		Baa3		765,000		732,797
Citigroup, Inc.4, 0.832%, 8/25/2036		Baa3		1,000,000		779,152
Intesa Sanpaolo S.p.A. (Italy), 2.375%, 1/13/2017		Baa1		770,000		773,784
Intesa Sanpaolo S.p.A. (Italy), 3.875%, 1/15/2019		Baa1		800,000		823,066
Intesa Sanpaolo S.p.A. (Italy)3, 6.50%, 2/24/2021		Baa1		800,000		912,631
JPMorgan Chase & Co., 4.95%, 3/25/2020		A3		1,500,000		1,653,413
Lloyds Bank plc (United Kingdom)3, 6.50%, 9/14/2020		Baa2		3,745,000		4,316,506
National Australia Bank Ltd. (Australia)3, 2.00%, 2/22/2019		Aaa		775,000		783,923
National Bank of Canada (Canada)3, 1.40%, 4/20/2018		Aaa		800,000		797,689
Santander Bank N.A., 8.75%, 5/30/2018		Baa2		650,000		757,650
Santander Holdings USA, Inc., 2.65%, 4/17/2020		Baa2		750,000		737,333
Santander Issuances S.A.U. (Spain)3, 5.911%, 6/20/2016		Baa2		750,000		778,400
						22,356,351
Capital Markets - 5.0%
Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A. (Netherlands)5,6, 8.375%		WR7		1,150,000		1,201,605
The Goldman Sachs Group, Inc., 5.625%, 1/15/2017		Baa2		1,000,000		1,058,917
The Goldman Sachs Group, Inc., 7.50%, 2/15/2019		A3		1,100,000		1,292,070
The Goldman Sachs Group, Inc.4, 1.884%, 11/29/2023		A3		755,000		767,354

The accompanying notes are an integral part of the financial statements.

4

Core Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT   RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Financials (continued)
Capital Markets (continued)
The Goldman Sachs Group, Inc., 3.75%, 5/22/2025		A3	$	1,200,000	$	1,184,210
Morgan Stanley, 5.95%, 12/28/2017		A3		1,500,000		1,648,823
Morgan Stanley, 2.125%, 4/25/2018		A3		1,400,000		1,409,461
Morgan Stanley, 5.00%, 11/24/2025		Baa2		950,000		994,516
TD Ameritrade Holding Corp., 2.95%, 4/1/2022		A3		1,000,000		991,507
UBS AG (Switzerland)4, 7.25%, 2/22/2022		BBB2		475,000		499,882
UBS AG (Switzerland), 7.625%, 8/17/2022		BBB2		435,000		509,820
UBS AG (Switzerland)4, 4.75%, 5/22/2023		BBB2		510,000		514,062
						12,072,227
Diversified Financial Services - 2.9%
General Electric Capital Corp.5,8, 7.125%		Baa1		850,000		980,687
General Electric Capital Corp.4, 0.659%, 5/5/2026		A1		1,270,000		1,211,703
ING Bank N.V. (Netherlands)3, 5.80%, 9/25/2023		Baa2		735,000		802,549
ING Bank N.V. (Netherlands)4, 4.125%, 11/21/2023		Baa2		1,590,000		1,633,223
Peachtree Corners Funding Trust3, 3.976%, 2/15/2025		Baa2		1,350,000		1,338,752
Voya Financial, Inc., 2.90%, 2/15/2018		Baa2		1,150,000		1,180,125
						7,147,039
Insurance - 6.0%
Aegon N.V. (Netherlands)4,5, 2.619%		Baa1		875,000		760,725
American International Group, Inc., 4.875%, 6/1/2022		Baa1		2,450,000		2,687,447
American International Group, Inc., 4.125%, 2/15/2024		Baa1		1,700,000		1,764,046
Assured Guaranty US Holdings, Inc., 5.00%, 7/1/2024		Baa2		4,750,000		4,658,605
AXA S.A. (France)4,5, 2.007%		A3		1,725,000		1,518,000
First American Financial Corp., 4.30%, 2/1/2023		Baa3		915,000		906,730
The Hartford Financial Services Group, Inc., 5.125%, 4/15/2022		Baa2		1,000,000		1,109,027
Prudential Financial, Inc.5,9, 5.875%		Baa2		1,130,000		1,194,184
						14,598,764
Real Estate Investment Trusts (REITS) - 3.8%
American Tower Corp., 2.80%, 6/1/2020		Baa3		1,300,000		1,281,935
AvalonBay Communities, Inc., 6.10%, 3/15/2020		Baa1		850,000		977,322
Crown Castle Towers LLC3, 6.113%, 1/15/2020		A2		745,000		848,267
Crown Castle Towers LLC3, 4.883%, 8/15/2020		A2		250,000		271,338
Crown Castle Towers LLC3, 3.222%, 5/15/2022		A2		400,000		393,640
Digital Realty Trust LP, 5.875%, 2/1/2020		Baa2		650,000		730,403
GTP Acquisition Partners I LLC3, 2.35%, 6/15/2020		Aaa		450,000		447,611
HCP, Inc., 4.00%, 6/1/2025		Baa1		1,200,000		1,174,804
Health Care REIT, Inc., 4.95%, 1/15/2021		Baa2		990,000		1,080,711
Health Care REIT, Inc., 4.00%, 6/1/2025		Baa2		800,000		789,570
Host Hotels & Resorts LP, 4.00%, 6/15/2025		Baa2		1,000,000		992,570

The accompanying notes are an integral part of the financial statements.

5

Core Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT   RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Financials (continued)
Real Estate Investment Trusts (REITS) (continued)
Ventas Realty LP - Ventas Capital Corp., 4.75%, 6/1/2021		Baa1	$	300,000	$	325,069
						9,313,240
Total Financials						65,487,621
Health Care - 1.4%
Biotechnology - 0.3%
Amgen, Inc., 2.70%, 5/1/2022		Baa1		775,000		749,241
Health Care Equipment & Supplies - 0.1%
Zimmer Biomet Holdings, Inc., 1.45%, 4/1/2017		Baa3		350,000		350,118
Health Care Providers & Services - 0.6%
Aetna, Inc., 3.50%, 11/15/2024		Baa1		765,000		749,910
Express Scripts Holding Co., 4.75%, 11/15/2021		Baa3		600,000		651,064
						1,400,974
Pharmaceuticals - 0.4%
AbbVie, Inc., 1.80%, 5/14/2018		Baa1		1,000,000		997,061
Total Health Care						3,497,394
Industrials - 2.5%
Aerospace & Defense - 0.3%
Textron, Inc., 7.25%, 10/1/2019		Baa3		600,000		702,273
Airlines - 0.7%
American Airlines Pass-Through Trust, Series 2013-2, Class A, 4.95%, 1/15/2023		A2		792,201		841,714
Southwest Airlines Co., 2.75%, 11/6/2019		Baa1		765,000		776,170
						1,617,884
Commercial Services & Supplies - 0.3%
Waste Management, Inc., 3.125%, 3/1/2025		Baa2		750,000		727,618
Construction & Engineering - 0.3%
Fluor Corp., 3.50%, 12/15/2024		A3		800,000		802,106
Industrial Conglomerates - 0.8%
Siemens Financieringsmaatschappij N.V. (Germany)3, 2.90%, 5/27/2022		A1		2,000,000		1,973,900
Trading Companies & Distributors - 0.1%
Air Lease Corp., 3.375%, 1/15/2019		BBB2		185,000		188,469
Total Industrials						6,012,250
Information Technology - 3.0%
Communications Equipment - 0.7%
QUALCOMM, Inc., 3.00%, 5/20/2022		A1		600,000		595,933
QUALCOMM, Inc., 3.45%, 5/20/2025		A1		1,200,000		1,169,378
						1,765,311

The accompanying notes are an integral part of the financial statements.

6

Core Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT   RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Information Technology (continued)
Internet Software & Services - 1.0%
Alibaba Group Holding Ltd. (China)3, 2.50%, 11/28/2019		A1	$	750,000	$	741,813
Baidu, Inc. (China), 2.75%, 6/9/2019		A3		800,000		800,399
Tencent Holdings Ltd. (China)3, 3.375%, 5/2/2019		A2		825,000		847,045
						2,389,257
IT Services - 0.9%
Fiserv, Inc., 2.70%, 6/1/2020		Baa2		1,200,000		1,197,697
Xerox Corp., 2.80%, 5/15/2020		Baa2		825,000		822,317
						2,020,014
Technology Hardware, Storage & Peripherals - 0.4%
EMC Corp., 2.65%, 6/1/2020		A1		1,020,000		1,030,459
Total Information Technology						7,205,041
Materials - 1.6%
Chemicals - 0.7%
The Dow Chemical Co., 8.55%, 5/15/2019		Baa2		965,000		1,176,560
Eastman Chemical Co., 2.70%, 1/15/2020		Baa2		550,000		548,215
						1,724,775
Metals & Mining - 0.6%
Rio Tinto Finance USA Ltd. (United Kingdom), 3.75%, 9/20/2021		A3		625,000		647,701
Teck Resources Ltd. (Canada), 3.00%, 3/1/2019		Baa3		845,000		814,386
						1,462,087
Paper & Forest Products - 0.3%
Domtar Corp., 4.40%, 4/1/2022		Baa3		735,000		746,958
Total Materials						3,933,820
Telecommunication Services - 0.7%
Diversified Telecommunication Services - 0.5%
Verizon Communications, Inc., 6.35%, 4/1/2019		Baa1		1,000,000		1,142,743
Wireless Telecommunication Services - 0.2%
SBA Tower Trust3, 3.598%, 4/15/2018		Baa3		465,000		463,536
Total Telecommunication Services						1,606,279
Utilities - 0.3%
Independent Power and Renewable Electricity Producers - 0.3%
Exelon Generation Co. LLC, 5.20%, 10/1/2019		Baa2		675,000		742,369
Total Non-Convertible Corporate Bonds
(Identified Cost $116,894,116)						116,972,130
TOTAL CORPORATE BONDS
(Identified Cost $117,694,853)						117,698,361

The accompanying notes are an integral part of the financial statements.

7

Core Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT   RATING1		SHARES/  PRINCIPAL AMOUNT		VALUE (NOTE 2)
PREFERRED STOCK - 0.4%
Financials - 0.4%
Banks - 0.4%
U.S. Bancorp., Series F (non-cumulative), 6.50%10 (Identified Cost $820,000)		Baa1		32,800	$	925,616
ASSET-BACKED SECURITIES - 1.4%
Alterna Funding I LLC, Series 2014-1A, Class NOTE3, 1.639%, 2/15/2021		WR7	$	239,407		239,856
Colony American Homes, Series 2015-1A, Class A3,4, 1.387%, 7/17/2032		Aaa		575,000		568,734
FDIC Trust, Series 2011-R1, Class A3, 2.672%, 7/25/2026		WR7		100,795		103,074
FNA Trust, Series 2014-1A, Class A3, 1.296%, 12/10/2022		WR7		211,625		211,557
Hertz Vehicle Financing LLC, Series 2010-1A, Class A23, 3.74%, 2/25/2017		Aaa		595,000		602,300
Invitation Homes Trust, Series 2015-SFR3, Class A3,4, 1.487%, 8/17/2032		Aaa		600,000		599,416
NextGear Floorplan Master Owner Trust, Series 2014-1A, Class A3, 1.92%, 10/15/2019		Aaa		390,000		391,320
SpringCastle America Funding LLC, Series 2014-AA, Class A3, 2.70%, 5/25/2023		WR7		275,840		277,547
Starwood Retail Property Trust, Series 2014-STAR, Class A3,4, 1.402%, 11/15/2027		AAA2		410,000		407,168
TOTAL ASSET-BACKED SECURITIES
(Identified Cost $3,397,607)						3,400,972
COMMERCIAL MORTGAGE-BACKED SECURITIES - 12.7%
Americold LLC Trust, Series 2010-ARTA, Class A13, 3.847%, 1/14/2029		AAA2		61,846		64,344
Banc of America Commercial Mortgage Trust, Series 2006-4, Class A4, 5.634%, 7/10/2046		Aaa		87,136		89,412
Bear Stearns Commercial Mortgage Securities Trust, Series 2005-PWR9, Class A4A, 4.871%, 9/11/2042		Aaa		9,149		9,142
Bear Stearns Commercial Mortgage Securities Trust, Series 2006-PW12, Class A1A4, 5.709%, 9/11/2038		Aaa		776,063		798,477
Bear Stearns Commercial Mortgage Securities Trust, Series 2006-PW13, Class A4, 5.54%, 9/11/2041		AAA2		765,244		790,266
Bear Stearns Commercial Mortgage Securities Trust, Series 2006-T24, Class AM4, 5.568%, 10/12/2041		A3		200,000		209,470
BWAY Mortgage Trust, Series 2015-1740, Class A3, 2.917%, 1/13/2035		AAA2		400,000		380,358
CFCRE Commercial Mortgage Trust, Series 2011-C1, Class A23, 3.759%, 4/15/2044		Aaa		55,473		56,102
Citigroup Commercial Mortgage Trust, Series 2006-C4, Class A34, 5.775%, 3/15/2049		Aaa		342,773		350,137
COBALT CMBS Commercial Mortgage Trust, Series 2006-C1, Class A4, 5.223%, 8/15/2048		AA2		679,187		706,394

The accompanying notes are an integral part of the financial statements.

8

Core Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT   RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
Commercial Mortgage Pass-Through Certificates, Series 2006-GG7, Class A44, 5.819%, 7/10/2038		Aaa	$	394,952	$	403,713
Commercial Mortgage Pass-Through Certificates, Series 2010-C1, Class A13, 3.156%, 7/10/2046		Aaa		81,543		81,588
Commercial Mortgage Pass-Through Certificates, Series 2015-3BP, Class A3, 3.178%, 2/10/2035		WR7		400,000		392,601
Commercial Mortgage Pass-Through Certificates, Series 2015-LC19, Class A4, 3.183%, 2/10/2048		Aaa		1,100,000		1,089,194
Credit Suisse Commercial Mortgage Trust, Series 2006-C5, Class A1A, 5.297%, 12/15/2039		Aaa		954,968		996,531
Credit Suisse Mortgage Capital Trust, Series 2013-IVR3, Class A13,4, 2.50%, 5/25/2043		AAA2		386,548		365,514
Credit Suisse Mortgage Capital Trust, Series 2013-TH1, Class A13,4, 2.13%, 2/25/2043		AAA2		340,232		314,882
Extended Stay America Trust, Series 2013-ESH7, Class A273, 2.958%, 12/5/2031		Aaa		455,000		456,461
Fannie Mae Multifamily REMIC Trust, Series 2012-M13, Class ASQ2, 1.246%, 8/25/2017		WR7		308,565		310,115
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K014, Class X1 (IO)4, 1.236%, 4/25/2021		WR7		7,843,156		472,221
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K016, Class X1 (IO)4, 1.558%, 10/25/2021		WR7		1,202,567		96,243
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K021, Class X1 (IO)4, 1.498%, 6/25/2022		WR7		9,743,662		812,115
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K030, Class X1 (IO)4, 0.224%, 4/25/2023		Aaa		14,481,161		213,930
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K032, Class X1 (IO)4, 0.122%, 5/25/2023		WR7		8,560,562		71,892
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K706, Class X1 (IO)4, 1.572%, 10/25/2018		Aaa		1,660,158		75,821
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K-P01, Class A2, 1.72%, 1/25/2019		WR7		420,000		421,326
FREMF Mortgage Trust, Series 2011-K15, Class B3,4, 4.949%, 8/25/2044		WR7		170,000		185,942
FREMF Mortgage Trust, Series 2011-K701, Class B3,4, 4.286%, 7/25/2048		A2		160,000		168,191
FREMF Mortgage Trust, Series 2013-K712, Class B3,4, 3.484%, 5/25/2045		A2		360,000		366,434
FREMF Mortgage Trust, Series 2015-K42, Class B3,4, 3.853%, 12/25/2024		A3		380,000		378,133
FREMF Mortgage Trust, Series 2015-K43, Class B3,4, 3.735%, 2/25/2048		WR7		400,000		400,082
GAHR Commercial Mortgage Trust, Series 2015-NRF, Class BFX3,4, 3.382%, 12/15/2019		AA2		400,000		402,687
GAHR Commercial Mortgage Trust, Series 2015-NRF, Class DFX3,4, 3.382%, 12/15/2019		BBB2		220,000		215,518

The accompanying notes are an integral part of the financial statements.

9

Core Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT   RATING1			PRINCIPAL AMOUNT		VALUE (NOTE 2)
COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2005-CB13, Class A44, 5.242%, 1/12/2043		Aaa		$	588,083	$	588,942
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2005-CB13, Class AM4, 5.283%, 1/12/2043		A2			130,000		130,964
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2005-LDP5, Class A44, 5.239%, 12/15/2044		Aaa			170,364		170,746
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2006-LDP7, Class A44, 5.905%, 4/15/2045		Aaa			401,186		410,323
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2010-C2, Class A33, 4.07%, 11/15/2043		AAA	2		200,000		214,742
JP Morgan Mortgage Trust, Series 2013-1, Class 1A23,4, 3.00%, 3/25/2043		WR	7		278,787		271,553
JP Morgan Mortgage Trust, Series 2013-2, Class A23,4, 3.50%, 5/25/2043		AAA	2		305,320		306,918
JP Morgan Mortgage Trust, Series 2014-2, Class 1A13,4, 3.00%, 6/25/2029		AAA	2		333,473		338,814
LB-UBS Commercial Mortgage Trust, Series 2006-C7, Class A1A, 5.335%, 11/15/2038		AAA	2		820,474		859,434
LSTAR Commercial Mortgage Trust, Series 2014-2, Class A23, 2.767%, 1/20/2041		Aaa			330,000		334,727
Merrill Lynch Mortgage Trust, Series 2006-C2, Class A44, 5.742%, 8/12/2043		Aaa			1,153,350		1,190,048
ML-CFC Commercial Mortgage Trust, Series 2006-4, Class A3, 5.172%, 12/12/2049		Aaa			1,137,381		1,182,027
Morgan Stanley Bank of America Merrill Lynch Trust, Series 2014-C15, Class A4, 4.051%, 4/15/2047		Aaa			1,100,000		1,164,917
Morgan Stanley Capital I Trust, Series 2006-IQ12, Class A4, 5.332%, 12/15/2043		AAA	2		2,213,631		2,302,564
Motel 6 Trust, Series 2015-MTL6, Class B3, 3.298%, 2/5/2030		WR	7		350,000		349,089
New Residential Mortgage Loan Trust, Series 2014-3A, Class AFX33,4, 3.75%, 11/25/2054		AAA	2		375,168		384,717
OBP Depositor LLC Trust, Series 2010-OBP, Class A3, 4.646%, 7/15/2045		AAA	2		100,000		109,983
Resource Capital Corp., Series 2013-CRE1, Class A (Cayman Islands)3,4, 1.486%, 12/15/2028		AAA	2		38,914		38,909
SCG Trust, Series 2013-SRP1, Class AJ3,4, 2.136%, 11/15/2026		AAA	2		450,000		451,332
Sequoia Mortgage Trust, Series 2011-2, Class A14, 3.90%, 9/25/2041		WR	7		159,584		164,478
Sequoia Mortgage Trust, Series 2012-2, Class A24, 3.50%, 4/25/2042		WR	7		200,601		202,743
Sequoia Mortgage Trust, Series 2013-7, Class A24, 3.00%, 6/25/2043		AAA	2		239,291		230,617
Sequoia Mortgage Trust, Series 2013-8, Class A14, 3.00%, 6/25/2043		Aaa			326,873		315,228
U.S. Small Business Administration, Series 2015-10A, Class 1, 2.517%, 3/10/2025		WR	7		630,000		631,006
UBS-Barclays Commercial Mortgage Trust, Series 2013-C5, Class A4, 3.185%, 3/10/2046		Aaa			800,000		807,501
Vornado DP LLC Trust, Series 2010-VNO, Class A2FX3, 4.004%, 9/13/2028		AAA	2		245,000		263,044

The accompanying notes are an integral part of the financial statements.

10

Core Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT   RATING1		PRINCIPAL AMOUNT		VALUE (NOTE 2)
COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
Wachovia Bank Commercial Mortgage Trust, Series 2005-C21, Class A44, 5.262%, 10/15/2044		Aaa	$	47,811	$	47,860
Wachovia Bank Commercial Mortgage Trust, Series 2005-C22, Class AM4, 5.334%, 12/15/2044		A2		300,000		303,105
Wachovia Bank Commercial Mortgage Trust, Series 2006-C26, Class A34, 6.011%, 6/15/2045		Aaa		1,030,000		1,059,003
Wells Fargo Commercial Mortgage Trust, Series 2010-C1, Class A23, 4.393%, 11/15/2043		Aaa		275,000		299,639
WF-RBS Commercial Mortgage Trust, Series 2011-C2, Class A43,4, 4.869%, 2/15/2044		Aaa		810,000		897,755
WF-RBS Commercial Mortgage Trust, Series 2014-C19, Class A5, 4.101%, 3/15/2047		Aaa		700,000		750,912
WF-RBS Commercial Mortgage Trust, Series 2014-C20, Class A5, 3.995%, 5/15/2047		Aaa		1,100,000		1,167,541
WinWater Mortgage Loan Trust, Series 2015-1, Class A13,4, 3.50%, 1/20/2045		WR7		348,758		354,345
WinWater Mortgage Loan Trust, Series 2015-3, Class A53,4, 3.50%, 3/20/2045		Aaa		445,962		455,505
TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES
(Identified Cost $31,262,401)						30,896,267
FOREIGN GOVERNMENT BONDS - 1.2%
Brazilian Government International Bond (Brazil), 8.875%, 10/14/2019		Baa2		300,000		372,750
Export-Import Bank of Korea (South Korea), 2.625%, 12/30/2020		Aa3		2,500,000		2,486,502
TOTAL FOREIGN GOVERNMENT BONDS
(Identified Cost $2,863,905)						2,859,252
U.S. GOVERNMENT AGENCIES - 33.2%
Mortgage-Backed Securities - 6.8%
Fannie Mae, Pool #888468, 5.50%, 9/1/2021				378,569		411,416
Fannie Mae, Pool #995233, 5.50%, 10/1/2021				28,896		31,111
Fannie Mae, Pool #888017, 6.00%, 11/1/2021				37,101		40,731
Fannie Mae, Pool #995329, 5.50%, 12/1/2021				259,327		281,251
Fannie Mae, Pool #888136, 6.00%, 12/1/2021				46,114		50,505
Fannie Mae, Pool #888810, 5.50%, 11/1/2022				458,045		497,963
Fannie Mae, Pool #AD0462, 5.50%, 10/1/2024				28,052		30,731
Fannie Mae, Pool #AL5861, 4.50%, 1/1/2031				676,832		731,730
Fannie Mae, Pool #MA1834, 4.50%, 2/1/2034				163,868		178,526
Fannie Mae, Pool #MA1890, 4.00%, 5/1/2034				306,285		328,051
Fannie Mae, Pool #MA2177, 4.00%, 2/1/2035				294,856		315,833
Fannie Mae, Pool #MA2198, 3.50%, 3/1/2035				980,347		1,025,074
Fannie Mae, Pool #828377, 5.50%, 6/1/2035				684,392		770,467
Fannie Mae, Pool #889494, 5.50%, 1/1/2037				737,891		830,575

The accompanying notes are an integral part of the financial statements.

11

Core Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	PRINCIPAL AMOUNT		VALUE (NOTE 2)
U.S. GOVERNMENT AGENCIES (continued)
Mortgage-Backed Securities (continued)
Fannie Mae, Pool #933731, 5.50%, 4/1/2038	$	101,782	$	114,170
Fannie Mae, Pool #889624, 5.50%, 5/1/2038		120,213		134,776
Fannie Mae, Pool #995876, 6.00%, 11/1/2038		323,641		367,730
Fannie Mae, Pool #AD0307, 5.50%, 1/1/2039		120,629		135,242
Fannie Mae, Pool #AD1067, 4.50%, 3/1/2040		810,357		878,381
Fannie Mae, Pool #AL0160, 4.50%, 5/1/2041		808,468		876,261
Fannie Mae, Pool #AB4300, 3.50%, 1/1/2042		333,942		345,174
Fannie Mae, Pool #AQ7871, 3.50%, 12/1/2042		352,546		364,484
Fannie Mae, Pool #AL6294, 4.50%, 11/1/2044		932,687		1,013,487
Freddie Mac, Pool #G11850, 5.50%, 7/1/2020		139,861		149,328
Freddie Mac, Pool #G12610, 6.00%, 3/1/2022		44,653		48,760
Freddie Mac, Pool #G12655, 6.00%, 5/1/2022		32,546		35,642
Freddie Mac, Pool #G12988, 6.00%, 1/1/2023		25,198		27,834
Freddie Mac, Pool #G13078, 6.00%, 3/1/2023		44,843		49,397
Freddie Mac, Pool #D98711, 4.50%, 7/1/2031		236,557		258,102
Freddie Mac, Pool #C91746, 4.50%, 12/1/2033		243,786		265,077
Freddie Mac, Pool #C91754, 4.50%, 3/1/2034		229,038		249,270
Freddie Mac, Pool #C91766, 4.50%, 5/1/2034		250,947		273,509
Freddie Mac, Pool #C91771, 4.50%, 6/1/2034		238,703		261,242
Freddie Mac, Pool #C91780, 4.50%, 7/1/2034		229,742		250,463
Freddie Mac, Pool #C91832, 3.50%, 6/1/2035		1,097,028		1,145,258
Freddie Mac, Pool #G07655, 5.50%, 12/1/2035		228,377		256,158
Freddie Mac, Pool #G05956, 5.50%, 7/1/2038		108,047		120,898
Freddie Mac, Pool #G05671, 5.50%, 8/1/2038		27,396		30,653
Freddie Mac, Pool #G08331, 4.50%, 2/1/2039		905,167		978,713
Freddie Mac, Pool #G05275, 5.50%, 2/1/2039		735,575		831,939
Freddie Mac, Pool #G05900, 6.00%, 3/1/2040		198,078		223,915
Freddie Mac, Pool #G60071, 4.50%, 7/1/2042		758,276		818,287
Freddie Mac, Pool #Q17513, 3.50%, 4/1/2043		286,143		295,082
Freddie Mac, Pool #C09068, 3.50%, 11/1/2044		208,104		214,329
Total Mortgage-Backed Securities
(Identified Cost $16,474,222)				16,537,525
Other Agencies - 26.4%
Fannie Mae, 0.875%, 5/21/2018		26,405,000		26,246,966
Fannie Mae, 2.625%, 9/6/2024		6,985,000		6,987,696
Freddie Mac, 1.00%, 6/29/2017		23,915,000		24,046,222
Freddie Mac, 2.375%, 1/13/2022		6,900,000		6,986,043
Total Other Agencies
(Identified Cost $64,481,433)				64,266,927
TOTAL U.S. GOVERNMENT AGENCIES
(Identified Cost $80,955,655)				80,804,452

The accompanying notes are an integral part of the financial statements.

12

Core Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE (NOTE 2)
SHORT-TERM INVESTMENT - 3.2%
Dreyfus Cash Management, Inc. - Institutional Shares11, 0.04%,
(Identified Cost $7,631,093)		7,631,093	$	7,631,093
TOTAL INVESTMENTS - 100.5%
(Identified Cost $244,625,514)				244,216,013
LIABILITIES, LESS OTHER ASSETS - (0.5%)				(1,099,763	)
NET ASSETS - 100%			$	243,116,250

IO - Interest only

¹Credit ratings from Moody’s (unaudited).

²Credit ratings from S&P (unaudited).

³Restricted securities - Investment in securities that are restricted as to public resale under the Securities Act of 1933, as amended. These securities have been sold under rule 144A and have been determined to be liquid under guidelines established by the Board of Directors. These securities amount to $39,071,179 or 16.1%, of the Series’ net assets as of June 30, 2015 (see Note 2 to the financial statements).

⁴The coupon rate is floating and is the effective rate as of June 30, 2015.

⁵Security is perpetual in nature and has no stated maturity date.

⁶The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on U.S. Treasury Note (5 Year) in July 2016.

⁷Credit rating has been withdrawn. As of June 30, 2015, there is no rating available (unaudited).

⁸The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on LIBOR plus a spread, in June 2022.

⁹The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on LIBOR plus a spread, in September 2022.

¹⁰The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on LIBOR plus a spread, in January 2022.

¹¹Rate shown is the current yield as of June 30, 2015.

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

The accompanying notes are an integral part of the financial statements.

13

Core Bond Series

Statement of Assets and Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments, at value (identified cost $244,625,514) (Note 2)	$	244,216,013
Interest receivable		1,623,969
Receivable for fund shares sold		557,160
Dividends receivable		13,768
TOTAL ASSETS		246,410,910
LIABILITIES:
Accrued management fees (Note 3)		127,050
Accrued fund accounting and administration fees (Note 3)		17,005
Accrued transfer agent fees (Note 3)		1,234
Accrued Chief Compliance Officer service fees (Note 3)		382
Payable for securities purchased		2,353,392
Payable for fund shares repurchased		773,803
Other payables and accrued expenses		21,794
TOTAL LIABILITIES		3,294,660
TOTAL NET ASSETS	$	243,116,250
NET ASSETS CONSIST OF:
Capital stock	$	227,621
Additional paid-in-capital		241,512,980
Undistributed net investment income		713,460
Accumulated net realized gain on investments		1,071,690
Net unrealized appreciation (depreciation) on investments		(409,501	)
TOTAL NET ASSETS	$	243,116,250
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class A ($243,116,250/22,762,124 shares)	$	10.68

The accompanying notes are an integral part of the financial statements.

14

Core Bond Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Interest	$	2,534,915
Dividends		40,194
Total Investment Income		2,575,109
EXPENSES:
Management fees (Note 3)		524,154
Fund accounting and administration fees (Note 3)		36,819
Transfer agent fees (Note 3)		1,605
Directors’ fees (Note 3)		1,437
Chief Compliance Officer service fees (Note 3)		1,224
Custodian fees		5,733
Miscellaneous		34,746
Total Expenses		605,718
NET INVESTMENT INCOME		1,969,391
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments		1,049,551
Net change in unrealized appreciation (depreciation) on investments		(2,668,529	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS		(1,618,978	)
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	350,413

The accompanying notes are an integral part of the financial statements.

15

Core Bond Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED 6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	1,969,391		$	4,492,307
Net realized gain on investments		1,049,551			2,116,134
Net change in unrealized appreciation (depreciation) on investments		(2,668,529	)		(962,167	)
Net increase from operations		350,413			5,646,274
DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income		(1,255,931	)		(4,503,109	)
From net realized gain on investments		—			(1,691,493	)
Total distributions to shareholders		(1,255,931	)		(6,194,602	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase from capital share transactions (Note 5)		91,003,415			457,670
Net increase (decrease) in net assets		90,097,897			(90,658	)
NET ASSETS:
Beginning of period		153,018,353			153,109,011
End of period (including undistributed net investment income of $713,460 and $0, respectively)	$	243,116,250		$	153,018,353

The accompanying notes are an integral part of the financial statements.

16

Core Bond Series

Financial Highlights

	FOR THE SIX MONTHS ENDED				FOR THE YEARS ENDED
	6/30/15 (UNAUDITED)				12/31/14				12/31/13				12/31/12				12/31/11				12/31/10
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period			$10.69				$10.74				$11.56				$11.05				$10.94				$10.38
Income (loss) from investment operations:
Net investment income1			0.12				0.31				0.35				0.41				0.44				0.45
Net realized and unrealized gain (loss) on investments			(0.06	)			0.08				(0.44	)			0.66				0.18				0.48
Total from investment operations			0.06				0.39				(0.09	)			1.07				0.62				0.93
Less distributions to shareholders:
From net investment income			(0.07	)			(0.32	)			(0.36	)			(0.41	)			(0.44	)			(0.37	)
From net realized gain on investments			—				(0.12	)			(0.37	)			(0.15	)			(0.07	)			—
Total distributions to shareholders			(0.07	)			(0.44	)			(0.73	)			(0.56	)			(0.51	)			(0.37	)
Net asset value - End of period			$10.68				$10.69				$10.74				$11.56				$11.05				$10.94
Net assets - End of period (000’s omitted)		$	243,116			$	153,018			$	153,109			$	189,616			$	164,086			$	114,058
Total return2			0.56%				3.62%				(0.79%	)			9.74%				5.68%				8.97%
Ratios (to average net assets)/Supplemental Data:
Expenses*			0.69%	3			0.70%				0.70%				0.70%				0.71%				0.76%
Net investment income			2.25%	3			2.86%				3.09%				3.55%				3.91%				4.10%
Portfolio turnover			57%				57%				56%				31%				18%				23%
*The investment advisor did not impose all or a portion of its management and/or other fees, and in some years may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amounts:
			N/A				N/A				N/A				N/A				N/A				0.00%	4

¹Calculated based on average shares outstanding during the periods.

²Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived during certain periods. Periods less than one year are not annualized.

³Annualized.

⁴Less than 0.01%.

The accompanying notes are an integral part of the financial statements.

17

Core Bond Series

Notes to Financial Statements

(unaudited)

1. Organization

Core Bond Series (the “Series”) is a no-load diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

The Series’ investment objective is to provide long-term total return by investing primarily in fixed income securities.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 125 million have been designated as Core Bond Series Class A common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Portfolio securities, including domestic equities, foreign equities, warrants and options, listed on an exchange other than the NASDAQ Stock Market are valued at the latest quoted sales price of the exchange on which the security is primarily traded. Securities not traded on valuation date or securities not listed on an exchange are valued at the latest quoted bid price provided by the Fund’s pricing service. Securities listed on the NASDAQ Stock Market are valued in accordance with the NASDAQ Official Closing Price.

Debt securities, including government bonds, foreign bonds, asset-backed securities, structured notes, supranational obligations, sovereign bonds, corporate bonds and mortgage-backed securities will normally be valued on the basis of evaluated bid prices provided directly by an independent pricing service. The pricing services use multiple valuation techniques to determine fair value. In instances where sufficient market activity exists, the pricing services may utilize a market-based approach through which quotes from market makers are used to determine fair value. In instances where sufficient market activity may not exist or is limited, the pricing services also utilize proprietary valuation models which may consider market characteristics such as benchmark yield curves, option-adjusted spreads, credit spreads, estimated default rates, coupon rates, anticipated timing of principal repayments, underlying collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair value. Certain investments in securities held by the Series may be valued on a basis of a price provided directly by a principal market maker. These prices may differ from the value that would have been used had a broader market for securities existed.

Municipal securities will normally be valued on the basis of market valuations provided by an independent pricing service that utilizes the latest price quotations and a matrix system (which considers such factors as security prices of similar securities, yields, maturities and ratings).

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

18

Core Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board of Directors (the “Board”). Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Preferred securities:
Financials	$	925,616	$	925,616	$	—	$	—
Debt securities:
U.S. Treasury and other U.S. Government agencies		80,804,452		—		80,804,452		—
Corporate debt:
Consumer Discretionary		10,337,189		—		10,337,189		—
Consumer Staples		837,634		—		837,634		—
Energy		17,312,533		—		17,312,533		—
Financials		65,487,621		—		65,487,621		—
Health Care		3,497,394		—		3,497,394		—
Industrials		6,012,250		—		6,012,250		—
Information Technology		7,205,041		—		7,205,041		—
Materials		3,933,820		—		3,933,820		—
Telecommunication Services		1,606,279		—		1,606,279		—
Utilities		742,369		—		742,369		—
Convertible corporate debt:
Consumer Discretionary		726,231		—		726,231		—
Asset-backed securities		3,400,972		—		3,400,972		—
Commercial mortgage-backed securities		30,896,267		—		30,896,267		—
Foreign government bonds		2,859,252		—		2,859,252		—
Mutual fund		7,631,093		7,631,093		—		—
Total assets	$	244,216,013	$	8,556,709	$	235,659,304	$	—

There were no Level 3 securities held by the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

19

Core Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense.

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Foreign Currency Translation

The books and records of the Series are maintained in U.S. dollars. Foreign currencies, investments and other assets and liabilities are translated into U.S. dollars at the current exchange rates. Purchases and sales of investment securities and income and expenses are translated on the respective dates of such transactions. The Series does not isolate realized and unrealized gains and losses attributable to changes in the exchange rates from gains and losses that arise from changes in the fair value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized foreign currency gains and losses represent foreign currency gains and losses between trade date and settlement date on securities transactions, gains and losses on disposition of foreign currencies and the difference between the amount of income and foreign withholding taxes recorded on the books of the Series and the amounts actually received or paid.

Securities Purchased on a When-Issued Basis or Forward Commitment

The Series may purchase securities on a when-issued basis or forward commitment. These transactions involve a commitment by the Series to purchase securities for a predetermined price with payment and delivery taking place beyond the customary settlement period. When such purchases are outstanding, the Series will designate liquid assets in an amount sufficient to meet the purchase price. When purchasing a security on a delayed delivery basis, the Series assumes the rights and risks of ownership of the security, including the risk of price and yield fluctuations, and takes such fluctuations into account when determining its net asset value. The Series may sell the when-issued securities before they are delivered, which may result in a capital gain or loss. No such investments were held by the Series on June 30, 2015.

In connection with its ability to purchase or sell securities on a forward commitment basis, the Series may enter into forward roll transactions principally using To Be Announced (TBA) securities. Forward roll transactions require the sale of securities for delivery in the current month, and a simultaneous agreement to repurchase substantially similar (same type, coupon and maturity) securities on a specified future date. Risks of entering into forward roll transactions include the potential inability of the counterparty to meet the terms of the agreement; the potential of the Series to receive inferior securities at redelivery as compared to the securities sold to the counterparty; counterparty credit risk; and the potential pay down speed variance between the mortgage-backed pools. During the roll period, the Series forgoes principal and interest paid on the securities. The Series accounts for such dollar rolls as purchases and sales. Information regarding securities purchased on a when-issued basis is included in the Series’ Investment Portfolio. No such investments were held by the Series on June 30, 2015.

Restricted Securities

Restricted securities are purchased in private placement transactions, are not registered under the Securities Act of 1933, as amended, and may have contractual restrictions on resale. Information regarding restricted securities is included at the end of the Series’ Investment Portfolio.

20

Core Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Illiquid Securities

A security may be considered illiquid if so deemed in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board. Securities that are illiquid are marked with the applicable footnote on the Investment Portfolio. No such investments were held by the Series on June 30, 2015.

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2011 through December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

Based on the Series’ understanding of the tax rules and rates related to income, gains and currency purchase/repatriation transactions for foreign jurisdictions in which it invests, the Series will provide for foreign taxes, and where appropriate, deferred foreign tax.

Distributions of Income and Gains

Distributions to shareholders of net investment income are made quarterly. Distributions of net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.60% of the Series’ average daily net assets.

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund

21

Core Bond Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Advisor has contractually agreed, until at least April 30, 2016, to waive its fee and, if necessary, pay other operating expenses of the Series in order to maintain total direct annual fund operating expenses for the Series at no more than 0.80% of average daily net assets each year. The Advisor did not waive any fees for the six months ended June 30, 2015. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed in prior years.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each series’ relative net assets or number of accounts, depending on the expense.

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $93,371,220 and $75,533,780, respectively. Purchases and sales of U.S. Government securities, other than short-term securities, were $97,400,093 and $22,155,836, respectively.

5. Capital Stock Transactions

Transactions in shares of Core Bond Series were:

	FOR THE SIX MONTHS  ENDED 6/30/15						FOR THE YEAR  ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		9,572,086		$	103,146,051			1,832,616		$	19,938,196
Reinvested		110,644			1,184,870			570,845			6,171,326
Repurchased		(1,236,462	)		(13,327,506	)		(2,340,559	)		(25,651,852	)
Total		8,446,268		$	91,003,415			62,902		$	457,670

Over 80% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion.

22

Core Bond Series

Notes to Financial Statements (continued)

(unaudited)

6. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2015.

7. Foreign Securities

Investing in securities of foreign companies and foreign governments involves special risks and considerations not typically associated with investing in securities of domestic companies and the U.S. Government. These risks include revaluation of currencies and future adverse political and economic developments. Moreover, securities of foreign companies and foreign governments and their markets may be less liquid and their prices more volatile than those of comparable domestic companies and the U.S. Government.

8. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2014, were as follows:

Ordinary income	$	4,492,307
Long-term capital gains		1,702,295

At June 30, 2015, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized depreciation were as follows:

Cost for federal income tax purposes	$	244,784,769
Unrealized appreciation		2,057,032
Unrealized depreciation		(2,625,788	)
Net unrealized depreciation	$	(568,756	)

9. Subsequent Event

Effective August 3, 2015, the shares of the Series have been redesignated as Class S Shares and the Series issued Class I Shares. Each class of shares is substantially the same except that Class S shares bear shareholder service fees.

23

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24

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25

Core Bond Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange     Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNCOB-6/15-SAR

Unconstrained Bond Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested in each class at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The Hypothetical lines of each Class in the table below provide information about hypothetical account values and hypothetical expenses based on the Class’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in the Series and other funds. To do so, compare this 5% hypothetical example for the class in which you have invested with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the Hypothetical lines for each Class in the table are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING                  ACCOUNT  VALUE  1/1/15	ENDING  ACCOUNT                   VALUE  6/30/15	EXPENSES PAID      DURING  PERIOD*  1/1/15-6/30/15	ANNUALIZED  EXPENSE RATIO
Class S
Actual	$1,000.00	$1,005.70	$3.73	0.75%
Hypothetical (5% return before expenses)	$1,000.00	$1,021.08	$3.76	0.75%
Class I
Actual	$1,000.00	$1,007.50	$2.49	0.50%
Hypothetical (5% return before expenses)	$1,000.00	$1,022.32	$2.51	0.50%

*Expenses are equal to each Class’ annualized expense ratio (for the six-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year. The Series’ total return would have been lower had certain expenses not been waived during the period.

1

Unconstrained Bond Series

Portfolio Composition as of June 30, 2015

(unaudited)

2

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL AMOUNT2		VALUE (NOTE 2)
LOAN ASSIGNMENTS - 6.8%
Berry Plastics Group, Inc., Term D3, 2/8/2020		BB4		6,163,831	$	6,130,916
Charter Communications Operating LLC, Term E5, 3.00%, 7/1/2020		BB4		7,992,366		7,895,819
Crown Castle Operating Co., 1st Lien Term Loan B25, 3.00%, 1/31/2021		BBB4		7,979,747		7,928,437
NRG Energy, Inc. Term B5, 2.75%, 7/1/2018		BB4		7,989,796		7,920,524
Outfront Media Capital LLC, Term B3, 1/31/2021		BB4		5,000,000		4,982,050
SBA Senior Finance II LLC, Term B3, 3/24/2021		BB4		6,000,000		5,937,300
Valeant Pharmaceuticals International, Inc., Term Loan BD5, 3.50%, 2/13/2019		WR6		6,000,000		5,982,480
Valeant Pharmaceuticals International, Inc., Term Loan D25, 3.50%, 2/13/2019		Ba1		2,000,000		1,994,160
TOTAL LOAN ASSIGNMENTS
(Identified Cost $49,116,244)						48,771,686
CORPORATE BONDS - 67.5%
Non-Convertible Corporate Bonds - 67.5%
Consumer Discretionary - 8.2%
Auto Components - 0.5%
Icahn Enterprises LP - Icahn Enterprises Finance Corp., 3.50%, 3/15/2017		Ba3		2,000,000		2,012,500
Icahn Enterprises LP - Icahn Enterprises Finance Corp., 5.875%, 2/1/2022		Ba3		655,000		667,281
Techniplas LLC7, 10.00%, 5/1/2020		Caa1		795,000		800,963
						3,480,744
Automobiles - 0.8%
Ford Motor Credit Co. LLC5, 1.209%, 11/4/2019		Baa3		6,000,000		5,979,510
Hotels, Restaurants & Leisure - 1.2%
International Game Technology plc (United Kingdom)7, 6.25%, 2/15/2022		Ba2		805,000		768,775
MGM Resorts International, 10.00%, 11/1/2016		B3		7,000,000		7,630,000
						8,398,775
Household Durables - 4.6%
Brookfield Residential Properties, Inc. - Brookfield Residential US Corp. (Canada)7, 6.125%, 7/1/2022		B1		1,120,000		1,103,200
Brookfield Residential Properties, Inc. (Canada)7, 6.375%, 5/15/2025		B1		330,000		323,400
Centex LLC, 6.50%, 5/1/2016		Ba1		1,000,000		1,037,500
DR Horton, Inc., 5.625%, 1/15/2016		Ba1		2,750,000		2,777,500
Jarden Corp., 7.50%, 5/1/2017		B1		7,000,000		7,612,500
Lennar Corp., 12.25%, 6/1/2017		Ba2		7,737,000		9,129,660
Meritage Homes Corp., 7.15%, 4/15/2020		Ba3		450,000		486,000
Meritage Homes Corp., 7.00%, 4/1/2022		Ba3		690,000		736,575
NVR, Inc., 3.95%, 9/15/2022		Baa2		6,225,000		6,311,279
TRI Pointe Holdings, Inc., 4.375%, 6/15/2019		B1		1,180,000		1,156,400

The accompanying notes are an integral part of the financial statements.

3

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL   AMOUNT2		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Consumer Discretionary (continued)
Household Durables (continued)
Weekley Homes LLC - Weekley Finance Corp., 6.00%, 2/1/2023		B2		1,010,000	$	954,450
Whirlpool Corp., 2.40%, 3/1/2019		Baa2		1,615,000		1,629,853
						33,258,317
Media - 1.1%
CCO Holdings LLC - CCO Holdings Capital Corp.7, 5.125%, 5/1/2023		B1		545,000		530,013
CCO Holdings LLC - CCO Holdings Capital Corp.7, 5.375%, 5/1/2025		B1		635,000		618,331
Cogeco Cable, Inc. (Canada)7, 4.875%, 5/1/2020		BB4		705,000		715,575
Columbus International, Inc. (Barbados)7, 7.375%, 3/30/2021		Ba3		1,085,000		1,166,375
DIRECTV Holdings LLC - DIRECTV Financing Co., Inc., 4.45%, 4/1/2024		Baa2		3,620,000		3,704,382
Sirius XM Radio, Inc.7, 5.375%, 4/15/2025		Ba3		795,000		767,175
VTR Finance B.V. (Chile)7, 6.875%, 1/15/2024		B1		695,000		710,186
						8,212,037
Total Consumer Discretionary						59,329,383
Consumer Staples - 1.5%
Beverages - 0.4%
Anheuser-Busch InBev Worldwide, Inc. (Belgium), 7.75%, 1/15/2019		A2		1,600,000		1,899,115
DS Services of America, Inc.7, 10.00%, 9/1/2021		Ba3		635,000		742,950
						2,642,065
Food & Staples Retailing - 0.3%
C&S Group Enterprises LLC7, 5.375%, 7/15/2022		B1		1,115,000		1,048,100
KeHE Distributors LLC - KeHE Finance Corp.7, 7.625%, 8/15/2021		B3		430,000		451,500
Shearer’s Foods LLC - Chip Finance Corp.7, 9.00%, 11/1/2019		B1		455,000		489,125
						1,988,725
Food Products - 0.5%
Kraft Heinz Foods Co.7, 1.60%, 6/30/2017		Baa3		2,000,000		2,000,204
Kraft Heinz Foods Co., 6.75%, 3/15/2032		Baa3		645,000		757,875
Pinnacle Operating Corp.7, 9.00%, 11/15/2020		Caa1		1,095,000		1,086,787
						3,844,866
Household Products - 0.2%
HRG Group, Inc., 7.875%, 7/15/2019		Ba3		1,050,000		1,107,750
HRG Group, Inc., 7.75%, 1/15/2022		Caa1		560,000		546,000
						1,653,750
Tobacco - 0.1%
Vector Group Ltd., 7.75%, 2/15/2021		Ba3		885,000		946,950
Total Consumer Staples						11,076,356

The accompanying notes are an integral part of the financial statements.

4

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL   AMOUNT2		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Energy - 7.3%
Energy Equipment & Services - 0.9%
Calfrac Holdings LP (Canada)7, 7.50%, 12/1/2020		B3		670,000	$	618,678
Ensco plc, 5.20%, 3/15/2025		Baa1		3,900,000		3,861,253
FTS International, Inc., 6.25%, 5/1/2022		Caa2		425,000		312,375
Parker Drilling Co., 6.75%, 7/15/2022		B1		800,000		690,000
Seventy Seven Operating LLC, 6.625%, 11/15/2019		B3		430,000		339,700
Shelf Drilling Holdings Ltd. (United Arab Emirates)7, 8.625%, 11/1/2018		Ba3		600,000		534,000
						6,356,006
Oil, Gas & Consumable Fuels - 6.4%
CNOOC Finance 2015 Australia Pty. Ltd. (China), 2.625%, 5/5/2020		Aa3		3,500,000		3,454,245
Columbia Pipeline Group, Inc.7, 2.45%, 6/1/2018		Baa2		3,500,000		3,527,027
Columbia Pipeline Group, Inc.7, 4.50%, 6/1/2025		Baa2		1,750,000		1,721,554
ConocoPhillips Co.5, 1.176%, 5/15/2022		A1		7,000,000		7,050,785
Energy XXI Gulf Coast, Inc., 7.50%, 12/15/2021		Caa3		1,075,000		346,687
Hiland Partners LP - Hiland Partners Finance Corp.7, 7.25%, 10/1/2020		Baa3		3,400,000		3,672,000
Kinder Morgan, Inc.7, 5.625%, 11/15/2023		Baa3		6,500,000		6,914,303
PBF Holding Co. LLC - PBF Finance Corp., 8.25%, 2/15/2020		Ba3		760,000		803,700
Petrobras Global Finance B.V. (Brazil)5, 1.896%, 5/20/2016		Ba2		5,225,000		5,147,618
Petroleos Mexicanos (Mexico), 5.75%, 3/1/2018		A3		3,330,000		3,622,474
Petroleos Mexicanos (Mexico)7, 4.50%, 1/23/2026		A3		4,500,000		4,398,300
Sabine Pass Liquefaction LLC, 5.625%, 2/1/2021		Ba3		615,000		627,300
Talisman Energy, Inc. (Canada), 3.75%, 2/1/2021		Baa3		3,785,000		3,747,067
WPX Energy, Inc., 6.00%, 1/15/2022		Ba1		900,000		888,750
						45,921,810
Total Energy						52,277,816
Financials - 31.7%
Banks - 12.9%
Bank of America Corp.5, 1.046%, 9/15/2026		Baa3		7,811,000		7,172,248
The Bank of Nova Scotia (Canada), 1.85%, 4/14/2020		Aaa		6,285,000		6,214,482
Bank of Scotland plc (United Kingdom)7, 5.25%, 2/21/2017		Aaa		8,000,000		8,539,416
Barclays Bank plc (United Kingdom)7, 10.179%, 6/12/2021		Baa3		2,540,000		3,365,243
BBVA Bancomer S.A. (Mexico)7, 6.75%, 9/30/2022		Baa2		2,000,000		2,202,500
CIT Group, Inc., 5.00%, 5/15/2017		B1		4,500,000		4,640,400
CIT Group, Inc., 4.25%, 8/15/2017		B1		2,500,000		2,537,500
CIT Group, Inc., 5.25%, 3/15/2018		B1		750,000		775,312
Citigroup, Inc.5,8, 5.95%		Ba2		770,000		743,204
Citigroup, Inc.5, 0.832%, 8/25/2036		Baa3		6,330,000		4,932,032
Intesa Sanpaolo S.p.A. (Italy), 3.875%, 1/15/2019		Baa1		3,200,000		3,292,262
Intesa Sanpaolo S.p.A. (Italy)7, 6.50%, 2/24/2021		Baa1		2,800,000		3,194,209
JPMorgan Chase & Co., 4.95%, 3/25/2020		A3		4,000,000		4,409,100
Lloyds Bank plc (United Kingdom)7,8,9, 12.00%		Ba1		315,000		450,450

The accompanying notes are an integral part of the financial statements.

5

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL AMOUNT2		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Financials (continued)
Banks (continued)
Lloyds Bank plc (United Kingdom)7, 6.50%, 9/14/2020		Baa2		6,430,000	$	7,411,250
National Australia Bank Ltd. (Australia)7, 2.00%, 2/22/2019		Aaa		8,000,000		8,092,112
National Bank of Canada (Canada)7, 1.40%, 4/20/2018		Aaa		8,000,000		7,976,888
Popular, Inc., 7.00%, 7/1/2019		B1		1,520,000		1,520,000
Royal Bank of Scotland Group plc (United Kingdom), 6.10%, 6/10/2023		Ba2		640,000		680,472
Royal Bank of Scotland Group plc (United Kingdom), 5.125%, 5/28/2024		Ba2		3,730,000		3,725,461
Santander Holdings USA, Inc., 2.65%, 4/17/2020		Baa2		3,750,000		3,686,663
The Toronto-Dominion Bank (Canada)7, 1.625%, 9/14/2016		Aaa		7,086,000		7,157,717
						92,718,921
Capital Markets - 4.5%
Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A. (Netherlands)8,10, 8.40%		WR6		2,980,000		3,218,400
The Goldman Sachs Group, Inc., 5.375%, 3/15/2020		A3		3,000,000		3,340,560
The Goldman Sachs Group, Inc.5, 1.884%, 11/29/2023		A3		8,305,000		8,440,895
Morgan Stanley5, 1.417%, 1/27/2020		A3		5,000,000		5,068,805
Morgan Stanley, 5.75%, 1/25/2021		A3		3,940,000		4,488,905
UBS AG (Switzerland)5, 1.133%, 6/1/2020		A2		8,000,000		7,977,088
						32,534,653
Consumer Finance - 2.7%
Ally Financial, Inc., 3.50%, 7/18/2016		B1		2,277,000		2,311,155
Ally Financial, Inc., 2.75%, 1/30/2017		B1		4,000,000		3,982,000
American Express Credit Corp.5, 1.012%, 5/26/2020		A2		7,500,000		7,503,427
CNG Holdings, Inc.7, 9.375%, 5/15/2020		Caa1		775,000		561,875
Navient Corp., 3.875%, 9/10/2015		Ba3		3,450,000		3,454,313
Navient Corp., 6.125%, 3/25/2024		Ba3		1,610,000		1,541,575
						19,354,345
Diversified Financial Services - 2.5%
General Electric Capital Corp.8,11, 7.125%		Baa1		3,105,000		3,582,394
General Electric Capital Corp.5, 0.659%, 5/5/2026		A1		8,800,000		8,396,054
ING Bank N.V. (Netherlands)5, 4.125%, 11/21/2023		Baa2		3,465,000		3,559,193
Jefferies Finance LLC - JFIN Co-Issuer Corp.7, 7.375%, 4/1/2020		B1		575,000		564,937
Jefferies Finance LLC - JFIN Co-Issuer Corp.7, 6.875%, 4/15/2022		B1		410,000		399,750
Peachtree Corners Funding Trust7, 3.976%, 2/15/2025		Baa2		1,750,000		1,735,419
						18,237,747
Insurance - 4.9%
Aegon N.V. (Netherlands)5,8, 2.619%		Baa1		3,866,000		3,361,100
American International Group, Inc., 4.875%, 6/1/2022		Baa1		4,260,000		4,672,866
Assured Guaranty US Holdings, Inc., 5.00%, 7/1/2024		Baa2		10,700,000		10,494,121

The accompanying notes are an integral part of the financial statements.

6

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL AMOUNT2		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Financials (continued)
Insurance (continued)
AXA S.A. (France)5,8, 2.007%		A3		7,199,000	$	6,335,120
AXA S.A. (France)5,8, 2.25%		A3		1,239,000		1,095,772
First American Financial Corp., 4.30%, 2/1/2023		Baa3		3,160,000		3,131,440
The Hartford Financial Services Group, Inc., 5.125%, 4/15/2022		Baa2		3,415,000		3,787,327
Prudential Financial, Inc.8,12, 5.875%		Baa2		2,460,000		2,599,728
						35,477,474
Real Estate Investment Trusts (REITS) - 3.7%
American Tower Corp., 2.80%, 6/1/2020		Baa3		4,000,000		3,944,416
American Tower Trust I7, 1.551%, 3/15/2018		Aaa		1,625,000		1,616,833
AvalonBay Communities, Inc., 4.20%, 12/15/2023		Baa1		3,000,000		3,137,289
Crown Castle Towers LLC7, 6.113%, 1/15/2020		A2		4,070,000		4,634,159
Crown Castle Towers LLC7, 4.883%, 8/15/2020		A2		610,000		662,065
Digital Realty Trust LP, 5.25%, 3/15/2021		Baa2		4,180,000		4,574,425
DuPont Fabros Technology LP, 5.875%, 9/15/2021		Ba1		1,295,000		1,311,187
Health Care REIT, Inc., 4.95%, 1/15/2021		Baa2		3,450,000		3,766,113
Qualitytech LP - QTS Finance Corp., 5.875%, 8/1/2022		B2		450,000		452,250
Rialto Holdings LLC - Rialto Corp.7, 7.00%, 12/1/2018		B2		955,000		993,200
Ventas Realty LP - Ventas Capital Corp., 4.75%, 6/1/2021		Baa1		1,400,000		1,516,988
						26,608,925
Real Estate Management & Development - 0.2%
Forestar USA Real Estate Group, Inc.7, 8.50%, 6/1/2022		B2		735,000		762,563
Greystar Real Estate Partners LLC7, 8.25%, 12/1/2022		B2		430,000		453,650
						1,216,213
Thrifts & Mortgage Finance - 0.3%
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp., 7.375%, 10/1/2017		Ba3		1,255,000		1,308,337
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp.7, 5.875%, 8/1/2021		Ba3		690,000		671,025
Prospect Holding Co. LLC - Prospect Holding Finance Co.7, 10.25%, 10/1/2018		B2		425,000		280,500
						2,259,862
Total Financials						228,408,140
Health Care - 2.2%
Biotechnology - 0.5%
Amgen, Inc., 2.70%, 5/1/2022		Baa1		4,000,000		3,867,052
Health Care Equipment & Supplies - 0.1%
Halyard Health, Inc.7, 6.25%, 10/15/2022		B2		440,000		460,900
Health Care Providers & Services - 0.9%
Express Scripts Holding Co., 4.75%, 11/15/2021		Baa3		2,885,000		3,130,531

The accompanying notes are an integral part of the financial statements.

7

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL AMOUNT2		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Health Care (continued)
Health Care Providers & Services (continued)
Fresenius Medical Care US Finance, Inc. (Germany), 6.875%, 7/15/2017		Ba2		1,000,000	$	1,082,500
Fresenius US Finance II, Inc. (Germany)7, 9.00%, 7/15/2015		Ba1		1,900,000		1,903,040
Tenet Healthcare Corp.5,7, 3.786%, 6/15/2020		Ba2		500,000		504,375
						6,620,446
Pharmaceuticals - 0.7%
AbbVie, Inc., 2.50%, 5/14/2020		Baa1		3,000,000		2,969,223
Concordia Healthcare Corp. (Canada)7, 7.00%, 4/15/2023		B3		770,000		770,000
Horizon Pharma Financing, Inc.7, 6.625%, 5/1/2023		B2		765,000		797,513
Mallinckrodt International Finance S.A. - Mallinckrodt CB LLC7, 5.50%, 4/15/2025		B1		500,000		485,000
						5,021,736
Total Health Care						15,970,134
Industrials - 7.8%
Aerospace & Defense - 0.2%
DigitalGlobe, Inc.7, 5.25%, 2/1/2021		B1		1,473,000		1,441,699
Air Freight & Logistics - 0.1%
Neovia Logistics Intermediate Holdings LLC - Logistics Intermediate Finance Corp.7,13, 10.00%, 2/15/2018		Caa2		915,000		910,425
Airlines - 1.4%
Allegiant Travel Co., 5.50%, 7/15/2019		B1		1,095,000		1,103,212
American Airlines Pass-Through Trust, Series 2013-2, Class A, 4.95%, 1/15/2023		A4		2,930,686		3,113,854
Delta Air Lines Pass-Through Trust, Series 2010-1, Class B7, 6.375%, 1/2/2016		Baa3		1,220,000		1,247,450
Delta Air Lines Pass-Through Trust, Series 2010-2, Class B, 6.75%, 11/23/2015		Ba1		395,000		401,913
Southwest Airlines Co., 2.75%, 11/6/2019		Baa1		3,715,000		3,769,243
						9,635,672
Commercial Services & Supplies - 0.2%
Constellis Holdings LLC - Constellis Finance Corp.7, 9.75%, 5/15/2020		B3		800,000		772,000
Modular Space Corp.7, 10.25%, 1/31/2019		B3		620,000		536,300
						1,308,300
Construction & Engineering - 0.1%
Abengoa Finance S.A.U. (Spain)7, 7.75%, 2/1/2020		B2		990,000		980,100
Industrial Conglomerates - 0.4%
Siemens Financieringsmaatschappij N.V. (Germany)7, 2.15%, 5/27/2020		A1		3,000,000		2,962,590

The accompanying notes are an integral part of the financial statements.

8

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL   AMOUNT2		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Industrials (continued)
Machinery - 1.3%
CNH Industrial Capital LLC, 3.875%, 11/1/2015		Ba1		8,000,000	$	8,020,000
SPL Logistics Escrow LLC - SPL Logistics Finance Corp.7, 8.875%, 8/1/2020		B2		715,000		757,900
Waterjet Holdings, Inc.7, 7.625%, 2/1/2020		B2		530,000		551,200
						9,329,100
Trading Companies & Distributors - 4.1%
AerCap Ireland Capital Ltd. - AerCap Global Aviation Trust (Netherlands)7, 2.75%, 5/15/2017		Ba2		2,250,000		2,235,937
Air Lease Corp., 5.625%, 4/1/2017		BBB4		4,000,000		4,240,000
Aircastle Ltd., 6.75%, 4/15/2017		Ba2		7,500,000		7,987,500
Aircastle Ltd., 5.50%, 2/15/2022		Ba2		940,000		959,392
Aviation Capital Group Corp.7, 3.875%, 9/27/2016		BBB4		7,020,000		7,144,198
Fly Leasing Ltd. (Ireland), 6.75%, 12/15/2020		B2		605,000		623,150
Fly Leasing Ltd. (Ireland), 6.375%, 10/15/2021		B2		950,000		961,875
International Lease Finance Corp., 8.625%, 9/15/2015		Ba2		335,000		339,187
International Lease Finance Corp., 5.75%, 5/15/2016		Ba2		540,000		553,500
International Lease Finance Corp.5, 2.236%, 6/15/2016		Ba2		3,793,000		3,788,259
International Lease Finance Corp., 8.75%, 3/15/2017		Ba2		830,000		908,111
						29,741,109
Total Industrials						56,308,995
Information Technology - 2.9%
Communications Equipment - 0.4%
QUALCOMM, Inc., 3.00%, 5/20/2022		A1		2,400,000		2,383,733
Internet Software & Services - 1.6%
Alibaba Group Holding Ltd. (China)7, 2.50%, 11/28/2019		A1		3,900,000		3,857,428
Baidu, Inc. (China), 2.75%, 6/9/2019		A3		4,000,000		4,001,996
Tencent Holdings Ltd. (China)7, 3.375%, 5/2/2019		A2		3,455,000		3,547,321
						11,406,745
IT Services - 0.4%
Fiserv, Inc., 2.70%, 6/1/2020		Baa2		3,000,000		2,994,243
Technology Hardware, Storage & Peripherals - 0.5%
EMC Corp., 2.65%, 6/1/2020		A1		3,715,000		3,753,094
Total Information Technology						20,537,815
Materials - 2.7%
Chemicals - 0.9%
Consolidated Energy Finance S.A. (Trinidad-Tobago)7, 6.75%, 10/15/2019		B2		1,075,000		1,091,125

The accompanying notes are an integral part of the financial statements.

9

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL   AMOUNT2		VALUE   (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Materials (continued)
Chemicals (continued)
The Dow Chemical Co., 8.55%, 5/15/2019		Baa2		4,760,000	$	5,803,549
						6,894,674
Containers & Packaging - 0.2%
Ardagh Packaging Finance plc - Ardagh Holdings USA, Inc. (Ireland)5,7, 3.286%, 12/15/2019		Ba3		1,620,000		1,575,450
Metals & Mining - 1.1%
Rio Tinto Finance USA Ltd. (United Kingdom), 3.75%, 9/20/2021		A3		4,000,000		4,145,284
SunCoke Energy Partners LP - SunCoke Energy Partners Finance Corp.7, 7.375%, 2/1/2020		B1		595,000		600,950
Teck Resources Ltd. (Canada), 3.00%, 3/1/2019		Baa3		3,010,000		2,900,948
						7,647,182
Paper & Forest Products - 0.5%
Domtar Corp., 4.40%, 4/1/2022		Baa3		3,565,000		3,622,999
Total Materials						19,740,305
Telecommunication Services - 2.4%
Diversified Telecommunication Services - 1.2%
AT&T, Inc.5, 1.212%, 6/30/2020		Baa1		8,000,000		8,030,992
Windstream Services LLC, 7.875%, 11/1/2017		B1		685,000		727,812
						8,758,804
Wireless Telecommunication Services - 1.2%
Altice Financing S.A. (Luxembourg)7, 6.50%, 1/15/2022		B1		1,550,000		1,550,000
SBA Tower Trust7, 5.101%, 4/17/2017		A2		2,095,000		2,169,289
SBA Tower Trust7, 2.933%, 12/15/2017		A2		1,515,000		1,537,366
SBA Tower Trust7, 3.598%, 4/15/2018		Baa3		1,640,000		1,634,836
Sixsigma Networks Mexico S.A. de C.V. (Mexico)7, 8.25%, 11/7/2021		B1		375,000		387,637
T-Mobile USA, Inc., 6.836%, 4/28/2023		Ba3		925,000		972,406
						8,251,534
Total Telecommunication Services						17,010,338
Utilities - 0.8%
Gas Utilities - 0.3%
National Fuel Gas Co., 3.75%, 3/1/2023		Baa2		2,000,000		1,854,410
Independent Power and Renewable Electricity Producers - 0.5%
Abengoa Yield plc (Spain)7, 7.00%, 11/15/2019		BB4		1,140,000		1,174,200
ContourGlobal Power Holdings S.A. (France)7, 7.125%, 6/1/2019		B3		1,095,000		1,147,013
NRG Energy, Inc., 6.25%, 7/15/2022		B1		435,000		441,525

The accompanying notes are an integral part of the financial statements.

10

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL   AMOUNT2		VALUE   (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Utilities (continued)
Independent Power and Renewable Electricity Producers (continued)
Talen Energy Supply LLC7, 5.125%, 7/15/2019		Ba3		1,190,000	$	1,166,200
						3,928,938
Total Utilities						5,783,348
TOTAL CORPORATE BONDS
(Identified Cost $486,838,008)						486,442,630
ASSET-BACKED SECURITIES - 1.9%
Alterna Funding I LLC, Series 2014-1A, Class NOTE7, 1.639%, 2/15/2021		WR6		1,197,036		1,199,280
Colony American Homes, Series 2015-1A, Class A5,7, 1.387%, 7/17/2032		Aaa		1,850,000		1,829,841
FDIC Trust, Series 2011-R1, Class A7, 2.672%, 7/25/2026		WR6		505,829		517,266
FNA Trust, Series 2014-1A, Class A7, 1.296%, 12/10/2022		WR6		1,058,123		1,057,784
Hertz Vehicle Financing LLC, Series 2010-1A, Class A27, 3.74%, 2/25/2017		Aaa		2,360,000		2,388,953
Invitation Homes Trust, Series 2015-SFR3, Class A5,7, 1.487%, 8/17/2032		Aaa		1,825,000		1,823,224
NextGear Floorplan Master Owner Trust, Series 2014-1A, Class A7, 1.92%, 10/15/2019		Aaa		1,900,000		1,906,432
SpringCastle America Funding LLC, Series 2014-AA, Class A7, 2.70%, 5/25/2023		WR6		1,379,198		1,387,735
Starwood Retail Property Trust, Series 2014-STAR, Class A5,7, 1.402%, 11/15/2027		AAA4		2,005,000		1,991,147
TOTAL ASSET-BACKED SECURITIES
(Identified Cost $14,079,803)						14,101,662
COMMERCIAL MORTGAGE-BACKED SECURITIES - 10.5%
Americold LLC Trust, Series 2010-ARTA, Class A17, 3.847%, 1/14/2029		AAA4		269,031		279,897
Banc of America Commercial Mortgage Trust, Series 2006-2, Class A45, 5.727%, 5/10/2045		AAA4		1,550,000		1,575,767
Banc of America Commercial Mortgage Trust, Series 2006-4, Class A4, 5.634%, 7/10/2046		Aaa		1,947,487		1,998,362
Bear Stearns Commercial Mortgage Securities Trust, Series 2005-PWR9, Class A4A, 4.871%, 9/11/2042		Aaa		40,884		40,851
Bear Stearns Commercial Mortgage Securities Trust, Series 2006-PW13, Class A4, 5.54%, 9/11/2041		AAA4		3,084,383		3,185,239
Bear Stearns Commercial Mortgage Securities Trust, Series 2006-T24, Class AM5, 5.568%, 10/12/2041		A3		800,000		837,881
CFCRE Commercial Mortgage Trust, Series 2011-C1, Class A27, 3.759%, 4/15/2044		Aaa		221,891		224,407

The accompanying notes are an integral part of the financial statements.

11

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL AMOUNT2		VALUE   (NOTE 2)
COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
COBALT CMBS Commercial Mortgage Trust, Series 2006-C1, Class A4, 5.223%, 8/15/2048		AA4		2,864,043	$	2,978,768
Commercial Mortgage Pass-Through Certificates, Series 2006-GG7, Class A45, 5.819%, 7/10/2038		Aaa		1,613,116		1,648,901
Commercial Mortgage Pass-Through Certificates, Series 2010-C1, Class A17 , 3.156%, 7/10/2046		Aaa		401,562		401,782
Credit Suisse Commercial Mortgage Trust, Series 2006-C3, Class A35, 5.806%, 6/15/2038		Aaa		3,245,721		3,314,878
Credit Suisse Mortgage Capital Trust, Series 2013-TH1, Class A15,7, 2.13%, 2/25/2043		AAA4		1,185,205		1,096,897
Extended Stay America Trust, Series 2013-ESH7, Class A277, 2.958%, 12/5/2031		Aaa		1,500,000		1,504,818
Fannie Mae Multifamily REMIC Trust, Series 2012-M13, Class ASQ2, 1.246%, 8/25/2017		WR6		1,075,919		1,081,322
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K005, Class AX (IO)5, 1.372%, 11/25/2019		WR6		7,584,951		401,532
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K009, Class X1 (IO)5, 1.457%, 8/25/2020		WR6		11,004,277		614,237
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K014, Class X1 (IO)5, 1.236%, 4/25/2021		WR6		7,934,852		477,742
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K016, Class X1 (IO)5, 1.558%, 10/25/2021		WR6		5,068,973		405,675
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K017, Class X1 (IO)5, 1.424%, 12/25/2021		WR6		6,715,389		493,413
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K021, Class X1 (IO)5, 1.498%, 6/25/2022		WR6		18,201,790		1,517,083
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K030, Class X1 (IO)5, 0.224%, 4/25/2023		Aaa		61,039,947		901,743
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K032, Class X1 (IO)5, 0.122%, 5/25/2023		WR6		36,083,864		303,033
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K706, Class X1 (IO)5, 1.572%, 10/25/2018		Aaa		8,152,901		372,351
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K-P01, Class A2, 1.72%, 1/25/2019		WR6		1,480,000		1,484,674
FREMF Mortgage Trust, Series 2011-K701, Class B5,7, 4.286%, 7/25/2048		A4		950,000		998,633
FREMF Mortgage Trust, Series 2011-K702, Class B5,7, 4.766%, 4/25/2044		A3		230,000		245,361
FREMF Mortgage Trust, Series 2013-K28, Class X2A (IO)7, 0.10%, 6/25/2046		WR6		95,161,184		570,016
FREMF Mortgage Trust, Series 2013-K712, Class B5,7, 3.484%, 5/25/2045		A4		1,300,000		1,323,234
FREMF Mortgage Trust, Series 2014-K716, Class B5,7, 3.954%, 8/25/2047		A2		2,550,000		2,614,362
FREMF Mortgage Trust, Series 2015-K42, Class B5,7, 3.853%, 12/25/2024		A3		1,900,000		1,890,667

The accompanying notes are an integral part of the financial statements.

12

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL   AMOUNT2		VALUE   (NOTE 2)
COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
FREMF Mortgage Trust, Series 2015-K43, Class B5,7, 3.735%, 2/25/2048		WR6		1,500,000	$	1,500,309
GAHR Commercial Mortgage Trust, Series 2015-NRF, Class BFX5,7, 3.382%, 12/15/2019		AA4		2,000,000		2,013,436
GAHR Commercial Mortgage Trust, Series 2015-NRF, Class DFX5,7, 3.382%, 12/15/2019		BBB4		1,150,000		1,126,572
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2005-CB13, Class A45, 5.242%, 1/12/2043		Aaa		769,032		770,156
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2005-CB13, Class AM5, 5.283%, 1/12/2043		A2		460,000		463,412
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2005-LDP5, Class A45, 5.239%, 12/15/2044		Aaa		875,408		877,373
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2006-CB16, Class A4, 5.552%, 5/12/2045		Aaa		2,909,862		2,986,566
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2006-LDP7, Class A45, 5.905%, 4/15/2045		Aaa		991,437		1,014,017
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2010-C2, Class A37, 4.07%, 11/15/2043		AAA4		750,000		805,284
JP Morgan Mortgage Trust, Series 2013-1, Class 1A25,7, 3.00%, 3/25/2043		WR6		971,160		945,959
JP Morgan Mortgage Trust, Series 2013-2, Class A25,7, 3.50%, 5/25/2043		AAA4		1,123,747		1,129,629
JP Morgan Mortgage Trust, Series 2014-2, Class 1A15,7, 3.00%, 6/25/2029		AAA4		1,500,630		1,524,664
LSTAR Commercial Mortgage Trust, Series 2014-2, Class A27, 2.767%, 1/20/2041		Aaa		1,425,000		1,445,410
Morgan Stanley Capital I Trust, Series 2005-IQ10, Class A4A5, 5.23%, 9/15/2042		Aaa		4,801		4,798
Morgan Stanley Capital I Trust, Series 2006-HQ10, Class A4, 5.328%, 11/12/2041		Aaa		1,670,878		1,729,090
Morgan Stanley Capital I Trust, Series 2011-C1, Class A27, 3.884%, 9/15/2047		AAA4		137,554		138,632
Motel 6 Trust, Series 2015-MTL6, Class B7, 3.298%, 2/5/2030		WR6		1,900,000		1,895,054
New Residential Mortgage Loan Trust, Series 2014-3A, Class AFX35,7, 3.75%, 11/25/2054		AAA4		1,865,442		1,912,923
OBP Depositor LLC Trust, Series 2010-OBP, Class A7, 4.646%, 7/15/2045		AAA4		420,000		461,929
Resource Capital Corp., Series 2013-CRE1, Class A (Cayman Islands)5,7, 1.486%, 12/15/2028		AAA4		168,039		168,017
SCG Trust, Series 2013-SRP1, Class AJ5,7, 2.136%, 11/15/2026		AAA4		2,000,000		2,005,922
Sequoia Mortgage Trust, Series 2011-2, Class A15, 3.90%, 9/25/2041		WR6		508,132		523,716
Sequoia Mortgage Trust, Series 2012-2, Class A25, 3.50%, 4/25/2042		WR6		881,478		890,891
Sequoia Mortgage Trust, Series 2013-2, Class A15, 1.874%, 2/25/2043		AAA4		1,124,082		1,019,709
Sequoia Mortgage Trust, Series 2013-7, Class A25, 3.00%, 6/25/2043		AAA4		880,250		848,341
Sequoia Mortgage Trust, Series 2013-8, Class A15, 3.00%, 6/25/2043		Aaa		1,209,005		1,165,934

The accompanying notes are an integral part of the financial statements.

13

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL      AMOUNT2/      SHARES		VALUE   (NOTE 2)
COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
Vornado DP LLC Trust, Series 2010-VNO, Class A2FX7, 4.004%, 9/13/2028		AAA4		1,195,000	$	1,283,009
Wachovia Bank Commercial Mortgage Trust, Series 2005-C21, Class A45, 5.262%, 10/15/2044		Aaa		388,862		389,259
Wachovia Bank Commercial Mortgage Trust, Series 2005-C22, Class AM5, 5.334%, 12/15/2044		A2		1,060,000		1,070,971
Wachovia Bank Commercial Mortgage Trust, Series 2006-C26, Class A35, 6.011%, 6/15/2045		Aaa		1,220,000		1,254,353
Wells Fargo Commercial Mortgage Trust, Series 2010-C1, Class A27, 4.393%, 11/15/2043		Aaa		1,350,000		1,470,953
WF-RBS Commercial Mortgage Trust, Series 2011-C2, Class A45,7, 4.869%, 2/15/2044		Aaa		1,550,000		1,717,925
WinWater Mortgage Loan Trust, Series 2015-1, Class A15,7, 3.50%, 1/20/2045		WR6		1,743,791		1,771,725
WinWater Mortgage Loan Trust, Series 2015-3, Class A55,7, 3.50%, 3/20/2045		Aaa		2,229,810		2,277,523
TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES
(Identified Cost $76,099,545)						75,386,987
FOREIGN GOVERNMENT BONDS - 3.5%
Brazilian Government International Bond (Brazil), 8.875%, 10/14/2019		Baa2		1,300,000		1,615,250
Chile Government International Bond (Chile), 5.50%, 8/5/2020		Aa3	CLP	1,800,000,000		3,005,087
Malaysia Government Bond (Malaysia), 4.262%, 9/15/2016		A3	MYR	8,905,000		2,392,141
Mexican Government Bond (Mexico), 8.00%, 12/17/2015		A3	MXN	55,455,000		3,604,909
Mexican Government Bond (Mexico), 5.00%, 6/15/2017		A3	MXN	64,000,000		4,140,579
Mexican Government Bond (Mexico), 8.00%, 6/11/2020		A3	MXN	35,000,000		2,489,067
Mexican Government Bond (Mexico), 6.50%, 6/9/2022		A3	MXN	126,000,000		8,305,017
TOTAL FOREIGN GOVERNMENT BONDS
(Identified Cost $29,674,948)						25,552,050
MUTUAL FUNDS - 3.9%
iShares iBoxx $ High Yield Corporate Bond ETF				158,310		14,057,928
PowerShares Senior Loan Portfolio				595,450		14,165,755
TOTAL MUTUAL FUNDS
(Identified Cost $28,749,260)						28,223,683
U.S. GOVERNMENT AGENCIES - 3.0%
Mortgage-Backed Securities - 3.0%
Fannie Mae, Pool #888468, 5.50%, 9/1/2021				918,197		997,863
Fannie Mae, Pool #995233, 5.50%, 10/1/2021				75,620		81,419
Fannie Mae, Pool #888017, 6.00%, 11/1/2021				90,172		98,993
Fannie Mae, Pool #995329, 5.50%, 12/1/2021				630,490		683,792
Fannie Mae, Pool #888136, 6.00%, 12/1/2021				111,683		122,316

The accompanying notes are an integral part of the financial statements.

14

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	PRINCIPAL AMOUNT2		VALUE   (NOTE 2)
U.S. GOVERNMENT AGENCIES (continued)
Mortgage-Backed Securities (continued)
Fannie Mae, Pool #888810, 5.50%, 11/1/2022		1,111,264	$	1,208,111
Fannie Mae, Pool #AD0462, 5.50%, 10/1/2024		68,134		74,642
Fannie Mae, Pool #MA0115, 4.50%, 7/1/2029		197,902		214,998
Fannie Mae, Pool #MA1834, 4.50%, 2/1/2034		634,645		691,417
Fannie Mae, Pool #MA1890, 4.00%, 5/1/2034		1,324,474		1,418,601
Fannie Mae, Pool #918516, 5.50%, 6/1/2037		331,201		371,421
Fannie Mae, Pool #933731, 5.50%, 4/1/2038		394,190		442,171
Fannie Mae, Pool #889624, 5.50%, 5/1/2038		465,573		521,976
Fannie Mae, Pool #995876, 6.00%, 11/1/2038		1,139,822		1,295,098
Fannie Mae, Pool #AD0307, 5.50%, 1/1/2039		467,182		523,780
Freddie Mac, Pool #G11850, 5.50%, 7/1/2020		339,995		363,010
Freddie Mac, Pool #G12610, 6.00%, 3/1/2022		108,359		118,327
Freddie Mac, Pool #G12655, 6.00%, 5/1/2022		79,055		86,575
Freddie Mac, Pool #G12988, 6.00%, 1/1/2023		61,260		67,669
Freddie Mac, Pool #G13078, 6.00%, 3/1/2023		108,698		119,735
Freddie Mac, Pool #G13331, 5.50%, 10/1/2023		47,525		52,012
Freddie Mac, Pool #C91359, 4.50%, 2/1/2031		447,016		485,402
Freddie Mac, Pool #D98711, 4.50%, 7/1/2031		1,077,647		1,175,798
Freddie Mac, Pool #C91746, 4.50%, 12/1/2033		1,079,042		1,173,280
Freddie Mac, Pool #C91754, 4.50%, 3/1/2034		310,837		338,295
Freddie Mac, Pool #K92054, 4.00%, 10/1/2034		1,353,630		1,446,056
Freddie Mac, Pool #C91811, 4.00%, 1/1/2035		2,076,179		2,218,589
Freddie Mac, Pool #G07655, 5.50%, 12/1/2035		1,156,070		1,296,702
Freddie Mac, Pool #G04176, 5.50%, 5/1/2038		518,663		580,284
Freddie Mac, Pool #A78227, 5.50%, 6/1/2038		588,203		658,646
Freddie Mac, Pool #G05956, 5.50%, 7/1/2038		418,454		468,225
Freddie Mac, Pool #G05671, 5.50%, 8/1/2038		45,716		51,151
Freddie Mac, Pool #G05900, 6.00%, 3/1/2040		380,869		430,549
Freddie Mac, Pool #G07589, 5.50%, 6/1/2041		1,400,089		1,566,432
TOTAL U.S. GOVERNMENT AGENCIES
(Identified Cost $20,960,069)				21,443,335

The accompanying notes are an integral part of the financial statements.

15

Unconstrained Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE     (NOTE 2)
SHORT-TERM INVESTMENT - 4.6%
Dreyfus Cash Management, Inc. - Institutional Shares14, 0.04%,
(Identified Cost $33,285,393)		33,285,393	$	33,285,393
TOTAL INVESTMENTS - 101.7%
(Identified Cost $738,803,270)				733,207,426
LIABILITIES, LESS OTHER ASSETS - (1.7%)				(12,282,026	)
NET ASSETS - 100%			$	720,925,400

CLP - Chilean Peso

ETF - Exchange-Traded Fund

IO - Interest only

MXN - Mexican Peso

MYR - Malaysian Ringgit

¹Credit ratings from Moody’s (unaudited).

²Amount is stated in USD unless otherwise noted.

³This security is unsettled and the coupon rate has not yet been determined as of June 30, 2015.

⁴Credit ratings from S&P (unaudited).

⁵The coupon rate is floating and is the effective rate as of June 30, 2015.

⁶Credit rating has been withdrawn. As of June 30, 2015, there is no rating available (unaudited).

⁷Restricted securities - Investment in securities that are restricted as to public resale under the Securities Act of 1933, as amended. These securities have been sold under rule 144A and have been determined to be liquid under guidelines established by the Board of Directors. These securities amount to $193,180,335 or 26.8%, of the Series’ net assets as of June 30, 2015 (see Note 2 to the financial statements).

⁸Security is perpetual in nature and has no stated maturity date.

⁹The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on LIBOR plus a spread, in December 2024.

¹⁰The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on U.S. Treasury Yield Curve Rate Treasury Note Constant Maturity 5 Year in June 2017.

¹¹The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on LIBOR plus a spread, in June 2022.

¹²The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on LIBOR plus a spread, in September 2022.

¹³Represents a Payment-In-Kind bond.

¹⁴Rate shown is the current yield as of June 30, 2015.

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

The accompanying notes are an integral part of the financial statements.

16

Unconstrained Bond Series

Statement of Assets and Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments, at value (identified cost $738,803,270) (Note 2)	$	733,207,426
Cash		37,022
Receivable for securities sold		14,859,783
Interest receivable		5,507,431
Receivable for fund shares sold		138,143
Dividends receivable		1,469
Prepaid and other expenses		1,138
TOTAL ASSETS		753,752,412
LIABILITIES:
Accrued management fees (Note 3)		283,405
Accrued shareholder services fees (Class S) (Note 3)		150,381
Accrued fund accounting and administration fees (Note 3)		35,440
Accrued transfer agent fees (Note 3)		5,695
Accrued Chief Compliance Officer service fees (Note 3)		382
Payable for securities purchased		30,976,115
Payable for fund shares repurchased		1,324,613
Other payables and accrued expenses		50,981
TOTAL LIABILITIES		32,827,012
TOTAL NET ASSETS	$	720,925,400
NET ASSETS CONSIST OF:
Capital stock	$	692,469
Additional paid-in-capital		716,932,527
Undistributed net investment income		2,477,458
Accumulated net realized gain on investments, foreign currency and translation of other assets and liabilities		6,422,322
Net unrealized appreciation (depreciation) on investments, foreign currency and translation of other assets and liabilities		(5,599,376	)
TOTAL NET ASSETS	$	720,925,400
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S
($681,329,180/65,062,107 shares)	$	10.47
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I
($39,596,220/4,184,745 shares)	$	9.46

The accompanying notes are an integral part of the financial statements.

17

Unconstrained Bond Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Interest	$	13,625,547
Dividends (net of foreign taxes withheld, $3,668)		255,017
Total Investment Income		13,880,564
EXPENSES:
Management fees (Note 3)		1,716,957
Shareholder services fees (Class S) (Note 3)		867,428
Fund accounting and administration fees (Note 3)		72,779
Transfer agent fees (Note 3)		8,770
Directors’ fees (Note 3)		7,303
Chief Compliance Officer service fees (Note 3)		1,224
Custodian fees		19,544
Miscellaneous		67,081
Total Expenses		2,761,086
Less reduction of expenses (Note 3)		(2,802	)
Net Expenses		2,758,284
NET INVESTMENT INCOME		11,122,280
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain on-
Investments		5,390,189
Foreign currency transactions and translation of other assets and liabilities		7,342
		5,397,531
Net change in unrealized appreciation (depreciation) on-
Investments		(11,511,313	)
Foreign currency and translation of other assets and liabilities		(395	)
		(11,511,708	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		(6,114,177	)
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	5,008,103

The accompanying notes are an integral part of the financial statements.

18

Unconstrained Bond Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED 6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	11,122,280		$	23,039,953
Net realized gain on investments and foreign currency		5,397,531			12,001,464
Net change in unrealized appreciation (depreciation) on investments and foreign currency		(11,511,708	)		(13,554,963	)
Net increase from operations		5,008,103			21,486,454
DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income (Class S)		(7,862,587	)		(20,951,102	)
From net investment income (Class I)		(782,235	)		(2,159,679	)
From net realized gain on investments (Class S)		—			(7,741,329	)
From net realized gain on investments (Class I)		—			(979,791	)
Total distributions to shareholders		(8,644,822	)		(31,831,901	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase (decrease) from capital share transactions (Note 5)		(34,946,283	)		96,977,718
Net increase (decrease) in net assets		(38,583,002	)		86,632,271
NET ASSETS:
Beginning of period		759,508,402			672,876,131
End of period (including undistributed net investment income of $2,477,458 and $0, respectively)	$	720,925,400		$	759,508,402

The accompanying notes are an integral part of the financial statements.

19

Unconstrained Bond Series

Financial Highlights - Class S*

	FOR THE SIX MONTHS ENDED			FOR THE YEARS ENDED
	6/30/15 (UNAUDITED)			12/31/14			12/31/13			12/31/12			12/31/11			12/31/10
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.53			$10.65			$11.27			$10.67			$10.96			$10.49
Income (loss) from investment operations:
Net investment income1		0.15			0.34			0.37			0.45			0.51			0.55
Net realized and unrealized gain (loss) on investments		(0.09	)		(0.00	)2		(0.38	)		0.70			0.03			0.51
Total from investment operations		0.06			0.34			(0.01	)		1.15			0.54			1.06
Less distributions to shareholders:
From net investment income		(0.12	)		(0.34	)		(0.37	)		(0.45	)		(0.51	)		(0.52	)
From net realized gain on investments		—			(0.12	)		(0.24	)		(0.10	)		(0.32	)		(0.07	)
Total distributions to shareholders		(0.12	)		(0.46	)		(0.61	)		(0.55	)		(0.83	)		(0.59	)
Net asset value - End of period		$10.47			$10.53			$10.65			$11.27			$10.67			$10.96
Net assets - End of period (000’s omitted)		$681,329			$680,719			$653,668			$631,082			$569,583			$535,355
Total return3		0.57%			3.18%			(0.02%	)		10.94%			4.91%			10.18%
Ratios (to average net assets)/Supplemental Data:
Expenses**		0.75%	4		0.75%			0.75%			0.75%			0.75%			0.76%
Net investment income		2.89%	4		3.16%			3.35%			4.01%			4.56%			4.92%
Portfolio turnover		68%			53%			49%			41%			35%			31%
*Effective August 1, 2013, the shares of the Series have been designated as Class S. **The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amounts:
		0.00%	4,5		N/A			0.00%	5		N/A			N/A			0.00%	5

¹Calculated based on average shares outstanding during the periods.

²Less than $(0.01).

³Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived during certain periods. Periods less than one year are not annualized.

⁴Annualized.

⁵Less than 0.01%.

The accompanying notes are an integral part of the financial statements.

20

Unconstrained Bond Series

Financial Highlights - Class I

	FOR THE SIX MONTHS ENDED   6/30/15 (UNAUDITED)		FOR THE YEAR ENDED 12/31/14		FOR THE  PERIOD 8/1/131 TO 12/31/13
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$9.52		$9.68		$10.00
Income (loss) from investment operations:
Net investment income2		0.15		0.34		0.15
Net realized and unrealized gain (loss) on investments		(0.08)		(0.02)		0.003
Total from investment operations		0.07		0.32		0.15
Less distributions to shareholders:
From net investment income		(0.13)		(0.36)		(0.23)
From net realized gain on investments		—		(0.12)		(0.24)
Total distributions to shareholders		(0.13)		(0.48)		(0.47)
Net asset value - End of period		$9.46		$9.52		$9.68
Net assets - End of period (000’s omitted)		$39,596		$78,789		$19,209
Total return4		0.75%		3.36%		1.60%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.50%5		0.50%		0.50%5
Net investment income		3.20%5		3.42%		3.55%5
Portfolio turnover		68%		53%		49%
*The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amounts:
		0.00%5,6		N/A		0.00%5,6

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

³Less than $0.01 per share.

⁴Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived during certain periods. Periods less than one year are not annualized.

⁵Annualized.

⁶Less than 0.01%.

The accompanying notes are an integral part of the financial statements.

21

Unconstrained Bond Series

Notes to Financial Statements

(unaudited)

1. Organization

Unconstrained Bond Series, formerly known as Core Plus Bond Series, (the “Series”) is a no-load diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

The Series’ primary investment objective is to provide long-term total return, and its secondary objective is to provide preservation of capital.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The Series is authorized to issue two classes of shares (Class S and Class I). Each class of shares is substantially the same except the Class S shares bear shareholder services fees. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 125 million have been designated as Unconstrained Bond Series Class S common stock and 100 million have been designated as Unconstrained Bond Series Class I common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Portfolio securities, including domestic equities, foreign equities, warrants and options, listed on an exchange other than the NASDAQ Stock Market are valued at the latest quoted sales price of the exchange on which the security is primarily traded. Securities not traded on valuation date or securities not listed on an exchange are valued at the latest quoted bid price provided by the Fund’s pricing service. Securities listed on the NASDAQ Stock Market are valued in accordance with the NASDAQ Official Closing Price.

Debt securities, including government bonds, foreign bonds, asset-backed securities, structured notes, supranational obligations, sovereign bonds, corporate bonds, loan assignments, and mortgage-backed securities will normally be valued on the basis of evaluated bid prices provided directly by an independent pricing service. The pricing services use multiple valuation techniques to determine fair value. In instances where sufficient market activity exists, the pricing services may utilize a market-based approach through which quotes from market makers are used to determine fair value. In instances where sufficient market activity may not exist or is limited, the pricing services also utilize proprietary valuation models which may consider market characteristics such as benchmark yield curves, option-adjusted spreads, credit spreads, estimated default rates, coupon rates, anticipated timing of principal repayments, underlying collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair value. Certain investments in securities held by the Series may be valued on a basis of a price provided directly by a principal market maker. These prices may differ from the value that would have been used had a broader market for securities existed.

The fair value of loan assignments is estimated using recently executed transactions, market price quotations, credit/market events, and cross-asset pricing. Inputs are generally observable market inputs obtained from independent sources. Loan assignments are generally categorized in Level 2 of the fair value hierarchy, unless key inputs are unobservable, in which case they would be categorized in Level 3.

Municipal securities will normally be valued on the basis of market valuations provided by an independent pricing service that utilizes the latest price quotations and a matrix system (which considers such factors as security prices of similar securities, yields, maturities and ratings).

22

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board of Directors (the “Board”). Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Debt securities:
Loan assignments	$	48,771,686	$	—	$	48,771,686	$	—
U.S. Treasury and other U.S. Government agencies		21,443,335		—		21,443,335		—
Corporate debt:
Consumer Discretionary		59,329,383		—		59,329,383		—
Consumer Staples		11,076,356		—		11,076,356		—
Energy		52,277,816		—		52,277,816		—
Financials		228,408,140		—		228,408,140		—
Health Care		15,970,134		—		15,970,134		—
Industrials		56,308,995		—		56,308,995		—
Information Technology		20,537,815		—		20,537,815		—
Materials		19,740,305		—		19,740,305		—
Telecommunication Services		17,010,338		—		17,010,338		—
Utilities		5,783,348		—		5,783,348		—
Asset-backed securities		14,101,662		—		14,101,662		—
Commercial mortgage-backed securities		75,386,987		—		75,386,987		—
Foreign government bonds		25,552,050		—		25,552,050		—

23

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Mutual funds	$	61,509,076	$	61,509,076	$	—	$	—
Total assets	$	733,207,426	$	61,509,076	$	671,698,350	$	—

There were no Level 3 securities held by the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense. Income, expenses (other than shareholder services fees), and realized and unrealized gains and losses are prorated among the classes based on the relative net assets of each class. Class specific examples are directly charged to that class.

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Foreign Currency Translation

The books and records of the Series are maintained in U.S. dollars. Foreign currencies, investments and other assets and liabilities are translated into U.S. dollars at the current exchange rates. Purchases and sales of investment securities and income and expenses are translated on the respective dates of such transactions. The Series does not isolate realized and unrealized gains and losses attributable to changes in the exchange rates from gains and losses that arise from changes in the fair value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized foreign currency gains and losses represent foreign currency gains and losses between trade date and settlement date on securities transactions, gains and losses on disposition of foreign currencies and the difference between the amount of income and foreign withholding taxes recorded on the books of the Series and the amounts actually received or paid.

Forward Foreign Currency Exchange Contracts

The Series may purchase or sell forward foreign currency exchange contracts in order to hedge a portfolio position or specific transaction. Risks may arise if the counterparties to a contract are unable to meet the terms of the contract or if the value of the foreign currency moves unfavorably.

All forward foreign currency exchange contracts are adjusted daily by the exchange rate of the underlying currency and, for financial statement purposes, any gain or loss is recorded as unrealized gain or loss until a contract has been closed.

The Series may regularly trade forward foreign currency exchange contracts with off-balance sheet risk in the normal course of its investing activities to assist in managing exposure to changes in foreign currency exchange rates.

The notional or contractual amount of these instruments represents the investment the Series has in forward foreign currency exchange contracts and does not necessarily represent the amounts potentially at risk. The measurement of the risks

24

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Forward Foreign Currency Exchange Contracts (continued)

associated with forward foreign currency exchange contracts is meaningful only when all related and offsetting transactions are considered. The Series did not hold any forward foreign currency exchange contracts during the six months ended June 30, 2015.

Securities Purchased on a When-Issued Basis or Forward Commitment

The Series may purchase securities on a when-issued basis or forward commitment. These transactions involve a commitment by the Series to purchase securities for a predetermined price with payment and delivery taking place beyond the customary settlement period. When such purchases are outstanding, the Series will designate liquid assets in an amount sufficient to meet the purchase price. When purchasing a security on a delayed delivery basis, the Series assumes the rights and risks of ownership of the security, including the risk of price and yield fluctuations, and takes such fluctuations into account when determining its net asset value. The Series may sell the when-issued securities before they are delivered, which may result in a capital gain or loss. No such investments were held by the Series on June 30, 2015.

In connection with its ability to purchase or sell securities on a forward commitment basis, the Series may enter into forward roll transactions principally using To Be Announced (TBA) securities. Forward roll transactions require the sale of securities for delivery in the current month, and a simultaneous agreement to repurchase substantially similar (same type, coupon and maturity) securities on a specified future date. Risks of entering into forward roll transactions include the potential inability of the counterparty to meet the terms of the agreement; the potential of the Series to receive inferior securities at redelivery as compared to the securities sold to the counterparty; counterparty credit risk; and the potential pay down speed variance between the mortgage-backed pools. During the roll period, the Series forgoes principal and interest paid on the securities. The Series accounts for such dollar rolls as purchases and sales. Information regarding securities purchased on a when-issued basis is included in the Series’ Investment Portfolio. No such investments were held by the Series on June 30, 2015.

Restricted Securities

Restricted securities are purchased in private placement transactions, are not registered under the Securities Act of 1933, as amended, and may have contractual restrictions on resale. Information regarding restricted securities is included at the end of the Series’ Investment Portfolio.

Illiquid Securities

A security may be considered illiquid if so deemed in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board. Securities that are illiquid are marked with the applicable footnote on the Investment Portfolio. No such investments were held by the Series on June 30, 2015.

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2011 through December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

25

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Foreign Taxes

Based on the Series’ understanding of the tax rules and rates related to income, gains and currency purchase/repatriation transactions for foreign jurisdictions in which it invests, the Series will provide for foreign taxes, and where appropriate, deferred foreign tax.

Distributions of Income and Gains

Distributions to shareholders of net investment income are made quarterly. Distributions of net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.45% of the Series’ average daily net assets.

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Class S shares of the Series are subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Fund’s Board. The shareholder services fee is intended to compensate financial intermediaries, including affiliates of the Fund, in connection with the provision of direct client service, personal services, maintenance of shareholder accounts and reporting services. For these services, Class S of the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.25% of the average daily net assets of Class S. The Fund has a Shareholder Services Agreement with the Advisor, for which the Advisor receives the shareholder services fee as stated above.

The Advisor has contractually agreed, until at least April 30, 2016, to waive its fee and, if necessary, pay other operating expenses of the Series in order to maintain total direct annual fund operating expenses for the Series, exclusive of each share class’ shareholder services fee, at no more than 0.50% of average daily net assets each year. For the six months ended June 30, 2015, the Advisor waived fees of $2,802, which is included as a reduction of expenses on the Statement of Operations. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed in prior years.

26

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each Series’ relative net assets or number of accounts, depending on the expense.

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $437,930,723 and $445,019,248, respectively. Purchases and sales of U.S. Government securities, other than short-term securities, were $69,798,446 and $70,893,821, respectively.

5. Capital Stock Transactions

Transactions in shares of Class S and Class I of Unconstrained Bond Series were:

CLASS S:	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		5,233,282		$	55,539,579			9,467,982		$	102,470,115
Reinvested		726,961			7,643,369			2,604,702			27,789,942
Repurchased		(5,562,947	)		(58,968,183	)		(8,805,748	)		(95,274,990	)
Total		397,296		$	4,214,765			3,266,936		$	34,985,067
CLASS I:	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		1,749,102		$	16,779,950			6,679,760		$	65,876,921
Reinvested		58,681			557,539			205,053			1,971,555
Repurchased		(5,896,459	)		(56,498,537	)		(596,521	)		(5,855,825	)
Total		(4,088,676	)	$	(39,161,048	)		6,288,292		$	61,992,651

Over 90% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion. No shareholder exceeds the 10% threshold.

6. Financial Instruments and Loan Assignments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these

27

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

6. Financial Instruments and Loan Assignments (continued)

contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2015.

The Series may invest in a loan assignment of all or a portion of the loans. The Series has direct rights against the borrower on a loan when it purchases an assignment; however, the Series’ rights may be more limited than the lender from which it acquired the assignment and the Series may be able to enforce its rights only through an administrative agent. Loan assignments are vulnerable to market conditions and may become illiquid due to economic conditions or other events may reduce the demand for loan assignments and certain loan assignments which were liquid when purchased may become illiquid. Loan assignment investments held by the Series as of June 30, 2015 are disclosed in the Investment Portfolio.

7. Foreign Securities

Investing in securities of foreign companies and foreign governments involves special risks and considerations not typically associated with investing in securities of domestic companies and the U.S. Government. These risks include revaluation of currencies and future adverse political and economic developments. Moreover, securities of foreign companies and foreign governments and their markets may be less liquid and their prices more volatile than those of comparable domestic companies and the U.S. Government.

8. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2014 were as follows:

Ordinary income	$	23,011,079
Long-term capital gains		8,820,822

At June 30, 2015, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized depreciation were as follows:

Cost for federal income tax purposes	$	738,803,270
Unrealized appreciation		7,225,985
Unrealized depreciation		(12,821,829	)
Net unrealized depreciation	$	(5,595,844	)

28

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29

Unconstrained Bond Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange
Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNCPB-6/15-SAR

High Yield Bond Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested in each class at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The Hypothetical lines of each Class in the table below provide information about hypothetical account values and hypothetical expenses based on the Class’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in the Series and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the Hypothetical lines for each Class in the table are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING              ACCOUNT  VALUE  1/1/15	ENDING  ACCOUNT              VALUE  6/30/15	EXPENSES PAID      DURING  PERIOD*  1/1/15-6/30/15	ANNUALIZED  EXPENSE RATIO
Class S
Actual	$1,000.00	$1,031.00	$5.44	1.08%
Hypothetical
(5% return before expenses)	$1,000.00	$1,019.44	$5.41	1.08%
Class I
Actual	$1,000.00	$1,032.60	$4.18	0.83%
Hypothetical
(5% return before expenses)	$1,000.00	$1,020.68	$4.16	0.83%

*Expenses are equal to each Class’ annualized expense ratio (for the six-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year.

1

High Yield Bond Series

Portfolio Composition as of June 30, 2015

(unaudited)

2

High Yield Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1	PRINCIPAL           AMOUNT	VALUE   (NOTE 2)
LOAN ASSIGNMENTS - 5.8%
CPI International, Inc., 1st Lien Term Loan B2 , 4.25%, 11/17/2017	B3	$        2,977,387	$          2,966,222
Crown Castle Operating Co., 1st Lien Term Loan B22, 3.00%, 1/31/2021	BBB3	3,939,992	3,914,657
NRG Energy, Inc. Term B2, 2.75%, 7/1/2018	BB3	3,944,521	3,910,322
Valeant Pharmaceuticals International, Inc., Term Loan D22, 3.50%, 2/13/2019	Ba1	4,000,000	3,988,320
TOTAL LOAN ASSIGNMENTS
(Identified Cost $14,831,134)			14,779,521
CORPORATE BONDS - 87.0%
Non-Convertible Corporate Bonds - 87.0%
Consumer Discretionary - 15.5%
Auto Components - 2.0%
Icahn Enterprises LP - Icahn Enterprises Finance Corp., 5.875%, 2/1/2022	Ba3	2,455,000	2,501,031
Techniplas LLC4, 10.00%, 5/1/2020	Caa1	2,580,000	2,599,350
			5,100,381
Hotels, Restaurants & Leisure - 1.0%
International Game Technology plc (United Kingdom)4, 6.25%, 2/15/2022	Ba2	2,635,000	2,516,425
Household Durables - 6.1%
Brookfield Residential Properties, Inc. - Brookfield Residential US Corp. (Canada)4, 6.125%, 7/1/2022	B1	4,601,000	4,531,985
Brookfield Residential Properties, Inc. (Canada)4, 6.375%, 5/15/2025	B1	525,000	514,500
Meritage Homes Corp., 7.15%, 4/15/2020	Ba3	1,460,000	1,576,800
Meritage Homes Corp., 7.00%, 4/1/2022	Ba3	2,250,000	2,401,875
TRI Pointe Holdings, Inc., 4.375%, 6/15/2019	B1	3,820,000	3,743,600
Weekley Homes LLC - Weekley Finance Corp., 6.00%, 2/1/2023	B2	3,180,000	3,005,100
			15,773,860
Media - 6.4%
CCO Holdings LLC - CCO Holdings Capital Corp.4, 5.125%, 5/1/2023	B1	1,760,000	1,711,600
CCO Holdings LLC - CCO Holdings Capital Corp.4, 5.375%, 5/1/2025	B1	2,055,000	2,001,056
Cogeco Cable, Inc. (Canada)4, 4.875%, 5/1/2020	BB3	3,830,000	3,887,450
Columbus International, Inc. (Barbados)4, 7.375%, 3/30/2021	Ba3	3,440,000	3,698,000
Sirius XM Radio, Inc.4, 5.375%, 4/15/2025	Ba3	2,650,000	2,557,250
VTR Finance B.V. (Chile)4, 6.875%, 1/15/2024	B1	2,480,000	2,534,188
			16,389,544
Total Consumer Discretionary			39,780,210
Consumer Staples - 10.7%
Beverages - 1.0%
DS Services of America, Inc.4, 10.00%, 9/1/2021	Ba3	2,115,000	2,474,550

The accompanying notes are an integral part of the financial statements.

3

High Yield Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1	PRINCIPAL          AMOUNT	VALUE   (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Consumer Staples (continued)
Food & Staples Retailing - 3.3%
C&S Group Enterprises LLC4, 5.375%, 7/15/2022	B1	$      3,720,000	$          3,496,800
KeHE Distributors LLC - KeHE Finance Corp.4, 7.625%, 8/15/2021	B3	2,305,000	2,420,250
Shearer’s Foods LLC - Chip Finance Corp.4, 9.00%, 11/1/2019	B1	2,390,000	2,569,250
			8,486,300
Food Products - 2.6%
Kraft Heinz Foods Co., 6.75%, 3/15/2032	Baa3	2,805,000	3,295,875
Pinnacle Operating Corp.4, 9.00%, 11/15/2020	Caa1	3,435,000	3,409,237
			6,705,112
Household Products - 2.6%
HRG Group, Inc., 7.875%, 7/15/2019	Ba3	3,385,000	3,571,175
HRG Group, Inc., 7.75%, 1/15/2022	Caa1	3,100,000	3,022,500
			6,593,675
Tobacco - 1.2%
Vector Group Ltd., 7.75%, 2/15/2021	Ba3	2,970,000	3,177,900
Total Consumer Staples			27,437,537
Energy - 7.8%
Energy Equipment & Services - 4.0%
Calfrac Holdings LP (Canada)4, 7.50%, 12/1/2020	B3	2,470,000	2,280,798
FTS International, Inc., 6.25%, 5/1/2022	Caa2	2,470,000	1,815,450
Parker Drilling Co., 6.75%, 7/15/2022	B1	2,325,000	2,005,313
Seventy Seven Operating LLC, 6.625%, 11/15/2019	B3	2,395,000	1,892,050
Shelf Drilling Holdings Ltd. (United Arab Emirates)4, 8.625%, 11/1/2018	Ba3	2,590,000	2,305,100
			10,298,711
Oil, Gas & Consumable Fuels - 3.8%
Energy XXI Gulf Coast, Inc., 7.50%, 12/15/2021	Caa3	2,445,000	788,513
PBF Holding Co. LLC - PBF Finance Corp., 8.25%, 2/15/2020	Ba3	2,435,000	2,575,013
Sabine Pass Liquefaction LLC, 5.625%, 2/1/2021	Ba3	4,155,000	4,238,100
WPX Energy, Inc., 6.00%, 1/15/2022	Ba1	2,250,000	2,221,875
			9,823,501
Total Energy			20,122,212
Financials - 20.3%
Banks - 4.9%
CIT Group, Inc., 5.25%, 3/15/2018	B1	2,535,000	2,620,556
Citigroup, Inc.2,5, 5.95%	Ba2	2,505,000	2,417,826
Lloyds Bank plc (United Kingdom)4,5,6, 12.00%	Ba1	1,015,000	1,451,450
Popular, Inc., 7.00%, 7/1/2019	B1	4,840,000	4,840,000
Royal Bank of Scotland Group plc (United Kingdom), 6.10%, 6/10/2023	Ba2	1,170,000	1,243,987
			12,573,819

The accompanying notes are an integral part of the financial statements.

4

High Yield Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1	PRINCIPAL           AMOUNT	VALUE   (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Financials (continued)
Capital Markets - 1.5%
Drawbridge Special Opportunities Fund LP - Drawbridge Special Opportunities Finance4, 5.00%, 8/1/2021	BBB3	$        3,725,000	$          3,725,000
Consumer Finance - 2.7%
CNG Holdings, Inc.4, 9.375%, 5/15/2020	Caa1	2,600,000	1,885,000
Navient Corp., 6.125%, 3/25/2024	Ba3	5,365,000	5,136,988
			7,021,988
Diversified Financial Services - 2.0%
Jefferies Finance LLC - JFIN Co-Issuer Corp.4, 7.375%, 4/1/2020	B1	2,970,000	2,918,025
Jefferies Finance LLC - JFIN Co-Issuer Corp.4, 6.875%, 4/15/2022	B1	2,400,000	2,340,000
			5,258,025
Real Estate Investment Trusts (REITS) - 4.0%
DuPont Fabros Technology LP, 5.875%, 9/15/2021	Ba1	4,595,000	4,652,437
Qualitytech LP - QTS Finance Corp., 5.875%, 8/1/2022	B2	2,437,000	2,449,185
Rialto Holdings LLC - Rialto Corp.4, 7.00%, 12/1/2018	B2	3,085,000	3,208,400
			10,310,022
Real Estate Management & Development - 2.0%
Forestar USA Real Estate Group, Inc.4, 8.50%, 6/1/2022	B2	2,350,000	2,438,125
Greystar Real Estate Partners LLC4, 8.25%, 12/1/2022	B2	2,500,000	2,637,500
			5,075,625
Thrifts & Mortgage Finance - 3.2%
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp., 7.375%, 10/1/2017	Ba3	3,125,000	3,257,813
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp.4, 5.875%, 8/1/2021	Ba3	3,335,000	3,243,287
Prospect Holding Co. LLC - Prospect Holding Finance Co.4, 10.25%, 10/1/2018	B2	2,470,000	1,630,200
			8,131,300
Total Financials			52,095,779
Health Care - 4.6%
Health Care Equipment & Supplies - 0.6%
Halyard Health, Inc.4, 6.25%, 10/15/2022	B2	1,380,000	1,445,550
Health Care Providers & Services - 1.1%
Fresenius US Finance II, Inc. (Germany)4, 9.00%, 7/15/2015	Ba1	2,925,000	2,929,680
Pharmaceuticals - 2.9%
Concordia Healthcare Corp. (Canada)4, 7.00%, 4/15/2023	B3	2,500,000	2,500,000
Horizon Pharma Financing, Inc.4, 6.625%, 5/1/2023	B2	2,500,000	2,606,250

The accompanying notes are an integral part of the financial statements.

5

High Yield Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1	PRINCIPAL          AMOUNT	VALUE   (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Health Care (continued)
Pharmaceuticals (continued)
Mallinckrodt International Finance S.A. - Mallinckrodt CB LLC4, 5.50%, 4/15/2025	B1	$        2,500,000	$          2,425,000
			7,531,250
Total Health Care			11,906,480
Industrials - 13.9%
Aerospace & Defense - 1.4%
DigitalGlobe, Inc.4, 5.25%, 2/1/2021	B1	3,779,000	3,698,696
Air Freight & Logistics - 1.0%
Neovia Logistics Intermediate Holdings LLC - Logistics Intermediate Finance Corp.4,7, 10.00%, 2/15/2018	Caa2	2,485,000	2,472,575
Airlines - 2.3%
Allegiant Travel Co., 5.50%, 7/15/2019	B1	3,645,000	3,672,338
Delta Air Lines Pass-Through Trust, Series 2010-1, Class B4, 6.375%, 1/2/2016	Baa3	2,290,000	2,341,525
			6,013,863
Commercial Services & Supplies - 1.8%
Constellis Holdings LLC - Constellis Finance Corp.4, 9.75%, 5/15/2020	B3	2,590,000	2,499,350
Modular Space Corp.4, 10.25%, 1/31/2019	B3	2,390,000	2,067,350
			4,566,700
Construction & Engineering - 0.1%
Abengoa Finance S.A.U. (Spain)4, 7.75%, 2/1/2020	B2	295,000	292,050
Machinery - 3.4%
CNH Industrial Capital LLC, 3.875%, 11/1/2015	Ba1	2,720,000	2,726,800
SPL Logistics Escrow LLC - SPL Logistics Finance Corp.4, 8.875%, 8/1/2020	B2	2,760,000	2,925,600
Waterjet Holdings, Inc.4, 7.625%, 2/1/2020	B2	2,925,000	3,042,000
			8,694,400
Trading Companies & Distributors - 3.9%
Aircastle Ltd., 5.50%, 2/15/2022	Ba2	2,446,000	2,496,461
Fly Leasing Ltd. (Ireland), 6.75%, 12/15/2020	B2	3,485,000	3,589,550
Fly Leasing Ltd. (Ireland), 6.375%, 10/15/2021	B2	1,600,000	1,620,000
International Lease Finance Corp., 8.75%, 3/15/2017	Ba2	2,000,000	2,188,220
			9,894,231
Total Industrials			35,632,515
Materials - 4.5%
Chemicals - 1.4%
Consolidated Energy Finance S.A. (Trinidad-Tobago)4, 6.75%, 10/15/2019	B2	3,610,000	3,664,150

The accompanying notes are an integral part of the financial statements.

6

High Yield Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT   RATING1		PRINCIPAL AMOUNT/ SHARES		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Materials (continued)
Containers & Packaging - 2.0%
Ardagh Packaging Finance plc - Ardagh Holdings USA, Inc. (Ireland)2,4, 3.286%, 12/15/2019		Ba3	$	5,230,000	$	5,086,175
Metals & Mining - 1.1%
SunCoke Energy Partners LP - SunCoke Energy Partners Finance Corp.4, 7.375%, 2/1/2020		B1		2,890,000		2,918,900
Total Materials						11,669,225
Telecommunication Services - 4.2%
Diversified Telecommunication Services - 1.0%
Windstream Services LLC, 7.875%, 11/1/2017		B1		2,525,000		2,682,813
Wireless Telecommunication Services - 3.2%
Altice Financing S.A. (Luxembourg)4, 6.50%, 1/15/2022		B1		4,960,000		4,960,000
T-Mobile USA, Inc., 6.836%, 4/28/2023		Ba3		3,025,000		3,180,031
						8,140,031
Total Telecommunication Services						10,822,844
Utilities - 5.5%
Independent Power and Renewable Electricity Producers - 5.5%
Abengoa Yield plc (Spain)4, 7.00%, 11/15/2019		BB3		3,845,000		3,960,350
ContourGlobal Power Holdings S.A. (France)4, 7.125%, 6/1/2019		B3		3,560,000		3,729,100
NRG Energy, Inc., 6.25%, 7/15/2022		B1		2,400,000		2,436,000
Talen Energy Supply LLC4, 5.125%, 7/15/2019		Ba3		3,980,000		3,900,400
Total Utilities						14,025,850
Total Non-Convertible Corporate Bonds (Identified Cost $228,776,266)						223,492,652
MUTUAL FUND - 1.9%
iShares iBoxx $ High Yield Corporate Bond ETF (Identified Cost $4,994,847)				55,510		4,929,288
SHORT-TERM INVESTMENT - 3.3%
Dreyfus Cash Management, Inc. - Institutional Shares8, 0.04%, (Identified Cost $8,452,131)				8,452,131		8,452,131
TOTAL INVESTMENTS - 98.0% (Identified Cost $257,054,378)						251,653,592
OTHER ASSETS, LESS LIABILITIES - 2.0%						5,191,004
NET ASSETS - 100%					$	256,844,596

The accompanying notes are an integral part of the financial statements.

7

High Yield Bond Series

Investment Portfolio - June 30, 2015

(unaudited)

ETF - Exchange-Traded Fund

¹Credit ratings from Moody’s (unaudited).

²The coupon rate is floating and is the effective rate as of June 30, 2015.

³Credit ratings from S&P (unaudited).

⁴Restricted securities - Investment in securities that are restricted as to public resale under the Securities Act of 1933, as amended. These securities have been sold under rule 144A and have been determined to be liquid under guidelines established by the Board of Directors. These securities amount to $130,449,477 or 50.8% of the Series’ net assets as of June 30, 2015 (see Note 2 to the financial statements).

⁵Security is perpetual in nature and has no stated maturity date.

⁶The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on LIBOR plus a spread, in December 2024.

⁷Represents a Payment-In-Kind bond.

⁸Rate shown is the current yield as of June 30, 2015.

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

The accompanying notes are an integral part of the financial statements.

8

High Yield Bond Series

Statement of Assets and Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments, at value (identified cost $257,054,378) (Note 2)	$	251,653,592
Cash		20,533
Interest receivable		4,493,461
Receivable for securities sold		1,309,611
Receivable for fund shares sold		90,906
Dividends receivable		508
Prepaid expenses		326
TOTAL ASSETS		257,568,937
LIABILITIES:
Accrued management fees (Note 3)		171,059
Accrued shareholder services fees (Class S) (Note 3)		45,629
Accrued fund accounting and administration fees (Note 3)		15,174
Accrued transfer agent fees (Note 3)		4,432
Accrued Chief Compliance Officer service fees (Note 3)		382
Payable for fund shares repurchased		449,868
Other payables and accrued expenses		37,797
TOTAL LIABILITIES		724,341
TOTAL NET ASSETS	$	256,844,596
NET ASSETS CONSIST OF:
Capital stock	$	259,041
Additional paid-in-capital		262,378,655
Undistributed net investment income		1,610,918
Accumulated net realized loss on investments		(2,003,232	)
Net unrealized appreciation (depreciation) on investments		(5,400,786	)
TOTAL NET ASSETS	$	256,844,596
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($204,968,123/20,177,017 shares)	$	10.16
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($51,876,473/5,727,065 shares)	$	9.06

The accompanying notes are an integral part of the financial statements.

9

High Yield Bond Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Interest	$	7,618,496
Dividends		200,078
Total Investment Income		7,818,574
EXPENSES:
Management fees (Note 3)		961,798
Shareholder services fees (Class S) (Note 3)		257,163
Fund accounting and administration fees (Note 3)		33,302
Transfer agent fees (Note 3)		9,594
Directors’ fees (Note 3)		2,873
Chief Compliance Officer service fees (Note 3)		1,224
Custodian fees		5,782
Miscellaneous		54,481
Total Expenses		1,326,217
NET INVESTMENT INCOME		6,492,357
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized loss on investments		(1,576,383	)
Net change in unrealized appreciation (depreciation) on investments		2,943,410
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS		1,367,027
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	7,859,384

The accompanying notes are an integral part of the financial statements.

10

High Yield Bond Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED 6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	6,492,357		$	11,718,547
Net realized gain (loss) on investments		(1,576,383	)		5,867,932
Net change in unrealized appreciation (depreciation) on investments		2,943,410			(12,738,672	)
Net increase from operations		7,859,384			4,847,807
DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income (Class S)		(3,860,724	)		(9,427,102	)
From net investment income (Class I)		(1,169,880	)		(2,140,735	)
From net realized gain on investments (Class S)		—			(6,037,874	)
From net realized gain on investments (Class I)		—			(1,355,223	)
Total distributions to shareholders		(5,030,604	)		(18,960,934	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase from capital share transactions (Note 5)		9,658,048			42,249,663
Net increase in net assets		12,486,828			28,136,536
NET ASSETS:
Beginning of period		244,357,768			216,221,232
End of period (including undistributed net investment income of $1,610,918 and $149,165, respectively)	$	256,844,596		$	244,357,768

The accompanying notes are an integral part of the financial statements.

11

High Yield Bond Series

Financial Highlights - Class S*

	FOR THE SIX MONTHS ENDED			FOR THE YEARS ENDED
	6/30/15 (UNAUDITED)			12/31/14			12/31/13			12/31/12			12/31/11			12/31/10
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.04			$10.64			$10.75			$10.30			$10.74			$10.37
Income from investment operations:
Net investment income1		0.25			0.52			0.54			0.63			0.69			0.75
Net realized and unrealized gain (loss) on investments		0.06			(0.30	)		0.21			0.83			(0.17	)		0.66
Total from investment operations		0.31			0.22			0.75			1.46			0.52			1.41
Less distributions to shareholders:
From net investment income		(0.19	)		(0.50	)		(0.53	)		(0.64	)		(0.67	)		(0.75	)
From net realized gain on investments		—			(0.32	)		(0.33	)		(0.37	)		(0.29	)		(0.29	)
Total distributions to shareholders		(0.19	)		(0.82	)		(0.86	)		(1.01	)		(0.96	)		(1.04	)
Net asset value - End of period		$10.16			$10.04			$10.64			$10.75			$10.30			$10.74
Net assets - End of period (000’s omitted)		$204,968			$202,772			$191,922			$179,187			$175,350			$158,181
Total return2		3.10%			2.04%			7.17%			14.46%			4.87%			13.59%
Ratios (to average net assets)/Supplemental Data:
Expenses**		1.08%	3		1.11%			1.12%			1.10%			1.12%			1.14%
Net investment income		5.01%	3		4.78%			4.99%			5.83%			6.26%			6.79%
Portfolio turnover		44%			104%			93%			91%			63%			54%
* Effective August 1, 2012, the shares of the Series have been designated as Class S. ** For certain periods presented, the investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amounts:
		N/A			N/A			N/A			N/A			N/A			0.00%4

¹Calculated based on average shares outstanding during the periods.

²Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during certain periods. Periods less than one year are not annualized.

³Annualized.

⁴Less than 0.01%.

The accompanying notes are an integral part of the financial statements.

12

High Yield Bond Series

Financial Highlights - Class I

	FOR THE SIX MONTHS ENDED   6/30/15 (UNAUDITED)			FOR THE YEARS ENDED						FOR THE PERIOD   8/1/121 TO 12/31/12
				12/31/14			12/31/13
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$8.97			$9.59			$9.78			$10.00
Income (loss) from investment operations:
Net investment income2		0.24			0.49			0.52			0.25
Net realized and unrealized gain (loss) on investments		0.05			(0.26	)		0.18			0.30
Total from investment operations		0.29			0.23			0.70			0.55
Less distributions to shareholders:
From net investment income		(0.20	)		(0.53	)		(0.56	)		(0.40	)
From net realized gain on investments		—			(0.32	)		(0.33	)		(0.37	)
Total distributions to shareholders		(0.20	)		(0.85	)		(0.89	)		(0.77	)
Net asset value - End of period		$9.06			$8.97			$9.59			$9.78
Net assets - End of period (000’s omitted)		$51,876			$41,586			$24,299			$14,002
Total return3		3.26%			2.33%			7.35%			5.59%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.83%	4		0.86%			0.87%			0.87%	4
Net investment income		5.28%	4		5.05%			5.24%			5.90%	4
Portfolio turnover		44%			104%			93%			91%

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

³Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Periods less than one year are not annualized.

⁴Annualized.

The accompanying notes are an integral part of the financial statements.

13

High Yield Bond Series

Notes to Financial Statements

(unaudited)

1. Organization

High Yield Bond Series (the “Series”) is a no-load diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

The Series’ investment objective is to provide a high level of long-term total return by investing principally in non-investment grade fixed income securities that are issued by government and corporate entities.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The series is authorized to issue two classes of shares (Class S & Class I). Each class of shares is substantially the same, except that Class S shares bear shareholder services fees. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 125 million have been designated as High Yield Bond Series Class S common stock and 100 million have been designated as High Yield Bond Series Class I common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Portfolio securities, including domestic equities, foreign equities, warrants and options, listed on an exchange other than the NASDAQ Stock Market are valued at the latest quoted sales price of the exchange on which the security is primarily traded. Securities not traded on valuation date or securities not listed on an exchange are valued at the latest quoted bid price provided by the Fund’s pricing service. Securities listed on the NASDAQ Stock Market are valued in accordance with the NASDAQ Official Closing Price.

Debt securities, including government bonds, foreign bonds, asset-backed securities, structured notes, supranational obligations, sovereign bonds, corporate bonds, loan assignments, and mortgage-backed securities will normally be valued on the basis of evaluated bid prices provided directly by an independent pricing service. The pricing services use multiple valuation techniques to determine fair value. In instances where sufficient market activity exists, the pricing services may utilize a market-based approach through which quotes from market makers are used to determine fair value. In instances where sufficient market activity may not exist or is limited, the pricing services also utilize proprietary valuation models which may consider market characteristics such as benchmark yield curves, option-adjusted spreads, credit spreads, estimated default rates, coupon rates, anticipated timing of principal repayments, underlying collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair value. Certain investments in securities held by the Series may be valued on a basis of a price provided directly by a principal market maker. These prices may differ from the value that would have been used had a broader market for securities existed.

The fair value of loan assignments is estimated using recently executed transactions, market price quotations, credit/market events, and cross-asset pricing. Inputs are generally observable market inputs obtained from independent sources. Loan assignments are generally categorized in Level 2 of the fair value hierarchy, unless key inputs are unobservable, in which case they would be categorized in Level 3.

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level

14

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board of Directors (the “Board”). Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Debt securities:
Loan assignments	$	14,779,521	$	—	$	14,779,521	$	—
Corporate debt:
Consumer Discretionary		39,780,210		—		39,780,210		—
Consumer Staples		27,437,537		—		27,437,537		—
Energy		20,122,212		—		20,122,212		—
Financials		52,095,779		—		52,095,779		—
Health Care		11,906,480		—		11,906,480		—
Industrials		35,632,515		—		35,632,515		—
Materials		11,669,225		—		11,669,225		—
Telecommunication Services		10,822,844		—		10,822,844		—
Utilities		14,025,850		—		14,025,850		—
Mutual funds		13,381,419		13,381,419		—		—
Total assets	$	251,653,592	$	13,381,419	$	238,272,173	$	—

There were no Level 3 securities held by the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the

15

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Transactions, Investment Income and Expenses (continued)

ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense. Income, expenses (other than shareholder services fees), and realized and unrealized gains and losses are prorated among the classes based on the relative net assets of each class. Class specific expenses are directly charged to that class.

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Foreign Currency Translation

The books and records of the Series are maintained in U.S. dollars. Foreign currencies, investments and other assets and liabilities are translated into U.S. dollars at the current exchange rates. Purchases and sales of investment securities and income and expenses are translated on the respective dates of such transactions. The Series does not isolate realized and unrealized gains and losses attributable to changes in the exchange rates from gains and losses that arise from changes in the fair value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized foreign currency gains and losses represent foreign currency gains and losses between trade date and settlement date on securities transactions, gains and losses on disposition of foreign currencies and the difference between the amount of income and foreign withholding taxes recorded on the books of the Series and the amounts actually received or paid.

Securities Purchased on a When-Issued Basis or Forward Commitment

The Series may purchase securities on a when-issued basis or forward commitment. These transactions involve a commitment by the Series to purchase securities for a predetermined price with payment and delivery taking place beyond the customary settlement period. When such purchases are outstanding, the Series will designate liquid assets in an amount sufficient to meet the purchase price. When purchasing a security on a delayed delivery basis, the Series assumes the rights and risks of ownership of the security, including the risk of price and yield fluctuations, and takes such fluctuations into account when determining its net asset value. The Series may sell the when-issued securities before they are delivered, which may result in a capital gain or loss. No such investments were held by the Series on June 30, 2015.

In connection with its ability to purchase or sell securities on a forward commitment basis, the Series may enter into forward roll transactions principally using To Be Announced (TBA) securities. Forward roll transactions require the sale of securities for delivery in the current month, and a simultaneous agreement to repurchase substantially similar (same type, coupon and maturity) securities on a specified future date. Risks of entering into forward roll transactions include the potential inability of the counterparty to meet the terms of the agreement; the potential of the Series to receive inferior securities at redelivery as compared to the securities sold to the counterparty; counterparty credit risk; and the potential pay down speed variance between the mortgage-backed pools. During the roll period, the Series forgoes principal and interest paid on the securities. The Series accounts for such dollar rolls as purchases and sales. Information regarding securities purchased on a when-issued basis is included in the Series’ Investment Portfolio. No such investments were held by the Series on June 30, 2015.

Restricted Securities

Restricted securities are purchased in private placement transactions, are not registered under the Securities Act of 1933, as amended, and may have contractual restrictions on resale. Information regarding restricted securities is included at the end of the Series’ Investment Portfolio.

16

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Illiquid Securities

A security may be considered illiquid if so deemed in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board. Securities that are illiquid are marked with the applicable footnote on the Investment Portfolio. No such investments were held by the Series on June 30, 2015.

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2011 through December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

Based on the Series’ understanding of the tax rules and rates related to income, gains and currency purchase/repatriation transactions for foreign jurisdictions in which it invests, the Series will provide for foreign taxes, and where appropriate, deferred foreign tax.

Distributions of Income and Gains

Distributions to shareholders of net investment income are made quarterly. Distributions of net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.75% of the Series’ average daily net assets.

17

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Class S shares of the Series are subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Board. The shareholder services fee is intended to compensate financial intermediaries, including affiliates of the Fund, in connection with the provision of direct client service, personal services, maintenance of shareholder accounts and reporting services. For these services, Class S of the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.25% of the average daily net assets of Class S. The Fund has a Shareholder Services Agreement with the Advisor, for which the Advisor receives the shareholder services fee as stated above.

The Advisor has contractually agreed, until at least April 30, 2016, to waive its management fee and, if necessary, pay other operating expenses of the Series in order to maintain total direct annual fund operating expenses for the Series, exclusive of each share class’ shareholder services fee, at no more than 0.95% of average daily net assets. The Advisor did not waive any fees for the six months ended June 30, 2015. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed in prior years.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each series’ relative net assets or number of accounts, depending on the expense.

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $114,849,576 and $107,788,711, respectively. There were no purchases or sales of U.S. Government securities.

18

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

5. Capital Stock Transactions

Transactions in shares of Class S and Class I shares of High Yield Bond Series were:

CLASS S	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		1,705,609		$	17,375,697			3,953,447		$	42,414,464
Reinvested		362,726			3,685,687			1,452,659			14,913,394
Repurchased		(2,081,526	)		(21,238,067	)		(3,259,439	)		(35,201,730	)
Total		(13,191	)	$	(176,683	)		2,146,667		$	22,126,128
CLASS I	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		1,858,747		$	16,745,895			2,472,698		$	23,897,041
Reinvested		115,506			1,046,462			360,518			3,313,848
Repurchased		(880,854	)		(7,957,626	)		(732,438	)		(7,087,354	)
Total		1,093,399		$	9,834,731			2,100,778		$	20,123,535

Over 90% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion. No shareholder exceeds the 10% threshold.

6. Financial Instruments and Loan Assignments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2015.

The Series may invest in a loan assignment of all or a portion of the loans. The Series has direct rights against the borrower on a loan when it purchases an assignment; however, the Series’ rights may be more limited than the lender from which it acquired the assignment and the Series may be able to enforce its rights only through an administrative agent. Loan assignments are vulnerable to market conditions and may become illiquid due to economic conditions or other events may reduce the demand for loan assignments and certain loan assignments which were liquid when purchased may become illiquid. Loan assignment investments held by the Series as of June 30, 2015 are disclosed in the Investment Portfolio.

7. Foreign Securities

Investing in securities of foreign companies and foreign governments involves special risks and considerations not typically associated with investing in securities of domestic companies and the U.S. Government. These risks include revaluation of currencies and future adverse political and economic developments. Moreover, securities of foreign companies and foreign governments and their markets may be less liquid and their prices more volatile than those of comparable domestic companies and the U.S. Government.

8. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital

19

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

8. Federal Income Tax Information (continued)

accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2014 were as follows:

Ordinary income	$	15,057,497
Long-term capital gains		3,903,437

At June 30, 2015, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized depreciation were as follows:

Cost for federal income tax purposes	$	257,277,648
Unrealized appreciation		2,411,384
Unrealized depreciation		(8,035,440	)
Net unrealized depreciation	$	(5,624,056	)

20

{This page intentionally left blank}

21

High Yield Bond Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange
Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNHYB-6/15-SAR

Emerging Markets Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The Hypothetical lines of each Class in the table below provide information about hypothetical account values and hypothetical expenses based on the Class’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in the Series and other funds. To do so, compare this 5% hypothetical example for the class in which you have invested with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the Hypothetical lines for each Class in the table are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING  ACCOUNT VALUE                   1/1/15	ENDING  ACCOUNT VALUE                    6/30/15	EXPENSES PAID  DURING PERIOD*                    1/1/15-6/30/15	ANNUALIZED  EXPENSE RATIO
Class S
Actual	$1,000.00	$   993.50	$5.68	1.15%
Hypothetical (5% return before expenses)	$1,000.00	$1,019.09	$5.76	1.15%
Class I
Actual	$1,000.00	$   993.50	$4.45	0.90%
Hypothetical (5% return before expenses)	$1,000.00	$1,020.33	$4.51	0.90%

*Expenses are equal to each Class’ annualized expense ratio (for the six-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year. The Class’ total return would have been lower had certain expenses not been waived during the period.

1

Emerging Markets Series

Portfolio Composition as of June 30, 2015

(unaudited)

2

Emerging Markets Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE         (NOTE 2)
COMMON STOCKS - 95.4%
Consumer Discretionary - 10.1%
Diversified Consumer Services - 5.7%
Fu Shou Yuan International Group Ltd. (China)1		2,276,000	$	1,264,371
Kroton Educacional S.A. (Brazil)		1,223,050		4,673,325
				5,937,696
Internet & Catalog Retail - 1.9%
MakeMyTrip Ltd. (India)*		95,990		1,889,083
Media - 1.6%
Global Mediacom Tbk PT (Indonesia)1		19,040,380		1,667,453
Specialty Retail - 0.9%
Sa Sa International Holdings Ltd. (Hong Kong)1		1,747,610		945,995
Total Consumer Discretionary				10,440,227
Consumer Staples - 15.3%
Beverages - 4.5%
AMBEV S.A. - ADR (Brazil)*		272,830		1,664,263
Cia Cervecerias Unidas S.A. - ADR (Chile)		143,960		3,049,073
				4,713,336
Food & Staples Retailing - 2.0%
7-Eleven Malaysia Holdings Berhad (Malaysia)1		347,000		147,151
Raia Drogasil S.A. (Brazil)		150,000		1,934,161
				2,081,312
Food Products - 8.8%
Charoen Pokphand Foods PCL (Thailand)1		2,674,000		1,896,567
M Dias Branco S.A. (Brazil)		81,000		2,133,444
Sao Martinho S.A. (Brazil)		254,900		3,098,218
Tiger Brands Ltd. (South Africa)1		84,740		1,976,821
				9,105,050
Total Consumer Staples				15,899,698
Energy - 2.1%
Oil, Gas & Consumable Fuels - 2.1%
Cosan S.A. Industria e Comercio (Brazil)		274,220		2,216,445
Financials - 6.3%
Banks - 1.6%
ICICI Bank Ltd. - ADR (India)		161,450		1,682,309
Diversified Financial Services - 4.7%
IDFC Ltd. (India)1		880,050		2,037,601
JSE Ltd. (South Africa)1		271,000		2,862,140
				4,899,741
Total Financials				6,582,050

The accompanying notes are an integral part of the financial statements.

3

Emerging Markets Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE (NOTE 2)
COMMON STOCKS (continued)
Health Care - 24.0%
Health Care Equipment & Supplies - 8.1%
Ginko International Co. Ltd. (Taiwan)1		97,620	$	1,226,968
Shandong Weigao Group Medical Polymer Co. Ltd. - Class H (China)1		5,178,000		3,863,730
St. Shine Optical Co. Ltd. (Taiwan)1		206,530		3,282,930
				8,373,628
Health Care Providers & Services - 10.5%
Apollo Hospitals Enterprise Ltd. (India)1		105,674		2,180,995
Fortis Healthcare Ltd. (India)*1		1,354,220		3,812,031
KPJ Healthcare Berhad (Malaysia)1		1,955,660		2,187,354
Siloam International Hospitals Tbk PT (Indonesia)1		2,545,100		2,748,880
				10,929,260
Pharmaceuticals - 5.4%
Glenmark Pharmaceuticals Ltd. (India)1		203,033		3,169,681
Lupin Ltd. (India)1		81,482		2,411,294
				5,580,975
Total Health Care				24,883,863
Industrials - 6.2%
Airlines - 2.1%
Gol Linhas Aereas Inteligentes S.A. - ADR (Brazil)		444,100		1,052,517
Latam Airlines Group S.A. - ADR (Chile)*		162,400		1,143,296
				2,195,813
Commercial Services & Supplies - 1.9%
MiX Telematics Ltd. - ADR (South Africa)*		254,040		1,978,972
Electrical Equipment - 1.6%
Teco Electric and Machinery Co. Ltd. (Taiwan)1		2,052,000		1,592,960
Marine - 0.6%
Sinotrans Shipping Ltd. - Class H (China)1		2,604,000		637,159
Total Industrials				6,404,904
Information Technology - 21.6%
Internet Software & Services - 14.3%
Alibaba Group Holding Ltd. - ADR (China)*		40,870		3,362,375
Baidu, Inc. - ADR (China)*		16,740		3,332,599
Qihoo 360 Technology Co. Ltd. - ADR (China)*		77,390		5,238,529
Tencent Holdings Ltd. - Class H (China)1		144,900		2,897,498
				14,831,001
Semiconductors & Semiconductor Equipment - 2.2%
MediaTek, Inc. (Taiwan)1		166,000		2,269,152
Software - 2.3%
TOTVS S.A. (Brazil)		194,410		2,438,019

The accompanying notes are an integral part of the financial statements.

4

Emerging Markets Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE (NOTE 2)
COMMON STOCKS (continued)
Information Technology (continued)
Technology Hardware, Storage & Peripherals - 2.8%
Samsung Electronics Co. Ltd. (South Korea)1		2,550	$	2,893,195
Total Information Technology				22,431,367
Materials - 1.4%
Chemicals - 1.4%
Sociedad Quimica y Minera de Chile S.A. - ADR (Chile)		89,010		1,425,940
Telecommunication Services - 8.4%
Wireless Telecommunication Services - 8.4%
America Movil S.A.B. de C.V. - Class L - ADR (Mexico)		184,820		3,938,514
Bharti Infratel Ltd. (India)1		390,390		2,740,332
China Mobile Ltd. - Class H (China)1		160,430		2,052,528
Total Telecommunication Services				8,731,374
TOTAL COMMON STOCKS
(Identified Cost $97,763,633)				99,015,868
SHORT-TERM INVESTMENT - 5.4%
Dreyfus Cash Management, Inc. - Institutional Shares2, 0.04%,
(Identified Cost $5,643,279)		5,643,279		5,643,279
TOTAL INVESTMENTS - 100.8%
(Identified Cost $103,406,912)				104,659,147
LIABILITIES, LESS OTHER ASSETS - (0.8%)				(829,515	)
NET ASSETS - 100%			$	103,829,632

ADR - American Depositary Receipt

*Non-income producing security.

¹A factor from a third party vendor was applied to determine the security’s fair value following the close of local trading.

²Rate shown is the current yield as of June 30, 2015.

The Series’ portfolio holds, as a percentage of net assets, greater than 10% in the following countries:

China - 21.8%; Brazil - 18.5%; India - 19.2%.

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

The accompanying notes are an integral part of the financial statements.

5

Emerging Markets Series

Statement of Assets & Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments, at value (identified cost $103,406,912) (Note 2)	$	104,659,147
Cash		30,108
Dividends receivable		93,566
Receivable for fund shares sold		46,437
Foreign tax reclaims receivable		1,785
Prepaid expenses		137
TOTAL ASSETS		104,831,180
LIABILITIES:
Accrued foreign capital gains tax (Note 2)		95,764
Accrued management fees (Note 3)		55,213
Accrued shareholder services fees (Class S) (Note 3)		20,629
Accrued fund accounting and administration fees (Note 3)		8,139
Accrued transfer agent fees (Note 3)		6,237
Accrued Chief Compliance Officer service fees (Note 3)		382
Accrued Directors’ fees (Note 3)		95
Payable for securities purchased		636,803
Accrued custodian fees		92,534
Payable for fund shares repurchased		79,194
Other payables and accrued expenses		6,558
TOTAL LIABILITIES		1,001,548
TOTAL NET ASSETS	$	103,829,632
NET ASSETS CONSIST OF:
Capital stock	$	113,140
Additional paid-in-capital		116,446,483
Undistributed net investment loss		(195,773	)
Accumulated net realized loss on investments, foreign currency and translation of other assets and liabilities		(13,690,568	)
Net unrealized appreciation on investments, (net of foreign capital gains tax of $95,764), foreign currency and translation of other assets and liabilities		1,156,350
TOTAL NET ASSETS	$	103,829,632
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($93,491,995/10,188,270 shares)	$	9.18
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($10,337,637/1,125,696 shares)	$	9.18

The accompanying notes are an integral part of the financial statements.

6

Emerging Markets Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Dividends (net of foreign taxes withheld, $67,915)	$	503,402
EXPENSES:
Management fees (Note 3)		379,509
Shareholder services fees (Class S)(Note 3)		115,257
Fund accounting and administration fees (Note 3)		24,475
Transfer agent fees (Note 3)		10,420
Directors’ fees (Note 3)		1,886
Chief Compliance Officer service fees (Note 3)		1,224
Custodian fees		71,700
Miscellaneous		54,031
Total Expenses		658,502
Less reduction of expenses (Note 3)		(55,305	)
Net Expenses		603,197
NET INVESTMENT LOSS		(99,795	)
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized loss on-
Investments		(13,910,260	)
Foreign currency and translation of other assets and liabilities		(142,163	)
		(14,052,423	)
Net change in unrealized appreciation (depreciation) on-
Investments (net of increase in accrued foreign capital gains tax of $92,243)		13,532,310
Foreign currency and translation of other assets and liabilities		77
		13,532,387
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		(520,036	)
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	(619,831	)

The accompanying notes are an integral part of the financial statements.

7

Emerging Markets Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED 6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income (loss)	$	(99,795	)	$	3,019,367
Net realized gain (loss) on investments and foreign currency		(14,052,423	)		4,130,363
Net change in unrealized appreciation (depreciation) on investments and foreign currency		13,532,387			(22,080,769	)
Net decrease from operations		(619,831	)		(14,931,039	)
DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income (Class S)		—			(2,682,683	)
From net investment income (Class I)		—			(550,665	)
From net realized gain on investments (Class S)		—			(4,420,831	)
From net realized gain on investments (Class I)		—			(784,320	)
Total distributions to shareholders		—			(8,438,499	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase (decrease) from capital share transactions (Note 5)		(3,701,698	)		25,548,419
Net increase (decrease) in net assets		(4,321,529	)		2,178,881
NET ASSETS:
Beginning of period		108,151,161			105,972,280
End of period (including undistributed net investment loss of $195,773 and distributions in excess of net investment income of $95,978, respectively)	$	103,829,632		$	108,151,161

The accompanying notes are an integral part of the financial statements.

8

Emerging Markets Series

Financial Highlights - Class S*

	FOR THE SIX   MONTHS ENDED   6/30/15   (UNAUDITED)			FOR THE YEARS ENDED									FOR THE PERIOD   11/16/111 TO   12/31/11
				12/31/14			12/31/13			12/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$9.24			$11.40			$11.64			$9.85			$10.00
Income (loss) from investment operations:
Net investment income2		(0.01	)		0.28	3		0.06			0.04			0.01
Net realized and unrealized gain (loss) on investments		(0.05	)		(1.67	)		0.95			2.20			(0.15	)
Total from investment operations		(0.06	)		(1.39	)		1.01			2.24			(0.14	)
Less distributions to shareholders:
From net investment income		—			(0.29	)		(0.02	)		(0.03	)		(0.01	)
From net realized gain on investments		—			(0.48	)		(1.23	)		(0.42	)		—
Total distributions to shareholders		—			(0.77	)		(1.25	)		(0.45	)		(0.01	)
Net asset value - End of period		$9.18			$9.24			$11.40			$11.64			$9.85
Net assets - End of period (000’s omitted)		$93,492			$91,178			$104,884			$95,253			$78,114
Total return4		(0.65%	)		(12.24%	)		8.91%			22.77%			(1.37%	)
Ratios (to average net assets)/Supplemental Data:
Expenses**		1.15%	5		1.15%			1.20%			1.20%			1.20%	5
Net investment income		(0.20%	)5		2.54%	3		0.54%			0.39%			0.86%	5
Portfolio turnover		38%			26%			44%			40%			0%

*Effective December 18, 2013, the shares of the Series have been designated as Class S.

**The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amounts:

                   0.10% ⁵     0.11%     0.09%     N/A       N/A    

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

³Reflects a special dividend paid out during the period by one of the Series’ holdings. Had the Series not received the special dividend, the net investment income per share would have been $0.05 and the net investment income ratio would have been 0.48%.

⁴Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived or reimbursed during certain periods. Periods less than one year are not annualized.

⁵Annualized.

The accompanying notes are an integral part of the financial statements.

9

Emerging Markets Series

Financial Highlights - Class I

	FOR THE SIX   MONTHS ENDED   6/30/15   (UNAUDITED)			FOR THE YEAR   ENDED 12/31/14			FOR THE PERIOD   12/18/131 TO   12/31/13
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$9.24			$11.40			$11.18
Income (loss) from investment operations:
Net investment income2		(0.00	)3		0.43	4		0.01
Net realized and unrealized gain (loss) on investments		(0.06	)		(1.79	)		0.21
Total from investment operations		(0.06	)		(1.36	)		0.22
Less distributions to shareholders:
From net investment income		—			(0.32	)		—
From net realized gain on investments		—			(0.48	)		—
Total distributions to shareholders		—			(0.80	)		—
Net asset value - End of period		$9.18			$9.24			$11.40
Net assets - End of period (000’s omitted)		$10,338			$16,973			$1,088
Total return5		(0.65%	)		(11.98%	)		1.97%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.90%	6		0.90%			1.89%	6
Net investment income		(0.11%	)6		3.93%	4		4.91%	6,7
Portfolio turnover		38%			26%			44%

*The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amounts:

0.10% ⁶ 0.14%               N/A      

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

³Less than $0.01.

⁴Reflects a special dividend paid out during the period by one of the Series’ holdings. Had the Series not received the special dividend, the net investment income per share would have been $0.08 and the net investment income ratio would have been 0.72%.

⁵Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived during certain periods. Periods less than one year are not annualized.

⁶Annualized.

⁷The annualized net investment income ratio may not be indicative of operating results for a full year.

The accompanying notes are an integral part of the financial statements.

10

Emerging Markets Series

Notes to Financial Statements

(unaudited)

1. Organization

Emerging Markets Series (the “Series”) is a no-load non-diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

The Series’ investment objective is to provide long-term growth.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The Series is authorized to issue two classes of shares (Class S and Class I). Each class of shares is substantially the same, except that Class S shares bear shareholder services fees. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 100 million have been designated as Emerging Markets Series Class S common stock, and 100 million have been designated as Emerging Markets Series Class I common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Portfolio securities, including domestic equities, foreign equities, warrants and options, listed on an exchange other than the NASDAQ Stock Market are valued at the latest quoted sales price of the exchange on which the security is primarily traded. Securities not traded on valuation date or securities not listed on an exchange are valued at the latest quoted bid price provided by the Fund’s pricing service. Securities listed on the NASDAQ Stock Market are valued in accordance with the NASDAQ Official Closing Price.

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board of Directors (the “Board”). Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account. In accordance with the procedures approved by the Board, the values of certain securities trading outside the U.S. were adjusted following the close of local trading using a factor from a third party vendor. The third party vendor uses statistical analyses and quantitative models, which consider among other things subsequent movement and changes in the prices of indices, securities and exchange rates in other markets, to determine the factors which are used to adjust local market prices. The value of

11

Emerging Markets Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

securities used for net asset value calculation under these procedures may differ from published prices for the same securities. It is the Fund’s policy to classify each foreign equity security where a factor from a third party vendor is provided as a Level 2 security.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	10,440,227	$	6,562,408	$	3,877,819	$	—
Consumer Staples		15,899,698		11,879,159		4,020,539		—
Energy		2,216,445		2,216,445		—		—
Financials		6,582,050		1,682,309		4,899,741		—
Health Care		24,883,863		—		24,883,863		—
Industrials		6,404,904		4,174,785		2,230,119		—
Information Technology		22,431,367		14,371,522		8,059,845		—
Materials		1,425,940		1,425,940		—		—
Telecommunication Services		8,731,374		3,938,514		4,792,860		—
Mutual funds		5,643,279		5,643,279		—		—
Total assets	$	104,659,147	$	51,894,361	$	52,764,786	$	—

Please see the Investment Portfolio for foreign securities where a factor from a third party vendor was applied to determine the securities’ fair value following the close of local trading. Such securities are included in Level 2 in the table above.

There were no Level 3 securities held by the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense. Income, expenses (other than shareholder services fees), and realized and unrealized gains and losses are prorated among the classes based on the relative net assets of each class. Class specific expenses are directly charged to that class.

12

Emerging Markets Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Transactions, Investment Income and Expenses (continued)

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Foreign Currency Translation

The books and records of the Series are maintained in U.S. dollars. Foreign currencies, investments and other assets and liabilities are translated into U.S. dollars at the current exchange rates. Purchases and sales of investment securities and income and expenses are translated on the respective dates of such transactions. The Series does not isolate realized and unrealized gains and losses attributable to changes in the exchange rates from gains and losses that arise from changes in the fair value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized foreign currency gains and losses represent foreign currency gains and losses between trade date and settlement date on securities transactions, gains and losses on disposition of foreign currencies and the difference between the amount of income and foreign withholding taxes recorded on the books of the Series and the amounts actually received or paid.

Forward Foreign Currency Exchange Contracts

The Series may purchase or sell forward foreign currency exchange contracts in order to hedge a portfolio position or specific transaction. Risks may arise if the counterparties to a contract are unable to meet the terms of the contract or if the value of the foreign currency moves unfavorably.

All forward foreign currency exchange contracts are adjusted daily by the exchange rate of the underlying currency and, for financial statement purposes, any gain or loss is recorded as unrealized gain or loss until a contract has been closed.

The Series may regularly trade forward foreign currency exchange contracts with off-balance sheet risk in the normal course of its investing activities to assist in managing exposure to changes in foreign currency exchange rates.

The notional or contractual amount of these instruments represents the investment the Series has in forward foreign currency exchange contracts and does not necessarily represent the amounts potentially at risk. The measurement of the risks associated with forward foreign currency exchange contracts is meaningful only when all related and offsetting transactions are considered. As of June 30, 2015, no investments in forward foreign currency exchange contracts were held by the Series.

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the period ended December 31, 2011 and the years ended December 31, 2012 through December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

13

Emerging Markets Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Foreign Taxes

Based on the Series’ understanding of the tax rules and rates related to income, gains and currency purchase/repatriation transactions for foreign jurisdictions in which it invests, the Series will provide for foreign taxes, and where appropriate, deferred foreign tax. The Series is subject to a tax imposed on short term capital gains on securities of issuers domiciled in India. The Series records an estimated deferred tax liability for securities that have been held for less than a year at the end of the reporting period, assuming those positions were disposed of at the end of the period. This amount is reported in Accrued foreign capital gains tax in the accompanying Statement of Assets and Liabilities. Realized losses on the sale of securities of issuers domiciled in India can be carried forward for eight years to offset potential future short term realized capital gains.

Distributions of Income and Gains

Distributions to shareholders of net investment income and net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.70% of the Series’ average daily net assets.

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Class S shares of the Series are subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Fund’s Board. The shareholder services fee is intended to compensate financial intermediaries, including affiliates of the Fund, in connection with the provision of direct client service, personal services, maintenance of shareholder accounts and reporting services. For these services, Class S of the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.25% of the average daily net assets of Class S. The Fund has a Shareholder Services Agreement with the Advisor, for which the Advisor receives the shareholder services fee as stated above.

The Advisor has contractually agreed, until at least April 30, 2016, to waive its fee and, if necessary, pay other operating expenses of the Series in order to maintain total direct annual fund operating expenses for the Series, exclusive of each share

14

Emerging Markets Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

class’ shareholder services fee, at no more than 0.90% of average daily net assets each year. Accordingly, the Advisor waived fees of $55,305 for the six months ended June 30, 2015, which is included as a reduction of expenses on the statement of operations. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each series’ relative net assets or number of accounts, depending on the expense.

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $39,224,439 and $43,525,887, respectively. There were no purchases or sales of U.S. Government securities.

5. Capital Stock Transactions

Transactions in shares of Class S and Class I of Emerging Markets Series were:

CLASS S:	FOR THE SIX MONTHS  ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		812,529		$	7,374,835			1,309,793		$	14,270,807
Reinvested		—			—			738,209			6,947,173
Repurchased		(490,438	)		(4,508,919	)		(1,379,719	)		(15,094,248	)
Total		322,091		$	2,865,916			668,283		$	6,123,732

15

Emerging Markets Series

Notes to Financial Statements (continued)

(unaudited)

5. Capital Stock Transactions (continued)

CLASS I:	FOR THE SIX MONTHS  ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		388,273		$	3,553,150			1,672,858		$	18,862,196
Reinvested		—			—			124,690			1,163,812
Repurchased		(1,099,819	)		(10,120,764	)		(55,732	)		(601,321	)
Total		(711,546	)	$	(6,567,614	)		1,741,816		$	19,424,687

Over 90% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion. No shareholder exceeds the 10% threshold.

6. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2015.

7. Foreign Securities

Investing in securities of foreign companies and foreign governments involves special risks and considerations not typically associated with investing in securities of domestic companies and the U.S. Government. These risks include revaluation of currencies and future adverse political and economic developments. Moreover, securities of foreign companies and foreign governments and their markets may be less liquid and their prices more volatile than those of comparable domestic companies and the U.S. Government.

8. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2014 were as follows:

Ordinary income	$	5,643,207
Long-term capital gains		2,795,292

At June 30, 2015, identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized appreciation were as follows:

Cost for federal income tax purposes	$	103,406,912
Unrealized appreciation		11,152,323
Unrealized depreciation		(9,900,088	)
Net unrealized appreciation	$	1,252,235

16

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17

Emerging Markets Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange     Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNEMS-6/15-SAR

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

The Actual lines of the tables below provide information about actual account values and actual expenses. You may use the information in these lines, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the Actual line for the Series and Class in which you have invested under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The Hypothetical lines of the tables below provide information about hypothetical account values and hypothetical expenses based on the Class’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in a Class of the Series and other funds. To do so, compare this 5% hypothetical example for the Series and Class in which you have invested with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the tables are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the Hypothetical lines of the tables are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING  ACCOUNT VALUE         1/1/15	ENDING  ACCOUNT VALUE         6/30/15	EXPENSES PAID  DURING PERIOD*         1/1/15-6/30/15	ANNUALIZED  EXPENSE RATIO1,2
Strategic Income Conservative Series
Actual (Class S)	$1,000.00	$1,001.50	$1.49	0.30%
Hypothetical (5% return before expenses)	$1,000.00	$1,023.31	$1.51	0.30%
Actual (Class I)	$1,000.00	$1,002.60	$0.25	0.05%
Hypothetical (5% return before expenses)	$1,000.00	$1,024.55	$0.25	0.05%
	BEGINNING  ACCOUNT VALUE  1/1/15	ENDING  ACCOUNT VALUE  6/30/15	EXPENSES PAID  DURING PERIOD*  1/1/15-6/30/15	ANNUALIZED  EXPENSE RATIO1,2
Strategic Income Moderate Series
Actual (Class S)	$1,000.00	$   999.00	$1.49	0.30%
Hypothetical (5% return before expenses)	$1,000.00	$1,023.31	$1.51	0.30%
Actual (Class I)	$1,000.00	$1,000.20	$0.25	0.05%
Hypothetical (5% return before expenses)	$1,000.00	$1,024.55	$0.25	0.05%

¹Expense ratios of the Class do not include fees and expenses indirectly incurred by the underlying funds. If these expenses were included, the expense ratios would have been higher.

²Expenses are equal to each Class’ annualized expense ratio (for the six month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year. The Class’ total returns would have been lower had certain expenses not been reimbursed during the period.

1

Portfolio Composition as of June 30, 2015 - Asset Allocation¹

(unaudited)

2

Investment Portfolios - June 30, 2015

(unaudited)

STRATEGIC INCOME CONSERVATIVE SERIES	SHARES		VALUE         (NOTE 2)
AFFILIATED INVESTMENT COMPANIES - 100.0%
Manning & Napier Fund, Inc. - Core Bond Series, Class A		1,220,837	$	13,038,538
Manning & Napier Fund, Inc. - Disciplined Value Series, Class I		183,724		2,902,841
Manning & Napier Fund, Inc. - Equity Income Series, Class I		229,591		2,456,628
Manning & Napier Fund, Inc. - High Yield Bond Series, Class I		54,768		496,202
Manning & Napier Fund, Inc. - Real Estate Series, Class I		170,535		1,459,776
Manning & Napier Fund, Inc. - Unconstrained Bond Series, Class I		474,528		4,489,037
TOTAL AFFILIATED INVESTMENT COMPANIES
(Identified Cost $25,201,103)				24,843,022
OTHER ASSETS, LESS LIABILITIES - 0.0%#				5,950
NET ASSETS - 100%			$	24,848,972
STRATEGIC INCOME MODERATE SERIES	SHARES		VALUE         (NOTE 2)
AFFILIATED INVESTMENT COMPANIES - 100.0%
Manning & Napier Fund, Inc. - Core Bond Series, Class A		702,883	$	7,506,790
Manning & Napier Fund, Inc. - Disciplined Value Series, Class I		249,442		3,941,189
Manning & Napier Fund, Inc. - Emerging Markets Series, Class I		70,156		644,034
Manning & Napier Fund, Inc. - Equity Income Series, Class I		393,292		4,208,222
Manning & Napier Fund, Inc. - High Yield Bond Series, Class I		117,181		1,061,662
Manning & Napier Fund, Inc. - Real Estate Series, Class I		146,192		1,251,399
Manning & Napier Fund, Inc. - Unconstrained Bond Series, Class I		270,668		2,560,520
TOTAL AFFILIATED INVESTMENT COMPANIES
(Identified Cost $21,515,723)				21,173,816
LIABILITIES, LESS OTHER ASSETS - 0.0%#				(9,947	)
NET ASSETS - 100%			$	21,163,869

  #Less than 0.1%.

The accompanying notes are an integral part of the financial statements.

3

Statements of Assets and Liabilities

June 30, 2015 (unaudited)

	STRATEGIC INCOME CONSERVATIVE  SERIES			STRATEGIC INCOME MODERATE SERIES
ASSETS:
Total investments in Underlying Series:
At value* (Note 2)	$	24,843,022		$	21,173,816
Receivable from Advisor (Note 3)		9,737			9,817
Receivable for shares of Underlying Series sold		1,333,633			—
Receivable for fund shares sold		15,000			—
Prepaid expenses		11,094			11,261
TOTAL ASSETS		26,212,486			21,194,894
LIABILITIES:
Accrued fund accounting and administration fees (Note 3)		8,049			7,905
Accrued shareholder services fees (Class S) (Note 3)		3,248			3,791
Accrued transfer agent fees (Note 3)		1,804			1,702
Accrued Chief Compliance Officer service fees (Note 3)		382			382
Payable for fund shares repurchased		1,333,633			—
Audit fees payable		8,368			8,385
Accrued custodian fees		4,923			5,865
Other payables and accrued expenses		3,107			2,995
TOTAL LIABILITIES		1,363,514			31,025
TOTAL NET ASSETS	$	24,848,972		$	21,163,869
NET ASSETS CONSIST OF:
Capital stock		24,172			19,659
Additional paid-in-capital		25,049,784			21,357,755
Undistributed net investment income		21,236			14,313
Accumulated net realized gain on Underlying Series		111,861			114,049
Net unrealized appreciation (depreciation) on Underlying Series		(358,081	)		(341,907	)
TOTAL NET ASSETS	$	24,848,972		$	21,163,869
Class S
Net Assets	$	14,301,941		$	17,015,100
Shares Outstanding		1,391,263			1,580,546
Net Asset Value, Offering Price, and Redemption Price per share	$	10.28		$	10.77
Class I
Net Assets	$	10,547,031		$	4,148,769
Shares Outstanding		1,025,930			385,366
Net Asset Value, Offering Price, and Redemption Price per share	$	10.28		$	10.77
*At identified cost	$	25,201,103		$	21,515,723

The accompanying notes are an integral part of the financial statements.

4

Statements of Operations

For the Six Months Ended June 30, 2015 (unaudited)

	STRATEGIC INCOME CONSERVATIVE SERIES			STRATEGIC INCOME MODERATE SERIES
INVESTMENT INCOME:
Income distributions from Underlying Series	$	234,598		$	161,641
EXPENSES:
Fund accounting and administration fees (Note 3)		22,895			22,981
Shareholder services fees (Class S)(Note 3)		19,095			21,217
Transfer agent fees (Note 3)		2,034			1,995
Chief Compliance Officer service fees (Note 3)		1,224			1,224
Directors’ fees (Note 3)		294			210
Registration and filing fees		13,930			13,382
Audit fees		8,844			8,838
Custodian fees		3,971			4,657
Miscellaneous		5,840			4,390
Total Expenses		78,127			78,894
Less reduction of expenses (Note 3)		(52,152	)		(52,580	)
Net Expenses		25,975			26,314
NET INVESTMENT INCOME		208,623			135,327
REALIZED AND UNREALIZED GAIN (LOSS) ON UNDERLYING SERIES:
Net realized gain (loss) on Underlying Series		(423,764	)		(205,060	)
Net change in unrealized appreciation (depreciation) on Underlying Series		286,670			19,435
NET REALIZED AND UNREALIZED GAIN (LOSS) ON UNDERLYING SERIES		(137,094	)		(185,625	)
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	71,529		$	(50,298	)

The accompanying notes are an integral part of the financial statements.

5

Statements of Changes in Net Assets

	STRATEGIC INCOME CONSERVATIVE SERIES						STRATEGIC INCOME MODERATE SERIES
	FOR THE SIX MONTHS ENDED 6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14			FOR THE SIX MONTHS ENDED 6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income		$     208,623			$     781,081			$     135,327			$     432,182
Net realized gain (loss) on Underlying Series		(423,764	)		223,007			(205,060	)		125,386
Distributions of realized gains from Underlying Series		—			621,734			—			459,349
Net change in unrealized appreciation (depreciation) on underlying series		286,670			(467,958	)		19,435			(334,320	)
Net increase (decrease) from operations		71,529			1,157,864			(50,298	)		682,597
DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income (Class S)		(95,570	)		(447,032	)		(96,276	)		(447,885	)
From net investment income (Class I)		(91,817	)		(397,266	)		(24,738	)		(72,798	)
From net realized gain on investments (Class S)		—			(267,079	)		—			(370,111	)
From net realized gain on investments (Class I)		—			(239,700	)		—			(57,935	)
Total distributions to shareholders		(187,387	)		(1,351,077	)		(121,014	)		(948,729	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase (decrease) from capital share transactions (Note 6)		(2,696,191	)		14,914,530			3,448,031			10,057,780
Net increase (decrease) in net assets		(2,812,049	)		14,721,317			3,276,719			9,791,648
NET ASSETS:
Beginning of period		27,661,021			12,939,704			17,887,150			8,095,502
End of period (including undistributed net investment income of $21,236, $0, $14,313 and $0, respectively)		$24,848,972			$27,661,021			$21,163,869			$17,887,150

The accompanying notes are an integral part of the financial statements.

6

Financial Highlights

STRATEGIC INCOME CONSERVATIVE SERIES CLASS S	FOR THE SIX MONTHS ENDED			FOR THE YEARS ENDED						FOR THE PERIOD   8/1/121 TO 12/31/12
	6/30/15 (UNAUDITED)			12/31/14			12/31/13
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.33			$10.24			$10.07			$10.00
Income (loss) from investment operations:
Net investment income2,3		0.07			0.37			0.39			0.30
Net realized and unrealized gain (loss) on underlying series		(0.05	)		0.28			0.10			0.01
Total from investment operations		0.02			0.65			0.49			0.31
Less distributions to shareholders:
From net investment income		(0.07	)		(0.35	)		(0.30	)		(0.24	)
From net realized gain on investments		—			(0.21	)		(0.02	)		(0.00	)4
Total distributions to shareholders		(0.07	)		(0.56	)		(0.32	)		(0.24	)
Net asset value - End of period		$10.28			$10.33			$10.24			$10.07
Net assets - End of period (000’s omitted)		$14,302			$15,394			$8,927			$2,115
Total return5		0.15%			6.30%			4.96%			3.12%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.30%	6,7		0.30%	8		0.30%	9		0.30%	6,10
Net investment income3		1.40%	6		3.50%			3.84%			2.95%
Series portfolio turnover11		60%			39%			116%			5%
*  The investment advisor paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratios (to
average net assets) would have been increased by the following amounts:		0.38%	6,7		0.43%	8		1.23%	9		10.89%	6,10,12
STRATEGIC INCOME CONSERVATIVE SERIES CLASS I	FOR THE SIX MONTHS ENDED			FOR THE YEARS ENDED						FOR THE PERIOD   8/1/121 TO 12/31/12
	6/30/15 (UNAUDITED)			12/31/14			12/31/13
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.33			$10.24			$10.06			$10.00
Income (loss) from investment operations:
Net investment income2,3		0.09			0.41			0.43			0.22
Net realized and unrealized gain (loss) on underlying series		(0.06	)		0.26			0.09			0.08
Total from investment operations		0.03			0.67			0.52			0.30
Less distributions to shareholders:
From net investment income		(0.08	)		(0.37	)		(0.32	)		(0.24	)
From net realized gain on investments		—			(0.21	)		(0.02	)		(0.00	)4
Total distributions to shareholders		(0.08	)		(0.58	)		(0.34	)		(0.24	)
Net asset value - End of period		$10.28			$10.33			$10.24			$10.06
Net assets - End of period (000’s omitted)		$10,547			$12,267			$4,013			$52
Total return5		0.26%			6.55%			5.28%			3.08%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.05%	6,7		0.05%	8		0.05%	9		0.05%	6,10
Net investment income3		1.66%	6		3.92%			4.19%			2.15%
Series portfolio turnover11		60%			39%			116%			5%
* The investment advisor paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratios (to
average net assets) would have been increased by the following amounts:		0.38%	6,7		0.41%	8		1.23%	9		27.14%	6,10,12

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

³Net investment income is affected by the timing of distributions from the underlying funds in which the Trusts invest. The ratios do not include net investment income of the underlying funds in which the Trusts invest.

⁴Less than ($0.01) per share.

⁵Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed during the periods. Periods less than one year are not annualized.

⁶Annualized.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.59%.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.48%.

⁹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.64%.

¹⁰Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.71%.

¹¹Reflects activity of the Series and does not include the activity of the Underlying Series.

¹²The increase to the expense ratios (to average net assets) is largely due to the small net assets in each class.

The accompanying notes are an integral part of the financial statements.

7

Financial Highlights

STRATEGIC INCOME MODERATE SERIES CLASS S	FOR THE SIX MONTHS ENDED			FOR THE YEARS ENDED						FOR THE PERIOD   8/1/121 TO 12/31/12
	6/30/15 (UNAUDITED)			12/31/14			12/31/13
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.84			$10.80			$10.07			$10.00
Income (loss) from investment operations:
Net investment income2,3		0.07			0.38			0.32			0.30
Net realized and unrealized gain (loss) on underlying series		(0.08	)		0.34			0.82			0.02
Total from investment operations		(0.01	)		0.72			1.14			0.32
Less distributions to shareholders:
From net investment income		(0.06	)		(0.37	)		(0.30	)		(0.25	)
From net realized gain on investments		—			(0.31	)		(0.11	)		(0.00	)4
Total distributions to shareholders		(0.06	)		(0.68	)		(0.41	)		(0.25	)
Net asset value - End of period		$10.77			$10.84			$10.80			$10.07
Net assets - End of period (000’s omitted)		$17,015			$15,751			$6,722			$2,019
Total return5		(0.10%	)		6.66%			11.49%			3.23%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.30%	6,7		0.30%	8		0.30%	9		0.30%	6,10
Net investment income3		1.27%	6		3.37%			2.99%			2.92%
Series portfolio turnover11		49%			35%			78%			7%
*  The investment advisor paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratios (to
average net assets) would have been increased by the following amounts:		0.52%	6,7		0.73%	8		1.82%	9		10.28%	6,10,12
STRATEGIC INCOME MODERATE SERIES CLASS I	FOR THE SIX MONTHS ENDED			FOR THE YEARS ENDED						FOR THE PERIOD   8/1/121 TO 12/31/12
	6/30/15 (UNAUDITED)			12/31/14			12/31/13
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.84			$10.80			$10.07			$10.00
Income (loss) from investment operations:
Net investment income2,3		0.09			0.41			0.55			0.22
Net realized and unrealized gain (loss) on underlying series		(0.09	)		0.34			0.62			0.10
Total from investment operations		—			0.75			1.17			0.32
Less distributions to shareholders:
From net investment income		(0.07	)		(0.40	)		(0.33	)		(0.25	)
From net realized gain on investments		—			(0.31	)		(0.11	)		(0.00	)4
Total distributions to shareholders		(0.07	)		(0.71	)		(0.44	)		(0.25	)
Net asset value - End of period		$10.77			$10.84			$10.80			$10.07
Net assets - End of period (000’s omitted)		$4,149			$2,136			$1,373			$53
Total return5		0.02%			6.90%			11.73%			3.29%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.05%	6,7		0.05%	8		0.05%	9		0.05%	6,10
Net investment income3		1.60%	6		3.65%			5.17%			2.16%
Series portfolio turnover11		49%			35%			78%			7%
*  The investment advisor paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratios (to
average net assets) would have been increased by the following amounts:		0.52%	6,7		0.73%	8		1.82%	9		27.25%	6,10,12

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

³Net investment income is affected by the timing of distributions from the underlying funds in which the Trusts invest. The ratios do not include net investment income of the underlying funds in which the Trusts invest.

⁴Less than ($0.01) per share.

⁵Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed during the periods. Periods less than one year are not annualized.

⁶Annualized.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.63%.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.49%.

⁹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.65%.

¹⁰Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.70%.

¹¹Reflects activity of the Series and does not include the activity of the Underlying Series.

¹²The increase to the expense ratios (to average net assets) is largely due to the small net assets in each class.

The accompanying notes are an integral part of the financial statements.

8

Notes to Financial Statements

(unaudited)

1. Organization

Strategic Income Conservative Series and Strategic Income Moderate Series (each the “Series”) are no-load diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940 (the “1940 Act”), as amended, as an open-end management investment company.

Strategic Income Conservative Series’ investment objective is to manage against capital risk and generate income with a secondary goal of pursuing long-term capital growth. Strategic Income Moderate Series’ investment objective is to manage against capital risk while generating income and pursuing long-term capital growth.

Each Series seeks to achieve its investment objective by investing in a combination of other Manning & Napier mutual funds (the “Underlying Series”). As of June 30, 2015, the Underlying Series include the Core Bond Series, Unconstrained Bond Series, formerly Core Plus Bond Series, Disciplined Value Series, High Yield Bond Series, Real Estate Series and Equity Income Series of the Fund for Strategic Income Conservative Series, and the Core Bond Series, Unconstrained Bond Series, Disciplined Value Series, Emerging Markets Series, High Yield Bond Series, Real Estate Series and Equity Income Series of the Fund for Strategic Income Moderate Series. The financial statements of the Underlying Series, which are available at www.manning-napier.com, should be read in conjunction with the Series’ financial statements.

Each Series is authorized to issue two classes of shares (Class S and I). Each class of shares is substantially the same, except that Class S shares bear a shareholder services fee.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of each Series are offered to investors and employees of the Advisor and its affiliates. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 100 million have been designated in each of the Series for Class S common stock and 100 million have been designated in each of the Series for Class I common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. Each Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Investments in the Underlying Series are valued at their net asset value per share on valuation date. In the absence of the availability of a net asset value per share on the Underlying Series, security valuations may be determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board of Directors (the “Board”).

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measure fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Board. Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after

9

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level on any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

	STRATEGIC INCOME CONSERVATIVE SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual funds	$	24,843,022	$	24,843,022	$	—	$	—
Total assets:	$	24,843,022	$	24,843,022	$	—	$	—
	STRATEGIC INCOME MODERATE SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual funds	$	21,173,816	$	21,173,816	$	—	$	—
Total assets:	$	21,173,816	$	21,173,816	$	—	$	—

There were no Level 2 or Level 3 securities held by either of the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Income and capital gains distributions from the Underlying Series, if any, are recorded on the ex-dividend date.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense. Income, expenses (other than shareholder services fees), and realized and unrealized gains and losses are prorated among the classes based on the relative net assets of each class. Class specific expenses are directly charged to that class. Expenses included in the accompanying Statements of Operations do not include any expense of the Underlying Series.

The Series use the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Federal Taxes

Each Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series are not subject to federal income tax or excise tax to the extent that each Series distributes to shareholders each

10

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Federal Taxes (continued)

year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series have recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series file income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. As the commencement of operations of the Series was August 1, 2012, the statute of limitations remains open for the period ended December 31, 2012 and the years ended December 31, 2013 and December 31, 2014. The Series are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

Based on the Series’ understanding of the tax rules and rates related to income, gains and currency purchase/ repatriation transactions for foreign jurisdictions in which they invest, the Series will provide for foreign taxes, and where appropriate, deferred foreign tax.

Distributions of Income and Gains

Distributions to shareholders of net investment income are made quarterly. Distributions of net realized gains are made annually. An additional distribution may be necessary to avoid taxation of a Series. Distributions are recorded on the ex-dividend date.

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Advisor does not receive an advisory fee for the services it performs for the Series. However, the Advisor is entitled to receive an advisory fee from each of the Underlying Series in which the Series invest.

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting

11

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Class S shares of the Series are subject to a shareholder services fee in accordance with a shareholder service plan adopted by the Board. The shareholder services fee is intended to compensate financial intermediaries, including affiliates of the Fund, in connection with the provision of direct client services, personal services, maintenance of shareholder accounts and reporting services. For these services, Class S of the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.25% of the average daily net assets of Class S. The Fund has a Shareholder Services Agreement with the Advisor, for which the Advisor receives the shareholder services fee as stated above.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

The Advisor has contractually agreed, until at least April 30, 2016, to limit each class’ total direct annual fund operating expenses for the Series at no more than 0.05% for each class, exclusive of each class’ shareholder services fee, of average daily net assets each year. The Advisor’s agreement to limit each class’ operating expenses is limited to direct operating expenses and, therefore, does not apply to the indirect expenses incurred by the Series through their investments in the Underlying Series. For the six months ended June 30, 2015, the Advisor reimbursed expenses of $52,152 for Strategic Income Conservative Series and $52,580 for Strategic Income Moderate Series, which is included as a reduction of expenses on the Statements of Operations. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed in prior years.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.00225% of average daily net assets with an annual base fee of $45,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each series’ relative net assets or number of accounts, depending on the expense.

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of Underlying Series were as follows:

SERIES	PURCHASES			SALES
Strategic Income Conservative Series		$	16,361,510		$	19,080,375
Strategic Income Moderate Series		$	13,731,980		$	9,999,840

12

Notes to Financial Statements (continued)

(unaudited)

5. Investments in Affiliated Issuers

A summary of the Series’ transactions in the shares of affiliated issuers during the six months ended June 30, 2015 is set forth below:

STRATEGIC   INCOME   CONSERVATIVE        SERIES	VALUE AT 12/31/14		PURCHASE COST		SALES PROCEEDS		VALUE AT 6/30/15		SHARES HELD   AT 6/30/15		DIVIDEND INCOME 1/1/15 THROUGH 6/30/15		DISTRIBUTIONS AND NET REALIZED GAIN/(LOSS) 1/1/15 THROUGH 6/30/15
Manning & Napier Core Bond Series - Class A		—	$	14,489,116	$	1,345,488	$	13,038,538	$	1,220,837	$	38,994	$	(7,864	)
Manning & Napier Disciplined Value Series - Class I	$	3,268,770		291,376		629,304		2,902,841		183,724		34,126		41,750
Manning & Napier Equity Income Series - Class I		2,814,926		167,890		509,384		2,456,628		229,591		—		42,806
Manning & Napier High Yield Bond Series - Class I		549,158		38,380		97,360		496,202		54,768		12,023		(6,958	)
Manning & Napier Real Estate Series - Class I		1,517,163		265,423		263,866		1,459,776		170,535		—		8,052
Manning & Napier Unconstrained Bond Series - Class I		19,548,965		1,109,325		16,234,973		4,489,037		474,528		149,455		(501,550	)
	$	27,698,982	$	16,361,510	$	19,080,375	$	24,843,022			$	234,598	$	(423,764	)

13

Notes to Financial Statements (continued)

(unaudited)

5. Investments in Affiliated Issuers (continued)

STRATEGIC   INCOME   MODERATE   SERIES	VALUE AT  12/31/14		PURCHASE  COST		SALES  PROCEEDS		VALUE AT  6/30/15		SHARES HELD  AT  6/30/15		DIVIDEND  INCOME  1/1/15  THROUGH  6/30/15		DISTRIBUTIONS  AND  NET REALIZED  GAIN/(LOSS)  1/1/15  THROUGH  6/30/15
Manning & Napier Core Bond Series - Class A		—	$	7,771,393	$	208,649	$	7,506,790	$	702,883	$	21,142	$	(303	)
Manning & Napier Disciplined Value Series - Class I	$	3,302,958		1,115,675		426,120		3,941,189		249,442		41,961		40,463
Manning & Napier Emerging Markets Series - Class I		512,070		190,818		56,944		644,034		70,156		—		(18,968	)
Manning & Napier Equity Income Series - Class I		3,229,332		1,388,666		371,525		4,208,222		393,292		—		38,103
Manning & Napier High Yield Bond Series - Class I		876,712		273,234		97,593		1,061,662		117,181		23,297		(10,175	)
Manning & Napier Inflation Focus Equity Series - Class I		359,224		97,697		447,682		—		—		—		(38,571	)
Manning & Napier Real Estate Series - Class I		972,253		438,855		102,548		1,251,399		146,192		—		10,072
Manning & Napier Unconstrained Bond Series - Class I		8,374,752		2,455,642		8,288,779		2,560,520		270,668		75,241		(225,681	)
	$	17,627,301	$	13,731,980	$	9,999,840	$	21,173,816			$	161,641	$	(205,060	)

6. Capital Stock Transactions

Transactions in shares of Class S and Class I shares were:

STRATEGIC
INCOME	FOR THE SIX												FOR THE SIX
CONSERVATIVE	MONTHS ENDED						FOR THE YEAR ENDED						MONTHS ENDED						FOR THE YEAR ENDED
SERIES:	6/30/15						12/31/14						6/30/15						12/31/14
	(UNAUDITED)												(UNAUDITED)
	CLASS S						CLASS S						CLASS I						CLASS I
	SHARES			AMOUNTS			SHARES			AMOUNTS			SHARES			AMOUNTS			SHARES			AMOUNTS
Sold		106,731		$	1,113,482			885,964		$	9,376,736			34,209		$	356,562			957,307		$	10,081,880
Reinvested		8,892			92,749			66,223			692,406			8,803			91,817			60,899			636,966
Repurchased		(214,502	)		(2,232,970	)		(333,539	)		(3,524,134	)		(204,726	)		(2,117,831	)		(222,407	)		(2,349,324	)
Total		(98,879	)	$	(1,026,739	)		618,648		$	6,545,008			(161,714	)	$	(1,669,452	)		795,799		$	8,369,522

14

Notes to Financial Statements (continued)

(unaudited)

6. Capital Stock Transactions (continued)

STRATEGIC
INCOME	FOR THE SIX												FOR THE SIX
MODERATE	MONTHS ENDED						FOR THE YEAR ENDED						MONTHS ENDED						FOR THE YEAR ENDED
SERIES:	6/30/15						12/31/14						6/30/15						12/31/14
	(UNAUDITED)												(UNAUDITED)
	CLASS S						CLASS S						CLASS I						CLASS I
	SHARES			AMOUNTS			SHARES			AMOUNTS			SHARES			AMOUNTS			SHARES			AMOUNTS
Sold		277,022		$	3,032,629			931,070		$	10,351,280			188,772		$	2,061,891			87,965		$	1,001,032
Reinvested		7,952			87,103			70,763			779,436			2,259			24,737			11,850			130,733
Repurchased		(158,097	)		(1,728,329	)		(170,855	)		(1,879,607	)		(2,729	)		(30,000	)		(29,935	)		(325,094	)
Total		126,877		$	1,391,403			830,978		$	9,251,109			188,302		$	2,056,628			69,880		$	806,671

At June 30, 2015, two shareholder accounts owned 587,676 shares of the Strategic Income Conservative Series (approximately 24.3% of the shares outstanding) valued at $6,041,306. Approximately 6% of the shares outstanding of the Strategic Income Moderate Series are fiduciary accounts where the Advisor has sole investment discretion.

7. Financial Instruments

The Underlying Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Underlying Series may be subject to various elements of risk which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the Underlying Series to close out their position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Underlying Series as of June 30, 2015.

8. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. Each Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2014 were as follows:

	FOR THE YEAR ENDED 12/31/14
	STRATEGIC INCOME    CONSERVATIVE  SERIES	STRATEGIC INCOME  MODERATE  SERIES
Ordinary income	$970,832	$672,445
Long-term capital gain	380,245	276,284

15

Notes to Financial Statements (continued)

(unaudited)

8. Federal Income Tax Information (continued)

At June 30, 2015, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized depreciation were as follows:

	STRATEGIC INCOME  CONSERVATIVE  SERIES		STRATEGIC INCOME  MODERATE  SERIES
Cost for federal income tax purposes	$	25,309,879	$	21,633,545
Unrealized appreciation		17,818		28,529
Unrealized depreciation		(484,675)		(488,258)
Net unrealized depreciation	$	(466,857)	$	(459,729)

16

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17

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange     Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNSTI-6/15-SAR

Global Fixed Income Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested in each class at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The Hypothetical lines of the table below provide information about hypothetical account values and hypothetical expenses based on the Class’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in a class of the Series and other funds. To do so, compare this 5% hypothetical example for the class in which you have invested with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the Hypothetical line for each class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING                ACCOUNT  VALUE  1/1/15	ENDING                ACCOUNT  VALUE  6/30/15	EXPENSES PAID        DURING  PERIOD*  1/1/15-6/30/15	ANNUALIZED  EXPENSE RATIO
Class S
Actual	$1,000.00	$   977.30	$4.17	0.85%
Hypothetical     (5% return before expenses)	$1,000.00	$1,020.58	$4.26	0.85%
Class I
Actual	$1,000.00	$   989.44	$3.45	0.70%
Hypothetical     (5% return before expenses)	$1,000.00	$1,021.32	$3.51	0.70%

*Expenses are equal to the Class’ annualized expense ratio (for the six-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year. The Class’ total return would have been lower had certain expenses not been waived during the period.

1

Global Fixed Income Series

Portfolio Composition as of June 30, 2015

(unaudited)

2

Global Fixed Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL     AMOUNT2		VALUE (NOTE 2)
CORPORATE BONDS - 44.5%
Non-Convertible Corporate Bonds - 44.5%
Consumer Discretionary - 5.5%
Auto Components - 0.2%
Icahn Enterprises LP - Icahn Enterprises Finance Corp., 5.875%, 2/1/2022		Ba3		250,000	$	254,687
Techniplas LLC3, 10.00%, 5/1/2020		Caa1		260,000		261,950
						516,637
Automobiles - 0.8%
Ford Motor Credit Co. LLC, 5.00%, 5/15/2018		Baa3		1,615,000		1,736,267
Ford Motor Credit Co. LLC, 8.125%, 1/15/2020		Baa3		275,000		335,825
						2,072,092
Diversified Consumer Services - 0.5%
Block Financial LLC, 5.50%, 11/1/2022		Baa2		1,165,000		1,255,969
Hotels, Restaurants & Leisure - 0.1%
International Game Technology plc (United Kingdom)3, 6.25%, 2/15/2022		Ba2		265,000		253,075
Household Durables - 1.3%
Brookfield Residential Properties, Inc. - Brookfield Residential US Corp. (Canada)3, 6.125%, 7/1/2022		B1		405,000		398,925
Brookfield Residential Properties, Inc. (Canada)3, 6.375%, 5/15/2025		B1		110,000		107,800
Meritage Homes Corp., 7.15%, 4/15/2020		Ba3		150,000		162,000
Meritage Homes Corp., 7.00%, 4/1/2022		Ba3		225,000		240,187
Newell Rubbermaid, Inc., 2.875%, 12/1/2019		Baa3		400,000		404,277
NVR, Inc., 3.95%, 9/15/2022		Baa2		1,280,000		1,297,741
TRI Pointe Holdings, Inc., 4.375%, 6/15/2019		B1		390,000		382,200
Tupperware Brands Corp., 4.75%, 6/1/2021		Baa3		90,000		94,940
Weekley Homes LLC - Weekley Finance Corp., 6.00%, 2/1/2023		B2		345,000		326,025
						3,414,095
Media - 1.9%
21st Century Fox America, Inc., 6.90%, 3/1/2019		Baa1		325,000		377,367
CCO Holdings LLC - CCO Holdings Capital Corp.3, 5.125%, 5/1/2023		B1		180,000		175,050
CCO Holdings LLC - CCO Holdings Capital Corp.3, 5.375%, 5/1/2025		B1		210,000		204,487
Cogeco Cable, Inc. (Canada)3, 4.875%, 5/1/2020		BB4		330,000		334,950
Columbus International, Inc. (Barbados)3, 7.375%, 3/30/2021		Ba3		250,000		268,750
DIRECTV Holdings LLC - DIRECTV Financing Co., Inc., 5.20%, 3/15/2020		Baa2		835,000		920,935
DIRECTV Holdings LLC - DIRECTV Financing Co., Inc., 4.45%, 4/1/2024		Baa2		320,000		327,459
Discovery Communications LLC, 5.05%, 6/1/2020		Baa2		320,000		350,432
Sirius XM Radio, Inc.3, 5.375%, 4/15/2025		Ba3		265,000		255,725
Time Warner Entertainment Co. LP, 8.375%, 7/15/2033		Baa2		500,000		613,710
Time Warner, Inc., 4.75%, 3/29/2021		Baa2		770,000		832,378

The accompanying notes are an integral part of the financial statements.

3

Global Fixed Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL     AMOUNT2		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Consumer Discretionary (continued)
Media (continued)
VTR Finance B.V. (Chile)3, 6.875%, 1/15/2024		B1		245,000	$	250,353
						4,911,596
Multiline Retail - 0.1%
Macy’s Retail Holdings, Inc., 2.875%, 2/15/2023		Baa2		350,000		336,934
Specialty Retail - 0.2%
The TJX Companies, Inc., 2.75%, 6/15/2021		A3		400,000		404,777
Textiles, Apparel & Luxury Goods - 0.4%
Coach, Inc., 4.25%, 4/1/2025		Baa2		285,000		273,719
VF Corp., 5.95%, 11/1/2017		A3		625,000		691,715
						965,434
Total Consumer Discretionary						14,130,609
Consumer Staples - 1.4%
Beverages - 0.4%
Anheuser-Busch InBev Worldwide, Inc. (Belgium), 7.75%, 1/15/2019		A2		350,000		415,431
Pernod-Ricard S.A. (France)3, 5.75%, 4/7/2021		Baa3		350,000		394,057
SABMiller plc (United Kingdom)3, 6.50%, 7/15/2018		A3		200,000		225,749
						1,035,237
Food & Staples Retailing - 0.5%
C&S Group Enterprises LLC3, 5.375%, 7/15/2022		B1		400,000		376,000
KeHE Distributors LLC - KeHE Finance Corp.3, 7.625%, 8/15/2021		B3		500,000		525,000
Shearer’s Foods LLC - Chip Finance Corp.3, 9.00%, 11/1/2019		B1		250,000		268,750
						1,169,750
Food Products - 0.2%
Kraft Heinz Foods Co., 6.75%, 3/15/2032		Baa3		210,000		246,750
Pinnacle Operating Corp.3, 9.00%, 11/15/2020		Caa1		380,000		377,150
						623,900
Household Products - 0.2%
HRG Group, Inc., 7.875%, 7/15/2019		Ba3		355,000		374,525
Tobacco - 0.1%
Vector Group Ltd., 7.75%, 2/15/2021		Ba3		280,000		299,600
Total Consumer Staples						3,503,012
Energy - 4.4%
Energy Equipment & Services - 1.0%
Baker Hughes, Inc., 7.50%, 11/15/2018		A2		575,000		675,545
Calfrac Holdings LP (Canada)3, 7.50%, 12/1/2020		B3		240,000		221,616
Ensco plc, 5.20%, 3/15/2025		Baa1		750,000		742,549
Parker Drilling Co., 6.75%, 7/15/2022		B1		250,000		215,625

The accompanying notes are an integral part of the financial statements.

4

Global Fixed Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1			PRINCIPAL     AMOUNT2		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Energy (continued)
Energy Equipment & Services (continued)
Schlumberger Oilfield plc3, 4.20%, 1/15/2021		Aa3			560,000	$	601,722
Seventy Seven Operating LLC, 6.625%, 11/15/2019		B3			155,000		122,450
							2,579,507
Oil, Gas & Consumable Fuels - 3.4%
CNOOC Finance 2015 Australia Pty. Ltd. (China), 2.625%, 5/5/2020		Aa3			500,000		493,463
CNOOC Nexen Finance 2014 ULC (China), 1.625%, 4/30/2017		Aa3			400,000		400,570
Columbia Pipeline Group, Inc.3, 2.45%, 6/1/2018		Baa2			400,000		403,089
Columbia Pipeline Group, Inc.3, 4.50%, 6/1/2025		Baa2			400,000		393,498
El Paso Natural Gas Co. LLC, 8.625%, 1/15/2022		Baa3			100,000		123,344
Energy XXI Gulf Coast, Inc., 7.50%, 12/15/2021		Caa3			375,000		120,937
EOG Resources, Inc., 2.625%, 3/15/2023		A3			490,000		470,540
EOG Resources, Inc., 3.15%, 4/1/2025		A3			325,000		317,074
Hiland Partners LP - Hiland Partners Finance Corp.3, 7.25%, 10/1/2020		Baa3			600,000		648,000
Kinder Morgan, Inc.3, 5.625%, 11/15/2023		Baa3			1,500,000		1,595,609
Petrobras Global Finance B.V. (Brazil)5, 1.896%, 5/20/2016		Ba2			1,400,000		1,379,266
Petroleos Mexicanos (Mexico), 5.75%, 3/1/2018		A3			350,000		380,741
Petroleos Mexicanos (Mexico)3, 4.50%, 1/23/2026		A3			950,000		928,530
Sabine Pass Liquefaction LLC, 5.625%, 2/1/2021		Ba3			250,000		255,000
Talisman Energy, Inc. (Canada), 3.75%, 2/1/2021		Baa3			600,000		593,987
WPX Energy, Inc., 6.00%, 1/15/2022		Ba1			320,000		316,000
							8,819,648
Total Energy							11,399,155
Financials - 23.3%
Banks - 8.7%
Banco Bilbao Vizcaya Argentaria S.A. (Spain)6,7, 9.00%		WR8			400,000		430,000
Banco Santander S.A. (Spain)6,9, 6.375%		Ba1			400,000		390,101
Banco Santander S.A. (Spain), 4.00%, 4/7/2020		Aa2	EUR		100,000		129,509
Bank of America Corp., 5.75%, 8/15/2016		Baa3			680,000		712,063
Bank of America Corp., 5.42%, 3/15/2017		Baa3			1,500,000		1,589,405
Bank of America Corp., 5.70%, 5/2/2017		Baa3			250,000		266,722
Bank of America Corp., 6.875%, 4/25/2018		Baa1			480,000		542,247
Bank of America Corp., 4.00%, 1/22/2025		Baa3			375,000		365,360
Barclays Bank plc (United Kingdom), 5.14%, 10/14/2020		Baa3			200,000		217,395
Barclays Bank plc (United Kingdom)3, 10.179%, 6/12/2021		Baa3			300,000		397,470
Barclays plc (United Kingdom)6,10, 6.625%		B4			400,000		389,951
BBVA Bancomer S.A. (Mexico)3, 6.75%, 9/30/2022		Baa2			845,000		930,556
BBVA US Senior S.A.U. (Spain), 4.664%, 10/9/2015		Baa1			1,455,000		1,468,939
BNP Paribas Home Loan Covered Bonds S.A. (France), 3.75%, 4/20/2020		AAA4	EUR		50,000		64,759
CIT Group, Inc., 5.25%, 3/15/2018		B1			245,000		253,269

The accompanying notes are an integral part of the financial statements.

5

Global Fixed Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1			PRINCIPAL     AMOUNT2		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Financials (continued)
Banks (continued)
Citigroup, Inc.5,6, 5.95%		Ba2			255,000	$	246,126
Citigroup, Inc., 1.80%, 2/5/2018		Baa1			1,000,000		997,590
Citigroup, Inc., 3.875%, 3/26/2025		Baa3			1,000,000		957,905
Commonwealth Bank of Australia (Australia), 5.75%, 1/25/2017		Aaa	AUD		1,680,000		1,360,508
ING Bank N.V. (Netherlands)3, 1.80%, 3/16/2018		A1			150,000		150,093
Intesa Sanpaolo S.p.A. (Italy), 3.875%, 1/15/2019		Baa1			790,000		812,777
Intesa Sanpaolo S.p.A. (Italy)3, 6.50%, 2/24/2021		Baa1			350,000		399,276
JPMorgan Chase & Co., 6.30%, 4/23/2019		A3			820,000		939,411
Lloyds Bank plc (United Kingdom)3,6,11, 12.00%		Ba1			105,000		150,150
Lloyds Bank plc (United Kingdom)3, 6.50%, 9/14/2020		Baa2			1,580,000		1,821,116
Lloyds Bank plc (United Kingdom)5, 9.875%, 12/16/2021		Baa2			250,000		276,437
Popular, Inc., 7.00%, 7/1/2019		B1			520,000		520,000
Royal Bank of Canada (Canada), 3.77%, 3/30/2018		Aaa	CAD		1,995,000		1,709,918
Royal Bank of Scotland Group plc (United Kingdom), 6.10%, 6/10/2023		Ba2			230,000		244,544
Royal Bank of Scotland Group plc (United Kingdom), 5.125%, 5/28/2024		Ba2			1,000,000		998,783
Santander Bank N.A., 8.75%, 5/30/2018		Baa2			300,000		349,685
Santander Holdings USA, Inc., 4.625%, 4/19/2016		Baa2			230,000		235,734
Santander Holdings USA, Inc., 2.65%, 4/17/2020		Baa2			500,000		491,555
Westpac Banking Corp. (Australia), 5.75%, 2/6/2017		Aaa	AUD		2,100,000		1,702,250
							22,511,604
Capital Markets - 4.2%
Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A. (Netherlands)6,12, 8.40%		WR8			100,000		108,000
Goldman Sachs Capital II5,6, 4.00%		Ba1			400,000		304,500
The Goldman Sachs Group, Inc., 2.375%, 1/22/2018		A3			330,000		335,019
The Goldman Sachs Group, Inc., 6.15%, 4/1/2018		A3			1,790,000		1,990,265
The Goldman Sachs Group, Inc.5, 1.374%, 11/15/2018		A3			1,680,000		1,694,881
The Goldman Sachs Group, Inc., 5.375%, 3/15/2020		A3			615,000		684,815
The Goldman Sachs Group, Inc.5, 1.884%, 11/29/2023		A3			350,000		355,727
The Goldman Sachs Group, Inc., 3.75%, 5/22/2025		A3			300,000		296,053
Morgan Stanley, 2.125%, 4/25/2018		A3			740,000		745,001
Morgan Stanley, 5.75%, 1/25/2021		A3			2,015,000		2,295,722
Morgan Stanley, 5.00%, 11/24/2025		Baa2			800,000		837,487
UBS AG (Switzerland)5, 7.25%, 2/22/2022		BBB4			400,000		420,953
UBS AG (Switzerland), 7.625%, 8/17/2022		BBB4			250,000		293,000
UBS AG (Switzerland)5, 4.75%, 5/22/2023		BBB4			400,000		403,186
							10,764,609
Consumer Finance - 0.7%
Caterpillar Financial Services Corp., 7.05%, 10/1/2018		A2			675,000		788,078

The accompanying notes are an integral part of the financial statements.

6

Global Fixed Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL     AMOUNT2		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Financials (continued)
Consumer Finance (continued)
CNG Holdings, Inc.3, 9.375%, 5/15/2020		Caa1		255,000	$	184,875
Discover Bank, 4.20%, 8/8/2023		Baa3		320,000		323,902
Navient Corp., 6.125%, 3/25/2024		Ba3		530,000		507,475
						1,804,330
Diversified Financial Services - 2.3%
CME Group, Inc., 3.00%, 9/15/2022		Aa3		660,000		663,750
General Electric Capital Corp.6,13, 7.125%		Baa1		585,000		674,944
General Electric Capital Corp., 5.30%, 2/11/2021		A2		500,000		562,216
General Electric Capital Corp.5, 0.659%, 5/5/2026		A1		855,000		815,753
ING Bank N.V. (Netherlands)3, 5.80%, 9/25/2023		Baa2		350,000		382,166
ING Bank N.V. (Netherlands)5, 4.125%, 11/21/2023		Baa2		400,000		410,874
Jefferies Finance LLC - JFIN Co-Issuer Corp.3, 7.375%, 4/1/2020		B1		500,000		491,250
Jefferies Group LLC, 8.50%, 7/15/2019		Baa3		900,000		1,068,438
Peachtree Corners Funding Trust3, 3.976%, 2/15/2025		Baa2		100,000		99,167
Voya Financial, Inc., 2.90%, 2/15/2018		Baa2		370,000		379,693
Voya Financial, Inc., 5.50%, 7/15/2022		Baa2		270,000		303,167
						5,851,418
Insurance - 3.4%
Aegon N.V. (Netherlands)5,6, 2.619%		Baa1		435,000		378,189
American International Group, Inc., 6.40%, 12/15/2020		Baa1		400,000		475,538
American International Group, Inc., 4.875%, 6/1/2022		Baa1		1,875,000		2,056,719
Assured Guaranty US Holdings, Inc., 5.00%, 7/1/2024		Baa2		2,600,000		2,549,973
AXA S.A. (France)5,6, 2.007%		A3		425,000		374,000
First American Financial Corp., 4.30%, 2/1/2023		Baa3		565,000		559,894
The Hartford Financial Services Group, Inc., 5.125%, 4/15/2022		Baa2		1,320,000		1,463,916
Prudential Financial, Inc.6,14, 5.875%		Baa2		800,000		845,440
						8,703,669
Real Estate Investment Trusts (REITS) - 3.6%
American Campus Communities Operating Partnership LP, 3.75%, 4/15/2023		Baa3		500,000		490,991
American Tower Corp., 2.80%, 6/1/2020		Baa3		500,000		493,052
AvalonBay Communities, Inc., 4.20%, 12/15/2023		Baa1		500,000		522,882
BioMed Realty LP, 3.85%, 4/15/2016		Baa2		140,000		142,631
Brixmor Operating Partnership LP, 3.85%, 2/1/2025		Baa3		500,000		480,531
Digital Realty Trust LP, 5.875%, 2/1/2020		Baa2		1,110,000		1,247,304
Duke Realty LP, 3.75%, 12/1/2024		Baa2		500,000		496,796
DuPont Fabros Technology LP, 5.875%, 9/15/2021		Ba1		465,000		470,813
HCP, Inc., 6.70%, 1/30/2018		Baa1		865,000		964,686
HCP, Inc., 4.00%, 6/1/2025		Baa1		400,000		391,601
Health Care REIT, Inc., 4.95%, 1/15/2021		Baa2		635,000		693,183

The accompanying notes are an integral part of the financial statements.

7

Global Fixed Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1			PRINCIPAL     AMOUNT2		VALUE (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Financials (continued)
Real Estate Investment Trusts (REITS) (continued)
Health Care REIT, Inc., 4.00%, 6/1/2025		Baa2			300,000	$	296,089
Hospitality Properties Trust, 6.70%, 1/15/2018		Baa2			350,000		379,653
Rialto Holdings LLC - Rialto Corp.3, 7.00%, 12/1/2018		B2			315,000		327,600
Simon Property Group LP, 10.35%, 4/1/2019		A2			1,125,000		1,429,044
UDR, Inc., 4.625%, 1/10/2022		Baa1			460,000		491,330
							9,318,186
Real Estate Management & Development - 0.2%
Forestar USA Real Estate Group, Inc.3, 8.50%, 6/1/2022		B2			250,000		259,375
Greystar Real Estate Partners LLC3, 8.25%, 12/1/2022		B2			155,000		163,525
							422,900
Thrifts & Mortgage Finance - 0.2%
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp., 7.375%, 10/1/2017		Ba3			575,000		599,438
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp.3, 5.875%, 8/1/2021		Ba3			50,000		48,625
							648,063
Total Financials							60,024,779
Health Care - 1.7%
Biotechnology - 0.2%
Amgen, Inc., 2.70%, 5/1/2022		Baa1			500,000		483,381
Health Care Equipment & Supplies - 0.0%*
Zimmer Biomet Holdings, Inc., 1.45%, 4/1/2017		Baa3			100,000		100,034
Health Care Providers & Services - 1.1%
Aetna, Inc., 3.50%, 11/15/2024		Baa1			400,000		392,110
Express Scripts Holding Co., 4.75%, 11/15/2021		Baa3			500,000		542,553
FMC Finance VIII S.A. (Germany)3, 6.50%, 9/15/2018		Ba2	EUR		1,540,000		1,966,677
							2,901,340
Pharmaceuticals - 0.4%
Concordia Healthcare Corp. (Canada)3, 7.00%, 4/15/2023		B3			255,000		255,000
Roche Holdings, Inc. (Switzerland)3, 6.00%, 3/1/2019		A1			559,000		636,119
							891,119
Total Health Care							4,375,874
Industrials - 3.0%
Aerospace & Defense - 0.2%
DigitalGlobe, Inc.3, 5.25%, 2/1/2021		B1			520,000		508,950
Airlines - 0.5%
Allegiant Travel Co., 5.50%, 7/15/2019		B1			370,000		372,775

The accompanying notes are an integral part of the financial statements.

8

Global Fixed Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL     AMOUNT2		VALUE           (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Industrials (continued)
Airlines (continued)
Delta Air Lines Pass-Through Trust, Series 2010-1, Class B3, 6.375%, 1/2/2016		Baa3		625,000	$	639,062
Southwest Airlines Co., 2.75%, 11/6/2019		Baa1		400,000		405,840
						1,417,677
Commercial Services & Supplies - 0.2%
Constellis Holdings LLC - Constellis Finance Corp.3, 9.75%, 5/15/2020		B3		265,000		255,725
Modular Space Corp.3, 10.25%, 1/31/2019		B3		250,000		216,250
						471,975
Construction & Engineering - 0.1%
Abengoa Finance S.A.U. (Spain)3, 7.75%, 2/1/2020		B2		300,000		297,000
Industrial Conglomerates - 0.2%
Siemens Financieringsmaatschappij N.V. (Germany)3, 2.90%, 5/27/2022 .		A1		500,000		493,475
Machinery - 0.3%
CNH Industrial Capital LLC, 3.875%, 11/1/2015		Ba1		660,000		661,650
Road & Rail - 0.1%
Burlington Northern Santa Fe LLC, 3.00%, 4/1/2025		A3		200,000		191,537
Trading Companies & Distributors - 1.4%
Air Lease Corp., 3.375%, 1/15/2019		BBB4		1,150,000		1,171,563
Aircastle Ltd., 5.50%, 2/15/2022		Ba2		510,000		520,521
Fly Leasing Ltd. (Ireland), 6.75%, 12/15/2020		B2		250,000		257,500
Fly Leasing Ltd. (Ireland), 6.375%, 10/15/2021		B2		240,000		243,000
International Lease Finance Corp., 5.75%, 5/15/2016		Ba2		250,000		256,250
International Lease Finance Corp.5, 2.236%, 6/15/2016		Ba2		750,000		749,062
International Lease Finance Corp., 8.75%, 3/15/2017		Ba2		380,000		415,762
						3,613,658
Total Industrials						7,655,922
Information Technology - 1.4%
Communications Equipment - 0.2%
QUALCOMM, Inc., 3.45%, 5/20/2025		A1		500,000		487,241
Internet Software & Services - 0.3%
Alibaba Group Holding Ltd. (China)3, 2.50%, 11/28/2019		A1		250,000		247,271
Tencent Holdings Ltd. (China)3, 3.375%, 5/2/2019		A2		400,000		410,688
						657,959
IT Services - 0.3%
Fiserv, Inc., 2.70%, 6/1/2020		Baa2		400,000		399,232
Xerox Corp., 2.80%, 5/15/2020		Baa2		400,000		398,699
						797,931

The accompanying notes are an integral part of the financial statements.

9

Global Fixed Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL     AMOUNT2		VALUE           (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Information Technology (continued)
Semiconductors & Semiconductor Equipment - 0.3%
KLA-Tencor Corp., 4.125%, 11/1/2021		Baa2		885,000	$	907,898
Technology Hardware, Storage & Peripherals - 0.3%
Apple, Inc., 2.40%, 5/3/2023		Aa1		100,000		95,662
EMC Corp., 2.65%, 6/1/2020		A1		795,000		803,152
						898,814
Total Information Technology						3,749,843
Materials - 2.1%
Chemicals - 0.8%
Consolidated Energy Finance S.A. (Trinidad-Tobago)3, 6.75%, 10/15/2019		B2		235,000		238,525
The Dow Chemical Co., 8.55%, 5/15/2019		Baa2		700,000		853,463
Eastman Chemical Co., 2.70%, 1/15/2020		Baa2		550,000		548,215
LyondellBasell Industries N.V., 5.00%, 4/15/2019		Baa1		200,000		216,653
The Mosaic Co., 4.25%, 11/15/2023		Baa1		100,000		102,823
						1,959,679
Containers & Packaging - 0.2%
Ardagh Packaging Finance plc - Ardagh Holdings USA, Inc. (Ireland)3,5, 3.286%, 12/15/2019		Ba3		500,000		486,250
Metals & Mining - 0.9%
BHP Billiton Finance (USA) Ltd. (Australia), 6.50%, 4/1/2019		A1		580,000		671,067
Freeport-McMoRan, Inc., 3.10%, 3/15/2020		Baa3		470,000		463,384
Rio Tinto Finance USA Ltd. (United Kingdom), 3.75%, 9/20/2021		A3		360,000		373,076
SunCoke Energy Partners LP - SunCoke Energy Partners Finance Corp.3, 7.375%, 2/1/2020		B1		250,000		252,500
Teck Resources Ltd. (Canada), 3.00%, 3/1/2019		Baa3		645,000		621,632
						2,381,659
Paper & Forest Products - 0.2%
Domtar Corp., 4.40%, 4/1/2022		Baa3		500,000		508,135
Total Materials						5,335,723
Telecommunication Services - 1.1%
Diversified Telecommunication Services - 0.6%
Telefonica Emisiones S.A.U. (Spain), 6.221%, 7/3/2017		Baa2		1,200,000		1,304,324
Windstream Services LLC, 7.875%, 11/1/2017		B1		235,000		249,687
						1,554,011
Wireless Telecommunication Services - 0.5%
Altice Financing S.A. (Luxembourg)3, 6.50%, 1/15/2022		B1		535,000		535,000
SBA Tower Trust3, 3.598%, 4/15/2018		Baa3		500,000		498,426

The accompanying notes are an integral part of the financial statements.

10

Global Fixed Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1		PRINCIPAL     AMOUNT2		VALUE           (NOTE 2)
CORPORATE BONDS (continued)
Non-Convertible Corporate Bonds (continued)
Telecommunication Services (continued)
Wireless Telecommunication Services (continued)
T-Mobile USA, Inc., 6.836%, 4/28/2023		Ba3		305,000	$	320,631
						1,354,057
Total Telecommunication Services						2,908,068
Utilities - 0.6%
Gas Utilities - 0.1%
National Fuel Gas Co., 3.75%, 3/1/2023		Baa2		400,000		370,882
Independent Power and Renewable Electricity Producers - 0.5%
Abengoa Yield plc (Spain)3, 7.00%, 11/15/2019		BB4		400,000		412,000
ContourGlobal Power Holdings S.A. (France)3, 7.125%, 6/1/2019		B3		250,000		261,875
Talen Energy Supply LLC3, 5.125%, 7/15/2019		Ba3		530,000		519,400
						1,193,275
Total Utilities						1,564,157
TOTAL CORPORATE BONDS
(Identified Cost $117,086,559)						114,647,142
COMMERCIAL MORTGAGE-BACKED SECURITIES - 3.7%
Citigroup Commercial Mortgage Trust, Series 2006-C4, Class A35, 5.775%, 3/15/2049		Aaa		942,627		962,875
COBALT CMBS Commercial Mortgage Trust, Series 2006-C1, Class A4, 5.223%, 8/15/2048		AA4		1,227,447		1,276,615
Commercial Mortgage Pass-Through Certificates, Series 2015-LC19, Class A4, 3.183%, 2/10/2048		Aaa		1,250,000		1,237,720
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K016, Class X1 (IO)5, 1.558%, 10/25/2021		WR8		4,100,775		328,189
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K030, Class X1 (IO)5, 0.224%, 4/25/2023		Aaa		23,499,183		347,154
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K706, Class X1 (IO)5, 1.572%, 10/25/2018		Aaa		6,044,310		276,050
GS Mortgage Securities Trust, Series 2006-GG8, Class A4, 5.56%, 11/10/2039		Aaa		451,314		467,886
LB-UBS Commercial Mortgage Trust, Series 2006-C6, Class A4, 5.372%, 9/15/2039		Aaa		500,000		518,710
LB-UBS Commercial Mortgage Trust, Series 2006-C7, Class A1A, 5.335%, 11/15/2038		AAA4		1,230,711		1,289,151
Morgan Stanley Capital I Trust, Series 2006-IQ12, Class A4, 5.332%, 12/15/2043		AAA4		1,192,650		1,240,565
U.S. Small Business Administration, Series 2015-10A, Class 1, 2.517%, 3/10/2025		WR8		250,000		250,399

The accompanying notes are an integral part of the financial statements.

11

Global Fixed Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1			PRINCIPAL     AMOUNT2		VALUE           (NOTE 2)
COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
WF-RBS Commercial Mortgage Trust, Series 2014-C19, Class A5, 4.101%, 3/15/2047		Aaa			1,100,000	$	1,180,005
TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES
(Identified Cost $9,499,417)							9,375,319
FOREIGN GOVERNMENT BONDS - 46.6%
Australia Government Bond (Australia), 4.50%, 4/15/2020		Aaa	AUD		600,000		508,949
Brazil Notas do Tesouro Nacional (Brazil), 10.00%, 1/1/2025		Baa2	BRL		19,060,000		5,305,179
Brazilian Government International Bond (Brazil), 8.875%, 10/14/2019		Baa2			400,000		497,000
Canada Housing Trust No. 1 (Canada)3, 4.10%, 12/15/2018		Aaa	CAD		2,485,000		2,201,503
Canadian Government Bond (Canada), 1.50%, 9/1/2017		Aaa	CAD		13,000,000		10,638,559
Canadian Government Bond (Canada), 2.75%, 6/1/2022		Aaa	CAD		2,500,000		2,194,656
Chile Government International Bond (Chile), 5.50%, 8/5/2020		Aa3	CLP		700,000,000		1,168,645
Export-Import Bank of Korea (South Korea), 2.625%, 12/30/2020		Aa3			1,500,000		1,491,902
Ireland Government Bond (Ireland), 5.00%, 10/18/2020		Baa1	EUR		1,340,000		1,822,934
Ireland Government Bond (Ireland), 0.80%, 3/15/2022		Baa1	EUR		2,000,000		2,203,795
Ireland Government Bond (Ireland), 3.90%, 3/20/2023		Baa1	EUR		400,000		531,303
Italy Buoni Poliennali Del Tesoro (Italy), 5.50%, 9/1/2022		Baa2	EUR		2,835,000		3,917,937
Italy Buoni Poliennali Del Tesoro (Italy), 5.50%, 11/1/2022		Baa2	EUR		4,410,000		6,086,241
Italy Buoni Poliennali Del Tesoro (Italy), 1.50%, 6/1/2025		Baa2	EUR		5,200,000		5,388,839
Japan Government Five Year Bond (Japan), 0.30%, 12/20/2016		A1	JPY		530,700,000		4,355,465
Korea Treasury Bond (South Korea), 2.75%, 6/10/2016		Aa3	KRW		2,400,000,000		2,174,310
Korea Treasury Bond (South Korea), 2.00%, 12/10/2017		WR8	KRW		4,300,000,000		3,876,025
Malaysia Government Bond (Malaysia), 3.172%, 7/15/2016		WR8	MYR		29,570,000		7,848,104
Mexican Government Bond (Mexico), 8.00%, 12/17/2015		A3	MXN		21,454,000		1,394,639
Mexican Government Bond (Mexico), 6.25%, 6/16/2016		A3	MXN		15,000,000		979,618
Mexican Government Bond (Mexico), 7.25%, 12/15/2016		A3	MXN		33,570,000		2,238,159
Mexican Government Bond (Mexico), 5.00%, 6/15/2017		A3	MXN		51,500,000		3,331,872
Mexican Government Bond (Mexico), 7.75%, 12/14/2017		A3	MXN		28,000,000		1,923,573
Mexican Government Bond (Mexico), 8.00%, 6/11/2020		A3	MXN		57,500,000		4,089,182
Mexican Government Bond (Mexico), 6.50%, 6/10/2021		A3	MXN		46,000,000		3,047,528
Mexican Government Bond (Mexico), 6.50%, 6/9/2022		A3	MXN		34,000,000		2,241,036
Mexican Government Bond (Mexico), 7.75%, 5/29/2031		A3	MXN		6,500,000		461,217
Norway Government Bond (Norway)3, 4.25%, 5/19/2017		Aaa	NOK		17,800,000		2,416,370
Singapore Government Bond (Singapore), 2.50%, 6/1/2019		Aaa	SGD		4,515,000		3,467,920
Spain Government Bond (Spain), 4.50%, 1/31/2018		Baa2	EUR		1,415,000		1,734,355
Spain Government Bond (Spain)3, 4.00%, 4/30/2020		Baa2	EUR		2,740,000		3,452,575
Spain Government Bond (Spain)3, 5.40%, 1/31/2023		Baa2	EUR		6,505,000		9,009,009
Spain Government Bond (Spain)3, 1.60%, 4/30/2025		Baa2	EUR		2,000,000		2,097,929
United Kingdom Gilt (United Kingdom), 2.00%, 1/22/2016		Aa1	GBP		4,750,000		7,526,045
United Kingdom Gilt (United Kingdom), 1.00%, 9/7/2017		Aa1	GBP		2,435,000		3,847,127

The accompanying notes are an integral part of the financial statements.

12

Global Fixed Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	CREDIT RATING1			PRINCIPAL     AMOUNT2/     SHARES		VALUE           (NOTE 2)
FOREIGN GOVERNMENT BONDS (continued)
United Kingdom Gilt (United Kingdom), 5.00%, 3/7/2018		Aa1	GBP		2,610,000	$	4,557,699
TOTAL FOREIGN GOVERNMENT BONDS
(Identified Cost $130,134,876)							120,027,199
MUTUAL FUND - 0.1%
iShares iBoxx $ High Yield Corporate Bond ETF
(Identified Cost $299,593)					3,250		288,600
U.S. GOVERNMENT AGENCIES - 3.2%
Mortgage-Backed Securities - 3.2%
Fannie Mae, Pool #MA1890, 4.00%, 5/1/2034					910,576		975,288
Fannie Mae, Pool #735500, 5.50%, 5/1/2035					1,194,411		1,345,013
Freddie Mac, Pool #Z50018, 3.50%, 7/1/2026					1,621,297		1,712,830
Freddie Mac, Pool #K92054, 4.00%, 10/1/2034					905,666		967,505
Freddie Mac, Pool #C91832, 3.50%, 6/1/2035					1,196,758		1,249,372
Freddie Mac, Pool #G08273, 5.50%, 6/1/2038					1,764,557		1,975,103
TOTAL U.S. GOVERNMENT AGENCIES
(Identified Cost $8,087,055)							8,225,111
SHORT-TERM INVESTMENT - 1.0%
Dreyfus Cash Management, Inc. - Institutional Shares15, 0.04%,
(Identified Cost $2,608,504)					2,608,504		2,608,504
TOTAL INVESTMENTS - 99.1%
(Identified Cost $267,716,004)							255,171,875
OTHER ASSETS, LESS LIABILITIES - 0.9%							2,422,400
NET ASSETS - 100%						$	257,594,275
AUD - Australian Dollar
BRL - Brazilian Real
CAD - Canadian Dollar
CLP - Chilean Peso
ETF - Exchange-Traded Fund
EUR - Euro
GBP - British Pound
IO - Interest only
JPY - Japanese Yen
KRW - South Korean Won
MXN - Mexican Peso
MYR - Malaysian Ringgit
NOK - Norwegian Krone
SGD - Singapore Dollar
*Less than 0.1%.
1Credit ratings from Moody’s (unaudited).

The accompanying notes are an integral part of the financial statements.

13

Global Fixed Income Series

Investment Portfolio - June 30, 2015

(unaudited)

²Amount is stated in USD unless otherwise noted.

³Restricted securities - Investment in securities that are restricted as to public resale under the Securities Act of 1933, as amended. These securities have been sold under rule 144A and have been determined to be liquid under guidelines established by the Board of Directors. These securities amount to $43,582,658 or 16.9% of the Series’ net assets as of June 30, 2015 (see Note 2 to the financial statements).

⁴Credit ratings from S&P (unaudited).

⁵The coupon rate is floating and is the effective rate as of June 30, 2015.

⁶Security is perpetual in nature and has no stated maturity date.

⁷The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on USD Swap Semi 30/360 5-Year plus a spread, in May 2018.

⁸Credit rating has been withdrawn. As of June 30, 2015, there is no rating available (unaudited).

⁹The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on USD Swap Semi 30/360 5-Year plus a spread, in May 2019.

¹⁰The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on USD Swap Semi 30/360 5-Year plus a spread, in September 2019.

¹¹The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on LIBOR plus a spread, in December 2024.

¹²The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on U.S. Treasury Yield Curve Rate Treasury Note Constant Maturity 5 Year in June 2017.

¹³The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on LIBOR plus a spread, in June 2022.

¹⁴The rate shown is a fixed rate as of June 30, 2015; the rate becomes floating, based on LIBOR plus a spread, in September 2022.

¹⁵Rate shown is the current yield as of June 30, 2015.

The Series’ portfolio holds, as a percentage of net assets, greater than 10% in the following countries: United States 38.4%.

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

The accompanying notes are an integral part of the financial statements.

14

Global Fixed Income Series

Statement of Assets and Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments, at value (identified cost $267,716,004) (Note 2)	$	255,171,875
Foreign currency (identified cost $47,251)		46,269
Interest receivable		2,457,574
Receivable for securities sold		269,300
Receivable for fund shares sold		127,996
Foreign tax reclaims receivable		263
Dividends receivable		164
Prepaid expenses		1,507
TOTAL ASSETS		258,074,948
LIABILITIES:
Accrued management fees (Note 3)		133,491
Accrued shareholder services fees (Class S) (Note 3)		27,222
Accrued fund accounting and administration fees (Note 3)		14,614
Accrued foreign capital gains tax (Note 2)		7,421
Accrued transfer agent fees (Note 3)		4,856
Accrued Chief Compliance Officer service fees (Note 3)		382
Payable for fund shares repurchased		216,780
Accrued custodian fees		35,377
Payable for securities purchased		20,077
Other payables and accrued expenses		20,453
TOTAL LIABILITIES		480,673
TOTAL NET ASSETS	$	257,594,275
NET ASSETS CONSIST OF:
Capital stock	$	273,019
Additional paid-in-capital		272,132,490
Undistributed net investment income		2,031,098
Accumulated net realized gain (loss) on investments, foreign currency and translation of other assets and liabilities		(4,287,595	)
Net unrealized appreciation (depreciation) on investments (net of foreign capital gains tax of $7,421), foreign currency and translation of other assets and liabilities		(12,554,737	)
TOTAL NET ASSETS	$	257,594,275
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($204,865,187/21,719,626 shares)	$	9.43
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($52,729,088/5,582,259 shares)	$	9.45

The accompanying notes are an integral part of the financial statements.

15

Global Fixed Income Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Interest (net of foreign withholding tax of $33,224)	$	4,065,788
Dividends		11,012
Total Investment Income		4,076,800
EXPENSES:
Management fees (Note 3)		779,834
Shareholder services fees (Class S) (Note 3)		156,077
Fund accounting and administration fees (Note 3)		45,862
Transfer agent fees (Note 3)		7,687
Directors’ fees (Note 3)		2,884
Chief Compliance Officer service fees (Note 3)		1,224
Custodian fees		30,872
Miscellaneous		56,608
Total Expenses		1,081,048
Less reduction of expenses (Note 3)		(16,962	)
Net Expenses		1,064,086
NET INVESTMENT INCOME		3,012,714
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss) on-
Investments		(1,130,268	)
Foreign currency and translation of other assets and liabilities		(2,875,440	)
		(4,005,708	)
Net change in unrealized appreciation (depreciation) on-
Investments (net of decrease in accrued foreign capital gains tax of $502)		(5,047,203	)
Foreign currency and translation of other assets and liabilities		65,278
		(4,981,925	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		(8,987,633	)
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	(5,974,919	)

The accompanying notes are an integral part of the financial statements.

16

Global Fixed Income Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED 6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	3,012,714		$	5,581,029
Net realized gain (loss) on investments and foreign currency		(4,005,708	)		3,413,776
Net change in unrealized appreciation (depreciation) on investments and foreign currency		(4,981,925	)		(8,078,036	)
Net increase (decrease) from operations		(5,974,919	)		916,769
DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income (Class S)		(667,637	)		(5,045,777	)
From net investment income (Class I)		(178,978	)		(1,197,071	)
From net realized gain on investments (Class S)		—			(928,775	)
From net realized gain on investments (Class I)		—			(209,576	)
Total distributions to shareholders		(846,615	)		(7,381,199	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase from capital share transactions (Note 5)		8,699,311			30,131,263
Net increase in net assets		1,877,777			23,666,833
NET ASSETS:
Beginning of period		255,716,498			232,049,665
End of period (including undistributed net investment income of $2,031,098 and distributions in excess of net investment income of $135,001, respectively)	$	257,594,275		$	255,716,498

The accompanying notes are an integral part of the financial statements.

17

Global Fixed Income Series

Financial Highlights - Class S

FOR THE SIX MONTHS ENDED   6/30/15 (UNAUDITED) FOR THE YEAR
ENDED 12/31/14   FOR THE PERIOD  
4/1/13¹ TO
12/31/13

Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$9.68			$9.92			$10.00
Income (loss) from investment operations:
Net investment income2		0.11			0.22			0.16
Net realized and unrealized gain (loss) on investments		(0.33	)		(0.18	)		(0.16	)
Total from investment operations		(0.22	)		0.04			0.00
Less distributions to shareholders:
From net investment income		(0.03	)		(0.24	)		(0.08	)
From net realized gain on investments		—			(0.04	)		—	3
Total distributions to shareholders		(0.03	)		(0.28	)		(0.08	)
Net asset value - End of period		$9.43			$9.68			$9.92
Net assets - End of period (000’s omitted)	$	204,865		$	208,842		$	196,860
Total return4		(2.27%	)		0.42%			0.07%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.85%	5		0.85%			0.85%	5
Net investment income		2.29%	5		2.16%			2.16%	5
Portfolio turnover		23%			40%			51%
*The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amounts:
		0.01%	5		0.01%			0.00%	5,6

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

³Less than $0.01.

⁴Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived during the periods. Periods less than one year are not annualized.

⁵Annualized.

⁶Less than 0.01%.

The accompanying notes are an integral part of the financial statements.

18

Global Fixed Income Series

Financial Highlights - Class I

FOR THE SIX MONTHS ENDED	FOR THE  YEARS ENDED		FOR THE PERIOD   10/1/121 TO 12/31/12
6/30/15 (UNAUDITED)	12/31/14	12/31/13

Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$9.69			$9.93			$10.09			$10.00
Income (loss) from investment operations:
Net investment income2		0.12			0.23			0.23			0.04
Net realized and unrealized gain (loss) on investments		(0.33	)		(0.17	)		(0.26	)		0.05
Total from investment operations		(0.21	)		0.06			(0.03	)		0.09
Less distributions to shareholders:
From net investment income		(0.03	)		(0.26	)		(0.13	)		—	3
From net realized gain on investments		—			(0.04	)		—	3		—	3
Total distributions to shareholders		(0.03	)		(0.30	)		(0.13	)		—	3
Net asset value - End of period		$9.45			$9.69			$9.93			$10.09
Net assets - End of period (000’s omitted)	$	52,729		$	46,875		$	35,190		$	5,106
Total return4		(2.13%	)		0.57%			(0.32%	)		0.95%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.70%	5		0.70%			0.70%			0.70%	5
Net investment income		2.44%	5		2.31%			2.32%			1.60%	5
Portfolio turnover		23%			40%			51%			4%
*The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amounts:
		0.01%	5		0.02%			0.11%			4.08%	5

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

³Less than $0.01.

⁴Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived during the periods. Periods less than one year are not annualized.

⁵Annualized.

The accompanying notes are an integral part of the financial statements.

19

Global Fixed Income Series

Notes to Financial Statements

(unaudited)

1. Organization

Global Fixed Income Series (the “Series”) is a no-load non-diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

The Series’ investment objective is to provide long-term total return by investing principally in fixed income securities of issuers located anywhere in the world.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The Series is authorized to issue two classes of shares (Class S and Class I). Each class of shares is substantially the same except the Class S shares bear shareholder services fees. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 100 million have been designated as Global Fixed Income Series Class S common stock, and 100 million designated as Global Fixed Income Series Class I common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Portfolio securities, including domestic equities, foreign equities, warrants and options, listed on an exchange other than the NASDAQ Stock Market are valued at the latest quoted sales price of the exchange on which the security is primarily traded. Securities not traded on valuation date or securities not listed on an exchange are valued at the latest quoted bid price provided by the Fund’s pricing service. Securities listed on the NASDAQ Stock Market are valued in accordance with the NASDAQ Official Closing Price.

Debt securities, including government bonds, foreign bonds, asset-backed securities, structured notes, supranational obligations, sovereign bonds, corporate bonds and mortgage-backed securities will normally be valued on the basis of evaluated bid prices provided directly by an independent pricing service. The pricing services use multiple valuation techniques to determine fair value. In instances where sufficient market activity exists, the pricing services may utilize a market-based approach through which quotes from market makers are used to determine fair value. In instances where sufficient market activity may not exist or is limited, the pricing services also utilize proprietary valuation models which may consider market characteristics such as benchmark yield curves, option-adjusted spreads, credit spreads, estimated default rates, coupon rates, anticipated timing of principal repayments, underlying collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair value. Certain investments in securities held by the Series may be valued on a basis of a price provided directly by a principal market maker. These prices may differ from the value that would have been used had a broader market for securities existed.

Municipal securities will normally be valued on the basis of market valuations provided by an independent pricing service that utilizes the latest price quotations and a matrix system (which considers such factors as security prices of similar securities, yields, maturities and ratings).

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are

20

Global Fixed Income Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board of Directors (the “Board”). Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Debt securities:
U.S. Treasury and other U.S.
Government agencies	$	8,225,111	$	—	$	8,225,111	$	—
Corporate debt:
Consumer Discretionary		14,130,609		—		14,130,609		—
Consumer Staples		3,503,012		—		3,503,012		—
Energy		11,399,155		—		11,399,155		—
Financials		60,024,779		—		60,024,779		—
Health Care		4,375,874		—		4,375,874		—
Industrials		7,655,922		—		7,655,922		—
Information Technology		3,749,843		—		3,749,843		—
Materials		5,335,723		—		5,335,723		—
Telecommunication Services		2,908,068		—		2,908,068		—
Utilities		1,564,157		—		1,564,157		—
Commercial mortgage-backed securities		9,375,319		—		9,375,319		—
Foreign government bonds		120,027,199		—		120,027,199		—
Mutual funds		2,897,104		2,897,104		—		—
Total assets	$	255,171,875	$	2,897,104	$	252,274,771	$	—

There were no Level 3 securities held by the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the

21

Global Fixed Income Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Transactions, Investment Income and Expenses (continued)

ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense. Income, expenses (other than shareholder services fees), and realized and unrealized gains and losses are prorated among the classes based on the relative net assets of each class. Class specific expenses are directly charged to that class.

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Foreign Currency Translation

The books and records of the Series are maintained in U.S. dollars. Foreign currencies, investments and other assets and liabilities are translated into U.S. dollars at the current exchange rates. Purchases and sales of investment securities and income and expenses are translated on the respective dates of such transactions. The Series does not isolate realized and unrealized gains and losses attributable to changes in the exchange rates from gains and losses that arise from changes in the fair value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized foreign currency gains and losses represent foreign currency gains and losses between trade date and settlement date on securities transactions, gains and losses on disposition of foreign currencies and the difference between the amount of income and foreign withholding taxes recorded on the books of the Series and the amounts actually received or paid.

Securities Purchased on a When-Issued Basis or Forward Commitment

The Series may purchase securities on a when-issued basis or forward commitment. These transactions involve a commitment by the Series to purchase securities for a predetermined price with payment and delivery taking place beyond the customary settlement period. When such purchases are outstanding, the Series will designate liquid assets in an amount sufficient to meet the purchase price. When purchasing a security on a delayed delivery basis, the Series assumes the rights and risks of ownership of the security, including the risk of price and yield fluctuations, and takes such fluctuations into account when determining its net asset value. The Series may sell the when-issued securities before they are delivered, which may result in a capital gain or loss. No such investments were held by the Series on June 30, 2015.

In connection with its ability to purchase or sell securities on a forward commitment basis, the Series may enter into forward roll transactions principally using To Be Announced (TBA) securities. Forward roll transactions require the sale of securities for delivery in the current month, and a simultaneous agreement to repurchase substantially similar (same type, coupon and maturity) securities on a specified future date. Risks of entering into forward roll transactions include the potential inability of the counterparty to meet the terms of the agreement; the potential of the Series to receive inferior securities at redelivery as compared to the securities sold to the counterparty; counterparty credit risk; and the potential pay down speed variance between the mortgage-backed pools. During the roll period, the Series forgoes principal and interest paid on the securities. The Series accounts for such dollar rolls as purchases and sales. Information regarding securities purchased on a when-issued basis is included in the Series’ Investment Portfolio. No such investments were held by the Series on June 30, 2015.

Restricted Securities

Restricted securities are purchased in private placement transactions, are not registered under the Securities Act of 1933, as amended, and may have contractual restrictions on resale. Information regarding restricted securities is included at the end of the Series’ Investment Portfolio.

Illiquid Securities

A security may be considered illiquid if so deemed in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board. Securities that are illiquid are marked with the applicable footnote on the Investment Portfolio. No such investments were held by the Series at June 30, 2015.

22

Global Fixed Income Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the period ended December 31, 2012 and the years ended December 31, 2013 through December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

Based on the Series’ understanding of the tax rules and rates related to income, gains and currency purchase/repatriation transactions for foreign jurisdictions in which it invests, the Series will provide for foreign taxes, and where appropriate, deferred foreign tax. The Series is subject to a tax imposed on short term capital gains on securities of issuers domiciled in India. The Series records an estimated deferred tax liability for securities that have been held for less than a year at the end of the reporting period, assuming those positions were disposed of at the end of the period. This amount is reported in Accrued foreign capital gains tax in the accompanying Statement of Assets and Liabilities. Realized losses on the sale of securities of issuers domiciled in India can be carried forward for eight years to offset potential future short term realized capital gains.

Distributions of Income and Gains

Distributions to shareholders of net investment income are made quarterly. Distributions of net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.60% of the Series’ average daily net assets.

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund

23

Global Fixed Income Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Class S shares of the Series are subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Board. The shareholder services fee is intended to compensate financial intermediaries, including affiliates of the Fund, in connection with the provision of direct client service, personal services, maintenance of shareholder accounts and reporting services. For these services, Class S of the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.15% of the average daily net assets of Class S. The Fund has a Shareholder Services Agreement with the Advisor, for which the Advisor receives the shareholder services fee as stated above.

The Advisor has contractually agreed, until at least April 30, 2016, to waive its fee and, if necessary, pay other operating expenses of the Series in order to maintain total direct annual fund operating expenses for the Series, exclusive of Class S’s shareholder services fee, at no more than 0.70% of average daily net assets each year. For the six months ended June 30, 2015, the Advisor waived fees of $16,962, which is included as a reduction of expenses on the Statement of Operations. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed in prior years.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each series’ relative net assets or number of accounts, depending on the expense.

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $67,175,662 and $44,375,019, respectively. Purchases and sales of U.S. Government securities, other than short-term securities, were $12,597,920 and $11,854,165, respectively.

24

Global Fixed Income Series

Notes to Financial Statements (continued)

(unaudited)

5. Capital Stock Transactions

Transactions in shares of Class S and I shares of Global Fixed Income Series were:

CLASS S	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		1,251,696		$	12,002,235			2,714,749		$	27,373,610
Reinvested		67,747			636,827			576,221			5,722,647
Repurchased		(1,163,426	)		(11,132,289	)		(1,580,241	)		(15,952,388	)
Total		156,017		$	1,506,773			1,710,729		$	17,143,869
CLASS I	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		760,540		$	7,323,809			1,341,255		$	13,538,946
Reinvested		19,020			178,978			141,458			1,406,647
Repurchased		(32,270	)		(310,249	)		(193,197	)		(1,958,199	)
Total		747,290		$	7,192,538			1,289,516		$	12,987,394

Over 90% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion. No shareholder exceeds the 10% threshold.

6. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2015.

7. Foreign Securities

Investing in securities of foreign companies and foreign governments involves special risks and considerations not typically associated with investing in securities of domestic companies and the U.S. Government. These risks include revaluation of currencies and future adverse political and economic developments. Moreover, securities of foreign companies and foreign governments and their markets may be less liquid and their prices more volatile than those of comparable domestic companies and the U.S. Government.

8. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

25

Global Fixed Income Series

Notes to Financial Statements (continued)

(unaudited)

8. Federal Income Tax Information (continued)

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2014 were as follows:

Ordinary income	$6,243,524
Long-term capital gains	1,137,675

At June 30, 2015, the identified cost of investments for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized depreciation were as follows:

Cost for federal income tax purposes	$	267,716,004
Unrealized appreciation		1,630,325
Unrealized depreciation		(14,174,454	)
Net unrealized depreciation	$	(12,544,129	)

26

Global Fixed Income Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange
Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNGFI-6/15-SAR

Dynamic Opportunities Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The Hypothetical lines of each Class in the table below provide information about hypothetical account values and hypothetical expenses based on the Class’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in the Series and other funds. To do so, compare this 5% hypothetical example for the class in which you have invested with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the Hypothetical lines for each Class in the table are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING   ACCOUNT VALUE                    1/1/15	ENDING   ACCOUNT VALUE                     6/30/15	EXPENSES PAID   DURING  PERIOD*                    1/1/15-6/30/15	ANNUALIZED   EXPENSE  RATIO
Class S
Actual	$1,000.00	$1,075.90	$5.46	1.06%
Hypothetical (5% return before expenses)	$1,000.00	$1,019.54	$5.31	1.06%
Class I
Actual	$1,000.00	$1,076.80	$4.43	0.86%
Hypothetical (5% return before expenses)	$1,000.00	$1,020.53	$4.31	0.86%

*Expenses are equal to each Class’ annualized expense ratio (for the six-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year.

1

Dynamic Opportunities Series

Portfolio Composition as of June 30, 2015

(unaudited)

2

Dynamic Opportunities Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE       (NOTE 2)
COMMON STOCKS - 97.8%
Consumer Discretionary - 39.6%
Diversified Consumer Services - 2.0%
Houghton Mifflin Harcourt Co.*		249,430	$	6,285,636
Internet & Catalog Retail - 5.0%
TripAdvisor, Inc.*		183,940		16,028,532
Media - 15.3%
AMC Networks, Inc. - Class A*		284,530		23,288,781
Discovery Communications, Inc. - Class A*		496,820		16,524,233
Morningstar, Inc.		112,290		8,932,670
				48,745,684
Specialty Retail - 8.4%
Advance Auto Parts, Inc.		92,280		14,699,281
Dick’s Sporting Goods, Inc.		233,490		12,087,777
				26,787,058
Textiles, Apparel & Luxury Goods - 8.9%
Gildan Activewear, Inc. (Canada)		211,410		7,027,268
lululemon athletica, Inc.*		323,720		21,138,916
				28,166,184
Total Consumer Discretionary				126,013,094
Consumer Staples - 4.2%
Food Products - 4.2%
Keurig Green Mountain, Inc.		173,720		13,312,164
Financials - 6.3%
Capital Markets - 3.1%
Financial Engines, Inc.		231,480		9,833,270
Consumer Finance - 3.2%
SLM Corp.*		1,038,880		10,253,746
Total Financials				20,087,016
Health Care - 17.3%
Biotechnology - 2.1%
Seattle Genetics, Inc.*		137,200		6,640,480
Health Care Equipment & Supplies - 12.2%
HeartWare International, Inc.*		170,100		12,364,569
Shandong Weigao Group Medical Polymer Co. Ltd. - Class H (China)1		20,965,890		15,644,370
Thoratec Corp.*		242,890		10,825,607
				38,834,546
Health Care Providers & Services - 3.0%
DaVita HealthCare Partners, Inc.*		121,300		9,639,711
Total Health Care				55,114,737

The accompanying notes are an integral part of the financial statements.

3

Dynamic Opportunities Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE       (NOTE 2)
COMMON STOCKS (continued)
Industrials - 4.8%
Road & Rail - 4.8%
Genesee & Wyoming, Inc.*		140,520	$	10,704,814
Kansas City Southern		51,240		4,673,088
Total Industrials				15,377,902
Information Technology - 25.6%
Communications Equipment - 4.5%
Ixia*		1,159,480		14,423,931
Electronic Equipment, Instruments & Components - 6.5%
FLIR Systems, Inc.		268,590		8,277,944
Trimble Navigation Ltd.*		527,660		12,378,904
				20,656,848
Internet Software & Services - 8.8%
MercadoLibre, Inc. (Argentina)		68,380		9,689,446
Q2 Holdings, Inc.*		148,630		4,198,797
Qihoo 360 Technology Co. Ltd. - ADR (China)*		155,670		10,537,302
Zillow Group, Inc. - Class A*		41,250		3,578,025
				28,003,570
IT Services - 2.6%
EVERTEC, Inc.		394,210		8,373,020
Software - 3.2%
Yodlee, Inc.*		697,030		10,065,113
Total Information Technology				81,522,482
TOTAL COMMON STOCKS
(Identified Cost $297,876,159)				311,427,395

The accompanying notes are an integral part of the financial statements.

4

Dynamic Opportunities Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE       (NOTE 2)
SHORT-TERM INVESTMENT - 1.3%
Dreyfus Cash Management, Inc. - Institutional Shares2, 0.04%,
(Identified Cost $4,364,114)		4,364,114	$	4,364,114
TOTAL INVESTMENTS - 99.1%
(Identified Cost $302,240,273)				315,791,509
OTHER ASSETS, LESS LIABILITIES - 0.9%				2,734,280
NET ASSETS - 100%			$	318,525,789

ADR - American Depositary Receipt

*Non-income producing security.

¹A factor from a third party vendor was applied to determine the security’s fair value following the close of local trading.

²Rate shown is the current yield as of June 30, 2015.

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

The accompanying notes are an integral part of the financial statements.

5

Dynamic Opportunities Series

Statement of Assets & Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments, at value (identified cost $302,240,273) (Note 2)	$	315,791,509
Receivable for securities sold		13,149,884
Dividends receivable		163,872
Receivable for fund shares sold		30,464
Foreign tax reclaims receivable		3,132
Prepaid expenses		1,979
TOTAL ASSETS		329,140,840
LIABILITIES:
Accrued management fees (Note 3)		228,228
Accrued shareholder services fees (Class S) (Note 3)		45,685
Accrued fund accounting and administration fees (Note 3)		6,236
Accrued transfer agent fees (Note 3)		5,716
Accrued Chief Compliance Officer service fees (Note 3)		382
Payable for securities purchased		9,842,019
Payable for fund shares repurchased		460,784
Other payables and accrued expenses		26,001
TOTAL LIABILITIES		10,615,051
TOTAL NET ASSETS	$	318,525,789
NET ASSETS CONSIST OF:
Capital stock	$	299,598
Additional paid-in-capital		290,727,888
Undistributed net investment loss		(1,254,522	)
Accumulated net realized gain on investments, foreign currency and translation of other assets and liabilities		15,201,594
Net unrealized appreciation on investments, foreign currency and translation of other assets and liabilities		13,551,231
TOTAL NET ASSETS	$	318,525,789
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($254,437,451/23,946,103 shares)	$	10.63
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($64,088,338/6,013,667 shares)	$	10.66

The accompanying notes are an integral part of the financial statements.

6

Dynamic Opportunities Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Dividends (net of foreign taxes withheld, $14,413)	$	393,579
EXPENSES:
Management fees (Note 3)		1,289,595
Shareholder services fees (Class S)(Note 3)		260,225
Fund accounting and administration fees (Note 3)		31,761
Transfer agent fees (Note 3)		9,081
Directors’ fees (Note 3)		3,522
Chief Compliance Officer service fees (Note 3)		1,224
Custodian fees		8,203
Miscellaneous		44,490
Total Expenses		1,648,101
NET INVESTMENT LOSS		(1,254,522	)
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss) on-
Investments		21,596,648
Foreign currency and translation of other assets and liabilities		(1,187	)
		21,595,461
Net change in unrealized appreciation (depreciation) on-
Investments		3,305,183
Foreign currency and translation of other assets and liabilities		224
		3,305,407
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		24,900,868
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	23,646,346

The accompanying notes are an integral part of the financial statements.

7

Dynamic Opportunities Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED   6/30/15 (UNAUDITED)				FOR THE YEAR ENDED 12/31/14*
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment loss		$	(1,254,522	)		$	(1,700,667	)
Net realized gain (loss) on investments and foreign currency			21,595,461				4,176,461
Net change in unrealized appreciation (depreciation) on investments and foreign currency			3,305,407				10,245,824
Net increase from operations			23,646,346				12,721,618
DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net realized gain on investments (Class S)			—				(7,357,799	)
From net realized gain on investments (Class I)			—				(1,602,675	)
Total distributions to shareholders			—				(8,960,474	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase (decrease) from capital share transactions (Note 5)			(10,341,657	)			300,959,956
Net increase in net assets			13,304,689				304,721,100
NET ASSETS:
Beginning of period			305,221,100				500,000
End of period (including undistributed net investment loss of $1,254,522 and undistributed net investment income of $0, respectively)		$	318,525,789			$	305,221,100

* Commencement of operations was December 31, 2013.

The accompanying notes are an integral part of the financial statements.

8

Dynamic Opportunities Series

Financial Highlights - Class S

	FOR THE SIX MONTHS ENDED   6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14*
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$9.88			$10.00
Income (loss) from investment operations:
Net investment loss1		(0.04	)		(0.07	)
Net realized and unrealized gain (loss) on investments		0.79			0.25
Total from investment operations		0.75			0.18
Less distributions to shareholders:
From net realized gain on investments		—			(0.30	)
Total distributions to shareholders		—			(0.30	)
Net asset value - End of period		$10.63			$9.88
Net assets - End of period (000’s omitted)		$254,437			$250,573
Total return2		7.59%			1.93%
Ratios (to average net assets)/Supplemental Data:
Expenses		1.06%	3		1.07%
Net investment loss		(0.82%	)3		(0.71%	)
Portfolio turnover		41%			68%

*Commencement of operations was December 31, 2013.

¹Calculated based on average shares outstanding during the periods.

²Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Periods less than one year are not annualized.

³Annualized.

The accompanying notes are an integral part of the financial statements.

9

Dynamic Opportunities Series

Financial Highlights - Class I

	FOR THE SIX MONTHS ENDED   6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14*
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$9.90			$10.00
Income (loss) from investment operations:
Net investment loss1		(0.03	)		(0.05	)
Net realized and unrealized gain (loss) on investments		0.79			0.25
Total from investment operations		0.76			0.20
Less distributions to shareholders:
From net realized gain on investments		—			(0.30	)
Total distributions to shareholders		—			(0.30	)
Net asset value - End of period		$10.66			$9.90
Net assets - End of period (000’s omitted)		$64,088			$54,648
Total return2		7.68%			2.13%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.86%	3		0.88%
Net investment loss		(0.61%	)3		(0.51%	)
Portfolio turnover		41%			68%

*Commencement of operations was December 31, 2013.

¹Calculated based on average shares outstanding during the periods.

²Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Periods less than one year are not annualized.

³Annualized.

The accompanying notes are an integral part of the financial statements.

10

Dynamic Opportunities Series

Notes to Financial Statements

(unaudited)

1. Organization

Dynamic Opportunities Series (the “Series”) is a no-load diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

The Series’ investment objective is to provide long-term growth.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. On December 31, 2013, the Series issued 25,000 shares of Class S and 25,000 shares of Class I, valued at $250,000 and $250,000, respectively, to the Advisor, who was the sole investor in the Series as of that date. The Series is authorized to issue two classes of shares (Class S and Class I). Each class of shares is substantially the same, except that Class S shares bear shareholder services fees. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 100 million have been designated as Dynamic Opportunities Series Class S common stock, and 100 million have been designated as Dynamic Opportunities Series Class I common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Portfolio securities, including domestic equities, foreign equities, warrants and options, listed on an exchange other than the NASDAQ Stock Market are valued at the latest quoted sales price of the exchange on which the security is primarily traded. Securities not traded on valuation date or securities not listed on an exchange are valued at the latest quoted bid price provided by the Fund’s pricing service. Securities listed on the NASDAQ Stock Market are valued in accordance with the NASDAQ Official Closing Price.

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board of Directors (the “Board”). Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account. In accordance with the procedures approved by the Board, the values of certain securities trading outside the U.S. were adjusted following the close of local trading using a factor from a third party vendor. The third party vendor uses statistical analyses and quantitative models, which consider among other things subsequent movement and changes in the prices of indices, securities and exchange rates in other markets, to determine the factors which are used to adjust local market prices. The value of

11

Dynamic Opportunities Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

securities used for net asset value calculation under these procedures may differ from published prices for the same securities. It is the Fund’s policy to classify each foreign equity security where a factor from a third party vendor is provided as a Level 2 security.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	126,013,094	$	126,013,094	$	—	$	—
Consumer Staples		13,312,164		13,312,164		—		—
Financials		20,087,016		20,087,016		—		—
Health Care		55,114,737		39,470,367		15,644,370		—
Industrials		15,377,902		15,377,902		—		—
Information Technology		81,522,482		81,522,482		—		—
Mutual fund		4,364,114		4,364,114		—		—
Total assets	$	315,791,509	$	300,147,139	$	15,644,370	$	—

There were no Level 2 or Level 3 securities held by the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense. Income, expenses (other than shareholder services fees), and realized and unrealized gains and losses are prorated among the classes based on the relative net assets of each class. Class specific expenses are directly charged to that class.

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year

12

Dynamic Opportunities Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Federal Taxes (continued)

its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the period ended December 31, 2013 and the year ended December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

Based on the Series’ understanding of the tax rules and rates related to income, gains and currency purchase/repatriation transactions for foreign jurisdictions in which it invests, the Series will provide for foreign taxes, and where appropriate, deferred foreign tax.

Distributions of Income and Gains

Distributions to shareholders of net investment income and net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.80% of the Series’ average daily net assets.

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses

13

Dynamic Opportunities Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Class S shares of the Series are subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Fund’s Board. The shareholder services fee is intended to compensate financial intermediaries, including affiliates of the Fund, in connection with the provision of direct client service, personal services, maintenance of shareholder accounts and reporting services. For these services, Class S of the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.20% of the average daily net assets of Class S. The Fund has a Shareholder Services Agreement with the Advisor, for which the Advisor receives the shareholder services fee as stated above.

The Advisor has contractually agreed, until at least April 30, 2016, to waive its fee and, if necessary, pay other operating expenses of the Series in order to maintain total direct annual fund operating expenses for the Series exclusive of each share class’ shareholder services fee, at no more than 0.90% of average daily net assets. The Advisor did not waive any fees for the six months ended June 30, 2015. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each series’ relative net assets or number of accounts, depending on the expense.

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $129,126,822 and $143,555,737, respectively. There were no purchases or sales of U.S. Government securities.

5. Capital Stock Transactions

Transactions in shares of Class S and Class I of Dynamic Opportunities Series were:

CLASS S:	FOR THE SIX MONTHS ENDED  6/30/15						FOR THE YEAR ENDED  12/31/14*
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		1,007,655		$	10,478,040			27,589,735		$	269,742,077
Reinvested		—			—			768,470			7,262,041
Repurchased		(2,433,906	)		(25,861,522	)		(3,010,851	)		(29,848,786	)
Total		(1,426,251	)	$	(15,383,482	)		25,347,354		$	247,155,332

14

Dynamic Opportunities Series

Notes to Financial Statements (continued)

(unaudited)

5. Capital Stock Transactions (continued)

CLASS I:	FOR THE SIX MONTHS ENDED  6/30/15						FOR THE YEAR ENDED  12/31/14*
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		858,748		$	8,944,139			5,588,004		$	54,821,921
Reinvested		—			—			166,010			1,572,115
Repurchased		(367,624	)		(3,902,314	)		(256,471	)		(2,589,412	)
Total		491,124		$	5,041,825			5,497,543		$	53,804,624

* Commencement of operations was December 31, 2013.

Over 90% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion. No shareholder exceeds the 10% threshold.

6. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2015.

7. Foreign Securities

Investing in securities of foreign companies and foreign governments involves special risks and considerations not typically associated with investing in securities of domestic companies and the U.S. Government. These risks include revaluation of currencies and future adverse political and economic developments. Moreover, securities of foreign companies and foreign governments and their markets may be less liquid and their prices more volatile than those of comparable domestic companies and the U.S. Government.

8. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2014 was as follows:

 Ordinary income    $8,960,474

At June 30, 2015, identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized appreciation were as follows:

Cost for federal income tax purposes	$	302,471,523
Unrealized appreciation		30,139,944
Unrealized depreciation		(16,819,958	)
Net unrealized appreciation	$	13,319,986

15

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16

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17

Dynamic Opportunities Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange
Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1st and 3rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNDYN-6/15-SAR

Equity Income Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The Hypothetical lines of each Class in the table below provide information about hypothetical account values and hypothetical expenses based on the Class’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in the Series and other funds. To do so, compare this 5% hypothetical example for the class in which you have invested with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the Hypothetical lines for each Class in the table are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING             ACCOUNT VALUE 1/1/15	ENDING ACCOUNT              VALUE 6/30/15	EXPENSES PAID     DURING PERIOD* 1/1/15-6/30/15	ANNUALIZED EXPENSE RATIO
Class S
Actual	$1,000.00	$   991.70	$4.69	0.95%
Hypothetical
(5% return before expenses)	$1,000.00	$1,020.08	$4.76	0.95%
Class I
Actual	$1,000.00	$   992.60	$3.71	0.75%
Hypothetical
(5% return before expenses)	$1,000.00	$1,021.08	$3.76	0.75%

*Expenses are equal to the Class’ annualized expense ratio (for the six-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year. The Class’ total return would have been lower had certain expenses not been waived during the period.

1

Equity Income Series

Portfolio Composition as of June 30, 2015

(unaudited)

2

Equity Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE           (NOTE 2)
COMMON STOCKS - 100.0%
Consumer Discretionary - 6.3%
Hotels, Restaurants & Leisure - 1.2%
SeaWorld Entertainment, Inc.		45,790	$	844,367
Media - 5.1%
Time Warner, Inc.		14,050		1,228,111
Twenty-First Century Fox, Inc. - Class A		33,120		1,077,890
Viacom, Inc. - Class B		20,690		1,337,402
				3,643,403
Total Consumer Discretionary				4,487,770
Consumer Staples - 9.7%
Beverages - 4.4%
Diageo plc (United Kingdom)1		45,140		1,307,237
Dr. Pepper Snapple Group, Inc.		4,130		301,077
Molson Coors Brewing Co. - Class B		13,620		950,812
PepsiCo, Inc.		6,220		580,575
				3,139,701
Food Products - 1.5%
ConAgra Foods, Inc.		24,690		1,079,447
Household Products - 2.1%
Energizer Holdings, Inc.		11,240		1,478,622
Tobacco - 1.7%
Philip Morris International, Inc.		14,480		1,160,862
Total Consumer Staples				6,858,632
Energy - 8.1%
Oil, Gas & Consumable Fuels - 8.1%
BP plc - ADR (United Kingdom)		23,250		929,070
Chevron Corp.		13,550		1,307,169
ConocoPhillips		10,940		671,825
Exxon Mobil Corp.		23,900		1,988,480
Total S.A. (France)1		18,050		885,372
Total Energy				5,781,916
Financials - 29.1%
Banks - 8.1%
BankUnited, Inc.		14,190		509,847
Citigroup, Inc.		35,820		1,978,697
HSBC Holdings plc (United Kingdom)1		68,090		609,702
JPMorgan Chase & Co.		13,950		945,252
U.S. Bancorp		13,770		597,618
Wells Fargo & Co.		20,040		1,127,049
				5,768,165

The accompanying notes are an integral part of the financial statements.

3

Equity Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE           (NOTE 2)
COMMON STOCKS (continued)
Financials (continued)
Capital Markets - 3.6%
American Capital Ltd.*		20,980	$	284,279
Apollo Investment Corp.		40,390		285,961
Ares Capital Corp.		17,580		289,367
BlackRock Capital Investment Corp.		31,150		284,711
Fifth Street Finance Corp.		43,240		283,222
Medley Capital Corp.		31,730		282,714
PennantPark Investment Corp.		31,590		277,360
Prospect Capital Corp.		38,700		285,219
Solar Capital Ltd.		15,870		285,660
				2,558,493
Insurance - 5.1%
Admiral Group plc (United Kingdom)1		70,670		1,539,911
Principal Financial Group, Inc.		27,730		1,422,272
The Progressive Corp.		24,100		670,703
				3,632,886
Real Estate Investment Trusts (REITS) - 10.9%
CatchMark Timber Trust, Inc. - Class A		62,070		718,150
Community Healthcare Trust, Inc.*		19,550		376,337
Crown Castle International Corp.		13,270		1,065,581
Lamar Advertising Co. - Class A		12,360		710,453
Outfront Media, Inc.		55,634		1,404,202
Plum Creek Timber Co., Inc.		41,580		1,686,900
Weyerhaeuser Co.		55,890		1,760,535
				7,722,158
Real Estate Management & Development - 0.4%
First Capital Realty, Inc. (Canada)		22,180		317,517
REITS - Mortgage - 1.0%
American Capital Agency Corp.		18,350		337,089
Annaly Capital Management, Inc.		36,610		336,446
				673,535
Total Financials				20,672,754
Health Care - 6.7%
Pharmaceuticals - 6.7%
Eli Lilly & Co.		10,200		851,598
Johnson & Johnson		18,120		1,765,975
Merck & Co., Inc.		13,160		749,199
Roche Holding AG (Switzerland)1		2,530		709,390
Sanofi (France)1		6,980		690,532
Total Health Care				4,766,694

The accompanying notes are an integral part of the financial statements.

4

Equity Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE           (NOTE 2)
COMMON STOCKS (continued)
Industrials - 16.1%
Air Freight & Logistics - 1.4%
United Parcel Service, Inc. - Class B		10,290	$	997,204
Commercial Services & Supplies - 3.3%
Pitney Bowes, Inc.		45,850		954,139
Waste Management, Inc.		30,390		1,408,577
				2,362,716
Electrical Equipment - 1.4%
Rockwell Automation, Inc.		7,920		987,149
Industrial Conglomerates - 3.6%
3M Co.		4,570		705,151
General Electric Co.		69,060		1,834,924
				2,540,075
Machinery - 2.9%
Donaldson Co., Inc.		11,360		406,688
Flowserve Corp.		17,920		943,667
Pentair plc (United Kingdom)		10,600		728,750
				2,079,105
Road & Rail - 2.7%
Kansas City Southern		7,540		687,648
Union Pacific Corp.		13,080		1,247,440
				1,935,088
Trading Companies & Distributors - 0.8%
Fastenal Co.		12,720		536,529
Total Industrials				11,437,866
Information Technology - 11.7%
Communications Equipment - 3.2%
Cisco Systems, Inc.		23,250		638,445
Juniper Networks, Inc.		62,460		1,622,086
				2,260,531
IT Services - 3.1%
Broadridge Financial Solutions, Inc.		21,890		1,094,719
Xerox Corp.		105,350		1,120,924
				2,215,643
Software - 1.5%
Microsoft Corp.		24,270		1,071,521
Technology Hardware, Storage & Peripherals - 3.9%
Apple, Inc.		10,900		1,367,133

The accompanying notes are an integral part of the financial statements.

5

Equity Income Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE           (NOTE 2)
COMMON STOCKS (continued)
Information Technology (continued)
Technology Hardware, Storage & Peripherals (continued)
EMC Corp.		53,870	$	1,421,629
				2,788,762
Total Information Technology				8,336,457
Materials - 10.3%
Chemicals - 4.1%
Ashland, Inc.		8,940		1,089,786
The Dow Chemical Co.		35,380		1,810,394
				2,900,180
Containers & Packaging - 6.2%
Avery Dennison Corp.		17,470		1,064,622
Bemis Co., Inc.		16,090		724,211
Graphic Packaging Holding Co.		48,140		670,590
Packaging Corp. of America		16,010		1,000,465
Sonoco Products Co.		21,930		939,920
				4,399,808
Total Materials				7,299,988
Utilities - 2.0%
Electric Utilities - 1.2%
Eversource Energy		11,050		501,781
Exelon Corp.		11,800		370,756
				872,537
Multi-Utilities - 0.8%
CMS Energy Corp.		16,780		534,275
Total Utilities				1,406,812
TOTAL COMMON STOCKS (Identified Cost $70,309,197)				71,048,889
SHORT-TERM INVESTMENT - 0.6%
BNY Mellon Cash Reserve2, 0.00%, 12/31/2049		22,120		22,120
Dreyfus Cash Management, Inc. - Institutional Shares2, 0.04%		386,529		386,529
TOTAL SHORT-TERM INVESTMENT (Identified Cost $408,649)				408,649
TOTAL INVESTMENTS - 100.6% (Identified Cost $70,717,846)				71,457,538
LIABILITIES, LESS OTHER ASSETS - (0.6%)				(395,303	)
NET ASSETS - 100%			$	71,062,235

The accompanying notes are an integral part of the financial statements.

6

Equity Income Series

Investment Portfolio - June 30, 2015

(unaudited)

ADR - American Depositary Receipt

ETF - Exchange-Traded Fund

*Non-income producing security.

¹A factor from a third party vendor was applied to determine the security’s fair value following the close of local trading.

²Rate shown is the current yield as of June 30, 2015.

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

The accompanying notes are an integral part of the financial statements.

7

Equity Income Series

Statement of Assets & Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments, at value (identified cost $70,717,846) (Note 2)	$	71,457,538
Cash		4,155
Receivable for securities sold		908,913
Dividends receivable		178,619
Foreign tax reclaims receivable		5,252
Receivable for fund shares sold		4,565
Prepaid expenses		12
TOTAL ASSETS		72,559,054
LIABILITIES:
Accrued management fees (Note 3)		33,237
Accrued fund accounting and administration fees (Note 3)		8,059
Accrued shareholder services fees (Class S) (Note 3)		4,481
Accrued transfer agent fees (Note 3)		2,378
Accrued Directors’ fees (Note 3)		581
Accrued Chief Compliance Officer service fees (Note 3)		382
Payable for securities purchased		1,173,894
Payable for fund shares repurchased		231,101
Other payables and accrued expenses		42,706
TOTAL LIABILITIES		1,496,819
TOTAL NET ASSETS	$	71,062,235
NET ASSETS CONSIST OF:
Capital stock	$	66,413
Additional paid-in-capital		68,779,664
Undistributed net investment income		665,651
Accumulated net realized gain on investments, foreign currency and translation of other assets and liabilities		810,910
Net unrealized appreciation on investments, foreign currency and translation of other assets and liabilities		739,597
TOTAL NET ASSETS	$	71,062,235
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($24,891,932/ 2,328,229 shares)	$	10.69
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($46,170,303/ 4,313,085 shares)	$	10.70

The accompanying notes are an integral part of the financial statements.

8

Equity Income Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Dividends (net of foreign taxes withheld, $8,360)	$	940,801
EXPENSES:
Management fees (Note 3)		216,993
Shareholder services fees (Class S)(Note 3)		24,772
Fund accounting and administration fees (Note 3)		21,094
Transfer agent fees (Note 3)		2,443
Chief Compliance Officer service fees (Note 3)		1,224
Directors’ fees (Note 3)		1,095
Printing fees		20,693
Registration fees		15,224
Audit fees		15,084
Custodian fees		8,046
Miscellaneous		1,019
Total Expenses		327,687
Less reduction of expenses (Note 3)		(52,537	)
Net Expenses		275,150
NET INVESTMENT INCOME		665,651
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss) on-
Investments		864,161
Options written		98,954
Foreign currency and translation of other assets and liabilities		(171	)
		962,944
Net change in unrealized appreciation (depreciation) on-
Investments		(2,236,996	)
Options written		(2,850	)
Foreign currency and translation of other assets and liabilities		411
		(2,239,435	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		(1,276,491	)
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	(610,840	)

The accompanying notes are an integral part of the financial statements.

9

Equity Income Series

Statement of Changes in Net Assets

	FOR THE SIX MONTHS ENDED 6/30/15 (UNAUDITED)				FOR THE YEAR ENDED 12/31/14
INCREASE IN NET ASSETS:
OPERATIONS:
Net investment income		$	665,651		$	1,131,262
Net realized gain on investments and foreign currency			962,944			644,732
Net change in unrealized appreciation (depreciation) on investments and foreign currency			(2,239,435	)		2,979,032
Net increase (decrease) from operations			(610,840	)		4,755,026
DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income (Class S)			—			(386,141	)
From net investment income (Class I)			—			(844,207	)
From net realized gain on investments (Class S)			—			(228,447	)
From net realized gain on investments (Class I)			—			(469,233	)
Total distributions to shareholders			—			(1,928,028	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase from capital share transactions (Note 5)			8,989,154			59,356,923
Net increase in net assets			8,378,314			62,183,921
NET ASSETS:
Beginning of period			62,683,921			500,000
End of period (including undistributed net investment income of $665,651 and $ -, respectively)		$	71,062,235		$	62,683,921

The accompanying notes are an integral part of the financial statements.

10

Equity Income Series

Financial Highlights - Class S*

	FOR THE SIX MONTHS ENDED   6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14*
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period		$10.78			$10.00
Income (loss) from investment operations:
Net investment income1		0.10			0.29	2
Net realized and unrealized gain on investments		(0.19	)		0.86
Total from investment operations		(0.09	)		1.15
Less distributions to shareholders:
From net investment income		—			(0.23	)
From net realized gain on investments		—			(0.14	)
Total distributions to shareholders		—			(0.37	)
Net asset value - End of period		$10.69			$10.78
Net assets - End of period (000’s omitted)		$24,892			$24,178
Total return3		(0.83%	)		11.63%
Ratios (to average net assets)/Supplemental Data:
Expenses**		0.95%	4		0.95%
Net investment income		1.85%	4		2.68%	2
Portfolio turnover		24%			55%

**The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amount:

0.16 %    0.33 % 

*Commencement of operations was December 31, 2013.

¹Calculated based on average shares outstanding during the period.

²Reflects a special dividend paid out during the period by two of the Series’ holdings. Had the Series not received the special dividends, the net investment income per share would have been $0.22 and the net investment income ratio would have been 2.07%.

³Represents aggregate total return for the period indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been reimbursed during the period. Periods less than one year are not annualized.

⁴Annualized.

The accompanying notes are an integral part of the financial statements.

11

Equity Income Series

Financial Highlights - Class I*

	FOR THE SIX MONTHS ENDED   6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14*
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period		$10.78			$10.00
Income (loss) from investment operations:
Net investment income1		0.11			0.30	2
Net realized and unrealized gain on investments		(0.19	)		0.87
Total from investment operations		(0.08	)		1.17
Less distributions to shareholders:
From net investment income		—			(0.25	)
From net realized gain on investments		—			(0.14	)
Total distributions to shareholders		—			(0.39	)
Net asset value - End of period		$10.70			$10.78
Net assets - End of period (000’s omitted)		$46,170			$38,506
Total return3		(0.74%	)		11.79%
Ratios (to average net assets)/Supplemental Data:
Expenses**		0.75%	4		0.75%
Net investment income		2.08%	4		2.82%	2
Portfolio turnover		24%			55%

**The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amount:

0.16 %    0.30 % 

*Commencement of operations was December 31, 2013.

¹Calculated based on average shares outstanding during the period.

²Reflects a special dividend paid out during the period by two of the Series’ holdings. Had the Series not received the special dividends, the net investment income per share would have been $0.24 and the net investment income ratio would have been 2.19%.

³Represents aggregate total return for the period indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been reimbursed during the period. Periods less than one year are not annualized.

⁴Annualized.

The accompanying notes are an integral part of the financial statements.

12

Equity Income Series

Notes to Financial Statements

(unaudited)

1. Organization

Equity Income Series (the “Series”) is a no-load diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

The Series’ primary investment objectives are to provide current income and income growth, and it has a secondary goal of providing long-term capital appreciation.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. On December 31, 2013, the Series issued 25,000 shares of Class S and 25,000 shares of Class I, valued at $250,000 and $250,000, respectively, to the Advisor, who was the sole investor in the Series as of that date. The Series is authorized to issue two classes of shares (Class S and Class I). Each class of shares is substantially the same, except that Class S shares bear shareholder services fees. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 100 million have been designated as Equity Income Series Class S common stock, and 100 million have been designated as Equity Income Series Class I common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Portfolio securities, including domestic equities, foreign equities, warrants and options, listed on an exchange other than the NASDAQ Stock Market are valued at the latest quoted sales price of the exchange on which the security is primarily traded. Securities not traded on valuation date or securities not listed on an exchange are valued at the latest quoted bid price provided by the Fund’s pricing service. Securities listed on the NASDAQ Stock Market are valued in accordance with the NASDAQ Official Closing Price.

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board of Directors (the “Board”). Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account. In accordance with the procedures approved by the Board, the values of certain securities trading outside the U.S. were adjusted following the close of local trading using a factor from a third party vendor. The third party vendor uses statistical analyses and quantitative models, which consider among other things subsequent movement and changes in the prices of indices, securities and exchange rates in other markets, to determine the factors which are used to adjust local market prices. The value of

13

Equity Income Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

securities used for net asset value calculation under these procedures may differ from published prices for the same securities. It is the Fund’s policy to classify each foreign equity security where a factor from a third party vendor is provided as a Level 2 security.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	4,487,770	$	4,487,770	$	—	$	—
Consumer Staples		6,858,632		5,551,395		1,307,237		—
Energy		5,781,916		4,896,544		885,372		—
Financials		20,672,754		18,523,141		2,149,613		—
Health Care		4,766,694		3,366,772		1,399,922		—
Industrials		11,437,866		11,437,866		—		—
Information Technology		8,336,457		8,336,457		—		—
Materials		7,299,988		7,299,988		—		—
Utilities		1,406,812		1,406,812		—		—
Mutual funds		408,649		408,649		—		—
Total	$	71,457,538	$	65,715,394	$	5,742,144	$	—

Please see the Investment Portfolio for foreign securities where a factor from a third party vendor was applied to determine the securities’ fair value following the close of local trading. Such securities are included in Level 2 in the table above.

There were no Level 3 securities held by the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense. Income, expenses (other than shareholder services fees), and realized and unrealized gains and losses are prorated among the classes based on the relative net assets of each class. Class specific expenses are directly charged to that class.

14

Equity Income Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Transactions, Investment Income and Expenses (continued)

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

Option Contracts

The Series may write (sell) or buy call or put options on securities and other financial instruments. When the Series writes a call, the Series gives the purchaser the right to buy the underlying security from the Series at the price specified in the option contract (the “exercise price”) at any time during the option period. When the Series writes a put option, the Series gives the purchaser the right to sell to the Series the underlying security at the exercise price at any time during the option period. The Series will only write options on a “covered basis.” This means that the Series will own the underlying security when the Series writes a call or the Series will put aside cash, U.S. Government securities, or other liquid assets in an amount not less than the exercise price at all times the put option is outstanding.

When the Series writes an option, an amount equal to the premium received is reflected as a liability and is subsequently marked-to-market to reflect the current market value of the option. The Series, as a writer of an option, has no control over whether the underlying security or financial instrument may be sold (call) or purchased (put) and, as a result, bears the market risk of an unfavorable change in the price of the security or financial instrument underlying the written option. There is a risk that the Series may not be able to enter into a closing transaction because of an illiquid market.

The Series may also purchase options in an attempt to hedge against fluctuations in the value of its portfolio and to protect against declines in the value of the securities. The premium paid by the Series for the purchase of an option is reflected as an investment and subsequently marked-to-market to reflect the current market value of the option. The risk associated with purchasing options is limited to the premium paid.

When a security is purchased or sold through an exercise of an option, the related premium paid (or received) is added to (or deducted from) the basis of the security acquired or deducted from (or added to) the proceeds of the security sold. When an option expires (or the Series enters into a closing transaction), the Series realizes a gain or loss on the option to the extent of the premium received or paid (or gain or loss to the extent the cost of the closing transaction exceeds the premium paid or received).

The measurement of the risks associated with option contracts is meaningful only when all related and offsetting transactions are considered. The counterparty for the Series’ written options contracts outstanding during the six months ended June 30, 2015 is Pershing LLC, a BNY Mellon Company.

15

Equity Income Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

The following table presents the present value of derivatives held during the six months ended June 30, 2015 as reflected on the Statement of Assets and Liabilities, and the effect of the derivative instruments on the Statement of Operations:

STATEMENT OF OPERATIONS
Derivative	Location of Gain or (Loss) on Derivatives	Realized Gain (Loss) on Derivatives
Equity contracts	Net realized gain (loss) on options written	$	98,954
Derivative	Location of Appreciation (Depreciation) on Derivatives	Unrealized Appreciation (Depreciation) on Derivatives
Equity contracts	Net change in unrealized appreciation (depreciation) on options written	$	(2,850	)

The average month-end balances for the six months ended June 30, 2015 of outstanding derivative financial instruments were as follows:

Options:
Average number of option contracts written	713
Average notional value of option contracts written	$4,099,063

Written Option Rollforward

Transactions in options written for the six months ended June 30, 2015, were as follows:

	CALLS
	CONTRACTS			PREMIUMS   RECEIVED
Outstanding options, beginning of period		240		$	19,140
Options written		2,850			177,066
Options exercised		(530	)		(44,161	)
Options expired		(1,095	)		(66,325	)
Options closed		(1,465	)		(85,720	)
Outstanding options, end of period		—		$	—

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the

16

Equity Income Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Federal Taxes (continued)

period ended December 31, 2013 and the year ended December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

Based on the Series’ understanding of the tax rules and rates related to income, gains and currency purchase/repatriation transactions for foreign jurisdictions in which it invests, the Series will provide for foreign taxes, and where appropriate, deferred foreign tax.

Distributions of Income and Gains

Distributions to shareholders of net investment income and net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.65% of the Series’ average daily net assets.

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend, which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Class S shares of the Series are subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Fund’s Board. The shareholder services fee is intended to compensate financial intermediaries, including affiliates of the Fund, in connection with the provision of direct client service, personal services, maintenance of shareholder accounts and reporting services. For these services, Class S of the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.20% of the average daily net assets of Class S. The Fund has a Shareholder Services Agreement with the Advisor, for which the Advisor receives the shareholder services fee as stated above.

The Advisor has contractually agreed, until at least April 30, 2016, to waive its fee and, if necessary, pay other operating expenses of the Series in order to maintain total direct annual fund operating expenses for the Series exclusive of each share

17

Equity Income Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

class’ shareholder services fee, at no more than 0.75% of average daily net assets. Accordingly, the Advisor waived fees of $52,537 for the six months ended June 30, 2015, which is included as a reduction of expenses on the Statement of Operations. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each series’ relative net assets or number of accounts, depending on the expense.

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $28,213,866 and $15,785,902, respectively. There were no purchases or sales of U.S. Government securities.

5. Capital Stock Transactions

Transactions in shares of Class S and Class I of Equity Income Series were:

CLASS S	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		271,496		$	2,941,112			3,008,903		$	31,008,333
Reinvested		—			—			58,238			603,342
Repurchased		(186,879	)		(2,000,131	)		(848,529	)		(8,732,959	)
Total		84,617		$	940,981			2,218,612		$	22,878,716
CLASS I	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		1,126,839		$	12,277,784			4,040,328		$	41,909,297
Reinvested		—			—			100,751			1,043,774
Repurchased		(385,950	)		(4,229,611	)		(593,883	)		(6,474,864	)
Total		740,889		$	8,048,173			3,547,196		$	36,478,207

Over 80% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion. No shareholder exceeds the 10% threshold.

6. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a

18

Equity Income Series

Notes to Financial Statements (continued)

(unaudited)

6. Financial Instruments (continued)

derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms.

7. Foreign Securities

Investing in securities of foreign companies and foreign governments involves special risks and considerations not typically associated with investing in securities of domestic companies and the U.S. Government. These risks include revaluation of currencies and future adverse political and economic developments. Moreover, securities of foreign companies and foreign governments and their markets may be less liquid and their prices more volatile than those of comparable domestic companies and the U.S. Government.

8. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

The tax character of distributions paid for the year ended December 31, 2014 were as follows:

Ordinary income	$	1,906,025
Long-term capital gains		22,003

At June 30, 2015, the tax basis of components of distributable earnings and the net unrealized appreciation based on the identified cost of investments for federal income tax purposes were as follows:

Cost for federal income tax purposes	$70,762,079
Unrealized appreciation	3,366,535
Unrealized depreciation	(2,671,076	)
Net unrealized appreciation	$     695,459

19

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20

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21

Equity Income Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNEIN-6/15-SAR

Focused Opportunities Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Series expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2015 to June 30, 2015).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The Hypothetical lines of each Class in the table below provide information about hypothetical account values and hypothetical expenses based on the Class’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid during the period. You may use this information to compare the ongoing costs of investing in the Series and other funds. To do so, compare this 5% hypothetical example for the class in which you have invested with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the Hypothetical lines for each Class in the table are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

	BEGINNING  ACCOUNT VALUE                   1/1/15	ENDING  ACCOUNT VALUE                   6/30/15	EXPENSES PAID  DURING PERIOD*                   1/1/15-6/30/15	ANNUALIZED  EXPENSE RATIO
Class S
Actual	$1,000.00	$   922.20	$4.62	0.97%
Hypothetical (5% return before expenses)	$1,000.00	$1,019.98	$4.86	0.97%
Class I
Actual	$1,000.00	$   922.20	$3.67	0.77%
Hypothetical (5% return before expenses)	$1,000.00	$1,020.98	$3.86	0.77%

*Expenses are equal to each Class’ annualized expense ratio (for the six-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses are based on the most recent fiscal half year.

1

Focused Opportunities Series

Portfolio Composition as of June 30, 2015

(unaudited)

2

Focused Opportunities Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE (NOTE 2)
COMMON STOCKS - 92.0%
Consumer Discretionary - 19.8%
Diversified Consumer Services - 3.6%
H&R Block, Inc.		339,390	$	10,062,913
Media - 12.6%
Cogeco Cable, Inc. (Canada)		108,090		6,251,739
Discovery Communications, Inc. - Class A*		363,310		12,083,691
Sinclair Broadcast Group, Inc. - Class A		200,290		5,590,094
Tribune Media Co. - Class A		211,490		11,291,451
				35,216,975
Specialty Retail - 3.6%
Advance Auto Parts, Inc.		63,010		10,036,863
Total Consumer Discretionary				55,316,751
Consumer Staples - 6.3%
Food Products - 6.3%
Post Holdings, Inc.*		329,270		17,757,531
Financials - 11.0%
Consumer Finance - 3.6%
SLM Corp.*		1,018,970		10,057,234
Real Estate Investment Trusts (REITS) - 2.9%
Outfront Media, Inc.		324,216		8,183,212
Real Estate Management & Development - 4.5%
Realogy Holdings Corp.*		267,160		12,481,715
Total Financials				30,722,161
Industrials - 26.0%
Aerospace & Defense - 2.1%
KLX, Inc.*		134,730		5,945,635
Airlines - 4.8%
Republic Airways Holdings, Inc.*		1,464,660		13,445,579
Building Products - 3.4%
Masco Corp.		357,730		9,540,659
Machinery - 5.9%
Allison Transmission Holdings, Inc.		285,020		8,339,685
Joy Global, Inc.		226,260		8,190,612
				16,530,297
Road & Rail - 9.8%
Genesee & Wyoming, Inc.*		73,770		5,619,799
Heartland Express, Inc.		332,450		6,725,463
Hertz Global Holdings, Inc.*		458,210		8,302,765

The accompanying notes are an integral part of the financial statements.

3

Focused Opportunities Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES		VALUE (NOTE 2)
COMMON STOCKS (continued)
Industrials (continued)
Road & Rail (continued)
Swift Transportation Co.*		292,200	$	6,624,174
				27,272,201
Total Industrials				72,734,371
Information Technology - 21.2%
Communications Equipment - 8.9%
ARRIS Group, Inc.*		353,680		10,822,608
Juniper Networks, Inc.		212,120		5,508,756
Polycom, Inc.*		754,720		8,633,997
				24,965,361
Electronic Equipment, Instruments & Components - 2.0%
Keysight Technologies, Inc.*		174,390		5,439,224
IT Services - 10.3%
EVERTEC, Inc.		387,400		8,228,376
Sabre Corp.		513,480		12,220,824
VeriFone Systems, Inc.*		242,800		8,245,488
				28,694,688
Total Information Technology				59,099,273
Materials - 2.0%
Chemicals - 2.0%
Platform Specialty Products Corp.*		220,030		5,628,368
Telecommunication Services - 3.8%
Wireless Telecommunication Services - 3.8%
Telephone & Data Systems, Inc.		357,250		10,503,150
Utilities - 1.9%
Independent Power and Renewable Electricity Producers - 1.9%
NRG Energy, Inc.		228,460		5,227,165
TOTAL COMMON STOCKS
(Identified Cost $259,839,913)				256,988,770
SHORT-TERM INVESTMENT - 3.1%
BNY Mellon Cash Reserve1, 0.00%		4,155		4,155
Dreyfus Cash Management, Inc. - Institutional Shares1, 0.04%		8,788,418		8,788,418
TOTAL SHORT-TERM INVESTMENT
(Identified Cost $8,792,573)				8,792,573

The accompanying notes are an integral part of the financial statements.

4

Focused Opportunities Series

Investment Portfolio - June 30, 2015

(unaudited)

	SHARES	VALUE (NOTE 2)
TOTAL INVESTMENTS - 95.1%
(Identified Cost $268,632,486)			265,781,343
OTHER ASSETS, LESS LIABILITIES - 4.9%			13,553,929
NET ASSETS - 100%		$	279,335,272

ADR - American Depositary Receipt

*Non-income producing security.

¹Rate shown is the current yield as of June 30, 2015.

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

The accompanying notes are an integral part of the financial statements.

5

Focused Opportunities Series

Statement of Assets & Liabilities

June 30, 2015 (unaudited)

ASSETS:
Investments, at value (identified cost $268,632,486) (Note 2)	$	265,781,343
Receivable for securities sold		16,015,779
Receivable for fund shares sold		97,014
Dividends receivable		94,250
Foreign tax reclaims receivable		4,762
Prepaid expenses		1,972
TOTAL ASSETS		281,995,120
LIABILITIES:
Accrued management fees (Note 3)		179,574
Accrued shareholder services fees (Class S) (Note 3)		41,223
Accrued fund accounting and administration fees (Note 3)		13,293
Accrued transfer agent fees (Note 3)		5,751
Accrued Chief Compliance Officer service fees (Note 3)		382
Payable for securities purchased		2,133,567
Payable for fund shares repurchased		257,467
Other payables and accrued expenses		28,591
TOTAL LIABILITIES		2,659,848
TOTAL NET ASSETS	$	279,335,272
NET ASSETS CONSIST OF:
Capital stock	$	302,035
Additional paid-in-capital		291,662,196
Undistributed net investment income		838,394
Accumulated net realized loss on investments		(10,616,210	)
Net unrealized depreciation on investments		(2,851,143	)
TOTAL NET ASSETS	$	279,335,272
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($224,052,893/24,228,513 shares)	$	9.25
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($55,282,379/5,975,003 shares)	$	9.25

The accompanying notes are an integral part of the financial statements.

6

Focused Opportunities Series

Statement of Operations

For the Six Months Ended June 30, 2015 (unaudited)

INVESTMENT INCOME:
Dividends (net of foreign taxes withheld, $4,393)	$	2,206,713
EXPENSES:
Management fees (Note 3)		1,032,740
Shareholder services fees (Class S)(Note 3)		236,912
Fund accounting and administration fees (Note 3)		30,550
Transfer agent fees (Note 3)		9,170
Directors’ fees (Note 3)		3,428
Chief Compliance Officer service fees (Note 3)		1,224
Custodian fees		9,771
Miscellaneous		44,524
Total Expenses		1,368,319
NET INVESTMENT INCOME		838,394
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized loss on investments		(11,347,090	)
Net change in unrealized depreciation on investments		(13,111,762	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS		(24,458,852	)
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	(23,620,458	)

The accompanying notes are an integral part of the financial statements.

7

Focused Opportunities Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED   6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14*
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	838,394		$	2,083,448
Net realized gain (loss) on investments and foreign currency		(11,347,090	)		21,283,534
Net change in unrealized appreciation (depreciation) on investments and foreign currency		(13,111,762	)		10,260,619
Net increase (decrease) from operations		(23,620,458	)		33,627,601
DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income (Class S)		—			(1,727,793	)
From net investment income (Class I)		—			(533,842	)
From net realized gain on investments (Class S)		—			(16,346,540	)
From net realized gain on investments (Class I)		—			(4,027,927	)
Total distributions to shareholders		—			(22,636,102	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase (decrease) from capital share transactions (Note 5)		(1,799,692	)		293,263,923
Net increase (decrease) in net assets		(25,420,150	)		304,255,422
NET ASSETS:
Beginning of period		304,755,422			500,000
End of period (including undistributed net investment income of $838,394 and $0, respectively)	$	279,335,272		$	304,755,422

*Commencement of operations was December 31, 2013.

The accompanying notes are an integral part of the financial statements.

8

Focused Opportunities Series

Financial Highlights - Class S

	FOR THE SIX MONTHS ENDED   6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14*
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.03			$10.00
Income from investment operations:
Net investment income1		0.03			0.08	2
Net realized and unrealized gain on investments		(0.81	)		0.76
Total from investment operations		(0.78	)		0.84
Less distributions to shareholders:
From net investment income		—			(0.08	)
From net realized gain on investments		—			(0.73	)
Total distributions to shareholders		—			(0.81	)
Net asset value - End of period		$9.25			$10.03
Net assets - End of period (000’s omitted)		$224,053			$244,388
Total return3		(7.78%	)		8.86%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.97%	4		0.96%
Net investment income		0.53%	4		0.73%	2
Portfolio turnover		51%			75%

*Commencement of operations was December 31, 2013.

¹Calculated based on average shares outstanding during the periods.

²Reflects a special dividend paid out during the period by one of the Series’ holdings. Had the Series not received the special dividend, the net investment income per share would have been $0.03 and the net investment income ratio would have been 0.27%.

³Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Periods less than one year are not annualized.

⁴Annualized.

The accompanying notes are an integral part of the financial statements.

9

Focused Opportunities Series

Financial Highlights - Class I

	FOR THE SIX MONTHS ENDED   6/30/15 (UNAUDITED)			FOR THE YEAR ENDED 12/31/14*
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.03			$10.00
Income from investment operations:
Net investment income1		0.03			0.09	2
Net realized and unrealized gain on investments		(0.81	)		0.77
Total from investment operations		(0.78	)		0.86
Less distributions to shareholders:
From net investment income		—			(0.10	)
From net realized gain on investments		—			(0.73	)
Total distributions to shareholders		—			(0.83	)
Net asset value - End of period		$9.25			$10.03
Net assets - End of period (000’s omitted)		$55,282			$60,367
Total return3		(7.78%	)		9.07%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.77%	4		0.80%
Net investment income		0.72%	4		0.90%	2
Portfolio turnover		51%			75%

*Commencement of operations was December 31, 2013.

¹Calculated based on average shares outstanding during the periods.

²Reflects a special dividend paid out during the period by one of the Series’ holdings. Had the Series not received the special dividend, the net investment income per share would have been $0.05 and the net investment income ratio would have been 0.43%.

³Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Periods less than one year are not annualized.

⁴Annualized.

The accompanying notes are an integral part of the financial statements.

10

Focused Opportunities Series

Notes to Financial Statements

(unaudited)

1. Organization

Focused Opportunities Series (the “Series”) is a no-load diversified series of Manning & Napier Fund, Inc. (the “Fund”). The Fund is organized in Maryland and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

The Series’ investment objective is to provide long-term capital appreciation.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. On December 31, 2013, the Series issued 25,000 shares of Class S and 25,000 shares of Class I, valued at $250,000 and $250,000, respectively, to the Advisor, who was the sole investor in the Series as of that date. The Series is authorized to issue two classes of shares (Class S and Class I). Each class of shares is substantially the same, except that Class S shares bear shareholder services fees. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2015, 10.6 billion shares have been designated in total among 41 series, of which 100 million have been designated as Focused Opportunities Series Class S common stock, and 100 million have been designated as Focused Opportunities Series Class I common stock.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Series. The Series is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 - Investment Companies, which is part of accounting principles generally accepted in the United States of America (“GAAP”).

Security Valuation

Portfolio securities, including domestic equities, foreign equities, warrants and options, listed on an exchange other than the NASDAQ Stock Market are valued at the latest quoted sales price of the exchange on which the security is primarily traded. Securities not traded on valuation date or securities not listed on an exchange are valued at the latest quoted bid price provided by the Fund’s pricing service. Securities listed on the NASDAQ Stock Market are valued in accordance with the NASDAQ Official Closing Price.

Short-term investments that mature in sixty days or less are valued at amortized cost, which approximates fair value. Investments in open-end investment companies are valued at their net asset value per share on valuation date.

Volume and level of activity in established markets for an asset or liability are evaluated to determine whether recent transactions and quoted prices are determinative of fair value. Where there have been significant decreases in volume and level of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

Securities for which representative valuations or prices are not available from the Series’ pricing service may be valued at fair value as determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board of Directors (the “Board”). Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed. If trading or events occurring after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they may be valued at their fair value, taking this trading or these events into account. In accordance with the procedures approved by the Board, the values of certain securities trading outside the U.S. were adjusted following the close of local trading using a factor from a third party vendor. The third party vendor uses statistical analyses and quantitative models, which consider among other things subsequent movement and changes in the prices of indices, securities and exchange rates in other markets, to determine the factors which are used to adjust local market prices. The value of

11

Focused Opportunities Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation (continued)

securities used for net asset value calculation under these procedures may differ from published prices for the same securities. It is the Fund’s policy to classify each foreign equity security where a factor from a third party vendor is provided as a Level 2 security.

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the valuation levels used for major security types as of June 30, 2015 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	55,316,751	$	55,316,751	$	—	$	—
Consumer Staples		17,757,531		17,757,531		—		—
Financials		30,722,161		30,722,161		—		—
Industrials		72,734,371		72,734,371		—		—
Information Technology		59,099,273		59,099,273		—		—
Materials		5,628,368		5,628,368		—		—
Telecommunication Services		10,503,150		10,503,150		—		—
Utilities		5,227,165		5,227,165		—		—
Mutual fund		8,792,573		8,792,573		—		—
Total assets	$	265,781,343	$	265,781,343	$	—	$	—

There were no Level 3 securities held by the Series as of December 31, 2014 or June 30, 2015.

The Fund’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2015.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date, except that if the ex-dividend date has passed, certain dividends from foreign securities are recorded as soon as the Series is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

Expenses are recorded on an accrual basis. Most expenses of the Fund can be attributed to a specific series. Expenses which cannot be directly attributed are apportioned among the series in the Fund in such a manner as deemed equitable by the Fund’s Board, taking into consideration, among other things, the nature and type of expense. Income, expenses (other than shareholder services fees), and realized and unrealized gains and losses are prorated among the classes based on the relative net assets of each class. Class specific expenses are directly charged to that class.

The Series uses the identified cost method for determining realized gain or loss on investments for both financial statement and federal income tax reporting purposes.

12

Focused Opportunities Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Federal Taxes

The Series’ policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. The Series is not subject to federal income tax or excise tax to the extent that the Series distributes to shareholders each year its taxable income, including any net realized gains on investments, in accordance with requirements of the Internal Revenue Code. Accordingly, no provision for federal income tax or excise tax has been made in the financial statements.

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2015, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the period ended December 31, 2013 and the year ended December 31, 2014. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

Based on the Series’ understanding of the tax rules and rates related to income, gains and currency purchase/repatriation transactions for foreign jurisdictions in which it invests, the Series will provide for foreign taxes, and where appropriate, deferred foreign tax.

Distributions of Income and Gains

Distributions to shareholders of net investment income and net realized gains are made annually. An additional distribution may be necessary to avoid taxation of the Series. Distributions are recorded on the ex-dividend date.

Indemnifications

The Fund’s organizational documents provide former and current directors and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.70% of the Series’ average daily net assets.

Under the Agreement, personnel of the Advisor provide the Series with advice and assistance in the choice of investments and the execution of securities transactions, and otherwise maintain the Series’ organization. The Advisor also provides the Fund with necessary office space and fund administration and support services. The salaries of all officers of the Fund (except a percentage of the Fund’s Chief Compliance Officer’s salary, which is paid by the Fund), and of all Directors who are “affiliated persons” of the Fund, or of the Advisor, and all personnel of the Fund, or of the Advisor, performing services relating to research, statistical and investment activities, are paid by the Advisor. Each “non-affiliated” Director receives an annual stipend,

13

Focused Opportunities Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

which is allocated among all the active series of the Fund. In addition, these Directors also receive a fee per Board meeting attended plus a fee for each committee meeting attended and are reimbursed for travel and other out-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, who receives an additional annual stipend for this role.

The Class S shares of the Series are subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Fund’s Board. The shareholder services fee is intended to compensate financial intermediaries, including affiliates of the Fund, in connection with the provision of direct client service, personal services, maintenance of shareholder accounts and reporting services. For these services, Class S of the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.20% of the average daily net assets of Class S. The Fund has a Shareholder Services Agreement with the Advisor, for which the Advisor receives the shareholder services fee as stated above.

The Advisor has contractually agreed, until at least April 30, 2016, to waive its fee and, if necessary, pay other operating expenses of the Series in order to maintain total direct annual fund operating expenses for the Series exclusive of each share class’ shareholder services fee, at no more than 0.80% of average daily net assets. The Advisor did not waive any fees for the six months ended June 30, 2015. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. The services of Manning & Napier Investor Services, Inc. are provided at no additional cost to the Series.

Pursuant to a master services agreement dated November 1, 2014, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.0085% on the first $25 billion of average daily net assets (excluding Target Series and Strategic Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Strategic Income Series); and 0.0065% of the average daily net assets in excess of $40 billion (excluding Target Series and Strategic Income Series); plus a base fee of $30,400 per series. Transfer agent fees are charged to the Fund on a per account basis. Additionally, certain transaction and out-of-pocket expenses, including charges for reporting relating to the Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves as sub-accountant services agent and sub-transfer agent.

Expenses not directly attributable to a series are allocated based on each series’ relative net assets or number of accounts, depending on the expense.

4. Purchases and Sales of Securities

For the six months ended June 30, 2015, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $146,758,402 and $157,087,887, respectively. There were no purchases or sales of U.S. Government securities.

5. Capital Stock Transactions

Transactions in shares of Class S and Class I of Focused Opportunities Series were:

CLASS S:	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14*
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		1,282,630		$	12,440,423			24,938,373		$	243,255,184
Reinvested		—			—			1,889,989			17,784,799
Repurchased		(1,414,701	)		(13,748,237	)		(2,492,778	)		(26,102,926	)
Total		(132,071	)	$	(1,307,814	)		24,335,584		$	234,937,057

14

Focused Opportunities Series

Notes to Financial Statements (continued)

(unaudited)

5. Capital Stock Transactions (continued)

CLASS I:	FOR THE SIX MONTHS ENDED 6/30/15						FOR THE YEAR ENDED 12/31/14*
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		220,864		$	2,097,914			5,926,576		$	58,130,793
Reinvested		—			—			476,683			4,485,588
Repurchased		(266,071	)		(2,589,792	)		(408,049	)		(4,289,515	)
Total		(45,207	)	$	(491,878	)		5,995,210		$	58,326,866

* Commencement of operations was December 31, 2013.

Over 90% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion. No shareholder exceeds the 10% threshold.

6. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2015.

7. Foreign Securities

Investing in securities of foreign companies and foreign governments involves special risks and considerations not typically associated with investing in securities of domestic companies and the U.S. Government. These risks include revaluation of currencies and future adverse political and economic developments. Moreover, securities of foreign companies and foreign governments and their markets may be less liquid and their prices more volatile than those of comparable domestic companies and the U.S. Government.

8. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value. Any such reclassifications are not reflected in the financial highlights.

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2014 was as follows:

Ordinary income    $22,636,102

15

Focused Opportunities Series

Notes to Financial Statements (continued)

(unaudited)

8. Federal Income Tax Information (continued)

At June 30, 2015, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized depreciation were as follows:

Cost for federal income tax purposes	$	268,838,568
Unrealized appreciation		14,273,764
Unrealized depreciation		(17,330,989	)
Net unrealized depreciation	$	(3,057,225	)

As of December 31, 2014, the Series had a net short-term capital loss carryforward of $1,061,222, which is subject to limitations under the Internal Revenue Code, and is available to the extent allowed by tax law to offset future net capital gains, if any.

16

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17

Focused Opportunities Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, upon request:

By phone	1-800-466-3863
On the Securities and Exchange     Commission’s (SEC) web site	http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30^th is available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-Q, and are available, without charge, upon request:

By phone	1-800-466-3863
On the SEC’s web site	http://www.sec.gov

The Series’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Prospectus and Statement of Additional Information (SAI)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI at www.manning-napier.com or by calling (800) 466-3863. Before investing, carefully consider the objectives, risks, charges and expenses of the investment and read the prospectus carefully as it contains this and other information about the investment company. In addition, this information can be found on the SEC’s web site, http://www.sec.gov.

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

The Fund also offers electronic notification or “e-delivery” when certain documents are available on-line to be downloaded or reviewed. Direct shareholders can elect to receive electronic notification when shareholder reports, prospectus updates, and/or statements are available. If you do not currently have on-line access to your account, you can establish access by going to www.manning-napier.com, click on “Login” in the top corner of the page, and follow the prompts to self-enroll. Once enrolled, you can set your electronic notification preferences by clicking on the Account Options tab located within the green toolbar and then select E-Delivery Option. Should you have any questions on either how to establish on-line access or how to update your account settings, please contact Investor Services at 1-800-466-3863.

The Manning & Napier Fund, Inc. is managed by Manning & Napier Advisors, LLC. Manning & Napier Investor Services, Inc., an affiliate of Manning & Napier Advisors, LLC, is the distributor of the Fund shares.

MNFOC-6/15-SAR

ITEM 2: CODE OF ETHICS

Not applicable for Semi-Annual Reports.

ITEM 3: AUDIT COMMITTEE FINANCIAL EXPERT

Not applicable for Semi-Annual Reports.

ITEM 4: PRINCIPAL ACCOUNTANT FEES AND SERVICES

Not applicable for Semi-Annual Reports.

ITEM 5: AUDIT COMMITTEE OF LISTED REGISTRANTS

Not applicable.

ITEM 6: INVESTMENTS

(a) See Investment Portfolios under Item 1 on this Form N-CSR.

(b) Not applicable.

ITEM 7: DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES

Not applicable.

ITEM 8: PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES

Not applicable.

ITEM 9: PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS

Not applicable.

ITEM 10: SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There have been no material changes to the procedure by which shareholders may recommend nominees to the registrant’s board of directors.

ITEM 11: CONTROLS AND PROCEDURES

(a) Based on their evaluation of the Funds’ disclosure controls and procedures, as of a date within 90 days of the filing date, the Funds’ Principal Executive Officer and Principal Financial Officer have concluded that the Funds’ disclosure controls and procedures are: (i) reasonably designed to ensure that information required to be disclosed in this report is appropriately communicated to the Funds’ officers to allow timely decisions regarding disclosures required in this report; (ii) reasonably designed to ensure that information required to be disclosed in this report is recorded, processed, summarized and reported in a timely manner; and (iii) are effective in achieving the goals described in (i) and (ii) above.

(b) During the second fiscal quarter of the period covered by this report, there have been no changes in the Funds’ internal control over financial reporting that the above officers believe to have materially affected, or to be reasonably likely to materially affect, the Funds’ internal control over financial reporting.

ITEM 12: EXHIBITS

(a)(1)	Not applicable for Semi-Annual Reports.
(a)(2)	Separate certifications for the Registrant’s principal executive officer and principal financial officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and Rule 30a-2(a) under the Investment Company Act of 1940, are attached as EX-99.CERT.
(a)(3)	Not applicable.
(b)	A certification of the Registrant’s principal executive officer and principal financial officer, as required by 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and Rule 30a-2(b) under the Investment Company Act of 1940, is attached as EX- 99.906CERT. The certification furnished pursuant to this paragraph is not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section. Such certification is not deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, 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.

Manning & Napier Fund, Inc.

/s/ James Mikolaichik                                             

James Mikolaichik

President & Principal Executive Officer of Manning & Napier Fund, Inc.

Date: August 19, 2015

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

/s/ James Mikolaichik                                             

James Mikolaichik

President & Principal Executive Officer of Manning & Napier Fund, Inc.

Date: August 19, 2015

/s/ Christine Glavin                                              

Christine Glavin

Chief Financial Officer & Principal Financial Officer of Manning & Napier Fund, Inc.

Date: August 19, 2015