Manning & Napier Fund NCSRS 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: October 31

Date of reporting period: November 1, 2015 through April 30, 2016

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.

LOGO

Equity Series

Shareholder Expense Example

(unaudited)

As a shareholder of the Series, you incur ongoing costs, including management fees, shareholder service 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 (November 1, 2015 to April 30, 2016).

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, such as sales charges (loads), redemptions fees, or exchange fees that you may incur in other mutual funds. 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.


	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD* 11/1/15-4/30/16
Actual	$1,000.00	$1,029.50	$5.30
Hypothetical
(5% return before expenses)	$1,000.00	$1,019.64	$5.27

*Expenses are equal to the Series’ annualized expense ratio (for the six-month period) of 1.05%, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The Series’ total return would have been lower had certain expenses not been waived during the period.

Equity Series

Portfolio Composition as of April 30, 2016

(unaudited)

LOGO

Equity Series

Investment Portfolio - April 30, 2016

(unaudited)


	SHARES		VALUE (NOTE 2)

COMMON STOCKS - 97.1%

Consumer Discretionary - 22.0%
Diversified Consumer Services - 1.5%
Houghton Mifflin Harcourt Co.*		82,760	$	1,697,408

Hotels, Restaurants & Leisure - 2.8%
Jack in the Box, Inc.		8,560		578,228
Yum! Brands, Inc.		32,220		2,563,423


				3,141,651

Internet & Catalog Retail - 7.8%
Amazon.com, Inc.*		4,680		3,086,881
The Priceline Group, Inc.*		2,550		3,426,333
TripAdvisor, Inc.*		35,070		2,265,171


				8,778,385

Media - 9.9%
AMC Networks, Inc. - Class A*		28,520		1,860,360
Sinclair Broadcast Group, Inc. - Class A		38,700		1,241,109
TEGNA, Inc.		19,120		446,643
Time Warner, Inc.		38,520		2,894,393
Tribune Media Co. - Class A		59,290		2,285,630
Twenty-First Century Fox, Inc. - Class A		80,520		2,436,535


				11,164,670


Total Consumer Discretionary				24,782,114


Consumer Staples - 2.0%
Beverages - 2.0%
The Coca-Cola Co.		50,430		2,259,264


Energy - 1.9%
Oil, Gas & Consumable Fuels - 1.9%
Range Resources Corp.		47,220		2,082,874

Financials - 9.6%
Capital Markets - 2.5%
BlackRock, Inc.		7,890		2,811,444

Consumer Finance - 3.6%
SLM Corp.*		255,490		1,729,667
Synchrony Financial*		75,780		2,316,595


				4,046,262

Real Estate Investment Trusts (REITS) - 2.0%
Weyerhaeuser Co.		72,200		2,319,064

Real Estate Management & Development - 1.5%
Realogy Holdings Corp.*		46,950		1,677,993

Total Financials				10,854,763

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

Equity Series

Investment Portfolio - April 30, 2016

(unaudited)


			VALUE
	SHARES		(NOTE 2)

COMMON STOCKS (continued)

Health Care - 17.5%
Health Care Equipment & Supplies - 4.6%
The Cooper Companies, Inc.		14,880	$	2,277,830
Intuitive Surgical, Inc.*		4,590		2,874,992


				5,152,822

Health Care Providers & Services - 5.7%
DaVita HealthCare Partners, Inc.*		46,930		3,468,127
Express Scripts Holding Co.*		40,340		2,974,268


				6,442,395

Health Care Technology - 3.2%
Cerner Corp.*		63,420		3,560,399

Life Sciences Tools & Services - 2.0%
Thermo Fisher Scientific, Inc.		15,930		2,297,902

Pharmaceuticals - 2.0%
Johnson & Johnson		20,360		2,281,949


Total Health Care				19,735,467

Industrials - 6.2%
Building Products - 1.0%
Masco Corp.		36,040		1,106,788

Industrial Conglomerates - 3.1%
Danaher Corp.		36,380		3,519,765

Machinery - 2.1%
Flowserve Corp.		49,540		2,418,047


Total Industrials				7,044,600

Information Technology - 30.8%
Electronic Equipment, Instruments & Components - 3.8%
FLIR Systems, Inc.		77,710		2,347,619
VeriFone Systems, Inc.*		68,550		1,950,933


				4,298,552

Internet Software & Services - 6.1%
Alphabet, Inc. - Class A*		2,290		1,621,045
Alphabet, Inc. - Class C*		2,310		1,600,853
Facebook, Inc. - Class A*		30,860		3,628,519


				6,850,417

IT Services - 9.6%
EVERTEC, Inc.		125,800		1,694,526
MasterCard, Inc. - Class A		33,050		3,205,520
PayPal Holdings, Inc.*		73,560		2,882,081
Visa, Inc. - Class A		39,800		3,074,152


				10,856,279

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

Equity Series

Investment Portfolio - April 30, 2016

(unaudited)


			VALUE
	SHARES		(NOTE 2)

COMMON STOCKS (continued)

Information Technology (continued)
Semiconductors & Semiconductor Equipment - 2.4%
QUALCOMM, Inc.		54,780	$	2,767,486

Software - 6.3%
Aspen Technology, Inc.*		62,580		2,379,917
Electronic Arts, Inc.*		34,810		2,152,999
ServiceNow, Inc.*		36,550		2,612,594


				7,145,510

Technology Hardware, Storage & Peripherals - 2.6%
Apple, Inc.		30,770		2,884,380


Total Information Technology				34,802,624

Materials - 7.1%
Chemicals - 3.9%
Ashland, Inc.		15,150		1,690,740
Monsanto Co.		28,750		2,693,300


				4,384,040

Metals & Mining - 3.2%
Alcoa, Inc.		325,140		3,631,814


Total Materials				8,015,854

TOTAL COMMON STOCKS
(Identified Cost $107,439,806)				109,577,560


SHORT-TERM INVESTMENT - 3.3%
Dreyfus Cash Management, Inc. - Institutional Shares¹, 0.29%
(Identified Cost $3,757,862)		3,757,862		3,757,862

TOTAL INVESTMENTS - 100.4%
(Identified Cost $111,197,668)				113,335,422
LIABILITIES, LESS OTHER ASSETS - (0.4%)				(421,080	)


NET ASSETS - 100%			$	112,914,342

ADR - American Depositary Receipt

*Non-income producing security.

¹Rate shown is the current yield as of April 30, 2016.

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.

Equity Series

Statement of Assets and Liabilities

April 30, 2016 (unaudited)


ASSETS:

Investments, at value (identified cost $111,197,668) (Note 2)	$	113,335,422
Receivable for fund shares sold		72,057
Dividends receivable		24,606
Prepaid expenses		3,607


TOTAL ASSETS		113,435,692


LIABILITIES:

Accrued transfer agent fees (Note 3)		70,618
Accrued management fees (Note 3)		49,914
Accrued fund accounting and administration fees (Note 3)		26,756
Accrued Directors’ fees (Note 3)		6,007
Accrued Chief Compliance Officer service fees (Note 3)		381
Accrued printing and postage		143,505
Payable for fund shares repurchased		133,775
Accrued custodian fees		48,493
Other payables and accrued expenses		41,901


TOTAL LIABILITIES		521,350


TOTAL NET ASSETS	$	112,914,342


NET ASSETS CONSIST OF:

Capital stock	$	95,439
Additional paid-in-capital		103,487,737
Undistributed net investment loss		(787,357	)
Accumulated net realized gain on investments		7,980,769
Net unrealized appreciation (depreciation) on investments		2,137,754


TOTAL NET ASSETS	$	112,914,342

NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class A ($112,914,342/9,543,894 shares)	$	11.83

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

Equity Series

Statement of Operations

For the Six Months Ended April 30, 2016 (unaudited)


INVESTMENT INCOME:

Dividends	$	170,210


EXPENSES:

Management fees (Note 3)		892,585
Transfer agent fees (Note 3)		72,896
Fund accounting and administration fees (Note 3)		37,093
Directors’ fees (Note 3)		14,211
Chief Compliance Officer service fees (Note 3)		1,257
Printing and postage fees		82,502
Custodian fees		28,113
Miscellaneous		58,710


Total Expenses		1,187,367
Less reduction of expenses (Note 3)		(250,153	)


Net Expenses		937,214


NET INVESTMENT LOSS		(767,004	)


REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:

Net realized gain on investments		12,305,208
Net change in unrealized appreciation (depreciation) on investments		(17,667,545	)


NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS		(5,362,337	)


NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	(6,129,341	)

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

Equity Series

Statements of Changes in Net Assets


	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15
INCREASE (DECREASE) IN NET ASSETS:

OPERATIONS:
Net investment income (loss)	$	(767,004	)	$	343,865
Net realized gain on investments		12,305,208			108,788,624
Net change in unrealized appreciation (depreciation) on investments		(17,667,545	)		(104,920,453	)


Net increase (decrease) from operations		(6,129,341	)		4,212,036


DISTRIBUTIONS TO SHAREHOLDERS (Note 8):

From net investment income		(42,667	)		(246,854	)
From net realized gain on investments		(57,461,992	)		(202,981,217	)


Total distributions to shareholders		(57,504,659	)		(203,228,071	)


CAPITAL STOCK ISSUED AND REPURCHASED:

Net decrease from capital share transactions (Note 5)		(324,397,877	)		(590,372,793	)


Net decrease in net assets		(388,031,877	)		(789,388,828	)

NET ASSETS:

Beginning of period		500,946,219			1,290,335,047


End of period (including undistributed net investment loss of $787,357 and $22,314, respectively)	$	112,914,342		$	500,946,219

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

Equity Series

Financial Highlights


	FOR THE SIX MONTHS ENDED 4/30/15			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	16.62		$	21.15		$	21.60		$	19.03		$	18.45		$	17.91

Income (loss) from investment operations:
Net investment income (loss)¹		(0.06	)		0.01			(0.00	)²		0.01			0.01			0.04
Net realized and unrealized gain (loss) on investments		0.26			(0.42	)		2.51			5.14			1.26			0.55


Total from investment operations		0.20			(0.41	)		2.51			5.15			1.27			0.59


Less distributions to shareholders:
From net investment income		(0.00	)²		(0.00	)²		(0.01	)		(0.03	)		(0.04	)		(0.05	)
From net realized gain on investments		(4.99	)		(4.12	)		(2.95	)		(2.55	)		(0.65	)		—

Total distributions to shareholders		(4.99	)		(4.12	)		(2.96	)		(2.58	)		(0.69	)		(0.05	)


Net asset value - End of period	$	11.83		$	16.62		$	21.15		$	21.60		$	19.03		$	18.45


Net assets - End of period (000’s omitted)	$	112,914		$	500,946		$	1,290,335		$	1,237,520		$	1,418,468		$	1,925,038

Total return³		2.95	%		(1.46	%)		13.23	%		30.61	%		7.37	%		3.30	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		1.05	%⁴		1.05	%		1.05	%		1.05	%		1.05	%		1.05	%
Net investment income (loss)		(0.86	%)⁴		0.04	%		(0.01	%)		0.06	%		0.06	%		0.24	%
Portfolio turnover		21	%		62	%		61	%		52	%		63	%		54	%

*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:
		0.28	%⁴		0.03	%		0.02	%		0.06	%		0.05	%		0.02	%

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 or reimbursed during the periods. Periods less than one year are not annualized.

⁴Annualized.

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

Equity Series

Notes to Financial Statements

(unaudited)

1.	Organization

Equity 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 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 April 30, 2016, 10.5 billion shares have been designated in total among 40 series, of which 200 million have been designated as Equity 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, 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 may be 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.

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.

Equity 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 April 30, 2016 in valuing the Series’ assets or liabilities carried at fair value:


DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	24,782,114	$	24,782,114	$	—	$	—
Consumer Staples		2,259,264		2,259,264		—		—
Energy		2,082,874		2,082,874		—		—
Financials		10,854,763		10,854,763		—		—
Health Care		19,735,467		19,735,467		—		—
Industrials		7,044,600		7,044,600		—		—
Information Technology		34,802,624		34,802,624		—		—
Materials		8,015,854		8,015,854		—		—
Mutual Fund		3,757,862		3,757,862		—		—

Total assets	$	113,335,422	$	113,335,422	$	—	$	—

There were no Level 2 or Level 3 securities held by the Series as of October 31, 2015 or April 30, 2016.

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 April 30, 2016.

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.

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 April 30, 2016, 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.

Equity 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 October 31, 2012 through October 31, 2015. 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.

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 February 28, 2017, 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 1.05% of average daily net assets each year. Accordingly, the Advisor waived fees of $250,153 for the six months ended April 30, 2016, 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.

Equity Series

Notes to Financial Statements (continued)

(unaudited)

3.	Transactions with Affiliates (continued)

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 April 30, 2016, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $39,739,625 and $410,446,285, respectively. There were no purchases or sales of U.S. Government securities.

5.	Capital Stock Transactions

Transactions in shares of Equity Series were:


	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		933,574		$	11,678,036			7,560,319		$	132,732,396
Reinvested		4,999,943			55,867,602			12,219,383			198,472,048
Repurchased		(26,524,446	)		(391,943,515	)		(50,651,323	)		(921,577,237	)

Total		(20,590,929	)	$	(324,397,877	)		(30,871,621	)	$	(590,372,793	)

At April 30, 2016, the retirement plan of the Advisor and its affiliates owned 505,774 shares of the Series (5.3% of shares outstanding) valued at $5,983,306.

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 April 30, 2016.

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.

Equity Series

Notes to Financial Statements (continued)

(unaudited)

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 October 31, 2015, were as follows:


Ordinary income	$	49,123,867
Long-term capital gains		154,104,204

At April 30, 2016, the identified cost of investments 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	$	113,158,801
Unrealized appreciation		6,683,542
Unrealized depreciation		(6,506,921	)

Net unrealized appreciation	$	176,621

Equity Series

Renewal of Investment Advisory Agreement

(unaudited)

At the Manning & Napier Fund, Inc. (the “Fund”) Board of Directors’ (the “Board”) meeting, held on November 17, 2015, the Investment Advisory Agreement (the “Agreement”) between the Fund and Manning & Napier Advisors, LLC (the “Advisor”) was considered by the Board for renewal. In connection with the decision whether to renew the Agreement, a variety of material was prepared for and considered by the Board.

Representatives of the Advisor attended the meeting and presented additional oral and written information to the Board to assist the Board in its considerations. The discussion immediately below outlines the materials and information presented to the Board in connection with the Board’s 2015 Annual consideration of the Agreement and the conclusions made by the Directors when determining to continue the Agreement.

•

The Board considered the services provided by the Advisor under the Agreement including, among others: deciding what securities to purchase and sell for each Series; arranging for the purchase and sale of such securities by placing orders with broker-dealers; administering the affairs of the Fund (including the books and records of the Fund not maintained by third party service providers such as the custodian or sub-transfer agent); arranging for the insurance coverage for the Fund; and supervising the preparation of tax returns, SEC filings (including registration statements) and reports to shareholders for the Fund. The Board also considered the nature and quality of such services provided under the Agreement in light of the Advisor’s services provided to the Fund for 29 years. The Board discussed the quality of these services with representatives from the Advisor and concluded that the Advisor was performing its services to the Fund required under the Agreement in a reasonable manner.

•

The Board considered the performance of each Series since its inception, as well as performance over multiple time periods. Performance for one or more of the following time periods was considered as applicable to the Series’ inception date: inception, three year, five year, ten year, and current market cycle. A market cycle includes periods of both rising and falling markets. Returns for established benchmark indices for each Series were provided. In addition, the Board considered a number of other factors relevant to performance at the meeting (and considers on a quarterly basis) including: a peer group performance analysis consisting of Morningstar universes of mutual funds with similar investment objectives, investment performance of core products, product offerings, performance on an aggregate basis vs. performance over reasonable time periods and the Advisor’s investment process. The Directors acknowledged the challenging performance and discussed the investment process of the Advisor. The Directors confirmed that qualitative factors such as the Advisor’s investment process, including recent enhancements, were an important subset to be considered as part of their consideration of performance. The Board discussed the performance with representatives from the Advisor and concluded that the investment performance of each of the Fund’s Series was reasonable based on the Series’ actual performance and comparative performance, especially for those series with performance over the current market cycle.

•

The Board considered the costs of the Advisor’s services and the profits of the Advisor as they relate to the Advisor’s services to the Fund under the Agreement. In reviewing the Advisor’s costs and profits, the Board discussed the Advisor’s revenues generated from the Fund (on both an actual and adjusted basis) and its expenses associated with providing the services under the Agreement. In addition, the Board reviewed the Advisor’s expenses associated with Fund activities outside of the Agreement (such as expense reimbursements pursuant to expense caps and payments made by the Advisor to third party platforms on which shares of the Fund are available for purchase). It was noted by representatives of the Advisor that 22 of the 36 active Series of the Fund are currently experiencing expenses above the capped expense ratios, and thus the Advisor is incurring those expenses over the cap. After discussing the above costs and profits, the Board concluded that the Advisor’s profitability relating to its services provided under the Agreement was reasonable.

•

The Board considered the fees and expenses of the various Series of the Fund. The Advisor presented the advisory fees and total expenses for each Series, including the advisory fee adjusted for any expense waivers or reimbursements (either contractual or voluntary) paid by the Advisor. The advisory fees and expense ratios of each Series were compared to an average (on both a mean and median basis) of similar funds as disclosed on the Morningstar database. Representatives of the Advisor discussed with the Board the levels of its advisory fee for each Series of the Fund and as compared to the median and mean advisory fees for similar funds as listed on Morningstar. Expense ratios for every Series, except the Tax Managed Series, Equity Income Class S, High Yield Bond Class S, Pro-Blend Series Classes C and R, and Target Series’ Classes R and K, are lower than, or substantially similar to the Morningstar mean and median reported total expense ratio.

Equity Series

Renewal of Investment Advisory Agreement

(unaudited)

The higher than mean and median total expense ratios for Classes C and R reflect higher distribution, marketing and shareholder service fees payable to broker-dealers through a 100bp 12b-1 fee for Class C and a 50bp 12b-1 fee for Class R. Based on their review of the information provided, the Board concluded that the fees and expenses of each Series of the Fund were reasonable on a comparative basis.

•

The Board also considered the other benefits the Advisor derives from its relationship with the Fund. Such other benefits include certain research services provided by soft dollars. The Board reviewed the broker-dealers who provided research to the Advisor and the products and services paid for, in whole or in part, using soft dollar commissions. Given the level of soft dollar transactions involving the Fund, the Board concluded that these additional benefits to the Advisor were reasonable.

•

In addition to the factors described above, the Board considered the Advisor’s personnel, investment strategies, policies and procedures relating to compliance with personal securities transactions, reputation, expertise and resources in domestic and foreign financial markets. The Board concluded that these factors support the conclusion that the Advisor performs its services in a reasonable manner.

•

The Board then considered economies of scale and concluded that the current fee schedule to the advisory agreement remained reasonable given the multiple uses of the Fund (for the Advisor’s discretionary investment account clients in addition to direct investors), the current profitability of the Advisor’s services to the Fund under the Agreement, the number of newly established series of the Fund and the overall size of the Fund complex.

Based on the Board’s deliberations and their evaluation of the information described above, the Board, including a majority of Directors that are not “interested persons” as defined in the Investment Company Act of 1940, concluded that the compensation under the Agreement was fair and reasonable in light of the services and expenses and such other matters as the Directors considered to be relevant in the exercise of their reasonable judgment. Accordingly, the Board approved the renewal of the Agreement. In the course of their deliberations, the Directors did not identify any particular information that was all important or controlling.

{This page intentionally left blank}

Equity 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.

MNEQY-04/16-SAR

LOGO

Tax Managed Series

Shareholder Expense Example

(unaudited)

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2015 to April 30, 2016).

Actual Expenses

Hypothetical Example for Comparison Purposes


	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD* 11/1/15-4/30/16
Actual	$1,000.00	$1,012.60	$6.00
Hypothetical
(5% return before expenses)	$1,000.00	$1,018.90	$6.02

*Expenses are equal to the Series’ annualized expense ratio (for the six-month period) of 1.20%, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The Series’ total return would have been lower had certain expenses not been waived during the period.

Tax Managed Series

Portfolio Composition as of April 30, 2016

(unaudited)

LOGO

Tax Managed Series

Investment Portfolio - April 30, 2016

(unaudited)


	SHARES		VALUE (NOTE 2)

COMMON STOCKS - 98.2%

Consumer Discretionary - 21.0%
Diversified Consumer Services - 1.4%
Houghton Mifflin Harcourt Co.*		11,430	$	234,429

Hotels, Restaurants & Leisure - 1.9%
Yum! Brands, Inc.		4,100		326,196

Internet & Catalog Retail - 5.4%
Amazon.com, Inc.*		360		237,452
The Priceline Group, Inc.*		340		456,844
TripAdvisor, Inc.*		3,180		205,396


				899,692

Media - 10.6%
AMC Networks, Inc. - Class A*		3,760		245,265
Liberty Global plc - Class A - ADR (United Kingdom)*		2,850		107,530
Sinclair Broadcast Group, Inc. - Class A		3,370		108,076
TEGNA, Inc.		2,300		53,728
Time Warner, Inc.		5,880		441,823
Tribune Media Co. - Class A		9,990		385,114
Twenty-First Century Fox, Inc. - Class A		13,690		414,260


				1,755,796

Textiles, Apparel & Luxury Goods - 1.7%
lululemon athletica, Inc.*		4,220		276,621


Total Consumer Discretionary				3,492,734


Consumer Staples - 8.5%
Beverages - 5.0%
Anheuser-Busch InBev S.A./N.V. (Belgium)¹		2,510		311,377
The Coca-Cola Co.		5,210		233,408
Diageo plc (United Kingdom)¹		10,300		278,473


				823,258

Food Products - 1.1%
Nestle S.A. (Switzerland)¹		2,550		190,330

Personal Products - 2.4%
Beiersdorf AG (Germany)¹		2,090		187,673
Unilever plc - ADR (United Kingdom)		4,650		208,599


				396,272


Total Consumer Staples				1,409,860

Energy - 4.4%
Energy Equipment & Services - 2.1%
Schlumberger Ltd.		4,260		342,248

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

Tax Managed Series

Investment Portfolio - April 30, 2016

(unaudited)


	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Energy (continued)
Oil, Gas & Consumable Fuels - 2.3%
Range Resources Corp.		8,750	$	385,962


Total Energy				728,210

Financials - 4.6%
Consumer Finance - 2.0%
SLM Corp.*		27,870		188,680
Synchrony Financial*		4,960		151,627


				340,307

Real Estate Investment Trusts (REITS) - 1.9%
Weyerhaeuser Co		9,880		317,346

Real Estate Management & Development - 0.7%
Realogy Holdings Corp.*		3,030		108,292


Total Financials				765,945

Health Care - 23.3%
Health Care Equipment & Supplies - 7.0%
The Cooper Companies, Inc.		2,030		310,752
Intuitive Surgical, Inc.*		790		494,824
Medtronic plc		4,490		355,384


				1,160,960

Health Care Providers & Services - 5.7%
DaVita HealthCare Partners, Inc.*		4,730		349,547
Express Scripts Holding Co.*		5,090		375,286
Fresenius Medical Care AG & Co. KGaA (Germany)¹		2,500		217,594


				942,427

Health Care Technology - 2.6%
Cerner Corp.*		7,570		424,980

Life Sciences Tools & Services - 3.1%
QIAGEN N.V.*		9,240		207,530
Thermo Fisher Scientific, Inc.		2,130		307,252


				514,782

Pharmaceuticals - 4.9%
Johnson & Johnson		3,320		372,106
Novartis AG - ADR (Switzerland)		2,320		176,250
Perrigo Co. plc		2,780		268,743


				817,099


Total Health Care				3,860,248

Industrials - 3.7%
Building Products - 1.7%
Masco Corp.		9,280		284,989

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

Tax Managed Series

Investment Portfolio - April 30, 2016

(unaudited)


	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Industrials (continued)
Industrial Conglomerates - 2.0%
Danaher Corp.		3,430	$	331,853


Total Industrials				616,842

Information Technology - 26.8%
Electronic Equipment, Instruments & Components - 3.2%
FLIR Systems, Inc.		10,870		328,383
VeriFone Systems, Inc.*		7,080		201,497


				529,880

Internet Software & Services - 7.3%
Alphabet, Inc. - Class A*		260		184,049
Alphabet, Inc. - Class C*		290		200,973
Facebook, Inc. - Class A*		5,400		634,932
Tencent Holdings Ltd. - Class H (China)¹		9,200		187,205


				1,207,159

IT Services - 7.1%
Amdocs Ltd. - ADR		3,150		178,101
MasterCard, Inc. - Class A		4,650		451,004
PayPal Holdings, Inc.*		8,280		324,410
Visa, Inc. - Class A		3,020		233,265


				1,186,780

Semiconductors & Semiconductor Equipment - 2.5%
QUALCOMM, Inc.		8,060		407,191

Software - 4.4%
Aspen Technology, Inc.*		3,770		143,373
Electronic Arts, Inc.*		3,660		226,371
ServiceNow, Inc.*		5,150		368,122


				737,866

Technology Hardware, Storage & Peripherals - 2.3%
Apple, Inc.		3,990		374,023


Total Information Technology				4,442,899

Materials - 5.9%
Chemicals - 4.0%
Ashland, Inc.		1,910		213,156
Monsanto Co.		4,810		450,601


				663,757

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

Tax Managed Series

Investment Portfolio - April 30, 2016

(unaudited)


			VALUE
	SHARES		(NOTE 2)

COMMON STOCKS (continued)

Materials (continued)
Metals & Mining - 1.9%
Alcoa, Inc.		27,710	$	309,521


Total Materials				973,278


TOTAL COMMON STOCKS
(Identified Cost $13,721,415)				16,290,016


SHORT-TERM INVESTMENT - 2.0%
Dreyfus Cash Management, Inc. - Institutional Shares², 0.29%
(Identified Cost $335,999)		335,999		335,999

TOTAL INVESTMENTS - 100.2%
(Identified Cost $14,057,414)				16,626,015
LIABILITIES, LESS OTHER ASSETS - (0.2%)				(35,401	)

NET ASSETS - 100%			$	16,590,614

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 April 30, 2016.

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

Tax Managed Series

Statement of Assets and Liabilities

April 30, 2016 (unaudited)



ASSETS:

Investments, at value (identified cost $14,057,414) (Note 2)	$	16,626,015
Foreign tax reclaims receivable		16,357
Dividends receivable		9,544
Prepaid expenses		8,845


TOTAL ASSETS		16,660,761


LIABILITIES:

Accrued management fees (Note 3)		7,025
Accrued fund accounting and administration fees (Note 3)		6,125
Accrued transfer agent fees (Note 3)		2,142
Accrued Chief Compliance Officer service fees (Note 3)		381
Payable for securities purchased		20,855
Audit fees payable		16,404
Accrued printing and postage fees		10,330
Other payables and accrued expenses		6,885


TOTAL LIABILITIES		70,147


TOTAL NET ASSETS	$	16,590,614


NET ASSETS CONSIST OF:

Capital stock	$	7,267
Additional paid-in-capital		12,891,893
Undistributed net investment loss		(21,947	)
Accumulated net realized gain (loss) on investments, foreign currency and translation of other assets and liabilities		1,145,825
Net unrealized appreciation (depreciation) on investments, foreign currency and translation of other assets and liabilities		2,567,576


TOTAL NET ASSETS	$	16,590,614

NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class A
($16,590,614/726,681 shares)	$	22.83

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

Tax Managed Series

Statement of Operations

For the Six Months Ended April 30, 2016 (unaudited)


INVESTMENT INCOME:

Dividends (net of foreign taxes withheld, $3,711)	$	82,958


EXPENSES:

Management fees (Note 3)		87,343
Fund accounting and administration fees (Note 3)		16,957
Transfer agent fees (Note 3)		3,369
Chief Compliance Officer service fees (Note 3)		1,258
Directors’ fees (Note 3)		462
Audit fees		13,745
Printing and postage fees		8,403
Registration and filing fees		7,822
Custodian fees		2,266
Miscellaneous		2,442


Total Expenses		144,067
Less reduction of expenses (Note 3)		(39,255	)


Net Expenses		104,812


NET INVESTMENT LOSS		(21,854	)

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:

Net realized gain (loss) on-
Investments		1,146,226
Foreign currency and translation of other assets and liabilities		(385	)


		1,145,841

Net change in unrealized appreciation (depreciation) on-
Investments		(993,977	)
Foreign currency and translation of other assets and liabilities		856


		(993,121	)


NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		152,720


NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	130,866

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

Tax Managed Series

Statements of Changes in Net Assets


	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15
INCREASE (DECREASE) IN NET ASSETS:

OPERATIONS:
Net investment income (loss)	$	(21,854	)	$	35,073
Net realized gain on investments and foreign currency		1,145,841			2,702,559
Net change in unrealized appreciation (depreciation) on investments and foreign currency		(993,121	)		(3,184,140	)

Net increase (decrease) from operations		130,866			(446,508	)


DISTRIBUTIONS TO SHAREHOLDERS (Note 8):

From net investment income		(22,080	)		(35,591	)
From net realized gain on investments		(2,657,130	)		(5,685,380	)


Total distributions to shareholders		(2,679,210	)		(5,720,971	)


CAPITAL STOCK ISSUED AND REPURCHASED:

Net decrease from capital share transactions (Note 5)		(3,092,221	)		(5,783,374	)


Net decrease in net assets		(5,640,565	)		(11,950,853	)

NET ASSETS:

Beginning of period		22,231,179			34,182,032


End of period (including undistributed net investment loss of $21,947 and undistributed net investment income of $21,987, respectively)	$	16,590,614		$	22,231,179

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

Tax Managed Series

Financial Highlights


	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	26.41		$	33.05		$	33.95		$	27.69		$	24.96		$	25.01

Income (loss) from investment operations:
Net investment income (loss)¹		(0.03	)		0.04			0.04			0.04			0.03			0.08
Net realized and unrealized gain (loss) on investments		0.23			(0.70	)		3.73			7.52			2.77			(0.06	)


Total from investment operations		0.20			(0.66	)		3.77			7.56			2.80			0.02


Less distributions to shareholders:
From net investment income		(0.03	)		(0.04	)		(0.01	)		(0.06	)		(0.07	)		(0.07	)
From net realized gain on investments		(3.75	)		(5.94	)		(4.66	)		(1.24	)		—			—


Total distributions to shareholders		(3.78	)		(5.98	)		(4.67	)		(1.30	)		(0.07	)		(0.07	)


Net asset value - End of period	$	22.83		$	26.41		$	33.05		$	33.95		$	27.69		$	24.96


Net assets - End of period (000’s omitted)	$	16,591		$	22,231		$	34,182		$	33,669		$	29,776		$	47,663


Total return²		1.26	%		(1.67	%)		12.82	%		28.41	%		11.28	%		0.08	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		1.20	%³		1.20	%		1.20	%		1.20	%		1.20	%		1.20	%
Net investment income (loss)		(0.25	%)³		0.13	%		0.11	%		0.13	%		0.12	%		0.29	%
Portfolio turnover		26	%		60	%		47	%		56	%		47	%		57	%

*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:

		0.45	%³		0.23	%		0.13	%		0.15	%		0.10	%		0.04	%

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.

Tax Managed Series

Notes to Financial Statements

(unaudited)

1.	Organization

Tax Managed 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 maximize long-term growth while attempting to minimize the impact of taxes on the total return earned by shareholders.

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 April 30, 2016, 10.5 billion shares have been designated in total among 40 series, of which 87.5 million have been designated as Tax Managed Series Class A common stock.

2.	Significant Accounting Policies

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.

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.

Tax Managed 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 April 30, 2016 in valuing the Series’ assets or liabilities carried at fair value:


DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	3,492,734	$	3,492,734	$	—	$	—
Consumer Staples		1,409,860		442,007		967,853		—
Energy		728,210		728,210		—		—
Financials		765,945		765,945		—		—
Health Care		3,860,248		3,642,654		217,594		—
Industrials		616,842		616,842		—		—
Information Technology		4,442,899		4,255,694		187,205		—
Materials		973,278		973,278		—		—
Mutual Fund		335,999		335,999		—		—

Total assets	$	16,626,015	$	15,253,363	$	1,372,652	$	—

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 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 October 31, 2015 or April 30, 2016.

Security Transactions, Investment Income and Expenses

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

Tax Managed 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

Foreign Taxes

Distributions of Income and Gains

Indemnifications

Other

3.	Transactions with Affiliates

Tax Managed Series

Notes to Financial Statements (continued)

(unaudited)

3.	Transactions with Affiliates (continued)

The Advisor has contractually agreed, until at least February 28, 2017, 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 1.20% of average daily net assets each year. Accordingly, the Advisor waived fees of $39,255 for the six months ended April 30, 2016, 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.

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 April 30, 2016, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $4,526,073 and $10,052,915, respectively. There were no purchases or sales of U.S. Government securities.

5.	Capital Stock Transactions

Transactions in shares of Tax Managed Series were:


	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		15,596		$	370,053			87,223		$	2,406,990
Reinvested		118,732			2,622,782			212,488			5,512,395
Repurchased		(249,388	)		(6,085,056	)		(492,364	)		(13,702,759	)

Total		(115,060	)	$	(3,092,221	)		(192,653	)	$	(5,783,374	)

Tax Managed Series

Notes to Financial Statements (continued)

(unaudited)

5.	Capital Stock Transactions (continued)

Substantially all of the Series’ shares represent investments by fiduciary accounts over which the Advisor has sole investment discretion.

6.	Financial Instruments

7.	Foreign Securities

8.	Federal Income Tax Information


Ordinary income	$	35,591
Long-term capital gains		5,685,380

At April 30, 2016, the tax basis of components of distributable earnings and the net unrealized appreciation based on identified cost of investments for federal income tax purposes were as follows:


Cost for federal income tax purposes	$	14,058,828
Unrealized appreciation		2,886,869
Unrealized depreciation		(319,682	)

Net unrealized appreciation	$	2,567,187

Tax Managed Series

Renewal of Investment Advisory Agreement

(unaudited)

•

Tax Managed Series

Renewal of Investment Advisory Agreement

(unaudited)

•

Tax Managed 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

Prospectus and Statement of Additional Information (SAI)

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

MNTAX-4/16-SAR

LOGO

Shareholder Expense Example

(unaudited)

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2015 to April 30, 2016).

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, such as sales charges (loads), redemption fees, or exchange fees that you may incur in other mutual funds. 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.


	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16¹	ANNUALIZED EXPENSE RATIO²
Target Income
Actual (Class K)	$1,000.00	$1,008.60	$1.50	0.30%
Hypothetical³	$1,000.00	$1,023.37	$1.51	0.30%

Actual (Class R)	$1,000.00	$1,008.10	$2.75	0.55%
Hypothetical³	$1,000.00	$1,022.13	$2.77	0.55%

Actual (Class I)	$1,000.00	$1,010.90	$0.25	0.05%
Hypothetical³	$1,000.00	$1,024.61	$0.25	0.05%
	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16¹	ANNUALIZED EXPENSE RATIO²
Target 2015
Actual (Class K)	$1,000.00	$1,003.00	$1.49	0.30%
Hypothetical³	$1,000.00	$1,023.37	$1.51	0.30%

Actual (Class R)	$1,000.00	$1,001.70	$2.74	0.55%
Hypothetical³	$1,000.00	$1,022.13	$2.77	0.55%

Actual (Class I)	$1,000.00	$1,003.60	$0.25	0.05%
Hypothetical³	$1,000.00	$1,024.61	$0.25	0.05%

Shareholder Expense Example

(unaudited)


	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16¹	ANNUALIZED EXPENSE RATIO²
Target 2020
Actual (Class K)	$1,000.00	$1,004.00	$1.49	0.30%
Hypothetical³	$1,000.00	$1,023.37	$1.51	0.30%

Actual (Class R)	$1,000.00	$1,002.20	$2.74	0.55%
Hypothetical³	$1,000.00	$1,022.13	$2.77	0.55%

Actual (Class I)	$1,000.00	$1,004.40	$0.25	0.05%
Hypothetical³	$1,000.00	$1,024.61	$0.25	0.05%
	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16¹	ANNUALIZED EXPENSE RATIO²
Target 2025
Actual (Class K)	$1,000.00	$1,001.30	$1.49	0.30%
Hypothetical³	$1,000.00	$1,023.37	$1.51	0.30%

Actual (Class R)	$1,000.00	$998.90	$2.73	0.55%
Hypothetical³	$1,000.00	$1,022.13	$2.77	0.55%

Actual (Class I)	$1,000.00	$1,001.90	$0.25	0.05%
Hypothetical³	$1,000.00	$1,024.61	$0.25	0.05%
	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16¹	ANNUALIZED EXPENSE RATIO²
Target 2030
Actual (Class K)	$1,000.00	$1,004.20	$1.49	0.30%
Hypothetical³	$1,000.00	$1,023.37	$1.51	0.30%

Actual (Class R)	$1,000.00	$1,003.70	$2.74	0.55%
Hypothetical³	$1,000.00	$1,022.13	$2.77	0.55%

Actual (Class I)	$1,000.00	$1,005.90	$0.25	0.05%
Hypothetical³	$1,000.00	$1,024.61	$0.25	0.05%

Shareholder Expense Example

(unaudited)


	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16¹	ANNUALIZED EXPENSE RATIO²
Target 2035
Actual (Class K)	$1,000.00	$1,007.00	$1.50	0.30%
Hypothetical³	$1,000.00	$1,023.37	$1.51	0.30%

Actual (Class R)	$1,000.00	$1,005.20	$2.74	0.55%
Hypothetical³	$1,000.00	$1,022.13	$2.77	0.55%

Actual (Class I)	$1,000.00	$1,008.30	$0.25	0.05%
Hypothetical³	$1,000.00	$1,024.61	$0.25	0.05%
	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16¹	ANNUALIZED EXPENSE RATIO²
Target 2040
Actual (Class K)	$1,000.00	$1,008.90	$1.50	0.30%
Hypothetical³	$1,000.00	$1,023.37	$1.51	0.30%

Actual (Class R)	$1,000.00	$1,008.00	$2.75	0.55%
Hypothetical³	$1,000.00	$1,022.13	$2.77	0.55%

Actual (Class I)	$1,000.00	$1,010.30	$0.25	0.05%
Hypothetical³	$1,000.00	$1,024.61	$0.25	0.05%
	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16¹	ANNUALIZED EXPENSE RATIO²
Target 2045
Actual (Class K)	$1,000.00	$1,011.50	$1.50	0.30%
Hypothetical³	$1,000.00	$1,023.37	$1.51	0.30%

Actual (Class R)	$1,000.00	$1,010.00	$2.75	0.55%
Hypothetical³	$1,000.00	$1,022.13	$2.77	0.55%

Actual (Class I)	$1,000.00	$1,012.90	$0.25	0.05%
Hypothetical³	$1,000.00	$1,024.61	$0.25	0.05%

Shareholder Expense Example

(unaudited)


	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16¹	ANNUALIZED EXPENSE RATIO²
Target 2050
Actual (Class K)	$1,000.00	$1,013.80	$1.50	0.30%
Hypothetical³	$1,000.00	$1,023.37	$1.51	0.30%

Actual (Class R)	$1,000.00	$1,012.00	$2.75	0.55%
Hypothetical³	$1,000.00	$1,022.13	$2.77	0.55%

Actual (Class I)	$1,000.00	$1,013.50	$0.25	0.05%
Hypothetical³	$1,000.00	$1,024.61	$0.25	0.05%
	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16¹	ANNUALIZED EXPENSE RATIO²
Target 2055
Actual (Class K)	$1,000.00	$1,013.50	$1.50	0.30%
Hypothetical³	$1,000.00	$1,023.37	$1.51	0.30%

Actual (Class R)	$1,000.00	$1,012.20	$2.75	0.55%
Hypothetical³	$1,000.00	$1,022.13	$2.77	0.55%

Actual (Class I)	$1,000.00	$1,015.00	$0.25	0.05%
Hypothetical³	$1,000.00	$1,024.61	$0.25	0.05%
	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16¹	ANNUALIZED EXPENSE RATIO²
Target 2060
Actual (Class K)	$1,000.00	$1,013.50	$1.50	0.30%
Hypothetical³	$1,000.00	$1,023.37	$1.51	0.30%

Actual (Class R)	$1,000.00	$1,012.00	$2.75	0.55%
Hypothetical³	$1,000.00	$1,022.13	$2.77	0.55%

Actual (Class I)	$1,000.00	$1,014.20	$0.25	0.05%
Hypothetical³	$1,000.00	$1,024.61	$0.25	0.05%

¹Expenses are equal to the Class’ annualized expense ratio (for the six-month period), multiplied by the average account value over the period, multiplied by 182/366 (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.

²Expense 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.

³Assumes 5% annual return before expenses.

Portfolio Composition as of April 30, 2016 - Asset Allocation¹

(unaudited)

LOGO

¹ Represents portfolio composition of the underlying investment(s) for each Series as a percentage of net assets.

² A U.S. Treasury Bond is a long-term obligation of the U.S. Treasury issued with a maturity period of more than ten years.

³ A U.S. Treasury Note is an intermediate-term obligation of the U.S. Treasury issued with a maturity period between one and ten years.

Portfolio Composition as of April 30, 2016 - Asset Allocation¹

(unaudited)

LOGO

¹ Represents portfolio composition of the underlying investment(s) for each Series as a percentage of net assets.

² A U.S. Treasury Bond is a long-term obligation of the U.S. Treasury issued with a maturity period of more than ten years.

³ A U.S. Treasury Note is an intermediate-term obligation of the U.S. Treasury issued with a maturity period between one and ten years.

Investment Portfolios - April 30, 2016

(unaudited)


TARGET INCOME SERIES	SHARES		VALUE (NOTE 2)

AFFILIATED INVESTMENT COMPANIES - 100.0%
Manning & Napier Pro-Blend^® Conservative Term Series - Class I		8,116,433	$	82,625,287


TOTAL AFFILIATED INVESTMENT COMPANIES
(Identified Cost $87,218,203)				82,625,287
LIABILITIES, LESS OTHER ASSETS - 0.0%*				(20,139	)


NET ASSETS - 100%			$	82,605,148

*Less than (0.1%).

TARGET 2015 SERIES	SHARES		VALUE (NOTE 2)

AFFILIATED INVESTMENT COMPANIES - 100.3%
Manning & Napier Pro-Blend^® Conservative Term Series - Class I		146,933	$	1,495,777
Manning & Napier Pro-Blend^® Moderate Term Series - Class I		525,216		5,252,164


TOTAL AFFILIATED INVESTMENT COMPANIES
(Identified Cost $6,755,413)				6,747,941
LIABILITIES, LESS OTHER ASSETS - (0.3%)				(23,174	)


NET ASSETS - 100%			$	6,724,767


TARGET 2020 SERIES	SHARES		VALUE (NOTE 2)

AFFILIATED INVESTMENT COMPANIES - 100.0%
Manning & Napier Pro-Blend^® Extended Term Series - Class I		3,233,934	$	30,075,588
Manning & Napier Pro-Blend^® Moderate Term Series - Class I		12,132,704		121,327,040


TOTAL AFFILIATED INVESTMENT COMPANIES
(Identified Cost $161,087,600)				151,402,628
LIABILITIES, LESS OTHER ASSETS - 0.0%*				(28,284	)


NET ASSETS - 100%			$	151,374,344

*Less than (0.1%).

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

Investment Portfolios - April 30, 2016

(unaudited)


TARGET 2025 SERIES	SHARES		VALUE (NOTE 2)

AFFILIATED INVESTMENT COMPANIES - 100.1%
Manning & Napier Pro-Blend^® Extended Term Series - Class I		2,379,049	$	22,125,154
Manning & Napier Pro-Blend^® Moderate Term Series - Class I		777,616		7,776,161


TOTAL AFFILIATED INVESTMENT COMPANIES
(Identified Cost $30,579,741)				29,901,315
LIABILITIES, LESS OTHER ASSETS - (0.1%)				(32,171	)


NET ASSETS - 100%			$	29,869,144


TARGET 2030 SERIES	SHARES		VALUE (NOTE 2)

AFFILIATED INVESTMENT COMPANIES - 100.0%
Manning & Napier Pro-Blend^® Extended Term Series - Class I		14,222,047	$	132,265,040
Manning & Napier Pro-Blend^® Maximum Term Series - Class I		3,274,410		32,744,095


TOTAL AFFILIATED INVESTMENT COMPANIES
(Identified Cost $181,626,070)				165,009,135
LIABILITIES, LESS OTHER ASSETS - 0.0%*				(32,303	)


NET ASSETS - 100%			$	164,976,832

*Less than (0.1%).

TARGET 2035 SERIES	SHARES		VALUE (NOTE 2)

AFFILIATED INVESTMENT COMPANIES - 100.1%
Manning & Napier Pro-Blend^® Extended Term Series - Class I		1,375,289	$	12,790,187
Manning & Napier Pro-Blend^® Maximum Term Series - Class I		1,044,219		10,442,195


TOTAL AFFILIATED INVESTMENT COMPANIES
(Identified Cost $25,345,050)				23,232,382
LIABILITIES, LESS OTHER ASSETS - (0.1%)				(32,624	)


NET ASSETS - 100%			$	23,199,758

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

Investment Portfolios - April 30, 2016

(unaudited)


TARGET 2040 SERIES	SHARES		VALUE (NOTE 2)

AFFILIATED INVESTMENT COMPANIES - 100.0%
Manning & Napier Pro-Blend^® Extended Term Series - Class I		3,326,381	$	30,935,342
Manning & Napier Pro-Blend^® Maximum Term Series - Class I		7,196,872		71,968,719


TOTAL AFFILIATED INVESTMENT COMPANIES
(Identified Cost $111,474,975)				102,904,061
LIABILITIES, LESS OTHER ASSETS - 0.0%*				(22,310	)


NET ASSETS - 100%			$	102,881,751


*Less than (0.1%).

TARGET 2045 SERIES	SHARES		VALUE (NOTE 2)

AFFILIATED INVESTMENT COMPANIES - 100.2%
Manning & Napier Pro-Blend^® Extended Term Series - Class I		66,024	$	614,019
Manning & Napier Pro-Blend^® Maximum Term Series - Class I		1,137,005		11,370,050


TOTAL AFFILIATED INVESTMENT COMPANIES
(Identified Cost $12,638,782)				11,984,069
LIABILITIES, LESS OTHER ASSETS - (0.2%)				(28,689	)


NET ASSETS - 100%			$	11,955,380


TARGET 2050 SERIES	SHARES		VALUE (NOTE 2)

AFFILIATED INVESTMENT COMPANIES - 100.0%
Manning & Napier Pro-Blend^® Maximum Term Series - Class I		3,420,322	$	34,203,220


TOTAL AFFILIATED INVESTMENT COMPANIES
(Identified Cost $36,096,928)				34,203,220
LIABILITIES, LESS OTHER ASSETS - 0.0%*				(9,867	)


NET ASSETS - 100%			$	34,193,353


*Less than (0.1%).

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

Investment Portfolios - April 30, 2016

(unaudited)


TARGET 2055 SERIES	SHARES		VALUE (NOTE 2)

AFFILIATED INVESTMENT COMPANIES - 100.6%
Manning & Napier Pro-Blend^® Maximum Term Series - Class I		434,751	$	4,347,515


TOTAL AFFILIATED INVESTMENT COMPANIES
(Identified Cost $4,502,892)				4,347,515
LIABILITIES, LESS OTHER ASSETS - (0.6%)				(27,455	)


NET ASSETS - 100%			$	4,320,060


TARGET 2060 SERIES	SHARES		VALUE (NOTE 2)

AFFILIATED INVESTMENT COMPANIES - 102.0%
Manning & Napier Pro-Blend^® Maximum Term Series - Class I		118,588	$	1,185,875


TOTAL AFFILIATED INVESTMENT COMPANIES
(Identified Cost $1,082,391)				1,185,875
LIABILITIES, LESS OTHER ASSETS - (2.0%)				(23,265	)


NET ASSETS - 100%			$	1,162,610

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

Statements of Assets and Liabilities

April 30, 2016 (unaudited)


	TARGET INCOME			TARGET 2015			TARGET 2020			TARGET 2025			TARGET 2030
ASSETS:

Total investments in Underlying Series:
At value*	$	82,625,287		$	6,747,941		$	151,402,628		$	29,901,315		$	165,009,135
Receivable from Advisor (Note 3)		7,544			9,689			6,062			9,173			6,683
Receivable for shares of Underlying Series sold		43,528			64,279			20,665			2,264			—
Receivable for fund shares sold		11,209			615			29,783			12,372			43,592
Prepaid expenses		28,102			92			26,001			348			23,923


TOTAL ASSETS		82,715,670			6,822,616			151,485,139			29,925,472			165,083,333

LIABILITIES:
Accrued fund accounting and administration fees (Note 3)		18,873			13,642			14,776			18,286			14,669
Accrued distribution and service (Rule 12b-1) fees (Note 3)		13,813			1,012			18,288			3,323			19,920
Accrued transfer agent fees (Note 3)		1,874			293			1,380			506			2,992
Accrued Chief Compliance Officer service fees (Note 3)		381			381			381			381			381
Payable for fund shares repurchased		54,709			64,678			50,287			14,173			37,279
Accrued printing and postage		11,103			2,162			7,417			2,173			7,413
Audit fees payable		5,776			11,761			11,430			11,706			11,446
Payable for shares of Underlying Series purchased		—			—			—			—			5,019
Custodian fees payable		3,298			1,449			6,302			1,820			6,833
Other payables and accrued expenses		695			2,471			534			3,960			549


TOTAL LIABILITIES		110,522			97,849			110,795			56,328			106,501


TOTAL NET ASSETS	$	82,605,148		$	6,724,767		$	151,374,344		$	29,869,144		$	164,976,832

NET ASSETS CONSIST OF:
Capital stock		89,418			6,532			176,589			27,820			196,008
Additional paid-in-capital		88,675,953			7,628,586			165,869,187			33,322,570			184,331,742
Distributions in excess of net investment income		(69,495	)		(5,183	)		(98,651	)		(17,263	)		(104,313	)
Accumulated net realized loss on Underlying Series		(1,497,812	)		(897,696	)		(4,887,809	)		(2,785,557	)		(2,829,670	)
Net unrealized depreciation on Underlying Series		(4,592,916	)		(7,472	)		(9,684,972	)		(678,426	)		(16,616,935	)


TOTAL NET ASSETS	$	82,605,148		$	6,724,767		$	151,374,344		$	29,869,144		$	164,976,832

Class K
Net Assets	$	64,876,404		$	3,291,469		$	77,727,774		$	12,219,904		$	79,714,066
Shares Outstanding		7,026,691			320,252			9,081,618			1,136,656			9,510,575
Net Asset Value, Offering Price, and Redemption Price per share	$	9.23		$	10.28		$	8.56		$	10.75		$	8.38
Class R
Net Assets	$	1,240,384		$	780,054		$	5,855,233		$	2,126,085		$	8,955,520
Shares Outstanding		135,862			75,731			692,972			197,174			1,078,252
Net Asset Value, Offering Price, and Redemption Price per share	$	9.13		$	10.30		$	8.45		$	10.78		$	8.31
Class I
Net Assets	$	16,488,360		$	2,653,244		$	67,791,337		$	15,523,155		$	76,307,246
Shares Outstanding		1,779,295			257,255			7,884,311			1,448,132			9,011,978
Net Asset Value, Offering Price, and Redemption Price per share	$	9.27		$	10.31		$	8.60		$	10.72		$	8.47

*At identified cost	$	87,218,203		$	6,755,413		$	161,087,600		$	30,579,741		$	181,626,070

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

Statements of Assets and Liabilities

April 30, 2016 (unaudited)


	TARGET 2035			TARGET 2040			TARGET 2045			TARGET 2050			TARGET 2055			TARGET 2060
ASSETS:

Total investments in Underlying Series:
At value*	$	23,232,382		$	102,904,061		$	11,984,069		$	34,203,220		$	4,347,515		$	1,185,875
Receivable from Advisor (Note 3)		9,371			7,527			9,531			9,726			9,868			7,434
Receivable for shares of Underlying Series sold		—			—			5,570			93,643			—			—
Receivable for fund shares sold		13,715			32,252			8,717			33,931			8,063			4,512
Prepaid expenses		178			23,770			124			20,881			44			4,502


TOTAL ASSETS		23,255,646			102,967,610			12,008,011			34,361,401			4,365,490			1,202,323

LIABILITIES:
Accrued fund accounting and administration fees (Note 3)		18,545			16,116			18,966			17,636			19,181			15,012
Accrued distribution and service (Rule 12b-1) fees (Note 3)		3,092			12,864			1,787			3,931			466			235
Accrued transfer agent fees (Note 3)		423			1,598			422			2,238			546			386
Accrued Chief Compliance Officer service fees (Note 3)		381			381			381			381			381			1,197
Payable for shares of Underlying Series purchased		12,842			23,923			—			—			5,149			4,178
Audit fees payable		11,722			11,580			11,752			10,996			11,770			18,120
Custodian fees payable		2,580			5,213			1,243			2,646			1,129			353
Accrued printing and postage		2,547			6,120			2,618			5,389			2,029			232
Payable for fund shares repurchased		798			7,581			13,404			124,408			2,329			—
Other payables and accrued expenses		2,958			483			2,058			423			2,450			—


TOTAL LIABILITIES		55,888			85,859			52,631			168,048			45,430			39,713


TOTAL NET ASSETS	$	23,199,758		$	102,881,751		$	11,955,380		$	34,193,353		$	4,320,060		$	1,162,610

NET ASSETS CONSIST OF:
Capital stock		20,963			120,066			10,434			36,952			3,750			1,112
Additional paid-in-capital		26,388,408			115,262,370			13,355,662			37,414,183			4,758,679			1,055,675
Distributions in excess of net investment income		(15,318	)		(65,515	)		(7,924	)		(20,374	)		(2,285	)		(916	)
Accumulated net realized gain (loss) on Underlying Series		(1,081,627	)		(3,864,256	)		(748,080	)		(1,343,700	)		(284,707	)		3,255
Net unrealized appreciation (depreciation) on Underlying Series		(2,112,668	)		(8,570,914	)		(654,712	)		(1,893,708	)		(155,377	)		103,484


TOTAL NET ASSETS	$	23,199,758		$	102,881,751		$	11,955,380		$	34,193,353		$	4,320,060		$	1,162,610

Class K
Net Assets	$	10,130,751		$	54,003,214		$	5,659,840		$	13,994,279		$	1,350,186		$	1,021,686
Shares Outstanding		917,189			6,323,042			493,971			1,516,992			117,641			97,704
Net Asset Value, Offering Price, and Redemption Price per share	$	11.05		$	8.54		$	11.46		$	9.23		$	11.48		$	10.46
Class R
Net Assets	$	2,570,159		$	4,688,179		$	1,688,755		$	2,397,724		$	492,389		$	86,297
Shares Outstanding		232,081			552,850			148,202			262,705			43,302			8,261
Net Asset Value, Offering Price, and Redemption Price per share	$	11.07		$	8.48		$	11.39		$	9.13		$	11.37		$	10.45
Class I
Net Assets	$	10,498,848		$	44,190,358		$	4,606,785		$	17,801,350		$	2,477,485		$	54,627
Shares Outstanding		947,059			5,130,674			401,237			1,915,501			214,023			5,220
Net Asset Value, Offering Price, and Redemption Price per share	$	11.09		$	8.61		$	11.48		$	9.29		$	11.58		$	10.46

*At identified cost	$	25,345,050		$	111,474,975		$	12,638,782		$	36,096,928		$	4,502,892		$	1,082,391

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

Statements of Operations

For the Six Months Ended April 30, 2016 (unaudited)


	TARGET INCOME			TARGET 2015			TARGET 2020			TARGET 2025			TARGET 2030
INVESTMENT INCOME:
Income distributions from Underlying Series	$	1,323,991		$	71,613		$	1,440,186		$	271,512		$	1,320,957

EXPENSES:
Distribution and services (Rule 12b-1) fees (Class K) (Note 3)		80,520			4,107			95,801			14,039			95,490
Distribution and services (Rule 12b-1) fees (Class R) (Note 3)		4,319			1,932			16,420			5,036			24,108
Fund accounting and administration fees (Note 3)		25,312			24,275			26,028			24,481			26,046
Transfer agent fees (Note 3)		2,216			650			2,395			1,037			5,059
Chief Compliance Officer service fees (Note 3)		1,258			1,258			1,257			1,258			1,258
Directors’ fees (Note 3)		1,137			160			2,868			452			3,048
Registration and filing fees		15,875			18,992			15,676			19,447			16,292
Audit fees		9,172			9,140			9,222			9,147			9,232
Printing and postage fees		6,035			2,193			8,929			2,945			12,065
Custodian fees		2,406			1,309			5,291			1,640			5,608
Miscellaneous		2,912			2,523			2,648			2,563			2,667


Total Expenses		151,162			66,539			186,535			82,045			200,873
Less reduction of expenses (Note 3)		(44,852	)		(58,622	)		(36,353	)		(55,922	)		(41,726	)


Net Expenses		106,310			7,917			150,182			26,123			159,147


NET INVESTMENT INCOME		1,217,681			63,696			1,290,004			245,389			1,161,810

REALIZED AND UNREALIZED GAIN (LOSS) ON UNDERLYING SERIES:
Net realized loss on Underlying Series		(1,296,698	)		(714,251	)		(4,852,202	)		(2,725,954	)		(5,357,608	)
Distributions of realized gains from Underlying Series		—			27,713			1,335,904			658,304			3,581,593
Net change in unrealized depreciation on Underlying Series		548,238			587,612			2,269,765			1,932,202			1,232,888


NET REALIZED AND UNREALIZED GAIN (LOSS) ON UNDERLYING SERIES		(748,460	)		(98,926	)		(1,246,533	)		(135,448	)		(543,127	)


NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	469,221		$	(35,230	)	$	43,471		$	109,941		$	618,683

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

Statements of Operations

For the Six Months Ended April 30, 2016 (unaudited)


	TARGET 2035			TARGET 2040			TARGET 2045			TARGET 2050			TARGET 2055			TARGET 2060

INVESTMENT INCOME:

Income distributions from Underlying Series	$	146,575		$	534,025		$	38,498		$	128,070		$	13,126		$	661


EXPENSES:
Distribution and services (Rule 12b-1) fees (Class K) (Note 3)		11,413			63,579			5,148			17,599			1,425			654
Distribution and services (Rule 12b-1) fees (Class R) (Note 3)		5,854			11,637			3,993			5,376			1,056			162
Fund accounting and administration fees (Note 3)		24,408			25,306			24,250			24,514			24,175			23,497
Chief Compliance Officer service fees (Note 3)		1,257			1,257			1,258			1,257			1,257			2,057
Transfer agent fees (Note 3)		870			2,723			919			3,729			1,087			504
Directors’ fees (Note 3)		344			1,890			149			756			51			50
Registration and filing fees		18,967			15,443			18,666			15,439			19,325			8,547
Audit fees		9,143			9,197			9,138			9,165			9,136			15,477
Printing and postage fees		2,710			8,332			2,701			8,084			2,381			496
Custodian fees		2,312			4,262			1,121			2,026			1,014			295
Miscellaneous		2,538			2,602			2,508			2,542			2,491			1,379

Total Expenses		79,816			146,228			69,851			90,487			63,398			53,118
Less reduction of expenses (Note 3)		(57,166	)		(46,750	)		(58,218	)		(59,548	)		(60,037	)		(52,142	)

Net Expenses		22,650			99,478			11,633			30,939			3,361			976

NET INVESTMENT INCOME (LOSS)		123,925			434,547			26,865			97,131			9,765			(315	)


REALIZED AND UNREALIZED GAIN (LOSS) ON UNDERLYING SERIES:
Net realized gain (loss) on Underlying Series		(744,380	)		(4,129,715	)		(510,985	)		(1,200,027	)		(100,482	)		146
Distributions of realized gains from Underlying Series		456,356			1,990,461			183,337			609,890			62,510			3,143
Net change in unrealized appreciation (depreciation) on Underlying Series		361,235			2,546,361			524,204			948,516			137,006			97,993

NET REALIZED AND UNREALIZED GAIN (LOSS) ON UNDERLYING SERIES		73,211			407,107			196,556			358,379			99,034			101,282

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	197,136		$	841,654		$	223,421		$	455,510		$	108,799		$	100,967

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

Statements of Changes in Net Assets


	TARGET INCOME FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15			TARGET 2015 FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15

INCREASE (DECREASE) IN NET ASSETS:

OPERATIONS:
Net investment income	$	1,217,681		$	1,174,075		$	63,696		$	115,679
Net realized gain (loss) on Underlying Series		(1,296,698	)		327,062			(714,251	)		(354,202	)
Distributions of realized gains from Underlying Series		—			4,306,403			27,713			852,222
Net change in unrealized appreciation (depreciation) on Underlying Series		548,238			(6,081,504	)		587,612			(763,903	)


Net increase (decrease) from operations		469,221			(273,964	)		(35,230	)		(150,204	)


DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income (Class K)		(948,068	)		(1,346,562	)		(28,641	)		(74,230	)
From net investment income (Class R)		(26,997	)		(278,571	)		(6,194	)		(31,804	)
From net investment income (Class I)		(363,250	)		(368,537	)		(40,501	)		(129,353	)
From net realized gain on investments (Class K)		(2,870,405	)		(3,365,065	)		(238,125	)		(102,766	)
From net realized gain on investments (Class R)		(90,931	)		(851,245	)		(59,085	)		(52,006	)
From net realized gain on investments (Class I)		(1,015,587	)		(818,325	)		(289,064	)		(159,729	)


Total distributions to shareholders		(5,315,238	)		(7,028,305	)		(661,610	)		(549,888	)


CAPITAL STOCK ISSUED AND REPURCHASED:

Net increase (decrease) from capital share transactions (Note 6)		(8,339,213	)		25,635,184			(2,045,613	)		595,483

Net increase (decrease) in net assets		(13,185,230	)		18,332,915			(2,742,453	)		(104,609	)

NET ASSETS:

Beginning of period		95,790,378			77,457,463			9,467,220			9,571,829


End of period¹	$	82,605,148		$	95,790,378		$	6,724,767		$	9,467,220

¹ Including undistributed (distributions in excess of) net investment income:	$	(69,495	)	$	51,139		$	(5,183	)	$	6,457

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

Statements of Changes in Net Assets


	TARGET 2020 FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15			TARGET 2025 FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15			TARGET 2030 FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15

INCREASE (DECREASE) IN NET ASSETS:

OPERATIONS:
Net investment income	$	1,290,004		$	2,188,348		$	245,389		$	334,757		$	1,161,810		$	2,130,691
Net realized loss on Underlying Series		(4,852,202	)		(3,111,100	)		(2,725,954	)		(973,443	)		(5,357,608	)		(461,557	)
Distributions of realized gains from Underlying Series		1,335,904			18,962,248			658,304			3,129,155			3,581,593			28,133,734
Net change in unrealized appreciation (depreciation) on Underlying Series		2,269,765			(21,261,309	)		1,932,202			(3,130,833	)		1,232,888			(33,119,207	)


Net increase (decrease) from operations		43,471			(3,221,813	)		109,941			(640,364	)		618,683			(3,316,339	)


DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income (Class K)		(701,057	)		(2,505,775	)		(106,410	)		(297,449	)		(623,920	)		(4,570,890	)
From net investment income (Class R)		(54,306	)		(500,611	)		(16,095	)		(109,978	)		(67,374	)		(735,285	)
From net investment income (Class I)		(743,652	)		(2,125,424	)		(162,404	)		(477,523	)		(690,791	)		(2,871,200	)
From net realized gain on investments (Class K)		(6,912,732	)		(7,356,511	)		(918,204	)		(326,846	)		(10,610,704	)		(11,306,421	)
From net realized gain on investments (Class R)		(656,604	)		(1,722,295	)		(162,874	)		(140,351	)		(1,437,863	)		(1,986,960	)
From net realized gain on investments (Class I)		(6,366,879	)		(5,519,527	)		(1,221,422	)		(488,200	)		(10,036,066	)		(6,424,281	)


Total distributions to shareholders		(15,435,230	)		(19,730,143	)		(2,587,409	)		(1,840,347	)		(23,466,718	)		(27,895,037	)


CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase (decrease) from capital share transactions (Note 6)		3,620,606			6,496,480			2,811,365			7,669,888			21,670,479			(391,486	)


Net increase (decrease) in net assets		(11,771,153	)		(16,455,476	)		333,897			5,189,177			(1,177,556	)		(31,602,862	)

NET ASSETS:

Beginning of period		163,145,497			179,600,973			29,535,247			24,346,070			166,154,388			197,757,250


End of period¹	$	151,374,344		$	163,145,497		$	29,869,144		$	29,535,247		$	164,976,832		$	166,154,388

¹ Including undistributed (distributions in excess of) net investment income:	$	(98,651	)	$	110,360		$	(17,263	)	$	22,257		$	(104,313	)	$	115,962

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

Statements of Changes in Net Assets


	TARGET 2035 FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15			TARGET 2040 FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15			TARGET 2045 FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15

INCREASE (DECREASE) IN NET ASSETS:

OPERATIONS:
Net investment income	$	123,925		$	206,341		$	434,547		$	982,885		$	26,865		$	63,984
Net realized loss on Underlying Series		(744,380	)		(805,034	)		(4,129,715	)		(1,382,593	)		(510,985	)		(377,628	)
Distributions of realized gains from Underlying Series		456,356			2,943,470			1,990,461			20,893,461			183,337			1,408,794
Net change in unrealized appreciation (depreciation) on Underlying Series		361,235			(2,867,926	)		2,546,361			(22,351,962	)		524,204			(1,330,359	)


Net increase (decrease) from operations		197,136			(523,149	)		841,654			(1,858,209	)		223,421			(235,209	)


DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income (Class K)		(59,887	)		(329,120	)		(264,432	)		(4,088,810	)		(13,585	)		(156,127	)
From net investment income (Class R)		(11,869	)		(120,541	)		(16,731	)		(488,750	)		(3,972	)		(91,933	)
From net investment income (Class I)		(82,578	)		(472,419	)		(276,204	)		(2,080,865	)		(22,496	)		(220,609	)
From net realized gain on investments (Class K)		(911,580	)		(274,022	)		(8,092,255	)		(10,306,151	)		(375,447	)		(117,251	)
From net realized gain on investments (Class R)		(233,295	)		(108,826	)		(775,712	)		(1,318,271	)		(169,076	)		(73,722	)
From net realized gain on investments (Class I)		(1,053,646	)		(371,000	)		(6,693,299	)		(4,840,432	)		(455,925	)		(157,365	)


Total distributions to shareholders		(2,352,855	)		(1,675,928	)		(16,118,633	)		(23,123,279	)		(1,040,501	)		(817,007	)


CAPITAL STOCK ISSUED AND REPURCHASED:

Net increase (decrease) from capital share transactions (Note 6)		3,046,239			6,731,366			17,449,408			(1,385,064	)		2,835,162			3,229,422


Net increase (decrease) in net assets		890,520			4,532,289			2,172,429			(2,666,552	)		2,018,082			2,177,206

NET ASSETS:

Beginning of period		22,309,238			17,776,949			100,709,322			127,075,874			9,937,298			7,760,092


End of period¹	$	23,199,758		$	22,309,238		$	102,881,751		$	100,709,322		$	11,955,380		$	9,937,298


¹ Including undistributed (distributions in excess of) net investment income:	$	(15,318	)	$	15,091		$	(65,515	)	$	57,305		$	(7,924	)	$	5,264

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

Statements of Changes in Net Assets


	TARGET 2050 FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15			TARGET 2055 FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15			TARGET 2060 FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE PERIOD 9/21/15¹ TO 10/31/15

INCREASE (DECREASE) IN NET ASSETS:

OPERATIONS:

Net investment income (loss)	$	97,131		$	346,546		$	9,765		$	21,660		$	(315	)	$	(50	)
Net realized gain (loss) on Underlying Series		(1,200,027	)		(2,322,553	)		(100,482	)		(295,606	)		146			11
Distributions of realized gains from Underlying Series		609,890			10,884,743			62,510			542,597			3,143			—

Net change in unrealized appreciation (depreciation) on Underlying Series		948,516			(9,156,768	)		137,006			(313,271	)		97,993			5,491


Net increase (decrease) from operations		455,510			(248,032	)		108,799			(44,620	)		100,967			5,452


DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
From net investment income (Class K)		(50,774	)		(2,509,188	)		(3,883	)		(98,964	)		(189	)		—
From net investment income (Class R)		(3,713	)		(260,575	)		(988	)		(26,485	)		(187	)		—
From net investment income (Class I)		(75,031	)		(742,815	)		(8,740	)		(53,400	)		(225	)		—
From net realized gain on investments (Class K)		(2,778,003	)		(5,037,375	)		(100,952	)		(51,648	)		—			—
From net realized gain on investments (Class R)		(407,411	)		(541,441	)		(39,479	)		(14,363	)		—			—
From net realized gain on investments (Class I)		(2,969,532	)		(1,368,611	)		(162,904	)		(25,481	)		—			—


Total distributions to shareholders		(6,284,464	)		(10,460,005	)		(316,946	)		(270,341	)		(601	)		—


CAPITAL STOCK ISSUED AND REPURCHASED:

Net increase (decrease) from capital share transactions (Note 6)		6,975,786			(20,993,216	)		1,319,748			359,064			902,823			153,969


Net increase (decrease) in net assets		1,146,832			(31,701,253	)		1,111,601			44,103			1,003,189			159,421

NET ASSETS:

Beginning of period		33,046,521			64,747,774			3,208,459			3,164,356			159,421			—


End of period²	$	34,193,353		$	33,046,521		$	4,320,060		$	3,208,459		$	1,162,610		$	159,421


¹ Commencement of operations.
² Including undistributed (distributions in excess of) net investment income:	$	(20,374	)	$	12,013		$	(2,285	)	$	1,561		$	(916	)	$	—

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

Financial Highlights


TARGET INCOME SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
TARGET INCOME SERIES CLASS K	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	9.72		$	10.84		$	11.00		$	10.86		$	10.86		$	11.02

Income (loss) from investment operations:
Net investment income^1,2		0.12			0.15			0.18			0.18			0.22			0.23
Net realized and unrealized gain (loss) on investments		(0.05	)		(0.29	)		0.37			0.63			0.48			0.06


Total from investment operations		0.07			(0.14	)		0.55			0.81			0.70			0.29

Less distributions to shareholders:
From net investment income		(0.14	)		(0.28	)		(0.29	)		(0.24	)		(0.25	)		(0.33	)
From net realized gain on investments		(0.42	)		(0.70	)		(0.42	)		(0.43	)		(0.45	)		(0.12	)

Total distributions to shareholders		(0.56	)		(0.98	)		(0.71	)		(0.67	)		(0.70	)		(0.45	)


Net asset value - End of period	$	9.23		$	9.72		$	10.84		$	11.00		$	10.86		$	10.86


Net assets - End of period (000’s omitted)	$	64,876		$	67,322		$	52,442		$	47,676		$	45,926		$	44,682


Total return³		0.86	%		(1.38	%)		5.35	%		7.83	%		6.98	%		2.77	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.30	%^4,5		0.30	%⁵		0.30	%⁶		0.30	%⁶		0.30	%⁵		0.30	%⁷
Net investment income²		2.65	%⁴		1.54	%		1.63	%		1.69	%		2.07	%		2.11	%
Series portfolio turnover⁸		3	%		16	%		15	%		14	%		16	%		14	%

*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:
		0.11	%^4,5		0.16	%⁵		0.12	%⁶		0.16	%⁶		0.20	%⁵		0.22	%⁷
TARGET INCOME SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
TARGET INCOME SERIES CLASS R	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	9.61		$	10.71		$	10.89		$	10.76		$	10.77		$	10.93

Income (loss) from investment operations:
Net investment income^1,2		0.13			0.21			0.15			0.07			0.09			0.16
Net realized and unrealized gain (loss) on investments		(0.07	)		(0.38	)		0.36			0.70			0.58			0.10

Total from investment operations		0.06			(0.17	)		0.51			0.77			0.67			0.26

Less distributions to shareholders:
From net investment income		(0.12	)		(0.23	)		(0.27	)		(0.21	)		(0.23	)		(0.30	)
From net realized gain on investments		(0.42	)		(0.70	)		(0.42	)		(0.43	)		(0.45	)		(0.12	)

Total distributions to shareholders		(0.54	)		(0.93	)		(0.69	)		(0.64	)		(0.68	)		(0.42	)


Net asset value - End of period	$	9.13		$	9.61		$	10.71		$	10.89		$	10.76		$	10.77


Net assets - End of period (000’s omitted)	$	1,240		$	2,468		$	13,406		$	13,475		$	3,853		$	553


Total return³		0.81	%		(1.70	%)		5.00	%		7.52	%		6.77	%		2.50	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.55	%^4,5		0.55	%⁵		0.55	%⁶		0.55	%⁶		0.55	%⁵		0.55	%⁷
Net investment income²		2.95	%⁴		2.05	%		1.40	%		0.66	%		0.84	%		1.47	%
Series portfolio turnover⁸		3	%		16	%		15	%		14	%		16	%		14	%

*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:
		0.10	%^4,5		0.16	%⁵		0.12	%⁶		0.14	%⁶		0.20	%⁵		0.22	%⁷

¹Calculated based on average shares outstanding during the periods.

²Net investment income is affected by the timing of distributions from the Underlying Series in which the Series invest. The ratios do not include net investment income of the Underlying Series in which the Series invests.

³Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁴Annualized.

⁵Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.68%.

⁶Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.67%.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.69%.

⁸Reflects activity of the Series and does not include the activity of the Underlying Series.

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

Financial Highlights


TARGET INCOME SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
TARGET INCOME SERIES CLASS I	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	9.75		$	10.88		$	11.04		$	10.90		$	10.89		$	11.05

Income (loss) from investment operations:
Net investment income^1,2		0.16			0.16			0.21			0.19			0.24			0.07
Net realized and unrealized gain (loss) on investments		(0.07	)		(0.28	)		0.37			0.65			0.50			0.25

Total from investment operations		0.09			(0.12	)		0.58			0.84			0.74			0.32

Less distributions to shareholders:
From net investment income		(0.15	)		(0.31	)		(0.32	)		(0.27	)		(0.28	)		(0.36	)
From net realized gain on investments		(0.42	)		(0.70	)		(0.42	)		(0.43	)		(0.45	)		(0.12	)

Total distributions to shareholders		(0.57	)		(1.01	)		(0.74	)		(0.70	)		(0.73	)		(0.48	)


Net asset value - End of period	$	9.27		$	9.75		$	10.88		$	11.04		$	10.90		$	10.89


Net assets - End of period (000’s omitted)	$	16,488		$	26,000		$	11,610		$	11,271		$	6,300		$	4,068

Total return³		1.09	%		(1.21	%)		5.59	%		8.09	%		7.34	%		3.00	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.05	%^4,5		0.05	%⁵		0.05	%⁶		0.05	%⁶		0.05	%⁵		0.05	%⁷
Net investment income²		3.42	%⁴		1.65	%		1.92	%		1.76	%		2.30	%		0.68	%
Series portfolio turnover⁸		3	%		16	%		15	%		14	%		16	%		14	%

*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:
		0.10	%^4,5		0.16	%⁵		0.12	%⁶		0.16	%⁶		0.20	%⁵		0.23	%⁷

¹Calculated based on average shares outstanding during the periods.

³Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁴Annualized.

⁵Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.68%.

⁶Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.67%.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.69%.

⁸Reflects activity of the Series and does not include the activity of the Underlying Series.

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

Financial Highlights


TARGET 2015 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED									FOR THE PERIOD
TARGET 2015 SERIES CLASS K	(UNAUDITED)			10/31/15			10/31/14			10/31/13			6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	11.17		$	12.07		$	11.79		$	10.59		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.07			0.12			0.10			0.15			(0.01	)
Net realized and unrealized gain (loss) on investments		(0.06	)		(0.35	)		0.53			1.25			0.60

Total from investment operations		0.01			(0.23	)		0.63			1.40			0.59

Less distributions to shareholders:
From net investment income		(0.10	)		(0.28	)		(0.26	)		(0.20	)		—
From net realized gain on investments		(0.80	)		(0.39	)		(0.09	)		—			—

Total distributions to shareholders		(0.90	)		(0.67	)		(0.35	)		(0.20	)		—

Net asset value - End of period	$	10.28		$	11.17		$	12.07		$	11.79		$	10.59


Net assets - End of period (000’s omitted)	$	3,291		$	3,500		$	3,200		$	1,019		$	1,498	⁴

Total return⁵		0.30	%		(2.04	%)		5.45	%		13.45	%		5.90	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.30	%^6,7		0.30	%⁸		0.30	%⁹		0.30	%⁹		0.30	%^6,10
Net investment income (loss)³		1.47	%⁶		1.01	%		0.80	%		1.34	%		(0.30	%)⁶
Series portfolio turnover¹¹		35	%		46	%		46	%		50	%		—	¹²

*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:
		1.56	%^6,7		1.14	%⁸		1.41	%⁹		6.06	%⁹		9,646	%^6,10,13
TARGET 2015 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED									FOR THE PERIOD
TARGET 2015 SERIES CLASS R	(UNAUDITED)			10/31/15			10/31/14			10/31/13			6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	11.19		$	12.09		$	11.81		$	10.59		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.07			0.12			0.07			0.01			(0.02	)
Net realized and unrealized gain (loss) on investments		(0.08	)		(0.39	)		0.53			1.39			0.61

Total from investment operations		(0.01	)		(0.27	)		0.60			1.40			0.59

Less distributions to shareholders:
From net investment income		(0.08	)		(0.24	)		(0.23	)		(0.18	)		—
From net realized gain on investments		(0.80	)		(0.39	)		(0.09	)		—			—

Total distributions to shareholders		(0.88	)		(0.63	)		(0.32	)		(0.18	)		—

Net asset value - End of period	$	10.30		$	11.19		$	12.09		$	11.81		$	10.59


Net assets - End of period (000’s omitted)	$	780		$	839		$	1,587		$	1,015		$	106	⁴

Total return⁵		0.17	%		(2.37	%)		5.22	%		13.36	%		5.90	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.55	%^6,7		0.55	%⁸		0.55	%⁹		0.55	%⁹		0.55	%^6,10
Net investment income (loss)³		1.32	%⁶		1.07	%		0.60	%		0.11	%		(0.55	%)⁶
Series portfolio turnover¹¹		35	%		46	%		46	%		50	%		—	¹²

*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:
		1.56	%^6,7		1.14	%⁸		1.47	%⁹		3.45	%⁹		10,644	%^6,10,13

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 Series in which the Series invest. The ratios do not include net investment income of the Underlying Series in which the Series invests.

⁴Represents the whole number without rounding to the 000s.

⁵Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. 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 expense ratios of the Underlying Series were 0.68% for Manning & Napier Pro-Blend^® Conservative Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Moderate Term Series - Class I.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Moderate Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I.

⁹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Moderate Term Series - Class I and 0.81% for Manning & Napier Pro-Blend^® Extended Term Series - Class I.

¹⁰Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Moderate Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I.

¹¹Reflects activity of the Series and does not include the activity of the Underlying Series.

¹²Less than 1%.

¹³The 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.

Financial Highlights


TARGET 2015 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED									FOR THE PERIOD
TARGET 2015 SERIES CLASS I	(UNAUDITED)			10/31/15			10/31/14			10/31/13			6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	11.21		$	12.11		$	11.83		$	10.61		$	10.00


Income (loss) from investment operations:
Net investment income^2,3		0.10			0.15			0.14			0.11			—	⁴
Net realized and unrealized gain (loss) on investments		(0.09	)		(0.35	)		0.51			1.32			0.61

Total from investment operations		0.01			(0.20	)		0.65			1.43			0.61


Less distributions to shareholders:
From net investment income		(0.11	)		(0.31	)		(0.28	)		(0.21	)		—
From net realized gain on investments		(0.80	)		(0.39	)		(0.09	)		—			—

Total distributions to shareholders		(0.91	)		(0.70	)		(0.37	)		(0.21	)		—

Net asset value - End of period	$	10.31		$	11.21		$	12.11		$	11.83		$	10.61

Net assets - End of period (000’s omitted)	$	2,653		$	5,129		$	4,785		$	3,619		$	209	⁵

Total return⁶		0.36	%		(1.78	%)		5.67	%		13.71	%		6.10	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.05	%^7,8		0.05	%⁹		0.05	%¹⁰		0.05	%¹⁰		0.05	%^7,11
Net investment income (loss)³		2.00	%⁷		1.28	%		1.12	%		1.01	%		(0.05	%)⁷
Series portfolio turnover¹²		35	%		46	%		46	%		50	%		—	¹³

*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:
		1.56	%^7,8		1.14	%⁹		1.46	%¹⁰		4.09	%¹⁰		9,682	%^7,11,14

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

⁴Less than $0.01.

⁵Represents the whole number without rounding to the 000s.

⁶Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁷Annualized.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.68% for Manning & Napier Pro-Blend^® Conservative Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Moderate Term Series - Class I.

⁹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Moderate Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I.

¹⁰Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Moderate Term Series - Class I and 0.81% for Manning & Napier Pro-Blend^® Extended Term Series - Class I.

¹¹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Moderate Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I.

¹²Reflects activity of the Series and does not include the activity of the Underlying Series.

¹³Less than 1%.

¹⁴The 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.

Financial Highlights


TARGET 2020 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
TARGET 2020 SERIES CLASS K	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	9.45		$	10.77		$	10.79		$	9.89		$	10.12		$	10.33

Income (loss) from investment operations:
Net investment income^1,2		0.07			0.11			0.11			0.12			0.17			0.20
Net realized and unrealized gain (loss) on investments		(0.07	)		(0.33	)		0.51			1.33			0.54			0.12

Total from investment operations		—			(0.22	)		0.62			1.45			0.71			0.32

Less distributions to shareholders:
From net investment income		(0.08	)		(0.28	)		(0.25	)		(0.20	)		(0.21	)		(0.19	)
From net realized gain on investments		(0.81	)		(0.82	)		(0.39	)		(0.35	)		(0.73	)		(0.34	)

Total distributions to shareholders		(0.89	)		(1.10	)		(0.64	)		(0.55	)		(0.94	)		(0.53	)

Net asset value - End of period	$	8.56		$	9.45		$	10.77		$	10.79		$	9.89		$	10.12

Net assets - End of period (000’s omitted)	$	77,728		$	80,006		$	95,364		$	82,841		$	67,039		$	56,290

Total return³		0.40	%		(2.24	%)		6.14	%		15.43	%		8.08	%		3.14	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.30	%^4,5		0.30	%⁶		0.30	%⁷		0.30	%⁷		0.30	%⁸		0.30	%⁵
Net investment income²		1.56	%⁴		1.17	%		1.06	%		1.20	%		1.72	%		1.97	%
Series portfolio turnover⁹		11	%		42	%		37	%		19	%		24	%		49	%

*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:
		0.05	%^4,5		0.04	%⁶		0.03	%⁷		0.05	%⁷		0.08	%⁸		0.10	%⁵
TARGET 2020 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
TARGET 2020 SERIES CLASS R	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	9.34		$	10.60		$	10.66		$	9.78		$	10.02		$	10.24

Income (loss) from investment operations:
Net investment income^1,2		0.06			0.12			0.09			0.09			0.14			0.15
Net realized and unrealized gain (loss) on investments		(0.07	)		(0.32	)		0.47			1.32			0.54			0.14

Total from investment operations		(0.01	)		(0.20	)		0.56			1.41			0.68			0.29

Less distributions to shareholders:
From net investment income		(0.07	)		(0.24	)		(0.23	)		(0.18	)		(0.19	)		(0.17	)
From net realized gain on investments		(0.81	)		(0.82	)		(0.39	)		(0.35	)		(0.73	)		(0.34	)

Total distributions to shareholders		(0.88	)		(1.06	)		(0.62	)		(0.53	)		(0.92	)		(0.51	)

Net asset value - End of period	$	8.45		$	9.34		$	10.60		$	10.66		$	9.78		$	10.02

Net assets - End of period (000’s omitted)	$	5,855		$	8,193		$	22,564		$	30,393		$	19,150		$	16,105

Total return³		0.22	%		(2.13	%)		5.55	%		15.07	%		7.82	%		2.85	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.55	%^4,5		0.55	%⁶		0.55	%⁷		0.55	%⁷		0.55	%⁸		0.55	%⁵
Net investment income²		1.50	%⁴		1.24	%		0.83	%		0.85	%		1.47	%		1.48	%
Series portfolio turnover⁹		11	%		42	%		37	%		19	%		24	%		49	%

*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:
		0.05	%^4,5		0.04	%⁶		0.03	%⁷		0.05	%⁷		0.08	%⁸		0.10	%⁵

¹Calculated based on average shares outstanding during the periods.

³Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁴Annualized.

⁵Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Moderate Term Series - Class I and 0.83% for Manning & Napier Pro-Blend^® Extended Term Series - Class I.

⁶Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Moderate Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Moderate Term Series - Class I and 0.81% for Manning & Napier Pro-Blend^® Extended Term Series - Class I.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Moderate Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I.

⁹Reflects activity of the Series and does not include the activity of the Underlying Series.

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

Financial Highlights


TARGET 2020 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
TARGET 2020 SERIES CLASS I	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	9.50		$	10.81		$	10.83		$	9.93		$	10.16		$	10.37

Income (loss) from investment operations:
Net investment income^1,2		0.08			0.13			0.16			0.14			0.20			0.09
Net realized and unrealized gain (loss) on investments		(0.08	)		(0.31	)		0.49			1.34			0.54			0.25

Total from investment operations		—			(0.18	)		0.65			1.48			0.74			0.34

Less distributions to shareholders:
From net investment income		(0.09	)		(0.31	)		(0.28	)		(0.23	)		(0.24	)		(0.21	)
From net realized gain on investments		(0.81	)		(0.82	)		(0.39	)		(0.35	)		(0.73	)		(0.34	)

Total distributions to shareholders		(0.90	)		(1.13	)		(0.67	)		(0.58	)		(0.97	)		(0.55	)

Net asset value - End of period	$	8.60		$	9.50		$	10.81		$	10.83		$	9.93		$	10.16


Net assets - End of period (000’s omitted)	$	67,791		$	74,947		$	61,673		$	70,556		$	39,523		$	25,262


Total return³		0.44	%		(1.87	%)		6.37	%		15.65	%		8.36	%		3.37	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.05	%^4,5		0.05	%⁶		0.05	%⁷		0.05	%⁷		0.05	%⁸		0.05	%⁵
Net investment income²		1.87	%⁴		1.33	%		1.48	%		1.34	%		2.10	%		0.85	%
Series portfolio turnover⁹		11	%		42	%		37	%		19	%		24	%		49	%

*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:

		0.05	%^4,5		0.04	%⁶		0.03	%⁷		0.05	%⁷		0.08	%⁸		0.11	%⁵

¹Calculated based on average shares outstanding during the periods.

³Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁴Annualized.

⁵Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Moderate Term Series—Class I and 0.83% for Manning & Napier Pro-Blend^® Extended Term Series—Class I.

⁶Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Moderate Term Series—Class I and 0.82% for Manning & Napier Pro-Blend^® Extended Term Series—Class I.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Moderate Term Series—Class I and 0.81% for Manning & Napier Pro-Blend^® Extended Term Series—Class I.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Moderate Term Series—Class I and 0.82% for Manning & Napier Pro-Blend^® Extended Term Series—Class I.

⁹Reflects activity of the Series and does not include the activity of the Underlying Series.

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

Financial Highlights


TARGET 2025 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED									FOR THE PERIOD
TARGET 2025 SERIES CLASS K	(UNAUDITED)			10/31/15			10/31/14			10/31/13			6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	11.82		$	13.01		$	12.50		$	10.77		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.09			0.12			0.09			0.09			(0.01	)
Net realized and unrealized gain (loss) on investments		(0.11	)		(0.40	)		0.80			1.85			0.78

Total from investment operations		(0.02	)		(0.28	)		0.89			1.94			0.77

Less distributions to shareholders:
From net investment income		(0.11	)		(0.43	)		(0.34	)		(0.21	)		—
From net realized gain on investments		(0.94	)		(0.48	)		(0.04	)		—			—

Total distributions to shareholders		(1.05	)		(0.91	)		(0.38	)		(0.21	)		—

Net asset value - End of period	$	10.75		$	11.82		$	13.01		$	12.50		$	10.77

Net assets - End of period (000’s omitted)	$	12,220		$	11,896		$	7,501		$	710		$	47,648	⁴

Total return⁵		0.13	%		(2.31	%)		7.28	%		18.32	%		7.70	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.30	%^6,7		0.30	%⁸		0.30	%⁹		0.30	%⁹		0.30	%^6,10
Net investment income (loss)³		1.62	%⁶		1.01	%		0.66	%		0.80	%		(0.30	%)⁶
Series portfolio turnover¹¹		41	%		27	%		30	%		22	%		—	¹²

*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:

		0.40	%^6,7		0.39	%⁸		0.59	%⁹		10.70	%⁹		259	%^6,10,13
TARGET 2025 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED									FOR THE PERIOD
TARGET 2025 SERIES CLASS R	(UNAUDITED)			10/31/15			10/31/14			10/31/13			6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	11.86		$	13.02		$	12.53		$	10.75		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.07			0.13			0.10			(0.01	)		(0.02	)
Net realized and unrealized gain (loss) on investments		(0.12	)		(0.43	)		0.75			1.98			0.77

Total from investment operations		(0.05	)		(0.30	)		0.85			1.97			0.75

Less distributions to shareholders:
From net investment income		(0.09	)		(0.38	)		(0.32	)		(0.19	)		—
From net realized gain on investments		(0.94	)		(0.48	)		(0.04	)		—			—

Total distributions to shareholders		(1.03	)		(0.86	)		(0.36	)		(0.19	)		—

Net asset value - End of period	$	10.78		$	11.86		$	13.02		$	12.53		$	10.75

Net assets - End of period (000’s omitted)	$	2,126		$	2,101		$	3,799		$	1,540		$	108	⁴

Total return⁵		(0.11	%)		(2.44	%)		6.93	%		18.61	%		7.50	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.55	%^6,7		0.55	%⁸		0.55	%⁹		0.55	%⁹		0.55	%^6,10
Net investment income (loss)³		1.40	%⁶		1.07	%		0.75	%		(0.10	%)		(0.55	%)⁶
Series portfolio turnover¹¹		41	%		27	%		30	%		22	%		—	¹²

*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:

		0.40	%^6,7		0.39	%⁸		0.62	%⁹		1.75	%⁹		3,129	%^6,10,13

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

⁴Represents the whole number without rounding to the 000s.

⁵Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. 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 expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Moderate Term Series—Class I and 0.83% for Manning & Napier Pro-Blend^® Extended Term Series—Class I.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Extended Term Series—Class I and 0.83% for Manning & Napier Pro-Blend^® Maximum Term Series—Class I.

⁹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Extended Term Series—Class I and 0.82% for Manning & Napier Pro-Blend^® Maximum Term Series—Class I.

¹⁰Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Extended Term Series—Class I and 0.84% for Manning & Napier Pro-Blend^® Maximum Term Series—Class I.

¹¹Reflects activity of the Series and does not include the activity of the Underlying Series.

¹²Less than 1%.

¹³The 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.

Financial Highlights


TARGET 2025 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED									FOR THE PERIOD
TARGET 2025 SERIES CLASS I	(UNAUDITED)			10/31/15			10/31/14			10/31/13			6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	11.80		$	12.98		$	12.47		$	10.77		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.10			0.16			0.16			0.12			—	⁴
Net realized and unrealized gain (loss) on investments		(0.12	)		(0.40	)		0.75			1.81			0.77

Total from investment operations		(0.02	)		(0.24	)		0.91			1.93			0.77

Less distributions to shareholders:
From net investment income		(0.12	)		(0.46	)		(0.36	)		(0.23	)		—
From net realized gain on investments		(0.94	)		(0.48	)		(0.04	)		—			—

Total distributions to shareholders		(1.06	)		(0.94	)		(0.40	)		(0.23	)		—

Net asset value - End of period	$	10.72		$	11.80		$	12.98		$	12.47		$	10.77

Net assets - End of period (000’s omitted)	$	15,523		$	15,539		$	13,046		$	9,373		$	211	⁵

Total return⁶		0.19	%		(2.00	%)		7.51	%		18.26	%		7.70	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.05	%^7,8		0.05	%⁹		0.05	%¹⁰		0.05	%¹⁰		0.05	%^7,11
Net investment income (loss)³		1.87	%⁷		1.29	%		1.22	%		1.03	%		(0.05	%)⁷
Series portfolio turnover¹²		41	%		27	%		30	%		22	%		—	¹³

*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:

		0.40	%^7,8		0.39	%⁹		0.64	%¹⁰		1.43	%¹⁰		1,967	%^7,11,14

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

⁴Less than $0.01.

⁵Represents the whole number without rounding to the 000s.

⁶Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁷Annualized.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Moderate Term Series - Class I and 0.83% for Manning & Napier Pro-Blend^® Extended Term Series - Class I.

⁹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.83% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

¹⁰Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

¹¹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.84% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

¹²Reflects activity of the Series and does not include the activity of the Underlying Series.

¹³Less than 1%.

¹⁴The 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.

Financial Highlights


TARGET 2030 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
TARGET 2030 SERIES CLASS K	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	9.78		$	11.52		$	11.40		$	9.94		$	10.02		$	10.15

Income (loss) from investment operations:
Net investment income^1,2		0.06			0.11			0.10			0.10			0.14			0.16
Net realized and unrealized gain (loss) on investments		(0.07	)		(0.34	)		0.73			1.86			0.66			0.16

Total from investment operations		(0.01	)		(0.23	)		0.83			1.96			0.80			0.32

Less distributions to shareholders:
From net investment income		(0.08	)		(0.44	)		(0.35	)		(0.15	)		(0.17	)		(0.15	)
From net realized gain on investments		(1.31	)		(1.07	)		(0.36	)		(0.35	)		(0.71	)		(0.30	)

Total distributions to shareholders		(1.39	)		(1.51	)		(0.71	)		(0.50	)		(0.88	)		(0.45	)

Net asset value - End of period	$	8.38		$	9.78		$	11.52		$	11.40		$	9.94		$	10.02

Net assets - End of period (000’s omitted)	$	79,714		$	79,169		$	118,788		$	91,676		$	67,510		$	63,436

Total return³		0.42	%		(2.33	%)		7.67	%		20.56	%		9.12	%		3.15	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.30	%^4,5		0.30	%⁶		0.30	%⁷		0.30	%⁷		0.30	%⁸		0.30	%⁵
Net investment income²		1.35	%⁴		1.11	%		0.87	%		0.90	%		1.50	%		1.58	%
Series portfolio turnover⁹		13	%		38	%		27	%		9	%		62	%		40	%

*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:

		0.05	%^4,5		0.04	%⁶		0.03	%⁷		0.05	%⁷		0.09	%⁸		0.11	%⁵
TARGET 2030 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
TARGET 2030 SERIES CLASS R	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	9.70		$	11.37		$	11.31		$	9.87		$	9.96		$	10.09

Income (loss) from investment operations:
Net investment income^1,2		0.05			0.10			0.07			0.07			0.09			0.11
Net realized and unrealized gain (loss) on investments		(0.07	)		(0.30	)		0.67			1.85			0.68			0.19

Total from investment operations		(0.02	)		(0.20	)		0.74			1.92			0.77			0.30

Less distributions to shareholders:
From net investment income		(0.06	)		(0.40	)		(0.32	)		(0.13	)		(0.15	)		(0.13	)
From net realized gain on investments		(1.31	)		(1.07	)		(0.36	)		(0.35	)		(0.71	)		(0.30	)

Total distributions to shareholders		(1.37	)		(1.47	)		(0.68	)		(0.48	)		(0.86	)		(0.43	)

Net asset value - End of period	$	8.31		$	9.70		$	11.37		$	11.31		$	9.87		$	9.96

Net assets - End of period (000’s omitted)	$	8,956		$	11,115		$	20,894		$	28,034		$	18,759		$	9,243

Total return³		0.37	%		(2.11	%)		6.90	%		20.19	%		8.84	%		2.94	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.55	%^4,5		0.55	%⁶		0.55	%⁷		0.55	%⁷		0.55	%⁸		0.55	%⁵
Net investment income²		1.24	%⁴		0.95	%		0.62	%		0.63	%		0.94	%		1.11	%
Series portfolio turnover⁹		13	%		38	%		27	%		9	%		62	%		40	%

*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:

		0.05	%^4,5		0.04	%⁶		0.03	%⁷		0.05	%⁷		0.09	%⁸		0.11	%⁵

¹Calculated based on average shares outstanding during the periods.

³Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁴Annualized.

⁵Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.83% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.84% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

⁶Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.83% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.84% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

⁹Reflects activity of the Series and does not include the activity of the Underlying Series.

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

Financial Highlights


TARGET 2030 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
TARGET 2030 SERIES CLASS I	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	9.87		$	11.61		$	11.48		$	10.01		$	10.09		$	10.21

Income (loss) from investment operations:
Net investment income^1,2		0.07			0.12			0.14			0.12			0.17			0.07
Net realized and unrealized gain (loss) on investments		(0.07	)		(0.32	)		0.73			1.88			0.65			0.28

Total from investment operations		—			(0.20	)		0.87			2.00			0.82			0.35

Less distributions to shareholders:
From net investment income		(0.09	)		(0.47	)		(0.38	)		(0.18	)		(0.19	)		(0.17	)
From net realized gain on investments		(1.31	)		(1.07	)		(0.36	)		(0.35	)		(0.71	)		(0.30	)

Total distributions to shareholders		(1.40	)		(1.54	)		(0.74	)		(0.53	)		(0.90	)		(0.47	)

Net asset value - End of period	$	8.47		$	9.87		$	11.61		$	11.48		$	10.01		$	10.09

Net assets - End of period (000’s omitted)	$	76,307		$	75,870		$	58,075		$	63,662		$	37,832		$	20,249

Total return³		0.59	%		(2.02	%)		7.95	%		20.81	%		9.36	%		3.47	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.05	%^4,5		0.05	%⁶		0.05	%⁷		0.05	%⁷		0.05	%⁸		0.05	%⁵
Net investment income²		1.62	%⁴		1.22	%		1.23	%		1.14	%		1.78	%		0.74	%
Series portfolio turnover⁹		13	%		38	%		27	%		9	%		62	%		40	%

*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:

		0.05	%^4,5		0.04	%⁶		0.03	%⁷		0.05	%⁷		0.09	%⁸		0.12	%⁵

¹Calculated based on average shares outstanding during the periods.

³Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁴Annualized.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.84% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

⁹Reflects activity of the Series and does not include the activity of the Underlying Series.

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

Financial Highlights


TARGET 2035 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED									FOR THE PERIOD 6/25/12¹ TO 10/31/12
TARGET 2035 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			FOR THE PERIOD 6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	12.32		$	13.71		$	13.22		$	10.92		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.06			0.11			0.06			0.08			(0.01	)
Net realized and unrealized gain (loss) on investments		(0.04	)		(0.38	)		0.99			2.35			0.93	⁴

Total from investment operations		0.02			(0.27	)		1.05			2.43			0.92

Less distributions to shareholders:
From net investment income		(0.08	)		(0.61	)		(0.46	)		(0.13	)		—
From net realized gain on investments		(1.21	)		(0.51	)		(0.10	)		—			—

Total distributions to shareholders		(1.29	)		(1.12	)		(0.56	)		(0.13	)		—

Net asset value - End of period	$	11.05		$	12.32		$	13.71		$	13.22		$	10.92

Net assets - End of period (000’s omitted)	$	10,131		$	8,979		$	5,378		$	465		$	15,034	⁵

Total return⁶		0.70	%		(2.20	%)		8.17	%		22.42	%		9.20	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.30	%^7,8		0.30	%⁹		0.30	%¹⁰		0.30	%¹⁰		0.30	%^7,11
Net investment income (loss)³		1.02	%⁷		0.86	%		0.44	%		0.66	%		(0.30	%)⁷
Series portfolio turnover¹²		14	%		26	%		24	%		18	%		—	¹³

*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:

		0.53	%^7,8		0.52	%⁹		0.83	%¹⁰		9.70	%¹⁰		4,581	%^7,11,14
TARGET 2035 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED									FOR THE PERIOD 6/25/12¹ TO 10/31/12
TARGET 2035 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			FOR THE PERIOD 6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	12.34		$	13.72		$	13.25		$	10.91		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.04			0.08			0.07			—	¹⁵		(0.02	)
Net realized and unrealized gain (loss) on investments		(0.04	)		(0.38	)		0.93			2.44			0.93	⁴

Total from investment operations		—			(0.30	)		1.00			2.44			0.91

Less distributions to shareholders:
From net investment income		(0.06	)		(0.57	)		(0.43	)		(0.10	)		—
From net realized gain on investments		(1.21	)		(0.51	)		(0.10	)		—			—

Total distributions to shareholders		(1.27	)		(1.08	)		(0.53	)		(0.10	)		—

Net asset value - End of period	$	11.07		$	12.34		$	13.72		$	13.25		$	10.91

Net assets - End of period (000’s omitted)	$	2,570		$	2,337		$	2,911		$	1,172		$	109	⁵

Total return⁶		0.52	%		(2.44	%)		7.82	%		22.50	%		9.10	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.55	%^7,8		0.55	%⁹		0.55	%¹⁰		0.55	%¹⁰		0.55	%^7,11
Net investment income (loss)³		0.80	%⁷		0.66	%		0.49	%		0.17	%		(0.55	%)⁷
Series portfolio turnover¹²		14	%		26	%		24	%		18	%		—	¹³

*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:

		0.53	%^7,8		0.52	%⁹		0.88	%¹⁰		2.38	%¹⁰		9,077	%^7,11,14

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

⁴Amount does not coincide with the amount shown on the Statements of Changes in Net Assets due to the timing of capital stock transactions and when the Series experienced unrealized gains and losses during the period.

⁵Represents the whole number without rounding to the 000s.

⁶Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁷Annualized.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.83% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.84% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

¹⁰Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

¹¹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.84% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

¹²Reflects activity of the Series and does not include the activity of the Underlying Series.

¹³Less than 1%.

¹⁴The increase to the expense ratios (to average net assets) is largely due to the small net assets in each class.

¹⁵Less than $0.01.

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

Financial Highlights


TARGET 2035 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED									FOR THE PERIOD 6/25/12¹ TO 10/31/12
TARGET 2035 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			FOR THE PERIOD 6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	12.36		$	13.75		$	13.25		$	10.92		$	10.00

Income (loss) from investment operations:
Net investment income^2,3		0.07			0.14			0.12			0.09			—	⁴
Net realized and unrealized gain (loss) on investments		(0.03	)		(0.38	)		0.96			2.38			0.92	⁵

Total from investment operations		0.04			(0.24	)		1.08			2.47			0.92

Less distributions to shareholders:
From net investment income		(0.10	)		(0.64	)		(0.48	)		(0.14	)		—
From net realized gain on investments		(1.21	)		(0.51	)		(0.10	)		—			—

Total distributions to shareholders		(1.31	)		(1.15	)		(0.58	)		(0.14	)		—

Net asset value - End of period	$	11.09		$	12.36		$	13.75		$	13.25		$	10.92

Net assets - End of period (000’s omitted)	$	10,499		$	10,993		$	9,487		$	6,322		$	213	⁶

Total return⁷		0.83	%		(1.98	%)		8.43	%		22.81	%		9.20	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.05	%^8,9		0.05	%¹⁰		0.05	%¹¹		0.05	%¹¹		0.05	%^8,12
Net investment income (loss)³		1.36	%⁸		1.07	%		0.88	%		0.75	%		(0.05	%)⁸
Series portfolio turnover¹³		14	%		26	%		24	%		18	%		—	¹⁴

*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:

		0.53	%^8,9		0.52	%¹⁰		0.91	%¹¹		2.40	%¹¹		7,930	%^8,12,15

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

⁴Less than $0.01.

⁵Amount does not coincide with the amount shown on the Statements of Changes in Net Assets due to the timing of capital stock transactions and when the Series experienced unrealized gains and losses during the period.

⁶Represents the whole number without rounding to the 000s.

⁷Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁸Annualized.

⁹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.83% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.84% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

¹⁰Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.83% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

¹¹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

¹²Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.84% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

¹³Reflects activity of the Series and does not include the activity of the Underlying Series.

¹⁴Less than 1%.

¹⁵The 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.

Financial Highlights


TARGET 2040 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED
TARGET 2040 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.13		$	12.50		$	12.47		$	10.29		$	10.10		$	10.20

Income (loss) from investment operations:
Net investment income^1,2		0.03			0.09			0.07			0.06			0.07			0.09
Net realized and unrealized gain (loss) on investments		(0.02	)		(0.32	)		0.94			2.43			0.74			(0.02	)

Total from investment operations		0.01			(0.23	)		1.01			2.49			0.81			0.07

Less distributions to shareholders:
From net investment income		(0.05	)		(0.61	)		(0.48	)		(0.07	)		(0.08	)		(0.08	)
From net realized gain on investments		(1.55	)		(1.53	)		(0.50	)		(0.24	)		(0.54	)		(0.09	)

Total distributions to shareholders		(1.60	)		(2.14	)		(0.98	)		(0.31	)		(0.62	)		(0.17	)

Net asset value - End of period	$	8.54		$	10.13		$	12.50		$	12.47		$	10.29		$	10.10

Net assets - End of period (000’s omitted)	$	54,003		$	51,931		$	83,655		$	67,576		$	51,273		$	39,853

Total return³		0.89	%		(2.30	%)		8.61	%		24.81	%		8.97	%		0.70	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.30	%^4,5		0.30	%⁶		0.30	%⁷		0.30	%⁷		0.30	%⁸		0.30	%⁹
Net investment income²		0.79	%⁴		0.80	%		0.54	%		0.49	%		0.70	%		0.88	%
Series portfolio turnover¹⁰		13	%		45	%		22	%		13	%		24	%		19	%

*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:

		0.10	%^4,5		0.08	%⁶		0.06	%⁷		0.09	%⁷		0.14	%⁸		0.17	%⁹
TARGET 2040 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED
TARGET 2040 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.06		$	12.33		$	12.39		$	10.22		$	10.04		$	10.14

Income (loss) from investment operations:
Net investment income^1,2		0.02			0.07			0.03			0.02			0.05			0.05
Net realized and unrealized gain (loss) on investments		(0.02	)		(0.24	)		0.86			2.42			0.73			—	¹¹

Total from investment operations		—			(0.17	)		0.89			2.44			0.78			0.05

Less distributions to shareholders:
From net investment income		(0.03	)		(0.57	)		(0.45	)		(0.03	)		(0.06	)		(0.06	)
From net realized gain on investments		(1.55	)		(1.53	)		(0.50	)		(0.24	)		(0.54	)		(0.09	)

Total distributions to shareholders		(1.58	)		(2.10	)		(0.95	)		(0.27	)		(0.60	)		(0.15	)

Net asset value - End of period	$	8.48		$	10.06		$	12.33		$	12.39		$	10.22		$	10.04

Net assets - End of period (000’s omitted)	$	4,688		$	5,226		$	10,469		$	15,993		$	11,827		$	11,475

Total return³		0.80	%		(1.91	%)		7.60	%		24.50	%		8.67	%		0.50	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.55	%^4,5		0.55	%⁶		0.55	%⁷		0.55	%⁷		0.55	%⁸		0.55	%⁹
Net investment income²		0.58	%⁴		0.62	%		0.23	%		0.20	%		0.54	%		0.52	%
Series portfolio turnover¹⁰		13	%		45	%		22	%		13	%		24	%		19	%

*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:

		0.10	%^4,5		0.08	%⁶		0.06	%⁷		0.09	%⁷		0.14	%⁸		0.17	%⁹

¹Calculated based on average shares outstanding during the periods.

³Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁴Annualized.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.84% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

⁹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.84%.

¹⁰Reflects activity of the Series and does not include the activity of the Underlying Series.

¹¹Less than $0.01.

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

Financial Highlights


TARGET 2040 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED
TARGET 2040 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.20		$	12.58		$	12.55		$	10.35		$	10.16		$	10.26

Income (loss) from investment operations:
Net investment income^1,2		0.05			0.10			0.10			0.08			0.10			0.04
Net realized and unrealized gain (loss) on investments		(0.03	)		(0.30	)		0.94			2.45			0.74			0.06

Total from investment operations		0.02			(0.20	)		1.04			2.53			0.84			0.10

Less distributions to shareholders:
From net investment income		(0.06	)		(0.65	)		(0.51	)		(0.09	)		(0.11	)		(0.11	)
From net realized gain on investments		(1.55	)		(1.53	)		(0.50	)		(0.24	)		(0.54	)		(0.09	)

Total distributions to shareholders		(1.61	)		(2.18	)		(1.01	)		(0.33	)		(0.65	)		(0.20	)

Net asset value - End of period	$	8.61		$	10.20		$	12.58		$	12.55		$	10.35		$	10.16

Net assets - End of period (000’s omitted)	$	44,190		$	43,552		$	32,952		$	33,545		$	20,194		$	11,298

Total return³		1.03	%		(2.08	%)		8.81	%		25.16	%		9.23	%		0.93	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.05	%^4,5		0.05	%⁶		0.05	%⁷		0.05	%⁷		0.05	%⁸		0.05	%⁹
Net investment income²		1.06	%⁴		0.96	%		0.79	%		0.71	%		0.99	%		0.35	%
Series portfolio turnover¹⁰		13	%		45	%		22	%		13	%		24	%		19	%

*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:

		0.10	%^4,5		0.08	%⁶		0.06	%⁷		0.09	%⁷		0.14	%⁸		0.18	%⁹

¹Calculated based on average shares outstanding during the periods.

³Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁴Annualized.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.81% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.82% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.82% for Manning & Napier Pro-Blend^® Extended Term Series - Class I and 0.84% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

⁹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.84%.

¹⁰Reflects activity of the Series and does not include the activity of the Underlying Series.

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

Financial Highlights


TARGET 2045 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED									FOR THE PERIOD 6/25/12¹ TO 10/31/12
TARGET 2045 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			FOR THE PERIOD 6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	12.71		$	14.32		$	13.73		$	11.01		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.02			0.08			0.03			0.03			(0.01	)
Net realized and unrealized gain (loss) on investments		0.06			(0.34	)		1.15			2.74			1.02	⁴


Total from investment operations		0.08			(0.26	)		1.18			2.77			1.01


Less distributions to shareholders:
From net investment income		(0.05	)		(0.77	)		(0.52	)		(0.05	)		—
From net realized gain on investments		(1.28	)		(0.58	)		(0.07	)		—			—


Total distributions to shareholders		(1.33	)		(1.35	)		(0.59	)		(0.05	)		—


Net asset value - End of period	$	11.46		$	12.71		$	14.32		$	13.73		$	11.01


Net assets - End of period (000’s omitted)	$	5,660		$	3,812		$	3,041		$	234		$	3,320	⁵


Total return⁶		1.15	%		(2.10	%)		8.90	%		25.23	%		10.10	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.30	%^7,8		0.30	%⁹		0.30	%¹⁰		0.30	%¹⁰		0.30	%^7,11
Net investment income (loss)³		0.40	%⁷		0.58	%		0.23	%		0.26	%		(0.30	%)⁷
Series portfolio turnover¹²		17	%		28	%		48	%		20	%		—	¹³

*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:

		1.17	%^7,8		1.21	%⁹		1.95	%¹⁰		17.80	%¹⁰		3,204	%^7,11,14
TARGET 2045 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED									FOR THE PERIOD 6/25/12¹ TO 10/31/12
TARGET 2045 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			FOR THE PERIOD 6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	12.64		$	14.25		$	13.66		$	10.99		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.01			0.05			0.02			0.01			(0.02	)
Net realized and unrealized gain (loss) on investments		0.05			(0.35	)		1.13			2.71			1.01	⁴


Total from investment operations		0.06			(0.30	)		1.15			2.72			0.99


Less distributions to shareholders:
From net investment income		(0.03	)		(0.73	)		(0.49	)		(0.05	)		—
From net realized gain on investments		(1.28	)		(0.58	)		(0.07	)		—			—


Total distributions to shareholders		(1.31	)		(1.31	)		(0.56	)		(0.05	)		—


Net asset value - End of period	$	11.39		$	12.64		$	14.25		$	13.66		$	10.99


Net assets - End of period (000’s omitted)	$	1,689		$	1,631		$	1,825		$	618		$	110	⁵


Total return⁶		1.00	%		(2.41	%)		8.71	%		24.87	%		9.90	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.55	%^7,8		0.55	%⁹		0.55	%¹⁰		0.55	%¹⁰		0.55	%^7,11
Net investment income (loss)³		0.25	%⁷		0.36	%		0.12	%		0.11	%		(0.55	%)⁷
Series portfolio turnover¹²		17	%		28	%		48	%		20	%		—	¹³

*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:

		1.17	%^7,8		1.21	%⁹		2.06	%¹⁰		9.07	%¹⁰		8,326	%^7,11,14

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

⁵Represents the whole number without rounding to the 000s.

⁶Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁷Annualized.

⁹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.83%.

¹⁰Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.82%.

¹¹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.84%.

¹²Reflects activity of the Series and does not include the activity of the Underlying Series.

¹³Less than 1%.

¹⁴The 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.

Financial Highlights


TARGET 2045 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED									FOR THE PERIOD 6/25/12¹ TO 10/31/12
TARGET 2045 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			FOR THE PERIOD 6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	12.73		$	14.35		$	13.75		$	11.01		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.04			0.11			0.08			0.06			—	⁴
Net realized and unrealized gain (loss) on investments		0.05			(0.35	)		1.14			2.74			1.01	⁵


Total from investment operations		0.09			(0.24	)		1.22			2.80			1.01

Less distributions to shareholders:
From net investment income		(0.06	)		(0.80	)		(0.55	)		(0.06	)		—
From net realized gain on investments		(1.28	)		(0.58	)		(0.07	)		—			—


Total distributions to shareholders		(1.34	)		(1.38	)		(0.62	)		(0.06	)		—


Net asset value - End of period	$	11.48		$	12.73		$	14.35		$	13.75		$	11.01


Net assets - End of period (000’s omitted)	$	4,607.00		$	4,494		$	2,894		$	1,983		$	214	⁶


Total return⁷		1.29	%		(1.92	%)		9.15	%		25.58	%		10.10	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.05	%^8,9		0.05	%¹⁰		0.05	%¹¹		0.05	%¹¹		0.05	%^8,12
Net investment income (loss)³		0.78	%⁸		0.86	%		0.57	%		0.46	%		(0.05	%)⁸
Series portfolio turnover¹³		17	%		28	%		48	%		20	%		—	¹⁴

*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:

		1.17	%^8,9		1.21	%¹⁰		2.14	%¹¹		6.82	%¹¹		7,036	%^8,12,15

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

⁴Less than $0.01.

⁶Represents the whole number without rounding to the 000s.

⁷Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁸Annualized.

⁹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratios of the Underlying Series were 0.83% for Manning & Napier Pro-Blend^® Extended Term Series—Class I and 0.84% for Manning & Napier Pro-Blend^® Maximum Term Series - Class I.

¹⁰Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.83%.

¹¹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.82%.

¹²Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.84%.

¹³Reflects activity of the Series and does not include the activity of the Underlying Series.

¹⁴Less than 1%.

¹⁵The 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.

Financial Highlights


TARGET 2050 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED
TARGET 2050 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	11.35		$	13.73		$	13.52		$	10.81		$	10.20		$	10.22

Income (loss) from investment operations:
Net investment income^1,2		0.02			0.09			0.05			0.05			0.07			0.09
Net realized and unrealized gain (loss) on investments		0.02			(0.32	)		1.07			2.74			0.81			(0.01	)


Total from investment operations		0.04			(0.23	)		1.12			2.79			0.88			0.08


Less distributions to shareholders:
From net investment income		(0.04	)		(0.72	)		(0.54	)		(0.05	)		(0.08	)		(0.08	)
From net realized gain on investments		(2.12	)		(1.43	)		(0.37	)		(0.03	)		(0.19	)		(0.02	)


Total distributions to shareholders		(2.16	)		(2.15	)		(0.91	)		(0.08	)		(0.27	)		(0.10	)


Net asset value - End of period	$	9.23		$	11.35		$	13.73		$	13.52		$	10.81		$	10.20


Net assets - End of period (000’s omitted)	$	13,994		$	15,144		$	47,531		$	36,591		$	24,759		$	18,293


Total return³		1.38	%		(2.15	%)		8.80	%		25.99	%		9.07	%		0.76	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.30	%^4,5		0.30	%⁶		0.30	%⁷		0.30	%⁷		0.30	%⁵		0.30	%⁵
Net investment income²		0.53	%⁴		0.72	%		0.40	%		0.37	%		0.69	%		0.82	%
Series portfolio turnover⁸		12	%		49	%		13	%		5	%		5	%		10	%

*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:

		0.37	%^4,5		0.26	%⁶		0.18	%⁷		0.26	%⁷		0.43	%⁵		0.54	%⁵
TARGET 2050 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED
TARGET 2050 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	11.25		$	13.60		$	13.43		$	10.74		$	10.14		$	10.16

Income (loss) from investment operations:
Net investment income^1,2		0.01			0.06			0.01			0.01			0.05			0.06
Net realized and unrealized gain (loss) on investments		0.01			(0.29	)		1.04			2.73			0.80			—	⁹


Total from investment operations		0.02			(0.23	)		1.05			2.74			0.85			0.06


Less distributions to shareholders:
From net investment income		(0.02	)		(0.69	)		(0.51	)		(0.02	)		(0.06	)		(0.06	)
From net realized gain on investments		(2.12	)		(1.43	)		(0.37	)		(0.03	)		(0.19	)		(0.02	)


Total distributions to shareholders		(2.14	)		(2.12	)		(0.88	)		(0.05	)		(0.25	)		(0.08	)


Net asset value - End of period	$	9.13		$	11.25		$	13.60		$	13.43		$	10.74		$	10.14


Net assets - End of period (000’s omitted)	$	2,398		$	2,215		$	5,140		$	5,022		$	3,448		$	2,686


Total return³		1.20	%		(2.17	%)		8.28	%		25.69	%		8.75	%		0.56	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.55	%^4,5		0.55	%⁶		0.55	%⁷		0.55	%⁷		0.55	%⁵		0.55	%⁵
Net investment income²		0.21	%⁴		0.54	%		0.10	%		0.11	%		0.45	%		0.55	%
Series portfolio turnover⁸		12	%		49	%		13	%		5	%		5	%		10	%

*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:

		0.39	%^4,5		0.26	%⁶		0.18	%⁷		0.26	%⁷		0.43	%⁵		0.54	%⁵

¹Calculated based on average shares outstanding during the periods.

³Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁴Annualized.

⁵Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.84%.

⁶Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.83%.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.82%.

⁸Reflects activity of the Series and does not include the activity of the Underlying Series.

⁹Less than $0.01.

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

Financial Highlights


TARGET 2050 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED
TARGET 2050 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	11.43		$	13.82		$	13.60		$	10.88		$	10.26		$	10.28

Income (loss) from investment operations:
Net investment income^1,2		0.03			0.10			0.08			0.07			0.09			0.03
Net realized and unrealized gain (loss) on investments		(0.00	)³		(0.29	)		1.08			2.76			0.83			0.08


Total from investment operations		0.03			(0.19	)		1.16			2.83			0.92			0.11


Less distributions to shareholders:
From net investment income		(0.05	)		(0.77	)		(0.57	)		(0.08	)		(0.11	)		(0.11	)
From net realized gain on investments		(2.12	)		(1.43	)		(0.37	)		(0.03	)		(0.19	)		(0.02	)


Total distributions to shareholders		(2.17	)		(2.20	)		(0.94	)		(0.11	)		(0.30	)		(0.13	)


Net asset value - End of period	$	9.29		$	11.43		$	13.82		$	13.60		$	10.88		$	10.26


Net assets - End of period (000’s omitted)	$	17,801		$	15,688		$	12,077		$	9,042		$	4,016		$	2,121


Total return⁴		1.35	%		(1.82	%)		9.07	%		26.21	%		9.39	%		0.98	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.05	%^5,6		0.05	%⁷		0.05	%⁸		0.05	%⁸		0.05	%⁶		0.05	%⁶
Net investment income²		0.74	%⁵		0.84	%		0.62	%		0.57	%		0.89	%		0.25	%
Series portfolio turnover⁹		12	%		49	%		13	%		5	%		5	%		10	%

*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:

		0.37	%^5,6		0.26	%⁷		0.18	%⁸		0.26	%⁸		0.43	%⁶		0.57	%⁶

¹Calculated based on average shares outstanding during the periods.

³Less than $(0.01).

⁴Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁵Annualized.

⁶Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.84%.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.83%.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.82%.

⁹Reflects activity of the Series and does not include the activity of the Underlying Series.

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

Financial Highlights


TARGET 2055 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED									FOR THE PERIOD 6/25/12¹ TO 10/31/12
TARGET 2055 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			FOR THE PERIOD 6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	12.56		$	13.94		$	13.85		$	11.04		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.03			0.09			0.06			(0.02	)		(0.01	)
Net realized and unrealized gain (loss) on investments		0.07			(0.35	)		1.05			2.86			1.05


Total from investment operations		0.10			(0.26	)		1.11			2.84			1.04


Less distributions to shareholders:
From net investment income		(0.04	)		(0.74	)		(0.55	)		(0.03	)		—
From net realized gain on investments		(1.14	)		(0.38	)		(0.47	)		—			—


Total distributions to shareholders		(1.18	)		(1.12	)		(1.02	)		(0.03	)		—


Net asset value - End of period	$	11.48		$	12.56		$	13.94		$	13.85		$	11.04


Net assets - End of period (000’s omitted)	$	1,350		$	1,142		$	1,777		$	208		$	214	⁴


Total return⁵		1.35	%		(2.06	%)		8.50	%		25.79	%		10.40	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.30	%^6,7		0.30	%⁸		0.30	%⁹		0.30	%⁹		0.30	%^6,10
Net investment income (loss)³		0.48	%⁶		0.68	%		0.43	%		(0.17	%)		(0.30	%)⁶
Series portfolio turnover¹¹		9	%		55	%		63	%		605	%		—	¹²

*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:

		3.41	%^6,7		3.68	%⁸		4.79	%⁹		62.25	%⁹		19,197	%^6,10,13
TARGET 2055 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED									FOR THE PERIOD 6/25/12¹ TO 10/31/12
TARGET 2055 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			FOR THE PERIOD 6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	12.45		$	13.83		$	13.77		$	11.03		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.01			0.05			0.03			(0.01	)		(0.02	)
Net realized and unrealized gain (loss) on investments		0.08			(0.34	)		1.04			2.77			1.05


Total from investment operations		0.09			(0.29	)		1.07			2.76			1.03


Less distributions to shareholders:
From net investment income		(0.03	)		(0.71	)		(0.54	)		(0.02	)		—
From net realized gain on investments		(1.14	)		(0.38	)		(0.47	)		—			—


Total distributions to shareholders		(1.17	)		(1.09	)		(1.01	)		(0.02	)		—


Net asset value - End of period	$	11.37		$	12.45		$	13.83		$	13.77		$	11.03


Net assets - End of period (000’s omitted)	$	492		$	409		$	515		$	51		$	110	⁴


Total return⁵		1.22	%		(2.32	%)		8.21	%		25.01	%		10.30	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.55	%^6,7		0.55	%⁸		0.55	%⁹		0.55	%⁹		0.55	%^6,10
Net investment income (loss)³		0.24	%⁶		0.39	%		0.24	%		(0.07	%)		(0.55	%)⁶
Series portfolio turnover¹¹		9	%		55	%		63	%		605	%		—	¹²

*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:

		3.41	%^6,7		3.68	%⁸		5.39	%⁹		129.56	%⁹		19,015	%^6,10,13

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

⁴Represents the whole number without rounding to the 000s.

⁵Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. 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 expense ratio of the Underlying Series was 0.84%.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.83%.

⁹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.82%.

¹⁰Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.84%.

¹¹Reflects activity of the Series and does not include the activity of the Underlying Series.

¹²The Series had no portfolio turnover for the period.

¹³The 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.

Financial Highlights


TARGET 2055 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED									FOR THE PERIOD 6/25/12¹ TO 10/31/12
TARGET 2055 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			FOR THE PERIOD 6/25/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	12.66		$	14.05		$	13.94		$	11.05		$	10.00

Income (loss) from investment operations:
Net investment income^2,3		0.04			0.10			0.08			—	⁴		—	⁴
Net realized and unrealized gain (loss) on investments		0.08			(0.33	)		1.07			2.94			1.05


Total from investment operations		0.12			(0.23	)		1.15			2.94			1.05


Less distributions to shareholders:
From net investment income		(0.06	)		(0.78	)		(0.57	)		(0.05	)		—
From net realized gain on investments		(1.14	)		(0.38	)		(0.47	)		—			—


Total distributions to shareholders		(1.20	)		(1.16	)		(1.04	)		(0.05	)		—


Net asset value - End of period	$	11.58		$	12.66		$	14.05		$	13.94		$	11.05


Net assets - End of period (000’s omitted)	$	2,477		$	1,658		$	872		$	366		$	215	⁵


Total return⁶		1.50	%		(1.83	%)		8.75	%		26.67	%		10.50	%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.05	%^7,8		0.05	%⁹		0.05	%¹⁰		0.05	%¹⁰		0.05	%^7,11
Net investment income (loss)³		0.67	%⁷		0.80	%		0.57	%		(0.03	%)		(0.05	%)⁷
Series portfolio turnover¹²		9	%		55	%		63	%		605	%		—	¹³

*The investment advisor paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratios (to average the expense ratios (to average net assets) would have been increased by the following amount:

		3.41	%^7,8		3.68	^%⁹		7.80	%¹⁰		8.21	%¹⁰		19,201	%^7,11,14

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

⁴Less than $0.01.

⁵Represents the whole number without rounding to the 000s.

⁶Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. Periods less than one year are not annualized.

⁷Annualized.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.84%.

⁹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.83%.

¹⁰Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.82%.

¹¹Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.84%.

¹²Reflects activity of the Series and does not include the activity of the Underlying Series.

¹³The Series had no portfolio turnover for the period.

¹⁴The 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.

Financial Highlights


TARGET 2060 SERIES CLASS K	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE PERIOD 9/21/15¹ TO 10/31/15
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.36		$	10.00

Income (loss) from investment operations:
Net investment loss^2,3		(0.01	)		(0.00	)⁴
Net realized and unrealized gain on investments		0.15			0.36


Total from investment operations		0.14			0.36

Less distributions to shareholders:
From net investment income		(0.04	)		—


Net asset value - End of period	$	10.46		$	10.36


Net assets - End of period (000’s omitted)	$	1,022		$	52


Total return⁵		1.35	%		3.60	%
Ratios (to average net assets)/Supplemental Data:
Expenses*⁶		0.30	%⁷		0.30	%⁸
Net investment loss^3,6		(0.22	%)		(0.30	%)
Series portfolio turnover⁹		8	%		4	%

*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 amounts⁶:

		12.01	%⁷		151.35	%^8,10
TARGET 2060 SERIES CLASS R	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE PERIOD 9/21/15¹ TO 10/31/15
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.36		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.01			(0.01	)⁴
Net realized and unrealized gain on investments		0.11			0.37


Total from investment operations		0.12			0.36

Less distributions to shareholders:
From net investment income		(0.03	)		—


Net asset value - End of period	$	10.45		$	10.36


Net assets - End of period (000’s omitted)	$	86		$	56


Total return⁵		1.20	%		3.60	%
Ratios (to average net assets)/Supplemental Data:
Expenses*⁶		0.55	%⁷		0.55	%⁸
Net investment income (loss)^3,6		0.20	%		(0.55	%)
Series portfolio turnover⁹		8	%		4	%

*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 amounts⁶:

		34.41	%⁷		151.35	%^8,10

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

⁴Less than $(0.01).

⁵Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. 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 expense ratio of the Underlying Series was 0.84%.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.83%.

⁹Reflects activity of the Series and does not include the activity of the Underlying Series.

¹⁰The 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.

Financial Highlights


TARGET 2060 SERIES CLASS I	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE PERIOD 9/21/15¹ TO 10/31/15
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.36		$	10.00

Income (loss) from investment operations:
Net investment income (loss)^2,3		0.04			(0.00	)⁴
Net realized and unrealized gain on investments		0.10			0.36


Total from investment operations		0.14			0.36

Less distributions to shareholders:
From net investment income		(0.04	)		—

Net asset value - End of period	$	10.46		$	10.36


Net assets - End of period (000’s omitted)	$	55		$	52


Total return⁵		1.42	%		3.60	%
Ratios (to average net assets)/Supplemental Data:
Expenses*⁶		0.05	%⁷		0.05	%⁸
Net investment income (loss)^3,6		0.79	%		(0.05	%)
Series portfolio turnover⁹		8	%		4	%

*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 amounts⁶:

		38.31	%⁷		151.34	%^8,10

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

⁴Less than $(0.01).

⁵Represents aggregate total return for the periods indicated. Total return would have been lower had certain expenses not been reimbursed. 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 expense ratio of the Underlying Series was 0.84%.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The expense ratio of the Underlying Series was 0.83%.

⁹Reflects activity of the Series and does not include the activity of the Underlying Series.

¹⁰The 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.

Notes to Financial Statements

(unaudited)

1.	Organization

Target Income Series, Target 2015 Series, Target 2020 Series, Target 2025 Series, Target 2030 Series, Target 2035 Series, Target 2040 Series, Target 2045 Series, Target 2050 Series, Target 2055 Series and Target 2060 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.

Each Series seeks to achieve its investment objectives by investing in a combination of other Manning & Napier mutual funds (the “Underlying Series”) according to a target asset allocation strategy. The Series are designed to provide single investment portfolios that adjust over time to meet the changing risk and return objectives of investors over their expected investment horizon. As the target retirement date approaches, the Series’ portfolios become more conservative with a larger fixed-income investment component. The financial statements of the Underlying Series should be read in conjunction with the Series’ financial statements.

Each Series is authorized to issue three classes of shares (Class K, R and I). Each class of shares is substantially the same, except that class-specific distribution and shareholder servicing expenses are borne by the specific class of shares to which they relate.

Reorganization

The Board of Directors (the “Board”) of Target Income Series and of Target 2010 Series, each a Series of the Fund, approved the reorganization of Target 2010 Series into Target Income Series pursuant to which Target Income Series acquired substantially all of the assets and assumed certain stated liabilities of Target 2010 Series in exchange for an equal aggregate value of Target Income Series shares.

Each shareholder of Target 2010 Series received shares of Target Income Series with the same class designation and an aggregate Net Asset Value of such shareholder’s Target 2010 Series shares, as determined at the close of business on September 18, 2015.

The reorganization was accomplished by a tax-free exchange of shares of Target Income Series in the following amounts and at the following conversion ratios:


	TARGET 2010 SERIES SHARES PRIOR TO REORGANIZATION		CONVERSION RATIO		SHARES OF TARGET INCOME SERIES
Class K		2,511,185		0.910502		2,286,439
Class R		81,698		0.914253		74,693
Class I		1,590,529		0.911450		1,449,688

Target 2010 Series’ net assets and composition of net assets on September 18, 2015, the date of the reorganization, were as follows:

NET ASSETS

PAID-IN

CAPITAL

ACCUMULATED

NET

INVESTMENT

LOSS

ACCUMULATED
NET

REALIZED

GAINS

NET

UNREALIZED
DEPRECIATION

$36,429,313

38,765,154

$ (528,334)

458,766

$ (2,266,273)

Notes to Financial Statements (continued)

(unaudited)

1.	Organization (continued)

Reorganization (continued)

For financial reporting purposes, assets received and shares issued by Target Income Series were recorded at fair value; however, the cost basis of the investments received from Target 2010 Series was carried forward to align ongoing reporting of Target Income Series’ realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes.

The aggregate net assets of Target Income Series immediately after the acquisition amounted to $96,959,284. Target 2010 Series’ fair value and cost of investments prior to the reorganization were $36,437,090 and $38,703,363, respectively.

The purpose of the transaction was to combine two funds managed by the Advisor, the investment advisor to both Target Income Series and Target 2010 Series, with the same or substantially similar (but not identical) investment objectives, investment policies, strategies, risks and restrictions. The reorganization was effective on September 21, 2015.

Assuming the acquisition had been completed on November 1, 2014, the beginning of the annual reporting period for Target Income Series, the pro forma results of operations for the year ended October 31, 2015, are as follows:

•

Net investment income: $1,945,513

•

Net realized and change in unrealized gain/loss on investments: ($3,429,309)

•

Net decrease in the net assets resulting from operations: ($1,483,796)

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of Target 2010 Series that have been included in the Target Income Series’ Statement of Operations since September 21, 2015.

Reorganization costs incurred by Target Income Series in connection with the reorganization were paid by the Advisor.

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.

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Security Valuation (continued)

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 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 April 30, 2016 in valuing the Series’ assets or liabilities carried at fair value:


	TARGET INCOME SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual fund	$	82,625,287	$	82,625,287	$	—	$	—

Total assets	$	82,625,287	$	82,625,287	$	—	$	—


	TARGET 2015 SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual funds	$	6,747,941	$	6,747,941	$	—	$	—

Total assets	$	6,747,941	$	6,747,941	$	—	$	—


	TARGET 2020 SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual funds	$	151,402,628	$	151,402,628	$	—	$	—

Total assets	$	151,402,628	$	151,402,628	$	—	$	—


	TARGET 2025 SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual funds	$	29,901,315	$	29,901,315	$	—	$	—

Total assets	$	29,901,315	$	29,901,315	$	—	$	—


	TARGET 2030 SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual funds	$	165,009,135	$	165,009,135	$	—	$	—

Total assets	$	165,009,135	$	165,009,135	$	—	$	—

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Security Valuation (continued)


	TARGET 2035 SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual funds	$	23,232,382	$	23,232,382	$	—	$	—

Total assets	$	23,232,382	$	23,232,382	$	—	$	—


	TARGET 2040 SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual funds	$	102,904,061	$	102,904,061	$	—	$	—

Total assets	$	102,904,061	$	102,904,061	$	—	$	—


	TARGET 2045 SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual funds	$	11,984,069	$	11,984,069	$	—	$	—

Total assets	$	11,984,069	$	11,984,069	$	—	$	—


	TARGET 2050 SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual fund	$	34,203,220	$	34,203,220	$	—	$	—

Total assets	$	34,203,220	$	34,203,220	$	—	$	—


	TARGET 2055 SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual fund	$	4,347,515	$	4,347,515	$	—	$	—

Total assets	$	4,347,515	$	4,347,515	$	—	$	—


	TARGET 2060 SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual fund	$	1,185,875	$	1,185,875	$	—	$	—

Total assets	$	1,185,875	$	1,185,875	$	—	$	—

There were no Level 2 or Level 3 securities held by any of the Series as of October 31, 2015 or April 30, 2016.

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.

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Security Transactions, Investment Income and Expenses (continued)

Fund’s Board, taking into consideration, among other things, the nature and type of expense. Expenses included in the accompanying statements of operations do not include any expense of the Underlying Series.

Income, expenses (other than class specific expenses), 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 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 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 April 30, 2016, 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. The statute of limitations on Target Income Series, Target 2020 Series, Target 2030 Series, Target 2040 Series, and Target 2050 Series tax returns remains open for the years ended October 31, 2012 through October 31, 2015. The statute of limitations on Target 2015 Series, Target 2025 Series, Target 2035 Series, Target 2045 Series, Target 2055 Series remains open for the period ended October 31, 2012 and the years ended October 31, 2013 through October 31, 2015 and Target 2060 Series remains open for the period ended October 31, 2015. 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 semi-annually. 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

Other

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Other (continued)

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.

The Advisor has contractually agreed, until at least February 28, 2020 for Target Income Series, Target 2020 Series, Target 2030 Series, Target 2040 Series, Target 2050 Series, until at least February 28, 2023 for Target 2015 Series, Target 2025 Series, Target 2035 Series, Target 2045 Series and Target 2055 Series and until at least February 28, 2026 for Target 2060 Series, to limit each class’ total direct annual fund operating expenses for the Series at no more than 0.05% for each class, exclusive of distribution and service fees, 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 April 30, 2016, the Advisor reimbursed expenses of $44,852 for Target Income Series, $58,622 for Target 2015 Series, $36,353 for Target 2020 Series, $55,922 for Target 2025 Series, $41,726 for Target 2030 Series, $57,166 for Target 2035 Series, $46,750 for Target 2040 Series, $58,218 for Target 2045 Series, $59,548 for Target 2050 Series, $60,037 for Target 2055 Series and $52,140 for Target 2060 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 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. Each Series compensates the distributor for distributing and servicing the Series’ Class K and Class R shares pursuant to a distribution plan adopted under Rule 12b-1 of the 1940 Act, regardless of expenses actually incurred. Under the agreement, each Series pays distribution and services fees to the distributor at an annual rate of 0.25% of average daily net assets attributable to Class K shares and 0.50% of average daily net assets attributable to Class R shares. There are no distribution and services fees on the Class I shares of each Series. The fees are accrued daily and paid monthly.

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 of the Target Series with an annual base fee of $40,000 per Target 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.

Notes to Financial Statements (continued)

(unaudited)

4.	Purchases and Sales of Securities

For the six months ended April 30, 2016, purchases and sales of Underlying Series were as follows:


SERIES	PURCHASES		SALES
Target Income Series	$	2,860,802	$	15,321,466
Target 2015 Series	$	2,616,695	$	5,176,951
Target 2020 Series	$	16,299,568	$	25,509,589
Target 2025 Series	$	12,879,597	$	11,745,513
Target 2030 Series	$	23,640,733	$	20,707,842
Target 2035 Series	$	4,244,899	$	2,964,021
Target 2040 Series	$	16,320,430	$	12,577,967
Target 2045 Series	$	3,778,449	$	1,767,113
Target 2050 Series	$	5,383,678	$	3,995,771
Target 2055 Series	$	1,399,357	$	318,308
Target 2060 Series	$	984,624	$	54,130

5.	Investments in Affiliated Issuers

A summary of the Series’ transactions in the shares of affiliated issuers during the six months ended April 30, 2016 is set forth below:


TARGET INCOME SERIES	VALUE AT 10/31/15		PURCHASE COST		SALES PROCEEDS		VALUE AT 4/30/16		SHARES HELD AT 4/30/16		DIVIDEND INCOME		DISTRIBUTIONS AND NET REALIZED LOSS
Manning & Napier Pro-Blend^® Conservative Term Series - Class I	$	95,834,412	$	2,860,802	$	15,321,466	$	82,625,287		8,116,433	$	1,323,991	$	(1,296,698	)

	$	95,834,412	$	2,860,802	$	15,321,466	$	82,625,287			$	1,323,991	$	(1,296,698	)


TARGET 2015 SERIES	VALUE AT 10/31/15		PURCHASE COST		SALES PROCEEDS		VALUE AT 4/30/16		SHARES HELD AT 4/30/16		DIVIDEND INCOME		DISTRIBUTIONS AND NET REALIZED GAIN OR LOSS
Manning & Napier Pro-Blend^® Conservative Term Series - Class I	$	—	$	1,713,228	$	290,499	$	1,495,777		146,933	$	—	$	3,971
Manning & Napier Pro-Blend^® Moderate Term Series - Class I		9,434,835		903,467		4,886,452		5,252,164		525,216		71,613		(690,509	)

	$	9,434,835	$	2,616,695	$	5,176,951	$	6,747,941			$	71,613	$	(686,538	)

Notes to Financial Statements (continued)

(unaudited)

5.	Investments in Affiliated Issuers (continued)


TARGET 2020 SERIES	VALUE AT 10/31/15		PURCHASE COST		SALES PROCEEDS		VALUE AT 4/30/16		SHARES HELD AT 4/30/16		DIVIDEND INCOME		DISTRIBUTIONS AND NET REALIZED LOSS
Manning & Napier Pro-Blend^® Extended Term Series - Class I	$	41,033,658	$	2,008,473	$	11,212,536	$	30,075,588		3,233,934	$	382,104	$	(1,822,069	)
Manning & Napier Pro-Blend^® Moderate Term Series - Class I		122,161,428		14,291,095		14,297,053		121,327,040		12,132,704		1,058,082		(1,694,229	)

	$	163,195,086	$	16,299,568	$	25,509,589	$	151,402,628			$	1,440,186	$	(3,516,298	)


TARGET 2025 SERIES	VALUE AT 10/31/15		PURCHASE COST		SALES PROCEEDS		VALUE AT 4/30/16		SHARES HELD AT 4/30/16		DIVIDEND INCOME		DISTRIBUTIONS AND NET REALIZED GAIN OR LOSS
Manning & Napier Pro-Blend^® Extended Term Series - Class I	$	29,560,983	$	4,769,691	$	11,006,257	$	22,125,154		2,379,049	$	271,512	$	(2,079,992	)
Manning & Napier Pro-Blend^® Moderate Term Series - Class I		—		8,109,906		739,256		7,776,161		777,616		—		12,342

	$	29,560,983	$	12,879,597	$	11,745,513	$	29,901,315			$	271,512	$	(2,067,650	)


TARGET 2030 SERIES	VALUE AT 10/31/15		PURCHASE COST		SALES PROCEEDS		VALUE AT 4/30/16		SHARES HELD AT 4/30/16		DIVIDEND INCOME		DISTRIBUTIONS AND NET REALIZED GAIN OR LOSS
Manning & Napier Pro-Blend^® Extended Term Series - Class I	$	124,265,001	$	20,280,536	$	9,356,387	$	132,265,040		14,222,047	$	1,158,898	$	1,244,992
Manning & Napier Pro-Blend^® Maximum Term Series - Class I		41,935,963		3,360,197		11,351,455		32,744,095		3,274,410		162,059		(3,021,007	)

	$	166,200,964	$	23,640,733	$	20,707,842	$	165,009,135			$	1,320,957	$	(1,776,015	)


TARGET 2035 SERIES	VALUE AT 10/31/15		PURCHASE COST		SALES PROCEEDS		VALUE AT 4/30/16		SHARES HELD AT 4/30/16		DIVIDEND INCOME		DISTRIBUTIONS AND NET REALIZED GAIN OR LOSS
Manning & Napier Pro-Blend^® Extended Term Series - Class I	$	11,121,230	$	2,807,751	$	934,101	$	12,790,187		1,375,289	$	103,378	$	77,376
Manning & Napier Pro-Blend^® Maximum Term Series - Class I		11,213,419		1,437,148		2,029,920		10,442,195		1,044,219		43,197		(365,400	)

	$	22,334,649	$	4,244,899	$	2,964,021	$	23,232,382			$	146,575	$	(288,024	)

Notes to Financial Statements (continued)

(unaudited)

5.	Investments in Affiliated Issuers (continued)


TARGET 2040 SERIES	VALUE AT 10/31/15		PURCHASE COST		SALES PROCEEDS		VALUE AT 4/30/16		SHARES HELD AT 4/30/16		DIVIDEND INCOME		DISTRIBUTIONS AND NET REALIZED GAIN OR LOSS
Manning & Napier Pro-Blend^® Extended Term Series - Class I	$	24,945,227	$	8,412,080	$	2,058,197	$	30,935,342		3,326,381	$	236,419	$	128,378
Manning & Napier Pro-Blend^® Maximum Term Series - Class I		75,799,725		7,908,350		10,519,770		71,968,719		7,196,872		297,606		(2,267,632	)

	$	100,744,952	$	16,320,430	$	12,577,967	$	102,904,061			$	534,025	$	(2,139,254	)


TARGET 2045 SERIES	VALUE AT 10/31/15		PURCHASE COST		SALES PROCEEDS		VALUE AT 4/30/16		SHARES HELD AT 4/30/16		DIVIDEND INCOME		DISTRIBUTIONS AND NET REALIZED GAIN OR LOSS
Manning & Napier Pro-Blend^® Extended Term Series - Class I	$	—	$	606,946	$	28,403	$	614,019		66,024	$	—	$	145

Manning & Napier Pro-Blend^® Maximum Term Series - Class I		9,959,515		3,171,503		1,738,710		11,370,050		1,137,005		38,498		(327,793	)

	$	9,959,515	$	3,778,449	$	1,767,113	$	11,984,069			$	38,498	$	(327,648	)


TARGET 2050 SERIES	VALUE AT 10/31/15		PURCHASE COST		SALES PROCEEDS		VALUE AT 4/30/16		SHARES HELD AT 4/30/16		DIVIDEND INCOME		DISTRIBUTIONS AND NET REALIZED LOSS
Manning & Napier Pro-Blend^® Maximum Term Series - Class I	$	33,066,824	$	5,383,678	$	3,995,771	$	34,203,220		3,420,322	$	128,070	$	(590,137	)

	$	33,066,824	$	5,383,678	$	3,995,771	$	34,203,220			$	128,070	$	(590,137	)


TARGET 2055 SERIES	VALUE AT 10/31/15		PURCHASE COST		SALES PROCEEDS		VALUE AT 4/30/16		SHARES HELD AT 4/30/16		DIVIDEND INCOME		DISTRIBUTIONS AND NET REALIZED LOSS
Manning & Napier Pro-Blend^® Maximum Term Series - Class I	$	3,229,941	$	1,399,357	$	318,308	$	4,347,515		434,751	$	13,126	$	(37,972	)

	$	3,229,941	$	1,399,357	$	318,308	$	4,347,515			$	13,126	$	(37,972	)


TARGET 2060 SERIES	VALUE AT 10/31/15		PURCHASE COST		SALES PROCEEDS		VALUE AT 4/30/16		SHARES HELD AT 4/30/16		DIVIDEND INCOME		DISTRIBUTIONS AND NET REALIZED GAIN
Manning & Napier Pro-Blend^® Maximum Term Series - Class I	$	157,243	$	984,624	$	54,130	$	1,185,875		118,588	$	661	$	3,289

	$	157,243	$	984,624	$	54,130	$	1,185,875			$	661	$	3,289

Notes to Financial Statements (continued)

(unaudited)

6.	Capital Stock Transactions

Transactions in Class K, Class R, and Class I shares:


TARGET INCOME SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15						FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
	CLASS K						CLASS K						CLASS R						CLASS R
	SHARES			AMOUNTS			SHARES			AMOUNTS			SHARES			AMOUNTS			SHARES			AMOUNTS
Shares
Issued in
Reorganization¹								2,286,439		$	21,835,482									74,693		$	705,844
Sold		146,429			1,343,483			417,583			4,120,152			12,834			116,316			46,949			471,844
Reinvested		426,678			3,805,972			476,694			4,705,653			12,915			114,040			115,274			11,123,916
Repurchased		(475,032	)		(4,314,060	)		(1,088,610	)		(10,723,666	)		(146,570	)		(1,318,557	)		(1,231,416	)		(12,101,840	)

Total		98,075		$	835,395			2,092,106		$	19,937,621			(120,821	)	$	(1,088,201	)		(994,500	)	$	(9,800,236	)


TARGET INCOME SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET INCOME SERIES:	CLASS I SHARES			AMOUNTS			CLASS I SHARES			AMOUNTS
Shares
Issued in
Reorganization¹								1,449,688			13,887,987
Sold		244,536			2,226,673			446,104			4,558,364
Reinvested		144,500			1,291,401			108,763			1,075,966
Repurchased		(1,275,919	)		(11,604,481	)		(405,177	)		(4,024,518	)

Total		(886,883	)	$	(8,086,407	)		1,599,378		$	15,497,799


TARGET 2015 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15						FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
	CLASS K						CLASS K						CLASS R						CLASS R
	SHARES			AMOUNTS			SHARES			AMOUNTS			SHARES			AMOUNTS			SHARES			AMOUNTS
Sold		30,139		$	304,135			190,940		$	2,175,614			5,763		$	59,248			37,539		$	426,489
Reinvested		26,838			266,766			15,518			176,996			6,547			65,279			7,339			83,810
Repurchased		(50,080	)		(527,474	)		(158,103	)		(1,821,499	)		(11,525	)		(116,878	)		(101,228	)		(1,160,178	)

Total		6,897		$	43,427			48,355		$	531,111			785		$	7,649			(56,350	)	$	(649,879	)


TARGET 2015 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
	CLASS I						CLASS I
	SHARES			AMOUNTS			SHARES			AMOUNTS
Sold		68,829		$	712,750			182,270		$	2,078,159
Reinvested		31,577			314,509			22,934			262,346
Repurchased		(300,800	)		(3,123,948	)		(142,593	)		(1,626,254	)

Total		(200,394	)	$	(2,096,689	)		62,611		$	714,251


TARGET 2020 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15						FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
	CLASS K						CLASS K						CLASS R						CLASS R
	SHARES			AMOUNTS			SHARES			AMOUNTS			SHARES			AMOUNTS			SHARES			AMOUNTS
Sold		663,833		$	5,650,343			1,820,935		$	17,742,873			69,026		$	595,204			221,254		$	2,137,917
Reinvested		912,555			7,537,701			1,011,644			9,774,681			81,766			667,211			228,457			2,181,770
Repurchased		(956,932	)		(7,973,224	)		(3,228,733	)		(31,463,509	)		(334,899	)		(2,808,785	)		(1,701,100	)		(16,277,608	)

Total		619,456		$	5,214,820			(396,154	)	$	(3,945,955	)		(184,107	)	$	(1,546,370	)		(1,251,389	)	$	(11,957,921	)

Notes to Financial Statements (continued)

(unaudited)

6.	Capital Stock Transactions (continued)


TARGET 2020 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2020 SERIES:	CLASS I SHARES			AMOUNTS			CLASS I SHARES			AMOUNTS
Sold		913,483		$	7,759,006			2,802,754		$	28,335,764
Reinvested		820,501			6,799,324			756,165			7,337,982
Repurchased		(1,742,052	)		(14,606,174	)		(1,371,700	)		(13,273,390	)

Total		(8,068	)	$	(47,844	)		2,187,219		$	22,400,356


TARGET 2025 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15						FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2025 SERIES:	CLASS K SHARES			AMOUNTS			CLASS K SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS
Sold		240,231		$	2,508,342			556,093		$	6,830,718			32,696		$	349,646			56,808		$	691,215
Reinvested		98,788			1,023,443			51,349			623,352			17,125			178,101			20,585			250,329
Repurchased		(208,340	)		(2,228,159	)		(178,234	)		(2,168,108	)		(29,829	)		(325,810	)		(191,936	)		(2,352,130	)

Total		130,679		$	1,303,626			429,208		$	5,285,962			19,992		$	201,937			(114,543	)	$	(1,410,586	)


TARGET 2025 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2025 SERIES:	CLASS I SHARES			AMOUNTS			CLASS I SHARES			AMOUNTS
Sold		360,684		$	3,757,728			539,558		$	6,563,102
Reinvested		111,633			1,152,051			66,271			802,064
Repurchased		(341,339	)		(3,603,977	)		(294,126	)		(3,570,654	)

Total		130,978		$	1,305,802			311,703		$	3,794,512


TARGET 2030 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15						FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2030 SERIES:	CLASS K SHARES			AMOUNTS			CLASS K SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS
Sold		811,173		$	6,784,697			1,826,124		$	18,788,095			144,517		$	1,236,058			295,552		$	3,006,502
Reinvested		1,358,619			10,923,294			1,546,306			15,543,362			187,970			1,498,122			272,475			2,719,456
Repurchased		(752,685	)		(6,287,086	)		(5,593,631	)		(56,679,063	)		(399,801	)		(3,305,161	)		(1,259,362	)		(12,487,469	)

Total		1,417,107		$	11,420,905			(2,221,201	)	$	(22,347,606	)		(67,314	)	$	(570,981	)		(691,335	)	$	(6,761,511	)


TARGET 2030 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2030 SERIES:	CLASS I SHARES			AMOUNTS			CLASS I SHARES			AMOUNTS
Sold		1,266,687		$	10,545,957			2,936,452		$	31,267,444
Reinvested		1,258,211			10,204,090			883,682			8,956,560
Repurchased		(1,198,694	)		(9,929,492	)		(1,136,582	)		(11,506,373	)

Total		1,326,204		$	10,820,555			2,683,552		$	28,717,631

Notes to Financial Statements (continued)

(unaudited)

6.	Capital Stock Transactions (continued)


TARGET 2035 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15						FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2035 SERIES:	CLASS K SHARES			AMOUNTS			CLASS K SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS
Sold		152,126		$	1,652,898			394,251		$	5,158,839			33,834		$	374,873			56,939		$	727,311
Reinvested		92,018			970,786			47,513			602,819			23,149			245,151			18,029			229,367
Repurchased		(55,856	)		(616,289	)		(105,200	)		(1,338,625	)		(14,255	)		(161,172	)		(97,765	)		(1,238,203	)

Total		188,288		$	2,007,395			336,564		$	4,423,033			42,728		$	458,852			(22,797	)	$	(281,525	)


TARGET 2035 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2035 SERIES:	CLASS I SHARES			AMOUNTS			CLASS I SHARES			AMOUNTS
Sold		145,711		$	1,575,973			461,178		$	5,945,774
Reinvested		96,235			1,018,163			59,121			752,204
Repurchased		(184,199	)		(2,014,144	)		(321,116	)		(4,108,120	)

Total		57,747		$	579,992			199,183		$	2,589,858


TARGET 2040 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15						FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2040 SERIES:	CLASS K SHARES			AMOUNTS			CLASS K SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS
Sold		827,785		$	7,089,936			1,367,068		$	14,445,258			86,101		$	734,419			173,002		$	1,823,779
Reinvested		982,198			7,985,273			1,345,541			14,049,199			95,772			773,836			172,074			1,786,156
Repurchased		(613,384	)		(5,131,603	)		(4,280,661	)		(45,014,121	)		(148,321	)		(1,257,365	)		(675,002	)		(6,912,325	)

Total		1,196,599		$	9,943,606			(1,568,052	)	$	(16,519,664	)		33,552		$	250,890			(329,926	)	$	(3,302,390	)


TARGET 2040 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2040 SERIES:	CLASS I SHARES			AMOUNTS			CLASS I SHARES			AMOUNTS
Sold		736,523		$	6,289,443			1,767,484		$	19,737,040
Reinvested		826,261			6,762,679			643,884			6,770,341
Repurchased		(699,845	)		(5,797,210	)		(763,364	)		(8,070,391	)

Total		862,939		$	7,254,912			1,648,004		$	18,436,990


TARGET 2045 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15						FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2045 SERIES:	CLASS K SHARES			AMOUNTS			CLASS K SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS
Sold		204,741		$	2,248,033			120,547		$	1,575,737			27,077		$	300,222			54,775		$	714,708
Reinvested		35,763			388,379			20,811			273,206			16,008			173,049			12,683			165,654
Repurchased		(46,593	)		(543,564	)		(53,667	)		(719,230	)		(23,917	)		(256,867	)		(66,537	)		(873,072	)

Total		193,911		$	2,092,848			87,691		$	1,129,713			19,168		$	216,404			921		$	7,290

Notes to Financial Statements (continued)

(unaudited)

6.	Capital Stock Transactions (continued)


TARGET 2045 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2045 SERIES:	CLASS I SHARES			AMOUNTS			CLASS I SHARES			AMOUNTS
Sold		94,206		$	1,043,924			277,637		$	3,744,526
Reinvested		40,022			435,439			26,079			342,754
Repurchased		(85,956	)		(953,453	)		(152,430	)		(1,994,861	)

Total		48,272		$	525,910			151,286		$	2,092,419


TARGET 2050 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15						FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2050 SERIES:	CLASS K SHARES			AMOUNTS			CLASS K SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS
Sold		295,911		$	2,731,484			663,894		$	7,876,102			55,508		$	514,330			111,753		$	1,315,055
Reinvested		309,890			2,708,298			640,516			7,494,105			46,733			404,245			68,631			797,489
Repurchased		(422,493	)		(3,888,685	)		(3,433,652	)		(40,344,397	)		(36,426	)		(363,609	)		(361,376	)		(4,151,305	)

Total		183,308		$	1,551,097			(2,129,242	)	$	(24,974,190	)		65,815		$	554,966			(180,992	)	$	(2,038,761	)


TARGET 2050 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2050 SERIES:	CLASS I SHARES			AMOUNTS			CLASS I SHARES			AMOUNTS
Sold		475,779		$	4,434,417			680,773		$	8,212,637
Reinvested		334,139			2,929,576			173,370			2,043,399
Repurchased		(267,393	)		(2,494,270	)		(354,807	)		(4,236,301	)

Total		542,525		$	4,869,723			499,336		$	6,019,735


TARGET 2055 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15						FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2055 SERIES:	CLASS K SHARES			AMOUNTS			CLASS K SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS
Sold		35,289		$	391,188			70,074		$	919,046			12,552		$	139,832			20,716		$	267,598
Reinvested		9,648			104,778			11,308			146,585			3,756			40,453			3,176			40,849
Repurchased		(18,215	)		(210,998	)		(117,934	)		(1,549,911	)		(5,870	)		(66,037	)		(28,276	)		(363,445	)

Total		26,722		$	284,968			(36,552	)	$	(484,280	)		10,438		$	114,248			(4,384	)	$	(54,998	)


TARGET 2055 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TARGET 2055 SERIES:	CLASS I SHARES			AMOUNTS			CLASS I SHARES			AMOUNTS
Sold		90,771		$	1,013,302			96,840		$	1,265,526
Reinvested		14,184			155,176			5,406			70,699
Repurchased		(21,898	)		(247,946	)		(33,315	)		(437,883	)

Total		83,057		$	920,532			68,931		$	898,342

Notes to Financial Statements (continued)

(unaudited)

6.	Capital Stock Transactions (continued)


TARGET 2060 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE PERIOD 9/21/15 (COMMENCEMENT OF OPERATIONS) TO 10/31/15				FOR THE SIX MONTHS ENDED 4/30/16						FOR THE PERIOD 9/21/15 (COMMENCEMENT OF OPERATIONS) TO 10/31/15
TARGET 2060 SERIES:	CLASS K SHARES			AMOUNTS			CLASS K SHARES		AMOUNTS		CLASS R SHARES			AMOUNTS			CLASS R SHARES			AMOUNTS
Sold		93,899		$	883,734			5,000	$	50,000		3,011		$	30,337			5,397		$	54,041
Reinvested		—			—			—		—		3			28			—			—
Repurchased		(1,195	)		(12,190	)		—		—		(143	)		(1,404	)		(7	)		(72	)

Total		92,704		$	871,544			5,000	$	50,000		2,871		$	28,961			5,390		$	53,969


TARGET 2060 SERIES:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE PERIOD 9/21/15 (COMMENCEMENT OF OPERATIONS) TO 10/31/15
TARGET 2060 SERIES:	CLASS I SHARES			AMOUNTS			CLASS I SHARES		AMOUNTS
Sold		228		$	2,391			5,000	$	50,000
Reinvested		—			—			—		—
Repurchased		(8	)		(73	)		—		—

Total		220		$	2,318			5,000	$	50,000

¹See Note 1 regarding the reorganization.

The following table represents instances at April 30, 2016, where a shareholder account owned greater than 10% of a Series:


SERIES	NUMBER OF ACCOUNTS OVER 10%		SHARES OWNED		PERCENTAGE OF SERIES SHARES OUTSTANDING			VALUE
Target Income Series		1		5,805,349		64.9	%	$	53,583,369
Target 2015 Series		1		182,386		28.0	%	$	1,880,396
Target 2020 Series		2		7,122,587		40.4	%	$	61,083,386
Target 2025 Series		1		793,295		28.5	%	$	8,504,127
Target 2030 Series		2		7,507,708		38.3	%	$	63,181,924
Target 2035 Series		2		1,027,520		49.0	%	$	11,380,007
Target 2040 Series		3		5,438,305		45.3	%	$	46,570,794
Target 2045 Series		2		424,928		40.8	%	$	4,873,642
Target 2050 Series		3		1,564,746		42.5	%	$	14,512,724
Target 2055 Series		1		147,411		39.5	%	$	1,707,015
Target 2060 Series		1		92,317		83.1	%	$	965,631

Investment activities of these shareholders may have a material effect on the Series.

At April 30, 2016, the Advisor owned 15,000 shares of the Target 2060 Series (13.5% of shares outstanding) valued at $156,850.

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 fund to close out its position(s); and documentation risk relating to disagreement

Notes to Financial Statements (continued)

(unaudited)

7.	Financial Instruments (continued)

over contract terms. No such investments were directly held by the Series as of April 30, 2016.

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.


	TARGET INCOME SERIES		TARGET 2015 SERIES		TARGET 2020 SERIES		TARGET 2025 SERIES		TARGET 2030 SERIES
Ordinary income (2015)	$	1,993,670	$	323,856	$	5,131,810	$	994,754	$	8,177,375
Long-term capital gain (2015)	$	5,034,635	$	226,032	$	14,598,333	$	845,593	$	19,717,662


	TARGET 2035 SERIES		TARGET 2040 SERIES		TARGET 2045 SERIES		TARGET 2050 SERIES		TARGET 2055 SERIES		TARGET 2060 SERIES
Ordinary income (2015)	$	1,009,386	$	6,658,425	$	575,767	$	3,512,578	$	202,996	$	—
Long-term capital gain (2015)	$	666,542	$	16,464,854	$	241,240	$	6,947,427	$	67,345	$	—

At April 30, 2016, the identified cost of investments for federal income tax purposes, the resulting gross unrealized depreciation, and the net unrealized depreciation were as follows:


	TARGET INCOME SERIES			TARGET 2015 SERIES			TARGET 2020 SERIES			TARGET 2025 SERIES			TARGET 2030 SERIES
Cost for federal income tax purposes	$	87,582,768		$	7,061,297		$	164,617,057		$	32,370,357		$	185,124,607
Unrealized appreciation	$	—		$	69,077		$	—		$	393,170		$	—
Unrealized depreciation		(4,957,481	)		(382,433	)		(13,214,429	)		(2,862,212	)		(20,115,472	)

Net unrealized depreciation	$	(4,957,481	)	$	(313,356	)	$	(13,214,429	)	$	(2,469,042	)	$	(20,115,472	)


	TARGET 2035 SERIES			TARGET 2040 SERIES			TARGET 2045 SERIES			TARGET 2050 SERIES			TARGET 2055 SERIES			TARGET 2060 SERIES
Cost for federal income tax purposes	$	26,582,182		$	115,868,551		$	13,562,418		$	38,057,835		$	4,850,889		$	1,082,969
Unrealized appreciation	$	—		$	—		$	35,331		$	—		$	—		$	102,906
Unrealized depreciation		(3,349,800	)		(12,964,490	)		(1,613,680	)		(3,854,615	)		(503,374	)		—

Net unrealized appreciation (depreciation)	$	(3,349,800	)	$	(12,964,490	)	$	(1,578,349	)	$	(3,854,615	)	$	(503,374	)	$	102,906

Renewal of Investment Advisory Agreement

(unaudited)

•

Renewal of Investment Advisory Agreement

(unaudited)

•

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

Prospectus and Statement of Additional Information (SAI)

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

MNTGT-04/16-SAR

LOGO

Disciplined Value Series

Shareholder Expense Example

(unaudited)

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 (November 1, 2015 to April 30, 2016).

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 for the Class in which you have invested with the 5% hypothetical examples that appear in the shareholder reports of the other funds.


	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD* 11/1/15-4/30/16	ANNUALIZED EXPENSE RATIO
Class S
Actual	$1,000.00	$1,031.10	$4.09	0.81%
Hypothetical
(5% return before expenses)	$1,000.00	$1,020.84	$4.07	0.81%
Class I
Actual	$1,000.00	$1,032.50	$2.83	0.56%
Hypothetical
(5% return before expenses)	$1,000.00	$1,022.08	$2.82	0.56%

*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 182/366 to reflect the one-half year period.

Disciplined Value Series

Portfolio Composition as of April 30, 2016

(unaudited)

LOGO

Disciplined Value Series

Investment Portfolio - April 30, 2016

(unaudited)


	SHARES		VALUE (NOTE 2)

COMMON STOCKS - 99.0%

Consumer Discretionary - 9.5%
Auto Components - 1.1%
Johnson Controls, Inc.		26,504	$	1,097,266
Magna International, Inc. (Canada)		16,292		684,590


				1,781,856

Automobiles - 1.2%
Harley-Davidson, Inc.		13,307		636,474
Honda Motor Co., Ltd. - ADR (Japan)		50,930		1,373,073


				2,009,547

Distributors - 0.4%
Genuine Parts Co.		7,590		728,412

Media - 1.7%
Omnicom Group, Inc.		10,920		906,032
Thomson Reuters Corp.		29,853		1,227,854
Viacom, Inc. - Class B		16,864		689,738


				2,823,624

Multiline Retail - 1.0%
Target Corp.		20,115		1,599,142

Specialty Retail - 3.5%
Best Buy Co., Inc.		18,484		592,967
The Gap, Inc.		23,819		552,124
The Home Depot, Inc.		34,583		4,630,318


				5,775,409

Textiles, Apparel & Luxury Goods - 0.6%
VF Corp.		14,745		929,672


Total Consumer Discretionary				15,647,662

Consumer Staples - 17.2%
Beverages - 3.2%
Dr. Pepper Snapple Group, Inc.		9,599		872,645
PepsiCo, Inc.		43,064		4,433,869


				5,306,514

Food & Staples Retailing - 3.7%
Sysco Corp.		24,938		1,148,894
Wal-Mart Stores, Inc.		74,812		5,002,678


				6,151,572

Food Products - 2.4%
ConAgra Foods, Inc.		20,218		900,914
General Mills, Inc.		22,996		1,410,575
The Hershey Co.		9,545		888,735

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

Disciplined Value Series

Investment Portfolio - April 30, 2016

(unaudited)


	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Consumer Staples (continued)
Food Products (continued)
The J.M. Smucker Co.		6,005	$	762,515


				3,962,739

Household Products - 5.8%
The Clorox Co.		6,305		789,575
Colgate-Palmolive Co.		27,742		1,967,463
Kimberly-Clark Corp.		10,147		1,270,303
The Procter & Gamble Co.		69,240		5,547,509


				9,574,850

Personal Products - 2.1%
Unilever plc - ADR (United Kingdom)		75,216		3,374,190


Total Consumer Staples				28,369,865

Energy - 3.7%
Energy Equipment & Services - 2.2%
National Oilwell Varco, Inc.		20,172		726,999
Schlumberger Ltd.		35,736		2,871,030


				3,598,029

Oil, Gas & Consumable Fuels - 1.5%
Marathon Petroleum Corp.		20,436		798,639
Ultrapar Participacoes S.A. - ADR (Brazil)		29,591		620,819
Valero Energy Corp.		18,348		1,080,147


				2,499,605


Total Energy				6,097,634

Financials - 9.3%
Banks - 9.3%
BB&T Corp.		32,263		1,141,465
Fifth Third Bancorp		39,353		720,553
JPMorgan Chase & Co.		74,112		4,683,878
The PNC Financial Services Group, Inc.		17,466		1,533,165
U.S. Bancorp		50,929		2,174,159
Wells Fargo & Co.		99,184		4,957,216


Total Financials				15,210,436

Health Care - 16.3%
Biotechnology - 2.8%
AbbVie, Inc.		36,446		2,223,206
Amgen, Inc.		15,667		2,480,086


				4,703,292

Health Care Equipment & Supplies - 1.4%
Abbott Laboratories		37,268		1,449,725

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

Disciplined Value Series

Investment Portfolio - April 30, 2016

(unaudited)


			VALUE
	SHARES		(NOTE 2)

COMMON STOCKS (continued)

Health Care (continued)
Health Care Equipment & Supplies (continued)
St. Jude Medical, Inc.		11,393	$	868,147


				2,317,872

Pharmaceuticals - 12.1%
Johnson & Johnson		60,332		6,762,010
Merck & Co., Inc.		71,325		3,911,463
Pfizer, Inc.		147,755		4,833,066
Sanofi - ADR (France)		66,051		2,714,696
Teva Pharmaceutical Industries Ltd. - ADR (Israel)		30,107		1,639,326


				19,860,561


Total Health Care				26,881,725

Industrials - 19.0%
Aerospace & Defense - 6.1%
The Boeing Co.		18,669		2,516,581
General Dynamics Corp.		11,566		1,625,254
Lockheed Martin Corp.		9,270		2,154,162
Raytheon Co.		11,019		1,392,251
United Technologies Corp.		22,718		2,371,078


				10,059,326

Air Freight & Logistics - 1.5%
United Parcel Service, Inc. - Class B		23,924		2,513,695

Commercial Services & Supplies - 1.1%
Tyco International plc		18,079		696,403
Waste Management, Inc.		19,253		1,131,884


				1,828,287

Electrical Equipment - 3.0%
ABB Ltd. (Asea Brown Boveri) - ADR (Switzerland)		79,481		1,677,844
Eaton Corp. plc		18,311		1,158,537
Emerson Electric Co.		25,042		1,368,044
Rockwell Automation, Inc.		6,572		745,725


				4,950,150

Industrial Conglomerates - 2.6%
3M Co.		20,378		3,410,870
Koninklijke Philips N.V. - NY Shares (Netherlands)		32,095		882,933


				4,293,803

Machinery - 3.4%
Caterpillar, Inc.		20,187		1,568,934
Cummins, Inc.		7,681		898,907
Illinois Tool Works, Inc.		13,612		1,422,726

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

Disciplined Value Series

Investment Portfolio - April 30, 2016

(unaudited)


			VALUE
	SHARES		(NOTE 2)

COMMON STOCKS (continued)

Industrials (continued)
Machinery (continued)
Parker-Hannifin Corp.		6,653	$	771,881
Stanley Black & Decker, Inc.		7,473		836,378


				5,498,826

Road & Rail - 1.3%
Union Pacific Corp.		24,966		2,177,784


Total Industrials				31,321,871

Information Technology - 17.3%
Communications Equipment - 2.6%
Cisco Systems, Inc.		120,275		3,306,360
Telefonaktiebolaget LM Ericsson - ADR (Sweden)		128,064		1,036,038


				4,342,398

IT Services - 3.7%
Automatic Data Processing, Inc.		16,570		1,465,451
International Business Machines Corp.		21,685		3,164,709
Paychex, Inc.		16,966		884,268
Xerox Corp.		56,636		543,706


				6,058,134

Semiconductors & Semiconductor Equipment - 6.2%
Intel Corp.		119,346		3,613,797
QUALCOMM, Inc.		43,921		2,218,889
Taiwan Semiconductor Manufacturing Co. Ltd. - ADR (Taiwan)		105,057		2,478,295
Texas Instruments, Inc.		31,992		1,824,824


				10,135,805

Software - 4.0%
CA, Inc.		22,673		672,481
Microsoft Corp.		119,419		5,955,425


				6,627,906

Technology Hardware, Storage & Peripherals - 0.8%
Canon, Inc. - ADR (Japan)		48,045		1,341,897


Total Information Technology				28,506,140

Materials - 4.0%
Chemicals - 2.3%
LyondellBasell Industries N.V. - Class A		15,786		1,305,029
Monsanto Co.		13,357		1,251,284
Praxair, Inc.		10,786		1,266,923


				3,823,236

Construction Materials - 0.6%
CRH plc - ADR (Ireland)		34,434		1,002,374

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

Disciplined Value Series

Investment Portfolio - April 30, 2016

(unaudited)


	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Materials (continued)
Containers & Packaging - 0.6%
International Paper Co.		20,266	$	876,910


Metals & Mining - 0.5%
Nucor Corp.		15,515		772,337


Total Materials				6,474,857

Telecommunication Services - 2.7%
Diversified Telecommunication Services - 0.7%
Telekomunikasi Indonesia Persero Tbk PT - ADR (Indonesia)		21,053		1,123,599


Wireless Telecommunication Services - 2.0%
NTT DOCOMO, Inc. - ADR (Japan)		105,511		2,568,138
SK Telecom Co. Ltd. - ADR (South Korea)		36,602		732,040


				3,300,178


Total Telecommunication Services				4,423,777


TOTAL COMMON STOCKS (Identified Cost $148,043,627)				162,933,967


SHORT-TERM INVESTMENT - 1.1%
Dreyfus Cash Management, Inc. - Institutional Shares¹, 0.29%
(Identified Cost $1,859,938)		1,859,938		1,859,938

TOTAL INVESTMENTS - 100.1%
(Identified Cost $149,903,565)				164,793,905
LIABILITIES, LESS OTHER ASSETS - (0.1%)				(129,855	)

NET ASSETS - 100%			$	164,664,050

ADR - American Depositary Receipt

¹Rate shown is the current yield as of April 30, 2016.

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

Disciplined Value Series

Statement of Assets and Liabilities

April 30, 2016 (unaudited)


ASSETS:

Investments, at value (identified cost $149,903,565) (Note 2)	$	164,793,905
Dividends receivable		255,811
Foreign tax reclaims receivable		111,072
Receivable for fund shares sold		66,546
Prepaid and other expenses		8,401


TOTAL ASSETS		165,235,735


LIABILITIES:

Accrued management fees (Note 3)		60,880
Accrued fund accounting and administration fees (Note 3)		11,836
Accrued transfer agent fees (Note 3)		4,001
Accrued shareholder services fees (Class S) (Note 3)		2,610
Accrued Chief Compliance Officer service fees (Note 3)		381
Payable for fund shares repurchased		459,381
Audit fees payable		16,626
Other payables and accrued expenses		15,970


TOTAL LIABILITIES		571,685


TOTAL NET ASSETS	$	164,664,050


NET ASSETS CONSIST OF:

Capital stock	$	121,283
Additional paid-in-capital		144,909,164
Undistributed net investment income		499,180
Accumulated net realized gain on investments		4,244,083
Net unrealized appreciation on investments		14,890,340


TOTAL NET ASSETS	$	164,664,050


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S
($12,844,828/1,304,211 shares)	$	9.85


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I
($151,819,222/10,824,040 shares)	$	14.03

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

Disciplined Value Series

Statement of Operations

For the Six Months Ended April 30, 2016 (unaudited)


INVESTMENT INCOME:

Dividends (net of foreign taxes withheld, $22,498)	$	2,392,873


EXPENSES:

Management fees (Note 3)		361,294
Fund accounting and administration fees (Note 3)		27,206
Shareholder services fees (Class S)(Note 3)		17,237
Transfer agent fees (Note 3)		6,999
Directors’ fees (Note 3)		3,274
Chief Compliance Officer service fees (Note 3)		1,258
Custodian fees		5,378
Miscellaneous		43,057


Total Expenses		465,703


NET INVESTMENT INCOME		1,927,170


REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:

Net realized gain on investments		4,345,655
Net change in unrealized appreciation (depreciation) on investments		(1,232,577	)


NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS		3,113,078


NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	5,040,248

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

Disciplined Value Series

Statements of Changes in Net Assets


	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15
DECREASE IN NET ASSETS:

OPERATIONS:
Net investment income	$	1,927,170		$	4,783,262
Net realized gain on investments		4,345,655			21,255,846
Net change in unrealized appreciation (depreciation) on investments		(1,232,577	)		(23,865,543	)

Net increase from operations		5,040,248			2,173,565


DISTRIBUTIONS TO SHAREHOLDERS (Note 8):

From net investment income (Class S)		(214,101	)		(445,287	)
From net investment income (Class I)		(1,784,343	)		(4,361,188	)
From net realized gain on investments (Class S)		(2,478,979	)		(940,919	)
From net realized gain on investments (Class I)		(18,818,161	)		(9,412,072	)


Total distributions to shareholders		(23,295,584	)		(15,159,466	)


CAPITAL STOCK ISSUED AND REPURCHASED:

Net increase (decrease) from capital share transactions (Note 5)		6,449,833			(15,596,999	)


Net decrease in net assets		(11,805,503	)		(28,582,900	)

NET ASSETS:

Beginning of period		176,469,553			205,052,453


End of period (including undistributed net investment income of $499,180 and $570,453, respectively)	$	164,664,050		$	176,469,553

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

Disciplined Value Series

Financial Highlights - Class S


	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED									FOR THE PERIOD 3/1/12¹ TO 10/31/12
	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			FOR THE PERIOD 3/1/12¹ TO 10/31/12
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	11.64		$	12.75		$	11.88		$	10.14		$	10.00

Income from investment operations:
Net investment income²		0.10			0.26			0.26			0.26			0.12
Net realized and unrealized gain (loss) on investments		0.18			(0.21	)		1.25			1.89			0.23


Total from investment operations		0.28			0.05			1.51			2.15			0.35


Less distributions to shareholders:
From net investment income		(0.16	)		(0.36	)		(0.34	)		(0.35	)		(0.21	)
From net realized gain on investments		(1.91	)		(0.80	)		(0.30	)		(0.06	)		—


Total distributions to shareholders		(2.07	)		(1.16	)		(0.64	)		(0.41	)		(0.21	)


Net asset value - End of period	$	9.85		$	11.64		$	12.75		$	11.88		$	10.14


Net assets - End of period (000’s omitted)	$	12,845		$	15,471		$	13,716		$	10,667		$	5,130

Total return³		3.11	%		0.63	%		13.12	%		21.70	%		3.59	%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.81	%⁴		0.79	%		0.79	%		0.81	%		0.86	%⁴
Net investment income		2.01	%⁴		2.14	%		2.11	%		2.31	%		1.76	%⁴
Portfolio turnover		22	%		49	%		23	%		19	%		16	%

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.

Disciplined Value Series

Financial Highlights - Class I*


	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	15.69		$	16.76		$	15.41		$	13.03		$	11.96		$	12.41

Income from investment operations:
Net investment income¹		0.16			0.39			0.38			0.37			0.34			0.27
Net realized and unrealized gain (loss) on investments		0.27			(0.27	)		1.64			2.45			1.05			0.88

Total from investment operations		0.43			0.12			2.02			2.82			1.39			1.15

Less distributions to shareholders:
From net investment income		(0.18	)		(0.39	)		(0.37	)		(0.38	)		(0.30	)		(0.30	)
From net realized gain on investments		(1.91	)		(0.80	)		(0.30	)		(0.06	)		(0.02	)		(1.30	)

Total distributions to shareholders		(2.09	)		(1.19	)		(0.67	)		(0.44	)		(0.32	)		(1.60	)

Net asset value - End of period	$	14.03		$	15.69		$	16.76		$	15.41		$	13.03		$	11.96

Net assets - End of period (000’s omitted)	$	151,819		$	160,999		$	191,337		$	158,989		$	128,760		$	79,028

Total return²		3.25	%		0.91	%		13.44	%		22.02	%		11.77	%		10.17	%
Ratios (to average net assets)/Supplemental Data:
Expenses**		0.56	%³		0.54	%		0.54	%		0.56	%		0.59	%		0.60	%
Net investment income		2.27	%³		2.44	%		2.38	%		2.63	%		2.69	%		2.41	%
Portfolio turnover		22	%		49	%		23	%		19	%		16	%		8	%

*Effective March 1, 2012, the shares of the Series have been designated as Class I.
**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:

		N/A			N/A			N/A			N/A			N/A			0.45	%

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.

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

Disciplined Value Series

Notes to Financial Statements

(unaudited)

1.	Organization

Disciplined Value 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 competitive returns consistent with the broad equity market while providing a level of capital protection during market downturns.

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 April 30, 2016, 10.5 billion shares have been designated in total among 40 series, of which 100 million have been designated as Disciplined Value Series Class I common stock and 100 million have been designated as Disciplined Value Series Class S common stock.

2.	Significant Accounting Policies

Security Valuation

Disciplined Value Series

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Security Valuation (continued)

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 April 30, 2016 in valuing the Series’ assets or liabilities carried at fair value:


DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	15,647,662	$	15,647,662	$	—	$	—
Consumer Staples		28,369,865		28,369,865		—		—
Energy		6,097,634		6,097,634		—		—
Financials		15,210,436		15,210,436		—		—
Health Care		26,881,725		26,881,725		—		—
Industrials		31,321,871		31,321,871		—		—
Information Technology		28,506,140		28,506,140		—		—
Materials		6,474,857		6,474,857		—		—
Telecommunication Services		4,423,777		4,423,777		—		—
Mutual Fund		1,859,938		1,859,938		—		—

Total assets	$	164,793,905	$	164,793,905	$	—	$	—

There were no Level 2 or Level 3 securities held by the Series as of October 31, 2015 or April 30, 2016.

Security Transactions, Investment Income and Expenses

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 class specific expenses), 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.

Disciplined Value 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 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.

Foreign Taxes

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

Other

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.

Disciplined Value Series

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 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, the Class S shares of the Series pay 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 February 28, 2017, 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 shareholder service fees, at no more than 0.60% of average daily net assets each year. For the six months ended April 30, 2016, the Advisor did not waive fees or reimburse expenses for the Series. The Advisor is not eligible to recoup any expenses that have been waived or reimbursed in prior years.

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 April 30, 2016, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $35,684,908 and $50,582,524, respectively. There were no purchases or sales of U.S. Government securities.

5.	Capital Stock Transactions

Transactions in Class S and I shares of Disciplined Value Series were:


CLASS S	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		183,920		$	1,836,447			502,112		$	6,090,178
Reinvested		282,259			2,687,964			118,130			1,368,047
Repurchased		(491,136	)		(4,776,748	)		(367,006	)		(4,408,509	)

Total		(24,957	)	$	(252,337	)		253,236		$	3,049,716

Disciplined Value Series

Notes to Financial Statements (continued)

(unaudited)

5.	Capital Stock Transactions (continued)


CLASS I	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		990,424		$	13,516,246			2,135,524		$	34,619,779
Reinvested		731,879			9,899,459			405,303			6,294,873
Repurchased		(1,160,408	)		(16,713,535	)		(3,694,895	)		(59,561,367	)

Total		561,895		$	6,702,170			(1,154,068	)	$	(18,646,715	)

At April 30, 2016, one shareholder account owned 4,059,430 shares of the Series (34.6% of shares outstanding) valued at $56,953,804. In addition, the retirement plan of the Advisor and its affiliates owned 261,464 shares of the Series (2.2% of shares outstanding) valued at $3,668,346. Investment activities of these shareholders may have a material effect on the Series.

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 April 30, 2016.

7.	Foreign Securities

8.	Federal Income Tax Information


Ordinary income	$	5,052,392
Long-term capital gains		10,107,074


Cost for federal income tax purposes	$	150,088,889
Unrealized appreciation		20,604,071
Unrealized depreciation		(5,899,055	)

Net unrealized appreciation	$	14,705,016

Disciplined Value Series

Renewal of Investment Advisory Agreement

(unaudited)

•

Disciplined Value Series

Renewal of Investment Advisory Agreement

(unaudited)

•

{This page intentionally left blank}

Disciplined Value 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

Prospectus and Statement of Additional Information (SAI)

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

MNDIV-04/16-SAR

LOGO

Overseas Series

Shareholder Expense Example

(unaudited)

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2015 to April 30, 2016).

Actual Expenses

Hypothetical Example for Comparison Purposes


	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD* 11/1/15-4/30/16
Actual	$1,000.00	$1,004.70	$3.74
Hypothetical
(5% return before expenses)	$1,000.00	$1,021.13	$3.77

*Expenses are equal to the Series’ annualized expense ratio (for the six-month period) of 0.75%, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The Series’ total return would have been lower had certain expenses not been waived during the period.

Overseas Series

Portfolio Composition as of April 30, 2016

(unaudited)

LOGO

Overseas Series

Investment Portfolio - April 30, 2016

(unaudited)


			VALUE
	SHARES		(NOTE 2)

COMMON STOCKS - 96.3%

Consumer Discretionary - 18.2%
Diversified Consumer Services - 2.3%
Kroton Educacional S.A. (Brazil)		7,693,020	$	28,676,170

Hotels, Restaurants & Leisure - 3.0%
Accor S.A. (France)¹		829,690		36,741,547

Media - 7.7%
ITV plc (United Kingdom)¹		12,394,440		40,855,417
Liberty Global plc - Class A - ADR (United Kingdom)*		1,132,230		42,719,038
Modern Times Group MTG AB - Class B (Sweden)¹		335,385		10,069,413


				93,643,868

Specialty Retail - 2.2%
Kingfisher plc (United Kingdom)¹		5,081,089		27,070,729

Textiles, Apparel & Luxury Goods - 3.0%
lululemon athletica, Inc. (United States)*		551,590		36,156,723


Total Consumer Discretionary				222,289,037

Consumer Staples - 27.0%
Beverages - 11.1%
Ambev S.A. - ADR (Brazil)		6,105,365		34,128,990
Anheuser-Busch InBev N.V. (Belgium)¹		305,920		37,950,758
Diageo plc (United Kingdom)¹		1,497,880		40,496,968
Remy Cointreau S.A. (France)¹		19,633		1,632,466
SABMiller plc (United Kingdom)¹		344,650		21,108,504


				135,317,686

Food & Staples Retailing - 1.3%
Tesco plc (United Kingdom)*¹		6,462,910		16,248,072

Food Products - 4.9%
Danone S.A. (France)¹		424,450		29,738,547
Nestle S.A. (Switzerland)¹		401,410		29,961,117


				59,699,664

Personal Products - 5.2%
Beiersdorf AG (Germany)¹		137,360		12,334,344
Unilever plc - ADR (United Kingdom)		1,142,360		51,246,270


				63,580,614

Tobacco - 4.5%
Japan Tobacco, Inc. (Japan)¹		1,020,700		41,703,698
Swedish Match AB (Sweden)¹		390,970		12,417,927


				54,121,625


Total Consumer Staples				328,967,661

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

Overseas Series

Investment Portfolio - April 30, 2016

(unaudited)


			VALUE
	SHARES		(NOTE 2)

COMMON STOCKS (continued)
Energy - 6.3%
Energy Equipment & Services - 3.5%
Schlumberger Ltd. (United States)		530,400	$	42,612,336

Oil, Gas & Consumable Fuels - 2.8%
Cameco Corp. (Canada)		2,724,370		34,081,869


Total Energy				76,694,205

Health Care - 15.6%
Health Care Equipment & Supplies - 4.9%
Medtronic plc (United States)		561,130		44,413,440
Shandong Weigao Group Medical Polymer Co. Ltd. - Class H (China)¹		24,337,458		14,610,397


				59,023,837

Health Care Providers & Services - 4.0%
Fresenius Medical Care AG & Co. KGaA (Germany)¹		565,440		49,214,504

Life Sciences Tools & Services - 1.9%
QIAGEN N.V. (United States)*		484,254		10,876,345
QIAGEN N.V. (United States)*¹		566,386		12,738,441


				23,614,786

Pharmaceuticals - 4.8%
Novartis AG - ADR (Switzerland)		524,830		39,871,335
Perrigo Co. plc (United States)		189,280		18,297,698


				58,169,033


Total Health Care				190,022,160

Industrials - 6.8%
Aerospace & Defense - 1.0%
Safran S.A. (France)¹		178,555		12,309,575

Airlines - 1.0%
Ryanair Holdings plc - ADR (Ireland)		148,697		12,037,022

Machinery - 2.3%
Sulzer AG (Switzerland)¹		164,155		14,984,947
The Weir Group plc (United Kingdom)¹		746,250		13,108,401


				28,093,348


Trading Companies & Distributors - 2.5%
Brenntag AG (Germany)¹		526,879		30,948,277


Total Industrials				83,388,222

Information Technology - 16.9%
Internet Software & Services - 10.5%
Alibaba Group Holding Ltd. - ADR (China)*		550,550		42,359,317
Baidu, Inc. - ADR (China)*		225,580		43,830,194
Tencent Holdings Ltd. - Class H (China)¹		2,049,400		41,701,838


				127,891,349

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

Overseas Series

Investment Portfolio - April 30, 2016

(unaudited)


			VALUE
	SHARES		(NOTE 2)

COMMON STOCKS (continued)

Information Technology (continued)
IT Services - 3.3%
Amdocs Ltd. - ADR (United States)		712,904	$	40,307,592

Technology Hardware, Storage & Peripherals - 3.1%
Samsung Electronics Co. Ltd. (South Korea)¹		34,620		37,729,971


Total Information Technology				205,928,912

Materials - 2.5%
Chemicals - 0.3%
Sociedad Quimica y Minera de Chile S.A. - ADR (Chile)		211,442		4,404,337

Metals & Mining - 2.2%
Alumina Ltd. (Australia)¹		11,356,728		12,824,188
Norsk Hydro ASA (Norway)¹		3,137,214		13,649,967


				26,474,155


Total Materials				30,878,492

Telecommunication Services - 3.0%
Wireless Telecommunication Services - 3.0%
America Movil S.A.B. de C.V. - Class L - ADR (Mexico)		2,537,830		35,935,673

TOTAL COMMON STOCKS
(Identified Cost $1,180,999,317)				1,174,104,362


SHORT-TERM INVESTMENT - 0.3%

Dreyfus Cash Management, Inc. - Institutional Shares², 0.29%
(Identified Cost $4,115,859)		4,115,859		4,115,859


TOTAL INVESTMENTS - 96.6%
(Identified Cost $1,185,115,176)				1,178,220,221
OTHER ASSETS, LESS LIABILITIES - 3.4%				41,318,242

NET ASSETS - 100%			$	1,219,538,463

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 April 30, 2016.

The Series’ portfolio holds, as a percentage of net assets, greater than 10% in the following countries: United Kingdom - 20.7%; United States - 16.9%; China - 11.7.%.

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

Overseas Series

Statement of Assets & Liabilities

April 30, 2016 (unaudited)


ASSETS:

Investments, at value (identified cost $1,185,115,176) (Note 2)	$	1,178,220,221
Foreign currency, at value (identified cost $141)		141
Receivable for securities sold		32,935,027
Foreign tax reclaims receivable		5,276,753
Dividends receivable		5,656,900
Receivable for fund shares sold		74,642
Prepaid expenses		29,494


TOTAL ASSETS		1,222,193,178


LIABILITIES:

Accrued management fees (Note 3)		698,673
Accrued fund accounting and administration fees (Note 3)		68,543
Accrued transfer agent fees (Note 3)		2,554
Accrued Chief Compliance Officer service fees (Note 3)		381
Accrued custodian fees		255,091
Payable for securities purchased		1,398,271
Payable for fund shares repurchased		149,585
Other payables and accrued expenses		81,617


TOTAL LIABILITIES		2,654,715


TOTAL NET ASSETS	$	1,219,538,463


NET ASSETS CONSIST OF:

Capital stock	$	579,408
Additional paid-in-capital		1,410,428,853
Undistributed net investment income		12,259,768
Accumulated net realized loss on investments, foreign currency and translation of other assets and liabilities		(196,697,126	)
Net unrealized appreciation (depreciation) on investments, foreign currency and translation of other assets and liabilities		(7,032,440	)


TOTAL NET ASSETS	$	1,219,538,463


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE ($1,219,538,463/57,940,815 shares)	$	21.05

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

Overseas Series

Statement of Operations

For the Six Months Ended April 30, 2016 (unaudited)


INVESTMENT INCOME:

Dividends (net of foreign taxes withheld, $2,083,899)	$	18,859,384


EXPENSES:

Management fees (Note 3)		4,715,485
Fund accounting and administration fees (Note 3)		97,223
Directors’ fees (Note 3)		38,269
Transfer agent fees (Note 3)		3,789
Chief Compliance Officer service fees (Note 3)		1,258
Custodian fees		188,594
Miscellaneous		96,284


Total Expenses		5,140,902


Less reduction of expenses (Note 3)		(88,787	)


Net Expenses		5,052,115


NET INVESTMENT INCOME		13,807,269


REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:

Net realized loss on-
Investments		(100,000,131	)
Foreign currency and translation of other assets and liabilities		(118,656	)


		(100,118,787	)

Net change in unrealized appreciation (depreciation) on-
Investments		77,881,930
Foreign currency and translation of other assets and liabilities		198,268


		78,080,198


NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		(22,038,589	)


NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	(8,231,320	)

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

Overseas Series

Statements of Changes in Net Assets


	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15
INCREASE (DECREASE) IN NET ASSETS:

OPERATIONS:

Net investment income	$	13,807,269		$	31,225,146
Net realized loss on investments and foreign currency		(100,118,787	)		(96,890,011	)
Net change in unrealized appreciation (depreciation) on investments and foreign currency		78,080,198			11,166,783


Net decrease from operations		(8,231,320	)		(54,498,082	)


DISTRIBUTIONS TO SHAREHOLDERS (Note 8):

From net investment income		(27,334,427	)		(38,104,257	)
From net realized gain on investments		—	��		(188,046,421	)


Total distributions to shareholders		(27,334,427	)		(226,150,678	)


CAPITAL STOCK ISSUED AND REPURCHASED:

Net decrease from capital share transactions (Note 5)		(470,173,332	)		(646,381,264	)


Net decrease in net assets		(505,739,079	)		(927,030,024	)

NET ASSETS:

Beginning of period		1,725,277,542			2,652,307,566


End of period (including undistributed net investment income of $12,259,768 and $25,786,926, respectively)	$	1,219,538,463		$	1,725,277,542

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

Overseas Series

Financial Highlights


	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEARS ENDED
	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	21.34		$	24.31		$	27.39		$	22.47		$	22.63		$	24.22

Income (loss) from investment operations:
Net investment income¹		0.21			0.32			0.36			0.41			0.36			0.75
Net realized and unrealized gain (loss) on investments		(0.13	)		(1.14	)		(1.98	)		4.88			0.51			(2.09	)


Total from investment operations		0.08			(0.82	)		(1.62	)		5.29			0.87			(1.34	)


Less distributions to shareholders:
From net investment income		(0.37	)		(0.36	)		(0.37	)		(0.37	)		(0.52	)		(0.25	)
From net realized gain on investments		—			(1.79	)		(1.09	)		—			(0.51	)		—	²

Total distributions to shareholders		(0.37	)		(2.15	)		(1.46	)		(0.37	)		(1.03	)		(0.25	)

Net asset value - End of period	$	21.05		$	21.34		$	24.31		$	27.39		$	22.47		$	22.63

Net assets - End of period (000’s omitted)	$	1,219,538		$	1,725,278		$	2,652,308		$	2,661,662		$	1,993,999		$	1,336,187

Total return³		0.47	%		(3.02	%)		(6.13	%)		23.87	%		4.61	%		(5.61	%)
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.75	%⁴		0.74	%		0.74	%		0.75	%		0.75	%		0.75	%
Net investment income		2.05	%⁴		1.41	%		1.37	%		1.65	%		1.68	%		3.04	%
Portfolio turnover		23	%		59	%		39	%		43	%		42	%		37	%

*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:

		0.01	%⁴		N/A			N/A			N/A			0.00	%⁵		0.01	%

¹Calculated based on average shares outstanding during the periods.

²Less than $0.01 per share.

³Represents aggregate total return for the period indicated, and assumes reinvestment of all distributions. Periods less than one year are not annualized.

⁴Annualized.

⁵Less than 0.01%.

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

Overseas Series

Notes to Financial Statements

(unaudited)

1.	Organization

Overseas 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.

2.	Significant Accounting Policies

Security Valuation

Overseas 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 April 30, 2016 in valuing the Series’ assets or liabilities carried at fair value:


DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	222,289,037	$	107,551,931	$	114,737,106	$	—
Consumer Staples		328,967,661		85,375,260		243,592,401		—
Energy		76,694,205		76,694,205		—		—
Health Care		190,022,160		113,458,818		76,563,342		—
Industrials		83,388,222		12,037,022		71,351,200		—
Information Technology		205,928,912		126,497,103		79,431,809		—
Materials		30,878,492		4,404,337		26,474,155		—
Telecommunication Services		35,935,673		35,935,673		—		—
Mutual Fund		4,115,859		4,115,859		—		—

Total assets	$	1,178,220,221	$	566,070,208	$	612,150,013	$	—

There were no Level 3 securities held by the Series as of October 31, 2015 or April 30, 2016.

Security Transactions, Investment Income and Expenses

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

Overseas Series

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Foreign Currency Translation (continued)

Federal Taxes

Foreign Taxes

Distributions of Income and Gains

Indemnifications

Other

Overseas Series

Notes to Financial Statements (continued)

(unaudited)

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.

The Advisor has contractually agreed, until at least February 28, 2017, 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 0.75% of average daily net assets each year. Accordingly, the Advisor waived fees of $88,787 for the six months ended April 30, 2016, 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.

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 April 30, 2016, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $303,377,486 and $793,606,301 respectively. There were no purchases or sales of U.S. Government securities.

Overseas Series

Notes to Financial Statements (continued)

(unaudited)

5.	Capital Stock Transactions

Transactions in Class A shares of Overseas Series were:


	FOR THE SIX MONTHS ENDED 4/31/2016						FOR THE YEAR ENDED 10/31/2015
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		4,324,976		$	84,220,284			8,589,455		$	192,939,757
Reinvested		1,253,129			25,137,767			10,511,668			216,435,237
Repurchased		(28,493,106	)		(579,531,383	)		(47,346,296	)		(1,055,756,258	)

Total		(22,915,001	)	$	(470,173,332	)		(28,245,173	)	($	646,381,264	)

At April 30, 2016, the retirement plan of the Advisor and its affiliates owned 229,666 shares of the Series (0.4% of shares outstanding) valued at $4,834,468.

6.	Financial Instruments

7.	Foreign Securities

8.	Federal Income Tax Information


Ordinary income	$	73,208,251
Long-term capital gains		152,942,427

At April 30, 2016, the tax basis of components of distributable earnings and the net unrealized depreciation based on the identified cost for federal income tax purposes were as follows:


Cost for federal income tax purposes	$	1,227,158,109
Unrealized appreciation		72,972,468
Unrealized depreciation		(121,910,356	)

Net unrealized depreciation	$	(48,937,888	)

Overseas Series

Renewal of Investment Advisory Agreement

(unaudited)

•

Overseas Series

Renewal of Investment Advisory Agreement

(unaudited)

•

{This page intentionally left blank}

Overseas 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

Prospectus and Statement of Additional Information (SAI)

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

MNOVS-4/16-SAR

LOGO

Shareholder Expense Example - Pro-Blend^® Conservative Term Series

(unaudited)

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 (November 1, 2015 to April 30, 2016).

Actual Expenses

The Actual lines of the table 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 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 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 such as sales charges (loads), redemption fees, or exchange fees that you may incur in other mutual funds. 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.


	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16*	ANNUALIZED EXPENSE RATIO
Class S
Actual	$1,000.00	$1,009.30	$4.40	0.88%
Hypothetical (5% return before expenses)	$1,000.00	$1,020.49	$4.42	0.88%
Class I
Actual	$1,000.00	$1,009.70	$3.40	0.68%
Hypothetical (5% return before expenses)	$1,000.00	$1,021.48	$3.42	0.68%
Class C
Actual	$1,000.00	$1,005.10	$8.48	1.70%
Hypothetical (5% return before expenses)	$1,000.00	$1,016.41	$8.52	1.70%
Class R
Actual	$1,000.00	$1,007.90	$5.89	1.18%
Hypothetical (5% return before expenses)	$1,000.00	$1,019.00	$5.92	1.18%

Portfolio Composition - Pro-Blend^® Conservative Term Series

As of April 30, 2016 (unaudited)

LOGO


Sector Allocation⁵
Financials	14.0	%
Information Technology	10.2	%
Consumer Discretionary	9.0	%
Industrials	5.1	%
Energy	5.0	%
Health Care	5.0	%
Consumer Staples	4.8	%
Materials	4.4	%
Telecommunication Services	1.6	%
Utilities	0.6	%

⁵Including common stocks and corporate bonds, as a percentage of total investments.


Top Five Stock Holdings⁶
QUALCOMM, Inc.	1.3	%
Johnson & Johnson	1.2	%
Time Warner, Inc.	1.0	%
Monsanto Co.	1.0	%
MasterCard, Inc. - Class A	0.9	%

⁶ As a percentage of total investments.
Top Five Bond Holdings⁷
U.S. Treasury Bill, 0.28%, 6/23/2016	4.9	%
U.S. Treasury Note, 0.125%, 4/15/2020	1.9	%
U.S. Treasury Note, 0.125%, 4/15/2017	1.4	%
U.S. Treasury Bond, 0.75%, 2/15/2042	1.3	%
U.S. Treasury Note, 0.125%, 1/15/2023	1.0	%

⁷ As a percentage of total investments.

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS - 32.6%

Consumer Discretionary - 6.0%
Automobiles - 0.0%##
Honda Motor Co., Ltd. - ADR (Japan)		25,937	$	699,262

Hotels, Restaurants & Leisure - 0.5%
Accor S.A. (France)¹		5,220		231,160
Yum! Brands, Inc.		69,760		5,550,106


				5,781,266

Internet & Catalog Retail - 0.9%
The Priceline Group, Inc.*		5,950		7,994,777
TripAdvisor, Inc.*		54,030		3,489,798


				11,484,575

Media - 3.4%
AMC Networks, Inc. - Class A*		116,210		7,580,378
Liberty Global plc - Class A - ADR (United Kingdom)*		110,490		4,168,788
Sinclair Broadcast Group, Inc. - Class A		164,300		5,269,101
TEGNA, Inc.		78,920		1,843,571
Thomson Reuters Corp.		17,098		703,241
Time Warner, Inc.		143,160		10,757,042
Tribune Media Co. - Class A		143,240		5,521,902
Twenty-First Century Fox, Inc. - Class A²		225,630		6,827,564


				42,671,587

Multiline Retail - 0.2%
Dollar General Corp.		14,790		1,211,449
Macy’s, Inc.		16,900		669,071
Target Corp.		11,633		924,823


				2,805,343

Specialty Retail - 0.5%
DSW, Inc. - Class A		32,500		798,525
The Home Depot, Inc.		19,908		2,665,482
Staples, Inc.		154,990		1,580,898
Williams-Sonoma, Inc.		17,580		1,033,352


				6,078,257

Textiles, Apparel & Luxury Goods - 0.5%
lululemon athletica, Inc.*		92,120		6,038,466


Total Consumer Discretionary				75,558,756

Consumer Staples - 3.0%
Beverages - 1.6%
Ambev S.A. - ADR (Brazil)		1,107,230		6,189,416
Anheuser-Busch InBev S.A./N.V. (Belgium)¹		40,890		5,072,589
The Coca-Cola Co.		10,510		470,848
Diageo plc (United Kingdom)¹		215,250		5,819,540
PepsiCo, Inc.		29,089		2,995,003


				20,547,396

Food & Staples Retailing - 0.2%
Wal-Mart Stores, Inc.		43,076		2,880,492

Food Products - 0.1%
General Mills, Inc.		13,252		812,878

Household Products - 0.5%
Colgate-Palmolive Co.		16,000		1,134,720
Kimberly-Clark Corp.		7,502		939,175
The Procter & Gamble Co.		47,356		3,794,163


				5,868,058

Personal Products - 0.5%
Unilever plc - ADR (United Kingdom)		154,092		6,912,567

Tobacco - 0.1%
Philip Morris International, Inc.		10,060		987,087


Total Consumer Staples				38,008,478

Energy - 2.0%
Energy Equipment & Services - 0.6%
Schlumberger Ltd.		91,370		7,340,666

Oil, Gas & Consumable Fuels - 1.4%
BP plc - ADR (United Kingdom)		45,190		1,517,480
Chevron Corp.		15,450		1,578,681
ConocoPhillips		16,220		775,154
Exxon Mobil Corp.		28,950		2,559,180
Hess Corp.		10,700		637,934
Occidental Petroleum Corp.		15,690		1,202,638
Range Resources Corp.		215,550		9,507,910
TOTAL S.A. (France)¹		17,000		859,198

				18,638,175


Total Energy				25,978,841

Financials - 4.7%
Banks - 1.1%
Bank of America Corp.		47,830		696,405
Citigroup, Inc.		32,750		1,515,670
JPMorgan Chase & Co.		66,507		4,203,242
KeyCorp.		27,840		342,154
The PNC Financial Services Group, Inc.		13,863		1,216,894
U.S. Bancorp		46,236		1,973,815
Wells Fargo & Co.		84,247		4,210,665


				14,158,845

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Financials (continued)
Capital Markets - 0.5%
American Capital Ltd.*		19,980	$	315,684
Apollo Investment Corp.		39,170		227,969
Ares Capital Corp.		16,860		256,103
BlackRock, Inc.		14,780		5,266,557
Fifth Street Finance Corp.		40,580		219,944
Medley Capital Corp.		30,140		204,952
PennantPark Investment Corp.		30,700		202,313
Prospect Capital Corp.		36,750		274,890


				6,968,412

Insurance - 0.1%
Admiral Group plc (United Kingdom)¹		13,330		362,293
Principal Financial Group, Inc.		26,100		1,113,948


				1,476,241

Real Estate Investment Trusts (REITS) - 2.7%
Agree Realty Corp.		20,980		813,604
Alexandria Real Estate Equities, Inc.		4,870		452,667
American Campus Communities, Inc.		8,350		373,663
American Homes 4 Rent - Class A		15,560		246,159
Apartment Investment & Management Co. - Class A		12,820		513,569
AvalonBay Communities, Inc.		3,860		682,409
Boston Properties, Inc.		3,690		475,493
Brixmor Property Group, Inc.		9,530		240,633
CatchMark Timber Trust, Inc. - Class A		100,060		1,061,637
Chesapeake Lodging Trust		17,860		439,892
Columbia Property Trust, Inc.		10,970		244,631
Community Healthcare Trust, Inc.		51,760		942,032
CoreSite Realty Corp.		2,370		177,584
Crown Castle International Corp.		11,390		989,563
CubeSmart		18,220		539,494
DCT Industrial Trust, Inc.		6,860		276,938
DDR Corp.		20,640		361,200
Digital Realty Trust, Inc.		3,270		287,695
Douglas Emmett, Inc.		14,370		466,307
Education Realty Trust, Inc.		9,010		358,328
Equinix, Inc.		1,510		498,828
Equity LifeStyle Properties, Inc.		4,150		284,233
Equity One, Inc.		14,090		398,747
Equity Residential		5,650		384,596
Extra Space Storage, Inc.		3,240		275,238
Fibra Shop Portafolios Inmobiliarios S.A.P.I. de C.V. (Mexico)		163,683		157,930
Forest City Realty Trust, Inc. - Class A		32,360		672,441
General Growth Properties, Inc.		14,320		401,390
HCP, Inc.		6,630		224,293
Healthcare Realty Trust, Inc.		9,080		274,942
Healthcare Trust of America, Inc. - Class A		14,540		420,061
Host Hotels & Resorts, Inc.		13,740		217,367
Kite Realty Group Trust		8,827		240,359
Lamar Advertising Co. - Class A		16,590		1,029,244
LaSalle Hotel Properties		13,920		332,688
Mid-America Apartment Communities, Inc.		7,370		705,383
NorthStar Realty Finance Corp.		23,600		301,844
Outfront Media, Inc.		70,980		1,539,556
Paramount Group, Inc.		28,390		474,113
Pebblebrook Hotel Trust		6,430		177,725
Pennsylvania Real Estate Investment Trust		7,790		178,703
Physicians Realty Trust		33,250		602,822
Prologis, Inc.		20,350		924,093
Public Storage		1,620		396,592
Retail Opportunity Investments Corp.		42,140		828,894
Retail Properties of America, Inc. - Class A		15,070		240,969
Rexford Industrial Realty, Inc.		19,620		368,267
Simon Property Group, Inc.		6,180		1,243,231
Sovran Self Storage, Inc.		4,940		524,727
STORE Capital Corp.		26,000		667,420
Tanger Factory Outlet Centers, Inc.		7,640		268,011
Taubman Centers, Inc.		4,240		294,468
Terreno Realty Corp.		15,030		342,233
UDR, Inc.		6,470		225,932
Urban Edge Properties		18,540		480,928
Ventas, Inc.		6,310		391,977
Vornado Realty Trust		4,530		433,657
Welltower, Inc.		5,670		393,611
Westfield Corp. (Australia)¹		22,540		172,152
Weyerhaeuser Co.		195,290		6,272,715


				34,205,878

Real Estate Management & Development - 0.3%
CBRE Group, Inc. - Class A*		5,880		174,224
First Capital Realty, Inc. (Canada)		11,960		193,598

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Financials (continued)
Real Estate Management & Development (continued)
Realogy Holdings Corp.*		81,320	$	2,906,377

				3,274,199


Total Financials				60,083,575

Health Care - 3.8%
Biotechnology - 0.2%
AbbVie, Inc.		20,891		1,274,351
Amgen, Inc.		9,005		1,425,492


				2,699,843

Health Care Equipment & Supplies - 0.7%
Abbott Laboratories		21,553		838,412
Medtronic plc		104,280		8,253,762


				9,092,174

Health Care Providers & Services - 0.4%
Brookdale Senior Living, Inc.*		7,850		144,911
Express Scripts Holding Co.*		57,360		4,229,153


				4,374,064

Health Care Technology - 0.6%
Cerner Corp.*		140,440		7,884,302

Pharmaceuticals - 1.9%
Eli Lilly & Co.		9,570		722,822
Johnson & Johnson		112,990		12,663,919
Merck & Co., Inc.		59,404		3,257,715
Pfizer, Inc.		85,018		2,780,939
Roche Holding AG (Switzerland)¹		3,550		898,183
Sanofi (France)¹		10,080		830,864
Sanofi - ADR (France)		38,122		1,566,814
Teva Pharmaceutical Industries Ltd. - ADR (Israel)		17,204		936,758


				23,658,014


Total Health Care				47,708,397

Industrials - 2.2%
Aerospace & Defense - 0.5%
The Boeing Co.		10,735		1,447,078
General Dynamics Corp.		6,670		937,268
Honeywell International, Inc.		11,040		1,261,541
Lockheed Martin Corp.		5,349		1,243,001
Raytheon Co.		6,333		800,175
United Technologies Corp.		13,140		1,371,422


				7,060,485

Air Freight & Logistics - 0.2%
United Parcel Service, Inc. - Class B		23,714		2,491,630

Commercial Services & Supplies - 0.1%
Waste Management, Inc.		23,540		1,383,917

Electrical Equipment - 0.1%
ABB Ltd. (Asea Brown Boveri) - ADR (Switzerland)		45,636		963,379
Emerson Electric Co.		14,392		786,235


				1,749,614

Industrial Conglomerates - 0.4%
3M Co.		17,359		2,905,549
General Electric Co.		54,200		1,666,650


				4,572,199

Machinery - 0.6%
Caterpillar, Inc.		11,648		905,283
Flowserve Corp.		90,680		4,426,091
Illinois Tool Works, Inc.		7,773		812,434
Mueller Water Products, Inc. - Class A		38,830		417,422
Pentair plc (United Kingdom)		9,940		577,315


				7,138,545

Professional Services - 0.1%
Nielsen Holdings plc		18,510		965,111

Road & Rail - 0.2%
Kansas City Southern		13,270		1,257,332
Union Pacific Corp.		20,474		1,785,947


				3,043,279


Total Industrials				28,404,780

Information Technology - 8.0%
Communications Equipment - 0.2%
Cisco Systems, Inc.		91,336		2,510,827
Telefonaktiebolaget LM Ericsson - ADR (Sweden)		73,714		596,346


				3,107,173

Electronic Equipment, Instruments & Components - 0.6%
FLIR Systems, Inc.		95,530		2,885,961
VeriFone Systems, Inc.*		148,140		4,216,064


				7,102,025

Internet Software & Services - 1.2%
Alphabet, Inc. - Class A*		6,590		4,664,929
Alphabet, Inc. - Class C*		6,560		4,546,146
Facebook, Inc. - Class A*		49,780		5,853,132


				15,064,207

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES	SHARES/ PRINCIPAL AMOUNT³		VALUE (NOTE 2)

COMMON STOCKS (continued)

Information Technology (continued)
IT Services - 2.1%
Automatic Data Processing, Inc.		9,532	$	843,010
Broadridge Financial Solutions, Inc.		18,150		1,086,096
International Business Machines Corp.		12,492		1,823,082
InterXion Holding N.V. - ADR (Netherlands)*		11,940		404,527
MasterCard, Inc. - Class A		103,880		10,075,321
PayPal Holdings, Inc.*		143,530		5,623,505
Visa, Inc. - Class A²		72,720		5,616,893
Xerox Corp.		72,520		696,192


				26,168,626

Semiconductors & Semiconductor Equipment - 1.4%
Intel Corp.		68,632		2,078,177
QUALCOMM, Inc.		275,590		13,922,807
Taiwan Semiconductor Manufacturing Co. Ltd. - ADR (Taiwan)		60,294		1,422,335
Texas Instruments, Inc.		18,482		1,054,213


				18,477,532

Software - 1.6%
Electronic Arts, Inc.*		129,680		8,020,708
Microsoft Corp.		96,012		4,788,118
ServiceNow, Inc.*		111,410		7,963,587


				20,772,413

Technology Hardware, Storage & Peripherals - 0.9%
Apple, Inc.		99,100		9,289,634
Canon, Inc. - ADR (Japan)		27,621		771,455
EMC Corp.		33,520		875,207


				10,936,296


Total Information Technology				101,628,272

Materials - 2.7%
Chemicals - 1.8%
Ashland, Inc.		71,420		7,970,472
The Dow Chemical Co.		34,020		1,789,792
E.I. du Pont de Nemours & Co.		11,340		747,419
LyondellBasell Industries N.V. - Class A		9,143		755,852
Monsanto Co.		111,056		10,403,726
Praxair, Inc.		6,273		736,827
RPM International, Inc.		18,250		922,172


				23,326,260

Containers & Packaging - 0.3%
Avery Dennison Corp.		9,120		662,203
Bemis Co., Inc.		15,400		772,772
Graphic Packaging Holding Co.		95,750		1,271,560
Sonoco Products Co.		21,770		1,020,795


				3,727,330

Metals & Mining - 0.6%
Alcoa, Inc.		613,370		6,851,343


Total Materials				33,904,933

Telecommunication Services - 0.1%
Wireless Telecommunication Services - 0.1%
NTT DOCOMO, Inc. - ADR (Japan)		60,982		1,484,302

Utilities - 0.1%
Electric Utilities - 0.1%
Eversource Energy		11,010		621,404
Exelon Corp.		11,720		411,255


				1,032,659

Multi-Utilities - 0.0%##
CMS Energy Corp.		17,020		692,374

Total Utilities				1,725,033

TOTAL COMMON STOCKS (Identified Cost $395,041,563)				414,485,367

CORPORATE BONDS - 17.8%
Non-Convertible Corporate Bonds - 17.8%
Consumer Discretionary - 1.7%
Auto Components - 0.2%
Magna International, Inc. (Canada), 4.15%, 10/1/2025		1,650,000		1,770,513
Techniplas LLC⁴, 10.00%, 5/1/2020		965,000		675,500

				2,446,013

Diversified Consumer Services - 0.4%
Block Financial LLC, 5.50%, 11/1/2022		4,990,000		5,383,846

Hotels, Restaurants & Leisure - 0.1%
MGM Resorts International, 10.00%, 11/1/2016		765,000		796,594

Household Durables - 0.6%
Brookfield Residential Properties, Inc. - Brookfield Residential US Corp. (Canada)⁴, 6.125%, 7/1/2022		1,370,000		1,268,647
Lennar Corp., 12.25%, 6/1/2017		720,000		793,800
Meritage Homes Corp., 7.15%, 4/15/2020		575,000		612,375
Meritage Homes Corp., 7.00%, 4/1/2022		620,000		664,950

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES	PRINCIPAL AMOUNT³		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Consumer Discretionary (continued)
Household Durables (continued)
NVR, Inc., 3.95%, 9/15/2022		2,620,000	$	2,677,320
TRI Pointe Group, Inc. - TRI Pointe Homes, Inc., 4.375%, 6/15/2019		765,000		766,912
Weekley Homes LLC - Weekley Finance Corp., 6.00%, 2/1/2023		1,065,000		990,450


				7,774,454

Media - 0.3%
CCO Holdings LLC - CCO Holdings Capital Corp.⁴, 5.875%, 4/1/2024		750,000		785,625
Columbus International, Inc. (Barbados)⁴, 7.375%, 3/30/2021		735,000		780,717
Sinclair Television Group, Inc.⁴, 5.625%, 8/1/2024		615,000		631,912
VTR Finance B.V. (Netherlands)⁴, 6.875%, 1/15/2024		1,315,000		1,313,356


				3,511,610

Multiline Retail - 0.1%
Dollar General Corp., 3.25%, 4/15/2023		1,650,000		1,662,788


Total Consumer Discretionary				21,575,305

Consumer Staples - 1.1%
Beverages - 0.6%
Anheuser-Busch InBev Worldwide, Inc. (Belgium), 7.75%, 1/15/2019		1,215,000		1,414,872
Anheuser-Busch InBev Worldwide, Inc. (Belgium), 8.20%, 1/15/2039		2,545,000		3,947,203
PepsiCo, Inc., 3.10%, 7/17/2022		2,880,000		3,067,638


				8,429,713

Food & Staples Retailing - 0.3%
C&S Group Enterprises LLC⁴, 5.375%, 7/15/2022		990,000		950,400
CVS Health Corp., 3.50%, 7/20/2022		1,440,000		1,533,044
The Kroger Co., 2.60%, 2/1/2021		920,000		946,943


				3,430,387

Food Products - 0.1%
Pinnacle Operating Corp.⁴, 9.00%, 11/15/2020		1,190,000		1,011,500

Household Products - 0.1%
HRG Group, Inc., 7.75%, 1/15/2022		940,000		940,000


Total Consumer Staples				13,811,600

Energy - 2.2%
Energy Equipment & Services - 0.6%
Baker Hughes, Inc., 7.50%, 11/15/2018		1,235,000		1,388,291
Ensco plc, 5.20%, 3/15/2025		2,030,000		1,479,362
FTS International, Inc., 6.25%, 5/1/2022		620,000		96,410
Pride International, Inc., 8.50%, 6/15/2019		700,000		703,500
Schlumberger Holdings Corp.⁴, 3.625%, 12/21/2022		2,710,000		2,823,338
TerraForm Global Operating LLC⁴, 9.75%, 8/15/2022		920,000		815,350


				7,306,251

Oil, Gas & Consumable Fuels - 1.6%
Carrizo Oil & Gas, Inc., 6.25%, 4/15/2023		170,000		163,200
Chevron Corp., 1.79%, 11/16/2018		1,585,000		1,605,188
Columbia Pipeline Group, Inc.⁴, 4.50%, 6/1/2025		1,450,000		1,495,252
Crestwood Midstream Partners LP - Crestwood Midstream Finance Corp., 6.125%, 3/1/2022		395,000		360,438
Hiland Partners LP - Hiland Partners Finance Corp.⁴, 7.25%, 10/1/2020		3,540,000		3,703,725
Hilcorp Energy I LP - Hilcorp Finance Co.⁴, 5.75%, 10/1/2025		170,000		160,225
Kinder Morgan, Inc.⁴, 5.625%, 11/15/2023		2,800,000		2,894,041
Oasis Petroleum, Inc., 6.875%, 1/15/2023		175,000		157,062
PBF Holding Co. LLC - PBF Finance Corp.⁴, 7.00%, 11/15/2023		610,000		594,750
Petrobras Global Finance B.V. (Brazil)⁵, 2.238%, 5/20/2016		4,415,000		4,411,689
Petroleos Mexicanos (Mexico), 4.50%, 1/23/2026		2,880,000		2,740,032
Sabine Pass Liquefaction LLC, 5.625%, 2/1/2021		1,385,000		1,376,344
Transocean, Inc., 3.75%, 10/15/2017		335,000		321,600
Weatherford International LLC, 6.35%, 6/15/2017		335,000		340,025
WPX Energy, Inc., 6.00%, 1/15/2022		350,000		315,000


				20,638,571


Total Energy				27,944,822

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES		PRINCIPAL AMOUNT ³		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Financials - 7.1%
Banks - 1.9%
Bank of America Corp., 5.70%, 5/2/2017			1,100,000	$	1,143,771
Barclays Bank plc (United Kingdom)⁴, 10.179%, 6/12/2021			2,200,000		2,799,331
CIT Group, Inc., 4.25%, 8/15/2017			815,000		826,716
Citigroup, Inc., 3.875%, 3/26/2025			1,885,000		1,872,465
Commonwealth Bank of Australia (Australia), 5.75%, 1/25/2017	AUD		300,000		233,455
Cooperatieve Rabobank U.A. (Netherlands)^6,7, 8.375%			1,000,000		1,011,251
Cooperatieve Rabobank U.A. (Netherlands)^6,8, 8.40%			850,000		894,837
Intesa Sanpaolo S.p.A. (Italy), 3.875%, 1/15/2019			1,975,000		2,045,891
Intesa Sanpaolo S.p.A. (Italy)⁴, 6.50%, 2/24/2021			1,400,000		1,601,879
JPMorgan Chase & Co., 4.95%, 3/25/2020			1,255,000		1,382,587
Lloyds Bank plc (United Kingdom)^4,6,9, 12.00%			945,000		1,241,494
Lloyds Bank plc (United Kingdom)⁵, 9.875%, 12/16/2021			1,247,000		1,304,549
Lloyds Banking Group plc (United Kingdom)⁴, 4.582%, 12/10/2025			3,740,000		3,749,788
Popular, Inc., 7.00%, 7/1/2019			1,195,000		1,165,125
Royal Bank of Canada (Canada), 3.77%, 3/30/2018	CAD		340,000		283,677
Santander Bank N.A., 8.75%, 5/30/2018			1,225,000		1,373,556
Santander Holdings USA, Inc., 2.65%, 4/17/2020			1,565,000		1,559,436
Westpac Banking Corp. (Australia), 5.75%, 2/6/2017	AUD		300,000		233,676


					24,723,484

Capital Markets - 1.9%
The Goldman Sachs Group, Inc.⁵, 1.718%, 11/15/2018			6,350,000		6,365,850
The Goldman Sachs Group, Inc., 5.375%, 3/15/2020			6,125,000		6,807,668
The Goldman Sachs Group, Inc.⁵, 2.236%, 11/29/2023			1,415,000		1,412,265
The Goldman Sachs Group, Inc., 4.25%, 10/21/2025			1,625,000		1,659,237
Morgan Stanley, 2.125%, 4/25/2018			5,900,000		5,952,539
Morgan Stanley, 5.00%, 11/24/2025			1,200,000		1,306,138


					23,503,697

Consumer Finance - 0.2%
Ally Financial, Inc., 2.75%, 1/30/2017			840,000		838,950
Ally Financial, Inc., 8.00%, 12/31/2018			40,000		43,750
Navient Corp., 6.00%, 1/25/2017			800,000		813,000
Navient Corp., 6.125%, 3/25/2024			1,255,000		1,123,853


					2,819,553

Diversified Financial Services - 0.1%
Jefferies Finance LLC - JFIN Co-Issuer Corp.⁴, 7.375%, 4/1/2020			790,000		728,775
Jefferies Finance LLC - JFIN Co-Issuer Corp.⁴, 6.875%, 4/15/2022			590,000		516,250


					1,245,025

Insurance - 2.0%
Aegon N.V. (Netherlands)^5,6, 1.74%			2,195,000		1,341,037
American International Group, Inc., 4.875%, 6/1/2022			9,095,000		9,982,999
Assured Guaranty US Holdings, Inc., 5.00%, 7/1/2024			6,735,000		7,167,225
AXA S.A. (France)^5,6, 1.825%			2,900,000		1,987,428
First American Financial Corp., 4.30%, 2/1/2023			1,145,000		1,161,275
Prudential Financial, Inc.¹⁰, 5.875%, 9/15/2042			3,180,000		3,436,785


					25,076,749

Real Estate Investment Trusts (REITS) - 0.6%
Crown Castle Towers LLC⁴, 6.113%, 1/15/2020			390,000		431,950
Crown Castle Towers LLC⁴, 4.883%, 8/15/2020			224,000		239,543
Crown Castle Towers LLC⁴, 3.222%, 5/15/2022			1,590,000		1,616,458
Greystar Real Estate Partners LLC⁴, 8.25%, 12/1/2022			765,000		795,600
Welltower, Inc., 4.95%, 1/15/2021			4,100,000		4,498,167


					7,581,718

Real Estate Management & Development - 0.1%
Forestar USA Real Estate Group, Inc.⁴, 8.50%, 6/1/2022			615,000		627,300

Thrifts & Mortgage Finance - 0.3%
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp., 7.375%, 10/1/2017			1,050,000		1,052,625

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES	PRINCIPAL AMOUNT³		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Financials (continued)
Thrifts & Mortgage Finance (continued)
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp.⁴, 5.875%, 8/1/2021		1,370,000	$	1,205,600
Radian Group, Inc., 7.00%, 3/15/2021		610,000		650,412
Rialto Holdings LLC - Rialto Corp.⁴, 7.00%, 12/1/2018		1,475,000		1,445,500


				4,354,137


Total Financials				89,931,663

Health Care - 0.4%
Biotechnology - 0.1%
AMAG Pharmaceuticals, Inc.⁴, 7.875%, 9/1/2023		1,415,000		1,269,961

Health Care Providers & Services - 0.1%
HCA, Inc., 7.50%, 2/15/2022		550,000		622,875
Tenet Healthcare Corp.^4,5, 4.134%, 6/15/2020		635,000		635,794
Tenet Healthcare Corp., 8.125%, 4/1/2022		615,000		638,062


				1,896,731

Pharmaceuticals - 0.2%
Concordia Healthcare Corp. (Canada)⁴, 7.00%, 4/15/2023		930,000		862,575
Horizon Pharma Financing, Inc.⁴, 6.625%, 5/1/2023		765,000		696,150
Mallinckrodt International Finance S.A. - Mallinckrodt CB LLC⁴, 5.625%, 10/15/2023		930,000		871,875


				2,430,600


Total Health Care				5,597,292

Industrials - 2.1%
Aerospace & Defense - 0.1%
DigitalGlobe, Inc.⁴, 5.25%, 2/1/2021		1,399,000		1,264,346

Air Freight & Logistics - 0.0%##
Neovia Logistics Intermediate Holdings LLC - Logistics Intermediate Finance Corp.^4,11, 10.00%, 2/15/2018		630,000		331,537

Airlines - 0.5%
Allegiant Travel Co., 5.50%, 7/15/2019		910,000		936,731
American Airlines Pass-Through Trust, Series 2013-2, Class A, 4.95%, 1/15/2023		2,365,042		2,539,464
Southwest Airlines Co., 2.75%, 11/6/2019		1,530,000		1,572,584
Southwest Airlines Co., 2.65%, 11/5/2020		600,000		609,982


				5,658,761

Commercial Services & Supplies - 0.1%
Constellis Holdings LLC - Constellis Finance Corp.⁴, 9.75%, 5/15/2020		780,000		705,900
Modular Space Corp.⁴, 10.25%, 1/31/2019		662,000		340,930


				1,046,830

Industrial Conglomerates - 0.2%
General Electric Co.⁵, 1.013%, 5/5/2026		2,385,000		2,199,962
Siemens Financieringsmaatschappij N.V. (Germany)⁴, 2.90%, 5/27/2022		500,000		523,181


				2,723,143

Machinery - 0.1%
Case New Holland Industrial, Inc. (United Kingdom), 7.875%, 12/1/2017		765,000		814,725
Waterjet Holdings, Inc.⁴, 7.625%, 2/1/2020		630,000		629,212


				1,443,937

Trading Companies & Distributors - 1.1%
Air Lease Corp., 3.375%, 6/1/2021		1,300,000		1,303,250
Aircastle Ltd., 5.50%, 2/15/2022		590,000		627,613
Aviation Capital Group Corp.⁴, 3.875%, 9/27/2016		4,145,000		4,171,114
Aviation Capital Group Corp.⁴, 2.875%, 9/17/2018		1,700,000		1,696,991
Fly Leasing Ltd. (Ireland), 6.375%, 10/15/2021		1,160,000		1,136,800
International Lease Finance Corp., 5.75%, 5/15/2016		1,095,000		1,095,690
International Lease Finance Corp.⁵, 2.584%, 6/15/2016		1,980,000		1,982,321
International Lease Finance Corp., 8.75%, 3/15/2017		1,485,000		1,563,705
International Lease Finance Corp., 6.25%, 5/15/2019		205,000		222,425


				13,799,909


Total Industrials				26,268,463

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES	PRINCIPAL AMOUNT³		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Information Technology - 0.6%
Internet Software & Services - 0.0%##
VeriSign, Inc., 5.25%, 4/1/2025		310,000	$	318,525

IT Services - 0.3%
Automatic Data Processing, Inc., 2.25%, 9/15/2020		1,900,000		1,960,922
Visa, Inc., 2.80%, 12/14/2022		1,560,000		1,627,225


				3,588,147

Semiconductors & Semiconductor Equipment - 0.1%
Intel Corp., 2.45%, 7/29/2020		1,440,000		1,489,117

Technology Hardware, Storage & Peripherals - 0.2%
Diebold, Inc.⁴, 8.50%, 4/15/2024		600,000		607,500
Hewlett Packard Enterprise Co.⁴, 2.45%, 10/5/2017		1,400,000		1,415,662
Western Digital Corp.⁴, 10.50%, 4/1/2024		635,000		617,537


				2,640,699


Total Information Technology				8,036,488

Materials - 1.0%
Chemicals - 0.4%
Consolidated Energy Finance S.A. (Trinidad-Tobago)⁴, 6.75%, 10/15/2019		1,340,000		1,266,300
The Dow Chemical Co., 8.55%, 5/15/2019		2,390,000		2,854,062
Solvay Finance America LLC (Belgium)⁴, 3.40%, 12/3/2020		1,400,000		1,449,262


				5,569,624

Containers & Packaging - 0.1%
Ardagh Packaging Finance plc - Ardagh Holdings USA, Inc. (Ireland)^4,5, 3.634%, 12/15/2019		645,000		651,369

Metals & Mining - 0.4%
Alcoa, Inc., 5.87%, 2/23/2022		970,000		989,400
Anglo American Capital plc (United Kingdom)⁴, 3.625%, 5/14/2020		200,000		188,000
ArcelorMittal (Luxembourg), 10.85%, 6/1/2019		280,000		320,600
FMG Resources August 2006 Pty Ltd. (Australia)⁴, 6.875%, 4/1/2022		165,000		150,150
Rio Tinto Finance USA Ltd. (United Kingdom), 3.75%, 9/20/2021		2,990,000		3,172,094
SunCoke Energy Partners LP - SunCoke Energy Partners Finance Corp.⁴, 7.375%, 2/1/2020		925,000		707,625


				5,527,869

Paper & Forest Products - 0.1%
Domtar Corp., 4.40%, 4/1/2022		1,465,000		1,503,412


Total Materials				13,252,274

Telecommunication Services - 1.2%
Diversified Telecommunication Services - 0.7%
AT&T, Inc., 5.20%, 3/15/2020		3,140,000		3,497,184
CenturyLink, Inc., 7.50%, 4/1/2024		1,245,000		1,248,113
Embarq Corp., 7.082%, 6/1/2016		840,000		843,888
Frontier Communications Corp.⁴, 11.00%, 9/15/2025		1,560,000		1,575,600
Inmarsat Finance plc (United Kingdom)⁴, 4.875%, 5/15/2022		1,085,000		1,030,750
Numericable-SFR S.A. (France)⁴, 6.25%, 5/15/2024		170,000		164,475
WideOpenWest Finance LLC - WideOpenWest Capital Corp., 10.25%, 7/15/2019		115,000		115,287


				8,475,297

Wireless Telecommunication Services - 0.5%
Altice Financing S.A. (Luxembourg)⁴, 6.625%, 2/15/2023		2,255,000		2,229,744
SBA Tower Trust⁴, 3.598%, 4/15/2018		2,505,000		2,501,251
Sixsigma Networks Mexico S.A. de C.V. (Mexico)⁴, 8.25%, 11/7/2021		895,000		859,200
T-Mobile USA, Inc., 6.836%, 4/28/2023		735,000		783,694
Wind Acquisition Finance S.A. (Italy)⁴, 4.75%, 7/15/2020		715,000		682,468


				7,056,357


Total Telecommunication Services				15,531,654

Utilities - 0.4%
Independent Power and Renewable Electricity Producers - 0.4%
Abengoa Yield plc (Spain)⁴, 7.00%, 11/15/2019		1,165,000		1,106,750
ContourGlobal Power Holdings S.A. (France)⁴, 7.125%, 6/1/2019		820,000		811,800
NRG Energy, Inc., 6.25%, 7/15/2022		700,000		686,224
Talen Energy Supply LLC⁴, 4.625%, 7/15/2019		1,255,000		1,167,150

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES	PRINCIPAL AMOUNT³/ SHARES		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Utilities (continued)
Independent Power and Renewable Electricity Producers (continued)

TerraForm Power Operating LLC⁴, 6.125%, 6/15/2025		1,180,000	$	1,014,800


Total Utilities				4,786,724

TOTAL CORPORATE BONDS
(Identified Cost $227,765,023)				226,736,285


MUTUAL FUNDS - 0.3%
Adams Natural Resources Fund, Inc.		19,390		374,228
The Gabelli Dividend & Income Trust		19,690		370,172
Schwab U.S. Dividend Equity ETF		20,610		824,812
Tri-Continental Corp.		43,630		883,507
Vanguard Dividend Appreciation ETF		10,200		825,996

TOTAL MUTUAL FUNDS
(Identified Cost $3,197,825)				3,278,715


U.S. TREASURY SECURITIES - 4.7%

U.S. Treasury Bonds - 1.1%
U.S. Treasury Inflation Indexed Bond, 0.75%, 2/15/2042 (Identified Cost $12,635,917)		13,825,186		13,468,759

U.S. Treasury Notes - 3.6%
U.S. Treasury Inflation Indexed Note, 0.125%, 4/15/2017		14,970,622		15,109,609
U.S. Treasury Inflation Indexed Note, 0.125%, 4/15/2020		19,857,042		20,275,391
U.S. Treasury Inflation Indexed Note, 0.125%, 1/15/2023		10,180,048		10,288,210

Total U.S. Treasury Notes
(Identified Cost $44,544,999)				45,673,210

TOTAL U.S. TREASURY SECURITIES
(Identified Cost $57,180,916)				59,141,969


ASSET-BACKED SECURITIES - 1.6%
Alterna Funding I LLC, Series 2014-1A, Class NOTE⁴, 1.639%, 2/15/2021		1,050,651		1,013,878
Cazenovia Creek Funding I LLC, Series 2015-1A, Class A⁴, 2.00%, 12/10/2023		1,801,554		1,785,791
Colony American Homes, Series 2015-1A, Class A^4,5, 1.636%, 7/17/2032		2,231,565		2,208,819
Enterprise Fleet Financing LLC, Series 2014-2, Class A3⁴, 1.64%, 3/20/2020		1,975,000		1,967,986
Enterprise Fleet Financing LLC, Series 2015-2, Class A2⁴, 1.59%, 2/22/2021		2,342,458		2,342,915
FDIC Trust, Series 2011-R1, Class A⁴, 2.672%, 7/25/2026		545,702		555,808
FNA Trust, Series 2014-1A, Class A⁴, 1.296%, 12/10/2022		530,630		525,489
Home Partners of America Trust, Series 2016-1, Class A^4,5, 2.086%, 3/17/2033		1,200,344		1,196,495
Invitation Homes Trust, Series 2015-SFR3, Class A^4,5, 1.736%, 8/17/2032		2,467,302		2,473,659
NextGear Floorplan Master Owner Trust, Series 2014-1A, Class A⁴, 1.92%, 10/15/2019		1,750,000		1,739,932
SpringCastle America Funding LLC, Series 2014-AA, Class A⁴, 2.70%, 5/25/2023		1,391,145		1,394,379
Starwood Retail Property Trust, Series 2014-STAR, Class A^4,5, 1.653%, 11/15/2027		2,615,000		2,587,018

TOTAL ASSET-BACKED SECURITIES
(Identified Cost $19,880,208)				19,792,169


COMMERCIAL MORTGAGE-BACKED SECURITIES - 7.7%

Americold LLC Trust, Series 2010-ARTA, Class A1⁴, 3.847%, 1/14/2029		268,322		278,669
Banc of America Commercial Mortgage Trust, Series 2006-3, Class A4⁵, 5.889%, 7/10/2044		976,592		976,360
Banc of America Commercial Mortgage Trust, Series 2006-4, Class A4, 5.634%, 7/10/2046		397,379		397,411
Bear Stearns Commercial Mortgage Securities Trust, Series 2006-PW13, Class A4, 5.54%, 9/11/2041		807,751		809,474

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES	PRINCIPAL AMOUNT³		VALUE (NOTE 2)

COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)

Bear Stearns Commercial Mortgage Securities Trust, Series 2006-T24, Class AM⁵, 5.568%, 10/12/2041		1,920,000	$	1,939,429
BWAY Mortgage Trust, Series 2015-1740, Class A⁴, 2.917%, 1/13/2035		5,200,000		5,200,360
COBALT CMBS Commercial Mortgage Trust, Series 2006-C1, Class A4, 5.223%, 8/15/2048		2,542,341		2,567,164
Commercial Mortgage Pass-Through Certificates, Series 2015-3BP, Class A⁴, 3.178%, 2/10/2035		500,000		517,648
Commercial Mortgage Pass-Through Certificates, Series 2015-DC1, Class A5, 3.35%, 2/10/2048		5,000,000		5,232,380
Credit Suisse Commercial Mortgage Trust, Series 2006-C5, Class A3, 5.311%, 12/15/2039		4,046,734		4,066,456
Credit Suisse Mortgage Capital Trust, Series 2013-IVR3, Class A1^4,5, 2.50%, 5/25/2043		1,965,852		1,927,840
Credit Suisse Mortgage Capital Trust, Series 2013-TH1, Class A1^4,5, 2.13%, 2/25/2043		1,523,690		1,474,039
DB-UBS Mortgage Trust, Series 2011-LC1A, Class A1⁴, 3.742%, 11/10/2046		17,002		17,104
Extended Stay America Trust, Series 2013-ESH7, Class A27⁴, 2.958%, 12/5/2031		1,593,651		1,599,319
Fannie Mae Multifamily REMIC Trust, Series 2012-M13, Class ASQ2, 1.246%, 8/25/2017		862,661		861,892
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K009, Class X1 (IO)⁵, 1.43%, 8/25/2020		24,022,789		1,118,929
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K014, Class X1 (IO)⁵, 1.212%, 4/25/2021		2,842,213		146,693
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K016, Class X1 (IO)⁵, 1.548%, 10/25/2021		6,987,080		477,927
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K017, Class X1 (IO)⁵, 1.411%, 12/25/2021		8,897,461		558,363
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K021, Class X1 (IO)⁵, 1.488%, 6/25/2022		15,867,625		1,161,764
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K030, Class X1 (IO)⁵, 0.22%, 4/25/2023		79,707,313		1,018,014
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K032, Class X1 (IO)⁵, 0.119%, 5/25/2023		49,701,317		375,901
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K706, Class X1 (IO)⁵, 1.563%, 10/25/2018		10,631,945		354,116
FREMF Mortgage Trust, Series 2011-K701, Class B^4,5, 4.436%, 7/25/2048		875,000		896,570
FREMF Mortgage Trust, Series 2011-K702, Class B^4,5, 4.931%, 4/25/2044		1,250,000		1,299,452
FREMF Mortgage Trust, Series 2013-K28, Class X2A (IO)⁴, 0.10%, 6/25/2046		213,860,084		1,168,874
FREMF Mortgage Trust, Series 2013-K502, Class B^4,5, 2.746%, 3/25/2045		1,725,000		1,727,136
FREMF Mortgage Trust, Series 2013-K712, Class B^4,5, 3.484%, 5/25/2045		1,160,000		1,177,878
FREMF Mortgage Trust, Series 2014-K41, Class B^4,5, 3.961%, 11/25/2047		2,500,000		2,387,116
FREMF Mortgage Trust, Series 2014-K716, Class B^4,5, 4.085%, 8/25/2047		3,075,000		3,176,041
FREMF Mortgage Trust, Series 2015-K42, Class B^4,5, 3.985%, 12/25/2024		490,000		486,797
FREMF Mortgage Trust, Series 2015-K43, Class B^4,5, 3.863%, 2/25/2048		500,000		468,135
FREMF Mortgage Trust, Series 2015-K720, Class B^4,5, 3.506%, 7/25/2022		270,000		251,552
GAHR Commercial Mortgage Trust, Series 2015-NRF, Class BFX^4,5, 3.382%, 12/15/2019		2,800,000		2,853,615
GAHR Commercial Mortgage Trust, Series 2015-NRF, Class DFX^4,5, 3.382%, 12/15/2019		1,290,000		1,258,484
GCCFC Commercial Mortgage Trust, Series 2006-GG7, Class A4⁵, 5.921%, 7/10/2038		27,158		27,151
GS Mortgage Securities Trust, Series 2010-C2, Class A1⁴, 3.849%, 12/10/2043		150,823		156,424

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES		PRINCIPAL AMOUNT³		VALUE (NOTE 2)

COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)

JP Morgan Chase Commercial Mortgage Securities Trust, Series 2006-CB16, Class A4, 5.552%, 5/12/2045			194,070	$	194,501
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2006-LDP7, Class A4⁵, 5.981%, 4/17/2045			145,374		145,226
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2006-LDP9, Class A3, 5.336%, 5/15/2047			5,424,322		5,506,196
JP Morgan Mortgage Trust, Series 2013-1, Class 1A2^4,5, 3.00%, 3/25/2043			1,172,804		1,173,056
JP Morgan Mortgage Trust, Series 2013-2, Class A2^4,5, 3.50%, 5/25/2043			1,432,052		1,452,772
JP Morgan Mortgage Trust, Series 2014-2, Class 1A1^4,5, 3.00%, 6/25/2029			1,759,374		1,802,533
LB-UBS Commercial Mortgage Trust, Series 2006-C7, Class A3, 5.347%, 11/15/2038			2,763,371		2,783,902
LSTAR Commercial Mortgage Trust, Series 2014-2, Class A2⁴, 2.767%, 1/20/2041			323,434		324,823
Morgan Stanley Capital I Trust, Series 2006-HQ10, Class A4, 5.328%, 11/12/2041			829,011		832,107
Motel 6 Trust, Series 2015-MTL6, Class B⁴, 3.298%, 2/5/2030			2,550,000		2,563,460
New Residential Mortgage Loan Trust, Series 2014-3A, Class AFX3^4,5, 3.75%, 11/25/2054			1,938,955		1,996,000
New Residential Mortgage Loan Trust, Series 2015-2A, Class A1⁵, 3.75%, 8/25/2055			1,877,395		1,934,198
SBA Small Business Investment Companies, Series 2015-10A, Class 1, 2.517%, 3/10/2025			1,258,117		1,286,148
SBA Small Business Investment Companies, Series 2015-10B, Class 1, 2.829%, 9/10/2025			5,676,095		5,817,006
SCG Trust, Series 2013-SRP1, Class AJ^4,5, 2.383%, 11/15/2026			4,050,000		4,040,549
Sequoia Mortgage Trust, Series 2013-2, Class A⁵, 1.874%, 2/25/2043			1,255,400		1,187,821
Sequoia Mortgage Trust, Series 2013-7, Class A2⁵, 3.00%, 6/25/2043			1,187,289		1,187,358
Sequoia Mortgage Trust, Series 2013-8, Class A1⁵, 3.00%, 6/25/2043			1,609,687		1,603,279
Vornado DP LLC Trust, Series 2010-VNO, Class A2FX⁴, 4.004%, 9/13/2028			155,000		164,792
Wachovia Bank Commercial Mortgage Trust, Series 2006-C26, Class A3⁵, 6.011%, 6/15/2045			357,489		357,012
Wells Fargo Commercial Mortgage Trust, Series 2010-C1, Class A2⁴, 4.393%, 11/15/2043			265,000		288,549
WF-RBS Commercial Mortgage Trust, Series 2011-C2, Class A4^4,5, 4.869%, 2/15/2044			1,225,000		1,368,926
WF-RBS Commercial Mortgage Trust, Series 2013-C11, Class A2, 2.029%, 3/15/2045			1,815,000		1,826,735
WF-RBS Commercial Mortgage Trust, Series 2014-C19, Class A5, 4.101%, 3/15/2047			960,000		1,059,679
WF-RBS Commercial Mortgage Trust, Series 2014-C20, Class A5, 3.995%, 5/15/2047			1,440,000		1,579,861
WinWater Mortgage Loan Trust, Series 2015-1, Class A1^4,5, 3.50%, 1/20/2045			2,204,021		2,256,982
WinWater Mortgage Loan Trust, Series 2015-3, Class A5^4,5, 3.50%, 3/20/2045			2,404,108		2,461,845

TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES
(Identified Cost $98,051,243)					97,607,793


FOREIGN GOVERNMENT BONDS - 2.0%

Bonos de la Tesoreria de la Republica en pesos (Chile), 6.00%, 1/1/2018	CLP		330,000,000		516,362
Brazilian Government International Bond (Brazil), 8.875%, 10/14/2019			600,000		720,001
Bundesrepublik Deutschland (Germany), 1.50%, 9/4/2022	EUR		200,000		253,397
Bundesrepublik Deutschland (Germany), 1.00%, 8/15/2024	EUR		200,000		246,510
Canada Housing Trust No. 1 (Canada)⁴, 4.10%, 12/15/2018	CAD		295,000		254,104
Canadian Government Bond (Canada), 1.50%, 9/1/2017	CAD		125,000		100,714
Canadian Government Bond (Canada), 2.75%, 6/1/2022	CAD		360,000		315,742

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES		PRINCIPAL AMOUNT³		VALUE (NOTE 2)

FOREIGN GOVERNMENT BONDS (continued)
Export-Import Bank of Korea (South Korea), 2.625%, 12/30/2020			9,225,000	$	9,427,756
Ireland Government Bond (Ireland), 5.00%, 10/18/2020	EUR		230,000		321,625
Ireland Government Bond (Ireland), 0.80%, 3/15/2022	EUR		200,000		236,248
Ireland Government Bond (Ireland), 3.90%, 3/20/2023	EUR		50,000		70,450
Italy Buoni Poliennali Del Tesoro (Italy), 5.50%, 9/1/2022	EUR		480,000		707,286
Italy Buoni Poliennali Del Tesoro (Italy), 1.45%, 9/15/2022	EUR		75,000		89,061
Italy Buoni Poliennali Del Tesoro (Italy), 5.50%, 11/1/2022	EUR		565,000		834,994
Italy Buoni Poliennali Del Tesoro (Italy), 1.50%, 6/1/2025	EUR		200,000		230,931
Japan Government Five Year Bond (Japan), 0.30%, 12/20/2016	JPY		77,000,000		725,841
Korea Treasury Bond (South Korea), 2.75%, 6/10/2016	KRW		370,000,000		325,195
Korea Treasury Bond (South Korea), 2.00%, 12/10/2017	KRW		380,000,000		336,335
Malaysia Government Bond (Malaysia), 4.262%, 9/15/2016	MYR		1,775,000		457,487
Mexican Government Bond (Mexico), 7.25%, 12/15/2016	MXN		4,560,000		270,431
Mexican Government Bond (Mexico), 5.00%, 6/15/2017	MXN		8,250,000		484,548
Mexican Government Bond (Mexico), 8.00%, 6/11/2020	MXN		8,000,000		514,988
Mexican Government Bond (Mexico), 6.50%, 6/10/2021	MXN		3,000,000		183,885
Mexican Government Bond (Mexico), 6.50%, 6/9/2022	MXN		5,500,000		336,402
Mexican Government Bond (Mexico), 7.75%, 5/29/2031	MXN		1,000,000		66,250
Norway Government Bond (Norway)⁴, 4.25%, 5/19/2017	NOK		1,280,000		165,026
Province of New Brunswick Canada (Canada), 5.20%, 2/21/2017			3,500,000		3,615,906
Singapore Government Bond (Singapore), 2.50%, 6/1/2019	SGD		650,000		502,707
Spain Government Bond (Spain), 4.50%, 1/31/2018	EUR		250,000		309,018
Spain Government Bond (Spain)⁴, 4.00%, 4/30/2020	EUR		390,000		511,682
Spain Government Bond (Spain)⁴, 5.40%, 1/31/2023	EUR		575,000		851,518
Spain Government Bond (Spain)⁴, 1.60%, 4/30/2025	EUR		400,000		463,770
United Kingdom Gilt (United Kingdom), 1.00%, 9/7/2017	GBP		290,000		426,652
United Kingdom Gilt (United Kingdom), 5.00%, 3/7/2018	GBP		365,000		578,766


TOTAL FOREIGN GOVERNMENT BONDS
(Identified Cost $26,013,040)					25,451,588


U.S. GOVERNMENT AGENCIES - 9.8%

Mortgage-Backed Securities - 9.8%
Fannie Mae, Pool #888468, 5.50%, 9/1/2021			569,399		612,733
Fannie Mae, Pool #995233, 5.50%, 10/1/2021			49,559		52,780
Fannie Mae, Pool #888017, 6.00%, 11/1/2021			70,635		76,738
Fannie Mae, Pool #995329, 5.50%, 12/1/2021			385,490		413,944
Fannie Mae, Pool #888136, 6.00%, 12/1/2021			87,818		95,471
Fannie Mae, Pool #888815, 4.50%, 11/1/2022			62,086		64,803
Fannie Mae, Pool #888810, 5.50%, 11/1/2022			677,806		728,689
Fannie Mae, Pool #AA1563, 4.50%, 2/1/2024			55,419		59,545
Fannie Mae, Pool #AC1557, 4.50%, 9/1/2024			137,014		147,272
Fannie Mae, Pool #AD0462, 5.50%, 10/1/2024			55,272		60,463
Fannie Mae, Pool #MA1834, 4.50%, 2/1/2034			1,250,255		1,369,644
Fannie Mae, Pool #MA1890, 4.00%, 5/1/2034			1,612,171		1,738,512
Fannie Mae, Pool #MA1903, 4.50%, 5/1/2034			1,275,212		1,396,688
Fannie Mae, Pool #AS3677, 4.00%, 10/1/2034			2,022,900		2,179,826
Fannie Mae, Pool #MA2177, 4.00%, 2/1/2035			3,445,203		3,713,728
Fannie Mae, Pool #745147, 4.50%, 12/1/2035			54,862		59,995
Fannie Mae, Pool #745418, 5.50%, 4/1/2036			864,390		974,081
Fannie Mae, Pool #886904, 6.50%, 9/1/2036			63,945		73,314
Fannie Mae, Pool #888021, 6.00%, 12/1/2036			261,690		298,815
Fannie Mae, Pool #909786, 5.50%, 3/1/2037			289,417		324,854
Fannie Mae, Pool #256673, 5.50%, 4/1/2037			1,580,268		1,775,126

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES	PRINCIPAL AMOUNT³		VALUE (NOTE 2)

U.S. GOVERNMENT AGENCIES (continued)

Mortgage-Backed Securities (continued)
Fannie Mae, Pool #918516, 5.50%, 6/1/2037		124,500	$	139,629
Fannie Mae, Pool #995050, 6.00%, 9/1/2037		363,350		414,917
Fannie Mae, Pool #AB8161, 6.00%, 12/1/2037		1,282,462		1,464,675
Fannie Mae, Pool #933521, 5.00%, 1/1/2038		24,616		27,208
Fannie Mae, Pool #972107, 5.00%, 2/1/2038		19,177		21,197
Fannie Mae, Pool #889260, 5.00%, 4/1/2038		38,171		42,190
Fannie Mae, Pool #933731, 5.50%, 4/1/2038		631,977		708,973
Fannie Mae, Pool #889576, 6.00%, 4/1/2038		783,160		894,333
Fannie Mae, Pool #912948, 5.00%, 5/1/2038		50,223		55,511
Fannie Mae, Pool #975840, 5.00%, 5/1/2038		99,781		110,931
Fannie Mae, Pool #889624, 5.50%, 5/1/2038		829,688		932,086
Fannie Mae, Pool #889579, 6.00%, 5/1/2038		693,471		790,973
Fannie Mae, Pool #995196, 6.00%, 7/1/2038		1,197,276		1,367,120
Fannie Mae, Pool #AD0119, 6.00%, 7/1/2038		488,317		556,764
Fannie Mae, Pool #986458, 6.00%, 8/1/2038		16,502		18,818
Fannie Mae, Pool #987831, 6.00%, 9/1/2038		61,825		70,395
Fannie Mae, Pool #990897, 6.00%, 9/1/2038		135,181		153,985
Fannie Mae, Pool #AD0220, 6.00%, 10/1/2038		138,598		158,232
Fannie Mae, Pool #993920, 6.00%, 11/1/2038		88,993		101,329
Fannie Mae, Pool #257497, 6.00%, 12/1/2038		41,699		47,481
Fannie Mae, Pool #AA0675, 6.00%, 12/1/2038		23,918		27,233
Fannie Mae, Pool #971022, 5.00%, 1/1/2039		72,195		79,797
Fannie Mae, Pool #AA1810, 5.00%, 1/1/2039		105,913		117,066
Fannie Mae, Pool #890294, 5.50%, 1/1/2039		1,539,183		1,727,425
Fannie Mae, Pool #AD0307, 5.50%, 1/1/2039		830,221		933,397
Fannie Mae, Pool #983686, 5.00%, 2/1/2039		153,189		170,847
Fannie Mae, Pool #AD0527, 5.50%, 6/1/2039		311,121		349,771
Fannie Mae, Pool #AE0604, 6.00%, 7/1/2039		1,043,963		1,188,936
Fannie Mae, Pool #AA6788, 6.00%, 8/1/2039		264,658		304,200
Fannie Mae, Pool #AC0463, 5.00%, 11/1/2039		126,253		139,988
Fannie Mae, Pool #AC5111, 5.00%, 11/1/2039		222,711		246,681
Fannie Mae, Pool #MA0258, 4.50%, 12/1/2039		1,869,119		2,038,895
Fannie Mae, Pool #MA0259, 5.00%, 12/1/2039		100,559		111,490
Fannie Mae, Pool #AC8573, 5.00%, 1/1/2040		164,692		182,592
Fannie Mae, Pool #890326, 5.50%, 1/1/2040		1,719,016		1,932,893
Fannie Mae, Pool #AL1595, 6.00%, 1/1/2040		1,214,945		1,387,601
Fannie Mae, Pool #AE0061, 6.00%, 2/1/2040		432,933		494,113
Fannie Mae, Pool #AL0152, 6.00%, 6/1/2040		1,632,460		1,862,834
Fannie Mae, Pool #AL2581, 6.00%, 6/1/2040		1,041,862		1,189,603
Fannie Mae, Pool #890519, 6.00%, 10/1/2040		2,424,139		2,765,990
Fannie Mae, Pool #AE0951, 4.50%, 2/1/2041		1,168,682		1,275,253
Fannie Mae, Pool #AH9054, 4.50%, 4/1/2041		499,721		545,131
Fannie Mae, Pool #AI2468, 4.50%, 5/1/2041		378,567		413,096
Fannie Mae, Pool #AL0160, 4.50%, 5/1/2041		1,186,458		1,294,657
Fannie Mae, Pool #AI5172, 4.00%, 8/1/2041		954,436		1,022,755
Fannie Mae, Pool #AJ1415, 4.50%, 9/1/2041		286,680		312,756
Fannie Mae, Pool #AL1410, 4.50%, 12/1/2041		2,385,900		2,602,749
Fannie Mae, Pool #AB4300, 3.50%, 1/1/2042		390,019		409,442
Fannie Mae, Pool #AK4940, 3.50%, 3/1/2042		1,955,515		2,053,032
Fannie Mae, Pool #AL7729, 4.00%, 6/1/2043		1,212,555		1,298,199

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES	PRINCIPAL AMOUNT³		VALUE (NOTE 2)

U.S. GOVERNMENT AGENCIES (continued)

Mortgage-Backed Securities (continued)
Fannie Mae, Pool #AL7767, 4.50%, 6/1/2044		2,404,223	$	2,619,755
Fannie Mae, Pool #AX5234, 4.50%, 11/1/2044		4,462,711		4,864,944
Fannie Mae, Pool #AS4103, 4.50%, 12/1/2044		1,819,435		1,995,672
Fannie Mae, Pool #AZ3627, 4.00%, 11/1/2045		451,635		482,731
Fannie Mae, Pool #BA3890, 4.00%, 11/1/2045		622,961		666,093
Fannie Mae, Pool #BA6762, 4.00%, 12/1/2045		586,731		627,006
Fannie Mae, Pool #BA6763, 4.00%, 12/1/2045		666,652		713,577
Fannie Mae, Pool #MA2514, 4.50%, 1/1/2046		196,086		214,370
Fannie Mae, Pool #BC3490, 3.50%, 2/1/2046		2,990,021		3,134,421
Fannie Mae Pool, Pool #AZ2001, 3.50%, 5/1/2045		2,951,374		3,103,295
Fannie Mae Pool, Pool #MA2569, 4.50%, 3/1/2046		1,796,730		1,962,619
Freddie Mac, Pool #G11850, 5.50%, 7/1/2020		188,625		198,800
Freddie Mac, Pool #G12610, 6.00%, 3/1/2022		89,857		98,394
Freddie Mac, Pool #G12655, 6.00%, 5/1/2022		63,719		69,791
Freddie Mac, Pool #G13078, 6.00%, 3/1/2023		85,780		93,629
Freddie Mac, Pool #C91746, 4.50%, 12/1/2033		235,457		257,945
Freddie Mac, Pool #C91754, 4.50%, 3/1/2034		1,569,484		1,719,385
Freddie Mac, Pool #C91762, 4.50%, 5/1/2034		2,130,766		2,334,283
Freddie Mac, Pool #K92054, 4.00%, 10/1/2034		1,442,437		1,555,738
Freddie Mac, Pool #C91850, 4.00%, 9/1/2035		945,387		1,017,512
Freddie Mac, Pool #C91854, 4.00%, 10/1/2035		2,957,223		3,182,841
Freddie Mac, Pool #G07655, 5.50%, 12/1/2035		226,498		255,361
Freddie Mac, Pool #G08216, 5.50%, 8/1/2037		527,462		591,697
Freddie Mac, Pool #G03332, 6.00%, 10/1/2037		58,087		66,168
Freddie Mac, Pool #G03696, 5.50%, 1/1/2038		207,643		232,940
Freddie Mac, Pool #G03926, 6.00%, 2/1/2038		760,903		865,993
Freddie Mac, Pool #G04264, 5.50%, 4/1/2038		879,341		988,315
Freddie Mac, Pool #G04731, 5.50%, 4/1/2038		491,596		551,106
Freddie Mac, Pool #G04176, 5.50%, 5/1/2038		225,533		253,928
Freddie Mac, Pool #A78227, 5.50%, 6/1/2038		252,931		283,450
Freddie Mac, Pool #G08273, 5.50%, 6/1/2038		592,855		666,022
Freddie Mac, Pool #G04471, 5.50%, 7/1/2038		72,357		80,804
Freddie Mac, Pool #G04776, 5.50%, 7/1/2038		530,170		594,396
Freddie Mac, Pool #G05956, 5.50%, 7/1/2038		721,110		809,207
Freddie Mac, Pool #G05671, 5.50%, 8/1/2038		368,827		413,558
Freddie Mac, Pool #G05196, 5.50%, 10/1/2038		740,764		831,386
Freddie Mac, Pool #G05409, 5.50%, 3/1/2039		667,257		749,338
Freddie Mac, Pool #A86522, 4.50%, 5/1/2039		1,565,312		1,707,734
Freddie Mac, Pool #G06021, 5.50%, 1/1/2040		470,592		529,023
Freddie Mac, Pool #G05923, 5.50%, 2/1/2040		397,946		447,128
Freddie Mac, Pool #G05900, 6.00%, 3/1/2040		180,821		205,553
Freddie Mac, Pool #G05906, 6.00%, 4/1/2040		112,864		128,644
Freddie Mac, Pool #G07104, 5.50%, 5/1/2040		423,363		477,687
Freddie Mac, Pool #G06789, 6.00%, 5/1/2040		507,755		576,658
Freddie Mac, Pool #A92889, 4.50%, 7/1/2040		2,539,140		2,773,252
Freddie Mac, Pool #G07589, 5.50%, 6/1/2041		1,817,241		2,038,847
Freddie Mac, Pool #Q17513, 3.50%, 4/1/2043		2,698,300		2,830,325
Freddie Mac, Pool #Q17719, 3.50%, 4/1/2043		1,284,413		1,346,672
Freddie Mac, Pool #C09068, 3.50%, 11/1/2044		2,498,920		2,619,825
Freddie Mac, Pool #G08669, 4.00%, 9/1/2045		2,420,830		2,584,869

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® CONSERVATIVE TERM SERIES	PRINCIPAL AMOUNT³/ SHARES/ CONTRACTS		VALUE (NOTE 2)

U.S. GOVERNMENT AGENCIES (continued)

Mortgage-Backed Securities (continued)
Freddie Mac, Pool #G08672, 4.00%, 10/1/2045		5,471,235	$	5,848,889
Freddie Mac, Pool #Q36985, 4.00%, 10/1/2045		1,135,473		1,213,360
Freddie Mac, Pool #Q37174, 4.00%, 11/1/2045		1,200,769		1,283,656
Freddie Mac, Pool #Q37892, 4.00%, 12/1/2045		1,504,068		1,609,044
Freddie Mac Gold, Pool #Q37592, 4.00%, 12/1/2045		3,471,218		3,717,806
Freddie Mac Gold, Pool #Q38388, 4.00%, 1/1/2046		493,014		528,092
Freddie Mac Gold, Pool #Q38413, 4.00%, 1/1/2046		497,880		532,693
Ginnie Mae, Pool #671161, 5.50%, 11/15/2037		100,575		112,495


TOTAL U.S. GOVERNMENT AGENCIES
(Identified Cost $122,303,775)				125,030,912


U.S. GOVERNMENT SECURITIES - 4.2%

U.S. Treasury Bills - 4.2%
U.S. Treasury Bill¹², 0.28%, 6/23/2016
(Identified Cost $52,978,347)		53,000,000		52,988,817


SHORT-TERM INVESTMENT - 3.8%

Dreyfus Cash Management, Inc. - Institutional Shares¹³, 0.29%,
(Identified Cost $48,796,415)		48,796,415		48,796,415

TOTAL INVESTMENTS - 84.5%
(Identified Cost $1,051,208,355)				1,073,310,030
OTHER ASSETS, LESS LIABILITIES - 15.5%				197,045,065

NET ASSETS - 100%			$	1,270,355,095


PUT OPTIONS WRITTEN - 0.0%##

Alphabet, Inc. - Class C, Strike $690, Expiring May 20, 2016,		17	$	(20,451	)
Apple, Inc., Strike $95, Expiring May 20, 2016,		129		(42,699	)


TOTAL PUT OPTIONS WRITTEN
(Premiums Received $15,576)			$	(63,150	)

ADR - American Depositary Receipt

AUD - Australian Dollar

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

No. - Number

NOK - Norwegian Krone

SGD - Singapore Dollar

##Less than 0.1%.

*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.

²A portion of this security is designated with the broker as collateral for options contracts written. As of April 30, 2016, the total value of such securities was $7,713,984.

³Amount is stated in USD unless otherwise noted.

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. These securities amount to $141,356,374 or 11.1%, of the Series’ net assets as of April 30, 2016 (see Note 2 to the financial statements).

⁵The coupon rate is floating and is the effective rate as of April 30, 2016.

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

Investment Portfolio - April 30, 2016

(unaudited)

⁶Security is perpetual in nature and has no stated maturity date.

⁷The rate shown is a fixed rate as of April 30, 2016; the rate becomes floating, based on U.S. Treasury Note (5 Year) plus a spread, in July 2016.

⁸The rate shown is a fixed rate as of April 30, 2016; the rate becomes floating, based on U.S. Treasury Yield Curve Rate Treasury Note Constant Maturity 5 Year in June 2017.

⁹The rate shown is a fixed rate as of April 30, 2016; the rate becomes floating, based on LIBOR plus a spread, in December 2024.

¹⁰The rate shown is a fixed rate as of April 30, 2016; the rate becomes floating, based on LIBOR plus a spread, in September 2022.

¹¹Represents a Payment-In-Kind bond.

¹²Represents the annualized yield at time of purchase.

¹³Rate shown is the current yield as of April 30, 2016.

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

Statement of Assets and Liabilities - Pro-Blend^® Conservative Term Series

April 30, 2016 (unaudited)


ASSETS:

Investments, at value (identified cost $1,051,208,355) (Note 2)	$	1,073,310,030
Foreign currency (identified cost $25,191)		25,191
Receivable for securities sold		195,782,813
Interest receivable		4,229,979
Receivable for fund shares sold		626,342
Dividends receivable		334,015
Foreign tax reclaims receivable		202,184
Prepaid and other expenses		3,793


TOTAL ASSETS		1,274,514,347


LIABILITIES:

Accrued management fees (Note 3)		628,123
Accrued shareholder services fees (Class S) (Note 3)		131,650
Accrued distribution and service (Rule 12b-1) fees (Class C) (Class R) (Note 3)		119,246
Accrued transfer agent fees (Note 3)		85,594
Accrued fund accounting and administration fees (Note 3)		82,294
Accrued Chief Compliance Officer service fees (Note 3)		381
Options written, at value (premiums received $15,576) (Note 2)		63,150
Accrued foreign capital gains tax (Note 2)		509
Payable for fund shares repurchased		2,741,425
Accrued printing and postage		223,266
Other payables and accrued expenses		83,614


TOTAL LIABILITIES		4,159,252


TOTAL NET ASSETS	$	1,270,355,095


NET ASSETS CONSIST OF:

Capital stock	$	1,078,217
Additional paid-in-capital		1,249,170,134
Undistributed net investment income		6,146,826
Accumulated net realized loss on investments, foreign currency and translation of other assets and liabilities		(8,075,956	)
Net unrealized appreciation on investments (net of foreign capital gains tax of $509), foreign currency and translation of other assets and liabilities		22,035,874


TOTAL NET ASSETS	$	1,270,355,095

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

Statement of Assets and Liabilities - Pro-Blend^® Conservative Term Series

April 30, 2016 (unaudited)


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($798,147,499/ 60,764,449 shares)	$	13.14


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($315,447,415/ 31,004,663 shares)	$	10.17


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class C ($133,098,231/ 13,630,062 shares)	$	9.77


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class R ($23,661,950/ 2,422,519 shares)	$	9.77

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

Statement of Operations - Pro-Blend^® Conservative Term Series

For the Six Months Ended April 30, 2016 (unaudited)


INVESTMENT INCOME:

Interest	$	11,833,902
Dividends (net of foreign taxes withheld, $58,373)		4,043,514


Total Investment Income		15,877,416


EXPENSES:

Management fees (Note 3)		3,928,909
Shareholder services fees (Class S) (Note 3)		834,037
Distribution and service (Rule 12b-1) fees (Class C) (Note 3)		658,262
Distribution and service (Rule 12b-1) fees (Class R) (Note 3)		91,068
Fund accounting and administration fees (Note 3)		130,082
Transfer agent fees (Note 3)		129,722
Directors’ fees (Note 3)		26,581
Chief Compliance Officer service fees (Note 3)		1,258
Custodian fees		56,726
Miscellaneous		203,351


Total Expenses		6,059,996


NET INVESTMENT INCOME		9,817,420


REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:

Net realized gain (loss) on-
Investments		11,617,018
Futures contracts		(10,954,642	)
Options written		63,569
Foreign currency and translation of other assets and liabilities		(1,058,159	)


		(332,214	)


Net change in unrealized appreciation (depreciation) on-
Investments (net of decrease in accrued foreign capital gains tax of $108)		(3,213,256	)
Futures contracts		1,416,619
Options written		(47,574	)
Foreign currency and translation of other assets and liabilities		13,120


		(1,831,091	)


NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		(2,163,305	)


NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	7,654,115

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

Statements of Changes in Net Assets - Pro-Blend^® Conservative Term Series


	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15
DECREASE IN NET ASSETS:

OPERATIONS:

Net investment income	$	9,817,420		$	25,141,914
Net realized loss on investments and foreign currency		(332,214	)		(6,336,316	)
Net change in unrealized depreciation on investments and foreign currency		(1,831,091	)		(40,113,025	)


Net increase (decrease) from operations		7,654,115			(21,307,427	)


DISTRIBUTIONS TO SHAREHOLDERS (Note 8):

From net investment income (Class S)		(8,682,512	)		(14,242,164	)
From net investment income (Class I)		(4,514,265	)		(6,793,036	)
From net investment income (Class C)		(1,223,898	)		(1,402,026	)
From net investment income (Class R)		(631,680	)		(950,123	)
From net realized gain on investments (Class S)		—			(50,314,602	)
From net realized gain on investments (Class I)		—			(19,920,640	)
From net realized gain on investments (Class C)		—			(8,129,404	)
From net realized gain on investments (Class R)		—			(3,664,976	)


Total distributions to shareholders		(15,052,355	)		(105,416,971	)


CAPITAL STOCK ISSUED AND REPURCHASED:

Net decrease from capital share transactions (Note 5)		(152,915,518	)		(119,388,459	)


Net decrease in net assets		(160,313,758	)		(246,112,857	)

NET ASSETS:

Beginning of period		1,430,668,853			1,676,781,710


End of period (including undistributed net investment income of $6,146,826 and $11,381,761, respectively)	$	1,270,355,095		$	1,430,668,853

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

Financial Highlights - Pro-Blend^® Conservative Term Series - Class S


	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	13.15		$	14.13		$	14.18		$	13.62		$	13.16		$	13.37

Income (loss) from investment operations:
Net investment income¹		0.10			0.22			0.22			0.22			0.22			0.25
Net realized and unrealized gain (loss) on investments		0.02			(0.41	)		0.52			0.83			0.69			0.12


Total from investment operations		0.12			(0.19	)		0.74			1.05			0.91			0.37


Less distributions to shareholders:
From net investment income		(0.13	)		(0.18	)		(0.20	)		(0.20	)		(0.24	)		(0.24	)
From net realized gain on investments		—			(0.61	)		(0.59	)		(0.29	)		(0.21	)		(0.34	)


Total distributions to shareholders		(0.13	)		(0.79	)		(0.79	)		(0.49	)		(0.45	)		(0.58	)


Net asset value - End of period	$	13.14		$	13.15		$	14.13		$	14.18		$	13.62		$	13.16


Net assets - End of period (000’s omitted)	$	798,147		$	911,956		$	1,124,851		$	1,027,160		$	973,964		$	870,693


Total return²		0.93	%		(1.33	%)		5.46	%		7.93	%		7.15	%		2.87	%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.88	%³		0.88	%		0.87	%		0.87	%		0.88	%		0.89	%
Net investment income		1.54	%³		1.60	%		1.57	%		1.58	%		1.65	%		1.87	%
Series portfolio turnover		20	%		51	%		45	%		54	%		54	%		25	%

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.

Financial Highlights - Pro-Blend^® Conservative Term Series - Class I


	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.22		$	11.17		$	11.38		$	11.03		$	10.75		$	11.03

Income (loss) from investment operations:
Net investment income¹		0.09			0.19			0.20			0.20			0.20			0.22
Net realized and unrealized gain (loss) on investments		0.00	²		(0.32	)		0.40			0.66			0.55			0.10


Total from investment operations		0.09			(0.13	)		0.60			0.86			0.75			0.32


Less distributions to shareholders:
From net investment income		(0.14	)		(0.21	)		(0.22	)		(0.22	)		(0.26	)		(0.26	)
From net realized gain on investments		—			(0.61	)		(0.59	)		(0.29	)		(0.21	)		(0.34	)


Total distributions to shareholders		(0.14	)		(0.82	)		(0.81	)		(0.51	)		(0.47	)		(0.60	)


Net asset value - End of period	$	10.17		$	10.22		$	11.17		$	11.38		$	11.03		$	10.75


Net assets - End of period (000’s omitted)	$	315,447		$	325,700		$	353,538		$	318,106		$	249,566		$	181,345


Total return³		0.97	%		(1.15	%)		5.66	%		8.15	%		7.34	%		3.07	%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.68	%⁴		0.68	%		0.67	%		0.67	%		0.68	%		0.69	%
Net investment income		1.74	%⁴		1.81	%		1.77	%		1.77	%		1.84	%		2.07	%
Series portfolio turnover		20	%		51	%		45	%		54	%		54	%		25	%

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. Periods less than one year are not annualized.

⁴Annualized.

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

Financial Highlights - Pro-Blend^® Conservative Term Series - Class C


	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	9.81		$	10.75		$	10.99		$	10.68		$	10.42		$	10.73

Income (loss) from investment operations:
Net investment income¹		0.04			0.08			0.08			0.08			0.09			0.11
Net realized and unrealized gain (loss) on investments		0.01			(0.31	)		0.39			0.65			0.55			0.10


Total from investment operations		0.05			(0.23	)		0.47			0.73			0.64			0.21


Less distributions to shareholders:
From net investment income		(0.09	)		(0.10	)		(0.12	)		(0.13	)		(0.17	)		(0.18	)
From net realized gain on investments		—			(0.61	)		(0.59	)		(0.29	)		(0.21	)		(0.34	)


Total distributions to shareholders		(0.09	)		(0.71	)		(0.71	)		(0.42	)		(0.38	)		(0.52	)


Net asset value - End of period	$	9.77		$	9.81		$	10.75		$	10.99		$	10.68		$	10.42


Net assets - End of period (000’s omitted)	$	133,098		$	137,697		$	139,291		$	102,919		$	72,239		$	42,898


Total return²		0.51	%		(2.10	%)		4.58	%		7.06	%		6.42	%		2.06	%
Ratios (to average net assets)/Supplemental Data:
Expenses		1.68	%³		1.68	%		1.67	%		1.67	%		1.69	%		1.69	%
Net investment income		0.74	%³		0.81	%		0.77	%		0.78	%		0.84	%		1.03	%
Series portfolio turnover		20	%		51	%		45	%		54	%		54	%		25	%

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.

Financial Highlights - Pro-Blend^® Conservative Term Series - Class R


	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	9.81		$	10.75		$	10.99		$	10.67		$	10.44		$	10.76

Income (loss) from investment operations:
Net investment income¹		0.06			0.13			0.14			0.14			0.14			0.13
Net realized and unrealized gain (loss) on investments		0.01			(0.30	)		0.38			0.64			0.54			0.13


Total from investment operations		0.07			(0.17	)		0.52			0.78			0.68			0.26


Less distributions to shareholders:
From net investment income		(0.11	)		(0.16	)		(0.17	)		(0.17	)		(0.24	)		(0.24	)
From net realized gain on investments		—			(0.61	)		(0.59	)		(0.29	)		(0.21	)		(0.34	)


Total distributions to shareholders		(0.11	)		(0.77	)		(0.76	)		(0.46	)		(0.45	)		(0.58	)


Net asset value - End of period	$	9.77		$	9.81		$	10.75		$	10.99		$	10.67		$	10.44


Net assets - End of period (000’s omitted)	$	23,662		$	55,315		$	59,101		$	48,272		$	32,988		$	2,828


Total return²		0.79	%		(1.60	%)		5.08	%		7.64	%		6.85	%		2.61	%
Ratios (to average net assets)/Supplemental Data:
Expenses		1.18	%³		1.18	%		1.17	%		1.17	%		1.19	%		1.19	%
Net investment income		1.25	%³		1.30	%		1.27	%		1.28	%		1.32	%		1.31	%
Series portfolio turnover		20	%		51	%		45	%		54	%		54	%		25	%

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.

Shareholder Expense Example - Pro-Blend^® Moderate Term Series

(unaudited)

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 (November 1, 2015 to April 30, 2016).

Actual Expenses

Hypothetical Example for Comparison Purposes


	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16*	ANNUALIZED EXPENSE RATIO
Class S
Actual	$1,000.00	$1,004.10	$5.33	1.07%
Hypothetical (5% return before expenses)	$1,000.00	$1,019.54	$5.37	1.07%
Class I
Actual	$1,000.00	$1,005.50	$4.09	0.82%
Hypothetical (5% return before expenses)	$1,000.00	$1,020.79	$4.12	0.82%
Class C
Actual	$1,000.00	$1,000.30	$9.05	1.82%
Hypothetical (5% return before expenses)	$1,000.00	$1,015.81	$9.12	1.82%
Class R
Actual	$1,000.00	$1,002.90	$6.57	1.32%
Hypothetical (5% return before expenses)	$1,000.00	$1,018.30	$6.62	1.32%

Portfolio Composition - Pro-Blend^® Moderate Term Series

As of April 30, 2016 (unaudited)

LOGO


Sector Allocation⁵
Information Technology	13.7	%
Consumer Discretionary	12.5	%
Financials	10.2	%
Health Care	5.6	%
Consumer Staples	5.6	%
Materials	4.6	%
Energy	4.4	%
Industrials	3.6	%
Telecommunication Services	1.2	%
Utilities	0.4	%

⁵Including common stocks and corporate bonds, as a percentage of total investments.


Top Ten Stock Holdings⁶
Time Warner, Inc.	1.6	%
QUALCOMM, Inc.	1.6	%
Monsanto Co.	1.5	%
MasterCard, Inc. - Class A	1.4	%
Range Resources Corp.	1.4	%
Medtronic plc	1.2	%
ServiceNow, Inc.	1.2	%
AMC Networks, Inc. - Class A	1.2	%
Cerner Corp.	1.2	%
Johnson & Johnson	1.2	%

⁶As a percentage of total investments.

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS - 41.4%

Consumer Discretionary - 10.0%
Diversified Consumer Services - 0.2%
Fu Shou Yuan International Group Ltd. (China)¹		1,308,000	$	917,682
Houghton Mifflin Harcourt Co.*		32,510		666,780
Kroton Educacional S.A. (Brazil)		279,932		1,043,462


				2,627,924

Hotels, Restaurants & Leisure - 0.9%
Accor S.A. (France)¹		17,960		795,331
Dunkin’ Brands Group, Inc.		13,480		626,820
Yum! Brands, Inc.		131,120		10,431,907


				11,854,058

Internet & Catalog Retail - 1.7%
ASOS plc (United Kingdom)*¹		11,400		601,423
The Priceline Group, Inc.*		10,730		14,417,472
Rakuten, Inc. (Japan)¹		117,360		1,275,863
TripAdvisor, Inc.*²		109,900		7,098,441
Zalando SE (Germany)*^1,3		20,470		679,505


				24,072,704

Media - 5.8%
AMC Networks, Inc. - Class A*		235,320		15,349,920
Global Mediacom Tbk PT (Indonesia)¹		2,723,660		238,696
ITV plc (United Kingdom)¹		141,820		467,477
Liberty Global plc - Class A - ADR (United Kingdom)*		211,779		7,990,422
Modern Times Group MTG AB - Class B (Sweden)¹		4,696		140,990
Sinclair Broadcast Group, Inc. - Class A		292,990		9,396,189
Surya Citra Media Tbk PT (Indonesia)¹		1,776,910		429,305
TEGNA, Inc.		142,160		3,320,858
Time Warner, Inc.		267,350		20,088,679
Tribune Media Co. - Class A		274,160		10,568,868
Twenty-First Century Fox, Inc. - Class A		423,324		12,809,784


				80,801,188

Specialty Retail - 0.2%
Advance Auto Parts, Inc.		12,370		1,930,957
Kingfisher plc (United Kingdom)¹		77,910		415,084
Monro Muffler Brake, Inc.		9,060		627,133


				2,973,174

Textiles, Apparel & Luxury Goods - 1.2%
Carter’s, Inc.		6,260		667,754
Gildan Activewear, Inc. (Canada)		22,140		687,668
Kering (France)¹		4,280		734,015
lululemon athletica, Inc.*		214,647		14,070,111


				16,159,548


Total Consumer Discretionary				138,488,596

Consumer Staples - 4.1%
Beverages - 2.5%
Ambev S.A. - ADR (Brazil)		2,368,546		13,240,172
Anheuser-Busch InBev S.A./N.V. (Belgium)¹		75,735		9,395,269
Cia Cervecerias Unidas S.A. - ADR (Chile)		20,820		466,784
Diageo plc (United Kingdom)¹		375,793		10,160,011
Fomento Economico Mexicano S.A.B. de C.V. - ADR (Mexico)		2,200		205,062
SABMiller plc (United Kingdom)¹		5,090		311,743
Treasury Wine Estates Ltd. (Australia)¹		147,456		1,038,278


				34,817,319

Food & Staples Retailing - 0.1%
Dairy Farm International Holdings Ltd. (Hong Kong)¹		131,900		909,514
Sprouts Farmers Market, Inc.*		24,090		676,206
Tesco plc (United Kingdom)*¹		89,775		225,699


				1,811,419

Food Products - 0.5%
Adecoagro S.A. (Luxembourg)*		74,190		790,865
Danone S.A. (France)¹		14,011		981,663
Grupo Bimbo S.A.B. de C.V. - Class A (Mexico)		228,880		696,964
Nestle S.A. (Switzerland)¹		15,824		1,181,098
Sao Martinho S.A. (Brazil)		50,240		653,408
Suedzucker AG (Germany)¹		61,317		1,082,744
Tiger Brands Ltd. (South Africa)¹		12,180		301,554
Universal Robina Corp. (Philippines)¹		98,310		436,557
The WhiteWave Foods Co.*		15,550		625,265


				6,750,118

Household Products - 0.1%
Pigeon Corp. (Japan)¹		20,400		535,819

Personal Products - 0.8%
Beiersdorf AG (Germany)¹		2,270		203,836
Unilever plc - ADR (United Kingdom)		253,939		11,391,704


				11,595,540

Tobacco - 0.1%
Gudang Garam Tbk PT (Indonesia)¹		172,000		901,364
Japan Tobacco, Inc. (Japan)¹		15,600		637,384

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Consumer Staples (continued)
Tobacco (continued)
Swedish Match AB (Sweden)¹		4,695	$	149,122


				1,687,870


Total Consumer Staples				57,198,085

Energy - 2.3%
Energy Equipment & Services - 0.8%
Schlumberger Ltd.		139,413		11,200,440
Spectrum ASA (Norway)¹		27,468		90,402


				11,290,842

Oil, Gas & Consumable Fuels - 1.5%
Cameco Corp. (Canada)		35,769		447,470
Cosan S.A. Industria e Comercio (Brazil)		20,580		189,808
Galp Energia SGPS S.A. (Portugal)¹		69,040		948,575
Range Resources Corp.		399,560		17,624,592
Royal Dutch Shell plc - Class B (Netherlands)¹		18,152		476,580
Royal Dutch Shell plc - Class B - ADR (Netherlands)		7,670		409,195


				20,096,220


Total Energy				31,387,062

Financials - 3.7%
Banks - 0.0%##
ICICI Bank Ltd. - ADR (India)		38,250		269,663

Capital Markets - 0.8%
BlackRock, Inc.		29,130		10,379,893

Consumer Finance - 0.1%
SLM Corp.*		220,740		1,494,410

Diversified Financial Services - 0.1%
JSE Ltd. (South Africa)¹		40,370		468,397

Real Estate Investment Trusts (REITS) - 2.3%
Agree Realty Corp.		11,690		453,338
Alexandria Real Estate Equities, Inc.		5,160		479,622
alstria office REIT AG (Germany)¹		78,350		1,100,177
American Campus Communities, Inc.		8,070		361,133
American Homes 4 Rent - Class A		15,760		249,323
Apartment Investment & Management Co. - Class A		12,430		497,946
AvalonBay Communities, Inc.		4,100		724,839
Boston Properties, Inc.		3,740		481,936
Brixmor Property Group, Inc.		10,130		255,783
CatchMark Timber Trust, Inc. - Class A		24,820		263,340
Chesapeake Lodging Trust		18,880		465,014
Columbia Property Trust, Inc.		10,670		237,941
Community Healthcare Trust, Inc.		29,200		531,440
CoreSite Realty Corp.		2,410		180,581
Crown Castle International Corp.		2,730		237,182
CubeSmart		18,110		536,237
DCT Industrial Trust, Inc.		6,760		272,901
DDR Corp.		21,950		384,125
Digital Realty Trust, Inc.		3,470		305,291
Douglas Emmett, Inc.		13,910		451,380
Education Realty Trust, Inc.		8,793		349,698
Equinix, Inc.		1,600		528,560
Equity LifeStyle Properties, Inc.		4,130		282,864
Equity One, Inc.		14,870		420,821
Equity Residential		5,550		377,789
Extra Space Storage, Inc.		3,440		292,228
Fibra Shop Portafolios Inmobiliarios S.A.P.I. de C.V. (Mexico)		191,494		184,764
Forest City Realty Trust, Inc. - Class A		24,570		510,565
General Growth Properties, Inc.		15,250		427,458
HCP, Inc.		7,060		238,840
Healthcare Realty Trust, Inc.		8,990		272,217
Healthcare Trust of America, Inc. - Class A		14,470		418,038
Host Hotels & Resorts, Inc.		14,530		229,865
Kite Realty Group Trust		9,945		270,802
Lamar Advertising Co. - Class A		4,570		283,523
LaSalle Hotel Properties		14,710		351,569
Mid-America Apartment Communities, Inc.		7,120		681,455
NorthStar Realty Finance Corp.		25,020		320,006
Outfront Media, Inc.		17,837		386,885
Paramount Group, Inc.		30,120		503,004
Pebblebrook Hotel Trust		6,790		187,676
Pennsylvania Real Estate Investment Trust		8,290		190,173
Physicians Realty Trust		32,660		592,126
Prologis, Inc.		21,550		978,586
Public Storage		1,710		418,625
Retail Opportunity Investments Corp.		20,410		401,465
Retail Properties of America, Inc. - Class A		15,930		254,721
Rexford Industrial Realty, Inc.		20,800		390,416
Simon Property Group, Inc.		6,580		1,323,699
Sovran Self Storage, Inc.		4,870		517,291
STORE Capital Corp.		11,990		307,783
Tanger Factory Outlet Centers, Inc.		7,680		269,414
Taubman Centers, Inc.		4,520		313,914
Terreno Realty Corp.		15,870		361,360
UDR, Inc.		6,880		240,250
Urban Edge Properties		19,560		507,386
Ventas, Inc.		6,730		418,068

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Financials (continued)
Real Estate Investment Trusts (REITS) (continued)
Vornado Realty Trust		4,590	$	439,401
Welltower, Inc.		6,040		419,297
Westfield Corp. (Australia)¹		24,010		183,379
Weyerhaeuser Co.		235,722		7,571,391


				32,086,901

Real Estate Management & Development - 0.4%
CBRE Group, Inc. - Class A*		5,620		166,521
First Capital Realty, Inc. (Canada)		12,570		203,472
Realogy Holdings Corp.*		146,120		5,222,329


				5,592,322


Total Financials				50,291,586

Health Care - 4.7%
Biotechnology - 0.2%
Cepheid, Inc.*		28,310		807,967
Seattle Genetics, Inc.*		18,640		661,347
Vertex Pharmaceuticals, Inc.*		8,270		697,492


				2,166,806

Health Care Equipment & Supplies - 1.2%
LDR Holding Corp.*		18,540		499,653
Medtronic plc		198,710		15,727,896
Shandong Weigao Group Medical Polymer Co. Ltd. - Class H (China)¹		250,393		150,317


				16,377,866

Health Care Providers & Services - 1.0%
Acadia Healthcare Co., Inc.*		10,380		655,912
Brookdale Senior Living, Inc.*		8,340		153,956
DaVita HealthCare Partners, Inc.*		22,680		1,676,052
Express Scripts Holding Co.*		111,340		8,209,098
Fresenius Medical Care AG & Co. KGaA (Germany)¹		8,390		730,245
Fresenius Medical Care AG & Co. KGaA - ADR (Germany)		16,520		720,768
KPJ Healthcare Berhad (Malaysia)¹		280,550		303,783
Odontoprev S.A. (Brazil)		135,010		415,717
Siloam International Hospitals Tbk PT (Indonesia)¹		429,900		275,452


				13,140,983

Health Care Technology - 1.1%
Cerner Corp.*		272,460		15,295,904

Life Sciences Tools & Services - 0.0%##
QIAGEN N.V.*		6,260		140,600
QIAGEN N.V.*¹		7,760		174,528

				315,128

Pharmaceuticals - 1.2%
AstraZeneca plc - ADR (United Kingdom)		20,640		597,734
Genomma Lab Internacional S.A.B. de C.V. - Class B (Mexico)*		484,560		532,309
GlaxoSmithKline plc (United Kingdom)¹		11,020		235,525
Johnson & Johnson		134,190		15,040,015
Novartis AG - ADR (Switzerland)		8,350		634,350
Perrigo Co. plc		2,560		247,475

				17,287,408


Total Health Care				64,584,095

Industrials - 1.3%
Aerospace & Defense - 0.0%##
Safran S.A. (France)¹		2,440		168,214

Airlines - 0.0%##
Ryanair Holdings plc - ADR (Ireland)		1,894		153,319

Commercial Services & Supplies - 0.1%
China Everbright International Ltd. (China)¹		189,000		211,591
MiX Telematics Ltd. - ADR (South Africa)		36,190		147,655
Stericycle, Inc.*		10,840		1,035,870


				1,395,116

Industrial Conglomerates - 0.1%
Siemens AG (Germany)¹		13,380		1,400,201

Machinery - 0.8%
Alstom S.A. (France)*¹		22,720		580,965
ANDRITZ AG (Austria)¹		13,150		738,141
FANUC Corp. (Japan)¹		2,709		400,179
Flowserve Corp.		140,980		6,881,234
GEA Group AG (Germany)¹		24,520		1,139,439
SMC Corp. (Japan)¹		2,800		682,807
Sulzer AG (Switzerland)¹		2,210		201,741
The Weir Group plc (United Kingdom)¹		10,450		183,562


				10,808,068

Professional Services - 0.1%
Applus Services S.A. (Spain)¹		47,450		439,047
Bureau Veritas S.A. (France)¹		17,580		416,705
Intertek Group plc (United Kingdom)¹		9,040		431,261


				1,287,013

Road & Rail - 0.2%
Genesee & Wyoming, Inc. - Class A*		22,580		1,470,184
Kansas City Southern		13,070		1,238,383


				2,708,567

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Industrials (continued)
Trading Companies & Distributors - 0.0%##
Brenntag AG (Germany)¹		7,993	$	469,500


Total Industrials				18,389,998

Information Technology - 11.9%
Electronic Equipment, Instruments & Components - 1.3%
FLIR Systems, Inc.		205,050		6,194,561
Hitachi Ltd. (Japan)¹		204,000		934,774
Keyence Corp. (Japan)¹		1,523		912,876
PAX Global Technology Ltd. (Hong Kong)¹		1,130,000		973,179
Trimble Navigation Ltd.*		45,260		1,083,977
VeriFone Systems, Inc.*		275,380		7,837,315


				17,936,682

Internet Software & Services - 2.6%
Alibaba Group Holding Ltd. - ADR (China)*		14,170		1,090,240
Alphabet, Inc. - Class A*²		12,690		8,982,997
Alphabet, Inc. - Class C*		12,910		8,946,759
Baidu, Inc. - ADR (China)*		6,090		1,183,287
Benefitfocus, Inc.*		18,220		690,538
Envestnet, Inc.*		35,520		1,114,618
Facebook, Inc. - Class A*		91,510		10,759,746
Match Group, Inc.*		47,500		541,500
MercadoLibre, Inc. (Argentina)		8,390		1,047,827
Q2 Holdings, Inc.*		34,120		815,809
Tencent Holdings Ltd. - Class H (China)¹		50,900		1,035,729


				36,209,050

IT Services - 2.9%
Amdocs Ltd. - ADR		10,390		587,451
FleetCor Technologies, Inc.*		4,470		691,420
InterXion Holding N.V. - ADR (Netherlands)*		11,700		396,396
MasterCard, Inc. - Class A		186,500		18,088,635
PayPal Holdings, Inc.*		267,960		10,498,673
Visa, Inc. - Class A²		134,450		10,384,918


				40,647,493

Semiconductors & Semiconductor Equipment - 1.5%
QUALCOMM, Inc.		396,600		20,036,232

Software - 2.4%
Electronic Arts, Inc.*		239,410		14,807,509
Paylocity Holding Corp.*		18,600		711,822
SAP SE (Germany)¹		14,490		1,136,906
ServiceNow, Inc.*		218,910		15,647,687
TOTVS S.A. (Brazil)		52,040		425,338
The Ultimate Software Group, Inc.*		5,510		1,083,211


				33,812,473

Technology Hardware, Storage & Peripherals - 1.2%
Apple, Inc.		154,780		14,509,077
Samsung Electronics Co. Ltd. (South Korea)¹		1,680		1,830,917


				16,339,994


Total Information Technology				164,981,924

Materials - 3.3%
Chemicals - 2.3%
Ashland, Inc.		97,710		10,904,436
Givaudan S.A. (Switzerland)¹		250		493,466
Monsanto Co.		207,370		19,426,422
Sociedad Quimica y Minera de Chile S.A. - ADR (Chile)		13,752		286,454
Symrise AG (Germany)¹		6,510		432,078


				31,542,856

Metals & Mining - 1.0%
Alcoa, Inc.		1,245,816		13,915,765
Alumina Ltd. (Australia)¹		105,362		118,976
Norsk Hydro ASA (Norway)¹		45,388		197,482


				14,232,223


Total Materials				45,775,079

Telecommunication Services - 0.1%
Diversified Telecommunication Services - 0.0%##
Telefonica S.A. - ADR (Spain)		66,980		730,752

Wireless Telecommunication Services - 0.1%
America Movil S.A.B. de C.V. - Class L - ADR (Mexico)		55,703		788,754
China Mobile Ltd. - Class H (China)¹		22,820		261,991


				1,050,745


Total Telecommunication Services				1,781,497

Utilities - 0.0%##
Water Utilities - 0.0%##
CT Environmental Group Ltd. (China)¹		714,000		208,258

TOTAL COMMON STOCKS (Identified Cost $543,839,503)				573,086,180

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES	PRINCIPAL AMOUNT⁴		VALUE (NOTE 2)

CORPORATE BONDS - 14.9%

Non-Convertible Corporate Bonds - 14.9%
Consumer Discretionary - 1.4%
Auto Components - 0.2%
Magna International, Inc. (Canada), 4.15%, 10/1/2025		1,500,000	$	1,609,557
Techniplas LLC³, 10.00%, 5/1/2020		1,055,000		738,500


				2,348,057

Diversified Consumer Services - 0.2%
Block Financial LLC, 5.50%, 11/1/2022		2,795,000		3,015,601

Hotels, Restaurants & Leisure - 0.1%
MGM Resorts International, 10.00%, 11/1/2016		870,000		905,931

Household Durables - 0.5%
Brookfield Residential Properties, Inc. - Brookfield Residential US Corp. (Canada)³, 6.125%, 7/1/2022		1,365,000		1,264,017
Lennar Corp., 12.25%, 6/1/2017		830,000		915,075
Meritage Homes Corp., 7.15%, 4/15/2020		555,000		591,075
Meritage Homes Corp., 7.00%, 4/1/2022		610,000		654,225
NVR, Inc., 3.95%, 9/15/2022		2,028,000		2,072,369
TRI Pointe Group, Inc. - TRI Pointe Homes, Inc., 4.375%, 6/15/2019		940,000		942,350
Weekley Homes LLC - Weekley Finance Corp., 6.00%, 2/1/2023		1,135,000		1,055,550


				7,494,661

Media - 0.3%
Altice Financing S.A. (Luxembourg)³, 6.50%, 1/15/2022		630,000		636,300
CCO Holdings LLC - CCO Holdings Capital Corp.³, 5.875%, 4/1/2024		750,000		785,625
Columbus International, Inc. (Barbados)³, 7.375%, 3/30/2021		880,000		934,736
Sinclair Television Group, Inc.³, 5.625%, 8/1/2024		610,000		626,775
VTR Finance B.V. (Netherlands)³, 6.875%, 1/15/2024		1,260,000		1,258,425
WideOpenWest Finance LLC - WideOpenWest Capital Corp., 10.25%, 7/15/2019		135,000		135,337


				4,377,198

Multiline Retail - 0.1%
Dollar General Corp., 3.25%, 4/15/2023		1,480,000		1,491,470


Total Consumer Discretionary				19,632,918

Consumer Staples - 0.9%
Beverages - 0.5%
Anheuser-Busch InBev Worldwide, Inc. (Belgium), 7.75%, 1/15/2019		1,060,000		1,234,374
Anheuser-Busch InBev Worldwide, Inc. (Belgium), 8.20%, 1/15/2039		1,900,000		2,946,832
PepsiCo, Inc., 3.10%, 7/17/2022		2,895,000		3,083,615


				7,264,821

Food & Staples Retailing - 0.3%
C&S Group Enterprises LLC³ , 5.375%, 7/15/2022		995,000		955,200
CVS Health Corp., 3.50%, 7/20/2022		1,450,000		1,543,690
The Kroger Co., 2.60%, 2/1/2021		1,235,000		1,271,168


				3,770,058

Food Products - 0.1%
Pinnacle Operating Corp.³, 9.00%, 11/15/2020		1,255,000		1,066,750

Household Products - 0.0%##
HRG Group, Inc., 7.75%, 1/15/2022		915,000		915,000


Total Consumer Staples				13,016,629

Energy - 1.8%
Energy Equipment & Services - 0.5%
Baker Hughes, Inc., 7.50%, 11/15/2018		1,215,000		1,365,808
Ensco plc, 5.20%, 3/15/2025		1,465,000		1,067,619
FTS International, Inc., 6.25%, 5/1/2022		610,000		94,855
Pride International, Inc., 8.50%, 6/15/2019		700,000		703,500
Schlumberger Holdings Corp.³, 3.625%, 12/21/2022		3,095,000		3,224,439
TerraForm Global Operating LLC³, 9.75%, 8/15/2022		955,000		846,369


				7,302,590

Oil, Gas & Consumable Fuels - 1.3%
Carrizo Oil & Gas, Inc., 6.25%, 4/15/2023		205,000		196,800
Chevron Corp., 1.79%, 11/16/2018		1,420,000		1,438,087
Columbia Pipeline Group, Inc.³, 4.50%, 6/1/2025		1,050,000		1,082,768
Crestwood Midstream Partners LP - Crestwood Midstream Finance Corp., 6.125%, 3/1/2022		470,000		428,875
Hiland Partners LP - Hiland Partners Finance Corp.³, 7.25%, 10/1/2020		2,900,000		3,034,125
Hilcorp Energy I LP - Hilcorp Finance Co.³, 5.75%, 10/1/2025		205,000		193,213
Kinder Morgan, Inc.³, 5.625%, 11/15/2023		1,950,000		2,015,493
Oasis Petroleum, Inc., 6.875%, 1/15/2023		200,000		179,500
PBF Holding Co. LLC - PBF Finance Corp.³, 7.00%, 11/15/2023		640,000		624,000
Petrobras Global Finance B.V. (Brazil)⁵, 2.238%, 5/20/2016		3,680,000		3,677,240

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES		PRINCIPAL AMOUNT⁴		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Energy (continued)
Oil, Gas & Consumable Fuels (continued)
Petroleos Mexicanos (Mexico), 4.50%, 1/23/2026			1,925,000	$	1,831,445
Sabine Pass Liquefaction LLC, 5.625%, 2/1/2021			1,260,000		1,252,125
Transocean, Inc., 3.75%, 10/15/2017			395,000		379,200
Weatherford International LLC, 6.35%, 6/15/2017			395,000		400,925
WPX Energy, Inc., 6.00%, 1/15/2022			415,000		373,500


					17,107,296


Total Energy					24,409,886

Financials - 5.7%
Banks - 2.0%
Bank of America Corp., 5.70%, 5/2/2017			3,061,000		3,182,803
Barclays Bank plc (United Kingdom)³, 10.179%, 6/12/2021			1,200,000		1,526,908
CIT Group, Inc., 4.25%, 8/15/2017			910,000		923,081
Citigroup, Inc., 3.875%, 3/26/2025			1,325,000		1,316,189
Commonwealth Bank of Australia (Australia), 5.75%, 1/25/2017	AUD		390,000		303,492
Cooperatieve Rabobank U.A. (Netherlands)^6,7, 8.375%			700,000		707,876
Intesa Sanpaolo S.p.A. (Italy), 3.875%, 1/15/2019			3,000,000		3,107,682
Intesa Sanpaolo S.p.A. (Italy)³, 6.50%, 2/24/2021			1,380,000		1,578,995
JPMorgan Chase & Co., 4.95%, 3/25/2020			4,040,000		4,450,719
Lloyds Bank plc (United Kingdom)^3,6,8, 12.00%			955,000		1,254,631
Lloyds Bank plc (United Kingdom)⁵, 9.875%, 12/16/2021			1,300,000		1,359,995
Lloyds Banking Group plc (United Kingdom)³, 4.582%, 12/10/2025			2,601,000		2,607,807
Popular, Inc., 7.00%, 7/1/2019			1,300,000		1,267,500
Royal Bank of Canada (Canada), 3.77%, 3/30/2018	CAD		450,000		375,454
Santander Bank N.A., 8.75%, 5/30/2018			1,250,000		1,401,587
Santander Holdings USA, Inc., 2.65%, 4/17/2020			1,265,000		1,260,503
Westpac Banking Corp. (Australia), 5.75%, 2/6/2017	AUD		400,000		311,568


					26,936,790

Capital Markets - 1.4%
The Goldman Sachs Group, Inc.⁵, 1.718%, 11/15/2018			6,235,000		6,250,563
The Goldman Sachs Group, Inc., 5.375%, 3/15/2020			4,285,000		4,762,589
The Goldman Sachs Group, Inc.⁵, 2.236%, 11/29/2023			1,120,000		1,117,835
The Goldman Sachs Group, Inc., 4.25%, 10/21/2025			1,365,000		1,393,759
Morgan Stanley, 2.125%, 4/25/2018			5,000,000		5,044,525
Morgan Stanley, 5.00%, 11/24/2025			1,075,000		1,170,082


					19,739,353

Consumer Finance - 0.2%
Ally Financial, Inc., 2.75%, 1/30/2017			955,000		953,806
Navient Corp., 6.00%, 1/25/2017			915,000		929,869
Navient Corp., 6.125%, 3/25/2024			1,250,000		1,119,375


					3,003,050

Diversified Financial Services - 0.2%
ING Bank N.V. (Netherlands)⁵, 4.125%, 11/21/2023			1,475,000		1,498,278
Jefferies Finance LLC - JFIN Co-Issuer Corp.³, 7.375%, 4/1/2020			870,000		802,575
Jefferies Finance LLC - JFIN Co-Issuer Corp.³, 6.875%, 4/15/2022			555,000		485,625


					2,786,478

Insurance - 1.2%
Aegon N.V. (Netherlands)^5,6, 1.74%			2,150,000		1,313,545
American International Group, Inc., 4.875%, 6/1/2022			3,705,000		4,066,741
Assured Guaranty US Holdings, Inc., 5.00%, 7/1/2024			4,835,000		5,145,291
AXA S.A. (France)^5,6, 1.825%			2,640,000		1,809,245
First American Financial Corp., 4.30%, 2/1/2023			1,650,000		1,673,453
Prudential Financial, Inc.⁹, 5.875%, 9/15/2042			1,950,000		2,107,462


					16,115,737

Real Estate Investment Trusts (REITS) - 0.3%
Crown Castle Towers LLC³, 6.113%, 1/15/2020			1,040,000		1,151,866
Crown Castle Towers LLC³, 4.883%, 8/15/2020			333,000		356,106
Crown Castle Towers LLC³, 3.222%, 5/15/2022			1,300,000		1,321,632
Greystar Real Estate Partners LLC³, 8.25%, 12/1/2022			915,000		951,600
Welltower, Inc., 4.95%, 1/15/2021			330,000		362,048


					4,143,252

Real Estate Management & Development - 0.0%##
Forestar USA Real Estate Group, Inc.³, 8.50%, 6/1/2022			615,000		627,300

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES	PRINCIPAL AMOUNT⁴		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Financials (continued)
Thrifts & Mortgage Finance - 0.4%
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp., 7.375%, 10/1/2017		1,455,000	$	1,458,638
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp.³, 5.875%, 8/1/2021		1,540,000		1,355,200
Radian Group, Inc., 7.00%, 3/15/2021		600,000		639,750
Rialto Holdings LLC - Rialto Corp.³, 7.00%, 12/1/2018		1,620,000		1,587,600


				5,041,188


Total Financials				78,393,148

Health Care - 0.4%
Biotechnology - 0.1%
AMAG Pharmaceuticals, Inc.³, 7.875%, 9/1/2023		1,555,000		1,395,613

Health Care Providers & Services - 0.1%
HCA, Inc., 7.50%, 2/15/2022		560,000		634,200
Tenet Healthcare Corp.^3,5, 4.134%, 6/15/2020		625,000		625,781
Tenet Healthcare Corp., 8.125%, 4/1/2022		595,000		617,312


				1,877,293

Pharmaceuticals - 0.2%
Concordia Healthcare Corp. (Canada)³, 7.00%, 4/15/2023		925,000		857,938
Horizon Pharma Financing, Inc.³, 6.625%, 5/1/2023		905,000		823,550
Mallinckrodt International Finance S.A. - Mallinckrodt CB LLC³, 5.625%, 10/15/2023		935,000		876,563


				2,558,051


Total Health Care				5,830,957

Industrials - 2.0%
Aerospace & Defense - 0.1%
DigitalGlobe, Inc.³, 5.25%, 2/1/2021		1,405,000		1,269,769

Air Freight & Logistics - 0.0%##
Neovia Logistics Intermediate Holdings LLC - Logistics Intermediate Finance Corp.^3,10, 10.00%, 2/15/2018		645,000		339,431

Airlines - 0.4%
Allegiant Travel Co., 5.50%, 7/15/2019		910,000		936,731
American Airlines Pass-Through Trust, Series 2013-2, Class A, 4.95%, 1/15/2023		1,852,546		1,989,171
Southwest Airlines Co., 2.75%, 11/6/2019		1,495,000		1,536,610
Southwest Airlines Co., 2.65%, 11/5/2020		500,000		508,318


				4,970,830

Commercial Services & Supplies - 0.1%
Constellis Holdings LLC - Constellis Finance Corp.³, 9.75%, 5/15/2020		865,000		782,825
Modular Space Corp.³, 10.25%, 1/31/2019		645,000		332,175


				1,115,000

Industrial Conglomerates - 0.2%
General Electric Co.⁵, 1.013%, 5/5/2026		2,310,000		2,130,781

Machinery - 0.1%
Case New Holland Industrial, Inc. (United Kingdom), 7.875%, 12/1/2017		870,000		926,550
Waterjet Holdings, Inc.³, 7.625%, 2/1/2020		625,000		624,219


				1,550,769

Trading Companies & Distributors - 1.1%
Air Lease Corp., 2.625%, 9/4/2018		2,875,000		2,855,761
Air Lease Corp., 3.375%, 6/1/2021		1,730,000		1,734,325
Aircastle Ltd., 6.75%, 4/15/2017		500,000		516,350
Aircastle Ltd., 5.50%, 2/15/2022		585,000		622,294
Aviation Capital Group Corp.³, 3.875%, 9/27/2016		3,995,000		4,020,169
Aviation Capital Group Corp.³, 2.875%, 9/17/2018		1,300,000		1,297,699
Fly Leasing Ltd. (Ireland), 6.375%, 10/15/2021		1,100,000		1,078,000
International Lease Finance Corp., 5.75%, 5/15/2016		970,000		970,611
International Lease Finance Corp.⁵, 2.584%, 6/15/2016		1,525,000		1,526,787
International Lease Finance Corp., 8.75%, 3/15/2017		825,000		868,725
International Lease Finance Corp., 6.25%, 5/15/2019		245,000		265,825


				15,756,546


Total Industrials				27,133,126

Information Technology - 0.5%
Internet Software & Services - 0.0%##
VeriSign, Inc., 5.25%, 4/1/2025		365,000		375,037

IT Services - 0.2%
Automatic Data Processing, Inc., 2.25%, 9/15/2020		1,405,000		1,450,050

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES	PRINCIPAL AMOUNT⁴/ SHARES		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Information Technology (continued)
IT Services (continued)
Visa, Inc., 2.80%, 12/14/2022		1,400,000	$	1,460,330


				2,910,380

Semiconductors & Semiconductor Equipment - 0.1%
Intel Corp., 2.45%, 7/29/2020		1,490,000		1,540,822

Technology Hardware, Storage & Peripherals - 0.2%
Diebold, Inc.³, 8.50%, 4/15/2024		615,000		622,688
Hewlett Packard Enterprise Co.³, 2.45%, 10/5/2017		1,545,000		1,562,284
Western Digital Corp.³, 10.50%, 4/1/2024		655,000		636,987


				2,821,959


Total Information Technology				7,648,198

Materials - 0.9%
Chemicals - 0.4%
Consolidated Energy Finance S.A. (Trinidad-Tobago)³, 6.75%, 10/15/2019		1,305,000		1,233,225
The Dow Chemical Co., 8.55%, 5/15/2019		2,305,000		2,752,557
Solvay Finance America LLC (Belgium)³, 3.40%, 12/3/2020		1,600,000		1,656,299


				5,642,081

Containers & Packaging - 0.1%
Ardagh Packaging Finance plc - Ardagh Holdings USA, Inc. (Ireland)^3,5, 3.634%, 12/15/2019		630,000		636,221

Metals & Mining - 0.3%
Alcoa, Inc., 5.87%, 2/23/2022		915,000		933,300
Anglo American Capital plc (United Kingdom)³, 3.625%, 5/14/2020		345,000		324,300
ArcelorMittal (Luxembourg), 10.85%, 6/1/2019		270,000		309,150
BP Capital Markets plc (United Kingdom), 3.535%, 11/4/2024		350,000		365,025
FMG Resources August 2006 Pty Ltd. (Australia)³, 6.875%, 4/1/2022		195,000		177,450
Rio Tinto Finance USA Ltd. (United Kingdom), 3.75%, 9/20/2021		1,585,000		1,681,528
SunCoke Energy Partners LP - SunCoke Energy Partners Finance Corp.³, 7.375%, 2/1/2020		930,000		711,450


				4,502,203

Paper & Forest Products - 0.1%
Domtar Corp., 4.40%, 4/1/2022		1,425,000		1,462,364


Total Materials				12,242,869

Telecommunication Services - 1.0%
Diversified Telecommunication Services - 0.6%
AT&T, Inc., 5.20%, 3/15/2020		2,115,000		2,355,588
CenturyLink, Inc., 7.50%, 4/1/2024		1,265,000		1,268,163
Embarq Corp., 7.082%, 6/1/2016		955,000		959,420
Frontier Communications Corp.³, 11.00%, 9/15/2025		1,555,000		1,570,550
Inmarsat Finance plc (United Kingdom)³, 4.875%, 5/15/2022		1,365,000		1,296,750
Numericable-SFR S.A. (France)³, 6.25%, 5/15/2024		205,000		198,338
Numericable-SFR S.A. (France)³, 7.375%, 5/1/2026		250,000		253,750


				7,902,559

Wireless Telecommunication Services - 0.4%
Altice Financing S.A. (Luxembourg)³, 6.625%, 2/15/2023		1,775,000		1,755,120
SBA Tower Trust³, 3.598%, 4/15/2018		1,500,000		1,497,755
Sixsigma Networks Mexico S.A. de C.V. (Mexico)³, 8.25%, 11/7/2021		970,000		931,200
T-Mobile USA, Inc., 6.836%, 4/28/2023		740,000		789,025
Wind Acquisition Finance S.A. (Italy)³, 4.75%, 7/15/2020		420,000		400,890


				5,373,990


Total Telecommunication Services				13,276,549

Utilities - 0.3%
Independent Power and Renewable Electricity Producers - 0.3%
Abengoa Yield plc (Spain)³, 7.00%, 11/15/2019		1,430,000		1,358,497
ContourGlobal Power Holdings S.A. (France)³, 7.125%, 6/1/2019		615,000		608,850
NRG Energy, Inc., 6.25%, 7/15/2022		655,000		642,110
Talen Energy Supply LLC³, 4.625%, 7/15/2019		1,250,000		1,162,500
TerraForm Power Operating LLC³, 6.125%, 6/15/2025		1,165,000		1,001,900


Total Utilities				4,773,857

TOTAL CORPORATE BONDS (Identified Cost $207,389,164)				206,358,137


MUTUAL FUND - 0.0%##

iShares MSCI India ETF (Identified Cost $202,352)		7,340		198,620


U.S. TREASURY SECURITIES - 6.8%

U.S. Treasury Bonds - 1.1%
U.S. Treasury Inflation Indexed Bond, 0.75%, 2/15/2042 (Identified Cost $13,954,656)		15,268,043		14,874,417

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES	PRINCIPAL AMOUNT⁴		VALUE (NOTE 2)

U.S. TREASURY SECURITIES (continued)

U.S. Treasury Notes - 5.7%
U.S. Treasury Floating Rate Note⁵, 0.418%, 10/31/2017		15,000,000	$	15,013,845
U.S. Treasury Inflation Indexed Note, 0.125%, 4/15/2017		24,160,634		24,384,941
U.S. Treasury Inflation Indexed Note, 0.125%, 4/15/2020		24,323,730		24,836,183
U.S. Treasury Inflation Indexed Note, 0.125%, 1/15/2023		14,251,450		14,402,872

Total U.S. Treasury Notes (Identified Cost $77,101,690)				78,637,841

TOTAL U.S. TREASURY SECURITIES (Identified Cost $91,056,346)				93,512,258


ASSET-BACKED SECURITIES - 1.3%

Alterna Funding I LLC, Series 2014-1A, Class NOTE³, 1.639%, 2/15/2021		750,465		724,199
Cazenovia Creek Funding I LLC, Series 2015-1A, Class A³, 2.00%, 12/10/2023		1,625,315		1,611,094
Colony American Homes, Series 2015-1A, Class A^3,5, 1.636%, 7/17/2032		1,298,002		1,284,772
Enterprise Fleet Financing LLC, Series 2014-2, Class A2³, 1.05%, 3/20/2020		1,063,491		1,059,787	��
Enterprise Fleet Financing LLC, Series 2015-2, Class A2³, 1.59%, 2/22/2021		3,488,768		3,489,448
FDIC Trust, Series 2011-R1, Class A³, 2.672%, 7/25/2026		577,296		587,986
FNA Trust, Series 2014-1A, Class A³, 1.296%, 12/10/2022		408,177		404,223
Home Partners of America Trust, Series 2016-1, Class A^3,5, 2.086%, 3/17/2033		1,146,230		1,142,554
Invitation Homes Trust, Series 2015-SFR3, Class A^3,5, 1.736%, 8/17/2032		2,467,302		2,473,659
NextGear Floorplan Master Owner Trust, Series 2014-1A, Class A³, 1.92%, 10/15/2019		1,400,000		1,391,945
SpringCastle America Funding LLC, Series 2014-AA, Class A³, 2.70%, 5/25/2023		1,264,677		1,267,617
Starwood Retail Property Trust, Series 2014-STAR, Class A^3,5, 1.653%, 11/15/2027		2,116,000		2,093,358


TOTAL ASSET-BACKED SECURITIES (Identified Cost $17,585,278)				17,530,642


COMMERCIAL MORTGAGE-BACKED SECURITIES - 7.3%

Americold LLC Trust, Series 2010-ARTA, Class A1³, 3.847%, 1/14/2029		222,707		231,299
Banc of America Commercial Mortgage Trust, Series 2006-3, Class A4⁵, 5.889%, 7/10/2044		708,534		708,366
Banc of America Commercial Mortgage Trust, Series 2006-4, Class A4, 5.634%, 7/10/2046		246,048		246,068
Bear Stearns Commercial Mortgage Securities Trust, Series 2006-PW13, Class A4, 5.54%, 9/11/2041		641,204		642,572
Bear Stearns Commercial Mortgage Securities Trust, Series 2006-T24, Class AM⁵, 5.568%, 10/12/2041		1,600,000		1,616,191
BWAY Mortgage Trust, Series 2015-1740, Class A³, 2.917%, 1/13/2035		4,700,000		4,700,325
COBALT CMBS Commercial Mortgage Trust, Series 2006-C1, Class A4, 5.223%, 8/15/2048		2,816,605		2,844,106
Commercial Mortgage Pass-Through Certificates, Series 2015-DC1, Class A5, 3.35%, 2/10/2048		5,000,000		5,232,380
Commercial Mortgage Pass-Through Certificates, Series 2015-LC19, Class A4, 3.183%, 2/10/2048		5,225,000		5,445,848
Commercial Mortgage Pass-Through Certificates, Series 2015-PC1, Class A5, 3.902%, 7/10/2050		2,250,000		2,444,361
Credit Suisse Mortgage Capital Trust, Series 2013-IVR3, Class A1^3,5, 2.50%, 5/25/2043		1,679,836		1,647,355
Credit Suisse Mortgage Capital Trust, Series 2013-TH1, Class A1^3,5, 2.13%, 2/25/2043		1,356,534		1,312,330
DB-UBS Mortgage Trust, Series 2011-LC1A, Class A1³, 3.742%, 11/10/2046		10,662		10,726
Extended Stay America Trust, Series 2013-ESH7, Class A27³, 2.958%, 12/5/2031		1,482,926		1,488,200
Fannie Mae Multifamily REMIC Trust, Series 2012-M13, Class ASQ2, 1.246%, 8/25/2017		948,621		947,775
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K009, Class X1 (IO)⁵, 1.43%, 8/25/2020		18,238,860		849,526
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K014, Class X1 (IO)⁵, 1.212%, 4/25/2021		8,550,056		441,286
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K016, Class X1 (IO)⁵, 1.548%, 10/25/2021		5,763,931		394,262
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K017, Class X1 (IO)⁵, 1.411%, 12/25/2021		8,864,792		556,313
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K021, Class X1 (IO)⁵, 1.488%, 6/25/2022		12,467,704		912,835

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES	PRINCIPAL AMOUNT ⁴		VALUE (NOTE 2)

COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)

Freddie Mac Multifamily Structured Pass-Through Certificates, Series K030, Class X1 (IO)⁵, 0.22%, 4/25/2023		64,605,557	$	825,136
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K032, Class X1 (IO)⁵, 0.119%, 5/25/2023		41,000,667		310,096
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K706, Class X1 (IO)⁵, 1.563%, 10/25/2018		8,616,062		286,973
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K-P01, Class A2, 1.72%, 1/25/2019		1,705,000		1,704,812
FREMF Mortgage Trust, Series 2011-K701, Class B^3,5, 4.436%, 7/25/2048		750,000		768,489
FREMF Mortgage Trust, Series 2011-K702, Class B^3,5, 4.931%, 4/25/2044		885,000		920,012
FREMF Mortgage Trust, Series 2013-K28, Class X2A (IO)³, 0.10%, 6/25/2046		162,369,336		887,446
FREMF Mortgage Trust, Series 2013-K502, Class B^3,5, 2.746%, 3/25/2045		2,135,000		2,137,643
FREMF Mortgage Trust, Series 2013-K712, Class B^3,5, 3.484%, 5/25/2045		885,000		898,640
FREMF Mortgage Trust, Series 2014-K37, Class B^3,5, 4.713%, 1/25/2047		1,977,000		2,054,734
FREMF Mortgage Trust, Series 2014-K716, Class B^3,5, 4.085%, 8/25/2047		2,885,000		2,979,798
GAHR Commercial Mortgage Trust, Series 2015-NRF, Class BFX^3,5, 3.382%, 12/15/2019		2,300,000		2,344,041
GAHR Commercial Mortgage Trust, Series 2015-NRF, Class DFX^3,5, 3.382%, 12/15/2019		1,000,000		975,569
GCCFC Commercial Mortgage Trust, Series 2006-GG7, Class A4⁵, 5.921%, 7/10/2038		37,033		37,025
GS Mortgage Securities Trust, Series 2010-C2, Class A1³, 3.849%, 12/10/2043		141,602		146,861
GS Mortgage Securities Trust, Series 2013-GC16, Class A4, 4.271%, 11/10/2046		4,500,000		5,026,280
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2006-CB15, Class A4⁵, 5.814%, 6/12/2043		830,818		829,765
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2006-LDP7, Class A4⁵, 5.981%, 4/17/2045		225,837		225,606
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2006-LDP9, Class A3, 5.336%, 5/15/2047		5,768,436		5,855,504
JP Morgan Mortgage Trust, Series 2013-1, Class 1A2^3,5, 3.00%, 3/25/2043		1,044,142		1,044,366
JP Morgan Mortgage Trust, Series 2013-2, Class A2^3,5, 3.50%, 5/25/2043		1,221,767		1,239,444
JP Morgan Mortgage Trust, Series 2014-2, Class 1A1^3,5, 3.00%, 6/25/2029		1,490,082		1,526,635
LB-UBS Commercial Mortgage Trust, Series 2006-C7, Class A3, 5.347%, 11/15/2038		2,763,371		2,783,902
Motel 6 Trust, Series 2015-MTL6, Class B³, 3.298%, 2/5/2030		2,100,000		2,111,085
New Residential Mortgage Loan Trust, Series 2014-3A, Class AFX3^3,5, 3.75%, 11/25/2054		1,521,139		1,565,892
New Residential Mortgage Loan Trust, Series 2015-2A, Class A1⁵, 3.75%, 8/25/2055		1,719,060		1,771,073
OBP Depositor LLC Trust, Series 2010-OBP, Class A³, 4.646%, 7/15/2045		115,000		126,391
SBA Small Business Investment Companies, Series 2015-10A, Class 1, 2.517%, 3/10/2025		1,025,316		1,048,160
SBA Small Business Investment Companies, Series 2015-10B, Class 1, 2.829%, 9/10/2025		5,910,110		6,056,829
SCG Trust, Series 2013-SRP1, Class AJ^3,5, 2.383%, 11/15/2026		3,550,000		3,541,716
Sequoia Mortgage Trust, Series 2013-2, Class A⁵, 1.874%, 2/25/2043		1,161,664		1,099,130
Sequoia Mortgage Trust, Series 2013-7, Class A2⁵, 3.00%, 6/25/2043		1,014,456		1,014,514
Sequoia Mortgage Trust, Series 2013-8, Class A1⁵, 3.00%, 6/25/2043		1,368,530		1,363,082
Vornado DP LLC Trust, Series 2010-VNO, Class A2FX³, 4.004%, 9/13/2028		350,000		372,111
Wachovia Bank Commercial Mortgage Trust, Series 2006-C26, Class A3⁵ , 6.011%, 6/15/2045		318,184		317,759
Wells Fargo Commercial Mortgage Trust, Series 2010-C1, Class A2³, 4.393%, 11/15/2043		545,000		593,432
Wells Fargo Commercial Mortgage Trust, Series 2015-C26, Class A4, 3.166%, 2/15/2048		5,300,000		5,468,396
WF-RBS Commercial Mortgage Trust, Series 2013-C11, Class A2, 2.029%, 3/15/2045		1,950,000		1,962,608
WinWater Mortgage Loan Trust, Series 2015-1, Class A1^3,5, 3.50%, 1/20/2045		1,910,152		1,956,051

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES		PRINCIPAL AMOUNT⁴		VALUE (NOTE 2)

COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
WinWater Mortgage Loan Trust, Series 2015-3, Class A5^3,5, 3.50%, 3/20/2045			2,060,664	$	2,110,153

TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES
(Identified Cost $100,967,617)					100,959,283


FOREIGN GOVERNMENT BONDS - 1.9%
Bonos de la Tesoreria de la Republica en pesos (Chile), 6.00%, 1/1/2018	CLP		790,000,000		1,236,138
Brazilian Government International Bond (Brazil), 8.875%, 10/14/2019			800,000		960,002
Bundesrepublik Deutschland (Germany), 1.50%, 9/4/2022	EUR		300,000		380,095
Bundesrepublik Deutschland (Germany), 1.00%, 8/15/2024	EUR		300,000		369,765
Canada Housing Trust No. 1 (Canada)³, 4.10%, 12/15/2018	CAD		390,000		335,934
Canadian Government Bond (Canada), 1.50%, 9/1/2017	CAD		160,000		128,914
Canadian Government Bond (Canada), 2.75%, 6/1/2022	CAD		500,000		438,531
Export-Import Bank of Korea (South Korea), 2.625%, 12/30/2020			9,100,000		9,300,009
Ireland Government Bond (Ireland), 5.00%, 10/18/2020	EUR		300,000		419,512
Ireland Government Bond (Ireland), 0.80%, 3/15/2022	EUR		200,000		236,248
Ireland Government Bond (Ireland), 3.90%, 3/20/2023	EUR		50,000		70,450
Italy Buoni Poliennali Del Tesoro (Italy), 5.50%, 9/1/2022	EUR		630,000		928,313
Italy Buoni Poliennali Del Tesoro (Italy), 1.45%, 9/15/2022	EUR		75,000		89,061
Italy Buoni Poliennali Del Tesoro (Italy), 5.50%, 11/1/2022	EUR		760,000		1,123,177
Italy Buoni Poliennali Del Tesoro (Italy), 1.50%, 6/1/2025	EUR		200,000		230,931
Japan Government Five Year Bond (Japan), 0.30%, 12/20/2016	JPY		101,000,000		952,077
Korea Treasury Bond (South Korea), 2.75%, 6/10/2016	KRW		470,000,000		413,086
Korea Treasury Bond (South Korea), 2.00%, 12/10/2017	KRW		480,000,000		424,844
Malaysia Government Bond (Malaysia), 4.262%, 9/15/2016	MYR		3,205,000		826,053
Mexican Government Bond (Mexico), 7.25%, 12/15/2016	MXN		6,000,000		355,830
Mexican Government Bond (Mexico), 5.00%, 6/15/2017	MXN		9,500,000		557,965
Mexican Government Bond (Mexico), 8.00%, 6/11/2020	MXN		9,900,000		637,297
Mexican Government Bond (Mexico), 6.50%, 6/10/2021	MXN		4,000,000		245,180
Mexican Government Bond (Mexico), 6.50%, 6/9/2022	MXN		6,500,000		397,566
Mexican Government Bond (Mexico), 7.75%, 5/29/2031	MXN		1,250,000		82,812
Norway Government Bond (Norway)³, 4.25%, 5/19/2017	NOK		1,610,000		207,572
Singapore Government Bond (Singapore), 2.50%, 6/1/2019	SGD		855,000		661,253
Spain Government Bond (Spain), 4.50%, 1/31/2018	EUR		325,000		401,724
Spain Government Bond (Spain)³, 4.00%, 4/30/2020	EUR		515,000		675,682
Spain Government Bond (Spain)³, 5.40%, 1/31/2023	EUR		760,000		1,125,484
Spain Government Bond (Spain)³, 1.60%, 4/30/2025	EUR		500,000		579,713
United Kingdom Gilt (United Kingdom), 1.00%, 9/7/2017	GBP		380,000		559,061
United Kingdom Gilt (United Kingdom), 5.00%, 3/7/2018	GBP		475,000		753,189


TOTAL FOREIGN GOVERNMENT BONDS
(Identified Cost $27,147,766)					26,103,468


U.S. GOVERNMENT AGENCIES - 10.8%

Mortgage-Backed Securities - 9.6%
Fannie Mae, Pool #888468, 5.50%, 9/1/2021			670,283		721,294
Fannie Mae, Pool #995233, 5.50%, 10/1/2021			46,601		49,631
Fannie Mae, Pool #888017, 6.00%, 11/1/2021			65,869		71,561
Fannie Mae, Pool #995329, 5.50%, 12/1/2021			456,284		489,963
Fannie Mae, Pool #888136, 6.00%, 12/1/2021			81,748		88,873
Fannie Mae, Pool #888810, 5.50%, 11/1/2022			802,630		862,883
Fannie Mae, Pool #AD0462, 5.50%, 10/1/2024			51,602		56,449
Fannie Mae, Pool #MA1834, 4.50%, 2/1/2034			1,167,536		1,279,027
Fannie Mae, Pool #MA1890, 4.00%, 5/1/2034			1,251,457		1,349,530
Fannie Mae, Pool #MA1903, 4.50%, 5/1/2034			958,420		1,049,719

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES	PRINCIPAL AMOUNT⁴		VALUE (NOTE 2)

U.S. GOVERNMENT AGENCIES (continued)

Mortgage-Backed Securities (continued)
Fannie Mae, Pool #AS3677, 4.00%, 10/1/2034		1,854,324	$	1,998,173
Fannie Mae, Pool #MA2177, 4.00%, 2/1/2035		2,036,034		2,194,726
Fannie Mae, Pool #AZ3376, 4.00%, 7/1/2035		3,921,511		4,222,363
Fannie Mae, Pool #745418, 5.50%, 4/1/2036		1,105,738		1,246,057
Fannie Mae, Pool #888021, 6.00%, 12/1/2036		164,831		188,215
Fannie Mae, Pool #909786, 5.50%, 3/1/2037		280,590		314,946
Fannie Mae, Pool #256673, 5.50%, 4/1/2037		1,136,856		1,277,037
Fannie Mae, Pool #995050, 6.00%, 9/1/2037		363,679		415,293
Fannie Mae, Pool #AB8161, 6.00%, 12/1/2037		1,283,624		1,466,003
Fannie Mae, Pool #933731, 5.50%, 4/1/2038		590,162		662,063
Fannie Mae, Pool #889576, 6.00%, 4/1/2038		783,870		895,143
Fannie Mae, Pool #889624, 5.50%, 5/1/2038		774,792		870,414
Fannie Mae, Pool #889579, 6.00%, 5/1/2038		694,100		791,690
Fannie Mae, Pool #889575, 6.00%, 6/1/2038		476,372		543,966
Fannie Mae, Pool #995196, 6.00%, 7/1/2038		2,105,106		2,403,734
Fannie Mae, Pool #AD0119, 6.00%, 7/1/2038		488,760		557,269
Fannie Mae, Pool #AD0207, 6.00%, 10/1/2038		272,181		310,142
Fannie Mae, Pool #AD0220, 6.00%, 10/1/2038		91,564		104,535
Fannie Mae, Pool #890294, 5.50%, 1/1/2039		1,679,109		1,884,464
Fannie Mae, Pool #AD0307, 5.50%, 1/1/2039		775,290		871,639
Fannie Mae, Pool #AD0258, 5.50%, 3/1/2039		409,218		459,653
Fannie Mae, Pool #AD0527, 5.50%, 6/1/2039		245,089		275,536
Fannie Mae, Pool #MA0258, 4.50%, 12/1/2039		1,774,716		1,935,916
Fannie Mae, Pool #890326, 5.50%, 1/1/2040		1,878,449		2,112,163
Fannie Mae, Pool #AL1595, 6.00%, 1/1/2040		1,216,046		1,388,859
Fannie Mae, Pool #AE0061, 6.00%, 2/1/2040		993,903		1,134,356
Fannie Mae, Pool #AL0152, 6.00%, 6/1/2040		1,633,940		1,864,522
Fannie Mae, Pool #AL2581, 6.00%, 6/1/2040		1,042,806		1,190,681
Fannie Mae, Pool #890519, 6.00%, 10/1/2040		2,426,336		2,768,497
Fannie Mae, Pool #AE0951, 4.50%, 2/1/2041		1,117,931		1,219,874
Fannie Mae, Pool #AH9054, 4.50%, 4/1/2041		477,371		520,751
Fannie Mae, Pool #AI2468, 4.50%, 5/1/2041		375,878		410,161
Fannie Mae, Pool #AL0160, 4.50%, 5/1/2041		1,158,144		1,263,761
Fannie Mae, Pool #AI5172, 4.00%, 8/1/2041		1,294,088		1,386,719
Fannie Mae, Pool #AJ1415, 4.50%, 9/1/2041		266,908		291,186
Fannie Mae, Pool #AL1410, 4.50%, 12/1/2041		3,235,289		3,529,336
Fannie Mae, Pool #AK4940, 3.50%, 3/1/2042		1,402,575		1,472,518
Fannie Mae, Pool #AL7068, 4.50%, 9/1/2042		3,397,101		3,697,267
Fannie Mae, Pool #AL7729, 4.00%, 6/1/2043		1,641,052		1,756,962
Fannie Mae, Pool #AS1845, 4.50%, 2/1/2044		4,868,984		5,321,207
Fannie Mae, Pool #AL7767, 4.50%, 6/1/2044		3,263,199		3,555,736
Fannie Mae, Pool #AX5234, 4.50%, 11/1/2044		4,613,209		5,029,006
Fannie Mae, Pool #AZ3627, 4.00%, 11/1/2045		694,823		742,662
Fannie Mae, Pool #BA3890, 4.00%, 11/1/2045		955,207		1,021,343
Fannie Mae, Pool #BA3034, 4.00%, 12/1/2045		507,084		542,309
Fannie Mae, Pool #BA6762, 4.00%, 12/1/2045		899,986		961,764
Fannie Mae, Pool #AZ5009, 4.00%, 1/1/2046		764,279		816,882
Fannie Mae, Pool #MA2514, 4.50%, 1/1/2046		2,702,828		2,954,861
Fannie Mae, Pool #BC3490, 3.50%, 2/1/2046		3,289,023		3,447,864
Freddie Mac, Pool #G11850, 5.50%, 7/1/2020		222,691		234,704

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES	PRINCIPAL AMOUNT ⁴/ SHARES		VALUE (NOTE 2)

U.S. GOVERNMENT AGENCIES (continued)

Mortgage-Backed Securities (continued)
Freddie Mac, Pool #G12610, 6.00%, 3/1/2022		83,757	$	91,714
Freddie Mac, Pool #G12655, 6.00%, 5/1/2022		59,474		65,142
Freddie Mac, Pool #G12988, 6.00%, 1/1/2023		44,273		48,330
Freddie Mac, Pool #G13078, 6.00%, 3/1/2023		80,014		87,335
Freddie Mac, Pool #G13331, 5.50%, 10/1/2023		34,919		38,017
Freddie Mac, Pool #C91754, 4.50%, 3/1/2034		1,179,582		1,292,243
Freddie Mac, Pool #C91762, 4.50%, 5/1/2034		1,601,430		1,754,388
Freddie Mac, Pool #C91788, 4.00%, 10/1/2034		1,488,696		1,605,632
Freddie Mac, Pool #C91850, 4.00%, 9/1/2035		2,307,011		2,483,016
Freddie Mac, Pool #C91854, 4.00%, 10/1/2035		1,717,097		1,848,101
Freddie Mac, Pool #G03332, 6.00%, 10/1/2037		103,600		118,016
Freddie Mac, Pool #G03696, 5.50%, 1/1/2038		205,004		229,979
Freddie Mac, Pool #G03781, 6.00%, 1/1/2038		402,496		457,982
Freddie Mac, Pool #G03926, 6.00%, 2/1/2038		489,886		557,545
Freddie Mac, Pool #G04264, 5.50%, 4/1/2038		880,137		989,210
Freddie Mac, Pool #G04731, 5.50%, 4/1/2038		481,687		539,997
Freddie Mac, Pool #G08273, 5.50%, 6/1/2038		581,001		652,705
Freddie Mac, Pool #G05956, 5.50%, 7/1/2038		673,398		755,665
Freddie Mac, Pool #G04587, 5.50%, 8/1/2038		1,566,833		1,757,446
Freddie Mac, Pool #G05671, 5.50%, 8/1/2038		361,270		405,085
Freddie Mac, Pool #G05409, 5.50%, 3/1/2039		667,862		750,017
Freddie Mac, Pool #A86522, 4.50%, 5/1/2039		1,492,784		1,628,606
Freddie Mac, Pool #G06021, 5.50%, 1/1/2040		271,248		304,928
Freddie Mac, Pool #G05923, 5.50%, 2/1/2040		255,160		286,695
Freddie Mac, Pool #G05900, 6.00%, 3/1/2040		408,198		464,030
Freddie Mac, Pool #G05906, 6.00%, 4/1/2040		262,359		299,040
Freddie Mac, Pool #A92889, 4.50%, 7/1/2040		3,442,495		3,759,897
Freddie Mac, Pool #G07589, 5.50%, 6/1/2041		783,737		879,311
Freddie Mac, Pool #Q17719, 3.50%, 4/1/2043		1,716,411		1,799,610
Freddie Mac, Pool #C09068, 3.50%, 11/1/2044		1,430,478		1,499,689
Freddie Mac, Pool #G60034, 4.50%, 2/1/2045		4,926,368		5,369,113
Freddie Mac, Pool #G08669, 4.00%, 9/1/2045		2,536,108		2,707,958
Freddie Mac, Pool #G08672, 4.00%, 10/1/2045		5,105,853		5,458,287
Freddie Mac, Pool #Q36985, 4.00%, 10/1/2045		1,537,103		1,642,539
Freddie Mac, Pool #Q37892, 4.00%, 12/1/2045		2,041,235		2,183,703
Freddie Mac Gold, Pool #Q37592, 4.00%, 12/1/2045		3,173,685		3,399,137
Freddie Mac Gold Pool, Pool #Q29245, 3.50%, 10/1/2044		2,790,168		2,934,420
Ginnie Mae, Pool #263096, 9.50%, 3/15/2020		862		866


Total Mortgage-Backed Securities
(Identified Cost $131,177,671)				133,689,252


Other Agencies - 1.2%
Fannie Mae, 1.75%, 9/12/2019
(Identified Cost $16,068,677)		16,000,000		16,345,280


TOTAL U.S. GOVERNMENT AGENCIES
(Identified Cost $147,246,348)				150,034,532


U.S. GOVERNMENT SECURITIES - 3.3%

U.S. Treasury Bills - 3.3%
U.S. Treasury Bill¹¹, 0.28%, 6/23/2016
(Identified Cost $46,280,903)		46,300,000		46,290,231


SHORT-TERM INVESTMENT - 3.4%

Dreyfus Cash Management, Inc. - Institutional Shares¹², 0.29%,
(Identified Cost $46,481,246)		46,481,246		46,481,246

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MODERATE TERM SERIES	CONTRACTS		VALUE (NOTE 2)
TOTAL INVESTMENTS - 91.1%
(Identified Cost $1,228,196,523)			$	1,260,554,597
OTHER ASSETS, LESS LIABILITIES - 8.9%				123,649,077

NET ASSETS - 100%			$	1,384,203,674


PUT OPTIONS WRITTEN - 0.0%##

Alphabet, Inc. - Class C, Strike $690, Expiring May 20, 2016,		33	$	(39,699	)
Apple, Inc., Strike $95, Expiring May 20, 2016,		239		(79,109	)


TOTAL PUT OPTIONS WRITTEN
(Premiums Received $29,739)			$	(118,808	)

ADR - American Depositary Receipt

AUD - Australian Dollar

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

No. - Number

NOK - Norwegian Krone

SGD - Singapore Dollar

##Less than 0.1%.

*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.

²A portion of this security is designated with the broker as collateral for options contracts written. As of April 30, 2016, the total value of such securities was $16,111,252.

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. These securities amount to $128,562,592 or 9.3%, of the Series’ net assets as of April 30, 2016 (see Note 2 to the financial statements).

⁴Amount is stated in USD unless otherwise noted.

⁵The coupon rate is floating and is the effective rate as of April 30, 2016.

⁶Security is perpetual in nature and has no stated maturity date.

⁷The rate shown is a fixed rate as of April 30, 2016; the rate becomes floating, based on U.S. Treasury Note (5 Year) plus a spread, in July 2016.

⁸The rate shown is a fixed rate as of April 30, 2016; the rate becomes floating, based on LIBOR plus a spread, in December 2024.

⁹The rate shown is a fixed rate as of April 30, 2016; the rate becomes floating, based on LIBOR plus a spread, in September 2022.

¹⁰Represents a Payment-In-Kind bond.

¹¹Represents the annualized yield at time of purchase.

¹²Rate shown is the current yield as of April 30, 2016.

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, 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.

Statement of Assets and Liabilities - Pro-Blend^® Moderate Term Series

April 30, 2016 (unaudited)


ASSETS:

Investments, at value (identified cost $1,228,196,523) (Note 2)	$	1,260,554,597
Cash		32,787
Receivable for securities sold		126,175,686
Interest receivable		4,114,651
Dividends receivable		451,195
Foreign tax reclaims receivable		416,176
Receivable for fund shares sold		287,154
Prepaid expenses		63,362


TOTAL ASSETS		1,392,095,608


LIABILITIES:

Accrued management fees (Note 3)		853,393
Accrued distribution and service (Rule 12b-1) fees (Class C) (Class R) (Note 3)		127,085
Accrued shareholder services fees (Class S) (Note 3)		116,642
Accrued fund accounting and administration fees (Note 3)		83,854
Accrued transfer agent fees (Note 3)		64,160
Accrued Chief Compliance Officer service fees (Note 3)		381
Options written, at value (premiums received $29,739) (Note 2)		118,808
Accrued foreign capital gains tax (Note 2)		644
Payable for fund shares repurchased		5,637,910
Payable for securities purchased		719,631
Other payables and accrued expenses		169,426


TOTAL LIABILITIES		7,891,934


TOTAL NET ASSETS	$	1,384,203,674


NET ASSETS CONSIST OF:

Capital stock	$	1,247,069
Additional paid-in-capital		1,349,843,885
Undistributed net investment income		5,103,022
Accumulated net realized loss on investments, foreign currency and translation of other assets and liabilities		(4,236,023	)
Net unrealized appreciation (depreciation) on investments (net of foreign capital gains tax of $644), foreign currency and translation of other assets and liabilities		32,245,721


TOTAL NET ASSETS	$	1,384,203,674

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

Statement of Assets and Liabilities - Pro-Blend^® Moderate Term Series

April 30, 2016 (unaudited)


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($566,802,489/ 43,266,781 shares)	$	13.10


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($647,069,762/ 64,700,629 shares)	$	10.00


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class C ($135,726,193/ 13,435,731 shares)	$	10.10


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class R ($34,605,230/ 3,303,783 shares)	$	10.47

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

Statement of Operations - Pro-Blend^® Moderate Term Series

For the Six Months Ended April 30, 2016 (unaudited)


INVESTMENT INCOME:

Interest	$	11,010,441
Dividends (net of foreign taxes withheld, $145,885)		3,825,067


Total Investment Income		14,835,508


EXPENSES:

Management fees (Note 3)		5,386,653
Shareholder services fees (Class S) (Note 3)		745,588
Distribution and service (Rule 12b-1) fees (Class C) (Note 3)		687,513
Fund accounting and administration fees (Note 3)		134,576
Transfer agent fees (Note 3)		96,249
Distribution and service (Rule 12b-1) fees (Class R) (Note 3)		94,336
Directors’ fees (Note 3)		27,790
Chief Compliance Officer service fees (Note 3)		1,258
Custodian fees		62,326
Miscellaneous		163,697


Total Expenses		7,399,986


NET INVESTMENT INCOME		7,435,522


REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:

Net realized gain (loss) on-
Investments		6,801,255
Futures contracts		(9,912,871	)
Options written		115,613
Foreign currency and translation of other assets and liabilities		(1,527,990	)


		(4,523,993	)


Net change in unrealized appreciation (depreciation) on-
Investments (net of decrease in accrued foreign capital gains tax of $138)		(3,470,187	)
Futures contracts		1,250,569
Options written		(89,069	)
Foreign currency and translation of other assets and liabilities		19,678


		(2,289,009	)


NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		(6,813,002	)


NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	622,520

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

Statements of Changes in Net Assets - Pro-Blend^® Moderate Term Series


	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15
INCREASE (DECREASE) IN NET ASSETS:

OPERATIONS:

Net investment income	$	7,435,522		$	18,743,885
Net realized gain (loss) on investments and foreign currency		(4,523,993	)		5,837,309
Net change in unrealized appreciation (depreciation) on investments and foreign currency		(2,289,009	)		(57,677,527	)


Net increase (decrease) from operations		622,520			(33,096,333	)


DISTRIBUTIONS TO SHAREHOLDERS (Note 8):

From net investment income (Class S)		(3,379,165	)		(6,361,974	)
From net investment income (Class I)		(6,589,035	)		(10,068,499	)
From net investment income (Class C)		(391,466	)		(598,118	)
From net investment income (Class R)		(202,115	)		(414,173	)
From net realized gain on investments (Class S)		(1,694,581	)		(53,056,681	)
From net realized gain on investments (Class I)		(2,549,866	)		(62,123,946	)
From net realized gain on investments (Class C)		(484,327	)		(12,982,360	)
From net realized gain on investments (Class R)		(125,951	)		(4,081,502	)


Total distributions to shareholders		(15,416,506	)		(149,687,253	)


CAPITAL STOCK ISSUED AND REPURCHASED:

Net increase (decrease) from capital share transactions (Note 5)		(212,674,371	)		88,498,622


Net decrease in net assets		(227,468,357	)		(94,284,964	)

NET ASSETS:

Beginning of period		1,611,672,031			1,705,956,995


End of period (including undistributed net investment income of $5,103,022 and $8,229,281, respectively)	$	1,384,203,674		$	1,611,672,031

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

Financial Highlights - Pro-Blend^® Moderate Term Series - Class S


	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	13.15		$	14.53		$	14.52		$	13.28		$	12.92		$	12.94

Income (loss) from investment operations:
Net investment income¹		0.06			0.15			0.16			0.14			0.17			0.22
Net realized and unrealized gain (loss) on investments		(0.01	)		(0.44	)		0.59			1.55			0.77			0.14


Total from investment operations		0.05			(0.29	)		0.75			1.69			0.94			0.36


Less distributions to shareholders:
From net investment income		(0.07	)		(0.12	)		(0.12	)		(0.13	)		(0.20	)		(0.19	)
From net realized gain on investments		(0.03	)		(0.97	)		(0.62	)		(0.32	)		(0.38	)		(0.19	)


Total distributions to shareholders		(0.10	)		(1.09	)		(0.74	)		(0.45	)		(0.58	)		(0.38	)


Net asset value - End of period	$	13.10		$	13.15		$	14.53		$	14.52		$	13.28		$	12.92


Net assets - End of period (000’s omitted)	$	566,802		$	683,089		$	788,276		$	793,812		$	707,222		$	682,409


Total return²		0.41	%		(1.99	%)		5.47	%		13.07	%		7.73	%		2.78	%
Ratios (to average net assets)/Supplemental Data:
Expenses		1.07	%³		1.06	%		1.06	%		1.06	%		1.07	%		1.07	%
Net investment income		1.00	%³		1.08	%		1.12	%		1.04	%		1.34	%		1.68	%
Series portfolio turnover		27	%		56	%		53	%		52	%		47	%		52	%

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.

Financial Highlights - Pro-Blend^® Moderate Term Series - Class I


	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.07		$	11.40		$	11.56		$	10.67		$	10.50		$	10.60

Income (loss) from investment operations:
Net investment income¹		0.06			0.14			0.16			0.14			0.16			0.20
Net realized and unrealized gain (loss) on investments		(0.01	)		(0.35	)		0.46			1.23			0.62			0.11


Total from investment operations		0.05			(0.21	)		0.62			1.37			0.78			0.31


Less distributions to shareholders:
From net investment income		(0.09	)		(0.15	)		(0.16	)		(0.16	)		(0.23	)		(0.22	)
From net realized gain on investments		(0.03	)		(0.97	)		(0.62	)		(0.32	)		(0.38	)		(0.19	)


Total distributions to shareholders		(0.12	)		(1.12	)		(0.78	)		(0.48	)		(0.61	)		(0.41	)


Net asset value - End of period	$	10.00		$	10.07		$	11.40		$	11.56		$	10.67		$	10.50


Net assets - End of period (000’s omitted)	$	647,070		$	740,524		$	719,847		$	614,016		$	496,286		$	352,611


Total return²		0.55	%		(1.76	%)		5.73	%		13.34	%		8.06	%		2.93	%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.82	%³		0.81	%		0.81	%		0.81	%		0.82	%		0.82	%
Net investment income		1.25	%³		1.33	%		1.37	%		1.28	%		1.57	%		1.93	%
Series portfolio turnover		27	%		56	%		53	%		52	%		47	%		52	%

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.

Financial Highlights - Pro-Blend^® Moderate Term Series - Class C


	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.16		$	11.49		$	11.65		$	10.75		$	10.58		$	10.69

Income (loss) from investment operations:
Net investment income¹		0.01			0.03			0.04			0.03			0.06			0.10
Net realized and unrealized gain (loss) on investments		(0.01	)		(0.35	)		0.47			1.25			0.62			0.11


Total from investment operations		—			(0.32	)		0.51			1.28			0.68			0.21


Less distributions to shareholders:
From net investment income		(0.03	)		(0.04	)		(0.05	)		(0.06	)		(0.13	)		(0.13	)
From net realized gain on investments		(0.03	)		(0.97	)		(0.62	)		(0.32	)		(0.38	)		(0.19	)


Total distributions to shareholders		(0.06	)		(1.01	)		(0.67	)		(0.38	)		(0.51	)		(0.32	)


Net asset value - End of period	$	10.10		$	10.16		$	11.49		$	11.65		$	10.75		$	10.58


Net assets - End of period (000’s omitted)	$	135,726		$	148,143		$	150,654		$	112,601		$	81,457		$	58,316


Total return²		0.03	%		(2.77	%)		4.69	%		12.27	%		6.94	%		1.97	%
Ratios (to average net assets)/Supplemental Data:
Expenses		1.82	%³		1.81	%		1.81	%		1.81	%		1.82	%		1.82	%
Net investment income		0.26	%³		0.33	%		0.37	%		0.29	%		0.57	%		0.92	%
Series portfolio turnover		27	%		56	%		53	%		52	%		47	%		52	%

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.

Financial Highlights - Pro-Blend^® Moderate Term Series - Class R


	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.53		$	11.87		$	12.00		$	11.06		$	10.88		$	10.99

Income (loss) from investment operations:
Net investment income¹		0.04			0.09			0.10			0.09			0.11			0.11
Net realized and unrealized gain (loss) on investments		(0.02	)		(0.36	)		0.49			1.28			0.65			0.16


Total from investment operations		0.02			(0.27	)		0.59			1.37			0.76			0.27


Less distributions to shareholders:
From net investment income		(0.05	)		(0.10	)		(0.10	)		(0.11	)		(0.20	)		(0.19	)
From net realized gain on investments		(0.03	)		(0.97	)		(0.62	)		(0.32	)		(0.38	)		(0.19	)


Total distributions to shareholders		(0.08	)		(1.07	)		(0.72	)		(0.43	)		(0.58	)		(0.38	)


Net asset value - End of period	$	10.47		$	10.53		$	11.87		$	12.00		$	11.06		$	10.88


Net assets - End of period (000’s omitted)	$	34,605		$	39,917		$	47,180		$	50,280		$	39,999		$	18,554


Total return²		0.29	%		(2.30	%)		5.24	%		12.77	%		7.48	%		2.50	%
Ratios (to average net assets)/Supplemental Data:
Expenses		1.32	%³		1.31	%		1.31	%		1.31	%		1.33	%		1.32	%
Net investment income		0.75	%³		0.83	%		0.87	%		0.80	%		1.04	%		1.05	%
Series portfolio turnover		27	%		56	%		53	%		52	%		47	%		52	%

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.

Shareholder Expense Example - Pro-Blend^® Extended Term Series

(unaudited)

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 (November 1, 2015 to April 30, 2016).

Actual Expenses

Hypothetical Example for Comparison Purposes


	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16*	ANNUALIZED EXPENSE RATIO
Class S
Actual	$1,000.00	$1,003.10	$5.38	1.08%
Hypothetical (5% return before expenses)	$1,000.00	$1,019.49	$5.42	1.08%
Class I
Actual	$1,000.00	$1,004.80	$4.14	0.83%
Hypothetical (5% return before expenses)	$1,000.00	$1,020.74	$4.17	0.83%
Class C
Actual	$1,000.00	$999.50	$9.10	1.83%
Hypothetical (5% return before expenses)	$1,000.00	$1,015.76	$9.17	1.83%
Class R
Actual	$1,000.00	$1,000.60	$6.62	1.33%
Hypothetical (5% return before expenses)	$1,000.00	$1,018.25	$6.67	1.33%

Portfolio Composition - Pro-Blend^® Extended Term Series

As of April 30, 2016 (unaudited)

LOGO


Sector Allocation⁵
Information Technology	17.4	%
Consumer Discretionary	15.3	%
Financials	9.8	%
Health Care	7.0	%
Consumer Staples	6.7	%
Materials	5.2	%
Energy	5.1	%
Industrials	3.4	%
Telecommunication Services	1.1	%
Utilities	0.4	%

⁵Including common stocks and corporate bonds, as a percentage of total investments.


Top Ten Stock Holdings⁶
QUALCOMM, Inc.	2.0	%
Time Warner, Inc.	2.0	%
MasterCard, Inc. - Class A	1.9	%
Monsanto Co.	1.8	%
Range Resources Corp.	1.8	%
Medtronic plc	1.6	%
ServiceNow, Inc.	1.6	%
AMC Networks, Inc. - Class A	1.6	%
Cerner Corp.	1.5	%
Johnson & Johnson	1.5	%

⁶ As a percentage of total investments.

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS - 55.1%

Consumer Discretionary - 13.4%
Diversified Consumer Services - 0.2%
Fu Shou Yuan International Group Ltd. (China)¹		1,665,000	$	1,168,150
Houghton Mifflin Harcourt Co.*		40,820		837,218
Kroton Educacional S.A. (Brazil)		307,314		1,145,530


				3,150,898

Hotels, Restaurants & Leisure - 1.1%
Accor S.A. (France)¹		21,680		960,065
Dunkin’ Brands Group, Inc.		16,920		786,780
Yum! Brands, Inc.		158,560		12,615,034


				14,361,879

Internet & Catalog Retail - 2.4%
ASOS plc (United Kingdom)*¹		15,030		792,929
The Priceline Group, Inc.*		13,540		18,193,156
Rakuten, Inc. (Japan)¹		147,780		1,606,570
TripAdvisor, Inc.*		147,440		9,523,150
Zalando SE (Germany)*^1,2		25,560		848,468


				30,964,273

Media - 7.9%
AMC Networks, Inc. - Class A*		295,980		19,306,775
Global Mediacom Tbk PT (Indonesia)¹		3,486,270		305,530
ITV plc (United Kingdom)¹		168,300		554,762
Liberty Global plc - Class A - ADR (United Kingdom)*		270,761		10,215,813
Modern Times Group MTG AB - Class B (Sweden)¹		6,013		180,531
Sinclair Broadcast Group, Inc. - Class A		369,630		11,854,034
Surya Citra Media Tbk PT (Indonesia)¹		2,233,150		539,534
TEGNA, Inc.		179,180		4,185,645
Time Warner, Inc.		335,780		25,230,509
Tribune Media Co. - Class A		346,380		13,352,949
Twenty-First Century Fox, Inc. - Class A		549,040		16,613,950


				102,340,032

Specialty Retail - 0.3%
Advance Auto Parts, Inc.		15,600		2,435,160
Kingfisher plc (United Kingdom)¹		100,520		535,545
Monro Muffler Brake, Inc.		11,390		788,416


				3,759,121

Textiles, Apparel & Luxury Goods - 1.5%
Carter’s, Inc.		7,900		842,693
Gildan Activewear, Inc. (Canada)		27,640		858,498
Kering (France)¹		5,390		924,379
lululemon athletica, Inc.*		263,409		17,266,460


				19,892,030


Total Consumer Discretionary				174,468,233

Consumer Staples - 5.5%
Beverages - 3.4%
Ambev S.A. - ADR (Brazil)		2,894,795		16,181,904
Anheuser-Busch InBev S.A./N.V. (Belgium)¹		96,224		11,937,022
Cia Cervecerias Unidas S.A. - ADR (Chile)		26,690		598,390
Diageo plc (United Kingdom)¹		489,980		13,247,192
Fomento Economico Mexicano S.A.B. de C.V. - ADR (Mexico)		2,750		256,328
SABMiller plc (United Kingdom)¹		6,390		391,363
Treasury Wine Estates Ltd. (Australia)¹		184,779		1,301,077


				43,913,276

Food & Staples Retailing - 0.2%
Dairy Farm International Holdings Ltd. (Hong Kong)¹		158,120		1,090,313
Sprouts Farmers Market, Inc.*		29,950		840,696
Tesco plc (United Kingdom)*¹		113,362		284,998


				2,216,007

Food Products - 0.6%
Adecoagro S.A. (Luxembourg)*		92,620		987,329
Danone S.A. (France)¹		16,260		1,139,236
Grupo Bimbo S.A.B. de C.V. - Class A (Mexico)		292,750		891,455
Nestle S.A. (Switzerland)¹		19,666		1,467,864
Sao Martinho S.A. (Brazil)		64,190		834,839
Suedzucker AG (Germany)¹		77,246		1,364,020
Tiger Brands Ltd. (South Africa)¹		15,590		385,979
Universal Robina Corp. (Philippines)¹		123,850		549,971
The WhiteWave Foods Co.*		20,350		818,274


				8,438,967

Household Products - 0.0%##
Pigeon Corp. (Japan)¹		25,600		672,401

Personal Products - 1.1%
Beiersdorf AG (Germany)¹		2,600		233,469
Unilever plc - ADR (United Kingdom)		309,169		13,869,321


				14,102,790

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Consumer Staples (continued)
Tobacco - 0.2%
Gudang Garam Tbk PT (Indonesia)¹		220,720	$	1,156,681
Japan Tobacco, Inc. (Japan)¹		19,600		800,816
Swedish Match AB (Sweden)¹		5,918		187,967


				2,145,464


Total Consumer Staples				71,488,905

Energy - 3.0%
Energy Equipment & Services - 1.1%
Schlumberger Ltd.		182,011		14,622,764
Spectrum ASA (Norway)¹		59,940		197,273


				14,820,037

Oil, Gas & Consumable Fuels - 1.9%
Cameco Corp. (Canada)		45,366		567,529
Cosan S.A. Industria e Comercio (Brazil)		25,440		234,632
Galp Energia SGPS S.A. (Portugal)¹		88,920		1,221,716
Range Resources Corp.		497,650		21,951,341
Royal Dutch Shell plc - Class B (Netherlands)¹		24,549		644,533


				24,619,751


Total Energy				39,439,788

Financials - 4.7%
Banks - 0.0%##
ICICI Bank Ltd. - ADR (India)		47,750		336,637

Capital Markets - 1.0%
BlackRock, Inc.		37,020		13,191,337

Consumer Finance - 0.1%
SLM Corp.*		266,850		1,806,575

Diversified Financial Services - 0.1%
JSE Ltd. (South Africa)¹		53,080		615,866

Real Estate Investment Trusts (REITS) - 2.9%
Agree Realty Corp.		12,640		490,179
Alexandria Real Estate Equities, Inc.		5,600		520,520
alstria office REIT AG (Germany)¹		105,980		1,488,152
American Campus Communities, Inc.		9,830		439,893
American Homes 4 Rent - Class A		18,540		293,303
Apartment Investment & Management Co. - Class A		14,990		600,499
AvalonBay Communities, Inc.		4,410		779,644
Boston Properties, Inc.		4,390		565,695
Brixmor Property Group, Inc.		10,960		276,740
CatchMark Timber Trust, Inc. - Class A		28,950		307,160
Chesapeake Lodging Trust		20,460		503,930
Columbia Property Trust, Inc.		12,620		281,426
Community Healthcare Trust, Inc.		31,550		574,210
CoreSite Realty Corp.		2,780		208,305
Crown Castle International Corp.		2,940		255,427
CubeSmart		21,650		641,057
DCT Industrial Trust, Inc.		8,080		326,190
DDR Corp.		23,760		415,800
Digital Realty Trust, Inc.		3,730		328,165
Douglas Emmett, Inc.		17,080		554,246
Education Realty Trust, Inc.		10,596		421,403
Equinix, Inc.		1,730		571,506
Equity LifeStyle Properties, Inc.		4,880		334,231
Equity One, Inc.		16,090		455,347
Equity Residential		6,680		454,708
Extra Space Storage, Inc.		3,700		314,315
Fibra Shop Portafolios Inmobiliarios S.A.P.I. de C.V. (Mexico)		217,467		209,824
Forest City Realty Trust, Inc. - Class A		28,310		588,282
General Growth Properties, Inc.		16,380		459,131
HCP, Inc.		7,590		256,770
Healthcare Realty Trust, Inc.		10,710		324,299
Healthcare Trust of America, Inc. - Class A		17,170		496,041
Host Hotels & Resorts, Inc.		15,740		249,007
Kite Realty Group Trust		12,312		335,256
Lamar Advertising Co. - Class A		5,510		341,840
LaSalle Hotel Properties		15,940		380,966
Mid-America Apartment Communities, Inc.		8,610		824,063
NorthStar Realty Finance Corp.		27,140		347,121
Outfront Media, Inc.		21,225		460,370
Paramount Group, Inc.		32,690		545,923
Pebblebrook Hotel Trust		7,360		203,430
Pennsylvania Real Estate Investment Trust		8,910		204,395
Physicians Realty Trust		39,260		711,784
Prologis, Inc.		23,350		1,060,323
Public Storage		1,860		455,347
Retail Opportunity Investments Corp.		22,090		434,510
Retail Properties of America, Inc. - Class A		17,260		275,987
Rexford Industrial Realty, Inc.		22,560		423,451
Simon Property Group, Inc.		7,070		1,422,272

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Financials (continued)
Real Estate Investment Trusts (REITS) (continued)
Sovran Self Storage, Inc.		5,910	$	627,760
STORE Capital Corp.		12,960		332,683
Tanger Factory Outlet Centers, Inc.		9,150		320,982
Taubman Centers, Inc.		4,850		336,832
Terreno Realty Corp.		17,170		390,961
UDR, Inc.		7,390		258,059
Urban Edge Properties		21,170		549,150
Ventas, Inc.		7,240		449,749
Vornado Realty Trust		5,400		516,942
Welltower, Inc.		6,500		451,230
Westfield Corp. (Australia)¹		25,790		196,975
Weyerhaeuser Co.		311,295		9,998,795


				37,842,561

Real Estate Management & Development - 0.6%
CBRE Group, Inc. - Class A*		6,860		203,262
First Capital Realty, Inc. (Canada)		14,240		230,505
Realogy Holdings Corp.*		193,100		6,901,394


				7,335,161


Total Financials				61,128,137

Health Care - 6.2%
Biotechnology - 0.2%
Cepheid, Inc.*		34,180		975,497
Seattle Genetics, Inc.*		23,420		830,942
Vertex Pharmaceuticals, Inc.*		10,290		867,859


				2,674,298

Health Care Equipment & Supplies - 1.6%
LDR Holding Corp.*		23,070		621,736
Medtronic plc		249,220		19,725,763
Shandong Weigao Group Medical Polymer Co. Ltd. - Class H (China)¹		328,974		197,491


				20,544,990

Health Care Providers & Services - 1.2%
Acadia Healthcare Co., Inc.*		12,520		791,139
Brookdale Senior Living, Inc.*		8,960		165,402
DaVita HealthCare Partners, Inc.*		27,380		2,023,382
Express Scripts Holding Co.*		139,460		10,282,386
Fresenius Medical Care AG & Co. KGaA (Germany)¹		9,140		795,523
Fresenius Medical Care AG & Co. KGaA - ADR (Germany)		21,970		958,551
KPJ Healthcare Berhad (Malaysia)¹		359,110		388,848
Odontoprev S.A. (Brazil)		169,180		520,932
Siloam International Hospitals Tbk PT (Indonesia)¹		529,800		339,461


				16,265,624

Health Care Technology - 1.5%
Cerner Corp.*		340,760		19,130,266

Life Sciences Tools & Services - 0.0%##
QIAGEN N.V.*		7,950		178,557
QIAGEN N.V.*¹		8,920		200,617


				379,174

Pharmaceuticals - 1.7%
AstraZeneca plc - ADR (United Kingdom)		28,440		823,622
Genomma Lab Internacional S.A.B. de C.V. - Class B (Mexico)*		605,470		665,133
GlaxoSmithKline plc (United Kingdom)¹		14,575		311,505
Johnson & Johnson³		169,870		19,039,030
Novartis AG - ADR (Switzerland)		11,910		904,803
Perrigo Co. plc		3,200		309,344


				22,053,437


Total Health Care				81,047,789

Industrials - 1.8%
Aerospace & Defense - 0.0%##
Safran S.A. (France)¹		3,080		212,335

Airlines - 0.0%##
Ryanair Holdings plc - ADR (Ireland)		2,676		216,622

Commercial Services & Supplies - 0.1%
China Everbright International Ltd. (China)¹		237,000		265,328
MiX Telematics Ltd. - ADR (South Africa)		46,320		188,986
Stericycle, Inc.*		13,260		1,267,126


				1,721,440

Industrial Conglomerates - 0.2%
Siemens AG (Germany)¹		16,860		1,764,378

Machinery - 1.0%
Alstom S.A. (France)*¹		28,470		727,996
ANDRITZ AG (Austria)¹		16,570		930,114
FANUC Corp. (Japan)¹		3,550		524,413
Flowserve Corp.		169,230		8,260,116
GEA Group AG (Germany)¹		29,450		1,368,535
SMC Corp. (Japan)¹		3,600		877,895
Sulzer AG (Switzerland)¹		2,800		255,599

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Industrials (continued)
Machinery (continued)
The Weir Group plc (United Kingdom)¹		15,380	$	270,160


				13,214,828

Professional Services - 0.1%
Applus Services S.A. (Spain)¹		57,350		530,650
Bureau Veritas S.A. (France)¹		22,840		541,384
Intertek Group plc (United Kingdom)¹		11,390		543,369


				1,615,403

Road & Rail - 0.3%
Genesee & Wyoming, Inc. - Class A*		28,620		1,863,448
Kansas City Southern		16,410		1,554,847


				3,418,295

Trading Companies & Distributors - 0.1%
Brenntag AG (Germany)¹		10,117		594,261


Total Industrials				22,757,562

Information Technology - 16.1%
Electronic Equipment, Instruments & Components - 1.8%
FLIR Systems, Inc.		264,620		7,994,170
Hitachi Ltd. (Japan)¹		244,000		1,118,063
Keyence Corp. (Japan)¹		1,809		1,084,302
PAX Global Technology Ltd. (Hong Kong)¹		1,423,000		1,225,517
Trimble Navigation Ltd.*		56,920		1,363,234
VeriFone Systems, Inc.*		349,850		9,956,731


				22,742,017

Internet Software & Services - 3.5%
Alibaba Group Holding Ltd. - ADR (China)*		16,720		1,286,437
Alphabet, Inc. - Class A*³		16,030		11,347,316
Alphabet, Inc. - Class C*		16,290		11,289,133
Baidu, Inc. - ADR (China)*		7,180		1,395,074
Benefitfocus, Inc.*		22,760		862,604
Envestnet, Inc.*		44,760		1,404,569
Facebook, Inc. - Class A*		116,450		13,692,191
Match Group, Inc.*		57,430		654,702
MercadoLibre, Inc. (Argentina)		10,140		1,266,385
Q2 Holdings, Inc.*		42,960		1,027,174
Tencent Holdings Ltd. - Class H (China)¹		64,600		1,314,501


				45,540,086

IT Services - 4.0%
Amdocs Ltd. - ADR		12,600		712,404
FleetCor Technologies, Inc.*		5,560		860,021
InterXion Holding N.V. - ADR (Netherlands)*		14,020		474,998
MasterCard, Inc. - Class A		242,450		23,515,225
PayPal Holdings, Inc.*		337,020		13,204,444
Visa, Inc. - Class A³		167,070		12,904,487


				51,671,579

Semiconductors & Semiconductor Equipment - 1.9%
QUALCOMM, Inc.		499,810		25,250,401

Software - 3.3%
Electronic Arts, Inc.*		302,490		18,709,007
Paylocity Holding Corp.*		23,130		885,185
SAP SE (Germany)¹		18,830		1,477,429
ServiceNow, Inc.*		274,570		19,626,264
TOTVS S.A. (Brazil)		68,248		557,811
The Ultimate Software Group, Inc.*		6,930		1,362,369


				42,618,065

Technology Hardware, Storage & Peripherals - 1.6%
Apple, Inc.		201,600		18,897,984
Samsung Electronics Co. Ltd. (South Korea)¹		2,130		2,321,341


				21,219,325


Total Information Technology				209,041,473

Materials - 4.2%
Chemicals - 2.9%
Ashland, Inc.		123,000		13,726,800
Givaudan S.A. (Switzerland)¹		310		611,898
Monsanto Co.		242,170		22,686,486
Sociedad Quimica y Minera de Chile S.A. - ADR (Chile)		16,303		339,591
Symrise AG (Germany)¹		8,220		545,574


				37,910,349

Metals & Mining - 1.3%
Alcoa, Inc.		1,451,280		16,210,798
Alumina Ltd. (Australia)¹		288,191		325,430
Norsk Hydro ASA (Norway)¹		58,554		254,767


				16,790,995


Total Materials				54,701,344

Telecommunication Services - 0.2%
Diversified Telecommunication Services - 0.1%
Telefonica S.A. - ADR (Spain)		90,606		988,511

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES	SHARES/ PRINCIPAL AMOUNT⁴		VALUE (NOTE 2)

COMMON STOCKS (continued)

Telecommunication Services (continued)
Wireless Telecommunication Services - 0.1%
America Movil S.A.B. de C.V. - Class L - ADR (Mexico)		83,629	$	1,184,187
China Mobile Ltd. - Class H (China)¹		29,210		335,353


				1,519,540


Total Telecommunication Services				2,508,051

Utilities - 0.0%##
Water Utilities - 0.0%##
CT Environmental Group Ltd. (China)¹		890,000		259,593


TOTAL COMMON STOCKS (Identified Cost $681,854,310)				716,840,875


LOAN ASSIGNMENTS - 0.1%

Valeant Pharmaceuticals International, Inc., Series D-2, Term Loan B⁵, 3.75%, 2/13/2019
(Identified Cost $1,972,607)		1,978,021		1,918,680


CORPORATE BONDS - 13.0%

Non-Convertible Corporate Bonds - 13.0%
Consumer Discretionary - 1.2%
Auto Components - 0.2%
Magna International, Inc. (Canada), 4.15%, 10/1/2025		1,450,000		1,555,905
Techniplas LLC², 10.00%, 5/1/2020		975,000		682,500


				2,238,405

Hotels, Restaurants & Leisure - 0.1%
MGM Resorts International, 10.00%, 11/1/2016		795,000		827,833

Household Durables - 0.5%
Brookfield Residential Properties, Inc. - Brookfield Residential US Corp. (Canada)², 6.125%, 7/1/2022		1,290,000		1,194,566
Lennar Corp., 12.25%, 6/1/2017		740,000		815,850
Meritage Homes Corp., 7.15%, 4/15/2020		530,000		564,450
Meritage Homes Corp., 7.00%, 4/1/2022		575,000		616,687
NVR, Inc., 3.95%, 9/15/2022		1,700,000		1,737,193
TRI Pointe Group, Inc. - TRI Pointe Homes, Inc., 4.375%, 6/15/2019		885,000		887,213
Weekley Homes LLC - Weekley Finance Corp., 6.00%, 2/1/2023		1,130,000		1,050,900


				6,866,859

Media - 0.3%
CCO Holdings LLC - CCO Holdings Capital Corp.², 5.875%, 4/1/2024		705,000		738,488
Columbus International, Inc. (Barbados)², 7.375%, 3/30/2021		830,000		881,626
Sinclair Television Group, Inc.², 5.625%, 8/1/2024		580,000		595,950
Sirius XM Radio, Inc.², 5.375%, 4/15/2025		570,000		582,825
VTR Finance B.V. (Netherlands)², 6.875%, 1/15/2024		1,180,000		1,178,525
WideOpenWest Finance LLC - WideOpenWest Capital Corp., 10.25%, 7/15/2019		130,000		130,325


				4,107,739

Multiline Retail - 0.1%
Dollar General Corp., 3.25%, 4/15/2023		1,345,000		1,355,424


Total Consumer Discretionary				15,396,260

Consumer Staples - 0.9%
Beverages - 0.5%
Anheuser-Busch InBev Worldwide, Inc. (Belgium), 7.75%, 1/15/2019		1,050,000		1,222,729
Anheuser-Busch InBev Worldwide, Inc. (Belgium), 8.20%, 1/15/2039		1,770,000		2,745,206
PepsiCo, Inc., 3.10%, 7/17/2022		2,720,000		2,897,213


				6,865,148

Food & Staples Retailing - 0.2%
C&S Group Enterprises LLC², 5.375%, 7/15/2022		965,000		926,400
CVS Health Corp., 3.50%, 7/20/2022		1,360,000		1,447,875
The Kroger Co., 2.60%, 2/1/2021		690,000		710,207


				3,084,482

Food Products - 0.1%
Pinnacle Operating Corp.², 9.00%, 11/15/2020		1,285,000		1,092,250

Household Products - 0.1%
HRG Group, Inc., 7.75%, 1/15/2022		885,000		885,000


Total Consumer Staples				11,926,880

Energy - 1.9%
Energy Equipment & Services - 0.6%
Baker Hughes, Inc., 7.50%, 11/15/2018		935,000		1,051,054
Ensco plc, 5.20%, 3/15/2025		2,195,000		1,599,606

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES		PRINCIPAL AMOUNT⁴		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Energy (continued)
Energy Equipment & Services (continued)
FTS International, Inc., 6.25%, 5/1/2022			575,000	$	89,413
Pride International, Inc., 8.50%, 6/15/2019			600,000		603,000
Schlumberger Holdings Corp.², 3.625%, 12/21/2022			2,830,000		2,948,356
TerraForm Global Operating LLC², 9.75%, 8/15/2022			900,000		797,625


					7,089,054

Oil, Gas & Consumable Fuels - 1.3%
Carrizo Oil & Gas, Inc., 6.25%, 4/15/2023			195,000		187,200
Chevron Corp., 1.79%, 11/16/2018			1,295,000		1,311,494
Columbia Pipeline Group, Inc.², 4.50%, 6/1/2025			1,250,000		1,289,010
Crestwood Midstream Partners LP - Crestwood Midstream Finance Corp., 6.125%, 3/1/2022			445,000		406,063
Hiland Partners LP - Hiland Partners Finance Corp.², 7.25%, 10/1/2020			2,850,000		2,981,812
Hilcorp Energy I LP - Hilcorp Finance Co.², 5.75%, 10/1/2025			195,000		183,787
Kinder Morgan Energy Partners LP, 4.30%, 5/1/2024			1,000,000		975,480
Kinder Morgan, Inc.², 5.625%, 11/15/2023			1,100,000		1,136,945
Oasis Petroleum, Inc., 6.875%, 1/15/2023			190,000		170,525
PBF Holding Co. LLC - PBF Finance Corp.², 7.00%, 11/15/2023			605,000		589,875
Petrobras Global Finance B.V. (Brazil)⁵, 2.238%, 5/20/2016			3,642,000		3,639,269
Petroleos Mexicanos (Mexico), 4.50%, 1/23/2026			1,905,000		1,812,417
Sabine Pass Liquefaction LLC, 5.625%, 2/1/2021			1,250,000		1,242,187
Transocean, Inc., 3.75%, 10/15/2017			375,000		360,000
Weatherford International LLC, 6.35%, 6/15/2017			375,000		380,625
WPX Energy, Inc., 6.00%, 1/15/2022			390,000		351,000


					17,017,689


Total Energy					24,106,743

Financials - 4.6%
Banks - 1.7%
Bank of America Corp., 5.70%, 5/2/2017			910,000		946,211
Barclays Bank plc (United Kingdom)², 10.179%, 6/12/2021			2,050,000		2,608,467
CIT Group, Inc., 4.25%, 8/15/2017			795,000		806,428
Citigroup, Inc., 3.875%, 3/26/2025			1,425,000		1,415,524
Commonwealth Bank of Australia (Australia), 5.75%, 1/25/2017	AUD		380,000		295,710
Cooperatieve Rabobank U.A. (Netherlands)^6,7, 8.375%			450,000		455,063
Intesa Sanpaolo S.p.A. (Italy), 3.875%, 1/15/2019			1,650,000		1,709,225
Intesa Sanpaolo S.p.A. (Italy)², 6.50%, 2/24/2021			1,400,000		1,601,879
Lloyds Bank plc (United Kingdom)^2,6,8, 12.00%			905,000		1,188,944
Lloyds Bank plc (United Kingdom)⁵, 9.875%, 12/16/2021			1,335,000		1,396,610
Lloyds Banking Group plc (United Kingdom)², 4.582%, 12/10/2025			5,535,000		5,549,485
Popular, Inc., 7.00%, 7/1/2019			1,230,000		1,199,250
Royal Bank of Canada (Canada), 3.77%, 3/30/2018	CAD		445,000		371,283
Santander Bank N.A., 8.75%, 5/30/2018			1,300,000		1,457,651
Santander Holdings USA, Inc., 2.65%, 4/17/2020			1,195,000		1,190,752
Westpac Banking Corp. (Australia), 5.75%, 2/6/2017	AUD		400,000		311,568


					22,504,050

Capital Markets - 0.5%
The Goldman Sachs Group, Inc., 5.375%, 3/15/2020			2,225,000		2,472,990
The Goldman Sachs Group, Inc.⁵, 2.236%, 11/29/2023			1,100,000		1,097,874
The Goldman Sachs Group, Inc., 4.25%, 10/21/2025			1,315,000		1,342,706
Morgan Stanley, 5.00%, 11/24/2025			1,150,000		1,251,715


					6,165,285

Consumer Finance - 0.2%
Ally Financial, Inc., 2.75%, 1/30/2017			855,000		853,931
Ally Financial, Inc., 8.00%, 12/31/2018			15,000		16,406
Navient Corp., 6.00%, 1/25/2017			815,000		828,244
Navient Corp., 6.125%, 3/25/2024			1,185,000		1,061,167


					2,759,748

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES	PRINCIPAL AMOUNT ⁴		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Financials (continued)
Diversified Financial Services - 0.2%
ING Bank N.V. (Netherlands)⁵, 4.125%, 11/21/2023		1,460,000	$	1,483,042
Jefferies Finance LLC - JFIN Co-Issuer Corp.², 7.375%, 4/1/2020		875,000		807,187
Jefferies Finance LLC - JFIN Co-Issuer Corp.², 6.875%, 4/15/2022		560,000		490,000


				2,780,229

Insurance - 1.2%
Aegon N.V. (Netherlands)^5,6, 1.74%		2,175,000		1,328,818
American International Group, Inc., 4.875%, 6/1/2022		3,645,000		4,000,883
Assured Guaranty US Holdings, Inc., 5.00%, 7/1/2024		4,775,000		5,081,440
AXA S.A. (France)^5,6, 1.825%		2,700,000		1,850,364
First American Financial Corp., 4.30%, 2/1/2023		1,350,000		1,369,189
Prudential Financial, Inc.⁹, 5.875%, 9/15/2042		1,975,000		2,134,481


				15,765,175

Real Estate Investment Trusts (REITS) - 0.4%
Crown Castle Towers LLC², 6.113%, 1/15/2020		1,045,000		1,157,404
Crown Castle Towers LLC², 4.883%, 8/15/2020		353,000		377,494
Crown Castle Towers LLC², 3.222%, 5/15/2022		960,000		975,974
Greystar Real Estate Partners LLC², 8.25%, 12/1/2022		855,000		889,200
GTP Acquisition Partners I LLC², 2.35%, 6/15/2020		1,150,000		1,147,240
Qualitytech LP - QTS Finance Corp., 5.875%, 8/1/2022		265,000		271,625
Welltower, Inc., 4.95%, 1/15/2021		275,000		301,706


				5,120,643

Real Estate Management & Development - 0.1%
Forestar USA Real Estate Group, Inc.², 8.50%, 6/1/2022		530,000		540,600

Thrifts & Mortgage Finance - 0.3%
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp., 7.375%, 10/1/2017		1,080,000		1,082,700
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp.², 5.875%, 8/1/2021		1,395,000		1,227,600
Radian Group, Inc., 7.00%, 3/15/2021		565,000		602,431
Rialto Holdings LLC - Rialto Corp.², 7.00%, 12/1/2018		1,505,000		1,474,900


				4,387,631


Total Financials				60,023,361

Health Care - 0.4%
Biotechnology - 0.1%
AMAG Pharmaceuticals, Inc.², 7.875%, 9/1/2023		1,425,000		1,278,938

Health Care Providers & Services - 0.1%
HCA, Inc., 7.50%, 2/15/2022		525,000		594,563
Tenet Healthcare Corp.^2,5, 4.134%, 6/15/2020		595,000		595,744
Tenet Healthcare Corp., 8.125%, 4/1/2022		565,000		586,188


				1,776,495

Pharmaceuticals - 0.2%
Concordia Healthcare Corp. (Canada)², 7.00%, 4/15/2023		875,000		811,563
Horizon Pharma Financing, Inc.², 6.625%, 5/1/2023		860,000		782,600
Mallinckrodt International Finance S.A. - Mallinckrodt CB LLC², 5.625%, 10/15/2023		885,000		829,687

				2,423,850


Total Health Care				5,479,283

Industrials - 1.5%
Aerospace & Defense - 0.1%
DigitalGlobe, Inc.², 5.25%, 2/1/2021		1,330,000		1,201,987

Air Freight & Logistics - 0.0%##
Neovia Logistics Intermediate Holdings LLC - Logistics Intermediate Finance Corp.^2,10, 10.00%, 2/15/2018		614,000		323,117

Airlines - 0.3%
Allegiant Travel Co., 5.50%, 7/15/2019		860,000		885,263
American Airlines Pass-Through Trust, Series 2013-2, Class A, 4.95%, 1/15/2023		1,209,826		1,299,051
Southwest Airlines Co., 2.75%, 11/6/2019		1,555,000		1,598,280

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES	PRINCIPAL AMOUNT ⁴		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Industrials (continued)
Airlines (continued)
Southwest Airlines Co., 2.65%, 11/5/2020		500,000	$	508,318


				4,290,912

Commercial Services & Supplies - 0.1%
Constellis Holdings LLC - Constellis Finance Corp.², 9.75%, 5/15/2020		840,000		760,200
Modular Space Corp.², 10.25%, 1/31/2019		620,000		319,300


				1,079,500

Industrial Conglomerates - 0.2%
General Electric Co.⁵, 1.013%, 5/5/2026		2,295,000		2,116,945

Machinery - 0.1%
Case New Holland Industrial, Inc. (United Kingdom), 7.875%, 12/1/2017		780,000		830,700
Waterjet Holdings, Inc.², 7.625%, 2/1/2020		590,000		589,262


				1,419,962

Trading Companies & Distributors - 0.7%
Air Lease Corp., 3.375%, 6/1/2021		1,645,000		1,649,113
Aircastle Ltd., 5.50%, 2/15/2022		555,000		590,381
Aviation Capital Group Corp.², 3.875%, 9/27/2016		2,100,000		2,113,230
Aviation Capital Group Corp.², 2.875%, 9/17/2018		2,450,000		2,445,664
Fly Leasing Ltd. (Ireland), 6.375%, 10/15/2021		1,125,000		1,102,500
International Lease Finance Corp., 5.75%, 5/15/2016		585,000		585,369
International Lease Finance Corp.⁵, 2.584%, 6/15/2016		560,000		560,656
International Lease Finance Corp., 6.25%, 5/15/2019		230,000		249,550


				9,296,463


Total Industrials				19,728,886

Information Technology - 0.5%
Internet Software & Services - 0.0%##
VeriSign, Inc., 5.25%, 4/1/2025		345,000		354,487

IT Services - 0.2%
Automatic Data Processing, Inc., 2.25%, 9/15/2020		1,305,000		1,346,844
Visa, Inc., 2.80%, 12/14/2022		1,260,000		1,314,297


				2,661,141

Semiconductors & Semiconductor Equipment - 0.1%
Intel Corp., 2.45%, 7/29/2020		1,415,000		1,463,264

Technology Hardware, Storage & Peripherals - 0.2%
Diebold, Inc.², 8.50%, 4/15/2024		615,000		622,687
Hewlett Packard Enterprise Co.², 2.45%, 10/5/2017		1,415,000		1,430,830
Western Digital Corp.², 10.50%, 4/1/2024		620,000		602,950


				2,656,467


Total Information Technology				7,135,359

Materials - 0.8%
Chemicals - 0.4%
Consolidated Energy Finance S.A. (Trinidad-Tobago)², 6.75%, 10/15/2019		835,000		789,075
The Dow Chemical Co., 8.55%, 5/15/2019		2,380,000		2,842,120
Solvay Finance America LLC (Belgium)², 3.40%, 12/3/2020		1,450,000		1,501,021


				5,132,216

Containers & Packaging - 0.1%
Ardagh Packaging Finance plc - Ardagh Holdings USA, Inc. (Ireland)^2,5, 3.634%, 12/15/2019		595,000		600,876

Metals & Mining - 0.2%
Alcoa, Inc., 5.87%, 2/23/2022		865,000		882,300
Anglo American Capital plc (United Kingdom)², 3.625%, 5/14/2020		325,000		305,500
ArcelorMittal (Luxembourg), 10.85%, 6/1/2019		260,000		297,700
BP Capital Markets plc (United Kingdom), 3.535%, 11/4/2024		500,000		521,465
FMG Resources August 2006 Pty Ltd. (Australia)², 6.875%, 4/1/2022		185,000		168,350
SunCoke Energy Partners LP - SunCoke Energy Partners Finance Corp.², 7.375%, 2/1/2020		880,000		673,200


				2,848,515

Paper & Forest Products - 0.1%
Domtar Corp., 4.40%, 4/1/2022		1,470,000		1,508,543


Total Materials				10,090,150

Telecommunication Services - 0.9%
Diversified Telecommunication Services - 0.5%
AT&T, Inc., 5.20%, 3/15/2020		1,515,000		1,687,336
CenturyLink, Inc., 7.50%, 4/1/2024		1,200,000		1,203,000

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES	PRINCIPAL AMOUNT⁴/ SHARES		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Telecommunication Services (continued)
Diversified Telecommunication Services (continued)
Embarq Corp., 7.082%, 6/1/2016		855,000	$	858,957
Frontier Communications Corp.², 11.00%, 9/15/2025		1,470,000		1,484,700
Inmarsat Finance plc (United Kingdom)², 4.875%, 5/15/2022		1,285,000		1,220,750
Numericable-SFR S.A. (France)², 6.25%, 5/15/2024		195,000		188,662
Numericable-SFR S.A. (France)², 7.375%, 5/1/2026		230,000		233,450

				6,876,855

Wireless Telecommunication Services - 0.4%
Altice Financing S.A. (Luxembourg)², 6.625%, 2/15/2023		2,160,000		2,135,808
Sixsigma Networks Mexico S.A. de C.V. (Mexico)², 8.25%, 11/7/2021		880,000		844,800
T-Mobile USA, Inc., 6.836%, 4/28/2023		700,000		746,375
Wind Acquisition Finance S.A. (Italy)², 4.75%, 7/15/2020		790,000		754,055

				4,481,038


Total Telecommunication Services				11,357,893

Utilities - 0.3%
Independent Power and Renewable Electricity Producers - 0.3%
Abengoa Yield plc (Spain)², 7.00%, 11/15/2019		1,165,000		1,106,750
ContourGlobal Power Holdings S.A. (France)², 7.125%, 6/1/2019		580,000		574,200
NRG Energy, Inc., 6.25%, 7/15/2022		625,000		612,700
Talen Energy Supply LLC², 4.625%, 7/15/2019		1,185,000		1,102,050
TerraForm Power Operating LLC², 6.125%, 6/15/2025		1,100,000		946,000


Total Utilities				4,341,700

TOTAL CORPORATE BONDS
(Identified Cost $171,925,639)				169,586,515


MUTUAL FUND - 0.0%##
iShares MSCI India ETF (Identified Cost $243,704)		8,840		239,211


U.S. TREASURY SECURITIES - 5.4%

U.S. Treasury Bonds - 1.0%
U.S. Treasury Inflation Indexed Bond, 0.75%, 2/15/2042 (Identified Cost $11,988,537)		13,116,875		12,778,709

U.S. Treasury Notes - 4.4%
U.S. Treasury Inflation Indexed Note, 0.125%, 4/15/2017		12,175,055		12,288,088
U.S. Treasury Inflation Indexed Note, 0.125%, 4/15/2020		12,257,244		12,515,479
U.S. Treasury Inflation Indexed Note, 0.125%, 1/15/2023		12,567,787		12,701,320
U.S. Treasury Note, 1.375%, 4/30/2020		20,000,000		20,171,100

Total U.S. Treasury Notes
(Identified Cost $56,487,994)				57,675,987

TOTAL U.S. TREASURY SECURITIES
(Identified Cost $68,476,531)				70,454,696


ASSET-BACKED SECURITIES - 0.9%

Cazenovia Creek Funding I LLC, Series 2015-1A, Class A², 2.00%, 12/10/2023		1,214,091		1,203,467
Enterprise Fleet Financing LLC, Series 2014-2, Class A2², 1.05%, 3/20/2020		827,159		824,279
Enterprise Fleet Financing LLC, Series 2015-2, Class A2², 1.59%, 2/22/2021		2,716,255		2,716,785
FDIC Trust, Series 2011-R1, Class A², 2.672%, 7/25/2026		606,591		617,824
FNA Trust, Series 2014-1A, Class A², 1.296%, 12/10/2022		816,354		808,445
Home Partners of America Trust, Series 2016-1, Class A^2,5, 2.086%, 3/17/2033		870,742		867,949
Invitation Homes Trust, Series 2015-SFR3, Class A^2,5, 1.736%, 8/17/2032		1,579,073		1,583,142
NextGear Floorplan Master Owner Trust, Series 2014-1A, Class A², 1.92%, 10/15/2019		1,200,000		1,193,096
SpringCastle America Funding LLC, Series 2014-AA, Class A², 2.70%, 5/25/2023		859,980		861,980

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES	PRINCIPAL AMOUNT ⁴		VALUE (NOTE 2)

ASSET-BACKED SECURITIES (continued)

Starwood Retail Property Trust, Series 2014-STAR, Class A^2,5, 1.653%, 11/15/2027		1,500,000	$	1,483,949

TOTAL ASSET-BACKED SECURITIES
(Identified Cost $12,174,686)				12,160,916


COMMERCIAL MORTGAGE-BACKED SECURITIES - 5.4%
Americold LLC Trust, Series 2010-ARTA, Class A1², 3.847%, 1/14/2029		169,043		175,562
Banc of America Commercial Mortgage Trust, Series 2006-4, Class A4, 5.634%, 7/10/2046		185,080		185,095
Bear Stearns Commercial Mortgage Securities Trust, Series 2006-PW13, Class A4, 5.54%, 9/11/2041		385,833		386,656
Bear Stearns Commercial Mortgage Securities Trust, Series 2006-T24, Class AM⁵, 5.568%, 10/12/2041		1,180,000		1,191,941
BWAY Mortgage Trust, Series 2015-1740, Class A², 2.917%, 1/13/2035		3,300,000		3,300,228
Commercial Mortgage Pass-Through Certificates, Series 2015-LC19, Class A4, 3.183%, 2/10/2048		3,500,000		3,647,937
Credit Suisse Mortgage Capital Trust, Series 2013-IVR3, Class A1^2,5, 2.50%, 5/25/2043		1,127,948		1,106,138
Credit Suisse Mortgage Capital Trust, Series 2013-TH1, Class A1^2,5, 2.13%, 2/25/2043		906,499		876,960
DB-UBS Mortgage Trust, Series 2011-LC1A, Class A1², 3.742%, 11/10/2046		6,628		6,668
Extended Stay America Trust, Series 2013-ESH7, Class A27², 2.958%, 12/5/2031		1,115,160		1,119,127
Fannie Mae Multifamily REMIC Trust, Series 2012-M13, Class ASQ2, 1.246%, 8/25/2017		730,653		730,001
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K009, Class X1 (IO)⁵, 1.43%, 8/25/2020		9,353,262		435,654
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K014, Class X1 (IO)⁵, 1.212%, 4/25/2021		9,798,658		505,729
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K016, Class X1 (IO)⁵, 1.548%, 10/25/2021		4,215,431		288,342
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K017, Class X1 (IO)⁵, 1.411%, 12/25/2021		24,436,605		1,533,527
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K021, Class X1 (IO)⁵, 1.488%, 6/25/2022		11,571,050		847,186
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K030, Class X1 (IO)⁵, 0.22%, 4/25/2023		46,471,054		593,524
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K032, Class X1 (IO)⁵, 0.119%, 5/25/2023		29,985,701		226,788
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K706, Class X1 (IO)⁵, 1.563%, 10/25/2018		5,866,371		195,390
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K-P01, Class A2, 1.72%, 1/25/2019		1,325,000		1,324,854
FREMF Mortgage Trust, Series 2011-K701, Class B^2,5, 4.436%, 7/25/2048		550,000		563,558
FREMF Mortgage Trust, Series 2011-K702, Class B^2,5, 4.931%, 4/25/2044		675,000		701,704
FREMF Mortgage Trust, Series 2013-K28, Class X2A (IO)², 0.10%, 6/25/2046		83,266,326		455,100
FREMF Mortgage Trust, Series 2013-K712, Class B^2,5, 3.484%, 5/25/2045		1,050,000		1,066,183
FREMF Mortgage Trust, Series 2014-K41, Class B^2,5, 3.961%, 11/25/2047		1,800,000		1,718,723
FREMF Mortgage Trust, Series 2014-K715, Class B^2,5, 4.122%, 2/25/2046		1,750,000		1,813,628
FREMF Mortgage Trust, Series 2014-K716, Class B^2,5, 4.085%, 8/25/2047		1,900,000		1,962,432
GAHR Commercial Mortgage Trust, Series 2015-NRF, Class BFX^2,5, 3.382%, 12/15/2019		2,100,000		2,140,211

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES	PRINCIPAL AMOUNT ⁴		VALUE (NOTE 2)

COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)

GCCFC Commercial Mortgage Trust, Series 2006-GG7, Class A4⁵, 5.921%, 7/10/2038		37,959	$	37,950
GS Mortgage Securities Trust, Series 2010-C2, Class A1², 3.849%, 12/10/2043		98,792		102,461
GS Mortgage Securities Trust, Series 2013-GC16, Class A4, 4.271%, 11/10/2046		3,000,000		3,350,853
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2006-LDP7, Class A4⁵, 5.981%, 4/17/2045		197,438		197,237
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2006-LDP9, Class A3, 5.336%, 5/15/2047		3,581,502		3,635,560
JP Morgan Mortgage Trust, Series 2013-1, Class 1A2^2,5, 3.00%, 3/25/2043		697,744		697,894
JP Morgan Mortgage Trust, Series 2013-2, Class A2^2,5, 3.50%, 5/25/2043		822,343		834,241
JP Morgan Mortgage Trust, Series 2014-2, Class 1A1^2,5, 3.00%, 6/25/2029		1,256,696		1,287,524
LB-UBS Commercial Mortgage Trust, Series 2006-C7, Class A3, 5.347%, 11/15/2038		1,842,247		1,855,935
LSTAR Commercial Mortgage Trust, Series 2014-2, Class A2², 2.767%, 1/20/2041		1,212,879		1,218,087
Morgan Stanley Capital I Trust, Series 2006-T23, Class A4⁵, 5.959%, 8/12/2041		614,693		615,070
Motel 6 Trust, Series 2015-MTL6, Class B², 3.298%, 2/5/2030		1,220,000		1,226,440
New Residential Mortgage Loan Trust, Series 2014-3A, Class AFX3^2,5, 3.75%, 11/25/2054		1,155,800		1,189,805
New Residential Mortgage Loan Trust, Series 2015-2A, Class A1⁵, 3.75%, 8/25/2055		1,538,107		1,584,644
OBP Depositor LLC Trust, Series 2010-OBP, Class A², 4.646%, 7/15/2045		115,000		126,391
SBA Small Business Investment Companies, Series 2015-10A, Class 1, 2.517%, 3/10/2025		970,831		992,460
SBA Small Business Investment Companies, Series 2015-10B, Class 1, 2.829%, 9/10/2025		3,948,372		4,046,391
SCG Trust, Series 2013-SRP1, Class AJ^2,5, 2.383%, 11/15/2026		2,600,000		2,593,933
Sequoia Mortgage Trust, Series 2013-2, Class A⁵, 1.874%, 2/25/2043		873,759		826,723
Sequoia Mortgage Trust, Series 2013-7, Class A2⁵, 3.00%, 6/25/2043		680,061		680,100
Sequoia Mortgage Trust, Series 2013-8, Class A1⁵, 3.00%, 6/25/2043		932,080		928,369
Vornado DP LLC Trust, Series 2010-VNO, Class A2FX², 4.004%, 9/13/2028		350,000		372,111
Wachovia Bank Commercial Mortgage Trust, Series 2006-C26, Class A3⁵, 6.011%, 6/15/2045		280,750		280,376
Wells Fargo Commercial Mortgage Trust, Series 2010-C1, Class A2², 4.393%, 11/15/2043		600,000		653,320
Wells Fargo Commercial Mortgage Trust, Series 2014-LC18, Class A5, 3.405%, 12/15/2047		2,700,000		2,848,403
Wells Fargo Commercial Mortgage Trust, Series 2015-C26, Class A4, 3.166%, 2/15/2048		3,100,000		3,198,496
Wells Fargo Commercial Mortgage Trust, Series 2015-C30, Class A4, 3.664%, 9/15/2058		1,500,000		1,600,775
WF-RBS Commercial Mortgage Trust, Series 2013-C11, Class A2, 2.029%, 3/15/2045		1,465,000		1,474,472
WinWater Mortgage Loan Trust, Series 2015-1, Class A1^2,5, 3.50%, 1/20/2045		1,248,945		1,278,957
WinWater Mortgage Loan Trust, Series 2015-3, Class A5^2,5, 3.50%, 3/20/2045		1,373,776		1,406,769


TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES
(Identified Cost $70,052,995)				70,240,593


FOREIGN GOVERNMENT BONDS - 1.8%
Bonos de la Tesoreria de la Republica en pesos (Chile), 6.00%, 1/1/2018	CLP	805,000,000		1,259,609
Brazilian Government International Bond (Brazil), 8.875%, 10/14/2019		700,000		840,000
Bundesrepublik Deutschland (Germany), 1.50%, 9/4/2022	EUR	200,000		253,397
Bundesrepublik Deutschland (Germany), 1.00%, 8/15/2024	EUR	200,000		246,510
Canada Housing Trust No. 1 (Canada)², 4.10%, 12/15/2018	CAD	385,000		331,627

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES	PRINCIPAL AMOUNT⁴		VALUE (NOTE 2)

FOREIGN GOVERNMENT BONDS (continued)

Canadian Government Bond (Canada), 1.50%, 9/1/2017	CAD	160,000	$	128,914
Canadian Government Bond (Canada), 2.75%, 6/1/2022	CAD	460,000		403,449
Export-Import Bank of Korea (South Korea), 2.625%, 12/30/2020		6,425,000		6,566,215
Ireland Government Bond (Ireland), 5.00%, 10/18/2020	EUR	295,000		412,520
Ireland Government Bond (Ireland), 0.80%, 3/15/2022	EUR	200,000		236,248
Ireland Government Bond (Ireland), 3.90%, 3/20/2023	EUR	50,000		70,450
Italy Buoni Poliennali Del Tesoro (Italy), 5.50%, 9/1/2022	EUR	625,000		920,945
Italy Buoni Poliennali Del Tesoro (Italy), 1.45%, 9/15/2022	EUR	75,000		89,061
Italy Buoni Poliennali Del Tesoro (Italy), 5.50%, 11/1/2022	EUR	760,000		1,123,177
Italy Buoni Poliennali Del Tesoro (Italy), 1.50%, 6/1/2025	EUR	200,000		230,931
Japan Government Five Year Bond (Japan), 0.30%, 12/20/2016	JPY	100,300,000		945,478
Korea Treasury Bond (South Korea), 2.75%, 6/10/2016	KRW	460,000,000		404,297
Korea Treasury Bond (South Korea), 2.00%, 12/10/2017	KRW	470,000,000		415,993
Malaysia Government Bond (Malaysia), 4.262%, 9/15/2016	MYR	3,275,000		844,095
Mexican Government Bond (Mexico), 7.25%, 12/15/2016	MXN	5,945,000		352,568
Mexican Government Bond (Mexico), 5.00%, 6/15/2017	MXN	9,500,000		557,965
Mexican Government Bond (Mexico), 8.00%, 6/11/2020	MXN	9,400,000		605,111
Mexican Government Bond (Mexico), 6.50%, 6/10/2021	MXN	4,000,000		245,180
Mexican Government Bond (Mexico), 6.50%, 6/9/2022	MXN	6,500,000		397,566
Mexican Government Bond (Mexico), 7.75%, 5/29/2031	MXN	1,250,000		82,812
Norway Government Bond (Norway)², 4.25%, 5/19/2017	NOK	1,600,000		206,283
Singapore Government Bond (Singapore), 2.50%, 6/1/2019	SGD	845,000		653,519
Spain Government Bond (Spain), 4.50%, 1/31/2018	EUR	325,000		401,724
Spain Government Bond (Spain)², 4.00%, 4/30/2020	EUR	510,000		669,123
Spain Government Bond (Spain)², 5.40%, 1/31/2023	EUR	755,000		1,118,080
Spain Government Bond (Spain)², 1.60%, 4/30/2025	EUR	400,000		463,771
United Kingdom Gilt (United Kingdom), 1.00%, 9/7/2017	GBP	375,000		551,705
United Kingdom Gilt (United Kingdom), 5.00%, 3/7/2018	GBP	475,000		753,189


TOTAL FOREIGN GOVERNMENT BONDS
(Identified Cost $23,911,847)				22,781,512


U.S. GOVERNMENT AGENCIES - 7.4%

Mortgage-Backed Securities - 7.4%
Fannie Mae, Pool #888468, 5.50%, 9/1/2021		488,863		526,068
Fannie Mae, Pool #995233, 5.50%, 10/1/2021		33,786		35,982
Fannie Mae, Pool #888017, 6.00%, 11/1/2021		48,027		52,177
Fannie Mae, Pool #995329, 5.50%, 12/1/2021		332,791		357,355
Fannie Mae, Pool #888136, 6.00%, 12/1/2021		59,734		64,940
Fannie Mae, Pool #888810, 5.50%, 11/1/2022		585,579		629,538
Fannie Mae, Pool #990895, 5.50%, 10/1/2023		48,016		52,000
Fannie Mae, Pool #AD0462, 5.50%, 10/1/2024		37,612		41,145
Fannie Mae, Pool #MA1834, 4.50%, 2/1/2034		1,493,479		1,636,095
Fannie Mae, Pool #MA1890, 4.00%, 5/1/2034		1,325,072		1,428,914
Fannie Mae, Pool #MA1903, 4.50%, 5/1/2034		681,862		746,816
Fannie Mae, Pool #AS3677, 4.00%, 10/1/2034		1,348,599		1,453,217
Fannie Mae, Pool #MA2177, 4.00%, 2/1/2035		1,721,932		1,856,142
Fannie Mae, Pool #MA2198, 3.50%, 3/1/2035		3,543,902		3,740,743
Fannie Mae, Pool #888021, 6.00%, 12/1/2036		82,416		94,108
Fannie Mae, Pool #909786, 5.50%, 3/1/2037		211,922		237,871
Fannie Mae, Pool #995050, 6.00%, 9/1/2037		242,384		276,783
Fannie Mae, Pool #AB8161, 6.00%, 12/1/2037		855,505		977,056
Fannie Mae, Pool #933731, 5.50%, 4/1/2038		754,921		846,895
Fannie Mae, Pool #889576, 6.00%, 4/1/2038		522,431		596,592

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES	PRINCIPAL AMOUNT ⁴		VALUE (NOTE 2)

U.S. GOVERNMENT AGENCIES (continued)

Mortgage-Backed Securities (continued)
Fannie Mae, Pool #889624, 5.50%, 5/1/2038		991,095	$	1,113,413
Fannie Mae, Pool #889579, 6.00%, 5/1/2038		462,601		527,643
Fannie Mae, Pool #995196, 6.00%, 7/1/2038		26,933		30,753
Fannie Mae, Pool #AD0119, 6.00%, 7/1/2038		325,747		371,407
Fannie Mae, Pool #AD0207, 6.00%, 10/1/2038		1,553,152		1,769,771
Fannie Mae, Pool #AD0220, 6.00%, 10/1/2038		44,373		50,659
Fannie Mae, Pool #890294, 5.50%, 1/1/2039		1,760,733		1,976,070
Fannie Mae, Pool #AD0307, 5.50%, 1/1/2039		991,732		1,114,980
Fannie Mae, Pool #AD0527, 5.50%, 6/1/2039		157,609		177,188
Fannie Mae, Pool #MA0258, 4.50%, 12/1/2039		1,197,933		1,306,743
Fannie Mae, Pool #890326, 5.50%, 1/1/2040		1,390,642		1,563,664
Fannie Mae, Pool #AL1595, 6.00%, 1/1/2040		810,466		925,642
Fannie Mae, Pool #AE0061, 6.00%, 2/1/2040		886,580		1,011,867
Fannie Mae, Pool #AL0152, 6.00%, 6/1/2040		1,088,983		1,242,660
Fannie Mae, Pool #AL2581, 6.00%, 6/1/2040		695,006		793,561
Fannie Mae, Pool #890519, 6.00%, 10/1/2040		1,617,096		1,845,138
Fannie Mae, Pool #AE0951, 4.50%, 2/1/2041		740,877		808,437
Fannie Mae, Pool #AH9054, 4.50%, 4/1/2041		318,247		347,167
Fannie Mae, Pool #AI2468, 4.50%, 5/1/2041		249,129		271,851
Fannie Mae, Pool #AL0160, 4.50%, 5/1/2041		752,794		821,445
Fannie Mae, Pool #AI5172, 4.00%, 8/1/2041		1,229,198		1,317,185
Fannie Mae, Pool #AJ1415, 4.50%, 9/1/2041		175,917		191,918
Fannie Mae, Pool #AL1410, 4.50%, 12/1/2041		3,073,024		3,352,323
Fannie Mae, Pool #AK4940, 3.50%, 3/1/2042		850,346		892,750
Fannie Mae, Pool #AL7729, 4.00%, 6/1/2043		1,549,883		1,659,353
Fannie Mae, Pool #AL7767, 4.50%, 6/1/2044		3,099,584		3,377,454
Fannie Mae, Pool #AL6294, 4.50%, 11/1/2044		2,990,863		3,263,215
Fannie Mae, Pool #AX5234, 4.50%, 11/1/2044		2,366,501		2,579,798
Fannie Mae, Pool #AS4103, 4.50%, 12/1/2044		1,634,415		1,792,730
Fannie Mae, Pool #AZ3627, 4.00%, 11/1/2045		660,082		705,529
Fannie Mae, Pool #BA3890, 4.00%, 11/1/2045		909,062		972,002
Fannie Mae, Pool #BA6762, 4.00%, 12/1/2045		855,235		913,941
Fannie Mae, Pool #BC3490, 3.50%, 2/1/2046		2,990,021		3,134,421
Freddie Mac, Pool #G11850, 5.50%, 7/1/2020		162,398		171,159
Freddie Mac, Pool #G12610, 6.00%, 3/1/2022		61,078		66,880
Freddie Mac, Pool #G12655, 6.00%, 5/1/2022		43,379		47,513
Freddie Mac, Pool #G12988, 6.00%, 1/1/2023		32,286		35,244
Freddie Mac, Pool #G13078, 6.00%, 3/1/2023		58,334		63,671
Freddie Mac, Pool #G13331, 5.50%, 10/1/2023		23,664		25,763
Freddie Mac, Pool #C91754, 4.50%, 3/1/2034		875,958		959,621
Freddie Mac, Pool #C91762, 4.50%, 5/1/2034		1,139,331		1,248,152
Freddie Mac, Pool #C91766, 4.50%, 5/1/2034		829,859		913,693
Freddie Mac, Pool #C91771, 4.50%, 6/1/2034		818,578		901,272
Freddie Mac, Pool #C91780, 4.50%, 7/1/2034		1,006,546		1,102,694
Freddie Mac, Pool #K92054, 4.00%, 10/1/2034		851,725		918,626
Freddie Mac, Pool #C91850, 4.00%, 9/1/2035		3,025,240		3,256,040
Freddie Mac, Pool #G03332, 6.00%, 10/1/2037		93,240		106,211
Freddie Mac, Pool #G03696, 5.50%, 1/1/2038		192,349		215,783
Freddie Mac, Pool #G03926, 6.00%, 2/1/2038		244,943		278,773
Freddie Mac, Pool #G04264, 5.50%, 4/1/2038		586,591		659,285

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® EXTENDED TERM SERIES	PRINCIPAL AMOUNT⁴/ SHARES/ CONTRACTS		VALUE (NOTE 2)

U.S. GOVERNMENT AGENCIES (continued)

Mortgage-Backed Securities (continued)
Freddie Mac, Pool #G04731, 5.50%, 4/1/2038		363,768	$	407,804
Freddie Mac, Pool #G08273, 5.50%, 6/1/2038		438,769		492,920
Freddie Mac, Pool #G04601, 5.50%, 7/1/2038		1,228,358		1,380,664
Freddie Mac, Pool #G05956, 5.50%, 7/1/2038		861,395		966,629
Freddie Mac, Pool #G04587, 5.50%, 8/1/2038		1,299,948		1,458,093
Freddie Mac, Pool #G05671, 5.50%, 8/1/2038		339,346		380,502
Freddie Mac, Pool #G06172, 5.50%, 12/1/2038		646,884		726,863
Freddie Mac, Pool #G05409, 5.50%, 3/1/2039		445,114		499,869
Freddie Mac, Pool #A86522, 4.50%, 5/1/2039		985,527		1,075,196
Freddie Mac, Pool #A89760, 4.50%, 12/1/2039		176,280		192,177
Freddie Mac, Pool #G06021, 5.50%, 1/1/2040		206,082		231,670
Freddie Mac, Pool #G05923, 5.50%, 2/1/2040		127,580		143,348
Freddie Mac, Pool #G05900, 6.00%, 3/1/2040		368,150		418,504
Freddie Mac, Pool #G05906, 6.00%, 4/1/2040		242,177		276,037
Freddie Mac, Pool #A92889, 4.50%, 7/1/2040		3,269,076		3,570,488
Freddie Mac, Pool #G07589, 5.50%, 6/1/2041		2,089,046		2,343,799
Freddie Mac, Pool #Q17719, 3.50%, 4/1/2043		1,201,487		1,259,727
Freddie Mac, Pool #Q28831, 4.50%, 10/1/2044		601,752		654,530
Freddie Mac, Pool #C09068, 3.50%, 11/1/2044		913,964		958,184
Freddie Mac, Pool #G08669, 4.00%, 9/1/2045		1,816,775		1,939,883
Freddie Mac, Pool #G08672, 4.00%, 10/1/2045		3,710,759		3,966,896
Freddie Mac, Pool #Q36985, 4.00%, 10/1/2045		1,462,727		1,563,062
Freddie Mac, Pool #Q37892, 4.00%, 12/1/2045		1,933,802		2,068,771


TOTAL U.S. GOVERNMENT AGENCIES
(Identified Cost $93,999,902)				95,819,111


U.S. GOVERNMENT SECURITIES - 2.5%

U.S. Treasury Bills - 2.5%
U.S. Treasury Bill¹¹, 0.28%, 6/23/2016
(Identified Cost $32,186,551)		32,200,000		32,193,206


SHORT-TERM INVESTMENT - 3.8%

Dreyfus Cash Management, Inc. - Institutional Shares¹², 0.29%,
(Identified Cost $49,563,185)		49,563,185		49,563,185

TOTAL INVESTMENTS - 95.4%
(Identified Cost $1,206,361,957)				1,241,798,500
OTHER ASSETS, LESS LIABILITIES - 4.6%				59,821,665

NET ASSETS - 100%			$	1,301,620,165


PUT OPTIONS WRITTEN - 0.0%##

Alphabet, Inc. - Class C, Strike $690, Expiring May 20, 2016,		42	$	(50,526	)
Apple, Inc., Strike $95, Expiring May 20,2016,		306		(101,286	)


TOTAL PUT OPTIONS WRITTEN
(Premiums Received $37,929)			$	(151,812	)

ADR - American Depositary Receipt

AUD - Australian Dollar

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

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

Investment Portfolio - April 30, 2016

(unaudited)

MXN - Mexican Peso

MYR - Malaysian Ringgit

No. - Number

NOK - Norwegian Krone

SGD - Singapore Dollar

##Less than 0.1%.

*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.

²Restricted 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. These securities amount to $112,966,343 or 8.7%, of the Series’ net assets as of April 30, 2016 (see Note 2 to the financial statements).

³A portion of this security is designated with the broker as collateral for options contracts written. As of April 30, 2016, the total value of such securities was $19,016,161.

⁴Amount is stated in USD unless otherwise noted.

⁵The coupon rate is floating and is the effective rate as of April 30, 2016.

⁶Security is perpetual in nature and has no stated maturity date.

⁷The rate shown is a fixed rate as of April 30, 2016; the rate becomes floating, based on U.S. Treasury Note (5 Year) plus a spread, in July 2016.

⁸The rate shown is a fixed rate as of April 30, 2016; the rate becomes floating, based on LIBOR plus a spread, in December 2024.

⁹The rate shown is a fixed rate as of April 30, 2016; the rate becomes floating, based on LIBOR plus a spread, in September 2022.

¹⁰Represents a Payment-In-Kind bond.

¹¹Represents the annualized yield at time of purchase.

¹²Rate shown is the current yield as of April 30, 2016.

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

Statement of Assets and Liabilities - Pro-Blend^® Extended Term Series

April 30, 2016 (unaudited)


ASSETS:

Investments, at value (identified cost $1,206,361,957) (Note 2)	$	1,241,798,500
Foreign currency (identified cost $30,726)		30,726
Receivable for securities sold		65,898,313
Interest receivable		3,586,802
Foreign tax reclaims receivable		594,449
Dividends receivable		560,703
Receivable for fund shares sold		277,405
Prepaid and other expenses		9,122


TOTAL ASSETS		1,312,756,020


LIABILITIES:

Accrued management fees (Note 3)		806,426
Accrued distribution and service (Rule 12b-1) fees (Class C) (Class R) (Note 3)		143,947
Accrued shareholder services fees (Class S) (Note 3)		116,199
Accrued fund accounting and administration fees (Note 3)		78,156
Accrued transfer agent fees (Note 3)		77,070
Accrued Chief Compliance Officer service fees (Note 3)		381
Options written, at value (premiums received $37,929) (Note 2)		151,812
Accrued foreign capital gains tax (Note 2)		631
Payable for fund shares repurchased		9,446,301
Payable for securities purchased		129,397
Other payables and accrued expenses		185,535


TOTAL LIABILITIES		11,135,855


TOTAL NET ASSETS	$	1,301,620,165


NET ASSETS CONSIST OF:

Capital stock	$	1,126,783
Additional paid-in-capital		1,265,263,903
Undistributed net investment income		3,792,730
Accumulated net realized loss on investments, foreign currency and translation of other assets and liabilities		(3,862,091	)
Net unrealized appreciation on investments (net of foreign capital gains tax of $631), foreign currency and translation of other assets and liabilities		35,298,840


TOTAL NET ASSETS	$	1,301,620,165

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

Statement of Assets and Liabilities - Pro-Blend^® Extended Term Series

April 30, 2016 (unaudited)



NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($564,550,619/ 34,899,643 shares)	$	16.18


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($550,153,844/ 59,179,874 shares)	$	9.30


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class C ($155,612,452/ 15,646,796 shares)	$	9.95


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class R ($31,303,250/ 2,951,961 shares)	$	10.60

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

Statement of Operations - Pro-Blend^® Extended Term Series

For the Six Months Ended April 30, 2016 (unaudited)


INVESTMENT INCOME:

Interest	$	8,245,829
Dividends (net of foreign taxes withheld, $185,282)		4,721,330


Total Investment Income		12,967,159


EXPENSES:

Management fees (Note 3)		5,001,480
Distribution and service (Rule 12b-1) fees (Class C) (Note 3)		781,151
Shareholder services fees (Class S) (Note 3)		763,443
Fund accounting and administration fees (Note 3)		125,592
Transfer agent fees (Note 3)		117,489
Distribution and service (Rule 12b-1) fees (Class R) (Note 3)		94,153
Directors’ fees (Note 3)		27,161
Chief Compliance Officer service fees (Note 3)		1,258
Custodian fees		65,143
Miscellaneous		165,201


Total Expenses		7,142,071


NET INVESTMENT INCOME		5,825,088


REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:

Net realized gain (loss) on-
Investments		4,225,271
Futures contracts		(6,570,099	)
Options Written		148,088
Foreign currency and translation of other assets and liabilities		(1,515,108	)


		(3,711,848	)

Net change in unrealized appreciation (depreciation) on-
Investments (net of decrease in accrued foreign capital gains tax of $135)		(3,913,420	)
Futures contracts		838,256
Options Written		(113,883	)
Foreign currency and translation of other assets and liabilities		31,885


		(3,157,162	)


NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		(6,869,010	)


NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	(1,043,922	)

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

Statements of Changes in Net Assets - Pro-Blend^® Extended Term Series


	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15
DECREASE IN NET ASSETS:

OPERATIONS:

Net investment income	$	5,825,088		$	15,880,780
Net realized gain (loss) on investments and foreign currency		(3,711,848	)		25,447,039
Net change in unrealized appreciation (depreciation) on investments and foreign currency		(3,157,162	)		(74,601,726	)


Net decrease from operations		(1,043,922	)		(33,273,907	)


DISTRIBUTIONS TO SHAREHOLDERS (Note 8):

From net investment income (Class S)		(2,713,832	)		(5,232,086	)
From net investment income (Class I)		(4,984,598	)		(9,395,801	)
From net investment income (Class C)		(498,494	)		(660,165	)
From net investment income (Class R)		(184,670	)		(510,084	)
From net realized gain on investments (Class S)		(9,144,432	)		(63,495,422	)
From net realized gain on investments (Class I)		(12,085,561	)		(81,338,580	)
From net realized gain on investments (Class C)		(3,523,556	)		(18,859,983	)
From net realized gain on investments (Class R)		(773,618	)		(7,014,868	)


Total distributions to shareholders		(33,908,761	)		(186,506,989	)


CAPITAL STOCK ISSUED AND REPURCHASED:

Net decrease from capital share transactions (Note 5)		(134,085,647	)		(70,659,450	)


Net decrease in net assets	��	(169,038,330	)		(290,440,346	)

NET ASSETS:

Beginning of period		1,470,658,495			1,761,098,841


End of period (including undistributed net investment income of $3,792,730 and $6,349,236, respectively)	$	1,301,620,165		$	1,470,658,495

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

Financial Highlights - Pro-Blend^® Extended Term Series - Class S


	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	16.42		$	18.28		$	18.10		$	16.01		$	15.46		$	15.16

Income (loss) from investment operations:
Net investment income¹		0.07			0.16			0.19			0.17			0.19			0.23
Net realized and unrealized gain (loss) on investments		(0.03	)		(0.56	)		1.02			2.56			1.01			0.26


Total from investment operations		0.04			(0.40	)		1.21			2.73			1.20			0.49


Less distributions to shareholders:
From net investment income		(0.06	)		(0.11	)		(0.13	)		(0.14	)		(0.19	)		(0.19	)
From net realized gain on investments		(0.22	)		(1.35	)		(0.90	)		(0.50	)		(0.46	)		—


Total distributions to shareholders		(0.28	)		(1.46	)		(1.03	)		(0.64	)		(0.65	)		(0.19	)


Net asset value - End of period	$	16.18		$	16.42		$	18.28		$	18.10		$	16.01		$	15.46


Net assets - End of period (000’s omitted)	$	564,551		$	718,811		$	872,014		$	820,370		$	792,804		$	716,536


Total return²		0.31	%		(2.16	%)		7.08	%		17.56	%		8.26	%		3.26	%
Ratios (to average net assets)/Supplemental Data:
Expenses		1.07	%³		1.07	%		1.06	%		1.06	%		1.07	%		1.08	%
Net investment income		0.86	%³		0.96	%		1.04	%		1.03	%		1.20	%		1.49	%
Series portfolio turnover		25	%		66	%		65	%		64	%		58	%		65	%

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.

Financial Highlights - Pro-Blend^® Extended Term Series - Class I


	FOR THE SIX MONTHS ENDED 4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	9.57		$	11.30		$	11.60		$	10.50		$	10.38		$	10.26

Income (loss) from investment operations:
Net investment income¹		0.05			0.12			0.15			0.14			0.15			0.18
Net realized and unrealized gain (loss) on investments		(0.01	)		(0.34	)		0.62			1.64			0.66			0.17


Total from investment operations		0.04			(0.22	)		0.77			1.78			0.81			0.35


Less distributions to shareholders:
From net investment income		(0.09	)		(0.16	)		(0.17	)		(0.18	)		(0.23	)		(0.23	)
From net realized gain on investments		(0.22	)		(1.35	)		(0.90	)		(0.50	)		(0.46	)		—


Total distributions to shareholders		(0.31	)		(1.51	)		(1.07	)		(0.68	)		(0.69	)		(0.23	)


Net asset value - End of period	$	9.30		$	9.57		$	11.30		$	11.60		$	10.50		$	10.38


Net assets - End of period (000’s omitted)	$	550,154		$	545,570		$	659,331		$	547,522		$	429,157		$	321,632


Total return²		0.48	%		(1.91	%)		7.32	%		17.80	%		8.60	%		3.43	%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.83	%³		0.82	%		0.81	%		0.81	%		0.82	%		0.83	%
Net investment income		1.12	%³		1.22	%		1.29	%		1.27	%		1.45	%		1.74	%
Series portfolio turnover		25	%		66	%		65	%		64	%		58	%		65	%

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.

Financial Highlights - Pro-Blend^® Extended Term Series - Class C


	FOR THE SIX MONTHS ENDED
	4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.21		$	11.95		$	12.21		$	11.02		$	10.86		$	10.74

Income (loss) from investment operations:
Net investment income¹		0.01			0.02			0.03			0.03			0.05			0.08
Net realized and unrealized gain (loss) on investments		(0.02	)		(0.36	)		0.67			1.73			0.70			0.19


Total from investment operations		(0.01	)		(0.34	)		0.70			1.76			0.75			0.27


Less distributions to shareholders:
From net investment income		(0.03	)		(0.05	)		(0.06	)		(0.07	)		(0.13	)		(0.15	)
From net realized gain on investments		(0.22	)		(1.35	)		(0.90	)		(0.50	)		(0.46	)		—


Total distributions to shareholders		(0.25	)		(1.40	)		(0.96	)		(0.57	)		(0.59	)		(0.15	)


Net asset value - End of period	$	9.95		$	10.21		$	11.95		$	12.21		$	11.02		$	10.86


Net assets - End of period (000’s omitted)	$	155,612		$	165,898		$	164,191		$	124,854		$	85,588		$	68,436


Total return²		(0.05	%)		(2.91	%)		6.28	%		16.65	%		7.51	%		2.49	%
Ratios (to average net assets)/Supplemental Data:
Expenses		1.83	%³		1.82	%		1.81	%		1.81	%		1.82	%		1.83	%
Net investment income		0.12	%³		0.21	%		0.29	%		0.27	%		0.44	%		0.71	%
Series portfolio turnover		25	%		66	%		65	%		64	%		58	%		65	%

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.

Financial Highlights - Pro-Blend^® Extended Term Series - Class R


	FOR THE SIX MONTHS ENDED
	4/30/16			FOR THE YEARS ENDED
	(UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.87		$	12.62		$	12.83		$	11.54		$	11.36		$	11.22

Income (loss) from investment operations:
Net investment income¹		0.03			0.08			0.10			0.09			0.10			0.11
Net realized and unrealized gain (loss) on investments		(0.03	)		(0.38	)		0.70			1.82			0.74			0.23


Total from investment operations		—			(0.30	)		0.80			1.91			0.84			0.34


Less distributions to shareholders:
From net investment income		(0.05	)		(0.10	)		(0.11	)		(0.12	)		(0.20	)		(0.20	)
From net realized gain on investments		(0.22	)		(1.35	)		(0.90	)		(0.50	)		(0.46	)		—


Total distributions to shareholders		(0.27	)		(1.45	)		(1.01	)		(0.62	)		(0.66	)		(0.20	)


Net asset value - End of period	$	10.60		$	10.87		$	12.62		$	12.83		$	11.54		$	11.36


Net assets - End of period (000’s omitted)	$	31,303		$	40,379		$	65,563		$	58,700		$	38,261		$	8,281


Total return²		0.06	%		(2.39	%)		6.81	%		17.28	%		8.03	%		3.04	%
Ratios (to average net assets)/Supplemental Data:
Expenses		1.33	%³		1.32	%		1.31	%		1.31	%		1.33	%		1.33	%
Net investment income		0.62	%³		0.71	%		0.79	%		0.77	%		0.90	%		0.97	%
Series portfolio turnover		25	%		66	%		65	%		64	%		58	%		65	%

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.

Shareholder Expense Example - Pro-Blend^® Maximum Term Series

(unaudited)

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 (November 1, 2015 to April 30, 2016).

Actual Expenses

Hypothetical Example for Comparison Purposes


	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16*	ANNUALIZED EXPENSE RATIO
Class S
Actual	$1,000.00	$1,012.30	$5.45	1.09%
Hypothetical (5% return before expenses)	$1,000.00	$1,019.44	$5.47	1.09%
Class I
Actual	$1,000.00	$1,014.40	$4.21	0.84%
Hypothetical (5% return before expenses)	$1,000.00	$1,020.69	$4.22	0.84%
Class C
Actual	$1,000.00	$1,008.80	$9.19	1.84%
Hypothetical (5% return before expenses)	$1,000.00	$1,015.71	$9.22	1.84%
Class R
Actual	$1,000.00	$1,011.70	$6.70	1.34%
Hypothetical (5% return before expenses)	$1,000.00	$1,018.20	$6.72	1.34%

Portfolio Composition - Pro-Blend^® Maximum Term Series

As of April 30, 2016 (unaudited)

LOGO


Sector Allocation⁴
Information Technology	22.1	%
Health Care	19.2	%
Consumer Discretionary	19.1	%
Consumer Staples	10.0	%
Financials	7.1	%
Industrials	5.4	%
Materials	5.2	%
Energy	3.6	%
Telecommunication Services	0.4	%
Utilities	0.2	%

⁴Including common stocks and corporate bonds, as a percentage of total investments.


Top Ten Stock Holdings⁵
Monsanto Co.	2.4	%
MasterCard, Inc. - Class A	2.3	%
Facebook, Inc. - Class A	2.2	%
The Priceline Group, Inc.	2.1	%
Cerner Corp.	2.1	%
Time Warner, Inc.	2.1	%
QUALCOMM, Inc.	1.9	%
DaVita HealthCare Partners, Inc.	1.9	%
Twenty-First Century Fox, Inc. - Class A	1.9	%
Apple, Inc.	1.8	%

⁵As a percentage of total investments.

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MAXIMUM TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS - 88.7%

Consumer Discretionary - 18.5%
Diversified Consumer Services - 1.4%
Fu Shou Yuan International Group Ltd. (China)¹		1,172,000	$	822,265
Houghton Mifflin Harcourt Co.*		497,153		10,196,608
Kroton Educacional S.A. (Brazil)		205,302		765,275


				11,784,148

Hotels, Restaurants & Leisure - 1.5%
Accor S.A. (France)¹		13,450		595,612
Dunkin’ Brands Group, Inc.		11,430		531,495
Yum! Brands, Inc.		149,140		11,865,578


				12,992,685

Internet & Catalog Retail - 4.6%
Amazon.com, Inc.*		14,930		9,847,679
ASOS plc (United Kingdom)*¹		10,510		554,470
The Priceline Group, Inc.*		13,590		18,260,339
Rakuten, Inc. (Japan)¹		98,510		1,070,938
TripAdvisor, Inc.*		133,910		8,649,247
Zalando SE (Germany)*^1,2		17,320		574,940


				38,957,613

Media - 9.1%
AMC Networks, Inc. - Class A*		170,930		11,149,764
Global Mediacom Tbk PT (Indonesia)¹		2,506,940		219,703
ITV plc (United Kingdom)¹		119,010		392,289
Liberty Global plc - Class A - ADR (United Kingdom)*		214,537		8,094,481
Modern Times Group MTG AB - Class B (Sweden)¹		3,416		102,560
Sinclair Broadcast Group, Inc. - Class A		237,210		7,607,325
Surya Citra Media Tbk PT (Indonesia)¹		1,500,200		362,452
TEGNA, Inc.		97,630		2,280,637
Time Warner, Inc.		233,970		17,580,506
Tribune Media Co. - Class A		363,940		14,029,887
Twenty-First Century Fox, Inc. - Class A		544,935		16,489,733


				78,309,337

Specialty Retail - 0.3%
Advance Auto Parts, Inc.		10,440		1,629,684
Kingfisher plc (United Kingdom)¹		58,860		313,591
Monro Muffler Brake, Inc.		7,680		531,610


				2,474,885

Textiles, Apparel & Luxury Goods - 1.6%
Carter’s, Inc.		5,290		564,284
Gildan Activewear, Inc. (Canada)		18,730		581,754
Kering (France)¹		3,595		616,538
lululemon athletica, Inc.*		185,176		12,138,287


				13,900,863


Total Consumer Discretionary				158,419,531

Consumer Staples - 9.8%
Beverages - 5.8%
Ambev S.A. - ADR (Brazil)		2,532,574		14,157,089
Anheuser-Busch InBev S.A./N.V. (Belgium)¹		91,648		11,369,348
Cia Cervecerias Unidas S.A. - ADR (Chile)		17,290		387,642
The Coca-Cola Co.		192,880		8,641,024
Diageo plc (United Kingdom)¹		512,160		13,846,855
Fomento Economico Mexicano S.A.B. de C.V. - ADR (Mexico)		1,840		171,506
SABMiller plc (United Kingdom)¹		3,960		242,535
Treasury Wine Estates Ltd. (Australia)¹		123,599		870,294


				49,686,293

Food & Staples Retailing - 0.2%
Dairy Farm International Holdings Ltd. (Hong Kong)¹		114,410		788,912
Sprouts Farmers Market, Inc.*		20,430		573,470
Tesco plc (United Kingdom)*¹		75,303		189,315


				1,551,697

Food Products - 1.6%
Adecoagro S.A. (Luxembourg)*		62,180		662,839
Danone S.A. (France)¹		11,223		786,325
Grupo Bimbo S.A.B. de C.V. - Class A (Mexico)		205,290		625,130
Nestle S.A. (Switzerland)¹		121,337		9,056,556
Sao Martinho S.A. (Brazil)		44,390		577,325
Suedzucker AG (Germany)¹		51,462		908,723
Tiger Brands Ltd. (South Africa)¹		11,210		277,539
Universal Robina Corp. (Philippines)¹		82,510		366,396
The WhiteWave Foods Co.*		13,510		543,237


				13,804,070

Household Products - 0.0%##
Pigeon Corp. (Japan)¹		17,000		446,516

Personal Products - 2.0%
Beiersdorf AG (Germany)¹		89,570		8,043,005
Unilever plc - ADR (United Kingdom)		206,280		9,253,721


				17,296,726

Tobacco - 0.2%
Gudang Garam Tbk PT (Indonesia)¹		159,240		834,495
Japan Tobacco, Inc. (Japan)¹		13,400		547,496

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MAXIMUM TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Consumer Staples (continued)
Tobacco (continued)
Swedish Match AB (Sweden)¹		4,163	$	132,225


				1,514,216


Total Consumer Staples				84,299,518

Energy - 3.2%
Energy Equipment & Services - 1.7%
Schlumberger Ltd.		180,048		14,465,056

Oil, Gas & Consumable Fuels - 1.5%
Cameco Corp. (Canada)		32,685		408,889
Cosan S.A. Industria e Comercio (Brazil)		17,250		159,096
Galp Energia SGPS S.A. (Portugal)¹		61,000		838,109
Range Resources Corp.		249,280		10,995,741
Royal Dutch Shell plc - Class B (Netherlands)¹		17,214		451,953


				12,853,788


Total Energy				27,318,844

Financials - 6.2%
Banks - 0.0%##
ICICI Bank Ltd. - ADR (India)		33,350		235,118

Capital Markets - 1.0%
BlackRock, Inc.		23,950		8,534,104

Consumer Finance - 2.0%
SLM Corp.*		1,498,980		10,148,095
Synchrony Financial*		215,490		6,587,529


				16,735,624

Diversified Financial Services - 0.0%##
JSE Ltd. (South Africa)¹		35,430		411,080

Real Estate Investment Trusts (REITS) - 2.6%
Agree Realty Corp.		4,270		165,591
Alexandria Real Estate Equities, Inc.		1,910		177,535
alstria office REIT AG (Germany)¹		43,080		604,922
American Campus Communities, Inc.		3,010		134,698
American Homes 4 Rent - Class A		5,990		94,762
Apartment Investment & Management Co. - Class A		4,610		184,677
AvalonBay Communities, Inc.		1,500		265,185
Boston Properties, Inc.		1,420		182,981
Brixmor Property Group, Inc.		3,700		93,425
CatchMark Timber Trust, Inc. - Class A		9,330		98,991
Chesapeake Lodging Trust		6,910		170,193
Columbia Property Trust, Inc.		4,110		91,653
Community Healthcare Trust, Inc.		10,650		193,830
CoreSite Realty Corp.		910		68,186
Crown Castle International Corp.		990		86,011
CubeSmart		6,800		201,348
DCT Industrial Trust, Inc.		2,520		101,732
DDR Corp.		8,100		141,750
Digital Realty Trust, Inc.		1,270		111,735
Douglas Emmett, Inc.		5,400		175,230
Education Realty Trust, Inc.		3,316		131,877
Equinix, Inc.		590		194,907
Equity LifeStyle Properties, Inc.		1,550		106,160
Equity One, Inc.		5,450		154,235
Equity Residential		2,090		142,266
Extra Space Storage, Inc.		1,260		107,037
Fibra Shop Portafolios Inmobiliarios S.A.P.I. de C.V. (Mexico)		72,506		69,958
Forest City Realty Trust, Inc. - Class A		10,620		220,684
General Growth Properties, Inc.		5,570		156,127
HCP, Inc.		2,580		87,281
Healthcare Realty Trust, Inc.		3,320		100,530
Healthcare Trust of America, Inc. - Class A		5,370		155,139
Host Hotels & Resorts, Inc.		5,320		84,162
Kite Realty Group Trust		3,787		103,120
Lamar Advertising Co. - Class A		1,700		105,468
LaSalle Hotel Properties		5,390		128,821
Mid-America Apartment Communities, Inc.		2,700		258,417
NorthStar Realty Finance Corp.		9,130		116,773
Outfront Media, Inc.		6,780		147,058
Paramount Group, Inc.		10,980		183,366
Pebblebrook Hotel Trust		2,490		68,824
Pennsylvania Real Estate Investment Trust		3,030		69,508
Physicians Realty Trust		12,110		219,554
Prologis, Inc.		7,860		356,923
Public Storage		630		154,230
Retail Opportunity Investments Corp.		7,480		147,132
Retail Properties of America, Inc. - Class A		5,830		93,222
Rexford Industrial Realty, Inc.		7,590		142,464
Simon Property Group, Inc.		2,400		482,808
Sovran Self Storage, Inc.		1,840		195,445
STORE Capital Corp.		4,380		112,435
Tanger Factory Outlet Centers, Inc.		2,890		101,381
Taubman Centers, Inc.		1,650		114,592
Terreno Realty Corp.		5,810		132,294
UDR, Inc.		2,510		87,649
Urban Edge Properties		7,170		185,990
Ventas, Inc.		2,440		151,573
Vornado Realty Trust		1,740		166,570

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MAXIMUM TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Financials (continued)
Real Estate Investment Trusts (REITS) (continued)
Welltower, Inc.		2,190	$	152,030
Westfield Corp. (Australia)¹		8,770		66,982
Weyerhaeuser Co.		399,442		12,830,077


				22,129,504

Real Estate Management & Development - 0.6%
CBRE Group, Inc. - Class A*		2,150		63,705
First Capital Realty, Inc. (Canada)		4,880		78,993
Realogy Holdings Corp.*		144,010		5,146,917


				5,289,615


Total Financials				53,335,045

Health Care - 18.9%
Biotechnology - 0.2%
Cepheid, Inc.*		26,670		761,162
Seattle Genetics, Inc.*		15,790		560,229
Vertex Pharmaceuticals, Inc.*		7,020		592,067


				1,913,458

Health Care Equipment & Supplies - 4.9%
The Cooper Companies, Inc.		83,020		12,708,702
Intuitive Surgical, Inc.*		22,890		14,337,380
LDR Holding Corp.*		15,730		423,924
Medtronic plc		186,460		14,758,309
Shandong Weigao Group Medical Polymer Co. Ltd. - Class H (China)¹		232,240		139,420


				42,367,735

Health Care Providers & Services - 5.0%
Acadia Healthcare Co., Inc.*		9,770		617,366
Brookdale Senior Living, Inc.*		3,040		56,118
DaVita HealthCare Partners, Inc.*		223,230		16,496,697
Express Scripts Holding Co.*		207,170		15,274,644
Fresenius Medical Care AG & Co. KGaA (Germany)¹		98,848		8,603,486
Fresenius Medical Care AG & Co. KGaA - ADR (Germany)		15,410		672,338
KPJ Healthcare Berhad (Malaysia)¹		258,230		279,614
Odontoprev S.A. (Brazil)		113,170		348,468
Siloam International Hospitals Tbk PT (Indonesia)¹		390,700		250,335


				42,599,066

Health Care Technology - 2.1%
Cerner Corp.*		324,870		18,238,202

Life Sciences Tools & Services - 2.5%
QIAGEN N.V.*		397,030		8,917,294
QIAGEN N.V.*¹		7,100		159,684
Thermo Fisher Scientific, Inc.		85,390		12,317,507


				21,394,485

Pharmaceuticals - 4.2%
AstraZeneca plc - ADR (United Kingdom)		20,520		594,259
Genomma Lab Internacional S.A.B. de C.V. - Class B (Mexico)*		405,070		444,986
GlaxoSmithKline plc (United Kingdom)¹		10,705		228,793
Johnson & Johnson		132,610		14,862,929
Novartis AG - ADR (Switzerland)		106,330		8,077,890
Perrigo Co. plc		119,360		11,538,531


				35,747,388


Total Health Care				162,260,334

Industrials - 4.9%
Aerospace & Defense - 0.0%##
Safran S.A. (France)¹		2,060		142,016

Airlines - 0.0%##
Ryanair Holdings plc - ADR (Ireland)		1,550		125,472

Building Products - 0.7%
Masco Corp.		203,190		6,239,965

Commercial Services & Supplies - 0.2%
China Everbright International Ltd. (China)¹		159,000		178,005
MiX Telematics Ltd. - ADR (South Africa)		33,310		135,905
Stericycle, Inc.*		9,170		876,285


				1,190,195

Industrial Conglomerates - 1.6%
Danaher Corp.		127,490		12,334,658
Siemens AG (Germany)¹		11,230		1,175,206


				13,509,864

Machinery - 1.9%
Alstom S.A. (France)*¹		19,050		487,121
ANDRITZ AG (Austria)¹		11,040		619,702
FANUC Corp. (Japan)¹		2,491		367,976
Flowserve Corp.		270,110		13,184,069
GEA Group AG (Germany)¹		21,140		982,371
SMC Corp. (Japan)¹		2,700		658,421
Sulzer AG (Switzerland)¹		1,760		160,662
The Weir Group plc (United Kingdom)¹		5,550		97,490


				16,557,812

Professional Services - 0.1%
Applus Services S.A. (Spain)¹		41,180		381,031

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MAXIMUM TERM SERIES	SHARES		VALUE (NOTE 2)

COMMON STOCKS (continued)

Industrials (continued)
Professional Services (continued)
Bureau Veritas S.A. (France)¹		17,140	$	406,275
Intertek Group plc (United Kingdom)¹		7,590		362,087


				1,149,393

Road & Rail - 0.3%
Genesee & Wyoming, Inc. - Class A*		21,460		1,397,261
Kansas City Southern		11,070		1,048,883


				2,446,144

Trading Companies & Distributors - 0.1%
Brenntag AG (Germany)¹		6,762		397,192


Total Industrials				41,758,053

Information Technology - 21.9%
Electronic Equipment, Instruments & Components - 3.1%
FLIR Systems, Inc.		514,560		15,544,858
Hitachi Ltd. (Japan)¹		175,000		801,889
Keyence Corp. (Japan)¹		1,246		746,844
PAX Global Technology Ltd. (Hong Kong)¹		1,005,000		865,527
Trimble Navigation Ltd.*		38,490		921,835
VeriFone Systems, Inc.*		262,540		7,471,888


				26,352,841

Internet Software & Services - 5.7%
Alibaba Group Holding Ltd. - ADR (China)*		12,240		941,746
Alphabet, Inc. - Class A*		10,500		7,432,740
Alphabet, Inc. - Class C*		12,400		8,593,324
Baidu, Inc. - ADR (China)*		5,260		1,022,018
Benefitfocus, Inc.*		15,420		584,418
Envestnet, Inc.*		33,850		1,062,213
Facebook, Inc. - Class A*		158,100		18,589,398
Match Group, Inc.*		44,370		505,818
MercadoLibre, Inc. (Argentina)		7,840		979,138
Q2 Holdings, Inc.*		28,590		683,587
Tencent Holdings Ltd. - Class H (China)¹		418,900		8,523,909


				48,918,309

IT Services - 5.8%
Amdocs Ltd. - ADR		137,765		7,789,233
FleetCor Technologies, Inc.*		3,790		586,237
InterXion Holding N.V. - ADR (Netherlands)*		4,430		150,088
MasterCard, Inc. - Class A		206,010		19,980,910
PayPal Holdings, Inc.*		300,080		11,757,134
Visa, Inc. - Class A		120,850		9,334,454


				49,598,056

Semiconductors & Semiconductor Equipment - 1.9%
QUALCOMM, Inc.		327,104		16,525,294

Software - 3.4%
Aspen Technology, Inc.*		174,100		6,621,023
Electronic Arts, Inc.*		126,700		7,836,395
Paylocity Holding Corp.*		15,780		603,901
SAP SE (Germany)¹		14,130		1,108,660
ServiceNow, Inc.*		166,720		11,917,146
TOTVS S.A. (Brazil)		47,879		391,329
The Ultimate Software Group, Inc.*		4,670		918,075


				29,396,529

Technology Hardware, Storage & Peripherals - 2.0%
Apple, Inc.		167,620		15,712,699
Samsung Electronics Co. Ltd. (South Korea)¹		1,440		1,569,357


				17,282,056


Total Information Technology				188,073,085

Materials - 5.1%
Chemicals - 3.5%
Ashland, Inc.		78,670		8,779,572
Givaudan S.A. (Switzerland)¹		220		434,250
Monsanto Co.		215,807		20,216,800
Sociedad Quimica y Minera de Chile S.A. - ADR (Chile)		11,878		247,419
Symrise AG (Germany)¹		5,740		380,972


				30,059,013

Metals & Mining - 1.6%
Alcoa, Inc.		1,191,081		13,304,375
Alumina Ltd. (Australia)¹		94,794		107,043
Norsk Hydro ASA (Norway)¹		41,943		182,493


				13,593,911


Total Materials				43,652,924

Telecommunication Services - 0.2%
Diversified Telecommunication Services - 0.1%
Telefonica S.A. - ADR (Spain)		63,493		692,709

Wireless Telecommunication Services - 0.1%
America Movil S.A.B. de C.V. - Class L - ADR (Mexico)		51,290		726,266
China Mobile Ltd. - Class H (China)¹		21,000		241,096


				967,362


Total Telecommunication Services				1,660,071

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MAXIMUM TERM SERIES	SHARES/ PRINCIPAL AMOUNT³		VALUE (NOTE 2)

COMMON STOCKS (continued)

Utilities - 0.0%##
Water Utilities - 0.0%##
CT Environmental Group Ltd. (China)¹		598,000	$	174,423


TOTAL COMMON STOCKS
(Identified Cost $723,546,678)				760,951,828


CORPORATE BONDS - 3.3%

Non-Convertible Corporate Bonds - 3.3%
Consumer Discretionary - 0.6%
Auto Components - 0.1%
Magna International, Inc. (Canada), 4.15%, 10/1/2025		565,000		606,267
Techniplas LLC², 10.00%, 5/1/2020		220,000		154,000


				760,267

Diversified Consumer Services - 0.1%
Block Financial LLC, 5.50%, 11/1/2022		750,000		809,195

Hotels, Restaurants & Leisure - 0.0%##
MGM Resorts International, 10.00%, 11/1/2016		180,000		187,434

Household Durables - 0.2%
Brookfield Residential Properties, Inc. - Brookfield Residential US Corp. (Canada)², 6.125%, 7/1/2022		395,000		365,778
Lennar Corp., 12.25%, 6/1/2017		165,000		181,912
Meritage Homes Corp., 7.15%, 4/15/2020		160,000		170,400
Meritage Homes Corp., 7.00%, 4/1/2022		165,000		176,962
TRI Pointe Group, Inc. - TRI Pointe Homes, Inc., 4.375%, 6/15/2019		260,000		260,650
Weekley Homes LLC - Weekley Finance Corp., 6.00%, 2/1/2023		425,000		395,250


				1,550,952

Media - 0.2%
Altice Financing S.A. (Luxembourg)², 6.50%, 1/15/2022		190,000		191,900
CCO Holdings LLC - CCO Holdings Capital Corp.², 5.875%, 4/1/2024		200,000		209,500
Columbus International, Inc. (Barbados)², 7.375%, 3/30/2021		200,000		212,440
Sinclair Television Group, Inc.², 5.625%, 8/1/2024		290,000		297,975
Sirius XM Radio, Inc.², 5.375%, 4/15/2025		195,000		199,387
VTR Finance B.V. (Netherlands)², 6.875%, 1/15/2024		410,000		409,487
WideOpenWest Finance LLC - WideOpenWest Capital Corp., 10.25%, 7/15/2019		30,000		30,075


				1,550,764


Total Consumer Discretionary				4,858,612

Consumer Staples - 0.2%
Beverages - 0.1%
Anheuser-Busch InBev Worldwide, Inc. (Belgium), 7.75%, 1/15/2019		375,000		436,689

Food & Staples Retailing - 0.0%##
C&S Group Enterprises LLC², 5.375%, 7/15/2022		335,000		321,600

Food Products - 0.1%
Pinnacle Operating Corp.², 9.00%, 11/15/2020		425,000		361,250

Household Products - 0.0%##
HRG Group, Inc., 7.75%, 1/15/2022		285,000		285,000


Total Consumer Staples				1,404,539

Energy - 0.4%
Energy Equipment & Services - 0.0%##
FTS International, Inc., 6.25%, 5/1/2022		160,000		24,880
TerraForm Global Operating LLC², 9.75%, 8/15/2022		315,000		279,169


				304,049

Oil, Gas & Consumable Fuels - 0.4%
Carrizo Oil & Gas, Inc., 6.25%, 4/15/2023		40,000		38,400
Crestwood Midstream Partners LP - Crestwood Midstream Finance Corp., 6.125%, 3/1/2022		120,000		109,500
Hiland Partners LP - Hiland Partners Finance Corp.², 7.25%, 10/1/2020		900,000		941,625
Hilcorp Energy I LP - Hilcorp Finance Co.², 5.75%, 10/1/2025		40,000		37,700
Oasis Petroleum, Inc., 6.875%, 1/15/2023		40,000		35,900
PBF Holding Co. LLC - PBF Finance Corp.², 7.00%, 11/15/2023		140,000		136,500
Petrobras Global Finance B.V. (Brazil)⁴, 2.238%, 5/20/2016		1,300,000		1,299,025
Sabine Pass Liquefaction LLC, 5.625%, 2/1/2021		375,000		372,656
Transocean, Inc., 3.75%, 10/15/2017		80,000		76,800
Weatherford International LLC, 6.35%, 6/15/2017		80,000		81,200
WPX Energy, Inc., 6.00%, 1/15/2022		85,000		76,500


				3,205,806


Total Energy				3,509,855

Financials - 0.9%
Banks - 0.2%
CIT Group, Inc., 4.25%, 8/15/2017		180,000		182,588
Intesa Sanpaolo S.p.A. (Italy), 3.875%, 1/15/2019		390,000		403,999

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MAXIMUM TERM SERIES	PRINCIPAL AMOUNT ³		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Financials (continued)
Banks (continued)
Lloyds Bank plc (United Kingdom)^2,5,6, 12.00%,		220,000	$	289,025
Lloyds Banking Group plc (United Kingdom)², 4.582%, 12/10/2025		391,000		392,023
Popular, Inc., 7.00%, 7/1/2019		305,000		297,375


				1,565,010

Capital Markets - 0.1%
The Goldman Sachs Group, Inc.⁴, 2.236%, 11/29/2023		380,000		379,266
Morgan Stanley, 2.125%, 4/25/2018		390,000		393,473


				772,739

Consumer Finance - 0.1%
Ally Financial, Inc., 2.75%, 1/30/2017		190,000		189,763
Navient Corp., 6.00%, 1/25/2017		180,000		182,925
Navient Corp., 6.125%, 3/25/2024		345,000		308,947


				681,635

Diversified Financial Services - 0.1%
Jefferies Finance LLC - JFIN Co-Issuer Corp.², 7.375%, 4/1/2020		425,000		392,063
Jefferies Finance LLC - JFIN Co-Issuer Corp.², 6.875%, 4/15/2022		200,000		175,000


				567,063

Insurance - 0.3%
Aegon N.V. (Netherlands)^4,5, 1.74%,		500,000		305,476
American International Group, Inc., 4.875%, 6/1/2022		700,000		768,345
Assured Guaranty US Holdings, Inc., 5.00%, 7/1/2024		950,000		1,010,967
AXA S.A. (France)^4,5, 1.825%,		350,000		239,862


				2,324,650

Real Estate Investment Trusts (REITS) - 0.0%##
Greystar Real Estate Partners LLC², 8.25%, 12/1/2022		205,000		213,200

Real Estate Management & Development - 0.0%##
Forestar USA Real Estate Group, Inc.², 8.50%, 6/1/2022		205,000		209,100

Thrifts & Mortgage Finance - 0.1%
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp., 7.375%, 10/1/2017		425,000		426,062
Ladder Capital Finance Holdings LLLP - Ladder Capital Finance Corp.², 5.875%, 8/1/2021		315,000		277,200
Radian Group, Inc., 7.00%, 3/15/2021		170,000		181,262
Rialto Holdings LLC - Rialto Corp.², 7.00%, 12/1/2018		375,000		367,500


				1,252,024


Total Financials				7,585,421

Health Care - 0.2%
Biotechnology - 0.0%##
AMAG Pharmaceuticals, Inc.², 7.875%, 9/1/2023		320,000		287,200

Health Care Providers & Services - 0.1%
HCA, Inc., 7.50%, 2/15/2022		145,000		164,213
Tenet Healthcare Corp.^2,4, 4.134%, 6/15/2020		200,000		200,250
Tenet Healthcare Corp., 8.125%, 4/1/2022		185,000		191,937


				556,400

Pharmaceuticals - 0.1%
Concordia Healthcare Corp. (Canada)², 7.00%, 4/15/2023		260,000		241,150
Horizon Pharma Financing, Inc.², 6.625%, 5/1/2023		180,000		163,800
Mallinckrodt International Finance S.A. - Mallinckrodt CB LLC², 5.625%, 10/15/2023		260,000		243,750


				648,700


Total Health Care				1,492,300

Industrials - 0.5%
Aerospace & Defense - 0.1%
DigitalGlobe, Inc.², 5.25%, 2/1/2021		441,000		398,554

Airlines - 0.0%##
Allegiant Travel Co., 5.50%, 7/15/2019		285,000		293,372

Commercial Services & Supplies - 0.0%##
Constellis Holdings LLC - Constellis Finance Corp.², 9.75%, 5/15/2020		220,000		199,100
Modular Space Corp.², 10.25%, 1/31/2019		170,000		87,550


				286,650

Machinery - 0.1%
Case New Holland Industrial, Inc. (United Kingdom), 7.875%, 12/1/2017		175,000		186,375
Waterjet Holdings, Inc.², 7.625%, 2/1/2020		275,000		274,656


				461,031

Trading Companies & Distributors - 0.3%
Aircastle Ltd., 5.50%, 2/15/2022		165,000		175,519

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MAXIMUM TERM SERIES	PRINCIPAL AMOUNT³/ SHARES		VALUE (NOTE 2)

CORPORATE BONDS (continued)

Non-Convertible Corporate Bonds (continued)
Industrials (continued)
Trading Companies & Distributors (continued)
Aviation Capital Group Corp.², 3.875%, 9/27/2016		1,465,000	$	1,474,230
Fly Leasing Ltd. (Ireland), 6.375%, 10/15/2021		320,000		313,600
International Lease Finance Corp., 5.75%, 5/15/2016		560,000		560,353
International Lease Finance Corp.⁴, 2.584%, 6/15/2016		355,000		355,416
International Lease Finance Corp., 6.25%, 5/15/2019		50,000		54,250


				2,933,368


Total Industrials				4,372,975

Information Technology - 0.0%##
Internet Software & Services - 0.0%##
VeriSign, Inc., 5.25%, 4/1/2025		75,000		77,062

Technology Hardware, Storage & Peripherals - 0.0%##
Diebold, Inc.², 8.50%, 4/15/2024		160,000		162,000
Western Digital Corp.², 10.50%, 4/1/2024		170,000		165,325


				327,325


Total Information Technology				404,387

Materials - 0.1%
Chemicals - 0.0%##
Consolidated Energy Finance S.A. (Trinidad-Tobago)², 6.75%, 10/15/2019		300,000		283,500

Containers & Packaging - 0.0%##
Ardagh Packaging Finance plc - Ardagh Holdings USA, Inc. (Ireland)^2,4, 3.634%, 12/15/2019		255,000		257,518

Metals & Mining - 0.1%
Alcoa, Inc., 5.87%, 2/23/2022		215,000		219,300
ArcelorMittal (Luxembourg), 10.85%, 6/1/2019		80,000		91,600
FMG Resources August 2006 Pty Ltd. (Australia)², 6.875%, 4/1/2022		40,000		36,400
SunCoke Energy Partners LP - SunCoke Energy Partners Finance Corp.², 7.375%, 2/1/2020		260,000		198,900


				546,200


Total Materials				1,087,218

Telecommunication Services - 0.2%
Diversified Telecommunication Services - 0.1%
CenturyLink, Inc., 7.50%, 4/1/2024		340,000		340,850
Embarq Corp., 7.082%, 6/1/2016		190,000		190,879
Frontier Communications Corp.², 11.00%, 9/15/2025		465,000		469,650
Inmarsat Finance plc (United Kingdom)², 4.875%, 5/15/2022		235,000		223,250
Numericable-SFR S.A. (France)², 6.25%, 5/15/2024		40,000		38,700


				1,263,329

Wireless Telecommunication Services - 0.1%
Altice Financing S.A. (Luxembourg)², 6.625%, 2/15/2023		235,000		232,368
Sixsigma Networks Mexico S.A. de C.V. (Mexico)², 8.25%, 11/7/2021		210,000		201,600
T-Mobile USA, Inc., 6.836%, 4/28/2023		205,000		218,581


				652,549


Total Telecommunication Services				1,915,878

Utilities - 0.2%
Independent Power and Renewable Electricity Producers - 0.2%
Abengoa Yield plc (Spain)², 7.00%, 11/15/2019		415,000		394,250
ContourGlobal Power Holdings S.A. (France)², 7.125%, 6/1/2019		290,000		287,100
NRG Energy, Inc., 6.25%, 7/15/2022		195,000		191,163
Talen Energy Supply LLC², 4.625%, 7/15/2019		350,000		325,500
TerraForm Power Operating LLC², 6.125%, 6/15/2025		320,000		275,200


Total Utilities				1,473,213


TOTAL CORPORATE BONDS
(Identified Cost $28,864,422)				28,104,398


MUTUAL FUND - 0.0%##
iShares MSCI India ETF
(Identified Cost $183,330)		6,650		179,949


U.S. TREASURY SECURITIES - 1.7%

U.S. Treasury Bonds - 0.5%
U.S. Treasury Inflation Indexed Bond, 0.75%, 2/15/2042
(Identified Cost $4,013,761)		4,391,530		4,278,312


U.S. Treasury Notes - 1.2%
U.S. Treasury Floating Rate Note⁴, 0.418%, 10/31/2017
(Identified Cost $9,989,109)		10,000,000		10,009,230


TOTAL U.S. TREASURY SECURITIES
(Identified Cost $14,002,870)				14,287,542

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

Investment Portfolio - April 30, 2016

(unaudited)


PRO-BLEND^® MAXIMUM TERM SERIES	PRINCIPAL AMOUNT³/ SHARES		VALUE (NOTE 2)

COMMERCIAL MORTGAGE-BACKED SECURITIES - 0.2%

JP Morgan Chase Commercial Mortgage Securities Trust, Series 2006-CB16, Class A4, 5.552%, 5/12/2045		463,265	$	464,294
Wachovia Bank Commercial Mortgage Trust, Series 2006-C29, Class A4, 5.308%, 11/15/2048		1,046,858		1,063,912


TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES
(Identified Cost $1,645,387)				1,528,206


FOREIGN GOVERNMENT BONDS - 0.1%

Export-Import Bank of Korea (South Korea), 2.625%, 12/30/2020
(Identified Cost $799,061)		800,000		817,583


SHORT-TERM INVESTMENT - 5.5%

Dreyfus Cash Management, Inc. - Institutional Shares⁷, 0.29%,
(Identified Cost $47,543,449)		47,543,449		47,543,449


TOTAL INVESTMENTS - 99.5%
(Identified Cost $816,585,197)				853,412,955

OTHER ASSETS, LESS LIABILITIES - 0.5%				4,327,061


NET ASSETS - 100%			$	857,740,016

ADR - American Depositary Receipt

ETF - Exchange-traded fund

*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.

²Restricted 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. These securities amount to $14,129,863, or 1.6%, of the Series’ net assets as of April 30, 2016. (see Note 2 to the financial statements).

³Amount is stated in USD unless otherwise noted.

⁴The coupon rate is floating and is the effective rate as of April 30, 2016.

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

⁶The rate shown is a fixed rate as of April 30, 2016; the rate becomes floating, based on LIBOR plus a spread, in December 2024.

⁷Rate shown is the current yield as of April 30, 2016.

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

Statement of Assets and Liabilities - Pro-Blend^® Maximum Term Series

April 30, 2016 (unaudited)


ASSETS:

Investments, at value (identified cost $816,585,197) (Note 2)	$	853,412,955
Cash		152
Receivable for securities sold		9,444,123
Foreign tax reclaims receivable		697,655
Interest receivable		471,344
Dividends receivable		460,943
Receivable for fund shares sold		348,653
Prepaid expenses		6,255


TOTAL ASSETS		864,842,080


LIABILITIES:

Accrued management fees (Note 3)		529,917
Accrued shareholder services fees (Class S) (Note 3)		86,178
Accrued transfer agent fees (Note 3)		64,423
Accrued distribution and service (Rule 12b-1) fees (Class C) (Class R)(Note 3)		58,665
Accrued fund accounting and administration fees (Note 3)		42,848
Accrued Chief Compliance Officer service fees (Note 3)		381
Payable for fund shares repurchased		4,384,225
Payable for securities purchased		1,781,557
Other payables and accrued expenses		153,870


TOTAL LIABILITIES		7,102,064


TOTAL NET ASSETS	$	857,740,016


NET ASSETS CONSIST OF:

Capital stock	$	660,876
Additional paid-in-capital		819,465,823
Undistributed net investment income		1,097,793
Accumulated net realized loss on investments, foreign currency and translation of other assets and liabilities		(283,379	)
Net unrealized appreciation (depreciation) on investments, foreign currency and translation of other assets and liabilities		36,798,903


TOTAL NET ASSETS	$	857,740,016

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

Statement of Assets and Liabilities - Pro-Blend^® Maximum Term Series

April 30, 2016 (unaudited)


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($417,680,986/ 22,796,633 shares)	$	18.32


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($357,541,278/ 35,770,009 shares)	$	10.00


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class C ($57,217,131/ 5,451,578 shares)	$	10.50


NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class R ($25,300,621/ 2,069,365 shares)	$	12.23

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

Statement of Operations - Pro-Blend^® Maximum Term Series

For the Six Months Ended April 30, 2016 (unaudited)


INVESTMENT INCOME:

Dividends (net of foreign taxes withheld, $300,720)	$	4,992,497
Interest		1,056,911


Total Investment Income		6,049,408


EXPENSES:

Management fees (Note 3)		3,274,754
Shareholder services fees (Class S) (Note 3)		546,684
Distribution and service (Rule 12b-1) fees (Class C) (Note 3)		276,021
Transfer agent fees (Note 3)		106,888
Fund accounting and administration fees (Note 3)		76,397
Distribution and service (Rule 12b-1) fees (Class R) (Note 3)		68,744
Directors’ fees (Note 3)		18,179
Chief Compliance Officer service fees (Note 3)		1,258
Custodian fees		44,270
Miscellaneous		143,282


Total Expenses		4,556,477


NET INVESTMENT INCOME		1,492,931


REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:

Net realized gain (loss) on-
Investments		1,123,187
Foreign currency and translation of other assets and liabilities		(5,515	)


		1,117,672

Net change in unrealized appreciation (depreciation) on-
Investments		3,276,410
Foreign currency and translation of other assets and liabilities		20,898


		3,297,308


NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		4,414,980


NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	5,907,911

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

Statements of Changes in Net Assets - Pro-Blend^® Maximum Term Series


	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE YEAR ENDED 10/31/15
INCREASE (DECREASE) IN NET ASSETS:

OPERATIONS:

Net investment income	$	1,492,931		$	5,574,556
Net realized gain on investments and foreign currency		1,117,672			13,402,528
Net change in unrealized appreciation (depreciation) on investments and foreign currency		3,297,308			(38,604,536	)


Net increase (decrease) from operations		5,907,911			(19,627,452	)


DISTRIBUTIONS TO SHAREHOLDERS (Note 8):

From net investment income (Class S)		(291,964	)		(1,565,296	)
From net investment income (Class I)		(1,521,359	)		(4,370,824	)
From net investment income (Class C)		—			(4,395	)
From net investment income (Class R)		—			(107,400	)
From net realized gain on investments (Class S)		(4,897,638	)		(58,346,182	)
From net realized gain on investments (Class I)		(7,244,938	)		(85,929,472	)
From net realized gain on investments (Class C)		(1,004,701	)		(9,020,752	)
From net realized gain on investments (Class R)		(430,778	)		(5,307,582	)


Total distributions to shareholders		(15,391,378	)		(164,651,903	)


CAPITAL STOCK ISSUED AND REPURCHASED:

Net decrease from capital share transactions (Note 5)		(116,110,170	)		(28,777,851	)


Net decrease in net assets		(125,593,637	)		(213,057,206	)

NET ASSETS:

Beginning of period		983,333,653			1,196,390,859


End of period (including undistributed net investment income of $1,097,793 and $1,418,185, respectively)	$	857,740,016		$	983,333,653

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

Financial Highlights - Pro-Blend^® Maximum Term Series - Class S


	FOR THE SIX MONTHS ENDED			FOR THE YEARS ENDED
	4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	18.30		$	20.86		$	21.01		$	17.00		$	15.66		$	15.59

Income (loss) from investment operations:
Net investment income¹		0.03			0.09			0.09			0.08			0.06			0.10
Net realized and unrealized gain (loss) on investments		0.19			(0.54	)		1.60			4.29			1.35			0.05


Total from investment operations		0.22			(0.45	)		1.69			4.37			1.41			0.15


Less distributions to shareholders:
From net investment income		(0.01	)		(0.05	)		(0.04	)		(0.04	)		(0.07	)		(0.08	)
From net realized gain on investments		(0.19	)		(2.06	)		(1.80	)		(0.32	)		—			—


Total distributions to shareholders		(0.20	)		(2.11	)		(1.84	)		(0.36	)		(0.07	)		(0.08	)


Net asset value - End of period	$	18.32		$	18.30		$	20.86		$	21.01		$	17.00		$	15.66


Net assets - End of period (000’s omitted)	$	417,681		$	503,378		$	597,578		$	530,510		$	467,244		$	512,215


Total return²		1.23	%		(2.03	%)		8.80	%		26.13	%		9.04	%		0.94	%
Ratios (to average net assets)/Supplemental Data:
Expenses		1.09	%³		1.08	%		1.07	%		1.07	%		1.09	%		1.09	%
Net investment income		0.30	%³		0.45	%		0.45	%		0.43	%		0.36	%		0.59	%
Series portfolio turnover		25	%		59	%		74	%		67	%		64	%		65	%

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.

Financial Highlights - Pro-Blend^® Maximum Term Series - Class I


	FOR THE SIX MONTHS ENDED			FOR THE YEARS ENDED
	4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.09		$	12.51		$	13.35		$	10.95		$	10.12		$	10.12

Income (loss) from investment operations:
Net investment income¹		0.03			0.08			0.09			0.08			0.06			0.09
Net realized and unrealized gain (loss) on investments		0.11			(0.33	)		0.96			2.72			0.88			0.03


Total from investment operations		0.14			(0.25	)		1.05			2.80			0.94			0.12


Less distributions to shareholders:
From net investment income		(0.04	)		(0.11	)		(0.09	)		(0.08	)		(0.11	)		(0.12	)
From net realized gain on investments		(0.19	)		(2.06	)		(1.80	)		(0.32	)		—			—


Total distributions to shareholders		(0.23	)		(2.17	)		(1.89	)		(0.40	)		(0.11	)		(0.12	)


Net asset value - End of period	$	10.00		$	10.09		$	12.51		$	13.35		$	10.95		$	10.12


Net assets - End of period (000’s omitted)	$	357,541		$	390,931		$	504,866		$	418,785		$	320,999		$	210,597


Total return²		1.44	%		(1.82	%)		9.10	%		26.35	%		9.42	%		1.14	%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.84	%³		0.83	%		0.82	%		0.82	%		0.84	%		0.84	%
Net investment income		0.55	%³		0.71	%		0.70	%		0.66	%		0.57	%		0.83	%
Series portfolio turnover		25	%		59	%		74	%		67	%		64	%		65	%

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.

Financial Highlights - Pro-Blend^® Maximum Term Series - Class C


	FOR THE SIX MONTHS ENDED			FOR THE YEARS ENDED
	4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	10.60		$	13.03		$	13.86		$	11.38		$	10.52		$	10.54

Income (loss) from investment operations:
Net investment loss¹		(0.02	)		(0.03	)		(0.04	)		(0.04	)		(0.04	)		(0.02	)
Net realized and unrealized gain (loss) on investments		0.11			(0.34	)		1.01			2.84			0.91			0.04


Total from investment operations		0.09			(0.37	)		0.97			2.80			0.87			0.02


Less distributions to shareholders:
From net investment income		—			(0.00	)²		(0.00	)²		—			(0.01	)		(0.04	)
From net realized gain on investments		(0.19	)		(2.06	)		(1.80	)		(0.32	)		—			—


Total distributions to shareholders		(0.19	)		(2.06	)		(1.80	)		(0.32	)		(0.01	)		(0.04	)


Net asset value - End of period	$	10.50		$	10.60		$	13.03		$	13.86		$	11.38		$	10.52


Net assets - End of period (000’s omitted)	$	57,217		$	57,507		$	55,781		$	36,989		$	23,045		$	18,102


Total return³		0.88	%		(2.76	%)		8.06	%		25.17	%		8.27	%		0.15	%
Ratios (to average net assets)/Supplemental Data:
Expenses		1.84	%⁴		1.83	%		1.82	%		1.82	%		1.84	%		1.84	%
Net investment loss		(0.45	%)⁴		(0.30	%)		(0.30	%)		(0.35	%)		(0.40	%)		(0.15	%)
Series portfolio turnover		25	%		59	%		74	%		67	%		64	%		65	%

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. Periods less than one year are not annualized.

⁴Annualized.

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

Financial Highlights - Pro-Blend^® Maximum Term Series - Class R


	FOR THE SIX MONTHS ENDED			FOR THE YEARS ENDED
	4/30/16 (UNAUDITED)			10/31/15			10/31/14			10/31/13			10/31/12			10/31/11
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period	$	12.28		$	14.73		$	15.39		$	12.56		$	11.63		$	11.64

Income (loss) from investment operations:
Net investment income¹		0.00	²		0.03			0.03			0.02			0.00	²		0.00	²
Net realized and unrealized gain (loss) on investments		0.14			(0.38	)		1.13			3.15			1.00			0.09


Total from investment operations		0.14			(0.35	)		1.16			3.17			1.00			0.09


Less distributions to shareholders:
From net investment income		—			(0.04	)		(0.02	)		(0.02	)		(0.07	)		(0.10	)
From net realized gain on investments		(0.19	)		(2.06	)		(1.80	)		(0.32	)		—			—


Total distributions to shareholders		(0.19	)		(2.10	)		(1.82	)		(0.34	)		(0.07	)		(0.10	)


Net asset value - End of period	$	12.23		$	12.28		$	14.73		$	15.39		$	12.56		$	11.63


Net assets - End of period (000’s omitted)	$	25,301		$	31,517		$	38,166		$	33,162		$	17,520		$	3,418


Total return³		1.17	%		(2.28	%)		8.53	%		25.81	%		8.72	%		0.71	%
Ratios (to average net assets)/Supplemental Data:
Expenses		1.34	%⁴		1.33	%		1.32	%		1.32	%		1.34	%		1.34	%
Net investment income		0.05	%⁴		0.20	%		0.20	%		0.14	%		0.02	%		0.04	%
Series portfolio turnover		25	%		59	%		74	%		67	%		64	%		65	%

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. Periods less than one year are not annualized.

⁴Annualized.

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

Notes to Financial Statements

(unaudited)

1.	Organization

Pro-Blend^® Conservative Term Series, Pro-Blend^® Moderate Term Series, Pro-Blend^® Extended Term Series and Pro-Blend^® Maximum Term 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.

The Series are asset allocation funds. Each invests in a combination of stocks, bonds and cash and is managed according to specific objectives. The objectives are as follows: Pro-Blend^® Conservative Term Series - primary objective is preservation of capital; secondary objective is to provide income and long-term growth of capital. Pro-Blend^® Moderate Term Series - equal emphasis on long-term growth of capital and preservation of capital. Pro-Blend^® Extended Term Series - primary objective is long-term growth of capital; secondary objective is preservation of capital. Pro-Blend^® Maximum Term Series - primary objective is long-term growth of capital.

Each Series is authorized to issue four classes of shares (Class C, R, I and S). Each class of shares is substantially the same, except that class-specific distribution and shareholder servicing expenses are borne by the specific class of shares to which they relate.

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 April 30, 2016, 10.5 billion shares have been designated in total among 40 series, of which 162.5 million have been designated as Pro-Blend^® Conservative Term Series Class S common stock, 75 million have been designated as Pro-Blend^® Conservative Term Series Class I common stock, 125 million each have been designated as Class S common stock and Class I common stock for Pro-Blend^® Moderate Term Series, 125 million each have been designated as Class S common stock for Pro-Blend^® Extended Term Series and Pro-Blend^® Maximum Term Series, 200 million each have been designated as Class I common stock for Pro-Blend^® Extended Term Series and Pro-Blend^® Maximum Term Series, 25 million each have been designated as Class C common stock for Pro-Blend^® Conservative Term Series, Pro-Blend^® Moderate Term Series, Pro-Blend^® Extended Term Series and Pro-Blend^® Maximum Term Series and 52.5 million each have been designated as Class R common stock for Pro-Blend^® Conservative Term Series, Pro-Blend^® Moderate Term Series, Pro-Blend^® Extended Term Series and Pro-Blend^® Maximum Term Series.

2.	Significant Accounting Policies

Security Valuation

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 defaulted rates, coupon rates, anticipated timing of principal repayments, underlying collateral and other unique security features in order to estimate the relevant cash flows,

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Security Valuation (continued)

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.

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.

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 instruments’ level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to their fair value measure. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

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 April 30, 2016 in valuing the Series’ assets or liabilities carried at fair value:


	PRO-BLEND^® CONSERVATIVE TERM SERIES
DESCRIPTION	TOTAL			LEVEL 1			LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	75,558,756		$	75,327,596		$	231,160	$	—
Consumer Staples		38,008,478			27,116,349			10,892,129		—
Energy		25,978,841			25,119,643			859,198		—
Financials		60,083,575			59,549,130			534,445		—
Health Care		47,708,397			45,979,350			1,729,047		—
Industrials		28,404,780			28,404,780			—		—
Information Technology		101,628,272			101,628,272			—		—
Materials		33,904,933			33,904,933			—		—
Telecommunication Services		1,484,302			1,484,302			—		—
Utilities		1,725,033			1,725,033			—		—
Debt securities:
U.S. Treasury and other U.S. Government agencies		237,161,698			—			237,161,698		—
Corporate debt:
Consumer Discretionary		21,575,305			—			21,575,305		—
Consumer Staples		13,811,600			—			13,811,600		—
Energy		27,944,822			—			27,944,822		—
Financials		89,931,663			—			89,931,663		—
Health Care		5,597,292			—			5,597,292		—
Industrials		26,268,463			—			26,268,463		—
Information Technology		8,036,488			—			8,036,488		—
Materials		13,252,274			—			13,252,274		—
Telecommunication Services		15,531,654			—			15,531,654		—
Utilities		4,786,724			—			4,786,724		—
Asset-backed securities		19,792,169			—			19,792,169		—
Commercial mortgage-backed securities		97,607,793			—			97,607,793		—
Foreign government bonds		25,451,588			—			25,451,588		—
Mutual funds		52,075,130			52,075,130			—		—

Total assets		1,073,310,030			452,314,518			620,995,512		—

Liabilities:
Other financial instruments*:
Equity contracts		(63,150	)		(63,150	)		—		—

Total liabilities		(63,150	)		(63,150	)		—		—

Total	$	1,073,246,880		$	452,251,368		$	620,995,512	$	—


	PRO-BLEND^® MODERATE TERM SERIES
DESCRIPTION	TOTAL			LEVEL 1			LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	138,488,596		$	131,793,225		$	6,695,371	$	—
Consumer Staples		57,198,085			28,746,430			28,451,655		—
Energy		31,387,062			29,871,505			1,515,557		—
Financials		50,291,586			48,539,633			1,751,953		—
Health Care		64,584,095			62,714,245			1,869,850		—
Industrials		18,389,998			10,926,645			7,463,353		—

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Security Valuation (continued)


	PRO-BLEND^® MODERATE TERM SERIES
DESCRIPTION	TOTAL			LEVEL 1			LEVEL 2		LEVEL 3
Information Technology	$	164,981,924		$	158,157,543		$	6,824,381	$	—
Materials		45,775,079			44,533,077			1,242,002		—
Telecommunication Services		1,781,497			1,519,506			261,991		—
Utilities		208,258			—			208,258		—
Debt securities:
U.S. Treasury and other U.S. Government agencies		289,837,021			—			289,837,021		—
Corporate debt:
Consumer Discretionary		19,632,918			—			19,632,918		—
Consumer Staples		13,016,629			—			13,016,629		—
Energy		24,409,886			—			24,409,886		—
Financials		78,393,148			—			78,393,148		—
Health Care		5,830,957			—			5,830,957		—
Industrials		27,133,126			—			27,133,126		—
Information Technology		7,648,198			—			7,648,198		—
Materials		12,242,869			—			12,242,869		—
Telecommunication Services		13,276,549			—			13,276,549		—
Utilities		4,773,857			—			4,773,857		—
Asset-backed securities		17,530,642			—			17,530,642		—
Commercial mortgage-backed securities		100,959,283			—			100,959,283		—
Foreign government bonds		26,103,468			—			26,103,468		—
Mutual funds		46,679,866			46,679,866			—		—

Total assets		1,260,554,597			563,481,675			697,072,922		—

Liabilities:
Other financial instruments*:
Equity contracts		(118,808	)		(118,808	)		—		—

Total liabilities		(118,808	)		(118,808	)		—		—

Total	$	1,260,435,789		$	563,362,867		$	697,072,922	$	—


	PRO-BLEND^® EXTENDED TERM SERIES
DESCRIPTION	TOTAL			LEVEL 1			LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	174,468,233		$	166,051,770		$	8,416,463	$	—
Consumer Staples		71,488,905			35,278,536			36,210,369		—
Energy		39,439,788			37,376,266			2,063,522		—
Financials		61,128,137			58,827,144			2,300,993		—
Health Care		81,047,789			78,814,344			2,233,445		—
Industrials		22,757,562			13,351,145			9,406,417		—
Information Technology		209,041,473			200,500,320			8,541,153		—
Materials		54,701,344			52,963,675			1,737,669		—
Telecommunication Services		2,508,051			2,172,698			335,353		—
Utilities		259,593			—			259,593		—
Debt securities:
Loan assignments		1,918,680			—			1,918,680		—
U.S. Treasury and other U.S. Government agencies		198,467,013			—			198,467,013		—
Corporate debt:
Consumer Discretionary		15,396,260			—			15,396,260		—
Consumer Staples		11,926,880			—			11,926,880		—

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Security Valuation (continued)


	PRO-BLEND^® EXTENDED TERM SERIES
DESCRIPTION	TOTAL			LEVEL 1			LEVEL 2		LEVEL 3
Energy	$	24,106,743		$	—		$	24,106,743	$	—
Financials		60,023,361			—			60,023,361		—
Health Care		5,479,283			—			5,479,283		—
Industrials		19,728,886			—			19,728,886		—
Information Technology		7,135,359			—			7,135,359		—
Materials		10,090,150			—			10,090,150		—
Telecommunication Services		11,357,893			—			11,357,893		—
Utilities		4,341,700			—			4,341,700		—
Asset-backed securities		12,160,916			—			12,160,916		—
Commercial mortgage-backed securities		70,240,593			—			70,240,593		—
Foreign government bonds		22,781,512			—			22,781,512		—
Mutual funds		49,802,396			49,802,396			—		—

Total assets		1,241,798,500			695,138,294			546,660,206		—

Liabilities:
Other financial instruments*
Equity contracts		(151,812	)		(151,812	)		—		—

Total liabilities		(151,812	)		(151,812	)		—		—

Total	$	1,241,646,688		$	694,986,482		$	546,660,206	$	—


	PRO-BLEND^® MAXIMUM TERM SERIES
DESCRIPTION	TOTAL			LEVEL 1			LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	158,419,531		$	152,794,173		$	5,625,358	$	—
Consumer Staples		84,299,518			35,592,983			48,706,535		—
Energy		27,318,844			26,028,782			1,290,062		—
Financials		53,335,045			52,252,061			1,082,984		—
Health Care		162,260,334			152,599,002			9,661,332		—
Industrials		41,758,053			35,342,498			6,415,555		—
Information Technology		188,073,085			174,456,899			13,616,186		—
Materials		43,652,924			42,548,166			1,104,758		—
Telecommunication Services		1,660,071			1,418,975			241,096		—
Utilities		174,423			—			174,423		—
Debt securities:
U.S. Treasury and other U.S. Government agencies		14,287,542			—			14,287,542		—
Corporate debt:
Consumer Discretionary		4,858,612			—			4,858,612		—
Consumer Staples		1,404,539			—			1,404,539		—
Energy		3,509,855			—			3,509,855		—
Financials		7,585,421			—			7,585,421		—
Health Care		1,492,300			—			1,492,300		—
Industrials		4,372,975			—			4,372,975		—
Information Technology		404,387			—			404,387		—
Materials		1,087,218			—			1,087,218		—
Telecommunication Services		1,915,878			—			1,915,878		—
Utilities		1,473,213			—			1,473,213		—

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Security Valuation (continued)


	PRO-BLEND^® MAXIMUM TERM SERIES
DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Commercial mortgage-backed securities	$	1,528,206	$	—	$	1,528,206	$	—
Foreign government bonds		817,583		—		817,583		—
Mutual funds		47,723,398		47,723,398		—		—

Total assets	$	853,412,955	$	720,756,937	$	132,656,018	$	—

Please see the Investment Portfolio for each of the Series 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 any of the Pro-Blend^® Series as of October 31, 2015 or April 30, 2016.

*Other financial instruments are exchange traded options (Level 1).

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 significant transfers between Level 1 and Level 2 during the six months ended April 30, 2016.

Security Transactions, Investment Income and Expenses

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.

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 do 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.

Option Contracts

The Series may write (sell) or buy call or put options on securities and other financial instruments. When a 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 a Series writes a put option, the Series gives the

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Option Contracts (continued)

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 a 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.

Each 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 a 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 a 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).

Futures

Each Series may purchase or sell exchange-traded futures contracts, which are contracts that obligate the Series to make or take delivery of a financial instrument or the cash value of a security index at a specified future date at a specified price. The Series may use futures contracts to manage exposure to the stock and bond markets or changes in interest rates and currency values, or for gaining exposure to markets. Risks of entering into futures contracts include the possibility that there may be an illiquid market at the time the Adviser to the Series may be attempting to sell some or all the Series holdings or that a change in the value of the contract may not correlate with changes in the value of the underlying securities. Upon entering into a futures contract, a Series is required to deposit either cash or securities (initial margin). Subsequent payments (variation margin) are made or received by the Series, generally on a daily basis. The variation margin payments are equal to the daily changes in the contract value and are recorded as unrealized gains or losses. The Series recognize a realized gain or loss when the contract is closed or expires.

Futures transactions involve minimal counterparty risk since futures contracts are guaranteed against default by the exchange on which they trade. The Series’ futures contracts are not subject to master netting arrangements (the right to close out all transactions traded with a counterparty, and net amounts owed or due across transactions).

100

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

The following table presents the present value of derivatives held at April 30, 2016 as reflected on the Statement of Assets and Liabilities, and the effect of the derivative instruments on the Statement of Operations:


PRO-BLEND^® CONSERVATIVE TERM SERIES
STATEMENT OF ASSETS AND LIABILITIES
Derivative	Liabilities Location
Equity contracts	Options written, at value	$	(63,150	)

STATEMENT OF OPERATIONS
Derivative	Location of Gain or (Loss) on Derivatives		Realized Gain (Loss) on Derivatives
Interest rate contracts	Net realized gain (loss) on futures contracts	$	(10,954,642	)
Equity contracts	Net realized gain (loss) on options written	$	63,569
Derivative	Location of Appreciation (Depreciation) on Derivatives		Unrealized Appreciation (Depreciation) on Derivatives
Interest rate contracts	Net change in unrealized appreciation (depreciation) on futures contracts	$	1,416,619
Equity contracts	Net change in unrealized appreciation (depreciation) on options written	$	(47,574	)

PRO-BLEND^® MODERATE TERM SERIES
STATEMENT OF ASSETS AND LIABILITIES
Derivative	Liabilities Location
Equity contracts	Options written, at value	$	(118,808	)

STATEMENT OF OPERATIONS
Derivative	Location of Gain or (Loss) on Derivatives		Realized Gain (Loss) on Derivatives
Interest rate contracts	Net realized gain (loss) on futures contracts	$	(9,912,871	)
Equity contracts	Net realized gain (loss) on options written	$	115,613
Derivative	Location of Appreciation (Depreciation) on Derivatives		Unrealized Appreciation (Depreciation) on Derivatives
Interest rate contracts	Net change in unrealized appreciation (depreciation) on futures contracts	$	1,250,569
Equity contracts	Net change in unrealized appreciation (depreciation) on options written	$	(89,069	)

PRO-BLEND^® EXTENDED TERM SERIES
STATEMENT OF ASSETS AND LIABILITIES
Derivative	Liabilities Location
Equity contracts	Options written, at value	$	(151,812	)

101

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)


STATEMENT OF OPERATIONS
Derivative	Location of Gain or (Loss) on Derivatives	Realized Gain (Loss) on Derivatives
Interest rate contracts	Net realized gain (loss) on futures contracts	$ (6,570,097)
Equity contracts	Net realized gain (loss) on options written	$ 148,088
Derivative	Location of Appreciation (Depreciation) on Derivatives	Unrealized Appreciation (Depreciation) on Derivatives
Interest rate contracts	Net change in unrealized appreciation (depreciation) on futures contracts	$ 838,256
Equity contracts	Net change in unrealized appreciation (depreciation) on options written	$ (113,883)

The average month-end balances for the six months ended April 30, 2016, the period in which such derivatives were outstanding, were as follows:


	PRO-BLEND^® CONSERVATIVE TERM SERIES		PRO-BLEND^® MODERATE TERM SERIES		PRO-BLEND^® EXTENDED TERM SERIES
Futures Contracts:
Average number of contracts purchased		2,234		2,037		1,337
Average number of contracts sold		5,737		5,227		3,432
Average notional value of contracts purchased	$	506,559,600	$	461,899,120	$	303,249,277
Average notional value of contracts sold	$	1,231,984,883	$	1,122,388,267	$	737,056,224
Options:
Average number of option contracts written		380		739		905
Average notional value of option contracts written	$	4,264,250	$	8,303,750	$	10,212,500

Written Option Rollforward

Transactions in options written for the six months ended April 30, 2016, were as follows:


PRO-BLEND^® CONSERVATIVE TERM SERIES:	CALLS						PUTS
PRO-BLEND^® CONSERVATIVE TERM SERIES:	CONTRACTS			PREMIUMS RECEIVED			CONTRACTS			PREMIUMS RECEIVED
Outstanding options, beginning of period		—			—			—			—
Options written		2,191		$	173,421			1,557		$	147,872
Options exercised		(2,160	)		(158,695	)		(613	)		(42,197	)
Options expired		—			—			(120	)		(11,806	)
Options closed		(31	)		(14,726	)		(678	)		(78,293	)

Outstanding options, end of period		—			—			146		$	15,576

102

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Written Option Rollforward (continued)


PRO-BLEND^® MODERATE TERM SERIES:	CALLS						PUTS
PRO-BLEND^® MODERATE TERM SERIES:	CONTRACTS			PREMIUMS RECEIVED			CONTRACTS			PREMIUMS RECEIVED
Outstanding options, beginning of period		—			—			—			—
Options written		4,123		$	326,206			2,913		$	274,654
Options exercised		(4,065	)		(298,655	)		(1,206	)		(83,017	)
Options expired		—			—			(223	)		(21,941	)
Options closed		(58	)		(27,551	)		(1,212	)		(139,957	)

Outstanding options, end of period		—			—			272		$	29,739


PRO-BLEND^® EXTENDED TERM SERIES:	CALLS						PUTS
PRO-BLEND^® EXTENDED TERM SERIES:	CONTRACTS			PREMIUMS RECEIVED			CONTRACTS			PREMIUMS RECEIVED
Outstanding options, beginning of period		—			—			—			—
Options written		5,149		$	408,413			3,643		$	345,367
Options exercised		(5,074	)		(372,786	)		(1,462	)		(100,640	)
Options expired		—			—			(285	)		(28,041	)
Options closed		(75	)		(35,627	)		(1,548	)		(178,757	)

Outstanding options, end of period		—			—			348		$	37,929

Inflation-Indexed Bonds

Each Series may invest in inflation-indexed bonds. Inflation-indexed bonds are fixed income securities whose principal value is periodically adjusted according to the rate of inflation. If the index measuring inflation rises or falls, the principal value of inflation-indexed bonds will be adjusted upward or downward, and consequently the interest payable on these securities (calculated with respect to a larger or smaller principal amount) will be increased or reduced, respectively. Any upward or downward adjustment in the principal amount of an inflation-indexed bond will be included as interest income in the Statements of Operations, even though investors do not receive their principal until maturity. Repayment of the original bond principal upon maturity (as adjusted for inflation) is guaranteed in the case of U.S. Treasury inflation-indexed bonds. For bonds that do not provide a similar guarantee, the adjusted principal value of the bond repaid at maturity may be less than the original principal.

Securities Purchased on a When-Issued Basis or Forward Commitment

Each Series may purchase securities on a when-issued basis or forward commitment. These transactions involve a commitment by the Fund to purchase securities for a predetermined price with payment and delivery taking place beyond the customary settlement period. When such purchases are outstanding, the Fund will designate liquid assets in an amount sufficient to meet the purchase price. When purchasing a security on a delayed delivery basis, the Fund assumes the rights and risks of ownership of the security, including the risk of price and yield fluctuations, and take such fluctuations into account when determining their net asset value. The Fund may sell the when-issued securities before they are delivered, which may result in a capital gain or loss.

In connection with their ability to purchase or sell securities on a forward commitment basis, the Fund 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 Fund 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 Fund forgoes principal and interest paid on the securities. The Fund accounts for such dollar rolls as purchases and sales. No such investments were held by the Fund on April 30, 2016.

103

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Interest Only Securities

The Series may invest in stripped mortgage-backed securities issued by the U.S. government, its agencies and instrumentalities. Stripped mortgage-backed securities are usually structured with two classes that receive different proportions of the interest and principal distributions on a pool of mortgage assets. In certain cases, one class will receive all of the interest (the interest-only or “IO” class), while the other class will receive all of the principal (the principal-only or “PO” class). The yield to maturity on IOs is sensitive to the rate of principal repayments (including prepayments) on the related underlying mortgage assets, and principal payments may have a material effect on yield to maturity. If the underlying mortgage assets experience greater than anticipated prepayments of principal, a Series may not fully recoup its initial investment in IOs.

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 each applicable Series’ Investment Portfolio.

Federal Taxes

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 April 30, 2016, 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. The statute of limitations on the Series’ tax returns remains open for the years ended October 31, 2012 through October 31, 2015. The Fund 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 they invest, the Series will provide for foreign taxes, and where appropriate, deferred foreign tax.

Distributions of Income and Gains

Indemnifications

Other

104

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Other (continued)

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 each Series pays a fee, computed daily and payable monthly, at an annual rate of 0.60% for Pro-Blend^® Conservative Term Series and 0.75% for Pro-Blend^® Moderate Term Series, Pro-Blend^® Extended Term Series and Pro-Blend^® Maximum Term Series, of the Series’ average daily net assets.

Class S shares of each 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 each Series pays a fee, computed daily and payable monthly, at an annual rate of 0.20% for Pro-Blend^® Conservative Term Series Class S and 0.25% for Pro-Blend^® Moderate Term Series Class S, Pro-Blend^® Extended Term Series Class S and Pro-Blend^® Maximum Term Series Class S, of the Class’ average daily net assets. 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 February 28, 2017, 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 shareholder services fees and distribution and service fees (12b-1), at no more than the amounts presented in the following table, of average daily net assets each year.


SERIES/CLASS	EXPENSE LIMIT
Pro-Blend^® Conservative Term Series		0.70	%
Pro-Blend^® Moderate Term Series		0.85	%
Pro-Blend^® Extended Term Series		0.85	%
Pro-Blend^® Maximum Term Series		0.85	%

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. Each Series compensates the distributor for distributing and servicing the Series’ Class C and Class R shares pursuant to a distribution plan adopted under Rule 12b-1 of the 1940 Act, regardless of expenses actually incurred. Under the agreement, each Series pays distribution and services fees to the distributor at an annual rate of 1.00% of average daily net assets attributable to Class C shares and an annual rate of 0.50% of daily net assets attributable to Class R shares. There are no distribution and services fees on the Class S or Class I shares of each Series. The fees are accrued daily and paid monthly.

105

Notes to Financial Statements (continued)

(unaudited)

3.	Transactions with Affiliates (continued)

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 April 30, 2016, purchases and sales of securities, other than short-term securities, were as follows:


SERIES	PURCHASES OTHER ISSUERS		GOVERNMENT		SALES OTHER ISSUERS		GOVERNMENT
Pro-Blend^® Conservative Term Series	$	144,108,472	$	91,924,883	$	495,783,015	$	61,559,455
Pro-Blend^® Moderate Term Series		217,184,152		145,868,267		498,631,577		166,106,042
Pro-Blend^® Extended Term Series		208,379,001		112,767,781		421,183,934		99,758,539
Pro-Blend^® Maximum Term Series		185,759,004		29,959,944		334,978,094		19,983,400

5.	Capital Stock Transactions

Transactions in Class S, Class I, Class C and Class R shares:


PRO-BLEND^® CONSERVATIVE	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS S:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		5,284,061		$	67,671,059			18,315,666		$	248,325,020
Reinvested		657,844			8,400,657			4,681,003			61,749,359
Repurchased		(14,529,727	)		(186,216,032	)		(33,267,040	)		(444,599,445	)

Total		(8,587,822	)	$	(110,144,316	)		(10,270,371	)	$	(134,525,066	)


PRO-BLEND^® CONSERVATIVE	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS I:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		4,369,516		$	43,311,272			17,143,856		$	177,419,658
Reinvested		299,638			2,960,418			1,644,746			16,875,127
Repurchased		(5,528,386	)		(54,626,382	)		(18,583,815	)		(191,941,015	)

Total		(859,232	)	$	(8,354,692	)		204,787		$	2,353,770


PRO-BLEND^® CONSERVATIVE	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS C:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		1,284,569		$	12,276,993			3,722,908		$	37,470,118
Reinvested		125,527			1,195,013			942,738			9,318,432
Repurchased		(1,821,558	)		(17,408,728	)		(3,585,928	)		(35,861,902	)

Total		(411,462	)	$	(3,936,722	)		1,079,718		$	10,926,648

106

Notes to Financial Statements (continued)

(unaudited)

5.	Capital Stock Transactions (continued)


PRO-BLEND^® CONSERVATIVE	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS R:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		272,462		$	2,608,601			1,906,014		$	19,558,088
Reinvested		65,705			624,200			460,981			4,548,790
Repurchased		(3,555,438	)		(33,712,589	)		(2,225,645	)		(22,250,689	)

Total		(3,217,271	)	$	(30,479,788	)		141,350		$	1,856,189


PRO-BLEND^® MODERATE	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS S:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		9,647,087		$	119,523,989			9,841,016		$	133,659,387
Reinvested		391,641			4,989,500			4,436,588			58,393,337
Repurchased		(18,730,458	)		(235,234,300	)		(16,561,522	)		(222,988,894	)

Total		(8,691,730	)	$	(110,720,811	)		(2,283,918	)	$	(30,936,170	)


PRO-BLEND^® MODERATE	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS I:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		9,440,383		$	92,387,586			22,942,326		$	236,826,733
Reinvested		773,394			7,517,392			5,791,706			58,397,631
Repurchased		(19,061,402	)		(185,458,081	)		(18,328,886	)		(189,315,552	)

Total		(8,847,625	)	$	(85,553,103	)		10,405,146		$	105,908,812


PRO-BLEND^® MODERATE	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS C:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		844,594		$	8,288,985			3,438,701		$	36,255,557
Reinvested		88,058			867,379			1,314,238			13,421,637
Repurchased		(2,080,479	)		(20,522,831	)		(3,283,675	)		(34,368,725	)

Total		(1,147,827	)	$	(11,366,467	)		1,469,264		$	15,308,469


PRO-BLEND^® MODERATE	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS R:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		292,151		$	2,973,978			1,147,914		$	12,691,399
Reinvested		32,044			326,848			425,292			4,494,502
Repurchased		(810,315	)		(8,334,816	)		(1,757,868	)		(18,968,390	)

Total		(486,120	)	$	(5,033,990	)		(184,662	)	$	(1,782,489	)


PRO-BLEND^® EXTENDED	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS S:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		2,073,669		$	32,508,537			7,974,818		$	135,252,614
Reinvested		747,971			11,735,642			4,108,042			67,311,568
Repurchased		(11,696,854	)		(182,063,679	)		(16,011,485	)		(271,259,879	)

Total		(8,875,214	)	$	(137,819,500	)		(3,928,625	)	$	(68,695,697	)

107

Notes to Financial Statements (continued)

(unaudited)

5.	Capital Stock Transactions (continued)


PRO-BLEND^® EXTENDED	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS I:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		12,358,285		$	109,341,733			21,641,197		$	215,491,078
Reinvested		1,065,874			9,603,521			5,366,866			51,371,465
Repurchased		(11,227,348	)		(101,258,479	)		(28,360,442	)		(278,327,588	)

Total		2,196,811		$	17,686,775			(1,352,379	)	$	(11,465,045	)


PRO-BLEND^® EXTENDED	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS C:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		1,115,647		$	10,854,150			3,680,325		$	39,002,273
Reinvested		412,824			3,996,140			1,889,213			19,333,856
Repurchased		(2,131,321	)		(20,671,982	)		(3,063,806	)		(32,280,717	)

Total		(602,850	)	$	(5,821,692	)		2,505,732		$	26,055,412


PRO-BLEND^® EXTENDED	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS R:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		336,942		$	3,466,454			867,631		$	9,809,946
Reinvested		92,746			955,278			691,037			7,510,814
Repurchased		(1,194,165	)		(12,552,962	)		(3,038,935	)		(33,874,880	)

Total		(764,477	)	$	(8,131,230	)		(1,480,267	)	$	(16,554,120	)


PRO-BLEND^® MAXIMUM	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS S:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		1,242,990		$	21,560,453			4,819,223		$	91,999,830
Reinvested		291,242			5,125,869			3,256,309			58,952,533
Repurchased		(6,249,201	)		(109,292,469	)		(9,214,146	)		(174,772,430	)

Total		(4,714,969	)	$	(82,606,147	)		(1,138,614	)	$	(23,820,067	)


PRO-BLEND^® MAXIMUM	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS I:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		4,885,918		$	46,936,561			16,974,904		$	179,969,886
Reinvested		502,044			4,814,606			4,503,671			45,052,153
Repurchased		(8,360,059	)		(79,320,974	)		(23,099,621	)		(241,883,377	)

Total		(2,972,097	)	$	(27,569,807	)		(1,621,046	)	$	(16,861,338	)


PRO-BLEND^® MAXIMUM	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS C:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		525,468		$	5,274,688			1,365,586		$	15,240,945
Reinvested		98,919			1,000,075			842,671			8,874,715
Repurchased		(600,408	)		(6,104,757	)		(1,062,866	)		(11,715,030	)

Total		23,979		$	170,006			1,145,391		$	12,400,630

108

Notes to Financial Statements (continued)

(unaudited)

5.	Capital Stock Transactions (continued)


PRO-BLEND^® MAXIMUM	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE YEAR ENDED 10/31/15
TERM SERIES CLASS R:	SHARES			AMOUNT			SHARES			AMOUNT
Sold		218,511		$	2,556,320			775,959		$	9,983,439
Reinvested		36,639			430,504			443,767			5,404,603
Repurchased		(752,023	)		(9,091,046	)		(1,244,285	)		(15,885,118	)

Total		(496,873	)	$	(6,104,222	)		(24,559	)	$	(497,076	)

At April 30, 2016, one shareholder owned 17,328,259 shares of Pro-Blend^® Moderate Term Series (12.5% of shares outstanding) valued at $173,282,593. The Target 2030 Series, another series of the Fund, owned 14,222,047 shares of Pro-Blend Extended^® Term Series (10.2% of shares outstanding) valued at $132,265,040. Investment activities of this shareholder may have a material effect on the Series.

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. At April 30, 2016, Pro-Blend^® Conservative Term Series, Pro-Blend^® Moderate Term Series and Pro-Blend^® Extended Term Series invested in options contracts (equity risk).

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 April 30, 2016 are disclosed in the Investment Portfolios.

7.	Foreign Securities

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.

109

Notes to Financial Statements (continued)

(unaudited)

8.	Federal Income Tax Information (continued)


	PRO-BLEND^® CONSERVATIVE TERM SERIES		PRO-BLEND^® MODERATE TERM SERIES		PRO-BLEND^® EXTENDED TERM SERIES		PRO-BLEND^® MAXIMUM TERM SERIES
Ordinary income	$	38,358,300	$	35,643,078	$	44,669,202	$	52,054,188
Long-term capital gains		67,058,671		114,044,175		141,837,787		112,597,715


	PRO-BLEND^® CONSERVATIVE TERM SERIES			PRO-BLEND^® MODERATE TERM SERIES			PRO-BLEND^® EXTENDED TERM SERIES			PRO-BLEND^® MAXIMUM TERM SERIES
Cost for federal income tax purposes	$	1,052,638,570		$	1,229,406,836		$	1,207,435,846		$	818,674,954
Unrealized appreciation		46,603,421			66,849,455			78,193,164			74,671,863
Unrealized depreciation		(25,931,961	)		(35,701,694	)		(43,830,510	)		(39,933,862	)

Net unrealized appreciation	$	20,671,460		$	31,147,761		$	34,362,654		$	34,738,001

At October 31, 2015, Pro-Blend^® Conservative Term Series had net short-term capital loss carryforwards of $7,446,262, which may be carried forward indefinitely.

110

Renewal of Investment Advisory Agreement

(unaudited)

•

111

Renewal of Investment Advisory Agreement

(unaudited)

•

112

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113

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

Prospectus and Statement of Additional Information (SAI)

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 quarterly 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.

MNPRO-04/16-SAR

LOGO

Quality Equity Series

Shareholder Expense Example

(unaudited)

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2015 to April 30, 2016).

Actual Expenses

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.


	BEGINNING ACCOUNT VALUE 11/1/15	ENDING ACCOUNT VALUE 4/30/16	EXPENSES PAID DURING PERIOD 11/1/15-4/30/16*	ANNUALIZED EXPENSE RATIO
Class S
Actual	$1,000.00	$1,001.10	$4.73	0.95%
Hypothetical (5% return before expenses)	$1,000.00	$1,020.14	$4.77	0.95%
Class I
Actual	$1,000.00	$1,002.50	$3.49	0.70%
Hypothetical (5% return before expenses)	$1,000.00	$1,021.38	$3.52	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 182/366 to reflect the one-half year period. The Class’ total return would have been lower had certain expenses not been waived during the period.

Quality Equity Series

Portfolio Composition as of April 30, 2016

(unaudited)

LOGO

Quality Equity Series

Investment Portfolio - April 30, 2016

(unaudited)


	SHARES		VALUE (NOTE 2)

COMMON STOCKS - 103.8%

Consumer Discretionary - 21.1%
Internet & Catalog Retail - 2.9%
The Priceline Group, Inc.*		30	$	40,310

Media - 5.8%
Discovery Communications, Inc. - Class A*		1,880		51,343
WPP plc (United Kingdom)¹		1,230		28,736


				80,079

Multiline Retail - 3.2%
Dollar General Corp.		550		45,050

Specialty Retail - 2.8%
Kingfisher plc (United Kingdom)¹		7,230		38,520

Textiles, Apparel & Luxury Goods - 6.4%
Kering (France)¹		270		46,305
LVMH Moet Hennessy Louis Vuitton SE (France)¹		260		43,319


				89,624


Total Consumer Discretionary				293,583


Consumer Staples - 26.8%
Beverages - 10.1%
The Coca-Cola Co.		680		30,464
Diageo plc (United Kingdom)¹		1,620		43,799
PepsiCo, Inc.		370		38,095
Pernod Ricard S.A. (France)¹		260		28,084


				140,442

Food & Staples Retailing - 3.4%
CVS Health Corp.		480		48,240

Food Products - 7.1%
The Hershey Co.		490		45,624
Mead Johnson Nutrition Co.		450		39,217
Nestle S.A. (Switzerland)¹		200		14,928


				99,769

Personal Products - 6.2%
Beiersdorf AG (Germany)¹		320		28,735
L’Oreal S.A. (France)¹		240		43,595
Unilever N.V. (United Kingdom)¹		310		13,618


				85,948


Total Consumer Staples				374,399

Health Care - 23.3%
Health Care Equipment & Supplies - 4.9%
Baxter International, Inc.		510		22,552

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

Quality Equity Series

Investment Portfolio - April 30, 2016

(unaudited)


			VALUE
	SHARES		(NOTE 2)

COMMON STOCKS (continued)

Health Care (continued)
Health Care Equipment & Supplies (continued)
Medtronic plc		580	$	45,907


				68,459

Health Care Providers & Services - 6.8%
Express Scripts Holding Co.*		780		57,509
McKesson Corp.		220		36,921


				94,430

Pharmaceuticals - 11.6%
Bayer AG (Germany)¹		190		21,958
Johnson & Johnson		330		36,986
Merck & Co., Inc.		270		14,807
Novartis AG (Switzerland)¹		590		44,900
Roche Holding AG (Switzerland)¹		170		43,011


				161,662


Total Health Care				324,551

Industrials - 10.3%
Machinery - 3.4%
Flowserve Corp.		970		47,346

Professional Services - 6.9%
Experian plc (Ireland)¹		2,440		44,713
Nielsen Holdings plc		1,000		52,140


				96,853


Total Industrials				144,199

Information Technology - 18.1%
Communications Equipment - 2.6%
Cisco Systems, Inc.		1,320		36,287

IT Services - 4.8%
MasterCard, Inc. - Class A		350		33,946
Visa, Inc. - Class A		420		32,441


				66,387

Semiconductors & Semiconductor Equipment - 4.2%
QUALCOMM, Inc.		1,160		58,603

Software - 6.5%
Microsoft Corp.		810		40,395
Oracle Corp.		1,280		51,021


				91,416


Total Information Technology				252,693

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

Quality Equity Series

Investment Portfolio - April 30, 2016

(unaudited)


			VALUE
	SHARES		(NOTE 2)

COMMON STOCKS (continued)

Telecommunication Services - 4.2%
Diversified Telecommunication Services - 4.2%
Singapore Telecommunications Ltd.¹		10,140	$	29,004
Telenor ASA (Norway)¹		1,720		29,595

Total Telecommunication Services				58,599

TOTAL COMMON STOCKS
(Identified Cost $1,435,395)				1,448,024


SHORT-TERM INVESTMENT - 2.6%
Dreyfus Cash Management, Inc. - Institutional Shares², 0.29%
(Identified Cost $36,004)		36,004		36,004

TOTAL INVESTMENTS - 106.4%
(Identified Cost $1,471,399)				1,484,028
LIABILITIES, LESS OTHER ASSETS - (6.4%)				(89,425	)


NET ASSETS - 100%			$	1,394,603

*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 April 30, 2016.

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

Quality Equity Series

Statement of Assets & Liabilities

April 30, 2016 (unaudited)


ASSETS:

Investments, at value (identified cost $1,471,399) (Note 2)	$	1,484,028
Dividends receivable		1,072
Foreign tax reclaims receivable		658


TOTAL ASSETS		1,485,758


LIABILITIES:

Due to investment advisor		55,806
Accrued fund accounting and administration fees (Note 3)		13,182
Accrued Chief Compliance Officer service fees (Note 3)		381
Accrued shareholder services fees (Class S) (Note 3)		178
Accrued transfer agent fees (Note 3)		100
Audit fees payable		18,116
Other payables and accrued expenses		3,392


TOTAL LIABILITIES		91,155


TOTAL NET ASSETS	$	1,394,603


NET ASSETS CONSIST OF:

Capital stock	$	915
Additional paid-in-capital		1,401,471
Undistributed net investment income		5,750
Accumulated net realized loss on investments, foreign currency and translation of other assets and liabilities		(26,185	)
Net unrealized appreciation on investments, foreign currency and translation of other assets and liabilities		12,652


TOTAL NET ASSETS	$	1,394,603

NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S
($899,530/91,524 shares)	$	9.83

NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I
($495,073/50,326 shares)	$	9.84

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

Quality Equity Series

Statement of Operations

For the Six Months Ended April 30, 2016 (unaudited)


INVESTMENT INCOME:

Dividends (net of foreign taxes withheld, $1,183)	$	13,435


EXPENSES:

Fund accounting and administration fees (Note 3)		20,500
Management fees (Note 3)		3,358
Chief Compliance Officer service fees (Note 3)		1,258
Shareholder services fees (Class S)(Note 3)		934
Transfer agent fees (Note 3)		187
Directors’ fees (Note 3)		51
Audit fees		15,708
Registration fees		3,574
Custodian fees		3,001
Printing and postage fees		3,843
Miscellaneous		2,194


Total Expenses		54,608
Less reduction of expenses (Note 3)		(49,400	)


Net Expenses		5,208


NET INVESTMENT INCOME		8,227


REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:

Net realized loss on-
Investments		(12,656	)
Foreign currency and translation of other assets and liabilities		(35	)


		(12,691	)

Net change in unrealized appreciation (depreciation) on-
Investments		10,472
Foreign currency and translation of other assets and liabilities		17


		10,489


NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		(2,202	)


NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	6,025

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

Quality Equity Series

Statement of Changes in Net Assets


	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE PERIOD 6/1/15* TO 10/31/15
INCREASE (DECREASE) IN NET ASSETS:

OPERATIONS:
Net investment income	$	8,227		$	4,306
Net realized gain (loss) on investments and foreign currency		(12,691	)		(13,523	)
Net change in unrealized appreciation (depreciation) on investments and foreign currency		10,489			2,163


Net decrease from operations		6,025			(7,054	)


DISTRIBUTIONS TO SHAREHOLDERS (Note 8):

From net investment income (Class S)		(3,654	)		—
From net investment income (Class I)		(3,100	)		—


Total distributions to shareholders		(6,754	)		—


CAPITAL STOCK ISSUED AND REPURCHASED:

Net increase from capital share transactions (Note 5)		167,987			1,234,399


Net increase in net assets		167,258			1,227,345

NET ASSETS:

Beginning of period		1,227,345			—


End of period (including undistributed net investment income of $5,750 and $4,277, respectively)	$	1,394,603		$	1,227,345

*Commencement of operations.

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

Quality Equity Series

Financial Highlights - Class S


	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE PERIOD 6/01/15¹ TO 10/31/15
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period	$	9.87		$	10.00

Income (loss) from investment operations:
Net investment income²		0.06			0.03
Net realized and unrealized loss on investments		(0.05	)		(0.16	)


Total from investment operations		0.01			(0.13	)


Less distributions to shareholders:
From net investment income		(0.05	)		—


Net asset value - End of period	$	9.83		$	9.87


Net assets - End of period (000’s omitted)	$	900		$	733


Total return³		0.11	%		(1.30	%)
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.95	%⁴		0.95	%⁴
Net investment income		1.25	%⁴		0.81	%⁴
Portfolio turnover		22	%		26	%

*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:
		7.31	%⁴		14.21	%⁴

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

³Represents aggregate total return for the period 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.

Quality Equity Series

Financial Highlights - Class I


	FOR THE SIX MONTHS ENDED 4/30/16 (UNAUDITED)			FOR THE PERIOD 6/01/15¹ TO 10/31/15
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period	$	9.88		$	10.00

Income (loss) from investment operations:
Net investment income²		0.07			0.04
Net realized and unrealized loss on investments		(0.05	)		(0.16	)


Total from investment operations		0.02			(0.12	)


Less distributions to shareholders:
From net investment income		(0.06	)		—


Net asset value - End of period	$	9.84		$	9.88


Net assets - End of period (000’s omitted)	$	495		$	494


Total return³		0.25	%		(1.20	%)
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.70	%⁴		0.70	%⁴
Net investment income		1.50	%⁴		1.07	%⁴
Portfolio turnover		22	%		26	%

*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:
		9.32	%⁴		14.21	%⁴

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

³Represents aggregate total return for the period 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.

Quality Equity Series

Notes to Financial Statements

(unaudited)

1.	Organization

Quality Equity 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 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 April 30, 2016, 10.5 billion shares have been designated in total among 40 series, of which 100 million have been designated as Quality Equity Series Class S common stock, and 100 million have been designated as Quality Equity Series Class I common stock.

2.	Significant Accounting Policies

Security Valuation

Quality Equity 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 April 30, 2016 in valuing the Series’ assets or liabilities carried at fair value:


DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Equity securities:
Consumer Discretionary	$	293,583	$	136,703	$	156,880	$	—
Consumer Staples		374,399		201,640		172,759		—
Health Care		324,551		214,682		109,869		—
Industrials		144,199		99,486		44,713		—
Information Technology		252,693		252,693		—		—
Telecommunication Services		58,599		—		58,599		—
Mutual fund		36,004		36,004		—		—

Total assets	$	1,484,028	$	941,208	$	542,820	$	—

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 October 31, 2015 or April 30, 2016.

Security Transactions, Investment Income and Expenses

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

Quality Equity Series

Notes to Financial Statements (continued)

(unaudited)

2.	Significant Accounting Policies (continued)

Foreign Currency Translation (continued)

Federal Taxes

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 October 31, 2015. 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

Distributions of Income and Gains

Indemnifications

Other

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 0.55% of the Series’ average daily net assets.

Quality Equity Series

Notes to Financial Statements (continued)

(unaudited)

3.	Transactions with Affiliates (continued)

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 February 28, 2017, 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 0.70% of average daily net assets. Accordingly, the Advisor waived fees of $49,400 for the six months ended April 30, 2016, 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.

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 April 30, 2016, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $513,747 and $284,057, respectively. There were no purchases or sales of U.S. Government securities.

Quality Equity Series

Notes to Financial Statements (continued)

(unaudited)

5.	Capital Stock Transactions

Transactions in shares of Class S and Class I of Quality Equity Series were:


CLASS S:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE PERIOD 6/1/15* TO 10/31/15
	SHARES			AMOUNT			SHARES		AMOUNT
Sold		24,875		$	238,528			74,251	$	734,399
Reinvested		127			1,204			—		—
Repurchased		(7,729	)		(74,845	)		—		—

Total		17,273		$	164,887			74,251	$	734,399


CLASS I:	FOR THE SIX MONTHS ENDED 4/30/16						FOR THE PERIOD 6/1/15* TO 10/31/15
	SHARES			AMOUNT			SHARES		AMOUNT
Sold		326		$	3,100			50,000	$	500,000
Reinvested		—			—			—		—
Repurchased		—			—			—		—

Total		326		$	3,100			50,000	$	500,000

*Commencement of operations.

At April 30, 2016, one shareholder account owned 14,418 shares of the Series (10.2% of shares outstanding) valued at $141,726. Substantially all of the Series’ shares represent investments by fiduciary accounts over which the Advisor has sole investment discretion.

6.	Financial Instruments

7.	Foreign Securities

8.	Federal Income Tax Information

Quality Equity Series

Notes to Financial Statements (continued)

(unaudited)

8.	Federal Income Tax Information (continued)

There were no distributions for the period ended October 31, 2015.

At April 30, 2016, 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	$	1,485,901
Unrealized appreciation		50,222
Unrealized depreciation		(52,095	)

Net unrealized depreciation	$	(1,873	)

Quality Equity Series

Renewal of Investment Advisory Agreement

(unaudited)

•

Quality Equity Series

Renewal of Investment Advisory Agreement

(unaudited)

•

Quality Equity 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

Prospectus and Statement of Additional Information (SAI)

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

MNQEQ-4/16-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: 6/20/16

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: 6/20/16

/s/ Christine Glavin
Christine Glavin
Chief Financial Officer & Principal Financial Officer of Manning & Napier Fund, Inc.
Date: 6/20/16

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