Lord Abbett Micro Cap Growth Fund (LMIYX) N-CSRS Certified semi-annual shareholder report (management investment company)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act File Number: 811-07538

LORD ABBETT SECURITIES TRUST

(Exact name of Registrant as specified in charter)

90 Hudson Street, Jersey City, NJ 07302

(Address of principal executive offices) (Zip code)

Thomas R. Phillips, Esq., Vice President & Assistant Secretary

90 Hudson Street, Jersey City, NJ 07302

(Name and address of agent for service)

Registrant’s telephone number, including area code: (800) 201-6984

Date of fiscal year end: 10/31

Date of reporting period: 4/30/2013

Item 1: Report(s) to Shareholders.

2 0 1 3

L O R D  A B B E T T

S E M I A N N U A L

R E P O R T

Lord Abbett

Alpha Strategy Fund

Fundamental Equity Fund

Growth Leaders Fund

International Core Equity Fund

International Dividend Income Fund

International Opportunities Fund

Value Opportunities Fund

For the six-month period ended April 30, 2013

Table of Contents
1		A Letter from Lord Abbett
2		Information About Your Fund’s Expenses and Holdings Presented by Sector
		Schedules of Investments:
10		Alpha Strategy Fund
11		Fundamental Equity Fund
14		Growth Leaders Fund
17		International Core Equity Fund
23		International Dividend Income Fund
31		International Opportunities Fund
38		Value Opportunities Fund
42		Statements of Assets and Liabilities
46		Statements of Operations
48		Statements of Changes in Net Assets
53		Financial Highlights
10	5	Notes to Financial Statements
13	0	Supplemental Information to Shareholders

Lord Abbett Securities Trust

Semiannual Report

For the six-month period ended April 30, 2013

Dear Shareholders: We are pleased to provide you with this semiannual report of the Lord Abbett Securities Trust for the six-month period ended April 30, 2013. For additional information about the Trust, please visit our Website at www.lordabbett.com, where you can access the quarterly commentaries by the Funds’ portfolio managers. General information about Lord Abbett mutual funds, as well as in-depth discussions of market trends and investment strategies, is also provided in Lord Abbett Insights, a quarterly newsletter available on our Website.

          Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

Daria L. Foster

Trustee, President and Chief Executive Officer

1

Expense Example

          As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments (these charges vary among the share classes); and (2) ongoing costs, including management fees; distribution and service (12b-1) fees (these charges vary among the share classes); and other Fund expenses. This Example is 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.

          The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 through April 30, 2013).

Actual Expenses

          For each class of each Fund, the first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 11/1/12 – 4/30/13” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

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

2

Alpha Strategy Fund

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

	Beginning Account Value		Ending Account Value		Expenses Paid During Period†#
	11/1/12		4/30/13		11/1/12 - 4/30/13
Class A
Actual		$1,000.00		$1,158.20		$1.34
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,023.56		$1.25
Class B
Actual		$1,000.00		$1,153.70		$5.34
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,019.85		$5.01
Class C
Actual		$1,000.00		$1,153.90		$5.34
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,019.88		$5.01
Class F
Actual		$1,000.00		$1,158.80		$0.54
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,024.30		$0.50
Class I
Actual		$1,000.00		$1,159.40		$0.00
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,024.79		$0.00
Class R2
Actual		$1,000.00		$1,156.20		$3.21
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,021.82		$3.01
Class R3
Actual		$1,000.00		$1,156.70		$2.67
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,022.33		$2.51

†	For each class of the Fund, net expenses are equal to the annualized expense ratio for such class (0.25% for Class A, 1.00% for Classes B and C, 0.10% for Class F, 0.00% for Class I, 0.60% for Class R2 and 0.50% for Class R3) multiplied by the average account value over the period, multiplied by 181/365 (to reflect one-half year period).
#	Does not include expenses of Underlying Funds in which Alpha Strategy Fund invests.

Portfolio Holdings Presented by Portfolio Allocation

April 30, 2013

Underlying Fund Name	%*
Lord Abbett Developing Growth Fund, Inc. – Class I		20.03	%
Lord Abbett Securities Trust – International Opportunities Fund – Class I		20.21	%
Lord Abbett Securities Trust – Micro-Cap Growth Fund – Class I		10.00	%
Lord Abbett Securities Trust – Micro-Cap Value Fund – Class I		9.88	%
Lord Abbett Equity Trust – Small-Cap Blend Fund – Class I		9.87	%
Lord Abbett Research Fund, Inc. – Small-Cap Value Fund – Class I		19.98	%
Lord Abbett Securities Trust – Value Opportunities Fund – Class I		10.03	%
		100.00	%

* Represents percent of total investments.

3

Fundamental Equity Fund

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

	Beginning Account Value		Ending Account Value		Expenses Paid During Period†
	11/1/12		4/30/13		11/1/12 - 4/30/13
Class A
Actual		$1,000.00		$1,181.00		$5.79
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,019.47		$5.36
Class B
Actual		$1,000.00		$1,177.90		$9.29
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,016.25		$8.60
Class C
Actual		$1,000.00		$1,177.90		$9.29
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,016.26		$8.60
Class F
Actual		$1,000.00		$1,183.20		$4.44
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,020.71		$4.11
Class I
Actual		$1,000.00		$1,184.40		$3.90
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,021.20		$3.61
Class P
Actual		$1,000.00		$1,181.60		$6.33
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,018.97		$5.86
Class R2
Actual		$1,000.00		$1,180.00		$7.13
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,018.23		$6.61
Class R3
Actual		$1,000.00		$1,180.60		$6.60
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,018.74		$6.11

^† For each class of the Fund, net expenses are equal to the annualized expense ratio for such class (1.07% for Class A, 1.72% for Classes B and C, 0.82% for Class F, 0.72% for Class I, 1.17% for Class P, 1.32% for Class R2 and 1.22% for Class R3) multiplied by the average account value over the period, multiplied by 181/365 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

April 30, 2013

Sector*	%**
Consumer Discretionary		14.10	%
Consumer Staples		6.56	%
Energy		8.80	%
Financials		24.73	%
Health Care		18.29	%
Industrials		6.10	%
Sector*	%**
Information Technology		7.31	%
Materials		3.11	%
Telecommunication Services		4.86	%
Utilities		6.03	%
Short-Term Investment		0.11	%
Total		100.00	%

*	A sector may comprise several industries.
**	Represent percent of total investments.

4

Growth Leaders Fund

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

	Beginning Account Value		Ending Account Value		Expenses Paid During Period†
	11/1/12		4/30/13		11/1/12 - 4/30/13
Class A
Actual		$1,000.00		$1,154.50		$4.54
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,020.59		$4.26
Class B
Actual		$1,000.00		$1,051.30		$3.33
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,021.56		$3.28
Class C
Actual		$1,000.00		$1,150.20		$7.89
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,017.46		$7.40
Class F
Actual		$1,000.00		$1,156.20		$3.21
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,021.83		$3.01
Class I
Actual		$1,000.00		$1,156.50		$2.67
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,022.32		$2.51
Class R2
Actual		$1,000.00		$1,156.40		$2.57
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,022.40		$2.41
Class R3
Actual		$1,000.00		$1,154.10		$5.29
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,019.91		$4.96

^† For each class of the Fund, net expenses are equal to the annualized expense ratio for such class (0.85% for Class A, 1.50% for Class B, 1.48% for Class C, 0.60% for Class F, 0.50% for Class I, 0.48% for Class R2 and 0.99% for Class R3) multiplied by the average account value over the period, multiplied by 181/365 (to reflect one-half year period for A, C, F, I, R2 and R3) and 79/365 (to reflect the period from February 11, 2013 to April 30, 2013 for Class B).

Portfolio Holdings Presented by Sector

April 30, 2013

Sector*	%**
Consumer Discretionary		22.10	%
Consumer Staples		7.95	%
Energy		3.20	%
Financials		6.68	%
Health Care		13.97	%
Industrials		13.38	%
Sector*	%**
Information Technology		26.66	%
Materials		1.69	%
Telecommunication Services		3.07	%
Short-Term Investment		1.30	%
Total		100.00	%

*	A sector may comprise several industries.
**	Represent percent of total investments.

5

International Core Equity Fund

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

	Beginning Account Value		Ending Account Value		Expenses Paid During Period†
	11/1/12		4/30/13		11/1/12 - 4/30/13
Class A
Actual		$1,000.00		$1,146.10		$5.96
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,019.25		$5.61
Class B
Actual		$1,000.00		$1,142.50		$9.40
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,016.02		$8.85
Class C
Actual		$1,000.00		$1,143.30		$9.30
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,016.13		$8.75
Class F
Actual		$1,000.00		$1,148.00		$4.63
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,020.48		$4.36
Class I
Actual		$1,000.00		$1,147.60		$4.10
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,020.98		$3.86
Class P
Actual		$1,000.00		$1,146.00		$6.49
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,018.74		$6.11
Class R2
Actual		$1,000.00		$1,144.40		$7.28
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,018.02		$6.85
Class R3
Actual		$1,000.00		$1,145.60		$6.70
Hypothetical (5% Return Before Expenses)		$1,000.00		$1,018.54		$6.31

^† For each class of the Fund, net expenses are equal to the annualized expense ratio for such class (1.12% for Class A, 1.77% for Class B, 1.75% for Class C, 0.87% for Class F, 0.77% for Class I, 1.22% for Class P, 1.37% for Class R2 and 1.26% for Class R3) multiplied by the average account value over the period, multiplied by 181/365 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

April 30, 2013

Sector*	%**
Consumer Discretionary		14.08	%
Consumer Staples		9.80	%
Energy		4.55	%
Financials		22.78	%
Health Care		9.26	%
Industrials		11.93	%
Sector*	%**
Information Technology		8.34	%
Materials		3.64	%
Telecommunication Services		4.96	%
Utilities		4.61	%
Short-Term Investment		6.05	%
Total		100.00	%

*	A sector may comprise several industries.
**	Represent percent of total investments.

6

International Dividend Income Fund

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

	BeginningAccountValue			EndingAccountValue			ExpensesPaid DuringPeriod†
	11/1/12			4/30/13			11/1/12 - 4/30/13
Class A
Actual		$	1,000.00		$	1,144.20		$	5.95
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,019.25		$	5.61
Class C
Actual		$	1,000.00		$	1,140.60		$	9.34
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,016.05		$	8.80
Class F
Actual		$	1,000.00		$	1,145.40		$	4.63
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,020.49		$	4.36
Class I
Actual		$	1,000.00		$	1,145.50		$	4.10
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,020.98		$	3.86
Class R2
Actual		$	1,000.00		$	1,141.60		$	7.27
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,018.02		$	6.85
Class R3
Actual		$	1,000.00		$	1,143.50		$	6.75
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,018.50		$	6.36

^† For each class of the Fund, net expenses are equal to the annualized expense ratio for such class (1.12% for Class A, 1.76% for Class C, 0.87% for Class F, 0.77% for Class I, 1.37% for Class R2 and 1.27% for Class R3) multiplied by the average account value over the period, multiplied by 181/365 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

April 30, 2013

Sector*	%**
Consumer Discretionary		12.09%
Consumer Staples		9.60%
Energy		6.91%
Financials		22.92%
Health Care		5.80%
Industrials		8.99%

Sector*	%**
Information Technology		4.07%
Materials		3.45%
Telecommunication Services		13.38%
Utilities		11.00%
Short-Term Investment		1.79%
Total		100.00%

*	A sector may comprise several industries.
**	Represent percent of total investments.

7

International Opportunities Fund

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

	BeginningAccountValue			EndingAccountValue			ExpensesPaid DuringPeriod†
	11/1/12			4/30/13			11/1/12 - 4/30/13
Class A
Actual		$	1,000.00		$	1,178.80		$	8.00
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,017.47		$	7.40
Class B
Actual		$	1,000.00		$	1,173.90		$	11.43
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,014.26		$	10.59
Class C
Actual		$	1,000.00		$	1,174.20		$	11.32
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,014.38		$	10.49
Class F
Actual		$	1,000.00		$	1,179.80		$	6.54
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,018.79		$	6.06
Class I
Actual		$	1,000.00		$	1,180.80		$	6.11
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,019.20		$	5.66
Class P
Actual		$	1,000.00		$	1,177.70		$	8.53
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,016.97		$	7.90
Class R2
Actual		$	1,000.00		$	1,176.70		$	9.34
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,016.24		$	8.65
Class R3
Actual		$	1,000.00		$	1,177.40		$	8.75
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,016.76		$	8.10

^† For each class of the Fund, net expenses are equal to the annualized expense ratio for such class (1.48% for Class A, 2.12% for Class B, 2.10% for Class C, 1.21% for Class F, 1.13% for Class I, 1.58% for Class P, 1.73% for Class R2 and 1.62% for Class R3) multiplied by the average account value over the period, multiplied by 181/365 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

April 30, 2013

Sector*	%**
Consumer Discretionary	24.59%
Consumer Staples	9.16%
Energy	4.68%
Financials	22.18%
Health Care	4.79%
Industrials	15.82%

Sector*	%**
Information Technology	8.09%
Materials	6.18%
Telecommunication Services	0.96%
Utilities	3.16%
Short-Term Investment	0.39%
Total	100.00%

*	A sector may comprise several industries.
**	Represent percent of total investments.

8

Value Opportunities Fund

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

	BeginningAccountValue			EndingAccountValue			ExpensesPaid DuringPeriod†
	11/1/12			4/30/13			11/1/12 - 4/30/13
Class A
Actual		$	1,000.00		$	1,181.40		$	7.03
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,018.36		$	6.51
Class B
Actual		$	1,000.00		$	1,178.20		$	10.53
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,015.14		$	9.74
Class C
Actual		$	1,000.00		$	1,178.20		$	10.53
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,015.14		$	9.74
Class F
Actual		$	1,000.00		$	1,183.60		$	5.68
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,019.59		$	5.26
Class I
Actual		$	1,000.00		$	1,184.20		$	5.14
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,020.09		$	4.76
Class P
Actual		$	1,000.00		$	1,181.80		$	7.57
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,017.86		$	7.00
Class R2
Actual		$	1,000.00		$	1,180.50		$	8.38
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,017.12		$	7.75
Class R3
Actual		$	1,000.00		$	1,180.70		$	7.84
Hypothetical (5% Return Before Expenses)		$	1,000.00		$	1,017.62		$	7.25

^† For each class of the Fund, net expenses are equal to the annualized expense ratio for such class (1.30% for Class A, 1.95% for Classes B and C, 1.05% for Class F, 0.95% for Class I, 1.40% for Class P, 1.55% for Class R2 and 1.45% for Class R3) multiplied by the average account value over the period, multiplied by 181/365 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

April 30, 2013

Sector*	%**
Consumer Discretionary	10.46%
Consumer Staples	4.15%
Energy	5.25%
Financial	27.51%
Health Care	7.31%
Industrials	12.00%

Sector*	%**
Information Technology	14.95%
Materials	10.52%
Utilities	5.46%
Short-Term Investments	2.39%
Total	100.00%

*	A sector may comprise several industries.
**	Represent percent of total investments.

9

Schedule of Investments (unaudited)ALPHA STRATEGY FUND April 30, 2013

Investments	Shares		Fair Value (000)
INVESTMENTS IN UNDERLYING FUNDS(a) 100.02%
Lord Abbett Developing Growth Fund, Inc. - Class I*(b)		7,789,688	$	188,511
Lord Abbett Securities Trust - International Opportunities Fund - Class I(c)		12,211,961		190,262
Lord Abbett Securities Trust - Micro-Cap Growth Fund - Class I*(c)		5,360,351		94,128
Lord Abbett Securities Trust - Micro-Cap Value Fund - Class I(c)		3,017,489		93,029
Lord Abbett Equity Trust - Small-Cap Blend Fund - Class I(d)		5,058,608		92,927
Lord Abbett Research Fund, Inc. - Small-Cap Value Fund - Class I(c)		4,900,292		188,024
Lord Abbett Securities Trust - Value Opportunities Fund - Class I*(c)		4,912,736		94,423
Total Investments in Underlying Funds (cost $728,320,762)				941,304

Investments	Principal Amount (000)		Fair Value (000)
SHORT-TERM INVESTMENT 0.10%
Repurchase Agreement
Repurchase Agreement dated 4/30/2013, 0.01% due 5/1/2013 with Fixed Income Clearing Corp. collateralized by $950,000 of U.S. Treasury Note at 1.25% due 4/15/2014; value: $960,654; proceeds: $937,465 (cost $937,465)	$	937	$	937
Total Investments in Securities 100.12% (cost $729,258,227)				942,241
Liabilities in Excess of Other Assets (0.12)%				(1,176	)
Net Assets 100.00%			$	941,065

*	Non-income producing security.
(a)	Affiliated issuers (See Note 10).
(b)	Fund investment objective is long-term growth of capital through a diversified and actively managed portfolio consisting of developing growth companies, many of which are traded over the counter.
(c)	Fund investment objective is long-term capital appreciation.
(d)	Fund investment objective is to seek long-term growth of capital by investing primarily in stocks of small companies.

10 See Notes to Financial Statements.

Schedule of Investments (unaudited)FUNDAMENTAL EQUITY FUND April 30, 2013

Investments	Shares		Fair Value (000)
COMMON STOCKS 100.80%
Aerospace & Defense 1.25%
United Technologies Corp.		698,300	$	63,748
Beverages 1.01%
Coca-Cola Co. (The)		1,220,900		51,681
Biotechnology 3.88%
Celgene Corp.*		599,900		70,830
Incyte Corp.*		1,491,500		33,037
Onyx Pharmaceuticals, Inc.*		739,200		70,076
Sarepta Therapeutics, Inc.*		833,300		24,199
Total				198,142
Capital Markets 3.65%
Affiliated Managers
Group, Inc.*		333,600		51,935
Artisan Partners Asset Management, Inc.*		459,394		17,135
Franklin Resources, Inc.		299,800		46,367
Raymond James Financial, Inc.		1,395,100		57,785
TD Ameritrade Holding Corp.		668,800		13,316
Total				186,538
Chemicals 0.94%
Axiall Corp.		537,600		28,197
Celanese Corp. Series A		397,500		19,641
Total				47,838
Commercial Banks 5.23%
Fifth Third Bancorp		2,342,300		39,889
First Republic Bank		663,000		25,181
PNC Financial Services Group, Inc. (The)		477,000		32,379
Signature Bank*		315,000		22,557
SunTrust Banks, Inc.		1,649,651		48,252
U.S. Bancorp		842,390		28,035
Wells Fargo & Co.		1,870,900		71,057
Total				267,350

Investments	Shares		Fair Value (000)
Communications Equipment 0.12%
QUALCOMM, Inc.		100,100	$	6,168
Computers & Peripherals 1.22%
NCR Corp.*		2,293,000		62,530
Construction & Engineering 1.91%
Jacobs Engineering
Group, Inc.*		877,300		44,286
URS Corp.		1,210,000		53,143
Total				97,429
Consumer Finance 1.89%
Capital One Financial
Corp.		1,674,500		96,753
Containers & Packaging 0.60%
Berry Plastics Group, Inc.*		1,625,600		30,886
Diversified Financial Services 5.84%
Citigroup, Inc.		2,970,500		138,603
IntercontinentalExchange, Inc.*		162,700		26,509
JPMorgan Chase & Co.		2,720,500		133,332
Total				298,444
Diversified Telecommunication Services 4.91%
AT&T, Inc.		3,085,200		115,572
Verizon Communications, Inc.		2,508,700		135,244
Total				250,816
Electric: Utilities 3.80%
Duke Energy Corp.		936,700		70,440
Edison International		738,916		39,754
NextEra Energy, Inc.		650,500		53,360
Xcel Energy, Inc.		970,000		30,836
Total				194,390
Electrical Equipment 1.21%
Eaton Corp. plc (Ireland)(a)		1,004,600		61,692

See Notes to Financial Statements. 11

Schedule of Investments (unaudited)(continued)
FUNDAMENTAL EQUITY FUND April 30, 2013

Investments	Shares		Fair Value (000)
Electronic Equipment, Instruments & Components 1.78%
Anixter International, Inc.		784,900	$	56,309
Arrow Electronics, Inc.*		881,100		34,565
Total				90,874
Energy Equipment & Services 0.46%
Schlumberger Ltd.		318,100		23,676
Food & Staples Retailing 0.57%
CVS Caremark Corp.		500,000		29,090
Food Products 3.54%
Archer Daniels Midland Co.		797,300		27,061
Kraft Foods Group, Inc.		1,463,300		75,345
Mondelez International, Inc. Class A		2,495,100		78,471
Total				180,877
Health Care Providers & Services 8.32%
CIGNA Corp.		1,014,600		67,136
Community Health Systems, Inc.		1,150,700		52,437
DaVita HealthCare Partners, Inc.*		385,000		45,680
Express Scripts Holding Co.*		1,521,600		90,337
Humana, Inc.		831,000		61,586
Laboratory Corp. of America Holdings*		726,800		67,854
Team Health Holdings, Inc.*		1,082,200		40,345
Total				425,375
Hotels, Restaurants & Leisure 0.98%
Darden Restaurants, Inc.		967,680		49,961
Household Products 1.50%
Kimberly-Clark Corp.		743,400		76,711
Information Technology Services 1.47%
Alliance Data Systems Corp.* 436,900				75,046

Investments	Shares		Fair Value (000)
Insurance 6.93%
ACE Ltd. (Switzerland)(a)		800,900	$	71,392
Allstate Corp. (The)		1,213,800		59,792
Berkshire Hathaway, Inc. Class B*		500,620		53,226
Hartford Financial Services Group, Inc.		1,861,700		52,295
Marsh & McLennan Cos., Inc.		940,500		35,749
Travelers Cos., Inc. (The)		956,413		81,687
Total				354,141
Internet Software & Services 1.12%
eBay, Inc.*		1,095,300		57,383
Life Sciences Tools & Services 2.32%
Life Technologies Corp.*		413,059		30,439
Thermo Fisher Scientific, Inc.		1,095,900		88,417
Total				118,856
Media 5.90%
Comcast Corp. Class A		1,673,800		69,128
Interpublic Group of Cos., Inc. (The)		3,632,300		50,271
Starz - Liberty Capital*		2,003,514		46,842
Time Warner, Inc.		1,398,000		83,573
Walt Disney Co. (The)		826,500		51,937
Total				301,751
Metals & Mining 1.01%
Reliance Steel & Aluminum Co.		792,600		51,574
Multi-Line Retail 2.46%
Macy’s, Inc.		1,530,300		68,252
Target Corp.		812,900		57,358
Total				125,610
Multi-Utilities 2.28%
Dominion Resources, Inc.		841,860		51,926
PG&E Corp.		817,200		39,585
Sempra Energy		304,200		25,203
Total				116,714

12 See Notes to Financial Statements.

Schedule of Investments (unaudited)(concluded)FUNDAMENTAL EQUITY FUND April 30, 2013

Investments	Shares		Fair Value (000)
Oil, Gas & Consumable Fuels 8.42%
Anadarko Petroleum Corp.		850,700	$	72,105
Chevron Corp.		438,500		53,501
Exxon Mobil Corp.		1,159,200		103,157
Noble Energy, Inc.		150,300		17,028
Occidental Petroleum Corp.		933,200		83,298
Range Resources Corp.		221,052		16,252
Valero Energy Corp.		2,109,500		85,055
Total				430,396
Paper & Forest Products 0.59%
International Paper Co.		637,100		29,931
Pharmaceuticals 3.93%
Actavis, Inc.*		1,010,400		106,829
Eli Lilly & Co.		1,213,500		67,204
Teva Pharmaceutical Industries Ltd. ADR		706,127		27,038
Total				201,071
Professional Services 0.58%
Robert Half International, Inc.		901,700		29,594
Real Estate Investment Trusts 0.83%
Ventas, Inc.		530,400		42,236
Real Estate Management & Development 0.59%
Jones Lang LaSalle, Inc.		304,800		30,181
Road & Rail 1.21%
Hertz Global Holdings, Inc.*		2,573,100		61,960
Semiconductors & Semiconductor Equipment 1.66%
Broadcom Corp. Class A		1,314,200		47,311
Xilinx, Inc.		988,600		37,478
Total				84,789

Investments	Shares		Fair Value (000)
Specialty Retail 4.38%
Bed Bath & Beyond, Inc.*		938,926	$	64,598
Foot Locker, Inc.		1,127,367		39,311
GNC Holdings, Inc. Class A		1,437,600		65,167
Home Depot, Inc. (The)		746,300		54,741
Total				223,817
Textiles, Apparel & Luxury Goods 0.51%
VF Corp.		147,100		26,216
Total Common Stocks (cost $4,134,737,113)				5,152,235

	PrincipalAmount(000)
SHORT-TERM INVESTMENT 0.11%
Repurchase Agreement
Repurchase Agreementdated 4/30/2013, 0.01%due 5/1/2013 with FixedIncome Clearing Corp.collateralized by $5,590,000of U.S. Treasury Bill at0.149% due 4/3/2014;value: $5,581,615;proceeds: $5,470,245 (cost $5,470,243)	$	5,470		5,470
Total Investments in Securities 100.91% (cost $4,140,207,356)				5,157,705
Liabilities in Excess of Other Assets (0.91)%				(46,585	)
Net Assets 100.00%			$	5,111,120

ADR	American Depositary Receipt.
*	Non-income producing security.
(a)	Foreign security traded in U.S. dollars.

See Notes to Financial Statements. 13

Schedule of Investments (unaudited)
GROWTH LEADERS FUND April 30, 2013

Investments	Shares		Fair Value (000)
COMMON STOCKS 98.13%
Aerospace & Defense 4.50%
B/E Aerospace, Inc.*		31,235	$	1,960
Boeing Co. (The)		33,191		3,034
Honeywell International, Inc.		28,060		2,063
United Technologies Corp.		9,580		875
Total				7,932
Airlines 2.33%
Delta Air Lines, Inc.*		121,911		2,090
United Continental Holdings, Inc.*		62,365		2,014
Total				4,104
Automobiles 0.85%
Tesla Motors, Inc.*		27,598		1,490
Beverages 2.78%
Coca-Cola Co. (The)		52,586		2,226
PepsiCo, Inc.		32,369		2,669
Total				4,895
Biotechnology 7.37%
Biogen Idec, Inc.*		11,451		2,507
BioMarin Pharmaceutical, Inc.*		16,040		1,052
Celgene Corp.*		16,497		1,948
Gilead Sciences, Inc.*		63,749		3,228
Onyx Pharmaceuticals, Inc.*		13,489		1,279
Regeneron Pharmaceuticals, Inc.*		10,768		2,317
Sarepta Therapeutics, Inc.*		22,487		653
Total				12,984
Capital Markets 4.17%
Affiliated Managers Group, Inc.*		6,733		1,048
BlackRock, Inc.		8,107		2,161
Charles Schwab Corp. (The)		52,252		886
Financial Engines, Inc.		38,464		1,399
Franklin Resources, Inc.		11,934		1,846
Total				7,340

Investments	Shares		Fair Value (000)
Chemicals 1.68%
Monsanto Co.		27,694	$	2,958
Communications Equipment 1.00%
Palo Alto Networks, Inc.*		16,130		872
QUALCOMM, Inc.		14,326		883
Total				1,755
Computers & Peripherals 0.94%
SanDisk Corp.*		31,536		1,654
Consumer Finance 1.30%
American Express Co.		33,395		2,285
Diversified Consumer Services 0.58%
LifeLock, Inc.*		114,323		1,029
Diversified Financial Services 1.18%
IntercontinentalExchange, Inc.*		12,744		2,076
Diversified Telecommunication Services 3.05%
Verizon Communications, Inc.		99,602		5,370
Electronic Equipment, Instruments & Components 0.50%
Trimble Navigation Ltd.*		30,486		876
Energy Equipment & Services 1.54%
FMC Technologies, Inc.*		24,499		1,330
Oceaneering International, Inc.		19,619		1,377
Total				2,707
Food & Staples Retailing 2.48%
Costco Wholesale Corp.		21,314		2,311
CVS Caremark Corp.		35,500		2,065
Total				4,376
Food Products 1.02%
Green Mountain Coffee Roasters, Inc.*		31,371		1,801

14 See Notes to Financial Statements.

Schedule of Investments (unaudited)(continued)
GROWTH LEADERS FUND April 30, 2013

Investments	Shares		FairValue(000)
Health Care Providers & Services 1.69%
UnitedHealth Group, Inc.		27,397	$	1,642
Universal Health Services, Inc. Class B		20,079		1,337
Total				2,979
Hotels, Restaurants & Leisure 4.98%
Chipotle Mexican Grill, Inc.*		5,581		2,027
Dunkin’ Brands Group, Inc.		44,888		1,742
Las Vegas Sands Corp.		15,576		876
Panera Bread Co. Class A*		7,836		1,389
Starbucks Corp.		45,144		2,747
Total				8,781
Household Durables 0.77%
SodaStream International Ltd. (Israel)*(a)		25,241		1,359
Household Products 1.61%
Colgate-Palmolive Co.		23,806		2,843
Information Technology Services 0.99%
Visa, Inc. Class A		10,342		1,742
Internet & Catalog Retail 2.17%
Amazon.com, Inc.*		1,790		454
Netflix, Inc.*		5,292		1,143
Shutterfly, Inc.*		19,711		878
TripAdvisor, Inc.*		25,779		1,356
Total				3,831
Internet Software & Services 13.69%
Angie’s List, Inc.*		31,225		757
CoStar Group, Inc.*		13,592		1,473
eBay, Inc.*		16,437		861
Facebook, Inc. Class A*		204,233		5,669
Google, Inc. Class A*		8,667		7,147
LinkedIn Corp. Class A*		34,221		6,574
MercadoLibre, Inc. (Argentina)(a)		6,919		696
Zillow, Inc.*		15,848		932
Total				24,109

Investments	Shares		Fair Value (000)
Life Sciences Tools & Services 0.86%
Illumina, Inc.*		23,394	$	1,513
Machinery 1.02%
Chart Industries, Inc.*		10,513		892
Proto Labs, Inc.*		17,602		899
Total				1,791
Media 5.43%
Comcast Corp. Class A		69,413		2,867
DIRECTV*		30,402		1,720
Time Warner, Inc.		36,147		2,161
Walt Disney Co. (The)		44,741		2,811
Total				9,559
Multi-Line Retail 1.00%
Target Corp.		25,050		1,768
Oil, Gas & Consumable Fuels 1.64%
Cobalt International Energy, Inc.*		33,303		930
Continental Resources, Inc.*		11,465		916
Range Resources Corp.		14,221		1,046
Total				2,892
Pharmaceuticals 3.97%
Allergan, Inc.		21,411		2,431
Bristol-Myers Squibb Co.		31,951		1,269
Eli Lilly & Co.		35,256		1,952
Valeant Pharmaceuticals International, Inc. (Canada)*(a)		17,648		1,343
Total				6,995
Professional Services 1.58%
Robert Half International, Inc.		26,276		862
Verisk Analytics, Inc. Class A*		31,231		1,914
Total				2,776
Road & Rail 2.04%
Hertz Global Holdings, Inc.*		75,777		1,825
Union Pacific Corp.		11,922		1,764
Total				3,589

See Notes to Financial Statements. 15

Schedule of Investments (unaudited)(concluded)
GROWTH LEADERS FUND April 30, 2013

Investments	Shares		Fair Value (000)
Semiconductors & Semiconductor Equipment 4.55%
ARM Holdings plc ADR		38,505	$	1,800
Cree, Inc.*		43,417		2,456
First Solar, Inc.*		48,727		2,269
SunPower Corp.*		109,501		1,488
Total				8,013
Software 4.85%
Adobe Systems, Inc.*		44,083		1,987
NetSuite, Inc.*		10,996		967
Salesforce.com, Inc.*		51,012		2,097
Splunk, Inc.*		42,627		1,739
Workday, Inc. Class A*		27,944		1,751
Total				8,541
Specialty Retail 4.03%
Home Depot, Inc. (The)		49,900		3,660
TJX Cos., Inc. (The)		51,532		2,514
Williams-Sonoma, Inc.		17,198		923
Total				7,097
Textiles, Apparel & Luxury Goods 2.15%
NIKE, Inc. Class B		59,462		3,782
Trading Companies & Distributors 1.84%
Air Lease Corp.		65,983		1,815
United Rentals, Inc.*		27,092		1,425
Total				3,240
Total Common Stocks (cost $158,956,304)				172,832

Investments	Principal Amount (000)		Fair Value (000)
SHORT-TERM INVESTMENT 1.29%
Repurchase Agreement
Repurchase Agreementdated 4/30/2013, 0.01%due 5/1/2013 with FixedIncome Clearing Corp.collateralized by $2,295,000of U.S. Treasury Note at1.25% due 4/15/2014;value: $2,320,738;proceeds: $2,271,494 (cost $2,271,493)	$	2,271	$	2,271
Total Investments in Securities 99.42% (cost $161,227,797)				175,103
Other Assets in Excess of Liabilities 0.58%				1,025
Net Assets 100.00%			$	176,128

ADR	American Depositary Receipt.
*	Non-income producing security.
(a)	Foreign security traded in U.S. dollars.

16 See Notes to Financial Statements.

Schedule of Investments (unaudited)

INTERNATIONAL CORE EQUITY FUND April 30, 2013

Investments	Shares		U.S. $Fair Value(000)
COMMON STOCKS 96.20%
Australia 1.36%
Beverages 0.66%
Coca-Cola Amatil Ltd.		322,494	$	5,062
Construction & Engineering 0.70%
Leighton Holdings Ltd.		262,584		5,442
Total Australia				10,504
Canada 0.64%
Metals & Mining
Teck Resources Ltd. Class B		183,900		4,892
Chile 1.39%
Electric: Utilities
Enersis SA ADR		566,918		10,703
China 1.06%
Real Estate Management & Development
China Overseas Land &
Investment Ltd.		2,670,000		8,154
France 8.33%
Aerospace & Defense 1.47%
Safran SA		231,591		11,373
Diversified Telecommunication Services 1.86%
Vivendi SA		633,633		14,353
Electrical Equipment 1.20%
Schneider Electric SA		120,947		9,223
Food Products 1.50%
Danone SA		151,577		11,580
Insurance 1.30%
AXA SA		533,428		9,986

Investments	Shares		U.S. $Fair Value(000)
Multi-Line Retail 1.00%
PPR		34,970	$	7,693
Total France				64,208
Germany 6.19%
Air Freight & Logistics 0.75%
Deutsche Post AG Registered Shares		243,554		5,780
Automobiles 1.26%
Daimler AG Registered Shares		175,104		9,689
Capital Markets 0.79%
Deutsche Bank AG		132,730		6,102
Diversified Financial Services 1.35%
Deutsche Boerse AG		167,113		10,432
Health Care Providers & Services 1.42%
Fresenius SE & Co. KGaA		87,065		10,918
Life Sciences Tools & Services 0.62%
Morphosys AG*		104,550		4,748
Total Germany				47,669
Hong Kong 2.26%
Hotels, Restaurants & Leisure 1.51%
SJM Holdings Ltd.		4,621,000		11,647
Water Utilities 0.75%
Guangdong Investment Ltd.		5,938,000		5,747
Total Hong Kong				17,394
India 2.06%
Commercial Banks 1.25%
Axis Bank Ltd.		347,155		9,618

See Notes to Financial Statements. 17

Schedule of Investments (unaudited)(continued)

INTERNATIONAL CORE EQUITY FUND April 30, 2013

Investments	Shares		U.S. $Fair Value(000)
India (continued)
Information Technology Services 0.81%
Infosys Ltd. ADR		150,400	$	6,278
Total India				15,896
Indonesia 1.95%
Commercial Banks 1.00%
PT Bank Negara Indonesia (Persero) Tbk		13,926,314		7,735
Food Products 0.95%
PT Indofood Sukses Makmur Tbk		9,639,000		7,287
Total Indonesia				15,022
Italy 1.66%
Oil, Gas & Consumable Fuels
Eni SpA ADR		267,300		12,780
Japan 25.02%
Airlines 1.03%
Japan Airlines Co., Ltd.		156,700		7,941
Automobiles 4.04%
Nissan Motor Co., Ltd.		828,000		8,629
Toyota Motor Corp.		389,800		22,552
				31,181
Chemicals 0.94%
Asahi Kasei Corp.		1,075,000		7,212
Commercial Banks 0.95%
Bank of Yokohama Ltd. (The)		1,203,000		7,305
Diversified Financial Services 1.63%
ORIX Corp.		819,500		12,576

Investments	Shares		U.S. $Fair Value(000)
Electronic Equipment, Instruments & Components 4.90%
Hitachi Ltd.		2,095,000	$	13,367
Murata Manufacturing Co., Ltd.		151,000		12,283
Omron Corp.		383,100		12,085
				37,735
Machinery 1.27%
NSK Ltd.		1,216,000		9,829
Oil, Gas & Consumable Fuels 1.16%
Inpex Corp.		1,849		8,914
Pharmaceuticals 1.75%
Shionogi & Co., Ltd.		549,200		13,510
Road & Rail 1.37%
East Japan Railway Co.		125,100		10,549
Specialty Retail 1.23%
Yamada Denki Co., Ltd.		196,740		9,475
Tobacco 1.69%
Japan Tobacco, Inc.		344,200		13,011
Trading Companies & Distributors 1.29%
Sumitomo Corp.		798,500		9,960
Wireless Telecommunication Services 1.77%
KDDI Corp.		284,452		13,656
Total Japan				192,854
Mexico 1.46%
Construction & Engineering 0.52%
Empresas ICA SAB de CV*		1,445,500		3,996
Real Estate Investment Trusts 0.94%
Macquarie Mexico Real Estate Management SA de CV*†		2,988,200		7,216
Total Mexico				11,212

18 See Notes to Financial Statements.

Schedule of Investments (unaudited)(continued)

INTERNATIONAL CORE EQUITY FUND April 30, 2013

Investments	Shares		U.S. $Fair Value(000)
Netherlands 4.22%
Beverages 1.68%
Heineken Holding NV		215,463	$	12,956
Diversified Financial Services 1.29%
ING Groep NV CVA*		1,211,677		9,945
Food & Staples Retailing 1.25%
Koninklijke Ahold NV		608,547		9,601
Total Netherlands				32,502
Norway 6.61%
Biotechnology 1.05%
Algeta ASA*		239,467		8,119
Commercial Banks 2.21%
DnB NOR ASA		1,041,308		17,019
Diversified Telecommunication Services 1.45%
Telenor ASA		496,188		11,152
Energy Equipment & Services 0.94%
Ocean Rig UDW, Inc.*		444,196		7,276
Insurance 0.96%
Storebrand ASA*		1,623,101		7,374
Total Norway				50,940
Russia 0.42%
Road & Rail
Globaltrans Investment plc GDR†		227,560		3,231
South Korea 2.76%
Commercial Banks 0.73%
DGB Financial Group, Inc.		400,900		5,606
Semiconductors & Semiconductor Equipment 2.03%
Samsung Electronics Co., Ltd.		11,357		15,675
Total South Korea				21,281

Investments	Shares		U.S. $Fair Value(000)
Spain 2.61%
Airlines 1.27%
International Consolidated Airlines Group SA*		2,314,946	$	9,781
Commercial Banks 0.59%
Banco Popular Espanol SA		5,871,503		4,570
Media 0.75%
Mediaset Espana Comunicacion SA*		737,161		5,787
Total Spain				20,138
Sweden 0.91%
Household Durables
Electrolux AB Ser B		248,028		7,023
Switzerland 6.62%
Chemicals 0.81%
Syngenta AG Registered Shares		14,648		6,260
Electrical Equipment 0.73%
ABB Ltd. Registered Shares*		250,010		5,660
Insurance 1.18%
Swiss Re Ltd.*		113,901		9,059
Pharmaceuticals 3.90%
Novartis AG Registered Shares		155,514		11,549
Roche Holding AG		74,035		18,505
				30,054
Total Switzerland				51,033
Taiwan 0.79%
Semiconductors & Semiconductor Equipment
Siliconware Precision Industries Co. ADR		1,001,800		6,101

See Notes to Financial Statements. 19

Schedule of Investments (unaudited)(continued)

INTERNATIONAL CORE EQUITY FUND April 30, 2013

Investments	Shares		U.S. $Fair Value(000)
Thailand 1.11%
Commercial Banks
Bangkok Bank Public Co., Ltd.		1,110,300	$	8,587
United Kingdom 16.77%
Commercial Banks 3.43%
Barclays plc		2,690,582		11,955
HSBC Holdings plc		452,680		4,947
HSBC Holdings plc ADR		76,900		4,219
Lloyds Banking Group plc*		6,299,093		5,316
				26,437
Construction & Engineering 0.18%
Balfour Beatty plc		404,717		1,357
Electric: Utilities 1.49%
SSE plc		474,315		11,471
Food Products 1.47%
Unilever plc		261,062		11,298
Household Durables 1.27%
Berkeley Group Holdings plc		303,224		9,821
Insurance 1.56%
Prudential plc		700,179		12,018
Media 2.44%
British Sky Broadcasting
Group plc		403,395		5,289
WPP plc		818,937		13,535
				18,824
Metals & Mining 1.34%
Rio Tinto plc ADR		225,000		10,363
Multi-Utilities 1.10%
National Grid plc		667,663		8,499

Investments	Shares		U.S. $Fair Value(000)
Oil, Gas & Consumable Fuels 0.90%
Afren plc*		1,745,734	$	3,636
Tullow Oil plc		210,527		3,274
				6,910
Pharmaceuticals 0.74%
Shire plc		184,350		5,733
Tobacco 0.85%
Imperial Tobacco Group plc		182,963		6,537
Total United Kingdom				129,268
Total Long-Term Investments (cost $627,118,316)				741,392

	PrincipalAmount(000)
SHORT-TERM INVESTMENT 6.19%
Repurchase Agreement
Repurchase Agreementdated 4/30/2013, 0.01%due 5/1/2013 with FixedIncome Clearing Corp.collateralized by $48,145,000of U.S. Treasury Note at1.25% due 4/15/2014;value: $48,684,946;proceeds: $47,727,080 (cost $47,727,067)	$	47,727		47,727
Total Investments inSecurities 102.39% (cost $674,845,383)				789,119
Liabilities in Excess of Cash,Foreign Cash and Other Assets(a) (2.39)%				(18,389	)
Net Assets 100.00%			$	770,730

ADR	American Depositary Receipt.
GDR	Global Depositary Receipt.
*	Non-income producing security.
†	Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under such Act or exempted from registration, may only be resold to qualified institutional buyers.
(a)	Liabilities in Excess of Cash, Foreign Cash and Other Assets include net unrealized appreciation on forward foreign currency exchange contracts as follows:

20 See Notes to Financial Statements.

Schedule of Investments (unaudited)(continued)

INTERNATIONAL CORE EQUITY FUND April 30, 2013

Open Forward Foreign Currency Exchange Contracts at April 30, 2013:

ForwardForeignCurrencyExchange Contracts	Transaction Type	Counterparty	Expiration Date	Foreign Currency	U.S. $Cost onOrigination Date		U.S. $Current Value		Unrealized Appreciation
Australian dollar	Buy	Barclays Bank plc	8/19/2013	3,565,000	$	3,657,961	$	3,666,678		$	8,717
Australian dollar	Buy	Deutsche Bank AG	7/22/2013	2,120,000		2,183,028		2,184,748			1,720
Australian dollar	Buy	Goldman Sachs	5/3/2013	1,690,000		1,737,574		1,751,891			14,317
Australian dollar	Buy	Goldman Sachs	6/25/2013	18,450,000		18,755,735		19,050,466			294,731
Australian dollar	Buy	Morgan Stanley	6/13/2013	2,600,000		2,648,126		2,686,963			38,837
Australian dollar	Buy	UBS AG	7/15/2013	1,825,000		1,849,565		1,881,682			32,117
Brazilian real	Buy	Goldman Sachs	8/5/2013	13,925,000		6,783,748		6,868,572			84,824
British pound	Buy	Barclays Bank plc	6/25/2013	1,760,000		2,661,106		2,732,968			71,862
British pound	Buy	Barclays Bank plc	8/15/2013	2,110,000		3,272,317		3,275,622			3,305
Canadian dollar	Buy	Deutsche Bank AG	6/25/2013	4,970,000		4,889,422		4,927,045			37,623
euro	Buy	Barclays Bank plc	5/9/2013	3,255,000		4,254,285		4,286,838			32,553
euro	Buy	Barclays Bank plc	7/15/2013	2,940,000		3,832,455		3,873,724			41,269
euro	Buy	J.P. Morgan	7/19/2013	12,500,000		16,375,000		16,470,384			95,384
euro	Buy	UBS AG	7/15/2013	1,365,000		1,776,752		1,798,515			21,763
New Zealand dollar	Buy	J.P. Morgan	6/19/2013	4,240,000		3,495,367		3,622,469			127,102
Singapore dollar	Buy	Barclays Bank plc	8/12/2013	2,590,000		2,087,646		2,102,934			15,288
Singapore dollar	Buy	Deutsche Bank AG	6/27/2013	1,620,000		1,296,783		1,315,292			18,509
Singapore dollar	Buy	J.P. Morgan	5/30/2013	2,150,000		1,735,060		1,745,567			10,507
South African rand	Buy	Deutsche Bank AG	8/19/2013	22,850,000		2,456,162		2,510,096			53,934
Swiss franc	Buy	Barclays Bank plc	7/22/2013	1,920,000		2,036,524		2,066,688			30,164
Swiss franc	Buy	J.P. Morgan	6/25/2013	4,870,000		5,238,193		5,240,447			2,254
Japanese yen	Sell	Barclays Bank plc	6/12/2013	775,000,000		8,397,397		7,951,540			445,857
Japanese yen	Sell	Credit Suisse	6/12/2013	1,558,000,000		16,539,559		15,985,161			554,398
Japanese yen	Sell	Credit Suisse	7/29/2013	215,000,000		2,268,650		2,206,549			62,101
Japanese yen	Sell	J.P. Morgan	6/12/2013	469,000,000		5,010,898		4,811,964			198,934
Norwegian krone	Sell	Barclays Bank plc	5/14/2013	25,940,000		4,660,765		4,496,506			164,259
Norwegian krone	Sell	Barclays Bank plc	8/12/2013	41,795,000		7,259,353		7,220,783			38,570
Norwegian krone	Sell	Deutsche Bank AG	6/25/2013	62,500,000		11,009,163		10,816,821			192,342
Norwegian krone	Sell	Morgan Stanley	6/13/2013	11,000,000		1,987,084		1,904,607			82,477
Norwegian krone	Sell	UBS AG	5/14/2013	12,775,000		2,326,128		2,214,451			111,677
Norwegian krone	Sell	UBS AG	6/25/2013	24,500,000		4,259,758		4,240,194			19,564
South Korean won	Sell	Deutsche Bank AG	5/10/2013	5,077,000,000		4,747,300		4,609,628			137,672
Swiss franc	Sell	Morgan Stanley	6/25/2013	4,610,000		4,985,681		4,960,670			25,011
Unrealized Appreciation on Forward Foreign Currency Exchange Contracts										$	3,069,642

Forward Foreign Currency Exchange Contracts	Transaction Type	Counterparty	Expiration Date	Foreign Currency		U.S. $ Cost on Origination Date		U.S. $ Current Value	Unrealized Depreciation
Australian dollar	Buy	Barclays Bank plc	8/12/2013	2,075,000	$	2,139,684	$	2,135,214		$	(4,470	)
Australian dollar	Buy	Credit Suisse	8/6/2013	2,100,000		2,166,421		2,161,836			(4,585	)
Australian dollar	Buy	Deutsche Bank AG	5/22/2013	4,085,000		4,266,468		4,228,532			(37,936	)
Australian dollar	Buy	J.P. Morgan	8/15/2013	7,820,000		8,173,792		8,045,258			(128,534	)
euro	Buy	Deutsche Bank AG	6/5/2013	1,745,000		2,387,328		2,298,564			(88,764	)
euro	Buy	Deutsche Bank AG	6/19/2013	1,580,000		2,109,682		2,081,420			(28,262	)
euro	Buy	J.P. Morgan	5/16/2013	4,920,000		6,578,237		6,479,933			(98,304	)
euro	Buy	UBS AG	5/24/2013	4,420,000		5,891,109		5,821,700			(69,409	)
Japanese yen	Buy	Barclays Bank plc	6/12/2013	227,000,000		2,426,956		2,329,032			(97,924	)
Japanese yen	Buy	UBS AG	6/12/2013	468,000,000		4,907,873		4,801,704			(106,169	)

See Notes to Financial Statements. 21

Schedule of Investments (unaudited)(concluded)

INTERNATIONAL CORE EQUITY FUND April 30, 2013

Open Forward Foreign Currency Exchange Contracts at April 30, 2013 (concluded):

Forward Foreign Currency Exchange Contracts	Transaction Type	Counterparty	Expiration Date	Foreign Currency	U.S. $ Cost on Origination Date		U.S. $ Current Value		Unrealized Depreciation
South Korean won	Buy	Deutsche Bank AG	7/5/2013	3,800,000,000	$	3,484,097	$	3,445,050		$	(39,047	)
Swiss franc	Buy	J.P. Morgan	5/30/2013	2,050,000		2,212,184		2,205,333			(6,851	)
Swiss franc	Buy	UBS AG	5/30/2013	2,185,000		2,404,838		2,350,562			(54,276	)
British pound	Sell	Deutsche Bank AG	6/25/2013	1,760,000		2,683,335		2,732,968			(49,633	)
Canadian dollar	Sell	Barclays Bank plc	6/25/2013	9,200,000		9,007,651		9,120,485			(112,834	)
Canadian dollar	Sell	UBS AG	7/12/2013	3,910,000		3,794,127		3,874,689			(80,562	)
Chilean peso	Sell	Morgan Stanley	7/22/2013	1,429,000,000		2,975,534		3,001,690			(26,156	)
euro	Sell	Barclays Bank plc	5/16/2013	2,035,000		2,651,379		2,680,216			(28,837	)
euro	Sell	Credit Suisse	5/9/2013	2,920,000		3,785,079		3,845,642			(60,563	)
euro	Sell	Deutsche Bank AG	5/9/2013	335,000		434,051		441,195			(7,144	)
euro	Sell	Deutsche Bank AG	5/24/2013	3,615,000		4,710,833		4,761,413			(50,580	)
Indian rupee	Sell	Morgan Stanley	6/6/2013	130,000,000		2,390,937		2,411,851			(20,914	)
Indonesian rupiah	Sell	J.P. Morgan	6/25/2013	22,700,000,000		2,306,911		2,323,866			(16,955	)
Japanese yen	Sell	J.P. Morgan	8/12/2013	583,000,000		5,885,768		5,983,950			(98,182	)
Japanese yen	Sell	UBS AG	8/12/2013	607,100,000		6,147,910		6,231,314			(83,404	)
Mexican peso	Sell	Deutsche Bank AG	7/22/2013	16,365,000		1,297,541		1,338,934			(41,393	)
New Zealand dollar	Sell	Deutsche Bank AG	6/19/2013	3,855,000		3,243,813		3,293,542			(49,729	)
Norwegian krone	Sell	J.P. Morgan	7/19/2013	24,600,000		4,250,173		4,253,724			(3,551	)
South Korean won	Sell	Barclays Bank plc	8/12/2013	6,800,000,000		5,941,459		6,156,310			(214,851	)
South Korean won	Sell	UBS AG	7/15/2013	2,710,000,000		2,450,936		2,455,954			(5,018	)
Unrealized Depreciation on Forward Foreign Currency Exchange Contracts										$	(1,714,837	)

22 See Notes to Financial Statements.

Schedule of Investments (unaudited)

INTERNATIONAL DIVIDEND INCOME FUND April 30, 2013

Investments	Shares	U.S. $ Fair Value (000)
LONG-TERM INVESTMENTS 96.96%
COMMON STOCKS 95.97%
Australia 11.69%
Air Freight & Logistics 0.25%
Toll Holdings Ltd.	949,663	$	5,612
Commercial Banks 2.20%
National Australia Bank Ltd.	1,424,573		50,213
Construction & Engineering 0.72%
Leighton Holdings Ltd.	786,660		16,302
Diversified Telecommunication Services 1.04%
Telstra Corp., Ltd.	4,572,547		23,607
Electric: Utilities 2.75%
SP AusNet	17,892,113		23,279
Spark Infrastructure Group	21,267,949		39,467
			62,746
Food & Staples Retailing 1.12%
Metcash Ltd.	6,021,387		25,531
Multi-Line Retail 0.69%
David Jones Ltd.	5,078,359		15,689
Real Estate Investment Trusts 2.92%
Commonwealth Property Office Fund	27,879,941		33,527
Stockland	8,197,758		32,890
			66,417
Total Australia			266,117
Austria 0.70%
Metals & Mining
Voestalpine AG	510,874		15,949

Investments	Shares	U.S. $ Fair Value (000)
Brazil 1.02%
Insurance
Sul America SA Unit	3,123,705	$	23,185
Canada 1.31%
Metals & Mining 0.08%
Kinross Gold Corp.	316,800		1,726
Oil, Gas & Consumable Fuels 1.23%
Baytex Energy Corp.	292,600		11,562
PetroBakken Energy Ltd.	1,928,500		16,463
			28,025
Total Canada			29,751
Chile 1.42%
Electric: Utilities
Enersis SA ADR	1,707,892		32,245
Finland 0.85%
Paper & Forest Products
UPM-Kymmene OYJ	1,859,637		19,445
France 10.30%
Diversified Telecommunication Services 2.71%
France Telecom SA	1,848,287		19,775
Vivendi SA	1,850,515		41,917
			61,692
Electrical Equipment 1.09%
Schneider Electric SA	325,539		24,823
Insurance 1.43%
AXA SA	1,738,895		32,553
Media 1.06%
Lagardere SCA	649,271		24,130
Multi-Line Retail 1.19%
PPR	122,857		27,028

See Notes to Financial Statements. 23

Schedule of Investments (unaudited)(continued)

INTERNATIONAL DIVIDEND INCOME FUND April 30, 2013

Investments	Shares	U.S. $ Fair Value (000)
France (continued)
Oil, Gas & Consumable Fuels 1.41%
Total SA ADR	639,680	$	32,137
Pharmaceuticals 1.41%
Sanofi	294,098		32,232
Total France			234,595
Germany 4.80%
Air Freight & Logistics 0.77%
Deutsche Post AG Registered Shares	742,572		17,622
Automobiles 1.29%
Daimler AG Registered Shares	529,308		29,287
Diversified Telecommunication Services 0.79%
Deutsche Telekom AG Registered Shares	1,509,746		17,859
Food & Staples Retailing 0.62%
Metro AG	454,341		14,166
Wireless Telecommunication Services 1.33%
Freenet AG	1,216,088		30,285
Total Germany			109,219
Hong Kong 6.91%
Communications Equipment 0.48%
VTech Holdings Ltd.	864,300		11,026
Hotels, Restaurants & Leisure 2.22%
SJM Holdings Ltd.	13,756,000		34,673
Wynn Macau Ltd.*	5,210,000		15,811
			50,484
Industrial Conglomerates 1.83%
NWS Holdings Ltd.	12,479,000		22,288
Shanghai Industrial Holdings Ltd.	6,146,000		19,483
			41,771

Investments	Shares		U.S. $ Fair Value (000)
Real Estate Management & Development 1.20%
New World Development Co., Ltd.	1,275,000	$	2,225
Yuexiu Property Co., Ltd.	84,830,000		25,142
			27,367
Water Utilities 0.69%
Guangdong Investment Ltd.	16,166,000		15,645
Wireless Telecommunication Services 0.49%
China Mobile Ltd.	1,022,000		11,188
Total Hong Kong			157,481
Israel 1.54%
Diversified Telecommunication Services
Bezeq The Israeli Telecommunication Corp., Ltd.	24,107,539		34,968
Italy 2.51%
Oil, Gas & Consumable Fuels 1.40%
Eni SpA ADR	667,380		31,908
Transportation Infrastructure 1.11%
Atlantia SpA	1,412,925		25,250
Total Italy			57,158
Japan 11.34%
Automobiles 3.54%
Nissan Motor Co., Ltd.	3,325,300		34,657
Toyota Motor Corp.	794,600		45,971
			80,628
Office Electronics 1.52%
Ricoh Co., Ltd.	3,105,000		34,590
Real Estate Investment Trusts 1.43%
United Urban Investment Corp.	19,822		32,635

24 See Notes to Financial Statements.

Schedule of Investments (unaudited)(continued)

INTERNATIONAL DIVIDEND INCOME FUND April 30, 2013

Investments	Shares	U.S. $ Fair Value (000)
Japan (continued)
Tobacco 1.68%
Japan Tobacco, Inc.	1,010,600	$	38,202
Trading Companies & Distributors 1.37%
Sumitomo Corp.	2,505,900		31,258
Wireless Telecommunication Services 1.80%
KDDI Corp.	854,076		41,002
Total Japan			258,315
Mexico 0.81%
Real Estate Investment Trusts
Macquarie Mexico Real Estate Management SA de CV*†	7,618,400		18,396
Netherlands 0.84%
Insurance
Delta Lloyd NV	997,702		19,118
Norway 1.48%
Diversified Telecommunication Services
Telenor ASA	1,502,717		33,773
Portugal 1.62%
Electric: Utilities
EDP - Energias de Portugal SA	10,707,227		36,803
Russia 0.84%
Oil, Gas & Consumable Fuels 0.48%
Gazprom OAO ADR	1,386,300		11,000
Road & Rail 0.36%
Globaltrans Investment plc GDR†	576,500		8,186
Total Russia			19,186

Investments	Shares		U.S. $ Fair Value (000)
Singapore 0.87%
Real Estate Investment Trusts
Mapletree Logistics Trust	18,725,000	$	19,915
South Africa 0.66%
Metals & Mining
Kumba Iron Ore Ltd.	287,146		15,145
South Korea 0.88%
Tobacco
KT&G Corp.	278,643		20,064
Spain 4.65%
Commercial Banks 1.37%
Banco Bilbao Vizcaya
Argentaria SA	2,618,262		25,413
Banco Popular Espanol SA	7,327,817		5,703
			31,116
Electric: Utilities 0.93%
Red Electrica Corp. SA	396,336		21,082
Gas Utilities 0.35%
Gas Natural SDG SA	377,920		7,913
Insurance 0.45%
Mapfre SA	2,829,275		10,377
Oil, Gas & Consumable Fuels 1.55%
Repsol SA	1,510,027		35,398
Total Spain			105,886
Sweden 1.95%
Construction & Engineering 0.99%
NCC AB B Shares	947,556		22,442
Personal Products 0.96%
Oriflame Cosmetics SA SDR	606,363		21,959
Total Sweden			44,401

See Notes to Financial Statements. 25

Schedule of Investments (unaudited)(continued)

INTERNATIONAL DIVIDEND INCOME FUND April 30, 2013

Investments	Shares		U.S. $ Fair Value (000)
Switzerland 4.19%
Insurance 1.00%
Swiss Re Ltd.*	287,417	$	22,859
Pharmaceuticals 3.19%
Novartis AG Registered Shares	408,223		30,316
Roche Holding AG	169,209		42,293
			72,609
Total Switzerland			95,468
Taiwan 2.02%
Computers & Peripherals 0.66%
Asustek Computer, Inc.	1,281,000		14,910
Semiconductors & Semiconductor Equipment 1.36%
Siliconware Precision Industries Co. ADR	5,092,920		31,016
Total Taiwan			45,926
Turkey 1.86%
Diversified Telecommunication Services 1.12%
Turk Telekomunikasyon AS	5,389,175		25,552
Oil, Gas & Consumable Fuels 0.74%
Tupras Turkiye Petrol Rafinerileri AS	600,753		16,755
Total Turkey			42,307
United Kingdom 18.91%
Beverages 0.84%
Britvic plc	2,791,472		19,079
Commercial Banks 1.79%
Barclays plc	2,909,245		12,927
HSBC Holdings plc	2,537,822		27,733
			40,660
Construction & Engineering 0.38%
Balfour Beatty plc	2,601,486		8,725

Investments	Shares		U.S. $ Fair Value (000)
Consumer Finance 0.80%
Provident Financial plc	721,468	$	18,256
Diversified Telecommunication Services 0.92%
Cable & Wireless Communications plc	31,886,031		20,941
Electric: Utilities 1.64%
SSE plc	1,543,388		37,328
Food Products 2.37%
Tate & Lyle plc	1,702,226		22,330
Unilever plc	732,574		31,703
			54,033
Insurance 4.49%
Admiral Group plc	1,108,737		22,062
Catlin Group Ltd.	2,794,009		22,807
Prudential plc	2,028,374		34,816
RSA Insurance Group plc	13,076,164		22,607
			102,292
Media 0.97%
Reed Elsevier plc	1,891,115		22,090
Metals & Mining 1.11%
Rio Tinto plc ADR	550,800		25,370
Multi-Utilities 1.48%
National Grid plc	2,637,455		33,574
Pharmaceuticals 1.12%
GlaxoSmithKline plc	992,407		25,597
Tobacco 1.00%
Imperial Tobacco Group plc	634,101		22,655
Total United Kingdom			430,600
Total Common Stocks (cost $1,916,374,407)			2,185,416

26 See Notes to Financial Statements.

Schedule of Investments (unaudited)(continued)
INTERNATIONAL DIVIDEND INCOME FUND April 30, 2013

Investments	Shares		U.S. $ Fair Value (000)
PREFERRED STOCK 0.99%
Germany
Media
ProSiebenSat.1 Media AG (cost $14,515,563)		587,669	$	22,506
Total Long-Term Investments (cost $1,930,889,970)				2,207,922

Investments	Principal Amount (000)		Fair Value (000)
SHORT-TERM INVESTMENT 1.77%
Repurchase Agreement
Repurchase Agreement dated 4/30/2013, 0.01% due 5/1/2013 with Fixed Income Clearing Corp. collateralized by $41,180,000 of U.S. Treasury Bill at 0.149% due 4/3/2014; value: $41,118,230; proceeds: $40,310,122 (cost $40,310,110)	$	40,310	$	40,310
Total Investments in Securities 98.73% (cost $1,971,200,080)				2,248,232
Cash, Foreign Cash and Other Assets in Excess of Liabilities(a) 1.27%				29,019
Net Assets 100.00%			$	2,277,251

ADR	American Depositary Receipt.
GDR	Global Depositary Receipt.
SDR	Special Drawing Rights.
Unit	More than one class of securities traded together.
*	Non-income producing security.
†	Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under such Act or exempted from registration, may only be resold to qualified institutional buyers.
(a)	Cash, Foreign Cash and Other Assets in Excess of Liabilities include net unrealized appreciation on forward foreign currency exchange contracts as follows:

See Notes to Financial Statements. 27

Schedule of Investments (unaudited)(continued)
INTERNATIONAL DIVIDEND INCOME FUND April 30, 2013

Open Forward Foreign Currency Exchange Contracts at April 30, 2013:

Forward Foreign Currency Exchange Contracts	TransactionType	Counterparty	ExpirationDate	ForeignCurrency		U.S. $ Cost on OriginationDate		U.S. $ Current Value		Unrealized Appreciation
Australian dollar	Buy	Barclays Bank plc	8/19/2013	10,270,000		$	10,537,801	$	10,562,912		$	25,111
Australian dollar	Buy	Goldman Sachs	5/3/2013	7,850,000			8,070,977		8,137,482			66,505
Australian dollar	Buy	J.P.Morgan	5/30/2013	20,000,000			20,613,260		20,690,241			76,981
Australian dollar	Buy	J.P.Morgan	8/19/2013	6,250,000			6,410,800		6,428,258			17,458
Australian dollar	Buy	UBS AG	5/30/2013	14,000,000			14,429,184		14,483,169			53,985
Australian dollar	Buy	UBS AG	6/4/2013	41,300,000			42,646,380		42,709,358			62,978
Australian dollar	Buy	UBS AG	6/11/2013	114,870,000			117,583,804		118,729,394			1,145,590
Brazilian real	Buy	Credit Suisse	7/26/2013	15,225,000			7,464,699		7,522,397			57,698
Canadian dollar	Buy	Barclays Bank plc	8/19/2013	4,785,000			4,707,505		4,737,658			30,153
Canadian dollar	Buy	Goldman Sachs	6/21/2013	39,400,000			38,716,080		39,063,048			346,968
Canadian dollar	Buy	J.P.Morgan	5/29/2013	10,630,000			10,506,288		10,544,643			38,355
euro	Buy	Barclays Bank plc	5/9/2013	14,000,000			18,298,000		18,438,011			140,011
euro	Buy	Barclays Bank plc	8/12/2013	13,665,000			17,815,470		18,008,626			193,156
euro	Buy	Credit Suisse	7/29/2013	8,840,000			11,466,010		11,648,686			182,676
euro	Buy	Deutsche Bank AG	7/15/2013	7,750,000	��		10,046,906		10,211,347			164,441
euro	Buy	Deutsche Bank AG	8/19/2013	5,650,000			7,367,176		7,446,359			79,183
euro	Buy	Goldman Sachs	8/19/2013	12,200,000			15,988,832		16,078,863			90,031
euro	Buy	UBS AG	7/15/2013	10,600,000			13,797,490		13,966,488			168,998
euro	Buy	UBS AG	7/26/2013	4,900,000			6,354,369		6,456,713			102,344
Israeli new shekel	Buy	Deutsche Bank AG	5/30/2013	55,950,000			14,954,055		15,591,093			637,038
Israeli new shekel	Buy	J.P.Morgan	8/19/2013	49,000,000			13,478,906		13,622,564			143,658
New Zealand dollar	Buy	Deutsche Bank AG	6/11/2013	6,500,000			5,330,715		5,556,342			225,627
Singapore dollar	Buy	Deutsche Bank AG	6/27/2013	11,200,000			8,965,415		9,093,374			127,959
Singapore dollar	Buy	J.P.Morgan	6/27/2013	7,600,000			6,144,244		6,170,504			26,260
South African rand	Buy	Deutsche Bank AG	5/28/2013	27,900,000			3,044,161		3,098,670			54,509
South African rand	Buy	Goldman Sachs	7/18/2013	56,000,000			5,962,205		6,177,557			215,352
South African rand	Buy	J.P.Morgan	7/25/2013	82,000,000			8,682,463		9,037,323			354,860
South African rand	Buy	J.P.Morgan	8/5/2013	31,130,000			3,325,401		3,425,886			100,485
South African rand	Buy	UBS AG	6/11/2013	102,000,000			11,253,218		11,307,297			54,079
Swiss franc	Buy	Goldman Sachs	5/31/2013	13,550,000			14,211,846		14,576,850			365,004
Thai baht	Buy	Deutsche Bank AG	7/8/2013	108,000,000			3,642,938		3,666,067			23,129
Thai baht	Buy	J.P.Morgan	5/28/2013	839,132,000			28,000,000		28,548,953			548,953
Thai baht	Buy	J.P.Morgan	7/8/2013	228,000,000			7,605,070		7,739,475			134,405
Turkish lira	Buy	Deutsche Bank AG	7/26/2013	10,510,000			5,703,138		5,812,444			109,306
Turkish lira	Buy	Deutsche Bank AG	9/3/2013	8,960,000			4,921,492		4,934,983			13,491
Turkish lira	Buy	Goldman Sachs	5/2/2013	8,850,000			4,881,951		4,936,550			54,599
Turkish lira	Buy	J.P.Morgan	5/16/2013	28,300,000			15,727,500		15,762,800			35,300
Turkish lira	Buy	UBS AG	7/12/2013	10,700,000			5,842,844		5,925,588			82,744
British pound	Sell	J.P.Morgan	5/30/2013	10,250,000			16,110,745		15,918,876			191,869
British pound	Sell	J.P.Morgan	6/17/2013	16,180,000			25,176,323		25,125,829			50,494
euro	Sell	Goldman Sachs	5/3/2013	4,975,000			6,642,844		6,551,829			91,015
Japanese yen	Sell	Barclays Bank plc	5/9/2013	677,600,000			7,720,028		6,951,040			768,988
Japanese yen	Sell	Barclays Bank plc	6/3/2013	1,300,000,000			14,267,997		13,337,376			930,621
Japanese yen	Sell	Barclays Bank plc	6/12/2013	1,018,000,000			11,030,388		10,444,733			585,655
Japanese yen	Sell	Barclays Bank plc	7/16/2013	458,170,000			4,773,435		4,701,814			71,621
Japanese yen	Sell	Deutsche Bank AG	6/3/2013	727,000,000			7,848,175		7,458,671			389,504
Japanese yen	Sell	Goldman Sachs	5/7/2013	355,700,000			4,126,498		3,648,852			477,646
Japanese yen	Sell	Goldman Sachs	6/25/2013	3,900,000,000			42,011,375		40,017,204			1,994,171
Japanese yen	Sell	Goldman Sachs	7/16/2013	590,000,000			6,120,326		6,054,675			65,651

28 See Notes to Financial Statements.

Schedule of Investments (unaudited)(continued)
INTERNATIONAL DIVIDEND INCOME FUND April 30, 2013

Open Forward Foreign Currency Exchange Contracts at April 30, 2013 (continued):

Forward Foreign Currency Exchange Contracts	Transaction Type	Counterparty	Expiration Date		Foreign Currency		U.S. $ Cost on Origination Date		U.S. $ Current Value	Unrealized Appreciation
Japanese yen	Sell	J.P.Morgan	6/12/2013	1,548,000,000		$	16,539,168	$	15,882,561		$	656,607
Japanese yen	Sell	J.P.Morgan	6/25/2013	1,037,000,000			11,094,231		10,640,472			453,759
Japanese yen	Sell	J.P.Morgan	7/26/2013		337,000,000		3,595,867		3,458,571			137,296
Japanese yen	Sell	UBS AG	5/7/2013	1,235,000,000			14,365,025		12,668,911			1,696,114
Japanese yen	Sell	UBS AG	5/24/2013		656,000,000		7,387,887		6,729,931			657,956
Japanese yen	Sell	UBS AG	7/16/2013		908,500,000		9,458,152		9,323,173			134,979
Japanese yen	Sell	UBS AG	7/26/2013		957,000,000		10,091,796		9,821,520			270,276
Russian ruble	Sell	UBS AG	7/12/2013		117,400,000		3,738,854		3,729,155			9,699
South Korean won	Sell	Deutsche Bank AG	5/10/2013	1,651,000,000			1,543,784		1,499,014			44,770
Swiss franc	Sell	Morgan Stanley	5/31/2013		13,550,000		14,683,158		14,576,850			106,308
Swiss franc	Sell	UBS AG	8/15/2013		13,125,000		14,150,791		14,131,861			18,930
Taiwan dollar	Sell	Deutsche Bank AG	6/3/2013		259,400,000		8,821,629		8,803,665			17,964
Unrealized Appreciation on Forward Foreign Currency Exchange Contracts											$	16,171,273

Forward Foreign Currency Exchange Contracts	Transaction Type	Counterparty	Expiration Date	Foreign Currency	U.S. $ Cost on Origination Date		U.S. $ Current Value		Unrealized Depreciation
Australian dollar	Buy	Barclays Bank plc	8/12/2013	32,800,000	$	33,822,474	$	33,751,812		$	(70,662	)
Australian dollar	Buy	Credit Suisse	7/31/2013	10,220,000		10,612,101		10,525,350			(86,751	)
Australian dollar	Buy	Credit Suisse	8/6/2013	6,360,000		6,561,160		6,547,273			(13,887	)
Australian dollar	Buy	J.P.Morgan	5/16/2013	5,850,000		6,126,120		6,058,289			(67,831	)
Australian dollar	Buy	J.P.Morgan	8/12/2013	9,285,000		9,729,074		9,554,438			(174,636	)
Australian dollar	Buy	J.P.Morgan	8/12/2013	4,280,000		4,466,064		4,404,200			(61,864	)
Australian dollar	Buy	Morgan Stanley	5/24/2013	10,800,000		11,309,652		11,177,786			(131,866	)
Australian dollar	Buy	UBS AG	5/31/2013	19,530,000		20,223,100		20,202,498			(20,602	)
Australian dollar	Buy	UBS AG	8/8/2013	24,800,000		25,612,944		25,526,719			(86,225	)
Canadian dollar	Buy	J.P.Morgan	5/29/2013	420,000		417,973		416,627			(1,346	)
euro	Buy	Deutsche Bank AG	6/5/2013	15,000,000		20,521,440		19,758,427			(763,013	)
euro	Buy	Goldman Sachs	5/3/2013	4,975,000		6,571,751		6,551,829			(19,922	)
euro	Buy	Goldman Sachs	5/24/2013	1,040,000		1,385,930		1,369,812			(16,118	)
euro	Buy	Goldman Sachs	6/7/2013	11,250,000		15,219,056		14,819,023			(400,033	)
Norwegian krone	Buy	Barclays Bank plc	5/24/2013	102,910,000		18,321,771		17,831,873			(489,898	)
South African rand	Buy	Deutsche Bank AG	8/15/2013	24,000,000		2,648,082		2,637,794			(10,288	)
Thai baht	Buy	Deutsche Bank AG	8/26/2013	275,400,000		9,547,582		9,325,441			(222,141	)
Turkish lira	Buy	Goldman Sachs	5/29/2013	12,694,000		7,076,104		7,060,869			(15,235	)
Turkish lira	Buy	Morgan Stanley	6/12/2013	13,200,000		7,332,853		7,331,882			(971	)
British pound	Sell	Barclays Bank plc	8/12/2013	6,805,000		10,406,580		10,564,412			(157,832	)
British pound	Sell	Barclays Bank plc	8/15/2013	7,070,000		10,964,587		10,975,660			(11,073	)
British pound	Sell	Deutsche Bank AG	6/25/2013	17,600,000		26,833,347		27,329,677			(496,330	)
British pound	Sell	Deutsche Bank AG	6/25/2013	2,400,000		3,623,532		3,726,774			(103,242	)
British pound	Sell	Deutsche Bank AG	7/31/2013	71,575,000		108,455,808		111,122,713			(2,666,905	)
British pound	Sell	Goldman Sachs	8/5/2013	7,500,000		11,397,900		11,643,738			(245,838	)
British pound	Sell	Goldman Sachs	8/15/2013	38,000,000		58,391,560		58,992,230			(600,670	)
British pound	Sell	J.P.Morgan	8/12/2013	7,615,000		11,720,239		11,821,895			(101,656	)
British pound	Sell	UBS AG	8/5/2013	500,000		755,575		776,249			(20,674	)
Chilean peso	Sell	Morgan Stanley	7/22/2013	5,741,000,000		11,954,191		12,059,274			(105,083	)

See Notes to Financial Statements. 29

Schedule of Investments (unaudited)(concluded)
INTERNATIONAL DIVIDEND INCOME FUND April 30, 2013

Open Forward Foreign Currency Exchange Contracts at April 30, 2013 (concluded):
Forward Foreign Currency Exchange Contracts	Transaction Type		Counterparty		Expiration Date		Foreign Currency		U.S. $ Cost on Origination Date		U.S. $ Current Value		Unrealized Depreciation
euro		Sell		Barclays Bank plc		6/5/2013		8,550,000	$	11,196,952	$	11,262,303		$	(65,351	)
Japanese yen		Sell		Barclays Bank plc		8/12/2013		3,870,000,000		39,284,554		39,721,935			(437,381	)
Japanese yen		Sell		Barclays Bank plc		8/26/2013		461,680,000		4,727,349		4,739,219			(11,870	)
Japanese yen		Sell		J.P.Morgan		8/12/2013		1,218,000,000		12,296,509		12,501,632			(205,123	)
Japanese yen		Sell		Morgan Stanley		8/26/2013		1,207,000,000		12,135,983		12,390,049			(254,066	)
Japanese yen		Sell		UBS AG		8/12/2013		827,200,000		8,376,794		8,490,435			(113,641	)
New Zealand dollar		Sell		UBS AG		6/11/2013		8,950,000		7,421,170		7,650,656			(229,486	)
South Korean won		Sell		Barclays Bank plc		8/12/2013		5,030,000,000		4,394,932		4,553,859			(158,927	)
South Korean won		Sell		Deutsche Bank AG		7/22/2013		5,400,000,000		4,822,376		4,892,513			(70,137	)
South Korean won		Sell		UBS AG		8/5/2013		7,105,000,000		6,318,645		6,433,940			(115,295	)
Taiwan dollar		Sell		Barclays Bank plc		8/12/2013		42,200,000		1,407,605		1,435,496			(27,891	)
Unrealized Depreciation on Forward Foreign Currency Exchange Contracts														$	(8,851,760	)

30 See Notes to Financial Statements.

Schedule of Investments (unaudited)
INTERNATIONAL OPPORTUNITIES FUND April 30, 2013

Investments	Shares		U.S. $ Fair Value (000)
LONG-TERM INVESTMENTS 96.89%
COMMON STOCKS 95.49%
Australia 1.01%
Multi-Utilities
DUET Group		1,340,007	$	3,417
Belgium 0.57%
Electric: Utilities
Elia System Operator SA		43,807		1,932
Canada 3.13%
Metals & Mining 0.85%
HudBay Minerals, Inc.		364,966		2,898
Oil, Gas & Consumable Fuels 0.75%
PetroBakken Energy Ltd.		116,500		995
TORC Oil & Gas Ltd.*		917,290		1,548
				2,543
Paper & Forest Products 1.53%
International Forest
Products Ltd. Class A*		188,709		1,948
West Fraser Timber Co., Ltd.		37,008		3,231
				5,179
Total Canada				10,620
China 1.20%
Real Estate Management & Development
Franshion Properties China Ltd.		6,230,000		2,128
Yuexiu Property Co., Ltd.		6,502,000		1,927
Total China				4,055
Finland 1.15%
Leisure Equipment & Products
Amer Sports OYJ A Shares		228,446		3,887

Investments	Shares		U.S. $ Fair Value (000)
France 2.75%
Auto Components 1.10%
Plastic Omnium SA		76,218	$	3,721
Electronic Equipment, Instruments & Components 1.65%
Ingenico		83,699		5,609
Total France				9,330
Germany 4.63%
Chemicals 1.32%
Symrise GmbH & Co. AG		104,710		4,468
Life Sciences Tools & Services 1.68%
Gerresheimer AG		68,903		3,934
Morphosys AG*		38,714		1,758
				5,692
Machinery 0.50%
Deutz AG*		313,310		1,695
Real Estate Management & Development 1.13%
Patrizia Immobilien AG*		378,014		3,828
Total Germany				15,683
Hong Kong 7.52%
Auto Components 1.24%
Minth Group Ltd.		2,352,000		4,207
Communications Equipment 1.52%
VTech Holdings Ltd.		404,700		5,163
Energy Equipment & Services 0.43%
Hilong Holding Ltd.		3,604,000		1,472
Hotels, Restaurants & Leisure 1.19%
REXLot Holdings Ltd.		48,775,000		4,023
Household Durables 1.39%
Techtronic Industries Co.		1,964,000		4,692

See Notes to Financial Statements. 31

Schedule of Investments (unaudited)(continued)
INTERNATIONAL OPPORTUNITIES FUND April 30, 2013

Investments	Shares		U.S. $ Fair Value (000)
Hong Kong (continued)
Machinery 0.53%
Sinotruk Hong Kong Ltd.		3,209,000	$	1,786
Multi-Line Retail 1.22%
Maoye International Holdings Ltd.		19,329,000		4,135
Total Hong Kong				25,478
Indonesia 2.34%
Commercial Banks 1.49%
PT Bank Tabungan
Negara Persero Tbk		32,902,000		5,042
Consumer Finance 0.85%
PT Clipan Finance Indonesia Tbk		62,979,350		2,883
Total Indonesia				7,925
Ireland 2.01%
Beverages 0.96%
C&C Group plc		524,334		3,259
Health Care Providers & Services 1.05%
United Drug plc		754,576		3,551
Total Ireland				6,810
Italy 3.99%
Internet & Catalog Retail 1.30%
Yoox SpA*		234,153		4,397
Textiles, Apparel & Luxury Goods 2.69%
Brunello Cucinelli SpA*		97,283		2,083
Safilo Group SpA*		429,386		7,041
				9,124
Total Italy				13,521

Investments	Shares		U.S. $ Fair Value (000)
Japan 25.75%
Auto Components 1.40%
Keihin Corp.		291,300	$	4,757
Building Products 1.16%
Aica Kogyo Co., Ltd.		195,600		3,941
Construction & Engineering 0.77%
SHO-BOND Holdings Co., Ltd.		61,500		2,593
Containers & Packaging 1.08%
FP Corp.		55,400		3,677
Diversified Consumer Services 1.04%
Benesse Holdings, Inc.		79,600		3,523
Food & Staples Retailing 1.10%
Sundrug Co., Ltd.		85,100		3,736
Food Products 1.48%
Nichirei Corp.		337,000		1,981
Toyo Suisan Kaisha Ltd.		89,000		3,022
				5,003
Health Care Equipment & Supplies 1.43%
Hogy Medical Co., Ltd.		79,000		4,862
Household Durables 0.78%
Arnest One Corp.		69,800		1,598
Hajime Construction Co., Ltd.		15,800		1,029
				2,627
Information Technology Services 1.03%
Obic Co., Ltd.		13,220		3,484
Machinery 3.88%
Nabtesco Corp.		191,400		4,221
NSK Ltd.		565,000		4,567
THK Co., Ltd.		206,900		4,345
				13,133

32 See Notes to Financial Statements.

Schedule of Investments (unaudited)(continued)
INTERNATIONAL OPPORTUNITIES FUND April 30, 2013

Investments	Shares		U.S. $ Fair Value (000)
Japan (continued)
Multi-Line Retail 1.33%
Don Quijote Co., Ltd.		82,900	$	4,515
Personal Products 1.52%
Aderans Co., Ltd.		208,608		3,482
Kobayashi Pharmaceutical Co., Ltd.		30,300		1,653
				5,135
Real Estate Investment Trusts 0.98%
Kenedix Realty Investment Corp.		711		3,337
Real Estate Management & Development 2.78%
Iida Home Max		60,000		1,148
NTT Urban Development Corp.		2,981		4,403
Takara Leben Co., Ltd.		187,800		3,857
				9,408
Specialty Retail 3.05%
K’s Holdings Corp.		182,300		6,414
United Arrows Ltd.		101,200		3,924
				10,338
Wireless Telecommunication Services 0.94%
Okinawa Cellular
Telephone Co.		112,600		3,171
Total Japan				87,240
Mexico 1.05%
Real Estate Investment Trusts
Macquarie Mexico Real Estate Management SA de CV*		1,475,300		3,562
Netherlands 1.32%
Construction & Engineering 0.71%
Arcadis NV		87,165		2,411

Investments	Shares		U.S. $ Fair Value (000)
Professional Services 0.61%
Brunel International NV		48,527	$	2,056
Total Netherlands				4,467
Norway 2.23%
Biotechnology 0.50%
Algeta ASA*		49,456		1,677
Energy Equipment & Services 1.16%
Dolphin Group AS*		2,172,952		2,355
Electromagnetic GeoServices ASA*		1,089,431		1,577
				3,932
Oil, Gas & Consumable Fuels 0.57%
DNO International ASA*		1,110,862		1,940
Total Norway				7,549
Philippines 3.71%
Commercial Banks 1.26%
Rizal Commercial Banking Corp.		2,380,000		4,279
Real Estate Management & Development 2.45%
Filinvest Land, Inc.		101,915,000		5,051
Megaworld Corp.		32,302,000		3,257
				8,308
Total Philippines				12,587
Portugal 0.85%
Commercial Banks
Banco Espirito Santo SA*		2,512,546		2,875
Singapore 1.09%
Commercial Services & Supplies 0.71%
Cape plc		518,996		2,404
Real Estate Investment Trusts 0.38%
CDL Hospitality Trusts		806,000		1,309
Total Singapore				3,713

See Notes to Financial Statements. 33

Schedule of Investments (unaudited)(continued)

INTERNATIONAL OPPORTUNITIES FUND April 30, 2013

Investments	Shares		U.S. $ Fair Value (000)
Spain 2.90%
Food Products 2.25%
Ebro Foods SA		186,979	$	3,834
Viscofan SA		73,150		3,799
				7,633
Media 0.65%
Mediaset Espana Comunicacion SA*		277,882		2,182
Total Spain				9,815
Sweden 4.82%
Commercial Services & Supplies 3.22%
Intrum Justitia AB		259,052		5,336
Loomis AB		286,000		5,571
				10,907
Food & Staples Retailing 0.73%
Axfood AB		55,910		2,459
Personal Products 0.87%
Oriflame Cosmetics SA SDR		81,603		2,955
Total Sweden				16,321
Switzerland 1.89%
Capital Markets 0.91%
EFG International AG*		229,482		3,073
Household Durables 0.98%
Forbo Holding AG Registered Shares*		5,141		3,317
Total Switzerland				6,390
Taiwan 1.12%
Semiconductors & Semiconductor Equipment
Siliconware Precision Industries Co. ADR		624,800		3,805

Investments	Shares	U.S. $ Fair Value (000)
United Kingdom 18.46%
Capital Markets 2.63%
3i Group plc	410,923	$	2,098
Ashmore Group plc	802,607		4,977
Jupiter Fund Management plc	357,666		1,836
			8,911
Chemicals 1.22%
Filtrona plc	378,153		4,150
Commercial Banks 1.11%
Bank of Georgia Holdings plc	149,894		3,751
Communications Equipment 0.83%
Spirent Communications plc	1,390,173		2,818
Electronic Equipment, Instruments & Components 0.80%
Electrocomponents plc	722,216		2,697
Household Durables 1.48%
Berkeley Group Holdings plc	154,827		5,014
Independent Power Producers & Energy Traders 0.87%
APR Energy plc	227,459		2,933
Insurance 2.50%
Amlin plc	628,630		4,144
Catlin Group Ltd.	528,442		4,314
			8,458
Internet & Catalog Retail 0.91%
N Brown Group plc	447,518		3,100
Oil, Gas & Consumable Fuels 1.63%
Afren plc*	865,023		1,802
Genel Energy plc*	270,143		3,735
			5,537

34 See Notes to Financial Statements.

Schedule of Investments (unaudited)(continued)

INTERNATIONAL OPPORTUNITIES FUND April 30, 2013

Investments	Shares		U.S. $ Fair Value (000)
United Kingdom (continued)
Professional Services 0.69%
Michael Page International plc		406,080	$	2,350
Software 0.91%
Playtech Ltd.		324,182		3,087
Specialty Retail 1.03%
Howden Joinery Group PLC		901,832		3,484
Trading Companies & Distributors 1.85%
Ashtead Group plc		686,430		6,264
Total United Kingdom				62,554
Total Common Stocks (cost $273,476,555)				323,536
PREFERRED STOCKS 1.40%
Brazil
Gas Utilities 0.63%
Companhia de Gas de Sao Paulo		78,800		2,122
Machinery 0.77%
Marcopolo SA		387,058		2,604
Total Preferred Stocks (cost $3,707,986)				4,726
Total Long-Term Investments (cost $277,184,541)				328,262

Investments	Principal Amount (000)			U.S. $ Fair Value (000)
SHORT-TERM INVESTMENT 0.38%
Repurchase Agreement
Repurchase Agreement dated 4/30/2013, 0.01% due 5/1/2013 with Fixed Income Clearing Corp. collateralized by $1,330,000 of U.S. Treasury Bill at 0.149% due 4/3/2014; value: $1,328,005; proceeds: $1,297,285 (cost $1,297,284)	$	1,297		$	1,297
Total Investments in Securities 97.27% (cost $278,481,825)					329,559
Cash, Foreign Cash and Other Assets in Excess of Liabilities(a)		2.73	%		9,261
Net Assets 100.00%				$	338,820

ADR	American Depositary Receipt.
*	Non-income producing security.
(a)	Cash, Foreign Cash and Other Assets in Excess of Liabilities include net unrealized appreciation on forward foreign currency exchange contracts as follows:

See Notes to Financial Statements. 35

Schedule of Investments (unaudited)(continued)

INTERNATIONAL OPPORTUNITIES FUND April 30, 2013

Open Forward Foreign Currency Exchange Contracts at April 30, 2013:

Forward Foreign Currency Exchange Contracts	Transaction Type	Counterparty	Expiration Date	Foreign Currency		U.S. $Cost onOriginationDate		U.S. $CurrentValue		UnrealizedAppreciation
Australian dollar	Buy	Barclays Bank plc	5/31/2013	805,000	$	825,446	$	832,719	$	7,273
Australian dollar	Buy	Goldman Sachs	5/3/2013	600,000		616,890		621,973		5,083
Australian dollar	Buy	Goldman Sachs	6/25/2013	8,400,000		8,539,196		8,673,383		134,187
Australian dollar	Buy	J.P.Morgan	5/30/2013	1,875,000		1,932,694		1,939,710		7,016
Australian dollar	Buy	J.P.Morgan	8/19/2013	860,000		882,126		884,528		2,402
Australian dollar	Buy	UBS AG	6/24/2013	1,760,000		1,800,040		1,817,412		17,372
Canadian dollar	Buy	Barclays Bank plc	6/25/2013	6,700,000		6,559,919		6,642,092		82,173
Canadian dollar	Buy	Barclays Bank plc	8/19/2013	1,230,000		1,210,080		1,217,830		7,750
Canadian dollar	Buy	Goldman Sachs	7/15/2013	2,760,000		2,681,960		2,734,885		52,925
Canadian dollar	Buy	Goldman Sachs	8/19/2013	2,550,000		2,480,308		2,524,770		44,462
euro	Buy	J.P.Morgan	7/26/2013	1,510,000		1,971,796		1,989,722		17,926
euro	Buy	UBS AG	6/3/2013	1,150,000		1,490,689		1,514,793		24,104
euro	Buy	UBS AG	7/26/2013	1,360,000		1,763,662		1,792,067		28,405
Japanese yen	Buy	Goldman Sachs	5/30/2013	226,000,000		2,311,420		2,318,608		7,188
South Korean won	Buy	Deutsche Bank AG	7/22/2013	733,000,000		654,056		664,113		10,057
South Korean won	Buy	Goldman Sachs	8/8/2013	2,975,000,000		2,621,723		2,693,745		72,022
South Korean won	Buy	Goldman Sachs	8/30/2013	888,000,000		794,631		803,460		8,829
Swiss franc	Buy	Deutsche Bank AG	6/25/2013	435,000		461,419		468,089		6,670
Swiss franc	Buy	J.P.Morgan	6/25/2013	925,000		994,934		995,362		428
Swiss franc	Buy	J.P.Morgan	8/5/2013	11,260,000		11,876,698		12,122,256		245,558
Brazilian real	Sell	J.P.Morgan	7/19/2013	3,020,000		1,511,815		1,493,881		17,934
British pound	Sell	Goldman Sachs	5/14/2013	1,765,000		2,837,961		2,741,444		96,517
euro	Sell	Barclays Bank plc	6/3/2013	1,915,000		2,594,212		2,522,458		71,754
Japanese yen	Sell	Barclays Bank plc	6/3/2013	210,000,000		2,304,830		2,154,499		150,331
Japanese yen	Sell	Barclays Bank plc	6/12/2013	18,500,000		200,454		189,811		10,643
Japanese yen	Sell	Barclays Bank plc	7/16/2013	157,200,000		1,637,785		1,613,212		24,573
Japanese yen	Sell	Credit Suisse	7/16/2013	176,400,000		1,861,172		1,810,245		50,927
Japanese yen	Sell	Deutsche Bank AG	7/16/2013	141,200,000		1,468,722		1,449,017		19,705
Japanese yen	Sell	Goldman Sachs	6/12/2013	104,000,000		1,113,233		1,067,045		46,188
Japanese yen	Sell	Goldman Sachs	7/16/2013	136,000,000		1,410,787		1,395,654		15,133
Japanese yen	Sell	Goldman Sachs	7/16/2013	401,500,000		4,190,992		4,120,257		70,735
Japanese yen	Sell	J.P.Morgan	5/30/2013	244,000,000		2,687,180		2,503,276		183,904
Japanese yen	Sell	UBS AG	7/16/2013	98,500,000		1,025,458		1,010,823		14,635
Norwegian krone	Sell	Goldman Sachs	5/3/2013	4,100,000		732,208		711,003		21,205
Norwegian krone	Sell	J.P.Morgan	5/31/2013	7,600,000		1,322,913		1,316,549		6,364
Norwegian krone	Sell	Morgan Stanley	5/31/2013	7,300,000		1,316,769		1,264,580		52,189
Philippine peso	Sell	J.P.Morgan	7/11/2013	36,160,000		889,107		879,333		9,774
Philippine peso	Sell	J.P.Morgan	8/2/2013	51,400,000		1,261,350		1,250,152		11,198
Philippine peso	Sell	Morgan Stanley	5/24/2013	327,000,000		8,080,059		7,946,597		133,462
Unrealized Appreciation on Forward Foreign Currency Exchange Contracts									$	1,789,001

36 See Notes to Financial Statements.

Schedule of Investments (unaudited)(concluded)

INTERNATIONAL OPPORTUNITIES FUND April 30, 2013

Open Forward Foreign Currency Exchange Contracts at April 30, 2013 (concluded):

Forward Foreign Currency Exchange Contracts	Transaction Type	Counterparty	Expiration Date	Foreign Currency	U.S. $Cost onOriginationDate		U.S. $CurrentValue		UnrealizedDepreciation
Australian dollar	Buy	Morgan Stanley	5/31/2013	1,185,000	$	1,226,905	$	1,225,804	$	(1,101	)
Australian dollar	Buy	UBS AG	8/8/2013	1,970,000		2,034,577		2,027,727		(6,850	)
British pound	Buy	Morgan Stanley	5/14/2013	810,000		1,269,654		1,258,113		(11,541	)
Canadian dollar	Buy	UBS AG	6/3/2013	1,170,000		1,165,420		1,160,473		(4,947	)
euro	Buy	Barclays Bank plc	6/3/2013	765,000		1,032,015		1,007,666		(24,349	)
South Korean won	Buy	Barclays Bank plc	5/24/2013	10,521,000,000		9,827,200		9,550,905		(276,295	)
South Korean won	Buy	Goldman Sachs	5/3/2013	883,500,000		823,009		802,234		(20,775	)
South Korean won	Buy	J.P.Morgan	5/16/2013	1,331,000,000		1,251,999		1,208,388		(43,611	)
British pound	Sell	Goldman Sachs	8/5/2013	980,000		1,489,326		1,521,448		(32,122	)
British pound	Sell	J.P.Morgan	8/5/2013	1,950,000		3,016,364		3,027,372		(11,008	)
euro	Sell	Credit Suisse	7/26/2013	760,000		985,697		1,001,449		(15,752	)
Indonesian rupiah	Sell	Deutsche Bank AG	6/25/2013	20,500,000,000		2,083,333		2,098,645		(15,312	)
Indonesian rupiah	Sell	J.P.Morgan	6/25/2013	16,410,000,000		1,667,683		1,679,940		(12,257	)
Japanese yen	Sell	Barclays Bank plc	7/16/2013	331,900,000		3,368,387		3,406,011		(37,624	)
Japanese yen	Sell	Barclays Bank plc	8/15/2013	115,500,000		1,164,339		1,185,526		(21,187	)
Japanese yen	Sell	Morgan Stanley	8/15/2013	199,320,000		2,038,706		2,045,880		(7,174	)
Japanese yen	Sell	UBS AG	7/16/2013	201,900,000		2,044,164		2,071,930		(27,766	)
South Korean won	Sell	Goldman Sachs	5/3/2013	883,500,000		793,801		802,234		(8,433	)
Unrealized Depreciation on Forward Foreign Currency Exchange Contracts									$	(578,104	)

See Notes to Financial Statements. 37

Schedule of Investments (unaudited)

VALUE OPPORTUNITIES FUND April 30, 2013

Investments	Shares		FairValue(000)
COMMON STOCKS 96.24%
Aerospace & Defense 0.65%
Hexcel Corp.*		468,336	$	14,284
Airlines 0.53%
Spirit Airlines, Inc.*		437,429		11,679
Auto Components 0.03%
Tenneco, Inc.*		17,533		678
Beverages 0.71%
Beam, Inc.		243,283		15,743
Building Products 1.22%
Fortune Brands Home & Security, Inc.*		460,728		16,766
Masco Corp.		532,400		10,350
Total				27,116
Capital Markets 3.61%
Ares Capital Corp.		1,414,837		25,694
Raymond James Financial, Inc.		766,983		31,768
Waddell & Reed Financial, Inc. Class A		523,000		22,421
Total				79,883
Chemicals 3.15%
Axiall Corp.		331,200		17,371
Celanese Corp. Series A		248,900		12,298
Chemtura Corp.*		1,481,601		31,499
Eastman Chemical Co.		129,300		8,618
Total				69,786
Commercial Banks 10.26%
BOK Financial Corp.		239,200		14,948
CapitalSource, Inc.		2,769,565		24,788
CIT Group, Inc.*		310,800		13,212
City National Corp.		327,000		18,714
Comerica, Inc.		922,357		33,435
East West Bancorp, Inc.		1,153,856		28,073
FirstMerit Corp.		1,502,600		25,739
Signature Bank*		395,011		28,287

Investments	Shares		FairValue(000)
Western Alliance Bancorp*		1,140,649	$	16,779
Wintrust Financial Corp.		11,011		395
Zions Bancorporation		922,300		22,707
Total				227,077
Commercial Services & Supplies 1.35%
Tetra Tech, Inc.*		741,470		19,493
Waste Connections, Inc.		270,919		10,282
Total				29,775
Computers & Peripherals 0.76%
Synaptics, Inc.*		405,849		16,733
Construction & Engineering 1.57%
Jacobs Engineering Group, Inc.*		690,000		34,831
Construction Materials 0.93%
Vulcan Materials Co.		413,200		20,610
Containers & Packaging 3.29%
Berry Plastics Group, Inc.*		1,094,332		20,792
Rock-Tenn Co. Class A		418,100		41,869
Sealed Air Corp.		458,400		10,140
Total				72,801
Electric: Utilities 2.99%
Cleco Corp.		269,300		13,336
ITC Holdings Corp.		270,600		24,955
NV Energy, Inc.		1,285,300		27,801
Total				66,092
Electronic Equipment, Instruments & Components 2.85%
Amphenol Corp. Class A		241,400		18,230
FLIR Systems, Inc.		400,200		9,729
Jabil Circuit, Inc.		1,028,700		18,311
Trimble Navigation Ltd.*		581,900		16,724
Total				62,994

38 See Notes to Financial Statements.

Schedule of Investments (unaudited)(continued)

VALUE OPPORTUNITIES FUND April 30, 2013

Investments	Shares		FairValue(000)
Energy Equipment & Services 3.79%
GulfMark Offshore, Inc.
Class A		447,096	$	18,608
Helix Energy Solutions Group, Inc.*		1,083,300		24,959
Helmerich & Payne, Inc.		301,400		17,668
Superior Energy Services, Inc.*		821,700		22,671
Total				83,906
Food Products 2.36%
Bunge Ltd.		329,200		23,772
Ingredion, Inc.		191,600		13,797
Pinnacle Foods, Inc.*		610,300		14,568
Total				52,137
Health Care Equipment & Supplies 0.20%
Hologic, Inc.*		217,400		4,428
Health Care Providers & Services 4.75%
Community Health Systems, Inc.		442,707		20,174
DaVita HealthCare Partners, Inc.*		64,606		7,665
Hanger, Inc.*		334,900		10,178
Laboratory Corp. of America Holdings*		167,500		15,638
MEDNAX, Inc.*		318,000		28,216
Team Health Holdings, Inc.*		622,500		23,207
Total				105,078
Hotels, Restaurants & Leisure 1.00%
Red Robin Gourmet Burgers, Inc.*		456,200		22,066
Household Durables 2.29%
Jarden Corp.*		447,000		20,120
Mohawk Industries, Inc.*		276,398		30,647
Total				50,767
Household Products 1.03%
Spectrum Brands
Holdings, Inc.		405,995		22,736

Investments	Shares		FairValue(000)
Information Technology Services 6.50%
Acxiom Corp.*		619,496	$	12,322
Alliance Data Systems Corp.*		137,500		23,618
Amdocs Ltd.		653,198		23,319
Fidelity National Information Services, Inc.		595,300		25,032
FleetCor Technologies, Inc.*		142,375		10,949
Lender Processing Services, Inc.		920,600		25,538
Sapient Corp.*		1,972,427		23,038
Total				143,816
Insurance 7.02%
Alterra Capital Holdings Ltd.		1,247,119		40,594
Arch Capital Group Ltd.*		599,906		31,831
Brown & Brown, Inc.		619,900		19,211
Hartford Financial Services Group, Inc.		1,180,300		33,154
PartnerRe Ltd.		198,800		18,755
RenaissanceRe Holdings Ltd.		125,300		11,764
Total				155,309
Internet Software & Services 1.12%
Akamai Technologies, Inc.*		564,800		24,800
Leisure Equipment & Products 0.78%
Arctic Cat, Inc.*		75,572		3,400
Brunswick Corp.		440,400		13,943
Total				17,343
Life Sciences Tools & Services 1.37%
PerkinElmer, Inc.		987,700		30,273
Machinery 0.11%
ESCO Technologies, Inc.		68,942		2,480
Media 1.00%
Interpublic Group of Cos., Inc. (The)		1,601,143		22,160

See Notes to Financial Statements. 39

Schedule of Investments (unaudited)(continued)

VALUE OPPORTUNITIES FUND April 30, 2013

Investments	Shares		FairValue(000)
Metals & Mining 2.99%
Allegheny Technologies, Inc.		781,400	$	21,082
Carpenter Technology Corp.		248,676		11,180
Reliance Steel & Aluminum Co.		522,400		33,993
Total				66,255
Multi-Utilities 2.40%
CMS Energy Corp.		776,600		23,251
Wisconsin Energy Corp.		662,099		29,755
Total				53,006
Oil, Gas & Consumable Fuels 1.39%
EQT Corp.		200,300		15,046
Range Resources Corp.		213,000		15,660
Total				30,706
Pharmaceuticals 0.89%
Actavis, Inc.*		187,200		19,793
Professional Services 0.88%
Robert Half International, Inc.		591,500		19,413
Real Estate Investment Trusts 5.15%
BioMed Realty Trust, Inc.		1,200,000		27,012
Brandywine Realty Trust		1,088,700		16,254
Digital Realty Trust, Inc.		297,400		20,973
Equity Lifestyle Properties, Inc.		234,100		19,020
Liberty Property Trust		538,800		23,163
Sovran Self Storage, Inc.		110,112		7,554
Total				113,976
Real Estate Management & Development 1.08%
Realogy Holdings Corp.*		498,330		23,920

Investments	Shares		FairValue(000)
Road & Rail 2.92%
Genesee & Wyoming, Inc. Class A*		192,800	$	16,427
Hertz Global Holdings, Inc.*		1,585,900		38,188
Kansas City Southern		92,400		10,078
Total				64,693
Semiconductors & Semiconductor Equipment 1.15%
Lam Research Corp.*		551,200		25,476
Software 2.36%
Nuance Communications, Inc.*		756,399		14,402
Rovi Corp.*		1,616,200		37,803
Total				52,205
Specialty Retail 4.70%
Abercrombie & Fitch Co. Class A		719,900		35,678
Chico’s FAS, Inc.		698,300		12,758
Dick’s Sporting Goods, Inc.		422,200		20,308
GameStop Corp. Class A		294,400		10,275
Penske Automotive Group, Inc.		391,400		12,102
Tiffany & Co.		173,865		12,810
Total				103,931
Textiles, Apparel & Luxury Goods 0.51%
PVH Corp.		97,099		11,206
Trading Companies & Distributors 2.60%
TAL International Group, Inc.		773,996		32,044
United Rentals, Inc.*		483,200		25,421
Total				57,465
Total Common Stocks (cost $1,655,763,315)				2,129,426

40 See Notes to Financial Statements.

Schedule of Investments (unaudited)(concluded)

VALUE OPPORTUNITIES FUND April 30, 2013

Investments	PrincipalAmount(000)		FairValue(000)
SHORT-TERM INVESTMENT 2.36%
Repurchase Agreement
Repurchase Agreementdated 4/30/2013, 0.01%due 5/1/2013 with FixedIncome Clearing Corp.collateralized by$53,245,000 of U.S.Treasury Bill at 0.149%due 4/3/2014;value: $53,165,133proceeds: $52,118,739 (cost $52,118,724)	$	52,119	$	52,119
Total Investments inSecurities 98.60% (cost $1,707,882,039)				2,181,545
Other Assets in Excess of Liabilities 1.40%				31,018
Net Assets 100.00%			$	2,212,563

* Non-income producing security.

See Notes to Financial Statements. 41

Statements of Assets and Liabilities (unaudited)
April 30, 2013

	Alpha Strategy Fund		Fundamental Equity Fund		Growth Leaders Fund
ASSETS:
Investments in securities, at cost	$	729,258,227	$	4,140,207,356	$	161,227,797
Investments in securities, at fair value	$	942,240,855	$	5,157,705,116	$	175,103,315
Cash		—		—		—
Foreign cash, at value (cost $0, $0, $0, $134,425, $689,553, $97,163 and $0, respectively)		—		—		—
Receivables:
Interest and dividends		—		3,669,429		90,302
Investment securities sold		—		34,658,127		4,378,188
Capital shares sold		1,498,488		7,223,247		136,125
From advisor (See Note 3)		—		—		38,129
From affiliates (See Note 3)		57,977		—		—
Unrealized appreciation on forward foreign currency exchange contracts		—		—		—
Prepaid expenses and other assets		53,057		132,024		95,350
Total assets		943,850,377		5,203,387,943		179,841,409
LIABILITIES:
Payables:
Investment securities purchased		387,827		75,107,013		2,887,525
Capital shares reacquired		1,570,985		10,545,769		422,298
Management fee		—		2,149,863		78,277
12b-1 distribution fees		384,776		2,125,636		86,853
Fund administration		—		165,743		5,693
Trustees’ fees		76,888		575,979		25,580
To affiliates (See Note 3)		—		1,624		1,626
Unrealized depreciation on forward foreign currency exchange contracts		—		—		—
Accrued expenses and other liabilities		365,220		1,596,752		205,446
Total liabilities		2,785,696		92,268,379		3,713,298
NET ASSETS	$	941,064,681	$	5,111,119,564	$	176,128,111
COMPOSITION OF NET ASSETS:
Paid-in capital	$	717,676,630	$	3,786,835,161	$	175,948,406
Undistributed (distributions in excess of) net investment income		477,024		5,273,384		(74,414	)
Accumulated net realized gain (loss) on investments and foreign currency related transactions		9,928,399		301,513,259		(13,621,399	)
Net unrealized appreciation on investments and translation of assets and liabilities denominated in foreign currencies		212,982,628		1,017,497,760		13,875,518
Net Assets	$	941,064,681	$	5,111,119,564	$	176,128,111

42 See Notes to Financial Statements.

International Core Equity Fund			International Dividend Income Fund			International Opportunities Fund			Value Opportunities Fund
$	674,845,383		$	1,971,200,080		$	278,481,825		$	1,707,882,039
$	789,118,978		$	2,248,232,155		$	329,559,377		$	2,181,545,389
	20,000			2,850,000			60,000			—
	134,596			699,969			96,696			—
	3,800,907			7,317,526			1,341,607			566,143
	492,057			8,153,049			7,490,818			41,420,658
	1,781,773			8,005,798			296,607			3,338,657
	164,450			201,025			—			—
	—			—			—			—
	3,069,642			16,171,273			1,789,001			—
	54,009			112,516			42,347			64,742
	798,636,412			2,291,743,311			340,676,453			2,226,935,589
	23,852,520			1,573,799			720,790			7,889,990
	1,106,541			1,984,223			88,969			3,499,926
	409,629			1,202,235			204,232			1,283,175
	196,010			380,197			57,102			794,122
	23,407			71,930			10,892			71,378
	125,076			47,582			50,496			82,092
	1,921			31,195			12,888			9,319
	1,714,837			8,851,760			578,104			—
	476,111			349,259			132,620			742,860
	27,906,052			14,492,180			1,856,093			14,372,862
$	770,730,360		$	2,277,251,131		$	338,820,360		$	2,212,562,727
$	975,369,855		$	2,060,474,610		$	335,947,341		$	1,607,385,812
	2,682,825			7,349,766			(543,396	)		(2,269,520	)
	(322,890,779	)		(74,922,331	)		(48,888,353	)		133,783,085
	115,568,459			284,349,086			52,304,768			473,663,350
$	770,730,360		$	2,277,251,131		$	338,820,360		$	2,212,562,727

See Notes to Financial Statements. 43

Statements of Assets and Liabilities (unaudited)(concluded)
April 30, 2013

	Alpha Strategy Fund		Fundamental Equity Fund		Growth Leaders Fund
Net assets by class:
Class A Shares	$	452,939,514	$	2,706,596,343	$	95,347,498
Class B Shares	$	21,631,555	$	66,741,277	$	7,583,111
Class C Shares	$	245,019,587	$	879,949,715	$	28,593,415
Class F Shares	$	153,148,878	$	644,265,917	$	8,702,877
Class I Shares	$	36,997,766	$	460,281,758	$	29,566,871
Class P Shares		—	$	27,324,664		—
Class R2 Shares	$	2,497,411	$	23,212,405	$	22,660
Class R3 Shares	$	28,829,970	$	302,747,485	$	6,311,679
Outstanding shares by class (unlimited number of authorized shares of beneficial interest):
Class A Shares		16,538,547		178,499,659		5,466,651
Class B Shares		851,368		4,641,691		435,532
Class C Shares		9,712,443		61,500,990		1,657,858
Class F Shares		5,583,160		42,692,231		498,468
Class I Shares		1,337,246		30,229,541		1,692,541
Class P Shares		—		1,822,230		—
Class R2 Shares		92,610		1,553,460		1,292.387
Class R3 Shares		1,065,997		20,163,400		361,490
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares):
Class A Shares-Net asset value		$27.39		$15.16		$17.44
Class A Shares-Maximum offering price
(Net asset value plus sales charge of 5.75%)		$29.06		$16.08		$18.50
Class B Shares-Net asset value		$25.41		$14.38		$17.41
Class C Shares-Net asset value		$25.23		$14.31		$17.25
Class F Shares-Net asset value		$27.43		$15.09		$17.46
Class I Shares-Net asset value		$27.67		$15.23		$17.47
Class P Shares-Net asset value		—		$15.00		—
Class R2 Shares-Net asset value		$26.97		$14.94		$17.53
Class R3 Shares-Net asset value		$27.05		$15.01		$17.46

44 See Notes to Financial Statements.

International Core Equity Fund		International Dividend Income Fund		International Opportunities Fund		Value Opportunities Fund
$	412,910,215	$	824,996,056	$	86,574,180	$	967,722,599
$	18,603,035		—	$	6,488,342	$	14,152,456
$	55,206,030	$	113,744,949	$	15,853,825	$	274,782,400
$	131,515,839	$	193,281,258	$	9,314,870	$	366,170,428
$	132,573,487	$	1,106,464,461	$	213,975,324	$	476,583,819
$	257,137		—	$	1,143,120	$	908,770
$	833,041	$	660,161	$	108,207	$	11,961,823
$	18,831,576	$	38,104,246	$	5,362,492	$	100,280,432
	32,217,906		93,085,376		5,686,100		51,222,348
	1,468,830		—		447,979		783,964
	4,356,416		12,927,481		1,103,053		15,222,442
	10,335,052		21,777,682		616,296		19,250,729
	10,286,021		124,408,744		13,737,352		24,798,804
	20,095		—		73,967		48,373
	65,141		73,222		7,159		641,774
	1,489,794		4,264,596		357,419		5,365,492
	$12.82		$8.86		$15.23		$18.89
	$13.60		$9.40		$16.16		$20.04
	$12.67		—		$14.48		$18.05
	$12.67		$8.80		$14.37		$18.05
	$12.73		$8.88		$15.11		$19.02
	$12.89		$8.89		$15.58		$19.22
	$12.80		—		$15.45		$18.79
	$12.79		$9.02		$15.11		$18.64
	$12.64		$8.94		$15.00		$18.69

See Notes to Financial Statements. 45

Statements of Operations (unaudited)

For the Six Months Ended April 30, 2013

	Alpha Strategy Fund			Fundamental Equity Fund			Growth Leaders Fund
Investment income:
Dividends (net of foreign withholding taxes of $0, $138,367, $0, $679,375, $2,161,857, $241,545 and $3,831, respectively)	$	5,723,952		$	41,792,328		$	272,595
Interest and other		—			1,947			50
Total investment income		5,723,952			41,794,275			272,645
Expenses:
Management fee		443,063			12,363,999			154,583
12b-1 distribution plan-Class A		529,506			4,405,838			57,330
12b-1 distribution plan-Class B		107,598			357,141			7,722
12b-1 distribution plan-Class C		1,139,603			4,098,834			36,258
12b-1 distribution plan-Class F		72,318			301,228			2,358
12b-1 distribution plan-Class P		—			61,338			—
12b-1 distribution plan-Class R2		8,387			66,856			—
12b-1 distribution plan-Class R3		76,480			694,163			3,007
Shareholder servicing		753,749			3,347,549			14,276
Professional		17,693			35,733			22,230
Reports to shareholders		60,775			260,954			4,202
Fund administration		—			951,432			11,242
Custody		7,472			39,234			5,135
Trustees’ fees		12,764			68,751			776
Registration		41,582			106,905			34,434
Subsidy (See Note 3)		—			27,434			5,003
Other		9,352			52,208			89,303
Gross expenses		3,280,342			27,239,597			447,859
Expense reductions (See Note 7)		(319	)		(1,812	)		(24	)
Management fee waived and expenses reimbursed (See Note 3)		(443,063	)		—			(200,630	)
Expenses assumed by Underlying Funds (See Note 3)		(903,068	)		—			—
Net expenses		1,933,892			27,237,785			247,205
Net investment income		3,790,060			14,556,490			25,440
Net realized and unrealized gain:
Capital gain distributions received from Underlying Funds		16,728,760			—			—
Net realized gain on investments (net of foreign capital gains tax of $0, $0, $0, $144,604, $718,889, $0 and $0, respectively) and foreign currency related transactions		2,439,534			309,923,418			3,636,076
Net change in unrealized appreciation/ depreciation on investments and translation of assets and liabilities denominated in foreign currencies		107,584,708			473,762,685			3,658,904
Net realized and unrealized gain		126,753,002			783,686,103			7,294,980
Net Increase in Net Assets Resulting From Operations	$	130,543,062		$	798,242,593		$	7,320,420

46 See Notes to Financial Statements.

International Core Equity Fund			International Dividend Income Fund			International Opportunities Fund			Value Opportunities Fund
$	8,324,238		$	32,061,993		$	2,912,984		$	14,767,519
	3,053			5,178			—			1,663
	8,327,291			32,067,171			2,912,984			14,769,182
	2,684,893			6,931,462			1,154,196			7,424,426
	682,035			1,229,615			135,257			1,567,294
	96,145			—			32,420			68,201
	262,423			459,014			70,762			1,277,397
	65,367			80,582			1,418			172,973
	550			—			2,249			2,106
	2,227			1,559			291			35,226
	43,737			86,472			16,353			230,316
	803,685			762,254			163,239			1,497,305
	30,653			30,026			29,686			29,344
	70,519			64,884			12,518			121,246
	146,361			392,966			61,557			411,279
	128,794			352,586			70,517			21,816
	10,882			26,676			4,399			29,715
	46,665			68,231			36,374			56,307
	29,969			483,831			201,428			146,578
	11,789			23,760			5,244			24,661
	5,116,694			10,993,918			1,997,908			13,116,190
	(251	)		(553	)		(38	)		(747	)
	(1,146,515	)		(1,571,529	)		—			—
	—			—			—			—
	3,969,928			9,421,836			1,997,870			13,115,443
	4,357,363			22,645,335			915,114			1,653,739
	—			—			—			—
	28,789,660			77,436,314			15,082,465			141,857,154
	69,368,428			167,813,382			35,699,578			200,040,284
	98,158,088			245,249,696			50,782,043			341,897,438
$	102,515,451		$	267,895,031		$	51,697,157		$	343,551,177

See Notes to Financial Statements. 47

Statements of Changes in Net Assets

	Alpha Strategy Fund
INCREASE (DECREASE) IN NET ASSETS	For the Six Months Ended April 30, 2013 (unaudited)			For the Year Ended October 31, 2012
Operations:
Net investment income (loss)	$	3,790,060		$	(2,039,983	)
Capital gains distributions received from Underlying Funds		16,728,760			23,324,449
Net realized gain on investments		2,439,534			13,988,321
Net change in unrealized appreciation/depreciation on investments		107,584,708			39,699,323
Net increase in net assets resulting from operations		130,543,062			74,972,110
Distributions to shareholders from:
Net investment income
Class A		(647,485	)		—
Class C		—			—
Class F		(432,685	)		—
Class I		(134,848	)		—
Class P		—			—
Class R2		—			—
Class R3		—			—
Net realized gain
Class A		(17,131,264	)		(1,320,901	)
Class B		(966,734	)		(89,833	)
Class C		(10,054,013	)		(758,348	)
Class F		(5,841,246	)		(496,799	)
Class I		(1,352,332	)		(86,333	)
Class P		—			—
Class R2		(122,985	)		(10,876	)
Class R3		(1,261,213	)		(88,046	)
Total distributions to shareholders		(37,944,805	)		(2,851,136	)
Capital share transactions (Net of share conversions) (See Note 12):
Net proceeds from sales of shares		98,490,143			160,376,566
Net proceeds from reorganizations (See Note 13)		—			—
Reinvestment of distributions		31,294,843			2,290,398
Cost of shares reacquired		(140,369,195	)		(257,960,933	)
Net increase (decrease) in net assets resulting from capital share transactions		(10,584,209	)		(95,293,969	)
Net increase (decrease) in net assets		82,014,048			(23,172,995	)
NET ASSETS:
Beginning of period	$	859,050,633		$	882,223,628
End of period	$	941,064,681		$	859,050,633
Undistributed (distributions in excess of) net investment income	$	477,024		$	(2,098,018	)

48 See Notes to Financial Statements.

Fundamental Equity Fund						Growth Leaders Fund
For the Six Months Ended April 30, 2013 (unaudited)			For the Year Ended October 31, 2012			For the Six Months Ended April 30, 2013 (unaudited)			For the Year Ended October 31, 2012
$	14,556,490		$	28,622,896		$	25,440		$	(157	)
	—			—			—			—
	309,923,418			56,031,069			3,636,076			723,147
	473,762,685			238,428,823			3,658,904			(698,127	)
	798,242,593			323,082,788			7,320,420			24,863
	(16,829,219	)		(4,346,345	)		(44,858	)		—
	(597,013	)		—			(4,106	)		—
	(5,561,734	)		(2,767,175	)		(19,394	)		(4,091	)
	(4,107,851	)		(1,297,980	)		(17,861	)		(1,877	)
	(151,921	)		(15,617	)		—			—
	(97,503	)		(9,753	)		(21	)		—
	(1,540,249	)		(295,096	)		(55	)		—
	(27,685,960	)		(50,846,537	)		—			—
	(914,107	)		(2,537,677	)		—			—
	(9,641,827	)		(18,296,808	)		—			—
	(6,775,122	)		(13,809,878	)		—			—
	(4,471,009	)		(5,334,579	)		—			—
	(312,583	)		(658,136	)		—			—
	(257,833	)		(438,898	)		—			—
	(3,113,664	)		(4,123,564	)		—			—
	(82,057,595	)		(104,778,043	)		(86,295	)		(5,968	)
	385,567,209			1,267,974,937			12,770,497			20,271,860
	—			39,288,499			141,354,303			—
	72,629,172			89,512,509			66,454			262
	(695,405,538	)		(1,414,939,992	)		(9,082,734	)		(12,527,193	)
	(237,209,157	)		(18,164,047	)		145,108,520			7,744,929
	478,975,841			200,140,698			152,342,645			7,763,824
$	4,632,143,723		$	4,432,003,025		$	23,785,466		$	16,021,642
$	5,111,119,564		$	4,632,143,723		$	176,128,111		$	23,785,466
$	5,273,384		$	19,602,384		$	(74,414	)	$	11,717

See Notes to Financial Statements. 49

Statements of Changes in Net Assets (continued)

	International Core Equity Fund
INCREASE (DECREASE) IN NET ASSETS	For the Six MonthsEnded April 30, 2013(unaudited)			For theYear EndedOctober 31, 2012
Operations:
Net investment income	$	4,357,363		$	18,288,954
Net realized gain (loss) on investments and foreign currency related transactions		28,789,660			(7,748,252	)
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies		69,368,428			17,454,403
Net increase in net assets resulting from operations		102,515,451			27,995,105
Distributions to shareholders from:
Net investment income
Class A		(8,588,056	)		(8,371,658	)
Class B		(318,035	)		(316,771	)
Class C		(906,187	)		(830,063	)
Class F		(3,996,551	)		(2,022,225	)
Class I		(2,934,294	)		(4,638,582	)
Class P		(5,020	)		(6,017	)
Class R2		(15,516	)		(12,015	)
Class R3		(389,151	)		(249,020	)
Total distributions to shareholders		(17,152,810	)		(16,446,351	)
Capital share transactions (Net of share conversions) (See Note 12):
Net proceeds from sales of shares		118,664,481			205,500,578
Reinvestment of distributions		16,249,579			15,573,757
Cost of shares reacquired		(183,418,919	)		(352,301,226	)
Net increase (decrease) in net assets resulting from capital share transactions		(48,504,859	)		(131,226,891	)
Net increase (decrease) in net assets		36,857,782			(119,678,137	)
NET ASSETS:
Beginning of period	$	733,872,578		$	853,550,715
End of period	$	770,730,360		$	733,872,578
Undistributed (distributions in excess of) net investment income	$	2,682,825		$	15,478,272

50 See Notes to Financial Statements.

International Dividend Income Fund						International Opportunities Fund
For the Six MonthsEnded April 30, 2013(unaudited)			For theYear EndedOctober 31, 2012			For the Six MonthsEnded April 30, 2013(unaudited)			For theYear EndedOctober 31, 2012
$	22,645,335		$	66,003,619		$	915,114		$	4,195,287
	77,436,314			(109,644,672	)		15,082,465			7,557,973
	167,813,382			114,844,497			35,699,578			19,362,776
	267,895,031			71,203,444			51,697,157			31,116,036
	(5,183,507	)		(22,602,992	)		(1,418,818	)		(555,543	)
	—			—			(82,875	)		—
	(413,435	)		(2,102,331	)		(194,491	)		(10,632	)
	(1,391,655	)		(4,103,730	)		(20,145	)		(10,276	)
	(8,719,460	)		(37,908,179	)		(4,209,751	)		(2,327,143	)
	—			—			(17,169	)		(4,835	)
	(3,108	)		(10,747	)		(1,645	)		(384	)
	(226,014	)		(1,138,500	)		(117,563	)		(35,689	)
	(15,937,179	)		(67,866,479	)		(6,062,457	)		(2,944,502	)
	452,934,267			1,047,552,615			27,048,618			19,978,248
	13,916,270			59,256,416			5,914,722			2,867,207
	(190,001,792	)		(250,121,696	)		(40,684,398	)		(79,691,628	)
	276,848,745			856,687,335			(7,721,058	)		(56,846,173	)
	528,806,597			860,024,300			37,913,642			(28,674,639	)
$	1,748,444,534		$	888,420,234		$	300,906,718		$	329,581,357
$	2,277,251,131		$	1,748,444,534		$	338,820,360		$	300,906,718
$	7,349,766		$	641,610		$	(543,396	)	$	4,603,947

See Notes to Financial Statements. 51

Statements of Changes in Net Assets (concluded)

	Value Opportunities Fund
INCREASE IN NET ASSETS	For the Six MonthsEnded April 30, 2013(unaudited)			For theYear EndedOctober 31, 2012
Operations:
Net investment income (loss)	$	1,653,739		$	(3,517,380	)
Net realized gain (loss) on investments		141,857,154			(6,641,357	)
Net change in unrealized appreciation/depreciation on investments		200,040,284			122,363,437
Net increase in net assets resulting from operations		343,551,177			112,204,700
Distributions to shareholders from:
Net realized gain
Class A		—			(3,286,340	)
Class B		—			(59,750	)
Class C		—			(1,016,764	)
Class F		—			(1,427,757	)
Class I		—			(1,077,354	)
Class P		—			(11,405	)
Class R2		—			(35,968	)
Class R3		—			(245,680	)
Total distributions to shareholders		—			(7,161,018	)
Capital share transactions (Net of share conversions) (See Note 12):
Net proceeds from sales of shares		242,015,448			775,084,950
Reinvestment of distributions		—			6,175,022
Cost of shares reacquired		(384,526,330	)		(790,564,647	)
Net decrease in net assets resulting from capital share transactions		(142,510,882	)		(9,304,675	)
Net increase in net assets		201,040,295			95,739,007
NET ASSETS:
Beginning of period	$	2,011,522,432		$	1,915,783,425
End of period	$	2,212,562,727		$	2,011,522,432
Distributions in excess of net investment income	$	(2,269,520	)	$	(3,923,259	)

52 See Notes to Financial Statements.

Financial Highlights

ALPHA STRATEGY FUND

	Class A Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$24.71			$22.72			$21.93			$17.24			$15.58			$29.08
Investment operations:
Net investment
income (loss)(a)			.13			(.01	)		(.02	)		(.03	)		.01			(.02	)
Net realized and
unrealized gain (loss)			3.64			2.07			.81			4.74			2.81			(11.23	)
Total from investment
operations			3.77			2.06			.79			4.71			2.82			(11.25	)
Distributions to
shareholders from:
Net investment income			(.04	)		—			—			(.02	)		(.03	)		(.76	)
Net realized gain			(1.05	)		(.07	)		—			—			(1.13	)		(1.49	)
Total distributions			(1.09	)		(.07	)		—			(.02	)		(1.16	)		(2.25	)
Net asset value,
end of period			$27.39			$24.71			$22.72			$21.93			$17.24			$15.58
Total Return(b)			15.82	%(c)		9.12	%		3.60	%		27.36	%		20.57	%		(41.64	)%
Ratios to Average Net Assets:*
Expenses, excluding
expense reductions
and including
expenses assumed and
management fee waived			.12	%(c)		.25	%		.28	%		.35	%		.35	%		.35	%
Expenses, including
expense reductions,
expenses assumed and
management fee waived			.12	%(c)		.25	%		.28	%		.35	%		.35	%		.35	%
Expenses, excluding
expense reductions,
expenses assumed and
management fee waived			.27	%(c)		.57	%		.60	%		.70	%		.87	%		.76	%
Net investment income (loss)			.51	%(c)		(.05	)%		(.10	)%		(.16	)%		.09	%		(.09	)%
Supplemental Data:
Net assets,
end of period (000)		$	452,940		$	421,927		$	432,698		$	404,804		$	296,989		$	257,398
Portfolio turnover rate			3.59	%(c)		3.84	%		6.78	%		1.16	%		7.18	%		7.64	%

*	Does not include expenses of the Underlying Funds in which the Fund invests.
(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 53

Financial Highlights (continued)

ALPHA STRATEGY FUND

	Class B Shares
	Six Months Ended 4/30/2013 (unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period		$23.05			$21.36			$20.76			$16.41			$14.94			$27.98
Investment operations:
Net investment
income (loss)(a)		.04			(.17	)		(.18	)		(.15	)		(.08	)		(.15	)
Net realized and													��
unrealized gain (loss)		3.37			1.93			.78			4.50			2.68			(10.81	)
Total from investment
operations		3.41			1.76			.60			4.35			2.60			(10.96	)
Distributions to
shareholders from:
Net investment income		—			—			—			—			—			(.59	)
Net realized gain		(1.05	)		(.07	)		—			—			(1.13	)		(1.49	)
Total distributions		(1.05	)		(.07	)		—			—			(1.13	)		(2.08	)
Net asset value,
end of period		$25.41			$23.05			$21.36			$20.76			$16.41			$14.94
Total Return(b)		15.37	%(c)		8.29	%		2.89	%		26.51	%		19.86	%		(42.04	)%
Ratios to Average Net Assets:*
Expenses, excluding
expense reductions
and including
expenses assumed and
management fee waived		.49	%(c)		1.00	%		1.00	%		1.00	%		1.00	%		1.00	%
Expenses, including
expense reductions,
expenses assumed and
management fee waived		.49	%(c)		1.00	%		1.00	%		1.00	%		1.00	%		1.00	%
Expenses, excluding
expense reductions,
expenses assumed and
management fee waived		.64	%(c)		1.32	%		1.32	%		1.35	%		1.52	%		1.42	%
Net investment income (loss)		.16	%(c)		(.78	)%		(.79	)%		(.79	)%		(.55	)%		(.70	)%
Supplemental Data:
Net assets,
end of period (000)		$21,632		$	21,776		$	26,877		$	33,394		$	31,294		$	31,193
Portfolio turnover rate		3.59	%(c)		3.84	%		6.78	%		1.16	%		7.18	%		7.64	%

*	Does not include expenses of the Underlying Funds in which the Fund invests.
(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(c)	Not annualized.

54 See Notes to Financial Statements.

Financial Highlights (continued)

ALPHA STRATEGY FUND

	Class C Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$22.89			$21.21			$20.61			$16.29			$14.85			$27.87
Investment operations:
Net investment
income (loss)(a)			.04			(.18	)		(.18	)		(.15	)		(.08	)		(.16	)
Net realized and
unrealized gain (loss)			3.35			1.93			.78			4.47			2.65			(10.73	)
Total from investment
operations			3.39			1.75			.60			4.32			2.57			(10.89	)
Distributions to
shareholders from:
Net investment income			—			—			—			—			—			(.64	)
Net realized gain			(1.05	)		(.07	)		—			—			(1.13	)		(1.49	)
Total distributions			(1.05	)		(.07	)		—			—			(1.13	)		(2.13	)
Net asset value,
end of period			$25.23			$22.89			$21.21			$20.61			$16.29			$14.85
Total Return(b)			15.39	%(c)		8.30	%		2.91	%		26.52	%		19.78	%		(42.02	)%
Ratios to Average Net Assets:*
Expenses, excluding
expense reductions
and including
expenses assumed and
management fee waived			.49	%(c)		.99	%		.99	%		1.00	%		1.00	%		1.00	%
Expenses, including
expense reductions,
expenses assumed and
management fee waived			.49	%(c)		.99	%		.99	%		1.00	%		1.00	%		1.00	%
Expenses, excluding
expense reductions,
expenses assumed and
management fee waived			.64	%(c)		1.31	%		1.31	%		1.35	%		1.52	%		1.41	%
Net investment income (loss)			.15	%(c)		(.79	)%		(.80	)%		(.81	)%		(.59	)%		(.74	)%
Supplemental Data:
Net assets,
end of period (000)		$	245,020		$	223,165		$	223,295		$	208,051		$	150,633		$	122,504
Portfolio turnover rate			3.59	%(c)		3.84	%		6.78	%		1.16	%		7.18	%		7.64	%

*	Does not include expenses of the Underlying Funds in which the Fund invests.
(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 55

Financial Highlights (continued)

ALPHA STRATEGY FUND

	Class F Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$24.77			$22.74			$21.91			$17.22			$15.58			$29.09
Investment operations:
Net investment
income (loss)(a)			.15			.03			.02			—	(b)		.01			(.02	)
Net realized and
unrealized gain (loss)			3.64			2.07			.81			4.76			2.85			(11.17	)
Total from investment
operations			3.79			2.10			.83			4.76			2.86			(11.19	)
Distributions to
shareholders from:
Net investment income			(.08	)		—			—			(.07	)		(.09	)		(.83	)
Net realized gain			(1.05	)		(.07	)		—			—			(1.13	)		(1.49	)
Total distributions			(1.13	)		(.07	)		—			(.07	)		(1.22	)		(2.32	)
Net asset value,
end of period			$27.43			$24.77			$22.74			$21.91			$17.22			$15.58
Total Return(c)			15.88	%(d)		9.28	%		3.79	%		27.67	%		20.95	%		(41.50	)%
Ratios to Average Net Assets:*
Expenses, excluding
expense reductions
and including
expenses assumed and
management fee waived			.05	%(d)		.10	%		.10	%		.10	%		.10	%		.10	%
Expenses, including
expense reductions,
expenses assumed and
management fee waived			.05	%(d)		.10	%		.10	%		.10	%		.10	%		.10	%
Expenses, excluding
expense reductions,
expenses assumed and
management fee waived			.20	%(d)		.42	%		.42	%		.44	%		.60	%		.55	%
Net investment income (loss)			.59	%(d)		.12	%		.08	%		(.01	)%		.05	%		(.11	)%
Supplemental Data:
Net assets,
end of period (000)		$	153,149		$	140,860		$	142,150		$	120,316		$	29,762		$	6,845
Portfolio turnover rate			3.59	%(d)		3.84	%		6.78	%		1.16	%		7.18	%		7.64	%

*	Does not include expenses of the Underlying Funds in which the Fund invests.
(a)	Calculated using average shares outstanding during the period.
(b)	Amount is less than $.01.
(c)	Total return assumes the reinvestment of all distributions.
(d)	Not annualized.

56 See Notes to Financial Statements.

Financial Highlights (continued)

ALPHA STRATEGY FUND

	Class I Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$24.99			$22.92			$22.06			$17.33			$15.67			$29.23
Investment operations:
Net investment income(a)			.18			.06			.05			.04			.06			.01
Net realized and
unrealized gain (loss)			3.66			2.08			.81			4.77			2.83			(11.24	)
Total from investment
operations			3.84			2.14			.86			4.81			2.89			(11.23	)
Distributions to
shareholders from:
Net investment income			(.11	)		—			—			(.08	)		(.10	)		(.84	)
Net realized gain			(1.05	)		(.07	)		—			—			(1.13	)		(1.49	)
Total distributions			(1.16	)		(.07	)		—			(.08	)		(1.23	)		(2.33	)
Net asset value,
end of period			$27.67			$24.99			$22.92			$22.06			$17.33			$15.67
Total Return(b)			15.94	%(c)		9.39	%		3.90	%		27.80	%		21.06	%		(41.45	)%
Ratios to Average Net Assets:*
Expenses, excluding
expense reductions
and including
expenses assumed and
management fee waived			.00	%(c)		.00	%		.00	%		.00	%		.00	%		.00	%
Expenses, including
expense reductions,
expenses assumed and
management fee waived			.00	%(c)		.00	%		.00	%		.00	%		.00	%		.00	%
Expenses, excluding
expense reductions,
expenses assumed and
management fee waived			.15	%(c)		.32	%		.32	%		.35	%		.52	%		.41	%
Net investment income			.67	%(c)		.24	%		.20	%		.18	%		.39	%		.06	%
Supplemental Data:
Net assets,
end of period (000)		$	36,998		$	18,677		$	26,906		$	25,426		$	11,785		$	8,293
Portfolio turnover rate			3.59	%(c)		3.84	%		6.78	%		1.16	%		7.18	%		7.64	%

*	Does not include expenses of the Underlying Funds in which the Fund invests.
(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 57

Financial Highlights (continued)
ALPHA STRATEGY FUND

	Class R2 Shares
	Six MonthsEnded4/30/2013 (unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period		$24.35			$22.47			$21.76			$17.13			$15.51			$29.08
Investment operations:
Net investment
income (loss)(a)		.10			(.09	)		(.09	)		(.09	)		(.05	)		(.12	)
Net realized and
unrealized gain (loss)		3.57			2.04			.80			4.72			2.83			(11.16	)
Total from investment
operations		3.67			1.95			.71			4.63			2.78			(11.28	)
Distributions to
shareholders from:
Net investment income		—			—			—			—			(.03	)		(.80	)
Net realized gain		(1.05	)		(.07	)		—			—			(1.13	)		(1.49	)
Total distributions		(1.05	)		(.07	)		—			—			(1.16	)		(2.29	)
Net asset value,
end of period		$26.97			$24.35			$22.47			$21.76			$17.13			$15.51
Total Return(b)		15.62	%(c)		8.73	%		3.26	%		27.03	%		20.37	%		(41.82	)%
Ratios to Average Net Assets:*
Expenses, excluding
expense reductions
and including
expenses assumed and
management fee waived		.30	%(c)		.60	%		.60	%		.60	%		.60	%		.60	%
Expenses, including
expense reductions,
expenses assumed and
management fee waived		.30	%(c)		.60	%		.60	%		.60	%		.60	%		.59	%
Expenses, excluding
expense reductions,
expenses assumed and
management fee waived		.45	%(c)		.92	%		.92	%		.94	%		1.11	%		1.02	%
Net investment income (loss)		.39	%(c)		(.39	)%		(.39	)%		(.44	)%		(.32	)%		(.59	)%
Supplemental Data:
Net assets,
end of period (000)		$2,497			$2,982			$3,373			$3,437			$1,433			$564
Portfolio turnover rate		3.59	%(c)		3.84	%		6.78	%		1.16	%		7.18	%		7.64	%

*	Does not include expenses of the Underlying Funds in which the Fund invests.
(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

58 See Notes to Financial Statements.

Financial Highlights (concluded)ALPHA STRATEGY FUND

	Class R3 Shares
	Six Months Ended 4/30/2013 (unaudited)
				Year Ended 10/31
					2012		2011		2010		2009		2008
Per Share Operating Performance
Net asset value,
beginning of period		$24.41			$22.50		$21.76		$17.12		$15.53		$29.08
Investment operations:
Net investment
income (loss)(a)		.10			(.07	)	(.07	)	(.08	)	(.02	)	(.10	)
Net realized and
unrealized gain (loss)		3.59			2.05		.81		4.73		2.79		(11.15	)
Total from investment
operations		3.69			1.98		.74		4.65		2.77		(11.25	)
Distributions to
shareholders from:
Net investment income		—			—		—		(.01	)	(.05	)	(.81	)
Net realized gain		(1.05	)		(.07	)	—		—		(1.13	)	(1.49	)
Total distributions		(1.05	)		(.07	)	—		(.01	)	(1.18	)	(2.30	)
Net asset value,
end of period		$27.05			$24.41		$22.50		$21.76		$17.12		$15.53
Total Return(b)		15.67	%(c)		8.85	%	3.40	%	27.18	%	20.39	%	(41.72	)%
Ratios to Average Net Assets:*
Expenses, excluding
expense reductions
and including
expenses assumed and
management fee waived		.25	%(c)		.50	%	.50	%	.50	%	.50	%	.50	%
Expenses, including
expense reductions,
expenses assumed and
management fee waived		.25	%(c)		.50	%	.50	%	.50	%	.50	%	.49	%
Expenses, excluding
expense reductions,
expenses assumed and
management fee waived		.40	%(c)		.82	%	.82	%	.84	%	1.01	%	.95	%
Net investment income (loss)		.39	%(c)		(.30	)%	(.31	)%	(.39	)%	(.15	)%	(.51	)%
Supplemental Data:
Net assets,
end of period (000)		$28,830			$29,663		$26,924		$22,941		$6,979		$3,949
Portfolio turnover rate		3.59	%(c)		3.84	%	6.78	%	1.16	%	7.18	%	7.64	%

*	Does not include expenses of the Underlying Funds in which the Fund invests.
(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 59

Financial Highlights
FUNDAMENTAL EQUITY FUND

	Class A Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$13.08			$12.51			$11.89			$9.99			$8.85			$13.69
Investment operations:
Net investment income(a)			.05			.09			.02			.04			.03			.07
Net realized and
unrealized gain (loss)			2.27			.77			.64			1.86			1.17			(3.89	)
Total from investment
operations			2.32			.86			.66			1.90			1.20			(3.82	)
Distributions to
shareholders from:
Net investment income			(.09	)		(.02	)		(.04	)		—	(b)		(.06	)		(.08	)
Net realized gain			(.15	)		(.27	)		—			—			—			(.94	)
Total distributions			(.24	)		(.29	)		(.04	)		—	(b)		(.06	)		(1.02	)
Net asset value,
end of period			$15.16			$13.08			$12.51			$11.89			$9.99			$8.85
Total Return(c)			18.10	%(d)		7.17	%		5.53	%		19.06	%		13.84	%		(29.89	)%
Ratios to Average Net Assets:
Expenses, including
expense reductions			.53	%(d)		1.09	%		1.09	%		1.12	%		1.19	%		1.12	%
Expenses, excluding
expense reductions			.53	%(d)		1.09	%		1.09	%		1.12	%		1.19	%		1.12	%
Net investment income			.34	%(d)		.68	%		.16	%		.38	%		.28	%		.58	%
Supplemental Data:
Net assets,
end of period (000)		$	2,706,596		$	2,439,466			$2,379,453			$1,850,569			$1,656,209		$	1,512,312
Portfolio turnover rate			37.46	%(d)		83.80	%(e)		55.07	%		80.98	%		88.13	%		85.13	%

(a)	Calculated using average shares outstanding during the period.
(b)	Amount is less than $.01.
(c)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(d)	Not annualized.
(e)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Large Cap Value Fund on June 15, 2012.

60 See Notes to Financial Statements.

Financial Highlights (continued)
FUNDAMENTAL EQUITY FUND

	Class B Shares
	Six MonthsEnded4/30/2013(unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$12.36			$11.89			$11.35			$9.58			$8.48			$13.16
Investment operations:
Net investment
income (loss)(a)			—	(b)		.01			(.06	)		(.03	)		(.03	)		(.01	)
Net realized and
unrealized gain (loss)			2.17			.73			.60			1.80			1.13			(3.73	)
Total from investment
operations			2.17			.74			.54			1.77			1.10			(3.74	)
Distributions to
shareholders from:
Net realized gain			(.15	)		(.27	)		—			—			—			(.94	)
Total distributions			(.15	)		(.27	)		—			—			—			(.94	)
Net asset value,
end of period			$14.38			$12.36			$11.89			$11.35			$9.58			$8.48
Total Return(c)			17.79	%(d)		6.47	%		4.76	%		18.48	%		12.97	%		(30.35	)%
Ratios to Average Net Assets:
Expenses, including
expense reductions			.85	%(d)		1.74	%		1.73	%		1.77	%		1.84	%		1.77	%
Expenses, excluding
expense reductions			.85	%(d)		1.74	%		1.73	%		1.77	%		1.84	%		1.77	%
Net investment income (loss)			.03	%(d)		.04	%		(.49	)%		(.29	)%		(.35	)%		(.07	)%
Supplemental Data:
Net assets,
end of period (000)		$	66,741		$	76,533		$	114,980		$	149,531		$	161,233		$	169,131
Portfolio turnover rate			37.46	%(d)		83.80	%(e)		55.07	%		80.98	%		88.13	%		85.13	%

(a)	Calculated using average shares outstanding during the period.
(b)	Amount is less than $.01.
(c)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(d)	Not annualized.
(e)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Large Cap Value Fund on June 15, 2012.

See Notes to Financial Statements. 61

Financial Highlights (continued)FUNDAMENTAL EQUITY FUND

	Class C Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$12.31			$11.85			$11.30			$9.55			$8.45			$13.11
Investment operations:
Net investment
income (loss)(a)			—	(b)		—	(b)		(.06	)		(.03	)		(.03	)		(.01	)
Net realized and
unrealized gain (loss)			2.16			.73			.61			1.78			1.13			(3.71	)
Total from investment
operations			2.16			.73			.55			1.75			1.10			(3.72	)
Distributions to
shareholders from:
Net investment income			(.01	)		—			—			—			—			—	(b)
Net realized gain			(.15	)		(.27	)		—			—			—			(.94	)
Total distributions			(.16	)		(.27	)		—			—			—			(.94	)
Net asset value,
end of period			$14.31			$12.31			$11.85			$11.30			$9.55			$  8.45
Total Return(c)			17.79	%(d)		6.41	%		4.87	%		18.32	%		13.02	%		(30.31	)%
Ratios to Average Net Assets:
Expenses, including
expense reductions			.85	%(d)		1.74	%		1.73	%		1.77	%		1.84	%		1.77	%
Expenses, excluding
expense reductions			.85	%(d)		1.74	%		1.73	%		1.77	%		1.84	%		1.77	%
Net investment income (loss)			.02	%(d)		.03	%		(.49	)%		(.26	)%		(.37	)%		(.07	)%
Supplemental Data:
Net assets,
end of period (000)		$	879,950		$	802,053		$	817,590		$	603,639		$	485,484		$	419,157
Portfolio turnover rate			37.46	%(d)		83.80	%(e)		55.07	%		80.98	%		88.13	%		85.13	%

(a)	Calculated using average shares outstanding during the period.
(b)	Amount is less than $.01.
(c)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(d)	Not annualized.
(e)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Large Cap Value Fund on June 15, 2012.

62 See Notes to Financial Statements.

Financial Highlights (continued)
FUNDAMENTAL EQUITY FUND

	Class F Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$13.03			$12.47			$11.86			$9.96			$8.85			$13.70
Investment operations:
Net investment income(a)			.06			.12			.05			.09			.03			.08
Net realized and
unrealized gain (loss)			2.27			.76			.63			1.84			1.18			(3.87	)
Total from investment
operations			2.33			.88			.68			1.93			1.21			(3.79	)
Distributions to
shareholders from:
Net investment income			(.12	)		(.05	)		(.07	)		(.03	)		(.10	)		(.12	)
Net realized gain			(.15	)		(.27	)		—			—			—			(.94	)
Total distributions			(.27	)		(.32	)		(.07	)		(.03	)		(.10	)		(1.06	)
Net asset value,
end of period			$15.09			$13.03			$12.47			$11.86			$9.96			$  8.85
Total Return(b)			18.32	%(c)		7.40	%		5.75	%		19.42	%		14.03	%		(29.70	)%
Ratios to Average Net Assets:
Expenses, including
expense reductions			.41	%(c)		.84	%		.84	%		.86	%		.93	%		.87	%
Expenses, excluding
expense reductions			.41	%(c)		.84	%		.84	%		.86	%		.93	%		.88	%
Net investment income			.46	%(c)		.93	%		.41	%		.77	%		.29	%		.77	%
Supplemental Data:
Net assets,
end of period (000)		$	644,266		$	598,688		$	642,636		$	282,018		$	73,742		$	8,995
Portfolio turnover rate			37.46	%(c)		83.80	%(d)		55.07	%		80.98	%		88.13	%		85.13	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.
(d)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Large Cap Value Fund on June 15, 2012.

See Notes to Financial Statements. 63

Financial Highlights (continued)FUNDAMENTAL EQUITY FUND

	Class I Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$13.15			$12.59			$11.96			$10.04			$8.92			$13.79
Investment operations:
Net investment income(a)			.07			.13			.07			.08			.05			.11
Net realized and
unrealized gain (loss)			2.30			.76			.64			1.88			1.17			(3.92	)
Total from investment
operations			2.37			.89			.71			1.96			1.22			(3.81	)
Distributions to
shareholders from:
Net investment income			(.14	)		(.06	)		(.08	)		(.04	)		(.10	)		(.12	)
Net realized gain			(.15	)		(.27	)		—			—			—			(.94	)
Total distributions			(.29	)		(.33	)		(.08	)		(.04	)		(.10	)		(1.06	)
Net asset value,
end of period			$15.23			$13.15			$12.59			$11.96			$10.04			$  8.92
Total Return(b)			18.44	%(c)		7.43	%		5.94	%		19.54	%		14.11	%		(29.62	)%
Ratios to Average Net Assets:
Expenses, including
expense reductions			.36	%(c)		.74	%		.74	%		.77	%		.84	%		.77	%
Expenses, excluding
expense reductions			.36	%(c)		.74	%		.74	%		.77	%		.84	%		.77	%
Net investment income			.51	%(c)		1.00	%		.52	%		.75	%		.58	%		.92	%
Supplemental Data:
Net assets,
end of period (000)		$	460,282		$	394,842		$	245,329		$	162,114		$	98,570		$	54,483
Portfolio turnover rate			37.46	%(c)		83.80	%(d)		55.07	%		80.98	%		88.13	%		85.13	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.
(d)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Large Cap Value Fund on June 15, 2012.

64 See Notes to Financial Statements.

Financial Highlights (continued)
FUNDAMENTAL EQUITY FUND

	Class P Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$12.92			$12.36			$11.75			$9.87			$8.75			$13.55
Investment operations:
Net investment income(a)			.04			.07			.01			.03			.01			.06
Net realized and
unrealized gain (loss)			2.26			.77			.62			1.85			1.16			(3.85	)
Total from investment
operations			2.30			.84			.63			1.88			1.17			(3.79	)
Distributions to
shareholders from:
Net investment income			(.07	)		(.01	)		(.02	)		—			(.05	)		(.07	)
Net realized gain			(.15	)		(.27	)		—			—			—			(.94	)
Total distributions			(.22	)		(.28	)		(.02	)		—			(.05	)		(1.01	)
Net asset value,
end of period			$15.00			$12.92			$12.36			$11.75			$9.87			$  8.75
Total Return(b)			18.16	%(c)		7.03	%		5.40	%		19.05	%		13.59	%		(29.98	)%
Ratios to Average Net Assets:
Expenses, including
expense reductions			.58	%(c)		1.19	%		1.19	%		1.22	%		1.29	%		1.22	%
Expenses, excluding
expense reductions			.58	%(c)		1.19	%		1.19	%		1.22	%		1.29	%		1.22	%
Net investment income			.29	%(c)		.58	%		.05	%		.28	%		.17	%		.49	%
Supplemental Data:
Net assets,
end of period (000)		$	27,325		$	27,937		$	31,223		$	30,598		$	29,361		$	24,711
Portfolio turnover rate			37.46	%(c)		83.80	%(d)		55.07	%		80.98	%		88.13	%		85.13	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.
(d)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Large Cap Value Fund on June 15, 2012.

See Notes to Financial Statements. 65

Financial Highlights (continued)

FUNDAMENTAL EQUITY FUND

	Class R2 Shares
	Six Months Ended 4/30/2013 (unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period		$12.87			$12.33			$11.75			$  9.89			$8.82			$13.69
Investment operations:
Net investment income (loss)(a)		.03			.05			(.01	)		.04			(.01	)		.05
Net realized and unrealized gain (loss)		2.25			.77			.63			1.82			1.17			(3.88	)
Total from investment operations		2.28			.82			.62			1.86			1.16			(3.83	)
Distributions to shareholders from:
Net investment income		(.06	)		(.01	)		(.04	)		—	(b)		(.09	)		(.10	)
Net realized gain		(.15	)		(.27	)		—			—			—			(.94	)
Total distributions		(.21	)		(.28	)		(.04	)		—	(b)		(.09	)		(1.04	)
Net asset value, end of period		$14.94			$12.87			$12.33			$11.75			$9.89			$  8.82
Total Return(c)		18.00	%(d)		6.87	%		5.27	%		18.81	%		13.44	%		(29.98	)%
Ratios to Average Net Assets:
Expenses, including expense reductions		.66	%(d)		1.34	%		1.34	%		1.36	%		1.42	%		1.30	%
Expenses, excluding expense reductions		.66	%(d)		1.34	%		1.34	%		1.36	%		1.42	%		1.31	%
Net investment income (loss)		.22	%(d)		.43	%		(.11	)%		.36	%		(.14	)%		.47	%
Supplemental Data:
Net assets, end of period (000)		$23,212			$22,335			$19,997			$4,444			$1,187			$319
Portfolio turnover rate		37.46	%(d)		83.80	%(e)		55.07	%		80.98	%		88.13	%		85.13	%

(a)	Calculated using average shares outstanding during the period.
(b)	Amount is less than $.01.
(c)	Total return assumes the reinvestment of all distributions.
(d)	Not annualized.
(e)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Large Cap Value Fund on June 15, 2012.

66 See Notes to Financial Statements.

Financial Highlights (concluded)

FUNDAMENTAL EQUITY FUND

	Class R3 Shares
	Six Months Ended 4/30/2013 (unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period		$12.94			$12.40			$11.80			$  9.92			$8.82			$13.69
Investment operations:
Net investment income(a)		.04			.06			—	(b)		.03			—	(b)		.04
Net realized and unrealized gain (loss)		2.25			.77			.63			1.85			1.17			(3.86	)
Total from investment operations		2.29			.83			.63			1.88			1.17			(3.82	)
Distributions to shareholders from:
Net investment income		(.07	)		(.02	)		(.03	)		—	(b)		(.07	)		(.11	)
Net realized gain		(.15	)		(.27	)		—			—			—			(.94	)
Total distributions		(.22	)		(.29	)		(.03	)		—	(b)		(.07	)		(1.05	)
Net asset value, end of period		$15.01			$12.94			$12.40			$11.80			$9.92			$  8.82
Total Return(c)		18.06	%(d)		6.95	%		5.36	%		18.96	%		13.55	%		(29.96	)%
Ratios to Average Net Assets:
Expenses, including expense reductions		.61	%(d)		1.24	%		1.24	%		1.26	%		1.33	%		1.26	%
Expenses, excluding expense reductions		.61	%(d)		1.24	%		1.24	%		1.26	%		1.33	%		1.26	%
Net investment income		.26	%(d)		.51	%		.01	%		.30	%		.05	%		.37	%
Supplemental Data:
Net assets, end of period (000)		$302,747			$270,290			$180,795			$67,814			$28,510			$14,303
Portfolio turnover rate		37.46	%(d)		83.80	%(e)		55.07	%		80.98	%		88.13	%		85.13	%

(a)	Calculated using average shares outstanding during the period.
(b)	Amount is less than $.01.
(c)	Total return assumes the reinvestment of all distributions.
(d)	Not annualized.
(e)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Large Cap Value Fund on June 15, 2012.

See Notes to Financial Statements. 67

Financial Highlights

GROWTH LEADERS FUND

	Class A Shares
	Six Months Ended 4/30/2013 (unaudited)			Year Ended 10/31/2012			6/24/2011(a) to 10/31/2011
Per Share Operating Performance
Net asset value, beginning of period		$15.15			$14.50			$15.00
Investment operations:
Net investment income (loss)(b)		.01			(.01	)		(.01	)
Net realized and unrealized gain (loss)		2.32			.66			(.49	)
Total from investment operations		2.33			.65			(.50	)
Distributions to shareholders from:
Net investment income		(.04	)		—			—
Net asset value, end of period		$17.44			$15.15			$14.50
Total Return(c)		15.45	%(d)		4.48	%		(3.33	)%(d)
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed		.42	%(d)		.85	%		.84	%(e)
Expenses, including expense reductions, management fee waived and expenses reimbursed		.42	%(d)		.85	%		.84	%(e)
Expenses, excluding expense reductions, management fee waived and expenses reimbursed		.81	%(d)		1.55	%		3.04	%(e)
Net investment income (loss)		.06	%(d)		(.06	)%		(.23	)%(e)
Supplemental Data:
Net assets, end of period (000)		$95,347			$15,372			$7,882
Portfolio turnover rate		193.49	%(d)(f)		683.50	%		208.96	%

(a)	Commencement of operations was 6/24/2011, SEC effective date was 6/15/2011 and date shares first became available to the public was 7/1/2011.
(b)	Calculated using average shares outstanding during the period.
(c)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(d)	Not annualized.
(e)	Annualized.
(f)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Stock Appreciation Fund on March 22, 2013.

68 See Notes to Financial Statements.

Financial Highlights (continued)

GROWTH LEADERS FUND

	Class B Shares
	2/11/2013(a) to 4/30/2013 (unaudited)
Per Share Operating Performance
Net asset value, beginning of period		$16.56
Investment operations:
Net investment loss(b)		(.03	)
Net realized and unrealized gain		.88
Total from investment operations		.85
Net asset value, end of period		$17.41
Total Return(c)		5.13	%(d)
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed		.32	%(d)
Expenses, including expense reductions, management fee waived and expenses reimbursed		.32	%(d)
Expenses, excluding expense reductions, management fee waived and expenses reimbursed		.38	%(d)
Net investment loss		(.17	)%(d)
Supplemental Data:
Net assets, end of period (000)		$7,583
Portfolio turnover rate		193.49	%(d)(e)

(a)	Commencement of operations was 2/11/2013, SEC effective date was 11/28/2012.
(b)	Calculated using average shares outstanding during the period.
(c)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(d)	Not annualized.
(e)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Stock Appreciation Fund on March 22, 2013.

See Notes to Financial Statements. 69

Financial Highlights (continued)

GROWTH LEADERS FUND

	Class C Shares
	Six Months Ended 4/30/2013 (unaudited)			Year Ended 10/31/2012			6/24/2011(a) to 10/31/2011
Per Share Operating Performance
Net asset value, beginning of period		$15.02			$14.47			$15.00
Investment operations:
Net investment loss(b)		(.05	)		(.11	)		(.05	)
Net realized and unrealized gain (loss)		2.31			.66			(.48	)
Total from investment operations		2.26			.55			(.53	)
Distributions to shareholders from:
Net investment income		(.03	)		—			—
Net asset value, end of period		$17.25			$15.02			$14.47
Total Return(c)		15.02	%(d)		3.80	%		(3.53	)%(d)
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed		.73	%(d)		1.49	%		1.47	%(e)
Expenses, including expense reductions, management fee waived and expenses reimbursed		.73	%(d)		1.49	%		1.47	%(e)
Expenses, excluding expense reductions, management fee waived and expenses reimbursed		.99	%(d)		2.15	%		2.78	%(e)
Net investment loss		(.30	)%(d)		(.70	)%		(.91	)%(e)
Supplemental Data:
Net assets, end of period (000)		$28,593			$1,898			$175
Portfolio turnover rate		193.49	%(d)(f)		683.50	%		208.96	%

(a)	Commencement of operations was 6/24/2011, SEC effective date was 6/15/2011 and date shares first became available to the public was 7/1/2011.
(b)	Calculated using average shares outstanding during the period.
(c)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(d)	Not annualized.
(e)	Annualized.
(f)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Stock Appreciation Fund on March 22, 2013.

70 See Notes to Financial Statements.

Financial Highlights (continued)

GROWTH LEADERS FUND

	Class F Shares
	Six MonthsEnded4/30/2013(unaudited)			Year Ended10/31/2012			6/24/2011(a)to10/31/2011
Per Share Operating Performance
Net asset value, beginning of period		$15.18			$14.51			$15.00
Investment operations:
Net investment income(b)		.05			.03			—	(c)
Net realized and unrealized gain (loss)		2.31			.65			(.49	)
Total from investment operations		2.36			.68			(.49	)
Distributions to shareholders from:
Net investment income		(.08	)		(.01	)		—
Net asset value, end of period		$17.46			$15.18			$14.51
Total Return(d)		15.62	%(e)		4.69	%		(3.27	)%(e)
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed		.30	%(e)		.60	%		.59	%(f)
Expenses, including expense reductions, management fee waived and expenses reimbursed		.30	%(e)		.60	%		.59	%(f)
Expenses, excluding expense reductions, management fee waived and expenses reimbursed		.79	%(e)		1.33	%		1.95	%(f)
Net investment income		.29	%(e)		.21	%		.08	%(f)
Supplemental Data:
Net assets, end of period (000)		$8,703			$3,797			$5,993
Portfolio turnover rate		193.49	%(e)(g)		683.50	%		208.96	%

(a)	Commencement of operations was 6/24/2011, SEC effective date was 6/15/2011 and date shares first became available to the public was 7/1/2011.
(b)	Calculated using average shares outstanding during the period.
(c)	Amount is less than $.01.
(d)	Total return assumes the reinvestment of all distributions.
(e)	Not annualized.
(f)	Annualized.
(g)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Stock Appreciation Fund on March 22, 2013.

See Notes to Financial Statements. 71

Financial Highlights (continued)

GROWTH LEADERS FUND

	Class I Shares
	Six MonthsEnded4/30/2013(unaudited)			Year Ended10/31/2012			6/24/2011(a)to10/31/2011
Per Share Operating Performance
Net asset value, beginning of period		$15.20			$14.51			$15.00
Investment operations:
Net investment income(b)		.04			.04			.01
Net realized and unrealized gain (loss)		2.32			.67			(.50	)
Total from investment operations		2.36			.71			(.49	)
Distributions to shareholders from:
Net investment income		(.09	)		(.02	)		—
Net asset value, end of period		$17.47			$15.20			$14.51
Total Return(c)		15.65	%(d)		4.87	%		(3.27	)%(d)
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed		.25	%(d)		.50	%		.49	%(e)
Expenses, including expense reductions, management fee waived and expenses reimbursed		.25	%(d)		.50	%		.49	%(e)
Expenses, excluding expense reductions, management fee waived and expenses reimbursed		.56	%(d)		1.22	%		2.20	%(e)
Net investment income		.25	%(d)		.29	%		.17	%(e)
Supplemental Data:
Net assets, end of period (000)		$29,567			$2,697			$1,952
Portfolio turnover rate		193.49	%(d)(f)		683.50	%		208.96	%

(a)	Commencement of operations was 6/24/2011, SEC effective date was 6/15/2011 and date shares first became available to the public was 7/1/2011.
(b)	Calculated using average shares outstanding during the period.
(c)	Total return assumes the reinvestment of all distributions.
(d)	Not annualized.
(e)	Annualized.
(f)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Stock Appreciation Fund on March 22, 2013.

72 See Notes to Financial Statements.

Financial Highlights (continued)

GROWTH LEADERS FUND

	Class R2 Shares
	Six MonthsEnded4/30/2013(unaudited)			Year Ended10/31/2012			6/24/2011(a)to10/31/2011
Per Share Operating Performance
Net asset value, beginning of period		$15.19			$14.49			$15.00
Investment operations:
Net investment income (loss)(b)		.06			.05			(.03	)
Net realized and unrealized gain (loss)		2.31			.65			(.48	)
Total from investment operations		2.37			.70			(.51	)
Distributions to shareholders from:
Net investment income		(.03	)		—			—
Net asset value, end of period		$17.53			$15.19			$14.49
Total Return(c)		15.64	%(d)		4.83	%		(3.40	)%(d)
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed		.24	%(d)		.48	%		1.06	%(e)
Expenses, including expense reductions, management fee waived and expenses reimbursed		.24	%(d)		.48	%		1.06	%(e)
Expenses, excluding expense reductions, management fee waived and expenses reimbursed		.75	%(d)		1.22	%		5.05	%(e)
Net investment income (loss)		.35	%(d)		.31	%		(.49	)%(e)
Supplemental Data:
Net assets, end of period (000)		$23			$10			$10
Portfolio turnover rate		193.49	%(d)(f)		683.50	%		208.96	%

(a)	Commencement of operations was 6/24/2011, SEC effective date was 6/15/2011 and date shares first became available to the public was 7/1/2011.
(b)	Calculated using average shares outstanding during the period.
(c)	Total return assumes the reinvestment of all distributions.
(d)	Not annualized.
(e)	Annualized.
(f)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Stock Appreciation Fund on March 22, 2013.

See Notes to Financial Statements. 73

Financial Highlights (concluded)

GROWTH LEADERS FUND

	Class R3 Shares
	Six MonthsEnded4/30/2013(unaudited)			Year Ended10/31/2012			6/24/2011(a)to10/31/2011
Per Share Operating Performance
Net asset value, beginning of period		$15.16			$14.49			$15.00
Investment operations:
Net investment income (loss)(b)		(.02	)		.01			(.02	)
Net realized and unrealized gain (loss)		2.35			.66			(.49	)
Total from investment operations		2.33			.67			(.51	)
Distributions to shareholders from:
Net investment income		(.03	)		—			—
Net asset value, end of period		$17.46			$15.16			$14.49
Total Return(c)		15.41	%(d)		4.62	%		(3.40	)%(d)
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed		.49	%(d)		.72	%		.97	%(e)
Expenses, including expense reductions, management fee waived and expenses reimbursed		.49	%(d)		.72	%		.97	%(e)
Expenses, excluding expense reductions, management fee waived and expenses reimbursed		.62	%(d)		1.42	%		4.96	%(e)
Net investment income (loss)		(.13	)%(d)		.08	%		(.40	)%(e)
Supplemental Data:
Net assets, end of period (000)		$6,312			$11			$10
Portfolio turnover rate		193.49	%(d)(f)		683.50	%		208.96	%

(a)	Commencement of operations was 6/24/2011, SEC effective date was 6/15/2011 and date shares first became available to the public was 7/1/2011.
(b)	Calculated using average shares outstanding during the period.
(c)	Total return assumes the reinvestment of all distributions.
(d)	Not annualized.
(e)	Annualized.
(f)	Excludes purchases and sales of securities in connection with the acquisition of Lord Abbett Stock Appreciation Fund on March 22, 2013.

74 See Notes to Financial Statements.

Financial Highlights

INTERNATIONAL CORE EQUITY FUND

	Class A Shares
	Six MonthsEnded4/30/2012(unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period			$11.43			$11.25			$12.12			$11.20			$ 8.68			$18.34
Investment operations:
Net investment income(a)			.07			.28			.20			.12			.08			.23
Net realized and unrealized gain (loss)			1.58			.12			(.94	)		.88			2.66			(8.23	)
Total from investment operations			1.65			.40			(.74	)		1.00			2.74			(8.00	)
Distributions to shareholders from:
Net investment income			(.26	)		(.22	)		(.13	)		(.08	)		(.22	)		(.13	)
Net realized gain			—			—			—			—			—			(1.53	)
Total distributions			(.26	)		(.22	)		(.13	)		(.08	)		(.22	)		(1.66	)
Net asset value, end of period			$12.82			$11.43			$11.25			$12.12			$11.20			$ 8.68
Total Return(b)			14.61	%(c)		3.81	%		(6.16	)%		8.95	%		32.32	%		(47.48	)%
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed			.55	%(c)		1.12	%		1.12	%		1.18	%		1.55	%		1.43	%
Expenses, including expense reductions, management fee waived and expenses reimbursed			.55	%(c)		1.12	%		1.12	%		1.18	%		1.55	%		1.42	%
Expenses, excluding expense reductions, management fee waived and expenses reimbursed			.71	%(c)		1.47	%		1.42	%		1.44	%		1.55	%		1.43	%
Net investment income			.61	%(c)		2.53	%		1.64	%		1.05	%		.92	%		1.68	%
Supplemental Data:
Net assets, end of period (000)		$	412,910		$	383,244		$	439,938		$	542,452		$	574,731		$	527,567
Portfolio turnover rate			42.72	%(c)		81.50	%		83.78	%		98.73	%		132.22	%		125.37	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 75

Financial Highlights (continued)

INTERNATIONAL CORE EQUITY FUND

	Class B Shares
	Six MonthsEnded4/30/2012(unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period			$11.26			$11.06			$11.91			$11.02			$8.50			$18.00
Investment operations:
Net investment income(a)			.03			.21			.12			.04			.02			.14
Net realized and unrealized gain (loss)			1.57			.12			(.92	)		.87			2.62			(8.07	)
Total from investment operations			1.60			.33			(.80	)		.91			2.64			(7.93	)
Distributions to shareholders from:
Net investment income			(.19	)		(.13	)		(.05	)		(.02	)		(.12	)		(.04	)
Net realized gain			—			—			—			—			—			(1.53	)
Total distributions			(.19	)		(.13	)		(.05	)		(.02	)		(.12	)		(1.57	)
Net asset value, end of period			$12.67			$11.26			$11.06			$11.91			$11.02			$8.50
Total Return(b)			14.25	%(c)		3.13	%		(6.75	)%		8.23	%		31.46	%		(47.80	)%
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed			.88	%(c)		1.77	%		1.77	%		1.84	%		2.20	%		2.08	%
Expenses, including expense reductions, management fee waived and expenses reimbursed			.88	%(c)		1.77	%		1.77	%		1.84	%		2.20	%		2.08	%
Expenses, excluding expense reductions, management fee waived and expenses reimbursed			1.03	%(c)		2.12	%		2.06	%		2.09	%		2.20	%		2.08	%
Net investment income			.25	%(c)		1.91	%		.96	%		.40	%		.27	%		1.02	%
Supplemental Data:
Net assets, end of period (000)		$	18,603		$	20,125		$	27,896		$	39,255		$	43,492		$	39,604
Portfolio turnover rate			42.72	%(c)		81.50	%		83.78	%		98.73	%		132.22	%		125.37	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(c)	Not annualized.

76 See Notes to Financial Statements.

Financial Highlights (continued)

INTERNATIONAL CORE EQUITY FUND

	Class C Shares
	Six Months Ended 4/30/2012 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$11.27			$11.08			$11.93			$11.04			$  8.50			$18.00
Investment operations:
Net investment income(a)			.03			.21			.12			.04			.03			.14
Net realized and
unrealized gain (loss)			1.57			.12			(.92	)		.87			2.62			(8.07	)
Total from investment
operations			1.60			.33			(.80	)		.91			2.65			(7.93	)
Distributions to
shareholders from:
Net investment income			(.20	)		(.14	)		(.05	)		(.02	)		(.11	)		(.04	)
Net realized gain			—			—			—			—			—			(1.53	)
Total distributions			(.20	)		(.14	)		(.05	)		(.02	)		(.11	)		(1.57	)
Net asset value,
end of period			$12.67			$11.27			$11.08			$11.93			$11.04			$  8.50
Total Return(b)			14.33	%(c)		3.11	%		(6.73	)%		8.21	%		31.52	%		(47.82	)%
Ratios to Average Net Assets:
Expenses, excluding
expense reductions
and including
management fee waived
and expenses reimbursed			.87	%(c)		1.75	%		1.74	%		1.84	%		2.20	%		2.08	%
Expenses, including
expense reductions,
management fee waived
and expenses reimbursed			.87	%(c)		1.75	%		1.74	%		1.84	%		2.20	%		2.08	%
Expenses, excluding
expense reductions,
management fee waived
and expenses reimbursed			1.02	%(c)		2.10	%		2.03	%		2.09	%		2.20	%		2.08	%
Net investment income			.28	%(c)		1.91	%		1.01	%		.38	%		.28	%		1.01	%
Supplemental Data:
Net assets,
end of period (000)		$	55,206		$	54,056		$	68,316		$	91,550		$	105,557		$	95,496
Portfolio turnover rate			42.72	%(c)		81.50	%		83.78	%		98.73	%		132.22	%		125.37	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 77

Financial Highlights (continued)

INTERNATIONAL CORE EQUITY FUND

	Class F Shares
	Six Months Ended 4/30/2012 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$11.36			$11.20			$12.08			$11.16			$  8.68			$18.34
Investment operations:
Net investment income(a)			.06			.30			.24			.16			.16			.24
Net realized and
unrealized gain (loss)			1.60			.12			(.95	)		.86			2.59			(8.19	)
Total from investment
operations			1.66			.42			(.71	)		1.02			2.75			(7.95	)
Distributions to
shareholders from:
Net investment income			(.29	)		(.26	)		(.17	)		(.10	)		(.27	)		(.18	)
Net realized gain			—			—			—			—			—			(1.53	)
Total distributions			(.29	)		(.26	)		(.17	)		(.10	)		(.27	)		(1.71	)
Net asset value,
end of period			$12.73			$11.36			$11.20			$12.08			$11.16			$  8.68
Total Return(b)			14.80	%(c)		4.02	%		(5.98	)%		9.25	%		32.76	%		(47.37	)%
Ratios to Average Net Assets:
Expenses, excluding
expense reductions
and including
management fee waived
and expenses reimbursed			.43	%(c)		.87	%		.87	%		.90	%		1.27	%		1.26	%
Expenses, including
expense reductions,
management fee waived
and expenses reimbursed			.43	%(c)		.87	%		.87	%		.90	%		1.27	%		1.25	%
Expenses, excluding
expense reductions,
management fee waived
and expenses reimbursed			.59	%(c)		1.22	%		1.18	%		1.18	%		1.27	%		1.26	%
Net investment income			.51	%(c)		2.71	%		1.98	%		1.45	%		1.73	%		2.02	%
Supplemental Data:
Net assets,
end of period (000)		$131,516			$151,246			$80,747			$31,153			$9,009			$1,869
Portfolio turnover rate			42.72	%(c)		81.50	%		83.78	%		98.73	%		132.22	%		125.37	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

78 See Notes to Financial Statements.

Financial Highlights (continued)

INTERNATIONAL CORE EQUITY FUND

	Class I Shares
	Six Months Ended 4/30/2012 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$11.51			$11.34			$12.21			$11.28			$8.77			$18.49
Investment operations:
Net investment income(a)			.10			.27			.25			.15			.13			.29
Net realized and
unrealized gain (loss)			1.58			.17			(.95	)		.89			2.65			(8.30	)
Total from investment
operations			1.68			.44			(.70	)		1.04			2.78			(8.01	)
Distributions to
shareholders from:
Net investment income			(.30	)		(.27	)		(.17	)		(.11	)		(.27	)		(.18	)
Net realized gain			—			—			—			—			—			(1.53	)
Total distributions			(.30	)		(.27	)		(.17	)		(.11	)		(.27	)		(1.71	)
Net asset value,
end of period			$12.89			$11.51			$11.34			$12.21			$11.28			$8.77
Total Return(b)			14.76	%(c)		4.15	%		(5.78	)%		9.31	%		32.86	%		(47.30	)%
Ratios to Average Net Assets:
Expenses, excluding
expense reductions
and including
management fee waived
and expenses reimbursed			.38	%(c)		.77	%		.77	%		.82	%		1.19	%		1.07	%
Expenses, including
expense reductions,
management fee waived
and expenses reimbursed			.38	%(c)		.77	%		.77	%		.82	%		1.19	%		1.07	%
Expenses, excluding
expense reductions,
management fee waived
and expenses reimbursed			.54	%(c)		1.12	%		1.07	%		1.08	%		1.19	%		1.07	%
Net investment income			.81	%(c)		2.48	%		2.06	%		1.34	%		1.34	%		2.05	%
Supplemental Data:
Net assets,
end of period (000)		$	132,573		$	107,076		$	222,808		$	267,253		$	167,574		$	113,975
Portfolio turnover rate			42.72	%(c)		81.50	%		83.78	%		98.73	%		132.22	%		125.37	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 79

Financial Highlights (continued)

INTERNATIONAL CORE EQUITY FUND

	Class P Shares
	Six Months Ended 4/30/2012 (unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period		$11.39			$11.17			$12.04			$11.13			$8.63			$18.30
Investment operations:
Net investment income(a)		.07			.27			.10			.10			.07			.23
Net realized and
unrealized gain (loss)		1.58			.12			(.84	)		.88			2.64			(8.19	)
Total from investment
operations		1.65			.39			(.74	)		.98			2.71			(7.96	)
Distributions to
shareholders from:
Net investment income		(.24	)		(.17	)		(.13	)		(.07	)		(.21	)		(.18	)
Net realized gain		—			—			—			—			—			(1.53	)
Total distributions		(.24	)		(.17	)		(.13	)		(.07	)		(.21	)		(1.71	)
Net asset value,
end of period		$12.80			$11.39			$11.17			$12.04			$11.13			$8.63
Total Return(b)		14.60	%(c)		3.63	%		(6.23	)%		8.84	%		32.29	%		(47.56	)%
Ratios to Average Net Assets:
Expenses, excluding
expense reductions
and including
management fee waived
and expenses reimbursed		.61	%(c)		1.22	%		1.22	%		1.29	%		1.64	%		1.52	%
Expenses, including
expense reductions,
management fee waived
and expenses reimbursed		.61	%(c)		1.22	%		1.22	%		1.29	%		1.64	%		1.52	%
Expenses, excluding
expense reductions,
management fee waived
and expenses reimbursed		.76	%(c)		1.58	%		1.51	%		1.54	%		1.64	%		1.52	%
Net investment income		.55	%(c)		2.45	%		.83	%		.92	%		.78	%		1.68	%
Supplemental Data:
Net assets,
end of period (000)		$257			$282			$470			$1,765			$1,825			$1,135
Portfolio turnover rate		42.72	%(c)		81.50	%		83.78	%		98.73	%		132.22	%		125.37	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

80 See Notes to Financial Statements.

Financial Highlights (continued)

INTERNATIONAL CORE EQUITY FUND

	Class R2 Shares
	Six Months Ended 4/30/2012 (unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period		$11.41			$11.24			$12.14			$11.20			$8.69			$18.33
Investment operations:
Net investment income(a)		.06			.23			.18			.08			.12			.27
Net realized and
unrealized gain (loss)		1.57			.14			(.95	)		.91			2.65			(8.21	)
Total from investment
operations		1.63			.37			(.77	)		.99			2.77			(7.94	)
Distributions to
shareholders from:
Net investment income		(.25	)		(.20	)		(.13	)		(.05	)		(.26	)		(.17	)
Net realized gain		—			—			—			—			—			(1.53	)
Total distributions		(.25	)		(.20	)		(.13	)		(.05	)		(.26	)		(1.70	)
Net asset value,
end of period		$12.79			$11.41			$11.24			$12.14			$11.20			$8.69
Total Return(b)		14.44	%(c)		3.51	%		(6.38	)%		8.86	%		32.77	%		(47.24	)%
Ratios to Average Net Assets:
Expenses, excluding
expense reductions
and including
management fee waived
and expenses reimbursed		.68	%(c)		1.37	%		1.37	%		1.35	%		1.16	%		1.17	%
Expenses, including
expense reductions,
management fee waived
and expenses reimbursed		.68	%(c)		1.37	%		1.37	%		1.35	%		1.16	%		1.16	%
Expenses, excluding
expense reductions,
management fee waived
and expenses reimbursed		.83	%(c)		1.72	%		1.67	%		1.64	%		1.16	%		1.17	%
Net investment income		.52	%(c)		2.13	%		1.46	%		.73	%		1.33	%		1.92	%
Supplemental Data:
Net assets,
end of period (000)		$833			$568			$651			$570			$7			$5
Portfolio turnover rate		42.72	%(c)		81.50	%		83.78	%		98.73	%		132.22	%		125.37	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 81

Financial Highlights (concluded)

INTERNATIONAL CORE EQUITY FUND

	Class R3 Shares
	Six Months Ended 4/30/2012 (unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period		$11.28			$11.11			$12.00			$11.10			$8.65			$18.33
Investment operations:
Net investment income(a)		.06			.26			.19			.11			.06			.22
Net realized and
unrealized gain (loss)		1.56			.12			(.94	)		.87			2.64			(8.20	)
Total from investment
operations		1.62			.38			(.75	)		.98			2.70			(7.98	)
Distributions to
shareholders from:
Net investment income		(.26	)		(.21	)		(.14	)		(.08	)		(.25	)		(.17	)
Net realized gain		—			—			—			—			—			(1.53	)
Total distributions		(.26	)		(.21	)		(.14	)		(.08	)		(.25	)		(1.70	)
Net asset value,
end of period		$12.64			$11.28			$11.11			$12.00			$11.10			$8.65
Total Return(b)		14.56	%(c)		3.68	%		(6.35	)%		8.89	%		32.23	%		(47.55	)%
Ratios to Average Net Assets:
Expenses, excluding
expense reductions
and including
management fee waived
and expenses reimbursed		.63	%(c)		1.26	%		1.26	%		1.28	%		1.68	%		1.62	%
Expenses, including
expense reductions,
management fee waived
and expenses reimbursed		.63	%(c)		1.26	%		1.26	%		1.28	%		1.68	%		1.62	%
Expenses, excluding
expense reductions,
management fee waived
and expenses reimbursed		.78	%(c)		1.61	%		1.57	%		1.57	%		1.68	%		1.62	%
Net investment income		.54	%(c)		2.36	%		1.54	%		1.02	%		.65	%		1.79	%
Supplemental Data:
Net assets,
end of period (000)		$18,832			$17,275			$12,725			$10,418			$1,439			$523
Portfolio turnover rate		42.72	%(c)		81.50	%		83.78	%		98.73	%		132.22	%		125.37	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

82 See Notes to Financial Statements.

Financial Highlights

INTERNATIONAL DIVIDEND INCOME FUND

	Class A Shares
	Six Months Ended 4/30/2013 (unaudited)																6/28/2008(a) to 10/31/2008
					Year Ended 10/31
					2012			2011			2010			2009
Per Share Operating Performance
Net asset value, beginning of period			$7.80			$7.88			$8.64			$8.22			$6.29				$10.00
Investment operations:
Net investment income(b)			.09			.35			.42			.34			.28				.16
Net realized and unrealized gain (loss)			1.03			(.08	)		(.78	)		.42			1.90				(3.74	)
Total from investment operations			1.12			.27			(.36	)		.76			2.18				(3.58	)
Distributions to shareholders from:
Net investment income			(.06	)		(.35	)		(.40	)		(.34	)		(.25	)			(.13	)
Net asset value, end of period			$8.86			$7.80			$7.88			$8.64			$8.22				$  6.29
Total Return(c)			14.42	%(d)		3.60	%		(4.42	)%		9.58	%		35.88	%			(36.10	)%(d)
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed			.55	%(d)		1.12	%		1.12	%		1.14	%		1.35	%			.48	%(d)
Expenses, including expense reductions, management fee waived and expenses reimbursed			.55	%(d)		1.12	%		1.12	%		1.14	%		1.35	%			.48	%(d)
Expenses, excluding expense reductions, management fee waived and expenses reimbursed			.63	%(d)		1.36	%		1.43	%		1.46	%		1.63	%			.68	%(d)
Net investment income			1.07	%(d)		4.59	%		4.96	%		4.23	%		4.08	%			1.98	%(d)
Supplemental Data:
Net assets, end of period (000)		$824,996			$618,824			$278,975			$162,611			$52,935				$9,075
Portfolio turnover rate			34.20	%(d)		84.81	%		100.16	%		100.06	%		105.74	%			53.94	%

(a)	Commencement of operations was 6/23/2008, SEC effective date was 6/20/2008 and date shares first became available to the public was 6/30/2008.
(b)	Calculated using average shares outstanding during the period.
(c)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(d)	Not annualized.

See Notes to Financial Statements. 83

Financial Highlights (continued)

INTERNATIONAL DIVIDEND INCOME FUND

	Class C Shares
	Six Months Ended 4/30/2013 (unaudited)																6/28/2008(a) to 10/31/2008
					Year Ended 10/31
					2012			2011			2010			2009
Per Share Operating Performance
Net asset value, beginning of period			$7.75			$7.84			$8.60			$8.19			$6.28				$10.00
Investment operations:
Net investment income(b)			.06			.29			.36			.29			.21				.09
Net realized and unrealized gain (loss)			1.03			(.07	)		(.77	)		.41			1.92				(3.68	)
Total from investment operations			1.09			.22			(.41	)		.70			2.13				(3.59	)
Distributions to shareholders from:
Net investment income			(.04	)		(.31	)		(.35	)		(.29	)		(.22	)			(.13	)
Net asset value, end of period			$8.80			$7.75			$7.84			$8.60			$8.19				$6.28
Total Return(c)			14.06	%(d)		2.95	%		(5.03	)%		8.99	%		34.87	%			(36.22	)%(d)
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed			.87	%(d)		1.76	%		1.76	%		1.79	%		1.98	%			.68	%(d)
Expenses, including expense reductions, management fee waived and expenses reimbursed			.87	%(d)		1.76	%		1.76	%		1.79	%		1.98	%			.68	%(d)
Expenses, excluding expense reductions, management fee waived and expenses reimbursed			.95	%(d)		2.01	%		2.07	%		2.10	%		2.26	%			1.44	%(d)
Net investment income			.77	%(d)		3.88	%		4.29	%		3.61	%		2.93	%			1.23	%(d)
Supplemental Data:
Net assets, end of period (000)		$113,745			$74,664			$22,329			$13,561			$4,376				$177
Portfolio turnover rate			34.20	%(d)		84.81	%		100.16	%		100.06	%		105.74	%			53.94	%

(a)	Commencement of operations was 6/23/2008, SEC effective date was 6/20/2008 and date shares first became available to the public was 6/30/2008.
(b)	Calculated using average shares outstanding during the period.
(c)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(d)	Not annualized.

84 See Notes to Financial Statements.

Financial Highlights (continued)

INTERNATIONAL DIVIDEND INCOME FUND

	Class F Shares
	Six Months Ended 4/30/2013 (unaudited)																6/28/2008(a) to 10/31/2008
					Year Ended 10/31
					2012			2011			2010			2009
Per Share Operating Performance
Net asset value, beginning of period			$7.81			$7.89			$8.65			$8.23			$6.29				$10.00
Investment operations:
Net investment income(b)			.10			.37			.45			.39			.18				.15
Net realized and unrealized gain (loss)			1.04			(.08	)		(.79	)		.39			2.02				(3.72	)
Total from investment operations			1.14			.29			(.34	)		.78			2.20				(3.57	)
Distributions to shareholders from:
Net investment income			(.07	)		(.37	)		(.42	)		(.36	)		(.26	)			(.14	)
Net asset value, end of period			$8.88			$7.81			$7.89			$8.65			$8.23				$6.29
Total Return(c)			14.54	%(d)		3.83	%		(4.18	)%		9.95	%		36.13	%			(36.08	)%(d)
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed			.43	%(d)		.87	%		.87	%		.88	%		1.07	%			.35	%(d)
Expenses, including expense reductions, management fee waived and expenses reimbursed			.43	%(d)		.87	%		.87	%		.88	%		1.07	%			.35	%(d)
Expenses, excluding expense reductions, management fee waived and expenses reimbursed			.51	%(d)		1.11	%		1.18	%		1.21	%		1.39	%			1.53	%(d)
Net investment income			1.21	%(d)		4.79	%		5.27	%		4.78	%		2.32	%			1.91	%(d)
Supplemental Data:
Net assets, end of period (000)		$193,281			$128,360			$26,892			$12,745			$1,772				$28
Portfolio turnover rate			34.20	%(d)		84.81	%		100.16	%		100.06	%		105.74	%			53.94	%

(a)	Commencement of operations was 6/23/2008, SEC effective date was 6/20/2008 and date shares first became available to the public was 6/30/2008.
(b)	Calculated using average shares outstanding during the period.
(c)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(d)	Not annualized.

See Notes to Financial Statements. 85

Financial Highlights (continued)

INTERNATIONAL DIVIDEND INCOME FUND

	Class I Shares
	Six Months Ended 4/30/2013 (unaudited)																6/28/2008(a) to 10/31/2008
					Year Ended 10/31
					2012			2011			2010			2009
Per Share Operating Performance
Net asset value, beginning of period			$7.83			$7.91			$8.66			$8.24			$6.29				$10.00
Investment operations:
Net investment income(b)			.10			.38			.43			.37			.29				.19
Net realized and unrealized gain (loss)			1.03			(.09	)		(.75	)		.41			1.93				(3.76	)
Total from investment operations			1.13			.29			(.32	)		.78			2.22				(3.57	)
Distributions to shareholders from:
Net investment income			(.07	)		(.37	)		(.43	)		(.36	)		(.27	)			(.14	)
Net asset value, end of period			$8.89			$7.83			$7.91			$8.66			$8.24				$6.29
Total Return(c)			14.55	%(d)		3.91	%		(3.97	)%		10.03	%		36.38	%			(36.07	)%(d)
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed			.38	%(d)		.77	%		.77	%		.81	%		.99	%			.36	%(d)
Expenses, including expense reductions, management fee waived and expenses reimbursed			.38	%(d)		.77	%		.77	%		.81	%		.99	%			.36	%(d)
Expenses, excluding expense reductions, management fee waived and expenses reimbursed			.46	%(d)		1.01	%		1.09	%		1.10	%		1.28	%			.54	%(d)
Net investment income			1.22	%(d)		5.00	%		5.06	%		4.53	%		4.13	%			2.19	%(d)
Supplemental Data:
Net assets, end of period (000)		$1,106,464			$893,066			$559,879			$265,348			$225,668				$83,413
Portfolio turnover rate			34.20	%(d)		84.81	%		100.16	%		100.06	%		105.74	%			53.94	%

(a)	Commencement of operations was 6/23/2008, SEC effective date was 6/20/2008 and date shares first became available to the public was 6/30/2008.
(b)	Calculated using average shares outstanding during the period.
(c)	Total return assumes the reinvestment of all distributions.
(d)	Not annualized.

86 See Notes to Financial Statements.

Financial Highlights (continued)

INTERNATIONAL DIVIDEND INCOME FUND

	Class R2 Shares
	Six Months Ended 4/30/2013 (unaudited)																6/28/2008(a) to 10/31/2008
					Year Ended 10/31
					2012			2011			2010			2009
Per Share Operating Performance
Net asset value, beginning of period			$7.94			$8.03			$8.76			$8.29			$6.30				$10.00
Investment operations:
Net investment income(b)			.08			.33			.45			.37			.31				.18
Net realized and unrealized gain (loss)			1.05			(.08	)		(.79	)		.42			1.91				(3.76	)
Total from investment operations			1.13			.25			(.34	)		.79			2.22				(3.58	)
Distributions to shareholders from:
Net investment income			(.05	)		(.34	)		(.39	)		(.32	)		(.23	)			(.12	)
Net asset value, end of period			$9.02			$7.94			$8.03			$8.76			$8.29				$6.30
Total Return(c)			14.16	%(d)		3.32	%		(4.15	)%		9.96	%		36.26	%			(36.08	)%(d)
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed			.68	%(d)		1.34	%		.91	%		.84	%		.96	%			.50	%(d)
Expenses, including expense reductions, management fee waived and expenses reimbursed			.68	%(d)		1.34	%		.91	%		.84	%		.96	%			.50	%(d)
Expenses, excluding expense reductions, management fee waived and expenses reimbursed			.76	%(d)		1.60	%		1.22	%		1.13	%		1.27	%			2.87	%(d)
Net investment income			.95	%(d)		4.24	%		5.15	%		4.45	%		4.63	%			2.07	%(d)
Supplemental Data:
Net assets, end of period (000)		$660			$464			$16			$10			$9				$6
Portfolio turnover rate			34.20	%(d)		84.81	%		100.16	%		100.06	%		105.74	%			53.94	%

(a)	Commencement of operations was 6/23/2008, SEC effective date was 6/20/2008 and date shares first became available to the public was 6/30/2008.
(b)	Calculated using average shares outstanding during the period.
(c)	Total return assumes the reinvestment of all distributions.
(d)	Not annualized.

See Notes to Financial Statements. 87

Financial Highlights (concluded)

INTERNATIONAL DIVIDEND INCOME FUND

	Class R3 Shares
	Six Months Ended 4/30/2013 (unaudited)																6/28/2008(a) to 10/31/2008
					Year Ended 10/31
					2012			2011			2010			2009
Per Share Operating Performance
Net asset value, beginning of period			$7.86			$7.94			$8.71			$8.28			$6.30				$10.00
Investment operations:
Net investment income(b)			.08			.37			.41			.36			.31				.18
Net realized and unrealized gain (loss)			1.05			(.12	)		(.79	)		.40			1.91				(3.75	)
Total from investment operations			1.13			.25			(.38	)		.76			2.22				(3.57	)
Distributions to shareholders from:
Net investment income			(.05	)		(.33	)		(.39	)		(.33	)		(.24	)			(.13	)
Net asset value, end of period			$8.94			$7.86			$7.94			$8.71			$8.28				$6.30
Total Return(c)			14.35	%(d)		3.39	%		(4.61	)%		9.62	%		36.22	%			(36.06	)%(d)
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed			.63	%(d)		1.27	%		1.26	%		1.24	%		.96	%			.46	%(d)
Expenses, including expense reductions, management fee waived and expenses reimbursed			.63	%(d)		1.27	%		1.26	%		1.24	%		.96	%			.46	%(d)
Expenses, excluding expense reductions, management fee waived and expenses reimbursed			.71	%(d)		1.50	%		1.59	%		1.58	%		1.27	%			2.84	%(d)
Net investment income			.97	%(d)		4.80	%		4.80	%		4.40	%		4.62	%			2.10	%(d)
Supplemental Data:
Net assets, end of period (000)		$38,104			$33,065			$331			$111			$9				$6
Portfolio turnover rate			34.20	%(d)		84.81	%		100.16	%		100.06	%		105.74	%			53.94	%

(a)	Commencement of operations was 6/23/2008, SEC effective date was 6/20/2008 and date shares first became available to the public was 6/30/2008.
(b)	Calculated using average shares outstanding during the period.
(c)	Total return assumes the reinvestment of all distributions.
(d)	Not annualized.

88 See Notes to Financial Statements.

Financial Highlights

INTERNATIONAL OPPORTUNITIES FUND

	Class A Shares
	Six MonthsEnded4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period			$13.17			$12.00			$12.87			$10.70			$  7.29			$19.81
Investment operations:
Net investment income(a)			.03			.15			.10			.06			.04			.09
Net realized and unrealized gain (loss)			2.29			1.10			(.92	)		2.20			3.42			(10.36	)
Total from investment operations			2.32			1.25			(.82	)		2.26			3.46			(10.27	)
Distributions to shareholders from:
Net investment income			(.26	)		(.08	)		(.05	)		(.09	)		(.05	)		(.08	)
Net realized gain			—			—			—			—			—			(2.17	)
Total distributions			(.26	)		(.08	)		(.05	)		(.09	)		(.05	)		(2.25	)
Net asset value, end of period			$15.23			$13.17			$12.00			$12.87			$10.70			$  7.29
Total Return(b)			17.88	%(c)		10.59	%		(6.39	)%		21.21	%		47.94	%		(57.81	)%
Ratios to Average Net Assets:
Expenses, including expense reductions			.73	%(c)		1.52	%		1.49	%		1.54	%		1.77	%		1.60	%
Expenses, excluding expense reductions			.73	%(c)		1.52	%		1.49	%		1.54	%		1.77	%		1.61	%
Net investment income			.21	%(c)		1.20	%		.79	%		.54	%		.50	%		.65	%
Supplemental Data:
Net assets, end of period (000)		$	86,574		$	76,139		$	83,729		$	98,272		$	92,188		$	67,815
Portfolio turnover rate			50.90	%(c)		91.18	%		103.98	%		83.13	%		115.58	%		130.51	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 89

Financial Highlights (continued)

INTERNATIONAL OPPORTUNITIES FUND

	Class B Shares
	Six MonthsEnded 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period			$12.49			$11.36			$12.21			$10.17			$  6.92			$18.96
Investment operations:
Net investment income (loss)(a)			(.02	)		.06			.02			(.01	)		(.01	)		—	(b)
Net realized and unrealized gain (loss)			2.17			1.07			(.87	)		2.08			3.26			(9.87	)
Total from investment operations			2.15			1.13			(.85	)		2.07			3.25			(9.87	)
Distributions to shareholders from:
Net investment income			(.16	)		—			—			(.03	)		—			—
Net realized gain			—			—			—			—			—			(2.17	)
Total distributions			(.16	)		—			—			(.03	)		—			(2.17	)
Net asset value, end of period			$14.48			$12.49			$11.36			$12.21			$10.17			$  6.92
Total Return(c)			17.39	%(d)		9.95	%		(6.96	)%		20.35	%		46.97	%		(58.10	)%
Ratios to Average Net Assets:
Expenses, including expense reductions			1.05	%(d)		2.16	%		2.13	%		2.19	%		2.42	%		2.25	%
Expenses, excluding expense reductions			1.05	%(d)		2.16	%		2.13	%		2.19	%		2.42	%		2.26	%
Net investment income (loss)			(.15	)%(d)		.52	%		.12	%		(.13	)%		(.15	)%		(.01	)%
Supplemental Data:
Net assets, end of period (000)		$	6,488		$	6,854		$	9,439		$	14,307		$	17,103		$	14,192
Portfolio turnover rate			50.90	%(d)		91.18	%		103.98	%		83.13	%		115.58	%		130.51	%

(a)	Calculated using average shares outstanding during the period.
(b)	Amount is less than $.01.
(c)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(d)	Not annualized.

90 See Notes to Financial Statements.

Financial Highlights (continued)

INTERNATIONAL OPPORTUNITIES FUND

	Class C Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period			$12.41			$11.29			$12.14			$10.12			$  6.88			$18.86
Investment operations:
Net investment income (loss)(a)			(.01	)		.07			.02			(.01	)		(.01	)		—	(b)
Net realized and unrealized gain (loss)			2.15			1.06			(.87	)		2.06			3.25			(9.81	)
Total from investment operations			2.14			1.13			(.85	)		2.05			3.24			(9.81	)
Distributions to shareholders from:
Net investment income			(.18	)		(.01	)		—			(.03	)		—			—
Net realized gain			—			—			—			—			—			(2.17	)
Total distributions			(.18	)		(.01	)		—			(.03	)		—			(2.17	)
Net asset value, end of period			$14.37			$12.41			$11.29			$12.14			$10.12			$  6.88
Total Return(c)			17.42	%(d)		10.00	%		(7.00	)%		20.34	%		47.09	%		(58.09	)%
Ratios to Average Net Assets:
Expenses, including expense reductions			1.04	%(d)		2.14	%		2.10	%		2.19	%		2.42	%		2.25	%
Expenses, excluding expense reductions			1.04	%(d)		2.14	%		2.10	%		2.19	%		2.42	%		2.26	%
Net investment income (loss)			(.11	)%(d)		.59	%		.17	%		(.13	)%		(.14	)%		.00	%(e)
Supplemental Data:
Net assets, end of period (000)		$	15,854		$	13,953		$	15,603		$	19,969		$	21,668		$	15,297
Portfolio turnover rate			50.90	%(d)		91.18	%		103.98	%		83.13	%		115.58	%		130.51	%

(a)	Calculated using average shares outstanding during the period.
(b)	Amount is less than $0.01.
(c)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(d)	Not annualized.
(e)	Amount is less than .01%.

See Notes to Financial Statements. 91

Financial Highlights (continued)

INTERNATIONAL OPPORTUNITIES FUND

	Class F Shares
	Six Months Ended 4/30/2013 (unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period		$13.09			$11.94			$12.81			$10.65			$  7.28			$19.81
Investment operations:
Net investment income(a)		.10			.18			.13			.10			.09			.09
Net realized and unrealized gain (loss)		2.21			1.09			(.91	)		2.17			3.37			(10.31	)
Total from investment operations		2.31			1.27			(.78	)		2.27			3.46			(10.22	)
Distributions to shareholders from:
Net investment income		(.29	)		(.12	)		(.09	)		(.11	)		(.09	)		(.14	)
Net realized gain		—			—			—			—			—			(2.17	)
Total distributions		(.29	)		(.12	)		(.09	)		(.11	)		(.09	)		(2.31	)
Net asset value, end of period		$15.11			$13.09			$11.94			$12.81			$10.65			$  7.28
Total Return(b)		17.98	%(c)		10.83	%		(6.16	)%		21.47	%		48.36	%		(57.70	)%
Ratios to Average Net Assets:
Expenses, including expense reductions		.60	%(c)		1.27	%		1.24	%		1.28	%		1.49	%		1.42	%
Expenses, excluding expense reductions		.60	%(c)		1.27	%		1.24	%		1.28	%		1.49	%		1.43	%
Net investment income		.70	%(c)		1.47	%		1.00	%		.88	%		1.00	%		.84	%
Supplemental Data:
Net assets, end of period (000)		$9,315			$944			$934			$934			$384			$121
Portfolio turnover rate		50.90	%(c)		91.18	%		103.98	%		83.13	%		115.58	%		130.51	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

92 See Notes to Financial Statements.

Financial Highlights (continued)

INTERNATIONAL OPPORTUNITIES FUND

	Class I Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period			$13.49			$12.30			$13.18			$10.96			$  7.48			$20.29
Investment operations:
Net investment income(a)			.05			.19			.16			.11			.08			.14
Net realized and unrealized gain (loss)			2.34			1.13			(.95	)		2.23			3.50			(10.64	)
Total from investment operations			2.39			1.32			(.79	)		2.34			3.58			(10.50	)
Distributions to shareholders from:
Net investment income			(.30	)		(.13	)		(.09	)		(.12	)		(.10	)		(.14	)
Net realized gain			—			—			—			—			—			(2.17	)
Total distributions			(.30	)		(.13	)		(.09	)		(.12	)		(.10	)		(2.31	)
Net asset value, end of period			$15.58			$13.49			$12.30			$13.18			$10.96			$  7.48
Total Return(b)			18.08	%(c)		10.96	%		(6.01	)%		21.50	%		48.47	%		(57.66	)%
Ratios to Average Net Assets:
Expenses, including expense reductions			.56	%(c)		1.17	%		1.14	%		1.18	%		1.42	%		1.27	%
Expenses, excluding expense reductions			.56	%(c)		1.17	%		1.14	%		1.18	%		1.42	%		1.27	%
Net investment income			.37	%(c)		1.54	%		1.17	%		.93	%		.87	%		1.05	%
Supplemental Data:
Net assets, end of period (000)		$	213,975		$	195,785		$	213,865		$	232,027		$	160,456		$	110,838
Portfolio turnover rate			50.90	%(c)		91.18	%		103.98	%		83.13	%		115.58	%		130.51	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 93

Financial Highlights (continued)

INTERNATIONAL OPPORTUNITIES FUND

	Class P Shares
	Six Months Ended 4/30/2013(unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,beginning of period		$13.36			$12.17			$13.06			$10.86			$  7.36			$20.00
Investment operations:
Net investment income(a)		.02			.14			.09			.05			.03			.07
Net realized and unrealized gain (loss)		2.32			1.12			(.94	)		2.22			3.48			(10.46	)
Total from investment operations		2.34			1.26			(.85	)		2.27			3.51			(10.39	)
Distributions to shareholders from:
Net investment income		(.25	)		(.07	)		(.04	)		(.07	)		(.01	)		(.08	)
Net realized gain		—			—			—			—			—			(2.17	)
Total distributions		(.25	)		(.07	)		(.04	)		(.07	)		(.01	)		(2.25	)
Net asset value, end of period		$15.45			$13.36			$12.17			$13.06			$10.86			$  7.36
Total Return(b)		17.77	%(c)		10.49	%		(6.51	)%		21.05	%		47.86	%		(57.86	)%
Ratios to Average Net Assets:
Expenses, including expense reductions		.78	%(c)		1.62	%		1.59	%		1.64	%		1.87	%		1.70	%
Expenses, excluding expense reductions		.78	%(c)		1.62	%		1.59	%		1.64	%		1.87	%		1.71	%
Net investment income		.17	%(c)		1.14	%		.69	%		.44	%		.36	%		.55	%
Supplemental Data:
Net assets, end of period (000)		$1,143			$929			$820			$900			$781			$834
Portfolio turnover rate		50.90	%(c)		91.18	%		103.98	%		83.13	%		115.58	%		130.51	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

94 See Notes to Financial Statements.

Financial Highlights (continued)

INTERNATIONAL OPPORTUNITIES FUND

	Class R2 Shares
	Six Months Ended 4/30/2013(unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period		$13.07			$11.90			$12.77			$10.64			$  7.24			$19.80
Investment operations:
Net investment income(a)		.01			.11			.07			.03			.03			.06
Net realized and unrealized gain (loss)		2.26			1.11			(.92	)		2.18			3.40			(10.32	)
Total from investment operations		2.27			1.22			(.85	)		2.21			3.43			(10.26	)
Distributions to shareholders from:
Net investment income		(.23	)		(.05	)		(.02	)		(.08	)		(.03	)		(.13	)
Net realized gain		—			—			—			—			—			(2.17	)
Total distributions		(.23	)		(.05	)		(.02	)		(.08	)		(.03	)		(2.30	)
Net asset value, end of period		$15.11			$13.07			$11.90			$12.77			$10.64			$  7.24
Total Return(b)		17.67	%(c)		10.35	%		(6.68	)%		20.90	%		47.69	%		(57.93	)%
Ratios to Average Net Assets:
Expenses, including expense reductions		.86	%(c)		1.76	%		1.74	%		1.79	%		1.97	%		1.84	%
Expenses, excluding expense reductions		.86	%(c)		1.76	%		1.74	%		1.79	%		1.97	%		1.84	%
Net investment income		.08	%(c)		.90	%		.56	%		.31	%		.34	%		.51	%
Supplemental Data:
Net assets, end of period (000)		$108			$91			$95			$96			$91			$31
Portfolio turnover rate		50.90	%(c)		91.18	%		103.98	%		83.13	%		115.58	%		130.51	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 95

Financial Highlights (concluded)

INTERNATIONAL OPPORTUNITIES FUND

	Class R3 Shares
	Six Months Ended 4/30/2013 (unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period		$12.98			$11.84			$12.72			$10.60			$  7.27			$19.81
Investment operations:
Net investment income(a)		.01			.13			.10			.05			.01			.10
Net realized and unrealized gain (loss)		2.26			1.09			(.92	)		2.17			3.41			(10.34	)
Total from investment operations		2.27			1.22			(.82	)		2.22			3.42			(10.24	)
Distributions to shareholders from:
Net investment income		(.25	)		(.08	)		(.06	)		(.10	)		(.09	)		(.13	)
Net realized gain		—			—			—			—			—			(2.17	)
Total distributions		(.25	)		(.08	)		(.06	)		(.10	)		(.09	)		(2.30	)
Net asset value, end of period		$15.00			$12.98			$11.84			$12.72			$10.60			$  7.27
Total Return(b)		17.74	%(c)		10.49	%		(6.51	)%		21.04	%		47.75	%		(57.77	)%
Ratios to Average Net Assets:
Expenses, including expense reductions		.80	%(c)		1.65	%		1.60	%		1.67	%		1.81	%		1.52	%
Expenses, excluding expense reductions		.80	%(c)		1.65	%		1.60	%		1.67	%		1.81	%		1.52	%
Net investment income		.10	%(c)		1.11	%		.74	%		.45	%		.14	%		.81	%
Supplemental Data:
Net assets, end of period (000)		$5,362			$6,212			$5,097			$3,016			$573			$22
Portfolio turnover rate		50.90	%(c)		91.18	%		103.98	%		83.13	%		115.58	%		130.51	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

96 See Notes to Financial Statements.

Financial Highlights

VALUE OPPORTUNITIES FUND

	Class A Shares
	Six MonthsEnded4/30/2013 (unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period		$15.99			$15.16			$14.45			$11.65			$9.91			$14.31
Investment operations:
Net investment
income (loss)(a)		.01			(.03	)		(.05	)		(.03	)		(.04	)		.04
Net realized and
unrealized gain (loss)		2.89			.92			.83			2.83			1.80			(3.92	)
Total from investment
operations		2.90			.89			.78			2.80			1.76			(3.88	)
Distributions to
shareholders from:
Net investment income		—			—			—			—			(.02	)		(.01	)
Net realized gain		—			(.06	)		(.07	)		—			—		��	(.51	)
Total distributions		—			(.06	)		(.07	)		—			(.02	)		(.52	)
Net asset value,
end of period		$18.89			$15.99			$15.16			$14.45			$11.65			$9.91
Total Return(b)		18.14	%(c)		5.89	%		5.45	%		24.03	%		17.81	%		(28.01	)%
Ratios to Average Net Assets:
Expenses, excluding expense
reductions and including
management fee waived
and expenses reimbursed		.64	%(c)		1.31	%		1.31	%		1.34	%		1.35	%		1.34	%
Expenses, including expense
reductions, management
fee waived and expenses
reimbursed		.64	%(c)		1.31	%		1.31	%		1.34	%		1.35	%		1.33	%
Expenses, excluding expense
reductions, management
fee waived and expenses
reimbursed		.64	%(c)		1.31	%		1.31	%		1.34	%		1.46	%		1.44	%
Net investment income (loss)		.07	%(c)		(.19	)%		(.29	)%		(.19	)%		(.34	)%		.33	%
Supplemental Data:
Net assets,
end of period (000)		$967,723			$870,567			$883,444			$582,806			$250,435			$117,992
Portfolio turnover rate		31.40	%(c)		58.84	%		56.87	%		69.83	%		77.87	%		83.92	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 97

Financial Highlights (continued)

VALUE OPPORTUNITIES FUND

	Class B Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
						2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$15.32			$14.63			$14.03			$11.39			$9.74			$14.14
Investment operations:
Net investment loss(a)			(.04	)		(.12	)		(.14	)		(.11	)		(.09	)		(.04	)
Net realized and
unrealized gain (loss)			2.77			.87			.81			2.75			1.74			(3.85	)
Total from investment
operations			2.73			.75			.67			2.64			1.65			(3.89	)
Distributions to
shareholders from:
Net realized gain			—			(.06	)		(.07	)		—			—			(.51	)
Net asset value,
end of period			$18.05			$15.32			$14.63			$14.03			$11.39			$9.74
Total Return(b)			17.82	%(c)		5.14	%		4.83	%		23.18	%		16.94	%		(28.40	)%
Ratios to Average Net Assets:
Expenses, excluding expense
reductions and including
management fee waived
and expenses reimbursed			.97	%(c)		1.96	%		1.96	%		1.99	%		2.00	%		1.99	%
Expenses, including expense
reductions, management
fee waived and expenses
reimbursed			.97	%(c)		1.96	%		1.96	%		1.99	%		2.00	%		1.99	%
Expenses, excluding expense
reductions, management
fee waived and expenses
reimbursed			.97	%(c)		1.96	%		1.96	%		1.99	%		2.12	%		2.09	%
Net investment loss			(.25	)%(c)		(.83	)%		(.91	)%		(.85	)%		(.95	)%		(.32	)%
Supplemental Data:
Net assets,
end of period (000)		$	14,152		$	13,315		$	15,700		$	19,110		$	18,739		$	14,239
Portfolio turnover rate			31.40	%(c)		58.84	%		56.87	%		69.83	%		77.87	%		83.92	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(c)	Not annualized.

98 See Notes to Financial Statements.

Financial Highlights (continued)

VALUE OPPORTUNITIES FUND

	Class C Shares
	Six MonthsEnded4/30/2013 (unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period		$15.32			$14.62			$14.03			$11.39			$9.74			$14.14
Investment operations:
Net investment loss(a)		(.04	)		(.13	)		(.14	)		(.11	)		(.10	)		(.04	)
Net realized and
unrealized gain (loss)		2.77			.89			.80			2.75			1.75			(3.85	)
Total from investment
operations		2.73			.76			.66			2.64			1.65			(3.89	)
Distributions to
shareholders from:
Net realized gain		—			(.06	)		(.07	)		—			—			(.51	)
Net asset value,
end of period		$18.05			$15.32			$14.62			$14.03			$11.39			$9.74
Total Return(b)		17.82	%(c)		5.21	%		4.76	%		23.18	%		17.06	%		(28.47	)%
Ratios to Average Net Assets:
Expenses, excluding expense
reductions and including
management fee waived
and expenses reimbursed		.97	%(c)		1.96	%		1.96	%		1.99	%		2.00	%		1.99	%
Expenses, including expense
reductions, management
fee waived and expenses
reimbursed		.97	%(c)		1.96	%		1.96	%		1.99	%		2.00	%		1.98	%
Expenses, excluding expense
reductions, management
fee waived and expenses
reimbursed		.97	%(c)		1.96	%		1.96	%		1.99	%		2.11	%		2.09	%
Net investment loss		(.25	)%(c)		(.83	)%		(.95	)%		(.83	)%		(.97	)%		(.33	)%
Supplemental Data:
Net assets,
end of period (000)		$274,782			$248,357			$263,798			$147,193			$79,527			$48,837
Portfolio turnover rate		31.40	%(c)		58.84	%		56.87	%		69.83	%		77.87	%		83.92	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 99

Financial Highlights (continued)
VALUE OPPORTUNITIES FUND

	Class F Shares
	Six MonthsEnded4/30/2013 (unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period		$16.07			$15.20			$14.45			$11.62			$9.91			$14.31
Investment operations:
Net investment
income (loss)(a)		.04			.01			(.01	)		.01			(.02	)		.06
Net realized and
unrealized gain (loss)		2.91			.92			.83			2.82			1.78			(3.91	)
Total from investment
operations		2.95			.93			.82			2.83			1.76			(3.85	)
Distributions to
shareholders from:
Net investment income		—			—			—			—			(.05	)		(.04	)
Net realized gain		—			(.06	)		(.07	)		—			—			(.51	)
Total distributions		—			(.06	)		(.07	)		—			(.05	)		(.55	)
Net asset value,
end of period		$19.02			$16.07			$15.20			$14.45			$11.62			$9.91
Total Return(b)		18.36	%(c)		6.13	%		5.73	%		24.25	%		18.12	%		(27.81	)%
Ratios to Average Net Assets:
Expenses, excluding expense
reductions and including
management fee waived
and expenses reimbursed		.52	%(c)		1.06	%		1.07	%		1.10	%		1.09	%		1.09	%
Expenses, including expense
reductions, management
fee waived and expenses
reimbursed		.52	%(c)		1.06	%		1.07	%		1.10	%		1.09	%		1.09	%
Expenses, excluding expense
reductions, management
fee waived and expenses
reimbursed		.52	%(c)		1.06	%		1.07	%		1.10	%		1.20	%		1.21	%
Net investment income (loss)		.20	%(c)		.06	%		(.06	)%		.07	%		(.19	)%		.50	%
Supplemental Data:
Net assets,
end of period (000)		$366,170			$369,321			$385,086			$168,415			$51,757			$4,157
Portfolio turnover rate		31.40	%(c)		58.84	%		56.87	%		69.83	%		77.87	%		83.92	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

100 See Notes to Financial Statements.

Financial Highlights (continued)
VALUE OPPORTUNITIES FUND

	Class I Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$16.23			$15.34			$14.57			$11.70			$9.98			$14.39
Investment operations:
Net investment income(a)			.04			.02			.01			.02			—	(b)		.08
Net realized and
unrealized gain (loss)			2.95			.93			.83			2.85			1.78			(3.93	)
Total from investment
operations			2.99			.95			.84			2.87			1.78			(3.85	)
Distributions to
shareholders from:
Net investment income			—			—			—			—			(.06	)		(.05	)
Net realized gain			—			(.06	)		(.07	)		—			—			(.51	)
Total distributions			—			(.06	)		(.07	)		—			(.06	)		(.56	)
Net asset value,
end of period			$19.22			$16.23			$15.34			$14.57			$11.70			$9.98
Total Return(c)			18.42	%(d)		6.21	%		5.82	%		24.42	%		18.27	%		(27.77	)%
Ratios to Average Net Assets:
Expenses, excluding expense
reductions and including
management fee waived
and expenses reimbursed			.47	%(d)		.97	%		.97	%		.99	%		1.00	%		.99	%
Expenses, including expense
reductions, management
fee waived and expenses
reimbursed			.47	%(d)		.97	%		.97	%		.99	%		1.00	%		.98	%
Expenses, excluding expense
reductions, management
fee waived and expenses
reimbursed			.47	%(d)		.97	%		.97	%		.99	%		1.12	%		1.08	%
Net investment income			.24	%(d)		.15	%		.06	%		.16	%		.03	%		.67	%
Supplemental Data:
Net assets,
end of period (000)		$476,584			$411,546			$291,056			$190,103			$121,462			$74,335
Portfolio turnover rate			31.40	%(d)		58.84	%		56.87	%		69.83	%		77.87	%		83.92	%

(a)	Calculated using average shares outstanding during the period.
(b)	Amount is less than $.01.
(c)	Total return assumes the reinvestment of all distributions.
(d)	Not annualized.

See Notes to Financial Statements. 101

Financial Highlights (continued)
VALUE OPPORTUNITIES FUND

	Class P Shares
	Six Months Ended 4/30/2013 (unaudited)
				Year Ended 10/31
				2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period		$15.90			$15.09			$14.40			$11.62			$9.88			$14.28
Investment operations:
Net investment
income (loss)(a)		—	(b)		(.04	)		(.05	)		(.04	)		(.04	)		.03
Net realized and
unrealized gain (loss)		2.89			.91			.81			2.82			1.78			(3.91	)
Total from investment
operations		2.89			.87			.76			2.78			1.74			(3.88	)
Distributions to
shareholders from:
Net investment income		—			—			—			—			—			(.01	)
Net realized gain		—			(.06	)		(.07	)		—			—			(.51	)
Total distributions		—			(.06	)		(.07	)		—			—			(.52	)
Net asset value,
end of period		$18.79			$15.90			$15.09			$14.40			$11.62			$9.88
Total Return(c)		18.18	%(d)		5.78	%		5.33	%		23.92	%		17.61	%		(28.04	)%
Ratios to Average Net Assets:
Expenses, excluding expense
reductions and including
management fee waived
and expenses reimbursed		.69	%(d)		1.41	%		1.41	%		1.44	%		1.45	%		1.44	%
Expenses, including expense
reductions, management
fee waived and expenses
reimbursed		.69	%(d)		1.41	%		1.41	%		1.44	%		1.45	%		1.43	%
Expenses, excluding expense
reductions, management
fee waived and expenses
reimbursed		.69	%(d)		1.41	%		1.41	%		1.44	%		1.57	%		1.53	%
Net investment income (loss)		.02	%(d)		(.24	)%		(.35	)%		(.29	)%		(.39	)%		.23	%
Supplemental Data:
Net assets,
end of period (000)		$909			$918		$	3,392			$4,344		$	3,445			$2,905
Portfolio turnover rate		31.40	%(d)		58.84	%		56.87	%		69.83	%		77.87	%		83.92	%

(a)	Calculated using average shares outstanding during the period.
(b)	Amount is less than $.01.
(c)	Total return assumes the reinvestment of all distributions.
(d)	Not annualized.

102 See Notes to Financial Statements.

Financial Highlights (continued)
VALUE OPPORTUNITIES FUND

	Class R2 Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period			$15.79			$15.01			$14.34			$11.59			$9.87			$14.30
Investment operations:
Net investment
income (loss)(a)			(.01	)		(.07	)		(.09	)		(.06	)		(.09	)		.01
Net realized and
unrealized gain (loss)			2.86			.91			.83			2.81			1.81			(3.90	)
Total from investment
operations			2.85			.84			.74			2.75			1.72			(3.89	)
Distributions to
shareholders from:
Net investment income			—			—			—			—			—			(.03	)
Net realized gain			—			(.06	)		(.07	)		—			—			(.51	)
Total distributions			—			(.06	)		(.07	)		—			—			(.54	)
Net asset value,
end of period			$18.64			$15.79			$15.01			$14.34			$11.59			$9.87
Total Return(b)			18.05	%(c)		5.61	%		5.21	%		23.62	%		17.53	%		(28.14	)%
Ratios to Average Net Assets:
Expenses, excluding expense
reductions and including
management fee waived
and expenses reimbursed			.77	%(c)		1.56	%		1.57	%		1.60	%		1.59	%		1.58	%
Expenses, including expense
reductions, management
fee waived and expenses
reimbursed			.77	%(c)		1.56	%		1.57	%		1.60	%		1.59	%		1.58	%
Expenses, excluding expense
reductions, management
fee waived and expenses
reimbursed			.77	%(c)		1.56	%		1.57	%		1.60	%		1.68	%		1.66	%
Net investment income (loss)			(.05	)%(c)		(.44	)%		(.58	)%		(.42	)%		(.83	)%		.11	%
Supplemental Data:
Net assets,
end of period (000)		$11,962			$11,056			$8,804			$2,538			$1,466				$33
Portfolio turnover rate			31.40	%(c)		58.84	%		56.87	%		69.83	%		77.87	%		83.92	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 103

Financial Highlights (concluded)
VALUE OPPORTUNITIES FUND

	Class R3 Shares
	Six Months Ended 4/30/2013 (unaudited)
					Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value,
beginning of period		��	$15.83			$15.03			$14.34			$11.58			$9.87			$14.30
Investment operations:
Net investment
income (loss)(a)			—	(b)		(.05	)		(.07	)		(.04	)		(.05	)		.02
Net realized and
unrealized gain (loss)			2.86			.91			.83			2.80			1.78			(3.90	)
Total from investment
operations			2.86			.86			.76			2.76			1.73			(3.88	)
Distributions to
shareholders from:
Net investment income			—			—			—			—			(.02	)		(.04	)
Net realized gain			—			(.06	)		(.07	)		—			—			(.51	)
Total distributions			—			(.06	)		(.07	)		—			(.02	)		(.55	)
Net asset value,
end of period			$18.69			$15.83			$15.03			$14.34			$11.58			$9.87
Total Return(c)			18.07	%(d)		5.74	%		5.35	%		23.73	%		17.69	%		(28.08	)%
Ratios to Average Net Assets:
Expenses, excluding expense
reductions and including
management fee waived
and expenses reimbursed			.72	%(d)		1.46	%		1.47	%		1.49	%		1.49	%		1.49	%
Expenses, including expense
reductions, management
fee waived and expenses
reimbursed			.72	%(d)		1.46	%		1.47	%		1.49	%		1.49	%		1.49	%
Expenses, excluding expense
reductions, management
fee waived and expenses
reimbursed			.72	%(d)		1.46	%		1.47	%		1.50	%		1.61	%		1.58	%
Net investment income (loss)			(.01	)%(d)		(.35	)%		(.47	)%		(.31	)%		(.50	)%		.19	%
Supplemental Data:
Net assets,
end of period (000)		$100,280			$86,441			$64,504			$20,456			$4,227			$1,814
Portfolio turnover rate			31.40	%(d)		58.84	%		56.87	%		69.83	%		77.87	%		83.92	%

(a)	Calculated using average shares outstanding during the period.
(b)	Amount is less than $.01.
(c)	Total return assumes the reinvestment of all distributions.
(d)	Not annualized.

104 See Notes to Financial Statements.

Notes to Financial Statements (unaudited)

1. ORGANIZATION

Lord Abbett Securities Trust (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was organized as a Delaware statutory trust on February 26, 1993.

The Trust currently consists of nine funds. This report covers the following seven funds (separately, a “Fund” and collectively, the “Funds”) and their respective classes:

Funds	Classes
Lord Abbett Alpha Strategy Fund (“Alpha Strategy Fund”)	A, B, C, F, I, P, R2 and R3
Lord Abbett Fundamental Equity Fund (“Fundamental Equity Fund”)	A, B, C, F, I, P, R2 and R3
Lord Abbett Growth Leaders Fund (“Growth Leaders Fund”)	A, B, C, F, I, R2 and R3
Lord Abbett International Core Equity Fund (“International Core Equity Fund”)	A, B, C, F, I, P, R2 and R3
Lord Abbett International Dividend Income Fund (“International Dividend Income Fund”)	A, C, F, I, R2 and R3
Lord Abbett International Opportunities Fund (“International Opportunities Fund”)	A, B, C, F, I, P, R2 and R3
Lord Abbett Value Opportunities Fund (“Value Opportunities Fund”)	A, B, C, F, I, P, R2 and R3

The Funds no longer issue Class B shares for purchase. The Funds’ Class P shares are closed to substantially all investors, with certain exceptions as set forth in the Funds’ prospectus. As of the date of this report, Alpha Strategy Fund has not issued Class P shares. Effective February 11, 2013, Class B of Growth Leaders Fund commenced investment operations.

Each of Alpha Strategy Fund’s, International Core Equity Fund’s, International Opportunities Fund’s, and Value Opportunities Fund’s investment objective is to seek long-term capital appreciation. Alpha Strategy Fund invests in other funds (“Underlying Funds”) managed by Lord, Abbett & Co. LLC (“Lord Abbett”). Fundamental Equity Fund’s investment objective is long-term growth of capital and income without excessive fluctuations in market value. Growth Leaders Fund’s investment objective is to seek capital appreciation. International Dividend Income Fund’s investment objective is to seek a high level of total return.

Each class of shares has different expenses and dividends. A front-end sales charge is normally added to the net asset value (“NAV”) for Class A shares. There is no front-end sales charge in the case of Class B, C, F, I, P, R2 and R3 shares, although there may be a contingent deferred sales charge (“CDSC”) in certain cases as follows: Class A shares purchased without a sales charge and redeemed before the first day of the month in which the one-year anniversary of the purchase falls (subject to certain exceptions as set forth in each Fund’s prospectus); Class B shares redeemed before the sixth anniversary of purchase; and Class C shares redeemed before the first anniversary of purchase. Class B shares will automatically convert to Class A shares on the 25^th day of the month (or, if the 25^th day is not a business day, the next business day thereafter) following the eighth anniversary of the day on which the purchase order was accepted.

On March 22, 2013, Growth Leaders Fund acquired the net assets of Lord Abbett Stock Appreciation Fund (“Stock Appreciation Fund”). Refer to Note 13 Reorganizations for additional information.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

105

Notes to Financial Statements (unaudited)(continued)

2. SIGNIFICANT ACCOUNTING POLICIES

(a)	Investment Valuation–Under procedures approved by the Funds’ Board of Trustees (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Funds’ investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Funds to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange LLC (“NYSE”). Each Fund may rely on an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Forward foreign currency exchange contracts are valued using daily forward exchange rates. Investments in the Underlying Funds are valued at their NAV each business day at the close of regular trading on the NYSE, normally 4:00 p.m. Eastern time.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee and approved by the Board. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method. Realized and unrealized gains (losses) are allocated to each class of shares based upon the relative proportion of net assets at the beginning of the day.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statements of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates. Investment income is allocated to each class of shares based upon the relative proportion of net assets at the beginning of the day.
(d)	Income Taxes–It is the policy of each Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute

106

Notes to Financial Statements (unaudited)(continued)

	substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	Each Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on each Fund’s filed U.S. federal tax returns remains open for the fiscal years ended October 31, 2009 through October 2012. The statutes of limitations on the Trust’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
(e)	Expenses–Expenses incurred by the Trust that do not specifically relate to an individual fund are generally allocated to the Funds within the Trust on a pro rata basis by relative net assets. Expenses, excluding class-specific expenses, are allocated to each class of shares based upon the relative proportion of net assets at the beginning of the day. Class A, B, C, F, P, R2 and R3 shares bear their class-specific share of all expenses and fees relating to the Funds’ 12b-1 Distribution Plan.
(f)	Foreign Transactions–The books and records of each Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in each Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies on each Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized gain on investments (net of foreign capital gains tax) and foreign currency related transactions on each Fund’s Statement of Operations. Each Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
	The Funds use foreign currency exchange contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts’ terms.
(g)	Forward Foreign Currency Exchange Contracts–International Core Equity Fund, International Dividend Income Fund and International Opportunities Fund may enter into forward foreign currency exchange contracts in order to reduce their exposure to changes in foreign currency exchange rates on their foreign portfolio holdings or gain or reduce exposure to foreign currency for investment purposes. A forward foreign currency exchange contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated rate. The contracts are valued daily at forward exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies on each Fund’s Statement of Operations. The gain (loss) arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contracts is included in Net realized gain on investments (net of foreign capital gains tax) and foreign currency related transactions on each Fund’s Statement of Operations.
(h)	Repurchase Agreements–Each Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. Each Fund requires at all times that the repurchase

107

Notes to Financial Statements (unaudited)(continued)

	agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, a Fund may incur a loss upon disposition of the securities.
(i)	When-Issued or Forward Transactions–Each Fund may purchase portfolio securities on a when-issued or forward basis. When-issued or forward transactions involve a commitment by a Fund to purchase securities, with payment and delivery (“settlement”) to take place in the future, in order to secure what is considered to be an advantageous price or yield at the time of entering into the transaction. During the period between purchase and settlement, the fair value of the securities will fluctuate and assets consisting of cash and/or marketable securities (normally short-term U.S. Government or U.S. Government sponsored enterprise securities) marked to market daily in an amount sufficient to make payment at settlement will be segregated at each Fund’s custodian in order to pay for the commitment. At the time each Fund makes the commitment to purchase a security on a when-issued basis, it will record the transaction and reflect the liability for the purchase and fair value of the security in determining its NAV. Each Fund, generally, has the ability to close out a purchase obligation on or before the settlement date rather than take delivery of the security. Under no circumstances will settlement for such securities take place more than 120 days after the purchase date.
(j)	Fair Value Measurements–Fair value is defined as the price that each Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk – for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below:
	•	Level 1 –	unadjusted quoted prices in active markets for identical investments;
	•	Level 2 –	other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
	•	Level 3 –	significant unobservable inputs (including each Fund’s own assumptions in determining the fair value of investments).
	Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

108

Notes to Financial Statements (unaudited)(continued)

          The following is a summary of the inputs used as of April 30, 2013 in valuing each Fund’s investments carried at fair value:

Alpha Strategy Fund(1)										Fundamental Equity Fund(1)
Investment Type*		Level 1 (000)		Level 2 (000)		Level 3 (000)		Total (000)		Level 1 (000)		Level 2 (000)		Level 3 (000)		Total (000)
Common Stocks	$	—	$	—	$	—	$	—	$	5,152,235	$	—	$	—	$	5,152,235
Investments in Underlying Funds		941,304		—		—		941,304		—		—		—		—
Repurchase Agreement		—		937		—		937		—		5,470		—		5,470
Total	$	941,304	$	937	$	—	$	942,241	$	5,152,235	$	5,470	$	—	$	5,157,705

Growth Leaders Fund(1)										International Core Equity Fund(1)
Investment Type*		Level 1 (000)		Level 2 (000)		Level 3 (000)		Total (000)		Level 1 (000)		Level 2 (000)			Level 3 (000)		Total (000)
Common Stocks	$	172,832	$	—	$	—	$	172,832	$	738,161	$	3,231	(2)	$	—	$	741,392
Repurchase Agreement		—		2,271		—		2,271		—		47,727			—		47,727
Total	$	172,832	$	2,271	$	—	$	175,103	$	738,161	$	50,958		$	—	$	789,119
Other Financial Instruments
Forward Foreign Currency Exchange Contracts
Assets	$	—	$	—	$	—	$	—	$	—	$	3,070		$	—	$	3,070
Liabilities		—		—		—		—		—		(1,715	)		—		(1,715	)
Total	$	—	$	—	$	—	$	—	$	—	$	1,355		$	—	$	1,355

International Dividend Income Fund(1)												International Opportunities Fund(1)
Investment Type*		Level 1 (000)		Level 2 (000)			Level 3 (000)		Total (000)			Level 1 (000)		Level 2 (000)			Level 3 (000)		Total (000)
Common Stocks	$	2,177,230	$	8,186	(2)	$	—	$	2,185,416		$	323,536	$	—		$	—	$	323,536
Preferred Stocks		22,506		—			—		22,506			4,726		—			—		4,726
Repurchase Agreement		—		40,310			—		40,310			—		1,297			—		1,297
Total	$	2,199,736	$	48,496		$	—	$	2,248,232		$	328,262	$	1,297		$	—	$	329,559
Other Financial Instruments
Forward Foreign Currency Exchange Contracts
Assets	$	—	$	16,171		$	—	$	16,171		$	—	$	1,789		$	—	$	1,789
Liabilities		—		(8,851	)		—		(8,851	)		—		(578	)		—		(578	)
Total	$	—	$	7,320		$	—	$	7,320		$	—	$	1,211		$	—	$	1,211

Value Opportunities Fund(1)
Investment Type*		Level 1 (000)		Level 2 (000)		Level 3 (000)		Total (000)
Common Stocks	$	2,129,426	$	—	$	—	$	2,129,426
Repurchase Agreement		—		52,119		—		52,119
Total	$	2,129,426	$	52,119	$	—	$	2,181,545

*	See Schedule of Investments for fair values in each industry or investment strategy of underlying funds and identification of foreign issuers and/or geography.
(1)	There were no level transfers during the period ended April 30, 2013.
(2)	Globaltrans Investment plc (Russia) represents the Fund’s only level 2 common stock as of April 30, 2013.

(k) Disclosures about Derivative Instruments and Hedging Activities–International Core Equity Fund, International Dividend Income Fund and International Opportunities Fund entered into forward foreign currency exchange contracts for the six months ended April 30, 2013 (as described in note 2(g)). A forward foreign currency exchange contract reduces each Fund’s exposure to changes in the value of the currency it will deliver (or settle in cash) and increases its exposure to changes in the value of the currency it will receive (or settle in cash) for the

109

Notes to Financial Statements (unaudited)(continued)

duration of the contract. Each Fund’s use of forward foreign currency exchange contracts involves the risk that Lord Abbett will not accurately predict currency movements, and each Fund’s returns could be reduced as a result. Forward foreign currency exchange contracts are subject to the risk that those currencies will decline in value relative to the U.S. dollar, or, in the case of hedged positions, that the U.S. dollar will decline relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time. Each Fund’s risk of loss from counterparty credit risk is the unrealized appreciation on forward foreign currency exchange contracts.

As of April 30, 2013, International Core Equity Fund, International Dividend Income Fund and International Opportunities Fund had the following forward foreign currency exchange contracts:

	Asset Derivatives(1)		Liability Derivatives(2)
International Core Equity Fund	$	3,069,642	$	1,714,837
International Dividend Income Fund		16,171,273		8,851,760
International Opportunities Fund		1,789,001		578,104

	Net RealizedGain(3)		Net Change inUnrealizedAppreciation/Depreciation(4)		AverageNotionalAmounts*(5)
International Core Equity Fund	$	682,887	$	1,466,365	$	269,212,123
International Dividend Income Fund		41,487,964		3,257,356		1,304,085,301
International Opportunities Fund		403,458		784,542		94,077,671

*	Calculated based on the notional amounts for the six months ended April 30, 2013.
(1)	Statements of Assets and Liabilities location: Unrealized appreciation on forward foreign currency exchange contracts.
(2)	Statements of Assets and Liabilities location: Unrealized depreciation on forward foreign currency exchange contracts.
(3)	Statements of Operations location: Net realized gain on investments (net of foreign capital gains tax) and foreign currency related transactions.
(4)	Statements of Operations location: Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies.
(5)	Amount represents notional amounts in U.S. dollars.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

The Trust has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies each Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of each Fund’s investment portfolio.

110

Notes to Financial Statements (unaudited)(continued)

For the six months ended April 30, 2013, the effective management fee, net of any applicable waivers or reimbursements, was based on each Fund’s average daily net assets at the following annualized rates:

	Effective Management Fee
Alpha Strategy Fund	.00%(1)
Fundamental Equity Fund	.52%(2)
Growth Leaders Fund	.00%(3)
International Core Equity Fund	.42%(4)
International Dividend Income Fund	.54%(4)
International Opportunities Fund	.75%(5)
Value Opportunities Fund	.72%(6)

(1)

The management fee for Alpha Strategy Fund is based on the Fund’s average daily net assets at an annual rate of .10%. For the period ended April 30, 2013 and continuing through February 28, 2014, Lord Abbett has contractually agreed to waive .05% of its management fee. For the six months ended April 30, 2013, Lord Abbett voluntarily waived an additional .05% of its management fee. Lord Abbett may discontinue the voluntary reimbursement or change the level of its voluntary reimbursement at any time.

(2)

The management fee for Fundamental Equity Fund is based on the Fund’s average daily net assets at the following annual rates:

First $200 million	.75%
Next $300 million	.65%
Over $500 million	.50%

⁽³⁾ The management fee for Growth Leaders Fund is based on the Fund’s average daily net assets at the following annual rates:

First $2 billion	.55%
Over $2 billion	.50%

⁽⁴⁾ The management fee for International Core Equity Fund and International Dividend Income Fund is based on the Fund’s average daily net assets. Effective March 1, 2013, the management agreement was amended, resulting in the following annual rates:

	Effective March 1, 2013	Prior to March 1, 2013
First $1 billion	.70%	.75%
Next $1 billion	.65%	.70%
Over $2 billion	.60%	.65%

⁽⁵⁾ The management fee for International Opportunities Fund is based on the average daily net assets at the following annual rates:

First $1 billion	.75%
Next $1 billion	.70%
Over $2 billion	.65%

⁽⁶⁾ The management fee for Value Opportunities Fund is based on the Fund’s average daily net assets. Effective March 1, 2013, the management agreement was amended, resulting in the following annual rates:

	Effective March 1, 2013	Prior to March 1, 2013
First $1 billion	.75%	.75%
Next $1 billion	.70%	.70%
Next $3 billion	.65%	.65%
Over $5 billion	.58%	.65%

111

Notes to Financial Statements (unaudited)(continued)

For the period ended April 30, 2013 and continuing through February 28, 2014, Lord Abbett contractually agreed to waive all or a portion of its management fee and, if necessary, reimburse other expenses, to the extent necessary so that the total net annual operating expenses for each class, excluding 12b-1 fees, do not exceed the following annual rates:

Fund	Rate
Growth Leaders Fund	.50%
International Core Equity Fund	.77%
International Dividend Income Fund	.77%

All contractual management fee waiver and expense reimbursement agreements between the Funds and Lord Abbett may be terminated only upon the approval of the Funds’ Board.

In addition, Lord Abbett provides certain administrative services to each Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of each Fund’s average daily net assets.

Alpha Strategy Fund has entered into a Servicing Arrangement with the Underlying Funds in which it invests, pursuant to which each Underlying Fund will pay a portion of the expenses (excluding management fees and distribution and service fees) of Alpha Strategy Fund in proportion to the average daily value of total Underlying Fund shares owned by Alpha Strategy Fund. The expenses assumed by the Underlying Funds are reflected in Expenses assumed by Underlying Funds on Alpha Strategy Fund’s Statement of Operations and Receivables from affiliates on Alpha Strategy Fund’s Statement of Assets and Liabilities.

In addition, Fundamental Equity Fund, Growth Leaders Fund, International Core Equity Fund, International Dividend Income Fund, International Opportunities Fund, and Value Opportunities Fund, along with certain other funds managed by Lord Abbett, have entered into a Servicing Arrangement with Alpha Strategy Fund, Lord Abbett Balanced Strategy Fund, Lord Abbett Diversified Equity Strategy Fund, Lord Abbett Diversified Income Strategy Fund, and Lord Abbett Growth & Income Strategy Fund of Lord Abbett Investment Trust, and Lord Abbett Global Allocation Fund of Lord Abbett Global Fund, Inc. (each, a “Fund of Funds”), pursuant to which each Underlying Fund pays a portion of the expenses (excluding management fees and distribution and service fees) of each applicable Fund of Funds in proportion to the average daily value of the Underlying Fund shares owned by each Fund of Funds. Amounts paid pursuant to the Servicing Arrangement are included in Subsidy expense on each Fund’s Statement of Operations and Payable to affiliates on each Fund’s Statement of Assets and Liabilities.

112

Notes to Financial Statements (unaudited)(continued)

As of April 30, 2013, the percentages of Fundamental Equity Fund’s, Growth Leaders Fund’s, International Core Equity Fund’s, International Dividend Income Fund’s, International Opportunities Fund’s and Value Opportunities Fund’s outstanding shares owned by each Fund of Funds were as follows:

Fund of Funds	Fundamental Equity Fund			Growth Leaders Fund			International Core Equity Fund			International Dividend Income Fund			International Opportunities Fund			Value Opportunities Fund
Alpha Strategy Fund		—			—			—			—			55.44	%		4.19	%
Balanced Strategy Fund		—			—			—			10.77	%		—			—
Diversified Equity Strategy Fund		.41	%		12.05	%		3.33	%		—			5.05	%		.95	%
Diversified Income Strategy Fund		—			—			—			3.67	%		—			—
Global Allocation Fund		—			—			—			3.57	%		—			—
Growth & Income Strategy Fund		—			—			—			8.21	%		—			1.40	%

12b-1 Distribution Plan
Each Fund has adopted a distribution plan with respect to Class A, B, C, F, P, R2 and R3 shares pursuant to Rule 12b-1 under the Act, which provides for the payment of ongoing distribution and service fees to Lord Abbett Distributor LLC (the “Distributor”), an affiliate of Lord Abbett. The fees are accrued daily at annual rates based upon each Fund’s average daily net assets as follows:

Fees*	Class A(1)		Class B		Class C		Class F		Class P(2)		Class R2		Class R3
Service		.25%		.25%		.25%		—		.25%		.25%		.25%
Distribution		.10%		.75%		.75%		.10%		.20%		.35%		.25%

*	The Funds may designate a portion of the aggregate fee as attributable to service activities for purposes of calculating Financial Industry Regulatory Authority, Inc. (“FINRA”) sales charge limitations.
(1)	The Class A 12b-1 fees for Alpha Strategy Fund is .25% (.25% service, .00% distribution) of the Fund’s average daily net assets.
(2)	Fundamental Equity Fund, International Core Equity Fund, International Opportunities Fund and Value Opportunities Fund only.

Class I shares do not have a distribution plan.

Commissions
Distributor received the following commissions on sales of shares of the Funds, after concessions were paid to authorized dealers, for the six months ended April 30, 2013:

	Distributor Commissions		Dealers’ Concessions
Alpha Strategy Fund	$	102,770	$	566,632
Fundamental Equity Fund		281,208		1,540,077
Growth Leaders Fund		12,198		65,087
International Core Equity Fund		64,920		346,353
International Dividend Income Fund		348,103		1,878,407
International Opportunities Fund		16,876		90,903
Value Opportunities Fund		104,710		578,131

113

Notes to Financial Statements (unaudited)(continued)

Distributor received the following amount of CDSCs for the six months ended April 30, 2013:

	Class A		Class C
Alpha Strategy Fund	$	44	$	7,777
Fundamental Equity Fund		12,921		28,297
Growth Leaders Fund		4,775		784
International Core Equity Fund		1,311		1,975
International Dividend Income Fund		7,418		14,379
International Opportunities Fund		233		1,481
Value Opportunities Fund		3,015		12,687

A Trustee and certain of the Trust’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS

Dividends from net investment income, if any, are declared and paid quarterly for International Dividend Income Fund and annually for Alpha Strategy Fund, Fundamental Equity Fund, Growth Leaders Fund, International Core Equity Fund, International Opportunities Fund, and Value Opportunities Fund. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from accounting principles generally accepted in the United States of America. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions, which exceed earnings and profits for tax purposes, are reported as a tax return of capital.

The tax character of distributions paid during the six months ended April 30, 2013 and the fiscal year ended October 31, 2012 was as follows:

	Alpha Strategy Fund				Fundamental Equity Fund
	Six Months Ended 4/30/2013 (unaudited)		Year Ended 10/31/2012		Six Months Ended 4/30/2013 (unaudited)		Year Ended 10/31/2012
Distributions paid from:
Ordinary income	$	1,215,018	$	—	$	28,885,490	$	8,731,966
Net long-term capital gains		36,729,787		2,851,136		53,172,105		96,046,077
Total distributions paid	$	37,944,805	$	2,851,136	$	82,057,595	$	104,778,043

Growth Leaders Fund					International Core Equity Fund
	Six Months Ended 4/30/2013 (unaudited)		Year Ended 10/31/2012		Six Months Ended 4/30/2013 (unaudited)		Year Ended 10/31/2012
Distributions paid from:
Ordinary income	$	86,295	$	5,968	$	17,152,810	$	16,446,351
Total distributions paid	$	86,295	$	5,968	$	17,152,810	$	16,446,351

114

Notes to Financial Statements (unaudited)(continued)

	International Dividend Income Fund				International Opportunities Fund
	Six Months Ended 4/30/2013 (unaudited)		Year Ended 10/31/2012		Six Months Ended 4/30/2013 (unaudited)		Year Ended 10/31/2012
Distributions paid from:
Ordinary income	$	15,937,179	$	67,866,479	$	6,062,457	$	2,944,502
Total distributions paid	$	15,937,179	$	67,866,479	$	6,062,457	$	2,944,502

Value Opportunities Fund
	Six Months Ended 4/30/2013 (unaudited)		Year Ended 10/31/2012
Distributions paid from:
Net long-term capital gains	$	—	$	7,161,018
Total distributions paid	$	—	$	7,161,018

As of October 31, 2012, the capital loss carryforwards, along with the related expiration dates, were as follows:

	2016		2017		Indefinite		Total
Fundamental Equity Fund	$	5,123,220	$	—	$	—	$	5,123,220
Growth Leaders Fund		—		15,711,703		—		15,711,703
International Core Equity Fund		101,070,389		232,452,344		10,533,146		344,055,879
International Dividend Income Fund		7,593,041		13,669,537		92,798,551		114,061,129
International Opportunities Fund		—		59,542,093		—		59,542,093
Value Opportunities Fund		—		—		5,885,399		5,885,399

As of March 22, 2013 (the date Growth Leaders Fund acquired the net assets of Stock Appreciation Fund), the cumulative allowable capital loss carryforwards of Stock Appreciation Fund transferred into Growth Leaders Fund were $15,711,703. These amounts may be subject to IRC limitations in the year of the merger.

As of June 15, 2012 (the date Fundamental Equity Fund acquired the net assets of Lord Abbett Large Cap Value Fund (“Large Cap Value Fund”)), the cumulative allowable capital loss carryforwards of Large Cap Value Fund transferred into Fundamental Equity Fund were $5,607,470. These amounts are subject to IRC annual limitations.

In accordance with the Regulated Investment Company Modernization Act of 2010, each Fund will carryforward capital losses incurred in taxable years beginning after December 22, 2010 (“post-enactment losses”) indefinitely. Post-enactment losses will retain their character as either short-term or long-term and be utilized before any pre-enactment losses.

115

Notes to Financial Statements (unaudited)(continued)

As of April 30, 2013, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

	Alpha Strategy Fund		Fundamental Equity Fund			Growth Leaders Fund
Tax cost	$	738,497,287	$	4,143,488,239		$	162,780,404
Gross unrealized gain		203,743,568		1,019,101,807			13,491,872
Gross unrealized loss		—		(4,884,930	)		(1,168,961	)
Net unrealized security gain	$	203,743,568	$	1,014,216,877		$	12,322,911

	International Core Equity Fund			International Dividend Income Fund			International Opportunities Fund
Tax cost	$	684,108,592		$	2,007,897,161		$	283,377,670
Gross unrealized gain		113,922,254			269,895,731			54,367,416
Gross unrealized loss		(8,911,868	)		(29,560,737	)		(8,185,709	)
Net unrealized security gain	$	105,010,386		$	240,334,994		$	46,181,707

	Value Opportunities Fund
Tax cost	$	1,710,070,709
Gross unrealized gain		490,318,843
Gross unrealized loss		(18,844,163	)
Net unrealized security gain	$	471,474,680

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of certain securities and wash sales.

5. PORTFOLIO SECURITIES TRANSACTIONS

Purchases and sales of investment securities (excluding short-term investments) for the six months ended April 30, 2013 were as follows:

	Purchases		Sales
Alpha Strategy Fund	$	32,225,392	$	62,294,661
Fundamental Equity Fund		1,789,613,918		2,009,219,513
Growth Leaders Fund		138,051,448		131,020,711
International Core Equity Fund		310,747,901		382,075,599
International Dividend Income Fund		981,972,631		656,739,104
International Opportunities Fund		153,985,280		165,125,479
Value Opportunities Fund		644,012,330		838,798,400

There were no purchases or sales of U.S. Government securities for the six months ended April 30, 2013.

6. TRUSTEES’ REMUNERATION

The Trust’s officers and a Trustee who are associated with Lord Abbett do not receive any compensation from the Trust for serving in such capacities. Independent Trustees’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Trustees under which Independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Trustees’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Trustees’ fees on the

116

Notes to Financial Statements (unaudited)(continued)

Statements of Operations and in Trustees’ fees payable on the Statements of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

7. EXPENSE REDUCTIONS

The Trust has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of each Fund’s expenses.

8. LINE OF CREDIT

On April 2, 2012, the Funds (except for Alpha Strategy Fund) and certain other funds managed by Lord Abbett (the “participating funds”) entered into an unsecured revolving credit facility (“Facility”) with State Street Bank and Trust Company (“SSB”), to be used for temporary or emergency purposes as an additional source of liquidity to fund redemptions of investor shares. The Board considers annual renewal of the Facility under terms that depend on market conditions at the time of the renewal. The amounts available under the Facility are (i) the lesser of either $250,000,000 or 33.33% of total assets per participating fund and (ii) $350,000,000 in the aggregate for all participating funds. The annual fee to maintain the Facility is .09% of the amount available under the Facility. Each participating fund pays its pro rata share based on the net assets of each participating fund. This amount is included in Other expenses on the Funds’ Statements of Operations. Any borrowings under this Facility will bear interest at current market rates as set forth in the credit agreement. Effective April 1, 2013, the Funds and the participating funds entered into a short term extension of the Facility through June 30, 2013. As of April 30, 2013, there were no loans pursuant to this Facility, nor was the Facility utilized any time during the six months ended April 30, 2013. Subsequent to April 30, 2013, a participating fund utilized the Facility and fully repaid its borrowings on June 13, 2013.

9. CUSTODIAN AND ACCOUNTING AGENT

SSB is the Trust’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating each Fund’s NAV.

117

Notes to Financial Statements (unaudited)(continued)

10. TRANSACTIONS WITH AFFILIATED ISSUERS

An affiliated issuer is one in which a Fund has ownership of at least 5% of the outstanding voting securities of the underlying issuer at any point during the fiscal year or any company which is under common ownership or control. Alpha Strategy Fund had the following transactions with affiliated issuers (i.e. the Underlying Funds) for the six months ended April 30, 2013:

Affiliated Issuer	Balance of Shares Held at 10/31/2012		Gross Additions		Gross Sales			Balance of Shares Held at 4/30/2013		Fair Value at 4/30/2013		Net Realized Gain (loss) 11/1/2012 to 4/30/2013			Dividend Income 11/1/2012 to 4/30/2012
Lord Abbett Developing Growth Fund, Inc. – Class I		7,304,502		702,379		(217,193	)		7,789,688	$	188,510,449	$	13,336,884	(a)	$	—
Lord Abbett Securities Trust – International Opportunities Fund – Class I		13,041,845		541,831		(1,371,715	)		12,211,961		190,262,349		(1,543,160	)		3,776,880
Lord Abbett Securities Trust – Micro-Cap Growth Fund – Class I		5,771,909		167,597		(579,155	)		5,360,351		94,127,772		1,243,484	(b)		—
Lord Abbett Securities Trust – Micro-Cap Value Fund – Class I		3,236,470		15,732		(234,713	)		3,017,489		93,029,190		(93,656	)		58,968
Lord Abbett Equity Trust – Small-Cap Blend Fund – Class I		5,134,095		106,075		(181,562	)		5,058,608		92,926,629		(427,812	)		191,205
Lord Abbett Research Fund, Inc. – Small-Cap Value Fund – Class I		5,070,161		156,878		(326,747	)		4,900,292		188,024,218		5,186,780	(c)		1,696,899
Lord Abbett Securities Trust – Value Opportunities Fund – Class I		5,316,888		—		(404,152	)		4,912,736		94,422,783		1,465,774			—
										$	941,303,390	$	19,168,294		$	5,723,952

(a)	Includes $12,484,856 of distributed capital gains.
(b)	Includes $610,091 of distributed capital gains.
(c)	Includes $3,633,813 of distributed capital gains.

11. INVESTMENT RISKS

Each Fund is subject to the general risks and considerations associated with equity investing. The value of an investment will fluctuate in response to movements in the equity securities markets in general and to the changing prospects of individual companies in which the Funds invest. If a Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a rising market.

Large company stocks, in which Fundamental Equity Fund and Growth Leaders Fund invest, may perform differently than the market as a whole and other types of stocks, such as small company

118

Notes to Financial Statements (unaudited)(continued)

stocks. Small and mid-sized company stocks, in which Fundamental Equity Fund, Growth Leaders Fund, and Value Opportunities Fund invest, may be less able to weather economic shifts or other adverse developments than those of larger, more established companies.

In general, Growth Leaders Fund employs a growth investing style and Fundamental Equity Fund, International Dividend Income Fund and Value Opportunities Fund employ a value investing style. Growth stocks generally are more volatile than value stocks. The price of value stocks may lag the market for long periods of time.

International Core Equity Fund is subject to the risks of investing in foreign securities, the securities of large foreign companies, and derivatives. Foreign securities may pose greater risks than domestic securities, including greater price fluctuations and higher transaction costs. Foreign investments also may be affected by changes in currency rates or currency controls.

International Dividend Income Fund is subject to the risks of investing in foreign securities, dividend yielding stocks, and derivatives. Foreign securities may pose greater risks than domestic securities, including price fluctuations and higher transaction costs. These risks are generally greater for securities issued by companies in emerging market companies. Dividend paying stocks may be sensitive to changes in market interest rates, and the prices of such stocks may decline as rates rise. International Dividend Income Fund may be subject to the volatility of stocks that have high dividends per share due to recent decreases in their share prices. International Dividend Income Fund may invest a significant portion of its assets in small and mid-sized companies that may be less able to weather economic shifts or other adverse developments than larger, more established companies.

International Opportunities Fund is subject to the risks of investing in foreign securities, the securities of small-cap companies, and derivatives. Foreign securities may pose greater risks than domestic securities, including greater price fluctuations and higher transaction costs. Foreign investments also may be affected by changes in currency rates or currency controls. Investing in small-cap companies generally involves greater risks than investing in the stocks of large-cap companies, including more volatility and less liquidity.

Alpha Strategy Fund’s investments are concentrated in the Underlying Funds and, as a result, the Fund’s performance is directly related to their performance and subject to their risks, including those associated with foreign investments, small-cap companies, and derivatives.

Due to their investments in multinational and foreign companies, Fundamental Equity Fund, Growth Leaders Fund, Value Opportunities Fund, and Alpha Strategy Fund may experience increased market, liquidity, currency, political, information and other risks.

Each Fund is subject to the risks associated with derivatives, which may be different from and greater than the risks associated with investing directly in securities and other investments.

These factors can affect each Fund’s performance.

119

Notes to Financial Statements (unaudited)(continued)

12. SUMMARY OF CAPITAL TRANSACTIONS

Transactions in shares of beneficial interest were as follows:

Alpha Strategy Fund	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class A Shares	Shares			Amount			Shares			Amount
Shares sold		1,464,725		$	37,892,734			2,744,394		$	65,776,411
Converted from Class B*		43,832			1,134,800			98,618			2,352,294
Reinvestment of distributions		658,966			16,032,632			52,615			1,177,003
Shares reacquired		(2,704,084	)		(68,947,557	)		(4,862,332	)		(114,861,666	)
Decrease		(536,561	)	$	(13,887,391	)		(1,966,705	)	$	(45,555,958	)
Class B Shares
Shares sold		12,045		$	285,717			26,108		$	595,005
Reinvestment of distributions		38,949			881,431			3,822			80,274
Shares reacquired		(97,394	)		(2,326,964	)		(238,199	)		(5,402,978	)
Converted to Class A*		(47,168	)		(1,134,800	)		(105,294	)		(2,352,294	)
Decrease		(93,568	)	$	(2,294,616	)		(313,563	)	$	(7,079,993	)
Class C Shares
Shares sold		667,270		$	15,722,175			1,240,736		$	27,780,678
Reinvestment of distributions		345,497			7,763,311			26,850			559,832
Shares reacquired		(1,050,563	)		(24,767,487	)		(2,045,175	)		(45,478,583	)
Decrease		(37,796	)	$	(1,282,001	)		(777,589	)	$	(17,138,073	)
Class F Shares
Shares sold		917,925		$	23,568,266			2,147,676		$	50,410,369
Reinvestment of distributions		178,670			4,352,397			14,535			325,435
Shares reacquired		(1,200,881	)		(30,813,438	)		(2,725,631	)		(65,356,755	)
Decrease		(104,286	)	$	(2,892,775	)		(563,420	)	$	(14,620,951	)
Class I Shares
Shares sold		584,828		$	14,518,188			172,714		$	4,159,050
Reinvestment of distributions		39,680			974,536			2,583			58,300
Shares reacquired		(34,786	)		(902,946	)		(601,810	)		(14,841,437	)
Increase (decrease)		589,722		$	14,589,778			(426,513	)	$	(10,624,087	)
Class R2 Shares
Shares sold		16,141		$	406,129			56,946		$	1,352,217
Reinvestment of distributions		1,228			29,460			69			1,514
Shares reacquired		(47,240	)		(1,207,520	)		(84,622	)		(2,041,694	)
Decrease		(29,871	)	$	(771,931	)		(27,607	)	$	(687,963	)
Class R3 Shares
Shares sold		239,541		$	6,096,934			436,089		$	10,302,836
Reinvestment of distributions		52,435			1,261,076			3,977			88,040
Shares reacquired		(441,417	)		(11,403,283	)		(421,261	)		(9,977,820	)
Increase (decrease)		(149,441	)	$	(4,045,273	)		18,805		$	413,056

120

Notes to Financial Statements (unaudited)(continued)

Fundamental Equity Fund	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class A Shares	Shares			Amount			Shares			Amount
Shares sold		12,427,875		$	174,320,963			39,985,762		$	506,102,792
Converted from Class B*		1,044,752			14,592,447			2,454,435			31,130,048
Reinvestment of distributions		3,274,779			41,622,437			4,400,057			50,688,649
Shares reacquired		(24,808,006	)		(343,223,801	)		(52,610,694	)		(667,045,386	)
Shares issued in reorganization (See Note 13)		—			—			2,156,271			26,522,140
Decrease		(8,060,600	)	$	(112,687,954	)		(3,614,169	)	$	(52,601,757	)
Class B Shares
Shares sold		84,329		$	1,105,099			259,123		$	3,094,646
Reinvestment of distributions		71,129			859,945			210,371			2,303,564
Shares reacquired		(605,878	)		(7,920,893	)		(1,491,769	)		(18,070,978	)
Converted to Class A*		(1,100,184	)		(14,592,447	)		(2,588,385	)		(31,130,048	)
Shares issued in reorganization (See Note 13)		—			—			135,760			1,581,601
Decrease		(1,550,604	)	$	(20,548,296	)		(3,474,900	)	$	(42,221,215	)
Class C Shares
Shares sold		3,290,533		$	43,556,254			9,592,080		$	115,153,465
Reinvestment of distributions		650,031			7,819,878			1,197,637			13,066,217
Shares reacquired		(7,601,975	)		(98,758,767	)		(15,179,762	)		(183,197,750	)
Shares issued in reorganization (See Note 13)		—			—			536,052			6,223,563
Decrease		(3,661,411	)	$	(47,382,635	)		(3,853,993	)	$	(48,754,505	)
Class F Shares
Shares sold		5,405,147		$	75,073,957			22,401,344		$	279,779,635
Reinvestment of distributions		771,334			9,749,667			1,049,284			12,014,305
Shares reacquired		(9,426,371	)		(128,737,344	)		(29,070,202	)		(369,441,214	)
Shares issued in reorganization (See Note 13)		—			—			37,059			453,972
Decrease		(3,249,890	)	$	(43,913,720	)		(5,582,515	)	$	(77,193,302	)
Class I Shares
Shares sold		4,302,752		$	60,361,864			17,857,696		$	224,988,551
Reinvestment of distributions		568,497			7,248,343			526,879			6,085,451
Shares reacquired		(4,658,499	)		(63,662,106	)		(8,203,133	)		(107,105,769	)
Shares issued in reorganization (See Note 13)		—			—			342,949			4,238,850
Increase		212,750		$	3,948,101			10,524,391		$	128,207,083
Class P Shares
Shares sold		154,122		$	2,137,897			424,212		$	5,277,811
Reinvestment of distributions		36,924			464,505			59,153			673,752
Shares reacquired		(530,751	)		(7,294,827	)		(848,069	)		(10,726,453	)
Shares issued in reorganization (See Note 13)		—			—			1,089			13,238
Decrease		(339,705	)	$	(4,692,425	)		(363,615	)	$	(4,761,652	)

121

Notes to Financial Statements (unaudited)(continued)

Fundamental Equity Fund	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class R2 Shares	Shares			Amount			Shares			Amount
Shares sold		182,064		$	2,462,911			777,833		$	9,731,475
Reinvestment of distributions		16,785			210,491			23,061			261,971
Shares reacquired		(380,849	)		(5,158,333	)		(687,844	)		(8,640,098	)
Shares issued in reorganization (See Note 13)		—			—			851			10,317
Increase (decrease)		(182,000	)	$	(2,484,931	)		113,901		$	1,363,665
Class R3 Shares
Shares sold		1,909,934		$	26,548,264			9,889,962		$	123,846,562
Reinvestment of distributions		369,357			4,653,906			386,918			4,418,600
Shares reacquired		(2,999,744	)		(40,649,467	)		(3,992,062	)		(50,712,344	)
Shares issued in reorganization (See Note 13)		—			—			20,100			244,818
Increase (decrease)		(720,453	)	$	(9,447,297	)		6,304,918		$	77,797,636

Growth Leaders Fund	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class A Shares		Shares			Amount			Shares			Amount
Shares sold		477,580		$	7,692,476			827,488		$	12,762,189
Converted from Class B*		15,591			266,991
Reinvestment of distributions		2,867			43,300			—			—
Shares reacquired		(322,666	)		(5,215,549	)		(356,168	)		(5,434,181	)
Shares issued in reorganization (See Note 13)		4,278,452			72,904,811			—			—
Increase		4,451,824		$	75,692,029			471,320		$	7,328,008

	Period Ended April 30, 2013 (unaudited)†
Class B Shares		Shares			Amount
Shares sold		2,036		$	34,671
Shares reacquired		(12,225	)		(208,463	)
Converted to Class A*		(15,614	)		(266,991	)
Shares issued in reorganization (See Note 13)		461,335			7,851,924
Increase		435,532		$	7,411,141

	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class C Shares		Shares			Amount			Shares			Amount
Shares sold		62,335		$	1,024,986			118,327		$	1,815,979
Reinvestment of distributions		260			3,916			—			—
Shares reacquired		(67,228	)		(1,122,143	)		(4,025	)		(61,737	)
Shares issued in reorganization (See Note 13)		1,536,103			25,898,702			—			—
Increase		1,531,470		$	25,805,461			114,302		$	1,754,242

122

Notes to Financial Statements (unaudited)(continued)

	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class F Shares	Shares			Amount			Shares			Amount
Shares sold		57,718		$	963,062			236,829		$	3,656,780
Reinvestment of distributions		1,270			19,109			17			239
Shares reacquired		(56,034	)		(912,512	)		(399,733	)		(5,645,144	)
Shares issued in reorganization (See Note 13)		245,384			4,183,797			—			—
Increase (decrease)		248,338		$	4,253,456			(162,887	)	$	(1,988,125	)
Class I Shares
Shares sold		164,078		$	2,592,074			133,948		$	2,032,231
Reinvestment of distributions		6			84			2			23
Shares reacquired		(95,363	)		(1,485,613	)		(90,997	)		(1,382,487	)
Shares issued in reorganization (See Note 13)		1,446,353			24,674,785			—			—
Increase		1,515,074		$	25,781,330			42,953		$	649,767
Class R2 Shares
Shares sold		4.016		$	73			—		$	—
Reinvestment of distributions		1.371			21			—			—
Shares issued in reorganization (See Note 13)		618.000			10,574			—			—
Increase		623.387		$	10,668			—		$	—
Class R3 Shares
Shares sold		27,070		$	463,155			302		$	4,681
Reinvestment of distributions		2			24			—			—
Shares reacquired		(8,042	)		(138,454	)		(229	)		(3,644	)
Shares issued in reorganization (See Note 13)		341,718			5,829,710			—			—
Increase		360,748		$	6,154,435			73		$	1,037
International Core Equity Fund	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class A Shares	Shares			Amount			Shares			Amount
Shares sold		2,073,145		$	24,900,400			3,727,406		$	41,287,807
Converted from Class B*		139,377			1,701,628			176,957			1,972,039
Reinvestment of distributions		714,184			8,348,808			787,259			8,030,039
Shares reacquired		(4,240,856	)		(50,581,100	)		(10,252,135	)		(113,126,489	)
Decrease		(1,314,150	)	$	(15,630,264	)		(5,560,513	)	$	(61,836,604	)
Class B Shares
Shares sold		34,319		$	406,575			41,508		$	454,177
Reinvestment of distributions		25,470			294,946			28,856			291,736
Shares reacquired		(237,372	)		(2,786,463	)		(625,293	)		(6,835,933	)
Converted to Class A*		(140,974	)		(1,701,628	)		(179,135	)		(1,972,039	)
Decrease		(318,557	)	$	(3,786,570	)		(734,064	)	$	(8,062,059	)

123

Notes to Financial Statements (unaudited)(continued)

International Core Equity Fund	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class C Shares	Shares			Amount			Shares				Amount
Shares sold		246,477		$	2,928,215			435,377		$	4,753,980
Reinvestment of distributions		67,697			783,929			68,444			692,650
Shares reacquired		(752,603	)		(8,889,597	)		(1,872,058	)		(20,516,594	)
Decrease		(438,429	)	$	(5,177,453	)		(1,368,237	)	$	(15,069,964	)
Class F Shares
Shares sold		5,776,088		$	70,605,743			8,371,734		$	90,303,015
Reinvestment of distributions		336,329			3,901,418			187,398			1,896,476
Shares reacquired		(9,085,719	)		(109,687,192	)		(2,457,327	)		(26,960,730	)
Increase (decrease)		(2,973,302	)	$	(35,180,031	)		6,101,805		$	65,238,761
Class I Shares
Shares sold		1,405,714		$	16,815,873			5,807,790		$	60,866,395
Reinvestment of distributions		214,728			2,520,909			430,129			4,404,522
Shares reacquired		(639,935	)		(7,691,436	)		(16,582,054	)		(180,734,077	)
Increase (decrease)		980,507		$	11,645,346			(10,344,135	)	$	(115,463,160	)
Class P Shares
Shares sold		1,283		$	15,390			5,023		$	55,967
Reinvestment of distributions		430			5,020			591			6,018
Shares reacquired		(6,384	)		(74,099	)		(22,920	)		(249,460	)
Decrease		(4,671	)	$	(53,689	)		(17,306	)	$	(187,475	)
Class R2 Shares
Shares sold		16,953		$	196,728			20,563		$	221,494
Reinvestment of distributions		466			5,432			323			3,297
Shares reacquired		(2,101	)		(24,941	)		(29,013	)		(325,485	)
Increase (decrease)		15,318		$	177,219			(8,127	)	$	(100,694	)
Class R3 Shares
Shares sold		235,440		$	2,795,557			685,964		$	7,557,743
Reinvestment of distributions		33,748			389,117			24,704			249,019
Shares reacquired		(311,243	)		(3,684,091	)		(323,827	)		(3,552,458	)
Increase (decrease)		(42,055	)	$	(499,417	)		386,841		$	4,254,304

International Dividend Income Fund	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class A Shares	Shares			Amount			Shares			Amount
Shares sold		24,948,587		$	209,235,103			56,664,307		$	434,591,248
Reinvestment of distributions		611,015			5,088,412			2,852,503			21,595,541
Shares reacquired		(11,797,275	)		(97,444,669	)		(15,575,692	)		(118,722,581	)
Increase		13,762,327		$	116,878,846			43,941,118		$	337,464,208
Class C Shares
Shares sold		4,002,879		$	33,425,917			7,586,498		$	58,324,210
Reinvestment of distributions		42,875			354,645			238,003			1,789,711
Shares reacquired		(755,143	)		(6,289,442	)		(1,035,013	)		(7,783,211	)
Increase		3,290,611		$	27,491,120			6,789,488		$	52,330,710

124

Notes to Financial Statements (unaudited)(continued)

International Dividend Income Fund	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class F Shares	Shares			Amount			Shares			Amount
Shares sold		8,861,667		$	74,147,576			16,261,875		$	126,253,262
Reinvestment of distributions		122,166			1,019,262			409,351			3,107,094
Shares reacquired		(3,638,119	)		(30,765,774	)		(3,646,404	)		(27,845,351	)
Increase		5,345,714		$	44,401,064			13,024,822		$	101,515,005
Class I Shares
Shares sold		15,776,249		$	132,358,481			51,100,305		$	393,452,662
Reinvestment of distributions		865,486			7,226,754			4,160,567			31,622,657
Shares reacquired		(6,326,213	)		(52,221,399	)		(11,980,127	)		(92,074,620	)
Increase		10,315,522		$	87,363,836			43,280,745		$	333,000,699
Class R2 Shares
Shares sold		35,026		$	300,711			59,977		$	477,167
Reinvestment of distributions		138			1,166			376			2,913
Shares reacquired		(20,469	)		(177,948	)		(3,857	)		(29,286	)
Increase		14,695		$	123,929			56,496		$	450,794
Class R3 Shares
Shares sold		408,170		$	3,466,479			4,481,895		$	34,454,066
Reinvestment of distributions		26,942			226,031			148,376			1,138,500
Shares reacquired		(375,220	)		(3,102,560	)		(467,185	)		(3,666,647	)
Increase		59,892		$	589,950			4,163,086		$	31,925,919

International Opportunities Fund	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class A Shares		Shares			Amount			Shares			Amount
Shares sold		512,329		$	7,123,521			571,200		$	6,970,134
Converted from Class B*		39,504			548,756			84,119			1,031,741
Reinvestment of distributions		105,973			1,398,849			48,282			528,688
Shares reacquired		(752,387	)		(10,234,532	)		(1,902,468	)		(23,143,319	)
Decrease		(94,581	)	$	(1,163,406	)		(1,198,867	)	$	(14,612,756	)
Class B Shares
Shares sold		15,252		$	200,963			13,973		$	163,791
Reinvestment of distributions		6,350			79,951			—			—
Shares reacquired		(81,011	)		(1,064,059	)		(207,503	)		(2,417,152	)
Converted to Class A*		(41,524	)		(548,756	)		(88,508	)		(1,031,741	)
Decrease		(100,933	)	$	(1,331,901	)		(282,038	)	$	(3,285,102	)
Class C Shares
Shares sold		140,068		$	1,825,120			133,306		$	1,541,145
Reinvestment of distributions		14,686			183,427			947			9,818
Shares reacquired		(176,241	)		(2,311,539	)		(391,251	)		(4,492,730	)
Decrease		(21,487	)	$	(302,992	)		(256,998	)	$	(2,941,767	)

125

Notes to Financial Statements (unaudited)(continued)

International Opportunities Fund	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class F Shares		Shares			Amount			Shares			Amount
Shares sold		559,620		$	8,048,309			27,200		$	326,612
Reinvestment of distributions		1,397			18,284			786			8,537
Shares reacquired		(16,840	)		(230,240	)		(34,100	)		(422,407	)
Increase (decrease)		544,177		$	7,836,353			(6,114	)	$	(87,258	)
Class I Shares
Shares sold		567,996		$	7,921,272			668,608		$	8,076,274
Reinvestment of distributions		303,804			4,098,308			203,773			2,278,186
Shares reacquired		(1,644,646	)		(23,036,113	)		(3,754,194	)		(46,866,735	)
Decrease		(772,846	)	$	(11,016,533	)		(2,881,813	)	$	(36,512,275	)
Class P Shares
Shares sold		5,222		$	73,561			9,237		$	116,256
Reinvestment of distributions		1,281			17,169			435			4,835
Shares reacquired		(2,066	)		(29,062	)		(7,514	)		(94,510	)
Increase		4,437		$	61,668			2,158		$	26,581
Class R2 Shares
Shares sold		508		$	6,963			1,414		$	17,337
Reinvestment of distributions		108			1,418			25			268
Shares reacquired		(394	)		(5,551	)		(2,471	)		(29,392	)
Increase (decrease)		222		$	2,830			(1,032	)	$	(11,787	)
Class R3 Shares
Shares sold		134,763		$	1,848,909			230,198		$	2,766,699
Reinvestment of distributions		9,010			117,316			3,414			36,875
Shares reacquired		(264,810	)		(3,773,302	)		(185,619	)		(2,225,383	)
Increase (decrease)		(121,037	)	$	(1,807,077	)		47,993		$	578,191

Value Opportunities Fund	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class A Shares	Shares			Amount			Shares			Amount
Shares sold		5,909,545		$	104,385,928			16,555,751		$	258,790,532
Converted from Class B*		30,794			547,639			86,539			1,336,917
Reinvestment of distributions		—			—			211,564			3,044,400
Shares reacquired		(9,176,990	)		(157,366,035	)		(20,683,779	)		(320,940,218	)
Decrease		(3,236,651	)	$	(52,432,468	)		(3,829,925	)	$	(57,768,369	)
Class B Shares
Shares sold		12,034		$	198,308			46,272		$	697,395
Reinvestment of distributions		—			—			3,513			48,759
Shares reacquired		(64,786	)		(1,060,519	)		(164,436	)		(2,472,173	)
Converted to Class A*		(32,184	)		(547,639	)		(89,917	)		(1,336,917	)
Decrease		(84,936	)	$	(1,409,850	)		(204,568	)	$	(3,062,936	)

126

Notes to Financial Statements (unaudited)(continued)

Value Opportunities Fund	Six Months Ended April 30, 2013 (unaudited)					Year Ended October 31, 2012
Class C Shares	Shares			Amount		Shares			Amount
Shares sold	1,079,012		$	18,367,910		3,511,263		$	52,966,007
Reinvestment of distributions	—			—		56,316			781,663
Shares reacquired	(2,064,734	)		(33,855,673	)	(5,397,467	)		(81,438,102	)
Decrease	(985,722	)	$	(15,487,763	)	(1,829,888	)	$	(27,690,432	)
Class F Shares
Shares sold	3,164,108		$	56,098,449		13,711,141		$	213,852,078
Reinvestment of distributions	—			—		69,134			998,292
Shares reacquired	(6,888,684	)		(116,884,983	)	(16,135,037	)		(253,947,633	)
Decrease	(3,724,576	)	$	(60,786,534	)	(2,354,762	)	$	(39,097,263	)
Class I Shares
Shares sold	2,382,770		$	41,834,704		12,381,658		$	195,795,308
Reinvestment of distributions	—			—		70,413			1,025,918
Shares reacquired	(2,936,414	)		(51,552,906	)	(6,077,148	)		(95,981,797	)
									��
Increase (decrease)	(553,644	)	$	(9,718,202	)	6,374,923		$	100,839,429
Class P Shares
Shares sold	3,262		$	57,142		32,674		$	507,505
Reinvestment of distributions	—			—		795			11,405
Shares reacquired	(12,639	)		(225,889	)	(200,514	)		(3,140,409	)
Decrease	(9,377	)	$	(168,747	)	(167,045	)	$	(2,621,499	)
Class R2 Shares
Shares sold	148,927		$	2,603,314		501,459		$	7,801,233
Reinvestment of distributions	—			—		1,329			18,938
Shares reacquired	(207,355	)		(3,660,875	)	(389,132	)		(6,032,819	)
Increase (decrease)	(58,428	)	$	(1,057,561	)	113,656		$	1,787,352
Class R3 Shares
Shares sold	1,055,558		$	18,469,693		2,867,553		$	44,674,892
Reinvestment of distributions	—			—		17,214			245,647
Shares reacquired	(1,152,062	)		(19,919,450	)	(1,715,112	)		(26,611,496	)
Increase (decrease)	(96,504	)	$	(1,449,757	)	1,169,655		$	18,309,043

*	Automatic conversion of Class B shares occurs on the 25th day of the month (or, if the 25th day is not a business day, the next business day thereafter) following the eighth anniversary of the day on which the purchase order was accepted.
†	For the period February 11, 2013 (commencement of operations) to April 30, 2013.

13. REORGANIZATIONS

(a) Growth Leaders Fund–As of the close of business on March 22, 2013, Growth Leaders Fund acquired the net assets of Stock Appreciation Fund pursuant to a plan of reorganization approved by Stock Appreciation Fund’s shareholders on March 15, 2013. The reorganization permitted Stock Appreciation Fund shareholders to pursue substantially similar investment objectives and strategies, but as part of a larger fund with greater investment flexibility and lower expenses. The acquisition was accomplished by a tax-free exchange whereas holders of 21,349,426 shares of Stock Appreciation Fund outstanding on March 22, 2013 received

127

Notes to Financial Statements (unaudited)(continued)

8,309,963 shares (valued at $141,354,303) of Growth Leaders Fund. Stock Appreciation Fund’s net assets at the date of the acquisition, including $10,076,074 of unrealized appreciation, $25,576 of distributions in excess of net investment income, and $16,819,492 of accumulated net realized losses, were combined with those of Growth Leaders Fund. The cost basis of securities received from Stock Appreciation Fund was carried forward.

The total net assets of Growth Leaders Fund immediately before the transfer were $31,440,888. Total net assets of Stock Appreciation Fund immediately before the transfer were $141,354,303. Total net assets of Growth Leaders Fund immediately after the transfer were $172,795,191.

The following table illustrates share conversion ratios of the reorganization on March 22, 2013:

	Conversion
Class	Ratio
A	0.395053
B	0.363226
C	0.366714
F	0.400346
I	0.404730
R2	0.400841
R3	0.391788

Had the acquisition been completed on November 1, 2012, the beginning of the current reporting period of Growth Leaders Fund, the Fund’s condensed pro forma results of operations for the six months ended April 30, 2013, would be as follows:

Net investment income	$	125,398
Net realized and unrealized gain		32,740,722
Net increase in net assets resulting from operations		32,866,120

	The combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed. Revenue and earnings of Stock Appreciation Fund’s portfolio holdings have been included in Growth Leaders Fund’s Statement of Operations since the date of acquisition.
(b)	Fundamental Equity Fund–As of the close of business on June 15, 2012, Fundamental Equity Fund acquired the net assets of Large Cap Value Fund pursuant to a plan of reorganization approved by Large Cap Value Fund’s shareholders on May 18, 2012. The reorganization permitted Large Cap Value Fund shareholders to pursue substantially similar investment objectives and strategies, but as part of a larger fund with greater investment flexibility and lower expenses. The acquisition was accomplished by a tax-free exchange whereas holders of 4,041,590 shares of Large Cap Value Fund outstanding on June 15, 2012 received 3,230,131 shares (valued at $39,288,499) of Fundamental Equity Fund. Large Cap Value Fund’s net assets at the date of the acquisition, including $3,457,796 of unrealized appreciation, $7,730 of distributions in excess of net investment income, and $14,876,070 of accumulated net realized losses, were combined with those of Fundamental Equity Fund. The cost basis of securities received from Large Cap Value Fund was carried forward.
	The total net assets of Fundamental Equity Fund immediately before the transfer were $4,619,436,391. Total net assets of Large Cap Value Fund immediately before the transfer were $39,288,499. Total net assets of Fundamental Equity Fund immediately after the transfer were $4,658,724,890.

128

Notes to Financial Statements (unaudited)(concluded)

The following table illustrates share conversion ratios of the reorganization on June 15, 2012:

	Conversion
Class	Ratio
A	0.792366
B	0.826215
C	0.827692
F	0.790408
I	0.790558
P	0.804581
R2	0.814447
R3	0.796634

Had the acquisition been completed on November 1, 2011, the beginning of the current reporting period of Fundamental Equity Fund, the Fund’s condensed pro forma results of operations for the year ended October 31, 2012, would be as follows:

Net investment income	$	28,890,815
Net realized and unrealized gain		299,455,283
Net increase in net assets resulting from operations		328,346,098

The combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed. Revenue and earnings of Large Cap Value Fund’s portfolio holdings have been included in Fundamental Equity Fund’s Statement of Operations since the date of acquisition.

14. RECENT ACCOUNTING PRONOUNCEMENT

In December 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2011-11 “Disclosures about Offsetting Assets and Liabilities” (“ASU 2011-11”). This disclosure requirement is intended to help investors and other financial statement users better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. ASU 2011-11 requires entities to disclose both gross and net information about both instruments and transactions eligible for offset in the statement of assets and liabilities, and disclose instruments and transactions subject to an agreement similar to a master netting agreement. In addition, in January 2013, FASB issued Accounting Standards Update No. 2013-1 “Clarifying the Scope of Offsetting Assets and Liabilities” (“ASU 2013-1”), specifying exactly which transactions are subject to disclosures about offsetting. ASU 2011-11 and ASU 2013-1 are effective for public entities for interim and annual periods beginning on or after January 1, 2013. Management is currently evaluating the impact of the adoption of ASU 2011-11 and ASU 2013-1 will have on the Funds’ financial statement disclosures.

15. SUBSEQUENT EVENT

On February 28, 2013, Lord Abbett Equity Trust – Lord Abbett Small Cap Blend Fund’s (“Small Cap Blend Fund”) Board approved a proposal to reorganize the Fund into Value Opportunities Fund to create a single larger fund. The reorganization requires the approval of Small Cap Blend Fund’s shareholders at a future shareholder meeting.

129

Investments in Underlying Funds (unaudited)

Alpha Strategy Fund invests in Underlying Funds managed by Lord Abbett. As of April 30, 2013, Alpha Strategy Fund’s long-term investments were allocated among the Underlying Funds as follows:

Underlying Fund Name	% of Investments
Lord Abbett Developing Growth Fund, Inc. – Class I	20.03%
Lord Abbett Securities Trust – Lord Abbett International Opportunities Fund – Class I	20.21%
Lord Abbett Securities Trust – Lord Abbett Micro-Cap Growth Fund – Class I	10.00%
Lord Abbett Securities Trust – Lord Abbett Micro-Cap Value Fund – Class I	9.88%
Lord Abbett Equity Trust – Lord Abbett Small-Cap Blend Fund – Class I	9.87%
Lord Abbett Research Fund, Inc. – Lord Abbett Small-Cap Value Fund – Class I	19.98%
Lord Abbett Securities Trust – Lord Abbett Value Opportunities Fund – Class I	10.03%

The Ten Largest Holdings and the Holdings by Sector, as of April 30, 2013, for each Underlying Fund are presented below. Each Underlying Fund’s annual and semiannual reports, which are sent to shareholders and filed with the SEC, contain information about the Underlying Fund’s portfolio holdings, including a complete schedule of holdings. A complete schedule of holdings for each Underlying Fund is also filed with the SEC on Form N-Q as of the end of each respective Underlying Fund’s first and third quarters. In addition, on or about the first day of the second month following each calendar quarter-end, each Fund makes publicly available a complete schedule of its portfolio holdings as of the last day of each such quarter. The information for the most recently ended calendar quarter may be viewed at www.lordabbett.com or requested at no charge by calling Lord Abbett at 888-522-2388.

Lord Abbett Developing Growth Fund, Inc.
Ten Largest Holdings	% of Investments
Cree, Inc.	1.77%
CoStar Group, Inc.	1.67%
Medidata Solutions, Inc.	1.62%
Financial Engines, Inc.	1.53%
BioMarin Pharmaceutical, Inc.	1.53%
First Solar, Inc.	1.46%
Avis Budget Group, Inc.	1.46%
Team Health Holdings, Inc.	1.41%
Lumber Liquidators Holdings, Inc.	1.36%
Hexcel Corp.	1.33%
Holdings by Sector*	% of Investments
Consumer Discretionary	14.58%
Consumer Staples	4.35%
Energy	5.36%
Financials	6.03%
Health Care	22.08%
Industrials	16.81%
Information Technology	27.65%
Materials	0.72%
Short-Term Investment	2.42%
Total	100.00%

* A sector may comprise several industries.

130

Investments in Underlying Funds (unaudited)(continued)

Lord Abbett Securities Trust – International Opportunities Fund

Ten Largest Holdings	% of Investments
Safilo Group SpA	2.14%
K’s Holdings Corp.	1.95%
Ashtead Group plc	1.90%
Ingenico	1.70%
Loomis AB	1.69%
Intrum Justitia AB	1.62%
VTech Holdings Ltd.	1.57%
Filinvest Land, Inc.	1.53%
PT Bank Tabungan Negara Persero Tbk	1.53%
Berkeley Group Holdings plc	1.52%

Holdings by Sector*	% of Investments
Consumer Discretionary	24.59%
Consumer Staples	9.16%
Energy	4.68%
Financials	22.18%
Health Care	4.79%
Industrials	15.82%
Information Technology	8.09%
Materials	6.18%
Telecommunication Services	0.96%
Utilities	3.16%
Short-Term Investment	0.39%
Total	100.00%

* A sector may comprise several industries.

Lord Abbett Securities Trust – Micro Cap Growth Fund
Ten Largest Holdings	% of Investments
ACADIA Pharmaceuticals, Inc.	2.72%
Aegerion Pharmaceuticals, Inc.	2.19%
Xoom Corp.	2.18%
Flotek Industries, Inc.	2.02%
Proofpoint, Inc.	1.91%
Celldex Therapeutics, Inc.	1.78%
SunPower Corp.	1.73%
RigNet, Inc.	1.70%
Proto Labs, Inc.	1.66%
Spectranetics Corp. (The)	1.65%

131

Investments in Underlying Funds (unaudited)(continued)

Holdings by Sector*	% of Investments
Consumer Discretionary	18.06%
Consumer Staples	2.17%
Energy	3.50%
Financials	4.16%
Health Care	32.75%
Industrials	13.80%
Information Technology	23.18%
Materials	2.03%
Short-Term Investment	0.35%
Total	100.00%

* A sector may comprise several industries.

Lord Abbett Securities Trust – Micro Cap Value Fund
Ten Largest Holdings	% of Investments
Multi-Color Corp.	2.51%
Marlin Business Services Corp.	2.06%
CAI International, Inc.	2.04%
Virtusa Corp.	1.99%
Computer Task Group, Inc.	1.79%
TMS International Corp. Class A	1.78%
Electronics for Imaging, Inc.	1.72%
Rush Enterprises, Inc. Class A	1.72%
Asbury Automotive Group, Inc.	1.71%
Overhill Farms, Inc.	1.71%

Holdings by Sector*	% of Investments
Consumer Discretionary	11.34%
Consumer Staples	1.71%
Energy	0.45%
Financials	31.06%
Health Care	5.39%
Industrials	29.30%
Information Technology	9.30%
Materials	6.93%
Utilities	2.61%
Short-Term Investment	1.91%
Total	100.00%

* A sector may comprise several industries.

132

Investments in Underlying Funds (unaudited)(continued)

Lord Abbett Equity Trust – Small Cap Blend Fund

Ten Largest Holdings	% of Investments
Oshkosh Corp.	2.69%
Brinker International, Inc.	2.50%
Greatbatch, Inc.	2.46%
Berry Plastics Group, Inc.	2.28%
ExamWorks Group, Inc.	2.23%
Bally Technologies, Inc.	2.14%
SS&C Technologies Holdings, Inc.	2.10%
KapStone Paper and Packaging Corp.	2.05%
Jones Lang LaSalle, Inc.	2.03%
SVB Financial Group	2.03%

Holdings by Sector*	% of Investments
Consumer Discretionary	16.66%
Consumer Staples	3.23%
Energy	1.01%
Financials	26.13%
Health Care	10.15%
Industrials	16.02%
Information Technology	9.23%
Materials	8.21%
Utilities	3.29%
Short-Term Investment	6.07%
Total	100.00%

* A sector may comprise several industries.

Lord Abbett Research Fund, Inc. – Small Cap Value Fund
Ten Largest Holdings	% of Investments
Ryder System, Inc.	1.40%
Team Health Holdings, Inc.	1.30%
TAL International Group, Inc.	1.29%
Superior Energy Services, Inc.	1.20%
EMCOR Group, Inc.	1.17%
Avis Budget Group, Inc.	1.13%
Pebblebrook Hotel Trust	1.13%
Reliance Steel & Aluminum Co.	1.12%
First Industrial Realty Trust, Inc.	1.12%
Navigators Group, Inc. (The)	1.11%

133

Investments in Underlying Funds (unaudited)(concluded)

Holdings by Sector*	% of Investments
Consumer Discretionary	9.17%
Consumer Staples	1.94%
Energy	5.67%
Financials	26.99%
Health Care	12.07%
Industrials	20.39%
Information Technology	10.08%
Materials	8.38%
Utilities	3.44%
Short-Term Investment	1.87%
Total	100.00%

* A sector may comprise several industries.

Lord Abbett Securities Trust – Value Opportunities Fund
Ten Largest Holdings	% of Investments
Rock-Tenn Co. Class A	1.92%
Alterra Capital Holdings Ltd.	1.86%
Hertz Global Holdings, Inc.	1.75%
Rovi Corp.	1.73%
Abercrombie & Fitch Co. Class A	1.63%
Jacobs Engineering Group, Inc.	1.60%
Reliance Steel & Aluminum Co.	1.56%
Comerica, Inc.	1.53%
Hartford Financial Services Group, Inc.	1.52%
TAL International Group, Inc.	1.47%

Holdings by Sector*	% of Investments
Consumer Discretionary	10.46%
Consumer Staples	4.15%
Energy	5.25%
Financials	27.51%
Health Care	7.31%
Industrials	12.00%
Information Technology	14.95%
Materials	10.52%
Utilities	5.46%
Short-Term Investment	2.39%
Total	100.00%

* A sector may comprise several industries.

134

Approval of Advisory Contract

The Board of Trustees of the Company, including all of the Trustees who are not interested persons of the Company or Lord, Abbett & Co. LLC (“Lord Abbett”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett. In connection with its most recent approval, the Board reviewed materials relating specifically to the management agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to each Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the examination of the portfolio management teams conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management.

The materials received by the Board as to each Fund included, but were not limited to: (1) information provided by Lipper Inc. regarding the investment performance of the Fund compared to the investment performance of a group of funds within the same investment classification/objective (the “performance universe”) and the investment performance of an appropriate benchmark; (2) information on the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and one or more groups of funds with similar objectives and of similar size (the “peer group”); (3) information provided by Lord Abbett on the projected expense ratios, management fee rates, and other expense components for the Fund; (4) sales and redemption information for the Fund; (5) information regarding Lord Abbett’s financial condition; (6) an analysis of the relative profitability of the management agreement to Lord Abbett; (7) information provided by Lord Abbett regarding the investment management fees Lord Abbett receives from its other advisory clients maintaining accounts with a similar investment strategy as the Fund; (8) information regarding the distribution arrangements of the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund. In addition, for each of the Funds other than Alpha Strategy Fund, the Board received detailed performance attribution analysis.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to each Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all relevant legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest resulting from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other.

Investment Performance. The Board reviewed each Fund’s investment performance in relation to that of the relevant performance universes, in each case as of various periods ended September 30, 2012. As to Alpha Strategy Fund, the Board observed that the investment performance of the Class A shares was below the median of the performance universe for the nine-month, one-year, three-year, and five-year periods and above that of the performance universe for the ten-year period. As to Fundamental Equity Fund, the Board observed that the investment performance of the Class A shares was below the medians of the peer group for the nine-month, one-year, and three-year periods and above the medians for the five-year and ten-year periods. As to Growth Leaders Fund,

135

Approval of Advisory Contract (continued)

the Board observed that the investment performance of the Class A shares was below the median of the peer group for the nine-month and one-year periods. As to International Core Equity Fund, the Board observed that the investment performance of the Class A shares was below the median of the peer group for each of the periods. As to International Dividend Income Fund, the Board observed that the investment performance of the Class A shares was very close to the medians of one peer group and below the medians of a second peer group. As to International Opportunities Fund, the Board observed that the investment performance of the Class A shares was above the medians of the peer groups for some periods and below for other periods. As to Value Opportunities Fund, the Board observed that the investment performance of the Class A shares was below the medians of the peer groups for the nine-month, one-year, and three-year periods and above the medians for the five-year period.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to each Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel. The Board also considered the steps Lord Abbett had taken or was taking to improve investment performance of each Fund.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and Lord Abbett Distributor LLC (“Distributor”) and the nature and extent of Lord Abbett’s supervision of third party service providers, including each Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of each class of shares of each Fund and the expense levels of one or more corresponding peer groups. The Board considered the fiscal periods on which the peer group comparisons were based, and noted that the fiscal years of many funds in each Fund’s peer group did not coincide with the Fund’s fiscal year. It also considered the projected expense levels of each Fund and how those levels would relate to those of the peer group and the amount and nature of the fees paid by shareholders. As to Alpha Strategy Fund, the Board observed that the expense ratios of some classes were below the medians of the peer groups and other classes were above the medians. As to Fundamental Equity Fund, the Board observed that the expense ratios were below or the same as the medians of the peer group. As to Growth Leaders Fund, the Board observed that the expense ratios were well below the medians of the peer group. As to International Core Equity Fund, the Board observed that the expense ratios were below the medians of the peer group. As to International Dividend Income Fund, the Board observed that the expense ratios were well below the medians of the peer groups. As to each of International Opportunities Fund and Value Opportunities Fund, the Board observed that the Board observed that the expense ratios of some classes were below the medians of the peer groups and other classes were above the medians. In addition, as to each of International Core Equity Fund, International Dividend Income Fund, and Value Opportunities Fund, the Board noted that Lord Abbett had agreed to a new fee schedule to the management agreement, effective March 1, 2013.

Profitability. As to each Fund, the Board considered the level of Lord Abbett’s profits in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. The Board concluded that the allocation methodology had a reasonable basis and was appropriate. It considered any profits realized by Lord Abbett in connection with the operation of each Fund, including the fee that Lord Abbett receives from the Fund for providing

136

Approval of Advisory Contract (concluded)

administrative services to the Fund, and whether the amount of profit was fair for the management of the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and ignoring marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. The Board concluded that Lord Abbett’s profitability as to each Fund was not excessive.

Economies of Scale. As to each Fund, the Board considered whether there had been any economies of scale in managing the Fund, whether the Fund had appropriately benefited from any such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that each existing management fee schedule, with its breakpoint or breakpoints in the level of the management fee, adequately addressed any economies of scale in managing the applicable Fund.

Other Benefits to Lord Abbett. As to each Fund, the Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees from the Funds, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectuses of the Funds, has entered into revenue sharing arrangements with certain entities that distribute shares of the Funds. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. As to each Fund, the Board considered whether, instead of approving continuation of the management agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the existing management agreements was in the best interests of each Fund and its shareholders and voted unanimously to approve the continuation of the management agreements. In considering whether to approve the continuation of the management agreement, the Board did not identify any single factor as paramount or controlling. This summary does not discuss in detail all matters considered.

137

Householding

The Trust has adopted a policy that allows it to send only one copy of each Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to each Fund’s portfolio securities, and information on how Lord Abbett voted each Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Funds are required to file their complete schedule of portfolio holdings with the SEC for their first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

138

This page is intentionally left blank.

This page is intentionally left blank.

This page is intentionally left blank.

This page is intentionally left blank.

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus. Lord Abbett Mutual Fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.
	Lord Abbett Securities Trust
	Lord Abbett Alpha Strategy Fund Lord Abbett Fundamental Equity Fund Lord Abbett Growth Leaders Fund Lord Abbett International Core Equity Fund Lord Abbett International Dividend Income Fund Lord Abbett International Opportunities Fund Lord Abbett Value Opportunities Fund
		LST-3-0413 (06/13)

2 0 1 3

L O R D  A B B E T T

S E M I A N N U A L

R E P O R T

Lord Abbett

Micro Cap Growth Fund

Micro Cap Value Fund

For the six-month period ended April 30, 2013

Table of Contents

1	A Letter from Lord Abbett
2	Information About Your Fund’s Expenses and Holdings Presented by Sector
	Schedules of Investments:
5	Micro Cap Growth
8	Micro Cap Value
11	Statements of Assets and Liabilities
12	Statements of Operations
13	Statements of Changes in Net Assets
15	Financial Highlights
19	Notes to Financial Statements
26	Supplemental Information to Shareholders

Lord Abbett Securities Trust

Lord Abbett Micro Cap Growth Fund and Lord Abbett
Micro Cap Value Fund Semiannual Report

For the six-month period ended April 30, 2013

Dear Shareholders: We are pleased to provide you with this semiannual report for the Funds for the six-month period ended April 30, 2013. For additional information about the Funds, please visit our Website at www.lordabbett.com, where you also can access the quarterly commentaries by the Funds’ portfolio managers. General information about Lord Abbett mutual funds, as well as in-depth discussions of market trends and investment strategies, is also provided in Lord Abbett Insights, a quarterly newsletter available on our Website.

          Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

Daria L. Foster

Trustee, President and Chief Executive Officer

1

Expense Example

          As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments (these charges vary among the share classes); and (2) ongoing costs, including management fees; distribution and service (12b-1) fees (these charges vary among the share classes); and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

          The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 through April 30, 2013).

Actual Expenses

          For each class of each Fund, the first line of the tables on the following pages provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 11/1/12 – 4/30/13” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

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

2

Micro Cap Growth Fund

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

	Beginning Account Value	Ending Account Value	Expenses Paid During Period†
	11/1/12	4/30/13	11/1/12 - 4/30/13
Class A*
Actual	$1,000.00	$1,207.60	$10.45
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,015.34	$  9.54
Class I
Actual	$1,000.00	$1,208.50	$  9.91
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,015.80	$  9.05

†	For each class of the Fund, net expenses are equal to the annualized expense ratio for such class (1.91% for Class A and 1.81% for Class I) multiplied by the average account value over the period, multiplied by 181/365 (to reflect one-half year period).
*	The annualized expenses for Class A have been restated to 1.81%. Had the restated expense ratio been in place throughout the most recent fiscal half-year, the expenses paid during the period would have been:

	Actual	Hypothetical (5% Return Before Expenses)
Class A	$9.91	$9.05

Portfolio Holdings Presented by Sector

April 30, 2013

Sector*	%**
Consumer Discretionary	18.06	%
Consumer Staples	2.17	%
Energy	3.50	%
Financials	4.16	%
Health Care	32.75	%
Industrials	13.80	%
Information Technology	23.18	%
Materials	2.03	%
Short-Term Investment	0.35	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

3

Micro Cap Value Fund

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

	Beginning Account Value	Ending Account Value	Expenses Paid During Period†
	11/1/12	4/30/13	11/1/12 - 4/30/13
Class A*
Actual	$1,000.00	$1,129.00	$9.82
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,015.56	$9.30
Class I
Actual	$1,000.00	$1,129.30	$9.40
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,015.97	$8.90

†	For each class of the Fund, net expenses are equal to the annualized expense ratio for such class (1.86% for Class A and 1.78% for Class I) multiplied by the average account value over the period, multiplied by 181/365 (to reflect one-half year period).
*	The annualized expenses for Class A have been restated to 1.78%. Had the restated expense ratio been in place throughout the most recent fiscal half-year, the expenses paid during the period would have been:

	Actual	Hypothetical (5% Return Before Expenses)
Class A	$9.40	$8.90

Portfolio Holdings Presented by Sector

April 30, 2013

Sector*	%**
Consumer Discretionary	11.34	%
Consumer Staples	1.71	%
Energy	0.45	%
Financials	31.06	%
Health Care	5.39	%
Industrials	29.30	%
Information Technology	9.30	%
Materials	6.93	%
Utilities	2.61	%
Short-Term Investment	1.91	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

4

Schedule of Investments (unaudited)

MICRO CAP GROWTH FUND April 30, 2013

Investments	Shares		Fair Value (000)
LONG-TERM INVESTMENTS 98.11%
COMMON STOCKS 98.11%
Air Freight & Logistics 0.89%
Echo Global Logistics, Inc.*		58,884	$	1,022
Biotechnology 16.78%
ACADIA Pharmaceuticals, Inc.*		239,058		3,082
Achillion Pharmaceuticals, Inc.*		125,193		944
Aegerion Pharmaceuticals, Inc.*		59,198		2,489
Array BioPharma, Inc.*		214,454		1,276
Celldex Therapeutics, Inc.*		154,966		2,022
Genomic Health, Inc.*		19,438		590
Infinity Pharmaceuticals, Inc.*		28,366		1,222
Intercept Pharmaceuticals, Inc.*		21,477		731
Keryx Biopharmaceuticals, Inc.*		174,146		1,419
LipoScience, Inc.*		108,604		938
Neurocrine Biosciences, Inc.*		88,972		1,027
Puma Biotechnology, Inc.*		42,102		1,355
Sarepta Therapeutics, Inc.*		32,859		954
TESARO, Inc.*		46,985		1,293
Total				19,342
Building Products 1.15%
Trex Co., Inc.*		27,136		1,321
Capital Markets 2.12%
HFF, Inc. Class A		74,056		1,551
Piper Jaffray Cos.*		26,473		894
Total				2,445
Chemicals 1.99%
Flotek Industries, Inc.*		143,189		2,297
Commercial Banks 1.03%
Western Alliance Bancorp*		80,455		1,184

Investments	Shares		Fair Value (000)
Commercial Services & Supplies 2.73%
EnerNOC, Inc.*		98,233	$	1,721
Performant Financial Corp.*		146,246		1,423
Total				3,144
Communications Equipment 1.02%
Infinera Corp.*		139,468		1,174
Construction & Engineering 1.00%
Orion Marine Group, Inc.*		125,774		1,152
Diversified Consumer Services 1.38%
LifeLock, Inc.*		176,294		1,587
Electronic Equipment, Instruments & Components 0.71%
FARO Technologies, Inc.*		21,059		817
Energy Equipment & Services 1.90%
Geospace Technologies Corp.*		3,072		259
RigNet, Inc.*		79,828		1,932
Total				2,191
Food & Staples Retailing 1.04%
Natural Grocers by Vitamin Cottage, Inc.*		48,013		1,204
Food Products 1.09%
Annie’s, Inc.*		33,381		1,261
Health Care Equipment & Supplies 9.83%
DexCom, Inc.*		106,751		1,752
Endologix, Inc.*		101,033		1,517
GenMark Diagnostics, Inc.*		117,416		1,826
Insulet Corp.*		35,084		886
Novadaq Technologies, Inc. (Canada)*(a)		104,899		1,413
Spectranetics Corp. (The)*		100,159		1,868
SurModics, Inc.*		44,144		1,168
Vascular Solutions, Inc.*		56,460		898
Total				11,328

See Notes to Financial Statements. 5

Schedule of Investments (unaudited)(continued)

MICRO CAP GROWTH FUND April 30, 2013

Investments	Shares		Fair Value (000)
Health Care Providers & Services 1.44%
IPC The Hospitalist Co., Inc.*		24,901	$	1,136
MWI Veterinary Supply, Inc.*		4,484		528
Total				1,664
Health Care Technology 0.29%
Vocera Communications, Inc.*		16,839		333
Hotels, Restaurants & Leisure 6.05%
AFC Enterprises, Inc.*		41,693		1,329
Chuy’s Holdings, Inc.*		50,943		1,666
Del Frisco’s Restaurant Group, Inc.*		51,042		863
Multimedia Games Holding Co., Inc.*		70,621		1,742
Sonic Corp.*		109,416		1,371
Total				6,971
Household Durables 2.52%
iRobot Corp.*		40,498		1,178
SodaStream International Ltd. (Israel)*(a)		32,170		1,732
Total				2,910
Information Technology Services 1.21%
EPAM Systems, Inc.*		64,651		1,390
Insurance 0.46%
Hilltop Holdings, Inc.*		40,015		536
Internet & Catalog Retail 1.00%
Overstock.com, Inc.*		55,356		1,151
Internet Software & Services 7.76%
Angie’s List, Inc.*		62,668		1,519
Cornerstone OnDemand, Inc.*		26,927		977
Demandware, Inc.*		11,159		305
E2open, Inc.*		42,162		599
Marin Software, Inc.*		51,854		762
NIC, Inc.		50,165		845
Trulia, Inc.*		50,454		1,466
Xoom Corp.*		133,831		2,471
Total				8,944

Investments	Shares		Fair Value (000)
Life Sciences Tools & Services 1.11%
Fluidigm Corp.*		75,963	$	1,279
Machinery 3.58%
ExOne Co. (The)*		35,328		1,357
Proto Labs, Inc.*		36,769		1,878
RBC Bearings, Inc.*		18,536		891
Total				4,126
Media 1.21%
Shutterstock, Inc.*		33,390		1,392
Oil, Gas & Consumable Fuels 1.54%
GasLog Ltd. (Monaco)(a)		139,070		1,780
Pharmaceuticals 2.79%
Cadence Pharmaceuticals, Inc.*		202,303		1,432
Santarus, Inc.*		97,340		1,788
Total				3,220
Professional Services 1.60%
WageWorks, Inc.*		71,982		1,844
Semiconductors & Semiconductor Equipment 4.70%
Intermolecular, Inc.*		127,021		1,106
MagnaChip Semiconductor Corp. (South Korea)*(a)		52,673		845
MEMC Electronic Materials, Inc.*		279,177		1,508
SunPower Corp.*		144,444		1,963
Total				5,422
Software 7.43%
Imperva, Inc.*		43,946		1,713
Infoblox, Inc.*		75,023		1,659
Jive Software, Inc.*		61,991		843
Proofpoint, Inc.*		118,510		2,171
PROS Holdings, Inc.*		52,543		1,362
Silver Spring Networks, Inc.*		45,007		812
Total				8,560

6 See Notes to Financial Statements.

Schedule of Investments (unaudited)(concluded)

MICRO CAP GROWTH FUND April 30, 2013

Investments	Shares		Fair Value (000)
Specialty Retail 5.63%
America’s Car-Mart, Inc.*		20,513	$	949
Asbury Automotive Group, Inc.*		30,538		1,224
Lithia Motors, Inc. Class A		23,279		1,153
Lumber Liquidators Holdings, Inc.*		13,589		1,114
MarineMax, Inc.*		70,826		821
Tile Shop Holdings, Inc.*		49,370		1,224
Total				6,485
Thrifts & Mortgage Finance 0.48%
Home Loan Servicing Solutions Ltd.		24,349		552
Trading Companies & Distributors 2.65%
DXP Enterprises, Inc.*		13,283		888
H&E Equipment Services, Inc.		56,395		1,148
Rush Enterprises, Inc. Class A*		44,463		1,018
Total				3,054
Total Common Stocks (cost $88,294,238)				113,082
WARRANT 0.00%
Oil, Gas & Consumable Fuels
Magnum Hunter Resources Corp.*(b) (cost $0)		13,683		—	(c)
Total Long-Term Investments (cost $88,294,238)				113,082

Investments	Principal Amount (000)		Fair Value (000)
SHORT-TERM INVESTMENT 0.34%
Repurchase Agreement
Repurchase Agreement dated 4/30/2013, 0.01% due 5/1/2013 with Fixed Income Clearing Corp. collateralized by $405,000 of U.S. Treasury Bill at Zero Coupon due 4/3/2014; value: $404,393; proceeds: $396,418 (cost $396,418)	$	396	$	396
Total Investments in Securities 98.45% (cost $88,690,656)				113,478
Other Assets in Excess of Liabilities 1.55%				1,785
Net Assets 100.00%			$	115,263

*	Non-income producing security.
(a)	Foreign security traded in U.S. dollars.
(b)	Exercise price of $10.50 and expiration date of 10/14/2013.
(c)	Valued at zero as of April 30, 2013.

See Notes to Financial Statements. 7

Schedule of Investments (unaudited)

MICRO CAP VALUE FUND April 30, 2013

Investments	Shares		Fair Value (000)
COMMON STOCKS 98.08%
Aerospace & Defense 0.99%
LMI Aerospace, Inc.*		63,477	$	1,358
Auto Components 3.28%
Dorman Products, Inc.		38,300		1,445
Drew Industries, Inc.		54,475		1,967
Gentherm, Inc.*		72,000		1,097
Total				4,509
Chemicals 4.11%
Balchem Corp.		41,400		1,794
KMG Chemicals, Inc.		101,948		1,872
Quaker Chemical Corp.		32,100		1,981
Total				5,647
Commercial Banks 15.90%
Bank of Marin Bancorp		44,600		1,766
Bryn Mawr Bank Corp.		69,782		1,621
CoBiz Financial, Inc.		185,164		1,585
Lakeland Financial Corp.		50,000		1,340
MidSouth Bancorp, Inc.		127,946		2,010
Northrim BanCorp, Inc.		76,074		1,657
Park Sterling Corp.*		237,900		1,363
Renasant Corp.		27,000		616
Sandy Spring Bancorp, Inc.		103,600		2,122
SCBT Financial Corp.		44,060		2,105
Southern National Bancorp of Virginia, Inc.		126,400		1,273
Sterling Bancorp		207,200		2,337
Washington Banking Co.		147,701		2,038
Total				21,833
Commercial Services & Supplies 9.95%
McGrath RentCorp		66,700		2,072
Mobile Mini, Inc.*		74,100		2,084
Multi-Color Corp.		133,486		3,452
Performant Financial Corp.*		193,300		1,881
Team, Inc.*		44,900		1,740

Investments	Shares		Fair Value (000)
TMS International Corp. Class A*		169,100	$	2,442
Total				13,671
Computers & Peripherals 1.72%
Electronics for Imaging, Inc.*		88,400		2,362
Construction & Engineering 1.60%
MYR Group, Inc.*		96,500		2,200
Diversified Financial Services 2.06%
Marlin Business Services Corp.		116,576		2,825
Electrical Equipment 2.72%
AZZ, Inc.		32,600		1,379
Powell Industries, Inc.*		36,295		1,787
Thermon Group Holdings, Inc.*		29,000		568
Total				3,734
Electronic Equipment, Instruments & Components 2.55%
CTS Corp.		151,025		1,608
Measurement Specialties, Inc.*		44,159		1,889
Total				3,497
Energy Equipment & Services 0.45%
Tesco Corp.*		50,700		619
Food Products 1.71%
Overhill Farms, Inc.*		587,957		2,352
Gas Utilities 1.41%
Chesapeake Utilities Corp.		36,300		1,937
Health Care Equipment & Supplies 1.63%
ICU Medical, Inc.*		11,800		711
SurModics, Inc.*		57,915		1,532
Total				2,243

8 See Notes to Financial Statements.

Schedule of Investments (unaudited)(continued)

MICRO CAP VALUE FUND April 30, 2013

Investments	Shares		Fair Value (000)
Health Care Providers & Services 3.76%
BioScrip, Inc.*		142,100	$	1,969
CorVel Corp.*		39,020		1,852
U.S. Physical Therapy, Inc.		56,145		1,340
Total				5,161
Hotels, Restaurants & Leisure 0.61%
Marcus Corp. (The)		65,463		841
Information Technology Services 3.78%
Computer Task Group, Inc.		119,779		2,458
Virtusa Corp.*		123,081		2,734
Total				5,192
Insurance 1.91%
AMERISAFE, Inc.		30,500		996
Donegal Group, Inc. Class A		110,805		1,622
Total				2,618
Machinery 1.46%
Commercial Vehicle Group, Inc.*		120,228		843
Twin Disc, Inc.		54,400		1,160
Total				2,003
Media 1.24%
Carmike Cinemas, Inc.*		97,100		1,705
Metals & Mining 1.73%
A. M. Castle & Co.*		41,900		726
Universal Stainless & Alloy Products, Inc.*		47,068		1,645
Total				2,371
Paper & Forest Products 1.09%
Neenah Paper, Inc.		52,275		1,503
Professional Services 0.40%
Exponent, Inc.		10,539		555

Investments	Shares		Fair Value (000)
Real Estate Investment Trusts 6.75%
Agree Realty Corp.		56,500	$	1,699
Campus Crest Communities, Inc.		157,400		2,150
CapLease, Inc.		248,000		1,741
Parkway Properties, Inc.		115,000		2,096
Terreno Realty Corp.		84,100		1,583
Total				9,269
Road & Rail 4.06%
Celadon Group, Inc.		95,700		1,607
Marten Transport Ltd.		82,349		1,677
Roadrunner Transportation Systems, Inc.*		101,600		2,287
Total				5,571
Software 1.25%
Tangoe, Inc.*		133,300		1,714
Specialty Retail 6.20%
America’s Car-Mart, Inc.*		18,150		840
Asbury Automotive Group, Inc.*		58,700		2,353
Lithia Motors, Inc. Class A		44,500		2,204
MarineMax, Inc.*		103,400		1,198
Shoe Carnival, Inc.		83,900		1,748
Tilly’s, Inc.*		11,601		167
Total				8,510
Thrifts & Mortgage Finance 4.45%
Federal Agricultural Mortgage Corp. Class C		71,445		2,271
HomeStreet, Inc.		76,700		1,649
Territorial Bancorp, Inc.		93,500		2,186
Total				6,106

See Notes to Financial Statements. 9

Schedule of Investments (unaudited)(concluded)

MICRO CAP VALUE FUND April 30, 2013

Investments	Shares		Fair Value (000)
Trading Companies & Distributors 8.11%
CAI International, Inc.*		109,600	$	2,794
Essex Rental Corp.*		366,584		1,595
H&E Equipment Services, Inc.		115,500		2,351
Rush Enterprises, Inc. Class A*		102,839		2,354
Titan Machinery, Inc.*		90,900		2,051
Total				11,145
Water Utilities 1.20%
Connecticut Water Service, Inc.		57,900		1,649
Total Common Stocks (cost $102,249,910)				134,700

Investments	Principal Amount (000)		Fair Value (000)
SHORT-TERM INVESTMENT 1.91%
Repurchase Agreement
Repurchase Agreement dated 4/30/2013, 0.01% due 5/1/2013 with Fixed Income Clearing Corp. collateralized by $2,645,000 of U.S. Treasury Note at 1.25% due 4/15/2014; value: $2,674,664; proceeds: $2,621,184 (cost $2,621,183)	$	2,621	$	2,621
Total Investments in Securities 99.99% (cost $104,871,093)				137,321
Other Assets in Excess of Liabilities 0.01%				11
Net Assets 100.00%			$	137,332

* Non-income producing security.

10 See Notes to Financial Statements.

Statements of Assets and Liabilities (unaudited)
April 30, 2013

	Micro Cap Growth Fund			Micro Cap Value Fund
ASSETS:
Investments in securities, at cost	$	88,690,656		$	104,871,093
Investments in securities, at fair value	$	113,477,666		$	137,321,050
Receivables:
Investment securities sold		3,199,421			1,295,216
Interest and dividends		3,409			46,546
Capital shares sold		19,846			19,446
From advisor (See Note 3)		2,964			11,193
Prepaid expenses		5,094			13,076
Total assets		116,708,400			138,706,527
LIABILITIES:
Payables:
Investment securities purchased		1,255,537			1,141,975
Management fee		141,322			168,073
12b-1 distribution fees		3,167			11,628
Trustees’ fees		7,899			10,216
Fund administration		3,769			4,482
To affiliate (See Note 3)		5,873			5,751
Accrued expenses		27,551			31,913
Total liabilities		1,445,118			1,374,038
NET ASSETS	$	115,263,282		$	137,332,489
COMPOSITION OF NET ASSETS:
Paid-in capital	$	83,839,383		$	103,715,235
Accumulated net investment loss		(2,429,445	)		(330,410	)
Accumulated net realized gain on investments		9,066,334			1,497,707
Net unrealized appreciation on investments		24,787,010			32,449,957
Net Assets	$	115,263,282		$	137,332,489
Net assets by class:
Class A Shares	$	8,336,347		$	28,612,349
Class I Shares	$	106,926,935		$	108,720,140
Outstanding shares by class (unlimited number of authorized shares of beneficial interest):
Class A Shares		495,783			955,546
Class I Shares		6,088,258			3,526,065
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares):
Class A Shares-Net asset value		$16.81			$29.94
Class A Shares-Maximum offering price (Net asset value plus sales charge of 5.75%)		$17.84			$31.77
Class I Shares-Net asset value		$17.56			$30.83

See Notes to Financial Statements. 11

Statements of Operations (unaudited)
For the Six Months Ended April 30, 2013

	Micro Cap Growth Fund			Micro Cap Value Fund
Investment income:
Dividends	$	165,304		$	1,334,554
Interest		131			94
Total investment income		165,435			1,334,648
Expenses:
Management fee		803,997			982,410
12b-1 distribution plan-Class A		3,641			11,495
Shareholder servicing		10,354			18,997
Professional		20,893			20,961
Reports to shareholders		3,115			3,639
Fund administration		21,440			26,198
Custody		6,900			5,128
Trustees’ fees		1,520			1,876
Registration		13,912			13,923
Subsidy (See Note 3)		90,067			91,302
Other		1,408			1,641
Gross expenses		977,247			1,177,570
Expense reductions (See Note 7)		(7	)		(16	)
Net expenses		977,240			1,177,554
Net investment income (loss)		(811,805	)		157,094
Net realized and unrealized gain:
Net realized gain on investments		9,622,848			5,848,566
Net change in unrealized appreciation/depreciation on investments		12,276,776			9,901,153
Net realized and unrealized gain		21,899,624			15,749,719
Net Increase in Net Assets Resulting From Operations	$	21,087,819		$	15,906,813

12 See Notes to Financial Statements.

Statements of Changes in Net Assets

	Micro Cap Growth Fund
INCREASE (DECREASE) IN NET ASSETS	For the Six Months Ended April 30, 2013 (unaudited)			For the Year Ended October 31, 2012
Operations:
Net investment loss	$	(811,805	)	$	(1,814,689	)
Net realized gain on investments		9,622,848			1,219,638
Net change in unrealized appreciation/depreciation on investments		12,276,776			6,331,957
Net increase in net assets resulting from operations		21,087,819			5,736,906
Distributions to shareholders from:
Net realized gain
Class A		(87,341	)		(2,348,826	)
Class I		(648,390	)		(13,998,254	)
Total distributions to shareholders		(735,731	)		(16,347,080	)
Capital share transactions (See Note 11):
Net proceeds from sales of shares		7,637,246			4,579,643
Reinvestment of distributions		696,469			14,787,271
Cost of shares reacquired		(14,803,857	)		(16,580,478	)
Net increase (decrease) in net assets resulting from capital share transactions		(6,470,142	)		2,786,436
Net increase (decrease) in net assets		13,881,946			(7,823,738	)
NET ASSETS:
Beginning of period	$	101,381,336		$	109,205,074
End of period	$	115,263,282		$	101,381,336
Accumulated net investment loss	$	(2,429,445	)	$	(1,617,640	)

See Notes to Financial Statements. 13

Statements of Changes in Net Assets (concluded)

	Micro Cap Value Fund
INCREASE IN NET ASSETS	For the Six Months Ended April 30, 2013 (unaudited)			For the Year Ended October 31, 2012
Operations:
Net investment income (loss)	$	157,094		$	(183,858	)
Net realized gain on investments		5,848,566			3,480,033
Net change in unrealized appreciation/depreciation on investments		9,901,153			15,593,852
Net increase in net assets resulting from operations		15,906,813			18,890,027
Distributions to shareholders from:
Net investment income
Class I		(68,689	)		—
Total distributions to shareholders		(68,689	)		—
Capital share transactions (See Note 11):
Net proceeds from sales of shares		6,741,468			1,918,385
Reinvestment of distributions		58,968			—
Cost of shares reacquired		(12,780,311	)		(14,368,859	)
Net decrease in net assets resulting from capital share transactions		(5,979,875	)		(12,450,474	)
Net increase in net assets		9,858,249			6,439,553
NET ASSETS:
Beginning of period	$	127,474,240		$	121,034,687
End of period	$	137,332,489		$	127,474,240
Accumulated net investment loss	$	(330,410	)	$	(418,815	)

14 See Notes to Financial Statements.

Financial Highlights

MICRO CAP GROWTH FUND

	Class A Shares
	Six Months Ended 4/30/2013 (unaudited)				Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period			$14.03			$15.98			$15.47			$11.32			$  9.07			$17.36
Investment operations:
Net investment loss(a)			(.12	)		(.28	)		(.33	)		(.27	)		(.19	)		(.24	)
Net realized and unrealized gain (loss)			3.01			.79			.84			4.42			2.44			(7.71	)
Total from investment operations			2.89			.51			.51			4.15			2.25			(7.95	)
Distributions to shareholders from:
Net realized gain			(.11	)		(2.46	)		—			—			—			(.34	)
Net asset value, end of period			$16.81			$14.03			$15.98			$15.47			$11.32			$  9.07
Total Return(b)			20.76	%(c)		4.86	%		3.30	%		36.66	%		24.81	%		(46.57	)%
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed			.95	%(c)		2.09	%		2.07	%		2.10	%		2.09	%		2.09	%
Expenses, including expense reductions, management fee waived and expenses reimbursed			.95	%(c)		2.09	%		2.07	%		2.10	%		2.09	%		2.09	%
Expenses, excluding expense reductions, management fee waived and expenses reimbursed			.95	%(c)		2.09	%		2.07	%		2.11	%		2.30	%		2.23	%
Net investment loss			(.80	)%(c)		(1.92	)%		(1.98	)%		(2.03	)%		(1.99	)%		(1.88	)%
Supplemental Data:
Net assets, end of period (000)		$8,336			$11,484			$15,271			$13,779			$10,421			$5,264
Portfolio turnover rate			91.08	%(c)		119.77	%		120.62	%		115.89	%		147.34	%		173.93	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 15

Financial Highlights (concluded)

MICRO CAP GROWTH FUND

	Class I Shares
	Six Months Ended 4/30/2013 (unaudited)				Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period			$14.64			$16.52			$15.96			$11.65			$  9.31			$17.76
Investment operations:
Net investment loss(a)			(.12	)		(.25	)		(.30	)		(.24	)		(.17	)		(.22	)
Net realized and unrealized gain (loss)			3.15			.83			.86			4.55			2.51			(7.89	)
Total from investment operations			3.03			.58			.56			4.31			2.34			(8.11	)
Distributions to shareholders from:
Net realized gain			(.11	)		(2.46	)		—			—			—			(.34	)
Net asset value, end of period			$17.56			$14.64			$16.52			$15.96			$11.65			$  9.31
Total Return(b)			20.85	%(c)		5.10	%		3.57	%		37.00	%		25.13	%		(46.41	)%
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed			.90	%(c)		1.84	%		1.82	%		1.85	%		1.85	%		1.84	%
Expenses, including expense reductions, management fee waived and expenses reimbursed			.90	%(c)		1.84	%		1.82	%		1.85	%		1.85	%		1.84	%
Expenses, excluding expense reductions, management fee waived and expenses reimbursed			.90	%(c)		1.84	%		1.82	%		1.86	%		2.05	%		1.98	%
Net investment loss			(.75	)%(c)		(1.68	)%		(1.73	)%		(1.78	)%		(1.75	)%		(1.64	)%
Supplemental Data:
Net assets, end of period (000)		$106,927			$89,897			$93,934			$90,033			$53,973			$44,336
Portfolio turnover rate			91.08	%(c)		119.77	%		120.62	%		115.89	%		147.34	%		173.93	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

16 See Notes to Financial Statements.

Financial Highlights

MICRO CAP VALUE FUND

	Class A Shares
	Six Months Ended 4/30/2013 (unaudited)				Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period			$26.52			$22.88			$23.33			$18.57			$16.94			$28.90
Investment operations:
Net investment income (loss)(a)			.02			(.08	)		(.29	)		(.31	)		(.19	)		(.22	)
Net realized and unrealized gain (loss)			3.40			3.72			(.16	)		5.07			1.82			(9.79	)
Total from investment operations			3.42			3.64			(.45	)		4.76			1.63			(10.01	)
Distributions to shareholders from:
Net realized gain			—			—			—			—			—			(1.95	)
Net asset value, end of period			$29.94			$26.52			$22.88			$23.33			$18.57			$16.94
Total Return(b)			12.90	%(c)		15.91	%		(1.93	)%		25.63	%		9.62	%		(36.82	)%
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed			.92	%(c)		2.05	%		2.04	%		2.06	%		2.10	%		2.09	%
Expenses, including expense reductions, management fee waived and expenses reimbursed			.92	%(c)		2.05	%		2.04	%		2.06	%		2.10	%		2.08	%
Expenses, excluding expense reductions, management fee waived and expenses reimbursed			.92	%(c)		2.05	%		2.04	%		2.06	%		2.22	%		2.14	%
Net investment income (loss)			.07	%(c)		(.32	)%		(1.17	)%		(1.48	)%		(1.14	)%		(.95	)%
Supplemental Data:
Net assets, end of period (000)		$28,612			$30,512			$26,239			$30,139			$22,730			$17,522
Portfolio turnover rate			19.36	%(c)		34.25	%		56.97	%		48.03	%		42.27	%		56.70	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.
(c)	Not annualized.

See Notes to Financial Statements. 17

Financial Highlights (concluded)

MICRO CAP VALUE FUND

	Class I Shares
	Six Months Ended 4/30/2013 (unaudited)				Year Ended 10/31
					2012			2011			2010			2009			2008
Per Share Operating Performance
Net asset value, beginning of period			$27.32			$23.50			$23.91			$18.98			$17.27			$29.36
Investment operations:
Net investment income (loss)(a)			.04			(.02	)		(.24	)		(.27	)		(.15	)		(.16	)
Net realized and unrealized gain (loss)			3.49			3.84			(.17	)		5.20			1.86			(9.98	)
Total from investment operations			3.53			3.82			(.41	)		4.93			1.71			(10.14	)
Distributions to shareholders from:
Net investment income			(.02	)		—			—			—			—			—
Net realized gain			—			—			—			—			—			(1.95	)
Net asset value, end of period			$30.83			$27.32			$23.50			$23.91			$18.98			$17.27
Total Return(b)			12.93	%(c)		16.21	%		(1.67	)%		25.97	%		9.90	%		(36.68	)%
Ratios to Average Net Assets:
Expenses, excluding expense reductions and including management fee waived and expenses reimbursed			.88	%(c)		1.80	%		1.79	%		1.81	%		1.85	%		1.84	%
Expenses, including expense reductions, management fee waived and expenses reimbursed			.88	%(c)		1.80	%		1.79	%		1.81	%		1.85	%		1.83	%
Expenses, excluding expense reductions, management fee waived and expenses reimbursed			.88	%(c)		1.80	%		1.79	%		1.81	%		1.97	%		1.89	%
Net investment income (loss)			.13	%(c)		(.09	)%		(.92	)%		(1.23	)%		(.90	)%		(.70	)%
Supplemental Data:
Net assets, end of period (000)		$108,720			$96,962			$94,796			$85,868			$57,977			$47,883
Portfolio turnover rate			19.36	%(c)		34.25	%		56.97	%		48.03	%		42.27	%		56.70	%

(a)	Calculated using average shares outstanding during the period.
(b)	Total return assumes the reinvestment of all distributions.
(c)	Not annualized.

18 See Notes to Financial Statements.

Notes to Financial Statements (unaudited)

1. ORGANIZATION

Lord Abbett Securities Trust (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was organized as a Delaware statutory trust on February 26, 1993. The Trust currently consists of nine funds. This report covers the following two funds (separately, a “Fund” and collectively, the “Funds”) and their respective classes: Lord Abbett Micro-Cap Growth Fund (“Micro Cap Growth Fund”), Class A and I shares and Lord Abbett Micro-Cap Value Fund (“Micro Cap Value Fund”), Class A and I shares. The investment objective of both Micro Cap Growth Fund and Micro Cap Value Fund is long-term capital appreciation.

Each class of shares has different expenses and dividends. A front-end sales charge is normally added to the net asset value (“NAV”) for Class A shares. A contingent deferred sales charge (“CDSC”) may apply to certain redemptions of Class A shares purchased without a sales charge and redeemed before the first day of the month in which the one-year anniversary of the purchase falls (subject to certain exceptions as set forth in each Fund’s prospectus). Class I shares are not subject to any sales charges.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

2. SIGNIFICANT ACCOUNTING POLICIES

(a)	Investment Valuation–Under procedures approved by the Funds’ Board of Trustees (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), each Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Funds to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange LLC. Each Fund may rely on an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee and approved by the Board. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as

19

Notes to Financial Statements (unaudited)(continued)

	reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method. Realized and unrealized gains (losses) are allocated to each class of shares based upon the relative proportion of net assets at the beginning of the day.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest income on the Statements of Operations. Investment income is allocated to each class of shares based upon the relative proportion of net assets at the beginning of the day.
(d)	Income Taxes–It is the policy of each Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	Each Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Funds’ filed U.S. federal tax returns remains open for the fiscal years ended October 31 2009 through October 31, 2012. The statutes of limitations on the Trust’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
(e)	Expenses–Expenses incurred by the Trust that do not specifically relate to an individual fund are generally allocated to the Funds within the Trust on a pro rata basis by relative net assets. Expenses incurred by the Funds, excluding class-specific expenses, are allocated to each class of shares based upon the relative proportion of net assets at the beginning of the day. Class A shares bear class-specific expenses and fees relating to the Funds’ 12b-1 Distribution Plan.
(f)	Repurchase Agreements–Each Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. Each Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, a Fund may incur a loss upon disposition of the securities.
(g)	Fair Value Measurements–Fair value is defined as the price that each Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of

20

Notes to Financial Statements (unaudited)(continued)

unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below:
•	Level 1 –	unadjusted quoted prices in active markets for identical investments;
•	Level 2 –	other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
•	Level 3 –	significant unobservable inputs (including each Fund’s own assumptions in determining the fair value of investments).
Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of April 30, 2013 in valuing each Fund’s investments carried at fair value:

	Micro Cap Growth Fund									Micro Cap Value Fund
Investment Type*	Level 1 (000)		Level 2 (000)		Level 3 (000)			Total (000)		Level 1 (000)		Level 2 (000)		Level 3 (000)		Total (000)
Common Stocks	$	113,082	$	—	$	—		$	113,082	$	134,700	$	—	$	—	$	134,700
Warrant		—		—		—	(1)		—		—		—		—		—
Repurchase Agreement		—		396		—			396		—		2,621		—		2,621
Total	$	113,082	$	396	$	—		$	113,478	$	134,700	$	2,621	$	—	$	137,321

*	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography. There were no level transfers during the period ended April 30, 2013.
(1)	Fair value of Magnum Hunter Resources Corp. was zero at the beginning and end of the period.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

The Trust has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies each Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of each Fund’s investment portfolio.

The management fee is based on each Fund’s average daily net assets at an annual rate of 1.50%, which was the Funds’ annualized effective management fee rate for the six months ended April 30, 2013.

21

Notes to Financial Statements (unaudited)(continued)

In addition, Lord Abbett provides certain administrative services to each Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of each Fund’s average daily net assets.

For the period November 1, 2012 and continuing through February 28, 2013, Lord Abbett contractually agreed to waive all or a portion of its management fee for each Fund and, if necessary, reimburse each Fund’s other expenses to the extent necessary so that each class’ total net annual operating expenses, excluding 12b-1 fees, do not exceed an annualized rate of 1.85%. Effective March 1, 2013, the contractual waiver was discontinued.

The Funds, along with certain other funds managed by Lord Abbett (collectively, the “Underlying Funds”), have entered into a Servicing Arrangement with Lord Abbett Alpha Strategy Fund (the “Alpha Strategy Fund”) of the Trust, pursuant to which each Underlying Fund pays a portion of the expenses (excluding management fees and distribution and service fees) of Alpha Strategy Fund in proportion to the average daily value of the Underlying Fund shares owned by Alpha Strategy Fund. Amounts paid pursuant to the Servicing Arrangement are included in Subsidy expense on each Fund’s Statement of Operations and Payable to affiliate on each Fund’s Statement of Assets and Liabilities.

As of April 30, 2013, the percentages of Micro Cap Growth Fund’s and Micro Cap Value Fund’s outstanding shares owned by Lord Abbett Alpha Strategy Fund were 81.41% and 67.33%.

12b-1 Distribution Plan

Each Fund has adopted a distribution plan with respect to Class A shares pursuant to Rule 12b-1 under the Act, which provides for the payment of ongoing distribution and service fees to Lord Abbett Distributor LLC (the “Distributor”), an affiliate of Lord Abbett. For the period through December 31, 2012, the fees accrued daily at an annual rate of .25% based upon each Fund’s average daily net assets attributable to Class A shares. From January 1, 2013 through February 28, 2013, the Distributor voluntarily waived the fees. Effective March 1, 2013, the Board authorized a Class A 12b-1 fee rate of .00%.

Class I shares do not have a distribution plan.

A Trustee and certain of the Trust’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS

Dividends from net investment income, if any, are declared and paid at least annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from accounting principles generally accepted in the United States of America. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions, which exceed earnings and profits for tax purposes, are reported as a tax return of capital.

22

Notes to Financial Statements (unaudited)(continued)

The tax character of distributions paid during the six months ended April 30, 2013 and the fiscal year ended October 31, 2012 was as follows:

	Micro Cap Growth Fund				Micro Cap Value Fund
	Six Months Ended 4/30/2013 (unaudited)		Year Ended 10/31/2012		Six Months Ended 4/30/2013 (unaudited)		Year Ended 10/31/2012
Distributions paid from:
Ordinary income	$	—	$	—		$68,689	$	—
Net long-term capital gains		735,731		16,347,080		—		—
Total distributions paid	$	735,731	$	16,347,080		$68,689	$	—

As of October 31, 2012, Micro Cap Value Fund had a capital loss carryforward of $4,255,555, set to expire in 2017.

In accordance with the Regulated Investment Company Modernization Act of 2010, each Fund will carryforward capital losses incurred in taxable years beginning after December 22, 2010 (“post-enactment losses”) indefinitely. Post-enactment losses will also retain their character as either short-term or long-term and be utilized before any pre-enactment losses.

As of April 30, 2013, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

	Micro Cap Growth Fund			Micro Cap Value Fund
Tax cost	$	89,778,762		$	105,223,775
Gross unrealized gain		25,387,402			33,555,390
Gross unrealized loss		(1,688,498	)		(1,458,115	)
Net unrealized security gain	$	23,698,904		$	32,097,275

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of certain securities and wash sales.

5. PORTFOLIO SECURITIES TRANSACTIONS

Purchases and sales of investment securities (excluding short-term investments) for the six months ended April 30, 2013 were as follows:

	Purchases	Sales
Micro Cap Growth Fund	$96,517,267	$103,661,010
Micro Cap Value Fund	25,317,169	32,060,176

There were no purchases or sales of U.S. Government securities for the six months ended April 30, 2013.

6. TRUSTEES’ REMUNERATION

The Trust’s officers and a Trustee who are associated with Lord Abbett do not receive any compensation from the Trust for serving in such capacities. Independent Trustees’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Trustees under which Independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Trustees’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Trustees’ fees on the

23

Notes to Financial Statements (unaudited)(continued)

Statements of Operations and in Trustees’ fees payable on the Statements of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

7. EXPENSE REDUCTIONS

The Trust has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of each Fund’s expenses.

8. LINE OF CREDIT

On April 2, 2012, the Funds and certain other funds managed by Lord Abbett (the “participating funds”) entered into an unsecured revolving credit facility (“Facility”) with State Street Bank and Trust Company (“SSB”), to be used for temporary or emergency purposes as an additional source of liquidity to fund redemptions of investor shares. The Board considers annual renewal of the Facility under terms that depend on market conditions at the time of the renewal. The amounts available under the Facility are (i) the lesser of either $250,000,000 or 33.33% of total assets per participating fund and (ii) $350,000,000 in the aggregate for all participating funds. The annual fee to maintain the Facility is .09% of the amount available under the Facility. Each participating fund pays its pro rata share based on the net assets of each participating fund. This amount is included in Other expenses on the Funds’ Statements of Operations. Any borrowings under this Facility will bear interest at current market rates as set forth in the credit agreement. Effective April 1, 2013, the Funds and the participating funds entered into a short term extension of the Facility through June 30, 2013. As of April 30, 2013, there were no loans outstanding pursuant to this Facility, nor was the Facility utilized any time during the six months ended April 30, 2013. Subsequent to April 30, 2013, a participating fund utilized the Facility and fully repaid its borrowings on June 13, 2013.

9. CUSTODIAN AND ACCOUNTING AGENT

SSB is the Trust’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating each Fund’s NAV.

10. INVESTMENT RISKS

Each Fund is subject to the general risks and considerations associated with equity investing, as well as the particular risks associated with micro-cap and growth or value stocks. The value of an investment in each Fund will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Funds invest. Micro-cap companies may be subject to greater risks and may be more sensitive to changes in economic conditions than larger, more established companies. There may be less liquidity in micro-cap company stocks, subjecting them to greater price fluctuations than larger company stocks. In the case of Micro Cap Growth Fund, the growth stocks in which it generally invests may add to the Fund’s volatility. In the case of Micro Cap Value Fund, the prices of value stocks in which it generally invests may lag the stock market for long periods of time if the market fails to recognize the company’s intrinsic worth.

These factors can affect each Fund’s performance.

24

Notes to Financial Statements (unaudited)(concluded)

11. SUMMARY OF CAPITAL TRANSACTIONS

Transactions in shares of beneficial interest were as follows:

Micro Cap Growth Fund	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class A Shares	Shares			Amount			Shares			Amount
Shares sold		11,184		$	154,210			80,587		$	1,191,934
Reinvestment of distributions		6,466			86,378			125,804			1,593,934
Shares reacquired		(340,584	)		(4,611,497	)		(343,431	)		(4,640,849	)
Decrease		(322,934	)	$	(4,370,909	)		(137,040	)	$	(1,854,981	)
Class I Shares
Shares sold		524,587		$	7,483,036			230,718		$	3,387,709
Reinvestment of distributions		43,734			610,091			1,000,253			13,193,337
Shares reacquired		(621,514	)		(10,192,360	)		(774,017	)		(11,939,629	)
Increase (decrease)		(53,193	)	$	(2,099,233	)		456,954		$	4,641,417

Micro Cap Value Fund	Six Months Ended April 30, 2013 (unaudited)						Year Ended October 31, 2012
Class A Shares	Shares			Amount			Shares			Amount
Shares sold		5,950		$	170,847			25,487		$	648,867
Shares reacquired		(200,825	)		(5,280,740	)		(21,988	)		(539,590	)
Increase (decrease)		(194,875	)	$	(5,109,893	)		3,499		$	109,277
Class I Shares
Shares sold		238,809		$	6,570,621			50,766		$	1,269,518
Reinvestment of distributions		2,123			58,968			—			—
Shares reacquired		(264,260	)		(7,499,571	)		(534,409	)		(13,829,269	)
Decrease		(23,328	)	$	(869,982	)		(483,643	)	$	(12,559,751	)

12. RECENT ACCOUNTING PRONOUNCEMENT

In December 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2011-11 “Disclosures about Offsetting Assets and Liabilities” (“ASU 2011-11”). This disclosure requirement is intended to help investors and other financial statement users better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. ASU 2011-11 requires entities to disclose both gross and net information about both instruments and transactions eligible for offset in the statement of assets and liabilities, and disclose instruments and transactions subject to an agreement similar to a master netting agreement. In addition, in January 2013, FASB issued Accounting Standards Update No. 2013-1 “Clarifying the Scope of Offsetting Assets and Liabilities” (“ASU 2013-1”), specifying exactly which transactions are subject to disclosures about offsetting. ASU 2011-11 and ASU 2013-1 are effective for public entities for interim and annual periods beginning on or after January 1, 2013. Management is currently evaluating the impact of the adoption of ASU 2011-11 and ASU 2013-1 will have on the Funds’ financial statement disclosures.

25

Approval of Advisory Contracts

The Board of Trustees of the Company, including all of the Trustees who are not interested persons of the Company or Lord, Abbett & Co. LLC (“Lord Abbett”), annually considers whether to approve the continuation of the existing management agreement between each Fund and Lord Abbett. In connection with its most recent approval, the Board reviewed materials relating specifically to the management agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to each Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the examination of the portfolio management teams conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management.

The materials received by the Board as to each Fund included, but were not limited to: (1) information provided by Lipper Inc. regarding the investment performance of the Fund compared to the investment performance of a group of funds within the same investment classification/objective (the “performance universe”) and the investment performance of an appropriate benchmark; (2) information on the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and one or more groups of funds with similar objectives and of similar size (the “peer group”); (3) detailed performance attribution analysis; (4) information provided by Lord Abbett on the projected expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the management agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fees Lord Abbett receives from its other advisory clients maintaining accounts with a similar investment strategy as the Fund; (9) information regarding the distribution arrangements of the Fund; and (10) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to each Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all relevant legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest resulting from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other.

Investment Performance. The Board reviewed each Fund’s investment performance in relation to that of the relevant performance universes, in each case as of various periods ended September 30, 2012. As to Micro-Cap Value Fund, the Board observed that the investment performance of the Class A shares was above the median of the performance universe for the nine-month, one-year, and ten-year periods and below that of the performance universe for the three-year and five-year periods. As to Micro-Cap Growth Fund, the Board observed that the investment performance of the Class A shares was below the median of the performance universe for the nine-month, one-year, three-year periods and above that of the performance universe for the five-year and ten-year periods.

26

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to each Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel. The Board also considered the steps Lord Abbett had taken or was taking to improve investment performance of each Fund.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and Lord Abbett Distributor LLC (“Distributor”) and the nature and extent of Lord Abbett’s supervision of third party service providers, including each Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of each class of shares of each Fund and the expense levels of one or more corresponding peer groups. The Board considered the fiscal periods on which the peer group comparisons were based, and noted that the fiscal years of many funds in each Fund’s peer group did not coincide with the Fund’s fiscal year. It also considered the projected expense levels of each Fund and how those levels would relate to those of the peer group and the amount and nature of the fees paid by shareholders. As to each Fund, the Board observed that the expense ratios were above the medians of the peer groups.

Profitability. As to each Fund, the Board considered the level of Lord Abbett’s profits in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. The Board concluded that the allocation methodology had a reasonable basis and was appropriate. It considered any profits realized by Lord Abbett in connection with the operation of each Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund, and whether the amount of profit was fair for the management of the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and ignoring marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. The Board concluded that Lord Abbett’s profitability as to each Fund was not excessive.

Economies of Scale. As to each Fund, the Board considered whether there had been any economies of scale in managing the Fund, whether the Fund had appropriately benefited from any such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that each existing management fee schedule adequately addressed any economies of scale in managing the applicable Fund.

Other Benefits to Lord Abbett. As to each Fund, the Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees from the Funds, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its

27

business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectuses of the Funds, has entered into revenue sharing arrangements with certain entities that distribute shares of the Funds. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. As to each Fund, the Board considered whether, instead of approving continuation of the management agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the existing management agreements was in the best interests of each Fund and its shareholders and voted unanimously to approve the continuation of the management agreements. In considering whether to approve the continuation of the management agreement, the Board did not identify any single factor as paramount or controlling. This summary does not discuss in detail all matters considered.

28

Householding

The Trust has adopted a policy that allows it to send only one copy of each Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to each Fund’s portfolio securities, and information on how Lord Abbett voted each Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Funds are required to file their complete schedule of portfolio holdings with the SEC for their first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

29

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus. Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.	Lord Abbett Securities Trust Lord Abbett Micro-Cap Growth Fund Lord Abbett Micro-Cap Value Fund	LAMCVF-3-0413 (06/13)

Item 2:	Code of Ethics.
	Not applicable.
Item 3:	Audit Committee Financial Expert.
	Not applicable.
Item 4:	Principal Accountant Fees and Services.
	Not applicable.
Item 5:	Audit Committee of Listed Registrants.
	Not applicable.
Item 6:	Investments.
	Not applicable.
Item 7:	Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
	Not applicable.
Item 8:	Portfolio Managers of Closed-End Management Investment Companies.
	Not applicable.
Item 9:	Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
	Not applicable.
Item 10:	Submission of Matters to a Vote of Security Holders.
	Not applicable.
Item 11:	Controls and Procedures.

(a)

Based on their evaluation of the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days prior to the filing date of this report, the Chief Executive Officer and Chief Financial Officer of the Registrant have concluded that such disclosure controls and procedures are reasonably designed and effective to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to them by others within those entities.

(b)

There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

Item 12: Exhibits.

(a)(1)	Code of Ethics. Not applicable.
(a)(2)	Certification of each principal executive officer and principal financial officer of the Registrant as required by Rule 30a-2 under the Investment Company Act of 1940 is attached hereto as a part of EX-99.CERT.
(b)	Certification of each principal executive officer and principal financial officer of the Registrant as required by Section 906 of the Sarbanes-Oxley Act of 2002 is provided as a part of EX-99.906CERT.

SIGNATURES

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

		LORD ABBETT SECURITIES TRUST
	By:	/s/ Daria L. Foster
		Daria L. Foster
		President and Chief Executive Officer
Date: June 18, 2013
	By:	/s/ Joan A. Binstock
		Joan A. Binstock
		Chief Financial Officer and Vice President
Date: June 18, 2013

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

	By:	/s/ Daria L. Foster
		Daria L. Foster
		President and Chief Executive Officer
Date: June 18, 2013
	By:	/s/ Joan A. Binstock
		Joan A. Binstock
		Chief Financial Officer and Vice President
Date: June 18, 2013