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 811-00945 --------- Virtus Equity Trust --------------------------------------------------- (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, Counsel and Secretary for the Registrant 100 Pearl Street Hartford, CT 06103-4506 --------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: (800) 243-1574 -------------- Date of fiscal year end: March 31 -------- Date of reporting period: September 30, 2009 ------------------ 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. SEMIANNUAL REPORT [GRAPHIC OMITTED] VIRTUS MUTUAL FUNDS ================================================================================ Virtus Growth & Income Fund Virtus Mid-Cap Core Fund Virtus Mid-Cap Growth Fund Virtus Quality Large-Cap Value Fund Virtus Quality Small-Cap Fund Virtus Small-Cap Core Fund Virtus Small-Cap Growth Fund Virtus Small-Cap Sustainable Growth Fund Virtus Strategic Growth Fund Virtus Tactical Allocation Fund ================================================================================ TRUST NAME: September 30, 2009 [GRAPHIC OMITTED] VIRTUS EQUITY TRUST Eligible shareholders can sign up for eDelivery at Virtus.com NOT FDIC INSURED NO BANK GUARANTEE MAY LOSE VALUE TABLE OF CONTENTS Message to Shareholders .................................................. 1 Key Investment Terms and Footnote Legend ................................. 2 Disclosure of Fund Expenses .............................................. 4 Portfolio Holdings Summary Weightings .................................... 6 SCHEDULES OF INVESTMENTS Virtus Growth & Income Fund ("Growth & Income Fund") ..................... 8 Virtus Mid-Cap Core Fund ("Mid-Cap Core Fund") ........................... 9 Virtus Mid-Cap Growth Fund ("Mid-Cap Growth Fund") ....................... 10 Virtus Quality Large-Cap Value Fund* ("Quality Large-Cap Value Fund," formerly "Virtus Value Opportunities Fund") ........................... 11 Virtus Quality Small-Cap Fund ("Quality Small-Cap Fund") ................. 12 Virtus Small-Cap Core Fund ("Small-Cap Core Fund") ....................... 13 Virtus Small-Cap Growth Fund ("Small-Cap Growth Fund") ................... 14 Virtus Small-Cap Sustainable Growth Fund ("Small-Cap Sustainable Growth Fund") ................................................................ 15 Virtus Strategic Growth Fund ("Strategic Growth Fund") ................... 16 Virtus Tactical Allocation Fund ("Tactical Allocation Fund") ............. 17 Statements of Assets and Liabilities ..................................... 22 Statements of Operations ................................................. 24 Statements of Changes in Net Assets ...................................... 26 Financial Highlights ..................................................... 30 Notes to Financial Statements ............................................ 42 Consideration of Advisory and Subadvisory Agreements by the Board of Trustees .............................................................. 53 Results of Shareholder Meetings .......................................... 55 * Name change effective September 15, 2009. PROXY VOTING PROCEDURES AND VOTING RECORD (FORM N-PX) The adviser and subadvisers vote 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, 2009, 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 for each Fund 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. This report is not authorized for distribution to prospective investors in the funds of Virtus Equity Trust unless preceded or accompanied by an effective prospectus which includes information concerning the sales charge, each Fund's record and other pertinent information. MESSAGE TO SHAREHOLDERS Dear Fellow Shareholders of Virtus Mutual Funds: Investors who were calmed by the positive news from the financial markets in the second quarter of 2009 may have had a reason to regain some of their enthusiasm during the third quarter. There were numerous signs pointing to an end to the recession: gross domestic product grew by an annualized 3.5 percent, matching its average growth rate of the last 80 years; a measure of stability appeared in the housing market; consumer confidence inched up; and better-than-expected profits and rosier outlooks were reported by many corporations. The capital markets continued their recovery during the quarter, with most major stock market indices up by double digits for the quarter. The S&P 500(R) Index was up 15.6 percent in the quarter and in late September was at its highest level in nearly a year. The Dow Jones Industrial Average(SM) increased 15.8 percent in the third quarter, and as of September 30 had improved by 13.5 percent for the year. These figures are even more encouraging when compared with market lows in early March and the double-digit losses both indices recorded during the first quarter of the year. Bonds also participated in the third-quarter rally, with the Barclays Capital U.S. Aggregate Bond Index ahead by 3.74 percent and the Barclays Capital U.S. Municipal Bond Index up 7.12 percent. Although the Federal Open Market Committee acknowledged that "economic activity has picked up following its severe downturn," these recent gains should not unleash any 1990s-style market "exuberance." The strength and timing of a full recovery is yet to be realized. Unemployment rates that probably have not peaked remain a drag on consumer spending, and with an expected slowdown of the government's monetary and fiscal stimulus, some economists speculate that the growth from the second and third quarter may not be sustainable into next year. These factors suggest this is an important time to rely on the experience of your personal financial adviser and the investment professionals who manage your assets in the Virtus Mutual Funds. We encourage you to meet with your adviser to review your portfolio and, when appropriate, adjust it to fit your current investment objectives and your tolerance for risk. Our wide range of equity, fixed income, and alternative investments allow you to allocate your assets and design a portfolio tailored to your individual needs. Information about your investments is always available on our website, www.virtus.com, and from our customer service staff at 1-800-243-1574. While there are no guarantees in the world of investing, I can assure you that we will do our very best to meet your expectations. On behalf of the entire team at Virtus Investment Partners, I thank you for entrusting your financial assets to us. Sincerely, /s/ George R. Aylward George R. Aylward President, Virtus Mutual Funds NOVEMBER 1, 2009 WHENEVER YOU HAVE QUESTIONS ABOUT YOUR ACCOUNT OR REQUIRE ADDITIONAL INFORMATION, PLEASE VISIT US AT www.virtus.com OR CALL OUR SHAREOWNER SERVICES GROUP, TOLL FREE, AT 1-800-243-1574. PERFORMANCE DATA QUOTED REPRESENTS PAST RESULTS. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS AND CURRENT PERFORMANCE MAY BE HIGHER OR LOWER THAN PERFORMANCE SHOWN ABOVE. 1 KEY INVESTMENT TERMS AND FOOTNOTE LEGEND KEY INVESTMENT TERMS ADR (AMERICAN DEPOSITARY RECEIPT) Represents shares of foreign companies traded in U.S. dollars on U.S. exchanges that are held by a U.S. bank or trust. Foreign companies use ADRs in order to make it easier for Americans to buy their shares. ETF (EXCHANGE-TRADED FUNDS) Portfolios of stocks or bonds that track a specific market index. FHLMC Federal Home Loan Mortgage Corporation ("Freddie Mac"). FNMA Federal National Mortgage Association ("Fannie Mae"). GNMA Government National Mortgage Association ("Ginnie Mae"). SPONSORED ADR (AMERICAN DEPOSITARY RECEIPT) An ADR which is issued with the cooperation of the company whose stock will underlie the ADR. Sponsored ADRs generally carry the same rights normally given to stockholders, such as voting rights. ADRs must be sponsored to be able to trade on a major U.S. exchange such as the NYSE. WHEN-ISSUED AND DELAYED DELIVERY TRANSACTIONS Securities purchased on a when-issued or forward commitment basis are also known as delayed delivery transactions. Delayed delivery transactions involve a commitment by a Fund to purchase or sell a security at a future date, ordinarily up to 90 days later. When-issued or forward commitments enable a Fund to lock in what is believed to be an attractive price or yield on a particular security for a period of time, regardless of future changes in interest rates. FOOTNOTE LEGEND (1) Federal Income Tax Information: For tax information at September 30, 2009, see the Federal Income Tax Information Note 9 in the Notes to Financial Statements. (2) Non-income producing. (3) Variable or step coupon security; interest rate shown reflects the rate currently in effect. (4) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2009 for the Tactical Allocation Fund, these securities amounted to a value of $5,590 or 2.8% of net assets. (5) Amount is less than $500. 2 THIS PAGE INTENTIONALLY BLANK. VIRTUS EQUITY TRUST DISCLOSURE OF FUND EXPENSES (UNAUDITED) FOR THE SIX-MONTH PERIOD OF APRIL 1, 2009 TO SEPTEMBER 30, 2009 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 a Virtus Equity Trust Fund (the "Fund") you may incur two types of costs: (1) transaction costs, including sales charges on purchases of Class A shares and contingent deferred sales charges on Class B and Class C shares; and (2) ongoing costs, including investment advisory fees; distribution and service fees; and other expenses. Class I shares are sold without a sales charge and do not incur distribution and service fees. These examples are intended to help you understand your ongoing costs (in dollars) of investing in a 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. The following Expense Table illustrates your Fund's costs in two ways. ACTUAL EXPENSES The first section of the accompanying table provides information about actual account values and actual expenses. You may use the information in this section, 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 given for your Fund under the heading "Expenses Paid During Period" to estimate the expenses you paid on your account during the period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second section of the accompanying table 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 table 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 section of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if those 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. EXPENSE TABLE Beginning Ending Annualized Expenses Paid Account Value Account Value Expense During April 1, 2009 September 30, 2009 Ratio Period* ------------- ------------------ ---------- ------------- GROWTH & INCOME FUND++ ACTUAL Class A $1,000.00 $1,350.20 1.02% $ 6.01 Class B 1,000.00 1,344.40 1.78 10.46 Class C 1,000.00 1,345.30 1.77 10.41 Class I 1,000.00 1,352.30 0.83 4.89 HYPOTHETICAL (5% RETURN BEFORE EXPENSES) Class A 1,000.00 1,019.89 1.02 5.18 Class B 1,000.00 1,016.03 1.78 9.04 Class C 1,000.00 1,016.08 1.77 8.99 Class I 1,000.00 1,020.86 0.83 4.21 MID-CAP CORE FUND ACTUAL+ Class A $1,000.00 $1,130.00 1.35% $ 3.90 Class C 1,000.00 1,127.00 2.10 6.06 Class I 1,000.00 1,130.00 1.10 3.18 HYPOTHETICAL (5% RETURN BEFORE EXPENSES SINCE INCEPTION)+ Class A 1,000.00 1,009.87 1.35 3.69 Class C 1,000.00 1,007.83 2.10 5.73 Class I 1,000.00 1,010.56 1.10 3.00 HYPOTHETICAL (5% RETURN BEFORE EXPENSES) Class A 1,000.00 1,018.22 1.35 6.85 Class C 1,000.00 1,014.41 2.10 10.66 Class I 1,000.00 1,019.48 1.10 5.58 MID-CAP GROWTH FUND ACTUAL Class A $1,000.00 $1,421.30 1.45% $ 8.80 Class B 1,000.00 1,416.80 2.20 13.33 Class C 1,000.00 1,416.80 2.20 13.33 Class I 1,000.00 1,422.80 1.20 7.29 HYPOTHETICAL (5% RETURN BEFORE EXPENSES) Class A 1,000.00 1,017.71 1.45 7.36 Class B 1,000.00 1,013.90 2.20 11.17 Class C 1,000.00 1,013.90 2.20 11.17 Class I 1,000.00 1,018.98 1.20 6.09 QUALITY LARGE-CAP VALUE FUND ACTUAL Class A $1,000.00 $1,333.10 1.35% $ 7.90 Class C 1,000.00 1,327.70 2.10 12.25 Class I 1,000.00 1,334.70 1.10 6.44 HYPOTHETICAL (5% RETURN BEFORE EXPENSES) Class A 1,000.00 1,018.22 1.35 6.85 Class C 1,000.00 1,014.41 2.10 10.66 Class I 1,000.00 1,019.49 1.10 5.58 QUALITY SMALL-CAP FUND ACTUAL Class A $1,000.00 $1,422.10 1.55% $ 9.41 Class C 1,000.00 1,417.60 2.30 13.94 Class I 1,000.00 1,423.80 1.30 7.90 HYPOTHETICAL (5% RETURN BEFORE EXPENSES) Class A 1,000.00 1,017.20 1.55 7.87 Class C 1,000.00 1,013.39 2.30 11.68 Class I 1,000.00 1,018.47 1.30 6.60 4 VIRTUS EQUITY TRUST DISCLOSURE OF FUND EXPENSES (UNAUDITED) (CONTINUED) FOR THE SIX-MONTH PERIOD OF APRIL 1, 2009 TO SEPTEMBER 30, 2009 EXPENSE TABLE Beginning Ending Annualized Expenses Paid Account Value Account Value Expense During April 1, 2009 September 30, 2009 Ratio Period* ------------- ------------------ ---------- ------------- SMALL-CAP CORE FUND ACTUAL Class A $1,000.00 $1,419.90 1.67% $10.13 Class B 1,000.00 1,415.10 2.42 14.65 Class C 1,000.00 1,415.70 2.42 14.66 Class I 1,000.00 1,422.60 1.41 8.62 HYPOTHETICAL (5% RETURN BEFORE EXPENSES) Class A 1,000.00 1,016.59 1.67 8.48 Class B 1,000.00 1,012.78 2.42 12.29 Class C 1,000.00 1,012.78 2.42 12.29 Class I 1,000.00 1,017.86 1.41 7.21 SMALL-CAP GROWTH FUND ACTUAL Class A $1,000.00 $1,402.20 1.67% $10.06 Class B 1,000.00 1,397.30 2.42 14.54 Class C 1,000.00 1,396.90 2.42 14.54 HYPOTHETICAL (5% RETURN BEFORE EXPENSES) Class A 1,000.00 1,016.59 1.67 8.48 Class B 1,000.00 1,012.78 2.42 12.29 Class C 1,000.00 1,012.78 2.42 12.29 SMALL-CAP SUSTAINABLE GROWTH FUND ACTUAL Class A $1,000.00 $1,404.80 1.65% $ 9.95 Class C 1,000.00 1,401.00 2.40 14.51 Class I 1,000.00 1,407.80 1.40 8.45 HYPOTHETICAL (5% RETURN BEFORE EXPENSES) Class A 1,000.00 1,016.69 1.65 8.38 Class C 1,000.00 1,012.84 2.40 12.23 Class I 1,000.00 1,017.96 1.40 7.11 STRATEGIC GROWTH FUND ACTUAL Class A $1,000.00 $1,325.30 1.50% $ 8.74 Class B 1,000.00 1,320.30 2.25 13.09 Class C 1,000.00 1,322.30 2.24 13.04 Class I 1,000.00 1,326.50 1.26 7.35 HYPOTHETICAL (5% RETURN BEFORE EXPENSES) Class A 1,000.00 1,017.46 1.50 7.61 Class B 1,000.00 1,013.65 2.25 11.42 Class C 1,000.00 1,013.70 2.24 11.37 Class I 1,000.00 1,018.67 1.26 6.40 TACTICAL ALLOCATION FUND# ACTUAL Class A $1,000.00 $1,239.10 1.38% $ 7.75 Class B 1,000.00 1,233.90 2.13 11.93 Class C 1,000.00 1,235.20 2.13 11.94 HYPOTHETICAL (5% RETURN BEFORE EXPENSES) Class A 1,000.00 1,018.06 1.38 7.01 Class B 1,000.00 1,014.26 2.13 10.81 Class C 1,000.00 1,014.26 2.13 10.81 The Funds may invest in other funds, and the annualized expense ratios noted above do not reflect fees and expenses associated with the underlying funds. If such expenses and fees had been included, the expenses would have been higher. + Inception date is June 22, 2009. Expenses are equal to the relevant Fund's annualized expense ratio, which includes waived fees and reimbursed expenses, if applicable, multiplied by the average account value over the period, multiplied by the number of days (99) expenses were accrued in the most recent fiscal half-year, then divided by 365 days to reflect the period since inception. * Expenses are equal to the relevant Fund's annualized expense ratio, which includes waived fees and reimbursed expenses, if applicable, multiplied by the average account value over the period, multiplied by the number of days (183) expenses were accrued in the most recent fiscal half-year, then divided by 365 days to reflect the period since inception. ++ If net reimbursed extraordinary expenses from prior years and additional current year extraordinary expenses were excluded, the actual expenses paid and the hypothetical expenses would be as follows: ACTUAL EXPENSES HYPOTHETICAL PAID EXPENSES -------- ------------ Growth & Income Fund Class A $ 7.36 $ 6.35 Class B 11.75 10.15 Class C 11.79 10.15 Class I 5.90 5.08 # If extraordinary expenses were excluded, actual expenses paid and the hypothetical expenses would be as follows: ACTUAL EXPENSES HYPOTHETICAL PAID EXPENSES -------- ------------ Tactical Allocation Fund Class A $ 7.58 $ 6.85 Class B 11.76 10.66 Class C 11.77 10.66 You can find more information about the Funds' expenses in the Financial Statements section that follows. For additional information on operating expenses and other shareholder costs, refer to the prospectus. 5 VIRTUS EQUITY TRUST PORTFOLIO HOLDINGS SUMMARY WEIGHTINGS SEPTEMBER 30, 2009 (UNAUDITED) For each Fund, the following tables present asset allocations within certain sectors as a percentage of total investments as of September 30, 2009. GROWTH & INCOME FUND Information Technology 18% Energy 13 Health Care 13 Industrials 12 Consumer Staples 11 Financials 9 Materials 8 Other (includes short-term investments) 16 --- 100% === MID-CAP CORE FUND Industrials 25% Information Technology 17 Health Care 15 Consumer Staples 11 Financials 11 Consumer Discretionary 9 Utilities 5 Other (includes short-term investments) 7 --- 100% === MID-CAP GROWTH FUND Information Technology 25% Industrials 19 Consumer Discretionary 16 Health Care 15 Energy 5 Materials 4 Utilities 4 Other (includes short-term investments) 12 --- 100% === QUALITY LARGE-CAP VALUE FUND Financials 22% Consumer Staples 15 Energy 13 Information Technology 12 Industrials 11 Consumer Discretionary 10 Health Care 8 Other (includes short-term investments) 9 --- 100% === QUALITY SMALL-CAP FUND Industrials 27% Financials 20 Energy 10 Health Care 10 Consumer Discretionary 9 Information Technology 9 Consumer Staples 7 Other (includes short-term investments) 8 --- 100% === SMALL-CAP CORE FUND Industrials 25% Information Technology 23 Health Care 15 Financials 12 Consumer Discretionary 9 Energy 4 Materials 4 Other (includes short-term investments) 8 --- 100% === SMALL-CAP GROWTH FUND Information Technology 31% Health Care 21 Industrials 15 Consumer Discretionary 12 Energy 7 Financials 5 Consumer Staples 3 Other (includes short-term investments) 6 --- 100% === SMALL-CAP SUSTAINABLE GROWTH FUND Information Technology 31% Health Care 19 Industrials 14 Consumer Discretionary 12 Energy 7 Consumer Staples 4 Financials 3 Other (includes short-term investments) 10 --- 100% === 6 VIRTUS EQUITY TRUST PORTFOLIO HOLDINGS SUMMARY WEIGHTINGS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) STRATEGIC GROWTH FUND Information Technology 36% Health Care 13 Consumer Staples 12 Consumer Discretionary 10 Industrials 9 Energy 7 Materials 6 Other (includes short-term investments) 7 --- 100% === TACTICAL ALLOCATION FUND Common Stocks 48% Information Technology 9% Energy 6 Health Care 6 Industrials 6 All other sectors in common stock 21 Mortgage-Backed Securities 20 Corporate Bonds 18 U.S. Government Securities 10 Other (includes short-term investments) 4 --- 100% === 7 VIRTUS GROWTH & INCOME FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) SHARES VALUE --------------- --------------- COMMON STOCKS--95.5% CONSUMER DISCRETIONARY--6.8% McDonald's Corp. 55,000 $ 3,139 NIKE, Inc. Class B 54,000 3,494 Under Armour, Inc.(2) 111,000 3,089 --------------- 9,722 --------------- CONSUMER STAPLES--11.1% Altria Group, Inc. 179,000 3,188 Bunge Ltd. 50,600 3,168 Costco Wholesale Corp. 56,000 3,162 PepsiCo, Inc. 54,000 3,167 Philip Morris International, Inc. 66,000 3,217 --------------- 15,902 --------------- ENERGY--12.7% ConocoPhillips 73,800 3,333 Halliburton Co. 116,000 3,146 Massey Energy Co. 74,000 2,064 Occidental Petroleum Corp. 40,000 3,136 Petroleo Brasileiro SA ADR 76,000 3,488 Valero Energy Corp. 158,000 3,064 --------------- 18,231 --------------- FINANCIALS--7.0% Allstate Corp. (The) 61,000 1,868 Goldman Sachs Group, Inc. (The) 17,000 3,134 Hudson City Bancorp, Inc. 235,100 3,091 Reinsurance Group of America, Inc. 42,000 1,873 --------------- 9,966 --------------- HEALTH CARE--13.2% Biogen Idec, Inc.(2) 62,000 3,132 Gilead Sciences, Inc.(2) 72,000 3,354 Johnson & Johnson 55,800 3,398 Merck & Co., Inc. 74,000 2,340 Shire plc ADR 7,430 388 St. Jude Medical, Inc.(2) 80,000 3,121 UnitedHealth Group, Inc. 128,700 3,223 --------------- 18,956 --------------- SHARES VALUE --------------- --------------- INDUSTRIALS--12.2% Boeing Co. (The) 59,000 $ 3,195 Caterpillar, Inc. 36,000 1,848 Continental Airlines, Inc.(2) 188,000 3,091 Foster Wheeler AG(2) 98,000 3,127 L-3 Communications Holdings, Inc. 39,000 3,132 Union Pacific Corp. 52,000 3,034 --------------- 17,427 --------------- INFORMATION TECHNOLOGY--17.9% Cisco Systems, Inc.(2) 134,000 3,154 Corning, Inc. 226,100 3,462 Hewlett-Packard Co. 66,000 3,116 International Business Machines Corp. 27,000 3,229 Microsoft Corp. 122,000 3,159 Nokia Oyj Sponsored ADR 207,000 3,026 QUALCOMM, Inc. 74,400 3,347 Research In Motion Ltd.(2) 47,000 3,175 --------------- 25,668 --------------- MATERIALS--7.9% Alcoa, Inc. 141,000 1,850 Freeport-McMoRan Copper & Gold, Inc.(2) 46,000 3,156 Nucor Corp. 67,000 3,150 Potash Corp. of Saskatchewan, Inc. 35,000 3,162 --------------- 11,318 --------------- TELECOMMUNICATION SERVICES--4.5% AT&T, Inc. 115,000 3,106 Verizon Communications, Inc. 109,000 3,300 --------------- 6,406 --------------- UTILITIES--2.2% Exelon Corp. 63,000 3,126 --------------- TOTAL COMMON STOCKS (IDENTIFIED COST $104,260) 136,722 --------------- SHARES VALUE --------------- --------------- EXCHANGE-TRADED FUNDS--3.9% PowerShares Deutsche Bank Agriculture Fund(2) 126,000 $ 3,208 ProShares Ultrashort S&P 500(R) 58,000 2,345 --------------- TOTAL EXCHANGE-TRADED FUNDS (IDENTIFIED COST $5,761) 5,553 --------------- TOTAL LONG-TERM INVESTMENTS--99.4% (IDENTIFIED COST $110,021) 142,275 --------------- SHORT-TERM INVESTMENTS--1.0% MONEY MARKET MUTUAL FUNDS--1.0% State Street Institutional Liquid Reserves Fund - Institutional Shares (seven-day effective yield 0.260%) 1,472,936 1,473 --------------- TOTAL SHORT-TERM INVESTMENTS (IDENTIFIED COST $1,473) 1,473 --------------- TOTAL INVESTMENTS--100.4% (IDENTIFIED COST $111,494) 143,748(1) Other assets and liabilities, net--(0.4)% (554) --------------- NET ASSETS--100.0% $ 143,194 =============== COUNTRY WEIGHTINGS as of September 30, 2009+ - -------------------------------------------- United States 84% Canada 5 Bermuda 4 Brazil 3 Finland 2 Switzerland 2 --- Total 100% --- + % of total investments as of September 30, 2009 The following table provides a summary of inputs used to value the Fund's net assets as of September 30, 2009 (see Security Valuation Note 2A in the Notes to Financial Statements): Total Value at September 30, Level 1 - 2009 Quoted Prices --------------- --------------- INVESTMENT IN SECURITIES: Equity Securities: Common Stocks $ 136,722 $ 136,722 Exchange-Traded Funds 5,553 5,553 Short-Term Investments 1,473 1,473 --------------- --------------- Total Investments $ 143,748 $ 143,748 =============== =============== There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities. Security abbreviation definitions and footnote explanations are located under the Key Investment Terms and Footnote Legend on page 2. See Notes to Financial Statements 8 VIRTUS MID-CAP CORE FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) SHARES VALUE --------------- --------------- COMMON STOCKS--97.4% CONSUMER DISCRETIONARY--9.4% Choice Hotels International, Inc. 410 $ 13 ITT Educational Services, Inc.(2) 65 7 John Wiley & Sons, Inc. Class A 410 14 --------------- 34 --------------- CONSUMER STAPLES--10.7% Brown-Forman Corp. Class B 220 10 Church & Dwight Co., Inc. 170 10 McCormick & Co., Inc. 235 8 SYSCO Corp. 430 11 --------------- 39 --------------- FINANCIALS--10.7% Brown & Brown, Inc. 575 11 Federated Investors, Inc. Class B 535 14 Realty Income Corp. 570 14 --------------- 39 --------------- HEALTH CARE--15.6% Bard (C.R.), Inc. 210 16 DENTSPLY International, Inc. 400 14 Teleflex, Inc. 160 8 Waters Corp.(2) 340 19 --------------- 57 --------------- SHARES VALUE --------------- --------------- INDUSTRIALS--25.5% Copart, Inc.(2) 295 $ 10 Equifax, Inc. 630 18 Expeditors International of Washington, Inc. 220 8 Graco, Inc. 550 15 Jacobs Engineering Group, Inc.(2) 325 15 Robinson (C.H.) Worldwide, Inc. 140 8 Rockwell Collins, Inc. 370 19 --------------- 93 --------------- INFORMATION TECHNOLOGY--16.7% Adobe Systems, Inc.(2) 485 16 Dolby Laboratories, Inc. Class A(2) 270 10 Intuit, Inc.(2) 560 16 Lender Processing Services, Inc. 210 8 Microchip Technology, Inc. 400 11 --------------- 61 --------------- MATERIALS--4.2% Sigma-Aldrich Corp. 285 16 UTILITIES--4.6% EQT Corp. 395 17 --------------- TOTAL COMMON STOCKS (IDENTIFIED COST $320) 356 --------------- TOTAL LONG-TERM INVESTMENTS--97.4% (IDENTIFIED COST $320) 356 --------------- SHARES VALUE --------------- --------------- SHORT-TERM INVESTMENTS--2.7% MONEY MARKET MUTUAL FUNDS--2.7% State Street Institutional Liquid Reserves Fund - Institutional Shares (seven-day effective yield 0.260%) 9,814 $ 10 --------------- TOTAL SHORT-TERM INVESTMENTS (IDENTIFIED COST $10) 10 --------------- TOTAL INVESTMENTS--100.1% (IDENTIFIED COST $330) 366(1) Other assets and liabilities, net--(0.1)% (0)(5) --------------- NET ASSETS--100.0% $ 366 =============== The following table provides a summary of inputs used to value the Fund's net assets as of September 30, 2009 (see Security Valuation Note 2A in the Notes to Financial Statements): Total Value at September 30, Level 1 - 2009 Quoted Prices --------------- --------------- INVESTMENT IN SECURITIES: Equity Securities: Common Stocks $ 356 $ 356 Short-Term Investments 10 10 --------------- --------------- Total Investments $ 366 $ 366 =============== =============== There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities. Security abbreviation definitions and footnote explanations are located under the Key Investment Terms and Footnote Legend on page 2. See Notes to Financial Statements 9 VIRTUS MID-CAP GROWTH FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) SHARES VALUE --------------- --------------- COMMON STOCKS--99.3% CONSUMER DISCRETIONARY--16.0% Advance Auto Parts, Inc. 39,700 $ 1,560 Darden Restaurants, Inc. 18,500 631 DISH Network Corp. Class A(2) 85,100 1,639 Gap, Inc. (The) 79,300 1,697 H&R Block, Inc. 50,500 928 Liberty Global, Inc. Class A(2) 30,600 691 Limited Brands, Inc. 44,200 751 Penn National Gaming, Inc.(2) 40,000 1,106 Penske Auto Group, Inc. 89,900 1,724 Ross Stores, Inc. 30,100 1,438 TJX Cos., Inc. (The) 14,460 537 TRW Automotive Holdings Corp.(2) 37,600 630 --------------- 13,332 --------------- CONSUMER STAPLES--3.7% Coca-Cola Enterprises, Inc. 66,000 1,413 Dean Foods Co.(2) 96,300 1,713 --------------- 3,126 --------------- ENERGY--5.0% Dresser-Rand Group, Inc.(2) 30,600 951 Encore Acquisition Co.(2) 39,000 1,458 ENSCO International, Inc. 8,900 379 Oceaneering International, Inc.(2) 10,500 596 Walter Energy, Inc. 13,100 787 --------------- 4,171 --------------- FINANCIALS--4.2% AmeriCredit Corp.(2) 45,900 725 Aspen Insurance Holdings Ltd. 33,300 881 Jefferies Group, Inc.(2) 33,000 899 TD Ameritrade Holding Corp.(2) 52,400 1,028 --------------- 3,533 --------------- HEALTH CARE--14.6% Beckman Coulter, Inc. 5,500 379 Biogen Idec, Inc.(2) 12,500 632 CIGNA Corp. 25,000 702 Coventry Health Care, Inc.(2) 29,600 591 Forest Laboratories, Inc.(2) 15,400 453 Hologic, Inc.(2) 44,600 729 Humana, Inc.(2) 7,490 279 Kinetic Concepts, Inc.(2) 50,700 1,875 Millipore Corp.(2) 9,500 668 Quest Diagnostics, Inc. 26,900 1,404 Universal Health Services, Inc. Class B 30,900 1,914 Valeant Pharmaceuticals International(2) 50,200 1,409 Watson Pharmaceuticals, Inc.(2) 31,400 1,150 --------------- 12,185 --------------- SHARES VALUE --------------- --------------- INDUSTRIALS--19.2% Brink's Co. (The) 22,700 $ 611 Carlisle Cos., Inc. 54,300 1,841 Con-way, Inc. 12,700 487 Crown Holdings, Inc.(2) 71,600 1,947 Dover Corp. 32,600 1,264 General Cable Corp.(2) 44,800 1,754 Goodrich Corp. 20,000 1,087 Harsco Corp. 32,220 1,141 Manpower, Inc. 37,900 2,149 Navistar International Corp.(2) 17,800 666 Northrop Grumman Corp. 14,300 740 Thomas & Betts Corp.(2) 37,500 1,128 WESCO International, Inc.(2) 43,900 1,264 --------------- 16,079 --------------- INFORMATION TECHNOLOGY--24.8% Affiliated Computer Services,Inc. Class A(2) 33,900 1,836 Arrow Electronics, Inc.(2) 35,700 1,005 Avnet, Inc.(2) 73,400 1,906 CommScope, Inc.(2) 29,600 886 Compuware Corp.(2) 60,000 440 Cypress Semiconductor Corp.(2) 162,400 1,678 F5 Networks, Inc.(2) 15,400 610 Fidelity National Information Services, Inc. 27,600 704 Fiserv, Inc.(2) 37,600 1,812 LG Display Co. Ltd. ADR 58,800 843 Marvell Technology Group Ltd.(2) 34,500 559 ON Semiconductor Corp.(2) 68,000 561 QLogic Corp.(2) 47,800 822 Red Hat, Inc.(2) 36,300 1,003 Silicon Laboratories, Inc.(2) 12,000 556 Sybase, Inc.(2) 21,300 829 Symantec Corp.(2) 115,700 1,906 Teradata Corp.(2) 39,900 1,098 Western Digital Corp.(2) 45,100 1,647 --------------- 20,701 --------------- MATERIALS--4.3% Cliffs Natural Resources, Inc. 13,400 434 Nalco Holding Co. 99,600 2,041 Pactiv Corp.(2) 19,500 508 Terra Industries, Inc. 17,400 603 --------------- 3,586 --------------- TELECOMMUNICATION SERVICES--3.2% NII Holdings, Inc.(2) 23,900 717 Telephone & Data Systems, Inc. 37,800 1,172 tw telecom, Inc.(2) 54,800 737 --------------- 2,626 --------------- SHARES VALUE --------------- --------------- UTILITIES--4.3% AES Corp. (The)(2) 131,200 $ 1,944 Energen Corp. 17,500 754 UGI Corp. 36,900 925 3,623 --------------- TOTAL COMMON STOCKS (IDENTIFIED COST $75,047) 82,962 --------------- TOTAL LONG-TERM INVESTMENTS--99.3% (IDENTIFIED COST $75,047) 82,962 --------------- SHORT-TERM INVESTMENTS--0.9% MONEY MARKET MUTUAL FUNDS--0.9% State Street Institutional Liquid Reserves Fund - Institutional Shares (seven-day effective yield 0.260%) 782,790 783 --------------- TOTAL SHORT-TERM INVESTMENTS (IDENTIFIED COST $783) 783 --------------- TOTAL INVESTMENTS--100.2% (IDENTIFIED COST $75,830) 83,745(1) Other assets and liabilities, net--(0.2)% (156) --------------- NET ASSETS--100.0% $ 83,589 =============== The following table provides a summary of inputs used to value the Fund's net assets as of September 30, 2009 (see Security Valuation Note 2A in the Notes to Financial Statements): Total Value at September 30, Level 1 - 2009 Quoted Prices --------------- --------------- INVESTMENT IN SECURITIES: Equity Securities: Common Stocks $ 82,962 $ 82,962 Short-Term Investments 783 783 --------------- --------------- Total Investments $ 83,745 $ 83,745 =============== =============== There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities. Security abbreviation definitions and footnote explanations are located under the Key Investment Terms and Footnote Legend on page 2. See Notes to Financial Statements 10 VIRTUS QUALITY LARGE-CAP VALUE FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) SHARES VALUE --------------- --------------- COMMON STOCKS--98.7% CONSUMER DISCRETIONARY--10.0% Genuine Parts Co. 40,900 $ 1,557 TJX Cos., Inc. (The) 47,000 1,746 VF Corp. 16,800 1,217 --------------- 4,520 --------------- CONSUMER STAPLES--14.6% Clorox Co. (The) 23,100 1,359 Coca-Cola Co. (The) 38,600 2,073 H.J. Heinz Co. 29,200 1,160 Kimberly-Clark Corp. 19,500 1,150 SYSCO Corp. 35,700 887 --------------- 6,629 --------------- ENERGY--13.1% Apache Corp. 16,300 1,497 BP plc Sponsored ADR 37,000 1,970 Exxon Mobil Corp. 15,000 1,029 Schlumberger Ltd. 23,900 1,424 --------------- 5,920 --------------- FINANCIALS--21.9% Bank of New York Mellon Corp. (The) 61,900 1,795 Franklin Resources, Inc. 13,900 1,398 JPMorgan Chase & Co. 50,800 2,226 PNC Financial Services Group, Inc. 53,900 2,619 Travelers Cos., Inc. (The) 38,500 1,895 --------------- 9,933 --------------- SHARES VALUE --------------- --------------- HEALTH CARE--8.1% Alcon, Inc. 16,700 $ 2,316 Johnson & Johnson 21,900 1,333 --------------- 3,649 --------------- INDUSTRIALS--11.2% 3M Co. 29,500 2,177 Honeywell International, Inc. 45,900 1,705 Union Pacific Corp. 20,300 1,185 --------------- 5,067 --------------- INFORMATION TECHNOLOGY--12.5% Microchip Technology, Inc. 40,800 1,081 Microsoft Corp. 79,700 2,064 Paychex, Inc. 47,400 1,377 Western Union Co. (The) 60,000 1,135 --------------- 5,657 --------------- MATERIALS--2.1% Barrick Gold Corp. 24,900 944 --------------- TELECOMMUNICATION SERVICES--2.3% AT&T, Inc. 38,200 1,032 --------------- UTILITIES--2.9% AGL Resources, Inc. 37,400 1,319 --------------- TOTAL COMMON STOCKS (IDENTIFIED COST $42,806) 44,670 --------------- TOTAL LONG-TERM INVESTMENTS--98.7% (IDENTIFIED COST $42,806) 44,670 --------------- SHARES VALUE --------------- --------------- SHORT-TERM INVESTMENTS--1.4% MONEY MARKET MUTUAL FUNDS--1.4% State Street Institutional Liquid Reserves Fund - Institutional Shares (seven-day effective yield 0.260%) 613,962 $ 614 --------------- TOTAL SHORT-TERM INVESTMENTS (IDENTIFIED COST $614) 614 --------------- TOTAL INVESTMENTS--100.1% (IDENTIFIED COST $43,420) 45,284(1) Other assets and liabilities, net--(0.1)% (47) --------------- NET ASSETS--100.0% $ 45,237 =============== COUNTRY WEIGHTINGS as of September 30, 2009+ United States 91% United Kingdom 4 Netherlands 3 Canada 2 --- Total 100% --- + % of total investments as of September 30, 2009 The following table provides a summary of inputs used to value the Fund's net assets as of September 30, 2009 (see Security Valuation Note 2A in the Notes to Financial Statements): Total Value at Level 1 - September 30, 2009 Quoted Prices ------------------ ------------- INVESTMENT IN SECURITIES: Equity Securities: Common Stocks $44,670 $44,670 Short-Term Investments 614 614 ------- ------- Total Investments $45,284 $45,284 ------- ------- There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities. Security abbreviation definitions and footnote explanations are located under the Key Investment Terms and Footnote Legend on page 2. See Notes to Financial Statements 11 VIRTUS QUALITY SMALL-CAP FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) SHARES VALUE --------------- --------------- COMMON STOCKS--94.3% CONSUMER DISCRETIONARY--9.5% Cherokee, Inc. 75,900 $ 1,819 Matthews International Corp. Class A 92,900 3,287 Tempur-Pedic International, Inc.(2) 158,000 2,993 --------------- 8,099 --------------- CONSUMER STAPLES--7.4% Chattem, Inc.(2) 50,900 3,380 WD-40 Co. 103,500 2,940 --------------- 6,320 --------------- ENERGY--9.8% CARBO Ceramics, Inc. 83,500 4,304 World Fuel Services Corp. 84,000 4,038 --------------- 8,342 --------------- FINANCIALS--19.9% Ares Capital Corp. 377,066 4,155 Entertainment Properties Trust 115,300 3,936 Federated Investors, Inc. Class B 131,600 3,470 Financial Federal Corp. 90,500 2,234 RLI Corp. 50,500 2,665 Suffolk Bancorp 14,490 429 --------------- 16,889 --------------- SHARES VALUE --------------- --------------- HEALTH CARE--9.8% Landauer, Inc. 55,900 $ 3,073 Owens & Minor, Inc. 82,100 3,715 Young Innovations, Inc. 56,900 1,497 --------------- 8,285 --------------- INDUSTRIALS--27.1% ABM Industries, Inc. 243,900 5,132 CLARCOR, Inc. 90,100 2,825 Graco, Inc. 68,500 1,909 Landstar System, Inc. 91,100 3,467 Lincoln Electric Holdings, Inc. 72,400 3,435 McGrath RentCorp 147,100 3,129 Roper Industries, Inc. 61,800 3,151 --------------- 23,048 --------------- INFORMATION TECHNOLOGY--8.6% Cass Information Systems, Inc. 40,800 1,218 Computer Services, Inc. 52,100 1,829 Syntel, Inc. 89,100 4,253 --------------- 7,300 --------------- MATERIALS--2.2% Balchem Corp. 70,100 1,844 --------------- TOTAL COMMON STOCKS (IDENTIFIED COST $73,964) 80,127 --------------- TOTAL LONG-TERM INVESTMENTS--94.3% (IDENTIFIED COST $73,964) 80,127 --------------- SHARES VALUE --------------- --------------- SHORT-TERM INVESTMENTS--6.3% MONEY MARKET MUTUAL FUNDS--6.3% State Street Institutional Liquid Reserves Fund - Institutional Shares (seven-day effective yield 0.260%) 5,346,897 $ 5,347 TOTAL SHORT-TERM INVESTMENTS (IDENTIFIED COST $5,347) 5,347 TOTAL INVESTMENTS--100.6% (IDENTIFIED COST $79,311) 85,474(1) Other assets and liabilities, net--(0.6)% (507) --------------- NET ASSETS--100.0% $ 84,967 =============== The following table provides a summary of inputs used to value the Fund's net assets as of September 30, 2009 (see Security Valuation Note 2A in the Notes to Financial Statements): Total Value at Level 1 - September 30, 2009 Quoted Prices ------------------ ------------- INVESTMENT IN SECURITIES: Equity Securities: Common Stocks $80,127 $80,127 Short-Term Investments 5,347 5,347 ------- ------- Total Investments $85,474 $85,474 ------- ------- There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities. Security abbreviation definitions and footnote explanations are located under the Key Investment Terms and Footnote Legend on page 2. See Notes to Financial Statements 12 VIRTUS SMALL-CAP CORE FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) SHARES VALUE --------------- --------------- COMMON STOCKS--96.0% CONSUMER DISCRETIONARY--8.8% Pool Corp. 56,100 $ 1,246 Steiner Leisure Ltd.(2) 45,300 1,620 Tempur-Pedic International, Inc.(2) 63,230 1,198 --------------- 4,064 --------------- CONSUMER STAPLES--3.2% Chattem, Inc.(2) 22,300 1,481 --------------- ENERGY--4.4% CARBO Ceramics, Inc. 39,000 2,011 --------------- FINANCIALS--12.0% Brown & Brown, Inc. 68,500 1,312 Cohen & Steers, Inc. 65,700 1,577 Federated Investors, Inc. Class B 46,400 1,224 Financial Federal Corp. 57,550 1,420 --------------- 5,533 --------------- HEALTH CARE--15.7% Abaxis, Inc.(2) 68,000 1,819 Computer Programs & Systems, Inc. 36,500 1,512 Haemonetics Corp.(2) 31,400 1,762 Techne Corp. 33,900 2,120 --------------- 7,213 --------------- SHARES VALUE --------------- --------------- INDUSTRIALS--25.0% ABM Industries, Inc. 43,100 $ 907 Advisory Board Co. (The)(2) 35,025 880 Exponent, Inc.(2) 16,000 451 Forward Air Corp. 67,000 1,551 HEICO Corp. Class A 49,300 1,672 Lincoln Electric Holdings, Inc. 35,400 1,680 RBC Bearings, Inc.(2) 61,800 1,442 Rollins, Inc. 36,900 695 Roper Industries, Inc. 43,900 2,238 --------------- 11,516 --------------- INFORMATION TECHNOLOGY--22.9% ANSYS, Inc.(2) 59,250 2,220 Blackbaud, Inc. 115,372 2,677 FactSet Research Systems, Inc. 37,700 2,497 Jack Henry & Associates, Inc. 78,615 1,845 ScanSource, Inc.(2) 45,509 1,289 --------------- 10,528 --------------- MATERIALS--4.0% AptarGroup, Inc. 49,100 1,834 --------------- TOTAL COMMON STOCKS (IDENTIFIED COST $35,610) 44,180 --------------- TOTAL LONG-TERM INVESTMENTS--96.0% (IDENTIFIED COST $35,610) 44,180 --------------- SHARES VALUE --------------- --------------- SHORT-TERM INVESTMENTS--5.3% MONEY MARKET MUTUAL FUNDS--5.3% State Street Institutional Liquid Reserves Fund - Institutional Shares (seven-day effective yield 0.260%) 2,451,304 $ 2,451 TOTAL SHORT-TERM INVESTMENTS (IDENTIFIED COST $2,451) 2,451 TOTAL INVESTMENTS--101.3% (IDENTIFIED COST $38,061) 46,631(1) Other assets and liabilities, net--(1.3)% (585) --------------- NET ASSETS--100.0% $ 46,046 =============== The following table provides a summary of inputs used to value the Fund's net assets as of September 30, 2009 (see Security Valuation Note 2A in the Notes to Financial Statements): Total Value at Level 1 - September 30, 2009 Quoted Prices ------------------ ------------- INVESTMENT IN SECURITIES: Equity Securities: Common Stocks $44,180 $44,180 Short-Term Investments 2,451 2,451 ------- ------- Total Investments $46,631 $46,631 ------- ------- There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities. Security abbreviation definitions and footnote explanations are located under the Key Investment Terms and Footnote Legend on page 2. See Notes to Financial Statements 13 VIRTUS SMALL-CAP GROWTH FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) SHARES VALUE --------------- --------------- COMMON STOCKS--100.3% CONSUMER DISCRETIONARY--11.4% Aeropostale, Inc.(2) 23,900 $ 1,039 Burger King Holdings, Inc. 31,300 550 Chico's FAS, Inc.(2) 86,700 1,127 Children's Place Retail Stores, Inc. (The)(2) 27,600 827 Guess?, Inc. 25,800 956 Jack in the Box, Inc.(2) 43,600 893 LKQ Corp.(2) 33,883 628 Pep Boys - Manny Moe & Jack (The) 92,700 906 --------------- 6,926 --------------- CONSUMER STAPLES--3.3% Darling International, Inc.(2) 157,500 1,158 Ralcorp Holdings, Inc.(2) 14,800 865 --------------- 2,023 --------------- ENERGY--7.1% Brigham Exploration Co.(2) 111,400 1,012 Dril-Quip, Inc.(2) 15,500 769 Global Industries Ltd.(2) 65,000 617 Massey Energy Co. 19,400 541 Pride International, Inc.(2) 23,000 700 Swift Energy Co.(2) 27,600 654 --------------- 4,293 --------------- FINANCIALS--5.0% Knight Capital Group, Inc. Class A(2) 46,100 1,003 Lazard Ltd. Class A 27,900 1,152 MF Global Ltd.(2) 123,500 898 --------------- 3,053 --------------- HEALTH CARE--21.4% Alexion Pharmaceuticals, Inc.(2) 19,700 878 BioMarin Pharmaceutical, Inc.(2) 40,400 730 ev3, Inc.(2) 55,100 678 Haemonetics Corp.(2) 15,000 842 HMS Holdings Corp.(2) 25,000 956 Luminex Corp.(2) 71,800 1,221 SHARES VALUE --------------- --------------- HEALTH CARE--CONTINUED Myriad Genetics, Inc.(2) 38,400 $ 1,052 Neogen Corp.(2) 34,048 1,099 NuVasive, Inc.(2) 29,823 1,245 Onyx Pharmaceuticals, Inc.(2) 27,900 836 Perrigo Co. 37,000 1,258 Phase Forward, Inc.(2) 38,000 534 Thoratec Corp.(2) 31,200 944 United Therapeutics Corp.(2) 14,200 696 --------------- 12,969 --------------- INDUSTRIALS--14.8% American Superconductor Corp.(2) 28,451 954 Atlas Air Worldwide Holdings, Inc.(2) 30,700 981 Beacon Roofing Supply, Inc.(2) 48,500 775 Bucyrus International, Inc. 28,100 1,001 Harsco Corp. 21,100 747 II-VI, Inc.(2) 26,284 669 Landstar System, Inc. 21,900 834 Navistar International Corp.(2) 15,700 587 SPX Corp. 14,600 895 Timken Co. (The) 28,000 656 Yingli Green Energy Holding Co. Ltd. ADR(2) 69,600 867 --------------- 8,966 --------------- INFORMATION TECHNOLOGY--31.1% Advanced Energy Industries, Inc.(2) 73,100 1,041 AsiaInfo Holdings, Inc.(2) 66,800 1,334 Atheros Communications, Inc.(2) 38,500 1,021 Cavium Networks, Inc.(2) 40,600 872 Ciena Corp.(2) 36,300 591 CommScope, Inc.(2) 40,200 1,203 Constant Contact, Inc.(2) 36,000 693 Cybersource Corp.(2) 61,700 1,029 FormFactor, Inc.(2) 42,000 1,005 GSI Commerce, Inc.(2) 48,000 926 Netezza Corp.(2) 91,500 1,028 Nuance Communications, Inc.(2) 64,300 962 SHARES VALUE --------------- --------------- INFORMATION TECHNOLOGY--CONTINUED ON Semiconductor Corp.(2) 106,000 $ 874 Plantronics, Inc. 35,000 938 PMC-Sierra, Inc.(2) 67,500 645 Riverbed Technology, Inc.(2) 46,900 1,030 Rovi Corp.(2) 31,600 1,062 Silicon Laboratories, Inc.(2) 20,800 964 Sourcefire, Inc.(2) 34,400 739 Volterra Semiconductor Corp.(2) 50,654 931 --------------- 18,888 --------------- MATERIALS--3.1% FMC Corp. 15,900 894 Nalco Holding Co. 49,000 1,004 --------------- 1,898 --------------- TELECOMMUNICATION SERVICES--1.9% Neutral Tandem, Inc.(2) 51,300 1,168 --------------- UTILITIES--1.2% Ormat Technologies, Inc. 17,000 694 --------------- TOTAL COMMON STOCKS (IDENTIFIED COST $50,733) 60,878 --------------- TOTAL LONG-TERM INVESTMENTS--100.3% (IDENTIFIED COST $50,733) 60,878 --------------- SHORT-TERM INVESTMENTS--0.1% MONEY MARKET MUTUAL FUNDS--0.1% State Street Institutional Liquid Reserves Fund - Institutional Shares (seven-day effective yield 0.260%) 44,335 44 --------------- TOTAL SHORT-TERM INVESTMENTS (IDENTIFIED COST $44) 44 --------------- TOTAL INVESTMENTS--100.4% (IDENTIFIED COST $50,777) 60,922(1) Other assets and liabilities, net--(0.4)% (244) --------------- NET ASSETS--100.0% $ 60,678 =============== The following table provides a summary of inputs used to value the Fund's net assets as of September 30, 2009 (see Security Valuation Note 2A in the Notes to Financial Statements): Total Value at Level 1 - September 30, 2009 Quoted Prices ------------------ ------------- INVESTMENT IN SECURITIES: Equity Securities: Common Stocks $60,878 $60,878 Short-Term Investments 44 44 ------- ------- Total Investments $60,922 $60,922 ======= ======= There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities. Security abbreviation definitions and footnote explanations are located under the Key Investment Terms and Footnote Legend on page 2. See Notes to Financial Statements 14 VIRTUS SMALL-CAP SUSTAINABLE GROWTH FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) SHARES VALUE --------------- --------------- COMMON STOCKS--94.3% CONSUMER DISCRETIONARY--12.3% Aaron Rents, Inc. 8,000 $ 211 Ambassadors Group, Inc. 2,056 32 Morningstar, Inc.(2) 4,800 233 Strayer Education, Inc. 950 207 --------------- 683 --------------- CONSUMER STAPLES--4.2% Hansen Natural Corp.(2) 6,400 235 --------------- ENERGY--7.4% NATCO Group, Inc. Class A(2) 5,700 252 Petroleum Development Corp.(2) 3,300 62 Tesco Corp.(2) 12,000 96 --------------- 410 --------------- FINANCIALS--2.9% World Acceptance Corp.(2) 6,500 164 --------------- HEALTH CARE--19.8% Abaxis, Inc.(2) 12,700 340 Meridian Bioscience, Inc. 10,600 266 National Research Corp. 9,400 227 Techne Corp. 4,300 269 --------------- 1,102 --------------- SHARES VALUE --------------- --------------- INDUSTRIALS--14.9% Copart, Inc.(2) 7,650 $ 254 Forward Air Corp. 9,150 212 HEICO Corp. Class A 7,400 251 Omega Flex, Inc. 6,532 109 --------------- 826 --------------- INFORMATION TECHNOLOGY--32.8% ANSYS, Inc.(2) 8,650 324 Blackbaud, Inc. 15,200 353 Cabot Microelectronics Corp.(2) 4,650 162 FactSet Research Systems, Inc. 3,550 235 Hittite Microwave Corp.(2) 7,150 263 Quality Systems, Inc. 3,350 206 ScanSource, Inc.(2) 9,850 279 --------------- 1,822 --------------- TOTAL COMMON STOCKS (IDENTIFIED COST $4,400) 5,242 --------------- TOTAL LONG-TERM INVESTMENTS--94.3% (IDENTIFIED COST $4,400) 5,242 --------------- SHARES VALUE --------------- --------------- SHORT-TERM INVESTMENTS--10.4% MONEY MARKET MUTUAL FUNDS--10.4% State Street Institutional Liquid Reserves Fund - Institutional Shares (seven-day effective yield 0.260%) 575,445 $ 575 --------------- TOTAL SHORT-TERM INVESTMENTS (IDENTIFIED COST $575) 575 --------------- TOTAL INVESTMENTS--104.7% (IDENTIFIED COST $4,975) 5,817(1) Other assets and liabilities, net--(4.7)% (262) --------------- NET ASSETS--100.0% $ 5,555 =============== The following table provides a summary of inputs used to value the Fund's net assets as of September 30, 2009 (see Security Valuation Note 2A in the Notes to Financial Statements): Total Value at Level 1 - September 30, 2009 Quoted Prices ------------------ -------------- INVESTMENT IN SECURITIES: Equity Securities: Common Stocks $5,242 $5,242 Short-Term Investments 575 575 ------ ------ Total Investments $5,817 $5,817 ====== ====== There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities. Security abbreviation definitions and footnote explanations are located under the Key Investment Terms and Footnote Legend on page 2. See Notes to Financial Statements 15 VIRTUS STRATEGIC GROWTH FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) SHARES VALUE --------------- --------------- COMMON STOCKS--100.3% CONSUMER DISCRETIONARY--10.0% Amazon.com, Inc.(2) 16,890 $ 1,577 American Eagle Outfitters, Inc. 142,010 2,394 DreamWorks Animation SKG, Inc. Class A(2) 45,130 1,605 Jack in the Box, Inc.(2) 73,730 1,511 LKQ Corp.(2) 86,900 1,611 Lowe's Cos., Inc. 107,400 2,249 McDonald's Corp. 40,070 2,287 Yum! Brands, Inc. 65,710 2,218 --------------- 15,452 --------------- CONSUMER STAPLES--11.8% Colgate-Palmolive Co. 41,310 3,151 CVS Caremark Corp. 67,260 2,404 General Mills, Inc. 35,560 2,289 Kroger Co. (The) 108,250 2,234 PepsiCo, Inc. 37,750 2,215 Philip Morris International, Inc. 33,330 1,625 Ralcorp Holdings, Inc.(2) 34,960 2,044 Safeway, Inc. 117,300 2,313 --------------- 18,275 --------------- ENERGY--6.8% Pride International, Inc.(2) 57,770 1,758 Range Resources Corp. 38,440 1,897 Schlumberger Ltd. 28,820 1,718 Transocean Ltd.(2) 33,413 2,858 Weatherford International Ltd.(2) 113,110 2,345 --------------- 10,576 --------------- FINANCIALS--5.3% BlackRock, Inc. 10,950 2,374 Goldman Sachs Group, Inc. (The) 18,790 3,464 Invesco Ltd. 105,800 2,408 --------------- 8,246 --------------- HEALTH CARE--13.0% Abbott Laboratories 36,870 1,824 Allergan, Inc. 33,080 1,878 Amgen, Inc.(2) 22,310 1,344 Biogen Idec, Inc.(2) 15,060 761 Bristol-Myers Squibb Co. 110,760 2,494 Celgene Corp.(2) 51,290 2,867 Genzyme Corp.(2) 28,140 1,596 Gilead Sciences, Inc.(2) 35,580 1,657 Mylan, Inc.(2) 89,500 1,433 Myriad Genetics, Inc.(2) 75,000 2,055 Perrigo Co. 65,710 2,234 --------------- 20,143 --------------- SHARES VALUE --------------- --------------- INDUSTRIALS--9.5% ABB Ltd. Sponsored ADR(2) 88,830 $ 1,780 Joy Global, Inc. 57,790 2,828 Norfolk Southern Corp. 50,910 2,195 SPX Corp. 24,590 1,507 Stericycle, Inc.(2) 45,160 2,188 Timken Co. (The) 95,000 2,226 United Technologies Corp. 31,180 1,900 --------------- 14,624 --------------- INFORMATION TECHNOLOGY--36.5% Adobe Systems, Inc.(2) 70,500 2,329 Apple, Inc.(2) 27,960 5,183 Applied Materials, Inc. 169,500 2,271 Broadcom Corp. Class A(2) 106,380 3,265 Cisco Systems, Inc.(2) 174,950 4,118 CommScope, Inc.(2) 35,000 1,048 eBay, Inc.(2) 103,420 2,442 Electronic Arts, Inc.(2) 103,000 1,962 EMC Corp.(2) 157,220 2,679 Google, Inc. Class A(2) 8,925 4,425 Hewlett-Packard Co. 93,680 4,423 International Business Machines Corp. 30,520 3,651 Marvell Technology Group Ltd.(2) 198,580 3,215 Microsoft Corp. 117,700 3,047 Nuance Communications, Inc.(2) 149,470 2,236 Oracle Corp. 143,100 2,982 QUALCOMM, Inc. 59,570 2,678 Research In Motion Ltd.(2) 25,680 1,735 Silicon Laboratories, Inc.(2) 59,200 2,745 --------------- 56,434 --------------- MATERIALS--5.5% FMC Corp. Class A 28,310 1,592 Freeport-McMoRan Copper & Gold, Inc.(2) 22,090 1,516 Monsanto Co. 24,140 1,868 Nalco Holding Co. 90,100 1,846 United States Steel Corp. 37,900 1,682 --------------- 8,504 --------------- TELECOMMUNICATION SERVICES--1.9% American Tower Corp. Class A(2) 59,870 2,179 Neutral Tandem, Inc.(2) 34,320 781 --------------- 2,960 --------------- TOTAL COMMON STOCKS (IDENTIFIED COST $134,044) 155,214 --------------- TOTAL LONG-TERM INVESTMENTS--100.3% (IDENTIFIED COST $134,044) 155,214 --------------- SHARES VALUE --------------- --------------- SHORT-TERM INVESTMENTS--0.2% MONEY MARKET MUTUAL FUNDS--0.2% State Street Institutional Liquid Reserves Fund - Institutional Shares (seven-day effective yield 0.260%) 280,639 $ 281 --------------- TOTAL SHORT-TERM INVESTMENTS (IDENTIFIED COST $281) 281 --------------- TOTAL INVESTMENTS--100.5% (IDENTIFIED COST $134,325) 155,495(1) Other assets and liabilities, net--(0.5)% (819) --------------- NET ASSETS--100.0% $ 154,676 =============== COUNTRY WEIGHTINGS as of September 30, 2009+ United States 89% Switzerland 4 Bermuda 3 Cayman Islands 2 Canada 1 Netherlands 1 --- Total 100% --- + % of total investments as of September 30, 2009 The following table provides a summary of inputs used to value the Fund's net assets as of September 30, 2009 (see Security Valuation Note 2A in the Notes to Financial Statements): Total Value at September 30, Level 1 - 2009 Quoted Prices -------------- ------------- INVESTMENT IN SECURITIES: Equity Securities: Common Stocks $155,214 $155,214 Short-Term Investments 281 281 -------- -------- Total Investments $155,495 $155,495 ======== ======== There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities. Security abbreviation definitions and footnote explanations are located under the Key Investment Terms and Footnote Legend on page 2. See Notes to Financial Statements 16 VIRTUS TACTICAL ALLOCATION FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) PAR VALUE VALUE --------------- --------------- U.S. GOVERNMENT SECURITIES--10.0% U.S. Treasury Bond 3.500%, 2/15/39 $ 2,235 $ 2,025 U.S. Treasury Note 0.875%, 4/30/11 2,735 2,743 2.625%, 6/30/14 6,365 6,478 4.750%, 8/15/17 3,495 3,894 3.125%, 5/15/19 4,795 4,718 --------------- TOTAL U.S. GOVERNMENT SECURITIES (IDENTIFIED COST $19,404) 19,858 --------------- MORTGAGE-BACKED SECURITIES--19.5% AGENCY--14.9% FHLMC R010-AB 5.500%, 12/15/19 216 225 5.000%, 1/1/35 5,028 5,221 FNMA 5.000%, 6/1/18 940 999 4.500%, 12/1/18 591 613 4.000%, 7/1/19 474 493 5.000%, 8/1/20 261 276 4.500%, 11/1/20 867 899 6.000%, 11/1/31 219 233 5.500%, 7/1/34 1,585 1,666 6.000%, 11/1/34 3,481 3,699 5.000%, 3/1/36 150 155 5.500%, 3/1/36 1,503 1,579 6.000%, 9/1/36 291 308 5.500%, 11/1/36 1,082 1,135 6.500%, 7/1/37 1,487 1,592 6.000%, 9/1/37 453 479 5.000%, 2/1/38 345 357 6.000%, 2/1/38 420 444 6.500%, 3/1/38 2,735 2,946 5.000%, 4/1/38 233 241 5.000%, 5/1/38 1,304 1,349 5.500%, 6/1/38 1,145 1,200 6.000%, 11/1/38 1,271 1,343 6.000%, 3/1/39 542 572 FNMA REMICs 03-42, HC 4.500%, 12/25/17 214 222 GNMA 6.500%, 11/15/23 91 97 6.500%, 11/15/23 9 10 6.500%, 11/15/23 110 117 6.500%, 11/15/23 55 59 6.500%, 12/15/23 116 124 6.500%, 12/15/23 84 89 6.500%, 12/15/23 103 110 6.500%, 3/15/24 76 81 6.500%, 4/15/24 42 45 6.500%, 7/15/24 434 462 --------------- 29,440 --------------- NON-AGENCY--4.6% Banc of America Commercial Mortgage, Inc. 05-1, A4 5.141%, 11/10/42(3) 125 126 06-1, A4 5.372%, 9/10/45(3) 410 379 07-1, A4 5.451%, 1/15/49 825 730 PAR VALUE VALUE --------------- --------------- NON-AGENCY--CONTINUED Bear Stearns Commercial Mortgage Securities 06-PW12, A4 5.903%, 9/11/38(3) $ 160 $ 155 Credit Suisse Mortgage Capital Certificates 06-C1, A4 5.609%, 2/15/39(3) 2,050 1,936 First Horizon Asset Securities, Inc. 05-AR1, 2A1 5.006%, 4/25/35(3) 636 573 GS Mortgage Securities Corp. II 05-GG4, A3 4.607%, 7/10/39 1,110 1,055 07-GG10, A4 5.999%, 8/10/45(3) 600 496 JPMorgan Chase Commercial Mortgage Securities Corp. 06-CB17, A4 5.429%, 12/12/43 410 379 Lehman Brothers - UBS Commercial Mortgage Trust 04-C7, A6 4.786%, 10/15/29(3) 1,800 1,688 Morgan Stanley Capital I 06-T23, A4 5.984%, 8/12/41(3) 270 265 05-IQ9, A3 4.540%, 7/15/56 270 268 Wachovia Bank Commercial Mortgage Trust 05-C19, A5 4.661%, 5/15/44 245 247 Wells Fargo Mortgage-Backed Securities Trust 05-AR4, 2A1 4.514%, 4/25/35(3) 889 813 --------------- 9,110 --------------- TOTAL MORTGAGE-BACKED SECURITIES (IDENTIFIED COST $38,349) 38,550 --------------- ASSET-BACKED SECURITIES--0.4% Associates Manufactured Housing Pass-Through Certificate 97-2, A6 7.075%, 3/15/28(3) 194 192 Bosphorus Financial Services Ltd. 144A 2.240%, 2/15/12(3)(4) 156 138 Capital One Auto Finance Trust 07-B, A3A 5.030%, 4/15/12 398 403 GMAC Mortgage Corp. Loan Trust 05-HE2, A3 4.622%, 11/25/35 (3) 34 33 Wachovia Auto Loan Owner Trust 06-2A, A3 144A 5.230%, 8/22/11(4) 13 13 --------------- TOTAL ASSET-BACKED SECURITIES (IDENTIFIED COST $795) 779 --------------- CORPORATE BONDS--18.4% CONSUMER DISCRETIONARY--2.3% Affinion Group, Inc. 10.125%, 10/15/13 320 330 PAR VALUE VALUE --------------- --------------- CONSUMER DISCRETIONARY--CONTINUED Comcast Corp. 5.700%, 7/1/19 $ 895 $ 946 COX Communications, Inc. 144A 6.250%, 6/1/18 (4) 300 318 Hasbro, Inc. 6.300%, 9/15/17 275 288 Mediacom Broadband LLC/Mediacom Broadband Corp. 8.500%, 10/15/15 265 269 Nebraska Book Co., Inc. 144A 10.000%, 12/1/11 (4) 500 499 Royal Caribbean Cruises Ltd. 7.250%, 6/15/16 340 316 Time Warner Cable, Inc. 5.850%, 5/1/17 160 169 8.250%, 4/1/19 585 707 Videotron Ltee 6.375%, 12/15/15 225 216 WMG Holdings Corp. 0.000%, 12/15/14(3) 520 503 --------------- 4,561 --------------- CONSUMER STAPLES--2.1% Alliance One International, Inc. 144A 10.000%, 7/15/16 (4) 310 321 Altria Group, Inc. 9.250%, 8/6/19 805 984 ASG Consolidated LLC/ASG Finance, Inc. 11.500%, 11/1/11(3) 325 317 CVS Caremark Corp. 6.125%, 9/15/39 180 183 Delhaize Group 6.500%, 6/15/17 465 506 Dole Food Co., Inc. 7.250%, 6/15/10 195 196 Kraft Foods, Inc. 5.625%, 11/1/11 465 495 Lorillard Tobacco Co. 8.125%, 6/23/19 440 499 Reynolds American, Inc. 7.300%, 7/15/15 550 574 --------------- 4,075 --------------- ENERGY--1.2% Buckeye Partners LP 6.050%, 1/15/18 75 78 Kinder Morgan Finance Co. 5.700%, 1/5/16 930 890 Petroleos Mexicanos 144A 4.875%, 3/15/15 (4) 245 242 Petropower I Funding Trust 144A 7.360%, 2/15/14 (4) 838 836 Plains All American Pipeline LP/PAA Finance Corp. 4.250%, 9/1/12 90 93 Rowan Cos., Inc. 7.875%, 8/1/19 160 172 TEPPCO Partners LP 7.625%, 2/15/12 150 166 --------------- 2,477 --------------- See Notes to Financial Statements 17 VIRTUS TACTICAL ALLOCATION FUND SCHEDULE OF INVESTMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) PAR VALUE VALUE --------------- --------------- FINANCIALS--7.8% American Express Co. 7.250%, 5/20/14 $ 435 $ 489 Bank of America Corp. 6.500%, 8/1/16 80 84 5.750%, 8/15/16 300 295 5.750%, 12/1/17 205 205 5.650%, 5/1/18 300 296 Bank of New York/Mellon Corp. (The) 4.950%, 11/1/12 370 401 Barclays Bank plc 5.200%, 7/10/14 395 417 Series 1, 5.000%, 9/22/16 395 400 Bear Stearns Cos., Inc. LLC (The) 7.250%, 2/1/18 330 377 Capital One Financial Corp. 7.375%, 5/23/14 455 508 Citigroup, Inc. 5.000%, 9/15/14 340 324 5.500%, 10/15/14 500 499 4.875%, 5/7/15 460 430 Credit Suisse New York 5.000%, 5/15/13 330 349 Ford Motor Credit Co. LLC 7.500%, 8/1/12 260 250 General Electric Capital Corp. 3.500%, 8/13/12 800 810 6.875%, 1/10/39 515 539 GMAC, Inc. 144A 6.750%, 12/1/14 (4) 73 63 Goldman Sachs Group, Inc. (The) 5.950%, 1/18/18 280 290 6.150%, 4/1/18 225 237 International Lease Finance Corp. 4.750%, 1/13/12 375 318 JPMorgan Chase & Co. 5.250%, 5/1/15 350 356 Series 1 7.900%, 12/31/49(3) 214 205 Macquarie Group Ltd. 144A 7.300%, 8/1/14 (4) 910 972 Merrill Lynch & Co., Inc. 6.110%, 1/29/37 415 395 Metropolitan Life Global Funding I 144A 2.875%, 9/17/12 (4) 540 538 Morgan Stanley 6.000%, 4/28/15 435 461 7.300%, 5/13/19 430 473 Northern Trust Co. (The) 6.500%, 8/15/18 250 285 Prudential Financial, Inc. 3.625%, 9/17/12 640 644 Rabobank Nederland NV 144A 11.000%, 12/31/49 (3)(4) 400 490 Royal Bank of Scotland Group plc 5.050%, 1/8/15 695 623 Series 1 9.118%, 3/31/49 430 398 Simon Property Group LP 6.750%, 5/15/14 470 504 PAR VALUE VALUE --------------- --------------- FINANCIALS--CONTINUED SunTrust Banks, Inc. 5.250%, 11/5/12 $ 370 $ 382 Wachovia Bank NA 5.000%, 8/15/15 250 241 Wachovia Corp. 4.875%, 2/15/14 435 443 Westfield Capital Corp. Ltd./Westfield Finance Authority 144A 5.125%, 11/15/14 (4) 420 409 --------------- 15,400 --------------- HEALTH CARE--0.2% Quest Diagnostics, Inc. 6.400%, 7/1/17 330 359 --------------- INDUSTRIALS--0.6% Allied Waste North America, Inc. 6.125%, 2/15/14 500 512 Hutchison Whampoa Ltd. 144A 5.750%, 9/11/19 (4) 185 186 Pitney Bowes, Inc. 4.750%, 5/15/18 450 458 --------------- 1,156 --------------- INFORMATION TECHNOLOGY--0.5% Fiserv, Inc. 6.125%, 11/20/12 455 493 Intuit, Inc. 5.750%, 3/15/17 80 84 L-3 Communications Corp. 144A 5.200%, 10/15/19 (4) 95 95 Xerox Corp. 6.750%, 2/1/17 385 408 --------------- 1,080 --------------- MATERIALS--0.6% Dow Chemical Co. (The) 6.000%, 10/1/12 465 495 5.900%, 2/15/15 405 416 Holcim U.S. Finance S.a.r.l. & Cie S.C.S. 144A 6.000%, 12/30/19 (4) 195 197 --------------- 1,108 --------------- TELECOMMUNICATION SERVICES--2.6% AT&T, Inc. 5.625%, 6/15/16 550 592 5.800%, 2/15/19 460 492 Citizen Communications Co. 6.250%, 1/15/13 235 231 France Telecom SA 4.375%, 7/8/14 155 162 Global Crossing Ltd. 144A 12.000%, 9/15/15 (4) 45 47 Qwest Corp. 7.875%, 9/1/11 150 155 6.500%, 6/1/17 190 179 PAR VALUE VALUE --------------- --------------- TELECOMMUNICATION SERVICES--CONTINUED Sprint Capital Corp. 8.375%, 3/15/12 $ 730 $ 757 Telecom Italia Capital SA 6.999%, 6/4/18 250 276 7.175%, 6/18/19 440 491 Telefonica Emisiones SAU 5.877%, 7/15/19 320 348 Verizon Communications, Inc. 4.900%, 9/15/15 275 291 6.350%, 4/1/19 380 420 West Corp. 9.500%, 10/15/14 290 286 Windstream Corp. 7.000%, 3/15/19 530 498 --------------- 5,225 --------------- UTILITIES--0.5% AmeriGas Partners LP 7.250%, 5/20/15 500 490 FirstEnergy Solutions Corp. 144A 6.050%, 8/15/21(4) 180 186 Northeast Utilities 5.650%, 6/1/13 265 274 --------------- 950 --------------- TOTAL CORPORATE BONDS (IDENTIFIED COST $35,177) 36,391 --------------- SHARES --------------- PREFERRED STOCK--0.0% FINANCIALS--0.0% Preferred Blocker, Inc. (GMAC) Pfd. 144A 7.000%(4) 68 40 --------------- TOTAL PREFERRED STOCK (IDENTIFIED COST $21) 40 --------------- COMMON STOCKS--47.5% CONSUMER DISCRETIONARY--3.4% McDonald's Corp. 35,000 1,997 NIKE, Inc. Class B 40,000 2,588 Under Armour, Inc.(2) 76,000 2,115 --------------- 6,700 --------------- CONSUMER STAPLES--5.4% Altria Group, Inc. 122,000 2,173 Bunge Ltd. 30,000 1,878 Costco Wholesale Corp. 38,000 2,146 PepsiCo, Inc. 37,000 2,170 Philip Morris International, Inc. 47,900 2,335 --------------- 10,702 --------------- ENERGY--6.5% ConocoPhillips 47,900 2,163 Halliburton Co. 86,000 2,332 Massey Energy Co. 45,000 1,255 See Notes to Financial Statements 18 VIRTUS TACTICAL ALLOCATION FUND SCHEDULE OF INVESTMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) SHARES VALUE --------------- --------------- ENERGY--CONTINUED Occidental Petroleum Corp. 27,000 $ 2,117 Petroleo Brasileiro SA ADR 55,000 2,525 Valero Energy Corp. 125,000 2,424 --------------- 12,816 --------------- FINANCIALS--3.5% Allstate Corp. (The) 45,000 1,378 Goldman Sachs Group, Inc. (The) 12,000 2,212 Hudson City Bancorp, Inc. 152,800 2,009 Reinsurance Group of America, Inc. 30,000 1,338 --------------- 6,937 --------------- HEALTH CARE--6.3% Biogen Idec, Inc.(2) 44,000 2,223 Gilead Sciences, Inc.(2) 46,000 2,143 Johnson & Johnson 36,200 2,204 Merck & Co., Inc. 51,000 1,613 Shire plc ADR 4,950 259 St. Jude Medical, Inc.(2) 50,000 1,951 UnitedHealth Group, Inc. 83,600 2,093 --------------- 12,486 --------------- INDUSTRIALS--6.3% Boeing Co. (The) 42,000 2,274 Caterpillar, Inc. 27,000 1,386 Continental Airlines, Inc.(2) 129,000 2,121 Foster Wheeler AG(2) 73,000 2,330 L-3 Communications Holdings, Inc. 28,900 2,321 Union Pacific Corp. 35,000 2,042 --------------- 12,474 --------------- INFORMATION TECHNOLOGY--8.8% Cisco Systems, Inc.(2) 97,000 2,283 Corning, Inc. 138,000 2,113 Hewlett-Packard Co. 47,000 2,219 SHARES VALUE --------------- --------------- INFORMATION TECHNOLOGY--CONTINUED International Business Machines Corp. 19,000 $ 2,272 Microsoft Corp. 84,000 2,175 Nokia Oyj Sponsored ADR 137,000 2,002 QUALCOMM, Inc. 48,400 2,177 Research In Motion Ltd.(2) 32,000 2,162 --------------- 17,403 --------------- MATERIALS--4.0% Alcoa, Inc. 115,000 1,509 Freeport-McMoRan Copper & Gold, Inc.(2) 34,000 2,333 Nucor Corp. 46,000 2,162 Potash Corp. of Saskatchewan, Inc. 21,000 1,897 --------------- 7,901 --------------- TELECOMMUNICATION SERVICES--2.2% AT&T, Inc. 82,000 2,215 Verizon Communications, Inc. 70,000 2,119 --------------- 4,334 --------------- UTILITIES--1.1% Exelon Corp. 42,000 2,084 --------------- TOTAL COMMON STOCKS (IDENTIFIED COST $72,243) 93,837 --------------- EXCHANGE-TRADED FUNDS--1.8% PowerShares Deutsche Bank Agriculture Fund(2) 84,000 2,139 ProShares Ultrashort S&P 500(R) 35,000 1,415 --------------- TOTAL EXCHANGE-TRADED FUNDS (IDENTIFIED COST $3,676) 3,554 --------------- TOTAL LONG-TERM INVESTMENTS--97.6% (IDENTIFIED COST $169,665) 193,009 --------------- SHARES VALUE --------------- --------------- SHORT-TERM INVESTMENTS--2.4% MONEY MARKET MUTUAL FUNDS--2.4% State Street Institutional Liquid Reserves Fund - Institutional Shares (seven-day effective yield 0.260%) 4,651,098 $ 4,651 --------------- TOTAL SHORT-TERM INVESTMENTS (IDENTIFIED COST $4,651) 4,651 --------------- TOTAL INVESTMENTS--100.0% (IDENTIFIED COST $174,316) 197,660(1) Other Assets and Liabilities--0.0% (41) --------------- NET ASSETS--100.0% $ 197,619 =============== COUNTRY WEIGHTINGS as of September 30, 2009+ United States 89% Bermuda 2 Brazil 2 Canada 2 Finland 1 Switzerland 1 United Kingdom 1 Other 2 --- Total 100% --- + % of total investments as of September 30, 2009 See Notes to Financial Statements 19 VIRTUS TACTICAL ALLOCATION FUND SCHEDULE OF INVESTMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) The following table provides a summary of inputs used to value the Fund's net assets as of September 30, 2009 (see Security Valuation Note 2A in the Notes to Financial Statements): Level 2 - Level 3 - Total Value at Significant Significant September 30, Level 1 - Observable Unobservable 2009 Quoted Prices Inputs Inputs -------------- ------------- ----------- ------------ INVESTMENT IN SECURITIES: Debt Securities: U.S. Government Securities $ 19,858 $ -- $19,858 $ -- Mortgage-Backed Securities 38,550 -- 38,550 -- Asset-Backed Securities 779 -- 779 Corporate Debt 36,391 -- 35,555 836 Equity Securities: Preferred Stocks 40 40 -- -- Common Stocks 93,837 93,837 -- -- Exchange-Traded Funds 3,554 3,554 -- -- Short-Term Investments 4,651 4,651 -- -- -------- -------- ------- ---- Total Investments $197,660 $102,082 $94,742 $836 ======== ======== ======= ==== The following is a reconciliation of assets of the Fund for Level 3 investments for which significant unobservable inputs were used to determine fair value: Corporate Debt --------- INVESTMENTS IN SECURITIES: BALANCE AS OF MARCH 31, 2009 ......................... $818 Accrued discounts/premiums ........................... -- Realized gain (loss)(1) .............................. --(3) Change in unrealized appreciation (depreciation)(1) .. 99 Net purchases (sales) ................................ (81) Transfers in and/or out of Level 3(2) ................ -- ---- BALANCE AS OF SEPTEMBER 30, 2009 ..................... $836 ==== (1) Disclosed in the Statement of Operations under Net realized and unrealized gain (loss) on investments. (2) "Transfers in and/or out" represent the ending value as of September 30, 2009, for any investment security where a change in the pricing level occurred from the beginning to the end of the period. (3) Amount is less than $500. Certain level 3 security valuations have been determined based on availability of only a single broker source, which may or may not be a principal market maker. Other level 3 securities are without an active market or market participants and therefore are internally fair valued. These internally fair valued securities derive their valuation based on the review of inputs such as, but not limited to, similar securities, liquidity factors, capital structure, and credit analysis. Security abbreviation definitions and footnote explanations are located under the Key Investment Terms and Footnote Legend on page 2. See Notes to Financial Statements 20 THIS PAGE INTENTIONALLY BLANK. VIRTUS EQUITY TRUST STATEMENTS OF ASSETS AND LIABILITIES SEPTEMBER 30, 2009 (UNAUDITED) (Reported in thousands except shares and per share amounts) GROWTH & MID-CAP MID-CAP QUALITY QUALITY INCOME CORE GROWTH LARGE-CAP SMALL-CAP FUND FUND FUND VALUE FUND FUND ----------- ------- ---------- ---------- ---------- ASSETS Investment in securities at value(1) .......................... $ 143,748 $ 366 $ 83,745 $ 45,284 $ 85,474 Receivables Investment securities sold ........ 19,589 -- -- -- -- Fund shares sold .................. 13 -- --(2) 5 1,887 Receivable from adviser(3) ........ 186 11 -- -- -- Dividends and interest receivable ..................... 275 --(2) 35 56 282 Prepaid expenses ..................... 37 -- 31 28 24 ---------- ------- ---------- ---------- ---------- Total assets ................... 163,848 377 83,811 45,373 87,667 ---------- ------- ---------- ---------- ---------- LIABILITIES Payables Fund shares repurchased ........... 17,673 -- 84 57 2,349 Investment securities purchased ... 2,820 -- -- -- 217 Investment advisory fee ........... -- -- 48 20 65 Distribution and service fees ..... 53 --(2) 22 11 9 Administration fee ................ 10 --(2) 5 4 5 Transfer agent fees and expenses .. 63 --(2) 35 18 28 Trustees' fee and expenses ........ 2 --(2) 1 1 1 Professional fee .................. 19 11 19 19 19 Other accrued expenses ............ 14 -- 8 6 7 ---------- ------- ---------- ---------- ---------- Total liabilities .............. 20,654 11 222 136 2,700 ---------- ------- ---------- ---------- ---------- NET ASSETS ........................... $ 143,194 $ 366 $ 83,589 $ 45,237 $ 84,967 ========== ======= ========== ========== ========== NET ASSETS CONSIST OF: Capital paid in on shares of beneficial interest ............ $ 184,500 $ 325 $ 145,641 $ 77,895 $ 97,587 Accumulated undistributed net investment income (loss) ....... 439 --(2) (194) 136 353 Accumulated undistributed net realized gain (loss) ........... (73,999) 5 (69,773) (34,658) (19,136) Net unrealized appreciation (depreciation) on investments .. 32,254 36 7,915 1,864 6,163 ---------- ------- ---------- ---------- ---------- NET ASSETS ........................... $ 143,194 $ 366 $ 83,589 $ 45,237 $ 84,967 ========== ======= ========== ========== ========== CLASS A Net asset value (net assets/shares outstanding) per share ............ $ 13.55 $ 11.30 $ 12.55 $ 8.34 $ 8.87 Maximum offering price per share NAV/(1-5.75%) ..................... $ 14.38 $ 11.99 $ 13.32 $ 8.85 $ 9.41 Shares of beneficial interest outstanding, no par value, unlimited authorization ........... 7,258,766 12,381 5,911,678 5,006,124 3,666,609 Net Assets ........................... $ 98,335 $ 140 $ 74,199 $ 41,741 $ 32,539 CLASS B Net asset value (net assets/shares outstanding) and offering price per share ............................. $ 12.98 $ -- $ 10.98 $ -- $ -- Share of beneficial interest outstanding, no par value, unlimited authorization ........... 517,312 -- 355,378 -- -- Net Assets ........................... $ 6,717 $ -- $ 3,901 $ -- $ -- CLASS C Net asset value (net assets/shares outstanding) and offering price per share ............................. $ 12.97 $ 11.27 $ 10.98 $ 8.23 $ 8.87 Shares of beneficial interest outstanding, no par value, unlimited authorization 2,263,595 10,000 401,606 415,062 302,668 Net Assets ........................... $ 29,364 $ 113 $ 4,409 $ 3,416 $ 2,684 CLASS I Net asset value (net assets/shares outstanding) and offering price per share ............................. $ 13.54 $ 11.30 $ 12.62 $ 8.34 $ 8.88 Shares of beneficial interest outstanding, no par value, unlimited authorization ........... 648,519 10,000 85,543 9,614 5,601,485 Net Assets ........................... $ 8,778 $ 113 $ 1,080 $ 80 $ 49,744 (1) Investment in securities at cost .............................. $ 111,494 $ 330 $ 75,830 $ 43,420 $ 79,311 (2) Amount is less than $500 (not reported in thousands). (3) See Note 3 in the Notes to Financial Statements. See Notes to Financial Statements 22 VIRTUS EQUITY TRUST STATEMENTS OF ASSETS AND LIABILITIES (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) (Reported in thousands except shares and per share amounts) SMALL-CAP SMALL-CAP SMALL-CAP SUSTAINABLE STRATEGIC TACTICAL CORE GROWTH GROWTH GROWTH ALLOCATION FUND FUND FUND FUND FUND ---------- ---------- ----------- ----------- ----------- ASSETS Investment in securities at value(1) .......................... $ 46,631 $ 60,922 $ 5,817 $ 155,495 $ 197,660 Receivables Investment securities sold ......... -- 2,220 2,017 5,630 4,660 Fund shares sold ................... 184 9 -- 1 15 Dividends and interest receivable .. 10 8 2 92 1,043 Tax reclaims ....................... -- -- -- 9 -- Prepaid expenses ..................... 39 25 20 41 36 ---------- ---------- --------- ----------- ----------- Total assets ..................... 46,864 63,184 7,856 161,268 203,414 ---------- ---------- --------- ----------- ----------- LIABILITIES Payables Fund shares repurchased ............ 112 2,372 2,242 324 350 Investment securities purchased .... 631 -- 32 6,023 5,177 Investment advisory fee ............ 31 46 3 94 113 Distribution and service fees ...... 7 19 1 37 43 Administration fee ................. 2 4 1 10 14 Transfer agent fees and expenses ... 14 42 3 62 45 Trustees' fee and expenses ......... 1 1 --(2) 2 3 Professional fee ................... 16 16 19 26 27 Other accrued expenses ............. 4 6 --(2) 14 23 ---------- ---------- --------- ----------- ----------- Total liabilities ................ 818 2,506 2,301 6,592 5,795 ---------- ---------- --------- ----------- ----------- NET ASSETS ........................... $ 46,046 $ 60,678 $ 5,555 $ 154,676 $ 197,619 ========== ========== ========= =========== =========== NET ASSETS CONSIST OF: Capital paid in on shares of beneficial interest .............. $ 46,265 $ 149,212 $ 9,866 $ 225,686 $ 208,405 Accumulated undistributed net investment income (loss).......... (70) (428) (39) (290) (150) Accumulated undistributed net realized gain (loss) ............. (8,719) (98,251) (5,114) (91,890) (33,980) Net unrealized appreciation (depreciation) on investments .... 8,570 10,145 842 21,170 23,344 ---------- ---------- --------- ----------- ----------- NET ASSETS ........................... $ 46,046 $ 60,678 $ 5,555 $ 154,676 $ 197,619 ========== ========== ========= =========== =========== CLASS A Net asset value (net assets/shares outstanding) per share ............. $ 13.29 $ 23.88 $ 8.71 $ 7.66 $ 7.73 Maximum offering price per share NAV/(1-5.75%) ...................... $ 14.10 $ 25.34 $ 9.24 $ 8.13 $ 8.20 Shares of beneficial interest outstanding, no par value, unlimited authorization ...................... 1,022,175 2,100,489 126,365 18,393,131 25,105,712 Net Assets ........................... $ 13,587 $ 50,157 $ 1,100 $ 140,802 $ 194,049 CLASS B Net asset value (net assets/shares outstanding) and offering price per share .............................. $ 12.41 $ 21.63 $ -- $ 6.76 $ 7.80 Share of beneficial interest outstanding, no par value, unlimited authorization ...................... 70,470 208,396 -- 629,506 301,784 Net Assets ........................... $ 875 $ 4,507 $ -- $ 4,255 $ 2,354 CLASS C Net asset value (net assets/shares outstanding) and offering price per share .............................. $ 12.43 $ 21.61 $ 8.49 $ 6.77 $ 7.87 Shares of beneficial interest outstanding, no par value, unlimited authorization ...................... 382,984 278,301 39,853 827,308 154,471 Net Assets ........................... $ 4,759 $ 6,014 $ 338 $ 5,597 $ 1,216 CLASS I Net asset value (net assets/shares outstanding) and offering price per share .............................. $ 13.60 $ -- $ 8.70 $ 7.72 $ -- Shares of beneficial interest outstanding, no par value, unlimited authorization ...................... 1,972,690 -- 473,335 521,134 -- Net Assets ........................... $ 26,825 $ -- $ 4,117 $ 4,022 $ -- (1) Investment in securities at cost $ 38,061 $ 50,777 $ 4,975 $ 134,325 $ 174,316 (2) Amount is less than $500 (not reported in thousands). See Notes to Financial Statements 23 VIRTUS EQUITY TRUST STATEMENTS OF OPERATIONS SIX MONTHS ENDED SEPTEMBER 30, 2009 (UNAUDITED) (Reported in thousands) GROWTH & MID-CAP MID-CAP QUALITY QUALITY INCOME CORE GROWTH LARGE-CAP SMALL-CAP FUND FUND(2) FUND VALUE FUND FUND -------- ------- -------- ---------- --------- INVESTMENT INCOME Dividends ............................ $ 1,694 $ 2 $ 387 $ 623 $ 1,090 Foreign taxes withheld ............... (25) -- (8) -- -- -------- ---- ------- -------- ------- Total investment income ........... 1,669 2 379 623 1,090 -------- ---- ------- -------- ------- EXPENSES Investment advisory fees ............. 558 1 301 193 324 Service fees, Class A ................ 130 --(1) 83 60 36 Distribution and service fees, Class B ........................... 33 -- 20 -- -- Distribution and service fees, Class C ........................... 137 --(1) 18 16 11 Administration fees .................. 62 --(1) 32 22 31 Transfer agent fee and expenses ...... 187 --(1) 117 59 161 Custodian fees ....................... 7 1 5 6 4 Printing fees and expenses ........... 27 5 10 7 9 Professional fees .................... 58 13 16 17 15 Registration fees .................... 24 12 27 17 24 Trustees' fee and expenses ........... 60 --(1) 4 3 3 Miscellaneous expenses ............... 14 2 7 5 6 -------- ---- ------- -------- ------- Total expenses .................... 1,297 34 640 405 624 Less expenses reimbursed by investment adviser ................ (423)(3) (32) (67) (46) (109) -------- ---- ------- -------- ------- Net expenses ...................... 874 2 573 359 515 -------- ---- ------- -------- ------- NET INVESTMENT INCOME (LOSS) ......... 795 --(1) (194) 264 575 -------- ---- ------- -------- ------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS Net realized gain (loss) on investments ....................... 11,336 5 (4,156) 6,251 (4,546) Net change in unrealized appreciation (depreciation) on investments ....................... 31,165 36 29,777 7,846 28,666 -------- ---- ------- -------- ------- NET GAIN (LOSS) ON INVESTMENTS .......... 42,501 41 25,621 14,097 24,120 -------- ---- ------- -------- ------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS ............ $ 43,296 $ 41 $25,427 $ 14,361 $24,695 ======== ==== ======= ======== ======= (1) Amount is less than $500 (not reported in thousands). (2) From inception, June 22, 2009. (3) See Note 3 in the Notes to Financial Statements. See Notes to Financial Statements 24 VIRTUS EQUITY TRUST STATEMENTS OF OPERATIONS (CONTINUED) SIX MONTHS ENDED SEPTEMBER 30, 2009 (UNAUDITED) (Reported in thousands) SMALL-CAP SMALL-CAP SMALL-CAP STRATEGIC TACTICAL CORE GROWTH SUSTAINABLE GROWTH ALLOCATION FUND FUND GROWTH FUND FUND FUND --------- --------- ----------- --------- ---------- INVESTMENT INCOME Dividends ............................ $ 241 $ 81 $ 32 $ 768 $ 1,094 Interest ............................. -- -- -- -- 2,306 Foreign taxes withheld ............... -- -- -- (1) (16) ------- ------- ------- ------- -------- Total investment income ........... 241 81 32 767 3,384 ------- ------- ------- ------- -------- EXPENSES Investment advisory fees ............. 164 280 42 479 653 Service fees, Class A ................ 15 58 4 155 229 Distribution and service fees, Class B ........................... 4 22 -- 20 12 Distribution and service fees, Class C ........................... 19 27 1 26 5 Administration fees .................. 16 24 4 58 79 Transfer agent fee and expenses ...... 35 140 7 213 155 Custodian fees ....................... 2 --(1) 1 7 13 Printing fees and expenses ........... 5 7 1 38 80 Professional fees .................... 12 14 15 22 31 Registration fees .................... 33 18 17 22 20 Trustees' fee and expenses ........... 2 3 --(1) 6 9 Miscellaneous expenses ............... 4 6 2 11 17 ------- ------- ------- ------- -------- Total expenses .................... 311 599 94 1,057 1,303 Less expenses reimbursed by investment adviser ................ -- (90) (23) -- -- ------- ------- ------- ------- -------- Net expenses ...................... 311 509 71 1,057 1,303 ------- ------- ------- ------- -------- NET INVESTMENT INCOME (LOSS) ......... (70) (428) (39) (290) 2,081 ------- ------- ------- ------- -------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS Net realized gain (loss) on investments ....................... (101) (447) 84 (5,361) (68) Net realized gain (loss) on foreign currency transactions ............. -- -- -- -- 1 Net change in unrealized appreciation (depreciation) on investments ...... 13,370 19,522 3,081 40,716 37,180 Net change in unrealized appreciation (depreciation) on foreign currency translation ........................ -- -- -- -- --(1) ------- ------- ------- ------- -------- NET GAIN (LOSS) ON INVESTMENTS .......... 13,269 19,075 3,165 35,355 37,113 ------- ------- ------- ------- -------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS ............ $13,199 $18,647 $ 3,126 $35,065 $ 39,194 ======= ======= ======= ======= ======== (1) Amount is less than $500 (not reported in thousands) See Notes to Financial Statements 25 VIRTUS EQUITY TRUST STATEMENTS OF CHANGES IN NET ASSETS (Reported in thousands) GROWTH & INCOME FUND MID-CAP CORE FUND ----------------------------------- ------------------ FROM INCEPTION, SIX MONTHS ENDED JUNE 22, 2009 TO SEPTEMBER 30, 2009 YEAR ENDED SEPTEMBER 30, 2009 (UNAUDITED) MARCH 31, 2009 (UNAUDITED) ------------------ -------------- ------------------ INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS Net investment income (loss) .................................. $ 795 $ 1,973 $ --(1) Net realized gain (loss) .................................. 11,336 (47,791) 5 Net change in unrealized appreciation (depreciation) .......................... 31,165 (38,963) 36 --------- --------- ---- INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS ............... 43,296 (84,781) 41 --------- --------- ---- FROM DISTRIBUTIONS TO SHAREHOLDERS Net investment income, Class A .......... (1,088) (1,487) -- Net investment income, Class B .......... (48) -- -- Net investment income, Class C .......... (210) (11) -- Net investment income, Class I .......... (136) (256) -- Net realized short-term gains, Class A .. -- -- -- Net realized short-term gains, Class B .. -- -- -- Net realized short-term gains, Class C .. -- -- -- Net realized short-term gains, Class I .. -- -- -- Net realized long-term gains, Class A ... -- -- -- Net realized long-term gains, Class B ... -- -- -- Net realized long-term gains, Class C ... -- -- -- Net realized long-term gains, Class I ... -- -- -- --------- --------- ---- DECREASE IN NET ASSETS FROM DISTRIBUTIONS TO SHAREHOLDERS ............................ (1,482) (1,754) -- --------- --------- ---- FROM SHARE TRANSACTIONS (SEE NOTE 5) Change in net assets from share transactions, Class A ................ (18,109) (20,764) 125 Change in net assets from share transactions, Class B ................ (1,341) (5,673) -- Change in net assets from share transactions, Class C ................ (1,780) (6,538) 100 Change in net assets from share transactions, Class I ................ (4,298) (5,827) 100 --------- --------- ---- INCREASE (DECREASE) IN NET ASSETS FROM SHARE TRANSACTIONS .............. (25,528) (38,802) 325 --------- --------- ---- CAPITAL CONTRIBUTIONS Fair Funds settlement(2) ................ -- -- -- --------- --------- ---- NET INCREASE (DECREASE) IN NET ASSETS ...... 16,286 (125,337) 366 NET ASSETS Beginning of period ........................ 126,908 252,245 -- --------- --------- ---- END OF PERIOD .............................. $ 143,194 $ 126,908 $366 ========= ========= ==== Accumulated undistributed net investment income (loss) at end of period .................................. $ 439 $ 1,126 $ --(1) (1) Amount is less than $500 (not reported in thousands). (2) The Fund was a recipient of a portion of a distribution from a Fair Fund established by the United States Securities and Exchange Commission. The proceeds received were part of the Millennium Partners, L.P. and Bear Stearns & Co., Inc. settlements. See Notes to Financial Statements 26 MID-CAP GROWTH FUND QUALITY LARGE-CAP VALUE FUND QUALITY SMALL-CAP FUND - ----------------------------------- ----------------------------------- ----------------------------------- SIX MONTHS ENDED SIX MONTHS ENDED SIX MONTHS ENDED SEPTEMBER 30, 2009 YEAR ENDED SEPTEMBER 30, 2009 YEAR ENDED SEPTEMBER 30, 2009 YEAR ENDED (UNAUDITED) MARCH 31, 2009 (UNAUDITED) MARCH 31, 2009 (UNAUDITED) MARCH 31, 2009 - ------------------ -------------- ------------------ -------------- ------------------ -------------- $ (194) $ (436) $ 264 $ 789 $ 575 $ 1,261 (4,156) (31,213) 6,251 (33,560) (4,546) (14,590) 29,777 (11,982) 7,846 37 28,666 (13,410) --------- -------- -------- --------- -------- -------- 25,427 (43,631) 14,361 (32,734) 24,695 (26,739) --------- -------- -------- --------- -------- -------- -- -- (474) (390) (197) (195) -- -- -- -- -- -- -- -- (20) (4) (7) (16) -- -- (1) (1) (325) (1,035) -- -- -- -- -- --(1) -- -- -- -- -- -- -- -- -- -- -- --(1) -- -- -- -- -- (1) -- -- -- -- -- --(1) -- -- -- -- -- -- -- -- -- -- -- --(1) -- -- -- -- -- (2) --------- -------- -------- --------- -------- -------- -- -- (495) (395) (529) (1,249) --------- -------- -------- --------- -------- -------- (2,585) (8,349) (15,498) (15,485) (439) 16,434 (1,289) (3,449) -- -- -- -- 722 (1,274) (473) (3,575) 545 175 (13) (112) 4 101 2,408 8,419 --------- -------- -------- --------- -------- -------- (3,165) (13,184) (15,967) (18,959) 2,514 25,028 --------- -------- -------- --------- -------- -------- 25 -- -- -- -- -- --------- -------- -------- --------- -------- -------- 22,287 (56,815) (2,101) (52,088) 26,680 (2,960) 61,302 118,117 47,338 99,426 58,287 61,247 --------- -------- -------- --------- -------- -------- $ 83,589 $ 61,302 $ 45,237 $ 47,338 $ 84,967 $ 58,287 ========= ======== ======== ========= ======== ======== $ (194) $ -- $ 136 $ 367 $ 353 $ 307 See Notes to Financial Statements 27 VIRTUS EQUITY TRUST STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED) (Reported in thousands) SMALL-CAP CORE FUND SMALL-CAP GROWTH FUND ---------------------------- ---------------------------- SIX SIX MONTHS ENDED MONTHS ENDED SEPTEMBER SEPTEMBER 30, 2009 YEAR ENDED 30, 2009 YEAR ENDED (UNAUDITED) MARCH 31, 2009 (UNAUDITED) MARCH 31, 2009 ------------ -------------- ------------ -------------- INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS Net investment income (loss) .................................... $ (70) $ 9 $ (428) $ (1,253) Net realized gain (loss) ........................................ (101) (8,618) (447) (22,925) Net change in unrealized appreciation (depreciation) ............ 13,370 (6,704) 19,522 (18,152) -------- -------- ------- -------- INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS ..... 13,199 (15,313) 18,647 (42,330) -------- -------- ------- -------- FROM DISTRIBUTIONS TO SHAREHOLDERS Net investment income, Class A ............................... -- (3) -- -- Net investment income, Class B ............................... -- --(1) -- -- Net investment income, Class C ............................... -- (1) -- -- Net investment income, Class I ............................... -- (4) -- -- Net realized long-term gains, Class A ........................ -- (1,906) -- -- Net realized long-term gains, Class B ........................ -- (151) -- -- Net realized long-term gains, Class C ........................ -- (654) -- -- Net realized long-term gains, Class I ........................ -- (3,052) -- -- -------- -------- ------- -------- DECREASE IN NET ASSETS FROM DISTRIBUTIONS TO SHAREHOLDERS ....... -- (5,771) -- -- -------- -------- ------- -------- FROM SHARE TRANSACTIONS (SEE NOTE 5) Change in net assets from share transactions, Class A ........ (987) (3,203) (4,735) (8,702) Change in net assets from share transactions, Class B ........ (128) (416) (1,110) (5,033) Change in net assets from share transactions, Class C ........ 449 (1,475) (314) (2,607) Change in net assets from share transactions, Class I ........ 1,540 (2,905) -- -- -------- -------- ------- -------- INCREASE (DECREASE) IN NET ASSETS FROM SHARE TRANSACTIONS ....... 874 (7,999) (6,159) (16,342) -------- -------- ------- -------- CAPITAL CONTRIBUTIONS Fair Funds settlement(2) ..................................... 5 -- 113 -- -------- -------- ------- -------- NET INCREASE (DECREASE) IN NET ASSETS ........................... 14,078 (29,083) 12,601 (58,672) NET ASSETS Beginning of period ............................................. 31,968 61,051 48,077 106,749 -------- -------- ------- -------- END OF PERIOD ................................................... $46,046 $ 31,968 $60,678 $ 48,077 ======== ======== ======= ======== Accumulated undistributed net investment income (loss) at end of period ................................................ $ (70) $ -- $ (428) $ -- (1) Amount is less than $500 (not reported in thousands). (2) The Fund was a recipient of a portion of a distribution from a Fair Fund established by the United States Securities and Exchange Commission. The proceeds received were part of the Millennium Partners, L.P. and Bear Stearns & Co., Inc. settlements. See Notes to Financial Statements 28 SMALL-CAP SUSTAINABLE GROWTH FUND STRATEGIC GROWTH FUND TACTICAL ALLOCATION FUND - ---------------------------- ---------------------------- ---------------------------- SIX SIX SIX MONTHS ENDED MONTHS ENDED MONTHS ENDED SEPTEMBER SEPTEMBER SEPTEMBER 30, 2009 YEAR ENDED 30, 2009 YEAR ENDED 30, 2009 YEAR ENDED (UNAUDITED) MARCH 31, 2009 (UNAUDITED) MARCH 31, 2009 (UNAUDITED) MARCH 31, 2009 - ------------ -------------- ------------ -------------- ------------ -------------- $ (39) $ (100) $ (290) $ (536) $ 2,081 $ 6,738 84 (4,886) (5,361) (31,280) (67) (31,810) 3,081 (1,033) 40,716 (23,340) 37,180 (30,053) ------- ------- -------- -------- -------- -------- 3,126 (6,019) 35,065 (55,156) 39,194 (55,125) ------- ------- -------- -------- -------- -------- -- -- -- -- (2,681) (6,951) -- -- -- -- (25) (82) -- -- -- -- (11) (25) -- -- -- -- -- -- -- -- -- -- -- (1,597) -- -- -- -- -- (28) -- -- -- -- -- (7) -- -- -- -- -- -- ------- ------- -------- -------- -------- -------- -- -- -- -- (2,717) (8,690) ------- ------- -------- -------- -------- -------- (2,032) (4,089) 37,878 (12,402) (5,364) (24,315) -- -- 879 (1,860) (324) (1,659) 96 79 2,697 (625) 224 (770) (3,995) 3,756 (111) (364) -- -- ------- ------- -------- -------- -------- -------- (5,931) (254) 41,343 (15,251) (5,464) (26,744) ------- ------- -------- -------- -------- -------- -- -- -- -- 3 -- ------- ------- -------- -------- -------- -------- (2,805) (6,273) 76,408 (70,407) 31,016 (90,559) 8,360 14,633 78,268 148,675 166,603 257,162 ------- ------- -------- -------- -------- -------- $ 5,555 $ 8,360 $154,676 $ 78,268 $197,619 $166,603 ======= ======= ======== ======== ======== ======== $ (39) $ -- $ (290) $ -- $ (150) $ 486 See Notes to Financial Statements 29 VIRTUS EQUITY TRUST FINANCIAL HIGHLIGHTS SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD NET ASSET NET NET TOTAL DIVIDENDS DISTRIBUTIONS VALUE, INVESTMENT REALIZED AND FROM FROM NET FROM NET BEGINNING INCOME UNREALIZED INVESTMENT INVESTMENT REALIZED TOTAL OF PERIOD (LOSS)(2) GAIN (LOSS) OPERATIONS INCOME GAINS DISTRIBUTIONS --------- ---------- ------------ ---------- ---------- ------------- ------------- GROWTH & INCOME FUND CLASS A 4/1/09 to 9/30/09(9) $10.15 0.07 3.46 3.53 (0.13) -- (0.13) 4/1/08 to 3/31/09 16.47 0.17 (6.33) (6.16) (0.16) -- (0.16) 9/1/07 to 3/31/08 18.08 0.08 (1.65) (1.57) (0.04) -- (0.04) 9/1/06 to 8/31/07 15.96 0.10 2.20 2.30 (0.18) -- (0.18) 9/1/05 to 8/31/06 14.74 0.13 1.19 1.32 (0.10) -- (0.10) 9/1/04 to 8/31/05 13.15 0.12 1.57 1.69 (0.10) -- (0.10) 9/1/03 to 8/31/04 11.86 0.09 1.30 1.39 (0.10) -- (0.10) CLASS B 4/1/09 to 9/30/09(9) $ 9.73 0.03 3.31 3.34 (0.09) -- (0.09) 4/1/08 to 3/31/09 15.71 0.05 (6.03) (5.98) -- -- -- 9/1/07 to 3/31/08 17.31 --(5) (1.58) (1.58) (0.02) -- (0.02) 9/1/06 to 8/31/07 15.26 (0.02) 2.10 2.08 (0.03) -- (0.03) 9/1/05 to 8/31/06 14.13 0.01 1.14 1.15 (0.02) -- (0.02) 9/1/04 to 8/31/05 12.61 0.01 1.51 1.52 -- -- -- 9/1/03 to 8/31/04 11.38 (0.01) 1.25 1.24 (0.01) -- (0.01) CLASS C 4/1/09 to 9/30/09(9) $ 9.72 0.03 3.31 3.34 (0.09) -- (0.09) 4/1/08 to 3/31/09 15.72 0.06 (6.06) (6.00) --(5) -- -- 9/1/07 to 3/31/08 17.31 --(5) (1.57) (1.57) (0.02) -- (0.02) 9/1/06 to 8/31/07 15.26 (0.03) 2.11 2.08 (0.03) -- (0.03) 9/1/05 to 8/31/06 14.13 0.01 1.14 1.15 (0.02) -- (0.02) 9/1/04 to 8/31/05 12.62 0.01 1.50 1.51 -- -- -- 9/1/03 to 8/31/04 11.38 (0.01) 1.26 1.25 (0.01) -- (0.01) CLASS I 4/1/09 to 9/30/09(9) $10.14 0.09 3.46 3.55 (0.15) -- (0.15) 4/1/08 to 3/31/09 16.49 0.20 (6.33) (6.13) (0.22) -- (0.22) 11/13/07(7) to 3/31/08 18.33 0.06 (1.90) (1.84) -- -- -- MID-CAP CORE FUND CLASS A 6/22/09(7) to 9/30/09(9) $10.00 0.01 1.29 1.30 -- -- -- CLASS C 6/22/09(7) to 9/30/09(9) $10.00 (0.01) 1.28 1.27 -- -- -- CLASS I 6/22/09(7) to 9/30/09(9) $10.00 0.02 1.28 1.30 -- -- -- MID-CAP GROWTH FUND CLASS A 4/1/09 to 9/30/09(9) $ 8.83 (0.02) 3.74 3.72 -- -- -- 4/1/08 to 3/31/09 14.78 (0.05) (5.90) (5.95) -- -- -- 11/1/07 to 3/31/08 17.98 (0.05) (3.15) (3.20) -- -- -- 11/1/06 to 10/31/07 16.33 (0.10) 1.75 1.65 -- -- -- 11/1/05 to 10/31/06 15.42 (0.08) 0.99 0.91 -- -- -- 11/1/04 to 10/31/05 13.40 (0.16) 2.18 2.02 -- -- -- 11/1/03 to 10/31/04 13.97 (0.17) (0.40) (0.57) -- -- -- The footnote legend is at the end of the financial highlights. See Notes to Financial Statements 30 RATIO OF GROSS EXPENSES TO NET NET AVERAGE RATIO OF NET ASSET ASSETS, RATIO OF NET NET ASSETS INVESTMENT CHANGE IN VALUE, END OF EXPENSES TO (BEFORE WAIVERS INCOME (LOSS) PORTFOLIO NET ASSET END OF TOTAL PERIOD AVERAGE NET AND TO AVERAGE NET TURNOVER VALUE PERIOD RETURN(1) (IN THOUSANDS) ASSETS REIMBURSEMENTS) ASSETS RATE - --------- ------ --------- -------------- ------------ --------------- -------------- --------- 3.40 $13.55 35.02%(4) $ 98,335 1.02%(3)(10) 1.59%(3) 1.22%(3) 18%(4) (6.32) 10.15 (37.65) 87,198 1.42 1.60 1.19 112 (1.61) 16.47 (8.69)(4) 166,600 1.37(3) 1.51(3) 0.73(3) 53(4) 2.12 18.08 14.43 188,479 1.28 1.42 0.60 37 1.22 15.96 9.02 168,209 1.25 1.39 0.86 33 1.59 14.74 12.85 178,557 1.25 1.40 0.84 41 1.29 13.15 11.74 201,230 1.25 1.38 0.68 53 3.25 $12.98 34.44%(4) $ 6,717 1.78%(3)(10) 2.34%(3) 0.47%(3) 18%(4) (5.98) 9.73 (38.06) 6,177 2.17 2.35 0.40 112 (1.60) 15.71 (9.14)(4) 16,658 2.11(3) 2.24(3) (0.03)(3) 53(4) 2.05 17.31 13.64 24,731 2.03 2.17 (0.14) 37 1.13 15.26 8.18 41,863 2.00 2.14 0.09 33 1.52 14.13 12.05 58,869 2.00 2.15 0.10 41 1.23 12.61 10.90 68,637 2.00 2.14 (0.07) 53 3.25 $12.97 34.53%(4) $ 29,364 1.77%(3)(10) 2.34%(3) 0.48%(3) 18%(4) (6.00) 9.72 (38.15) 23,470 2.17 2.35 0.43 112 (1.59) 15.72 (9.08)(4) 46,292 2.12(3) 2.26(3) (0.02)(3) 53(4) 2.05 17.31 13.64 53,854 2.03 2.17 (0.15) 37 1.13 15.26 8.18 57,345 2.00 2.14 0.10 33 1.51 14.13 12.05 68,432 2.00 2.15 0.10 41 1.24 12.62 10.80 78,570 2.00 2.13 (0.07) 53 3.40 $13.54 35.23%(4) $ 8,778 0.83%(3)(10) 1.34%(3) 1.42%(3) 18%(4) (6.35) 10.14 (37.51) 10,063 1.17 1.35 1.40 112 (1.84) 16.49 (10.04)(4) 22,695 1.19(3) 1.34(3) 0.88(3) 53(4) 1.30 $11.30 13.00%(4) $ 140 1.35%(3) 35.28%(3) 0.47%(3) 12%(4) 1.27 $11.27 12.70%(4) $ 113 2.10%(3) 35.88%(3) (0.28)%(3) 12%(4) 1.30 $11.30 13.00%(4) $ 113 1.10%(3) 34.89%(3) 0.72%(3) 12%(4) 3.72 $12.55 42.13%(4) $ 74,199 1.45%(3) 1.63%(3) (0.44)%(3) 56%(4) (5.95) 8.83 (40.26) 54,233 1.45 1.60 (0.38) 93 (3.20) 14.78 (17.80)(4) 100,416 1.66(3) 1.76(3) (0.68)(3) 27(4) 1.65 17.98 10.10 130,028 1.55 1.55 (0.60) 77 0.91 16.33 5.90 127,160 1.52 1.52 (0.50) 124 2.02 15.42 15.07 142,651 1.53 1.53 (1.06) 46 (0.57) 13.40 (4.08) 166,244 1.50 1.50 (1.22) 181 See Notes to Financial Statements 31 VIRTUS EQUITY TRUST FINANCIAL HIGHLIGHTS (CONTINUED) SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD NET ASSET NET NET TOTAL DIVIDENDS DISTRIBUTIONS VALUE, INVESTMENT REALIZED AND FROM FROM NET FROM NET BEGINNING INCOME UNREALIZED INVESTMENT INVESTMENT REALIZED TOTAL OF PERIOD (LOSS)(2) GAIN (LOSS) OPERATIONS INCOME GAINS DISTRIBUTIONS --------- ---------- ------------ ---------- ---------- ------------- ------------- MID-CAP GROWTH FUND (CONTINUED) CLASS B 4/1/09 to 9/30/09(9) $ 7.75 (0.06) 3.29 3.23 -- -- -- 4/1/08 to 3/31/09 13.09 (0.13) (5.21) (5.34) -- -- -- 11/1/07 to 3/31/08 15.97 (0.08) (2.80) (2.88) -- -- -- 11/1/06 to 10/31/07 14.61 (0.24) 1.60 1.36 -- -- -- 11/1/05 to 10/31/06 13.91 (0.18) 0.88 0.70 -- -- -- 11/1/04 to 10/31/05 12.18 (0.25) 1.98 1.73 -- -- -- 11/1/03 to 10/31/04 12.78 (0.25) (0.35) (0.60) -- -- -- CLASS C 4/1/09 to 9/30/09(9) $ 7.75 (0.06) 3.29 3.23 -- -- -- 4/1/08 to 3/31/09 13.07 (0.13) (5.19) (5.32) -- -- -- 11/1/07 to 3/31/08 15.96 (0.08) (2.81) (2.89) -- -- -- 11/1/06 to 10/31/07 14.60 (0.41) 1.77 1.36 -- -- -- 11/1/05 to 10/31/06 13.89 (0.19) 0.90 0.71 -- -- -- 11/1/04 to 10/31/05 12.16 (0.25) 1.98 1.73 -- -- -- 11/1/03 to 10/31/04 12.77 (0.24) (0.37) (0.61) -- -- -- CLASS I 4/1/09 to 9/30/09(9) $ 8.87 (0.01) 3.76 3.75 -- -- -- 4/1/08 to 3/31/09 14.80 (0.02) (5.91) (5.93) -- -- -- 11/1/07 to 3/31/08 17.99 (0.03) (3.16) (3.19) -- -- -- 9/13/07(7) to 10/31/07 17.25 (0.09) 0.83 0.74 -- -- -- QUALITY LARGE-CAP VALUE FUND CLASS A 4/1/09 to 9/30/09(9) $ 6.32 0.04 2.05 2.09 (0.07) -- (0.07) 4/1/08 to 3/31/09 10.51 0.10 (4.24) (4.14) (0.05) -- (0.05) 7/1/07 to 3/31/08 13.67 0.04 (2.87) (2.83) (0.07) (0.26) (0.33) 7/1/06 to 6/30/07 11.20 0.06 2.86 2.92 (0.05) (0.40) (0.45) 7/29/05(7) to 6/30/06 10.00 0.07 1.17 1.24 (0.04) -- (0.04) CLASS C 4/1/09 to 9/30/09(9) $ 6.24 0.01 2.03 2.04 (0.05) -- (0.05) 4/1/08 to 3/31/09 10.40 0.03 (4.18) (4.15) (0.01) -- (0.01) 7/1/07 to 3/31/08 13.60 (0.03) (2.85) (2.88) (0.06) (0.26) (0.32) 7/1/06 to 6/30/07 11.18 (0.03) 2.85 2.82 --(5) (0.40) (0.40) 7/29/05(7) to 6/30/06 10.00 --(5) 1.19 1.19 (0.01) -- (0.01) CLASS I 4/1/09 to 9/30/09(9) $ 6.32 0.05 2.05 2.10 (0.08) -- (0.08) 6/6/08(7) to 3/31/09 11.04 0.11 (4.76) (4.65) (0.07) -- (0.07) QUALITY SMALL-CAP FUND CLASS A 4/1/09 to 9/30/09(9) $ 6.29 0.06 2.57 2.63 (0.05) -- (0.05) 4/1/08 to 3/31/09 9.66 0.14 (3.37) (3.23) (0.14) --(5) (0.14) 9/1/07 to 3/31/08 11.74 0.11 (2.08) (1.97) (0.08) (0.03) (0.11) 9/1/06 to 8/31/07 10.05 0.25 1.51 1.76 (0.05) (0.02) (0.07) 6/28/06(7) to 8/31/06 10.00 0.03 0.02 0.05 -- -- -- The footnote legend is at the end of the financial highlights. See Notes to Financial Statements 32 RATIO OF GROSS EXPENSES TO NET NET AVERAGE RATIO OF NET ASSET ASSETS, RATIO OF NET NET ASSETS INVESTMENT CHANGE IN VALUE, END OF EXPENSES TO (BEFORE WAIVERS INCOME (LOSS) PORTFOLIO NET ASSET END OF TOTAL PERIOD AVERAGE NET AND TO AVERAGE NET TURNOVER VALUE PERIOD RETURN(1) (IN THOUSANDS) ASSETS REIMBURSEMENTS) ASSETS RATE - --------- ------- --------- -------------- ------------ ---------------- -------------- --------- 3.23 $10.98 41.68%(4) $ 3,901 2.20%(3) 2.38%(3) (1.16)%(3) 56%(4) (5.34) 7.75 (40.79) 3,795 2.20 2.34 (1.17) 93 (2.88) 13.09 (18.03)(4) 10,600 2.40(3) 2.50(3) (1.42)(3) 27(4) 1.36 15.97 9.31 15,407 2.29 2.29 (1.53) 77 0.70 14.61 5.03 10,102 2.27 2.27 (1.24) 124 1.73 13.91 14.20 12,776 2.28 2.28 (1.81) 46 (0.60) 12.18 (4.69) 15,549 2.24 2.24 (1.97) 181 3.23 $10.98 41.68%(4) $ 4,409 2.20%(3) 2.38%(3) (1.24)%(3) 56%(4) (5.32) 7.75 (40.70) 2,509 2.20 2.35 (1.16) 93 (2.89) 13.07 (18.11)(4) 5,629 2.41(3) 2.51(3) (1.43)(3) 27(4) 1.36 15.96 9.32 6,853 2.20 2.20 (2.60) 77 0.71 14.60 5.11 530 2.27 2.27 (1.29) 124 1.73 13.89 14.23 418 2.28 2.28 (1.81) 46 (0.61) 12.16 (4.78) 350 2.24 2.24 (1.97) 181 3.75 $12.62 42.28%(4) $ 1,080 1.20%(3) 1.38%(3) (0.21)%(3) 56%(4) (5.93) 8.87 (40.07) 765 1.20 1.35 (0.13) 93 (3.19) 14.80 (17.73)(4) 1,472 1.40(3) 1.50(3) (0.41)(3) 27(4) 0.74 17.99 4.29(4) 2,086 1.09(3) 1.09(3) (3.85)(3) 77(4) 2.02 $ 8.34 33.31%(4) $41,741 1.35%(3) 1.53%(3) 1.08%(3) 148%(4) (4.19) 6.32 (39.44) 44,283 1.35 1.46 1.16 140 (3.16) 10.51 (21.06)(4) 90,476 1.52(3) 1.55(3) 0.45(3) 103(4) 2.47 13.67 26.71 50,788 1.41 1.60 0.46 101 1.20 11.20 12.41(4) 3,292 1.40(3)(6) 7.45(3) 0.72(3) 136(4) 1.99 $ 8.23 32.77%(4) $ 3,416 2.10%(3) 2.28%(3) 0.33%(3) 148%(4) (4.16) 6.24 (39.93) 2,997 2.10 2.20 0.33 140 (3.20) 10.40 (21.54)(4) 8,950 2.27(3) 2.31(3) (0.33)(3) 103(4) 2.42 13.60 25.77 1,128 2.16 2.58 (0.22) 101 1.18 11.18 11.85(4) 183 2.15(3)(6) 8.19(3) (0.05)(3) 136(4) 2.02 $ 8.34 33.47%(4) $ 80 1.10%(3) 1.28%(3) 1.31%(3) 148%(4) (4.72) 6.32 (42.22)(4) 58 1.10(3) 1.25(3) 1.68(3) 140(4) 2.58 $ 8.87 42.21%(4) $32,539 1.55%(3) 1.85%(3) 1.47%(3) 8%(4) (3.37) 6.29 (33.77) 23,355 1.45(9) 1.84 1.81 15 (2.08) 9.66 (16.92)(4) 12,422 1.47(3) 1.63(3) 1.68(3) 0(4) 1.69 11.74 17.51 8,506 1.40 2.19 2.14 17 0.05 10.05 0.50(4) 101 1.40(3) 26.39(3) 1.82(3) 7(4) See Notes to Financial Statements 33 VIRTUS EQUITY TRUST FINANCIAL HIGHLIGHTS (CONTINUED) SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD NET ASSET NET NET TOTAL DIVIDENDS DISTRIBUTIONS VALUE, INVESTMENT REALIZED AND FROM FROM NET FROM NET BEGINNING INCOME UNREALIZED INVESTMENT INVESTMENT REALIZED TOTAL OF PERIOD (LOSS)(2) GAIN (LOSS) OPERATIONS INCOME GAINS DISTRIBUTIONS --------- ---------- ------------ ---------- ---------- ------------- ------------- QUALITY SMALL-CAP FUND (CONTINUED) CLASS C 4/1/09 to 9/30/09(9) $ 6.28 0.03 2.59 2.62 (0.03) -- (0.03) 4/1/08 to 3/31/09 9.65 0.07 (3.37) (3.30) (0.07) --(5) (0.07) 9/1/07 to 3/31/08 11.68 0.06 (2.06) (2.00) -- (0.03) (0.03) 9/1/06 to 8/31/07 10.04 0.10 1.57 1.67 (0.01) (0.02) (0.03) 6/28/06(7) to 8/31/06 10.00 0.02 0.02 0.04 -- -- -- CLASS I 4/1/09 to 9/30/09(9) $ 6.29 0.07 2.58 2.65 (0.06) -- (0.06) 4/1/08 to 3/31/09 9.67 0.16 (3.38) (3.22) (0.16) --(5) (0.16) 9/1/07 to 3/31/08 11.76 0.13 (2.08) (1.95) (0.11) (0.03) (0.14) 9/1/06 to 8/31/07 10.06 0.21 1.57 1.78 (0.06) (0.02) (0.08) 6/28/06(7) to 8/31/06 10.00 0.07 (0.01) 0.06 -- -- -- SMALL-CAP CORE FUND CLASS A 4/1/09 to 9/30/09(9) $ 9.36 (0.02) 3.95 3.93 -- -- -- 4/1/08 to 3/31/09 14.76 --(5) (3.89) (3.89) --(5) (1.51) (1.51) 1/01/08 to 3/31/08 17.31 (0.02) (2.53) (2.55) -- -- -- 1/1/07 to 12/31/07 19.46 (0.12) 0.10 (0.02) -- (2.13) (2.13) 1/1/06 to 12/31/06 21.15 (0.12) 2.52 2.40 -- (4.09) (4.09) 1/1/05 to 12/31/05 20.59 (0.09) 0.65 0.56 -- -- -- 1/1/04 to 12/31/04 18.12 (0.10) 2.57 2.47 -- -- -- CLASS B 4/1/09 to 9/30/09(9) $ 8.77 (0.06) 3.70 3.64 -- -- -- 4/1/08 to 3/31/09 14.03 (0.09) (3.66) (3.75) --(5) (1.51) (1.51) 1/1/08 to 3/31/08 16.48 (0.05) (2.40) (2.45) -- -- -- 1/1/07 to 12/31/07 18.76 (0.26) 0.11 (0.15) -- (2.13) (2.13) 1/1/06 to 12/31/06 20.67 (0.28) 2.46 2.18 -- (4.09) (4.09) 1/1/05 to 12/31/05 20.27 (0.23) 0.63 0.40 -- -- -- 1/1/04 to 12/31/04 17.94 (0.24) 2.57 2.33 -- -- -- CLASS C 4/1/09 to 9/30/09(9) $ 8.78 (0.06) 3.71 3.65 -- -- -- 4/1/08 to 3/31/09 14.05 (0.09) (3.67) (3.76) --(5) (1.51) (1.51) 1/1/08 to 3/31/08 16.50 (0.05) (2.40) (2.45) -- -- -- 1/1/07 to 12/31/07 18.79 (0.26) 0.10 (0.16) -- (2.13) (2.13) 1/1/06 to 12/31/06 20.69 (0.28) 2.47 2.19 -- (4.09) (4.09) 1/1/05 to 12/31/05 20.30 (0.23) 0.62 0.39 -- -- -- 1/1/04 to 12/31/04 17.96 (0.24) 2.58 2.34 -- -- -- CLASS I 4/1/09 to 9/30/09(9) $ 9.56 (0.01) 4.05 4.04 -- -- -- 4/1/08 to 3/31/09 15.02 0.03 (3.98) (3.95) --(5) (1.51) (1.51) 1/1/08 to 3/31/08 17.60 (0.01) (2.57) (2.58) -- -- -- 1/1/07 to 12/31/07 19.70 (0.08) 0.11 0.03 -- (2.13) (2.13) 1/1/06 to 12/31/06 21.31 (0.07) 2.55 2.48 -- (4.09) (4.09) 1/1/05 to 12/31/05 20.70 (0.04) 0.65 0.61 -- -- -- 1/1/04 to 12/31/04 18.17 (0.06) 2.59 2.53 -- -- -- The footnote legend is at the end of the financial highlights. See Notes to Financial Statements 34 RATIO OF GROSS EXPENSES TO NET NET AVERAGE RATIO OF NET ASSET ASSETS, RATIO OF NET NET ASSETS INVESTMENT CHANGE IN VALUE, END OF EXPENSES TO (BEFORE WAIVERS INCOME (LOSS) PORTFOLIO NET ASSET END OF TOTAL PERIOD AVERAGE NET AND TO AVERAGE NET TURNOVER VALUE PERIOD RETURN(1) (IN THOUSANDS) ASSETS REIMBURSEMENTS) ASSETS RATE - --------- ------- --------- -------------- ------------ ---------------- -------------- --------- 2.59 $ 8.87 41.76%(4) $ 2,684 2.30%(3) 2.59%(3) 0.72%(3) 8%(4) (3.37) 6.28 (34.30) 1,436 2.19(9) 2.55 0.89 15 (2.03) 9.65 (17.25)(4) 2,108 2.22(3) 2.38(3) 0.92(3) 0(4) 1.64 11.68 16.61 1,354 2.16 3.45 0.89 17 0.04 10.04 0.40(4) 138 2.15(3) 25.96(3) 1.38(3) 7(4) 2.59 $ 8.88 42.38%(4) $49,744 1.30%(3) 1.60%(3) 1.73%(3) 8%(4) (3.38) 6.29 (33.66) 33,496 1.19(8) 1.55 1.95 15 (2.09) 9.67 (16.75)(4) 46,717 1.25(3) 1.42(3) 2.07(3) 0(4) 1.70 11.76 17.74 10,691 1.15 2.54 1.82 17 0.06 10.06 0.60(4) 1,070 1.15(3) 21.32(3) 3.85(3) 7(4) 3.93 $13.29 41.99%(4) $13,587 1.67%(3) 1.67%(3) (0.41)%(3) 14%(4) (5.40) 9.36 (29.71) 10,339 1.59 1.59 (0.01) 95 (2.55) 14.76 (14.73)(4) 20,204 1.66(3) 1.66(3) (0.60)(3) 8(4) (2.15) 17.31 (0.32) 25,534 1.45 1.45 (0.63) 18 (1.69) 19.46 11.70 33,383 1.47 1.47 (0.55) 26 0.56 21.15 2.72 38,170 1.42 1.42 (0.45) 22 2.47 20.59 13.63 73,825 1.41 1.41 (0.55) 16 3.64 $12.41 41.51%(4) $ 875 2.42%(3) 2.42%(3) (1.16)%(3) 14%(4) (5.26) 8.77 (30.30) 720 2.34 2.34 (0.78) 95 (2.45) 14.03 (14.87)(4) 1,623 2.41(3) 2.41(3) (1.35)(3) 8(4) (2.28) 16.48 (1.04) 2,136 2.20 2.20 (1.39) 18 (1.91) 18.76 10.88 3,024 2.22 2.22 (1.30) 26 0.40 20.67 1.97 3,960 2.19 2.19 (1.19) 22 2.33 20.27 12.99 4,404 2.16 2.16 (1.31) 16 3.65 $12.43 41.57%(4) $ 4,759 2.42%(3) 2.42%(3) (1.17)%(3) 14%(4) (5.27) 8.78 (30.33) 3,028 2.34 2.34 (0.79) 95 (2.45) 14.05 (14.85)(4) 6,569 2.41(3) 2.41(3) (1.35)(3) 8(4) (2.29) 16.50 (1.09) 8,590 2.20 2.20 (1.38) 18 (1.90) 18.79 10.93 11,646 2.22 2.22 (1.30) 26 0.39 20.69 1.92 14,102 2.19 2.19 (1.19) 22 2.34 20.30 13.03 17,845 2.16 2.16 (1.31) 16 4.04 $13.60 42.26%(4) $26,825 1.41%(3) 1.41%(3) (0.17)%(3) 14%(4) (5.46) 9.56 (29.59) 17,881 1.34 1.34 0.22 95 (2.58) 15.02 (14.66)(4) 32,655 1.41(3) 1.41(3) (0.36)(3) 8(4) (2.10) 17.60 (0.11) 42,525 1.20 1.20 (0.38) 18 (1.61) 19.70 12.05 64,361 1.22 1.22 (0.30) 26 0.61 21.31 2.95 78,290 1.17 1.17 (0.18) 22 2.53 20.70 13.92 92,838 1.15 1.15 (0.32) 16 See Notes to Financial Statements 35 VIRTUS EQUITY TRUST FINANCIAL HIGHLIGHTS (CONTINUED) SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD NET ASSET NET NET TOTAL DIVIDENDS DISTRIBUTIONS VALUE, INVESTMENT REALIZED AND FROM FROM NET FROM NET BEGINNING INCOME UNREALIZED INVESTMENT INVESTMENT REALIZED TOTAL OF PERIOD (LOSS)(2) GAIN (LOSS) OPERATIONS INCOME GAINS DISTRIBUTIONS --------- ---------- ------------ ---------- ---------- ------------- ------------- SMALL-CAP GROWTH FUND CLASS A 4/1/09 to 9/30/09(9) $17.03 (0.14) 6.99 6.85 -- -- -- 4/1/08 to 3/31/09 30.28 (0.35) (12.90) (13.25) -- -- -- 1/1/08 to 3/31/08 37.26 (0.12) (6.86) (6.98) -- -- -- 1/1/07 to 12/31/07 34.30 (0.41) 3.37 2.96 -- -- -- 1/1/06 to 12/31/06 32.53 (0.39) 2.16 1.77 -- -- -- 1/1/05 to 12/31/05 29.65 (0.35) 3.23 2.88 -- -- -- 1/1/04 to 12/31/04 27.39 (0.31) 2.57 2.26 -- -- -- CLASS B 4/1/09 to 9/30/09(9) $15.48 (0.20) 6.35 6.15 -- -- -- 4/1/08 to 3/31/09 27.73 (0.51) (11.74) (12.25) -- -- -- 1/1/08 to 3/31/08 34.19 (0.16) (6.30) (6.46) -- -- -- 1/1/07 to 12/31/07 31.71 (0.64) 3.12 2.48 -- -- -- 1/1/06 to 12/31/06 30.30 (0.59) 2.00 1.41 -- -- -- 1/1/05 to 12/31/05 27.82 (0.54) 3.02 2.48 -- -- -- 1/1/04 to 12/31/04 25.90 (0.50) 2.42 1.92 -- -- -- CLASS C 4/1/09 to 9/30/09(9) $15.47 (0.20) 6.34 6.14 -- -- -- 4/1/08 to 3/31/09 27.72 (0.50) (11.75) (12.25) -- -- -- 1/1/08 to 3/31/08 34.18 (0.16) (6.30) (6.46) -- -- -- 1/1/07 to 12/31/07 31.70 (0.64) 3.12 2.48 -- -- -- 1/1/06 to 12/31/06 30.29 (0.59) 2.00 1.41 -- -- -- 1/1/05 to 12/31/05 27.81 (0.54) 3.02 2.48 -- -- -- 1/1/04 to 12/31/04 25.88 (0.49) 2.42 1.93 -- -- -- SMALL-CAP SUSTAINABLE GROWTH FUND CLASS A 4/1/09 to 9/30/09(9) $ 6.20 (0.04) 2.55 2.51 -- -- -- 4/1/08 to 3/31/09 9.15 (0.08) (2.87) (2.95) -- -- -- 9/1/07 to 3/31/08 10.34 (0.07) (1.12) (1.19) -- -- -- 9/1/06 to 8/31/07 9.79 (0.10) 0.65 0.55 -- -- -- 6/28/06(7) to 8/31/06 10.00 (0.01) (0.20) (0.21) -- -- -- CLASS C 4/1/09 to 9/30/09(9) $ 6.06 (0.06) 2.49 2.43 -- -- -- 4/1/08 to 3/31/09 9.03 (0.12) (2.85) (2.97) -- -- -- 9/1/07 to 3/31/08 10.25 (0.11) (1.11) (1.22) -- -- -- 9/1/06 to 8/31/07 9.77 (0.18) 0.66 0.48 -- -- -- 6/28/06(7) to 8/31/06 10.00 (0.03) (0.20) (0.23) -- -- -- CLASS I 4/1/09 to 9/30/09(9) $ 6.18 (0.03) 2.55 2.52 -- -- -- 4/1/08 to 3/31/09 9.19 (0.04) (2.97) (3.01) -- -- -- 9/1/07 to 3/31/08 10.37 (0.05) (1.13) (1.18) -- -- -- 9/1/06 to 8/31/07 9.79 (0.08) 0.66 0.58 -- -- -- 6/28/06(7) to 8/31/06 10.00 (0.01) (0.20) (0.21) -- -- -- The footnote legend is at the end of the financial highlights. See Notes to Financial Statements 36 RATIO OF GROSS EXPENSES TO NET NET AVERAGE RATIO OF NET ASSET ASSETS, RATIO OF NET NET ASSETS INVESTMENT CHANGE IN VALUE, END OF EXPENSES TO (BEFORE WAIVERS INCOME (LOSS) PORTFOLIO NET ASSET END OF TOTAL PERIOD AVERAGE NET AND TO AVERAGE NET TURNOVER VALUE PERIOD RETURN(1) (IN THOUSANDS) ASSETS REIMBURSEMENTS) ASSETS RATE - --------- ------- --------- -------------- ------------ ---------------- -------------- --------- 6.85 $23.88 40.22%(4) $ 50,157 1.67%(3) 1.99%(3) (1.38)%(3) 59%(4) (13.25) 17.03 (43.76) 39,353 1.84(8) 1.93 (1.42) 158 (6.98) 30.28 (18.73)(4) 81,622 1.86(3) 1.86(3) (1.44)(3) 14(4) 2.96 37.26 8.63 104,135 1.67 1.72 (1.12) 35 1.77 34.30 5.41 120,953 1.60 1.68 (1.16) 22 2.88 32.53 9.75 168,527 1.58 1.69 (1.18) 38 2.26 29.65 8.25 255,698 1.58 1.68 (1.15) 35 6.15 $21.63 39.73%(4) $ 4,507 2.42%(3) 2.74%(3) (2.13)%(3) 59%(4) (12.25) 15.48 (44.18) 4,162 2.59(8) 2.66 (2.17) 158 (6.46) 27.73 (18.89)(4) 13,662 2.61(3) 2.61(3) (2.20)(3) 14(4) 2.48 34.19 7.82 19,320 2.42 2.47 (1.87) 35 1.41 31.71 4.62 27,138 2.35 2.44 (1.91) 22 2.48 30.30 8.95 41,105 2.34 2.44 (1.93) 38 1.92 27.82 7.41 58,574 2.33 2.42 (1.93) 35 6.14 $21.61 39.69%(4) $ 6,014 2.42%(3) 2.74%(3) (2.13)%(3) 59%(4) (12.25) 15.47 (44.19) 4,562 2.59(8) 2.67 (2.17) 158 (6.46) 27.72 (18.90)(4) 11,465 2.61(3) 2.61(3) (2.19)(3) 14(4) 2.48 34.18 7.82 15,352 2.42 2.47 (1.87) 35 1.41 31.70 4.66 18,426 2.36 2.43 (1.91) 22 2.48 30.29 8.92 23,653 2.34 2.44 (1.93) 38 1.93 27.81 7.46 30,280 2.33 2.42 (1.92) 35 2.51 $ 8.71 40.48%(4) $ 1,100 1.65%(3) 2.12%(3) (0.95)%(3) 11%(4) (2.95) 6.20 (32.24) 2,185 1.44(8) 1.97 (0.87) 64 (1.19) 9.15 (11.51)(4) 8,481 1.54(3) 1.84(3) (1.12)(3) 12(4) 0.55 10.34 5.62 10,222 1.40 2.16 (0.96) 26 (0.21) 9.79 (2.10)(4) 100 1.40(3) 28.32(3) (0.87)(3) 4(4) 2.43 $ 8.49 40.10%(4) $ 338 2.40%(3) 2.88%(3) (1.70)%(3) 11%(4) (2.97) 6.06 (32.89) 165 2.22(8) 2.72 (1.57) 64 (1.22) 9.03 (11.90)(4) 181 2.29(3) 2.60(3) (1.86)(3) 12(4) 0.48 10.25 4.81 174 2.15 4.31 (1.78) 26 (0.23) 9.77 (2.20)(4) 98 2.15(3) 29.09(3) (1.61)(3) 4(4) 2.52 $ 8.70 40.78%(4) $ 4,117 1.40%(3) 1.91%(3) (0.74)%(3) 11%(4) (3.01) 6.18 (32.75) 6,010 1.23(8) 1.72 (0.55) 64 (1.18) 9.19 (11.38)(4) 5,971 1.30(3) 1.60(3) (0.88)(3) 12(4) 0.58 10.37 5.92 6,231 1.16 2.94 (0.77) 26 (0.21) 9.79 (2.10)(4) 898 1.15(3) 23.99(3) (0.61)(3) 4(4) See Notes to Financial Statements 37 VIRTUS EQUITY TRUST FINANCIAL HIGHLIGHTS (CONTINUED) SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD NET ASSET NET NET TOTAL DIVIDENDS DISTRIBUTIONS VALUE, INVESTMENT REALIZED AND FROM FROM NET FROM NET BEGINNING INCOME UNREALIZED INVESTMENT INVESTMENT REALIZED TOTAL OF PERIOD (LOSS)(2) GAIN (LOSS) OPERATIONS INCOME GAINS DISTRIBUTIONS --------- ---------- ------------ ---------- ---------- ------------- ------------- STRATEGIC GROWTH FUND CLASS A 4/1/09 to 9/30/09(9) $ 5.78 (0.01) 1.89 1.88 -- -- -- 4/1/08 to 3/31/09 9.50 (0.03) (3.69) (3.72) -- -- -- 5/1/07 to 3/31/08 9.99 (0.05) (0.44) (0.49) -- -- -- 5/1/06 to 4/30/07 9.78 (0.06) 0.27 0.21 -- -- -- 5/1/05 to 4/30/06 8.59 (0.06) 1.25 1.19 -- -- -- 5/1/04 to 4/30/05 8.64 (0.06) 0.01 (0.05) -- -- -- 5/1/03 to 4/30/04 7.17 (0.06) 1.53 1.47 -- -- -- CLASS B 4/1/09 to 9/30/09(9) $ 5.12 (0.03) 1.67 1.64 -- -- -- 4/1/08 to 3/31/09 8.48 (0.08) (3.28) (3.36) -- -- -- 5/1/07 to 3/31/08 8.98 (0.11) (0.39) (0.50) -- -- -- 5/1/06 to 4/30/07 8.86 (0.12) 0.24 0.12 -- -- -- 5/1/05 to 4/30/06 7.84 (0.12) 1.14 1.02 -- -- -- 5/1/04 to 4/30/05 7.94 (0.11) 0.01 (0.10) -- -- -- 5/1/03 to 4/30/04 6.64 (0.11) 1.41 1.30 -- -- -- CLASS C 4/1/09 to 9/30/09(9) $ 5.12 (0.04) 1.69 1.65 -- -- -- 4/1/08 to 3/31/09 8.49 (0.08) (3.29) (3.37) -- -- -- 5/1/07 to 3/31/08 8.99 (0.11) (0.39) (0.50) -- -- -- 5/1/06 to 4/30/07 8.87 (0.11) 0.23 0.12 -- -- -- 5/1/05 to 4/30/06 7.85 (0.12) 1.14 1.02 -- -- -- 5/1/04 to 4/30/05 7.95 (0.11) 0.01 (0.10) -- -- -- 5/1/03 to 4/30/04 6.65 (0.12) 1.42 1.30 -- -- -- CLASS I 4/1/09 to 9/30/09(9) $ 5.82 --(5) 1.90 1.90 -- -- -- 4/1/08 to 3/31/09 9.54 (0.01) (3.71) (3.72) -- -- -- 5/1/07 to 3/31/08 10.01 (0.03) (0.44) (0.47) -- -- -- 9/29/06(7) to 4/30/07 9.26 (0.01) 0.76 0.75 -- -- -- TACTICAL ALLOCATION FUND CLASS A 4/1/09 to 9/30/09(9) $ 6.33 0.08 1.43 1.51 (0.11) -- (0.11) 4/1/08 to 3/31/09 8.59 0.24 (2.18) (1.94) (0.26) (0.06) (0.32) 5/1/07 to 3/31/08 9.71 0.22 (0.48) (0.26) (0.23) (0.63) (0.86) 5/1/06 to 4/30/07 9.18 0.23 0.75 0.98 (0.24) (0.21) (0.45) 5/1/05 to 4/30/06 8.90 0.22 0.44 0.66 (0.24) (0.14) (0.38) 5/1/04 to 4/30/05 8.66 0.22 0.26 0.48 (0.24) -- (0.24) 5/1/03 to 4/30/04 7.92 0.22 0.76 0.98 (0.24) -- (0.24) CLASS B 4/1/09 to 9/30/09(9) $ 6.39 0.05 1.44 1.49 (0.08) -- (0.08) 4/1/08 to 3/31/09 8.65 0.18 (2.18) (2.00) (0.20) (0.06) (0.26) 5/1/07 to 3/31/08 9.77 0.15 (0.48) (0.33) (0.16) (0.63) (0.79) 5/1/06 to 4/30/07 9.23 0.16 0.76 0.92 (0.17) (0.21) (0.38) 5/1/05 to 4/30/06 8.95 0.15 0.44 0.59 (0.17) (0.14) (0.31) 5/1/04 to 4/30/05 8.71 0.15 0.26 0.41 (0.17) -- (0.17) 5/1/03 to 4/30/04 7.96 0.16 0.76 0.92 (0.17) -- (0.17) The footnote legend is at the end of the financial highlights. See Notes to Financial Statements 38 RATIO OF GROSS EXPENSES TO NET NET AVERAGE RATIO OF NET ASSET ASSETS, RATIO OF NET NET ASSETS INVESTMENT CHANGE IN VALUE, END OF EXPENSES TO (BEFORE WAIVERS INCOME (LOSS) PORTFOLIO NET ASSET END OF TOTAL PERIOD AVERAGE NET AND TO AVERAGE NET TURNOVER VALUE PERIOD RETURN(1) (IN THOUSANDS) ASSETS REIMBURSEMENTS) ASSETS RATE - --------- ------- --------- -------------- ------------ ---------------- -------------- --------- 1.88 $ 7.66 32.53%(4) $140,802 1.50%(3) 1.50%(3) (0.38)%(3) 21%(4) (3.72) 5.78 (39.16) 71,082 1.53 1.53 (0.43) 91 (0.49) 9.50 (4.90)(4) 133,119 1.44(3) 1.44(3) (0.53)(3) 75(4) 0.21 9.99 2.15 161,396 1.61 1.61 (0.61) 81 1.19 9.78 13.85 106,693 1.62 1.62 (0.66) 63 (0.05) 8.59 (0.58) 128,426 1.56 1.56 (0.67) 107 1.47 8.64 20.50 162,974 1.52 1.52 (0.73) 167 1.64 $ 6.76 32.03%(4) $ 4,255 2.25%(3) 2.25%(3) (1.13)%(3) 21%(4) (3.36) 5.12 (39.62) 2,374 2.27 2.27 (1.18) 91 (0.50) 8.48 (5.57)(4) 6,242 2.19(3) 2.19(3) (1.27)(3) 75(4) 0.12 8.98 1.35 9,932 2.36 2.36 (1.36) 81 1.02 8.86 13.01 7,885 2.37 2.37 (1.41) 63 (0.10) 7.84 (1.26) 11,006 2.32 2.32 (1.40) 107 1.30 7.94 19.58 24,989 2.27 2.27 (1.48) 167 1.65 $ 6.77 32.23%(4) $ 5,597 2.24%(3) 2.24%(3) (1.15)%(3) 21%(4) (3.37) 5.12 (39.69) 1,685 2.28 2.28 (1.18) 91 (0.50) 8.49 (5.56)(4) 3,625 2.19(3) 2.19(3) (1.27)(3) 75(4) 0.12 8.99 1.35 4,843 2.32 2.32 (1.30) 81 1.02 8.87 12.99 1,490 2.37 2.37 (1.42) 63 (0.10) 7.85 (1.26) 2,371 2.31 2.31 (1.42) 107 1.30 7.95 19.55 3,713 2.27 2.27 (1.48) 167 1.90 $ 7.72 32.65%(4) $ 4,022 1.26%(3) 1.26%(3) (0.11)%(3) 21%(4) (3.72) 5.82 (38.99) 3,127 1.28 1.28 (0.18) 91 (0.47) 9.54 (4.70)(4) 5,689 1.19(3) 1.19(3) (0.27)(3) 75(4) 0.75 10.01 8.10(4) 7,208 1.27(3) 1.27(3) (0.24)(3) 81(4) 1.40 $ 7.73 23.91%(4) $194,049 1.38%(3) 1.38%(3) 2.24%(3) 91%(4) (2.26) 6.33 (23.17) 163,586 1.33 1.33 3.19 86 (1.12) 8.59 (3.08)(4) 250,502 1.32(3) 1.32(3) 2.52(3) 44(4) 0.53 9.71 10.93 296,354 1.34 1.34 2.47 46 0.28 9.18 7.33 318,318 1.28 1.28 2.38 72 0.24 8.90 5.53 350,609 1.28 1.28 2.46 59 0.74 8.66 12.40 381,423 1.29 1.29 2.54 83 1.41 $ 7.80 23.39%(4) $ 2,354 2.13%(3) 2.13%(3) 1.50%(3) 91%(4) (2.26) 6.39 (23.59) 2,217 2.08 2.08 2.38 86 (1.12) 8.65 (3.79)(4) 4,820 2.06(3) 2.06(3) 1.76(3) 44(4) 0.54 9.77 10.04 7,059 2.08 2.08 1.73 46 0.28 9.23 6.58 10,997 2.03 2.03 1.62 72 0.24 8.95 4.69 16,145 2.03 2.03 1.71 59 0.75 8.71 11.61 24,228 2.04 2.04 1.82 83 See Notes to Financial Statements 39 VIRTUS EQUITY TRUST FINANCIAL HIGHLIGHTS (CONTINUED) SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD NET ASSET NET NET TOTAL DIVIDENDS DISTRIBUTIONS VALUE, INVESTMENT REALIZED AND FROM FROM NET FROM NET BEGINNING INCOME UNREALIZED INVESTMENT INVESTMENT REALIZED TOTAL OF PERIOD (LOSS)(2) GAIN (LOSS) OPERATIONS INCOME GAINS DISTRIBUTIONS --------- ---------- ------------ ---------- ---------- ------------- ------------- TACTICAL ALLOCATION FUND (CONTINUED) CLASS C 4/1/09 to 9/30/09(9) $6.44 0.05 1.46 1.51 (0.08) -- (0.08) 4/1/08 to 3/31/09 8.73 0.18 (2.21) (2.03) (0.20) (0.06) (0.26) 5/1/07 to 3/31/08 9.86 0.16 (0.50) (0.34) (0.16) (0.63) (0.79) 5/1/06 to 4/30/07 9.31 0.16 0.77 0.93 (0.17) (0.21) (0.38) 5/1/05 to 4/30/06 9.02 0.15 0.45 0.60 (0.17) (0.14) (0.31) 5/1/04 to 4/30/05 8.78 0.15 0.26 0.41 (0.17) -- (0.17) 5/1/03 to 4/30/04 8.02 0.15 0.78 0.93 (0.17) -- (0.17) FOOTNOTE LEGEND: (1) Sales charges, where applicable, are not reflected in the total return calculation. (2) Computed using average shares outstanding. (3) Annualized. (4) Not annualized. (5) Amount is less than $0.005. (6) For the Quality Large-Cap Value Fund, the ratio of net expenses to average net assets excludes the effect of expense offsets for custodian fees; if expense offsets were included, the ratio would have been 0.05% lower than the ratio shown in the table. (7) Inception date. (8) Represents a blended Ratio, for more information regarding this see Note 3 in the Notes to Financial Statements. (9) Unaudited. (10) Includes extraordinary expenses. See Note 3 in the Notes to Financial Statements. See Notes to Financial Statements 40 RATIO OF GROSS EXPENSES TO NET NET AVERAGE RATIO OF NET ASSET ASSETS, RATIO OF NET NET ASSETS INVESTMENT CHANGE IN VALUE, END OF EXPENSES TO (BEFORE WAIVERS INCOME (LOSS) PORTFOLIO NET ASSET END OF TOTAL PERIOD AVERAGE NET AND TO AVERAGE NET TURNOVER VALUE PERIOD RETURN(1) (IN THOUSANDS) ASSETS REIMBURSEMENTS) ASSETS RATE - --------- ------- --------- -------------- ------------ ---------------- -------------- --------- 1.43 $7.87 23.52%(4) $1,216 2.13%(3) 2.13%(3) 1.48%(3) 91%(4) (2.29) 6.44 (23.72) 800 2.08 2.08 2.38 86 (1.13) 8.73 (3.85)(4) 1,840 2.07(3) 2.07(3) 1.78(3) 44(4) 0.55 9.86 10.06 1,652 2.09 2.09 1.72 46 0.29 9.31 6.64 1,888 2.03 2.03 1.63 72 0.24 9.02 4.65 1,988 2.03 2.03 1.71 59 0.76 8.78 11.64 1,980 2.04 2.04 1.77 83 See Notes to Financial Statements 41 VIRTUS EQUITY TRUST NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2009 (UNAUDITED) 1. ORGANIZATION Virtus Equity Trust (the "Trust") is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company. As of the date of this report, 13 funds are offered for sale (each a "Fund"), of which ten are reported in this semiannual report, each a diversified Fund, and each having a distinct investment objective. The Funds offer the following classes of shares for sale and have the following investment objectives: CLASS A CLASS B CLASS C CLASS I INVESTMENT OBJECTIVE SHARES SHARES SHARES SHARES -------------------- ------- ------- ------- ------- Each Fund seeks to provide Growth & Income Fund capital appreciation and current income Mid-Cap Core Fund long-term capital appreciation X X X X Mid-Cap Growth Fund capital appreciation X -- X X Quality Large-Cap Value Fund long-term capital appreciation X X X X Quality Small-Cap Fund long-term capital appreciation X -- X X long-term capital appreciation with dividend X -- X X Small-Cap Core Fund income a secondary consideration Small-Cap Growth Fund long-term growth of capital X X X X Small-Cap Sustainable Growth Fund long-term capital appreciation X X X -- Strategic Growth Fund long-term capital growth X -- X X Tactical Allocation Fund capital appreciation and income X X X X X X X -- Class A shares are sold with a front-end sales charge of up to 5.75% with some exceptions. Generally, Class A shares are not subject to any charges by the Funds when redeemed; however, a 1% contingent deferred sales charge ("CDSC") may be imposed on certain redemptions made within one year following purchases on which a finder's fee has been paid. The one-year period begins on the last day of the month preceding the month in which the purchase was made. Class B shares are sold with a contingent deferred sales charge, which declines from 5% to zero depending on the period of time the shares are held (see Note 12). Class C shares are sold with a 1% contingent deferred sales charge if redeemed within one year of purchase. Class I shares are sold without a sales charge. 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. Class I shares bear no distribution and/or service expenses. 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, 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 and those differences could be significant. A. SECURITIES VALUATION: Equity securities are valued at the official closing price (typically last sale) on the exchange on which the securities are primarily traded, or if no closing price is available, at the last bid price. Debt securities are valued on the basis of broker quotations or valuations provided by a pricing service, which utilizes information with respect to recent sales, market transactions in comparable securities, quotations from dealers, and various relationships between securities in determining value. Due to continued volatility in the current market, valuations developed through pricing techniques may materially vary from the actual amounts realized upon sale of the securities. 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. Certain foreign common stocks may be fair valued in cases where closing prices are not readily available or are deemed not reflective of readily available market prices. For example, significant events (such as movement in the U.S. securities market, or other regional and local developments) may occur between the time that foreign markets close (where the security is principally traded) and the time that the Fund calculates its net asset value (generally, the close of the NYSE) that may impact the value of securities traded in these foreign markets. In these cases, information from an external vendor may be utilized to adjust closing market prices of certain foreign common stocks to reflect their fair value. Because the frequency of significant events is not predictable, fair valuation of certain foreign common stocks may occur on a frequent basis. Investments in underlying money market mutual funds are valued at each fund's closing net asset value. Short-term investments having a remaining maturity of 60 days or less are valued at amortized cost, which approximates market. The Funds utilize a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. - Level 1 - quoted prices in active markets for identical securities - Level 2 - prices determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) - Level 3 - prices determined using significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments) 42 VIRTUS EQUITY TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) A summary of the inputs used to value each Fund's net assets by each major security type is located at the end of each Fund's Schedule of Investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. 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. Dividend income is recorded using management's estimate of the income included in distributions received from REIT investments. Distributions received in excess of this estimated amount are recorded as a reduction of the cost of investments or reclassified to capital gains. The actual amounts of income, return of capital, and capital gains are only determined by each REIT after its fiscal year-end, and may differ from the estimated amounts. 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 Subchapter M 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. The Trust may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Each Fund will accrue such taxes and recoveries as applicable based upon current interpretations of the tax rules and regulations that exist in the markets in which they invest. Accounting for Uncertainty in Income Taxes sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has analyzed each Fund's tax positions and has concluded that no provision for income tax is required in any Fund's financial statements. The Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. Each of the Funds' federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service. 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 expenses to each Fund or an alternative allocation method can be more appropriately made. F. FOREIGN CURRENCY TRANSLATION: Foreign securities and other assets and liabilities are valued using the foreign currency exchange rate effective at the end of the reporting period. Cost of investments is translated at the currency exchange rate effective at the trade date. The gain or loss resulting from a change in currency exchange rates between the trade and settlement date of a portfolio transaction is treated as a gain or loss on foreign currency. Likewise, the gain or loss resulting from a change in currency exchange rates between the date income is accrued and the date it is paid is treated as a gain or loss on foreign currency. The Trust does not isolate that portion of the results of operations arising from changes in exchange rates or from fluctuations which arise due to changes in the market prices of securities. G. LOAN AGREEMENTS: Certain Funds may invest in direct debt instruments which are interests in amounts owed by a corporate, governmental, or other borrower to lenders or lending syndicates. A Fund's investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. A loan is often administered by a bank or other financial institution (the lender) that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan participation, the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the loan agreement and only upon receipt by the lender of payments from the borrower. The Fund generally has no right to enforce compliance with the terms of the loan agreement with the borrower. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that is selling the loan agreement. When the Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan. Direct indebtedness of emerging countries involves a risk that the government entities responsible for the repayment of the debt may be unable, or unwilling, to pay the principal and interest when due. At September 30, 2009 the Funds did not have any open loan agreements. H. SECURITIES LENDING: Certain Funds may loan securities to qualified brokers through an agreement with State Street Bank and Trust Company ("State Street"). Under the terms of the agreement, the Funds are required to maintain collateral with a market value not less than 100% of the market value of loaned securities. Collateral is adjusted daily in connection with changes in the market value of securities on loan. Collateral may consist of cash and securities issued by the U.S. Government. Cash collateral is invested in a short-term money market fund. Dividends earned on the collateral and premiums paid by the borrower are recorded as income by the Fund net of fees charged by State Street for its services in connection with this securities lending program. Lending portfolio securities involves a risk of delay in the recovery of the loaned securities or in the foreclosure on collateral. At September 30, 2009, the Funds had no securities on loan. 3. INVESTMENT ADVISORY FEE AND RELATED PARTY TRANSACTIONS ($ REPORTED IN THOUSANDS EXCEPT AS NOTED) Virtus Investment Advisers, Inc. ("VIA," the "Adviser"), is an indirect, wholly-owned subsidiary of Virtus Investment Partners, Inc. ("Virtus"). As compensation for its services to the Trust, the Adviser is entitled 43 VIRTUS EQUITY TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) to a fee based upon the following annual rates as a percentage of the average daily net assets of each Fund: FIRST NEXT OVER $50 $450 $500 MILLION MILLION MILLION ------- ------- ------- Small-Cap Growth Fund ......... 1.00% 0.90% 0.80% $400+ FIRST MILLION $400 THROUGH $1+ MILLION $1 BILLION BILLION ------- ---------- ------- Quality Small-Cap Fund ........ 0.90% 0.85% 0.80% Small-Cap Sustainable Growth .. 0.90% 0.85% 0.80% FIRST OVER $500 $500 MILLION MILLION ------- ------- Mid-Cap Growth Fund ........... 0.80% 0.70% $1+ FIRST BILLION $1 THROUGH $2+ BILLION $2 BILLION BILLION ------- ---------- ------- Growth & Income Fund .......... 0.75% 0.70% 0.65% Mid-Cap Core Fund ............. 0.80% 0.75% 0.70% Quality Large-Cap Value Fund .. 0.75% 0.70% 0.65% Small-Cap Core Fund ........... 0.85% 0.85% 0.85% Strategic Growth Fund ......... 0.70% 0.65% 0.60% Tactical Allocation Fund ...... 0.70% 0.65% 0.60% The Adviser has voluntarily agreed to limit total Fund operating expenses (excluding interest, taxes and extraordinary expenses) so that such expenses do not exceed the following percentages of the average annual net asset values for the following Funds. The voluntary agreement may be discontinued with respect to any and all Funds at any time. CLASS A CLASS B CLASS C CLASS I ------- ------- ------- ------- Growth & Income Fund .......... 1.25% 2.00% 2.00% 1.00% Mid-Cap Growth Fund ........... 1.45% 2.20% 2.20% 1.20% Quality Large-Cap Value Fund .. 1.35% N/A 2.10% 1.10% Quality Small-Cap Fund ........ 1.55% N/A 2.30% 1.30% Small-Cap Growth Fund ......... 1.67% 2.42% 2.42% N/A Small-Cap Sustainable Growth Fund ....................... 1.65% N/A 2.40% 1.40% For the Mid-Cap Core Fund, the Adviser has contractually agreed to limit the total operating expenses (excluding interest, taxes and extraordinary expenses) until June 30, 2010, so that such expenses do not exceed, on an annual basis, the following amounts: CLASS A CLASS B CLASS C CLASS I - ------- ------- ------- ------- 1.35% N/A 2.10% 1.10% For the Growth & Income Fund for the period ended September 30, 2009, the ratio of net expenses to average net assets reported in the financial highlights includes the effect of a $265 reimbursement of extraordinary legal expenses incurred during the fiscal years ended March 31, 2008 and August 31, 2007, along with an additional $96 of extraordinary expenses incurred in the current fiscal period. If excluded, the net expense ratios for the period ended September 30, 2009 would have been as follows: Class A 1.25%, Class B 2.00%, Class C 2.00%, Class I 1.00%. The Adviser may recapture operating expenses waived or reimbursed under this arrangement, within three fiscal years following the end of the fiscal year in which such waiver or reimbursement occurred. Each Fund must pay its ordinary operating expenses before the Adviser is entitled to any reimbursement and must remain in compliance with applicable expense limitations. All or a portion of the following Adviser reimbursed expenses may be recaptured by the fiscal years ending: EXPIRATION DATE -------------------------- 2010 2011 2012 TOTAL ---- ---- ---- ----- Growth & Income Fund ..... $ 7 $229 $347 $583 Mid-Cap Growth Fund ...... -- 57 136 193 Quality Large-Cap Value Fund .................. -- -- 79 79 Quality Small-Cap Fund ... 9 40 244 293 Small-Cap Growth Fund .... -- -- 68 68 Small-Cap Sustainable Growth Fund ........... 8 28 73 109 The Adviser manages the Funds' investment program and general operations of the Funds, including oversight of the Funds' subadvisers. The subadvisers manage the investments of the Funds for which they are paid a fee by the Adviser. The subadvisers with respect to the Funds are indicated as follows: FUND SUBADVISER - ---- ---------- Mid-Cap Core Fund ................................... KAR*(3) Mid-Cap Growth Fund ................................. HIM(2) Quality Large-Cap Value Fund++ ...................... KAR*(3) Quality Small-Cap Fund .............................. KAR*(3) Small-Cap Core Fund ................................. KAR*(3) Small-Cap Growth Fund ............................... EAM*(1) Small-Cap Sustainable Growth Fund ................... KAR*(3) Strategic Growth Fund ............................... SCM*(4) Tactical Allocation Fund (Fixed Income Portfolio)+ .. SCM*(4) (1) Engemann Asset Management (2) Harris Investment Management, Inc. (a subsidiary of Harris Bankcorp, Inc., a minority investor in Virtus) (3) Kayne Anderson Rudnick Investment Management, LLC (4) SCM Advisors LLC * an affiliate of Virtus + Effective June 4, 2009, SCM Advisors LLC became the Fund's Subadviser. For the period April 1, 2009 through June 3, 2009, Goodwin Capital Advisers, Inc. was the Subadviser. ++ Effective September 1, 2009, Kayne Anderson Rudnick Investment Management became the Fund's Subadviser. For the period of April 1, 2009 through August 31, 2009, Acadian Asset Management LLC was the Subadviser. 44 VIRTUS EQUITY TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) As distributor of each Fund's shares, VP Distributors, Inc. ("VP Distributors"), an indirect wholly-owned subsidiary of Virtus, has advised the Fund that it retained net selling commissions and deferred sales charges for the six-month period ended (the "period") September 30, 2009, as follows: CLASS A - CLASS B - CLASS C - NET SELLING COMMISSIONS DEFERRED SALES CHARGES DEFERRED SALES CHARGES ----------------------- ---------------------- ---------------------- Growth & Income Fund ............... $ 2 $ 4 $--* Mid-Cap Growth Fund ................ 4 2 --* Quality Large-Cap Value Fund ....... 2 -- --* Quality Small-Cap Fund ............. 1 -- 1 Small-Cap Core Fund ................ 1 --* 2 Small-Cap Growth Fund .............. 2 2 --* Small-Cap Sustainable Growth Fund .. --* -- --* Strategic Growth Fund .............. 2 2 --* Tactical Allocation Fund ........... 2 1 --* * AMOUNT IS LESS THAN $500 (NOT REPORTED IN THOUSANDS). In addition, each Fund pays VP Distributors distribution and/or service fees at an annual rate of 0.25% for Class A shares, 1.00% for Class B shares and 1.00% for Class C shares applied to the average daily net assets of each respective Class. Under certain circumstances, shares of certain Virtus Mutual Funds may be exchanged for shares of the same class of certain other Virtus Mutual Funds on the basis of the relative net asset values per share at the time of the exchange. On exchanges of share classes with CDSC, the CDSC schedule of the original shares purchased continues to apply. VP Distributors serves as the Administrator to the Trust. For the period ended September 30, 2009, the Trust incurred administration fees totaling $328. VP Distributors also serves as the Trust's transfer agent. For the period ended September 30, 2009, transfer agent fees were $1,074 as reported in the Statements of Operations. At September 30, 2009, Virtus and its affiliates, Harris Bankcorp, Inc. (a minority investor in Virtus), and the retirement plans of Virtus and its affiliates, held shares of the Funds which may be redeemed at any time that aggregated the following: AGGREGATE SHARES NET ASSETS ------- ---------- Mid-Cap Core Fund Class A ...................... 10,000 $ 113 Class C ...................... 10,000 113 Class I ...................... 10,000 113 Quality Large-Cap Value Fund Class I ...................... 9,247 77 Quality Small-Cap Fund Class I ...................... 210,164 1,866 Small-Cap Sustainable Growth Fund Class C ...................... 10,000 85 4. PURCHASES AND SALES OF SECURITIES ($ REPORTED IN THOUSANDS) Purchases and sales of investment securities (excluding U.S. Government and agency securities, short-term securities and forward currency contracts) during the period ended September 30, 2009, were as follows: PURCHASES SALES --------- ------- Growth & Income Fund .......... $25,443 $50,275 Mid-Cap Core Fund ............. 353 38 Mid-Cap Growth Fund ........... 41,246 44,434 Quality Large-Cap Value Fund .. 75,042 91,323 Quality Small-Cap Fund ........ 5,337 6,771 Small-Cap Core Fund ........... 5,139 6,128 Small-Cap Growth Fund ......... 33,022 38,192 Small-Cap Sustainable Growth Fund ................ 964 7,086 Strategic Growth Fund ......... 28,413 36,288 Tactical Allocation Fund ...... 55,396 90,347 The Tactical Allocation Fund had purchases of $108,546 and sales of $78,791 of long-term U.S. Government and agency securities during the period ended September 30, 2009. 45 VIRTUS EQUITY TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 5. CAPITAL SHARE TRANSACTIONS (REPORTED IN THOUSANDS) Transactions in shares of capital stock, during the periods ended as indicated below, were as follows: SHARES AMOUNT SHARES AMOUNT ------ --------- ------ -------- Six Months Ended September 30, 2009 Year Ended (Unaudited) March 31, 2009 ------------------ ----------------- GROWTH & INCOME FUND CLASS A Sale of shares 748 $ 8,951 984 $ 12,176 Reinvestment of distributions 81 928 95 1,284 Shares repurchased (2,164) (27,988) (2,598) (34,224) ------ -------- ------ -------- Net Increase / (Decrease) (1,335) $(18,109) (1,519) $(20,764) ====== ======== ====== ======== CLASS B Sale of shares 13 $ 145 50 $ 625 Reinvestment of distributions 4 44 -- -- Shares repurchased (134) (1,530) (475) (6,298) ------ -------- ------ -------- Net Increase / (Decrease) (117) $ (1,341) (425) $ (5,673) ====== ======== ====== ======== CLASS C Sale of shares 20 $ 235 75 $ 931 Reinvestment of distributions 15 169 1 9 Shares repurchased (186) (2,184) (606) (7,478) ------ -------- ------ -------- Net Increase / (Decrease) (151) $ (1,780) (530) $ (6,538) ====== ======== ====== ======== CLASS I Sale of shares 6 $ 75 80 $ 922 Reinvestment of distributions 6 70 12 169 Shares repurchased (356) (4,443) (476) (6,918) ------ -------- ------ -------- Net Increase / (Decrease) (344) $ (4,298) (384) $ (5,827) ====== ======== ====== ======== From Inception, June 22, 2009 to September 30, 2009 (Unaudited) ------------------ MID-CAP CORE FUND CLASS A Sale of shares 12 $125 --- ---- Net Increase / (Decrease) 12 $125 === ==== CLASS C Sale of shares 10 $100 --- ---- Net Increase / (Decrease) 10 $100 === ==== Sale of shares 10 $100 --- ---- Net Increase / (Decrease) 10 $100 === ==== 46 VIRTUS EQUITY TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 SHARES AMOUNT SHARES AMOUNT ------ -------- ------ -------- Six Months Ended September 30, 2009 Year Ended (Unaudited) March 31, 2009 ------------------- ------------------- MID-CAP GROWTH FUND CLASS A Sale of shares 281 $ 3,062 406 $ 4,721 Shares repurchased (512) (5,647) (1,058) (13,070) ------ -------- ------ -------- Net Increase / (Decrease) (231) $ (2,585) (652) $ (8,349) ====== ======== ====== ======== CLASS B Sale of shares 13 $ 120 44 $ 465 Shares repurchased (147) (1,409) (365) (3,914) ------ -------- ------ -------- Net Increase / (Decrease) (134) $ (1,289) (321) $ (3,449) ====== ======== ====== ======== CLASS C Sale of shares 127 $ 1,178 20 $ 168 Shares repurchased (49) (456) (127) (1,442) ------ -------- ------ -------- Net Increase / (Decrease) 78 $ 722 (107) $ (1,274) ====== ======== ====== ======== CLASS I Sale of shares 9 $ 100 17 $ 161 Shares repurchased (10) (113) (30) (273) ------ -------- ------ -------- Net Increase / (Decrease) (1) $ (13) (13) $ (112) ====== ======== ====== ======== QUALITY LARGE-CAP VALUE FUND CLASS A Sale of shares 369 $ 2,545 1,003 $ 8,140 Reinvestment of distributions 58 399 44 338 Shares repurchased (2,431) (18,442) (2,643) (23,963) ------ -------- ------ -------- Net Increase / (Decrease) (2,004) $(15,498) (1,596) $(15,485) ====== ======== ====== ======== CLASS C Sale of shares 24 $ 173 104 $ 641 Reinvestment of distributions 2 15 --(1) 3 Shares repurchased (92) (661) (484) (4,219) ------ -------- ------ -------- Net Increase / (Decrease) (66) $ (473) (380) $ (3,575) ====== ======== ====== ======== CLASS I Sale of shares --(1) $ 3 9 $ 100 Reinvestment of distributions --(1) 1 --(1) 1 Shares repurchased -- -- -- -- ------ -------- ------ -------- Net Increase / (Decrease) --(1) $ 4 9 $ 101 ====== ======== ====== ======== QUALITY SMALL-CAP FUND CLASS A Sale of shares 691 $ 5,540 3,361 $ 23,505 Reinvestment of distributions 26 187 22 180 Shares repurchased (765) (6,166) (953) (7,251) ------ -------- ------ -------- Net Increase / (Decrease) (48) $ (439) 2,430 $ 16,434 ====== ======== ====== ======== (1) Shares fewer than 500. 47 VIRTUS EQUITY TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 SHARES AMOUNT SHARES AMOUNT ------ -------- ------ -------- Six Months Ended September 30, 2009 Year Ended (Unaudited) March 31, 2009 ------------------- ------------------- QUALITY SMALL-CAP FUND (CONTINUED) CLASS C Sale of shares 99 $ 747 81 $ 692 Reinvestment of distributions 1 6 2 16 Shares repurchased (26) (208) (73) (533) ------ -------- ------ -------- Net Increase / (Decrease) 74 $ 545 10 $ 175 ====== ======== ====== ======== CLASS I Sale of shares 1,315 $ 10,574 3,836 $ 34,591 Reinvestment of distributions 44 319 121 996 Shares repurchased (1,085) (8,485) (3,461) (27,168) ------ -------- ------ -------- Net Increase / (Decrease) 274 $ 2,408 496 $ 8,419 ====== ======== ====== ======== SMALL-CAP CORE FUND CLASS A Sale of shares 86 $ 997 160 $ 1,828 Reinvestment of distributions -- -- 125 1,740 Shares repurchased (169) (1,984) (548) (6,771) ------ -------- ------ -------- Net Increase / (Decrease) (83) $ (987) (263) $ (3,203) ====== ======== ====== ======== CLASS B Sale of shares 1 $ 14 6 $ 66 Reinvestment of distributions -- -- 10 127 Shares repurchased (13) (142) (49) (609) ------ -------- ------ -------- Net Increase / (Decrease) (12) $ (128) (33) $ (416) ====== ======== ====== ======== CLASS C Sale of shares 73 $ 828 65 $ 686 Reinvestment of distributions -- -- 33 434 Shares repurchased (35) (379) (221) (2,595) ------ -------- ------ -------- Net Increase / (Decrease) 38 $ 449 (123) $ (1,475) ====== ======== ====== ======== CLASS I Sale of shares 288 $ 3,641 755 $ 8,235 Reinvestment of distributions -- -- 189 2,695 Shares repurchased (186) (2,101) (1,246) (13,835) ------ -------- ------ -------- Net Increase / (Decrease) 102 $ 1,540 (302) $ (2,905) ====== ======== ====== ======== SMALL-CAP GROWTH FUND CLASS A Sale of shares 77 $ 1,547 223 $ 5,428 Shares repurchased (287) (6,282) (607) (14,130) ------ -------- ------ -------- Net Increase / (Decrease) (210) $ (4,735) (384) $ (8,702) ====== ======== ====== ======== CLASS B Sale of shares 6 $ 108 17 $ 363 Shares repurchased (66) (1,218) (241) (5,396) ------ -------- ------ -------- Net Increase / (Decrease) (60) $ (1,110) (224) $ (5,033) ====== ======== ====== ======== 48 VIRTUS EQUITY TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 SHARES AMOUNT SHARES AMOUNT ------ ------- ------ -------- Six Months Ended September 30, 2009 Year Ended (Unaudited) March 31, 2009 ------------------- ------------------- SMALL-CAP GROWTH FUND (CONTINUED) CLASS C Sale of shares 5 $ 98 6 $ 140 Shares repurchased (22) (412) (125) (2,747) ------ ------- ------ -------- Net Increase / (Decrease) (17) $ (314) (119) $ (2,607) ====== ======= ====== ======== SMALL-CAP SUSTAINABLE GROWTH FUND CLASS A Sale of shares 98 $ 732 455 $ 4,243 Shares repurchased (324) (2,764) (1,029) (8,332) ------ ------- ------ -------- Net Increase / (Decrease) (226) $(2,032) (574) $ (4,089) ====== ======= ====== ======== CLASS C Sale of shares 15 $ 115 20 $ 167 Shares repurchased (3) (19) (13) (88) ------ ------- ------ -------- Net Increase / (Decrease) 12 $ 96 7 $ 79 ====== ======= ====== ======== CLASS I Sale of shares 76 $ 575 1,221 $ 9,609 Shares repurchased (575) (4,570) (899) (5,853) ------ ------- ------ -------- Net Increase / (Decrease) (499) $(3,995) 322 $ 3,756 ====== ======= ====== ======== STRATEGIC GROWTH FUND CLASS A Sale of shares 325 $ 2,197 306 $ 2,357 Plan of Reorganization (Note 11) 7,016 44,358 -- -- Shares repurchased (1,254) (8,677) (2,012) (14,759) ------ ------- ------ -------- Net Increase / (Decrease) 6,087 $37,878 (1,706) $(12,402) ====== ======= ====== ======== CLASS B Sale of shares 21 $ 128 41 $ 280 Plan of Reorganization (Note 11) 292 1,633 -- -- Shares repurchased (147) (882) (313) (2,140) ------ ------- ------ -------- Net Increase / (Decrease) 166 $ 879 (272) $ (1,860) ====== ======= ====== ======== CLASS C Sale of shares 21 $ 128 19 $ 119 Plan of Reorganization (Note 11) 749 4,197 -- -- Shares repurchased (272) (1,628) (117) (744) ------ ------- ------ -------- Net Increase / (Decrease) 498 $ 2,697 (98) $ (625) ====== ======= ====== ======== CLASS I Sale of shares 12 $ 80 16 $ 109 Plan of Reorganization (Note 11) -- -- -- -- Shares repurchased (29) (191) (75) (473) ------ ------- ------ -------- Net Increase / (Decrease) (17) $ (111) (59) $ (364) ====== ======= ====== ======== 49 VIRTUS EQUITY TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 SHARES AMOUNT SHARES AMOUNT ------ -------- ------ -------- Six Months Ended September 30, 2009 Year Ended (Unaudited) March 31, 2009 ------------------- ------------------- TACTICAL ALLOCATION FUND CLASS A Sale of shares 163 $ 1,175 325 $ 2,428 Reinvestment of distributions 298 2,161 937 7,015 Shares repurchased (1,204) (8,700) (4,576) (33,758) ------ ------- ------ -------- Net Increase / (Decrease) (743) $(5,364) (3,314) $(24,315) ====== ======= ====== ======== CLASS B Sale of shares 21 $ 151 30 $ 225 Reinvestment of distributions 3 23 14 104 Shares repurchased (69) (498) (254) (1,988) ------ ------- ------ -------- Net Increase / (Decrease) (45) $ (324) (210) $ (1,659) ====== ======= ====== ======== CLASS C Sale of shares 34 $ 249 21 $ 145 Reinvestment of distributions 1 9 3 26 Shares repurchased (5) (34) (111) (941) ------ ------- ------ -------- Net Increase / (Decrease) 30 $ 224 (87) $ (770) ====== ======= ====== ======== 50 VIRTUS EQUITY TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) 6. 10% SHAREHOLDERS At September 30, 2009, the Funds had individual shareholder accounts and/or omnibus shareholder accounts (comprised of a group of individual shareholders), which amounted to more than 10% of the total shares outstanding of the Funds as detailed below. % OF NUMBER OF SHARES ACCOUNTS ------ --------- Mid-Cap Core Fund Class A ...................... 31 1* Class C ...................... 31 1* Class I ...................... 31 1* Small-Cap Sustainable Growth Fund Class A ...................... 40 2* Class I ...................... 34 1 * INCLUDES SHAREHOLDER ACCOUNT AFFILIATED WITH VIRTUS. 7. 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 arrangements. 8. REGULATORY EXAMS Federal and state regulatory authorities from time to time make inquiries and conduct examinations regarding compliance by Virtus and its subsidiaries (collectively "the Company") with securities and other laws and regulations affecting their registered products. There are currently no such matters which the Company believes will be material to these financial statements. 9. FEDERAL INCOME TAX INFORMATION ($ REPORTED IN THOUSANDS) At September 30, 2009, federal tax cost and aggregate gross unrealized appreciation (depreciation) of securities held by the Funds were as follows: NET UNREALIZED FEDERAL UNREALIZED UNREALIZED APPRECIATION FUND TAX COST APPRECIATION (DEPRECIATION) (DEPRECIATION) - ---- -------- ------------ -------------- -------------- Growth & Income Fund ............... $112,340 $33,299 $(1,891) $31,408 Mid-Cap Core Fund .................. 330 38 (2) 36 Mid-Cap Growth Fund ................ 75,872 12,867 (4,994) 7,873 Quality Large-Cap Value Fund ....... 43,431 2,188 (335) 1,853 Quality Small-Cap Fund ............. 79,341 11,035 (4,901) 6,134 Small-Cap Core Fund ................ 38,081 8,613 (63) 8,550 Small-Cap Growth Fund .............. 50,895 12,031 (2,004) 10,027 Small-Cap Sustainable Growth Fund .. 4,975 1,178 (336) 842 Strategic Growth Fund .............. 134,759 26,426 (5,690) 20,736 Tactical Allocation Fund ........... 175,431 25,157 (2,928) 22,229 The Funds have capital loss carryovers which may be used to offset future capital gains, as follows: EXPIRATION YEAR -------------------------------------------------------------- 2010 2011 2012 2014 2016 2017 TOTAL ------- ------- ------ ---- ------ ------- ------- Growth & Income Fund .......... $ 9,552 $18,605 $2,953 $ -- $ -- $ 6,192 $37,302 Mid-Cap Growth Fund ........... 30,519 -- -- -- 3,884 9,046 43,449 Quality Large-Cap Value Fund .. -- 407 -- -- -- 25,023 25,430 Quality Small-Cap Fund ........ -- -- -- -- -- 2,331 2,331 Small-Cap Core Fund ........... -- -- -- -- -- 4,753 4,753 Small-Cap Growth Fund ......... 66,001 8,840 -- -- -- 3,054 77,895 Small-Cap Sustainable Growth Fund ................ -- -- -- 2 310 1,243 1,555 Strategic Growth Fund ......... 39,493 13,554 329 686 -- 15,188 69,250 Tactical Allocation Fund ...... -- -- -- -- -- 2,539 2,539 The Trust may not realize the benefit of these losses to the extent each Fund does not realize gains on investments prior to the expiration of the capital loss carryovers. 51 VIRTUS EQUITY TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) 10. CREDIT RISK AND ASSET CONCENTRATIONS In countries with limited or developing markets, investments may present greater risks than in more developed markets and the prices of such investments may be volatile. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of these investments and the income they generate, as well as a Fund's ability to repatriate such amounts. High-yield/high-risk securities typically entail greater price volatility and/or principal and interest rate risk. There is a greater chance that an issuer will not be able to make principal and interest payments on time. Analysis of the creditworthiness of issuers of high-yield securities may be complex, and as a result, it may be more difficult for the Adviser and/or Subadviser to accurately predict risk. Lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities. Sector ETFs are subject to sector risks and non-diversification risks, which may result in greater price fluctuations than the overall market. When a Fund invests in ETFs, it indirectly bears its proportionate share of the operating expenses of the underlying funds. Indirectly, the Fund is subject to all risks associated with the underlying ETFs. Certain Funds may invest a high percentage of their assets in specific sectors of the market in their pursuit of a greater investment return. Fluctuations in these sectors of concentration may have a greater impact on a Fund, positive or negative, than if a Fund did not concentrate its investments in such sectors. At September 30, 2009, the Funds listed held securities issued by various companies in specific sectors as detailed below: PERCENTAGE OF TOTAL FUND SECTOR INVESTMENTS - ---- ---------------------- ----------- Mid-Cap Core Fund ....... Industrials 25% Mid-Cap Growth Fund ..... Information Technology 25 Quality Small-Cap Fund .. Industrials 27 Small-Cap Core Fund ..... Industrials 25 Small-Cap Growth Fund ... Information Technology 31 Small-Cap Sustainable Growth Fund .......... Information Technology 31 Strategic Growth Fund ... Information Technology 36 11. PLAN OF REORGANIZATION (ALL AMOUNTS EXCEPT FOR THE PER SHARE AMOUNTS ARE REPORTED IN THOUSANDS) On April 24, 2009, the Virtus Strategic Growth Fund (the "Strategic Growth Fund") acquired all of the net assets of the Virtus All-Cap Growth Fund ("All-Cap Growth Fund") pursuant to an Agreement and Plan of Reorganization approved by the shareholders of the Virtus All-Cap Growth Fund, a former series of Virtus Equity Trust, at a reconvened special meeting of shareholders of All-Cap Growth Fund, held on April 21, 2009. The acquisition was accomplished by a tax-free exchange of 7,016 Class A shares, 292 Class B shares, and 749 Class C shares of the All-Cap Growth Fund outstanding on April 24, 2009 (valued at $44,358, $1,633, and $4,197, respectively) for Class A shares, Class B shares, and Class C shares of the Strategic Growth Fund outstanding on April 24, 2009. The All-Cap Growth Fund had net assets on that date of $50,189 including $5,314 of net unrealized depreciation which were combined with those of the Strategic Growth Fund. The aggregate net assets of the Strategic Growth Fund immediately after the merger were $135,437. The shareholders of the All-Cap Growth Fund received for each share owned 1.33, 1.20, and 1.20 shares of Class A, B and C shares, respectively, of the Strategic Growth Fund. 12. SUBSEQUENT EVENT EVALUATIONS Management has evaluated the impact of all subsequent events on the Funds through November 19, 2009, the date the financial statements were available for issuance, and has determined that the following subsequent events require recognition or disclosure in the financial statements. Effective December 1, 2009 (the "Closing Date"), Class B Shares of the Virtus Mutual Funds will no longer be available for purchase by new or existing shareholders, except by existing shareholders through Qualifying Transactions (for information regarding Qualifying Transactions refer to each Fund's prospectus). 52 CONSIDERATION OF ADVISORY AND SUBADVISORY AGREEMENTS FOR VIRTUS MID-CAP CORE FUND (THE "FUND") BY THE BOARD OF TRUSTEES (UNAUDITED) The Board of Trustees of Virtus Equity Trust (the "Trust"), along with the Boards of Trustees of the other trusts in the Virtus family of funds (collectively, the "Board"), is responsible for determining whether to approve the entering into and continuation of the investment advisory and subadvisory agreement (each, an "Agreement") for the Virtus Mutual Funds including the Fund. At a meeting held on February 24-25, 2009, the Board, including a majority of the Trustees who are not interested persons as defined in Section 2(a)(19) of the Investment Company Act of 1940, considered and approved the Agreements for the Fund, as further discussed below. In approving the Agreements, the Board determined that the retention of the adviser and subadviser was in the best interests of the Fund and its shareholders. In reaching their decisions, the Board considered information for other Virtus Mutual Funds furnished throughout the year at regular Board meetings as well as information prepared specifically in connection with the approval review process. During the approval review process, the Board received assistance and advice from and met separately with independent legal counsel. The Board's determination contemplated a number of factors that the Trustees believed to be relevant. Some of the factors that the Board considered are described below, although the Trustees did not identify any particular information or factor as controlling, but, instead, the Board considered the Agreements in the totality of the circumstances. Each individual Trustee may have evaluated the information presented differently, giving different weights to different factors. NATURE, EXTENT AND QUALITY OF SERVICES. The Fund is managed using a "manager of managers" structure that generally involves the use of one or more subadvisers to manage some or all of the Fund's portfolio. Under this structure, Virtus Investment Advisers, Inc. ("VIA") is responsible for evaluating and selecting subadvisers on an ongoing basis and for making any recommendations to the Board regarding hiring, retaining or replacing subadvisers. Therefore, in considering the Agreement with VIA as adviser the Trustees considered VIA's existing process for supervising and managing the other Virtus Mutual Fund subadvisers, including (a) VIA's ability to select and monitor the subadvisers; (b) VIA's ability to provide the services necessary to monitor the subadvisers' compliance with the Fund's investment objective, policies and restrictions as well as provide other oversight activities; and (c) VIA's ability and willingness to identify instances in which a subadviser should be replaced and to carry out the required changes. The Trustees also considered: (d) the experience, capability and integrity of VIA's management and other personnel; (e) the financial position of VIA; (f) the quality of VIA's own regulatory and legal compliance policies, procedures and systems; (g) the nature, extent and quality of administrative and other services provided by VIA to the Virtus Mutual Funds; and (h) VIA's supervision of the Virtus Mutual Funds' other service providers. Finally, the Board also noted the extent of benefits that are provided to Virtus Mutual Fund shareholders as a result of being part of the Virtus family of funds, including the right to exchange investments between the same class of Virtus Mutual Funds without a sales charge, the ability to reinvest Virtus Mutual Fund dividends into other Virtus Mutual Funds and the right to combine holdings in other Virtus Mutual Funds to obtain a reduced sales charge. With respect to the subadvisory Agreement, the Board noted that Kayne Anderson Rudnick Investment Management, LLC (the "Subadviser") provided information with respect to portfolio management, compliance with the Fund's investment policies and procedures, and compliance with applicable securities laws and assurances thereof. In considering the approval of the subadvisory Agreement, the Board considered the Subadviser's investment management process, including (a) the experience, capability and integrity of the Subadviser's management and other personnel committed by the Subadviser to manage the Fund; (b) the financial position of the Subadviser; (c) the quality and commitment of the Subadviser's regulatory and legal compliance policies, procedures and systems and (d) the Subadviser's brokerage and trading practices. After considering all of the information provided to them, the Trustees concluded that the nature, extent and quality of the services provided by VIA and the Subadviser were reasonable and beneficial to the Fund and its shareholders. INVESTMENT PERFORMANCE. Because the Fund had not commenced operations, the Board could not evaluate prior investment performance for the Fund. The Board noted that the Subadviser would attempt to build a diversified portfolio for the Fund of stocks of high-quality companies, purchased at discount values. The Board then reviewed the performance of the Subadviser's composite of accounts with substantially similar investment objectives, strategies and policies to the Fund. PROFITABILITY. The Board also considered the level of profits to be realized by VIA and its affiliates in connection with the operation of the Fund, noting VIA's intention to cap the Fund's total expenses during the startup phase. The Board noted that the profitability appeared reasonable and concluded that the profitability to VIA from the Fund was reasonable in light of the quality of all services rendered to the Fund by VIA and its affiliates and the expense caps to be implemented. The Board did not separately review profitability information for the Subadviser, noting that the subadvisory fees are paid by VIA rather than by the Fund. MANAGEMENT FEES AND TOTAL EXPENSES. In evaluating the management fees and total expenses of the Fund, the Board reviewed information provided by VIA and comparisons to other funds in the Fund's peer group. As noted above, the Board also noted the reimbursements that would be provided to the Fund in order to limit the total expenses incurred by the Fund and its shareholders. Based upon the information presented by VIA, the Trustees determined that the management fees charged by VIA and the total expenses of the Fund were reasonable. The Board acknowledged that the subadvisory fees to be paid would be paid by VIA and not by the Fund. The Board noted that the subadvisory fees appeared to be reasonable in light of the quality of services to be rendered by the Subadviser. ECONOMIES OF SCALE. The Board noted that the management fees for the Fund included breakpoints based on assets under management, and contractual reimbursements which would also be in place for the Fund. The Board determined that VIA and the Fund likely would achieve certain economies of scale, particularly in relationship to certain fixed costs, and shareholders of the Fund would have an opportunity to benefit from these economies of scale. In considering the subadvisory Agreement, the Board also considered the existence of any economies of scale and whether they would be passed along to the Fund's shareholders, but noted that any such economies would likely be generated at the Fund level rather than at the Subadviser level. After considering the information presented, the Board approved the Agreements. 53 CONSIDERATION OF ADVISORY AND SUBADVISORY AGREEMENTS FOR VIRTUS QUALITY LARGE-CAP VALUE FUND (F/K/A VIRTUS VALUE OPPORTUNITIES FUND) (THE "FUND") BY THE BOARD OF TRUSTEES (UNAUDITED) The Board of Trustees (the "Board") of Virtus Equity Trust (the "Trust"), including a majority of the Trustees who are not interested persons as defined in Section 2(a)(19) of the Investment Company Act of 1940, last renewed the investment advisory agreement between Virtus Investment Advisers, Inc. ("VIA" or the "Adviser") and the Fund (the "Advisory Agreement") and the investment subadvisory agreement between the Adviser and Acadian Asset Management, Inc. ("Acadian") at a meeting held on November 18-20, 2008. At a Board meeting held on June 3-4, 2009, Fund Management proposed that Kayne Anderson Rudnick Investment Management, LLC ("Kayne" or the "Subadviser") be appointed as the new subadviser in place of Acadian, and that the Adviser enter into a new subadvisory agreement with Kayne (the "Subadvisory Agreement"). The Board considered and approved the Subadvisory Agreement for the Fund with Kayne, as further discussed below. In approving the Subadvisory Agreement, the Board determined that the retention of the Subadviser was in the best interests of the Fund and its shareholders. After approval by the Board and subsequent approval by shareholders, the Subadvisory Agreement became effective on September 1, 2009. In evaluating the proposal to appoint Kayne, the Board requested and evaluated information provided by the Adviser and Kayne which, in the Board's view, constituted information necessary for the Board to form a judgment as to whether the subadviser change would be in the best interests of the Fund and its shareholders. Prior to making its final decision, the Board met privately with their independent counsel to discuss the information provided. BASIS FOR THE BOARD'S RECOMMENDATION. In their deliberations, the Trustees did not identify any particular information that was all-important or controlling, and each Trustee attributed different weights to the various factors. In determining to approve this proposal, the Trustees considered various factors, including: - - the nature, extent and quality of the services to be provided by the Subadviser, pursuant to its proprietary model incorporating fundamental investment analysis strategy. The Trustees reviewed biographical information for the portfolio manager who would be providing services under the Subadvisory Agreement and noted the breadth and depth of experience of the team leader; - - the rate of the investment subadvisory fee that would be paid by VIA (and not the Fund) under the Subadvisory Agreement, and the advisory fee paid by the Fund, both of which would remain unchanged from the fees paid under the Advisory Agreement and previous subadvisory agreement; - - the prior performance of a composite of all discretionary private accounts managed by the Subadviser with substantially similar investment objectives, strategies and policies as the Fund, which outperformed the Fund and the Russell 1000 Value Index over the one-, two- and three-year periods and the year-to-date period, all through April 30, 2009; and - - the fact that while the Subadviser is an affiliate of VIA, there are no other tangible benefits to the Subadviser or VIA in the Subadviser providing investment advisory services to the Fund, other than the fee to be earned under the Subadvisory Agreement (although there may be certain intangible benefits gained to the extent that serving the Fund could enhance the Subadviser's reputation in the marketplace and therefore enable the Subadviser to attract additional client relationships). In considering the profitability to the Subadviser of its relationship with the Fund, the Board noted that the fees under the Subadvisory Agreement were paid by VIA out of the advisory fees that it receives under the advisory agreement, and that the subadvisory fees would be paid at the same level as under the previous subadvisory agreement. For these reasons, the profitability to the Subadviser of its relationship with the Fund was not a material factor in the Board's deliberations at this time. For similar reasons, the Board did not consider the potential economies of scale in the Subadviser's management of the Fund to be a material factor in its consideration at this time. Based on all the foregoing considerations, the Board concluded that the proposed Subadvisory Agreement was favorable for shareholders because shareholders could benefit from management of the Fund's assets by the large-cap value investment team at the Subadviser. 54 RESULTS OF SHAREHOLDER MEETING VIRTUS EQUITY TRUST APRIL 21, 2009 (UNAUDITED) At a reconvened special meeting of shareholders of Virtus All-Cap Growth Fund, a former series of Virtus Equity Trust, held on April 21, 2009, shareholders voted on the following proposal: NUMBER OF ELIGIBLE SHARES VOTED: FOR AGAINST ABSTAIN -------------- ----------- ----------- To approve an Agreement and Plan of Reorganization to merge Virtus All-Cap Growth Fund, a former series of Virtus Equity Trust, into Virtus Strategic Growth Fund, a series of Virtus Equity Trust ...... 2,793,349.802 104,024.651 356,474.587 Shareholders of the Fund voted to approve the above proposal. RESULTS OF SHAREHOLDER MEETING VIRTUS EQUITY TRUST JUNE 4, 2009 (UNAUDITED) At a special meeting of shareholders of Virtus Tactical Allocation Fund (formerly known as Virtus Income & Growth Fund), a series of Virtus Equity Trust, held on June 4, 2009, shareholders voted on the following proposal: NUMBER OF ELIGIBLE SHARES VOTED: FOR AGAINST ABSTAIN -------------- ----------- ----------- To approve a Subadvisory Agreement between Virtus Investment Advisers, Inc. and SCM Advisors, LLC with regard to Virtus Tactical Allocation Fund ............................ 12,684,751.785 577,752.214 805,385.125 Shareholders of the Fund voted to approve the above proposal. RESULTS OF SHAREHOLDER MEETING VIRTUS EQUITY TRUST AUGUST 31, 2009 (UNAUDITED) At a special meeting of shareholders of Virtus Quality Large-Cap Value Fund (formerly known as Virtus Value Opportunities Fund) (the "Fund"), a series of Virtus Equity Trust, held on August 31, 2009, shareholders voted on the following proposal: NUMBER OF ELIGIBLE SHARES VOTED: FOR AGAINST ABSTAIN -------------- ----------- ----------- To approve a Subadvisory Agreement between Virtus Investment Advisers, Inc. and Kayne Anderson Rudnick Investment Management, LLC on behalf of the Fund ..................... 3,369,868.291 86,436.526 249,831.273 Shareholders of the Fund voted to approve the above proposal. 55 VIRTUS EQUITY TRUST 101 Munson Street Greenfield, MA 01301-9668 TRUSTEES George R. Aylward Leroy Keith, Jr. 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, Chief Legal Officer, Counsel and Secretary INVESTMENT ADVISER Virtus Investment Adviser, Inc. 100 Pearl Street Hartford, CT 06103-4506 PRINCIPAL UNDERWRITER VP Distributors, Inc. 100 Pearl Street Hartford, CT 06103-4506 TRANSFER AGENT VP Distributors, Inc. 100 Pearl Street Hartford, CT 06103-4506 CUSTODIAN PFPC Trust Company 8800 Tinicum Boulevard Philadelphia, PA 19155-3111 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 Adviser Consulting Group 1-800-243-4361 Telephone Orders 1-800-367-5877 Text Telephone 1-800-243-1926 Web site Virtus.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. [GRAPHIC OMITTED] PRSRT STD VIRTUS U.S. POSTAGE MUTUAL FUNDS PAID LANCASTER, PA PERMIT 1793 c/o State Street Bank and Trust Company P.O. Box 8301 Boston, MA 02266-8301 For more information about Virtus mutual funds, please call your financial representative, contact us at 1-800-243-1574 or Virtus.com. 8029 11-09 SEMIANNUAL REPORT [GRAPHIC OMITTED] VIRTUS MUTUAL FUNDS ================================================================================ Virtus Balanced Fund ================================================================================ TRUST NAME: September 30, 2009 [Graphic Omitted] VIRTUS Eligible shareholders EQUITY can sign up for TRUST eDelivery at Virtus.com NO BANK GUARANTEE NOT FDIC INSURED MAY LOSE VALUE TABLE OF CONTENTS VIRTUS BALANCED FUND ("Balanced Fund") Message to Shareholders ............................................. 1 Disclosure of Fund Expenses ......................................... 3 Schedule of Investments ............................................. 5 Statement of Assets and Liabilities ................................. 13 Statement of Operations ............................................. 14 Statement of Changes in Net Assets .................................. 15 Financial Highlights ................................................ 16 Notes to Financial Statements ....................................... 18 Consideration of Subadvisory Agreement by the Board of Trustees ............................................ 25 Results of Shareholder Meeting ...................................... 27 - -------------------------------------------------------------------------------- PROXY VOTING PROCEDURES (FORM N-PX) The adviser and subadviser vote 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 Fund voted proxies during the most recent 12-month period ended June 30, 2009, 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 for the Fund 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. - -------------------------------------------------------------------------------- This report is not authorized for distribution to prospective investors in the Virtus Balanced Fund unless preceded or accompanied by an effective prospectus which includes information concerning the sales charge, the Fund's record and other pertinent information. MESSAGE TO SHAREHOLDERS Dear Fellow Shareholders of Virtus Mutual Funds: Investors who were calmed by the positive news from the financial markets in the second quarter of 2009 may have had a reason to regain some of their enthusiasm during the third quarter. There were numerous signs pointing to an end to the recession: gross domestic product grew by an annualized 3.5 percent, matching its average growth rate of the last 80 years; a measure of stability appeared in the housing market; consumer confidence inched up; and better-than-expected profits and rosier outlooks were reported by many corporations. The capital markets continued their recovery during the quarter, with most major stock market indices up by double digits for the quarter. The S&P 500(R) Index was up 15.6 percent in the quarter and in late September was at its highest level in nearly a year. The Dow Jones Industrial Average(SM) increased 15.8 percent in the third quarter, and as of September 30 had improved by 13.5 percent for the year. These figures are even more encouraging when compared with market lows in early March and the double-digit losses both indices recorded during the first quarter of the year. Bonds also participated in the third-quarter rally, with the Barclays Capital U.S. Aggregate Bond Index ahead by 3.74 percent and the Barclays Capital U.S. Municipal Bond Index up 7.12 percent. Although the Federal Open Market Committee acknowledged that "economic activity has picked up following its severe downturn," these recent gains should not unleash any 1990s-style market "exuberance." The strength and timing of a full recovery is yet to be realized. Unemployment rates that probably have not peaked remain a drag on consumer spending, and with an expected slowdown of the government's monetary and fiscal stimulus, some economists speculate that the growth from the second and third quarter may not be sustainable into next year. These factors suggest this is an important time to rely on the experience of your personal financial adviser and the investment professionals who manage your assets in the Virtus Mutual Funds. We encourage you to meet with your adviser to review your portfolio and, when appropriate, adjust it to fit your current investment objectives and your tolerance for risk. Our wide range of equity, fixed income, and alternative investments allow you to allocate your assets and design a portfolio tailored to your individual needs. Information about your investments is always available on our website, WWW.VIRTUS.COM, and from our customer service staff at 1-800-243-1574. While there are no guarantees in the world of investing, I can assure you that we will do our very best to meet your expectations. 1 On behalf of the entire team at Virtus Investment Partners, I thank you for entrusting your financial assets to us. Sincerely, /s/ George R. Aylward George R. Aylward President, Virtus Mutual Funds NOVEMBER 1, 2009 WHENEVER YOU HAVE QUESTIONS ABOUT YOUR ACCOUNT OR REQUIRE ADDITIONAL INFORMATION, PLEASE VISIT US AT WWW.VIRTUS.COM OR CALL OUR SHAREOWNER SERVICES GROUP, TOLL FREE, AT 1-800-243-1574. PERFORMANCE DATA QUOTED REPRESENTS PAST RESULTS. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS AND CURRENT PERFORMANCE MAY BE HIGHER OR LOWER THAN PERFORMANCE SHOWN ABOVE. 2 VIRTUS BALANCED FUND DISCLOSURE OF FUND EXPENSES (UNAUDITED) FOR THE SIX-MONTH PERIOD OF APRIL 1, 2009 TO SEPTEMBER 30, 2009 We believe it is important for you to understand the impact of costs on your investments. All mutual funds have operating expenses. As a shareholder of the Virtus Balanced Fund (the "Fund"), you incur two types of costs: (1) transaction costs, including sales charges on purchases of Class A shares and contingent deferred sales charges on Class B and Class C shares; 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. The following Expense Table illustrates the Fund's costs in two ways. ACTUAL EXPENSES The first section of the accompanying table provides information about actual account values and actual expenses. You may use the information in this section, 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 section of the accompanying table 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 table 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 section of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if those 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 timing of any purchases or redemptions. 3 VIRTUS BALANCED FUND DISCLOSURE OF FUND EXPENSES (UNAUDITED) (CONTINUED) FOR THE SIX-MONTH PERIOD OF APRIL 1, 2009 TO SEPTEMBER 30, 2009 EXPENSE TABLE - -------------------------------------------------------------------------------- Beginning Ending Expenses Account Account Annualized Paid Value Value Expense During April 1, 2009 September 30, 2009 Ratio Period* - -------------------------------------------------------------------------------- ACTUAL Class A $1,000.00 $1,264.80 1.17% $ 6.64 Class B 1,000.00 1,259.00 1.92 10.87 Class C 1,000.00 1,259.30 1.92 10.87 HYPOTHETICAL (5% RETURN BEFORE EXPENSES) Class A 1,000.00 1,019.13 1.17 5.94 Class B 1,000.00 1,015.32 1.92 9.75 Class C 1,000.00 1,015.32 1.92 9.75 * Expenses are equal to the Fund's annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days (183) expenses were accrued in the most recent fiscal half-year, then divided by 365 days to reflect the one-half year period. If extraordinary expenses were excluded, actual expenses paid and the hypothetical expenses would be as follows: Actual Hypothetical Expenses Paid Expenses ------------- ------------ Class A $ 6.47 $5.79 Class B 10.70 9.59 Class C 10.70 9.59 The Fund may invest in other funds, and the annualized expense ratios noted above do not reflect fees and expenses associated with the underlying funds. If such fees and expenses were included, the expenses would have been higher. You can find more information about the Fund's expenses in the Financial Statements section that follows. For additional information on operating expenses and other shareholder costs, refer to the prospectus. 4 VIRTUS BALANCED FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) - -------------------------------------------------------------------------------- ASSET ALLOCATIONS ----------------- This table presents asset allocations within certain sectors as a percentage of total investments as of September 30, 2009. Common Stocks 57% Financials 11% Information Technology 11 Energy 9 All Other Sectors in Common Stocks 26 Mortgage-Backed Securities 15 Corporate Bonds 15 Other (includes short-term investments) 13 ----- Total 100% ===== - -------------------------------------------------------------------------------- ($ reported in thousands) PAR VALUE VALUE --------- ------- U.S. GOVERNMENT SECURITIES--7.3% U.S. Treasury Bond 3.500%, 2/15/39 $ 6,345 $ 5,748 U.S. Treasury Note 0.875%, 4/30/11 1,605 1,609 2.625%, 6/30/14 16,055 16,341 4.750%, 8/15/17 4,130 4,602 3.125%, 5/15/19 19,125 18,819 - ---------------------------------------- TOTAL U.S. GOVERNMENT SECURITIES (IDENTIFIED COST $45,595) 47,119 - ---------------------------------------- MUNICIPAL BONDS--0.0% NEW JERSEY--0.0% New Jersey Turnpike Authority Taxable Series B Prerefunded 1/1/15 @ 100 (AMBAC Insured) 4.252%, 1/1/16 5 5 - ---------------------------------------- TOTAL MUNICIPAL BONDS (IDENTIFIED COST $5) 5 - ---------------------------------------- MORTGAGE-BACKED SECURITIES--15.5% AGENCY--12.2% FHLMC R010-AB 5.500%, 12/15/19 1,199 1,250 5.000%, 1/1/35 8,961 9,306 5.000%, 7/1/35 197 204 5.000%, 12/1/35 1,385 1,436 PAR VALUE VALUE --------- ------- AGENCY--CONTINUED FNMA 6.000%, 5/1/17 $ 160 $ 172 4.500%, 12/1/18 1,585 1,644 4.500%, 4/1/19 333 351 4.000%, 7/1/19 58 60 4.000%, 6/1/20 994 1,014 5.000%, 8/1/20 78 83 4.500%, 11/1/20 2,319 2,405 6.000%, 12/1/32 344 366 6.000%, 10/1/34 254 270 6.000%, 11/1/34 9,974 10,598 6.000%, 5/1/35 487 517 5.500%, 3/1/36 4,517 4,744 6.000%, 9/1/36 831 880 5.500%, 11/1/36 3,238 3,396 6.500%, 7/1/37 2,629 2,814 6.000%, 10/1/37 1,554 1,643 5.000%, 2/1/38 846 875 6.000%, 2/1/38 471 498 5.000%, 3/1/38 1,012 1,047 5.000%, 3/1/38 856 886 6.500%, 3/1/38 7,361 7,930 5.000%, 4/1/38 1,783 1,845 5.000%, 5/1/38 6,169 6,382 5.000%, 6/1/38 937 969 5.500%, 6/1/38 5,638 5,906 6.500%, 10/1/38 396 424 6.000%, 11/1/38 1,788 1,888 6.000%, 3/1/39 1,387 1,465 FNMA REMICs 03-42, HC 4.500%, 12/25/17 573 595 See Notes to Financial Statements 5 VIRTUS BALANCED FUND SCHEDULE OF INVESTMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) PAR VALUE VALUE --------- ------- AGENCY--CONTINUED GNMA 6.500%, 8/15/23 $ 58 $ 62 6.500%, 11/15/23 226 241 6.500%, 11/15/23 84 89 6.500%, 11/15/23 502 534 6.500%, 12/15/23 77 82 6.500%, 12/15/23 47 50 6.500%, 12/15/23 59 63 6.500%, 1/15/24 227 243 6.500%, 1/15/24 22 23 6.500%, 1/15/24 7 8 6.500%, 1/15/24 187 200 6.500%, 1/15/24 51 54 6.500%, 1/15/24 56 60 6.500%, 2/15/24 308 329 6.500%, 2/15/24 127 136 6.500%, 2/15/24 35 38 6.500%, 2/15/24 21 23 6.500%, 3/15/24 78 83 6.500%, 3/15/24 185 199 6.500%, 4/15/24 396 424 6.500%, 4/15/24 21 23 6.500%, 4/15/24 55 59 6.500%, 4/15/24 13 14 6.500%, 5/15/24 8 8 6.500%, 1/15/26 167 179 6.500%, 1/15/26 20 21 6.500%, 1/15/26 59 63 6.500%, 2/15/26 55 59 6.500%, 3/15/26 83 89 6.500%, 3/15/26 94 101 6.500%, 4/15/26 12 13 6.500%, 4/15/26 25 27 6.500%, 4/15/26 132 142 6.500%, 6/15/28 15 17 6.500%, 6/15/28 21 23 6.500%, 7/15/31 174 188 6.500%, 11/15/31 29 32 6.500%, 2/15/32 27 30 6.500%, 3/15/32 30 32 6.500%, 4/15/32 55 59 6.000%, 8/15/32 534 569 ------- 78,552 ------- PAR VALUE VALUE --------- ------- NON-AGENCY--3.3% Banc of America Commercial Mortgage, Inc. 05-1, A4 4.986%, 11/10/42(3) $ 320 $ 321 06-1, A4 5.372%, 9/10/45(3) 1,090 1,007 07-1, A4 5.451%, 1/15/49 2,190 1,937 08-1, A4 6.166%, 2/10/51(3) 85 77 Bear Stearns Commercial Mortgage Securities 06-PW12, A4 5.719%, 9/11/38(3) 430 417 Credit Suisse Mortgage Capital Certificates 06-C1, A4 5.609%, 2/15/39(3) 5,490 5,184 06-C1, A3 5.711%, 2/15/39(3) 575 566 First Horizon Asset Securities, Inc. 05-AR1, 2A1 5.006%, 4/25/35(3) 1,610 1,453 GS Mortgage Securities Corp. II 05-GG4, A3 4.607%, 7/10/39 2,975 2,828 07-GG10, A4 5.805%, 8/10/45(3) 1,700 1,405 JPMorgan Chase Commercial Mortgage Securities Corp. 06-CB17, A4 5.429%, 12/12/43 1,090 1,008 Lehman Brothers - UBS Commercial Mortgage Trust 04-C7, A6 4.786%, 10/15/29(3) 305 286 Morgan Stanley Capital I 06-T23, A4 5.810%, 8/12/41(3) 725 711 05-IQ9, A3 4.540%, 7/15/56 715 710 Wachovia Bank Commercial Mortgage Trust 05-C19, A5 4.661%, 5/15/44 645 651 See Notes to Financial Statements 6 VIRTUS BALANCED FUND SCHEDULE OF INVESTMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) PAR VALUE VALUE --------- ------- NON-AGENCY--CONTINUED Wells Fargo Mortgage Backed Securities Trust 05-AR4, 2A1 4.514%, 4/25/35(3) $ 2,667 $ 2,440 -------- 21,001 - ---------------------------------------- TOTAL MORTGAGE-BACKED SECURITIES (IDENTIFIED COST $99,073) 99,553 - ---------------------------------------- ASSET-BACKED SECURITIES--0.2% AmeriCredit Automobile Receivables Trust 06-BG, A3 5.210%, 10/6/11 29 29 Associates Manufactured Housing Pass-Through Certificate 97-2, A6 7.075%, 3/15/28(3) 388 384 Bosphorus Financial Services Ltd. 144A 2.240%, 2/15/12(3)(4) 781 689 Capital One Auto Finance Trust 07-B, A3A 5.030%, 4/15/12 449 455 GMAC Mortgage Corp. Loan Trust 05-HE2, A3 4.622%, 11/25/35(3) 81 79 Wachovia Auto Loan Owner Trust 06-2A, A3 144A 5.230%, 8/22/11(4) 43 43 - ---------------------------------------- TOTAL ASSET-BACKED SECURITIES (IDENTIFIED COST $1,772) 1,679 - ---------------------------------------- CORPORATE BONDS--15.2% CONSUMER DISCRETIONARY--1.9% Affinion Group, Inc. 10.125%, 10/15/13 860 888 Comcast Corp. 5.700%, 7/1/19 2,385 2,520 COX Communications, Inc. 144A 6.250%, 6/1/18(4) 800 849 Hasbro, Inc. 6.300%, 9/15/17 775 811 Mediacom Broadband LLC/ Mediacom Broadband Corp. 8.500%, 10/15/15 710 721 PAR VALUE VALUE --------- ------- CONSUMER DISCRETIONARY--CONTINUED Nebraska Book Co., Inc. 144A 10.000%, 12/1/11(4) $ 1,330 $ 1,327 Royal Caribbean Cruises Ltd. 7.250%, 6/15/16 875 814 Time Warner Cable, Inc. 5.850%, 5/1/17 435 459 8.250%, 4/1/19 1,555 1,879 Videotron Ltee 6.375%, 12/15/15 650 624 WMG Holdings Corp. 0.000%, 12/15/14(3) 1,380 1,335 ------- 12,227 ------- CONSUMER STAPLES--1.6% Alliance One International, Inc. 144A 10.000%, 7/15/16(4) 835 866 Altria Group, Inc. 9.250%, 8/6/19 2,160 2,640 ASG Consolidated LLC/ASG Finance, Inc. 11.500%, 11/1/11(3) 870 848 CVS Caremark Corp. 6.125%, 9/15/39 460 468 Delhaize Group 6.500%, 6/15/17 1,250 1,360 Dole Food Co., Inc. 7.250%, 6/15/10 530 533 Kraft Foods, Inc. 5.625%, 11/1/11 1,240 1,319 Lorillard Tobacco Co. 8.125%, 6/23/19 1,160 1,317 Reynolds American, Inc. 7.300%, 7/15/15 950 991 ------- 10,342 ------- ENERGY--0.8% Buckeye Partners LP 6.050%, 1/15/18 250 261 Kinder Morgan Finance Co. 5.700%, 1/5/16 2,420 2,317 Petroleos Mexicanos 144A 4.875%, 3/15/15(4) 655 647 Petropower I Funding Trust 144A 7.360%, 2/15/14(4) 1,082 1,080 See Notes to Financial Statements 7 VIRTUS BALANCED FUND SCHEDULE OF INVESTMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) PAR VALUE VALUE --------- ------- ENERGY--CONTINUED Plains All American Pipeline LP/PAA Finance Corp. 4.250%, 9/1/12 $ 235 $ 242 Rowan Cos., Inc. 7.875%, 8/1/19 430 462 TEPPCO Partners LP 7.625%, 2/15/12 420 465 ------- 5,474 ------- FINANCIALS--6.4% American Express Co. 7.250%, 5/20/14 1,150 1,292 Bank of America Corp. 6.500%, 8/1/16 215 226 5.750%, 8/15/16 800 788 5.750%, 12/1/17 545 544 5.650%, 5/1/18 800 790 Bank of New York/ Mellon Corp. (The) 4.950%, 11/1/12 950 1,029 Barclays Bank plc 5.200%, 7/10/14 1,000 1,056 Series 1, 5.000%, 9/22/16 1,060 1,074 Bear Stearns Cos., Inc. LLC (The) 7.250%, 2/1/18 900 1,028 Capital One Financial Corp. 7.375%, 5/23/14 1,225 1,367 Citigroup, Inc. 5.000%, 9/15/14 910 866 5.500%, 10/15/14 1,225 1,223 4.875%, 5/7/15 1,235 1,153 Credit Suisse New York 5.000%, 5/15/13 900 953 Ford Motor Credit Co. LLC 7.500%, 8/1/12 685 658 General Electric Capital Corp. 3.500%, 8/13/12 2,120 2,146 6.875%, 1/10/39 1,380 1,445 GMAC, Inc. 144A 6.750%, 12/1/14(4) 245 211 Goldman Sachs Group, Inc. (The) 5.950%, 1/18/18 705 731 6.150%, 4/1/18 1,100 1,157 International Lease Finance Corp. 4.750%, 1/13/12 875 742 PAR VALUE VALUE --------- ------- FINANCIALS--CONTINUED JPMorgan Chase & Co. 5.250%, 5/1/15 $ 800 $ 814 Series 1, 7.900%, 12/31/49(3) 536 515 Macquarie Group Ltd. 144A 7.300%, 8/1/14(4) 2,410 2,574 Merrill Lynch & Co., Inc. 6.110%, 1/29/37 905 861 Metropolitan Life Global Funding I 144A 2.875%, 9/17/12(4) 1,445 1,439 Morgan Stanley 6.000%, 4/28/15 1,150 1,218 7.300%, 5/13/19 1,140 1,254 Northern Trust Co. (The) 6.500%, 8/15/18 800 914 Prudential Financial, Inc. 3.625%, 9/17/12 1,705 1,716 Rabobank Nederland NV 144A 11.000%, 12/31/49(3)(4) 1,040 1,274 Royal Bank of Scotland Group plc 5.050%, 1/8/15 1,840 1,651 Series 1, 9.118%, 3/31/49 1,145 1,059 Simon Property Group LP 6.750%, 5/15/14 1,260 1,351 SunTrust Banks, Inc. 5.250%, 11/5/12 980 1,011 Wachovia Bank NA 5.000%, 8/15/15 600 578 Wachovia Corp. 4.875%, 2/15/14 1,145 1,166 Westfield Capital Corp. Ltd./ Westfield Finance Authority 144A 4.375%, 11/15/10(4) 175 178 144A 5.125%, 11/15/14(4) 1,175 1,144 ------- 41,196 ------- HEALTH CARE--0.2% Quest Diagnostics, Inc. 6.400%, 7/1/17 930 1,011 ------- INDUSTRIALS--1.1% Hutchison Whampoa Ltd. 144A 5.750%, 9/11/19(4) 525 528 See Notes to Financial Statements 8 VIRTUS BALANCED FUND SCHEDULE OF INVESTMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) PAR VALUE VALUE --------- ------- INDUSTRIALS--CONTINUED ITW Cupids Financing Trust I 144A 6.550%, 12/31/11(4) $5,000 $ 5,008 Pitney Bowes, Inc. 4.750%, 5/15/18 1,250 1,271 Waste Management, Inc. 5.000%, 3/15/14 175 182 ------- 6,989 ------- INFORMATION TECHNOLOGY--0.4% Fiserv, Inc. 6.125%, 11/20/12 1,220 1,322 Intuit, Inc. 5.750%, 3/15/17 221 231 L-3 Communications Corp. 144A 5.200%, 10/15/19(4) 250 251 Xerox Corp. 6.750%, 2/1/17 1,040 1,101 ------- 2,905 ------- MATERIALS--0.5% Dow Chemical Co. (The) 6.000%, 10/1/12 1,240 1,321 5.900%, 2/15/15 1,080 1,108 Holcim U.S. Finance S.a.r.l. & Cie S.C.S. 144A 6.000%, 12/30/19(4) 515 521 ------- 2,950 ------- TELECOMMUNICATION SERVICES--2.0% AT&T, Inc. 5.800%, 2/15/19 1,240 1,327 Citizen Communications Co. 6.250%, 1/15/13 640 630 France Telecom SA 4.375%, 7/8/14 410 430 Global Crossing Ltd. 144A 12.000%, 9/15/15(4) 125 132 Qwest Corp. 7.875%, 9/1/11 410 423 6.500%, 6/1/17 570 536 Sprint Capital Corp. 8.375%, 3/15/12 1,955 2,028 Telecom Italia Capital SA 6.999%, 6/4/18 1,000 1,105 7.175%, 6/18/19 1,170 1,306 PAR VALUE VALUE --------- ------- TELECOMMUNICATION SERVICES--CONTINUED Telefonica Emisiones SAU 5.877%, 7/15/19 $ 860 $ 934 Verizon Communications, Inc. 4.900%, 9/15/15 720 761 6.350%, 4/1/19 1,015 1,121 West Corp. 9.500%, 10/15/14 775 763 Windstream Corp. 7.000%, 3/15/19 1,420 1,335 ------- 12,831 ------- UTILITIES--0.3% AmeriGas Partners LP 7.250%, 5/20/15 1,000 980 FirstEnergy Solutions Corp. 144A 6.050%, 8/15/21(4) 480 496 Northeast Utilities 5.650%, 6/1/13 715 738 ------- 2,214 - ---------------------------------------- TOTAL CORPORATE BONDS (IDENTIFIED COST $94,896) 98,139 - ---------------------------------------- SHARES -------- PREFERRED STOCK--0.0% FINANCIALS--0.0% Preferred Blocker, Inc. (GMAC) Pfd. 144A 7.000%(4) 181 105 - ---------------------------------------- TOTAL PREFERRED STOCK (IDENTIFIED COST $57) 105 - ---------------------------------------- COMMON STOCKS--57.9% CONSUMER DISCRETIONARY--4.0% McDonald's Corp. 140,000 7,990 NIKE, Inc. Class B 146,000 9,446 Under Armour, Inc.(2) 301,000 8,377 ------- 25,813 ------- CONSUMER STAPLES--6.7% Altria Group, Inc. 486,000 8,656 Bunge Ltd. 120,000 7,513 Costco Wholesale Corp. 150,000 8,469 PepsiCo, Inc. 153,000 8,975 See Notes to Financial Statements 9 VIRTUS BALANCED FUND SCHEDULE OF INVESTMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) SHARES VALUE -------- ------- CONSUMER STAPLES--CONTINUED Philip Morris International, Inc. 193,900 $ 9,451 -------- 43,064 -------- ENERGY--7.9% ConocoPhillips 193,900 8,757 Halliburton Co. 341,000 9,248 Massey Energy Co. 182,000 5,076 Occidental Petroleum Corp. 114,000 8,938 Petroleo Brasileiro SA ADR 197,000 9,042 Valero Energy Corp. 501,000 9,714 -------- 50,775 -------- FINANCIALS--4.3% Allstate Corp. (The) 184,000 5,634 Goldman Sachs Group, Inc. (The) 47,000 8,664 Hudson City Bancorp, Inc. 617,700 8,123 Reinsurance Group of America, Inc. 120,000 5,352 -------- 27,773 -------- HEALTH CARE--7.6% Biogen Idec, Inc.(2) 173,000 8,740 Gilead Sciences, Inc.(2) 187,000 8,711 Johnson & Johnson 146,500 8,920 Merck & Co., Inc. 200,000 6,326 Shire plc ADR 19,812 1,036 St. Jude Medical, Inc.(2) 201,000 7,841 UnitedHealth Group, Inc. 296,000 7,412 -------- 48,986 -------- INDUSTRIALS--7.7% Boeing Co. (The) 165,000 8,935 Caterpillar, Inc. 109,000 5,595 Continental Airlines, Inc.(2) 513,000 8,434 Foster Wheeler AG(2) 266,000 8,488 L-3 Communications Holdings, Inc. 117,000 9,397 Union Pacific Corp. 141,000 8,227 -------- 49,076 -------- INFORMATION TECHNOLOGY--10.8% Cisco Systems, Inc.(2) 389,000 9,157 Corning, Inc. 552,000 8,451 Hewlett-Packard Co. 186,000 8,781 International Business Machines Corp. 77,000 9,210 SHARES VALUE -------- ------- INFORMATION TECHNOLOGY--CONTINUED Microsoft Corp. 333,000 $ 8,621 Nokia Oyj Sponsored ADR 551,000 8,056 QUALCOMM, Inc. 195,600 8,798 Research In Motion Ltd.(2) 127,000 8,579 -------- 69,653 -------- MATERIALS--4.8% Alcoa, Inc. 400,000 5,248 Freeport-McMoRan Copper & Gold, Inc.(2) 136,000 9,331 Nucor Corp. 185,000 8,697 Potash Corp. of Saskatchewan, Inc. 86,000 7,769 -------- 31,045 -------- TELECOMMUNICATION SERVICES--2.8% AT&T, Inc. 333,000 8,994 Verizon Communications, Inc. 294,000 8,900 -------- 17,894 -------- UTILITIES--1.3% Exelon Corp. 170,000 8,435 - ---------------------------------------- TOTAL COMMON STOCKS (IDENTIFIED COST $294,119) 372,514 - ---------------------------------------- EXCHANGE-TRADED FUNDS--2.2% PowerShares Deutsche Bank Agriculture Fund(2) 336,000 8,554 ProShares Ultrashort S&P 500(R) 140,000 5,662 - ---------------------------------------- TOTAL EXCHANGE-TRADED FUNDS (IDENTIFIED COST $14,705) 14,216 - ---------------------------------------- TOTAL LONG-TERM INVESTMENTS--98.3% (IDENTIFIED COST $550,222) 633,330 - ---------------------------------------- SHORT-TERM INVESTMENTS--3.6% MONEY MARKET MUTUAL FUNDS--3.6% State Street Institutional Liquid Reserves Fund - Institutional Shares (seven-day effective yield 0.260%) 22,935,096 22,935 - ---------------------------------------- TOTAL SHORT-TERM INVESTMENTS (IDENTIFIED COST $22,935) 22,935 - ---------------------------------------- See Notes to Financial Statements 10 VIRTUS BALANCED FUND SCHEDULE OF INVESTMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) VALUE -------- TOTAL INVESTMENTS--101.9% (IDENTIFIED COST $573,157) $656,265(1) Other Assets and Liabilities--(1.9)% (12,543) -------- NET ASSETS--100.0% $643,722 ======== ABBREVIATIONS: ADR American Depositary Receipt AMBAC American Municipal Bond Assurance Corporation FHLMC Federal Home Loan Mortgage Corporation ("Freddie Mac") FNMA Federal National Mortgage Association ("Fannie Mae") GNMA Government National Mortgage Association ("Ginnie Mae") REMIC Real Estate Mortgage Investment Conduits KEY INVESTMENT TERMS ADR (AMERICAN DEPOSITARY RECEIPT) Represents shares of foreign companies traded in U.S. dollars on U.S. exchanges that are held by a U.S. bank or trust. Foreign companies use ADRs in order to make it easier for Americans to buy their shares. 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. REMIC (REAL ESTATE MORTGAGE INVESTMENT CONDUITS) A fixed pool of mortgage securities broken apart and marketed to investors as individual securities. SPONSORED ADR (AMERICAN DEPOSITARY RECEIPT) An ADR which is issued with the cooperation of the company whose stock will underlie the ADR. Sponsored ADRs generally carry the same rights normally given to stockholders, such as voting rights. ADRs must be sponsored to be able to trade on a major U.S. exchange such as the NYSE. FOOTNOTE LEGEND (1) Federal Income Tax Information: For tax information at September 30, 2009, see the Federal Income Tax Information Note 8 in the Notes to Financial Statements. (2) Non-income producing. (3) Variable or step coupon security; interest rate shown reflects the rate currently in effect. (4) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2009, these securities amounted to a value of $19,362 or 3.0% of net assets. See Notes to Financial Statements 11 VIRTUS BALANCED FUND SCHEDULE OF INVESTMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) The following table provides a summary of inputs used to value the Fund's net assets as of September 30, 2009 (see Security Valuation Note 2A in the Notes to Financial Statements): Level 2 - Level 3 - Significant Significant Total Value at Level 1 - Observable Unobservable September 30, 2009 Quoted Prices Inputs Inputs ------------------ ------------- ----------- ------------ INVESTMENT IN SECURITIES: Debt Securities: U.S. Government Securities $ 47,119 $ -- $ 47,119 $ -- Asset-Backed Securities 1,679 -- 1,679 -- Mortgage-Backed Securities 99,553 -- 99,553 -- Municipal Securities 5 -- 5 -- Corporate Debt 98,139 -- 97,060 1,079 Equity Securities: Preferred Stock 105 105 -- -- Common Stock 372,514 372,514 -- -- Exchange Traded Funds 14,216 14,216 -- -- Short-Term Investments 22,935 22,935 -- -- --------- -------- -------- ------ Total Investments $656,265 $409,770 $245,416 $1,079 ======== ======== ======== ====== The following is a reconciliation of assets of the Fund for Level 3 investments for which significant unobservable inputs were used to determine fair value: Corporate Debt --------- INVESTMENTS IN SECURITIES: BALANCE AS OF MARCH 31, 2009 ......................... $1,056 Accrued discounts/premiums ........................... 1 Realized gain (loss) ................................. -- Change in unrealized appreciation (depreciation)(1)... 227 Net purchases (sales) ................................ (205) Transfers in and/or out of Level 3(2) ................ -- ------ BALANCE AS OF SEPTEMBER 30, 2009 ..................... $1,079 ====== (1) Disclosed in the Statement of Operations under Net realized and unrealized gain (loss) on investments. (2) Transfers in and/or out" represent the ending value as of September 30, 2009, for any investment security where a change in the pricing level occurred from the beginning to the end of the period. Certain level 3 security valuations have been determined based on availability of only a single broker source, which may or may not be a principal market maker. Other level 3 securities are without an active market or market participants and therefore are internally fair valued. These internally fair valued securities derive their valuation based on the review of inputs such as, but not limited to, similar securities, liquidity factors, capital structure, and credit analysis. See Notes to Financial Statements 12 VIRTUS BALANCED FUND STATEMENT OF ASSETS AND LIABILITIES SEPTEMBER 30, 2009 (UNAUDITED) (Reported in thousands except shares and per share amounts) ASSETS Investment in securities at value(1)............................................ $ 656,265 Receivables Investment securities sold................................................... 14,352 Fund shares sold ............................................................ 6 Dividends and interest receivable............................................ 3,060 Prepaid expenses................................................................ 58 ---------- Total assets............................................................... 673,741 ---------- LIABILITIES Payables Fund shares repurchased...................................................... 12,731 Investment securities purchased ............................................. 16,497 Investment advisory fee...................................................... 314 Distribution and service fees................................................ 175 Administration fee........................................................... 45 Transfer agent fees and expenses............................................. 150 Trustees' fee and expenses................................................... 9 Professional fee............................................................. 43 Other accrued expenses ...................................................... 55 ---------- Total liabilities.......................................................... 30,019 ---------- NET ASSETS...................................................................... $ 643,722 ========== NET ASSETS CONSIST OF: Capital paid in on shares of beneficial interest............................. $ 703,353 Accumulated undistributed net investment income (loss)....................... (27) Accumulated undistributed net realized gain (loss) .......................... (142,712) Net unrealized appreciation (depreciation) on investments.................... 83,108 ---------- NET ASSETS...................................................................... $ 643,722 ========== CLASS A Net asset value (net assets/shares outstanding) per share....................... $11.78 Maximum offering price per share $11.78/(1-5.75%)............................... $12.50 Shares of beneficial interest outstanding, no par value, unlimited authorization 50,359,589 Net Assets...................................................................... $ 593,155 CLASS B Net asset value (net assets/shares outstanding) and offering price per share ... $11.73 Shares of beneficial interest outstanding, no par value, unlimited authorization 503,563 Net Assets...................................................................... $ 5,906 CLASS C Net asset value (net assets/shares outstanding) and offering price per share ... $11.72 Shares of beneficial interest outstanding, no par value, unlimited authorization 3,811,435 Net Assets...................................................................... $ 44,661 (1) Investment in securities at cost............................................ $ 573,157 See Notes to Financial Statements 13 VIRTUS BALANCED FUND STATEMENT OF OPERATIONS SIX MONTHS ENDED SEPTEMBER 30, 2009 (UNAUDITED) (Reported in thousands) INVESTMENT INCOME Dividends........................................................... $ 4,398 Interest............................................................ 6,039 Foreign taxes withheld.............................................. (66) -------- Total investment income............................................. 10,371 -------- EXPENSES Investment advisory fees............................................ 1,710 Service fees, Class A............................................... 717 Distribution and service fees, Class B.............................. 30 Distribution and service fees, Class C.............................. 210 Administration fees................................................. 264 Transfer agent fee and expenses..................................... 477 Custodian fees...................................................... 32 Printing fees and expenses.......................................... 215 Professional fees................................................... 61 Registration fees................................................... 24 Trustees' fee and expenses.......................................... 29 Miscellaneous expenses.............................................. 55 -------- Total expenses................................................. 3,824 -------- NET INVESTMENT INCOME (LOSS)........................................ 6,547 -------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS Net realized gain (loss) on investments............................. 6,956 Net realized gain (loss) on foreign currency transactions........... 1 Net change in unrealized appreciation (depreciation) on investments 128,915 Net change in unrealized appreciation (depreciation) on foreign currency translation ............................................. --(1) -------- NET GAIN (LOSS) ON INVESTMENTS...................................... 135,872 -------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS .... $142,419 ======== <FN> (1) Amount is less than $500 (not reported in thousands). </FN> See Notes to Financial Statements 14 VIRTUS BALANCED FUND STATEMENT OF CHANGES IN NET ASSETS (Reported in thousands) Six Months Ended September 30, 2009 Year Ended (Unaudited) March 31, 2009 ------------------ -------------- INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS Net investment income (loss)................................ $ 6,547 $ 21,305 Net realized gain (loss).................................... 6,957 (146,122) Net change in unrealized appreciation (depreciation) ....... 128,915 (85,888) -------- -------- INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 142,419 (210,705) -------- -------- FROM DISTRIBUTIONS TO SHAREHOLDERS Net investment income, Class A.............................. (6,581) (20,336) Net investment income, Class B.............................. (46) (202) Net investment income, Class C.............................. (332) (1,155) Net realized long-term gains, Class A....................... -- (2,742) Net realized long-term gains, Class B....................... -- (39) Net realized long-term gains, Class C....................... -- (206) -------- -------- DECREASE IN NET ASSETS FROM DISTRIBUTIONS TO SHAREHOLDERS .. (6,959) (24,680) -------- -------- FROM SHARE TRANSACTIONS: SALE OF SHARES Class A (484 and 978 shares, respectively).................. 5,241 11,036 Class B (9 and 64 shares, respectively)..................... 100 711 Class C (25 and 52 shares, respectively).................... 259 551 REINVESTMENT OF DISTRIBUTIONS Class A (533 and 1,850 shares, respectively)................ 5,877 20,839 Class B (4 and 19 shares, respectively)..................... 42 219 Class C (25 and 101 shares, respectively)................... 268 1,132 SHARES REPURCHASED Class A (4,588 and 9,700 shares, respectively).............. (51,130) (108,927) Class B (135 and 371 shares, respectively).................. (1,448) (4,233) Class C (221 and 777 shares, respectively).................. (2,372) (8,695) -------- -------- INCREASE (DECREASE) IN NET ASSETS FROM SHARE TRANSACTIONS .. (43,163) (87,367) -------- -------- CAPITAL CONTRIBUTIONS Fair Funds settlement(1).................................... 2 -- -------- -------- NET INCREASE (DECREASE) IN NET ASSETS....................... 92,299 (322,752) -------- -------- NET ASSETS Beginning of period......................................... 551,423 874,175 -------- -------- END OF PERIOD............................................... $643,722 $551,423 ======== ======== Accumulated undistributed net investment income (loss) at end of period.......................................... $ (27) $ 385 <FN> (1) The Fund was a recipient of a portion of a distribution from a Fair Fund established by the United States Securities and Exchange Commission. The proceeds received were part of the Millennium Partners, L.P. and Bear Stearns & Co., Inc. settlements. </FN> See Notes to Financial Statements 15 VIRTUS BALANCED FUND FINANCIAL HIGHLIGHTS SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD NET NET ASSET NET REALIZED TOTAL DIVIDENDS DISTRIBUTIONS VALUE, INVESTMENT AND FROM FROM NET FROM NET BEGINNING INCOME UNREALIZED INVESTMENT INVESTMENT REALIZED OF PERIOD (LOSS)(1) GAIN (LOSS) OPERATIONS INCOME GAINS ===================================================================================================== CLASS A 4/1/09 to 9/30/09(6) $ 9.42 0.12 2.37 2.49 (0.13) -- 4/1/08 to 3/31/09 13.19 0.35 (3.71) (3.36) (0.36) (0.05) 11/1/07 to 3/31/08 15.48 0.16 (1.28) (1.12) (0.19) (0.98) 11/1/06 to 10/31/07 15.74 0.35 1.16 1.51 (0.35) (1.42) 11/1/05 to 10/31/06 14.55 0.34 1.53 1.87 (0.34) (0.34) 11/1/04 to 10/31/05 14.98 0.32 0.18 0.50 (0.32) (0.61) 11/1/03 to 10/31/04 14.31 0.29 0.69 0.98 (0.31) -- CLASS B 4/1/09 to 9/30/09(6) $ 9.39 0.08 2.35 2.43 (0.09) -- 4/1/08 to 3/31/09 13.13 0.26 (3.67) (3.41) (0.28) (0.05) 11/1/07 to 3/31/08 15.41 0.11 (1.27) (1.16) (0.14) (0.98) 11/1/06 to 10/31/07 15.69 0.24 1.13 1.37 (0.23) (1.42) 11/1/05 to 10/31/06 14.50 0.23 1.53 1.76 (0.23) (0.34) 11/1/04 to 10/31/05 14.93 0.21 0.18 0.39 (0.21) (0.61) 11/1/03 to 10/31/04 14.26 0.18 0.69 0.87 (0.20) -- CLASS C 4/1/09 to 9/30/09(6) $ 9.38 0.08 2.35 2.43 (0.09) -- 4/1/08 to 3/31/09 13.12 0.26 (3.67) (3.41) (0.28) (0.05) 11/1/07 to 3/31/08 15.40 0.11 (1.27) (1.16) (0.14) (0.98) 11/1/06 to 10/31/07 15.68 0.23 1.14 1.37 (0.23) (1.42) 11/1/05 to 10/31/06 14.49 0.23 1.53 1.76 (0.23) (0.34) 4/19/05(5) to 10/31/05 14.47 0.10 0.01 0.11 (0.09) -- RATIO OF NET NET NET INVESTMENT CHANGE ASSET ASSETS, RATIO OF INCOME (LOSS) IN NET VALUE, END OF EXPENSES TO TO AVERAGE PORTFOLIO TOTAL ASSET END OF TOTAL PERIOD AVERAGE NET TURNOVER DISTRIBUTIONS VALUE PERIOD RETURN(2) (IN THOUSANDS) NET ASSETS ASSETS RATE ========================================================================================================================== CLASS A 4/1/09 to 9/30/09(6) (0.13) 2.36 $11.78 26.48%(4) $ 593,155 1.17%(3) 2.16%(3) 69%(4) 4/1/08 to 3/31/09 (0.41) (3.77) 9.42 (25.95) 508,204 1.10 3.02 91 11/1/07 to 3/31/08 (1.17) (2.29) 13.19 (7.62)(4) 801,724 1.12(3) 2.65(3) 21(4) 11/1/06 to 10/31/07 (1.77) (0.26) 15.48 10.26 919,363 1.12 2.31 54 11/1/05 to 10/31/06 (0.68) 1.19 15.74 13.29 973,751 1.08 2.29 78 11/1/04 to 10/31/05 (0.93) (0.43) 14.55 3.21 1,000,790 1.05 2.16 58 11/1/03 to 10/31/04 (0.31) 0.67 14.98 6.91 926,383 1.06 1.98 68 CLASS B 4/1/09 to 9/30/09(6) (0.09) 2.34 $11.73 25.90%(4) $ 5,906 1.92%(3) 1.43%(3) 69%(4) 4/1/08 to 3/31/09 (0.33) (3.74) 9.39 (26.40) 5,869 1.85 2.24 91 11/1/07 to 3/31/08 (1.12) (2.28) 13.13 (7.94)(4) 11,992 1.87(3) 1.91(3) 21(4) 11/1/06 to 10/31/07 (1.65) (0.28) 15.41 9.41 15,013 1.87 1.58 54 11/1/05 to 10/31/06 (0.57) 1.19 15.69 12.43 20,676 1.83 1.54 78 11/1/04 to 10/31/05 (0.82) (0.43) 14.50 2.47 19,970 1.80 1.39 58 11/1/03 to 10/31/04 (0.20) 0.67 14.93 6.12 16,814 1.80 1.23 68 CLASS C 4/1/09 to 9/30/09(6) (0.09) 2.34 $11.72 25.93%(4) $ 44,661 1.92%(3) 1.41%(3) 69%(4) 4/1/08 to 3/31/09 (0.33) (3.74) 9.38 (26.42) 37,350 1.85 2.26 91 11/1/07 to 3/31/08 (1.12) (2.28) 13.12 (7.94)(4) 60,459 1.87(3) 1.91(3) 21(4) 11/1/06 to 10/31/07 (1.65) (0.28) 15.40 9.42 71,326 1.87 1.56 54 11/1/05 to 10/31/06 (0.57) 1.19 15.68 12.44 76,874 1.83 1.54 78 4/19/05(5) to 10/31/05 (0.09) 0.02 14.49 0.75(4) 81,111 1.80(3) 1.22(3) 58(4) <FN> (1) Computed using average shares outstanding. (2) Sales charges are not reflected in total return calculation. (3) Annualized. (4) Not annualized. (5) Inception date. (6) Unaudited. </FN> See Notes to Financial Statements 16 & 17 VIRTUS BALANCED FUND NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2009 (UNAUDITED) 1. ORGANIZATION Virtus Equity Trust (the "Trust") is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company. As of the date of this report, 13 funds of the Trust are offered for sale, of which the Virtus Balanced Fund (the "Fund") is reported in this semiannual report. The Fund is diversified and has investment objectives to seek to provide reasonable income, long-term capital growth and conservation of capital. There is no guarantee that the Fund will achieve its objectives. The Fund offers Class A shares, Class B shares and Class C shares. Class A shares are sold with a front-end sales charge of up to 5.75% with some exceptions. Generally, Class A shares are not subject to any charges by the Fund when redeemed; however, a 1% contingent deferred sales charge ("CDSC") may be imposed on certain redemptions made within one year following purchases on which a finder's fee has been paid. The one-year period begins on the last day of the month preceding the month in which the purchase was made. Class B shares are sold with a contingent deferred sales charge, which declines from 5% to zero depending on the period of time the shares are held (see Note 9). Class C shares are sold with a 1% contingent deferred sales charge, if applicable, 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 the 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, 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, and those differences could be significant. A. SECURITY VALUATION: Equity securities are valued at the official closing price (typically last sale) on the exchange on which the securities are primarily traded, or if no closing price is available, at the last bid price. Debt securities are valued on the basis of broker quotations or valuations provided by a pricing service, which utilizes information with respect to recent sales, market transactions in comparable securities, quotations from dealers, and various relationships between securities in determining value. Due to continued volatility in the current market, valuations developed through pricing techniques may materially vary from the actual amounts realized upon sale of the securities. 18 VIRTUS BALANCED FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) 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. Certain foreign common stocks may be fair valued in cases where closing prices are not readily available or are deemed not reflective of readily available market prices. For example, significant events (such as movement in the U.S. securities market, or other regional and local developments) may occur between the time that foreign markets close (where the security is principally traded) and the time that the Fund calculates its net asset value (generally, the close of the NYSE) that may impact the value of securities traded in these foreign markets. In these cases, information from an external vendor may be utilized to adjust closing market prices of certain foreign common stocks to reflect their fair value. Because the frequency of significant events is not predictable, fair valuation of certain foreign common stocks may occur on a frequent basis. Investments in underlying funds are valued at each fund's closing net asset value determined as of the close of business of the New York Stock Exchange (generally 4:00 p.m. Eastern time). Short-term investments having a remaining maturity of 60 days or less are valued at amortized cost, which approximates market. The Fund utilizes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels: o Level 1 - quoted prices in active markets for identical securities o Level 2 - prices determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) o Level 3 - prices determined using significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments) A summary of the inputs used to value the Fund's net assets by each major security type is disclosed at the end of the Schedule of Investments. 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. The Fund amortizes premiums and accretes discounts using the effective interest method. Realized gains and losses are determined on the identified cost basis. Dividend income is recorded using management's estimate of the income included in distributions received from REIT investments. Distributions received in excess of this estimated amount are recorded as a reduction of the cost of investments or reclassified to capital gains. The actual amounts of income, return of capital, and capital gains are only determined by each REIT after its fiscal year-end, and may differ from the estimated amounts. C. INCOME TAXES: The Fund is treated as a separate taxable entity. It is the policy of the Fund to comply with the requirements of Subchapter M 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. 19 VIRTUS BALANCED FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) The Trust may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Each Fund will accrue such taxes and recoveries as applicable based upon current interpretations of the tax rules and regulations that exist in the markets in which they invest. Accounting for Uncertainty in Income Taxes sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has analyzed each Fund's tax positions and has concluded that no provision for income tax is required in any Fund's financial statements. The Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service. D. DISTRIBUTIONS TO SHAREHOLDERS: Distributions are recorded by the 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 expenses to each fund or an alternative allocation method can be more appropriately made. F. FOREIGN CURRENCY TRANSLATION: Foreign securities and other assets and liabilities are valued using the foreign currency exchange rate effective at the end of the reporting period. Cost of investments is translated at the currency exchange rate effective at the trade date. The gain or loss resulting from a change in currency exchange rates between the trade and settlement date of a portfolio transaction is treated as a gain or loss on foreign currency. Likewise, the gain or loss resulting from a change in currency exchange rates between the date income is accrued and the date it is paid is treated as a gain or loss on foreign currency. The Trust does not isolate that portion of the results of operations arising from changes in exchange rates or from fluctuations which arise due to changes in the market prices of securities. G. LOAN AGREEMENTS: The Fund may invest in direct debt instruments which are interests in amounts owed by a corporate, governmental, or other borrower to lenders or lending syndicates. The Fund's investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. A loan is often administered by a bank or other financial institution (the lender) that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan 20 VIRTUS BALANCED FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) participation, the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the loan agreement and only upon receipt by the lender of payments from the borrower. The Fund generally has no right to enforce compliance with the terms of the loan agreement with the borrower. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that is selling the loan agreement. When the Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan. Direct indebtedness of emerging countries involves a risk that the government entities responsible for the repayment of the debt may be unable, or unwilling, to pay the principal and interest when due. At September 30, 2009, the Fund did not hold any loan agreements. H. SECURITIES LENDING: The Fund may loan securities to qualified brokers through an agreement with State Street Bank and Trust Company ("State Street"). Under the terms of the agreement, the Fund is required to maintain collateral with a market value not less than 100% of the market value of loaned securities. Collateral is adjusted daily in connection with changes in the market value of securities on loan. Collateral may consist of cash and securities issued by the U.S. Government. Cash collateral is invested in a short-term money market fund. Dividends earned on the collateral and premiums paid by the borrower are recorded as income by the Fund net of fees charged by State Street for its services in connection with this securities lending program. Lending portfolio securities involves a risk of delay in the recovery of the loaned securities or in the foreclosure on collateral. At September 30, 2009, the Fund did not have any securities on loan. I. WHEN-ISSUED AND DELAYED DELIVERY TRANSACTIONS: The Fund may engage in when-issued or delayed delivery transactions. The Fund records when-issued and delayed delivery securities on the trade date. The Fund maintains collateral for the securities purchased. Securities purchased on a when-issued or delayed delivery basis begin earning interest on the settlement date. 3. INVESTMENT ADVISORY FEE AND RELATED PARTY TRANSACTIONS ($ REPORTED IN THOUSANDS EXCEPT AS NOTED) Virtus Investment Advisers, Inc. ("VIA," the "Adviser") is an indirect, wholly-owned subsidiary of Virtus Investment Partners, Inc. ("Virtus"). As compensation for its services to the Trust, the Adviser is entitled to a fee based upon the following annual rates as a percentage of the average daily net assets of the Fund: 1ST $1 $1+ BILLION - $2+ BILLION $2 BILLION BILLION ------- ------------- ------- 0.55% 0.50% 0.45% The Adviser manages the Fund's investment program and general operations of the Fund, including oversight of the Fund's subadviser, SCM Advisors LLC ("SCM"), an affiliate of Virtus. Effective June 8, 2009, SCM is the subadviser of the Fund's Fixed Income Portfolio. For the period April 1, 2009 through June 7, 2009, Goodwin Capital Advisers, Inc. served as the subadviser for the Fund's Fixed Income Portfolio. The Adviser manages the Fund's Equity Portfolio. 21 VIRTUS BALANCED FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) As distributor of the Fund's shares, VP Distributors, Inc. ("VP Distributors"), an indirect, wholly-owned subsidiary of Virtus, has advised the Fund that it retained net selling commissions and deferred sales charges for the six-months ended (the "period") September 30, 2009, as follows: CLASS A CLASS B CLASS C NET SELLING DEFERRED DEFERRED COMMISSIONS SALES CHARGES SALES CHARGES ----------- ------------- ------------- $11 $3 $ --* * Amount is less than $500 (not reported in thousands). In addition, the Fund pays VP Distributors distribution and/or service fees at the annual rate of 0.25% for Class A shares, 1.00% for Class B shares, and 1.00% for Class C shares applied to the average daily net assets of each respective class. Under certain circumstances, shares of certain Virtus Mutual Funds may be exchanged for shares of the same class of certain other Virtus Mutual 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. VP Distributors serves as the Administrator to the Trust. For the period ended September 30, 2009, the Fund incurred administration fees totaling $264. VP Distributors also serves as the Trust's transfer agent. For the period ended September 30, 2009, transfer agent fees were $477 as reported in the Statement of Operations. 4. PURCHASES AND SALES OF SECURITIES ($ REPORTED IN THOUSANDS) Purchases and sales of investment securities (excluding U.S. Government and agency securities and short-term securities) during the period ended September 30, 2009, were as follows: PURCHASES SALES --------- --------- $161,899 $290,273 Purchases or sales of long-term U.S. Government and agency securities during the period ended September 30, 2009 were as follows: PURCHASES SALES --------- --------- $252,956 $170,429 5. CREDIT RISK AND ASSET CONCENTRATIONS In countries with limited or developing markets, investments may present greater risks than in more developed markets, and the prices of such investments may be volatile. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of these investments and the income they generate, as well as the Fund's ability to repatriate such amounts. High-yield/high-risk securities typically entail greater price volatility and/or principal and interest rate risk. There is a greater chance that an issuer will not be able to make principal and interest payments on time. Analysis of the creditworthiness of issuers of 22 VIRTUS BALANCED FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) high-yield securities may be complex, and as a result, it may be more difficult for the Adviser and/or subadviser to accurately predict risk. Lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities. Sector ETFs are subject to sector risks and non-diversification risks, which may result in greater price fluctuations than the overall market. Because the Fund invests in ETFs, it indirectly bears its proportionate share of the operating expenses of the underlying funds. Indirectly, the Fund is subject to all risks associated with the underlying ETFs. The Fund may invest a high percentage of its assets in specific sectors of the market in its pursuit of a greater investment return. Fluctuations in these sectors of concentration may have a greater impact on the Fund, positive or negative, than if the Fund did not concentrate its investments in such sectors. 6. INDEMNIFICATIONS Under the Fund's organizational documents, its Trustees and Officers are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, the Fund enters into contracts that contain a variety of indemnifications. The Fund's maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these arrangements. 7. REGULATORY EXAMS Federal and state regulatory authorities from time to time make inquiries and conduct examinations regarding compliance by Virtus and its subsidiaries (collectively "the Company") with securities and other laws and regulations affecting their registered products. There are currently no such matters which the Company believes will be material to these financial statements. 8. FEDERAL INCOME TAX INFORMATION ($ REPORTED IN THOUSANDS) At September 30, 2009, federal tax cost and aggregate gross unrealized appreciation (depreciation) of securities held by the Fund were as follows: NET UNREALIZED FEDERAL UNREALIZED UNREALIZED APPRECIATION TAX COST APPRECIATION DEPRECIATION (DEPRECIATION) -------- ------------ ------------- -------------- $575,483 $89,549 $(8,767) $80,782 The Fund has capital loss carryovers which may be used to offset future capital gains, as follows: EXPIRATION YEAR --------------------------------------------------------- 2010 2017 TOTAL ------ ------ ------- $739 $9,922 $10,661 23 VIRTUS BALANCED FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) The Fund may not realize the benefit of these losses to the extent the Fund does not realize gains on investments prior to the expiration of the capital loss carryovers. The Fund's amounts include losses acquired in connection with prior and/or current year mergers. Utilization of these capital loss carryovers are subject to annual limitations. 9. SUBSEQUENT EVENT EVALUATIONS Management has evaluated the impact of all subsequent events on the Funds through November 19, 2009, the date the financial statements were available for issuance, and has determined that the following subsequent events require recognition or disclosure in the financial statements. Effective on December 1, 2009 (the "Closing Date"), Class B Shares of the Virtus Mutual Funds will no longer be available for purchase by new or existing shareholders, except by existing shareholders through Qualifying Transactions (for information regarding Qualifying Transactions refer to each Fund's prospectus). 24 CONSIDERATION OF SUBADVISORY AGREEMENT FOR VIRTUS BALANCED FUND (THE "FUND") BY THE BOARD OF TRUSTEES (UNAUDITED) The Board of Trustees (the "Board") of Virtus Equity Trust (the "Trust"), including a majority of the Trustees who are not interested persons as defined in Section 2(a)(19) of the Investment Company Act of 1940, last renewed the investment advisory agreement between Virtus Investment Advisers, Inc. (the "Adviser" or "VIA") and the Fund (the "Advisory Agreement"), and the investment subadvisory agreement with Goodwin Capital Advisers, Inc. ("Goodwin") with respect to the fixed income portion of the Fund's portfolio, at a meeting held on November 18-20, 2008. At a Board meeting held on February 24-25, 2009, Fund Management proposed that SCM Advisors, LLC ("SCM Advisors" or the "Subadviser") be appointed as the new subadviser with respect to the fixed income portion of the Fund's portfolio in place of Goodwin, and that the Adviser enter into a new subadvisory agreement with SCM Advisors (the "Subadvisory Agreement"). The Board considered and approved the Subadvisory Agreement for the Fund with SCM Advisors, as further discussed below. In approving the Subadvisory Agreement, the Board determined that the retention of the Subadviser was in the best interests of the Fund and its shareholders. After approval by the Board and subsequent approval by shareholders, the Subadvisory Agreement became effective on June 8, 2009. In evaluating the proposal to appoint SCM Advisors, the Board requested and evaluated information provided by the Adviser and SCM Advisors which, in the Board's view, constituted information necessary for the Board to form a judgment as to whether the subadviser change would be in the best interests of the Fund and its shareholders. Prior to making its final decision, the Board met privately with their independent counsel to discuss the information provided. BASIS FOR THE BOARD'S RECOMMENDATION In their deliberations, the Trustees did not identify any particular information that was all-important or controlling, and each Trustee attributed different weights to the various factors. In determining to approve the proposal, the Trustees considered various factors, including: o the nature, extent and quality of the services to be provided by SCM Advisors, with respect to the fixed income investments. The Trustees reviewed biographical information for each portfolio manager of the Subadviser who would be providing services under the Subadvisory Agreement and noted the breadth and depth of experience presented, with the team leaders having over 70 years of cumulative experience. The Board also noted that the Subadviser's fixed income investment management is team managed, and additional team members with significant experience had been added; o the rate of the investment subadvisory fee that would be paid by the Adviser (and not the Fund) under the Subadvisory Agreement, and the advisory fee paid by the Fund, both of which would remain unchanged, at this time, from the fees paid under the previous subadvisory agreement and Advisory Agreement; o the prior performance of a composite of all discretionary accounts and funds managed by the Subadviser with substantially similar investment objectives, strategies and policies as the fixed income portion of the Fund, which composite outperformed the Fund (as well as the Adviser's calculation of the performance of the fixed income portion of the Fund's investments) over the one-, three- and five-year periods ended January 30, 2009. While the performance of the composite underperformed the Barclays Capital U.S. Aggregate Bond Index for the one- and three-year periods, it had comparable performance for the five-year period; and 25 CONSIDERATION OF SUBADVISORY AGREEMENT FOR VIRTUS BALANCED FUND (THE "FUND") BY THE BOARD OF TRUSTEES (CONTINUED) (UNAUDITED) o the fact that while the Subadviser is an affiliate of VIA, there are no other tangible benefits to VIA or the Subadviser in the Subadviser providing investment advisory services to the Fund, other than the fees to be earned under the Subadvisory Agreement (although there may be certain intangible benefits gained to the extent that serving the Fund could enhance the Subadviser's reputation in the marketplace and therefore enable the Subadviser to attract additional client relationships). In considering the profitability to SCM Advisors of its relationship with the Fund, the Board noted that the fees under the Subadvisory Agreement were paid by the Adviser out of the advisory fees that it receives under the Advisory Agreement, and that the subadvisory fees would be paid at the same level as under the previous subadvisory agreement. For these reasons, the profitability to SCM Advisors of its relationship with the Fund was not a material factor in the Board's deliberations. For similar reasons, the Board did not consider the potential economies of scale in SCM Advisors' management of the Fund to be a material factor in its consideration. Based on all the foregoing considerations, the Board concluded that the proposed Subadvisory Agreement was favorable for shareholders because shareholders could benefit from management of the Fund's assets by the fixed income investment team at SCM Advisors. 26 RESULTS OF SHAREHOLDER MEETING VIRTUS EQUITY TRUST JUNE 4, 2009 (UNAUDITED) At a special meeting of shareholders of Virtus Balanced Fund, a series of Virtus Equity Trust, held on June 4, 2009, shareholders voted on the following proposal: NUMBER OF ELIGIBLE SHARES VOTED: FOR AGAINST ABSTAIN -------------- ------------- ------------- To approve a Subadvisory Agreement between Virtus Investment Advisers, Inc. and SCM Advisors, LLC with regard to Virtus Balanced Fund................ 26,434,182.016 1,141,201.906 2,290,879.143 Shareholders of the Fund voted to approve the above proposal. 27 VIRTUS EQUITY TRUST 101 Munson Street Greenfield, MA 01301-9668 TRUSTEES George R. Aylward Leroy Keith, Jr. 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, Chief Legal Officer, Counsel and Secretary INVESTMENT ADVISER Virtus Investment Advisers, Inc. 100 Pearl Street Hartford, CT 06103-4506 PRINCIPAL UNDERWRITER VP Distributors, Inc. 100 Pearl Street Hartford, CT 06103-4506 TRANSFER AGENT VP Distributors, Inc. 100 Pearl Street Hartford, CT 06103-4506 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 Adviser Consulting Group 1-800-243-4361 Telephone Orders 1-800-367-5877 Text Telephone 1-800-243-1926 Web site VIRTUS.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. - -------------------------------------------------------------------------------- [GRAPHIC OMITTED] ------------- VIRTUS PRSRT STD MUTUAL FUNDS U.S. POSTAGE PAID c/o State Street Bank and Trust Company LANCASTER, PA P.O. Box 8301 PERMIT 1793 Boston, MA 02266-8301 ------------- For more information about Virtus mutual funds, please call your financial representative, contact us at 1-800-243-1574 or VIRTUS.COM 8027 11-09 SEMIANNUAL REPORT [GRAPHIC OMITTED] VIRTUS MUTUAL FUNDS ================================================================================ Virtus Capital Growth Fund ================================================================================ TRUST NAME: September 30, 2009 [GRAPHIC OMITTED] VIRTUS Eligible shareholders can sign up for EQUITY eDelivery at Virtus.com TRUST NO BANK GUARANTEE NOT FDIC INSURED MAY LOSE VALUE TABLE OF CONTENTS VIRTUS CAPITAL GROWTH FUND ("Capital Growth Fund") Message to Shareholders............................................. 1 Disclosure of Fund Expenses......................................... 3 Schedule of Investments............................................. 5 Statement of Assets and Liabilities................................. 8 Statement of Operations............................................. 9 Statement of Changes in Net Assets.................................. 10 Financial Highlights................................................ 12 Notes to Financial Statements....................................... 14 - ------------------------------------------------------------------------------- PROXY VOTING PROCEDURES (FORM N-PX) The adviser and subadviser vote 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 Fund voted proxies during the most recent 12-month period ended June 30, 2009, 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 for the Fund 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. - ------------------------------------------------------------------------------- This report is not authorized for distribution to prospective investors in the Virtus Capital Growth Fund unless preceded or accompanied by an effective prospectus which includes information concerning the sales charge, the Fund's record and other pertinent information. MESSAGE TO SHAREHOLDERS Dear Fellow Shareholders of Virtus Mutual Funds: Investors who were calmed by the positive news from the financial markets in the second quarter of 2009 may have had a reason to regain some of their enthusiasm during the third quarter. There were numerous signs pointing to an end to the recession: gross domestic product grew by an annualized 3.5 percent, matching its average growth rate of the last 80 years; a measure of stability appeared in the housing market; consumer confidence inched up; and better-than-expected profits and rosier outlooks were reported by many corporations. The capital markets continued their recovery during the quarter, with most major stock market indices up by double digits for the quarter. The S&P 500(R) Index was up 15.6 percent in the quarter and in late September was at its highest level in nearly a year. The Dow Jones Industrial Average(SM) increased 15.8 percent in the third quarter, and as of September 30 had improved by 13.5 percent for the year. These figures are even more encouraging when compared with market lows in early March and the double-digit losses both indices recorded during the first quarter of the year. Bonds also participated in the third-quarter rally, with the Barclays Capital U.S. Aggregate Bond Index ahead by 3.74 percent and the Barclays Capital U.S. Municipal Bond Index up 7.12 percent. Although the Federal Open Market Committee acknowledged that "economic activity has picked up following its severe downturn," these recent gains should not unleash any 1990s-style market "exuberance." The strength and timing of a full recovery is yet to be realized. Unemployment rates that probably have not peaked remain a drag on consumer spending, and with an expected slowdown of the government's monetary and fiscal stimulus, some economists speculate that the growth from the second and third quarter may not be sustainable into next year. These factors suggest this is an important time to rely on the experience of your personal financial adviser and the investment professionals who manage your assets in the Virtus Mutual Funds. We encourage you to meet with your adviser to review your portfolio and, when appropriate, adjust it to fit your current investment objectives and your tolerance for risk. Our wide range of equity, fixed income, and alternative investments allow you to allocate your assets and design a portfolio tailored to your individual needs. Information about your investments is always available on our website, WWW.VIRTUS.COM, and from our customer service staff at 1-800-243-1574. While there are no guarantees in the world of investing, I can assure you that we will do our very best to meet your expectations. 1 On behalf of the entire team at Virtus Investment Partners, I thank you for entrusting your financial assets to us. Sincerely, /s/ George R. Aylward George R. Aylward President, Virtus Mutual Funds NOVEMBER 1, 2009 WHENEVER YOU HAVE QUESTIONS ABOUT YOUR ACCOUNT OR REQUIRE ADDITIONAL INFORMATION, PLEASE VISIT US AT WWW.VIRTUS.COM OR CALL OUR SHAREOWNER SERVICES GROUP, TOLL FREE, AT 1-800-243-1574. PERFORMANCE DATA QUOTED REPRESENTS PAST RESULTS. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS AND CURRENT PERFORMANCE MAY BE HIGHER OR LOWER THAN PERFORMANCE SHOWN ABOVE. 2 VIRTUS CAPITAL GROWTH FUND DISCLOSURE OF FUND EXPENSES (UNAUDITED) FOR THE SIX-MONTH PERIOD OF APRIL 1, 2009 TO SEPTEMBER 30, 2009 We believe it is important for you to understand the impact of costs on your investments. All mutual funds have operating expenses. As a shareholder of the Virtus Capital Growth Fund (the "Fund"), you may incur two types of costs: (1) transaction costs, including sales charges on purchases of Class A shares and contingent deferred sales charges on Class B and Class C shares; 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. The following Expense Table illustrates the Fund's costs in two ways. ACTUAL EXPENSES The first section of the accompanying table provides information about actual account values and actual expenses. You may use the information in this section, 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 section of the accompanying table 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 table 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 section of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if those 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 timing of any purchases or redemptions. 3 VIRTUS CAPITAL GROWTH FUND DISCLOSURE OF FUND EXPENSES (UNAUDITED) (CONTINUED) FOR THE SIX-MONTH PERIOD OF APRIL 1, 2009 TO SEPTEMBER 30, 2009 EXPENSE TABLE - -------------------------------------------------------------------------------- Beginning Ending Expenses Account Account Annualized Paid Value Value Expense During April 1, 2009 September 30, 2009 Ratio Period* - -------------------------------------------------------------------------------- ACTUAL Class A $1,000.00 $1,274.90 1.45% $ 8.27 Class B 1,000.00 1,270.40 2.20 12.52 Class C 1,000.00 1,270.50 2.20 12.52 HYPOTHETICAL (5% RETURN BEFORE EXPENSES) Class A 1,000.00 1,017.71 1.45 7.36 Class B 1,000.00 1,013.90 2.20 11.17 Class C 1,000.00 1,013.90 2.20 11.17 * Expenses are equal to the Fund's annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days (183) expenses were accrued in the most recent fiscal half-year, then divided by 365 to reflect the period. The Fund may invest in other funds, and the annualized expense ratios noted above do not reflect fees and expenses associated with the underlying funds. If such fees and expenses were 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. 4 VIRTUS CAPITAL GROWTH FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) - ------------------------------------------------------------------------------- Asset Allocations ----------------- The table presents asset allocations within certain sectors as a percentage of total investments as of September 30, 2009. Information Technology 36% Health Care 18 Consumer Staples 10 Consumer Discretionary 9 Financials 8 Energy 5 Industrials 4 Other (includes short-term investments) 10 --- Total 100% === - ------------------------------------------------------------------------------- ($ reported in thousands) SHARES VALUE ------- -------- COMMON STOCKS--99.0% CONSUMER DISCRETIONARY--9.3% Aeropostale, Inc.(2) 36,950 $ 1,606 Amazon.com, Inc.(2) 39,400 3,678 Apollo Group, Inc. Class A(2) 24,200 1,783 Chipotle Mexican Grill, Inc. Class A(2) 15,600 1,514 Expedia, Inc.(2) 70,300 1,684 ITT Educational Services, Inc.(2) 14,925 1,648 Panera Bread Co. Class A(2) 43,600 2,398 priceline.com, Inc.(2) 28,300 4,693 Ross Stores, Inc. 48,025 2,294 Yum! Brands, Inc. 82,000 2,768 -------- 24,066 -------- CONSUMER STAPLES--10.2% Archer-Daniels-Midland Co. 161,850 4,729 Colgate-Palmolive Co. 104,075 7,939 Hansen Natural Corp.(2) 73,650 2,706 Wal-Mart Stores, Inc. 126,425 6,206 Walgreen Co. 127,650 4,783 -------- 26,363 -------- SHARES VALUE ------- -------- ENERGY--4.9% Exxon Mobil Corp. 70,775 $ 4,856 National Oilwell Varco, Inc.(2) 44,900 1,937 Occidental Petroleum Corp. 43,600 3,418 Southwestern Energy Co.(2) 60,250 2,571 -------- 12,782 -------- FINANCIALS--8.0% AFLAC, Inc. 49,000 2,094 BlackRock, Inc. 7,850 1,702 Digital Realty Trust, Inc. 93,050 4,253 Goldman Sachs Group, Inc. (The) 29,500 5,439 HCC Insurance Holdings, Inc. 58,950 1,612 Hudson City Bancorp, Inc. 141,650 1,863 IntercontinentalExchange, Inc.(2) 15,850 1,541 Morgan Stanley 71,700 2,214 -------- 20,718 -------- HEALTH CARE--18.1% Amgen, Inc.(2) 108,400 6,529 Biogen Idec, Inc.(2) 32,500 1,642 See Notes to Financial Statements 5 VIRTUS CAPITAL GROWTH FUND SCHEDULE OF INVESTMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) ($ reported in thousands) SHARES VALUE ------- -------- HEALTH CARE--CONTINUED Endo Pharmaceuticals Holdings, Inc.(2) 135,100 $ 3,057 Forest Laboratories, Inc.(2) 191,350 5,633 Gilead Sciences, Inc.(2) 120,675 5,621 Hospira, Inc.(2) 39,650 1,768 Illumina, Inc.(2) 112,500 4,781 Kinetic Concepts, Inc.(2) 43,800 1,620 Life Technologies Corp.(2) 83,175 3,872 Millipore Corp.(2) 18,250 1,284 Schering-Plough Corp. 146,700 4,144 Watson Pharmaceuticals, Inc.(2) 191,400 7,013 -------- 46,964 -------- INDUSTRIALS--4.8% Iron Mountain, Inc.(2) 79,250 2,113 Lockheed Martin Corp. 38,425 3,000 Shaw Group, Inc. (The)(2) 88,300 2,834 URS Corp.(2) 100,650 4,393 -------- 12,340 -------- INFORMATION TECHNOLOGY--36.7% Apple, Inc.(2) 55,250 10,242 BMC Software, Inc.(2) 38,900 1,460 Broadcom Corp. Class A(2) 106,580 3,271 Cisco Systems, Inc.(2) 428,798 10,094 Cognizant Technology Solutions Corp. Class A(2) 44,700 1,728 Cree, Inc.(2) 67,550 2,482 EMC Corp.(2) 95,400 1,626 F5 Networks, Inc.(2) 190,900 7,565 Google, Inc. Class A(2) 18,050 8,950 Hewlett-Packard Co. 91,400 4,315 Marvell Technology Group Ltd.(2) 107,350 1,738 McAfee, Inc.(2) 33,750 1,478 Microsoft Corp. 200,375 5,188 NetApp, Inc.(2) 69,100 1,844 NeuStar, Inc. Class A(2) 68,200 1,541 Oracle Corp. 432,300 9,009 QUALCOMM, Inc. 28,750 1,293 Red Hat, Inc.(2) 212,200 5,865 SHARES VALUE ------- -------- INFORMATION TECHNOLOGY--CONTINUED Silicon Laboratories, Inc.(2) 34,650 $ 1,606 Sybase, Inc.(2) 63,900 2,486 Teradata Corp.(2) 55,350 1,523 WebMD Health Corp. Class A(2) 58,950 1,952 Western Digital Corp.(2) 220,200 8,044 -------- 95,300 -------- MATERIALS--4.1% Crown Holdings, Inc.(2) 112,300 3,055 Freeport-McMoRan Copper & Gold, Inc.(2) 61,500 4,220 Lubrizol Corp. (The) 47,300 3,380 -------- 10,655 -------- TELECOMMUNICATION SERVICES--2.2% American Tower Corp. Class A(2) 158,950 5,786 UTILITIES--0.7% NRG Energy, Inc.(2) 69,100 1,948 - ------------------------------------------------------------------------------- TOTAL COMMON STOCKS (IDENTIFIED COST $203,621) 256,922 - ------------------------------------------------------------------------------- TOTAL LONG-TERM INVESTMENTS--99.0% (IDENTIFIED COST $203,621) 256,922 - ------------------------------------------------------------------------------- SHORT-TERM INVESTMENTS--2.9% MONEY MARKET MUTUAL FUNDS--2.9% State Street Institutional Liquid Reserves Fund - Institutional Shares (seven-day effective yield 0.260%) 7,480,001 7,480 - ------------------------------------------------------------------------------- TOTAL SHORT-TERM INVESTMENTS (IDENTIFIED COST $7,480) 7,480 - ------------------------------------------------------------------------------- TOTAL INVESTMENTS--101.9% (IDENTIFIED COST $211,101) 264,402(1) Other assets and liabilities, net--(1.9)% (5,015) -------- NET ASSETS--100.0% $259,387 ======== See Notes to Financial Statements 6 VIRTUS CAPITAL GROWTH FUND SCHEDULE OF INVESTMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) KEY INVESTMENT TERM 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. FOOTNOTE LEGEND (1) Federal Income Tax Information: For tax information at September 30, 2009, see the Federal Income Tax Information Note 8 in the Notes to Financial Statements. (2) Non-income producing. The following table provides a summary of inputs used to value the Fund's net assets as of September 30, 2009 (see Security Valuation Note 2A in the Notes to Financial Statements): Total Value at Level 1 - September 30, 2009 Quoted Prices ------------------ ------------- INVESTMENT IN SECURITIES: Equity Securities: Common Stocks $256,922 $256,922 Short-Term Investments 7,480 7,480 -------- -------- Total Investments $264,402 $264,402 ======== ======== There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities. See Notes to Financial Statements 7 VIRTUS CAPITAL GROWTH FUND STATEMENT OF ASSETS AND LIABILITIES SEPTEMBER 30, 2009 (UNAUDITED) (Reported in thousands except shares and per share amounts) ASSETS Investment securities at value(1) .......................... $ 264,402 Receivables Investment securities sold .............................. 1,629 Fund shares sold ........................................ 2 Dividends and interest receivable ....................... 31 Prepaid expenses ........................................... 33 ----------- Total assets ......................................... 266,097 ----------- LIABILITIES Payables Fund shares repurchased ................................. 6,323 Investment advisory fees ................................ 149 Distribution and service fees ........................... 57 Administration fees ..................................... 18 Transfer agent fees and expenses ........................ 115 Trustees' fee and expenses .............................. 4 Professional fees ....................................... 19 Other accrued expenses .................................. 25 ----------- Total liabilities ..................................... 6,710 ----------- NET ASSETS ................................................. $ 259,387 =========== NET ASSETS CONSIST OF: Capital paid in on shares of beneficial interest ........... $ 417,621 Accumulated undistributed net investment income (loss) ..... (851) Accumulated undistributed net realized gain (loss) ......... (210,684) Net unrealized appreciation (depreciation) on investments... 53,301 ----------- NET ASSETS ................................................. $ 259,387 =========== CLASS A Net asset value (net assets/shares outstanding) per share... $ 12.52 Maximum offering price per share $12.52/(1-5.75%) .......... $ 13.28 Shares of beneficial interest outstanding, no par value, unlimited authorization .................................. 20,223,946 Net Assets ................................................. $ 253,268 CLASS B Net asset value (net assets/shares outstanding) and offering price per share ............................. $ 11.23 Shares of beneficial interest outstanding, no par value, unlimited authorization .................... 384,224 Net Assets ................................................. $ 4,316 CLASS C Net asset value (net assets/shares outstanding) and offering price per share ............................. $ 12.26 Shares of beneficial interest outstanding, no par value, unlimited authorization .................... 147,080 Net Assets ................................................. $ 1,803 (1)Investments in securities at cost ....................... $ 211,101 See Notes to Financial Statements 8 VIRTUS CAPITAL GROWTH FUND STATEMENT OF OPERATIONS SIX MONTHS ENDED SEPTEMBER 30, 2009 (UNAUDITED) (Reported in thousands) INVESTMENT INCOME Dividends ............................................................. $ 966 -------- Total investment income .......................................... 966 -------- EXPENSES Investment advisory fees .............................................. 865 Service fees, Class A ................................................. 302 Distribution and service fees, Class B ................................ 20 Distribution and service fees, Class C ................................ 8 Administration fees ................................................... 105 Transfer agent fee and expenses ....................................... 390 Custodian fees ........................................................ 12 Printing fees and expenses ............................................ 44 Professional fees ..................................................... 17 Registration fees ..................................................... 20 Trustees' fee and expenses ............................................ 12 Miscellaneous expenses ................................................ 22 -------- Total expenses ................................................... 1,817 NET INVESTMENT INCOME (LOSS) .......................................... (851) -------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS Net realized gain (loss) on investments ............................... (13,626) Net change in unrealized appreciation (depreciation) on investments ... 74,200 -------- NET GAIN (LOSS) ON INVESTMENTS ........................................ 60,574 -------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS........ $ 59,723 ======== See Notes to Financial Statements 9 VIRTUS CAPITAL GROWTH FUND STATEMENT OF CHANGES IN NET ASSETS (Reported in thousands) Six Months Ended September 30, 2009 Year Ended (Unaudited) March 31, 2009 ------------------ -------------- INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS Net investment income (loss) .......................................... $ (851) $ (1,101) Net realized gain (loss) .............................................. (13,626) (76,683) Net change in unrealized appreciation (depreciation).. ................ 74,200 (48,521) -------- --------- INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS ........... 59,723 (126,305) -------- --------- FROM SHARE TRANSACTIONS: SALE OF SHARES Class A (189 and 675 shares, respectively) ............................ 2,070 8,170 Class B (20 and 56 shares, respectively) .............................. 205 627 Class C (1 and 5 shares, respectively) ................................ 14 52 SHARES REPURCHASED Class A (2,262 and 3,839 shares, respectively) ........................ (26,087) (48,364) Class B (72 and 198 shares, respectively) ............................. (718) (2,326) Class C (22 and 55 shares, respectively) .............................. (230) (609) -------- --------- INCREASE (DECREASE) IN NET ASSETS FROM SHARE TRANSACTIONS ............. (24,746) (42,450) CAPITAL CONTRIBUTIONS Fair Funds settlement(1) .............................................. 21 -- -------- --------- NET INCREASE (DECREASE) IN NET ASSETS ................................. 34,998 (168,755) NET ASSETS Beginning of period ................................................... 224,389 393,144 -------- --------- END OF PERIOD ......................................................... $259,387 $ 224,389 ======== ========= Accumulated undistributed net investment income (loss) at end of period $ (851) $ -- (1) The Fund was a recipient of a portion of a distribution from a Fair Fund established by the United States Securities and Exchange Commission. The proceeds received were part of the Millennium Partners, L.P. and Bear Stearns & Co., Inc. settlements. See Notes to Financial Statements 10 THIS PAGE INTENTIONALLY BLANK. VIRTUS CAPITAL GROWTH FUND FINANCIAL HIGHLIGHTS SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD NET NET ASSET NET REALIZED TOTAL DIVIDENDS DISTRIBUTIONS CHANGE VALUE, INVESTMENT AND FROM FROM NET FROM NET IN NET BEGINNING INCOME UNREALIZED INVESTMENT INVESTMENT REALIZED TOTAL ASSET OF PERIOD (LOSS)(1) GAIN (LOSS) OPERATIONS INCOME GAINS DISTRIBUTIONS VALUE - ---------------------------------------------------------------------------------------------------------------------------------- CLASS A 4/1/09 to 9/30/09(6) $ 9.82 (0.04) 2.74 2.70 -- -- -- 2.70 4/1/08 to 3/31/09 15.00 (0.04) (5.14) (5.18) -- -- -- (5.18) 11/1/07 to 3/31/08 18.18 (0.03) (3.15) (3.18) -- -- -- (3.18) 11/1/06 to 10/31/07 15.78 (0.03) 2.43 2.40 -- -- -- 2.40 11/1/05 to 10/31/06 14.89 (0.05) 1.02 0.97 (0.08) -- (0.08) 0.89 11/1/04 to 10/31/05 14.21 0.07 0.61 0.68 -- -- -- 0.68 11/1/03 to 10/31/04 13.90 (0.06) 0.37 0.31 -- -- -- 0.31 CLASS B 4/1/09 to 9/30/09(6) $ 8.84 (0.07) 2.46 2.39 -- -- -- 2.39 4/1/08 to 3/31/09 13.61 (0.13) (4.64) (4.77) -- -- -- (4.77) 11/1/07 to 3/31/08 16.55 (0.07) (2.87) (2.94) -- -- -- (2.94) 11/1/06 to 10/31/07 14.47 (0.14) 2.22 2.08 -- -- -- 2.08 11/1/05 to 10/31/06 13.69 (0.15) 0.93 0.78 -- -- -- 0.78 11/1/04 to 10/31/05 13.16 (0.05) 0.58 0.53 -- -- -- 0.53 11/1/03 to 10/31/04 12.96 (0.15) 0.35 0.20 -- -- -- 0.20 CLASS C 4/1/09 to 9/30/09(6) $ 9.65 (0.08) 2.69 2.61 -- -- -- 2.61 4/1/08 to 3/31/09 14.85 (0.14) (5.06) (5.20) -- -- -- (5.20) 11/1/07 to 3/31/08 18.06 (0.08) (3.13) (3.21) -- -- -- (3.21) 11/21/06(5) to 10/31/07 15.95 (0.16) 2.27 2.11 -- -- -- 2.11 NET NET RATIO OF NET ASSET ASSETS, RATIO OF INVESTMENT VALUE, END OF EXPENSES TO INCOME/(LOSS) PORTFOLIO END OF TOTAL PERIOD AVERAGE TO AVERAGE TURNOVER PERIOD RETURN(2) (000'S) NET ASSETS NET ASSETS RATE - ---------------------------------------------------------------------------------------------------------------- CLASS A 4/1/09 to 9/30/09(6) $12.52 27.49%(4) $253,268 1.45%(3) (0.67)%(3) 46%(4) 4/1/08 to 3/31/09 9.82 (34.53) 218,922 1.42 (0.33) 92 11/1/07 to 3/31/08 15.00 (17.49)(4) 382,033 1.43(3) (0.46)(3) 33(4) 11/1/06 to 10/31/07 18.18 15.21 493,633 1.41 (0.16) 90 11/1/05 to 10/31/06 15.78 6.54 486,845 1.37 (0.31) 167 11/1/04 to 10/31/05 14.89 4.79 580,058 1.36 0.45 67 11/1/03 to 10/31/04 14.21 2.23 844,523 1.34 (0.39) 57 CLASS B 4/1/09 to 9/30/09(6) $11.23 27.04%(4) $ 4,316 2.20%(3) (1.42)%(3) 46%(4) 4/1/08 to 3/31/09 8.84 (35.05) 3,852 2.17 (1.09) 92 11/1/07 to 3/31/08 13.61 (17.76)(4) 7,874 2.17(3) (1.20)(3) 33(4) 11/1/06 to 10/31/07 16.55 14.37 10,937 2.16 (0.93) 90 11/1/05 to 10/31/06 14.47 5.70 9,038 2.12 (1.06) 167 11/1/04 to 10/31/05 13.69 4.03 11,918 2.11 (0.34) 67 11/1/03 to 10/31/04 13.16 1.54 16,314 2.09 (1.13) 57 CLASS C 4/1/09 to 9/30/09(6) $12.26 27.05%(4) $ 1,803 2.20%(3) (1.42)%(3) 46%(4) 4/1/08 to 3/31/09 9.65 (35.02) 1,615 2.17 (1.09) 92 11/1/07 to 3/31/08 14.85 (17.77)(4) 3,237 2.17(3) (1.20)(3) 33(4) 11/21/06(5) to 10/31/07 18.06 13.23(4) 4,546 2.15(3) (1.03)(3) 90(4) (1) Computed using average shares outstanding. (2) Sales charges are not reflected in total return calculation. (3) Annualized. (4) Not annualized. (5) Inception date. (6) Unaudited. See Notes to Financial Statements 12 and 13 VIRTUS CAPITAL GROWTH FUND NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2009 (UNAUDITED) 1. ORGANIZATION Virtus Equity Trust (the "Trust") is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company. As of the date of this report, thirteen funds of the Trust are offered for sale, of which the Virtus Capital Growth Fund (the "Fund") is reported in this semiannual report. The Fund is diversified and has an investment objective to seek to provide long-term capital appreciation. There is no guarantee that the Fund will achieve its objective. The Fund offers Class A shares, Class B shares and Class C shares. Class A shares are sold with a front-end sales charge of up to 5.75% with some exceptions. Generally, Class A shares are not subject to any charges by the Fund when redeemed; however, a 1% contingent deferred sales charge ("CDSC") may be imposed on certain redemptions made within one year following purchases on which a finder's fee has been paid. The one-year period begins on the last day of the month preceding the month in which the purchase was made. Class B shares are sold with a contingent deferred sales charge which declines from 5% to zero depending on the period of time the shares are held (see Note 9). Class C shares are sold with a 1% contingent deferred sales charge, if applicable, 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 the 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, 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, and those differences could be significant. A. SECURITY VALUATION: Equity securities are valued at the official closing price (typically last sale) on the exchange on which the securities are primarily traded, or if no closing price is available, at the last bid price. Debt securities are valued on the basis of broker quotations or valuations provided by a pricing service, which utilizes information with respect to recent sales, market transactions in comparable securities, quotations from dealers, and various relationships between securities in determining value. Due to continued volatility in the current market, valuations developed through pricing techniques may materially vary from the actual amounts realized upon sale of the securities. 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. 14 VIRTUS CAPITAL GROWTH FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) Certain foreign common stocks may be fair valued in cases where closing prices are not readily available or are deemed not reflective of readily available market prices. For example, significant events (such as movement in the U.S. securities market, or other regional and local developments) may occur between the time that foreign markets close (where the security is principally traded) and the time that the Fund calculates its net asset value (generally, the close of the NYSE) that may impact the value of securities traded in these foreign markets. In these cases, information from an external vendor may be utilized to adjust closing market prices of certain foreign common stocks to reflect their fair value. Because the frequency of significant events is not predictable, fair valuation of certain foreign common stocks may occur on a frequent basis. Investments in underlying funds are valued at each fund's closing net asset value determined as of the close of business of the New York Stock Exchange (generally 4:00 p.m. Eastern time). Short-term investments having a remaining maturity of 60 days or less are valued at amortized cost, which approximates market. The Fund utilizes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels: o Level 1 - quoted prices in active markets for identical securities o Level 2 - prices determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) o Level 3 - prices determined using significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments) A summary of the inputs used to value the Fund's net assets by each major security type is disclosed at the end of the Schedule of Investments. 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. The Fund amortizes premiums and accretes discounts using the effective interest method. Realized gains and losses are determined on the identified cost basis. Dividend income is recorded using management's estimate of the income included in distributions received from the REIT investments. Distributions received in excess of this estimated amount are recorded as a reduction of the cost of investments or reclassified to capital gains. The actual amounts of income, return of capital, and capital gains are only determined by each REIT after its fiscal year-end, and may differ from the estimated amounts. C. INCOME TAXES: The Fund is treated as a separate taxable entity. It is the policy of the Fund to comply with the requirements of Subchapter M 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. 15 VIRTUS CAPITAL GROWTH FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) The Trust may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Each Fund will accrue such taxes and recoveries as applicable based upon current interpretations of the tax rules and regulations that exist in the markets in which they invest. Accounting for Uncertainty in Income Taxes sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has analyzed each Fund's tax positions and has concluded that no provision for income tax is required in any Fund's financial statements. The Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service. D. DISTRIBUTIONS TO SHAREHOLDERS: Distributions are recorded by the 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 expenses to each fund or an alternative allocation method can be more appropriately made. F. FOREIGN CURRENCY TRANSLATION: Foreign securities and other assets and liabilities are valued using the foreign currency exchange rate effective at the end of the reporting period. Cost of investments is translated at the currency exchange rate effective at the trade date. The gain or loss resulting from a change in currency exchange rates between the trade and settlement date of a portfolio transaction is treated as a gain or loss on foreign currency. Likewise, the gain or loss resulting from a change in currency exchange rates between the date income is accrued and the date it is paid is treated as a gain or loss on foreign currency. The Trust does not isolate that portion of the results of operations arising from changes in exchange rates or from fluctuations which arise due to changes in the market prices of securities. G. SECURITIES LENDING: The Fund may loan securities to qualified brokers through an agreement with State Street Bank and Trust Company ("State Street"). Under the terms of the agreement, the Fund is required to maintain collateral with a market value not less than 100% of the market value of loaned securities. Collateral is adjusted daily in connection with changes in the market value of securities on loan. Collateral may consist of cash and securities issued by the U.S. Government. Cash collateral is invested in a short-term money market fund. 16 VIRTUS CAPITAL GROWTH FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) Dividends earned on the collateral and premiums paid by the borrower are recorded as income by the Fund net of fees charged by State Street for its services in connection with this securities lending program. Lending portfolio securities involves a risk of delay in the recovery of the loaned securities or in the foreclosure on collateral. At September 30, 2009, the Fund did not have any securities on loan. 3. INVESTMENT ADVISORY FEE AND RELATED PARTY TRANSACTIONS ($ REPORTED IN THOUSANDS EXCEPT AS NOTED) Virtus Investment Advisers, Inc. ("VIA," the "Adviser"), is an indirect, wholly-owned subsidiary of Virtus Investment Partners, Inc. ("Virtus"). As compensation for its services to the Trust, the Adviser is entitled to a fee based upon the following annual rates as a percentage of the average daily net assets of the Fund: 1ST $1 $1+ BILLION - $2+ BILLION $2 BILLION BILLION ------- ---------- ------- 0.70% 0.65% 0.60% The Adviser manages the Fund's investment program and general operations of the Fund, including oversight of the Fund's subadviser, Harris Investment Management, Inc. As distributor of the Fund's shares, VP Distributors, Inc. ("VP Distributors"), an indirect, wholly-owned subsidiary of Virtus, has advised the Fund that it retained net selling commissions and deferred sales charges for the six months ended (the "period") September 30, 2009, as follows: CLASS A CLASS B CLASS C NET SELLING DEFERRED DEFERRED COMMISSIONS SALES CHARGES SALES CHARGES ----------- ------------- ------------- $12 $5 $ --* * Amount is less than $500 (not reported in thousands). In addition, the Fund pays VP Distributors distribution and/or service fees at the annual rate of 0.25% for Class A shares, 1.00% for Class B shares, and 1.00% for Class C shares applied to the average daily net assets of each respective class. Under certain circumstances, shares of certain Virtus Mutual Funds may be exchanged for shares of the same class of certain other Virtus Mutual 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. VP Distributors serves as the Administrator to the Trust. For the period ended September 30, 2009, the Fund incurred administration fees totaling $105. VP Distributors also serves as the Trust's transfer agent. For the period ended September 30, 2009, transfer agent fees were $390 as reported in the Statement of Operations. 17 VIRTUS CAPITAL GROWTH FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) 4. PURCHASES AND SALES OF SECURITIES ($ REPORTED IN THOUSANDS) Purchases and sales of investment securities (excluding U.S. Government and agency securities and short-term securities) during the period ended September 30, 2009, were as follows: PURCHASES SALES --------- -------- $109,978 $131,885 There were no purchases or sales of long-term U.S. Government and agency securities during the period ended September 30, 2009. 5. CREDIT RISK AND ASSET CONCENTRATIONS In countries with limited or developing markets, investments may present greater risks than in more developed markets and the prices of such investments may be volatile. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of these investments and the income they generate, as well as the Fund's ability to repatriate such amounts. The Fund may invest a high percentage of its assets in specific sectors of the market in its pursuit of a greater investment return. Fluctuations in these sectors of concentration may have a greater impact on the Fund, positive or negative, than if the Fund did not concentrate its investments in such sectors. At September 30, 2009, the Fund held securities issued by various companies in the Information Technology sector, representing 36% of the total investments of the Fund. 6. INDEMNIFICATIONS Under the Fund's organizational documents, its Trustees and Officers are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, the Fund enters into contracts that contain a variety of indemnifications. The Fund's maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these arrangements. 7. REGULATORY EXAMS Federal and state regulatory authorities from time to time make inquiries and conduct examinations regarding compliance by Virtus and its subsidiaries (collectively "the Company") with securities and other laws and regulations affecting their registered products. There are currently no such matters which the Company believes will be material to these financial statements. 18 VIRTUS CAPITAL GROWTH FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) 8. FEDERAL INCOME TAX INFORMATION ($ REPORTED IN THOUSANDS) At September 30, 2009, federal tax cost and aggregate gross appreciation (depreciation) of securities held by the Fund were as follows: NET UNREALIZED FEDERAL UNREALIZED UNREALIZED APPRECIATION TAX COST APPRECIATION (DEPRECIATION) (DEPRECIATION) -------- ------------ -------------- -------------- $212,562 $55,184 $(3,344) $751,840 The Fund has capital loss carryovers which may be used to offset future capital gains, as follows: Expiration Year -------------------------------------------------------------- 2010 2011 2016 2017 Total ------- ------- ------ ------- -------- $97,731 $15,274 $4,365 $25,431 $142,801 The Fund may not realize the benefit of these losses to the extent the Fund does not realize gains on investments prior to the expiration of the capital loss carryovers. The Fund's amounts include losses acquired in connection with prior year's mergers. Utilization of these capital loss carryovers is subject to annual limitations. 9. SUBSEQUENT EVENT EVALUATIONS Management has evaluated the impact of all subsequent events on the Funds through November 19, 2009, the date the financial statements were available for issuance, and has determined that the following subsequent events require recognition or disclosure in the financial statements. Effective on December 1, 2009 (the "Closing Date"), Class B Shares of the Virtus Mutual Funds will no longer be available for purchase by new or existing shareholders, except by existing shareholders through Qualifying Transactions (for information regarding Qualifying Transactions refer to each Fund's prospectus). 19 VIRTUS EQUITY TRUST 101 Munson Street Greenfield, MA 01301-9668 TRUSTEES George R. Aylward Leroy Keith, Jr. 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, Chief Legal Officer, Counsel and Secretary INVESTMENT ADVISER Virtus Investment Advisers, Inc. 100 Pearl Street Hartford, CT 06103-4506 PRINCIPAL UNDERWRITER VP Distributors, Inc. 100 Pearl Street Hartford, CT 06103-4506 TRANSFER AGENT VP Distributors, Inc. 100 Pearl Street Hartford, CT 06103-4506 CUSTODIAN PFPC Trust Company 8800 Tinicum Boulevard Philadelphia, PA 19155-3111 HOW TO CONTACT US Mutual Fund Services 1-800-243-1574 Adviser Consulting Group 1-800-243-4361 Telephone Orders 1-800-367-5877 Text Telephone 1-800-243-1926 Web site VIRTUS.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. - -------------------------------------------------------------------------------- ------------- PRSRT STD U.S. POSTAGE PAID LANCASTER, PA PERMIT 1793 ------------- [GRAPHIC OMITTED] VIRTUS MUTUAL FUNDS c/o State Street Bank and Trust Company P.O. Box 8301 Boston, MA 02266-8301 For more information about Virtus mutual funds, please call your financial representative, contact us at 1-800-243-1574 or VIRTUS.COM 8026 11-09 SEMIANNUAL REPORT [GRAPHIC OMITTED] VIRTUS MUTUAL FUNDS ================================================================================ Virtus Mid-Cap Value Fund ================================================================================ TRUST NAME: September 30, 2009 [GRAPHIC OMITTED] VIRTUS Eligible shareholders can sign up for EQUITY eDelivery at Virtus.com TRUST NO BANK GUARANTEE NOT FDIC INSURED MAY LOSE VALUE TABLE OF CONTENTS VIRTUS MID-CAP VALUE FUND ("Mid-Cap Value Fund") Message to Shareholders................................................. 1 Disclosure of Fund Expenses............................................. 4 Schedule of Investments................................................. 6 Statement of Assets and Liabilities..................................... 8 Statement of Operations................................................. 9 Statement of Changes in Net Assets...................................... 10 Financial Highlights.................................................... 12 Notes to Financial Statements........................................... 14 - -------------------------------------------------------------------------------- PROXY VOTING PROCEDURES (FORM N-PX) The adviser and subadviser vote 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 Fund voted proxies during the most recent 12-month period ended June 30, 2009, 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 for the Fund 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. - -------------------------------------------------------------------------------- This report is not authorized for distribution to prospective investors in the Virtus Mid-Cap Value Fund unless preceded or accompanied by an effective prospectus which includes information concerning the sales charge, the Fund's record and other pertinent information. MESSAGE TO SHAREHOLDERS Dear Fellow Shareholders of Virtus Mutual Funds: Investors who were calmed by the positive news from the financial markets in the second quarter of 2009 may have had a reason to regain some of their enthusiasm during the third quarter. There were numerous signs pointing to an end to the recession: gross domestic product grew by an annualized 3.5 percent, matching its average growth rate of the last 80 years; a measure of stability appeared in the housing market; consumer confidence inched up; and better-than-expected profits and rosier outlooks were reported by many corporations. The capital markets continued their recovery during the quarter, with most major stock market indices up by double digits for the quarter. The S&P 500(R) Index was up 15.6 percent in the quarter and in late September was at its highest level in nearly a year. The Dow Jones Industrial Average(SM) increased 15.8 percent in the third quarter, and as of September 30 had improved by 13.5 percent for the year. These figures are even more encouraging when compared with market lows in early March and the double-digit losses both indices recorded during the first quarter of the year. Bonds also participated in the third-quarter rally, with the Barclays Capital U.S. Aggregate Bond Index ahead by 3.74 percent and the Barclays Capital U.S. Municipal Bond Index up 7.12 percent. Although the Federal Open Market Committee acknowledged that "economic activity has picked up following its severe downturn," these recent gains should not unleash any 1990s-style market "exuberance." The strength and timing of a full recovery is yet to be realized. Unemployment rates that probably have not peaked remain a drag on consumer spending, and with an expected slowdown of the government's monetary and fiscal stimulus, some economists speculate that the growth from the second and third quarter may not be sustainable into next year. These factors suggest this is an important time to rely on the experience of your personal financial adviser and the investment professionals who manage your assets in the Virtus Mutual Funds. We encourage you to meet with your adviser to review your portfolio and, when appropriate, adjust it to fit your current investment objectives and your tolerance for risk. Our wide range of equity, fixed income, and alternative investments allow you to allocate your assets and design a portfolio tailored to your individual needs. Information about your investments is always available on our website, WWW.VIRTUS.COM, and from our customer service staff at 1-800-243-1574. While there are no guarantees in the world of investing, I can assure you that we will do our very best to meet your expectations. 1 On behalf of the entire team at Virtus Investment Partners, I thank you for entrusting your financial assets to us. Sincerely, /s/ George R. Aylward George R. Aylward President, Virtus Mutual Funds NOVEMBER 1, 2009 WHENEVER YOU HAVE QUESTIONS ABOUT YOUR ACCOUNT OR REQUIRE ADDITIONAL INFORMATION, PLEASE VISIT US AT WWW.VIRTUS.COM OR CALL OUR SHAREOWNER SERVICES GROUP, TOLL FREE, AT 1-800-243-1574. PERFORMANCE DATA QUOTED REPRESENTS PAST RESULTS. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS AND CURRENT PERFORMANCE MAY BE HIGHER OR LOWER THAN PERFORMANCE SHOWN ABOVE. 2 THIS PAGE INTENTIONALLY BLANK. VIRTUS MID-CAP VALUE FUND DISCLOSURE OF FUND EXPENSES (UNAUDITED) FOR THE SIX-MONTH PERIOD OF APRIL 1, 2009 TO SEPTEMBER 30, 2009 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 Virtus Mid-Cap Value Fund (the "Fund"), you may incur two types of costs: (1) transaction costs, including sales charges on purchases of Class A shares and contingent deferred sales charges on Class C shares; and (2) ongoing costs, including investment advisory fees; distribution and service fees; and other expenses. Class I shares are sold without a sales charge and do not incur distribution and service fees. 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 period. The following Expense Table illustrates the Fund's costs in two ways. ACTUAL EXPENSES The first section of the accompanying table 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 section of the accompanying table 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 table 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 table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if those 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. 4 VIRTUS MID-CAP VALUE FUND DISCLOSURE OF FUND EXPENSES (UNAUDITED) (CONTINUED) FOR THE SIX-MONTH PERIOD OF APRIL 1, 2009 TO SEPTEMBER 30, 2009 EXPENSE TABLE - -------------------------------------------------------------------------------- Beginning Ending Expenses Account Account Annualized Paid Value Value Expense During April 1, 2009 September 30, 2009 Ratio Period* - -------------------------------------------------------------------------------- ACTUAL Class A $1,000.00 $1,462.50 1.48% $ 9.14 Class C 1,000.00 1,456.20 2.23 13.73 Class I 1,000.00 1,464.20 1.22 7.54 HYPOTHETICAL (5% RETURN BEFORE EXPENSES) Class A 1,000.00 1,017.56 1.48 7.51 Class C 1,000.00 1,013.75 2.23 11.32 Class I 1,000.00 1,018.88 1.22 6.19 * Expenses are equal to the Fund's annualized expense ratio, which includes waived fees and reimbursed expenses, if applicable, multiplied by the average account value over the period, multiplied by the number of days (183) expenses were accrued in the most recent fiscal half-year, then divided by 365 to reflect the period. The Fund may invest in other funds, and the annualized expense ratios noted above do not reflect fees and expenses associated with the underlying funds. If such fees and expenses were 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 VIRTUS MID-CAP VALUE FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) - -------------------------------------------------------------------------------- Asset Allocations ----------------- The table presents asset allocations within certain sectors as a percentage of total investments as of September 30, 2009. Industrials 26% Consumer Discretionary 19 Consumer Staples 13 Materials 13 Utilities 13 Energy 10 Other (includes short-term investments) 6 --- Total 100% === - -------------------------------------------------------------------------------- ($ reported in thousands) SHARES VALUE --------- -------- COMMON STOCKS--95.0% CONSUMER DISCRETIONARY--19.1% Big Lots, Inc.(2) 494,400 $ 12,370 Fortune Brands, Inc. 248,300 10,672 Home Depot, Inc. (The) 429,300 11,436 Limited Brands, Inc. 950,300 16,146 Penney (J.C.) Co., Inc. 391,000 13,196 TJX Cos., Inc. (The) 328,800 12,215 -------- 76,035 -------- CONSUMER STAPLES--12.7% Del Monte Foods Co. 1,040,450 12,048 Koninklijke Ahold NV Sponsored ADR 1,208,400 14,561 Safeway, Inc. 606,900 11,968 Sara Lee Corp. 1,079,500 12,026 -------- 50,603 -------- ENERGY--10.2% El Paso Corp. 1,213,450 12,523 Spectra Energy Corp. 842,042 15,948 Williams Cos., Inc. (The) 674,000 12,044 -------- 40,515 -------- SHARES VALUE --------- -------- FINANCIALS--0.4% Alleghany Corp.(2) 5,878 $ 1,523 -------- INDUSTRIALS--26.5% Con-way, Inc. 181,900 6,970 Crown Holdings, Inc.(2) 623,000 16,946 Masco Corp. 843,600 10,899 Owens Corning, Inc.(2) 524,350 11,772 Raytheon Co. 187,300 8,985 Republic Services, Inc. 603,402 16,032 Thomas & Betts Corp.(2) 432,800 13,019 USG Corp.(2) 500,400 8,597 Waste Management, Inc. 409,600 12,214 -------- 105,434 -------- MATERIALS--12.7% Ball Corp. 246,900 12,148 Dow Chemical Co. (The) 169,100 4,408 Owens-Illinois, Inc.(2) 486,150 17,939 Packaging Corp. of America 367,150 7,490 Weyerhaeuser Co. 229,200 8,400 -------- 50,385 -------- See Notes to Financial Statements 6 VIRTUS MID-CAP VALUE FUND SCHEDULE OF INVESTMENTS SEPTEMBER 30, 2009 (UNAUDITED) (CONTINUED) ($ reported in thousands) SHARES VALUE --------- -------- UTILITIES--13.4% Dominion Resources, Inc. 324,700 $ 11,202 Duke Energy Corp. 837,884 13,188 Dynegy, Inc. Class A(2) 2,420,900 6,174 Mirant Corp.(2) 502,900 8,263 ONEOK, Inc. 402,000 14,721 -------- 53,548 -------- - -------------------------------------------------------------------------------- TOTAL COMMON STOCKS (IDENTIFIED COST $430,951) 378,043 - -------------------------------------------------------------------------------- TOTAL LONG-TERM INVESTMENTS--95.0% (IDENTIFIED COST $430,951) 378,043 - -------------------------------------------------------------------------------- SHARES VALUE --------- -------- SHORT-TERM INVESTMENTS--6.4% MONEY MARKET MUTUAL FUNDS--6.4% State Street Institutional Liquid Reserves Fund - Institutional Shares (seven-day effective yield 0.260%) 25,456,804 $ 25,457 - -------------------------------------------------------------------------------- TOTAL SHORT-TERM INVESTMENTS (IDENTIFIED COST $25,457) 25,457 - -------------------------------------------------------------------------------- TOTAL INVESTMENTS--101.4% (IDENTIFIED COST $456,408) 403,500(1) Other assets and liabilities, net--(1.4)% (5,512) -------- NET ASSETS--100.0% $397,988 ======== ABBREVIATIONS ADR - American Depositary Receipt KEY INVESTMENT TERMS ADR (AMERICAN DEPOSITARY RECEIPT) Represents shares of foreign companies traded in U.S. dollars on U.S. exchanges that are held by a U.S. bank or trust. Foreign companies use ADRs in order to make it easier for Americans to buy their shares. SPONSORED ADR (AMERICAN DEPOSITARY RECEIPT) An ADR which is issued with the cooperation of the company whose stock will underlie the ADR. Sponsored ADRs generally carry the same rights normally given to stockholders such as voting rights. ADRs must be sponsored to be able to trade on a major U.S. exchange such as the NYSE. FOOTNOTE LEGEND (1) Federal Income Tax Information: For tax information at September 30, 2009, see the Federal Income Tax Information Note 9 in the Notes to Financial Statements. (2) Non-income producing. The following table provides a summary of inputs used to value the Fund's net assets as of September 30, 2009 (see Security Valuation Note 2A in the Notes to Financial Statements): Total Value at Level 1 - September 30, 2009 Quoted Prices ------------------ ------------- INVESTMENT IN SECURITIES: Equity Securities: Common Stocks $378,043 $378,043 Short-Term Investments 25,457 25,457 -------- -------- Total Investments $403,500 $403,500 ======== ======== There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities. See Notes to Financial Statements 7 VIRTUS MID-CAP VALUE FUND STATEMENT OF ASSETS AND LIABILITIES SEPTEMBER 30, 2009 (UNAUDITED) (Reported in thousands except shares and per share amounts) ASSETS Investment in securities at value(1) .......................... $ 403,500 Receivables Fund shares sold ........................................... 746 Dividends and interest receivable .......................... 440 Prepaid expenses .............................................. 43 ----------- Total assets ............................................. 404,729 ----------- LIABILITIES Payables Fund shares repurchased .................................... 6,101 Investment advisory fee .................................... 245 Distribution and service fees .............................. 122 Administration fee ......................................... 26 Transfer agent fees and expenses ........................... 192 Trustees' fee and expenses ................................. 5 Professional fee ........................................... 19 Other accrued expenses ..................................... 31 ----------- Total liabilities ........................................ 6,741 ----------- NET ASSETS .................................................... $ 397,988 =========== NET ASSETS CONSIST OF: Capital paid in on shares of beneficial interest .............. $ 580,392 Accumulated undistributed net investment income (loss) ........ 1,070 Accumulated undistributed net realized gain (loss) ............ (130,566) Net unrealized appreciation (depreciation) on investments ..... (52,908) ----------- NET ASSETS .................................................... $ 397,988 =========== CLASS A Net asset value per share (net assets/shares outstanding) per share .................................................. $ 18.03 Maximum offering price per share $18.03/(1-5.75%) ............. $ 19.13 Shares of beneficial interest outstanding, no par value, unlimited authorization .................................... 16,770,883 Net Assets .................................................... $ 302,395 CLASS C Net asset value (net assets/shares outstanding) and offering price per share ............................... $ 17.62 Shares of beneficial interest outstanding, no par value, unlimited authorization ...................... 4,137,652 Net Assets .................................................... $ 72,921 CLASS I Net asset value (net assets/shares outstanding) and offering price per share ............................... $ 18.03 Shares of beneficial interest outstanding, no par value, unlimited authorization ...................... 1,257,693 Net Assets .................................................... $ 22,672 (1)Investment in securities at cost ........................... $ 456,408 See Notes to Financial Statements 8 VIRTUS MID-CAP VALUE FUND STATEMENT OF OPERATIONS SIX MONTHS ENDED SEPTEMBER 30, 2009 (UNAUDITED) (Reported in thousands) INVESTMENT INCOME Dividends .............................................................. $ 4,611 Foreign taxes withheld ................................................. (74) -------- Total investment income ........................................... 4,537 -------- EXPENSES Investment advisory fee ................................................ 1,359 Service fees, Class A .................................................. 346 Distribution and service fees, Class C ................................. 341 Administration fees .................................................... 150 Transfer agent fee and expenses ........................................ 570 Custodian fees ......................................................... 15 Printing fees and expenses ............................................. 36 Professional fees ...................................................... 19 Registration fees ...................................................... 28 Trustees' fees and expenses ............................................ 17 Miscellaneous expenses ................................................. 33 -------- Total expenses .................................................... 2,914 -------- NET INVESTMENT INCOME (LOSS) ........................................... 1,623 -------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS Net realized gain (loss) on investments ................................ (51,891) Net change in unrealized appreciation (depreciation) on investments .... 182,187 -------- NET GAIN (LOSS) ON INVESTMENTS ......................................... 130,296 -------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS. ....... $131,919 ======== See Notes to Financial Statements 9 VIRTUS MID-CAP VALUE FUND STATEMENT OF CHANGES IN NET ASSETS (Reported in thousands) Six Months Ended September 30, 2009 Year Ended (Unaudited) March 31, 2009 ------------------ -------------- INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS Net investment income (loss) ................................................... $ 1,623 $ 3,397 Net realized gain (loss) ....................................................... (51,891) (78,498) Net change in unrealized appreciation (depreciation) ........................... 182,187 (180,367) -------- -------- INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS .................... 131,919 (255,468) -------- -------- FROM DISTRIBUTIONS TO SHAREHOLDERS Net investment income, Class A ................................................. (2,279) (1,303) Net investment income, Class C ................................................. (364) -- Net investment income, Class I ................................................. (155) (64) Net realized short-term gains, Class A ......................................... -- (3,277) Net realized short-term gains, Class C ......................................... -- (922) Net realized short-term gains, Class I ......................................... -- (78) Net realized long-term gains, Class A .......................................... -- (8,573) Net realized long-term gains, Class C .......................................... -- (2,412) Net realized long-term gains, Class I .......................................... -- (203) -------- -------- DECREASE IN NET ASSETS FROM DISTRIBUTIONS TO SHAREHOLDERS ...................... (2,798) (16,832) -------- -------- FROM SHARE TRANSACTIONS: SALE OF SHARES Class A (1,662 and 5,327 shares, respectively) ................................. 26,350 93,863 Class C (119 and 330 shares, respectively) ..................................... 1,812 5,974 Class I (432 and 1,034 shares, respectively) ................................... 6,881 19,274 REINVESTMENT OF DISTRIBUTIONS Class A (125 and 484 shares, respectively) ..................................... 1,818 10,413 Class C (19 and 107 shares, respectively) ...................................... 264 2,357 Class I (9 and 16 shares, respectively) ........................................ 133 343 SHARES REPURCHASED Class A (3,246 and 11,002 shares, respectively) ................................ (51,404) (189,457) Class C (715 and 2,498 shares, respectively) ................................... (10,961) (42,735) Class I (137 and 102 shares, respectively) ..................................... (2,061) (1,510) -------- -------- INCREASE (DECREASE) IN NET ASSETS FROM SHARE TRANSACTIONS ...................... (27,168) (101,478) -------- -------- NET INCREASE (DECREASE) IN NET ASSETS .......................................... 101,953 (373,778) NET ASSETS Beginning of period ............................................................ 296,035 669,813 -------- -------- END OF PERIOD .................................................................. $397,988 $296,035 ======== ======== Accumulated undistributed net investment income (loss) at end of period ........ $ 1,070 $ 2,245 See Notes to Financial Statements 10 THIS PAGE INTENTIONALLY BLANK. VIRTUS MID-CAP VALUE FUND FINANCIAL HIGHLIGHTS SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD NET NET ASSET NET REALIZED TOTAL DIVIDENDS DISTRIBUTIONS CHANGE VALUE, INVESTMENT AND FROM FROM NET FROM NET IN NET BEGINNING INCOME UNREALIZED INVESTMENT INVESTMENT REALIZED TOTAL ASSET OF PERIOD (LOSS)(1) GAIN (LOSS) OPERATIONS INCOME GAINS DISTRIBUTIONS VALUE - ---------------------------------------------------------------------------------------------------------------------------------- CLASS A 4/1/09 to 9/30/09 (9) $12.44 0.08 5.64 5.72 (0.13) -- (0.13) 5.59 4/1/08 to 3/31/09 22.27 0.15 (9.39) (9.24) (0.06) (0.53) (0.59) (9.83) 7/1/07 to 3/31/08 27.40 0.05 (4.08) (4.03) (0.03) (1.07) (1.10) (5.13) 7/1/06 to 6/30/07 21.72 0.18 5.66 5.84 (0.10) (0.06) (0.16) 5.68 7/1/05 to 6/30/06 19.63 0.10 2.05 2.15 (0.05) (0.01) (0.06) 2.09 7/1/04 to 6/30/05(4) 17.04 0.08 2.55 2.63 (0.04) -- (0.04) 2.59 7/1/03 to 6/30/04(4) 12.18 (0.01) 4.88 4.87 (0.01) -- (0.01) 4.86 CLASS C 4/1/09 to 9/30/09 (9) $12.17 0.02 5.51 5.53 (0.08) -- (0.08) 5.45 4/1/08 to 3/31/09 21.87 0.01 (9.18) (9.17) -- (0.53) (0.53) (9.70) 7/1/07 to 3/31/08 27.04 (0.09) (4.01) (4.10) -- (1.07) (1.07) (5.17) 7/1/06 to 6/30/07 21.53 (0.03) 5.60 5.57 -- (0.06) (0.06) 5.51 7/1/05 to 6/30/06 19.54 (0.05) 2.05 2.00 -- (0.01) (0.01) 1.99 10/22/04(8) to 6/30/05 17.77 (0.04) 1.84 1.80 (0.03) -- (0.03) 1.77 CLASS I 4/1/09 to 9/30/09 (9) $12.44 0.10 5.64 5.74 (0.15) -- (0.15) 5.59 4/1/08 to 3/31/09 22.27 0.20 (9.39) (9.19) (0.11) (0.53) (0.64) (9.83) 3/10/08(8) to 3/31/08 21.20 --(3) 1.07 1.07 -- -- -- 1.07 RATIO OF GROSS EXPENSES RATIO OF NET NET NET TO AVERAGE INVESTMENT ASSET ASSETS, RATIO OF NET ASSETS INCOME VALUE, END OF EXPENSES TO (BEFORE WAIVERS (LOSS) TO PORTFOLIO END OF TOTAL PERIOD AVERAGE AND AVERAGE TURNOVER PERIOD RETURN(2) (IN THOUSANDS) NET ASSETS REIMBURSEMENTS) NET ASSETS RATE - ------------------------------------------------------------------------------------------------------------------------------------ CLASS A 4/1/09 to 9/30/09 (9) $18.03 46.25%(7) $302,395 1.48%(6) 1.48%(6) 1.03%(6) 7%(7) 4/1/08 to 3/31/09 12.44 (42.59) 226,815 1.45 1.45 0.83 11 7/1/07 to 3/31/08 22.27 (14.90)(7) 521,552 1.35(5)(6) 1.42(6) 0.24(6) 14(7) 7/1/06 to 6/30/07 27.40 26.91 842,524 1.27 1.31 0.68 7 7/1/05 to 6/30/06 21.72 11.07 187,701 1.25 1.42 0.50 16 7/1/04 to 6/30/05(4) 19.63 15.39 97,771 1.25 1.65 0.49 9 7/1/03 to 6/30/04(4) 17.04 40.03 6,404 1.30 2.76 (0.06) 53 CLASS C 4/1/09 to 9/30/09 (9) $17.62 45.62%(7) $ 72,921 2.23%(6) 2.23%(6) 0.28%(6) 7%(7) 4/1/08 to 3/31/09 12.17 (43.01) 57,366 2.19 2.19 0.08 11 7/1/07 to 3/31/08 21.87 (15.36)(7) 148,156 2.10(5)(6) 2.17(6) (0.50)(6) 14(7) 7/1/06 to 6/30/07 27.04 25.89 229,293 2.01 2.06 (0.11) 7 7/1/05 to 6/30/06 21.53 10.26 99,987 2.00 2.17 (0.25) 16 10/22/04(8) to 6/30/05 19.54 10.13(7) 37,934 2.00(6) 2.29(6) (0.28)(6) 9(7) CLASS I 4/1/09 to 9/30/09 (9) $18.03 46.42%(7) $ 22,672 1.22%(6) 1.22%(6) 1.23%(6) 7%(7) 4/1/08 to 3/31/09 12.44 (42.42) 11,854 1.24 1.24 1.21 11 3/10/08(8) to 3/31/08 22.27 5.05(7) 105 1.54(6) 1.54(6) (0.05)(6) 14(7) (1) Computed using average shares outstanding. (2) Sales charges, where applicable, are not reflected in the total return calculation. (3) Amount is less than $0.005. (4) Due to a reorganization on October 22, 2004, the Mid-Cap Value Fund is the successor of the FMI Sasco Contrarian Value Fund. The Mid-Cap Value Fund Class A treats the past performance of the FMI Sasco Contrarian Value Fund as its own. (5) Represents a blended net operating ratio. (6) Annualized. (7) Not annualized. (8) Inception date. (9) Unaudited. See Notes to Financial Statements 12 and 13 VIRTUS MID-CAP VALUE FUND NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2009 (UNAUDITED) 1. ORGANIZATION Virtus Equity Trust (the "Trust") is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company. As of the date of this report, 13 funds of the Trust are offered for sale, of which the Virtus Mid-Cap Value Fund (the "Fund") is reported in this semiannual report. The Fund is diversified and has an investment objective to seek to provide long-term capital growth. There is no guarantee that the Fund will achieve its objective. The Fund offers Class A shares, Class C shares and Class I shares. Class A shares are sold with a front-end sales charge of up to 5.75% with some exceptions. Generally, Class A shares are not subject to any charges by the Fund when redeemed; however, a 1% contingent deferred sales charge ("CDSC") may be imposed on certain redemptions made within one year following purchases on which a finder's fee has been paid. The one-year period begins on the last day of the month preceding the month in which the purchase was made. Class C shares are sold with a 1% contingent deferred sales charge, if applicable, if redeemed within one year of purchase. Class I shares are sold without a sales charge. 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. Class I shares bear no distribution and/or service expenses. Income and other expenses and realized and unrealized gains and losses of the 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, 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, and those differences could be significant. A. SECURITY VALUATION: Equity securities are valued at the official closing price (typically last sale) on the exchange on which the securities are primarily traded, or if no closing price is available, at the last bid price. Debt securities are valued on the basis of broker quotations or valuations provided by a pricing service, which utilizes information with respect to recent sales, market transactions in comparable securities, quotations from dealers, and various relationships between securities in determining value. Due to continued volatility in the current market, valuations developed through pricing techniques may materially vary from the actual amounts realized upon sale of the securities. 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. 14 VIRTUS MID-CAP VALUE FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) Certain foreign common stocks may be fair valued in cases where closing prices are not readily available or are deemed not reflective of readily available market prices. For example, significant events (such as movement in the U.S. securities market, or other regional and local developments) may occur between the time that foreign markets close (where the security is principally traded) and the time that the Fund calculates its net asset value (generally, the close of the NYSE) that may impact the value of securities traded in these foreign markets. In these cases, information from an external vendor may be utilized to adjust closing market prices of certain foreign common stocks to reflect their fair value. Because the frequency of significant events is not predictable, fair valuation of certain foreign common stocks may occur on a frequent basis. Investments in underlying funds are valued at each fund's closing net asset value determined as of the close of business of the New York Stock Exchange (generally 4:00 p.m. Eastern time). Short-term investments having a remaining maturity of 60 days or less are valued at amortized cost, which approximates market. The Fund utilizes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels: o Level 1 - quoted prices in active markets for identical securities o Level 2 - prices determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) o Level 3 - prices determined using significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments) A summary of the inputs used to value the Fund's net assets by each major security type is disclosed at the end of the Schedule of Investments. 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. The 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: The Fund is treated as a separate taxable entity. It is the policy of the Fund to comply with the requirements of Subchapter M 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. The Trust may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Each Fund will accrue such taxes and recoveries as applicable based upon current interpretations of the tax rules and regulations that exist in the markets in which they invest. Accounting for Uncertainty in Income Taxes sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has analyzed each Fund's tax positions and has concluded that no provision for income tax is required in any Fund's financial statements. The Fund is 15 VIRTUS MID-CAP VALUE FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service. D. DISTRIBUTIONS TO SHAREHOLDERS: Distributions are recorded by the 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 expenses to each fund or an alternative allocation method can be more appropriately made. F. FOREIGN CURRENCY TRANSLATION: Foreign securities and other assets and liabilities are valued using the foreign currency exchange rate effective at the end of the reporting period. Cost of investments is translated at the currency exchange rate effective at the trade date. The gain or loss resulting from a change in currency exchange rates between the trade and settlement date of a portfolio transaction is treated as a gain or loss on foreign currency. Likewise, the gain or loss resulting from a change in currency exchange rates between the date income is accrued and the date it is paid is treated as a gain or loss on foreign currency. The Trust does not isolate that portion of the results of operations arising from changes in exchange rates or from fluctuations which arise due to changes in the market prices of securities. 3. INVESTMENT ADVISORY FEE AND RELATED PARTY TRANSACTIONS ($ REPORTED IN THOUSANDS EXCEPT AS NOTED) Virtus Investment Advisers, Inc. ("VIA," the "Adviser") is an indirect, wholly-owned subsidiary of Virtus Investment Partners, Inc. ("Virtus"). As compensation for its services to the Trust, the Adviser is entitled to a fee based upon the following annual rate of 0.75% as a percentage of the average daily net assets of the Fund. The Adviser may recapture expenses waived or reimbursed under arrangements previously in effect within three years following the end of the fiscal year in which such waiver or reimbursement occurred. The Fund must pay its ordinary operating expenses before the Adviser is entitled to any reimbursement and must remain in compliance with any applicable expense limitations. All or a portion of the following Adviser reimbursed expenses may be recaptured by the end of the fiscal year ended as follows: 2011 TOTAL ---- ----- $385 $385 16 VIRTUS MID-CAP VALUE FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) The Adviser manages the Fund's investment program and general operations of the Fund, including oversight of the Fund's subadviser, Sasco Capital, Inc. As distributor of the Fund's shares, VP Distributors, Inc. ("VP Distributors"), an indirect, wholly-owned subsidiary of Virtus, has advised the Fund that it retained net selling commissions and deferred sales charges for the six-months ended (the "period") September 30, 2009, as follows: CLASS A CLASS C NET SELLING DEFERRED COMMISSIONS SALES CHARGES ----------- ------------- $6 $2 In addition, the Fund pays VP Distributors distribution and/or service fees at the annual rate of 0.25% for Class A shares and 1.00% for Class C shares applied to the average daily net assets of each respective Class. Under certain circumstances, shares of certain Virtus Mutual Funds may be exchanged for shares of the same class of certain other Virtus Mutual 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. VP Distributors serves as the Administrator to the Trust. For the period ended September 30, 2009, the Fund incurred administration fees totaling $150. VP Distributors also serves as the Trust's transfer agent. For the period ended September 30, 2009, transfer agent fees were $570 as reported in the Statement of Operations. 4. PURCHASES AND SALES OF SECURITIES ($ REPORTED IN THOUSANDS) Purchases and sales of investment securities (excluding U.S. Government and agency securities and short-term securities) during the period ended September 30, 2009, were as follows: PURCHASES SALES --------- ------- $25,337 $71,909 There were no purchases or sales of long-term U.S. Government and agency securities during the period ended September 30, 2009. 5. 10% SHAREHOLDERS At September 30, 2009, the Fund had one omnibus shareholder account which amounted to 12% of the shares outstanding of the Fund. 6. CREDIT RISK AND ASSET CONCENTRATIONS In countries with limited or developing markets, investments may present greater risks than in more developed markets, and the prices of such investments may be volatile. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of these investments and the income they generate, as well as the Fund's ability to repatriate such amounts. The Fund may invest a high percentage of its assets in specific sectors of the market in its pursuit of a greater investment return. Fluctuations in these sectors of concentration 17 VIRTUS MID-CAP VALUE FUND NOTES TO FINANCIAL STATEMENTS (CONTINUED) SEPTEMBER 30, 2009 (UNAUDITED) may have a greater impact on the Fund, positive or negative, than if the Fund did not concentrate its investments in such sectors. At September 30, 2009, the Fund held securities issued by various companies in the Industrial sector representing 26% of the total investments of the Fund. 7. INDEMNIFICATIONS Under the Fund's organizational documents, its Trustees and Officers are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, the Fund enters into contracts that contain a variety of indemnifications. The Fund's maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these arrangements. 8. REGULATORY EXAMS Federal and state regulatory authorities from time to time make inquiries and conduct examinations regarding compliance by Virtus and its subsidiaries (collectively "the Company") with securities and other laws and regulations affecting their registered products. There are currently no such matters which the Company believes will be material to these financial statements. 9. FEDERAL INCOME TAX INFORMATION ($ REPORTED IN THOUSANDS) At September 30, 2009, federal tax cost and aggregate gross unrealized appreciation (depreciation) of securities held by the Fund were as follows. NET UNREALIZED FEDERAL UNREALIZED UNREALIZED APPRECIATION TAX COST APPRECIATION (DEPRECIATION) (DEPRECIATION) -------- ------------ -------------- -------------- $456,700 $43,662 $(96,862) $53,200 The Fund has capital loss carryovers which may be used to offset future capital gains as follows. EXPIRATION YEAR ----------------- 2017 TOTAL ------ ------ $4,364 $4,364 The Fund may not realize the benefit of these losses to the extent the Fund does not realize gains on investments prior to the expiration of these capital loss carryovers. 10. SUBSEQUENT EVENT EVALUATIONS Management has evaluated the impact of all subsequent events on the Funds through November 19, 2009, the date the financial statements were available for issuance, and has determined that there were no subsequent events requiring recognition or disclosure in the financial statements. 18 VIRTUS EQUITY TRUST 101 Munson Street Greenfield, MA 01301-9668 TRUSTEES George R. Aylward Leroy Keith, Jr. 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, Chief Legal Officer, Counsel and Secretary INVESTMENT ADVISER Virtus Investment Advisers, Inc. 100 Pearl Street Hartford, CT 06103-4506 PRINCIPAL UNDERWRITER VP Distributors, Inc. 100 Pearl Street Hartford, CT 06103-4506 TRANSFER AGENT VP Distributors, Inc. 100 Pearl Street Hartford, CT 06103-4506 CUSTODIAN PFPC Trust Company 8800 Tinicum Boulevard Philadelphia, PA 19155-3111 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 VIRTUS.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. - -------------------------------------------------------------------------------- THIS PAGE INTENTIONALLY BLANK. ------------- PRSRT STD U.S. POSTAGE PAID LANCASTER, PA PERMIT 1793 ------------- [GRAPHIC OMITTED] VIRTUS MUTUAL FUNDS c/o State Street Bank and Trust Company P.O. Box 8301 Boston, MA 02266-8301 For more information about Virtus mutual funds, please call your financial representative, contact us at 1-800-243-1574 or VIRTUS.COM 8028 11-09 ITEM 2. CODE OF ETHICS. Not applicable. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not applicable. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable. ITEM 6. INVESTMENTS. (a) 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. (b) Not applicable. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. Not applicable. ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant's board of 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) Virtus Equity Trust ------------------------------------------------------------------- By (Signature and Title)* /s/ George R. Aylward ------------------------------------------------------- George R. Aylward, President (principal executive officer) Date December 4, 2009 ---------------------------------------------------------------------------- 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 December 4, 2009 ---------------------------------------------------------------------------- By (Signature and Title)* /s/ W. Patrick Bradley ------------------------------------------------------- W. Patrick Bradley, Chief Financial Officer and Treasurer (principal financial officer) Date December 4, 2009 ---------------------------------------------------------------------------- * Print the name and title of each signing officer under his or her signature.