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

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORMN-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act filenumber    811-04087

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Manning & Napier Fund, Inc.

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(Exact name of registrant as specified in charter)

290 Woodcliff Drive, Fairport, NY 14450

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(Address of principal executive offices)(Zip Code)

Paul J. Battaglia    290 Woodcliff Drive, Fairport, NY 14450

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(Name and address of agent for service)

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

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Date of fiscal year end: December 31

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Date of reporting period: January 1, 2019 through June 30, 2019

FormN-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 Rule30e-1 under the Investment Company Act of 1940 (17 CFR270.30e-1). The Commission may use the information provided on FormN-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by FormN-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained inForm 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, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

ITEM 1: REPORTS TO STOCKHOLDERS.

The Report to Shareholders is attached herewith.

www.manning-napier.com

 Manning & Napier Fund, Inc.

 Real Estate Series

Beginning on February 25, 2021, as permitted by Securities and Exchange Commission regulations, paper copies of the Series’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary or, if you are a direct investor, by visiting www.manning-napier.com or calling1-800-466-3863.

You may elect to receive all future annual and semi-annual reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can inform the Fund that you wish to continue receiving paper copies of your shareholder reports by visiting www.manning-napier.com or calling1-800-466-3863. Your election to receive reports in paper will apply to all funds held with your financial intermediary if you invest through a financial intermediary or all series of the Fund if you invest directly with the Fund.

Real Estate 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 in each class at the beginning of the period and held for the entire period (January 1, 2019 to June 30, 2019).

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.

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   1/1/191		ENDING   ACCOUNT           VALUE   6/30/19		EXPENSES PAID   DURING PERIOD       1/1/19-6/30/192		ANNUALIZED   EXPENSE RATIO
Class S
Actual		$1,000.00		$1,196.30		$6.04		1.11%
Hypothetical (5% return before expenses)		$1,000.00		$1,019.29		$5.56		1.11%
Class I
Actual		$1,000.00		$1,198.20		$4.58		0.84%
Hypothetical (5% return before expenses)		$1,000.00		$1,020.63		$4.21		0.84%
Class W
Actual		$1,000.00		$1,064.40		$0.34		0.10%
Hypothetical (5% return before expenses)		$1,000.00		$1,016.24		$0.33		0.10%
Class Z
Actual		$1,000.00		$1,062.80		$2.39		0.70%
Hypothetical (5% return before expenses)		$1,000.00		$1,014.25		$2.34		0.70%

1

Real Estate Series

Shareholder Expense Example

(unaudited)

¹Class W and Class Z inception date was March 1, 2019.

²Expenses are equal to each Class’ annualized expense ratio (for thesix-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect theone-half year period) (except for the Series’ Class W & Class Z Actual and Hypothetical return information, which reflects the 122 day period ended June 30, 2019 due to its inception date of March 1, 2019). The Class’ total return would have been lower had certain expenses not been waived or reimbursed during the period.

2

 Real Estate Series

  Portfolio Composition as of June 30, 2019

  (unaudited)

Top Ten Stock Holdings2
Equinix, Inc.	6.6%	Cousins Properties, Inc.	3.2%
Prologis, Inc.	5.3%	InterXion Holding N.V. (Netherlands)	2.9%
AvalonBay Communities, Inc.	4.0%	Boston Properties, Inc.	2.8%
Simon Property Group, Inc.	3.9%	American Homes 4 Rent - Class A	2.7%
Equity Residential	3.4%	Ventas, Inc.	2.6%
2As a percentage of total investments.

3

Real Estate Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE             (NOTE 2)
COMMON STOCKS - 99.0%
Consumer Discretionary - 1.2%
Hotels, Restaurants & Leisure - 1.2%
Hilton Worldwide Holdings, Inc.		37,240	$	3,639,838
Information Technology - 2.9%
IT Services - 2.9%
InterXion Holding N.V. (Netherlands)*		112,380		8,550,994
Real Estate - 94.9%
REITS - Diversified - 6.2%
Essential Properties Realty Trust, Inc.		157,413		3,154,557
Lexington Realty Trust		274,815		2,586,009
Liberty Property Trust		121,685		6,089,117
STORE Capital Corp.		50,605		1,679,580
VEREIT, Inc.		545,110		4,911,441
				18,420,704
REITS - Health Care - 13.2%
Community Healthcare Trust, Inc.		110,655		4,360,914
HCP, Inc.		162,240		5,188,435
Healthcare Realty Trust, Inc.		137,840		4,317,149
Healthcare Trust of America, Inc. - Class A		219,500		6,020,885
Physicians Realty Trust		327,520		5,711,949
Ventas, Inc.		113,270		7,742,004
Welltower, Inc.		70,810		5,773,139
				39,114,475
REITS - Hotel & Resort - 2.9%
Apple Hospitality REIT, Inc.		90,530		1,435,806
Chesapeake Lodging Trust		74,740		2,124,111
Host Hotels & Resorts, Inc.		164,990		3,006,118
Sunstone Hotel Investors, Inc.		140,685		1,928,791
				8,494,826
REITS - Industrial - 8.3%
Americold Realty Trust		48,465		1,571,235
First Industrial Realty Trust, Inc.		78,185		2,872,517
Plymouth Industrial REIT, Inc.		61,859		1,171,610
Prologis, Inc.		192,650		15,431,265
STAG Industrial, Inc.		120,055		3,630,463
				24,677,090
REITS - Office - 11.5%
Alexandria Real Estate Equities, Inc.		11,970		1,688,847
Boston Properties, Inc.		64,140		8,274,060
Brandywine Realty Trust		415,105		5,944,304
Cousins Properties, Inc.		260,412		9,419,102
Douglas Emmett, Inc.		73,845		2,941,985

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

4

Real Estate Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE               (NOTE 2)
COMMON STOCKS(continued)
Real Estate(continued)
REITS - Office(continued)
Hibernia REIT plc (Ireland)		1,606,740	$	2,649,185
Vornado Realty Trust		47,205		3,025,841
				33,943,324
REITS - Residential - 25.8%
American Campus Communities, Inc.		51,820		2,392,011
American Homes 4 Rent - Class A		324,615		7,891,391
Apartment Investment & Management Co. - Class A		94,347		4,728,647
AvalonBay Communities, Inc.		57,760		11,735,677
Camden Property Trust		15,295		1,596,645
Equity LifeStyle Properties, Inc.		33,390		4,051,543
Equity Residential		131,905		10,014,227
Essex Property Trust, Inc.		23,870		6,968,369
Independence Realty Trust, Inc.		269,215		3,114,817
Invitation Homes, Inc.		217,515		5,814,176
Mid-America Apartment Communities, Inc.		42,015		4,947,686
Sun Communities, Inc.		50,030		6,413,346
UDR, Inc.		118,520		5,320,363
UMH Properties, Inc.		110,600		1,372,546
				76,361,444
REITS - Retail - 11.4%
Acadia Realty Trust		52,405		1,434,325
Agree Realty Corp.		32,365		2,072,978
Federal Realty Investment Trust		11,840		1,524,518
Getty Realty Corp.		89,995		2,768,246
Kimco Realty Corp.		138,745		2,564,008
National Retail Properties, Inc.		54,865		2,908,394
Realty Income Corp.		24,880		1,715,974
Simon Property Group, Inc.		72,265		11,545,056
Urban Edge Properties		202,910		3,516,430
Weingarten Realty Investors		130,355		3,574,334
				33,624,263
REITS - Specialized - 15.6%
Crown Castle International Corp.		35,615		4,642,415
CubeSmart		65,590		2,193,330
Digital Realty Trust, Inc.		41,430		4,880,040
Equinix, Inc.		38,240		19,284,050
Extra Space Storage, Inc.		23,415		2,484,331
Jernigan Capital, Inc.		189,400		3,882,700
National Storage Affiliates Trust		56,535		1,636,123

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

5

Real Estate Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE             (NOTE 2)
COMMON STOCKS(continued)
Real Estate(continued)
REITS - Specialized(continued)
Public Storage		30,855	$	7,348,735
				46,351,724
Total Real Estate				280,987,850
SHORT-TERM INVESTMENT - 0.2%
Dreyfus Government Cash Management, Institutional Shares, 2.25%1, (Identified Cost $ 469,452)		469,452		469,452
TOTAL INVESTMENTS - 99.2% (Identified Cost $ 244,756,538)				293,648,134
OTHER ASSETS, LESS LIABILITIES - 0.8%				2,442,273
NET ASSETS - 100%			$	296,090,407

REITS - Real Estate Investment Trusts

*Non-income producing security.

¹Rate shown is the current yield as of June 30, 2019.

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 S&P Global Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

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

6

Real Estate Series

Statement of Assets and Liabilities

June 30, 2019 (unaudited)

ASSETS:
Investments, at value (identified cost $244,756,538) (Note 2)	$	293,648,134
Receivable for securities sold		1,516,506
Dividends receivable		1,035,187
Receivable for fund shares sold		274,629
Foreign tax reclaims receivable		8,834
Prepaid expenses		18,588
TOTAL ASSETS		296,501,878
LIABILITIES:
Accrued management fees (Note 3)		52,254
Accruedsub-transfer agent fees (Note 3)		34,718
Accrued fund accounting and administration fees (Note 3)		13,649
Accrued distribution and service (Rule12b-1) fees (Class S) (Note 3)		12,548
Accrued Chief Compliance Officer service fees (Note 3)		546
Payable for fund shares repurchased		255,710
Audit fees payable		23,766
Other payables and accrued expenses		18,280
TOTAL LIABILITIES		411,471
TOTAL NET ASSETS	$	296,090,407
NET ASSETS CONSIST OF:
Capital stock	$	230,244
Additionalpaid-in-capital		241,233,637
Total distributable earnings (loss)		54,626,526
TOTAL NET ASSETS	$	296,090,407
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S($59,651,529/3,809,110 shares)	$	15.66
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I($44,424,874/6,744,482 shares)	$	6.59
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class W ($189,208,351/12,045,503 shares)	$	15.71
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class Z ($2,805,653/425,304 shares)	$	6.60

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

7

Real Estate Series

Statement of Operations

For the Six Months Ended June 30, 2019 (unaudited)

INVESTMENT INCOME:
Dividends (net of foreign taxes withheld, $5,451)	$	4,196,745
EXPENSES:
Management fees (Note 3)		942,845
Shareholder services fees (Class S) (Note 3)		91,763
Distribution and service (Rule12b-1) fees (Class S) (Note 3)		54,151
Sub-transfer agent fees (Note 3)		46,747
Fund accounting and administration fees (Note 3)		43,115
Directors’ fees (Note 3)		12,744
Chief Compliance Officer service fees (Note 3)		2,027
Custodian fees		8,916
Miscellaneous		96,440
Total Expenses		1,298,748
Less reduction of expenses (Note 3)		(384,241	)
Net Expenses		914,507
NET INVESTMENT INCOME		3,282,238
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss) on- Investments		4,645,147
Litigation proceeds (Note 4)		119,678
Foreign currency and translation of other assets and liabilities		68
		4,764,893
Net change in unrealized appreciation (depreciation) on- Investments		43,498,434
Foreign currency and translation of other assets and liabilities		(47	)
		43,498,387
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		48,263,280
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	51,545,518

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

8

Real Estate Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED 6/30/19 (UNAUDITED)			FOR THE YEAR ENDED 12/31/18
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	3,282,238		$	5,574,428
Net realized gain (loss) on investments and foreign currency		4,764,893			10,998,672
Net change in unrealized appreciation (depreciation) on investments and foreign currency		43,498,387			(36,190,557	)
Net increase (decrease) from operations		51,545,518			(19,617,457	)
DISTRIBUTIONS TO SHAREHOLDERS (Note 10):
Class S		—			(13,404,039	)
Class I		—			(7,240,331	)
From return of capital (Class S)		—			(376,898	)
From return of capital (Class I)		—			(227,910	)
Total distributions to shareholders		—			(21,249,178	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase (decrease) from capital share transactions (Note 5)		(20,287,292	)		(12,870,550	)
Net increase (decrease) in net assets		31,258,226			(53,737,185	)
NET ASSETS:
Beginning of period		264,832,181			318,569,366
End of period	$	296,090,407		$	264,832,181

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

9

Real Estate Series

Financial Highlights - Class S

	FOR THE SIX MONTHS ENDED				FOR THE YEAR ENDED
	6/30/19 (UNAUDITED)				12/31/18				12/31/17				12/31/16				12/31/15				12/31/14
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period			$13.09				$14.93				$14.48				$14.15				$15.46				$13.32
Income (loss) from investment operations:
Net investment income1			0.11				0.26				0.24				0.22				0.24				0.44	2
Net realized and unrealized gain (loss) on investments			2.46				(1.24	)			1.02				0.88				0.34				3.24
Total from investment operations			2.57				(0.98	)			1.26				1.10				0.58				3.68
Less distributions to shareholders:
From net investment income			—				(0.21	)			(0.25	)			(0.27	)			(0.24	)			(0.44	)
From net realized gain on investments			—				(0.63	)			(0.56	)			(0.50	)			(1.65	)			(1.10	)
From return of capital			—				(0.02	)			—				—				—				—
Total distributions to shareholders			—				(0.86	)			(0.81	)			(0.77	)			(1.89	)			(1.54	)
Net asset value - End of period			$15.66				$13.09				$14.93				$14.48				$14.15				$15.46
Net assets - End of period(000’s omitted)		$	59,652			$	214,722			$	271,496			$	278,322			$	217,216			$	231,188
Total return3			19.63%	4			(6.73%	)			8.66%				7.91%				4.14%				28.14%
Ratios (to average net assets)/Supplemental Data:
Expenses*			1.11%	5			1.11%				1.10%				1.09%				1.09%				1.11%
Net investment income			1.52%	5			1.82%				1.58%				1.47%				1.54%				2.89%	2
Portfolio turnover			8%				44%				42%				46%				57%				44%
*The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amounts:
			N/A				N/A				0.00%	6			N/A				N/A				N/A

¹Calculated based on average shares outstanding during the periods.

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

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

⁴Includes litigation proceeds (see Statement of Operations). Excluding this amount, the Class’ total return is 19.56%.

⁵Annualized.

⁶Less than 0.01%.

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

10

Real Estate Series

Financial Highlights - Class I

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)			FOR THE YEAR ENDED
				12/31/18			12/31/17			12/31/16			12/31/15			12/31/14
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$5.50			$6.81			$7.03			$7.26			$8.86			$8.18
Income (loss) from investment operations:
Net investment income1		0.06			0.14			0.14			0.11			0.16			0.29	2
Net realized and unrealized gain (loss) on investments		1.03			(0.55	)		0.49			0.47			0.17			1.97
Total from investment operations		1.09			(0.41	)		0.63			0.58			0.33			2.26
Less distributions to shareholders:
From net investment income		—			(0.24	)		(0.29	)		(0.31	)		(0.28	)		(0.48	)
From net realized gain on investments		—			(0.63	)		(0.56	)		(0.50	)		(1.65	)		(1.10	)
From return of capital		—			(0.03	)		—			—			—			—
Total distributions to shareholders		—			(0.90	)		(0.85	)		(0.81	)		(1.93	)		(1.58	)
Net asset value - End of period		$6.59			$5.50			$6.81			$7.03			$7.26			$8.86
Net assets - End of period(000’s omitted)		$44,425			$50,111			$47,074			$26,300			$50,249			$50,513
Total return3		19.82%	4		(6.41%	)		8.85%			8.17%			4.43%			28.44%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.84%	5		0.86%			0.85%			0.84%			0.84%			0.86%
Net investment income		1.97%	5		2.12%			1.95%			1.50%			1.81%			3.14%	2
Portfolio turnover		8%			44%			42%			46%			57%			44%
*The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amounts:
		N/A			N/A			0.00%	6		N/A			N/A			N/A

¹Calculated based on average shares outstanding during the periods.

²Reflects a special dividend paid out during the period by two of the Series’ holdings. Had the Series not received the special dividends, the net investment income per share would have been $0.16 and the net investment income ratio would have been 1.74%.

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

⁴Includes litigation proceeds (see Statement of Operations). Excluding this amount, the Class’ total return is 19.64%.

⁵Annualized.

⁶Less than 0.01%.

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

11

Real Estate Series

Financial Highlights - Class W

	FOR THE PERIOD 3/1/191TO 6/30/19 (UNAUDITED)
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period		$14.76
Income from investment operations:
Net investment income2		0.16
Net realized and unrealized gain on investments		0.79
Total from investment operations		0.95
Net asset value - End of period		$15.71
Net assets - End of period(000’s omitted)		$189,208
Total return3		6.44%	4
Ratios (to average net assets)/Supplemental Data:
Expenses*5		0.10%
Net investment income5		3.04%
Portfolio turnover		8%

*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amount5:
	0.61%

¹Commencement of operations.

²Calculated based on average shares outstanding during the period.

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

⁴Includes litigation proceeds (see Statement of Operations). Excluding this amount, the Class’ total return is 6.37%.

⁵Annualized.

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

12

Real Estate Series

Financial Highlights - Class Z

	FOR THE PERIOD 3/1/191 TO 6/30/19 (UNAUDITED)
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period		$6.21
Income from investment operations:
Net investment income2		0.05
Net realized and unrealized gain on investments		0.34
Total from investment operations		0.39
Net asset value - End of period		$6.60
Net assets - End of period(000’s omitted)		$2,806
Total return3		6.28%	4
Ratios (to average net assets)/Supplemental Data:
Expenses*5		0.70%
Net investment income5		2.34%
Portfolio turnover		8%

*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amount5:
	0.01%

¹Commencement of operations.

²Calculated based on average shares outstanding during the period.

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

⁴Includes litigation proceeds (see Statement of Operations). Excluding this amount, the Class’ total return is 6.12%.

⁵Annualized.

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

13

Real Estate Series

Notes to Financial Statements

(unaudited)

1. Organization

Real Estate Series (the “Series”) is ano-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 anopen-end management investment company.

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

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The Series is authorized to issue four classes of shares (Class S, I, W and Z). Class W and Z were issued on March 1, 2019. 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 total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2019, 10 billion shares have been designated in total among 34 series, of which 100 million have been designated as Real Estate Series Class I common stock, 100 million have been designated as Real Estate Series Class S common stock, 75 million have been designated as Real Estate Series Class W common stock, and 100 million have been designated as Real Estate Series Class Z common stock.

2. Significant Accounting Policies

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

Security Valuation

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

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

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

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

14

Real Estate Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation(continued)

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.

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

The following is a summary of the valuation levels used for major security types as of June 30, 2019 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2#		LEVEL 3
Assets:
Equity Securities:
Consumer Discretionary	$	3,639,838	$	3,639,838	$	—	$	—
Information Technology		8,550,994		8,550,994		—		—
Real Estate*		280,987,850		278,338,665		2,649,185		—
Total assets	$	293,648,134	$	290,998,949	$	2,649,185	$	—

*Please refer to the Investment Portfolio for the industry classifications of these portfolio holdings.

^#Includes certain foreign equity securities for which a factor from a third party vendor was applied to determine the securities’ fair value following the close of local trading.

There were no Level 3 securities held by the Series as of December 31, 2018 or June 30, 2019.

Security Transactions, Investment Income and Expenses

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

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

The Fund records distributions received in excess of income from underlying investments as a reduction of cost of investments and/or realized gain. Such amounts are based on estimates if actual amounts are not available and actual amounts of income, realized gain and return of capital may differ from the estimated amounts. The Fund adjusts the estimated amounts of components of distributions (and consequently its net investment income) as necessary once the issuers provide information about the actual composition of the distributions.

15

Real Estate Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Transactions, Investment Income and Expenses(continued)

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

Foreign Currency Translation

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

Federal Taxes

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

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2019, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2015 through December 31, 2018. 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 theex-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

16

Real Estate Series

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 Series pays a fee, computed daily and payable monthly, at an annual rate of 0.60% of the Series’ average daily net assets. Prior to March 1, 2019, the management fee for the Series was 0.75% of the Series’ average daily net assets.

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

The Fund may enter into agreements with financial intermediaries pursuant to which the Fund may pay financial intermediaries fornon-distribution relatedsub-transfer agency, administrative,sub-accounting, and other shareholder services in an annual amount not to exceed 0.15% of the average daily net assets of the Class I and Class S shares of the Series. Payments made pursuant to such agreements are generally based on the current assets and/or number of accounts of the Series attributable to the financial intermediary. Any payments made pursuant to such agreements may be in addition to, rather than in lieu of, any Distribution and Shareholder Services Fee payable under the Rule12b-1 plan of the Fund.

Prior to March 1, 2019, the Class S shares of the Series were subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Fund’s Board. The shareholder services fee was 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 paid 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 had a Shareholder Services Agreement with the Advisor, for which the Advisor received the shareholder services fee as stated above.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. Effective March 1, 2019, the Series compensates the distributor for distributing and servicing the Series’ Class S shares pursuant to a distribution plan adopted under Rule12b-1 of the 1940 Act, regardless of expenses actually incurred. Under the agreement, the Series pays distribution and service fees to the distributor at an annual rate of 0.25% of average daily net assets attributable to Class S shares. There are no distribution and service fees on the Class I, Class W or Class Z shares. The fees are accrued daily and paid monthly.

Pursuant to a master services agreement dated March 1, 2017, as amended, 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 Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Income Series); and 0.0065% of average daily net assets in excess of $40 billion (excluding Target Series and Income Series); plus a base fee of $30,400 per series. Additionally, certain transaction andout-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 assub-accountant services agent.

17

Real Estate Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

Effective March 1, 2019, the Advisor has contractually agreed to waive the management fee for the Class W shares. The full management fee will be waived under this agreement because Class W shares are only available to discretionary investment accounts and other accounts managed by the Advisor. These clients pay a management fee to the advisor that is separate from the fund’s expenses. In addition, pursuant to a separate expense limitation agreement, the Advisor has contractually agreed to limit its fees and reimburse expenses to the extent necessary so that the total direct annual fund operating expenses, exclusive of the shareholder services fee and/or distribution and service(12b-1) fees and waived Class W management fees (collectively, “excluded expenses”), to 0.85% of the average daily net assets of the Class S and Class I shares, 0.10% of the average daily net assets of the Class W shares, and 0.70% of the average daily net assets of the Class Z shares. These contractual waivers are expected to continue indefinitely, and may not be amended or terminated by the Advisor without the approval of the Series’ Board of Directors. The Advisor may receive from a Class the difference between the Class’s total direct annual fund operating expenses, not including excluded expenses, and the Class’s contractual expense limit to recoup all or a portion of its prior fee waivers (other than Class W management fee waivers) or expense reimbursements made during the rolling three-year period preceding the recoupment if at any point the total direct annual fund operating expenses, not including excluded expenses, are below the contractual expense limit (a) at the time of the fee waiver and/or expense reimbursement and (b) at the time of the recoupment.

Pursuant to the advisory fee waiver, the Advisor waived $376,910 in management fees for Class W for the six month period ended June 30, 2019. In addition, pursuant to the separate expense limitation agreement, the Advisor waived or reimbursed expenses of $7,223 and $108 for Class W and Class Z, respectively, for the six month period ended June 30, 2019. These amounts are included as a reduction of expenses on the Statement of Operations. At June 30, 2019, the Advisor is eligible to recoup $7,331. For the six month period ended June 30, 2019, the Advisor did not recoup any expenses that have been previously waived or reimbursed.

4. Purchases and Sales of Securities

For the six months ended June 30, 2019, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $22,797,328 and $40,335,354, respectively. There were no purchases or sales of U.S. Government securities. The Series received proceeds from settlement of litigation where they were able to recover a portion of investment losses previously realized by the Series. This amount is shown as ligation proceeds in the Statement of Operations.

5. Capital Stock Transactions

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

CLASS S	FOR THE SIX MONTHS ENDED 6/30/19						FOR THE YEAR ENDED 12/31/2018
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		469,230		$	6,949,051			1,757,808		$	25,004,617
Reinvested		—			—			985,726			13,482,994
Repurchased		(13,058,056	)		(192,956,218	)		(4,532,215	)		(64,555,664	)
Total		(12,588,826	)	$	(186,007,167	)		(1,788,681	)	$	(26,068,053	)
CLASS I	FOR THE SIX MONTHS ENDED 6/30/19						FOR THE YEAR ENDED 12/31/2018
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		2,467,884		$	15,461,736			4,087,337		$	26,517,405
Reinvested		—			—			1,131,254			6,539,568
Repurchased		(4,832,234	)		(30,318,227	)		(3,017,310	)		(19,859,470	)
Total		(2,364,350	)	$	(14,856,491	)		2,201,281		$	13,197,503

18

Real Estate Series

Notes to Financial Statements (continued)

(unaudited)

5. Capital Stock Transactions (continued)

CLASS W	FOR THE PERIOD 3/01/19     (COMMENCEMENT OF OPERATIONS) TO 6/30/19
	SHARES			AMOUNT
Sold		13,442,646		$	199,425,807
Reinvested		—			—
Repurchased		(1,397,143	)		(21,493,840	)
Total		12,045,503		$	177,931,967
CLASS Z	FOR THE PERIOD 3/01/19 (COMMENCEMENT OF OPERATIONS)     TO 6/30/19
	SHARES			AMOUNT
Sold		478,285		$	2,987,745
Reinvested		—			—
Repurchased		(52,981	)		(343,346	)
Total		425,304		$	2,644,399

Approximately 64% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion.

6. Line of Credit

The Fund has entered into a364-day, $25 million credit agreement (the “line of credit”) with Bank of New York Mellon. Each series of the Fund may borrow under the line of credit for temporary or emergency purposes, including funding shareholder redemptions and other short-term liquidity purposes. The Fund pays an annual fee on the unused commitment amount, payable quarterly, and is allocated among all the series of the Fund and included in miscellaneous expenses in the Statement of Operations for each series. The line of credit expires in August 2019 unless extended or renewed. During the six months ended June 30, 2019, the Series did not borrow under the line of credit.

7. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2019.

8. Foreign Securities

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

19

Real Estate Series

Notes to Financial Statements (continued)

(unaudited)

9. Real Estate Securities

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

10. Federal Income Tax Information

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

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2018 were as follows:

Ordinary income	$	5,528,569
Long-term capital gains	$	15,115,801
Return of capital	$	604,808

At June 30, 2019, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized appreciation were as follows:

Cost for federal income tax purposes	$244,802,047
Unrealized appreciation	53,983,848
Unrealized depreciation	(5,137,761	)
Net unrealized appreciation	$  48,846,087

20

{This page intentionally left blank}

21

Real Estate Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

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

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

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent12-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 FormN-PORT, 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)

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 availableon-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 haveon-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 selectE-Delivery Option. Should you have any questions on either how to establishon-line access or how to update your account settings, please contact Investor Services at1-800-466-3863.

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

MNRES-6/19-SAR

www.manning-napier.com

  Manning & Napier Fund, Inc.

  International Series

Beginning on February 25, 2021, as permitted by Securities and Exchange Commission regulations, paper copies of the Series’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary or, if you are a direct investor, by visiting www.manning-napier.com or calling1-800-466-3863.

You may elect to receive all future annual and semi-annual reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can inform the Fund that you wish to continue receiving paper copies of your shareholder reports by visiting www.manning-napier.com or calling1-800-466-3863. Your election to receive reports in paper will apply to all funds held with your financial intermediary if you invest through a financial intermediary or all series of the Fund if you invest directly with the Fund.

International 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 in each class at the beginning of the period and held for the entire period (January 1, 2019 to June 30, 2019).

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.

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 1/1/191	ENDING ACCOUNT                 VALUE 6/30/19	EXPENSES PAID   DURING PERIOD 1/1/19-6/30/192	ANNUALIZED EXPENSE RATIO
Class S
Actual	$1,000.00	$1,110.50	$5.76	1.10%
Hypothetical  (5% return before expenses)	$1,000.00	$1,019.34	$5.51	1.10%
Class I
Actual	$1,000.00	$1,112.10	$4.40	0.84%
Hypothetical  (5% return before expenses)	$1,000.00	$1,020.63	$4.21	0.84%
Class W
Actual	$1,000.00	$1,026.10	$0.34	0.10%
Hypothetical  (5% return before expenses)	$1,000.00	$1,016.24	$0.33	0.10%

¹Class W inception date was March 1, 2019.

²Expenses are equal to the Class’ annualized expense ratio (for thesix-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect theone-half year period) (except for the Series’ Class W Actual and Hypothetical return information, which reflects the 122 day period ended June 30, 2019 due to its inception date of March 1, 2019). The Class’ total return would have been lower had certain expenses not been waived or reimbursed during the period.

1

International Series

Portfolio Composition as of June 30, 2019

(unaudited)

2

International Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE     (NOTE 2)
COMMON STOCKS - 87.4%
Communication Services - 8.3%
Diversified Telecommunication Services - 1.4%
Elisa OYJ (Finland)		71,464	$	3,486,941
Orange S.A. (France)		76,283		1,203,220
				4,690,161
Entertainment - 2.4%
Nexon Co. Ltd. (Japan)*		241,919		3,534,352
Toho Co. Ltd. - Tokyo (Japan)		82,900		3,531,880
Vivendi S.A. (France)		38,820		1,065,325
				8,131,557
Interactive Media & Services - 3.2%
Autohome, Inc. - ADR (China)*		29,083		2,490,086
Kakao Corp. (South Korea)		31,770		3,621,320
Tencent Holdings Ltd. - Class H (China)		110,378		4,993,437
				11,104,843
Media - 1.1%
Informa Plc (United Kingdom)		339,315		3,598,400
Wireless Telecommunication Services - 0.2%
Globe Telecom, Inc. (Philippines)		19,235		849,216
Total Communication Services				28,374,177
Consumer Discretionary - 16.0%
Auto Components - 0.3%
Cie Generale des Etablissements Michelin SCA (France)		7,150		904,057
Automobiles - 0.7%
Geely Automobile Holdings Ltd. (China)		825,425		1,415,301
Peugeot S.A. (France)		22,008		541,671
Trigano S.A. (France)		6,520		594,834
				2,551,806
Diversified Consumer Services - 3.0%
China Maple Leaf Educational Systems Ltd. (China)		2,257,316		894,708
China Yuhua Education Corp. Ltd. (China)1		4,021,548		1,754,600
Fu Shou Yuan International Group Ltd. (China)		3,016,000		2,646,890
New Oriental Education & Technology Group, Inc. - ADR (China)*		29,562		2,855,098
TAL Education Group - ADR (China)*		23,487		894,855
Wisdom Education International Holdings Co. Ltd. (China)		2,210,933		1,177,178
				10,223,329
Hotels, Restaurants & Leisure - 4.6%
Basic-Fit N.V. (Netherlands)*1		75,824		2,668,613
Galaxy Entertainment Group Ltd. (Macau)		430,000		2,892,610
Jollibee Foods Corp. (Philippines)		143,825		791,223
Melco Resorts & Entertainment Ltd. - ADR (Hong Kong)		89,180		1,936,990

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

3

International Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE     (NOTE 2)
COMMON STOCKS(continued)
Consumer Discretionary(continued)
Hotels, Restaurants & Leisure(continued)
MGM China Holdings Ltd. (Macau)		1,166,000	$	1,980,805
Sands China Ltd. (Macau)		576,400		2,753,502
Wynn Macau Ltd. (Macau)		1,288,000		2,883,378
				15,907,121
Internet & Direct Marketing Retail - 0.8%
Alibaba Group Holding Ltd. - ADR (China)*		16,486		2,793,553
Leisure Products - 1.6%
Technogym S.p.A. (Italy)1		218,350		2,432,729
Thule Group AB (Sweden)1		120,095		2,969,566
				5,402,295
Textiles, Apparel & Luxury Goods - 5.0%
ANTA Sports Products Ltd. (China)		403,000		2,779,572
EssilorLuxottica S.A. (France)		11,760		1,532,586
Hermes International (France)		1,259		907,612
Kering S.A. (France)		3,189		1,882,221
lululemon athletica, Inc. (United States)*		15,361		2,768,206
LVMH Moet Hennessy Louis Vuitton SE (France)		10,260		4,361,789
Shenzhou International Group Holdings Ltd. (China)		208,900		2,881,715
				17,113,701
Total Consumer Discretionary				54,895,862
Consumer Staples - 19.0%
Beverages - 4.8%
Coca-Cola European Partners plc (United Kingdom)		63,660		3,596,790
Diageo plc (United Kingdom)		82,280		3,541,366
Heineken N.V. (Netherlands)		32,246		3,593,896
Pernod Ricard S.A. (France)		21,635		3,984,658
Treasury Wine Estates Ltd. (Australia)		151,900		1,595,329
				16,312,039
Food & Staples Retailing - 2.4%
Alimentation Couche-Tard, Inc. - Class B (Canada)		59,064		3,716,898
Loblaw Companies, Ltd. (Canada)		71,445		3,658,041
Puregold Price Club, Inc. (Philippines)		572,914		503,357
Robinsons Retail Holdings, Inc. (Philippines)		345,181		498,554
				8,376,850
Food Products - 7.3%
Associated British Foods plc (United Kingdom)		103,457		3,238,765
Barry Callebaut AG (Switzerland)		950		1,906,694
Chocoladefabriken Lindt & Spruengli AG (Switzerland)		257		1,870,503
Danone S.A. (France)		48,665		4,120,574

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

4

International Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE             (NOTE 2)
COMMON STOCKS(continued)
Consumer Staples(continued)
Food Products(continued)
Kerry Group plc - Class A (Ireland)		32,370	$	3,864,833
Mowi ASA (Norway)		140,025		3,276,433
Nestle S.A. (Switzerland)		54,205		5,611,423
Universal Robina Corp. (Philippines)		303,589		983,740
				24,872,965
Household Products - 2.0%
Essity AB - Class B (Sweden)		118,325		3,640,081
Reckitt Benckiser Group plc (United Kingdom)		41,263		3,257,920
				6,898,001
Personal Products - 2.5%
LG Household & Health Care Ltd. (South Korea)		3,057		3,481,817
L’Oreal S.A. (France)		10,045		2,856,077
TCI Co. Ltd. (Taiwan)		166,575		2,289,106
				8,627,000
Total Consumer Staples				65,086,855
Energy - 8.3%
Oil, Gas & Consumable Fuels - 8.3%
China Petroleum & Chemical Corp. - Class H (China)		3,342,000		2,276,637
Eni S.p.A. (Italy)		198,484		3,300,259
Equinor ASA (Norway)		157,545		3,125,280
Galp Energia SGPS S.A. (Portugal)		224,150		3,447,264
Repsol S.A. - Rights (Expires 7/5/2019) (Spain)*		204,319		113,331
Repsol S.A. (Spain)		204,319		3,206,347
Royal Dutch Shell plc - Class B - ADR (Netherlands)		80,358		5,282,735
Suncor Energy, Inc. (Canada)		79,432		2,477,796
TOTAL S.A. (France)		62,300		3,494,643
Woodside Petroleum Ltd. (Australia)		72,210		1,852,083
Total Energy				28,576,375
Financials - 5.9%
Banks - 4.2%
Axis Bank Ltd. (India)		161,260		1,888,347
Bank of the Philippine Islands (Philippines)		445,480		682,768
BDO Unibank, Inc. (Philippines)		495,040		1,353,337
BNP Paribas S.A. (France)		44,881		2,127,597
Credit Agricole S.A. (France)		41,277		492,547
HDFC Bank Ltd. (India)		53,250		1,886,181
ICICI Bank Ltd. (India)		311,410		1,971,461
IndusInd Bank Ltd. (India)		101,795		2,080,068
Kotak Mahindra Bank Ltd. (India)		45,930		982,858

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

5

International Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE             (NOTE 2)
COMMON STOCKS(continued)
Financials(continued)
Banks(continued)
Metropolitan Bank & Trust Co. (Philippines)		586,095	$	815,634
				14,280,798
Capital Markets - 0.3%
Amundi S.A. (France)1		15,705		1,096,520
Insurance - 1.4%
AXA S.A. (France)		75,776		1,990,008
Ping An Insurance Group Co. of China Ltd. - Class H (China)		227,285		2,733,074
				4,723,082
Total Financials				20,100,400
Health Care - 10.1%
Health Care Equipment & Supplies - 4.8%
Alcon, Inc. (Switzerland)*		29,579		1,826,493
Hoya Corp. (Japan)		49,356		3,793,218
Koninklijke Philips N.V. (Netherlands)		83,470		3,628,938
Medtronic plc (United States)		34,473		3,357,325
Smith & Nephew plc (United Kingdom)		168,210		3,652,629
				16,258,603
Life Sciences Tools & Services - 0.3%
Tecan Group AG (Switzerland)		3,740		971,303
Pharmaceuticals - 5.0%
Novartis AG (Switzerland)		46,770		4,269,716
Recordati S.p.A. (Italy)		87,578		3,650,277
Roche Holding AG (Switzerland)		19,780		5,561,896
Sanofi (France)		43,245		3,737,333
				17,219,222
Total Health Care				34,449,128
Industrials - 11.9%
Aerospace & Defense - 1.6%
Airbus S.E. (France)		23,657		3,347,976
Safran S.A. (France)		12,820		1,875,461
Thales S.A. (France)		2,900		358,214
				5,581,651
Building Products - 0.2%
Cie de Saint-Gobain (France)		18,469		721,210
Construction & Engineering - 0.6%
Vinci S.A. (France)		18,770		1,916,900
Electrical Equipment - 0.7%
Legrand S.A. (France)		9,870		721,584

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

6

International Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE             (NOTE 2)
COMMON STOCKS(continued)
Industrials(continued)
Electrical Equipment(continued)
Schneider Electric S.E. (France)		20,751	$	1,877,611
				2,599,195
Industrial Conglomerates - 1.2%
DMCI Holdings, Inc. (Philippines)		2,348,200		472,069
LT Group, Inc. (Philippines)		1,673,605		496,512
Siemens AG (Germany)		14,293		1,701,658
SM Investments Corp. (Philippines)		69,460		1,314,042
				3,984,281
Machinery - 7.1%
Airtac International Group (Taiwan)		169,000		1,899,354
Daewoo Shipbuilding & Marine Engineering Co. Ltd. (South Korea)*		34,591		980,716
Daifuku Co. Ltd. (Japan)		32,319		1,825,481
FANUC Corp. (Japan)		9,563		1,776,927
Harmonic Drive Systems, Inc. (Japan)		47,260		1,835,298
Hiwin Technologies Corp. (Taiwan)		224,000		1,880,987
Hyundai Mipo Dockyard Co. Ltd. (South Korea)		66,761		2,860,795
Jungheinrich AG (Germany)		56,553		1,745,698
KION Group AG (Germany)		29,803		1,884,767
Korea Shipbuilding & Offshore Engineering Co. Ltd. (South Korea)*		32,566		3,345,505
Nabtesco Corp. (Japan)		64,706		1,807,691
Samsung Heavy Industries Co. Ltd. (South Korea)*		115,371		816,568
The Weir Group plc (United Kingdom)		79,670		1,567,621
				24,227,408
Professional Services - 0.5%
SGS S.A. (Switzerland)		670		1,707,736
Total Industrials				40,738,381
Information Technology - 3.2%
Electronic Equipment, Instruments & Components - 2.4%
Halma plc (United Kingdom)		76,159		1,955,970
Hexagon A.B. - Class B (Sweden)		31,747		1,765,249
Hollysys Automation Technologies Ltd. (China)		89,769		1,705,611
Keyence Corp. (Japan)		4,348		2,681,509
				8,108,339
IT Services - 0.5%
Alten S.A. (France)		9,805		1,175,540
Capgemini SE (France)		5,990		744,756
				1,920,296

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

7

International Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE             (NOTE 2)
COMMON STOCKS(continued)
Information Technology(continued)
Software - 0.3%
Dassault Systemes S.E. (France)		5,718	$	912,051
Total Information Technology				10,940,686
Materials - 1.2%
Chemicals - 1.2%
Air Liquide S.A. (France)		16,233		2,270,484
Givaudan S.A. (Switzerland)		670		1,892,436
Total Materials				4,162,920
Real Estate - 1.7%
Equity Real Estate Investment Trusts (REITS) - 0.6%
Gecina S.A. (France)		7,055		1,055,727
Inmobiliaria Colonial Socimi S.A. (Spain)		93,215		1,038,219
				2,093,946
Real Estate Management & Development - 1.1%
Ayala Land, Inc. (Philippines)		1,636,414		1,623,470
Nexity S.A. (France)		11,490		496,514
SM Prime Holdings, Inc. (Philippines)		2,371,055		1,717,278
				3,837,262
Total Real Estate				5,931,208
Utilities - 1.8%
Electric Utilities - 0.2%
Manila Electric Co. (Philippines)		99,070		748,711
Independent Power and Renewable Electricity Producers - 0.2%
Aboitiz Power Corp. (Philippines)		1,022,759		694,682
Multi-Utilities - 1.4%
AGL Energy Ltd. (Australia)		224,055		3,150,990
Engie S.A. (France)		72,231		1,095,275
Veolia Environnement S.A. (France)		22,090		537,900
				4,784,165
Total Utilities				6,227,558
TOTAL COMMON STOCKS
(Identified Cost $288,206,950)				299,483,550
MUTUAL FUNDS - 5.4%
SPDR Gold Shares (United States)		88,863		11,836,552
VanEck Vectors Gold Miners ETF (United States)		266,940		6,822,986
TOTAL MUTUAL FUNDS
(Identified Cost $17,656,852)				18,659,538

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

8

International Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE             (NOTE 2)
SHORT-TERM INVESTMENT - 6.8%
Dreyfus Government Cash Management, Institutional Shares, 2.25%2,
(Identified Cost $ 23,158,775)		23,158,775	$	23,158,775
TOTAL INVESTMENTS - 99.6%
(Identified Cost $ 329,022,577)				341,301,863
OTHER ASSETS, LESS LIABILITIES - 0.4%				1,365,313
NET ASSETS - 100%			$	342,667,176

ADR - American Depositary Receipt

ETF - Exchange Traded Fund

^*Non-income producing security.

¹Restricted securities - Investment in securities that are restricted as to public resale under the Securities Act of 1933, as amended. These securities have been sold under Rule 144A and have been determined to be liquid under the Fund’s Liquidity Risk Management Program. These securities amount to $10,922,028, or 3.2% of the Series’ net assets as of June 30, 2019 (See Note 2 to the financial statements).

²Rate shown is the current yield as of June 30, 2019.

The Series’ portfolio holds, as a percentage of net assets, greater than 10% in the following countries (based on country of risk): France 16.3%; China 10.0%.

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 S&P Global 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.

9

International Series

Statement of Assets & Liabilities

June 30, 2019 (unaudited)

ASSETS:
Investments, at value (identified cost $329,022,577) (Note 2)	$	341,301,863
Foreign tax reclaims receivable		1,023,222
Dividends receivable		374,210
Receivable for fund shares sold		558,445
Prepaid and other expenses		21,967
TOTAL ASSETS		343,279,707
LIABILITIES:
Accrued management fees (Note 3)		52,922
Accruedsub-transfer agent fees (Note 3)		39,914
Accrued distribution and service (Rule12b-1) fees (Class S) (Note 3)		15,483
Accrued fund accounting and administration fees (Note 3)		14,108
Accrued Chief Compliance Officer service fees (Note 3)		546
Accrued Directors’ fees (Note 3)		159
Accrued foreign capital gains tax (Note 2)		78,193
Payable for fund shares repurchased		247,763
Accrued custodian fees		110,199
Payable for securities purchased		7
Other payables and accrued expenses		53,237
TOTAL LIABILITIES		612,531
TOTAL NET ASSETS	$	342,667,176
NET ASSETS CONSIST OF:
Capital stock	$	447,176
Additionalpaid-in-capital		344,741,902
Total distributable earnings (loss)		(2,521,902	)
TOTAL NET ASSETS	$	342,667,176
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S($75,860,618/ 10,191,566 shares)	$	7.44
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I($38,731,367/ 3,982,637 shares)	$	9.73
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE -Class W($228,075,191/ 30,543,442 shares)	$	7.47

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

10

International Series

Statement of Operations

For the Six Months Ended June 30, 2019 (unaudited)

INVESTMENT INCOME:
Dividends (net of foreign taxes withheld, $957,758)	$	5,232,756
Interest		22,244
Total Investment Income		5,255,000
EXPENSES:
Management fees (Note 3)		1,132,245
Shareholder services fees (Class S) (Note 3)		126,190
Distribution and service (Rule12b-1) fees (Class S) (Note 3)		71,156
Sub-transfer agent fees (Note 3)		54,803
Fund accounting and administration fees (Note 3)		46,671
Directors’ fees (Note 3)		16,708
Chief Compliance Officer service fees (Note 3)		2,027
Custodian fees		20,127
Miscellaneous		148,931
Total Expenses		1,618,858
Less reduction of expenses (Note 3)		(502,864	)
Net Expenses		1,115,994
NET INVESTMENT INCOME		4,139,006
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss) on-
Investments (net of foreign capital gains tax of $639,415)		1,760,916
Foreign currency and translation of other assets and liabilities		(465,377	)
		1,295,539
Net change in unrealized appreciation (depreciation) on-
Investments (net of decrease in accrued foreign capital gains tax of $56,424)		32,816,542
Foreign currency and translation of other assets and liabilities		4,553
		32,821,095
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		34,116,634
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	38,255,640

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

11

International Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)				FOR THE YEAR ENDED 12/31/18
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income		$	4,139,006			$	6,280,392
Net realized gain (loss) on investments and foreign currency			1,295,539				4,779,084
Net change in unrealized appreciation (depreciation) on investments and foreign currency			32,821,095				(98,023,854	)
Net increase (decrease) from operations			38,255,640				(86,964,378	)
DISTRIBUTIONS TO SHAREHOLDERS (Note 9):
Class S			—				(37,801,984	)
Class I			—				(4,669,055	)
Total distributions to shareholders			—				(42,471,039	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net decrease from capital share transactions (Note 5)			(41,158,784	)			(72,040,980	)
Net decrease in net assets			(2,903,144	)			(201,476,397	)
NET ASSETS:
Beginning of period			345,570,320				547,046,717
End of period		$	342,667,176			$	345,570,320

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

12

International Series

Financial Highlights - Class S

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)			FOR THE YEAR ENDED
				12/31/18			12/31/17			12/31/16			12/31/15			12/31/14
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$6.70			$9.39			$7.71			$7.43			$8.10			$9.91
Income (loss) from investment operations:
Net investment income1		0.04			0.12			0.05			0.05			0.08			0.12
Net realized and unrealized gain (loss) on investments		0.70			(1.90	)		1.88			0.29			(0.39	)		(0.84	)
Total from investment operations		0.74			(1.78	)		1.93			0.34			(0.31	)		(0.72	)
Less distributions to shareholders:
From net investment income		—			(0.11	)		(0.05	)		(0.06	)		(0.07	)		(0.12	)
From net realized gain on investments		—			(0.80	)		(0.20	)		—			(0.29	)		(0.97	)
Total distributions to shareholders		—			(0.91	)		(0.25	)		(0.06	)		(0.36	)		(1.09	)
Net asset value - End of period		$7.44			$6.70			$9.39			$7.71			$7.43			$8.10
Net assets - End of period(000’s omitted)		$75,861			$299,696			$478,178			$411,927			$377,770			$490,833
Total return2		11.05%			(19.30%	)		25.13%			4.55%			(3.72%	)		(7.03%	)
Ratios (to average net assets)/Supplemental Data:
Expenses*		1.10%	3		1.10%			1.10%			1.10%			1.10%			1.10%
Net investment income		1.25%	3		1.33%			0.59%			0.65%			0.96%			1.20%
Portfolio turnover		104%			129%			125%			47%			33%			22%
*The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amounts:
		0.04%	3		0.05%			0.05%			0.05%			0.03%			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. Total return would have been lower had certain expenses not been waived or reimbursed during certain periods. Periods less than one year are not annualized.

³Annualized.

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

13

International Series

Financial Highlights - Class I

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)			FOR THE YEAR ENDED
				12/31/18			12/31/17			12/31/16			12/31/15			12/31/14
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$8.74			$11.93			$9.73			$9.35			$10.10			$12.05
Income (loss) from investment operations:
Net investment income1		0.10			0.18			0.09			0.11			0.12			0.17
Net realized and unrealized gain (loss) on investments		0.89			(2.43	)		2.38			0.35			(0.49	)		(1.00	)
Total from investment operations		0.99			(2.25	)		2.47			0.46			(0.37	)		(0.83	)
Less distributions to shareholders:
From net investment income		—			(0.14	)		(0.07	)		(0.08	)		(0.09	)		(0.15	)
From net realized gain on investments		—			(0.80	)		(0.20	)		—			(0.29	)		(0.97	)
Total distributions to shareholders		—			(0.94	)		(0.27	)		(0.08	)		(0.38	)		(1.12	)
Net asset value - End of period		$9.73			$8.74			$11.93			$9.73			$9.35			$10.10
Net assets - End of period(000’s omitted)		$38,731			$45,874			$68,868			$62,513			$131,373			$126,321
Total return2		11.33%			(19.17%	)		25.50%			4.89%			(3.55%	)		(6.72%	)
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.84%	3		0.85%			0.85%			0.85%			0.85%			0.85%
Net investment income		2.11%	3		1.55%			0.85%			1.16%			1.18%			1.42%
Portfolio turnover		104%			129%			125%			47%			33%			22%
*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amounts:
		0.02%	3		0.05%			0.05%			0.05%			0.03%			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. Total return would have been lower had certain expenses not been waived or reimbursed during certain periods. Periods less than one year are not annualized.

³Annualized.

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

14

International Series

Financial Highlights - Class W

	FOR THE PERIOD 3/1/191TO 6/30/19 (UNAUDITED)
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period			$7.28
Income (loss) from investment operations:
Net investment income2			0.09
Net realized and unrealized gain (loss) on investments			0.10
Total from investment operations			0.19
Net asset value - End of period			$7.47
Net assets - End of period(000’s omitted)		$	228,075
Total return3			2.61%
Ratios (to average net assets)/Supplemental Data:
Expenses*4			0.10%
Net investment income4			3.64%
Series portfolio turnover			104%
*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amounts4 :
			0.62%

¹Commencement of operations.

²Calculated based on average shares outstanding during the period.

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

⁴Annualized.

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

15

International Series

Notes to Financial Statements

(unaudited)

1. Organization

International Series (the “Series”) is ano-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 anopen-end management investment company.

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

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The Series is authorized to issue four classes of shares (Class S, I, W and Z). Class W shares were issued on March 1, 2019. 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 total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2019, 10 billion shares have been designated in total among 34 series, of which 100 million have been designated as International Series Class I common stock, 250 million have been designated as International Series Class S common stock, 75 million have been designated as International Series Class W common stock, and 100 million have been designated as International Series Class Z common stock. Class Z common stock is not currently offered for sale.

2. Significant Accounting Policies

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

Security Valuation

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

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

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

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

16

International Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation(continued)

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.

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

The following is a summary of the valuation levels used for major security types as of June 30, 2019 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2#		LEVEL 3
Assets:
Equity Securities:
Communication Services	$	28,374,177	$	2,490,086	$	25,884,091	$	—
Consumer Discretionary		54,895,862		11,248,702		43,647,160		—
Consumer Staples		65,086,855		10,971,729		54,115,126		—
Energy		28,576,375		7,760,531		20,815,844		—
Financials		20,100,400		—		20,100,400		—
Health Care		34,449,128		3,357,325		31,091,803		—
Industrials		40,738,381		—		40,738,381		—
Information Technology		10,940,686		1,705,611		9,235,075		—
Materials		4,162,920		—		4,162,920		—
Real Estate		5,931,208		—		5,931,208		—
Utilities		6,227,558		—		6,227,558		—
Mutual funds		41,818,313		41,818,313		—		—
Total assets	$	341,301,863	$	79,352,297	$	261,949,566	$	—

^#Includes certain foreign equity securities for which a factor from a third party vendor was applied to determine the securities’ fair value following the close of local trading.

There were no Level 3 securities held by the Series as of December 31, 2018 or June 30, 2019.

Security Transactions, Investment Income and Expenses

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

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

17

International Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Transactions, Investment Income and Expenses(continued)

shareholder services fees), and realized and unrealized gains and losses are prorated among the classes based on the relative net assets of each class. Class specific expenses are directly charged to that Class.

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

Foreign Currency Translation

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

Federal Taxes

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

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2019, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2015 through December 31, 2018. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

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

Distributions of Income and Gains

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

18

International Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Indemnifications(continued)

unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

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

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.60% of the Series’ average daily net assets. Prior to March 1, 2019, the management fee for the Series was 0.75% of the Series’ average daily net assets.

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

The Fund may enter into agreements with financial intermediaries pursuant to which the Fund may pay financial intermediaries fornon-distribution relatedsub-transfer agency, administrative,sub-accounting, and other shareholder services in an annual amount not to exceed 0.15% of the average daily net assets of the Class I and Class S shares of the Series. Payments made pursuant to such agreements are generally based on the current assets and/or number of accounts of the Series attributable to the financial intermediary. Any payments made pursuant to such agreements may be in addition to, rather than in lieu of, any Distribution and Shareholder Services Fee payable under the Rule12b-1 plan of the Fund.

Prior to March 1, 2019, the Class S shares of the Series were subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Fund’s Board. The shareholder services fee was 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 paid 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 had a Shareholder Services Agreement with the Advisor, for which the Advisor received the shareholder services fee as stated above.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. Effective March 1, 2019, the Series compensates the distributor for distributing and servicing the Series’ Class S shares pursuant to a distribution plan adopted under Rule12b-1 of the 1940 Act, regardless of expenses actually incurred. Under the agreement, the Series pays distribution and service fees to the distributor at an annual rate of 0.25% of average daily net assets attributable to Class S shares. There are no distribution and service fees on the Class I, Class W or Class Z shares. The fees are accrued daily and paid monthly.

Pursuant to a master services agreement dated March 1, 2017, as amended, 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 Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Income Series);

19

International Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

and 0.0065% of average daily net assets in excess of $40 billion (excluding Target Series and Income Series); plus a base fee of $30,400 per series. Additionally, certain transaction andout-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 assub-accountant services agent.

Effective March 1, 2019, the Advisor has contractually agreed to waive the management fee for the Class W shares. The full management fee will be waived under this agreement because Class W shares are only available to discretionary investment accounts and other accounts managed by the Advisor. These clients pay a management fee to the advisor that is separate from the fund’s expenses. In addition, pursuant to a separate expense limitation agreement, the Advisor has contractually agreed to limit its fees and reimburse expenses to the extent necessary so that the total direct annual fund operating expenses, exclusive of the shareholder services fee and/or distribution and service(12b-1) fees and waived Class W management fees (collectively, “excluded expenses”), to 0.85% of the average daily net assets of the Class S and Class I shares, 0.10% of the average daily net assets of the Class W shares, and 0.70% of the average daily net assets of the Class Z shares. These contractual waivers are expected to continue indefinitely, and may not be amended or terminated by the Advisor without the approval of the Series’ Board of Directors. The Advisor may receive from a Class the difference between the Class’s total direct annual fund operating expenses, not including excluded expenses, and the Class’s contractual expense limit to recoup all or a portion of its prior fee waivers (other than Class W management fee waivers) or expense reimbursements made during the rolling three-year period preceding the recoupment if at any point the total direct annual fund operating expenses, not including excluded expenses, are below the contractual expense limit (a) at the time of the fee waiver and/or expense reimbursement and (b) at the time of the recoupment.

Pursuant to the advisory fee waiver, the Advisor waived $448,868 in management fees for Class W for the six month period ended June 30, 2019. In addition, pursuant to the separate expense limitation agreement, the Advisor waived or reimbursed expenses of $31,824, $4,068 and $18,104 for Class S, Class I and Class W, respectively, for the six month period ended June 30, 2019. These amounts are included as a reduction of expenses on the Statement of Operations. At June 30, 2019, the Advisor is eligible to recoup $21,963. For the six month period ended June 30, 2019, the Advisor did not recoup any expenses that have been previously waived or reimbursed.

4. Purchases and Sales of Securities

For the six months ended June 30, 2019, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $342,521,866 and $387,521,479, respectively. There were no purchases or sales of U.S. Government securities.

5. Capital Stock Transactions

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

CLASS S	FOR THE SIX MONTHS ENDED 6/30/19						FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		665,106		$	4,701,990			2,636,028		$	22,462,376
Reinvested		—			—			5,193,912			36,995,022
Repurchased		(35,237,590	)		(256,650,624	)		(13,970,413	)		(124,351,848	)
Total		(34,572,484	)	$	(251,948,634	)		(6,140,473	)	$	(64,894,450	)

20

International Series

Notes to Financial Statements (continued)

(unaudited)

5. Capital Stock Transactions (continued)

CLASS I	FOR THE SIX MONTHS ENDED 6/30/19						FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		234,937		$	2,213,290			835,446		$	9,687,732
Reinvested		—			—			502,334			4,639,530
Repurchased		(1,502,732	)		(14,098,825	)		(1,860,572	)		(21,473,792	)
Total		(1,267,795	)	$	(11,885,535	)		(522,792	)	$	(7,146,530	)
CLASS W	FOR THE PERIOD 3/01/19 (COMMENCEMENT OF OPERATIONS) TO 6/30/19
	SHARES			AMOUNT
Sold		33,440,434		$	243,896,521
Reinvested		—			—
Repurchased		(2,896,992	)		(21,221,136	)
Total		30,543,442		$	222,675,385

Approximately 67% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion.

6. Line of Credit

The Fund has entered into a364-day, $25 million credit agreement (the “line of credit”) with Bank of New York Mellon. Each series of the Fund may borrow under the line of credit for temporary or emergency purposes, including funding shareholder redemptions and other short-term liquidity purposes. The Fund pays an annual fee on the unused commitment amount, payable quarterly, and is allocated among all the series of the Fund and included in miscellaneous expenses in the Statement of Operations for each series. The line of credit expires in August 2019 unless extended or renewed. During the six months ended June 30, 2019, the Series did not borrow under the line of credit.

7. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2019.

8. Foreign Securities

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

21

International Series

Notes to Financial Statements (continued)

(unaudited)

9. Federal Income Tax Information

The amount and characterization of certain income and capital gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. The Series may periodically make reclassifications among its capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations without impacting the Series’ net asset value.

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2018 were as follows:

Ordinary income	$	11,093,450
Long-term capital gains	$	31,377,589

At June 30, 2019, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized appreciation were as follows:

Cost for federal income tax purposes	$	329,859,717
Unrealized appreciation		21,212,465
Unrealized depreciation		(9,770,319	)
Net unrealized appreciation	$	11,442,146

22

International Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

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

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

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent12-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 FormN-PORT, 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)

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 availableon-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 haveon-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 selectE-Delivery Option. Should you have any questions on either how to establishon-line access or how to update your account settings, please contact Investor Services at1-800-466-3863.

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

MNINT-6/19-SAR

www.manning-napier.com

  Manning & Napier Fund, Inc.

  Diversified Tax Exempt Series

Beginning on February 25, 2021, as permitted by Securities and Exchange Commission regulations, paper copies of the Series’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary or, if you are a direct investor, by visiting www.manning-napier.com or calling1-800-466-3863.

You may elect to receive all future annual and semi-annual reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can inform the Fund that you wish to continue receiving paper copies of your shareholder reports by visiting www.manning-napier.com or calling1-800-466-3863. Your election to receive reports in paper will apply to all funds held with your financial intermediary if you invest through a financial intermediary or all series of the Fund if you invest directly with the Fund.

Diversified Tax Exempt 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 in each class at the beginning of the period and held for the entire period (January 1, 2019 to June 30, 2019).

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.

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   1/1/191		ENDING   ACCOUNT                    VALUE   6/30/19		EXPENSES PAID       DURING PERIOD        1/1/19-6/30/192		ANNUALIZED   EXPENSE RATIO
Class A
Actual		$1,000.00		$1,035.50		$2.93		0.58%
Hypothetical (5% return before expenses)		$1,000.00		$1,021.92		$2.91		0.58%
Class W
Actual		$1,000.00		$1,027.50		$0.30		0.09%
Hypothetical (5% return before expenses)		$1,000.00		$1,016.28		$0.30		0.09%

¹Class W inception date was March 1, 2019.

²Expenses are equal to each Class’ annualized expense ratio (for thesix-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect theone-half year period) (except for the Series’ Class W Actual and Hypothetical return information, which reflects the 122 day period ended June 30, 2019 due to its inception date of March 1, 2019). The Class’ total return would have been lower had certain expenses not been waived or reimbursed during the period.

1

Diversified Tax Exempt Series

Portfolio Composition as of June 30, 2019

(unaudited)

Top Ten States2
New York	14.9%	Oregon	5.0%
Florida	8.4%	Arizona	4.8%
Ohio	6.5%	Massachusetts	4.8%
Texas	6.4%	District of Columbia	3.6%
Washington	5.4%	North Carolina	3.5%
2As a percentage of total investments.

2

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE             (NOTE 2)
MUNICIPAL BONDS - 97.7%
ALASKA - 0.2%
Alaska Municipal Bond Bank Authority, Series 2, Revenue Bond		5.000%		9/1/2022		A1	$	500,000	$	546,025
ARIZONA - 4.8%
Maricopa County Unified School District No.89-Dysart, G.O. Bond		5.000%		7/1/2026		A2		1,000,000		1,160,360
Mesa, Multiple Utility Impt., Revenue Bond		5.000%		7/1/2023		Aa2		1,050,000		1,199,646
Mesa, Multiple Utility Impt., Revenue Bond		5.000%		7/1/2024		Aa2		1,200,000		1,408,164
Mesa, Multiple Utility Impt., Revenue Bond		3.000%		7/1/2039		Aa2		1,525,000		1,537,825
Pima County Sewer System, Series B, Revenue Bond		5.000%		7/1/2020		AA2		1,400,000		1,451,436
Pima County, Public Impt., Series A, G.O. Bond		4.000%		7/1/2028		AA2		2,045,000		2,220,461
Salt River Project Agricultural Impt. & Power District, Series B, Revenue Bond		5.000%		12/1/2020		Aa1		400,000		420,896
Tucson Water System Revenue, Water Utility Impt., Revenue Bond		5.000%		7/1/2021		Aa2		1,000,000		1,073,540
Tucson Water System Revenue, Water Utility Impt., Revenue Bond		5.000%		7/1/2030		Aa2		1,575,000		1,947,046
Yavapai County Industrial Development Authority, Northern Arizona Healthcare System, Revenue Bond		5.000%		10/1/2020		AA2		460,000		481,040
										12,900,414
ARKANSAS - 0.4%
Beaver Water of Benton & Washington Counties, Revenue Bond		4.000%		11/15/2021		AA2		1,000,000		1,036,380
COLORADO - 3.3%
Aurora Water, Green Bond, Revenue Bond		4.000%		8/1/2046		AA2		2,000,000		2,157,500
Boulder County, Series A, Revenue Bond		5.000%		7/15/2026		AA2		1,000,000		1,233,890
Boulder Water & Sewer, Revenue Bond		5.000%		12/1/2019		Aa1		1,500,000		1,523,190
Colorado Springs Utilities System, SeriesC-1, Revenue Bond		5.000%		11/15/2019		Aa2		2,435,000		2,468,700
Denver Wastewater Management Division Department of Public Works, Revenue Bond		4.000%		11/1/2020		Aa1		1,500,000		1,553,835
										8,937,115
DISTRICT OF COLUMBIA - 3.6%
District of Columbia Water & Sewer Authority, Series B, Revenue Bond		5.000%		10/1/2036		Aa2		900,000		1,054,908

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

3

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY     DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT			VALUE (NOTE 2)
MUNICIPAL BONDS(continued)
DISTRICT OF COLUMBIA(continued)
District of Columbia Water & Sewer Authority, Series C, Revenue Bond		5.000%		10/1/2022		Aa2		$	1,000,000		$	1,117,430
District of Columbia, Public Impt., Series A, G.O. Bond		4.000%		10/15/2044		Aaa			2,750,000			3,049,668
District of Columbia, Public Impt., Series C, Revenue Bond		5.000%		12/1/2021		Aa1			2,120,000			2,306,284
District of Columbia, Public Impt., Series D, G.O. Bond		5.000%		6/1/2026		Aaa			750,000			921,735
District of Columbia, Public Impt., Series D, G.O. Bond		5.000%		6/1/2035		Aaa			1,000,000			1,211,930
												9,661,955
FLORIDA - 8.4%
Daytona Beach Utility System, Water Utility Impt., Revenue Bond, AGM		5.000%		11/1/2019		A1			1,010,000			1,022,059
Florida State, G.O. Bond		3.500%		7/1/2046		Aaa			2,000,000			2,088,560
Florida State, Public Impt., Series B, G.O. Bond		4.000%		7/1/2048		Aaa			2,000,000			2,186,340
Fort Lauderdale, Water & Sewer, Revenue Bond		5.000%		9/1/2020		Aa1			1,545,000			1,611,528
Fort Myers Utility System, Utility Impt., Revenue Bond		5.000%		10/1/2019		Aa3			785,000			792,144
JEA Electric System, Series B, Revenue Bond		5.000%		10/1/2019		A3			2,000,000			2,016,300
JEA Electric System, Swap Termination, Series B, Revenue Bond		5.000%		10/1/2019		A3			1,500,000			1,512,225
Miami Beach, Water & Sewer, Revenue Bond		5.000%		9/1/2047		Aa3			1,400,000			1,651,972
Miami-Dade County, Water & Sewer, Revenue Bond		5.000%		10/1/2023		Aa3			2,000,000			2,298,160
Miami-Dade County, Water & Sewer, Revenue Bond		4.000%		10/1/2048		Aa3			2,000,000			2,184,900
Miami-Dade County, Water & Sewer, Series B, Revenue Bond, AGM		5.250%		10/1/2019		Aa3			500,000			504,795
Okaloosa County, Water & Sewer, Revenue Bond		5.000%		7/1/2023		Aa3			2,065,000			2,348,917
Orlando-Orange County Expressway Authority, Revenue Bond		5.000%		7/1/2019		A1			500,000			500,000
Orlando-Orange County Expressway Authority, Swap Termination, Series B, Revenue Bond		5.000%		7/1/2020		A1			1,165,000			1,207,686
Port St. Lucie Utility System, Water Utility Impt., Revenue Bond, NATL		5.250%		9/1/2023		A1			500,000			571,010
												22,496,596
GEORGIA - 1.2%
Atlanta, Water & Wastewater, Series B, Revenue Bond		5.000%		11/1/2019		Aa2			1,160,000			1,174,280
DeKalb County, Water & Sewerage, Revenue Bond		5.000%		10/1/2019		Aa3			500,000			504,565

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

4

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY     DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT			VALUE (NOTE 2)
MUNICIPAL BONDS(continued)
GEORGIA(continued)
Municipal Electric Authority of Georgia, Series A, Revenue Bond		5.000%		11/1/2019		A1		$	485,000		$	490,597
Municipal Electric Authority of Georgia, Series A, Revenue Bond		5.000%		11/1/2020		A1			1,000,000			1,046,590
												3,216,032
HAWAII- 1.5%
Honolulu County Wastewater System, Series B, Revenue Bond		5.000%		7/1/2027		Aa2			1,580,000			1,940,904
Honolulu County Wastewater System, Sewer Impt., Series A, Revenue Bond		5.000%		7/1/2023		Aa3			1,750,000			1,994,265
												3,935,169
ILLINOIS - 1.7%
Aurora, Waterworks & Sewerage, Series B, Revenue Bond		3.000%		12/1/2022		AA2			500,000			520,625
Aurora, Waterworks & Sewerage, Series B, Revenue Bond		3.000%		12/1/2023		AA2			625,000			655,906
Illinois Municipal Electric Agency, Series A, Revenue Bond		5.000%		2/1/2025		A1			2,000,000			2,343,700
Illinois State Toll Highway Authority, Series A, Revenue Bond		5.000%		12/1/2019		A1			1,000,000			1,014,620
												4,534,851
INDIANA - 0.6%
Fort Wayne Waterworks, Water Utility Impt., Revenue Bond		2.000%		12/1/2020		Aa3			745,000			750,707
Indiana Municipal Power Agency, Series A, Revenue Bond		4.000%		1/1/2020		A1			750,000			759,968
												1,510,675
IOWA - 0.9%
Cedar Falls, Electric Utility, Revenue Bond		5.000%		12/1/2023		Aa2			2,000,000			2,306,320
KANSAS - 1.1%
Kansas Development Finance Authority, Prerefunded Balance, Revenue Bond		5.000%		11/15/2020		WR3			20,000			20,256
Kansas Development Finance Authority, Unrefunded Balance, Revenue Bond		5.000%		11/15/2020		Aa2			480,000			486,480
Topeka Combined Utility, Series A, Revenue Bond		4.000%		8/1/2019		Aa3			845,000			846,825

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

5

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY     DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT			VALUE (NOTE 2)
MUNICIPAL BONDS(continued)
KANSAS(continued)
Wyandotte County-Kansas City Unified Government Utility System, Water Utility Impt., Series A, Revenue Bond		5.000%		9/1/2020		A2		$	1,495,000		$	1,556,534
												2,910,095
KENTUCKY - 0.6%
Kentucky Turnpike Authority, Series A, Revenue Bond		5.000%		7/1/2019		Aa3			500,000			500,000
Louisville & Jefferson County, Sewer Impt., Series A, Revenue Bond		5.000%		5/15/2024		Aa3			1,070,000			1,250,102
												1,750,102
LOUISIANA - 1.4%
Lafayette Utilities, Water & Sewer Impt., Revenue Bond		5.000%		11/1/2019		A1			990,000			1,001,751
New Orleans, Sewer Impt., Revenue Bond		5.000%		6/1/2021		A2			600,000			637,938
New Orleans, Water Utility Impt., Revenue Bond		5.000%		12/1/2020		A2			1,700,000			1,782,909
Shreveport, Water & Sewer, Series B, Revenue Bond, AGM		3.000%		12/1/2022		A2			300,000			314,409
												3,737,007
MAINE - 0.8%
Maine Municipal Bond Bank, Various Purposes Impt., Series E, Revenue Bond		4.000%		11/1/2021		Aa2			570,000			605,215
Maine, Public Impt., Series B, G.O. Bond		5.000%		6/1/2021		Aa2			1,355,000			1,450,257
												2,055,472
MARYLAND - 3.4%
Baltimore, Sewer Impt., Series A, Revenue Bond		4.000%		7/1/2044		Aa2			2,000,000			2,195,080
Baltimore, Sewer Impt., Series C, Revenue Bond		5.000%		7/1/2026		Aa2			815,000			1,002,939
Baltimore, Water Utility Impt., Series C, Revenue Bond		4.000%		7/1/2036		A1			765,000			848,951
Baltimore, Water Utility Impt., Series C, Revenue Bond		4.000%		7/1/2037		A1			555,000			613,408
Maryland Health & Higher Educational Facilities
Authority, Revenue Bond		5.000%		7/1/2019		A2			500,000			500,000
Maryland, Series2-C, G.O. Bond		5.000%		8/1/2021		Aaa			1,000,000			1,076,200
Montgomery County, Public Impt., Series A, G.O. Bond		5.000%		11/1/2032		Aaa			2,365,000			2,980,397
												9,216,975

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

6

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY     DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT			VALUE (NOTE 2)
MUNICIPAL BONDS(continued)
MASSACHUSETTS - 4.7%
Boston, Public Impt., Series A, G.O. Bond		5.000%		5/1/2037		Aaa		$	5,000,000		$	6,190,950
Commonwealth of Massachusetts, Series C, G.O. Bond		3.625%		10/1/2040		Aa1			3,000,000			3,034,320
Massachusetts Water Resources Authority, Series B, Revenue Bond, AGM		5.250%		8/1/2032		Aa1			970,000			1,324,855
North Reading, School Impt., G.O. Bond		5.000%		5/15/2035		Aa2			2,000,000			2,189,000
												12,739,125
MICHIGAN - 0.7%
Ann Arbor Sewage Disposal System, Revenue Bond		3.000%		7/1/2020		AA2			1,000,000			1,017,090
Ann Arbor Sewage Disposal System, Revenue Bond		2.000%		7/1/2027		AA2			820,000			827,306
												1,844,396
MINNESOTA - 0.9%
Minnesota State, Series D, G.O. Bond		5.000%		8/1/2024		Aa1			2,000,000			2,359,580
MISSOURI - 1.5%
Kansas City, Sanitary Sewer System, Sewer Impt., Series A, Revenue Bond		4.000%		1/1/2025		Aa2			750,000			850,725
Metropolitan St Louis Sewer District, Sewer Impt., Series C, Revenue Bond		4.000%		5/1/2041		Aa1			2,000,000			2,173,300
Missouri Housing Development Commission, Series A, Revenue Bond		1.600%		11/1/2019		AA2			210,000			210,191
Missouri State Health & Educational Facilities Authority, Revenue Bond		5.000%		1/1/2020		Aa2			725,000			738,398
												3,972,614
NEBRASKA - 1.6%
Lincoln Electric System, Revenue Bond		5.000%		9/1/2021		AA2			2,000,000			2,158,360
Nebraska Public Power District, Series B, Revenue Bond		5.000%		1/1/2020		A1			1,000,000			1,018,080
Omaha Public Power District, Series A, Revenue Bond		5.000%		2/1/2031		Aa2			900,000			1,117,413
												4,293,853
NEVADA - 0.5%
Clark County, Stadium Impt., Series A, G.O. Bond		5.000%		6/1/2036		Aa1			1,155,000			1,412,923

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

7

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY     DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT			VALUE (NOTE 2)
MUNICIPAL BONDS(continued)
NEW HAMPSHIRE - 1.0%
New Hampshire State Turnpike System, Series B, Revenue Bond		5.000%		2/1/2020		A1		$	2,575,000		$	2,629,152
NEW JERSEY - 0.2%
New Jersey State Turnpike Authority, Unrefunded Balance, Series H, Revenue Bond		5.000%		1/1/2020		A2			560,000			561,518
NEW MEXICO - 1.4%
Albuquerque Bernalillo County Water Utility Authority, Water Utility Impt., Revenue Bond		5.000%		7/1/2022		Aa2			1,250,000			1,385,625
Albuquerque Bernalillo County Water Utility Authority, Water Utility Impt., Revenue Bond		5.000%		7/1/2023		Aa2			2,000,000			2,283,360
												3,668,985
NEW YORK - 14.8%
Metropolitan Transportation Authority, Series F, Revenue Bond		5.000%		11/15/2019		A1			1,315,000			1,332,845
New York City Transitional Finance Authority, Future Tax Secured, Public Impt., SubseriesC-2, Revenue Bond		5.000%		5/1/2037		Aa1			2,740,000			3,328,442
New York City Transitional Finance Authority, Future Tax Secured, Public Impt., SubseriesF-3, Revenue Bond		3.000%		2/1/2037		Aa1			3,000,000			3,038,250
New York City Water & Sewer System, Series EE, Revenue Bond		5.000%		6/15/2040		Aa1			3,500,000			4,202,065
New York City Water & Sewer System, Water Utility Impt., Series DD, Revenue Bond		5.000%		6/15/2047		Aa1			3,000,000			3,538,260
New York City, Public Impt., Subseries D1, G.O. Bond		4.000%		12/1/2042		Aa1			1,255,000			1,401,446
New York City, Series 1, G.O. Bond		5.000%		8/1/2020		Aa1			1,000,000			1,040,550
New York City, Series 1, G.O. Bond		5.000%		8/1/2023		Aa1			2,000,000			2,291,460
New York City, Series A, G.O. Bond		5.000%		8/1/2023		Aa1			2,000,000			2,291,460
New York State Dormitory Authority, School Impt., Series A, Revenue Bond		4.000%		3/15/2048		Aa1			3,000,000			3,286,440
New York State Dormitory Authority, School Impt., Series E, Revenue Bond		5.000%		3/15/2048		Aa1			3,000,000			3,600,870
New York State Dormitory Authority, School Impt., Series E, Revenue Bond, AGM		5.000%		10/1/2025		A2			860,000			988,974
New York State Dormitory Authority, Series 1, Revenue Bond		4.000%		7/1/2020		Aa3			420,000			432,088
New York State Dormitory Authority, Series A, Revenue Bond		5.000%		2/15/2028		Aa1			2,950,000			3,415,658

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

8

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY     DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE (NOTE 2)
MUNICIPAL BONDS(continued)
NEW YORK(continued)
New York State Urban Development Corp., Highway Impt., Series C, Revenue Bond		5.000%		3/15/2024		Aa1	$	765,000	$	865,544
Triborough Bridge & Tunnel Authority, Series B, Revenue Bond		4.000%		11/15/2019		Aa3		725,000		732,721
Triborough Bridge & Tunnel Authority, Series B, Revenue Bond		5.000%		11/15/2020		Aa3		920,000		968,622
Triborough Bridge & Tunnel Authority, Subseries A, Revenue Bond		5.000%		11/15/2023		A1		2,805,000		3,193,408
										39,949,103
NORTH CAROLINA - 3.5%
Charlotte, Water & Sewer System, Revenue Bond		5.000%		12/1/2020		Aaa		1,400,000		1,473,332
Charlotte, Water & Sewer System, Revenue Bond		4.000%		7/1/2047		Aaa		2,000,000		2,202,940
North Carolina Medical Care Commission, Moses Cone Health System, Revenue Bond		5.000%		10/1/2020		AA2		580,000		606,599
North Carolina Municipal Power Agency No. 1, Series A, Revenue Bond		5.000%		1/1/2020		A2		400,000		407,172
North Carolina Municipal Power Agency No. 1, Series A, Revenue Bond		5.000%		1/1/2024		A2		3,000,000		3,470,460
North Carolina, Series C, G.O. Bond		5.000%		5/1/2021		Aaa		1,200,000		1,281,168
										9,441,671
OHIO - 6.5%
American Municipal Power, Inc., Fremont Energy Center Project, Prerefunded Balance, Series B, Revenue Bond		5.000%		2/15/2023		A1		1,895,000		2,071,368
Cincinnati Water System, Series B, Revenue Bond		5.000%		12/1/2026		Aaa		500,000		622,785
Cincinnati Water System, Series C, Revenue Bond		5.000%		12/1/2025		Aaa		1,000,000		1,217,280
Columbus, Sewer Impt., Revenue Bond		5.000%		6/1/2026		Aa1		520,000		615,456
Hamilton Wastewater System, Sewer Impt., Revenue Bond, BAM		4.000%		10/1/2041		A1		1,235,000		1,349,163
Northeast Ohio Regional Sewer District, Sewer Impt., Revenue Bond		4.000%		11/15/2043		Aa1		1,565,000		1,725,209
Ohio State Turnpike Commission, Series A, Revenue Bond		5.250%		2/15/2027		Aa2		600,000		756,420
Ohio State, Public Impt., Series B, G.O. Bond		3.000%		9/1/2021		Aa1		2,000,000		2,072,840
Ohio State, School Impt., Prerefunded Balance, Series B, G.O. Bond		5.000%		6/15/2024		Aa1		4,200,000		4,652,592
Toledo Water System, Water Utility Impt., Revenue Bond		5.000%		11/15/2019		Aa3		1,010,000		1,023,786
Toledo Water System, Water Utility Impt., Series A, Revenue Bond		5.000%		11/15/2022		Aa3		610,000		660,551

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

9

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY     DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT			VALUE (NOTE 2)
MUNICIPAL BONDS(continued)
OHIO(continued)
Toledo, Capital Impt., G.O. Bond		5.000%		12/1/2020		A2		$	610,000		$	640,628
												17,408,078
OKLAHOMA - 1.8%
Oklahoma Turnpike Authority, Series A, Revenue Bond		5.000%		1/1/2020		Aa3			2,750,000			2,800,682
Oklahoma Turnpike Authority, Series A, Revenue Bond		5.000%		1/1/2022		Aa3			2,000,000			2,111,740
												4,912,422
OREGON - 5.0%
Bend, Water Utility Impt., Revenue Bond		5.000%		12/1/2030		Aa2			1,435,000			1,731,414
Clackamas County Service District No. 1, Sewer Impt., Revenue Bond		2.000%		12/1/2029		AAA2			1,000,000			985,050
Medford Hospital Facilities Authority, Asante Health System, Revenue Bond, AGM		5.000%		8/15/2019		AA2			440,000			441,962
Oregon State Housing & Community Services Department, Series A, Revenue Bond		1.950%		7/1/2020		Aa2			225,000			226,154
Oregon, Correctional Facility Impt., Series A, G.O. Bond		5.000%		5/1/2043		Aa1			2,500,000			3,021,275
Portland Building Project, Series B, G.O. Bond		5.000%		6/15/2038		Aaa			4,000,000			4,919,800
Portland Sewer System, Series B, Revenue Bond		2.125%		6/15/2030		Aa2			1,000,000			1,004,850
Washington County Clean Water Services, Sewer Impt., Series B, Revenue Bond		5.000%		10/1/2021		Aa1			1,015,000			1,098,392
												13,428,897
PENNSYLVANIA - 2.6%
Allegheny County Hospital Development Authority, University of Pittsburgh Medical Center, Prerefunded Balance, Revenue Bond		5.000%		8/15/2019		A1			640,000			642,803
Allegheny County Sanitary Authority, Sewer Impt., Revenue Bond, AGM		5.000%		12/1/2019		A1			1,500,000			1,522,500
Allegheny County Sanitary Authority, Sewer Impt., Revenue Bond, AGM		4.000%		12/1/2035		A1			1,200,000			1,326,840
North Wales Water Authority, Series A, Revenue Bond		5.000%		11/1/2020		AA2			1,000,000			1,049,310
Pennsylvania Turnpike Commission, Highway Impt., SeriesA-1, Revenue Bond		5.000%		12/1/2023		A1			1,200,000			1,382,124
Pennsylvania Turnpike Commission, Series B, Revenue Bond		5.000%		12/1/2020		A1			1,000,000			1,015,210
												6,938,787

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

10

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY     DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT			VALUE (NOTE 2)
MUNICIPAL BONDS(continued)
SOUTH CAROLINA - 0.4%
Charleston, Waterworks & Sewer System, Prerefunded Balance, Revenue Bond		5.000%		1/1/2022		Aaa		$	530,000		$	559,309
Greenwood Metropolitan District, Sewer Impt., Revenue Bond		5.000%		10/1/2026		Aa3			500,000			613,610
												1,172,919
TENNESSEE - 1.9%
Knoxville Electric System Revenue, Electric Light & Power Impt., Series II, Revenue Bond		3.000%		7/1/2028		Aa2			1,090,000			1,154,899
Knoxville Electric System Revenue, Series FF, Revenue Bond		5.000%		7/1/2023		Aa2			800,000			885,560
Knoxville Electric System Revenue, Series FF, Revenue Bond		5.000%		7/1/2025		Aa2			705,000			778,863
Knoxville Wastewater System, Series A, Revenue Bond		4.000%		4/1/2020		Aa2			685,000			698,906
Knoxville Wastewater System, Sewer Impt., Series B, Revenue Bond		4.000%		4/1/2024		Aa2			400,000			428,404
Memphis, Public Impt., G.O. Bond		4.000%		6/1/2044		Aa2			1,095,000			1,179,206
												5,125,838
TEXAS - 6.3%
Austin Electric Utility, Revenue Bond		5.000%		11/15/2020		Aa3			1,600,000			1,680,064
Austin Electric Utility, Series A, Revenue Bond		5.000%		11/15/2022		Aa3			500,000			558,530
Fort Worth Water & Sewer System, Revenue Bond		5.000%		2/15/2020		Aa1			550,000			562,540
Fort Worth Water & Sewer System, Water Utility Impt., Revenue Bond		4.000%		2/15/2043		Aa1			2,000,000			2,182,700
Harris County Cultural Education Facilities Finance Corp., Revenue Bond		4.000%		12/1/2019		A1			500,000			505,195
Harris County, Senior Lien, Toll Road Impt., Series B, Revenue Bond		5.000%		8/15/2023		Aa2			600,000			685,110
Houston Combined Utility System, Series D, Revenue Bond		5.000%		11/15/2043		Aa2			2,000,000			2,418,200
Metropolitan Transit Authority of Harris County, Transit Impt., Prerefunded Balance, Revenue Bond		5.000%		11/1/2019		Aa2			845,000			855,402
North Texas Municipal Water District, Sewer Impt., Revenue Bond		3.500%		6/1/2035		Aa2			1,000,000			1,042,810
North Texas Municipal Water District, Water Utility Impt., Revenue Bond		5.000%		9/1/2023		Aa2			2,535,000			2,903,741
North Texas Tollway Authority, Series A, Revenue Bond		5.000%		1/1/2026		A1			500,000			573,150

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

11

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

					CREDIT
	COUPON		MATURITY		RATING1		PRINCIPAL		VALUE
	RATE		DATE		(UNAUDITED)		AMOUNT		(NOTE 2)
MUNICIPAL BONDS(continued)
TEXAS(continued)
San Antonio Water System, Junior Lien, Series A, Revenue Bond		5.000%		5/15/2026		Aa2	$	500,000	$	610,200
Trinity River Authority Central Regional Wastewater System Revenue, Revenue Bond		5.000%		8/1/2024		AAA2		2,200,000		2,518,714
										17,096,356
UTAH - 0.2%
Central Utah Water Conservancy District, Series B, Revenue Bond		5.000%		10/1/2025		AA2		500,000		605,490
VIRGINIA - 1.4%
Norfolk Water & Sewer System, Revenue Bond		5.000%		11/1/2029		AA2		2,000,000		2,515,280
Virginia Resources Authority, Sewer Impt., Series B, Revenue Bond		5.000%		10/1/2019		Aaa		1,290,000		1,301,932
										3,817,212
WASHINGTON - 5.4%
Everett Water & Sewer, Revenue Bond		5.000%		12/1/2020		AA2		1,330,000		1,399,479
King County, Series E, G.O. Bond		5.000%		6/1/2022		Aaa		2,000,000		2,211,740
King County, Water & Sewer, Revenue Bond		4.000%		7/1/2045		Aa1		2,000,000		2,131,920
King County, Water & Sewer, Series B, Revenue Bond		5.000%		1/1/2020		Aa1		750,000		763,860
Seattle, Drainage & Wastewater, Sewer Impt., Revenue Bond		5.000%		9/1/2021		Aa1		2,000,000		2,158,360
Seattle, Drainage & Wastewater, Sewer Impt., Revenue Bond		4.000%		4/1/2034		Aa1		2,435,000		2,688,289
Tacoma, Sewer Impt., Revenue Bond		4.000%		12/1/2019		Aa2		1,095,000		1,107,384
Washington State, Series2011-A, G.O. Bond		5.000%		1/1/2020		Aa1		2,000,000		2,036,860
										14,497,892
WISCONSIN - 1.5%
Milwaukee Sewerage System, Sewer Impt., Series S1, Revenue Bond		5.000%		6/1/2021		Aa3		470,000		502,764
Milwaukee Sewerage System, Sewer Impt., Series S7, Revenue Bond		3.000%		6/1/2031		A2		1,000,000		1,027,730
Wisconsin Health & Educational Facilities Authority, ProHealth Care, Inc., Revenue Bond		3.000%		8/15/2019		A1		510,000		510,984

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

12

Diversified Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

					CREDIT		PRINCIPAL
	COUPON		MATURITY		RATING1		AMOUNT/		VALUE
	RATE		DATE		(UNAUDITED)		SHARES		(NOTE 2)
MUNICIPAL BONDS(continued)
WISCONSIN(continued)
WPPI Energy, Series A, Revenue Bond		5.000%		7/1/2020		A1	$	2,000,000	$	2,071,660
										4,113,138
TOTAL MUNICIPAL BONDS
(Identified Cost $256,438,999)										262,741,132
U.S. GOVERNMENT AGENCIES - 0.4%
Other Agencies - 0.4%
Freddie Mac Multifamily ML Certificates, Series 2019-ML05, Class ACA		3.35%		11/25/2033				499,286		529,048
Freddie Mac Multifamily ML Certificates, Series 2019-ML05, Class AUS		3.40%		1/25/2036				498,559		528,279
TOTAL U.S. GOVERNMENT AGENCIES
(Identified Cost $1,014,572)										1,057,327
SHORT-TERM INVESTMENT - 1.3%
Dreyfus Government Cash Management, Institutional Shares (Identified Cost $3,581,330)		2.25%4						3,581,330		3,581,330
TOTAL INVESTMENTS - 99.4%
(Identified Cost $261,034,901)										267,379,789
OTHER ASSETS, LESS LIABILITIES - 0.6%										1,690,822
NET ASSETS - 100%									$	269,070,611

KEY:

G.O. Bond - General Obligation Bond

Impt. - Improvement

No. - Number

Scheduled principal and interest payments are guaranteed by:

AGM (Assurance Guaranty Municipal Corp.)

BAM (Build America Mutual Assurance Co.)

NATL (National Public Finance Guarantee Corp.)

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

¹Credit ratings from Moody’s (unaudited).

²Credit ratings from S&P (unaudited).

³Credit rating has been withdrawn. As of June 30, 2019, there is no rating available (unaudited).

⁴Rate shown is the current yield as of June 30, 2019.

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

13

Diversified Tax Exempt Series

Statement of Assets and Liabilities

June 30, 2019 (unaudited)

ASSETS:
Investments, at value (identified cost $261,034,901) (Note 2)	$	267,379,789
Interest receivable		3,005,265
Receivable for fund shares sold		171,397
Receivable for securities sold		5,013
Prepaid expenses		16,734
TOTAL ASSETS		270,578,198
LIABILITIES:
Accrued fund accounting and administration fees (Note 3)		15,881
Accrued management fees (Note 3)		2,182
Accrued Chief Compliance Officer service fees (Note 3)		546
Payable for securities purchased		1,463,786
Other payables and accrued expenses		25,192
TOTAL LIABILITIES		1,507,587
TOTAL NET ASSETS	$	269,070,611
NET ASSETS CONSIST OF:
Capital stock	$	239,799
Additionalpaid-in-capital		261,963,248
Total distributable earnings (loss)		6,867,564
TOTAL NET ASSETS	$	269,070,611
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class A($5,280,359/470,910shares)	$	11.21
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class W($263,790,252/23,508,978 shares)	$	11.22

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

14

Diversified Tax Exempt Series

Statement of Operations

For the Six Months Ended June 30, 2019 (unaudited)

INVESTMENT INCOME:
Interest	$	3,053,717
Dividends		83,697
Total Investment Income		3,137,414
EXPENSES:
Management fees (Note 3)		713,045
Fund accounting and administration fees (Note 3)		49,857
Directors’ fees (Note 3)		12,342
Chief Compliance Officer service fees (Note 3)		2,027
Custodian fees		5,505
Miscellaneous		52,371
Total Expenses		835,147
Less reduction of expenses (Note 3)		(448,325	)
Net Expenses		386,822
NET INVESTMENT INCOME		2,750,592
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on investments		808,475
Net change in unrealized appreciation (depreciation) on investments		7,117,260
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS		7,925,735
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	10,676,327

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

15

Diversified Tax Exempt Series

Statements of Changes in Net Assets

		FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)				FOR THE YEAR ENDED 12/31/18
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income			$	2,750,592			$	3,916,840
Net realized gain (loss) on investments				808,475				(297,506	)
Net change in unrealized appreciation (depreciation) on investments	��			7,117,260				(1,870,441	)
Net increase from operations				10,676,327				1,748,893
DISTRIBUTIONS TO SHAREHOLDERS (Note 8):
Class A				(164,751	)			(3,880,794	)
Class W				(2,132,853	)			—
Total distributions to shareholders				(2,297,604	)			(3,880,794	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase (decrease) from capital share transactions (Note 5)				(37,121,708	)			21,616,363
Net increase (decrease) in net assets				(28,742,985	)			19,484,462
NET ASSETS:
Beginning of period				297,813,596				278,329,134
End of period			$	269,070,611			$	297,813,596

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

16

Diversified Tax Exempt Series

Financial Highlights - Class A

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)			FOR THE YEAR ENDED
				12/31/18			12/31/17			12/31/16			12/31/15			12/31/14
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.90			$10.98			$10.86			$11.07			$11.00			$10.91
Income (loss) from investment operations:
Net investment income1		0.08			0.15			0.13			0.11			0.09			0.08
Net realized and unrealized gain (loss) on investments		0.31			(0.08	)		0.13			(0.20	)		0.08			0.09
Total from investment operations		0.39			0.07			0.26			(0.09	)		0.17			0.17
Less distributions to shareholders:
From net investment income		(0.08	)		(0.15	)		(0.14	)		(0.12	)		(0.10	)		(0.08	)
Net asset value - End of period		$11.21			$10.90			$10.98			$10.86			$11.07			$11.00
Net assets - End of period(000’s omitted)		$5,280			$297,814			$278,329			$316,386			$358,584			$376,271
Total return2		3.55%			0.65%			2.37%			(0.83%	)		1.51%			1.51%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.58%	3		0.59%			0.58%			0.57%			0.57%			0.56%
Net investment income		1.61%	3		1.42%			1.22%			1.01%			0.80%			0.75%
Portfolio turnover		18%			12%			4%			16%			33%			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.

17

Diversified Tax Exempt Series

Financial Highlights - Class W

	FOR THE PERIOD 3/1/191TO 6/30/19 (UNAUDITED)
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period		$11.01
Income from investment operations:
Net investment income2		0.08
Net realized and unrealized gain on investments		0.22
Total from investment operations		0.30
Less distributions to shareholders:
From net investment income		(0.09	)
Net asset value - End of period		$11.22
Net assets - End of period(000’s omitted)		$263,790
Total return3		2.75%
Ratios (to average net assets)/Supplemental Data:
Expenses*4		0.09%
Net investment income4		2.11%
Portfolio turnover		18%

*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amount4:
	0.50%

¹Commencement of operations.

²Calculated based on average shares outstanding during the period.

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

⁴Annualized.

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

18

Diversified Tax Exempt Series

Notes to Financial Statements

(unaudited)

1. Organization

Diversified Tax Exempt Series (the “Series”) is ano-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 anopen-end management investment company.

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

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The Series is authorized to issue two classes of shares (Class A and Class W). Class W shares were issued March 1, 2019. While each class of shares is substantially the same, each class has its own investment eligibility criteria and cost structure. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2019, 10 billion shares have been designated in total among 34 series, of which 100 million have been designated as Diversified Tax Exempt Series Class A common stock and 50 million have been designated as Diversified Tax Exempt Series Class W common stock.

2. Significant Accounting Policies

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

Security Valuation

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

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

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

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

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both

19

Diversified Tax Exempt 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 June 30, 2019 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Debt securities:
States and political subdivisions (municipals)	$	262,741,132	$	—	$	262,741,132	$	—
U.S. Treasury and other U.S. Government agencies		1,057,327		—		1,057,327		—
Mutual fund		3,581,330		3,581,330		—		—
Total assets	$	267,379,789	$	3,581,330	$	263,798,459	$	—

There were no Level 3 securities held by the Series as of December 31, 2018 or June 30, 2019.

New Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board issued Accounting Standards UpdateNo. 2017-08, Receivables -Nonrefundable Fees and Other Costs (Subtopic310-20): “Premium Amortization of Purchased Callable Debt Securities” which amends the amortization period for certain purchased callable debt securities. Under the new guidance, the premium amortization of purchased callable debt securities that have explicit,non-contingent call features and are callable at fixed prices will be amortized to the earliest call date. The guidance does not require an accounting change for securities held at a discount, which continue to be amortized to maturity. This guidance was adopted by the Series as of January 1, 2019 on a modified retrospective basis. The cost basis of the securities on January 1, 2019 has been increased by $1. This change in accounting policy has been made to comply with the newly issued accounting standard and had no impact on total distributable earnings (loss) or the net asset value for any Class’s of the Series.

Security Transactions, Investment Income and Expenses

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

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

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

Federal Taxes

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

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of

20

Diversified Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Federal Taxes(continued)

measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2019, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction and various states, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2015 through December 31, 2018. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Distributions of Income and Gains

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

Indemnifications

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

Other

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

3. Transactions with Affiliates

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

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

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

Pursuant to a master services agreement dated March 1, 2017, as amended, 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 Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Income Series); and 0.0065% of average daily net assets in excess of $40 billion (excluding Target Series and Income Series); plus a base fee of $30,400 per series. Additionally, certain transaction andout-of-pocket expenses, including charges for reporting relating to the

21

Diversified Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

Fund’s compliance program, are charged. The Advisor has agreements with BNY Mellon Investment Servicing (U.S.) Inc. (“BNY”) under which BNY serves assub-accountant services agent.

Effective March 1, 2019, the Advisor has contractually agreed to waive the management fee for the Class W shares. The full management fee will be waived under this agreement because Class W shares are only available to discretionary investment accounts and other accounts managed by the Advisor. These clients pay a management fee to the advisor that is separate from the fund’s expenses. In addition, pursuant to a separate expense limitation agreement, the Advisor has contractually agreed to limit its fees and reimburse expenses to the extent necessary so that the total direct annual fund operating expenses, exclusive of the waived Class W management fees (collectively, “excluded expenses”), to 0.85% of the average daily net assets of the Class A shares and 0.35% of the average daily net assets of the Class W shares. These contractual waivers are expected to continue indefinitely, and may not be amended or terminated by the Advisor without the approval of the Series’ Board of Directors. The Advisor may receive from a Class the difference between the Class’s total direct annual fund operating expenses, not including excluded expenses, and the Class’s contractual expense limit to recoup all or a portion of its prior fee waivers (other than Class W management fee waivers) or expense reimbursements made during the rolling three-year period preceding the recoupment if at any point the total direct annual fund operating expenses, not including excluded expenses, are below the contractual expense limit (a) at the time of the fee waiver and/or expense reimbursement and (b) at the time of the recoupment.

Pursuant to the advisory fee waiver, the Advisor waived $448,325 in management fees for Class W for the six month period ended June 30, 2019. In addition, pursuant to the separate expense limitation agreement, the Advisor did not waive or reimburse expenses for Class A and Class W for the six months ended June 30, 2019. These amounts are included as a reduction of expenses on the Statement of Operations. For the six months ended June 30, 2019, the Advisor did not recoup any expenses that have been previously waived or reimbursed.

4. Purchases and Sales of Securities

For the six months ended June 30, 2019, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $48,830,794 and $79,789,377, respectively. Purchases and sales of U.S. Government securities, other than short-term securities, were $1,016,979 and $2,155, respectively.

5. Capital Stock Transactions

Transactions in shares of Class A and Class W of Diversified Tax Exempt Series were:

CLASS A	FOR THE SIX MONTHS ENDED 6/30/19						FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		589,427		$	6,526,542			4,863,994		$	52,900,167
Reinvested		14,573			160,765			310,100			3,362,079
Repurchased		(27,458,236	)		(302,419,010	)		(3,192,267	)		(34,645,883	)
Total		(26,854,236	)	$	(295,731,703	)		1,981,827		$	21,616,363
CLASS W	FOR THE PERIOD 3/01/19 (COMMENCEMENT OF OPERATIONS)     TO 6/30/19
	SHARES			AMOUNT
Sold		27,171,142		$	299,381,852
Reinvested		166,238			1,849,227
Repurchased		(3,828,402	)		(42,621,084	)
Total		23,508,978		$	258,609,995

22

Diversified Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

5. Capital Stock Transactions (continued)

Over 90% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion.

6. Line of Credit

The Fund has entered into a364-day, $25 million credit agreement (the “line of credit”) with Bank of New York Mellon. Each series of the Fund may borrow under the line of credit for temporary or emergency purposes, including funding shareholder redemptions and other short-term liquidity purposes. The Fund pays an annual fee on the unused commitment amount, payable quarterly, and is allocated among all the series of the Fund and included in miscellaneous expenses in the Statement of Operations for each series. The line of credit expires in August 2019 unless extended or renewed. During the six months ended June 30, 2019, the Series did not borrow under the line of credit.

7. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2019.

8. Federal Income Tax Information

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

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2018 were as follows:

Ordinary income	$     56,979
Tax exempt income	$3,823,815

At June 30, 2019, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized appreciation were as follows:

Cost for federal income tax purposes	$	261,021,980
Unrealized appreciation		6,404,245
Unrealized depreciation		(46,436	)
Net unrealized appreciation	$	6,357,809

As of December 31, 2018, the Series had net short-term capital loss carryforwards of $432,031 and net long-term capital loss carryforwards of $592,684, which may be carried forward indefinitely.

9. Subsequent Events

In preparing these financial statements, management of the Series has evaluated events and transactions for recognition or disclosure through the date the financial statements were available to be issued and the following item was noted:

23

Diversified Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

9. Subsequent Events (continued)

In July 2019, significant redemptions occurred in the Series that were initiated by the Advisor on fiduciary accounts where the Advisor has sole investment discretion. These redemptions totaled approximately $72,824,000, which amounts to roughly 27% of net assets attributable to shareholders at June 30, 2019.

24

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25

Diversified Tax Exempt Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

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

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

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent12-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 FormN-PORT, 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)

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 availableon-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 haveon-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 selectE-Delivery Option. Should you have any questions on either how to establishon-line access or how to update your account settings, please contact Investor Services at1-800-466-3863.

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

MNDTE-6/19-SAR

www.manning-napier.com

Manning & Napier Fund, Inc.

 New York Tax Exempt Series

Beginning on February 25, 2021, as permitted by Securities and Exchange Commission regulations, paper copies of the Series’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary or, if you are a direct investor, by visiting www.manning-napier.com or calling1-800-466-3863.

You may elect to receive all future annual and semi-annual reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can inform the Fund that you wish to continue receiving paper copies of your shareholder reports by visiting www.manning-napier.com or calling1-800-466-3863. Your election to receive reports in paper will apply to all funds held with your financial intermediary if you invest through a financial intermediary or all series of the Fund if you invest directly with the Fund.

New York Tax Exempt 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 in each class at the beginning of the period and held for the entire period (January 1, 2019 to June 30, 2019).

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.

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 1/1/191	ENDING ACCOUNT             VALUE 6/30/19	EXPENSES PAID DURING PERIOD     1/1/19-6/30/192	ANNUALIZED EXPENSE RATIO
Class A
Actual	$1,000.00	$1,036.20	$3.18	0.63%
Hypothetical (5% return before expenses)	$1,000.00	$1,021.67	$3.16	0.63%
Class W
Actual	$1,000.00	$1,027.60	$0.44	0.13%
Hypothetical (5% return before expenses)	$1,000.00	$1,016.14	$0.43	0.13%

¹Class W inception date was March 1, 2019.

²Expenses are equal to each Class’ annualized expense ratio (for thesix-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect theone-half year period) (except for the Series’ Class W Actual and Hypothetical return information, which reflects the 122 day period ended June 30, 2019 due to its inception date of March 1, 2019). The Class’ total return would have been lower had certain expenses not been waived or reimbursed during the period.

1

New York Tax Exempt Series

Portfolio Composition as of June 30, 2019

(unaudited)

2

New York Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY   DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT			VALUE     (NOTE 2)
NEW YORK MUNICIPAL BONDS - 92.2%
Albany Municipal Water Finance Authority, Series A, Revenue Bond		5.000%		12/1/2019		AA2		$	1,125,000		$	1,143,338
Amherst, Public Impt., G.O. Bond		2.125%		11/1/2025		Aa2			675,000			700,475
Arlington Central School District, G.O. Bond		4.000%		12/15/2020		Aa2			400,000			416,732
Arlington Central School District, G.O. Bond		4.000%		12/15/2021		Aa2			300,000			320,838
Babylon, Various Purposes, Public Impt., Series B, G.O. Bond		2.250%		12/1/2026		Aaa			705,000			739,467
Bedford Central School District, G.O. Bond		2.000%		10/15/2021		Aa2			500,000			504,900
Briarcliff Manor, Public Impt., Series A, G.O. Bond		3.000%		2/1/2020		Aa2			265,000			267,997
Buffalo Municipal Water Finance Authority, Series A, Revenue Bond		4.000%		7/1/2022		A2			300,000			323,118
Buffalo Municipal Water Finance Authority, Series A, Revenue Bond		5.000%		7/1/2023		A2			300,000			343,260
Buffalo Municipal Water Finance Authority, Water Utility Impt., Series A, Revenue Bond, AGM		5.000%		7/1/2039		AA2			250,000			294,520
Buffalo Municipal Water Finance Authority, Water Utility Impt., Series A, Revenue Bond, AGM		5.000%		7/1/2043		AA2			600,000			702,438
Buffalo Municipal Water Finance Authority, Water Utility Impt., Series A, Revenue Bond, AGM		5.000%		7/1/2048		AA2			250,000			291,285
Canandaigua City School District, G.O. Bond		2.125%		6/15/2026		Aa3			540,000			558,446
Canandaigua, Public Impt., G.O. Bond		3.000%		12/15/2028		AA2			570,000			612,556
Chappaqua Central School District, School Impt., G.O. Bond		2.250%		6/15/2025		Aaa			675,000			709,533
Chenango Valley Central School District, G.O. Bond, AGM		2.125%		6/15/2021		A2			500,000			507,055
Clarence Central School District, G.O. Bond		4.000%		5/15/2021		Aa2			250,000			263,425
Clarkstown Central School District, G.O. Bond		4.000%		10/15/2021		Aa2			500,000			517,880
Corning City School District, G.O. Bond		4.000%		6/15/2028		Aa3			995,000			1,154,280
Cortland County, Public Impt., G.O. Bond, BAM		2.750%		9/1/2019		AA2			305,000			305,753
Dutchess County, G.O. Bond		2.125%		12/15/2023		AA2			850,000			875,067
Essex County, Public Impt., G.O. Bond		5.000%		5/1/2020		AA2			500,000			516,200
Greece Central School District, G.O. Bond, BAM		2.500%		6/15/2023		Aa3			620,000			646,958
Irondequoit, Public Impt., G.O. Bond		3.000%		4/15/2042		Aa3			560,000			569,100
Iroquois Central School District, School Impt., G.O. Bond		2.000%		6/15/2021		Aa2			500,000			504,540
Kings Park Central School District, G.O. Bond		2.000%		8/1/2020		Aa2			500,000			504,875
Kings Park Central School District, School Impt., Series B, G.O. Bond		2.000%		7/15/2025		Aa2			800,000			823,640
Lockport City School District, G.O. Bond, AGM		2.000%		8/1/2019		Aa3			450,000			450,320
Mamaroneck, Various Purposes, Public Impt., G.O. Bond		2.000%		7/15/2020		Aaa			335,000			338,306
Metropolitan Transportation Authority, Climate Bond Certified Green Bond, SeriesB-2, Revenue Bond		5.000%		11/15/2025		AA2			1,350,000			1,652,576
Metropolitan Transportation Authority,Series A-2, Revenue Bond		5.000%		11/15/2025		A1			750,000			901,335

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

3

New York Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE (NOTE 2)
NEW YORK MUNICIPAL BONDS(continued)
Metropolitan Transportation Authority, Series F, Revenue Bond		5.000%		11/15/2019		A1	$	1,000,000	$	1,013,570
Metropolitan Transportation Authority, Series F, Revenue Bond		5.000%		11/15/2022		A1		250,000		279,615
Metropolitan Transportation Authority, Series F, Revenue Bond		5.000%		11/15/2025		A1		505,000		561,631
Metropolitan Transportation Authority, SubseriesB-1, Revenue Bond		5.000%		11/15/2024		AA2		1,885,000		2,170,973
Metropolitan Transportation Authority, Transit Impt., Series C, Revenue Bond		5.000%		11/15/2019		A1		500,000		506,785
Metropolitan Transportation Authority, Transit Impt., SubseriesB-2, Revenue Bond		5.000%		11/15/2021		A1		1,000,000		1,084,090
Middle Country Central School District At Centereach, School Impt., G.O. Bond		2.000%		8/15/2026		Aa2		1,005,000		1,029,090
Monroe County Water Authority, Water Utility Impt., Revenue Bond		5.000%		8/1/2019		Aa2		455,000		456,442
Naples Central School District, G.O. Bond, BAM		2.500%		6/15/2020		AA2		710,000		719,599
Nassau County Sewer & Storm Water Finance Authority, Series A, Revenue Bond		5.000%		10/1/2022		Aa3		500,000		561,265
New York City Transitional Finance Authority, Building Aid, Public Impt., Prerefunded Balance, SeriesS-1, Revenue Bond		5.000%		7/15/2019		Aa2		1,000,000		1,001,380
New York City Transitional Finance Authority, Building Aid, Public Impt., SeriesS-1, Revenue Bond		5.000%		7/15/2026		Aa2		1,250,000		1,524,312
New York City Transitional Finance Authority, Building Aid, Public Impt., SeriesS-2, Revenue Bond		5.000%		7/15/2023		Aa2		2,000,000		2,294,520
New York City Transitional Finance Authority, Building Aid, School Impt., SeriesS-3, Revenue Bond		5.000%		7/15/2023		Aa2		970,000		1,044,816
New York City Transitional Finance Authority, Building Aid, SeriesS-1, Revenue Bond		5.000%		7/15/2023		Aa2		820,000		940,753
New York City Transitional Finance Authority, Building Aid, SeriesS-2A, Revenue Bond		5.000%		7/15/2033		Aa2		1,000,000		1,242,470
New York City Transitional Finance Authority, Future Tax Secured, Public Impt., SeriesA-1, Revenue Bond		3.250%		8/1/2035		Aa1		1,000,000		1,022,800
New York City Transitional Finance Authority, Future Tax Secured, Public Impt., SeriesC-1, Revenue Bond		4.000%		11/1/2042		Aa1		1,680,000		1,862,230
New York City Transitional Finance Authority, Future Tax Secured, Public Impt., SeriesE-1, Revenue Bond		5.000%		2/1/2026		Aa1		475,000		566,547
New York City Transitional Finance Authority, Future Tax Secured, Series B, Revenue Bond		5.000%		11/1/2024		Aa1		3,000,000		3,357,750
New York City Water & Sewer System, Series A, Revenue Bond		3.000%		6/15/2036		Aa1		1,250,000		1,267,588

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

4

New York Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY     DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE (NOTE 2)
NEW YORK MUNICIPAL BONDS(continued)
New York City Water & Sewer System, Water Utility Impt., Series DD, Revenue Bond		5.000%		6/15/2047		Aa1	$	3,000,000	$	3,538,260
New York City Water & Sewer System, Water Utility Impt., SubseriesBB-1, Revenue Bond		5.000%		6/15/2046		Aa1		2,000,000		2,364,000
New York City, Public Impt., Subseries D1, G.O. Bond		4.000%		12/1/2041		Aa1		1,650,000		1,846,367
New York City, Series 1, G.O. Bond		5.000%		8/1/2023		Aa1		2,700,000		3,093,471
New York City, Series C, G.O. Bond		5.000%		8/1/2031		Aa1		1,500,000		1,867,860
New York Local Government Assistance Corp., Series A, Revenue Bond		5.000%		4/1/2022		Aa1		2,500,000		2,570,975
New York State Dormitory Authority, Consolidated Service Contract, Revenue Bond		5.000%		7/1/2019		Aa2		750,000		750,000
New York State Dormitory Authority, Income Tax Revenue, Series E, Revenue Bond		3.500%		3/15/2037		Aa1		850,000		881,068
New York State Dormitory Authority, School Impt., Series A, Revenue Bond		5.000%		3/15/2030		Aa1		1,500,000		1,862,385
New York State Dormitory Authority, School Impt., Series A, Revenue Bond		4.000%		10/1/2037		Aa3		1,000,000		1,112,270
New York State Dormitory Authority, School Impt., Series A, Revenue Bond		4.000%		10/1/2038		Aa3		1,000,000		1,107,910
New York State Dormitory Authority, School Impt., Series A, Revenue Bond		5.000%		3/15/2045		Aa1		1,680,000		2,016,000
New York State Dormitory Authority, School Impt., Series A, Revenue Bond		4.000%		3/15/2047		Aa1		1,050,000		1,141,539
New York State Dormitory Authority, School Impt., Series A, Revenue Bond		4.000%		3/15/2048		Aa1		3,500,000		3,834,180
New York State Dormitory Authority, School Impt., Series C, Revenue Bond		5.000%		3/15/2021		Aa1		2,000,000		2,126,640
New York State Dormitory Authority, School Impt., Series E, Revenue Bond, AGM		5.000%		10/1/2025		A2		1,000,000		1,149,970
New York State Dormitory Authority, Series A, Revenue Bond		5.000%		3/15/2021		Aa1		1,400,000		1,488,648
New York State Dormitory Authority, Series A, Revenue Bond		5.000%		3/15/2025		Aa1		500,000		599,595
New York State Dormitory Authority, Series A, Revenue Bond		3.000%		10/1/2026		A2		1,000,000		1,104,870
New York State Dormitory Authority, University & College Impt., Prerefunded Balance, Series A, Revenue Bond		5.000%		7/1/2020		Aa2		225,000		225,000
New York State Environmental Facilities Corp., Revenue Bond		5.000%		6/15/2025		Aaa		1,000,000		1,072,610
New York State Environmental Facilities Corp., Subseries A, Revenue Bond		5.000%		6/15/2020		Aaa		1,250,000		1,295,712
New York State Environmental Facilities Corp., Water Utility Impt., Revenue Bond		5.000%		6/15/2031		Aaa		1,000,000		1,222,660

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

5

New York Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE     (NOTE 2)
NEW YORK MUNICIPAL BONDS(continued)
New York State Environmental Facilities Corp., Water Utility Impt., Series A, Revenue Bond		5.000%		6/15/2035		Aaa	$	1,000,000	$	1,203,650
New York State Environmental Facilities Corp., Water Utility Impt., Series B, Revenue Bond		4.000%		8/15/2046		Aaa		2,000,000		2,192,040
New York State Thruway Authority, Highway Impt., Series A, Revenue Bond		5.000%		3/15/2020		Aa1		550,000		564,454
New York State Urban Development Corp., Economic Impt., Series A, Revenue Bond		5.000%		3/15/2035		Aa1		2,500,000		3,014,750
New York State Urban Development Corp., Highway Impt., Series A, Revenue Bond		5.000%		3/15/2037		Aa1		500,000		586,050
New York State Urban Development Corp., Public Impt., Series C, Revenue Bond		4.000%		3/15/2043		Aa1		2,250,000		2,467,755
New York State Urban Development Corp., Series A, Revenue Bond		5.000%		3/15/2026		Aa1		1,050,000		1,286,428
New York State, Water Utility Impt., Series A, G.O. Bond		5.000%		3/1/2021		Aa1		1,000,000		1,065,140
New York State, Water Utility Impt., Series E, G.O. Bond		5.000%		12/15/2019		Aa1		565,000		575,074
New York State, Water Utility Impt., Series E, G.O. Bond		4.250%		12/15/2041		Aa1		480,000		507,384
Niagara County, Water Utility Impt., G.O. Bond		2.000%		2/1/2020		Aa3		500,000		502,680
North Colonie Central School District, G.O. Bond		4.000%		7/15/2020		AA2		400,000		411,372
Oneida County, Public Impt., G.O. Bond, AGM		3.000%		5/1/2020		A1		400,000		400,192
Onondaga County, Public Impt., G.O. Bond		5.000%		5/1/2020		Aa3		250,000		257,992
Onondaga County, Public Impt., G.O. Bond		5.000%		5/15/2022		Aa3		1,000,000		1,109,080
Onondaga County, Public Impt., G.O. Bond		5.000%		5/15/2023		Aa3		1,000,000		1,146,370
Onondaga County, Public Impt., G.O. Bond		2.125%		6/15/2030		Aa3		715,000		713,970
Orange County, Various Purposes Impt., Series A, G.O. Bond, AGM		5.000%		3/1/2023		Aa2		520,000		593,081
Pittsford Central School District, G.O. Bond		4.000%		10/1/2021		Aa1		350,000		372,638
Pittsford, Public Impt., G.O. Bond		2.000%		11/1/2025		Aaa		580,000		603,954
Pittsford, Public Impt., G.O. Bond		2.000%		11/1/2026		Aaa		595,000		614,938
Port Authority of New York & New Jersey, Airport & Marina Impt., Consolidated Series 189, Revenue Bond		5.000%		5/1/2024		Aa3		800,000		941,848
Port Authority of New York & New Jersey, Airport & Marina Impt., Series 179, Revenue Bond		5.000%		12/1/2024		Aa3		765,000		886,436
Port Authority of New York & New Jersey, Consolidated Series 184, Revenue Bond		5.000%		9/1/2025		Aa3		2,500,000		2,956,000
Rensselaer County, Nursing Homes, Public Impt., G.O. Bond		2.000%		7/15/2020		AA2		930,000		930,660
Rochester, School Impt., Series A, G.O. Bond, AMBAC		5.000%		8/15/2022		Aa3		95,000		105,923
Roslyn Union Free School District, G.O. Bond		5.000%		10/15/2020		Aa1		215,000		225,733
Shenendehowa Central School District, G.O. Bond		4.000%		7/15/2020		AA2		475,000		489,302

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

6

New York Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY DATE		CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE     (NOTE 2)
NEW YORK MUNICIPAL BONDS(continued)
Southold Union Free School District, School Impt., G.O. Bond		3.000%		6/15/2028		Aa2	$	435,000	$	460,517
Suffolk County Water Authority, Prerefunded Balance, Revenue Bond		5.000%		6/1/2021		AAA2		1,225,000		1,314,976
Suffolk County Water Authority, Prerefunded Balance, Revenue Bond		4.000%		6/1/2022		NR3		25,000		26,679
Suffolk County Water Authority, Unrefunded Balance, Revenue Bond		4.000%		6/1/2022		AAA2		175,000		186,275
Suffolk County, Series B, G.O. Bond, AGM		5.000%		10/1/2019		AA2		1,000,000		1,009,200
Sullivan County, Public Impt., G.O. Bond		3.000%		11/15/2023		AA2		500,000		535,385
Triborough Bridge & Tunnel Authority, Highway Impt., Series A, Revenue Bond		5.000%		11/15/2019		Aa3		1,075,000		1,090,394
Triborough Bridge & Tunnel Authority, Highway Impt., Series A, Revenue Bond		5.000%		11/15/2023		Aa3		350,000		406,326
Triborough Bridge & Tunnel Authority, Series A, Revenue Bond		5.000%		11/15/2024		Aa3		650,000		776,451
Triborough Bridge & Tunnel Authority, Series B, Revenue Bond		5.000%		11/15/2019		Aa3		820,000		831,742
Triborough Bridge & Tunnel Authority, Series B, Revenue Bond		5.000%		11/15/2022		Aa3		1,000,000		1,125,860
Triborough Bridge & Tunnel Authority, Series B, Revenue Bond		5.000%		11/15/2024		Aa3		1,000,000		1,122,330
Ulster County, Public Impt., G.O. Bond		4.000%		11/15/2019		AA2		510,000		515,544
Ulster County, Public Impt., G.O. Bond		3.000%		11/15/2027		AA2		425,000		464,278
Ulster County, Public Impt., Series B, G.O. Bond		2.000%		11/15/2020		AA2		685,000		693,912
Valley Stream Central High School District, School Impt., G.O. Bond		4.000%		6/15/2033		Aa2		870,000		985,240
Vestal Central School District, G.O. Bond		2.000%		6/15/2025		Aa2		685,000		707,893
Voorheesville Central School District, G.O. Bond		5.000%		6/15/2021		AA2		500,000		537,870
Warren County, Public Impt., G.O. Bond, AGM		4.000%		7/15/2020		AA2		500,000		514,215
Wayne County, Public Impt., G.O. Bond		3.000%		6/1/2021		Aa2		295,000		305,927
Webster Central School District, School Impt., G.O. Bond		2.000%		10/15/2021		AA2		315,000		320,528
West Babylon Union Free School District, School Impt., G.O. Bond		4.000%		8/1/2028		Aa2		1,075,000		1,235,326
Yonkers, Public Impt., Series C, G.O. Bond, AGM		4.000%		8/15/2020		A2		350,000		360,822
TOTAL MUNICIPAL BONDS (Identified Cost $120,093,936)										123,493,013
U.S. GOVERNMENT AGENCIES - 0.4%
Other Agencies - 0.4%
Freddie Mac Multifamily ML Certificates, Series 2019-ML05, Class AUS (Identified Cost $506,871)		3.40%		1/25/2036				498,559		528,279

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

7

New York Tax Exempt Series

Investment Portfolio - June 30, 2019

(unaudited)

	COUPON RATE		MATURITY DATE		PRINCIPAL AMOUNT/  SHARES		VALUE (NOTE 2)
U.S. GOVERNMENT SECURITIES - 3.7%
U.S. Treasury Bills - 3.7%
U.S. Treasury Bill		2.37%4		7/11/2019	$	1,000,000	$	999,465
U.S. Treasury Bill		2.37%4		7/18/2019		1,000,000		999,031
U.S. Treasury Bill		2.36%4		7/25/2019		1,000,000		998,700
U.S. Treasury Bill		2.38%4		8/1/2019		1,000,000		998,269
U.S. Treasury Bill		2.38%4		8/8/2019		1,000,000		997,824
TOTAL U.S. GOVERNMENT SECURITIES
(Identified Cost $4,992,126)								4,993,289
SHORT-TERM INVESTMENT - 2.9%
Dreyfus Government Cash Management, Institutional Shares
(Identified Cost $3,887,603)		2.25%5				3,887,603		3,887,603
TOTAL INVESTMENTS - 99.2%
(Identified Cost $129,480,536)								132,902,184
OTHER ASSETS, LESS LIABILITIES - 0.8%								1,062,300
NET ASSETS - 100%							$	133,964,484

KEY:

G.O. Bond - General Obligation Bond

Impt. - Improvement

Scheduled principal and interest payments are guaranteed by:

AGM (Assurance Guaranty Municipal Corp.)

AMBAC (AMBAC Assurance Corp.)

BAM (Build America Mutual Assurance Co.)

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

¹Credit ratings from Moody’s (unaudited).

²Credit ratings from S&P (unaudited).

³Credit rating has been withdrawn. As of June 30, 2019, there is no rating available (unaudited).

⁴Represents the annualized yield at time of purchase.

⁵Rate shown is the current yield as of June 30, 2019.

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

8

New York Tax Exempt Series

Statement of Assets and Liabilities

June 30, 2019 (unaudited)

ASSETS:
Investments, at value (identified cost $129,480,536) (Note 2)	$	132,902,184
Interest receivable		1,096,638
Prepaid expenses		7,830
TOTAL ASSETS		134,006,652
LIABILITIES:
Accrued fund accounting and administration fees (Note 3)		14,092
Accrued management fees (Note 3)		805
Accrued Chief Compliance Officer service fees (Note 3)		545
Audit fees payable		19,016
Accrued printing and postage fees payable		3,962
Accrued custodian fees		2,569
Other payables and accrued expenses		1,179
TOTAL LIABILITIES		42,168
TOTAL NET ASSETS	$	133,964,484
NET ASSETS CONSIST OF:
Capital stock	$	125,767
Additionalpaid-in-capital		129,708,746
Total distributable earnings (loss)		4,129,971
TOTAL NET ASSETS	$	133,964,484
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class A ($1,960,331/184,185 shares)	$	10.64
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class W ($132,004,153/12,392,552 shares)	$	10.65

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

9

New York Tax Exempt Series

Statement of Operations

For the Six Months Ended June 30, 2019 (unaudited)

INVESTMENT INCOME:
Interest	$	1,437,694
Dividends		41,912
Total Investment Income		1,479,606
EXPENSES:
Management fees (Note 3)		337,441
Fund accounting and administration fees (Note 3)		40,017
Directors’ fees (Note 3)		6,163
Chief Compliance Officer service fees (Note 3)		2,027
Custodian fees		3,103
Miscellaneous		34,625
Total Expenses		423,376
Less reduction of expenses (Note 3)		(218,042	)
Net Expenses		205,334
NET INVESTMENT INCOME		1,274,272
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on investments		529,594
Net change in unrealized appreciation (depreciation) on investments		3,397,861
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS		3,927,455
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	5,201,727

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

10

New York Tax Exempt Series

Statements of Changes in Net Assets

	FOR THE SIX   MONTHS ENDED     6/30/19   (UNAUDITED)				FOR THE  YEAR ENDED  12/31/18
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income		$	1,274,272			$	2,022,848
Net realized gain (loss) on investments			529,594				(191,635	)
Net change in unrealized appreciation (depreciation) on investments			3,397,861				(1,261,106	)
Net increase from operations			5,201,727				570,107
DISTRIBUTIONS TO SHAREHOLDERS (Note 9):
Class A			(63,217	)			(2,011,419	)
Class W			(1,051,031	)			—
Total distributions to shareholders			(1,114,248	)			(2,011,419	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net decrease from capital share transactions (Note 5)			(8,817,020	)			(13,882,426	)
Net decrease in net assets			(4,729,541	)			(15,323,738	)
NET ASSETS:
Beginning of period			138,694,025				154,017,763
End of period		$	133,964,484			$	138,694,025

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

11

New York Tax Exempt Series

Financial Highlights - Class A

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)			FOR THE YEAR ENDED
				12/31/18			12/31/17			12/31/16			12/31/15			12/31/14
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$ 10.34			$10.43			$10.31			$10.50			$10.42			$10.40
Income (loss) from investment operations:
Net investment income1		0.08			0.14			0.12			0.10			0.08			0.07
Net realized and unrealized gain (loss) on investments		0.29			(0.08	)		0.11			(0.18	)		0.08			0.07
Total from investment operations		0.37			0.06			0.23			(0.08	)		0.16			0.14
Less distributions to shareholders:
From net investment income		(0.07	)		(0.15	)		(0.11	)		(0.11	)		(0.08	)		(0.07	)
From net realized gain on investments		—			—			—	2		—	2		—			(0.05	)
Total distributions to shareholders		(0.07	)		(0.15	)		(0.11	)		(0.11	)		(0.08	)		(0.12	)
Net asset value - End of period		$ 10.64			$10.34			$10.43			$10.31			$10.50			$10.42
Net assets - End of period(000’s omitted)		$ 1,960			$138,694			$154,018			$161,292			$174,603			$180,729
Total return3		3.62%			0.54%			2.27%			(0.79%	)		1.54%			1.28%
Ratios (to average net assets)/Supplemental Data:
Expenses		0.63%	4		0.62%			0.60%			0.60%			0.60%			0.58%
Net investment income		1.56%	4		1.39%			1.12%			0.93%			0.74%			0.68%
Portfolio turnover		14%			21%			9%			19%			35%			43%

¹Calculated based on average shares outstanding during the periods.

²Less than $0.01 per share.

³Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Periods less than one year are not annualized.

⁴Annualized.

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

12

New York Tax Exempt Series

Financial Highlights - Class W

	FOR THE PERIOD  3/1/191 TO 6/30/19  (UNAUDITED)
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period		$10.45
Income (loss) from investment operations:
Net investment income2		0.07
Net realized and unrealized gain on investments		0.22
Total from investment operations		0.29
Less distributions to shareholders:
From net investment income		(0.09	)
Net asset value - End of period		$10.65
Net assets - End of period(000’s omitted)		$132,004
Total return3		2.76%
Ratios (to average net assets)/Supplemental Data:
Expenses*4		0.13%
Net investment income4		2.07%
Portfolio turnover		14%
*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amount4:
		0.50%

¹Commencement of operations.

²Calculated based on average shares outstanding during the period.

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

⁴Annualized.

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

13

New York Tax Exempt Series

Notes to Financial Statements

(unaudited)

1. Organization

New York Tax Exempt Series (the “Series”) is ano-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 anopen-end management investment company.

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

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The Series is authorized to issue two classes of shares (Class A and Class W). Class W shares were issued March 1, 2019. While each class of shares is substantially the same, each class has its own investment eligibility criteria and cost structure. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2019, 10 billion shares have been designated in total among 34 series, of which 100 million have been designated as New York Tax Exempt Series Class A common stock and 50 million have been designated as New York Tax Exempt Series Class W common stock.

2. Significant Accounting Policies

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

Security Valuation

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

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

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

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

Various inputs are used in determining the value of the Series’ assets or liabilities carried at fair value. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical assets and liabilities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). Level 3 includes significant unobservable inputs (including the Series’ own assumptions in determining the fair value of investments). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both

14

New York Tax Exempt 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 June 30, 2019 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Debt securities:
States and political subdivisions (municipals)	$	123,493,013	$	—	$	123,493,013	$	—
U.S. Treasury and other U.S. Government agencies		5,521,568		—		5,521,568		—
Mutual fund		3,887,603		3,887,603		—		—
Total assets	$	132,902,184	$	3,887,603	$	129,014,581	$	—

There were no Level 3 securities held by the Series as of December 31, 2018 or June 30, 2019.

New Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board issued Accounting Standards UpdateNo. 2017-08, Receivables -Nonrefundable Fees and Other Costs (Subtopic310-20): “Premium Amortization of Purchased Callable Debt Securities” which amends the amortization period for certain purchased callable debt securities. Under the new guidance, the premium amortization of purchased callable debt securities that have explicit,non-contingent call features and are callable at fixed prices will be amortized to the earliest call date. The guidance does not require an accounting change for securities held at a discount, which continue to be amortized to maturity. This guidance was adopted by the Series as of January 1, 2019 on a modified retrospective basis. The cost basis of the securities on January 1, 2019 has been decreased by $171. This change in accounting policy has been made to comply with the newly issued accounting standard and had no impact on total distributable earnings (loss) or the net asset value for any Class’s of the Series.

Security Transactions, Investment Income and Expenses

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

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

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

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.

15

New York Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Federal Taxes(continued)

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2019, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction and various states, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2015 through December 31, 2018. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Distributions of Income and Gains

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

Indemnifications

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

Other

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

3. Transactions with Affiliates

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

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

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

Pursuant to a master services agreement dated March 1, 2017 as amended, 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 Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Income Series); and

16

New York Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

0.0065% of average daily net assets in excess of $40 billion (excluding Target Series and Income Series); plus a base fee of $30,400 per series. Additionally, certain transaction andout-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 assub-accountant services agent.

Effective March 1, 2019, the Advisor has contractually agreed to waive the management fee for the Class W shares. The full management fee will be waived under this agreement because Class W shares are only available to discretionary investment accounts and other accounts managed by the Advisor. These clients pay a management fee to the advisor that is separate from the fund’s expenses. In addition, pursuant to a separate expense limitation agreement, the Advisor has contractually agreed to limit its fees and reimburse expenses to the extent necessary so that the total direct annual fund operating expenses, exclusive of the waived Class W management fees (collectively, “excluded expenses”), to 0.85% of the average daily net assets of the Class A shares and 0.35% of the average daily net assets of the Class W shares. These contractual waivers are expected to continue indefinitely, and may not be amended or terminated by the Advisor without the approval of the Series’ Board of Directors. The Advisor may receive from a Class the difference between the Class’s total direct annual fund operating expenses, not including excluded expenses, and the Class’s contractual expense limit to recoup all or a portion of its prior fee waivers (other than Class W management fee waivers) or expense reimbursements made during the rolling three-year period preceding the recoupment if at any point the total direct annual fund operating expenses, not including excluded expenses, are below the contractual expense limit (a) at the time of the fee waiver and/or expense reimbursement and (b) at the time of the recoupment.

Pursuant to the advisory fee waiver, the Advisor waived $218,042 in management fees for Class W for the six month period ended June 30, 2019. In addition, pursuant to the separate expense limitation agreement, the Advisor did not waive or reimburse expenses for Class A and Class W for the six months ended June 30, 2019. These amounts are included as a reduction of expenses on the Statement of Operations. For the six months ended June 30, 2019, the Advisor did not recoup any expenses that have been previously waived or reimbursed.

4. Purchases and Sales of Securities

For the six months ended June 30, 2019, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $17,358,287 and $30,598,717, respectively. Purchases and sales of U.S. Government securities, other than short-term securities, were $508,434 and $1,440, respectively.

5. Capital Stock Transactions

Transactions in shares of Class A and Class W of New York Tax Exempt Series were:

CLASS A	FOR THE SIX MONTHS ENDED 6/30/19						FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		58,421		$	628,940			716,982		$	7,402,714
Reinvested		5,906			61,817			183,590			1,887,800
Repurchased		(13,296,798	)		(138,977,052	)		(2,248,036	)		(23,172,940	)
Total		(13,232,471	)	$	(138,286,295	)		(1,347,464	)	$	(13,882,426	)

17

New York Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

5. Capital Stock Transactions (continued)

CLASS W	FOR THE PERIOD 3/01/19 (COMMENCEMENT OF OPERATIONS) TO 6/30/19
	SHARES			AMOUNT
Sold		13,011,603		$	136,024,625
Reinvested		94,454			997,292
Repurchased		(713,505	)		(7,552,642	)
Total		12,392,552		$	129,469,275

Over 90% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion.

6. Line of Credit

The Fund has entered into a364-day, $25 million credit agreement (the “line of credit”) with Bank of New York Mellon. Each series of the Fund may borrow under the line of credit for temporary or emergency purposes, including funding shareholder redemptions and other short-term liquidity purposes. The Fund pays an annual fee on the unused commitment amount, payable quarterly, and is allocated among all the series of the Fund and included in miscellaneous expenses in the Statement of Operations for each series. The line of credit expires in August 2019 unless extended or renewed. During the six months ended June 30, 2019, the Series did not borrow under the line of credit.

7. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2019.

8. Concentration of Credit

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

9. Federal Income Tax Information

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

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2018, were as follows:

Ordinary income	$	45,982
Tax exempt income	$	1,965,437

18

New York Tax Exempt Series

Notes to Financial Statements (continued)

(unaudited)

9. Federal Income Tax Information (continued)

At June 30, 2019, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized appreciation were as follows:

Cost for federal income tax purposes	$129,475,872
Unrealized appreciation	3,434,917
Unrealized depreciation	(8,605	)
Net unrealized appreciation	$    3,426,312

As of December 31, 2018, the Series had net short-term capital loss carryforwards of $77,048 and net long-term capital loss carryforwards of $118,146, which may be carried forward indefinitely.

10. Subsequent Events

In preparing these financial statements, management of the Series has evaluated events and transactions for recognition or disclosure through the date the financial statements were available to be issued and the following item was noted:

In July 2019, significant redemptions occurred in the Series that were initiated by the Advisor on fiduciary accounts where the Advisor has sole investment discretion. These redemptions totaled approximately $40,992,000, which amounts to roughly 31% of net assets attributable to shareholders at June 30, 2019.

19

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20

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21

New York Tax Exempt Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

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

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

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent12-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 FormN-PORT, 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)

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 availableon-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 haveon-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 selectE-Delivery Option. Should you have any questions on either how to establishon-line access or how to update your account settings, please contact Investor Services at1-800-466-3863.

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

MNNYT-6/19-SAR

www.manning-napier.com

 Manning & Napier Fund, Inc.

 Core Bond Series

Beginning on February 25, 2021, as permitted by Securities and Exchange Commission regulations, paper copies of the Series’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary or, if you are a direct investor, by visiting www.manning-napier.com or calling1-800-466-3863.

You may elect to receive all future annual and semi-annual reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can inform the Fund that you wish to continue receiving paper copies of your shareholder reports by visiting www.manning-napier.com or calling1-800-466-3863. Your election to receive reports in paper will apply to all funds held with your financial intermediary if you invest through a financial intermediary or all series of the Fund if you invest directly with the Fund.

Core Bond 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 in each class at the beginning of the period and held for the entire period (January 1, 2019 to June 30, 2019).

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.

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 1/1/191	ENDING ACCOUNT                 VALUE 6/30/19	EXPENSES PAID DURING PERIOD     1/1/19-6/30/192	ANNUALIZED EXPENSE RATIO
Class S
Actual	$1,000.00	$1,060.00	$3.52	0.69%
Hypothetical (5% return before expenses)	$1,000.00	$1,021.37	$3.46	0.69%
Class I
Actual	$1,000.00	$1,060.90	$2.30	0.45%
Hypothetical (5% return before expenses)	$1,000.00	$1,022.56	$2.26	0.45%
Class W
Actual	$1,000.00	$1,051.60	$0.17	0.05%
Hypothetical (5% return before expenses)	$1,000.00	$1,016.41	$0.17	0.05%
Class Z
Actual	$1,000.00	$1,051.00	$1.02	0.30%
Hypothetical (5% return before expenses)	$1,000.00	$1,015.58	$1.00	0.30%

1

Core Bond Series

Shareholder Expense Example

(unaudited)

¹Class W and Class Z inception date was March 1, 2019.

²Expenses are equal to each Class’ annualized expense ratio (for thesix-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect theone-half year period) (except for the Series’ Class W & Class Z Actual and Hypothetical return information, which reflects the 122 day period ended June 30, 2019 due to its inception date of March 1, 2019). The Class’ total return would have been lower had certain expenses not been waived or reimbursed during the period.

2

Core Bond Series

Portfolio Composition as of June 30, 2019

(unaudited)

3

Core Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1 (UNAUDITED)		PRINCIPAL     AMOUNT		VALUE     (NOTE 2)
CORPORATE BONDS - 22.3%
Non-Convertible Corporate Bonds - 22.3% Communication Services - 3.3%
Diversified Telecommunication Services - 2.4% AT&T, Inc., 4.25%, 3/1/2027		Baa2	$	1,820,000	$	1,950,647
Verizon Communications, Inc., 5.50%, 3/16/2047		Baa1		2,540,000		3,189,127
						5,139,774
Media - 0.9% Discovery Communications LLC, 5.20%, 9/20/2047		Baa3		1,870,000		1,976,471
Total Communication Services						7,116,245
Consumer Discretionary - 2.4%
Automobiles - 1.0%
General Motors Co.2, (3 mo. LIBOR US + 0.900%), 3.353%, 9/10/2021		Baa3		1,320,000		1,316,071
General Motors Financial Co., Inc., 3.15%, 1/15/2020		Baa3		890,000		891,744
						2,207,815
Internet & Direct Marketing Retail - 1.4%
Booking Holdings, Inc., 3.60%, 6/1/2026		A3		2,790,000		2,941,969
Total Consumer Discretionary						5,149,784
Consumer Staples - 0.4%
Beverages - 0.4%
Constellation Brands, Inc., 3.875%, 11/15/2019		Baa3		960,000		964,417
Energy - 3.7%
Oil, Gas & Consumable Fuels - 3.7%
Energy Transfer Operating LP, 6.50%, 2/1/2042		Baa3		1,330,000		1,572,247
Kinder Morgan Energy Partners LP, 6.95%, 1/15/2038		Baa2		1,620,000		2,077,105
Sabine Pass Liquefaction LLC, 5.875%, 6/30/2026		Baa3		2,520,000		2,879,693
The Williams Companies, Inc., 3.75%, 6/15/2027		Baa3		1,495,000		1,543,534
Total Energy						8,072,579
Financials - 7.4%
Banks - 4.0% Bank of America Corp., 4.00%, 1/22/2025		Baa1		2,750,000		2,892,469
Citigroup, Inc., 8.125%, 7/15/2039		A3		960,000		1,535,631
Credit Suisse AG (Switzerland), 5.40%, 1/14/2020		Baa3		870,000		882,708
JPMorgan Chase & Co.3, (3 mo. LIBOR US + 1.000%), 4.023%, 12/5/2024		A2		1,320,000		1,402,885
Santander Holdings USA, Inc., 4.50%, 7/17/2025		Baa3		1,780,000		1,894,611
						8,608,304
Capital Markets - 1.7% The Goldman Sachs Group, Inc., 4.25%, 10/21/2025		Baa2		920,000		975,547
Morgan Stanley2, (3 mo. LIBOR US + 1.220%), 3.78%, 5/8/2024		A3		2,670,000		2,707,393
						3,682,940

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

4

Core Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE     (NOTE 2)
CORPORATE BONDS(continued)
Non-Convertible Corporate Bonds(continued)
Financials(continued)
Diversified Financial Services - 0.9%
AerCap Ireland Capital DAC - AerCap Global Aviation Trust (Ireland), 4.45%, 10/1/2025		Baa3	$	1,810,000	$	1,908,578
Insurance - 0.8%
Prudential Financial, Inc.3, (3 mo. LIBOR US + 4.175%), 5.875%, 9/15/2042		Baa1		1,710,000		1,810,018
Total Financials						16,009,840
Health Care - 2.5%
Health Care Providers & Services - 2.5%
Fresenius Medical Care US Finance II, Inc. (Germany)4, 5.625%, 7/31/2019		Baa3		1,760,000		1,763,289
Fresenius Medical Care US Finance II, Inc. (Germany)4, 4.125%, 10/15/2020		Baa3		2,000,000		2,027,600
HCA, Inc., 4.125%, 6/15/2029		Baa3		1,540,000		1,583,089
Total Health Care						5,373,978
Industrials - 1.6%
Industrial Conglomerates - 0.7%
General Electric Co.3,5, (3 mo. LIBOR US + 3.330%), 5.00%		Baa3		1,590,000		1,533,491
Machinery - 0.9%
CNH Industrial Capital LLC, 3.375%, 7/15/2019		Baa3		1,820,000		1,820,421
Total Industrials						3,353,912
Materials - 0.8%
Metals & Mining - 0.8%
Southern Copper Corp. (Peru), 5.375%, 4/16/2020		Baa2		1,740,000		1,777,012
Real Estate - 0.2%
Equity Real Estate Investment Trusts (REITS) - 0.2%
GTP Acquisition Partners I LLC4, 2.35%, 6/15/2020		Aaa		450,000		448,522
TOTAL CORPORATE BONDS (Identified Cost $46,305,798)						48,266,289
ASSET-BACKED SECURITIES - 7.9%
BMW Vehicle Owner Trust, Series2016-A, Class A3, 1.16%, 11/25/2020		Aaa		140,636		140,324
Cazenovia Creek Funding I LLC, Series2015-1A, Class A4, 2.00%, 12/10/2023		WR6		11,002		10,984
Cazenovia Creek Funding II LLC, Series2018-1A, Class A4, 3.561%, 7/15/2030		WR6		335,199		337,292
CCG Receivables Trust, Series2019-1, Class A24, 2.80%, 9/14/2026		AAA7		1,940,000		1,952,489
Chesapeake Funding II LLC, Series2017-2A, Class A1 (Canada)4, 1.99%, 5/15/2029		Aaa		768,378		766,525

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

5

Core Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1 (UNAUDITED)		PRINCIPAL     AMOUNT		VALUE     (NOTE 2)
ASSET-BACKED SECURITIES(continued)
Chesapeake Funding II LLC, Series2017-4A, Class A1 (Canada)4, 2.12%, 11/15/2029		Aaa	$	305,221	$	304,316
CNH Equipment Trust, Series2019-A, Class A1, 2.753%, 2/28/2020		Aaa		544,006		544,036
Credit Acceptance Auto Loan Trust, Series2017-1A, Class A4, 2.56%, 10/15/2025		AAA7		197,419		197,420
Credit Acceptance Auto Loan Trust, Series2018-1A, Class A4, 3.01%, 2/16/2027		Aaa		900,000		905,028
Enterprise Fleet Financing LLC, Series2016-2, Class A24, 1.74%, 2/22/2022		AAA7		27,360		27,331
Invitation Homes Trust, Series 2017-SFR2, Class A2,4, (1 mo. LIBOR US + 0.850%), 3.244%, 12/17/2036		Aaa		147,717		146,732
Invitation Homes Trust, Series 2017-SFR2, Class B2,4, (1 mo. LIBOR US + 1.150%), 3.544%, 12/17/2036		Aa2		115,000		114,883
Navient Private Education Refi Loan Trust, Series2019-CA, Class A14, 2.82%, 2/15/2068		AAA7		990,000		996,018
Navient Student Loan Trust, Series2019-2A, Class A22,4, (1 mo. LIBOR US + 1.000%), 3.404%, 2/27/2068		Aaa		1,820,000		1,822,691
Oxford Finance Funding LLC, Series2019-1A, Class A24, 4.459%, 2/15/2027		WR6		900,000		924,169
Progress Residential Trust, Series 2017-SFR2, Class A4, 2.897%, 12/17/2034		Aaa		400,000		402,597
Progress Residential Trust, Series 2019-SFR2, Class A4, 3.147%, 5/17/2036		Aaa		910,000		925,978
SBA Small Business Investment Companies, Series2015-10B, Class 1, 2.829%, 9/10/2025		Aaa		1,209,779		1,245,509
SoFi Consumer Loan Program LLC, Series2017-5, Class A14, 2.14%, 9/25/2026		AA7		21,575		21,561
SoFi Consumer Loan Program Trust, Series2019-2, Class A4, 3.01%, 4/25/2028		AAA7		720,219		724,866
SoFi Consumer Loan Program Trust, Series2019-3, Class A4, 2.90%, 5/25/2028		AAA7		1,010,000		1,015,229
SoFi Professional Loan Program LLC, Series2016-E, Class A2B4, 2.49%, 1/25/2036		Aaa		886,732		888,495
SoFi Professional Loan Program LLC, Series2017-A, Class A2A4, 1.55%, 3/26/2040		Aaa		19,096		19,056
SoFi Professional Loan Program LLC, Series2017-C, Class A2A4, 1.75%, 7/25/2040		AAA7		88,083		87,816
SoFi Professional Loan Program LLC, Series2017-F, Class A1FX4, 2.05%, 1/25/2041		Aaa		67,428		67,285
SoFi Professional Loan Program LLC, Series2017-F, Class A2FX4, 2.84%, 1/25/2041		Aaa		150,000		151,597
SoFi Professional Loan Program LLC, Series2018-C, Class A1FX4, 3.08%, 1/25/2048		Aaa		453,168		456,671
Tax Ease Funding LLC, Series2016-1A, Class A4, 3.131%, 6/15/2028		WR6		87,030		86,849
Towd Point Mortgage Trust, Series2017-1, Class A14,8, 2.75%, 10/25/2056		Aaa		423,095		424,772

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

6

Core Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1 (UNAUDITED)		PRINCIPAL     AMOUNT		VALUE     (NOTE 2)
ASSET-BACKED SECURITIES (continued)
Towd Point Mortgage Trust, Series2019-HY1, Class A12,4, (1 mo. LIBOR US + 1.000%), 3.404%, 10/25/2048		Aaa	$	402,353	$	403,929
Tricon American Homes Trust, Series 2016-SFR1, Class A4, 2.589%, 11/17/2033		Aaa		491,273		490,738
Tricon American Homes Trust, Series 2017-SFR2, Class A4, 2.928%, 1/17/2036		Aaa		498,746		505,456
TOTAL ASSET-BACKED SECURITIES (Identified Cost $16,961,109)						17,108,642
COMMERCIAL MORTGAGE-BACKED SECURITIES - 9.2%
Americold LLC Trust, Series 2010-ARTA, Class A14, 3.847%, 1/14/2029		AA7		19,306		19,513
BWAY Mortgage Trust, Series 2015-1740, Class A4, 2.917%, 1/10/2035		AAA7		400,000		407,585
Caesars Palace Las Vegas Trust, Series 2017-VICI, Class A4, 3.531%, 10/15/2034		Aaa		570,000		590,978
CIM Trust, Series 2019-INV1, Class A14,8, 4.00%, 2/25/2049		Aaa		332,266		340,221
Commercial Mortgage Pass-Through Certificates, Series2015-3BP, Class A4, 3.178%, 2/10/2035		WR6		400,000		415,609
Credit Suisse Mortgage Capital Trust, Series2013-6, Class 2A14,8, 3.50%, 8/25/2043		AAA7		769,338		778,980
Credit Suisse Mortgage Capital Trust, Series 2013-IVR3, Class A14,8, 2.50%, 5/25/2043		AAA7		239,976		235,537
Credit Suisse Mortgage Capital Trust, Series2013-TH1, Class A14,8, 2.13%, 2/25/2043		AAA7		167,418		165,028
Fannie Mae REMICS, Series2018-31, Class KP, 3.50%, 7/25/2047		Aaa		650,313		675,059
FannieMae-Aces, Series2017-M15, Class A18, 3.058%, 9/25/2027		WR6		989,198		1,026,685
FDIC Trust, Series2011-R1, Class A4, 2.672%, 7/25/2026		WR6		37,834		37,733
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K014, Class X1 (IO)8, 1.323%, 4/25/2021		Aaa		6,905,459		123,461
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K016, Class X1 (IO)8, 1.638%, 10/25/2021		Aaa		1,029,367		30,567
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K021, Class X1 (IO)8, 1.568%, 6/25/2022		Aaa		8,921,649		326,611
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K030, Class X1 (IO)8, 0.303%, 4/25/2023		Aaa		13,322,583		90,217
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K032, Class X1 (IO)8, 0.214%, 5/25/2023		Aaa		7,812,204		32,992
Freddie Mac REMICS, Series 4791, Class BA, 4.00%, 3/15/2044		Aaa		763,230		791,688
Freddie Mac REMICS, Series 4801, Class BA, 4.50%, 5/15/2044		Aaa		727,148		759,924
FREMF Mortgage Trust, Series2011-K15, Class B4,8, 5.116%, 8/25/2044		WR6		170,000		178,154
FREMF Mortgage Trust, Series 2012-K711, Class B4,8, 3.576%, 8/25/2045		WR6		450,000		449,141
FREMF Mortgage Trust, Series 2013-K712, Class B4,8, 3.454%, 5/25/2045		AA7		360,000		360,129

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

7

Core Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE (NOTE 2)
COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
FREMF Mortgage Trust, Series 2014-K715, Class B4,8, 4.112%, 2/25/2046		A1	$	465,000	$	474,804
FREMF Mortgage Trust, Series 2015-K42,  Class B4,8, 3.983%, 12/25/2024		A3		380,000		395,597
FREMF Mortgage Trust, Series 2015-K43,  Class B4,8, 3.862%, 2/25/2048		WR6		400,000		413,192
FREMF Mortgage Trust, Series 2015-K720, Class B4,8, 3.506%, 7/25/2022		Baa1		340,000		347,394
Government National Mortgage Association,  Series 2017-54, Class AH, 2.60%, 12/16/2056		Aaa		465,937		462,401
JP Morgan Chase Commercial Mortgage Securities Trust, Series2010-C2, Class A34, 4.07%, 11/15/2043		AAA7		171,664		174,044
JP Morgan Mortgage Trust, Series 2013-1,  Class 1A24,8, 3.00%, 3/25/2043		WR6		118,098		118,153
JP Morgan Mortgage Trust, Series 2013-2,  Class A24,8, 3.50%, 5/25/2043		AAA7		130,995		132,871
JP Morgan Mortgage Trust, Series 2014-2,  Class 1A14,8, 3.00%, 6/25/2029		AAA7		155,831		157,734
JP Morgan Mortgage Trust, Series 2017-3,  Class 1A54,8, 3.50%, 8/25/2047		Aaa		735,211		746,010
JP Morgan Mortgage Trust, Series 2017-6,  Class A34,8, 3.50%, 12/25/2048		Aaa		299,362		303,261
JP Morgan Mortgage Trust, Series 2017-6,  Class A54,8, 3.50%, 12/25/2048		Aaa		491,491		498,710
New Residential Mortgage Loan Trust,  Series 2014-1A, Class A4,8, 3.75%, 1/25/2054		AAA7		267,189		276,816
New Residential Mortgage Loan Trust,  Series 2014-3A, Class AFX34,8, 3.75%, 11/25/2054		AA7		118,411		122,255
New Residential Mortgage Loan Trust,  Series 2015-2A, Class A14,8, 3.75%, 8/25/2055		Aaa		259,530		268,505
New Residential Mortgage Loan Trust,  Series 2016-4A, Class A14,8, 3.75%, 11/25/2056		AAA7		219,575		226,701
OBP Depositor LLC Trust, Series 2010-OBP,  Class A4, 4.646%, 7/15/2045		AAA7		100,000		101,114
SBA Small Business Investment Companies,  Series 2015-10A, Class 1, 2.517%, 3/10/2025		Aaa		425,426		434,575
Sequoia Mortgage Trust, Series 2012-3,  Class A18, 3.50%, 7/25/2042		Aaa		346,872		351,180
Sequoia Mortgage Trust, Series 2013-7,  Class A28, 3.00%, 6/25/2043		AAA7		137,374		137,081
Sequoia Mortgage Trust, Series 2013-8,  Class A18, 3.00%, 6/25/2043		Aaa		188,922		189,233
Sequoia Mortgage Trust, Series 2016-3,  Class A104,8, 3.50%, 11/25/2046		Aaa		998,277		1,014,836
Starwood Retail Property Trust, Series 2014-STAR, Class A2,4, (1 mo. LIBOR US + 1.220%), 3.614%, 11/15/2027		AAA7		366,836		365,838
Sutherland Commercial Mortgage Trust, Series 2019-SBC8, Class A4,8, 2.86%, 12/25/2035		WR6		1,040,000		1,042,287

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

8

Core Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1 (UNAUDITED)		PRINCIPAL AMOUNT		VALUE (NOTE 2)
COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
Towd Point Mortgage Trust, Series 2016-5,  Class A14,8, 2.50%, 10/25/2056		Aaa	$	488,353	$	487,415
UBS-Barclays Commercial  Mortgage Trust, Series 2013-C5, Class A4, 3.185%, 3/10/2046		Aaa		800,000		823,488
Vornado DP LLC Trust, Series 2010-VNO,  Class A2FX4, 4.004%, 9/13/2028		AA7		245,000		248,601
Waikiki Beach Hotel Trust, Series  2019-WBM, Class A2,4, (1 mo. LIBOR US + 1.050%), 3.444%, 12/15/2033		AAA7		415,000		412,593
Wells Fargo Commercial Mortgage Trust,  Series 2010-C1, Class A24, 4.393%, 11/15/2043		Aaa		275,000		279,521
WF-RBS Commercial  Mortgage Trust, Series 2011-C2, Class A44,8, 4.869%, 2/15/2044		Aaa		766,722		790,045
WinWater Mortgage Loan Trust, Series  2015-1, Class A14,8, 3.50%, 1/20/2045		WR6		136,160		137,487
WinWater Mortgage Loan Trust, Series  2015-3, Class A54,8, 3.50%, 3/20/2045		Aaa		110,090		110,633
TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES (Identified Cost $19,411,580)						19,880,187
FOREIGN GOVERNMENT BONDS - 1.4%
Export-Import Bank of Korea (South Korea), 2.625%,  12/30/2020		Aa2		2,000,000		2,009,362
The Korea Development Bank (South Korea), 1.375%,  9/12/2019		Aa2		1,000,000		998,410
TOTAL FOREIGN GOVERNMENT BONDS (Identified Cost  $2,997,803)						3,007,772
U.S. TREASURY SECURITIES - 38.2%
U.S. Treasury Bonds - 13.1%
U.S. Treasury Bond, 6.25%, 5/15/2030				4,625,000		6,525,225
U.S. Treasury Bond, 4.75%, 2/15/2037				4,565,000		6,251,197
U.S. Treasury Bond, 2.50%, 2/15/2045				7,267,000		7,239,465
U.S. Treasury Bond, 3.00%, 5/15/2047				5,687,000		6,228,376
U.S. Treasury Inflation Indexed Bond, 0.75%, 2/15/2042				1,962,181		1,969,443
Total U.S. Treasury Bonds (Identified Cost  $26,429,886)						28,213,706
U.S. Treasury Notes - 25.1%
U.S. Treasury Inflation Indexed Note, 0.125%, 4/15/2020				5,464,603		5,407,276
U.S. Treasury Note, 1.75%, 5/15/2023				2,140,000		2,141,170
U.S. Treasury Note, 2.125%, 5/15/2025				8,478,000		8,621,066
U.S. Treasury Note, 1.625%, 5/15/2026				8,755,000		8,616,835
U.S. Treasury Note, 2.375%, 5/15/2027				8,380,000		8,663,807
U.S. Treasury Note, 2.75%, 2/15/2028				8,143,000		8,658,299

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

9

Core Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	PRINCIPAL AMOUNT		VALUE (NOTE 2)
U.S. TREASURY SECURITIES (continued)
U.S. Treasury Notes (continued)
U.S. Treasury Note, 2.625%, 2/15/2029	$	11,525,000	$	12,153,473
Total U.S. Treasury Notes (Identified Cost  $52,513,788)				54,261,926
TOTAL U.S. TREASURY SECURITIES (Identified Cost $78,943,674)				82,475,632
U.S. GOVERNMENT AGENCIES - 18.4%
Mortgage-Backed Securities - 18.4%
Fannie Mae, Pool #888468, 5.50%, 9/1/2021		48,511		49,288
Fannie Mae, Pool #995233, 5.50%, 10/1/2021		1,822		1,840
Fannie Mae, Pool #888017, 6.00%, 11/1/2021		6,508		6,664
Fannie Mae, Pool #995329, 5.50%, 12/1/2021		33,778		34,319
Fannie Mae, Pool #888136, 6.00%, 12/1/2021		7,503		7,684
Fannie Mae, Pool #888810, 5.50%, 11/1/2022		59,538		60,431
Fannie Mae, Pool #AD0462, 5.50%, 10/1/2024		7,236		7,590
Fannie Mae, Pool #MA3463, 4.00%, 9/1/2033		731,123		764,630
Fannie Mae, Pool #MA1834, 4.50%, 2/1/2034		77,078		81,876
Fannie Mae, Pool #828377, 5.50%, 6/1/2035		296,153		328,966
Fannie Mae, Pool #MA2587, 3.50%, 4/1/2036		605,585		624,741
Fannie Mae, Pool #889494, 5.50%, 1/1/2037		285,680		316,495
Fannie Mae, Pool #889624, 5.50%, 5/1/2038		41,643		45,372
Fannie Mae, Pool #995876, 6.00%, 11/1/2038		120,464		136,617
Fannie Mae, Pool #AD0307, 5.50%, 1/1/2039		41,929		46,383
Fannie Mae, Pool #AI5172, 4.00%, 8/1/2041		109,840		115,843
Fannie Mae, Pool #AH3858, 4.50%, 8/1/2041		457,252		491,110
Fannie Mae, Pool #AL7729, 4.00%, 6/1/2043		151,730		160,002
Fannie Mae, Pool #AS3622, 3.50%, 10/1/2044		2,248,768		2,333,070
Fannie Mae, Pool #AX1685, 3.50%, 11/1/2044		1,158,314		1,206,183
Fannie Mae, Pool #AS4103, 4.50%, 12/1/2044		309,748		329,714
Fannie Mae, Pool #AY8604, 3.50%, 4/1/2045		251,824		259,730
Fannie Mae, Pool #AZ9215, 4.00%, 10/1/2045		805,151		840,159
Fannie Mae, Pool #BC6764, 3.50%, 4/1/2046		129,916		133,933
Fannie Mae, Pool #BC8677, 4.00%, 5/1/2046		118,369		123,806
Fannie Mae, Pool #MA2670, 3.00%, 7/1/2046		353,591		358,299
Fannie Mae, Pool #BD2179, 4.00%, 7/1/2046		285,029		298,122
Fannie Mae, Pool #MA2705, 3.00%, 8/1/2046		1,005,155		1,018,487
Fannie Mae, Pool #BD1191, 3.50%, 1/1/2047		501,935		516,907
Fannie Mae, Pool #BE7845, 4.50%, 2/1/2047		232,591		244,997
Fannie Mae, Pool #CA1922, 5.00%, 6/1/2048		863,253		917,054
Fannie Mae, Pool #CA2056, 4.50%, 7/1/2048		533,567		561,050
Fannie Mae, Pool #BK9366, 4.50%, 8/1/2048		337,107		352,899
Fannie Mae, Pool #BK9598, 4.50%, 8/1/2048		394,958		414,619

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

10

Core Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	PRINCIPAL AMOUNT		VALUE (NOTE 2)
U.S. GOVERNMENT AGENCIES (continued)
Mortgage-Backed Securities (continued)
Fannie Mae, Pool #CA2219, 5.00%, 8/1/2048	$	1,305,937	$	1,387,330
Fannie Mae, Pool #CA2373, 5.00%, 9/1/2048		761,769		809,248
Fannie Mae, Pool #BM5859, 4.00%, 10/1/2048		971,090		1,008,000
Fannie Mae, Pool #MA3521, 4.00%, 11/1/2048		3,821,886		3,950,838
Fannie Mae, Pool #BN0622, 4.50%, 1/1/2049		720,380		755,800
Fannie Mae, Pool #AL8674, 5.65%, 1/1/2049		569,905		637,596
Fannie Mae, Pool #FM1158, 3.50%, 7/1/2049		1,141,000		1,181,292
Fannie Mae, Pool #MA3692, 3.50%, 7/1/2049		1,875,000		1,919,503
Freddie Mac, Pool #G11850, 5.50%, 7/1/2020		2,276		2,280
Freddie Mac, Pool #G12610, 6.00%, 3/1/2022		9,001		9,229
Freddie Mac, Pool #G12655, 6.00%, 5/1/2022		6,195		6,385
Freddie Mac, Pool #G12988, 6.00%, 1/1/2023		5,178		5,374
Freddie Mac, Pool #G13078, 6.00%, 3/1/2023		8,813		9,125
Freddie Mac, Pool #D98711, 4.50%, 7/1/2031		116,178		123,757
Freddie Mac, Pool #C91746, 4.50%, 12/1/2033		104,223		111,024
Freddie Mac, Pool #C91771, 4.50%, 6/1/2034		119,961		127,671
Freddie Mac, Pool #C91780, 4.50%, 7/1/2034		128,040		136,395
Freddie Mac, Pool #C91832, 3.50%, 6/1/2035		636,010		660,069
Freddie Mac, Pool #G07655, 5.50%, 12/1/2035		87,879		97,604
Freddie Mac, Pool #G08268, 5.00%, 5/1/2038		696,978		757,159
Freddie Mac, Pool #G05275, 5.50%, 2/1/2039		244,722		266,311
Freddie Mac, Pool #G05900, 6.00%, 3/1/2040		39,237		43,797
Freddie Mac, Pool #A92889, 4.50%, 7/1/2040		299,839		322,248
Freddie Mac, Pool #A93451, 4.50%, 8/1/2040		834,622		897,009
Freddie Mac, Pool #G60513, 5.00%, 7/1/2041		709,251		770,477
Freddie Mac, Pool #G60071, 4.50%, 7/1/2042		312,861		336,221
Freddie Mac, Pool #Q17513, 3.50%, 4/1/2043		205,150		213,121
Freddie Mac, Pool #G60183, 4.00%, 12/1/2044		364,853		379,964
Freddie Mac, Pool #Q37592, 4.00%, 12/1/2045		794,950		831,846
Freddie Mac, Pool #Q37857, 4.00%, 12/1/2045		681,462		713,223
Freddie Mac, Pool #G60855, 4.50%, 12/1/2045		300,995		320,414
Freddie Mac, Pool #Q38388, 4.00%, 1/1/2046		789,091		826,524
Freddie Mac, Pool #Q47544, 4.00%, 3/1/2047		952,740		1,004,097
Freddie Mac, Pool #Q47130, 4.50%, 4/1/2047		370,768		390,624
Freddie Mac, Pool #G08786, 4.50%, 10/1/2047		351,626		371,817
Freddie Mac, Pool #Q57173, 4.50%, 7/1/2048		863,184		904,955
Freddie Mac, Pool #Q59744, 4.50%, 11/1/2048		1,072,956		1,127,825
Freddie Mac, Pool #Q59805, 4.50%, 11/1/2048		620,599		651,143
Freddie Mac, Pool #G61887, 5.00%, 2/1/2049		1,341,032		1,422,226
Freddie Mac, Pool #QA0192, 3.50%, 6/1/2049		1,000,000		1,023,736
TOTAL U.S. GOVERNMENT AGENCIES (Identified Cost  $39,365,726)				39,702,137

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

11

Core Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	PRINCIPAL AMOUNT/ SHARES		VALUE (NOTE 2)
U.S. GOVERNMENT SECURITIES - 1.6%
U.S. Treasury Bill - 1.6%
U.S. Treasury Bill9, 2.36%, 9/19/2019 (Identified Cost $3,397,227)	$	3,415,000	$	3,399,233
SHORT-TERM INVESTMENT - 3.0%
Dreyfus Government Cash Management, Institutional Shares, 2.25%10, (Identified Cost $6,427,824)		6,427,824		6,427,824
TOTAL INVESTMENTS - 102.0% (Identified Cost $213,810,741)				220,267,716
LIABILITIES, LESS OTHER ASSETS - (2.0%)				(4,322,250	)
NET ASSETS - 100%			$	215,945,466

IO - Interest only

¹Credit ratings from Moody’s (unaudited).

²Floating rate security. Rate shown is the rate in effect as of June 30, 2019.

³Variable rate security. Security may be issued at a fixed coupon rate, which converts to a variable rate at a specified date. Rate shown is the rate in effect as of June 30, 2019.

⁴Restricted securities - Investment in securities that are restricted as to public resale under the Securities Act of 1933, as amended. These securities have been sold under Rule 144A and have been determined to be liquid under the Fund’s Liquidity Risk Management Program. These securities amount to $33,043,210, or 15.3% of the Series’ net assets as of June 30, 2019 (see Note 2 to the financial statements).

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

⁶Credit rating has been withdrawn. As of June 30, 2019, there is no rating available (unaudited).

⁷Credit ratings from S&P (unaudited).

⁸Variable or floating rate security, the interest rate of which adjusts periodically based on changes in current interest rates and prepayments on the underlying pool of assets. Rate shown is the rate in effect as of June 30, 2019.

⁹Represents the annualized yield at time of purchase.

¹⁰Rate shown is the current yield as of June 30, 2019.

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 S&P Global 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.

12

Core Bond Series

Statement of Assets and Liabilities

June 30, 2019 (unaudited)

ASSETS:
Investments, at value (identified cost $213,810,741) (Note 2)	$	220,267,716
Receivable from Advisor (Note 3)		5,776
Interest receivable		1,374,199
Receivable for fund shares sold		46,235
Prepaid and other expenses		19,231
TOTAL ASSETS		221,713,157
LIABILITIES:
Accrued fund accounting and administration fees (Note 3)		16,570
Accrued Chief Compliance Officer service fees (Note 3)		546
Accruedsub-transfer agent fees (Note 3)		399
Accrued distribution and service (Rule12b-1) fees (Class S) (Note 3)		308
Payable for securities purchased		5,723,606
Other payables and accrued expenses		26,262
TOTAL LIABILITIES		5,767,691
TOTAL NET ASSETS	$	215,945,466
NET ASSETS CONSIST OF:
Capital stock	$	201,822
Additionalpaid-in-capital		211,545,192
Total distributable earnings (loss)		4,198,452
TOTAL NET ASSETS	$	215,945,466
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($1,504,751/138,614 shares)	$	10.86
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($4,217,290/421,794 shares)	$	10.00
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class W ($182,170,762/16,818,769 shares)	$	10.83
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class Z ($28,052,663/2,802,978 shares)	$	10.01

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

13

Core Bond Series

Statement of Operations

For the Six Months Ended June 30, 2019 (unaudited)

INVESTMENT INCOME:
Interest	$	2,908,607
Dividends		30,987
Total Investment Income		2,939,594
EXPENSES:
Management fees (Note 3)		277,540
Fund accounting and administration fees (Note 3)		49,948
Shareholder services fees (Class S) (Note 3)		41,112
Directors’ fees (Note 3)		7,915
Distribution and service (Rule12b-1) fees (Class S) (Note 3)		5,756
Chief Compliance Officer service fees (Note 3)		2,027
Sub-transfer agent fees (Note 3)		847
Custodian fees		7,222
Miscellaneous		56,835
Total Expenses		449,202
Less reduction of expenses (Note 3)		(205,110	)
Net Expenses		244,092
NET INVESTMENT INCOME		2,695,502
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on investments		391,574
Net change in unrealized appreciation (depreciation) on investments		8,583,261
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS		8,974,835
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	11,670,337

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

14

Core Bond Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)				FOR THE YEAR ENDED 12/31/18
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income		$	2,695,502			$	4,454,362
Net realized gain (loss) on investments			391,574				(3,218,080	)
Net change in unrealized appreciation (depreciation)  on investments			8,583,261				(2,665,981	)
Net increase (decrease) from operations			11,670,337				(1,429,699	)
DISTRIBUTIONS TO SHAREHOLDERS (Note 9):
Class S			(69,732	)			(2,424,102	)
Class I			(87,691	)			(2,078,920	)
Class W			(1,531,742	)			—
Class Z			(255,690	)			—
Total distributions to shareholders			(1,944,855	)			(4,503,022	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase (decrease) from capital share  transactions (Note 5)			28,145,353				(11,536,671	)
Net increase (decrease) in net assets			37,870,835				(17,469,392	)
NET ASSETS:
Beginning of period			178,074,631				195,544,023
End of period		$	215,945,466			$	178,074,631

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

15

Core Bond Series

Financial Highlights - Class S*

	FOR THE SIX MONTHS ENDED  6/30/19 (UNAUDITED)			FOR THE YEAR ENDED
				12/31/18			12/31/17			12/31/16			12/31/15			12/31/14
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.30			$10.62			$10.52			$10.48			$10.69			$10.74
Income (loss) from investment operations:
Net investment income1		0.12			0.24			0.20			0.17			0.22			0.31
Net realized and unrealized gain (loss) on investments		0.50			(0.32	)		0.10			0.10			(0.17	)		0.08
Total from investment operations		0.62			(0.08	)		0.30			0.27			0.05			0.39
Less distributions to shareholders:
From net investment income		(0.06	)		(0.24	)		(0.19	)		(0.17	)		(0.20	)		(0.32	)
From net realized gain on investments		—			—			(0.01	)		(0.06	)		(0.06	)		(0.12	)
Total distributions to shareholders		(0.06	)		(0.24)			(0.20	)		(0.23	)		(0.26	)		(0.44	)
Net asset value - End of period		$10.86			$10.30			$10.62			$10.52			$10.48			$10.69
Net assets - End of period (000’s omitted)		$1,505			$101,314			$119,137			$117,559			$147,074			$153,018
Total return2		6.00%			(0.75%	)		2.91%			2.53%			0.44%			3.62%
Ratios (to average net assets)/Supplemental Data:
Expenses**		0.69%	3		0.70%			0.70%			0.70%			0.69%			0.70%
Net investment income		2.29%	3		2.35%			1.86%			1.61%			2.09%			2.86%
Portfolio turnover		28%			78%			48%			75%			88%			57%
*Effective August 3, 2015, the shares of the Series have been designated as Class S. **The investment advisor did not impose all or a portion of its management and/or other fees, and in some 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:
		0.07%	3		0.08%			0.07%			0.06%			0.03%			N/A

¹Calculated based on average shares outstanding during the periods.

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

³Annualized.

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

16

Core Bond Series

Financial Highlights - Class I

	FOR THE SIX MONTHS ENDED  6/30/19 (UNAUDITED)			FOR THE YEAR ENDED									FOR THE PERIOD   8/3/151 TO  12/31/15
				12/31/18			12/31/17			12/31/16
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$9.52			$9.84			$9.77			$9.75			$10.00
Income (loss) from investment operations:
Net investment income2		0.12			0.25			0.21			0.18			0.08
Net realized and unrealized gain (loss) on investments		0.46			(0.31	)		0.09			0.10			(0.13	)
Total from investment operations		0.58			(0.06	)		0.30			0.28			(0.05	)
Less distributions to shareholders:
From net investment income		(0.10	)		(0.26	)		(0.22	)		(0.20	)		(0.14	)
From net realized gain on investments		—			—			(0.01	)		(0.06	)		(0.06	)
Total distributions to shareholders		(0.10	)		(0.26	)		(0.23	)		(0.26	)		(0.20	)
Net asset value - End of period		$10.00			$9.52			$9.84			$9.77			$9.75
Net assets - End of period(000’s omitted)		$4,217			$76,761			$76,407			$64,763			$79,303
Total return3		6.09%			(0.53%	)		3.10%			2.80%			(0.51%)
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.45%	4		0.45%			0.45%			0.45%			0.46%	4
Net investment income		2.58%	4		2.60%			2.12%			1.86%			2.03%	4
Portfolio turnover		28%			78%			48%			75%			88%
*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 amount:
		0.07%	4		0.08%			0.07%			0.06%			0.06%4

¹Commencement of operations.

²Calculated based on average shares outstanding during the periods.

³Represents aggregate total return for the periods indicated, and assumes reinvestment of all distributions. Total return would have been lower had certain expenses not been waived 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.

17

Core Bond Series

Financial Highlights - Class W

	FOR THE PERIOD  3/1/191 TO 6/30/19  (UNAUDITED)
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period		$10.40
Income (loss) from investment operations:
Net investment income2		0.11
Net realized and unrealized gain on investments		0.42
Total from investment operations		0.53
Less distributions to shareholders:
From net investment income		(0.10	)
Net asset value - End of period		$10.83
Net assets - End of period(000’s omitted)		$182,171
Total return3		5.16%
Ratios (to average net assets)/Supplemental Data:
Expenses*4		0.05%
Net investment income4		3.18%
Portfolio turnover		28%
*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amount4:
		0.33%

¹Commencement of operations.

²Calculated based on average shares outstanding during the period.

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

⁴Annualized.

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

18

Core Bond Series

Financial Highlights - Class Z

	FOR THE PERIOD  3/1/191 TO 6/30/19  (UNAUDITED)
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period		$9.62
Income (loss) from investment operations:
Net investment income2		0.10
Net realized and unrealized gain on investments		0.39
Total from investment operations		0.49
Less distributions to shareholders:
From net investment income		(0.10	)
Net asset value - End of period		$10.01
Net assets - End of period(000’s omitted)		$28,053
Total return3		5.10%
Ratios (to average net assets)/Supplemental Data:
Expenses*4		0.30%
Net investment income4		2.92%
Portfolio turnover		28%
*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amount4:
		0.08%

¹Commencement of operations.

²Calculated based on average shares outstanding during the period.

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

⁴Annualized.

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

19

Core Bond Series

Notes to Financial Statements

(unaudited)

1. Organization

Core Bond Series (the “Series”) is ano-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 anopen-end management investment company.

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

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The Series is authorized to issue four classes of shares (Class S, I, W and Z). Class W and Z shares were issued on March 1, 2019. 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 total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2019, 10 billion shares have been designated in total among 34 series, of which 100 million have been designated as Core Bond Series Class I common stock, 125 million have been designated as Core Bond Series Class S common stock, 150 million have been designated as Core Bond Series Class W common stock, and 150 million have been designated as Core Bond Series Class Z common stock.

2. Significant Accounting Policies

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

Security Valuation

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

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

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

Short-term investments that mature in sixty days or less may be valued at amortized cost, which approximates fair value. Investments inopen-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

20

Core Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation(continued)

of activity, further analysis and adjustment may be necessary to estimate fair value. The Series measures fair value in these instances by the use of inputs and valuation techniques which may be based upon current market prices of securities that are comparable in coupon, rating, maturity and industry and/or expectation of future cash flows. As a result of trading in relatively thin markets and/or markets that experience significant volatility, the prices used by the Series to value these securities may differ from the value that would be realized if these securities were sold, and the differences could be material.

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

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

The following is a summary of the valuation levels used for major security types as of June 30, 2019 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Debt securities:
U.S. Treasury and other U.S.
Government agencies	$	125,577,002	$	—	$	125,577,002	$	—
Corporate debt:
Communication Services		7,116,245		—		7,116,245		—
Consumer Discretionary		5,149,784		—		5,149,784		—
Consumer Staples		964,417		—		964,417		—
Energy		8,072,579		—		8,072,579		—
Financials		16,009,840		—		16,009,840		—
Health Care		5,373,978		—		5,373,978		—
Industrials		3,353,912		—		3,353,912		—
Materials		1,777,012		—		1,777,012		—
Real Estate		448,522		—		448,522		—
Asset-backed securities		17,108,642		—		17,108,642		—
Commercial mortgage-backed securities		19,880,187		—		19,880,187		—
Foreign government bonds		3,007,772		—		3,007,772		—
Mutual fund		6,427,824		6,427,824		—		—
Total assets	$	220,267,716	$	6,427,824	$	213,839,892	$	—

There were no Level 3 securities held by the Series as of December 31, 2018 or June 30, 2019.

New Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board issued Accounting Standards UpdateNo. 2017-08, Receivables - Nonrefundable Fees and Other Costs (Subtopic310-20): “Premium Amortization of Purchased Callable Debt Securities” which amends the amortization period for certain purchased callable debt securities. Under the new guidance, the premium

21

Core Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

New Accounting Pronouncements(continued)

amortization of purchased callable debt securities that have explicit,non-contingent call features and are callable at fixed prices will be amortized to the earliest call date. The guidance does not require an accounting change for securities held at a discount, which continue to be amortized to maturity. This guidance was adopted by the Series as of January 1, 2019 on a modified retrospective basis. The cost basis of the securities on January 1, 2019 has been decreased by $32,356. This change in accounting policy has been made to comply with the newly issued accounting standard and had no impact on total distributable earnings (loss) or the net asset value for any Class’s of the Series.

Security Transactions, Investment Income and Expenses

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

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

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

Foreign Currency Translation

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

Asset-Backed Securities

The Series may invest in asset-backed securities. Asset-backed securities are generally issued as pass-through certificates or as debt instruments. Asset-backed securities issued as pass-through certificates represent undivided fractional ownership interests in an underlying pool of assets. Asset-backed securities issued as debt instruments, which are also known as collateralized obligations, are typically issued as the debt of a special purpose entity organized solely for the purpose of owning such assets and issuing such debt. Asset-backed securities are often backed by a pool of assets representing the obligations of a number of different parties. The yield characteristics of certain asset-backed securities may differ from traditional debt securities. One such major difference is that all or a principal part of the obligations may be prepaid at any time because the underlying assets (i.e. loans) may be prepaid at any time. As a result, a decrease in interest rates in the market may result in increases in the level of prepayments as borrowers, particularly mortgagors, refinance and repay their loans. An increased prepayment rate with respect to an asset-backed security will have the effect of shortening the maturity of the security. In addition, the Series may subsequently have to reinvest the proceeds at lower interest rates. If the Series has purchased such an asset-backed security at a premium, a faster than anticipated prepayment rate could result in a loss of principal to the extent of the premium paid.

Mortgage-Backed Securities

The Series may invest in mortgage-backed securities (“MBS” or pass-through certificates) that represent an interest in a pool of specific underlying mortgage loans and entitle the Series to the periodic payments of principal and interest from those

22

Core Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Mortgage-Backed Securities(continued)

mortgages. MBS may be issued by government agencies or corporations, or private issuers. Most MBS issued by government agencies are guaranteed; however, the degree of protection differs based on the issuer. For MBS there are a number of important differences among the agencies and instrumentalities of the U.S. Government that issue mortgage-related securities and among the securities that they issue. For example, mortgage-related securities guaranteed by Ginnie Mae are guaranteed as to the timely payment of principal and interest by Ginnie Mae and such guarantee is backed by the full faith and credit of the United States. However, mortgage-related securities issued by Freddie Mac and Fannie Mae, including Freddie Mac and Fannie Mae guaranteed mortgage pass-through certificates, which are solely the obligations of Freddie Mac and Fannie Mae, are not backed by or entitled to the full faith and credit of the United States, but are supported by the right of the issuer to borrow from the U.S. Treasury.Non-agency mortgage-backed securities are securities issued bynon-governmental issuers and have no direct or indirect government guarantees of payment and are subject to various risks.Non-agency mortgage loans are obligations of the borrowers thereunder only and are not typically insured or guaranteed by any other person or entity. The ability of a borrower to repay a loan is dependent upon the income or assets of the borrower. A number of factors, including a general economic downturn, acts of God, terrorism, social unrest and civil disturbances, may impair a borrower’s ability to repay its loans.

Inflation-Indexed Bonds

The 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 Statement 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

The Series may purchase securities on a when-issued basis or forward commitment. These transactions involve a commitment by the Series to purchase securities for a predetermined price with payment and delivery taking place beyond the customary settlement period. When such purchases are outstanding, the Series will designate liquid assets in an amount sufficient to meet the purchase price. When purchasing a security on a delayed delivery basis, the Series assumes the rights and risks of ownership of the security, including the risk of price and yield fluctuations, and takes such fluctuations into account when determining its net asset value. The Series may sell the when-issued securities before they are delivered, which may result in a capital gain or loss. No such investments were held by the Series on June 30, 2019.

In connection with its ability to purchase or sell securities on a forward commitment basis, the Series may enter into forward roll transactions principally using To Be Announced (TBA) securities. Forward roll transactions require the sale of securities for delivery in the current month, and a simultaneous agreement to repurchase substantially similar (same type, coupon and maturity) securities on a specified future date. Risks of entering into forward roll transactions include the potential inability of the counterparty to meet the terms of the agreement; the potential of the Series to receive inferior securities at redelivery as compared to the securities sold to the counterparty; counterparty credit risk; and the potential pay down speed variance between the mortgage-backed pools. During the roll period, the Series forgoes principal and interest paid on the securities. The Series accounts for such dollar rolls as purchases and sales. Information regarding securities purchased on a when-issued basis is included in the Series’ Investment Portfolio. No such investments were held by the Series on June 30, 2019.

Restricted Securities

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

23

Core Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Illiquid Securities

A security may be considered illiquid if so deemed in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board. Securities that are illiquid are marked with the applicable footnote on the Investment Portfolio. No such investments were held by the Series on June 30, 2019.

Federal Taxes

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

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2019, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2015 through December 31, 2018. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

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

Distributions of Income and Gains

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

Indemnifications

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

Other

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

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.25% of the Series’ average daily net assets. Prior to March 1, 2019, the management fee for the Series was 0.40% of the Series’ average daily net assets.

24

Core Bond Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

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

The Fund may enter into agreements with financial intermediaries pursuant to which the Fund may pay financial intermediaries fornon-distribution relatedsub-transfer agency, administrative,sub-accounting, and other shareholder services in an annual amount not to exceed 0.15% of the average daily net assets of the Class I and Class S shares of the Series. Payments made pursuant to such agreements are generally based on the current assets and/or number of accounts of the Series attributable to the financial intermediary. Any payments made pursuant to such agreements may be in addition to, rather than in lieu of, any Distribution and Shareholder Services Fee payable under the Rule12b-1 plan of the Fund.

Prior to March 1, 2019, the Class S shares of the Series were subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Fund’s Board. The shareholder services fee was 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 paid 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 had a Shareholder Services Agreement with the Advisor, for which the Advisor received the shareholder services fee as stated above.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. Effective March 1, 2019, the Series compensates the distributor for distributing and servicing the Series’ Class S shares pursuant to a distribution plan adopted under Rule12b-1 of the 1940 Act, regardless of expenses actually incurred. Under the agreement, the Series pays distribution and service fees to the distributor at an annual rate of 0.25% of average daily net assets attributable to Class S shares. There are no distribution and service fees on the Class I, Class W or Class Z shares. The fees are accrued daily and paid monthly.

Pursuant to a master services agreement dated March 1, 2017, as amended, 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 Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Income Series); and 0.0065% of average daily net assets in excess of $40 billion (excluding Target Series and Income Series); plus a base fee of $30,400 per series. Additionally, certain transaction andout-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 assub-accountant services agent.

Effective March 1, 2019, the Advisor has contractually agreed to waive the management fee for the Class W shares. The full management fee will be waived under this agreement because Class W shares are only available to discretionary investment accounts and other accounts managed by the Advisor. These clients pay a management fee to the advisor that is separate from the fund’s expenses. In addition, pursuant to a separate expense limitation agreement, the Advisor has contractually agreed to limit its fees and reimburse expenses to the extent necessary so that the total direct annual fund operating expenses, exclusive of the shareholder services fee and/or distribution and service(12b-1) fees and waived Class W management fees (collectively, “excluded expenses”), to 0.45% of the average daily net assets of the Class S and Class I shares, 0.05% of the average daily net assets of the Class W shares, and 0.30% of the average daily net assets of the Class Z shares. These contractual waivers are expected to continue indefinitely, and may not be amended or terminated by the Advisor without the approval of the Series’ Board of Directors. The Advisor may receive from a Class the difference between the Class’s total direct annual fund operating

25

Core Bond Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

expenses, not including excluded expenses, and the Class’s contractual expense limit to recoup all or a portion of its prior fee waivers (other than Class W management fee waivers) or expense reimbursements made during the rolling three-year period preceding the recoupment if at any point the total direct annual fund operating expenses, not including excluded expenses, are below the contractual expense limit (a) at the time of the fee waiver and/or expense reimbursement and (b) at the time of the recoupment.

Pursuant to the advisory fee waiver, the Advisor waived $131,329 in management fees for Class W for the six month period ended June 30, 2019. In addition, pursuant to the separate expense limitation agreement, the Advisor waived or reimbursed expenses of $13,962, $10,534, $42,606 and $6,679 for Class S, Class I, Class W and Class Z, respectively, for the six month period ended June 30, 2019. These amounts are included as a reduction of expenses on the Statement of Operations. At June 30, 2019, the Advisor is eligible to recoup $49,285. For the six month period ended June 30, 2019, the Advisor did not recoup any expenses that have been previously waived or reimbursed.

4. Purchases and Sales of Securities

For the six months ended June 30, 2019, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $20,000,177 and $16,926,088, respectively. Purchases and sales of U.S. Government securities, other than short-term securities, were $51,405,415 and $32,625,714, respectively.

5. Capital Stock Transactions

Transactions in shares of Class S, Class I, Class W and Class Z of Core Bond Series were:

CLASS S	FOR THE SIX MONTHS ENDED 6/30/19					FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNT		SHARES			AMOUNT
Sold	14,068		$	147,545		755,405		$	7,789,737
Reinvested	6,635			69,536		233,967			2,406,471
Repurchased	(9,721,120	)		(101,392,660	)	(2,366,041	)		(24,491,257	)
Total	(9,700,417	)	$	(101,175,579	)	(1,376,669	)	$	(14,295,049	)
CLASS I	FOR THE SIX MONTHS ENDED 6/30/19					FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNT		SHARES			AMOUNT
Sold	614,612		$	5,949,543		2,833,088		$	27,002,772
Reinvested	8,260			80,311		149,244			1,419,524
Repurchased	(8,264,585	)		(79,602,785	)	(2,682,885	)		(25,663,918	)
Total	(7,641,713	)	$	(73,572,931	)	299,447		$	2,758,378
CLASS W	FOR THE PERIOD 3/1/19 (COMMENCEMENT OF OPERATIONS) TO 6/30/19
	SHARES			AMOUNT
Sold	17,370,471		$	181,699,111
Reinvested	136,510			1,455,942
Repurchased	(688,212	)		(7,341,116	)
Total	16,818,769		$	175,813,937

26

Core Bond Series

Notes to Financial Statements (continued)

(unaudited)

5. Capital Stock Transactions (continued)

CLASS Z	FOR THE PERIOD 3/1/19 (COMMENCEMENT OF OPERATIONS) TO 6/30/19
	SHARES			AMOUNT
Sold	2,891,841		$	27,952,477
Reinvested	5,315			52,221
Repurchased	(94,178	)		(924,772	)
Total	2,802,978		$	27,079,926

At June 30, 2019, the Income Series, another series of the Fund, owned 10.5% of the Series. Approximately 85% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion.

6. Line of Credit

The Fund has entered into a364-day, $25 million credit agreement (the “line of credit”) with Bank of New York Mellon. Each series of the Fund may borrow under the line of credit for temporary or emergency purposes, including funding shareholder redemptions and other short-term liquidity purposes. The Fund pays an annual fee on the unused commitment amount, payable quarterly, and is allocated among all the series of the Fund and included in miscellaneous expenses in the Statement of Operations for each series. The line of credit expires in August 2019 unless extended or renewed. During the six months ended June 30, 2019, the Series did not borrow under the line of credit.

7. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2019.

8. Foreign Securities

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

9. Federal Income Tax Information

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

27

Core Bond Series

Notes to Financial Statements (continued)

(unaudited)

9. Federal Income Tax Information (continued)

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2018 were as follows:

Ordinary income	$4,476,238
Long-term capital gains	$     26,784

At June 30, 2019, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized appreciation were as follows:

Cost for federal income tax purposes	$213,873,007
Unrealized appreciation	6,599,028
Unrealized depreciation	(204,319	)
Net unrealized appreciation	$     6,394,709

As of December 31, 2018, the Series had net short-term capital loss carryforwards of $2,136,551 and net long-term capital loss carryforwards of $1,176,234, which may be carried forward indefinitely.

28

{This page intentionally left blank}

29

Core Bond Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

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

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

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent12-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 FormN-PORT, 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)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI atwww.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 availableon-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 haveon-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 selectE-Delivery Option. Should you have any questions on either how to establishon-line access or how to update your account settings, please contact Investor Servicesat 1-800-466-3863.

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

MNCOB-6/19-SAR

www.manning-napier.com

 Manning & Napier Fund, Inc.

 Unconstrained Bond Series

Beginning on February 25, 2021, as permitted by Securities and Exchange Commission regulations, paper copies of the Series’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary or, if you are a direct investor, by visiting www.manning-napier.com or calling1-800-466-3863.

You may elect to receive all future annual and semi-annual reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can inform the Fund that you wish to continue receiving paper copies of your shareholder reports by visiting www.manning-napier.com or calling1-800-466-3863. Your election to receive reports in paper will apply to all funds held with your financial intermediary if you invest through a financial intermediary or all series of the Fund if you invest directly with the Fund.

Unconstrained Bond 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 in each class at the beginning of the period and held for the entire period (January 1, 2019 to June 30, 2019).

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.

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   1/1/191	ENDING   ACCOUNT                   VALUE   6/30/19	EXPENSES PAID   DURING PERIOD       1/1/19-6/30/192	ANNUALIZED   EXPENSE RATIO
Class S
Actual	$1,000.00	$1,030.00	$3.76	0.75%
Hypothetical (5% return before expenses)	$1,000.00	$1,021.09	$3.74	0.75%
Class I
Actual	$1,000.00	$1,031.30	$2.42	0.48%
Hypothetical (5% return before expenses)	$1,000.00	$1,022.41	$2.41	0.48%
Class W
Actual	$1,000.00	$1,017.00	$0.17	0.05%
Hypothetical (5% return before expenses)	$1,000.00	$1,016.41	$0.17	0.05%

¹Class W inception date was March 1, 2019.

²Expenses are equal to each Class’ annualized expense ratio (for thesix-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect theone-half year period) (except for the Series’ Class W Actual and Hypothetical return information, which reflects the 122 day period ended June 30, 2019 due to its inception date of March 1, 2019). The Class’ total return would have been lower had certain expenses not been waived or reimbursed during the period.

1

Unconstrained Bond Series

Portfolio Composition as of June 30, 2019

(unaudited)

2

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1	PRINCIPAL              AMOUNT2		VALUE         (NOTE 2)
CORPORATE BONDS - 42.1%
Non-Convertible Corporate Bonds - 42.1%
Communication Services - 7.0%
Diversified Telecommunication Services - 3.2%
AT&T, Inc.3, (3 mo. LIBOR US + 0.930%), 3.26%, 6/30/2020	Baa2		8,000,000	$	8,056,004
AT&T, Inc., 2.45%, 6/30/2020	Baa2		2,000,000		1,999,140
AT&T, Inc.4, 4.25%, 3/1/2027	Baa2		9,000,000		9,646,057
Verizon Communications, Inc., 4.125%, 3/16/2027	Baa1		9,000,000		9,788,272
					29,489,473
Interactive Media & Services - 0.7%
Baidu, Inc. (China), 3.00%, 6/30/2020	A3		2,400,000		2,410,013
Tencent Holdings Ltd. (China)5, 2.875%, 2/11/2020	A1		3,873,000		3,881,325
					6,291,338
Media - 2.2%
Cablevision Systems Corp., 8.00%, 4/15/2020	B3		5,887,000		6,080,270
Charter Communications Operating LLC - Charter Communications Operating Capital Corp., 3.579%, 7/23/2020	Ba1		5,084,000		5,129,577
Discovery Communications LLC, 3.95%, 3/20/2028	Baa3		9,000,000		9,265,081
					20,474,928
Wireless Telecommunication Services - 0.9%
Sprint Communications, Inc.5, 7.00%, 3/1/2020	B1		8,238,000		8,443,950
Total Communication Services					64,699,689
Consumer Discretionary - 4.7%
Automobiles - 2.3%
Ford Motor Credit Co. LLC3, (3 mo. LIBOR US + 0.930%), 3.495%, 11/4/2019	Baa3		9,000,000		9,011,609
General Motors Co.3, (3 mo. LIBOR US + 0.900%), 3.353%, 9/10/2021	Baa3		7,500,000		7,477,675
General Motors Financial Co., Inc., 3.15%, 1/15/2020	Baa3		5,000,000		5,009,800
					21,499,084
Household Durables - 1.4%
Ashton Woods USA LLC - Ashton Woods Finance Co.5, 6.75%, 8/1/2025	Caa1		2,250,000		2,171,250
Lennar Corp., 4.50%, 11/15/2019	Ba1		700,000		702,625
LGI Homes, Inc.5, 6.875%, 7/15/2026	B1		2,185,000		2,234,163
Meritage Homes Corp., 7.15%, 4/15/2020	Ba2		4,000,000		4,120,000
Weekley Homes LLC - Weekley Finance Corp., 6.625%, 8/15/2025	B3		1,470,000		1,451,625
William Lyon Homes, Inc.,5, 6.625%, 7/15/2027	B2		2,000,000		1,995,000
					12,674,663
Internet & Direct Marketing Retail - 0.8%
Booking Holdings, Inc., 3.60%, 6/1/2026	A3		7,450,000		7,855,796

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

3

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1	PRINCIPAL              AMOUNT2		VALUE         (NOTE 2)
CORPORATE BONDS(continued)
Non-Convertible Corporate Bonds(continued)
Consumer Discretionary(continued)
Specialty Retail - 0.2%
Staples, Inc.5, 7.50%, 4/15/2026	B1		1,430,000	$	1,421,577
Total Consumer Discretionary					43,451,120
Consumer Staples - 1.3%
Beverages - 0.0%##
Constellation Brands, Inc., 3.875%, 11/15/2019	Baa3		545,000		547,508
Food Products - 1.3%
The J.M. Smucker Co., 2.20%, 12/6/2019	Baa2		4,800,000		4,792,758
Kraft Heinz Foods Co., 2.80%, 7/2/2020	Baa3		7,040,000		7,047,822
					11,840,580
Total Consumer Staples					12,388,088
Energy - 8.4%
Energy Equipment & Services - 0.5%
Nabors Industries, Inc., 5.50%, 1/15/2023	B1		835,000		780,725
Plains All American Pipeline LP - PAA Finance Corp., 2.60%, 12/15/2019	Ba1		2,752,000		2,749,676
Plains All American Pipeline LP - PAA Finance Corp., 5.75%, 1/15/2020	Ba1		388,000		393,576
Shelf Drilling Holdings Ltd. (United Arab Emirates)5, 8.25%, 2/15/2025	B3		1,335,000		1,232,205
					5,156,182
Oil, Gas & Consumable Fuels - 7.9%
Antero Midstream Partners LP - Antero Midstream Finance Corp.5, 5.75%, 1/15/2028	Ba3		1,440,000		1,425,600
Bruin E&P Partners, LLC5, 8.875%, 8/1/2023	B3		950,000		798,000
DCP Midstream Operating LP5, 5.35%, 3/15/2020	Ba2		698,000		707,598
Dynagas LNG Partners LP - Dynagas Finance, Inc. (Monaco), 6.25%, 10/30/2019	WR6		4,340,000		4,166,400
GasLog Ltd. (Monaco), 8.875%, 3/22/2022	WR6		4,223,000		4,349,690
Genesis Energy LP - Genesis Energy Finance Corp., 5.625%, 6/15/2024	B1		1,050,000		1,010,625
Jonah Energy LLC - Jonah Energy Finance Corp.5, 7.25%, 10/15/2025	Caa2		2,095,000		1,000,363
Kinder Morgan Energy Partners LP, 6.85%, 2/15/2020	Baa2		3,677,000		3,770,552
Kinder Morgan Energy Partners LP, 6.50%, 4/1/2020	Baa2		5,223,000		5,374,244
Kinder Morgan, Inc., 3.05%, 12/1/2019	Baa2		1,000,000		1,001,802
Lonestar Resources America, Inc.5, 11.25%, 1/1/2023	Caa2		875,000		831,250
Moss Creek Resources Holdings, Inc.5, 10.50%, 5/15/2027	B3		1,500,000		1,421,250
NuStar Logistics LP, 6.75%, 2/1/2021	Ba2		910,000		950,950
Rockies Express Pipeline, LLC5, 5.625%, 4/15/2020	Ba1		9,861,000		10,021,241
Sabine Pass Liquefaction, LLC, 5.625%, 2/1/2021	Baa3		9,000,000		9,348,390
Sabine Pass Liquefaction, LLC, 5.75%, 5/15/2024	Baa3		7,000,000		7,784,647
SemGroup Corp. - Rose Rock Finance Corp., 5.625%, 7/15/2022	B3		1,370,000		1,350,491
Southwestern Energy Co.7, 6.20%, 1/23/2025	Ba3		1,420,000		1,295,750

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

4

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1	PRINCIPAL              AMOUNT2		VALUE         (NOTE 2)
CORPORATE BONDS(continued)
Non-Convertible Corporate Bonds(continued)
Energy(continued)
Oil, Gas & Consumable Fuels(continued)
Tennessee Gas Pipeline Co., LLC, 7.00%, 3/15/2027	Baa2		6,775,000	$	8,224,425
Tennessee Gas Pipeline Co., LLC, 7.00%, 10/15/2028	Baa2		2,225,000		2,773,670
W&T Offshore, Inc.5, 9.75%, 11/1/2023	B3		885,000		847,388
The Williams Companies, Inc., 3.75%, 6/15/2027	Baa3		4,000,000		4,129,856
					72,584,182
Total Energy					77,740,364
Financials - 10.6%
Banks - 4.0%
Bank of America Corp., 4.00%, 1/22/2025	Baa1		7,000,000		7,362,648
Bank of America Corp.3, (3 mo. LIBOR US + 0.760%), 3.17%, 9/15/2026	Baa1		3,561,000		3,338,032
Bank One Corp., 8.00%, 4/29/2027	A3		9,000,000		11,856,716
Barclays plc (United Kingdom), 2.875%, 6/8/2020	Baa3		2,577,000		2,578,381
Credit Suisse AG (Switzerland), 5.40%, 1/14/2020	Baa3		7,655,000		7,766,813
JPMorgan Chase & Co., 4.95%, 3/25/2020	A2		150,000		152,869
Santander Holdings USA, Inc., 2.65%, 4/17/2020	Baa3		3,950,000		3,948,903
					37,004,362
Capital Markets - 3.1%
Donnelley Financial Solutions, Inc., 8.25%, 10/15/2024	B3		890,000		921,150
Drawbridge Special Opportunities Fund LP - Drawbridge Special
Opportunities Finance5, 5.00%, 8/1/2021	BBB8		2,755,000		2,791,150
The Goldman Sachs Group, Inc., 5.375%, 3/15/2020	A3		7,800,000		7,960,554
Morgan Stanley3, (3 mo. LIBOR US + 1.140%), 3.722%, 1/27/2020	A3		8,750,000		8,798,262
UBS AG (Switzerland)3, (3 mo. LIBOR US + 0.850%), 3.37%, 6/1/2020	Aa3		8,000,000		8,048,148
					28,519,264
Consumer Finance - 2.5%
Ally Financial, Inc., 8.00%, 3/15/2020	Ba2		1,835,000		1,900,675
American Express Credit Corp.3, (3 mo. LIBOR US + 0.730%), 3.251%, 5/26/2020	A2		7,500,000		7,540,985
Navient Corp., 8.00%, 3/25/2020	Ba3		6,500,000		6,727,500
SLM Corp., 5.125%, 4/5/2022	Ba2		6,424,000		6,375,820
					22,544,980
Diversified Financial Services - 0.4%
Fidelity & Guaranty Life Holdings, Inc.5, 5.50%, 5/1/2025	Ba2		1,750,000		1,815,625
VistaJet Malta Finance plc - XO Management Holding, Inc.
(Switzerland)5, 10.50%, 6/1/2024	B3		2,250,000		2,244,375
					4,060,000
Insurance - 0.4%
GTCR AP Finance, Inc.5, 8.00%, 5/15/2027	Caa2		1,485,000		1,492,425

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

5

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1	PRINCIPAL              AMOUNT2		VALUE         (NOTE 2)
CORPORATE BONDS(continued)
Non-Convertible Corporate Bonds(continued)
Financials(continued)
Insurance(continued)
Pricoa Global Funding I5, 1.45%, 9/13/2019	Aa3		2,000,000	$	1,996,092
					3,488,517
Mortgage Real Estate Investment Trusts (REITS) - 0.2%
Starwood Property Trust, Inc., 3.625%, 2/1/2021	Ba3		2,000,000		1,995,000
Total Financials					97,612,123
Health Care - 2.0%
Health Care Providers & Services - 2.0%
Fresenius Medical Care US Finance II, Inc. (Germany)5, 4.125%, 10/15/2020	Baa3		8,934,000		9,057,289
HCA, Inc., 4.25%, 10/15/2019	Baa3		1,500,000		1,506,086
HCA, Inc., 6.50%, 2/15/2020	Baa3		7,650,000		7,826,070
Total Health Care					18,389,445
Industrials - 4.9%
Commercial Services & Supplies - 0.5%
The ADT Security Corp., 5.25%, 3/15/2020	Ba3		4,077,000		4,138,155
Construction & Engineering - 0.4%
HC2 Holdings, Inc.5, 11.50%, 12/1/2021	Caa1		2,250,000		1,980,000
Tutor Perini Corp.5, 6.875%, 5/1/2025	B2		1,665,000		1,594,238
					3,574,238
Machinery - 1.0%
CNH Industrial Capital LLC, 3.375%, 7/15/2019	Baa3		7,090,000		7,091,640
The Manitowoc Co., Inc.5, 9.00%, 4/1/2026	B2		2,000,000		2,000,000
					9,091,640
Marine - 1.2%
American Tanker, Inc. (Norway)5, 9.25%, 2/22/2022	WR6		4,450,000		4,484,028
Borealis Finance, LLC5, 7.50%, 11/16/2022	WR6		2,010,000		1,932,213
Euronav Luxembourg S.A. (Belgium)5, 7.50%, 5/31/2022	WR6		3,000,000		3,030,000
Global Ship Lease, Inc. (United Kingdom)5, 9.875%, 11/15/2022	B3		1,973,000		1,977,932
					11,424,173
Trading Companies & Distributors - 1.8%
AerCap Ireland Capital DAC - AerCap Global Aviation Trust (Ireland), 4.625%, 10/30/2020	Baa3		4,974,000		5,100,369
Aircastle Ltd.4, 6.25%, 12/1/2019	Baa3		1,100,000		1,115,552
Aircastle Ltd., 7.625%, 4/15/2020	Baa3		6,375,000		6,608,175
Aviation Capital Group LLC5, 7.125%, 10/15/2020	A8		1,784,000		1,887,067
Fortress Transportation & Infrastructure Investors, LLC5, 6.50%, 10/1/2025	B1		1,125,000		1,158,750

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

6

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1	PRINCIPAL              AMOUNT2		VALUE         (NOTE 2)
CORPORATE BONDS(continued)
Non-Convertible Corporate Bonds(continued)
Industrials(continued)
Trading Companies & Distributors(continued)
Park Aerospace Holdings Ltd. (Ireland)5, 4.50%, 3/15/2023	Baa3		1,044,000	$	1,077,575
					16,947,488
Total Industrials					45,175,694
Information Technology - 0.4%
Communications Equipment - 0.2%
Hughes Satellite Systems Corp., 5.25%, 8/1/2026	Ba2		1,777,000		1,825,867
Semiconductors & Semiconductor Equipment - 0.2%
MagnaChip Semiconductor Corp. (South Korea), 6.625%, 7/15/2021	B2		1,415,000		1,399,081
Total Information Technology					3,224,948
Materials - 1.1%
Chemicals - 0.1%
LSB Industries, Inc.5, 9.625%, 5/1/2023	Caa1		890,000		905,575
Containers & Packaging - 0.2%
ARD Securities Finance S.A.R.L (Luxembourg)5,9, 8.75%, 1/31/2023	Caa2		2,250,000		2,266,875
Metals & Mining - 0.8%
Mountain Province Diamonds, Inc. (Canada)5, 8.00%, 12/15/2022	B3		1,871,000		1,861,645
Northwest Acquisitions ULC - Dominion Finco, Inc.5, 7.125%, 11/1/2022	B3		1,655,000		1,141,950
Southern Copper Corp. (Peru), 5.375%, 4/16/2020	Baa2		3,000,000		3,063,813
Techniplas LLC5, 10.00%, 5/1/2020	Caa2		1,065,000		974,475
					7,041,883
Total Materials					10,214,333
Real Estate - 1.5%
Equity Real Estate Investment Trusts (REITS) - 1.0%
American Tower Corp., 2.80%, 6/1/2020	Baa3		5,595,000		5,607,765
CoreCivic Inc., 4.125%, 4/1/2020	Ba1		550,000		545,875
Crown Castle International Corp., 3.40%, 2/15/2021	Baa3		532,000		539,267
Five Point Operating Co. LP - Five Point Capital Corp.5, 7.875%, 11/15/2025	B3		2,250,000		2,261,295
					8,954,202
Real Estate Management & Development - 0.5%
Forestar Group, Inc.5, 8.00%, 4/15/2024	B2		4,683,000		4,911,296
Total Real Estate					13,865,498
Utilities - 0.2%
Independent Power and Renewable Electricity Producers - 0.2%
Drax Finco plc (United Kingdom)5, 6.625%, 11/1/2025	BB8		1,770,000		1,809,064
TOTAL CORPORATE BONDS (Identified Cost $386,755,460)					388,570,366

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

7

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1			PRINCIPAL             AMOUNT2	VALUE         (NOTE 2)
ASSET-BACKED SECURITIES - 25.8%
Ally Auto Receivables Trust, Series2016-1, Class A4, 1.73%, 11/16/2020		Aaa		382,015	$	381,720
Ally Auto Receivables Trust, Series2018-2, Class A2, 2.64%, 2/16/2021		Aaa		778,757		779,050
BMW Vehicle Owner Trust, Series2016-A, Class A3, 1.16%, 11/25/2020		Aaa		651,368		649,923
Capital One Multi-Asset Execution Trust, Series2016-A4, Class A4, 1.33%, 6/15/2022		AAA	8	3,337,000		3,332,519
Capital One Prime Auto Receivables Trust, Series2019-1, Class A1, 2.507%, 6/15/2020		Aaa		5,936,687		5,936,862
CarMax Auto Owner Trust, Series2016-2, Class A3, 1.52%, 2/16/2021		AAA	8	703,875		702,540
CarMax Auto Owner Trust, Series2017-3, Class A3, 1.97%, 4/15/2022		AAA	8	3,655,418		3,647,537
Cazenovia Creek Funding I LLC, Series2015-1A, Class A5, 2.00%, 12/10/2023		WR	6	32,125		32,073
Cazenovia Creek Funding II LLC, Series2018-1A, Class A5, 3.561%, 7/15/2030		WR	6	5,439,077		5,473,041
CCG Receivables Trust, Series2019-1, Class A25, 2.80%, 9/14/2026		AAA	8	6,000,000		6,038,625
Chesapeake Funding II LLC, Series2017-2A, Class A1 (Canada)5, 1.99%, 5/15/2029		Aaa		1,722,574		1,718,420
Citibank Credit Card Issuance Trust, Series 2014, Class A6, 2.15%, 7/15/2021		Aaa		3,760,000		3,759,598
CNH Equipment Trust, Series2019-A, Class A1, 2.753%, 2/28/2020		Aaa		880,919		880,967
Corevest American Finance Ltd., Series2019-1, Class A5, 3.324%, 3/15/2052		WR	6	4,991,910		5,183,827
Credit Acceptance Auto Loan Trust, Series2017-1A, Class A5, 2.56%, 10/15/2025		AAA	8	958,894		958,896
Credit Acceptance Auto Loan Trust, Series2018-1A, Class A5, 3.01%, 2/16/2027		Aaa		7,846,000		7,889,834
Credit Acceptance Auto Loan Trust, Series2019-1A, Class A5, 3.33%, 2/15/2028		Aaa		2,500,000		2,553,607
Daimler Trucks Retail Trust, Series2018-1, Class A25, 2.60%, 5/15/2020		Aaa		684,394		684,344
Dell Equipment Finance Trust, Series2019-1, Class A15, 2.648%, 4/22/2020		Aaa		2,477,789		2,479,030
Dell Equipment Finance Trust, Series2019-1, Class A25, 2.78%, 8/23/2021		Aaa		6,500,000		6,534,848
DLL LLC, Series2019-DA1, Class A15, 2.657%, 4/20/2020		Aaa		2,837,112		2,838,639
DLL LLC, Series2019-DA1, Class A25, 2.79%, 11/22/2021		Aaa		4,500,000		4,519,066
Drive Auto Receivables Trust, Series2019-1, Class A2A, 3.08%, 9/15/2021		Aaa		2,581,675		2,586,111
DT Auto Owner Trust, Series2018-3A, Class A5, 3.02%, 2/15/2022		AAA	8	3,703,234		3,713,357
DT Auto Owner Trust, Series2019-1A, Class A5, 3.08%, 9/15/2022		AAA	8	3,956,308		3,970,682
DT Auto Owner Trust, Series2019-2A, Class A5, 2.85%, 9/15/2022		AAA	8	2,337,419		2,345,168
EDvestinU Private Education Loan Issue No. 1 LLC, Series2019-A, Class A5,10, 3.58%, 11/25/2038		AAA	8	4,429,878		4,502,728
Enterprise Fleet Financing LLC, Series2016-2, Class A25, 1.74%, 2/22/2022		AAA	8	117,807		117,684

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

8

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1		PRINCIPAL                  AMOUNT2	VALUE         (NOTE 2)
ASSET-BACKED SECURITIES(continued)
Enterprise Fleet Financing LLC, Series2016-2, Class A35, 2.04%, 2/22/2022		AAA8	3,900,000	$	3,889,850
Enterprise Fleet Financing LLC, Series2017-1, Class A25, 2.13%, 7/20/2022		AAA8	769,948		768,809
Enterprise Fleet Financing LLC, Series2018-2, Class A25, 3.14%, 2/20/2024		AAA8	5,457,916		5,498,680
Enterprise Fleet Financing LLC, Series2019-1, Class A25, 2.98%, 10/22/2024		AAA8	2,500,000		2,528,860
Ford Credit Auto Owner Trust, Series2017-B, Class A3, 1.69%, 11/15/2021		Aaa	261,589		260,619
GLS Auto Receivables Trust, Series2018-3A, Class A5, 3.35%, 8/15/2022		AA8	1,547,524		1,554,638
GLS Auto Receivables Trust, Series2019-2A, Class A5, 3.06%, 4/17/2023		AA8	2,889,925		2,906,535
GM Financial Consumer Automobile Receivables Trust, Series2018-4, Class A2, 2.93%, 11/16/2021		Aaa	931,663		934,044
Great American Auto Leasing Inc., Series2019-1, Class A25, 2.97%, 6/15/2021		AAA8	3,000,000		3,013,459
Hertz Fleet Lease Funding LP, Series2018-1, Class A25, 3.23%, 5/10/2032		Aaa	7,000,000		7,034,364
Hyundai Auto Receivables Trust, Series2017-A, Class A3, 1.76%, 8/16/2021		AAA8	110,426		110,158
Hyundai Auto Receivables Trust, Series2019-A, Class A2, 2.605%, 4/15/2020		AAA8	2,014,304		2,014,591
Hyundai Auto Receivables Trust, Series2019-A, Class A2, 2.67%, 12/15/2021		AAA8	2,500,000		2,508,610
Invitation Homes Trust, Series 2017-SFR2, Class A3,5, (1 mo. LIBOR US + 0.850%), 3.244%, 12/17/2036		Aaa	476,506		473,328
Invitation Homes Trust, Series 2017-SFR2, Class B3,5, (1 mo. LIBOR US + 1.150%), 3.544%, 12/17/2036		Aa2	400,000		399,593
John Deere Owner Trust, Series2019-A, Class A2, 2.85%, 12/15/2021		Aaa	2,505,000		2,519,744
Marlette Funding Trust, Series2019-2A, Class A5, 3.13%, 7/16/2029		WR6	4,000,000		4,023,303
Navient Private Education Refi Loan Trust, Series2019-CA, Class A15, 2.82%, 2/15/2068		AAA8	3,980,000		4,004,193
Navient Student Loan Trust, Series2018-2A, Class A13,5, (1 mo. LIBOR US + 0.240%), 2.644%, 3/25/2067		Aaa	250,357		250,299
Navient Student Loan Trust, Series2019-2A, Class A23,5, (1 mo. LIBOR US + 1.000%), 3.404%, 2/27/2068		Aaa	5,540,000		5,548,191
Navient Student Loan Trust, Series2019-BA, Class A13,5, (1 mo. LIBOR US + 0.400%), 2.794%, 12/15/2059		AAA8	5,124,086		5,124,169
Nissan Auto Lease Trust, Series2019-A, Class A1, 2.599%, 4/15/2020		Aaa	4,306,783		4,308,036
Nissan Auto Lease Trust, Series2019-A, Class A2, 2.71%, 7/15/2021		Aaa	5,000,000		5,019,590
Nissan Auto Receivables Owner Trust, Series2016-C, Class A3, 1.18%, 1/15/2021		Aaa	1,218,937		1,214,641
NYCTL Trust, Series 2018-A, Class A5, 3.22%, 11/10/2031		Aaa	2,176,079		2,177,699

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

9

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1			PRINCIPAL              AMOUNT2		VALUE         (NOTE 2)
ASSET-BACKED SECURITIES(continued)
Oxford Finance Funding LLC, Series2019-1A, Class A25, 4.459%, 2/15/2027		WR	6		7,000,000	$	7,187,984
Progress Residential Trust, Series 2015-SFR3, Class A5, 3.067%, 11/12/2032		Aaa			4,844,991		4,847,605
Progress Residential Trust, Series 2017-SFR2, Class A5, 2.897%, 12/17/2034		Aaa			1,650,000		1,660,713
Progress Residential Trust, Series 2019-SFR2, Class A5, 3.147%, 5/17/2036		Aaa			8,610,000		8,761,175
SCF Equipment Leasing LLC, Series2019-1A, Class A15, 3.04%, 3/20/2023		Aaa			2,629,790		2,641,401
SLC Student Loan Trust, Series2004-1, Class A63, (3 mo. LIBOR US + 0.160%), 2.678%, 5/15/2023		Aaa			1,174,982		1,173,547
SLM Student Loan Trust, Series2004-10, Class A6A3,5, (3 mo. LIBOR US + 0.550%), 3.13%, 4/27/2026		Aaa			1,343,557		1,345,191
SMB Private Education Loan Trust, Series2018-A, Class A13,5, (1 mo. LIBOR US + 0.350%), 2.744%, 3/16/2026		Aaa			1,575,014		1,575,313
SMB Private Education Loan Trust, Series2019-A, Class A13,5, (1 mo. LIBOR US + 0.350%), 2.744%, 2/16/2026		Aaa			3,157,979		3,157,066
SoFi Consumer Loan Program LLC, Series2016-5, Class A5, 3.06%, 9/25/2028		WR	6		802,499		807,694
SoFi Consumer Loan Program LLC, Series2017-3, Class A5, 2.77%, 5/25/2026		AA	8		2,100,578		2,104,539
SoFi Consumer Loan Program LLC, Series2017-4, Class A5, 2.50%, 5/26/2026		AA	8		783,145		783,738
SoFi Consumer Loan Program LLC, Series2017-5, Class A15, 2.14%, 9/25/2026		AA	8		122,975		122,900
SoFi Consumer Loan Program Trust, Series2019-1, Class A5, 3.24%, 2/25/2028		AAA	8		3,993,997		4,033,429
SoFi Consumer Loan Program Trust, Series2019-2, Class A5, 3.01%, 4/25/2028		AAA	8		3,647,864		3,671,398
SoFi Consumer Loan Program Trust, Series2019-3, Class A5, 2.90%, 5/25/2028		AAA	8		2,330,000		2,342,064
SoFi Professional Loan Program LLC, Series2015-A, Class A25, 2.42%, 3/25/2030		Aaa			388,957		388,719
SoFi Professional Loan Program LLC, Series2016-C, Class A2B5, 2.36%, 12/27/2032		Aaa			484,136		483,443
SoFi Professional Loan Program LLC, Series2017-A, Class A2A5, 1.55%, 3/26/2040		Aaa			98,298		98,094
SoFi Professional Loan Program LLC, Series2017-B, Class A1FX5, 1.83%, 5/25/2040		Aaa			32,598		32,550
SoFi Professional Loan Program LLC, Series2017-C, Class A2A5, 1.75%, 7/25/2040		AAA	8		399,880		398,669
SoFi Professional Loan Program LLC, Series2017-D, Class A1FX5, 1.72%, 9/25/2040		Aaa			488,977		487,821
SoFi Professional Loan Program LLC, Series  2017-F, Class A1FX5, 2.05%, 1/25/2041		Aaa			288,979		288,363

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

10

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1		PRINCIPAL                  AMOUNT2	VALUE         (NOTE 2)
ASSET-BACKED SECURITIES(continued)
SoFi Professional Loan Program LLC, Series2017-F, Class A2FX5, 2.84%, 1/25/2041		Aaa	750,000	$	757,985
SoFi Professional Loan Program LLC, Series2019-B, Class A1FX5, 2.78%, 8/17/2048		AAA8	5,590,198		5,621,172
SoFi Professional Loan Program Trust, Series2018-B, Class A1FX5, 2.64%, 8/25/2047		Aaa	5,098,328		5,110,045
Tax Ease Funding LLC, Series2016-1A, Class A5, 3.131%, 6/15/2028		WR6	361,508		360,756
Towd Point Mortgage Trust, Series2017-1, Class A15,10, 2.75%, 10/25/2056		Aaa	4,742,187		4,760,991
Towd Point Mortgage Trust, Series2018-2, Class A15,10, 3.25%, 3/25/2058		Aaa	1,674,726		1,702,725
Towd Point Mortgage Trust, Series2019-HY1, Class A13,5, (1 mo. LIBOR US + 1.000%), 3.404%, 10/25/2048		Aaa	4,792,470		4,811,240
Tricon American Homes Trust, Series 2016-SFR1, Class A5, 2.589%, 11/17/2033		Aaa	2,358,109		2,355,541
United Auto Credit Securitization Trust, Series2018-2, Class A5, 2.89%, 3/10/2021		AAA8	457,945		458,095
Volvo Financial Equipment LLC, Series2019-1A, Class A25, 2.90%, 11/15/2021		Aaa	1,000,000		1,004,913
World Omni Auto Receivables Trust, Series2017-A, Class A3, 1.93%, 9/15/2022		AAA8	3,083,732		3,074,509
World Omni Auto Receivables Trust, Series2019-B, Class A2, 2.63%, 6/15/2022		AAA8	3,885,000		3,898,409
World Omni Automobile Lease Securitization Trust, Series2017-A, Class A4, 2.32%, 8/15/2022		Aaa	750,000		749,578
World Omni Automobile Lease Securitization Trust, Series2019-A, Class A2, 2.89%, 11/15/2021		Aaa	2,820,000		2,834,305
TOTAL ASSET-BACKED SECURITIES (Identified Cost $236,748,264)					238,190,379
COMMERCIAL MORTGAGE-BACKED SECURITIES - 8.8%
Americold LLC Trust, Series 2010-ARTA, Class A15, 3.847%, 1/14/2029		AA8	83,982		84,880
CIM Trust, Series 2019-INV1, Class A15,10, 4.00%, 2/25/2049		Aaa	1,351,823		1,384,186
Citigroup Commercial Mortgage Trust, Series 2019-SST2, Class A3,5, (1 mo. LIBOR US + 0.920%), 3.314%, 12/15/2036		Aaa	7,000,000		6,921,126
Credit Suisse Mortgage Capital Trust, Series2013-TH1, Class A15,10, 2.13%, 2/25/2043		AAA8	583,204		574,879
Fannie Mae REMICS, Series2018-31, Class KP, 3.50%, 7/25/2047		Aaa	3,037,958		3,153,561
FannieMae-Aces, Series2017-M15, Class A110, 3.058%, 9/25/2027		WR6	5,769,557		5,988,202
FDIC Trust, Series2011-R1, Class A5, 2.672%, 7/25/2026		WR6	45,025		44,904
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K005, Class AX (IO)10, 1.52%, 11/25/2019		AA8	6,474,371		23,351
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K009, Class X1 (IO)10, 1.427%, 8/25/2020		Aaa	8,679,370		100,314

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

11

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1		PRINCIPAL                  AMOUNT2	VALUE         (NOTE 2)
COMMERCIAL MORTGAGE-BACKED SECURITIES(continued)
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K014, Class X1 (IO)10, 1.323%, 4/25/2021		Aaa	6,986,192	$	124,904
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K016, Class X1 (IO)10, 1.638%, 10/25/2021		Aaa	4,338,913		128,844
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K017, Class X1 (IO)10, 1.445%, 12/25/2021		Aaa	32,237,627		845,564
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K021, Class X1 (IO)10, 1.568%, 6/25/2022		Aaa	16,666,218		610,130
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K030, Class X1 (IO)10, 0.303%, 4/25/2023		Aaa	56,156,391		380,274
Freddie Mac Multifamily Structured Pass-Through Certificates, Series K032, Class X1 (IO)10, 0.214%, 5/25/2023		Aaa	32,929,440		139,068
Freddie Mac REMICS, Series 4791, Class BA, 4.00%, 3/15/2044		Aaa	3,442,831		3,571,200
Freddie Mac REMICS, Series 4801, Class BA, 4.50%, 5/15/2044		Aaa	3,398,629		3,551,817
FREMF Mortgage Trust, Series 2012-K711, Class B5,10, 3.576%, 8/25/2045		WR6	2,175,000		2,170,850
FREMF Mortgage Trust, Series2013-K28, Class X2A (IO)5, 0.10%, 6/25/2046		WR6	86,376,987		255,771
FREMF Mortgage Trust, Series 2013-K712, Class B5,10, 3.454%, 5/25/2045		AA8	1,300,000		1,300,465
FREMF Mortgage Trust, Series 2014-K715, Class B5,10, 4.112%, 2/25/2046		A1	2,185,000		2,231,069
FREMF Mortgage Trust, Series 2014-K716, Class B5,10, 4.08%, 8/25/2047		A1	2,550,000		2,625,284
FREMF Mortgage Trust, Series2015-K42, Class B5,10, 3.983%, 12/25/2024		A3	1,900,000		1,977,985
FREMF Mortgage Trust, Series2015-K43, Class B5,10, 3.862%, 2/25/2048		WR6	1,500,000		1,549,470
JP Morgan Chase Commercial Mortgage Securities Trust, Series2010-C2, Class A35, 4.07%, 11/15/2043		AAA8	643,739		652,664
JP Morgan Mortgage Trust, Series2013-1, Class 1A25,10, 3.00%, 3/25/2043		WR6	411,397		411,590
JP Morgan Mortgage Trust, Series2013-2, Class A25,10, 3.50%, 5/25/2043		AAA8	482,134		489,039
JP Morgan Mortgage Trust, Series2014-2, Class 1A15,10, 3.00%, 6/25/2029		AAA8	701,241		709,802
JP Morgan Mortgage Trust, Series2017-3, Class 1A55,10, 3.50%, 8/25/2047		Aaa	3,007,682		3,051,859
Metlife Securitization Trust, Series2019-1A, Class A5,10, 3.75%, 4/25/2058		WR6	1,947,863		2,025,392
New Residential Mortgage Loan Trust, Series2014-3A, Class AFX35,10, 3.75%, 11/25/2054		AA8	588,773		607,888
New Residential Mortgage Loan Trust, Series2015-2A, Class A15,10, 3.75%, 8/25/2055		Aaa	951,608		984,519
New Residential Mortgage Loan Trust,  Series 2019-2A, Class A15,10, 4.25%, 12/25/2057		Aaa	4,748,352		4,933,645

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

12

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1		PRINCIPAL AMOUNT2		VALUE         (NOTE 2)
COMMERCIAL MORTGAGE-BACKED SECURITIES(continued)
OBP Depositor LLC Trust, Series2010-OBP, Class A5, 4.646%, 7/15/2045		AAA8		420,000	$	424,678
Sequoia Mortgage Trust, Series2013-2, Class A10, 1.874%, 2/25/2043		AAA8		607,298		565,348
Sequoia Mortgage Trust, Series2013-7, Class A210, 3.00%, 6/25/2043		AAA8		505,341		504,261
Sequoia Mortgage Trust, Series2013-8, Class A110, 3.00%, 6/25/2043		Aaa		698,766		699,915
Starwood Retail Property Trust, Series 2014-STAR, Class A3,5, (1 mo. LIBOR US + 1.220%), 3.614%, 11/15/2027		AAA8		1,793,918		1,789,036
Sutherland Commercial Mortgage Trust, Series 2019-SBC8, Class A5,10, 2.86%, 12/25/2035		WR6		4,500,000		4,509,897
Toorak Mortgage Corp., Series2019-1, Class A15,11, 4.458%, 3/25/2022		WR6		5,000,000		5,075,350
Towd Point Mortgage Trust, Series2016-5, Class A15,10, 2.50%, 10/25/2056		Aaa		1,378,878		1,376,230
Vornado DP LLC Trust, Series2010-VNO, Class A2FX5, 4.004%, 9/13/2028		AA8		1,195,000		1,212,563
Waikiki Beach Hotel Trust, Series2019-WBM, Class A3,5, (1 mo. LIBOR US + 1.050%), 3.444%, 12/15/2033		AAA8		7,000,000		6,959,397
Wells Fargo Commercial Mortgage Trust, Series2010-C1, Class A25, 4.393%, 11/15/2043		Aaa		1,350,000		1,372,197
WF-RBS Commercial Mortgage Trust, Series2011-C2, Class A45,10, 4.869%, 2/15/2044		Aaa		1,467,185		1,511,814
WinWater Mortgage Loan Trust, Series2015-1, Class A15,10, 3.50%, 1/20/2045		WR6		680,798		687,436
WinWater Mortgage Loan Trust, Series2015-3, Class A55,10, 3.50%, 3/20/2045		Aaa		550,448		553,163
TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES (Identified Cost $79,310,377)						80,845,781
FOREIGN GOVERNMENT BONDS - 4.7%
Brazilian Government International Bond (Brazil), 4.25%, 1/7/2025		Ba2		1,300,000		1,370,642
Chile Government Bond (Chile), 5.50%, 8/5/2020		A1	CLP	1,800,000,000		2,726,623
The Export-Import Bank of China (China)5, 2.50%, 7/31/2019		A1		7,500,000		7,500,440
The Export-Import Bank of China (China), 2.50%, 7/31/2019		A1		630,000		630,037
Italy Buoni Poliennali Del Tesoro (Italy), 1.00%, 7/15/2022		WR6	EUR	16,350,000		18,697,560
Italy Buoni Poliennali Del Tesoro (Italy)5, 2.70%, 3/1/2047		Baa3	EUR	4,000,000		4,445,125
Mexican Government Bond (Mexico), 8.00%, 6/11/2020		A3	MXN	35,000,000		1,826,063
Mexican Government Bond (Mexico), 6.50%, 6/9/2022		A3	MXN	126,000,000		6,395,072
TOTAL FOREIGN GOVERNMENT BONDS (Identified Cost $47,294,005)						43,591,562

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

13

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	PRINCIPAL AMOUNT2		VALUE     (NOTE 2)
U.S. TREASURY SECURITIES - 5.4%
U.S. Treasury Notes - 5.4%
U.S. Treasury Inflation Indexed Note, 0.125%, 4/15/2020		22,916,040	$	22,675,640
U.S. Treasury Inflation Indexed Note, 0.125%, 4/15/2021		27,290,001		27,036,292
TOTAL U.S. TREASURY SECURITIES (Identified Cost $49,799,436)				49,711,932
U.S. GOVERNMENT AGENCIES - 4.5%
Mortgage-Backed Securities - 4.5%
Fannie Mae, Pool # 888468, 5.50%, 9/1/2021		117,661		119,546
Fannie Mae, Pool # 995233, 5.50%, 10/1/2021		4,769		4,816
Fannie Mae, Pool # 888017, 6.00%, 11/1/2021		15,817		16,197
Fannie Mae, Pool # 995329, 5.50%, 12/1/2021		82,123		83,438
Fannie Mae, Pool # 888136, 6.00%, 12/1/2021		18,172		18,609
Fannie Mae, Pool # 888810, 5.50%, 11/1/2022		144,444		146,612
Fannie Mae, Pool #AD0462, 5.50%, 10/1/2024		17,575		18,436
Fannie Mae, Pool #MA0115, 4.50%, 7/1/2029		75,933		79,994
Fannie Mae, Pool #MA1834, 4.50%, 2/1/2034		298,515		317,099
Fannie Mae, Pool # 918516, 5.50%, 6/1/2037		102,348		113,022
Fannie Mae, Pool # 889624, 5.50%, 5/1/2038		161,279		175,722
Fannie Mae, Pool # 995876, 6.00%, 11/1/2038		424,259		481,149
Fannie Mae, Pool #AD0307, 5.50%, 1/1/2039		162,387		179,638
Fannie Mae, Pool #AA7236, 4.00%, 6/1/2039		881,226		929,130
Fannie Mae, Pool #AJ1989, 4.50%, 10/1/2041		1,794,525		1,927,424
Fannie Mae, Pool #AW5338, 4.50%, 6/1/2044		953,190		1,018,435
Fannie Mae, Pool #AS3878, 4.50%, 11/1/2044		907,563		965,409
Fannie Mae, Pool #BC5442, 4.00%, 4/1/2046		2,597,951		2,717,287
Fannie Mae, Pool #BC9568, 4.00%, 5/1/2046		3,609,268		3,775,065
Fannie Mae, Pool #BE7845, 4.50%, 2/1/2047		646,085		680,548
Fannie Mae, Pool #CA1922, 5.00%, 6/1/2048		3,711,987		3,943,334
Freddie Mac, Pool #G11850, 5.50%, 7/1/2020		5,532		5,542
Freddie Mac, Pool #G12610, 6.00%, 3/1/2022		21,842		22,397
Freddie Mac, Pool #G12655, 6.00%, 5/1/2022		15,048		15,509
Freddie Mac, Pool #G12988, 6.00%, 1/1/2023		12,590		13,065
Freddie Mac, Pool #G13078, 6.00%, 3/1/2023		21,361		22,118
Freddie Mac, Pool #G13331, 5.50%, 10/1/2023		10,236		10,608
Freddie Mac, Pool #C91359, 4.50%, 2/1/2031		185,392		197,484
Freddie Mac, Pool #D98711, 4.50%, 7/1/2031		529,257		563,783
Freddie Mac, Pool #C91746, 4.50%, 12/1/2033		461,312		491,411
Freddie Mac, Pool #C91760, 3.50%, 5/1/2034		2,501,183		2,595,731
Freddie Mac, Pool #G07655, 5.50%, 12/1/2035		444,853		494,083
Freddie Mac, Pool #G04176, 5.50%, 5/1/2038		183,779		200,054
Freddie Mac, Pool #A78227, 5.50%, 6/1/2038		213,985		232,268
Freddie Mac, Pool #G05900, 6.00%, 3/1/2040		75,446		84,213
Freddie Mac, Pool #A96363, 4.50%, 1/1/2041		3,082,072		3,316,264

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

14

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	PRINCIPAL     AMOUNT2/     SHARES		VALUE     (NOTE 2)
U.S. GOVERNMENT AGENCIES(continued)
Mortgage-Backed Securities(continued)
Freddie Mac, Pool #G60342, 4.50%, 5/1/2042		2,784,652	$	2,992,584
Freddie Mac, Pool #G07998, 4.50%, 7/1/2044		3,100,777		3,327,351
Freddie Mac, Pool #Q38473, 4.00%, 1/1/2046		4,440,551		4,647,467
Freddie Mac, Pool #Q40375, 3.50%, 5/1/2046		4,800,214		4,951,740
TOTAL U.S. GOVERNMENT AGENCIES (Identified Cost $42,164,333)				41,894,582
U.S. GOVERNMENT SECURITIES - 5.0%
U.S. Treasury Bills - 5.0%
U.S. Treasury Bill, 1.98%12, 8/1/2019		23,090,000		23,050,035
U.S. Treasury Bill, 2.09%12, 9/5/2019		23,160,000		23,071,153
TOTAL U.S. GOVERNMENT SECURITIES (Identified Cost $46,122,103)				46,121,188
SHORT-TERM INVESTMENT - 3.4%
Dreyfus Government Cash Management, Institutional Shares, 2.25%13, (Identified Cost $31,144,233)		31,144,233		31,144,233
TOTAL OPTIONS PURCHASED — 0.0%## (Premiums Paid $538,648)				358,750
TOTAL INVESTMENTS - 99.7% (Identified Cost $919,876,859)				920,428,773
OTHER ASSETS, LESS LIABILITIES - 0.3%				3,200,677
NET ASSETS - 100%			$	923,629,450

EXCHANGE-TRADED OPTIONS PURCHASED
DESCRIPTION	NUMBER OF CONTRACTS	EXPIRATION             DATE	EXERCISE             PRICE		NOTIONAL             AMOUNT2 (000)		VALUE
Call
GBP Currency Futures	200	09/06/2019		$127.50		1,593,625	$178,750
Put
GBP Currency Futures	200	09/06/2019		127.50		1,593,625	180,000
TOTAL EXCHANGE-TRADED OPTIONS PURCHASED							$358,750

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

15

Unconstrained Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

FUTURES CONTRACTS: SHORT POSITIONS OPEN AT JUNE 30, 2019:
CONTRACTS  SOLD	ISSUE	EXCHANGE	EXPIRATION	NOTIONAL VALUE2		VALUE/UNREALIZED   DEPRECIATION
60	Euro-BOBL	Eurex	September 2019		9,172,305		$  (46,475	)
135	Euro-BUND	Eurex	September 2019		26,517,062		(359,392	)
20	Euro-BUXL (30 Year)	Eurex	September 2019		4,614,352		(191,515	)
130	Euro FX Currency	CME	September 2019		18,600,563		(66,186	)
140	Long Gilt	ICE	September 2019		23,166,504		(124,871	)
TOTAL SHORT POSITIONS							$(788,439	)

CLP - Chilean Peso

CME - Chicago Mercantile Exchange

EUR - Euro

EUREX - Eurex Exchange

GBP - British Pound

ICE - Intercontinental Exchange

IO - Interest only

MXN - Mexican Peso

No. - Number

## Less than 0.1%.

¹Credit ratings from Moody’s (unaudited).

²Amount is stated in USD unless otherwise noted.

³Floating rate security. Rate shown is the rate in effect as of June 30, 2019.

⁴A portion of this security is designated as collateral. As of June 30, 2019, the total value of such securities was $10,761,574.

⁵ Restricted securities - Investment in securities that are restricted as to public resale under the Securities Act of 1933, as amended. These securities have been sold under Rule 144A and have been determined to be liquid under the Fund’s Liquidity Risk Management Program. These securities amount to $352,400,858, or 38.2% of the Series’ net assets as of June 30, 2019 (see Note 2 to the financial statements).

⁶Credit rating has been withdrawn. As of June 30, 2019, there is no rating available (unaudited).

⁷Step coupon rate security - Rate steps up/down by 25 basis points upon rating downgrade/upgrade by Moody’s and S&P rating agencies (Subject to a maximum of 100 basis points per agency, 200 basis points maximum).

⁸Credit ratings from S&P (unaudited).

⁹Represents aPayment-In-Kind bond.

¹⁰Variable or floating rate security, the interest rate of which adjusts periodically based on changes in current interest rates and prepayments on the underlying pool of assets. Rate shown is the rate in effect as of June 30, 2019.

¹¹Represents astep-up bond that pays initial coupon rate for the first period and then a higher coupon rate for the following periods. Rate shown reflects the current coupon as of June 30, 2019.

¹²Represents the annualized yield at time of purchase.

¹³Rate shown is the current yield as of June 30, 2019.

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 S&P Global Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

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

16

Unconstrained Bond Series

Statement of Assets and Liabilities

June 30, 2019 (unaudited)

ASSETS:
Investments in securities, at value (identified cost $919,876,859) (Note 2)	$	920,428,773
Interest receivable		6,336,732
Deposits at broker for futures contracts		2,309,820
Receivable for securities sold		1,119,348
Receivable for fund shares sold		377,110
Futures variation margin receivable		32,541
Prepaid and other expenses		26,922
TOTAL ASSETS		930,631,246
LIABILITIES:
Accrued fund accounting and administration fees (Note 3)		29,991
Accruedsub-transfer agent fees (Note 3)		13,360
Accrued management fees (Note 3)		8,275
Accrued distribution and service (Rule12b-1) fees (Class S) (Note 3)		4,577
Accrued Chief Compliance Officer service fees (Note 3)		546
Payable for securities purchased		5,904,080
Payable for fund shares repurchased		956,833
Futures variation margin payable		28,884
Other payables and accrued expenses		55,250
TOTAL LIABILITIES		7,001,796
TOTAL NET ASSETS	$	923,629,450
NET ASSETS CONSIST OF:
Capital stock	$	891,139
Additionalpaid-in-capital		925,580,871
Total distributable earnings (loss)		(2,842,560	)
TOTAL NET ASSETS	$	923,629,450
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($22,345,810/2,144,622 shares)	$	10.42
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($17,520,180/1,891,772 shares)	$	9.26
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER  SHARE - Class W ($883,763,460/85,077,547 shares)	$	10.39

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

17

Unconstrained Bond Series

Statement of Operations

For the Six Months Ended June 30, 2019 (unaudited)

INVESTMENT INCOME:
Interest	$14,085,149
Dividends	707,946
Total Investment Income	14,793,095
EXPENSES:
Management fees (Note 3)	1,388,526
Shareholder services fees (Class S) (Note 3)	277,758
Fund accounting and administration fees (Note 3)	82,004
Directors’ fees (Note 3)	33,305
Distribution and service (Rule12b-1) fees (Class S) (Note 3)	28,176
Accruedsub-transfer agent fees (Note 3)	19,463
Chief Compliance Officer service fees (Note 3)	2,027
Custodian fees	19,477
Miscellaneous	96,050
Total Expenses	1,946,786
Less reduction of expenses (Note 3)	(845,696	)
Net Expenses	1,101,090
NET INVESTMENT INCOME	13,692,005
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss) on-
Investments	(321,215	)
Futures contracts	(1,793,634	)
Foreign currency and translation of other assets and liabilities	141,752
	(1,973,097	)
Net change in unrealized appreciation (depreciation) on-
Investments	15,740,758
Futures contracts	(1,697,458	)
Foreign currency and translation of other assets and liabilities	1,347
	14,044,647
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY	12,071,550
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$25,763,555

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

18

Unconstrained Bond Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)				FOR THE YEAR ENDED 12/31/18
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income		$	13,692,005			$	19,978,931
Net realized gain (loss) on investments and foreign currency			(1,973,097	)			(5,431,216	)
Net change in unrealized appreciation (depreciation) on investments and foreign currency			14,044,647				(13,596,889	)
Net increase from operations			25,763,555				950,826
DISTRIBUTIONS TO SHAREHOLDERS (Note 9):
Class S			(173,474	)			(18,048,897	)
Class I			(219,088	)			(1,144,935	)
Class W			(9,354,425	)			—
Total distributions to shareholders			(9,746,987	)			(19,193,832	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net decrease from capital share transactions (Note 5)			193,464,286				(104,975,148	)
Net decrease in net assets			209,480,854				(123,218,154	)
NET ASSETS:
Beginning of period			714,148,596				837,366,750
End of period		$	923,629,450			$	714,148,596

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

19

Unconstrained Bond Series

Financial Highlights - Class S

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)			FOR THE YEAR ENDED
				12/31/18			12/31/17				12/31/16			12/31/15			12/31/14
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.18			$10.42				$10.33			$10.12			$10.53			$10.65
Income (loss) from investment operations:
Net investment income1		0.14			0.26				0.22			0.22			0.27			0.34
Net realized and unrealized gain (loss) on investments		0.16			(0.24	)			0.11			0.19			(0.36	)		(0.00	)2
Total from investment operations		0.30			0.02				0.33			0.41			(0.09	)		0.34
Less distributions to shareholders:
From net investment income		(0.06	)		(0.25	)			(0.23	)		(0.20	)		(0.26	)		(0.34	)
From net realized gain on investments		—			(0.01	)			(0.01	)		—			(0.05	)		(0.12	)
From return of capital		—			—				—			—			(0.01	)		—
Total distributions to shareholders		(0.06	)		(0.26	)			(0.24	)		(0.20	)		(0.32	)		(0.46	)
Net asset value - End of period		$10.42			$10.18				$10.42			$10.33			$10.12			$10.53
Net assets - End of period(000’s omitted)		$22,346			$685,649				$770,824			$845,043			$835,610			$680,719
Total return3		3.00%			0.20%				3.19%			4.08%			(0.88%	)		3.18%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.75%	4		0.75%				0.75%			0.75%			0.75%			0.75%
Net investment income		2.83%	4		2.56%				2.08%			2.18%			2.58%			3.16%
Portfolio turnover		45%			58%				62%			56%			81%			53%
*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:
		0.01%	4		0.01%			��	0.00%	5		N/A			N/A			N/A

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 certain periods. Periods less than one year are not annualized.

⁴Annualized.

⁵Less than 0.01%.

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

20

Unconstrained Bond Series

Financial Highlights - Class I

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)			FOR THE YEAR ENDED
				12/31/18			12/31/17			12/31/16			12/31/15			12/31/14
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$9.09			$9.34			$9.28			$9.12			$9.52			$9.68
Income (loss) from investment operations:
Net investment income1		0.14			0.26			0.22			0.23			0.29			0.34
Net realized and unrealized gain (loss) on investments		0.14			(0.22	)		0.11			0.16			(0.34	)		(0.02	)
Total from investment operations		0.28			0.04			0.33			0.39			(0.05	)		0.32
Less distributions to shareholders:
From net investment income		(0.11	)		(0.28	)		(0.26	)		(0.23	)		(0.29	)		(0.36	)
From net realized gain on investments		—			(0.01	)		(0.01	)		—			(0.05	)		(0.12	)
From return of capital		—			—			—			—			(0.01	)		—
Total distributions to shareholders		(0.11	)		(0.29	)		(0.27	)		(0.23	)		(0.35	)		(0.48	)
Net asset value - End of period		$9.26			$9.09			$9.34			$9.28			$9.12			$9.52
Net assets - End of period(000’s omitted)		$17,520			$28,499			$66,543			$49,233			$37,749			$78,789
Total return2		3.13%			0.40%			3.52%			4.27%			(0.59%	)		3.36%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.48%	3		0.50%			0.50%			0.50%			0.50%			0.50%
Net investment income		3.14%	3		2.75%			2.33%			2.50%			3.00%			3.42%
Portfolio turnover		45%			58%			62%			56%			81%			53%
*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:
		0.01%	3		0.01%			0.00%	4		N/A			N/A			N/A

¹Calculated based on average shares outstanding during  the periods.

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

³Annualized.

⁴Less than 0.01%.

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

21

Unconstrained Bond Series

Financial Highlights - Class W

	FOR THE PERIOD 3/1/191 TO 6/30/19 (UNAUDITED)
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period		$10.34
Income (loss) from investment operations:
Net investment income2		0.12
Net realized and unrealized gain on investments		0.05
Total from investment operations		0.17
Less distributions to shareholders:
From net investment income		(0.12	)
Net asset value - End of period		$10.39
Net assets - End of period(000’s omitted)		$883,763
Total return3		1.70%
Ratios (to average net assets)/Supplemental Data:
Expenses*4		0.05%
Net investment income4		3.64%
Portfolio turnover		45%
*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amount4:
		0.31%

¹Commencement of operations.

²Calculated based on average shares outstanding during the period.

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

⁴Annualized.

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

22

Unconstrained Bond Series

Notes to Financial Statements

(unaudited)

1. Organization

Unconstrained Bond Series (the “Series”) is ano-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 anopen-end management investment company.

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

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The Series is authorized to issue four classes of shares (Class S, I, W, and Z). Class W shares were issued on March 1, 2019. 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 total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2019, 10 billion shares have been designated in total among 34 series, of which 100 million have been designated as Unconstrained Bond Series Class I common stock, 125 million have been designated as Unconstrained Bond Series Class S common stock, 150 million have been designated as Unconstrained Bond Series Class W common stock, and 100 million have been designated as Unconstrained Bond Series Class Z common stock. Class Z common stock is not currently offered for sale.

2. Significant Accounting Policies

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

Security Valuation

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

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

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

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

23

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation(continued)

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

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

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

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

The following is a summary of the valuation levels used for major security types as of June 30, 2019 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Debt securities:
U.S. Treasury and other U.S. Government agencies	$	137,727,702	$	—	$	137,727,702	$	—
Corporate debt:
Communication Services		64,699,689		—		64,699,689		—
Consumer Discretionary		43,451,120		—		43,451,120		—
Consumer Staples		12,388,088		—		12,388,088		—
Energy		77,740,364		—		77,740,364		—
Financials		97,612,123		—		97,612,123		—
Health Care		18,389,445		—		18,389,445		—
Industrials		45,175,694		—		45,175,694		—
Information Technology		3,224,948		—		3,224,948		—
Materials		10,214,333		—		10,214,333		—
Real Estate		13,865,498		—		13,865,498		—
Utilities		1,809,064		—		1,809,064		—
Asset-backed securities		238,190,379		—		238,190,379		—
Commercial mortgage-backed securities		80,845,781		—		80,845,781		—

24

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation(continued)

DESCRIPTION	TOTAL			LEVEL 1			LEVEL 2		LEVEL 3
Foreign government bonds	$	43,591,562		$	—		$	43,591,562	$	—
Mutual fund		31,144,233			31,144,233			—		—
Other financial instruments*:
Foreign currency exchange contracts		358,750			358,750			—		—
Total assets		920,428,773			31,502,983			888,925,790		—
Liabilities:
Other financial instruments:*
Foreign currency exchange contracts		(66,185	)		(66,185	)		—		—
Interest rate contracts		(722,254	)		(722,254	)		—		—
Total liabilities		(788,439	)		(788,439	)		—		—
Total	$	919,640,334		$	30,714,544		$	888,925,790	$	—

There were no Level 3 securities held by the Series as of December 31, 2018 or June 30, 2019.

*Other financial instruments are exchange traded options (Level 1) and futures (Level 1). Futures are valued at the unrealized appreciation (depreciation) on the instrument.

New Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board issued Accounting Standards UpdateNo. 2017-08, Receivables -Nonrefundable Fees and Other Costs (Subtopic310-20): “Premium Amortization of Purchased Callable Debt Securities” which amends the amortization period for certain purchased callable debt securities. Under the new guidance, the premium amortization of purchased callable debt securities that have explicit,non-contingent call features and are callable at fixed prices will be amortized to the earliest call date. The guidance does not require an accounting change for securities held at a discount, which continue to be amortized to maturity. This guidance was adopted by the Series as of January 1, 2019 on a modified retrospective basis. The cost basis of the securities on January 1, 2019 has been decreased by $26,417. This change in accounting policy has been made to comply with the newly issued accounting standard and had no impact on total distributable earnings (loss) or the net asset value for any Class’s of the Series.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on theex-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 theex-dividend date.Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discounts using the effective interest method, is earned from settlement date and accrued daily.

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

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

25

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Foreign Currency Translation

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

Forward Foreign Currency Exchange Contracts

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

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

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

The notional or contractual amount of these instruments represents the investment the Series has in forward foreign currency exchange contracts and does not necessarily represent the amounts potentially at risk. The measurement of the risks associated with forward foreign currency exchange contracts is meaningful only when all related and offsetting transactions are considered. The Series’ forward foreign currency exchange 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). No such investments were held by the Series on June 30, 2019.

Futures

The 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 bond market 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 Advisor 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).

Option Contracts

The Series may write (sell) or buy call or put options on securities and other financial instruments. When the Series writes a call, the Series gives the purchaser the right to buy the underlying security from the Series at the price specified in the option contract (the “exercise price”) at any time during the option period. When the Series writes a put option, the Series gives the purchaser the right to sell to the Series the underlying security at the exercise price at any time during the option period. The Series will only write options on a “covered basis.” This means that the Series will own the underlying security when the Series

26

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Option Contracts(continued)

writes a call or the Series will put aside cash, U.S. Government securities, or other liquid assets in an amount not less than the exercise price at all times the put option is outstanding.

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

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

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

The measurement of the risks associated with option contracts is meaningful only when all related and offsetting transactions are considered.

The following table presents the present value of derivatives held at June 30, 2019 as reflected on the Statement of Assets and Liabilities, and the effect of derivative instruments on the Statement of Operations:

STATEMENT OF ASSETS AND LIABILITIES
Derivative	Assets Location
Foreign currency exchange contracts	Investments in securities, at value1	$	358,750
Derivative	Liabilities Location
Foreign currency exchange contracts	Net unrealized depreciation2	$	(66,186	)
Interest rate contracts	Net unrealized depreciation2	$	(722,253	)
STATEMENT OF OPERATIONS
Derivative	Location of Gain or (Loss) on Derivatives		Realized Gain (Loss) on Derivatives
Equity contracts	Net realized gain (loss) on investments3	$	(708,899	)
Foreign currency exchange contracts	Net realized gain (loss) on futures contracts	$	(563,728	)
Interest rate contracts	Net realized gain (loss) on futures contracts	$	(1,229,906	)
Derivative	Location of Appreciation (Depreciation) on Derivatives		Unrealized Appreciation (Depreciation) on Derivatives
Foreign currency exchange contracts	Net change in unrealized appreciation (depreciation) on investments4	$	358,750
Foreign currency exchange contracts	Net change in unrealized appreciation (depreciation) on futures contracts	$	(111,908	)

27

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

STATEMENT OF OPERATIONS
Interest rate contracts	Net change in unrealized appreciation (depreciation) on futures contracts	$    (1,585,550)

¹ Includes options purchased at value as  reported in the Investment Portfolio.

² Includes cumulative appreciation/depreciation on futures contracts as reported in the Investment Portfolio, and is included within Net Assets as the components of capital are not required to be presented separately on the Statement of Assets and Liabilities. Only the current day’s variation margin is reported within the Statement of Assets and Liabilities.

³ Options purchased are included in net realized gain (loss) on investments.

⁴ Options purchased are included in net change in unrealized appreciation (depreciation) on investments.

The averagemonth-end balances for the six months ended June 30, 2019, the period in which such derivatives were outstanding, were as follows:

Futures Contracts:
Average number of contracts purchased		718
Average number of contracts sold		1,100
Average notional value of contracts purchased	$	126,126,939
Average notional value of contracts sold	$	320,148,838
Options:
Average number of option contracts purchased		5,800
Average notional value of option contracts purchased	$	3,226,721,000

Asset-Backed Securities

The Series may invest in asset-backed securities. Asset-backed securities are generally issued as pass-through certificates or as debt instruments. Asset-backed securities issued as pass-through certificates represent undivided fractional ownership interests in an underlying pool of assets. Asset-backed securities issued as debt instruments, which are also known as collateralized obligations, are typically issued as the debt of a special purpose entity organized solely for the purpose of owning such assets and issuing such debt. Asset-backed securities are often backed by a pool of assets representing the obligations of a number of different parties. The yield characteristics of certain asset-backed securities may differ from traditional debt securities. One such major difference is that all or a principal part of the obligations may be prepaid at any time because the underlying assets (i.e. loans) may be prepaid at any time. As a result, a decrease in interest rates in the market may result in increases in the level of prepayments as borrowers, particularly mortgagors, refinance and repay their loans. An increased prepayment rate with respect to an asset-backed security will have the effect of shortening the maturity of the security. In addition, the Series may subsequently have to reinvest the proceeds at lower interest rates. If the Series has purchased such an asset-backed security at a premium, a faster than anticipated prepayment rate could result in a loss of principal to the extent of the premium paid.

Mortgage-Backed Securities

The Series may invest in mortgage-backed securities (“MBS” or pass-through certificates) that represent an interest in a pool of specific underlying mortgage loans and entitle the Series to the periodic payments of principal and interest from those mortgages. MBS may be issued by government agencies or corporations, or private issuers. Most MBS issued by government agencies are guaranteed; however, the degree of protection differs based on the issuer. For MBS there are a number of important differences among the agencies and instrumentalities of the U.S. Government that issue mortgage-related securities and among the securities that they issue. For example, mortgage-related securities guaranteed by Ginnie Mae are guaranteed as to the timely payment of principal and interest by Ginnie Mae and such guarantee is backed by the full faith and credit of the United States. However, mortgage-related securities issued by Freddie Mac and Fannie Mae, including Freddie Mac and Fannie Mae guaranteed mortgage pass-through certificates, which are solely the obligations of Freddie Mac and Fannie Mae, are not backed by or entitled to the full faith and credit of the United States, but are supported by the right of the issuer to borrow from the U.S. Treasury.Non-agency mortgage-backed securities are securities issued bynon-governmental issuers and have no direct or indirect government guarantees of payment and are subject to various risks.Non-agency mortgage loans are obligations of the borrowers thereunder only and are not typically insured or guaranteed by any other person or entity. The

28

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Mortgage-Backed Securities(continued)

ability of a borrower to repay a loan is dependent upon the income or assets of the borrower. A number of factors, including a general economic downturn, acts of God, terrorism, social unrest and civil disturbances, may impair a borrower’s ability to repay its loans.

Inflation-Indexed Bonds

The 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 Statement 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

The Series may purchase securities on a when-issued basis or forward commitment. These transactions involve a commitment by the Series to purchase securities for a predetermined price with payment and delivery taking place beyond the customary settlement period. When such purchases are outstanding, the Series will designate liquid assets in an amount sufficient to meet the purchase price. When purchasing a security on a delayed delivery basis, the Series assumes the rights and risks of ownership of the security, including the risk of price and yield fluctuations, and takes such fluctuations into account when determining its net asset value. The Series may sell the when-issued securities before they are delivered, which may result in a capital gain or loss. No such investments were held by the Series on June 30, 2019.

In connection with its ability to purchase or sell securities on a forward commitment basis, the Series may enter into forward roll transactions principally using To Be Announced (TBA) securities. Forward roll transactions require the sale of securities for delivery in the current month, and a simultaneous agreement to repurchase substantially similar (same type, coupon and maturity) securities on a specified future date. Risks of entering into forward roll transactions include the potential inability of the counterparty to meet the terms of the agreement; the potential of the Series to receive inferior securities at redelivery as compared to the securities sold to the counterparty; counterparty credit risk; and the potential pay down speed variance between the mortgage-backed pools. During the roll period, the Series forgoes principal and interest paid on the securities. The Series accounts for such dollar rolls as purchases and sales. Information regarding securities purchased on a when-issued basis is included in the Series’ Investment Portfolio. No such investments were held by the Series on June 30, 2019.

Restricted Securities

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

Illiquid Securities

A security may be considered illiquid if so deemed in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board. Securities that are illiquid are marked with the applicable footnote on the Investment Portfolio. No such investments were hold by the Series on June 30, 2019.

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

29

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Federal Taxes(continued)

measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2019, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2015 through December 31, 2018. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

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

Distributions of Income and Gains

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

Indemnifications

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

Other

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

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.30% of the Series’ average daily net assets. Prior to March 1, 2019, the management fee for the Series was 0.45% of the Series’ average daily net assets.

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

The Fund may enter into agreements with financial intermediaries pursuant to which the Fund may pay financial intermediaries fornon-distribution relatedsub-transfer agency, administrative,sub-accounting, and other shareholder services in an annual

30

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

amount not to exceed 0.15% of the average daily net assets of the Class I and Class S shares of the Series. Payments made pursuant to such agreements are generally based on the current assets and/or number of accounts of the Series attributable to the financial intermediary. Any payments made pursuant to such agreements may be in addition to, rather than in lieu of, any Distribution and Shareholder Services Fee payable under the Rule12b-1 plan of the Fund.

Prior to March 1, 2019, the Class S shares of the Series were subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Fund’s Board. The shareholder services fee was 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 paid 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 had a Shareholder Services Agreement with the Advisor, for which the Advisor received the shareholder services fee as stated above.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. Effective March 1, 2019, the Series compensates the distributor for distributing and servicing the Series’ Class S shares pursuant to a distribution plan adopted under Rule12b-1 of the 1940 Act, regardless of expenses actually incurred. Under the agreement, the Series pays distribution and service fees to the distributor at an annual rate of 0.25% of average daily net assets attributable to Class S shares. There are no distribution and service fees on the Class I, Class W or Class Z shares. The fees are accrued daily and paid monthly.

Pursuant to a master services agreement dated March 1, 2017, as amended, 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 Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Income Series); and 0.0065% of average daily net assets in excess of $40 billion (excluding Target Series and Income Series); plus a base fee of $30,400 per series. Additionally, certain transaction andout-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 assub-accountant services agent.

Effective March 1, 2019, the Advisor has contractually agreed to waive the management fee for the Class W shares. The full management fee will be waived under this agreement because Class W shares are only available to discretionary investment accounts and other accounts managed by the Advisor. These clients pay a management fee to the advisor that is separate from the fund’s expenses. In addition, pursuant to a separate expense limitation agreement, the Advisor has contractually agreed to limit its fees and reimburse expenses to the extent necessary so that the total direct annual fund operating expenses, exclusive of the shareholder services fee and/or distribution and service(12b-1) fees and waived Class W management fees (collectively, “excluded expenses”), to 0.50% of the average daily net assets of the Class S and Class I shares, 0.05% of the average daily net assets of the Class W shares, and 0.35% of the average daily net assets of the Class Z shares. These contractual waivers are expected to continue indefinitely, and may not be amended or terminated by the Advisor without the approval of the Series’ Board of Directors. The Advisor may receive from a Class the difference between the Class’s total direct annual fund operating expenses, not including excluded expenses, and the Class’s contractual expense limit to recoup all or a portion of its prior fee waivers (other than Class W management fee waivers) or expense reimbursements made during the rolling three-year period preceding the recoupment if at any point the total direct annual fund operating expenses, not including excluded expenses, are below the contractual expense limit (a) at the time of the fee waiver and/or expense reimbursement and (b) at the time of the recoupment.

Pursuant to the advisory fee waiver, the Advisor waived $816,204 in management fees for Class W for the six month period ended June 30, 2019. In addition, pursuant to the separate expense limitation agreement, the Advisor waived or reimbursed expenses of $15,003, $622 and $13,867 for Class S, Class I, and Class W, respectively, for the six month period ended June 30, 2019. These amounts are included as a reduction of expenses on the Statement of Operations. At June 30, 2019, the Advisor is eligible to recoup $13,867. For the six month period ended June 30, 2019, the Advisor did not recoup any expenses that have been previously waived or reimbursed.

31

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

4. Purchases and Sales of Securities

For the six months ended June 30, 2019, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $422,127,481 and $305,174,311, respectively. Purchases and sales of U.S. Government securities, other than short-term securities, were $37,881,914 and $4,150,049, respectively.

5. Capital Stock Transactions

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

CLASS S	FOR THE SIX MONTHS         ENDED 6/30/19						FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		706,660		$	7,395,840			4,877,133		$	50,378,294
Reinvested		15,634			162,145			1,724,906			17,659,603
Repurchased		(65,960,039	)		(682,041,792	)		(13,213,873	)		(136,106,597	)
Total		(65,237,745	)	$	(674,483,807	)		(6,611,834	)	$	(68,068,700	)
CLASS I	FOR THE SIX MONTHS ENDED 6/30/19						FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		320,445		$	2,951,616			1,503,440		$	13,926,808
Reinvested		13,179			121,401			72,094			660,419
Repurchased		(1,578,126	)		(14,567,850	)		(5,567,142	)		(51,493,675	)
Total		(1,244,502	)	$	(11,494,833	)		(3,991,608	)	$	(36,906,448	)
CLASS W	FOR THE PERIOD 3/01/19 (COMMENCEMENT OF OPERATIONS)         TO 6/30/19
	SHARES			AMOUNT
Sold		87,827,539		$	908,109,891
Reinvested		875,637			9,046,096
Repurchased		(3,625,629	)		(37,713,061	)
Total		85,077,547		$	879,442,926

Over 90% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion.

6. Line of Credit

The Fund has entered into a364-day, $25 million credit agreement (the “line of credit”) with Bank of New York Mellon. Each series of the Fund may borrow under the line of credit for temporary or emergency purposes, including funding shareholder redemptions and other short-term liquidity purposes. The Fund pays an annual fee on the unused commitment amount, payable quarterly, and is allocated among all the series of the Fund and included in miscellaneous expenses in the Statement of Operations for each series. The line of credit expires in August 2019 unless extended or renewed. During six months ended June 30, 2019, the series did not borrow under the line of credit.

7. 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

32

Unconstrained Bond Series

Notes to Financial Statements (continued)

(unaudited)

7. Financial Instruments and Loan Assignments (continued)

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. During the six months ended June 30, 2019, the Series invested in forward foreign currency exchange contracts (foreign currency exchange risk), futures contracts (foreign currency exchange risk and interest rate risk) and options purchased (interest rate 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.

8. Foreign Securities

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

9. Federal Income Tax Information

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

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2018 were as follows:

Ordinary income         $19,193,832

At June 30, 2019, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized depreciation were as follows:

Cost for federal income tax purposes	$	919,889,717
Unrealized appreciation		9,114,118
Unrealized depreciation		(9,363,501	)
Net unrealized depreciation	$	(249,383	)

As of December 31, 2018, the Series had net short-term capital loss carryforwards of $2,435,492 and net long-term capital loss carryforwards of $1,105,712, which may be carried forward indefinitely.

33

Unconstrained Bond Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

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

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

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent12-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 FormN-PORT, 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)

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 availableon-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 haveon-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 selectE-Delivery Option. Should you have any questions on either how to establishon-line access or how to update your account settings, please contact Investor Services at1-800-466-3863.

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

MNCPB-6/19-SAR

www.manning-napier.com                             

Manning & Napier Fund, Inc.

High Yield Bond Series

Beginning on February 25, 2021, as permitted by Securities and Exchange Commission regulations, paper copies of the Series’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary or, if you are a direct investor, by visiting www.manning-napier.com orcalling 1-800-466-3863.

You may elect to receive all future annual and semi-annual reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can inform the Fund that you wish to continue receiving paper copies of your shareholder reports by visiting www.manning-napier.com or calling1-800-466-3863. Your election to receive reports in paper will apply to all funds held with your financial intermediary if you invest through a financial intermediary or all series of the Fund if you invest directly with the Fund.

High Yield Bond 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 in each class at the beginning of the period and held for the entire period (January 1, 2019 to June 30, 2019).

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.

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 1/1/191	ENDING ACCOUNT             VALUE 6/30/19	EXPENSES PAID     DURING PERIOD     1/1/19-6/30/192	ANNUALIZED EXPENSE RATIO
Class S
Actual	$1,000.00	$1,086.90	$4.66	0.90%
Hypothetical     (5% return before expenses)	$1,000.00	$1,020.33	$4.51	0.90%
Class I
Actual	$1,000.00	$1,087.30	$3.36	0.65%
Hypothetical     (5% return before expenses)	$1,000.00	$1,021.57	$3.26	0.65%
Class W
Actual	$1,000.00	$1,031.00	$0.34	0.10%
Hypothetical     (5% return before expenses)	$1,000.00	$1,016.24	$0.33	0.10%
Class Z
Actual	$1,000.00	$1,029.80	$1.68	0.50%
Hypothetical     (5% return before expenses)	$1,000.00	$1,014.92	$1.67	0.50%

1

High Yield Bond Series

Shareholder Expense Example

(unaudited)

¹Class W and Class Z inception date was March 1, 2019.

²Expenses are equal to each Class’ annualized expense ratio (for thesix-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect theone-half year period) (except for the Series’ Class W & Class Z Actual and Hypothetical return information, which reflects the 122 day period ended June 30, 2019 due to its inception date of March 1, 2019). The Class’ total return would have been lower had certain expenses not been waived or reimbursed during the period.

2

High Yield Bond Series

Portfolio Composition as of June 30, 2019

(unaudited)

3

High Yield Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1 (UNAUDITED)		PRINCIPAL             AMOUNT		VALUE                          (NOTE 2)
CORPORATE BONDS - 97.1%
Non-Convertible Corporate Bonds - 97.1%
Communication Services - 6.5%
Media - 5.4%
CCO Holdings LLC - CCO Holdings Capital Corp.2, 5.375%, 6/1/2029		B1	$	1,100,000	$	1,135,750
Cumulus Media New Holdings, Inc.2, 6.75%, 7/1/2026		B2		1,100,000		1,097,030
Sirius XM Radio, Inc.2, 4.625%, 7/15/2024		Ba3		1,000,000		1,023,280
Sirius XM Radio, Inc.2, 5.00%, 8/1/2027		Ba3		1,100,000		1,119,140
Telenet Finance Luxembourg Notes S.A.R.L (Belgium)2, 5.50%, 3/1/2028		Ba3		1,600,000		1,624,000
						5,999,200
Wireless Telecommunication Services - 1.1%
Sprint Corp., 7.125%, 6/15/2024		B3		1,115,000		1,182,234
Total Communication Services						7,181,434
Consumer Discretionary - 10.2%
Household Durables - 8.7%
Ashton Woods USA LLC - Ashton Woods Finance Co.2, 6.75%, 8/1/2025		Caa1		570,000		550,050
Century Communities, Inc., 5.875%, 7/15/2025		B2		1,775,000		1,783,875
LGI Homes, Inc.2, 6.875%, 7/15/2026		B1		2,680,000		2,740,300
Meritage Homes Corp., 5.125%, 6/6/2027		Ba2		1,300,000		1,319,500
TRI Pointe Group, Inc. - TRI Pointe Homes, Inc., 5.875%, 6/15/2024		Ba3		1,645,000		1,697,969
Weekley Homes LLC - Weekley Finance Corp., 6.625%, 8/15/2025		B3		1,620,000		1,599,750
						9,691,444
Specialty Retail - 1.5%
Staples, Inc.2, 7.50%, 4/15/2026		B1		1,640,000		1,630,340
Total Consumer Discretionary						11,321,784
Energy - 22.9%
Energy Equipment & Services - 2.4%
Nabors Industries, Inc., 5.50%, 1/15/2023		B1		1,130,000		1,056,550
Shelf Drilling Holdings Ltd. (United Arab Emirates)2, 8.25%, 2/15/2025		B3		1,685,000		1,555,255
						2,611,805
Oil, Gas & Consumable Fuels - 20.5%
Antero Midstream Partners LP - Antero Midstream Finance Corp.2, 5.75%, 3/1/2027		Ba3		1,200,000		1,200,000
Antero Midstream Partners LP - Antero Midstream Finance Corp.2, 5.75%, 1/15/2028		Ba3		1,100,000		1,089,000
Bruin E&P Partners, LLC2, 8.875%, 8/1/2023		B3		1,275,000		1,071,000
DCP Midstream Operating LP2, 5.35%, 3/15/2020		Ba2		1,200,000		1,216,500
Dynagas LNG Partners LP - Dynagas Finance, Inc. (Monaco), 6.25%, 10/30/2019		WR3		2,295,000		2,203,200
GasLog Ltd. (Monaco), 8.875%, 3/22/2022		WR3		2,700,000		2,781,000

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

4

High Yield Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1 (UNAUDITED)		PRINCIPAL           AMOUNT		VALUE                    (NOTE 2)
CORPORATE BONDS(continued)
Non-Convertible Corporate Bonds(continued)
Energy(continued)
Oil, Gas & Consumable Fuels(continued)
Genesis Energy LP - Genesis Energy Finance Corp., 5.625%, 6/15/2024		B1	$	1,450,000	$	1,395,625
Jonah Energy LLC - Jonah Energy Finance Corp.2, 7.25%, 10/15/2025		Caa2		2,610,000		1,246,275
Lonestar Resources America, Inc.2, 11.25%, 1/1/2023		Caa2		1,175,000		1,116,250
Moss Creek Resources Holdings, Inc.2, 10.50%, 5/15/2027		B3		285,000		270,038
NGL Energy Partners LP - NGL Energy Finance Corp., 6.125%, 3/1/2025		B2		1,712,000		1,694,880
NuStar Logistics LP, 6.75%, 2/1/2021		Ba2		1,135,000		1,186,075
Rockies Express Pipeline, LLC2, 5.625%, 4/15/2020		Ba1		1,380,000		1,402,425
SemGroup Corp. - Rose Rock Finance Corp., 5.625%, 7/15/2022		B3		774,000		762,978
SemGroup Corp. - Rose Rock Finance Corp., 5.625%, 11/15/2023		B3		1,375,000		1,313,125
Southwestern Energy Co.4, 6.20%, 1/23/2025		Ba3		1,845,000		1,683,562
W&T Offshore, Inc.2, 9.75%, 11/1/2023		B3		1,150,000		1,101,125
						22,733,058
Total Energy						25,344,863
Financials - 11.0%
Capital Markets - 1.1%
Donnelley Financial Solutions, Inc., 8.25%, 10/15/2024		B3		1,140,000		1,179,900
Consumer Finance - 2.2%
SLM Corp., 5.125%, 4/5/2022		Ba2		2,470,000		2,451,475
Diversified Financial Services - 5.6%
Fidelity & Guaranty Life Holdings, Inc.2, 5.50%, 5/1/2025		Ba2		2,140,000		2,220,250
FS Energy & Power Fund2, 7.50%, 8/15/2023		Ba3		1,075,000		1,091,125
Oxford Finance, LLC - Oxford Finance Co.- Issuer II, Inc.2, 6.375%, 12/15/2022		Ba3		1,115,000		1,145,662
VistaJet Malta Finance plc - XO Management Holding, Inc. (Switzerland)2, 10.50%, 6/1/2024		B3		1,720,000		1,715,700
						6,172,737
Insurance - 0.3%
GTCR AP Finance, Inc.2, 8.00%, 5/15/2027		Caa2		300,000		301,500
Thrifts & Mortgage Finance - 1.8%
Radian Group, Inc., 4.875%, 3/15/2027		Ba2		2,000,000		2,012,500
Total Financials						12,118,112
Health Care - 4.4%
Health Care Providers & Services - 4.4%
Catalent Pharma Solutions, Inc.2, 5.00%, 7/15/2027		B3		1,000,000		1,017,500
DaVita, Inc., 5.00%, 5/1/2025		Ba3		1,175,000		1,160,019
HCA, Inc., 5.625%, 9/1/2028		Ba2		1,100,000		1,190,750

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

5

High Yield Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1 (UNAUDITED)		PRINCIPAL           AMOUNT		VALUE                    (NOTE 2)
CORPORATE BONDS(continued)
Non-Convertible Corporate Bonds(continued)
Health Care(continued)
Health Care Providers & Services(continued)
MEDNAX, Inc.2, 6.25%, 1/15/2027		Ba2	$	1,565,000	$	1,539,569
Total Health Care						4,907,838
Industrials - 18.6%
Airlines - 1.1%
American Airlines Group, Inc.2, 5.50%, 10/1/2019		B1		1,265,000		1,270,693
Commercial Services & Supplies - 3.2%
The ADT Security Corp., 5.25%, 3/15/2020		Ba3		1,200,000		1,218,000
Prime Security Services Borrower, LLC - Prime Finance, Inc.2, 5.25%, 4/15/2024		Ba3		1,105,000		1,124,338
Stericycle, Inc.2, 5.375%, 7/15/2024		BBB5		1,100,000		1,148,257
						3,490,595
Construction & Engineering - 2.3%
HC2 Holdings, Inc.2, 11.50%, 12/1/2021		Caa1		570,000		501,600
Tutor Perini Corp.2, 6.875%, 5/1/2025		B2		2,160,000		2,068,200
						2,569,800
Machinery - 0.5%
The Manitowoc Co., Inc.2, 9.00%, 4/1/2026		B2		570,000		570,000
Marine - 7.3%
American Tanker, Inc. (Norway)2, 9.25%, 2/22/2022		WR3		1,760,000		1,773,458
Borealis Finance, LLC2, 7.50%, 11/16/2022		WR3		2,650,000		2,547,445
Euronav Luxembourg S.A. (Belgium)2, 7.50%, 5/31/2022		WR3		1,200,000		1,212,000
Global Ship Lease, Inc. (United Kingdom)2, 9.875%, 11/15/2022		B3		2,515,000		2,521,288
						8,054,191
Trading Companies & Distributors - 4.2%
Aircastle Ltd., 6.25%, 12/1/2019		Baa3		1,295,000		1,313,309
Fortress Transportation & Infrastructure Investors, LLC2, 6.50%, 10/1/2025		B1		1,650,000		1,699,500
Park Aerospace Holdings Ltd. (Ireland)2, 4.50%, 3/15/2023		Baa3		1,580,000		1,630,813
						4,643,622
Total Industrials						20,598,901
Information Technology - 2.1%
Communications Equipment - 2.1%
Hughes Satellite Systems Corp., 5.25%, 8/1/2026		Ba2		2,275,000		2,337,562
Materials - 11.3%
Chemicals - 1.1%
LSB Industries, Inc.2, 9.625%, 5/1/2023		Caa1		1,140,000		1,159,950
Containers & Packaging - 1.4%
ARD Securities Finance S.A.R.L (Luxembourg)2,6 , 8.75%, 1/31/2023		Caa2		585,000		589,388

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

6

High Yield Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	CREDIT RATING1 (UNAUDITED)		PRINCIPAL           AMOUNT		VALUE                    (NOTE 2)
CORPORATE BONDS(continued)
Non-Convertible Corporate Bonds(continued)
Materials(continued)
Containers & Packaging(continued)
BWAY Holding Co.2, 7.25%, 4/15/2025		Caa2	$	1,000,000	$	965,000
						1,554,388
Metals & Mining - 7.9%
First Quantum Minerals Ltd. (Zambia)2, 7.25%, 4/1/2023		Caa1		1,085,000		1,056,519
Kinross Gold Corp. (Canada), 4.50%, 7/15/2027		Ba1		1,090,000		1,100,900
Mountain Province Diamonds, Inc. (Canada)2, 8.00%, 12/15/2022		B3		2,274,000		2,262,630
Northwest Acquisitions ULC - Dominion Finco, Inc.2, 7.125%, 11/1/2022		B3		2,465,000		1,700,850
Petra Diamonds US Treasury plc (South Africa)2, 7.25%, 5/1/2022		B3		1,325,000		1,311,750
Techniplas LLC2, 10.00%, 5/1/2020		Caa2		1,395,000		1,276,425
						8,709,074
Paper & Forest Products - 0.9%
Norbord, Inc. (Canada)2, 5.75%, 7/15/2027		Ba1		1,000,000		1,006,250
Total Materials						12,429,662
Real Estate - 6.9%
Equity Real Estate Investment Trusts (REITS) - 5.0%
Five Point Operating Co. LP - Five Point Capital Corp.2, 7.875%, 11/15/2025		B3		570,000		572,861
Greystar Real Estate Partners, LLC2, 5.75%, 12/1/2025		B1		1,290,000		1,315,800
HAT Holdings I LLC - HAT Holdings II LLC2, 5.25%, 7/15/2024		BB5		1,000,000		1,020,000
Iron Mountain, Inc.2, 4.875%, 9/15/2027		Ba3		1,500,000		1,486,875
iStar, Inc., 5.25%, 9/15/2022		Ba3		1,130,000		1,156,838
						5,552,374
Real Estate Management & Development - 1.9%
Forestar Group, Inc.2, 8.00%, 4/15/2024		B2		1,950,000		2,045,063
Total Real Estate						7,597,437
Utilities - 3.2%
Independent Power and Renewable Electricity Producers - 3.2%
Drax Finco plc (United Kingdom)2, 6.625%, 11/1/2025		BB5		2,135,000		2,182,119
NextEra Energy Operating Partners LP2, 4.25%, 7/15/2024		Ba1		1,000,000		1,006,270
TerraForm Power Operating, LLC2, 4.25%, 1/31/2023		B1		350,000		349,562
Total Utilities						3,537,951
TotalNon-Convertible Corporate Bonds
(Identified Cost $109,088,059)						107,375,544

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

7

High Yield Bond Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE                 (NOTE 2)
SHORT-TERM INVESTMENT - 0.7%
Dreyfus Government Cash Management, Institutional Shares, 2.25%7, (Identified Cost $746,658)		746,658	$	746,658
TOTAL INVESTMENTS - 97.8%
(Identified Cost $109,834,717)				108,122,202
OTHER ASSETS, LESS LIABILITIES - 2.2%				2,454,627
NET ASSETS - 100%			$	110,576,829

¹Credit ratings from Moody’s (unaudited).

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 under the Fund’s Liquidity Risk Management Program. These securities amount to $70,593,968, or 63.8% of the Series’ net assets as of June 30, 2019 (See Note 2 to the financial statements).

³Credit rating has been withdrawn. As of June 30, 2019, there is no rating available (unaudited).

⁴Step coupon rate security - Rate steps up/down by 25 basis points upon rating downgrade/upgrade by Moody’s and S&P rating agencies (Subject to a maximum of 100 basis points per agency, 200 basis points maximum).

⁵Credit ratings from S&P (unaudited).

⁶Represents aPayment-In-Kind bond.

⁷Rate shown is the current yield as of June 30, 2019.

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 S&P Global Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

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

8

High Yield Bond Series

Statement of Assets and Liabilities

June 30, 2019 (unaudited)

ASSETS:
Investments, at value (identified cost $109,834,717) (Note 2)	$	108,122,202
Receivable for securities sold		3,321,400
Interest receivable		1,669,557
Receivable for fund shares sold		39,354
Prepaid expenses		27,033
TOTAL ASSETS		113,179,546
LIABILITIES:
Accrued fund accounting and administration fees (Note 3)		12,008
Accrued sub-transfer agent fees (Note 3)		8,898
Accrued management fees (Note 3)		4,637
Accrued distribution and service (Rule 12b-1) fees (Class S) (Note 3)		2,444
Accrued Chief Compliance Officer service fees (Note 3)		546
Payable for securities purchased		2,533,509
Other payables and accrued expenses		40,675
TOTAL LIABILITIES		2,602,717
TOTAL NET ASSETS	$	110,576,829
NET ASSETS CONSIST OF:
Capital stock	$	114,548
Additional  paid-in-capital		116,583,873
Total distributable earnings (loss)		(6,121,592	)
TOTAL NET ASSETS	$	110,576,829
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S($11,366,093/1,127,930 shares)	$	10.08
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I($18,116,749/2,086,625 shares)	$	8.68
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE -Class W($69,295,525/6,881,975 shares)	$	10.07
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE -Class Z($11,798,462/1,358,271 shares)	$	8.69

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

9

High Yield Bond Series

Statement of Operations

For the Six Months Ended June 30, 2019 (unaudited)

INVESTMENT INCOME:
Interest	$	3,699,751
Dividends		119,498
Total Investment Income		3,819,249
EXPENSES:
Management fees (Note 3)		256,432
Fund accounting and administration fees (Note 3)		36,969
Shareholder services fees (Class S) (Note 3)		35,082
Sub-transfer agent fees (Note 3)		11,929
Distribution and service (Rule12b-1) fees (Class S) (Note 3)		11,908
Directors’ fees (Note 3)		5,520
Chief Compliance Officer service fees (Note 3)		2,027
Custodian fees		4,277
Miscellaneous		63,162
Total Expenses		427,306
Less reduction of expenses (Note 3)		(143,184	)
Net Expenses		284,122
NET INVESTMENT INCOME		3,535,127
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on investments		1,090,250
Net change in unrealized appreciation (depreciation) on investments		5,208,693
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS		6,298,943
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	9,834,070

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

10

High Yield Bond Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)			FOR THE YEAR ENDED 12/31/18
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	3,535,127		$	6,339,544
Net realized gain (loss) on investments		1,090,250			480,420
Net change in unrealized appreciation (depreciation) on investments		5,208,693			(8,475,559	)
Net increase (decrease) from operations		9,834,070			(1,655,595	)
DISTRIBUTIONS TO SHAREHOLDERS (Note 9):
Class S		(348,620	)		(4,387,135	)
Class I		(468,964	)		(1,907,413	)
Class W		(1,597,923	)		—
Class Z		(283,537	)		—
Total distributions to shareholders		(2,699,044	)		(6,294,548	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase (decrease) from capital share transactions (Note 5)		(11,919,509	)		2,318,967
Net decrease in net assets		(4,784,483	)		(5,631,176	)
NET ASSETS:
Beginning of period		115,361,312			120,992,488
End of period	$	110,576,829		$	115,361,312

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

11

High Yield Bond Series

Financial Highlights - Class S

	FOR THE SIX MONTHS ENDED 6/30/19 (UNAUDITED)			FOR THE YEAR ENDED
				12/31/18			12/31/17			12/31/16			12/31/15			12/31/14
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$9.47			$10.09			$9.79			$9.21			$10.04			$10.64
Income (loss) from investment operations:
Net investment income1		0.28			0.53			0.54			0.56			0.51			0.52
Net realized and unrealized gain (loss) on investments		0.54			(0.65	)		0.28			0.66			(0.82	)		(0.30	)
Total from investment operations		0.82			(0.12	)		0.82			1.22			(0.31	)		0.22
Less distributions to shareholders:
From net investment income		(0.21	)		(0.50	)		(0.51	)		(0.64	)		(0.52	)		(0.50	)
From net realized gain on investments		—			—			—			—			—			(0.32	)
From return of capital		—			—			(0.01	)		—			—			—
Total distributions to shareholders		(0.21	)		(0.50	)		(0.52	)		(0.64	)		(0.52	)		(0.82	)
Net asset value - End of period		$10.08			$9.47			$10.09			$9.79			$9.21			$10.04
Net assets - End of period(000’s omitted)		$11,366			$82,399			$94,533			$89,921			$108,202			$202,772
Total return2		8.69%			(1.31%	)		8.49%			13.41%			(3.28%	)		2.04%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.90%	3		0.90%			0.90%			0.94%			1.11%			1.11%
Net investment income		5.85%	3		5.32%			5.31%			5.82%			5.04%			4.78%
Portfolio turnover		70%			100%			106%			77%			109%			104%
*For certain periods presented, the investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amounts:
		0.08%	3		0.08%			0.07%			0.02%			N/A			N/A

¹Calculated based on average shares outstanding during the periods.

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

³Annualized.

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

12

High Yield Bond Series

Financial Highlights - Class I

	FOR  THE SIX MONTHS ENDED 6/30/19 (UNAUDITED)			FOR THE YEAR ENDED
				12/31/18			12/31/17			12/31/16			12/31/15			12/31/14
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$8.20			$8.80			$8.61			$8.18			$8.97			$9.59
Income (loss) from investment operations:
Net investment income1		0.26			0.49			0.49			0.52			0.47			0.49
Net realized and unrealized gain (loss) on investments		0.45			(0.57	)		0.25			0.57			(0.72	)		(0.26	)
Total from investment operations		0.71			(0.08	)		0.74			1.09			(0.25	)		0.23
Less distributions to shareholders:
From net investment income		(0.23	)		(0.52	)		(0.54	)		(0.66	)		(0.54	)		(0.53	)
From net realized gain on investments		—			—			—			—			—			(0.32	)
From return of capital		—			—			(0.01	)		—			—			—
Total distributions to shareholders		(0.23	)		(0.52	)		(0.55	)		(0.66	)		(0.54	)		(0.85	)
Net asset value - End of period		$8.68			$8.20			$8.80			$8.61			$8.18			$8.97
Net assets - End of period(000’s omitted)		$18,117			$32,962			$26,459			$22,658			$52,383			$41,586
Total return2		8.73%			(0.98%	)		8.68%			13.60%			(2.93%	)		2.33%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.65%	3		0.65%			0.65%			0.68%			0.87%			0.86%
Net investment income		6.06%	3		5.63%			5.57%			6.04%			5.34%			5.05%
Portfolio turnover		70%			100%			106%			77%			109%			104%
*For the certain periods presented, the investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amounts:
		0.07%	3		0.08%			0.07%			0.02%			N/A			N/A

¹Calculated based on average shares outstanding during the periods.

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

³Annualized.

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

13

High Yield Bond Series

Financial Highlights - Class W

	FOR THE PERIOD 3/1/191 TO 6/30/19 (UNAUDITED)
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period			$10.01
Income (loss) from investment operations:
Net investment income2			0.22
Net realized and unrealized gain (loss) on investments			0.09
Total from investment operations			0.31
Less distributions to shareholders:
From net investment income			(0.25	)
Net asset value - End of period			$10.07
Net assets - End of period(000’s omitted)		$	69,296
Total return3			3.10%
Ratios (to average net assets)/Supplemental Data:
Expenses*4			0.10%
Net investment income4			6.59%
Series portfolio turnover			70%
*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amounts4:
			0.51%

¹Commencement of operations.

²Calculated based on average shares outstanding during the period.

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

⁴Annualized.

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

14

High Yield Bond Series

Financial Highlights - Class Z

	FOR THE PERIOD 3/1/191 TO 6/30/19 (UNAUDITED)
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period			$8.67
Income (loss) from investment operations:
Net investment income2			0.18
Net realized and unrealized gain (loss) on investments			0.07
Total from investment operations			0.25
Less distributions to shareholders:
From net investment income			(0.23	)
Net asset value - End of period			$8.69
Net assets - End of period(000’s omitted)		$	11,798
Total return3			2.98%
Ratios (to average net assets)/Supplemental Data:
Expenses*4			0.50%
Net investment income4			6.21%
Portfolio turnover			70%
*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amount4:
			0.11%

¹Commencement of operations.

²Calculated based on average shares outstanding during the period.

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

⁴Annualized.

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

15

High Yield Bond Series

Notes to Financial Statements

(unaudited)

1. Organization

High Yield Bond Series (the “Series”) is ano-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 anopen-end management investment company.

The Series’ investment objective is to provide a high level of long-term total return by investing principally innon-investment grade fixed income securities that are issued by government and corporate entities.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The series is authorized to issue four classes of shares (Class S, I, W and Z). Class W and Z shares were issued on March 1, 2019. 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 total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2019, 10 billion shares have been designated in total among 34 series, of which 100 million have been designated as High Yield Bond Series Class I common stock, 125 million have been designated as High Yield Bond Series Class S common stock, 50 million have been designated as High Yield Bond Series Class W common stock, and 100 million have been designated as High Yield Bond Series Class Z common stock.

2. Significant Accounting Policies

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

Security Valuation

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

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

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

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

16

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation(continued)

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

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

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

The following is a summary of the valuation levels used for major security types as of June 30, 2019 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Debt Securities:
Corporate debt:
Communication Services	$	7,181,434	$	—	$	7,181,434	$	—
Consumer Discretionary		11,321,784		—		11,321,784		—
Energy		25,344,863		—		25,344,863		—
Financials		12,118,112		—		12,118,112		—
Health Care		4,907,838		—		4,907,838		—
Industrials		20,598,901		—		20,598,901		—
Information Technology		2,337,562		—		2,337,562		—
Materials		12,429,662		—		12,429,662		—
Real Estate		7,597,437		—		7,597,437		—
Utilities		3,537,951		—		3,537,951		—
Mutual fund		746,658		746,658		—		—
Total assets	$	108,122,202	$	746,658	$	107,375,544	$	—

There were no Level 3 securities held by the Series as of December 31, 2018 or June 30, 2019.

New Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board issued Accounting Standards UpdateNo. 2017-08, Receivables - Nonrefundable Fees and Other Costs (Subtopic310-20): “Premium Amortization of Purchased Callable Debt Securities” which amends the amortization period for certain purchased callable debt securities. Under the new guidance, the premium

17

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

New Accounting Pronouncements(continued)

amortization of purchased callable debt securities that have explicit,non-contingent call features and are callable at fixed prices will be amortized to the earliest call date. The guidance does not require an accounting change for securities held at a discount, which continue to be amortized to maturity. This guidance was adopted by the Series as of January 1, 2019 on a modified retrospective basis. The cost basis of the securities on January 1, 2019 has been decreased by $96. This change in accounting policy has been made to comply with the newly issued accounting standard and had no impact on total distributable earnings (loss) or the net asset value for any Class’s of the Series.

Security Transactions, Investment Income and Expenses

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

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

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

Foreign Currency Translation

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

Securities Purchased on a When-Issued Basis or Forward Commitment

The Series may purchase securities on a when-issued basis or forward commitment. These transactions involve a commitment by the Series to purchase securities for a predetermined price with payment and delivery taking place beyond the customary settlement period. When such purchases are outstanding, the Series will designate liquid assets in an amount sufficient to meet the purchase price. When purchasing a security on a delayed delivery basis, the Series assumes the rights and risks of ownership of the security, including the risk of price and yield fluctuations, and takes such fluctuations into account when determining its net asset value. The Series may sell the when-issued securities before they are delivered, which may result in a capital gain or loss. No such investments were held by the Series on June 30, 2019.

In connection with its ability to purchase or sell securities on a forward commitment basis, the Series may enter into forward roll transactions principally using To Be Announced (TBA) securities. Forward roll transactions require the sale of securities for delivery in the current month, and a simultaneous agreement to repurchase substantially similar (same type, coupon and maturity) securities on a specified future date. Risks of entering into forward roll transactions include the potential inability of the counterparty to meet the terms of the agreement; the potential of the Series to receive inferior securities at redelivery as compared to the securities sold to the counterparty; counterparty credit risk; and the potential pay down speed variance between the mortgage-backed pools. During the roll period, the Series forgoes principal and interest paid on the securities. The

18

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Securities Purchased on a When-Issued Basis or Forward Commitment(continued)

Series accounts for such dollar rolls as purchases and sales. Information regarding securities purchased on a when-issued basis is included in the Series’ Investment Portfolio. No such investments were held by the Series on June 30, 2019.

Asset-Backed Securities

The Series may invest in asset-backed securities. Asset-backed securities are generally issued as pass-through certificates or as debt instruments. Asset-backed securities issued as pass-through certificates represent undivided fractional ownership interests in an underlying pool of assets. Asset-backed securities issued as debt instruments, which are also known as collateralized obligations, are typically issued as the debt of a special purpose entity organized solely for the purpose of owning such assets and issuing such debt. Asset-backed securities are often backed by a pool of assets representing the obligations of a number of different parties. The yield characteristics of certain asset-backed securities may differ from traditional debt securities. One such major difference is that all or a principal part of the obligations may be prepaid at any time because the underlying assets (i.e. loans) may be prepaid at any time. As a result, a decrease in interest rates in the market may result in increases in the level of prepayments as borrowers, particularly mortgagors, refinance and repay their loans. An increased prepayment rate with respect to an asset-backed security will have the effect of shortening the maturity of the security. In addition, the Series may subsequently have to reinvest the proceeds at lower interest rates. If the Series has purchased such an asset-backed security at a premium, a faster than anticipated prepayment rate could result in a loss of principal to the extent of the premium paid.

Mortgage-Backed Securities

The Series may invest in mortgage-backed securities (“MBS” or pass-through certificates) that represent an interest in a pool of specific underlying mortgage loans and entitle the Series to the periodic payments of principal and interest from those mortgages. MBS may be issued by government agencies or corporations, or private issuers. Most MBS issued by government agencies are guaranteed; however, the degree of protection differs based on the issuer. For MBS, there are a number of important differences among the agencies and instrumentalities of the U.S. Government that issue mortgage-related securities and among the securities that they issue. For example, mortgage-related securities guaranteed by Ginnie Mae are guaranteed as to the timely payment of principal and interest by Ginnie Mae and such guarantee is backed by the full faith and credit of the United States. However, mortgage-related securities issued by Freddie Mac and Fannie Mae, including Freddie Mac and Fannie Mae guaranteed mortgage pass-through certificates, which are solely the obligations of Freddie Mac and Fannie Mae, are not backed by or entitled to the full faith and credit of the United States, but are supported by the right of the issuer to borrow from the U.S. Treasury.Non-agency mortgage-backed securities are securities issued bynon-governmental issuers and have no direct or indirect government guarantees of payment and are subject to various risks.Non-agency mortgage loans are obligations of the borrowers thereunder only and are not typically insured or guaranteed by any other person or entity. The ability of a borrower to repay a loan is dependent upon the income or assets of the borrower. A number of factors, including a general economic downturn, acts of God, terrorism, social unrest and civil disturbances, may impair a borrower’s ability to repay its loans.

Restricted Securities

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

Illiquid Securities

A security may be considered illiquid if so deemed in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board. Securities that are illiquid are marked with the applicable footnote on the Investment Portfolio.

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.

19

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Federal Taxes(continued)

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2019, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2015 through December 31, 2018. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

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

Distributions of Income and Gains

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

Indemnifications

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

Other

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

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.40% of the Series’ average daily net assets. Prior to March 1, 2019, the management fee for the Series was 0.55% 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 otherout-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, Governance & Nominating Committee Chair and Lead Independent Director, who each receive an additional annual stipend for these roles.

20

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

The Fund may enter into agreements with financial intermediaries pursuant to which the Fund may pay financial intermediaries fornon-distribution relatedsub-transfer agency, administrative,sub-accounting, and other shareholder services in an annual amount not to exceed 0.15% of the average daily net assets of the Class I and Class S shares of the Series. Payments made pursuant to such agreements are generally based on the current assets and/or number of accounts of the Series attributable to the financial intermediary. Any payments made pursuant to such agreements may be in addition to, rather than in lieu of, any Distribution and Shareholder Services Fee payable under the Rule12b-1 plan of the Fund.

Prior to March 1, 2019, the Class S shares of the Series were subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Fund’s Board. The shareholder services fee was 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 paid 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 had a Shareholder Services Agreement with the Advisor, for which the Advisor received the shareholder services fee as stated above.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. Effective March 1, 2019, the Series compensates the distributor for distributing and servicing the Series’ Class S shares pursuant to a distribution plan adopted under Rule12b-1 of the 1940 Act, regardless of expenses actually incurred. Under the agreement, the Series pays distribution and service fees to the distributor at an annual rate of 0.25% of average daily net assets attributable to Class S shares. There are no distribution and service fees on the Class I, Class W or Class Z shares. The fees are accrued daily and paid monthly.

Pursuant to a master services agreement dated March 1, 2017, as amended, 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 Income Series); 0. 0075% on the next $15 billion of average daily net assets (excluding Target Series and Income Series); and 0.0065% of average daily net assets in excess of $40 billion (excluding Target Series and Income Series); plus a base fee of $30,400 per series. Additionally, certain transaction andout-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 assub-accountant services agent.

Effective March 1, 2019, the Advisor has contractually agreed to waive the management fee for the Class W shares. The full management fee will be waived under this agreement because Class W shares are only available to discretionary investment accounts and other accounts managed by the Advisor. These clients pay a management fee to the advisor that is separate from the fund’s expenses. In addition, pursuant to a separate expense limitation agreement, the Advisor has contractually agreed to limit its fees and reimburse expenses to the extent necessary so that the total direct annual fund operating expenses, exclusive of the shareholder services fee and/or distribution and service(12b-1) fees and waived Class W management fees (collectively, “excluded expenses”), to 0.65% of the average daily net assets of the Class S and Class I shares, 0.10% of the average daily net assets of the Class W shares, and 0.50% of the average daily net assets of the Class Z shares. These contractual waivers are expected to continue indefinitely, and may not be amended or terminated by the Advisor without the approval of the Series’ Board of Directors. The Advisor may receive from a Class the difference between the Class’s total direct annual fund operating expenses, not including excluded expenses, and the Class’s contractual expense limit to recoup all or a portion of its prior fee waivers (other than Class W management fee waivers) or expense reimbursements made during the rolling three-year period preceding the recoupment if at any point the total direct annual fund operating expenses, not including excluded expenses, are below the contractual expense limit (a) at the time of the fee waiver and/or expense reimbursement and (b) at the time of the recoupment.

Pursuant to the advisory fee waiver, the Advisor waived $92,566 in management fees for Class W for the six month period ended June 30, 2019. In addition, pursuant to the separate expense limitation agreement, the Advisor waived or reimbursed expenses of $14,810, $7,487, $24,518 and $3,803 for Class S, Class I, Class W and Class Z, respectively, for the six month period ended June 30, 2019. These amounts are included as a reduction of expenses on the Statement of Operations.

21

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

At June 30, 2019, the Advisor is eligible to recoup $35,441. For the six month period ended June 30, 2019, the Advisor did not recoup any expenses that have been previously waived or reimbursed.

4. Purchases and Sales of Securities

For the six months ended June 30, 2019, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $74,139,662 and $82,860,687, respectively. There were no purchases or sales of U.S. Government securities.

5. Capital Stock Transactions

Transactions in shares of Class S, Class I, Class W and Class Z shares of High Yield Bond Series were:

CLASS S	FOR THE SIX MONTHS ENDED 6/30/19						FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		821,915		$	8,133,957			1,739,400		$	17,402,185
Reinvested		30,692			305,851			413,607			4,067,430
Repurchased		(8,423,514	)		(27,068,163	)		(2,824,655	)		(28,102,329	)
Total		(7,570,907	)	$	(18,628,355	)		(671,648	)	$	(6,632,714	)
CLASS I	FOR THE SIX MONTHS ENDED 6/30/19						FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		1,155,917		$	9,929,960			3,138,986		$	27,366,623
Reinvested		54,391			468,190			172,346			1,470,674
Repurchased		(3,143,197	)		(84,265,673	)		(2,297,624	)		(19,885,616	)
Total		(1,932,889	)	$	(73,867,523	)		1,013,708		$	8,951,681
CLASS W	FOR THE PERIOD 3/01/19 (COMMENCEMENT OF OPERATIONS)         TO 6/30/19
	SHARES			AMOUNT
Sold		7,838,191		$	78,411,241
Reinvested		152,009			24,324
Repurchased		(1,108,225	)		(11,116,597	)
Total		6,881,975		$	67,318,968
CLASS Z	FOR THE PERIOD 3/01/19 (COMMENCEMENT OF OPERATIONS)         TO 6/30/19
	SHARES			AMOUNT
Sold		1,406,592		$	12,187,129
Reinvested		2,822			1,515,262
Repurchased		(51,143	)		(444,990	)
Total		1,358,271		$	13,257,401

Approximately 63% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion.

22

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

6. Line of Credit

The Fund has entered into a364-day, $25 million credit agreement (the “line of credit”) with Bank of New York Mellon. Each series of the Fund may borrow under the line of credit for temporary or emergency purposes, including funding shareholder redemptions and other short-term liquidity purposes. The Fund pays an annual fee on the unused commitment amount, payable quarterly, and is allocated among all the series of the Fund and included in miscellaneous expenses in the Statement of Operations for each series. The line of credit expires in August 2019 unless extended or renewed. During the six months ended June 30, 2019, the Series did not borrow under the line of credit.

7. Financial Instruments and Loan Assignments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2019.

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.

8. Foreign Securities

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

9. Federal Income Tax Information

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

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2018 were as follows:

Ordinary income     $6,294,548

At June 30, 2019, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized depreciation were as follows:

Cost for federal income tax purposes	$	109,856,336
Unrealized appreciation		1,408,253
Unrealized depreciation		(3,142,387	)
Net unrealized depreciation	$	(1,734,134	)

23

High Yield Bond Series

Notes to Financial Statements (continued)

(unaudited)

9. Federal Income Tax Information (continued)

As of December 31, 2018, the Series had net short-term capital loss carryforwards of $398,915 and net long-term capital loss carryforwards of $5,937,882, which may be carried forward indefinitely.

24

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25

High Yield Bond Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

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

By phone                                                             1-800-466-3863

On the Securities and Exchange

    Commission’s (SEC) web site                         http://www.sec.gov

Proxy Voting Record

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

By phone                                                            1-800-466-3863

On the SEC’s web site                                       http://www.sec.gov

Quarterly Portfolio Holdings

The Series’ complete schedule of portfolio holdings for the 1^st and 3^rd quarters of each fiscal year are provided on Form N-PORT, 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)

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

Additional information available at www.manning-napier.com

1. Fund Holdings - Month-End

2. Fund Holdings - Quarter-End

3. Shareholder Report - Annual

4. Shareholder Report - Semi-Annual

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

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

MNHYB-6/19-SAR

www.manning-napier.com                             

Manning & Napier Fund, Inc.

                                                                                                                                                                                             ��                   

Income Series

Beginning on February 25, 2021, as permitted by Securities and Exchange Commission regulations, paper copies of the Series’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary or, if you are a direct investor, by visiting www.manning-napier.com or calling 1-800-466-3863.

You may elect to receive all future annual and semi-annual reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can inform the Fund that you wish to continue receiving paper copies of your shareholder reports by visiting www.manning-napier.com or calling 1-800-466-3863. Your election to receive reports in paper will apply to all funds held with your financial intermediary if you invest through a financial intermediary or all series of the Fund if you invest directly with the Fund.

Income 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 in each class at the beginning of the period and held for the entire period (January 1, 2019 to June 30, 2019).

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.

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 1/1/19	ENDING ACCOUNT             VALUE 6/30/19	EXPENSES PAID     DURING PERIOD     1/1/19-6/30/191	ANNUALIZED         EXPENSE RATIO2
Class S
Actual	$1,000.00	$1,103.20	$2.09	0.40%
Hypothetical     (5% return before expenses)	$1,000.00	$1,022.81	$2.01	0.40%
Class I
Actual	$1,000.00	$1,104.40	$0.83	0.16%
Hypothetical     (5% return before expenses)	$1,000.00	$1,024.00	$0.80	0.16%

¹Expenses are equal to each Class’ annualized expense ratio (for the six month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect theone-half year period). Expenses are based on the most recent fiscal half year; therefore, the expense ratios stated above may differ from the expense ratios stated in the financial highlights, which are based onone-year data. The Class’ total returns would have been lower had certain expenses not been waived or reimbursed during the period.

²Expense ratios of each 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.

1

Income Series

Portfolio Composition as of June 30, 2019

(unaudited)

2

Income Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE (NOTE 2)
AFFILIATED INVESTMENT COMPANIES - 100.0%
Manning & Napier Fund, Inc. - Core Bond Series, Class Z		2,268,751	$	22,710,201
Manning & Napier Fund, Inc. - Disciplined Value Series, Class Z		599,897		8,146,595
Manning & Napier Fund, Inc. - Equity Income Series, Class Z		654,650		8,071,837
Manning & Napier Fund, Inc. - High Yield Bond Series, Class Z		1,180,567		10,259,124
Manning & Napier Fund, Inc. - Real Estate Series, Class Z		386,066		2,548,034
TOTAL AFFILIATED INVESTMENT COMPANIES - 100.0%
(Identified Cost $50,404,191)				51,735,791
LIABILITIES, LESS OTHER ASSETS - 0.0%#				(756	)
NET ASSETS - 100%			$	51,735,035
#Less than 0.1%.

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

3

Income Series

Statement of Assets and Liabilities

June 30, 2019 (unaudited)

ASSETS:
Total investments in Underlying Series, at value (identified cost $50,404,191) (Note 2)	$	51,735,791
Receivable from Advisor (Note 3)		6,417
Receivable for fund shares sold		24,893
Receivable for shares of Underlying Series sold		190
Prepaid expenses		33,282
TOTAL ASSETS		51,800,573
LIABILITIES:
Accrued fund accounting and administration fees (Note 3)		7,452
Accrued distribution and service (Rule12b-1) fees (Class S) (Note 3)		6,349
Sub-transfer agent fees (Note 3)		3,460
Accrued Chief Compliance Officer service fees (Note 3)		546
Payable for shares of Underlying Series purchased		19,393
Audit fees payable		11,851
Custodian fees payable		6,841
Payable for fund shares repurchased		5,500
Printing and postage fees payable		3,563
Other payables and accrued expenses		583
TOTAL LIABILITIES		65,538
TOTAL NET ASSETS	$	51,735,035
NET ASSETS CONSIST OF:
Capital stock		46,830
Additionalpaid-in-capital		50,797,154
Total distributable earnings (loss)		891,051
TOTAL NET ASSETS	$	51,735,035
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S ($32,265,794/2,920,558 shares)	$	11.05
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I ($19,469,241/1,762,465 shares)	$	11.05

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

4

Income Series

Statement of Operations

For the Six Months Ended June 30, 2019 (unaudited)

INVESTMENT INCOME:
Income distributions from Underlying Series	$	571,538
EXPENSES:
Fund accounting and administration fees (Note 3)		25,238
Distribution and services (Rule12b-1) fees (Class S) (Note 3)		24,849
Shareholder services fees (Class S) (Note 3)		11,160
Sub-transfer agent fees (Note 3)		4,634
Chief Compliance Officer service fees (Note 3)		2,027
Directors’ fees (Note 3)		1,830
Registration and filing fees		16,177
Custodian fees		9,306
Audit fees		8,942
Miscellaneous		13,321
Total Expenses		117,484
Less reduction of expenses (Note 3)		(45,415	)
Net Expenses		72,069
NET INVESTMENT INCOME		499,469
REALIZED AND UNREALIZED GAIN (LOSS) ON UNDERLYING SERIES:
Net realized gain (loss) on Underlying Series		(689,105	)
Net change in unrealized appreciation (depreciation) on Underlying Series		4,684,550
NET REALIZED AND UNREALIZED GAIN (LOSS) ON UNDERLYING SERIES		3,995,445
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	4,494,914

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

5

Income Series

Statements of Changes in Net Assets

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)				FOR THE YEAR ENDED   12/31/18
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income		$	499,469			$	1,007,127
Net realized gain (loss) on Underlying Series			(689,105	)			86,662
Distributions of realized gains from Underlying Series			—				1,214,047
Net change in unrealized appreciation (depreciation) on Underlying Series			4,684,550				(3,445,843	)
Net increase (decrease) from operations			4,494,914				(1,138,007	)
DISTRIBUTIONS TO SHAREHOLDERS (Note 9):
Class S			(256,680	)			(2,107,232	)
Class I			(180,553	)			(1,206,621	)
Total distributions to shareholders			(437,233	)			(3,313,853	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase from capital share transactions (Note 6)			6,455,195				12,523,376
Net increase in net assets			10,512,876				8,071,516
NET ASSETS:
Beginning of period			41,222,159				33,150,643
End of period		$	51,735,035			$	41,222,159

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

6

Income Series

Financial Highlights - Class S

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)			FOR THE YEAR ENDED
				12/31/18			12/31/17			12/31/16			12/31/15			12/31/14
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.10			$11.27			$10.60			$10.31			$10.84			$10.80
Income (loss) from investment operations:
Net investment income1,2		0.11			0.30			0.25			0.27			0.25			0.38
Net realized and unrealized gain (loss) on investments		0.93			(0.53	)		0.84			0.66			(0.36	)		0.34
Total from investment operations		1.04			(0.23	)		1.09			0.93			(0.11	)		0.72
Less distributions to shareholders:
From net investment income		(0.09	)		(0.31	)		(0.30	)		(0.36	)		(0.20	)		(0.37	)
From net realized gain on investments		—			(0.63	)		(0.12	)		(0.28	)		(0.22	)		(0.31	)
Total distributions to shareholders		(0.09	)		(0.94	)		(0.42	)		(0.64	)		(0.42	)		(0.68	)
Net asset value - End of period		$11.05			$10.10			$11.27			$10.60			$10.31			$10.84
Net assets - End of period (000’s omitted)		$32,266			$26,315			$23,581			$19,062			$16,040			$15,751
Total return3		10.32%			(2.33%	)		10.39%			9.10%			(1.01%	)		6.66%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.40%	4,5		0.30%	6		0.30%	6		0.30%	6		0.30%	7		0.30%	8
Net investment income2		2.01%	4		2.77%			2.30%			2.55%			2.29%			3.37%
Series portfolio turnover9		111%			51%			12%			28%			74%			35%
* 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:
		0.20%	4,5		0.37%	6		0.38%	6		0.56%	6		0.57%	7		0.73%	8

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

⁴Annualized.

⁵Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.48%.

⁶Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.59%.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.57%.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.49%.

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.

7

Income Series

Financial Highlights - Class I

	FOR THE SIX MONTHS ENDED   6/30/19 (UNAUDITED)			FOR THE YEAR ENDED
				12/31/18			12/31/17			12/31/16			12/31/15			12/31/14
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.10			$11.27			$10.60			$10.31			$10.84			$10.80
Income (loss) from investment operations:
Net investment income1,2		0.12			0.35			0.29			0.28			0.30			0.41
Net realized and unrealized gain (loss) on investments		0.93			(0.56	)		0.82			0.67			(0.39	)		0.34
Total from investment operations		1.05			(0.21	)		1.11			0.95			(0.09	)		0.75
Less distributions to shareholders:
From net investment income		(0.10	)		(0.33	)		(0.32	)		(0.38	)		(0.22	)		(0.40	)
From net realized gain on investments		—			(0.63	)		(0.12	)		(0.28	)		(0.22	)		(0.31	)
Total distributions to shareholders		(0.10	)		(0.96	)		(0.44	)		(0.66	)		(0.44	)		(0.71	)
Net asset value - End of period		$11.05			$10.10			$11.27			$10.60			$10.31			$10.84
Net assets - End of period (000’s omitted)		$19,469			$14,907			$9,570			$3,752			$3,948			$2,136
Total return3		10.44%			(2.09%	)		10.67%			9.36%			(0.76%	)		6.90%
Ratios (to average net assets)/Supplemental Data:
Expenses*		0.16%	4,5		0.05%	6		0.05%	6		0.05%	6		0.05%	7		0.05%	8
Net investment income2		2.34%	4		3.19%			2.66%			2.63%			2.76%			3.65%
Series portfolio turnover9		111%			51%			12%			28%			74%			35%
* 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:
		0.19%	4,5		0.37%	6		0.38%	6		0.56%	6		0.67%	7		0.73%	8

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

⁴Annualized.

⁵Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.48%.

⁶Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.59%.

⁷Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.57%.

⁸Expense ratios do not include expenses of the Underlying Series in which the Series invests. The average expense ratio of the Underlying Series was 0.49%.

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.

8

Income Series

Notes to Financial Statements

(unaudited)

1. Organization

Income Series, formerly known as Strategic Income Moderate Series, (the “Series”) is ano-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 anopen-end management investment company.

Income Series’ investment objective is to manage against capital risk and generate income with a secondary goal of pursuing long-term capital growth.

The Series seeks to achieve its investment objective by investing in a combination of other Manning & Napier mutual funds (the “Underlying Series”). As of June 30, 2019, the Underlying Series include the Core Bond Series, Disciplined Value Series, High Yield Bond Series, Real Estate Series and Equity Income Series of the Fund. The financial statements of the Underlying Series, which are available at www.manning-napier.com, should be read in conjunction with the Series’ financial statements.

The Series is authorized to issue three classes of shares (Class S, I and Z). 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 the Series are offered to investors and employees of the Advisor and its affiliates. The total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2019, 10 billion shares have been designated in total among 34 series, of which 100 million each have been designated as Income Series Class I common stock, Income Series Class S common stock and Income Series Class Z common stock. Class Z common stock are not currently offered for sale.

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

Investments in the Underlying Series are valued at their net asset value per share on valuation date. In the absence of the availability of a net asset value per share on the Underlying Series, security valuations may be determined in good faith by the Advisor under procedures approved by and under the general supervision and responsibility of the Fund’s Board of Directors (the “Board”).

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

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

9

Income Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation(continued)

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

The following is a summary of the valuation levels used for major security types as of June 30, 2019 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2		LEVEL 3
Assets:
Mutual funds	$	51,735,791	$	51,735,791	$	—	$	—
Total assets:	$	51,735,791	$	51,735,791	$	—	$	—

There were no Level 2 or Level 3 securities held by the Series as of December 31, 2018 or June 30, 2019.

Security Transactions, Investment Income and Expenses

Security transactions are accounted for on trade date. Dividend income is recorded on theex-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 theex-dividend date.

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

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

Federal Taxes

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

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2019, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the

10

Income Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Federal Taxes(continued)

years ended December 31, 2015 through December 31, 2018. The Series is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Foreign Taxes

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

Distributions of Income and Gains

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

Indemnifications

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

Other

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

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Advisor does not receive an advisory fee for the services it performs for the Series. However, the Advisor is entitled to receive an advisory fee from each of the Underlying Series in which the Series invests.

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 otherout-of-pocket expenses incurred by them in connection with attending such meetings. The Fund also has an Audit Committee Chair, Governance & Nominating Committee Chair and Lead Independent Director, who each receive an additional annual stipend for these roles.

The Fund may enter into agreements with financial intermediaries pursuant to which the Fund may pay financial intermediaries fornon-distribution relatedsub-transfer agency, administrative,sub-accounting, and other shareholder services in an annual amount not to exceed 0.15% of the average daily net assets of the Class I and Class S shares of the Series. Payments made pursuant to such agreements are generally based on the current assets and/or number of accounts of the Series attributable to the financial intermediary. Any payments made pursuant to such agreements may be in addition to, rather than in lieu of, any Distribution and Shareholder Services Fee payable under the Rule12b-1 plan of the Fund.

Prior to March 1, 2019, the Class S shares of the Series were subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Fund’s Board. The shareholder services fee was intended to compensate financial

11

Income Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

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 paid 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 had a Shareholder Services Agreement with the Advisor, for which the Advisor received the shareholder services fee as stated above.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. Effective March 1, 2019, the Series compensates the distributor for distributing and servicing the Series’ Class S shares pursuant to a distribution plan adopted under Rule 12b-1 of the 1940 Act, regardless of expenses actually incurred. Under the agreement, the Series pays distribution and service fees to the distributor at an annual rate of 0.25% of average daily net assets attributable to Class S shares. There are no distribution and service fees on the Class I or Class Z shares. The fees are accrued daily and paid monthly.

Pursuant to a master services agreement dated March 1, 2017, as amended, the Fund pays the Advisor an annual fee related to fund accounting and administration of 0.00225% of average daily net assets with an annual base fee of $39,400. 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.

Effective March 1, 2019, the Advisor has contractually agreed to limit the Series’ total direct annual fund operating expenses, exclusive of the shareholder services fee and/or distribution and service (12b-1) fees, to 0.20% of the average daily net assets of the Class S and Class I shares, and 0.05% of the average daily net assets of the Class Z shares. This contractual waiver is expected to continue indefinitely, and may not be amended or terminated by the Advisor without the approval of the Series’ Board of Directors. Prior to March 1, 2019, the contractual expense limitation for the Class S and Class I shares of the Series was 0.05%. The Advisor’s agreement to limit each class’s operating expenses is limited to direct operating expenses, and, therefore, does not apply to acquired fund fees and expenses (“AFFE”), which are indirect expenses incurred by the Series through its investments in the underlying funds. The Advisor may receive from a class the difference between the class’s total direct annual fund operating expenses, exclusive of Rule 12b-1 Fees, and the class’s contractual expense limit to recoup all or a portion of its prior fee waivers or expense reimbursements made during the rolling three-year period preceding the recoupment if at any point the total direct annual fund operating expenses, exclusive of distribution and service (12b-1) fees, are below the contractual expense limit (a) at the time of the fee waiver and/ or expense reimbursement and (b) at the time of the recoupment.

Pursuant to the separate expense limitation agreement, the Advisor waived or reimbursed expenses of $28,425 and $16,990 for Class S and Class I, respectively, for the six month period ended June 30, 2019. These amounts are included as a reduction of expenses on the Statement of Operations. At June 30, 2019, the Advisor is eligible to recoup $25,074. For the six month period ended June 30, 2019, the Advisor did not recoup any expenses that have been previously waived or reimbursed.

4. Purchases and Sales of Securities

For the six months ended June 30, 2019, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $58,886,618 and $52,339,216, respectively. There were no purchases or sales of U.S. Government securities.

12

Income Series

Notes to Financial Statements (continued)

(unaudited)

5. Investments in Affiliated Issuers

A summary of the Series’ transactions in the shares of affiliated issuers of Manning & Napier during the six months ended June 30, 2019 is set forth below:

	VALUE AT 12/31/18		PURCHASE COST		SALES PROCEEDS		VALUE AT 6/30/19		SHARES HELD AT 6/30/19		DIVIDEND INCOME 1/1/19 THROUGH 6/30/19		DISTRIBUTIONS AND NET REALIZED GAIN/(LOSS) 1/1/19 THROUGH 6/30/19			CHANGE IN UNREALIZED APPRECIATION (DEPRECIATON)
Core Bond Series - Class I		$16,761,563	$	1,537,860	$	18,480,006	$	—		—	$	—		$(148,982	)		$   329,565
Core Bond Series - Class Z		—		22,863,427		923,344		22,710,201		2,268,751		203,469		17,350			752,768
Disciplined Value Series - Class I		7,158,376		637,649		8,566,158		—		—		—		(606,235	)		1,376,369
Disciplined Value Series - Class Z		—		9,384,061		1,319,460		8,146,595		599,897		49,098		(13,327	)		95,322
Equity Income Series - Class I		7,097,987		637,649		8,646,899		—		—		—		202,501			708,762
Equity Income Series - Class Z		—		9,464,801		1,755,266		8,071,837		654,650		59,757		34,633			327,668
High Yield Bond Series - Class I		8,140,765		750,176		9,368,650		—		—		—		(58,430	)		536,139
High Yield Bond Series - Class Z		—		10,681,062		444,699		10,259,124		1,180,567		259,214		1,575			21,186
Real Estate Series - Class I		2,034,253		187,544		2,491,388		—		—		—		(132,524	)		402,115
Real Estate Series - Class Z		—		2,742,389		343,346		2,548,034		386,066		—		14,334			134,656
		$41,192,944		$58,886,618		$52,339,216		$51,735,791				$571,538		$(689,105	)		$4,684,550

6. Capital Stock Transactions

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

CLASS S	FOR THE SIX MONTHS ENDED 6/30/19						FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNTS			SHARES			AMOUNTS
Sold		724,531		$	7,806,028			992,538		$	10,946,955
Reinvested		21,728			237,818			186,703			1,981,401
Repurchased		(431,413	)		(4,612,995	)		(665,243	)		(7,355,700	)
Total		314,846		$	3,430,851			513,998		$	5,572,656

CLASS I	FOR THE SIX MONTHS ENDED 6/30/19						FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNTS			SHARES			AMOUNTS
Sold		456,648		$	4,858,514			762,335		$	8,517,189
Reinvested		16,394			179,233			113,553			1,202,575
Repurchased		(186,895	)		(2,013,403	)		(248,648	)		(2,769,044	)
Total		286,147		$	3,024,344			627,240		$	6,950,720

Approximately 6% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion.

13

Income Series

Notes to Financial Statements (continued)

(unaudited)

7. Line of Credit

The Fund has entered into a364-day, $25 million credit agreement (the “line of credit”) with Bank of New York Mellon. Each series of the Fund may borrow under the line of credit for temporary or emergency purposes, including funding shareholder redemptions and other short-term liquidity purposes. The Fund pays an annual fee on the unused commitment amount, payable quarterly, and is allocated among all the series of the Fund and included in miscellaneous expenses in the Statement of Operations for each series. The line of credit expires in August 2019 unless extended or renewed. During the six months ended June 30, 2019, the Series did not borrow under the line of credit.

8. Financial Instruments

The Underlying Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Underlying Series may be subject to various elements of risk which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the Underlying Series to close out their position(s); and documentation risk relating to disagreement over contract terms. Unconstrained Bond Series held forward foreign currency exchange contracts, futures contracts and purchased options during the six months ended June 30, 2019.

9. Federal Income Tax Information

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

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2018 were as follows:

Ordinary income	$	1,120,143
Long-term capital gain	$	2,193,710

At June 30, 2019, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized appreciation were as follows:

Cost for federal income tax purposes	$	50,418,210
Unrealized appreciation		1,317,581
Unrealized depreciation		—
Net unrealized appreciation	$	1,317,581

14

Income Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

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

By phone                                                                  1-800-466-3863

On the Securities and Exchange

    Commission’s (SEC) web site                             http://www.sec.gov

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent12-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 FormN-PORT, 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)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI atwww.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 availableon-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 haveon-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 selectE-Delivery Option. Should you have any questions on either how to establishon-line access or how to update your account settings, please contact Investor Services at1-800-466-3863.

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

MNSTI-6/19-SAR

www.manning-napier.com                             

Manning & Napier Fund, Inc.

Equity Income Series

Beginning on February 25, 2021, as permitted by Securities and Exchange Commission regulations, paper copies of the Series’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary or, if you are a direct investor, by visiting www.manning-napier.com or calling1-800-466-3863.

You may elect to receive all future annual and semi-annual reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can inform the Fund that you wish to continue receiving paper copies of your shareholder reports by visiting www.manning-napier.com or calling1-800-466-3863. Your election to receive reports in paper will apply to all funds held with your financial intermediary if you invest through a financial intermediary or all series of the Fund if you invest directly with the Fund.

Equity Income 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 in each class at the beginning of the period and held for the entire period (January 1, 2019 to June 30, 2019).

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.

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 1/1/191	ENDING ACCOUNT             VALUE 6/30/19	EXPENSES PAID     DURING PERIOD     1/1/19-6/30/192	ANNUALIZED EXPENSE RATIO
Class S
Actual	$1,000.00	$1,181.90	$5.14	0.95%
Hypothetical     (5% return before expenses)	$1,000.00	$1,020.08	$4.76	0.95%
Class I
Actual	$1,000.00	$1,184.30	$4.01	0.74%
Hypothetical     (5% return before expenses)	$1,000.00	$1,021.12	$3.71	0.74%
Class W
Actual	$1,000.00	$1,054.80	$0.34	0.10%
Hypothetical     (5% return before expenses)	$1,000.00	$1,016.24	$0.33	0.10%
Class Z
Actual	$1,000.00	$1,053.60	$1.87	0.55%
Hypothetical     (5% return before expenses)	$1,000.00	$1,014.75	$1.84	0.55%

1

Equity Income Series

Shareholder Expense Example

(unaudited)

¹Class W and Class Z inception date was March 1, 2019.

²Expenses are equal to each Class’ annualized expense ratio (for thesix-month period), multiplied by the average account value over the period, multiplied by 181/365 (to reflect theone-half year period) (except for the Series’ Class W & Class Z Actual and Hypothetical return information, which reflects the 122 day period ended June 30, 2019 due to its inception date of March 1, 2019). The Class’ total return would have been lower had certain expenses not been waived or reimbursed during the period.

2

Equity Income Series

Portfolio Composition as of June 30, 2019

(unaudited)

3

Equity Income Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE                                  (NOTE 2)
COMMON STOCKS - 97.9%
Communication Services - 2.2%
Diversified Telecommunication Services - 2.2%
AT&T, Inc.		11,860	$	397,429
Verizon Communications, Inc.		23,115		1,320,560
Total Communication Services				1,717,989
Consumer Discretionary - 7.8%
Distributors - 1.4%
Genuine Parts Co.		10,795		1,118,146
Multiline Retail - 5.3%
B&M European Value Retail S.A. (United Kingdom)		324,415		1,374,093
Dollar General Corp.		10,755		1,453,646
Target Corp.		14,275		1,236,358
				4,064,097
Specialty Retail - 1.1%
O’Reilly Automotive, Inc.*		2,285		843,896
Total Consumer Discretionary				6,026,139
Consumer Staples - 7.7%
Beverages - 3.5%
Diageo plc (United Kingdom)		20,910		899,975
Molson Coors Brewing Co. - Class B		13,905		778,680
PepsiCo, Inc.		7,860		1,030,682
				2,709,337
Food Products - 3.0%
J&J Snack Foods Corp.		6,250		1,005,937
Mondelez International, Inc. - Class A		23,460		1,264,494
				2,270,431
Household Products - 1.2%
Colgate-Palmolive Co.		12,980		930,277
Total Consumer Staples				5,910,045
Energy - 10.2%
Oil, Gas & Consumable Fuels - 10.2%
BP plc - ADR (United Kingdom)		33,640		1,402,788
Chevron Corp.		11,035		1,373,195
Exxon Mobil Corp.		32,775		2,511,548
Hess Corp.		13,580		863,281
Occidental Petroleum Corp.		20,360		1,023,701
Royal Dutch Shell plc - Class B - ADR (Netherlands)		11,045		726,098
Total Energy				7,900,611

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

4

Equity Income Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE                                  (NOTE 2)
COMMON STOCKS(continued)
Financials - 21.4%
Banks - 13.1%
Bank of America Corp.		86,120	$	2,497,480
Citigroup, Inc.		31,300		2,191,939
JPMorgan Chase & Co.		23,285		2,603,263
KeyCorp.		35,300		626,575
The PNC Financial Services Group, Inc.		3,265		448,219
Regions Financial Corp.		22,240		332,266
Wells Fargo & Co.		30,110		1,424,805
				10,124,547
Capital Markets - 3.9%
Ares Management Corp. - Class A		23,415		612,771
Barings BDC, Inc.		37,275		366,786
BlackRock, Inc.		1,635		767,305
The Blackstone Group, Inc. - Class A		27,115		1,204,448
				2,951,310
Insurance - 4.4%
The Allstate Corp.		5,725		582,175
American International Group, Inc.		10,495		559,174
Arthur J. Gallagher & Co.		8,725		764,223
Assurant, Inc.		3,660		389,351
Fidelity National Financial, Inc.		9,415		379,424
Lincoln National Corp.		5,755		370,910
Principal Financial Group, Inc.		6,370		368,950
				3,414,207
Total Financials				16,490,064
Health Care - 10.7%
Health Care Equipment & Supplies - 1.9%
Medtronic plc		15,085		1,469,128
Pharmaceuticals - 8.8%
AstraZeneca plc (United Kingdom)		6,270		512,585
Bristol-Myers Squibb Co.		11,050		501,117
GlaxoSmithKline plc (United Kingdom)		18,370		368,225
Johnson & Johnson		18,280		2,546,038
Merck & Co., Inc.		16,070		1,347,470
Novartis AG - ADR (Switzerland)		8,160		745,090
Sanofi (France)		8,870		766,566
				6,787,091
Total Health Care				8,256,219

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

5

Equity Income Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE                                  (NOTE 2)
COMMON STOCKS(continued)
Industrials - 10.7%
Air Freight & Logistics - 1.6%
United Parcel Service, Inc. - Class B		12,270	$	1,267,123
Building Products - 2.0%
Johnson Controls International plc		37,770		1,560,279
Commercial Services & Supplies - 5.0%
Covanta Holding Corp.		62,950		1,127,434
Republic Services, Inc.		8,760		758,966
Waste Management, Inc.		16,875		1,946,869
				3,833,269
Industrial Conglomerates - 0.2%
3M Co.		820		142,139
Road & Rail - 1.9%
Kansas City Southern		11,845		1,442,958
Total Industrials				8,245,768
Information Technology - 5.1%
Semiconductors & Semiconductor Equipment - 2.4%
Intel Corp.		38,820		1,858,313
Software - 2.7%
Microsoft Corp.		15,745		2,109,200
Total Information Technology				3,967,513
Materials - 9.8%
Chemicals - 5.7%
Corteva, Inc.*		8,310		245,727
Dow, Inc.		19,265		949,957
DuPont de Nemours, Inc.		8,310		623,832
FMC Corp.		17,170		1,424,251
RPM International, Inc.		18,920		1,156,201
				4,399,968
Containers & Packaging - 4.1%
Graphic Packaging Holding Co.		130,525		1,824,739
Sealed Air Corp.		22,845		977,309
Sonoco Products Co.		6,085		397,594
				3,199,642
Total Materials				7,599,610
Real Estate - 8.2%
Equity Real Estate Investment Trusts (REITS) - 8.2%
AvalonBay Communities, Inc.		2,465		500,839
Community Healthcare Trust, Inc.		11,680		460,309
Crown Castle International Corp.		7,960		1,037,586

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

6

Equity Income Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE                                  (NOTE 2)
COMMON STOCKS(continued)
Real Estate(continued)
Equity Real Estate Investment Trusts (REITS)(continued)
Equinix, Inc.		2,445	$	1,232,989
Healthcare Realty Trust, Inc.		11,965		374,744
Healthcare Trust of America, Inc. - Class A		13,105		359,470
Independence Realty Trust, Inc.		34,135		394,942
Jernigan Capital, Inc.		27,335		560,368
Lexington Realty Trust		40,260		378,847
Physicians Realty Trust		21,090		367,810
Plymouth Industrial REIT, Inc.		10,110		191,483
STAG Industrial, Inc.		14,905		450,727
Total Real Estate				6,310,114
Utilities - 4.1%
Electric Utilities - 0.7%
Exelon Corp.		11,800		565,692
Independent Power and Renewable Electricity Producers - 2.1%
Boralex, Inc. - Class A (Canada)		22,540		338,905
Innergex Renewable Energy, Inc. (Canada)		37,355		397,639
Northland Power, Inc. (Canada)		22,165		431,604
Pattern Energy Group, Inc. - Class A		21,310		492,048
				1,660,196
Multi-Utilities - 1.3%
CMS Energy Corp.		16,780		971,730
Total Utilities				3,197,618
TOTAL COMMON STOCKS
(Identified Cost $62,636,647)				75,621,690
MUTUAL FUND - 1.5%
iShares Russell 1000 Value ETF
(Identified Cost $1,066,345)		8,780		1,116,992

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

7

Equity Income Series

Investment Portfolio - June 30, 2019

(unaudited)

	SHARES		VALUE                                  (NOTE 2)
SHORT-TERM INVESTMENT - 0.4%
Dreyfus Government Cash Management, Institutional Shares, 2.25%1,
(Identified Cost $321,005)		321,005	$	321,005
TOTAL INVESTMENTS - 99.8%
(Identified Cost $64,023,997)				77,059,687
OTHER ASSETS, LESS LIABILITIES - 0.2%				147,767
NET ASSETS - 100%			$	77,207,454

ADR - American Depositary Receipt

ETF - Exchange-Traded Fund

*Non-income producing security.

¹Rate shown is the current yield as of June 30, 2019.

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 S&P Global Inc. (S&P), and is licensed for use by Manning & Napier when referencing GICS sectors. Neither MSCI, S&P, nor any third party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification, nor shall any such party have any liability therefrom.

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

8

Equity Income Series

Statement of Assets & Liabilities

June 30, 2019 (unaudited)

ASSETS:
Investments, at value (identified cost $64,023,997) (Note 2)	$	77,059,687
Receivable from investment advisor (Note 3)		4,938
Dividends receivable		158,403
Foreign tax reclaims receivable		8,240
Receivable for fund shares sold		3,107
Prepaid expenses		16,885
TOTAL ASSETS		77,251,260
LIABILITIES:
Accrued fund accounting and administration fees (Note 3)		10,487
Accrued Chief Compliance Officer service fees (Note 3)		545
Accruedsub-transfer agent fees (Note 3)		165
Accrued distribution and service (Rule12b-1) fees (Class S) (Note 3)		133
Audit fees payable		23,479
Accrued custodian fees		4,686
Payable for fund shares repurchased		29
Other payables and accrued expenses		4,282
TOTAL LIABILITIES		43,806
TOTAL NET ASSETS	$	77,207,454
NET ASSETS CONSIST OF:
Capital stock	$	62,658
Additionalpaid-in-capital		62,515,584
Total distributable earnings (loss)		14,629,212
TOTAL NET ASSETS	$	77,207,454
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class S($655,597/ 53,157 shares)	$	12.33
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class I($609,793/49,470 shares)	$	12.33
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class W($67,349,031/ 5,466,164 shares)	$	12.32
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE - Class Z($8,593,033/697,012 shares)	$	12.33

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

9

Equity Income Series

Statement of Operations

For the Six Months Ended June 30, 2019 (unaudited)

INVESTMENT INCOME:
Dividends (net of foreign taxes withheld, $19,492)	$	1,024,042
EXPENSES:
Management fees (Note 3)		187,569
Fund accounting and administration fees (Note 3)		33,811
Shareholder services fees (Class S) (Note 3)		6,226
Directors’ fees (Note 3)		3,245
Chief Compliance Officer service fees (Note 3)		2,027
Sub-transfer agent fees (Note 3)		1,058
Distribution and service (Rule12b-1) fees (Class S) (Note 3)		1,056
Audit fees		17,480
Registration fees		16,525
Custodian fees		4,386
Miscellaneous		10,603
Total Expenses		283,986
Less reduction of expenses (Note 3)		(143,215	)
Net Expenses		140,771
NET INVESTMENT INCOME		883,271
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss) on-Investments		1,971,858
Foreign currency and translation of other assets and liabilities		(80	)
		1,971,778
Net change in unrealized appreciation (depreciation) on-Investments		9,522,551
Foreign currency and translation of other assets and liabilities		124
		9,522,675
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY		11,494,453
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	12,377,724

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

10

Equity Income Series

Statements of Changes in Net Assets

	FOR THE SIX     MONTHS ENDED 6/30/19   (UNAUDITED)			FOR THE YEAR ENDED 12/31/18
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	883,271		$	1,383,958
Net realized gain (loss) on investments and foreign currency		1,971,778			2,321,997
Net change in unrealized appreciation (depreciation) on investments and foreign currency		9,522,675			(9,703,831	)
Net increase (decrease) from operations		12,377,724			(5,997,876	)
DISTRIBUTIONS TO SHAREHOLDERS (Note 9):
Class S		(7,148	)		(1,125,570	)
Class I		(46,542	)		(2,920,043	)
Class W		(503,805	)		—
Class Z		(63,322	)		—
Total distributions to shareholders		(620,817	)		(4,045,613	)
CAPITAL STOCK ISSUED AND REPURCHASED:
Net increase (decrease) from capital share transactions (Note 5)		(1,822,046	)		(11,121,565	)
Net increase (decrease) in net assets		9,934,861			(21,165,054	)
NET ASSETS:
Beginning of period		67,272,593			88,437,647
End of period	$	77,207,454		$	67,272,593

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

11

Equity Income Series

Financial Highlights - Class S

	FOR THE SIX MONTHS ENDED			FOR THE YEAR ENDED
	6/30/19 (UNAUDITED)			12/31/18			12/31/17			12/31/16			12/31/15			12/31/14*
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.48			$12.12			$10.96			$10.13			$10.78			$10.00
Income (loss) from investment operations:
Net investment income1		0.10			0.19			0.19			0.22			0.20			0.29	2
Net realized and unrealized gain (loss) on investments		1.81			(1.19	)		1.46			1.27			(0.54	)		0.86
Total from investment operations		1.91			(1.00	)		1.65			1.49			(0.34	)		1.15
Less distributions to shareholders:
From net investment income		(0.06	)		(0.20	)		(0.21	)		(0.24	)		(0.22	)		(0.23	)
From net realized gain on investments		—			(0.44	)		(0.28	)		(0.42	)		(0.09	)		(0.14	)
Total distributions to shareholders		(0.06	)		(0.64	)		(0.49	)		(0.66	)		(0.31	)		(0.37	)
Net asset value - End of period		$12.33			$10.48			$12.12			$10.96			$10.13			$10.78
Net assets - End of period(000’s omitted)		$656			$19,162			$26,067			$25,592			$24,584			$24,178
Total return3		18.19%			(8.43%	)		15.19%			14.82%			(3.20%	)		11.63%
Ratios (to average net assets)/Supplemental Data:
Expenses**		0.95%	4		0.95%			0.95%			0.95%			0.95%			0.95%
Net investment income		1.91%	4		1.59%			1.63%			2.04%			1.92%			2.68%	2
Portfolio turnover		22%			40%			52%			45%			58%			55%
**The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amount:
		0.13%	4		0.12%			0.09%			0.10%			0.12%			0.33%

*Commencement of operations was December 31, 2013.

¹Calculated based on average shares outstanding during the periods.

²Reflects a special dividend paid out during the period by two of the Series’ holdings. Had the Series not received the special dividends, the net investment income per share would have been $0.22 and the net investment income ratio would have been 2.07%.

³Represents aggregate total return for the 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.

12

Equity Income Series

Financial Highlights - Class I

	FOR THE SIX MONTHS ENDED  6/30/19 (UNAUDITED)			FOR THE YEAR ENDED
				12/31/18			12/31/17			12/31/16			12/31/15			12/31/14*
Per share data (for a share outstanding throughout each period):
Net asset value - Beginning of period		$10.48			$12.12			$10.97			$10.13			$10.78			$10.00
Income (loss) from investment operations:
Net investment income1		0.12			0.22			0.21			0.24			0.23			0.30	2
Net realized and unrealized gain (loss) on investments		1.81			(1.19	)		1.46			1.29			(0.55	)		0.87
Total from investment operations		1.93			(0.97	)		1.67			1.53			(0.32	)		1.17
Less distributions to shareholders:
From net investment income		(0.08	)		(0.23	)		(0.24	)		(0.27	)		(0.24	)		(0.25	)
From net realized gain on investments		—			(0.44	)		(0.28	)		(0.42	)		(0.09	)		(0.14	)
Total distributions to shareholders		(0.08	)		(0.67	)		(0.52	)		(0.69	)		(0.33	)		(0.39	)
Net asset value - End of period		$12.33			$10.48			$12.12			$10.97			$10.13			$10.78
Net assets - End of period(000’s omitted)		$610			$48,111			$62,371			$49,164			$51,763			$38,506
Total return3		18.43%			(8.24%	)		15.31%			15.13%			(3.00%	)		11.79%
Ratios (to average net assets)/Supplemental Data:
Expenses**		0.74%	4		0.75%			0.75%			0.75%			0.75%			0.75%
Net investment income		2.29%	4		1.80%			1.84%			2.22%			2.16%			2.82%	2
Portfolio turnover		22%			40%			52%			45%			58%			55%
**The investment advisor did not impose all or a portion of its management and/or other fees, and in some periods may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Class, the expense ratio (to average net assets) would have increased by the following amount:
		0.14%	4		0.12%			0.09%			0.10%			0.11%			0.30%

*Commencement of operations was December 31, 2013.

¹Calculated based on average shares outstanding during the periods.

²Reflects a special dividend paid out during the period by two of the Series’ holdings. Had the Series not received the special dividends, the net investment income per share would have been $0.24 and the net investment income ratio would have been 2.19%.

³Represents aggregate total return for the 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.

13

Equity Income Series

Financial Highlights - Class W

	FOR THE PERIOD 3/1/191 TO 6/30/19 (UNAUDITED)
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period		$11.78
Income (loss) from investment operations:
Net investment income2		0.10
Net realized and unrealized gain on investments		0.54
Total from investment operations		0.64
Less distributions to shareholders:
From net investment income		(0.10	)
Net asset value - End of period		$12.32
Net assets - End of period(000’s omitted)		$67,349
Total return3		5.48%
Ratios (to average net assets)/Supplemental Data:
Expenses*4		0.10%
Net investment income4		2.60%
Portfolio turnover		22%
*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amount4:
		0.59%

¹Commencement of operations.

²Calculated based on average shares outstanding during the period.

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

⁴Annualized.

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

14

Equity Income Series

Financial Highlights - Class Z

	FOR THE PERIOD 3/1/191 TO 6/30/19 (UNAUDITED)
Per share data (for a share outstanding throughout the period):
Net asset value - Beginning of period		$	11.79
Income (loss) from investment operations:
Net investment income2			0.09
Net realized and unrealized gain on investments			0.54
Total from investment operations			0.63
Less distributions to shareholders:
From net investment income			(0.09	)
Net asset value - End of period		$	12.33
Net assets - End of period(000’s omitted)		$	8,593
Total return3			5.36%
Ratios (to average net assets)/Supplemental Data:
Expenses*4			0.55%
Net investment income4			2.14%
Portfolio turnover			22%
*The investment advisor did not impose all or a portion of its management and/or other fees during the period, and may have paid a portion of the Series’ expenses. If these expenses had been incurred by the Series, the expense ratio (to average net assets) would have increased by the following amount4:
			0.14%

¹Commencement of operations.

²Calculated based on average shares outstanding during the period.

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

⁴Annualized.

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

15

Equity Income Series

Notes to Financial Statements

(unaudited)

1. Organization

Equity Income Series (the “Series”) is ano-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 anopen-end management investment company.

The Series’ primary investment objectives are to provide current income and income growth, and it has a secondary goal of providing long-term capital appreciation.

The Fund’s advisor is Manning & Napier Advisors, LLC (the “Advisor”). Shares of the Series are offered to investors, clients and employees of the Advisor and its affiliates. The Series is authorized to issue four classes of shares (Class S, I, W and Z). Class W and Class Z shares were issued on March 1, 2019. 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 total authorized capital stock of the Fund consists of 15 billion shares of common stock each having a par value of $0.01. As of June 30, 2019, 10 billion shares have been designated in total among 34 series, of which 100 million have been designated as Equity Income Series Class I common stock, 100 million have been designated as Equity Income Series Class S common stock, 50 million have been designated as Equity Income Series Class W common stock, and 100 million have been designated as Equity Income Series Class Z common stock.

2. Significant Accounting Policies

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

Security Valuation

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

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

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

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

16

Equity Income Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Valuation(continued)

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.

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

The following is a summary of the valuation levels used for major security types as of June 30, 2019 in valuing the Series’ assets or liabilities carried at fair value:

DESCRIPTION	TOTAL		LEVEL 1		LEVEL 2#		LEVEL 3
Assets:
Equity Securities:
Communication Services	$	1,717,989	$	1,717,989	$	—	$	—
Consumer Discretionary		6,026,139		4,652,046		1,374,093		—
Consumer Staples		5,910,045		5,010,070		899,975		—
Energy		7,900,611		7,900,611		—		—
Financials		16,490,064		16,490,064		—		—
Health Care		8,256,219		6,608,843		1,647,376		—
Industrials		8,245,768		8,245,768		—		—
Information Technology		3,967,513		3,967,513		—		—
Materials		7,599,610		7,599,610		—		—
Real Estate		6,310,114		6,310,114		—		—
Utilities		3,197,618		3,197,618		—		—
Mutual funds		1,437,997		1,437,997		—		—
Total assets	$	77,059,687	$	73,138,243	$	3,921,444	$	—

^#Includes certain foreign equity securities for which a factor from a third party vendor was applied to determine the securities’ fair value following the close of local trading.

There were no Level 3 securities held by the Series as of December 31, 2018 or June 30, 2019.

Security Transactions, Investment Income and Expenses

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

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

17

Equity Income Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Security Transactions, Investment Income and Expenses (continued)

The Fund records distributions received in excess of income from underlying investments as a reduction of cost of investments and/or realized gain. Such amounts are based on estimates if actual amounts are not available and actual amounts of income, realized gain and return of capital may differ from the estimated amounts. The Fund adjusts the estimated amounts of components of distributions (and consequently its net investment income) as necessary once the issuers provide information about the actual composition of the distributions.

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

Foreign Currency Translation

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

Federal Taxes

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

Management evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. At June 30, 2019, the Series has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns.

The Series files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions, as required. No income tax returns are currently under investigation. The statute of limitations on the Series’ tax returns remains open for the years ended December 31, 2015 through December 31, 2018. 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 theex-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

18

Equity Income Series

Notes to Financial Statements (continued)

(unaudited)

2. Significant Accounting Policies (continued)

Indemnifications(continued)

unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Other

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

3. Transactions with Affiliates

The Fund has an Investment Advisory Agreement (the “Agreement”) with the Advisor, for which the Series pays a fee, computed daily and payable monthly, at an annual rate of 0.45% of the Series’ average daily net assets. Prior to March 1, 2019, the management fee for the Series was 0.65% of the Series’ average daily net assets.

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

The Fund may enter into agreements with financial intermediaries pursuant to which the Fund may pay financial intermediaries fornon-distribution relatedsub-transfer agency, administrative,sub-accounting, and other shareholder services in an annual amount not to exceed 0.15% of the average daily net assets of the Class I and Class S shares of the Series. Payments made pursuant to such agreements are generally based on the current assets and/or number of accounts of the Series attributable to the financial intermediary. Any payments made pursuant to such agreements may be in addition to, rather than in lieu of, any Distribution and Shareholder Services Fee payable under the Rule12b-1 plan of the Fund.

Prior to March 1, 2019, the Class S shares of the Series were subject to a shareholder services fee in accordance with a shareholder services plan adopted by the Fund’s Board. The shareholder services fee was 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 paid 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 had a Shareholder Services Agreement with the Advisor, for which the Advisor received the shareholder services fee as stated above.

Manning & Napier Investor Services, Inc., a registered broker-dealer affiliate of the Advisor, acts as distributor for the Fund’s shares. Effective March 1, 2019, the Series compensates the distributor for distributing and servicing the Series’ Class S shares pursuant to a distribution plan adopted under Rule12b-1 of the 1940 Act, regardless of expenses actually incurred. Under the agreement, the Series pays distribution and service fees to the distributor at an annual rate of 0.25% of average daily net assets attributable to Class S shares. There are no distribution and service fees on the Class I, Class W or Class Z shares. The fees are accrued daily and paid monthly.

Pursuant to a master services agreement dated March 1, 2017, as amended, 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 Income Series); 0.0075% on the next $15 billion of average daily net assets (excluding Target Series and Income Series);

19

Equity Income Series

Notes to Financial Statements (continued)

(unaudited)

3. Transactions with Affiliates (continued)

and 0.0065% of average daily net assets in excess of $40 billion (excluding Target Series and Income Series); plus a base fee of $30,400 per series. Additionally, certain transaction andout-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 assub-accountant services agent.

Effective March 1, 2019, the Advisor has contractually agreed to waive the management fee for the Class W shares. The full management fee will be waived under this agreement because Class W shares are only available to discretionary investment accounts and other accounts managed by the Advisor. These clients pay a management fee to the advisor that is separate from the fund’s expenses. In addition, pursuant to a separate expense limitation agreement, the Advisor has contractually agreed to limit its fees and reimburse expenses to the extent necessary so that the total direct annual fund operating expenses, exclusive of the shareholder services fee and/or distribution and service(12b-1) fees and waived Class W management fees (collectively, “excluded expenses”), to 0.70% of the average daily net assets of the Class S and Class I shares, 0.10% of the average daily net assets of the Class W shares, and 0.55% of the average daily net assets of the Class Z shares. These contractual waivers are expected to continue indefinitely, and may not be amended or terminated by the Advisor without the approval of the Series’ Board of Directors. Prior to March 1, 2019, the contractual expense limitation for the Class S and Class I shares of the Series was 0.75%. The Advisor may receive from a Class the difference between the Class’s total direct annual fund operating expenses, not including excluded expenses, and the Class’s contractual expense limit to recoup all or a portion of its prior fee waivers (other than Class W management fee waivers) or expense reimbursements made during the rolling three-year period preceding the recoupment if at any point the total direct annual fund operating expenses, not including excluded expenses, are below the contractual expense limit (a) at the time of the fee waiver and/or expense reimbursement and (b) at the time of the recoupment.

Pursuant to the advisory fee waiver, the Advisor waived $143,215 in management fees for Class W for the six month period ended June 30, 2019. In addition, pursuant to the separate expense limitation agreement, the Advisor waived or reimbursed expenses of $4,567, $12,726, $28,981 and $4,257 for Class S, Class I, Class W and Class Z, respectively, for the six month period ended June 30, 2019. These amounts are included as a reduction of expenses on the Statement of Operations. At June 30, 2019, the Advisor is eligible to recoup $34,169. For the six month period ended June 30, 2019, the Advisor did not recoup any expenses that have been previously waived or reimbursed.

4. Purchases and Sales of Securities

For the six months ended June 30, 2019, purchases and sales of securities, other than U.S. Government securities and short-term securities, were $15,544,643 and $17,029,365, respectively. There were no purchases or sales of U.S. Government securities.

5. Capital Stock Transactions

Transactions in shares of Class S Class I, Class W and Class Z of Equity Income Series were:

CLASS S	FOR THE SIX MONTHS ENDED 6/30/19						FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		2,314		$	26,968			41,183		$	497,569
Reinvested		595			7,137			100,645			1,103,590
Repurchased		(1,778,111	)		(20,900,650	)		(464,063	)		(5,474,190	)
Total		(1,775,202	)	$	(20,866,545	)		(322,235	)	$	(3,873,031	)

20

Equity Income Series

Notes to Financial Statements (continued)

(unaudited)

5. Capital Stock Transactions (continued)

CLASS I	FOR THE SIX MONTHS ENDED 6/30/19						FOR THE YEAR ENDED 12/31/18
	SHARES			AMOUNT			SHARES			AMOUNT
Sold		238,629		$	2,714,120			860,229		$	10,117,376
Reinvested		3,908			46,542			215,121			2,360,972
Repurchased		(4,782,466	)		(56,521,290	)		(1,629,993	)		(19,726,882	)
Total		(4,539,929	)	$	(53,760,628	)		(554,643	)	$	(7,248,534	)
CLASS W	FOR THE PERIOD 3/1/19 (COMMENCEMENT OF OPERATIONS) TO 6/30/19
	SHARES			AMOUNT
Sold		5,729,540		$	67,774,548
Reinvested		35,618			430,124
Repurchased		(298,994	)		(3,607,227	)
Total		5,466,164		$	64,597,445
CLASS Z	FOR THE PERIOD 3/1/19 (COMMENCEMENT OF OPERATIONS) TO 6/30/19
	SHARES			AMOUNT
Sold		842,656		$	9,960,660
Reinvested		296			3,565
Repurchased		(145,940	)		(1,756,543	)
Total		697,012		$	8,207,682

At June 30, 2019, the Income Series, another series of the Fund, owned 10.5% of the Series. Approximately 88% of the shares outstanding are fiduciary accounts where the Advisor has sole investment discretion.

6. Line of Credit

The Fund has entered into a364-day, $25 million credit agreement (the “line of credit”) with Bank of New York Mellon. Each series of the Fund may borrow under the line of credit for temporary or emergency purposes, including funding shareholder redemptions and other short-term liquidity purposes. The Fund pays an annual fee on the unused commitment amount, payable quarterly, and is allocated among all the series of the Fund and included in miscellaneous expenses in the Statement of Operations for each series. The line of credit expires in August 2019 unless extended or renewed. During the six months ended June 30, 2019, the Series did not borrow under the line of credit.

7. Financial Instruments

The Series may trade in instruments including written and purchased options, forward foreign currency exchange contracts and futures contracts and other derivatives in the normal course of investing activities to assist in managing exposure to various market risks. The Series may be subject to various elements of risk, which may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. These risks include: the risk that changes in the value of a derivative may not correlate perfectly with the underlying asset, rate or index; counterparty credit risk related to over the counter derivative counterparties’ failure to perform under contract terms; liquidity risk related to the lack of a liquid market for these contracts allowing the fund to close out its position(s); and documentation risk relating to disagreement over contract terms. No such investments were held by the Series as of June 30, 2019.

21

Equity Income Series

Notes to Financial Statements (continued)

(unaudited)

8. Foreign Securities

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

9. Federal Income Tax Information

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

The final determination of the tax character of current year distributions will be made at the conclusion of the fiscal year. The tax character of distributions paid for the year ended December 31, 2018 were as follows:

Ordinary income	$	2,032,277
Long-term capital gains	$	2,013,336

At June 30, 2019, the identified cost for federal income tax purposes, the resulting gross unrealized appreciation and depreciation, and the net unrealized appreciation were as follows:

Cost for federal income tax purposes	$	64,256,080
Unrealized appreciation		13,874,634
Unrealized depreciation		(1,071,027	)
Net unrealized appreciation	$	12,803,607

22

Equity Income Series

Literature Requests

(unaudited)

Proxy Voting Policies and Procedures

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

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

Proxy Voting Record

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent12-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 FormN-PORT, 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)

For more information about any of the Manning & Napier Fund, Inc. Series, you may obtain a prospectus and SAI atwww.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 availableon-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 haveon-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 selectE-Delivery Option. Should you have any questions on either how to establishon-line access or how to update your account settings, please contact Investor Services at1-800-466-3863.

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

MNEIN-6/19-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 FormN-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 OFCLOSED-END MANAGEMENT INVESTMENT COMPANIES

Not applicable.

ITEM 9:  PURCHASES OF EQUITY SECURITIES BYCLOSED-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 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:  DISCLOSURE OF SECURITIES LENDING ACTIVITIES FORCLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 13: 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 Rule30a-2(a) under the Investment Company Act of 1940, are attached asEX-99.CERT.

(a)(3) Not applicable.

(a)(4) 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 Rule30a-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/ Paul J. Battaglia ��                                  

Paul J. Battaglia

President & Principal Executive Officer of Manning & Napier Fund, Inc.

Date:    August 26, 2019

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/ Paul J. Battaglia                                        

Paul J. Battaglia

President & Principal Executive Officer of Manning & Napier Fund, Inc.

Date:    August 26, 2019

/s/ Christine Glavin                            

Christine Glavin

Chief Financial Officer & Principal Financial Officer of Manning & Napier Fund, Inc.

Date:    August 26, 2019