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 811-07643
---------------------------
Phoenix PHOLIOs(SM)
--------------------------------------------------------
(Exact name of registrant as specified in charter)
101 Munson Street
Greenfield, MA 01301-9668
---------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Kevin J. Carr, Esq.
Vice President, Chief Legal Officer, John H. Beers, Esq.
Counsel and Secretary for Registrant Vice President and Counsel
Phoenix Life Insurance Company Phoenix Life Insurance Company
One American Row One American Row
Hartford, CT 06103-2899 Hartford, CT 06103-2899
- --------------------------------------------------------------------------------
(Name and address of agent for service)
Registrant's telephone number, including area code: (800) 243-1574
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Date of fiscal year end: July 31
--------
Date of reporting period: January 31, 2007
-----------------
Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 100 F Street, NE,
Washington, DC 20549. The OMB has reviewed this collection of information under
the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
The Report to Shareholders is attached herewith.
[GRAPHIC OMITTED]
PHOENIX
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SEMIANNUAL REPORT
PHOENIX ASSET ALLOCATION PHOLIOS
PHOENIX WEALTH ACCUMULATOR PHOLIO
PHOENIX WEALTH BUILDER PHOLIO
PHOENIX WEALTH GUARDIAN PHOLIO
PHOENIX DIVERSIFYING PHOLIOS
PHOENIX DIVERSIFIER PHOLIO
| | WOULDN'T YOU RATHER HAVE THIS
| | DOCUMENT E-MAILED TO YOU?
TRUST NAME: | | ELIGIBLE SHAREHOLDERS CAN SIGN UP FOR
PHOENIX PHOLIOS(SM) | January 31, 2007 | E-DELIVERY AT PHOENIXFUNDS.COM
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- --------------------------------------------------------------------------------
Mutual funds are not insured by the FDIC; are not deposits or other obligations
of a bank and are not guaranteed by a bank; and are subject to investment risks,
including possible loss of the principal invested.
- --------------------------------------------------------------------------------
This report is not authorized for distribution to prospective investors in the
Phoenix PHOLIOs(SM) unless preceded or accompanied by an effective prospectus
which includes information concerning the sales charge, each Fund's record and
other pertinent information.
A MESSAGE FROM THE PRESIDENT
DEAR PHOENIXFUNDS SHAREHOLDER:
We are pleased to provide this report for the six months ended January 31,
2007. It includes valuable information about your Phoenix mutual fund(s)--such
as performance- and fee-related data and information about each fund's portfolio
holdings and transactions for the reporting period.
At Phoenix, we strive to provide investors with CHOICE. Our multi-manager
approach provides individual investors with access to a variety of investment
managers, including some they might otherwise not have access to--managers who
are usually available only to larger institutional investors. I am pleased that
our fund family, PhoenixFunds, can offer you the ability to invest in funds
managed by more than a dozen different management teams, including both Phoenix
affiliates and outside sub-advisers.
We also make diversification easy, with a wide array of investment options
in addition to the Phoenix PHOLIO you own, including numerous individual equity,
fixed income and money market funds.
Because we offer such an extensive selection of investment options, it's
important that you consult an experienced financial professional for help
reviewing or rebalancing your portfolio on a regular basis. This can be an
effective way to help ensure that your investments are aligned with your
financial objectives.
For more information on the mutual funds and PHOLIOs that we currently
offer, I invite you to visit our Web site, at PHOENIXFUNDS.COM.
As the new president and chief operating officer of Phoenix Investment
Partners, Ltd., I would like to thank you for incorporating PhoenixFunds into
your financial strategy. It's our privilege to serve you.
Sincerely yours,
/s/ George R. Aylward
George R. Aylward
President, PhoenixFunds
FEBRUARY 2007
TABLE OF CONTENTS
Glossary ................................................................ 3
Fund Composition Table .................................................. 4
Phoenix Wealth Accumulator PHOLIO ....................................... 5
Phoenix Wealth Builder PHOLIO ........................................... 10
Phoenix Wealth Guardian PHOLIO .......................................... 15
Phoenix Diversifier PHOLIO .............................................. 20
Notes to Financial Statements ........................................... 25
Results of Shareholder Meetings ......................................... 29
Board of Trustees' Consideration of Investment Advisory Agreements ...... 34
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PROXY VOTING INFORMATION (FORM N-PX)
The Adviser votes proxies relating to portfolio securities in accordance with
procedures that have been approved by the Trust's Board of Trustees. You may
obtain a description of these procedures, along with information regarding how
the Funds voted proxies during the most recent 12-month period ended June 30,
2006, free of charge, by calling toll-free 1-800-243-1574. This information is
also available through the Securities and Exchange Commission's website at
http://www.sec.gov.
FORM N-Q INFORMATION
The Trust files a complete schedule of portfolio holdings with the Securities
and Exchange Commission (the "SEC") for the first and third quarters of each
fiscal year on Form N-Q. Form N-Q is available on the SEC's website at
http://www.sec.gov. Form N-Q may be reviewed and copied at the SEC's Public
Reference Room. Information on the operation of the SEC's Public Reference Room
can be obtained by calling toll-free 1-800-SEC-0330.
- --------------------------------------------------------------------------------
2
GLOSSARY
EXCHANGE TRADED FUNDS (ETF)
Portfolios of stocks or bonds that track a specific market index.
FUND OF FUNDS
A mutual fund that invests in the shares of other open-end mutual funds
according to an established asset allocation model, resulting in a diversified
portfolio of asset classes and investment strategies appropriate for pursuit of
the overall investment objective.
ISHARES
Represents shares of an open-end Exchange Traded Fund.
REIT (REAL ESTATE INVESTMENT TRUST)
A publicly traded company that owns, develops and operates income-producing real
estate such as apartments, office buildings, hotels, shopping centers and other
commercial properties.
3
COMPOSITION BY UNDERLYING FUND*
AS A PERCENTAGE OF TOTAL INVESTMENTS
AS OF JANUARY 31, 2007
(UNAUDITED)
Wealth Wealth Wealth
Accumulator Builder Guardian Diversifier
PHOLIO PHOLIO PHOLIO PHOLIO
----------- ------- -------- -----------
iShares Goldman Sachs Natural Resources Index Fund 0.0% 0.0% 0.0% 9.9%
PowerShares DB Commodity Index Tracking Fund 0.0% 0.0% 0.0% 14.3%
Phoenix Bond Fund Class A 0.0% 7.2% 15.2% 0.0%
Phoenix Dynamic Growth Fund Class A 4.8% 3.9% 3.2% 0.0%
Phoenix Foreign Opportunities Fund Class A 8.4% 6.4% 4.1% 0.0%
Phoenix Fundamental Growth Fund Class A 14.5% 10.5% 9.0% 0.0%
Phoenix Global Utilities Fund Class A 4.3% 4.3% 2.2% 25.4%
Phoenix Growth & Income Fund Class A 15.0% 11.5% 8.5% 0.0%
Phoenix Insight High Yield Bond Fund Class A 0.0% 1.9% 3.9% 0.0%
Phoenix Institutional Bond Fund Class Y 0.0% 7.3% 15.2% 0.0%
Phoenix International Strategies Fund Class A 12.0% 10.8% 8.1% 0.0%
Phoenix Market Neutral Fund Class A 6.3% 5.8% 5.5% 14.2%
Phoenix Mid-Cap Value Fund Class A 5.2% 4.3% 3.0% 0.0%
Phoenix Multi-Sector Short Term Bond Fund Class A 0.0% 1.8% 3.9% 9.4%
Phoenix Pathfinder Fund Class A 15.2% 12.0% 9.8% 0.0%
Phoenix Real Estate Securities Fund Class A 4.4% 4.5% 2.2% 26.8%
Phoenix Small-Cap Growth Fund Class A 5.2% 3.9% 3.1% 0.0%
Phoenix Small-Cap Value Fund Class A 4.7% 3.9% 3.1% 0.0%
------ ----- ----- -----
Total 100.0% 100.0% 100.0% 100.0%
===== ===== ===== =====
<FN>
* Table represents each PHOLIO's holdings in the underlying funds as a percentage of total investments. Financial
information and investment strategies for the underlying affiliated funds may be obtained at www.PhoenixFunds.com.
</FN>
4
PHOENIX WEALTH ACCUMULATOR PHOLIO
ABOUT YOUR FUND'S EXPENSES (UNAUDITED)
(FOR THE SIX-MONTH PERIOD OF JULY 31, 2006 TO
JANUARY 31, 2007)
We believe it is important for you to understand the impact of costs on your
investment. All mutual funds have operating expenses. As a shareholder of the
Wealth Accumulator PHOLIO, you incur two types of costs: (1) transaction costs,
including sales charges and contingent deferred sales charges, if applicable;
and (2) ongoing costs, including investment advisory fees; distribution and
service fees; and other expenses. These examples are 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.
These examples are based on an investment of $1,000 invested at the beginning of
the period and held for the entire six-month period.
ACTUAL EXPENSES
The first line of the accompanying tables provides information
about actual account values and actual expenses. You may use the information in
this line, together with the amount you invested, to estimate the expenses that
you paid over the period. Simply divide your account value by $1,000 (for
example, an $8,600 account value divided by $1,000 = 8.6), then multiply the
result by the number in the first line under the heading entitled "Expenses Paid
During Period" to estimate the expenses you paid on your account during this
period.
HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES
The second line of the accompanying tables 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 your 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 your Fund and other funds. To do so, compare these
5% hypothetical examples with the 5% hypothetical examples that appear in the
shareholder reports of the other funds.
Please note that the expenses shown in the accompanying tables are meant to
highlight your ongoing costs only and do not reflect
any transactional costs, such as sales charges or contingent deferred sales
charges. Therefore, the second line of the accompanying tables 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. These calculations assume no shares
were bought or sold during the period. Your actual costs may have been higher or
lower, depending on the amount of your investment and the timing of any
purchases or redemptions.
Wealth Beginning Ending Expenses Paid
Accumulator PHOLIO Account Value Account Value During
Class A July 31, 2006 January 31, 2007 Period*
- ------------------ -------------- ---------------- -------------
Actual $1,000.00 $1,126.20 $0.17
Hypothetical (5% return
before expenses) 1,000.00 1,025.05 0.16
*EXPENSES ARE EQUAL TO THE FUND'S CLASS A ANNUALIZED EXPENSE RATIO OF 0.03%,
WHICH INCLUDES WAIVED FEES AND REIMBURSED EXPENSES, IF APPLICABLE, MULTIPLIED
BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY THE NUMBER OF DAYS
(184) EXPENSES WERE ACCRUED IN THE MOST RECENT FISCAL HALF-YEAR, THEN DIVIDED
BY 365 TO REFLECT THE ONE-HALF YEAR PERIOD.
Wealth Beginning Ending Expenses Paid
Accumulator PHOLIO Account Value Account Value During
Class C July 31, 2006 January 31, 2007 Period*
- ------------------ -------------- ---------------- -------------
Actual $1,000.00 $1,122.00 $4.15
Hypothetical (5% return
before expenses) 1,000.00 1,021.25 3.96
*EXPENSES ARE EQUAL TO THE FUND'S CLASS C ANNUALIZED EXPENSE RATIO OF 0.78%,
WHICH INCLUDES WAIVED FEES AND REIMBURSED EXPENSES, IF APPLICABLE, MULTIPLIED
BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY THE NUMBER OF DAYS
(184) EXPENSES WERE ACCRUED IN THE MOST RECENT FISCAL HALF-YEAR, THEN DIVIDED
BY 365 TO REFLECT THE ONE-HALF YEAR PERIOD.
THE ANNUALIZED EXPENSE RATIOS NOTED ABOVE DO NOT REFLECT FEES AND EXPENSES
ASSOCIATED WITH THE UNDERLYING FUNDS. IF SUCH FEES AND EXPENSES HAD BEEN
INCLUDED, THE EXPENSES WOULD HAVE BEEN HIGHER.
YOU CAN FIND MORE INFORMATION ABOUT THE FUND'S EXPENSES IN THE FINANCIAL
STATEMENTS SECTION THAT FOLLOWS. FOR ADDITIONAL INFORMATION ON OPERATING
EXPENSES AND OTHER SHAREHOLDER COSTS REFER TO THE PROSPECTUS.
5
Phoenix Wealth Accumulator PHOLIO
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Fund Investment Allocation (Unaudited) 1/31/07
- --------------------------------------------------------------------------------
As a percentage of total investments
[GRAPHIC OMITTED]
EDGAR REPRESENTATION OF DATA USED IN PRINTED GRAPHIC AS FOLLOWS:
Domestic Equity Funds 75%
Foreign Equity Funds 25
SCHEDULE OF INVESTMENTS
JANUARY 31, 2007
(UNAUDITED)
SHARES VALUE
------- -----------
MUTUAL FUNDS--99.9%
DOMESTIC EQUITY FUNDS(c)--75.1%
Phoenix Dynamic Growth Fund Class A(b) ...... 42,800 $ 490,063
Phoenix Fundamental Growth Fund Class A ..... 135,409 1,493,566
Phoenix Growth & Income Fund Class A ........ 87,528 1,541,367
Phoenix Market Neutral Fund Class A ......... 60,146 650,181
Phoenix Mid-Cap Value Fund Class A .......... 21,009 537,833
Phoenix Pathfinder Fund Class A ............. 127,308 1,560,802
Phoenix Real Estate Securities Fund Class A . 11,489 451,180
Phoenix Small-Cap Growth Fund Class A(b) .... 14,806 531,384
Phoenix Small-Cap Value Fund Class A ........ 28,701 489,360
-----------
7,745,736
-----------
SHARES VALUE
------- -----------
FOREIGN EQUITY FUNDS(c)--24.8%
Phoenix Foreign Opportunities Fund Class A .. 34,363 $ 865,951
Phoenix Global Utilities Fund Class A ....... 35,559 446,619
Phoenix International Strategies Fund Class A 88,821 1,239,935
-----------
2,552,505
-----------
- -----------------------------------------------------------------------------
TOTAL MUTUAL FUNDS
(IDENTIFIED COST $9,610,500) 10,298,241
- -----------------------------------------------------------------------------
TOTAL INVESTMENTS--99.9%
(IDENTIFIED COST $9,610,500) 10,298,241(a)
Other assets and liabilities, net--0.1% 12,002
-----------
NET ASSETS--100.0% $10,310,243
===========
(a) Federal Income Tax Information: Net unrealized appreciation of investment
securities is comprised of gross appreciation of $731,613 and gross
depreciation of $78,721 for federal income tax purposes. At January 31,
2007, the aggregate cost of securities for federal income tax purposes was
$9,645,349.
(b) Non-income producing.
(c) Affiliated fund.
See Notes to Financial Statements
6
Phoenix Wealth Accumulator PHOLIO
STATEMENT OF ASSETS AND LIABILITIES
JANUARY 31, 2007
(UNAUDITED)
ASSETS
Investment in affiliated funds at value,
(Identified cost $9,610,500) $10,298,241
Receivables
Investment securities sold 140,936
Receivable from adviser 5,511
Fund shares sold 835
Prepaid expenses 13,430
Other assets 936
-----------
Total assets 10,459,889
-----------
LIABILITIES
Cash overdraft 57,779
Payables
Fund shares repurchased 69,923
Professional fee 12,973
Distribution and service fees 2,332
Transfer agent fee 1,505
Trustee deferred compensation plan 936
Administration fee 773
Trustees' fee 76
Other accrued expenses 3,349
-----------
Total liabilities 149,646
-----------
NET ASSETS $10,310,243
===========
NET ASSETS CONSIST OF:
Capital paid in on shares of beneficial interest $ 9,549,016
Distributions in excess of net investment income (124,314)
Accumulated net realized gain 197,800
Net unrealized appreciation 687,741
-----------
NET ASSETS $10,310,243
===========
CLASS A
Shares of beneficial interest outstanding, no par value,
unlimited authorization (Net Assets $6,688,736) 565,340
Net asset value per share $11.83
Offering price per share $11.83/(1-5.75%) $12.55
CLASS C
Shares of beneficial interest outstanding, no par value,
unlimited authorization (Net Assets $3,621,507) 307,907
Net asset value and offering price per share $11.76
STATEMENT OF OPERATIONS
SIX MONTHS ENDED JANUARY 31, 2007
(UNAUDITED)
INVESTMENT INCOME
Income distributions received from affiliated funds $ 53,107
Interest 2,610
---------
Total investment income 55,717
---------
EXPENSES
Investment advisory fee 3,778
Distribution and service fees, Class C 11,550
Administration fee 2,498
Transfer agent 6,360
Registration 13,348
Professional 12,194
Custodian 4,847
Trustees 1,507
Printing 1,079
Miscellaneous 332
---------
Total expenses 57,493
Less expenses reimbursed by investment adviser (44,213)
Custodian fees paid indirectly (632)
---------
Net expenses 12,648
---------
NET INVESTMENT INCOME (LOSS) 43,069
---------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
Net realized gain (loss) on investments from affiliated funds (132,623)
Capital gain distributions received from affiliated funds 345,929
Net change in unrealized appreciation (depreciation)
on investments from affiliated funds 608,439
---------
NET GAIN (LOSS) ON INVESTMENTS FROM AFFILIATED FUNDS 821,745
---------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
FROM OPERATIONS $ 864,814
=========
See Notes to Financial Statements
7
Phoenix Wealth Accumulator PHOLIO
STATEMENT OF CHANGES IN NET ASSETS
Six Months
Ended From Inception
January 31, 2007 August 4, 2005 to
(Unaudited) July 31, 2006
---------------- -----------------
FROM OPERATIONS
Net investment income (loss) $ 43,069 $ 9,731
Net realized gain (loss) 213,306 12,193
Net change in unrealized appreciation (depreciation) 608,439 79,302
----------- ----------
INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 864,814 101,226
----------- ----------
FROM DISTRIBUTIONS TO SHAREHOLDERS
Net investment income, Class A (114,323) (6,985)
Net investment income, Class C (57,349) (1,149)
Net realized long-term gains, Class A (15,807) --
Net realized long-term gains, Class C (9,200) --
----------- ----------
DECREASE IN NET ASSETS FROM DISTRIBUTIONS TO SHAREHOLDERS (196,679) (8,134)
----------- ----------
FROM SHARE TRANSACTIONS
CLASS A
Proceeds from sales of shares (296,151 and 324,331 shares, respectively) 3,425,275 3,409,647
Net asset value of shares issued from reinvestment of distributions
(11,261 and 421 shares, respectively) 129,618 4,371
Cost of shares repurchased (41,100 and 25,724 shares, respectively) (456,885) (273,919)
----------- ----------
Total 3,098,008 3,140,099
----------- ----------
CLASS C
Proceeds from sales of shares (109,847 and 230,141 shares, respectively) 1,233,518 2,430,767
Net asset value of shares issued from reinvestment of distributions
(5,316 and 41 shares, respectively) 60,868 428
Cost of shares repurchased (30,014 and 7,424 shares, respectively) (336,736) (77,936)
----------- ----------
Total 957,650 2,353,259
----------- ----------
INCREASE (DECREASE) IN NET ASSETS FROM SHARE TRANSACTIONS 4,055,658 5,493,358
----------- ----------
NET INCREASE (DECREASE) IN NET ASSETS 4,723,793 5,586,450
NET ASSETS
Beginning of period 5,586,450 --
----------- ----------
END OF PERIOD (INCLUDING DISTRIBUTIONS IN EXCESS OF NET
INVESTMENT INCOME AND UNDISTRIBUTED NET INVESTMENT
INCOME OF $(124,314) AND $4,289, RESPECTIVELY) $10,310,243 $5,586,450
=========== ==========
See Notes to Financial Statements
8
Phoenix Wealth Accumulator PHOLIO
FINANCIAL HIGHLIGHTS
(SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT THE INDICATED PERIOD)
CLASS A
------------------------------------
SIX MONTHS
ENDED FROM INCEPTION
JANUARY 31, 2007 AUGUST 4, 2005 TO
(UNAUDITED) JULY 31, 2006
---------------- -----------------
Net asset value, beginning of period $10.73 $10.00
INCOME FROM INVESTMENT OPERATIONS
Net investment income (loss) 0.07 0.07(3)
Capital gain distributions received from affiliated funds 0.39 0.11(3)
Net realized and unrealized gain (loss) 0.89 0.60
------ ------
TOTAL FROM INVESTMENT OPERATIONS 1.35 0.78
------ ------
LESS DISTRIBUTIONS
Dividends from net investment income (0.22) (0.05)
Distributions from net realized gains (0.03) --
------ ------
TOTAL DISTRIBUTIONS (0.25) (0.05)
------ ------
Change in net asset value 1.10 0.73
------ ------
NET ASSET VALUE, END OF PERIOD $11.83 $10.73
====== ======
Total return(1) 12.62%(6) 7.82%(6)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (thousands) $6,689 $3,208
RATIO TO AVERAGE NET ASSETS OF:
Net operating expenses(2) 0.03%(5) 0.09%(4)(5)
Gross operating expenses(2) 1.16%(5) 7.43%(5)
Net investment income (loss) 1.53%(5) 0.63%(5)
Portfolio turnover 27%(6) 13%(6)
CLASS C
------------------------------------
SIX MONTHS
ENDED FROM INCEPTION
JANUARY 31, 2007 AUGUST 4, 2005 TO
(UNAUDITED) JULY 31, 2006
---------------- -----------------
Net asset value, beginning of period $10.68 $10.00
INCOME FROM INVESTMENT OPERATIONS
Net investment income (loss) 0.03 (0.01)(3)
Capital gain distributions received from affiliated funds 0.41 0.10(3)
Net realized and unrealized gain (loss) 0.86 0.61
------ ------
TOTAL FROM INVESTMENT OPERATIONS 1.30 0.70
------ ------
LESS DISTRIBUTIONS
Dividends from net investment income (0.19) (0.02)
Distributions from net realized gains (0.03) --
------ ------
TOTAL DISTRIBUTIONS (0.22) (0.02)
------ ------
Change in net asset value 1.08 0.68
------ ------
NET ASSET VALUE, END OF PERIOD $11.76 $10.68
====== ======
Total return(1) 12.20%(6) 6.97 %(6)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (thousands) $3,622 $2,379
RATIO TO AVERAGE NET ASSETS OF:
Net operating expenses(2) 0.78%(5) 0.83 %(4)(5)
Gross operating expenses(2) 2.01%(5) 8.19 %(5)
Net investment income (loss) 0.57%(5) (0.12)%(5)
Portfolio turnover 27%(6) 13 %(6)
<FN>
(1) Sales charges are not reflected in the total return calculation.
(2) The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such
expenses are not included in the calculation of this ratio.
(3) Computed using average shares outstanding.
(4) Represents blended net expense ratio.
(5) Annualized.
(6) Not annualized.
</FN>
See Notes to Financial Statements
9
PHOENIX WEALTH BUILDER PHOLIO
ABOUT YOUR FUND'S EXPENSES (UNAUDITED)
(FOR THE SIX-MONTH PERIOD OF JULY 31, 2006 TO
JANUARY 31, 2007)
We believe it is important for you to understand the impact of costs on your
investment. All mutual funds have operating expenses. As a shareholder of the
Wealth Builder PHOLIO, you incur two types of costs: (1) transaction costs,
including sales charges and contingent deferred sales charges, if applicable;
and (2) ongoing costs, including investment advisory fees; distribution and
service fees; and other expenses. These examples are 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.
These examples are based on an investment of $1,000 invested at the beginning of
the period and held for the entire six-month period.
ACTUAL EXPENSES
The first line of the accompanying tables provides information about actual
account values and actual expenses. You may use the information in this line,
together with the amount you invested, to estimate the expenses that you paid
over the period. Simply divide your account value by $1,000 (for example, an
$8,600 account value divided by $1,000 = 8.6), then multiply the result by the
number in the first line under the heading entitled "Expenses Paid During
Period" to estimate the expenses you paid on your account during this period.
HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES
The second line of the accompanying tables 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 your 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 your Fund and other funds. To do so, compare these
5% hypothetical examples with the 5% hypothetical examples that appear in the
shareholder reports of the other funds.
Please note that the expenses shown in the accompanying tables
are meant to highlight your ongoing costs only and do not reflect any
transactional costs, such as sales charges or contingent deferred sales charges.
Therefore, the second line of the accompanying tables 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. The calculations assume no shares were bought
or sold during the period. Your actual costs may have been higher or lower,
depending on the amount of your investment and the timing of any purchases or
redemptions.
Beginning Ending Expenses Paid
Wealth Builder PHOLIO Account Value Account Value During
Class A July 31, 2006 January 31, 2007 Period*
- ----------------------- ------------- ---------------- -------------
Actual $1,000.00 $1,110.20 $0.25
Hypothetical (5% return
before expenses) 1,000.00 1,024.97 0.24
*EXPENSES ARE EQUAL TO THE FUND'S CLASS A ANNUALIZED EXPENSE RATIO OF 0.05%,
WHICH INCLUDES WAIVED FEES AND REIMBURSED EXPENSES, IF APPLICABLE, MULTIPLIED
BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY THE NUMBER OF DAYS
(184) EXPENSES WERE ACCRUED IN THE MOST RECENT FISCAL HALF-YEAR, THEN DIVIDED
BY 365 TO REFLECT THE ONE-HALF YEAR PERIOD.
Beginning Ending Expenses Paid
Wealth Builder PHOLIO Account Value Account Value During
Class C July 31, 2006 January 31, 2007 Period*
- ----------------------- ------------- ---------------- -------------
Actual $1,000.00 $1,105.50 $4.22
Hypothetical (5% return
before expenses) 1,000.00 1,021.15 4.06
*EXPENSES ARE EQUAL TO THE FUND'S CLASS C ANNUALIZED EXPENSE RATIO OF 0.80%,
WHICH INCLUDES WAIVED FEES AND REIMBURSED EXPENSES, IF APPLICABLE, MULTIPLIED
BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY THE NUMBER OF DAYS
(184) EXPENSES WERE ACCRUED IN THE MOST RECENT FISCAL HALF-YEAR, THEN DIVIDED
BY 365 TO REFLECT THE ONE-HALF YEAR PERIOD.
THE ANNUALIZED EXPENSE RATIOS NOTED ABOVE DO NOT REFLECT FEES AND EXPENSES
ASSOCIATED WITH THE UNDERLYING FUNDS. IF SUCH FEES AND EXPENSES HAD BEEN
INCLUDED, THE EXPENSES WOULD HAVE BEEN HIGHER.
YOU CAN FIND MORE INFORMATION ABOUT THE FUND'S EXPENSES IN THE FINANCIAL
STATEMENTS SECTION THAT FOLLOWS. FOR ADDITIONAL INFORMATION ON OPERATING
EXPENSES AND OTHER SHAREHOLDER COSTS REFER TO THE PROSPECTUS.
10
Phoenix Wealth Builder PHOLIO
- --------------------------------------------------------------------------------
Fund Investment Allocation (Unaudited) 1/31/07
- --------------------------------------------------------------------------------
As a percentage of total investments
[GRAPHIC OMITTED]
EDGAR REPRESENTATION OF DATA USED IN PRINTED GRAPHIC AS FOLLOWS:
Domestic Equity Funds 60%
Foreign Equity Funds 22
Domestic Fixed Income Funds 18
SCHEDULE OF INVESTMENTS
JANUARY 31, 2007
(UNAUDITED)
SHARES VALUE
------- ------------
MUTUAL FUNDS--99.8%
DOMESTIC EQUITY FUNDS(c)--60.1%
Phoenix Dynamic Growth Fund Class A(b) ........... 456,491 $ 5,226,827
Phoenix Fundamental Growth Fund Class A .......... 1,277,284 14,088,443
Phoenix Growth & Income Fund Class A ............. 876,325 15,432,087
Phoenix Market Neutral Fund Class A .............. 715,400 7,733,473
Phoenix Mid-Cap Value Fund Class A ............... 226,176 5,790,104
Phoenix Pathfinder Fund Class A .................. 1,317,245 16,149,430
Phoenix Real Estate Securities Fund Class A ...... 154,039 6,049,099
Phoenix Small-Cap Growth Fund Class A(b) ......... 146,301 5,250,732
Phoenix Small-Cap Value Fund Class A ............. 307,492 5,242,745
------------
80,962,940
------------
FOREIGN EQUITY FUNDS(c)--21.5%
Phoenix Foreign Opportunities Fund Class A ....... 343,274 8,650,509
Phoenix Global Utilities Fund Class A ............ 465,591 5,847,829
Phoenix International Strategies Fund Class A .... 1,036,453 14,468,884
------------
28,967,222
------------
DOMESTIC FIXED INCOME FUNDS(c)--18.2%
Phoenix Bond Fund Class A ........................ 950,459 9,723,195
Phoenix Insight High Yield Bond Fund Class A ..... 207,050 2,588,127
Phoenix Institutional Bond Fund Class Y .......... 315,808 9,749,002
SHARES VALUE
------- ------------
DOMESTIC FIXED INCOME FUNDS--CONTINUED
Phoenix Multi-Sector Short Term Bond Fund
Class A .......................................... 520,165 $ 2,465,583
------------
24,525,907
------------
- -----------------------------------------------------------------------------
TOTAL MUTUAL FUNDS
(IDENTIFIED COST $117,589,809) 134,456,069
- -----------------------------------------------------------------------------
TOTAL LONG TERM INVESTMENTS--99.8%
(IDENTIFIED COST $117,589,809) 134,456,069
- -----------------------------------------------------------------------------
PAR VALUE
(000)
---------
SHORT-TERM INVESTMENTS--0.3%
COMMERCIAL PAPER(d)--0.3%
UBS Finance Delaware LLC 5.26%, 2/1/07 $390 390,000
- -----------------------------------------------------------------------------
TOTAL SHORT-TERM INVESTMENTS
(IDENTIFIED COST $390,000) 390,000
- -----------------------------------------------------------------------------
TOTAL INVESTMENTS--100.1%
(IDENTIFIED COST $117,979,809) 134,846,069(a)
Other assets and liabilities, net--(0.1)% (168,612)
------------
NET ASSETS--100.0% $134,677,457
============
(a) Federal Income Tax Information: Net unrealized appreciation of investment
securities is comprised of gross appreciation of $17,942,372 and gross
depreciation of $1,395,493 for federal income tax purposes. At January 31,
2007, the aggregate cost of securities for federal income tax purposes was
$118,299,190.
(b) Non-income producing.
(c) Affiliated fund.
(d) The rate shown is the discount rate.
See Notes to Financial Statements
11
Phoenix Wealth Builder PHOLIO
STATEMENT OF ASSETS AND LIABILITIES
JANUARY 31, 2007
(UNAUDITED)
ASSETS
Investment in affiliated funds at value,
(Identified cost $117,589,809) $134,456,069
Investment securities at value,
(Identified cost $390,000) 390,000
Cash 4,419
Receivables
Fund shares sold 188,488
Receivable from adviser 39,296
Dividends 25,066
Prepaid expenses 28,514
Other assets 23,513
------------
Total assets 135,155,365
------------
LIABILITIES
Payables
Fund shares repurchased 298,074
Investment securities purchased 25,728
Distribution and service fees 49,201
Trustee deferred compensation plan 23,513
Transfer agent fee 22,221
Administration fee 18,250
Trustees' fee 1,051
Other accrued expenses 39,870
------------
Total liabilities 477,908
------------
NET ASSETS $134,677,457
============
NET ASSETS CONSIST OF:
Capital paid in on shares of beneficial interest $115,221,790
Distributions in excess of net investment income (1,310,197)
Accumulated net realized gain 3,899,604
Net unrealized appreciation 16,866,260
------------
NET ASSETS $134,677,457
============
CLASS A
Shares of beneficial interest outstanding, no par value,
unlimited authorization (Net Assets $56,953,223) 4,479,072
Net asset value per share $12.72
Offering price per share $12.72/(1-5.75%) $13.50
CLASS C
Shares of beneficial interest outstanding, no par value,
unlimited authorization (Net Assets $77,724,234) 6,143,522
Net asset value and offering price per share $12.65
STATEMENT OF OPERATIONS
SIX MONTHS ENDED JANUARY 31, 2007
(UNAUDITED)
INVESTMENT INCOME
Income distributions received from affiliated funds $ 1,262,762
Interest 7,154
-----------
Total investment income 1,269,916
-----------
EXPENSES
Investment advisory fee 65,973
Distribution and service fees, Class C 288,017
Administration fee 53,473
Transfer agent 83,780
Printing 61,907
Registration 17,858
Professional 11,486
Trustees 6,746
Custodian 4,897
Miscellaneous 7,888
-----------
Total expenses 602,025
Less expenses reimbursed by investment adviser (283,763)
Custodian fees paid indirectly (136)
-----------
Net expenses 318,126
-----------
NET INVESTMENT INCOME (LOSS) 951,790
-----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
Net realized gain (loss) on investments from affiliated funds 488,057
Capital gain distributions received from affiliated funds 3,897,625
Net change in unrealized appreciation (depreciation)
on investments from affiliated funds 8,056,556
-----------
NET GAIN (LOSS) ON INVESTMENTS FROM AFFILIATED FUNDS 12,442,238
-----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
FROM OPERATIONS $13,394,028
===========
See Notes to Financial Statements
12
Phoenix Wealth Builder PHOLIO
STATEMENT OF CHANGES IN NET ASSETS
Six Months
Ended
January 31, 2007 Year Ended
(Unaudited) July 31, 2006
---------------- -------------
FROM OPERATIONS
Net investment income (loss) $ 951,790 $ 1,014,052
Net realized gain (loss) 4,385,682 8,867,323
Net change in unrealized appreciation (depreciation) 8,056,556 (3,103,386)
------------ ------------
INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 13,394,028 6,777,989
------------ ------------
FROM DISTRIBUTIONS TO SHAREHOLDERS
Net investment income, Class A (1,083,373) (659,079)
Net investment income, Class C (1,265,066) (448,891)
Net realized short-term gains, Class A (200,142) (458,875)
Net realized short-term gains, Class C (277,110) (764,786)
Net realized long-term gains, Class A (757,060) (2,355,289)
Net realized long-term gains, Class C (1,048,198) (3,925,451)
------------ ------------
DECREASE IN NET ASSETS FROM DISTRIBUTIONS TO SHAREHOLDERS (4,630,949) (8,612,371)
------------ ------------
FROM SHARE TRANSACTIONS
CLASS A
Proceeds from sales of shares (537,357 and 1,375,701 shares, respectively) 6,719,476 16,432,872
Net asset value of shares issued from reinvestment of distributions
(157,055 and 212,039 shares, respectively) 1,952,190 2,460,025
Cost of shares repurchased (569,918 and 1,206,100 shares, respectively) (7,151,282) (14,395,918)
------------ ------------
Total 1,520,384 4,496,979
------------ ------------
CLASS C
Proceeds from sales of shares (366,780 and 1,233,328 shares, respectively) 4,522,528 14,581,264
Net asset value of shares issued from reinvestment of distributions
(194,382 and 163,141 shares, respectively) 2,406,448 1,884,371
Cost of shares repurchased (768,436 and 2,058,744 shares, respectively) (9,458,715) (24,420,364)
------------ ------------
Total (2,529,739) (7,954,729)
------------ ------------
INCREASE (DECREASE) IN NET ASSETS FROM SHARE TRANSACTIONS (1,009,355) (3,457,750)
------------ ------------
NET INCREASE (DECREASE) IN NET ASSETS 7,753,724 (5,292,132)
NET ASSETS
Beginning of period 126,923,733 132,215,865
------------ ------------
END OF PERIOD (INCLUDING DISTRIBUTIONS IN EXCESS OF NET INVESTMENT INCOME AND
UNDISTRIBUTED NET INVESTMENT INCOME OF $(1,310,197) AND $86,452, RESPECTIVELY) $134,677,457 $126,923,733
============ ============
See Notes to Financial Statements
13
Phoenix Wealth Builder PHOLIO
FINANCIAL HIGHLIGHTS
(SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT THE INDICATED PERIOD)
CLASS A
-----------------------------------------------------------
SIX MONTHS
ENDED
JANUARY 31, 2007 YEAR ENDED JULY 31
(UNAUDITED) 2006 2005 2004
---------------- ----------------------------------------
Net asset value, beginning of period $11.89 $12.07 $10.89 $10.00
INCOME FROM INVESTMENT OPERATIONS
Net investment income (loss)(3) 0.12 0.15 0.11 0.12
Capital gain distributions received from affiliated funds(3) 0.37 0.12 0.07 0.01
Net realized and unrealized gain (loss) 0.81 0.40 1.10 0.86
------ ------ ------ ------
TOTAL FROM INVESTMENT OPERATIONS 1.30 0.67 1.28 0.99
------ ------ ------ ------
LESS DISTRIBUTIONS
Dividends from net investment income (0.25) (0.16) (0.10) (0.10)
Distributions from net realized gains (0.22) (0.69) --(5) --
------ ------ ------ ------
TOTAL DISTRIBUTIONS (0.47) (0.85) (0.10) (0.10)
------ ------ ------ ------
Change in net asset value 0.83 (0.18) 1.18 0.89
------ ------ ------ ------
NET ASSET VALUE, END OF PERIOD $12.72 $11.89 $12.07 $10.89
====== ====== ====== ======
Total return(1) 11.02%(7) 5.76% 11.76% 9.89%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (thousands) $56,953 $51,755 $47,934 $29,566
RATIO TO AVERAGE NET ASSETS OF:
Net operating expenses(2) 0.05%(6) 0.20%(4) 0.40% 0.40%
Gross operating expenses(2) 0.48%(6) 0.45% 0.45% 0.77%
Net investment income 1.89%(6) 1.25% 0.93% 1.11%
Portfolio turnover 20%(7) 74% 4% 0%
CLASS C
-----------------------------------------------------------
SIX MONTHS
ENDED
JANUARY 31, 2007 YEAR ENDED JULY 31
(UNAUDITED) 2006 2005 2004
---------------- ----------------------------------------
Net asset value, beginning of period $11.84 $12.02 $10.86 $10.00
INCOME FROM INVESTMENT OPERATIONS
Net investment income (loss)(3) 0.07 0.06 0.02 0.04
Capital gain distributions received from affiliated funds(3) 0.37 0.12 0.07 0.01
Net realized and unrealized gain (loss) 0.80 0.40 1.10 0.85
------ ------ ------ ------
TOTAL FROM INVESTMENT OPERATIONS 1.24 0.58 1.19 0.90
------ ------ ------ ------
LESS DISTRIBUTIONS
Dividends from net investment income (0.21) (0.07) (0.03) (0.04)
Distributions from net realized gains (0.22) (0.69) --(5) --
------ ------ ------ ------
TOTAL DISTRIBUTIONS (0.43) (0.76) (0.03) (0.04)
------ ------ ------ ------
Change in net asset value 0.81 (0.18) 1.16 0.86
------ ------ ------ ------
NET ASSET VALUE, END OF PERIOD $12.65 $11.84 $12.02 $10.86
====== ====== ====== ======
Total return(1) 10.55%(7) 4.99% 11.01% 9.03%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (thousands) $77,724 $75,168 $84,281 $58,012
RATIO TO AVERAGE NET ASSETS OF:
Net operating expenses(2) 0.80%(6) 0.96%(4) 1.15% 1.15%
Gross operating expenses(2) 1.23%(6) 1.19% 1.20% 1.47%
Net investment income 1.12%(6) 0.48% 0.19% 0.34%
Portfolio turnover 20%(7) 74% 4% 0%
<FN>
(1) Sales charges are not reflected in the total return calculation.
(2) The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included
in the calculation of this ratio.
(3) Computed using average shares outstanding.
(4) Represents blended net expense ratio.
(5) Amount is less than $0.01.
(6) Annualized.
(7) Not annualized.
</FN>
See Notes to Financial Statements
14
Phoenix Wealth Guardian PHOLIO
ABOUT YOUR FUND'S EXPENSES (UNAUDITED)
(FOR THE SIX-MONTH PERIOD OF JULY 31, 2006 TO
JANUARY 31, 2007)
We believe it is important for you to understand the impact of costs on your
investment. All mutual funds have operating expenses. As a shareholder of the
Wealth Guardian PHOLIO, you incur two types of costs: (1) transaction costs,
including sales charges and contingent deferred sales charges, if applicable;
and (2) ongoing costs, including investment advisory fees; distribution and
service fees; and other expenses. These examples are 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.
These examples are based on an investment of $1,000 invested at the beginning of
the period and held for the entire six-month period.
ACTUAL EXPENSES
The first line of the accompanying tables provides information about actual
account values and actual expenses. You may use the information in this line,
together with the amount you invested, to estimate the expenses that you paid
over the period. Simply divide your account value by $1,000 (for example, an
$8,600 account value divided by $1,000 = 8.6), then multiply the result by the
number in the first line under the heading entitled "Expenses Paid During
Period" to estimate the expenses you paid on your account during this period.
HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES
The second line of the accompanying tables 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 your 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 your Fund and other funds. To do so, compare these
5% hypothetical examples with the 5% hypothetical examples that appear in the
shareholder reports of the other funds.
Please note that the expenses shown in the accompanying tables
are meant to highlight your ongoing costs only and do not reflect any
transactional costs, such as sales charges or contingent deferred sales charges.
Therefore, the second line of the accompanying tables 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. The calculations assume no shares were bought
or sold during the period. Your actual costs may have been higher or lower,
depending on the amount of your investment and the timing of any purchases or
redemptions.
Beginning Ending Expenses Paid
Wealth Guardian PHOLIO Account Value Account Value During
Class A July 31, 2006 January 31, 2007 Period*
- ----------------------- ------------- ---------------- -------------
Actual $1,000.00 $1,089.50 $0.21
Hypothetical (5% return
before expenses) 1,000.00 1,025.01 0.20
*EXPENSES ARE EQUAL TO THE FUND'S CLASS A ANNUALIZED EXPENSE RATIO OF 0.04%,
WHICH INCLUDES WAIVED FEES AND REIMBURSED EXPENSES, IF APPLICABLE, MULTIPLIED
BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY THE NUMBER OF DAYS
(184) EXPENSES WERE ACCRUED IN THE MOST RECENT FISCAL HALF-YEAR, THEN DIVIDED
BY 365 TO REFLECT THE ONE-HALF YEAR PERIOD.
Beginning Ending Expenses Paid
Wealth Guardian PHOLIO Account Value Account Value During
Class C July 31, 2006 January 31, 2007 Period*
- ----------------------- ------------- ---------------- -------------
Actual $1,000.00 $1,084.30 $4.14
Hypothetical (5% return
before expenses) 1,000.00 1,021.18 4.02
*EXPENSES ARE EQUAL TO THE FUND'S CLASS C ANNUALIZED EXPENSE RATIO OF 0.79%,
WHICH INCLUDES WAIVED FEES AND REIMBURSED EXPENSES, IF APPLICABLE, MULTIPLIED
BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY THE NUMBER OF DAYS
(184) EXPENSES WERE ACCRUED IN THE MOST RECENT FISCAL HALF-YEAR, THEN DIVIDED
BY 365 TO REFLECT THE ONE-HALF YEAR PERIOD.
THE ANNUALIZED EXPENSE RATIOS NOTED ABOVE DO NOT REFLECT FEES AND EXPENSES
ASSOCIATED WITH THE UNDERLYING FUNDS. IF SUCH FEES AND EXPENSES HAD BEEN
INCLUDED, THE EXPENSES WOULD HAVE BEEN HIGHER.
YOU CAN FIND MORE INFORMATION ABOUT THE FUND'S EXPENSES IN THE FINANCIAL
STATEMENTS SECTION THAT FOLLOWS. FOR ADDITIONAL INFORMATION ON OPERATING
EXPENSES AND OTHER SHAREHOLDER COSTS REFER TO THE PROSPECTUS.
15
Phoenix Wealth Guardian PHOLIO
- --------------------------------------------------------------------------------
Fund Investment Allocation (Unaudited) 1/31/07
- --------------------------------------------------------------------------------
As a percentage of total investments
[GRAPHIC OMITTED]
EDGAR REPRESENTATION OF DATA USED IN PRINTED GRAPHIC AS FOLLOWS:
Domestic Equity Funds 48%
Domestic Fixed Income Funds 38
Foreign Equity Funds 14
SCHEDULE OF INVESTMENTS
JANUARY 31, 2007
(UNAUDITED)
SHARES VALUE
------- -----------
MUTUAL FUNDS--99.5%
DOMESTIC EQUITY FUNDS(c)--47.2%
Phoenix Dynamic Growth Fund Class A(b) ........... 163,786 $ 1,875,348
Phoenix Fundamental Growth Fund Class A .......... 487,761 5,380,002
Phoenix Growth & Income Fund Class A ............. 288,960 5,088,592
Phoenix Market Neutral Fund Class A .............. 305,273 3,299,998
Phoenix Mid-Cap Value Fund Class A ............... 70,741 1,810,960
Phoenix Pathfinder Fund Class A .................. 475,783 5,833,105
Phoenix Real Estate Securities Fund Class A ...... 34,074 1,338,079
Phoenix Small-Cap Growth Fund Class A(b) ......... 50,797 1,823,091
Phoenix Small-Cap Value Fund Class A ............. 108,779 1,854,676
-----------
28,303,851
-----------
FOREIGN EQUITY FUNDS(c)--14.3%
Phoenix Foreign Opportunities Fund Class A ....... 97,727 2,462,725
Phoenix Global Utilities Fund Class A ............ 103,929 1,305,350
Phoenix International Strategies Fund Class A .... 343,683 4,797,810
-----------
8,565,885
-----------
DOMESTIC FIXED INCOME FUNDS(c)--38.0%
Phoenix Bond Fund Class A ........................ 883,236 $ 9,035,504
Phoenix Insight High Yield Bond Fund Class A ..... 187,959 2,349,493
Phoenix Institutional Bond Fund Class Y .......... 293,463 9,059,199
Phoenix Multi-Sector Short Term Bond Fund
Class A .......................................... 484,972 2,298,769
-----------
22,742,965
-----------
- -----------------------------------------------------------------------------
TOTAL MUTUAL FUNDS
(IDENTIFIED COST $54,733,422) 59,612,701
- -----------------------------------------------------------------------------
TOTAL INVESTMENTS--99.5%
(IDENTIFIED COST $54,733,422) 59,612,701(a)
Other assets and liabilities, net--0.5% 269,762
-----------
NET ASSETS--100.0% $59,882,463
===========
(a) Federal Income Tax Information: Net unrealized appreciation of investment
securities is comprised of gross appreciation of $5,401,442 and gross
depreciation of $769,034 for federal income tax purposes. At January 31,
2007, the aggregate cost of securities for federal income tax purposes was
$54,980,293.
(b) Non-income producing.
(c) Affiliated fund.
See Notes to Financial Statements
16
Phoenix Wealth Guardian PHOLIO
STATEMENT OF ASSETS AND LIABILITIES
JANUARY 31, 2007
(UNAUDITED)
ASSETS
Investment in affiliated funds at value,
(Identified cost $54,733,422) $59,612,701
Cash 41,391
Receivables
Investment securities sold 255,360
Fund shares sold 51,134
Dividends 22,974
Receivable from adviser 18,184
Prepaid expenses 18,495
Other assets 10,679
-----------
Total assets 60,030,918
-----------
LIABILITIES
Payables
Fund shares repurchased 51,426
Investment securities purchased 23,620
Distribution and service fees 21,171
Professional fee 13,094
Trustee deferred compensation plan 10,679
Printing fee 9,361
Administration fee 8,398
Transfer agent fee 7,971
Trustees' fee 467
Other accrued expenses 2,268
-----------
Total liabilities 148,455
-----------
NET ASSETS $59,882,463
===========
NET ASSETS CONSIST OF:
Capital paid in on shares of beneficial interest $54,048,787
Distributions in excess of net investment income (446,562)
Accumulated net realized gain 1,400,959
Net unrealized appreciation 4,879,279
-----------
NET ASSETS $59,882,463
===========
CLASS A
Shares of beneficial interest outstanding, no par value,
unlimited authorization (Net Assets $26,700,302) 2,248,359
Net asset value per share $11.88
Offering price per share $11.88/(1-5.75%) $12.60
CLASS C
Shares of beneficial interest outstanding, no par value,
unlimited authorization (Net Assets $33,182,161) 2,799,596
Net asset value and offering price per share $11.85
STATEMENT OF OPERATIONS
SIX MONTHS ENDED JANUARY 31, 2007
(UNAUDITED)
INVESTMENT INCOME
Income distributions received from affiliated funds $ 778,823
Interest 4,793
----------
Total investment income 783,616
----------
EXPENSES
Investment advisory fee 29,853
Distribution and service fees, Class C 126,187
Administration fee 24,455
Transfer agent 28,779
Printing 24,644
Registration 12,614
Professional 10,502
Trustees 3,735
Custodian 3,452
Miscellaneous 3,585
----------
Total expenses 267,806
Less expenses reimbursed by investment adviser (129,977)
Custodian fees paid indirectly (117)
----------
Net expenses 137,712
----------
NET INVESTMENT INCOME (LOSS) 645,904
----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
Net realized gain (loss) on investments from affiliated funds 308,364
Capital gain distributions received from affiliated funds 1,404,526
Net change in unrealized appreciation (depreciation)
on investments from affiliated funds 2,542,698
----------
NET GAIN (LOSS) ON INVESTMENTS FROM AFFILIATED FUNDS 4,255,588
----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
FROM OPERATIONS $4,901,492
==========
See Notes to Financial Statements
17
Phoenix Wealth Guardian PHOLIO
STATEMENT OF CHANGES IN NET ASSETS
Six Months
Ended
January 31, 2007 Year Ended
(Unaudited) July 31, 2006
---------------- -------------
FROM OPERATIONS
Net investment income (loss) $ 645,904 $ 847,990
Net realized gain (loss) 1,712,890 3,436,978
Net change in unrealized appreciation (depreciation) 2,542,698 (1,836,776)
----------- -----------
INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 4,901,492 2,448,192
----------- -----------
FROM DISTRIBUTIONS TO SHAREHOLDERS
Net investment income, Class A (560,405) (478,246)
Net investment income, Class C (604,877) (447,365)
Net realized short-term gains, Class A (124,292) (213,263)
Net realized short-term gains, Class C (157,434) (339,237)
Net realized long-term gains, Class A (263,848) (951,481)
Net realized long-term gains, Class C (334,202) (1,513,518)
----------- -----------
DECREASE IN NET ASSETS FROM DISTRIBUTIONS TO SHAREHOLDERS (2,045,058) (3,943,110)
----------- -----------
FROM SHARE TRANSACTIONS
CLASS A
Proceeds from sales of shares (280,377 and 856,254 shares, respectively) 3,295,308 9,783,645
Net asset value of shares issued from reinvestment of distributions
(65,308 and 113,730 shares, respectively) 763,444 1,268,792
Cost of shares repurchased (286,504 and 562,827 shares, respectively) (3,374,765) (6,422,350)
----------- -----------
Total 683,987 4,630,087
----------- -----------
CLASS C
Proceeds from sales of shares (174,197 and 480,977 shares, respectively) 2,032,809 5,476,904
Net asset value of shares issued from reinvestment of distributions
(32,176 and 64,763 shares, respectively) 375,822 721,732
Cost of shares repurchased (395,908 and 1,027,548 shares, respectively) (4,611,266) (11,736,494)
----------- -----------
Total (2,202,635) (5,537,858)
----------- -----------
INCREASE (DECREASE) IN NET ASSETS FROM SHARE TRANSACTIONS (1,518,648) (907,771)
----------- -----------
NET INCREASE (DECREASE) IN NET ASSETS 1,337,786 (2,402,689)
NET ASSETS
Beginning of period 58,544,677 60,947,366
----------- -----------
END OF PERIOD (INCLUDING DISTRIBUTIONS IN EXCESS OF NET INVESTMENT INCOME AND
UNDISTRIBUTED NET INVESTMENT INCOME OF $(446,562) AND $72,816, RESPECTIVELY) $59,882,463 $58,544,677
=========== ===========
See Notes to Financial Statements
18
Phoenix Wealth Guardian PHOLIO
FINANCIAL HIGHLIGHTS
(SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT THE INDICATED PERIOD)
CLASS A
-----------------------------------------------------------
SIX MONTHS
ENDED
JANUARY 31, 2007 YEAR ENDED JULY 31
(UNAUDITED) 2006 2005 2004
---------------- ----------------------------------------
Net asset value, beginning of period $11.31 $11.61 $10.74 $10.00
INCOME FROM INVESTMENT OPERATIONS
Net investment income (loss) 0.15(3) 0.22(3) 0.17 0.17
Capital gain distributions received from affiliated funds 0.28(3) 0.10(3) 0.06 --(5)
Net realized and unrealized gain (loss) 0.58 0.18 0.81 0.74
------ ------ ------ ------
TOTAL FROM INVESTMENT OPERATIONS 1.01 0.50 1.04 0.91
------ ------ ------ ------
LESS DISTRIBUTIONS
Dividends from net investment income (0.26) (0.23) (0.17) (0.17)
Distributions from net realized gains (0.18) (0.57) --(5) --
------ ------ ------ ------
TOTAL DISTRIBUTIONS (0.44) (0.80) (0.17) (0.17)
------ ------ ------ ------
Change in net asset value 0.57 (0.30) 0.87 0.74
------ ------ ------ ------
NET ASSET VALUE, END OF PERIOD $11.88 $11.31 $11.61 $10.74
====== ====== ====== ======
Total return(1) 8.95%(7) 4.43% 9.74% 9.15%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (thousands) $26,700 $24,768 $20,696 $10,182
RATIO TO AVERAGE NET ASSETS OF:
Net operating expenses(2) 0.04%(6) 0.26%(4) 0.52% 0.52%
Gross operating expenses(2) 0.47%(6) 0.56% 0.65% 1.35%
Net investment income 2.60%(6) 1.92% 1.56% 1.92%
Portfolio turnover 21%(7) 67% 5% 1%
CLASS C
-----------------------------------------------------------
SIX MONTHS
ENDED
JANUARY 31, 2007 YEAR ENDED JULY 31
(UNAUDITED) 2006 2005 2004
---------------- ----------------------------------------
Net asset value, beginning of period $11.30 $11.60 $ 10.72 $10.00
INCOME FROM INVESTMENT OPERATIONS
Net investment income (loss) 0.11(3) 0.12(3) 0.09 0.12
Capital gain distributions received from affiliated funds 0.28(3) 0.10(3) 0.06 0.01
Net realized and unrealized gain (loss) 0.56 0.19 0.81 0.70
------ ------ ------ ------
TOTAL FROM INVESTMENT OPERATIONS 0.95 0.41 0.96 0.83
------ ------ ------ ------
LESS DISTRIBUTIONS
Dividends from net investment income (0.22) (0.14) (0.08) (0.11)
Distributions from net realized gains (0.18) (0.57) --(5) --
------ ------ ------ ------
TOTAL DISTRIBUTIONS (0.40) (0.71) (0.08) (0.11)
------ ------ ------ ------
Change in net asset value 0.55 (0.30) 0.88 0.72
------ ------ ------ ------
NET ASSET VALUE, END OF PERIOD $11.85 $11.30 $11.60 $10.72
====== ====== ====== ======
Total return(1) 8.43%(7) 3.63% 9.03% 8.29%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (thousands) $33,182 $33,776 $40,252 $28,355
RATIO TO AVERAGE NET ASSETS OF:
Net operating expenses(2) 0.79%(6) 1.03%(4) 1.27% 1.27%
Gross operating expenses(2) 1.22%(6) 1.31% 1.40% 1.98%
Net investment income 1.83%(6) 1.08% 0.80% 1.19%
Portfolio turnover 21%(7) 67% 5% 1%
<FN>
(1) Sales charges are not reflected in the total return calculation.
(2) The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included
in the calculation of this ratio.
(3) Computed using average shares outstanding.
(4) Represents blended net expense ratio.
(5) Amount is less than $0.01.
(6) Annualized.
(7) Not annualized.
</FN>
See Notes to Financial Statements
19
PHOENIX DIVERSIFIER PHOLIO
ABOUT YOUR FUND'S EXPENSES (UNAUDITED)
(FOR THE SIX-MONTH PERIOD OF JULY 31, 2006 TO
JANUARY 31, 2007)
We believe it is important for you to understand the impact of costs on your
investment. All mutual funds have operating expenses. As a shareholder of the
Diversifier PHOLIO, you incur two types of costs: (1) transaction costs,
including sales charges and contingent deferred sales charges, if applicable;
and (2) ongoing costs, including investment advisory fees; distribution and
service fees; and other expenses. These examples are 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.
These examples are based on an investment of $1,000 invested at the beginning of
the period and held for the entire six-month period.
ACTUAL EXPENSES
The first line of the accompanying tables provides information
about actual account values and actual expenses. You may use the information in
this line, together with the amount you invested, to estimate the expenses that
you paid over the period. Simply divide your account value by $1,000 (for
example, an $8,600 account value divided by $1,000 = 8.6), then multiply the
result by the number in the first line under the heading entitled "Expenses Paid
During Period" to estimate the expenses you paid on your account during this
period.
HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES
The second line of the accompanying tables 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 your 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 your Fund and other funds. To do so, compare these
5% hypothetical examples with the 5% hypothetical examples that appear in the
shareholder reports of the other funds.
Please note that the expenses shown in the accompanying tables are meant to
highlight your ongoing costs only and do not reflect
any transactional costs, such as sales charges or contingent deferred sales
charges. Therefore, the second line of the accompanying tables 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. These calculations assume no shares
were bought or sold during the period. Your actual costs may have been higher or
lower, depending on the amount of your investment and the timing of any
purchases or redemptions.
Beginning Ending Expenses Paid
Diversified PHOLIO Account Value Account Value During
Class A July 31, 2006 January 31, 2007 Period*
- ----------------------- ------------- ---------------- -------------
Actual $1,000.00 $1,084.20 $1.29
Hypothetical (5% return
before expenses) 1,000.00 1,023.96 1.25
*EXPENSES ARE EQUAL TO THE FUND'S CLASS A ANNUALIZED EXPENSE RATIO OF 0.24%,
WHICH INCLUDES WAIVED FEES AND REIMBURSED EXPENSES, IF APPLICABLE, MULTIPLIED
BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY THE NUMBER OF DAYS
(184) EXPENSES WERE ACCRUED IN THE MOST RECENT FISCAL HALF-YEAR, THEN DIVIDED
BY 365 TO REFLECT THE ONE-HALF YEAR PERIOD.
Beginning Ending Expenses Paid
Diversified PHOLIO Account Value Account Value During
Class C July 31, 2006 January 31, 2007 Period*
- ----------------------- ------------- ---------------- -------------
Actual $1,000.00 $1,080.20 $5.22
Hypothetical (5% return
before expenses) 1,000.00 1,020.12 5.08
*EXPENSES ARE EQUAL TO THE FUND'S CLASS C ANNUALIZED EXPENSE RATIO OF 1.00%,
WHICH INCLUDES WAIVED FEES AND REIMBURSED EXPENSES, IF APPLICABLE, MULTIPLIED
BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY THE NUMBER OF DAYS
(184) EXPENSES WERE ACCRUED IN THE MOST RECENT FISCAL HALF-YEAR, THEN DIVIDED
BY 365 TO REFLECT THE ONE-HALF YEAR PERIOD.
THE ANNUALIZED EXPENSE RATIOS NOTED ABOVE DO NOT REFLECT FEES AND EXPENSES
ASSOCIATED WITH THE UNDERLYING FUNDS. IF SUCH FEES AND EXPENSES HAD BEEN
INCLUDED, THE EXPENSES WOULD HAVE BEEN HIGHER.
YOU CAN FIND MORE INFORMATION ABOUT THE FUND'S EXPENSES IN THE FINANCIAL
STATEMENTS SECTION THAT FOLLOWS. FOR ADDITIONAL INFORMATION ON OPERATING
EXPENSES AND OTHER SHAREHOLDER COSTS REFER TO THE PROSPECTUS.
20
Phoenix Diversifier PHOLIO
- --------------------------------------------------------------------------------
Fund Investment Allocation (Unaudited) 1/31/07
- --------------------------------------------------------------------------------
As a percentage of total investments
[GRAPHIC OMITTED]
EDGAR REPRESENTATION OF DATA USED IN PRINTED GRAPHIC AS FOLLOWS:
Domestic Equity Funds 41%
Foreign Equity Funds 25
Exchange Traded Funds 24
Domestic Fixed Income Funds 10
SCHEDULE OF INVESTMENTS
JANUARY 31, 2007
(UNAUDITED)
SHARES VALUE
------- -----------
MUTUAL FUNDS--75.3%
DOMESTIC EQUITY FUNDS(b)--40.8%
Phoenix Market Neutral Fund Class A .............. 862,209 $ 9,320,476
Phoenix Real Estate Securities Fund Class A ...... 448,721 17,621,285
-----------
26,941,761
-----------
FOREIGN EQUITY FUND(b)--25.2%
Phoenix Global Utilities Fund Class A ............ 1,325,141 16,643,773
DOMESTIC FIXED INCOME FUNDS(b)--9.3%
Phoenix Multi-Sector Short Term Bond Fund
Class A .......................................... 1,300,895 6,166,243
- -----------------------------------------------------------------------------
TOTAL MUTUAL FUNDS
(IDENTIFIED COST $47,421,050) 49,751,777
- -----------------------------------------------------------------------------
SHARES VALUE
------- -----------
EXCHANGE TRADED FUNDS--24.0%
iShares Goldman Sachs Natural Resources
Index Fund ....................................... 64,320 $ 6,496,341
PowerShares DB Commodity Index Tracking Fund ..... 389,985 9,355,875
- -----------------------------------------------------------------------------
TOTAL EXCHANGE TRADED FUNDS
(IDENTIFIED COST $15,663,277) 15,852,216
- -----------------------------------------------------------------------------
TOTAL LONG TERM INVESTMENTS--99.3%
(IDENTIFIED COST $63,084,327) 65,603,993
- -----------------------------------------------------------------------------
PAR VALUE
(000)
---------
SHORT-TERM INVESTMENTS--1.4%
COMMERCIAL PAPER(c)--1.4%
UBS Finance Delaware LLC 5.26%, 2/1/07 ........... $900 900,000
- -----------------------------------------------------------------------------
TOTAL SHORT-TERM INVESTMENTS
(IDENTIFIED COST $900,000) 900,000
- -----------------------------------------------------------------------------
TOTAL INVESTMENTS--100.7%
(IDENTIFIED COST $63,984,327) 66,503,993(a)
Other assets and liabilities, net--(0.7)% (465,703)
-----------
NET ASSETS--100.0% $66,038,290
===========
(a) Federal Income Tax Information: Net unrealized appreciation of investment
securities is comprised of gross appreciation of $2,492,114 and gross
depreciation of $223,335 for federal income tax purposes. At January 31,
2007, the aggregate cost of securities for federal income tax purposes was
$64,235,214.
(b) Affiliated fund.
(c) The rate shown is the discount rate.
See Notes to Financial Statements
21
Phoenix Diversifier PHOLIO
STATEMENT OF ASSETS AND LIABILITIES
JANUARY 31, 2007
(UNAUDITED)
ASSETS
Investment in affiliated funds at value,
(Identified cost $47,421,050) $49,751,777
Investment in non-affiliated funds at value,
(Identified cost $15,663,277) 15,852,216
Investment securities at value,
(Identified cost $900,000) 900,000
Cash 2,734
Receivables
Fund shares sold 2,184,811
Receivable from adviser 25,881
Dividends 22,424
Prepaid expenses 15,484
Other assets 146
-----------
Total assets 68,755,473
-----------
LIABILITIES
Payables
Investment securities purchased 2,609,422
Fund shares repurchased 58,583
Distribution and service fees 19,799
Transfer agent fee 2,194
Administration fee 1,297
Trustees' fee 353
Trustee deferred compensation plan 146
Other accrued expenses 25,389
-----------
Total liabilities 2,717,183
-----------
NET ASSETS $66,038,290
===========
NET ASSETS CONSIST OF:
Capital paid in on shares of beneficial interest $63,443,505
Distributions in excess of net investment income (120,829)
Accumulated net realized gain 195,948
Net unrealized appreciation 2,519,666
-----------
NET ASSETS $66,038,290
===========
CLASS A
Shares of beneficial interest outstanding, no par value,
unlimited authorization (Net Assets $39,234,315) 3,450,456
Net asset value per share $11.37
Offering price per share $11.37/(1-5.75%) $12.06
CLASS C
Shares of beneficial interest outstanding, no par value,
unlimited authorization (Net Assets $26,803,975) 2,373,549
Net asset value and offering price per share $11.29
STATEMENT OF OPERATIONS
SIX MONTHS ENDED JANUARY 31, 2007
(UNAUDITED)
INVESTMENT INCOME
Income distributions received from affiliated funds $ 362,078
Income distributions received from non-affiliated funds 172,673
Interest 14,192
----------
Total investment income 548,943
----------
EXPENSES
Investment advisory fee 13,643
Distribution and service fees, non-affiliated funds 5,051
Distribution and service fees, Class C 42,490
Administration fee 5,689
Transfer agent 10,982
Registration 20,550
Professional 12,402
Printing 10,184
Custodian 7,272
Trustees 1,908
Miscellaneous 507
----------
Total expenses 130,678
Less expenses reimbursed by investment adviser (54,648)
Custodian fees paid indirectly (70)
----------
Net expenses 75,960
----------
NET INVESTMENT INCOME (LOSS) 472,983
----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
Net realized gain (loss) on investments from affiliated funds (226,134)
Net realized gain (loss) on investments from non-affiliated funds (19,678)
Capital gain distributions received from affiliated funds 449,265
Net change in unrealized appreciation (depreciation)
on investments from affiliated funds 2,295,407
Net change in unrealized appreciation (depreciation)
on investments from non-affiliated funds 175,094
----------
NET GAIN (LOSS) ON INVESTMENTS FROM AFFILIATED AND
NON-AFFILIATED FUNDS 2,673,954
----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
FROM OPERATIONS $3,146,937
==========
See Notes to Financial Statements
22
Phoenix Diversifier PHOLIO
STATEMENT OF CHANGES IN NET ASSETS
Six Months
Ended
January 31, 2007 Year Ended
(Unaudited) July 31, 2006
---------------- -------------
Net investment income (loss) $ 472,983 $ 2,767
Net realized gain (loss) 203,453 (3,308)
Net change in unrealized appreciation (depreciation) 2,470,501 49,165
----------- ----------
INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 3,146,937 48,624
----------- ----------
FROM DISTRIBUTIONS TO SHAREHOLDERS
Net investment income, Class A (351,752) (408)
Net investment income, Class C (244,109) (340)
Net realized long-term gains, Class A (2,345) --
Net realized long-term gains, Class C (1,822) --
----------- ----------
DECREASE IN NET ASSETS FROM DISTRIBUTIONS TO SHAREHOLDERS (600,028) (748)
----------- ----------
FROM SHARE TRANSACTIONS
CLASS A
Proceeds from sales of shares (3,374,092 and 117,420 shares, respectively) 36,897,818 1,212,084
Net asset value of shares issued from reinvestment of distributions
(20,356 and 41 shares, respectively) 224,731 408
Cost of shares repurchased (59,851 and 1,602 shares, respectively) (656,128) (16,455)
----------- ----------
Total 36,466,421 1,196,037
----------- ----------
CLASS C
Proceeds from sales of shares (2,331,623 and 54,916 shares, respectively) 25,354,402 568,424
Net asset value of shares issued from reinvestment of distributions
(8,109 and 34 shares, respectively) 88,987 340
Cost of shares repurchased (21,133 and 0 shares, respectively) (231,106) --
----------- ----------
Total 25,212,283 568,764
----------- ----------
INCREASE (DECREASE) IN NET ASSETS FROM SHARE TRANSACTIONS 61,678,704 1,764,801
----------- ----------
NET INCREASE (DECREASE) IN NET ASSETS 64,225,613 1,812,677
NET ASSETS
Beginning of period 1,812,677 --
----------- ----------
END OF PERIOD (INCLUDING DISTRIBUTIONS IN EXCESS OF NET INVESTMENT
INCOME AND UNDISTRIBUTED NET INVESTMENT INCOME OF $(120,829) AND
$2,049, RESPECTIVELY) $66,038,290 $1,812,677
=========== ==========
See Notes to Financial Statements
23
Phoenix Diversifier PHOLIO
FINANCIAL HIGHLIGHTS
(SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT THE INDICATED PERIOD)
CLASS A
---------------------------------------------
SIX MONTHS
ENDED FROM INCEPTION
JANUARY 31, 2007 NOVEMBER 30, 2005 TO
(UNAUDITED) JULY 31, 2006
---------------- --------------------
Net asset value, beginning of period $10.63 $10.00
INCOME FROM INVESTMENT OPERATIONS
Net investment income (loss) 0.12 0.08(3)
Capital gain distributions received from affiliated funds 0.07 0.02(3)
Net realized and unrealized gain (loss) 0.70 0.57
------ ------
TOTAL FROM INVESTMENT OPERATIONS 0.89 0.67
------ ------
LESS DISTRIBUTIONS
Dividends from net investment income (0.15) (0.04)
Distributions from net realized gains --(4) --
------ ------
TOTAL DISTRIBUTIONS (0.15) (0.04)
------ ------
Change in net asset value 0.74 0.63
------ ------
NET ASSET VALUE, END OF PERIOD $11.37 $10.63
====== ======
Total return(1) 8.42%(6) 6.72%(6)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (thousands) $39,234 $1,231
RATIO TO AVERAGE NET ASSETS OF:
Net operating expenses(2) 0.24%(5) 0.20%(5)
Gross operating expenses(2) 0.66%(5) 31.52%(5)
Net investment income (loss) 3.69%(5) 1.11%(5)
Portfolio turnover 27%(6) 81%(6)
CLASS C
---------------------------------------------
SIX MONTHS
ENDED FROM INCEPTION
JANUARY 31, 2007 NOVEMBER 30, 2005 TO
(UNAUDITED) JULY 31, 2006
---------------- --------------------
Net asset value, beginning of period $10.58 $10.00
INCOME FROM INVESTMENT OPERATIONS
Net investment income (loss) 0.11 0.03(3)
Capital gain distributions received from affiliated funds 0.08 0.04(3)
Net realized and unrealized gain (loss) 0.65 0.54
------ ------
TOTAL FROM INVESTMENT OPERATIONS 0.84 0.61
------ ------
LESS DISTRIBUTIONS
Dividends from net investment income (0.13) (0.03)
Distributions from net realized gains --(4) --
------ ------
TOTAL DISTRIBUTIONS (0.13) (0.03)
------ ------
Change in net asset value 0.71 0.58
------ ------
NET ASSET VALUE, END OF PERIOD $11.29 $10.58
====== ======
Total return(1) 8.02%(6) 6.16%(6)
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (thousands) $26,804 $581
RATIO TO AVERAGE NET ASSETS OF:
Net operating expenses(2) 1.00%(5) 0.95%(5)
Gross operating expenses(2) 1.38%(5) 46.88%(5)
Net investment income (loss) 3.15%(5) 0.38%(5)
Portfolio turnover 27%(6) 81%(6)
<FN>
(1) Sales charges are not reflected in the total return calculation.
(2) The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses
are not included in the calculation of this ratio.
(3) Computed using average shares outstanding.
(4) Amount is less than $0.01.
(5) Annualized.
(6) Not annualized.
</FN>
See Notes to Financial Statements
24
PHOENIX PHOLIOS(SM)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31, 2007 (UNAUDITED)
1. ORGANIZATION
Phoenix PHOLIOs(SM) (the "Trust") is organized as a Delaware statutory trust
and is registered under the Investment Company Act of 1940, as amended, as an
open-end management investment company.
Each PHOLIO is a fund of funds. Currently four funds are offered for sale
(each a "Fund"). The Phoenix Wealth Accumulator PHOLIO ("Wealth Accumulator
PHOLIO") is diversified and has an investment objective of seeking long-term
capital appreciation. The Phoenix Wealth Builder PHOLIO ("Wealth Builder
PHOLIO") is diversified and has an investment objective of seeking long-term
capital appreciation. The Phoenix Wealth Guardian PHOLIO ("Wealth Guardian
PHOLIO") is diversified and has an investment objective of long-term capital
appreciation and current income. The Phoenix Diversifier PHOLIO ("Diversifier
PHOLIO") is diversified and has an investment objective of long-term capital
appreciation.
The Funds offer the following classes of shares for sale:
Class A Class C
------- -------
Wealth Accumulator PHOLIO ........................ X X
Wealth Builder PHOLIO ............................ X X
Wealth Guardian PHOLIO ........................... X X
Diversifier PHOLIO ............................... X X
Class A shares are sold with a front-end sales charge of up to 5.75%.
Generally, Class A Shares are not subject to any charges by the funds when
redeemed; however, a 1% contingent deferred sales charge may be imposed on
certain redemptions within one year on purchases on which a finder's fee has
been paid. Class C shares are sold with a 1% contingent deferred sales charge if
redeemed within one year of purchase.
Each class of shares has identical voting, dividend, liquidation and other
rights and the same terms and conditions, except that each class bears different
distribution and/or service expenses and has exclusive voting rights with
respect to its distribution plan. Income and other expenses and realized and
unrealized gains and losses of each Fund are borne pro rata by the holders of
each class of shares.
2. SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies
consistently followed by the Trust in the preparation of its financial
statements. The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities, and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amount of
increases and decreases in net assets from operations during the reporting
period. Actual results could differ from those estimates.
A. SECURITY VALUATION:
Investments in the underlying funds are valued at each fund's net asset value
determined as of the close of business of the New York Stock Exchange (generally
4:00 pm eastern time).
As required, some securities and assets may be valued at fair value as
determined in good faith by or under the direction of the Trustees.
Short-term investments having a remaining maturity of 60 days or less are
valued at amortized cost, which approximates market.
In September 2006, Statement of Financial Accounting Standards No. 157, "Fair
Value Measurements" ("SFAS 157"), was issued and is effective for fiscal years
beginning after November 15, 2007. SFAS 157 defines fair value, establishes a
framework for measuring fair value and expands disclosures about fair value
measurements. Management is currently evaluating the impact the adoption of SFAS
157 will have on the Fund's financial statement disclosures.
B. SECURITY TRANSACTIONS AND RELATED INCOME:
Security transactions are recorded on the trade date. Dividend income is
recorded on the ex-dividend date, or in the case of certain foreign securities,
as soon as the Fund is notified. Interest income is recorded on the accrual
basis. Each Fund amortizes premiums and accretes discounts using the effective
interest method. Realized gains and losses are determined on the identified cost
basis.
C. INCOME TAXES:
Each Fund is treated as a separate taxable entity. It is the policy of each
Fund in the Trust to comply with the requirements of the Internal Revenue Code
and to distribute substantially all of its taxable income to its shareholders.
Therefore, no provision for federal income taxes or excise taxes has been made.
In June 2006, the Financial Accounting Standards Board (FASB) issued FASB
Interpretation 48 ("FIN 48"), "Accounting for Uncertainty in Income Taxes." This
standard defines the threshold for recognizing the benefits of tax-return
positions in the financial statements as "more-likely-than-not" to be sustained
by the taxing authority and requires measurement of a tax position meeting the
more-likely-than-not-criterion, based on the largest benefit that is more than
50 percent likely to be realized. FIN 48 is effective as of the end of the
fiscal year ended July 31, 2007, with early application permitted if no interim
financial statements have been issued. At adoption, companies must adjust their
financial statements to reflect only those tax positions that are
more-likely-than-not to be sustained as of the adoption date. The evaluation of
the impact that may result from adopting FIN 48 is in progress.
25
PHOENIX PHOLIOS(SM)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31, 2007 (UNAUDITED) (CONTINUED)
D. DISTRIBUTIONS TO SHAREHOLDERS:
Distributions are recorded by each Fund on the ex-dividend date. Income and
capital gain distributions are determined in accordance with income tax
regulations which may differ from accounting principles generally accepted in
the United States of America. These differences may include the treatment of
non-taxable dividends, market premium and discount, non-deductible expenses,
expiring capital loss carryovers, foreign currency gain or loss, gain or loss on
futures contracts, partnerships, operating losses and losses deferred due to
wash sales. Permanent book and tax basis differences relating to shareholder
distributions will result in reclassifications to capital paid in on shares of
beneficial interest.
E. EXPENSES:
Expenses incurred by the Trust with respect to more than one Fund are
allocated in proportion to the net assets of each Fund, except where allocation
of direct expense to each Fund or an alternative allocation method can be more
appropriately made. In addition to the Net Annual Operating Expenses that the
Funds bear directly, the shareholders indirectly bear the Fund's pro-rata
expenses of the underlying mutual funds in which each Fund invests.
3. INVESTMENT ADVISORY FEE AND RELATED PARTY TRANSACTIONS
As compensation for its services to the Trust, Phoenix Investment Counsel,
Inc, ("PIC") (the "Adviser"), an indirect, wholly-owned subsidiary of The
Phoenix Companies, Inc. ("PNX"), is entitled to a fee at an annual rate of 0.10%
of the average daily net assets of each Fund.
As a Fund of funds, however, each underlying mutual fund's adviser manages
the daily investments of the underlying mutual fund's portfolio and receives a
management fee for this service from the underlying funds.
The Adviser has contractually agreed to limit each Fund's total operating
expenses (excluding 12b-1 fees, acquired fund fees and expenses, interest,
taxes, proxy fees, and extraordinary expenses) through November 30, 2007, so
that each Fund's expenses do not exceed the following percentages of average
annual net assets:
Class A Class C
Shares Shares
-------- -------
Wealth Accumulator PHOLIO ..................... 0.00% 0.00%
Wealth Builder PHOLIO ......................... 0.00% 0.00%
Wealth Guardian PHOLIO ........................ 0.00% 0.00%
Diversifier PHOLIO ............................ 0.20% 0.20%
The expense limitations include expenses incurred as a result of investing in
other investment companies.
The Adviser will not seek to recapture any reimbursed expenses under this
arrangement unless authorized by the Board of Trustees of the PHOLIOs.
As distributor of each Fund's shares, Phoenix Equity Planning Corporation
("PEPCO") an indirect, wholly-owned subsidiary of PNX, has advised the Funds
that it retained net selling commissions and deferred sales charges for the
six-months (the "period") ended January 31, 2007, as follows:
Class A Class C
Net Selling Deferred
Commissions Sales Charges
----------- -------------
Wealth Accumulator PHOLIO ................. $ 2,782 $1,874
Wealth Builder PHOLIO ..................... 12,133 6,443
Wealth Guardian PHOLIO .................... 5,580 2,060
Diversifier PHOLIO ........................ 38,992 1,617
In addition, each Fund pays PEPCO distribution and/or service fees at an
annual rate of 0.75% for Class C shares applied to the average daily net assets
of Class C. To avoid duplication of distribution and/or service fees, each class
of shares of the funds has reduced the distribution and/or service fees by the
amount of the underlying affiliated mutual funds' Class A and Class Y
distribution and/or service fees.
Under certain circumstances, shares of certain Phoenix Funds may be exchanged
for shares of the same class of certain other Phoenix Funds on the basis of the
relative net asset values per share at the time of the exchange. On exchanges
with share classes that carry a contingent deferred sales charge, the CDSC
schedule of the original shares purchased continues to apply.
PEPCO serves as the administrator to the Trust. For its services, PEPCO
receives an administration fee at an annual rate of 0.09% of the first $5
billion, 0.08% on the next $10 billion and 0.07% over $15 billion of the average
net assets across all non-money market funds in the Phoenix Funds and The
Phoenix Edge Series Fund.
For the period ending January 31, 2007 the Trust incurred administration fees
totaling $86,115.
PEPCO serves as the Trust's Transfer Agent with Boston Financial Data
Services,Inc. serving as sub-transfer agent. For the period ended January 31,
2007, transfer agent fees were $129,901 as reported in the Statements of
Operations, of which PEPCO retained the following:
Wealth Accumulator PHOLIO ...................................... $ 2,525
Wealth Builder PHOLIO .......................................... 25,096
Wealth Guardian PHOLIO ......................................... 9,149
Diversifier PHOLIO ............................................. 3,624
26
PHOENIX PHOLIOS(SM)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31, 2007 (UNAUDITED) (CONTINUED)
At January 31, 2007, PNX and its affiliates and the retirement plans of PNX
and its affiliates, held shares which aggregated the following:
Aggregate Net
Shares Asset Value
------ -------------
Wealth Accumulator PHOLIO
Class A ............................... 5,395 $ 63,823
Class C ............................... 10,206 120,023
Diversifier PHOLIO
Class A ............................... 5,632 64,036
Class C ............................... 10,157 114,673
The Trust provides a deferred compensation plan for its trustees who are not
officers of PNX. Under the deferred compensation plan, trustees may elect to
defer all or a portion of their compensation. Amounts deferred are retained by
the Fund, and to the extent permitted by the 1940 Act, as amended, may be
invested in the shares of those funds selected by the trustees. Investments in
such funds are included in "Other assets" on the Statements of Assets and
Liabilities at January 31, 2007.
4. PURCHASES AND SALES OF UNDERLYING FUNDS
Purchases and sales of the underlying funds for the period ended January 31,
2007, were as follows:
Purchases Sales
----------- ------------
Wealth Accumulator PHOLIO .............. $ 6,272,472 $ 2,041,736
Wealth Builder PHOLIO .................. 26,309,360 27,446,816
Wealth Guardian PHOLIO ................. 12,505,492 13,902,005
Diversifier PHOLIO ..................... 59,230,156 5,710,743
There were no purchases or sales of long-term U.S. Government and agency
securities.
5. 10% SHAREHOLDERS
As of January 31, 2007, certain Funds had individual shareholder accounts
and/or omnibus shareholder accounts (which are comprised of a group of
individual shareholders), which amounted to more than 10% of the total shares
outstanding of the fund as detailed below.
% Shares Number of
Outstanding Accounts
----------- ---------
Wealth Accumulator PHOLIO ................ 32% 2
Wealth Builder PHOLIO .................... 35 1
Wealth Guardian PHOLIO ................... 35 1
Diversifier PHOLIO ....................... 41 2
The shareholder accounts are not affiliated with PNX.
The Funds do not invest in the underlying funds for the purpose of exercising
management or control; however, investments made by each Fund within each of its
principal investment strategies may represent a significant portion of an
underlying fund's net assets. At January 31, 2007, the Funds were the owner of
record of the following approximate percentages of the total outstanding shares
of the underlying funds as detailed below:
Wealth Wealth
Builder Guardian Diversifier
PHOLIO PHOLIO PHOLIO
------- -------- -----------
Phoenix Bond Fund
Class A 11% -- --
Phoenix Dynamic Growth Fund
Class A 46 17% --
Phoenix Fundamental Growth Fund
Class A 51 20 --
Phoenix Global Utilities Fund
Class A 16 -- 45%
Phoenix International Strategies Fund
Class A 15 -- --
Phoenix Market Neutral Fund
Class A 12 -- 14
Phoenix Pathfinder Fund
Class A 53 19 --
The investments of the Wealth Accumulator PHOLIO do not represent greater
than 10% of the underlying funds' total outstanding shares.
6. INDEMNIFICATIONS
Under the Funds' organizational documents, their trustees and officers are
indemnified against certain liabilities arising out of the
performance of their duties to the Funds. In addition, the Funds enter into
contracts that contain a variety of indemnifications. The Funds' maximum
exposure under these arrangements is unknown. However, the Funds have not had
prior claims or losses pursuant to these contracts and expect the risk of loss
to be remote.
7. REGULATORY EXAMS
Federal and state regulatory authorities from time to time make inquiries and
conduct examinations regarding compliance by The Phoenix Companies, Inc. and its
subsidiaries (collectively "the Company") with securities and other laws and
regulations affecting their registered products. During 2004 and 2005, the
Boston District Office of the Securities and Exchange Commission ("SEC")
conducted an examination of the Company's investment company and investment
adviser affiliates. Following the examination, the staff of the Boston District
Office issued a deficiency letter noting perceived weaknesses in procedures for
monitoring trading to prevent market timing activity prior to 2004. The staff
requested the Company to conduct an analysis as to whether shareholders,
policyholders and contract holders who
27
PHOENIX PHOLIOS(SM)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31, 2007 (UNAUDITED) (CONTINUED)
invested in the funds that may have been affected by undetected market timing
activity had suffered harm and to advise the staff whether the Company believes
reimbursement is necessary or appropriate under the circumstances. Market timing
is an investment technique involving frequent short-term trading of mutual fund
shares that is designed to exploit market movements or inefficiencies in the way
mutual fund companies price their shares. A third party was retained to assist
the Company in preparing the analysis. In 2005, based on the third party
analysis, the Company notified the staff at the SEC Boston District Office that
reimbursements were not appropriate under the circumstances. The Company does
not believe that the outcome of this matter will be material to these financial
statements.
8. EXEMPTIVE ORDER
On June 5, 2006, the SEC issued an order under Section 12(d) (1) (J) of the
Investment Company Act ("1940 Act") granting an exemption from Sections 12(d)
(1) (A) and (B) of the 1940 Act and under Sections 6(c) and 17(b) of the 1940
Act granting an exemption from Section 17(a) of the 1940 Act, which permits the
Trust to invest in other affiliated and unaffiliated funds, including exchange
traded funds.
9. FUND LIQUIDATIONS
On November 16, 2006, the Board of Trustees of the Phoenix PHOLIOs voted to
liquidate the Phoenix Conservative Income PHOLIO, Phoenix International PHOLIO
and Phoenix Wealth Preserver PHOLIO (the "Funds"). Based on recommendation by
management, the Trustees determined that liquidation was in the best interest of
the shareholders and voted to direct the mandatory redemption of all shares of
the Funds. Effective November 27, 2006, the Funds closed to new investors and
additional investor deposits. The liquidations occurred on December 22, 2006,
for the Phoenix International PHOLIO and the Phoenix Wealth Preserver PHOLIO and
on December 27, 2006 for the Phoenix Conservative Income PHOLIO. The Funds were
liquidated at their net asset values and net proceeds received were distributed
to the shareholders.
28
RESULTS OF SHAREHOLDER MEETING
PHOENIX PHOLIOS(SM)
OCTOBER 31, 2006
(UNAUDITED)
At a special meeting of shareholders of Phoenix PHOLIOs(SM) (the "Trust")
held on October 31, 2006, shareholders voted on the following proposals:
1. To elect eleven Trustees to serve on the Board of Trustees until the
next meeting of shareholders at which Trustees are elected (Proposal
1).
2. To ratify the appointment of PricewaterhouseCoopers LLP as the
independent registered public accounting firm for the Trusts
(Proposal 7).
NUMBER OF ELIGIBLE UNITS VOTED:
FOR AGAINST
---- ---------
1. Election of Trustees
E. Virgil Conway ......................... 98,102,072 2,342,054
Harry Dalzell-Payne ...................... 98,112,213 2,331,913
Daniel T. Geraci ......................... 98,112,213 2,331,913
Francis E. Jeffries ...................... 98,112,213 2,331,913
Leroy Keith, Jr. ......................... 98,087,253 2,356,873
Marilyn E. LaMarche ...................... 98,112,213 2,331,913
Philip R. McLoughlin ..................... 98,059,970 2,384,157
Geraldine M. McNamara .................... 98,112,213 2,331,913
James M. Oates ........................... 98,101,169 2,342,957
Richard E. Segerson ...................... 98,112,213 2,331,913
Ferdinand L. J. Verdonck ................. 98,112,213 2,331,913
FOR AGAINST ABSTAIN
---- --------- ---------
2. To ratify the appointment of
PricewaterhouseCoopers LLC as the
independent registered public
accounting firm .......................... 97,319,831 649,333 2,474,963
29
RESULTS OF SHAREHOLDER MEETING
PHOENIX DIVERSIFIER PHOLIO
NOVEMBER 21, 2006
(UNAUDITED)
At a special meeting of shareholders of Phoenix Diversifier PHOLIO (the
"Fund"), a series of Phoenix PHOLIOs(SM) (the "Trust") held on November 21,
2006, shareholders voted on the following proposals:
1. To approve a proposal to permit Phoenix Investment Counsel, Inc. ("PIC") to
hire and replace subadvisers or to modify subadvisory agreements without
shareholder approval (Proposal 2).
2. To approve the amendment of fundamental restrictions of the Fund with respect
to loans (Proposal 3).
NUMBER OF ELIGIBLE UNITS VOTED:
FOR AGAINST ABSTAIN BROKER NON-VOTES
---- --------- --------- ----------------
1. To permit PIC to hire and replace
subadvisers or to modify subadvisory
agreements without shareholder approval 127,473 0 14,464 35,569
2. Amendment of fundamental restrictions
of the Fund with respect to loans 127,473 1,448 13,016 35,569
30
RESULTS OF SHAREHOLDER MEETING
PHOENIX WEALTH ACCUMULATOR PHOLIO
NOVEMBER 21, 2006
(UNAUDITED)
At a special meeting of shareholders of Phoenix Wealth Accumulator PHOLIO
(the "Fund"), a series of Phoenix PHOLIOs(SM) (the "Trust") held on November 21,
2006, shareholders voted on the following proposals:
1. To approve a proposal to permit Phoenix Investment Counsel, Inc. ("PIC") to
hire and replace subadvisers or to modify subadvisory agreements without
shareholder approval (Proposal 2).
2. To approve the amendment of fundamental restrictions of the Fund with respect
to loans (Proposal 3).
NUMBER OF ELIGIBLE UNITS VOTED:
FOR AGAINST ABSTAIN BROKER NON-VOTES
---- --------- --------- ----------------
1. To permit PIC to hire and replace
subadvisers or to modify subadvisory
agreements without shareholder approval 208,842 10,931 15,080 49,845
2. Amendment of fundamental restrictions
of the Fund with respect to loans 204,576 15,068 15,210 49,845
31
RESULTS OF SHAREHOLDER MEETING
PHOENIX WEALTH BUILDER PHOLIO
NOVEMBER 21, 2006
(UNAUDITED)
At a special meeting of shareholders of Phoenix Wealth Builder PHOLIO (the
"Fund"), a series of Phoenix PHOLIOs(SM) (the "Trust") held on November 21,
2006, shareholders voted on the following proposals:
1. To approve a proposal to permit Phoenix Investment Counsel, Inc. ("PIC") to
hire and replace subadvisers or to modify subadvisory agreements without
shareholder approval (Proposal 2).
2. To approve the amendment of fundamental restrictions of the Fund with respect
to loans (Proposal 3).
3. To approve a proposal to reclassify the investment objective of the
Investment Objective Funds from fundamental to non-fundamental (Proposal 6).
NUMBER OF ELIGIBLE UNITS VOTED:
FOR AGAINST ABSTAIN BROKER NON-VOTES
---- --------- --------- ----------------
1. To permit PIC to hire and replace
subadvisers or to modify subadvisory
agreements without shareholder approval 3,443,616 379,567 117,294 1,734,959
2. Amendment of fundamental restrictions
of the Fund with respect to loans 3,426,540 385,268 128,670 1,734,959
3. To reclassify the investment objective
of the Investment Objective Funds from
fundamental to non-fundamental 3,411,694 398,714 130,069 1,734,959
Proposals 2, 3 and 6 were not approved by shareholders.
32
RESULTS OF SHAREHOLDER MEETING
PHOENIX WEALTH GUARDIAN PHOLIO
NOVEMBER 21, 2006
(UNAUDITED)
At a special meeting of shareholders of Phoenix Wealth Guardian PHOLIO (the
"Fund"), a series of Phoenix PHOLIOs(SM) (the "Trust") held on November 21,
2006, shareholders voted on the following proposals:
1. To approve a proposal to permit Phoenix Investment Counsel, Inc. ("PIC") to
hire and replace subadvisers or to modify subadvisory agreements without
shareholder approval (Proposal 2).
2. To approve the amendment of fundamental restrictions of the Fund with respect
to loans (Proposal 3).
3. To approve a proposal to reclassify the investment objective of the
Investment Objective Funds from fundamental to non-fundamental (Proposal 6).
NUMBER OF ELIGIBLE UNITS VOTED:
FOR AGAINST ABSTAIN BROKER NON-VOTES
---- --------- --------- ----------------
1. To permit PIC to hire and replace
subadvisers or to modify subadvisory
agreements without shareholder approval 2,086,843 84,748 110,659 622,128
2. Amendment of fundamental restrictions
of the Fund with respect to loans 2,098,870 61,969 121,412 622,128
3. To reclassify the investment objective
of the Investment Objective Funds from
fundamental to non-fundamental 2,094,128 71,926 116,196 622,128
33
BOARD OF TRUSTEES' CONSIDERATION OF INVESTMENT ADVISORY AGREEMENT FOR PHOENIX
WEALTH ACCUMULATOR PHOLIO (THE "FUND")
JANUARY 31, 2007 (UNAUDITED)
The Board of Trustees (the "Board") is responsible for determining whether to
approve the Fund's investment advisory agreement. At a meeting held on November
15-16, 2006, the Board, including a majority of the independent Trustees,
approved the continuation of the investment advisory agreement (the "Advisory
Agreement") between Phoenix Investment Counsel, Inc. ("PIC") and the Fund.
Pursuant to the Advisory Agreement PIC provides advisory services to the Fund.
During the review process, the Board received assistance and advice from, and
met separately with, independent legal counsel. In approving the Advisory
Agreement, the Board, including a majority of the independent Trustees,
determined that the fee structure was fair and reasonable and that approval of
the Advisory Agreement was in the best interests of the Fund and its
shareholders. While attention was given to all information furnished, the
following discusses the primary factors relevant to the Boarddecision.
NATURE, EXTENT AND QUALITY OF SERVICES. The Board concluded that the nature,
extent and quality of the overall services provided by PIC and its affiliates
are reasonable. The Board's conclusion was based, in part, upon services
provided to the Fund such as quarterly reports provided by PIC: 1) comparing the
performance of the Fund with a peer group and benchmark, 2) showing that the
investment policies and restrictions for the Fund were followed, and 3) covering
matters such as the compliance of investment personnel and other access persons
with PIC's and the Fund's code of ethics, the adherence to fair value pricing
procedures established by the Board, the monitoring of portfolio compliance,
information on illiquid securities and derivatives, brokerage commissions and
presentations regarding the economic environment. The Board also considered the
experience of PIC as an investment advisor and the experience of the team of
portfolio managers that manage the Fund, and its current experience in acting as
an investment adviser to over 60 mutual funds and several institutional clients.
In this regard, the Board noted that PIC had been in the investment management
business for over 70 years. Consideration was also given to the Funds' portfolio
manager and the general method of compensation. With respect to the background
of the portfolio manager, the Board was satisfied with his 17 years of
investment experience. With respect to compensation, the Board noted that a
primary factor in management's determination of the amount of a portfolio
manager's bonus compensation was the relative investment performance of the
funds that he managed so as to align his interests with those of the Fund's
shareholders. The Board also noted the extent of benefits that would be provided
Fund shareholders from being part of the Phoenix family of funds, including the
right to exchange investments between the same class of funds without a sales
charge, the ability to reinvest Fund dividends into other funds and the right to
combine holdings in other funds to obtain a reduced sales charge. The Board also
considered the transfer agent and shareholder services that would be provided to
Fund shareholders by an affiliate of PIC, noting continuing improvements by
management in the scope and quality of services and favorable reports on such
service conducted by third parties.
INVESTMENT PERFORMANCE. The Board placed significant emphasis on the
investment performance of the Fund in view of its importance to shareholders.
While consideration was given to performance reports and discussions at Board
meetings throughout the year, particular attention in assessing the performance
was given in a report for the Fund prepared by Lipper Financial Services
("Lipper") for the contract renewal process. The Lipper report showed the
investment performance of the Fund's Class A shares for the 1 year and the
year-to-date periods ended September 30, 2006. The Board reviewed the investment
performance of the Fund, along with comparative performance information of a
peer group of funds and a relevant market index. The Board noted that, although
it trailed its benchmark, the Fund had exceeded the Lipper peer group average
for its investment style for the 1 year and the year-to-date periods and
concluded that the Fund's performance was reasonable.
MANAGEMENT PROFITABILITY. The Board also considered the level of profits
realized by PIC and its affiliates in connection with the operation of the Fund.
In this regard, the Board reviewed the Fund profitability analysis addressing
the overall profitability of PIC for its management of the Phoenix retail fund
family, as well as its profits and that of its affiliates for providing
administrative support for the Fund. Attention was given to the methodology
followed in allocating costs to the Fund, it being recognized that allocation
methodologies are inherently subjective and various allocation methodologies may
each be reasonable while producing different results. In this regard, the Board
noted that the allocation appeared reasonable. The Board noted that, due to
extensive reimbursement payments to the Fund by PIC, expenses currently exceeded
any revenue generated by the Fund to PIC. The Board concluded that the
profitability to PIC from the Fund was not an issue.
34
BOARD OF TRUSTEES' CONSIDERATION OF INVESTMENT ADVISORY AGREEMENT FOR PHOENIX
WEALTH ACCUMULATOR PHOLIO (THE "FUND")
JANUARY 31, 2007 (UNAUDITED) (CONTINUED)
MANAGEMENT FEE AND TOTAL EXPENSES. The Board also placed significant emphasis
on the review of Fund expenses. Consideration was given to a comparative
analysis of the management fees and total expense ratios of the Fund compared
with those of a group of funds selected by Lipper as the Fund's appropriate
Lipper expense peer group. The Board noted that management had committed to
waiving or reimbursing fees so that Fund expenses would be capped. The Board
further noted that the total expenses of the Fund were less than the average
total expenses for comparable funds and that the management fee at 0.10% was
lower than the median for the peer group. The Board was satisfied with the
management fee and total expenses of the Fund in comparison to its Lipper
expense peer group and concluded that such fee and expenses were reasonable.
ECONOMIES OF SCALE. The Board noted that, although the Fund had a flat 0.10%
management fee, the Fund could achieve economies of scale as assets grew to
cover fixed costs. The Board therefore concluded that shareholders would have an
opportunity to benefit from economies of scale as assets of the Fund increased.
35
BOARD OF TRUSTEES' CONSIDERATION OF INVESTMENT ADVISORY AGREEMENT FOR
PHOENIX WEALTH BUILDER PHOLIO (THE "FUND")
JANUARY 31, 2007 (UNAUDITED)
The Board of Trustees (the "Board") is responsible for determining whether to
approve the Fund's investment advisory agreement. At a meeting held on November
15-16, 2006, the Board, including a majority of the independent Trustees,
approved the continuation of the investment advisory agreement (the "Advisory
Agreement") between Phoenix Investment Counsel, Inc. ("PIC") and the Fund.
Pursuant to the Advisory Agreement PIC provides advisory services to the Fund.
During the review process, the Board received assistance and advice from, and
met separately with, independent legal counsel. In approving continuance of the
Advisory Agreement, the Board, including a majority of the independent Trustees,
determined that the fee structure was fair and reasonable and that approval of
the Advisory Agreement was in the best interests of the Fund and its
shareholders. While attention was given to all information furnished, the
following discusses the primary factors relevant to the Board's decision.
NATURE, EXTENT AND QUALITY OF SERVICES. The Board concluded that the nature,
extent and quality of the overall services provided by PIC and its affiliates
are reasonable. The Board's conclusion was based, in part, upon services
provided to the Fund such as quarterly reports provided by PIC: 1) comparing the
performance of the Fund with a peer group and benchmark, 2) showing that the
investment policies and restrictions for the Fund were followed, and 3) covering
matters such as the compliance of investment personnel and other access persons
with PIC's and the Fund's code of ethics, the adherence to fair value pricing
procedures established by the Board, the monitoring of portfolio compliance,
information on illiquid securities and derivatives, brokerage commissions and
presentations regarding the economic environment. The Board also considered the
experience of PIC as an investment advisor and the experience of the team of
portfolio managers that manage the Fund, and its current experience in acting as
an investment adviser to over 60 mutual funds and several institutional clients.
In this regard, the Board noted that PIC had been in the investment management
business for over 70 years. Consideration was also given to the Funds' portfolio
manager and the general method of compensation. With respect to the background
of the portfolio manager, the Board was satisfied with his 17 years of
investment experience. With respect to compensation, the Board noted that a
primary factor in management's determination of the amount of a portfolio
manager's bonus compensation was the relative investment performance of the
funds that he managed so as to align his interests with those of the Fund's
shareholders. The Board also noted the extent of benefits that would be provided
Fund share holders from being part of the Phoenix family of funds, including the
right to exchange investments between the same class of funds without a sales
charge, the ability to reinvest Fund dividends into other funds and the right to
combine holdings in other funds to obtain a reduced sales charge. The Board also
considered the transfer agent and shareholder services that would be provided to
Fund shareholders by an affiliate of PIC, noting continuing improvements by
management in the scope and quality of services and favorable reports on such
service conducted by third parties.
INVESTMENT PERFORMANCE. The Board placed significant emphasis on the
investment performance of the Fund in view of its importance to shareholders.
While consideration was given to performance reports and discussions at Board
meetings throughout the year, particular attention in assessing the performance
was given in a report for the Fund prepared by Lipper Financial Services
("Lipper") for the contract renewal process. The Lipper report showed the
investment performance of the Fund's Class C shares for the 1 and 3 year periods
ended September 30, 2006 and the year to date period ended September 30, 2006.
The Board reviewed the investment performance of the Fund, along with
comparative performance information of a peer group of funds and a relevant
market index. The Board noted that the Fund had outperformed its benchmark over
all periods, and noted the Fund's performance relative to its Lipper peer group
had improved during the recent year to date and 1 year periods, and concluded
that the Fund's performance was reasonable.
MANAGEMENT PROFITABILITY. The Board also considered the level of profits
realized by PIC and its affiliates in connection with the operation of the Fund.
In this regard, the Board reviewed the Fund profitability analysis addressing
the overall profitability of PIC for its management of the Phoenix retail fund
family, as well as its profits and that of its affiliates, for providing
administrative support for the Fund. Attention was given to the methodology
followed in allocating costs to the Fund, it being recognized that allocation
methodologies are inherently subjective and various allocation methodologies may
each be reasonable while producing different results. In this regard, the Board
noted that the allocation appeared reasonable. The Board noted that, due to
extensive reimbursement payments to the Fund by PIC, expenses currently exceeded
any revenue generated by the Fund to PIC. The Board concluded that the
profitability to PIC from the Fund was not an issue.
36
BOARD OF TRUSTEES' CONSIDERATION OF INVESTMENT ADVISORY AGREEMENT FOR
PHOENIX WEALTH BUILDER PHOLIO (THE "FUND")
JANUARY 31, 2007 (UNAUDITED) (CONTINUED)
MANAGEMENT FEE AND TOTAL EXPENSES. The Board also placed significant emphasis
on the review of Fund expenses. Consideration was given to a comparative
analysis of the management fees and total expense ratios of the Fund compared
with those of a group of funds selected by Lipper as the Fund's appropriate
Lipper expense peer group. The Board noted that management had committed to
waiving or reimbursing fees so that Fund expenses would be capped. The Board
further noted that the total expenses of the Fund were less than the average
total expenses for comparable funds and that the management fee at 0.10% was at
the median for the peer group. The Board was satisfied with the management fee
and total expenses of the Fund in comparison to its Lipper expense peer group
and concluded that such fee and expenses were reasonable.
ECONOMIES OF SCALE. The Board noted that, although the Fund had a flat 0.10%
management fee, the Fund could achieve economies of scale as assets grew to
cover fixed costs. The Board therefore concluded that shareholders would have an
opportunity to benefit from economies of scale as assets of the Fund increased.
37
BOARD OF TRUSTEES' CONSIDERATION OF INVESTMENT ADVISORY AGREEMENT FOR
PHOENIX WEALTH GUARDIAN PHOLIO (THE "FUND")
JANUARY 31, 2007 (UNAUDITED)
The Board of Trustees (the "Board") is responsible for determining whether to
approve the Fund's investment advisory agreement. At a meeting held on November
15-16, 2006, the Board, including a majority of the independent Trustees,
approved the continuation of the investment advisory agreement (the "Advisory
Agreement") between Phoenix Investment Counsel, Inc. ("PIC") and the Fund.
Pursuant to the Advisory Agreement PIC provides advisory services to the Fund.
During the review process, the Board received assistance and advice from, and
met separately with, independent legal counsel. In approving continuance of the
Advisory Agreement, the Board, including a majority of the independent Trustees,
determined that the fee structure was fair and reasonable and that approval of
the Advisory Agreement was in the best interests of the Fund and its
shareholders. While attention was given to all information furnished, the
following discusses the primary factors relevant to the Board's decision.
NATURE, EXTENT AND QUALITY OF SERVICES. The Board concluded that the nature,
extent and quality of the overall services provided by PIC and its affiliates
are reasonable. The Board's conclusion was based, in part, upon services
provided to the Fund such as quarterly reports provided by PIC: 1) comparing the
performance of the Fund with a peer group and benchmark, 2) showing that the
investment policies and restrictions for the Fund were followed, and 3) covering
matters such as the compliance of investment personnel and other access persons
with PIC's and the Fund's code of ethics, the adherence to fair value pricing
procedures established by the Board, the monitoring of portfolio compliance,
information on illiquid securities and derivatives, brokerage commissions and
presentations regarding the economic environment. The Board also considered the
experience of PIC as an investment advisor and the experience of the team of
portfolio managers that manage the Fund, and its current experience in acting as
an investment adviser to over 60 mutual funds and several institutional clients.
In this regard, the Board noted that PIC had been in the investment management
business for over 70 years. Consideration was also given to the Funds' portfolio
manager and the general method of compensation. With respect to the background
of the portfolio manager, the Board was satisfied with his 17 years of
investment experience. With respect to compensation, the Board noted that a
primary factor in management's determination of the amount of a portfolio
manager's bonus compensation was the relative investment performance of the
funds that he managed so as to align his interests with those of the Fund's
shareholders. The Board also noted the extent of benefits that would be provided
Fund shareholders from being part of the Phoenix family of funds, including the
right to exchange investments between the same class of funds without a sales
charge, the ability to reinvest Fund dividends into other funds and the right to
combine holdings in other funds to obtain a reduced sales charge. The Board also
considered the transfer agent and shareholder services that would be provided to
Fund shareholders by an affiliate of PIC, noting continuing improvements by
management in the scope and quality of services and favorable reports on such
service conducted by third parties.
INVESTMENT PERFORMANCE. The Board placed significant emphasis on the
investment performance of the Fund in view of its importance to shareholders.
While consideration was given to performance reports and discussions at Board
meetings throughout the year, particular attention in assessing the performance
was given in a report for the Fund prepared by Lipper Financial Services
("Lipper") for the contract renewal process. The Lipper report showed the
investment performance of the Fund's Class C shares for the 1 and 3 year periods
ended September 30, 2006 and the year to date period ended September 30, 2006.
The Board reviewed the investment performance of the Fund, along with
comparative performance information of a peer group of funds and a relevant
market index. The Board noted that the Fund's performance for all periods ending
September 30, 2006 was below average relative to its peer group and that the
Fund had underperformed its benchmark over the same periods, but it also noted
the Fund's performance relative to its Lipper peer group was improving during
the recent year to date and 1 year periods. After discussion, the Board
concluded that performance was acceptable given management's comments regarding
attribution and the steps management had undertaken to improve the Funds'
performance and diversification.
MANAGEMENT PROFITABILITY. The Board also considered the level of profits
realized by PIC and its affiliates in connection with the operation of the Fund.
In this regard, the Board reviewed the Fund profitability analysis addressing
the overall profitability of PIC for its management of the Phoenix retail fund
family, as well as its profits and that of its affiliates, for providing
administrative support for the Fund. Attention was given to the methodology
followed in allocating costs to the Fund, it being recognized that allocation
methodologies are inherently subjective and various allocation methodologies may
each be reasonable while producing different results. In this regard, the Board
noted that the allocation appeared reasonable. The Board noted that, due to
extensive reimbursement payments to the Fund by PIC, expenses currently exceeded
any revenue generated by the Fund to PIC. The Board concluded that the
profitability to PIC from the Fund was not an issue.
38
BOARD OF TRUSTEES' CONSIDERATION OF INVESTMENT ADVISORY AGREEMENT FOR
PHOENIX WEALTH GUARDIAN PHOLIO (THE "FUND")
JANUARY 31, 2007 (UNAUDITED) (CONTINUED)
MANAGEMENT FEE AND TOTAL EXPENSES. The Board also placed significant emphasis
on the review of Fund expenses. Consideration was given to a comparative
analysis of the management fees and total expense ratios of the Fund compared
with those of a group of funds selected by Lipper as the Fund's appropriate
Lipper expense peer group. The Board noted that management had committed to
waiving or reimbursing fees so that Fund expenses would be capped. The Board
further noted that the total expenses of the Fund were less than the average
total expenses for comparable funds and that the management fee at 0.10% was
lower than the median for the peer group. The Board was satisfied with the
management fee and total expenses of the Fund in comparison to its Lipper
expense peer group and concluded that such fee and expenses were reasonable.
ECONOMIES OF SCALE. The Board noted that, although the Fund had a flat 0.10%
management fee, the Fund could achieve economies of scale as assets grew to
cover fixed costs. The Board therefore concluded that shareholders would have an
opportunity to benefit from economies of scale as assets of the Fund increased.
39
BOARD OF TRUSTEES' CONSIDERATION OF INVESTMENT ADVISORY AGREEMENT FOR
PHOENIX DIVERSIFIER PHOLIO (THE "FUND")
JANUARY 31, 2007 (UNAUDITED)
The Board of Trustees (the "Board") is responsible for determining whether to
approve the Fund's investment advisory agreement. At a meeting held on November
15-16, 2006, the Board, including a majority of the independent Trustees,
approved the continuation of the investment advisory agreement (the "Advisory
Agreement") between Phoenix Investment Counsel, Inc. ("PIC") and the Fund.
Pursuant to the Advisory Agreement PIC provides advisory services to the Fund.
During the review process, the Board received assistance and advice from, and
met separately with, independent legal counsel. In approving the Advisory
Agreement, the Board, including a majority of the independent Trustees,
determined that the fee structure was fair and reasonable and that approval of
the Advisory Agreement was in the best interests of the Fund and its
shareholders. While attention was given to all information furnished, the
following discusses the primary factors relevant to the Boarddecision.
NATURE, EXTENT AND QUALITY OF SERVICES. The Board concluded that the nature,
extent and quality of the overall services provided by PIC and its affiliates
are reasonable. The Board's conclusion was based, in part, upon services
provided to the Fund such as quarterly reports provided by PIC: 1) comparing the
performance of the Fund with a peer group and benchmark, 2) showing that the
investment policies and restrictions for the Fund were followed, and 3) covering
matters such as the compliance of investment personnel and other access persons
with PIC's and the Fund's code of ethics, the adherence to fair value pricing
procedures established by the Board, the monitoring of portfolio compliance,
information on illiquid securities and derivatives, brokerage commissions and
presentations regarding the economic environment. The Board also considered the
experience of PIC as an investment advisor and the experience of the team of
portfolio managers that manage the Fund, and its current experience in acting as
an investment adviser to over 60 mutual funds and several institutional clients.
In this regard, the Board noted that PIC had been in the investment management
business for over 70 years. Consideration was also given to the Funds' portfolio
manager and the general method of compensation. With respect to the background
of the portfolio manager, the Board was satisfied with his 17 years of
investment experience. With respect to compensation, the Board noted that a
primary factor in management's determination of the amount of a portfolio
manager's bonus compensation was the relative investment performance of the
funds that he managed so as to align his interests with those of the Fund's
shareholders. The Board also noted the extent of benefits that would be provided
Fund shareholders from being part of the Phoenix family of funds, including the
right to exchange investments between the same class of funds without a sales
charge, the ability to reinvest Fund dividends into other funds and the right to
combine holdings in other funds to obtain a reduced sales charge. The Board also
considered the transfer agent and shareholder services that would be provided to
Fund shareholders by an affiliate of PIC, noting continuing improvements by
management in the scope and quality of services and favorable reports on such
service conducted by third parties.
INVESTMENT PERFORMANCE. The Board placed significant emphasis on the
investment performance of the Fund in view of its importance to shareholders.
While consideration was given to performance reports and discussions at Board
meetings throughout the year, particular attention in assessing the performance
was given in a report for the Fund prepared by Lipper Financial Services
("Lipper") for the contract renewal process. The Lipper report showed the
investment performance of the Fund's Class A shares for the year-to-date period
ended September 30, 2006. The Board reviewed the investment performance of the
Fund, along with comparative performance information of a peer group of funds
and a relevant market index. The Board noted that, although it trailed its
benchmark, the Fund had exceeded the Lipper peer group average for its
investment style for the year-to-date period and concluded that the Fund's
performance was reasonable, particularly given the short history with the Fund
commencing operation as of November 30, 2005.
MANAGEMENT PROFITABILITY. The Board also considered the level of profits
realized by PIC and its affiliates in connection with the operation of the Fund.
In this regard, the Board reviewed the Fund profitability analysis addressing
the overall profitability of PIC for its management of the Phoenix retail fund
family, as well as its profits and that of its affiliates for providing
administrative support for the Fund. Attention was given to the methodology
followed in allocating costs to the Fund, it being recognized that allocation
methodologies are inherently subjective and various allocation methodologies may
each be reasonable while producing different results. In this regard, the Board
noted that the allocation appeared reasonable. The Board noted that, due to
extensive reimbursement payments to the Fund by PIC, expenses currently exceeded
any revenue generated by the Fund to PIC. The Board concluded that the
profitability to PIC from the Fund was not an issue.
40
BOARD OF TRUSTEES' CONSIDERATION OF INVESTMENT ADVISORY AGREEMENT FOR
PHOENIX DIVERSIFIER PHOLIO (THE "FUND")
JANUARY 31, 2007 (UNAUDITED) (CONTINUED)
MANAGEMENT FEE AND TOTAL EXPENSES. The Board also placed significant emphasis
on the review of Fund expenses. Consideration was given to a comparative
analysis of the management fees and total expense ratios of the Fund compared
with those of a group of funds selected by Lipper as the Fund's appropriate
Lipper expense peer group. The Board noted that management had committed to
waiving or reimbursing fees so that Fund expenses would be capped. The Board
further noted that the total expenses of the Fund were less than the average
total expenses for comparable funds and that the management fee at 0.10% was
lower than the median for the peer group. The Board was satisfied with the
management fee and total expenses of the Fund in comparison to its Lipper
expense peer group and concluded that such fee and expenses were reasonable.
ECONOMIES OF SCALE. The Board noted that, although the Fund had a flat 0.10%
management fee, the Fund could achieve economies of scale as assets grew to
cover fixed costs. The Board therefore concluded that shareholders would have an
opportunity to benefit from economies of scale as assets of the Fund increased.
41
PHOENIX PHOLIOS(SM)
101 Munson Street
Greenfield, MA 01301-9668
TRUSTEES
George R. Aylward
E. Virgil Conway
Harry Dalzell-Payne
Francis E. Jeffries
Leroy Keith, Jr.
Marilyn E. LaMarche
Philip R. McLoughlin, Chairman
Geraldine M. McNamara
James M. Oates
Richard E. Segerson
Ferdinand L.J. Verdonck
OFFICERS
George R. Aylward, President
Nancy G. Curtiss, Senior Vice President
Francis G. Waltman, Senior Vice President
Marc Baltuch, Vice President and Chief Compliance Officer
W. Patrick Bradley, Chief Financial Officer and Treasurer
Kevin J. Carr, Vice President, Counsel, Secretary and Chief Legal Officer
INVESTMENT ADVISER
Phoenix Investment Counsel, Inc.
56 Prospect Street
Hartford, CT 06115-0480
PRINCIPAL UNDERWRITER
Phoenix Equity Planning Corporation
One American Row
Hartford, CT 06103-2899
TRANSFER AGENT
Phoenix Equity Planning Corporation
One American Row
Hartford, CT 06103-2899
CUSTODIAN
State Street Bank and Trust Company
P.O. Box 5501
Boston, MA 02206-5501
HOW TO CONTACT US
Mutual Fund Services 1-800-243-1574
Advisor Consulting Group 1-800-243-4361
Telephone Orders 1-800-367-5877
Text Telephone 1-800-243-1926
Web site PHOENIXFUNDS.COM
- --------------------------------------------------------------------------------
IMPORTANT NOTICE TO SHAREHOLDERS
The Securities and Exchange Commission has modified mailing regulations for
semiannual and annual shareholder fund reports to allow mutual fund companies to
send a single copy of these reports to shareholders who share the same mailing
address. If you would like additional copies, please call Mutual Fund Services
at 1-800-243-1574.
- --------------------------------------------------------------------------------
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PRESORTED
STANDARD
U.S. POSTAGE
PAID
LOUISVILLE, KY
PERMIT NO. 1051
---------------
[GRAPHIC OMITTED]
PHOENIX
Phoenix Equity Planning Corporation
P.O. Box 150480
Hartford, CT 06115-0480
For more information about Phoenix mutual funds,
please call your financial representative, contact us
at 1-800-243-1574 or visit PHOENIXFUNDS.COM
NOT INSURED BY FDIC/NCUSIF OR ANY FEDERAL GOVERNMENT AGENCY.
NO BANK GUARANTEE. NOT A DEPOSIT. MAY LOSE VALUE.
PXP1803
BPD31263 3-07
ITEM 2. CODE OF ETHICS.
Not applicable.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not applicable.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable.
ITEM 6. SCHEDULE OF INVESTMENTS.
Schedule of Investments in securities of unaffiliated issuers as of the close of
the reporting period is included as part of the report to shareholders filed
under Item 1 of this form.
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 trustees, where those
changes were implemented after the registrant last provided disclosure in
response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR
229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)),
or this Item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) The registrant's principal executive and principal financial officers,
or persons performing similar functions, have concluded that the
registrant's disclosure controls and procedures (as defined in Rule
30a-3(c) under the Investment Company Act of 1940, as amended (the
"1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within
90 days of the filing date of the report that includes the disclosure
required by this paragraph, based on their evaluation of these
controls and procedures required by Rule 30a-3(b) under the 1940 Act
(17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the
Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or
240.15d-15(b)).
(b) There were no changes in the registrant's internal control over
financial reporting (as defined in Rule 30a-3(d) under the 1940 Act
(17 CFR 270.30a-3(d)) that occurred during the registrant's second
fiscal quarter of the period covered by this report that has
materially affected, or is reasonably likely to materially affect, the
registrant's internal control over financial reporting.
ITEM 12. EXHIBITS.
(a)(1) Not applicable.
(a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and
Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.
(a)(3) Not applicable.
(b) Certifications pursuant to Rule 30a-2(b) under the 1940 Act 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.
(registrant) Phoenix PHOLIOs(SM)
----------------------------------------------------------------
By (Signature and Title)* /s/ George R. Aylward
---------------------------------------------------
George R. Aylward, President
(principal executive officer)
Date April 5, 2007
------------------------------------------------------------------------
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 (Signature and Title)* /s/ George R. Aylward
---------------------------------------------------
George R. Aylward, President
(principal executive officer)
Date April 5, 2007
------------------------------------------------------------------------
By (Signature and Title)* /s/ W. Patrick Bradley
---------------------------------------------------
W. Patrick Bradley, Chief Financial Officer
and Treasurer
(principal financial officer)
Date April 5, 2007
------------------------------------------------------------------------
* Print the name and title of each signing officer under his or her signature.