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 811-2111 ------------ RIVERSOURCE LARGE CAP SERIES, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) 50606 Ameriprise Financial Center, Minneapolis, Minnesota 55474 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Scott R. Plummer - 5228 Ameriprise Financial Center, Minneapolis, MN 55474 - -------------------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: (612) 671-1947 ----------------- Date of fiscal year end: 7/31 -------------- Date of reporting period: 1/31 -------------- Semiannual Report RIVERSOURCE [LOGO](R) INVESTMENTS RIVERSOURCE(R) DISCIPLINED EQUITY FUND SEMIANNUAL REPORT FOR THE PERIOD ENDED JAN. 31, 2007 > RIVERSOURCE DISCIPLINED EQUITY FUND SEEKS TO PROVIDE SHAREHOLDERS WITH LONG-TERM CAPITAL GROWTH. TABLE OF CONTENTS Fund Snapshot ........................................................... 3 Performance Summary ..................................................... 5 Questions & Answers with Portfolio Management ........................... 8 Fund Expenses Example ................................................... 11 Investments in Securities ............................................... 14 Financial Statements .................................................... 19 Notes to Financial Statements ........................................... 25 Proxy Voting ............................................................ 46 [LOGO] DALBAR RATED 2006 FOR COMMUNICATION The RiverSource mutual fund shareholder reports have been awarded the Communications Seal from Dalbar Inc., an independent financial services research firm. The Seal recognizes communications demonstrating a level of excellence in the industry. - ------------------------------------------------------------------------------ 2 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT FUND SNAPSHOT AT JAN. 31, 2007 FUND OVERVIEW RiverSource Disciplined Equity Fund invests primarily in large cap stocks. The Fund's managers utilize computer-based quantitative models to purchase large cap stocks that they believe are undervalued or have the potential for significant price appreciation at the time of investment. The team manages risk on many dimensions in an effort to minimize volatility and maximize risk-adjusted returns. SECTOR BREAKDOWN* Percentage of portfolio assets Financials 20.1% Consumer Discretionary 16.3% Health Care 13.8% Energy 13.6% [PIE CHART] Information Technology 8.9% Industrials 7.9% Other(1) 19.4% * Sectors can be comprised of several industries. Please refer to the section entitled "Investments in Securities" for a complete listing. No single industry exceeds 25% of portfolio assets. (1) Includes Telecommunication Services 7.4%, Consumer Staples 6.9%, Materials 1.9%, Utilities 1.8% and Cash & Cash Equivalents(2) 1.4%. (2) Of the 1.4%, 1.1% is due to security lending activity and 0.3% is the Fund's cash equivalent position. TOP TEN HOLDINGS Percentage of portfolio assets AT&T 5.0% Exxon Mobil 4.8% Chevron 3.9% Merck & Co 3.7% Johnson & Johnson 3.5% ConocoPhillips 2.5% Citigroup 2.4% Verizon Communications 2.3% Home Depot 2.2% Fannie Mae 2.2% For further detail about these holdings, please refer to the section entitled "Investments in Securities." Fund holdings are as of the date given, are subject to change at any time, and are not recommendations to buy or sell any security. The Global Industry Classification Standard (GICS) was developed by and is the exclusive property of Morgan Stanley Capital International Inc. and Standard & Poor's, a division of The McGraw-Hill Companies, Inc. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 3 FUND SNAPSHOT AT JAN. 31, 2007 STYLE MATRIX [chart] Shading within the style matrix indicates areas in which the Fund generally invests. STYLE VALUE BLEND GROWTH X LARGE MEDIUM SIZE SMALL The style matrix can be a valuable tool for constructing and monitoring your portfolio. It provides a frame of reference for distinguishing the types of stocks or bonds owned by a mutual fund, and serves as a guideline for helping you build a portfolio. Investment products, including shares of mutual funds, are not federally or FDIC-insured, are not deposits or obligations of, or guaranteed by any financial institution, and involve investment risks including possible loss of principal and fluctuation in value. PORTFOLIO MANAGERS YEARS IN INDUSTRY Dimitris Bertsimas, Ph.D. 13 Gina Mourtzinou, Ph.D. 10 FUND FACTS TICKER SYMBOL INCEPTION DATE Class A AQEAX 4/24/03 Class B AQEBX 4/24/03 Class C -- 4/24/03 Class I ALEIX 7/15/04 Class R2 -- 12/11/06 Class R3 -- 12/11/06 Class R4(1) RQEYX 4/24/03 Class R5 -- 12/11/06 Class W -- 12/1/06 (1) Effective Dec. 11, 2006, Class Y was renamed Class R4. Total net assets $2.209 billion Number of holdings 214 - ------------------------------------------------------------------------------ 4 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT PERFORMANCE SUMMARY - ------------------------------------------------------------------------------ PERFORMANCE COMPARISON For the six-month period ended Jan. 31, 2007 [THE FOLLOWING TABLE WAS REPRESENTED AS A BAR CHART IN THE PRINTED MATERIAL.] RiverSource Disciplined Equity Fund Class A (excluding sales charge) +14.15% S&P 500 Index(1) (unmanaged) +13.17% Lipper Large-Cap Core Funds Index(2) +13.75% (1) The Standard & Poor's 500 Index (S&P 500 Index), an unmanaged index of common stocks, is frequently used as a general measure of market performance. The index reflects reinvestment of all distributions and changes in market prices. (2) The Lipper Large-Cap Core Funds Index includes the 30 largest large-cap core funds tracked by Lipper Inc. The index's returns include net reinvested dividends. The Fund's performance is currently measured against this index for purposes of determining the performance incentive adjustment. The performance information shown represents past performance and is not a guarantee of future results. The investment return and principal value of your investment will fluctuate so that your shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by contacting your financial institution or visiting riversource.com/funds. The 5.75% sales charge applicable to Class A shares of the Fund is not reflected in the bar chart. If reflected, returns would be lower than those shown. The performance of other classes may vary from that shown because of differences in expenses. The indices do not reflect the effects of sales charges, expenses (excluding Lipper) and taxes. It is not possible to invest directly in an index. ANNUAL OPERATING EXPENSE RATIO (AS OF THE CURRENT PROSPECTUS) CLASS A CLASS B CLASS C CLASS I Total 1.07% 1.87% 1.86% 0.74% Net Expenses(a) 1.01% 1.79% 1.78% 0.65% CLASS R2(b) CLASS R3(b) CLASS R4(b) CLASS R5(b) CLASS W(b) Total 1.49% 1.24% 0.99% 0.74% 1.14% Net Expenses(a) 1.47% 1.22% 0.85% 0.72% 1.12% (a) The investment manager and its affiliates have contractually agreed to waive certain fees and to absorb certain expenses until July 31, 2007, unless sooner terminated at the discretion of the Fund's Board. Any amounts waived will not be reimbursed by the Fund. Under this agreement, net expenses will not exceed 1.00% for Class A; 1.78% for Class B; 1.77% for Class C; 0.64% for Class I; 1.46% for Class R2; 1.21% for Class R3; 0.84% for Class R4; 0.71% for Class R5; and 1.11% for Class W. (b) Effective Dec. 11, 2006, Class Y was renamed Class R4. Inception date for Class R2, Class R3 and Class R5 is Dec. 11, 2006. Inception date for Class W is Dec. 1, 2006. For Class R2, Class R3, Class R5 and Class W, expenses are based on estimated amounts for the current fiscal year. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 5 PERFORMANCE SUMMARY AVERAGE ANNUAL TOTAL RETURNS AT JAN. 31, 2007 SINCE Without sales charge 6 MONTHS* 1 YEAR 3 YEARS INCEPTION Class A (inception 4/24/03) +14.15% +13.30% +10.75% +15.34% Class B (inception 4/24/03) +13.72% +12.35% +9.84% +14.41% Class C (inception 4/24/03) +13.68% +12.32% +9.79% +14.42% Class I (inception 7/15/04) +14.37% +13.79% N/A +14.52% Class R2 (inception 12/11/06) N/A N/A N/A +1.88%* Class R3 (inception 12/11/06) N/A N/A N/A +1.89%* Class R4** (inception 4/24/03) +14.22% +13.41% +10.89% +15.53% Class R5 (inception 12/11/06) N/A N/A N/A +2.04%* Class W (inception 12/1/06) N/A N/A N/A +3.41%* With sales charge Class A (inception 4/24/03) +7.59% +6.79% +8.58% +13.55% Class B (inception 4/24/03) +8.72% +7.35% +8.72% +13.85% Class C (inception 4/24/03) +12.68% +11.32% +9.79% +14.42% - ------------------------------------------------------------------------------ 6 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT PERFORMANCE SUMMARY AVERAGE ANNUAL TOTAL RETURNS AT DEC. 31, 2006 SINCE Without sales charge 6 MONTHS* 1 YEAR 3 YEARS INCEPTION Class A (inception 4/24/03) +12.73% +16.47% +10.79% +15.15% Class B (inception 4/24/03) +12.45% +15.68% +9.98% +14.27% Class C (inception 4/24/03) +12.41% +15.48% +9.95% +14.24% Class I (inception 7/15/04) +12.96% +16.78% N/A +14.20% Class R2 (inception 12/11/06) N/A N/A N/A +0.16%* Class R3 (inception 12/11/06) N/A N/A N/A +0.17%* Class R4** (inception 4/24/03) +12.97% +16.74% +11.05% +15.38% Class R5 (inception 12/11/06) N/A N/A N/A +0.18%* Class W (inception 12/1/06) N/A N/A N/A +1.67%* With sales charge Class A (inception 4/24/03) +6.25% +9.78% +8.63% +13.31% Class B (inception 4/24/03) +7.45% +10.68% +8.87% +13.70% Class C (inception 4/24/03) +11.41% +14.48% +9.95% +14.24% Class A share performance reflects the maximum sales charge of 5.75%. Class B share performance reflects a contingent deferred sales charge (CDSC) applied as follows: first year 5%; second and third years 4%; fourth year 3%; fifth year 2%; sixth year 1%; no sales charge thereafter. Class C shares may be subject to a 1% CDSC if shares are sold within one year after purchase. Sales charges do not apply to Class I, Class R2, Class R3, Class R4, Class R5 and Class W shares. Class I, Class R2, Class R3, Class R4 and Class R5 are available to institutional investors only. Class W shares are offered through qualifying discretionary accounts. * Not annualized. ** Effective Dec. 11, 2006, Class Y was renamed Class R4. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 7 QUESTIONS & ANSWERS WITH PORTFOLIO MANAGEMENT Below, Portfolio Managers Dimitris Bertsimas and Gina Mourtzinou discuss RiverSource Disciplined Equity Fund's positioning and results for the six months ended Jan. 31, 2007. Q: How did RiverSource Disciplined Equity Fund perform for the annual period? A: RiverSource Disciplined Equity Fund's Class A shares (excluding sales charge) returned 14.15% for the six months ended Jan. 31, 2007. The Fund outperformed the Standard & Poor's 500 Index (S&P 500 Index), which gained 13.75%, as well as the Lipper Large-Cap Core Funds Index, representing the Fund's peer group, which returned 13.17%, for the same period. Q: What factors most significantly affected the Fund's performance? A: The performance of the Fund is highly correlated with the performance of our three quantitative investment models (momentum, value and quality). The three models are combined through a sophisticated optimization process that trades-off expected excess return and risk. For the six-month reporting period, the momentum and the value model outperformed the S&P 500 Index, with the momentum model taking the strong lead. Meanwhile, the quality model underperformed, relative to the S&P 500 Index. FOR THE SIX-MONTH REPORTING PERIOD, THE MOMENTUM AND THE VALUE MODEL OUTPERFORMED THE S&P 500 INDEX, WITH THE MOMENTUM MODEL TAKING THE STRONG LEAD. Contributing to performance was our significant positions in telecommunication services and consumer discretionary, two of the best-performing sectors over the period. On the flipside, the Fund's position in energy, about 13.6% of the Fund, hurt performance since energy was the worst-performing sector of the S&P 500 Index over the six-month period. Overall, the Fund's performance can be attributed to strong stock selection. In terms of stock selection, our energy stocks performed very well, even though the energy sector did poorly. Moreover, our stock selection within telecommunication services was very strong, making this sector the best performing sector of the Fund's portfolio. We also had very strong selection within financials, health care and utilities. Conversely, our stock selections within - ------------------------------------------------------------------------------ 8 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT QUESTIONS & ANSWERS consumer discretionary and consumer staples detracted. Finally we maintained a position in information technology that was below that of the S&P 500 Index, and this hurt performance, especially since our stock selection within information technology was not especially strong. IN TERMS OF STOCK SELECTION, OUR ENERGY STOCKS PERFORMED VERY WELL, EVEN THOUGH THE ENERGY SECTOR DID POORLY. Our risk modeling also contributed to the Fund's strong performance relative to the S&P 500 Index and Lipper peer group. Our risk models limit the size of individual holdings, as well as sector and industry allocations, relative to the S&P 500 Index. For example, the portfolio's weightings by sector and industry can never be more than 6% overweighted or underweighted relative to the S&P 500 Index. We also apply additional risk controls that impose constraints on market capitalization, price, quality, turnover, transaction costs and other variables. Finally, the Fund has maintained a small exposure to international markets through iShares MSCI EAFE Index Fund and this also helped performance. The Fund's position in iShares MSCI EAFE Index Fund was established based on a separate asset allocation model. Individual holdings that contributed the most to the Fund's return include: AT&T and Verizon Communications, two telecom stocks picked primarily by the value model; pharmaceutical company Merck & Co., which was favored by all three models (i.e., momentum, value and quality); financial companies Merrill Lynch & Co., a momentum model pick; and Fannie Mae, primarily a value model selection. Finally, Chevron and Exxon Mobil, two energy companies that are selections from the value and quality models, were strong performers for the period. Detractors from performance include Schlumberger, an energy company and a momentum model pick that posted losses of more that 3% for the period, and Archer-Daniels-Midland, a consumer staples company and a momentum model pick that posted serious losses for the period (down 21%). - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 9 QUESTIONS & ANSWERS Q: What changes did you make to the Fund's portfolio during the period? A: As a result of stock selection during the period, the portfolio's sector allocations changed somewhat. Overall portfolio turnover was 31% for the six months. We made no significant changes to the portfolio over this six-month period. Q: How do you intend to manage the Fund in the coming months? A: We continue to hold a positive view of the U.S. equity market. We think conditions may be especially favorable for large-cap stocks, which carry lower valuations on average than stocks of smaller companies. In addition, large-caps tend to appeal to investors seeking lower risk investments during what may be the last stage of the current economic recovery and a period when economic growth is expected to slow in what we would characterize as a "soft landing." INVESTMENT TERM SOFT LANDING: A term used to describe a rate of economic growth high enough to avoid recession but slow enough to avoid high inflation. For our part, we intend to continue seeking optimal returns for the Fund through the style diversification offered by our three quantitative investment models. We are equally convinced of the merit of our multifaceted, disciplined approach to controlling risk in the portfolio. We believe this combination of style diversification and rigorous risk control will allow us to maintain the high quality of the Fund's portfolio in whatever market conditions lie ahead. Any specific securities mentioned are for illustrative purposes only and are not a complete list of securities that have increased or decreased in value. The views expressed in this statement reflect those of the portfolio manager(s) only through the end of the period of the report as stated on the cover and do not necessarily represent the views of RiverSource Investments, LLC (RiverSource) or any subadviser to the Fund or any other person in the RiverSource or subadviser organizations. Any such views are subject to change at any time based upon market or other conditions and RiverSource disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a RiverSource Fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any RiverSource Fund. - ------------------------------------------------------------------------------ 10 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT FUND EXPENSES EXAMPLE (UNAUDITED) As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments; and (2) ongoing costs, which may include management fees; distribution and service (12b-1) fees; and other Fund fees and expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. In addition to the ongoing expenses which the Fund bears directly, the Fund's shareholders indirectly bear the expenses of the funds in which it invests (also referred to as "acquired funds"), including affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange traded funds). The Fund's indirect expense from investing in the acquired funds is based on the Fund's pro rata portion of the cumulative expenses charged by the acquired funds using the acquired funds expense ratio as of the most recent shareholder report. The example is based on an investment of $1,000 invested at the beginning of the period and held for the six months ended Jan. 31, 2007. ACTUAL EXPENSES The first line of the 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 titled "Expenses paid during the period" to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second line of the 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 the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads). Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 11 BEGINNING ENDING EXPENSES ACCOUNT VALUE ACCOUNT VALUE PAID DURING ANNUALIZED AUG. 1, 2006 JAN. 31, 2007 THE PERIOD(a) EXPENSE RATIO Class A Actual(b) $1,000 $1,141.50 $5.56 1.03% Hypothetical (5% return before expenses) $1,000 $1,020.01 $5.24 1.03% Class B Actual(b) $1,000 $1,137.20 $9.70 1.80% Hypothetical (5% return before expenses) $1,000 $1,016.13 $9.15 1.80% Class C Actual(b) $1,000 $1,136.80 $9.69 1.80% Hypothetical (5% return before expenses) $1,000 $1,016.13 $9.15 1.80% Class I Actual(b) $1,000 $1,143.70 $3.62 .67% Hypothetical (5% return before expenses) $1,000 $1,021.83 $3.41 .67% Class R2 Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,017.74 $7.53 1.48% Class R3 Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,019.00 $6.26 1.23% Class R4 Actual(b) $1,000 $1,142.20 $4.64(d) .86% Hypothetical (5% return before expenses) $1,000 $1,020.87 $4.38(d) .86% Class R5 Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,021.48 $3.77 .74% - ------------------------------------------------------------------------------ 12 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT BEGINNING ENDING EXPENSES ACCOUNT VALUE ACCOUNT VALUE PAID DURING ANNUALIZED AUG. 1, 2006 JAN. 31, 2007 THE PERIOD(a) EXPENSE RATIO Class W Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,019.46 $5.80 1.14% (a) Expenses are equal to the Fund's annualized expense ratio as indicated above, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). (b) Based on the actual return for the six months ended Jan. 31, 2007: +14.15% for Class A, +13.72% for Class B, +13.68% for Class C, +14.37% for Class I and +14.22% for Class R4. (c) The actual values and expenses paid are not presented because Class R2, Class R3, Class R5 and Class W do not have a full six months of history. The inception date of Class R2, Class R3 and Class R5 is Dec. 11, 2006. The inception date of Class W is Dec. 1, 2006. (d) In September 2006, the Board approved renaming Class Y as Class R4, terminating the shareholder servicing agreement, revising the fee structure under the transfer agent agreement from an account-based fee to an asset-based fee, and adopting a plan administration services agreement. In addition, the investment manager and its affiliates have contractually agreed to waive certain fees and to absorb certain expenses until July 31, 2007, unless sooner terminated at the discretion of the Fund's Board, such that net expenses, (excluding fees and expenses of acquired funds) before giving effect to any performance incentive adjustment, will not exceed 0.84% for Class R4. Any amounts waived will not be reimbursed by the Fund. These changes were effective Dec. 11, 2006. If these changes had been in place for the six-month period ended Jan. 31, 2007, actual expenses paid for Class R4 would have been $4.54 and the hypothetical expenses paid for Class R4 would have been $4.28. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 13 INVESTMENTS IN SECURITIES JAN. 31, 2007 (UNAUDITED) (Percentages represent value of investments compared to net assets) COMMON STOCKS (99.6%) ISSUER SHARES VALUE(a) AEROSPACE & DEFENSE (2.8%) Boeing 203,658 $ 18,239,610 Lockheed Martin 109,106 10,604,012 United Technologies 479,944 32,645,792 -------------- Total 61,489,414 - ------------------------------------------------------------------------------ AIR FREIGHT & LOGISTICS (0.3%) FedEx 38,141 4,210,767 United Parcel Service Cl B 31,962 2,310,213 -------------- Total 6,520,980 - ------------------------------------------------------------------------------ AUTO COMPONENTS (0.2%) Cooper Tire & Rubber 134,474 2,150,240 Johnson Controls 22,977 2,124,453 -------------- Total 4,274,693 - ------------------------------------------------------------------------------ AUTOMOBILES (1.2%) Ford Motor 949,756 7,721,516 General Motors 375,737 12,339,203 Harley-Davidson 107,706 7,353,089 -------------- Total 27,413,808 - ------------------------------------------------------------------------------ BEVERAGES (1.8%) Anheuser-Busch Companies 96,052 4,895,770 Coca-Cola 473,330 22,663,040 Pepsi Bottling Group 39,400 1,246,222 PepsiCo 175,615 11,457,123 -------------- Total 40,262,155 - ------------------------------------------------------------------------------ BIOTECHNOLOGY (0.1%) Celgene 46,253(b) 2,482,861 - ------------------------------------------------------------------------------ CAPITAL MARKETS (3.6%) Bear Stearns Companies 14,569 2,401,700 Lehman Brothers Holdings 328,565 27,021,186 Merrill Lynch & Co 426,443 39,898,007 Morgan Stanley 133,031 11,013,636 T Rowe Price Group 3,814 183,034 -------------- Total 80,517,563 - ------------------------------------------------------------------------------ COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) CHEMICALS (0.7%) Air Products & Chemicals 55,408 $ 4,136,761 Ashland 8,000 556,400 Dow Chemical 80,450 3,341,893 Eastman Chemical 21,200 1,241,472 Ecolab 67,323 2,955,480 PPG Inds 17,500 1,160,075 Sigma-Aldrich 59,672 2,264,552 -------------- Total 15,656,633 - ------------------------------------------------------------------------------ COMMERCIAL BANKS (1.6%) Comerica 80,681 4,784,383 Fifth Third Bancorp 10,200 406,980 First Horizon Natl 64,839 2,826,980 Huntington Bancshares 41,800 973,104 KeyCorp 80,436 3,070,242 Natl City 266,234(e) 10,076,957 PNC Financial Services Group 118,696 8,756,204 US Bancorp 128,076 4,559,506 -------------- Total 35,454,356 - ------------------------------------------------------------------------------ COMMERCIAL SERVICES & SUPPLIES (0.3%) Waste Management 194,515 7,387,680 - ------------------------------------------------------------------------------ COMMUNICATIONS EQUIPMENT (0.6%) QUALCOMM 238,880 8,996,221 Tellabs 315,628(b) 3,178,374 -------------- Total 12,174,595 - ------------------------------------------------------------------------------ COMPUTERS & PERIPHERALS (0.6%) Lexmark Intl Cl A 63,242(b) 3,986,143 Network Appliance 232,374(b) 8,737,263 -------------- Total 12,723,406 - ------------------------------------------------------------------------------ CONTAINERS & PACKAGING (0.1%) Pactiv 98,053(b) 3,180,839 - ------------------------------------------------------------------------------ DISTRIBUTORS (0.2%) Genuine Parts 81,078 3,852,827 - ------------------------------------------------------------------------------ See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ 14 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) DIVERSIFIED FINANCIAL SERVICES (5.0%) CIT Group 120,412 $ 7,099,492 Citigroup 977,792 53,905,672 iShares MSCI EAFE Index Fund 373,760 27,732,992 JPMorgan Chase & Co 429,904 21,895,011 -------------- Total 110,633,167 - ------------------------------------------------------------------------------ DIVERSIFIED TELECOMMUNICATION SERVICES (7.5%) AT&T 2,947,492 110,914,123 Qwest Communications Intl 372,093(b) 3,032,558 Verizon Communications 1,309,736 50,451,031 -------------- Total 164,397,712 - ------------------------------------------------------------------------------ ELECTRIC UTILITIES (0.8%) Allegheny Energy 60,803(b) 2,828,556 American Electric Power 112,566 4,899,998 Entergy 49,592 4,604,617 FPL Group 97,033 5,496,919 -------------- Total 17,830,090 - ------------------------------------------------------------------------------ ELECTRICAL EQUIPMENT (0.2%) Cooper Inds Cl A 12,893 1,178,291 Rockwell Automation 39,943 2,444,911 -------------- Total 3,623,202 - ------------------------------------------------------------------------------ FOOD & STAPLES RETAILING (2.8%) CVS 99,031 3,332,393 Kroger 421,369(d) 10,787,046 Safeway 318,606 11,479,374 SYSCO 74,978 2,590,490 Wal-Mart Stores 717,641 34,224,300 -------------- Total 62,413,603 - ------------------------------------------------------------------------------ FOOD PRODUCTS (1.0%) Archer-Daniels-Midland 159,185 5,093,920 Campbell Soup 99,344 3,822,757 ConAgra Foods 121,107 3,113,661 Kellogg 30,957 1,525,251 Sara Lee 375,839 6,445,639 Tyson Foods Cl A 138,600 2,460,150 WM Wrigley Jr 8,183 421,588 -------------- Total 22,882,966 - ------------------------------------------------------------------------------ COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) GAS UTILITIES (0.2%) Nicor 46,395 $ 2,110,973 Peoples Energy 32,000 1,393,600 -------------- Total 3,504,573 - ------------------------------------------------------------------------------ HEALTH CARE EQUIPMENT & SUPPLIES (0.8%) Becton Dickinson & Co 44,419 3,417,598 Biomet 76,069 3,222,283 Medtronic 219,814 11,749,058 -------------- Total 18,388,939 - ------------------------------------------------------------------------------ HEALTH CARE PROVIDERS & SERVICES (1.0%) Cardinal Health 85,343 6,095,197 CIGNA 66,967 8,866,430 Health Management Associates Cl A 67,300 1,308,985 Humana 40,391(b) 2,241,701 Quest Diagnostics 38,786 2,035,489 Tenet Healthcare 261,345(b) 1,845,096 -------------- Total 22,392,898 - ------------------------------------------------------------------------------ HOTELS, RESTAURANTS & LEISURE (1.0%) Darden Restaurants 50,646 1,982,284 Hilton Hotels 282,803 10,008,399 Intl Game Technology 121,913 5,298,339 Marriott Intl Cl A 95,852 4,614,315 -------------- Total 21,903,337 - ------------------------------------------------------------------------------ HOUSEHOLD DURABLES (1.2%) Centex 82,847 4,448,055 DR Horton 218,489 6,349,290 KB HOME 33,431 1,812,629 Lennar Cl A 110,123 5,988,489 Pulte Homes 188,605 6,476,696 Stanley Works 28,742 1,645,767 Whirlpool 4,808 439,595 -------------- Total 27,160,521 - ------------------------------------------------------------------------------ HOUSEHOLD PRODUCTS (0.6%) Kimberly-Clark 190,099 13,192,871 - ------------------------------------------------------------------------------ INDEPENDENT POWER PRODUCERS & ENERGY TRADERS (0.1%) AES 159,230(b) 3,310,392 - ------------------------------------------------------------------------------ INDUSTRIAL CONGLOMERATES (1.2%) 3M 317,197 23,567,737 Textron 29,972 2,792,491 -------------- Total 26,360,228 - ------------------------------------------------------------------------------ See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 15 COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) INSURANCE (3.9%) Allstate 338,758 $ 20,379,681 Ambac Financial Group 60,196 5,303,268 Chubb 34,748 1,808,286 Cincinnati Financial 28,900 1,292,986 Genworth Financial Cl A 201,508 7,032,629 Lincoln Natl 86,117 5,781,895 Marsh & McLennan Companies 194,762 5,745,479 MBIA 75,996 5,458,793 MetLife 189,716 11,785,158 Progressive 95,073 2,204,743 St. Paul Travelers Companies 165,423 8,411,760 Torchmark 47,851 3,109,836 UnumProvident 313,431 6,895,482 -------------- Total 85,209,996 - ------------------------------------------------------------------------------ INTERNET SOFTWARE & SERVICES (1.5%) Google Cl A 65,426(b) 32,798,054 - ------------------------------------------------------------------------------ IT SERVICES (1.0%) Affiliated Computer Services Cl A 19,858(b) 972,843 Cognizant Technology Solutions Cl A 104,056(b) 8,874,936 Convergys 120,400(b) 3,135,216 Electronic Data Systems 49,512 1,302,661 Paychex 98,702 3,949,067 Sabre Holdings Cl A 59,444 1,920,636 Unisys 153,647(b) 1,324,437 -------------- Total 21,479,796 - ------------------------------------------------------------------------------ LEISURE EQUIPMENT & PRODUCTS (0.6%) Brunswick 50,000 1,705,500 Eastman Kodak 205,970(e) 5,326,384 Mattel 231,076 5,629,012 -------------- Total 12,660,896 - ------------------------------------------------------------------------------ LIFE SCIENCES TOOLS & SERVICES (0.1%) Thermo Fisher Scientific 60,622(b) 2,900,763 - ------------------------------------------------------------------------------ MACHINERY (2.6%) Caterpillar 334,154 21,409,246 Cummins 29,804(e) 4,010,426 Deere & Co 54,363 5,451,522 Eaton 65,117 5,101,917 Illinois Tool Works 40,630 2,071,724 Ingersoll-Rand Cl A 119,294(c) 5,115,327 COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) MACHINERY (CONT.) Navistar Intl 54,900(b) $ 2,428,776 PACCAR 156,360 10,455,793 Terex 36,975(b) 2,103,508 -------------- Total 58,148,239 - ------------------------------------------------------------------------------ MEDIA (5.9%) CBS Cl B 244,280 7,614,208 Comcast Cl A 1,025,096(b) 45,432,255 DIRECTV Group 753,537(b) 18,378,767 Gannett 131,687 7,656,282 Interpublic Group of Companies 108,200(b) 1,423,912 New York Times Cl A 70,860(e) 1,636,157 News Corp Cl A 1,085,373 25,234,922 Time Warner 836,969 18,304,512 Tribune 83,709 2,556,473 Univision Communications Cl A 58,092(b) 2,074,465 -------------- Total 130,311,953 - ------------------------------------------------------------------------------ METALS & MINING (1.1%) Alcoa 107,764 3,480,777 Allegheny Technologies 12,509 1,294,556 Freeport-McMoRan Copper & Gold Cl B 119,238 6,857,377 Nucor 46,942 3,029,637 Phelps Dodge 58,234 7,197,723 United States Steel 26,643 2,224,424 -------------- Total 24,084,494 - ------------------------------------------------------------------------------ MULTILINE RETAIL (2.1%) Dollar General 151,012 2,558,143 Family Dollar Stores 36,123 1,170,385 Federated Department Stores 136,059 5,645,088 JC Penney 27,940 2,269,846 Kohl's 199,521(b) 14,148,034 Sears Holdings 113,893(b) 20,119,199 -------------- Total 45,910,695 - ------------------------------------------------------------------------------ MULTI-UTILITIES (0.7%) CenterPoint Energy 210,603 3,635,008 CMS Energy 57,088(b) 952,799 PG&E 133,580 6,235,514 Sempra Energy 35,402 2,031,367 TECO Energy 40,396 685,116 Xcel Energy 98,866 2,306,544 -------------- Total 15,846,348 - ------------------------------------------------------------------------------ See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ 16 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) OIL, GAS & CONSUMABLE FUELS (13.9%) Anadarko Petroleum 191,961 $ 8,398,294 Apache 132,448 9,664,731 Chevron 1,201,577 87,570,931 ConocoPhillips 850,604 56,488,612 Exxon Mobil 1,451,226 107,535,846 Hess 17,763 959,024 Marathon Oil 165,786 14,977,107 Occidental Petroleum 401,348 18,606,493 -------------- Total 304,201,038 - ------------------------------------------------------------------------------ PERSONAL PRODUCTS (0.2%) Alberto-Culver 41,634 952,170 Avon Products 106,854 3,674,709 -------------- Total 4,626,879 - ------------------------------------------------------------------------------ PHARMACEUTICALS (11.9%) Abbott Laboratories 551,435 29,226,055 Bristol-Myers Squibb 726,024 20,902,231 Forest Laboratories 41,862(b) 2,348,877 Johnson & Johnson 1,173,043 78,359,272 King Pharmaceuticals 212,443(b) 3,794,232 Merck & Co 1,820,542 81,469,254 Pfizer 1,568,943 41,169,064 Schering-Plough 118,547 2,963,675 -------------- Total 260,232,660 - ------------------------------------------------------------------------------ REAL ESTATE INVESTMENT TRUSTS (REITS) (1.7%) Apartment Investment & Management Cl A 47,527 2,976,616 AvalonBay Communities 38,905 5,771,946 Boston Properties 57,543 7,255,597 Equity Office Properties Trust 219,552 12,196,114 Kimco Realty 60,365 2,994,104 Vornado Realty Trust 54,501 6,668,197 -------------- Total 37,862,574 - ------------------------------------------------------------------------------ ROAD & RAIL (0.4%) Avis Budget Group 13,026 331,642 CSX 112,083 4,123,534 Norfolk Southern 110,087 5,465,819 -------------- Total 9,920,995 - ------------------------------------------------------------------------------ SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (0.9%) Intel 428,480 8,980,941 Micron Technology 450,347(b) 5,831,994 NVIDIA 194,519(b) 5,962,007 -------------- Total 20,774,942 - ------------------------------------------------------------------------------ COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) SOFTWARE (4.5%) Autodesk 51,339(b) $ 2,244,541 Citrix Systems 101,198(b) 3,204,941 Electronic Arts 110,928(b) 5,546,400 Intuit 171,735(b) 5,401,066 Microsoft 1,182,172 36,481,828 Oracle 2,704,980(b) 46,417,456 -------------- Total 99,296,232 - ------------------------------------------------------------------------------ SPECIALTY RETAIL (3.3%) AutoNation 46,675(b) 1,047,854 Bed Bath & Beyond 42,853(b) 1,807,968 Best Buy 88,223 4,446,439 Gap 46,100 883,737 Home Depot 1,207,701(e) 49,201,739 Lowe's Companies 295,879 9,974,081 Office Depot 34,575(b) 1,292,759 OfficeMax 45,278 2,186,475 RadioShack 76,600 1,692,860 -------------- Total 72,533,912 - ------------------------------------------------------------------------------ TEXTILES, APPAREL & LUXURY GOODS (0.8%) Coach 79,115(b) 3,628,214 Jones Apparel Group 45,056 1,539,113 Liz Claiborne 54,222 2,407,457 Nike Cl B 55,437 5,477,729 VF 69,819 5,297,168 -------------- Total 18,349,681 - ------------------------------------------------------------------------------ THRIFTS & MORTGAGE FINANCE (4.4%) Countrywide Financial 73,675 3,203,389 Fannie Mae 864,002 48,842,033 Freddie Mac 370,677 24,068,058 MGIC Investment 83,228(e) 5,136,832 Washington Mutual 371,876 16,581,951 -------------- Total 97,832,263 - ------------------------------------------------------------------------------ TOBACCO (0.5%) Reynolds American 65,229 4,207,271 UST 119,069 6,839,323 -------------- Total 11,046,594 - ------------------------------------------------------------------------------ TRADING COMPANIES & DISTRIBUTORS (0.1%) WW Grainger 26,000 2,018,900 - ------------------------------------------------------------------------------ TOTAL COMMON STOCKS (Cost: $1,941,225,831) $2,199,434,213 - ------------------------------------------------------------------------------ See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 17 MONEY MARKET FUND (1.4%)(f) SHARES VALUE(a) RiverSource Short-Term Cash Fund 30,450,056(g) $ 30,450,056 - ------------------------------------------------------------------------------ TOTAL MONEY MARKET FUND (Cost: $30,450,056) $ 30,450,056 - ------------------------------------------------------------------------------ TOTAL INVESTMENTS IN SECURITIES (Cost: $1,971,675,887)(h) $2,229,884,269 ============================================================================== NOTES TO INVESTMENTS IN SECURITIES (a) Securities are valued by procedures described in Note 1 to the financial statements. (b) Non-income producing. (c) Foreign security values are stated in U.S. dollars. At Jan. 31, 2007, the value of foreign securities represented 0.2% of net assets. (d) Partially pledged as initial margin deposit on the following open stock index futures contracts (see Note 6 to the financial statements): TYPE OF SECURITY CONTRACTS ------------------------------------------------------------------------ PURCHASE CONTRACTS S&P 500 Index, March 2007 10 (e) At Jan. 31, 2007, security was partially or fully on loan. See Note 5 to the financial statements. (f) Cash collateral received from security lending activity is invested in an affiliated money market fund and represents 1.1% of net assets. See Note 5 to the financial statements. 0.3% of net assets is the Fund's cash equivalent position. (g) Affiliated Money Market Fund -- See Note 7 to the financial statements. (h) At Jan. 31, 2007, the cost of securities for federal income tax purposes was approximately $1,971,676,000 and the approximate aggregate gross unrealized appreciation and depreciation based on that cost was: Unrealized appreciation $284,985,000 Unrealized depreciation (26,777,000) ----------------------------------------------------------------------- Net unrealized appreciation $258,208,000 ----------------------------------------------------------------------- The Global Industry Classification Standard (GICS) was developed by and is the exclusive property of Morgan Stanley Capital International Inc. and Standard & Poor's, a division of The McGraw-Hill Companies, Inc. HOW TO FIND INFORMATION ABOUT THE FUND'S PORTFOLIO HOLDINGS (i) The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (Commission) for the first and third quarters of each fiscal year on Form N-Q; (ii) The Fund's Forms N-Q are available on the Commission's website at http://www.sec.gov; (iii) The Fund's Forms N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, DC (information on the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330); and (iv) The Fund's complete schedule of portfolio holdings, as disclosed in its annual and semiannual shareholder reports and in its filings on Form N-Q, can be found at riversource.com/funds. - ------------------------------------------------------------------------------ 18 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES JAN. 31, 2007 (UNAUDITED) ASSETS Investments in securities, at value (Note 1) Unaffiliated issuers* (identified cost $1,941,225,831) $2,199,434,213 Affiliated money market fund (identified cost $30,450,056) (Note 7) 30,450,056 - ---------------------------------------------------------------------------------------- Total investments in securities (identified cost $1,971,675,887) 2,229,884,269 Capital shares receivable 175,681 Dividends and accrued interest receivable 3,379,357 Receivable for investment securities sold 107,253,482 - ---------------------------------------------------------------------------------------- Total assets 2,340,692,789 - ---------------------------------------------------------------------------------------- LIABILITIES Capital shares payable 43,815 Payable for investment securities purchased 107,459,099 Payable upon return of securities loaned (Note 5) 24,313,800 Accrued investment management services fee 35,112 Accrued distribution fee 12,171 Accrued transfer agency fee 10,041 Accrued administrative services fee 3,211 Accrued plan administration services fee 1,587 Other accrued expenses 98,718 - ---------------------------------------------------------------------------------------- Total liabilities 131,977,554 - ---------------------------------------------------------------------------------------- Net assets applicable to outstanding capital stock $2,208,715,235 ======================================================================================== - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 19 STATEMENT OF ASSETS AND LIABILITIES (CONTINUED) JAN. 31, 2007 (UNAUDITED) REPRESENTED BY Capital stock -- $.01 par value (Note 1) $ 3,104,606 Additional paid-in capital 1,919,954,962 Undistributed net investment income 3,100,606 Accumulated net realized gain (loss) 24,298,911 Unrealized appreciation (depreciation) on investments and on translation of assets and liabilities in foreign currencies (Note 6) 258,256,150 - ----------------------------------------------------------------------------------------------------------------- Total -- representing net assets applicable to outstanding capital stock $2,208,715,235 ================================================================================================================= Net assets applicable to outstanding shares: Class A $1,456,819,294 Class B $ 79,666,336 Class C $ 3,014,648 Class I $ 435,610,026 Class R2 $ 4,698 Class R3 $ 4,699 Class R4 $ 233,169,486 Class R5 $ 4,704 Class W $ 421,344 Net asset value per share of outstanding capital stock: Class A shares 204,992,127 $ 7.11 Class B shares 11,327,478 $ 7.03 Class C shares 429,335 $ 7.02 Class I shares 60,951,070 $ 7.15 Class R2 shares 661 $ 7.11 Class R3 shares 661 $ 7.11 Class R4 shares 32,699,399 $ 7.13 Class R5 shares 661 $ 7.12 Class W shares 59,255 $ 7.11 - ----------------------------------------------------------------------------------------------------------------- * Including securities on loan, at value (Note 5) $ 23,731,566 - ----------------------------------------------------------------------------------------------------------------- See accompanying notes to financial statements. - ------------------------------------------------------------------------------ 20 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT STATEMENT OF OPERATIONS SIX MONTHS ENDED JAN. 31, 2007 (UNAUDITED) INVESTMENT INCOME Income: Dividends $22,945,328 Interest 248,575 Income distributions from affiliated money market fund (Note 7) 947,447 Fee income from securities lending (Note 5) 43,467 - -------------------------------------------------------------------------------------------------- Total income 24,184,817 - -------------------------------------------------------------------------------------------------- Expenses (Note 2): Investment management services fee 6,516,344 Distribution fee Class A 1,781,376 Class B 384,820 Class C 14,497 Class R2 3 Class R3 2 Class W 120 Transfer agency fee Class A 813,397 Class B 52,740 Class C 1,895 Class R4 99,323 Class W 96 Service fee -- Class R4 93,450 Administrative services fees and expenses 570,309 Plan administration services fee Class R2 2 Class R3 2 Class R4 80,433 Compensation of board members 19,966 Custodian fees 113,470 Printing and postage 65,550 Registration fees 50,315 Professional fees 17,603 Other 75,557 - -------------------------------------------------------------------------------------------------- Total expenses 10,751,270 Expenses waived/reimbursed by the Investment Manager and its affiliates (Note 2) (360,812) - -------------------------------------------------------------------------------------------------- 10,390,458 Earnings and bank fee credits on cash balances (Note 2) (75,521) - -------------------------------------------------------------------------------------------------- Total net expenses 10,314,937 - -------------------------------------------------------------------------------------------------- Investment income (loss) -- net 13,869,880 - -------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 21 STATEMENT OF OPERATIONS (CONTINUED) SIX MONTHS ENDED JAN. 31, 2007 (UNAUDITED) REALIZED AND UNREALIZED GAIN (LOSS) -- NET Net realized gain (loss) on: Security transactions (Note 3) $ 56,921,359 Futures contracts 4,611,145 - ------------------------------------------------------------------------------------- Net realized gain (loss) on investments 61,532,504 Net change in unrealized appreciation (depreciation) on investments and on translation of assets and liabilities in foreign currencies 206,899,262 - ------------------------------------------------------------------------------------- Net gain (loss) on investments and foreign currencies 268,431,766 - ------------------------------------------------------------------------------------- Net increase (decrease) in net assets resulting from operations $282,301,646 ===================================================================================== See accompanying notes to financial statements. - ------------------------------------------------------------------------------ 22 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT STATEMENTS OF CHANGES IN NET ASSETS JAN. 31, 2007 JULY 31, 2006 SIX MONTHS ENDED YEAR ENDED (UNAUDITED) OPERATIONS AND DISTRIBUTIONS Investment income (loss) -- net $ 13,869,880 $ 8,709,265 Net realized gain (loss) on investments 61,532,504 122,200,444 Net change in unrealized appreciation (depreciation) on investments and on translation of assets and liabilities in foreign currencies 206,899,262 (121,608,827) - ------------------------------------------------------------------------------------------------------------- Net increase (decrease) in net assets resulting from operations 282,301,646 9,300,882 - ------------------------------------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS FROM: Net investment income Class A (11,771,441) (354,341) Class B (119,375) (19,051) Class C (7,167) (767) Class I (4,503,510) (1,329,352) Class R2 (53) N/A Class R3 (53) N/A Class R4 (2,093,616) (391) Class R5 (54) N/A Class W (4,357) N/A Net realized gain Class A (98,698,411) (1,913,998) Class B (5,457,193) (540,285) Class C (199,900) (14,293) Class I (28,282,528) (5,176,835) Class R2 (338) N/A Class R3 (338) N/A Class R4 (15,612,336) (1,940) Class R5 (338) N/A Class W (27,397) N/A - ------------------------------------------------------------------------------------------------------------- Total distributions (166,778,405) (9,351,253) - ------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 23 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED) JAN. 31, 2007 JULY 31, 2006 SIX MONTHS ENDED YEAR ENDED (UNAUDITED) CAPITAL SHARE TRANSACTIONS (NOTE 4) Proceeds from sales Class A shares (Note 2) $ 41,336,710 $ 57,119,187 Class B shares 6,236,231 8,354,913 Class C shares 451,294 459,648 Class I shares 153,195,787 127,309,091 Class R2 shares 5,000 N/A Class R3 shares 5,000 N/A Class R4 shares 87,936,016 1,874,060 Class R5 shares 5,000 N/A Class W shares 414,549 N/A Fund merger (Note 9) Class A shares N/A 1,396,617,869 Class B shares N/A 85,982,462 Class C shares N/A 2,432,014 Class I shares N/A 37,756,460 Class R4 shares N/A 274,057,962 Reinvestment of distributions at net asset value Class A shares 101,787,974 2,250,671 Class B shares 5,504,827 553,930 Class C shares 204,516 13,921 Class I shares 32,784,090 6,505,529 Class R4 shares 17,705,952 1,577 Class W shares 31,356 N/A Payments for redemptions Class A shares (130,816,077) (116,576,502) Class B shares (Note 2) (9,733,050) (29,916,465) Class C shares (Note 2) (519,337) (373,393) Class I shares (19,999,096) (1,598,499) Class R4 shares (113,810,943) (51,682,981) Class W shares (3) N/A - ------------------------------------------------------------------------------------------------------------ Increase (decrease) in net assets from capital share transactions 172,725,796 1,801,141,454 - ------------------------------------------------------------------------------------------------------------ Total increase (decrease) in net assets 288,249,037 1,801,091,083 Net assets at beginning of period 1,920,466,198 119,375,115 - ------------------------------------------------------------------------------------------------------------ Net assets at end of period $2,208,715,235 $1,920,466,198 ============================================================================================================ Undistributed net investment income $ 3,100,606 $ 7,730,352 - ------------------------------------------------------------------------------------------------------------ See accompanying notes to financial statements. - ------------------------------------------------------------------------------ 24 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT NOTES TO FINANCIAL STATEMENTS (Unaudited as of Jan. 31, 2007) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Fund is a series of RiverSource Large Cap Series, Inc. and is registered under the Investment Company Act of 1940 (as amended) as a diversified, open end management investment company. RiverSource Large Cap Series, Inc. has 10 billion authorized shares of capital stock that can be allocated among the separate series as designated by the Board. The Fund invests primarily in equity securities of companies listed on U.S. exchanges with market capitalizations greater than $5 billion at the time of purchase. The Fund offers Class A, Class B, Class C and Class R4 shares. o Class A shares are sold with a front-end sales charge. o Class B shares may be subject to a contingent deferred sales charge (CDSC) and automatically convert to Class A shares during the ninth year of ownership. o Class C shares may be subject to a CDSC. o Class R4 shares have no sales charge and are offered only to qualifying institutional investors. In September 2006, the Board approved renaming Class Y as Class R4, terminating the shareholder servicing agreement, revising the fee structure under the transfer agent agreement from account-based to asset-based, and adopting a plan administration services agreement. These changes were effective Dec. 11, 2006. The Fund offers an additional class of shares, Class I, exclusively to certain institutional investors. Class I shares have no sales charge and are made available through a separate prospectus supplement provided to investors eligible to purchase the shares. At Jan. 31, 2007, Ameriprise Financial, Inc. (Ameriprise Financial) and the affiliated funds-of-funds owned 100% of Class I shares. Effective Dec.11, 2006, the Fund offers additional classes of shares, Class R2, Class R3 and Class R5, offered to certain institutional investors. These shares are sold without a front-end sales charge or CDSC. At Jan. 31, 2007, Ameriprise Financial owned 100% of Class R2, Class R3 and Class R5 shares. Effective Dec. 1, 2006, the Fund offers an additional class of shares, Class W, offered through qualifying discretionary accounts. Class W shares are sold without a front-end sales charge or CDSC. At Jan. 31, 2007, Ameriprise Financial and the affiliated funds-of-funds owned approximately 20% of the total outstanding Fund shares. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 25 All classes of shares have identical voting, dividend and liquidation rights. Class specific expenses (e.g., distribution and service fees, transfer agency fees, plan administration fees) differ among classes. Income, expenses (other than class specific expenses) and realized and unrealized gains or losses on investments are allocated to each class of shares based upon its relative net assets. The Fund's significant accounting policies are summarized below: USE OF ESTIMATES Preparing financial statements that conform to U.S. generally accepted accounting principles requires management to make estimates (e.g., on assets, liabilities and contingent assets and liabilities) that could differ from actual results. VALUATION OF SECURITIES All securities are valued at the close of each business day. Securities traded on national securities exchanges or included in national market systems are valued at the last quoted sales price. Debt securities are generally traded in the over-the-counter market and are valued at a price that reflects fair value as quoted by dealers in these securities or by an independent pricing service. Pursuant to procedures adopted by the Board of Directors of the funds, Ameriprise Financial utilizes Fair Value Pricing (FVP). FVP determinations are made in good faith in accordance with these procedures. If a development or event is so significant that there is a reasonably high degree of certainty that the effect of the development or event has actually caused the closing price to no longer reflect the actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the New York Stock Exchange. Significant events include material movements in the U.S. securities markets prior to the opening of foreign markets on the following trading day. FVP results in an estimated price that reasonably reflects the current market conditions in order to value the portfolio holdings such that shareholder transactions receive a fair net asset value. Short term securities maturing in more than 60 days from the valuation date are valued at the market price or approximate market value based on current interest rates; those maturing in 60 days or less are valued at amortized cost. OPTION TRANSACTIONS To produce incremental earnings, protect gains, and facilitate buying and selling of securities for investments, the Fund may buy and write options traded on any U.S. or foreign exchange or in the over-the-counter market where completing the obligation depends upon the credit standing of the other party. The Fund also may buy and sell put and call options and write covered call options on portfolio securities as well as write cash-secured put options. The risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases. The risk in writing a put option is that the Fund may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying an option is that the Fund pays a premium whether or not the option is exercised. - ------------------------------------------------------------------------------ 26 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT The Fund also has the additional risk of being unable to enter into a closing transaction if a liquid secondary market does not exist. Option contracts are valued daily at the closing prices on their primary exchanges and unrealized appreciation or depreciation is recorded. The Fund will realize a gain or loss when the option transaction expires or closes. When an option is exercised, the proceeds on sales for a written call option, the purchase cost for a written put option or the cost of a security for a purchased put or call option is adjusted by the amount of premium received or paid. FUTURES TRANSACTIONS To gain exposure to or protect itself from market changes, the Fund may buy and sell financial futures contracts traded on any U.S. or foreign exchange. The Fund also may buy and write put and call options on these futures contracts. Risks of entering into futures contracts and related options include the possibility of an illiquid market and that a change in the value of the contract or option may not correlate with changes in the value of the underlying securities. Upon entering into a futures contract, the Fund is required to deposit either cash or securities in an amount (initial margin) equal to a certain percentage of the contract value. Subsequent payments (variation margin) are made or received by the Fund each day. The variation margin payments are equal to the daily changes in the contract value and are recorded as unrealized gains and losses. The Fund recognizes a realized gain or loss when the contract is closed or expires. FOREIGN CURRENCY TRANSLATIONS AND FOREIGN CURRENCY CONTRACTS Securities and other assets and liabilities denominated in foreign currencies are translated daily into U.S. dollars. Foreign currency amounts related to the purchase or sale of securities and income and expenses are translated at the exchange rate on the transaction date. The effect of changes in foreign exchange rates on realized and unrealized security gains or losses is reflected as a component of such gains or losses. In the statement of operations, net realized gains or losses from foreign currency transactions, if any, may arise from sales of foreign currency, closed forward contracts, exchange gains or losses realized between the trade date and settlement date on securities transactions, and other translation gains or losses on dividends, interest income and foreign withholding taxes. The Fund may enter into forward foreign currency exchange contracts for operational purposes and to protect against adverse exchange rate fluctuation. The net U.S. dollar value of foreign currency underlying all contractual commitments held by the Fund and the resulting unrealized appreciation or depreciation are determined using foreign currency exchange rates from an independent pricing service. The Fund is subject to the credit risk that the other party will not complete its contract obligations. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 27 GUARANTEES AND INDEMNIFICATIONS Under the Fund's organizational documents, its officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, certain of the Fund's contracts with its service providers contain general indemnification clauses. The Fund's maximum exposure under these arrangements is unknown since the amount of any future claims that may be made against the Fund cannot be determined and the Fund has no historical basis for predicting the likelihood of any such claims. FEDERAL TAXES The Fund's policy is to comply with Subchapter M of the Internal Revenue Code that applies to regulated investment companies and to distribute substantially all of its taxable income to shareholders. No provision for income or excise taxes is thus required. Net investment income (loss) and net realized gains (losses) may differ for financial statement and tax purposes primarily because of deferred losses on certain futures contracts, the recognition of certain foreign currency gains (losses) as ordinary income (loss) for tax purposes, and losses deferred due to "wash sale" transactions. The character of distributions made during the year from net investment income or net realized gains may differ from their ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the year that the income or realized gains (losses) were recorded by the Fund. RECENT ACCOUNTING PRONOUNCEMENTS On Sept. 20, 2006, the Financial Accounting Standards Board ("FASB") released Statement of Financial Accounting Standards No. 157 "Fair Value Measurements" ("SFAS 157"). SFAS 157 establishes an authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair-value measurements. The application of SFAS 157 is required for fiscal years beginning after Nov. 15, 2007 and interim periods within those fiscal years. The impact of SFAS 157 on the Fund's financial statements is being evaluated. In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation 48 (FIN 48), "Accounting for Uncertainty in Income Taxes." FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with FASB Statement 109, "Accounting for Income Taxes." FIN 48 prescribes a two-step process to recognize and measure a tax position taken or expected to be taken in a tax return. The first step is to determine whether a tax position has met the more-likely-than-not recognition threshold and the second step is to measure a tax position that meets the threshold to determine the amount of benefit to recognize. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective for fiscal years beginning after Dec. 15, 2006. Tax positions of the Fund - ------------------------------------------------------------------------------ 28 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT are being evaluated to determine the impact, if any, to the Fund. The adoption of FIN 48 is not anticipated to have a material impact on the Fund. DIVIDENDS TO SHAREHOLDERS An annual dividend from net investment income, declared and paid at the end of the calendar year, when available, is reinvested in additional shares of the Fund at net asset value or payable in cash. Capital gains, when available, are distributed along with the income dividend. On March 7, 2006, an additional dividend was paid before the merger to ensure that current shareholders of RiverSource Disciplined Equity Fund would not experience a dilution in their share of the Fund's income or capital gains. OTHER Security transactions are accounted for on the date securities are purchased or sold. Dividend income is recognized on the ex dividend date and interest income, including amortization of premium, market discount and original issue discount using the effective interest method, is accrued daily. 2. EXPENSES AND SALES CHARGES Under an Investment Management Services Agreement, RiverSource Investments, LLC (the Investment Manager) determines which securities will be purchased, held or sold. The management fee is a percentage of the Fund's average daily net assets that declines from 0.60% to 0.375% annually as the Fund's assets increase. The fee may be adjusted upward or downward by a performance incentive adjustment based on a comparison of the performance of Class A shares of the Fund to the Lipper Large-Cap Core Funds Index. In certain circumstances, the Board may approve a change in the index. The maximum adjustment is 0.12% per year. If the performance difference is less than 0.50%, the adjustment will be zero. The adjustment increased the fee by $282,205 for the six months ended Jan. 31, 2007. Under an Administrative Services Agreement, the Fund pays Ameriprise Financial a fee for administration and accounting services at a percentage of the Fund's average daily net assets that declines from 0.06% to 0.03% annually as the Fund's assets increase. Other expenses in the amount of $21,894 are for, among other things, certain expenses of the Fund or the Board including: Fund boardroom and office expense, employee compensation, employee health and retirement benefits, and certain other expenses. Payment of these Fund and Board expenses is facilitated by a company providing limited administrative services to the Fund and the Board. Compensation of Board members includes, for the former Board Chair, compensation as well as retirement benefits. Certain other aspects of the former Board Chair's compensation, including health benefits and payment of certain other expenses, are included under other expenses. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 29 Under a Deferred Compensation Plan (the Plan), non-interested board members may defer receipt of their compensation. Deferred amounts are treated as though equivalent dollar amounts had been invested in shares of the Fund or other RiverSource funds. The Fund's liability for these amounts is adjusted for market value changes and remains in the Fund until distributed in accordance with the Plan. Professional fees include fees paid by the Fund for legal services and independent auditor services. Under a Transfer Agency Agreement, RiverSource Service Corporation (the Transfer Agent) maintains shareholder accounts and records. The Fund pays the Transfer Agent an annual fee per shareholder account for this service as follows: o Class A $19.50 o Class B $20.50 o Class C $20.00 Effective Dec. 11, 2006, as part of the Board's approval to rename Class Y as Class R4, the fee structure under the Transfer Agency Agreement was revised from an account-based fee for Class Y to an asset-based fee for Class R4. The Fund will pay the Transfer Agent an annual asset-based fee at a rate of 0.05% of the Fund's average daily net assets attributable to Class R4 shares. Prior to Dec. 11, 2006, the Fund paid the Transfer Agent an annual account-based fee of $17.50 per shareholder account. In addition, with the introduction of Class R2, Class R3, Class R5 and Class W shares, the Fund will pay the Transfer Agent an annual asset-based fee at a rate of 0.05% of the Fund's average daily net assets attributable to Class R2, Class R3 and Class R5 shares and an annual asset-based fee at a rate of 0.20% of the Fund's average daily net assets attributable to Class W shares. Prior to Dec. 11, 2006, Class I paid a transfer agency fee at an annual rate per shareholder account of $1. This amount is included in the transfer agency fee on the statement of operations. Effective Dec. 11, 2006, this fee was eliminated. The Transfer Agent charges an annual closed account fee of $5 per inactive account, charged on a pro rata basis for 12 months from the date the account becomes inactive. These fees are included in the transfer agency fees on the statement of operations. The Fund has agreements with Ameriprise Financial Services, Inc. and RiverSource Distributors, Inc. (collectively, the Distributor) for distribution and shareholder services. Under a Plan and Agreement of Distribution pursuant to Rule 12b-1, the Fund pays a fee at an annual rate of up to 0.25% of the Fund's average daily net assets attributable to Class A, Class R3 and Class W shares, a fee at annual rate of up to 0.50% of the Fund's average daily net assets attributable to Class R2 shares and a fee at an annual rate of up to 1.00% of the Fund's average daily net assets attributable to Class B and Class C shares. - ------------------------------------------------------------------------------ 30 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT Beginning Dec. 11, 2006, a new Plan Administration Services Agreement was adopted for the restructured Class R4 and the introduction of Class R2 and Class R3. The fee is calculated at a rate of 0.25% of the Fund's average daily net assets attributable to Class R2, Class R3 and Class R4 shares. Prior to Dec. 11, 2006, under a Shareholder Service Agreement, the Fund paid the Distributor a fee for service provided to shareholders by the Distributor and other servicing agents with respect to those shares. The fee was calculated at a rate of 0.10% of the Fund's average daily net assets attributable to Class Y shares. Effective Dec. 11, 2006, this agreement was terminated. Sales charges received by the Distributor for distributing Fund shares were $304,595 for Class A, $24,021 for Class B and $279 for Class C for the six months ended Jan. 31, 2007. In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the funds in which it invests (also referred to as "acquired funds"), including affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange traded funds). Because the acquired funds have varied expense and fee levels and the Fund may own different proportions of acquired funds at different times, the amount of fees and expenses incurred indirectly by the Fund will vary. For the six months ended Jan. 31, 2007, the Investment Manager and its affiliates waived certain fees and expenses to 1.03% for Class A, 1.80% for Class B, 1.80% for Class C, 0.67% for Class I, 1.48% for Class R2, 1.23% for Class R3, 0.86% for Class R4, 0.74% for Class R5 and 1.14% for Class W. Of these waived fees and expenses, the transfer agency fees waived for Class A, Class B, Class C and Class R4 were $34,069, $1,147, $30,680 and $78, respectively, and the management fees waived at the Fund level were $294,838. In addition, the Investment Manager and its affiliates have agreed to waive certain fees and expenses until July 31, 2007, unless sooner terminated at the discretion of the Board, such that net expenses (excluding fees and expenses of acquired funds), before giving effect to any performance incentive adjustment, will not exceed 1.00% for Class A, 1.78% for Class B, 1.77% for Class C, 0.64% for Class I, 1.46% for Class R2, 1.21% for Class R3, 0.84% for Class R4, 0.71% for Class R5 and 1.11% for Class W of the Fund's average daily net assets. During the six months ended Jan. 31, 2007, the Fund's custodian and transfer agency fees were reduced by $75,521 as a result of earnings and bank fee credits from overnight cash balances. The Fund also pays custodian fees to Ameriprise Trust Company, an affiliate of Ameriprise Financial. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 31 3. SECURITIES TRANSACTIONS Cost of purchases and proceeds from sales of securities (other than short term obligations) aggregated $664,321,031 (including $1,617,217,195 from RiverSource Stock Fund that was acquired in the fund merger as described in Note 9) and $641,009,500, respectively, for the six months ended Jan. 31, 2007. Realized gains and losses are determined on an identified cost basis. 4. CAPITAL SHARE TRANSACTIONS Transactions in shares of capital stock for the periods indicated are as follows: SIX MONTHS ENDED JAN. 31, 2007 CLASS A CLASS B CLASS C CLASS I CLASS R2(a) - --------------------------------------------------------------------------------------------------------- Sold 5,809,083 887,590 65,121 21,862,943 661 Issued for reinvested distributions 14,582,804 796,646 29,640 4,670,098 -- Redeemed (18,467,535) (1,396,334) (73,530) (2,807,078) -- - --------------------------------------------------------------------------------------------------------- Net increase (decrease) 1,924,352 287,902 21,231 23,725,963 661 - --------------------------------------------------------------------------------------------------------- CLASS R3(a) CLASS R4(b) CLASS R5(a) CLASS W(c) - --------------------------------------------------------------------------------------------------------- Sold 661 12,749,298 661 54,763 Issued for reinvested distributions -- 2,529,421 -- 4,492 Redeemed -- (15,745,979) -- -- - --------------------------------------------------------------------------------------------------------- Net increase (decrease) 661 (467,260) 661 59,255 - --------------------------------------------------------------------------------------------------------- YEAR ENDED JULY 31, 2006 CLASS A CLASS B CLASS C CLASS I CLASS R2 - --------------------------------------------------------------------------------------------------------- Sold 8,536,165 1,250,216 68,880 18,763,732 N/A Fund merger 207,275,407 12,879,602 364,574 5,576,952 N/A Issued for reinvested distributions 337,195 83,745 2,104 969,971 N/A Redeemed (17,270,329) (4,576,044) (55,973) (237,632) N/A - --------------------------------------------------------------------------------------------------------- Net increase (decrease) 198,878,438 9,637,519 379,585 25,073,023 N/A - --------------------------------------------------------------------------------------------------------- CLASS R3 CLASS R4(b) CLASS R5 CLASS W - --------------------------------------------------------------------------------------------------------- Sold N/A 276,369 N/A N/A Fund merger N/A 40,564,166 N/A N/A Issued for reinvested distributions N/A 235 N/A N/A Redeemed N/A (7,679,229) N/A N/A - --------------------------------------------------------------------------------------------------------- Net increase (decrease) N/A 33,161,541 N/A N/A - --------------------------------------------------------------------------------------------------------- (a) Inception date is Dec. 11, 2006. (b) Effective Dec. 11, 2006, Class Y was renamed Class R4. (c) Inception date is Dec. 1, 2006. - ------------------------------------------------------------------------------ 32 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 5. LENDING OF PORTFOLIO SECURITIES In order to generate additional income, the Fund may lend securities representing up to one-third of the value of its total assets (which includes collateral for securities on loan) to broker-dealers, banks, or other institutional borrowers of securities. The Fund receives collateral in the form of cash and U.S. government securities, equal to at least 100% of the value of securities loaned, which is marked to the market value of the loaned securities daily until the securities are returned, e.g., if the value of the securities on loan increases, additional cash collateral is provided by the borrower. The Investment Manager serves as securities lending agent for the Fund under the investment management services agreement pursuant to which the Fund has agreed to reimburse the Investment Manager for expenses incurred by it in connection with the lending program, and pursuant to guidelines adopted by and under the oversight of the Board. At Jan. 31, 2007, securities valued at $23,731,566 were on loan to brokers. For collateral, the Fund received $24,313,800 in cash. Cash collateral received is invested in an affiliated money market fund and short-term securities, including U.S. government securities or other high-grade debt obligations, which are included in the "Investments in securities." Income from securities lending amounted to $43,467 for the six months ended Jan. 31, 2007. The risks to the Fund of securities lending are that the borrower may not provide additional collateral when required or return the securities when due. 6. STOCK INDEX FUTURES CONTRACTS At Jan. 31, 2007, investments in securities included securities valued at $2,560,000 that were pledged as collateral to cover initial margin deposits on 10 open purchase contracts. The notional market value of the open purchase contracts at Jan. 31, 2007 was $3,607,500 with a net unrealized loss of $28,085. See "Summary of significant accounting policies" and "Notes to investments in securities." 7. AFFILIATED MONEY MARKET FUND The Fund may invest its daily cash balance in RiverSource Short-Term Cash Fund, a money market fund established for the exclusive use of the RiverSource funds and other institutional clients of RiverSource Investments. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 33 8. BANK BORROWINGS The Fund has a revolving credit agreement with a syndicate of banks headed by JPMorgan Chase Bank, N.A. (JPMCB), whereby the Fund may borrow for the temporary funding of shareholder redemptions or for other temporary or emergency purposes. The agreement went into effect Sept. 19, 2006. The Fund must maintain asset coverage for borrowings of at least 300%. The agreement, which enables the Fund to participate with other RiverSource funds, permits borrowings up to $500 million, collectively. Interest is charged to each Fund based on its borrowings at a rate equal to either the higher of the Federal Funds Effective Rate plus 0.40% or the JPMCB Prime Commercial Lending Rate. Borrowings are payable within 60 days after such loan is executed. The Fund also pays a commitment fee equal to its pro rata share of the amount of the credit facility at a rate of 0.06% per annum. Prior to this agreement, the Fund paid a commitment fee equal to its pro rata share of the amount of the credit facility at a rate of 0.07% per annum. The Fund had no borrowings under the facility outstanding during the six months ended Jan. 31, 2007. 9. FUND MERGER At the close of business on March 10, 2006, RiverSource Disciplined Equity Fund acquired the assets and assumed the identified liabilities of RiverSource Stock Fund. The reorganization was completed after shareholders approved the plan on Feb. 15, 2006. The aggregate net assets of RiverSource Disciplined Equity Fund immediately before the acquisition were $207,410,855 and the combined net assets immediately after the acquisition were $2,004,257,622. The merger was accomplished by a tax-free exchange of 87,585,087 shares of RiverSource Stock Fund valued at $1,796,846,767. In exchange for the RiverSource Stock Fund shares and net assets, RiverSource Disciplined Equity Fund issued the following number of shares: SHARES - ------------------------------------------------------------------------------ Class A 207,275,407 Class B 12,879,602 Class C 364,574 Class I 5,576,952 Class Y 40,564,166 - ------------------------------------------------------------------------------ RiverSource Stock Fund's net assets after adjustments for any permanent book-to-tax differences at the merger date were as follows, which include the following amounts of capital stock, unrealized appreciation, accumulated net realized loss and undistributed net income. ACCUMULATED TOTAL CAPITAL UNREALIZED NET REALIZED UNDISTRIBUTED NET ASSETS STOCK APPRECIATION LOSS NET INCOME - -------------------------------------------------------------------------------------------------- RiverSource Stock Fund $1,796,846,767 $1,638,521,442 $166,822,042 $(8,526,929) $30,212 - -------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------ 34 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 10. INFORMATION REGARDING PENDING AND SETTLED LEGAL PROCEEDINGS In June 2004, an action captioned John E. Gallus et al. v. American Express Financial Corp. and American Express Financial Advisors Inc., was filed in the United States District Court for the District of Arizona. The plaintiffs allege that they are investors in several American Express Company mutual funds and they purport to bring the action derivatively on behalf of those funds under the Investment Company Act of 1940. The plaintiffs allege that fees allegedly paid to the defendants by the funds for investment advisory and administrative services are excessive. The plaintiffs seek remedies including restitution and rescission of investment advisory and distribution agreements. The plaintiffs voluntarily agreed to transfer this case to the United States District Court for the District of Minnesota. In response to our motion to dismiss the complaint, the Court dismissed one of plaintiffs' four claims and granted plaintiffs limited discovery. Discovery is currently set to end in March 2007. In December 2005, without admitting or denying the allegations, American Express Financial Corporation (AEFC, which is now known as Ameriprise Financial, Inc. (Ameriprise Financial)), the parent company of RiverSource Investments, LLC (RiverSource Investments), entered into settlement agreements with the Securities and Exchange Commission (SEC) and Minnesota Department of Commerce (MDOC) related to market timing activities. In connection with these matters, the SEC and MDOC issued orders (the Orders) alleging that AEFC violated certain provisions of the federal and Minnesota securities laws by failing to adequately disclose market timing activities by allowing certain identified market timers to continue to market time contrary to disclosures in mutual fund and variable annuity product prospectuses. The Orders also alleged that AEFC failed to implement procedures to detect and prevent market timing in 401(k) plans for employees of AEFC and related companies and failed to adequately disclose that there were no such procedures. Pursuant to the MDOC Order, the MDOC also alleged that AEFC allowed inappropriate market timing to occur by failing to have written policies and procedures and failing to properly supervise its employees. As a result of the Orders, AEFC was censured and ordered to cease and desist from committing or causing any violations of certain provisions of the Investment Advisers Act of 1940, the Investment Company Act of 1940, and various Minnesota laws. Pursuant to the terms of the Orders, AEFC agreed to pay disgorgement of $10 million and civil money penalties of $7 million. AEFC also agreed to make presentations at least annually to its board of directors and the relevant mutual funds' board that include an overview of policies and procedures to prevent market timing, material changes to these policies and procedures and whether disclosures related to market timing are consistent with the SEC order and federal securities laws. AEFC also agreed to retain an independent distribution consultant to assist in developing a plan for distribution of all disgorgement and civil penalties ordered by the SEC in accordance with various undertakings detailed at - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 35 http://www.sec.gov/litigation/admin/ia-2451.pdf. In addition, AEFC agreed to complete and submit to the MDOC a compliance review of its procedures regarding market timing within one year of the MDOC Order, including a summary of actions taken to ensure compliance with applicable laws and regulations and certification by a senior officer regarding compliance and supervisory procedures. Ameriprise Financial and its affiliates have cooperated with the SEC and the MDOC in these legal proceedings, and have made regular reports to the RiverSource Funds' Boards of Directors/Trustees. Ameriprise Financial and certain of its affiliates have historically been involved in a number of legal, arbitration and regulatory proceedings, including routine litigation, class actions, and governmental actions, concerning matters arising in connection with the conduct of their business activities. Ameriprise Financial believes that the Funds are not currently the subject of, and that neither Ameriprise Financial nor any of its affiliates are the subject of, any pending legal, arbitration or regulatory proceedings that are likely to have a material adverse effect on the Funds or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Funds. Ameriprise Financial is required to make 10-Q, 10-K and, as necessary, 8-K filings with the Securities and Exchange Commission on legal and regulatory matters that relate to Ameriprise Financial and its affiliates. Copies of these filings may be obtained by accessing the SEC website at www.sec.gov. There can be no assurance that these matters, or the adverse publicity associated with them, will not result in increased fund redemptions, reduced sale of fund shares or other adverse consequences to the Funds. Further, although we believe proceedings are not likely to have a material adverse effect on the Funds or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Funds, these proceedings are subject to uncertainties and, as such, we are unable to estimate the possible loss or range of loss that may result. An adverse outcome in one or more of these proceedings could result in adverse judgments, settlements, fines, penalties or other relief that could have a material adverse effect on the consolidated financial condition or results of operations of Ameriprise Financial. - ------------------------------------------------------------------------------ 36 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 11. FINANCIAL HIGHLIGHTS The tables below show certain important financial information for evaluating the Fund's results. CLASS A PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(i) 2006 2005 2004 2003(b) Net asset value, beginning of period $ 6.74 $ 6.70 $ 5.95 $ 5.44 $ 5.00 - --------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .04 .06 .04 .02 .01 Net gains (losses) (both realized and unrealized) .90 .35 .90 .63 .43 - --------------------------------------------------------------------------------------------------- Total from investment operations .94 .41 .94 .65 .44 - --------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.06) (.06) (.03) (.02) -- Distributions from realized gains (.51) (.31) (.16) (.12) -- - --------------------------------------------------------------------------------------------------- Total distributions (.57) (.37) (.19) (.14) -- - --------------------------------------------------------------------------------------------------- Net asset value, end of period $ 7.11 $ 6.74 $ 6.70 $ 5.95 $ 5.44 - --------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $1,457 $1,368 $ 28 $ 13 $ 8 - --------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d),(e) 1.03%(f) 1.02% 1.25% 1.13% 1.22%(f) - --------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets 1.26%(f) .95% .84% .65% .81%(f) - --------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 31% 137% 64% 64% 17% - --------------------------------------------------------------------------------------------------- Total return(g) 14.15%(h) 6.25% 15.95% 11.99% 8.80%(h) - --------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from April 24, 2003 (when shares became publicly available) to July 31, 2003. (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class A would have been 1.06% for the six months ended Jan. 31, 2007 and 1.05%, 1.35%, 1.91% and 7.39% for the periods ended July 31, 2006, 2005, 2004 and 2003, respectively. (e) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (f) Adjusted to an annual basis. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. (i) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 37 CLASS B PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(i) 2006 2005 2004 2003(b) Net asset value, beginning of period $ 6.65 $ 6.62 $ 5.90 $ 5.43 $ 5.00 - -------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .02 .01 .02 (.02) -- Net gains (losses) (both realized and unrealized) .88 .34 .86 .61 .43 - -------------------------------------------------------------------------------------------------------- Total from investment operations .90 .35 .88 .59 .43 - -------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.01) (.01) -- -- -- Distributions from realized gains (.51) (.31) (.16) (.12) -- - -------------------------------------------------------------------------------------------------------- Total distributions (.52) (.32) (.16) (.12) -- - -------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 7.03 $ 6.65 $ 6.62 $ 5.90 $ 5.43 - -------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 80 $ 73 $ 9 $ 3 $ 1 - -------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d),(e) 1.80%(f) 1.82% 2.04% 1.95% 2.01%(f) - -------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .48%(f) .20% .06% (.16%) (.08%)(f) - -------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 31% 137% 64% 64% 17% - -------------------------------------------------------------------------------------------------------- Total return(g) 13.72(h) 5.42% 15.03% 10.95% 8.60%(h) - -------------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from April 24, 2003 (when shares became publicly available) to July 31, 2003. (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class B would have been 1.83% for the six months ended Jan. 31, 2007 and 1.85%, 2.13%, 2.73% and 8.18% for the periods ended July 31, 2006, 2005, 2004 and 2003, respectively. (e) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (f) Adjusted to an annual basis. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. (i) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ 38 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT CLASS C PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(i) 2006 2005 2004 2003(b) Net asset value, beginning of period $ 6.65 $ 6.62 $ 5.90 $ 5.43 $ 5.00 - -------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .02 .01 .01 (.02) -- Net gains (losses) (both realized and unrealized) .88 .35 .87 .61 .43 - -------------------------------------------------------------------------------------------------------- Total from investment operations .90 .36 .88 .59 .43 - -------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.02) (.02) -- -- -- Distributions from realized gains (.51) (.31) (.16) (.12) -- - -------------------------------------------------------------------------------------------------------- Total distributions (.53) (.33) (.16) (.12) -- - -------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 7.02 $ 6.65 $ 6.62 $ 5.90 $ 5.43 - -------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 3 $ 3 $ -- $ -- $ -- - -------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d),(e) 1.80%(f) 1.81% 2.06% 1.95% 2.01%(f) - -------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .49%(f) .20% .02% (.17%) (.05%)(f) - -------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 31% 137% 64% 64% 17% - -------------------------------------------------------------------------------------------------------- Total return(g) 13.68%(h) 5.51% 15.03% 10.96% 8.60%(h) - -------------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from April 24, 2003 (when shares became publicly available) to July 31, 2003. (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class C would have been 1.83% for the six months ended Jan. 31, 2007 and 1.84%, 2.13%, 2.73% and 8.20% for the periods ended July 31, 2006, 2005, 2004 and 2003, respectively. (e) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (f) Adjusted to an annual basis. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. (i) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 39 CLASS I PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(i) 2006 2005 2004(b) Net asset value, beginning of period $ 6.78 $ 6.73 $ 5.96 $ 5.99 - ----------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .06 .08 .04 .02 Net gains (losses) (both realized and unrealized) .90 .36 .92 (.05) - ----------------------------------------------------------------------------------------------------- Total from investment operations .96 .44 .96 (.03) - ----------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.08) (.08) (.03) -- Distributions from realized gains (.51) (.31) (.16) -- - ----------------------------------------------------------------------------------------------------- Total distributions (.59) (.39) (.19) -- - ----------------------------------------------------------------------------------------------------- Net asset value, end of period $ 7.15 $ 6.78 $ 6.73 $ 5.96 - ----------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 436 $ 252 $ 82 $ 9 - ----------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets (c),(d) .67%(e),(f) .70%(e) .91% .93%(e),(f) - ----------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets 1.60%(f) 1.41% 1.19% 5.35%(f) - ----------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 31% 137% 64% 64% - ----------------------------------------------------------------------------------------------------- Total return(g) 14.37%(h) 6.73% 16.29% (.50%)(h) - ----------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Inception date is July 15, 2004. (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (e) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class I would have been 0.70% for the six months ended Jan. 31, 2007 and 0.72% and 1.27% for the periods ended July 31, 2006 and 2004, respectively. (f) Adjusted to an annual basis. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. (i) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ 40 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT CLASS R2 PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $ 7.56 - ------------------------------------------------------------------------------ INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .01 Net gains (losses) (both realized and unrealized) .13 - ------------------------------------------------------------------------------ Total from investment operations .14 - ------------------------------------------------------------------------------ LESS DISTRIBUTIONS: Dividends from net investment income (.08) Distributions from realized gains (.51) - ------------------------------------------------------------------------------ Total distributions (.59) - ------------------------------------------------------------------------------ Net asset value, end of period $ 7.11 - ------------------------------------------------------------------------------ RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- - ------------------------------------------------------------------------------ Ratio of expenses to average daily net assets(c),(d),(e) 1.48%(f) - ------------------------------------------------------------------------------ Ratio of net investment income (loss) to average daily net assets .60%(f) - ------------------------------------------------------------------------------ Portfolio turnover rate (excluding short-term securities) 31% - ------------------------------------------------------------------------------ Total return(g) 1.88%(h) - ------------------------------------------------------------------------------ (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 11, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratio of expenses for Class R2 would have been 1.52% for the period ended Jan. 31, 2007. (e) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (f) Adjusted to an annual basis. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 41 CLASS R3 PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $ 7.56 - ------------------------------------------------------------------------------ INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .01 Net gains (losses) (both realized and unrealized) .13 - ------------------------------------------------------------------------------ Total from investment operations .14 - ------------------------------------------------------------------------------ LESS DISTRIBUTIONS: Dividends from net investment income (.08) Distributions from realized gains (.51) - ------------------------------------------------------------------------------ Total distributions (.59) - ------------------------------------------------------------------------------ Net asset value, end of period $ 7.11 - ------------------------------------------------------------------------------ RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- - ------------------------------------------------------------------------------ Ratio of expenses to average daily net assets(c),(d),(e) 1.23%(f) - ------------------------------------------------------------------------------ Ratio of net investment income (loss) to average daily net assets .85%(f) - ------------------------------------------------------------------------------ Portfolio turnover rate (excluding short-term securities) 31% - ------------------------------------------------------------------------------ Total return(g) 1.89%(h) - ------------------------------------------------------------------------------ (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 11, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratio of expenses for Class R3 would have been 1.27% for the period ended Jan. 31, 2007. (e) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (f) Adjusted to an annual basis. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. - ------------------------------------------------------------------------------ 42 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT CLASS R4* PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(i) 2006 2005 2004 2003(b) Net asset value, beginning of period $ 6.76 $ 6.71 $ 5.95 $ 5.45 $ 5.00 - ------------------------------------------------------------------------------------------------------------------ INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .05 .07 .05 .03 .01 Net gains (losses) (both realized and unrealized) .90 .36 .91 .61 .44 - ------------------------------------------------------------------------------------------------------------------ Total from investment operations .95 .43 .96 .64 .45 - ------------------------------------------------------------------------------------------------------------------ LESS DISTRIBUTIONS: Dividends from net investment income (.07) (.07) (.04) (.02) -- Distributions from realized gains (.51) (.31) (.16) (.12) -- - ------------------------------------------------------------------------------------------------------------------ Total distributions (.58) (.38) (.20) (.14) -- - ------------------------------------------------------------------------------------------------------------------ Net asset value, end of period $ 7.13 $ 6.76 $ 6.71 $ 5.95 $ 5.45 - ------------------------------------------------------------------------------------------------------------------ RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 233 $ 224 $ -- $ -- $ -- - ------------------------------------------------------------------------------------------------------------------ Ratio of expenses to average daily net assets(c),(d),(e) .86%(f) .84% 1.06% .98% 1.01%(f) - ------------------------------------------------------------------------------------------------------------------ Ratio of net investment income (loss) to average daily net assets 1.39%(f) 1.10% 1.03% .78% .90%(f) - ------------------------------------------------------------------------------------------------------------------ Portfolio turnover rate (excluding short-term securities) 31% 137% 64% 64% 17% - ------------------------------------------------------------------------------------------------------------------ Total return(g) 14.22%(h) 6.48% 16.25% 11.87% 9.00%(h) - ------------------------------------------------------------------------------------------------------------------ * Effective Dec. 11, 2006, Class Y was renamed Class R4. (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from April 24, 2003 (when shares became publicly available) to July 31, 2003. (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class R4 would have been 0.91% for the six months ended Jan. 31, 2007 and 0.87%, 1.18%, 1.76% and 7.20% for the periods ended July 31, 2006, 2005, 2004 and 2003, respectively. (e) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (f) Adjusted to an annual basis. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. (i) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 43 CLASS R5 PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $ 7.56 - ------------------------------------------------------------------------------ INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .01 Net gains (losses) (both realized and unrealized) .14 - ------------------------------------------------------------------------------ Total from investment operations .15 - ------------------------------------------------------------------------------ LESS DISTRIBUTIONS: Dividends from net investment income (.08) Distributions from realized gains (.51) - ------------------------------------------------------------------------------ Total distributions (.59) - ------------------------------------------------------------------------------ Net asset value, end of period $ 7.12 - ------------------------------------------------------------------------------ RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- - ------------------------------------------------------------------------------ Ratio of expenses to average daily net assets(c),(d),(e) .74%(f) - ------------------------------------------------------------------------------ Ratio of net investment income (loss) to average daily net assets 1.33%(f) - ------------------------------------------------------------------------------ Portfolio turnover rate (excluding short-term securities) 31% - ------------------------------------------------------------------------------ Total return(g) 2.04%(h) - ------------------------------------------------------------------------------ (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 11, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratio of expenses for Class R5 would have been 0.79% for the period ended Jan. 31, 2007. (e) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (f) Adjusted to an annual basis. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. - ------------------------------------------------------------------------------ 44 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT CLASS W PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $ 7.46 - ------------------------------------------------------------------------------ INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .01 Net gains (losses) (both realized and unrealized) .23 - ------------------------------------------------------------------------------ Total from investment operations .24 - ------------------------------------------------------------------------------ LESS DISTRIBUTIONS: Dividends from net investment income (.08) Distributions from realized gains (.51) - ------------------------------------------------------------------------------ Total distributions (.59) - ------------------------------------------------------------------------------ Net asset value, end of period $ 7.11 - ------------------------------------------------------------------------------ RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- - ------------------------------------------------------------------------------ Ratio of expenses to average daily net assets(c),(d),(e) 1.14%(f) - ------------------------------------------------------------------------------ Ratio of net investment income (loss) to average daily net assets .86%(f) - ------------------------------------------------------------------------------ Portfolio turnover rate (excluding short-term securities) 31% - ------------------------------------------------------------------------------ Total return(g) 3.41%(h) - ------------------------------------------------------------------------------ (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 1, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratio of expenses for Class W would have been 1.21% for the period ended Jan. 31, 2007. (e) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (f) Adjusted to an annual basis. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. - ------------------------------------------------------------------------------ RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT 45 PROXY VOTING The policy of the Board is to vote all proxies of the companies in which the Fund holds investments. The procedures are stated in the Statement of Additional Information (SAI). You may obtain a copy of the SAI without charge by calling RiverSource Funds at (888) 791-3380; contacting your financial institution; visiting riversource.com/funds; or searching the website of the Securities and Exchange Commission (SEC) at http://www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the 12-month period ended June 30, 2006 is available without charge by visiting riversource.com/funds; or searching the website of the SEC at www.sec.gov. - ------------------------------------------------------------------------------ 46 RIVERSOURCE DISCIPLINED EQUITY FUND - 2007 SEMIANNUAL REPORT RIVERSOURCE(R) DISCIPLINED EQUITY FUND 734 Ameriprise Financial Center Minneapolis, MN 55474 riversource.com/funds RIVERSOURCE [LOGO](R) This report must be accompanied or preceded by the INVESTMENTS Fund's current prospectus. RiverSource(R) mutual funds are distributed by RiverSource Distributors, Inc. and Ameriprise Financial Services, Inc., Members NASD, and managed by RiverSource Investments, LLC. These companies are part of Ameriprise Financial, Inc. S-6274 E (3/07) Semiannual Report RIVERSOURCE [LOGO] (R) INVESTMENTS RIVERSOURCE(R) GROWTH FUND SEMIANNUAL REPORT FOR THE PERIOD ENDED JAN. 31, 2007 > RIVERSOURCE GROWTH FUND SEEKS TO PROVIDE SHAREHOLDERS WITH LONG-TERM CAPITAL GROWTH. TABLE OF CONTENTS Fund Snapshot ........................................................... 3 Performance Summary ..................................................... 5 Questions & Answers with Portfolio Management .............................................. 8 Fund Expenses Example ................................................... 11 Investments in Securities ............................................... 14 Financial Statements .................................................... 18 Notes to Financial Statements ........................................... 24 Proxy Voting ............................................................ 46 [LOGO] DALBAR RATED 2006 FOR COMMUNICATION The RiverSource mutual fund shareholder reports have been awarded the Communications Seal from Dalbar Inc., an independent financial services research firm. The Seal recognizes communications demonstrating a level of excellence in the industry. - ------------------------------------------------------------------------------ 2 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT FUND SNAPSHOT AT JAN. 31, 2007 FUND OVERVIEW RiverSource Growth Fund invests primarily in common stocks and securities convertible into common stocks that appear to offer growth opportunities. These growth opportunities could result from new management, market developments or technological superiority. The result is a portfolio composed of large-company stocks with what are believed to be growth rates at or above market levels and reasonable valuations. SECTOR BREAKDOWN* Percentage of portfolio assets Information Technology 21.7% Health Care 21.1% Consumer Discretionary 15.4% Telecommunication Services 14.5% [PIE CHART] Consumer Staples 10.2% Financials 5.1% Other(1) 12.0% * Sectors can be comprised of several industries. Please refer to the section entitled "Investments in Securities" for a complete listing. No single industry exceeds 25% of portfolio assets. (1) Includes Industrials 4.2%, Energy 3.4%, Materials 1.2% and Cash & Cash Equivalents(2) 3.2%. (2) Of the 3.2%, 0.6% is due to security lending activity and 2.6% is the Fund's cash equivalent position. TOP TEN HOLDINGS Percentage of portfolio assets NTL 8.5% Google Cl A 3.7% Vodafone Group 3.6% Cisco Systems 3.1% Genentech 2.7% Microsoft 2.6% ALLTEL 2.6% Exxon Mobil 2.4% eBay 2.3% Altria Group 2.2% For further detail about these holdings, please refer to the section entitled "Investments in Securities." The Global Industry Classification Standard (GICS) was developed by and is the exclusive property of Morgan Stanley Capital International Inc. and Standard & Poor's, a division of The McGraw-Hill Companies, Inc. Fund holdings are as of the date given, are subject to change at any time, and are not recommendations to buy or sell any security. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 3 FUND SNAPSHOT AT JAN. 31, 2007 STYLE MATRIX [chart] Shading within the style matrix indicates areas in which the Fund generally invests. STYLE VALUE BLEND GROWTH X LARGE MEDIUM SIZE SMALL The style matrix can be a valuable tool for constructing and monitoring your portfolio. It provides a frame of reference for distinguishing the types of stocks or bonds owned by a mutual fund, and serves as a guideline for helping you build a portfolio. Investment products, including shares of mutual funds, involve investment risks including possible loss of principal and fluctuation in value. PORTFOLIO MANAGER YEARS IN INDUSTRY Nick Thakore 13 FUND FACTS TICKER SYMBOL INCEPTION DATE Class A INIDX 3/1/72 Class B IGRBX 3/20/95 Class C AXGCX 6/26/00 Class I AGWIX 3/4/04 Class R2 -- 12/11/06 Class R3 -- 12/11/06 Class R4(1) IGRYX 3/20/95 Class R5 -- 12/11/06 Class W -- 12/1/06 (1) Effective Dec. 11, 2006, Class Y was renamed Class R4. Total net assets $3.607 billion Number of holdings 112 - ------------------------------------------------------------------------------ 4 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT PERFORMANCE SUMMARY - ------------------------------------------------------------------------------ PERFORMANCE COMPARISON For the six-month period ended Jan. 31, 2007 [THE FOLLOWING TABLE WAS REPRESENTED AS A BAR CHART IN THE PRINTED MATERIAL.] RiverSource Growth Fund Class A (excluding sales charge) +14.75% Russell 1000(R) Growth Index(1) (unmanaged) +15.12% Lipper Large-Cap Growth Funds Index(2) +13.57% (1) The Russell 1000(R) Growth Index, an unmanaged index, measures the performance of those stocks in the Russell 1000 Index with higher price-to-book ratios and higher forecasted growth values. The index reflects reinvestment of all distributions and changes in market prices, but excludes brokerage commissions or other fees. (2) The Lipper Large-Cap Growth Funds Index includes the 30 largest large-cap growth funds tracked by Lipper Inc. The index's returns include net reinvested dividends. The Fund's performance is currently measured against this index for purposes of determining the performance incentive adjustment. The performance information shown represents past performance and is not a guarantee of future results. The investment return and principal value of your investment will fluctuate so that your shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by contacting your financial institution or visiting riversource.com/funds. The 5.75% sales charge applicable to Class A shares of the Fund is not reflected in the bar chart. If reflected, returns would be lower than those shown. The performance of other classes may vary from that shown because of differences in expenses. The indices do not reflect the effects of sales charges, expenses (excluding Lipper) and taxes. It is not possible to invest directly in an index. ANNUAL OPERATING EXPENSE RATIO (AS OF THE CURRENT PROSPECTUS) CLASS A CLASS B CLASS C CLASS I Total 1.14% 1.91% 1.91% 0.68% Net Expenses(a) 1.14% 1.91% 1.91% 0.68% CLASS R2(b) CLASS R3(b) CLASS R4(b) CLASS R5(b) CLASS W(b) Total 1.48% 1.23% 0.98% 0.73% 1.13% Net Expenses(a) 1.48% 1.23% 0.98% 0.73% 1.13% (a) The investment manager and its affiliates have contractually agreed to waive certain fees and to absorb certain expenses until July 31, 2007, unless sooner terminated at the discretion of the Fund's Board. Any amounts waived will not be reimbursed by the Fund. Under this agreement, net expenses, before giving effect to any performance incentive adjustment, will not exceed 0.97% for Class R4. (b) Effective Dec. 11, 2006, Class Y was renamed Class R4. Inception date for Class R2, Class R3 and Class R5 is Dec. 11, 2006. Inception date for Class W is Dec. 1, 2006. For Class R2, Class R3, Class R5 and Class W, expenses are based on estimated amounts for the current fiscal year. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 5 PERFORMANCE SUMMARY AVERAGE ANNUAL TOTAL RETURNS AT JAN. 31, 2007 SINCE Without sales charge 6 MONTHS* 1 YEAR 3 YEARS 5 YEARS 10 YEARS INCEPTION Class A (inception 3/1/72) +14.75% +11.74% +10.11% +4.45% +2.75% +11.98% Class B (inception 3/20/95) +14.31% +10.87% +9.26% +3.64% +1.96% +6.45% Class C (inception 6/26/00) +14.31% +10.91% +9.27% +3.65% N/A -7.40% Class I (inception 3/4/04) +15.01% +12.26% N/A N/A N/A +9.94% Class R2 (inception 12/11/06) N/A N/A N/A N/A N/A +3.71%* Class R3 (inception 12/11/06) N/A N/A N/A N/A N/A +3.74%* Class R4** (inception 3/20/95) +14.84% +11.92% +10.30% +4.64% +2.90% +7.44% Class R5 (inception 12/11/06) N/A N/A N/A N/A N/A +3.82%* Class W (inception 12/1/06) N/A N/A N/A N/A N/A +4.87%* With sales charge Class A (inception 3/1/72) +8.15% +5.31% +7.96% +3.22% +2.14% +11.79% Class B (inception 3/20/95) +9.31% +5.87% +8.13% +3.29% +1.96% +6.45% Class C (inception 6/26/00) +13.31% +9.91% +9.27% +3.65% N/A -7.40% - ------------------------------------------------------------------------------ 6 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT PERFORMANCE SUMMARY AVERAGE ANNUAL TOTAL RETURNS AT DEC. 31, 2006 SINCE Without sales charge 6 MONTHS* 1 YEAR 3 YEARS 5 YEARS 10 YEARS INCEPTION Class A (inception 3/1/72) +12.11% +10.91% +9.27% +3.64% +3.22% +11.92% Class B (inception 3/20/95) +11.70% +10.09% +8.44% +2.84% +2.43% +6.26% Class C (inception 6/26/00) +11.70% +10.09% +8.44% +2.84% N/A -7.87% Class I (inception 3/4/04) +12.41% +11.45% N/A N/A N/A +9.20% Class R2 (inception 12/11/06) N/A N/A N/A N/A N/A +0.98%* Class R3 (inception 12/11/06) N/A N/A N/A N/A N/A +0.98%* Class R4** (inception 3/20/95) +12.22% +11.11% +9.47% +3.82% +3.37% +7.24% Class R5 (inception 12/11/06) N/A N/A N/A N/A N/A +1.02%* Class W (inception 12/1/06) N/A N/A N/A N/A N/A +2.08%* With sales charge Class A (inception 3/1/72) +5.67% +4.53% +7.13% +2.42% +2.61% +11.73% Class B (inception 3/20/95) +6.70% +5.09% +7.29% +2.48% +2.43% +6.26% Class C (inception 6/26/00) +10.70% +9.09% +8.44% +2.84% N/A -7.87% Class A share performance reflects the maximum sales charge of 5.75%. Class B share performance reflects a contingent deferred sales charge (CDSC) applied as follows: first year 5%; second and third years 4%; fourth year 3%; fifth year 2%; sixth year 1%; no sales charge thereafter. Class C shares may be subject to a 1% CDSC if shares are sold within one year after purchase. Sales charges do not apply to Class I, Class R2, Class R3, Class R4, Class R5 and Class W shares. Class I, Class R2, Class R3, Class R4 and Class R5 shares are available to institutional investors only. Class W shares are offered through qualifying discretionary accounts. * Not annualized. ** Effective Dec. 11, 2006, Class Y was renamed Class R4. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 7 QUESTIONS & ANSWERS WITH PORTFOLIO MANAGEMENT Below, Portfolio Manager Nick Thakore discusses the Fund's positioning and results for the semiannual period ended Jan. 31, 2007. Q: How did RiverSource Growth Fund perform for the six months ended Jan. 31, 2007? A: RiverSource Growth Fund's Class A shares rose 14.75%, excluding sales charge, for the six months ended Jan. 31, 2007. The Fund underperformed its benchmark, the Russell 1000(R) Growth Index (Russell Index), which advanced 15.12%, and outperformed its peer group as represented by the Lipper Large-Cap Growth Funds Index, which advanced 13.57% for the same period. Q: What factors influenced performance during the period? A: The stock market advanced sharply during the six months as economic growth continued and the Federal Reserve Board held interest rates steady after 17 consecutive increases in the federal funds rate. Notably, growth stocks outperformed value stocks in the large-cap universe and the Fund capitalized on the opportunities presented by a growth-led market. Stock selection was the main contributor to performance relative to the Russell Index. The information technology, energy and consumer staples sectors contributed positively to performance while positioning in the financials and materials sectors detracted from performance. Within the information technology sector, stock selection was beneficial, while an underweight position relative to the Russell Index was a slight disadvantage. Among the Fund's information technology holdings, an emphasis on larger-cap stocks proved effective during the period. The Fund benefited from positive stock selection in semiconductors, Internet-related companies, telecommunication equipment firms, networking providers and cell phone AMONG THE FUND'S INFORMATION TECHNOLOGY HOLDINGS, AN EMPHASIS ON LARGER-CAP STOCKS PROVED EFFECTIVE DURING THE PERIOD. - ------------------------------------------------------------------------------ 8 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT QUESTIONS & ANSWERS handset makers. The single largest contributor was semiconductor firm Freescale, which was bought out in a private equity transaction during the period and performed well. The Fund's holdings of Internet-related stocks also performed well, specifically search engine Google and Internet auction company eBay. A secular shift toward increased Internet advertising continued to support Internet-related firms. We had added significantly to eBay during the period when we felt the stock price reflected the company's missteps. Subsequently, the Fund benefited when eBay's stock advanced during the period. Stock selection in the energy sector positively impacted performance as did the Fund's smaller-than-Russell Index position in the energy sector. Specifically, the Fund's position in integrated oil company Exxon Mobil was a key contributor, as the company showed strong production growth and demonstrated solid free cash flow trends. In the consumer staples sector, stock selection contributed positively to the Fund's performance. An emphasis on larger-cap stocks within the sector, as well as positioning in the household products, grocery and tobacco groups was beneficial. Spectrum Brands, a maker of batteries, fertilizer and other household products, was the leading contributor within consumer staples, followed by the Safeway grocery store chain. Spectrum Brands advanced as the stock's valuation became more attractive following a period of underperformance that was driven by the pressure of rising raw material prices and unfulfilled expectations for merger-related synergies. Safeway, a turnaround story in the grocery segment, advanced on same store sales trends that were better than anticipated. In the financials sector, stock selection was the primary detractor, although a smaller-than-Russell Index weighting was also disadvantageous. In particular, the portfolio had less exposure to brokerage firms and investment management companies than the Russell Index and these stocks advanced sharply as a number of firms displayed resilient earnings growth that continued to surpass the market. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 9 QUESTIONS & ANSWERS Q: What changes did you make to the Fund's portfolio during the six-month period? A: We continued to see a promising combination of attractive valuations and high growth rates for telecommunication stocks. During the semiannual period, we adjusted the Fund's telecommunication positioning, reducing the Fund's Sprint Nextel position given concerns about near term fundamentals. We increased the portfolio's information technology position as we identified selected stocks that had previously underperformed and, in our view, had reasonable valuations relative to their growth rates. Q: How are you positioning the Fund going forward? A: We think corporate earnings growth is likely to decelerate, given that profit margins are at record levels and leading indicators point to potential for margin erosion. In addition, consumer spending could decline as higher borrowing costs and a weaker housing market may affect consumer confidence. Given our current outlook, we have emphasized stable growth companies over cyclical growth companies, preferring to own companies with strong growth potential less dependent on the economy. We continue to find opportunities among large-cap companies that still appear inexpensive relative to mid- and small-cap stocks based on the historical relationships between these groups and improving relative fundamentals. In general, we believe the Fund holds stocks that, as a group, are likely to grow earnings faster than the market and are at attractive valuation levels. We see opportunities among fast growth companies that have underperformed, which has made valuations more attractive particularly in the biotechnology and technology industries. Any specific securities mentioned are for illustrative purposes only and are not a complete list of securities that have increased or decreased in value. The views expressed in this statement reflect those of the portfolio manager(s) only through the end of the period of the report as stated on the cover and do not necessarily represent the views of RiverSource Investments, LLC (RiverSource) or any subadviser to the Fund or any other person in the RiverSource or subadviser organizations. Any such views are subject to change at any time based upon market or other conditions and RiverSource disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a RiverSource Fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any RiverSource Fund. - ------------------------------------------------------------------------------ 10 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT FUND EXPENSES EXAMPLE (UNAUDITED) As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments; and (2) ongoing costs, which may include management fees; distribution and service (12b-1) fees; and other Fund fees and expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. In addition to the ongoing expenses which the Fund bears directly, the Fund's shareholders indirectly bear the expenses of the funds in which it invests (also referred to as "acquired funds"), including affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange traded funds). The Fund's indirect expense from investing in the acquired funds is based on the Fund's pro rata portion of the cumulative expenses charged by the acquired funds using the acquired funds expense ratio as of the most recent shareholder report. The example is based on an investment of $1,000 invested at the beginning of the period and held for the six months ended Jan. 31, 2007. ACTUAL EXPENSES The first line of the 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 titled "Expenses paid during the period" to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second line of the 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 the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads). Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 11 BEGINNING ENDING EXPENSES ACCOUNT VALUE ACCOUNT VALUE PAID DURING ANNUALIZED AUG. 1, 2006 JAN. 31, 2007 THE PERIOD(a) EXPENSE RATIO Class A Actual(b) $1,000 $1,147.50 $ 6.55 1.21% Hypothetical (5% return before expenses) $1,000 $1,019.11 $ 6.16 1.21% Class B Actual(b) $1,000 $1,143.10 $10.75 1.99% Hypothetical (5% return before expenses) $1,000 $1,015.17 $10.11 1.99% Class C Actual(b) $1,000 $1,143.10 $10.70 1.98% Hypothetical (5% return before expenses) $1,000 $1,015.22 $10.06 1.98% Class I Actual(b) $1,000 $1,150.10 $ 4.12 .76% Hypothetical (5% return before expenses) $1,000 $1,021.37 $ 3.87 .76% Class R2 Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,017.59 $ 7.68 1.51% Class R3 Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,018.95 $ 6.31 1.24% Class R4 Actual(b) $1,000 $1,148.40 $ 5.63(d) 1.04% Hypothetical (5% return before expenses) $1,000 $1,019.96 $ 5.30(d) 1.04% - ------------------------------------------------------------------------------ 12 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT BEGINNING ENDING EXPENSES ACCOUNT VALUE ACCOUNT VALUE PAID DURING ANNUALIZED AUG. 1, 2006 JAN. 31, 2007 THE PERIOD(a) EXPENSE RATIO Class R5 Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,021.27 $3.97 .78% Class W Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,019.21 $6.06 1.19% (a) Expenses are equal to the Fund's annualized expense ratio as indicated above, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). (b) Based on the actual return for the six months ended Jan. 31, 2007: +14.75% for Class A, +14.31% for Class B, +14.31% for Class C, +15.01% for Class I and +14.84% for Class R4. (c) The actual values and expenses paid are not presented because Class R2, Class R3, Class R5 and Class W do not have a full six months of history. The inception date of Class R2, Class R3 and Class R5 is Dec. 11, 2006. The inception date of Class W is Dec. 1, 2006. (d) In September 2006, the Board approved renaming Class Y as Class R4, terminating the shareholder servicing agreement, revising the fee structure under the transfer agent agreement from an account-based fee to an asset-based fee, and adopting a plan administration services agreement. In addition, the investment manager and its affiliates have contractually agreed to waive certain fees and to absorb certain expenses until July 31, 2007, unless sooner terminated at the discretion of the Fund's Board, such that net expenses (excluding fees and expenses of acquired funds), before giving effect to any performance incentive adjustment, will not exceed 0.97% for Class R4. Any amounts waived will not be reimbursed by the Fund. These changes were effective Dec. 11, 2006. If these changes had been in place for the six-month period ended Jan. 31, 2007, actual expenses paid for Class R4 would have been $5.74 and the hypothetical expenses paid for Class R4 would have been $5.40. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 13 INVESTMENTS IN SECURITIES JAN. 31, 2007 (UNAUDITED) (Percentages represent value of investments compared to net assets) COMMON STOCKS (95.8%) ISSUER SHARES VALUE(a) AEROSPACE & DEFENSE (2.1%) Boeing 517,321 $ 46,331,269 Honeywell Intl 433,383 19,801,269 Lockheed Martin 89,507 8,699,185 -------------- Total 74,831,723 - ------------------------------------------------------------------------------------------ BEVERAGES (2.2%) Anheuser-Busch Companies 258,902 13,196,235 Coca-Cola 347,444 16,635,619 PepsiCo 764,415 49,870,434 -------------- Total 79,702,288 - ------------------------------------------------------------------------------------------ BIOTECHNOLOGY (5.1%) Amgen 855,676(b) 60,213,920 Biogen Idec 517,786(b) 25,029,775 Genentech 1,117,841(b,d) 97,665,769 -------------- Total 182,909,464 - ------------------------------------------------------------------------------------------ CAPITAL MARKETS (1.0%) KKR Private Equity Investors LP Unit 1,552,305(f) 36,246,322 - ------------------------------------------------------------------------------------------ COMMUNICATIONS EQUIPMENT (8.1%) ADTRAN 120,679 2,674,247 Alcatel-Lucent ADR 1,471,361(c) 19,127,693 Cisco Systems 4,133,175(b) 109,901,123 JDS Uniphase 530,536(b) 9,432,930 Motorola 388,884 7,719,347 Nokia ADR 3,260,498(c) 72,057,006 QUALCOMM 1,483,956 55,885,783 Tellabs 1,541,233(b) 15,520,216 -------------- Total 292,318,345 - ------------------------------------------------------------------------------------------ COMPUTERS & PERIPHERALS (1.6%) Apple 289,293(b) 24,801,089 Dell 136,603(b,d) 3,312,623 Hewlett-Packard 704,171 30,476,521 -------------- Total 58,590,233 - ------------------------------------------------------------------------------------------ COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) DIVERSIFIED TELECOMMUNICATION SERVICES (5.5%) AT&T 2,090,787 $ 78,676,316 Chunghwa Telecom ADR 72,740(c) 1,506,445 COLT Telecom Group 1,117,719(b,c) 3,530,219 Embarq 539,146 29,927,994 France Telecom 561,307(c) 15,601,104 Qwest Communications Intl 6,793,065(b) 55,363,480 Verizon Communications 41,308 1,591,184 Windstream 741,635 11,035,529 -------------- Total 197,232,271 - ------------------------------------------------------------------------------------------ FOOD & STAPLES RETAILING (0.6%) Safeway 426,283 15,358,976 Wal-Mart Stores 169,308 8,074,299 -------------- Total 23,433,275 - ------------------------------------------------------------------------------------------ FOOD PRODUCTS (0.8%) General Mills 134,676 7,708,854 Kellogg 425,177 20,948,471 -------------- Total 28,657,325 - ------------------------------------------------------------------------------------------ HEALTH CARE EQUIPMENT & SUPPLIES (3.0%) Boston Scientific 3,186,458(b) 58,790,151 Medtronic 612,221 32,723,212 Stryker 134,798 8,349,388 Zimmer Holdings 97,343(b) 8,198,227 -------------- Total 108,060,978 - ------------------------------------------------------------------------------------------ HEALTH CARE PROVIDERS & SERVICES (4.5%) Cardinal Health 759,322 54,230,776 Caremark Rx 359,295 22,010,412 Humana 320,215(b) 17,771,933 McKesson 558,918 31,159,679 UnitedHealth Group 723,828 37,827,251 -------------- Total 163,000,051 - ------------------------------------------------------------------------------------------ HOTELS, RESTAURANTS & LEISURE (0.8%) Harrah's Entertainment 217,121 18,342,382 Pinnacle Entertainment 323,117(b) 11,157,230 -------------- Total 29,499,612 - ------------------------------------------------------------------------------------------ See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ 14 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) HOUSEHOLD PRODUCTS (3.9%) Colgate-Palmolive 708,252 $ 48,373,612 Procter & Gamble 1,198,085 77,719,773 Spectrum Brands 1,300,006(b) 15,730,073 -------------- Total 141,823,458 - ------------------------------------------------------------------------------------------ INDUSTRIAL CONGLOMERATES (1.9%) General Electric 1,885,572 67,974,871 - ------------------------------------------------------------------------------------------ INSURANCE (3.0%) ACE 360,351(c) 20,821,081 AFLAC 77,624 3,695,679 American Intl Group 951,708 65,144,412 Hartford Financial Services Group 40,168 3,812,345 Prudential Financial 180,240 16,064,791 -------------- Total 109,538,308 - ------------------------------------------------------------------------------------------ INTERNET SOFTWARE & SERVICES (6.1%) eBay 2,601,865(b,g) 84,274,407 Google Cl A 266,845(b,d) 133,769,399 VeriSign 74,116(b) 1,771,372 -------------- Total 219,815,178 - ------------------------------------------------------------------------------------------ IT SERVICES (1.7%) Electronic Data Systems 860,211 22,632,151 First Data 1,587,721 39,470,744 -------------- Total 62,102,895 - ------------------------------------------------------------------------------------------ MACHINERY (0.3%) Flowserve 190,918(b) 10,132,018 - ------------------------------------------------------------------------------------------ MEDIA (14.2%) Charter Communications Cl A 2,717,734(b) 9,512,069 Comcast Cl A 738,056(b,d) 32,710,642 Idearc 18,849(b) 611,085 Liberty Global Cl A 1,328,669(b) 39,939,790 Liberty Global Series C 591,197(b) 16,689,491 News Corp Cl A 1,311,636 30,495,537 NTL 11,232,714(g) 306,091,458 RH Donnelley 160,314 10,673,706 Vivendi 632,519(c) 26,096,928 WorldSpace Cl A 419,274(b,d) 1,563,892 XM Satellite Radio Holdings Cl A 2,549,599(b) 36,229,802 -------------- Total 510,614,400 - ------------------------------------------------------------------------------------------ COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) METALS & MINING (1.2%) Coeur d'Alene Mines 4,180,885(b) $ 18,312,276 Newmont Mining 526,886(d) 23,762,559 -------------- Total 42,074,835 - ------------------------------------------------------------------------------------------ MULTILINE RETAIL (0.1%) Federated Department Stores 91,396 3,792,020 - ------------------------------------------------------------------------------------------ OIL, GAS & CONSUMABLE FUELS (3.4%) Chevron 144,847 10,556,449 Exxon Mobil 1,144,967 84,842,054 Kinder Morgan Management LLC --(b) 16 Total 267,595(c) 18,185,330 Valero Energy 137,781 7,478,753 -------------- Total 121,062,602 - ------------------------------------------------------------------------------------------ PHARMACEUTICALS (8.5%) AstraZeneca 1,158,953(c) 64,887,673 Bristol-Myers Squibb 989,916 28,499,682 Eli Lilly & Co 355,432 19,235,980 Johnson & Johnson 695,513 46,460,268 Merck & Co 1,676,939 75,043,020 Pfizer 2,152,041 56,469,556 Schering-Plough 651,418 16,285,450 -------------- Total 306,881,629 - ------------------------------------------------------------------------------------------ SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (0.6%) Agere Systems 162,403(b) 3,270,796 Atmel 1,172,310(b) 7,010,414 LSI Logic 362,823(b) 3,410,536 Spansion Cl A 595,975(b) 7,646,360 United Microelectronics ADR 232,402(c) 825,027 -------------- Total 22,163,133 - ------------------------------------------------------------------------------------------ SOFTWARE (3.5%) Electronic Arts 102,429(b) 5,121,450 Hyperion Solutions 21,052(b) 888,815 Microsoft 3,088,749 95,318,794 Nuance Communications 145,828(b) 1,679,939 Symantec 1,310,045(b,d) 23,200,897 -------------- Total 126,209,895 - ------------------------------------------------------------------------------------------ THRIFTS & MORTGAGE FINANCE (0.4%) Countrywide Financial 350,680 15,247,566 - ------------------------------------------------------------------------------------------ See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 15 COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) TOBACCO (2.6%) Altria Group 920,247 $ 80,420,385 Imperial Tobacco Group ADR 179,423(c) 14,608,621 -------------- Total 95,029,006 - ------------------------------------------------------------------------------------------ WIRELESS TELECOMMUNICATION SERVICES (9.0%) ALLTEL 1,544,825 94,682,324 Hutchison Telecommunications Intl 10,840,402(b,c) 26,101,712 Orascom Telecom Holding GDR 397,225(c) 27,408,525 Sprint Nextel 1,806,745 32,214,263 Vodafone Group 44,891,064(c) 131,363,857 Vodafone Group ADR 443,565(c) 13,036,375 -------------- Total 324,807,056 - ------------------------------------------------------------------------------------------ TOTAL COMMON STOCKS (Cost: $3,004,064,492) $3,453,750,757 - ------------------------------------------------------------------------------------------ OPTIONS PURCHASED (0.9%) ISSUER CONTRACTS EXERCISE EXPIRATION VALUE(a) PRICE DATE CALLS ALLTEL 4,455 $65.00 April 2007 $ 634,838 eBay 2,338 30.00 Feb. 2007 596,190 NTL 33,290 27.50 June 2007 7,407,025 NTL 11,090 27.50 Jan. 2008 3,936,950 - ------------------------------------------------------------------------------------------ OPTIONS PURCHASED (CONTINUED) ISSUER CONTRACTS EXERCISE EXPIRATION VALUE(a) PRICE DATE PUTS Mini Nasdaq 100 Index 12,467 $ 177.50 June 2007 $ 6,794,515 Nasdaq 100 Trust Series 1 85,220 44.00 June 2007 13,209,100 S&P 500 Index 1,765 1,350.00 March 2007 485,375 - ------------------------------------------------------------------------------------------ TOTAL OPTIONS PURCHASED (Cost: $36,603,270) $33,063,993 - ------------------------------------------------------------------------------------------ MONEY MARKET FUND (3.2%)(e) SHARES VALUE(a) RiverSource Short-Term Cash Fund 114,284,957(h) $ 114,284,957 - ------------------------------------------------------------------------------------------ TOTAL MONEY MARKET FUND (Cost: $114,284,957) $ 114,284,957 - ------------------------------------------------------------------------------------------ TOTAL INVESTMENTS IN SECURITIES (Cost: $3,154,952,719)(i) $3,601,099,707 ========================================================================================== See accompanying notes to investments in securities. - -------------------------------------------------------------------------------- 16 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT NOTES TO INVESTMENTS IN SECURITIES (a) Securities are valued by procedures described in Note 1 to the financial statements. (b) Non-income producing. (c) Foreign security values are stated in U.S. dollars. At Jan. 31, 2007, the value of foreign securities represented 12.6% of net assets. (d) At Jan. 31, 2007, security was partially or fully on loan. See Note 6 to the financial statements. (e) Cash collateral received from security lending activity is invested in an affiliated money market fund and represents 0.6% of net assets. See Note 6 to the financial statements. 2.6% of net assets is the Fund's cash equivalent position. (f) Identifies issues considered to be illiquid as to their marketability (see Note 1 to the financial statements). These securities may be valued at fair value according to methods selected in good faith by the Fund's Board of Directors. Information concerning such security holdings at Jan. 31, 2007, is as follows: SECURITY ACQUISITION COST DATES --------------------------------------------------------------------------------- KKR Private Equity Investors LP Unit 05-01-06 thru 12-14-06 $34,712,336 (g) At Jan. 31, 2007, securities valued at $138,976,731 were held to cover open call options written as follows (see Note 7 to the financial statements): ISSUER CONTRACTS EXERCISE EXPIRATION VALUE(a) PRICE DATE --------------------------------------------------------------------------------- eBay 5,570 $32.50 Feb. 2007 $ 389,900 NTL 33,290 30.00 June 2007 3,994,800 NTL 11,090 30.00 Jan. 2008 2,550,700 --------------------------------------------------------------------------------- Total value $6,935,400 --------------------------------------------------------------------------------- (h) Affiliated Money Market Fund - See Note 8 to the financial statements. (i) At Jan. 31, 2007, the cost of securities for federal income tax purposes was approximately $3,154,953,000 and the approximate aggregate gross unrealized appreciation and depreciation based on that cost was: Unrealized appreciation $471,421,000 Unrealized depreciation (25,274,000) --------------------------------------------------------------------------------- Net unrealized appreciation $446,147,000 --------------------------------------------------------------------------------- The Global Industry Classification Standard (GICS) was developed by and is the exclusive property of Morgan Stanley Capital International Inc. and Standard & Poor's, a division of The McGraw-Hill Companies, Inc. HOW TO FIND INFORMATION ABOUT THE FUND'S PORTFOLIO HOLDINGS (i) The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (Commission) for the first and third quarters of each fiscal year on Form N-Q; (ii) The Fund's Forms N-Q are available on the Commission's website at http://www.sec.gov; (iii) The Fund's Forms N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, DC (information on the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330); and (iv) The Fund's complete schedule of portfolio holdings, as disclosed in its annual and semiannual shareholder reports and in its filings on Form N-Q, can be found at riversource.com/funds. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 17 FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES JAN. 31, 2007 (UNAUDITED) ASSETS Investments in securities, at value (Note 1) Unaffiliated issuers* (identified cost $3,040,667,762) $3,486,814,750 Affiliated money market fund (identified cost $114,284,957) (Note 8) 114,284,957 - ------------------------------------------------------------------------------------------------- Total investments in securities (identified cost $3,154,952,719) 3,601,099,707 Foreign currency holdings (identified cost $20,274) (Note 1) 19,943 Capital shares receivable 297,755 Dividends and accrued interest receivable 4,777,081 Receivable for investment securities sold 58,109,249 - ------------------------------------------------------------------------------------------------- Total assets 3,664,303,735 - ------------------------------------------------------------------------------------------------- LIABILITIES Disbursements in excess of cash on demand deposit 658,999 Capital shares payable 304,477 Payable for investment securities purchased 28,204,834 Payable upon return of securities loaned (Note 6) 20,514,175 Unrealized depreciation on foreign currency contracts held, at value (Note 5) 762 Accrued investment management services fee 55,781 Accrued distribution fee 30,674 Accrued transfer agency fee 777 Accrued administrative services fee 4,964 Accrued plan administration services fee 1,591 Other accrued expenses 555,461 Options contracts written, at value (premiums received $4,170,057) (Note 7) 6,935,400 - ------------------------------------------------------------------------------------------------- Total liabilities 57,267,895 - ------------------------------------------------------------------------------------------------- Net assets applicable to outstanding capital stock $3,607,035,840 ================================================================================================= - ------------------------------------------------------------------------------ 18 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT STATEMENT OF ASSETS AND LIABILITIES (CONTINUED) JAN. 31, 2007 (UNAUDITED) REPRESENTED BY Capital stock -- $.01 par value (Note 1) $ 1,117,061 Additional paid-in capital 3,734,283,266 Undistributed net investment income 563,088 Accumulated net realized gain (loss) (Note 10) (572,321,762) Unrealized appreciation (depreciation) on investments and on translation of assets and liabilities in foreign currencies (Note 5) 443,394,187 - ------------------------------------------------------------------------------------------------------------------------- Total -- representing net assets applicable to outstanding capital stock $3,607,035,840 ========================================================================================================================= Net assets applicable to outstanding shares: Class A $2,489,849,877 Class B $ 481,239,597 Class C $ 20,790,979 Class I $ 383,087,665 Class R2 $ 5,125 Class R3 $ 5,126 Class R4 $ 232,047,149 Class R5 $ 5,129 Class W $ 5,193 Net asset value per share of outstanding capital stock: Class A shares 76,368,707 $ 32.60 Class B shares 16,154,009 $ 29.79 Class C shares 698,485 $ 29.77 Class I shares 11,491,239 $ 33.34 Class R2 shares 155 $ 33.06 Class R3 shares 155 $ 33.07 Class R4 shares 6,992,996 $ 33.18 Class R5 shares 155 $ 33.09 Class W shares 157 $ 33.08 - ------------------------------------------------------------------------------------------------------------------------- *Including securities on loan, at value (Note 6) $ 19,759,321 - ------------------------------------------------------------------------------------------------------------------------- See accompanying notes to financial statements. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 19 STATEMENT OF OPERATIONS SIX MONTHS ENDED JAN. 31, 2007 (UNAUDITED) INVESTMENT INCOME Income: Dividends $20,167,906 Interest 818,376 Income distributions from affiliated money market fund (Note 8) 3,246,014 Fee income from securities lending (Note 6) 59,140 Less foreign taxes withheld (223,850) - ------------------------------------------------------------------------------------ Total income 24,067,586 - ------------------------------------------------------------------------------------ Expenses (Note 2): Investment management services fee 11,695,879 Distribution fee Class A 3,035,481 Class B 2,369,935 Class C 98,572 Class R2 3 Class R3 2 Class W 2 Transfer agency fee Class A 2,430,085 Class B 529,688 Class C 21,238 Class R4 175,762 Class W 2 Service fee -- Class R4 93,050 Administrative services fees and expenses 888,949 Plan administration services fee Class R2 2 Class R3 2 Class R4 83,083 Compensation of board members 34,587 Custodian fees 143,750 Printing and postage 388,500 Registration fees 87,500 Professional fees 25,446 Other 91,315 - ------------------------------------------------------------------------------------ Total expenses 22,192,833 Earnings and bank fee credits on cash balances (Note 2) (135,166) - ------------------------------------------------------------------------------------ Total net expenses 22,057,667 - ------------------------------------------------------------------------------------ Investment income (loss) -- net 2,009,919 - ------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------ 20 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT STATEMENT OF OPERATIONS (CONTINUED) SIX MONTHS ENDED JAN. 31, 2007 (UNAUDITED) REALIZED AND UNREALIZED GAIN (LOSS) -- NET Net realized gain (loss) on: Security transactions (Note 3) $ (7,969,401) Foreign currency transactions 92,962 Options contracts written (Note 7) (4,838,738) - -------------------------------------------------------------------------------------- Net realized gain (loss) on investments (12,715,177) Net change in unrealized appreciation (depreciation) on investments and on translation of assets and liabilities in foreign currencies 486,935,015 - -------------------------------------------------------------------------------------- Net gain (loss) on investments and foreign currencies 474,219,838 - -------------------------------------------------------------------------------------- Net increase (decrease) in net assets resulting from operations $476,229,757 ====================================================================================== See accompanying notes to financial statements. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 21 STATEMENTS OF CHANGES IN NET ASSETS JAN. 31, 2007 SIX MONTHS ENDED JULY 31, 2006 (UNAUDITED) YEAR ENDED OPERATIONS AND DISTRIBUTIONS Investment income (loss) -- net $ 2,009,919 $ 21,536,361 Net realized gain (loss) on investments (12,715,177) 378,492,867 Net change in unrealized appreciation (depreciation) on investments and on translation of assets and liabilities in foreign currencies 486,935,015 (369,575,760) - ------------------------------------------------------------------------------------------------------------ Net increase (decrease) in net assets resulting from operations 476,229,757 30,453,468 - ------------------------------------------------------------------------------------------------------------ Distributions to shareholders from: Net investment income Class A (17,085,736) (766,414) Class C (21,069) -- Class I (3,983,286) (240,149) Class R2 (55) N/A Class R3 (55) N/A Class R4 (1,999,289) (164,443) Class R5 (56) N/A Class W (55) N/A - ------------------------------------------------------------------------------------------------------------ Total distributions (23,089,601) (1,171,006) - ------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------ 22 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED) JAN. 31, 2007 SIX MONTHS ENDED JULY 31, 2006 (UNAUDITED) YEAR ENDED CAPITAL SHARE TRANSACTIONS (NOTE 4) Proceeds from sales Class A shares (Note 2) $ 106,125,554 $ 723,627,727 Class B shares 21,420,948 155,729,842 Class C shares 2,068,751 8,410,448 Class I shares 83,689,229 109,795,697 Class R2 shares 5,000 N/A Class R3 shares 5,000 N/A Class R4 shares 12,250,611 54,128,249 Class R5 shares 5,000 N/A Class W shares 5,000 N/A Reinvestment of distributions at net asset value Class A shares 16,668,461 748,320 Class C shares 20,543 -- Class I shares 3,983,218 240,142 Class R4 shares 1,999,289 164,443 Payments for redemptions Class A shares (297,956,346) (500,308,297) Class B shares (Note 2) (65,259,054) (269,341,808) Class C shares (Note 2) (2,619,041) (4,706,122) Class I shares (1,393,093) (3,449,675) Class R4 shares (80,155,500) (96,349,570) - -------------------------------------------------------------------------------------------------------------- Increase (decrease) in net assets from capital share transactions (199,136,430) 178,689,396 - -------------------------------------------------------------------------------------------------------------- Total increase (decrease) in net assets 254,003,726 207,971,858 Net assets at beginning of period 3,353,032,114 3,145,060,256 - -------------------------------------------------------------------------------------------------------------- Net assets at end of period $ 3,607,035,840 $ 3,353,032,114 ============================================================================================================== Undistributed net investment income $ 563,088 $ 21,642,770 - -------------------------------------------------------------------------------------------------------------- See accompanying notes to financial statements. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 23 NOTES TO FINANCIAL STATEMENTS (Unaudited as to Jan. 31, 2007) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Fund is a series of RiverSource Large Cap Series, Inc. and is registered under the Investment Company Act of 1940 (as amended) as a diversified, open-end management investment company. RiverSource Large Cap Series, Inc. has 10 billion authorized shares of capital stock that can be allocated among the separate series as designated by the Board. The Fund invests primarily in common stocks of U.S. and foreign companies that appear to offer growth opportunities. The Fund offers Class A, Class B, Class C and Class R4 shares. o Class A shares are sold with a front-end sales charge. o Class B shares may be subject to a contingent deferred sales charge (CDSC) and automatically convert to Class A shares during the ninth year of ownership. o Class C shares may be subject to a CDSC. o Class R4 shares have no sales charge and are offered only to qualifying institutional investors. In September 2006, the Board approved renaming Class Y as Class R4, terminating the shareholder servicing agreement, revising the fee structure under the transfer agent agreement from account-based to asset-based, and adopting a plan administration services agreement. These changes were effective Dec. 11, 2006. The Fund offers an additional class of shares, Class I, exclusively to certain institutional investors. Class I shares have no sales charge and are made available through a separate prospectus supplement provided to investors eligible to purchase the shares. At Jan. 31, 2007, Ameriprise Financial, Inc. (Ameriprise Financial) and the affiliated funds-of-funds owned 100% of Class I shares. Effective Dec. 11, 2006, the Fund offers additional classes of shares, Class R2, Class R3 and Class R5, offered to certain institutional investors. These shares are sold without a front-end sales charge or CDSC. At Jan. 31, 2007, Ameriprise Financial owned 100% of Class R2, Class R3 and Class R5 shares. Effective Dec. 1, 2006, the Fund offers an additional class of shares, Class W, offered through qualifying discretionary accounts. Class W shares are sold without a front-end sales charge or CDSC. At Jan. 31, 2007, Ameriprise Financial owned 100% of Class W shares. At Jan. 31, 2007, Ameriprise Financial and the affiliated funds-of-funds owned approximately 10% of the total outstanding Fund Shares. - ------------------------------------------------------------------------------ 24 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT All classes of shares have identical voting, dividend and liquidation rights. Class specific expenses (e.g., distribution and service fees, transfer agency fees, plan administration fees) differ among classes. Income, expenses (other than class specific expenses) and realized and unrealized gains or losses on investments are allocated to each class of shares based upon its relative net assets. The Fund's significant accounting policies are summarized below: USE OF ESTIMATES Preparing financial statements that conform to U.S. generally accepted accounting principles requires management to make estimates (e.g., on assets, liabilities and contingent assets and liabilities) that could differ from actual results. VALUATION OF SECURITIES All securities are valued at the close of each business day. Securities traded on national securities exchanges or included in national market systems are valued at the last quoted sales price. Debt securities are generally traded in the over-the-counter market and are valued at a price that reflects fair value as quoted by dealers in these securities or by an independent pricing service. Pursuant to procedures adopted by the Board of Directors of the funds, Ameriprise Financial utilizes Fair Value Pricing (FVP). FVP determinations are made in good faith in accordance with these procedures. If a development or event is so significant that there is a reasonably high degree of certainty that the effect of the development or event has actually caused the closing price to no longer reflect the actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the New York Stock Exchange. Significant events include material movements in the U.S. securities markets prior to the opening of foreign markets on the following trading day. FVP results in an estimated price that reasonably reflects the current market conditions in order to value the portfolio holdings such that shareholder transactions receive a fair net asset value. Short-term securities maturing in more than 60 days from the valuation date are valued at the market price or approximate market value based on current interest rates; those maturing in 60 days or less are valued at amortized cost. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 25 ILLIQUID SECURITIES At Jan. 31, 2007, investments in securities included issues that are illiquid which the Fund currently limits to 10% of net assets, at market value, at the time of purchase. The aggregate value of such securities as of Jan. 31, 2007 was $36,246,322 representing 1.00% of net assets. These securities are valued at fair value according to methods selected in good faith by the Board. According to board guidelines, certain unregistered securities are determined to be liquid and are not included within the 10% limitation specified above. Assets are liquid if they can be sold or disposed of in the ordinary course of business within seven days at approximately the value which the asset is valued by the Fund. OPTION TRANSACTIONS To produce incremental earnings, protect gains and facilitate buying and selling of securities for investments, the Fund may buy and write options traded on any U.S. or foreign exchange or in the over-the-counter market where completing the obligation depends upon the credit standing of the other party. The Fund also may buy and sell put and call options and write covered call options on portfolio securities as well as write cash-secured put options. The risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases. The risk in writing a put option is that the Fund may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying an option is that the Fund pays a premium whether or not the option is exercised. The Fund also has the additional risk of being unable to enter into a closing transaction if a liquid secondary market does not exist. Option contracts are valued daily at the closing prices on their primary exchanges and unrealized appreciation or depreciation is recorded. The Fund will realize a gain or loss when the option transaction expires or closes. When an option is exercised, the proceeds on sales for a written call option, the purchase cost for a written put option or the cost of a security for a purchased put or call option is adjusted by the amount of premium received or paid. FUTURES TRANSACTIONS To gain exposure to or protect itself from market changes, the Fund may buy and sell financial futures contracts traded on any U.S. or foreign exchange. The Fund also may buy and write put and call options on these futures contracts. Risks of entering into futures contracts and related options include the possibility of an illiquid market and that a change in the value of the contract or option may not correlate with changes in the value of the underlying securities. - ------------------------------------------------------------------------------ 26 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT Upon entering into a futures contract, the Fund is required to deposit either cash or securities in an amount (initial margin) equal to a certain percentage of the contract value. Subsequent payments (variation margin) are made or received by the Fund each day. The variation margin payments are equal to the daily changes in the contract value and are recorded as unrealized gains and losses. The Fund recognizes a realized gain or loss when the contract is closed or expires. FOREIGN CURRENCY TRANSLATIONS AND FOREIGN CURRENCY CONTRACTS Securities and other assets and liabilities denominated in foreign currencies are translated daily into U.S. dollars. Foreign currency amounts related to the purchase or sale of securities and income and expenses are translated at the exchange rate on the transaction date. The effect of changes in foreign exchange rates on realized and unrealized security gains or losses is reflected as a component of such gains or losses. In the statement of operations, net realized gains or losses from foreign currency transactions, if any, may arise from sales of foreign currency, closed forward contracts, exchange gains or losses realized between the trade date and settlement date on securities transactions, and other translation gains or losses on dividends, interest income and foreign withholding taxes. At Jan. 31, 2007, foreign currency holdings were entirely comprised of European monetary units. The Fund may enter into forward foreign currency exchange contracts for operational purposes and to protect against adverse exchange rate fluctuation. The net U.S. dollar value of foreign currency underlying all contractual commitments held by the Fund and the resulting unrealized appreciation or depreciation are determined using foreign currency exchange rates from an independent pricing service. The Fund is subject to the credit risk that the other party will not complete its contract obligations. GUARANTEES AND INDEMNIFICATIONS Under the Fund's organizational documents, its officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, certain of the Fund's contracts with its service providers contain general indemnification clauses. The Fund's maximum exposure under these arrangements is unknown since the amount of any future claims that may be made against the Fund cannot be determined and the Fund has no historical basis for predicting the likelihood of any such claims. FEDERAL TAXES The Fund's policy is to comply with Subchapter M of the Internal Revenue Code that applies to regulated investment companies and to distribute substantially all of its taxable income to the shareholders. No provision for income or excise taxes is thus required. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 27 Net investment income (loss) and net realized gains (losses) may differ for financial statement and tax purposes primarily because of deferred losses on certain futures contracts and losses deferred due to "wash sale" transactions. The character of distributions made during the year from net investment income or net realized gains may differ from their ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the year that the income or realized gains (losses) were recorded by the Fund. RECENT ACCOUNTING PRONOUNCEMENTS On Sept. 20, 2006, the Financial Accounting Standards Board ("FASB") released Statement of Financial Accounting Standards No. 157 "Fair Value Measurements" ("SFAS 157"). SFAS 157 establishes an authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair-value measurements. The application of SFAS 157 is required for fiscal years beginning after Nov. 15, 2007 and interim periods within those fiscal years. The impact of SFAS 157 on the Fund's financial statements is being evaluated. In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation 48 (FIN 48), "Accounting for Uncertainty in Income Taxes." FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with FASB Statement 109, "Accounting for Income Taxes." FIN 48 prescribes a two-step process to recognize and measure a tax position taken or expected to be taken in a tax return. The first step is to determine whether a tax position has met the more-likely-than-not recognition threshold and the second step is to measure a tax position that meets the threshold to determine the amount of benefit to recognize. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective for fiscal years beginning after Dec. 15, 2006. Tax positions of the Fund are being evaluated to determine the impact, if any, to the Fund. The adoption of FIN 48 is not anticipated to have a material impact on the Fund. DIVIDENDS TO SHAREHOLDERS An annual dividend from net investment income, declared and paid at the end of the calendar year, when available, is reinvested in additional shares of the Fund at net asset value or payable in cash. Capital gains, when available, are distributed along with the income dividend. - ------------------------------------------------------------------------------ 28 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT OTHER Security transactions are accounted for on the date securities are purchased or sold. Interest income, including amortization of premium, market discount and original issue discount using the effective interest method, is accrued daily. 2. EXPENSES AND SALES CHARGES Under an Investment Management Services Agreement, RiverSource Investments, LLC (the Investment Manager) determines which securities will be purchased, held or sold. The management fee is a percentage of the Fund's average daily net assets that declines from 0.60% to 0.375% annually as the Fund's assets increase. The fee may be adjusted upward or downward by a performance incentive adjustment based on a comparison of the performance of Class A shares of the Fund to the Lipper Large-Cap Growth Funds Index. In certain circumstances, the Board may approve a change in the index. The maximum adjustment is 0.12% per year. If the performance difference is less than 0.50%, the adjustment will be zero. The adjustment increased the fee by $1,753,422 for the six months ended Jan. 31, 2007. Under an Administrative Services Agreement, the Fund pays Ameriprise Financial a fee for administration and accounting services at a percentage of the Fund's average daily net assets that declines from 0.06% to 0.03% annually as the Fund's assets increase. Other expenses in the amount of $33,499 are for, among other things, certain expenses of the Fund or the Board including: Fund boardroom and office expense, employee compensation, employee health and retirement benefits, and certain other expenses. Payment of these Fund and Board expenses is facilitated by a company providing limited administrative services to the Fund and the Board. Compensation of Board members includes, for the former Board Chair, compensation as well as retirement benefits. Certain other aspects of the former Board Chair's compensation, including health benefits and payment of certain other expenses, are included under other expenses. Under a Deferred Compensation Plan (the Plan), non-interested board members may defer receipt of their compensation. Deferred amounts are treated as though equivalent dollar amounts had been invested in shares of the Fund or other RiverSource funds. The Fund's liability for these amounts is adjusted for market value changes and remains in the Fund until distributed in accordance with the Plan. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 29 Professional fees include fees paid by the Fund for legal services and independent auditor services. Under a Transfer Agency Agreement, RiverSource Service Corporation (the Transfer Agent) maintains shareholder accounts and records. The Fund pays the Transfer Agent an annual fee per shareholder account for this service as follows: o Class A $19.50 o Class B $20.50 o Class C $20.00 Effective Dec. 11, 2006, as part of the Board's approval to rename Class Y as Class R4, the fee structure under the Transfer Agency Agreement was revised from an account-based fee for Class Y to an asset-based fee for Class R4. The Fund will pay the Transfer Agent an annual asset-based fee of 0.05% of the Fund's average daily net asset attributable to Class R4 shares. Prior to Dec. 11, 2006, the Fund paid the Transfer Agent an annual account-based fee of $17.50 per shareholder account. In addition, with the introduction of Class R2, Class R3, Class R5 and Class W shares, the Fund will pay the Transfer Agent an annual asset-based fee at a rate of 0.05% of the Fund's average daily net assets attributable to Class R2, Class R3 and Class R5 shares and an annual asset-based fee at a rate of 0.20% of the Fund's average daily net assets attributable to Class W shares. Prior to Dec. 11, 2006, Class I paid a transfer agency fee at an annual rate per shareholder account of $1. This amount is included in the transfer agency fee on the statement of operations. Effective Dec. 11, 2006, this fee was eliminated. The Transfer Agent charges an annual closed account fee of $5 per inactive account, charged on a pro rata basis for 12 months from the date the account becomes inactive. These fees are included in the transfer agency fees on the statement of operations. The Fund has agreements with Ameriprise Financial Services, Inc. and RiverSource Distributors, Inc. (collectively, the Distributor) for distribution and shareholder services. Under a Plan and Agreement of Distribution pursuant to Rule 12b-1, the Fund pays a fee at an annual rate of up to 0.25% of the Fund's average daily net assets attributable to Class A, Class R3 and Class W shares, a fee at an annual rate of up to 0.50% of the Fund's average daily net assets attributable to Class R2 shares and a fee at an annual rate of up to 1.00% of the Fund's average daily net assets attributable to Class B and Class C shares. - ------------------------------------------------------------------------------ 30 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT Beginning Dec. 11, 2006, a new Plan Administration Services Agreement was adopted for the restructured Class R4 and the introduction of Class R2 and Class R3. The fee is calculated at a rate of 0.25% of the Fund's average daily net assets attributable to Class R2, Class R3 and Class R4 shares. Prior to Dec. 11, 2006, under a Shareholder Service Agreement, the Fund paid the Distributor a fee for service provided to shareholders by the Distributor and other servicing agents with respect to those shares. The fee was calculated at a rate of 0.10% of the Fund's average daily net assets attributable to Class Y shares. Effective Dec. 11, 2006, this agreement was terminated. Sales charges received by the Distributor for distributing Fund shares were $1,298,997 for Class A, $229,341 for Class B and $1,641 for Class C for the six months ended Jan. 31, 2007. In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the funds in which it invests (also referred to as "acquired funds"), including affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange traded funds). Because the acquired funds have varied expense and fee levels and the Fund may own different proportions of acquired funds at different times, the amount of fees and expenses incurred indirectly by the Fund will vary. Effective Dec. 11, 2006, with the renaming of Class Y as Class R4, the Investment Manager and its affiliates have agreed to waive certain fees and expenses until July 31, 2007, unless sooner terminated at the discretion of the Board, such that net expenses (excluding fees and expenses of acquired funds), before giving effect to any performance incentive adjustment, will not exceed 0.97% for Class R4. During the six months ended Jan. 31, 2007, the Fund's custodian and transfer agency fees were reduced by $135,166 as a result of earnings and bank fee credits from overnight cash balances. The Fund also pays custodian fees to Ameriprise Trust Company, an affiliate of Ameriprise Financial. 3. SECURITIES TRANSACTIONS Cost of purchases and proceeds from sales of securities (other than short-term obligations) aggregated $1,550,820,368 and $1,876,771,037, respectively, for the six months ended Jan. 31, 2007. Realized gains and losses are determined on an identified cost basis. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 31 4. CAPITAL SHARE TRANSACTIONS Transactions in shares of capital stock for the periods indicated are as follows: SIX MONTHS ENDED JAN. 31, 2007 CLASS A CLASS B CLASS C CLASS I CLASS R2(a) - --------------------------------------------------------------------------------------------------------------- Sold 3,450,254 766,422 73,619 2,681,442 155 Issued for reinvested distributions 525,985 -- 710 123,015 -- Redeemed (9,774,396) (2,349,527) (94,324) (43,733) -- - --------------------------------------------------------------------------------------------------------------- Net increase (decrease) (5,798,157) (1,583,105) (19,995) 2,760,724 155 - --------------------------------------------------------------------------------------------------------------- CLASS R3(a) CLASS R4(b) CLASS R5(a) CLASS W(c) - --------------------------------------------------------------------------------------------------------------- Sold 155 390,032 155 157 Issued for reinvested distributions -- 62,013 -- -- Redeemed -- (2,562,418) -- -- - --------------------------------------------------------------------------------------------------------------- Net increase (decrease) 155 (2,110,373) 155 157 - --------------------------------------------------------------------------------------------------------------- YEAR ENDED JULY 31, 2006 CLASS A CLASS B CLASS C CLASS I CLASS R2 - --------------------------------------------------------------------------------------------------------------- Sold 25,321,178 5,918,299 320,095 3,763,917 N/A Issued for reinvested distributions 25,727 -- -- 8,083 N/A Redeemed (17,311,509) (10,403,829) (178,061) (113,992) N/A - --------------------------------------------------------------------------------------------------------------- Net increase (decrease) 8,035,396 (4,485,530) 142,034 3,658,008 N/A - --------------------------------------------------------------------------------------------------------------- CLASS R3 CLASS R4(b) CLASS R5 CLASS W - --------------------------------------------------------------------------------------------------------------- Sold N/A 1,827,502 N/A N/A Issued for reinvested distributions N/A 5,559 N/A N/A Redeemed N/A (3,287,393) N/A N/A - --------------------------------------------------------------------------------------------------------------- Net increase (decrease) N/A (1,454,332) N/A N/A - --------------------------------------------------------------------------------------------------------------- (a) Inception date is Dec. 11, 2006. (b) Effective Dec. 11, 2006, Class Y was renamed Class R4. (c) Inception date is Dec. 1, 2006. - -------------------------------------------------------------------------------- 32 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 5. FORWARD FOREIGN CURRENCY CONTRACTS At Jan. 31, 2007, the Fund has a forward foreign currency exchange contract that obligates it to deliver currency at a specified future date. The unrealized depreciation on this contract is included in the accompanying financial statements. See "Summary of significant accounting policies." The terms of the open contract are as follows: EXCHANGE DATE CURRENCY TO CURRENCY TO UNREALIZED UNREALIZED BE DELIVERED BE RECEIVED APPRECIATION DEPRECIATION - -------------------------------------------------------------------------------------------------------------- Feb. 5, 2007 1,527,814 3,001,084 $-- $762 British Pound U.S. Dollar 6. LENDING OF PORTFOLIO SECURITIES In order to generate additional income, the Fund may lend securities representing up to one-third of the value of its total assets (which includes collateral for securities on loan) to broker-dealers, banks, or other institutional borrowers of securities. The Fund receives collateral in the form of cash and U.S. government securities, equal to at least 100% of the value of securities loaned, which is marked to the market value of the loaned securities daily until the securities are returned, e.g., if the value of the securities on loan increases, additional cash collateral is provided by the borrower. The Investment Manager serves as securities lending agent for the Fund under the investment management services agreement pursuant to which the Fund has agreed to reimburse the Investment Manager for expenses incurred by it in connection with the lending program, and pursuant to guidelines adopted by and under the oversight of the Board. At Jan. 31, 2007, securities valued at $19,759,321 were on loan to brokers. For collateral, the Fund received $20,514,175 in cash. Cash collateral received is invested in an affiliated money market fund and short-term securities, including U.S. government securities or other high-grade debt obligations, which are included in the "Investments in securities." Income from securities lending amounted to $59,140 for the six months ended Jan. 31, 2007. The risks to the Fund of securities lending are that the borrower may not provide additional collateral when required or return the securities when due. 7. OPTIONS CONTRACTS WRITTEN Contracts and premiums associated with options contracts written are as follows: SIX MONTHS ENDED JAN. 31, 2007 CALLS - ------------------------------------------------------------------------------------------------- CONTRACTS PREMIUMS - ------------------------------------------------------------------------------------------------- Balance July 31, 2006 2,515 $ 5,531,700 Opened 49,950 4,170,057 Closed (2,515) (5,531,700) - ------------------------------------------------------------------------------------------------- Balance Jan. 31, 2007 49,950 $ 4,170,057 - ------------------------------------------------------------------------------------------------- See "Summary of significant accounting policies." - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 33 8. AFFILIATED MONEY MARKET FUND The Fund may invest its daily cash balance in RiverSource Short-Term Cash Fund, a money market fund established for the exclusive use of the RiverSource funds and other institutional clients of RiverSource Investments. 9. BANK BORROWINGS The Fund has a revolving credit agreement with a syndicate of banks headed by JPMorgan Chase Bank, N.A. (JPMCB), whereby the Fund may borrow for the temporary funding of shareholder redemptions or for other temporary or emergency purposes. The agreement went into effect Sept. 19, 2006. The Fund must maintain asset coverage for borrowings of at least 300%. The agreement, which enables the Fund to participate with other RiverSource funds, permits borrowings up to $500 million, collectively. Interest is charged to each Fund based on its borrowings at a rate equal to either the higher of the Federal Funds Effective Rate plus 0.40% or the JPMCB Prime Commercial Lending Rate. Borrowings are payable within 60 days after such loan is executed. The Fund also pays a commitment fee equal to its pro rata share of the amount of the credit facility at a rate of 0.06% per annum. Prior to this agreement, the Fund paid a commitment fee equal to its pro rata share of the amount of the credit facility at a rate of 0.07% per annum. The Fund had no borrowings under the facility outstanding during the six months ended Jan. 31, 2007. 10. CAPITAL LOSS CARRY-OVER For federal income tax purposes, the Fund had a capital loss carry-over of $535,377,023 at July 31, 2006, that if not offset by capital gains will expire as follows: 2010 2011 $166,602,696 $368,774,327 It is unlikely the Board will authorize a distribution of any net realized capital gains until the available capital loss carry-over has been offset or expires. - ------------------------------------------------------------------------------ 34 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 11. INFORMATION REGARDING PENDING AND SETTLED LEGAL PROCEEDINGS In June 2004, an action captioned John E. Gallus et al. v. American Express Financial Corp. and American Express Financial Advisors Inc., was filed in the United States District Court for the District of Arizona. The plaintiffs allege that they are investors in several American Express Company mutual funds and they purport to bring the action derivatively on behalf of those funds under the Investment Company Act of 1940. The plaintiffs allege that fees allegedly paid to the defendants by the funds for investment advisory and administrative services are excessive. The plaintiffs seek remedies including restitution and rescission of investment advisory and distribution agreements. The plaintiffs voluntarily agreed to transfer this case to the United States District Court for the District of Minnesota. In response to our motion to dismiss the complaint, the Court dismissed one of plaintiffs' four claims and granted plaintiffs limited discovery. Discovery is currently set to end in March 2007. In December 2005, without admitting or denying the allegations, American Express Financial Corporation (AEFC, which is now known as Ameriprise Financial, Inc. (Ameriprise Financial)), the parent company of RiverSource Investments, LLC (RiverSource Investments), entered into settlement agreements with the Securities and Exchange Commission (SEC) and Minnesota Department of Commerce (MDOC) related to market timing activities. In connection with these matters, the SEC and MDOC issued orders (the Orders) alleging that AEFC violated certain provisions of the federal and Minnesota securities laws by failing to adequately disclose market timing activities by allowing certain identified market timers to continue to market time contrary to disclosures in mutual fund and variable annuity product prospectuses. The Orders also alleged that AEFC failed to implement procedures to detect and prevent market timing in 401(k) plans for employees of AEFC and related companies and failed to adequately disclose that there were no such procedures. Pursuant to the MDOC Order, the MDOC also alleged that AEFC allowed inappropriate market timing to occur by failing to have written policies and procedures and failing to properly supervise its employees. As a result of the Orders, AEFC was censured and ordered to cease and desist from committing or causing any violations of certain provisions of the Investment Advisers Act of 1940, the Investment Company Act of 1940, and various Minnesota laws. Pursuant to the terms of the Orders, AEFC agreed to pay disgorgement of $10 million and civil money penalties of $7 million. AEFC also agreed to make presentations at least annually to its board of directors and the relevant mutual - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 35 funds' board that include an overview of policies and procedures to prevent market timing, material changes to these policies and procedures and whether disclosures related to market timing are consistent with the SEC order and federal securities laws. AEFC also agreed to retain an independent distribution consultant to assist in developing a plan for distribution of all disgorgement and civil penalties ordered by the SEC in accordance with various undertakings detailed at http://www.sec.gov/litigation/admin/ia-2451.pdf. In addition, AEFC agreed to complete and submit to the MDOC a compliance review of its procedures regarding market timing within one year of the MDOC Order, including a summary of actions taken to ensure compliance with applicable laws and regulations and certification by a senior officer regarding compliance and supervisory procedures. Ameriprise Financial and its affiliates have cooperated with the SEC and the MDOC in these legal proceedings, and have made regular reports to the RiverSource Funds' Boards of Directors/Trustees. Ameriprise Financial and certain of its affiliates have historically been involved in a number of legal, arbitration and regulatory proceedings, including routine litigation, class actions, and governmental actions, concerning matters arising in connection with the conduct of their business activities. Ameriprise Financial believes that the Funds are not currently the subject of, and that neither Ameriprise Financial nor any of its affiliates are the subject of, any pending legal, arbitration or regulatory proceedings that are likely to have a material adverse effect on the Funds or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Funds. Ameriprise Financial is required to make 10-Q, 10-K and, as necessary, 8-K filings with the Securities and Exchange Commission on legal and regulatory matters that relate to Ameriprise Financial and its affiliates. Copies of these filings may be obtained by accessing the SEC website at www.sec.gov. There can be no assurance that these matters, or the adverse publicity associated with them, will not result in increased fund redemptions, reduced sale of fund shares or other adverse consequences to the Funds. Further, although we believe proceedings are not likely to have a material adverse effect on the Funds or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Funds, these proceedings are subject to uncertainties and, as such, we are unable to estimate the possible loss or range of loss that may result. An adverse outcome in one or more of these proceedings could result in adverse judgments, settlements, fines, penalties or other relief that could have a material adverse effect on the consolidated financial condition or results of operations of Ameriprise Financial. - ------------------------------------------------------------------------------ 36 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 12. FINANCIAL HIGHLIGHTS The tables below show certain important financial information for evaluating the Fund's results. CLASS A PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(a) 2006 2005 2004 2003 Net asset value, beginning of period $28.61 $28.34 $23.73 $22.80 $20.88 - ------------------------------------------------------------------------------------------------------------------------ INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .04 .18 .04 .02 -- Net gains (losses) (both realized and unrealized) 4.17 .10 4.57 .91 1.92 - ------------------------------------------------------------------------------------------------------------------------ Total from investment operations 4.21 .28 4.61 .93 1.92 - ------------------------------------------------------------------------------------------------------------------------ LESS DISTRIBUTIONS: Dividends from net investment income (.22) (.01) -- -- -- - ------------------------------------------------------------------------------------------------------------------------ Net asset value, end of period $32.60 $28.61 $28.34 $23.73 $22.80 - ------------------------------------------------------------------------------------------------------------------------ RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $2,490 $2,351 $2,101 $2,117 $2,263 - ------------------------------------------------------------------------------------------------------------------------ Ratio of expenses to average daily net assets(b),(c) 1.21%(d) 1.14% 1.19% 1.03% 1.21% - ------------------------------------------------------------------------------------------------------------------------ Ratio of net investment income (loss) to average daily net assets .17%(d) .72% .16% .07% --% - ------------------------------------------------------------------------------------------------------------------------ Portfolio turnover rate (excluding short-term securities) 47% 134% 136% 171% 205% - ------------------------------------------------------------------------------------------------------------------------ Total return(e) 14.75%(f) .98% 19.43% 4.08% 9.20% - ------------------------------------------------------------------------------------------------------------------------ (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (c) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (d) Adjusted to an annual basis. (e) Total return does not reflect payment of a sales charge. (f) Not annualized. (g) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 37 CLASS B PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(g) 2006 2005 2004 2003 Net asset value, beginning of period $26.06 $26.01 $21.95 $21.25 $19.61 - ------------------------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) (.09) (.05) (.16) (.16) (.17) Net gains (losses) (both realized and unrealized) 3.82 .10 4.22 .86 1.81 - ------------------------------------------------------------------------------------------------------------------------- Total from investment operations 3.73 .05 4.06 .70 1.64 - ------------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $29.79 $26.06 $26.01 $21.95 $21.25 - ------------------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 481 $ 462 $ 578 $ 598 $ 775 - ------------------------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(b),(c) 1.99%(d) 1.91% 1.97% 1.81% 1.99% - ------------------------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets (.61%)(d) (.06%) (.62%) (.71%) (.77%) - ------------------------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 47% 134% 136% 171% 205% - ------------------------------------------------------------------------------------------------------------------------- Total return(e) 14.31%(f) .19% 18.50% 3.29% 8.36% - ------------------------------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (c) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (d) Adjusted to an annual basis. (e) Total return does not reflect payment of a sales charge. (f) Not annualized. (g) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ 38 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT CLASS C PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(g) 2006 2005 2004 2003 Net asset value, beginning of period $26.07 $26.01 $21.95 $21.25 $19.62 - ------------------------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) (.08) (.04) (.16) (.16) (.17) Net gains (losses) (both realized and unrealized) 3.81 .10 4.22 .86 1.80 - ------------------------------------------------------------------------------------------------------------------------- Total from investment operations 3.73 .06 4.06 .70 1.63 - ------------------------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.03) -- -- -- -- - ------------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $29.77 $26.07 $26.01 $21.95 $21.25 - ------------------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 21 $ 19 $ 15 $ 13 $ 12 - ------------------------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(b),(c) 1.98%(d) 1.91% 1.97% 1.81% 2.01% - ------------------------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets (.60%)(d) (.03%) (.62%) (.71%) (.81%) - ------------------------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 47% 134% 136% 171% 205% - ------------------------------------------------------------------------------------------------------------------------- Total return(e) 14.31%(f) .23% 18.50% 3.29% 8.31% - ------------------------------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (c) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (d) Adjusted to an annual basis. (e) Total return does not reflect payment of a sales charge. (f) Not annualized. (g) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 39 CLASS I PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(h) 2006 2005 2004(b) Net asset value, beginning of period $29.31 $28.93 $24.10 $25.61 - ---------------------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .10 .32 .12 .09 Net gains (losses) (both realized and unrealized) 4.29 .10 4.71 (1.60) - ---------------------------------------------------------------------------------------------------------------------- Total from investment operations 4.39 .42 4.83 (1.51) - ---------------------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.36) (.04) -- -- - ---------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $33.34 $29.31 $28.93 $24.10 - ---------------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 383 $ 256 $ 147 $ 18 - ---------------------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d) .76%(e) .68% .75% .57%(e) - ---------------------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .63%(e) 1.22% .55% .43%(e) - ---------------------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 47% 134% 136% 171% - ---------------------------------------------------------------------------------------------------------------------- Total return(f) 15.01%(g) 1.44% 20.04% (5.90%)(g) - ---------------------------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Inception date is March 4, 2004. (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (e) Adjusted to an annual basis. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. (h) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ 40 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT CLASS R2 PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $32.29 - ------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) (.02) Net gains (losses) (both realized and unrealized) 1.14 - ------------------------------------------------------------------------------------- Total from investment operations 1.12 - ------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.35) - ------------------------------------------------------------------------------------- Net asset value, end of period $33.06 - ------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- - ------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d) 1.51%(e) - ------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets (.43%)(e) - ------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 47% - ------------------------------------------------------------------------------------- Total return(f) 3.71%(g) - ------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 11, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (e) Adjusted to an annual basis. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 41 CLASS R3 PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $32.29 - ------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) (.01) Net gains (losses) (both realized and unrealized) 1.15 - ------------------------------------------------------------------------------------- Total from investment operations 1.14 - ------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.36) - ------------------------------------------------------------------------------------- Net asset value, end of period $33.07 - ------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- - ------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d) 1.24%(e) - ------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets (.16%)(e) - ------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 47% - ------------------------------------------------------------------------------------- Total return(f) 3.74%(g) - ------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 11, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (e) Adjusted to an annual basis. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. - ------------------------------------------------------------------------------ 42 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT CLASS R4* PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(g) 2006 2005 2004 2003 Net asset value, beginning of period $29.13 $28.81 $24.07 $23.09 $21.11 - ------------------------------------------------------------------------------------------------------------------------ INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .05 .24 .09 .07 .04 Net gains (losses) (both realized and unrealized) 4.26 .10 4.65 .91 1.94 - ------------------------------------------------------------------------------------------------------------------------ Total from investment operations 4.31 .34 4.74 .98 1.98 - ------------------------------------------------------------------------------------------------------------------------ LESS DISTRIBUTIONS: Dividends from net investment income (.26) (.02) -- -- -- - ------------------------------------------------------------------------------------------------------------------------ Net asset value, end of period $33.18 $29.13 $28.81 $24.07 $23.09 - ------------------------------------------------------------------------------------------------------------------------ RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 232 $ 265 $ 304 $ 350 $ 398 - ------------------------------------------------------------------------------------------------------------------------ Ratio of expenses to average daily net assets(b),(c) 1.04%(d) .95% 1.02% .86% 1.03% - ------------------------------------------------------------------------------------------------------------------------ Ratio of net investment income (loss) to average daily net assets .34%(d) .89% .34% .25% .18% - ------------------------------------------------------------------------------------------------------------------------ Portfolio turnover rate (excluding short-term securities) 47% 134% 136% 171% 205% - ------------------------------------------------------------------------------------------------------------------------ Total return(e) 14.84%(f) 1.17% 19.69% 4.24% 9.38% - ------------------------------------------------------------------------------------------------------------------------ * Effective Dec. 11, 2006, Class Y was renamed Class R4. (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (c) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (d) Adjusted to an annual basis. (e) Total return does not reflect payment of a sales charge. (f) Not annualized. (g) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 43 CLASS R5 PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $32.29 - -------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .01 Net gains (losses) (both realized and unrealized) 1.15 - -------------------------------------------------------------------------------------- Total from investment operations 1.16 - -------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.36) - -------------------------------------------------------------------------------------- Net asset value, end of period $33.09 - -------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- - -------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d) .78%(e) - -------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .31%(e) - -------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 47% - -------------------------------------------------------------------------------------- Total return(f) 3.82%(g) - -------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 11, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (e) Adjusted to an annual basis. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. - ------------------------------------------------------------------------------ 44 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT CLASS W PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $31.89 - -------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .03 Net gains (losses) (both realized and unrealized) 1.51 - -------------------------------------------------------------------------------------- Total from investment operations 1.54 - -------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.35) - -------------------------------------------------------------------------------------- Net asset value, end of period $33.08 - -------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- - -------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d) 1.19%(e) - -------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .58%(e) - -------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 47% - -------------------------------------------------------------------------------------- Total return(f) 4.87%(g) - -------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 1, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (e) Adjusted to an annual basis. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. - ------------------------------------------------------------------------------ RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT 45 PROXY VOTING The policy of the Board is to vote all proxies of the companies in which the Fund holds investments. The procedures are stated in the Statement of Additional Information (SAI). You may obtain a copy of the SAI without charge by calling RiverSource Funds at (888) 791-3380; contacting your financial institution; visiting riversource.com/funds; or searching the website of the Securities and Exchange Commission (SEC) at http://www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the 12-month period ended June 30, 2006 is available without charge by visiting riversource.com/funds; or searching the website of the SEC at www.sec.gov. - ------------------------------------------------------------------------------ 46 RIVERSOURCE GROWTH FUND - 2007 SEMIANNUAL REPORT RIVERSOURCE(R) GROWTH FUND 734 Ameriprise Financial Center Minneapolis, MN 55474 RIVERSOURCE.COM/FUNDS This report must be accompanied or preceded by the Fund's current prospectus. RiverSource(R) mutual funds are distributed by RiverSource Distributors, Inc. and Ameriprise Financial Services, Inc., Members NASD, and managed by RiverSource Investments, LLC. These RIVERSOURCE [LOGO](R) companies are part of Ameriprise INVESTMENTS Financial, Inc. S-6456 X (3/07) Semiannual Report RIVERSOURCE [LOGO](R) INVESTMENTS RIVERSOURCE(R) LARGE CAP EQUITY FUND SEMIANNUAL REPORT FOR THE PERIOD ENDED JAN. 31, 2007 > RIVERSOURCE LARGE CAP EQUITY FUND SEEKS TO PROVIDE SHAREHOLDERS WITH LONG-TERM GROWTH OF CAPITAL. TABLE OF CONTENTS Fund Snapshot .......................................................... 3 Performance Summary .................................................... 5 Questions & Answers with Portfolio Management .......................... 8 Fund Expenses Example .................................................. 11 Investments in Securities .............................................. 14 Financial Statements ................................................... 23 Notes to Financial Statements .......................................... 29 Proxy Voting ........................................................... 51 [LOGO] DALBAR RATED 2006 FOR COMMUNICATION The RiverSource mutual fund shareholder reports have been awarded the Communications Seal from Dalbar Inc., an independent financial services research firm. The Seal recognizes communications demonstrating a level of excellence in the industry. - ------------------------------------------------------------------------------ 2 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT FUND SNAPSHOT AT JAN. 31, 2007 FUND OVERVIEW RiverSource Large Cap Equity Fund offers a combination of growth and value within a single portfolio. The Fund strives to deliver consistent returns compared to the market in a variety of economic conditions. The stock selection process is research-driven, leveraging the talents of an experienced team of analysts. The portfolio management team then selects the securities and determines the allocation within the growth and value styles. The Fund is also broadly diversified. SECTOR BREAKDOWN* Percentage of portfolio assets Financials 18.7% Information Technology 15.0% Health Care 13.4% Consumer Discretionary 12.6% [PIE CHART] Consumer Staples 8.2% Telecommunication Services 8.0% Other(1) 24.1% * Sectors can be comprised of several industries. Please refer to the section entitled "Investments in Securities" for a complete listing. No single industry exceeds 25% of portfolio assets. (1) Includes Energy 7.9%, Industrials 7.8%, Utilities 2.4%, Materials 2.3% and Cash & Cash Equivalents(2) 3.7%. (2) Of the 3.7%, 0.6% is due to security lending activity and 3.1% is the Fund's cash equivalent position. TOP TEN HOLDINGS Percentage of portfolio assets Exxon Mobil 3.4% NTL 3.4% General Electric 2.2% AT&T 2.0% Microsoft 1.9% Citigroup 1.9% Pfizer 1.9% American Intl Group 1.9% Bank of America 1.8% Altria Group 1.8% For further detail about these holdings, please refer to the section entitled "Investments in Securities." The Global Industry Classification Standard (GICS) was developed by and is the exclusive property of Morgan Stanley Capital International Inc. and Standard & Poor's, a division of The McGraw-Hill Companies, Inc. Fund holdings are as of the date given, are subject to change at any time, and are not recommendations to buy or sell any security. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 3 FUND SNAPSHOT AT JAN. 31, 2007 STYLE MATRIX [chart] Shading within the style matrix indicates areas in which the Fund generally invests. STYLE VALUE BLEND GROWTH X LARGE MEDIUM SIZE SMALL The style matrix can be a valuable tool for constructing and monitoring your portfolio. It provides a frame of reference for distinguishing the types of stocks or bonds owned by a mutual fund, and serves as a guideline for helping you build a portfolio. Investment products, including shares of mutual funds, are not federally or FDIC-insured, are not deposits or obligations of, or guaranteed by any financial institution, and involve investment risks including possible loss of principal and fluctuation in value. PORTFOLIO MANAGERS YEARS IN INDUSTRY Robert Ewing, CFA 18 Nick Thakore 13 FUND FACTS TICKER SYMBOL INCEPTION DATE Class A ALEAX 3/28/02 Class B ALEBX 3/28/02 Class C ARQCX 3/28/02 Class I ALRIX 3/4/04 Class R2 -- 12/11/06 Class R3 -- 12/11/06 Class R4(1) ALEYX 3/28/02 Class R5 -- 12/11/06 (1) Effective Dec. 11, 2006, Class Y was renamed Class R4. Total net assets $7.235 billion Number of holdings 438 - ------------------------------------------------------------------------------ 4 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT PERFORMANCE SUMMARY PERFORMANCE COMPARISON For the six-month period ended Jan. 31, 2007 [THE FOLLOWING TABLE WAS REPRESENTED AS A BAR CHART IN THE PRINTED MATERIAL.] RiverSource Large Cap Equity Fund Class A (excluding sales charge) +14.64% Russell 1000(R) Index(1) (unmanaged) +14.28% S&P 500 Index(2) (unmanaged) +13.75% Lipper Large-Cap Core Funds Index(3) +13.17% (1) The Russell 1000 Index, an unmanaged index, measures the performance of the 1,000 largest companies in the Russell 3000(R) Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index. The index reflects reinvestment of all distributions and changes in market prices. (2) The S&P 500 Index, an unmanaged index of common stocks, is frequently used as a general measure of market performance. The index reflects reinvestment of all distributions and changes in market prices. (3) The Lipper Large-Cap Core Funds Index includes the 30 largest large-cap core funds tracked by Lipper Inc. The index's returns include net reinvested dividends. The Fund's performance is currently measured against this index for purposes of determining the performance incentive adjustment. See "Fund Management and Compensation" for more information. The performance information shown represents past performance and is not a guarantee of future results. The investment return and principal value of your investment will fluctuate so that your shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by contacting your financial institution or visiting riversource.com/funds. The 5.75% sales charge applicable to Class A shares of the Fund is not reflected in the bar chart. If reflected, returns would be lower than those shown. The performance of other classes may vary from that shown because of differences in expenses. The indices do not reflect the effects of sales charges, expenses (excluding Lipper) and taxes. It is not possible to invest directly in an index. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 5 PERFORMANCE SUMMARY ANNUAL OPERATING EXPENSE RATIO (AS OF THE CURRENT PROSPECTUS) CLASS A CLASS B CLASS C CLASS I Total 1.06% 1.84% 1.84% 0.59% Net Expenses(a) 1.06% 1.84% 1.84% 0.59% CLASS R2(b) CLASS R3(b) CLASS R4(b) CLASS R5(b) Total 1.38% 1.13% 0.88% 0.63% Net Expenses(a) 1.38% 1.13% 0.85% 0.63% (a) The investment manager and its affiliates have contractually agreed to waive certain fees and to absorb certain expenses until July 31, 2007, unless sooner terminated at the discretion of the Fund's Board. Any amounts waived will not be reimbursed by the Fund. Under this agreement, net expenses before giving effect to any performance incentive adjustment, will not exceed 0.90% for Class R4. (b) Effective Dec. 11, 2006, Class Y was renamed Class R4. Inception date for Class R2, Class R3 and Class R5 is Dec. 11, 2006. For Class R2, Class R3, Class R5, expenses are based on estimated amounts for the current fiscal year. AVERAGE ANNUAL TOTAL RETURNS AT JAN. 31, 2007 SINCE Without sales charge 6 MONTHS* 1 YEAR 3 YEARS INCEPTION Class A (inception 3/28/02) +14.64% +14.73% +9.04% +5.81% Class B (inception 3/28/02) +14.13% +13.70% +8.21% +4.97% Class C (inception 3/28/02) +14.02% +13.59% +8.17% +4.99% Class I (inception 3/4/04) +14.61% +14.93% N/A +9.14% Class R2 (inception 12/11/06) N/A N/A N/A +2.85%* Class R3 (inception 12/11/06) N/A N/A N/A +3.03%* Class R4** (inception 3/28/02) +14.48% +14.89% +9.27% +6.00% Class R5 (inception 12/11/06) N/A N/A N/A +3.04%* With sales charge Class A (inception 3/28/02) +8.06% +8.12% +6.91% +4.53% Class B (inception 3/28/02) +9.13% +8.70% +7.06% +4.62% Class C (inception 3/28/02) +13.02% +12.59% +8.17% +4.99% - ------------------------------------------------------------------------------ 6 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT PERFORMANCE SUMMARY AVERAGE ANNUAL TOTAL RETURNS (CONTINUED) AT DEC. 31, 2006 SINCE Without sales charge 6 MONTHS* 1 YEAR 3 YEARS INCEPTION Class A (inception 3/28/02) +13.38% +14.95% +8.66% +5.51% Class B (inception 3/28/02) +12.85% +13.93% +7.82% +4.64% Class C (inception 3/28/02) +12.93% +14.02% +7.84% +4.70% Class I (inception 3/4/04) +13.55% +15.35% N/A +8.71% Class R2 (inception 12/11/06) N/A N/A N/A +0.98%* Class R3 (inception 12/11/06) N/A N/A N/A +0.98%* Class R4** (inception 3/28/02) +13.65% +15.12% +8.90% +5.70% Class R5 (inception 12/11/06) N/A N/A N/A +0.99%* With sales charge Class A (inception 3/28/02) +6.86% +8.34% +6.53% +4.20% Class B (inception 3/28/02) +7.85% +8.93% +6.66% +4.29% Class C (inception 3/28/02) +11.93% +13.02% +7.84% +4.70% Class A share performance reflects the maximum sales charge of 5.75%. Class B share performance reflects a contingent deferred sales charge (CDSC) applied as follows: first year 5%; second and third years 4%; fourth year 3%; fifth year 2%; sixth year 1%; no sales charge thereafter. Class C shares may be subject to a 1% CDSC if shares are sold within one year after purchase. Sales charges do not apply to Class I, Class R2, Class R3, Class R4 and Class R5 shares. These share classes are available to institutional investors only. * Not annualized. ** Effective Dec. 11, 2006, Class Y was renamed Class R4. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 7 QUESTIONS & ANSWERS WITH PORTFOLIO MANAGEMENT Below, Bob Ewing and Nick Thakore, RiverSource Large Cap Equity Fund's portfolio managers, discuss the Fund's results and positioning for the semiannual period ended Jan. 31, 2007. Q: How did RiverSource Large Cap Equity Fund perform for the six-month period ended Jan. 31, 2007? A: RiverSource Large Cap Equity Fund's Class A shares advanced 14.64%, excluding sales charge, for the six months ended Jan. 31, 2007. The Fund outperformed its benchmarks, the Russell 1000(R) Index (Russell Index) and the Standard & Poor's 500 Index (S&P 500 Index), which increased 14.28% and 13.75%, respectively. The Fund's peer group, the Lipper Large-Cap Core Funds Index, gained 13.17% during the same time frame. Q: What factors most significantly affected performance for the period? A: U.S. stocks advanced sharply during the past six months, supported by continued economic growth, corporate earnings and the Federal Reserve Board's monetary policy, which held short-term interest rates steady. Large-cap growth stocks outperformed large-cap value stocks and because we had positioned the portfolio with more of a growth tilt than was typical, the Fund was rewarded during the semiannual period. The Fund's strong performance during the past six months resulted from positive stock selection. The information technology, consumer staples and energy sectors were the primary contributors to performance during the period, while positioning in the materials and financials sectors detracted from performance. Within the information technology sector, positive stock selection drove the Fund's results. An emphasis on cell phone handset manufacturers, such as Nokia, and networking companies, such as Cisco Systems, contributed positively to results. Semiconductor firm Freescale was the single largest individual contributor as the company was bought out by private equity investors. Nokia and other handset makers have continued to benefit from the strong growth trends in the telecommunication services sector, while Cisco Systems has demonstrated that it is in the midst of a strong product cycle. THE FUND'S STRONG PERFORMANCE DURING THE PAST SIX MONTHS RESULTED FROM POSITIVE STOCK SELECTION. - ------------------------------------------------------------------------------ 8 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT QUESTIONS & ANSWERS Stock selection in the consumer staples sector benefited from larger-than-Russell Index positions within the household products group, where stocks such as Spectrum Brands and Procter & Gamble performed well. Household products is traditionally a defensive industry and earnings in the group remained stable while overall market earnings showed signs of slowing. Within consumer staples, we also emphasized retail grocers, another defensive segment. Safeway, a turnaround story in this group, outperformed as same store sales were better than expected. The Fund had a smaller energy position than the Russell Index due to our concern that higher prices would dampen global demand. Reduced emphasis on energy was beneficial during this period. Within the energy sector, stock selection was also favorable as we had relatively small exposure to refining companies and energy services firms. These are typically the riskier stocks within the sector and our smaller allocations were advantageous. A larger-than-Russell Index position in integrated oil companies helped performance. Within the materials sector, the Fund had de-emphasized base metals, an area that outperformed during the period. During the period, metals stocks got a boost from expected merger and acquisition activity, despite the overall sharp decline in many commodity prices. In the financials sector, stock selection was the primary detractor to performance. The portfolio had less exposure to brokerage firms and investment management companies than the Russell Index, which ended up negatively impacting the Fund's performance. Many of these stocks advanced sharply on earnings growth that continued to exceed expectations. Q: What changes did you make to the portfolio and how is it currently positioned? A: We sold selected stocks in the Fund's portfolio when valuations approached our target levels, taking some profits as a result. We added judiciously to large-cap companies in the information technology and health care sectors, focusing on stocks where we think valuations are reasonable relative to our expectations for their growth rates. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 9 QUESTIONS & ANSWERS In the telecommunication services sector, we continued to see a promising combination of powerful trends, high free cash flow yields and high growth rates for telecommunication stocks. We fine-tuned the Fund's telecommunication services positioning during the six-month period, reducing its Sprint Nextel position and adding to companies that are executing better growth. Q: How do you plan to manage the Fund in coming months? A: We currently see corporate profit margins at record levels, while at the same time, there are signs of slower global economic growth. In addition, continued high energy prices, increased borrowing costs and a weaker U.S. housing market could lead consumers to reduce their spending. All of these suggest that corporate profit growth is likely to decelerate. Given this scenario, we are maintaining an emphasis on stable growth companies, those whose earnings growths are less dependent on the economy. Also, among companies whose earnings are tied to the economy, we are looking for situations where the cyclical nature of those earnings has already been discounted in the stock price. We continue to emphasize larger-cap stocks that still appear inexpensive relative to mid- and small-cap stocks based on the historical relationships between these groups. Any specific securities mentioned are for illustrative purposes only and are not a complete list of securities that have increased or decreased in value. The views expressed in this statement reflect those of the portfolio manager(s) only through the end of the period of the report as stated on the cover and do not necessarily represent the views of RiverSource Investments, LLC (RiverSource) or any subadviser to the Fund or any other person in the RiverSource or subadviser organizations. Any such views are subject to change at any time based upon market or other conditions and RiverSource disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a RiverSource Fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any RiverSource Fund. - ------------------------------------------------------------------------------ 10 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT FUND EXPENSES EXAMPLE (UNAUDITED) As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments; and (2) ongoing costs, which may include management fees; distribution and service (12b-1) fees; and other Fund fees and expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. In addition to the ongoing expenses which the Fund bears directly, the Fund's shareholders indirectly bear the expenses of the funds in which it invests (also referred to as "acquired funds"), including affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange traded funds). The Fund's indirect expense from investing in the acquired funds is based on the Fund's pro rata portion of the cumulative expenses charged by the acquired funds using the acquired funds expense ratio as of the most recent shareholder report. The example is based on an investment of $1,000 invested at the beginning of the period and held for the six months ended Jan. 31, 2007. ACTUAL EXPENSES The first line of the 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 titled "Expenses paid during the period" to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second line of the 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 the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads). Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 11 BEGINNING ENDING EXPENSES ACCOUNT VALUE ACCOUNT VALUE PAID DURING ANNUALIZED AUG. 1, 2006 JAN. 31, 2007 THE PERIOD(a) EXPENSE RATIO Class A Actual(b) $1,000 $1,146.40 $ 5.90 1.09% Hypothetical (5% return before expenses) $1,000 $1,019.71 $ 5.55 1.09% Class B Actual(b) $1,000 $1,141.30 $10.09 1.87% Hypothetical (5% return before expenses) $1,000 $1,015.78 $ 9.50 1.87% Class C Actual(b) $1,000 $1,140.20 $10.03 1.86% Hypothetical (5% return before expenses) $1,000 $1,015.83 $ 9.45 1.86% Class I Actual(b) $1,000 $1,146.10 $ 3.30 0.61% Hypothetical (5% return before expenses) $1,000 $1,022.13 $ 3.11 0.61% Class R2 Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,017.90 $ 7.37 1.45% Class R3 Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,019.31 $ 5.96 1.17% Class R4 Actual(b) $1,000 $1,144.80 $ 4.70(d) .87% Hypothetical (5% return before expenses) $1,000 $1,020.82 $ 4.43(d) .87% - ------------------------------------------------------------------------------ 12 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT BEGINNING ENDING EXPENSES ACCOUNT VALUE ACCOUNT VALUE PAID DURING ANNUALIZED AUG. 1, 2006 JAN. 31, 2007 THE PERIOD(a) EXPENSE RATIO Class R5 Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,021.68 $3.57 .70% (a) Expenses are equal to the Fund's annualized expense ratio as indicated above, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). (b) Based on the actual return for the six months ended Jan. 31, 2007: +14.64% for Class A, +14.13% for Class B, +14.02% for Class C, +14.61% for Class I and +14.48% for Class R4. (c) The actual values and expenses paid are not presented because Class R2, Class R3 and Class R5 do not have a full six months of history. The inception date of Class R2, Class R3 and Class R5 is Dec. 11, 2006. (d) In September 2006, the Board approved renaming Class Y as Class R4, terminating the shareholder servicing agreement, revising the fee structure under the transfer agent agreement from an account-based fee to an asset-based fee, and adopting a plan administration services agreement. In addition, the investment manager and its affiliates have contractually agreed to waive certain fees and to absorb certain expenses until July 31, 2007, unless sooner terminated at the discretion of the Fund's Board, such that net expenses (excluding fees and expenses of acquired funds), before giving effect to any performance incentive adjustment, will not exceed 0.90% for Class R4. Any amounts waived will not be reimbursed by the Fund. These changes were effective Dec. 11, 2006. If these changes had been in place for the six-month period ended Jan. 31, 2007, the actual expenses paid for Class R4 would have been $4.87 and the hypothetical expenses paid for Class R4 would have been $4.58. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 13 INVESTMENTS IN SECURITIES JAN. 31, 2007 (UNAUDITED) (Percentages represent value of investments compared to net assets) COMMON STOCKS (96.1%) ISSUER SHARES VALUE(a) AEROSPACE & DEFENSE (3.4%) Boeing 879,536 $ 78,771,243 DRS Technologies 54,127 2,998,636 General Dynamics 98,330 7,684,490 Goodrich 375,576 18,410,736 Honeywell Intl 1,366,877 62,452,610 L-3 Communications Holdings 131,401 10,819,558 Lockheed Martin 259,968 25,266,290 Northrop Grumman 248,534 17,631,002 United Technologies 358,945 24,415,439 -------------- Total 248,450,004 - ------------------------------------------------------------------------------ AIR FREIGHT & LOGISTICS (0.1%) United Parcel Service Cl B 58,292(h) 4,213,346 - ------------------------------------------------------------------------------ AIRLINES (--%) UAL 54,297(b) 2,345,630 - ------------------------------------------------------------------------------ AUTO COMPONENTS (0.1%) Goodyear Tire & Rubber 32,191(b) 794,796 Johnson Controls 35,506 3,282,885 -------------- Total 4,077,681 - ------------------------------------------------------------------------------ AUTOMOBILES (0.1%) Ford Motor 341,503(e) 2,776,419 General Motors 102,688 3,372,274 -------------- Total 6,148,693 - ------------------------------------------------------------------------------ BEVERAGES (1.7%) Anheuser-Busch Companies 312,676 15,937,096 Brown-Forman Cl B 14,457 948,235 Coca-Cola 754,900 36,144,612 Coca-Cola Enterprises 50,053 1,027,088 Constellation Brands Cl A 180,973(b) 4,477,272 Molson Coors Brewing Cl B 8,291 669,913 Pepsi Bottling Group 24,670 780,312 PepsiCo 957,478 62,465,864 -------------- Total 122,450,392 - ------------------------------------------------------------------------------ BIOTECHNOLOGY (2.3%) Amgen 895,050(b) 62,984,669 Biogen Idec 503,007(b) 24,315,358 Genentech 783,203(b,e) 68,428,446 COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) BIOTECHNOLOGY (CONT.) Gilead Sciences 98,515(b) $ 6,336,485 MedImmune 55,509(b) 1,923,942 -------------- Total 163,988,900 - ------------------------------------------------------------------------------ BUILDING PRODUCTS (0.1%) Masco 232,700(e) 7,444,073 - ------------------------------------------------------------------------------ CAPITAL MARKETS (3.1%) Bank of New York 279,674 11,189,757 Bear Stearns Companies 21,855 3,602,797 Charles Schwab 145,880 2,760,050 Franklin Resources 181,453 21,612,867 Goldman Sachs Group 78,378 16,628,676 KKR Private Equity Investors LP Unit 1,197,234(g) 27,955,414 Lehman Brothers Holdings 452,026 37,174,618 Merrill Lynch & Co 439,236 41,094,920 Morgan Stanley 522,774 43,280,459 State Street 258,244 18,348,236 -------------- Total 223,647,794 - ------------------------------------------------------------------------------ CHEMICALS (0.9%) Air Products & Chemicals 40,003 2,986,624 Ashland 67,342 4,683,636 Dow Chemical 555,672 23,082,614 Eastman Chemical 110,476 6,469,474 Ecolab 32,435 1,423,897 EI du Pont de Nemours & Co 285,623 14,155,475 Hercules 20,576(b) 403,495 Intl Flavors & Fragrances 14,322 694,331 Monsanto 98,548 5,429,009 PPG Inds 29,988 1,987,905 Praxair 58,525 3,690,587 Rohm & Haas 26,063 1,356,840 Sigma-Aldrich 24,289 921,768 -------------- Total 67,285,655 - ------------------------------------------------------------------------------ COMMERCIAL BANKS (2.5%) BB&T 97,503 4,120,477 Comerica 29,450 1,746,385 Commerce Bancorp 34,149 1,153,553 See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ 14 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) COMMERCIAL BANKS (CONT.) Compass Bancshares 23,492 $ 1,430,663 Fifth Third Bancorp 160,849(e) 6,417,875 First Horizon Natl 22,504 981,174 Huntington Bancshares 43,681 1,016,894 M&T Bank 14,107 1,711,320 Natl City 109,816 4,156,536 PNC Financial Services Group 207,820(e) 15,330,881 Regions Financial 132,123 4,790,780 SunTrust Banks 66,234 5,504,045 US Bancorp 852,646 30,354,198 Wachovia 808,391 45,674,092 Wells Fargo & Co 1,528,590 54,906,952 Zions Bancorporation 19,367 1,642,709 -------------- Total 180,938,534 - ------------------------------------------------------------------------------ COMMERCIAL SERVICES & SUPPLIES (0.1%) Allied Waste Inds 46,048(b) 588,954 Avery Dennison 34,699 2,372,024 Cintas 24,986 1,028,174 Robert Half Intl 31,102 1,265,851 Waste Management 98,129 3,726,939 -------------- Total 8,981,942 - ------------------------------------------------------------------------------ COMMUNICATIONS EQUIPMENT (4.2%) ADTRAN 127,819 2,832,469 Alcatel-Lucent 44,493(c) 573,410 Alcatel-Lucent ADR 1,478,378(c) 19,218,914 Cisco Systems 4,255,887(b) 113,164,034 Corning 95,096(b) 1,981,801 JDS Uniphase 602,634(b) 10,714,833 Juniper Networks 92,046(b) 1,667,874 Motorola 542,890 10,776,367 Nokia ADR 3,154,916(c) 69,723,644 QUALCOMM 1,578,508 59,446,611 Tellabs 1,526,067(b) 15,367,495 -------------- Total 305,467,452 - ------------------------------------------------------------------------------ COMPUTERS & PERIPHERALS (2.5%) Apple 376,800(b) 32,303,064 Dell 396,000(b) 9,603,000 EMC 429,475(b) 6,008,355 Hewlett-Packard 1,723,899 74,610,349 Intl Business Machines 604,543 59,940,438 -------------- Total 182,465,206 - ------------------------------------------------------------------------------ CONSTRUCTION MATERIALS (--%) Vulcan Materials 17,519 $ 1,784,135 - ------------------------------------------------------------------------------ COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) CONSUMER FINANCE (0.8%) American Express 389,286 $ 22,664,231 Capital One Financial 377,293 30,334,357 SLM 74,445 3,421,492 -------------- Total 56,420,080 - ------------------------------------------------------------------------------ CONTAINERS & PACKAGING (0.1%) Ball 18,919 876,328 Bemis 19,034 645,443 Pactiv 25,052(b) 812,687 Sealed Air 14,719 969,982 Temple-Inland 131,128 6,548,532 -------------- Total 9,852,972 - ------------------------------------------------------------------------------ DISTRIBUTORS (--%) Genuine Parts 31,102 1,477,967 - ------------------------------------------------------------------------------ DIVERSIFIED CONSUMER SERVICES (--%) Apollo Group Cl A 25,605(b) 1,111,257 - ------------------------------------------------------------------------------ DIVERSIFIED FINANCIAL SERVICES (5.1%) Bank of America 2,516,006 132,291,596 Chicago Mercantile Exchange Holdings Cl A 6,458 3,637,791 CIT Group 36,100 2,128,456 Citigroup 2,495,388 137,570,741 Consumer Discretionary Select Sector SPDR Fund 56,022(e) 2,210,628 Financial Select Sector SPDR Fund 180,829(e) 6,705,139 iShares Dow Jones US Healthcare Sector Index Fund 1 68 JPMorgan Chase & Co 1,492,645 76,020,410 Materials Select Sector SPDR Trust 50,257 1,831,365 Moody's 42,991 3,076,436 -------------- Total 365,472,630 - ------------------------------------------------------------------------------ DIVERSIFIED TELECOMMUNICATION SERVICES (4.0%) AT&T 3,840,658 144,523,960 Chunghwa Telecom ADR 170,305(c) 3,527,017 Citizens Communications 203,228 2,979,322 COLT Telecom Group 1,482,097(b,c) 4,681,076 Embarq 460,164 25,543,704 France Telecom 375,224(c) 10,429,068 Qwest Communications Intl 4,739,086(b) 38,623,551 See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 15 COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) DIVERSIFIED TELECOMMUNICATION SERVICES (CONT.) Verizon Communications 1,107,725 $ 42,669,566 Windstream 878,012 13,064,819 -------------- Total 286,042,083 - ------------------------------------------------------------------------------ ELECTRIC UTILITIES (1.5%) Allegheny Energy 29,870(b) 1,389,552 American Electric Power 71,500 3,112,395 Duke Energy 227,399 4,477,486 Edison Intl 59,130 2,659,667 Entergy 223,984 20,796,914 Exelon 470,176 28,205,859 FirstEnergy 59,860 3,551,494 FPL Group 147,075 8,331,799 Pinnacle West Capital 18,054 880,855 PPL 243,159 8,656,460 Progress Energy 45,978 2,185,794 Southern 574,542 20,988,020 -------------- Total 105,236,295 - ------------------------------------------------------------------------------ ELECTRICAL EQUIPMENT (0.2%) Cooper Inds Cl A 16,124 1,473,572 Emerson Electric 301,237 13,546,629 Rockwell Automation 30,268 1,852,704 -------------- Total 16,872,905 - ------------------------------------------------------------------------------ ELECTRONIC EQUIPMENT & INSTRUMENTS (--%) Tektronix 15,241 430,863 - ------------------------------------------------------------------------------ ENERGY EQUIPMENT & SERVICES (0.7%) Baker Hughes 93,721 6,469,561 BJ Services 237,393 6,566,290 Cameron Intl 94,772(b) 4,975,530 Halliburton 151,636 4,479,327 Natl Oilwell Varco 74,544(b) 4,520,348 Noble 65,057 4,876,022 Pride Intl 140,314(b) 4,042,446 Transocean 33,106(b) 2,561,411 Weatherford Intl 291,692(b) 11,778,524 -------------- Total 50,269,459 - ------------------------------------------------------------------------------ FOOD & STAPLES RETAILING (1.2%) Costco Wholesale 149,784 8,414,865 CVS 606,878 20,421,445 Safeway 477,827 17,216,107 SYSCO 112,330 3,881,002 COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) FOOD & STAPLES RETAILING (CONT.) Wal-Mart Stores 716,076 $ 34,149,663 Whole Foods Market 25,641 1,107,435 -------------- Total 85,190,517 - ------------------------------------------------------------------------------ FOOD PRODUCTS (0.9%) Archer-Daniels-Midland 119,085 3,810,720 Campbell Soup 167,738 6,454,558 ConAgra Foods 92,773 2,385,194 Dean Foods 24,572(b) 1,087,311 General Mills 240,391 13,759,981 Hershey 32,231 1,645,070 HJ Heinz 60,200 2,836,624 Kellogg 523,436 25,789,692 Kraft Foods Cl A 78,569(e) 2,743,629 McCormick & Co 23,943 934,735 Sara Lee 138,047 2,367,506 WM Wrigley Jr 39,818 2,051,423 -------------- Total 65,866,443 - ------------------------------------------------------------------------------ GAS UTILITIES (0.1%) Nicor 8,082 367,731 ONEOK 165,281 7,092,208 Peoples Energy 6,982 304,066 Questar 15,554 1,262,985 -------------- Total 9,026,990 - ------------------------------------------------------------------------------ HEALTH CARE EQUIPMENT & SUPPLIES (1.6%) Bausch & Lomb 50,886 2,833,332 Boston Scientific 3,044,991(b) 56,180,085 Cooper Companies 75,386 3,595,912 Medtronic 628,128 33,573,442 St. Jude Medical 93,678(b,h) 4,005,671 Stryker 142,427 8,821,928 Zimmer Holdings 120,840(b) 10,177,145 -------------- Total 119,187,515 - ------------------------------------------------------------------------------ HEALTH CARE PROVIDERS & SERVICES (2.6%) Aetna 331,883 13,992,187 Cardinal Health 749,915 53,558,928 Caremark Rx 315,990 19,357,547 CIGNA 59,502 7,878,065 Coventry Health Care 29,093(b) 1,499,744 Express Scripts 24,896(b) 1,730,770 Health Management Associates Cl A 43,993 855,664 Humana 243,891(b) 13,535,951 See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ 16 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) HEALTH CARE PROVIDERS & SERVICES (CONT.) Laboratory Corp of America Holdings 22,627(b) $ 1,661,727 Manor Care 13,314 708,837 McKesson 476,985 26,591,914 Patterson Companies 25,114(b) 944,538 Quest Diagnostics 29,597 1,553,251 Tenet Healthcare 86,292(b) 609,222 UnitedHealth Group 810,161 42,339,014 -------------- Total 186,817,359 - ------------------------------------------------------------------------------ HEALTH CARE TECHNOLOGY (--%) IMS Health 36,418 1,051,023 - ------------------------------------------------------------------------------ HOTELS, RESTAURANTS & LEISURE (1.1%) Applebee's Intl 321,495 8,114,534 Carnival Unit 102,759 5,298,254 Chipotle Mexican Grill Cl A 4,498(b) 267,271 Chipotle Mexican Grill Cl B 7,413(b) 410,235 Harrah's Entertainment 191,267 16,158,236 Intl Game Technology 29,017 1,261,079 Marriott Intl Cl A 361,890 17,421,384 McDonald's 268,853 11,923,631 Orient-Express Hotels Series A 35,378(c) 1,685,762 Pinnacle Entertainment 437,009(b) 15,089,921 Starbucks 61,764(b) 2,158,034 Yum! Brands 15,312 918,873 -------------- Total 80,707,214 - ------------------------------------------------------------------------------ HOUSEHOLD DURABLES (0.5%) DR Horton 408,196 11,862,176 Fortune Brands 27,384 2,292,588 Harman Intl Inds 11,832 1,118,952 Hovnanian Enterprises Cl A 149,206(b) 4,967,068 Leggett & Platt 32,799 795,048 Lennar Cl A 94,325 5,129,394 Meritage Homes 40,410(b) 1,796,225 Newell Rubbermaid 50,287 1,485,478 NVR 3,440(b) 2,382,269 Snap-On 10,540 508,133 Standard-Pacific 89,637 2,459,639 Stanley Works 14,806 847,792 WCI Communities 75,894(b,e) 1,643,105 Whirlpool 14,201 1,298,397 -------------- Total 38,586,264 - ------------------------------------------------------------------------------ COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) HOUSEHOLD PRODUCTS (2.4%) Clorox 27,451 $ 1,795,844 Colgate-Palmolive 713,504 48,732,323 Kimberly-Clark 83,215 5,775,121 Procter & Gamble 1,522,801 98,784,101 Spectrum Brands 1,581,145(b,e,k) 19,131,855 -------------- Total 174,219,244 - ------------------------------------------------------------------------------ INDEPENDENT POWER PRODUCERS & ENERGY TRADERS (0.1%) AES 120,038(b) 2,495,590 Constellation Energy Group 32,605 2,365,493 Dynegy Cl A 68,036(b) 479,654 TXU 83,732 4,528,226 -------------- Total 9,868,963 - ------------------------------------------------------------------------------ INDUSTRIAL CONGLOMERATES (2.6%) 3M 215,058 15,978,809 General Electric 4,405,374 158,813,733 Tyco Intl 510,523(c) 16,275,473 -------------- Total 191,068,015 - ------------------------------------------------------------------------------ INSURANCE (4.7%) ACE 729,396(c) 42,144,501 AFLAC 480,110 22,858,037 Allied World Assurance Holdings 90,079(c) 3,837,365 American Intl Group 1,996,263 136,644,203 Aon 214,399 7,688,348 Arch Capital Group 76,277(b,c) 4,926,731 Aspen Insurance Holdings 163,392(c) 4,186,103 Chubb 148,058 7,704,938 Endurance Specialty Holdings 68,698(c) 2,335,732 Hartford Financial Services Group 458,249 43,492,413 Max Re Capital 385,210(c) 9,245,040 MetLife 99,471 6,179,139 Prudential Financial 493,891 44,020,505 XL Capital Cl A 74,735(c) 5,156,715 -------------- Total 340,419,770 - ------------------------------------------------------------------------------ INTERNET & CATALOG RETAIL (0.1%) Amazon.com 38,500(b) 1,450,295 IAC/InterActiveCorp 31,284(b) 1,201,306 Liberty Media - Interactive Cl A 313,581(b,d) 7,641,969 -------------- Total 10,293,570 - ------------------------------------------------------------------------------ See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 17 COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) INTERNET SOFTWARE & SERVICES (2.6%) eBay 2,024,478(b,i) $ 65,572,842 Google Cl A 219,171(b) 109,870,422 VeriSign 214,193(b) 5,119,213 Yahoo! 172,996(b) 4,897,517 -------------- Total 185,459,994 - ------------------------------------------------------------------------------ IT SERVICES (1.4%) Affiliated Computer Services Cl A 195,022(b) 9,554,128 Automatic Data Processing 318,868 15,216,381 Cognizant Technology Solutions Cl A 43,130(b) 3,678,558 Electronic Data Systems 1,065,140 28,023,833 Fidelity Natl Information Services 29,502 1,254,425 First Data 1,541,213 38,314,556 Ness Technologies 102,490(b,c) 1,374,391 Paychex 63,841 2,554,278 Satyam Computer Services ADR 96,700(c) 2,251,176 Unisys 63,234(b) 545,077 Western Union 41,527 927,713 -------------- Total 103,694,516 - ------------------------------------------------------------------------------ LEISURE EQUIPMENT & PRODUCTS (--%) Eastman Kodak 52,167 1,349,039 - ------------------------------------------------------------------------------ LIFE SCIENCES TOOLS & SERVICES (0.1%) PerkinElmer 232,523 5,550,324 Thermo Fisher Scientific 90,852(b) 4,347,268 -------------- Total 9,897,592 - ------------------------------------------------------------------------------ MACHINERY (1.1%) Caterpillar 379,900 24,340,194 Danaher 42,857 3,173,989 Deere & Co 148,498 14,891,380 Dover 37,267 1,848,443 Flowserve 249,648(b) 13,248,819 Illinois Tool Works 56,449 2,878,335 Ingersoll-Rand Cl A 65,214(c) 2,796,376 ITT 68,017 4,057,214 Navistar Intl 11,552(b) 511,060 Parker Hannifin 130,107 10,767,655 -------------- Total 78,513,465 - ------------------------------------------------------------------------------ COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) MEDIA (8.7%) CBS Cl B 717 $ 22,349 Charter Communications Cl A 2,386,787(b) 8,353,755 Clear Channel Communications 80,807 2,934,910 Comcast Cl A 1,139,889(b) 50,519,881 Comcast Special Cl A 302,700(b) 13,155,342 EchoStar Communications Cl A 88,348(b) 3,563,958 Idearc 12,741(b) 413,063 Liberty Global Cl A 917,773(b) 27,588,256 Liberty Global Series C 426,754(b) 12,047,265 Liberty Media - Capital Series A 35,278(b,d) 3,608,939 News Corp Cl A 3,599,927 83,698,304 NTL 8,992,649(i) 245,049,686 RH Donnelley 118,756 7,906,774 Time Warner 1,734,435 37,932,093 Viacom Cl B 687,302(b) 27,952,572 Vivendi 1,189,391(c) 49,072,758 Walt Disney 471,878 16,595,949 WorldSpace Cl A 280,278(b,e) 1,045,437 XM Satellite Radio Holdings Cl A 2,274,455(b) 32,320,006 -------------- Total 623,781,297 - ------------------------------------------------------------------------------ METALS & MINING (0.8%) Alcan 39,418(c) 2,010,318 Alcoa 363,434 11,738,918 Allegheny Technologies 18,263 1,890,038 Coeur d'Alene Mines 2,794,850(b) 12,241,443 Freeport-McMoRan Copper & Gold Cl B 35,669 2,051,324 Newmont Mining 432,678 19,513,778 Nucor 55,976 3,612,691 Phelps Dodge 37,033 4,577,279 -------------- Total 57,635,789 - ------------------------------------------------------------------------------ MULTILINE RETAIL (0.8%) Dollar General 36,257 614,194 Family Dollar Stores 101,102(h) 3,275,705 Federated Department Stores 279,611 11,601,060 JC Penney 118,485 9,625,721 Target 555,649 34,094,623 -------------- Total 59,211,303 - ------------------------------------------------------------------------------ See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ 18 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) MULTI-UTILITIES (0.7%) Ameren 37,361 $ 1,984,243 CenterPoint Energy 56,581 976,588 CMS Energy 40,214(b) 671,172 Consolidated Edison 44,728 2,159,468 Dominion Resources 291,820 24,209,387 DTE Energy 32,260 1,495,896 KeySpan 31,764 1,295,971 NiSource 49,508 1,178,290 PG&E 63,168 2,948,682 Public Service Enterprise Group 45,683 3,062,131 Sempra Energy 47,405 2,720,099 TECO Energy 37,911 642,971 Xcel Energy 330,587 7,712,595 -------------- Total 51,057,493 - ------------------------------------------------------------------------------ OIL, GAS & CONSUMABLE FUELS (7.3%) Anadarko Petroleum 149,719 6,550,206 BP ADR 105,375(c) 6,692,366 Chesapeake Energy 208,416 6,171,198 Chevron 1,249,022 91,028,723 ConocoPhillips 1,011,521 67,175,110 CONSOL Energy 34,333 1,182,085 Devon Energy 106,762 7,482,949 El Paso 118,603 1,840,719 Exxon Mobil 3,354,199 248,546,145 Kinder Morgan 19,281 2,043,786 Occidental Petroleum 234,078 10,851,856 Peabody Energy 47,931 1,957,023 Royal Dutch Shell ADR 55,837(c) 3,810,875 Ship Finance Intl 147,475(c) 3,499,582 Spectra Energy 113,600(b) 2,967,232 Sunoco 92,881 5,863,578 Total 413,405(c) 28,094,345 Valero Energy 384,675 20,880,159 Williams Companies 105,605 2,850,279 XTO Energy 116,807 5,895,249 -------------- Total 525,383,465 - ------------------------------------------------------------------------------ PAPER & FOREST PRODUCTS (0.4%) Bowater 131,423(e) 3,597,048 Intl Paper 313,686 10,571,218 MeadWestvaco 32,892 991,365 Weyerhaeuser 205,819 15,436,425 -------------- Total 30,596,056 - ------------------------------------------------------------------------------ COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) PERSONAL PRODUCTS (0.1%) Avon Products 81,302 $ 2,795,976 Estee Lauder Companies Cl A 23,462 1,114,445 -------------- Total 3,910,421 - ------------------------------------------------------------------------------ PHARMACEUTICALS (6.7%) AstraZeneca 814,070(c) 45,578,301 Bristol-Myers Squibb 2,102,362 60,527,002 Eli Lilly & Co 787,636 42,626,860 GlaxoSmithKline ADR 82,189(c) 4,448,891 Johnson & Johnson 709,992 47,427,466 Merck & Co 2,136,629 95,614,148 Novartis ADR 79,969(c) 4,613,412 Pfizer 5,214,953 136,840,366 Roche Holding 4,990(c) 939,899 Schering-Plough 1,223,839(h) 30,595,975 Teva Pharmaceutical Inds ADR 134,147(c) 4,708,560 Watson Pharmaceuticals 247,188(b) 6,728,457 Wyeth 134,302 6,635,862 -------------- Total 487,285,199 - ------------------------------------------------------------------------------ REAL ESTATE INVESTMENT TRUSTS (REITS) (0.6%) Apartment Investment & Management Cl A 104,266 6,530,180 Archstone-Smith Trust 38,897 2,458,679 Boston Properties 20,750 2,616,368 Equity Office Properties Trust 232,553(e) 12,918,318 Equity Residential 52,823 2,972,878 HomeBanc 666,464 2,205,996 Kimco Realty 39,321 1,950,322 Plum Creek Timber 32,536 1,309,574 ProLogis 44,502 2,892,630 Public Storage 22,016 2,394,460 Vornado Realty Trust 23,393 2,862,134 -------------- Total 41,111,539 - ------------------------------------------------------------------------------ REAL ESTATE MANAGEMENT & DEVELOPMENT (--%) CB Richard Ellis Group Cl A 33,295(b) 1,252,225 - ------------------------------------------------------------------------------ ROAD & RAIL (0.1%) Avis Budget Group 5,413 137,815 CSX 96,610 3,554,282 See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 19 COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) ROAD & RAIL (CONT.) Norfolk Southern 74,375 $ 3,692,719 -------------- Total 7,384,816 - ------------------------------------------------------------------------------ SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (1.2%) Agere Systems 258,800(b) 5,212,232 Atmel 1,982,236(b) 11,853,772 Broadcom Cl A 66,807(b) 2,132,479 Cypress Semiconductor 394,845(b) 7,284,890 Intel 1,263,717 26,487,509 Linear Technology 71,941 2,226,574 LSI Logic 620,441(b) 5,832,145 Maxim Integrated Products 79,161 2,438,159 PMC-Sierra 142,983(b) 900,793 Spansion Cl A 870,694(b) 11,171,004 Texas Instruments 271,368 8,463,968 United Microelectronics ADR 465,844(c) 1,653,746 Verigy 8,665(b,c) 158,829 Xilinx 66,491 1,615,731 -------------- Total 87,431,831 - ------------------------------------------------------------------------------ SOFTWARE (3.1%) Adobe Systems 164,294(b) 6,386,108 Business Objects ADR 66,825(b,c) 2,515,293 Cadence Design Systems 460,014(b) 8,694,265 Citrix Systems 97,459(b) 3,086,527 Compuware 627,503(b) 5,628,702 Electronic Arts 94,889(b) 4,744,450 Hyperion Solutions 14,258(b) 601,973 McAfee 205,568(b) 6,014,920 Microsoft 4,512,728 139,262,785 Nuance Communications 97,484(b) 1,123,016 Oracle 627,745(b) 10,772,103 Symantec 1,383,177(b) 24,496,064 TIBCO Software 810,720(b) 7,523,482 -------------- Total 220,849,688 - ------------------------------------------------------------------------------ SPECIALTY RETAIL (1.0%) AutoNation 27,841(b) 625,030 AutoZone 9,577(b) 1,203,159 Bed Bath & Beyond 96,033(b) 4,051,632 Circuit City Stores 77,633 1,584,490 Home Depot 514,871 20,975,844 Limited Brands 301,435 8,422,094 COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) SPECIALTY RETAIL (CONT.) Lowe's Companies 421,634 $ 14,213,281 Office Depot 51,828(b) 1,937,849 OfficeMax 13,576 655,585 RadioShack 24,639 544,522 Sherwin-Williams 20,458 1,413,648 Staples 131,897 3,392,391 Tiffany & Co 44,773 1,757,788 TJX Companies 302,038 8,931,264 -------------- Total 69,708,577 - ------------------------------------------------------------------------------ TEXTILES, APPAREL & LUXURY GOODS (0.1%) Jones Apparel Group 20,642 705,131 Liz Claiborne 18,877 838,139 Nike Cl B 34,776 3,436,216 VF 16,110 1,222,266 -------------- Total 6,201,752 - ------------------------------------------------------------------------------ THRIFTS & MORTGAGE FINANCE (1.8%) Countrywide Financial 1,686,008 73,307,627 Fannie Mae 496,720 28,079,582 Freddie Mac 411,276 26,704,151 Washington Mutual 91,710 4,089,349 -------------- Total 132,180,709 - ------------------------------------------------------------------------------ TOBACCO (2.0%) Altria Group 1,473,729 128,789,177 Imperial Tobacco Group ADR 119,941(c) 9,765,596 Reynolds American 31,131 2,007,950 UST 29,207 1,677,650 -------------- Total 142,240,373 - ------------------------------------------------------------------------------ WIRELESS TELECOMMUNICATION SERVICES (4.1%) ALLTEL 1,469,597 90,071,600 Hutchison Telecommunications Intl 7,246,505(b,c) 17,448,263 Orascom Telecom Holding GDR 270,606(c) 18,671,814 Sprint Nextel 2,791,935 49,780,201 Vodafone Group 33,302,002(c) 97,451,008 Vodafone Group ADR 673,572(c,e) 19,796,281 -------------- Total 293,219,167 - ------------------------------------------------------------------------------ TOTAL COMMON STOCKS (Cost: $6,039,521,857) $6,954,535,141 - ------------------------------------------------------------------------------ See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ 20 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT OPTIONS PURCHASED (0.3%) ISSUER CONTRACTS EXERCISE EXPIRATION VALUE(a) PRICE DATE CALLS ALLTEL 3,510 $ 65.00 April 2007 $ 500,175 eBay 1,583 30.00 Feb. 2007 403,665 NTL 22,253 27.50 June 2007 4,951,293 NTL 7,417 27.50 Jan. 2008 2,633,035 PUTS Mini Nasdaq 100 Index 8,364 177.50 June 2007 4,558,380 Nasdaq 100 Trust Series 1 56,972 44.00 June 2007 8,830,660 S&P 500 Index 1,195 1,350.00 March 2007 328,625 - ------------------------------------------------------------------------------ TOTAL OPTIONS PURCHASED (Cost: $24,617,060) $22,205,833 - ------------------------------------------------------------------------------ MONEY MARKET FUND (3.7%)(f) SHARES VALUE(a) RiverSource Short-Term Cash Fund 265,279,377(j) $ 265,279,377 - ------------------------------------------------------------------------------ TOTAL MONEY MARKET FUND (Cost: $265,279,377) $ 265,279,377 - ------------------------------------------------------------------------------ TOTAL INVESTMENTS IN SECURITIES (Cost: $6,329,418,294)(l) $7,242,020,351 ============================================================================== NOTES TO INVESTMENTS IN SECURITIES (a) Securities are valued by procedures described in Note 1 to the financial statements. (b) Non-income producing. (c) Foreign security values are stated in U.S. dollars. At Jan. 31, 2007, the value of foreign securities represented 7.3% of net assets. (d) Shareholders of tracking stocks have a financial interest only in a unit or division of the company. Unlike the common stock of the company itself, a tracking stock usually has limited or no voting rights. In the event of a company's liquidation, tracking stock shareholders typically do not have a legal claim on the company's assets. (e) At Jan. 31, 2007, security was partially or fully on loan. See Note 7 to the financial statements. (f) Cash collateral received from security lending activity is invested in an affiliated money market fund and represents 0.6% of net assets. See Note 7 to the financial statements. 3.1% of net assets is the Fund's cash equivalent position. (g) Identifies issues considered to be illiquid as to their marketability (see Note 1 to the financial statements). These securities may be valued at fair value according to methods selected in good faith by the Fund's Board of Directors. Information concerning such security holdings at Jan. 31, 2007, is as follows: ACQUISITION SECURITY DATES COST ----------------------------------------------------------------------- KKR Private Equity Investors LP Unit 05-01-06 thru 12-14-06 $27,154,374 (h) Partially pledged as initial margin deposit on the following open stock index futures contracts (see Note 6 to the financial statements): TYPE OF SECURITY CONTRACTS ----------------------------------------------------------------------- PURCHASE CONTRACTS S&P 500 Index, March 2007 115 - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 21 NOTES TO INVESTMENTS IN SECURITIES (CONTINUED) (i) At Jan. 31, 2007, securities valued at $93,068,258 were held to cover open call options written as follows (see Note 8 to the financial statements): EXERCISE EXPIRATION ISSUER CONTRACTS PRICE DATE VALUE(a) ----------------------------------------------------------------------- eBay 3,772 $ 32.50 Feb. 2007 $ 264,040 NTL 22,253 30.00 June 2007 2,670,360 NTL 7,417 30.00 Jan. 2008 1,705,910 ----------------------------------------------------------------------- Total value $ 4,640,310 ----------------------------------------------------------------------- (j) Affiliated Money Market Fund -- See Note 10 to the financial statements. (k) Investments representing 5% or more of the outstanding voting securities of the issuer. Transactions with companies that are or were affiliates during the six months ended Jan. 31, 2007 are as follows: BEGINNING PURCHASE SALES ENDING DIVIDEND ISSUER COST COST COST COST INCOME VALUE(a) ------------------------------------------------------------------------------------------------ Spectrum Brands* $48,346,165 $2,336,282 $27,888,617 $22,793,830 $ -- $19,131,855 ------------------------------------------------------------------------------------------------ Total $48,346,165 $2,336,282 $27,888,617 $22,793,830 $ -- $19,131,855 ------------------------------------------------------------------------------------------------ * Issuer was not an affiliate for the entire period ended Jan. 31, 2007. (l) At Jan. 31, 2007, the cost of securities for federal income tax purposes was approximately $6,329,418,000 and the approximate aggregate gross unrealized appreciation and depreciation based on that cost was: Unrealized appreciation $ 948,960,000 Unrealized depreciation (36,358,000) ----------------------------------------------------------------------- Net unrealized appreciation $ 912,602,000 ----------------------------------------------------------------------- The Global Industry Classification Standard (GICS) was developed by and is the exclusive property of Morgan Stanley Capital International Inc. and Standard & Poor's, a division of The McGraw-Hill Companies, Inc. HOW TO FIND INFORMATION ABOUT THE FUND'S PORTFOLIO HOLDINGS (i) The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (Commission) for the first and third quarters of each fiscal year on Form N-Q; (ii) The Fund's Forms N-Q are available on the Commission's website at http://www.sec.gov; (iii) The Fund's Forms N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, DC (information on the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330); and (iv) The Fund's complete schedule of portfolio holdings, as disclosed in its annual and semiannual shareholder reports and in its filings on Form N-Q, can be found at riversource.com/funds. - ------------------------------------------------------------------------------ 22 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES JAN. 31, 2007 (UNAUDITED) ASSETS Investments in securities, at value (Note 1) Unaffiliated issuers* (identified cost $6,041,345,087) $ 6,957,609,119 Affiliated money market fund (identified cost $265,279,377) (Note 10) 265,279,377 Other affiliated issuers (identified cost $22,793,830) 19,131,855 - -------------------------------------------------------------------------------------------------------- Total investments in securities (identified cost $6,329,418,294) 7,242,020,351 Foreign currency holdings (identified cost $1,276,116) (Note 1) 1,282,328 Capital shares receivable 91,419 Dividends and accrued interest receivable 8,693,499 Receivable for investment securities sold 82,960,279 Unrealized appreciation on swap transactions, at value (Note 9) 722,314 - -------------------------------------------------------------------------------------------------------- Total assets 7,335,770,190 - -------------------------------------------------------------------------------------------------------- LIABILITIES Disbursements in excess of cash on demand deposit 50,899 Capital shares payable 732,919 Payable for investment securities purchased 47,985,415 Payable upon return of securities loaned (Note 7) 46,412,700 Unrealized depreciation on foreign currency contracts held, at value (Note 5) 664 Accrued investment management services fee 106,792 Accrued distribution fee 69,405 Accrued transfer agency fee 35,053 Accrued administrative services fee 8,913 Accrued plan administration services fee 3,448 Other accrued expenses 423,780 Options contracts written, at value (premiums received $2,791,774) (Note 8) 4,640,310 - -------------------------------------------------------------------------------------------------------- Total liabilities 100,470,298 - -------------------------------------------------------------------------------------------------------- Net assets applicable to outstanding capital stock $ 7,235,299,892 ======================================================================================================== - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 23 STATEMENT OF ASSETS AND LIABILITIES (CONTINUED) JAN. 31, 2007 (CONT.) REPRESENTED BY Capital stock -- $.01 par value (Note 1) $ 12,112,379 Additional paid-in capital 6,521,982,876 Undistributed net investment income 691,394 Accumulated net realized gain (loss) (Note 13) (211,260,366) Unrealized appreciation (depreciation) on investments and on translation of assets and liabilities in foreign currencies (Notes 5, 6 and 9) 911,773,609 - ------------------------------------------------------------------------------------------------------------------ Total -- representing net assets applicable to outstanding capital stock $ 7,235,299,892 ================================================================================================================== Net assets applicable to outstanding shares: Class A $ 5,385,112,990 Class B $ 1,165,402,665 Class C $ 35,101,120 Class I $ 117,862,913 Class R2 $ 4,960 Class R3 $ 4,963 Class R4 $ 506,731,496 Class R5 $ 25,078,785 Net asset value per share of outstanding capital stock: Class A shares 899,634,687 $ 5.99 Class B shares 198,254,250 $ 5.88 Class C shares 5,964,945 $ 5.88 Class I shares 19,595,791 $ 6.01 Class R2 shares 822 $ 6.03 Class R3 shares 822 $ 6.04 Class R4 shares 83,633,482 $ 6.06 Class R5 shares 4,153,053 $ 6.04 - ------------------------------------------------------------------------------------------------------------------ * Including securities on loan, at value (Note 7) $ 44,899,184 - ------------------------------------------------------------------------------------------------------------------ See accompanying notes to financial statements. - ------------------------------------------------------------------------------ 24 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT STATEMENT OF OPERATIONS SIX MONTHS ENDED JAN. 31, 2007 (UNAUDITED) INVESTMENT INCOME Income: Dividends $ 63,326,995 Interest 1,626,748 Income distributions from affiliated money market fund (Note 10) 6,311,274 Fee income from securities lending (Note 7) 113,312 Less foreign taxes withheld (220,038) - ------------------------------------------------------------------------------------------------- Total income 71,158,291 - ------------------------------------------------------------------------------------------------- Expenses (Note 2): Investment management services fee 20,462,435 Distribution fee Class A 6,824,563 Class B 5,872,724 Class C 176,451 Class R2 3 Class R3 2 Transfer agency fee Class A 6,304,965 Class B 1,496,639 Class C 44,505 Class R4 575,070 Class R5 1,689 Service fee -- Class R4 314,706 Administrative services fees and expenses 1,703,886 Plan administration services fee Class R2 2 Class R3 2 Class R4 196,024 Compensation of board members 82,500 Custodian fees 421,265 Printing and postage 174,850 Registration fees 35,675 Professional fees 34,858 Other 136,545 - ------------------------------------------------------------------------------------------------- Total expenses 44,859,359 Expenses waived/reimbursed by the Investment Manager and its affiliates (Note 2) (2,538) - ------------------------------------------------------------------------------------------------- 44,856,821 Earnings and bank fee credits on cash balances (Note 2) (477,104) - ------------------------------------------------------------------------------------------------- Total net expenses 44,379,717 - ------------------------------------------------------------------------------------------------- Investment income (loss) -- net 26,778,574 - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 25 STATEMENT OF OPERATIONS (CONTINUED) SIX MONTHS ENDED JAN. 31, 2007 (UNAUDITED) (CONT.) REALIZED AND UNREALIZED GAIN (LOSS) -- NET Net realized gain (loss) on: Security transactions (Note 3) $ 280,210,599 Security transactions -- other affiliated issuers (Note 3) (12,437,657) Foreign currency transactions 111,811 Futures contracts 11,723,610 Options contracts written (Note 8) (3,850,784) Swap transactions 334,317 - ------------------------------------------------------------------------------------------------- Net realized gain (loss) on investments 276,091,896 Net change in unrealized appreciation (depreciation) on investments and on translation of assets and liabilities in foreign currencies 711,596,907 - ------------------------------------------------------------------------------------------------- Net gain (loss) on investments and foreign currencies 987,688,803 - ------------------------------------------------------------------------------------------------- Net increase (decrease) in net assets resulting from operations $ 1,014,467,377 ================================================================================================= See accompanying notes to financial statements. - ------------------------------------------------------------------------------ 26 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT STATEMENTS OF CHANGES IN NET ASSETS JAN. 31, 2007 SIX MONTHS ENDED JULY 31, 2006 (UNAUDITED) YEAR ENDED OPERATIONS AND DISTRIBUTIONS Investment income (loss) -- net $ 26,778,574 $ 40,904,787 Net realized gain (loss) on investments 276,091,896 275,180,804 Net change in unrealized appreciation (depreciation) on investments and on translation of assets and liabilities in foreign currencies 711,596,907 (370,550,095) - ----------------------------------------------------------------------------------------------------------- Net increase (decrease) in net assets resulting from operations 1,014,467,377 (54,464,504) - ----------------------------------------------------------------------------------------------------------- Distributions to shareholders from: Net investment income Class A (51,282,208) (8,339,131) Class B (2,970,060) -- Class C (121,561) -- Class I (1,522,653) (656,302) Class R2 (65) N/A Class R3 (66) N/A Class R4 (5,679,767) (1,124) Class R5 (322,641) N/A Net realized gain Class A (125,265,857) -- Class B (27,693,216) -- Class C (831,229) -- Class I (2,640,713) -- Class R2 (115) N/A Class R3 (115) N/A Class R4 (13,607,896) -- Class R5 (560,037) N/A - ----------------------------------------------------------------------------------------------------------- Total distributions (232,498,199) (8,996,557) - ----------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 27 STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED) JAN. 31, 2007 SIX MONTHS ENDED JULY 31, 2006 (UNAUDITED) YEAR ENDED CAPITAL SHARE TRANSACTIONS (NOTE 4) Proceeds from sales Class A shares (Note 2) $ 76,705,949 $ 429,909,019 Class B shares 29,931,494 50,136,037 Class C shares 1,433,624 2,589,055 Class I shares 10,395,146 27,683,397 Class R2 shares 5,000 N/A Class R3 shares 5,000 N/A Class R4 shares 9,916,328 19,415,795 Class R5 shares 24,344,212 N/A Fund merger (Note 12) Class A shares N/A 5,066,390,993 Class B shares N/A 1,262,273,829 Class C shares N/A 31,569,946 Class I shares N/A 97,113,086 Class R4 shares N/A 1,287,966,195 Reinvestment of distributions at net asset value Class A shares 171,428,183 8,175,459 Class B shares 30,416,634 -- Class C shares 939,583 -- Class I shares 4,163,008 656,222 Class R4 shares 19,287,529 1,072 Class R5 shares 882,497 N/A Payments for redemptions Class A shares (879,186,549) (1,045,511,081) Class B shares (Note 2) (186,205,018) (597,123,506) Class C shares (Note 2) (5,858,119) (8,250,000) Class I shares (13,171,899) (62,694,425) Class R4 shares (681,280,235) (221,738,132) - ------------------------------------------------------------------------------------------------------- Increase (decrease) in net assets from capital share transactions (1,385,847,633) 6,348,562,961 - ------------------------------------------------------------------------------------------------------- Total increase (decrease) in net assets (603,878,455) 6,285,101,900 Net assets at beginning of period 7,839,178,347 1,554,076,447 - ------------------------------------------------------------------------------------------------------- Net assets at end of period $ 7,235,299,892 $ 7,839,178,347 ======================================================================================================= Undistributed net investment income $ 691,394 $ 35,811,841 - ------------------------------------------------------------------------------------------------------- See accompanying notes to financial statements. - ------------------------------------------------------------------------------ 28 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT NOTES TO FINANCIAL STATEMENTS (Unaudited as to Jan. 31, 2007) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Fund is a series of RiverSource Large Cap Series, Inc. and is registered under the Investment Company Act of 1940 (as amended) as a diversified, open-end management investment company. RiverSource Large Cap Series, Inc. has 10 billion authorized shares of capital stock that can be allocated among the separate series as designated by the Board. The Fund invests primarily in equity securities of companies with a market capitalization greater than $5 billion at the time of purchase. The Fund offers Class A, Class B, Class C and Class R4 shares. o Class A shares are sold with a front-end sales charge. o Class B shares may be subject to a contingent deferred sales charge (CDSC) and automatically convert to Class A shares during the ninth year of ownership. o Class C shares may be subject to a CDSC. o Class R4 shares have no sales charge and are offered only to qualifying institutional investors. In September 2006, the Board approved renaming Class Y as Class R4, terminating the shareholder servicing agreement, revising the fee structure under the transfer agent agreement from account-based to asset-based, and adopting a plan administration services agreement. These changes were effective Dec. 11, 2006. The Fund offers an additional class of shares, Class I, exclusively to certain institutional investors. Class I shares have no sales charge and are made available through a separate prospectus supplement provided to investors eligible to purchase the shares. At Jan. 31, 2007, Ameriprise Financial, Inc. (Ameriprise Financial) and the affiliated funds-of-funds owned 100% of Class I shares. Effective Dec. 11, 2006, the Fund offers additional classes of shares, Class R2, Class R3 and Class R5, offered to certain institutional investors. These shares are sold without a front-end sales charge or CDSC. At Jan. 31, 2007, Ameriprise Financial owned 100% of Class R2, Class R3 and Class R5 shares. At Jan. 31, 2007, Ameriprise Financial and the affiliated funds-of-funds owned approximately 2% of the total outstanding Fund shares. All classes of shares have identical voting, dividend and liquidation rights. Class specific expenses (e.g., distribution and service fees, transfer agency fees, plan administration fees) differ among classes. Income, expenses (other than class specific expenses) and realized and unrealized gains or losses on investments are allocated to each class of shares based upon its relative net assets. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 29 The Fund's significant accounting policies are summarized below: USE OF ESTIMATES Preparing financial statements that conform to U.S. generally accepted accounting principles requires management to make estimates (e.g., on assets, liabilities and contingent assets and liabilities) that could differ from actual results. VALUATION OF SECURITIES All securities are valued at the close of each business day. Securities traded on national securities exchanges or included in national market systems are valued at the last quoted sales price. Debt securities are generally traded in the over-the-counter market and are valued at a price that reflects fair value as quoted by dealers in these securities or by an independent pricing service. Pursuant to procedures adopted by the Board of Directors of the funds, Ameriprise Financial utilizes Fair Value Pricing (FVP). FVP determinations are made in good faith in accordance with these procedures. If a development or event is so significant that there is a reasonably high degree of certainty that the effect of the development or event has actually caused the closing price to no longer reflect the actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the New York Stock Exchange. Significant events include material movements in the U.S. securities markets prior to the opening of foreign markets on the following trading day. FVP results in an estimated price that reasonably reflects the current market conditions in order to value the portfolio holdings such that shareholder transactions receive a fair net asset value. Short-term securities maturing in more than 60 days from the valuation date are valued at the market price or approximate market value based on current interest rates; those maturing in 60 days or less are valued at amortized cost. ILLIQUID SECURITIES As of Jan. 31, 2007, investments in securities included issues that are illiquid which the Fund currently limits to 10% of net assets, at market value, at the time of purchase. The aggregate value of such securities at Jan. 31, 2007 was $27,955,414 representing 0.39% of net assets. These securities are valued at fair value according to methods selected in good faith by the Board. According to board guidelines, certain unregistered securities are determined to be liquid and are not included within the 10% limitation specified above. Assets are liquid if they can be sold or disposed of in the ordinary course of business within seven days at approximately the value at which the asset is valued by the Fund. OPTION TRANSACTIONS To produce incremental earnings, protect gains, and facilitate buying and selling of securities for investments, the Fund may buy and write options traded on any U.S. or foreign exchange or in the over-the-counter market where completing the obligation depends upon the credit standing of the other party. The Fund also may buy and sell put and call options and write covered call options on portfolio - ------------------------------------------------------------------------------ 30 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT securities as well as write cash-secured put options. The risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases. The risk in writing a put option is that the Fund may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying an option is that the Fund pays a premium whether or not the option is exercised. The Fund also has the additional risk of being unable to enter into a closing transaction if a liquid secondary market does not exist. Option contracts are valued daily at the closing prices on their primary exchanges and unrealized appreciation or depreciation is recorded. The Fund will realize a gain or loss when the option transaction expires or closes. When an option is exercised, the proceeds on sales for a written call option, the purchase cost for a written put option or the cost of a security for a purchased put or call option is adjusted by the amount of premium received or paid. FUTURES TRANSACTIONS To gain exposure to or protect itself from market changes, the Fund may buy and sell financial futures contracts traded on any U.S. or foreign exchange. The Fund also may buy and write put and call options on these futures contracts. Risks of entering into futures contracts and related options include the possibility of an illiquid market and that a change in the value of the contract or option may not correlate with changes in the value of the underlying securities. Upon entering into a futures contract, the Fund is required to deposit either cash or securities in an amount (initial margin) equal to a certain percentage of the contract value. Subsequent payments (variation margin) are made or received by the Fund each day. The variation margin payments are equal to the daily changes in the contract value and are recorded as unrealized gains and losses. The Fund recognizes a realized gain or loss when the contract is closed or expires. FOREIGN CURRENCY TRANSLATIONS AND FOREIGN CURRENCY CONTRACTS Securities and other assets and liabilities denominated in foreign currencies are translated daily into U.S. dollars. Foreign currency amounts related to the purchase or sale of securities and income and expenses are translated at the exchange rate on the transaction date. The effect of changes in foreign exchange rates on realized and unrealized security gains or losses is reflected as a component of such gains or losses. In the statement of operations, net realized gains or losses from foreign currency transactions, if any, may arise from sales of foreign currency, closed forward contracts, exchange gains or losses realized between the trade date and settlement date on securities transactions, and other translation gains or losses on dividends, interest income and foreign withholding taxes. At Jan. 31, 2007, foreign currency holdings consisted of multiple denominations, primarily European monetary units. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 31 The Fund may enter into forward foreign currency exchange contracts for operational purposes. The net U.S. dollar value of foreign currency underlying all contractual commitments held by the Fund and the resulting unrealized appreciation or depreciation are determined using foreign currency exchange rates from an independent pricing service. The Fund is subject to the credit risk that the other party will not complete its contract obligations. TOTAL RETURN EQUITY SWAP TRANSACTIONS The Fund may enter into swap agreements to earn the total return on a specified security, basket of securities or security indexes during the specified period, in return for periodic payments based on a fixed or variable interest rate of the total return from other underlying assets. Total return swap agreements may be used to obtain exposure to a security or market without owning or taking physical custody of such security or market. Under the terms of a total return equity swap agreement, payments made by the Fund or the counterparty are based on the total return of a particular reference asset or assets (such as an equity security, a combination of such securities, or an index). That is, one party agrees to pay another party the return on a stock, basket of stocks, or stock index in return for a specified interest rate. The notional amounts of swap contracts are not recoded in the financial statements. Swap contracts are valued daily, and the change in value is recorded as unrealized appreciation (depreciation) until the termination of the swap, at which time realized gain (loss) is recorded. Payments received or made are recorded as realized gains (losses). Swap agreements may be subject to liquidity risk, which exists when a particular swap is difficult to purchase or sell. It may not be possible for the Fund to initiate a transaction or liquidate a position at an advantageous time or price, which may result in significant losses. Total return swaps are subject to the risk associated with the investment in the underlying securities and also the risk of the counterparty not fulfilling its obligations under the agreement. GUARANTEES AND INDEMNIFICATIONS Under the Fund's organizational documents, its officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, certain of the Fund's contracts with its service providers contain general indemnification clauses. The Fund's maximum exposure under these arrangements is unknown since the amount of any future claims that may be made against the Fund cannot be determined and the Fund has no historical basis for predicting the likelihood of any such claims. FEDERAL TAXES The Fund's policy is to comply with Subchapter M of the Internal Revenue Code that applies to regulated investment companies and to distribute substantially all of its taxable income to shareholders. No provision for income or excise taxes is thus required. - ------------------------------------------------------------------------------ 32 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT Net investment income (loss) and net realized gains (losses) may differ for financial statement and tax purposes primarily because of deferred losses on certain futures contracts, the recognition of certain foreign currency gains (losses) as ordinary income (loss) for tax purposes and losses deferred due to "wash sale" transactions. The character of distributions made during the year from net investment income or net realized gains may differ from their ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the year that the income or realized gains (losses) were recorded by the Fund. RECENT ACCOUNTING PRONOUNCEMENTS On Sept. 20, 2006, the Financial Accounting Standards Board ("FASB") released Statement of Financial Accounting Standards No. 157 "Fair Value Measurements" ("SFAS 157"). SFAS 157 establishes an authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair-value measurements. The application of SFAS 157 is required for fiscal years beginning after Nov. 15, 2007 and interim periods within those fiscal years. The impact of SFAS 157 on the Fund's financial statements is being evaluated. In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation 48 (FIN 48), "Accounting for Uncertainty in Income Taxes." FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with FASB Statement 109, "Accounting for Income Taxes." FIN 48 prescribes a two-step process to recognize and measure a tax position taken or expected to be taken in a tax return. The first step is to determine whether a tax position has met the more-likely-than-not recognition threshold and the second step is to measure a tax position that meets the threshold to determine the amount of benefit to recognize. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective for fiscal years beginning after Dec. 15, 2006. Tax positions of the Fund are being evaluated to determine the impact, if any, to the Fund. The adoption of FIN 48 is not anticipated to have a material impact on the Fund. DIVIDENDS TO SHAREHOLDERS An annual dividend from net investment income, declared and paid at the end of the calendar year, when available, is reinvested in additional shares of the Fund at net asset value or payable in cash. Capital gains, when available, are distributed along with the income dividend. On March 7, 2006, an additional dividend was paid before the merger to ensure that current shareholders of RiverSource Large Cap Equity Fund would not experience a dilution in their share of the fund's income or capital gains. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 33 OTHER Security transactions are accounted for on the date securities are purchased or sold. Dividend income is recognized on the ex-dividend date and interest income, including amortization of premium, market discount and original issue discount using the effective interest method, is accrued daily. 2. EXPENSES AND SALES CHARGES Under an Investment Management Services Agreement, RiverSource Investments, LLC (the Investment Manager) determines which securities will be purchased, held or sold. The management fee is a percentage of the Fund's average daily net assets that declines from 0.60% to 0.375% annually as the Fund's assets increase. The fee may be adjusted upward or downward by a performance incentive adjustment based on a comparison of the performance of Class A shares of the Fund to the Lipper Large-Cap Core Funds Index. In certain circumstances, the Board may approve a change in the index. The maximum adjustment is 0.12% per year. If the performance difference is less than 0.50%, the adjustment will be zero. The adjustment increased the fee by $22,717 for the period ended Jan. 31, 2007. Under an Administrative Services Agreement, the Fund pays Ameriprise Financial a fee for administration and accounting services at a percentage of the Fund's average daily net assets that declines from 0.06% to 0.03% annually as the Fund's assets increase. Other expenses in the amount of $67,840 are for, among other things, certain expenses of the Fund or the Board including: Fund boardroom and office expense, employee compensation, employee health and retirement benefits, and certain other expenses. Payment of these Fund and Board expenses is facilitated by a company providing limited administrative services to the Fund and the Board. Compensation of Board members includes, for the former Board Chair, compensation as well as retirement benefits. Certain other aspects of the former Board Chair's compensation, including health benefits and payment of certain other expenses, are included under other expenses. Under a Deferred Compensation Plan (the Plan), non-interested board members may defer receipt of their compensation. Deferred amounts are treated as though equivalent dollar amounts had been invested in shares of the Fund or other RiverSource funds. The Fund's liability for these amounts is adjusted for market value changes and remains in the Fund until distributed in accordance with the Plan. Professional fees include fees paid by the Fund for legal services and independent auditor services. - ------------------------------------------------------------------------------ 34 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT Under a Transfer Agency Agreement, RiverSource Service Corporation (the Transfer Agent) maintains shareholder accounts and records. The Fund pays the Transfer Agent an annual fee per shareholder account for this service as follows: o Class A $19.50 o Class B $20.50 o Class C $20.00 Effective Dec. 11, 2006, as part of the Board's approval to rename Class Y to R4, the fee structure under the Transfer Agency Agreement was revised from an account-based fee for Class Y to an asset-based fee for Class R4. The Fund will pay the Transfer Agent an annual asset-based fee at a rate of 0.05% of the Fund's average daily net assets attributable to Class R4 shares. Prior to Dec. 11, 2006, the Fund paid the Transfer Agent an annual account-based fee of $17.50 per shareholder account. In addition, with the introduction of Class R2, Class R3 and Class R5 shares, the Fund will pay the Transfer Agent an annual asset-based fee at a rate of 0.05% of the Fund's average daily net assets attributable to Class R2, Class R3 and Class R5 shares. Prior to Dec. 11, 2006, Class I paid a transfer agency fee at an annual rate per shareholder account of $1. This amount is included in the transfer agency fee on the statement of operations. Effective Dec. 11, 2006, this fee was eliminated. The Transfer Agent charges an annual closed account fee of $5 per inactive account, charged on a pro rata basis for 12 months from the date the account becomes inactive. These fees are included in the transfer agency fees on the statement of operations. The Fund has agreements with Ameriprise Financial Services, Inc. and RiverSource Distributors, Inc. (collectively, the Distributor) for distribution and shareholder services. Under a Plan and Agreement of Distribution pursuant to Rule 12b-1, the Fund pays a fee at an annual rate of up to 0.25% of the Fund's average daily net assets attributable to Class A and Class R3 shares, a fee at annual rate of up to 0.50% of the Fund's average daily net assets attributable to Class R2 shares and a fee at an annual rate of up to 1.00% of the Fund's average daily net assets attributable to Class B and Class C shares. Beginning Dec. 11, 2006, a new Plan Administration Services Agreement was adopted for the restructured Class R4 and the introduction of Class R2, Class R3 and Class R5. The fee is calculated at a rate of 0.25% of the Fund's average daily net assets attributable to Class R2, Class R3, Class R4 and Class R5 shares. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 35 Prior to Dec. 11, 2006, under a Shareholder Service Agreement, the Fund paid the Distributor a fee for service provided to shareholders by the Distributor and other servicing agents with respect to those shares. The fee was calculated at a rate of 0.10% of the Fund's average daily net assets attributable to Class Y shares. Effective Dec. 11, 2006, this agreement was terminated. Sales charges received by the Distributor for distributing Fund shares were $3,865,781 for Class A, $1,329,901 for Class B and $4,452 for Class C for the six months ended Jan. 31, 2007. In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the funds in which it invests (also referred to as "acquired funds"), including affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange traded funds). Because the acquired funds have varied expense and fee levels and the Fund may own different proportions of acquired funds at different times, the amount of fees and expenses incurred indirectly by the Fund will vary. For the six months ended Jan. 31, 2007, the Investment Manager and its affiliates waived certain fees and expenses to 0.87% for Class R4. The transfer agency fees waived for Class R4 were $2,538. Effective Dec. 11, 2006, with the renaming of Class Y as Class R4, the Investment Manager and its affiliates have agreed to waive certain fees and expenses until July 31, 2007, unless sooner terminated at the discretion of the Board, such that net expenses (excluding fees and expenses of acquired funds), before giving effect to any performance incentive adjustment, will not exceed 0.90% for Class R4. During the six months ended Jan. 31, 2007, the Fund's custodian and transfer agency fees were reduced by $477,104 as a result of earnings and bank fee credits from overnight cash balances. The Fund also pays custodian fees to Ameriprise Trust Company, an affiliate of Ameriprise Financial. 3. SECURITIES TRANSACTIONS Cost of purchases and proceeds from sales of securities (other than short-term obligations) aggregated $2,372,926,475 and $4,093,144,136, respectively, for the period ended Jan. 31, 2007. Realized gains and losses are determined on an identified cost basis. - ------------------------------------------------------------------------------ 36 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 4. CAPITAL SHARE TRANSACTIONS Transactions in shares of capital stock for the periods indicated are as follows: SIX MONTHS ENDED JAN. 31, 2007 CLASS A CLASS B CLASS C CLASS I CLASS R2* - -------------------------------------------------------------------------------------- Sold 13,239,581 5,300,646 254,201 1,800,152 822 Issued for reinvested distributions 29,154,454 5,262,393 162,558 705,595 -- Redeemed (153,291,494) (33,171,178) (1,041,643) (2,294,439) -- - -------------------------------------------------------------------------------------- Net increase (decrease) (110,897,459) (22,608,139) (624,884) 211,308 822 - -------------------------------------------------------------------------------------- CLASS R3* CLASS R4** CLASS R5* - -------------------------------------------------------------------------------------- Sold 822 1,752,427 4,003,982 Issued for reinvested distributions -- 3,241,602 149,071 Redeemed -- (116,935,533) -- - -------------------------------------------------------------------------------------- Net increase (decrease) 822 (111,941,504) 4,153,053 - -------------------------------------------------------------------------------------- YEAR ENDED JULY 31, 2006 CLASS A CLASS B CLASS C CLASS I CLASS R2 - -------------------------------------------------------------------------------------- Sold 81,619,158 9,503,444 489,203 5,125,399 N/A Fund merger 924,673,877 234,448,180 5,852,776 17,647,385 N/A Issued for reinvested distributions 1,513,462 -- -- 120,911 N/A Redeemed (193,098,401) (114,705,720) (1,551,449) (11,535,888) N/A - -------------------------------------------------------------------------------------- Net increase (decrease) 814,708,096 129,245,904 4,790,530 11,357,807 N/A - -------------------------------------------------------------------------------------- CLASS R3 CLASS R4** CLASS R5 - -------------------------------------------------------------------------------------- Sold N/A 3,501,543 N/A Fund Merger N/A 232,656,314 N/A Issued for reinvested distributions N/A 196 N/A Redeemed N/A (40,622,509) N/A - -------------------------------------------------------------------------------------- Net increase (decrease) N/A 195,535,544 N/A - -------------------------------------------------------------------------------------- * Inception date was Dec. 11, 2006. ** Effective Dec. 11, 2006, Class Y was renamed Class R4. 5. FORWARD FOREIGN CURRENCY CONTRACTS At Jan. 31, 2007, the Fund has a forward foreign currency exchange contract that obligates it to deliver currency at a specified future date. The unrealized depreciation on this contract is included in the accompanying financial statements. See "Summary of significant accounting policies." The terms of the open contract are as follows: CURRENCY TO CURRENCY TO UNREALIZED UNREALIZED EXCHANGE DATE BE DELIVERED BE RECEIVED APPRECIATION DEPRECIATION - ------------------------------------------------------------------------------------------- Feb. 5, 2007 1,330,786 2,614,064 $-- $664 British Pound U.S. Dollar - ------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 37 6. STOCK INDEX FUTURES CONTRACTS At Jan. 31, 2007, investments in securities included securities valued at $6,469,360 that were pledged as collateral to cover initial margin deposits on 115 open purchase contracts. The notional market value of the open purchase contracts at Jan. 31, 2007 was $41,486,250 with a net unrealized gain of $275,415. See "Summary of significant accounting policies" and "Notes to investments in securities." 7. LENDING OF PORTFOLIO SECURITIES In order to generate additional income, the Fund may lend securities representing up to one-third of the value of its total assets (which includes collateral for securities on loan) to broker-dealers, banks, or other institutional borrowers of securities. The Fund receives collateral in the form of cash and U.S. government securities, equal to at least 100% of the value of securities loaned, which is marked to the market value of the loaned securities daily until the securities are returned, e.g., if the value of the securities on loan increases, additional cash collateral is provided by the borrower. The Investment Manager serves as securities lending agent for the Fund under the investment management services agreement pursuant to which the Fund has agreed to reimburse the Investment Manager for expenses incurred by it in connection with the lending program, and pursuant to guidelines adopted by and under the oversight of the Board. At Jan. 31, 2007, securities valued at $44,899,184 were on loan to brokers. For collateral, the Fund received $46,412,700 in cash. Cash collateral received is invested in an affiliated money market fund and short-term securities, including U.S. government securities or other high-grade debt obligations, which are included in the "Investments in securities." Income from securities lending amounted to $113,312 for the six months ended Jan. 31, 2007. The risks to the Fund of securities lending are that the borrower may not provide additional collateral when required or return the securities when due. 8. OPTIONS CONTRACTS WRITTEN Contracts and premiums associated with options contracts written are as follows: SIX MONTHS ENDED JAN. 31, 2007 CALLS - ------------------------------------------------------------------------------ CONTRACTS PREMIUMS - ------------------------------------------------------------------------------ Balance July 31, 2006 1,954 $ 4,297,846 Opened 34,324 2,868,653 Closed (2,836) (4,374,725) - ------------------------------------------------------------------------------ Balance Jan. 31, 2007 33,442 $ 2,791,774 - ------------------------------------------------------------------------------ See "Summary of significant accounting policies." - ------------------------------------------------------------------------------ 38 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 9. SWAP CONTRACTS At Jan. 31, 2007, the Fund had the following open total return equity swap contracts: UNREALIZED TERMINATION NOTIONAL APPRECIATION DATE AMOUNT (DEPRECIATION) - ------------------------------------------------------------------------------------------------ Receive total return on a basket of large cap industrial securities and pay a floating rate based on 1-month LIBOR plus 0.20%. Counterparty: Citigroup May 7, 2007 $12,310,554 $662,552 Receive total return on a basket of large cap health care securities and pay a floating rate based on 1-month LIBOR plus 0.20%. Counterparty: Merrill Lynch Oct. 17, 2007 14,074,942 59,762 - ------------------------------------------------------------------------------------------------ Total $722,314 - ------------------------------------------------------------------------------------------------ 10. AFFILIATED MONEY MARKET FUND The Fund may invest its daily cash balance in RiverSource Short-Term Cash Fund, a money market fund established for the exclusive use of the RiverSource funds and other institutional clients of RiverSource Investments. 11. BANK BORROWINGS The Fund has a revolving credit agreement with a syndicate of banks headed by JPMorgan Chase Bank, N.A. (JPMCB), whereby the Fund may borrow for the temporary funding of shareholder redemptions or for other temporary or emergency purposes. The agreement went into effect Sept.19, 2006. The Fund must maintain asset coverage for borrowings of at least 300%. The agreement, which enables the Fund to participate with other RiverSource funds, permits borrowings up to $500 million, collectively. Interest is charged to each Fund based on its borrowings at a rate equal to either the higher of the Federal Funds Effective Rate plus 0.40% or the JPMCB Prime Commercial Lending Rate. Borrowings are payable within 60 days after such loan is executed. The Fund also pays a commitment fee equal to its pro rata share of the amount of the credit facility at a rate of 0.06% per annum. Prior to this agreement, the Fund paid a commitment fee equal to its pro rata share of the amount of the credit facility at a rate of 0.07% per annum. The Fund had no borrowings under the facility outstanding during the six months ended Jan. 31, 2007. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 39 12. FUND MERGER At the close of business on March 10, 2006, RiverSource Large Cap Equity Fund acquired the assets and assumed the identified liabilities of RiverSource New Dimensions Fund. The reorganization was completed after shareholders approved the plan on Feb. 15, 2006. The aggregate net assets of RiverSource Large Cap Equity Fund immediately before the acquisition were $1,392,594,683 and the combined net assets immediately after the acquisition were $9,137,908,732. The merger was accomplished by a tax-free exchange of 400,881,844 shares of RiverSource New Dimensions Fund valued at $7,745,314,049. In exchange for the RiverSource New Dimensions Fund shares and net assets, RiverSource Large Cap Equity Fund issued the following number of shares: SHARES - ------------------------------------------------------------------------------ Class A 924,673,877 Class B 234,448,180 Class C 5,852,776 Class I 17,647,385 Class Y 232,656,314 - ------------------------------------------------------------------------------ RiverSource New Dimensions Fund's net assets after adjustments for any permanent book-to-tax differences at the merger date were as follows, which include the following amounts of capital stock, unrealized appreciation, accumulated net realized loss and undistributed net income. TOTAL CAPITAL UNREALIZED ACCUMULATED NET UNDISTRIBUTED NET ASSETS STOCK APPRECIATION REALIZED GAIN NET INCOME - -------------------------------------------------------------------------------------------------- RiverSource New Dimensions Fund $7,745,314,049 $7,385,408,991 $472,802,551 $(112,899,579) $2,086 13. CAPITAL LOSS CARRY-OVER For federal income tax purposes, the Fund had a capital loss carry-over of $241,864,902 at July 31, 2006, that if not offset by capital gains will expire as follows: 2008 2009 2010 2011 $132,187,540 $76,012,213 $19,803,207 $13,861,942 - -------------------------------------------------------------------------------- 40 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT RiverSource Large Cap Equity Fund acquired $33,183,702 of capital loss carry-overs in connection with the RiverSource New Dimensions Fund merger (Note 12). In addition to the acquired capital loss carry-overs, the Fund also acquired unrealized capital gains as a result of the mergers. The yearly utilization of the acquired capital losses as well as the utilization of the acquired unrealized losses is limited by the Internal Revenue Code. It is unlikely the Board will authorize a distribution of any net realized capital gains until the available capital loss carry-over has been offset or expires. 14. INFORMATION REGARDING PENDING AND SETTLED LEGAL PROCEEDINGS In June 2004, an action captioned John E. Gallus et al. v. American Express Financial Corp. and American Express Financial Advisors Inc., was filed in the United States District Court for the District of Arizona. The plaintiffs allege that they are investors in several American Express Company mutual funds and they purport to bring the action derivatively on behalf of those funds under the Investment Company Act of 1940. The plaintiffs allege that fees allegedly paid to the defendants by the funds for investment advisory and administrative services are excessive. The plaintiffs seek remedies including restitution and rescission of investment advisory and distribution agreements. The plaintiffs voluntarily agreed to transfer this case to the United States District Court for the District of Minnesota. In response to our motion to dismiss the complaint, the Court dismissed one of plaintiffs' four claims and granted plaintiffs limited discovery. Discovery is currently set to end in March 2007. In December 2005, without admitting or denying the allegations, American Express Financial Corporation (AEFC, which is now known as Ameriprise Financial, Inc. (Ameriprise Financial)), the parent company of RiverSource Investments, LLC (RiverSource Investments), entered into settlement agreements with the Securities and Exchange Commission (SEC) and Minnesota Department of Commerce (MDOC) related to market timing activities. In connection with these matters, the SEC and MDOC issued orders (the Orders) alleging that AEFC violated certain provisions of the federal and Minnesota securities laws by failing to adequately disclose market timing activities by allowing certain identified market timers to continue to market time contrary to disclosures in mutual fund and variable annuity product prospectuses. The Orders also alleged that AEFC failed to implement procedures to detect and prevent market timing in 401(k) plans for employees of AEFC and related companies and failed to adequately disclose that there were no such procedures. Pursuant to the MDOC Order, the MDOC also alleged that AEFC allowed inappropriate market timing to occur by failing to have written policies and procedures and failing to properly supervise its employees. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 41 As a result of the Orders, AEFC was censured and ordered to cease and desist from committing or causing any violations of certain provisions of the Investment Advisers Act of 1940, the Investment Company Act of 1940, and various Minnesota laws. Pursuant to the terms of the Orders, AEFC agreed to pay disgorgement of $10 million and civil money penalties of $7 million. AEFC also agreed to make presentations at least annually to its board of directors and the relevant mutual funds' board that include an overview of policies and procedures to prevent market timing, material changes to these policies and procedures and whether disclosures related to market timing are consistent with the SEC order and federal securities laws. AEFC also agreed to retain an independent distribution consultant to assist in developing a plan for distribution of all disgorgement and civil penalties ordered by the SEC in accordance with various undertakings detailed at http://www.sec.gov/litigation/admin/ia-2451.pdf. In addition, AEFC agreed to complete and submit to the MDOC a compliance review of its procedures regarding market timing within one year of the MDOC Order, including a summary of actions taken to ensure compliance with applicable laws and regulations and certification by a senior officer regarding compliance and supervisory procedures. Ameriprise Financial and its affiliates have cooperated with the SEC and the MDOC in these legal proceedings, and have made regular reports to the RiverSource Funds' Boards of Directors/Trustees. Ameriprise Financial and certain of its affiliates have historically been involved in a number of legal, arbitration and regulatory proceedings, including routine litigation, class actions, and governmental actions, concerning matters arising in connection with the conduct of their business activities. Ameriprise Financial believes that the Funds are not currently the subject of, and that neither Ameriprise Financial nor any of its affiliates are the subject of, any pending legal, arbitration or regulatory proceedings that are likely to have a material adverse effect on the Funds or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Funds. Ameriprise Financial is required to make 10-Q, 10-K and, as necessary, 8-K filings with the Securities and Exchange Commission on legal and regulatory matters that relate to Ameriprise Financial and its affiliates. Copies of these filings may be obtained by accessing the SEC website at www.sec.gov. There can be no assurance that these matters, or the adverse publicity associated with them, will not result in increased fund redemptions, reduced sale of fund shares or other adverse consequences to the Funds. Further, although we believe proceedings are not likely to have a material adverse effect on the Funds or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Funds, these proceedings are subject to uncertainties and, as such, we are unable to estimate the possible loss or range of loss that may result. An adverse outcome in one or more of these proceedings could result in adverse judgments, settlements, fines, penalties or other relief that could have a material adverse effect on the consolidated financial condition or results of operations of Ameriprise Financial. - ------------------------------------------------------------------------------ 42 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 15. FINANCIAL HIGHLIGHTS The tables below show certain important financial information for evaluating the Fund's results. CLASS A PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(h) 2006 2005 2004 2003 Net asset value, beginning of period $ 5.40 $ 5.26 $ 4.64 $ 4.53 $ 4.11 - ------------------------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .03 .06 .04 .01 .01 Net gains (losses) (both realized and unrealized) .76 .12 .61 .32 .41 - ------------------------------------------------------------------------------------------------------------------------- Total from investment operations .79 .18 .65 .33 .42 - ------------------------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.06) (.04) (.02) -- -- Distributions from realized gains (.14) -- (.01) (.22) -- - ------------------------------------------------------------------------------------------------------------------------- Total distributions (.20) (.04) (.03) (.22) -- - ------------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 5.99 $ 5.40 $ 5.26 $ 4.64 $ 4.53 - ------------------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 5,385 $ 5,461 $ 1,030 $ 1,248 $ 83 - ------------------------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(b),(c) 1.09%(d) 1.06% 1.11%(e) 1.20%(e) 1.25%(e) - ------------------------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .80%(d) 1.08% .79% .36% .24% - ------------------------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 33% 116% 128% 99% 135% - ------------------------------------------------------------------------------------------------------------------------- Total return(f) 14.64%(g) 3.51% 13.99% 7.19% 10.22% - ------------------------------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (c) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expenses ratios. (d) Adjusted to an annual basis. (e) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class A would have been 1.16%, 1.23% and 1.84% for the years ended July 31, 2005, 2004 and 2003, respectively. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. (h) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 43 CLASS B PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(h) 2006 2005 2004 2003 Net asset value, beginning of period $ 5.29 $ 5.15 $ 4.56 $ 4.48 $ 4.10 - -------------------------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) -- .02 -- (.01) (.01) Net gains (losses) (both realized and unrealized) .74 .12 .60 .31 .39 - -------------------------------------------------------------------------------------------------------------------------- Total from investment operations .74 .14 .60 .30 .38 - -------------------------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.01) -- -- -- -- Distributions from realized gains (.14) -- (.01) (.22) -- - -------------------------------------------------------------------------------------------------------------------------- Total distributions (.15) -- (.01) (.22) -- - -------------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 5.88 $ 5.29 $ 5.15 $ 4.56 $ 4.48 - -------------------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 1,165 $ 1,169 $ 472 $ 572 $ 36 - -------------------------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(b),(c) 1.87%(d) 1.84% 1.88%(e) 1.95%(e) 2.01%(e) - -------------------------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .03%(d) .28% .02% (.46%) (.52%) - -------------------------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 33% 116% 128% 99% 135% - -------------------------------------------------------------------------------------------------------------------------- Total return(f) 14.13%(g) 2.72% 13.09% 6.48% 9.27% - -------------------------------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (c) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expenses ratios. (d) Adjusted to an annual basis. (e) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class B would have been 1.93%, 1.98% and 2.60% for the years ended July 31, 2005, 2004 and 2003, respectively. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. (h) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ 44 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT CLASS C PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(h) 2006 2005 2004 2003 Net asset value, beginning of period $ 5.30 $ 5.16 $ 4.57 $ 4.49 $ 4.10 - -------------------------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) -- .02 -- (.01) (.01) Net gains (losses) (both realized and unrealized) .74 .12 .60 .31 .40 - -------------------------------------------------------------------------------------------------------------------------- Total from investment operations .74 .14 .60 .30 .39 - -------------------------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.02) -- -- -- -- Distributions from realized gains (.14) -- (.01) (.22) -- - -------------------------------------------------------------------------------------------------------------------------- Total distributions (.16) -- (.01) (.22) -- - -------------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 5.88 $ 5.30 $ 5.16 $ 4.57 $ 4.49 - -------------------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 35 $ 35 $ 9 $ 11 $ 2 - -------------------------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(b),(c) 1.86%(d) 1.84% 1.88%(e) 1.98%(e) 2.01%(e) - -------------------------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .03%(d) .28% .02% (.43%) (.53%) - -------------------------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 33% 116% 128% 99% 135% - -------------------------------------------------------------------------------------------------------------------------- Total return(f) 14.02%(g) 2.71% 13.06% 6.46% 9.51% - -------------------------------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (c) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expenses ratios. (d) Adjusted to an annual basis. (e) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class C would have been 1.93%, 2.01% and 2.60% for the years ended July 31, 2005, 2004 and 2003, respectively. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. (h) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 45 CLASS I PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(i) 2006 2005 2004(b) Net asset value, beginning of period $ 5.44 $ 5.31 $ 4.67 $ 5.08 - ---------------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .04 .10 .05 -- Net gains (losses) (both realized and unrealized) .75 .12 .63 (.28) - ---------------------------------------------------------------------------------------------------------------- Total from investment operations .79 .22 .68 (.28) - ---------------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.08) (.09) (.03) -- Distributions from realized gains (.14) -- (.01) (.13) - ---------------------------------------------------------------------------------------------------------------- Total distributions (.22) (.09) (.04) (.13) - ---------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 6.01 $ 5.44 $ 5.31 $ 4.67 - ---------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 118 $ 105 $ 43 $ 14 - ---------------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d) .61%(e) .59% .65%(f) .71%(e),(f) - ---------------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets 1.28%(e) 1.53% 1.24% .74%(e) - ---------------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 33% 116% 128% 99% - ---------------------------------------------------------------------------------------------------------------- Total return(g) 14.61%(h) 4.06% 14.64% (5.65%)(h) - ---------------------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Inception date is March 4, 2004. (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expenses ratios. (e) Adjusted to an annual basis. (f) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class I would have been 0.70% and 0.72% for the years ended July 31, 2005 and 2004, respectively. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. (i) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ 46 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT CLASS R2 PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $ 6.08 - ----------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) -- Net gains (losses) (both realized and unrealized) .17 - ----------------------------------------------------------------------------- Total from investment operations .17 - ----------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.08) Distributions from realized gains (.14) - ----------------------------------------------------------------------------- Total distributions (.22) - ----------------------------------------------------------------------------- Net asset value, end of period $ 6.03 - ----------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- - ----------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d) 1.45%(e) - ----------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .01%(e) - ----------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 33% - ----------------------------------------------------------------------------- Total return(f) 2.85%(g) - ----------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 11, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expenses ratios. (e) Adjusted to an annual basis. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 47 CLASS R3 PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $ 6.08 - ----------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .01 Net gains (losses) (both realized and unrealized) .17 - ----------------------------------------------------------------------------- Total from investment operations .18 - ----------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.08) Distributions from realized gains (.14) - ----------------------------------------------------------------------------- Total distributions (.22) - ----------------------------------------------------------------------------- Net asset value, end of period $ 6.04 - ----------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- - ----------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d) 1.17%(e) - ----------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .28%(e) - ----------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 33% - ----------------------------------------------------------------------------- Total return(f) 3.03%(g) - ----------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 11, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expenses ratios. (e) Adjusted to an annual basis. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. - ------------------------------------------------------------------------------ 48 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT CLASS R4* PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(h) 2006 2005 2004 2003 Net asset value, beginning of period $ 5.47 $ 5.28 $ 4.66 $ 4.54 $ 4.11 - ----------------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .04 .09 .04 .01 .01 Net gains (losses) (both realized and unrealized) .75 .12 .61 .34 .42 - ----------------------------------------------------------------------------------------------------------------- Total from investment operations .79 .21 .65 .35 .43 - ----------------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.06) (.02) (.02) (.01) -- Distributions from realized gains (.14) -- (.01) (.22) -- - ----------------------------------------------------------------------------------------------------------------- Total distributions (.20) (.02) (.03) (.23) -- - ----------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 6.06 $ 5.47 $ 5.28 $ 4.66 $ 4.54 - ----------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 507 $ 1,069 $ -- $ 8 $ -- - ----------------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(b),(c) .87%(d) .81% .90%(e) 1.00%(e) 1.07%(e) - ----------------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets 1.01%(d) 1.41% 1.08% .50% .45% - ----------------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 33% 116% 128% 99% 135% - ----------------------------------------------------------------------------------------------------------------- Total return(f) 14.48%(g) 4.03% 14.06% 7.44% 10.46% - ----------------------------------------------------------------------------------------------------------------- * Effective Dec. 11, 2006, Class Y was renamed Class R4. (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (c) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expenses ratios. (d) Adjusted to an annual basis. (e) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class R4 would have been 0.95%, 1.03% and 1.66% for the years ended July 31, 2005, 2004 and 2003, respectively. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. (h) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 49 CLASS R5 PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $ 6.08 - ----------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .02 Net gains (losses) (both realized and unrealized) .16 - ----------------------------------------------------------------------------- Total from investment operations .18 - ----------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.08) Distributions from realized gains (.14) - ----------------------------------------------------------------------------- Total distributions (.22) - ----------------------------------------------------------------------------- Net asset value, end of period $ 6.04 - ----------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 25 - ----------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d) .70%(e) - ----------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .77%(e) - ----------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 33% - ----------------------------------------------------------------------------- Total return(f) 3.04%(g) - ----------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 11, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expenses ratios. (e) Adjusted to an annual basis. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. - ------------------------------------------------------------------------------ 50 RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT PROXY VOTING The policy of the Board is to vote all proxies of the companies in which the Fund holds investments. The procedures are stated in the Statement of Additional Information (SAI). You may obtain a copy of the SAI without charge by calling RiverSource Funds at (888) 791-3380; contacting your financial institution; visiting riversource.com/funds; or searching the website of the Securities and Exchange Commission (SEC) at http://www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the 12-month period ended June 30, 2006 is available without charge by visiting riversource.com/funds; or searching the website of the SEC at www.sec.gov. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP EQUITY FUND - 2007 SEMIANNUAL REPORT 51 RIVERSOURCE(R) LARGE CAP EQUITY FUND 734 Ameriprise Financial Center Minneapolis, MN 55474 riversource.com/funds This report must be accompanied or preceded by the Fund's current prospectus. RiverSource(R) mutual funds are distributed by RiverSource Distributors, Inc. and Ameriprise Financial Services, Inc., Members NASD, and managed by RiverSource Investments, LLC. RIVERSOURCE [LOGO](R) These companies are part of INVESTMENTS Ameriprise Financial, Inc. S-6255 F (3/07) Semiannual Report RIVERSOURCE [LOGO](R) INVESTMENTS RIVERSOURCE(R) LARGE CAP VALUE FUND SEMIANNUAL REPORT FOR THE PERIOD ENDED JAN. 31, 2007 > RIVERSOURCE LARGE CAP VALUE FUND SEEKS TO PROVIDE SHAREHOLDERS WITH LONG-TERM GROWTH OF CAPITAL. TABLE OF CONTENTS Fund Snapshot ........................................................... 3 Performance Summary ..................................................... 5 Questions & Answers with Portfolio Management .............................................. 7 Fund Expenses Example ................................................... 9 Investments in Securities ............................................... 12 Financial Statements .................................................... 17 Notes to Financial Statements ........................................... 22 Proxy Voting ............................................................ 42 [LOGO] DALBAR RATED 2006 FOR COMMUNICATION The RiverSource mutual fund shareholder reports have been awarded the Communications Seal from Dalbar Inc., an independent financial services research firm. The Seal recognizes communications demonstrating a level of excellence in the industry. - ------------------------------------------------------------------------------ 2 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT FUND SNAPSHOT AT JAN. 31, 2007 FUND OVERVIEW RiverSource Large Cap Value Fund seeks attractively valued large-cap stocks with potential for strong earnings growth. Valuation is the key driver of security selection in this fund, but growth prospects are also an important consideration. The stock selection process is research-driven and leverages the talents of an experienced team of analysts. Along with the efforts of a seasoned portfolio management team, the end result is a broadly diversified portfolio in both number of holdings and sector exposure, which helps to mitigate risk in the Fund. SECTOR BREAKDOWN* Percentage of portfolio assets Financials 30.1% Energy 11.2% Consumer Discretionary 10.6% Industrials 9.2% [PIE CHART] Information Technology 7.9% Health Care 7.6% Other(1) 23.4% * Sectors can be comprised of several industries. Please refer to the section entitled "Investments in Securities" for a complete listing. No single industry exceeds 25% of portfolio assets. (1) Includes Telecommunication Services 6.9%, Consumer Staples 5.7%, Utilities 4.0%, Materials 2.9% and Cash & Cash Equivalents 3.9%. TOP TEN HOLDINGS Percentage of portfolio assets Exxon Mobil 4.3% Bank of America 3.7% Citigroup 3.7% AT&T 2.7% American Intl Group 2.3% Chevron 2.1% Pfizer 2.1% General Electric 1.9% JPMorgan Chase & Co 1.8% ConocoPhillips 1.8% For further detail about these holdings, please refer to the section entitled "Investments in Securities." The Global Industry Classification Standard (GICS) was developed by and is the exclusive property of Morgan Stanley Capital International Inc. and Standard & Poor's, a division of The McGraw-Hill Companies, Inc. Fund holdings are as of the date given, are subject to change at any time, and are not recommendations to buy or sell any security. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 3 FUND SNAPSHOT AT JAN. 31, 2007 STYLE MATRIX [chart] Shading within the style matrix indicates areas in which the Fund generally invests. STYLE VALUE BLEND GROWTH X LARGE MEDIUM SIZE SMALL The style matrix can be a valuable tool for constructing and monitoring your portfolio. It provides a frame of reference for distinguishing the types of stocks or bonds owned by a mutual fund, and serves as a guideline for helping you build a portfolio. Investment products, including shares of mutual funds, are not federally or FDIC-insured, are not deposits or obligations of, or guaranteed by any financial institution, and involve investment risks including possible loss of principal and fluctuation in value. PORTFOLIO MANAGER YEARS IN INDUSTRY Robert Ewing, CFA 18 FUND FACTS TICKER SYMBOL INCEPTION DATE Class A ALVAX 6/27/02 Class B ALVBX 6/27/02 Class C -- 6/27/02 Class I ALCIX 3/4/04 Class R2 -- 12/11/06 Class R3 -- 12/11/06 Class R4(1) -- 6/27/02 Class R5 -- 12/11/06 Total net assets $102.1 million Number of holdings 198 (1) Effective Dec. 11, 2006, Class Y was renamed Class R4. - ------------------------------------------------------------------------------ 4 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT PERFORMANCE SUMMARY PERFORMANCE COMPARISON For the six-month period ended Jan. 31, 2007 [THE FOLLOWING TABLE WAS REPRESENTED AS A BAR CHART IN THE PRINTED MATERIAL.] RiverSource Large Cap Value Fund Class A (excluding sales charge) +14.07% Russell 1000(R) Value Index(1) (unmanaged) +13.43% Lipper Large-Cap Value Funds Index(2) +12.96% (1) The Russell 1000 Value Index, an unmanaged index, measures the performance of those stocks in the Russell 1000 Index with lower price-to-book ratios and lower forecasted growth values. The index reflects reinvestment of all distributions and changes in market prices. (2) The Lipper Large-Cap Value Funds Index includes the 30 largest large-cap value funds tracked by Lipper Inc. The index's returns include net reinvested dividends. The Fund's performance is currently measured against this index for purposes of determining the performance incentive adjustment. The performance information shown represents past performance and is not a guarantee of future results. The investment return and principal value of your investment will fluctuate so that your shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by contacting your financial institution or visiting riversource.com/funds. The 5.75% sales charge applicable to Class A shares of the Fund is not reflected in the bar chart. If reflected, returns would be lower than those shown. The performance of other classes may vary from that shown because of differences in expenses. The indices do not reflect the effects of sales charges, expenses (excluding Lipper) and taxes. It is not possible to invest directly in an index. ANNUAL OPERATING EXPENSE RATIO (AS OF THE CURRENT PROSPECTUS) CLASS A CLASS B CLASS C CLASS I Total 1.21% 1.97% 1.98% 0.75% CLASS R2(a) CLASS R3(a) CLASS R4(a) CLASS R5(a) Total 1.54% 1.29% 1.04% 0.79% (a) Effective Dec. 11, 2006, Class Y was renamed Class R4. Inception date for Class R2, Class R3 and Class R5 is Dec. 11, 2006. For Class R2, Class R3, Class R5, expenses are based on estimated amounts for the current fiscal year. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 5 PERFORMANCE SUMMARY AVERAGE ANNUAL TOTAL RETURNS AT JAN. 31, 2007 SINCE Without sales charge 6 MONTHS* 1 YEAR 3 YEARS INCEPTION Class A (inception 6/27/02) +14.07% +17.47% +11.39% +10.97% Class B (inception 6/27/02) +13.55% +16.35% +10.50% +10.11% Class C (inception 6/27/02) +13.50% +16.30% +10.49% +10.11% Class I (inception 3/4/04) +14.30% +17.89% N/A +11.25% Class R2 (inception 12/11/06) N/A N/A N/A +2.66%* Class R3 (inception 12/11/06) N/A N/A N/A +2.67%* Class R4** (inception 6/27/02) +14.07% +17.46% +11.50% +11.16% Class R5 (inception 12/11/06) N/A N/A N/A +2.68%* With sales charge Class A (inception 6/27/02) +7.51% +10.72% +9.21% +9.55% Class B (inception 6/27/02) +8.69% +11.37% +9.39% +9.81% Class C (inception 6/27/02) +12.53% +15.31% +10.49% +10.11% AT DEC. 31, 2006 SINCE Without sales charge 6 MONTHS* 1 YEAR 3 YEARS INCEPTION Class A (inception 6/27/02) +14.41% +19.15% +11.42% +10.84% Class B (inception 6/27/02) +13.90% +18.24% +10.59% +10.01% Class C (inception 6/27/02) +14.06% +18.19% +10.58% +10.01% Class I (inception 3/4/04) +14.64% +19.58% N/A +11.05% Class R2 (inception 12/11/06) N/A N/A N/A +1.39%* Class R3 (inception 12/11/06) N/A N/A N/A +1.40%* Class R4** (inception 6/27/02) +14.62% +19.35% +11.66% +11.08% Class R5 (inception 12/11/06) N/A N/A N/A +1.41%* With sales charge Class A (inception 6/27/02) +7.83% +12.30% +9.24% +9.40% Class B (inception 6/27/02) +9.03% +13.24% +9.49% +9.69% Class C (inception 6/27/02) +13.08% +17.19% +10.58% +10.01% Class A share performance reflects the maximum sales charge of 5.75%. Class B share performance reflects a contingent deferred sales charge (CDSC) applied as follows: first year 5%; second and third years 4%; fourth year 3%; fifth year 2%; sixth year 1%; no sales charge thereafter. Class C shares may be subject to a 1% CDSC if shares are sold within one year after purchase. Sales charges do not apply to Class I, Class R2, Class R3, Class R4 and Class R5 shares. Class I, Class R2, Class R3, Class R4 and Class R5 shares are available to institutional investors only. * Not annualized. ** Effective Dec. 11, 2006, Class Y was renamed Class R4. - ------------------------------------------------------------------------------ 6 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT QUESTIONS & ANSWERS WITH PORTFOLIO MANAGEMENT Below, Portfolio Manager Robert Ewing discusses the Fund's results and positioning for the six-month period. Q: How did RiverSource Large Cap Value Fund perform for the six-month period ended Jan. 31, 2007? A: RiverSource Large Cap Value Fund's Class A shares advanced 14.07%, excluding sales charge, for the six months ended Jan. 31, 2007. The Fund's benchmark, the Russell 1000(R) Value Index (Russell Index), rose 13.43% during the period. The Fund's peer group, the Lipper Large-Cap Value Funds Index, gained 12.96% during the same time frame. Q: What factors most significantly affected performance for the period? A: U.S. stocks delivered double-digit gains during the past six months, supported by continued economic growth, corporate earnings and the Federal Reserve Board's decision to hold interest rates steady after a period of short-term rate increases. A notable market shift occurred during this six-month period as large-cap growth stocks outpaced large-cap value stocks. Both stock selection and sector allocations added to the Fund's return relative to the Russell Index. The information technology and consumer discretionary sectors made the largest positive contributions to the Fund's return. The Fund had a larger allocation to information technology than the Russell Index and that overweight added significant value. The Fund benefited from its emphasis on larger-cap technology companies such as Microsoft, IBM, Cisco Systems and Hewlett-Packard, which demonstrated very strong earnings growth and remained at historically attractive valuations. Stock selection in the consumer discretionary sector was favorable and the Fund's weighting, which was larger than the Russell Index, also added value. The Fund's emphasis on media stocks was especially beneficial. Specifically, holdings of News Corp., Viacom and Vivendi performed well as investors began to recognize their strong and consistent free cash flow trends. THE INFORMATION TECHNOLOGY AND CONSUMER DISCRETIONARY SECTORS MADE THE LARGEST POSITIVE CONTRIBUTIONS TO THE FUND'S RETURN. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 7 QUESTIONS & ANSWERS Within the materials sector, the Fund's smaller-than-Russell Index position was a slight disadvantage when materials stocks outperformed during the period. While many commodity prices fell during the period, materials stocks continued to advance on strong merger and acquisition activity in the industry. Q: What changes did you make to the portfolio and how is it currently positioned? A: We sold selected stocks in the Fund's portfolio when valuations approached our target levels, taking some profits as a result. We reduced exposure to some financial stocks, such as mortgage lenders, on concerns of credit deterioration related to the current housing slowdown. Within the financials sector, we increased the portfolio's exposure to the insurance industry. Q: How do you plan to manage the Fund in the coming months? A: In the current environment, we see corporate profit margins at record levels, signs of slower global economic growth and a weaker U.S. housing market that could lead consumers to reduce their spending. All of these suggest that corporate profit growth is likely to decelerate. Given such a backdrop, we prefer to own high quality companies that are attractively valued. The difference between the valuations of traditional growth stocks and traditional value stocks has become quite small. We have focused on companies whose growth tends to be stable regardless of economic performance and on companies whose cyclical nature appears to be discounted in the stock price. As a result, the Fund's positions in health care and information technology are larger than the respective weightings within the Russell Index. We continue to find an increasing number of opportunities among large-cap companies which still appear inexpensive compared to their mid- and small-cap peers. Any specific securities mentioned are for illustrative purposes only and are not a complete list of securities that have increased or decreased in value. The views expressed in this statement reflect those of the portfolio manager(s) only through the end of the period of the report as stated on the cover and do not necessarily represent the views of RiverSource Investments, LLC (RiverSource) or any subadviser to the Fund or any other person in the RiverSource or subadviser organizations. Any such views are subject to change at any time based upon market or other conditions and RiverSource disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a RiverSource Fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any RiverSource Fund. - ------------------------------------------------------------------------------ 8 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT FUND EXPENSES EXAMPLE (UNAUDITED) As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments; and (2) ongoing costs, which may include management fees; distribution and service (12b-1) fees; and other Fund fees and expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. In addition to the ongoing expenses which the Fund bears directly, the Fund's shareholders indirectly bear the expenses of the funds in which it invests (also referred to as "acquired funds"), including affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange traded funds). The Fund's indirect expense from investing in the acquired funds is based on the Fund's pro rata portion of the cumulative expenses charged by the acquired funds using the acquired funds expense ratio as of the most recent shareholder report. The example is based on an investment of $1,000 invested at the beginning of the period and held for the six months ended Jan. 31, 2007. ACTUAL EXPENSES The first line of the 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 titled "Expenses paid during the period" to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second line of the 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 the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 9 Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads). Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. BEGINNING ENDING EXPENSES ACCOUNT VALUE ACCOUNT VALUE PAID DURING ANNUALIZED AUG. 1, 2006 JAN. 31, 2007 THE PERIOD(a) EXPENSE RATIO Class A Actual(b) $1,000 $1,140.70 $ 6.96 1.29% Hypothetical (5% return before expenses) $1,000 $1,018.70 $6.56 1.29% Class B Actual(b) $1,000 $1,135.50 $11.03 2.05% Hypothetical (5% return before expenses) $1,000 $1,014.87 $10.41 2.05% Class C Actual(b) $1,000 $1,135.00 $11.03 2.05% Hypothetical (5% return before expenses) $1,000 $1,014.87 $10.41 2.05% Class I Actual(b) $1,000 $1,143.00 $4.92 .91% Hypothetical (5% return before expenses) $1,000 $1,020.62 $4.63 .91% Class R2 Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,016.64 $8.64 1.70% Class R3 Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,017.90 $7.37 1.45% - ------------------------------------------------------------------------------ 10 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT BEGINNING ENDING EXPENSES ACCOUNT VALUE ACCOUNT VALUE PAID DURING ANNUALIZED AUG. 1, 2006 JAN. 31, 2007 THE PERIOD(a) EXPENSE RATIO Class R4 Actual(b) $1,000 $1,140.70 $6.04(d) 1.12% Hypothetical (5% return before expenses) $1,000 $1,019.56 $5.70(d) 1.12% Class R5 Actual(c) N/A N/A N/A N/A Hypothetical (5% return before expenses) $1,000 $1,020.37 $4.89 .96% (a) Expenses are equal to the Fund's annualized expense ratio as indicated above, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). (b) Based on the actual return for the six months ended Jan. 31, 2007: +14.07% for Class A, +13.55% for Class B, +13.50% for Class C, +14.30% for Class I and +14.07% for Class R4. (c) The actual values and expenses paid are not presented because Class R2, Class R3 and Class R5 do not have a full six months of history. The inception date of Class R2, Class R3 and Class R5 is Dec. 11, 2006. (d) In September 2006, the Board approved renaming Class Y as Class R4, terminating the shareholder servicing agreement, revising the fee structure under the transfer agent agreement from an account-based fee to an asset-based fee, and adopting a plan administration services agreement. In addition, the investment manager and its affiliates have contractually agreed to waive certain fees and to absorb certain expenses until July 31, 2007, unless sooner terminated at the discretion of the Fund's Board, such that net expenses, (excluding fees and expenses of acquired funds) before giving effect to any performance incentive adjustment, will not exceed 1.12% for Class R4. Any amounts waived will not be reimbursed by the Fund. These changes were effective Dec. 11, 2006. If these changes had been in place for the six-month period ended Jan. 31, 2007, actual and hypothetical expenses paid for Class R4 would have been the same as those presented in the above table. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 11 INVESTMENTS IN SECURITIES JAN. 31, 2007 (UNAUDITED) (Percentages represent value of investments compared to net assets) COMMON STOCKS (95.6%) ISSUER SHARES VALUE(a) AEROSPACE & DEFENSE (4.3%) Boeing 6,322 $ 566,198 DRS Technologies 2,227 123,376 General Dynamics 4,130 322,760 Goodrich 9,427 462,112 Honeywell Intl 22,419 1,024,323 L-3 Communications Holdings 1,840 151,506 Lockheed Martin 5,863 569,825 Northrop Grumman 10,609 752,602 United Technologies 5,475 372,410 ------------ Total 4,345,112 - ------------------------------------------------------------------------------- BEVERAGES (0.9%) Coca-Cola 6,511 311,747 Constellation Brands Cl A 6,070(b) 150,172 PepsiCo 6,277 409,511 ------------ Total 871,430 - ------------------------------------------------------------------------------- BIOTECHNOLOGY (0.2%) Amgen 1,372(b) 96,548 Biogen Idec 1,953(b) 94,408 ------------ Total 190,956 - ------------------------------------------------------------------------------- BUILDING PRODUCTS (0.3%) Masco 9,773 312,638 - ------------------------------------------------------------------------------- CAPITAL MARKETS (4.6%) Bank of New York 11,939 477,679 Franklin Resources 2,304 274,429 KKR Private Equity Investors LP Unit 6,910(e) 161,349 Lehman Brothers Holdings 15,132 1,244,456 Merrill Lynch & Co 11,880 1,111,493 Morgan Stanley 14,008 1,159,722 State Street 3,477 247,041 ------------ Total 4,676,169 - ------------------------------------------------------------------------------- COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) CHEMICALS (1.3%) Ashland 2,392 $ 166,364 Dow Chemical 16,285 676,478 Eastman Chemical 4,012 234,943 EI du Pont de Nemours & Co 4,967 246,165 ------------ Total 1,323,950 - ------------------------------------------------------------------------------- COMMERCIAL BANKS (3.8%) Fifth Third Bancorp 2,535 101,147 PNC Financial Services Group 6,589 486,071 US Bancorp 22,624 805,414 Wachovia 19,615 1,108,248 Wells Fargo & Co 39,155 1,406,447 ------------ Total 3,907,327 - ------------------------------------------------------------------------------- COMMERCIAL SERVICES & SUPPLIES (0.1%) Avery Dennison 1,476 100,899 - ------------------------------------------------------------------------------- COMMUNICATIONS EQUIPMENT (1.3%) Alcatel-Lucent 1,757(c) 22,644 Alcatel-Lucent ADR 16,398(c) 213,174 Cisco Systems 17,539(b) 466,363 Motorola 7,944 157,688 Nokia ADR 15,203(c) 335,986 Tellabs 9,474(b) 95,403 ------------ Total 1,291,258 - ------------------------------------------------------------------------------- COMPUTERS & PERIPHERALS (2.2%) Hewlett-Packard 23,971 1,037,465 Intl Business Machines 11,772 1,167,194 ------------ Total 2,204,659 - ------------------------------------------------------------------------------- CONSUMER FINANCE (1.4%) American Express 7,202 419,300 Capital One Financial 12,933 1,039,814 ------------ Total 1,459,114 - ------------------------------------------------------------------------------- CONTAINERS & PACKAGING (0.2%) Temple-Inland 4,678 233,619 - ------------------------------------------------------------------------------- See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ 12 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) DIVERSIFIED FINANCIAL SERVICES (9.1%) Bank of America 72,325 $ 3,802,848 Citigroup 68,205 3,760,142 JPMorgan Chase & Co 36,692 1,868,724 ------------ Total 9,431,714 - ------------------------------------------------------------------------------- DIVERSIFIED TELECOMMUNICATION SERVICES (5.0%) AT&T 72,223 2,717,752 Chunghwa Telecom ADR 5,177(c) 107,216 Citizens Communications 8,363 122,602 Embarq 4,189 232,531 Verizon Communications 44,856 1,727,853 Windstream 16,156 240,401 ------------ Total 5,148,355 - ------------------------------------------------------------------------------- ELECTRIC UTILITIES (2.7%) Entergy 7,947 737,879 Exelon 14,884 892,891 FPL Group 3,094 175,275 PPL 7,309 260,200 Southern 18,775 685,851 ------------ Total 2,752,096 - ------------------------------------------------------------------------------- ENERGY EQUIPMENT & SERVICES (1.3%) Baker Hughes 1,420 98,023 BJ Services 4,731 130,859 Cameron Intl 3,980(b) 208,950 Halliburton 6,473 191,212 Natl Oilwell Varco 1,539(b) 93,325 Noble 1,423 106,654 Pride Intl 3,717(b) 107,087 Transocean 1,372(b) 106,152 Weatherford Intl 6,719(b) 271,313 ------------ Total 1,313,575 - ------------------------------------------------------------------------------- FOOD & STAPLES RETAILING (1.0%) CVS 10,480 352,652 Safeway 1,461 52,640 Wal-Mart Stores 12,650 603,278 ------------ Total 1,008,570 - ------------------------------------------------------------------------------- FOOD PRODUCTS (0.9%) Campbell Soup 5,286 203,405 General Mills 3,683 210,815 Kellogg 8,274 407,661 Kraft Foods Cl A 3,233 112,896 ------------ Total 934,777 - ------------------------------------------------------------------------------- COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) GAS UTILITIES (0.3%) ONEOK 6,941 $ 297,838 - ------------------------------------------------------------------------------- HEALTH CARE EQUIPMENT & SUPPLIES (0.5%) Bausch & Lomb 2,094 116,594 Boston Scientific 19,891(b) 366,988 Cooper Companies 1,115 53,186 ------------ Total 536,768 - ------------------------------------------------------------------------------- HEALTH CARE PROVIDERS & SERVICES (1.4%) Aetna 9,942 419,155 Cardinal Health 7,216 515,366 CIGNA 1,749 231,568 McKesson 2,056 114,622 UnitedHealth Group 3,479 181,813 ------------ Total 1,462,524 - ------------------------------------------------------------------------------- HOTELS, RESTAURANTS & LEISURE (1.1%) Applebee's Intl 8,964 226,251 Carnival Unit 1,240 63,934 Marriott Intl Cl A 8,414 405,050 McDonald's 6,648 294,839 Pinnacle Entertainment 4,484(b) 154,833 ------------ Total 1,144,907 - ------------------------------------------------------------------------------- HOUSEHOLD DURABLES (0.7%) DR Horton 11,743 341,252 Hovnanian Enterprises Cl A 6,366(b) 211,924 Lennar Cl A 2,030 110,391 Standard-Pacific 1,979 54,304 ------------ Total 717,871 - ------------------------------------------------------------------------------- HOUSEHOLD PRODUCTS (1.2%) Colgate-Palmolive 6,244 426,464 Procter & Gamble 6,202 402,324 Spectrum Brands 29,765(b) 360,157 ------------ Total 1,188,945 - ------------------------------------------------------------------------------- INDUSTRIAL CONGLOMERATES (2.8%) 3M 5,654 420,092 General Electric 53,062 1,912,886 Tyco Intl 15,297(c) 487,668 ------------ Total 2,820,646 - ------------------------------------------------------------------------------- INSURANCE (6.8%) ACE 12,993(c) 750,736 AFLAC 9,108 433,632 Allied World Assurance Holdings 3,007(c) 128,098 See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 13 COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) INSURANCE (CONT.) American Intl Group 34,859 $ 2,386,098 Aon 5,861 210,175 Arch Capital Group 1,689(b,c) 109,093 Aspen Insurance Holdings 3,993(c) 102,301 Chubb 5,653 294,182 Endurance Specialty Holdings 2,929(c) 99,586 Hartford Financial Services Group 12,609 1,196,720 Max Re Capital 6,205(c) 148,920 MetLife 3,295 204,685 Prudential Financial 7,513 669,634 XL Capital Cl A 3,139(c) 216,591 ------------ Total 6,950,451 - ------------------------------------------------------------------------------- INTERNET & CATALOG RETAIL (0.3%) Liberty Media - Interactive Cl A 13,170(b,d) 320,953 - ------------------------------------------------------------------------------- IT SERVICES (1.4%) Affiliated Computer Services Cl A 6,694(b) 327,939 Automatic Data Processing 7,458 355,896 Electronic Data Systems 15,405 405,305 First Data 12,189 303,019 ------------ Total 1,392,159 - ------------------------------------------------------------------------------- LIFE SCIENCES TOOLS & SERVICES (0.1%) PerkinElmer 2,246 53,612 - ------------------------------------------------------------------------------- MACHINERY (1.7%) Caterpillar 7,638 489,366 Deere & Co 4,193 420,474 Flowserve 3,974(b) 210,900 Illinois Tool Works 2,317 118,144 Ingersoll-Rand Cl A 2,676(c) 114,747 ITT 2,857 170,420 Parker Hannifin 2,656 219,811 ------------ Total 1,743,862 - ------------------------------------------------------------------------------- MEDIA (6.7%) Clear Channel Communications 1,544 56,078 Comcast Cl A 16,779(b) 743,645 Comcast Special Cl A 12,884(b) 559,939 COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) MEDIA (CONT.) EchoStar Communications Cl A 3,760(b) $ 151,678 Liberty Global Cl A 1,224(b) 36,793 Liberty Global Series C 1,318(b) 37,207 Liberty Media - Capital Series A 1,502(b,d) 153,655 News Corp Cl A 44,379 1,031,813 NTL 44,333 1,208,075 Time Warner 45,697 999,393 Viacom Cl B 19,618(b) 797,864 Vivendi 11,682(c) 481,984 Walt Disney 15,379 540,879 ------------ Total 6,799,003 - ------------------------------------------------------------------------------- METALS & MINING (0.4%) Alcan 1,622(c) 82,722 Alcoa 8,796 284,111 ------------ Total 366,833 - ------------------------------------------------------------------------------- MULTILINE RETAIL (1.1%) Federated Department Stores 3,686 152,932 JC Penney 2,553 207,406 Target 11,793 723,618 ------------ Total 1,083,956 - ------------------------------------------------------------------------------- MULTI-UTILITIES (1.0%) Dominion Resources 9,724 806,703 Xcel Energy 10,789 251,707 ------------ Total 1,058,410 - ------------------------------------------------------------------------------- OIL, GAS & CONSUMABLE FUELS (9.7%) Anadarko Petroleum 6,288 275,100 BP ADR 1,520(c) 96,535 Chesapeake Energy 4,852 143,668 Chevron 29,221 2,129,625 ConocoPhillips 28,131 1,868,180 Devon Energy 4,484 314,284 Exxon Mobil 58,516 4,336,035 Royal Dutch Shell ADR 2,345(c) 160,046 Sunoco 840 53,029 Total 5,045(c) 342,850 Valero Energy 3,884 210,824 XTO Energy 2,246 113,356 ------------ Total 10,043,532 - ------------------------------------------------------------------------------- See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ 14 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) PAPER & FOREST PRODUCTS (1.0%) Bowater 5,604 $ 153,381 Intl Paper 9,867 332,518 Weyerhaeuser 6,877 515,775 ------------ Total 1,001,674 - ------------------------------------------------------------------------------- PHARMACEUTICALS (5.4%) Bristol-Myers Squibb 34,903 1,004,857 Eli Lilly & Co 6,756 365,635 GlaxoSmithKline ADR 3,452(c) 186,857 Merck & Co 20,780 929,905 Novartis ADR 3,414(c) 196,954 Pfizer 80,201 2,104,474 Schering-Plough 17,178 429,450 Watson Pharmaceuticals 5,714(b) 155,535 Wyeth 3,432 169,575 ------------ Total 5,543,242 - ------------------------------------------------------------------------------- REAL ESTATE INVESTMENT TRUSTS (REITS) (0.8%) Apartment Investment & Management Cl A 3,636 227,723 Equity Office Properties Trust 9,927 551,445 HomeBanc 6,314 20,899 ------------ Total 800,067 - ------------------------------------------------------------------------------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (1.0%) Agere Systems 6,175(b) 124,365 Atmel 20,984(b) 125,484 Cypress Semiconductor 16,582(b) 305,937 Intel 9,829 206,016 Spansion Cl A 11,459(b) 147,019 Texas Instruments 1,766 55,082 United Microelectronics ADR 6,552(c) 23,260 ------------ Total 987,163 - ------------------------------------------------------------------------------- SOFTWARE (2.1%) Cadence Design Systems 19,580(b) 370,062 Compuware 26,787(b) 240,279 McAfee 2,047(b) 59,895 Microsoft 34,142 1,053,623 Oracle 6,233(b) 106,958 Symantec 11,842(b) 209,722 TIBCO Software 10,540(b) 97,811 ------------ Total 2,138,350 - ------------------------------------------------------------------------------- COMMON STOCKS (CONTINUED) ISSUER SHARES VALUE(a) SPECIALTY RETAIL (0.7%) Home Depot 5,885 $ 239,755 Limited Brands 5,319 148,613 Lowe's Companies 6,139 206,946 TJX Companies 3,562 105,328 ------------ Total 700,642 - ------------------------------------------------------------------------------- THRIFTS & MORTGAGE FINANCE (3.3%) Countrywide Financial 36,614 1,591,976 Fannie Mae 13,702 774,574 Freddie Mac 12,201 792,211 Washington Mutual 3,852 171,761 ------------ Total 3,330,522 - ------------------------------------------------------------------------------- TOBACCO (1.7%) Altria Group 20,353 1,778,649 - ------------------------------------------------------------------------------- WIRELESS TELECOMMUNICATION SERVICES (1.8%) ALLTEL 9,854 603,952 Sprint Nextel 43,057 767,706 Vodafone Group ADR 16,096(c) 473,061 ------------ Total 1,844,719 - ------------------------------------------------------------------------------- TOTAL COMMON STOCKS (Cost: $81,450,795) $ 97,613,516 - ------------------------------------------------------------------------------- MONEY MARKET FUND (3.9%) SHARES VALUE(a) RiverSource Short-Term Cash Fund 4,002,462(f) $ 4,002,462 - ------------------------------------------------------------------------------- TOTAL MONEY MARKET FUND (Cost: $4,002,462) $ 4,002,462 - ------------------------------------------------------------------------------- TOTAL INVESTMENTS IN SECURITIES (Cost: $85,453,257)(g) $101,615,978 =============================================================================== See accompanying notes to investments in securities. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 15 NOTES TO INVESTMENTS IN SECURITIES (a) Securities are valued by procedures described in Note 1 to the financial statements. (b) Non-income producing. (c) Foreign security values are stated in U.S. dollars. At Jan. 31, 2007, the value of foreign securities represented 4.8% of net assets. (d) Shareholders of tracking stocks have a financial interest only in a unit or division of the company. Unlike the common stock of the company itself, a tracking stock usually has limited or no voting rights. In the event of a company's liquidation, tracking stock shareholders typically do not have a legal claim on the company's assets. (e) Identifies issues considered to be illiquid as to their marketability (see Note 1 to the financial statements). These securities may be valued at fair value according to methods selected in good faith by the Fund's Board of Directors. Information concerning such security holdings at Jan. 31, 2007, is as follows: SECURITY ACQUISITION COST DATES ------------------------------------------------------------------- KKR Private Equity Investors LP Unit 05-01-06 $170,228 (f) Affiliated Money Market Fund -- See Note 5 to the financial statements. (g) At Jan. 31, 2007, the cost of securities for federal income tax purposes was approximately $85,453,000 and the approximate aggregate gross unrealized appreciation and depreciation based on that cost was: Unrealized appreciation $16,686,000 Unrealized depreciation (523,000) --------------------------------------------------------------------- Net unrealized appreciation $16,163,000 --------------------------------------------------------------------- The Global Industry Classification Standard (GICS) was developed by and is the exclusive property of Morgan Stanley Capital International Inc. and Standard & Poor's, a division of The McGraw-Hill Companies, Inc. HOW TO FIND INFORMATION ABOUT THE FUND'S PORTFOLIO HOLDINGS (i) The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (Commission) for the first and third quarters of each fiscal year on Form N-Q; (ii) The Fund's Forms N-Q are available on the Commission's website at http://www.sec.gov; (iii) The Fund's Forms N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, DC (information on the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330); and (iv) The Fund's complete schedule of portfolio holdings, as disclosed in its annual and semiannual shareholder reports and in its filings on Form N-Q, can be found at riversource.com/funds. - ------------------------------------------------------------------------------ 16 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES JAN. 31, 2007 (UNAUDITED) ASSETS Investments in securities, at value (Note 1) Unaffiliated issuers (identified cost $81,450,795) $ 97,613,516 Affiliated money market fund (identified cost $4,002,462) (Note 5) 4,002,462 - ------------------------------------------------------------------------------------------------------- Total investments in securities (identified cost $85,453,257) 101,615,978 Cash in bank on demand deposit 985 Capital shares receivable 23,717 Dividends and accrued interest receivable 114,564 Receivable for investment securities sold 532,674 - ------------------------------------------------------------------------------------------------------- Total assets 102,287,918 - ------------------------------------------------------------------------------------------------------- LIABILITIES Payable for investment securities purchased 103,955 Accrued investment management services fee 1,669 Accrued distribution fee 1,010 Accrued transfer agency fee 105 Accrued administrative services fee 167 Other accrued expenses 72,382 - ------------------------------------------------------------------------------------------------------- Total liabilities 179,288 - ------------------------------------------------------------------------------------------------------- Net assets applicable to outstanding capital stock $102,108,630 ======================================================================================================= REPRESENTED BY Capital stock -- $.01 par value (Note 1) $ 179,705 Additional paid-in capital 85,278,739 Undistributed net investment income 24,294 Accumulated net realized gain (loss) 463,171 Unrealized appreciation (depreciation) on investments and on translation of assets and liabilities in foreign currencies 16,162,721 - ------------------------------------------------------------------------------------------------------- Total -- representing net assets applicable to outstanding capital stock $102,108,630 ======================================================================================================= Net assets applicable to outstanding shares: Class A $ 65,165,962 Class B $ 19,563,741 Class C $ 1,167,017 Class I $ 16,162,218 Class R2 $ 4,335 Class R3 $ 4,336 Class R4 $ 36,684 Class R5 $ 4,337 Net asset value per share of outstanding capital stock: Class A shares 11,461,584 $ 5.69 Class B shares 3,461,253 $ 5.65 Class C shares 206,926 $ 5.64 Class I shares 2,832,061 $ 5.71 Class R2 shares 763 $ 5.68 Class R3 shares 763 $ 5.68 Class R4 shares 6,424 $ 5.71 Class R5 shares 763 $ 5.68 - ------------------------------------------------------------------------------------------------------- See accompanying notes to financial statements. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 17 STATEMENT OF OPERATIONS SIX MONTHS ENDED JAN. 31, 2007 (UNAUDITED) INVESTMENT INCOME Income: Dividends $ 1,018,107 Interest 19,596 Income distributions from affiliated money market fund (Note 5) 77,689 Less foreign taxes withheld (464) - ------------------------------------------------------------------------------------------------ Total income 1,114,928 - ------------------------------------------------------------------------------------------------ Expenses (Note 2): Investment management services fee 297,365 Distribution fee Class A 80,511 Class B 96,493 Class C 5,764 Class R2 3 Class R3 2 Transfer agency fee Class A 61,341 Class B 19,825 Class C 1,185 Class R4 24 Service fee -- Class R4 13 Administrative services fees and expenses 29,972 Plan administration services fee Class R2 2 Class R3 2 Class R4 13 Compensation of board members 1,054 Custodian fees 27,200 Printing and postage 20,240 Registration fees 58,800 Professional fees 10,660 Other 5,377 - ------------------------------------------------------------------------------------------------ Total expenses 715,846 Expenses waived/reimbursed by the Investment Manager and its affiliates (Note 2) (24,640) - ------------------------------------------------------------------------------------------------ 691,206 Earnings and bank fee credits on cash balances (Note 2) (7,372) - ------------------------------------------------------------------------------------------------ Total net expenses 683,834 - ------------------------------------------------------------------------------------------------ Investment income (loss) -- net 431,094 - ------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------ 18 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT STATEMENT OF OPERATIONS (CONTINUED) SIX MONTHS ENDED JAN. 31, 2007 (UNAUDITED) REALIZED AND UNREALIZED GAIN (LOSS) -- NET Net realized gain (loss) on: Security transactions (Note 3) $ 3,178,734 Foreign currency transactions (278) - -------------------------------------------------------------------------------------- Net realized gain (loss) on investments 3,178,456 Net change in unrealized appreciation (depreciation) on investments and on translation of assets and liabilities in foreign currencies 9,323,169 - -------------------------------------------------------------------------------------- Net gain (loss) on investments and foreign currencies 12,501,625 - -------------------------------------------------------------------------------------- Net increase (decrease) in net assets resulting from operations $12,932,719 ====================================================================================== See accompanying notes to financial statements. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 19 STATEMENTS OF CHANGES IN NET ASSETS JAN. 31, 2007 JULY 31, 2006 SIX MONTHS ENDED YEAR ENDED (UNAUDITED) OPERATIONS AND DISTRIBUTIONS Investment income (loss) -- net $ 431,094 $ 1,745,900 Net realized gain (loss) on investments 3,178,456 12,601,161 Net change in unrealized appreciation (depreciation) on investments and on translation of assets and liabilities in foreign currencies 9,323,169 (5,201,720) - ------------------------------------------------------------------------------------------------------- Net increase (decrease) in net assets resulting from operations 12,932,719 9,145,341 - ------------------------------------------------------------------------------------------------------- Distributions to shareholders from: Net investment income Class A (754,607) (878,948) Class B (58,266) (101,985) Class C (4,777) (5,946) Class I (250,586) (815,837) Class R2 (78) N/A Class R3 (78) N/A Class R4 (453) (1,721) Class R5 (79) N/A Net realized gain Class A (9,225,989) (3,373,386) Class B (2,795,601) (1,215,159) Class C (166,141) (63,394) Class I (2,248,825) (2,287,588) Class R2 (708) N/A Class R3 (708) N/A Class R4 (5,334) (5,789) Class R5 (708) N/A - ------------------------------------------------------------------------------------------------------- Total distributions (15,512,938) (8,749,753) - ------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------ 20 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED) JAN. 31, 2007 JULY 31, 2006 SIX MONTHS ENDED YEAR ENDED (UNAUDITED) CAPITAL SHARE TRANSACTIONS (NOTE 4) Proceeds from sales Class A shares (Note 2) $ 3,969,016 $ 11,203,132 Class B shares 953,842 1,923,861 Class C shares 92,822 172,850 Class I shares 1,611,120 13,890,983 Class R2 shares 5,000 N/A Class R3 shares 5,000 N/A Class R4 shares -- 1,022 Class R5 shares 5,000 N/A Reinvestment of distributions at net asset value Class A shares 9,755,373 4,161,490 Class B shares 2,826,940 1,301,183 Class C shares 162,715 67,763 Class I shares 2,498,502 3,103,080 Class R4 shares 3,775 6,764 Payments for redemptions Class A shares (9,808,699) (27,249,234) Class B shares (Note 2) (2,781,534) (12,824,832) Class C shares (Note 2) (171,180) (534,833) Class I shares (629,394) (41,255,992) Class R4 shares -- (114,743) - -------------------------------------------------------------------------------------------------------- Increase (decrease) in net assets from capital share transactions 8,498,298 (46,147,506) - -------------------------------------------------------------------------------------------------------- Total increase (decrease) in net assets 5,918,079 (45,751,918) Net assets at beginning of period 96,190,551 141,942,469 - -------------------------------------------------------------------------------------------------------- Net assets at end of period $ 102,108,630 $ 96,190,551 ======================================================================================================== Undistributed net investment income $ 24,294 $ 662,124 - -------------------------------------------------------------------------------------------------------- See accompanying notes to financial statements. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 21 NOTES TO FINANCIAL STATEMENTS (Unaudited as to Jan. 31, 2007) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Fund is a series of RiverSource Large Cap Series, Inc. and is registered under the Investment Company Act of 1940 (as amended) as a diversified, open-end management investment company. RiverSource Large Cap Series, Inc. has 10 billion authorized shares of capital stock that can be allocated among the separate series as designated by the Board. The Fund invests primarily in equity securities of companies with a market capitalization greater than $5 billion. The Fund offers Class A, Class B, Class C and Class R4 shares. o Class A shares are sold with a front-end sales charge. o Class B shares may be subject to a contingent deferred sales charge (CDSC) and automatically convert to Class A shares during the ninth year of ownership. o Class C shares may be subject to a CDSC. o Class R4 shares have no sales charge and are offered only to qualifying institutional investors. In September 2006, the Board approved renaming Class Y as Class R4, terminating the shareholder servicing agreement, revising the fee structure under the transfer agent agreement from account-based to asset-based, and adopting a plan administration services agreement. These changes were effective Dec. 11, 2006. The Fund offers an additional class of shares, Class I, exclusively to certain institutional investors. Class I shares have no sales charge and are made available through a separate prospectus supplement provided to investors eligible to purchase the shares. At Jan. 31, 2007, Ameriprise Financial, Inc. (Ameriprise Financial) and the affiliated funds-of-funds owned 100% of Class I shares. Effective Dec. 11, 2006, the Fund offers additional classes of shares, Class R2, Class R3 and Class R5, offered to certain institutional investors. These shares are sold without a front-end sales charge or CDSC. At Jan. 31, 2007, Ameriprise Financial owned 100% of Class R2 and Class R3 shares. At Jan. 31, 2007, Ameriprise Financial and the affiliated funds-of-funds owned approximately 16% of the total outstanding Fund shares. All classes of shares have identical voting, dividend and liquidation rights. Class specific expenses (e.g., distribution and service fees, transfer agency fees, plan administration fees) differ among classes. Income, expenses (other than class specific expenses) and realized and unrealized gains or losses on investments are allocated to each class of shares based upon its relative net assets. - ------------------------------------------------------------------------------ 22 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT The Fund's significant accounting policies are summarized below: USE OF ESTIMATES Preparing financial statements that conform to U.S. generally accepted accounting principles requires management to make estimates (e.g., on assets, liabilities and contingent assets and liabilities) that could differ from actual results. VALUATION OF SECURITIES All securities are valued at the close of each business day. Securities traded on national securities exchanges or included in national market systems are valued at the last quoted sales price. Debt securities are generally traded in the over-the-counter market and are valued at a price that reflects fair value as quoted by dealers in these securities or by an independent pricing service. Pursuant to procedures adopted by the Board of Directors of the funds, Ameriprise Financial utilizes Fair Value Pricing (FVP). FVP determinations are made in good faith in accordance with these procedures. If a development or event is so significant that there is a reasonably high degree of certainty that the effect of the development or event has actually caused the closing price to no longer reflect the actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the New York Stock Exchange. Significant events include material movements in the U.S. securities markets prior to the opening of foreign markets on the following trading day. FVP results in an estimated price that reasonably reflects the current market conditions in order to value the portfolio holdings such that shareholder transactions receive a fair net asset value. Short-term securities maturing in more than 60 days from the valuation date are valued at the market price or approximate market value based on current interest rates; those maturing in 60 days or less are valued at amortized cost. ILLIQUID SECURITIES At Jan. 31, 2007, investments in securities included issues that are illiquid which the Fund currently limits to 10% of net assets, at market value, at the time of purchase. The aggregate value of such securities at Jan. 31, 2007 was $161,349 representing 0.16% of net assets. These securities are valued at fair value according to methods selected in good faith by the Board. According to board guidelines, certain unregistered securities are determined to be liquid and are not included within the 10% limitation specified above. Assets are liquid if they can be sold or disposed of in the ordinary course of business within seven days at approximately the value at which the asset is valued by the Fund. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 23 OPTION TRANSACTIONS To produce incremental earnings, protect gains, and facilitate buying and selling of securities for investments, the Fund may buy and write options traded on any U.S. or foreign exchange or in the over-the-counter market where completing the obligation depends upon the credit standing of the other party. The Fund also may buy and sell put and call options and write covered call options on portfolio securities as well as write cash-secured put options. The risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases. The risk in writing a put option is that the Fund may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying an option is that the Fund pays a premium whether or not the option is exercised. The Fund also has the additional risk of being unable to enter into a closing transaction if a liquid secondary market does not exist. Option contracts are valued daily at the closing prices on their primary exchanges and unrealized appreciation or depreciation is recorded. The Fund will realize a gain or loss when the option transaction expires or closes. When an option is exercised, the proceeds on sales for a written call option, the purchase cost for a written put option or the cost of a security for a purchased put or call option is adjusted by the amount of premium received or paid. FUTURES TRANSACTIONS To gain exposure to or protect itself from market changes, the Fund may buy and sell financial futures contracts traded on any U.S. or foreign exchange. The Fund also may buy and write put and call options on these futures contracts. Risks of entering into futures contracts and related options include the possibility of an illiquid market and that a change in the value of the contract or option may not correlate with changes in the value of the underlying securities. Upon entering into a futures contract, the Fund is required to deposit either cash or securities in an amount (initial margin) equal to a certain percentage of the contract value. Subsequent payments (variation margin) are made or received by the Fund each day. The variation margin payments are equal to the daily changes in the contract value and are recorded as unrealized gains and losses. The Fund recognizes a realized gain or loss when the contract is closed or expires. - ------------------------------------------------------------------------------ 24 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT FOREIGN CURRENCY TRANSLATIONS AND FOREIGN CURRENCY CONTRACTS Securities and other assets and liabilities denominated in foreign currencies are translated daily into U.S. dollars. Foreign currency amounts related to the purchase or sale of securities and income and expenses are translated at the exchange rate on the transaction date. The effect of changes in foreign exchange rates on realized and unrealized security gains or losses is reflected as a component of such gains or losses. In the statement of operations, net realized gains or losses from foreign currency transactions, if any, may arise from sales of foreign currency, closed forward contracts, exchange gains or losses realized between the trade date and settlement date on securities transactions, and other translation gains or losses on dividends, interest income and foreign withholding taxes. The Fund may enter into forward foreign currency exchange contracts for operational purposes and to protect against adverse exchange rate fluctuation. The net U.S. dollar value of foreign currency underlying all contractual commitments held by the Fund and the resulting unrealized appreciation or depreciation are determined using foreign currency exchange rates from an independent pricing service. The Fund is subject to the credit risk that the other party will not complete its contract obligations. GUARANTEES AND INDEMNIFICATIONS Under the Fund's organizational documents, its officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, certain of the Fund's contracts with its service providers contain general indemnification clauses. The Fund's maximum exposure under these arrangements is unknown since the amount of any future claims that may be made against the Fund cannot be determined and the Fund has no historical basis for predicting the likelihood of any such claims. FEDERAL TAXES The Fund's policy is to comply with Subchapter M of the Internal Revenue Code that applies to regulated investment companies and to distribute substantially all of its taxable income to shareholders. No provision for income or excise taxes is thus required. Net investment income (loss) and net realized gains (losses) may differ for financial statement and tax purposes primarily because of deferred losses on certain futures contracts, the recognition of certain foreign currency gains (losses) as ordinary income (loss) for tax purposes and losses deferred due to "wash sale" transactions. The character of distributions made during the year from net investment income or net realized gains may differ from their ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the year that the income or realized gains (losses) were recorded by the Fund. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 25 RECENT ACCOUNTING PRONOUNCEMENTS On Sept. 20, 2006, the Financial Accounting Standards Board ("FASB") released Statement of Financial Accounting Standards No. 157 "Fair Value Measurements" ("SFAS 157"). SFAS 157 establishes an authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair-value measurements. The application of SFAS 157 is required for fiscal years beginning after Nov. 15, 2007 and interim periods within those fiscal years. The impact of SFAS 157 on the Fund's financial statements is being evaluated. In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation 48 (FIN 48), "Accounting for Uncertainty in Income Taxes." FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with FASB Statement 109, "Accounting for Income Taxes." FIN 48 prescribes a two-step process to recognize and measure a tax position taken or expected to be taken in a tax return. The first step is to determine whether a tax position has met the more-likely-than-not recognition threshold and the second step is to measure a tax position that meets the threshold to determine the amount of benefit to recognize. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective for fiscal years beginning after Dec. 15, 2006. Tax positions of the Fund are being evaluated to determine the impact, if any, to the Fund. The adoption of FIN 48 is not anticipated to have a material impact on the Fund. DIVIDENDS TO SHAREHOLDERS An annual dividend from net investment income, declared and paid at the end of the calendar year, when available, is reinvested in additional shares of the Fund at net asset value or payable in cash. Capital gains, when available, are distributed along with the income dividend. OTHER Security transactions are accounted for on the date securities are purchased or sold. Dividend income is recognized on the ex-dividend date and interest income, including amortization of premium, market discount and original issue discount using the effective interest method, is accrued daily. - ------------------------------------------------------------------------------ 26 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 2. EXPENSES AND SALES CHARGES Under an Investment Management Services Agreement, RiverSource Investments, LLC (the Investment Manager) determines which securities will be purchased, held or sold. The management fee is a percentage of the Fund's average daily net assets that declines from 0.60% to 0.375% annually as the Fund's assets increase. The fee may be adjusted upward or downward by a performance incentive adjustment based on a comparison of the performance of Class A shares of the Fund to the Lipper Large-Cap Value Funds Index. In certain circumstances, the Board may approve a change in the index. The maximum adjustment is 0.12% per year. If the performance difference is less than 0.50%, the adjustment will be zero. The adjustment decreased the fee by $2,359 for the six months ended Jan. 31, 2007. Under an Administrative Services Agreement, the Fund pays Ameriprise Financial a fee for administration and accounting services at a percentage of the Fund's average daily net assets that declines from 0.06% to 0.03% annually as the Fund's assets increase. Other expenses in the amount of $2,819 are for, among other things, certain expenses of the Fund or the Board including: Fund boardroom and office expense, employee compensation, employee health and retirement benefits, and certain other expenses. Payment of these Fund and Board expenses is facilitated by a company providing limited administrative services to the Fund and the Board. Compensation of Board members includes, for the former Board Chair, compensation as well as retirement benefits. Certain other aspects of the former Board Chair's compensation, including health benefits and payment of certain other expenses, are included under other expenses. Under a Deferred Compensation Plan (the Plan), non-interested board members may defer receipt of their compensation. Deferred amounts are treated as though equivalent dollar amounts had been invested in shares of the Fund or other RiverSource funds. The Fund's liability for these amounts is adjusted for market value changes and remains in the Fund until distributed in accordance with the Plan. Professional fees include fees paid by the Fund for legal services and independent auditor services. Under a Transfer Agency Agreement, RiverSource Service Corporation (the Transfer Agent) maintains shareholder accounts and records. The Fund pays the Transfer Agent an annual fee per shareholder account for this service as follows: o Class A $19.50 o Class B $20.50 o Class C $20.00 - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 27 Effective Dec. 11, 2006, as part of the Board's approval to rename Class Y as Class R4, the fee structure under the Transfer Agency Agreement was revised from an account-based fee for Class Y to an asset-based fee for Class R4. The Fund will pay the Transfer Agent an annual asset-based fee at a rate of 0.05% of the Fund's average daily net assets, attributable to Class R4 shares. Prior to Dec. 11, 2006, the Fund paid the Transfer Agent an annual account-based fee of $17.50 per shareholder account. In addition, with the introduction of Class R2, Class R3 and Class R5 shares, the Fund will pay the Transfer Agent an annual asset-based fee at a rate of 0.05% of the Funds average daily net assets attributable to Class R2, Class R3 and Class R5 shares. Prior to Dec. 11, 2006, Class I paid a transfer agency fee at an annual rate per shareholder account of $1. This amount is included in the transfer agency fee on the statement of operations. Effective Dec. 11, 2006, this fee was eliminated. The Transfer Agent charges an annual closed account fee of $5 per inactive account, charged on a pro rata basis for 12 months from the date the account becomes inactive. These fees are included in the transfer agency fees on the statement of operations. The Fund has agreements with Ameriprise Financial Services, Inc. and RiverSource Distributors, Inc. (collectively, the Distributor) for distribution and shareholder services. Under a Plan and Agreement of Distribution pursuant to Rule 12b-1, the Fund pays a fee at an annual rate of up to 0.25% of the Fund's average daily net assets attributable to Class A and Class R3 shares, a fee at an annual rate of up to 0.50% of the Fund's average daily net assets attributable to Class R2 shares and a fee at an annual rate of up to 1.00% of the Fund's average daily net assets attributable to Class B and Class C shares. Beginning Dec. 11, 2006, a new Plan Administration Services Agreement was adopted for the restructured Class R4 and the introduction of Class R2 and Class R3. The fee is calculated at a rate of 0.25% of the Fund's average daily net assets attributable to Class R2, Class R3 and Class R4 shares. Prior to Dec. 11, 2006, under a Shareholder Service Agreement, the Fund paid the Distributor a fee for service provided to shareholders by the Distributor and other servicing agents with respect to those shares. The fee was calculated at a rate of 0.10% of the Fund's average daily net assets attributable to Class Y shares. Effective Dec. 11, 2006, this agreement was terminated. Sales charges received by the Distributor for distributing Fund shares were $35,406 for Class A, $11,478 for Class B and $26 for Class C for the six months ended Jan. 31, 2007. - ------------------------------------------------------------------------------ 28 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the funds in which it invests (also referred to as "acquired funds"), including affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange traded funds). Because the acquired funds have varied expense and fee levels and the Fund may own different proportions of acquired funds at different times, the amount of fees and expenses incurred indirectly by the Fund will vary. For the six months ended Jan. 31, 2007, the Investment Manager and its affiliates waived certain fees and expenses to 1.29% for Class A, 2.05% for Class B, 2.05% for Class C, 0.91% for Class I, 1.70% for Class R2, 1.45% for Class R3, 1.12% for Class R4, and 0.96% for Class R5. Of these waived fees and expenses, the transfer agency fees waived for Class A, Class B, Class C, and Class R4 were $18,213, $5,907, $320, and $10, respectively, and the management fees waived at the Fund level were $190. In addition, the Investment Manager and its affiliates have agreed to waive certain fees and expenses until July 31, 2007, unless sooner terminated by the Board, such that net expenses (excluding fees and expenses of acquired funds), before giving effect to any performance incentive adjustment, will not exceed 1.29% for Class A, 2.05% for Class B, 2.06% for Class C, 0.94% for Class I, 1.69% for Class R2, 1.44% for Class R3, 1.12% for Class R4, and 0.94 % for Class R5 of the Fund's average daily net assets. During the six months ended Jan. 31, 2007, the Fund's custodian and transfer agency fees were reduced by $7,372 as a result of earnings and bank fee credits from overnight cash balances. The Fund also pays custodian fees to Ameriprise Trust Company, an affiliate of Ameriprise Financial. 3. SECURITIES TRANSACTIONS Cost of purchases and proceeds from sales of securities (other than short-term obligations) aggregated $16,932,254 and $27,340,521, respectively, for the six months ended Jan. 31, 2007. Realized gains and losses are determined on an identified cost basis. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 29 4. CAPITAL SHARE TRANSACTIONS Transactions in shares of capital stock for the periods indicated are as follows: SIX MONTHS ENDED JAN. 31, 2007 CLASS A CLASS B CLASS C CLASS I - ------------------------------------------------------------------------------------------------------------------- Sold 654,275 157,106 15,644 262,489 Issued for reinvested distributions 1,738,926 506,620 29,213 443,784 Redeemed (1,623,937) (463,930) (28,446) (108,999) - ------------------------------------------------------------------------------------------------------------------- Net increase (decrease) 769,264 199,796 16,411 597,274 - ------------------------------------------------------------------------------------------------------------------- CLASS R2* CLASS R3* CLASS R4** CLASS R5* - ------------------------------------------------------------------------------------------------------------------- Sold 763 763 -- 763 Issued for reinvested distributions -- -- 671 -- Redeemed -- -- -- -- - ------------------------------------------------------------------------------------------------------------------- Net increase (decrease) 763 763 671 763 - ------------------------------------------------------------------------------------------------------------------- YEAR ENDED JULY 31, 2006 CLASS A CLASS B CLASS C CLASS I - ------------------------------------------------------------------------------------------------------------------- Sold 1,942,339 336,668 30,218 2,383,522 Issued for reinvested distributions 743,124 233,606 12,166 552,149 Redeemed (4,706,798) (2,243,828) (93,245) (7,154,110) - ------------------------------------------------------------------------------------------------------------------- Net increase (decrease) (2,021,335) (1,673,554) (50,861) (4,218,439) - ------------------------------------------------------------------------------------------------------------------- CLASS R2 CLASS R3 CLASS R4** CLASS R5 - ------------------------------------------------------------------------------------------------------------------- Sold N/A N/A 175 N/A Issued for reinvested distributions N/A N/A 1,204 N/A Redeemed N/A N/A (19,573) N/A - ------------------------------------------------------------------------------------------------------------------- Net increase (decrease) N/A N/A (18,194) N/A - ------------------------------------------------------------------------------------------------------------------- * Inception date is Dec. 11, 2006. ** Effective Dec. 11, 2006, Class Y was renamed Class R4. - ------------------------------------------------------------------------------ 30 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 5. AFFILIATED MONEY MARKET FUND The Fund may invest its daily cash balance in RiverSource Short-Term Cash Fund, a money market fund established for the exclusive use of the RiverSource funds and other institutional clients of RiverSource Investments. 6. BANK BORROWINGS The Fund has a revolving credit agreement with a syndicate of banks headed by JPMorgan Chase Bank, N.A. (JPMCB), whereby the Fund may borrow for the temporary funding of shareholder redemptions or for other temporary or emergency purposes. The agreement went into effect Sept. 19, 2006. The Fund must maintain asset coverage for borrowings of at least 300%. The agreement, which enables the Fund to participate with other RiverSource funds, permits borrowings up to $500 million, collectively. Interest is charged to each Fund based on its borrowings at a rate equal to either the higher of the Federal Funds Effective Rate plus 0.40% or the JPMCB Prime Commercial Lending Rate. Borrowings are payable within 60 days after such loan is executed. The Fund also pays a commitment fee equal to its pro rata share of the amount of the credit facility at a rate of 0.06% per annum. Prior to this agreement, the Fund paid a commitment fee equal to its pro rata share of the amount of the credit facility at a rate of 0.07% per annum. The Fund had no borrowings under the facility outstanding during the six months ended Jan. 31, 2007. 7. INFORMATION REGARDING PENDING AND SETTLED LEGAL PROCEEDINGS In June 2004, an action captioned John E. Gallus et al. v. American Express Financial Corp. and American Express Financial Advisors Inc., was filed in the United States District Court for the District of Arizona. The plaintiffs allege that they are investors in several American Express Company mutual funds and they purport to bring the action derivatively on behalf of those funds under the Investment Company Act of 1940. The plaintiffs allege that fees allegedly paid to the defendants by the funds for investment advisory and administrative services are excessive. The plaintiffs seek remedies including restitution and rescission of investment advisory and distribution agreements. The plaintiffs voluntarily agreed to transfer this case to the United States District Court for the District of Minnesota. In response to our motion to dismiss the complaint, the Court dismissed one of plaintiffs' four claims and granted plaintiffs limited discovery. Discovery is currently set to end in March 2007. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 31 In December 2005, without admitting or denying the allegations, American Express Financial Corporation (AEFC, which is now known as Ameriprise Financial, Inc. (Ameriprise Financial)), the parent company of RiverSource Investments, LLC (RiverSource Investments), entered into settlement agreements with the Securities and Exchange Commission (SEC) and Minnesota Department of Commerce (MDOC) related to market timing activities. In connection with these matters, the SEC and MDOC issued orders (the Orders) alleging that AEFC violated certain provisions of the federal and Minnesota securities laws by failing to adequately disclose market timing activities by allowing certain identified market timers to continue to market time contrary to disclosures in mutual fund and variable annuity product prospectuses. The Orders also alleged that AEFC failed to implement procedures to detect and prevent market timing in 401(k) plans for employees of AEFC and related companies and failed to adequately disclose that there were no such procedures. Pursuant to the MDOC Order, the MDOC also alleged that AEFC allowed inappropriate market timing to occur by failing to have written policies and procedures and failing to properly supervise its employees. As a result of the Orders, AEFC was censured and ordered to cease and desist from committing or causing any violations of certain provisions of the Investment Advisers Act of 1940, the Investment Company Act of 1940, and various Minnesota laws. Pursuant to the terms of the Orders, AEFC agreed to pay disgorgement of $10 million and civil money penalties of $7 million. AEFC also agreed to make presentations at least annually to its board of directors and the relevant mutual funds' board that include an overview of policies and procedures to prevent market timing, material changes to these policies and procedures and whether disclosures related to market timing are consistent with the SEC order and federal securities laws. AEFC also agreed to retain an independent distribution consultant to assist in developing a plan for distribution of all disgorgement and civil penalties ordered by the SEC in accordance with various undertakings detailed at http://www.sec.gov/litigation/admin/ia-2451.pdf. In addition, AEFC agreed to complete and submit to the MDOC a compliance review of its procedures regarding market timing within one year of the MDOC Order, including a summary of actions taken to ensure compliance with applicable laws and regulations and certification by a senior officer regarding compliance and supervisory procedures. Ameriprise Financial and its affiliates have cooperated with the SEC and the MDOC in these legal proceedings, and have made regular reports to the RiverSource Funds' Boards of Directors/Trustees. - ------------------------------------------------------------------------------ 32 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT Ameriprise Financial and certain of its affiliates have historically been involved in a number of legal, arbitration and regulatory proceedings, including routine litigation, class actions, and governmental actions, concerning matters arising in connection with the conduct of their business activities. Ameriprise Financial believes that the Funds are not currently the subject of, and that neither Ameriprise Financial nor any of its affiliates are the subject of, any pending legal, arbitration or regulatory proceedings that are likely to have a material adverse effect on the Funds or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Funds. Ameriprise Financial is required to make 10-Q, 10-K and, as necessary, 8-K filings with the Securities and Exchange Commission on legal and regulatory matters that relate to Ameriprise Financial and its affiliates. Copies of these filings may be obtained by accessing the SEC website at www.sec.gov. There can be no assurance that these matters, or the adverse publicity associated with them, will not result in increased fund redemptions, reduced sale of fund shares or other adverse consequences to the Funds. Further, although we believe proceedings are not likely to have a material adverse effect on the Funds or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Funds, these proceedings are subject to uncertainties and, as such, we are unable to estimate the possible loss or range of loss that may result. An adverse outcome in one or more of these proceedings could result in adverse judgments, settlements, fines, penalties or other relief that could have a material adverse effect on the consolidated financial condition or results of operations of Ameriprise Financial. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 33 7. FINANCIAL HIGHLIGHTS The tables below show certain important financial information for evaluating the Fund's results. CLASS A PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(h) 2006 2005 2004 2003 Net asset value, beginning of period $ 5.88 $5.83 $ 5.34 $ 4.98 $ 4.52 - ----------------------------------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .03 .09 .06 .04 .03 Net gains (losses) (both realized and unrealized) .78 .32 .70 .59 .44 - ----------------------------------------------------------------------------------------------------------------------------------- Total from investment operations .81 .41 .76 .63 .47 - ----------------------------------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.07) (.07) (.04) (.03) (.01) Distributions from realized gains (.93) (.29) (.23) (.24) -- - ----------------------------------------------------------------------------------------------------------------------------------- Total distributions (1.00) (.36) (.27) (.27) (.01) - ----------------------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 5.69 $5.88 $ 5.83 $ 5.34 $ 4.98 - ----------------------------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 65 $ 63 $ 74 $ 67 $ 31 - ----------------------------------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(b),(c) 1.29%(d),(e) 1.21% 1.29% 1.24%(e) 1.25%(e) - ----------------------------------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .96%(d) 1.35% 1.07% .95% 1.01% - ----------------------------------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 18% 46% 57% 59% 77% - ----------------------------------------------------------------------------------------------------------------------------------- Total return(f) 14.07%(g) 7.39% 14.52% 12.85% 10.52% - ----------------------------------------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (c) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (d) Adjusted to an annual basis. (e) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class A would have been 1.34% for the six months ended Jan. 31, 2007 and 1.54% and 2.64% for the years ended July 31, 2004 and 2003, respectively. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. (h) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ 34 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT CLASS B PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(h) 2006 2005 2004 2003 Net asset value, beginning of period $ 5.82 $5.77 $ 5.29 $ 4.95 $4.52 - ---------------------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) -- .04 .01 -- .01 Net gains (losses) (both realized and unrealized) .78 .32 .70 .59 .43 - ---------------------------------------------------------------------------------------------------------------------- Total from investment operations .78 .36 .71 .59 .44 - ---------------------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.02) (.02) -- (.01) (.01) Distributions from realized gains (.93) (.29) (.23) (.24) -- - ---------------------------------------------------------------------------------------------------------------------- Total distributions (.95) (.31) (.23) (.25) (.01) - ---------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 5.65 $5.82 $ 5.77 $ 5.29 $4.95 - ---------------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 20 $ 19 $ 28 $ 25 $ 13 - ---------------------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(b),(c) 2.05%(d),(e) 1.97% 2.05% 2.00%(e) 2.00%(e) - ---------------------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .20%(d) .59% .30% .16% .25% - ---------------------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 18% 46% 57% 59% 77% - ---------------------------------------------------------------------------------------------------------------------- Total return(f) 13.55%(g) 6.51% 13.66% 12.00% 9.66% - ---------------------------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (c) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (d) Adjusted to an annual basis. (e) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class B would have been 2.11% for the six months ended Jan. 31, 2007 and 2.30% and 3.40% for the years ended July 31, 2004 and 2003, respectively. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. (h) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 35 CLASS C PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(h) 2006 2005 2004 2003 Net asset value, beginning of period $ 5.82 $5.77 $ 5.29 $ 4.94 $4.52 - ----------------------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) -- .04 .01 -- .01 Net gains (losses) (both realized and unrealized) .77 .32 .70 .60 .42 - ----------------------------------------------------------------------------------------------------------------------- Total from investment operations .77 .36 .71 .60 .43 - ----------------------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.02) (.02) -- (.01) (.01) Distributions from realized gains (.93) (.29) (.23) (.24) -- - ----------------------------------------------------------------------------------------------------------------------- Total distributions (.95) (.31) (.23) (.25) (.01) - ----------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 5.64 $5.82 $ 5.77 $ 5.29 $4.94 - ----------------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 1 $ 1 $ 1 $ 1 $ 1 - ----------------------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(b),(c) 2.05%(d),(e) 1.98% 2.06% 2.00%(e) 2.00%(e) - ----------------------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .19%(d) .58% .30% .19% .26% - ----------------------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 18% 46% 57% 59% 77% - ----------------------------------------------------------------------------------------------------------------------- Total return(f) 13.50%(g) 6.56% 13.62% 12.19% 9.50% - ----------------------------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (c) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (d) Adjusted to an annual basis. (e) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class C would have been 2.11% for the six months ended Jan. 31, 2007 and 2.30% and 3.40% for the years ended July 31, 2004 and 2003, respectively. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. (h) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ 36 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT CLASS I PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(i) 2006 2005 2004(b) Net asset value, beginning of period $ 5.91 $5.86 $ 5.36 $ 5.57 - ---------------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .05 .12 .07 .03 Net gains (losses) (both realized and unrealized) .78 .32 .72 (.24) - ---------------------------------------------------------------------------------------------------------------- Total from investment operations .83 .44 .79 (.21) - ---------------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.10) (.10) (.06) -- Distributions from realized gains (.93) (.29) (.23) -- - ---------------------------------------------------------------------------------------------------------------- Total distributions (1.03) (.39) (.29) -- - ---------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 5.71 $5.91 $ 5.86 $ 5.36 - ---------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ 16 $ 13 $ 38 $ 16 - ---------------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d) .91%(e) .75% .86% .93%(e),(f) - ---------------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets 1.33%(e) 1.85% 1.50% 1.33%(e) - ---------------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 18% 46% 57% 59% - ---------------------------------------------------------------------------------------------------------------- Total return(g) 14.30%(h) 7.86% 14.97% (3.77%)(h) - ---------------------------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Inception date is March 4, 2004. (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (e) Adjusted to an annual basis. (f) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratio of expenses for Class I would have been 1.02% for the period ended July 31, 2004. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. (i) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 37 CLASS R2 PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $ 6.55 - --------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net gains (losses) (both realized and unrealized) .16 - --------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.10) Distributions from realized gains (.93) - --------------------------------------------------------------------- Total distributions (1.03) - --------------------------------------------------------------------- Net asset value, end of period $ 5.68 - --------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- - --------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d) 1.70%(e),(f) - --------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .09%(e) - --------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 18% - --------------------------------------------------------------------- Total return(g) 2.66%(h) - --------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 11, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (e) Adjusted to an annual basis. (f) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratio of expenses for Class R2 would have been 1.79% for the period ended Jan. 31, 2007. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. - ------------------------------------------------------------------------------ 38 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT CLASS R3 PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $ 6.55 - --------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net gains (losses) (both realized and unrealized) .16 - --------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.10) Distributions from realized gains (.93) - --------------------------------------------------------------------------------------------- Total distributions (1.03) - --------------------------------------------------------------------------------------------- Net asset value, end of period $ 5.68 - --------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- - --------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d) 1.45%(e),(f) - --------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .34%(e) - --------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 18% - --------------------------------------------------------------------------------------------- Total return(g) 2.67%(h) - --------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 11, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (e) Adjusted to an annual basis. (f) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratio of expenses for Class R3 would have been 1.54% for the period ended Jan. 31, 2007. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 39 CLASS R4* PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(h) 2006 2005 2004 2003 Net asset value, beginning of period $ 5.90 $5.85 $ 5.36 $ 4.99 $ 4.52 - ------------------------------------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .04 .10 .07 .04 .03 Net gains (losses) (both realized and unrealized) .78 .32 .70 .61 .45 - ------------------------------------------------------------------------------------------------------------------------- Total from investment operations .82 .42 .77 .65 .48 - ------------------------------------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.08) (.08) (.05) (.04) (.01) Distributions from realized gains (.93) (.29) (.23) (.24) -- - ------------------------------------------------------------------------------------------------------------------------- Total distributions (1.01) (.37) (.28) (.28) (.01) - ------------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 5.71 $5.90 $ 5.85 $ 5.36 $ 4.99 - ------------------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- $ -- $ -- $ -- $ -- - ------------------------------------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(b),(c) 1.12%(d),(e) 1.00% 1.11% 1.06%(e) .95%(e) - ------------------------------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets 1.12%(d) 1.69% 1.25% 1.12% 1.30% - ------------------------------------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 18% 46% 57% 59% 77% - ------------------------------------------------------------------------------------------------------------------------- Total return(f) 14.07%(g) 7.55% 14.67% 13.14% 10.76% - ------------------------------------------------------------------------------------------------------------------------- * Effective Dec. 11, 2006, Class Y was renamed Class R4. (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (c) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (d) Adjusted to an annual basis. (e) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratios of expenses for Class R4 would have been 1.17% for the six months ended Jan. 31, 2007 and 1.36% and 2.46% for the years ended July 31, 2004 and 2003, respectively. (f) Total return does not reflect payment of a sales charge. (g) Not annualized. (h) Six months ended Jan. 31, 2007 (Unaudited). - ------------------------------------------------------------------------------ 40 RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT CLASS R5 PER SHARE INCOME AND CAPITAL CHANGES(a) Fiscal period ended July 31, 2007(b) Net asset value, beginning of period $ 6.55 - -------------------------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) .01 Net gains (losses) (both realized and unrealized) .15 - -------------------------------------------------------------------------------------------- Total from investment operations .16 - -------------------------------------------------------------------------------------------- LESS DISTRIBUTIONS: Dividends from net investment income (.10) Distributions from realized gains (.93) - -------------------------------------------------------------------------------------------- Total distributions (1.03) - -------------------------------------------------------------------------------------------- Net asset value, end of period $ 5.68 - -------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA Net assets, end of period (in millions) $ -- - -------------------------------------------------------------------------------------------- Ratio of expenses to average daily net assets(c),(d) .96%(e),(f) - -------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average daily net assets .84%(e) - -------------------------------------------------------------------------------------------- Portfolio turnover rate (excluding short-term securities) 18% - -------------------------------------------------------------------------------------------- Total return(g) 2.68%(h) - -------------------------------------------------------------------------------------------- (a) For a share outstanding throughout the period. Rounded to the nearest cent. (b) For the period from Dec. 11, 2006 (inception date) to Jan. 31, 2007 (Unaudited). (c) Expense ratio is based on total expenses of the Fund before reduction of earnings and bank fee credits on cash balances. Includes the impact of a performance incentive adjustment fee, if any. (d) In addition to the fees and expenses which the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the acquired funds in which it invests. Such indirect expenses are not included in the above reported expense ratios. (e) Adjusted to an annual basis. (f) The Investment Manager and its affiliates waived/reimbursed the Fund for certain expenses. Had they not done so, the annual ratio of expenses for Class R5 would have been 1.03% for the period ended Jan. 31, 2007. (g) Total return does not reflect payment of a sales charge. (h) Not annualized. - ------------------------------------------------------------------------------ RIVERSOURCE LARGE CAP VALUE FUND - 2007 SEMIANNUAL REPORT 41 PROXY VOTING The policy of the Board is to vote all proxies of the companies in which the Fund holds investments. The procedures are stated in the Statement of Additional Information (SAI). You may obtain a copy of the SAI without charge by calling RiverSource Funds at (888) 791-3380; contacting your financial institution; visiting riversource.com/funds; or searching the website of the Securities and Exchange Commission (SEC) at http://www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the 12-month period ended June 30, 2006 is available without charge by visiting riversource.com/funds; or searching the website of the SEC at www.sec.gov. - ------------------------------------------------------------------------------ 42 RIVERSOURCE LARGE CAP VALUE FUND -- 2007 SEMIANNUAL REPORT RIVERSOURCE(R) LARGE CAP VALUE FUND 734 Ameriprise Financial Center Minneapolis, MN 55474 riversource.com/funds This report must be accompanied or preceded by the Fund's current prospectus. RiverSource(R) mutual funds are distributed by RiverSource Distributors, Inc. and Ameriprise Financial Services, Inc., Members NASD, and managed by RiverSource RIVERSOURCE [LOGO](R) Investments, LLC. These companies are INVESTMENTS part of Ameriprise Financial, Inc. S-6257 F (3/07) Item 2. Code of Ethics. Not applicable for semi-annual reports. Item 3. Audit Committee Financial Expert. Not applicable for semi-annual reports. Item 4. Principal Accountant Fees and Services. Not applicable for semi-annual reports. Item 5. Audit Committee of Listed Registrants. Not applicable. Item 6. The complete schedule of investments is included in Item 1 of this Form N-CSR. 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. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. Not applicable. Item 10. Submission of matters to a vote of security holders. Not applicable. Item 11. Controls and Procedures. (a) Based upon their evaluation of the registrant's disclosure controls and procedures as conducted within 90 days of the filing date of this Form N-CSR, the registrant's Principal Financial Officer and Principal Executive Officer have concluded that those disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms. (b) There were no changes in the registrant's internal controls over financial reporting that occurred during the registrant's last fiscal half-year (the registrant's second fiscal half-year in the case of an annual 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 for semi-annual reports. (a)(2) Separate certification for the Registrant's principal executive officer and principal financial officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and Rule 30a-2(a) under the Investment Company Act of 1940, are attached as EX.99.CERT. (a)(3) Not applicable. (b) A certification by the Registrant's principal executive officer and principal financial officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Rule 30a-2(b) under the Investment Company Act of 1940, is attached as EX.99.906 CERT. 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) RiverSource Large Cap Series, Inc. By /s/ Patrick T. Bannigan ----------------------- Patrick T. Bannigan President and Principal Executive Officer Date April 3, 2007 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. By /s/ Patrick T. Bannigan ----------------------- Patrick T. Bannigan President and Principal Executive Officer Date April 3, 2007 By /s/ Jeffrey P. Fox ----------------------- Jeffrey P. Fox Treasurer and Principal Financial Officer Date April 3, 2007