Carillon Eagle Growth & Income Fund NCSR Certified annual shareholder report (management investment company)

Carillon Eagle Growth & Income Fund (HRCVX) Inactive N-CSRCertified annual shareholder report (management investment company)

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President’s Letter

Dear Fellow Shareholders:

I am pleased to present the annual report and investment-performance review of the Eagle Family of Funds for the fiscal year that ended October 31, 2016 (the “reporting period”).

Thus far, 2016 has been an interesting and volatile period for risk markets: Global markets generally declined in the beginning of the year on collapsing oil prices, worries over China’s slowing economy and credit concerns with European banks; the European Central Bank (ECB) announced it would consider further easing measures while, conversely, the U.S. Federal Reserve discussed lifting short-term interest rates several times but—acknowledging the interconnectedness of the global economy—has thus far left them unchanged; Great Britain residents voted this summer to leave the European Union (so-called “Brexit”); terrorist attacks in France and an attempted coup in Turkey added more macroeconomic volatility; and broad equity markets generally climbed higher since the February swoon, with U.S. presidential election-related uncertainty slowing the rally toward the end of the reporting period (followed by the largely unanticipated election of Donald Trump). Those were just some of the events that we believe have impacted the short-term direction of equity and bond markets in 2016.

History proves that there are always headlines that can roil temperament. Our Funds’ portfolio managers are not unaware of these events, but keep their focus on striving to seek superior risk-adjusted returns over the long term based upon their insights and investment experiences. We, here at the Eagle Family of Funds, believe volatility and ongoing market dynamics may create an environment that allows research-based investment strategies to demonstrate advantages for long-term investors.

I hope you will read the commentaries that follow in which our portfolio managers discuss the Funds that they manage.

Here are just a few highlights from the reporting period:

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The Eagle Mid Cap Growth Fund’s Class A shares have an overall and 10-year four-star rating from Morningstar.^1,3*

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The Eagle Growth & Income Fund’s Class A shares have a 10-year four-star rating from Morningstar.^2,3*

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It has been nearly a year since we launched the Eagle Tactical Allocation Fund. This global tactical strategy builds on the long-term experience of its subadvisor, Cougar Global Investments Ltd. The philosophy and allocation process of this fund differs considerably from our others and I invite you to learn more about it. Information on all our fund offerings is available at eagleasset.com/fund_directory.htm.

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High-profile media outlets continue to seek Eagle managers for market commentary, perspective and insights. Notably, Bloomberg TV has featured James Camp, CFA^®, who heads the Eagle Investment Grade Bond Fund, twice recently.

I would like to remind you that investing in any mutual fund carries certain risks. The principal risk factors for each fund are described at the end of this annual report. Carefully consider the investment objectives, charges and expenses of any fund before you invest. Contact us at 800.421.4184 or eagleasset.com or your financial advisor for a prospectus, or summary prospectus, which contains this and other important information about the Eagle Family of Funds. Read the prospectus, or summary prospectus, carefully before you invest or send money.

We are grateful for your continued support of, and confidence in, the Eagle Family of Funds.

Sincerely,

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J. Cooper Abbott, CFA^®

President

December 15, 2016

¹ For the period ended Oct. 31, 2016, the Fund’s Class A shares are rated four stars for the 10-year period and overall and 3 stars for the three- and five-year periods among a total of 427, 655, 655 and 572 funds, respectively, in the mid-cap growth category. Star ratings may be different for other share classes. Morningstar Rating^® is based on risk-adjusted performance adjusted for fees and loads. Past performance is no guarantee of future results. Ratings are subject to change each month.

² For the period ended Oct. 31, 2016, the Fund’s Class A shares are rated 4 stars for the 10-year, 3 stars for the overall and 2 stars for the five- and three-year periods among a total of 761, 1,184, 1,040 and 1,184 funds, respectively, in the large value category. Star ratings may be different for other share classes. Morningstar Rating^® is based on risk-adjusted performance adjusted for fees and loads. Past performance is no guarantee of future results. Ratings are subject to change each month.

³ Performance data represented is historical and does not guarantee future results. The investment return and principal value of an investment will fluctuate, and you may have a gain or loss when you sell shares. Current performance may be higher or lower than the performance data quoted. To obtain more current performance data as of the most recent month-end, please visit our website at eagleasset.com.

* The information contained herein: (1) is proprietary to Morningstar and/or its content providers; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information. Funds with at least three years of performance history are assigned ratings from the fund’s three-, five- and 10-year average annual returns (when available) and a risk factor that reflects fund performance relative to three-month Treasury bill monthly returns. Fund returns are adjusted for fees and sales loads. Ten percent of the funds in an investment category receive five stars, 22.5% receive four stars, 35% receive three stars, 22.5% receive two stars and the bottom 10% receive one star. Investment return and principal value will vary so that investors have a gain or loss when shares are sold. Funds are rated for up to three time periods (three-, five-, and 10-years) and these ratings are combined to produce an overall rating. Ratings may vary among share classes and are based on past performance. Past performance does not guarantee future results.

The Global Industry Classification Standard (GICS^®) was developed by and/or is the exclusive property of Morgan Stanley Capital International, Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.


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Performance Summary and Commentary




Eagle Capital Appreciation Fund

Portfolio Managers | David J. Pavan, CFA^®, C. Frank Feng, Ph.D., Ed Wagner, CFA^®, and Stacey R. Nutt, Ph.D., of ClariVest Asset Management LLC (“ClariVest”), are Co-Portfolio Managers of the Eagle Capital Appreciation Fund (the “Fund”) and have been responsible for the day-to-day management of the Fund’s investment portfolio since 2013.

Performance discussion | For the fiscal year ended October 31, 2016, the Fund’s Class A shares returned 0.30% (excluding front-end sales charges of 4.75%), underperforming its benchmark index, the Russell 1000^® Growth Index, which returned 2.28%. The Fund’s performance, relative to the benchmark, was negative, primarily due to sector selection, where overweight positions in the energy and consumer staples sectors hurt performance. On the other hand, an overweight position in the information technology sector helped performance. Strong stock selection within the health care and information technology sectors added to performance, while the Fund lost ground to the benchmark due to weak stock selection within the consumer discretionary and real estate sectors. As you review this summary and the table below, please keep in mind that an index is not available for direct investment; therefore, its performance does not reflect the expenses associated with the management of an actual portfolio.

Growth of a $10,000 investment from 10/31/06 to 10/31/16 (a)

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(a) The Fund’s values and returns reflect the maximum front-end sales charge of 4.75%, fund expenses and the reinvestment of dividends; however, they do not reflect the deduction of taxes that you would pay on fund distributions or redemption of fund shares. The Fund also offers Class C, Class I, Class R-3, Class R-5 and Class R-6 shares. The value of an investment in other share classes will differ due to each class’s respective sales charges and expenses. Additional information regarding the performance and the expenses of the Fund’s share classes, including fee waivers and/or expense reimbursements or recoupments, which affect performance, is included in the Fund’s prospectus dated March 1, 2016, and elsewhere in this report. For performance data current to the most recent month-end, please visit our website at www.eagleasset.com.

Performance data represented is historical and does not guarantee future results. The investment return and principal value of an

investment will fluctuate, and you may have a gain or loss when you sell shares. Current performance may be higher or lower than the performance data quoted. To obtain more current performance data as of the most recent month-end, please visit our website at eagleasset.com.

Underperformers | Gilead Sciences, Inc. is a research-based biopharmaceutical company that develops drugs for diseases, including HIV and Hepatitis C. The stock began declining early in the fiscal year when there was a broad-based selloff in biotechnology and pharmaceutical stocks. The Fund’s Portfolio Management team (“PM team”) believes that it then continued to decline due to drug industry pricing concerns, followed by lower-than-expected sales of the company’s Hepatitis C treatment drugs. The Fund’s position was reduced in August on the disappointing Hepatitis C drug sales. Delta Air Lines, Inc. provides world-wide air transportation for passengers and cargo. The PM team believes that there were several factors that caused the company’s shares to decline, including fuel price volatility, U.S. corporate travel slowdown, and concerns about industry capacity. The Fund’s position was reduced significantly over the year on declining industry fundamentals. NIKE, Inc. (Class B) designs, develops, and markets athletic footwear, apparel, equipment, and accessory products. The PM team believes that earnings declined as the athletic-apparel market weakened and competition increased, with Adidas and Under Armor continuing to each gain U.S. market share. The Fund’s position was sold due to the deteriorating outlook. The Walt Disney Company, a global entertainment company, appeared to suffer from a loss of subscribers and concerns about the long-term vulnerability of the company’s sports channel, ESPN, changes in channel-distribution modalities, and cord-cutting millennials. The Fund’s position was reduced during the period due to the declining outlook. Apple Inc. designs, manufactures, and markets mobile communication and media devices, personal computing products, and portable digital music players. The PM team believes that the stock declined on weak iPhone6 sales, supply chain constraints, and low estimates for the iPhone7 sales. The Fund’s position was reduced based on the outlook for iPhone7.

Top performers | NVIDIA Corporation, a visual computing company that primarily focuses on 3D graphics, continued to beat earnings estimates with noted growth in their gaming and data center segments. The PM team believes that the company is also positioned to capitalize on the rush for self-driving cars, as it is developing a self-driving vehicle platform. The Fund’s position was trimmed during the period for risk management purposes. Facebook, Inc. (Class A), a social media company, continued to beat earnings expectations. This appeared to the PM team to be driven by strength in mobile advertising and news feed ads, in addition to sustained growth momentum from the company’s newer platforms, including WhatsApp and Messenger. The Fund’s position was increased after a strong second-quarter earnings report. Amazon.com, Inc., the world’s largest online retailer, continued to gain market share and beat earnings estimates as consumers shift toward the convenience of online shopping, with an increase in Prime subscriptions and growth in the Amazon Web Services division. The Fund’s position was trimmed during the period for risk management purposes. Tyson Foods, Inc. (Class A) produces, distributes, and markets chicken, beef, pork, prepared foods, and related products. The company raised forecasts as margins expanded on lower feed and meat costs, particularly for chicken, coupled with increased expectations for domestic protein production levels and export growth. The Fund’s position was trimmed on the PM team’s concerns about the sustainability of historically high industry margins. Microsoft Corporation develops and markets software and hardware services. The company reported strong earnings that the PM team believes were driven by cloud strength and organic growth. The Fund’s position was increased as the company demonstrated continuing strength in its cloud services business.


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Performance Summary and Commentary




Eagle Growth & Income Fund

Portfolio Managers | Edmund Cowart, CFA^®, David Blount, CFA^®, CPA, and Harald Hvideberg, CFA^®, are Co-Portfolio Managers of the Eagle Growth & Income Fund (the “Fund”). Messrs. Cowart and Blount have been responsible for the day-to-day management of the Fund’s investment portfolio since 2011 and Mr. Hvideberg since 2014.

Performance discussion | For the fiscal year ended October 31, 2016, the Fund’s Class A shares returned 6.87% (excluding front-end sales charges of 4.75%), outperforming its benchmark index, the S&P 500^® Index, which returned 4.51%. The Fund’s Portfolio Management team (“PM team”) was very satisfied with performance compared to the benchmark. The outperformance was due, in part, to a reversal of the dividend-yield headwind during the end of 2015. During the fiscal year, dividend paying stocks returned 4.8%, while non-dividend paying stocks returned 3.5%. Furthermore, returns on stocks with above median yields outperformed their below median yield counterparts by 11.64%. Investments in the consumer discretionary, health care, and consumer staples sectors contributed positively to performance relative to the benchmark. Investments in the industrials, energy, and information technology sectors all detracted. As you review this summary and the table below, please keep in mind that an index is not available for direct investment; therefore its performance does not reflect the expenses associated with the management of an actual portfolio.

Growth of a $10,000 investment from 10/31/06 to 10/31/16 (a)

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Performance data represented is historical and does not guarantee future results. The investment return and principal value of an investment will fluctuate, and you may have a gain or loss when you sell shares. Current performance may be higher or lower than the performance data quoted. To obtain more current performance data as of the most recent month-end, please visit our website at eagleasset.com.

Top performers | Tyco International PLC, a commercial construction services company, announced a merger agreement with Johnson Controls. Shareholders of Tyco received .955 shares of Johnson Controls for every Tyco share. The companies have complementary

products serving the commercial construction market and both sides have said the new company may realize approximately $650 million in synergies. The PM team, believing the valuation case did not have much additional upside and the market was peaking, subsequently decided to sell the stock. Regal Entertainment Group (Class A), an operator of multi-screen theaters, continued to trade higher due to what the PM team believed was management’s efforts to upgrade its theaters. The company has been aggressively improving its theaters to improve sales of upgraded concession items, and drive up ticket prices. The PM team believes these improvements will continue to drive revenues higher, and the Fund continues to hold this stock. Diversified multinational healthcare company, Johnson & Johnson (“J&J”), was a strong performer during the year as a result of accelerating earnings growth and consistent upside to quarterly sales and earnings per share expectations. The PM team believes that the continued robust performance of J&J’s immunology drug franchise and strong contributions from new oncology drugs Imbruvica and Darzalex were key drivers of growth. The company also continued to pursue a balanced capital deployment strategy with nearly $9 billion in share buybacks, a 7% year over year increase in its quarterly dividend, and over $8.5 billion committed to acquisitions over the last year. The Fund continues to hold this stock. Applied Materials, Inc., a semiconductor equipment manufacturer, traded higher when U.S. officials blocked its proposed merger with Tokyo Electron in the face of a deteriorating global macroeconomic backdrop. The company said that, even without the merger, it planned to maintain its growth projections and the stock has performed well. However, the PM team believed the company’s risk/reward profile had reached a tipping point and decided to sell the stock. Microsoft Corp., a global information technology company, continued to grow at impressive rates. The company reported that more than 60% of Fortune 500 companies are using Office 365 software. The company’s cloud business also continues to grow, with reported revenue from its cloud business up by more than 100% over the last year. The PM team believes these trends are likely to continue and the stock will benefit from having a greater portion of the company’s revenues coming from recurring sources. The Fund continues to hold the stock.

Underperformers | After pledging for 18 months that it would use its balance sheet to protect the dividend, ConocoPhillips, an oil and gas exploration and production company, reversed that position and reduced its dividend from $0.77 per quarter to $0.25 to maintain its credit rating. A fundamental element for inclusion in the Fund is a steady or growing dividend. Consequently, the PM team decided to sell the stock. Wells Fargo & Co. is a diversified, community-based, financial services company. Its shares underperformed as a result of the well-publicized fraudulent account opening of customer accounts. There has been some short-term pressure on the stock but the PM team believes the company should reclaim its premium valuation in the intermediate term as regulatory scrutiny and customer outrage abates. Wells Fargo shares trade at a discount to peers, despite having what the PM team believes are some of the industry’s highest profitability metrics. The Fund continues to hold its position. Nielsen Holdings PLC, a consumer research and consulting services company and a recent addition to the portfolio, traded lower over apparent fears of a slowdown in one of its segments. The PM team believes that Nielsen has a couple of distinct advantages over its peers because it tracks data at the individual level. These advantages could allow Nielsen to continue to provide audience specific data as media becomes increasingly consolidated. The PM team believes that management will provide additional information, helping to alleviate some risks to the stock and, therefore, continues to hold the position. Abbott Laboratories, a medical device company, announced an agreement to acquire St. Jude. The acquisition could be beneficial to Abbott’s earnings in 2017. However, shares traded lower as the company announced it is planning to raise capital for the transaction. The PM team believes this transaction will bolster the company’s cardiovascular franchise and positions it as a stronger competitor. The Fund continues to hold Abbott stock. The PM team believed that United Technologies Corp., an aerospace and defense company, was seeing increased headwinds across its business units that would be likely to result in negative revisions and virtually no earnings growth over the next two years. The most concerning segment of the business to the PM team is Otis, a producer of elevators, representing 26% of operating profit. The PM team believes that heavy exposure to emerging markets and China (given significant excess housing supply) will weigh on a business operating at peak margins. From a valuation perspective, the PM team did not see the discounted price as attractive enough to compensate for possible growth in 2018 or beyond so it sold out of the Fund’s position.


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Performance Summary and Commentary




Eagle International Stock Fund

Portfolio Managers | David V. Vaughn, CFA^®, Stacey R. Nutt, Ph.D., and Alex Turner, CFA^® are Co-Portfolio Managers of the Eagle International Stock Fund (the “Fund”). Mr. Vaughn and Dr. Nutt have been responsible for the day-to-day management of the Fund’s investment portfolio since 2013. Mr. Turner has been a Co-Portfolio Manager of the Fund since 2015 and previously served as Assistant Portfolio Manager of the Fund since its inception. Priyanshu Mutreja, CFA^®, has served as Assistant Portfolio Manager of the Fund since 2015.

Performance discussion | For the fiscal year ended October 31, 2016, the Fund’s Class A shares returned (5.84)% (excluding front-end sales charges of 4.75%), underperforming its benchmark index, the MSCI-EAFE Index, which returned (3.23)%. The Fund’s performance, relative to the benchmark, was negative primarily due to sector selection, where underweight positions in the information technology and industrial sectors detracted from performance. On the other hand, underweighting in the materials sector contributed positively to the Fund’s performance. An overweight to Israel and an underweight to Australia hurt performance. Conversely, underweight positions in Switzerland and Spain contributed to performance. Stock selection in the United Kingdom and Germany contributed the most to the Fund’s underperformance. Stock selection in Denmark and Australia was positive. As you review this summary and the table below, please keep in mind that an index is not available for direct investment; therefore, its performance does not reflect the expenses associated with the management of an actual portfolio.

Growth of a $10,000 investment from 2/28/13 to 10/31/16 (a)

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dated March 1, 2016, and elsewhere in this report. For performance data current to the most recent month-end, please visit our website at www.eagleasset.com.

Underperformers | Teva Pharmaceutical Industries Limited, a drug manufacturer based in Israel, declined due to what the Fund’s Portfolio Management team (“PM team”) believed were drug pricing concerns ahead of the U.S. presidential election. The company also fell short of revenue expectations for its best-selling drug, Copaxone, and experienced delays in completing its acquisition of Allergan PLC’s generics unit. The Fund continues to hold this security. Mitsubishi UFJ Financial Group, Inc., a Japanese holding company that provides financial and investment services, detracted from performance as the PM team believed that concerns about Japanese banks deepened following the Bank of Japan’s decision to introduce negative interest rates. The Fund continues to hold this security. Mazda Motor Corp. a Japan-based auto manufacturer, hurt performance after incurring an airbag recall-related charge. The Japanese Yen also strengthened to its strongest level since 2014, which the PM team believes created a headwind for Japanese exporters and overshadowed the company’s outlook. The Fund no longer holds this security. Alps Electric Co., Ltd., a Japanese manufacturer and distributor of electronic components and devices, fell along with other exporters as it appeared that currency headwinds weighed on profits. The PM team believes that the company was also hurt by expectations that a smaller proportion of Apple iPhones would feature dual-rear cameras. The Fund no longer holds this security. Lloyds Banking Group plc, a British financial services company, declined after the United Kingdom’s vote to leave the European Union led to heightened uncertainty regarding the future of economy and the rest of the region. Loan losses, low rates, and weak loan demand also appeared to add to concerns about the company’s future profitability. The Fund no longer holds this security.

Top performers | Nippon Telegraph and Telephone Corporation, a Japanese telecom company, continued to beat earnings estimates due to what the PM team believes are effective cost controls and strong contributions from subsidiary NTT DoCoMo, Inc. NTT DoCoMo, Inc., the predominant mobile phone operator in Japan, performed well after delivering profits well-ahead of analyst estimates, and continued share buybacks. The Fund continues to hold both of these securities. The PM team believes that AerCap Holdings NV, a Netherlands-based global aviation company, benefited from industry growth, with increased volumes of signed leases and aircraft sales. The stock also appeared to be bolstered by share buybacks that occurred in the second half of the period. The Fund continues to hold this security. Treasury Wine Estates Limited, an Australian winemaker, outperformed after it repeatedly beat earnings expectations. The PM team believes that the company was helped by strong demand for its products in Asia. The Fund no longer holds this security. Meda AB (Class A), an international specialty pharmaceutical company headquartered in Sweden, contributed to performance. The company’s share price surged after the company reached a deal to be acquired by Mylan, a U.S.-based generic drug manufacturer, as part of a public tender offer. The Fund no longer holds this security following completion of the acquisition in August.


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Performance Summary and Commentary




Eagle Investment Grade Bond Fund

Portfolio Managers | James C. Camp, CFA^®, and Joseph Jackson, CFA^®, are Co-Portfolio Managers of the Eagle Investment Grade Bond Fund (the “Fund”) and have been responsible for the day-to-day management of the Fund’s investment portfolio since its inception in 2010.

Performance discussion | For the fiscal year ended October 31, 2016, the Fund’s Class A shares returned 2.91% (excluding front-end sales charges of 3.75%), underperforming its benchmark index, the Bloomberg Barclays U.S. Intermediate Government/Credit Bond Index, which returned 3.19%. Although interest rates trended higher toward the fiscal year-end after bouncing off of their post-Brexit lows, the move was not enough to offset the dive in interest rates earlier in the year. Credit concerns stemming from the precipitous drop in oil prices and China’s slowing economy at the beginning of the year, followed by new easing measures by central banks around the globe due to the United Kingdom’s surprise vote to leave the European Union, drove a flattening in the yield curve and an outperformance in ten-year bonds. The main factors that detracted from the Fund’s performance relative to the benchmark, during the period were the allocation to asset-backed securities with a shorter overall duration than the benchmark, and the underperformance of energy securities within the industrial sector. The Fund earned positive relative returns in the corporate bonds sector due largely to a high quality bias. An allocation to mortgage-backed securities, which outperformed duration-matched U.S. Treasuries, as well as an overweight position to longer-dated U.S. Treasuries, as compared to the benchmark, also added to the Fund’s performance. As you review this summary and the table below, please keep in mind that an index is not available for direct investment; therefore its performance does not reflect the expenses associated with the management of an actual portfolio.

Growth of a $10,000 investment from 3/1/10 to 10/31/16 (a)

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(a) The Fund’s values and returns reflect the maximum front-end sales charge of 3.75%, fund expenses and the reinvestment of dividends; however, they do not reflect the deduction of taxes that you would pay on fund distributions or redemption of fund shares. The Fund also offers Class C, Class I, Class R-3, Class R-5 and Class R-6 shares. The value of an investment in other share classes will differ due to each class’s respective sales charges and expenses. Additional information regarding the performance and the expenses of the Fund’s share classes, including fee waivers and/or expense reimbursements or recoupments, which affect performance, is included in the Fund’s prospectus dated March 1, 2016, and elsewhere in this report. For performance data current to the most recent month-end, please visit our website at www.eagleasset.com.

Underperformers | The corporate bond issued by Enable Midstream Partners LP, 144A, 2.40%, 05/15/19, a midstream oil and gas services provider, that provides gathering, processing, transporting, and storing services, detracted from performance. The Fund’s Portfolio Management team (“PM team”) believes that the security came under pressure during the prolonged downturn in oil prices. The Fund sold out of this position during a relief rally in oil prices as it became clear that the midstream space was not well insulated from volatility should oil prices continue to deteriorate. The corporate bond issued by The Home Depot, Inc., 2.13%, 09/15/26, a home improvement retailer, detracted from performance. This security was purchased as a new issue during a period of rising interest rates and the PM team believes that it has underperformed due to its longer duration than the overall portfolio. The Fund continues to hold the position as the PM team does not believe that the underperformance was the result of any change in the credit profile of the company. The corporate bond issued by Dr. Pepper Snapple Group, Inc., 2.55%, 09/15/26, an integrated brand owner, manufacturer, and distributor of non-alcoholic beverages in the U.S., Canada, and Mexico, was also purchased as a new issue when the Fund was increasing credit exposure during a rising interest rate environment. The Fund continues to hold the position as the PM team is confident in the company’s credit profile. The PM team believes that U.S. Treasury Note, 2.13%, 05/15/25, was an “underperformer” mainly due to timing. The security was sold to manage the Fund’s sector and duration characteristics even though longer-dated U.S. Treasuries performed well for the period apparently due to various global and economic concerns, especially at the beginning of the year. The corporate bond issued by O’Reilly Automotive, Inc., 3.80%, 09/01/22, a retailer and supplier of automotive aftermarket parts, tools, supplies, equipment, and accessories, underperformed during the period. The PM team believes that this underperformance was due to the timing of the purchase. The PM team continues to favor the underlying business fundamentals and thinks the bonds are undervalued and, therefore, continues to hold its position.

Top performers | The corporate bond issued by IBM Corp., 3.45%, 02/19/26, a provider of computer solutions through the use of advanced information technology, outperformed due to an apparent combination of trade timing, duration, and relative value. The PM team believed that, while the business had weakened somewhat over the last few years, this security was attractively priced relative to the PM team’s estimation of credit risk. The Fund exited its position when the PM team believed it had reached an attractive valuation to sell. The corporate bond issued by The Interpublic Group of Companies, Inc., 4.20%, 04/15/24, an organization of advertising agencies and marketing service companies, outperformed during the period. Extensive credit research on the company led the PM team to believe that the company was a potential candidate for credit upgrade. The Fund continues to hold the position as it was given a one notch rating upgrade from Moody’s Investors Service during the period. The corporate bond issued by NetApp, Inc., 3.38%, 06/15/21, a storage and data management solutions company, appeared to benefit from a tightening in the overall BBB-rated technology sector. The Fund continues to hold the position. The corporate bond issued by Electronic Arts, Inc., 3.70%, 03/01/21, which develops, publishes, and distributes branded interactive entertainment software worldwide for various platforms, was a top performer during the period due to what the PM team believes was attractive pricing in the primary market. The Fund continues to hold this security. The corporate bond issued by Anheuser-Busch InBev, 3.65%, 02/01/26, a beverage manufacturer that, through its subsidiaries, produces and distributes beer around the world, is a high quality, longer-dated holding that appears to have benefited from the interest rate curve movement at the time of issuance in January 2016. The Fund continues to hold this position.


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Performance Summary and Commentary




Eagle Mid Cap Growth Fund

Portfolio Managers | Bert L. Boksen, CFA^®, and Eric Mintz, CFA^®, are Co-Portfolio Managers of the Eagle Mid Cap Growth Fund (the “Fund”). Mr. Boksen has been responsible for the day-to-day management of the Fund’s investment portfolio since its inception in 1998. Mr. Mintz has been a Co-Portfolio Manager of the Fund since 2011, and had previously served as Assistant Portfolio Manager since 2008. Christopher Sassouni, D.M.D., has served as Assistant Portfolio Manager of the Fund since 2006.

Performance discussion | For the fiscal year ended October 31, 2016, the Fund’s Class A shares returned (0.87)% (excluding front-end sales charges of 4.75%), underperforming its benchmark index, the Russell Midcap^® Growth Index, which returned 0.40%. The Fund underperformed, relative to the benchmark, primarily due to stock selection in the consumer discretionary and financials sectors. Underperformance was somewhat tempered given the Fund’s slight underweight in the consumer discretionary sector and modest underweight in the financial sector. Outperformance in the energy and industrials sectors offset a portion of the Fund’s underperformance, as these sectors performed better than the benchmark, while the Fund maintained an overweight position in energy and a modestly overweight position in industrials. As you review this summary and the table below, please keep in mind that an index is not available for direct investment; therefore, its performance does not reflect the expenses associated with the management of an actual portfolio.

Growth of a $10,000 investment from 10/31/06 to 10/31/16 (a)

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performance data quoted. To obtain more current performance data as of the most recent month-end, please visit our website at eagleasset.com.

Underperformers | Harman International Industries, Inc. is a leader in the car audio and infotainment systems industry. The company’s share price waned during the reporting period as the firm reported weakness in its professional services segment. However, the Fund’s Portfolio Management team (“PM team”) has maintained a favorable long-term perspective on the firm’s core infotainment segment, which it believes should benefit from a close alignment with the “connected car” concept that continues to gain traction within the auto industry. After the reporting period, it was announced that the firm would be acquired by Samsung at a substantial premium. Liberty Interactive Corp. QVC Group (Class A) is effectively a tracking stock for Liberty Interactive’s retailing assets (e.g., home shopping leader QVC). Like many retailers, Liberty Interactive’s historically resilient business model suffered a sharp decline in June, which pressured results during the period. The stock now trades at historically low valuations. While short-term results could continue to be challenged by election viewership, the PM team believes the stock appears poised to recover much of its recent losses. Global cruise vacation company Royal Caribbean Cruises Ltd. suffered from what appear to be persistent concerns about the potential spread of the Zika virus and the extent of its effects. The PM team is cautiously optimistic that the company is capable of navigating the near-term difficulties given its track record of solid execution and a disciplined approach to cost controls. Shares of Ameriprise Financial, Inc. (“Ameriprise”), a leading diversified financial services firm, traded off during the period as uncertainty surrounding the Department of Labor (DOL)’s fiduciary rule appeared to weigh on the stock. While the potential effects of the rule on financial services firms such as Ameriprise are still taking shape, the PM team is cautiously optimistic regarding the firm’s growth prospects going forward. Lions Gate Entertainment Corp. (“Lions Gate”) is a producer and distributor of movies including the Twilight, Hunger Games and Divergent movie franchises, as well as television programming such as Orange is the New Black and Mad Men. The PM team believes that shares were pressured in the first part of the period as softer-than-expected box office results for the firm’s second installment of Hunger Games: Mockingjay were exacerbated by broad-based weakness in equity markets early in 2016. The PM team believes that Lions Gate’s recent acquisition of premium content network Starz may enhance the firm’s distribution segment, while Lions Gate studios appears poised to diversify its movie release portfolio to complement its broadly successful existing franchises. The Fund continues to hold each of the securities noted above as “underperformers.”

Top Performers | Constellation Brands, Inc. (Class A) owns a variety of wine, beer and spirits brands (e.g., Robert Mondavi wine, Corona beer and Svedka vodka). The PM team believes that the stock has performed well as a result of efficient distribution and the popularity of its brands. NVIDIA Corporation (“NVIDIA”) is a manufacturer of graphics processors used in traditional computers as well as tablets, smartphones and gaming devices. A bellwether presence generating consistent growth in the personal computer gaming graphics space, the PM team believes that NVIDIA has begun to establish favorable positioning in the fast-developing virtual reality market. The company is also leveraging its technology in the automotive infotainment market as vehicle navigation systems and consoles become increasingly visual and technology-intensive. Waste Connections, Inc. is an integrated solid waste services company that provides waste collection, transfer, disposal and recycling services in the U.S. and Canada. The PM team believes that the company has benefited from strong pricing power while leveraging a measured approach to organic growth and strategic acquisitions. The WhiteWave Foods Co. manufactures food products under brands including Silk and International Delight. It was announced, in July, that the firm would be acquired by Danone SA at a substantial premium. Martin Marietta Materials, Inc., a supplier of construction materials, has experienced ongoing strength in commercial and highway construction. The PM team believes that the company was a beneficiary of the U.S. highway bill passed at the end of 2015 to provide funding for transportation-infrastructure projects. The Fund continues to hold each of the securities noted above as “top performers.”


6

Performance Summary and Commentary




Eagle Mid Cap Stock Fund

Portfolio Managers | Charles Schwartz, CFA^®, Betsy Pecor, CFA^®, and Matthew McGeary, CFA^®, are Co-Portfolio Managers of the Eagle Mid Cap Stock Fund (the “Fund”) and have been responsible for the day-to-day management of the Fund’s investment portfolio since 2012.

Performance discussion | For the fiscal year ended October 31, 2016, the Fund’s Class A shares returned 2.06% (excluding front-end sales charges of 4.75%), underperforming both benchmark indices, the Russell Midcap^® Index and, secondarily, the S&P MidCap 400^® Index, which returned 4.17% and 6.26%, respectively. The Fund’s performance, relative to the benchmarks, benefited from strong stock selection in the materials, consumer staples, consumer discretionary, and health care holdings sectors. This was offset by an underweight exposure to higher yielding sectors including utilities and real estate, as well as poor stock selection in the financials (impacted by fewer than previously expected rate hikes), industrials and real estate sectors. As you review this summary and the table below, please keep in mind that an index is not available for direct investment; therefore its performance does not reflect the expenses associated with the management of an actual portfolio.

Growth of a $10,000 investment from 10/31/06 to 10/31/16 (a)

LOGO

Underperformers | Stericycle, Inc., a leading medical and regulated waste company, detracted from performance during the period due to the company reporting negative financial results. The company noted pricing pressure in its U.S. medical waste business, softness in its industrial waste franchise and merger integration costs related to its acquisition of Shred-It. The Fund’s Portfolio Management team (“PM team”) believes that the company remains a strong franchise with outstanding cash flow and margin dynamics, but has reduced some of the Fund’s exposure pending clear signs of stabilization. The Fund continues to hold this position. Perrigo Company PLC, is a manufacturer and distributor of over-the-counter healthcare products. A hostile takeover bid was made for the company by Mylan Laboratories in April 2015 and resulted in the resignation of the company’s CEO in April 2016. Additionally, the PM team believes that the company has been adversely impacted by the general pullback in the specialty pharmaceutical space and overall concerns about drug pricing. The Fund exited its position. Tractor Supply Company, the largest chain of farm supplies, hardware, livestock and pet products, and lawn and garden equipment in the U.S. and Canada, detracted from performance following a report of negative financial results driven by what the PM team believes are ongoing weather challenges, as well as macro pressures, particularly in farm and oil communities. The Fund continues to hold the stock because the PM team believes that the company’s unique format (high consumables business and relatively insulated to e-commerce), unit growth opportunity, and tangible margin drivers (mostly systems-related) appear to be starting to deliver benefits. Qlik Technologies, Inc., which sells business-intelligence software, experienced pressure on its stock price early in the year due to weaker-than-expected results. The Fund exited its position when the company was acquired by a private equity firm Thoma Bravo LLC. Hanesbrands Inc., a manufacturer of activewear apparel, underperformed the PM team’s expectations due to what the PM team believes are weak sales trends particularly into the company’s mass merchant channels (close to 50% sales). The Fund has maintained its position, as the PM team thinks management has been conservative with its guidance and can execute on its current plan.

Top performers | Steel Dynamics, Inc., a domestic recycler and producer of carbon-steel products, benefited from increased steel prices, which appeared to be positively impacted by increased tariffs on imported steel. The PM team believes that domestic demand, which continued to be modest, led by demand from non-residential construction and vehicle manufacturers, was offset by weak demand in the heavy equipment and energy markets. The Fund exited its position, as it appeared that much of the rise in commodity pricing was reflected in the stock price and signs that demand had yet to accelerate. The PM team believes that Constellation Brands, Inc. (Class A), a global manufacturer and marketer of wine, spirits, and beer, benefited from strong Mexican beer imports, positive Hispanic-American demographics and improving beer margins. The PM team believes the expanded availability of canned products should also be a strong growth driver over the next couple of years. The Fund continues to hold this stock. Albemarle Corp., a manufacturer of specialty chemicals, appeared to benefit from strong demand and pricing for its Lithium products, improved pricing in its Bromine businesses, better than previously expected synergy realization from the acquisition of Rockwood Holdings, Inc., and an announced divestiture of its surface treatment businesses to chemical company BASF Corporation at an attractive valuation. The Fund exited its position as the company’s valuation approached the PM team’s price target for this company. Ulta Salon, Cosmetics & Fragrance, Inc. is a leading specialty retailer that focuses on cosmetics, skincare, fragrance and hair care addressing both mass and high-end consumers. The company had another strong year as its loyalty program appeared to help drive very strong sales growth (23%). The PM team continues to approve of how management is executing and, therefore, the Fund continues to maintain a position in this stock. Jarden Corp. (“Jarden”), a diversified supplier of consumer products across a number of niche household and outdoor categories, performed well following the news that Newell Rubbermaid has agreed to merge with Jarden. The Fund exited its position ahead of the merger.


			7

Performance Summary and Commentary




Eagle Small Cap Growth Fund

Portfolio Managers | Bert L. Boksen, CFA^®, and Eric Mintz, CFA^®, are Co-Portfolio Managers of the Eagle Small Cap Growth Fund (the “Fund”). Mr. Boksen has been responsible for the day-to-day management of the Fund’s investment portfolio since August 1995 and Mr. Mintz since March 2011. Christopher Sassouni, D.M.D., has served as Assistant Portfolio Manager of the Fund since March 2015.

Performance discussion | For the fiscal year ended October 31, 2016, the Fund’s Class A shares returned 2.07% (excluding front-end sales charges of 4.75%), outperforming its benchmark index, the Russell 2000^® Growth Index, which returned (0.49)%. The Fund outperformed, relative to the benchmark, principally due to holdings in the consumer discretionary and, to a lesser extent, materials and energy sectors. Within these sectors, the Fund benefited from solid stock selection while maintaining a modest overweight in the consumer discretionary sector, an in-line weight in the materials sector, and an overweight in the energy sector. In contrast, the industrials and consumer staples sectors slightly weighed on the Fund’s performance as the returns on the Fund’s holdings in both sectors failed to keep up with the benchmark, though the Fund maintained an in-line weight with the benchmark. As you review this summary and the table below, please keep in mind that an index is not available for direct investment; therefore its performance does not reflect the expenses associated with the management of an actual portfolio.

Growth of a $10,000 investment from 10/31/06 to 10/31/16 (a)

LOGO

Top performers | Coherent, Inc. (“Coherent”) is a manufacturer of laser-based equipment used in a variety of applications such as smartphone and tablet displays. The firm saw strong orders for its product which is used in the fabrication of organic, light-emitting diode displays and is increasingly used in the next generation of smartphones. Further, the Fund’s Portfolio Management team (“PM team”) believes that potential for alternative applications of Coherent’s equipment has the ability to provide additional upside over the longer term. The PM team believes that Universal Electronics, Inc., largely a producer of universal remotes as well as related software, benefited from increased orders for its next-generation, voice-controlled remote control. Burlington Stores, Inc. is an off-price retailer of clothes and accessories with a heavy presence in outerwear. The firm appears to have benefited from solid execution throughout much of 2016 and the PM team believes that the firm is well-positioned to continue the trend as it moves into the all-important fall-winter season. Waste Connections, Inc. is an integrated solid waste services company that provides waste collection, transfer, disposal and recycling services in the U.S. and Canada. The PM team believes that the company had benefited from strong pricing power while leveraging a measured approach to organic growth and strategic acquisitions. Domino’s Pizza, a global leader in pizza delivery, with a significant business in carryout pizza, has performed well during the period. The PM team believes that the company leveraged solid execution coupled with ongoing innovation of its menu offerings to drive solid growth and take market share from its competitors during the period. The Fund continues to hold each of the securities noted above as “top performers.”

Underperformers | Shares of JetBlue Airways Corp., a leading airline carrier, traded lower as the PM team believes that a combination of stubbornly low passenger fares and a recovery in fuel prices weighed on the stock. Longer term, the PM team maintains a cautiously optimistic view of JetBlue’s prospects in light of its operational discipline and value-adding initiatives. Therefore, the Fund continues to hold this security. Biotechnology firm, Acorda Therapeutics, Inc., which specializes in treatments for neurological diseases, continued to deal with patent challenges to one of its drugs, which the PM team believed had been poised for resolution. The company has a drug in its pipeline to treat Parkinson’s with final-phase test results due toward the end of 2016 that the PM team believes could provide meaningful upside to shares. The Fund continues to hold this stock. Chimerix, Inc. is a biotech firm focused on the development of antiviral therapies. The firm unexpectedly announced that a pivotal Phase 3 trial for an antiviral compound failed to meet its primary endpoint, which caught investors off guard. The Fund no longer holds this position. Imperva, Inc. (“Imperva”), a leading provider of cybersecurity solutions that protect business-critical data and applications, apparently encountered execution issues, primarily in Europe, that led to disappointing earnings results during the period. The PM team believes the company is working to resolve those issues and that recent activist-investor involvement increased the chances that Imperva will ultimately be acquired. The Fund continues to hold this security. Portola Pharmaceuticals is a biopharmaceutical company that is developing products which have the potential to significantly advance treatments for thrombosis and other hematologic diseases. This stock detracted from performance when one of its potential drugs narrowly missed its target in a phase-3 clinical trial. The Fund sold the stock.


8

Performance Summary and Commentary




Eagle Smaller Company Fund

Portfolio Managers | Charles Schwartz, CFA^®, Betsy Pecor, CFA^®, and Matthew McGeary, CFA^®, are Co-Portfolio Managers of the Eagle Smaller Company Fund (the “Fund”) and have been responsible for the day-to-day management of the Fund’s investment portfolio since October 2014.

Performance discussion | For the fiscal year ended October 31, 2016, the Fund’s Class A shares returned 5.60% (excluding front-end sales charges of 4.75%), outperforming both benchmark indices, the Russell 2000^® Index and, secondarily, the Russell 2500^® Index, which returned 4.11% and 3.98%, respectively. The Fund’s performance, relative to the benchmarks, benefited from strong performance in the health care sector due to strong stock selection in health care equipment and supplies, and a lack of exposure to biotechnology. In addition, the Fund was slightly overweight in the industrials sector where stock selection in the aerospace industry benefited the Fund. In contrast, the Fund’s underweight position and holdings in the real estate sector led to underperformance versus the benchmark. Furthermore, the Fund’s relative performance suffered due to lower allocations to high-yielding sectors, including utilities and telecommunications, which performed well during the year. As you review this summary and the table below, please keep in mind that an index is not available for direct investment; therefore its performance does not reflect the expenses associated with the management of an actual portfolio.

Growth of a $10,000 investment from 11/3/08 to 10/31/16 (a)

LOGO

Top performers | Ellie Mae, Inc. is a leading provider of software solutions to help automate and streamline the mortgage origination process. The Fund’s Portfolio Management team (“PM team”) believes that the stock moved meaningfully higher due to consistently strong financial results as the company continues to increase market penetration. The Fund continues to hold this security. Burlington Stores, Inc., a national off-price retailer of high-quality branded apparel, contributed to performance. The PM team believes that performance was driven by merchandising execution improvements, expansion into incremental product categories (home and beauty) and existing categories (women’s and men’s), on-going efforts to better control markdowns and continued pressures in the department store space (providing the company with opportunistic buys to further enhance product offering). The Fund maintains its position in this stock. Albemarle Corp., a manufacturer of specialty chemicals, appeared to benefit from strong demand and pricing for its Lithium products, improved pricing in its Bromine businesses, better than previously expected synergy realization from the acquisition of Rockwood Holdings, Inc., and an announced divestiture of its surface treatment businesses to chemical company BASF Corporation at an attractive valuation. The Fund exited its position as the company’s valuation approached the PM team’s price target for this company. Tumi Holdings, Inc., which makes high-end luggage and other accessories, performed well following the announcement that Samsonite International S.A. agreed to purchase Tumi for $1.8 billion in cash. The Fund exited its position ahead of the acquisition. Steel Dynamics, Inc. is a domestic recycler and producer of carbon steel products. The PM team believes that the stock performed strongly, particularly early in 2016, as a result of increased steel pricing, which appears to have been positively impacted by favorable trade case rulings and increasing tariffs on imported steel. Domestic demand for steel also continued to be steady led by demands from non-residential construction and the automobile industry. The Fund continues to hold this position.

Underperformers | MDC Partners Inc. (Class A) is a provider of marketing, activation, communications, and marketing effectiveness solutions and services to customers globally. The PM team believes that the company’s shares did not perform well because the company posted disappointing organic growth driven by the failure of new business revenues to materialize and several financial services clients pulling back their spending. While management lowered its outlook for the year, it expects a pickup in the second half of the year, so the Fund continues to hold this stock. Gentherm, Inc. is a global supplier that designs, develops and markets products based on its thermoelectric device technologies for a wide range of global markets and heating and cooling applications. The PM team believes that the company’s stock price declined due to softer auto production in North America and China, a lack of new product introductions, and a shift to lower-price solutions. The Fund remains a shareholder given the PM team’s confidence in the company’s best in class returns as well as market penetration opportunities for its existing products and products in its pipeline. Gentherm’s balance sheet is strong, which the PM team believes gives the company flexibility to make acquisitions. PRA Group, Inc., a leading debt collector, performed poorly as results appeared to be negatively impacted by increased regulatory requirements, which slowed collections, increased allowance charges and required increased spending. Additionally, execution in Europe has been mixed. Although both regulatory and supply headwinds persist, management has noted some signs that consolidation in the industry is having a beneficial impact on market pricing. The Fund remains a shareholder. Gray Television, Inc. is a television broadcast company that owns and operates leading television stations and digital assets in small/mid-sized markets. The company’s shares underperformed due to what the PM team believes are weaker political spending (management recently pulled its political spending guidance for 2016) and higher leverage (due to its recent acquisitions). The Fund maintains its position in the company. Monro Muffler Brake, Inc. is a leading automotive repair and service center. The company’s shares performed poorly during the quarter following weaker than expected first quarter financial results. The PM team believes that the company also was negatively impacted by the warmer-than-normal winter which slowed normal seasonal demand at its service centers. The Fund remains a shareholder as the PM team believes that the outlook remains good for continued profitable growth at Munro.


			9

Performance Summary and Commentary




Eagle Tactical Allocation Fund

Portfolio Managers | James Breech, Ph.D., of Cougar Global Investments Ltd. (“Cougar”), is the Portfolio Manager of the Eagle Tactical Allocation Fund (the “Fund”) and has been responsible for the day-to-day management of the Fund’s investment portfolio since its inception in December 2015.

Performance discussion | During the fiscal period, Cougar’s 12-month forward looking outlook deteriorated to incorporate more sluggish rather than strong growth (the probability of stagnation increased from 68% to 92%). The chance that a high impact, low probability event (“Chaos”) would occur in the market had been increased from 6% to 8% in January to account for heightened geopolitical risks globally, including the possibility that the United Kingdom would withdraw from the European Union (“Brexit”), U.S. elections, and tensions in Europe. The Fund’s Portfolio Management team (“PM team”) believed that this mix warranted modest but defensive equity exposures. Fixed income also performed well, given that the Federal Reserve Board (“Fed”) refrained from raising interest rates as had been originally expected. The PM team believes that the very accommodative and unconventional monetary policy of negative deposit rates in other major regions led to a global environment of very low bond yields, from which the U.S. also benefited. While inflation entered into the forecast early in the year, it dropped out during the summer. The PM team believes that base effects from a rise in energy prices did not materialize, and other measures such as wages remained contained. Commodities rallied with a background of a stable U.S. Dollar (“USD”). This helped gold, which also acted as a safe haven. The geographical focus of the positions held in the Fund was the U.S., which has been our preferred equity region due to a relatively healthier economy. This helped performance as equity performance was positive. International markets were volatile throughout the year, but performed better than U.S. equities in the second half of the year. The PM team believes this is largely due to market factors, such as the Fed refraining from raising interest rates which kept the USD from further appreciation, a headwind to non-U.S. exposures. The October outlook remained at 92% Stagnation, and 8% Chaos. With this sluggish mix, the portfolio maintains a defensive mix of equities and bonds, with some gold as a diversification. While it is expected by the PM team that the Fed may hike rates in December, the global backdrop suggests central banks will face challenges in raising interest rates.

From its inception on December 31, 2015 through October 31, 2016, the Fund’s Class A shares had a cumulative return of 2.10% (excluding front-end sales charges of 4.75%), underperforming the Bloomberg Barclays U.S. Aggregate Bond Index and the MSCI ACWI^® Index, which performed 4.99% and 4.79%, respectively, for the same period. The Fund also underperformed a blended index, which is a combination of the Bloomberg Barclays U.S. Aggregate Bond Index (60%) and the MSCI ACWI^® Index (40%), that returned 5.06% for the same period. The Fund underperformed, relative to the blended benchmark, due to a more conservative equity weight throughout the year, and equity market selection. The Fund commenced operations with investments in exchange-traded funds (“ETFs”) that invest primarily in equity securities representing 38% of its portfolio. This equity allocation gradually reduced to a low of 30% in June, and ended with 34% at the end of October. Within fixed income, the duration of the aggregate holdings of the Fund’s investments in fixed income ETFs was lower than that of the ETF that invests in diversified U.S. Bonds (AGG). As you review this summary and the table below, please keep in mind that an index is not available for direct investment; therefore its performance does not reflect the expenses associated with the management of an actual portfolio.

Growth of a $10,000 investment from 12/31/15 to 10/31/16 (a)

LOGO

Underperformers | Detractors from performance included a 5% position in iShares Currency Hedged MSCI Japan ETF (HEWJ). The position was entered on the assumption by the PM team that “Abenomics,” the Japanese Prime Minister’s agenda to boost the economy and fight deflation would weaken the Japanese Yen, and ultimately be positive for equities. This thesis did not play out as expected in the first quarter due to market volatility, leading the Yen to strengthen instead of weaken as a safe haven. The Bank of Japan’s move to negative deposit rates was also met with skepticism, and equities fell. The Fund’s position was sold at a small loss. Likewise, a 5% position in iShares Currency Hedged MSCI Eurozone ETF (HEZU) was entered and sold on a similar thesis, however the loss was milder. There was an associated opportunity cost, as these positions were entered into from ETFs that invest in U.S. equities, which recovered, while the securities held within the ETFs that invest in Europe and Japan did not.

Top performers | U.S. equity ETFs, which included the SPDR S&P 500 ETF (SPY), an ETF that invests in large-cap securities, and the SPDR S&P Midcap 400 ETF (MDY), an ETF that invests in mid-cap securities, contributed to performance. U.S. bond ETFs which included the iShares MBS ETF (MBB), an ETF that invests in MBS agency bonds, and the iShares Core U.S. Aggregate Bond ETF (AGG), an ETF that invests in diversified U.S. bonds, added value as well. The iShares Gold Trust ETF (IAU), an ETF that invests in gold, was also a mild positive. The PM team believes that recession fears in the U.S., early in the year, proved overblown.


10

Description of Indices

The Bloomberg Barclays U.S. Aggregate Bond Index is a broad-based benchmark that measures the investment grade, US dollar-denominated, fixed-rate taxable bond market. The index includes Treasuries, government-related and corporate securities, MBS (agency fixed-rate and hybrid ARM pass-throughs), ABS and CMBS (agency and non-agency).

The Bloomberg Barclays U.S. Intermediate Government/Credit Bond Index includes U.S. government and investment grade credit securities that have a greater than or equal to one year and less than ten years remaining to maturity and have $250,000,000 or more of outstanding face value. The returns of the index do not include the effect of any sales charges. That means that actual returns would be lower if they included the effect of sales charges.

The MSCI All Country World Index is a market capitalization weighted index designed to provide a broad measure of equity-market performance throughout the world. The index is maintained by Morgan Stanley Capital International, and is comprised of stocks from both developed and emerging markets.

The MSCI EAFE^® Index is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. The index consists of 21 developed market country indices. Its returns do not include the effect of any sales charges. That means that actual returns would be lower if they included the effect of sales charges.

The Russell 1000^® Growth Index measures the performance of the large-cap growth segment of the U.S. equity universe. It includes those Russell 1000 Index companies with higher price-to-book ratios and higher forecasted growth values. Its returns do not include the effect of any sales charges. That means that actual returns would be lower if they included the effect of sales charges.

The Russell 2000^® Index measures the performance of the small-cap segment of the U.S. equity universe. The Russell 2000 is a subset of the Russell 3000^® Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2000 of the smallest securities based on a combination of their market cap and current index membership. Its returns do not include the effect of any sales charges. That means that actual returns would be lower if they included the effect of sales charges.

The Russell 2500^® Index measures the performance of the small to mid-cap segment of the U.S. equity universe, commonly referred to as “smid” cap. The Russell 2500^® Index is a subset of the Russell 3000^® Index. It includes approximately 2,500 of the smallest securities based on a combination of their market cap and current index membership. Its returns do not include the effect of any sales charges. That means that actual returns would be lower if they included the effect of sales charges.

The Russell 2000^® Growth Index measures the performance of the small-cap growth segment of the U.S. equity universe. It includes those Russell 2000^® Index companies with higher price-to-value ratios and higher forecasted growth values. Its returns do not include the effect of any sales charges. That means that actual returns would be lower if they included the effect of sales charges.

The Russell Midcap^® Index measures the performance of the mid-cap segment of the U.S. equity universe. The index is a subset of the Russell 1000^® Index. It includes approximately 800 of the smallest securities based on a combination of their market cap and current index membership. Its returns do not include the effect of any sales charges. That means that actual returns would be lower if they included the effect of sales charges.

The Russell Midcap^® Growth Index measures the performance of the mid-cap growth segment of the U.S. equity universe. It includes those Russell Midcap^® Index companies with higher price-to-book ratios and higher forecasted growth values. Its returns do not include the effect of any sales charges. That means that actual returns would be lower if they included the effect of sales charges.

The S&P 500^® Index is an unmanaged index of 500 U.S. stocks and gives a broad look at how stock prices have performed. Its returns do not include the effect of any sales charges. That means that actual returns would be lower if they included the effect of sales charges.

The S&P MidCap 400^® Index is an unmanaged index that measures the performance of the mid-sized company segment of the U.S. market. Its returns do not include the effect of any sales charges. That means that actual returns would be lower if they included the effect of sales charges.


			11

Investment Portfolios


10.31.2016


EAGLE CAPITAL APPRECIATION FUND
COMMON STOCKS—99.3%	Shares		Value
Aerospace & defense—3.0%
General Dynamics Corp.		24,400		$3,678,056
Northrop Grumman Corp.		28,200		6,457,800

Air freight & logistics—0.5%
FedEx Corp.		10,300		1,795,496

Airlines—0.8%
Delta Air Lines, Inc.		35,400		1,478,658
JetBlue Airways Corp.*		77,900		1,361,692

Auto components—2.2%
Lear Corp.		41,200		5,058,536
The Goodyear Tire & Rubber Co.		83,300		2,418,199

Automobiles—0.4%
Thor Industries, Inc.		19,200		1,522,752

Beverages—4.4%
Constellation Brands, Inc., Class A		21,900		3,659,928
Molson Coors Brewing Co., Class B		41,100		4,266,591
PepsiCo, Inc.		66,821		7,163,211

Biotechnology—5.8%
AbbVie, Inc.		67,200		3,748,416
Amgen, Inc.		50,000		7,058,000
Biogen, Inc.*		5,800		1,625,044
Celgene Corp.*		27,200		2,779,296
Gilead Sciences, Inc.		60,600		4,461,978

Building products—1.4%
Owens Corning		95,100		4,638,978

Chemicals—1.2%
AdvanSix, Inc.*		1,175		18,756
LyondellBasell Industries N.V., Class A		53,100		4,224,105

Communications equipment—1.3%
Juniper Networks, Inc.		163,400		4,303,956

Containers & packaging—0.6%
Owens-Illinois, Inc.*		108,300		2,090,190

Diversified telecommunication—2.0%
AT&T, Inc.		101,181		3,722,449
Verizon Communications, Inc.		60,300		2,900,430

Food & staples retailing—3.1%
CVS Health Corp.		64,200		5,399,220
Wal-Mart Stores, Inc.		73,300		5,132,466

Food products—2.0%
Ingredion, Inc.		10,500		1,377,285
Pinnacle Foods, Inc.		53,300		2,740,686
Tyson Foods, Inc., Class A		37,700		2,671,045

Health care equipment & supplies—2.8%
Edwards Lifesciences Corp.*		60,300		5,741,766
The Cooper Companies, Inc.		21,700		3,820,068

Health care providers & services—5.0%
Aetna, Inc.		27,000		2,898,450
Cardinal Health, Inc.		37,200		2,555,268
Laboratory Corp. of America Holdings*		32,800		4,111,152
UnitedHealth Group, Inc.		52,100		7,363,293

Hotels, restaurants & leisure—0.8%
Wyndham Worldwide Corp.		41,300		2,719,192



COMMON STOCKS—99.3%	Shares		Value
Household durables—2.2%
D.R. Horton, Inc.		147,900		$4,263,957
Mohawk Industries, Inc.*		10,900		2,008,870
Whirlpool Corp.		6,900		1,033,758

Internet & direct marketing retail—3.1%
Amazon.com, Inc.*		13,200		10,425,624

Internet software & services—12.0%
Alphabet, Inc., Class A*		13,014		10,540,039
Alphabet, Inc., Class C*		13,512		10,600,704
eBay, Inc.*		154,000		4,390,540
Facebook, Inc., Class A*		116,600		15,273,434

IT services—8.0%
Amdocs Ltd.		34,300		2,004,835
Fiserv, Inc.*		38,000		3,742,240
FleetCor Technologies, Inc.*		12,300		2,156,190
Global Payments, Inc.		23,000		1,667,960
International Business Machines Corp.		22,500		3,458,025
MasterCard, Inc., Class A		89,930		9,624,309
Vantiv, Inc., Class A*		77,704		4,534,805

Life sciences tools & services—2.3%
Thermo Fisher Scientific, Inc.		37,300		5,484,219
Waters Corp.*		16,662		2,318,351

Machinery—1.8%
Ingersoll-Rand PLC		64,300		4,326,747
Oshkosh Corp.		31,400		1,679,900

Media—2.3%
Comcast Corp., Class A		71,700		4,432,494
The Walt Disney Co.		37,800		3,503,682

Metals & mining—2.1%
Newmont Mining Corp.		62,100		2,300,184
Steel Dynamics, Inc.		170,700		4,687,422

Pharmaceuticals—0.8%
Eli Lilly & Co.		36,807		2,717,829

Semiconductors & semiconductor equipment—6.3%
Applied Materials, Inc.		217,900		6,336,532
Intel Corp.		166,500		5,805,855
Lam Research Corp.		45,300		4,387,758
NVIDIA Corp.		66,700		4,746,372

Software—8.6%
Activision Blizzard, Inc.		60,600		2,616,102
Electronic Arts, Inc.*		63,400		4,978,168
Microsoft Corp.		297,500		17,826,200
Synopsys, Inc.*		66,000		3,914,460

Specialty retail—5.8%
Dick’s Sporting Goods, Inc.		59,600		3,316,740
Foot Locker, Inc.		55,400		3,699,058
Lowe’s Cos., Inc.		76,245		5,081,729
The Home Depot, Inc.		63,000		7,686,630

Technology hardware, storage & peripherals—4.8%
Apple, Inc.		143,866		16,334,546

Tobacco—1.3%
Reynolds American, Inc.		79,700		4,389,876


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

Investment Portfolios


			10.31.2016

EAGLE CAPITAL APPRECIATION FUND (cont’d)

COMMON STOCKS—99.3%

Shares

Value

Trading companies & distributors—0.6%

HD Supply Holdings, Inc.*

59,500

$1,963,500

Total common stocks (cost $247,599,448)

337,222,052

MONEY MARKET FUNDS—0.4%

Fidelity Institutional Money Market Funds—Government Portfolio—Institutional Shares—0.27%#

1,314,181

Total money market funds (cost $1,314,181)

1,314,181

Total investment portfolio (cost $248,913,629)—99.7%‡

338,536,233

Other assets in excess of liabilities—0.3%

1,093,184

Total net assets—100.0%

$339,629,417

* Non-income producing security

# Annualized seven-day yield as of October 31, 2016.

‡ As of October 31, 2016, aggregate cost for federal income tax purposes was $249,322,109, Net unrealized appreciation (depreciation) on a tax-basis was $89,214,124, including aggregate gross unrealized appreciation and depreciation of $95,289,687 and $(6,075,563), respectively. The difference between book-basis and tax-basis unrealized appreciation (depreciation) was primarily attributable to deferral of losses from wash sales.



Sector allocation (unaudited)
Sector	Percent of net assets
Information technology		41.0%
Consumer discretionary		16.8%
Health care		16.7%
Consumer staples		10.8%
Industrials		8.1%
Materials		3.9%
Telecommunication services		2.0%
Money market funds		0.4%



EAGLE GROWTH & INCOME FUND
COMMON STOCKS—98.8%	Shares		Value
Aerospace & defense—3.2%
Lockheed Martin Corp.		71,467		$17,608,039

Banks—9.1%
JPMorgan Chase & Co.		261,231		18,092,859
The PNC Financial Services Group, Inc.		182,742		17,470,135
Wells Fargo & Co.		320,532		14,747,678

Beverages—5.2%
PepsiCo, Inc.		149,654		16,042,909
The Coca-Cola Co.		298,559		12,658,901

Chemicals—2.3%
E.I. du Pont de Nemours & Co.		184,617		12,699,803

Communications equipment—2.7%
Cisco Systems, Inc.		496,384		15,229,061



COMMON STOCKS—98.8%	Shares		Value
Diversified telecommunication—2.7%
AT&T, Inc.		403,815		$14,856,354

Electric utilities—2.2%
PG&E Corp.		193,071		11,993,571

Equity real estate investment trusts (REITs)—4.1%
Camden Property Trust		95,970		7,815,797
Prologis, Inc.		165,333		8,623,769
Simon Property Group, Inc.		33,597		6,247,698

Food & staples retailing—3.0%
Sysco Corp.		341,579		16,436,781

Food products—2.4%
General Mills, Inc.		213,698		13,245,002

Health care equipment & supplies—4.7%
Abbott Laboratories		390,483		15,322,553
Medtronic PLC		132,856		10,896,849

Hotels, restaurants & leisure—4.0%
Carnival Corp.		238,974		11,733,623
McDonald’s Corp.		94,492		10,636,965

Household products—2.8%
The Procter & Gamble Co.		176,120		15,287,216

Industrial conglomerates—5.3%
3M Co.		68,963		11,399,584
Honeywell International, Inc.		164,913		18,087,658

Media—4.2%
Regal Entertainment Group, Class A		1,086,197		23,364,097

Multi-utilities—2.1%
Sempra Energy		106,462		11,402,080

Oil, gas & consumable fuels—9.1%
Chevron Corp.		165,137		17,298,101
Occidental Petroleum Corp.		245,270		17,882,636
TOTAL S.A., Sponsored ADR		315,037		15,039,866

Pharmaceuticals—11.1%
Johnson & Johnson		175,146		20,315,185
Merck & Co., Inc.		352,763		20,714,243
Pfizer, Inc.		644,612		20,440,646

Professional services—2.1%
Nielsen Holdings PLC		262,831		11,832,652

Road & rail—2.4%
Union Pacific Corp.		149,375		13,171,888

Software—4.2%
Microsoft Corp.		392,802		23,536,696

Specialty retail—2.9%
The Home Depot, Inc.		130,260		15,893,023

Technology hardware, storage & peripherals—3.9%
Apple, Inc.		188,183		21,366,298

Tobacco—3.1%
Altria Group, Inc.		256,861		16,983,649
Total common stocks (cost $425,947,413)				546,373,865


The accompanying notes are an integral part of the financial statements.			13

Investment Portfolios


10.31.2016

EAGLE GROWTH & INCOME FUND (cont’d)

MONEY MARKET FUNDS—1.2%

Shares

Value

Fidelity Institutional Money Market Funds—Government Portfolio—Institutional Shares, 0.27%#

6,773,426

$6,773,426

Total money market funds (cost $6,773,426)

6,773,426

Total investment portfolio (cost $432,720,839)—100.0%‡

553,147,291

Liabilities in excess of other assets—0.0%

(2,325

)

Total net assets—100.0%

$553,144,966

# Annualized seven-day yield as of October 31, 2016.

‡ As of October 31, 2016, aggregate cost for federal income tax purposes was $431,771,860. Net unrealized appreciation (depreciation) on a tax-basis was $121,375,431, including aggregate gross unrealized appreciation and depreciation of $131,127,291 and $(9,751,860), respectively. The difference between book-basis and tax-basis unrealized appreciation (depreciation) was primarily attributable to deferral of losses from wash sales and non-REIT return of capital.

ADR—American depository receipt



Sector allocation (unaudited)
Sector	Percent of net assets
Consumer staples		16.4%
Health care		15.9%
Industrials		13.0%
Consumer discretionary		11.1%
Information technology		10.9%
Financials		9.1%
Energy		9.1%
Utilities		4.2%
Real estate		4.1%
Telecommunication services		2.7%
Materials		2.3%
Money market funds		1.2%



EAGLE INTERNATIONAL STOCK FUND
COMMON STOCKS—98.3%	Shares		Value
Australia—3.9%
AGL Energy Ltd.		10,202		$148,618
BlueScope Steel Ltd.		32,389		192,152
Evolution Mining Ltd.		30,402		53,613
Regis Resources Ltd.		36,349		91,670
Saracen Mineral Holdings Ltd.*		31,760		27,443
Sigma Pharmaceuticals Ltd.		27,459		27,711
St Barbara Ltd.*		21,445		43,770

Austria—0.2%
Erste Group Bank AG		962		30,167

Denmark—1.9%
Danske Bank A/S		4,441		137,000
DFDS A/S		1,265		61,123
Vestas Wind Systems A/S		1,215		97,341



COMMON STOCKS—98.3%	Shares		Value

Finland—0.5%
UPM-Kymmene OYJ		3,264		$75,926

France—10.0%
Atos S.A.		1,695		175,897
BNP Paribas S.A.		2,214		128,376
Cie de Saint-Gobain S.A.		949		42,139
Cie Generale des Etablissements Michelin		1,316		142,534
Credit Agricole S.A.		9,830		106,056
ENGIE S.A.		4,529		65,316
Faurecia S.A.		1,088		40,105
Ipsos S.A.		1,037		33,869
Nexans S.A.*		1,849		105,102
Orange S.A.		10,855		170,790
Renault S.A.		2,783		242,016
Societe Generale S.A.		2,138		83,399
Sopra Steria Group S.A.		228		23,195
TOTAL S.A.		3,156		151,189

Germany—12.1%
Allianz SE		999		155,949
BASF SE		405		35,753
Bayer AG		1,265		125,602
Bayerische Motoren Werke AG		894		77,998
Daimler AG		3,365		240,067
Deutsche Telekom AG		4,428		72,244
Fresenius SE & Co. KGaA		3,834		283,285
Grand City Properties S.A.		1,379		24,258
HeidelbergCement AG		784		74,165
Merck KGaA		2,290		235,711
Salzgitter AG		2,783		91,483
Siemens AG		2,331		264,843
Suedzucker AG		1,721		44,148
thyssenkrupp AG		3,606		83,671
Uniper SE*		1,645		21,895

Hong Kong—3.5%
CLP Holdings Ltd.		12,500		127,062
IGG, Inc.		116,000		84,555
Wheelock and Co. Ltd.		25,000		153,853
Xinyi Glass Holdings Ltd.		202,000		173,687

Ireland—0.5%
CRH PLC		2,492		80,901

Israel—2.3%
Israel Discount Bank Ltd., Class A*		39,183		71,965
Orbotech Ltd.*		3,800		104,120
Teva Pharmaceutical Industries Ltd.		3,113		130,017
Tower Semiconductor Ltd.*		2,745		42,408

Italy—3.5%
Banca Popolare dell’Emilia Romagna SC		10,362		48,692
Enel SpA		33,148		142,515
Eni SpA		13,386		194,262
Intesa Sanpaolo SpA		61,336		142,219

Japan—27.3%
Chubu Electric Power Co., Inc.		12,700		186,961
Cosmo Energy Holdings Co. Ltd.		6,300		82,333
Daito Trust Construction Co. Ltd.		1,300		217,852
Daiwa House Industry Co. Ltd.		6,300		172,913
Fuji Heavy Industries Ltd.		2,500		97,691


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

Investment Portfolios


			10.31.2016


EAGLE INTERNATIONAL STOCK FUND (cont’d)
COMMON STOCKS—98.3%	Shares		Value
Japan (cont’d)
Fujitsu Ltd.		13,000		$77,105
Heiwa Corp.		2,500		58,728
ITOCHU Corp.		6,300		79,561
JFE Holdings, Inc.		5,100		73,096
JX Holdings, Inc.		30,300		119,720
Kajima Corp.		13,000		87,666
KDDI Corp.		3,800		115,494
Kohnan Shoji Co. Ltd.		2,500		49,451
KYOWA EXEO CORP.		5,200		78,080
Maeda Corp.		4,000		37,058
Marubeni Corp.		31,600		166,051
Matsumotokiyoshi Holdings Co. Ltd.		900		46,367
Medipal Holdings Corp.		10,100		172,571
Mitsubishi Chemical Holdings Corp.		12,100		79,448
Mitsubishi UFJ Financial Group, Inc.		32,900		169,758
Mizuho Financial Group, Inc.		29,100		48,997
Nichirei Corp.		3,400		74,347
Nippon Light Metal Holdings Co. Ltd.		25,300		57,608
Nippon Suisan Kaisha Ltd.		10,500		50,467
Nippon Telegraph & Telephone Corp.		3,800		168,480
NTT DOCOMO, Inc.		8,900		223,515
ORIX Corp.		11,400		180,649
Rengo Co. Ltd.		25,000		156,783
Resona Holdings, Inc.		16,400		72,693
Sekisui House Ltd.		2,300		38,005
Showa Denko KK		8,900		117,598
SoftBank Group Corp.		2,200		138,558
Sompo Holdings, Inc.		1,300		42,064
Sumitomo Corp.		11,400		131,061
Sumitomo Mitsui Financial Group, Inc.		2,500		86,679
The Gunma Bank Ltd.		8,300		39,631
Tohoku Electric Power Co., Inc.		8,900		109,042
Topre Corp.		1,300		30,103
Toyo Tire & Rubber Co. Ltd.		6,300		97,715
ZEON Corp.		13,000		118,756

Netherlands—4.0%
Aegon N.V.		16,549		71,590
AerCap Holdings N.V.*		5,100		209,661
ArcelorMittal N.V.*		7,136		48,218
Koninklijke Ahold Delhaize N.V.		1,822		41,564
NN Group N.V.		7,629		229,807

New Zealand—0.2%
Z Energy Ltd.		5,579		31,181

Norway—1.1%
Austevoll Seafood ASA		3,567		32,160
DNO ASA*		67,181		57,338
Leroy Seafood Group ASA		712		37,643
SalMar ASA		1,244		40,370

Singapore—1.1%
Singapore Telecommunications Ltd.		59,500		165,822

Spain—1.5%
Almirall S.A.		2,227		32,013
Banco Santander S.A.		6,857		33,600
Iberdrola S.A.		15,435		105,043
Repsol S.A.		3,922		54,761

Sweden—1.3%
Svenska Cellulosa AB SCA, Class B		6,959		197,099



COMMON STOCKS—98.3%	Shares		Value
Switzerland—4.0%
ABB Ltd.		1,379		$28,449
Geberit AG		76		32,131
Nestle S.A.		468		33,936
Novartis AG		3,454		245,122
Roche Holding AG		240		55,124
Swiss Re AG		2,227		206,692

United Kingdom—19.4%
Anglo American PLC*		8,581		119,098
AstraZeneca PLC		1,316		73,690
Aviva PLC		19,496		105,645
BAE Systems PLC		34,033		225,495
Barclays PLC		43,206		100,100
Bellway PLC		3,011		87,133
BP PLC		25,759		152,280
British American Tobacco PLC		3,834		219,739
BT Group PLC		21,508		98,723
GlaxoSmithKline PLC		17,434		344,398
HSBC Holdings PLC		21,913		165,031
Imperial Brands PLC		4,207		203,501
Investec PLC		8,034		49,861
John Wood Group PLC		5,187		48,754
National Grid PLC		5,339		69,449
Persimmon PLC		1,902		39,371
Reckitt Benckiser Group PLC		784		70,137
Royal Dutch Shell PLC, Class B		14,486		373,632
Shire PLC		4,669		263,625
WPP PLC		6,339		137,640
Total common stocks (cost $14,654,039)				14,911,126

MONEY MARKET FUNDS—1.6%
Fidelity Institutional Money Market Funds—Government Portfolio—Institutional Shares, 0.27%#		249,047		249,047
Total money market funds (cost $249,047)				249,047

Total investment portfolio (cost $14,903,086)—99.9%‡				15,160,173

Other assets in excess of liabilities—0.1%				13,413

Total net assets—100.0%				$15,173,586

* Non-income producing security

# Annualized seven-day yield as of October 31, 2016.

‡ As of October 31, 2016, aggregate cost for federal income tax purposes was $14,940,942, Net unrealized appreciation (depreciation) on a tax-basis was $219,231, including aggregate gross unrealized appreciation and depreciation of $1,184,306 and $(965,075), respectively. The difference between book-basis and tax-basis unrealized appreciation (depreciation) was primarily attributable to deferral of losses from wash sales.


The accompanying notes are an integral part of the financial statements.			15

Investment Portfolios


10.31.2016


EAGLE INTERNATIONAL STOCK FUND (cont’d)
Sector allocation (unaudited)
Sector	Percent of net assets
Financials		16.5%
Health care		13.1%
Industrials		10.9%
Materials		10.7%
Consumer discretionary		10.5%
Energy		8.3%
Telecommunication services		7.6%
Consumer staples		7.2%
Utilities		6.4%
Real estate		3.8%
Information technology		3.3%
Money market funds		1.6%


Industry allocation (unaudited)
Industry	Value		Percent of net assets
Banks		$1,464,362		9.7%
Pharmaceuticals		1,241,677		8.2%
Oil, gas & consumable fuels		1,216,696		8.0%
Metals & mining		881,822		5.8%
Insurance		811,747		5.4%
Diversified telecommunication services		676,059		4.5%
Electric utilities		670,623		4.4%
Automobiles		657,772		4.3%
Trading companies & distributors		586,334		3.9%
Real estate management & development		568,877		3.8%
Auto components		484,145		3.2%
Health care providers & services		483,567		3.2%
Wireless telecommunication services		477,567		3.1%
Tobacco		423,240		2.8%
Chemicals		351,555		2.3%
Food products		313,071		2.1%
Multi-utilities		283,383		1.9%
IT services		276,197		1.8%
Household products		267,236		1.8%
Industrial conglomerates		264,843		1.7%
Biotechnology		263,625		1.7%
Money market funds		249,047		1.6%
Electrical equipment		230,892		1.5%
Aerospace & defense		225,495		1.5%
Construction & engineering		202,804		1.3%
Diversified financial services		180,649		1.2%



Industry allocation (unaudited)
Industry	Value		Percent of net assets
Media		$171,509		1.1%
Household durables		164,509		1.1%
Containers & packaging		156,783		1.0%
Construction materials		155,066		1.0%
Electronic equipment, instruments & components		104,120		0.7%
Food & staples retailing		87,931		0.6%
Software		84,555		0.6%
Paper & forest products		75,926		0.5%
Building products		74,269		0.5%
Marine		61,123		0.4%
Leisure products		58,728		0.4%
Capital markets		49,861		0.3%
Specialty retail		49,451		0.3%
Energy equipment & services		48,754		0.3%
Semiconductors & semiconductor equipment		42,408		0.3%
Independent power & renewable electricity producers		21,895		0.1%


EAGLE INVESTMENT GRADE BOND FUND	Principal amount		Value
CORPORATE BONDS—64.1%	Principal amount		Value
Domestic—57.8%
Auto manufacturers—4.1%
Ford Motor Credit Co. LLC, 2.02%, 05/03/19		$250,000		$249,796
General Motors Financial Co, Inc., 3.20%, 07/06/21		250,000		252,578
Hyundai Capital America,
144A, 2.40%, 10/30/18 (a)		250,000		252,935
144A, 2.45%, 06/15/21 (a)		250,000		251,637
Nissan Motor Acceptance Corp., 144A, 1.90%, 09/14/21 (a)		500,000		493,809
Toyota Motor Credit Corp., FRN, 1.27%, 01/17/19		500,000		500,325

Banks—7.3%
BankUnited, Inc., 4.88%, 11/17/25		250,000		253,756
BB&T Corp., 2.45%, 01/15/20		250,000		254,876
Capital One NA, 2.40%, 09/05/19		250,000		253,751
Citizens Bank NA, 2.45%, 12/04/19		250,000		253,314
First Tennessee Bank NA, 2.95%, 12/01/19		250,000		253,498
JPMorgan Chase & Co.,
2.30%, 08/15/21		250,000		249,946
2.55%, 03/01/21		250,000		253,803
Manufacturer & Traders Trust Co., 2.30%, 01/30/19		250,000		253,589
PNC Bank NA, 2.30%, 06/01/20		250,000		253,968
Regions Financial Corp., 3.20%, 02/08/21		250,000		259,502
SunTrust Banks, Inc., 2.90%, 03/03/21		250,000		258,771
The Huntington National Bank, 2.40%, 04/01/20		250,000		252,871
US Bank NA, FRN, 1.37%, 10/28/19		500,000		500,451

Beverages—1.5%
Anheuser Busch InBev Finance, Inc., 3.65%, 02/01/26		250,000		263,666
Dr Pepper Snapple Group, Inc., 2.55%, 09/15/26		250,000		243,815
PepsiCo, Inc., FRN, 1.13%, 10/04/19		250,000		249,919


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

Investment Portfolios


			10.31.2016


EAGLE INVESTMENT GRADE BOND FUND (cont’d)
CORPORATE BONDS—64.1%	Principal amount		Value
Biotechnology—1.1%
Biogen, Inc., 2.90%, 09/15/20		$150,000		$154,762
Celgene Corp., 3.95%, 10/15/20		135,000		145,101
Gilead Sciences, Inc., 1.95%, 03/01/22		250,000		248,098

Building products—0.5%
Lennox International, Inc., 3.00%, 11/15/23		250,000		249,698

Capital markets—3.8%
Intercontinental Exchange, Inc., 2.75%, 12/01/20		250,000		258,205
Legg Mason, Inc., 2.70%, 07/15/19		59,000		60,057
Moody’s Corp., 2.75%, 07/15/19		250,000		256,065
Nasdaq, Inc., 5.25%, 01/16/18		500,000		521,414
S&P Global, Inc., 2.50%, 08/15/18		250,000		253,616
The Goldman Sachs Group, Inc.,
2.63%, 04/25/21		250,000		253,018
2.88%, 02/25/21		250,000		255,249

Communications equipment—1.2%
Cisco Systems, Inc., 1.85%, 09/20/21		500,000		498,336
Juniper Networks, Inc., 3.13%, 02/26/19		100,000		102,496

Computers—0.5%
Diamond 1 Finance Corp. / Diamond 2 Finance Corp., 144A, 4.42%, 06/15/21 (a)		250,000		261,678

Consumer finance—0.5%
Synchrony Financial, 3.00%, 08/15/19		250,000		255,131

Diversified telecommunication services—0.6%
AT&T, Inc., 5.88%, 10/01/19		250,000		276,925

Electric—1.6%
Exelon Generation Co. LLC, 5.20%, 10/01/19		250,000		273,442
NextEra Energy Capital Holdings, Inc., 2.70%, 09/15/19		250,000		256,718
PSEG Power LLC, 5.13%, 04/15/20		210,000		228,971

Electronic equipment, instruments & components—1.1%
Amphenol Corp., 3.13%, 09/15/21		250,000		258,488
FLIR Systems, Inc., 3.13%, 06/15/21		250,000		255,763

Equity real estate investment trusts (REITs)—1.6%
American Tower Corp., 3.30%, 02/15/21		250,000		259,085
Omega Healthcare Investors, Inc., 4.38%, 08/01/23		250,000		255,625
Ventas Realty LP, 3.13%, 06/15/23		250,000		253,675

Food—0.5%
Kraft Heinz Foods Co., 2.80%, 07/02/20		250,000		257,461

Food products—1.6%
Ingredion, Inc., 1.80%, 09/25/17		250,000		250,945
Mead Johnson Nutrition Co., 3.00%, 11/15/20		250,000		258,249
The J.M. Smucker Co., 2.50%, 03/15/20		250,000		255,182

Health care equipment & supplies—1.3%
CareFusion Corp., 6.38%, 08/01/19		103,000		115,281
Edwards Lifesciences Corp., 2.88%, 10/15/18		250,000		255,596
St. Jude Medical, Inc., 2.80%, 09/15/20		100,000		102,654
Zimmer Biomet Holdings, Inc., 2.70%, 04/01/20		178,000		181,075

Health care providers & services—2.1%
Aetna, Inc., 3.95%, 09/01/20		250,000		266,925
Express Scripts Holding Co., 3.90%, 02/15/22		250,000		267,323
Owens & Minor, Inc., 3.88%, 09/15/21		500,000		514,593



CORPORATE BONDS—64.1%	Principal amount		Value
Insurance—4.3%
Assurant, Inc., 2.50%, 03/15/18		$500,000		$505,055
Berkshire Hathaway Finance Corp., FRN, 1.08%, 08/15/19		500,000		500,682
Chubb INA Holdings, Inc., 2.30%, 11/03/20		250,000		255,101
Metropolitan Life Global Funding I, 144A, 2.30%, 04/10/19 (a)		500,000		507,886
TIAA Asset Management Finance Co. LLC, 144A, 4.13%, 11/01/24 (a)		335,000		347,618

IT services—1.9%
Broadridge Financial Solutions, Inc., 3.95%, 09/01/20		250,000		263,433
Fidelity National Information Services, Inc., 2.25%, 08/15/21		250,000		249,979
Fiserv, Inc., 4.63%, 10/01/20		100,000		108,954
Total System Services, Inc., 2.38%, 06/01/18		300,000		301,889

Leisure products—0.5%
Mattel, Inc., 2.35%, 08/15/21		250,000		250,202

Life sciences tools & services—0.5%
Thermo Fisher Scientific, Inc., 3.00%, 04/15/23		250,000		253,831

Machinery—0.5%
Illinois Tool Works, Inc., 2.65%, 11/15/26		250,000		249,213

Machinery-diversified—0.3%
John Deere Capital Corp., FRN, 1.26%, 10/09/19		150,000		149,914

Media—2.1%
Discovery Communications LLC, 5.63%, 08/15/19		200,000		218,022
Scripps Networks Interactive, Inc., 2.80%, 06/15/20		250,000		254,995
The Interpublic Group of Cos., Inc., 4.20%, 04/15/24		291,000		310,965
Time Warner Cable LLC, 5.00%, 02/01/20		250,000		269,420

Multi-utilities—0.7%
CenterPoint Energy, Inc., 6.50%, 05/01/18		100,000		106,589
Sempra Energy, 1.63%, 10/07/19		250,000		249,504

Oil & gas services—0.5%
Schlumberger Holdings Corp., 144A, 3.00%, 12/21/20 (a)		250,000		259,268

Oil, gas & consumable fuels—2.4%
HollyFrontier Corp., 5.88%, 04/01/26		250,000		265,689
Kinder Morgan Energy Partners LP, 2.65%, 02/01/19		250,000		253,024
Magellan Midstream Partners LP, 6.55%, 07/15/19		250,000		279,082
ONEOK Partners LP, 3.80%, 03/15/20		100,000		104,264
Williams Partners LP, 5.25%, 03/15/20		250,000		270,447

Pharmaceuticals—1.1%
Bayer US Finance LLC, 144A, 3.00%, 10/08/21 (a)		500,000		515,528

Pipelines—0.6%
Enterprise Products Operating LLC, 4.05%, 02/15/22		250,000		269,811

Private equity—0.5%
Apollo Management Holdings LP, 144A, 4.40%, 05/27/26 (a)		250,000		258,299

Professional services—0.8%
The Dun & Bradstreet Corp., 4.00%, 06/15/20		100,000		104,022
Verisk Analytics, Inc., 5.80%, 05/01/21		250,000		284,848

Road & rail—0.3%
Ryder System, Inc., 2.65%, 03/02/20		150,000		152,873

Semiconductors & semiconductor equipment—1.0%
KLA-Tencor Corp., 3.38%, 11/01/19		250,000		257,993
NVIDIA Corp., 2.20%, 09/16/21		250,000		249,291


The accompanying notes are an integral part of the financial statements.			17

Investment Portfolios


10.31.2016


EAGLE INVESTMENT GRADE BOND FUND (cont’d)
CORPORATE BONDS—64.1%	Principal amount		Value
Software—3.7%
Activision Blizzard, Inc., 144A, 2.30%, 09/15/21 (a)		$250,000		$248,673
CA, Inc.,
2.88%, 08/15/18		250,000		255,078
5.38%, 12/01/19		250,000		275,891
Electronic Arts, Inc., 3.70%, 03/01/21		250,000		264,634
Intuit, Inc., 5.75%, 03/15/17		250,000		254,227
Oracle Corp., FRN, 1.46%, 01/15/19		500,000		503,734

Specialty retail—1.6%
AutoNation, Inc., 6.75%, 04/15/18		250,000		266,837
Home Depot, Inc., 2.13%, 09/15/26		100,000		96,490
O’Reilly Automotive, Inc., 3.80%, 09/01/22		397,000		417,509

Technology hardware, storage & peripherals—3.1%
Apple, Inc., FRN, 0.91%, 08/02/19		500,000		499,998
EMC Corp., 1.88%, 06/01/18		250,000		246,556
Hewlett Packard Enterprise Co., 144A, 2.70%, 10/05/17 (a)		250,000		252,596
HP, Inc., 4.65%, 12/09/21		250,000		273,056
NetApp, Inc., 3.38%, 06/15/21		250,000		260,126

Trading companies & distributors—0.5%
Air Lease Corp., 2.63%, 09/04/18		250,000		253,112
Total domestic corporate bonds (cost $27,985,199)				28,373,684

Foreign—6.3%
Aerospace & defense—0.4%
Rolls-Royce PLC, 144A, 2.38%, 10/14/20 (a)		200,000		202,516

Auto components—1.1%
Delphi Automotive PLC, 3.15%, 11/19/20		497,000		512,221

Banks—1.0%
National Australia Bank Ltd., 144A, 2.25%, 07/01/19 (a)		250,000		253,269
Royal Bank Of Canada, 2.10%, 10/14/20		250,000		253,188

Electronics—0.3%
Tyco Electronics Group S.A., 2.38%, 12/17/18		150,000		152,312

Food—0.5%
Mondelez International Holdings Netherlands BV, 144A, 2.00%, 10/28/21 (a)		250,000		247,866

Food products—0.5%
Danone SA, 144A, 2.59%, 11/02/23 (a)		250,000		250,177

Insurance—0.5%
Trinity Acquisition PLC, 3.50%, 09/15/21		250,000		257,197

Internet software & services—0.5%
Tencent Holdings Ltd., 144A, 2.88%, 02/11/20 (a)		250,000		255,601

Media—0.5%
Sky PLC, 144A, 9.50%, 11/15/18 (a)		205,000		235,254

Pharmaceuticals—1.0%
Mylan NV, 144A, 2.50%, 06/07/19 (a)		250,000		252,797
Shire Acquisitions Investments Ireland DAC, 2.40%, 09/23/21		250,000		248,296
Total foreign corporate bonds (cost $3,098,643)				3,120,694

Total corporate bonds (cost $31,083,842)				31,494,378



MORTGAGE AND ASSET-BACKED SECURITIES—24.3%	Principal amount		Value
Asset Backed Securities—4.4%
Citibank Credit Card Issuance Trust, Series 2008-A1, Class A-1, 5.35%, 02/07/20		$415,000		$436,422
Ford Credit Auto Owners Trust, Series 2015-A, Class A-4, 1.64%, 06/15/20		350,000		352,161
Hyundai Auto Receivables Trust, Series 2014-A, Class B, 1.73%, 08/15/19		1,000,000		1,000,779
Toyota Auto Receivables Owner Trust, Series 2015-C, Class A-4,1.69%, 12/15/20		350,000		352,669

Federal agency mortgage-backed obligations—19.9%
Fannie Mae Pool,
Series 0323, Class AS, 2.50%, 08/01/23		398,762		410,490
Series 0798, Class AK, 3.50%, 01/01/27		385,026		406,774
Series 1895, Class MA, 2.50%, 05/01/24		339,835		349,830
Series 1935, Class MA, 3.00%, 06/01/24		329,287		344,595
Series 2020, Class MA, 2.50%, 09/01/24		343,999		354,117
Series 2126, Class MA, 3.50%, 12/01/24		496,078		524,254
Series 2154, Class MA, 3.00%, 01/01/25		395,988		414,397
Series 2185, Class MA, 3.00%, 02/01/25		349,569		365,820
Series 2233, Class MA, 2.50%, 04/01/25		371,612		382,542
Series 2239, Class MA, 3.00%, 04/01/25		732,284		766,327
Series 2570, Class MA, 3.00%, 03/01/26		553,023		579,078
Series 2612, Class MA, 2.50%, 05/01/26		505,178		520,510
Series 7446, Class AA, 4.00%, 06/01/24		163,185		173,887
Freddie Mac Gold Pool,
Series 13368, Class G, 6.00%, 11/01/23		339,763		365,680
Series 18509, Class G, 3.50%, 04/01/29		459,493		486,650
Series 18513, Class G, 3.50%, 05/01/29		377,874		400,208
Series 18519, Class��G, 3.50%, 07/01/29		826,650		875,508
Series 18592, Class G, 3.00%, 03/01/31		549,678		575,919
Series 18597, Class G, 3.50%, 04/01/31		690,444		731,251
Ginnie Mae I Pool, Series 783112, 5.50%, 09/15/22		250,737		265,428
Ginnie Mae II Pool, Series 5107, 4.00%, 07/20/26		432,977		459,902
Total mortgage and asset-backed securities (cost $11,801,262)				11,895,198

FOREIGN GOVERNMENT BONDS—0.3%
Province of Alberta Canada, 144A, 1.75%, 08/26/20 (a)		150,000		151,080
Total foreign government bonds (cost $149,308)				151,080

U.S. TREASURIES—3.6%
U.S. Treasury Notes,
2.25%, 11/15/25		1,250,000		1,297,070
2.63%, 04/30/18		450,000		462,094
Total U.S. Treasuries (cost $1,766,066)				1,759,164

U.S. GOVERNMENT AGENCY SECURITIES—2.2%
Fannie Mae, 1.00%, 10/24/19		250,000		249,381
Private Export Funding Corp., 4.30%, 12/15/21		750,000		849,820
Total U.S. Government agency securities (cost $1,092,317)				1,099,201


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

Investment Portfolios


			10.31.2016

EAGLE INVESTMENT GRADE BOND FUND (cont’d)

SUPRANATIONAL BANKS—5.1%

Principal
amount

Value

Inter-American Development Bank,

1.75%, 10/15/19

$1,000,000

$1,015,175

1.88%, 06/16/20

500,000

508,856

International Bank for Reconstruction & Development, FRN, 0.98%, 10/13/20

1,000,000

999,985

Total supranational banks (cost $2,495,090)

2,524,016

MONEY MARKET FUNDS—1.5%

Shares

Fidelity Institutional Money Market Funds—Government
Portfolio—Institutional Shares, 0.27%#

755,604

Total money market funds (cost $755,604)

755,604

Total investment portfolio (cost $49,143,489)—101.1%‡

49,678,641

Liabilities in excess of other assets—(1.1)%

(549,905

)

Total net assets—100.0%

$49,128,736

(a) Restricted securities deemed to be liquid for purpose of compliance limitations on holdings of illiquid securities. At October 31, 2016, these securities aggregated $5,498,487 or 11.2% of the net assets of the Fund.

#Annualized seven-day yield as of October 31, 2016.

‡ As of October 31, 2016, aggregate cost for federal income tax purposes was $49,145,855, Net unrealized appreciation (depreciation) on a tax-basis was $532,786, including aggregate gross unrealized appreciation and depreciation of $589,980 and $(57,194), respectively. The difference between book-basis and tax-basis unrealized appreciation (depreciation) was primarily attributable to deferral of losses from wash sales.

144A—Securities are purchased under Rule 144A of the Securities Act of 1933 or are private placements and, unless registered under the Securities Act of 1933 or exempted from registration, generally may only be sold to qualified institutional buyers.

FRN—Floating rate notes set their interest rates on a semiannual or quarterly basis. Rate shown was as of October 31, 2016.


Credit quality breakdown (unaudited)*
Rating	Percent of net assets
AAA/Aaa		35.7%
AA/Aa		9.2%
A/A		16.8%
BBB/Baa		37.4%
BB/Ba		0.5%
Not rated		0.0%

* The table depicts the long-term credit-quality ratings assigned to the Fund’s portfolio holdings by Standard & Poor’s^® (“S&P”), Moody’s Investors Service (“Moody’s”), and Fitch Ratings Inc. (“Fitch”), each of which is a widely used independent nationally recognized statistical rating organization (“NRSRO”). NRSRO ratings are shown because they provide an independent analysis of the credit quality of the Fund’s investments. These credit quality ratings are shown without regard to gradations within a given rating category. For example, securities rated “A-” have been included in the “A” rated category. Securities may be rated by other NRSROs and these ratings may be higher or lower. When ratings from multiple agencies are available, the highest is used, consistent with the Fund’s portfolio investment process. Credit quality ratings are subject to change without notice.

For more information on S&P’s rating methodology, please visit standardandpoors.com and select “Understanding Ratings” under Rating Resources on the homepage. For more information on Moody’s rating methodology, please visit moodys.com and select “Rating Methodologies” under Research & Ratings on the homepage. For more information on Fitch’s rating methodology, please visit fitchratings.com and select “Ratings Definitions” at the bottom of the homepage. Eagle Asset Management, Inc. (“Manager”) also performs its own fundamental credit analysis of each security. As part of its fundamental credit analysis, the Manager considers various criteria, including industry specific actions, peer comparisons, payment ranking, and structure-specific characteristics. Any securities that are not rated by S&P, Moody’s, or Fitch appear in the table as “Not rated.” However, these securities are analyzed and monitored by the Manager on an ongoing basis. Government securities that are issued or guaranteed as to principal and interest by the U.S. government are not rated, but are treated by the Fund, and reflected in the table above, as being rated AAA and Aaa for credit quality purposes.



EAGLE MID CAP GROWTH FUND
COMMON STOCKS—99.0%	Shares		Value
Aerospace & defense—1.0%
Hexcel Corp.		311,742		$14,181,144

Airlines—2.1%
Delta Air Lines, Inc.		410,503		17,146,710
Southwest Airlines Co.		293,333		11,747,987

Banks—0.9%
Signature Bank*		107,196		12,923,550

Beverages—4.3%
Constellation Brands, Inc., Class A		258,453		43,192,665
Monster Beverage Corp.*		108,135		15,608,206

Biotechnology—0.7%
BioMarin Pharmaceutical, Inc.*		116,695		9,396,281

Building products—2.8%
A.O. Smith Corp.		299,368		13,522,453
Allegion PLC		165,008		10,534,111
Fortune Brands Home & Security, Inc.		264,253		14,436,141

Capital markets—4.5%
Ameriprise Financial, Inc.		208,807		18,456,451
FactSet Research Systems, Inc.		79,098		12,238,043
Moody’s Corp.		146,299		14,705,975
TD Ameritrade Holding Corp.		456,665		15,622,509

Chemicals—2.0%
Huntsman Corp.		570,755		9,674,297
The Scotts Miracle-Gro Co., Class A		81,208		7,153,613
The Sherwin-Williams Co.		44,003		10,774,575

Commercial services & supplies—2.9%
Waste Connections, Inc.		520,236		39,126,950

Communications equipment—1.5%
Juniper Networks, Inc.		439,019		11,563,761
Palo Alto Networks, Inc.*		60,311		9,277,641

Construction materials—1.9%
Martin Marietta Materials, Inc.		137,788		25,543,139

Diversified telecommunication services—1.8%
SBA Communications Corp., Class A*		221,878		25,134,340

Electrical equipment—2.2%
Acuity Brands, Inc.		74,410		16,635,844
Sensata Technologies Holding N.V.*		374,614		13,384,958


The accompanying notes are an integral part of the financial statements.			19

Investment Portfolios


10.31.2016


EAGLE MID CAP GROWTH FUND (cont’d)
COMMON STOCKS—99.0%	Shares		Value
Electronic equipment, instruments & components—2.8%
Amphenol Corp., Class A		225,639		$14,876,379
Coherent, Inc.*		131,698		13,712,396
IPG Photonics Corp.*		108,071		10,483,968

Equity real estate investment trusts (REITs)—3.3%
Brixmor Property Group, Inc.		670,356		17,040,450
Crown Castle International Corp.		186,171		16,939,699
Equity Residential		190,694		11,775,354

Food products—1.4%
The WhiteWave Foods Co.*		364,468		19,859,861

Health care equipment & supplies—8.2%
ABIOMED, Inc.*		84,991		8,923,205
Align Technology, Inc.*		118,553		10,186,074
CR Bard, Inc.		57,614		12,483,802
DexCom, Inc.*		92,921		7,270,139
Edwards Lifesciences Corp.*		192,424		18,322,613
Intuitive Surgical, Inc.*		34,228		23,003,954
The Cooper Companies, Inc.		81,221		14,298,145
West Pharmaceutical Services, Inc.		126,417		9,611,484
Zimmer Biomet Holdings, Inc.		84,387		8,894,390

Health care providers & services—3.5%
AmerisourceBergen Corp.		86,647		6,093,017
Centene Corp.*		250,274		15,637,119
Cigna Corp.		63,518		7,547,844
Laboratory Corp. of America Holdings*		52,205		6,543,375
VCA, Inc.*		195,143		11,993,489

Health care technology—0.5%
Cerner Corp.*		123,830		7,253,961

Hotels restaurants & leisure—5.1%
Dominos Pizza, Inc.		97,381		16,480,760
ILG, Inc.		508,748		8,333,292
Marriott International, Inc., Class A		146,390		10,057,021
Royal Caribbean Cruises Ltd.		375,140		28,837,012
Vail Resorts, Inc.		38,032		6,063,822

Household durables—3.2%
Harman International Industries, Inc.		317,865		25,337,019
Lennar Corp., Class A		431,801		18,001,784

Household products—1.9%
Church & Dwight Co., Inc.		545,956		26,347,837

Internet & direct marketing retail—1.8%
Liberty Interactive Corp. QVC Group, Class A*		966,079		17,862,801
TripAdvisor, Inc.*		103,534		6,675,872

Internet software & services—2.0%
CoStar Group, Inc.*		58,245		10,898,805
LinkedIn Corp., Class A*		51,032		9,675,667
Twitter, Inc.*		361,093		6,481,619

IT services—0.7%
FleetCor Technologies, Inc.*		52,050		9,124,365

Leisure products—0.7%
Brunswick Corp.		235,526		10,245,381

Life sciences tools & services—0.8%
Illumina, Inc.*		84,544		11,509,820



COMMON STOCKS—99.0%	Shares		Value
Machinery—1.7%
The Middleby Corp.*		98,200		$11,009,202
WABCO Holdings, Inc.*		127,597		12,563,201

Media—3.0%
Lions Gate Entertainment Corp.		546,122		11,119,044
Sirius XM Holdings, Inc.*		7,119,229		29,687,185

Multiline retail—1.3%
Dollar Tree, Inc.*		120,860		9,130,973
Macy’s, Inc.		226,523		8,265,824

Oil, gas & consumable fuels—3.0%
Diamondback Energy, Inc.*		237,640		21,694,155
RSP Permian, Inc.*		536,477		19,366,820

Pharmaceuticals—0.9%
Zoetis, Inc.		268,303		12,824,883

Professional services—2.3%
IHS Markit Ltd.*		467,927		17,215,034
Verisk Analytics, Inc.*		169,493		13,822,154

Road & rail—0.7%
Old Dominion Freight Line, Inc.*		129,111		9,642,009

Semiconductors & semiconductor equipment—4.8%
Lam Research Corp.		116,449		11,279,250
Microchip Technology, Inc.		293,047		17,743,996
Micron Technology, Inc.*		805,022		13,814,178
NVIDIA Corp.		320,946		22,838,517

Software—8.0%
ANSYS, Inc.*		146,020		13,338,927
Autodesk, Inc.*		230,722		16,676,586
Cadence Design Systems, Inc.*		387,598		9,914,757
Electronic Arts, Inc.*		196,762		15,449,752
ServiceNow, Inc.*		122,880		10,802,381
Splunk, Inc.*		285,520		17,185,449
Synopsys, Inc.*		213,577		12,667,252
Tableau Software, Inc., Class A*		126,833		6,094,325
The Ultimate Software Group, Inc.*		39,102		8,250,131

Specialty retail—6.1%
AutoZone, Inc.*		17,675		13,117,678
Burlington Stores, Inc.*		313,503		23,493,915
O’Reilly Automotive, Inc.*		60,492		15,996,504
Sally Beauty Holdings, Inc.*		833,185		21,612,819
Ulta Salon, Cosmetics & Fragrance, Inc.*		41,662		10,138,031

Technology hardware, storage & peripherals—1.0%
Seagate Technology PLC		383,444		13,155,964

Trading companies & distributors—1.7%
AerCap Holdings N.V.*		277,997		11,428,457
United Rentals, Inc.*		151,635		11,472,704
Total common stocks (cost $1,114,611,313)				1,359,476,996


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

Investment Portfolios


			10.31.2016

EAGLE MID CAP GROWTH FUND (cont’d)

MONEY MARKET
FUNDS—1.6%

Shares

Value

Fidelity Institutional Money Market Funds—Government Portfolio—Institutional Shares, 0.27%#

22,048,050

$22,048,050

Total money market funds (cost $22,048,050)

22,048,050

Total investment portfolio (cost $1,136,659,363)—100.6%‡

1,381,525,046

Liabilities in excess of other assets—(0.6)%

(8,432,549

)

Total net assets—100.0%

$1,373,092,497

* Non-income producing security

# Annualized seven-day yield as of October 31, 2016.

‡ As of October 31, 2016, aggregate cost for federal income tax purposes was $1,141,462,922, Net unrealized appreciation (depreciation) on a tax-basis was $240,062,124, including aggregate gross unrealized appreciation and depreciation of $303,161,042 and $(63,098,918), respectively. The difference between book-basis and tax-basis unrealized appreciation (depreciation) was primarily attributable to deferral of losses from wash sales.



Sector allocation (unaudited)
Sector	Percent of net assets
Consumer discretionary		21.2%
Information technology		20.8%
Industrials		17.3%
Health care		14.7%
Consumer staples		7.6%
Financials		5.4%
Materials		3.9%
Real estate		3.3%
Energy		3.0%
Telecommunication services		1.8%
Money market funds		1.6%



EAGLE MID CAP STOCK FUND
COMMON STOCKS—97.5%	Shares		Value
Aerospace & defense—1.5%
B/E Aerospace, Inc.		37,238		$2,216,406
Rockwell Collins, Inc.		19,276		1,625,352

Auto components—0.9%
Delphi Automotive PLC		36,644		2,384,425

Banks—4.3%
First Republic Bank		41,265		3,071,354
Signature Bank*		39,967		4,818,421
Zions Bancorporation		94,289		3,037,049

Beverages—2.4%
Constellation Brands, Inc., Class A		36,703		6,133,805

Capital markets—2.3%
Lazard Ltd., Class A		95,345		3,476,279
NASDAQ, Inc.		39,024		2,496,365

Chemicals—0.8%
NewMarket Corp.		4,918		1,971,675



COMMON STOCKS—97.5%	Shares		Value
Commercial services & supplies—2.3%
Stericycle, Inc.*		32,910		$2,635,762
Waste Connections, Inc.		42,392		3,188,302

Communications equipment—0.9%
F5 Networks, Inc.*		17,097		2,362,976

Construction & engineering—1.2%
Quanta Services, Inc.*		102,009		2,932,759

Consumer finance—1.7%
Discover Financial Services		74,641		4,204,528

Containers & packaging—2.8%
Berry Plastics Group, Inc.*		76,023		3,326,006
Crown Holdings, Inc.*		71,448		3,876,054

Distributors—1.5%
LKQ Corp.*		120,747		3,897,713

Electrical equipment—2.8%
Acuity Brands, Inc.		9,848		2,201,718
AMETEK, Inc.		114,323		5,041,644

Electronic equipment, instruments & components—4.0%
Amphenol Corp., Class A		57,988		3,823,149
Cognex Corp.		56,025		2,890,890
FLIR Systems, Inc.		103,290		3,400,307

Energy equipment & services—1.2%
Core Laboratories N.V.		20,043		1,943,570
Weatherford International PLC*		214,803		1,035,350

Equity real estate investment trusts (REITs)—5.2%
Boston Properties, Inc.		24,512		2,953,206
Duke Realty Corp.		76,436		1,998,801
Equinix, Inc.		5,685		2,031,137
Essex Property Trust, Inc.		11,159		2,389,030
Extra Space Storage, Inc.		34,625		2,532,819
Hudson Pacific Properties, Inc.		41,315		1,389,010

Food products—1.1%
The WhiteWave Foods Co.*		51,510		2,806,780

Health care equipment & supplies—5.9%
DENTSPLY SIRONA, Inc.		68,079		3,919,308
Edwards Lifesciences Corp.*		17,999		1,713,865
STERIS PLC		39,235		2,621,682
Teleflex, Inc.		17,240		2,467,561
The Cooper Companies, Inc.		16,296		2,868,748
Varian Medical Systems, Inc.*		15,127		1,372,473

Health care providers & services—3.9%
Centene Corp.*		44,553		2,783,671
Laboratory Corp. of America Holdings*		40,684		5,099,333
MEDNAX, Inc.*		34,056		2,085,930

Hotels, restaurants & leisure—2.3%
Panera Bread Co., Class A*		16,748		3,194,848
Wyndham Worldwide Corp.		39,934		2,629,255

Household durables—1.6%
Mohawk Industries, Inc.*		22,553		4,156,518

Household products—2.5%
Church & Dwight Co., Inc.		60,651		2,927,017
Spectrum Brands Holdings, Inc.		26,139		3,535,039

Industrial conglomerates—1.5%
Roper Technologies, Inc.		22,645		3,924,605


The accompanying notes are an integral part of the financial statements.			21

Investment Portfolios


10.31.2016


EAGLE MID CAP STOCK FUND (cont’d)
COMMON STOCKS—97.5%	Shares		Value
Insurance—5.8%
Arch Capital Group Ltd.*		52,717		$4,110,344
Arthur J Gallagher & Co.		120,005		5,787,841
Reinsurance Group of America, Inc.		44,516		4,801,496

Internet & direct marketing retail—0.7%
Liberty Interactive Corp., QVC Group, Class A*		91,598		1,693,647

IT services—3.5%
Amdocs Ltd.		40,093		2,343,436
Fiserv, Inc.*		53,531		5,271,733
Gartner, Inc.*		16,623		1,430,243

Life sciences tools & services—1.3%
Agilent Technologies, Inc.		76,251		3,322,256

Machinery—3.3%
Snap-on, Inc.		31,823		4,903,925
The Middleby Corp.*		32,120		3,600,973

Media—1.1%
Omnicom Group, Inc.		33,852		2,702,067

Metals & mining—1.0%
Reliance Steel & Aluminum Co.		38,108		2,621,068

Multiline retail—0.9%
Dollar Tree, Inc.*		29,838		2,254,261

Multi-utilities—1.0%
CMS Energy Corp.		61,845		2,606,767

Oil, gas & consumable fuels—4.7%
Cimarex Energy Co.		27,380		3,535,579
Concho Resources, Inc.*		25,889		3,286,350
Noble Energy, Inc.		81,651		2,814,510
Range Resources Corp.		71,955		2,431,360

Pharmaceuticals—1.4%
Zoetis, Inc.		76,216		3,643,125

Professional services—1.0%
Verisk Analytics, Inc.*		31,638		2,580,079

Road & rail—2.1%
Genesee & Wyoming, Inc., Class A*		40,010		2,718,279
J.B. Hunt Transport Services, Inc.		31,705		2,587,445

Semiconductors & semiconductor equipment—3.0%
Analog Devices, Inc.		27,582		1,768,006
Microchip Technology, Inc.		67,876		4,109,892
Skyworks Solutions, Inc.		23,524		1,809,936

Software—6.3%
ANSYS, Inc.*		50,303		4,595,179
Manhattan Associates, Inc.*		46,775		2,368,686
Nice Ltd., Sponsored ADR		85,608		5,690,364
The Ultimate Software Group, Inc.*		16,334		3,446,311

Specialty retail—2.5%
Tractor Supply Co.		52,915		3,314,066
Ulta Salon, Cosmetics & Fragrance, Inc.*		12,626		3,072,411

Textiles, apparel & luxury goods—2.5%
Hanesbrands, Inc.		141,763		3,643,309
PVH Corp.		25,442		2,721,785

Trading companies & distributors—0.8%
Fastenal Co.		50,506		1,968,724
Total common stocks (cost $206,951,028)				248,947,948

MONEY MARKET FUNDS—2.1%

Shares

Value

Fidelity Institutional Money Market Funds—Government Portfolio—Institutional Shares, 0.27%#

5,288,835

$5,288,835

Total money market funds (cost $5,288,835)

5,288,835

Total investment portfolo (cost $212,239,863)—99.6%‡

254,236,783

Other assets in excess of liabilities—0.4%

1,120,916

Total net assets—100.0%

$255,357,699

* Non-income producing security

# Annualized seven-day yield as of October 31, 2016.

‡ As of October 31, 2016, aggregate cost for federal income tax purposes was $213,429,965. Net unrealized appreciation (depreciation) on a tax-basis was $40,806,818, including aggregate gross unrealized appreciation and depreciation of $49,832,194 and $(9,025,376), respectively. The difference between book-basis and tax-basis unrealized appreciation (depreciation) was primarily attributable to deferral of losses from wash sales.

ADR—American depository receipt



Sector allocation (unaudited)
Sector	Percent of net assets
Information technology		17.8%
Industrials		16.5%
Financials		14.0%
Consumer discretionary		14.0%
Health care		12.5%
Consumer staples		6.0%
Energy		5.9%
Real estate		5.2%
Materials		4.6%
Money market funds		2.1%
Utilities		1.0%



EAGLE SMALL CAP GROWTH FUND
COMMON STOCKS—98.6%	Shares		Value
Aerospace & defense—1.2%
Hexcel Corp.		1,056,896		$48,078,199

Air freight & logistics—0.1%
Echo Global Logistics, Inc.*		239,149		5,069,959

Airlines—1.4%
JetBlue Airways Corp.*		3,182,124		55,623,528

Banks—2.7%
Bank of the Ozarks, Inc.		928,717		34,325,380
Synovus Financial Corp.		1,531,003		50,630,269
UMB Financial Corp.		387,479		24,043,072

Biotechnology—6.1%
Acceleron Pharma, Inc.*		593,395		16,632,862
Acorda Therapeutics, Inc.*		1,127,320		19,953,564
Aimmune Therapeutics, Inc.*		1,467,197		23,885,967
Akebia Therapeutics, Inc.*		1,948,603		14,653,495
Alder Biopharmaceuticals, Inc.*		730,696		17,719,378


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

Investment Portfolios


			10.31.2016


EAGLE SMALL CAP GROWTH FUND (cont’d)
COMMON STOCKS—98.6%	Shares		Value
Biotechnology (cont’d)
Atara Biotherapeutics, Inc.*		841,151		$10,766,733
Exact Sciences Corp.*		730,169		11,376,033
Lexicon Pharmaceuticals, Inc.*		1,575,009		23,357,384
Neurocrine Biosciences, Inc.*		551,582		24,142,744
Ophthotech Corp.*		341,587		12,235,646
Sage Therapeutics, Inc.*		451,097		19,640,763
Sarepta Therapeutics, Inc.*		402,914		15,810,345
TESARO, Inc.*		174,377		21,078,692
Ultragenyx Pharmaceutical, Inc.*		295,409		17,426,177

Building products—1.2%
Builders FirstSource, Inc.*		1,809,270		17,495,641
Trex Co., Inc.*		625,000		33,631,250

Capital markets—1.4%
Stifel Financial Corp.*		1,512,116		59,184,220

Chemicals—4.1%
Chemtura Corp.*		1,089,498		35,735,535
Huntsman Corp.		2,421,523		41,044,815
Quaker Chemical Corp.		650,346		69,912,195
Sensient Technologies Corp.		282,038		21,014,651

Commercial services & supplies—3.9%
Ritchie Bros Auctioneers, Inc.		675,346		23,360,218
Waste Connections, Inc.		1,782,395		134,053,928

Communications equipment—0.4%
Infinera Corp.*		2,044,840		15,949,752

Construction materials—1.5%
Martin Marietta Materials, Inc.		328,288		60,858,029

Distributors—1.2%
Pool Corp.		521,306		48,262,509

Diversified consumer services—1.2%
Bright Horizons Family Solutions, Inc.*		397,945		26,626,500
Houghton Mifflin Harcourt Co.*		1,688,499		21,359,512

Electrical equipment—1.9%
Acuity Brands, Inc.		227,359		50,830,652
Thermon Group Holdings, Inc.*		1,391,128		25,499,376

Electronic equipment, instruments & components—5.2%
Cognex Corp.		991,148		51,143,237
Coherent, Inc.*		907,383		94,476,718
IPG Photonics Corp.*		481,923		46,751,350
Littelfuse, Inc.		165,657		23,109,151

Energy equipment & services—0.2%
Geospace Technologies Corp.*		559,634		10,314,055

Equity real estate investment trusts (REITs)—3.1%
CubeSmart		1,169,407		30,486,440
Equity One, Inc.		1,047,287		29,847,680
Seritage Growth Properties, Class A		723,397		32,950,733
The GEO Group, Inc.		1,283,247		30,746,598

Food & staples retailing—1.4%
Casey’s General Stores, Inc.		312,104		35,264,631
Sprouts Farmers Market, Inc.*		910,724		20,172,537

Food products—2.6%
Pinnacle Foods, Inc.		530,539		27,280,316
Snyder’s-Lance, Inc.		974,704		34,670,221
The WhiteWave Foods Co.*		779,635		42,482,311



COMMON STOCKS—98.6%	Shares		Value
Health care equipment & supplies—5.3%
ABIOMED, Inc.*		269,610		$28,306,354
Natus Medical, Inc.*		1,439,443		56,642,082
NuVasive, Inc.*		794,809		47,473,942
West Pharmaceutical Services, Inc.		645,527		49,079,418
ZELTIQ Aesthetics, Inc.*		984,983		32,602,937

Health care providers & services—2.5%
Adeptus Health, Inc., Class A*		490,847		14,784,311
Centene Corp.*		671,304		41,943,074
HealthSouth Corp.		603,031		24,211,695
Team Health Holdings, Inc.*		496,981		21,295,636

Health care technology—1.9%
Cotiviti Holdings, Inc.*		1,115,444		34,433,756
HMS Holdings Corp.*		2,047,943		43,150,159

Hotels restaurants & leisure—4.9%
Buffalo Wild Wings, Inc.*		127,038		18,503,085
Chuy’s Holdings, Inc.*		1,054,272		29,941,325
Dominos Pizza, Inc.		274,712		46,492,259
Intrawest Resorts Holdings, Inc.*		1,607,336		26,376,384
Jack in the Box, Inc.		257,567		24,141,755
Penn National Gaming, Inc.*		2,732,521		35,331,496
Planet Fitness, Inc., Class A*		839,200		17,791,040

Household durables—2.5%
Universal Electronics, Inc.*		1,446,921		101,501,508

Insurance—1.5%
Enstar Group Ltd.*		192,849		32,514,341
ProAssurance Corp.		526,745		28,075,509

Internet & direct marketing retail—2.0%
HSN, Inc.		551,056		20,774,811
Nutrisystem, Inc.		1,933,879		61,303,964

Internet software & services—1.9%
Cornerstone OnDemand, Inc.*		730,924		30,187,161
WebMD Health Corp.*		595,191		29,241,734
Zillow Group, Inc., Class A*		188,196		6,216,114
Zillow Group, Inc., Class C*		376,392		12,556,437

IT services—0.1%
Everi Holdings, Inc.*		2,814,421		5,656,986

Leisure products—0.3%
Brunswick Corp.		254,786		11,083,191

Life sciences tools & services—2.0%
PAREXEL International Corp.*		446,813		26,031,325
Patheon N.V.*		705,835		17,921,151
PRA Health Sciences, Inc.*		732,105		38,962,628

Machinery—2.3%
Chart Industries, Inc.*		99,900		2,771,226
Graco, Inc.		294,982		22,094,152
WABCO Holdings, Inc.*		452,720		44,574,811
Woodward, Inc.		417,322		24,613,652

Multiline retail—0.6%
Ollie’s Bargain Outlet Holdings, Inc.*		859,205		23,499,257

Oil, gas & consumable fuels—2.2%
Diamondback Energy, Inc.*		330,900		30,207,861
RSP Permian, Inc.*		1,612,345		58,205,654


The accompanying notes are an integral part of the financial statements.			23

Investment Portfolios


10.31.2016


EAGLE SMALL CAP GROWTH FUND (cont’d)
COMMON STOCKS—98.6%	Shares		Value
Pharmaceuticals—2.5%
Dermira, Inc.*		854,147		$26,777,508
Horizon Pharma PLC*		1,062,730		17,768,846
Prestige Brands Holdings, Inc.*		863,476		39,098,193
The Medicines Co.*		517,389		17,047,968

Professional services—0.4%
The Advisory Board Co.*		456,040		18,150,392

Road & rail—1.0%
Landstar System, Inc.		570,617		40,599,400

Semiconductors & semiconductor equipment—3.3%
Ambarella, Inc.*		327,492		20,098,184
Cavium, Inc.*		1,014,448		57,265,590
Teradyne, Inc.		886,438		20,645,141
Veeco Instruments, Inc.*		1,594,162		34,593,315

Software—12.5%
ANSYS, Inc.*		359,070		32,801,045
Aspen Technology, Inc.*		703,661		34,648,268
Ellie Mae, Inc.*		355,896		37,685,827
Fortinet, Inc.*		428,499		13,737,678
Guidewire Software, Inc.*		535,436		30,760,798
Imperva, Inc.*		685,151		25,282,072
Manhattan Associates, Inc.*		611,746		30,978,817
Proofpoint, Inc.*		982,558		77,012,896
PTC, Inc.*		1,511,888		71,723,967
RealPage, Inc.*		1,102,340		29,983,648
Take-Two Interactive Software, Inc.*		278,888		12,379,838
The Ultimate Software Group, Inc.*		391,923		82,691,834
Tyler Technologies, Inc.*		176,531		28,315,572

Specialty retail—5.7%
Burlington Stores, Inc.*		1,046,615		78,433,328
Camping World Holdings, Inc., Class A*		200,000		4,472,000
Genesco, Inc.*		1,495,793		80,473,663
MarineMax, Inc.*		1,277,509		25,486,305
Vitamin Shoppe, Inc.*		1,724,593		43,201,055

Technology hardware, storage & peripherals—0.5%
Electronics For Imaging, Inc.*		467,901		19,899,830

Textiles, apparel & luxury goods—1.2%
Steven Madden Ltd.*		1,432,420		47,842,828

Trading companies & distributors—0.7%
Air Lease Corp.		658,930		19,939,222
H&E Equipment Services, Inc.		605,641		8,448,692
Total common stocks (cost $3,064,249,285)				4,009,702,852

CONTINGENT VALUE RIGHTS—0.0%
Biotechnology—0.0%
Dyax Corp.* (a)		303,243		242,594

Total contingent value rights (cost $142,782)				242,594

MONEY MARKET
FUNDS—0.9%

Shares

Value

Fidelity Institutional Money Market Funds—Government Portfolio—Institutional Shares, 0.27%#

37,022,118

$37,022,118

Total money market funds (cost $37,022,118)

37,022,118

Total investment portfolio
(cost $3,101,414,185)—99.5%‡

4,046,967,564

Other assets in excess of liabilities—0.5%

18,466,230

Total net assets—100.0%

$4,065,433,794

(a) Security is fair valued as determined in good faith in accordance with the Pricing and Valuation Procedures approved by the Board of Trustees. The security is also illiquid and may not be sold by the Fund. As of October 31, 2016, the total market value of fair valued and illiquid securities held by the Fund is $242,594, representing less than 0.01% of the Fund’s net assets.

* Non-income producing security

# Annualized seven-day yield as of October 31, 2016.

‡ As of October 31, 2016, aggregate cost for federal income tax purposes was $3,123,989,194, Net unrealized appreciation (depreciation) on a tax-basis was $922,978,370, including aggregate gross unrealized appreciation and depreciation of $1,161,297,443 and $(238,319,073), respectively. The difference between book-basis and tax-basis unrealized appreciation (depreciation) was primarily attributable to deferral of losses from wash sales.



Sector allocation (unaudited)
Sector	Percent of net assets
Information technology		24.0%
Health care		20.3%
Consumer discretionary		19.5%
Industrials		14.2%
Financials		5.6%
Materials		5.6%
Consumer staples		3.9%
Real estate		3.1%
Energy		2.4%
Money market funds		0.9%



EAGLE SMALLER COMPANY FUND
COMMON STOCKS—98.8%	Shares		Value
Aerospace & defense—2.8%
B/E Aerospace, Inc.		9,562		$569,130
HEICO Corp.		9,806		662,494

Auto components—0.6%
Gentherm, Inc.*		8,853		249,212

Banks—8.5%
Central Pacific Financial Corp.		20,929		536,410
Chemical Financial Corp.		10,699		459,522
Eagle Bancorp, Inc.*		9,623		472,971
PacWest Bancorp		10,947		474,990
Signature Bank*		3,046		367,226
South State Corp.		7,725		566,629


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

Investment Portfolios


			10.31.2016


EAGLE SMALLER COMPANY FUND (cont’d)
COMMON STOCKS—98.8%	Shares		Value
Banks (cont’d)
Texas Capital Bancshares, Inc.*		7,480		$443,564
Western Alliance Bancorp*		12,054		450,337

Building products—1.1%
A.O. Smith Corp.		10,653		481,196

Capital markets—1.0%
Evercore Partners, Inc., Class A		8,303		446,286

Chemicals—2.9%
Balchem Corp.		8,955		679,684
Ingevity Corp.*		5,894		244,012
Innospec, Inc.		5,838		351,740

Commercial services & supplies—2.0%
Healthcare Services Group, Inc.		11,143		411,957
Ritchie Bros Auctioneers, Inc.		13,238		457,902

Communications equipment—0.9%
Plantronics, Inc.		7,745		400,494

Construction & engineering—0.7%
Primoris Services Corp.		16,353		327,551

Consumer finance—1.0%
PRA Group, Inc.*		14,594		465,549

Containers & packaging—2.7%
AptarGroup, Inc.		3,819		272,829
Berry Plastics Group, Inc.*		11,782		515,463
Graphic Packaging Holding Co.		33,988		424,850

Distributors—0.8%
Core-Mark Holding Co., Inc.		10,231		361,666

Diversified consumer services—1.0%
Bright Horizons Family Solutions, Inc.*		6,456		431,971

Diversified telecommunication services—0.6%
Iridium Communications, Inc.*		30,993		252,593

Electric utilities—0.9%
ALLETE, Inc.		6,754		413,953

Electronic equipment, instruments & components—2.7%
Cognex Corp.		9,693		500,159
FLIR Systems, Inc.		21,337		702,414

Energy equipment & services—1.4%
Core Laboratories N.V.		2,380		230,789
Forum Energy Technologies, Inc.*		13,152		236,736
Weatherford International PLC*		34,916		168,295

Equity real estate investment trusts (REITs)—4.7%
American Assets Trust, Inc.		12,282		487,718
CoreSite Realty Corp.		6,658		490,961
Corporate Office Properties Trust		10,597		282,834
Hudson Pacific Properties, Inc.		16,186		544,174
Terreno Realty Corp.		10,973		286,395

Food & staples retailing—1.3%
Casey’s General Stores, Inc.		5,063		572,068

Food products—1.1%
TreeHouse Foods, Inc.*		5,797		507,121

Health care equipment & supplies—6.7%
Globus Medical, Inc., Class A*		15,317		338,965
ICU Medical, Inc.*		3,346		466,098



COMMON STOCKS—98.8%	Shares		Value
Health care equipment & supplies (cont’d)
Integra LifeSciences Holdings Corp.*		6,321		$502,583
NuVasive, Inc.*		7,435		444,093
STERIS PLC		6,870		459,053
Teleflex, Inc.		2,542		363,836
West Pharmaceutical Services, Inc.		5,063		384,940

Health care providers & services—2.5%
Centene Corp.*		5,518		344,765
MEDNAX, Inc.*		6,873		420,971
VCA, Inc.*		5,485		337,108

Health care technology—1.0%
Medidata Solutions, Inc.*		1,083		51,973
Omnicell, Inc.*		11,826		385,823

Hotels, restaurants & leisure—3.3%
Bloomin’ Brands, Inc.		25,235		436,566
Popeyes Louisiana Kitchen, Inc.*		9,414		502,519
Texas Roadhouse, Inc.		12,575		509,539

Household durables—1.2%
Helen Of Troy Ltd.*		6,402		521,763

Household products—1.1%
Spectrum Brands Holdings, Inc.		3,449		466,443

Insurance—4.3%
AMERISAFE, Inc.		6,886		382,861
Arthur J Gallagher & Co.		9,220		444,681
James River Group Holdings Ltd.		15,515		583,985
Reinsurance Group of America, Inc.		4,697		506,618

Internet software & services—1.1%
SPS Commerce, Inc.*		7,891		492,241

IT services—1.5%
Gartner, Inc.*		3,693		317,746
Jack Henry & Associates, Inc.		4,167		337,610

Life sciences tools & services—2.6%
Bio-Rad Laboratories, Inc., Class A*		3,646		576,360
Bio-Techne Corp.		3,011		313,114
VWR Corp.*		10,484		288,415

Machinery—5.3%
CLARCOR, Inc.		6,468		402,374
Graco, Inc.		5,341		400,041
IDEX Corp.		2,778		240,130
Lincoln Electric Holdings, Inc.		3,734		245,809
Proto Labs, Inc.*		5,283		236,150
The Middleby Corp.*		3,787		424,561
The Toro Co.		8,424		403,341

Media—1.1%
Gray Television, Inc.*		30,507		271,512
MDC Partners, Inc., Class A		26,727		225,843

Metals & mining—1.2%
Reliance Steel & Aluminum Co.		4,195		288,532
Steel Dynamics, Inc.		8,901		244,421

Multiline retail—0.8%
Ollie’s Bargain Outlet Holdings, Inc.*		13,708		374,914

Multi-utilities—1.2%
Black Hills Corp.		8,740		540,569


The accompanying notes are an integral part of the financial statements.			25

Investment Portfolios


10.31.2016


EAGLE SMALLER COMPANY FUND (cont’d)
COMMON STOCKS—98.8%	Shares		Value
Oil, gas & consumable fuels—2.7%
Carrizo Oil & Gas, Inc.*		12,595		$426,089
Diamondback Energy, Inc.*		4,635		423,129
Gulfport Energy Corp.*		14,683		354,007

Pharmaceuticals—1.9%
Catalent, Inc.*		22,366		510,168
Prestige Brands Holdings, Inc.*		7,400		335,072

Professional services—0.9%
WageWorks, Inc.*		6,968		410,764

Real estate management & development—0.9%
HFF, Inc., Class A		15,742		419,209

Road & rail—2.1%
Genesee & Wyoming, Inc., Class A*		8,106		550,721
Landstar System, Inc.		5,066		360,446

Semiconductors & semiconductor equipment—3.1%
Cavium, Inc.*		6,048		341,410
Monolithic Power Systems, Inc.		5,942		468,289
Power Integrations, Inc.		8,787		566,322

Software—8.4%
Ellie Mae, Inc.*		8,562		906,630
Manhattan Associates, Inc.*		6,824		345,567
Monotype Imaging Holdings, Inc.		25,129		479,964
Nice Ltd., Sponsored ADR		13,818		918,482
Qualys, Inc.*		15,290		569,553
The Ultimate Software Group, Inc.*		2,418		510,174

Specialty retail—2.6%
Burlington Stores, Inc.*		9,559		716,351
Monro Muffler Brake, Inc.		8,164		449,020

Textiles, apparel & luxury goods—0.8%
Steven Madden Ltd.*		10,482		350,099

Thrifts & mortgage finance—0.6%
LendingTree, Inc.*		3,580		285,863

Trading companies & distributors—1.2%
MSC Industrial Direct Co., Inc., Class A		4,140		301,392
Watsco, Inc.		1,755		240,944
Total common stocks (cost $35,376,963)				43,920,376

MONEY MARKET FUNDS—2.1%
Fidelity Institutional Money Market Funds—Government Portfolio—Institutional Shares, 0.27%#		953,322		953,322
Total money market funds (cost $953,322)				953,322

Total investment portfolio (cost $36,330,285)—100.9%‡				44,873,698

Liabilities in excess of other assets—(0.9)%				(414,884	)

Total net assets—100.0%				$44,458,814

* Non-income producing security

# Annualized seven-day yield as of October 31, 2016.

‡ As of October 31, 2016, aggregate cost for federal income tax purposes was $36,807,244. Net unrealized appreciation (depreciation) on a tax-basis was $8,066,454, including aggregate gross unrealized appreciation and depreciation of $9,914,659 and $(1,848,205), respectively. The difference between book-basis and tax-basis unrealized appreciation (depreciation) was primarily attributable to deferral of losses from wash sales.

ADR—American depository receipt



Sector allocation (unaudited)
Sector	Percent of net assets
Information technology		17.7%
Industrials		16.0%
Financials		15.5%
Health care		14.7%
Consumer discretionary		12.2%
Materials		6.8%
Real estate		5.6%
Energy		4.1%
Consumer staples		3.5%
Utilities		2.1%
Money market funds		2.1%
Telecommunication services		0.6%

EAGLE TACTICAL ALLOCATION FUND

EXCHANGE TRADED FUNDS—91.2%

Shares

Value

Commodity—4.7%

iShares Gold Trust*

29,453

$362,861

Equity—31.4%

SPDR S&P500 ETF Trust

2,362

502,043

SPDR S&P MidCap 400 ETF Trust

6,965

1,913,773

Fixed income—55.1%

iShares Core U.S. Aggregate Bond ETF

31,653

3,522,979

iShares MBS ETF

3,292

360,902

iShares U.S. Treasury Bond ETF

13,996

360,677

Total exchange traded funds (cost $6,987,120)

7,023,235

MONEY MARKET FUNDS—3.5%

Fidelity Institutional Money Market Funds—Government Portfolio—Institutional Shares, 0.27%#

266,722

Total money market funds (cost $266,722)

266,722

Total investment portfolio (cost $7,253,842)—94.7%‡

7,289,957

Other assets in excess of liabilities—5.3%

412,272

Total net assets—100.0%

$7,702,229

* Non-income producing security

# Annualized seven-day yield as of October 31, 2016.

‡ As of October 31, 2016, aggregate cost for federal income tax purposes was $7,272,868. Net unrealized appreciation (depreciation) on a tax-basis was $17,089, including aggregate gross unrealized appreciation and depreciation of $94,860 and $(77,771), respectively. The difference between book-basis and tax-basis unrealized appreciation (depreciation) was primarily attributable to deferral of losses from wash sales.

ETF—Exchange Traded Fund


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

Investment Portfolios


			10.31.2016


EAGLE TACTICAL ALLOCATION FUND (cont’d)



Asset allocation (unaudited)
Asset class	Percent of net assets
Fixed income		55.1%
Equity		31.4%
Commodity		4.7%
Money market funds		3.5%


The accompanying notes are an integral part of the financial statements.			27

Statements of Assets and Liabilities


10.31.2016


	Eagle Capital Appreciation Fund		Eagle Growth & Income Fund		Eagle International Stock Fund			Eagle Investment Grade Bond Fund

Assets
Investments, at value (a)		$338,536,233		$553,147,291		$15,160,173			$49,678,641
Receivable for investments sold		2,145,401		—		—			513,415
Receivable for fund shares sold		256,450		621,907		2,650			66,345
Receivable for dividends and interest, net		238,790		712,013		80,626			276,800
Receivable due from advisor, net		—		—		18,637			9,520
Prepaid expenses		5,679		7,364		2,196			2,657
Deferred offering costs		—		—		—			—
Total assets		341,182,553		554,488,575		15,264,282			50,547,378

Liabilities
Payable for investments purchased		695,039		—		—			1,272,363
Payable for fund shares redeemed		450,733		725,809		4,257			40,287
Accrued custody fees		1,575		2,332		6,310			562
Accrued investment advisory fees, net		175,805		223,102		—			—
Accrued administrative fees		38,335		61,875		1,685			5,733
Accrued distribution fees		86,013		192,709		5,211			20,493
Accrued transfer agent and shareholder servicing fees		36,994		58,536		3,323			6,310
Accrued internal audit fees		1,012		1,012		1,012			1,012
Accrued trustees and officers compensation		18,969		18,969		18,969			18,969
Other accrued expenses		48,661		59,265		49,929			52,913
Total liabilities		1,553,136		1,343,609		90,696			1,418,642
Net assets		339,629,417		553,144,966		15,173,586			49,128,736

Net assets consists of
Paid-in capital		228,617,579		403,802,624		16,377,590			48,220,936
Undistributed net investment income (loss)		584,813		389,631		232,875			(31,692	)
Accumulated net realized gain (loss)		20,804,421		28,530,778		(1,690,639	)		404,340
Net unrealized appreciation on investments and translation
of assets and liabilities denominated in foreign currencies		89,622,604		120,421,933		253,760			535,152
Net assets		339,629,417		553,144,966		15,173,586			49,128,736

Net assets, at market value
Class A		145,151,351		151,971,404		3,594,832			16,831,753
Class C		62,473,720		184,720,374		4,864,672			19,801,659
Class I		123,751,169		179,292,623		6,049,743			11,568,759
Class R-3		1,072,228		2,629,267		628,808			201,379
Class R-5		7,178,435		235,927		26,350			23,987
Class R-6		2,514		34,295,371		9,181			701,199

Net asset value (“NAV”), offering and redemption price per share (b)
Class A		$35.05		$18.39		$15.02			$15.06
Maximum offering price (c)		36.80		19.31		15.77			15.65
Class C		26.88		17.68		14.79			15.03
Class I		36.55		18.35		15.11			15.09
Class R-3		33.95		18.32		15.04			15.06
Class R-5		36.44		18.38		15.11			15.08
Class R-6		36.35		18.32		15.14			15.13

Shares of beneficial interest outstanding
Class A		4,141,033		8,263,525		239,328			1,117,388
Class C		2,324,100		10,447,855		328,958			1,317,516
Class I		3,385,357		9,768,874		400,480			766,468
Class R-3		31,579		143,552		41,818			13,375
Class R-5		196,988		12,839		1,743			1,591
Class R-6		69		1,872,368		606			46,337

(a) identified cost		$248,913,629		$432,720,839		$14,903,086			$49,143,489

(b) NAV amounts may not recalculate due to rounding of net assets and / or shares outstanding.

(c) For all funds except Eagle Investment Grade Bond Fund, the maximum offering price is computed as 100/95.25 of NAV. The maximum offering price for the Eagle Investment Grade Bond Fund is computed as 100/96.25 of NAV.


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

Statements of Assets and Liabilities


			10.31.2016


Eagle Mid Cap Growth Fund			Eagle Mid Cap Stock Fund			Eagle Small Cap Growth Fund			Eagle Smaller Company Fund			Eagle Tactical Allocation Fund


	$1,381,525,046			$254,236,783			$4,046,967,564			$44,873,698			$7,289,957
	6,291,066			1,683,206			237,567			—			—
	1,676,542			117,410			44,459,313			42,917			436,517
	118,858			34,602			1,252,456			10,378			52
	—			—			—			3,050			27,553
	14,756			5,019			36,799			2,752			—
	—			—			—			—			22,150
	1,389,626,268			256,077,020			4,092,953,699			44,932,795			7,776,229


	13,802,891			—			183,923			333,288			—
	1,504,779			337,430			24,100,514			49,803			625
	5,877			1,626			17,288			992			568
	654,208			132,498			1,813,498			—			—
	137,476			31,268			398,164			5,326			738
	174,007			104,746			370,989			18,487			1,394
	127,675			40,975			430,362			9,707			2,299
	1,012			1,012			1,012			1,012			1,012
	18,969			18,969			18,969			18,969			18,969
	106,877			50,797			185,186			36,397			48,395
	16,533,771			719,321			27,519,905			473,981			74,000
	1,373,092,497			255,357,699			4,065,433,794			44,458,814			7,702,229


	1,143,137,365			194,622,147			3,032,137,053			32,248,781			7,658,290
	(2,030,907	)		(1,555,941	)		(12,763,413	)		(255,092	)		14,570
	(12,879,644	)		20,294,573			100,506,775			3,921,712			(6,746	)

	244,865,683			41,996,920			945,553,379			8,543,413			36,115
	1,373,092,497			255,357,699			4,065,433,794			44,458,814			7,702,229


	320,034,985			117,759,177			848,335,162			15,278,249			1,985,992
	111,784,528			90,371,770			166,381,989			17,113,988			1,156,628
	420,894,574			45,083,506			1,374,018,705			9,119,363			4,508,885
	21,249,900			1,367,612			93,838,285			366,745			10,193
	153,035,160			246,805			444,150,951			39,773			30,287
	346,093,350			528,829			1,138,708,702			2,540,696			10,244


	$42.29			$25.38			$50.48			$13.01			$14.59
	44.40			26.65			53.00			13.66			15.32
	34.48			19.40			39.10			11.59			14.50
	44.30			26.64			52.55			13.87			14.62
	41.25			24.48			49.18			12.60			14.57
	44.19			26.79			52.75			13.71			14.63
	44.51			26.87			53.06			13.77			14.64


	7,568,122			4,640,441			16,805,889			1,174,438			136,127
	3,241,714			4,658,099			4,255,480			1,477,177			79,790
	9,501,450			1,692,376			26,146,994			657,345			308,406
	515,203			55,859			1,908,196			29,116			700
	3,463,047			9,214			8,419,156			2,900			2,071
	7,775,439			19,681			21,459,335			184,480			700

	$1,136,659,363			$212,239,863			$3,101,414,185			$36,330,285			$7,253,842


The accompanying notes are an integral part of the financial statements.			29

Statements of Operations


11.01.2015 to 10.31.2016


	Eagle Capital Appreciation Fund			Eagle Growth & Income Fund			Eagle International Stock Fund			Eagle Investment Grade Bond Fund

Investment income
Dividends (a)		$4,912,838			$16,322,420			$577,243			$—
Interest		4,817			25,558			1,134			945,544
Total income		4,917,655			16,347,978			578,377			945,544

Expenses
Investment advisory fees		2,036,547			2,612,603			159,926			144,548
Administrative fees:
Class A		234,540			255,228			12,189			26,452
Class C		98,035			284,296			7,746			30,926
Class I		109,243			162,057			5,297			9,616
Class R-3		1,490			4,288			294			202
Class R-5		7,469			310			26			17
Class R-6		2			28,246			5			163
Distribution and service fees:
Class A		390,900			425,379			20,315			44,088
Class C		653,566			1,895,306			51,640			206,174
Class R-3		4,968			14,293			981			673
Transfer agent and shareholder servicing fees:
Class A		163,397			166,123			17,837			19,405
Class C		81,404			207,299			14,180			24,088
Class I		98,092			208,812			6,353			11,037
Class R-3		1,896			4,538			201			309
Class R-5		5,680			288			59			49
Class R-6		16			3,244			36			65
Custodian fees		12,140			16,585			48,619			3,344
Professional fees		112,561			112,407			110,626			120,683
State registration fees		113,581			98,817			80,421			96,207
Trustees and officers compensation		77,577			77,577			77,577			77,577
Internal audit fees		12,336			12,336			12,336			12,336
Interest expense on line of credit		—			—			1,328			544
Offering costs		—			—			—			—
Other expenses		103,793			171,150			48,785			42,030
Total expenses before adjustments		4,319,233			6,761,182			676,777			870,533
Fees and expenses waived		(16	)		—			(348,618	)		(320,289	)
Total expenses after adjustments		4,319,217			6,761,182			328,159			550,244

Net investment income (loss)		598,438			9,586,796			250,218			395,300

Realized and unrealized gain (loss) on investments
Net realized gain (loss) on investments		21,232,051			29,351,277			(1,539,094	)		512,388
Net realized loss on foreign currency translations		—			—			(17,466	)		—
Net change in unrealized appreciation (depreciation) on investments and translation of assets and liabilities denominated in foreign currencies		(21,034,003	)		(5,078,173	)		(88,453	)		320,350
Net gain (loss) on investments		198,048			24,273,104			(1,645,013	)		832,738

Net increase (decrease) in assets resulting from operations		796,486			33,859,900			(1,394,795	)		1,228,038

(a) Net of foreign withholding taxes		$—			$89,318			$64,914			$—

(†) For the period December 31, 2015 (commencement of operations) to October 31, 2016.


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

Statements of Operations


		11.01.2015 to 10.31.2016


Eagle Mid Cap Growth Fund			Eagle Mid Cap Stock Fund			Eagle Small Cap Growth Fund			Eagle Smaller Company Fund			Eagle Tactical Allocation Fund (†)


	$9,975,326			$2,383,508			$18,744,059			$547,615			$48,721
	42,821			16,732			164,644			2,438			240
	10,018,147			2,400,240			18,908,703			550,053			48,961


	7,291,238			1,654,655			20,198,576			308,950			17,007

	502,779			195,273			1,115,663			24,221			1,917
	171,674			146,806			262,753			27,303			622
	402,350			45,080			1,577,192			10,723			1,265
	32,875			2,283			154,462			557			13
	143,188			248			429,187			27			9
	291,157			873			861,418			6,021			8

	837,964			325,454			1,859,438			40,369			3,195
	1,144,494			978,708			1,751,690			182,017			4,149
	109,583			7,610			514,873			1,855			42

	517,570			175,806			1,383,432			29,194			7,408
	134,655			137,016			239,553			29,864			1,659
	443,770			62,716			2,324,533			19,684			2,263
	43,577			2,707			180,239			1,038			91
	169,519			529			529,602			62			91
	32,779			173			88,947			2,993			89
	35,092			10,507			129,764			10,551			2,712
	114,104			112,794			117,268			112,490			98,478
	109,823			86,557			134,236			80,401			21,516
	77,577			77,577			77,578			77,577			60,480
	12,336			12,336			12,337			12,336			10,116
	2,794			—			1,964			161			—
	—			—			—			—			133,806
	348,353			120,543			1,152,300			34,376			14,831
	12,969,251			4,156,251			35,097,005			1,012,770			381,767
	—			(20,795	)		—			(228,219	)		(347,376	)
	12,969,251			4,135,456			35,097,005			784,551			34,391

	(2,951,104	)		(1,735,216	)		(16,188,302	)		(234,498	)		14,570


	(9,513,352	)		21,574,456			120,976,307			4,749,918			(6,746	)
	—			—			—			—			—
	12,315,658			(15,751,380	)		(17,599,544	)		(2,470,248	)		36,115
	2,802,306			5,823,076			103,376,763			2,279,670			29,369

	(148,798	)		4,087,860			87,188,461			2,045,172			43,939

	$26,921			$16,785			$47,608			$7,878			$—


The accompanying notes are an integral part of the financial statements.			31

Statements of Changes in Net Assets


	Eagle Capital Appreciation Fund						Eagle Growth & Income Fund						Eagle International Stock Fund
	11/1/15 to 10/31/16			11/1/14 to 10/31/15			11/1/15 to 10/31/16			11/1/14 to 10/31/15			11/1/15 to 10/31/16			11/1/14 to 10/31/15

Net assets, beginning of year		$348,684,017			$318,992,086			$580,909,868			$649,868,578			$17,008,658			$9,609,342
Increase (decrease) in net assets from operations
Net investment income (loss)		598,438			518,644			9,586,796			11,580,549			250,218			85,401
Net realized gain (loss) on investments		21,232,051			51,957,713			29,351,277			(1,242,408	)		(1,539,094	)		(144,269	)
Net realized loss on foreign currency transactions		—			—			—			(4,139	)		(17,466	)		(11,144	)
Net change in unrealized appreciation (depreciation) on investments and translation of assets and liabilities denominated in foreign currencies		(21,034,003	)		(20,354,740	)		(5,078,173	)		(23,211,803	)		(88,453	)		306,709
Net increase (decrease) in net assets resulting from operations		796,486			32,121,617			33,859,900			(12,877,801	)		(1,394,795	)		236,697
Distributions to shareholders from
Net investment income		(402,552	)		(115,740	)		(9,307,511	)		(10,641,982	)		(74,253	)		(196,447	)
Net realized gains		(46,902,728	)		(43,827,035	)		—			(4,636,851	)		—			(367,993	)
Return of capital		—			—			—			(660,554	)		—			—
Total distributions to shareholders		(47,305,280	)		(43,942,775	)		(9,307,511	)		(15,939,387	)		(74,253	)		(564,440	)
Fund share transactions
Proceeds from shares sold-Class A		9,408,142			33,136,485			22,327,409			23,264,358			3,063,961			6,395,621
Proceeds issued in connection with merger-Class A		N/A			N/A			N/A			N/A			N/A			N/A
Issued as reinvestment of distributions-Class A		21,122,750			20,299,251			2,709,691			4,820,342			45,124			234,175
Cost of shares redeemed-Class A		(31,700,321	)		(37,453,147	)		(62,312,787	)		(60,811,651	)		(8,368,988	)		(884,504	)
Proceeds from shares sold-Class C		5,737,822			4,446,482			14,881,038			24,729,602			1,081,959			1,412,539
Proceeds issued in connection with merger-Class C		N/A			N/A			N/A			N/A			N/A			N/A
Issued as reinvestment of distributions-Class C		10,927,535			10,611,069			1,787,872			3,354,086			—			235,418
Cost of shares redeemed-Class C		(11,759,361	)		(9,606,335	)		(38,004,277	)		(33,234,997	)		(941,886	)		(596,199	)
Proceeds from shares sold-Class I		44,130,215			21,883,378			59,475,750			52,192,777			4,940,337			1,569,614
Proceeds issued in connection with merger-Class I		N/A			N/A			N/A			N/A			N/A			N/A
Issued as reinvestment of distributions-Class I		13,171,755			11,392,648			2,477,931			4,753,546			28,889			86,523
Cost of shares redeemed-Class I		(24,145,581	)		(16,357,631	)		(87,252,412	)		(54,463,116	)		(822,015	)		(750,130	)
Proceeds from shares sold-Class R-3		510,405			558,225			555,522			740,034			634,891			—
Proceeds issued in connection with merger-Class R-3		N/A			N/A			N/A			N/A			N/A			N/A
Issued as reinvestment of distributions-Class R-3		129,413			81,840			34,218			55,416			3			184
Cost of shares redeemed-Class R-3		(321,275	)		(311,328	)		(1,212,853	)		(1,665,403	)		(34,823	)		—
Proceeds from shares sold-Class R-5		845,331			2,886,352			79,912			324,557			—			23,411
Proceeds issued in connection with merger-Class R-5		N/A			N/A			N/A			N/A			N/A			N/A
Issued as reinvestment of distributions-Class R-5		1,022,592			708,641			6,226			76,170			212			202
Cost of shares redeemed-Class R-5		(1,625,554	)		(765,341	)		(199,803	)		(4,179,809	)		—			—
Proceeds from shares sold-Class R-6		—			2,500			34,978,843			55,189			6,323			—
Proceeds issued in connection with merger-Class R-6		N/A			N/A			N/A			N/A			N/A			N/A
Issued as reinvestment of distributions-Class R-6		326			—			714,390			2,713			25			205
Cost of shares redeemed-Class R-6		—			—			(3,363,961	)		(155,336	)		(36	)		—
Net increase (decrease) from fund share transactions		37,454,194			41,513,089			(52,317,291	)		(40,141,522	)		(366,024	)		7,727,059
Increase (decrease) in net assets		(9,054,600	)		29,691,931			(27,764,902	)		(68,958,710	)		(1,835,072	)		7,399,316
Net assets, end of year (a)		339,629,417			348,684,017			553,144,966			580,909,868			15,173,586			17,008,658
(a) includes undistributed (accumulated) net investment income (loss) of		$584,813			$402,892			$389,631			$—			$232,875			$74,253

Shares issued and redeemed
Shares sold-Class A		266,630			836,060			1,290,839			1,291,847			203,642			399,470
Shares issued in connection with merger-Class A		N/A			N/A			N/A			N/A			N/A			N/A
Issued as reinvestment of distributions-Class A		618,166			542,616			151,024			270,191			2,851			15,467
Shares redeemed-Class A		(904,628	)		(953,260	)		(3,474,938	)		(3,480,079	)		(575,262	)		(54,995	)
Shares sold-Class C		211,539			141,111			861,248			1,419,072			71,980			86,814
Shares issued in connection with merger-Class C		N/A			N/A			N/A			N/A			N/A			N/A
Issued as reinvestment of distributions-Class C		414,236			350,895			103,095			194,455			—			15,622
Shares redeemed-Class C		(436,179	)		(303,924	)		(2,216,752	)		(1,937,121	)		(64,327	)		(37,342	)
Shares sold-Class I		1,219,155			543,861			3,262,354			2,890,819			320,739			95,575
Shares issued in connection with merger-Class I		N/A			N/A			N/A			N/A			N/A			N/A
Issued as reinvestment of distributions-Class I		370,722			294,308			138,031			267,917			1,823			5,711
Shares redeemed-Class I		(667,804	)		(406,488	)		(5,061,524	)		(3,071,098	)		(55,788	)		(45,654	)
Shares sold-Class R-3		14,555			14,534			31,174			41,163			43,975			—
Shares issued in connection with merger-Class R-3		N/A			N/A			N/A			N/A			N/A			N/A
Issued as reinvestment of distributions-Class R-3		3,899			2,237			1,903			3,122			—			12
Shares redeemed-Class R-3		(9,348	)		(8,614	)		(68,171	)		(91,172	)		(2,346	)		—
Shares sold-Class R-5		23,091			71,310			4,475			18,072			—			1,539
Shares issued in connection with merger-Class R-5		N/A			N/A			N/A			N/A			N/A			N/A
Issued as reinvestment of distributions-Class R-5		28,871			18,354			349			4,175			13			13
Shares redeemed-Class R-5		(44,779	)		(19,094	)		(10,924	)		(228,125	)		—			—
Shares sold-Class R-6		—			60			2,018,887			3,021			416			—
Shares issued in connection with merger-Class R-6		N/A			N/A			N/A			N/A			N/A			N/A
Issued as reinvestment of distributions-Class R-6		9			—			39,882			151			2			13
Shares redeemed-Class R-6		—			—			(186,640	)		(8,665	)		(3	)		—
Shares issued and redeemed		1,108,135			1,123,966			(3,115,688	)		(2,412,255	)		(52,285	)		482,245

(b) Commencement of operations.


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

Statements of Changes in Net Assets


Eagle Investment Grade Bond Fund						Eagle Mid Cap Growth Fund						Eagle Mid Cap Stock Fund						Eagle Small Cap Growth Fund						Eagle Smaller Company Fund						Eagle Tactical Allocation Fund
11/1/15 to 10/31/16			11/1/14 to 10/31/15			11/1/15 to 10/31/16			11/1/14 to 10/31/15			11/1/15 to 10/31/16			11/1/14 to 10/31/15			11/1/15 to 10/31/16			11/1/14 to 10/31/15			11/1/15 to 10/31/16			11/1/14 to 10/31/15			12/31/15 (b) to 10/31/16

	$49,945,886			$57,903,233			$1,175,711,953			$698,785,887			$308,982,156			$388,881,638			$3,927,386,017			$3,769,291,164			$65,465,101			$88,240,501			$—

	395,300			447,678			(2,951,104	)		(4,810,056	)		(1,735,216	)		(2,127,042	)		(16,188,302	)		(15,703,001	)		(234,498	)		(477,439	)		14,570
	512,388			161,988			(9,513,352	)		17,451,158			21,574,456			37,997,276			120,976,307			248,468,849			4,749,918			15,766,964			(6,746	)
	—			—			—			—			—			—			—			—			—			—			—
	320,350			9,154			12,315,658			13,728,345			(15,751,380	)		(25,980,055	)		(17,599,544	)		(137,448,677	)		(2,470,248	)		(18,566,546	)		36,115
	1,228,038			618,820			(148,798	)		26,369,447			4,087,860			9,890,179			87,188,461			95,317,171			2,045,172			(3,277,021	)		43,939

	(489,308	)		(458,386	)		—			—			—			—			—			—			—			—			—
	(141,621	)		(231,903	)		(20,306,456	)		(68,282,709	)		(38,425,850	)		(31,201,435	)		(253,307,437	)		(415,686,715	)		—			(37,344,156	)		—
	—			—			—			—			—			—			—			—			—			—			—
	(630,929	)		(690,289	)		(20,306,456	)		(68,282,709	)		(38,425,850	)		(31,201,435	)		(253,307,437	)		(415,686,715	)		—			(37,344,156	)		—

	6,708,336			1,804,098			95,945,020			154,981,624			2,275,061			4,198,810			403,472,777			297,090,315			1,318,989			1,630,067			2,141,138
	N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			13,607,380			N/A
	262,021			315,286			5,550,337			24,891,239			16,352,942			12,520,760			42,318,007			78,356,875			—			7,518,494			—
	(10,045,720	)		(5,251,757	)		(126,132,961	)		(96,110,753	)		(32,973,233	)		(32,750,607	)		(276,940,673	)		(357,398,487	)		(6,334,042	)		(12,684,604	)		(201,205	)
	4,042,193			1,550,375			15,664,121			23,171,267			2,308,926			2,704,544			14,950,597			23,022,664			1,607,280			4,375,469			1,311,431
	N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			13,691,573			N/A
	163,391			183,902			2,188,795			11,057,171			15,409,781			11,274,729			13,522,945			22,545,321			—			4,792,335			—
	(5,799,756	)		(6,975,957	)		(18,651,431	)		(14,843,390	)		(21,329,175	)		(20,454,958	)		(35,063,833	)		(29,084,741	)		(6,032,773	)		(6,613,385	)		(148,929	)
	8,122,827			3,777,682			183,630,819			210,208,261			9,204,987			10,853,022			374,998,016			572,029,963			2,525,558			4,862,500			4,507,105
	N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			5,851,450			N/A
	163,420			148,462			5,709,718			18,968,090			5,272,356			6,015,615			87,038,982			159,129,969			—			8,475,402			—
	(5,922,702	)		(3,439,617	)		(119,637,905	)		(67,776,416	)		(15,717,152	)		(49,875,149	)		(777,809,595	)		(611,221,897	)		(8,794,026	)		(26,327,463	)		(1,250	)
	196,192			240			5,397,183			10,436,504			270,966			736,793			13,030,120			28,626,053			294,921			153,620			10,000
	N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			71,144			N/A
	1,373			374			378,859			1,518,526			198,370			374,968			7,278,883			13,661,003			—			150,787			—
	(26,572	)		(1,523	)		(7,428,281	)		(3,471,463	)		(709,521	)		(3,858,954	)		(38,831,699	)		(39,789,004	)		(287,100	)		(305,072	)		—
	20,548			—			55,776,767			102,996,374			64,074			62,933			129,715,335			145,476,829			31,396			315			30,000
	N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			3,563			N/A
	271			51			2,154,918			4,875,830			27,645			29,218			27,210,413			38,385,435			—			2,565			—
	—			—			(36,051,594	)		(26,865,439	)		(96,140	)		(215,982	)		(113,696,849	)		(83,926,911	)		(2,859	)		—			—
	700,000			2,500			211,609,641			187,190,750			820,876			37,633			639,509,039			406,839,390			2,755,200			6,791,015			10,000
	N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			3,570			N/A
	2,032			6			3,455,584			3,132,740			123,684			51,774			50,703,433			62,838,102			—			12,875,708			—
	(2,113	)		—			(61,723,792	)		(25,521,587	)		(790,914	)		(293,375	)		(257,239,145	)		(248,116,482	)		(10,134,003	)		(21,080,656	)		—
	(1,414,259	)		(7,885,878	)		217,835,798			518,839,328			(19,286,467	)		(58,588,226	)		304,166,753			478,464,397			(23,051,459	)		17,845,777			7,658,290
	(817,150	)		(7,957,347	)		197,380,544			476,926,066			(53,624,457	)		(79,899,482	)		138,047,777			158,094,853			(21,006,287	)		(22,775,400	)		7,702,229
	49,128,736			49,945,886			1,373,092,497			1,175,711,953			255,357,699			308,982,156			4,065,433,794			3,927,386,017			44,458,814			65,465,101			7,702,229
	$(31,692	)		$(45,676	)		$(2,030,907	)		$(4,473,377	)		$(1,555,941	)		$(2,008,520	)		$(12,763,413	)		$(15,076,793	)		$(255,092	)		$(477,311	)		$14,570


	446,225			121,201			2,328,823			3,537,463			90,431			143,442			8,099,726			5,298,430			105,766			112,247			150,458
	N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			1,038,708			N/A
	17,587			21,246			135,242			593,496			684,797			440,872			871,458			1,471,219			—			511,127			—
	(670,868	)		(352,849	)		(3,044,695	)		(2,186,789	)		(1,302,901	)		(1,115,292	)		(5,576,046	)		(6,541,425	)		(518,646	)		(854,809	)		(14,331	)
	271,430			104,200			460,651			632,821			119,981			114,946			392,695			522,553			145,129			352,716			89,945
	N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			1,158,849			N/A
	11,010			12,435			65,008			317,826			838,400			493,856			357,372			529,357			—			357,495			—
	(388,853	)		(469,439	)		(547,429	)		(404,639	)		(1,098,863	)		(864,095	)		(910,679	)		(655,014	)		(548,752	)		(471,908	)		(10,155	)
	541,380			253,282			4,224,248			4,536,863			342,660			355,200			7,348,981			9,950,031			192,208			319,240			308,490
	N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			422,219			N/A
	10,928			9,986			133,218			434,749			210,979			204,058			1,726,964			2,894,273			—			539,091			—
	(395,581	)		(230,793	)		(2,776,628	)		(1,479,921	)		(599,541	)		(1,627,944	)		(14,976,720	)		(10,701,063	)		(680,240	)		(1,508,034	)		(84	)
	13,129			16			134,192			242,518			11,293			25,838			274,175			523,192			25,658			10,471			700
	N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			5,582			N/A
	92			25			9,441			36,920			8,588			13,541			153,530			261,605			—			10,415			—
	(1,766	)		(101	)		(185,799	)		(79,611	)		(28,749	)		(138,763	)		(806,232	)		(736,395	)		(24,167	)		(19,124	)		—
	1,377			—			1,299,631			2,258,291			2,357			2,095			2,484,981			2,511,078			2,478			22			2,071
	N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			260			N/A
	18			4			50,395			111,908			1,100			986			537,861			696,018			—			168			—
	—			—			(833,263	)		(586,680	)		(3,520	)		(7,092	)		(2,202,764	)		(1,465,804	)		(225	)		—			—
	46,174			168			4,920,699			4,046,600			28,977			1,205			12,087,277			6,991,787			216,206			459,810			700
	N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			260			N/A
	134			1			80,307			71,622			4,910			1,746			997,314			1,135,286			—			839,493			—
	(140	)		—			(1,414,062	)		(555,759	)		(29,372	)		(9,849	)		(4,959,395	)		(4,460,601	)		(789,023	)		(1,580,210	)		—
	(97,724	)		(530,618	)		5,039,979			11,527,678			(718,473	)		(1,965,250	)		5,900,498			8,224,527			(1,873,608	)		1,704,088			527,794


The accompanying notes are an integral part of the financial statements.			33

Financial Highlights


Fiscal periods					From investment operations									Dividends & distributions														Ratios to average net asset (%)
Fiscal periods			Beginning net asset value		Income (loss)			Realized & unrealized gain (loss)			Total			From investment income			From realized gains			From return of capital			Total			Ending net asset value		With expenses waived/ recovered			Without expenses waived/ recovered			Net income (loss)			Portfolio turnover rate (%) (a)			Total return (%) (a)(b)			Ending net assets (millions)
Beginning	Ending		Beginning net asset value		Income (loss)			Realized & unrealized gain (loss)			Total			From investment income			From realized gains			From return of capital			Total			Ending net asset value		With expenses waived/ recovered			Without expenses waived/ recovered			Net income (loss)			Portfolio turnover rate (%) (a)			Total return (%) (a)(b)			Ending net assets (millions)
Eagle Capital Appreciation Fund
Class A*
11/01/15		10/31/16		$40.32		$0.08			$(0.09	)		$(0.01	)		$(0.01	)		$(5.25	)		$—			$(5.26	)		$35.05		1.23			1.23			0.22			35			0.30			$145
11/01/14		10/31/15		42.02		0.09			3.80			3.89			—			(5.59	)		—			(5.59	)		40.32		1.19			1.19			0.22			42			10.29			168
11/01/13		10/31/14		39.59		0.01			6.64			6.65			—			(4.22	)		—			(4.22	)		42.02		1.23			1.23			0.02			33			18.34			157
11/01/12		10/31/13		30.95		0.10			8.66			8.76			(0.12	)		—			—			(0.12	)		39.59		1.30			1.30			0.30			69	(c)		28.41			205
11/01/11		10/31/12		26.97		0.02			3.96			3.98			—			—			—			—			30.95		1.24			1.24			0.06			22			14.76			203
Class C*
11/01/15		10/31/16		32.37		(0.15	)		(0.09	)		(0.24	)		—			(5.25	)		—			(5.25	)		26.88		2.00			2.00			(0.55	)		35			(0.45	)		62
11/01/14		10/31/15		35.05		(0.17	)		3.08			2.91			—			(5.59	)		—			(5.59	)		32.37		1.96			1.96			(0.54	)		42			9.42			69
11/01/13		10/31/14		33.93		(0.24	)		5.58			5.34			—			(4.22	)		—			(4.22	)		35.05		1.97			1.97			(0.73	)		33			17.45			68
11/01/12		10/31/13		26.62		(0.13	)		7.44			7.31			—			—			—			—			33.93		2.03			2.03			(0.43	)		69	(c)		27.46			68
11/01/11		10/31/12		23.36		(0.16	)		3.42			3.26			—			—			—			—			26.62		1.94			1.94			(0.64	)		22			13.96			66
Class I*
11/01/15		10/31/16		41.83		0.19			(0.09	)		0.10			(0.13	)		(5.25	)		—			(5.38	)		36.55		0.92			0.92			0.52			35			0.61			124
11/01/14		10/31/15		43.34		0.21			3.93			4.14			(0.06	)		(5.59	)		—			(5.65	)		41.83		0.90			0.90			0.51			42			10.59			103
11/01/13		10/31/14		40.60		0.13			6.83			6.96			—			(4.22	)		—			(4.22	)		43.34		0.94			0.93			0.32			33			18.68			88
11/01/12		10/31/13		31.72		0.19			8.92			9.11			(0.23	)		—			—			(0.23	)		40.60		0.95			0.99			0.51			69	(c)		28.87			30
11/01/11		10/31/12		27.55		0.11			4.06			4.17			—			—			—			—			31.72		0.92			0.92			0.38			22			15.14			14
Class R-3*
11/01/15		10/31/16		39.33		(0.04	)		(0.09	)		(0.13	)		—			(5.25	)		—			(5.25	)		33.95		1.57			1.57			(0.12	)		35			(0.04	)		1
11/01/14		10/31/15		41.24		(0.04	)		3.72			3.68			—			(5.59	)		—			(5.59	)		39.33		1.51			1.51			(0.10	)		42			9.94			1
11/01/13		10/31/14		39.05		(0.11	)		6.52			6.41			—			(4.22	)		—			(4.22	)		41.24		1.56			1.56			(0.30	)		33			17.94			1
11/01/12		10/31/13		30.53		0.01			8.52			8.53			(0.01	)		—			—			(0.01	)		39.05		1.60			1.60			0.02			69	(c)		27.94			1
11/01/11		10/31/12		26.68		(0.06	)		3.91			3.85			—			—			—			—			30.53		1.53			1.53			(0.22	)		22			14.43			1
Class R-5*
11/01/15		10/31/16		41.70		0.20			(0.08	)		0.12			(0.13	)		(5.25	)		—			(5.38	)		36.44		0.90			0.90			0.55			35			0.64			7
11/01/14		10/31/15		43.20		0.18			3.93			4.11			(0.02	)		(5.59	)		—			(5.61	)		41.70		0.95			0.86			0.46			42			10.54			8
11/01/13		10/31/14		40.50		0.10			6.82			6.92			—			(4.22	)		—			(4.22	)		43.20		0.95			0.94			0.25			33			18.62			5
11/01/12		10/31/13		31.66		0.25			8.83			9.08			(0.24	)		—			—			(0.24	)		40.50		0.95			0.99			0.73			69	(c)		28.84			20
11/01/11		10/31/12		27.50		0.11			4.05			4.16			—			—			—			—			31.66		0.92			0.92			0.37			22			15.13			30
Class R-6*
11/01/15		10/31/16		41.66		0.22			(0.09	)		0.13			(0.19	)		(5.25	)		—			(5.44	)		36.35		0.85			1.49			0.60			35			0.68			0
07/31/15		10/31/15		41.71		0.06			(0.11	)		(0.05	)		—			—			—			—			41.66		0.82	(d)		0.82	(d)		0.57	(d)		42			(0.12	)		0

Eagle Growth & Income Fund
Class A*
11/01/15		10/31/16		17.52		0.34			0.85			1.19			(0.32	)		—			—			(0.32	)		18.39		1.06			1.06			1.91			15			6.87			152
11/01/14		10/31/15		18.27		0.36			(0.64	)		(0.28	)		(0.32	)		(0.13	)		(0.02	)		(0.47	)		17.52		1.02			1.02			1.99			25			(1.55	)		180
11/01/13		10/31/14		16.68		0.30			1.91			2.21			(0.28	)		(0.34	)		—			(0.62	)		18.27		1.02			1.02			1.71			10			13.52			223
11/01/12		10/31/13		13.87		0.33			3.06			3.39			(0.33	)		(0.25	)		—			(0.58	)		16.68		1.09			1.09			2.17			28			25.14			214
11/01/11		10/31/12		13.14		0.30			1.36			1.66			(0.27	)		(0.66	)		—			(0.93	)		13.87		1.12			1.12			2.25			20			13.48			175
Class C*
11/01/15		10/31/16		16.86		0.20			0.82			1.02			(0.20	)		—			—			(0.20	)		17.68		1.82			1.82			1.14			15			6.07			185
11/01/14		10/31/15		17.60		0.21			(0.60	)		(0.39	)		(0.20	)		(0.13	)		(0.02	)		(0.35	)		16.86		1.79			1.79			1.21			25			(2.30	)		197
11/01/13		10/31/14		16.10		0.16			1.83			1.99			(0.15	)		(0.34	)		—			(0.49	)		17.60		1.79			1.79			0.92			10			12.63			212
11/01/12		10/31/13		13.41		0.21			2.95			3.16			(0.22	)		(0.25	)		—			(0.47	)		16.10		1.84			1.84			1.39			28			24.23			170
11/01/11		10/31/12		12.74		0.20			1.32			1.52			(0.19	)		(0.66	)		—			(0.85	)		13.41		1.86			1.86			1.50			20			12.67			121
Class I*
11/01/15		10/31/16		17.48		0.39			0.85			1.24			(0.37	)		—			—			(0.37	)		18.35		0.79			0.79			2.17			15			7.18			179
11/01/14		10/31/15		18.24		0.40			(0.64	)		(0.24	)		(0.37	)		(0.13	)		(0.02	)		(0.52	)		17.48		0.76			0.76			2.23			25			(1.33	)		200
11/01/13		10/31/14		16.65		0.33			1.93			2.26			(0.33	)		(0.34	)		—			(0.67	)		18.24		0.77			0.77			1.89			10			13.86			207
11/01/12		10/31/13		13.85		0.37			3.06			3.43			(0.38	)		(0.25	)		—			(0.63	)		16.65		0.80			0.80			2.37			28			25.49			94
11/01/11		10/31/12		13.13		0.34			1.36			1.70			(0.32	)		(0.66	)		—			(0.98	)		13.85		0.83			0.83			2.49			20			13.79			44
Class R-3*
11/01/15		10/31/16		17.44		0.28			0.87			1.15			(0.27	)		—			—			(0.27	)		18.32		1.37			1.37			1.60			15			6.61			3
11/01/14		10/31/15		18.19		0.28			(0.63	)		(0.35	)		(0.25	)		(0.13	)		(0.02	)		(0.40	)		17.44		1.44			1.44			1.57			25			(1.99	)		3
11/01/13		10/31/14		16.61		0.23			1.90			2.13			(0.21	)		(0.34	)		—			(0.55	)		18.19		1.40			1.40			1.33			10			13.08			4
11/01/12		10/31/13		13.82		0.28			3.04			3.32			(0.28	)		(0.25	)		—			(0.53	)		16.61		1.43			1.43			1.81			28			24.71			4
11/01/11		10/31/12		13.10		0.26			1.36			1.62			(0.24	)		(0.66	)		—			(0.90	)		13.82		1.41			1.41			1.95			20			13.13			3


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

Financial Highlights


Fiscal periods					From investment operations									Dividends & distributions														Ratios to average net asset (%)
Fiscal periods			Beginning net asset value		Income (loss)			Realized & unrealized gain (loss)			Total			From investment income			From realized gains			From return of capital			Total			Ending net asset value		With expenses waived/ recovered			Without expenses waived/ recovered			Net income (loss)			Portfolio turnover rate (%) (a)		Total return (%) (a)(b)			Ending net assets (millions)
Beginning	Ending		Beginning net asset value		Income (loss)			Realized & unrealized gain (loss)			Total			From investment income			From realized gains			From return of capital			Total			Ending net asset value		With expenses waived/ recovered			Without expenses waived/ recovered			Net income (loss)			Portfolio turnover rate (%) (a)		Total return (%) (a)(b)			Ending net assets (millions)
Eagle Growth & Income Fund (cont’d)
Class R-5*
11/01/15		10/31/16		$17.50		$0.39			$0.87			$1.26			$(0.38	)		$—			$—			$(0.38	)		$18.38		0.75			0.75			2.21			15		7.27			$0
11/01/14		10/31/15		18.21		0.44			(0.76	)		(0.32	)		(0.24	)		(0.13	)		(0.02	)		(0.39	)		17.50		0.78			0.79			2.39			25		(1.82	)		0
11/01/13		10/31/14		16.63		0.34			1.90			2.24			(0.32	)		(0.34	)		—			(0.66	)		18.21		0.76			0.76			1.95			10		13.80			4
11/01/12		10/31/13		13.84		0.33			3.10			3.43			(0.39	)		(0.25	)		—			(0.64	)		16.63		0.72			0.72			2.07			28		25.54			3
11/01/11		10/31/12		13.13		0.32			1.37			1.69			(0.32	)		(0.66	)		—			(0.98	)		13.84		0.86			0.84			2.37			20		13.69			0
Class R-6*
11/01/15		10/31/16		17.46		0.39			0.87			1.26			(0.40	)		—			—			(0.40	)		18.32		0.67			0.67			2.18			15		7.30			34
11/01/14		10/31/15		18.26		0.45			(0.71	)		(0.26	)		(0.39	)		(0.13	)		(0.02)			(0.54	)		17.46		0.65			0.65			2.47			25		(1.46	)		0
11/01/13		10/31/14		16.67		0.35			1.92			2.27			(0.34	)		(0.34	)		—			(0.68	)		18.26		0.66			0.66			2.01			10		13.94			0
11/01/12		10/31/13		13.86		0.34			3.10			3.44			(0.38	)		(0.25	)		—			(0.63	)		16.67		0.71			0.71			2.09			28		25.59			0
11/01/11		10/31/12		13.13		0.34			1.35			1.69			(0.30	)		(0.66	)		—			(0.96	)		13.86		0.85			0.86			2.54			20		13.73			0

Eagle International Stock Fund
Class A*
11/01/15		10/31/16		16.02		0.21			(1.14	)		(0.93	)		(0.07	)		—			—			(0.07	)		15.02		1.67			3.45			1.40			100		(5.84	)		4
11/01/14		10/31/15		16.54		0.14			0.40			0.54			(0.39	)		(0.67	)		—			(1.06	)		16.02		1.58			4.04			0.88			86		3.63			10
11/01/13		10/31/14		16.48		0.42			(0.13	)		0.29			(0.14	)		(0.09	)		—			(0.23	)		16.54		1.57			5.96			2.49			96		1.73			4
02/28/13		10/31/13		14.29		0.15			2.04			2.19			—			—			—			—			16.48		1.55	(d)		11.48	(d)		1.50	(d)		42		15.33			4
Class C*
11/01/15		10/31/16		15.83		0.08			(1.12	)		(1.04	)		—			—			—			—			14.79		2.47			4.31			0.52			100		(6.57	)		5
11/01/14		10/31/15		16.38		0.03			0.38			0.41			(0.29	)		(0.67	)		—			(0.96	)		15.83		2.35			4.95			0.18			86		2.80			5
11/01/13		10/31/14		16.38		0.30			(0.14	)		0.16			(0.07	)		(0.09	)		—			(0.16	)		16.38		2.35			6.68			1.78			96		0.94			4
02/28/13		10/31/13		14.29		0.11			1.98			2.09			—			—			—			—			16.38		2.39	(d)		12.03	(d)		1.07	(d)		42		14.63			3
Class I*
11/01/15		10/31/16		16.08		0.30			(1.15	)		(0.85	)		(0.12	)		—			—			(0.12	)		15.11		1.15			3.12			2.03			100		(5.31	)		6
11/01/14		10/31/15		16.62		0.21			0.39			0.60			(0.47	)		(0.67	)		—			(1.14	)		16.08		1.15			3.82			1.31			86		4.04			2
11/01/13		10/31/14		16.52		0.53			(0.17	)		0.36			(0.17	)		(0.09	)		—			(0.26	)		16.62		1.15			5.43			3.16			96		2.18			1
02/28/13		10/31/13		14.29		0.13			2.10			2.23			—			—						—			16.52		1.15	(d)		4.25	(d)		1.21	(d)		42		15.61			0
Class R-3*
11/01/15		10/31/16		15.99		0.12			(1.05	)		(0.93	)		(0.02	)		—			—			(0.02	)		15.04		1.75			3.86			0.77			100		(5.84	)		1
11/01/14		10/31/15		16.53		0.13			0.37			0.50			(0.37	)		(0.67	)		—			(1.04	)		15.99		1.74			4.38			0.79			86		3.37			0
11/01/13		10/31/14		16.45		0.40			(0.13	)		0.27			(0.10	)		(0.09	)		—			(0.19	)		16.53		1.73			6.22			2.37			96		1.64			0
02/28/13		10/31/13		14.29		0.19			1.97			2.16			—			—			—			—			16.45		1.75	(d)		13.83	(d)		1.84	(d)		42		15.12			0
Class R-5*
11/01/15		10/31/16		16.09		0.27			(1.13	)		(0.86	)		(0.12	)		—			—			(0.12	)		15.11		1.15			3.22			1.79			100		(5.36	)		0
11/01/14		10/31/15		16.63		0.25			0.35			0.60			(0.47	)		(0.67	)		—			(1.14	)		16.09		1.15			3.59			1.58			86		4.01			0
11/01/13		10/31/14		16.52		0.50			(0.14	)		0.36			(0.16	)		(0.09	)		—			(0.25	)		16.63		1.15			5.67			2.96			96		2.18			0
02/28/13		10/31/13		14.29		0.25			1.98			2.23			—			—			—			—			16.52		1.15	(d)		13.27	(d)		2.44	(d)		42		15.61			0
Class R-6*
11/01/15		10/31/16		16.11		0.27			(1.11	)		(0.84	)		(0.13	)		—			—			(0.13	)		15.14		1.05			3.73			1.80			100		(5.26	)		0
11/01/14		10/31/15		16.65		0.24			0.37			0.61			(0.48	)		(0.67	)		—			(1.15	)		16.11		1.05			3.80			1.48			86		4.11			0
11/01/13		10/31/14		16.53		0.51			(0.13	)		0.38			(0.17	)		(0.09	)		—			(0.26	)		16.65		1.05	��		5.67			3.05			96		2.31			0
02/28/13		10/31/13		14.29		0.26			1.98			2.24			—			—			—			—			16.53		1.05	(d)		13.27	(d)		2.54	(d)		42		15.68			0

Eagle Investment Grade Bond Fund
Class A*
11/01/15		10/31/16		14.87		0.17			0.26			0.43			(0.20	)		(0.04	)		—			(0.24	)		15.06		0.85			1.54			1.11			90		2.91			17
11/01/14		10/31/15		14.89		0.17			0.04			0.21			(0.17	)		(0.06	)		—			(0.23	)		14.87		0.85			1.36			1.14			82		1.46			20
11/01/13		10/31/14		14.89		0.17			0.04			0.21			(0.17	)		(0.04	)		—			(0.21	)		14.89		0.85			1.21			1.15			139		1.42			23
11/01/12		10/31/13		15.51		0.12			(0.27	)		(0.15	)		(0.11	)		(0.36	)		—			(0.47	)		14.89		0.85			1.01			0.80			136		(1.00	)		37
11/01/11		10/31/12		15.25		0.18			0.39			0.57			(0.18	)		(0.13	)		—			(0.31	)		15.51		0.85			0.96			1.15			94		3.77			65
Class C*
11/01/15		10/31/16		14.84		0.05			0.26			0.31			(0.08	)		(0.04	)		—			(0.12	)		15.03		1.65			2.30			0.31			90		2.10			20
11/01/14		10/31/15		14.86		0.05			0.04			0.09			(0.05	)		(0.06	)		—			(0.11	)		14.84		1.65			2.12			0.34			82		0.64			21
11/01/13		10/31/14		14.86		0.05			0.04			0.09			(0.05	)		(0.04	)		—			(0.09	)		14.86		1.65			1.96			0.35			139		0.60			26
11/01/12		10/31/13		15.49		—	(e)		(0.26	)		(0.26	)		(0.01	)		(0.36	)		—			(0.37	)		14.86		1.65			1.77			0.01			136		(1.75	)		41
11/01/11		10/31/12		15.23		0.05			0.40			0.45			(0.06	)		(0.13	)		—			(0.19	)		15.49		1.65			1.72			0.34			94		2.96			63
Class I*
11/01/15		10/31/16		14.90		0.20			0.26			0.46			(0.23	)		(0.04	)		—			(0.27	)		15.09		0.60			1.25			1.36			90		3.17			12
11/01/14		10/31/15		14.92		0.21			0.04			0.25			(0.21	)		(0.06	)		—			(0.27	)		14.90		0.60			1.09			1.39			82		1.71			9
11/01/13		10/31/14		14.92		0.21			0.04			0.25			(0.21	)		(0.04	)		—			(0.25	)		14.92		0.60			0.91			1.40			139		1.67			9
11/01/12		10/31/13		15.54		0.16			(0.27	)		(0.11	)		(0.15	)		(0.36	)		—			(0.51	)		14.92		0.60			0.72			1.04			136		(0.74	)		7
11/01/11		10/31/12		15.27		0.21			0.41			0.62			(0.22	)		(0.13	)		—			(0.35	)		15.54		0.60			0.67			1.38			94		4.09			6


The accompanying notes are an integral part of the financial statements.			35

Financial Highlights


Fiscal periods					From investment operations									Dividends & distributions													Ratios to average net asset (%)
Fiscal periods			Beginning net asset value		Income (loss)			Realized & unrealized gain (loss)			Total			From investment income			From realized gains			From return of capital		Total			Ending net asset value		With expenses waived/ recovered			Without expenses waived/ recovered			Net income (loss)			Portfolio turnover rate (%) (a)		Total return (%) (a)(b)			Ending net assets (millions)
Beginning	Ending		Beginning net asset value		Income (loss)			Realized & unrealized gain (loss)			Total			From investment income			From realized gains			From return of capital		Total			Ending net asset value		With expenses waived/ recovered			Without expenses waived/ recovered			Net income (loss)			Portfolio turnover rate (%) (a)		Total return (%) (a)(b)			Ending net assets (millions)
Eagle Investment Grade Bond Fund (cont’d)
Class R-3*
11/01/15		10/31/16		$14.87		$0.13			$0.26			$0.39			$(0.16	)		$(0.04	)		$—		$(0.20	)		$15.06		1.15			1.94			0.83			90		2.64			$0
11/01/14		10/31/15		14.89		0.13			0.04			0.17			(0.13	)		(0.06	)		—		(0.19	)		14.87		1.15			1.69			0.84			82		1.15			0
11/01/13		10/31/14		14.89		0.13			0.04			0.17			(0.13	)		(0.04	)		—		(0.17	)		14.89		1.15			1.55			0.85			139		1.12			0
11/01/12		10/31/13		15.51		0.08			(0.27	)		(0.19	)		(0.07	)		(0.36	)		—		(0.43	)		14.89		1.15			1.34			0.50			136		(1.28	)		0
11/01/11		10/31/12		15.24		0.13			0.40			0.53			(0.13	)		(0.13	)		—		(0.26	)		15.51		1.15			1.35			0.88			94		3.49			0
Class R-5*
11/01/15		10/31/16		14.88		0.21			0.26			0.47			(0.23	)		(0.04	)		—		(0.27	)		15.08		0.60			1.46			1.39			90		3.24			0
11/01/14		10/31/15		14.90		0.18			0.06			0.24			(0.20	)		(0.06	)		—		(0.26	)		14.88		0.60			1.01			1.23			82		1.66			0
11/01/13		10/31/14		14.89		0.20			0.05			0.25			(0.20	)		(0.04	)		—		(0.24	)		14.90		0.60			0.81			1.34			139		1.70			0
11/01/12		10/31/13		15.51		0.16			(0.27	)		(0.11	)		(0.15	)		(0.36	)		—		(0.51	)		14.89		0.60			0.64			1.04			136		(0.77	)		0
11/01/11		10/31/12		15.22		0.22			0.41			0.63			(0.21	)		(0.13	)		—		(0.34	)		15.51		0.60			0.60			1.41			94		4.20			0
Class R-6*
11/01/15		10/31/16		14.94		0.23			0.25			0.48			(0.25	)		(0.04	)				(0.29	)		15.13		0.50			1.17			1.49			90		3.27			1
07/31/15		10/31/15		14.87		0.05			0.06			0.11			(0.04	)		—			—		(0.04	)		14.94		0.50	(d)		0.99	(d)		1.33	(d)		82		0.71			0

Eagle Mid Cap Growth Fund
Class A*
11/01/15		10/31/16		43.39		(0.17	)		(0.23	)		(0.40	)		—			(0.70	)		—		(0.70	)		42.29		1.17			1.17			(0.40	)		34		(0.87	)		320
11/01/14		10/31/15		45.68		(0.26	)		2.26			2.00			—			(4.29	)		—		(4.29	)		43.39		1.14			1.14			(0.59	)		52		4.70			354
11/01/13		10/31/14		41.03		(0.17	)		6.74			6.57			—			(1.92	)		—		(1.92	)		45.68		1.19			1.19			(0.40	)		60		16.58			283
11/01/12		10/31/13		31.52		(0.03	)		10.68			10.65			—			(1.14	)		—		(1.14	)		41.03		1.20			1.20			(0.08	)		52		34.81			304
11/01/11		10/31/12		29.96		(0.18	)		1.74			1.56			—			—			—		—			31.52		1.22			1.22			(0.57	)		87		5.21			233
Class C*
11/01/15		10/31/16		35.76		(0.38	)		(0.20	)		(0.58	)		—			(0.70	)		—		(0.70	)		34.48		1.88			1.88			(1.11	)		34		(1.58	)		112
11/01/14		10/31/15		38.65		(0.48	)		1.88			1.40			—			(4.29	)		—		(4.29	)		35.76		1.87			1.88			(1.32	)		52		3.92			117
11/01/13		10/31/14		35.24		(0.41	)		5.74			5.33			—			(1.92	)		—		(1.92	)		38.65		1.89			1.89			(1.12	)		60		15.75			105
11/01/12		10/31/13		27.41		(0.25	)		9.22			8.97			—			(1.14	)		—		(1.14	)		35.24		1.92			1.92			(0.80	)		52		33.87			106
11/01/11		10/31/12		26.24		(0.34	)		1.51			1.17			—			—			—		—			27.41		1.92			1.92			(1.27	)		87		4.46			82
Class I*
11/01/15		10/31/16		45.26		(0.02	)		(0.24	)		(0.26	)		—			(0.70	)		—		(0.70	)		44.30		0.82			0.82			(0.06	)		34		(0.52	)		421
11/01/14		10/31/15		47.33		(0.13	)		2.35			2.22			—			(4.29	)		—		(4.29	)		45.26		0.82			0.83			(0.28	)		52		5.02			358
11/01/13		10/31/14		42.31		(0.05	)		6.99			6.94			—			(1.92	)		—		(1.92	)		47.33		0.85			0.85			(0.12	)		60		16.97			210
11/01/12		10/31/13		32.36		0.08			11.01			11.09			—			(1.14	)		—		(1.14	)		42.31		0.87			0.87			0.22			52		35.28			126
11/01/11		10/31/12		30.66		(0.07	)		1.77			1.70			—			—			—		—			32.36		0.88			0.88			(0.23	)		87		5.54			81
Class R-3*
11/01/15		10/31/16		42.46		(0.28	)		(0.23	)		(0.51	)		—			(0.70	)		—		(0.70	)		41.25		1.46			1.46			(0.69	)		34		(1.16	)		21
11/01/14		10/31/15		44.90		(0.37	)		2.22			1.85			—			(4.29	)		—		(4.29	)		42.46		1.41			1.42			(0.86	)		52		4.42			24
11/01/13		10/31/14		40.48		(0.31	)		6.65			6.34			—			(1.92	)		—		(1.92	)		44.90		1.48			1.48			(0.73	)		60		16.23			16
11/01/12		10/31/13		31.19		(0.14	)		10.57			10.43			—			(1.14	)		—		(1.14	)		40.48		1.49			1.49			(0.39	)		52		34.46			12
11/01/11		10/31/12		29.73		(0.26	)		1.72			1.46			—			—			—		—			31.19		1.49			1.49			(0.84	)		87		4.91			8
Class R-5*
11/01/15		10/31/16		45.15		(0.03	)		(0.23	)		(0.26	)		—			(0.70	)		—		(0.70	)		44.19		0.83			0.83			(0.06	)		34		(0.52	)		153
11/01/14		10/31/15		47.28		(0.13	)		2.29			2.16			—			(4.29	)		—		(4.29	)		45.15		0.82			0.83			(0.28	)		52		4.89			133
11/01/13		10/31/14		42.27		(0.06	)		6.99			6.93			—			(1.92	)		—		(1.92	)		47.28		0.87			0.87			(0.14	)		60		16.96			55
11/01/12		10/31/13		32.34		0.09			10.98			11.07			—			(1.14	)		—		(1.14	)		42.27		0.89			0.89			0.24			52		35.24			39
11/01/11		10/31/12		30.64		(0.08	)		1.78			1.70			—			—			—		—			32.34		0.90			0.90			(0.25	)		87		5.55			30
Class R-6*
11/01/15		10/31/16		45.43		0.02			(0.24	)		(0.22	)		—			(0.70	)		—		(0.70	)		44.51		0.72			0.72			0.04			34		(0.43	)		346
11/01/14		10/31/15		47.44		(0.10	)		2.38			2.28			—			(4.29	)		—		(4.29	)		45.43		0.73			0.74			(0.21	)		52		5.15			190
11/01/13		10/31/14		42.36		(0.05	)		7.05			7.00			—			(1.92	)		—		(1.92	)		47.44		0.77			0.77			(0.10	)		60		17.10			30
11/01/12		10/31/13		32.37		0.02			11.11			11.13			—			(1.14	)		—		(1.14	)		42.36		0.78			0.78			0.05			52		35.40			7
11/01/11		10/31/12		30.76		(0.05	)		1.66			1.61			—			—			—		—			32.37		0.80			0.80			(0.16	)		87		5.23			1

Eagle Mid Cap Stock Fund
Class A*
11/01/15		10/31/16		28.35		(0.11	)		0.48			0.37			—			(3.34	)		—		(3.34	)		25.38		1.29			1.29			(0.42	)		44		2.06			118
11/01/14		10/31/15		30.05		(0.12	)		0.75			0.63			—			(2.33	)		—		(2.33	)		28.35		1.24			1.24			(0.40	)		56		2.07			147
11/01/13		10/31/14		30.48		(0.13	)		1.72			1.59			—			(2.02	)		—		(2.02	)		30.05		1.22			1.22			(0.43	)		32		5.51			171
11/01/12		10/31/13		27.14		(0.04	)		7.40			7.36			—			(4.02	)		—		(4.02	)		30.48		1.22			1.22			(0.14	)		27		30.90			208
11/01/11		10/31/12		25.07		(0.02	)		2.09			2.07			—			—			—		—			27.14		1.20			1.20			(0.09	)		184		8.26			260


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

Financial Highlights


Fiscal periods					From investment operations							Dividends & distributions													Ratios to average net asset (%)
Fiscal periods			Beginning net asset value		Income (loss)			Realized & unrealized gain (loss)		Total		From investment income			From realized gains			From return of capital		Total			Ending net asset value		With expenses waived/ recovered		Without expenses waived/ recovered		Net income (loss)			Portfolio turnover rate (%) (a)		Total return (%) (a)(b)		Ending net assets (millions)
Beginning	Ending		Beginning net asset value		Income (loss)			Realized & unrealized gain (loss)		Total		From investment income			From realized gains			From return of capital		Total			Ending net asset value		With expenses waived/ recovered		Without expenses waived/ recovered		Net income (loss)			Portfolio turnover rate (%) (a)		Total return (%) (a)(b)		Ending net assets (millions)
Eagle Mid Cap Stock Fund (cont’d)
Class C*
11/01/15		10/31/16		$22.64	$	(0.23	)		$0.33		$0.10		$—		$	(3.34	)		$—	$	(3.34	)		$19.40		2.04		2.04		(1.17	)		44		1.28		$90
11/01/14		10/31/15		24.62		(0.27	)		0.62		0.35		—			(2.33	)		—		(2.33	)		22.64		1.99		1.99		(1.16	)		56		1.32		109
11/01/13		10/31/14		25.52		(0.28	)		1.40		1.12		—			(2.02	)		—		(2.02	)		24.62		1.96		1.96		(1.17	)		32		4.69		124
11/01/12		10/31/13		23.49		(0.21	)		6.26		6.05		—			(4.02	)		—		(4.02	)		25.52		1.95		1.95		(0.90	)		27		30.00		138
11/01/11		10/31/12		21.86		(0.20	)		1.83		1.63		—			—			—		—			23.49		1.92		1.92		(0.85	)		184		7.46		147
Class I*
11/01/15		10/31/16		29.50		(0.02	)		0.50		0.48		—			(3.34	)		—		(3.34	)		26.64		0.95		0.99		(0.08	)		44		2.39		45
11/01/14		10/31/15		31.09		(0.03	)		0.77		0.74		—			(2.33	)		—		(2.33	)		29.50		0.95		1.06		(0.10	)		56		2.37		51
11/01/13		10/31/14		31.39		(0.05	)		1.77		1.72		—			(2.02	)		—		(2.02	)		31.09		0.95		1.10		(0.16	)		32		5.78		87
11/01/12		10/31/13		27.76		0.03			7.62		7.65		—			(4.02	)		—		(4.02	)		31.39		0.95		1.12		0.11			27		31.31		98
11/01/11		10/31/12		25.58		0.04			2.14		2.18		—			—			—		—			27.76		0.91		0.91		0.16			184		8.52		118
Class R-3*
11/01/15		10/31/16		27.55		(0.17	)		0.44		0.27		—			(3.34	)		—		(3.34	)		24.48		1.58		1.58		(0.71	)		44		1.72		1
11/01/14		10/31/15		29.36		(0.21	)		0.73		0.52		—			(2.33	)		—		(2.33	)		27.55		1.59		1.59		(0.73	)		56		1.71		2
11/01/13		10/31/14		29.92		(0.21	)		1.67		1.46		—			(2.02	)		—		(2.02	)		29.36		1.53		1.53		(0.73	)		32		5.16		5
11/01/12		10/31/13		26.78		(0.13	)		7.29		7.16		—			(4.02	)		—		(4.02	)		29.92		1.52		1.52		(0.48	)		27		30.53		6
11/01/11		10/31/12		24.80		(0.12	)		2.10		1.98		—			—			—		—			26.78		1.49		1.49		(0.47	)		184		7.98		6
Class R-5*
11/01/15		10/31/16		29.65		(0.02	)		0.50		0.48		—			(3.34	)		—		(3.34	)		26.79		0.95		1.07		(0.08	)		44		2.38		0
11/01/14		10/31/15		31.24		(0.03	)		0.77		0.74		—			(2.33	)		—		(2.33	)		29.65		0.95		0.99		(0.10	)		56		2.36		0
11/01/13		10/31/14		31.53		(0.05	)		1.78		1.73		—			(2.02	)		—		(2.02	)		31.24		0.94		0.94		(0.16	)		32		5.79		0
11/01/12		10/31/13		27.77		0.19			7.59		7.78		—			(4.02	)		—		(4.02	)		31.53		0.84		0.84		0.69			27		31.84		1
11/01/11		10/31/12		25.60		0.05			2.12		2.17		—			—			—		—			27.77		0.94		0.94		0.19			184		8.48		13
Class R-6*
11/01/15		10/31/16		29.70		0.01			0.50		0.51		—			(3.34	)		—		(3.34	)		26.87		0.85		0.87		0.02			44		2.48		1
11/01/14		10/31/15		31.25		—	(e)		0.78		0.78		—			(2.33	)		—		(2.33	)		29.70		0.83		0.84		0.01			56		2.49		0
11/01/13		10/31/14		31.50		(0.01	)		1.78		1.77		—			(2.02	)		—		(2.02	)		31.25		0.82		0.82		(0.04	)		32		5.93		1
11/01/12		10/31/13		27.81		(0.02	)		7.73		7.71		—			(4.02	)		—		(4.02	)		31.50		0.79		0.79		(0.08	)		27		31.49		0
11/01/11		10/31/12		25.70		0.05			2.06		2.11		—			—			—		—			27.81		0.85		0.91		0.18			184		8.21		0

Eagle Small Cap Growth Fund
Class A*
11/01/15		10/31/16		52.98		(0.33	)		1.29		0.96		—			(3.46	)		—		(3.46	)		50.48		1.15		1.15		(0.66	)		32		2.07		848
11/01/14		10/31/15		57.57		(0.33	)		2.22		1.89		—			(6.48	)		—		(6.48	)		52.98		1.10		1.10		(0.60	)		45		3.23		711
11/01/13		10/31/14		54.33		(0.34	)		4.27		3.93		—			(0.69	)		—		(0.69	)		57.57		1.11		1.11		(0.61	)		37		7.30		759
11/01/12		10/31/13		41.13		(0.16	)		13.36		13.20		—			—			—		—			54.33		1.10		1.10		(0.33	)		38		32.09		999
11/01/11		10/31/12		38.93		(0.24	)		2.44		2.20		—			—			—		—			41.13		1.11		1.11		(0.61	)		44		5.65		690
Class C*
11/01/15		10/31/16		42.10		(0.52	)		0.98		0.46		—			(3.46	)		—		(3.46	)		39.10		1.85		1.85		(1.36	)		32		1.37		166
11/01/14		10/31/15		47.33		(0.59	)		1.84		1.25		—			(6.48	)		—		(6.48	)		42.10		1.82		1.82		(1.32	)		45		2.49		186
11/01/13		10/31/14		45.11		(0.61	)		3.52		2.91		—			(0.69	)		—		(0.69	)		47.33		1.82		1.82		(1.32	)		37		6.52		190
11/01/12		10/31/13		34.40		(0.42	)		11.13		10.71		—			—			—		—			45.11		1.82		1.82		(1.05	)		38		31.13		189
11/01/11		10/31/12		32.78		(0.44	)		2.06		1.62		—			—			—		—			34.40		1.83		1.83		(1.32	)		44		4.94		129
Class I*
11/01/15		10/31/16		54.84		(0.16	)		1.33		1.17		—			(3.46	)		—		(3.46	)		52.55		0.81		0.81		(0.32	)		32		2.40		1,374
11/01/14		10/31/15		59.19		(0.16	)		2.29		2.13		—			(6.48	)		—		(6.48	)		54.84		0.78		0.78		(0.28	)		45		3.58		1,757
11/01/13		10/31/14		55.68		(0.16	)		4.36		4.20		—			(0.69	)		—		(0.69	)		59.19		0.78		0.78		(0.29	)		37		7.61		1,770
11/01/12		10/31/13		42.04		(0.01	)		13.67		13.66		(0.02	)		—			—		(0.02	)		55.68		0.79		0.79		(0.01	)		38		32.49		1,815
11/01/11		10/31/12		39.65		(0.11	)		2.50		2.39		—			—			—		—			42.04		0.78		0.78		(0.28	)		44		6.03		1,313
Class R-3*
11/01/15		10/31/16		51.82		(0.43	)		1.25		0.82		—			(3.46	)		—		(3.46	)		49.18		1.39		1.39		(0.90	)		32		1.83		94
11/01/14		10/31/15		56.59		(0.48	)		2.19		1.71		—			(6.48	)		—		(6.48	)		51.82		1.38		1.38		(0.88	)		45		2.94		119
11/01/13		10/31/14		53.58		(0.50	)		4.20		3.70		—			(0.69	)		—		(0.69	)		56.59		1.42		1.42		(0.92	)		37		6.97		127
11/01/12		10/31/13		40.68		(0.29	)		13.19		12.90		—			—			—		—			53.58		1.37		1.37		(0.62	)		38		31.71		134
11/01/11		10/31/12		38.58		(0.35	)		2.45		2.10		—			—			—		—			40.68		1.38		1.38		(0.88	)		44		5.44		84


The accompanying notes are an integral part of the financial statements.			37

Financial Highlights


Fiscal periods					From investment operations								Dividends & distributions													Ratios to average net asset (%)
Fiscal periods			Beginning net asset value		Income (loss)			Realized & unrealized gain (loss)		Total			From investment income			From realized gains			From return of capital		Total			Ending net asset value		With expenses waived/ recovered		Without expenses waived/ recovered		Net income (loss)			Portfolio turnover rate (%) (a)			Total return (%) (a)(b)			Ending net assets (millions)
Beginning	Ending		Beginning net asset value		Income (loss)			Realized & unrealized gain (loss)		Total			From investment income			From realized gains			From return of capital		Total			Ending net asset value		With expenses waived/ recovered		Without expenses waived/ recovered		Net income (loss)			Portfolio turnover rate (%) (a)			Total return (%) (a)(b)			Ending net assets (millions)
Eagle Small Cap Growth Fund (cont’d)
Class R-5*
11/01/15		10/31/16		$55.02	$	(0.15	)		$1.34		$1.19			$—		$	(3.46	)		$—	$	(3.46	)		$52.75		0.78		0.78		(0.30	)		32			2.43			$444
11/01/14		10/31/15		59.37		(0.15	)		2.28		2.13			—			(6.48	)		—		(6.48	)		55.02		0.75		0.75		(0.25	)		45			3.57			418
11/01/13		10/31/14		55.83		(0.16	)		4.39		4.23			—			(0.69	)		—		(0.69	)		59.37		0.77		0.77		(0.28	)		37			7.64			348
11/01/12		10/31/13		42.14		0.01			13.69		13.70			(0.01	)		—			—		(0.01	)		55.83		0.77		0.77		0.02			38			32.51			341
11/01/11		10/31/12		39.74		(0.12	)		2.52		2.40			—			—			—		—			42.14		0.80		0.80		(0.29	)		44			6.04			242
Class R-6*
11/01/15		10/31/16		55.27		(0.10	)		1.35		1.25			—			(3.46	)		—		(3.46	)		53.06		0.67		0.67		(0.19	)		32			2.53			1,139
11/01/14		10/31/15		59.55		(0.10	)		2.30		2.20			—			(6.48	)		—		(6.48	)		55.27		0.66		0.66		(0.17	)		45			3.68			737
11/01/13		10/31/14		55.92		(0.10	)		4.42		4.32			—			(0.69	)		—		(0.69	)		59.55		0.66		0.66		(0.17	)		37			7.79			576
11/01/12		10/31/13		42.20		0.03			13.74		13.77			(0.05	)		—			—		(0.05	)		55.92		0.68		0.68		0.07			38			32.68			502
11/01/11		10/31/12		39.76		(0.09	)		2.53		2.44			—			—			—		—			42.20		0.69		0.69		(0.22	)		44			6.14			260

Eagle Smaller Company Fund
Class A*
11/01/15		10/31/16		12.32		(0.05	)		0.74		0.69			—			—			—		—			13.01		1.43		1.83		(0.38	)		46			5.60			15
11/01/14		10/31/15		23.65		(0.10	)		0.08		(0.02	)		—			(11.31	)		—		(11.31	)		12.32		1.41		1.60		(0.70	)		79			(1.88	)		20
11/01/13		10/31/14		23.38		(0.09	)		0.87		0.78			—			(0.51	)		—		(0.51	)		23.65		1.38		1.36		(0.38	)		68	(f)		3.34			18
11/01/12		10/31/13		18.93		(0.03	)		5.96		5.93			(0.09	)		(1.39	)		—		(1.48	)		23.38		1.37		1.40		(0.13	)		14			33.60			19
11/01/11		10/31/12		20.05		0.04			1.47		1.51			—			(2.63	)		—		(2.63	)		18.93		1.35		1.42		0.23			13			9.31			13
Class C*
11/01/15		10/31/16		11.05		(0.12	)		0.66		0.54			—			—			—		—			11.59		2.16		2.57		(1.12	)		46			4.89			17
11/01/14		10/31/15		22.46		(0.18	)		0.08		(0.10	)		—			(11.31	)		—		(11.31	)		11.05		2.17		2.35		(1.49	)		79			(2.64	)		21
11/01/13		10/31/14		22.38		(0.25	)		0.84		0.59			—			(0.51	)		—		(0.51	)		22.46		2.11		2.09		(1.11	)		68	(f)		2.63			11
11/01/12		10/31/13		18.22		(0.18	)		5.73		5.55			—			(1.39	)		—		(1.39	)		22.38		2.12		2.14		(0.88	)		14			32.62			11
11/01/11		10/31/12		19.52		(0.10	)		1.43		1.33			—			(2.63	)		—		(2.63	)		18.22		2.11		2.19		(0.54	)		13			8.54			7
Class I*
11/01/15		10/31/16		13.07		0.02			0.78		0.80			—			—			—		—			13.87		0.95		1.52		0.13			46			6.12			9
11/01/14		10/31/15		24.27		(0.03	)		0.14		0.11			—			(11.31	)		—		(11.31	)		13.07		0.95		1.27		(0.17	)		79			(0.99	)		15
11/01/13		10/31/14		23.86		0.02			0.91		0.93			(0.01	)		(0.51	)		—		(0.52	)		24.27		0.95		1.10		0.10			68	(f)		3.93			33
11/01/12		10/31/13		19.28		0.06			6.07		6.13			(0.16	)		(1.39	)		—		(1.55	)		23.86		0.95		1.16		0.27			14			34.20			106
11/01/11		10/31/12		20.31		0.12			1.49		1.61			(0.01	)		(2.63	)		—		(2.64	)		19.28		0.95		1.17		0.61			13			9.74			58
Class R-3*
11/01/15		10/31/16		11.96		(0.08	)		0.72		0.64			—			—			—		—			12.60		1.70		2.19		(0.65	)		46			5.35			0
11/01/14		10/31/15		23.33		(0.13	)		0.07		(0.06	)		—			(11.31	)		—		(11.31	)		11.96		1.70		2.07		(0.94	)		79			(2.19	)		0
11/01/13		10/31/14		23.12		(0.17	)		0.89		0.72			—			(0.51	)		—		(0.51	)		23.33		1.70		1.77		(0.72	)		68	(f)		3.11			0
11/01/12		10/31/13		18.77		(0.08	)		5.89		5.81			(0.07	)		(1.39	)		—		(1.46	)		23.12		1.70		1.85		(0.40	)		14			33.17			0
11/01/11		10/31/12		19.96		—	(e)		1.44		1.44			—			(2.63	)		—		(2.63	)		18.77		1.70		1.80		0.02			13			8.95			0
Class R-5*
11/01/15		10/31/16		12.93		(0.01	)		0.79		0.78			—			—			—		—			13.71		0.95		1.67		(0.08	)		46			6.03			0
11/01/14		10/31/15		24.20		(0.03	)		0.07		0.04			—			(11.31	)		—		(11.31	)		12.93		0.95		1.14		(0.24	)		79			(1.41	)		0
11/01/13		10/31/14		23.82		0.04			0.87		0.91			(0.02	)		(0.51	)		—		(0.53	)		24.20		0.95		1.04		0.18			68	(f)		3.85			0
11/01/12		10/31/13		19.25		(0.02	)		6.15		6.13			(0.17	)		(1.39	)		—		(1.56	)		23.82		0.95		1.00		(0.11	)		14			34.25			0
11/01/11		10/31/12		20.30		0.12			1.48		1.60			(0.02	)		(2.63	)		—		(2.65	)		19.25		0.95		1.28		0.62			13			9.72			0
Class R-6*
11/01/15		10/31/16		12.96		0.04			0.77		0.81			—			—			—		—			13.77		0.85		1.31		0.32			46			6.25			3
11/01/14		10/31/15		24.22		(0.01	)		0.06		0.05			—			(11.31	)		—		(11.31	)		12.96		0.85		1.20		(0.07	)		79			(1.33	)		10
11/01/13		10/31/14		23.86		0.03			0.87		0.90			(0.03	)		(0.51	)		—		(0.54	)		24.22		0.85		0.94		0.13			68	(f)		3.78			25
11/01/12		10/31/13		19.28		0.01			6.14		6.15			(0.18	)		(1.39	)		—		(1.57	)		23.86		0.85		0.96		0.04			14			34.33			18
11/01/11		10/31/12		20.30		0.14			1.49		1.63			(0.02	)		(2.63	)		—		(2.65	)		19.28		0.85		1.15		0.72			13			9.85			0


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

Financial Highlights


Fiscal periods					From investment operations							Dividends & distributions										Ratios to average net asset (%)
Fiscal periods			Beginning net asset value		Income (loss)			Realized & unrealized gain (loss)		Total		From investment income		From realized gains		From return of capital		Total		Ending net asset value		With expenses waived/ recovered			Without expenses waived/ recovered			Net income (loss)			Portfolio turnover rate (%) (a)		Total return (%) (a)(b)		Ending net assets (millions)
Beginning	Ending		Beginning net asset value		Income (loss)			Realized & unrealized gain (loss)		Total		From investment income		From realized gains		From return of capital		Total		Ending net asset value		With expenses waived/ recovered			Without expenses waived/ recovered			Net income (loss)			Portfolio turnover rate (%) (a)		Total return (%) (a)(b)		Ending net assets (millions)
Eagle Tactical Allocation Fund
Class A*
12/31/15		10/31/16		$14.29		$0.06			$0.24		$0.30		$—		$—		$—		$—		$14.59		1.17	(d)		17.33	(d)		0.47	(d)		66		2.10		$2
Class C*
12/31/15		10/31/16		14.29		(0.04	)		0.25		0.21		—		—		—		—		14.50		1.97	(d)		10.40	(d)		(0.31	)(d)		66		1.47		1
Class I*
12/31/15		10/31/16		14.29		0.10			0.23		0.33		—		—		—		—		14.62		0.87	(d)		8.81	(d)		0.77	(d)		66		2.31		5
Class R-3*
12/31/15		10/31/16		14.29		0.03			0.25		0.28		—		—		—		—		14.57		1.37	(d)		22.76	(d)		0.21	(d)		66		1.96		0
Class R-5*
12/31/15		10/31/16		14.29		0.08			0.26		0.34		—		—		—		—		14.63		0.87	(d)		21.86	(d)		0.69	(d)		66		2.38		0
Class R-6*
12/31/15		10/31/16		14.29		0.10			0.25		0.35		—		—		—		—		14.64		0.77	(d)		22.16	(d)		0.82	(d)		66		2.45		0

* Per share amounts have been calculated using the daily average share method.

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

(b) Total returns are calculated without the imposition of either front-end or contingent deferred sales charges.

(c) The Eagle Capital Appreciation Fund changed its subadvisor effective June 28, 2013.

(d) Annualized.

(e) Per share amount is less than $0.005.

(f) The Eagle Smaller Company Fund changed its subadvisor effective October 20, 2014.


The accompanying notes are an integral part of the financial statements.			39

Notes to Financial Statements


10.31.2016

NOTE 1 | Organization and investment objective | The Eagle Capital Appreciation Fund, the Eagle Growth & Income Fund and the Eagle Series Trust (each a “Trust” and collectively the “Trusts” or the “Eagle Family of Funds”) are organized as separate Massachusetts business trusts, and are registered under the Investment Company Act of 1940, as amended, as open-end diversified management investment companies. Currently all members of the Board of Trustees (“Board”) for the Trusts serve as Trustees for each of the Trusts. Trusts offer shares in the following series (each a “Fund” and collectively the “Funds”) and are advised by Eagle Asset Management, Inc. (“Eagle” or “Manager”).

•

The Eagle Capital Appreciation Fund (“Capital Appreciation Fund”) seeks long-term capital appreciation.

•

The Eagle Growth & Income Fund (“Growth & Income Fund”) primarily seeks long-term capital appreciation and, secondarily, seeks current income.

The Eagle Series Trust currently offers shares in seven series:

•

The Eagle International Stock Fund (“International Stock Fund”) seeks capital appreciation,

•

The Eagle Investment Grade Bond Fund (“Investment Grade Bond Fund”) seeks current income and preservation of capital,

•

The Eagle Mid Cap Growth Fund (“Mid Cap Growth Fund”) seeks long-term capital appreciation,

•

The Eagle Mid Cap Stock Fund (“Mid Cap Stock Fund”) seeks long-term capital appreciation,

•

The Eagle Small Cap Growth Fund (“Small Cap Growth Fund”) seeks long-term capital appreciation,

•

The Eagle Smaller Company Fund (“Smaller Company Fund”) seeks capital growth, and

•

The Eagle Tactical Allocation Fund (“Tactical Allocation Fund”) seeks long-term capital appreciation.

The Eagle Series Trust also includes the Eagle Tax-Exempt Bond Fund which is not currently offered for sale.

Class offerings | Each Fund is authorized and currently offers Class A, Class C, Class I, Class R-3, Class R-5, and Class R-6 shares to qualified buyers.

•

For all Funds except the Investment Grade Bond Fund, Class A shares are sold at a maximum front-end sales charge of 4.75%. For the Investment Grade Bond Fund, Class A shares are sold at a maximum front-end sales charge of 3.75%. Class A share investments greater than $1 million, which are not sold subject to a sales charge, may be subject to a contingent deferred sales charge (“CDSC”) of up to 1% of the lower of net asset value (“NAV”) or purchase price if redeemed within 18 months of purchase.

•

Class C shares are sold subject to a CDSC of 1% of the lower of NAV or purchase price if redeemed within one year of purchase. Class C shares of the International Stock Fund purchased between July 31, 2015 and August 31, 2016 were sold without a CDSC.

•

Class I, Class R-3, Class R-5 and Class R-6 shares are each sold without a front-end sales charge or a CDSC to qualified buyers.

NOTE 2 | Significant accounting policies | The following is a summary of significant accounting policies of the Funds. The policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Funds are investment companies and, accordingly, follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 – Investment Companies, which is part of U.S. GAAP.

Use of estimates | The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures. Actual results could differ from those estimates and those differences could be material.

Valuation of securities | The price of each Fund’s shares is based on the NAV per share of each class of a Fund. The NAV of each Fund’s shares is normally calculated each business day as of the scheduled close of regular trading on the New York Stock Exchange (NYSE) and the Nasdaq, generally 4 p.m., Eastern time. A Fund will not treat an intraday unscheduled disruption in trading on either the NYSE or Nasdaq as a closure of that particular market, and will price its shares as of the normally scheduled close of the NYSE and Nasdaq if the disruption directly affects only one of those markets. If the NYSE has an early unscheduled close, each Fund’s share price may still be determined as of the scheduled NYSE closing time on that day. If the NYSE or other securities exchange modifies the published closing price of securities traded on that exchange after the NAV is calculated, the Funds are not required to recalculate their NAVs.

Generally, the Funds value portfolio securities for which market quotations are readily available at market value; however, a Fund may adjust the market quotation price to reflect events that occur between the close of those markets and the time of the Fund’s determination of the NAV.

A market quotation may be considered unreliable or unavailable for various reasons, such as:

•

The quotation may be stale;

•

The security is not actively traded;

•

Trading on the security halted before the close of the trading market;

•

The security is newly issued;

•

Issuer-specific or vendor specific events occurred after the security halted trading; or

•

Due to the passage of time between the close of the market on which the security trades and the close of the NYSE and the Nasdaq.

Issuer-specific events may cause the last market quotation to be unreliable. Such events may include:

•

A merger or insolvency;

•

Events which affect a geographical area or an industry segment, such as political events or natural disasters; or

•

Market events, such as a significant movement in the U.S. markets.

For most securities, both the latest transaction prices and adjustments for securities traded in foreign markets are furnished by Board approved independent pricing services. The Funds value all other securities and assets for which market quotations are unavailable or unreliable at their fair value in good faith using Pricing and Valuation Procedures (“Procedures”) approved by the Board. A Fund may fair value small-cap securities, for example, that are thinly traded or illiquid. Fair value is the amount that the owner might reasonably expect to receive for the security upon its current sale. Fair value requires consideration of appropriate factors, including indications of fair value available from independent pricing services. A fair value price is an estimated price and may vary from the prices used by other mutual funds to calculate their NAV.

Pursuant to the Procedures, the Board has delegated the responsibility for applying and administering the Procedures to a valuation committee (“Valuation Committee”). The composition of this Valuation Committee may change from time to time. The Valuation Committee follows fair valuation guidelines as set forth in the Procedures to make fair value determinations on all securities and


40

Notes to Financial Statements


			10.31.2016

assets for which market quotations are unavailable or unreliable. For portfolio securities fair valued by the Valuation Committee, Eagle checks fair value prices by comparing the fair value of the security with values that are available from other sources (if any). Eagle compares the fair value of the security to the next-day opening price or next actual sale price, when applicable. Eagle documents and reports to the Valuation Committee such comparisons when they are made. The Valuation Committee reports such comparisons to the Board at their regularly scheduled meetings. The Board is responsible for the periodic review and consideration of the appropriateness of any fair value pricing methodology established or implemented for a Fund. Fair value pricing methods, the Procedures and independent pricing services can change from time to time as approved by the Board, and may occur as a result of lookback testing results or changes in industry best practices.

There can be no assurance, however, that a fair value price used by a Fund on any given day will more accurately reflect the market value of a security than a market price of such security on that day, as fair valuation determinations may involve subjective judgments made by the Valuation Committee. Fair value pricing may deter shareholders from trading a Fund’s shares on a frequent basis in an attempt to take advantage of arbitrage opportunities resulting from potentially stale prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading. Specific types of securities are valued as follows:

•

Domestic exchange-traded equity securities | Market quotations are generally available and reliable for domestic exchange-traded equity securities. If the prices provided by the independent pricing service and independent quoted prices are unavailable or unreliable, the Valuation Committee will fair value the security using the Procedures.

•

Foreign exchange-traded equity securities | If market quotations are available and reliable for foreign exchange-traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE and the Nasdaq, closing market quotations may become unreliable. Consequently, fair valuation of portfolio securities may occur on a daily basis. The Valuation Committee, using the Procedures, may fair value a security if certain events occur between the time trading ends in a foreign market on a particular security and the Fund’s NAV calculation. The Valuation Committee, using the Procedures, may also fair value a particular security if the events are significant and make the closing price unavailable or unreliable. If an issuer-specific event has occurred that a Fund or Eagle determines, in its judgment, is likely to have affected the closing price of a foreign security, the security will be priced at fair value. Eagle also utilizes a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current market value as of the NYSE Close. Securities and other assets quoted in foreign currencies are valued in U.S. dollars based on exchange rates provided by an independent pricing service. The pricing vendor, pricing methodology or degree of certainty may change from time to time. Securities primarily traded on foreign markets may trade on days that are not business days of the Funds. Because the NAV of a Fund’s shares is determined only on business days of the Fund, the value of the securities of a Fund that invests in foreign securities may change on days when shareholders would not be able to purchase or redeem shares of the Fund.

•

Fixed income securities | Government bonds, corporate bonds, asset-backed bonds, municipal bonds, short-term securities (investments that have a maturity date of 60 days or less) and convertible securities, including high yield or junk bonds, normally are valued on the basis of evaluated prices provided by independent pricing services. Evaluated prices provided by the independent pricing services may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to special securities, dividend rate, maturity and other market data. If the evaluated prices provided by the independent

pricing service and independent quoted prices are unavailable or unreliable, the Valuation Committee will fair value the security using the Procedures.

•

Futures and Options | Futures and options are valued on the basis of market quotations, if available and reliable. If prices provided by independent pricing services and independent quoted prices are unavailable or unreliable, the Valuation Committee will fair value the security using the Procedures. During the fiscal year ended October 31, 2016, none of the Funds held futures or options.

•

Investment companies and exchange-traded funds (ETFs) | Investments in other open-end investment companies are valued at their reported NAV. Investments in closed-end funds and ETFs are valued on the basis of market quotations, if available and reliable. If the prices provided by independent pricing services and independent quoted prices are unavailable or unreliable, the Valuation Committee will fair value the security using the Procedures.

Fair value measurements | Each Fund utilizes a three-level hierarchy of inputs to establish a classification of fair value measurements. The three levels are defined as:

Level 1—Valuations based on unadjusted quoted prices for identical securities in active markets;

Level 2—Valuations based on inputs other than quoted prices that are observable, either directly or indirectly, including inputs in markets that are not considered active; and

Level 3—Valuations based on inputs that are unobservable and significant to the fair value measurement, and may include the Valuation Committee’s own assumptions on determining fair value of investments.

Inputs that are used in determining fair value of an investment may include price information, credit data, volatility statistics, and other factors. These inputs can be either observable or unobservable. The availability of observable inputs can vary between investments and is affected by various factors such as the type of investment and the volume and/or level of activity for that investment or similar investments in the marketplace. The inputs will be considered by the Valuation Committee, along with any other relevant factors in the calculation of an investment’s fair value. A Fund uses prices and inputs that are current as of the valuation date, which may include periods of market dislocations. During these periods, the availability of prices and inputs may be reduced for many investments. This condition could cause an investment to be reclassified between the various levels within the hierarchy.

Investments falling into the Level 3 category may be classified as such due to a lack of market transparency and corroboration to support the quoted prices. Additionally, valuation models may be used as the pricing source for any remaining investments classified as Level 3. These models may rely on one or more significant unobservable inputs and/or significant assumptions by the Valuation Committee. Inputs used in valuations may include, but are not limited to, financial statement analysis, capital account balances, discount rates and estimated cash flows, and comparable entity data.

The following is a summary of the inputs used to value each Fund’s investments as of October 31, 2016.


	Quoted prices in active markets for identical assets (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
Capital Appreciation Fund
Common stocks (a)		$337,222,052		$—		$—
Money market funds		1,314,181		—		—
Total investment portfolio		$338,536,233		$—		$—


			41

Notes to Financial Statements


10.31.2016


	Quoted prices in active markets for identical assets (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
Growth & Income Fund
Common stocks (a)		$546,373,865		$—		$—
Money market funds		6,773,426		—		—
Total investment portfolio		$553,147,291		$—		$—
International Stock Fund
Common stocks (a):
Australia		$—		$584,977		$—
Austria		—		30,167		—
Denmark		—		295,464		—
Finland		—		75,926		—
France		—		1,509,983		—
Germany		—		1,831,072		—
Hong Kong		—		539,157		—
Ireland		—		80,901		—
Israel		104,120		244,390		—
Italy		—		527,688		—
Japan		—		4,150,655		—
Netherlands		209,661		391,179		—
New Zealand		—		31,181		—
Norway		—		167,511		—
Singapore		—		165,822		—
Spain		—		225,417		—
Sweden		—		197,099		—
Switzerland		—		601,454		—
United Kingdom		—		2,947,302		—
Money market funds		249,047		—		—
Total investment portfolio		$562,828		$14,597,345		$—
Investment Grade Bond Fund
Domestic corporate bonds (a)		$—		$28,373,684		$—
Foreign corporate bonds (a)		—		3,120,694		—
Mortgage and asset- backed securities		—		11,895,198		—
Foreign government bonds		—		151,080		—
U.S. Treasuries		—		1,759,164		—
U.S. Government agency securities		—		1,099,201		—
Supranational banks		—		2,524,016		—
Money market funds		755,604		—		—
Total investment portfolio		$755,604		$48,923,037		$—
Mid Cap Growth Fund
Common stocks (a)		$1,359,476,996		$—		$—
Money market funds		22,048,050		—		—
Total investment portfolio		$1,381,525,046		$—		$—


	Quoted prices in active markets for identical assets (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
Mid Cap Stock Fund
Common stocks (a)		$248,947,948		$—		$—
Money market funds		5,288,835		—		—
Total investment portfolio		$254,236,783		$—		$—
Small Cap Growth Fund
Common stocks (a)		$4,009,702,852		$—		$—
Contingent value rights		—		—		242,594
Money market funds		37,022,118		—		—
Total investment portfolio		$4,046,724,970		$—		$242,594
Smaller Company Fund
Common stocks (a)		$43,920,376		$—		$—
Money market funds		953,322		—		—
Total investment portfolio		$44,873,698		$—		$—
Tactical Allocation Fund
Exchange traded funds		$7,023,235		$—		$—
Money market funds		266,722		—		—
Total investment portfolio		$7,289,957		$—		$—

(a) Please see the investment portfolio for detail by industry.

The Fund recognizes transfers between levels at the end of the reporting period. During the fiscal year ended October 31, 2016, there were no transfers in or out of Levels 1, 2, or 3.

The following is a reconciliation of Level 3 securities held by the Small Cap Growth Fund as of October 31, 2016 for which significant unobservable inputs were used to determine fair value:


Small Cap Growth Fund
Balance as of October 31, 2015			$—
Purchases (acquired as a result of corporate action; allocated cost basis of $142,782)			242,594
Change in unrealized appreciation (depreciation)			—
Balance as of October 31, 2016			$242,594

The Funds’ policy for disclosing the valuation techniques and significant unobservable inputs for Level 3 assets and liabilities is to provide such disclosures when aggregate exposure to Level 3 investments exceeds 1% of net asset value. At October 31, 2016, the Level 3 investments within the Fund did not exceed such threshold and therefore have not been disclosed.

The contingent value rights (“CVR”) were acquired as a result of Dyax Corp. (which was a portfolio holding of the Fund) being acquired by Shire PLC. In exchange for the Fund’s shares in Dyax Corp., the Fund received cash consideration from Shire PLC as well as the CVR.

Foreign currency transactions | The books and records of each Fund are maintained in U.S. dollars. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, other assets and other liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income


42

Notes to Financial Statements


			10.31.2016

and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. The Funds do not isolate that portion of gains and losses on investments which is due to changes in foreign exchange rates from that which is due to changes in market prices of the investments. Such fluctuations are included with the net realized and unrealized gains and losses from investment transactions. Net realized gain (loss) on foreign currency transactions and the net change in unrealized appreciation (depreciation) on translation of assets and liabilities denominated in foreign currencies include gains and losses between trade and settlement date on securities transactions, gains and losses arising from the purchase and sale of forward foreign currency exchange contracts and gains and losses between the ex and payment dates on dividends, interest and foreign withholding taxes.

Forward currency exchange contracts | Each of the Funds, except the Small Cap Growth Fund, is authorized to enter into forward currency contracts, which are used primarily to hedge against foreign currency exchange rate risk on its non-U.S. dollar denominated investment securities. Forward currency exchange contracts are valued in U.S. dollars based upon forward exchange rates provided by an independent pricing service as of the close of the NYSE each valuation day and the unrealized gain or loss is included in the related Statement of Assets and Liabilities. When the contracts are closed, the gain or loss is realized. Realized and unrealized gains and losses are included in the related Statement of Operations. Risks may arise from unanticipated movements in the currency’s value relative to the U.S. dollar and from the possible inability of counter-parties to meet the terms of their contracts. During the fiscal year ended October 31, 2016, none of the Funds held forward currency exchange contracts.

Real estate investment trusts (“REIT(s)”) | There are certain additional risks involved in investing in REITs. These include, but are not limited to, economic conditions, changes in zoning laws, real estate values, property taxes and interest rates. Dividend income is recorded at the Manager’s estimate of the income included in distributions from the REITs. Distributions received in excess of the estimated amount are recorded as a reduction of the cost of the investments. The actual amounts of income, return of capital and capital gains are only determined by each REIT after the Funds’ fiscal year-end and may differ from the estimated amounts.

Repurchase agreements | Each Fund may enter into repurchase agreements whereby a Fund, through its custodian, receives delivery of the underlying securities, the market value of which at the time of purchase is required to be in an amount of at least 100% of the resale price. Repurchase agreements involve the risk that the seller will fail to repurchase the security, as agreed. In that case, the Fund will bear the risk of market value fluctuations until the security can be sold and may encounter delays and incur costs in liquidating the security. In the event of bankruptcy or insolvency of the seller, delays and costs may be incurred. During the fiscal year ended October 31, 2016, none of the Funds held any repurchase agreements.

Revenue recognition | Investment security transactions are accounted for on a trade date basis. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis.

Foreign taxes | The Funds may be subject to taxes imposed by countries in which they invest, with respect to their investments in issuers existing or operating in such countries. The Funds may also be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may or may not be recoverable. The Funds accrue such taxes and recoveries as applicable, when the related income or capital gains are earned and based upon the current interpretation of tax rules and regulations that exist in the markets in which a Fund invests. Some countries require governmental approval for the repatriation of investment income, capital or the proceeds of sales earned by foreign investors.

Expenses | Each Fund is charged for certain expenses which are directly attributable to it and certain other expenses which are allocated proportionately among the Eagle Family of Funds based upon methods approved by the Board. Expenses that are directly attributable to a specific class of shares, such as distribution fees, shareholder servicing fees and administrative fees, are charged directly to that class of shares. Other expenses of each Fund are allocated to each class of shares based upon its relative percentage of net assets.

Class allocations | Each class of shares has equal rights to earnings and assets except that each class may bear different expenses for administration, distribution and/or shareholder services. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative percentage of net assets.

Distributions | Each Fund, except the Investment Grade Bond Fund and the Growth & Income Fund, distributes net investment income annually. Distributions of net investment income in the Investment Grade Bond Fund and the Growth & Income Fund are made monthly and quarterly, respectively. Net realized gains from investment transactions during any particular fiscal year in excess of available capital loss carryforwards, which, if not distributed, would be taxable to each applicable Fund, will be distributed to shareholders annually in the following fiscal year. Each Fund uses the identified cost method for determining realized gain or loss on investments for both financial and federal income tax reporting purposes.

Dividends paid to shareholders from net investment income were as follows:


Distributions from net investment income	11/1/15 to 10/31/16		11/1/14 to 10/31/15
Capital Appreciation Fund
Class A		$46,043		$—
Class C		—		—
Class I		332,588		113,793
Class R-3		—		—
Class R-5		23,910		1,947
Class R-6		11		—
Growth & Income Fund
Class A		3,012,861		3,895,855	*
Class C		2,167,962		2,482,573	*
Class I		3,364,278		4,536,288	*
Class R-3		41,794		45,076	*
Class R-5		6,226		45,331	*
Class R-6		714,390		1,935	*

*Includes return of capital in the amount of $365,076
International Stock Fund
Class A		45,124		86,181
Class C		—		72,288
Class I		28,889		37,744
Class R-3		3		65
Class R-5		212		83
Class R-6		25		86


			43

Notes to Financial Statements


10.31.2016


Distributions from net investment income (cont’d)	11/1/15 to 10/31/16		11/1/14 to 10/31/15
Investment Grade Bond Fund
Class A		$230,287		$249,813
Class C		106,098		84,024
Class I		149,267		124,253
Class R-3		1,369		251
Class R-5		262		39
Class R-6		2,025		6

Distributions paid to shareholders from net realized gains were as follows:


Distributions from net realized gains	11/1/15 to 10/31/16		11/1/14 to 10/31/15
Capital Appreciation Fund
Class A		$21,628,944		$20,832,937
Class C		11,141,899		10,785,656
Class I		13,002,521		11,419,909
Class R-3		130,368		81,839
Class R-5		998,682		706,694
Class R-6		314		—
Growth & Income Fund
Class A		—		1,655,129	^
Class C		—		1,643,442	^
Class I		—		1,577,964	^
Class R-3		—		24,176	^
Class R-5		—		30,840	^
Class R-6		—		778	^
^ Includes return of capital in the amount of $295,478
International Stock Fund
Class A		—		147,994
Class C		—		166,177
Class I		—		53,466
Class R-3		—		118
Class R-5		—		119
Class R-6		—		119
Investment Grade Bond Fund
Class A		56,240		91,386
Class C		61,745		106,233
Class I		23,537		34,149
Class R-3		83		123
Class R-5		9		12
Class R-6		7		—
Mid Cap Growth Fund
Class A		5,805,631		26,793,835
Class C		2,320,335		11,654,418
Class I		6,175,640		20,217,916


Distributions from net realized gains (cont’d)	11/1/15 to 10/31/16		11/1/14 to 10/31/15
Class R-3		$394,348		$1,607,970
Class R-5		2,154,918		4,875,830
Class R-6		3,455,584		3,132,740
Mid Cap Stock Fund
Class A		16,786,955		12,929,183
Class C		15,689,307		11,465,291
Class I		5,595,464		6,350,615
Class R-3		202,795		375,354
Class R-5		27,645		29,218
Class R-6		123,684		51,774
Small Cap Growth Fund
Class A		45,836,967		84,387,164
Class C		15,163,196		25,713,397
Class I		106,369,790		190,073,412
Class R-3		7,617,115		14,232,137
Class R-5		27,455,433		38,429,995
Class R-6		50,864,936		62,850,610
Smaller Company Fund
Class A		—		8,138,310
Class C		—		5,160,921
Class I		—		10,961,615
Class R-3		—		205,037
Class R-5		—		2,565
Class R-6		—		12,875,708

Offering costs | Offering costs of $155,956 associated with the formation of the Tactical Allocation Fund are being accounted for as a deferred charge and are being amortized on a straight line basis over 12 months from the date of commencement of operations, December 31, 2015. For the period ended October 31, 2016, the Tactical Allocation Fund amortized expenses of $133,806, and as of October 31, 2016, $22,150 of offering costs remain deferred.

Other | In the normal course of business the Funds enter into contracts that contain a variety of representations and warranties which provide general indemnifications. The Funds’ maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds and/or their affiliates that have not yet occurred. However, based on experience, the risk of loss to each Fund is expected to be remote.

NOTE 3 | Purchases and sales of securities | For the period ended October 31, 2016, purchases and sales of investment securities (excluding short-term obligations) were as follows:


	Purchases		Sales
Capital Appreciation Fund		$117,140,411		$124,921,404
Growth & Income Fund		79,563,443		134,653,538
International Stock Fund		18,122,198		18,158,828
Investment Grade Bond Fund
Debt securities		32,755,823		24,317,023
U.S. Treasury securities		9,607,162		18,233,793


44

Notes to Financial Statements


			10.31.2016


	Purchases		Sales
Mid Cap Growth Fund		$675,630,473		$441,337,580
Mid Cap Stock Fund		118,615,196		176,631,850
Small Cap Growth Fund		1,321,403,221		1,244,592,384
Smaller Company Fund		23,264,907		46,361,435
Tactical Allocation Fund		9,237,625		2,243,759

NOTE 4 | Investment advisory fees and other transactions with affiliates | Each Fund has agreed to pay to the Manager an investment advisory and an administrative fee equal to an annualized rate based on a percentage of each Fund’s average daily net assets, computed daily and payable monthly. For advisory services provided by the Manager, the investment advisory rate for each Fund is as follows:


Investment advisory fee rate schedule	Breakpoint		Investment advisory fee
Capital Appreciation Fund		First $1 billion Over $1 billion		0.60 0.55	% %
Growth & Income Fund		First $100 million $100 million to $500 million Over $500 million		0.60 0.45 0.40	% % %
International Stock Fund		All assets		0.85	%
Investment Grade Bond Fund		All assets		0.30	%
Mid Cap Growth Fund, Mid Cap Stock Fund, Small Cap Growth Fund, Smaller Company Fund		First $500 million $500 million to $1 billion Over $1 billion		0.60 0.55 0.50	% % %
Tactical Allocation Fund		All assets		0.57	%

For administrative services provided by the Manager, each Fund has agreed to pay an administrative rate of 0.15% of the average daily net assets of Class A, Class C and Class R-3 shares and 0.10% of the average daily net assets of Class I, Class R-5 and Class R-6 shares.

Occasionally shareholder meeting costs, that would otherwise be expenses of the Funds, are shared between the Funds and the Manager at the request of the Board. Under this discretionary arrangement, the shareholder meeting costs are split between the Funds and the Manager based on an agreed-upon percentage at the time the costs are incurred. During the Funds’ fiscal year ended October 31, 2016, the cost of holding a shareholder meeting to elect Trustees on September 20, 2016 was $513,774, of which $154,132 was paid by the Manager and $359,642 was paid by the Funds. Each Fund’s share of the costs related to the shareholder meeting is included in other expenses and professional fees as presented on the Statement of Operations. This arrangement is separate from the expenses limitation that is discussed on the following pages.

Each Fund is permitted to purchase securities from and sell securities to other Funds under specified conditions outlined in procedures adopted by the Board of Trustees pursuant to Rule 17a-7 under the 1940 Act. Pursuant to these procedures, for the year ended October 31, 2016, the Small Cap Growth Fund engaged in securities purchases of $15,103,372.

From time to time there may be entities that are record owners of more than 5% of the outstanding shares of the Funds. As of October 31, 2016 Eagle, the Manager, owned 10% of the Tactical Allocation Fund. There were no other record owners with more than 5% of the outstanding shares of the Funds as of October 31, 2016.

Subadvisory fees | The Manager has entered into subadvisory agreements with certain parties to provide investment advice, portfolio management services (including the placement of brokerage orders), certain compliance and other services to the Funds.

The Manager entered into a subadvisory agreement with ClariVest Asset Management LLC (“ClariVest”), an affiliate of Eagle, to serve as subadvisor for the Capital Appreciation Fund and the International Stock Fund. Under this agreement, Eagle pays ClariVest an annualized rate of 0.55% and 0.85%, respectively, on all assets as a percentage of the Fund’s average daily net assets, computed daily and payable monthly for the Capital Appreciation Fund and the International Stock Fund, respectively.

The Manager entered into a subadvisory agreement with Cougar Global Investments Limited (“Cougar Global”), an affiliate of Eagle, to serve as subadvisor for the Tactical Allocation Fund. Under this agreement, Eagle pays Cougar Global an annualized rate of 0.57% on all assets as a percentage of the Fund’s average daily net assets, computed daily and payable monthly for the Tactical Allocation Fund.

Distribution and service fees | Pursuant to the Class A, Class C and Class R-3 Distribution plans and in accordance with Rule 12b-1 of the Investment Company Act of 1940, as amended (“Rule 12b-1 Plans”), the Funds are authorized to pay Eagle Fund Distributors, Inc. (“Distributor”), an affiliate of the Manager, a fee based on the average daily net assets for each class of shares, accrued daily and payable monthly. Each Fund of the Eagle Series Trust is authorized to pay the Distributor distribution and service fees of up to 0.35% of that fund’s average daily net assets attributable to Class A shares of that fund. The Capital Appreciation Fund and the Growth & Income Fund are authorized to pay the Distributor distribution and service fees of up to 0.50% of those Funds’ average daily net assets attributable to Class A shares of those Funds. Currently, the distribution and service fee is 0.25% for Class A shares of each Fund. Each Fund also is authorized, and currently pays, the Distributor distribution and service fees of 1% for Class C shares, and 0.50% for Class R-3 shares. The Funds do not incur any direct distribution expenses related to Class I, Class R-5 or Class R-6 shares. However, Eagle or any third party may make payments for the sale and distribution of all share classes, including Class I, Class R-5 or Class R-6 shares, from its own resources.

Sales charges | For the fiscal year ended October 31, 2016, total front-end sales charges and CDSCs paid to the Distributor were as follows:


	Front-end sales charge		Contingent deferred sales charges
	Class A		Class A		Class C
Capital Appreciation Fund		$49,200		$—		$1,188
Growth & Income Fund		236,916		—		1,213
International Stock Fund		16,795		—		2
Investment Grade Bond Fund		12,953		—		11
Mid Cap Growth Fund		171,207		—		2,691
Mid Cap Stock Fund		19,977		—		224
Small Cap Growth Fund		160,074		—		1,261
Smaller Company Fund		15,102		—		1
Tactical Allocation Fund		13,015		—		—

The Distributor paid commissions to salespersons from these fees and incurred other distribution costs.

Agency commissions | For the fiscal year ended October 31, 2016, total agency brokerage commissions paid and agency brokerage commissions paid directly to Raymond James & Associates, Inc. (“RJA”), an affiliate of the Manager, were as follows:


	Total agency brokerage commissions		Paid to Raymond James & Associates, Inc.
Capital Appreciation Fund		$78,044		$—
Growth & Income Fund		95,409		—


			45

Notes to Financial Statements


10.31.2016


	Total agency brokerage commissions		Paid to Raymond James & Associates, Inc.
International Stock Fund		$18,132		$—
Investment Grade Bond Fund		—		—
Mid Cap Growth Fund		533,040		27,059
Mid Cap Stock Fund		133,885		6,166
Small Cap Growth Fund		1,813,019		112,832
Smaller Company Fund		35,936		2,648
Tactical Allocation Fund		1,524		—

Internal audit fees | RJA provides internal audit services to the Funds. Each Fund pays RJA a fixed and/or hourly fee for these services.

Shareholder servicing fees | Eagle Fund Services, Inc. (“EFS”), an affiliate of the Manager, is the shareholder servicing agent for each of the Funds. EFS’ actual cost of providing such services is reimbursed by the Funds on a pro-rata basis of each Fund’s relative total net assets. The amount of shareholder servicing fees charged to the Funds were as follows:


Shareholder servicing fees	11/1/15 to 10/31/16
Capital Appreciation Fund Class A		$9,453
Capital Appreciation Fund Class C		3,962
Capital Appreciation Fund Class I		6,640
Capital Appreciation Fund Class R-3		60
Capital Appreciation Fund Class R-5		452
Capital Appreciation Fund Class R-6		—
Growth & Income Fund Class A		10,293
Growth & Income Fund Class C		11,460
Growth & Income Fund Class I		9,663
Growth & Income Fund Class R-3		173
Growth & Income Fund Class R-5		19
Growth & Income Fund Class R-6		—
International Stock Fund Class A		497
International Stock Fund Class C		315
International Stock Fund Class I		336
International Stock Fund Class R-3		11
International Stock Fund Class R-5		2
International Stock Fund Class R-6		—
Investment Grade Bond Fund Class A		1,060
Investment Grade Bond Fund Class C		1,252
Investment Grade Bond Fund Class I		581
Investment Grade Bond Fund Class R-3		8
Investment Grade Bond Fund Class R-5		1
Investment Grade Bond Fund Class R-6		—
Mid Cap Growth Fund Class A		20,316
Mid Cap Growth Fund Class C		6,947
Mid Cap Growth Fund Class I		24,493
Mid Cap Growth Fund Class R-3		1,339


Shareholder servicing fees (cont’d)	11/1/15 to 10/31/16
Mid Cap Growth Fund Class R-5		$8,700
Mid Cap Growth Fund Class R-6		—
Mid Cap Stock Fund Class A		7,876
Mid Cap Stock Fund Class C		5,921
Mid Cap Stock Fund Class I		2,735
Mid Cap Stock Fund Class R-3		93
Mid Cap Stock Fund Class R-5		15
Mid Cap Stock Fund Class R-6		—
Small Cap Growth Fund Class A		44,336
Small Cap Growth Fund Class C		10,601
Small Cap Growth Fund Class I		95,704
Small Cap Growth Fund Class R-3		6,238
Small Cap Growth Fund Class R-5		25,994
Small Cap Growth Fund Class R-6		—
Smaller Company Fund Class A		975
Smaller Company Fund Class C		1,102
Smaller Company Fund Class I		642
Smaller Company Fund Class R-3		23
Smaller Company Fund Class R-5		2
Smaller Company Fund Class R-6		—
Tactical Allocation Fund Class A		73
Tactical Allocation Fund Class C		24
Tactical Allocation Fund Class I		78
Tactical Allocation Fund Class R-3		—
Tactical Allocation Fund Class R-5		1
Tactical Allocation Fund Class R-6		—

Expense limitations | Eagle contractually agreed to reduce its fees and/or reimburse expenses to each class of the Funds through February 28, 2017, to the extent that the annual operating expense rate for each class of shares exceeded the following annualized rates as a percentage of average daily net assets of each class of shares.


Expense limitations rate schedule	Class A			Class C			Class I
Capital Appreciation Fund		1.40	%		2.20	%		0.95	%
Growth & Income Fund		1.40	%		2.20	%		0.95	%
International Stock Fund		1.75	%		2.55	%		1.15	%
Investment Grade Bond Fund		0.85	%		1.65	%		0.60	%
Mid Cap Growth Fund		1.50	%		2.30	%		0.95	%
Mid Cap Stock Fund		1.50	%		2.30	%		0.95	%
Small Cap Growth Fund		1.50	%		2.30	%		0.95	%
Smaller Company Fund		1.50	%		2.30	%		0.95	%
Tactical Allocation Fund		1.17	%		1.97	%		0.87	%


46

Notes to Financial Statements


			10.31.2016



Expense limitations rate schedule (cont’d)	Class R-3			Class R-5			Class R-6
Capital Appreciation Fund		1.65	%		0.95	%		0.85	%
Growth & Income Fund		1.65	%		0.95	%		0.85	%
International Stock Fund		1.75	%		1.15	%		1.05	%
Investment Grade Bond Fund		1.15	%		0.60	%		0.50	%
Mid Cap Growth Fund		1.70	%		0.95	%		0.85	%
Mid Cap Stock Fund		1.70	%		0.95	%		0.85	%
Small Cap Growth Fund		1.70	%		0.95	%		0.85	%
Smaller Company Fund		1.70	%		0.95	%		0.85	%
Tactical Allocation Fund		1.37	%		0.87	%		0.77	%

Fees and expenses waived and/or reimbursed based on the expense rate limitation schedule were as follows:


Expenses waived and/or reimbursed	11/1/15 to 10/31/16
Capital Appreciation Fund Class R-6		$16
International Stock Fund		342,061
International Stock Fund Class I		6,353
International Stock Fund Class R-3		103
International Stock Fund Class R-5		59
International Stock Fund Class R-6		42
Investment Grade Bond Fund		256,356
Investment Grade Bond Fund Class A		28,222
Investment Grade Bond Fund Class C		24,088
Investment Grade Bond Fund Class I		11,037
Investment Grade Bond Fund Class R-3		309
Investment Grade Bond Fund Class R-5		49
Investment Grade Bond Fund Class R-6		228
Mid Cap Stock Fund Class I		20,277
Mid Cap Stock Fund Class R-5		299
Mid Cap Stock Fund Class R-6		219
Smaller Company Fund		199,163
Smaller Company Fund Class I		19,684
Smaller Company Fund Class R-3		296
Smaller Company Fund Class R-5		62
Smaller Company Fund Class R-6		9,014
Tactical Allocation Fund		335,970
Tactical Allocation Fund Class A		7,408
Tactical Allocation Fund Class C		1,451
Tactical Allocation Fund Class I		2,263
Tactical Allocation Fund Class R-3		95
Tactical Allocation Fund Class R-5		91
Tactical Allocation Fund Class R-6		98

A portion or all of a Fund’s fees and expenses reduced and/or reimbursed by the Manager in prior fiscal years may be recoverable by Eagle prior to their expiration date. Eagle must recover from the same class of shares any

previously reduced and/or reimbursed fees and expenses within two years from the Fund’s fiscal year-end during which the fees and expenses were originally reduced and/or reimbursed. Previously reduced and/or reimbursed fees and expenses are recovered by Eagle when expenses in the current fiscal year fall below the expense rate limitation then in effect. The following table shows the amounts that Eagle may be allowed to recover by class of shares and the date in which these amounts will expire:


Recoverable expenses	10/31/2018		10/31/2017
Capital Appreciation Fund Class R-6		$16		$—
International Stock Fund		342,061		317,873
International Stock Fund Class I		6,353		1,726
International Stock Fund Class R-3		103		—
International Stock Fund Class R-5		59		1
International Stock Fund Class R-6		42		4
Investment Grade Bond Fund		256,356		201,626
Investment Grade Bond Fund Class A		28,222		27,428
Investment Grade Bond Fund Class C		24,088		23,111
Investment Grade Bond Fund Class I		11,037		8,879
Investment Grade Bond Fund Class R-3		309		47
Investment Grade Bond Fund Class R-5		49		1
Investment Grade Bond Fund Class R-6		228		1
Mid Cap Stock Fund Class I		20,277		75,095
Mid Cap Stock Fund Class R-5		299		90
Mid Cap Stock Fund Class R-6		219		—
Smaller Company Fund		199,163		156,879
Smaller Company Fund Class I		19,684		25,016
Smaller Company Fund Class R-3		296		600
Smaller Company Fund Class R-5		62		1
Smaller Company Fund Class R-6		9,014		34,149
Tactical Allocation Fund		335,970		N/A
Tactical Allocation Fund Class A		7,408		N/A
Tactical Allocation Fund Class C		1,451		N/A
Tactical Allocation Fund Class I		2,263		N/A
Tactical Allocation Fund Class R-3		95		N/A
Tactical Allocation Fund Class R-5		91		N/A
Tactical Allocation Fund Class R-6		98		N/A

Trustees and officers compensation | Each Trustee of the Eagle Family of Funds who is not an employee of the Manager receives an annual retainer along with meeting fees for those Eagle Family of Funds’ regular or special meetings attended in person and 25% of such meeting fees are received for telephonic meetings. All reasonable out-of-pocket expenses are also reimbursed. Except when directly attributable to a Fund, Trustees’ fees and expenses are paid equally by each Fund in the Eagle Family of Funds. Certain officers of the Eagle Family of Funds may also be officers and/or directors of Eagle. Such officers receive no compensation from the Funds except for the Funds’ Chief Compliance Officer. A portion of the Chief Compliance Officer’s total compensation is paid equally by each Fund in the Eagle Family of Funds.

NOTE 5 | Federal income taxes and distributions | Each Fund is treated as a single corporate taxpayer as provided for in the Tax Reform Act of 1986, as amended. Accordingly, no provision for federal income taxes is required since each of the


			47

Notes to Financial Statements


10.31.2016

Funds intends to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code and distribute to shareholders all of its taxable income and gains. The Manager has analyzed the Funds’ tax positions taken or expected to be taken on federal income tax returns for all open tax years (tax years ended October 31, 2013 to October 31, 2016) and has concluded that no provision for federal income tax is required in the Funds’ financial statements.

Federal income tax regulations differ from GAAP; therefore, distributions determined in accordance with tax regulations may differ significantly in amount or character from net investment income and net realized gains for financial reporting purposes. These differences primarily relate to deferral of losses from wash sales and non-REIT return of capital.

For income tax purposes, distributions paid during the fiscal years indicated were as follows:


	Ordinary income				Long-term capital gains
	10/31/16		10/31/15		10/31/16		10/31/15
Capital Appreciation Fund		$402,552		$3,601,350		$46,902,728		$40,341,425
Growth & Income Fund		9,307,511		10,641,982		—		4,636,851
International Stock Fund		74,253		564,440		—		—
Investment Grade Bond Fund		626,460		690,289		4,469		—
Mid Cap Growth Fund		—		—		20,306,456		68,282,709
Mid Cap Stock Fund		—		—		38,425,850		31,201,435
Small Cap Growth Fund		—		—		253,307,437		415,686,715
Smaller Company Fund		—		—		—		37,344,156
Tactical Allocation Fund		—		N/A		—		N/A


	Return of capital
	10/31/16		10/31/15
Capital Appreciation Fund		$—		$—
Growth & Income Fund		—		660,554
International Stock Fund		—		—
Investment Grade Bond Fund		—		—
Mid Cap Growth Fund		—		—
Mid Cap Stock Fund		—		—
Small Cap Growth Fund		—		—
Smaller Company Fund		—		—
Tactical Allocation Fund		—		N/A

Financial reporting records are adjusted for permanent book/tax differences to reflect tax character; these adjustments have no effect on net assets or NAV per share. Financial reporting records are not adjusted for temporary differences. The reclassifications arise from permanent book/tax differences primarily attributable to net operating losses not utilized, foreign currency transactions, capital loss carryforwards expired, return of capital distributions from REITs, return of capital distributions from non-REITs, paydowns on debt securities, and adjustments for partnership distributions and income. The reclassifications were as follows:


Fund	Undistributed net investment income (loss)			Accumulated net realized gain (loss)			Paid-in capital
Capital Appreciation Fund		$(13,965)			$(5,018)			$18,983
Growth & Income Fund		110,346			352,547			(462,893	)
International Stock Fund		(17,343	)		17,343			—
Investment Grade Bond Fund		107,992			(107,992	)		—
Mid Cap Growth Fund		5,393,574			(69,130	)		(5,324,444	)
Mid Cap Stock Fund		2,187,795			120,334			(2,308,129	)
Small Cap Growth Fund		18,501,682			995,161			(19,496,843	)
Smaller Company Fund		456,717			(21,265	)		(435,452	)
Tactical Allocation Fund		—			—			—

At October 31, 2016, the Funds had capital loss carryforwards available to offset future realized gains through the years listed below as follows:


Fund	10/31/17		Indefinitely		Total
Capital Appreciation Fund		$—		$—		$—
Growth & Income Fund		715,724		—		715,724
International Stock Fund		—		1,652,783		1,652,783
Investment Grade Bond Fund		—		—		—
Mid Cap Growth Fund		—		8,076,085		8,076,085
Mid Cap Stock Fund		—		—		—
Small Cap Growth Fund		—		—		—
Smaller Company Fund		—		—		—
Tactical Allocation Fund		—		—		—


Fund	Capital loss carryforwards utilized during the year fiscal ended October 31, 2016		Capital loss carryforwards expired during the fiscal year ended October 31, 2016
Capital Appreciation Fund		$—		$—
Growth & Income Fund		931,172		—
International Stock Fund		—		—
Investment Grade Bond Fund		—		—
Mid Cap Growth Fund		—		—
Mid Cap Stock Fund		—		—
Small Cap Growth Fund		—		—
Smaller Company Fund		340,354		—
Tactical Allocation Fund		—		—


48

Notes to Financial Statements


			10.31.2016

As of October 31, 2016, the components of distributable earnings on a tax basis were as follows:


Fund	Undistributed Ordinary Income		Undistributed Long-term gain		Other Accumulated Losses			Late Year Loss Deferral			Net unrealized app/(dep)
Capital Appreciation Fund		$584,813		$21,212,901		$—			$—			$89,214,124
Growth & Income Fund		389,631		28,297,523		(715,724	)		—			121,370,912	†
International Stock Fund		249,169		—		(1,669,077	)		—			215,904	††
Investment Grade Bond Fund		283,104		159,170		(67,260	)		—			532,786
Mid Cap Growth Fund		—		—		(8,076,085	)		(2,030,907	)		240,062,124
Mid Cap Stock Fund		—		21,546,112		(61,437	)		(1,555,941	)		40,806,818
Small Cap Growth Fund		—		123,128,216		(46,432	)		(12,763,413	)		922,978,370
Smaller Company Fund		—		4,398,671		(17,978	)		(237,114	)		8,066,454
Tactical Allocation Fund		26,850		—		—			—			17,089

† Includes currency appreciation/(depreciation) of $(4,519)

†† Includes currency appreciation/(depreciation) of $(3,327)

NOTE 6 | Line of Credit | As of October 31, 2016, the Trusts have a secured line of credit of up to $250,000,000 with U.S. Bank N.A, secured by a first priority lien on the Trusts’ assets. Each Fund may borrow up to 33.33% of the net market value of such Fund’s assets, with the maximum aggregate limit of $250,000,000 for all Funds. Borrowings under this arrangement bear interest at U.S. Bank N.A.‘s prime rate minus one percent, which for the fiscal year ended October 31, 2016 was 2.50%. The only Funds to utilize the line of credit during the fiscal year ended October 31, 2016, were the International Stock Fund, Investment Grade Bond Fund, Mid Cap Growth Fund, Small Cap Growth Fund and Smaller Company Fund, which had maximum outstanding balances of $3,626,000, $979,000, $7,038,000, $19,376,000 and $2,313,000, respectively, and average daily balances outstanding of $52,251, $21,388, $109,943, $77,279 and $6,320, respectively. The total interest expense incurred under the terms of the line of credit by the International Stock Fund, Investment Grade Bond Fund, Mid Cap Growth Fund, Small Cap Growth Fund and Smaller Company Fund was $1,328, $544, $2,794, $1,964 and $161, respectively. As of October 31, 2016, none of the Funds had any amounts outstanding under the line of credit.

NOTE 7 | Subsequent events | On August 19, 2016, the Board approved a new expense limitation agreement for the Investment Grade Bond Fund, which lowered the expense limitation rates for all share classes effective November 1, 2016. At that time, the Board also approved a reduction in the annual investment advisory fee rate paid by the International Stock Fund from 0.85% to 0.70% of the Fund’s average daily net assets, effective March 1, 2017. On November 18, 2016, the Board approved a new expense limitation agreement for each Fund, other than the Eagle Investment Grade Bond Fund, which changed the expense limitation rates for certain classes of the Funds, effective March 1, 2017.

The Manager has evaluated subsequent events through December 15, 2016, the date these financial statements were issued, and determined that no other material events or transactions would require recognition or disclosure in the Funds’ financial statements.


			49

LOGO

Report of Independent Registered Certified Public Accounting Firm

To the Board of Trustees and Shareholders of Eagle Capital Appreciation Fund, Eagle Growth & Income Fund, Eagle International Stock Fund, Eagle Investment Grade Bond Fund, Eagle Mid Cap Growth Fund, Eagle Mid Cap Stock Fund, Eagle Small Cap Growth Fund, Eagle Smaller Company Fund, and Eagle Tactical Allocation Fund:

In our opinion, the accompanying statements of assets and liabilities, including the investment portfolios, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Eagle Capital Appreciation Fund, Eagle Growth & Income Fund, Eagle International Stock Fund, Eagle Investment Grade Bond Fund, Eagle Mid Cap Growth Fund, Eagle Mid Cap Stock Fund, Eagle Small Cap Growth Fund, Eagle Smaller Company Fund, and Eagle Tactical Allocation Fund (the “Funds”) as of October 31, 2016, and the results of each of their operations, the changes in each of their net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities as of October 31, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

LOGO

Tampa, Florida

December 15, 2016

PricewaterhouseCoopers LLP, 4040 West Boy Scout Blvd., Suite 1000, Tampa, FL 33607

T: (813)229-0221, F: (813)229-3646, www.pwc.com/us


50

Understanding Your Ongoing Costs


(UNAUDITED)			10.31.2016

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges on purchases, contingent deferred sales charges, or redemption fees; and (2) ongoing costs, including investment advisory fees, distribution (12b-1) fees, and other fund expenses. The following sections are intended to help you understand your ongoing costs (in dollars) of investing in each Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect one-time transaction expenses, such as sales charges or redemption fees. Therefore, if these transactional costs were included, your costs would have been higher. For more information, see your Fund’s prospectus or contact your financial advisor.

Actual expenses | The table below shows the actual expenses you would have paid on a $1,000 investment made in each Fund on May 1, 2016 and held through October 31, 2016. It also shows how much a $1,000 investment would be worth at the close of the fiscal year, assuming actual returns after ongoing expenses. This table is useful in comparing ongoing costs only, and

will not help you determine the relative total costs of owning different funds. 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 line under the heading entitled “Expenses paid during the period” to estimate the expenses you paid on your account during this period.

Hypothetical example for comparison purposes | The table below shows each Fund’s expenses based on a $1,000 investment held from May 1, 2016 through October 31, 2016 and assuming for this period a hypothetical 5% annualized rate of return before ongoing expenses, which is not the Fund’s actual return. Please note that you should not use this information to estimate your actual ending account balance and expenses paid during the period. You can use this information to compare the ongoing expenses (but not transaction expenses or total costs) of investing in the Funds with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison.


			Actual expenses				Hypothetical expenses
	Beginning Account Value		Ending Account Value		Expenses paid during period (a)		Ending Account Value		Expenses paid during period (a)		Annualized expense ratio
Capital Appreciation Fund
Class A		$1,000.00		$1,037.00		$6.40		$1,018.85		$6.34		1.25	%
Class C		1,000.00		1,033.10		10.32		1,014.98		10.23		2.02
Class I		1,000.00		1,038.60		4.77		1,020.46		4.72		0.93
Class R-3		1,000.00		1,035.40		7.98		1,017.29		7.91		1.56
Class R-5		1,000.00		1,038.80		4.71		1,020.51		4.67		0.92
Class R-6		1,000.00		1,039.20		4.36		1,020.86		4.32		0.85
Growth & Income Fund
Class A		1,000.00		1,038.50		5.48		1,019.76		5.43		1.07
Class C		1,000.00		1,034.00		9.31		1,015.99		9.22		1.82
Class I		1,000.00		1,039.70		3.95		1,021.27		3.91		0.77
Class R-3		1,000.00		1,037.90		6.30		1,018.95		6.24		1.23
Class R-5		1,000.00		1,040.10		3.79		1,021.42		3.76		0.74
Class R-6		1,000.00		1,040.20		3.49		1,021.72		3.46		0.68
International Stock Fund
Class A		1,000.00		991.40		8.56		1,016.54		8.67		1.71
Class C		1,000.00		987.30		12.54		1,012.52		12.70		2.51
Class I		1,000.00		994.10		5.76		1,019.36		5.84		1.15
Class R-3		1,000.00		991.40		8.76		1,016.34		8.87		1.75
Class R-5		1,000.00		993.40		5.76		1,019.36		5.84		1.15
Class R-6		1,000.00		994.10		5.26		1,019.86		5.33		1.05
Investment Grade Bond Fund
Class A		1,000.00		1,010.20		4.30		1,020.86		4.32		0.85
Class C		1,000.00		1,006.80		8.32		1,016.84		8.36		1.65
Class I		1,000.00		1,012.10		3.03		1,022.12		3.05		0.60
Class R-3		1,000.00		1,009.50		5.81		1,019.36		5.84		1.15
Class R-5		1,000.00		1,012.10		3.03		1,022.12		3.05		0.60
Class R-6		1,000.00		1,012.60		2.53		1,022.62		2.54		0.50
Mid Cap Growth Fund
Class A		1,000.00		1,036.50		5.99		1,019.25		5.94		1.17
Class C		1,000.00		1,032.60		9.66		1,015.63		9.58		1.89
Class I		1,000.00		1,038.20		4.25		1,020.96		4.22		0.83
Class R-3		1,000.00		1,035.10		7.37		1,017.90		7.30		1.44
Class R-5		1,000.00		1,038.10		4.20		1,021.01		4.17		0.82
Class R-6		1,000.00		1,038.70		3.69		1,021.52		3.66		0.72


			51

Understanding Your Ongoing Costs


(UNAUDITED)		10.31.2016


52


			Actual expenses				Hypothetical expenses
	Beginning Account Value		Ending Account Value		Expenses paid during period (a)		Ending Account Value		Expenses paid during period (a)		Annualized expense ratio
Mid Cap Stock Fund
Class A		$1,000.00		$1,004.40		$6.50		$1,018.65		$6.55		1.29	%
Class C		1,000.00		1,000.50		10.31		1,014.83		10.38		2.05
Class I		1,000.00		1,006.00		4.79		1,020.36		4.82		0.95
Class R-3		1,000.00		1,002.50		8.20		1,016.94		8.26		1.63
Class R-5		1,000.00		1,006.00		4.79		1,020.36		4.82		0.95
Class R-6		1,000.00		1,006.40		4.29		1,020.86		4.32		0.85
Small Cap Growth Fund
Class A		1,000.00		1,048.40		5.87		1,019.41		5.79		1.14
Class C		1,000.00		1,044.60		9.51		1,015.84		9.37		1.85
Class I		1,000.00		1,050.20		4.12		1,021.11		4.06		0.80
Class R-3		1,000.00		1,047.10		7.20		1,018.10		7.10		1.40
Class R-5		1,000.00		1,050.20		4.07		1,021.17		4.01		0.79
Class R-6		1,000.00		1,050.70		3.45		1,021.77		3.40		0.67
Smaller Company Fund
Class A		1,000.00		1,043.30		7.34		1,017.95		7.25		1.43
Class C		1,000.00		1,039.50		11.07		1,014.28		10.94		2.16
Class I		1,000.00		1,045.20		4.88		1,020.36		4.82		0.95
Class R-3		1,000.00		1,042.20		8.73		1,016.59		8.62		1.70
Class R-5		1,000.00		1,045.00		4.88		1,020.36		4.82		0.95
Class R-6		1,000.00		1,045.60		4.37		1,020.86		4.32		0.85
Tactical Allocation Fund
Class A		1,000.00		1,011.80		5.92		1,019.25		5.94		1.17
Class C		1,000.00		1,007.60		9.94		1,015.23		9.98		1.97
Class I		1,000.00		1,013.20		4.40		1,020.76		4.42		0.87
Class R-3		1,000.00		1,011.10		6.93		1,018.25		6.95		1.37
Class R-5		1,000.00		1,013.20		4.40		1,020.76		4.42		0.87
Class R-6		1,000.00		1,013.90		3.90		1,021.27		3.91		0.77

(a) Expenses are calculated using each Fund’s annualized expense ratios for each class of shares, multiplied by the average account value for the period, then multiplying the result by the actual number of days in the period (184), and then dividing that result by the actual number of days in the fiscal year (366).

Renewal of Investment Advisory and Subadvisory Agreements



		(UNAUDITED)

Overview | At a meeting held on August 18, 2016, the Boards of Trustees for the Eagle Capital Appreciation Fund, Eagle Growth & Income Fund and Eagle Series Trust, including their independent members (together, the “Board”), approved the renewal of the investment advisory agreement between Eagle Asset Management, Inc. (“Eagle”) and: (1) Eagle Capital Appreciation Fund; (2) Eagle Growth & Income Fund; and (3) Eagle Series Trust, on behalf of the Eagle International Stock Fund, Eagle Investment Grade Bond Fund, Eagle Mid Cap Growth Fund, Eagle Mid Cap Stock Fund, Eagle Small Cap Growth Fund, Eagle Smaller Company Fund and Eagle Tax-Exempt Bond Fund. Each of the funds mentioned is referred to as a “Fund” and, collectively, as the “Funds.”

The Board also approved the renewal of the investment subadvisory agreement with ClariVest Asset Management LLC (“ClariVest”), the subadviser to the Eagle Capital Appreciation Fund and the Eagle International Stock Fund. Each of the investment advisory and subadvisory agreements is referred to herein as an “Agreement” and, collectively, as the “Agreements.”

In renewing the Agreements, the Board took into consideration information furnished for the Board’s review and consideration throughout the year at regular Board meetings, as well as information specifically prepared in connection with the annual renewal process. The Board, acting directly or through its committees, was provided with information and reports relevant to the annual renewal of the Agreements, including: reports regarding the services and support provided to the Funds and their shareholders by Eagle, ClariVest, U.S. Bancorp Fund Services, LLC (“USBFS”), a third party that provides sub-administration, transfer agent and fund accounting services to the Funds, and U.S. Bank National Association (“USBNA”), which provides custody services to the Funds; information on the Funds’ performance and commentary on the performance; presentations by Fund portfolio managers addressing, as applicable, Eagle’s and ClariVest’s investment philosophy, investment strategies, personnel and operations; compliance and financial reports concerning the Funds, Eagle and ClariVest, including responses to issues raised therein; and information on relevant developments in the mutual fund industry and how the Funds and/or Eagle are responding to them.

As part of the renewal process, the Board, with the assistance of independent legal counsel, requested and received additional reports containing substantial and detailed information regarding the Funds, Eagle, and ClariVest. Among other matters, these reports included information on: (1) the nature and extent of the advisory and other services provided by Eagle and ClariVest; (2) the personnel of Eagle and ClariVest; (3) the financial condition of Eagle and ClariVest; (4) the compliance programs and records of Eagle and ClariVest; (5) the performance of the Funds as compared to funds within their Morningstar, Inc. category (“Morningstar Category”), Lipper for Investment Management category (“Lipper Category”) and appropriate benchmarks; (6) the Funds’ expenses, including the advisory fee rates, the overall expense structures of the Funds, both in absolute terms and relative to funds within a refined Morningstar Category population (“Morningstar Population”), and any applicable contractual expense limitations; (7) the anticipated effect of growth and size on the Funds’ performance and expenses, where applicable; (8) benefits to be realized by Eagle, ClariVest and their respective affiliates; and (9) the estimated profitability of Eagle and ClariVest under the Agreements, if available. The Board posed questions to various management personnel of Eagle regarding certain key aspects of the materials submitted in support of the renewal.

With respect to the renewal of the Agreements, the Board considered various factors, including: (1) the nature, extent and quality of services provided to the Funds; (2) the investment performance of the Funds; (3) the costs of the services provided to the Funds and the profits realized by Eagle and ClariVest and their respective affiliates from their relationship with the Funds; (4) the extent to which economies of scale have been realized as the Funds grow; (5) whether the level of fees reflects those economies of scale for the benefit of the Funds’ investors; (6) comparisons of services and fees with contracts entered into by Eagle and ClariVest with other clients (such as pension funds and other institutional investors); and (7) any other benefits derived by Eagle from its relationship with the Funds.

Provided below is a discussion of the factors the Board considered at its August meeting to form the basis of its renewal of the Agreements. The Board did not identify any particular information that was most relevant to its consideration to renew the Agreements and each Trustee may have accorded different weight to the various factors.

Nature, Extent and Quality of Services | The Board considered that Eagle and ClariVest are experienced in serving as investment adviser and subadviser, respectively, for the Funds and have provided a continuous investment program for the Funds. The Board noted that Eagle oversees and monitors the performance and services provided by ClariVest, and the Funds’ other service providers, and is responsible for the selection of the Funds’ subadvisers. The Board also considered that Eagle and its affiliates, Eagle Fund Distributors, Inc. (“EFD”) and Eagle Fund Services, Inc. (“EFS”), provide certain administration, distribution and shareholder services to the Funds. In addition, the Board noted that Eagle is responsible for oversight of compliance with the Funds’ policies and objectives, review of brokerage matters, oversight of the Funds’ compliance with applicable law and implementation of Board directives as they relate to the Funds. The Board noted that shareholders in the Funds have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Eagle’s competitors, and that the Funds’ shareholders, with the opportunity to review and weigh the disclosure provided by the Funds in their prospectuses and other public disclosures, have chosen to invest in the Funds.

The Board noted that ClariVest is responsible for making investment decisions on behalf of the Eagle Capital Appreciation Fund and the Eagle International Stock Fund. The Board considered that ClariVest is responsible for placing all orders for the purchase and sale of securities with broker-dealers for the Eagle Capital Appreciation Fund and Eagle International Stock Fund and that Eagle places purchase and sale orders for the other Funds. The Board considered: (1) information regarding the Eagle and ClariVest personnel who provide services to the Funds; (2) certifications as to the adequacy of the compliance programs of Eagle and ClariVest; (3) the financial information regarding Eagle and ClariVest, as provided; and (4) Eagle’s recommendation to continue to retain ClariVest to manage the Eagle Capital Appreciation Fund and Eagle International Stock Fund.

Investment Performance | The Board considered comparisons of each Fund’s Class A performance, including, if applicable, a Fund’s year-to-date, one-, three-, five-, ten- and fifteen-year annualized total returns for the period ended June 30, 2016, relative to the average performance of its Morningstar Category and Lipper Category funds and benchmark indices. The Board also considered each Fund’s performance relative to the composite performance of comparable accounts managed by Eagle and ClariVest, to the extent such information was available and provided by Eagle.

With respect to the Eagle Capital Appreciation Fund, the Board noted that the following specific factors regarding performance: (1) the Fund outperformed its benchmark index for the three-year period and underperformed for all other relevant periods; (2) the Fund outperformed the average performance of its Morningstar Category and Lipper Category for all relevant periods; (3) the Fund underperformed an institutional composite managed by ClariVest for all relevant periods; and (4) the Fund’s overall 3-star Morningstar rating. The Board noted ClariVest’s representation that the divergence in the performance of the Fund relative to the composite is attributable to minor differences in holdings and the timing of cash flows. The Board considered that the Fund was added to ClariVest’s composite as of December 31, 2014.

With respect to the Eagle Growth & Income Fund, the Board noted the following specific factors regarding performance: (1) the Fund outperformed its benchmark index for the year-to-date, one-, ten- and fifteen-year periods and underperformed for the three- and five-year periods; (2) the Fund outperformed the average performance of its Morningstar Category and Lipper Category and the composite performance of comparable institutional accounts managed by Eagle for all relevant periods; and (3) the Fund’s overall 4-star Morningstar rating.


			53

Renewal of Investment Advisory and Subadvisory Agreements



(UNAUDITED)

With respect to the Eagle International Stock Fund, the Board noted the following specific factors regarding performance: (1) the Fund outperformed its benchmark index and the average performance of its Morningstar Category and Lipper Category for the three-year period and underperformed for the year-to-date and the one-year periods; (2) the Fund outperformed the composite performance of comparable institutional accounts managed by ClariVest for the year-to-date period and underperformed for the one- and three-year periods; and (3) the Fund’s overall 2-star Morningstar rating.

With respect to the Eagle Investment Grade Bond Fund, the Board noted the following specific factors regarding performance: (1) the Fund underperformed its benchmark index for all relevant periods; (2) the Fund outperformed the average performance of its Morningstar Category and Lipper Category for all relevant periods; (3) the Fund outperformed the composite performance of comparable institutional accounts managed by Eagle for the five-year period and underperformed for all other relevant periods; and (4) the Fund’s overall 3-star Morningstar rating.

With respect to the Eagle Mid Cap Growth Fund, the Board noted the following specific factors regarding performance: (1) the Fund outperformed its benchmark index and the composite performance of comparable institutional accounts managed by Eagle for the ten- and fifteen-year periods and underperformed for all other relevant periods; (2) the Fund outperformed the average performance of its Morningstar Category and Lipper Category for all relevant periods with the exception of the year-to-date period, during which it underperformed; and (3) the Fund’s overall 4-star Morningstar rating.

With respect to the Eagle Mid Cap Stock Fund, the Board noted the following specific factors regarding performance: (1) the Fund underperformed its primary and secondary benchmark indices for all relevant periods; (2) the Fund outperformed the average performance of its Morningstar Category and Lipper Category for the year-to-date, one- and fifteen-year periods and underperformed for all other relevant periods; (3) the Fund outperformed the composite performance of comparable institutional accounts managed by Eagle for all relevant periods; and (4) the Fund’s overall 2-star Morningstar rating.

With respect to the Eagle Small Cap Growth Fund, the Board noted the following specific factors regarding performance: (1) the Fund outperformed its benchmark index and the average performance of its Morningstar Category and Lipper Category for all relevant periods except for the five-year period, during which it underperformed; (2) the Fund outperformed the composite performance of comparable institutional accounts managed by Eagle for all relevant periods; and (3) the Fund’s 3-star Morningstar rating.

With respect to the Eagle Smaller Company Fund, the Board noted the following specific factors regarding performance: (1) the Fund outperformed its primary and secondary benchmark indices, its Morningstar Category, Lipper Category and comparable institutional accounts managed by Eagle for the year-to-date and one-year periods and underperformed for the three- and five-year periods, except that the Fund outperformed its Lipper Category for the five-year period; and (2) the Fund’s overall 3-star Morningstar rating.

With respect to the Eagle Tax-Exempt Bond Fund, the Board noted that the Fund had no performance history because the fund had not yet commenced operations.

Fees and Expenses | The Board considered the advisory fee rate payable by each Fund to Eagle under the Agreements, the subadvisory fee rate payable to ClariVest and each Fund’s total expense ratio and its Rule 12b-1 fees. The Board also considered comparisons of a Fund’s expense ratio (with Rule 12b-1 fees) to the average expense ratio of its Morningstar Category and peer group within that Morningstar Category (“Morningstar Peer Group”) based on data ended June 30, 2016. In addition, the Board noted that Eagle had undertaken contractual expense limitations with respect to the Funds for its 2016 fiscal year and intended to request that, at a future meeting, the Board approve new expense cap levels for all Funds, other than the Eagle Investment Grade Bond

Fund, effective March 1, 2017. The Board noted that Eagle also was proposing that, at the meeting, the Board consider an expense cap reduction for the Eagle Investment Grade Bond Fund that would become effective on November 1, 2016, and for the Eagle Capital Appreciation Fund that would become effective in the future in Eagle’s discretion.

With respect to the Eagle Capital Appreciation Fund, the Board noted that the Fund’s net expense ratio was higher than the average net expense ratio of its Morningstar Population and equal to the average net expense ratio of its Morningstar Peer Group. The Board also noted that Eagle does not manage any similar accounts, and that the subadvisory fee rate paid to ClariVest by Eagle was higher than ClariVest’s standard fee rate for its large cap growth strategy and the fee rate charged to an investment company subadvisory client.

With respect to Eagle Growth & Income Fund, the Board noted that the Fund’s net expense ratio was lower than the average net expense ratio of its Morningstar Population and Morningstar Peer Group. The Board also noted that Eagle’s advisory fee rate was higher than the average advisory fee rates paid by institutional accounts, but that the effective fee rate paid by the Fund was lower than the average advisory fee paid by institutional accounts in the same strategy and the fee rate charged to an investment company subadvisory client.

With respect to the Eagle International Stock Fund, the Board noted that the Fund’s net expense ratio was higher than the average net expense ratio of its Morningstar Population and Morningstar Peer Group. In this regard, the Board noted the Fund’s relatively small amount of assets. The Board also noted that Eagle does not manage any similar accounts, and that the subadvisory fee rate paid to ClariVest by Eagle was higher than ClariVest’s standard fee rate for its international core strategy. The Board noted that Eagle was requesting that the Board approve a reduction in the Fund’s management fee rate effective March 1, 2017, such that the management fee rate to be paid to Eagle by the Fund would be less than the subadvisory fee rate paid by Eagle to ClariVest.

With respect to the Eagle Investment Grade Bond Fund, the Board noted that the Fund’s net expense ratio was the same as the average net expense ratio of its Morningstar Population and lower than the average net expense ratio of its Morningstar Peer Group. The Board also noted that the advisory fee rate paid by the Fund was higher than the average advisory fee rate paid by institutional accounts in the same strategy.

With respect to the Eagle Mid Cap Growth Fund, the Board noted that the Fund’s net expense ratio was lower than the average net expense ratio of its Morningstar Population and Morningstar Peer Group. The Board also noted that the effective advisory fee rate paid by the Fund was lower than the average advisory fee rate paid by institutional accounts in the same strategy.

With respect to the Eagle Mid Cap Stock Fund, the Board noted that the Fund’s net expense ratio was lower than the average net expense ratio of its Morningstar Population and Morningstar Peer Group. The Board also noted that Eagle’s representation that it does not manage any similar institutional accounts in the mid-cap strategy that pay an advisory fee, but that the Fund’s advisory fee rate was lower than Eagle’s standard advisory fee rate for separate accounts in the same strategy.

With respect to the Eagle Small Cap Growth Fund, the Board noted that the Fund’s net expense ratio was lower than the average net expense ratio of its Morningstar Population and Morningstar Peer Group. The Board also noted that the effective advisory fee rate paid by the Fund was lower than the average advisory fee rate paid by institutional accounts in the same strategy.

With respect to the Eagle Smaller Company Fund, the Board noted that the Fund’s net expense ratio was higher than the average net expense ratio of its Morningstar Population and Morningstar Peer Group. The Board also noted that the Fund’s advisory fee rate schedule was lower than Eagle’s standard advisory fee rate schedule for separate accounts in the same strategy at all asset levels, but was higher than the fee rate charged to an investment company subadvisory client.


54

Renewal of Investment Advisory and Subadvisory Agreements



			(UNAUDITED)

With respect to the Tax-Exempt Bond Fund, the Board noted the Fund’s estimated net expense ratio would be higher than the average net expense ratio of its Morningstar Population and Morningstar Peer Group. The Board also noted that Eagle’s advisory fee rate would be lower than the fee rates that Eagle charges to comparable institutional accounts at the lowest asset levels.

Costs, Profitability and Economies of Scale | The Board evaluated Eagle’s and, to the extent available, ClariVest’s costs and profitability in providing services to the Funds. The Board noted that ClariVest’s costs and profitability generally are less significant to the Board’s evaluation of the fee rates and expenses paid by a Fund than Eagle’s advisory fee rate and profitability and the Fund’s overall expense ratios. The Board noted that Eagle’s profits on the services it provided to the Funds are reasonable in light of Eagle’s costs in providing services to each Fund and that Eagle manages each Fund’s assets and provides a comprehensive compliance program for each Fund.

The Board considered that the advisory fee rate structures for certain of the Funds provide for breakpoints, which is a reduction of the applicable fee rate as assets increase. The Board also considered that each Fund may benefit from economies of scale, and shareholders may realize such economies of scale, through: (1) reduced advisory fees achieved when a Fund’s asset size reaches breakpoints in the fee schedules instituted by Eagle; (2) increased services to a Fund; or (3) allocation of fixed fund expenses over a large asset size.

Benefits | In evaluating compensation, the Board considered other benefits that may be realized by Eagle, ClariVest and their respective affiliates from their relationship with the Funds. The Board noted that Eagle and its affiliates have entered into revenue sharing and services agreements with third parties for

marketing and/or shareholder services. The Board also considered that the Funds compensate Eagle for providing administrative services and EFS for providing shareholder services. The Board recognized that, as the Funds’ principal underwriter and distributor, EFD receives Rule 12b-1 payments from the Funds to compensate it for providing services and distribution activities. These activities could lead to growth in the Funds’ assets and the corresponding benefits of that growth, including economies of scale and greater diversification. In addition, other affiliates of Eagle have entered into agreements with EFD to sell Fund shares and receive compensation from EFD. The Board noted that ClariVest does not enter into formal soft dollar arrangements. However, the Board also noted that Eagle has entered into a marketing agreement with ClariVest pursuant to which ClariVest pays Eagle a fee for performing marketing and client services for the Funds and other clients of ClariVest.

Conclusions | Based on these considerations, the Board concluded with respect to the Funds that: (1) each Fund was reasonably likely to benefit from the nature, quality and extent of Eagle’s and ClariVest’s services, as applicable to the Funds; (2) each Fund’s performance was satisfactory in light of all the factors considered by the Board; (3) the fees payable under the Agreements and profits earned by Eagle and ClariVest were reasonable in the context of all the factors considered by the Board; and (4) the current advisory fee rate structure provides each Fund’s shareholders with reasonable benefits associated with economies of scale. Based on these conclusions and other factors, the Board determined in its business judgment to renew the Agreements and to approve the Agreements between each Fund and Eagle and between Eagle and ClariVest.

2016 Federal Tax Notice


				(UNAUDITED)

The following information for the fiscal year ended October 31, 2016 for the Eagle Family of Funds is provided pursuant to provisions of the Internal Revenue Code.

The information and distributions reported herein may differ from the information and distributions taxable to the shareholders for the calendar year ended December 31, 2016. All dividends paid by the Funds from net investment income are deemed to be ordinary income for federal income tax purposes. Complete information will be computed and reported in conjunction with your 2016 Form 1099-DIV.

The amounts shown may differ from amounts disclosed elsewhere in this report due to differences between tax and financial reporting requirements.


Fund	Qualified dividend income			Dividends Received Deduction			Long-term capital gains
Capital Appreciation Fund		100.00	%		100.00	%		$46,902,728
Growth & Income Fund		100.00	%		100.00	%		—
International Stock Fund		100.00	%		—			—
Investment Grade Bond Fund		—			—			4,469
Mid Cap Growth Fund		—			—			20,306,456
Mid Cap Stock Fund		—			—			38,425,850
Small Cap Growth Fund		—			—			253,307,437
Smaller Company Fund		—			—			—
Tactical Allocation Fund		—			—			—


			55

Additional Information



	(UNAUDITED)			10.31.2016

Special Shareholder Meeting | A Special Meeting of shareholders (“Special Meeting”) of each Trust was held on September 26, 2016. At the Special Meeting, shareholders were asked to vote on a proposal to elect each Trust’s six existing Trustees and three additional Trustees. The existing Trustees are: J. Cooper Abbott, Keith B. Jarrett, William J. Meurer, Liana O’Drobinak,

James L. Pappas and Deborah L. Talbot. The new Trustees are: John Carter, Court James and Stephen Roussin. With respect to each Trust, voting results for the election of each Trustee are set forth below. There were no abstentions or broker non-votes with respect to this proposal.

Eagle Series Trust


Trustee	Votes For		Votes Against or Withheld
J. Cooper Abbott		73,867,953.705		2,197,334.347
John Carter		73,862,706.243		2,202,581.809
Court James		73,862,808.595		2,202,479.457
Keith B. Jarrett		73,886,834.847		2,178,453.205
William J. Meurer		73,825,610.960		2,239,677.092
Liana O’Drobinak		73,916,217.810		2,149,070.242
James L. Pappas		73,823,930.049		2,241,358.003
Stephen Roussin		73,862,422.007		2,202,866.045
Deborah L. Talbot		73,953,254.734		2,112,033.318

Eagle Capital Appreciation Fund


Trustee	Votes For		Votes Against or Withheld
J. Cooper Abbott		8,308,932.099		33,964.949
John Carter		8,289,497.341		53,399.707
Court James		8,294,777.589		48,119.459
Keith B. Jarrett		8,308,571.957		34,325.091
William J. Meurer		8,306,848.209		36,048.839
Liana O’Drobinak		8,293,545.237		49,351.811
James L. Pappas		8,287,136.285		55,760.763
Stephen Roussin		8,276,345.128		66,551.920
Deborah L. Talbot		8,293,677.469		49,219.579

Eagle Growth & Income Fund


Trustee	Votes For		Votes Against or Withheld
J. Cooper Abbott		27,012,093.349		235,071.630
John Carter		27,033,460.634		213,704.345
Court James		27,016,754.050		230,410.929
Keith B. Jarrett		27,027,196.871		219,968.108
William J. Meurer		27,013,833.720		233,331.259
Liana O’Drobinak		27,019,446.782		227,718.197
James L. Pappas		27,013,247.943		233,917.036
Stephen Roussin		27,032,898.271		214,266.708
Deborah L. Talbot		26,964,410.174		282,754.805


56

Principal Risks



				(UNAUDITED)

Additional Information About Principal Risk Factors

The greatest risk of investing in a mutual fund is that its returns will fluctuate and you could lose money. Turbulence in financial markets and reduced liquidity in equity, credit and fixed income markets may negatively affect many issuers worldwide, which could have an adverse effect on the Funds. Additionally, while the portfolio managers seek to take advantage of investment opportunities that will maximize a fund’s investment returns, there is no guarantee that such opportunities will ultimately benefit the fund. There is no assurance that the portfolio managers’ investment strategy will enable a fund to achieve its investment objective. An investment in a fund is not a deposit with a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The following table identifies the risk factors of each fund in light of their respective principal investment strategies. These risk factors are explained following the table.

The Tactical Allocation Fund is a “fund of funds” that seeks to achieve its investment objective by investing its assets primarily in underlying funds. Therefore, in this section, the term “fund” may include a fund, an underlying fund, or both a fund and an underlying fund.

Risk

Capital
Appreciation
Fund

Growth
& Income
Fund

International
Stock

Fund

Investment
Grade Bond
Fund

Mid Cap
Growth
Fund

Mid Cap
Stock
Fund

Small Cap
Growth
Fund

Smaller
Company
Fund

Tactical
Allocation
Fund

Call

Commodities

Credit

Equity securities

Fixed income market

Floating Rate Securities

Focused holdings

Foreign and emerging market securities

Fund of funds

Growth stocks

High-yield securities

Inflation

Interest rates

Liquidity

Market

Market timing

Mid-cap companies

Mortgage- and asset-backed securities

Municipal securities

Other investments companies and ETFs

Portfolio turnover

Redemptions

Sectors

Small-cap companies

U.S. Government securities and Government sponsored enterprises

Value stocks

Call | Call risk is the possibility that, as interest rates decline to a level that is significantly lower than the rate assigned to the fixed income security, the security may be called (redeemed) prior to maturity. A fund would lose the benefit of holding a fixed income security that is paying a rate above the current market rate and would likely have to reinvest the proceeds in other fixed income securities that have lower yields.

Commodities | The value of commodities may be more volatile than the value of equity securities or debt instruments and their value may be affected by

changes in overall market movements, commodity index volatility, changes in interest rates, or factors affecting a particular industry or commodity.

Investments in commodities, such as gold, or in commodity-linked instruments, will subject a fund’s portfolio to volatility that may also deviate from price movements in equity and fixed income securities. The value of commodity-linked instruments typically is based upon the price movements of underlying commodities and, therefore, may fluctuate widely based on a variety of both macroeconomic and commodity-specific factors. At times, these price


			57

Principal Risks



(UNAUDITED)

fluctuations may be significant or rapid, and may not correlate to price movements in other asset classes. There may also be an imperfect correlation between the value of commodity-linked instruments and the underlying assets. Investments in these types of instruments may subject a fund to additional expenses.

Credit | A fund could lose money if the issuer of a fixed income security is unable or unwilling, or is perceived as unable or unwilling (whether by market participants, ratings agencies, pricing services or otherwise) to meet its financial obligations or goes bankrupt. Securities are subject to varying degrees of credit risk, which are often reflected in their credit ratings. The downgrade of the credit rating of a security held by a fund may decrease its value. Credit risk usually applies to most fixed income securities. U.S. government securities, especially those that are not backed by the full faith and credit of the U.S. Treasury, such as securities supported only by the credit of the issuing governmental agency or government-sponsored enterprise, carry at least some risk of nonpayment, and the maximum potential liability of the issuers of such securities may greatly exceed their current resources. There is no assurance that the U.S. government would provide financial support to the issuing entity if not obligated to do so by law. Further, any government guarantees on U.S. government securities that a fund owns extend only to the timely payment of interest and the repayment of principal on the securities themselves and do not extend to the market value of the securities themselves or to shares of the fund.

Equity Securities | A fund’s equity securities investments are subject to stock market risk. Such investments may also expose a fund to additional risks:

•

Common Stocks. The value of a company’s common stock may fall as a result of factors directly relating to that company, such as decisions made by its management or decreased demand for the company’s products or services. A stock’s value may also decline because of factors affecting not just the company, but also companies in the same industry or sector. The price of a company’s stock may also be affected by changes in financial markets that are unrelated to the company, such as changes in interest rates, exchange rates or industry regulation. Companies that pay dividends on their common stock generally only do so after they invest in their own business and make required payments to bondholders and on other debt and preferred stock. Therefore, the value of a company’s common stock will usually be more volatile than its bonds, other debt and preferred stock.

•

Preferred Stocks. Preferred securities are subject to issuer-specific and stock market risks; however, preferred securities may be less liquid than common stocks and offer more limited participation in the growth of an issuer. If interest rates rise, the dividend on preferred stocks may be less attractive, causing the price of preferred stocks to decline. Preferred shareholders may have only certain limited rights if distributions are not paid for a stated period, but generally have no legal recourse against the issuer and may suffer a loss of value if distributions are not paid. Preferred stocks may have mandatory sinking fund provisions, as well as provisions for their call or redemption prior to maturity which can have a negative effect on their prices when interest rates decline. Because the rights of preferred stock on distribution of a corporation’s assets in the event of its liquidation are generally subordinated to the rights associated with a corporation’s debt securities, in the event of an issuer’s bankruptcy, there is substantial risk that there will be nothing left to pay preferred stockholders after payments, if any, to bondholders have been made. For this reason, the value of preferred securities will usually react more strongly than bonds and other debt securities to actual or perceived changes in the company’s financial condition or prospects.

•

Convertible Securities. The investment value of a convertible security (“convertible”) is based on its yield and tends to decline as interest rates increase. The conversion value of a convertible is the market value that would be received if the convertible were converted to its underlying common stock. Since it derives a portion of its value from the common

stock into which it may be converted, a convertible is also subject to the same types of market and issuer-specific risks that apply to the underlying common stock. A convertible may be subject to redemption at the option of the issuer at a price established in the convertible’s governing instrument, which may be less than the current market price of the security. Convertibles typically are “junior” securities, which means an issuer may pay interest on its non-convertible debt before it can make payments on its convertibles. In the event of a liquidation, holders of convertibles may be paid before a company’s common stockholders but after holders of a company’s senior debt obligations.

•

Depositary Receipts. A fund may invest in securities issued by foreign companies through ADRs, GDRs and EDRs. These securities are subject to many of the risks inherent in investing in foreign securities, including, but not limited to, currency fluctuations and political and financial instability in the home country of a particular depositary receipt.

•

REITs. REITs or other real estate-related securities are subject to the risks associated with direct ownership of real estate, including declines in the value of real estate, risks related to general and local economic conditions or changes in demographic trends or tastes, increases in operating expenses, and adverse governmental, legal or regulatory action (such as changes to zoning laws, changes in interest rates, condemnation, tax increases, regulatory limitations on rents, or enforcement of or changes to environmental regulations). Shares of REITs may trade less frequently and, therefore, are subject to more erratic price movements than securities of larger issuers. REITs typically incur fees that are separate from those incurred by a fund, meaning a fund’s investment in REITs will result in the layering of expenses such that as a shareholder, a fund will indirectly bear a proportionate share of a REIT’s operating expenses.

•

Rights and Warrants. Investments in rights and warrants may be more speculative than certain other types of investments because rights and warrants do not carry dividend or voting rights with respect to the underlying securities or any rights in the assets of the issuer. In addition, the value of a right or a warrant does not necessarily change with the value of the underlying securities and a right or a warrant ceases to have value if it is not exercised prior to its expiration date.

Fixed income market | Fixed income market risk is the risk that the prices of, and the income generated by, fixed income securities held by a fund may decline significantly and/or rapidly in response to adverse issuer, political, regulatory, general economic and market conditions, or other developments, such as regional or global economic instability (including terrorism and related geopolitical risks), interest rate fluctuations, and those events directly involving the issuers that may cause broad changes in market value, public perceptions concerning these developments, and adverse investor sentiment. These events may lead to periods of volatility, which may be exacerbated by changes in bond market size and structure. In addition, adverse market events may lead to increased redemptions, which could cause a fund to experience a loss when selling securities to meet redemption requests by shareholders. The risk of loss increases if the redemption requests are unusually large or frequent.

Floating rate securities | Floating rate securities generally are less sensitive to interest rate changes but may decline in value if their interest rates do not rise as much, or as quickly, as interest rates in general. Conversely, floating rate securities will not generally increase in value if interest rates decline. When a fund holds floating rate securities, a decrease in market interest rates will adversely affect the income received from such securities and the net asset value of the fund’s shares.

Focused holdings | For funds that normally hold a core portfolio of securities of fewer companies than other more diversified funds, the increase or decrease of the value of a single security may have a greater impact on the fund’s net asset value (“NAV”) and total return when compared to other diversified funds.


58

Principal Risks



			(UNAUDITED)

Foreign and emerging market securities | Investments in foreign securities involve greater risks than investing in domestic securities. As a result, a fund’s return and NAV may be affected by fluctuations in currency exchange rates or political or economic conditions and regulatory requirements in a particular country. Foreign markets, as well as foreign economies and political systems, may be less stable than U.S. markets, and changes in the exchange rates of foreign currencies can affect the value of a fund’s foreign assets. Foreign laws and accounting standards typically are not as strict as they are in the U.S., and there may be less public information available about foreign companies. Custodial and/or settlement systems in foreign markets may not be fully developed and the laws of certain countries may limit the ability to recover assets if a foreign bank or depository or their agents goes bankrupt. Over a given period of time, foreign securities may underperform U.S. securities—sometimes for years. A fund could also underperform if it invests in countries or regions whose economic performance falls short. The risks associated with investments in governmental or quasi-governmental entities of a foreign country are heightened by the potential for unexpected governmental change, which may lead to default or expropriation, and inadequate government oversight and accounting. Obligations of supranational entities are subject to the risk that the governments on whose support the entity depends for its financial backing or repayment may be unable or unwilling to provide that support. The effect of recent, worldwide economic instability on specific foreign markets or issuers may be difficult to predict or evaluate. Some national economies continue to show profound instability, which may in turn affect their international trading and financial partners or other members of their currency bloc. Foreign security risk may also apply to ADRs, GDRs and EDRs. When investing in emerging markets, the risks of investing in foreign securities are heightened. Emerging markets have unique risks that are greater than or in addition to investing in developed markets because emerging markets are generally smaller, less developed, less liquid and more volatile than the securities markets of the U.S. and other developed markets. There are also risks of: greater political uncertainties; an economy’s dependence on revenues from particular commodities or on international aid or development assistance; currency transfer restrictions; a limited number of potential buyers for such securities; and delays and disruptions in securities settlement procedures. In addition, there may be less information available to make investment decisions and more volatile rates of return.

Fund of funds | Because investments in securities of other investment companies, including ETFs, are subject to statutory limitations prescribed in the 1940 Act and the rules thereunder if the Tactical Allocation Fund is unable to rely on an ETF’s exemptive order permitting unaffiliated funds to invest in the ETF’s shares beyond these statutory limitations, the fund may be unable to allocate its investments in the manner the subadviser considers prudent, or the subadviser may have to select an investment other than that which the subadviser considers suitable.

Because the Tactical Allocation Fund invests principally in underlying funds, and the fund’s performance is directly related to the performance of such underlying funds, the ability of the fund to achieve its investment objectives is directly related to the ability of the underlying funds to meet their investment objectives. The investment techniques and risk analysis used by the fund’s and the underlying funds’ portfolio managers may not produce the desired results.

Growth stocks | Growth companies are expected to increase their earnings at a certain rate. When these expectations are not met, investors may punish the prices of stocks excessively, even if earnings showed an absolute increase. Growth company stocks also typically lack the dividend yield that can cushion stock prices in market downturns.

High-yield securities | Investments in securities rated below investment grade, or “junk bonds,” generally involve significantly greater risks of loss of your money than an investment in investment grade bonds. Compared with issuers of investment grade bonds, junk bonds are more likely to encounter financial difficulties and to be materially affected by these difficulties. Rising interest

rates may compound these difficulties and reduce an issuer’s ability to repay principal and interest obligations. Issuers of lower-rated securities also have a greater risk of default or bankruptcy. Additionally, due to the greater number of considerations involved in the selection of a fund’s securities, the achievement of a fund’s objective depends more on the skills of the portfolio manager than investing only in higher-rated securities. Therefore, your investment may experience greater volatility in price and yield. High-yield securities may be less liquid than higher quality investments. A security whose credit rating has been lowered may be particularly difficult to sell.

Inflation | Inflation risk is the risk that the market value of securities will decrease as higher inflation shrinks the purchasing power of any affected currencies, thus causing the purchasing power not to keep pace with inflation.

Interest rates | Investments in investment grade and non-investment grade fixed income securities are subject to interest rate risk. The value of a fund’s fixed income investments typically will fall when interest rates rise. A fund may be particularly sensitive to changes in interest rates if it invests in debt securities with intermediate and long terms to maturity. Debt securities with longer durations tend to be more sensitive to changes in interest rates, usually making them more volatile than debt securities with shorter durations. For example, if a bond has a duration of five years, a 1% increase in interest rates could be expected to result in a 5% decrease in the value of the bond. Since the financial crisis that started in 2008, the Federal Reserve Board has attempted to stabilize the economy and support the economic recovery by keeping the federal funds rate (the interest rate at which depository institutions lend reserve balances to other depository institutions overnight) at or near zero percent. In addition, as part of its monetary stimulus program known as quantitative easing, the Federal Reserve has purchased on the open market large quantities of securities issued or guaranteed by the U.S. government, its agencies or instrumentalities. The Federal Reserve has halted its asset purchases pursuant to quantitative easing. As of the date of this Prospectus, interest rates are near historic lows, which may increase the risk that they could rise significantly and/or rapidly, potentially resulting in substantial losses to the fund.

Liquidity | Liquidity risk is the possibility that the fund might be unable to sell a security promptly and at an acceptable price, which could have the effect of decreasing the overall level of the fund’s liquidity. Market developments may cause the fund’s investments to become less liquid and subject to erratic price movements. The fund could lose money if it cannot sell a security at the time and price that would be most beneficial to the fund.

Market | Markets may at times be volatile and the value of a fund’s stock holdings may decline in price, sometimes significantly and/or rapidly, because of changes in prices of its holdings or a broad stock market decline. The value of a security may decline due to adverse issuer-specific conditions or general market conditions which are not specifically related to a particular company, such as real or perceived adverse political, regulatory, market, economic or other developments that may cause broad changes in market value, changes in the general outlook for corporate earnings, changes in interest or currency rates, public perceptions concerning these developments or adverse investment sentiment generally. During a general downturn in the securities markets, multiple asset classes may decline in value simultaneously. Terrorism and related geopolitical risks have led, and may in the future lead, to increased short-term market volatility and may have adverse long-term effects on world economies and markets generally. In addition, markets and market participants are increasingly reliant upon both publicly available and proprietary information data systems. Data imprecision, software or other technology malfunctions, programming inaccuracies, unauthorized use or access, and similar circumstances may impair the performance of these systems and may have an adverse impact upon a single issuer, a group of issuers, or the market at large. In certain cases, an exchange or market may close or issue trading halts on either specific securities or even the entire market, which may result in a fund being, among other things, unable to buy or sell certain securities or financial


			59

Principal Risks



(UNAUDITED)

instruments or accurately price its investments. These fluctuations in stock prices could be a sustained trend or a drastic movement. The stock markets generally move in cycles, with periods of rising prices followed by periods of declining prices. The value of your investment may reflect these fluctuations.

Market timing | Because of specific securities a fund may invest in, it could be subject to the risk of market timing activities by fund shareholders. Some examples of these types of securities are high-yield, small-cap and foreign securities. Typically, foreign securities offer the most opportunity for these market timing activities. A fund generally prices these foreign securities using their closing prices from the foreign markets in which they trade, typically prior to a fund’s calculation of its NAV. These prices may be affected by events that occur after the close of a foreign market but before a fund prices its shares. In such instances, a fund may fair value foreign securities. However, some investors may engage in frequent short-term trading in a fund to take advantage of any price differentials that may be reflected in the NAV of a fund’s shares. There is no assurance that fair valuation of securities can reduce or eliminate market timing. There is no guarantee that the manager and transfer agent of the Funds can detect all market timing activities.

Mid-cap companies | Investments in mid-cap companies generally involve greater risks than investing in large-capitalization companies. Mid-cap companies often have narrower markets and limited managerial and financial resources compared to larger, more established companies. The performance of mid-cap companies can be more volatile, and their stocks less liquid, compared to larger, more established companies, which could increase the volatility of a fund’s portfolio and performance. Shareholders of a fund that invests in mid-cap companies should expect that the value of the fund’s shares will be more volatile than a fund that invests exclusively in large-cap companies. Generally, the smaller the company size, the greater these risks.

Mortgage- and asset-backed securities | Mortgage- and asset-backed security risk, which is possible in an unstable or depressed housing market, arises from the potential for mortgage failure or premature repayment of principal, or a delay in the repayment of principal. The reduced value of the fund’s securities and the potential loss of principal as a result of a mortgagee’s failure to repay would have a negative impact on the fund. Premature repayment of principal would make it difficult for the fund to reinvest the prepaid principal at a time when interest rates on new mortgages are declining, thereby reducing the fund’s income. Conversely, a delay in the repayment of principal could lengthen the expected maturity of the securities, thereby increasing the potential for loss when prevailing interest rates rise, which could cause the values of the securities to fall sharply.

Municipal securities | A municipal security’s value, interest payments or repayment of principal could be affected by economic, legislative or political changes. Municipal securities are also subject to potential volatility in the municipal market and the fund’s share price, yield and total return may fluctuate in response to municipal bond market movements. Municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, as opposed to general tax revenues, may have increased risks. Changes in a municipality’s financial health may affect its ability to make interest and principal payments when due.

Other investment companies, including ETFs | Investments in the securities of other investment companies, including exchange-traded funds (“ETFs”) (which may, in turn invest in equities, bonds, and other financial vehicles), may involve duplication of advisory fees and certain other expenses. By investing in another investment company, a fund becomes a shareholder of that investment company. As a result, fund shareholders indirectly bear the fund’s proportionate share of the fees and expenses paid by the other investment company, in addition to the fees and expenses fund shareholders indirectly bear in connection with the fund’s own operations. Investments in other investment companies will subject a fund to the risks of the types of investments in which the investment companies invest.

As a shareholder, a fund must rely on the other investment company to achieve its investment objective. If the other investment company fails to achieve its investment objective, the value of the fund’s investment will typically decline, adversely affecting the fund’s performance. In addition, because ETFs are listed on national stock exchanges and are traded like stocks listed on an exchange, ETF shares may potentially trade at a discount or a premium. Investments in ETFs are also subject to brokerage and other trading costs, which could result in greater expenses to a fund. Finally, because the value of ETF shares depends on the demand in the market, the portfolio manager may not be able to liquidate a fund’s holdings of ETF shares at the most optimal time, adversely affecting the fund’s performance. An ETF that tracks an index may not precisely replicate the returns of its benchmark index.

Portfolio turnover | A fund may engage in more active and frequent trading of portfolio securities to a greater extent than certain other mutual funds with similar investment objectives. A fund’s turnover rate may vary greatly from year to year or during periods within a year. A high rate of portfolio turnover may lead to greater transaction costs, result in adverse tax consequences to investors and adversely affect performance.

Redemptions | A fund may experience periods of heavy redemptions that could cause a fund to sell assets at inopportune times or at a loss or depressed value. Redemption risk is greater to the extent that one or more investors or intermediaries control a large percentage of investments in a fund, have short investment horizons, or have unpredictable cash flow needs. A general rise in interest rates has the potential to cause investors to move out of fixed income securities on a large scale, which may increase redemptions from mutual funds that hold large amounts of fixed income securities. This, coupled with a reduction in the ability or willingness of dealers and other institutional investors to buy or hold fixed income securities, may result in decreased liquidity and increased volatility in the fixed income markets, and heightened redemption risk. Heavy redemptions, whether by a few large investors or many smaller investors, could hurt a fund’s performance.

Sectors | Companies that are in similar businesses may be similarly affected by particular economic or market events, which may, in certain circumstances, cause the value of securities of all companies in a particular sector of the market to change. To the extent a fund has substantial holdings within a particular sector, the risks associated with that sector increase.

Small-cap companies | Investments in small-cap companies generally involve greater risks than investing in large-capitalization companies. Companies with smaller market capitalizations generally have lower volume of shares traded daily, less liquid stock and more volatile stock prices. Companies with smaller market capitalizations also tend to have a limited product or service base and limited access to capital. Newer companies with unproven business strategies also tend to be smaller companies. The above factors increase risks and make these companies more likely to fail than companies with larger market capitalizations, and could increase the volatility of a fund’s portfolio and performance. Shareholders of a fund that invests in small-cap companies should expect that the value of the fund’s shares will be more volatile than a fund that invests exclusively in mid-cap or large-cap companies. Generally, the smaller the company size, the greater these risks.

U.S. Government securities and Government sponsored enterprises | A security backed by the U.S. Treasury or the full faith and credit of the United States is only guaranteed by the applicable entity only as to the timely payment of interest and principal when held to maturity. The market prices for such securities are not guaranteed and will fluctuate. Investments in securities issued by Government sponsored enterprises are debt obligations issued by agencies and instrumentalities of the U.S. Government. These obligations vary in the level of support they receive from the U.S. Government. They may be: (1) supported by the full faith and credit of the U.S. Treasury, such as those of the Government National Mortgage Association; (2) supported by the right of the issuer to borrow from the U.S. Treasury, such as those of the Federal Home


60

Principal Risks



			(UNAUDITED)

Loan Bank and the Federal Farm Credit Banks; (3) supported by the discretionary authority of the U.S. Government to purchase the agency obligations, such as those of the Federal National Mortgage Association and the Federal Home Loan Mortgage Corporation; or (4) supported only by the

credit of the issuer, such as those of the Federal Farm Credit Bureau. The U.S. Government may choose not to provide financial support to U.S. Government sponsored agencies or instrumentalities if it is not legally obligated to do so. In such circumstances, if the issuer defaulted, a fund may not be able to recover its investment from the U.S. Government. Like all bonds, U.S. Government securities and Government-sponsored enterprise bonds are also subject to credit risk.

Value stocks | Investments in value stocks are subject to the risk that their true worth may not be fully realized by the market. This may result in the value stocks’ prices remaining undervalued for extended periods of time. A fund’s performance also may be affected adversely if value stocks remain unpopular with or lose favor among investors.


			61

Trustees and Officers


Name, birth year, position, term of office (a) and length of time served	Principal occupation(s) during past five years	Number of funds overseen in fund complex	Directorships of other public companies during the past five years

*Interested Trustee (b)*
J. Cooper Abbott (1969) Trustee since 2012 President since 2016	Chairman, Director and President, Carillon Tower Advisers, Inc. since 2016; Director of Eagle since 2011; President of Eagle since 2016; Executive Vice President, Investments and Co-Chief Operating Officer of Eagle 2009-2016; Director, ClariVest Asset Management LLC since 2012; Director of Eagle Fund Services, Inc. since 2009; Director and President, Eagle Boston Investment Management, Inc. since 2009	10	N/A
Court James (1974) Trustee since 2016	Executive Vice President, Carillon Tower Advisers since 2016; Vice President, New Business Development of Eagle 2010-2016	10	Raymond James Bank

*Independent Trustees*
John Carter (1961) Trustee since 2016	Law Office of John K. Carter, P.A. since 2015; Founder, Global Recruiters of St. Petersburg since 2012; President and Chief Executive Officer, Transamerica Asset Management 2006-2012 Chairman, Board Member, Transamerica Partners Portfolios, Transamerica Partners Funds Group, Transamerica Partners Funds Group II and Transamerica Asset Allocation Variable Funds 2007-2012	10	N/A
Keith B. Jarrett, PhD (1948) Trustee since 2005	Managing Partner, PW1 LLC since 2013; Founder, Rockport Funding, LLC (private equity), and Ajax Partners (investment partnership) since 2003	10	Safeguard Scientific, Inc., 2012-2015
William J. Meurer (1943) Trustee since 2003	Private investor and financial consultant since 2000	10	Sykes Enterprises, Inc.^(c); Walter Investment Mgmt. Corp.; LifeLink Foundation (private)
Liana O’Drobinak (1963) Trustee since 2014	Managing Member, Bay Consulting Partners, LLC since 2010; Board Member, Florida Prepaid College Board 2012-2014;	10	Health Insurance Innovations, Inc., 2013
James L. Pappas, PhD (1943) Trustee since 1989; Chairman of the Board of Trustees since 2012	Private investor; Lykes Professor of Banking and Finance at University of South Florida 1986-2006; President, Graduate School of Banking, University of Wisconsin 1995-2005	10	Walter Investment Mgmt. Corp.
Steve Roussin (1963) Trustee since 2016	President, SR2X Consulting since 2013; Chief Executive Officer and President, Campbell & Company 2011-2012	10	N/A
Deborah L. Talbot, PhD (1950) Trustee since 2002	Independent Consultant; Principal, Lazure Enterprises since 2013; Director, ethiKids, Inc. (child development) 2009-2011; Founder and Board Member, Creative Tampa Bay (community networking) 2003-2009; Deans’ Advisory Board, College of Arts and Sciences, University of Memphis since 2002	10	N/A

*Officers (d)*
Susan L. Walzer (1967) Principal Executive Officer since May 2011	Vice President of Fund Administration since May 2011; Chief Compliance Officer of Eagle Family of Funds and Eagle Fund Services (“EFS”) ^(e)2007-2011; Director of Compliance for Eagle 2005-2007


62

Trustees and Officers

The principal address for each Trustee and Officer is P.O. Box 33022, St. Petersburg, Florida, 33733-8022.

Additional information about the Funds’ Board Members can be found in the Statement of Additional Information, which is available, without charge, upon request, by calling the Eagle Family of Funds toll free at 1-800-421-4184 or by accessing our website at eagleasset.com.

(a) Trustees serve for life or until they are removed, resign or retire. The Board has adopted a Board Governance Policy that requires Independent Trustees to retire no later than at the end of the meeting which occurs immediately after his or her 75th birthday.

(b) Mr. Abbott and Mr. James are “interested” persons of the Trust as that term is defined by the 1940 Act. Mr. Abbott is affiliated with Carillon Tower Advisers, ClariVest, Cougar, Eagle and RJF. Mr. James is affiliated with Carillon Tower Advisers, and Eagle.

(c) Sykes Enterprises, Inc. is a technical support company.

(d) Officers each serve one year terms.

(e) Prior to September 13, 2010, EFS served as the Funds’ transfer agent.


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LOGO

Item 2. Code of Ethics

As of the end of the period October 31, 2016, Eagle Growth & Income Fund (the “Trust”) has adopted a code of ethics, as defined in Item 2 of Form N-CSR that applies to the Principal Executive Officer and Principal Financial Officer. The Trust has not made any amendments to its code of ethics during the covered period. The Trust has not granted any waivers from any provisions of the code of ethics during the covered period. A copy of this code of ethics is filed as an exhibit to this Form N-CSR.

Item 3. Audit Committee Financial Expert

The Trust’s Board of Trustees (“Board”) has determined that William J. Meurer is an audit committee financial expert, as defined in Item 3 of Form N-CSR, serving on its audit committee. Mr. Meurer is independent for purposes of Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services¹

(a) Audit Fees

The aggregate fees billed by the Trust’s independent public accountants, PricewaterhouseCoopers LLP (“PwC”) for professional services rendered in connection with the audit of the Trust’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements were $38,000 for the fiscal period ended October 31, 2015, and $35,000 for the fiscal period ended October 31, 2016.

(b) Audit-Related Fees

There were no aggregate fees PwC billed to the Trust for assurance and other services which are reasonably related to the performance of the Trust’s audit and are not reported under Item 4(a) for the fiscal periods ended October 31, 2015, and October 31, 2016. The aggregate fees PwC billed to the Trust’s investment adviser and any entity controlling, controlled by, or under common control with the Trust’s investment adviser for assurance and other services directly related to the operations and financial reporting of the Trust were $0.00 for the fiscal period ended October 31, 2015, and $0.00 for the fiscal period ended October 31, 2016.

The aggregate tax fees PwC billed to the Trust for tax compliance, tax advice, and tax planning services were $6,000 for the fiscal period ended October 31, 2015, and $6,000 for the fiscal period ended October 31, 2016. There were no aggregate tax fees PwC billed to the Trust’s investment adviser and any entity controlling, controlled by, or under common control with the Trust’s investment adviser for services directly related to the operations and financial reporting of the Trust for the fiscal periods ended October 31, 2015, and October 31, 2016.

¹	All accountant fees and services amounts are rounded to the nearest whole thousand.

(d) All Other Fees

For each of the fiscal periods ended October 31, 2015, and October 31, 2016 the Trust paid PwC no other fees. There were no aggregate fees PwC billed to the Trust’s investment adviser and any entity controlling, controlled by, or under common control with the Trust’s investment adviser for any other services directly related to the operations and financial reporting of the Trust for the fiscal periods ended October 31, 2015, and October 31, 2016.

(e) The Trust’s Audit Committee Charter provides that the Audit Committee (comprised of the Independent Trustees of the Trust) is responsible for pre-approval of all auditing services performed for the Trust. The Audit Committee reports to the Board regarding its approval of the engagement of the auditor and the proposed fees for the engagement, and the majority of the Board (including the members of the Board who are Independent Trustees) must approve the auditor at an in-person meeting. The Audit Committee also is responsible for pre-approval (subject to the de minimis exception for non-audit services described in the Securities Exchange Act of 1934, as amended, and applicable rule thereunder and not expecting to exceed $5,000) of all non-auditing services performed for the Trust or for any service affiliate of the Trust. The Trust’s Audit Committee Charter also permits a designated member of the Audit Committee to pre-approve, between meetings, one or more non-audit service projects, subject to ratification by the Audit Committee at the next meeting of the Audit Committee. The Trust’s Audit Committee pre-approved all fees described above which PwC billed to the Trust.

(f) Less than 50% of the hours billed by PwC for auditing services to the Trust for the fiscal period ended October 31, 2016, were for work performed by persons other than full-time, permanent employees of PwC.

(g) There were no aggregate non-audit fees billed by PwC to the Trust and to the Trust’s investment adviser and any entity controlling, controlled by, or under common control with the Trust’s investment adviser for the fiscal periods ended October 31, 2015, and October 31, 2016.

(h) The Trust’s Audit Committee has considered the non-audit services provided to the Trust and the Trust’s investment adviser and any entity controlling, controlled by, or under common control with the Trust’s investment adviser as described above and determined that these services do not compromise PwC’s independence.

Item 5. Audit Committee of Listed Registrants

Not applicable to the Trust.

Item 6. Schedule of Investments

Included as part of report to shareholders under Item 1.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to the Trust.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not applicable to the Trust.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable to the Trust.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the Trust’s Nominating Committee Charter, which sets forth procedures by which shareholders may recommend nominees to the Board, since the Trust last provided disclosure in response to this item.

Item 11. Controls and Procedures

(a)

Based on an evaluation of the disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended), the Principal Executive Officer and Principal Financial Officer of the Trust have concluded that such disclosure controls and procedures are effective as of December 16, 2016.

(b)

There was no change in the internal controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940, as amended) of the Trust that occurred during the second fiscal quarter of the period covered by this report that has materially affected or is reasonably likely to materially affect, its internal control over financial reporting.

Item 12. Exhibits

(a)(1) Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as Exhibit 99.CODEETH.

(a)(2) The certifications required by Rule 30a-2(a) of the Investment Company Act of 1940, as amended, and Section 302 of the Sarbanes-Oxley Act of 2002 is filed and attached hereto as Exhibit 99.CERT.

(a)(3) Not applicable to the Trust.

(b) The certification required by Rule 30a-2(b) of the Investment Company Act of 1940, as amended, and Section 906 of the Sarbanes-Oxley Act of 2002 is filed and attached hereto as Exhibit 99.906CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Trust has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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 Trust and in the capacities and on the dates indicated.


	EAGLE GROWTH & INCOME FUND

Date: December 16, 2016		/s/ Susan L. Walzer
		Susan L. Walzer
		Principal Executive Officer

Date: December 16, 2016		/s/ Carolyn Gill
		Carolyn Gill
		Principal Financial Officer

Name, birth year, position,
term of office (a) and length of
time served

Principal occupation(s)
during past five years

Number of funds
overseen in fund
complex

Directorships
of other public companies
during the past five years

Carolyn K. Gill (1978)
Principal Financial Officer and
Treasurer since May 2011

Manager of Fund Accounting and Fund Reporting for Eagle since 2005 and 2010, respectively

Daniel R. Dzibinski (1974)
Chief Compliance Officer and
Secretary since May 2011

Manager of Fund Compliance for Eagle since May 2011; Director of Compliance for Eagle 2007-2011