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  811-04801
                                   ---------------------------------------------

                             SunAmerica Equity Funds
--------------------------------------------------------------------------------
               (Exact name of registrant as specified in charter)

        Harborside Financial Center, 3200 Plaza 5 Jersey City, NJ 07311
--------------------------------------------------------------------------------
     (Address of principal executive offices)                   (Zip code)

                                 John T. Genoy
                             Senior Vice President
                        SunAmerica Asset Management Corp.
                          Harborside Financial Center,
                                  3200 Plaza 5
                             Jersey City, NJ 07311
--------------------------------------------------------------------------------
                    (Name and address of agent for service)

Registrant's telephone number, including area code: (201) 324-6414
                                                   -----------------------------

Date of fiscal year end: September 30
                        --------------------------

Date of reporting period:  September 30, 2013
                         -------------------------



Item 1. Reports to Stockholders



[PHOTO]




                                                             ANNUAL REPORT 2013

SUNAMERICA
Equity Funds




[LOGO]



        SEPTEMBER 30, 2013                                         ANNUAL REPORT

SUNAMERICA EQUITY FUNDS

SUNAMERICA INTERNATIONAL DIVIDEND STRATEGY FUND (SIEAX)

SUNAMERICA VALUE FUND (SSVAX)

SUNAMERICA JAPAN FUND (SAESX)



                        TABLE OF CONTENTS



                                                                  
        SHAREHOLDER LETTER..........................................  2
        EXPENSE EXAMPLE.............................................  4
        STATEMENT OF ASSETS AND LIABILITIES.........................  6
        STATEMENT OF OPERATIONS.....................................  8
        STATEMENT OF CHANGES IN NET ASSETS..........................  9
        FINANCIAL HIGHLIGHTS........................................ 10
        PORTFOLIO OF INVESTMENTS.................................... 14
        NOTES TO FINANCIAL STATEMENTS............................... 23
        REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM..... 37
        APPROVAL OF ADVISORY AGREEMENTS............................. 38
        TRUSTEE AND OFFICER INFORMATION............................. 43
        SHAREHOLDER TAX INFORMATION................................. 46
        COMPARISONS: FUNDS VS. INDICES.............................. 47





        SHAREHOLDER LETTER -- (UNAUDITED)


Dear Shareholders,

We are pleased to present this annual update for the SunAmerica Equity Funds
for the 12 months ended September 30, 2013. It was a period wherein U.S. and
international equity performance was generally quite strong, though volatility
persisted driven by anticipated and actual monetary policies of central banks
in the U.S., Europe and Japan.

The U.S. equity markets generally posted flat to slightly negative returns as
the annual period began with the fourth quarter of 2012. In the U.S.,
lackluster economic trends, uncertainty surrounding the presidential election
and political gridlock surrounding the fiscal cliff of scheduled automatic tax
increases and spending cuts were only partially offset by the Federal Reserve's
(the "Fed's") continued commitment to low interest rates. In December 2012, the
Fed updated its low interest rate policy to tie any potential shift to
conditions regarding U.S. unemployment rate and inflation levels. International
equity markets overall fared better. European equity markets rallied, driven by
positive sentiment toward European Central Bank (ECB) president Mario Draghi's
commitment to the euro and the ECB's Outright Monetary Transactions (OMT)
program to buy unlimited amounts of short-term government bonds. The Bank of
Japan (the "BoJ") continued to increase its asset purchase program and extended
it through the end of 2012. The leader of Japan's Liberal Democratic Party,
Shinzo Abe, was elected in December 2012 on a campaign that promoted the idea
of adopting a higher inflation target and a depreciating yen, which was
perceived as good for the nation's export-oriented economy.

The first quarter of 2013 got off to an exceptionally strong start for U.S. and
international equity investors. Risk was rewarded, and the U.S. stock market
delivered three successive months of positive returns. Toward the end of the
quarter, the S&P 500(R) Index* hit an all-time high, surpassing its previous
peak from 2007, and the Dow Jones Industrial Average* also reached a historic
high, achieving its best quarter in 15 years. The resolution of the fiscal
cliff on the first day of 2013, aided by continued Fed commitment to
quantitative easing and multiple signs of a growing U.S. economy, provided
support for the rally. European equity markets continued to rise despite a
banking crisis in Cyprus and further economic contraction in the region. The
Japanese equity market posted gains on the hope that aggressive stimulus by
Shinzo Abe's government would indeed promote growth and inflation in Japan. The
yen weakened to its lowest level against the dollar since mid-2009 on
expectations the new head of the BoJ would aggressively pursue a higher
inflation target.

U.S. equities were higher in the second quarter of 2013 overall, but pulled
back in late May and June. In May 2013, the Fed led the market to believe it
was about to begin winding down its asset purchases via its quantitative easing
program, which created concern about a future tightening of interest rates.
Meanwhile, Japanese equities hit a five-year high before taking a sharp turn
downward, along with a number of other international equity markets, as
overseas equity markets as a whole reacted negatively to Fed Chair Bernanke's
mid-May tapering announcement. Signs of slowing economic conditions in China
further dampened performance. Breaking a streak of seven consecutive positive
months, the U.S. equity markets were driven lower in June by Fed officials
seeking to clarify what was meant by their May statements and by financial
market participants attempting to interpret the Fed's statements. By the end of
the second quarter, there appeared to be an emerging consensus that the Fed
would begin tapering its asset purchases if economic data showed signs of a
strong U.S. economy. International equity markets again responded negatively to
this consensus sentiment.

In the last months of the annual period, that is, the third quarter of 2013,
the equity markets overall were solid but volatile. The U.S. equity market
rebounded in July, retreated in August and then rallied back in September.
European equity markets similarly rallied back in July as the Eurozone reported
economic growth in the second quarter of 2013, ending six consecutive quarters
of economic contraction. However, uncertainty from worsening situations in
Egypt and Syria weighed on international equity markets during August, before
bouncing back in September on rising executive and consumer sentiment data
exceeding consensus estimates, despite European unemployment holding steady at
12.1%. Japanese equities moved higher during the quarter, as Japan's ruling
party won a majority in its parliament's upper house in July along with a
mandate to push economic reforms, an outcome considered a victory for Shinzo
Abe and his "Abenomics" program. Still, there were a number of unanticipated
events that occurred during the third calendar

2






quarter that had yet to be resolved by the end of the annual period. First,
after the Fed spent months discussing the conditions for tapering its
quantitative easing, the markets had widely anticipated that such tapering
would begin in September 2013. Instead, the Fed chose not to do so, stating it
needs more evidence of lasting improvement in the economy. The unexpected
non-action provided support to the financial markets, reassured that Fed
liquidity would continue for some time. Second, after months of public debate
over the next Fed Chair, Larry Summers officially withdrew his name from
consideration, which left current Fed Vice Chair Janet Yellen as the clear
front-runner. The third unanticipated event of the quarter was the appearance
that the U.S. may have been on the verge of military action against Syria in
response to its use of chemical weapons. By the end of the quarter, the U.S.
and Russia had agreed on a plan for Syria to disarm its chemical weapons,
reducing, at least for the time being, the threat of a wider Middle East
conflict. Finally, with the failure to pass a budget, the U.S. government
entered a partial shutdown at the close of business on September 30, 2013, with
the debate over the U.S. debt ceiling looming.

Against this backdrop, U.S. equities, as measured by the S&P 500(R) Index,
returned 19.34% for the 12 months ended September 30, 2013. International
equities, as measured by the MSCI ACWI ex-U.S. Index (Net)*, lagged the U.S.
equity market but still produced strong gains, returning 16.48% for the
12-month period ended September 30, 2013. Japanese equities, as measured by the
MSCI Japan Index (Net)*, returned 31.50%.

Amid these conditions, each of the portfolios in the SunAmerica Equity Funds
generated positive absolute gains during the annual period. On the following
pages, you will find detailed financials statements and portfolio information
for each of the SunAmerica Equity Funds.

We thank you for being a part of the SunAmerica Equity Funds. We value your
ongoing confidence in us and look forward to serving your investment needs in
the future. As always, if you have any questions regarding your investments,
please contact your financial adviser or get in touch with us directly at
800-858-8850 or www.safunds.com.

Sincerely,

THE SUNAMERICA EQUITY FUNDS INVESTMENT PROFESSIONALS

 Timothy Pettee       Jun Oh               Timothy Campion
 Andrew Sheridan      Kara Murphy          Jane Bayar


--------
Past performance is no guarantee of future results.

*The S&P 500 INDEX is Standard & Poor's 500 Composite Stock Price Index, a
 widely recognized, unmanaged index of U.S. common stock prices. The DOW JONES
 INDUSTRIAL AVERAGE is a price-weighted average of 30 actively traded blue-chip
 stocks, primarily industrials including stocks that trade on the New York
 Stock Exchange. The MSCI ACWI EX-U.S. INDEX (NET) is a free float-adjusted
 market capitalization-weighted index designed to measure the equity market
 performance of 44 global developed and emerging markets, excluding the U.S.
 The MSCI JAPAN INDEX (NET) is a free-float adjusted market capitalization
 weighted index that is designed to track the equity market performance of
 Japanese securities listed on Tokyo Stock Exchange, Osaka Stock Exchange,
 JASDAQ and Nagoya Stock Exchange. Net total return indices reinvest dividends
 after the deduction of withholding taxes, using (for international indices) a
 tax rate applicable to non-resident institutional investors who do not benefit
 from double taxation treaties. Indices are not managed and an investor cannot
 invest directly in an index.

                                                                          3




        SUNAMERICA EQUITY FUNDS
        EXPENSE EXAMPLE -- SEPTEMBER 30, 2013 -- (UNAUDITED)


DISCLOSURE OF PORTFOLIO EXPENSES IN SHAREHOLDER REPORTS

As a shareholder of a Fund (each, a "Fund" and collectively, the "Funds") in
the SunAmerica Equity Funds (the "Trust"), you may incur two types of costs:
(1) transaction costs, including sales charges (loads) on purchase payments,
contingent deferred sales charges, redemption fees+ (applicable to Class A
shares of SunAmerica International Dividend Strategy Fund and SunAmerica Japan
Fund only) and (2) ongoing costs, including management fees; distribution and
service fees; and other Fund expenses. The Example set forth below is intended
to help you understand your ongoing costs (in dollars) of investing in the
Funds and to compare these costs with the ongoing costs of investing in other
mutual funds. The Example is based on an investment of $1,000 invested at
April 1, 2013 and held until September 30, 2013.

ACTUAL EXPENSES

The "Actual" section of the table provides information about actual account
values and actual expenses. You may use the information in these columns,
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 column under the heading entitled "Expenses Paid During the Six
Months Ended September 30, 2013" to estimate the expenses you paid on your
account during this period. For shareholder accounts in classes other than
Class I and Class Z, the "Expenses Paid During the Six Months Ended
September 30, 2013" column does not include small account fees that may be
charged if your account balance is below $500 ($250 for retirement plan
accounts). In addition, the "Expenses Paid During the Six Months Ended
September 30, 2013" column does not include administrative fees that may apply
to qualified retirement plan accounts. See the Funds' prospectus, your
retirement plan document and/or materials from your financial adviser, for a
full description of these fees. Had these fees been included, the "Expenses
Paid During the Six Months Ended September 30, 2013" column would have been
higher and the "Ending Account Value" would have been lower.

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

The "Hypothetical" section 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 Funds and other funds. To do so, compare this 5% hypothetical
example with the 5% hypothetical examples that appear in the shareholder
reports of other funds. For shareholder accounts in classes other than Class I
and Class Z the "Expenses Paid During the Six Months Ended September 30, 2013"
column does not include small account fees that may be charged if your account
balance is below $500 ($250 for retirement plan accounts). In addition, the
"Expenses Paid During the Six Months Ended September 30, 2013" column does not
include administrative fees that may apply to qualified retirement plan
accounts. See the Funds' prospectus, your retirement plan document and/or
materials from your financial adviser, for a full description of these fees.
Had these fees been included, the "Expenses Paid During the Six Months Ended
September 30, 2013" column would have been higher and the "Ending Account
Value" would have been lower.

Please note that the expenses shown in the table are meant to highlight your
ongoing costs only and do not reflect any transaction costs, including sales
charges on purchase payments, contingent deferred sales charges, redemption
fees (applicable to Class A shares of SunAmerica International Dividend
Strategy Fund and SunAmerica Japan Fund only); small account fees and
administrative fees, if applicable to your account. Please refer to the Fund's
prospectus, your retirement plan document and/or materials from your financial
adviser, for more information. Therefore, the "Hypothetical" example 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 transaction costs
and other fees were included, your costs would have been higher.

--------
+See Note 1

4




        SUNAMERICA EQUITY FUNDS
        EXPENSE EXAMPLE -- SEPTEMBER 30, 2013 -- (UNAUDITED) (CONTINUED)




                                                   ACTUAL                                  HYPOTHETICAL
                                 ------------------------------------------ -------------------------------------------
                                                                                          ENDING ACCOUNT
                                               ENDING ACCOUNT EXPENSE PAID                VALUE USING A
                                                VALUE USING    DURING THE                  HYPOTHETICAL   EXPENSE PAID
                                   BEGINNING       ACTUAL      SIX MONTHS     BEGINNING     5% ASSUMED   DURING THE SIX
                                 ACCOUNT VALUE   RETURN AT        ENDED     ACCOUNT VALUE   RETURN AT     MONTHS ENDED
                                  AT APRIL 1,  SEPTEMBER 30,  SEPTEMBER 30,  AT APRIL 1,  SEPTEMBER 30,  SEPTEMBER 30,
FUND                                 2013           2013          2013          2013           2013           2013
----                             ------------- -------------- ------------- ------------- -------------- --------------
                                                                                       
INTERNATIONAL DIVIDEND STRATEGY
 FUND#
  Class A.......................   $1,000.00     $1,061.76       $ 9.82       $1,000.00     $1,015.54        $ 9.60
  Class B.......................   $1,000.00     $1,058.21       $13.16       $1,000.00     $1,012.28        $12.86
  Class C.......................   $1,000.00     $1,058.33       $13.16       $1,000.00     $1,012.28        $12.86
  Class I.......................   $1,000.00     $1,062.43       $ 9.31       $1,000.00     $1,016.04        $ 9.10
VALUE FUND
  Class A.......................   $1,000.00     $1,093.41       $ 8.13       $1,000.00     $1,017.30        $ 7.84
  Class B#......................   $1,000.00     $1,088.71       $11.94       $1,000.00     $1,013.64        $11.51
  Class C.......................   $1,000.00     $1,089.77       $11.89       $1,000.00     $1,013.69        $11.46
JAPAN FUND#
  Class A.......................   $1,000.00     $1,136.05       $10.17       $1,000.00     $1,015.54        $ 9.60
  Class B.......................   $1,000.00     $1,131.12       $13.62       $1,000.00     $1,012.28        $12.86
  Class C.......................   $1,000.00     $1,131.31       $13.62       $1,000.00     $1,012.28        $12.86




                                 -------------


                                    EXPENSE
                                     RATIO
                                     AS OF
                                 SEPTEMBER 30,
FUND                                 2013*
----                             -------------
                              
INTERNATIONAL DIVIDEND STRATEGY
 FUND#
  Class A.......................     1.90%
  Class B.......................     2.55%
  Class C.......................     2.55%
  Class I.......................     1.80%
VALUE FUND
  Class A.......................     1.55%
  Class B#......................     2.28%
  Class C.......................     2.27%
JAPAN FUND#
  Class A.......................     1.90%
  Class B.......................     2.55%
  Class C.......................     2.55%

--------
*  Expenses are equal to the Fund's annualized expense ratio multiplied by the
   average account value over the period, multiplied by 183 days divided by 365
   days. These ratios do not reflect transaction costs, including sales charges
   on purchase payments, contingent deferred sales charges, redemption fees+
   (International Dividend Strategy Fund and Japan Fund only), small account
   fees and administrative fees, if applicable to your account. Please refer to
   your Prospectus, your retirement plan documents and/or materials from your
   financial advisor for more information.
#  During the stated period, the investment advisor either waived a portion of
   or all of the fees and assumed a portion of or all expenses for the Funds or
   through recoupment provisions, recovered a portion of or all fees and
   expenses waived or reimbursed in the previous two fiscal years. As a result,
   if these fees and expenses had not been waived or assumed, the
   "Actual/Hypothetical Ending Account Value" would have been lower and the
   "Actual/Hypothetical Expenses Paid During the Six Months Ended September 30,
   2013" and the "Expense Ratios" would have been higher. If these fees and
   expenses had not been recouped, the "Actual/Hypothetical Ending Account
   Value" would have been higher and the "Actual/Hypothetical Expenses Paid
   During the Six Months Ended September 30, 2013" and "Expense Ratios" would
   have been lower.
+  See Note 1

                                                                          5






        SUNAMERICA EQUITY FUNDS
        STATEMENT OF ASSETS AND LIABILITIES -- September 30, 2013



                                                                                 INTERNATIONAL
                                                                                   DIVIDEND
                                                                                 STRATEGY FUND   VALUE FUND   JAPAN FUND
                                                                                 -------------  ------------  -----------
                                                                                                     
ASSETS:
Investments at value (unaffiliated)*............................................ $ 120,112,234  $108,896,881  $26,644,118
Repurchase agreements (cost approximates value).................................     5,003,000     2,756,000      808,000
                                                                                 -------------  ------------  -----------
 Total investments..............................................................   125,115,234   111,652,881   27,452,118
                                                                                 -------------  ------------  -----------
Cash............................................................................           572            32          608
Foreign cash*...................................................................     1,838,018            --      158,949
Receivable for:
 Fund shares sold...............................................................     1,009,852        42,143       13,531
 Dividends and interest.........................................................       355,589       145,434      196,789
 Investments sold...............................................................            --            --       29,470
Prepaid expenses and other assets...............................................         3,051        11,415        2,381
Due from investment adviser for expense reimbursements/fee waivers..............        17,228            --       10,111
                                                                                 -------------  ------------  -----------
Total assets....................................................................   128,339,544   111,851,905   27,863,957
                                                                                 -------------  ------------  -----------
LIABILITIES:
Payable for:
 Fund shares redeemed...........................................................        64,122        97,294           --
 Investments purchased..........................................................            --            --      235,203
 Investment advisory and management fees........................................       100,474        69,102       25,047
 Distribution and service maintenance fees......................................        50,534        43,151        8,891
 Transfer agent fees and expenses...............................................        31,346        38,927        5,931
 Trustees' fees and expenses....................................................         1,882         3,012          463
 Other accrued expenses.........................................................       163,347       101,739       75,144
Due to investment adviser from expense recoupment...............................            --         2,340           --
                                                                                 -------------  ------------  -----------
Total liabilities...............................................................       411,705       355,565      350,679
                                                                                 -------------  ------------  -----------
Net assets...................................................................... $ 127,927,839  $111,496,340  $27,513,278
                                                                                 =============  ============  ===========
NET ASSETS REPRESENTED BY:
Shares of beneficial interest, $0.01 par value.................................. $     114,586  $     71,000  $    34,071
Paid-in capital.................................................................   225,304,091   164,381,463   23,251,772
                                                                                 -------------  ------------  -----------
                                                                                   225,418,677   164,452,463   23,285,843
Accumulated undistributed net investment income (loss)..........................        36,713       707,750       45,538
Accumulated undistributed net realized gain (loss) on investments, futures
 contracts, options contracts, securities sold short, foreign exchange
 transactions...................................................................  (102,116,433)  (58,565,133)   1,844,272
Unrealized appreciation (depreciation) on investments...........................     4,581,422     4,901,260    2,335,835
Unrealized foreign exchange gain (loss) on other assets and liabilities.........         7,460            --        1,790
                                                                                 -------------  ------------  -----------
Net assets...................................................................... $ 127,927,839  $111,496,340  $27,513,278
                                                                                 =============  ============  ===========
*Cost
 Investments (unaffiliated)..................................................... $ 115,530,812  $103,995,621  $24,308,283
                                                                                 =============  ============  ===========
 Foreign cash................................................................... $   1,828,467  $         --  $   158,020
                                                                                 =============  ============  ===========


See Notes to Financial Statements

6






        SUNAMERICA EQUITY FUNDS
        STATEMENT OF ASSETS AND LIABILITIES -- September 30, 2013 -- (continued)



                                                                                 INTERNATIONAL
                                                                                   DIVIDEND
                                                                                 STRATEGY FUND VALUE FUND  JAPAN FUND
                                                                                 ------------- ----------- -----------
                                                                                                  
CLASS A (UNLIMITED SHARES AUTHORIZED):
Net assets......................................................................  $96,020,462  $91,235,253 $25,053,183
Shares of beneficial interest issued and outstanding............................    8,416,636    5,732,525   3,093,460
Net asset value and redemption price per share..................................  $     11.41  $     15.92 $      8.10
Maximum sales charge (5.75% of offering price)..................................  $      0.70  $      0.97 $      0.49
                                                                                  -----------  ----------- -----------
Maximum offering price to public................................................  $     12.11  $     16.89 $      8.59
                                                                                  ===========  =========== ===========
CLASS B (UNLIMITED SHARES AUTHORIZED):
Net assets......................................................................  $ 5,947,544  $ 4,630,646 $   238,419
Shares of beneficial interest issued and outstanding............................      568,282      311,767      30,376
Net asset value, offering and redemption price per share (excluding any
 applicable contingent deferred sales charge)...................................  $     10.47  $     14.85 $      7.85
                                                                                  ===========  =========== ===========
CLASS C (UNLIMITED SHARES AUTHORIZED):
Net assets......................................................................  $24,775,616  $15,630,441 $ 2,221,676
Shares of beneficial interest issued and outstanding............................    2,370,785    1,055,673     283,279
Net asset value, offering and redemption price per share (excluding any
 applicable contingent deferred sales charge)...................................  $     10.45  $     14.81 $      7.84
                                                                                  ===========  =========== ===========
CLASS I (UNLIMITED SHARES AUTHORIZED):
Net assets......................................................................  $ 1,184,217  $        -- $        --
Shares of beneficial interest issued and outstanding............................      102,917           --          --
Net asset value, offering and redemption price per share........................  $     11.51  $        -- $        --
                                                                                  ===========  =========== ===========


See Notes to Financial Statements

                                                                          7






        SUNAMERICA EQUITY FUNDS
        STATEMENT OF OPERATIONS -- September 30, 2013



                                                                                  INTERNATIONAL
                                                                                    DIVIDEND
                                                                                  STRATEGY FUND  VALUE FUND  JAPAN FUND
                                                                                  ------------- -----------  ----------
                                                                                                    
INVESTMENT INCOME:
 Dividends (unaffiliated)........................................................  $5,985,264   $ 2,793,408  $  409,949
 Interest (unaffiliated).........................................................       8,449           586          --
                                                                                   ----------   -----------  ----------
   Total investment income*......................................................   5,993,713     2,793,994     409,949
                                                                                   ----------   -----------  ----------
EXPENSES:
 Investment advisory and management fees.........................................     954,253       834,524     261,866
 Distribution and service maintenance fees:
   Class A.......................................................................     247,910       318,591      75,279
   Class B.......................................................................      51,028        49,574       2,063
   Class C.......................................................................     182,719       152,188      10,563
 Service Fees Class I............................................................       3,048            --          --
 Transfer agent fees and expenses:
   Class A.......................................................................     180,042       229,176      49,177
   Class B.......................................................................      15,613        16,320       1,447
   Class C.......................................................................      46,884        38,908       3,421
   Class I.......................................................................       2,833            --          --
 Registration fees:
   Class A.......................................................................      33,960        30,704      14,052
   Class B.......................................................................      13,987        11,879      10,917
   Class C.......................................................................      17,241        13,828      11,005
   Class I.......................................................................          --            --          --
 Custodian and accounting fees...................................................     175,379        47,946      55,705
 Reports to shareholders.........................................................      64,784        62,213       4,115
 Audit and tax fees..............................................................      50,681        45,148      55,370
 Legal fees......................................................................      39,082        15,214      12,627
 Directors' fees and expenses....................................................       6,866         7,817       1,505
 Interest expense................................................................          --            --         134
 Other expenses..................................................................      48,509        21,444      18,737
                                                                                   ----------   -----------  ----------
   Total expenses before fee waivers, expense reimbursements, expense
    recoupments, custody credits and fees paid indirectly........................   2,134,819     1,895,474     587,983
   Net (Fees waived and expenses reimbursed)/recouped by investment adviser
    (Note 3).....................................................................    (171,022)      (10,860)   (147,128)
   Custody credits earned on cash balances.......................................          --            (3)         --
   Fees paid indirectly (Note 4).................................................          --        (9,625)         --
                                                                                   ----------   -----------  ----------
   Net expenses..................................................................   1,963,797     1,874,986     440,855
                                                                                   ----------   -----------  ----------
Net investment income (loss).....................................................   4,029,916       919,008     (30,906)
                                                                                   ----------   -----------  ----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCIES:
Net realized gain (loss) on investments (unaffiliated)...........................    (567,036)   23,462,159   2,147,792
Net realized foreign exchange gain (loss) on other assets and liabilities........     (97,244)           --     (10,770)
                                                                                   ----------   -----------  ----------
Net realized gain (loss) on investments and foreign currencies...................    (664,280)   23,462,159   2,137,022
                                                                                   ----------   -----------  ----------
Change in unrealized appreciation (depreciation) on investments (unaffiliated)...   4,522,264    (3,074,181)  3,477,189
Change in unrealized foreign exchange gain (loss) on other assets and
 liabilities.....................................................................       8,846            --        (218)
                                                                                   ----------   -----------  ----------
Net unrealized gain (loss) on investments and foreign currencies.................   4,531,110    (3,074,181)  3,476,971
                                                                                   ----------   -----------  ----------
Net realized and unrealized gain (loss) on investments and foreign currencies....   3,866,830    20,387,978   5,613,993
                                                                                   ----------   -----------  ----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS..................  $7,896,746   $21,306,986  $5,583,087
                                                                                   ==========   ===========  ==========
--------
* Net of foreign withholding taxes on interest and dividends of..................  $  891,426   $     3,564  $   31,534
                                                                                   ==========   ===========  ==========


See Notes to Financial Statements

8






        SUNAMERICA EQUITY FUNDS
        STATEMENT OF CHANGES IN NET ASSETS -- September 30, 2013



                                      INTERNATIONAL DIVIDEND
                                           STRATEGY FUND                VALUE FUND                  JAPAN FUND
                                    --------------------------  --------------------------  --------------------------
                                    FOR THE YEAR  FOR THE YEAR  FOR THE YEAR  FOR THE YEAR  FOR THE YEAR  FOR THE YEAR
                                        ENDED         ENDED         ENDED         ENDED         ENDED         ENDED
                                    SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30,
                                        2013          2012          2013          2012          2013          2012
                                    ------------- ------------- ------------- ------------- ------------- -------------
                                                                                        
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS:
 Net investment income (loss)...... $  4,029,916   $ 1,309,087  $    919,008  $    754,515   $   (30,906) $    126,503
 Net realized gain (loss) on
   investments and foreign
   currencies......................     (664,280)   (6,737,866)   23,462,159     3,765,375     2,137,022       497,689
 Net unrealized gain (loss) on
   investments and foreign
   currencies......................    4,531,110    11,471,568    (3,074,181)   22,892,776     3,476,971       562,077
                                    ------------   -----------  ------------  ------------   -----------  ------------
Net increase (decrease) in net
 assets resulting from operations..    7,896,746     6,042,789    21,306,986    27,412,666     5,583,087     1,186,269
                                    ------------   -----------  ------------  ------------   -----------  ------------

DISTRIBUTIONS TO SHAREHOLDERS FROM:
 Net investment income (Class A)...   (3,097,332)   (1,234,410)     (743,703)     (898,865)     (470,762)      (47,904)
 Net investment income (Class B)...     (207,523)      (64,930)       (4,399)      (27,012)       (3,078)           --
 Net investment income (Class C)...     (761,162)     (173,790)      (36,119)      (88,986)       (6,981)           --
 Net investment income (Class I)...      (51,338)      (33,449)           --            --            --            --
 Net investment income (Class Z)*..           --            --        (1,988)       (3,390)           --            --
 Net realized gain on securities
   (Class A).......................           --            --            --            --            --    (4,495,773)
 Net realized gain on securities
   (Class B).......................           --            --            --            --            --       (55,170)
 Net realized gain on securities
   (Class C).......................           --            --            --            --            --      (160,446)
 Net realized gain on securities
   (Class I).......................           --            --            --            --            --            --
 Net realized gain on securities
   (Class Z)*......................           --            --            --            --            --            --
                                    ------------   -----------  ------------  ------------   -----------  ------------
Total distributions to shareholders   (4,117,355)   (1,506,579)     (786,209)   (1,018,253)     (480,821)   (4,759,293)
                                    ------------   -----------  ------------  ------------   -----------  ------------
NET INCREASE (DECREASE) IN NET
 ASSETS RESULTING FROM CAPITAL
 SHARE TRANSACTIONS (NOTE 7).......   54,407,385    (4,916,682)  (19,257,849)  (32,552,724)    1,061,292    (7,572,688)
                                    ------------   -----------  ------------  ------------   -----------  ------------
TOTAL INCREASE (DECREASE) IN NET
 ASSETS............................   58,186,776      (380,472)    1,262,928    (6,158,311)    6,163,558   (11,145,712)

NET ASSETS:
Beginning of period................   69,741,063    70,121,535   110,233,412   116,391,723    21,349,720    32,495,432
                                    ------------   -----------  ------------  ------------   -----------  ------------
End of period+..................... $127,927,839   $69,741,063  $111,496,340  $110,233,412   $27,513,278  $ 21,349,720
                                    ============   ===========  ============  ============   ===========  ============
--------
+ Includes accumulated
 undistributed net investment
 income (loss)..................... $     36,713   $   221,270  $    707,750  $    543,565   $    45,538  $    442,154
                                    ============   ===========  ============  ============   ===========  ============

*  See Note 1

See Notes to Financial Statements

                                                                          9





        SUNAMERICA EQUITY FUNDS
        FINANCIAL HIGHLIGHTS



                                                                 INTERNATIONAL DIVIDEND STRATEGY FUND
                                                                 ------------------------------------
                                   NET GAIN
                                   (LOSS) ON
                NET               INVESTMENTS                        DISTRI-                        NET               NET
               ASSET      NET        (BOTH                DIVIDENDS  BUTIONS                       ASSET            ASSETS
               VALUE   INVESTMENT  REALIZED    TOTAL FROM  FROM NET   FROM   DISTRIBUTIONS  TOTAL  VALUE            END OF
             BEGINNING   INCOME       AND      INVESTMENT INVESTMENT CAPITAL  FROM RETURN  DISTRI- END OF   TOTAL   PERIOD
PERIOD ENDED OF PERIOD (LOSS)(1)  UNREALIZED)  OPERATIONS   INCOME    GAINS   OF CAPITAL   BUTIONS PERIOD RETURN(2) (000'S)
------------ --------- ---------- -----------  ---------- ---------- ------- ------------- ------- ------ --------- --------
                                                                                   
                                                                               CLASS A
-
  09/30/09    $12.44     $ 0.10     $(0.71)(5)   $(0.61)    $(0.22)    $--      $(0.03)    $(0.25) $11.58   (4.28)% $122,343
  09/30/10     11.58      (0.01)      0.33         0.32      (0.00)     --       (0.06)     (0.06)  11.84    2.79    100,990
  09/30/11     11.84       0.08      (1.64)       (1.56)     (0.00)     --          --      (0.00)  10.28  (13.17)    50,177
  09/30/12     10.28       0.23       0.66         0.89      (0.26)     --          --      (0.26)  10.91    8.77     51,309
  09/30/13     10.91       0.47       0.50         0.97      (0.47)     --          --      (0.47)  11.41    9.24     96,020
                                                                               CLASS B
-
  09/30/09     11.44       0.03      (0.63)(5)    (0.60)     (0.09)     --       (0.03)     (0.12)  10.72   (4.85)    12,960
  09/30/10     10.72      (0.09)      0.31         0.22         --      --          --         --   10.94    2.05      8,815
  09/30/11     10.94      (0.02)     (1.49)       (1.51)        --      --          --         --    9.43  (13.80)     5,130
  09/30/12      9.43       0.13       0.62         0.75      (0.14)     --          --      (0.14)  10.04    7.97      4,572
  09/30/13     10.04       0.34       0.50         0.84      (0.41)     --          --      (0.41)  10.47    8.65      5,948
                                                                               CLASS C
-
  09/30/09     11.42       0.03      (0.63)(5)    (0.60)     (0.09)     --       (0.03)     (0.12)  10.70   (4.86)    25,123
  09/30/10     10.70      (0.09)      0.32         0.23         --      --          --         --   10.93    2.15     19,763
  09/30/11     10.93      (0.02)     (1.49)       (1.51)        --      --          --         --    9.42  (13.82)    13,190
  09/30/12      9.42       0.14       0.61         0.75      (0.14)     --          --      (0.14)  10.03    7.98     12,571
  09/30/13     10.03       0.36       0.47         0.83      (0.41)     --          --      (0.41)  10.45    8.56     24,776
                                                                               CLASS I
-
  09/30/09     12.56       0.09      (0.70)(5)    (0.61)     (0.25)     --       (0.03)     (0.28)  11.67   (4.12)     4,799
  09/30/10     11.67      (0.02)      0.35         0.33      (0.01)     --       (0.06)     (0.07)  11.93    2.80      2,600
  09/30/11     11.93       0.08      (1.65)       (1.57)     (0.00)     --          --      (0.00)  10.36  (13.13)     1,625
  09/30/12     10.36       0.24       0.66         0.90      (0.27)     --          --      (0.27)  10.99    8.84      1,289
  09/30/13     10.99       0.44       0.56         1.00      (0.48)     --          --      (0.48)  11.51    9.41      1,184






                   RATIO
                  OF NET
 RATIO OF       INVESTMENT
 EXPENSES      INCOME (LOSS)
TO AVERAGE      TO AVERAGE      PORTFOLIO
NET ASSETS      NET ASSETS      TURNOVER
----------     -------------    ---------
                          


   1.89%(3)(4)      1.14%(3)(4)    431%
   1.85(4)         (0.11)(4)       295
   1.84             0.63           262
   1.90(3)          2.07(3)        248
   1.90(3)          4.42(3)         32


   2.55(3)(4)       0.36(3)(4)     431%
   2.55(3)(4)      (0.86)(3)(4)    295
   2.55(3)         (0.18)(3)       262
   2.55(3)          1.29(3)        248
   2.55(3)          3.40(3)         32


   2.55(3)(4)       0.41(3)(4)     431%
   2.55(3)(4)      (0.82)(3)(4)    295
   2.55(3)         (0.14)(3)       262
   2.55(3)          1.38(3)        248
   2.55(3)          3.70(3)         32


   1.80(3)(4)       0.95(3)(4)     431%
   1.80(3)(4)      (0.16)(3)(4)    295
   1.80(3)          0.59(3)        262
   1.80(3)          2.14(3)        248
   1.80(3)          3.98(3)         32

--------
(1)Calculated based upon average shares outstanding.
(2)Total return does not reflect sales load. Total return does include expense
   reimbursements.
(3)Net of the following expense reimbursements (recoupments) (based on average
   net assets) (See Note 3):


                                         09/30/09 09/30/10 09/30/11 09/30/12 09/30/13
                                         -------- -------- -------- -------- --------
                                                              
International Dividend Strategy Class A.   0.00%     -- %     -- %    0.25%    0.16%
International Dividend Strategy Class B.   0.22     0.11     0.07     0.53     0.44
International Dividend Strategy Class C.   0.08     0.02    (0.00)    0.33     0.20
International Dividend Strategy Class I.   0.27     0.01    (0.09)    0.17     0.09

(4)Includes expense reimbursements, but excludes expense reductions. If the
   expense reductions had been applied the ratio of expenses to average net
   assets would have been lower and the ratio of net investment income to
   average net assets would have been higher by:


                                                    09/30/09 09/30/10
                                                    -------- --------
                                                       
           International Dividend Strategy Class A.   0.00%    0.01%
           International Dividend Strategy Class B.   0.00     0.00
           International Dividend Strategy Class C.   0.00     0.01
           International Dividend Strategy Class I.   0.00     0.00

(5)Includes the effect of a merger.

See Notes to Financial Statements

10





        SUNAMERICA EQUITY FUNDS
        FINANCIAL HIGHLIGHTS -- (CONTINUED)



                                                                           VALUE FUND
                                                                           ----------
                                   NET GAIN
                                   (LOSS) ON
                NET               INVESTMENTS                       DISTRI-                        NET               NET
               ASSET      NET        (BOTH               DIVIDENDS  BUTIONS                       ASSET            ASSETS
               VALUE   INVESTMENT  REALIZED   TOTAL FROM  FROM NET   FROM   DISTRIBUTIONS  TOTAL  VALUE            END OF
             BEGINNING   INCOME       AND     INVESTMENT INVESTMENT CAPITAL  FROM RETURN  DISTRI- END OF   TOTAL   PERIOD
PERIOD ENDED OF PERIOD (LOSS)(1)  UNREALIZED) OPERATIONS   INCOME    GAINS   OF CAPITAL   BUTIONS PERIOD RETURN(2) (000'S)
------------ --------- ---------- ----------- ---------- ---------- ------- ------------- ------- ------ --------- --------
                                                                                  
                                                                             CLASS A
-
  09/30/09    $12.74     $ 0.16     $(1.88)     $(1.72)    $(0.23)    $--        $--      $(0.23) $10.79  (13.24)% $ 52,112
  09/30/10     10.79       0.14       0.30(5)     0.44      (0.07)     --         --       (0.07)  11.16    4.13    122,673
  09/30/11     11.16       0.08      (0.70)      (0.62)     (0.06)     --         --       (0.06)  10.48   (5.63)    94,560
  09/30/12     10.48       0.10       2.79        2.89      (0.13)     --         --       (0.13)  13.24   27.84     90,132
  09/30/13     13.24       0.14       2.65        2.79      (0.11)     --         --       (0.11)  15.92   21.28     91,235
                                                                             CLASS B
-
  09/30/09     11.91       0.10      (1.76)      (1.66)     (0.14)     --         --       (0.14)  10.11  (13.78)    11,213
  09/30/10     10.11      (0.00)      0.35(5)     0.35      (0.02)     --         --       (0.02)  10.44    3.43     12,416
  09/30/11     10.44      (0.01)     (0.66)      (0.67)        --      --         --          --    9.77   (6.42)     6,732
  09/30/12      9.77       0.01       2.61        2.62      (0.04)     --         --       (0.04)  12.35   26.92      5,277
  09/30/13     12.35       0.03       2.48        2.51      (0.01)     --         --       (0.01)  14.85   20.35      4,631
                                                                             CLASS C
-
  09/30/09     11.91       0.09      (1.76)      (1.67)     (0.14)     --         --       (0.14)  10.10  (13.86)     9,386
  09/30/10     10.10      (0.00)      0.35(5)     0.35      (0.02)     --         --       (0.02)  10.43    3.44     21,389
  09/30/11     10.43      (0.01)     (0.65)      (0.66)        --      --         --          --    9.77   (6.33)    14,941
  09/30/12      9.77       0.01       2.61        2.62      (0.06)     --         --       (0.06)  12.33   26.95     14,688
  09/30/13     12.33       0.03       2.48        2.51      (0.03)     --         --       (0.03)  14.81   20.41     15,630






                  RATIO
                 OF NET
  RATIO OF     INVESTMENT
  EXPENSES    INCOME (LOSS)
 TO AVERAGE    TO AVERAGE   PORTFOLIO
NET ASSETS(4) NET ASSETS(4) TURNOVER
------------- ------------- ---------
                      


    1.63%(3)       1.68%(3)    204%
    1.61(3)        0.64(3)     157(6)
    1.50(3)        0.67(3)     231
    1.53           0.80        214
    1.57           0.94        286


    2.28(3)        1.06(3)     204%
    2.28(3)       (0.02)(3)    157(6)
    2.28(3)       (0.13)(3)    231
    2.28(3)        0.08(3)     214
    2.28(3)        0.24(3)     286


    2.28(3)        1.02(3)     204%
    2.28(3)       (0.02)(3)    157(6)
    2.26(3)       (0.10)(3)    231
    2.26           0.08        214
    2.28           0.23        286

--------
(1)Calculated based upon average shares outstanding.
(2)Total return does not reflect sales load. Total return does include expense
   reimbursements and expense reductions.
(3)Net of the following expense reimbursements (recoupments) (based on average
   net assets) (See Note 3):


                                         09/30/09 09/30/10 09/30/11 09/30/12 09/30/13
                                         -------- -------- -------- -------- --------
                                                              
Value Class A...........................   0.21%   (0.10)%  (0.02)%    -- %     -- %
Value Class B...........................   0.29     0.01    (0.04)    0.13     0.22
Value Class C...........................   0.28    (0.08)   (0.08)      --       --

(4)Includes expense reimbursements, but excludes expense reductions. If the
   expense reductions had been applied the ratio of expenses to average net
   assets would have been lower and the ratio of net investment income to
   average net assets would have been higher by:


                                         09/30/09 09/30/10 09/30/11 09/30/12 09/30/13
                                         -------- -------- -------- -------- --------
                                                              
Value Class A...........................   0.02%    0.01%    0.01%    0.00%    0.01%
Value Class B...........................   0.02     0.01     0.01     0.00     0.01
Value Class C...........................   0.02     0.01     0.01     0.00     0.01

(5)Includes the effect of a merger.
(6)Excludes purchases due to a fund merger.

See Notes to Financial Statements

                                                                          11





        SUNAMERICA EQUITY FUNDS
        FINANCIAL HIGHLIGHTS -- (CONTINUED)




                                                                            JAPAN FUND
                                                                            ----------
                                   NET GAIN
                                   (LOSS) ON
                NET               INVESTMENTS                       DISTRI-                        NET                 NET
               ASSET      NET        (BOTH               DIVIDENDS  BUTIONS                       ASSET              ASSETS
               VALUE   INVESTMENT  REALIZED   TOTAL FROM  FROM NET   FROM   DISTRIBUTIONS  TOTAL  VALUE              END OF
             BEGINNING   INCOME       AND     INVESTMENT INVESTMENT CAPITAL  FROM RETURN  DISTRI- END OF   TOTAL     PERIOD
PERIOD ENDED OF PERIOD (LOSS)(1)  UNREALIZED) OPERATIONS   INCOME    GAINS   OF CAPITAL   BUTIONS PERIOD RETURN(2)   (000'S)
------------ --------- ---------- ----------- ---------- ---------- ------- ------------- ------- ------ ---------   -------
                                                                                    
                                                                             CLASS A
  09/30/09     $8.34     $ 0.01     $(0.01)     $ 0.00     $(0.00)  $   --       $--      $(0.00) $8.34     0.02%(4) $68,492
  09/30/10      8.34      (0.02)      1.07        1.05      (0.29)      --        --       (0.29)  9.10    13.01      58,538
  09/30/11      9.10       0.00      (1.11)      (1.11)     (0.26)      --        --       (0.26)  7.73   (12.68)     31,292
  09/30/12      7.73       0.04       0.02        0.06      (0.01)   (1.37)       --       (1.38)  6.41     1.38      20,714
  09/30/13      6.41      (0.01)      1.86        1.85      (0.16)      --        --       (0.16)  8.10    29.54      25,053
                                                                             CLASS B
  09/30/09      8.21      (0.04)      0.00       (0.04)        --       --        --          --   8.17    (0.49)(4)     313
  09/30/10      8.17      (0.07)      1.04        0.97      (0.22)      --        --       (0.22)  8.92    12.16         377
  09/30/11      8.92      (0.05)     (1.09)      (1.14)     (0.23)      --        --       (0.23)  7.55   (13.24)        316
  09/30/12      7.55      (0.01)      0.04        0.03         --    (1.37)       --       (1.37)  6.21     0.87         197
  09/30/13      6.21      (0.05)      1.79        1.74      (0.10)      --        --       (0.10)  7.85    28.54         238
                                                                             CLASS C
  09/30/09      8.21      (0.04)     (0.01)      (0.05)        --       --        --          --   8.16    (0.61)(4)     724
  09/30/10      8.16      (0.07)      1.05        0.98      (0.22)      --        --       (0.22)  8.92    12.30         691
  09/30/11      8.92      (0.04)     (1.11)      (1.15)     (0.23)      --        --       (0.23)  7.54   (13.35)        888
  09/30/12      7.54      (0.02)      0.05        0.03         --    (1.37)       --       (1.37)  6.20     0.85         438
  09/30/13      6.20      (0.03)      1.77        1.74      (0.10)      --        --       (0.10)  7.84    28.58       2,222






                  RATIO
                 OF NET
  RATIO OF     INVESTMENT
  EXPENSES    INCOME (LOSS)
 TO AVERAGE    TO AVERAGE   PORTFOLIO
NET ASSETS(3) NET ASSETS(3) TURNOVER
------------- ------------- ---------
                      

    1.90%          0.19%       148%
    1.90          (0.24)        77
    1.90           0.04         79
    1.90           0.52        192
    1.90          (0.12)       162

    2.55          (0.53)       148%
    2.55          (0.85)        77
    2.55          (0.55)        79
    2.55          (0.16)       192
    2.55          (0.76)       162

    2.55          (0.58)       148%
    2.55          (0.86)        77
    2.55          (0.48)        79
    2.55          (0.23)       192
    2.55          (0.43)       162

--------
(1)Calculated based upon average shares outstanding.
(2)Total return does not reflect sales load. Total return does include expense
   reimbursements.
(3)Net of the following expense reimbursements (based on average net assets)
   (See Note 3):


                                         09/30/09 09/30/10 09/30/11 09/30/12 09/30/13
                                         -------- -------- -------- -------- --------
                                                              
Japan Class A...........................   0.31%    0.18%    0.27%    0.59%    0.55%
Japan Class B...........................   4.07     5.60     3.06     6.15     6.25
Japan Class C...........................   1.68     2.66     1.19     2.80     1.57

(4)The Fund's performance was increased by less than 0.01% from gains on
   disposal of investments in violation of investment restrictions.

See Notes to Financial Statements

12






        SUNAMERICA INTERNATIONAL DIVIDEND STRATEGY FUND
        PORTFOLIO PROFILE -- SEPTEMBER 30, 2013 -- (UNAUDITED)

INDUSTRY ALLOCATION*


                                                      
                 Telephone-Integrated................... 10.7%
                 Television.............................  7.1
                 Cellular Telecom.......................  6.4
                 Electric-Integrated....................  6.1
                 Oil Companies-Integrated...............  6.0
                 Telecom Services.......................  4.5
                 Medical-Drugs..........................  4.2
                 Repurchase Agreements..................  3.9
                 Exchange-Traded Funds..................  3.8
                 Real Estate Operations & Development...  3.7
                 Gambling (Non-Hotel)...................  3.2
                 Electric-Generation....................  3.0
                 Computer Services......................  2.8
                 Chemicals-Diversified..................  2.8
                 Insurance-Multi-line...................  2.5
                 Building & Construction-Misc...........  2.4
                 Steel-Producers........................  2.3
                 Computers-Periphery Equipment..........  2.3
                 Building-Heavy Construction............  2.2
                 Machinery-General Industrial...........  2.0
                 Shipbuilding...........................  1.8
                 Oil Companies-Exploration & Production.  1.7
                 Cosmetics & Toiletries.................  1.6
                 Metal-Diversified......................  1.5
                 Metal-Copper...........................  1.5
                 Rubber & Vinyl.........................  1.3
                 Metal-Iron.............................  1.2
                 Investment Companies...................  1.2
                 Petrochemicals.........................  1.1
                 Coal...................................  0.9
                 Electric-Transmission..................  0.8
                 Building-Residential/Commercial........  0.8
                 Electric-Distribution..................  0.5
                                                         ----
                                                         97.8%
                                                         ====

COUNTRY ALLOCATION*


                                          
                             Brazil......... 17.4%
                             United States..  9.2
                             France.........  8.4
                             Israel.........  7.5
                             Taiwan.........  6.5
                             Finland........  6.3
                             South Korea....  5.2
                             Poland.........  4.6
                             Singapore......  3.7
                             Sweden.........  3.6
                             Belgium........  3.5
                             Germany........  3.3
                             Greece.........  3.2
                             Canada.........  2.9
                             Spain..........  2.8
                             Denmark........  2.1
                             United Kingdom.  1.9
                             Colombia.......  1.9
                             Italy..........  1.9
                             Chile..........  1.0
                             Indonesia......  0.9
                                             ----
                                             97.8%
                                             ====

--------
*Calculated as a percentage of net assets

                                                                          13






        SUNAMERICA INTERNATIONAL DIVIDEND STRATEGY FUND
        PORTFOLIO OF INVESTMENTS -- SEPTEMBER 30, 2013



                                                                 VALUE
                  SECURITY DESCRIPTION                SHARES    (NOTE 2)
                                                         
      --------------------------------------------------------------------
      COMMON STOCK -- 81.8%
      BELGIUM -- 3.5%
        Belgacom SA(1)..............................    76,276 $ 2,028,213
        Telenet Group Holding NV(1).................    49,387   2,459,331
                                                               -----------
                                                                 4,487,544
                                                               -----------
      BERMUDA -- 0.0%
        Peace Mark Holdings, Ltd.+(2)(3)............   800,000           0
        Peregrine Investments Holdings, Ltd.+(2)(3).    91,000           0
                                                               -----------
                                                                         0
                                                               -----------
      BRAZIL -- 9.1%
        Brookfield Incorporacoes SA+................ 1,358,500     986,863
        Cia Siderurgica Nacional SA.................   398,600   1,701,374
        Light SA....................................   177,700   1,517,782
        Natura Cosmeticos SA........................    89,954   2,009,080
        Porto Seguro SA.............................   257,000   3,246,853
        Tractebel Energia SA........................   131,800   2,178,331
                                                               -----------
                                                                11,640,283
                                                               -----------
      CANADA -- 2.9%
        Bell Aliant, Inc............................    59,880   1,491,114
        Canadian Oil Sands, Ltd.....................   114,651   2,221,673
                                                               -----------
                                                                 3,712,787
                                                               -----------
      CHILE -- 1.0%
        CAP SA......................................    58,438   1,296,693
                                                               -----------
      COLOMBIA -- 1.9%
        Ecopetrol SA................................ 1,075,400   2,470,900
                                                               -----------
      DENMARK -- 2.1%
        TDC A/S(1)..................................   311,077   2,631,855
                                                               -----------
      FINLAND -- 6.3%
        Elisa Oyj(1)................................   105,848   2,524,417
        Metso Oyj(1)................................    65,789   2,582,234
        Orion Oyj, Class B(1).......................   116,182   2,927,180
                                                               -----------
                                                                 8,033,831
                                                               -----------
      FRANCE -- 8.4%
        Bouygues SA(1)..............................    82,439   3,009,643
        Societe Television Francaise 1(1)...........   278,458   4,848,600
        Total SA(1).................................    49,281   2,864,278
                                                               -----------
                                                                10,722,521
                                                               -----------
      GERMANY -- 3.3%
        ProSiebenSat.1 Media AG(1)..................    99,596   4,227,836
                                                               -----------
      GREECE -- 3.2%
        OPAP SA(1)..................................   366,315   4,094,932
                                                               -----------
      INDONESIA -- 0.9%
        Indo Tambangraya Megah Tbk PT(1)............   518,500   1,178,074
                                                               -----------
      ISRAEL -- 7.5%
        Bezeq The Israeli Telecommunication Corp.,
         Ltd.(1).................................... 2,020,087   3,715,072
        Israel Chemicals, Ltd.(1)...................   195,388   1,649,231
        Partner Communications Co., Ltd.+(1)........   526,667   4,183,505
                                                               -----------
                                                                 9,547,808
                                                               -----------



                                                                   VALUE
                 SECURITY DESCRIPTION                  SHARES     (NOTE 2)
                                                          
    -----------------------------------------------------------------------
    ITALY -- 1.9%
      Eni SpA(1).....................................   104,527 $  2,409,928
                                                                ------------
    POLAND -- 4.6%
      KGHM Polska Miedz SA(1)........................    50,726    1,997,263
      PGE SA(1)......................................   375,188    1,999,881
      Synthos SA(1).................................. 1,244,166    1,899,982
                                                                ------------
                                                                   5,897,126
                                                                ------------
    SINGAPORE -- 3.7%
      Keppel Land, Ltd.(1)...........................   840,000    2,372,323
      Yangzijiang Shipbuilding Holdings, Ltd.(1)..... 2,679,000    2,339,151
                                                                ------------
                                                                   4,711,474
                                                                ------------
    SOUTH KOREA -- 5.2%
      KT Corp.(1)....................................    81,570    2,734,042
      SK Telecom Co., Ltd.(1)........................    19,480    3,974,047
                                                                ------------
                                                                   6,708,089
                                                                ------------
    SPAIN -- 2.8%
      Indra Sistemas SA(1)...........................   240,427    3,615,078
                                                                ------------
    SWEDEN -- 3.6%
      Skanska AB, Class B(1).........................   146,704    2,822,099
      Tele2 AB, Series B(1)..........................   141,356    1,808,340
                                                                ------------
                                                                   4,630,439
                                                                ------------
    TAIWAN -- 6.5%
      China Petrochemical Development Corp.(1)....... 2,792,850    1,375,059
      Farglory Land Development Co., Ltd.(1)......... 1,190,000    2,214,165
      Lite-On Technology Corp.(1).................... 1,751,589    2,974,714
      TSRC Corp.(1)..................................   945,800    1,689,572
                                                                ------------
                                                                   8,253,510
                                                                ------------
    UNITED KINGDOM -- 1.9%
      AstraZeneca PLC(1).............................    47,556    2,471,521
                                                                ------------
    UNITED STATES -- 1.5%
      Soft Brands, Inc.+(2)(3).......................        40            0
      Southern Copper Corp...........................    68,220    1,858,313
                                                                ------------
                                                                   1,858,313
                                                                ------------
    TOTAL COMMON STOCK
       (cost $96,492,063)............................            104,600,542
                                                                ------------
    PREFERRED SECURITIES -- 8.3%
    BRAZIL -- 8.3%
      AES Tiete SA...................................   173,602    1,684,088
      Bradespar SA...................................   135,300    1,501,773
      Centrais Eletricas Brasileiras SA, Class B.....   224,300    1,059,613
      Cia de Transmissao de Energia Eletrica
       Paulista......................................    67,600    1,056,870
      Cia Energetica de Minas Gerais.................   127,376    1,105,768
      Cia Paranaense de Energia, Class B.............   137,706    1,954,092
      Eletropaulo Metropolitana Eletricidade de Sao
       Paulo SA......................................   174,000      671,254
      Vale SA........................................   110,200    1,568,248
                                                                ------------
    TOTAL PREFERRED SECURITIES
       (cost $14,449,191)............................             10,601,706
                                                                ------------


14





        SUNAMERICA INTERNATIONAL DIVIDEND STRATEGY FUND
        PORTFOLIO OF INVESTMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)



                                                  SHARES/
                                                 PRINCIPAL     VALUE
                SECURITY DESCRIPTION              AMOUNT      (NOTE 2)
                                                      
        ---------------------------------------------------------------
        EXCHANGE-TRADED FUNDS -- 3.8%
        UNITED STATES -- 3.8%
          iShares MSCI ACWI ex US Index Fund
           (cost $4,589,558)...................    109,549  $  4,909,986
                                                            ------------
        TOTAL LONG-TERM INVESTMENT SECURITIES
           (cost $115,530,812).................              120,112,234
                                                            ------------
        REPURCHASE AGREEMENT -- 3.9%
          State Street Bank & Trust Co. Joint
           Repurchase Agreement(4)
           (cost $5,003,000)................... $5,003,000     5,003,000
                                                            ------------
        TOTAL INVESTMENTS
           (cost $120,533,812)(5)..............       97.8%  125,115,234
        Other assets less liabilities..........        2.2     2,812,605
                                                ----------  ------------
        NET ASSETS                                   100.0% $127,927,839
                                                ==========  ============

--------
+  Non-income producing security
(1)Security was valued using fair value procedures at September 30, 2013. The
   aggregate value of these securities was $83,621,566 representing 65.4% of
   net assets. Securities are classified as Level 2 based on the securities
   valuation inputs. See Note 2 regarding fair value pricing for foreign equity
   securities.
(2)Fair valued security. Securities are classified as Level 3 based on the
   securities valuation inputs; see Note 2.
(3)Illiquid security. At September 30, 2013, the aggregate value of these
   securities was $0 representing 0.0% of net assets.
(4)See Note 2 for details of Joint Repurchase Agreements.
(5)See Note 6 for cost of investments on a tax basis.

                                                                          15





        SUNAMERICA INTERNATIONAL DIVIDEND STRATEGY FUND
        PORTFOLIO OF INVESTMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)

The following is a summary of the inputs used to value the Fund's net assets as
of September 30, 2013 (see Note 2):



                                  LEVEL 1 -- UNADJUSTED LEVEL 2 -- OTHER  LEVEL 3 -- SIGNIFICANT
                                      QUOTED PRICES     OBSERVABLE INPUTS  UNOBSERVABLE INPUTS      TOTAL
-                                 --------------------- ----------------- ---------------------- ------------
                                                                                     
ASSETS
LONG-TERM INVESTMENT SECURITIES:
  Common Stock:
   Bermuda.......................      $        --         $        --             $ 0           $          0
   Brazil........................       11,640,283                  --              --             11,640,283
   Canada........................        3,712,787                  --              --              3,712,787
   Chile.........................        1,296,693                  --              --              1,296,693
   Colombia......................        2,470,900                  --              --              2,470,900
   Finland.......................               --           8,033,831              --              8,033,831
   France........................               --          10,722,521              --             10,722,521
   Israel........................               --           9,547,808              --              9,547,808
   South Korea...................               --           6,708,089              --              6,708,089
   Taiwan........................               --           8,253,510              --              8,253,510
   United States.................        1,858,313                  --               0              1,858,313
   Other Countries*..............               --          40,355,807              --             40,355,807
  Preferred Securities:
   Brazil........................       10,601,706                  --              --             10,601,706
  Exchange Traded Funds..........        4,909,986                  --              --              4,909,986
Repurchase Agreement.............               --           5,003,000              --              5,003,000
                                       -----------         -----------             ---           ------------
Total............................      $36,490,668         $88,624,566             $ 0           $125,115,234
                                       ===========         ===========             ===           ============

--------
*  Sum of all other countries each of which individually has an aggregate
   market value of less than 5% of net assets. For a detailed presentation of
   securities by country classification, please refer to the Portfolio of
   Investments.

The Fund's policy is to recognize transfers between Levels as of the end of the
reporting period. Securities held at the beginning of the period currently
valued at $73,947,986 were transferred from Level 1 to Level 2 due to foreign
equity securities whose values were adjusted for fair value pricing procedures
for foreign equity securities. There were no additional transfers between
Levels during the reporting period.

At the beginning and end of the reporting period, Level 3 investments in
securities were not considered a material portion of the Fund.


See Notes to Financial Statements

16






        SUNAMERICA VALUE FUND
        PORTFOLIO PROFILE -- SEPTEMBER 30, 2013 -- (UNAUDITED)

INDUSTRY ALLOCATION*


                                                      
                 Diversified Banking Institutions.......  11.0%
                 Medical-Drugs..........................   8.7
                 Banks-Super Regional...................   8.2
                 Oil Companies-Integrated...............   5.2
                 Oil Companies-Exploration & Production.   4.8
                 Electronic Components-Semiconductors...   3.9
                 Insurance-Property/Casualty............   3.8
                 Medical-HMO............................   3.2
                 Oil Field Machinery & Equipment........   3.0
                 Applications Software..................   2.7
                 Diversified Manufacturing Operations...   2.5
                 Repurchase Agreements..................   2.5
                 Networking Products....................   2.4
                 Oil-Field Services.....................   2.2
                 Beverages-Non-alcoholic................   2.1
                 Instruments-Controls...................   2.1
                 Transport-Services.....................   2.1
                 Aerospace/Defense-Equipment............   2.1
                 Aerospace/Defense......................   2.0
                 Computers..............................   1.8
                 Metal-Copper...........................   1.7
                 Telephone-Integrated...................   1.7
                 Cable/Satellite TV.....................   1.6
                 Cosmetics & Toiletries.................   1.5
                 Tobacco................................   1.5
                 Multimedia.............................   1.3
                 Retail-Regional Department Stores......   1.2
                 Retail-Building Products...............   1.2
                 Engines-Internal Combustion............   1.2
                 Retail-Restaurants.....................   1.1
                 Chemicals-Diversified..................   1.1
                 Auto/Truck Parts & Equipment-Original..   1.1
                 Retail-Major Department Stores.........   1.1
                 Auto-Cars/Light Trucks.................   1.0
                 Food-Retail............................   1.0
                 Cellular Telecom.......................   1.0
                 Chemicals-Specialty....................   1.0
                 Retail-Apparel/Shoe....................   0.8
                 Rental Auto/Equipment..................   0.7
                 Television.............................   0.5
                 Containers-Metal/Glass.................   0.5
                                                         -----
                                                         100.1%
                                                         =====

--------
*Calculated as a percentage of net assets

                                                                          17






        SUNAMERICA VALUE FUND
        PORTFOLIO OF INVESTMENTS -- SEPTEMBER 30, 2013






                                                                VALUE
                   SECURITY DESCRIPTION               SHARES   (NOTE 2)
                                                        
       ------------------------------------------------------------------
       COMMON STOCK -- 97.6%
       AEROSPACE/DEFENSE -- 2.0%
         Boeing Co...................................  19,000 $ 2,232,500
                                                              -----------
       AEROSPACE/DEFENSE-EQUIPMENT -- 2.1%
         United Technologies Corp....................  21,553   2,323,844
                                                              -----------
       APPLICATIONS SOFTWARE -- 2.7%
         Microsoft Corp..............................  91,177   3,037,106
                                                              -----------
       AUTO-CARS/LIGHT TRUCKS -- 1.0%
         General Motors Co.+.........................  32,311   1,162,227
                                                              -----------
       AUTO/TRUCK PARTS & EQUIPMENT-ORIGINAL -- 1.1%
         Delphi Automotive PLC.......................  20,117   1,175,235
                                                              -----------
       BANKS-SUPER REGIONAL -- 8.2%
         Capital One Financial Corp..................  24,224   1,665,158
         US Bancorp..................................  89,890   3,288,176
         Wells Fargo & Co............................ 100,000   4,132,000
                                                              -----------
                                                                9,085,334
                                                              -----------
       BEVERAGES-NON-ALCOHOLIC -- 2.1%
         PepsiCo, Inc................................  30,000   2,385,000
                                                              -----------
       CABLE/SATELLITE TV -- 1.6%
         Comcast Corp., Class A......................  39,170   1,768,526
                                                              -----------
       CELLULAR TELECOM -- 1.0%
         Sprint Corp.+...............................  87,484     543,275
         Vodafone Group PLC ADR......................  16,715     588,034
                                                              -----------
                                                                1,131,309
                                                              -----------
       CHEMICALS-DIVERSIFIED -- 1.1%
         LyondellBasell Industries NV, Class A.......  16,130   1,181,200
                                                              -----------
       CHEMICALS-SPECIALTY -- 1.0%
         Albemarle Corp..............................  17,919   1,127,822
                                                              -----------
       COMPUTERS -- 1.8%
         Apple, Inc..................................   4,179   1,992,338
                                                              -----------
       CONTAINERS-METAL/GLASS -- 0.5%
         Owens-Illinois, Inc.+.......................  18,349     550,837
                                                              -----------
       COSMETICS & TOILETRIES -- 1.5%
         Procter & Gamble Co.........................  22,761   1,720,504
                                                              -----------
       DIVERSIFIED BANKING INSTITUTIONS -- 11.0%
         Bank of America Corp........................ 251,327   3,468,312
         Citigroup, Inc..............................  70,868   3,437,807
         Goldman Sachs Group, Inc....................   8,677   1,372,788
         JPMorgan Chase & Co.........................  77,326   3,996,981
                                                              -----------
                                                               12,275,888
                                                              -----------
       DIVERSIFIED MANUFACTURING OPERATIONS -- 2.5%
         General Electric Co......................... 118,087   2,821,098
                                                              -----------
       ELECTRONIC COMPONENTS-SEMICONDUCTORS -- 3.9%
         Altera Corp.................................  71,061   2,640,627
         Intel Corp..................................  74,313   1,703,254
                                                              -----------
                                                                4,343,881
                                                              -----------
       ENGINES-INTERNAL COMBUSTION -- 1.2%
         Cummins, Inc................................   9,907   1,316,343
                                                              -----------
       FOOD-RETAIL -- 1.0%
         Whole Foods Market, Inc.....................  19,604   1,146,834
                                                              -----------
       INSTRUMENTS-CONTROLS -- 2.1%
         Honeywell International, Inc................  28,380   2,356,675
                                                              -----------
       INSURANCE-PROPERTY/CASUALTY -- 3.8%
         Travelers Cos., Inc.........................  50,000   4,238,500
                                                              -----------





                                                                 VALUE
                   SECURITY DESCRIPTION               SHARES    (NOTE 2)
                                                        
      --------------------------------------------------------------------
      MEDICAL-DRUGS -- 8.7%
        Johnson & Johnson............................  24,860 $  2,155,113
        Merck & Co., Inc.............................  84,072    4,002,668
        Pfizer, Inc.................................. 124,517    3,574,883
                                                              ------------
                                                                 9,732,664
                                                              ------------
      MEDICAL-HMO -- 3.2%
        UnitedHealth Group, Inc......................  50,000    3,580,500
                                                              ------------
      METAL-COPPER -- 1.7%
        Freeport-McMoRan Copper & Gold, Inc..........  58,597    1,938,389
                                                              ------------
      MULTIMEDIA -- 1.3%
        Time Warner, Inc.............................  13,406      882,249
        Viacom, Inc., Class B........................   6,998      584,893
                                                              ------------
                                                                 1,467,142
                                                              ------------
      NETWORKING PRODUCTS -- 2.4%
        Cisco Systems, Inc........................... 113,423    2,656,367
                                                              ------------
      OIL COMPANIES-EXPLORATION & PRODUCTION -- 4.8%
        Anadarko Petroleum Corp......................  15,459    1,437,533
        Apache Corp..................................   6,938      590,701
        Devon Energy Corp............................  33,846    1,954,945
        Occidental Petroleum Corp....................  14,767    1,381,305
                                                              ------------
                                                                 5,364,484
                                                              ------------
      OIL COMPANIES-INTEGRATED -- 5.2%
        Chevron Corp.................................  20,872    2,535,948
        Exxon Mobil Corp.............................  25,273    2,174,489
        Marathon Oil Corp............................  32,392    1,129,833
                                                              ------------
                                                                 5,840,270
                                                              ------------
      OIL FIELD MACHINERY & EQUIPMENT -- 3.0%
        National Oilwell Varco, Inc..................  43,171    3,372,087
                                                              ------------
      OIL-FIELD SERVICES -- 2.2%
        Halliburton Co...............................  50,000    2,407,500
                                                              ------------
      RENTAL AUTO/EQUIPMENT -- 0.7%
        United Rentals, Inc.+........................  12,646      737,135
                                                              ------------
      RETAIL-APPAREL/SHOE -- 0.8%
        Ross Stores, Inc.............................  12,099      880,807
                                                              ------------
      RETAIL-BUILDING PRODUCTS -- 1.2%
        Home Depot, Inc..............................  17,419    1,321,231
                                                              ------------
      RETAIL-MAJOR DEPARTMENT STORES -- 1.1%
        TJX Cos., Inc................................  20,666    1,165,356
                                                              ------------
      RETAIL-REGIONAL DEPARTMENT STORES -- 1.2%
        Macy's, Inc..................................  31,845    1,377,933
                                                              ------------
      RETAIL-RESTAURANTS -- 1.1%
        Starbucks Corp...............................  15,476    1,191,188
                                                              ------------
      TELEPHONE-INTEGRATED -- 1.7%
        AT&T, Inc....................................  55,600    1,880,392
                                                              ------------
      TELEVISION -- 0.5%
        CBS Corp., Class B...........................  10,767      593,908
                                                              ------------
      TOBACCO -- 1.5%
        Altria Group, Inc............................  49,088    1,686,173
                                                              ------------
      TRANSPORT-SERVICES -- 2.1%
        FedEx Corp...................................  20,422    2,330,354
                                                              ------------
      TOTAL LONG-TERM INVESTMENT SECURITIES
         (cost $103,995,621).........................          108,896,881
                                                              ------------


18






        SUNAMERICA VALUE FUND
        PORTFOLIO OF INVESTMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)




                                                 PRINCIPAL     VALUE
               SECURITY DESCRIPTION               AMOUNT      (NOTE 2)
                                                      
      ------------------------------------------------------------------
      REPURCHASE AGREEMENT -- 2.5%
        State Street Bank and Trust Co. Joint
         Repurchase Agreement(1)
         (cost $2,756,000)..................... $2,756,000  $  2,756,000
                                                            ------------
      TOTAL INVESTMENTS
         (cost $106,751,621)(2)................      100.1%  111,652,881
      Liabilities in excess of other assets....       (0.1)     (156,541)
                                                ----------  ------------
      NET ASSETS                                     100.0% $111,496,340
                                                ==========  ============

--------
+  Non-income producing security
(1)See Note 2 for details of Joint Repurchase Agreements.
(2)See Note 6 for cost of investments on a tax basis.
ADR --American Depository Receipt
The following is a summary of the inputs used to value the Fund's net assets as
of September 30, 2013 (see Note 2):



                                      LEVEL 1 -- UNADJUSTED LEVEL 2 -- OTHER  LEVEL 3 -- SIGNIFICANT
                                          QUOTED PRICES     OBSERVABLE INPUTS  UNOBSERVABLE INPUTS      TOTAL
-                                     --------------------- ----------------- ---------------------- ------------
                                                                                         
ASSETS:
LONG-TERM INVESTMENT SECURITIES:
  Common Stock:
   Banks-Super Regional..............     $  9,085,334         $       --              $--           $  9,085,334
   Diversified Banking Institutions..       12,275,888                 --               --             12,275,888
   Medical-Drugs.....................        9,732,664                 --               --              9,732,664
   Oil Companies-Integrated..........        5,840,270                 --               --              5,840,270
   Other Industries*.................       71,962,725                 --               --             71,962,725
Repurchase Agreement.................               --          2,756,000               --              2,756,000
                                          ------------         ----------              ---           ------------
Total................................     $108,896,881         $2,756,000              $--           $111,652,881
                                          ============         ==========              ===           ============

--------
*  Sum of all other industries each of which individually has an aggregate
   market value of less than 5% of net assets. For a detailed presentation of
   securities by industry classification, please refer to the Portfolio of
   Investments.

The Fund's policy is to recognize transfers between Levels as of the end of the
reporting period. There were no transfers between Levels during the reporting
period.


See Notes to Financial Statements

                                                                          19






        SUNAMERICA JAPAN FUND
        PORTFOLIO PROFILE -- SEPTEMBER 30, 2013 -- (UNAUDITED)

INDUSTRY ALLOCATION*


                                                      
                 Auto/Truck Parts & Equipment-Original.. 10.0%
                 Electronic Components-Misc.............  7.8
                 Computers-Integrated Systems...........  6.6
                 Telephone-Integrated...................  6.0
                 Auto-Cars/Light Trucks.................  5.3
                 Real Estate Management/Services........  4.6
                 Machinery-General Industrial...........  4.2
                 Banks-Commercial.......................  3.6
                 Tobacco................................  3.4
                 Diversified Banking Institutions.......  3.0
                 Repurchase Agreements..................  2.9
                 Insurance-Life/Health..................  2.9
                 Steel-Specialty........................  2.8
                 Medical-Drugs..........................  2.5
                 Medical-Wholesale Drug Distribution....  2.5
                 Insurance-Property/Casualty............  2.4
                 Chemicals-Specialty....................  2.3
                 Fisheries..............................  2.3
                 Photo Equipment & Supplies.............  2.1
                 Computer Services......................  2.0
                 Television.............................  2.0
                 Finance-Credit Card....................  1.9
                 E-Commerce/Products....................  1.7
                 Travel Services........................  1.6
                 Airlines...............................  1.6
                 Retail-Discount........................  1.6
                 Oil Companies-Exploration & Production.  1.5
                 Retail-Drug Store......................  1.5
                 Building-Residential/Commercial........  1.4
                 Oil Refining & Marketing...............  1.3
                 Retail-Apparel/Shoe....................  1.0
                 Retail-Consumer Electronics............  1.0
                 Cosmetics & Toiletries.................  0.9
                 Casino Services........................  0.8
                 Leisure Products.......................  0.8
                                                         ----
                                                         99.8%
                                                         ====

COUNTRY ALLOCATION*


                                          
                              Japan......... 96.9%
                              United States.  2.9
                              Australia.....  0.0
                              Bermuda.......  0.0
                                             ----
                                             99.8%
                                             ====

--------
*Calculated as a percentage of net assets

20






        SUNAMERICA JAPAN FUND
        PORTFOLIO OF INVESTMENTS -- SEPTEMBER 30, 2013



                                                               VALUE
                    SECURITY DESCRIPTION             SHARES   (NOTE 2)
                                                       
         --------------------------------------------------------------
         COMMON STOCK -- 96.9%
         AIRLINES -- 1.6%
           Japan Airlines Co., Ltd.(3)..............   7,200 $  436,388
                                                             ----------
         AUTO-CARS/LIGHT TRUCKS -- 5.3%
           Isuzu Motors, Ltd.(3).................... 104,000    689,447
           Nissan Motor Co., Ltd.(3)................  76,300    768,206
                                                             ----------
                                                              1,457,653
                                                             ----------
         AUTO/TRUCK PARTS & EQUIPMENT-ORIGINAL -- 10.0%
           Exedy Corp.(3)...........................  24,000    591,295
           Stanley Electric Co., Ltd.(3)............  31,930    680,898
           TACHI-S Co., Ltd.(3).....................  54,260    823,697
           Toyota Industries Corp.(3)...............  15,300    662,652
                                                             ----------
                                                              2,758,542
                                                             ----------
         BANKS-COMMERCIAL -- 3.6%
           Sumitomo Mitsui Financial Group, Inc.(3).  20,410    990,864
                                                             ----------
         BUILDING-RESIDENTIAL/COMMERCIAL -- 1.4%
           Daiwa House Industry Co., Ltd.(3)........  21,000    393,753
                                                             ----------
         CASINO SERVICES -- 0.8%
           Sankyo Co., Ltd.(3)......................   4,590    224,601
                                                             ----------
         CHEMICALS-SPECIALTY -- 2.3%
           Tokyo Ohka Kogyo Co., Ltd.(3)............  28,700    640,028
                                                             ----------
         COAL -- 0.0%
           White Energy Co., Ltd.+(3)...............     446         77
                                                             ----------
         COMPUTER SERVICES -- 2.0%
           SCSK Corp.(3)............................  22,900    552,138
                                                             ----------
         COMPUTERS-INTEGRATED SYSTEMS -- 6.6%
           ITOCHU Techno-Solutions Corp.(3).........  14,800    526,995
           Net One Systems Co., Ltd.(3).............  35,200    266,454
           OBIC Co., Ltd.(3)........................  18,100    584,916
           Otsuka Corp.(3)..........................   3,320    424,282
                                                             ----------
                                                              1,802,647
                                                             ----------
         COSMETICS & TOILETRIES -- 0.9%
           Kose Corp.(3)............................   8,820    255,521
                                                             ----------
         DIVERSIFIED BANKING INSTITUTIONS -- 3.0%
           Mitsubishi UFJ Financial Group, Inc.(3).. 128,200    822,384
                                                             ----------
         E-COMMERCE/PRODUCTS -- 1.7%
           Rakuten, Inc.(3).........................  31,210    474,252
                                                             ----------
         ELECTRONIC COMPONENTS-MISC. -- 7.8%
           Futaba Corp./Chiba(3)....................  42,900    550,987
           Inaba Denki Sangyo Co., Ltd.(3)..........  17,900    537,716
           Kyocera Corp.(3).........................   9,900    527,469
           Minebea Co., Ltd.(3)..................... 104,000    531,720
                                                             ----------
                                                              2,147,892
                                                             ----------
         FINANCE-CREDIT CARD -- 1.9%
           Credit Saison Co., Ltd.(3)...............  19,600    533,060
                                                             ----------
         FISHERIES -- 2.3%
           Toyo Suisan Kaisha, Ltd.(3)..............  21,300    626,119
                                                             ----------
         INSURANCE-LIFE/HEALTH -- 2.9%
           Sony Financial Holdings, Inc.(3).........  14,600    268,450
           T&D Holdings, Inc.(3)....................  42,100    523,053
                                                             ----------
                                                                791,503
                                                             ----------



                                                            VALUE
                   SECURITY DESCRIPTION            SHARES  (NOTE 2)
                                                    
          -----------------------------------------------------------
          INSURANCE-PROPERTY/CASUALTY -- 2.4%
            Tokio Marine Holdings, Inc.(3)........ 20,000 $   656,106
                                                          -----------
          LEISURE PRODUCTS -- 0.8%
            Sega Sammy Holdings, Inc.(3)..........  7,660     221,896
                                                          -----------
          MACHINERY-GENERAL INDUSTRIAL -- 4.2%
            Makino Milling Machine Co., Ltd.(3)... 91,000     646,261
            Okuma Corp.(3)........................ 58,500     510,249
                                                          -----------
                                                            1,156,510
                                                          -----------
          MEDICAL-DRUGS -- 2.5%
            Shionogi & Co., Ltd.(3)............... 32,300     680,651
                                                          -----------
          MEDICAL-WHOLESALE DRUG DISTRIBUTION -- 2.5%
            Suzuken Co., Ltd.(3).................. 20,500     675,959
                                                          -----------
          MISCELLANEOUS MANUFACTURING -- 0.0%
            Peace Mark Holdings, Ltd.+(1)(2)......  8,000           0
                                                          -----------
          OIL COMPANIES-EXPLORATION & PRODUCTION -- 1.5%
            Inpex Corp.(3)........................ 35,200     416,099
                                                          -----------
          OIL REFINING & MARKETING -- 1.3%
            JX Holdings, Inc.(3).................. 69,900     363,526
                                                          -----------
          PHOTO EQUIPMENT & SUPPLIES -- 2.1%
            FUJIFILM Holdings Corp.(3)............ 23,920     576,026
                                                          -----------
          REAL ESTATE MANAGEMENT/SERVICES -- 4.6%
            Aeon Mall Co., Ltd.(3)................ 14,560     432,906
            Mitsubishi Estate Co., Ltd.(3)........ 28,000     830,814
                                                          -----------
                                                            1,263,720
                                                          -----------
          RETAIL-APPAREL/SHOE -- 1.0%
            Chiyoda Co., Ltd.(3).................. 12,700     270,364
                                                          -----------
          RETAIL-CONSUMER ELECTRONICS -- 1.0%
            K's Holdings Corp.(3).................  9,770     267,616
                                                          -----------
          RETAIL-DISCOUNT -- 1.6%
            Don Quijote Co., Ltd.(3)..............  6,900     433,128
                                                          -----------
          RETAIL-DRUG STORE -- 1.5%
            Tsuruha Holdings, Inc.(3).............  4,500     397,261
                                                          -----------
          STEEL-SPECIALTY -- 2.8%
            Hitachi Metals, Ltd.(3)............... 63,500     780,556
                                                          -----------
          TELEPHONE-INTEGRATED -- 6.0%
            KDDI Corp.(3)......................... 14,600     751,516
            Nippon Telegraph & Telephone Corp.(3). 17,390     902,621
                                                          -----------
                                                            1,654,137
                                                          -----------
          TELEVISION -- 2.0%
            TV Asahi Corp.(3)..................... 23,560     548,441
                                                          -----------
          TOBACCO -- 3.4%
            Japan Tobacco, Inc.(3)................ 25,880     934,475
                                                          -----------
          TRAVEL SERVICES -- 1.6%
            HIS Co., Ltd.(3)......................  7,500     440,225
                                                          -----------
          TOTAL LONG-TERM INVESTMENT SECURITIES
             (cost $24,308,283)...................         26,644,118
                                                          -----------


                                                                          21






        SUNAMERICA JAPAN FUND
        PORTFOLIO OF INVESTMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)




                                                        PRINCIPAL   VALUE
                 SECURITY DESCRIPTION                    AMOUNT    (NOTE 2)
                                                            
  --------------------------------------------------------------------------
  REPURCHASE AGREEMENT -- 2.9%
    State Street Bank & Trust Co. bearing interest at
     0.00%, dated 09/30/2013 to be repurchased
     10/01/2013 in the amount of $808,000 and
     collateralized by $910,000 Federal Home Loan
     Mtg. Corp. Bonds, bearing interest at 2.00%
     due 01/30/2023 and having approximate value
     of $827,648 (cost $808,000)....................... $808,000  $   808,000
                                                                  -----------
  TOTAL INVESTMENTS
     (cost $25,116,283)(4).............................     99.8%  27,452,118
  Other assets less liabilities........................      0.2       61,160
                                                        --------  -----------
  NET ASSETS                                               100.0% $27,513,278
                                                        ========  ===========

--------
+  Non-income producing security
(1)Fair valued security. Securities are classified as Level 3 based on the
   securities valuation inputs; see Note 2.
(2)Illiquid security. At September 30, 2013, the aggregate value of these
   securities was $0 representing 0.0% of net assets.
(3)Security was valued using fair value procedures at September 30, 2013. The
   aggregate value of these securities was $26,644,118 representing 96.9% of
   net assets. Securities are classified as Level 2 based on the securities
   valuation inputs. See Note 2 regarding fair value pricing for foreign equity
   securities.
(4)See Note 6 for cost of investments on a tax basis.

The following is a summary of the inputs used to value the Fund's net assets as
of September 30, 2013 (see Note 2):



                                           LEVEL 1 -- UNADJUSTED LEVEL 2 -- OTHER  LEVEL 3 -- SIGNIFICANT
                                               QUOTED PRICES     OBSERVABLE INPUTS  UNOBSERVABLE INPUTS      TOTAL
-                                          --------------------- ----------------- ---------------------- -----------
                                                                                              
ASSETS:
LONG-TERM INVESTMENT SECURITIES:
  Common Stock:
   Auto-Cars/Light Trucks.................          $--             $ 1,457,653             $--           $ 1,457,653
   Auto/Truck Parts & Equipment-Original..           --               2,758,542              --             2,758,542
   Computers-Integrated Systems...........           --               1,802,647              --             1,802,647
   Electronic Components-Misc.............           --               2,147,892              --             2,147,892
   Miscellaneous Manufacturing............           --                      --               0                     0
   Telephone-Integrated...................           --               1,654,137              --             1,654,137
   Other Industries*......................           --              16,823,247              --            16,823,247
Repurchase Agreement......................           --                 808,000              --               808,000
                                                    ---             -----------             ---           -----------
Total.....................................          $--             $27,452,118             $ 0           $27,452,118
                                                    ===             ===========             ===           ===========

--------
*  Sum of all other industries each of which individually has an aggregate
   market value of less than 5% of net assets. For a detailed presentation of
   securities by industry classification, please refer to the Portfolio of
   Investments.

The Fund's policy is to recognize transfers between Levels as of the end of the
reporting period. Securities held at the beginning of the period currently
valued at $8,743,550 were transferred from Level 1 to Level 2 due to foreign
equity securities whose values were adjusted for fair value pricing procedures
for foreign equity securities. There were no additional transfers between
Levels during the reporting period.

At the beginning and end of the reporting period, Level 3 investments in
securities were not considered a material portion of the Fund.

See Notes to Financial Statements

22






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013

Note 1. Organization

   SunAmerica Equity Funds is registered under the Investment Company Act of
   1940, as amended (the "1940 Act") as an open-end management investment
   company and was organized as a Massachusetts business trust (the "Trust" or
   "Equity Funds") on June 16, 1986. It currently consists of three different
   funds (each, a "Fund" and collectively, the "Funds"). Each Fund is a
   separate series of the Trust with a distinct objective and/or strategy. Each
   Fund is advised and/or managed by SunAmerica Asset Management Corp. (the
   "Adviser" or "SunAmerica"). An investor may invest in one or more of the
   following Funds: SunAmerica International Dividend Strategy Fund
   ("International Dividend Strategy Fund"), SunAmerica Value Fund ("Value
   Fund"), and SunAmerica Japan Fund ("Japan Fund"). The Funds are considered
   to be separate entities for financial and tax reporting purposes.

   The investment objective and principal investment techniques for each of the
   Funds are as follows:

   INTERNATIONAL DIVIDEND STRATEGY FUND seeks total return by employing a "buy
   and hold" strategy to identify approximately 50 to 100 high dividend
   yielding equity securities selected annually from the MSCI ACWI ex-U.S.
   Index. At least 80% of the Fund's net assets, plus any borrowings for
   investment purposes, will be invested in dividend yielding equity securities.

   VALUE FUND seeks long-term growth of capital by active trading of equity
   securities selected on the basis of a value criteria, issued by companies of
   any market capitalization, that offer the potential for long-term growth of
   capital.

   JAPAN FUND seeks long-term capital appreciation by active trading of
   securities of Japanese issuers and other investments that are tied
   economically to Japan ("Japanese companies"). Under normal circumstances, at
   least 80% of the Fund's net assets, plus any borrowings for investment
   purposes, will be invested in Japanese companies.

   Each Fund is organized as a "diversified" fund within the meaning of the
   1940 Act.

   Each Fund offers multiple classes of shares. The classes within each Fund
   are presented in the Statement of Assets and Liabilities. The cost structure
   for each class is as follows:

   Class A shares are offered at net asset value per share plus an initial
   sales charge. Additionally, purchases of Class A shares in amounts
   $1,000,000 or more will be purchased at net asset value but will be subject
   to a contingent deferred sales charge on redemptions made within two years
   of purchase. Prior to May 1, 2013 Class A shares of the International
   Dividend Strategy Fund and Japan Fund were subject to a redemption fee of 2%
   on the proceeds of any redemption or exchange of shares that were purchased
   within ninety (90) calendar days prior to the date of such redemption or
   exchange. Those redemption fees were terminated on May 1, 2013 and no longer
   apply.

   Class B shares are offered without an initial sales charge, although a
   declining contingent deferred sales charge may be imposed on redemptions
   made within six years of purchase. Class B shares of each Fund convert
   automatically to Class A shares approximately eight years after purchase of
   such Class B shares and at such time will be subject to the lower
   distribution fee applicable to Class A shares.

   Class C shares are offered at net asset value per share without an initial
   sales charge, although may be subject to a contingent deferred sales charge
   on redemptions made within 12 months of purchase.

   Class I shares are closed to new purchases, however, existing investors may
   continue to purchase shares through reinvestments of dividends and capital
   gains distributions.

   As of July 22, 2013, there were no Class Z shares outstanding, and effective
   July 29, 2013, the Value Fund no longer offered Class Z shares.

   Each class of shares bears the same voting, dividend, liquidation and other
   rights and conditions, except as may otherwise be provided in the Trust's
   registration statement. Class A, Class B and Class C shares each make
   distribution and account maintenance fee payments under the distribution
   plans pursuant to Rule 12b-1 under the 1940 Act, except that Class B and
   Class C shares are subject to higher distribution fee rates. Class I shares
   have not adopted 12b-1 plans and make no payments thereunder, however, Class
   I shares pay a service fee to the Funds' distributor for providing
   administrative and shareholder services.

                                                                          23






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)


   INDEMNIFICATIONS: Under the Trust's organizational documents, its officers
   and trustees are indemnified against certain liabilities arising out of the
   performance of their duties to the Trust. In addition, pursuant to
   Indemnification Agreements between the Trust and each of the current
   trustees who is not an "interested person," as defined in Section 2(a)(19)
   of the 1940 Act, of the Trust (collectively, the "Disinterested Trustees"),
   the Trust provides the Disinterested Trustees with a limited indemnification
   against liabilities arising out of the performance of their duties to the
   Trust, whether such liabilities are asserted during or after their service
   as trustees. In addition, in the normal course of business the Trust enters
   into contracts that contain the obligation to indemnify others. The Trust's
   maximum exposure under these arrangements is unknown. Currently, however,
   the Trust expects the risk of loss to be remote.

Note 2. Significant Accounting Policies

   The preparation of financial statements in accordance with U.S. generally
   accepted accounting principles ("GAAP") requires management to make
   estimates and assumptions that affect the reported amounts and disclosures
   in the financial statements. Actual results could differ from those
   estimates and those differences could be significant. The following is a
   summary of significant accounting policies consistently followed by the
   Trust/Fund in the preparation of its financial statements:

   SECURITY VALUATION: In accordance with the authoritative guidance on fair
   value measurements and disclosures under accounting principles generally
   accepted in the United States of America, the Funds disclose the fair value
   of its investments in a hierarchy that prioritizes the inputs to valuation
   techniques used to measure the fair value. In accordance with GAAP, fair
   value is defined as the price that the Funds would receive upon selling an
   asset or transferring a liability in a timely transaction to an independent
   third party in the principal or most advantageous market. GAAP established a
   three-tier hierarchy to provide more transparency around the inputs used to
   measure fair value and to establish classification of fair value
   measurements for disclosure purposes. Inputs refer broadly to the
   assumptions that market participants would use in pricing the asset or
   liability, including assumptions about risk. Inputs may be observable or
   unobservable. Observable inputs are inputs that reflect the assumptions
   market participants would use in pricing the asset or liability developed
   based on market data obtained from sources independent of the reporting
   entity. Unobservable inputs are inputs that reflect the reporting entity's
   own assumptions about the assumptions market participants would use in
   pricing the asset or liability developed based on the best information
   available in the circumstances. The three-tiers are as follows:

   Level 1 -- Unadjusted quoted prices in active markets for identical
   securities
   Level 2 -- Other significant observable inputs (including quoted prices for
   similar securities, interest rates, prepayment speeds, credit risk,
   referenced indices, quoted prices in inactive markets, adjusted quoted
   prices in active markets, adjusted quoted prices on foreign equity
   securities that were adjusted in accordance with pricing procedures approved
   by the Board of Trustees ("the Board"), etc.).
   Level 3 -- Significant unobservable inputs (includes inputs that reflect the
   Funds' own assumptions about the assumptions market participants would use
   in pricing the security, developed based on the best information available
   under the circumstances.)

   Changes in valuation techniques may result in transfers in or out of an
   investment's assigned Level within the hierarchy. The methodology used for
   valuing investments is not necessarily an indication of the risk associated
   with investing in those investments and the determination of the
   significance of a particular input to the fair value measurement in its
   entirety requires judgment and consideration of factors specific to each
   security.

   The availability of observable inputs can vary from security to security and
   is affected by a wide variety of factors, including, for example, the type
   of security, whether the security is recently issued and not yet established
   in the marketplace, the liquidity of markets, and other characteristics
   particular to the security. To the extent that valuation is based on models
   or inputs that are less observable or unobservable in the market, the
   determination of fair value requires more judgment. Accordingly, the degree
   of judgment exercised in determining fair value is greatest for instruments
   categorized in Level 3.

   The summary of inputs used to value the Funds' net assets as of
   September 30, 2013 are reported on a schedule following the Portfolio of
   Investments.

24






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)


   Stocks are generally valued based upon closing sales prices reported on
   recognized securities exchanges on which the securities are principally
   traded and are generally categorized as Level 1. Stocks listed on the NASDAQ
   are valued using the NASDAQ Official Closing Price ("NOCP"). Generally, the
   NOCP will be the last sale price unless the reported trade for the stock is
   outside the range of the bid/ask price. In such cases, the NOCP will be
   normalized to the nearer of the bid or ask price. For listed securities
   having no sales reported and for unlisted securities, such securities will
   be valued based upon the last reported bid price.

   As of the close of regular trading on the New York Stock Exchange ("NYSE"),
   securities traded primarily on security exchanges outside the United States
   are valued at the last sale price on such exchanges on the day of valuation,
   or if there is no sale on the day of valuation, at the last-reported bid
   price. If a security's price is available from more than one exchange, the
   Funds use the exchange that is the primary market for the security. Such
   securities are generally categorized as Level 1. However, depending on the
   foreign market, closing prices may be up to 15 hours old when they are used
   to price the Fund's shares, and the Fund may determine that certain closing
   prices do not reflect the fair value of the security. This determination
   will be based on review of a number of factors, including developments in
   foreign markets, the performance of U.S. securities markets, and the
   performance of instruments trading in U.S. markets that represent foreign
   securities and baskets of foreign securities. If a Fund determines that
   closing prices do not reflect the fair value of the securities, the Fund
   will adjust the previous closing prices in accordance with pricing
   procedures approved by the Board to reflect what it believes to be the fair
   value of the securities as of the close of regular trading on the NYSE. The
   Funds may also fair value securities in other situations, for example, when
   a particular foreign market is closed but a Fund is open. For foreign equity
   securities and foreign equity futures contracts, the Funds use an outside
   pricing service to provide it with closing market prices and information
   used for adjusting those prices, and when so adjusted, such securities and
   futures are generally categorized as Level 2.

   Bonds and debentures, other long-term debt securities, and short term debt
   securities with maturities in excess of 60 days, are valued at bid prices
   obtained for the day of valuation from a bond pricing service, when such
   prices are available and are generally categorized as Level 2. The pricing
   services may use valuation models or matrix pricing which considers
   information with respect to comparable bond and note transactions,
   quotations from bond dealers, or by reference to other securities that are
   considered comparable in such characteristics as rating, interest rate, and
   maturity date, option adjusted spreads models, prepayments projections,
   interest rate spreads, and yield curves to determine current value. If a
   vendor quote is unavailable, the securities may be priced at the mean of two
   independent quotes obtained from brokers.

   Short-term securities with 60 days or less to maturity are amortized to
   maturity based on their cost to the Fund if acquired within 60 days of
   maturity or, if already held by the Fund on the 60th day, are amortized to
   maturity based on the value determined on the 61st day, and are generally
   categorized as Level 2.

   Investments in registered investment companies that do not trade on an
   exchange are valued at the end of day net asset value per share. Investments
   in registered investment companies that trade on an exchange are valued at
   the last sales price or official closing price as of the close of the
   customary trading session on the exchange where the security is principally
   traded. Registered investment companies are generally categorized as Level 1.

   Other securities are valued on the basis of last sale or bid price (if a
   last sale price is not available) which is, in the opinion of the Adviser,
   the broadest and most representative market, that may be either a securities
   exchange or over-the-counter market and are generally categorized as Level 1
   or Level 2.

   The Board is responsible for the share valuation process and has adopted
   policies and procedures (the "PRC Procedures") for valuing the securities
   and other assets held by the Funds, including procedures for the fair
   valuation of securities and other assets for which market quotations are not
   readily available or are unreliable. The PRC Procedures provide for the
   establishment of a pricing review committee, which is responsible for, among
   other things, making certain determinations in connection with the Trust's
   fair valuation procedures. Securities for which market quotations are not
   readily available or the values of which may be significantly impacted by
   the occurrence of developments or significant events are generally
   categorized as Level 3. There is no single standard for making fair value
   determinations, which may result in prices that vary from those of other
   funds.

                                                                          25






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)


   REPURCHASE AGREEMENTS: The Funds, along with other affiliated registered
   investment companies, pursuant to procedures adopted by the Board and
   applicable guidance from the Securities and Exchange Commission ("SEC"), may
   transfer uninvested cash balances into a single joint account, the daily
   aggregate balance of which is invested in one or more repurchase agreements
   collateralized by U.S. Treasury or federal agency obligations. In a
   repurchase agreement, the seller of a security agrees to repurchase the
   security at a mutually agreed-upon time and price, which reflects the
   effective rate of return for the term of the agreement. For repurchase
   agreements and joint repurchase agreements, the Funds' custodian takes
   possession of the collateral pledged for investments in such repurchase
   agreements ("repo" or collectively "repos"). The underlying collateral is
   valued daily on a mark to market basis, plus accrued interest to ensure that
   the value, at the time the agreement is entered into, is equal to at least
   102% of the repurchase price, including accrued interest. In the event of
   default of the obligation to repurchase, the Fund has the right to liquidate
   the collateral and apply the proceeds in satisfaction of the obligation. If
   the seller defaults and the value of the collateral declines or if
   bankruptcy proceedings are commenced with respect to the seller of the
   security, realization of the collateral by the Fund may be delayed or
   limited.

   As of September 30, 2013, the following Funds held an undivided interest in
   the joint repurchase agreement with State Street Bank & Trust Co.:



                                 PERCENTAGE PRINCIPAL
FUND                             OWNERSHIP   AMOUNT
----                             ---------- ----------
                                      
International Dividend Strategy.    2.67%   $5,003,000
Value...........................    1.47     2,756,000


   As of such date, the repurchase agreement in that joint account and the
   collateral thereof were as follows:

   State Street Bank & Trust Co., dated September 30, 2013, bearing interest at
   a rate of 0.00% per annum, with a principal amount of $187,306,000, a
   repurchase price of $187,306,000, and a maturity date of October 1, 2013.
   The repurchase agreement is collateralized by the following:



                     INTEREST  MATURITY   PRINCIPAL
TYPE OF COLLATERAL     RATE      DATE      AMOUNT        VALUE
------------------   -------- ---------- ------------ ------------
                                          
U.S. Treasury Notes.   0.25%  10/15/2015 $ 53,835,000 $ 53,787,410
U.S. Treasury Notes.   0.63   07/15/2016    7,385,000    7,403,315
U.S. Treasury Notes.   0.88   02/28/2017      925,000      926,827
U.S. Treasury Notes.   2.13   12/31/2015  123,525,000  128,938,854


   SECURITIES TRANSACTIONS, INVESTMENT INCOME, EXPENSES, DIVIDENDS AND
   DISTRIBUTIONS TO SHAREHOLDERS: Security transactions are recorded on a trade
   date basis. Realized gains and losses on the sale of investments are
   calculated on the identified cost basis. For financial statement purposes,
   the Funds amortize all premiums and accrete all discounts on fixed income
   securities.

   Interest income is accrued daily from settlement date except when collection
   is not expected. Dividend income is recorded on the ex-dividend date except
   for certain dividends from foreign securities, which are recorded as soon as
   the Trust is informed after the ex-dividend date.

   Funds which earn foreign income and capital gains may be subject to foreign
   withholding taxes and capital gains taxes at various rates. Under applicable
   foreign law, a withholding of tax may be imposed on interest, dividends, and
   capital gains from the sale of foreign securities at various rates.

   Net investment income, expenses other than class specific expenses, and
   realized and unrealized gains and losses are allocated daily to each class
   of shares based upon the relative net asset value of outstanding shares of
   each class of shares at the beginning of the day (after adjusting for
   current capital shares activity of the respective class).

   Expenses common to all Funds, not directly related to individual Funds are
   allocated among the Funds based upon relative net assets or other
   appropriate allocation methods. In all other respects, expenses are charged
   to each Fund as incurred on a specific identification basis. Interest earned
   on cash balances held at the custodian are shown as custody credits on the
   Statement of Operations.

26






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)


   Dividends from net investment income, if any, are paid quarterly for the
   International Dividend Strategy Fund. All other Funds pay annually. Capital
   gain distributions, if any, are paid annually. The International Dividend
   Strategy Fund reserves the right to declare and pay dividends less
   frequently than disclosed above, provided that the net realized capital
   gains and net investment income, if any, are paid at least annually. The
   Funds record dividends and distributions to their shareholders on the
   ex-dividend date.

   The amount of dividends and distributions from net investment income and net
   realized capital gains are determined and presented in accordance with
   federal income tax regulations, which may differ from U.S. generally
   accepted accounting principles. These "book/tax" differences are either
   considered temporary or permanent in nature. To the extent these differences
   are permanent in nature, such amounts are reclassified within the capital
   accounts at fiscal year end based on their federal tax-basis treatment;
   temporary differences do not require reclassification. Net assets are not
   affected by these reclassifications.

   Each Fund is considered a separate entity for tax purposes and intends to
   comply with the requirements of the Internal Revenue Code, as amended,
   applicable to regulated investment companies and distribute all of its
   taxable income, including any net capital gains on investments, to its
   shareholders. Each Fund also intends to distribute sufficient net investment
   income and net capital gains, if any, so that each Fund will not be subject
   to excise tax on undistributed income and gains. Therefore, no federal
   income tax or excise tax provision is required.

   Each Fund recognizes the tax benefits of uncertain tax positions only when
   the position is more likely than not to be sustained, assuming examination
   by tax authorities. Management has analyzed each Fund's tax positions and
   concluded that no liability for unrecognized tax benefits should be recorded
   related to uncertain tax positions taken on returns filed for open tax years
   2010 -- 2012 or expected to be taken in each Fund's 2013 tax return. The
   Funds are not aware of any tax provisions for which it is reasonably
   possible that the total amounts of unrecognized tax benefits will change
   materially in the next twelve months. The Funds file U.S. federal and
   certain state income tax returns. With few exceptions, the Funds are no
   longer subject to U.S. federal and state tax examinations by tax authorities
   for tax returns ending before 2010.

   FOREIGN CURRENCY TRANSLATION: The books and records of the Funds are
   maintained in U.S. dollars. Assets and liabilities denominated in foreign
   currencies and commitments under forward foreign currency contracts are
   translated into U.S. dollars based on the exchange rate of such currencies
   against U.S. dollars on the date of valuation.

   The Funds do not isolate that portion of the results of operations arising
   as a result of changes in the foreign exchange rates from the changes in the
   market prices of securities held at the end of the year.

   Similarly, the Funds do not isolate the effect of changes in foreign
   exchange rates from the changes in the market prices of portfolio securities
   sold during the year.

   Realized foreign exchange gains and losses on other assets and liabilities
   and change in unrealized foreign exchange gains and losses on other assets
   and liabilities located in the Statement of Operations include realized
   foreign exchange gains and losses from currency gains or losses between the
   trade and the settlement dates of securities transactions, the difference
   between the amounts of interest, dividends and foreign withholding taxes
   recorded on the Funds' books and the U.S. dollar equivalent amounts actually
   received or paid and changes in the unrealized foreign exchange gains and
   losses relating to the other assets and liabilities arising as a result of
   changes in the exchange rates.

   NEW ACCOUNTING PRONOUNCEMENTS

   In December 2011 the FASB issued Accounting Standards Update ("ASU")
   No. 2011-11 "Disclosures about Offsetting Assets and Liabilities which was
   subsequently clarified in FASB ASU 2013-01 "Clarifying the Scope of
   Disclosures about Offsetting Assets and Liabilities" which was issued
   January 2013. The amended Standard requires an entity to disclose
   information about offsetting and related arrangements to enable users of its
   financial statements to understand the effect of those arrangements on its
   financial position. The new and revised disclosures are effective for annual
   reporting periods beginning on or after January 1, 2013, and interim periods
   within those annual periods. At this time, management is evaluating the
   implications of ASU 2011-11 and 2013-01 and its impact on the financial
   statements.

                                                                          27






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)


Note 3. Investment Advisory and Management Agreement, Distribution Agreement
and Service Agreement

   The Trust, on behalf of each Fund, has an Investment Advisory and Management
   Agreement (the "Agreement") with SunAmerica. Under the Agreement, SunAmerica
   provides continuous supervision of a Fund's portfolio and administers its
   corporate affairs, subject to general review by the Trustees. In connection
   therewith, SunAmerica furnishes the Funds with office facilities, maintains
   certain of the Funds' books and records, and pays the salaries and expenses
   of all personnel, including officers of the Funds who are employees of
   SunAmerica and its affiliates.

   The Funds pay SunAmerica a monthly investment advisory and management fee
   calculated daily at the following annual percentages of each Fund's average
   daily net assets:



                                       MANAGEMENT
FUND                                      FEES
----                                   ----------
                                    
International Dividend Strategy Fund+.    1.00%
Value Fund............................    0.75
Japan Fund............................    1.15


   For the year ended September 30, 2013, SunAmerica earned fees in the amounts
   stated in the Statement of Operations.

   The Japan Fund is subadvised by Wellington Management Company, LLP
   ("Wellington Management") pursuant to a subadvisory agreement with
   SunAmerica. Wellington Management receives an annual fee of 0.45% of average
   daily net assets of the Japan Fund, which is paid by SunAmerica. In
   addition, Wellington Management has agreed to voluntarily waive 50% or
   0.225% of the subadvisory fee payable to it by SunAmerica. The voluntary fee
   waiver may be discontinued at any time by Wellington Management.

   SunAmerica has contractually agreed to waive fees or reimburse expenses to
   the extent necessary to cap the Funds' annual fund operating expenses at the
   following percentages of each Class's average daily net assets. For the
   purposes of waived fee and/or reimbursed expense calculations, annual fund
   operating expenses shall not include extraordinary expenses, as determined
   under generally accepted accounting principals, or acquired fund fees and
   expenses. The contractual fee waivers and expense reimbursements will
   continue in effect indefinitely unless terminated by the Trustees, including
   a majority of the Disinterested Trustees.



FUND                                          PERCENTAGE
----                                          ----------
                                           
International Dividend Strategy Fund Class A.    1.90%
International Dividend Strategy Fund Class B.    2.55
International Dividend Strategy Fund Class C.    2.55
International Dividend Strategy Fund Class I.    1.80
Value Fund Class A...........................    1.63
Value Fund Class B...........................    2.28
Value Fund Class C...........................    2.28
Japan Fund Class A...........................    1.90
Japan Fund Class B...........................    2.55
Japan Fund Class C...........................    2.55


--------
+  Pursuant to a Fee Waiver Agreement, SunAmerica is contractually obligated to
   waive its advisory fee so that the aggregate advisory fee payable by the
   Fund to SunAmerica does not exceed an annual rate of 0.95% of average daily
   net assets. For the year ended September 30, 2013, the amount of the
   advisory fees waived were $47,713. These amounts are reflected in the
   Statement of Operations.

28






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)


   Any contractual waivers and/or reimbursements made by SunAmerica are subject
   to recoupment from the Funds within two years after the occurrence of the
   waiver and/or reimbursement, provided that the Funds are able to effect such
   payments to SunAmerica and remain in compliance with the expense limitations
   in effect at the time the waivers and/or reimbursements were made.

   For the year ended September 30, 2013, pursuant to the contractual expense
   limitations referred to above, SunAmerica has waived or reimbursed expenses
   as follows:



                                                OTHER
                                               EXPENSES
FUND                                          REIMBURSED
----                                          ----------
                                           
Japan Fund...................................  $58,268

FUND                                            AMOUNT
----                                          ----------
International Dividend Strategy Fund Class A.  $74,654
International Dividend Strategy Fund Class B.   19,805
International Dividend Strategy Fund Class C.   28,315
International Dividend Strategy Fund Class I.      628
Value Fund Class B...........................   11,030
Value Fund Class C...........................    2,712
Japan Fund Class A...........................   62,143
Japan Fund Class B...........................   12,355
Japan Fund Class C...........................   14,362


   For the year ended September 30, 2013, the amounts recouped by SunAmerica
   are as follows:



FUND                                          AMOUNT
----                                          ------
                                           
International Dividend Strategy Fund Class I. $   93
Value Fund Class B...........................    170
Value Fund Class C...........................  2,712


   At September 30, 2013, expenses previously waived and/or reimbursed by
   SunAmerica during the prior two years that remain subject to recoupment and
   expire during the time period indicated are as follows:



                                               OTHER EXPENSES REIMBURSED
                                              ---------------------------
                                              SEPTEMBER 30, SEPTEMBER 30,
FUND                                              2014          2015
----                                          ------------- -------------
                                                      
International Dividend Strategy Fund.........   $129,712       $     0
Japan Fund...................................    131,442        58,268

                                                CLASS SPECIFIC EXPENSES
                                                      REIMBURSED
                                              ---------------------------
                                              SEPTEMBER 30, SEPTEMBER 30,
FUND                                              2014          2015
----                                          ------------- -------------
International Dividend Strategy Fund Class A.   $ 26,974       $74,654
International Dividend Strategy Fund Class B.     16,021        19,805
International Dividend Strategy Fund Class C.     18,097        28,315
International Dividend Strategy Fund Class I.         --           624
Value Fund Class B...........................      8,894        11,030
Japan Fund Class A...........................     17,985        62,143
Japan Fund Class B...........................     15,081        12,355
Japan Fund Class C...........................     15,134        14,362


   The Trust, on behalf of each Fund, has entered into a Distribution Agreement
   with SunAmerica Capital Services, Inc. ("SACS" or the "Distributor"), an
   affiliate of the Adviser. Each Fund has adopted a Distribution Plan on
   behalf of each class of shares (other than Class I shares) (each a "Plan"
   and collectively, the "Plans") in accordance with the provisions of
   Rule 12b-1 under the 1940 Act, hereinafter referred to as the "Class A
   Plan," "Class B Plan" and "Class C Plan." In adopting the Plans, the

                                                                          29






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)

   Trustees determined that there was a reasonable likelihood that each such
   Plan would benefit the Fund and the shareholders of the respective class.
   The sales charge and distribution fees of a particular class will not be
   used to subsidize the sale of shares of any other class.

   Under the Class A Plan, Class B Plan and Class C Plan, the Distributor
   receives a distribution fee from a Fund at an annual rate of 0.10%, 0.75%
   and 0.75%, respectively, of the average daily net assets of the Fund's
   Class A, Class B and Class C shares to compensate the Distributor and
   certain securities firms for providing sales and promotional activities for
   distributing that class of shares. The distribution costs for which the
   Distributor may be compensated include fees paid to broker-dealers that have
   sold Fund shares, commissions and other expenses such as those incurred for
   sales literature, prospectus printing and distribution and compensation to
   wholesalers. It is possible that in any given year the amount paid to the
   Distributor under each Class' Plan may exceed the Distributor's distribution
   costs as described above. The Plans provide that the Class A, Class B and
   Class C shares of each Fund will pay the Distributor an account maintenance
   fee up to an annual rate of 0.25% of the aggregate average daily net assets
   of such class of shares for payments to compensate the Distributor and
   certain securities firms for account maintenance activities. Accordingly,
   for the year ended September 30, 2013, SACS received fees (see Statement of
   Operations) based upon the aforementioned rates.

   In addition, SACS is paid a fee of 0.25% of average daily net assets of
   Class I shares in connection with providing administrative and shareholder
   services to Class I shareholders. For the year ended September 30, 2013,
   SACS earned fees (see Statement of Operations) based upon the aforementioned
   rates.

   SACS receives sales charges on each Fund's Class A shares, portions of which
   are reallocated to affiliated broker-dealers and non-affiliated
   broker-dealers. SACS also receives the proceeds of contingent deferred sales
   charges paid by investors in connection with certain redemptions of each
   Fund's Class A, Class B and Class C shares. SACS has advised the Funds that
   for the year ended September 30, 2013, the proceeds received from sales (and
   paid out to affiliated and non-affiliated broker-dealers) and redemptions
   are as follows:



                                                            CLASS A                           CLASS B       CLASS C
                                      ---------------------------------------------------- ------------- -------------
                                                                              CONTINGENT    CONTINGENT    CONTINGENT
                                       SALES     AFFILIATED   NON-AFFILIATED   DEFERRED      DEFERRED      DEFERRED
FUND                                  CHARGES  BROKER-DEALERS BROKER-DEALERS SALES CHARGES SALES CHARGES SALES CHARGES
----                                  -------- -------------- -------------- ------------- ------------- -------------
                                                                                       
International Dividend Strategy Fund. $255,613    $35,721        $180,747       $6,225        $4,248        $2,768
Value Fund...........................   49,133     17,985          23,661           48         5,048           806
Japan Fund...........................   26,639      3,853          20,122          220           343           164


   The Trust has entered into a Service Agreement with SunAmerica Fund
   Services, Inc. ("SAFS"), an affiliate of the Adviser. Under the Service
   Agreement, SAFS performs certain shareholder account functions by assisting
   the Funds' transfer agent, State Street Bank and Trust Company, in
   connection with the services that it offers to the shareholders of the
   Funds. Pursuant to the Service Agreement, the Funds pay a fee to SAFS for
   services rendered based upon an annual rate of 0.22% of average daily net
   assets. For the year ended September 30, 2013, the Funds incurred the
   following expenses which are included in transfer agent fees payable in the
   Statement of Asset and Liabilities and in transfer agent fees and expenses
   in the Statement of Operations to compensate SAFS pursuant to the terms of
   the Service Agreement.



                                                  EXPENSE               PAYABLE AT SEPTEMBER 30, 2013
                                      -------------------------------- -------------------------------
FUND                                  CLASS A  CLASS B CLASS C CLASS I CLASS A CLASS B CLASS C CLASS I
----                                  -------- ------- ------- ------- ------- ------- ------- -------
                                                                       
International Dividend Strategy Fund. $154,960 $11,111 $40,061 $2,682  $15,787  $901   $4,082   $212
Value Fund...........................  199,215  10,858  33,411     --   15,537   803    2,769     --
Japan Fund...........................   47,033     423   2,324     --    4,077     9      388     --


   At September 30, 2013, the following affiliates owned a percentage of the
   outstanding shares of the following funds: Focused Multi-Asset Strategy
   Portfolio and Focused Balanced Strategy Portfolio owned 14% and 9%,
   respectively of the International Dividend Strategy Fund; Focused
   Multi-Asset Strategy Portfolio and Focused Balanced Strategy Portfolio owned
   15% and 13%, respectively, of Value Fund; and Focused Multi-Asset Strategy
   Portfolio and Focused Balanced Strategy Portfolio owned 63% and 13%,
   respectively of the Japan Fund.

30






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)


Note 4. Expense Reductions

   Through expense offset arrangements resulting from broker commission
   recapture, a portion of the expenses of the Funds set forth below have been
   reduced. For the year ended September 30, 2013, the amount of expense
   reductions received by each Fund used to offset the Fund's non-affiliated
   expenses were as follows:



            TOTAL EXPENSE
             REDUCTIONS
            -------------
         
Value Fund.    $9,625


Note 5. Purchases and Sales of Securities

   The cost of purchases and proceeds from sales and maturities of long-term
   investments during the year ended September 30, 2013 were as follows:



                                                    INTERNATIONAL
                                                      DIVIDEND
                                                      STRATEGY
                                                        FUND       VALUE FUND  JAPAN FUND
                                                    ------------- ------------ -----------
                                                                      
Purchases (excluding U.S. government securities)...  $79,186,117  $300,071,876 $36,160,073
Sales (excluding U.S. government securities).......   29,921,039   319,195,499  36,118,633
Purchases of U.S. government securities............           --            --          --
Sales and maturities of U.S. government securities.           --            --          --


Note 6. Federal Income Taxes

   The following details the tax basis of distributions as well as the
   components of distributable earnings. The tax basis components of
   distributable earnings differ from the amounts reflected in the Statement of
   Assets and Liabilities by temporary book/tax differences primarily arising
   from wash sales, post October losses, investments in passive foreign
   investment companies, deferred compensation payments, foreign taxes payable
   and derivative transactions.



                                                    FOR THE YEAR ENDED SEPTEMBER 30, 2013
                                      ------------------------------------------------------------------
                                               DISTRIBUTABLE EARNINGS              TAX DISTRIBUTIONS
                                      ----------------------------------------- ------------------------
                                                   LONG-TERM      UNREALIZED
                                       ORDINARY  GAINS/CAPITAL   APPRECIATION    ORDINARY    LONG-TERM
FUND                                    INCOME   LOSS CARRYOVER (DEPRECIATION)*   INCOME   CAPITAL GAINS
----                                  ---------- -------------- --------------- ---------- -------------
                                                                            
International Dividend Strategy Fund. $  288,634 $(101,082,212)   $4,316,481    $4,117,355      $--
Value Fund...........................    710,067   (57,608,448)    3,944,581       786,209       --
Japan Fund...........................  1,744,627       774,030     1,723,467       480,821       --

--------
*  Unrealized appreciation (depreciation) includes amounts for derivatives and
   other assets and liabilities denominated in foreign currency.



                                         TAX DISTRIBUTIONS
                                         FOR THE YEAR ENDED
                                         SEPTEMBER 30, 2012
                                      ------------------------
                                       ORDINARY    LONG-TERM
FUND                                    INCOME   CAPITAL GAINS
----                                  ---------- -------------
                                           
International Dividend Strategy Fund. $1,506,579  $       --
Value Fund...........................  1,018,253          --
Japan Fund...........................     47,904   4,711,389


                                                                          31






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)


   The amounts of aggregate unrealized gain (loss) and the cost of investment
   securities for federal income tax purposes, including short-term securities
   and repurchase agreements, were as follows at September 30, 2013:



                                            INTERNATIONAL
                                              DIVIDEND
                                              STRATEGY        VALUE        JAPAN
                                                FUND          FUND         FUND
                                            ------------- ------------  -----------
                                                               
Cost (tax basis)........................... $120,806,213  $107,708,300  $25,730,152
                                            ============  ============  ===========
Appreciation...............................   16,688,378     5,887,154    2,662,597
Depreciation...............................  (12,379,357)   (1,942,573)    (940,631)
                                            ------------  ------------  -----------
Net unrealized appreciation (depreciation). $  4,309,021  $  3,944,581  $ 1,721,966
                                            ============  ============  ===========


   For the year ended September 30, 2013, the reclassifications arising from
   book/tax differences resulted in increases (decreases) that were primarily
   due to fair fund payments, disposition of passive foreign investment
   companies securities, and foreign currency transactions to the components of
   net assets as follows:



                                       ACCUMULATED    ACCUMULATED
                                      UNDISTRIBUTED  UNDISTRIBUTED
                                      NET INVESTMENT NET REALIZED  CAPITAL
FUND                                  INCOME (LOSS)   GAIN (LOSS)  PAID-IN
----                                  -------------- ------------- -------
                                                          
International Dividend Strategy Fund.    $(97,118)     $  97,118     $--
Value Fund...........................      31,386        (31,386)     --
Japan Fund...........................     115,111       (115,111)     --


   For Federal income tax purposes, the Funds indicated below have capital loss
   carryforwards, which expire in the year indicated, as of September 30, 2013,
   which are available to offset future capital gains, if any:



                                                 CAPITAL LOSS CARRYFORWARD+                UNLIMITED+
                                       ----------------------------------------------- -------------------
FUND                                      2015        2016        2017        2018         ST        LT
----                                   ----------- ----------- ----------- ----------- ---------- --------
                                                                                
International Dividend Strategy Fund*. $31,528,888 $25,210,425 $16,578,456 $19,381,525 $8,123,727 $259,191
Value Fund*...........................          --  14,550,295  21,672,755  21,385,398         --       --
Japan Fund............................          --          --          --          --         --       --

--------
+  On December 22, 2010, the Regulated Investment Company Modernization Act of
   2010 (the "Act") was enacted, which changed various technical rules
   governing the tax treatment of regulated investment companies. The changes
   are generally effective for taxable years beginning after the date of
   enactment. Under the Act, the fund will be permitted to carry forward
   capital losses incurred in taxable years beginning after the date of
   enactment for an unlimited period. However, any losses incurred during those
   future taxable years will be required to be utilized prior to the losses
   incurred in pre-enactment taxable years, which carry an expiration date. As
   a result of this ordering rule, pre-enactment capital loss carryforwards may
   be more likely to expire unused. Additionally, post-enactment capital losses
   that are carried forward will retain their character as either short-term or
   long-term losses rather than being considered all short-term as under
   previous law.
*  The capital loss carryforwards include realized capital losses from the
   acquisition of other funds. Certain losses may be subject to annual
   limitations imposed by the Internal Revenue Code. Therefore, it is possible
   that not all of the capital losses will be available for use. As of
   September 30, 2013, based on current tax law, the International Dividend
   Strategy Fund and the Value Fund have $0 and $19,837,903, respectively, of
   capital losses that will not be available for use.

   The Funds indicated below utilized capital loss carryforwards, which offset
   net taxable gains realized in the current year ended September 30, 2013.



                                      CAPITAL LOSS
                                      CARRYFORWARD
FUND                                    UTILIZED
----                                  ------------
                                   
International Dividend Strategy Fund. $        --
Value Fund...........................  21,230,657
Japan Fund...........................     168,220


32






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)


   Under the current tax law, capital losses realized after October 31 and late
   year ordinary losses may be deferred and treated as occurring on the first
   day of the following year. For the fiscal year ended September 30, 2013, the
   Funds elected to defer late year ordinary losses and post October capital
   losses as follows:



                                                      DEFERRED     DEFERRED
                                        DEFERRED    POST-OCTOBER POST-OCTOBER
                                        LATE YEAR    SHORT-TERM   LONG-TERM
FUND                                  ORDINARY LOSS CAPITAL LOSS CAPITAL LOSS
----                                  ------------- ------------ ------------
                                                        
International Dividend Strategy Fund.      $--          $--        $999,837
Value Fund...........................       --           --              --
Japan Fund...........................       --           --              --


Note 7. Capital Share Transactions

   Transactions in capital shares of each class of each Fund were as follows:



                                                           INTERNATIONAL DIVIDEND STRATEGY FUND
                             ------------------------------------------------------------------------------------------------
                                                   CLASS A                                          CLASS B
                             --------------------------------------------------  --------------------------------------------
                                      FOR THE                   FOR THE                 FOR THE                FOR THE
                                    YEAR ENDED                YEAR ENDED               YEAR ENDED             YEAR ENDED
                                SEPTEMBER 30, 2013        SEPTEMBER 30, 2012       SEPTEMBER 30, 2013     SEPTEMBER 30, 2012
                             ------------------------  ------------------------  ---------------------  ---------------------
                               SHARES       AMOUNT       SHARES       AMOUNT      SHARES      AMOUNT     SHARES      AMOUNT
                             ----------  ------------  ----------  ------------  --------  -----------  --------  -----------
                                                                                          
Shares sold(1)(2)...........  5,798,641  $ 64,710,792   1,019,549  $ 11,094,004   235,651  $ 2,417,773    86,088  $   870,181
Reinvested dividends........    255,296     2,731,325     112,965     1,177,713    16,359      161,707     6,312       60,708
Shares redeemed(1)(2)(3)(4). (2,342,145)  (25,651,140) (1,308,627)  (14,378,854) (138,911)  (1,403,186) (181,208)  (1,830,341)
                             ----------  ------------  ----------  ------------  --------  -----------  --------  -----------
Net increase (decrease).....  3,711,792  $ 41,790,977    (176,113) $ (2,107,137)  113,099  $ 1,176,294   (88,808) $  (899,452)
                             ==========  ============  ==========  ============  ========  ===========  ========  ===========

                                                           INTERNATIONAL DIVIDEND STRATEGY FUND
                             ------------------------------------------------------------------------------------------------
                                                   CLASS C                                          CLASS I
                             --------------------------------------------------  --------------------------------------------
                                      FOR THE                   FOR THE                 FOR THE                FOR THE
                                    YEAR ENDED                YEAR ENDED               YEAR ENDED             YEAR ENDED
                                SEPTEMBER 30, 2013        SEPTEMBER 30, 2012       SEPTEMBER 30, 2013     SEPTEMBER 30, 2012
                             ------------------------  ------------------------  ---------------------  ---------------------
                               SHARES       AMOUNT       SHARES       AMOUNT      SHARES      AMOUNT     SHARES      AMOUNT
                             ----------  ------------  ----------  ------------  --------  -----------  --------  -----------
Shares sold.................  1,498,326  $ 15,393,857     185,050  $  1,865,186        --  $        --        --  $        --
Reinvested dividends........     63,771       627,446      15,621       150,588     4,748       51,338     3,185       33,449
Shares redeemed(3)(4).......   (444,666)   (4,419,530)   (348,129)   (3,492,494)  (19,146)    (212,997)  (42,711)    (466,822)
                             ----------  ------------  ----------  ------------  --------  -----------  --------  -----------
Net increase (decrease).....  1,117,431  $ 11,601,773    (147,458) $ (1,476,720)  (14,398) $  (161,659)  (39,526) $  (433,373)
                             ==========  ============  ==========  ============  ========  ===========  ========  ===========

--------
(1)For the year ended September 30, 2013, includes automatic conversion of
   49,437 shares of Class B shares in the amount of $502,149 to 45,403 shares
   of Class A shares in the amount of $502,149.
(2)For the year ended September 30, 2012, includes automatic conversion of
   79,774 shares of Class B shares in the amount of $804,583 to 73,386 shares
   of Class A shares in the amount of $804,583.
(3)For the year ended September 30, 2013, net of redemption fees of $13,719,
   $1,004, $3,582 and $244 for Class A, Class B, Class C and Class I shares,
   respectively.
(4)For the year ended September 30, 2012, net of redemption fees of $1,248,
   $119, $308 and $33 for Class A, Class B, Class C and Class I shares,
   respectively.

                                                                          33






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)




                                                                    VALUE FUND
                         ------------------------------------------------------------------------------------------------
                                               CLASS A                                          CLASS B
                         --------------------------------------------------  --------------------------------------------
                                  FOR THE                   FOR THE                 FOR THE                FOR THE
                                YEAR ENDED                YEAR ENDED               YEAR ENDED             YEAR ENDED
                            SEPTEMBER 30, 2013        SEPTEMBER 30, 2012       SEPTEMBER 30, 2013     SEPTEMBER 30, 2012
                         ------------------------  ------------------------  ---------------------  ---------------------
                           SHARES       AMOUNT       SHARES       AMOUNT      SHARES      AMOUNT     SHARES      AMOUNT
                         ----------  ------------  ----------  ------------  --------  -----------  --------  -----------
                                                                                      
Shares sold(1)(2).......    502,271  $  7,186,388   2,524,070  $ 30,914,234    45,505  $   632,439    44,100  $   499,807
Reinvested dividends....     53,495       705,602      74,831       840,354       338        4,187     2,340       24,642
Shares redeemed(1)(2)... (1,630,879)  (23,598,077) (4,811,741)  (57,374,168) (161,405)  (2,196,069) (307,988)  (3,539,177)
                         ----------  ------------  ----------  ------------  --------  -----------  --------  -----------
Net increase (decrease). (1,075,113) $(15,706,087) (2,212,840) $(25,619,580) (115,562) $(1,559,443) (261,548) $(3,014,728)
                         ==========  ============  ==========  ============  ========  ===========  ========  ===========

                                                                    VALUE FUND
                         ------------------------------------------------------------------------------------------------
                                               CLASS C                                          CLASS Z
                         --------------------------------------------------  --------------------------------------------
                                  FOR THE                   FOR THE                 FOR THE                FOR THE
                                YEAR ENDED                YEAR ENDED               YEAR ENDED             YEAR ENDED
                            SEPTEMBER 30, 2013        SEPTEMBER 30, 2012       SEPTEMBER 30, 2013     SEPTEMBER 30, 2012
                         ------------------------  ------------------------  ---------------------  ---------------------
                           SHARES       AMOUNT       SHARES       AMOUNT      SHARES      AMOUNT     SHARES      AMOUNT
                         ----------  ------------  ----------  ------------  --------  -----------  --------  -----------
Shares sold.............     75,880  $    994,709      21,595  $    246,087        --  $        --        --  $        --
Reinvested dividends....      2,279        28,121       6,436        67,705       144        1,988       288        3,390
Shares redeemed.........   (213,821)   (2,865,741)   (365,452)   (4,173,442)   (9,947)    (151,396)   (4,890)     (62,156)
                         ----------  ------------  ----------  ------------  --------  -----------  --------  -----------
Net increase (decrease).   (135,662) $ (1,842,911)   (337,421) $ (3,859,650)   (9,803) $  (149,408)   (4,602) $   (58,766)
                         ==========  ============  ==========  ============  ========  ===========  ========  ===========

--------
(1)For the year ended September 30, 2013, includes automatic conversion of
   60,217 shares of Class B shares in the amount of $813,861 to 56,332 shares
   of Class A shares in the amount of $813,861.
(2)For the year ended September 30, 2012, includes automatic conversion of
   168,077 shares of Class B shares in the amount of $1,938,494 to 157,217
   shares of Class A shares in the amount of $1,938,494.



                                                                    JAPAN FUND
                             ---------------------------------------------------------------------------------------
                                                  CLASS A                                      CLASS B
                             -------------------------------------------------  ------------------------------------
                                     FOR THE                   FOR THE               FOR THE             FOR THE
                                    YEAR ENDED               YEAR ENDED            YEAR ENDED          YEAR ENDED
                                SEPTEMBER 30, 2013       SEPTEMBER 30, 2012     SEPTEMBER 30, 2013 SEPTEMBER 30, 2012
                             -----------------------  ------------------------  ----------------   ------------------
                               SHARES       AMOUNT      SHARES       AMOUNT     SHARES    AMOUNT    SHARES    AMOUNT
                             ----------  -----------  ----------  ------------  ------   --------  -------  ---------
                                                                                    
Shares sold(1)(2)...........  1,031,698  $ 7,749,168     262,298  $  1,634,936   5,743   $ 41,942    4,006  $  25,910
Reinvested dividends........     73,705      468,763     724,542     4,513,895     496      3,078    9,104     55,170
Shares redeemed(1)(2)(3)(4). (1,241,592)  (8,747,150) (1,806,599)  (13,332,511) (7,663)   (51,206) (23,141)  (151,723)
                             ----------  -----------  ----------  ------------  ------   --------  -------  ---------
Net increase (decrease).....   (136,189) $  (529,219)   (819,759) $ (7,183,680) (1,424)  $ (6,186) (10,031) $ (70,643)
                             ==========  ===========  ==========  ============  ======   ========  =======  =========

                                                 JAPAN FUND
                             -------------------------------------------------
                                                  CLASS C
                             -------------------------------------------------
                                     FOR THE                   FOR THE
                                    YEAR ENDED               YEAR ENDED
                                SEPTEMBER 30, 2013       SEPTEMBER 30, 2012
                             -----------------------  ------------------------
                               SHARES       AMOUNT      SHARES       AMOUNT
                             ----------  -----------  ----------  ------------
Shares sold.................    233,230  $ 1,735,449      10,819  $     74,500
Reinvested dividends........      1,039        6,443      24,675       149,530
Shares redeemed(3)(4).......    (21,622)    (145,195)    (82,544)     (542,395)
                             ----------  -----------  ----------  ------------
Net increase (decrease).....    212,647  $ 1,596,697     (47,050) $   (318,365)
                             ==========  ===========  ==========  ============

--------
(1)For the year ended September 30, 2013, includes automatic conversion of
   1,472 shares of Class B shares in the amount of $10,020 to 1,428 shares of
   Class A shares in the amount of $10,020.
(2)For the year ended September 30, 2012, includes automatic conversion of
   2,148 shares of Class B shares in the amount of $14,704 to 2,090 shares of
   Class A shares in the amount of $14,704.
(3)For the year ended September 30, 2013, net of redemption fees of $1,974,
   $19, and $43 for Class A, Class B, and Class C shares, respectively.
(4)For the year ended September 30, 2012, net of redemption fees of $272, $3,
   and $8 for Class A, Class B, and Class C shares, respectively.

34






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)


Note 8. Line of Credit

   The SunAmerica family of mutual funds has established a $75 million
   committed and a $50 million uncommitted line of credit with State Street
   Bank and Trust Company, the Funds' custodian. Interest is currently payable
   at the higher of the Federal Funds Rate plus 125 basis points or the
   overnight London Interbank Offered Rate plus 125 basis points on the
   committed line and State Street Bank and Trust Company's discretionary bid
   rate on the uncommitted line of credit. There is also a commitment fee of 10
   basis points per annum on the daily unused portion of the committed line of
   credit which is included in other expenses on the Statement of Operations.
   Borrowings under the line of credit will commence when the respective Fund's
   cash shortfall exceeds $100,000. For the year ended September 30, 2013, the
   following Funds had borrowings:



                                 AVERAGE  WEIGHTED
               DAYS     INTEREST   DEBT   AVERAGE
FUND        OUTSTANDING CHARGES  UTILIZED INTEREST
----        ----------- -------- -------- --------
                              
Japan Fund.     22        $134   $153,464   1.43%


   At September 30, 2013, there were no borrowings outstanding.

Note 9. Interfund Lending Agreement

   Pursuant to the exemptive relief granted by the Securities and Exchange
   Commission, the Funds are permitted to participate in an interfund lending
   program among investment companies advised by SunAmerica or an affiliate.
   The interfund lending program allows the participating Funds to borrow money
   from and lend money to each other for temporary or emergency purposes. An
   interfund loan will be made under this facility only if the participating
   Funds receive a more favorable interest rate than would otherwise be
   available from a typical bank for a comparable transaction. For the year
   ended September 30, 2013, none of the Funds participated in this program.

Note 10. Trustees' Retirement Plan

   The Board has adopted the SunAmerica Disinterested Trustees' and Directors'
   Retirement Plan (the "Retirement Plan") effective January 1, 1993, as
   amended, for the Disinterested Trustees. The Retirement Plan provides
   generally that a Disinterested Trustee may become a participant
   ("Participant") in the Retirement Plan if he or she has at least 10 years of
   consecutive service as a Disinterested Trustee of any of the adopting
   SunAmerica mutual funds (the "Adopting Funds") or has attained the age of 60
   while a Trustee and completed five (5) consecutive years of service as a
   Trustee of any Adopting Fund (an "Eligible Trustee/Director"). Pursuant to
   the Retirement Plan, an Eligible Trustee may receive benefits upon (i) his
   or her death or disability while a Trustee or (ii) the termination of his or
   her tenure as a Trustee, other than removal for cause from each of the
   Adopting Funds with respect to which he or she is an Eligible Trustee.

   As of each of the first 10 birthdays after becoming a Participant and on
   which he or she is both a Trustee and Participant, each Eligible Trustee
   will be credited with an amount equal to 50% of his or her regular fees
   (excluding committee fees) for services as a Disinterested Trustee of each
   Adopting Fund for the calendar year in which such birthday occurs. In
   addition, an amount equal to 8.50% of any amounts credited under the
   preceding statement during prior years is added to each Eligible Trustee's
   account. The rights of any Participant to benefits under the Retirement Plan
   shall be an unsecured claim against the assets of the Adopting Funds. An
   Eligible Trustee may receive any benefits payable under the Retirement Plan,
   at his or her election, either in one lump sum or in up to 15 annual
   installments. Any undistributed amounts shall continue to accrue interest at
   8.50%.

   Effective December 3, 2008, the Retirement Plan was amended to, among other
   things, (1) freeze the Retirement Plan as to future accruals for active
   Participants as of December 31, 2008, (2) prohibit Disinterested Trustees
   from first becoming participants in the Retirement Plan after December 31,
   2008 and (3) permit active Participants to elect to receive a distribution
   of their entire Retirement Plan account balance in 2009. The freeze on
   future accruals does not apply to Participants that have commenced receiving
   benefits under the Retirement Plan on or before December 31, 2008.

                                                                          35






        SUNAMERICA EQUITY FUNDS
        NOTES TO FINANCIAL STATEMENTS -- SEPTEMBER 30, 2013 -- (CONTINUED)


   The following amounts for the Retirement Plan Liabilities are included in
   the Trustees' fees and expenses payable line on the Statement of Assets and
   Liabilities and the amounts for the Retirement Plan Expenses are included in
   the Trustees' fees and expenses line on the Statement of Operations.



                                      RETIREMENT RETIREMENT RETIREMENT
                                         PLAN       PLAN       PLAN
                                      LIABILITY   EXPENSE    PAYMENTS
                                      ---------- ---------- ----------
FUND                                      AS OF SEPTEMBER 30, 2013
----                                  --------------------------------
                                                   
International Dividend Strategy Fund.   $1,299      $50       $  908
Value Fund...........................    2,315       78        1,627


Note 11. Investment Concentration

   Some of the Funds may invest internationally, including in "emerging market"
   countries. Emerging market securities involve risks not typically associated
   with investing in securities of issuers in more developed markets. The
   markets of emerging market countries are typically more volatile and
   potentially less liquid than more developed markets. Emerging market
   countries may have relatively unstable government and may present the risk
   of nationalization of businesses, expropriation, confiscatory taxation or,
   in certain instances, reversion to closed market, centrally planned
   economies. These securities may be denominated in currencies other than U.S.
   dollars. While investing internationally may reduce portfolio risk by
   increasing the diversification of portfolio investments, the value of the
   investment may be affected by fluctuating currency values, changing local
   and regional economic, political and social conditions, and greater market
   volatility. In addition, because the Japan Fund concentrates its investments
   in Japan, the Fund's performance is expected to be closely tied to social,
   political and economic conditions of that country. These risks are primary
   risks of the International Dividend Strategy Fund and the Japan Fund. At
   September 30, 2013, the International Dividend Strategy Fund had 17.4% of
   its net assets invested in equity securities domiciled in Brazil, while the
   Japan Fund had 96.9% of its net assets invested in equity securities
   domiciled in Japan.

Note 12. Subsequent Events

   At a meeting of the Board held on July 18, 2013 (the "July 18 Meeting"), the
   Board approved, subject to shareholder approval, a proposed Agreement and
   Plan of Reorganization (the "Plan of Reorganization") pursuant to which the
   Value Fund would transfer all of its assets to the SunAmerica Focused Alpha
   Large-Cap Fund (the "Alpha Large-Cap Fund"), a series of SunAmerica
   Specialty Series, in exchange solely for the assumption of the Value Fund's
   liabilities by the Alpha Large-Cap Fund and Class A, Class C and Class W
   shares of the Alpha Large-Cap Fund, which shares will be distributed by the
   Value Fund to the holders of its shares in complete liquidation thereof (the
   "Alpha Large-Cap Reorganization"). At a special meeting of shareholders of
   the Value Fund on October 10, 2013, shareholders approved the Alpha
   Large-Cap Reorganization and the voting results will be provided in the
   Fund's next shareholder report. The closing of the Alpha Large-Cap
   Reorganization occurred on October 28, 2013.

36






        SUNAMERICA EQUITY FUNDS
        REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees and Shareholders of SunAmerica Equity Funds:

In our opinion, the accompanying statements of assets and liabilities,
including the portfolios of investments, and the related statements of
operations and of changes in net assets and the financial highlights present
fairly, in all material respects, the financial position each of the three
funds constituting SunAmerica Equity Funds (the "Trust") at September 30, 2013,
the results of each of their operations for the year then ended, the changes in
each of their net assets for each of the two years in the period then ended and
the financial highlights for each of the five years in the period then ended,
in conformity with accounting principles generally accepted in the United
States of America. These financial statements and financial highlights
(hereafter referred to as "financial statements") are the responsibility of the
Trust's management; our responsibility is to express an opinion on these
financial statements based on our audits. We conducted our audits of these
financial statements in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we
plan and perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, and evaluating the overall financial
statement presentation. We believe that our audits, which included confirmation
of securities at September 30, 2013 by correspondence with the custodian and
brokers, and the application of alternative auditing procedures where
securities purchased had not been received, provide a reasonable basis for our
opinion.

As discussed in Note 12 to the financial statements, on October 25, 2013, the
Value Fund was reorganized into SunAmerica Focused Alpha Large-Cap Fund, a
series of SunAmerica Specialty Series.

PricewaterhouseCoopers LLP

Houston, Texas
November 25, 2013

                                                                          37






        SUNAMERICA EQUITY FUNDS
        APPROVAL OF ADVISORY AGREEMENTS -- SEPTEMBER 30, 2013 -- (UNAUDITED)

APPROVAL OF THE INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT AND SUBADVISORY
AGREEMENT

The Board of Trustees (the "Board," the members of which are referred to as
"Trustees") of SunAmerica Equity Funds (the "Trust"), including the Trustees
who are not "interested persons," as defined in Section 2(a)(19) of the
Investment Company Act of 1940, as amended (the "1940 Act"), of the Trust or
its separate series (each a "Fund" and collectively, the "Funds"), SunAmerica
Asset Management Corp. ("SunAmerica") or Wellington Management Company, LLP ("
the "Subadviser") (the "Disinterested Trustees"), approved the continuation of
the Investment Advisory and Management Agreement between the Trust, on behalf
of the Funds, and SunAmerica (the "Advisory Agreement") for a one-year period
ending June 30, 2014 at an in-person meeting held on June 4-5, 2013 (the
"Meeting"). The Trust currently consists of three separate Funds, including the
SunAmerica International Dividend Strategy Fund ("International Dividend
Strategy Fund"), SunAmerica Japan Fund ("Japan Fund"), and SunAmerica Value
Fund ("Value Fund"). At the Meeting, the Board, including the Disinterested
Trustees, also approved the continuation of the Subadvisory Agreement between
SunAmerica and the Subadviser with respect to the Japan Fund for a one-year
period ending June 30, 2014 (the "Subadvisory Agreement," and together with the
Advisory Agreement, the "Agreements").

In accordance with Section 15(c) of the 1940 Act, the Board requested, and
SunAmerica and the Subadviser provided, materials relating to the Board's
consideration of whether to approve the continuation of the Agreements. These
materials included, among other things, (a) a summary of the services provided
to the Funds by SunAmerica and its affiliates, and by the Subadviser; (b)
information independently compiled and prepared by Lipper, Inc. ("Lipper") on
fees and expenses of the Funds, and the investment performance of the Funds as
compared with a peer group of funds, along with fee and performance data with
respect to the Funds and any other mutual funds or other accounts advised or
subadvised by SunAmerica or the Subadviser with similar investment objectives
and/or strategies, as applicable; (c) information on the profitability of
SunAmerica, and its affiliates, and a discussion relating to indirect benefits;
(d) information relating to economies of scale; (e) information about
SunAmerica's general compliance policies and procedures and the services it
provides in connection with its oversight of subadvisers; (f) information about
SunAmerica's and the Subadviser's risk management process; (g) information
regarding brokerage and soft dollar practices; and (h) information about the
key personnel of SunAmerica and its affiliates, and the Subadviser, that are
involved in the investment management, administration, compliance and risk
management activities with respect to the Funds, as well as current and
projected staffing levels and compensation practices.

In determining whether to approve the continuation of the Agreements, the
Board, including Disinterested Trustees, considered at the Meeting, and from
time to time as appropriate, factors that it deemed relevant, including the
following information:

NATURE, EXTENT AND QUALITY OF SERVICES PROVIDED BY SUNAMERICA AND THE
SUBADVISER. The Board, including the Disinterested Trustees, considered the
nature, quality and extent of services provided by SunAmerica. The Board noted
that the services include acting as investment manager and adviser to the
Funds, managing the daily business affairs of the Funds, and obtaining and
evaluating economic, statistical and financial information to formulate and
implement investment policies. Additionally, the Board observed that SunAmerica
provides office space, bookkeeping, accounting, legal, and compliance, clerical
and administrative services and has authorized its officers and employees, if
elected, to serve as officers or trustees of the Trust without compensation.
Finally, the Board noted that SunAmerica is responsible for monitoring and
reviewing the activities of affiliated and unaffiliated third-party service
providers, including the Subadviser. In addition to the quality of the advisory
services provided by SunAmerica, the Board considered the quality of the
administrative and other services provided by SunAmerica to the Funds pursuant
to the Advisory Agreement.

In connection with the services provided by SunAmerica, the Board analyzed the
structure and duties of SunAmerica's fund administration, accounting,
operations, legal and compliance departments and concluded that they were
adequate to meet the needs of the Funds. The Board also reviewed the personnel
responsible for providing advisory services to the Funds and other key
personnel of SunAmerica, in addition to current and projected staffing levels
and compensation practices. The Board further considered certain strategic
changes that SunAmerica intended to implement with respect to its investment
department, and concluded, based on their experience and interaction with
SunAmerica, that: (i) SunAmerica would continue to be able to retain quality
investment and other personnel; (ii) SunAmerica has exhibited a high level of
diligence and attention to detail in carrying out its advisory and other
responsibilities under the Advisory Agreement; (iii) SunAmerica has been
responsive to requests of the Board; and (iv) SunAmerica has kept the Board
apprised of developments relating to the Funds and the industry in general. The
Board concluded that the nature and extent of services provided under the
Advisory Agreement were reasonable and appropriate in relation to the
management fee and that the quality of services continues to be high.

38






        SUNAMERICA EQUITY FUNDS
        APPROVAL OF ADVISORY AGREEMENTS -- SEPTEMBER 30, 2013 -- (UNAUDITED)
        (CONTINUED)


The Board also considered SunAmerica's reputation and long-standing
relationship with the Funds and considered the benefit to shareholders of
investing in funds that are part of a family of funds offering a variety of
types of mutual funds and shareholder services. The Board considered
SunAmerica's experience in providing management and investment advisory and
administrative services to advisory clients and noted that as of March 31,
2013, SunAmerica managed, advised and/or administered approximately $54.8
billion in assets. In addition, the Board considered SunAmerica's code of
ethics and its commitment to compliance generally and with respect to its
management and administration of the Funds. The Board also considered
SunAmerica's risk management process. The Board further observed that
SunAmerica has developed internal procedures for monitoring compliance with the
investment objectives, policies and restrictions of the Funds as set forth in
the Funds' prospectus. The Board also reviewed SunAmerica's compliance and
regulatory history and noted that there were no material legal, regulatory or
compliance issues that would potentially impact SunAmerica from effectively
serving as the investment adviser to the Funds.

The Board also considered the nature, quality and extent of services provided
by the Subadviser with respect to the Japan Fund. The Board observed that the
Subadviser is responsible for providing day-to-day investment management
services, including investment research, advice and supervision, and
determining which securities will be purchased or sold by the Japan Fund,
subject to the oversight and review of SunAmerica. The Board reviewed the
Subadviser's history, structure, size, visibility and resources, which are
needed to attract and retain highly qualified investment professionals. The
Board reviewed the personnel that are responsible for providing subadvisory
services to the Funds and other key personnel of the Subadviser, in addition to
current and projected staffing levels and compensation practices, and
concluded, based on its experience with the Subadviser, that the Subadviser:
(i) has been able to retain high quality portfolio managers and other
investment personnel; (ii) has exhibited a high level of diligence and
attention to detail in carrying out its responsibilities under the Subadvisory
Agreement; and (iii) has been responsive to requests of the Board and of
SunAmerica. In addition, the Board considered the Subadviser's code of ethics
and its risk management process. The Board further observed that the Subadviser
has developed internal policies and procedures for monitoring compliance with
the investment objectives, policies and restrictions of the Funds as set forth
in the Funds' prospectus. The Board also reviewed the Subadviser's compliance
and regulatory history and noted that there were no material legal, regulatory
or compliance issues that would potentially impact the Subadviser from
effectively serving as a subadviser to the Fund. The Board concluded that the
nature and extent of services provided by the Subadviser under the Subadvisory
Agreement were reasonable and appropriate in relation to the subadvisory fees
and that the quality of services continues to be high.

INVESTMENT PERFORMANCE. The Board, including the Disinterested Trustees, also
considered the investment performance of SunAmerica and the Subadviser with
respect to the Funds, as applicable. In connection with its review, the Board
received and reviewed information regarding the investment performance of the
Funds as compared to each Fund's peer group ("Peer Group") and/or peer universe
("Peer Universe") as independently determined by Lipper and to an appropriate
index or combination of indices, including the Funds' benchmarks. The Board was
provided with a description of the methodology used by Lipper to select the
funds in the Peer Groups and Peer Universes.

It was noted that performance information was for the periods ended March 31,
2013. The Board also noted that it regularly reviews the performance of the
Funds throughout the year. The Board further noted that, while it monitors
performance of the Funds closely, it generally attaches more importance to
performance over relatively long periods of time, typically three to five years.

Value Fund. The Board considered that the Fund's performance was below the
median of its Peer Group and Peer Universe for the one-, three-, and five-year
periods. The Board also considered that the Fund underperformed its Lipper
Index for the one-, three-, and five-year periods. The Board noted management's
discussion of the Fund's performance, including management's continued
monitoring of the Fund's performance, and also considered that management had
provided the Board with information regarding certain strategic options that
were under consideration by management with respect to the Fund in order to
address these performance concerns. The Board concluded that the Fund's
performance was being addressed.

International Dividend Strategy Fund. The Board considered that the Fund's
performance was below the median of its Peer Group and Peer Universe for the
one-, three- and five-year periods. The Board noted management's discussion of
the Fund's performance, including the fact that SunAmerica had assumed
day-to-day management of the Fund in July 2012 and that, in connection with
this change, the Fund changed its name and certain other changes were made to
the Fund's investment goal, principal investment strategy and principal
investment techniques, and that performance prior to July 2012 does not reflect
that of the Fund's current strategy. The Board concluded that the Fund's
performance was being addressed.

                                                                          39






        SUNAMERICA EQUITY FUNDS
        APPROVAL OF ADVISORY AGREEMENTS -- SEPTEMBER 30, 2013 -- (UNAUDITED)
        (CONTINUED)


Japan Fund. The Board considered that the Fund's performance was below the
median of its Peer Group and Peer Universe for the one-year period. The Board
also considered that the Fund underperformed its Lipper Index for the one-year
period. The Board further considered that effective January 27, 2012, the name
of the Fund was changed from the SunAmerica International Small-Cap Fund to the
SunAmerica Japan Fund; certain of the Fund's principal investment strategies
and techniques were also changed, and the Subadviser was appointed as the
subadviser to the Fund. The Board also noted that, due to the short period of
time since the implementation of such changes, it was not yet possible to fully
evaluate the Fund's performance within the Lipper classification, however, the
Board did note management's discussion of the Fund's performance, including
that such performance had improved recently.

While the Board noted its concern with respect to the performance of the Funds,
it also considered that management had provided the Board with information
regarding certain strategic options that were under consideration by management
with respect to the Value Fund, and further considered the strategy and manager
changes that had been made to the International Dividend Strategy Fund and the
Japan Fund in July 2012 and January 2012, respectively. Accordingly, the Board
observed that appropriate resources were being dedicated to the Funds to
address these performance concerns. The Board also noted that it would continue
to evaluate each Fund's performance, including in connection with the strategy
and manager changes.

CONSIDERATION OF THE MANAGEMENT FEES AND SUBADVISORY FEES AND THE COST OF THE
SERVICES AND PROFITS TO BE REALIZED BY SUNAMERICA, THE SUBADVISER AND THEIR
AFFILIATES FROM THE RELATIONSHIP WITH THE FUNDS. The Board, including the
Disinterested Trustees, received and reviewed information regarding the fees to
be paid by the Funds to SunAmerica pursuant to the Advisory Agreement and the
fees paid by SunAmerica to the Subadviser pursuant to the Subadvisory
Agreement. The Board examined this information in order to determine the
reasonableness of the fees in light of the nature and quality of services to be
provided and any potential additional benefits to be received by SunAmerica,
the Subadviser or their affiliates in connection with providing such services
to the Funds.

To assist in analyzing the reasonableness of the management fee for each of the
Funds, the Board received reports independently prepared by Lipper. The reports
showed comparative fee information for each Fund's Peer Group and/or Peer
Universe as determined by Lipper, including rankings within each category. In
considering the reasonableness of the management fee to be paid by each Fund to
SunAmerica, the Board reviewed a number of expense comparisons, including: (i)
contractual and actual management fees; and (ii) actual total operating
expenses. With respect to the International Dividend Strategy Fund's management
fee, the Board further considered that SunAmerica has contractually agreed to
waive 0.05% of its management fee upon the effective date of the strategy
changes to the Fund through January 31, 2014. In considering each Fund's total
operating expenses, the Board analyzed the level of fee waivers and expense
reimbursements and the net expense caps contractually agreed upon by SunAmerica
with respect to the Funds. The Board further considered that, unlike the funds
in the Peer Group and Peer Universe, the fee waivers and/or reimbursements
being made by SunAmerica with respect to the Funds are only reflected in the
total expenses category of the Lipper reports, rather than also being reflected
as specific management fee waivers in the actual management fees category of
the Lipper reports. As a result, the Board took into account that the actual
management fees presented by Lipper for the funds in the Peer Group and Peer
Universe may appear lower on a relative basis. The Board also considered the
various expense components of the Funds and compared each Fund's net expense
ratio (taking into account the contractual fee caps) to those of other funds
within its Peer Group and/or Peer Universe as a guide to help assess the
reasonableness of the Fund's management fee. The Board acknowledged that it was
difficult to make precise comparisons with other funds in the Peer Groups and
Peer Universes since the exact nature of services provided under the various
fund agreements is often not apparent. The Board noted, however, that the
comparative fee information provided by Lipper as a whole was useful in
assessing whether SunAmerica was providing services at a cost that was
competitive with other, similar funds.

The Board also considered the management fees received by SunAmerica with
respect to other mutual funds and accounts with similar investment strategies
to the Funds, to the extent applicable. The Board noted that the mutual funds
identified as similar to the Value Fund are sold only in the variable annuity
market and, accordingly, are in a different Lipper classification, with a peer
group consisting of funds underlying variable insurance products. The Board
further noted that SunAmerica serves as subadviser to certain of these similar
mutual funds and observed that the services SunAmerica provides as subadviser
are much more limited in scope than in its role as investment manager and
adviser to the Fund. The Board then noted the management fees paid by the Funds
were reasonable as compared to the fees SunAmerica was receiving from other
mutual funds and accounts for which it serves as adviser or subadviser.

The Board also received and reviewed information regarding the fees paid by
SunAmerica to the Subadviser pursuant to the Subadvisory Agreement. To assist
in analyzing the reasonableness of the subadvisory fees, the Board received a
report independently

40






        SUNAMERICA EQUITY FUNDS
        APPROVAL OF ADVISORY AGREEMENTS -- SEPTEMBER 30, 2013 -- (UNAUDITED)
        (CONTINUED)

prepared by Lipper. The report showed comparative fee information of each
Portfolio's Peer Group and/or Peer Universe that the Board used as a guide to
help assess the reasonableness of the subadvisory fees. The Board noted that
the Peer Group/Universe information as a whole was useful in assessing whether
the Subadviser was providing services at a cost that was competitive with
other, similar funds. The Directors also considered that the subadvisory fees
are paid by SunAmerica out of its management fee and not by the Japan Fund, and
that subadvisory fees may vary widely within a Peer Group for various reasons,
including market pricing demands, existing relationships, experience and
success, and individual client needs. The Board further considered the amount
of subadvisory fees paid out by SunAmerica and the amount of the management
fees which it retained and determined that these amounts were reasonable in
light of the services performed by SunAmerica and the Subadviser, respectively.

The Board also considered fees received by the Subadviser with respect to other
mutual funds and accounts with similar investment strategies to the Japan Fund
for which it serves as subadviser, to the extent applicable. The Board noted in
particular that the similar accounts identified by the Subadviser were
institutional separate accounts, and the Subadviser highlighted certain
differences between these separate accounts and the Fund, including that these
separate accounts are subject to different investment limitations and
restrictions and do not experience daily cash flows in a manner similar to the
Fund. The Board then noted that the subadvisory fees paid by SunAmerica to the
Subadviser were reasonable as compared to fees the Subadviser receives for
other accounts for which it serves as subadviser.

Value Fund. The Board considered that the Fund's actual management fees were
above the median of its Peer Group and above the median of its Peer Universe.
The Board also considered that the Fund's total expenses were above the median
of its Peer Group and Peer Universe. The Board took into account management's
discussion of the Fund's expenses.

International Dividend Strategy Fund. The Board considered that the Fund's
actual management fees were above the median of its Peer Group and Peer
Universe. The Board also considered that the Fund's total expenses were above
the median of its Peer Group and Peer Universe. The Board took into account
management's discussion of the Fund's expenses and also considered that
SunAmerica had contractually agreed to waive 0.05% of its management fee
through January 31, 2014.

Japan Fund. The Board considered that the Fund's actual management fees were
above the median of its Peer Group and Peer Universe. The Board also considered
that the Fund's total expenses were above the median of its Peer Group and Peer
Universe. The Board took into account management's discussion of the Fund's
expenses, including the limited size of the Peer Group and Peer Universe.

PROFITABILITY. The Board also considered SunAmerica's profitability and the
benefits SunAmerica and its affiliates received from its relationship with the
Funds. The Board received and reviewed financial statements relating to
SunAmerica's financial condition and profitability with respect to the services
it provided the Funds and considered how profit margins could affect
SunAmerica's ability to attract and retain high quality investment
professionals and other key personnel. The Board was also provided with a
profitability analysis that detailed the revenues earned and the expenses
incurred by SunAmerica and its affiliates that provide services to the Funds on
a Fund by Fund basis. In particular, the Board considered the contractual fee
waivers and/or expense reimbursement agreed to by SunAmerica.

The Board considered the profitability of SunAmerica under the Advisory
Agreement, including the amount of management fees it retained after payment to
the Subadviser, and considered the profitability of SunAmerica's affiliates
under the Rule 12b-1 Plans, Service Agreements, and Administrative and
Shareholder Services Agreements. Additionally, the Board considered whether
SunAmerica and its affiliates received any indirect benefits from the
relationship with the Funds. Specifically, the Board observed that AIG Federal
Savings Bank, an affiliate of SunAmerica, serves as custodian with respect to
certain shareholder retirement accounts that are administered by SunAmerica and
receives a fee payable by the qualifying shareholders. The Board further
considered whether there were any collateral or "fall-out" benefits that
SunAmerica and its affiliates may derive as a result of their relationship with
the Funds. The Board noted that SunAmerica believes that any such benefits are
de minimis and do not impact the reasonableness of the management fees.

The Board also reviewed financial reports from the Subadviser and considered
whether the Subadviser had the financial resources necessary to attract and
retain high quality investment management personnel and to provide a high
quality of services.

                                                                          41






        SUNAMERICA EQUITY FUNDS
        APPROVAL OF ADVISORY AGREEMENTS -- SEPTEMBER 30, 2013 -- (UNAUDITED)
        (CONTINUED)


The Board concluded that SunAmerica and the Subadviser had the financial
resources necessary to perform their obligations under the Agreements and to
continue to provide the Funds with the high quality services that they had
provided in the past. The Board also concluded that the management fees and
subadvisory fees were reasonable in light of the factors discussed above.

ECONOMIES OF SCALE. The Board, including the Disinterested Trustees, considered
whether the shareholders would benefit from economies of scale and whether
there was potential for future realization of economies with respect to the
Funds. The Board considered that as a result of being part of the SunAmerica
fund complex, the Funds share common resources and may share certain expenses,
and if the size of the complex increases, each Fund could incur lower expenses
than they otherwise would achieve as stand-alone entities. The Board further
noted that SunAmerica has agreed to contractually cap the total annual
operating expenses of one or more classes of the Funds, at certain levels. The
Board observed that those expense caps benefited shareholders by keeping total
fees down even in the absence of breakpoints or economies of scale. The Board
concluded that the Funds' management fee structure was reasonable and that it
would continue to review fees in connection with the renewal of the Advisory
Agreement, including whether the implementation of breakpoints would be
appropriate in the future due to an increase in asset size or otherwise.

The Board did not review specific information regarding whether there have been
economies of scale with respect to the Subadviser's management of the Fund
because it regards that information as less relevant at the subadviser level.
Rather, the Board considered information regarding economies of scale in the
context of the renewal of the Advisory Agreement.

OTHER FACTORS. In consideration of the Agreements, the Board also received
information regarding SunAmerica's and the Subadviser's brokerage and soft
dollar practices. The Board considered that SunAmerica and the Subadviser are
responsible for decisions to buy and sell securities for the applicable Funds,
selection of broker-dealers and negotiation of commission rates. The Board also
noted that it receives reports from SunAmerica and from an independent third
party that include information on brokerage commissions and execution
throughout the year. The Board further considered the benefits SunAmerica and
the Subadviser derive from their soft dollar arrangements, including
arrangement under which brokers provide brokerage and/or research services to
SunAmerica and/or the Subadviser in return for allocating brokerage.

CONCLUSION. After a full and complete discussion, the Board approved the
Agreements, each for a one-year period ending June 30, 2014. Based upon their
evaluation of all these factors in their totality, the Board, including the
Disinterested Trustees, was satisfied that the terms of the Agreements were
fair and reasonable and in the best interests of the Funds and the Funds'
shareholders. In arriving at a decision to approve the Agreements, the Board
did not identify any single factor or group of factors as all-important or
controlling, but considered all factors together, and each Disinterested
Trustee may have attributed different weights to different factors. The
Disinterested Trustees were also assisted by the advice of independent counsel
in making this determination.

42






        SUNAMERICA EQUITY FUNDS
        TRUSTEE AND OFFICER INFORMATION -- SEPTEMBER 30, 2013 -- (UNAUDITED)

The following table contains basic information regarding the Trustees and
Officers that oversee operations of the Funds and other investment companies
within the Fund complex.



                                                                                     NUMBER OF
                        POSITION       TERM OF                                     PORTFOLIOS IN
        NAME,           HELD WITH    OFFICE AND                                    FUND COMPLEX
     ADDRESS AND        SUNAMERICA    LENGTH OF         PRINCIPAL OCCUPATIONS       OVERSEEN BY       OTHER DIRECTORSHIPS
         AGE*            COMPLEX    TIME SERVED(4)      DURING PAST 5 YEARS         TRUSTEE(1)        HELD BY TRUSTEE(2)
----------------------- ----------  --------------  ------------------------------ ------------- ------------------------------
                                                                                  
DISINTERESTED TRUSTEES

Dr. Judith L. Craven    Trustee     2001-present    Retired.                            76       Director, Belo Corp. (1992 to
Age: 67                                                                                          present); Director, Sysco
                                                                                                 Corp. (1996 to present);
                                                                                                 Director, Luby's, Inc. (1998
                                                                                                 to present).

William F. Devin        Trustee     2001-present    Retired.                            76       None
Age: 74

Richard W. Grant        Trustee     2011-present    Retired. Prior to that,             28       None
Age: 67                 Chairman                    Attorney and partner at
                        of the                      Morgan Lewis & Bockius
                        Board                       LLP (1989 to 2011).

Stephen J. Gutman       Trustee     1985-present    Vice President and Associate        28       None
Age: 70                                             Broker, Corcoran Group (real
                                                    estate) (2002 to present);
                                                    President and Member of
                                                    Managing Directors, Beau
                                                    Brummell Soho LLC
                                                    (licensing of menswear
                                                    specialty retailing and other
                                                    activities) (1995 to 2009).
                                                    President, SJG Marketing
                                                    Inc. (2009 to present).

William J. Shea         Trustee     2004-present    Executive Chairman, Caliber,        28       Director, Boston Private
Age: 65                                             Inc. (formerly Lucid, Inc.),                 Financial Holdings (2004 to
                                                    (medical devices) (2007 to                   present); Chairman, Demoulas
                                                    present); Managing Partner,                  Supermarkets (1999-present).
                                                    DLB Capital, LLC (private
                                                    equity) (2006 to 2007).


                                                                          43






        SUNAMERICA EQUITY FUNDS
        TRUSTEE AND OFFICER INFORMATION -- SEPTEMBER 30, 2013 -- (UNAUDITED)
        (CONTINUED)



                                                                                 NUMBER OF
                     POSITION       TERM OF                                    PORTFOLIOS IN
      NAME,          HELD WITH    OFFICE AND                                   FUND COMPLEX
    ADDRESS AND      SUNAMERICA    LENGTH OF        PRINCIPAL OCCUPATIONS       OVERSEEN BY  OTHER DIRECTORSHIPS
       AGE*           COMPLEX    TIME SERVED(4)      DURING PAST 5 YEARS        TRUSTEE(1)   HELD BY TRUSTEE(2)
-------------------- ----------- --------------  ----------------------------- ------------- -------------------
                                                                              
INTERESTED TRUSTEE

Peter A. Harbeck(3)  Trustee     1995-present    President, CEO and                 76       None
Age: 59                                          Director, SunAmerica.
                                                 (1995 to present); Director,
                                                 SunAmerica Capital
                                                 Services, Inc. ("SACS")
                                                 (1993 to present).

OFFICERS

John T. Genoy        President   2007-present    Chief Financial Officer,           N/A      N/A
Age: 45                                          SunAmerica (2002 to
                                                 present); Senior Vice
                                                 President, SunAmerica
                                                 (2003 to present); Chief
                                                 Operating Officer,
                                                 SunAmerica (2006
                                                 to present).

Donna M. Handel      Treasurer   2002-present    Senior Vice President,             N/A      N/A
Age: 47                                          SunAmerica (2004 to
                                                 present).

Gregory N. Bressler  Secretary   2005-present    Senior Vice President and          N/A      N/A
Age: 47              and Chief                   General Counsel,
                     Legal                       SunAmerica (2005 to
                     Officer                     present).

James Nichols        Vice        2006-present    Director, President and            N/A      N/A
Age: 47              President                   CEO, SACS (2006 to
                                                 present); Senior Vice
                                                 President, SunAmerica
                                                 (2002 to present).

Katherine Stoner     Vice        2011-present    Vice President, SunAmerica         N/A      N/A
Age: 56              President                   (2011 to present). Vice
                     and                         President, The Variable
                     Chief                       Annuity Life Insurance
                     Compliance                  Company ("VALIC") and
                     Officer                     Western National Life
                     ("CCO")                     Insurance Company
                                                 ("WNL") and American
                                                 General Distributors, Inc.
                                                 (2006-present); Deputy
                                                 General Counsel and
                                                 Secretary, VALIC and WNL
                                                 (2007-2011); Vice
                                                 President, VALIC Financial
                                                 Advisors, Inc. and VALIC
                                                 Retirement Services
                                                 Company (2010-present).


44






        SUNAMERICA EQUITY FUNDS
        TRUSTEE AND OFFICER INFORMATION -- SEPTEMBER 30, 2013 -- (UNAUDITED)
        (CONTINUED)



                                                                                NUMBER OF
                      POSITION       TERM OF                                  PORTFOLIOS IN
       NAME,          HELD WITH    OFFICE AND                                 FUND COMPLEX
    ADDRESS AND       SUNAMERICA    LENGTH OF       PRINCIPAL OCCUPATIONS      OVERSEEN BY  OTHER DIRECTORSHIPS
        AGE*           COMPLEX    TIME SERVED(4)     DURING PAST 5 YEARS       TRUSTEE(1)   HELD BY TRUSTEE(2)
--------------------- ----------- --------------  --------------------------- ------------- -------------------
                                                                             
Nori L. Gabert        Vice        2002-present    Vice President and Deputy        N/A      N/A
Age: 60               President                   General Counsel,
                      and                         SunAmerica (2005 to
                      Assistant                   present).
                      Secretary

Timothy Pettee        Vice        2004-present    Chief Investment Officer,        N/A      N/A
Age: 55               President                   SunAmerica (2003 to
                                                  present).

Gregory R. Kingston   Vice        2002-present    Vice President, SunAmerica       N/A      N/A
Age: 47               President                   (2001 to present).
                      and
                      Assistant
                      Treasurer

Matthew J. Hackethal  Anti-       2006-present    Chief Compliance Officer,        N/A      N/A
Age: 41               Money                       SunAmerica (2006 to
                      Laundering                  present).
                      Compliance
                      Officer

--------
*  The business address for each Trustee is the Harborside Financial Center,
   3200 Plaza 5, Jersey City, NJ 07311-4992.
(1)The "Fund Complex" means two or more registered investment companies that
   hold themselves out to investors as related companies for purposes of
   investment services or have a common investment adviser or an investment
   adviser that is an affiliated person of the Adviser. The "Fund Complex"
   includes the Trust (3 funds), SunAmerica Money Market Funds Inc. (1 fund),
   SunAmerica Income Funds (4 funds), SunAmerica Series, Inc. (5 portfolios),
   Anchor Series Trust (8 portfolios), SunAmerica Senior Floating Rate Fund,
   Inc. (1 fund), SunAmerica Series Trust (38 portfolios), VALIC Company I
   (34 portfolios), VALIC Company II (15 funds), Seasons Series Trust (21
   portfolios) and SunAmerica Specialty Series (6 portfolios).
(2)Directorships of companies required to report to the SEC under the
   Securities Exchange Act of 1934 (i.e., "public companies") or other
   investment companies registered under the 1940 Act.
(3)Interested Trustee, as defined within the 1940 Act, because he is an officer
   and a director of the Adviser and a director of the principal underwriter of
   the Trust.
(4)Trustees serve until their successors are duly elected and qualified,
   subject to the Trustee's Retirement Plan as discussed in Note 10 of the
   financial statements. Each officer will hold office for an indefinite term,
   until the date he or she resigns or retires or until his/her successor is
   duly elected and qualifies.

Additional information concerning the Trustees is contained in the Statement of
Additional Information which is available, without charge, by calling (800)
858-8850.

                                                                          45





        SUNAMERICA EQUITY FUNDS
        SHAREHOLDER TAX INFORMATION -- (UNAUDITED)

Certain tax information regarding the SunAmerica Equity Funds is required to be
provided to the shareholders based upon each Fund's income and distributions
for the taxable year ended September 30, 2013. The information and
distributions reported herein may differ from the information and distributions
taxable to the shareholders for the calendar year ending December 31, 2013. The
information necessary to complete your tax returns will be included with your
Form 1099-DIV to be received under separate cover in early 2014.

During the year ended September 30, 2013, the Portfolios paid the following
long-term capital gains dividends along with the percentage of ordinary income
dividends that qualified for the 70% dividends received deduction for
corporations:



                                             NET LONG-   QUALIFYING % FOR THE
                                               TERM         70% DIVIDENDS
  FUND                                     CAPITAL GAINS RECEIVED DEDUCTIONS
  ----                                     ------------- --------------------
                                                   
  International Dividend Strategy Class A.      $--               0.01 %
  International Dividend Strategy Class B.       --               0.01
  International Dividend Strategy Class C.       --               0.01
  International Dividend Strategy Class I.       --               0.01
  Value Class A...........................       --             100.00
  Value Class B...........................       --             100.00
  Value Class C...........................       --             100.00
  Japan Class A...........................       --                 --
  Japan Class B...........................       --                 --
  Japan Class C...........................       --                 --


The International Dividend Strategy Fund and Japan Fund intend to make an
election under Internal Revenue Code Section 853 to pass through foreign taxes
paid by the Fund to its shareholders. The total amount of foreign taxes passed
through to the shareholders for the fiscal year ended September 30, 2013 was
$682,651 and $33,086, respectively. The gross foreign source income for the
information reporting is $6,679,331 and $441,483, respectively.

For the year ended September 30, 2013, certain dividends paid by the following
funds may be subject to a maximum tax rate of 15%, as provided by the Jobs and
Growth Tax Relief Reconciliation Act of 2003. Of the distributions paid during
the fiscal year, the following represents the maximum amount that may be
considered qualified dividend income:



                  FUND                               INCOME
                  ----                             ----------
                                                
                  International Dividend Strategy. $4,117,355
                  Value...........................    786,209
                  Japan...........................    480,821


46






        SUNAMERICA EQUITY FUNDS
        COMPARISONS: FUNDS VS. INDICES -- (UNAUDITED)

As required by the Securities and Exchange Commission, the following graphs
compare the performance of a $10,000 investment in the SunAmerica Equity Funds'
portfolios to a similar investment in an index. Please note that "inception",
as used herein, reflects the date on which a specific class of shares commenced
operations. It is important to note that the SunAmerica Equity Funds are
professionally managed mutual funds, while the indices are not available for
investment and are unmanaged. The comparison is shown for illustrative purposes
only. The graphs present the performance of the largest class of that
particular Fund. The performance of the other classes will vary based upon the
difference in sales charges and fees assessed to shareholders of that class.

                                                                          47





        SUNAMERICA EQUITY FUNDS
        COMPARISONS: FUNDS VS. INDICES -- (UNAUDITED) (CONTINUED)

SUNAMERICA INTERNATIONAL DIVIDEND STRATEGY FUND

The SunAmerica International Dividend Strategy Fund Class A shares returned
9.24% (before maximum sales charge) for the 12-month period ended September 30,
2013. The Fund underperformed its benchmark, the MSCI ACWI ex-U.S. Index
(Net)*, which returned 16.48% during the same annual period.

The Fund produced solid positive absolute gains during the annual period but
regional and sector allocation and individual stock selection detracted from
its results relative to the MSCI ACWI ex-U.S. Index (Net), more than offsetting
the positive effect of the Fund's bias toward high dividend-yielding companies.

In terms of regional factors, the Fund's overweighted allocation to South
American equities detracted from relative results, particularly exposure to
Brazilian Utilities due to the Brazilian government's decision to regulate
profits. Security selection among Pacific Rim countries also hindered results.
Conversely, security selection in Europe proved effective, and individual stock
selection in the Middle East also helped, albeit more modestly. Having no
exposure in the Fund to Central Asia and Africa during the annual period
further boosted the Fund's results relative to the benchmark index.

From a sector perspective, having an overweighted allocation to Materials,
which was the worst performing sector in the benchmark index during the annual
period, hampered results most. To a lesser degree, having underweighted
allocations to Financials, which outpaced the benchmark index during the annual
period, and overweighted exposure to Utilities and Telecommunication Services,
which lagged the benchmark index during this same period, also hurt. Individual
stock selection within the Financials, Utilities, Materials and Information
Technology sectors also detracted from relative results as did having a
position in cash of approximately 3% of the Fund's total net assets during an
annual period when the equity market rallied strongly. Such detractors were
only partially offset by the positive contributions made by having an
underweighted allocation to the Energy sector, which was the second weakest
sector in the MSCI ACWI ex-U.S. Index (Net) during the annual period, and by
effective stock selection within the Consumer Discretionary, Consumer Staples,
Energy, Telecommunication Services and Industrials sectors.

Individual stock holdings that detracted most from Fund performance during the
annual period were Brazilian residential property developer Brookfield
Incorporacoes SA, Taiwan-based thin film transistor liquid crystal display
manufacturer E Ink Holdings, Inc., Brazilian electricity companies Eletropaulo
Metropolitana Eletricidade de Sao Paulo and Centrais Eletricas Brasileiras, and
Indonesian diversified mineral exploration and production company Indo
Tambangraya Megah Tbk PT. The top individual positive contributors to Fund
performance during the annual period were French television content producer
Societe Television Francaise 1, German television program producer
ProSiebenSat.1 Media AG, Greek lottery game organizer OPAP SA, Israeli
telecommunication services company Bezeq The Israeli Telecommunication Corp.,
Ltd. and Italian television content producer Mediaset SpA. We sold the Fund's
positions in E Ink Holdings, Inc. and Mediaset SpA by the end of the annual
period.

--------
Past performance is no guarantee of future results.

When investing internationally, the value of an investment may be affected by
fluctuation currency values, changing local and regional economic, political
and social conditions, and greater market volatility. In addition, foreign
securities may not be as liquid as domestic securities. Also, while the Fund
seeks to invest in a wide range of countries, volatility in a single country or
region in which the Fund invests a significant portion of its assets may affect
performance. In addition, the markets of emerging market countries are
typically more volatile and potentially less liquid than more developed
markets. Stocks of small-cap companies, and to a lesser extent, mid-cap
companies, may be more volatile than, and not as readily marketable as, those
of larger companies.

The Fund employs a Disciplined Strategy and will not deviate from its strategy
(except to the extent necessary to comply with federal tax laws or other
applicable laws). If the Fund is committed to a strategy that is unsuccessful,
the Fund will not meet its investment goal. Because the Fund will not use
certain techniques available to other mutual funds to reduce stock market
exposure, the Fund may be more susceptible to general market declines than
other mutual funds.

*The MSCI ACWI ex-U.S. Index (Net) is a free float-adjusted market
 capitalization index designed to measure the equity market performance of 44
 global developed and emerging markets, excluding the U.S. Net total return
 indices reinvest dividends after the deduction of withholding taxes, using
 (for international indices) a tax rate applicable to non-resident
 institutional investors who do not benefit from double taxation treaties.
 Indices are not managed and an investor cannot invest directly into an index.

The Fund's holdings are subject to change. Accordingly, securities listed may
or may not be a part of current portfolio construction.

48






        SUNAMERICA EQUITY FUNDS
        COMPARISONS: FUNDS VS. INDICES -- (UNAUDITED) (CONTINUED)

Over the past ten years, $10,000 invested in International Dividend Strategy
Fund Class A shares would be valued at $14,908. The same amount invested in
securities mirroring the performance of the MSCI ACWI ex-U.S. Index (Net) would
be valued at $23,174.

                             [CHART]

                International           MSCI All Country
              Dividend Strategy          World ex-U.S.
                 Class A/#/              Index (Net)**
              ------------------      ------------------
   9/30/2003       $9,428                 $10,000
  10/31/2003       10,043                  10,647
  11/30/2003       10,194                  10,878
  12/31/2003       11,008                  11,708
   1/31/2004       11,062                  11,894
   2/29/2004       11,105                  12,194
   3/31/2004       11,224                  12,265
   4/30/2004       10,868                  11,874
   5/31/2004       10,835                  11,902
   6/30/2004       11,105                  12,155
   7/31/2004       10,673                  11,798
   8/31/2004       10,770                  11,890
   9/30/2004       11,019                  12,270
  10/31/2004       11,440                  12,696
  11/30/2004       12,153                  13,574
  12/31/2004       12,726                  14,155
   1/31/2005       12,521                  13,910
   2/28/2005       13,115                  14,592
   3/31/2005       12,737                  14,191
   4/30/2005       12,553                  13,827
   5/31/2005       12,564                  13,900
   6/30/2005       12,737                  14,156
   7/31/2005       13,201                  14,676
   8/31/2005       13,730                  15,047
   9/30/2005       14,087                  15,820
  10/31/2005       13,741                  15,243
  11/30/2005       14,163                  15,752
  12/31/2005       15,232                  16,508
   1/31/2006       16,356                  17,657
   2/28/2006       16,086                  17,602
   3/31/2006       16,636                  18,106
   4/30/2006       17,641                  19,028
   5/31/2006       16,961                  18,132
   6/30/2006       16,712                  18,106
   7/31/2006       16,831                  18,287
   8/31/2006       17,198                  18,800
   9/30/2006       17,123                  18,808
  10/31/2006       17,609                  19,572
  11/30/2006       18,095                  20,278
  12/31/2006       18,570                  20,908
   1/31/2007       18,711                  20,983
   2/28/2007       18,657                  21,108
   3/31/2007       19,132                  21,693
   4/30/2007       19,748                  22,682
   5/31/2007       20,158                  23,278
   6/30/2007       20,417                  23,468
   7/31/2007       20,147                  23,397
   8/31/2007       19,921                  23,032
   9/30/2007       21,390                  24,552
  10/31/2007       22,762                  25,920
  11/30/2007       21,487                  24,749
  12/31/2007       21,368                  24,389
   1/31/2008       18,995                  22,026
   2/29/2008       19,408                  22,657
   3/31/2008       19,255                  22,159
   4/30/2008       20,589                  23,500
   5/31/2008       20,978                  23,872
   6/30/2008       19,432                  21,910
   7/31/2008       18,464                  21,121
   8/31/2008       17,354                  20,133
   9/30/2008       14,686                  17,109
  10/31/2008       11,192                  13,342
  11/30/2008       10,483                  12,570
  12/31/2008       10,841                  13,286
   1/31/2009        9,736                  12,112
   2/28/2009        8,935                  10,982
   3/31/2009        9,457                  11,863
   4/30/2009       10,550                  13,480
   5/31/2009       12,152                  15,304
   6/30/2009       11,970                  15,136
   7/31/2009       12,990                  16,616
   8/31/2009       13,245                  17,231
   9/30/2009       14,058                  18,116
  10/31/2009       13,730                  17,891
  11/30/2009       14,374                  18,404
  12/31/2009       14,817                  18,793
   1/31/2010       13,767                  17,874
   2/28/2010       13,889                  17,875
   3/31/2010       14,927                  19,090
   4/30/2010       14,548                  18,923
   5/31/2010       12,864                  16,931
   6/30/2010       12,425                  16,714
   7/31/2010       13,486                  18,223
   8/31/2010       13,047                  17,723
   9/30/2010       14,451                  19,486
  10/31/2010       15,122                  20,149
  11/30/2010       14,377                  19,372
  12/31/2010       15,477                  20,889
   1/31/2011       15,648                  21,094
   2/28/2011       15,990                  21,650
   3/31/2011       16,063                  21,600
   4/30/2011       16,808                  22,655
   5/31/2011       16,380                  22,002
   6/30/2011       16,087                  21,683
   7/31/2011       15,868                  21,387
   8/31/2011       14,257                  19,554
   9/30/2011       12,548                  17,379
  10/31/2011       13,695                  19,209
  11/30/2011       13,268                  18,229
  12/31/2011       12,914                  18,025
   1/31/2012       13,917                  19,248
   2/29/2012       14,536                  20,330
   3/31/2012       14,437                  20,050
   4/30/2012       14,351                  19,734
   5/31/2012       12,729                  17,493
   6/30/2012       13,212                  18,525
   7/31/2012       12,865                  18,786
   8/31/2012       13,212                  19,179
   9/30/2012       13,648                  19,896
  10/31/2012       13,435                  19,973
  11/30/2012       13,473                  20,354
  12/31/2012       14,347                  21,059
   1/31/2013       14,792                  21,915
   2/28/2013       14,512                  21,683
   3/31/2013       14,041                  21,727
   4/30/2013       14,410                  22,525
   5/31/2013       13,749                  22,004
   6/30/2013       13,096                  21,050
   7/31/2013       13,768                  21,972
   8/31/2013       13,807                  21,669
   9/30/2013       14,908                  23,174




                        Class A            Class B           Class C++           Class I
                   ------------------ ------------------ ------------------ ------------------
 International     Average            Average            Average            Average
Dividend Strategy  Annual  Cumulative Annual  Cumulative Annual  Cumulative Annual  Cumulative
     Fund#         Return   Return+   Return   Return+   Return   Return+   Return   Return+
-----------------  ------- ---------- ------- ---------- ------- ---------- ------- ----------
                                                            
1 Year Return       2.92%     9.24%    4.65%     8.65%    7.56%     8.56%    9.41%     9.41%
----------------------------------------------------------------------------------------------
5 Year Return      -0.88%     1.51%   -0.74%    -1.81%   -0.37%    -1.82%    0.39%     1.97%
----------------------------------------------------------------------------------------------
10 Year Return      4.07%    58.13%    4.15%    50.12%    4.01%    48.14%    4.79%    59.59%
----------------------------------------------------------------------------------------------
Since Inception*    0.87%    22.75%    0.92%    16.69%    0.53%     9.14%    3.70%    53.97%
----------------------------------------------------------------------------------------------

+  Cumulative returns do not include sales load. If sales load had been
   included, the return would have been lower.
*  Inception date: Class A and Class B: 11/19/96; Class C: 03/06/97; Class I:
   11/16/01.
#  For the purposes of the graph, it has been assumed that the maximum sales
   charge of 5.75% of offering price, was deducted from the initial $10,000
   investment in the Fund. For purposes of the average annual returns in the
   table, it has been assumed that the maximum sales charge with respect to the
   Class A shares was deducted from the initial investment in the Fund and that
   the CDSCs with respect to the Class B and Class C shares have been deducted,
   as applicable.
++ Effective February 23, 2004, Class II shares were redesignated as Class C
   shares.

For the 12 month period ended September 30, 2013, the SunAmerica International
Dividend Strategy Class A returned 2.92% compared to 16.48% for the MSCI ACWI
ex-U.S. Index (Net). (The performance data and graph do not reflect the
deduction of taxes that a shareholder would pay on fund distributions or the
redemption of fund shares.)
--------
Performance data quoted represents past performance and is no guarantee of
future results. Maximum Sales Charge: Class A: 5.75%, Class B: 4.00% Contingent
Deferred Sales Charge (CDSC), Class C: 1.00% CDSC. The fund's daily net assets
values are not guaranteed and shares are not insured by the FDIC, the Federal
Reserve Board or any other agency. The investment return and principal value of
an investment will fluctuate so that an investor's shares, when redeemed, may
be higher or lower than the original cost. Current performance may be higher or
lower than that shown. Performance as of the most recent month end is available
at www.safunds.com.

** The MSCI ACWI ex-U.S. Index (Net) is a free float-adjusted market
   capitalization index designed to measure the equity market performance of
   44 global developed and emerging markets, excluding the U.S. Net total
   return indices reinvest dividends after the deduction of withholding taxes,
   using (for international indices) a tax rate applicable to non-resident
   institutional investors who do not benefit from double taxation treaties.
   Indices are not managed and an investor cannot invest directly into an index.

                                                                          49





        SUNAMERICA EQUITY FUNDS
        COMPARISONS: FUNDS VS. INDICES -- (UNAUDITED) (CONTINUED)

SUNAMERICA VALUE FUND

The SunAmerica Value Fund Class A shares returned 21.28% (before maximum sales
charge) for the 12-month period ended September 30, 2013. The Fund slightly
underperformed its benchmark, the Russell 1000(R) Value Index*, which returned
22.30% during the same annual period.

The Fund produced strong double-digit absolute gains, as U.S. large-cap
value-oriented equities modestly outpaced U.S. large-cap growth-oriented
equities during the annual period, as measured by the Russell 1000(R) Value
Index and Russell 1000(R) Growth Index, respectively.

The Fund's relative underperformance was driven primarily by holding an average
position in cash of approximately 5.8% of the Fund's total net assets during an
annual period when the U.S. equity market rallied strongly. Disappointing stock
selection, particularly within the Information Technology and Consumer
Discretionary sectors, further hindered relative results. Partially offsetting
these detractors was security selection in the Financials, Energy, Industrials
and Consumer Staples sectors, which contributed positively to the Fund's
results. A decision to have no exposure to the Utilities sector during the
annual period, which significantly lagged the Russell 1000(R) Value Index
during the annual period, also added value.

The biggest individual detractors from the Fund's performance during the annual
period were mobile communications provider NII Holdings, Inc., metals and
mining company Freeport-McMoRan Copper & Gold, Inc., specialty retail apparel
store operator Express, Inc., personal computer and related personal computing
and mobile communication devices giant Apple Inc. and oil and gas exploration
and production company Devon Energy Corp. Conversely, the top individual
contributors to Fund performance during the annual period were insurance
company MetLife, Inc., aerospace and defense company The Boeing Co.,
diversified banking institution Citigroup, Inc., insurance company The Hartford
Financial Services Group, Inc. and diversified banking institution JPMorgan
Chase & Co. We sold the Fund's positions in NII Holdings, Inc., Express, Inc.,
MetLife, Inc. and The Hartford Financial Services Group, Inc. by the end of the
annual period.


--------
Past performance is no guarantee of future results.

*The Russell 1000 Value Index measures the performance of those Russell 1000
 companies with lower price-to-book ratios and lower forecasted growth values.
 The Russell 1000 Index measures the performance of the large-cap segment of
 the U.S. equity universe. It includes approximately 1,000 of the largest
 securities based on a combination of their market cap and current index
 membership. Indices are not managed and an investor cannot invest directly
 into an index.

The Fund is actively managed and its holdings are subject to change.
Accordingly, securities listed may or may not be a part of current portfolio
construction.

50





        SUNAMERICA EQUITY FUNDS
        COMPARISONS: FUNDS VS. INDICES -- (UNAUDITED) (CONTINUED)

Over the past ten years, $10,000 invested in SunAmerica Value Fund Class A
shares would have increased to $16,926. The same amount invested in securities
mirroring the performance of the Russell 1000@ Value Index would be valued at
$21,562.

                                         [CHART]

                         Value Class A#        Russell 1000/a/Value Index
                       -----------------     ----------------------------
         9/30/2003          $9,423                     $10,000
        10/31/2003           9,714                      10,612
        11/30/2003           9,851                      10,756
        12/31/2003          10,485                      11,419
         1/31/2004          10,498                      11,620
         2/29/2004          10,710                      11,869
         3/31/2004          10,617                      11,765
         4/30/2004          10,617                      11,477
         5/31/2004          10,610                      11,594
         6/30/2004          10,885                      11,868
         7/31/2004          10,742                      11,701
         8/31/2004          10,854                      11,868
         9/30/2004          11,054                      12,052
        10/31/2004          11,254                      12,252
        11/30/2004          11,748                      12,871
        12/31/2004          12,132                      13,302
         1/31/2005          11,985                      13,066
         2/28/2005          12,286                      13,499
         3/31/2005          12,209                      13,314
         4/30/2005          12,006                      13,076
         5/31/2005          12,223                      13,390
         6/30/2005          12,272                      13,537
         7/31/2005          12,524                      13,929
         8/31/2005          12,468                      13,868
         9/30/2005          12,608                      14,063
        10/31/2005          12,335                      13,706
        11/30/2005          12,699                      14,154
        12/31/2005          12,647                      14,241
         1/31/2006          12,911                      14,794
         2/28/2006          13,016                      14,884
         3/31/2006          13,129                      15,086
         4/30/2006          13,438                      15,469
         5/31/2006          13,137                      15,078
         6/30/2006          13,235                      15,175
         7/31/2006          13,581                      15,544
         8/31/2006          13,769                      15,804
         9/30/2006          14,123                      16,119
        10/31/2006          14,538                      16,646
        11/30/2006          14,733                      17,026
        12/31/2006          15,094                      17,409
         1/31/2007          15,187                      17,631
         2/28/2007          14,857                      17,356
         3/31/2007          15,060                      17,625
         4/30/2007          15,678                      18,276
         5/31/2007          16,262                      18,935
         6/30/2007          15,991                      18,493
         7/31/2007          15,500                      17,638
         8/31/2007          15,872                      17,835
         9/30/2007          16,355                      18,448
        10/31/2007          16,313                      18,450
        11/30/2007          15,559                      17,548
        12/31/2007          15,449                      17,378
         1/31/2008          14,856                      16,682
         2/29/2008          14,182                      15,983
         3/31/2008          14,142                      15,863
         4/30/2008          14,584                      16,636
         5/31/2008          14,755                      16,610
         6/30/2008          13,378                      15,020
         7/31/2008          13,378                      14,966
         8/31/2008          13,700                      15,220
         9/30/2008          12,825                      14,102
        10/31/2008          10,835                      11,661
        11/30/2008          10,041                      10,825
        12/31/2008          10,153                      10,975
         1/31/2009           9,092                       9,713
         2/28/2009           7,939                       8,415
         3/31/2009           8,598                       9,135
         4/30/2009           9,226                      10,114
         5/31/2009           9,885                      10,739
         6/30/2009           9,844                      10,660
         7/31/2009          10,461                      11,532
         8/31/2009          10,873                      12,136
         9/30/2009          11,110                      12,604
        10/31/2009          10,863                      12,219
        11/30/2009          11,357                      12,907
        12/31/2009          11,371                      13,136
         1/31/2010          11,081                      12,766
         2/28/2010          11,320                      13,169
         3/31/2010          11,973                      14,027
         4/30/2010          12,087                      14,390
         5/31/2010          11,081                      13,207
         6/30/2010          10,553                      12,463
         7/31/2010          11,330                      13,307
         8/31/2010          10,718                      12,738
         9/30/2010          11,568                      13,726
        10/31/2010          11,900                      14,138
        11/30/2010          11,817                      14,063
        12/31/2010          12,740                      15,173
         1/31/2011          13,104                      15,516
         2/28/2011          13,542                      16,088
         3/31/2011          13,542                      16,152
         4/30/2011          13,854                      16,582
         5/31/2011          13,604                      16,407
         6/30/2011          13,281                      16,070
         7/31/2011          12,771                      15,537
         8/31/2011          11,875                      14,568
         9/30/2011          10,917                      13,467
        10/31/2011          12,208                      15,009
        11/30/2011          12,146                      14,931
        12/31/2011          12,322                      15,232
         1/31/2012          12,902                      15,808
         2/29/2012          13,429                      16,438
         3/31/2012          13,851                      16,925
         4/30/2012          13,671                      16,753
         5/31/2012          12,733                      15,770
         6/30/2012          13,197                      16,553
         7/31/2012          13,260                      16,725
         8/31/2012          13,566                      17,088
         9/30/2012          13,956                      17,630
        10/31/2012          13,956                      17,544
        11/30/2012          13,861                      17,536
        12/31/2012          14,077                      17,899
         1/31/2013          14,906                      19,062
         2/28/2013          14,927                      19,336
         3/31/2013          15,480                      20,102
         4/30/2013          15,916                      20,406
         5/31/2013          16,480                      20,929
         6/30/2013          16,267                      20,745
         7/31/2013          16,862                      21,865
         8/31/2013          16,490                      21,036
         9/30/2013          16,926                      21,562



                       Class A            Class B           Class C++
                  ------------------ ------------------ ------------------
   SunAmerica     Average            Average            Average
     Value        Annual  Cumulative Annual  Cumulative Annual  Cumulative
     Fund#        Return   Return+   Return   Return+   Return   Return+
----------------- ------- ---------- ------- ---------- ------- ----------
                                              
1 Year Return     14.29%    21.28%   16.35%    20.35%   19.41%    20.41%
--------------------------------------------------------------------------
5 Year Return      4.46%    31.97%    4.61%    27.27%    4.97%    27.47%
--------------------------------------------------------------------------
10 Year Return     5.40%    79.63%    5.47%    70.34%    5.32%    67.94%
--------------------------------------------------------------------------
Since Inception*   6.45%   204.55%    6.50%   189.35%    5.72%   151.28%
--------------------------------------------------------------------------

+  Cumulative returns do not include sales load. If sales load had been
   included, the return would have been lower.
*  Inception date: Class A and Class B: 11/19/96; Class C: 03/06/97;
#  For the purposes of the graph, it has been assumed that the maximum sales
   charge of 5.75% of offering price, was deducted from the initial $10,000
   investment in the Fund. For purposes of the average annual returns in the
   table, it has been assumed that the maximum sales charge with respect to the
   Class A shares was deducted from the initial investment in the Fund and that
   the CDSCs with respect to the Class B and Class C shares have been deducted,
   as applicable.
++ Effective February 23, 2004, Class II shares were redesignated as Class C
   shares.

For the 12 month period ended September 30, 2013, the SunAmerica Value Class A
returned 14.29% compared to 22.30% for the Russell 1000 Value Index. (The
performance data and graph do not reflect the deduction of taxes that a
shareholder would pay on fund distributions or the redemption of fund shares.)
--------
Performance data quoted represents past performance and is no guarantee of
future results. Maximum Sales Charge: Class A: 5.75%, Class B: 4.00% Contingent
Deferred Sales Charge (CDSC), Class C: 1.00% CDSC. The fund's daily net assets
values are not guaranteed and shares are not insured by the FDIC, the Federal
Reserve Board or any other agency. The investment return and principal value of
an investment will fluctuate so that an investor's shares, when redeemed, may
be higher or lower than the original cost. Current performance may be higher or
lower than that shown. Performance as of the most recent month end is available
at www.safunds.com.

** The Russell 1000 Value Index measures the performance of those Russell 1000
   companies with lower price-to-book ratios and lower forecasted growth
   values. The Russell 1000 Index measures the performance of the large-cap
   segment of the U.S. equity universe. It includes approximately 1,000 of the
   largest securities based on a combination of their market cap and current
   index membership. Indices are not managed and an investor cannot invest
   directly into an index.

                                                                          51





        SUNAMERICA EQUITY FUNDS
        COMPARISONS: FUNDS VS. INDICES -- (UNAUDITED) (CONTINUED)

SUNAMERICA JAPAN FUND

The SunAmerica Japan Fund Class A shares returned 29.54% (before maximum sales
charge) for the 12-month period ended September 30, 2013. The Fund slightly
lagged its benchmark, the MSCI Japan Index (Net)*, which returned 31.50% during
the same annual period.

The Fund produced strong double-digit absolute gains, as Japanese equities
rallied robustly during the annual period. Early in the annual period, housing
starts in Japan rebounded sharply to 25.2% on a year-over-year basis, partly
owing to earthquake-related rebuilding efforts. Investors also cheered the
election of Prime Minister Shinzo Abe in December 2012, as he vowed to pursue
aggressive monetary easing to end deflation and get the Japanese economy
growing again. Japanese equities continued to rise after Mr. Abe announced in
January 2013 a US$116 billion spending program aimed at reversing deflation and
fueling economic growth. Market participants applauded the late February 2013
nomination of former Asian Development Bank President Haruhiko Kuroda as
Japan's new central bank chief, a move that pointed to continued monetary
stimulus. During the second half of the annual period, annualized Gross
Domestic Product (GDP) growth in Japan appeared to indicate Abe's strategies
were generating favorable results. In addition, the yen's more than 20% decline
against the U.S. dollar improved the outlook for Japanese exporters. Toward the
end of the annual period, Japan's ruling party won a majority in its
parliament's upper house along with a mandate to continue to push economic
reforms. The outcome was considered a victory for Abe and his "Abenomics"
program, which helped support the Japanese equity market through the end of the
annual period.

The Fund's relative performance during the annual period was driven primarily
by sector allocation. An underweighted allocation to Financials, particularly
to banks and brokerage firms, which outpaced the MSCI Japan Index (Net), and
overweighted exposures to Energy and Information Technology, each of which
lagged the benchmark index, detracted from the Fund's relative results.
Partially offsetting these detractors were the positive contributions made by
the Fund's overweighted allocation to Consumer Discretionary, which
outperformed the MSCI Japan Index (Net), and its underweighted allocations to
Health Care and Telecommunication Services, which each lagged the benchmark
index during the annual period.

Security selection overall contributed positively to the Fund's relative
performance during the annual period. Individual security selection was
especially strong within the Industrials, Information Technology, Consumer
Staples and Financials sectors and was only partially offset by weaker
selection within the Consumer Discretionary, Health Care, Energy and Materials
sectors.

The top individual contributors to Fund performance during the annual period
were machine tools manufacturer Amada Co., Ltd., travel business company HIS
Co., Ltd. and system integrator Otsuka Corp. Shares of Amada Co., Ltd.
outperformed the MSCI Japan Index (Net) because the market expected a cyclical
recovery. We sold the Fund's position in Amada Co., Ltd. by the end of the
annual period, taking profits. HIS Co., Ltd. shares performed well, as the
company gained market share in both domestic and international travel. Shares
of Otsuka Corp., a new purchase for the Fund during the annual period, gained
strongly as the company gained market share and found new drivers of growth.

The individual stock that detracted from Fund performance most during the
annual period was auto manufacturer Toyota Industries Corp. Not owning
benchmark constituent Toyota Industries Corp. detracted, as the stock rose
sharply due to yen depreciation during the annual period. Holdings in auto
parts company TACHI-S Co., Ltd. and network integration company Net One Systems
Co., Ltd. also detracted from the Fund's performance during the annual period.
Shares of TACHI-S Co., Ltd. performed poorly due to its weak earnings guidance.
A newly established Fund position in Net One Systems Co., Ltd. disappointed on
the company's reduction in its fiscal year forecast, which weighed on the
company's share price.

--------
Past performance is no guarantee of future results.

When investing internationally, the value of your investment may be affected by
fluctuating currency values, changing local and regional economic, political
and social conditions, and greater market volatility. In addition, foreign
securities may not be as liquid as domestic securities. In addition, the Fund's
performance may be affected by the broader Asian region, which includes
emerging markets. Emerging markets are typically more volatile than more
developed markets. Stocks of small-cap companies, and to a lesser extent,
mid-cap companies, may be more volatile than, and not as readily marketable as,
those of larger companies.

Because the Fund concentrates its investments in Japan, the Fund's performance
is expected to be closely tied to social, political and economic conditions of
that country. As a result, the Fund is likely to be more volatile than more
geographically diverse international funds.

*The MSCI Japan Index (Net) is a free-float adjusted market capitalization
 weighted index that is designed to track the equity market performance of
 Japanese securities listed on Tokyo Stock Exchange, Osaka Stock Exchange,
 JASDAQ and Nagoya Stock Exchange. Net total return indices reinvest dividends
 after the deduction of withholding taxes, using (for international indices) a
 tax rate applicable to non-resident institutional investors who do not benefit
 from double taxation treaties. Indices are not managed and an investor cannot
 invest directly into an index.

The Fund is actively managed and its holdings are subject to change.
Accordingly, securities listed may or may not be a part of current portfolio
construction.

52






        SUNAMERICA EQUITY FUNDS
        COMPARISONS: FUNDS VS. INDICES -- (UNAUDITED) (CONTINUED)

Since the Fund's inception on May 2, 2006, $10,000 invested in SunAmerica Japan
Fund Class A shares would be valued at $8,241. The same amount invested in
securities mirroring the performance of the MSCI Japan Index (Net) would be
valued at $9,062.


                                    [CHART]

                   Japan
                 Class A/#/      MSCI Japan/a/
                 -----------  --------------------
      5/1/2006      $9,427         $10,000
     5/31/2006       8,650           9,175
     6/30/2006       8,431           9,073
     7/31/2006       8,213           9,023
     8/31/2006       8,311           9,158
     9/30/2006       8,333           9,008
    10/31/2006       8,673           9,165
    11/30/2006       8,959           9,230
    12/31/2006       9,336           9,459
     1/31/2007       9,578           9,539
     2/28/2007       9,608           9,923
     3/31/2007       9,970           9,792
     4/30/2007      10,294           9,601
     5/31/2007      10,558           9,758
     6/30/2007      10,596           9,729
     7/31/2007      10,603           9,713
     8/31/2007      10,181           9,428
     9/30/2007      10,558           9,645
    10/31/2007      10,988           9,608
    11/30/2007      10,113           9,432
    12/31/2007       9,712           9,059
     1/31/2008       8,675           8,645
     2/29/2008       8,896           8,704
     3/31/2008       8,980           8,351
     4/30/2008       9,163           8,958
     5/31/2008       9,422           9,183
     6/30/2008       8,743           8,557
     7/31/2008       8,195           8,266
     8/31/2008       7,569           7,937
     9/30/2008       6,357           7,047
    10/31/2008       4,711           6,005
    11/30/2008       4,513           5,931
    12/31/2008       4,811           6,413
     1/31/2009       4,559           5,977
     2/28/2009       4,178           5,237
     3/31/2009       4,308           5,347
     4/30/2009       4,628           5,861
     5/31/2009       5,253           6,465
     6/30/2009       5,322           6,579
     7/31/2009       5,825           6,860
     8/31/2009       5,985           7,130
     9/30/2009       6,359           7,007
    10/31/2009       6,283           6,832
    11/30/2009       6,435           6,762
    12/31/2009       6,507           6,814
     1/31/2010       6,349           6,943
     2/28/2010       6,325           7,021
     3/31/2010       6,649           7,371
     4/30/2010       6,783           7,360
     5/31/2010       6,033           6,765
     6/30/2010       6,049           6,629
     7/31/2010       6,649           6,865
     8/31/2010       6,460           6,708
     9/30/2010       7,186           7,015
    10/31/2010       7,463           7,158
    11/30/2010       7,257           7,309
    12/31/2010       7,874           7,865
     1/31/2011       7,801           7,875
     2/28/2011       7,915           8,235
     3/31/2011       7,972           7,478
     4/30/2011       8,329           7,505
     5/31/2011       8,134           7,383
     6/30/2011       8,037           7,491
     7/31/2011       7,923           7,757
     8/31/2011       7,103           7,126
     9/30/2011       6,275           7,009
    10/31/2011       6,697           6,992
    11/30/2011       6,519           6,683
    12/31/2011       6,362           6,738
     1/31/2012       6,650           7,043
     2/29/2012       6,838           7,398
     3/31/2012       6,918           7,497
     4/30/2012       6,858           7,258
     5/31/2012       6,034           6,610
     6/30/2012       6,392           6,950
     7/31/2012       6,302           6,784
     8/31/2012       6,372           6,735
     9/30/2012       6,362           6,891
    10/31/2012       6,292           6,762
    11/30/2012       6,421           6,923
    12/31/2012       6,603           7,289
     1/31/2013       6,847           7,557
     2/28/2013       6,959           7,759
     3/31/2013       7,254           8,137
     4/30/2013       7,905           8,851
     5/31/2013       7,396           8,350
     6/30/2013       7,753           8,496
     7/31/2013       7,803           8,547
     8/31/2013       7,620           8,363
     9/30/2013       8,241           9,062




                       Class A            Class B            Class C
                  ------------------ ------------------ ------------------
   SunAmerica     Average            Average            Average
     Japan        Annual  Cumulative Annual  Cumulative Annual  Cumulative
     Fund#        Return   Return+   Return   Return+   Return   Return+
----------------- ------- ---------- ------- ---------- ------- ----------
                                              
1 Year Return     22.11%    29.54%   24.54%    28.54%   27.58%    28.58%
--------------------------------------------------------------------------
5 Year Return      4.08%    29.63%    4.34%    25.56%    4.63%    25.40%
--------------------------------------------------------------------------
Since Inception*  -2.57%   -12.58%   -2.42%   -16.64%   -2.44%   -16.74%
--------------------------------------------------------------------------

+Cumulative returns do not include sales load. If sales load had been included,
 the return would have been lower.
*Inception date: Class A, Class B and Class C: 05/02/06.
#For the purposes of the graph, it has been assumed that the maximum sales
 charge of 5.75% of offering price, was deducted from the initial $10,000
 investment in the Fund. For purposes of the average annual returns in the
 table, it has been assumed that the maximum sales charge with respect to the
 Class A shares was deducted from the initial investment in the Fund and that
 the CDSCs with respect to the Class B and Class C shares have been deducted,
 as applicable.

For the 12 month period ended September 30, 2013, the SunAmerica Japan Class A
returned 22.11% compared to 31.50% for the MSCI Japan Index (Net). (The
performance data and graph do not reflect the deduction of taxes that a
shareholder would pay on fund distributions or the redemption of fund shares.)
--------
Performance data quoted represents past performance and is no guarantee of
future results. Maximum Sales Charge: Class A: 5.75%, Class B: 4.00% Contingent
Deferred Sales Charge (CDSC), Class C: 1.00% CDSC. The fund's daily net assets
values are not guaranteed and shares are not insured by the FDIC, the Federal
Reserve Board or any other agency. The investment return and principal value of
an investment will fluctuate so that an investor's shares, when redeemed, may
be higher or lower than the original cost. Current performance may be higher or
lower than that shown. Performance as of the most recent month end is available
at www.safunds.com.

@  The MSCI Japan Index (Net) is a free-float adjusted market capitalization
   weighted index that is designed to track the equity market performance of
   Japanese securities listed on Tokyo Stock Exchange, Osaka Stock Exchange,
   JASDAQ and Nagoya Stock Exchange. Net total return indices reinvest
   dividends after the deduction of withholding taxes, using (for international
   indices) a tax rate applicable to non-resident institutional investors who
   do not benefit from double taxation treaties. Indices are not managed and an
   investor cannot invest directly into an index.

                                                                          53








[LOGO]

HARBORSIDE FINANCIAL CENTER
3200 PLAZA 5
JERSEY CITY, NJ 07311-4992


                                                
TRUSTEES                   SHAREHOLDER SERVICING      This report is submitted
 Richard W. Grant          AGENT                      solely for the general
 Peter A. Harbeck           SunAmerica Fund           information of
 Dr. Judith L. Craven         Services, Inc.          shareholders of the
 William F. Devin           Harborside Financial      Funds. Distribution of
 Stephen J. Gutman            Center                  this report to persons
 William J. Shea            3200 Plaza 5              other than shareholders
                            Jersey City, NJ           of the Funds is
OFFICERS                      07311-4992              authorized only in
 John T. Genoy, President                             con-nection with a
   and Chief Executive     CUSTODIAN AND TRANSFER     currently effective
   Officer                 AGENT                      pro-spectus, setting
 Donna M. Handel,           State Street Bank and     forth details of the
   Treasurer                  Trust Company           Funds, which must precede
 Timothy P. Pettee, Vice    P.O. Box 5607             or accom-pany this report.
   President                Boston, MA 02110
 James Nichols, Vice                                  DELIVERY OF SHAREHOLDER
   President               VOTING PROXIES ON TRUST    DOCUMENTS
 Katherine Stoner, Vice    PORTFOLIO SECURITIES       The Funds have adopted a
   President and Chief     A description of the       policy that allows them
   Compliance Officer      policies and procedures    to send only one copy of
 Gregory N. Bressler,      that the Trust uses to     a Fund's prospectus,
   Secretary               determine how to vote      proxy material, annual
 Gregory R. Kingston,      proxies relating to        report and semi-annual
   Vice President and      securities held in a       report (the "shareholder
   Assistant Treasurer     Fund's portfolio which is  documents") to
 Kathleen Fuentes, Chief   available in the Trust's   shareholders with
   Legal Officer and       Statement of Additional    multiple accounts
   Assistant Secretary     Information, may be        residing at the same
 Nori L. Gabert, Vice      obtained without charge    "household." This
   President and           upon request, by calling   practice is called
   Assistant Secretary     (800) 858-8850. This       householding and reduces
 Matthew Hackethal,        in-formation is also       Fund expenses, which
   Anti-Money Laundering   available from the EDGAR   benefits you and other
   Compliance Officer      database on the U.S.       shareholders. Unless the
 Diedre L. Shepherd,       Securities and Ex-change   Funds receive
   Assistant Treasurer     Commission's website at    instructions to the
                           http://www.sec.gov.        con-trary, you will only
INVESTMENT ADVISER                                    receive one copy of the
 SunAmerica Asset          PROXY VOTING RECORD ON     shareholder documents.
   Management Corp.        SUNAMERICA EQUITY FUNDS    The Funds will continue
 Harborside Financial      Information regarding how  to household the
   Center                  SunAmerica Equity Funds    share-holder documents
 3200 Plaza 5              voted proxies relating to  indefinitely, until we
 Jersey City, NJ           securities held in         are instructed otherwise.
   07311-4992              SunAmerica Equity Funds    If you do not wish to
                           during the most recent     participate in
DISTRIBUTOR                twelve month period ended  householding, please
 SunAmerica Capital        June 30 is available,      contact Shareholder
   Services, Inc.          once filed with the U.S.   Services at (800)
 Harborside Financial      Securities and Exchange    858-8850 ext. 6010 or
   Center                  Commission, without        send a written request
 3200 Plaza 5              charge, upon request, by   with your name, the name
 Jersey City, NJ           calling (800) 858-8850 or  of your fund(s) and your
   07311-4992              on the U.S. Securities     account number(s) to
                           and Exchange Commission's  SunAmerica Mutual Funds
                           website at                 c/o BFDS, P.O. Box
                           http://www.sec.gov.        219186, Kansas City MO,
                                                      64121-9186. We will
                           DISCLOSURE OF QUARTERLY    resume individual
                           PORTFOLIO HOLDINGS         mailings for your account
                           The Trust is required to   within thirty (30) days
                           file its complete          of receipt of your
                           schedule of portfolio      request.
                           holdings with the U.S.
                           Securities and Exchange
                           Commission for its first
                           and third fiscal quarters
                           on Form N-Q. The Trust's
                           Forms N-Q are available
                           on the U.S. Securities
                           and Exchange Commission's
                           website at
                           http://www.sec.gov. You
                           can also review and
                           obtain copies of the
                           Forms N-Q at the U.S.
                           Securities and Exchange
                           Com-mission's Public
                           Reference Room in
                           Wash-ington, DC
                           (information on the
                           operation of Public
                           Reference Room may be
                           obtained by calling
                           1-800-SEC-0330).




                                    [GRAPHIC]


GO PAPERLESS!!

DID YOU KNOW THAT YOU HAVE THE OPTION TO
RECEIVE YOUR SHAREHOLDER REPORTS ONLINE?

By choosing this convenient service, you will no longer receive paper copies of
Fund documents such as annual reports, semi-annual reports, prospectuses and
proxy statements in the mail. Instead, you are provided with quick and easy
access to this information via the Internet.

Why Choose Electronic Delivery?

IT'S QUICK -- Fund documents will be received faster than via traditional mail.

IT'S CONVENIENT -- Elimination of bulky documents from personal files.

IT'S COST EFFECTIVE -- Reduction of your Fund's printing and mailing costs.

TO SIGN UP FOR ELECTRONIC DELIVERY, FOLLOW
THESE SIMPLE STEPS:


                    
                   1   GO TO WWW.SAFUNDS.COM

                   2   CLICK ON THE LINK TO "GO PAPERLESS!!"


The email address you provide will be kept strictly confidential. Once your
enrollment has been processed, you will begin receiving email notifications
when anything you receive electronically is available online.

You can return to www.safunds.com at any time to change your email
address, edit your preferences or to cancel this service if you choose to
resume physical delivery of your Fund documents.

Please note - this option is only available to accounts opened through the
Funds.




FOR INFORMATION ON RECEIVING THIS REPORT ONLINE, SEE INSIDE BACK COVER.

FUNDS DISTRIBUTED BY SUNAMERICA CAPITAL SERVICES, INC.

This fund report must be preceded by or accompanied by a prospectus.

Investors should carefully consider a Fund's investment objectives, risks,
charges and expenses before investing. The prospectus, containing this and
other important information, can be obtained from your financial adviser, the
SunAmerica Sales Desk at 800-858-8850, ext. 6003, or at www.safunds.com. Read
the prospectus carefully before investing.

WWW.SAFUNDS.COM

EQANN - 9/13

[LOGO]

AIG

Sun America
Mutual Funds



Item 2.  Code of Ethics

         The SunAmerica Equity Funds (the "registrant") has adopted a Code of
         Ethics applicable to its Principal Executive and Principal Accounting
         Officers pursuant to Section 406 of the Sarbanes-Oxley Act of 2002.
         During the fiscal year ended 2013, there were no reportable amendments,
         waivers or implicit waivers to a provision of the Code of Ethics that
         applies to the registrant's Principal Executive and Principal
         Accounting Officers.

Item 3.  Audit Committee Financial Expert.

         The registrant's Board of Trustees has determined that William J. Shea,
         the Chairman of the registrant's Audit Committee, qualifies as an audit
         committee financial expert, as defined in Item 3(b) of Form N-CSR.
         Mr. Shea is considered to be "independent" for purposes of Item 3(a)(2)
         of Form N-CSR.

Item 4.  Principal Accountant Fees and Services.

         (a)--(d) Aggregate fees billed to the registrant for the last two
         fiscal years for professional services rendered by the registrant's
         principal accountant were as follows:

                                                2012        2013
         (a) Audit Fees ....................$   97,202   $  100,119
         (b) Audit-Related Fees ............$   10,740   $        0
         (c) Tax Fees ......................$        0   $        0
         (d) All Other Fees ................$        0   $        0

         Audit Fees include amounts related to the audit of the registrant's
         annual financial statements and services normally provided by the
         principal accountant in connection with statutory and regulatory
         filings. Audit-Related Fees include amounts related to the review
         an amendment to the registrant's registration statement.

         Aggregate fees billed to the investment adviser and Adviser Affiliates
         (as defined below in Item 4(e)) that are required to be pre-approved
         pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X for
         the last two fiscal years for services rendered by the registrant's
         principal accountant were as follows:

                                                2012              2013
         (b) Audit-Related Fees ............$         0       $         0
         (c) Tax Fees ......................$         0       $         0
         (d) All Other Fees ................$         0       $         0

    (e)   (1) The registrant's audit committee pre-approves all audit services
          provided by the registrant's principal accountant for the registrant
          and all non-audit services provided by the registrant's principal
          accountant for the registrant, its investment adviser and any entity
          controlling, controlled by, or under common control with the
          investment adviser ("Adviser Affiliates") that provides ongoing
          services to the registrant, if the engagement by the investment
          adviser or Adviser Affiliate relates directly to the operations and
          financial reporting of the registrant. The audit committee has not
          presently established any pre-approval policies and procedures that
          permit the pre-approval of the above services other than by the full
          audit committee. Certain de minimis exceptions are allowed for non-
          audit services in accordance with Rule 2-01(c)(7)(i)(C) of Regulation
          S-X as set forth in the registrant's audit committee charter.

          (2) No services included in (b)-(d) above in connection with fees
          billed to the registrant or the investment adviser or Adviser
          Affiliates were approved pursuant to paragraph (c)(7)(i)(C) of
          Rule 2-01 of Regulation S-X.

    (f)  Not applicable.

    (g)  The aggregate fees billed for the most recent fiscal year and the
         preceding fiscal year by the registrant's principal accountant for
         non-audit services rendered to the registrant, its investment adviser,
         and Adviser Affiliates that provides ongoing services to the registrant
         for 2012 and 2013 were $53,590 and $45,982, respectively.

    (h)  Not applicable.

Item 5.  Audit Committee of Listed Registrants.

         Not applicable.

Item 6.  Investments.

         Included in Item 1 to the Form.

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

         Not applicable.

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

         Not applicable.

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

         Not applicable.

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

         There were no material changes to the procedures by which shareholders
         may recommend nominees to the registrant's Board of Trustees that were
         implemented after the registrant last provided disclosure in response
         to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR
         229.407) (as required by 22(b)(15)) of Schedule 14A (17 CFR 240.14a-
         101), or this Item 10.

Item 11. Controls and Procedures.

     (a) An evaluation was performed within 90 days of the filing of this
         report, under the supervision and with the participation of the
         registrant's management, including the President and Treasurer, of the
         effectiveness of the design and operation of the registrant's
         disclosure controls and procedures (as defined under Rule 30a-3(c)
         under the Investment Company Act of 1940 (17 CFR 270.30a-3(c))). Based
         on that evaluation, the registrant's management, including the
         President and Treasurer, concluded that the registrant's disclosure
         controls and procedures are effective.

     (b) There was no change in the registrant's internal control over financial
         reporting (as defined in Rule 30a-3(d) under the Investment Company Act
         of 1940 (17 CFR 270.30a-3(d))) that occurred during the registrant's
         last fiscal quarter of the period covered by this report that has
         materially affected, or is reasonably likely to materially affect, the
         registrant's internal contro1 over financial reporting.

Item 12. Exhibits.

     (a)  (1) Code of Ethics applicable to its Principal Executive and
          Principle Accounting Officers pursuant to Section 406 of the
          Sarbanes-Oxley Act of 2002 attached hereto as Exhibit 99.406.
          Code of Ethics.

          (2) Certifications pursuant to Rule 30a-2(a) under the Investment
          Company Act of 1940 (17 CFR 270.30a-2(a)) attached hereto as Exhibit
          99.CERT.

          (3) Not applicable.

     (b)  Certification pursuant to Rule 30a-2(b) under the Investment Company
          Act of 1940 (17 CFR 270.30a-2(a)) and Section 906 of the Sarbanes-
          Oxley Act of 2002 attached hereto as Exhibit 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.

SunAmerica Equity Funds

By: /s/ John T. Genoy
    ------------------
    John T. Genoy
    President

Date: December 6, 2013

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

By: /s/ John T. Genoy
    -----------------
    John T. Genoy
    President

Date: December 6, 2013

By: /s/ Donna M. Handel
    -------------------
    Donna M. Handel
    Treasurer

Date: December 6, 2013