Fpa New Income NCSRS Certified semi-annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number			811-1735

FPA NEW INCOME, INC.
(Exact name of registrant as specified in charter)

11601 WILSHIRE BLVD., STE. 1200 LOS ANGELES, CALIFORNIA						90025
(Address of principal executive offices)						(Zip code)

J. RICHARD ATWOOD, PRESIDENT FPA NEW INCOME, INC. 11601 WILSHIRE BLVD., STE. 1200 LOS ANGELES, CALIFORNIA 90025					Copy to: MARK D. PERLOW, ESQ. DECHERT LLP ONE BUSH STREET, STE. 1600 SAN FRANCISCO, CA 94104
(Name and address of agent for service)

Registrant’s telephone number, including area code:				(310) 473-0225

Date of fiscal year end:	September 30

Date of reporting period:		March 31, 2016

Item 1: Report to Shareholders.

FPA New Income, Inc.

Semi-Annual Report

March 31, 2016

Distributor:

UMB DISTRIBUTION SERVICES, LLC

235 West Galena Street
Milwaukee, Wisconsin 53212

FPA NEW INCOME, INC.

LETTER TO SHAREHOLDERS

Dear fellow shareholders,

FPA New Income had a return of +0.60% in the first quarter of 2016. Overall, the portfolio benefited from income return and price increases due to lower Treasury yields, offset partially by higher spreads.

As of March 31, 2016, the portfolio had a yield-to-worst¹ of 3.18% and an effective duration² of 1.32 years. The yield-to-worst decreased from the end of 2015 primarily due to a reduction in higher-yielding investments held in the credit portion of the portfolio, as measured by investments rated A or lower. The reductions were predominantly the result of repayments and maturities, but sales were also a factor. The credit holdings in the Fund decreased from 22.7% of the portfolio as of Dec. 31^st, 2015 to 19.7% on March 31^st. Cash increased during the quarter from 7.1% of the portfolio at the end of 2015, to 9.1% as of March 31^st.

Portfolio Commentary

Portfolio Attribution

During the first quarter, the largest contributor to the Fund's performance was our asset-backed securities³ (ABS) subprime auto bonds, driven primarily by income return. A smaller portion of the return came from price appreciation as a result of lower Treasury rates. Those gains were partially offset by higher spreads. The second-largest contributor was our GNMA project loan interest-only bonds, again driven by income return that was partially offset by spread-induced price declines. The third-largest contributor to our performance during the quarter was metals and mining and transportation-related corporate bonds.

The largest detractor from the Fund's performance in the quarter was our agency residential mortgage interest-only bonds, which decreased in price because of lower Treasury yields. The second-largest detractor was our energy-related corporate bonds and bank-debt. There were no other meaningful detractors from the Fund's performance during the quarter.

¹ Yield-to-worst is the lowest possible yield on a callable bond. As of March 31, 2016, the SEC yield was 2.20%. This calculation begins with the Fund's dividend payments for the last 30 days, subtracts Fund expenses and uses this number to estimate your returns for a year. The SEC yield is based on the price of the Fund at the beginning of the month. The income yield stated here reflects prospective data and thus assumes payments collected by the Fund may fluctuate.

² Duration is a measure of the sensitivity of the price (the value of principal) of a fixed-income investment to a change in interest rates.

³ Asset backed securities are financial securities backed by a loan, lease or receivables against assets other than real estate and mortgage-backed securities.

FPA NEW INCOME, INC.

LETTER TO SHAREHOLDERS

(Continued)

Portfolio Positioning

The table below compares the composition of our holdings as of December 31, 2015 and March 31, 2016:

Sector	% Portfolio 12/31/2015			% Portfolio 3/31/2016			Change
ABS		38.83	%		40.45	%		1.62	%
Mortgage Backed (CMO⁴)		16.99	%		15.91	%		-1.08	%
Stripped Mortgage-backed		12.99	%		12.50	%		-0.49	%
Corporate		9.05	%		7.41	%		-1.64	%
Cash and equivalents		7.12	%		9.06	%		1.94	%
CMBS⁵		6.17	%		5.61	%		-0.56	%
Mortgage Pass-through		5.09	%		4.46	%		-0.63	%
Treasury		2.25	%		4.21	%		1.96	%
Municipal		1.51	%		0.39	%		-1.12	%
Total		100	%		100	%

In the high-quality portion of the portfolio (i.e., investments rated AA or better), we sold bonds that are backed by agency relocation mortgages. While we still like this asset class for its unique duration profile, during the fourth quarter of 2015 and the first quarter of this year, some of our bonds were trading at prices where the yield no longer compensated for the duration risk on the bond. We reduced our exposure to those mortgages. We continue to hold certain relocation mortgage bonds at prices where the yield offsets the price declines that might occur in a rising interest rate environment. During the quarter, we also sold some of our GNMA project loan interest-only bonds. It didn't make sense for us to own them because the age of the bond and past amortization were skewing the bond's risk and return profile in an unfavorable manner.

As noted earlier, the credit exposure in the portfolio decreased due to repayments and maturities of some of our credit investments, with a smaller portion of the decrease coming from a sale. During the quarter, we exited a bank debt investment in a company that owns oil tankers. While we felt that we would ultimately receive par on our investment, we expected the path between today and par to be volatile, since the oil tanker market may be at or near a peak. At the debt's then-current price, we felt we were not being compensated for what could be a rocky ride.

The proceeds from repayments, maturities and sales in the portfolio were reinvested primarily in asset backed securities that are backed by equipment loans and leases or automobile loans.

We also initiated an investment in a 4.5-year Treasury bond. We have been outspoken in our view on avoiding interest rate risk and not making bets on the direction of interest rates. No, we have not changed our stripes. Rather, we have been monitoring the increased short-term price volatility in the bond market, particularly in lower-rated bonds such as high yield. We also have been monitoring the economic situation in the United States and elsewhere in the world. With concerns growing about the strength of the U.S. economy, we fear that negative developments could cause a widening of credit spreads, particularly in combination with the decreasing

⁴ Collateralized mortgage obligations are mortgage-backed bonds that separate mortgage pools into different maturity classes.

⁵ Commercial mortgage backed securities are securities backed by commercial mortgages rather than residential mortgages.

FPA NEW INCOME, INC.

LETTER TO SHAREHOLDERS

(Continued)

liquidity in bond markets. With this in mind, we purchased the 4.5-year Treasury to help protect the portfolio from potential credit spread-driven price declines elsewhere in the portfolio. We believe the 4.5-year Treasury could increase in price if higher credit spreads are associated with (a) weaker economic growth, which tends to lower Treasury yields and/or (b) higher volatility in financial markets, which tends to push flight-to-quality cash flows into the Treasury market, forcing Treasury yields lower. Notwithstanding the foregoing, the relationship between Treasury yields and our credit-driven bonds is not perfect, so we are sizing the position accordingly.

Finally, there have been many headlines and news stories recently regarding subprime auto loans. In the most notable of these stories, Fitch Ratings said⁶ the percentage of subprime auto loans overdue by more than 60 days reached 5.16% in February 2016, the highest level since the financial crisis, and the second-highest in almost 20 years. Alarms get raised anytime the words "highest since the financial crisis" appear, and rightfully so. We are concerned about the overall state of the subprime auto loan market. As we have said for a couple of years now, there are troubling trends in the sector toward longer-term loans, higher loan-to-value lending and loans on older vehicles. Lenders are also reaching deeper and deeper into subprime territory to originate more loans. Finally, used car prices, which had been very strong for the past few years, dropped in February 2016 and they are expected to fall further as the wave of new vehicles sold via lease come off lease and enter the used car market.

Despite these concerns about the loan market, we are not worried about our subprime auto bonds. We look for and buy bonds that are built to withstand significant losses. Approximately 19% of the portfolio is invested in asset-backed securities secured by subprime auto loans. These asset-backed securities are rated AAA or AA⁷. Our approach is to research the underwriting history of the loan issuers. We invest with issuers that are prudent underwriters and servicers, and that have the financial strength to survive a wave of higher loan losses. We also apply high loss assumptions. We assume that future default rates and losses will be greater than or equal to the worst losses an issuer has ever experienced. Typically, we assume that losses will mimic those seen during the financial crisis or during the recession in the early 2000s. Thus we are not alarmed by news of rising delinquency rates because we have already assumed a much higher level of delinquencies and defaults. Moreover, our analysis typically assumes that used car values will be zero, so we are not anxious about falling used car prices. In summary, we seek bonds that will retain their value under a wide range of loss levels rather than bonds that only work within a narrow performance band.

On a weighted average basis, the worst losses our issuers have experienced amount to 22% of the loan balance. In comparison, on a weighted average, our asset-backed subprime auto bonds currently have credit support equal to 53%, meaning that the underlying loans could lose 53% of the loan balance and our bonds should still be paid off at par. Put another way, on a weighted average basis, our bonds could withstand losses that are 3.2 times greater than the worst losses our issuers have experienced.

Because we look to buy bonds with a significant margin of safety, we won't shy away from these bonds because of bad news. We see the recent headlines as giving us a potential buying opportunity, since fear-driven selling creates cheaper prices.

⁶ Source: Bloomberg 3/14/2016

⁷ Single A-rated subprime auto bonds represent 0.05% of the portfolio.

FPA NEW INCOME, INC.

LETTER TO SHAREHOLDERS

(Continued)

Market Commentary

ZIRP⁸, NIRP⁹, QE¹⁰, SIFI¹¹, CPFF¹², and TALF¹³. That's just a sampling of the acronyms created by the Federal Reserve Board since the Great Recession. It's as if the U.S. central bank watched Monty Python's Flying Circus, set up a naming department for stimulus programs, and modeled it after "The Ministry of Silly Walks." Don't worry, we aren't going to discuss all the economic stimulus programs we listed above. We're going to focus on just one: NIRP, or Negative Interest Rate Policy. To central bankers in developed countries, NIRP is merely a natural extension of the recent Zero Interest Rate Policy, or ZIRP.

What is NIRP and how does it work? Normally, a borrower pays a lender to borrow money. For example, a commercial bank (the lender) would store its excess reserves at a central bank (the borrower) and the central bank would pay the commercial bank interest on those excess reserves. Under NIRP, central banks set key policy rates, such as the overnight deposit rate, at negative levels. So instead of receiving interest for providing excess reserves to the central bank, commercial banks must pay interest to the central bank for storing (borrowing) its excess reserves. NIRP is already in effect in Europe and Japan. The European Central Bank (ECB) charges commercial banks -0.40% on excess reserves held at the ECB. During the first quarter, the Central Bank of Japan began charging its commercial banks -0.10% on new excess reserves. So far, only commercial banks are being charged a negative interest rate; the checking and savings deposits held by bank customers are not affected. Countries are using NIRP to penalize banks for having excess reserves because they want the banks to lend out more of their money to stimulate spending, and ultimately, to generate more economic growth. There's another reason, too. Denmark, Sweden and Switzerland are also using NIRP to discourage the influx of money from the eurozone, where the currency has been battered amid banking and sovereign debt upheavals in Greece and other euro nations. By slowing that flow of money, the countries hope to weaken their respective currencies and boost exports. As a byproduct of this negative rate-setting, sovereign bonds have traded at negative yields as well. At the end of the first quarter, approximately 19% of the world's outstanding sovereign debt had a negative yield. That figure rises to 46% if you exclude debt from the U.S. Treasury. The situation is unprecedented. Before now, no one had set foot in negative-interest-rate territory. That fact alone should give pause to every fixed income investor.

So why is the European economy still growing at such a sluggish rate despite negative interest rates? One reason could be the poor health of the banking system. The Q4 2015 European Banking Authority Dashboard Report shows mixed characteristics at the 105 European Union banks surveyed. The good news is that the common

⁸ Zero Interest-Rate Policy (ZIRP) is a method of stimulating growth while keeping interest rates close to zero. Under this policy, the governing central bank can no longer reduce interest rates, rendering conventional monetary policy ineffective.

⁹ Negative Interest Rate Policy (NIRP) is an unconventional monetary policy tool whereby nominal target interest rates are set with a negative value, below the theoretical lower bound of zero percent.

¹⁰ Quantitative Easing (QE) is an unconventional monetary policy in which a central bank purchases government securities or other securities from the market in order to lower interest rates and increase the money supply.

¹¹ Systemically Important Financial Institution (SIFI) is any firm as designated by the U.S. Federal Reserve, whose collapse would pose a serious risk to the economy.

¹² Commercial Paper Funding Facility (CPFF) is an institution created by the Federal Reserve Bank of New York on October 27, 2008, as a result of the credit crunch faced by financial intermediaries in the commercial paper market.

¹³ Term Asset-Backed Securities Loan Facility (TALF) is a program created by the U.S. Federal Reserve in November, 2008 to boost consumer spending to help jumpstart the economy.

FPA NEW INCOME, INC.

LETTER TO SHAREHOLDERS

(Continued)

equity tier 1 capital ratio continues to improve as the banks raise new capital, grow through retained earnings, and decrease their risk-weighted assets. The not-so-good news is that non-performing loan (NPL) levels at the banks remain high, at 5.8% of all loans and advances. Broken out by country, non-performing loan levels range from 1% in Sweden to 50% among banks in Cyprus. The percentage of funds set aside to cover bad loans is also worrying, since it amounts to just 43.8% of all the non-performing loans. European banks in general are also struggling to boost their sagging profits. That includes Deutsche Bank and Credit Suisse, which recently announced sizable layoffs to save money. So Europe's NIRP rollout has proceeded against a banking backdrop of higher bad loans, insufficient loan-loss reserves, and lower profits. It's a tough time to push banks to lend more. Given their financial woes, European banks could decide to keep more cash to shore up their balance sheets, even if it means paying for that privilege through NIRP.

The outlook for NIRP success doesn't seem much better in Japan, where banking officials had hoped the program would weaken the yen and increase exports. Since the January 29th launch of negative interest rates, the yen has gone the other direction, becoming 7.1% stronger against the dollar as of March 31. Maybe the policy needs more time.

What NIRP has done though, it seems, is change the habits of savers and others. In Japan, the sale of household safes spiked in the month after the country announced it would apply negative interest rates to new bank excess reserves. Investors also reacted by bidding up the price of gold by 10.6% through quarter-end. After the ECB embraced negative interest rates, Munich RE, a German re-insurance company, announced that it would store up to 10 million euros ($11 million dollars) in a vault to avoid NIRP costs and preserve access to the money on short notice. Rather than stimulate spending, NIRP may be stimulating saving (or hoarding).

Meanwhile, central banks have been discussing what else they could do to revive the global economy. In the first three months of 2016, the ECB, Bank of Japan and the Federal Reserve all held critical meetings. In addition, the Group of 20 nations gathered in Shanghai, where discussions were sure to include the global ramifications of China's slower economic growth and looming bad debt. After decades of booming growth, China's economy is expanding more slowly as it shifts away from dependence on exports to an economy driven by domestic consumption. The country's transition got bumpier in late 2014 and early 2015, when the value of the dollar kept climbing higher, taking the dollar-pegged Chinese yuan higher as well. China has brushed off suggestions that it has been keeping the yuan's value artificially low to give it an export advantage over countries with stronger currencies. After the dollar run-up boosted the yuan's value, the People's Bank of China twice devalued the yuan, albeit by small amounts. Now global markets are concerned about the economic fallout if China decides to devalue the yuan in a more substantial way. China itself may harbor similar fears. We would not be surprised if, during that Shanghai meeting, members of the G20 decided that the U.S. dollar's upward march should be reined in to avoid a potentially destabilizing currency war.

Comments or actions from central banks suggest such a coordinated effort may be underway. At its March meeting, the ECB increased the size of its Quantitative Easing (QE) program but left its central bank deposit rates unchanged. Bank of Japan Governor Haruhiko Kuroda said his country's NIRP policy for the yen deposit rate would go no lower than -0.50%, a level not dissimilar to the ECB's -0.40%. Finally, the Federal Reserve left the federal funds rate unchanged, noting in a March 16 press release that one reason for doing so was that "global economic and financial developments continue to pose risks."¹⁴ During a March 29^th appearance at the Economic Club of New York, Federal Reserve Chair Janet Yellen reinforced the notion that Federal Reserve

¹⁴ Source: The Federal Reserve

FPA NEW INCOME, INC.

LETTER TO SHAREHOLDERS

(Continued)

policy was being significantly influenced by policies at foreign central banks saying, "There is much uncertainty... about how smoothly [China's economic] transition will proceed, and about the policy framework in place to manage any financial disruptions that might accompany it. These uncertainties were heightened by market confusion earlier this year over China's exchange rate policy."¹⁵ In our opinion, if the United States can keep its currency from rising, it would lessen the impact on Chinese exports. Combine this with the ECB and the Bank of Japan softening their NIRP policies, and the fear of a currency war begins to dissipate. This gives China some flexibility to work through its economic problems.

So let's sum all this up. NIRP is the new, untried central bank monetary policy tool. The economic activities and central bank policies in Europe, Japan and China are playing a more significant role in Federal Reserve monetary policy decisions. The U.S. economy continues to grow at a moderate pace amid accommodative monetary policy. The world's major currencies appear to have called a truce on competitive devaluation. The Federal Reserve is trying to control the value of the dollar to relieve the pressure on China as it works though its economic woes. There is a high level of uncertainty about how all of this central bank activity will play out and whether it will produce the intended results.

Elsewhere, much like it was all about "Marsha, Marsha, Marsha!" for Jan of the Brady Bunch, for risk assets, it has been all about oil, oil, oil! With respect to risk assets (e.g. equities, high yield), 2016 began as a continuation of the last half of 2015. Oil dominated headlines in the first quarter of 2016. Through early February, oil prices continued to decline, driving down return in financial markets. The turning point came on Feb. 11th, when oil prices hit their lowest point. From that date forward, oil prices began to rise, sparking renewed optimism throughout the market, driving capital flows into risk assets and, ultimately, improving return in equity and high yield, as shown in the table below:

Total Return	WTI Oil			Brent Oil			S&P 500			Barclays Corp. HY			Barclays Corp. HY Energy			Barclays Corp. HY ex. Energy
12/31/15 — 2/11/16		-29.24	%		-19.77	%		-10.27	%		-5.16	%		-19.07	%		-3.45	%
2/11/16 — 3/31/16		45.25	%		24.20	%		13.18	%		8.70	%		26.59	%		6.68	%

Source: Bloomberg, Barclays

In other words, we believe the entire market has become an oil trade in disguise. Oil's influence on investor sentiment is apparent in the non-energy portion of the high yield market. That sector hit bottom along with oil prices on Feb. 11th, even though it has no direct exposure to energy. Yet it is also clear why seemingly unrelated markets can move in tandem. Investors and traders had been shorting oil prices to hedge their energy exposure in equities and/or bonds, and also to place outright bets on falling oil prices. These shorts drove down the price of oil which, in turn, drove down the price of stocks and bonds tied to oil prices. The initial drop in oil prices begat more shorts and more declines in energy-related equities and bonds. Such price movements can cause losses in non-energy related areas of the markets as investors try to reduce risk by selling other holdings. A simple example is when a mutual fund investor sees a negative return and decides to sell his/her mutual fund holdings. The mutual fund manager must generate cash to pay the departing investor, but the manager may not be able to or may not want to sell just the energy positions that are losing money. Often, non-energy holdings get sold in the process, and that's one way non-energy stocks and bonds can sink along with oil prices and energy investments. Of course,

¹⁵ Source: Jeffries LLC

FPA NEW INCOME, INC.

LETTER TO SHAREHOLDERS

(Continued)

the process works in reverse as well, and that's what happened beginning Feb. 11th. Rising oil prices triggered a broad rebound in equity and bond prices.

World economies continue to be plagued by a combination of weak growth and low inflation, or disinflation. The negative interest rate announcements in the first quarter of this year brought to the fore lingering concern that the conditions abroad have created a headwind against U.S. economic growth by strengthening the dollar (despite efforts to combat this) and lowering overseas demand for U.S. goods and services. Accordingly, those concerns have cast doubt on the Federal Reserve's projection that monetary policy could be tightened four times in 2016, as well as on the longer-term path of interest rates. That unease, together with volatility in financial markets, pushed U.S. Treasury rates lower and flattened the yield¹⁶ curve, as depicted below:

Source: Bloomberg

Conclusion

Given these lower yields and the potential for NIRP to send future yields even lower, fixed income investors may be wondering where they can find return these days. For fixed income investors who are trying to meet a return target, unfortunately, we don't have any sage advice. As we have seen in past low-interest-rate environments, there's a temptation to increase return or try to achieve a yield target by taking on duration risk¹⁷ and/or credit

¹⁶ Yield is the income return on an investment. This refers to the interest or dividends received from a security and is usually expressed annually as a percentage based on the investment's cost, its current market value or its face value.

¹⁷ Duration is a measure of the sensitivity of the price (the value of principal) of a fixed-income investment to a change in interest rates. Duration is expressed as a number of years. Rising interest rates mean falling bond prices, while declining interest rates mean rising bond prices. Bonds with higher durations carry more risk and have higher price volatility than bonds with lower durations.

FPA NEW INCOME, INC.

LETTER TO SHAREHOLDERS

(Continued)

risk¹⁸. That sort of yield-chasing or duration betting is not a formula for long-term, repeatable success. We explicitly do not make bets on the direction of interest rates, or on the direction of any market for that matter. Investors don't need to pay us to make those bets. If investors have a view on the direction of interest rates, they can very easily and very inexpensively act on those views themselves via the Treasury market. In fact, it is not clear to us that investors should be paying anyone to make those bets on their behalf.

For us, the answer is simple: Stay the course. We plan to continue employing our absolute return, fundamental value based approach to find the combination of investments and cash that preserves capital and generates a low volatility long-term return on that capital. We enter every year and every quarter uncertain of how the market will unfold before us. Because of this uncertainty, we have always focused on finding investments where success is not predicated on the market evolving in a specific way. Rather, we search for investments that can earn a return even if bad things happen (i.e., downside protection) and provide upside if good things happen. This year, we might find investments that provide an attractive risk-adjusted return regardless of the direction and magnitude of interest rate movements or, for example, the direction of the high yield market. Alternatively, it may be impossible to find investments that do not unduly expose your capital (and ours) to interest and/or credit risk, and so the best decision is to hold more cash. We believe this fundamental value-based approach to investing is the best way to manage risk and earn a return in a long-term, repeatable and consistent manner. In the face of uncertainty, the best recipe for long-term success is to exercise patience and discipline and to avoid panic. Abandoning that approach is likely a recipe for losses. The oft-repeated adage that guides our investment team every day remains: "Invest in haste, repent in leisure."

We thank you for continued support and continue to work diligently to maintain your trust.

Respectfully submitted,

Thomas H. Atteberry
Portfolio Manager

Abhijeet Patwardhan
Portfolio Manager
April 2016

¹⁸ Credit risk is the risk of loss of principal or loss of a financial reward stemming from a borrower's failure to repay a loan or otherwise meet a contractual obligation. Credit risk arises whenever a borrower is expecting to use future cash flows to pay a current debt. Investors are compensated for assuming credit risk by way of interest payments from the borrower or issuer of a debt obligation.

FPA NEW INCOME, INC.

LETTER TO SHAREHOLDERS

(Continued)

Performance data quoted in this letter represents past performance and neither indicates nor guarantees future performance. The discussions of Fund investments represent the views of the Fund's managers at the time of this report and are subject to change without notice. References to individual securities are for informational purposes only and should not be construed as recommendations to purchase or sell individual securities.

FUND RISKS

Investments in mutual funds carry risks and investors may lose principal value. Stock markets are volatile and can decline significantly in response to adverse issuer, political, regulatory, market, or economic developments. The funds may purchase foreign securities which are subject to interest rate, currency exchange rate, economic and political risks: this may be enhanced when investing in emerging markets. The securities of smaller, less well-known companies can be more volatile than those of larger companies. The return of principal in a bond fund is not guaranteed. Bond funds have the same issuer, interest rate, inflation and credit risks that are associated with underlying bonds owned by the fund. Lower rated bonds, convertible securities and other types of debt obligations involve greater risks than higher rated bonds. Mortgage securities and collateralized mortgage obligations (CMOs) are subject to prepayment risk and the risk of default on the underlying mortgages or other assets; derivatives may increase volatility. High yield securities can be volatile and subject to much higher instances of default.

FORWARD LOOKING STATEMENT DISCLOSURE

As mutual fund managers, one of our responsibilities is to communicate with shareholders in an open and direct manner. Insofar as some of our opinions and comments in our letters to shareholders are based on our current expectations, they are considered "forward-looking statements" which may or may not prove to be accurate over the long term. While we believe we have a reasonable basis for our comments and we have confidence in our opinions, actual results may differ materially from those we anticipate. You can identify forward-looking statements by words such as "believe," "expect," "may," "anticipate," and other similar expressions when discussing prospects for particular portfolio holdings and/or the markets, generally. We cannot, however, assure future results and disclaim any obligation to update or alter any forward-looking statements, whether as a result of new information, future events, or otherwise. Further, information provided in this report should not be construed as a recommendation to purchase or sell any particular security.

FPA NEW INCOME, INC.
PORTFOLIO SUMMARY

March 31, 2016
(Unaudited)

Investment Type
Bonds & Debentures			98.3	%
Asset-Backed Securities	47.3	%
Commercial Mortgage-Backed Securities	16.7	%
Residential Mortgage-Backed Securities	15.1	%
U.S. Treasuries	11.9	%
Corporate Bonds & Notes	6.2	%
Corporate Bank Debt	2.6	%
Municipals	0.6	%
Short-Term Investments			1.2	%
Other Assets and Liabilities, net			0.5	%
Net Assets			100.0	%

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
COMMERCIAL MORTGAGE-BACKED SECURITIES — 16.8%
AGENCY — 0.3%
Government National Mortgage Association
2013-55 A — 1.317% 5/16/2034	$	758,597	$	754,968
2012-2 A — 1.862% 6/16/2031		3,665,804		3,680,200
2011-49 A — 2.45% 7/16/2038		2,317,919		2,327,206
2010-155 B — 2.525% 6/16/2039		2,825,000		2,865,908
2011-143 AB — 3.87% 3/16/2033@		6,353,670		6,374,637
2010-148 AC — 7.00% 12/16/2050@		168,085		182,547
			$	16,185,466
AGENCY STRIPPED — 11.2%
Government National Mortgage Association
2004-10 IO — 0.00% 1/16/2044@	$	12,865,885	$	129
2010-49 IO — 0.00% 2/16/2050@		20,635,562		320,883
2010-63 IO — 0.017% 5/16/2050@		17,941,248		249,024
2002-56 IO — 0.043% 6/16/2042@		50,891		73
2009-119 IO — 0.079% 12/16/2049@		40,198,201		791,101
2011-10 IO — 0.083% 12/16/2045@		48,861,776		829,184
2009-86 IO — 0.213% 10/16/2049@		36,251,632		587,276
2008-8 IO — 0.231% 11/16/2047@		17,690,620		219,894
2009-71 IO — 0.259% 7/16/2049@		3,461,939		65,361
2009-60 IO — 0.261% 6/16/2049@		15,846,994		423,432
2010-28 IO — 0.328% 3/16/2050@		31,317,415		776,672
2014-88 IE — 0.411% 3/16/2055@		148,241,876		7,113,372
2012-35 IO — 0.432% 11/16/2052@		90,524,671		3,093,273
2007-77 IO — 0.446% 11/16/2047@		29,327,723		586,261
2013-7 IO — 0.447% 5/16/2053@		292,757,459		12,759,629
2009-105 IO — 0.45% 11/16/2049@		13,865,273		455,058
2009-49 IO — 0.454% 6/16/2049@		16,752,396		402,393
2008-24 IO — 0.456% 11/16/2047@		4,013,014		83,069
2011-164 IO — 0.466% 4/16/2046@		93,020,638		3,612,922
2012-125 IO — 0.502% 2/16/2053@		91,934,496		3,742,791
2013-72 IO — 0.504% 11/16/2047@		485,796,412		22,997,505
2011-78 IX — 0.505% 8/16/2046@		74,052,974		2,907,320
2013-35 IO — 0.566% 1/16/2053@		320,307,923		15,162,672
2013-29 IO — 0.571% 5/16/2053@		104,811,528		4,939,998
2005-9 IO — 0.582% 1/16/2045@		3,419,797		25,888
2012-45 IO — 0.605% 4/16/2053@		26,016,708		1,201,282
2015-104 IO — 0.653% 5/16/2055@		175,701,385		11,145,266
2010-123 IO — 0.661% 9/16/2050@		33,913,501		1,092,015
2011-92 IX — 0.667% 11/16/2044@		15,233,884		748,898

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
2008-45 IO — 0.669% 2/16/2048@	$	6,447,796	$	131,922
2012-44 IO — 0.687% 3/16/2049@		108,719,294		3,909,307
2009-30 IO — 0.723% 3/16/2049@		8,610,499		312,044
2008-48 IO — 0.748% 4/16/2048@		11,581,016		316,857
2004-43 IO — 0.754% 6/16/2044@		18,531,880		516,669
2014-120 IO — 0.762% 4/16/2056@		67,972,202		3,916,096
2013-63 IO — 0.769% 9/16/2051@		26,294,488		1,538,033
2012-95 IO — 0.787% 2/16/2053@		126,191,888		7,220,321
2012-131 IO — 0.788% 2/16/2053@		98,547,106		6,378,688
2014-157 IO — 0.81% 5/16/2055@		205,435,352		13,284,025
2012-150 IO — 0.823% 11/16/2052@		87,473,175		5,452,894
2008-92 IO — 0.836% 10/16/2048@		23,439,277		787,091
2011-165 IO — 0.839% 10/16/2051@		190,834,531		6,892,943
2006-55 IO — 0.843% 8/16/2046@		16,391,565		293,901
2011-149 IO — 0.845% 10/16/2046@		8,307,513		1,548,770
2012-58 IO — 0.849% 2/16/2053@		258,611,271		14,422,751
2012-25 IO — 0.852% 8/16/2052@		158,105,492		7,101,024
2014-138 IO — 0.869% 4/16/2056@		32,267,768		2,189,833
2009-4 IO — 0.876% 1/16/2049@		18,854,818		607,502
2013-80 IO — 0.876% 3/16/2052@		61,169,874		4,205,851
2013-125 IO — 0.879% 10/16/2054@		25,093,711		1,262,332
2012-79 IO — 0.881% 3/16/2053@		165,015,216		9,300,258
2014-77 IO — 0.895% 12/16/2047@		90,245,209		5,787,200
2012-85 IO — 0.897% 9/16/2052@		174,387,182		10,494,150
2012-114 IO — 0.905% 1/16/2053@		57,344,054		4,007,793
2014-135 IO — 0.912% 1/16/2056@		368,337,990		25,091,037
2013-1 IO — 0.917% 2/16/2054@		134,564,375		9,131,996
2014-164 IO — 0.929% 1/16/2056@		365,122,186		24,585,320
2012-33 IO — 0.933% 6/16/2052@		249,821,775		8,913,766
2013-13 IO — 0.947% 7/16/2047@		103,549,888		6,190,461
2011-143 IO — 0.958% 4/16/2053@		67,446,782		6,002,089
2015-7 IO — 0.96% 1/16/2057@		23,049,470		1,735,745
2013-30 IO — 0.962% 9/16/2053@		217,323,849		13,570,983
2011-147 IO — 0.97% 10/16/2044@		69,921,283		2,818,911
2013-61 IO — 0.971% 5/16/2053@		145,221,988		9,023,905
2015-128 IO — 0.978% 12/16/2056@		223,082,572		17,216,174
2015-160 IO — 0.981% 1/16/2056@		280,606,595		21,832,512
2014-110 IO — 0.987% 1/16/2057@		117,408,394		9,794,361
2015-19 IO — 0.991% 1/16/2057@		171,363,006		14,085,508
2015-130 IO — 0.991% 7/16/2057@		86,274,731		6,307,684
2012-4 IO — 0.994% 5/16/2052@		190,429,516		7,756,727

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
2015-150 IO — 1.005% 9/16/2057@	$	277,359,504	$	24,516,999
2014-175 IO — 1.008% 4/16/2056@		306,044,661		23,734,406
2015-47 IO — 1.012% 10/16/2056@		250,654,585		20,714,145
2015-169 IO — 1.012% 7/16/2057@		257,755,892		22,516,317
2015-101 IO — 1.014% 3/16/2052@		229,026,859		17,413,897
2014-153 IO — 1.015% 4/16/2056@		299,418,912		23,634,752
2014-187 IO — 1.017% 5/16/2056@		257,342,367		20,342,657
2013-45 IO — 1.025% 12/16/2053@		115,810,584		6,310,021
2014-28 IO — 1.034% 10/16/2054@		92,344,462		6,647,628
2015-114 IO — 1.046% 3/15/2057@		194,732,966		15,223,035
2015-41 IO — 1.052% 9/16/2056@		99,337,439		7,705,933
2015-108 IO — 1.143% 10/16/2056@		67,755,194		5,880,568
2008-78 IO — 1.173% 7/16/2048@		1,413,080		43,918
2014-49 IO — 1.315% 8/16/2054@		147,119,194		11,943,313
2004-108 IO — 1.363% 12/16/2044@		4,861,919		255,688
2006-30 IO — 2.146% 5/16/2046@		1,727,116		46,960
			$	599,198,312
NON-AGENCY — 5.3%
A10 Term Asset Financing LLC 2013-2 A — 2.62% 11/15/2027**	$	4,233,399	$	4,232,165
Banc of America Large Loan Ball 2009-FDG C — 7.524% 1/25/2042**,@		22,008,000		22,653,952
Bear Stearns Commercial Mortgage Securities Trust 2007-PWR17 2007-PW17 A1A — 5.65% 6/11/2050@		16,591,542		17,317,367
COMM Mortgage Trust
2012-9W57 A — 2.365% 2/10/2029**		53,551,000		53,876,579
2001-J2A C — 6.586% 7/16/2034**		2,934,363		2,982,264
2001-J2A D — 6.703% 7/16/2034**,@		6,426,000		6,540,051
Credit Suisse Commercial Mortgage Trust Series 2006-C5 A3 — 5.311% 12/15/2039		28,818,611		29,014,837
JP Morgan Chase Commercial Mortgage Securities Trust T 2013-WT A — 2.804% 2/16/2025**		17,642,554		17,793,353
Monty Parent Issuer 1 LLC 2013-LTR1 B — 4.25% 11/20/2028**		863,203		863,444
Morgan Stanley Capital I Trust 2006-TOP23 2006-T23 A4 — 5.891% 8/12/2041@		7,183,332		7,191,569
Ores NPL LLC 2014-LV3 B — 6.00% 3/27/2024**		49,969,000		49,592,269
Rialto Capital Management LLC
2014-LT5 B — 5.00% 5/15/2024**,††		7,412,000		7,263,760
2015-LT7 B — 5.071% 12/25/2032**,††		17,716,000		17,361,680
2014-LT6 B — 5.486% 9/15/2024**		10,040,000		10,037,810
VFC LLC 2014-2 B — 5.50% 7/20/2030**		6,185,000		6,188,090

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
Wachovia Bank Commercial Mortgage Trust Series 2007-C34 A3 — 5.678% 5/15/2046	$	29,782,884	$	30,682,205
			$	283,591,395
TOTAL COMMERICAL MORTGAGE-BACKED SECURITIES (Cost $985,895,150)			$	898,975,173
RESIDENTIAL MORTGAGE-BACKED SECURITIES — 21.6%
AGENCY COLLATERALIZED MORTGAGE OBLIGATION — 4.1%
Federal Home Loan Mortgage Corporation
3782 PA — 2.75% 11/15/2028	$	5,677,902	$	5,767,764
2634 PA — 3.00% 2/15/2023		1,387		1,387
3829 CD — 3.00% 8/15/2024		208,936		209,220
2809 UC — 4.00% 6/15/2019		302,121		310,372
3957 BV — 4.00% 10/15/2029		3,012,537		3,060,818
2990 TD — 4.00% 5/15/2035		38,624		39,829
3992 H — 4.00% 6/15/2036		62,610		63,085
3796 KN — 4.00% 6/15/2037		21,576,144		22,375,886
3986 P — 4.00% 3/15/2039		151,808		153,629
2614 BY — 4.50% 5/15/2018		643,961		662,242
2645 BY — 4.50% 7/15/2018		143,396		147,175
2649 AN — 4.50% 7/15/2018		1,336,878		1,374,284
2656 PE — 4.50% 7/15/2018		283,745		292,153
2930 KT — 4.50% 2/15/2020		804,617		832,263
2995 JK — 4.50% 6/15/2020		960,737		989,213
3271 TB — 4.50% 2/15/2022		2,841,126		2,936,419
3969 MP — 4.50% 4/15/2039		51,924		52,922
2509 CB — 5.00% 10/15/2017		672,751		687,458
2568 XD — 5.00% 2/15/2018		196,883		202,265
3852 HA — 5.00% 12/15/2021		4,143,321		4,344,107
2494 CF — 5.50% 9/15/2017		612,485		627,619
2503 B — 5.50% 9/15/2017		608,295		622,450
3808 BQ — 5.50% 8/15/2025		4,131,238		4,292,811
3806 JB — 5.50% 2/15/2026		2,730,743		2,980,688
3855 HQ — 5.50% 2/15/2026		2,438,481		2,565,940
2453 BD — 6.00% 5/15/2017		166,829		170,256
Federal National Mortgage Association
2012-117 DA — 1.50% 12/25/2039		6,061,739		5,910,103
2013-30 CA — 1.50% 4/25/2043		19,362,414		18,049,007
2014-80 GD — 2.00% 2/25/2042		39,739,551		39,775,237

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
2013-66 JA — 2.25% 7/25/2043	$	58,369,413	$	58,348,382
2010-83 AH — 2.50% 11/25/2018		803,347		812,263
2010-32 CL — 3.75% 8/25/2018		342,102		349,604
2003-128 NG — 4.00% 1/25/2019		179,042		183,862
2004-7 JK — 4.00% 2/25/2019		1,510,175		1,549,155
2008-18 MD — 4.00% 3/25/2019		382,321		391,928
2004-76 CL — 4.00% 10/25/2019		398,523		408,742
2009-31 A — 4.00% 2/25/2024		174,529		177,833
2009-76 MA — 4.00% 9/25/2024		392,672		399,988
2011-113 NE — 4.00% 3/25/2040		3,939,617		4,052,373
2012-95 AB — 4.00% 11/25/2040		3,450,830		3,487,209
2009-70 NU — 4.25% 8/25/2019		2,249,832		2,307,765
2003-30 HW — 4.50% 4/25/2018		274,844		281,447
2008-40 KA — 4.50% 10/25/2018		351,106		355,301
2008-18 NB — 4.50% 5/25/2020		858,336		880,395
2008-55 JL — 4.50% 7/25/2023		3,513,460		3,678,672
2008-59 KB — 4.50% 7/25/2023		1,942,309		2,000,789
2008-65 CD — 4.50% 8/25/2023		530,662		552,456
2011-7 PA — 4.50% 10/25/2039		182,319		185,086
2012-40 GC — 4.50% 12/25/2040		3,832,258		3,899,479
2012-67 PB — 4.50% 12/25/2040		4,628,040		4,725,691
2002-74 PE — 5.00% 11/25/2017		231,388		236,600
2003-24 PD — 5.00% 4/25/2018		968,504		996,068
2003-46 BG — 5.00% 6/25/2018		878,672		904,882
2008-77 DA — 5.00% 4/25/2023		206,360		206,833
2004-60 LB — 5.00% 4/25/2034		4,858,842		5,205,763
2011-19 WB — 5.50% 10/25/2018		2,590,985		2,688,795
2009-116 A — 5.50% 4/25/2024		759,834		766,308
2002-9 PC — 6.00% 3/25/2017		366,339		371,919
			$	219,902,190
AGENCY POOL ADJUSTABLE RATE — 0.0%
Federal National Mortgage Association 865963 — 2.551% 3/1/2036@	$	1,858,215	$	1,950,103
AGENCY POOL FIXED RATE — 4.4%
Federal Home Loan Mortgage Corporation
B15139 — 4.50% 6/1/2019	$	471,108	$	488,968
P60959 — 4.50% 9/1/2020		1,118,365		1,161,522
G14030 — 4.50% 12/1/2020		451,043		472,373
G15169 — 4.50% 9/1/2026		8,889,001		9,367,798
G15272 — 4.50% 9/1/2026		10,240,317		10,686,235
G18056 — 5.00% 6/1/2020		657,727		695,237

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
G13812 — 5.00% 12/1/2020	$	2,933,987	$	3,023,855
G15036 — 5.00% 6/1/2024		10,854,664		11,369,752
G13667 — 5.00% 8/1/2024		340,684		364,198
G15435 — 5.00% 11/1/2024		17,364,823		18,287,774
G15173 — 5.00% 6/1/2026		7,874,185		8,268,952
G15407 — 5.00% 6/1/2026		8,501,955		9,127,045
G12400 — 5.50% 11/1/2016		23,594		23,816
G12730 — 5.50% 7/1/2017		6,589		6,731
G12829 — 5.50% 10/1/2017		7,026		7,212
G14187 — 5.50% 12/1/2020		5,808,216		6,083,990
J01270 — 5.50% 2/1/2021		119,247		128,497
G14035 — 5.50% 12/1/2021		460,986		492,917
G15230 — 5.50% 12/1/2024		12,752,475		13,593,128
G15458 — 5.50% 12/1/2024		1,736,119		1,871,131
G14460 — 6.00% 1/1/2024		698,325		755,018
G12139 — 6.50% 9/1/2019		166,711		170,216
P50543 — 6.50% 4/1/2037		73,015		80,607
Federal National Mortgage Association
254906 — 4.50% 10/1/2018		336,234		347,044
255547 — 4.50% 1/1/2020		111,086		115,705
MA0323 — 4.50% 2/1/2020		410,517		427,170
MA0358 — 4.50% 3/1/2020		241,134		251,088
MA0419 — 4.50% 5/1/2020		398,149		414,862
AL6725 — 4.50% 9/1/2020		5,097,299		5,283,792
735920 — 4.50% 10/1/2020		100,032		104,571
995158 — 4.50% 12/1/2020		173,385		181,504
889531 — 4.50% 5/1/2022		59,597		62,345
AL6212 — 4.50% 1/1/2027		12,070,190		12,522,646
AE0126 — 5.00% 6/1/2020		10,433,066		10,858,422
310097 — 5.00% 10/1/2020		907,879		936,563
AE0792 — 5.00% 12/1/2020		2,522,064		2,627,385
AE0314 — 5.00% 8/1/2021		17,743,075		18,473,389
AL5764 — 5.00% 9/1/2025		9,647,642		10,133,769
AL6798 — 5.00% 9/1/2025		15,364,926		16,033,892
AL4056 — 5.00% 6/1/2026		11,140,431		11,746,397
257100 — 5.50% 1/1/2018		258,612		269,200
745500 — 5.50% 12/1/2018		1,584,525		1,633,595
745119 — 5.50% 12/1/2019		3,479,013		3,671,898
995284 — 5.50% 3/1/2020		1,470,300		1,500,353
745190 — 5.50% 6/1/2020		266,005		274,492
889318 — 5.50% 7/1/2020		2,758,061		2,872,879

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
745749 — 5.50% 3/1/2021	$	316,946	$	338,400
AL5867 — 5.50% 8/1/2023		2,232,585		2,347,398
AE0237 — 5.50% 11/1/2023		2,294,797		2,390,329
AL5812 — 5.50% 5/1/2025		8,762,729		9,225,276
AL0471 — 5.50% 7/1/2025		309,128		335,114
AL4433 — 5.50% 9/1/2025		2,724,903		2,927,087
AL4901 — 5.50% 9/1/2025		4,140,940		4,397,708
735439 — 6.00% 9/1/2019		390,824		405,084
745238 — 6.00% 12/1/2020		1,130,688		1,179,169
745832 — 6.00% 4/1/2021@		5,886,447		6,160,520
AD0951 — 6.00% 12/1/2021		2,456,055		2,599,513
AL0294 — 6.00% 10/1/2022		166,529		180,191
890225 — 6.00% 5/1/2023		1,820,698		1,951,406
890403 — 6.00% 5/1/2023		2,286,626		2,392,095
725951 — 7.50% 8/1/2017		8,328		8,536
Government National Mortgage Association 782281 — 6.00% 3/15/2023		1,980,154		2,169,679
			$	236,277,438
AGENCY STRIPPED — 1.3%
Federal Home Loan Mortgage Corporation
217 PO — 0.00% 1/1/2032@@@	$	325,194	$	301,071
4138 AI — 2.50% 11/15/2022		3,855,728		214,093
3935 LI — 3.00% 10/15/2021		3,711,902		203,509
3948 AI — 3.00% 10/15/2021		4,781,401		267,232
3956 KI — 3.00% 11/15/2021		10,533,283		624,473
3968 AI — 3.00% 12/15/2021		3,961,687		232,176
3992 OI — 3.00% 1/15/2022		3,112,346		187,922
3994 AI — 3.00% 2/15/2022		7,694,761		455,429
3994 EI — 3.00% 2/15/2022		7,280,097		436,540
3998 KI — 3.00% 11/15/2026		14,477,551		1,219,813
4100 EI — 3.00% 8/15/2027		69,763,648		6,579,605
3706 AI — 3.50% 7/15/2020		3,017,274		55,522
3722 AI — 3.50% 9/15/2020		5,886,900		328,172
3735 AI — 3.50% 10/15/2020		2,856,318		157,501
3874 DI — 3.50% 10/15/2020		4,297,211		143,556
3893 DI — 3.50% 10/15/2020		3,092,166		97,416
3753 CI — 3.50% 11/15/2020		1,411,574		79,164
3755 AI — 3.50% 11/15/2020		5,503,521		314,221
3760 KI — 3.50% 11/15/2020		4,182,745		237,767
3784 BI — 3.50% 1/15/2021		3,834,101		222,647
3874 BI — 3.50% 6/15/2021		3,294,507		202,962
3893 BI — 3.50% 7/15/2021		2,841,401		180,131

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
3909 KI — 3.50% 7/15/2021	$	2,411,236	$	154,709
3938 IO — 3.50% 10/15/2021		16,420,722		1,056,293
3778 GI — 3.50% 6/15/2024		2,939,997		122,817
3854 GI — 3.50% 11/15/2024		1,603,155		36,536
3852 YI — 3.50% 3/15/2025		6,368,978		260,829
3763 NI — 3.50% 5/15/2025		2,959,701		216,668
3904 QI — 3.50% 5/15/2025		2,998,553		155,459
3909 UI — 3.50% 8/15/2025		4,246,260		196,616
3904 NI — 3.50% 8/15/2026		7,351,129		728,728
3930 AI — 3.50% 9/15/2026		9,491,986		989,940
4018 AI — 3.50% 3/15/2027		16,047,222		1,622,639
4479 NI — 4.50% 11/15/2019		2,945,300		130,798
3684 CI — 4.50% 8/15/2024		13,477,968		861,946
3609 LI — 4.50% 12/15/2024		4,922,839		240,578
3917 AI — 4.50% 7/15/2026		23,989,273		2,646,818
3636 IO — 5.00% 11/15/2018		9,019,195		328,847
217 IO — 6.50% 1/1/2032		313,127		71,771
Federal National Mortgage Association
2011-88 BI — 3.00% 11/25/2020		1,870,548		53,005
2011-141 EI — 3.00% 7/25/2021		9,461,163		413,192
2012-8 TI — 3.00% 10/25/2021		4,796,086		272,879
2011-113 GI — 3.00% 11/25/2021		4,609,793		261,806
2011-129 AI — 3.00% 12/25/2021		6,346,261		370,338
2012-8 UI — 3.00% 12/25/2021		15,531,174		898,409
2011-137 AI — 3.00% 1/25/2022		8,680,734		507,313
2011-138 IG — 3.00% 1/25/2022		10,378,409		619,553
2011-145 IO — 3.00% 1/25/2022		12,802,111		748,059
2012-78 AI — 3.00% 2/25/2022		7,250,987		336,657
2012-23 IA — 3.00% 3/25/2022		6,020,081		359,962
2012-32 AI — 3.00% 4/25/2022		9,950,187		609,635
2012-53 CI — 3.00% 5/25/2022		15,269,940		945,318
2012-147 AI — 3.00% 10/25/2027		26,070,115		2,306,381
2012-145 DI — 3.00% 1/25/2028		14,364,092		1,352,159
2012-149 CI — 3.00% 1/25/2028		38,251,231		3,508,127
2010-128 LI — 3.50% 11/25/2020		6,858,535		381,362
2011-75 BI — 3.50% 11/25/2020		2,982,003		93,955
2011-78 IA — 3.50% 11/25/2020		7,962,487		247,839
2010-145 BI — 3.50% 12/25/2020		3,533,927		202,969
2011-61 BI — 3.50% 7/25/2021		3,241,812		203,389
2011-66 QI — 3.50% 7/25/2021		5,381,808		342,130
2011-104 CI — 3.50% 10/25/2021		9,503,561		608,924

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
2011-104 DI — 3.50% 10/25/2021	$	15,923,321	$	969,168
2011-110 AI — 3.50% 11/25/2021		6,644,182		417,634
2011-118 IC — 3.50% 11/25/2021		18,565,817		1,207,671
2011-125 DI — 3.50% 12/25/2021		12,697,034		845,367
2011-143 MI — 3.50% 1/25/2022		4,940,751		286,710
2012-2 MI — 3.50% 2/25/2022		7,731,714		525,006
2010-137 BI — 3.50% 2/25/2024		2,152,677		51,821
2010-135 DI — 3.50% 4/25/2024		5,087,433		159,143
2011-75 AI — 3.50% 1/25/2025		10,523,415		403,629
2011-66 BI — 3.50% 3/25/2025		1,117,880		33,949
2011-80 KI — 3.50% 4/25/2025		5,338,407		237,575
2011-67 CI — 3.50% 8/25/2025		2,968,186		171,028
2011-22 IC — 3.50% 12/25/2025		5,945,436		493,753
2011-101 EI — 3.50% 10/25/2026		14,682,583		1,472,041
2011-69 TI — 4.00% 5/25/2020		2,669,477		96,393
2010-89 LI — 4.00% 8/25/2020		5,103,977		279,802
2010-104 CI — 4.00% 9/25/2020		2,257,302		129,327
2011-67 EI — 4.00% 7/25/2021		5,559,676		300,211
2010-110 IH — 4.50% 10/25/2018		5,129,349		210,904
2009-70 IN — 4.50% 8/25/2019		6,737,049		250,547
2008-15 JI — 4.50% 6/25/2022		214,779		1,284
2010-114 CI — 5.00% 4/25/2018		5,605,459		201,376
2010-30 IO — 5.00% 8/25/2018		2,507,310		105,237
2010-25 NI — 5.00% 3/25/2025		860,456		47,767
2003-64 XI — 5.00% 7/25/2033		863,558		155,718
Government National Mortgage Association
2016-34 — 1.016% 1/16/2058		231,395,520		19,804,518
2011-49 IX — 1.161% 4/16/2045@		51,133,260		1,552,406
			$	68,616,260
NON-AGENCY COLLATERALIZED MORTGAGE OBLIGATION — 11.8%
Bayview Opportunity Master Fund IIa Trust PL 2014-20NP A — 3.721% 8/28/2044**,@@	$	106,316	$	106,307
BCAP LLC Trust 2010-RR8 2A6 — 2.193% 11/26/2036**,@		7,160,000		7,125,108
Citicorp Mortgage Securities REMIC Pass-Through Certificates Trust Series 2005-5 2A3 — 5.00% 8/25/2020		92,031		92,649
Citigroup Mortgage Loan Trust 2014-A A — 4.00% 1/25/2035**,@		18,366,600		18,941,351
CSMC Series R 2010-9R 1A4 — 3.75% 8/27/2037**		21,378,000		21,631,436
Nationstar HECM Loan Trust A
2015-2A A — 2.883% 11/25/2025**,††		5,897,029		5,894,081
2016-1A A — 2.981% 2/25/2026**,††		9,590,319		9,595,498

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
RiverView HECM Trust 2007-1 A — 1.01% 5/25/2047**,@	$	30,215,370	$	25,337,702
RMAT 2015 PR1 LLC — 4.826% 6/25/2035**,@@		31,845,943		31,153,622
Sequoia Mortgage Trust 2012-1 1A1 — 2.865% 1/25/2042@		3,817,789		3,848,922
Stanwich Mortgage Loan Trust Series
2011-1 A — 0.912% 8/15/2050**,††,@		1,913,100		1,009,025
2010-4 A — 1.287% 8/31/2049**,††,@		1,149,465		580,480
2009-2 A — 2.116% 2/15/2049**,††,@		132,881		59,424
2010-3 A — 3.63% 7/31/2038**,††,@		1,162,473		581,585
2011-2 A — 3.977% 9/15/2050**,††,@		1,287,921		689,300
2010-2 A — 4.676% 2/28/2057**,††,@		1,784,840		899,916
2010-1 A — 4.743% 9/30/2047**,††,@		301,483		152,490
Sunset Mortgage Loan Co. LLC
2014-NPL1 A — 3.228% 8/16/2044**,@@		14,499,137		14,459,717
2014-NPL2 A — 3.721% 11/16/2044**,@@		26,298,103		26,153,824
2015-NPL1 A — 4.459% 9/18/2045**,@@		29,562,724		29,545,155
Towd Point Mortgage Trust
2015-1 AES — 3.00% 10/25/2053**		37,189,775		37,787,132
2015-4 A1 — 3.50% 4/25/2055**,@		31,734,513		32,051,858
Towd Point Mortgage Trust 2015-1
2015-2 1A1 — 3.25% 11/25/2060**,@		49,245,365		49,393,663
2015-2 2A1 — 3.75% 11/25/2057**,@		42,022,178		42,732,525
Truman Capital Mortgage Loan Trust 2014-NPL3 A1 — 3.125% 4/25/2053**,@@		815,489		814,906
VOLT XL LLC 2015-NP14 A1 — 4.375% 11/27/2045**,@@		37,564,881		37,482,137
VOLT XXV LLC 2015-NPL8 A1 — 3.50% 6/26/2045**,@@		33,614,887		33,240,757
VOLT XXVII LLC 2014-NPL7 A1 — 3.375% 8/27/2057**,@@		38,665,018		38,275,708
VOLT XXXI LLC 2015-NPL2 A1 — 3.375% 2/25/2055**,@@		2,092,793		2,064,025
VOLT XXXIII LLC 2015-NPL5 A1 — 3.50% 3/25/2055**,@@		50,106,714		49,556,056
VOLT XXXIV LLC 2015-NPL7 A1 — 3.25% 2/25/2055**,@@		29,891,623		29,492,354
VOLT XXXIX LLC 2015-NP13 A1 — 4.125% 10/25/2045**,@@		482,044		478,203
VOLT XXXV LLC 2015-NPL9 A1 — 3.50% 6/26/2045**,@@		28,164,819		27,650,876
VOLT XXXVI LLC 2015-NP10 A1 — 3.625% 7/25/2045**,@@		23,271,300		23,106,774
VOLT XXXVIII LLC 2015-NP12 A1 — 3.875% 9/25/2045**,@@		26,373,209		26,108,261
			$	628,092,827
TOTAL RESIDENTIAL MORTGAGE-BACKED SECURITIES (Cost $1,139,536,244)			$	1,154,838,818

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
ASSET-BACKED SECURITIES — 40.3%
AUTO — 22.9%
Ally Auto Receivables Trust 2015-1 A3 — 1.39% 9/16/2019	$	25,000,000	$	25,045,283
AmeriCredit Automobile Receivables Trust
2014-3 A2A — 0.64% 4/9/2018		8,065,617		8,057,769
2014-2 A3 — 0.94% 2/8/2019		8,687,257		8,667,599
2013-3 B — 1.58% 9/10/2018		5,024,000		5,022,113
2014-2 B — 1.60% 7/8/2019		1,485,000		1,480,860
2013-4 B — 1.66% 9/10/2018		11,927,000		11,917,598
2014-1 B — 1.68% 7/8/2019		1,468,000		1,464,156
2012-5 C — 1.69% 11/8/2018		12,972,303		12,963,865
2015-2 B — 1.82% 7/8/2020		6,678,000		6,647,988
2014-3 B — 1.92% 11/8/2019		13,383,000		13,368,588
2012-4 C — 1.93% 8/8/2018		3,716,372		3,715,994
2015-3 B — 2.08% 9/8/2020		19,000,000		18,959,298
2015-4 B — 2.11% 1/8/2021		28,000,000		27,907,197
2013-5 C — 2.29% 11/8/2019		2,312,000		2,316,901
2013-3 C — 2.38% 6/10/2019		986,000		986,386
2012-3 C — 2.42% 5/8/2018		842,763		843,843
2015-1 C — 2.51% 1/8/2021		1,727,000		1,736,230
2012-2 C — 2.64% 10/10/2017		1,104,202		1,105,536
2012-1 C — 2.67% 1/8/2018		62,569		62,575
2012-3 D — 3.03% 7/9/2018		26,860,000		27,009,127
2012-2 D — 3.38% 4/9/2018		9,855,000		9,922,065
2012-1 D — 4.72% 3/8/2018		10,451,000		10,493,892
California Republic Auto Receivables Trust 2013-2 A2 — 1.23% 3/15/2019		6,130,833		6,134,779
Capital Auto Receivables Asset Trust
2014-2 A3 — 1.26% 5/21/2018		9,440,000		9,433,876
2014-1 A3 — 1.32% 6/20/2018		12,272,398		12,267,765
2015-2 A3 — 1.73% 9/20/2019		35,877,000		35,892,854
2014-3 A4 — 1.83% 4/22/2019		9,382,000		9,410,116
2014-1 B — 2.22% 1/22/2019		8,337,000		8,342,815
2013-4 C — 2.67% 2/20/2019		3,845,000		3,875,796
CarMax Auto Owner Trust 2012-2 B — 1.73% 2/15/2018		11,980,000		11,993,200
Credit Acceptance Auto Loan Trust
2014-1A A — 1.55% 10/15/2021**		7,675,000		7,668,715
2014-2A A — 1.88% 3/15/2022**		22,476,000		22,425,638
2015-1A A — 2.00% 7/15/2022**		1,355,000		1,356,269
2014-1A B — 2.29% 4/15/2022**		12,076,000		12,008,373
2015-1A B — 2.61% 1/17/2023**		3,160,000		3,162,900

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
2014-2A B — 2.67% 9/15/2022**	$	11,719,000	$	11,759,399
2015-2A B — 3.04% 8/15/2023**		25,000,000		25,214,548
2015-2A C — 3.76% 2/15/2024**		550,000		550,928
DT Auto Owner Trust
2014-2A B — 1.34% 4/16/2018**		495,354		495,248
2015-1A B — 1.88% 4/15/2019**		5,203,000		5,188,882
2015-2A B — 1.88% 5/15/2019**		29,672,000		29,545,188
2015-3A B — 2.46% 11/15/2019**		27,649,000		27,697,455
Enterprise Fleet Financing LLC
2014-1 A2 — 0.87% 9/20/2019**		16,840,746		16,783,615
2014-2 A2 — 1.05% 3/20/2020**		29,575,982		29,434,169
2013-2 A3 — 1.51% 3/20/2019**		20,000,000		19,973,580
2015-2 A2 — 1.59% 2/22/2021**		60,000,000		59,768,904
Exeter Automobile Receivables Trust
2014-2A A — 1.06% 8/15/2018**		1,402,095		1,399,920
2014-1A A — 1.29% 5/15/2018**		1,761,117		1,760,646
First Investors Auto Owner Trust
2014-2A A2 — 0.86% 8/15/2018**		3,434,435		3,432,196
2015-1A A2 — 1.21% 4/15/2019**		6,839,578		6,830,275
2014-1A A3 — 1.49% 1/15/2020**		7,739,760		7,738,730
2016-1A A2 — 2.26% 4/15/2021**		16,653,000		16,624,015
2015-2A A2 — 2.28% 9/15/2021**		13,046,000		13,213,145
2015-2A B — 2.75% 9/15/2021**		4,443,000		4,488,210
Ford Credit Auto Lease Trust 2014-A B — 1.16% 8/15/2017		11,829,000		11,813,071
Ford Credit Auto Owner Trust
2012-C B — 1.27% 12/15/2017		4,442,000		4,438,705
2013-A C — 1.36% 10/15/2018		5,700,000		5,688,526
Honda Auto Receivables Owner Trust 2015-2 A3 — 1.04% 2/21/2019		36,050,000		35,999,281
Hyundai Auto Lease Securitization Trust 2014-B A4 — 1.26% 9/17/2018**		3,126,000		3,128,216
Porsche Innovative Lease Owner Trust 2014-1 A4 — 1.26% 9/21/2020**		15,253,000		15,263,964
Prestige Auto Receivables Trust
2014-1A A2 — 0.97% 3/15/2018**		1,842,213		1,841,029
2013-1A A3 — 1.33% 5/15/2019**		2,182,875		2,182,376
2014-1A A3 — 1.52% 4/15/2020**		18,425,000		18,424,009
2015-1 A3 — 1.53% 2/15/2021**		17,143,000		17,096,891
2016-1A A3 — 1.99% 6/15/2020**		7,917,000		7,950,800
2015-1 B — 2.04% 4/15/2021**		10,395,000		10,359,907
2012-1A B — 2.49% 4/16/2018**		2,145,094		2,144,687
Santander Drive Auto Receivables Trust
2015-2 A3 — 1.22% 4/15/2019		53,386,000		53,254,409

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
2015-1 A3 — 1.27% 2/15/2019	$	7,761,000	$	7,751,896
2013-2 B — 1.33% 3/15/2018		743,171		743,226
2014-3 B — 1.45% 5/15/2019		953,000		952,743
2015-3 A3 — 1.49% 6/17/2019		22,275,000		22,251,021
2013-5 B — 1.55% 10/15/2018		10,210,000		10,214,662
2015-4 A3 — 1.58% 9/16/2019		30,414,000		30,446,653
2014-1 B — 1.59% 10/15/2018		11,532,736		11,537,435
2014-2 B — 1.62% 2/15/2019		17,157,000		17,166,452
2014-5 B — 1.76% 9/16/2019		9,233,000		9,215,698
2013-3 C — 1.81% 4/15/2019		28,909,000		28,937,053
2014-4 B — 1.82% 5/15/2019		8,000,000		8,009,380
2015-2 B — 1.83% 1/15/2020		3,322,000		3,311,890
2013-2 C — 1.95% 3/15/2019		3,210,000		3,213,439
2015-5 B — 1.96% 5/15/2020		39,190,000		39,096,226
2015-1 B — 1.97% 11/15/2019		22,904,000		22,836,124
2015-3 B — 2.07% 4/15/2020		26,274,000		26,214,208
2013-4 B — 2.16% 1/15/2020		5,107,653		5,113,766
2014-2 C — 2.33% 11/15/2019		7,874,000		7,906,670
2013-4 C — 3.25% 1/15/2020		1,464,000		1,478,639
2012-5 D — 3.30% 9/17/2018		4,680,000		4,725,318
2012-3 D — 3.64% 5/15/2018		37,561,000		37,922,051
2012-2 D — 3.87% 2/15/2018		9,316,738		9,380,146
Westlake Automobile Receivables Trust
2015-1A A2 — 1.17% 3/15/2018**		9,188,383		9,175,165
2014-1A B — 1.24% 11/15/2019**		1,883,257		1,882,753
2015-1A B — 1.68% 11/16/2020**		18,501,000		18,399,735
2014-1A C — 1.70% 11/15/2019**		500,000		498,394
2015-2A B — 1.83% 1/15/2021**		15,900,000		15,837,198
2015-3A B — 2.21% 5/17/2021**		23,804,000		23,798,925
2015-1A C — 2.29% 11/16/2020**		550,000		544,591
2015-2A C — 2.45% 1/15/2021**		550,000		548,930
2015-3A C — 3.05% 5/17/2021**		550,000		551,771
World Omni Automobile Lease Securitization Trust
2015-A A4 — 1.73% 12/15/2020		15,000,000		15,085,791
2015-A B — 1.94% 12/15/2020		12,350,000		12,380,129
			$	1,222,280,961
OTHER — 17.4%
ARI Fleet Lease Trust
2015-A A2 — 1.11% 11/15/2018**	$	26,741,077	$	26,667,943
2016-A A2 — 1.82% 7/15/2024**		24,574,000		24,562,037

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
Ascentium Equipment Receivables LLC 2015-2A B — 2.62% 12/10/2019**	$	4,102,000	$	4,086,054
Beacon Container Finance LLC 2012-1A A — 3.72% 9/20/2027**		406,739		399,872
Cabela's Credit Card Master Note Trust
2012-2A A1 — 1.45% 6/15/2020**		54,446,000		54,618,621
2012-1A A1 — 1.63% 2/18/2020**		14,610,000		14,651,603
2011-4A A1 — 1.90% 10/15/2019**		31,487,000		31,630,244
Capital One Multi-Asset Execution Trust 2014-A2 A2 — 1.26% 1/15/2020		56,017,000		56,140,882
CCG Receivables Trust
2014-1 A2 — 1.06% 11/15/2021**		9,154,035		9,146,896
2015-1 A2 — 1.46% 11/14/2018**		26,342,000		26,325,204
Cerberus Onshore II CLO-2 LLC
2014-1A A — 2.522% 10/15/2023**,@		7,145,588		7,121,515
2014-1A B — 2.975% 10/15/2023**,@		6,612,000		6,559,878
Chesapeake Funding II LLC 2016-1A A1 — 2.11% 3/15/2028**		34,501,000		34,495,980
Chesapeake Funding LLC 2014-1A A — 0.861% 3/7/2026**,@		28,456,804		28,443,956
CONN Funding II, L.P.
2016-A A — 4.68% 4/16/2018**,††		25,667,000		25,673,930
2016-A B — 8.96% 8/15/2018**,††		28,435,000		28,480,212
GE Capital Credit Card Master Note Trust 2012-3 B — 1.436% 3/15/2020@		15,486,918		15,530,312
Golden Credit Card Trust 2012-2A A1 — 1.77% 1/15/2019**		31,192,000		31,326,806
GreatAmerica Leasing Receivables Funding LLC Series 2015-1 A2 — 1.12% 6/20/2017**		6,320,304		6,313,518
HFG Healthco-4 LLC 2011-1A A — 2.689% 6/2/2017**,@		17,140,000		17,164,875
John Deere Owner Trust 2013-B A4 — 1.39% 12/16/2019		13,312,000		13,326,418
MMAF Equipment Finance LLC
2015-AA A2 — 0.96% 9/18/2017**		21,954,357		21,926,345
2013-AA A3 — 1.03% 12/11/2017**		11,652,171		11,641,143
2012-AA A4 — 1.35% 10/10/2018**		1,433,977		1,434,026
NRZ Advance Receivables Trust Advance Receivables Backed
2015-T1-AT1 — 2.315% 8/15/2046**		44,316,000		44,302,151
2015-T3 AT3 — 2.54% 11/15/2046**,††		56,112,000		56,064,361
Ocwen Master Advance Receivables Trust 2015-T2 AT2 — 2.532% 11/15/2046**,††		21,710,000		21,682,863
Panhandle-Plains Student Finance Corporation Rev., (STUDENT LN REV NT SR 2001A-2 A), — 1.932% 12/1/2031††		7,800,000		7,751,250
PFS Financing Corporation
2014-AA A — 1.036% 2/15/2019**,@		33,029,000		32,950,764
2014-BA A — 1.036% 10/15/2019**,@		33,006,000		32,704,216

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
2015-AA A — 1.056% 4/15/2020**,@	$	29,100,000	$	28,737,638
2015-AA B — 1.326% 4/15/2020**,@		500,000		490,880
2016-A A — 1.636% 2/18/2020**,@		54,665,000		54,617,786
Progreso Receivables Funding II LLC 2014-A A — 3.50% 7/8/2019**		9,735,000		9,748,849
Stanwich Mortgage Loan Co. LLC 2013-NPL2 A — 3.228% 4/16/2059**		2,323,558		2,310,683
STORE Master Funding LLC 2012-1A A — 5.77% 8/20/2042**		474,054		499,131
Synchrony Credit Card Master Note Trust 2012-6 A — 1.36% 8/17/2020		57,633,000		57,568,359
Unison Ground Lease Funding LLC
—5.78% 3/15/2043**,††		10,932,000		10,764,740
—6.268% 3/15/2043**		3,768,000		3,728,624
—9.522% 4/15/2040**		19,600,000		21,825,384
Volvo Financial Equipment LLC Series 2013-1A B — 1.24% 8/15/2019**		1,500,000		1,497,966
WCP ISSUER LLC — 6.657% 8/15/2043**,††		15,711,000		16,299,220
Wheels SPV 2 LLC
2014-1A A2 — 0.84% 3/20/2023**		8,959,163		8,924,268
2015-1A A2 — 1.27% 4/22/2024**		18,109,000		18,031,389
			$	928,168,792
TOTAL ASSET-BACKED SECURITIES (Cost $2,155,599,757)			$	2,150,449,753
CORPORATE BONDS & NOTES — 5.1%
BASIC MATERIALS — 1.0%
Thompson Creek Metals Co., Inc. — 9.75% 12/1/2017	$	58,828,000	$	55,151,250
CONSUMER, CYCLICAL — 1.6%
US Airways 1998-1B Pass Through Trust — 7.35% 7/30/2019	$	4,215,249	$	4,291,545
US Airways 1998-1C Pass Through Trust — 6.82% 1/30/2019††		4,094,185		1,924,267
US Airways 1999-1C Pass Through Trust — 7.96% 7/20/2019		8,010,451		7,013,951
Continental Airlines 2000-1 Class B Pass Through Trust — 8.388% 5/1/2022		1,227,496		1,239,770
Northwest Airlines 1999-2 Class C Pass Through Trust — 8.304% 9/1/2010††		21,163,608		10,634,713
Northwest Airlines 2000-1 Class G Pass Through Trust — 7.15% 4/1/2021		10,965,447		11,616,795
Algeco Scotsman Global Finance plc — 8.50% 10/15/2018**		60,246,000		46,389,420
			$	83,110,461

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
CONSUMER, NON-CYCLICAL — 0.2%
InSite Issuer LLC — 8.595% 8/15/2043**,††	$	12,001,000	$	12,490,281
DIVERSIFIED — 0.7%
Boart Longyear Management Pty, Ltd. — 10.00% 10/1/2018**	$	51,802,000	$	36,261,400
ENERGY — 0.6%
Atwood Oceanics, Inc. — 6.50% 2/1/2020	$	63,487,000	$	30,156,325
FINANCIAL — 0.2%
N671US Trust — 7.50% 9/15/2020**,††	$	12,514,976	$	12,953,000
INDUSTRIAL — 0.8%
Reynolds Group Issuer, Inc. / Reynolds Group Issuer LLC / Reynolds Group Issuer Lu — 7.875% 8/15/2019	$	26,838,000	$	27,777,330
Air 2 US
—8.027% 10/1/2020**		5,979,740		6,237,617
—10.127% 10/1/2020**,††		39,258,228		10,207,139
			$	44,222,086
TOTAL CORPORATE BONDS & NOTES (Cost $344,166,833)			$	274,344,803
CORPORATE BANK DEBT — 2.5%
La Frontera Generation Term Loan B — 4.50% 9/30/2020**	$	26,638,890	$	26,628,234
MB FO Term Loan — 4.889% 11/20/2021**		15,235,000		15,175,279
MB FODD Term Loan — 2.00% 3/31/2017**,††		7,290,000		44,323
MB LO Term Loan — 10.389% 11/20/2021**		4,860,000		4,884,932
MB LODD Term Loan — 2.00% 3/31/2017**,††		7,290,000		110,298
OCI Beaumont LLC Term Loan B — 7.75% 8/20/2019**		37,987,404		38,361,580
WireCo WorldGroup, Inc. — 6.00% 2/15/2017**		49,854,631		49,251,390
TOTAL CORPORATE BANK DEBT (Cost $134,106,939)			$	134,456,036
MUNICIPALS — 0.4%
Wayne County GO, (TXBL), — 5.75% 12/1/2017†† (Cost $20,865,182)	$	20,950,000	$	21,002,375

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

BONDS & DEBENTURES	Principal Amount		Fair Value
U.S. TREASURIES — 11.6%
U.S. Treasury Notes
—0.369% 4/30/2016@	$	80,000,000	$	80,002,912
—0.375% 5/31/2016		33,500,000		33,503,762
—0.50% 6/15/2016		77,500,000		77,531,411
—0.625% 7/15/2016		119,000,000		119,092,975
—1.00% 12/15/2017		70,843,000		71,166,079
—1.375% 8/31/2020		103,444,000		104,457,906
—1.875% 10/31/2017		49,075,000		49,957,535
—3.00% 8/31/2016		85,000,000		85,896,903
TOTAL U.S. TREASURIES (Cost $621,045,129)			$	621,609,483
TOTAL BONDS & DEBENTURES (Cost $5,401,215,234)			$	5,255,676,441
TOTAL INVESTMENT SECURITIES — 98.3% (Cost $5,401,215,234)			$	5,255,676,441

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS (Continued)

March 31, 2016
(Unaudited)

	Principal Amount		Fair Value
SHORT-TERM INVESTMENTS — 1.2%
State Street Bank Repurchase Agreement — 0.03% 4/1/2016
(Dated 03/31/2016, repurchase price of $63,030,053, collateralized by $61,745,000 principal amount U.S. Treasury Note — 2.125% 2022, fair value $64,291,981)	$	63,030,000	$	63,030,000
TOTAL SHORT-TERM INVESTMENTS (Cost $63,030,000)			$	63,030,000
TOTAL INVESTMENTS — 99.5% (Cost $5,464,245,234)			$	5,318,706,441
Other Assets and Liabilities, net — 0.5%				24,714,709
NET ASSETS — 100.0%			$	5,343,421,150

@ Variable/Floating Rate Security — Interest rate changes on these instruments are based on changes in a designated base rate. The rates shown are those in effect on March 31, 2016.

** Restricted securities. These restricted securities constituted 43.76% of total net assets at March 31, 2016, most of which are considered liquid by the Adviser. These securities are not registered and may not be sold to the public. There are legal and/or contractual restrictions on resale. The Fund does not have the right to demand that such securities be registered. The values of these securities are determined by valuations provided by pricing services, brokers, dealers, market makers, or in good faith under policies adopted by authority of the Fund's Board of Directors.

†† These securities have been valued in good faith under policies adopted by authority of the Board of Director in accordance with the Fund's fair value procedures. These securities constituted 5.24% of total net assets at March 31, 2016.

@@@ Zero coupon bond. Coupon amount represents effective yield to maturity.

@@ Step Coupon — Coupon rate increases in increments to maturity. Rate disclosed is as of March 31, 2016.

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS — RESTRICTED SECURITIES

March 31, 2016
(Unaudited)

Issuer	Acquisition Date(s)	Cost		Fair Value		Fair Value as a % of Net Assets
A10 Term Asset Financing LLC 2013-2 A	10/30/2013	$	4,232,775	$	4,232,165		0.08	%
ARI Fleet Lease Trust 2015-A A2	04/15/2015, 07/20/2015, 03/11/2016, 03/18/2016		26,704,619		26,667,943		0.50	%
ARI Fleet Lease Trust 2016-A A2	02/17/2016		24,572,159		24,562,037		0.46	%
Air 2 US	7/24/2014, 8/22/2014, 2/12/2015		9,396,339		10,207,139		0.19	%
Air 2 US	7/1/2014, 10/27/2014		6,386,218		6,237,617		0.12	%
Algeco Scotsman Global Finance plc	9/4/2014, 9/9/2014, 9/15/2014, 9/22/2014, 9/26/2014, 9/29/2014, 10/2/2014, 10/14/2014, 10/15/2014, 11/13/2014, 11/19/2014, 11/20/2014, 11/21/2014, 12/1/2014, 12/3/2014, 12/8/2014, 12/10/2014, 4/29/2015, 7/31/2015, 8/12/2015		61,117,980		46,389,420		0.87	%
Ascentium Equipment Receivables LLC 2015-2A B	02/18/2016		4,087,179		4,086,054		0.08	%
BCAP LLC Trust 2010-RR8 2A6	12/08/2015		7,120,078		7,125,108		0.13	%
Banc of America Large Loan Ball 2009-FDG C	3/31/2015		23,863,074		22,653,952		0.42	%
Bayview Opportunity Master Fund IIa Trust PL 2014-20NP A	08/19/2014		106,316		106,307		0.00	%
Beacon Container Finance LLC 2012-1A A	09/25/2012, 05/1/2014		413,953		399,872		0.01	%
Boart Longyear Management Pty, Ltd.	9/20/2013, 9/24/2014, 10/6/2014, 10/24/2014, 11/13/2014, 11/21/2014, 12/5/2014, 12/10/2014, 2/20/2015, 3/2/2015		52,919,374		36,261,400		0.68	%
CCG Receivables Trust 2015-1 A2	9/9/2015		26,339,976		26,325,204		0.49	%
CCG Receivables Trust 2014-1 A2	05/6/2014,03/31/15, 04/1/2015, 06/16/2015, 08/12/2015		9,143,304		9,146,896		0.17	%
COMM Mortgage Trust 2012-9W57 A	5/7/2015		54,521,728		53,876,579		1.01	%

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS — RESTRICTED SECURITIES

(Continued)
March 31, 2016 (Unaudited)

Issuer	Acquisition Date(s)	Cost		Fair Value		Fair Value as a % of Net Assets
COMM Mortgage Trust 2001-J2A D	5/4/2015	$	6,787,708	$	6,540,051		0.12	%
COMM Mortgage Trust 2001-J2A C	05/04/2015		3,084,300		2,982,264		0.06	%
CONN Funding II, L.P. 2016-A B	03/11/2016		28,433,151		28,480,212		0.53	%
CONN Funding II, L.P. 2016-A A	03/11/2016		25,666,665		25,673,930		0.48	%
CSMC Series R 2010-9R 1A4	02/10/2016		21,690,801		21,631,436		0.41	%
Cabela's Credit Card Master Note Trust 2012-2A A1	3/11/2015, 4/15/2015, 6/19/2015, 11/17/2015		54,624,948		54,618,621		1.02	%
Cabela's Credit Card Master Note Trust 2011-4A A1	3/11/2015, 3/30/2015		31,809,118		31,630,244		0.59	%
Cabela's Credit Card Master Note Trust 2012-1A A1	03/19/2015, 05/19/2015, 03/04/2016		14,698,908		14,651,603		0.27	%
Cerberus Onshore II CLO-2 LLC 2014-1A A	11/20/2014, 02/12/2015		7,145,740		7,121,515		0.13	%
Cerberus Onshore II CLO-2 LLC 2014-1A B	11/20/2014		6,563,709		6,559,878		0.12	%
Chesapeake Funding II LLC 2016-1A A1	03/24/2016		34,495,982		34,495,980		0.65	%
Chesapeake Funding LLC 2014-1A A	03/04/2014, 10/22/2015		28,433,303		28,443,956		0.53	%
Citigroup Mortgage Loan Trust 2014-A A	02/24/2014, 07/28/2015		18,980,400		18,941,351		0.35	%
Credit Acceptance Auto Loan Trust 2015-2A B	8/12/2015		24,997,412		25,214,548		0.47	%
Credit Acceptance Auto Loan Trust 2014-2A A	3/2/2015, 7/29/2015, 8/6/2015		22,493,146		22,425,638		0.42	%
Credit Acceptance Auto Loan Trust 2014-1A B	6/16/2015		12,062,947		12,008,373		0.22	%
Credit Acceptance Auto Loan Trust 2014-2A B	9/18/2014, 7/30/2015		11,733,576		11,759,399		0.22	%
Credit Acceptance Auto Loan Trust 2014-1A A	8/6/2015, 8/12/2015, 10/23/2015		7,652,785		7,668,715		0.14	%
Credit Acceptance Auto Loan Trust 2015-1A B	7/31/2015		3,161,362		3,162,900		0.06	%
Credit Acceptance Auto Loan Trust 2015-1A A	10/23/2015		1,358,949		1,356,269		0.03	%
Credit Acceptance Auto Loan Trust 2015-2A C	8/12/2015		549,993		550,928		0.01	%

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS — RESTRICTED SECURITIES

(Continued)
March 31, 2016 (Unaudited)

Issuer	Acquisition Date(s)	Cost		Fair Value		Fair Value as a % of Net Assets
DT Auto Owner Trust 2015-2A B	6/10/2015	$	29,669,701	$	29,545,188		0.55	%
DT Auto Owner Trust 2015-3A B	10/07/2015		27,645,238		27,697,455		0.52	%
DT Auto Owner Trust 2015-1A B	5/13/2015, 7/22/2015		5,219,074		5,188,882		0.10	%
DT Auto Owner Trust 2014-2A B	04/09/2014, 06/11/2015		495,323		495,248		0.01	%
Enterprise Fleet Financing LLC 2015-2 A2	7/22/2015		59,995,632		59,768,904		1.12	%
Enterprise Fleet Financing LLC 2014-2 A2	08/26/2014, 03/25/2015, 04/28/2015, 05/28/2015, 02/17/2016		29,565,622		29,434,169		0.55	%
Enterprise Fleet Financing LLC 2013-2 A3	8/4/2015		19,978,113		19,973,580		0.37	%
Enterprise Fleet Financing LLC 2014-1 A2	05/07/2015		16,829,179		16,783,615		0.31	%
Exeter Automobile Receivables Trust 2014-1A A	01/29/2014, 05/02/2014		1,761,189		1,760,646		0.03	%
Exeter Automobile Receivables Trust 2014-2A A	05/20/2014		1,402,062		1,399,920		0.03	%
First Investors Auto Owner Trust 2016-1A A2	02/10/2016		16,653,000		16,624,015		0.31	%
First Investors Auto Owner Trust 2015-2A A2	8/18/2015		13,043,599		13,213,145		0.25	%
First Investors Auto Owner Trust 2014-1A A3	04/03/2014		7,738,677		7,738,730		0.14	%
First Investors Auto Owner Trust 2015-1A A2	04/16/2015		6,839,455		6,830,275		0.13	%
First Investors Auto Owner Trust 2015-2A B	8/18/2015		4,442,603		4,488,210		0.08	%
First Investors Auto Owner Trust 2014-2A A2	08/06/2014		3,434,306		3,432,196		0.06	%
Golden Credit Card Trust 2012-2A A1	4/23/2015, 5/4/2015		31,472,065		31,326,806		0.59	%
GreatAmerica Leasing Receivables Funding LLC Series 2015-1 A2	02/26/2016		6,314,758		6,313,518		0.12	%
HFG Healthco-4 LLC 2011-1A A	5/26/2011, 9/22/2011, 2/18/2015		17,144,086		17,164,875		0.32	%
Hyundai Auto Lease Securitization Trust 2014-B A4	4/20/2015		3,134,614		3,128,216		0.06	%
InSite Issuer LLC	8/19/2013, 2/12/2015, 10/20/2015		12,025,919		12,490,281		0.23	%

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS — RESTRICTED SECURITIES

(Continued)
March 31, 2016 (Unaudited)

Issuer	Acquisition Date(s)	Cost		Fair Value		Fair Value as a % of Net Assets
JP Morgan Chase Commercial Mortgage Securities Trust T 2013-WT A	11/16/2015, 11/18/2015	$	17,872,213	$	17,793,353		0.33	%
La Frontera Generation Term Loan B	05/09/2013, 05/15/2013, 05/22/2013, 05/23/2013		26,622,002		26,628,234		0.50	%
MB FO Term Loan	03/16/2016		14,629,657		15,175,279		0.28	%
MB FODD Term Loan	03/16/2016		—		44,323		0.00	%
MB LO Term Loan	03/16/2016		4,799,604		4,884,932		0.09	%
MB LODD Term Loan	03/16/2016		—		110,298		0.00	%
MMAF Equipment Finance LLC 2015-AA A2	05/05/2015		21,953,184		21,926,345		0.41	%
MMAF Equipment Finance LLC 2013-AA A3	03/26/2015, 05/01/2015, 06/05/2015		11,660,591		11,641,143		0.22	%
MMAF Equipment Finance LLC 2012-AA A4	06/05/2015		1,436,280		1,434,026		0.03	%
Monty Parent Issuer 1 LLC 2013-LTR1 B	11/14/2013, 01/27/2015, 02/12/2015		861,284		863,444		0.02	%
N671US Trust	08/16/2012		12,514,976		12,953,000		0.24	%
NRZ Advance Receivables Trust Advance Receivables Backed 2015-T3 AT3	11/20/2015		56,112,000		56,064,361		1.05	%
NRZ Advance Receivables Trust Advance Receivables Backed 2015-T1-AT1	8/25/2015		44,316,000		44,302,151		0.83	%
Nationstar HECM Loan Trust A 2016-1A A	02/25/2016		9,590,319		9,595,498		0.18	%
Nationstar HECM Loan Trust A 2015-2A A	11/19/2015		5,897,029		5,894,081		0.11	%
OCI Beaumont LLC Term Loan B	03/26/2014, 04/02/2014, 04/09/2014, 06/16/2015, 06/30/2015, 08/18/2015, 08/21/2015, 08/27/2015, 08/28/2015, 09/30/2015		38,305,542		38,361,580		0.72	%
Ocwen Master Advance Receivables Trust 2015-T2 AT2	11/06/2015		21,710,000		21,682,863		0.41	%
Ores NPL LLC 2014-LV3 B	3/21/2014, 2/12/2015		49,865,917		49,592,269		0.93	%
PFS Financing Corporation 2016-A A	02/09/2016		54,665,000		54,617,786		1.02	%

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS — RESTRICTED SECURITIES

(Continued)
March 31, 2016 (Unaudited)

Issuer	Acquisition Date(s)	Cost		Fair Value		Fair Value as a % of Net Assets
PFS Financing Corporation 2014-AA A	2/4/2014, 4/24/2015, 7/28/2015, 10/27/2015	$	33,012,092	$	32,950,764		0.62	%
PFS Financing Corporation 2014-BA A	2/18/2015, 6/15/2015, 10/23/2015, 11/17/2015		32,865,671		32,704,216		0.61	%
PFS Financing Corporation 2015-AA A	4/8/2015, 7/30/2015		29,096,452		28,737,638		0.54	%
PFS Financing Corporation 2015-AA B	4/8/2015		500,000		490,880		0.01	%
Porsche Innovative Lease Owner Trust 2014-1 A4	3/2/2015		15,256,385		15,263,964		0.29	%
Prestige Auto Receivables Trust 2014-1A A3	3/18/2014, 11/05/2015		18,423,165		18,424,009		0.34	%
Prestige Auto Receivables Trust 2015-1 A3	3/18/2015, 5/29/2015		17,143,334		17,096,891		0.32	%
Prestige Auto Receivables Trust 2015-1 B	3/18/2015		10,394,451		10,359,907		0.19	%
Prestige Auto Receivables Trust 2016-1A A3	03/16/2016		7,917,000		7,950,800		0.15	%
Prestige Auto Receivables Trust 2013-1A A3	09/12/2014		2,188,789		2,182,376		0.04	%
Prestige Auto Receivables Trust 2012-1A B	07/17/2014		2,168,010		2,144,687		0.04	%
Prestige Auto Receivables Trust 2014-1A A2	03/18/2014		1,842,091		1,841,029		0.03	%
Progreso Receivables Funding II LLC 2014-A A	6/18/2014, 2/12/2015		9,735,070		9,748,849		0.18	%
RMAT 2015 PR1 LLC	06/23/2015		31,845,943		31,153,622		0.58	%
Rialto Capital Management LLC 2015-LT7 B	6/15/2015		17,716,000		17,361,680		0.33	%
Rialto Capital Management LLC 2014-LT6 B	9/17/2014, 2/12/2015		10,041,270		10,037,810		0.19	%
Rialto Capital Management LLC 2014-LT5 B	11/20/2014		7,428,387		7,263,760		0.14	%
RiverView HECM Trust 2007-1 A	01/9/2013, 02/12/2015		27,816,021		25,337,702		0.47	%
STORE Master Funding LLC 2012-1A A	08/31/2012		472,728		499,131		0.01	%
Stanwich Mortgage Loan Co. LLC 2013-NPL2 A	05/31/2013, 02/12/2015		2,323,546		2,310,683		0.04	%
Stanwich Mortgage Loan Trust Series 2011-1 A	05/10/2011, 09/22/2011		1,010,318		1,009,025		0.02	%

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS — RESTRICTED SECURITIES

(Continued)
March 31, 2016 (Unaudited)

Issuer	Acquisition Date(s)	Cost		Fair Value		Fair Value as a % of Net Assets
Stanwich Mortgage Loan Trust Series 2010-2 A	05/21/2010, 09/22/2011	$	943,430	$	899,916		0.02	%
Stanwich Mortgage Loan Trust Series 2011-2 A	06/10/2011, 09/22/2011		693,465		689,300		0.01	%
Stanwich Mortgage Loan Trust Series 2010-3 A	06/02/2010, 09/22/2011		564,255		581,585		0.01	%
Stanwich Mortgage Loan Trust Series 2010-4 A	08/04/2010, 09/22/2011		537,987		580,480		0.01	%
Stanwich Mortgage Loan Trust Series 2010-1 A	04/22/2010, 09/22/2011		158,217		152,490		0.00	%
Stanwich Mortgage Loan Trust Series 2009-2 A	09/22/2011, 07/01/2013		59,339		59,424		0.00	%
Sunset Mortgage Loan Co. LLC 2015-NPL1 A	10/02/2015		29,562,724		29,545,155		0.55	%
Sunset Mortgage Loan Co. LLC 2014-NPL2 A	11/25/2014		26,298,103		26,153,824		0.49	%
Sunset Mortgage Loan Co. LLC 2014-NPL1 A	08/21/2014, 02/12/2015		14,455,816		14,459,717		0.27	%
Towd Point Mortgage Trust 2015-1 AES	11/04/2015, 12/09/2015		37,366,029		37,787,132		0.71	%
Towd Point Mortgage Trust 2015-4 A1	09/25/2015		32,331,905		32,051,858		0.60	%
Towd Point Mortgage Trust 2015-1 2015-2 1A1	05/28/2015		49,927,924		49,393,663		0.92	%
Towd Point Mortgage Trust 2015-1 2015-2 2A1	06/10/2015		43,031,796		42,732,525		0.80	%
Truman Capital Mortgage Loan Trust 2014-NPL3 A1	09/09/2014, 02/12/2015		814,427		814,906		0.02	%
Unison Ground Lease Funding LLC	12/13/2012, 2/12/2015		22,908,781		21,825,384		0.41	%
Unison Ground Lease Funding LLC	3/12/2013, 7/16/2013, 2/12/2015		10,826,106		10,764,740		0.20	%
Unison Ground Lease Funding LLC	3/12/2013, 2/12/2015		3,767,001		3,728,624		0.07	%
VFC LLC 2014-2 B	7/9/2014		6,179,341		6,188,090		0.12	%
VOLT XL LLC 2015-NP14 A1	12/08/2015		37,535,009		37,482,137		0.70	%
VOLT XXV LLC 2015-NPL8 A1	06/17/2015		33,578,271		33,240,757		0.62	%
VOLT XXVII LLC 2014-NPL7 A1	10/24/2014		38,611,581		38,275,708		0.72	%
VOLT XXXI LLC 2015-NPL2 A1	01/20/2016		2,051,684		2,064,025		0.04	%

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS — RESTRICTED SECURITIES

(Continued)
March 31, 2016 (Unaudited)

Issuer	Acquisition Date(s)	Cost		Fair Value		Fair Value as a % of Net Assets
VOLT XXXIII LLC 2015-NPL5 A1	3/13/2015, 01/13/2016	$	50,003,863	$	49,556,056		0.93	%
VOLT XXXIV LLC 2015-NPL7 A1	04/24/2015		29,860,714		29,492,354		0.55	%
VOLT XXXIX LLC 2015-NP13 A1	10/22/2015		481,601		478,203		0.01	%
VOLT XXXV LLC 2015-NPL9 A1	06/26/2015		28,138,328		27,650,876		0.52	%
VOLT XXXVI LLC 2015-NP10 A1	07/10/2015		23,247,738		23,106,774		0.43	%
VOLT XXXVIII LLC 2015-NP12 A1	09/11/2015		26,351,360		26,108,261		0.49	%
Volvo Financial Equipment LLC Series 2013-1A B	6/11/2015		1,494,802		1,497,966		0.03	%
WCP ISSUER LLC	8/1/2013, 2/12/2015		15,735,694		16,299,220		0.31	%
Westlake Automobile Receivables Trust 2015-3A B	10/09/2015		23,800,610		23,798,925		0.45	%
Westlake Automobile Receivables Trust 2015-1A B	3/4/2015, 5/29/2015		18,512,110		18,399,735		0.34	%
Westlake Automobile Receivables Trust 2015-2A B	6/18/2015		15,898,545		15,837,198		0.30	%
Westlake Automobile Receivables Trust 2015-1A A2	03/04/2015, 04/27/2015		9,189,983		9,175,165		0.17	%
Westlake Automobile Receivables Trust 2014-1A B	05/20/2014, 05/29/2015		1,883,530		1,882,753		0.04	%
Westlake Automobile Receivables Trust 2015-3A C	10/09/2015		549,920		551,771		0.01	%
Westlake Automobile Receivables Trust 2015-2A C	6/18/2015		549,975		548,930		0.01	%
Westlake Automobile Receivables Trust 2015-1A C	3/4/2015		549,920		544,591		0.01	%
Westlake Automobile Receivables Trust 2014-1A C	5/20/2014		499,951		498,394		0.01	%
Wheels SPV 2 LLC 2015-1A A2	6/2/2015, 6/10/2015		18,107,028		18,031,389		0.34	%
Wheels SPV 2 LLC 2014-1A A2	05/13/2014, 02/18/2015, 03/27/2015, 05/18/2015		8,955,326		8,924,268		0.17	%

FPA NEW INCOME, INC.
PORTFOLIO OF INVESTMENTS — RESTRICTED SECURITIES

(Continued)
March 31, 2016 (Unaudited)

Issuer	Acquisition Date(s)	Cost		Fair Value		Fair Value as a % of Net Assets
WireCo WorldGroup, Inc.	08/17/2015, 08/19/2015, 08/25/2015, 09/15/2015, 09/24/2015, 09/30/2015, 10/13/2015, 10/21/2015, 11/02/2015, 11/17/2015, 11/18/2015, 02/09/2016, 02/18/2016, 02/23/2016	$	49,750,134	$	49,251,390		0.92	%
TOTAL RESTRICTED SECURITIES		$	2,379,926,834	$	2,338,533,426		43.76	%

See accompanying notes to financial statements.

FPA NEW INCOME, INC.
STATEMENT OF ASSETS AND LIABILITIES

March 31, 2016
(Unaudited)

ASSETS
Investment securities — at fair value (identified cost $5,401,215,234)	$	5,255,676,441
Short-term investments — at amortized cost (maturities 60 days or less)		63,030,000
Cash		678
Receivable for:
Interest		25,338,234
Investment securities sold		17,687,235
Capital Stock sold		2,813,130
Prepaid expenses and other assets		51,810
Total assets		5,364,597,528
LIABILITIES
Payable for:
Capital Stock repurchased		12,943,299
Investment securities purchased		4,784,984
Advisory fees		2,272,432
Accrued expenses and other liabilities		1,175,663
Total liabilities		21,176,378
NET ASSETS	$	5,343,421,150
SUMMARY OF SHAREHOLDERS' EQUITY
Capital Stock — par value $0.01 per share; authorized 600,000,000 shares; outstanding 533,858,394 shares	$	5,338,584
Additional Paid-in Capital		5,779,929,643
Accumulated net realized loss on investments		(330,073,737	)
Undistributed net investment income		33,765,453
Net unrealized depreciation		(145,538,793	)
NET ASSETS	$	5,343,421,150
NET ASSET VALUE
Offering and redemption price per share	$	10.01

See accompanying notes to financial statements.

FPA NEW INCOME, INC.
STATEMENT OF OPERATIONS

For the Six Months Ended March 31, 2016
(Unaudited)

INVESTMENT INCOME
Interest	$	96,106,406
EXPENSES
Advisory fees		13,703,288
Transfer agent fees and expenses		1,321,754
Reports to shareholders		300,532
Legal fees		180,238
Administrative services fees		137,138
Professional fees		124,133
Custodian fees		112,477
Filing fees		90,476
Director fees and expenses		85,249
Audit and tax services fees		38,326
Other		51,050
Total expenses		16,144,661
Net expenses		16,144,661
Net investment income		79,961,745
NET REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) on:
Investments		(61,758,874	)
Net change in unrealized appreciation (depreciation) of:
Investments		(20,418,173	)
Net realized and unrealized loss		(82,177,047	)
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	(2,215,302	)

See accompanying notes to financial statements.

FPA NEW INCOME, INC.
STATEMENTS OF CHANGES IN NET ASSETS

	Six Months Ended March 31, 2016 (Unaudited)			Year Ended September 30, 2015
INCREASE (DECREASE) IN NET ASSETS
Operations:
Net investment income	$	79,961,745		$	85,409,621
Net realized gain (loss)		(61,758,874	)		3,339,184
Net change in unrealized depreciation		(20,418,173	)		(40,891,517	)
Net increase (decrease) in net assets resulting from operations		(2,215,302	)		47,857,288
Distributions to shareholders from:
Net investment income		(36,669,923	)		(136,904,248	)
Total distributions		(36,669,923	)		(136,904,248	)
Capital Stock transactions:
Proceeds from Capital Stock sold		898,842,335			2,026,439,200
Proceeds from shares issued to shareholders upon reinvestment of dividends and distributions		31,419,739			115,599,394
Cost of Capital Stock repurchased		(1,184,473,991	)*		(2,246,338,789	)*
Net decrease from Capital Stock transactions		(254,211,917	)		(104,300,195	)
Total change in net assets		(293,097,142	)		(193,347,155	)
NET ASSETS
Beginning of period		5,636,518,292			5,829,865,447
End of period	$	5,343,421,150		$	5,636,518,292
CHANGE IN CAPITAL STOCK OUTSTANDING
Shares of Capital Stock sold		90,031,021			199,792,625
Shares issued to shareholders upon reinvestment of dividends and distributions		3,143,453			11,417,117
Shares of Capital Stock repurchased		(118,668,511	)		(221,452,886	)
Change in Capital Stock outstanding		(25,494,037	)		(10,243,144	)

* Net of redemption fees of $107,544 and $477,919 for the period ended March 31, 2016 and year ended September 30, 2015, respectively.

See accompanying notes to financial statements.

FPA NEW INCOME, INC.
FINANCIAL HIGHLIGHTS

Selected Data for Each Share of Capital Stock Outstanding Throughout Each Period

	Six Months Ended March 31, 2016			Year Ended September 30,
	(Unaudited)			2015			2014			2013			2012			2011
Per share operating performance:
Net asset value at beginning of period	$	10.08		$	10.24		$	10.45		$	10.70		$	10.84		$	11.04
Income from investment operations:
Net investment income*		0.15			0.15			0.30			0.28			0.27			0.43
Net realized and unrealized loss on investment securities		(0.03	)		(0.06	)		(0.15	)		(0.21	)		(0.04	)		(0.16	)
Total from investment operations	$	0.12		$	0.09		$	0.15		$	0.07		$	0.23		$	0.27
Less distributions:
Dividends from net investment income		(0.19	)		(0.25	)		(0.36	)		(0.32	)		(0.37	)		(0.47	)
Redemption fees		—	**		—	**		—	**		—	**		—	**		—	**
Net asset value at end of period	$	10.01		$	10.08		$	10.24		$	10.45		$	10.70		$	10.84
Total investment return***		(0.04	)%		0.84	%		1.47	%		0.66	%		2.18	%		2.47	%
Ratios/supplemental data:
Net assets, end of period (in $000's)	$	5,343,421		$	5,636,518		$	5,829,865		$	5,032,567		$	5,091,681		$	4,276,200
Ratio expenses to average net assets		0.59	%†		0.58	%		0.56	%		0.58	%		0.57	%		0.60	%
Ratio of net investment income (loss) to average net assets		2.92	%†		1.50	%		2.59	%		2.74	%		2.21	%		3.94	%
Portfolio turnover rate		44	%†		29	%		97	%		84	%		77	%		117	%

* Per share amount is based on average shares outstanding.

** Rounds to less than $0.01 per share.

*** Return is based on net asset value per share, adjusted for reinvestment of distributions, and does not reflect deduction of the sales charge.

† Annualized.

See accompanying notes to financial statements.

FPA NEW INCOME, INC.
NOTES TO FINANCIAL STATEMENTS

March 31, 2016
(Unaudited)

NOTE 1 — Significant Accounting Policies

FPA New Income, Inc. (the "Fund") is registered under the Investment Company Act of 1940, as a diversified, open-end, management investment company. The Fund's primary investment objective is to seek current income and long-term total return. The Fund qualifies as an investment company pursuant to Financial Accounting Standard Board (FASB) Accounting Standards Codification (ASC) No. 946, Financial Services — Investment Companies. The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements.

A. Security Valuation

The Fund's investments are reported at fair value as defined by accounting principles generally accepted in the United States of America, ("U.S. GAAP"). The Fund generally determines its net asset value as of approximately 4:00 p.m. New York time each day the New York Stock Exchange is open. Further discussion of valuation methods, inputs and classifications can be found under Disclosure of Fair Value Measurements.

B. Securities Transactions and Related Investment Income

Securities transactions are accounted for on the date the securities are purchased or sold. Dividend income and distributions to shareholders are recorded on the ex-dividend date. Interest income and expenses are recorded on an accrual basis. Market discounts and premiums on fixed income securities are amortized over the expected life of the securities. Realized gains or losses are based on the specific identification method.

C. Use of Estimates

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

NOTE 2 — Risk Considerations

Investing in the Fund may involve certain risks including, but not limited to, those described below.

Market Risk: Because the values of the Fund's investments will fluctuate with market conditions, so will the value of your investment in the Fund. You could lose money on your investment in the Fund or the Fund could underperform other investments.

Interest Rate Risk: The values of, and the income generated by, most debt securities held by the Fund may be affected by changing interest rates and by changes in the effective maturities and credit rating of these securities. For example, the value of debt securities in the Fund's portfolio generally will decline when interest rates rise and increase when interest rates fall. In addition, falling interest rates may cause an issuer to redeem, call or refinance a security before its stated maturity, which may result in the Fund having to reinvest the proceeds in lower yielding securities.

Mortgage-Backed and Other Asset-Backed Securities Risk: The values of some mortgage-backed and other asset-backed securities may expose the Fund to a lower rate of return upon reinvestment of principal. When interest rates rise, the value of mortgage-related securities generally will decline; however, when interest rates are declining, the value of mortgage related-securities with prepayment features may not increase as much as other fixed income securities. The rate of prepayments on underlying mortgages will affect the price and volatility of a mortgage-related security, and may shorten or extend the effective maturity of the security beyond what was

FPA NEW INCOME, INC.
NOTES TO FINANCIAL STATEMENTS

Continued

anticipated at the time of purchase. If an unanticipated rate of prepayment on underlying mortgages increases the effective maturity of a mortgage-related security, the volatility of the security can be expected to increase. The value of these securities may also fluctuate in response to the market's perception of the creditworthiness of the issuers. Additionally, although mortgages and mortgage-related securities are generally supported by some form of government or private guarantee and/or insurance, there is no assurance that private guarantors or insurers will meet their obligations.

Stripped Mortgage-Backed Interest Only ("I/O") and Principal Only ("P/O") Securities: Stripped mortgage backed securities are usually structured with two classes that receive different proportions of the interest and principal distributions on a pool of mortgage assets. In certain cases, one class will receive all of the interest payments on the underlying mortgages (the I/O class), while the other class will receive all of the principal payments (the P/O class). The Fund currently has investments in I/O and P/O securities. The yield to maturity on IOs is sensitive to the rate of principal repayments (including prepayments) on the related underlying mortgage assets, and principal payments may have a material effect on yield-to-maturity. If the underlying mortgage assets experience greater than anticipated prepayments of principal, a Fund may not fully recoup its initial investment in I/Os.

Credit Risk: Debt securities are subject to credit risk, meaning that the issuer of the debt security may default or fail to make timely payments of principal or interest. The values of any of the Fund's investments may also decline in response to events affecting the issuer or its credit rating. The lower rated debt securities in which the Fund may invest are considered speculative and are generally subject to greater volatility and risk of loss than investment grade securities, particularly in deteriorating economic conditions. The Fund invests a significant portion of its assets in securities of issuers that hold mortgage-and asset-backed securities and direct investments in securities backed by commercial and residential mortgage loans and other financial assets. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults. Continuing shifts in the market's perception of credit quality on securities backed by commercial and residential mortgage loans and other financial assets may result in increased volatility of market price and periods of illiquidity that can negatively impact the valuation of certain securities held by the Fund.

Repurchase Agreements: Repurchase agreements permit the Fund to maintain liquidity and earn income over periods of time as short as overnight. Repurchase agreements held by the Fund are fully collateralized by U.S. Government securities, or securities issued by U.S. Government agencies, or securities that are within the three highest credit categories assigned by established rating agencies (Aaa, Aa, or A by Moody's or AAA, AA or A by Standard & Poor's) or, if not rated by Moody's or Standard & Poor's, are of equivalent investment quality as determined by the Adviser. Such collateral is in the possession of the Fund's custodian. The collateral is evaluated daily to ensure its market value equals or exceeds the current market value of the repurchase agreements including accrued interest. In the event of default on the obligation to repurchase, the Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation.

The Fund may enter into repurchase agreements, under the terms of a Master Repurchase Agreement ("MRA"). The MRA permits the Fund, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset payables and/or receivables under the MRA with collateral held and/or posted to the counterparty and create one single net payment due to or from the Fund. However, bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against such a right of offset in the event of a MRA counterparty's bankruptcy or insolvency. Pursuant to the terms of the MRA, the Fund receives

FPA NEW INCOME, INC.
NOTES TO FINANCIAL STATEMENTS

Continued

securities as collateral with a market value in excess of the repurchase price to be received by the Fund upon the maturity of the repurchase transaction. Upon a bankruptcy or insolvency of the MRA counterparty, the Fund recognizes a liability with respect to such excess collateral to reflect the Fund's obligation under bankruptcy law to return the excess to the counterparty. Repurchase agreements outstanding at the end of the period are listed in the Fund's Portfolio of Investments.

NOTE 3 — Purchases and Sales of Investment Securities

Cost of purchases of investment securities (excluding short-term investments) aggregated $1,087,099,363 for the period ended March 31, 2016. The proceeds and cost of securities sold resulting in net realized losses of $61,758,874 aggregated $1,307,617,343 and $1,369,376,217, respectively, for the period ended March 31, 2016. Realized gains or losses are based on the specific identification method.

NOTE 4 — Advisory Fees and Other Affiliated Transactions

Pursuant to an Investment Advisory Agreement (the "Agreement"), advisory fees were paid by the Fund to First Pacific Advisors, LLC (the "Adviser"). Under the terms of this Agreement, the Fund pays the Adviser a monthly fee calculated at the annual rate of 0.5% of the Fund's average daily net assets. The Agreement obligates the Adviser to reduce its fee to the extent necessary to reimburse the Fund for any annual expenses (exclusive of interest, taxes, the cost of any supplemental statistical and research information, and extraordinary expenses such as litigation) in excess of 1¹/₂% of the first $15 million and 1% of the remaining average net assets of the Fund for the year.

For the period ended March 31, 2016, the Fund paid aggregate fees and expenses of $85,249 to all Directors who are not affiliated persons of the Adviser. Certain officers of the Fund are also officers of the Adviser.

NOTE 5 — Federal Income Tax

No provision for federal income tax is required because the Fund has elected to be taxed as a "regulated investment company" under the Internal Revenue Code (the "Code") and intends to maintain this qualification and to distribute each year to its shareholders, in accordance with the minimum distribution requirements of the Code, its taxable net investment income and taxable net realized gains on investments.

The cost of investment securities held at March 31, 2016, was $5,401,219,943 for federal income tax purposes. Gross unrealized appreciation and depreciation for all investments (excluding short-term investments) at March 31, 2016, for federal income tax purposes was $38,311,788 and $183,855,290, respectively resulting in net unrealized depreciation of $145,543,502. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations. During the year, the Fund did not incur any interest or penalties. The Fund is not subject to examination by U.S. federal tax authorities for years ended on or before September 30, 2012 or by state tax authorities for years ended on or before September 30, 2011.

NOTE 6 — Redemption Fees

A redemption fee of 2% applies to redemptions within 90 days of purchase. For the period ended March 31, 2016, the Fund collected $107,544 in redemption fees. The impact of these fees is less than $0.01 per share.

FPA NEW INCOME, INC.
NOTES TO FINANCIAL STATEMENTS

Continued

NOTE 7 — Disclosure of Fair Value Measurements

The Fund uses the following methods and inputs to establish the fair value of its assets and liabilities. Use of particular methods and inputs may vary over time based on availability and relevance as market and economic conditions evolve.

Equity securities are generally valued each day at the official closing price of, or the last reported sale price on, the exchange or market on which such securities principally are traded, as of the close of business on that day. If there have been no sales that day, equity securities are generally valued at the last available bid price. Securities that are unlisted and fixed-income and convertible securities listed on a national securities exchange for which the over-the-counter ("OTC") market more accurately reflects the securities' value in the judgment of the Fund's officers, are valued at the most recent bid price. However, most fixed income securities are generally valued at prices obtained from pricing vendors and brokers. Vendors value such securities based on one or more of the following inputs: transactions, bids, offers quotations from dealers and trading systems, spreads and other relationships observed in the markets among comparable securities, benchmarks, underlying equity of the issuer, and proprietary pricing models such as cash flows, financial or collateral performance and other reference data (includes prepayments, defaults, collateral, credit enhancements, and interest rate volatility). Short-term corporate notes with maturities of 60 days or less at the time of purchase are valued at amortized cost.

Securities for which representative market quotations are not readily available or are considered unreliable by the Adviser are valued as determined in good faith under procedures adopted by the authority of the Fund's Board of Directors. Various inputs may be reviewed in order to make a good faith determination of a security's value. These inputs include, but are not limited to, the type and cost of the security; contractual or legal restrictions on resale of the security; relevant financial or business developments of the issuer; actively traded similar or related securities; conversion or exchange rights on the security; related corporate actions; significant events occurring after the close of trading in the security; and changes in overall market conditions. Fair valuations and valuations of investments that are not actively trading involve judgment and may differ materially from valuations of investments that would have been used had greater market activity occurred.

The Fund classifies its assets based on three valuation methodologies. Level 1 values are based on quoted market prices in active markets for identical assets. Level 2 values are based on significant observable market inputs, such as quoted prices for similar assets and quoted prices in inactive markets or other market observable inputs as noted above including spreads, cash flows, financial performance, prepayments, defaults, collateral, credit enhancements, and interest rate volatility. Level 3 values are based on significant unobservable inputs that reflect the Fund's determination of assumptions that market participants might reasonably use in valuing the assets. These assumptions consider inputs such as proprietary pricing models, cash flows, prepayments, defaults, and collateral. The valuation levels are not necessarily an indication of the risk associated with investing in those securities. The following table presents the valuation levels of the Fund's investments as of March 31, 2016:

Investments	Level 1		Level 2		Level 3		Total
Commercial Mortgage-Backed Securities
Agency		—	$	16,185,466		—	$	16,185,466
Agency Stripped		—		599,198,312		—		599,198,312
Non-Agency		—		258,965,955	$	24,625,440		283,591,395

FPA NEW INCOME, INC.
NOTES TO FINANCIAL STATEMENTS

Continued

Investments	Level 1		Level 2		Level 3		Total
Residential Mortgage-Backed Securities
Agency Collateralized Mortgage Obligation		—	$	219,902,190		—	$	219,902,190
Agency Pool Adjustable Rate		—		1,950,103		—		1,950,103
Agency Pool Fixed Rate		—		236,277,438		—		236,277,438
Agency Stripped		—		68,616,260		—		68,616,260
Non-Agency Collateralized Mortgage Obligation		—		608,631,028	$	19,461,799		628,092,827
Asset-Backed Securities
Auto		—		1,222,280,961		—		1,222,280,961
Other		—		761,452,216		166,716,576		928,168,792
Corporate Bonds & Notes		—		226,135,403		48,209,400		274,344,803
Corporate Bank Debt		—		134,301,415		154,621		134,456,036
Municipals		—		—		21,002,375		21,002,375
U.S. Treasuries		—		621,609,483		—		621,609,483
Short-Term Investment		—		63,030,000		—		63,030,000
		—	$	5,038,536,230	$	280,170,211	$	5,318,706,441

The following table summarizes the Fund's Level 3 investment securities and related transactions during the period ended March 31, 2016:

Investment	Beginning Value at September 30, 2015		Net Realized and Unrealized Gains (Losses)*			Purchases		(Sales)			Gross Transfers In (Out)			Ending Value at March 31, 2016		Net Change in Unrealized Appreciation (Depreciation) related to Investments held at March 31, 2016
Commercial Mortgage- Backed Agency Stripped	$	28,480,709	$	(104,932	)		—	$	(14,337	)	$	(28,361,440	)		—		—
Commercial Mortgage- Backed Non-Agency		25,090,940		(465,500	)		—		—			—		$	24,625,440	$	(465,500	)

FPA NEW INCOME, INC.
NOTES TO FINANCIAL STATEMENTS

Continued

Investment	Beginning Value at September 30, 2015		Net Realized and Unrealized Gains (Losses)*			Purchases		(Sales)			Gross Transfers In (Out)			Ending Value at March 31, 2016		Net Change in Unrealized Appreciation (Depreciation) related to Investments held at March 31, 2016
Residential Mortgage- Backed Non-Agency Collateralized Mortgage Obligation	$	69,224,818	$	(224,871	)	$	17,712,018	$	(9,090,047	)	$	(58,160,119	)	$	19,461,799	$	(6,606	)
Other Asset- Backed Securities		39,534,834		(289,121	)		131,921,613		(12,202,000	)		7,751,250			166,716,576		(290,075	)
Corporate Bonds & Notes		52,177,420		(1,776,508	)		1,222,861		(5,338,640	)		1,924,267			48,209,400		(2,731,481	)
Corporate Bank Debt		—		154,621			—		—			—			154,621		154,621
Municipals		74,909,012		198,883			19,142,730		(65,497,000	)		(7,751,250	)		21,002,375		170,114
	$	289,417,733	$	(2,507,428	)	$	169,984,886	$	(92,127,687	)	$	(84,597,292	)	$	280,170,211	$	(3,014,307	)

* Net realized and unrealized gains (losses) are included in the related amounts in the statement of operations.

Level 3 Valuation Process: Investments classified within Level 3 of the fair value hierarchy are valued by the Adviser in good faith under procedures adopted by authority of the Fund's Board of Directors. The Adviser employs various methods to determine fair valuations including regular review of key inputs and assumptions, and review of related market activity, if any. However, there are generally no observable trade activities in these securities. The Adviser reports to the Board of Directors at their regularly scheduled quarterly meetings, or more often if warranted. The report includes a summary of the results of the process, the key inputs and assumptions noted, and any changes to the inputs and assumptions used. When appropriate, the Adviser will recommend changes to the procedures and process employed. The value determined for an investment using the fair value procedures may differ significantly from the value realized upon the sale of such investment.

Transfers of investments between different levels of the fair value hierarchy are recorded at market value as of the end of the reporting period. There were no transfers between Level 1 and 2. There were transfers of $84,597,292 out of Level 3 into Level 2 during the period ended March 31, 2016. The transfers out are a result of our pricing vendor commencing coverage and pricing of the securities during the period and a change in observable inputs.

FPA NEW INCOME, INC.
NOTES TO FINANCIAL STATEMENTS

Continued

The following table summarizes the quantitative inputs and assumptions used for items categorized as items categorized as Level 3 of the fair value hierarchy as of March 31, 2016:

Financial Assets

Fair Value at
March 31,
2016

Valuation
Technique(s)

Unobservable
Inputs

Price/Range

Commercial Mortgage-Backed
Non-Agency

24,625,440

Third-Party
Broker Quote*

Quotes/Prices

$98.00

Residentail Mortgage-Backed
Non-Agency Collateralized
Mortgage Obligation

3,972,220

15,489,579

Pricing Model**

Third-Party
Broker Quote*

Prices
Discount
Quotes/Prices

$43.28-$72.93 ($51.03)
0%-18.9% (0.3%)
$99.95-$100.05

Other Asset-Backed Securities

166,716,576

Third-Party
Broker Quote*

Quotes/Prices

$98.47-$103.74

Corporate Bonds & Notes

48,209,400

Third-Party
Broker Quote*

Quotes/Prices

$26.00-$104.08

Corporate Bank Debt

154,621

Unfunded
Commitment
at Discount***

Prices
Discount

$99.61-$100.51
1%

Municipals

21,002,375

Third-Party
Broker Quote*

Quotes/Prices

$100.25

* The Third-Party Broker Quote technique involves obtaining an independent third-party broker quote for the security.

* The Pricing Model technique for Level 3 securities involves preparing a proprietary broker price opinion (BPO) model using valuation information provided by the loan servicer based on local market resources and sales trends published by the National Association of Realtors, and a broker, and then applying an appropriate discount to that valuation. The discount reflects market conditions such as lack of liquidity of the investment, the costs associated with foreclosure and liquidation, the historical performance of the loan pool and the characteristics of the remaining loans including whether or not the loans are performing.

*** The Unfunded Commitment at Discount technique involves obtaining a daily independent pricing vendor quote and subtracting the unfunded commitment discounted price of $99.00.

NOTE 8 — Distribution to Shareholders

On March 31, 2016, the Fund declared a dividend from net investment income of $0.05 per share payable April 4, 2016 to shareholders of record on April 1, 2016. For financial statement purposes, this dividend was recorded on the ex-dividend date, April 1, 2016.

NOTE 9 — Collateral Requirements

FASB Accounting Standards Update No. 2011-11, Disclosures about Offsetting Assets and Liabilities, requires disclosures to make financial statements that are prepared under U.S. GAAP more comparable to those prepared under International Financial Reporting Standards. Under this guidance the Fund discloses both gross and net information about instruments and transactions eligible for offset such as instruments and transactions subject to an agreement similar to a master netting arrangement. In addition, the Fund discloses collateral received and posted in connection with master netting agreements or similar arrangements.

FPA NEW INCOME, INC.
NOTES TO FINANCIAL STATEMENTS

Continued

The following table presents the Fund's repurchase agreements by counterparty net of amounts available for offset under an ISDA Master agreement or similar agreements and net of the related collateral received or pledged by the Fund as of March 31, 2016, are as follows:

Counterparty				Gross Assets in the Statement of Assets and Liabilities				Collateral Received				Assets (Liabilities) Available for Offset				Net Amount of Assets*
State Street Bank and Trust Company				$	63,030,000			$	63,030,000	**			—				—

* Represents the net amount receivable from the counterparty in the event of default.

** Collateral with a value of $64,291,981 has been received in connection with a master repurchase agreement. Excess of collateral received from the individual master repurchase agreement is not shown for financial reporting purposes.

FPA NEW INCOME, INC.
SHAREHOLDER EXPENSE EXAMPLE

March 31, 2016 (Unaudited)

Fund Expenses

Mutual fund shareholders generally incur two types of costs: (1) transaction costs, and (2) ongoing costs, including advisory and administrative fees; shareholder service fees; and other Fund expenses. The Example is intended to help you understand your ongoing costs (in dollars) of investing in the 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 year and held for the entire year.

Actual Expenses

The information in the table under the heading "Actual Performance" provides information about actual account values and actual expenses. You may use the information in this column, 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 column in the row entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The information in the table under the heading "Hypothetical Performance (5% return before expenses)" 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 the Fund

and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the information under the heading "Hypothetical Performance (5% return before expenses)" 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. Even though the Fund does not charge transaction fees, if you purchase shares through a broker, the broker may charge you a fee. You should evaluate other mutual funds' transaction fees and any applicable broker fees to assess the total cost of ownership for comparison purposes.

	Actual Performance		Hypothetical Performance (5% return before expenses)
Beginning Account Value September 30, 2015	$	1,000.00	$	1,000.00
Ending Account Value March 31, 2016	$	999.60	$	1,022.05
Expenses Paid During Period*	$	2.95	$	2.98

* Expenses are equal to the Fund's annualized expense ratio of 0.59%, multiplied by the average account value over the period and prorated for the six-months ended March 31, 2016 (183/366 days).

FPA NEW INCOME, INC.
DIRECTOR AND OFFICER INFORMATION

(Unaudited)

Name and Year of Birth

Position(s)
With Fund
Years Served

Principal Occupation(s)
During the Past 5 Years

Portfolios in
Fund Complex
Overseen

Other Directorships

Allan M. Rudnick – 1940†

Director and Chairman*
Years Served: 3

Private Investor. Formerly, Co-Founder, Chief Executive Officer, Chairman and Chief Investment Officer of Kayne Anderson Rudnick Investment Management from 1989 to 2007.

Mark L. Lipson – 1949†

Director*
Years Served: <1

Consultant. ML2Advisors, LLC. Former member of the Management Committee and Western Region Head at Bessemer Trust Company from 2007 to 2014.

Thomas P. Merrick – 1937†

Director*
Years Served: 7

Private Consultant. President of Strategic Planning Consultants for more than the past five years. Former Executive Committee Member and Vice President of Fluor Corporation, responsible for strategic planning, from 1993 to 1998

Alfred E. Osborne, Jr. – 1944†

Director*
Years Served: 16

Senior Associate Dean of the John E. Anderson School of Management at UCLA.

Wedbush, Inc., Nuverra Environmental Solutions, Inc., and Kaiser Aluminun, Inc.

A. Robert Pisano – 1943†

Director*
Years Served: 3

Consultant. Formerly President and Chief Operating Officer of the Motion Picture Association of America, Inc. from 2005 to 2011

Entertainment Partners, Resources Global Professionals and The Motion Picture and Television Fund

Patrick B. Purcell – 1943†

Director*
Years Served: 9

Retired. Formerly Executive Vice President, Chief Financial and Administrative Officer of Paramount Pictures from 1983 to 1998.

The Motion Picture and Television Fund

Robert L. Rodriguez – 1948

Director*
Years Served: 31

Partner of the Adviser.

Thomas H. Atteberry – 1953

Portfolio Manager
Years Served: 10

Partner of the Adviser.

Abhijeet Patwardhan – 1979

Portfolio Manager
Years Served: <1

Managing Director (since 2015) and a Director of Research (since 2015) of the Adviser. Formerly Senior Vice President (2014 to 2015) and Vice President (2010 to 2013) of the Adviser.

J. Richard Atwood – 1960

President
Years Served: 18

Managing Partner of the Adviser.

FPA NEW INCOME, INC.
DIRECTOR AND OFFICER INFORMATION

(Unaudited) Continued

Name and Year of Birth

Position(s)
With Fund
Years Served

Principal Occupation(s)
During the Past 5 Years

Portfolios in
Fund Complex
Overseen

Other Directorships

Leora R. Weiner – 1970

Chief Compliance Officer
Years Served: 1

Managing Director, General Counsel and Chief Compliance Officer of the Adviser since 2014. Formerly Managing Director, General Counsel and Chief Compliance Officer of Tradewinds Global Investors, LLC from 2008 to 2014.

E. Lake Setzler – 1967

Treasurer
Years Served: 9

Senior Vice President and Controller of the Adviser.

Francine S. Hayes – 1967

Secretary
Years Served: <1

Vice President and Senior Counsel of State Street Bank and Trust Company

Michael P. Gomez – 1985

Assistant Vice President
Years Served: 3

Assistant Vice President of the Adviser since 2010.

* Directors serve until their resignation, removal or retirement.

† Audit Committee member

The Statement of Additional Information includes additional information about the Directors and is available, without charge, upon request by calling (800) 982-4372.

(This page has been left blank intentionally.)

FPA NEW INCOME, INC.

(Unaudited)

INVESTMENT ADVISER

First Pacific Advisors, LLC
11601 Wilshire Boulevard, Suite 1200
Los Angeles, CA 90025

TRANSFER & SHAREHOLDER SERVICE AGENT

UMB Fund Services, Inc.
P.O. Box 2175
Milwaukee, WI 53201-2175

235 West Galena Street
Milwaukee, WI 53212-3948

(800) 638-3060

CUSTODIAN AND ADMINISTRATOR

State Street Bank and Trust Company
Boston, Massachusetts

TICKER: FPNIX
CUSIP: 302544101

DISTRIBUTOR

UMB Distribution Services, LLC
235 West Galena Street
Milwaukee, Wisconsin 53212-3948

LEGAL COUNSEL

Dechert LLP
San Francisco, California

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Deloitte & Touche LLP
Los Angeles, California

This report has been prepared for the information of shareholders of FPA NEW INCOME, INC., and is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus.

The Fund's complete proxy voting record for the 12 months ended June 30, 2015 is available without charge, upon request by calling (800) 982-4372 and on the SEC's website at www.sec.gov.

The Fund's schedule of portfolio holdings, filed the first and third quarter of the Fund's fiscal year on Form N-Q with the SEC, is available on the SEC's website at www.sec.gov. Form N-Q is available at the SEC's Public Reference Room in Washington, D.C., and information on the operations of the Public Reference Room may be obtained by calling (202) 551-8090. To obtain Form N-Q from the Fund, shareholders can call (800) 982-4372.

Additional information about the Fund is available online at www.fpafunds.com. This information includes, among other things, holdings, top sectors, and performance, and is updated on or about the 15^th business day after the end of each quarter.

Item 2. Code of Ethics.

Not applicable to this semi-annual report.

Item 3. Audit Committee Financial Expert.

Not applicable to this semi-annual report.

Item 4. Principal Accountant Fees and Services.

Not applicable to this semi-annual report.

Item 5. Audit Committee of Listed Registrants.

Not applicable to this semi-annual report.

Item 6. Investments.

(a) Schedule of Investments is included as a part of the report to shareholders filed under Item 1 of this Form N-CSR.

(b) Not applicable.

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

Not applicable.

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

Not applicable.

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

Not applicable.

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

There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s board of directors.

Item 11. Controls and Procedures.

(a) The principal executive officer and principal financial officer of the registrant have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) are effective based on their evaluation of the disclosure controls and procedures as of a date within 90 days of the filing date of this report.

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

Item 12. Exhibits.

(a)(1) Not applicable.

(a)(2) The certifications required by Rule 30a-2(a) under the Investment Company Act of 1940 are attached hereto.

(a)(3) Not applicable.

(b) The certifications required by Rule 30a-2(b) under the Investment Company Act of 1940 and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.

��

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.

FPA NEW INCOME, INC.


By:	/s/ J. Richard Atwood
	J. Richard Atwood
	President (principal executive officer)

Date:	May 27, 2016

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/ J. Richard Atwood
	J. Richard Atwood
	President (principal executive officer)

Date:	May 27, 2016

By:	/s/ E. Lake Setzler III
	E. Lake Setzler III
	Treasurer (principal financial officer)

Date:	May 27, 2016

Fpa New Income N-CSRSCertified semi-annual shareholder report (management investment company)