Jpmorgan Trust II
Jpmorgan Trust II
Jpmorgan Trust II
FORM N-CSR
JPMORGAN TRUST II - N/A
Filed: January 05, 2012 (period: October 31, 2011)
Annual Certified Shareholder Report of Registered investment management companies
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FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-04236
JPMorgan Trust II
(Exact name of registrant as specified in charter) 270 Park Avenue New York, NY 10017
(Address of principal executive offices) (Zip code)
Registrants telephone number, including area code: (800) 480-4111 Date of fiscal year end: October 31 Date of reporting period: November 1, 2010 through October 31, 2011 Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (OMB) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507.
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ITEM 1. REPORTS TO STOCKHOLDERS. The following is a copy of the report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1).
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Annual Report
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CONTENTS
CEOs Letter Market Overview Fund Commentaries/Summary: JPMorgan Emerging Economies Fund JPMorgan Emerging Markets Equity Fund JPMorgan Global Equity Income Fund JPMorgan Global Opportunities Fund JPMorgan International Equity Fund JPMorgan International Equity Index Fund JPMorgan International Opportunities Fund JPMorgan International Value Fund JPMorgan Intrepid International Fund Schedules of Portfolio Investments Financial Statements Financial Highlights Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees Officers Schedule of Shareholder Expenses Board Approval of Investment Advisory Agreement Tax Letter Privacy Policy Located at the back of this Annual Report 3 6 9 11 14 17 19 23 27 30 72 96 114 139 140 142 143 147 151 1 2
Investments in a Fund are not bank deposits or obligations of, or guaranteed or endorsed by, any bank and are not insured or guaranteed by the FDIC, the Federal Reserve Board or any other government agency. You could lose money if you sell when the Funds share price is lower than when you invested. Past performance is no guarantee of future performance. The general market views expressed in this report are opinions based on conditions through the end of the reporting period and are subject to change without notice based on market and other conditions. These views are not intended to predict the future performance of a Fund or the securities markets. References to specific securities and their issuers are for illustrative purposes only and are not intended to be, and should not be interpreted as, recommendations to purchase or sell such securities. Such views are not meant as investment advice and may not be relied on as an indication of trading intent on behalf of any Fund. Prospective investors should refer to the Funds prospectus for a discussion of the Funds investment objectives, strategies and risks. Call J.P. Morgan Funds Service Center at (800) 480-4111 for a prospectus containing more complete information about a Fund including management fees and other expenses. Please read it carefully before investing.
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CEOS LETTER
NOVEMBER 23, 2011 (Unaudited) Dear Shareholder: Early this year, the U.S. economy appeared to gain some momentum, and investors seemed to have greater confidence in the ability of the U.S. economy to recover from the devastating financial crisis of three years ago. boosted the fixed income market, as investors found retreat in ultra-safe U.S. Treasuries and high-quality corporate bonds. In this environment, the Barclays Capital U.S. Aggregate Bond Index returned 5.0%, the Barclays Capital High Yield Index returned 5.2%, while the Barclays Capital Emerging Markets Index returned 3.8% for the 12-month period ended October 31, 2011. Amid sluggish economic data and continued euro zone debt concerns, U.S. Treasury securities maturing in 10 years or more soared in price, pushing yields to historic lows. At one point, 10-year U.S. Treasury yields dipped below 2%, the lowest level since the 1940s. The yields on the benchmark 10-year U.S. Treasury dropped from 2.6% 12 months ago to 2.2% as of October 31, 2011. Yields on the 30-year U.S. Treasury also declined, falling from 4.0% to 3.2% as of the end of the 12-month period, while the two-year note was unchanged at 0.3%. Can policy initiatives provide a measure of relief? Over the past several months, investors have grappled with U.S. and European political gridlock as well as sovereign debt issues that have provoked fears of escalating contagion in the European debt crisis. This situation remains an ongoing source of concern, and until further efforts are made to stabilize the crisis in that region, we believe investors should expect continued market volatility particularly in the short run. Looking forward, however, we believe U.S. stocks may be positioned to grow in 2012, particularly given current valuations and the prospects for growth in corporate earnings. However, this growth will depend on many factors, including policy initiatives, additional monetary stimulus, as well as other efforts to promote stability. Until this occurs, the uncertain climate appears to suggest the need for a balanced investment strategy including a focus on risk management and a diversified approach to fixed income investing. On behalf of everyone at J.P. Morgan Asset Management, I would like to wish you a very happy holiday season and a safe and healthy year. We look forward to continuing to support your investment goals in 2012 and beyond. Should you have any questions, please visit our website at www.jpmorganfunds.com, or contact the JPMorgan Funds Service Center at 1-800-480-4111. Sincerely yours,
Weaker global economic data, downgrades of both U.S-issued and European debt, and fears of escalating contagion caused U.S. equities to sell off in the summer.
By June, however, investors confidence quickly waned. Weaker global economic data, downgrades of both U.S-issued and European debt, and fears of escalating contagion caused U.S. equities to sell off in the summer. In early August, each of the three major U.S. stock indices experienced its worst one-day performance since December 1, 2008. Today, investors still appear to lack confidence in the ability of European governments to combat the regions debt crisis. The continued uncertainty surrounding global economic growth has continued to dampen their appetite for risk, leading to heightened equity market volatility. On a more positive note, however, recent economic data on auto sales, payroll employment, and manufacturing activity all appear to indicate that the U.S. has avoided a double dip recession at least for now. That being said, as we look ahead into 2012, European debt concerns and soft economic data are likely to continue to impact our global markets. European credit woes trigger equity downturn Uncertainty surrounding the European debt crisis and concerns surrounding slowing economic growth helped trigger a sharp downturn in equities in the third quarter of 2011. This downturn was not enough to erase earlier gains, as the Standard & Poors 500 Index (S&P 500 Index) finished the 12-month period ended October 31, 2011 at a level of 1,253, an 8.1% increase from 12 months earlier. Global stock indices followed a similar path, as early gains were reversed by growing anxiety over the European financial crisis and weakness in emerging market economies. As of the end of the 12-month reporting period, the MSCI EAFE (Europe, Australasia, and the Far East) Index (net of foreign withholding taxes) had returned -4.1%, while the MSCI EM (Emerging Markets) Index (net of foreign withholding taxes) had returned -7.7% for the same reporting period. Anxiety over global crisis drives investors to safety Weak economic growth and a worsening European debt crisis
George C.W. Gatch CEO-Investment Management Americas J.P. Morgan Asset Management
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* The return shown is based on net asset value calculated for shareholder transactions and may differ from the return shown in the financial highlights, which reflects adjustments made to the net asset value in accordance with accounting principles generally accepted in the United States of America. ** The advisor seeks to achieve the Funds objective. There can be no guarantee it will be achieved. *** Percentages indicated are based upon total investments as of October 31, 2011. The Funds composition is subject to change.
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CLASS A SHARES Without Sales Charge With Sales Charge* CLASS C SHARES Without CDSC With CDSC** CLASS R5 SHARES SELECT CLASS SHARES * **
2/28/08 (8.93)% (13.71) 2/28/08 (9.30) (10.30) (8.45) (8.65) 23.10 23.10 24.25 24.00 (3.29) (3.29) (2.37) (2.57) 23.67% 21.45 (2.82)% (4.23)
2/28/08 2/28/08
Sales Charge for Class A Shares is 5.25%. Assumes a 1% CDSC (contingent deferred sales charge) for the one year period and 0% CDSC thereafter.
Source: Lipper, Inc. The performance quoted is past performance and is not a guarantee of future results. Mutual funds are subject to certain market risks. Investment returns and principal value of an investment will fluctuate so that an investors shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data shown. For up-to-date month-end performance information please call 1-800-480-4111. The Fund commenced operations on February 28, 2008. The graph illustrates comparative performance for $1,000,000 invested in Select Class Shares of the JPMorgan Emerging Economies Fund, the MSCI Emerging Markets Index and the Lipper Emerging Markets Funds Index from February 28, 2008 to October 31, 2011. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and does not include a sales charge. The performance of the MSCI Emerging Markets Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and approximates the minimum possible dividend reinvestment of the securities included in the benchmark. The dividend is reinvested after deduction of withholding tax, applying the maximum rate to nonresident individual investors who do not benefit from double taxation treaties. The performance of the Lipper Emerging Markets Funds Index includes expenses associated with a mutual fund, such as investment management fees. These expenses are not identical to the expenses charged by the Fund. The MSCI Emerging Markets Index is a free floatadjusted market capitalization weighted index that is designed to measure the equity market performance of emerging markets. The Funds primary benchmark changed from the MSCI Emerging
Markets Index (gross of withholding taxes) to the MSCI Emerging Markets Index (net of withholding taxes) because the Advisor believes the net of withholding taxes version of the index more accurately represents the Funds performance. The Lipper Emerging Markets Funds Index is an index based on total returns of certain mutual funds within the Funds designated category as determined by Lipper, Inc. Investors cannot invest directly in an index. Select Class Shares have a $1,000,000 minimum initial investment and carry no sales charge. Performance may reflect the waiver of the Funds fees and reimbursement of expenses for certain periods since the inception date. Without these waivers and reimbursements performance would have been lower. Also, performance shown in this section does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. International investing involves a greater degree of risk and increased volatility. Changes in currency exchange rates and differences in accounting and taxation policies outside the United States can raise or lower returns. Also, some overseas markets may not be as politically and economically stable as the U.S. and other nations. The Fund is also subject to the additional risk of non-diversified regional fund investing. The returns shown are based on net asset values calculated for shareholder transactions and may differ from the returns shown in the financial highlights, which reflect adjustments made to the net asset values in accordance with accounting principles generally accepted in the United States of America.
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TOP TEN EQUITY HOLDINGS OF THE PORTFOLIO *** 1. Samsung Electronics Co., Ltd. (South Korea) 2. Vale S.A., ADR (Preferred Stock) (Brazil) 3. Housing Development Finance Corp., Ltd. (India) 4. CNOOC Ltd. (China) 5. Petroleo Brasileiro S.A., ADR (Preferred Stock) (Brazil) 6. Taiwan Semiconductor Manufacturing Co., Ltd., ADR (Taiwan) 7. Hyundai Mobis (South Korea) 8. Ping An Insurance Group Co. of China Ltd., Class H (China) 9. Cia de Bebidas das Americas, ADR (Preferred Stock) (Brazil) 10. China Mobile Ltd. (Hong Kong)
4.8% 4.1 3.9 3.6 3.4 2.9 2.8 2.7 2.7 2.6
PORTFOLIO COMPOSITION BY COUNTRY*** Brazil China South Korea India Hong Kong South Africa Taiwan Indonesia Mexico Russia Turkey Luxembourg Chile Others (each less than 1.0%) Short-Term Investment
17.4% 15.9 11.9 11.8 9.8 7.3 5.4 3.9 3.4 2.8 2.8 2.0 1.9 2.2 1.5
* The return shown is based on net asset value calculated for shareholder transactions and may differ from the return shown in the financial highlights, which reflects adjustments made to the net asset value in accordance with accounting principles generally accepted in the United States of America. ** The advisor seeks to achieve the Funds objective. There can be no guarantee it will be achieved. *** Percentages indicated are based upon total investments as of October 31, 2011. The Funds composition is subject to change.
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CLASS A SHARES Without Sales Charge With Sales Charge* CLASS B SHARES Without CDSC With CDSC** CLASS C SHARES Without CDSC With CDSC*** INSTITUTIONAL CLASS SHARES SELECT CLASS SHARES
9/28/01 (9.81)% (14.54) 9/28/01 (10.27) (15.27) 2/28/06 (10.26) (11.26) (9.48) (9.63) 5.24 5.24 6.20 6.03 15.37 15.37 16.47 16.21 5.25 4.92 15.49 15.49 5.77% 4.63 15.90% 15.29
11/15/93 9/10/01
* Sales Charge for Class A Shares is 5.25%. ** Assumes a 5% CDSC (contingent deferred sales charge) for the one year period, 2% CDSC for the five year period and 0% CDSC thereafter. *** Assumes a 1% CDSC for the one year period and 0% CDSC thereafter. TEN YEAR PERFORMANCE (10/31/01 TO 10/31/11)
Source: Lipper, Inc. The performance quoted is past performance and is not a guarantee of future results. Mutual funds are subject to certain market risks. Investment returns and principal value of an investment will fluctuate so that an investors shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data shown. For up-to-date month-end performance information please call 1-800-480-4111. Returns for Class C Shares prior to their inception date are based on the performance of Class B Shares. The actual returns of Class C Shares would have been similar to those shown because Class C Shares have expenses similar to those of Class B Shares. The graph illustrates comparative performance for $3,000,000 invested in Institutional Class Shares of the JPMorgan Emerging Markets Equity Fund, the MSCI Emerging Markets Index and the Lipper Emerging Markets Funds Index from October 31, 2001 to October 31, 2011. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and does not include a sales charge. The performance of the MSCI Emerging Markets Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and approximates the maximum possible dividend reinvestment of the securities included in the benchmark. The dividend is reinvested after deduction of withholding tax, applying the maximum rate to nonresident individual investors who do not benefit from double taxation treaties. The performance of the Lipper Emerging Markets Funds Index includes expenses associated with a mutual fund, such as investment management fees. These expenses are not identical to the expenses charged by the Fund. The MSCI Emerging Markets Index is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of emerging markets. The Funds primary benchmark changed from the MSCI Emerging Markets Index (gross of withholding taxes) to the MSCI Emerging Markets Index (net of withholding taxes) because the Advisor
believes the net of withholding taxes version of the index more accurately represents the Funds performance. The Lipper Emerging Markets Funds Index is an index based on the total returns of the funds in the indicated category, as defined by Lipper, Inc. Investors cannot invest directly in an index. Institutional Class Shares have a $3,000,000 minimum initial investment and carry no sales charge. Performance may reflect the waiver of the Funds fees and reimbursement of expenses for certain periods since the inception date. Without these waivers and reimbursements performance would have been lower. Also, performance shown in this section does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. International investing involves a greater degree of risk and increased volatility. Changes in currency exchange rates and differences in accounting and taxation policies outside the U.S. can raise or lower returns. Also, some overseas markets may not be as politically and economically stable as the United States and other nations. Because Class B shares automatically convert to Class A shares after 8 years, the 10 Year average annual total return shown above for Class B reflects Class A performance for the period after conversion. The returns shown are based on net asset values calculated for shareholder transactions and may differ from the returns shown in the financial highlights, which reflect adjustments made to the net asset values in accordance with accounting principles generally accepted in the United States of America.
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2.8% 2.7 2.5 2.5 2.5 2.3 2.3 2.0 2.0 2.0
31.4% 13.5 10.4 10.4 8.7 5.1 3.4 2.8 2.6 1.7 1.6 1.5 1.5 1.4 1.4 0.9 1.7
* The return shown is based on net asset value calculated for shareholder transactions and may differ from the return shown in the financial highlights, which reflects adjustments made to the net asset value in accordance with accounting principles generally accepted in the United States of America. ** The advisor seeks to achieve the Funds objective. There can be no guarantee it will be achieved. *** Percentages indicated are based upon total investments as of October 31, 2011. The Funds composition is subject to change.
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CLASS A SHARES Without Sales Charge With Sales Charge** CLASS C SHARES Without CDSC With CDSC*** CLASS R2 SHARES CLASS R5 SHARES SELECT CLASS SHARES * Not annualized. ** Sales Charge for Class A Shares is 5.25%. *** Assumes a 1% CDSC (contingent deferred sales charge) for the one year period and 0% CDSC thereafter. LIFE OF FUND PERFORMANCE (2/28/11 TO 10/31/11)
Source: Lipper, Inc. The performance quoted is past performance and is not a guarantee of future results. Mutual funds are subject to certain market risks. Investment returns and principal value of an investment will fluctuate so that an investors shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data shown. For up-to-date, month-end performance information please call 1-800-480-4111. The Fund commenced operations on February 28, 2011. The graph illustrates comparative performance for $1,000,000 invested in Select Class Shares of the JPMorgan Global Equity Income Fund, the MSCI World Index and the Lipper Global Large-Cap Value Funds Average, from February 28, 2011 to October 31, 2011. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and does not include a sales charge. The performance of the MSCI World Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and approximates the minimum possible dividend reinvestment of the securities included in the benchmark. The dividend is reinvested after deduction of withholding tax, applying the maximum rate to non-resident institutional investors who do not benefit from double taxation treaties. These expenses are not identical to the expenses charged by the Fund. The performance of the Lipper Global Large-Cap Value Funds Average includes expenses associated with a mutual fund, such as investment management fees. The MSCI World Index is a
free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed markets. The Lipper Global Large-Cap Value Funds Average is based on the total returns of the funds in the indicated category, as defined by Lipper, Inc. Investors cannot invest directly in an index. Select Class Shares have a $1,000,000 minimum initial investment and carry no sales charge. Performance may reflect the waiver of the Funds fees and reimbursement of expenses for certain periods since the inception date. Without these waivers and reimbursements performance would have been lower. Also, performance shown in this section does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. International investing involves a greater degree of risk and increased volatility. Changes in currency exchange rates and differences in accounting and taxation policies outside the U.S. can raise or lower returns. Also, some overseas markets may not be as politically and economically stable as the United States and other nations. The returns shown are based on net asset values calculated for shareholder transactions and may differ from the returns shown in the financial highlights, which reflect adjustments made to the net asset values in accordance with accounting principles generally accepted in the United States of America.
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* The return shown is based on net asset value calculated for shareholder transactions and may differ from the return shown in the financial highlights, which reflects adjustments made to the net asset value in accordance with accounting principles generally accepted in the United States of America. ** The advisor seeks to achieve the Funds objective. There can be no guarantee it will be achieved. Effective November 1, 2011, the Fund changed its investment strategy and lowered its advisory fee and expense cap. *** Percentages indicated are based upon total investments as of October 31, 2011. The Funds composition is subject to change.
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CLASS A SHARES Without Sales Charge With Sales Charge* CLASS C SHARES Without CDSC With CDSC** CLASS R5 SHARES SELECT CLASS SHARES * **
3/30/07 (8.98)% (13.77) 3/30/07 (9.46) (10.46) (8.56) (8.73) 16.23 16.23 17.37 17.14 (2.82) (2.82) (1.88) (2.07) 16.84% 14.74 (2.32)% (3.46)
3/30/07 3/30/07
Sales Charge for Class A Shares is 5.25%. Assumes a 1% CDSC (contingent deferred sales charge) for the one year period and 0% CDSC thereafter.
Source: Lipper, Inc. The performance quoted is past performance and is not a guarantee of future results. Mutual funds are subject to certain market risks. Investment returns and principal value of an investment will fluctuate so that an investors shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data shown. For up-to-date, month-end performance information please call 1-800-480-4111. The Fund commenced operations on March 30, 2007. Effective November 1, 2011, the Funds investment strategies changed and performance would have been different if the Fund was managed using its current strategies. The graph illustrates comparative performance for $1,000,000 invested in Select Class Shares of the JPMorgan Global Opportunities Fund, the MSCI World Index and the Lipper Global Multi-Cap Core Index from March 30, 2007 to October 31, 2011. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and does not include a sales charge. The performance of the MSCI World Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and approximates the minimum possible dividend reinvestment of the securities included in the benchmark. The dividend is reinvested after deduction of withholding tax, applying the maximum rate to non-resident institutional investors who do not benefit from double taxation treaties. The performance of the Lipper Global Multi-Cap Core Index includes expenses associated with a mutual fund, such as investment management fees. These expenses are not identical to the expenses charged by the Fund. The MSCI World Index is a free float-adjusted market
capitalization weighted index that is designed to measure the equity market performance of developed markets. The Lipper Global Multi-Cap Core Index is an index based on total returns of certain mutual funds within the Funds designated category as determined by Lipper, Inc. Investors cannot invest directly in an index. From the inception of the Fund through April 30, 2010, the Fund did not experience any shareholder purchase and sale activity. If such shareholder activity had occurred, the Funds performance may have been impacted. Select Class Shares have a $1,000,000 minimum initial investment and carry no sales charge. Performance may reflect the waiver of the Funds fees and reimbursement of expenses for certain periods since the inception date. Without these waivers and reimbursements performance would have been lower. Also, performance shown in this section does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. International investing involves a greater degree of risk and increased volatility. Changes in currency exchange rates and differences in accounting and taxation policies outside the U.S. can raise or lower returns. Also, some overseas markets may not be as politically and economically stable as the United States and other nations. The returns shown are based on net asset values calculated for shareholder transactions and may differ from the returns shown in the financial highlights, which reflect adjustments made to the net asset values in accordance with accounting principles generally accepted in the United States of America.
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3.4% 2.7 2.4 2.4 2.3 2.2 2.2 1.9 1.7 1.7
24.7% 15.7 13.5 11.6 7.7 5.3 3.6 3.1 1.6 1.5 1.4 1.2 1.1 1.0 1.0 2.0 4.0
* The return shown is based on net asset value calculated for shareholder transactions and may differ from the return shown in the financial highlights, which reflects adjustments made to the net asset value in accordance with accounting principles generally accepted in the United States of America. ** The advisor seeks to achieve the Funds objective. There can be no guarantee it will be achieved. *** Percentages indicated are based upon total investments as of October 31, 2011. The Funds composition is subject to change.
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CLASS A SHARES Without Sales Charge With Sales Charge* CLASS B SHARES Without CDSC With CDSC** CLASS C SHARES Without CDSC With CDSC*** CLASS R2 SHARES CLASS R5 SHARES CLASS R6 SHARES SELECT CLASS SHARES
2/28/02 (4.49)% (9.49) 2/28/02 (4.99) (9.99) 1/31/03 (4.93) (5.93) (4.73) (4.07) (4.03) (4.26) (2.54) (2.54) (2.19) (1.60) (1.59) (1.78) 4.90 4.90 5.36 5.87 5.87 5.76 (2.55) (3.00) 4.99 4.99 (2.02)% (3.07) 5.45% 4.89
* Sales Charge for Class A Shares is 5.25%. ** Assumes a 5% CDSC (contingent deferred sales charge) for the one year period, 2% CDSC for the five year period and 0% CDSC thereafter. *** Assumes a 1% CDSC for the one year period and 0% CDSC thereafter. TEN YEAR PERFORMANCE (10/31/01 TO 10/31/11)
Source: Lipper, Inc. The performance quoted is past performance and is not a guarantee of future results. Mutual funds are subject to certain market risks. Investment returns and principal value of an investment will fluctuate so that an investors shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data shown. For up-to-date month-end performance information please call 1-800-480-4111. Returns for Class A, Class B and Class R5 Shares prior to their inception dates are based on the performance of the Select Class Shares. The actual returns for Class A and Class B Shares would have been lower than shown because Class A and Class B Shares have higher expenses than Select Class Shares. The actual returns of Class R5 Shares would have been different because Class R5 Shares have different expenses than Select Class Shares. Returns for Class R2 Shares prior to their inception date are based on the performance of Class A Shares. The actual returns of R2 Shares would have been lower than shown because R2 Shares have higher expenses than Class A Shares. Returns for Class C Shares prior to their inception date are based on the performance of Class B Shares. The actual returns of Class C Shares would have been similar to those shown because Class C Shares have expenses similar to those of Class B Shares.
Returns for Class R6 Shares prior to its inception date were based on the performance of Class R5 Shares. The actual returns of Class R6 Shares would have been lower than those shown because Class R5 Shares have higher expenses than Class R6 Shares. The graph illustrates comparative performance for $1,000,000 invested in Select Class Shares of the JPMorgan International Equity Fund, the MSCI EAFE Index and the Lipper International Large-Cap Core Funds Index from October 31, 2001 to October 31, 2011. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and does not include a sales charge. The performance of the MSCI EAFE Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and approximates the minimum possible dividend reinvestment of the securities included in the benchmark. The dividend is reinvested after deduction of withholding tax, applying the maximum rate to non-resident institutional investors who do not benefit from double taxation treaties. The performance of the Lipper International Large-Cap Core Funds Index includes expenses associated with a mutual fund, such as investment management fees. These expenses are not identical to the expenses charged by the Fund. The MSCI EAFE Index is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. The Lipper International Large-Cap Core Funds Index is based on the total returns of the funds in the indicated category, as defined by Lipper, Inc. Investors cannot invest directly in an index.
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22.4% 11.8 8.6 8.2 6.2 5.0 5.0 4.0 2.7 2.6 1.8 1.8 1.3 1.1 1.1 1.0 14.6 0.8
* The return shown is based on net asset value calculated for shareholder transactions and may differ from the return shown in the financial highlights, which reflects adjustments made to the net asset value in accordance with accounting principles generally accepted in the United States of America. ** The advisor seeks to achieve the Funds objective. There can be no guarantee it will be achieved. *** Percentages indicated are based upon total investments as of October 31, 2011. The Funds composition is subject to change.
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CLASS A SHARES Without Sales Charge With Sales Charge* CLASS B SHARES Without CDSC With CDSC** CLASS C SHARES Without CDSC With CDSC*** CLASS R2 SHARES SELECT CLASS SHARES
4/23/93 (9.45)% (14.18) 1/14/94 (10.11) (15.11) 11/4/97 (10.13) (11.13) (9.72) (9.26) (4.00) (4.00) (3.56) (3.07) 4.80 4.80 5.28 5.82 (4.01) (4.48) 4.95 4.95 (3.31)% (4.35) 5.56% 4.99
11/3/08 10/28/92
* Sales Charge for Class A Shares is 5.25%. ** Assumes a 5% CDSC (contingent deferred sales charge) for the one year period, 2% CDSC for the five year period and 0% CDSC thereafter. *** Assumes a 1% CDSC for the one year period and 0% CDSC thereafter. TEN YEAR PERFORMANCE (10/31/01 TO 10/31/11)
Source: Lipper, Inc. The performance quoted is past performance and is not a guarantee of future results. Mutual funds are subject to certain market risks. Investment returns and principal value of an investment will fluctuate so that an investors shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data shown. For up-to-date month-end performance information please call 1-800-480-4111. Returns for Class R2 Shares prior to their inception date are based on the performance of the Select Class Shares. Class R2 Shares performance has been adjusted to reflect the difference in expenses between classes. The graph illustrates comparative performance for $1,000,000 invested in Select Class Shares of the JPMorgan International Equity Index Fund, the MSCI EAFE GDP Index and Lipper International LargeCap Core Funds Index from October 31, 2001 to October 31, 2011 and Lipper International Large-Cap Value Funds Index from September 30, 2007 (inception of the index) to October 31, 2011. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and does not include a sales charge. The performance of the MSCI EAFE GDP Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and approximates the minimum possible dividend reinvestment of the securities included in the benchmark. The dividend is reinvested after deduction of withholding tax, applying the maximum rate to non-resident institutional investors who do not benefit from double taxation treaties. The performance of the Lipper International Large-Cap Core Funds Index and the Lipper International Large-Cap Value Funds Index include expenses associated with a mutual fund, such as investment management fees. These expenses are not identical to the expenses charged by the Fund.
The MSCI EAFE GDP Index is a country weighted index that is designed to measure the size of developed market economies, excluding the U.S. & Canada. The Lipper International Large-Cap Core Funds Index and the Lipper International Large-Cap Value Funds Index are based on the total returns of the funds in the indicated category as defined by Lipper, Inc. Investors cannot invest directly in an index. Select Class Shares have a $1,000,000 minimum initial investment and carry no sales charge. Performance may reflect the waiver of the Funds fees and reimbursement of expenses for certain periods since the inception date. Without these waivers and reimbursements performance would have been lower. Also, performance shown in this section does not reflect the deduction of taxes that a shareholder would pay on fund distributions or redemption of fund shares. International investing involves a greater degree of risk and increased volatility. Changes in currency exchange rates and differences in accounting and taxation policies outside of the U.S. can raise or lower returns. Also, some overseas markets may not be as politically and economically stable as the United States and other nations. Because Class B Shares automatically convert to Class A Shares after 8 years, the 10 year average annual total return shown above for Class B reflects Class A performance for the period after conversion. The returns shown are based on net asset values calculated for shareholder transactions and may differ from the returns shown in the financial highlights, which reflect adjustments made to the net asset values in accordance with accounting principles generally accepted in the United States of America.
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* The return shown is based on net asset value calculated for shareholder transactions and may differ from the return shown in the financial highlights, which reflects adjustments made to the net asset value in accordance with accounting principles generally accepted in the United States of America. ** The advisor seeks to achieve the Funds objective. There can be no guarantee it will be achieved. *** Percentages indicated are based upon total investments as of October 31, 2011. The Funds composition is subject to change.
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CLASS A SHARES Without Sales Charge With Sales Charge* CLASS B SHARES Without CDSC With CDSC** CLASS C SHARES Without CDSC With CDSC*** CLASS R6 SHARES INSTITUTIONAL CLASS SHARES SELECT CLASS SHARES
9/10/01 (6.91)% (11.79) 9/10/01 (7.40) (12.40) 7/31/07 (7.37) (8.37) (6.53) (6.59) (6.77) (3.04) (3.04) (2.11) (2.12) (2.32) 4.47 4.47 5.68 5.67 5.42 (3.04) (3.50) 4.58 4.58 (2.54)% (3.59) 5.00% 4.43
* Sales Charge for Class A Shares is 5.25%. ** Assumes a 5% CDSC (contingent deferred sales charge) for the one year period, 2% CDSC for the five year period and 0% CDSC thereafter. *** Assumes a 1% CDSC for the one year period and 0% CDSC thereafter. TEN YEAR PERFORMANCE (10/31/01 TO 10/31/11)
Source: Lipper, Inc. The performance quoted is past performance and is not a guarantee of future results. Mutual funds are subject to certain market risks. Investment returns and principal value of an investment will fluctuate so that an investors shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data shown. For up-to-date month-end performance information please call 1-800-480-4111. Returns for Class C Shares prior to their inception date are based on the performance of Class B Shares. The actual returns of Class C Shares would have been similar to those shown because Class C Shares have expenses similar to those of Class B Shares. Returns for Class R6 Shares prior to its inception date were based on the performance of Institutional Class Shares. The actual returns of Class R6 Shares would have been lower than those shown because Institutional Class Shares have higher expenses than Class R6 Shares. The graph illustrates comparative performance for $3,000,000 invested in Institutional Class Shares of the JPMorgan International Opportunities Fund, the MSCI EAFE Index and the Lipper International Large-Cap Core Funds Index from October 31, 2001 to October 31, 2011. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and does not include a sales charge. The performance of the MSCI EAFE Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and approximates the minimum possible dividend reinvestment of the securities
included in the benchmark. The dividend is reinvested after deduction of withholding tax, applying the maximum rate to non-resident institutional investors who do not benefit from double taxation treaties. The performance of the Lipper International Large-Cap Core Funds Index includes expenses associated with a mutual fund, such as investment management fees. These expenses are not identical to the expenses charged by the Fund. The MSCI EAFE Index is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. The Lipper International Large-Cap Core Funds Index is based on the total returns of the funds in the indicated category, as defined by Lipper, Inc. Investors cannot invest directly in an index. Institutional Class Shares have a $3,000,000 minimum initial investment and carry no sales charge. Performance may reflect the waiver of the Funds fees and reimbursement of expenses for certain periods since the inception date. Without these waivers and reimbursements performance would have been lower. Also, performance shown in this section does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. International investing involves a greater degree of risk and increased volatility. Changes in currency exchange rates and differences in accounting and taxation policies outside the U.S. can raise or lower returns. Also, some overseas markets may not be as politically and economically stable as the United States and other nations.
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22
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* The return shown is based on net asset value calculated for shareholder transactions and may differ from the return shown in the financial highlights, which reflects adjustments made to the net asset value in accordance with accounting principles generally accepted in the United States of America. ** The advisor seeks to achieve the Funds objective. There can be no guarantee it will be achieved. *** Percentages indicated are based upon total investments as of October 31, 2011. The Funds composition is subject to change.
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CLASS A SHARES Without Sales Charge With Sales Charge* CLASS B SHARES Without CDSC With CDSC** CLASS C SHARES Without CDSC With CDSC*** CLASS R2 SHARES CLASS R6 SHARES INSTITUTIONAL CLASS SHARES SELECT CLASS SHARES
9/28/01 (6.83)% (11.72) 9/28/01 (7.34) (12.34) 7/11/06 (7.38) (8.38) (7.12) (6.42) (6.56) (6.65) (3.58) (3.58) (3.25) (2.68) (2.71) (2.86) 6.01 6.01 6.45 7.03 7.01 6.77 (3.58) (4.05) 6.12 6.12 (3.09)% (4.13) 6.54% 5.96
* Sales Charge for Class A Shares is 5.25%. ** Assumes a 5% CDSC (contingent deferred sales charge) for the one year period, 2% CDSC for the five year period and 0% CDSC thereafter. *** Assumes a 1% CDSC for the one year period and 0% CDSC thereafter. TEN YEAR PERFORMANCE (10/31/01 TO 10/31/11)
Source: Lipper, Inc. The performance quoted is past performance and is not a guarantee of future results. Mutual funds are subject to certain market risks. Investment returns and principal value of an investment will fluctuate so that an investors shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data shown. For up-to-date month-end performance information please call 1-800-480-4111. Returns for Class R2 Shares prior to their inception date are based on the performance of Class A Shares. The actual returns of R2 Shares would have been lower than shown because R2 Shares have higher expenses than Class A Shares. The performance of Class C Shares is based on the performance of Class B Shares of the Fund. The actual returns of Class C Shares would have been similar to those shown because Class C Shares have expenses similar to those of Class B Shares. Returns for Class R6 Shares prior to its inception date were based on the performance of Institutional Class Shares. The actual returns of Class R6 Shares would have been higher than those shown because Institutional Class Shares have higher expenses than Class R6 Shares. The graph illustrates comparative performance for $3,000,000 invested in Institutional Class Shares of the JPMorgan International Value Fund, the MSCI EAFE Value Index and the Lipper International LargeCap Value Funds Average
from October 31, 2001 to October 31, 2011. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and does not include a sales charge. The performance of the MSCI EAFE Value Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and approximates the minimum possible dividend reinvestment of the securities included in the benchmark. The dividend is reinvested after deduction of withholding tax, applying the maximum rate to non-resident institutional investors who do not benefit from double taxation treaties. The performance of the Lipper International Large-Cap Value Funds Average includes expenses associated with a mutual fund, such as investment management fees. These expenses are not identical to the expenses charged by the Fund. The MSCI EAFE Value Index is a free float-adjusted market capitalization weighted index that is designed to measure the performance of value-oriented stocks in the worlds equity markets, excluding the U.S. and Canada. The Lipper International Large-Cap Value Funds Average is based on the total returns of the funds in the indicated category, as defined by Lipper, Inc. Investors cannot invest directly in an index. Institutional Class Shares have a $3,000,000 minimum initial investment and carry no sales charge. Performance may reflect the waiver of the Funds fees and reimbursement of expenses for certain periods since the inception date. Without these waivers and reimbursements performance would have been lower. Also, performance shown in this section does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
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26
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* The return shown is based on net asset value calculated for shareholder transactions and may differ from the return shown in the financial highlights, which reflects adjustments made to the net asset value in accordance with accounting principles generally accepted in the United States of America. ** The advisor seeks to achieve the Funds objective. There can be no guarantee it will be achieved. *** Percentages indicated are based upon total investments as of October 31, 2011. The Funds composition is subject to change.
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CLASS A SHARES Without Sales Charge With Sales Charge* CLASS C SHARES Without CDSC With CDSC** CLASS R2 SHARES INSTITUTIONAL CLASS SHARES SELECT CLASS SHARES * **
4/30/01 (6.30)% (11.22) 2/28/06 (6.75) (7.75) (6.48) (5.85) (6.08) (4.37) (4.37) (4.03) (3.41) (3.65) 3.90 3.90 4.12 4.80 4.66 (3.90)% (4.93) 4.19% 3.63
Sales Charge for Class A Shares is 5.25%. Assumes a 1% CDSC (contingent deferred sales charge) for the one year period and 0% CDSC thereafter.
Source: Lipper, Inc. The performance quoted is past performance and is not a guarantee of future results. Mutual funds are subject to certain market risks. Investment returns and principal value of an investment will fluctuate so that an investors shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data shown. For up-to-date month-end performance information please call 1-800-480-4111. The Fund commenced operations on April 30, 2001. Returns for Class C and Class R2 Shares prior to their inception date are based on the performance of the Class A Shares. The actual returns for Class C and Class R2 Shares would have been lower than shown because Class C and Class R2 Shares have higher expenses than Class A Shares. Returns for Select Class Shares prior to their inception date are based on the performance of Institutional Class Shares. The actual returns for Select Class Shares would have been lower than shown because Select Class Shares have higher expenses than Institutional Class Shares. The graph illustrates comparative performance for $3,000,000 invested in Institutional Class Shares of the JPMorgan Intrepid International Fund, the MSCI EAFE Index and the Lipper International Multi-Cap Core Funds Index from October 31, 2001 to October 31, 2011. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and does not include a sales charge. The performance of the MSCI EAFE Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and approximates the minimum possible dividend reinvestment of the securities included in the benchmark. The dividend is reinvested after deduction of withholding tax, applying the maximum rate to non-resident institutional investors
who do not benefit from double taxation treaties. The performance of the Lipper International Multi-Cap Core Funds Index includes expenses associated with a mutual fund, such as investment management fees. These expenses are not identical to the expenses charged by the Fund. The MSCI EAFE Index is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. The Lipper International Multi-Cap Core Funds Index is based on the total returns of the funds in the indicated category, as defined by Lipper, Inc. Investors cannot invest directly in an index. Institutional Class Shares have a $3,000,000 minimum initial investment and carry no sales charge. Performance may reflect the waiver of the Funds fees and reimbursement of expenses for certain periods since the inception date. Without these waivers and reimbursements performance would have been lower. Also, performance shown in this section does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. International investing involves a greater degree of risk and increased volatility. Changes in currency exchange rates and differences in accounting and taxation policies outside the U.S. can raise or lower returns. Also, some overseas markets may not be as politically and economically stable as the United States and other nations. The returns shown are based on net asset values calculated for shareholder transactions and may differ from the returns shown in the financial highlights, which reflect adjustments made to the net asset values in accordance with accounting principles generally accepted in the United States of America.
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2,193 2,904 5,361 4,660 4,586 2,662 3,110 4,867 4,116 2,208 4,791 4,036 12,230 55,531
132
India Continued United Spirits Ltd. (m) Indonesia 0.7% Indofood Sukses Makmur Tbk PT (m) Kazakhstan 0.8% KazMunaiGas Exploration Production, Reg. S, GDR (m) Mexico 1.2% Compartamos S.A.B. de C.V. (m) Grupo Financiero Banorte S.A.B. de C.V., Class O (m) Netherlands 1.1% VimpelCom Ltd., ADR (m) Poland 1.1% KGHM Polska Miedz S.A. (m) Russia 6.9% Lukoil OAO, ADR (m) MMC Norilsk Nickel OJSC, ADR (m) Mobile Telesystems OJSC, ADR (m) Sberbank of Russia (m) Sberbank of Russia, ADR (a) (m) Tatneft, ADR (m) South Africa 5.7% African Bank Investments Ltd. (m) Exxaro Resources Ltd. (m) Kumba Iron Ore Ltd. (m) Sasol Ltd. (m) Tiger Brands Ltd. (m) Vodacom Group Ltd. (m) South Korea 17.0% CJ CheilJedang Corp. (m) DGB Financial Group, Inc. (a) (m) Dongbu Insurance Co., Ltd. (m) Hana Financial Group, Inc. (m) Hynix Semiconductor, Inc. (m) Hyundai Motor Co. (m) Industrial Bank of Korea (m) Kia Motors Corp. (m) KP Chemical Corp. (m) Samsung Electronics Co., Ltd. (m)
2,361 16,744
13,645 10,161 2,069 1,176 3,287 2,552 3,531 2,693 551 4,714 5,250 545 4,320
4,856 7,466 4,178 5,378 6,214 4,163 2,734 3,657 4,776 3,169 6,816 4,042 3,080 60,529
3,312 2,628 3,145 4,943 4,171 7,349 2,788 3,475 2,234 15,392
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Table of Contents SHARES SECURITY DESCRIPTION VALUE($) SHARES SECURITY DESCRIPTION VALUE($)
Common Stocks Continued South Korea Continued 109 Samsung Heavy Industries Co., Ltd. (m) 29 SK Holdings Co., Ltd. (m) 18 SK Telecom Co., Ltd. (m) Taiwan 7.3% China Motor Corp. (m) Chunghwa Telecom Co., Ltd., ADR (m) E Ink Holdings, Inc. (m) Hon Hai Precision Industry Co., Ltd., Reg. S, GDR (m) Lite-On Technology Corp. (m) Taiwan Semiconductor Manufacturing Co., Ltd., ADR (m) Tripod Technology Corp. (m) Thailand 3.7% Charoen Pokphand Foods PCL, NVDR (m) Krung Thai Bank PCL, NVDR (m) PTT Global Chemical PCL (a) (m) PTT PCL (m) Turkey 3.0% Arcelik A.S. (m) Tupras Turkiye Petrol Rafinerileri A.S. (m) Turk Telekomunikasyon A.S. (m) Turkiye Sise ve Cam Fabrikalari A.S. (m) Ukraine 0.7% Kernel Holding S.A. (a) (m) United Arab Emirates 1.0% Dragon Oil plc (m) United Kingdom 0.8% Old Mutual plc (m) Total Common Stocks (Cost $356,402) Preferred Stocks 3.1% Brazil 3.1% 312 Banco do Estado do Rio Grande do Sul (m) 195 Cia de Bebidas das Americas, ADR (m) 46 Itau Unibanco Holding S.A., ADR (m) 3 Telefonica Brasil S.A. (m) Total Preferred Stocks (Cost $10,259)
Short-Term Investment 3.6% Investment Company 3.6% 12,370 JPMorgan Prime Money Market Fund, Institutional Class Shares, 0.080% (b) (l) (Cost $12,370) Total Investments 99.8% (Cost $379,031) Other Assets in Excess of Liabilities 0.2% NET ASSETS 100.0% Percentages indicated are based on net assets.
Summary of Investments by Industry, October 31, 2011 The following table represents the portfolio investments of the Fund by industry classifications as a percentage of total investments:
INDUSTRY Oil, Gas & Consumable Fuels Commercial Banks Semiconductors & Semiconductor Equipment Metals & Mining Automobiles Food Products Wireless Telecommunication Services Insurance Diversified Telecommunication Services IT Services Electronic Equipment, Instruments & Components Beverages Household Durables Chemicals Industrial Conglomerates Personal Products Electric Utilities Computers & Peripherals Tobacco Machinery Others (each less than 1.0%) Short-Term Investment PERCENTAGE 17.6% 13.3 9.1 7.7 6.1 5.6 4.8 3.5 3.2 3.0 2.9 2.6 2.2 2.2 2.1 1.4 1.3 1.2 1.2 1.0 4.4 3.6
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Indonesia 3.9% Astra International Tbk PT (m) Bank Rakyat Indonesia Persero Tbk PT (m) Unilever Indonesia Tbk PT (m) Luxembourg 2.0% Oriflame Cosmetics S.A. (m) Tenaris S.A., ADR (m) Malaysia 0.3% British American Tobacco Malaysia Bhd (f) (i) Mexico 3.4% Grupo Financiero Banorte S.A.B. de C.V., Class O (m) Wal-Mart de Mexico S.A.B. de C.V., Series V (m) Russia 2.8% Magnit OJSC, GDR (e) (m) Magnit OJSC, Reg. S, GDR (m) Sberbank of Russia (m) South Africa 7.2% African Bank Investments Ltd. (m) FirstRand Ltd. (m) Impala Platinum Holdings Ltd. (m) Massmart Holdings Ltd. (m) MTN Group Ltd. (m) Naspers Ltd., Class N (m) South Korea 11.8% E-Mart Co., Ltd. (a) (m) Hyundai Mobis (m) Hyundai Motor Co. (m) POSCO (m) Samsung Electronics Co., Ltd. (m) Shinsegae Co., Ltd. (m) Taiwan 5.4% Delta Electronics, Inc. (m) Hon Hai Precision Industry Co., Ltd. (m) Taiwan Semiconductor Manufacturing Co., Ltd. (m) Taiwan Semiconductor Manufacturing Co., Ltd., ADR (m)
502 7,665 65,882 20,206 40,825 731 7,948 4,016 5,268 26,101 3,591
41,035 27,872 48,406 40,798 77,174 21,655 58,946 11,422 26,788 24,200 7,248 344,509
220 1,111
6,016
14,819 17,995 7,644 49,252 84,188 10,103 52,860 16,951 15,378 254,371
32
Common Stocks Continued Turkey 2.8% 3,512 KOC Holding A.S. (m) 13,599 Turkiye Garanti Bankasi A.S. (m) United States 0.6% NII Holdings, Inc. (a) (m) Total Common Stocks (Cost $1,682,641) Preferred Stocks 12.7% Brazil 12.7% 1,718 Cia de Bebidas das Americas, ADR (m) 1,207 Itau Unibanco Holding S.A. (m) 1,571 Itau Unibanco Holding S.A., ADR (m) 2,910 Petroleo Brasileiro S.A., ADR (m) 3,745 Vale S.A., ADR (m) Total Preferred Stocks (Cost $218,856) Short-Term Investment 1.5% Investment Company 1.5% 33,314 JPMorgan Prime Money Market Fund, Institutional Class Shares, 0.080% (b) (l) (Cost $33,314) Total Investments 100.0% (Cost $1,934,811) Other Assets in Excess of Liabilities 0.0% (g) NET ASSETS 100.0% Percentages indicated are based on net assets.
Summary of Investments by Industry, October 31, 2011 The following table represents the portfolio investments of the Fund by industry classifications as a percentage of total investments:
INDUSTRY Commercial Banks Oil, Gas & Consumable Fuels Semiconductors & Semiconductor Equipment Wireless Telecommunication Services Metals & Mining Food & Staples Retailing IT Services Beverages Insurance Automobiles Thrifts & Mortgage Finance Auto Components Construction Materials Diversified Financial Services Electronic Equipment, Instruments & Components Industrial Conglomerates Distributors Food Products Energy Equipment & Services Real Estate Management & Development Media Diversified Consumer Services Others (each less than 1.0%) Short-Term Investment PERCENTAGE 15.4% 9.2 8.1 7.4 6.9 6.1 4.7 4.6 4.6 4.5 3.9 2.8 2.5 2.1 2.1 2.0 2.0 1.6 1.6 1.3 1.3 1.0 2.8 1.5
583
13,726 1,856,263
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52 24 76
13 4 4 17
New Zealand 0.9% Telecom Corp. of New Zealand Ltd. (m) Norway 1.5% DnB NOR ASA (m) Singapore 2.7% Singapore Airlines Ltd. (m) Singapore Telecommunications Ltd. (m) South Africa 0.7% African Bank Investments Ltd. (m) South Korea 0.9% KT Corp., ADR (m) Sweden 1.3% Telefonaktiebolaget LM Ericsson, Class B (m) Switzerland 1.4% Novartis AG (m) United Kingdom 10.2% British American Tobacco plc (m) Cairn Energy plc (a) (m) Centrica plc (m) GlaxoSmithKline plc (m) HSBC Holdings plc (m) Standard Chartered plc (m) Vodafone Group plc (m) United States 30.7% Abbott Laboratories (m) Bristol-Myers Squibb Co. (m) Carnival Corp. (m) CenterPoint Energy, Inc. (m) Chevron Corp. (m) Coca-Cola Co. (The) (m) ConocoPhillips (m) E.I. du Pont de Nemours & Co. (m) Frontier Communications Corp. (m) International Business Machines Corp. (m) Mattel, Inc. (m) McDonalds Corp. (m) Merck & Co., Inc. (m) Paychex, Inc. (m) Pfizer, Inc. (m) Sysco Corp. (m) Time Warner, Inc. (m) Verizon Communications, Inc. (m) Wells Fargo & Co. (m)
27 44 37 43 80
57 2 3
42 58 39 97
5 2 4 1 1 4 9 2 4 1 21
21 27 39 40 65 21 42 51 32 32 57 300
1 1 (h) 1 1 1 2 1 (h)
45 32 41 45 81 42 28 38 38 390
1 1 1 1 3 2
73 56 42 37 42 49 299
5 2 1 1 (h) 1 5
46 49 50 44 50 51 56 251
2 2 1
31 72 43 146
29 38 42 35 45 67 37 71 19 59 41 43 47 27 53 29 79 46 49
34
Common Stocks Continued United States Continued 2 Xcel Energy, Inc. (m) Total Common Stocks (Cost $3,058) Total Investments 97.9% (Cost $3,058) Other Assets in Excess of Liabilities 2.1% NET ASSETS 100.0% Percentages indicated are based on net assets. $
Summary of Investments by Industry, October 31, 2011 The following table represents the portfolio investments of the Fund by industry classifications as a percentage of total investments:
INDUSTRY Pharmaceuticals Diversified Telecommunication Services Oil, Gas & Consumable Fuels Commercial Banks Multi-Utilities Insurance Hotels, Restaurants & Leisure Chemicals Tobacco IT Services Electrical Equipment Media Beverages Diversified Financial Services Wireless Telecommunication Services Trading Companies & Distributors Office Electronics Electric Utilities Industrial Conglomerates Building Products Real Estate Management & Development Food Products Automobiles Multiline Retail Leisure Equipment & Products Communications Equipment Paper & Forest Products Real Estate Investment Trusts (REITs) Airlines Food & Staples Retailing PERCENTAGE 10.5% 10.0 9.1 6.9 6.5 6.3 5.3 4.4 4.0 3.0 2.8 2.7 2.3 2.0 2.0 1.9 1.7 1.7 1.6 1.6 1.5 1.5 1.5 1.4 1.4 1.4 1.4 1.3 1.3 1.0
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CURRENCY CAD for EUR CHF for EUR EUR for JPY AUD CAD CHF EUR EUR EUR HKD JPY
COUNTERPARTY Royal Bank of Canada Citibank, N.A. Citibank, N.A. Royal Bank of Canada Royal Bank of Canada Royal Bank of Canada Citibank, N.A. HSBC Bank, N.A. Westpac Banking Corp. Morgan Stanley Westpac Banking Corp.
CONTRACTS TO SELL 14,106 74,775 11,059 25,135 13,163 316,247 12,101 13,171 18,401 30,721 83,240 116,593 123,309 23,306 85,409
CURRENCY EUR EUR EUR EUR EUR EUR EUR EUR GBP GBP HKD HKD NOK NZD SGD
COUNTERPARTY Citibank, N.A. Credit Suisse International HSBC Bank, N.A. Morgan Stanley Royal Bank of Canada State Street Corp. Union Bank of Switzerland AG Westpac Banking Corp. Citibank, N.A. State Street Corp. State Street Corp. Union Bank of Switzerland AG Westpac Banking Corp. HSBC Bank, N.A. Westpac Banking Corp.
SETTLEMENT DATE 12/20/11 12/20/11 12/20/11 12/20/11 12/20/11 12/20/11 12/20/11 12/20/11 12/20/11 12/20/11 12/20/11 12/20/11 12/20/11 12/20/11 12/20/11
NET UNREALIZED APPRECIATION (DEPRECIATION) $ (1) (1) (h) (1) (h) (1) (h) (h) (1) (1) (h) (h) (h) (1) 1 $ (6)
For cross-currency exchange contracts, the settlement value is the U.S. Dollar market value at 10/31/11 of the currency being sold, and the value at 10/31/11 is the U.S. Dollar market value of the currency being purchased.
SEE NOTES TO FINANCIAL STATEMENTS.
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115 29 21 50
2 8 (h) 10 (h) 10 4 40 1
Israel 1.5% Teva Pharmaceutical Industries Ltd., ADR (m) Italy 0.9% Snam Rete Gas S.p.A. (m) Japan 11.3% Japan Tobacco, Inc. (m) JX Holdings, Inc. (m) KDDI Corp. (m) Marubeni Corp. (m) Mitsubishi Electric Corp. (m) Nippon Sheet Glass Co., Ltd. (m) ORIX Corp. (m) Netherlands 3.2% Koninklijke KPN N.V. (m) Royal Dutch Shell plc, Class A (m) Norway 1.7% Telenor ASA (m) South Africa 0.5% African Bank Investments Ltd. (m) South Korea 1.1% POSCO, ADR (m) Sweden 1.4% Telefonaktiebolaget LM Ericsson, Class B (m) Switzerland 5.2% ABB Ltd. (a) (m) ACE Ltd. (m) Kuehne & Nagel International AG (m) Tyco International Ltd. (m) Taiwan 1.4% Hon Hai Precision Industry Co., Ltd. (m) United Arab Emirates 0.4% Lamprell plc (m) United Kingdom 17.0% Afren plc (a) (m) APR Energy plc (a) (m) Associated British Foods plc (m) BG Group plc (m) Cairn Energy plc (a) (m) Centrica plc (m) Homeserve plc (m) Intercontinental Hotels Group plc (m) Lloyds Banking Group plc (a) (m)
69 39 145 60 81 58 37 86 46 513
1 2 1
59 38 59 156
2 3 3
29 69 39 108 2 3
30 114 144
8 1 2 4 6
56 68 74 25 74 173
4 5 1 6 3 1 (h) 1
77 23 48 62 53 69 54 58 234
1 1 1
40 54 67 161
1 1 (h) (h)
87 53 5 28 173
24 4 5 2 7 3 10 12 7 4 85
65 16 8 35 121 69 46 55 39 65 44
2 5 2
84 67 73 224
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Summary of Investments by Industry, October 31, 2011 The following table represents the portfolio investments of the Fund by industry classifications as a percentage of total investments:
INDUSTRY Oil, Gas & Consumable Fuels Insurance Pharmaceuticals Metals & Mining Commercial Banks Hotels, Restaurants & Leisure Food Products Tobacco Diversified Financial Services Electrical Equipment Road & Rail Beverages Auto Components Consumer Finance Diversified Telecommunication Services Construction & Engineering Paper & Forest Products Energy Equipment & Services Chemicals Building Products Health Care Equipment & Supplies Wireless Telecommunication Services Specialty Retail Internet & Catalog Retail Biotechnology Capital Markets Professional Services Electronic Equipment, Instruments & Components Media Machinery Communications Equipment Trading Companies & Distributors Industrial Conglomerates Health Care Providers & Services Multi-Utilities Marine Textiles, Apparel & Luxury Goods Others (each less than 1.0%) PERCENTAGE 11.8% 5.5 5.1 5.0 4.3 4.2 3.3 3.2 3.2 3.2 3.1 2.8 2.8 2.5 2.4 2.4 2.2 2.0 2.0 1.9 1.9 1.8 1.6 1.6 1.6 1.6 1.5 1.4 1.4 1.4 1.4 1.3 1.3 1.2 1.2 1.2 1.1 2.6
1 55 70 69 37 58 772
1 (h) 1 1 1 2 2 2 1 1 3 1 1 2 1 1 (h) 3
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CURRENCY AUD CAD CHF EUR EUR EUR EUR GBP GBP GBP HKD HKD JPY JPY JPY JPY SGD
COUNTERPARTY State Street Corp. State Street Corp. State Street Corp. Citibank, N.A. Royal Bank of Canada TD Bank Financial Group Westpac Banking Corp. State Street Corp. Union Bank of Switzerland AG Westpac Banking Corp. State Street Corp. Union Bank of Switzerland AG BNP Paribas Citibank, N.A. Royal Bank of Canada State Street Corp. State Street Corp.
CONTRACTS TO SELL 22,703 37,737 218,928 19,375 31,230 304,069 20,404 16,141 34,406 234,802 53,165 20,162 185,290 182,280 2,767,651 18,871,922 2,064,718 257,958 22,736
CURRENCY AUD CHF DKK EUR EUR EUR EUR GBP GBP GBP GBP GBP HKD HKD JPY JPY JPY NOK SGD
COUNTERPARTY Barclays Bank plc Deutsche Bank AG State Street Corp. Citibank, N.A. Royal Bank of Canada State Street Corp. Union Bank of Switzerland AG Morgan Stanley Royal Bank of Canada State Street Corp. Union Bank of Switzerland AG Westpac Banking Corp. BNP Paribas Citibank, N.A. Deutsche Bank AG State Street Corp. TD Bank Financial Group State Street Corp. Westpac Banking Corp.
SETTLEMENT DATE 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11 12/09/11
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2,656 224 155 73 41 304 2 346 856 367 74 73 10 141 149 48 439 270 12
Italy 0.7% Intesa Sanpaolo S.p.A. (m) Japan 16.2% Canon, Inc. (m) Daikin Industries Ltd. (m) East Japan Railway Co. (m) FANUC Corp. (m) Honda Motor Co., Ltd. (m) Japan Tobacco, Inc. (m) Komatsu Ltd. (m) Kubota Corp. (m) Mitsubishi Corp. (m) Murata Manufacturing Co., Ltd. (m) Nidec Corp. (m) Nintendo Co., Ltd. (m) Omron Corp. (m) Shin-Etsu Chemical Co., Ltd. (m) SMC Corp. (m) Sumitomo Corp. (m) Toyota Motor Corp. (m) Yahoo! Japan Corp. (m) Mexico 0.6% America Movil S.A.B. de C.V., Series L, , ADR (m) Netherlands 5.4% ING Groep N.V. CVA (a) (m) Reed Elsevier N.V. (m) Royal Dutch Shell plc, Class A (m) South Korea 1.1% Samsung Electronics Co., Ltd., GDR (e) (m) Spain 1.5% Banco Bilbao Vizcaya Argentaria S.A. (m) Inditex S.A. (m) Sweden 1.0% Atlas Copco AB, Class A (m) Switzerland 11.9% ABB Ltd. (a) (m) Credit Suisse Group AG (a) (m) Holcim Ltd. (a) (m) Nestle S.A. (m) Novartis AG (m) Roche Holding AG (m) SGS S.A. (m)
4,688 10,163 4,590 4,402 6,548 9,079 8,122 8,555 7,050 7,542 4,145 5,999 1,569 3,041 7,657 7,419 5,435 8,961 3,886 114,163
5,675 7,370 6,625 4,778 4,593 9,889 7,029 6,561 10,163 7,267 3,770 7,296 17,143 98,159
18 541 62
2,014 2,121
813 153
8,420 6,249
40
Common Stocks Continued Switzerland Continued 490 Xstrata plc (m) 40 Zurich Financial Services AG (a) (m) Taiwan 1.0% Taiwan Semiconductor Manufacturing Co., Ltd., ADR (m) United Kingdom 25.4% Barclays plc (m) BG Group plc (m) British American Tobacco plc (m) Burberry Group plc (m) Centrica plc (m) GlaxoSmithKline plc (m) HSBC Holdings plc (m) ICAP plc (m) Imperial Tobacco Group plc (m) Man Group plc (m) Marks & Spencer Group plc (m) Meggitt plc (m) Prudential plc (m) Rio Tinto plc (m) Standard Chartered plc (m) Tesco plc (m) Tullow Oil plc (m) Unilever plc (m) Vodafone Group plc (m) Total Common Stocks (Cost $591,317) Preferred Stock 1.4% Germany 1.4% 55 Volkswagen AG (m) (Cost $6,596) Short-Term Investment 4.1% Investment Company 4.1% 29,166 JPMorgan Prime Money Market Fund, Institutional Class Shares, 0.080% (b) (l) (Cost $29,166) Total Investments 102.9% (Cost $627,079) Liabilities in Excess of Other Assets (2.9)% NET ASSETS 100.0% Percentages indicated are based on net assets.
Summary of Investments by Industry, October 31, 2011 The following table represents the portfolio investments of the Fund by industry classifications as a percentage of total investments:
INDUSTRY Oil, Gas & Consumable Fuels Commercial Banks Pharmaceuticals Metals & Mining Machinery Food Products Tobacco Automobiles Insurance Electrical Equipment Wireless Telecommunication Services Chemicals Textiles, Apparel & Luxury Goods Beverages Semiconductors & Semiconductor Equipment Construction Materials Capital Markets Media Software Trading Companies & Distributors Multiline Retail Food & Staples Retailing Office Electronics Specialty Retail Industrial Conglomerates Hotels, Restaurants & Leisure Diversified Financial Services Real Estate Management & Development Energy Equipment & Services Electronic Equipment, Instruments & Components Others (each less than 1.0%) Short-Term Investment PERCENTAGE 9.9% 9.5 8.2 5.9 5.1 4.1 4.1 3.8 3.5 2.9 2.9 2.5 2.5 2.5 2.0 2.0 2.0 1.9 1.9 1.8 1.6 1.4 1.4 1.3 1.2 1.2 1.2 1.1 1.0 1.0 4.6 4.0
565 1,996 725 274 382 1,283 513 1,612 707 240 1,106 973 523 884 165 674 1,591 339 358 5,988
7,128 6,187 15,728 12,572 8,208 6,109 11,510 14,084 4,561 8,755 2,644 5,014 3,227 9,133 8,902 15,738 10,259 7,607 11,991 16,626 178,855 686,605
9,514
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240 133 311 434 167 200 2,032 130 4,357 55 108 352 64 115 256 124 2,774 117 139 553 154 (h) 96 74 217 374 160 206 41 242 207 240 114 156 76 102 310 45 121 162 2,008 937 58 340 552
Australia Continued OZ Minerals Ltd. (m) Paladin Energy Ltd. (a) (m) Qantas Airways Ltd. (a) (m) QBE Insurance Group Ltd. (m) QR National Ltd. (m) Ramsay Health Care Ltd. (m) Rio Tinto Ltd. (m) Santos Ltd. (m) Sonic Healthcare Ltd. (m) SP AusNet (m) Stockland (m) Suncorp Group Ltd. (m) TABCORP Holdings Ltd. (m) Tatts Group Ltd. (m) Telstra Corp. Ltd. (m) Toll Holdings Ltd. (m) Transurban Group (m) Wesfarmers Ltd. (m) Wesfarmers Ltd. (m) Westfield Group (m) Westfield Retail Trust (m) Westpac Banking Corp. (m) Woodside Petroleum Ltd. (m) Woolworths Ltd. (m) WorleyParsons Ltd. (m) Austria 1.1% Erste Group Bank AG (m) IMMOFINANZ AG (a) (m) OMV AG (m) Raiffeisen Bank International AG (m) Telekom Austria AG (m) Verbund AG (m) Vienna Insurance Group AG Wiener Versicherung Gruppe (m) Voestalpine AG (m) Belgium 1.7% Ageas (m) Anheuser-Busch InBev N.V. (m) Bekaert S.A. (m) Belgacom S.A. (m) Colruyt S.A. (m) Delhaize Group S.A. (m) Dexia S.A. (a) (m)
141 34 63 581 208 88 1,080 408 152 49 274 400 79 115 485 122 249 1,177 184 608 269 2,421 837 1,050 197 30,924
51 258 44 13 91 19 11 30
264 93 5 18 9 12 70
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Table of Contents SHARES SECURITY DESCRIPTION VALUE($) SHARES SECURITY DESCRIPTION VALUE($)
Common Stocks Continued Belgium Continued 10 Groupe Bruxelles Lambert S.A. (m) 20 KBC Groep N.V. (m) 4 Mobistar S.A. (m) 7 Solvay S.A. (m) 12 UCB S.A. (m) 14 Umicore S.A. (m) Bermuda 0.2% Seadrill Ltd. (m) Brazil 0.2% BM&F Bovespa S.A. (m) BRF - Brasil Foods S.A. (m) Natura Cosmeticos S.A. (m) Petroleo Brasileiro S.A. (m) Vale S.A. (m) Chile 0.7% Banco Santander Chile (m) CAP S.A. (m) Cencosud S.A. (m) Empresa Nacional de Electricidad S.A. (m) Empresas CMPC S.A. (m) Empresas COPEC S.A. (m) Enersis S.A. (m) Enersis S.A., ADR (m) ENTEL Chile S.A. (m) Lan Airlines S.A. (m) S.A.C.I. Falabella (m) Sociedad Quimica y Minera de Chile S.A., Class B (m) China 0.6% Bank of China Ltd., Class H (m) BBMG Corp., Class H (m) BYD Co., Ltd., Class H (a) (m) China Construction Bank Corp., Class H (m) China Life Insurance Co., Ltd., Class H (m) CNOOC Ltd. (m) Datang International Power Generation Co., Ltd., Class H (m) Foxconn International Holdings Ltd. (a) (m) Huaneng Power International, Inc., Class H (m) Industrial & Commercial Bank of China, Class H (m)
35 16 6 3 34 17
China Continued Lenovo Group Ltd. (m) PetroChina Co., Ltd., Class H (m) Ping An Insurance Group Co. of China Ltd., Class H (m) Sands China Ltd. (a) (m) Shui On Land Ltd. (m) Tencent Holdings Ltd. (m) Tingyi Cayman Islands Holding Corp. (m) Wynn Macau Ltd. (m) Yangzijiang Shipbuilding Holdings Ltd. (m) Yanzhou Coal Mining Co., Ltd., Class H (m) Zhejiang Expressway Co., Ltd., Class H (m) Cyprus 0.0% (g) Bank of Cyprus Public Co., Ltd. (m) Denmark 1.1% A.P. Moller - Maersk A/S, Class A (m) A.P. Moller - Maersk A/S, Class B (m) Carlsberg A/S, Class B (m) Coloplast A/S, Class B (m) Danske Bank A/S (a) (m) DSV A/S (m) Novo Nordisk A/S, Class B (m) Novozymes A/S, Class B (m) Pandora A/S (m) TDC A/S (m) Tryg A/S (m) Vestas Wind Systems A/S (a) (m) William Demant Holding A/S (a) (m) Finland 0.8% Elisa OYJ (m) Fortum OYJ (m) Kesko OYJ, Class B (m) Kone OYJ, Class B (m) Metso OYJ (m) Neste Oil OYJ (m) Nokia OYJ (m) Nokian Renkaat OYJ (m) Orion OYJ, Class B (m) Outokumpu OYJ (m) Pohjola Bank plc, Class A (m) Rautaruukki OYJ (m) Sampo OYJ, Class A (m)
280 251 609 517 231 631 275 3,069 450 39 202 108 206 115 6,703
314 287 461 447 341 569 134 517 174 360 387 516 4,507
9 25 3 8 8 6 209 7 5 7 7 4 23
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Table of Contents
278 158 58 2,174 394 476 244 142 1,664 5 2,553 549 252 324 922 322 479 1,093 188 872 124 778 429 2,417 319 250 445 69 49 96 263 114 1,988 2,084 131 272 113
1 2 5 6 12 7 12 14 15 3 50 2 (h) 12 9 5 8 12 10 67 29 10 2 38 6 6 15 6 6 127 5 7 22 26 73 2
France Continued Iliad S.A. (m) Imerys S.A. (m) JCDecaux S.A. (a) (m) Klepierre (m) Lafarge S.A. (m) Lagardere S.C.A (m) Legrand S.A. (m) LOreal S.A. (m) LVMH Moet Hennessy Louis Vuitton S.A. (m) Metropole Television S.A. (m) Natixis (m) Neopost S.A. (m) PagesJaunes Groupe (m) Pernod-Ricard S.A. (m) Peugeot S.A. (m) PPR (m) Publicis Groupe S.A. (m) Renault S.A. (m) Safran S.A. (m) Sanofi (m) Schneider Electric S.A. (m) SCOR SE (m) Societe BIC S.A. (m) Societe Generale S.A. (m) Societe Television Francaise 1 (m) Sodexo (m) Suez Environnement Co. (m) Technip S.A. (m) Thales S.A. (m) Total S.A. (m) Unibail-Rodamco SE (m) Vallourec S.A. (m) Veolia Environnement S.A. (m) Vinci S.A. (m) Vivendi S.A. (m) Wendel S.A. (m) Germany 11.0% Adidas AG (m) Allianz SE (m) Axel Springer AG (m) BASF SE (m) Bayer AG (m) Bayerische Motoren Werke AG (m) Beiersdorf AG (m)
122 103 133 196 469 183 434 1,580 2,492 50 159 130 2 1,104 191 720 387 505 312 4,764 1,702 234 163 1,081 79 435 242 570 211 6,607 1,082 420 305 1,289 1,637 148 53,329
19 40 4 82 74 29 9
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Table of Contents SHARES SECURITY DESCRIPTION VALUE($) SHARES SECURITY DESCRIPTION VALUE($)
Common Stocks Continued Germany Continued 3 Brenntag AG (m) 8 Celesio AG (m) 322 Commerzbank AG (a) (m) 7 Continental AG (a) (m) 80 Daimler AG (m) 83 Deutsche Bank AG (m) 17 Deutsche Boerse AG (a) (m) 21 Deutsche Lufthansa AG (m) 75 Deutsche Post AG (m) 250 Deutsche Telekom AG (m) 161 E.ON AG (m) 3 Fraport AG Frankfurt Airport Services Worldwide (m) 19 Fresenius Medical Care AG & Co. KGaA (m) 10 Fresenius SE & Co. KGaA (m) 16 GEA Group AG (m) 5 Hannover Rueckversicherung AG (m) 13 HeidelbergCement AG (m) 12 Henkel AG & Co. KGaA (m) 4 Hochtief AG (m) 99 Infineon Technologies AG (m) 15 K+S AG (m) 8 Kabel Deutschland Holding AG (a) (m) 8 Lanxess AG (m) 15 Linde AG (m) 6 MAN SE (m) 6 Merck KGaA (m) 12 Metro AG (m) 17 Muenchener Rueckversicherungs AG (m) 37 RWE AG (m) 4 Salzgitter AG (m) 82 SAP AG (m) 73 Siemens AG (m) 6 Suedzucker AG (m) 34 ThyssenKrupp AG (m) 15 TUI AG (a) (m) 9 United Internet AG (m) 2 Volkswagen AG (m) 1 Wacker Chemie AG (m) Greece 0.5% Alpha Bank AE (a) (m) Coca Cola Hellenic Bottling Co. S.A. (a) (m) EFG Eurobank Ergasias S.A. (a) (m)
282 124 787 555 4,080 3,420 962 280 1,143 3,181 3,873 206 1,357 994 441 266 593 590 263 889 975 447 454 2,375 522 561 558 2,256 1,590 200 4,942 7,656 165 968 95 185 389 137 68,269
59 240 57 27
Greece Continued Hellenic Telecommunications Organization S.A. (m) National Bank of Greece S.A. (a) (m) OPAP S.A. (m) Public Power Corp. S.A. (m) Hong Kong 1.0% AIA Group Ltd. (m) ASM Pacific Technology Ltd. (m) Bank of East Asia Ltd. (m) Belle International Holdings Ltd. (m) BOC Hong Kong Holdings Ltd. (m) Cathay Pacific Airways Ltd. (m) Cheung Kong Holdings Ltd. (m) Cheung Kong Infrastructure Holdings Ltd. (m) China Mobile Ltd. (m) Chinese Estates Holdings Ltd. (m) CLP Holdings Ltd. (m) Esprit Holdings Ltd. (m) Galaxy Entertainment Group Ltd. (a) (m) Hang Lung Group Ltd. (m) Hang Lung Properties Ltd. (m) Hang Seng Bank Ltd. (m) Henderson Land Development Co., Ltd. (m) Hong Kong & China Gas Co., Ltd. (m) Hong Kong Exchanges and Clearing Ltd. (m) Hopewell Highway Infrastructure Ltd. (m) Hopewell Holdings Ltd. (m) Hutchison Telecommunications Hong Kong Holdings Ltd. (m) Hutchison Whampoa Ltd. (m) Hysan Development Co., Ltd. (m) Kerry Properties Ltd. (m) Li & Fung Ltd. (m) Lifestyle International Holdings Ltd. (m) Link REIT (The) (m) MTR Corp. (m) New World Development Ltd. (m) Noble Group Ltd. (m) NWS Holdings Ltd. (m) Orient Overseas International Ltd. (m) PCCW Ltd. (m) Power Assets Holdings Ltd. (m) Shangri-La Asia Ltd. (m) Sino Land Co., Ltd. (m)
122 46 76
162 911 70
490 42 103 231 173 40 336 48 574 2 328 31 47 103 168 191 99 207 332 1 26 2 377 42 50 213 28 141 86 45 146 35 19 30 205 52 76
45
Table of Contents
27 14 32
Ireland Continued Ryanair Holdings plc (a) (m) Shire plc (m) WPP plc (m) Israel 0.7% Bank Hapoalim BM (m) Bank Leumi Le-Israel BM (m) Bezeq Israeli Telecommunication Corp., Ltd. (m) Cellcom Israel Ltd. (m) Cellcom Israel Ltd. (m) Delek Group Ltd. (m) Elbit Systems Ltd. (m) Israel Chemicals Ltd. (m) Israel Corp., Ltd. (The) (m) Israel Discount Bank Ltd., Class A (a) (m) Koor Industries Ltd. (a) (m) Mizrahi Tefahot Bank Ltd. (m) NICE Systems Ltd. (a) (m) Partner Communications Co., Ltd. (m) Teva Pharmaceutical Industries Ltd. (m) Teva Pharmaceutical Industries Ltd., ADR (m) Italy 6.2% A2A S.p.A. (m) Assicurazioni Generali S.p.A. (m) Atlantia S.p.A. (m) Autogrill S.p.A. (m) Banca Carige S.p.A. (m) Banca Monte dei Paschi di Siena S.p.A. (m) Banco Popolare SC (m) Enel Green Power S.p.A. (m) Enel S.p.A. (m) ENI S.p.A. (m) Exor S.p.A. (m) Fiat Industrial S.p.A. (a) (m) Fiat S.p.A (m) Finmeccanica S.p.A. (m) Intesa Sanpaolo S.p.A. (m) Intesa Sanpaolo S.p.A. (m) Luxottica Group S.p.A. (m) Mediaset S.p.A. (m) Mediobanca S.p.A. (m) Parmalat S.p.A. (m) Pirelli & C. S.p.A. (m)
173 15 88 5
20 15 31 7 9 40 239 75 5 9 33 28 12 27 6 75 14 31 52 82
127 119 433 276 540 109 1,040 118 136 151 122 156 127 487 200 195 141 125 108 244 4,954
288 286 260 51 33 63 73 369 118 92 (h) 74 151 71 1,588 1,100 4,617
4 98 47 23 26 16 20
170 191 52 19 109 726 279 292 1,078 392 10 125 127 70 1,653 141 20 111 86 55 37
232 3,411 796 219 213 337 414 670 5,084 8,662 218 1,084 775 477 2,917 203 584 410 679 122 329
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Table of Contents SHARES SECURITY DESCRIPTION VALUE($) SHARES SECURITY DESCRIPTION VALUE($)
Common Stocks Continued Italy Continued 42 Prelios S.p.A. (a) (m) 34 Prysmian S.p.A. (m) 43 Saipem S.p.A. (m) 265 Snam Rete Gas S.p.A. (m) 1 Telecom Italia Media S.p.A. (a) (m) 1,530 Telecom Italia S.p.A. (m) 988 Telecom Italia S.p.A. (m) 200 Terna Rete Elettrica Nazionale S.p.A. (m) 2,200 UniCredit S.p.A. (m) 135 Unione di Banche Italiane ScpA (m) Japan 22.2% ABC-Mart, Inc. (m) Advantest Corp. (m) Aeon Co., Ltd. (m) Aeon Credit Service Co., Ltd. (m) Aeon Mall Co., Ltd. (m) Air Water, Inc. (m) Aisin Seiki Co., Ltd. (m) Ajinomoto Co., Inc. (m) Alfresa Holdings Corp. (m) All Nippon Airways Co., Ltd. (m) Amada Co., Ltd. (m) Aozora Bank Ltd. (m) Asahi Glass Co., Ltd. (m) Asahi Group Holdings Ltd. (m) Asahi Kasei Corp. (m) Asics Corp. (m) Astellas Pharma, Inc. (m) Bank of Kyoto Ltd. (The) (m) Bank of Yokohama Ltd. (The) (m) Benesse Holdings, Inc. (m) Bridgestone Corp. (m) Brother Industries Ltd. (m) Canon, Inc. (m) Casio Computer Co., Ltd. (m) Central Japan Railway Co. (m) Chiba Bank Ltd. (The) (m) Chiyoda Corp. (m) Chubu Electric Power Co., Inc. (m) Chugai Pharmaceutical Co., Ltd. (m) Chugoku Bank Ltd. (The) (m) Chugoku Electric Power Co., Inc. (The) (m) Citizen Holdings Co., Ltd. (m) Coca-Cola West Co., Ltd. (m)
12 520 1,933 1,295 (h) 1,903 1,037 768 2,554 513 38,371
2 10 40 5 5 10 13 44 3 55 23 38 66 26 83 10 29 21 81 5 43 16 75 15 (h) 50 10 45 15 11 20 17 4
70 115 519 77 111 127 399 493 97 166 154 96 581 523 495 131 1,071 178 370 199 1,005 209 3,395 95 842 305 115 824 231 144 292 91 71
Japan Continued Cosmo Oil Co., Ltd. (m) Credit Saison Co., Ltd. (m) Dai Nippon Printing Co., Ltd. (m) Daicel Corp. (m) Daido Steel Co., Ltd. (m) Daihatsu Motor Co., Ltd. (m) Dai-ichi Life Insurance Co., Ltd. (The) (m) Daiichi Sankyo Co., Ltd. (m) Daikin Industries Ltd. (m) Dainippon Sumitomo Pharma Co., Ltd. (m) Daito Trust Construction Co., Ltd. (m) Daiwa House Industry Co., Ltd. (m) Daiwa Securities Group, Inc. (m) Dena Co., Ltd. (m) Denki Kagaku Kogyo KK (m) Denso Corp. (m) Dentsu, Inc. (m) East Japan Railway Co. (m) Eisai Co., Ltd. (m) Electric Power Development Co., Ltd. (m) Elpida Memory, Inc. (a) (m) FamilyMart Co., Ltd. (m) FANUC Corp. (m) Fast Retailing Co., Ltd. (m) Fuji Electric Co., Ltd. (m) Fuji Heavy Industries Ltd. (m) FUJIFILM Holdings Corp. (m) Fujitsu Ltd. (m) Fukuoka Financial Group, Inc. (m) Furukawa Electric Co., Ltd. (m) Gree, Inc. (m) GS Yuasa Corp. (m) Gunma Bank Ltd. (The) (m) Hachijuni Bank Ltd. (The) (m) Hakuhodo DY Holdings, Inc. (m) Hamamatsu Photonics KK (m) Hino Motors Ltd. (m) Hirose Electric Co., Ltd. (m) Hiroshima Bank Ltd. (The) (m) Hisamitsu Pharmaceutical Co., Inc. (m) Hitachi Chemical Co., Ltd. (m) Hitachi Construction Machinery Co., Ltd. (m) Hitachi High-Technologies Corp. (m) Hitachi Ltd. (m) Hitachi Metals Ltd. (m)
98 190 391 110 109 229 676 862 458 115 429 392 383 281 120 987 358 1,358 658 189 106 164 2,029 633 108 247 747 659 200 113 194 121 131 156 83 167 100 208 147 165 123 137 86 1,597 125
47
Table of Contents
151 154 180 3,215 627 181 131 198 957 254 331 982 84 150 136 75 108 264 163 144 1,484 577 390 180 367 231 160 111 862 179 144 101 731 131 913 240 98 1,406 280 267 121 712 109 75 377
Japan Continued Kirin Holdings Co., Ltd. (m) Kobe Steel Ltd. (m) Koito Manufacturing Co., Ltd. (m) Komatsu Ltd. (m) Konami Corp. (m) Konica Minolta Holdings, Inc. (m) Kubota Corp. (m) Kuraray Co., Ltd. (m) Kurita Water Industries Ltd. (m) Kyocera Corp. (m) Kyowa Hakko Kirin Co., Ltd. (m) Kyushu Electric Power Co., Inc. (m) Lawson, Inc. (m) Mabuchi Motor Co., Ltd. (m) Makita Corp. (m) Marubeni Corp. (m) Marui Group Co., Ltd. (m) Maruichi Steel Tube Ltd. (m) Mazda Motor Corp. (a) (m) McDonalds Holdings Co., Japan Ltd. (m) Medipal Holdings Corp. (m) MEIJI Holdings Co., Ltd. (m) Minebea Co., Ltd. (m) Miraca Holdings, Inc. (m) Mitsubishi Chemical Holdings Corp. (m) Mitsubishi Corp. (m) Mitsubishi Electric Corp. (m) Mitsubishi Estate Co., Ltd. (m) Mitsubishi Gas Chemical Co., Inc. (m) Mitsubishi Heavy Industries Ltd. (m) Mitsubishi Logistics Corp. (m) Mitsubishi Materials Corp. (m) Mitsubishi Motors Corp. (a) (m) Mitsubishi Tanabe Pharma Corp. (m) Mitsubishi UFJ Financial Group, Inc. (m) Mitsubishi UFJ Lease & Finance Co., Ltd. (m) Mitsui & Co., Ltd. (m) Mitsui Chemicals, Inc. (m) Mitsui Engineering & Shipbuilding Co., Ltd. (m) Mitsui Fudosan Co., Ltd. (m) Mitsui OSK Lines Ltd. (m) Mizuho Financial Group, Inc. (m) MS&AD Insurance Group Holdings (m) Murata Manufacturing Co., Ltd. (m) Nabtesco Corp. (m)
658 275 90 1,542 198 236 628 321 209 885 187 352 224 75 279 634 113 72 214 116 90 192 78 141 543 1,884 1,181 1,394 168 816 85 203 338 256 3,653 148 1,673 177 74 927 293 2,258 736 749 138
48
Table of Contents SHARES SECURITY DESCRIPTION VALUE($) SHARES SECURITY DESCRIPTION VALUE($)
Common Stocks Continued Japan Continued 13 Namco Bandai Holdings, Inc. (m) 172 NEC Corp. (a) (m) 17 NGK Insulators Ltd. (m) 10 NGK Spark Plug Co., Ltd. (m) 10 NHK Spring Co., Ltd. (m) 7 Nidec Corp. (m) 23 Nikon Corp. (m) 7 Nintendo Co., Ltd. (m) (h) Nippon Building Fund, Inc. (m) 26 Nippon Electric Glass Co., Ltd. (m) 57 Nippon Express Co., Ltd. (m) 11 Nippon Meat Packers, Inc. (m) 7 Nippon Paper Group, Inc. (m) 59 Nippon Sheet Glass Co., Ltd. (m) 335 Nippon Steel Corp. (m) 32 Nippon Telegraph & Telephone Corp. (m) 101 Nippon Yusen KK (m) 45 Nishi-Nippon City Bank Ltd. (The) (m) 164 Nissan Motor Co., Ltd. (m) 13 Nisshin Seifun Group, Inc. (m) 45 Nisshin Steel Co., Ltd. (m) 4 Nissin Foods Holdings Co., Ltd. (m) 2 Nitori Holdings Co., Ltd. (m) 11 Nitto Denko Corp. (m) 25 NKSJ Holdings, Inc. (m) 7 NOK Corp. (m) 233 Nomura Holdings, Inc. (m) 6 Nomura Real Estate Holdings, Inc. (m) (h) Nomura Real Estate Office Fund, Inc. (m) 7 Nomura Research Institute Ltd. (m) 29 NSK Ltd. (m) 32 NTN Corp. (m) (h) NTT Data Corp. (m) 1 NTT DoCoMo, Inc. (m) (h) NTT Urban Development Corp. (m) 42 Obayashi Corp. (m) 42 Odakyu Electric Railway Co., Ltd. (m) 57 OJI Paper Co., Ltd. (m) 14 Olympus Corp. (m) 13 Omron Corp. (m) 6 Ono Pharmaceutical Co., Ltd. (m) 3 Oracle Corp. Japan (m) 3 Oriental Land Co., Ltd. (m) 7 ORIX Corp. (m) 124 Osaka Gas Co., Ltd. (m)
190 383 192 130 92 588 504 986 348 233 220 140 149 127 874 1,616 255 123 1,508 154 72 150 233 456 492 116 889 100 96 148 222 140 282 1,790 52 195 394 283 219 291 293 88 323 604 469
Japan Continued Otsuka Corp. (m) Otsuka Holdings Co., Ltd. (m) Panasonic Corp. (m) Pioneer Corp. (a) (m) Rakuten, Inc. (m) Resona Holdings, Inc. (m) Ricoh Co., Ltd. (m) Rinnai Corp. (m) Rohm Co., Ltd. (m) Sankyo Co., Ltd. (m) Santen Pharmaceutical Co., Ltd. (m) SBI Holdings, Inc. (m) Secom Co., Ltd. (m) Sega Sammy Holdings, Inc. (m) Seiko Epson Corp. (m) Sekisui Chemical Co., Ltd. (m) Sekisui House Ltd. (m) Seven & I Holdings Co., Ltd. (m) Seven Bank Ltd. (m) Sharp Corp. (m) Shikoku Electric Power Co., Inc. (m) Shimadzu Corp. (m) Shimamura Co., Ltd. (m) Shimano, Inc. (m) Shimizu Corp. (m) Shin-Etsu Chemical Co., Ltd. (m) Shinsei Bank Ltd. (m) Shionogi & Co., Ltd. (m) Shiseido Co., Ltd. (m) Shizuoka Bank Ltd. (The) (m) Showa Denko KK (m) Showa Shell Sekiyu KK (m) SMC Corp. (m) Softbank Corp. (m) Sojitz Corp. (m) Sony Corp. (m) Sony Financial Holdings, Inc. (m) Square Enix Holdings Co., Ltd. (m) Stanley Electric Co., Ltd. (m) Sumco Corp. (a) (m) Sumitomo Chemical Co., Ltd. (m) Sumitomo Corp. (m) Sumitomo Electric Industries Ltd. (m) Sumitomo Heavy Industries Ltd. (m) Sumitomo Metal Industries Ltd. (m)
69 423 1,473 3 525 559 370 157 321 183 183 123 656 307 111 219 343 1,326 64 609 302 136 150 252 166 1,392 100 269 434 372 179 90 560 1,856 139 1,383 190 80 140 77 383 919 551 209 416
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469 2,479 705 483 140 98 110 471 154 379 180 167 121 121 2,348 332 216 567 154 321 128 153 330 1,140 350 602 723 362 116 214 290 692 1,159 110 161 152 153 6 75 52 332 6,043 224 254 113
66 8 7 1 11 1 6 5 14 10 19 26 3 8 14 14
Japan Continued Ube Industries Ltd. (m) Unicharm Corp. (m) Ushio, Inc. (m) USS Co., Ltd. (m) West Japan Railway Co. (m) Yahoo! Japan Corp. (m) Yakult Honsha Co., Ltd. (m) Yamada Denki Co., Ltd. (m) Yamaguchi Financial Group, Inc. (m) Yamaha Corp. (m) Yamaha Motor Co., Ltd. (a) (m) Yamato Holdings Co., Ltd. (m) Yamato Kogyo Co., Ltd. (m) Yamazaki Baking Co., Ltd. (m) Yaskawa Electric Corp. (m) Yokogawa Electric Corp. (a) (m) Luxembourg 0.5% ArcelorMittal (m) Millicom International Cellular S.A. (m) SES S.A. FDR (m) Tenaris S.A. (m) Mauritius 0.0% (g) Essar Energy plc (a) (m) Mexico 0.7% Alfa S.A.B. de C.V., Class A (m) America Movil S.A.B. de C.V., Series L, (m) Cemex S.A.B. de C.V. (a) (m) Fomento Economico Mexicano S.A.B. de C.V. (m) Fresnillo plc (m) Grupo Bimbo S.A.B. de C.V., Series A, (m) Grupo Carso S.A.B. de C.V., Series A1, (m) Grupo Mexico S.A.B. de C.V., Class B (m) Grupo Modelo S.A.B. de C.V., Series C, (m) Grupo Televisa S.A. (m) Kimberly-Clark de Mexico S.A.B. de C.V., Class A (m) Minera Frisco S.A.B. de C.V., Class A1 (a) (m) Telefonos de Mexico S.A.B. de C.V., Class A (m) Telefonos de Mexico S.A.B. de C.V., Class L (m) Wal-Mart de Mexico S.A.B. de C.V., Series V, (m)
194 336 102 119 475 308 179 390 125 104 266 435 71 101 120 132 138,148
51 3 18 77
41 183 1,454 182 458 125 183 51 472 176 459 174 78 45 71 521 4,632
50
Table of Contents SHARES SECURITY DESCRIPTION VALUE($) SHARES SECURITY DESCRIPTION VALUE($)
Common Stocks Continued Netherlands 4.0% 129 Aegon N.V. (a) (m) 17 Akzo Nobel N.V. (m) 31 ASML Holding N.V. (m) 4 Corio N.V. (m) 8 Delta Lloyd N.V. (m) 25 European Aeronautic Defence and Space Co., N.V. (m) 5 Fugro N.V. CVA (m) 8 Heineken Holding N.V. (m) 19 Heineken N.V. (m) 276 ING Groep N.V. CVA (a) (m) 83 Koninklijke Ahold N.V. (m) 5 Koninklijke Boskalis Westminster N.V. (m) 12 Koninklijke DSM N.V. (m) 112 Koninklijke KPN N.V. (m) 72 Koninklijke Philips Electronics N.V. (m) 5 Koninklijke Vopak N.V. (m) 23 PostNL N.V. (m) 22 QIAGEN N.V. (a) (m) 8 Randstad Holding N.V. (m) 52 Reed Elsevier N.V. (m) 92 Royal Dutch Shell plc, Class A (m) 69 Royal Dutch Shell plc, Class B (m) 12 SBM Offshore N.V. (m) 24 TNT Express N.V. (m) 118 Unilever N.V. CVA (m) 22 Wolters Kluwer N.V. (m) New Zealand 0.6% Auckland International Airport Ltd. (m) Contact Energy Ltd. (a) (m) Fletcher Building Ltd. (m) Sky City Entertainment Group Ltd. (m) Telecom Corp. of New Zealand Ltd. (m) Norway 1.3% Aker Solutions ASA (m) DnB NOR ASA (m) Gjensidige Forsikring ASA (m) Norsk Hydro ASA (m) Orkla ASA (m) Renewable Energy Corp. ASA (a) (m) Statoil ASA (m) Telenor ASA (m)
614 891 1,313 215 135 730 285 339 914 2,383 1,064 175 593 1,464 1,504 257 114 308 292 634 3,270 2,482 264 204 4,080 395 24,919
20
Norway Continued Yara International ASA (m) Philippines 0.7% Aboitiz Power Corp. (m) Ayala Corp. (m) Ayala Land, Inc. (m) Banco de Oro Unibank, Inc. (m) Bank of the Philippine Islands (m) Energy Development Corp. (m) Globe Telecom, Inc. (m) Jollibee Foods Corp. (m) Manila Electric Co. (m) Metropolitan Bank & Trust (m) Philippine Long Distance Telephone Co. (m) SM Investments Corp. (m) SM Prime Holdings, Inc. (m) Portugal 0.5% Banco Comercial Portugues S.A., Class R (a) (m) Banco Espirito Santo S.A. (m) Cimpor Cimentos de Portugal SGPS S.A. (m) EDP - Energias de Portugal S.A. (m) Galp Energia SGPS S.A., Class B (m) Jeronimo Martins SGPS S.A. (m) Portugal Telecom SGPS S.A. (m) Singapore 0.8% Ascendas REIT (m) CapitaLand Ltd. (m) CapitaMall Trust (m) CapitaMalls Asia Ltd. (m) City Developments Ltd. (m) ComfortDelgro Corp., Ltd. (m) Cosco Corp. Singapore Ltd. (m) DBS Group Holdings Ltd. (m) Fraser and Neave Ltd. (m) Genting Singapore plc (a) (m) Global Logistic Properties Ltd. (a) (m) Golden Agri-Resources Ltd. (m) Hutchison Port Holdings Trust, Class U (m) Jardine Cycle & Carriage Ltd. (m) Keppel Corp., Ltd. (m) Keppel Land Ltd. (m) Neptune Orient Lines Ltd. (m)
958 8,323
30 363 602 101 545 88 146 266 637 121 635 552 494 4,580
51
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2 5 (h) 1 1
South Korea Continued Samsung Fire & Marine Insurance Co., Ltd. (m) Shinhan Financial Group Co., Ltd. (m) Shinsegae Co., Ltd. (m) SK Innovation Co., Ltd. (m) SK Telecom Co., Ltd. (m) Spain 5.0% Abertis Infraestructuras S.A. (m) Acciona S.A. (m) Acerinox S.A. (m) ACS Actividades de Construccion y Servicios S.A. (m) Amadeus IT Holding S.A., Class A (m) Banco Bilbao Vizcaya Argentaria S.A. (m) Banco de Sabadell S.A. (m) Banco de Valencia S.A. (a) (m) Banco Popular Espanol S.A. (m) Banco Santander S.A. (m) Bankia S.A. (a) (m) Bankinter S.A. (m) Criteria Caixacorp S.A. (m) Distribuidora Internacional de Alimentacion S.A. (a) (m) EDP Renovaveis S.A. (a) (m) Enagas S.A. (m) Ferrovial S.A. (m) Fomento de Construcciones y Contratas S.A. (m) Gas Natural SDG S.A. (m) Gestevision Telecinco S.A. (m) Grifols S.A. (a) (m) Iberdrola S.A. (m) Inditex S.A. (m) Indra Sistemas S.A. (m) Mapfre S.A. (m) Red Electrica Corp. S.A. (m) Repsol YPF S.A. (m) Telefonica S.A. (m) Zardoya Otis S.A. (m) Sweden 1.8% Alfa Laval AB (m) Assa Abloy AB, Class B (m) Atlas Copco AB, Class A (m) Atlas Copco AB, Class B (m) Boliden AB (m)
9 1 6 9 98 19 15 45 12 40 64 16 13 27 41 6
156 74 289 174 242 338 343 779 574 123 241 725 183 331 121 163 4,856
2 7 1 7 2 1 4 1 4 2 1
181 166 149 140 536 244 151 467 283 582 1,145
558 217 132 510 490 3,493 353 1 400 6,416 394 122 313 229 195 303 431 103 538 108 217 2,572 1,776 154 225 465 2,140 7,842 183 30,880
14 11 24 14 9
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Table of Contents SHARES SECURITY DESCRIPTION VALUE($) SHARES SECURITY DESCRIPTION VALUE($)
Common Stocks Continued Sweden Continued 8 Electrolux AB, Series B, (m) 7 Getinge AB, Class B (m) 37 Hennes & Mauritz AB, Class B (m) 9 Hexagon AB, Class B (m) 2 Holmen AB, Class B (m) 18 Husqvarna AB, Class B (m) 5 Industrivarden AB, Class C (m) 17 Investor AB, Class B (m) 8 Kinnevik Investment AB, Class B (m) 2 Modern Times Group AB, Class B (m) 101 Nordea Bank AB (m) 6 Ratos AB, Class B (m) 40 Sandvik AB (m) 12 Scania AB, Class B (m) 13 Securitas AB, Class B (m) 53 Skandinaviska Enskilda Banken AB, Class A (m) 17 Skanska AB, Class B (m) 15 SKF AB, Class B (m) 5 SSAB AB, Class A (m) 24 Svenska Cellulosa AB, Class B (m) 19 Svenska Handelsbanken AB, Class A (m) 31 Swedbank AB, Class A (m) 8 Swedish Match AB (m) 11 Tele2 AB, Class B (m) 113 Telefonaktiebolaget LM Ericsson, Class B (m) 84 TeliaSonera AB (m) 53 Volvo AB, Class B (m) Switzerland 2.7% ABB Ltd. (a) (m) Actelion Ltd. (a) (m) Adecco S.A. (a) (m) Aryzta AG (m) Aryzta AG (m) Baloise Holding AG (m) Cie Financiere Richemont S.A., Class A (m) Credit Suisse Group AG (a) (m) GAM Holding AG (a) (m) Geberit AG (a) (m) Givaudan S.A. (a) (m) Glencore International plc (m) Holcim Ltd. (a) (m) Julius Baer Group Ltd. (a) (m) Kuehne & Nagel International AG (m) Lindt & Spruengli AG (m)
147 185 1,219 134 49 90 65 326 159 92 919 86 548 194 115 335 273 340 44 343 554 428 283 240 1,173 583 664 11,035
(h) (h) 1 62 42 (h) 13 1 (h) (h) (h) 1 41 (h) (h) 1 1 (h) 9 (h) 2 6 65 7 53 3
Switzerland Continued Lindt & Spruengli AG (m) Logitech International S.A. (a) (m) Lonza Group AG (a) (m) Nestle S.A. (m) Novartis AG (m) Pargesa Holding S.A. (m) Roche Holding AG (m) Schindler Holding AG (m) Schindler Holding AG (m) SGS S.A. (m) Sika AG (m) Sonova Holding AG (a) (m) STMicroelectronics N.V. (m) Straumann Holding AG (m) Sulzer AG (m) Swatch Group AG (The) (m) Swatch Group AG (The) (m) Swiss Life Holding AG (a) (m) Swiss Reinsurance Co., Ltd. (a) (m) Swisscom AG (m) Syngenta AG (a) (m) Transocean Ltd. (m) UBS AG (a) (m) Wolseley plc (m) Xstrata plc (m) Zurich Financial Services AG (a) (m) Taiwan 0.8% Asustek Computer, Inc. (m) Cathay Financial Holding Co., Ltd. (m) China Steel Corp. (m) Chunghwa Telecom Co., Ltd. (m) Far Eastern New Century Corp. (m) Formosa Plastics Corp. (m) Hon Hai Precision Industry Co., Ltd. (m) HTC Corp. (m) MediaTek, Inc. (m) Nan Ya Plastics Corp. (m) Pegatron Corp. (m) Quanta Computer, Inc. (m) Taishin Financial Holding Co., Ltd. (m) Taiwan Cement Corp. (m) Taiwan Mobile Co., Ltd. (m) Taiwan Semiconductor Manufacturing Co., Ltd. (m)
74 2 69 3,558 2,340 31 2,052 93 57 165 63 71 287 16 52 230 58 56 495 166 531 315 816 211 887 615 16,528
737 59 112 9 48 60 547 597 33 143 131 150 296 139 117 40
219 204 412 87 277 273 598 161 305 173 113 242 319 81 261 1,002
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103 4,830
253 384 282 221 617 125 641 273 693 468 536 98 4,591
578 349 349 212 306 194 394 513 888 278 468 270 4,799
26 5 7 9 34 10 35 9 35 74 9 88
84 98 187 128 1,244 188 324 162 1,700 401 105 389
United Kingdom Continued Balfour Beatty plc (m) Barclays plc (m) BG Group plc (m) BHP Billiton plc (m) BP plc (m) British American Tobacco plc (m) British Land Co. plc (m) British Sky Broadcasting Group plc (m) BT Group plc (m) Bunzl plc (m) Burberry Group plc (m) Cairn Energy plc (a) (m) Capita Group plc (The) (m) Capital Shopping Centres Group plc (m) Carnival plc (m) Centrica plc (m) Cobham plc (m) Compass Group plc (m) Diageo plc (m) Eurasian Natural Resources Corp. plc (m) G4S plc (m) GKN plc (m) GlaxoSmithKline plc (m) Hammerson plc (m) HSBC Holdings plc (m) ICAP plc (m) Imperial Tobacco Group plc (m) Inmarsat plc (m) Intercontinental Hotels Group plc (m) International Consolidated Airlines Group S.A. (a) (m) International Power plc (m) Intertek Group plc (m) Invensys plc (m) Investec plc (m) ITV plc (a) (m) J Sainsbury plc (m) Johnson Matthey plc (m) Kazakhmys plc (m) Kingfisher plc (m) Land Securities Group plc (m) Legal & General Group plc (m) Lloyds Banking Group plc (a) (m) London Stock Exchange Group plc (m) Lonmin plc (m) Man Group plc (m)
68 921 1,886 1,728 3,565 2,340 177 330 601 111 240 169 184 73 172 631 82 442 1,330 72 142 121 2,973 120 3,991 94 953 89 138 226 213 135 77 73 99 150 166 83 252 217 265 547 55 73 116
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Table of Contents SHARES SECURITY DESCRIPTION VALUE($) SHARES SECURITY DESCRIPTION VALUE($)
Common Stocks Continued United Kingdom Continued 41 Marks & Spencer Group plc (m) 90 National Grid plc (m) 4 Next plc (m) 142 Old Mutual plc (m) 21 Pearson plc (m) 7 Petrofac Ltd. (m) 65 Prudential plc (m) 2 Randgold Resources Ltd. (m) 16 Reckitt Benckiser Group plc (m) 31 Reed Elsevier plc (m) 38 Resolution Ltd. (m) 23 Rexam plc (m) 37 Rio Tinto plc (m) 48 Rolls-Royce Holdings plc (m) (a) 3,316 Rolls-Royce Holdings plc, Class C (a) (m) 451 Royal Bank of Scotland Group plc (a) (m) 91 RSA Insurance Group plc (m) 24 SABMiller plc (m) 34 Sage Group plc (The) (m) 3 Schroders plc (m) 19 Segro plc (m) 13 Serco Group plc (m) 6 Severn Trent plc (m) 23 Smith & Nephew plc (m) 10 Smiths Group plc (m) 24 SSE plc (m) 61 Standard Chartered plc (m) 61 Standard Life plc (m) 31 Subsea 7 S.A. (a) (m) 207 Tesco plc (m) 12 TUI Travel plc (m) 23 Tullow Oil plc (m) 33 Unilever plc (m) 18 United Utilities Group plc (m) 3 Vedanta Resources plc (m) 1,316 Vodafone Group plc (m) 5 Weir Group plc (The) (m) 5 Whitbread plc (m) 57 Wm Morrison Supermarkets plc (m) United States 0.0% (g) Sims Metal Management Ltd. (m) Synthes, Inc. (e) (m) Total Common Stocks (Cost $413,608)
210 896 181 250 384 154 676 255 816 267 166 125 1,980 541 5 174 162 891 151 69 76 107 148 210 154 520 1,424 211 659 1,333 33 513 1,105 171 60 3,655 166 122 278 50,798
Investment Companies 2.6% United States 2.6% 260 iShares MSCI EAFE Index Fund (m) 30 iShares MSCI Germany Index Fund (m) 41 iShares MSCI Pacific ex-Japan Index Fund (m) Total Investment Companies (Cost $14,523) Preferred Stocks 1.3% Brazil 0.6% 30 Banco Bradesco S.A. (m) 8 Cia de Bebidas das Americas (m) 6 Cia Energetica de Minas Gerais (m) 80 Itau Unibanco Holding S.A. (m) 40 Petroleo Brasileiro S.A. (m) 31 Vale S.A., Class A (m) Germany 0.7% Bayerische Motoren Werke AG (m) Henkel AG & Co. KGaA (m) Porsche Automobil Holding SE (m) ProSiebenSat.1 Media AG (m) RWE AG (m) Volkswagen AG (m) Total Preferred Stocks (Cost $2,937) NUMBER OF RIGHTS Rights 0.0% (g) Hong Kong 0.0% (g) 21 New World Development Ltd., expiring 11/22/11 (a) (m) (Cost $) SHARES Short-Term Investment 0.8% Investment Company 0.8% 4,990 JPMorgan Prime Money Market Fund, Institutional Class Shares, 0.080% (b) (1) (Cost $4,990) Total Investments 99.2% (Cost $436,058) Other Assets in Excess of Liabilities 0.8% NET ASSETS 100.0% Percentages indicated are based on net assets.
5 15 14 6 3 13
6 1
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Futures Contracts
NUMBER OF CONTRACTS 29 163 19 DESCRIPTION Long Futures Outstanding TOPIX Index Dow Jones Euro STOXX 50 Index FTSE 100 Index EXPIRATION DATE 12/08/11 12/16/11 12/16/11 NOTIONAL VALUE AT 10/31/11 $ 2,815 5,386 1,692 UNREALIZED APPRECIATION (DEPRECIATION) $ 19 756 100 875
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525 264
Hong Kong Continued Hutchison Whampoa Ltd. (m) Sun Hung Kai Properties Ltd. (m) Indonesia 0.6% Perusahaan Gas Negara PT (m) Ireland 2.5% Experian plc (m) Shire plc (m) Israel 1.1% Teva Pharmaceutical Industries Ltd., ADR (m) Italy 1.3% Snam Rete Gas S.p.A. (m) Japan 19.3% Bridgestone Corp. (m) Canon, Inc. (m) Dai-ichi Life Insurance Co., Ltd. (The) (m) East Japan Railway Co. (m) FUJIFILM Holdings Corp. (m) Fujitsu Ltd. (m) Japan Tobacco, Inc. (m) JX Holdings, Inc. (m) KDDI Corp. (m) Marubeni Corp. (m) Mitsubishi Electric Corp. (m) Mitsubishi Estate Co., Ltd. (m) Mitsubishi Heavy Industries Ltd. (m) Mitsubishi UFJ Financial Group, Inc. (m) Mitsui & Co., Ltd. (m) Nippon Sheet Glass Co., Ltd. (m) Nippon Telegraph & Telephone Corp. (m) Nissan Motor Co., Ltd. (m) Sumitomo Mitsui Financial Group, Inc. (m) Netherlands 10.4% ASML Holding N.V. (m) European Aeronautic Defence and Space Co., N.V. (m) ING Groep N.V. CVA (a) (m) Koninklijke KPN N.V. (m) Royal Dutch Shell plc, Class A (m) Unilever N.V. CVA (m)
249 271
128 1,265 167 132 3 51 69 1,115 2 941 1 632 646 273 586 1,126 289 2,333 111 749 171
5,247 6,184 3,909 6,001 3,178 3,116 1,689 5,963 10,101 5,480 7,120 3,679 5,977 4,624 2,388 4,894 4,215 5,031 5,668 6,886 4,780 94,699
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United Kingdom Continued Intercontinental Hotels Group plc (m) Lloyds Banking Group plc (a) (m) Man Group plc (m) Pearson plc (m) Premier Farnell plc (m) Prudential plc (m) Rio Tinto plc (m) Standard Chartered plc (m) Tullow Oil plc (m) Vodafone Group plc (m) Total Common Stocks (Cost $479,930)
7,105 5,207 52 5,856 2,279 6,530 10,875 8,489 4,112 13,076 117,894 470,512
389 103
Preferred Stock 1.7% Germany 1.7% 48 Volkswagen AG (m) (Cost $5,952) Short-Term Investment 2.3% Investment Company 2.3% 11,499 JPMorgan Prime Money Market Fund, Institutional Class Shares, 0.080% (b) (l) (Cost $11,499) Total Investments 99.9% (Cost $497,381) Other Assets in Excess of Liabilities 0.1% NET ASSETS 100.0% Percentages indicated are based on net assets.
8,298
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Summary of Investments by Industry, October 31, 2011 The following table represents the portfolio investments of the Fund by industry classifications as a percentage of total investments:
INDUSTRY Oil, Gas & Consumable Fuels Pharmaceuticals Commercial Banks Tobacco Electrical Equipment Wireless Telecommunication Services Metals & Mining Automobiles Real Estate Management & Development Multi-Utilities Hotels, Restaurants & Leisure Insurance Diversified Telecommunication Services Food Products Semiconductors & Semiconductor Equipment Textiles, Apparel & Luxury Goods Diversified Financial Services PERCENTAGE 8.9% 8.6 8.4 4.8 4.2 4.1 4.1 4.1 3.6 3.4 3.3 3.1 2.8 2.7 2.3 2.2 1.9 INDUSTRY Gas Utilities Electronic Equipment, Instruments & Components Personal Products Trading Companies & Distributors Chemicals Multiline Retail Office Electronics Computers & Peripherals Professional Services Media Electric Utilities Machinery Communications Equipment Building Products Industrial Conglomerates Others (each less than 1.0%) Short-Term Investment PERCENTAGE 1.8% 1.7 1.7 1.6 1.5 1.2 1.2 1.2 1.2 1.2 1.2 1.2 1.2 1.0 1.0 5.3 2.3
CURRENCY EUR for AUD GBP for CAD JPY for CHF AUD for EUR AUD for EUR HKD for EUR CAD for GBP CHF for GBP CHF for GBP GBP for HKD
COUNTERPARTY State Street Corp. Westpac Banking Corp. Royal Bank of Canada Barclays Bank plc Westpac Banking Corp. State Street Corp. Westpac Banking Corp. Barclays Bank plc Citibank, N.A. Westpac Banking Corp.
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CONTRACTS TO BUY 1,820,610 147,247,114 864,868 64,343,585 849,738 89,639,711 1,556,066 166,763,798 742,092 89,931,221 40,051,183 2,063,573 3,638,682 5,172,975 8,718,996 579,720 1,490,632 2,022,550 7,636,621 1,824,068 841,229 2,049,603 2,413,580 1,875,077 1,311,268 796,962 5,659,403 362,025 3,708,031 738,776 937,988 3,364,098 367,522,268 357,617,400 327,960,409 95,697,639 782,295,895 56,929,908 8,031,544
CURRENCY AUD for JPY CAD for JPY EUR for JPY EUR for JPY GBP for JPY AUD CAD CHF CHF CHF CHF CHF CHF EUR EUR EUR EUR EUR EUR EUR EUR EUR GBP GBP GBP GBP GBP JPY JPY JPY JPY JPY SEK SGD
COUNTERPARTY Royal Bank of Canada Royal Bank of Canada Citibank, N.A. Westpac Banking Corp. Citibank, N.A. Union Bank of Switzerland AG Citibank, N.A. Merrill Lynch International Royal Bank of Canada State Street Corp. TD Bank Financial Group Union Bank of Switzerland AG Westpac Banking Corp. Barclays Bank plc Barclays Bank plc BNP Paribas Credit Suisse International Merrill Lynch International Royal Bank of Canada Societe Generale Union Bank of Switzerland AG Westpac Banking Corp. Barclays Bank plc Citibank, N.A. Credit Suisse International HSBC Bank, N.A. Westpac Banking Corp. BNP Paribas Citibank, N.A. Credit Suisse International Royal Bank of Canada State Street Corp. Union Bank of Switzerland AG Union Bank of Switzerland AG
SETTLEMENT DATE 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 02/08/12 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11
SETTLEMENT VALUE $ 1,883# 823# 1,147# 2,133# 1,150# 42,656 2,007 4,060 5,859 11,287 655 1,619 2,196 10,815 2,582 1,170 2,955 3,331 2,705 1,859 1,138 7,613 572 6,027 1,218 1,524 5,217 4,798 4,664 4,261 1,242 10,157 8,933 6,656 188,163
VALUE AT 10/31/11 $ 1,917# 867# 1,176# 2,153# 1,193# 42,174 2,070 4,146 5,894 9,934 660 1,698 2,304 10,566 2,523 1,164 2,836 3,339 2,594 1,814 1,103 7,830 582 5,961 1,188 1,508 5,409 4,702 4,575 4,195 1,224 10,008 8,732 6,401 $ 185,638
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Table of Contents NET UNREALIZED APPRECIATION (DEPRECIATION) $ 14 286 260 25 1,086 (30) 92 42 31 (115) 195 66 51 (2) (6) 93 209 19 (82) (52) $ 2,182
CONTRACTS TO SELL 1,850,000 9,362,821 7,415,091 570,275 31,042,001 648,016 4,372,701 1,518,394 3,987,348 6,026,736 15,183,208 1,633,495 2,731,490 18,936,663 15,451,293 301,150,350 1,041,108,546 2,001,474 14,306,790 7,301,588
CURRENCY CAD CAD EUR EUR EUR EUR EUR EUR EUR GBP GBP GBP GBP HKD HKD JPY JPY NZD SEK SEK
COUNTERPARTY Royal Bank of Canada State Street Corp. Barclays Bank plc BNP Paribas Citibank, N.A. HSBC Bank, N.A. State Street Corp. Union Bank of Switzerland AG Westpac Banking Corp. Barclays Bank plc State Street Corp. Union Bank of Switzerland AG Westpac Banking Corp. Barclays Bank plc State Street Corp. BNP Paribas Westpac Banking Corp. Royal Bank of Canada Barclays Bank plc HSBC Bank, N.A.
SETTLEMENT DATE 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11 11/09/11
SETTLEMENT VALUE $ 1,870 9,677 10,519 814 44,036 867 6,142 2,143 5,548 9,575 24,606 2,692 4,443 2,436 1,983 3,945 13,528 1,637 2,112 1,068 $ 149,641
VALUE AT 10/31/11 $ 1,856 9,391 10,259 789 42,950 897 6,050 2,101 5,517 9,690 24,411 2,626 4,392 2,438 1,989 3,852 13,319 1,618 2,194 1,120 $147,459
For cross-currency exchange contracts, the settlement value is the U.S. Dollar market value at 10/31/11 of the currency being sold, and the value at 10/31/11 is the U.S. Dollar market value of the currency being purchased. SEE NOTES TO FINANCIAL STATEMENTS.
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1,270 6,308 1,682 736 563 237 6,339 455 8 4,219 4 2,449 1,746 748 2,724 629 3,867 2,708 1,540
Ireland 0.8% Experian plc (m) Italy 1.5% Snam Rete Gas S.p.A. (m) Japan 19.2% Amada Co., Ltd. (m) Bridgestone Corp. (m) Canon, Inc. (m) East Japan Railway Co. (m) Fujitsu Ltd. (m) Honda Motor Co., Ltd. (m) Japan Tobacco, Inc. (m) JX Holdings, Inc. (m) KDDI Corp. (m) Marubeni Corp. (m) Mitsubishi Electric Corp. (m) Mitsui & Co., Ltd. (m) Nippon Sheet Glass Co., Ltd. (m) Nippon Telegraph & Telephone Corp. (m) Nissan Motor Co., Ltd. (m) Sumitomo Corp. (m) Sumitomo Mitsui Financial Group, Inc. (m) Netherlands 10.3% European Aeronautic Defence and Space Co., N.V. (m) ING Groep N.V. CVA (a) (m) Koninklijke KPN N.V. (m) Royal Dutch Shell plc, Class A (m) Unilever N.V. CVA (m) Norway 1.0% DnB NOR ASA (m) Singapore 1.1% Singapore Telecommunications Ltd. (m) South Africa 0.5% African Bank Investments Ltd. (m) South Korea 1.6% Samsung Electronics Co., Ltd. (m) Spain 2.6% Banco Bilbao Vizcaya Argentaria S.A. (m) Repsol YPF S.A. (m)
16,492 30,836 11,159 17,252 25,568 14,363 33,899 13,594 38,526 24,574 31,682 14,254 16,156 10,912 5,874 32,286 35,558 33,527 43,040 402,224
949 1,890
17,374 10,053 14,280 32,635 19,525 60,883 34,207 25,360 14,831 229,148
5,298 3,201
62
Common Stocks Continued Sweden 2.7% 3,412 Nordea Bank AB (m) 2,407 Telefonaktiebolaget LM Ericsson, Class B (m) Switzerland 4.1% Credit Suisse Group AG (a) (m) Holcim Ltd. (a) (m) Novartis AG (m) Swiss Re AG (a) (m) Taiwan 0.7% Hon Hai Precision Industry Co., Ltd. (m) United Kingdom 20.2% Barclays plc (m) BP plc (m) British American Tobacco plc (m) BT Group plc (m) Cairn Energy plc (a) (m) Centrica plc (m) GlaxoSmithKline plc (m) HSBC Holdings plc (m) Intercontinental Hotels Group plc (m) International Power plc (m) Lloyds Banking Group plc (a) (m) Man Group plc (m) Petropavlovsk plc (m) Prudential plc (m) Standard Chartered plc (m) Tullow Oil plc (m) Vodafone Group plc (m) Total Common Stocks (Cost $2,023,179) Preferred Stock 1.4% Germany 1.4% 163 Volkswagen AG (m) (Cost $18,438) Short-Term Investment 3.3% Investment Company 3.3% 69,060 JPMorgan Prime Money Market Fund, Institutional Class Shares, 0.080% (b) (l) (Cost $69,060) Total Investments 100.8% (Cost $2,110,677) Liabilities in Excess of Other Assets (0.8)% NET ASSETS 100.0% Percentages indicated are based on net assets.
Summary of Investments by Industry, October 31, 2011 The following table represents the portfolio investments of the Fund by industry classifications as a percentage of total investments:
INDUSTRY Oil, Gas & Consumable Fuels Commercial Banks Pharmaceuticals Insurance Diversified Telecommunication Services Wireless Telecommunication Services Automobiles Tobacco Multi-Utilities Trading Companies & Distributors Diversified Financial Services Electrical Equipment Chemicals Hotels, Restaurants & Leisure Electric Utilities Computers & Peripherals Food Products Semiconductors & Semiconductor Equipment Gas Utilities Industrial Conglomerates Aerospace & Defense Office Electronics Communications Equipment Metals & Mining Construction Materials Building Products Independent Power Producers & Energy Traders Paper & Forest Products Others (each less than 1.0%) Short-Term Investment PERCENTAGE 11.9% 11.7 9.0 5.8 5.7 5.0 4.6 3.4 3.4 2.8 2.5 2.4 2.2 2.1 1.8 1.6 1.6 1.5 1.5 1.4 1.2 1.2 1.2 1.1 1.1 1.0 1.0 1.0 6.0 3.3
5,055 5,353 6,000 744 6,589 3,121 5,057 2,431 2,497 1,079 4,076 19,802 92 491 3,789 689 265 26,583
13,858 16,594 44,153 34,093 19,880 14,742 24,073 54,546 21,783 19,909 22,114 10,240 220 5,777 39,136 16,067 5,964 73,814 423,105 2,012,697
28,412
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CURRENCY AUD for EUR AUD for HKD CAD for GBP CHF for EUR EUR for CAD EUR for CHF EUR for GBP EUR for JPY EUR for SEK EUR for SGD GBP for EUR HKD for JPY JPY for AUD JPY for EUR JPY for GBP AUD AUD AUD CAD CHF CHF CHF DKK EUR EUR
COUNTERPARTY Credit Suisse International Westpac Banking Corp. Citibank, N.A. Royal Bank of Canada Citibank, N.A. Royal Bank of Canada Barclays Bank plc Citibank, N.A. Citibank, N.A. Morgan Stanley Credit Suisse International HSBC Bank, N.A. Barclays Bank plc TD Bank Financial Group Union Bank of Switzerland AG Royal Bank of Canada Union Bank of Switzerland AG Westpac Banking Corp. Barclays Bank plc BNP Paribas Credit Suisse International Union Bank of Switzerland AG Westpac Banking Corp. Barclays Bank plc BNP Paribas
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CONTRACTS TO BUY 19,224,261 14,163,265 4,740,190 1,660,768 10,850,260 13,811,499 4,416,669 6,673,727 4,779,759 62,208,293 54,469,605 349,464,796 521,096,209 991,080,351 708,449,278 1,401,415,938 1,000,862,150 33,748,453 28,010,480
CURRENCY EUR EUR EUR EUR EUR EUR GBP GBP GBP HKD HKD HKD JPY JPY JPY JPY JPY NOK SGD
COUNTERPARTY Citibank, N.A. Credit Suisse International HSBC Bank, N.A. Royal Bank of Canada State Street Corp. Westpac Banking Corp. Barclays Bank plc BNP Paribas HSBC Bank, N.A. Citibank, N.A. Royal Bank of Canada Westpac Banking Corp. Barclays Bank plc BNP Paribas Credit Suisse International HSBC Bank, N.A. Union Bank of Switzerland AG BNP Paribas Westpac Banking Corp.
SETTLEMENT DATE 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11
SETTLEMENT VALUE $ 26,965 20,362 6,817 2,305 15,326 19,206 6,976 10,743 7,764 7,989 6,995 44,890 6,710 12,961 9,256 18,293 13,020 6,217 23,133 $ 636,388
VALUE AT 10/31/11 $ 26,596 19,594 6,558 2,298 15,011 19,107 7,100 10,729 7,684 8,008 7,012 44,988 6,668 12,681 9,065 17,932 12,806 6,054 22,323 $ 630,965
NET UNREALIZED APPRECIATION (DEPRECIATION) $ (369) (768) (259) (7) (315) (99) 124 (14) (80) 19 17 98 (42) (280) (191) (361) (214) (163) (810) $ (5,423) NET UNREALIZED APPRECIATION (DEPRECIATION) $ 108 1,391 (135) 1,090 (390) 269 973 (84) (405) 2,188 217 461 3,409 (14) (8) (33) 212 86 98 253 255 125 $ 10,066
CONTRACTS TO SELL 14,631,194 10,145,059 8,185,747 18,392,237 10,835,922 4,740,190 16,357,128 4,119,102 7,810,942 41,983,211 4,469,037 18,519,302 81,586,541 128,735,351 79,515,572 120,741,939 773,299,826 394,172,784 399,736,281 1,001,247,995 960,966,961 565,402,961
CURRENCY CAD CHF EUR EUR EUR EUR EUR EUR EUR EUR GBP GBP GBP HKD HKD HKD JPY JPY JPY JPY JPY JPY
COUNTERPARTY Union Bank of Switzerland AG HSBC Bank, N.A. Barclays Bank plc Citibank, N.A. Credit Suisse International Deutsche Bank AG Morgan Stanley State Street Corp. Union Bank of Switzerland AG Westpac Banking Corp. Barclays Bank plc BNP Paribas Union Bank of Switzerland AG BNP Paribas Citibank, N.A. Deutsche Bank AG Barclays Bank plc BNP Paribas Citibank, N.A. Goldman Sachs International Morgan Stanley Westpac Banking Corp.
SETTLEMENT DATE 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11 11/21/11
SETTLEMENT VALUE $ 14,781 12,951 11,189 26,534 14,601 6,827 23,602 5,615 10,401 60,269 7,401 30,233 134,571 16,558 10,228 15,511 10,106 5,130 5,213 13,064 12,551 7,360 $ 454,696
VALUE AT 10/31/11 $ 14,673 11,560 11,324 25,444 14,991 6,558 22,629 5,699 10,806 58,081 7,184 29,772 131,162 16,572 10,236 15,544 9,894 5,044 5,115 12,811 12,296 7,235 $ 444,630
For cross-currency exchange contracts, the settlement value is the U.S. Dollar market value at 10/31/11 of the currency being sold, and the value at 10/31/11 is the U.S. Dollar market value of the currency being purchased.
SEE NOTES TO FINANCIAL STATEMENTS.
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8 7 11
18 33 24 23
166 22 16 15 11 29 6 5 9 21 43 10 9 65 13 44 8
France 9.0% AXA S.A. (m) BNP Paribas S.A. (m) Cap Gemini S.A. (m) Cie de St-Gobain (m) Danone (m) Edenred (m) LVMH Moet Hennessy Louis Vuitton S.A. (m) PPR (m) Remy Cointreau S.A. (m) Safran S.A. (m) Sanofi (m) Schneider Electric S.A. (m) Technip S.A. (m) Total S.A. (m) Vinci S.A. (m) Vivendi S.A. (m) Zodiac Aerospace (m) Germany 8.2% Allianz SE (m) BASF SE (m) Bayer AG (m) Bayerische Motoren Werke AG (m) Bilfinger Berger SE (m) Continental AG (a) (m) Daimler AG (m) Deutsche Telekom AG (m) E.ON AG (m) Fresenius SE & Co. KGaA (m) Infineon Technologies AG (m) Lanxess AG (m) Linde AG (m) Rheinmetall AG (m) SAP AG (m) Siemens AG (m) Suedzucker AG (m) Hong Kong 2.6% AIA Group Ltd. (m) Galaxy Entertainment Group Ltd. (a) (m) GOME Electrical Appliances Holding Ltd. (m) Hutchison Whampoa Ltd. (m) Jardine Strategic Holdings Ltd. (m) Sun Hung Kai Properties Ltd. (m) Swire Pacific Ltd., Class A (m) Wharf Holdings Ltd. (m)
2,670 974 629 714 745 812 1,073 806 764 678 3,091 602 844 3,399 627 974 657 20,059
651 952 802 683 402 614 695 678 951 6,428
33 7
14 26 26 11 8 11 9 54 41 10 96 11 5 13 35 17 21
1,533 1,888 1,687 888 733 792 439 686 982 995 863 641 839 697 2,146 1,815 613 18,237
27 23 80
66
Table of Contents SHARES SECURITY DESCRIPTION VALUE($) SHARES SECURITY DESCRIPTION Japan Continued Japan Tobacco, Inc. (m) JX Holdings, Inc. (m) Kawasaki Heavy Industries Ltd. (m) KDDI Corp. (m) Komatsu Ltd. (m) Konami Corp. (m) Kyocera Corp. (m) Makita Corp. (m) Marubeni Corp. (m) Mitsubishi Corp. (m) Mitsubishi Electric Corp. (m) Mitsubishi UFJ Financial Group, Inc. (m) Mitsui & Co., Ltd. (m) Mizuho Financial Group, Inc. (m) Murata Manufacturing Co., Ltd. (m) Nippon Shokubai Co., Ltd. (m) Nippon Telegraph & Telephone Corp. (m) Nissan Motor Co., Ltd. (m) Omron Corp. (m) Ono Pharmaceutical Co., Ltd. (m) ORIX Corp. (m) Rakuten, Inc. (m) Sanrio Co., Ltd. (m) Shin-Etsu Chemical Co., Ltd. (m) SMC Corp. (m) Softbank Corp. (m) Sumitomo Corp. (m) Sumitomo Mitsui Financial Group, Inc. (m) Sumitomo Mitsui Trust Holdings, Inc. (m) Teijin Ltd. (m) Toyota Motor Corp. (m) Yamada Denki Co., Ltd. (m) Mexico 0.3% Fomento Economico Mexicano S.A.B. de C.V., ADR (m) Netherlands 5.0% ASML Holding N.V. (m) ING Groep N.V. CVA (a) (m) Koninklijke KPN N.V. (m) Royal Dutch Shell plc, Class B (m) Unilever N.V. CVA (m) VALUE($)
Common Stocks Continued India 0.8% 65 Federal Bank Ltd. (m) 16 HDFC Bank Ltd., ADR (m) 114 Yes Bank Ltd. (m) Indonesia 0.7% Astra International Tbk PT (m) Bank Rakyat Indonesia Persero Tbk PT (m) Ireland 1.2% Glanbia plc (m) Shire plc (m) WPP plc (m) Italy 3.4% Davide Campari-Milano S.p.A. (m) Enel S.p.A. (m) ENI S.p.A. (m) Intesa Sanpaolo S.p.A. (m) Pirelli & C. S.p.A. (m) Prada S.p.A. (a) (m) Snam Rete Gas S.p.A. (m) Telecom Italia S.p.A. (m) Tods S.p.A. (m) Yoox S.p.A. (a) (m) Japan 17.4% Aisin Seiki Co., Ltd. (m) Asics Corp. (m) Brother Industries Ltd. (m) Canon, Inc. (m) Century Tokyo Leasing Corp. (m) Chiba Bank Ltd. (The) (m) CyberAgent, Inc. (m) Daihatsu Motor Co., Ltd. (m) Daito Trust Construction Co., Ltd. (m) Daiwa House Industry Co., Ltd. (m) FamilyMart Co., Ltd. (m) FANUC Corp. (m) Fukuoka Financial Group, Inc. (m) Hitachi Ltd. (m) Honda Motor Co., Ltd. (m) Isuzu Motors Ltd. (m) ITOCHU Corp. (m)
102 1,078
120 31 93
754 1,005 1,101 783 760 608 744 743 596 558 7,652
544 594 683 931 708 667 715 809 886 714 715 808 480 729 810 822 619
(h) 140 150 (h) 41 23 7 17 114 52 99 443 46 485 11 50 21 141 30 10 13 1 16 13 5 20 69 28 205 151 29 9
1,529 814 382 850 1,019 756 615 646 664 1,069 916 1,927 667 679 631 510 1,052 1,294 655 544 1,142 946 791 668 778 659 848 777 702 527 969 629 38,889
11 20 282 70 137 60
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138 661 793 1,454 363 81 38 201 690 122 286 61 81 309 162 54 122 146 68 88 140 193 406 109 61 27 160 49 112 180 476 141 27 38 91 16 182 76 40 34 85 1,145 57 32 1,567 32 144
534 574 764 1,837 1,097 2,139 2,655 2,104 2,790 665 934 719 1,156 578 697 526 770 3,151 593 3,541 703 807 992 838 910 490 744 839 873 667 867 936 824 801 4,127 823 729 1,972 678 792 717 4,350 989 697 54,455 221,378
54 72 2 7 1
133 25 41 103 10
37 24 36 89 52
46 21 42 119 1 85 65 18 2 5 24 81 7
862 1,172 1,220 613 750 4,938 3,651 3,018 876 666 678 1,350 1,512 21,306
17
378
68
Preferred Stocks 1.0% Brazil 0.3% 17 Cia de Bebidas das Americas, ADR (m) 9 Germany 0.7% Volkswagen AG (m) Total Preferred Stocks (Cost $1,757) Short-Term Investment 2.6% Investment Company 2.6% 5,851 JPMorgan Prime Money Market Fund, Institutional Class Shares, 0.080% (b) (l) (Cost $5,851) Total Investments 102.6% (Cost $209,632) Liabilities in Excess of Other Assets (2.6)% NET ASSETS 100.0% Percentages indicated are based on net assets.
Summary of Investments by Industry, October 31, 2011 The following table represents the portfolio investments of the Fund by industry classifications as a percentage of total investments:
INDUSTRY Commercial Banks Pharmaceuticals Oil, Gas & Consumable Fuels Metals & Mining Insurance Automobiles Food Products Diversified Telecommunication Services Machinery Textiles, Apparel & Luxury Goods Wireless Telecommunication Services Chemicals Trading Companies & Distributors Tobacco Specialty Retail Diversified Financial Services Electric Utilities Industrial Conglomerates Real Estate Management & Development Electronic Equipment, Instruments & Components Semiconductors & Semiconductor Equipment Hotels, Restaurants & Leisure Auto Components Software Beverages Electrical Equipment Media Energy Equipment & Services Aerospace & Defense Others (each less than 1.0%) Short-Term Investment PERCENTAGE 10.9% 8.8 8.3 5.0 5.0 4.0 4.0 3.0 3.0 2.9 2.8 2.7 2.3 2.3 2.3 2.2 2.1 2.0 1.7 1.5 1.4 1.4 1.3 1.3 1.2 1.0 1.0 1.0 1.0 10.0 2.6
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In addition, the value and percentage, based on total investments, of the investments that apply the fair valuation policy for the international investments as described in Note 2.A to the financial statements are as follows (amounts in thousands): Fund Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund (g) (h) (i) (l) (m) Value $ 231,008 1,442,286 1,947 2,795 671,043 580,253 464,488 2,025,206 219,139 Percentage 66.8% 66.7 67.6 62.0 92.5 94.0 94.7 96.0 95.5
(e)
Non-income producing security. Investment in affiliate. Money market fund registered under the Investment Company Act of 1940, as amended, and advised by J.P. Morgan Investment Management Inc. Security is exempt from registration under Rule 144A of the Securities Act of 1933, as amended. Unless otherwise indicated, this security has been determined to be liquid under procedures established by the Board of Trustees and may be resold in transactions exempt from registration, normally to qualified institutional buyers.
Amount rounds to less than 0.1%. Amount rounds to less than one thousand (shares or dollars). Security has been deemed illiquid pursuant to procedures approved by the Board of Trustees and may be difficult to sell. The rate shown is the current yield as of October 31, 2011. All or a portion of this security is reserved and/or pledged with the custodian for current or potential holdings of futures, swaps, options, TBAs, when-issued securities, delayed delivery securities, reverse repurchase agreements, unfunded commitments and forward foreign currency exchange contracts.
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ASSETS: Investments in non-affiliates, at value Investments in affiliates, at value Total investment securities, at value Cash Foreign currency, at value Receivables: Investment securities sold Fund shares sold Dividends from non-affiliates Dividends from affiliates Tax reclaims Unrealized appreciation on forward foreign currency exchange contracts Due from Advisor Prepaid expenses and other assets Total Assets LIABILITIES: Payables: Dividends Investment securities purchased Fund shares redeemed Unrealized depreciation on forward foreign currency exchange contracts Accrued liabilities: Investment advisory fees Administration fees Shareholder servicing fees Distribution fees Custodian and accounting fees Trustees and Chief Compliance Officers fees Audit fees Other Total Liabilities Net Assets
1,495 5,924 1,700 154 316 84 432 (a) 32 614 10,751 $ 2,163,766 $
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Table of Contents Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund
NET ASSETS: Paid in capital Accumulated undistributed net investment income Accumulated net realized gains (losses) Net unrealized appreciation (depreciation) Total Net Assets Net Assets: Class A Class B Class C Class R2 Class R5 Institutional Class Select Class Total Outstanding units of beneficial interest (shares) ($0.0001 par value; unlimited number of shares authorized): Class A Class B Class C Class R2 Class R5 Institutional Class Select Class Net Asset Value (b): Class A Redemption price per share Class B Offering price per share (c) Class C Offering price per share (c) Class R2 Offering and redemption price per share Class R5 Offering and redemption price per share Institutional Class Offering and redemption price per share Select Class Offering and redemption price per share Class A maximum sales charge Class A maximum public offering price per share [net asset value per share/(100% maximum sales charge)] Cost of investments in non-affiliates Cost of investments in affiliates Cost of foreign currency
$ 394,509 3,911 (18,747) (33,440) $ 346,233 $ 43,519 516 228,411 73,787 $ 346,233
$ 1,944,711 1,577 (10,441) 227,919 $ 2,163,766 $ 265,458 7,572 43,437 596,147 1,251,152
$ $
$ 2,163,766
12,588 364 2,104 27,517 58,398 21.09 20.80 20.65 21.66 21.42 5.25% 22.26 $
$ $
(a) Amount rounds to less than $1,000. (b) Per share amounts may not recalculate due to rounding of net assets and/or shares outstanding. (c) Redemption price for Class B and Class C Shares varies based upon length of time the shares are held.
SEE NOTES TO FINANCIAL STATEMENTS.
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ASSETS: Investments in non-affiliates, at value Investments in affiliates, at value Total investment securities, at value Cash Foreign currency, at value Deposits at broker for futures contracts Receivables: Investment securities sold Fund shares sold Dividends from non-affiliates Dividends from affiliates Tax reclaims Unrealized appreciation on forward foreign currency exchange contracts Due from Advisor Prepaid expenses and other assets Total Assets LIABILITIES: Payables: Investment securities purchased Fund shares redeemed Variation margin on futures contracts Unrealized depreciation on forward foreign currency exchange contracts Accrued liabilities: Investment advisory fees Administration fees Shareholder servicing fees Distribution fees Custodian and accounting fees Trustees and Chief Compliance Officers fees Deferred India capital gains tax Transfer agent fees Audit fees Printing & Postage fees Other Total Liabilities Net Assets
$ 612,036 4,990 617,026 108 1,373 891 1,592 195 1,369 (a) 585 623,139
6 25 1 1 17 (a) 2 33 12 1 98 $ 4,539
74
NET ASSETS: Paid in capital Accumulated undistributed net investment income Accumulated net realized gains (losses) Net unrealized appreciation (depreciation) Total Net Assets Net Assets: Class A Class B Class C Class R2 Class R5 Class R6 Select Class Total Outstanding units of beneficial interest (shares) ($0.0001 par value; unlimited number of shares authorized): Class A Class B Class C Class R2 Class R5 Class R6 Select Class Net Asset Value (b): Class A Redemption price per share Class B Offering price per share (c) Class C Offering price per share (c) Class R2 Offering and redemption price per share Class R5 Offering and redemption price per share Class R6 Offering and redemption price per share Select Class Offering and redemption price per share Class A maximum sales charge Class A maximum public offering price per share [net asset value per share/(100% maximum sales charge)] Cost of investments in non-affiliates Cost of investments in affiliates Cost of foreign currency
$ 629,916 325 (23,511) 98,358 $ 705,088 $ 102,866 2,817 20,193 67 45,680 347,040 186,425 $ 705,088
$ 512,143 10,590 (82,734) 181,856 $ 621,855 $ 99,046 4,154 15,428 463 502,764
$ $
$ 621,855
8,158 231 1,672 5 3,582 27,225 14,616 12.61 12.22 12.08 12.58 12.75 12.75 12.76 5.25% 13.31 $
5,886 268 948 28 29,652 16.83 15.52 16.27 16.66 16.96 5.25% 17.76
$ $
$ 597,913 29,166 18
(a) Amount rounds to less than $1,000. (b) Per share amounts may not recalculate due to rounding of net assets and/or shares outstanding. (c) Redemption price for Class B and Class C Shares varies based upon length of time the shares are held.
SEE NOTES TO FINANCIAL STATEMENTS.
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ASSETS: Investments in non-affiliates, at value Investments in affiliates, at value Total investment securities, at value Cash Foreign currency, at value Deposits at broker for futures contracts Receivables: Investment securities sold Fund shares sold Dividends from non-affiliates Dividends from affiliates Tax reclaims Variation margin on futures contracts Unrealized appreciation on forward foreign currency exchange contracts Total Assets LIABILITIES: Payables: Investment securities purchased Fund shares redeemed Unrealized depreciation on forward foreign currency exchange contracts Accrued liabilities: Investment advisory fees Administration fees Shareholder servicing fees Distribution fees Custodian and accounting fees Trustees and Chief Compliance Officers fees Other Total Liabilities Net Assets
SEE NOTES TO FINANCIAL STATEMENTS.
478,810 11,499 490,309 78 410 12,558 352 1,197 1 255 3,797 508,957
$2,041,109 69,060 2,110,169 89 1,339 3,097 15,124 6,629 5,972 2 1,574 212 16,065 2,160,272
50,856 2,245 11,422 839 155 361 36 145 6 582 66,647 $2,093,625
76
NET ASSETS: Paid in capital Accumulated undistributed net investment income Accumulated net realized gains (losses) Net unrealized appreciation (depreciation) Total Net Assets Net Assets: Class A Class B Class C Class R2 Class R6 Institutional Class Select Class Total Outstanding units of beneficial interest (shares) ($0.0001 par value; unlimited number of shares authorized): Class A Class B Class C Class R2 Class R6 Institutional Class Select Class Net Asset Value (a): Class A Redemption price per share Class B Offering price per share (b) Class C Offering price per share (b) Class R2 Offering and redemption price per share Class R6 Offering and redemption price per share Institutional Class Offering and redemption price per share Select Class Offering and redemption price per share Class A maximum sales charge Class A maximum public offering price per share [net asset value per share/(100% maximum sales charge)] Cost of investments in non-affiliates Cost of investments in affiliates Cost of foreign currency
554,637 15,375 (72,036) (7,392) 490,584 47,855 702 576 373,613 39,362 28,476 490,584
$2,494,331 60,088 (464,919) 4,125 $2,093,625 $ 113,976 3,557 16,510 694 50 545,034 1,413,804 $2,093,625
$ 760,031 2,927 (559,168) 19,759 $ 223,549 $ 31,942 1,018 106 178,258 12,225
$ $
$ 223,549
3,989 59 49 30,613 3,225 2,344 $ 12.00 11.93 11.65 12.20 12.20 12.15 5.25% 12.66 485,882 11,499 406 $
9,456 299 1,409 58 4 44,453 115,983 12.05 11.89 11.72 11.86 12.26 12.26 12.19 5.25% 12.72 $
2,085 66 7 11,381 771 15.32 15.36 15.21 15.66 15.85 5.25% 16.17
$ $
$ 203,781 5,851 16
(a) Per share amounts may not recalculate due to rounding of net assets and/or shares outstanding. (b) Redemption price for Class B and Class C Shares varies based upon length of time the shares are held.
SEE NOTES TO FINANCIAL STATEMENTS.
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STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED OCTOBER 31, 2011 (Amounts in thousands)
Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund (a)
INVESTMENT INCOME: Dividend income from non-affiliates Interest income from affiliates Dividend income from affiliates Other income Foreign taxes withheld Total investment income EXPENSES: Investment advisory fees Administration fees Distribution fees: Class A Class B Class C Class R2 Shareholder servicing fees: Class A Class B Class C Class R2 Class R5 Institutional Class Select Class Custodian and accounting fees Interest expense to affiliates Professional fees Trustees and Chief Compliance Officers fees Printing and mailing costs Registration and filing fees Transfer agent fees Other Total expenses Less amounts waived Less expense reimbursements Net expenses Net investment income (loss) REALIZED/UNREALIZED GAINS (LOSSES): Net realized gain (loss) on transactions from: Investments in non-affiliates Futures Foreign currency transactions Net realized gain (loss) Change in net unrealized appreciation (depreciation) of: Investments in non-affiliates Foreign currency translations Change in net unrealized appreciation (depreciation) Net realized/unrealized gains (losses) Change in net assets resulting from operations (a) (b) (c) (d) Commencement of operations was February 28, 2011. Amount rounds to less than $1,000. Net of India Capital Gains Tax of approximately $(3,000) for Emerging Economies Fund. Net of India Capital Gains Tax of approximately $1,213,000 for Emerging Markets Equity Fund.
7,678 1 7 (437) 7,249 2,145 190 51 1 51 (b) 66 153 211 1 71 2 19 91 6 11 3,069 (42) (1) 3,026 4,223
43,455 2 90 4 (1,833) 41,718 20,020 1,778 713 71 346 713 23 115 570 2,729 1,335 2 95 20 499 128 2,262 23 31,442 (305) 31,137 10,581
104 (9) 95 16 2 (b) (b) (b) (b) (b) (b) (b) 5 30 75 (b) 7 51 15 6 207 (18) (169) 20 75
78
INVESTMENT INCOME: Dividend income from non-affiliates Interest income from affiliates Dividend income from affiliates Income from securities lending (net) Other income Foreign taxes withheld Total investment income EXPENSES: Investment advisory fees Administration fees Distribution fees: Class A Class B Class C Class R2 Shareholder servicing fees: Class A Class B Class C Class R2 Class R5 Select Class Custodian and accounting fees Interest expense to affiliates Professional fees Trustees and Chief Compliance Officers fees Printing and mailing costs Registration and filing fees Transfer agent fees Other Total expenses Less amounts waived Less earnings credits Less expense reimbursements Net expenses Net investment income (loss) REALIZED/UNREALIZED GAINS (LOSSES): Net realized gain (loss) on transactions from: Investments in non-affiliates Futures Foreign currency transactions Payment by affiliate Net realized gain (loss) Change in net unrealized appreciation (depreciation) of: Investments in non-affiliates Futures Foreign currency translations Change in net unrealized appreciation (depreciation) Net realized/unrealized gains (losses) Change in net assets resulting from operations (a) Amount rounds to less than $1,000. (b) Net of India Capital Gains Tax of approximately $8,000 for International Equity Index Fund.
114 (a) (9) 105 40 4 4 3 4 1 (a) 7 75 (a) 65 (a) 16 43 8 7 277 (46) (165) 66 39
21,499 1 14 45 205 (1,578) 20,186 5,582 620 333 28 174 (a) 333 10 58 (a) 33 558 152 1 66 7 164 75 415 12 8,621 (1,473) (a) 7,148 13,038
23,964 6 4 151 199 (2,511) 21,813 3,725 602 299 41 136 1 299 14 45 1 1,335 384 6 70 7 156 61 424 15 7,621 (1,551) 6,070 15,743
12,907 (2,189) 402 30 11,150 (93,413)(b) 807 (129) (92,735) (81,585) $ (65,842)
79
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STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED OCTOBER 31, 2011 (continued) (Amounts in thousands)
International Opportunities Fund International Value Fund Intrepid International Fund
INVESTMENT INCOME: Dividend income from non-affiliates Interest income from affiliates Dividend income from affiliates Income from securities lending (net) Other income Foreign taxes withheld Total investment income EXPENSES: Investment advisory fees Administration fees Distribution fees: Class A Class B Class C Class R2 Shareholder servicing fees: Class A Class B Class C Class R2 Institutional Class Select Class Custodian and accounting fees Interest expense to affiliates Professional fees Trustees and Chief Compliance Officers fees Printing and mailing costs Registration and filing fees Transfer agent fees Other Total expenses Less amounts waived Net expenses Net investment income (loss) REALIZED/UNREALIZED GAINS (LOSSES): Net realized gain (loss) on transactions from: Investments in non-affiliates Futures Foreign currency transactions Net realized gain (loss) Change in net unrealized appreciation (depreciation) of: Investments in non-affiliates Futures Foreign currency translations Change in net unrealized appreciation (depreciation) Net realized/unrealized gains (losses) Change in net assets resulting from operations (a) Amount rounds to less than $1,000.
SEE NOTES TO FINANCIAL STATEMENTS.
13,423 2 10 26 19 (1,097) 12,383 2,532 375 81 7 6 81 2 2 81 81 165 1 66 5 39 58 64 16 3,662 (27) 3,635 8,748
71,393 3 33 156 12 (5,799) 65,798 11,448 1,694 343 34 142 5 343 11 47 2 518 3,071 556 3 101 19 384 187 2,082 30 21,020 (503) 20,517 45,281
6,445 1 3 3 (491) 5,961 1,762 184 90 10 1 90 4 (a) 152 45 97 1 72 2 8 50 99 8 2,675 (370) 2,305 3,656
16,051 2,245 28,297 46,593 (252,599) 307 (5,801) (258,093) (211,500) $ (166,219)
80
80
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CHANGE IN NET ASSETS RESULTING FROM OPERATIONS: Net investment income (loss) Net realized gain (loss) Change in net unrealized appreciation (depreciation) Change in net assets resulting from operations DISTRIBUTIONS TO SHAREHOLDERS: Class A From net investment income Class C From net investment income Class R5 From net investment income Institutional Class From net investment income Select Class From net investment income Total distributions to shareholders CAPITAL TRANSACTIONS: Change in net assets from capital transactions NET ASSETS: Change in net assets Beginning of period End of period Accumulated undistributed net investment income (a) Amount rounds to less than $1,000.
(1,007) (39) (3,282) (5,259) (9,587) 644,976 419,625 1,744,141 $2,163,766 1,577 $
81
Table of Contents
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS: Net investment income (loss) Net realized gain (loss) Change in net unrealized appreciation (depreciation) Change in net assets resulting from operations DISTRIBUTIONS TO SHAREHOLDERS: Class A From net investment income Class C From net investment income Class R2 From net investment income Class R5 From net investment income Select Class From net investment income Total distributions to shareholders CAPITAL TRANSACTIONS: Change in net assets from capital transactions NET ASSETS: Change in net assets Beginning of period End of period Accumulated undistributed net investment income (a) Commencement of operations was February 28, 2011.
82
Table of Contents International Equity Fund Year Ended Year Ended 10/31/2011 10/31/2010 International Equity Index Fund Year Ended Year Ended 10/31/2011 10/31/2010
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS: Net investment income (loss) Net realized gain (loss) Change in net unrealized appreciation (depreciation) Change in net assets resulting from operations DISTRIBUTIONS TO SHAREHOLDERS: Class A From net investment income Class B From net investment income Class C From net investment income Class R2 From net investment income Class R5 From net investment income Class R6 (a) From net investment income Select Class From net investment income Total distributions to shareholders CAPITAL TRANSACTIONS: Change in net assets from capital transactions NET ASSETS: Change in net assets Beginning of period End of period Accumulated undistributed net investment income
(2,093) (39) (276) (1) (1,018) (5,557) (3,854) (12,838) 108,846 62,726 642,362 $ 705,088 $ 325 $
(1,890) (47) (233) (1) (3,497) (4,249) (9,917) 47,454 94,196 548,166 $ 642,362 556
(2,889) (107) (307) (5) (13,161) (16,469) 38,549 (43,762) 665,617 $ 621,855 $ 10,590
(1,807) (81) (200) (3) (13,601) (15,692) (267,549) (241,252) 906,869 $ 665,617 $ 10,185
(a) Commencement of offering of class of shares effective November 30, 2010 for International Equity Fund.
SEE NOTES TO FINANCIAL STATEMENTS.
83
Table of Contents
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS: Net investment income (loss) Net realized gain (loss) Change in net unrealized appreciation (depreciation) Change in net assets resulting from operations DISTRIBUTIONS TO SHAREHOLDERS: Class A From net investment income Class B From net investment income Class C From net investment income Class R2 From net investment income Class R6 (a) From net investment income Institutional Class From net investment income Select Class From net investment income Total distributions to shareholders CAPITAL TRANSACTIONS: Change in net assets from capital transactions NET ASSETS: Change in net assets Beginning of period End of period Accumulated undistributed net investment income (a) Commencement of offering of class of shares effective November 30, 2010.
(363) (16) (19) (1) (7,005) (794) (8,198) 218,691 171,858 318,726 $ $ 490,584 15,375 $ $
(365) (40) (16) (4,519) (694) (5,634) 86,553 112,990 205,736 318,726 6,164 $
(4,623) (129) (534) (37) (2) (15,255) (31,789) (52,369) 777,579 558,991 1,534,634 $2,093,625 60,088 $
(3,117) (110) (341) (12) (9,483) (29,353) (42,416) (150,363) (104,444) 1,639,078 $1,534,634 38,890
84
Table of Contents Intrepid International Fund Year Year Ended Ended 10/31/2011 10/31/2010
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS: Net investment income (loss) Net realized gain (loss) Change in net unrealized appreciation (depreciation) Change in net assets resulting from operations DISTRIBUTIONS TO SHAREHOLDERS: Class A From net investment income Class C From net investment income Class R2 From net investment income Institutional Class From net investment income Select Class From net investment income Total distributions to shareholders CAPITAL TRANSACTIONS: Change in net assets from capital transactions NET ASSETS: Change in net assets Beginning of period End of period Accumulated undistributed net investment income
SEE NOTES TO FINANCIAL STATEMENTS.
(518) (12) (1) (2,372) (152) (3,055) 88,261 71,858 151,691 $ 223,549 $ 2,927 $
(475) (16) (1) (2,226) (5,283) (8,001) (340,849) (317,112) 468,803 $ 151,691 2,136
85
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CAPITAL TRANSACTIONS: Class A Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class A capital transactions Class B Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class B capital transactions Class C Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class C capital transactions Class R5 Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class R5 capital transactions Institutional Class Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Institutional Class capital transactions Select Class Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Select Class capital transactions Total change in net assets from capital transactions
$ $
$ $
$ $
$ $
$ $
$ $
$ $
86
Table of Contents Emerging Economies Fund Year Ended Year Ended 10/31/2011 10/31/2010 Emerging Markets Equity Fund Year Ended Year Ended 10/31/2011 10/31/2010
SHARE TRANSACTIONS: Class A Issued Reinvested Redeemed Change in Class A Shares Class B Issued Redeemed Change in Class B Shares Class C Issued Reinvested Redeemed Change in Class C Shares Class R5 Issued Reinvested Redeemed Change in Class R5 Shares Institutional Class Issued Reinvested Redeemed Change in Institutional Class Shares Select Class Issued Reinvested Redeemed Change in Select Class Shares (a) Amount rounds to less than 1,000 (shares or dollars).
3,985 (a) (549) 3,436 38 (1) 37 18,199 17 (242) 17,974 6,525 4 (1,234) 5,295
1 1 1 1 1 1 13 13
7,727 40 (5,970) 1,797 28 (131) (103) 960 2 (629) 333 12,015 88 (5,960) 6,143 34,906 102 (15,495) 19,513
7,257 15 (2,955) 4,317 51 (150) (99) 1,068 (368) 700 7,103 48 (2,726) 4,425 28,083 46 (6,623) 21,506
87
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CAPITAL TRANSACTIONS: Class A Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class A capital transactions Class C Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class C capital transactions Class R2 Proceeds from shares issued Dividends and distributions reinvested Change in net assets from Class R2 capital transactions Class R5 Proceeds from shares issued Dividends and distributions reinvested Redemption fees Change in net assets from Class R5 capital transactions Select Class Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Select Class capital transactions Total change in net assets from capital transactions
2,535 9 (1,026) (b) 1,518 354 3 (65) (b) 292 2 (b) 2 1,504 45 (1,193) (b) 356 2,168
$ $
$ $
$ $
$ $ $ $
$ $ $ $
$ $ $ $
$ $
$ $
$ $
$ $
SEE NOTES TO FINANCIAL STATEMENTS.
$ $
$ $
88
Table of Contents Global Equity Income Fund Period Ended 10/31/2011 (a) Global Opportunities Fund Year Ended Year Ended 10/31/2011 10/31/2010
SHARE TRANSACTIONS: Class A Issued Reinvested Redeemed Change in Class A Shares Class C Issued Reinvested Redeemed Change in Class C Shares Class R2 Issued Reinvested Change in Class R2 Shares Class R5 Issued Reinvested Change in Class R5 Shares Select Class Issued Reinvested Redeemed Change in Select Class Shares (a) Commencement of operations was February 28, 2011. (b) Amount rounds to less than 1,000 (shares or dollars).
SEE NOTES TO FINANCIAL STATEMENTS.
89
Table of Contents
CAPITAL TRANSACTIONS: Class A Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class A capital transactions Class B Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class B capital transactions Class C Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class C capital transactions Class R2 Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class R2 capital transactions Class R5 Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class R5 capital transactions Class R6 (b) Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class R6 capital transactions Select Class Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Select Class capital transactions Total change in net assets from capital transactions
$ 57,126 2,039 (77,591) 2 $ (18,424) $ 195 29 (1,809) (a) (1,585) 4,209 175 (6,116) (a) (1,732) 1 (a) 1
$ 53,404 1,815 (49,059) 4 $ $ 6,164 388 35 (1,539) (a) (1,116) 4,773 142 (6,232) 1 (1,316) 1 1
32,815 2,661 (46,940) 2 (11,462) 150 101 (2,032) (a) (1,781) 7,301 272 (8,092) (a) (519) 337 1 (100) (a) 238
42,734 1,646 (36,427) 6 7,959 276 76 (2,397) (a) (2,045) 6,869 173 (5,881) 1 1,162 55 1 (57) (a) (1) 117,431 680 (392,764) 29
$ $
$ $
$ $
$ $
$ $
$ $
$ $
$ $
$ $
$ $
$ $
$ $
$ 51,189 1,018 (253,227) 1 $ (201,019) $ 406,486 5,557 (37,435) 5 $ 374,613 $ 66,352 2,337 (111,701) 4 $ (43,008) $ 108,846
SEE NOTES TO FINANCIAL STATEMENTS.
$ $
$ $
$ $
$ (274,624) $ (267,549)
90
Table of Contents International Equity Fund Year Ended Year Ended 10/31/2011 10/31/2010 International Equity Index Fund Year Ended Year Ended 10/31/2011 10/31/2010
SHARE TRANSACTIONS: Class A Issued Reinvested Redeemed Change in Class A Shares Class B Issued Reinvested Redeemed Change in Class B Shares Class C Issued Reinvested Redeemed Change in Class C Shares Class R2 Issued Reinvested Redeemed Change in Class R2 Shares Class R5 Issued Reinvested Redeemed Change in Class R5 Shares Class R6 (b) Issued Reinvested Redeemed Change in Class R6 Shares Select Class Issued Reinvested Redeemed Change in Select Class Shares
4,149 146 (5,922) (1,627) 15 2 (136) (119) 316 13 (475) (146) (a) (a) 3,905 74 (18,263) (14,284) 29,470 402 (2,647) 27,225 4,873 167 (8,211) (3,171)
4,228 158 (3,888) 498 31 3 (127) (93) 391 13 (522) (118) (a) (a) 7,273 265 (1,259) 6,279 4,820 190 (8,133) (3,123)
1,752 144 (2,534) (638) 8 6 (116) (102) 397 15 (450) (38) 20 (a) (5) 15 7,136 114 (4,537) 2,713
2,380 91 (2,066) 405 17 4 (146) (125) 395 10 (354) 51 3 (a) (3) (a) 6,652 37 (22,658) (15,969)
(a) Amount rounds to less than 1,000 (shares or dollars). (b) Commencement of offering of class of shares effective November 30, 2010 for International Equity Fund.
SEE NOTES TO FINANCIAL STATEMENTS.
91
Table of Contents
CAPITAL TRANSACTIONS: Class A Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class A capital transactions Class B Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class B capital transactions Class C Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class C capital transactions Class R2 Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class R2 capital transactions Class R6 (b) Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class R6 capital transactions Institutional Class Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Institutional Class capital transactions Select Class Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Select Class capital transactions Total change in net assets from capital transactions
55,121 351 (14,020) (a) 41,452 341 14 (506) (a) (151) 276 13 (478) (a) (189)
6,352 355 (7,711) (a) (1,004) 479 39 (1,352) (a) (834) 520 13 (367) (a) 166 104,249 3,546 (19,076) 4 88,723 4,689 384 (5,572) 1 (498) 86,553
$ $
$ $
$ $
$ $
$ $
$ $
$ $
$ $
$ $
$ $
$ $
$ $
$ $
$ 218,691
SEE NOTES TO FINANCIAL STATEMENTS.
92
Table of Contents International Opportunities Fund Year Ended Year Ended 10/31/2011 10/31/2010 International Value Fund Year Ended Year Ended 10/31/2011 10/31/2010
SHARE TRANSACTIONS: Class A Issued Reinvested Redeemed Change in Class A Shares Class B Issued Reinvested Redeemed Change in Class B Shares Class C Issued Reinvested Redeemed Change in Class C Shares Class R2 Issued Reinvested Redeemed Change in Class R2 Shares Class R6 (b) Issued Reinvested Redeemed Change in Class R6 Shares Institutional Class Issued Reinvested Redeemed Change in Institutional Class Shares Select Class Issued Reinvested Redeemed Change in Select Class Shares (a) Amount rounds to less than 1,000 (shares or dollars). (b) Commencement of offering of class of shares effective November 30, 2010.
4,021 27 (1,112) 2,936 26 1 (40) (13) 21 1 (39) (17) 32,025 (a) (1,412) 30,613 2,718 499 (20,291) (17,074) 788 36 (764) 60
519 29 (633) (85) 38 3 (112) (71) 42 1 (31) 12 8,434 285 (1,517) 7,202 382 31 (464) (51)
5,652 290 (7,207) (1,265) 15 8 (129) (106) 299 24 (424) (101) 53 1 (61) (7) 4 (a) 4 22,968 793 (10,335) 13,426 70,086 206 (24,224) 46,068
4,805 192 (5,246) (249) 12 7 (153) (134) 317 16 (335) (2) 67 (a) (37) 30 23,378 241 (20,449) 3,170 44,547 141 (66,104) (21,416)
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Table of Contents
CAPITAL TRANSACTIONS: Class A Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class A capital transactions Class C Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class C capital transactions Class R2 Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Class R2 capital transactions Institutional Class Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Institutional Class capital transactions Select Class Proceeds from shares issued Dividends and distributions reinvested Cost of shares redeemed Redemption fees Change in net assets from Select Class capital transactions Total change in net assets from capital transactions
SEE NOTES TO FINANCIAL STATEMENTS.
$ 32,879 490 (23,302) (a) $ 10,067 $ 147 10 (534) (a) (377) 55 1 (5) (a) 51
$ $
$ $
$ (13,663) $ 88,261
$(314,626) $(340,849)
94
Table of Contents Intrepid International Fund Year Ended Year Ended 10/31/2011 10/31/2010
SHARE TRANSACTIONS: Class A Issued Reinvested Redeemed Change in Class A Shares Class C Issued Reinvested Redeemed Change in Class C Shares Class R2 Issued Reinvested Redeemed Change in Class R2 Shares Institutional Class Issued Reinvested Redeemed Change in Institutional Class Shares Select Class Issued Reinvested Redeemed Change in Select Class Shares (a) Amount rounds to less than 1,000 (shares or dollars).
SEE NOTES TO FINANCIAL STATEMENTS.
1,952 29 (1,340) 641 7 1 (32) (24) 3 (a) (a) 3 6,221 99 (829) 5,491 52 1 (836) (783)
1,352 29 (1,505) (124) 16 1 (26) (9) (a) (a) 2,453 43 (4,002) (1,506) 460 4 (20,518) (20,054)
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FINANCIAL HIGHLIGHTS
FOR THE PERIODS INDICATED
Per share operating performance Investment operations Net realized and unrealized gains Total from (losses) on investment investments operations Distributions
Net asset value, beginning of period Emerging Economies Fund Class A Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 February 28, 2008 (g) through October 31, 2008 Class C Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 February 28, 2008 (g) through October 31, 2008 Class R5 Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 February 28, 2008 (g) through October 31, 2008 Select Class Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 February 28, 2008 (g) through October 31, 2008 (a) (b) (c) (d) (e) (f) (g) (h) (i)
Redemption fees
13.91 10.47 7.14 15.00 13.87 10.46 7.11 15.00 13.93 10.48 7.16 15.00 13.92 10.48 7.15 15.00
0.20(e) 0.11(e) 0.18 0.20 0.08(e) 0.05(e) 0.14 0.16 0.30(e) 0.17(e) 0.22 0.24 0.25(e) 0.14(e) 0.20 0.23
(1.44) 3.60 3.42 (8.06) (1.37) 3.59 3.43 (8.05) (1.47) 3.59 3.41 (8.08) (1.45) 3.59 3.42 (8.08)
(1.24) 3.71 3.60 (7.86) (1.29) 3.64 3.57 (7.89) (1.17) 3.76 3.63 (7.84) (1.20) 3.73 3.62 (7.85)
(0.02) (0.27) (0.27) (0.23) (0.22) (0.05) (0.31) (0.31) (0.04) (0.29) (0.29)
Annualized for periods less than one year. Not annualized for periods less than one year. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted. Calculated based upon average shares outstanding. Amount rounds to less than $0.01. Commencement of operations. Includes interest expense of 0.01% . Ratios are disproportionate between classes due to the size of net assets and fixed expenses. SEE NOTES TO FINANCIAL STATEMENTS.
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Table of Contents
Ratios/Supplemental data Ratios to average net assets (a) Net asset value, end of period Net assets, end of period (000s) Net investment income (loss) Expenses without waivers, reimbursements and earnings credits
$ 12.65 13.91 10.47 7.14 12.58 13.87 10.46 7.11 12.71 13.93 10.48 7.16 12.68 13.92 10.48 7.15
(8.93)% 36.12 52.59 (52.40) (9.30) 35.33 51.98 (52.60) (8.45) 36.66 53.31 (52.27) (8.65) 36.35 53.07 (52.33)
1.75% 1.85 1.85 1.86(h) 2.28 2.35 2.35 2.36(h) 1.31 1.40 1.40 1.41(h) 1.52 1.60 1.60 1.61(h) SEE NOTES TO FINANCIAL STATEMENTS.
1.50% 0.96 2.27 2.37 0.57 0.46 1.77 1.86 2.14 1.41 2.72 2.82 1.76 1.21 2.52 2.62
1.75% 3.99 5.59 5.30(i) 2.32 4.49 6.08 5.81(i) 1.32 3.54 5.13 4.86(i) 1.55 3.74 5.33 5.05(i)
84% 156 141 110 84 156 141 110 84 156 141 110 84 156 141 110
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Table of Contents
FINANCIAL HIGHLIGHTS
FOR THE PERIODS INDICATED (continued)
Per share operating performance Investment operations Distributions Net realized and unrealized gains Total from Net (losses) on investment investment investments operations income
Net asset value, beginning of period Emerging Markets Equity Fund Class A Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class B Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class C Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Institutional Class Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Select Class Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 (a) (b) (c) (d)
Redemption fees
23.45 18.79 12.66 26.19 16.42 23.15 18.60 12.46 25.89 16.26 23.01 18.49 12.42 25.80 16.26 24.04 19.23 12.97 26.80 16.79 23.80 19.04 12.84 26.54 16.62
0.06(c) (0.01)(c) 0.07(c) 0.27 0.02(c) (0.07)(c) (0.12)(c) (c)(d) 0.16 (0.08)(c) (0.05)(c) (0.11)(c) (0.01)(c) 0.16 (0.08)(c) 0.16(c) 0.08(c) 0.14(c) 0.30 0.11(c) 0.13(c) 0.05(c) 0.11(c) 0.28 0.07(c)
(2.33) 4.71 6.31 (13.78) 9.80 (2.28) 4.67 6.25 (13.59) 9.71 (2.29) 4.63 6.23 (13.54) 9.68 (2.40) 4.82 6.45 (14.04) 10.01 (2.38) 4.77 6.39 (13.94) 9.94
(2.27) 4.70 6.38 (13.51) 9.82 (2.35) 4.55 6.25 (13.43) 9.63 (2.34) 4.52 6.22 (13.38) 9.60 (2.24) 4.90 6.59 (13.74) 10.12 (2.25) 4.82 6.50 (13.66) 10.01
(0.09) (0.04) (0.25) (0.02) (0.05) (0.11) (0.02) (0.15) (0.06) (0.14) (0.09) (0.33) (0.09) (0.11) (0.13) (0.06) (0.30) (0.04) (0.09)
(d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d) (d)
Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted. Calculated based upon average shares outstanding. Amount rounds to less than $0.01. SEE NOTES TO FINANCIAL STATEMENTS.
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Ratios/Supplemental data Ratios to average net assets Net asset value, end of period Net assets, end of period (000s) Net investment income (loss) Expenses without waivers, reimbursements and earnings credits
$ 21.09 23.45 18.79 12.66 26.19 20.80 23.15 18.60 12.46 25.89 20.65 23.01 18.49 12.42 25.80 21.66 24.04 19.23 12.97 26.80 21.42 23.80 19.04 12.84 26.54
(9.73)% 25.08 51.49 (51.62) 59.98 (10.15) 24.46 50.70 (51.87) 59.23 (10.18) 24.45 50.72 (51.86) 59.17 (9.37) 25.55 52.20 (51.44) 60.59 (9.51) 25.38 51.88 (51.53) 60.45
$ 265,458 253,037 121,638 32,192 62,409 7,572 10,812 10,535 7,124 15,402 43,437 40,757 19,803 5,030 9,519 596,147 513,904 325,849 108,836 193,867 1,251,152 925,631 330,903 188,893 341,701
1.79% 1.82 1.85 1.82 1.82 2.29 2.31 2.36 2.32 2.32 2.29 2.32 2.35 2.32 2.32 1.38 1.40 1.43 1.42 1.42 1.55 1.57 1.61 1.57 1.57 SEE NOTES TO FINANCIAL STATEMENTS.
0.28% (0.03) 0.45 1.17 0.11 (0.32) (0.58) (0.02) 0.67 (0.40) (0.23) (0.52) (0.06) 0.68 (0.38) 0.68 0.37 0.93 1.52 0.51 0.56 0.23 0.73 1.43 0.34
1.80% 1.83 1.85 1.82 1.82 2.30 2.32 2.37 2.32 2.32 2.30 2.33 2.35 2.32 2.32 1.41 1.43 1.46 1.42 1.42 1.56 1.58 1.62 1.57 1.57
9% 14 10 19 26 9 14 10 19 26 9 14 10 19 26 9 14 10 19 26 9 14 10 19 26
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FINANCIAL HIGHLIGHTS
FOR THE PERIODS INDICATED (continued)
Per share operating performance Investment operations Net realized and unrealized gains Total from (losses) on investment investments operations
Distributions
Net asset value, beginning of period Global Equity Income Fund Class A February 28, 2011 (e) through October 31, 2011 Class C February 28, 2011 (e) through October 31, 2011 Class R2 February 28, 2011 (e) through October 31, 2011 Class R5 February 28, 2011 (e) through October 31, 2011 Select Class February 28, 2011 (e) through October 31, 2011 (a) (b) (c) (d) (e) (f) (g) (h)
Annualized for periods less than one year. Not annualized for periods less than one year. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted. Commencement of operations. Calculated based upon average shares outstanding. Ratios are disproportionate between classes due to the size of net assets and fixed expenses. Certain non-recurring expenses incurred by the Fund were not annualized for the period ended October 31, 2011. SEE NOTES TO FINANCIAL STATEMENTS.
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Ratios/Supplemental data Ratios to average net assets (a) Net asset value, end of period Net assets, end of period (000s) Net investment income (loss) Expenses without waivers, reimbursements and earnings credits
127 60 45 46 2,666
40% 40 40 40 40
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FINANCIAL HIGHLIGHTS
FOR THE PERIODS INDICATED (continued)
Per share operating performance Distributions
Net asset value, beginning of period Global Opportunities Fund Class A Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 March 30, 2007 (h) through October 31, 2007 Class C Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 March 30, 2007 (h) through October 31, 2007 Class R5 Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 March 30, 2007 (h) through October 31, 2007 Select Class Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 March 30, 2007 (h) through October 31, 2007 (a) (b) (c) (d) (e) (f) (g) (h)
Total distributions
Redemption fees
14.05 11.59 8.22 16.56 15.00 13.98 11.55 8.17 16.51 15.00 14.08 11.61 8.25 16.60 15.00 14.07 11.60 8.24 16.58 15.00
0.11(e) 0.06 0.08 0.12 0.07 0.03(e) 0.01 0.04 0.06 0.03 0.14(e) 0.13 0.12 0.18 0.11 0.12(e) 0.11 0.10 0.16 0.10
(1.34) 2.51 3.42 (8.07) 1.49 (1.33) 2.48 3.41 (8.03) 1.48 (1.32) 2.49 3.42 (8.08) 1.49 (1.32) 2.49 3.41 (8.08) 1.48
(1.23) 2.57 3.50 (7.95) 1.56 (1.30) 2.49 3.45 (7.97) 1.51 (1.18) 2.62 3.54 (7.90) 1.60 (1.20) 2.60 3.51 (7.92) 1.58
(0.25) (0.11) (0.13) (0.02) (0.17) (0.06) (0.07) (0.27) (0.15) (0.18) (0.08) (0.25) (0.13) (0.15) (0.05)
(0.25) (0.11) (0.13) (0.39) (0.17) (0.06) (0.07) (0.37) (0.27) (0.15) (0.18) (0.45) (0.25) (0.13) (0.15) (0.42)
Annualized for periods less than one year. Not annualized for periods less than one year. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted. Calculated based upon average shares outstanding. Amount rounds to less than $0.01. Ratios are disproportionate between classes due to the size of net assets and fixed expenses. Commencement of operations. SEE NOTES TO FINANCIAL STATEMENTS.
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Ratios/Supplemental data Ratios to average net assets (a) Net asset value, end of period Net assets, end of period (000s) Net investment income (loss) Expenses without waivers, reimbursements and earnings credits
$ 12.57 14.05 11.59 8.22 16.56 12.51 13.98 11.55 8.17 16.51 12.63 14.08 11.61 8.25 16.60 12.62 14.07 11.60 8.24 16.58
(8.98)% 22.26 43.34 (49.02) 10.40 (9.46) 21.59 42.63 (49.26) 10.07 (8.56) 22.75 44.06 (48.79) 10.67 (8.73) 22.57 43.67 (48.86) 10.53
1,480 293 161 112 221 432 214 159 112 220 92 100 82 57 111 2,535 2,536 2,030 1,412 2,764
1.45% 1.45 1.45 1.45 1.45 1.95 1.95 1.95 1.95 1.95 1.00 1.00 1.00 1.00 1.00 1.20 1.20 1.20 1.20 1.20 SEE NOTES TO FINANCIAL STATEMENTS.
0.79% 0.57 0.87 0.97 0.80 0.19 0.09 0.37 0.47 0.30 1.01 1.04 1.32 1.42 1.25 0.86 0.84 1.12 1.22 1.05
5.29%(g) 9.89 10.11 6.94 11.93 6.17(g) 10.10 10.61 7.44 12.43 5.68(g) 9.15 9.65 6.48 11.48 5.68(g) 9.36 9.86 6.69 11.68
120% 97 119 264 135 120 97 119 264 135 120 97 119 264 135 120 97 119 264 135
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FINANCIAL HIGHLIGHTS
FOR THE PERIODS INDICATED (continued)
Per share operating performance Distributions
Net asset value, beginning of period International Equity Fund Class A Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class B Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class C Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class R2 Year Ended October 31, 2011 Year Ended October 31, 2010 November 3, 2008 (i) through October 31, 2009 Class R5 Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class R6 November 30, 2010 (i) through October 31, 2011 Select Class Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 (a) (b) (c) (d) (e) (f) (g) (h) (i)
Total distributions
Redemption fees
13.40 12.33 18.28 42.57 37.52 13.00 11.97 18.01 42.13 37.26 12.85 11.85 17.92 41.95 37.11 13.37 12.31 18.29 13.55 12.47 18.38 42.72 37.63 12.85 13.56 12.47 18.38 42.72 37.63
0.22(e) 0.18(e) 0.20(e) 0.67(e) 0.47(e) 0.14(e) 0.11(e) 0.14(e) 0.50(e) 0.25(e) 0.14(e) 0.11(e) 0.14(e) 0.50(e) 0.25(e) 0.18(e) 0.15(e) 0.18(e) 0.23(e) 0.23(e) 0.25(e) 0.80(e) 0.66(e) 0.28(e) 0.24(e) 0.22(e) 0.24(e) 0.65(e) 0.56(e)
(0.80) 1.07 1.98 (15.42) 6.72 (0.77) 1.04 1.92 (15.21) 6.65 (0.76) 1.01 1.89 (15.12) 6.63 (0.79) 1.06 1.96 (0.76) 1.09 2.01 (15.49) 6.72 (0.10) (0.80) 1.08 2.00 (15.41) 6.74
(0.58) 1.25 2.18 (14.75) 7.19 (0.63) 1.15 2.06 (14.71) 6.90 (0.62) 1.12 2.03 (14.62) 6.88 (0.61) 1.21 2.14 (0.53) 1.32 2.26 (14.69) 7.38 0.18 (0.56) 1.30 2.24 (14.76) 7.30
(0.21) (0.18) (0.20) (0.79) (0.52) (0.15) (0.12) (0.17) (0.66) (0.41) (0.15) (0.12) (0.17) (0.66) (0.42) (0.18) (0.15) (0.19) (0.27) (0.24) (0.24) (0.90) (0.67) (0.28) (0.24) (0.21) (0.22) (0.83) (0.59)
(7.93) (8.75) (1.62) (7.93) (8.75) (1.62) (7.93) (8.75) (1.62) (7.93) (7.93) (8.75) (1.62) (7.93) (8.75) (1.62)
(0.21) (0.18) (8.13) (9.54) (2.14) (0.15) (0.12) (8.10) (9.41) (2.03) (0.15) (0.12) (8.10) (9.41) (2.04) (0.18) (0.15) (8.12) (0.27) (0.24) (8.17) (9.65) (2.29) (0.28) (0.24) (0.21) (8.15) (9.58) (2.21)
(f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f)
Annualized for periods less than one year. Not annualized for periods less than one year. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted. Calculated based upon average shares outstanding. Amount rounds to less than $0.01. Includes interest expense of 0.04% . Includes interest expense of 0.01% . Commencement of offering of class of shares. SEE NOTES TO FINANCIAL STATEMENTS.
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Ratios/Supplemental data Ratios to average net assets (a) Net asset value, end of period Net assets, end of period (000s) Net investment income (loss) Expenses without waivers, reimbursements and earnings credits
$ 12.61 13.40 12.33 18.28 42.57 12.22 13.00 11.97 18.01 42.13 12.08 12.85 11.85 17.92 41.95 12.58 13.37 12.31 12.75 13.55 12.47 18.38 42.72 12.75 12.76 13.56 12.47 18.38 42.72
(4.49)% 10.42 27.39 (43.95) 19.93 (4.99) 9.82 26.72 (44.27) 19.25 (4.93) 9.69 26.76 (44.24) 19.25 (4.73) 10.07 26.95 (4.07) 10.86 27.92 (43.70) 20.45 1.20 (4.26) 10.72 27.73 (43.82) 20.21
$ 102,866 131,125 114,557 87,531 181,682 2,817 4,543 5,303 5,225 13,236 20,193 23,370 22,934 24,300 61,023 67 70 64 45,680 242,131 144,494 86,640 76,309 347,040 186,425 241,123 260,814 277,313 3,202,097
1.31% 1.31 1.31 1.35(g) 1.32(h) 1.81 1.86 1.87 1.91 1.87 1.81 1.86 1.87 1.91 1.87 1.56 1.56 1.56 0.86 0.86 0.86 0.90(g) 0.87(h) 0.81 1.06 1.06 1.06 1.10(g) 1.07(h) SEE NOTES TO FINANCIAL STATEMENTS.
1.63% 1.44 1.90 2.33 1.20 1.08 0.89 1.44 1.74 0.64 1.09 0.88 1.46 1.74 0.65 1.33 1.17 1.76 1.69 1.86 2.39 2.86 1.67 2.23 1.76 1.74 2.28 2.10 1.42
1.52% 1.54 1.62 1.64 1.51 2.02 2.04 2.12 2.14 2.00 2.02 2.04 2.12 2.14 2.01 1.77 1.79 1.85 1.08 1.10 1.16 1.19 1.06 1.01 1.27 1.29 1.37 1.37 1.25
18% 15 14 13 14 18 15 14 13 14 18 15 14 13 14 18 15 14 18 15 14 13 14 18 18 15 14 13 14
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FINANCIAL HIGHLIGHTS
FOR THE PERIODS INDICATED (continued)
Per share operating performance Investment operations Net realized and unrealized gains Total from Net (losses) on investment investment investments operations income Distributions
Net asset value, beginning of period International Equity Index Fund Class A Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class B Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class C Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class R2 Year Ended October 31, 2011 Year Ended October 31, 2010 November 3, 2008 (h) through October 31, 2009 Select Class Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 (a) (b) (c) (d) (e) (f) (g) (h)
Total distributions
Redemption fees
19.03 17.89 16.27 33.43 26.63 17.57 16.54 15.13 31.25 24.93 18.41 17.35 15.78 32.52 25.94 18.86 17.76 16.32 19.17 18.01 16.39 33.65 26.79
0.40(e) 0.33(e) 0.36(e) 0.78 0.50(e) 0.24(e) 0.18(e) 0.24(e) 0.55 0.29(e) 0.26(e) 0.20(e) 0.24(e) 0.57 0.30(e) 0.32(e) 0.28(e) 0.27(e) 0.45(e) 0.37(e) 0.42(e) 0.80 0.59(e)
(2.16)(g) 1.10(g) 3.52 (15.70) 7.00 (1.99)(g) 1.02(g) 3.25 (14.64) 6.55 (2.09)(g) 1.06(g) 3.41 (15.24) 6.81 (2.12)(g) 1.10(g) 3.48 (2.17)(g) 1.12(g) 3.51 (15.75) 7.02
(1.76) 1.43 3.88 (14.92) 7.50 (1.75) 1.20 3.49 (14.09) 6.84 (1.83) 1.26 3.65 (14.67) 7.11 (1.80) 1.38 3.75 (1.72) 1.49 3.93 (14.95) 7.61
(0.44) (0.29) (0.70) (0.58) (0.54) (0.30) (0.17) (0.52) (0.37) (0.36) (0.31) (0.20) (0.52) (0.41) (0.37) (0.40) (0.28) (0.75) (0.49) (0.33) (0.75) (0.65) (0.59)
(1.56) (1.66) (0.16) (1.56) (1.66) (0.16) (1.56) (1.66) (0.16) (1.56) (1.56) (1.66) (0.16)
(0.44) (0.29) (2.26) (2.24) (0.70) (0.30) (0.17) (2.08) (2.03) (0.52) (0.31) (0.20) (2.08) (2.07) (0.53) (0.40) (0.28) (2.31) (0.49) (0.33) (2.31) (2.31) (0.75)
(f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f)
Annualized for periods less than one year. Not annualized for periods less than one year. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted. Calculated based upon average shares outstanding. Amount rounds to less than $0.01. An affiliate of JPMorgan Chase & Co. reimbursed the Fund for losses incurred from an operational error. The impact was less than $0.01 to the net realized and unrealized gains (losses) on investments per share and less than 0.01% to the total return. Commencement of offering of class of shares. SEE NOTES TO FINANCIAL STATEMENTS.
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Table of Contents
Ratios/Supplemental data Ratios to average net assets (a) Net asset value, end of period Net assets, end of period (000s) Net investment income (loss) Expenses without waivers, reimbursements and earnings credits
$ 16.83 19.03 17.89 16.27 33.43 15.52 17.57 16.54 15.13 31.25 16.27 18.41 17.35 15.78 32.52 16.66 18.86 17.76 16.96 19.17 18.01 16.39 33.65
(9.45)%(g) 8.09(g) 27.74 (47.49) 28.72 (10.11)(g) 7.32(g) 26.78 (47.88) 27.87 (10.08)(g) 7.34(g) 26.74 (47.85) 27.83 (9.72)(g) 7.88(g) 26.96 (9.21)(g) 8.37(g) 28.02 (47.35) 29.02
99,046 124,178 109,441 82,272 139,828 4,154 6,503 8,179 8,547 21,693 15,428 18,148 16,231 10,639 23,567 463 251 234
1.07% 1.07 1.07 1.07 1.07 1.78 1.80 1.80 1.77 1.77 1.78 1.80 1.80 1.77 1.78 1.32 1.32 1.32 0.82 0.82 0.82 0.82 0.82 SEE NOTES TO FINANCIAL STATEMENTS.
2.16% 1.89 2.40 2.97 1.72 1.41 1.11 1.72 2.18 1.03 1.46 1.19 1.63 2.16 1.03 1.77 1.62 1.77 2.40 2.08 2.76 3.09 1.97
1.31% 1.34 1.37 1.27 1.28 1.81 1.83 1.87 1.77 1.77 1.81 1.83 1.87 1.77 1.78 1.55 1.59 1.62 1.05 1.08 1.12 1.02 1.03
40% 39 37 18 15 40 39 37 18 15 40 39 37 18 15 40 39 37 40 39 37 18 15
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FINANCIAL HIGHLIGHTS
FOR THE PERIODS INDICATED (continued)
Per share operating performance Investment operations Distributions Net realized and unrealized gains Total from Net (losses) on investment investment investments operations income
Net asset value, beginning of period International Opportunities Fund Class A Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class B Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class C Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 July 31, 2007 (g) through October 31, 2007 Class R6 November 30, 2010 (g) through October 31, 2011 Institutional Class Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Select Class Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 (a) (b) (c) (d) (e) (f) (g) (h)
Redemption fees
13.20 12.10 9.95 18.40 15.00 13.09 12.03 9.83 18.20 14.86 12.84 11.82 9.77 18.21 16.88 12.78 13.42 12.29 10.13 18.72 15.25 13.37 12.24 10.07 18.60 15.16
0.19(e) 0.15(e) 0.19(e) 0.30(e) 0.26(e) 0.15(e) 0.08(e) 0.14(e) 0.23(e) 0.18(e) 0.15(e) 0.09(e) 0.13(e) 0.23(e) (0.03)(e) 0.27(e) 0.23(e) 0.22(e) 0.25(e) 0.38(e) 0.34(e) 0.26(e) 0.19(e) 0.22(e) 0.34(e) 0.30(e)
(1.08) 1.24 2.16 (8.48) 3.31 (1.10) 1.23 2.16 (8.39) 3.27 (1.07) 1.20 2.11 (8.35) 1.36 (0.48) (1.09) 1.24 2.18 (8.62) 3.37 (1.14) 1.25 2.18 (8.56) 3.34
(0.89) 1.39 2.35 (8.18) 3.57 (0.95) 1.31 2.30 (8.16) 3.45 (0.92) 1.29 2.24 (8.12) 1.33 (0.21) (0.86) 1.46 2.43 (8.24) 3.71 (0.88) 1.44 2.40 (8.22) 3.64
(0.31) (0.29) (0.20) (0.27) (0.17) (0.21) (0.25) (0.10) (0.21) (0.11) (0.27) (0.27) (0.19) (0.32) (0.37) (0.36) (0.33) (0.27) (0.35) (0.24) (0.34) (0.31) (0.23) (0.31) (0.20)
(f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f)
Annualized for periods less than one year. Not annualized for periods less than one year. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted. Calculated based upon average shares outstanding. Amount rounds to less than $0.01. Commencement of offering of class of shares. Includes interest expense of 0.01%. SEE NOTES TO FINANCIAL STATEMENTS.
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Ratios/Supplemental data Ratios to average net assets (a) Net asset value, end of period Net assets, end of period (000s) Net investment income (loss) Expenses without waivers, reimbursements and earnings credits
$ 12.00 13.20 12.10 9.95 18.40 11.93 13.09 12.03 9.83 18.20 11.65 12.84 11.82 9.77 18.21 12.20 12.20 13.42 12.29 10.13 18.72 12.15 13.37 12.24 10.07 18.60
(6.91)% 11.67 24.17 (45.06) 23.98 (7.40) 11.01 23.62 (45.31) 23.30 (7.37) 11.05 23.50 (45.31) 7.88 (1.85) (6.59) 12.12 24.70 (44.77) 24.58 (6.77) 11.93 24.41 (44.87) 24.22
47,855 13,904 13,773 6,700 13,255 702 949 1,716 879 2,023 576 849 636 87 77 373,613 39,362 272,487 161,023 126,248 154,596 28,476 30,537 28,588 23,645 63,875
1.28% 1.34 1.41 1.39 1.39 1.78 1.85 1.91 1.89 1.89 1.78 1.85 1.91 1.89 1.90 0.78 0.89 0.91 0.92 0.92 0.93(h) 1.03 1.09 1.16 1.14 1.14 SEE NOTES TO FINANCIAL STATEMENTS.
1.45% 1.23 1.84 1.99 1.58 1.18 0.65 1.34 1.48 1.06 1.14 0.77 1.20 1.58 (0.69) 2.27 1.73 1.75 2.41 2.48 1.99 1.97 1.56 2.12 2.20 1.78
1.28% 1.36 1.42 1.39 1.40 1.79 1.86 1.92 1.89 1.90 1.79 1.86 1.92 1.89 1.94 0.78 0.90 0.96 1.02 0.98 1.00 1.04 1.11 1.17 1.14 1.15
76% 57 85 70 92 76 57 85 70 92 76 57 85 70 92 76 76 57 85 70 92 76 57 85 70 92
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FINANCIAL HIGHLIGHTS
FOR THE PERIODS INDICATED (continued)
Per share operating performance Distributions
Net asset value, beginning of period International Value Fund Class A Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class B Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class C Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class R2 Year Ended October 31, 2011 Year Ended October 31, 2010 November 3, 2008 (g) through October 31, 2009 Class R6 November 30, 2010 (g) through October 31, 2011 Institutional Class Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Select Class Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 (a) (b) (c) (d) (e) (f) (g)
Total distributions
Redemption fees
13.36 12.27 10.32 20.84 16.65 13.18 12.10 10.12 20.46 16.37 13.01 11.96 10.04 20.36 16.37 13.21 12.19 10.33 12.72 13.59 12.47 10.47 21.11 16.83 13.50 12.40 10.42 21.01 16.76
0.28(e) 0.17(e) 0.23(e) 0.41(e) 0.29(e) 0.21(e) 0.11(e) 0.18(e) 0.32(e) 0.19(e) 0.21(e) 0.11(e) 0.18(e) 0.33(e) 0.20(e) 0.24(e) 0.11(e) 0.09(e) 0.32(e) 0.33(e) 0.25(e) 0.28(e) 0.50(e) 0.34(e) 0.31(e) 0.23(e) 0.25(e) 0.47(e) 0.32(e)
(1.17) 1.20 2.06 (9.73) 4.10 (1.16) 1.18 2.03 (9.56) 4.03 (1.14) 1.17 2.02 (9.51) 4.01 (1.15) 1.21 2.15 (0.30) (1.19) 1.19 2.10 (9.89) 4.17 (1.18) 1.18 2.10 (9.84) 4.15
(0.89) 1.37 2.29 (9.32) 4.39 (0.95) 1.29 2.21 (9.24) 4.22 (0.93) 1.28 2.20 (9.18) 4.21 (0.91) 1.32 2.24 0.02 (0.86) 1.44 2.38 (9.39) 4.51 (0.87) 1.41 2.35 (9.37) 4.47
(0.42) (0.28) (0.34) (0.22) (0.20) (0.34) (0.21) (0.23) (0.12) (0.13) (0.36) (0.23) (0.28) (0.16) (0.22) (0.44) (0.30) (0.38) (0.48) (0.47) (0.32) (0.38) (0.27) (0.23) (0.44) (0.31) (0.37) (0.24) (0.22)
(0.42) (0.28) (0.34) (1.20) (0.20) (0.34) (0.21) (0.23) (1.10) (0.13) (0.36) (0.23) (0.28) (1.14) (0.22) (0.44) (0.30) (0.38) (0.48) (0.47) (0.32) (0.38) (1.25) (0.23) (0.44) (0.31) (0.37) (1.22) (0.22)
(f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f)
Annualized for periods less than one year. Not annualized for periods less than one year. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted. Calculated based upon average shares outstanding. Amount rounds to less than $0.01. Commencement of offering of class of shares. SEE NOTES TO FINANCIAL STATEMENTS.
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Ratios/Supplemental data Ratios to average net assets (a) Net asset value, end of period Net assets, end of period (000s) Net investment income (loss) Expenses without waivers, reimbursements and earnings credits
$ 12.05 13.36 12.27 10.32 20.84 11.89 13.18 12.10 10.12 20.46 11.72 13.01 11.96 10.04 20.36 11.86 13.21 12.19 12.26 12.26 13.59 12.47 10.47 21.11 12.19 13.50 12.40 10.42 21.01
(6.91)% 11.35 23.08 (47.12) 26.60 (7.42) 10.81 22.50 (47.40) 25.96 (7.38) 10.81 22.60 (47.43) 25.96 (7.12) 11.00 22.73 (0.10) (6.56) 11.79 23.75 (46.94) 27.10 (6.65) 11.56 23.51 (47.00) 26.91
$ 113,976 143,259 134,648 79,202 106,228 3,557 5,337 6,517 7,321 14,604 16,510 19,646 18,081 12,159 17,193 694 856 423 50 545,034 421,538 347,238 149,326 201,062 1,413,804 943,998 1,132,171 564,867 732,412
1.34% 1.34 1.36 1.32 1.34 1.84 1.84 1.86 1.82 1.84 1.84 1.84 1.86 1.82 1.84 1.59 1.60 1.60 0.84 0.94 0.92 0.95 0.92 0.94 1.09 1.09 1.11 1.07 1.09 SEE NOTES TO FINANCIAL STATEMENTS.
2.15% 1.41 2.20 2.59 1.55 1.61 0.91 1.80 2.03 1.04 1.60 0.89 1.77 2.12 1.09 1.84 0.90 0.76 2.57 2.48 2.04 2.60 3.09 1.80 2.37 1.84 2.42 2.91 1.68
1.36% 1.35 1.36 1.32 1.34 1.86 1.85 1.86 1.82 1.84 1.86 1.85 1.86 1.82 1.84 1.61 1.61 1.60 0.86 0.96 0.95 0.96 0.92 0.94 1.12 1.10 1.11 1.07 1.09
60% 92 98 86 92 60 92 98 86 92 60 92 98 86 92 60 92 98 60 60 92 98 86 92 60 92 98 86 92
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FINANCIAL HIGHLIGHTS
FOR THE PERIODS INDICATED (continued)
Per share operating performance Investment operations Net realized and unrealized gains Total from Net (losses) on investment investment investments operations income Distributions
Net asset value, beginning of period Intrepid International Fund Class A Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class C Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Class R2 Year Ended October 31, 2011 Year Ended October 31, 2010 November 3, 2008 (h) through October 31, 2009 Institutional Class Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 Select Class Year Ended October 31, 2011 Year Ended October 31, 2010 Year Ended October 31, 2009 Year Ended October 31, 2008 Year Ended October 31, 2007 (a) (b) (c) (d) (e) (f) (g) (h)
Total distributions
Redemption fees
16.59 14.99 13.51 27.57 21.77 16.61 14.99 13.37 27.33 21.70 16.46 14.86 13.56 16.94 15.27 13.76 28.05 22.11 16.99 15.31 13.72 27.96 22.08
0.24(e) 0.12(e) 0.19(e) 0.49(e) 0.21(e) 0.15(e) 0.05(e) 0.13(e) 0.38(e) 0.10(e) 0.17(e) 0.08(e) 0.16(e) 0.32(e) 0.19(e) 0.25(e) 0.60(e) 0.34(e) 0.26(e) 0.15(e) 0.23(e) 0.57(e) 0.28(e)
(1.27) 1.73 2.40 (13.93) 5.72 (1.26) 1.73 2.41 (13.80) 5.67 (1.22) 1.72 2.32 (1.29) 1.78 2.46 (14.17) 5.81 (1.28) 1.79 2.45 (14.14) 5.79
(1.03) 1.85 2.59 (13.44) 5.93 (1.11) 1.78 2.54 (13.42) 5.77 (1.05) 1.80 2.48 (0.97) 1.97 2.71 (13.57) 6.15 (1.02) 1.94 2.68 (13.57) 6.07
(0.24) (0.25) (1.11) (0.23) (0.13) (0.14) (0.16) (0.92) (0.15) (0.14) (0.20) (0.20) (1.18) (0.31) (0.30) (1.20) (0.33) (0.21) (0.12) (0.26) (1.09) (0.28) (0.19)
(0.24) (0.25) (1.11) (0.62) (0.13) (0.14) (0.16) (0.92) (0.54) (0.14) (0.20) (0.20) (1.18) (0.31) (0.30) (1.20) (0.72) (0.21) (0.12) (0.26) (1.09) (0.67) (0.19)
(f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f) (f)
Annualized for periods less than one year. Not annualized for periods less than one year. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted. Calculated based upon average shares outstanding. Amount rounds to less than $0.01. Includes interest expense of 0.01% . Commencement of offering of class of shares. SEE NOTES TO FINANCIAL STATEMENTS.
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Ratios/Supplemental data Ratios to average net assets (a) Net asset value, end of period Net assets, end of period (000s) Net investment income (loss) Expenses without waivers, reimbursements and earnings credits
$ 15.32 16.59 14.99 13.51 27.57 15.36 16.61 14.99 13.37 27.33 15.21 16.46 14.86 15.66 16.94 15.27 13.76 28.05 15.85 16.99 15.31 13.72 27.96
(6.30)% 12.54 21.38 (49.72) 27.38 (6.75) 12.01 20.77 (49.97) 26.74 (6.48) 12.26 20.61 (5.85) 13.11 22.05 (49.49) 28.04 (6.08) 12.86 21.65 (49.58) 27.69
31,942 23,960 23,506 13,027 24,750 1,018 1,489 1,489 1,773 4,861 106 68 60 178,258 99,766 112,905 108,212 368,217 12,225 26,408 330,843 530,210 1,966,815
1.50% 1.50 1.51(g) 1.51 1.50 2.00 2.00 2.00(g) 2.01(g) 2.00 1.75 1.75 1.75(g) 1.00 1.00 1.01(g) 1.01(g) 1.00 1.25 1.25 1.25(g) 1.26(g) 1.25 SEE NOTES TO FINANCIAL STATEMENTS.
1.42% 0.78 1.51 2.25 0.84 0.91 0.30 1.03 1.75 0.40 1.04 0.53 1.29 1.88 1.21 1.90 2.68 1.37 1.51 0.93 1.81 2.56 1.14
1.61% 1.73 1.63 1.53 1.54 2.11 2.24 2.13 2.03 2.04 1.85 1.99 1.87 1.20 1.31 1.22 1.13 1.14 1.37 1.37 1.38 1.28 1.29
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Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund
Class A, Class C, Class R5 and Select Class Class A, Class B, Class C, Institutional Class and Select Class Class A, Class C, Class R2, Class R5 and Select Class Class A, Class C, Class R2*, Class R5, Class R6* and Select Class Class A, Class B, Class C, Class R2, Class R5, Class R6** and Select Class Class A, Class B, Class C, Class R2 and Select Class Class A, Class B, Class C, Class R6**, Institutional Class and Select Class Class A, Class B, Class C, Class R2, Class R6**, Institutional Class and Select Class Class A, Class C, Class R2, Institutional Class and Select Class
* Class R2 and R6 Shares commenced operations on November 1, 2011 for the Global Opportunities Fund. **Class R6 shares commenced operations on November 30, 2010 for the International Equity Fund, International Opportunities Fund and International Value Fund. The investment objective of Emerging Economies Fund is to seek long-term capital growth. The investment objective of Emerging Markets Equity Fund is to seek to provide high total return from a portfolio of equity securities from emerging markets issuers. The investment objective of Global Equity Income Fund is to seek to provide both current income and long-term capital appreciation. The investment objective of Global Opportunities Fund is to seek to provide long-term capital growth. The investment objective of International Equity Fund is to seek total return from long-term capital growth and income. Total return consists of capital growth and current income. The investment objective of International Equity Index Fund is to seek to provide investment results that correspond to the aggregate price and dividend performance of the securities in the MSCI EAFE Gross Domestic Product (GDP) Index. The investment objective of International Opportunities Fund is to seek to provide high total return from a portfolio equity securities of foreign companies in developed and, to a lesser extent, emerging markets. The investment objective of International Value Fund is to seek to provide high total return from a portfolio of foreign company equity securities. The investment objective of Intrepid International Fund is to seek to maximize long-term capital growth by investing in primarily equity securities in developed markets outside of the U.S. Global Equity Income Fund commenced operations on February 28, 2011. Effective November 1, 2011, Global Focus Fund was renamed Global Opportunities Fund and modified its investment strategies, investment objective and fees pursuant to the approval of the Board of Trustees. Effective November 1, 2009, Class B Shares of the Emerging Markets Equity Fund, International Equity Fund, International Equity Index Fund, International Opportunities Fund and International Value Fund may not be purchased or acquired by new or existing shareholders, except through exchanges from Class B Shares of another J.P. Morgan Fund and dividend reinvestments. Shareholders who have invested in Class B Shares prior to November 1, 2009 may continue to hold their Class B Shares until they convert automatically to Class A Shares. Class A Shares generally provide for a front-end sales charge while Class B and Class C Shares provide for a contingent deferred sales charge (CDSC). Class B Shares automatically convert to Class A Shares after eight years. No sales charges are assessed with respect to the Class R2, Class R5, Class R6, Select Class and Institutional Class Shares. All classes of shares have equal rights as to earnings, assets and voting privileges except that each class may bear different distribution and shareholder servicing fees and each class has exclusive voting rights with respect to its distribution plan and shareholder servicing agreements. Certain Class A Shares, for which front-end sales charges have been waived, may be subject to a CDSC as described in the Funds prospectus.
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2. Significant Accounting Policies The following is a summary of significant accounting policies followed by the Trusts in the preparation of their financial statements. The policies are in accordance with accounting principles generally accepted in the United States of America. The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses for the period. Actual results could differ from those estimates. A. Valuation of Investments Equity securities listed on a North American, Central American, South American or Caribbean securities exchange shall generally be valued at the last sale price on the exchange on which the security is principally traded that is reported before the time when the net assets of the Funds are valued. The value of securities listed on The NASDAQ Stock Market LLC shall generally be the NASDAQ Official Closing Price. Fixed income securities (other than certain short-term investments maturing in less than 61 days) are valued each day based on readily available market quotations received from independent or affiliated pricing services approved by the Board of Trustees or third party broker-dealers. The broker-dealers or pricing services use multiple valuation techniques to determine fair value. In instances where sufficient market activity exists, the broker-dealers or pricing services may utilize a market-based approach through which quotes from market makers are used to determine fair value. In instances where sufficient market activity may not exist or is limited, the broker-dealers or pricing services also utilize proprietary valuation models which may consider market transactions in comparable securities and the various relationships between securities in determining value and/or market characteristics such as benchmark yield curves, option-adjusted spreads, credit spreads, estimated default rates, coupon-rates, anticipated timing of principal repayments, underlying collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair values. Generally, short-term investments of sufficient credit quality maturing in less than 61 days are valued at amortized cost, which approximates market value. Certain investments of the Funds may, depending upon market conditions, trade in relatively thin markets and/or in markets that experience significant volatility. As a result of these conditions, the prices used by the Funds to value securities may differ from the value that would be realized if these securities were sold, and the differences could be material. Futures and options shall generally be valued on the basis of available market quotations. Swaps and other derivatives are valued daily, primarily using independent or affiliated pricing services approved by the Board of Trustees. If valuations are not available from such services or values received are deemed not representative of market value, values will be obtained from a third party broker-dealer or counterparty. Investments in other open-end investment companies are valued at such investment companys current day closing net asset value per share. Securities or other assets for which market quotations are not readily available or for which market quotations do not represent the value at the time of pricing (including certain illiquid securities) are fair valued in accordance with procedures established by and under the supervision and responsibility of the Board of Trustees. Under these procedures, the Funds primarily employ a market-based approach which may use related or comparable assets or liabilities, recent transactions, market multiples, book values, and other relevant information for the investment to determine the fair value of the investment. The Funds may also use an income-based valuation approach in which the anticipated future cash flows of the investment are discounted to calculate fair value. Discounts may also be applied due to the nature or duration of any restrictions on the disposition of the investments. It is possible that the estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and such differences could be material. Trading in securities on most foreign exchanges and over-the-counter markets is normally completed before the close of the domestic market and may also take place on days when the domestic market is closed. In accordance with procedures adopted by the Board of Trustees, the Funds apply fair value pricing on equity securities on a daily basis except for North American, Central American, South American and Caribbean equity securities held in their portfolios by utilizing the quotations of an independent pricing service, unless a Funds advisor determines that use of another valuation methodology is appropriate. The pricing service uses statistical analyses and quantitative models to adjust local market prices using factors such as subsequent movement and changes in the prices of indices, securities and exchange rates in other markets, in determining fair value as of the time a Fund calculates its net asset value. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein. The various inputs that are used in determining the fair value of the Funds investments are summarized into the three broad levels listed below. Level 1 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, etc.) Level 3 significant unobservable inputs (including the Funds own assumptions in determining the fair value of investments) A financial instruments level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
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Total
Investments in Securities Common Stocks Argentina Brazil China Hong Kong India Indonesia Kazakhstan Mexico Netherlands Poland Russia South Africa South Korea Taiwan Thailand Turkey Ukraine United Arab Emirates United Kingdom Total Common Stocks Preferred Stocks Brazil Total Preferred Stocks Short-Term Investment Investment Company Total Investments in Securities
2,193 38,607 60,529 11,187 16,744 2,275 2,588 3,765 24,041 19,777 59,013 25,152 12,678 10,441 2,246 3,357 2,663 297,256 7,544 7,544
(a) (a)
$ 2,193 55,531 60,529 11,187 16,744 2,275 2,588 4,273 3,922 3,765 24,041 19,777 59,013 25,152 12,678 10,441 2,246 3,357 2,663 322,375 10,841 10,841 12,370 $345,586
40,786
304,800
(a)
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Total
Investments in Securities Common Stocks Brazil Chile China Egypt Hong Kong Hungary India Indonesia Luxembourg Malaysia Mexico Russia South Africa South Korea Taiwan Turkey United States Total Common Stocks Preferred Stocks Brazil Total Preferred Stocks Short-Term Investment Investment Company Total Investments in Securities Global Equity Income Fund
41,035 310,473 12,700 212,691 14,819 254,371 84,992 44,083 51,734 156,705 256,113 115,777 60,199 1,615,692 249,950 249,950
$ 103,743 41,035 344,509 12,700 212,691 14,819 254,371 84,992 44,083 6,016 73,898 60,886 156,705 256,113 115,777 60,199 13,726 1,856,263 273,126 273,126 33,314 $2,162,703
1,865,642
40,052
Total
Investments in Securities Common Stocks Australia China Finland France Germany Hong Kong Italy Japan Netherlands New Zealand Norway Singapore South Africa South Korea Sweden Switzerland United Kingdom United States Total Investments in Securities
905 905
$2,879
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Total
Appreciation in Other Financial Instruments Forward Foreign Currency Exchange Contracts Depreciation in Other Financial Instruments Forward Foreign Currency Exchange Contracts Global Opportunities Fund
$ $
$ $
5 (10)
$ $
$ 5 $(10)
Total
Investments in Securities Common Stocks Australia Austria Belgium Brazil Canada China Denmark Finland France Germany Ireland Israel Italy Japan Netherlands Norway South Africa South Korea Sweden Switzerland Taiwan United Arab Emirates United Kingdom United States Total Common Stocks Total Investments in Securities Appreciation in Other Financial Instruments Forward Foreign Currency Exchange Contracts Depreciation in Other Financial Instruments Forward Foreign Currency Exchange Contracts
50 156 56 68 173 161 173 140 69 39 513 144 77 23 48 62 107 65 16 772 2,912 2,912 29 (25)
$ 115 50 156 29 108 56 68 173 161 173 224 69 39 513 144 77 23 48 62 234 65 16 772 1,131 $4,506 $4,506 $ 29
$ $ $ $
$ $ $ $
$ $ $ $
$ (25)
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Total
Investments in Securities Common Stocks Australia Belgium China France Germany Hong Kong Ireland Israel Italy Japan Mexico Netherlands South Korea Spain Sweden Switzerland Taiwan United Kingdom Total Common Stocks Preferred Stocks Germany Total Preferred Stocks Short-Term Investment Investment Company Total Investments in Securities
29,166
25,830 10,797 22,759 98,159 46,191 11,674 8,420 6,249 4,688 114,163 4,056 38,317 7,643 10,496 7,356 83,824 7,128 178,855 686,605 9,514 9,514
$ 25,830 10,797 22,759 98,159 46,191 11,674 8,420 6,249 4,688 114,163 4,056 38,317 7,643 10,496 7,356 83,824 7,128 178,855 686,605 9,514 9,514 29,166 $725,285
29,166
696,119
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Total
Investments in Securities Common Stocks Australia Austria Belgium Bermuda Brazil Chile China Cyprus Denmark Finland France Germany Greece Hong Kong Hungary India Ireland Israel Italy Japan Luxembourg Mauritius Mexico Netherlands New Zealand Norway Philippines Portugal Singapore South Africa South Korea Spain Sweden Switzerland Taiwan Thailand Turkey United Kingdom United States Total Common Stocks Preferred Stocks Brazil Germany Total Preferred Stocks Investment Companies United States Total Investment Companies
30,924 6,909 10,838 1,137 517 4,038 280 6,703 5,268 53,329 68,269 2,908 5,990 3,801 4,827 4,708 4,566 38,371 138,148 3,038 41 125 24,919 3,449 8,323 4,580 3,397 5,078 4,856 4,955 30,880 11,035 16,528 4,830 4,591 4,799 50,793 279 578,027 4,469
$ 30,924 6,909 10,838 1,137 1,175 4,507 4,038 280 6,703 5,268 53,329 68,269 2,908 5,990 3,801 4,954 4,708 4,617 38,371 138,148 3,038 41 4,632 24,919 3,449 8,323 4,580 3,397 5,078 4,856 4,955 30,880 11,035 16,528 4,830 4,591 4,799 50,798 279 $587,882 3,686 4,469 $ 8,155 15,992 $ 15,992
3,686 15,992
4,469
15,992
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Total
Rights Hong Kong Short-Term Investment Investment Company Total Investments in Securities Appreciation in Other Financial Instruments Futures Contracts International Opportunities Fund
4,990
7 4,990
$ $
34,523 875
$ $
582,503
$ $
$617,026 $ 875
Total
Investments in Securities Common Stocks Austria Belgium Canada China Denmark Finland France Germany Hong Kong Indonesia Ireland Israel Italy Japan Netherlands New Zealand Norway Singapore South Korea Spain Sweden Switzerland Taiwan United Kingdom Total Common Stocks Preferred Stock Germany Total Preferred Stock Short-Term Investment Investment Company Total Investments in Securities Appreciation in Other Financial Instruments Forward Foreign Currency Exchange Contracts Depreciation in Other Financial Instruments Forward Foreign Currency Exchange Contracts
1,351 7,374 2,371 2,989 4,709 48,529 38,165 18,034 2,839 12,102 5,247 6,184 94,699 51,020 2,231 5,567 2,017 7,411 3,938 9,033 13,207 4,526 117,894 461,437 8,298 8,298
$ 1,351 7,374 9,075 2,371 2,989 4,709 48,529 38,165 18,034 2,839 12,102 5,247 6,184 94,699 51,020 2,231 5,567 2,017 7,411 3,938 9,033 13,207 4,526 117,894 470,512 8,298 8,298 11,499 $490,309 $ 3,797 $ (4,140)
$ $ $
20,574
$ $ $
$ $ $
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Total
Investments in Securities Common Stocks Australia Austria Belgium Canada China Finland France Germany Hong Kong Ireland Italy Japan Netherlands Norway Singapore South Africa South Korea Spain Sweden Switzerland Taiwan United Kingdom Total Common Stocks Preferred Stocks Germany Total Preferred Stocks Short-Term Investment Investment Company Total Investments in Securities Appreciation in Other Financial Instruments Forward Foreign Currency Exchange Contracts Futures Contracts Total Appreciation in Other Financial Instruments Depreciation in Other Financial Instruments Forward Foreign Currency Exchange Contracts
13,464 8,574 31,946 34,480 23,380 229,148 231,638 37,032 16,492 30,836 402,224 215,439 20,954 23,908 10,838 32,663 54,980 56,080 85,755 13,858 423,105 1,996,794 28,412 28,412
13,464 8,574 31,946 15,903 34,480 23,380 229,148 231,638 37,032 16,492 30,836 402,224 215,439 20,954 23,908 10,838 32,663 54,980 56,080 85,755 13,858 423,105 2,012,697 28,412 28,412 69,060
84,963 39
2,025,206 16,065
$ $
39
$ $
16,065 (11,422)
$ $
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Total
Investments in Securities Common Stocks Australia Austria Belgium Bermuda Brazil China Denmark Finland France Germany Hong Kong India Indonesia Ireland Italy Japan Mexico Netherlands Norway Russia Singapore South Korea Spain Sweden Switzerland Taiwan United Arab Emirates United Kingdom Total Common Stocks Preferred Stocks Brazil Germany Total Preferred Stocks Short-Term Investment Investment Company Total Investments in Securities (a) Security has a zero value.
9,112 741 1,126 774 590 5,814 1,427 2,006 20,059 18,237 5,899 1,790 1,593 2,712 7,652 38,889 720 11,184 1,454 621 557 1,571 4,246 3,938 21,306 378 534 54,455 219,385 562 1,573 2,135
9,112 741 1,126 774 1,969 6,428 1,427 2,006 20,059 18,237 5,899 1,790 1,593 2,712 7,652 38,889 720 11,184 1,454 621 557 1,571 4,246 3,938 21,306 378 534 54,455 221,378 562 1,573 2,135 5,851
7,844
221,520
$229,364
There were no transfers between Levels 1 and 2 during the year ended October 31, 2011.
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Emerging Economies Fund Investments in Securities Common Stocks Hong Kong Emerging Markets Equity Fund Investments in Securities Common Stocks China Common Stock Malaysia
Balance as of 10/30/10
Purchases (1)
Sales (2)
(1,892)
Change in unrealized appreciation (depreciation)
1,849
43
(a)
Balance as of 10/30/10
Purchases (1)
Sales (2)
Balance as of 10/31/2011
$ $
$ $
$ $
(3,353) 55 (3,298)
$ $
$ $
$(6,503) $(6,503)
$ $
$ $
International Equity Index Fund Investment in Securities Common Stocks Australia Common Stocks Japan Common Stocks United Kingdom
Balance as of 10/31/10
Purchases (1)
Sales (2)
Balance as of 10/31/11
(a) 5
(b)
(b)
(5)
(a) (a)
(b)
(b)
(5)
(a)
Security has a zero value. Amount rounds to less than $1,000. Purchases include all purchases of securities and securities received in corporate actions. Sales include all sales of securities, maturities, paydowns and securities tendered in a corporate action.
Transfers into, and out of, Level 3 are valued utilizing values as of the beginning of the period. Transfers from Level 2 to Level 3 or from Level 3 to Level 2 are due to a decline or an increase in market activity (e.g. frequency of trades), which resulted in a lack of or increase in available market inputs to determine price. The change in unrealized appreciation (depreciation) attributable to securities owned at October 31, 2011, which were valued using significant unobservable inputs (Level 3) was as follows (amounts in thousands): FUND Emerging Economies Fund Emerging Markets Equity Fund International Equity Index Fund (a) Amount rounds to less than $1,000. These amounts are included in Change in net unrealized appreciation (depreciation) of investments in non-affiliates on the Statements of Operations. B. Restricted and Illiquid Securities Certain securities held by the Funds may be subject to legal or contractual restrictions on resale or are illiquid. Restricted securities generally may be resold in transactions exempt from registration under the Securities Act of 1933. An illiquid security is a security which cannot be disposed of promptly (within seven days) and in the usual course of business at approximately its fair value and includes, but is not limited to, repurchase agreements maturing in excess of seven days, time deposits with a withdrawal penalty, non-negotiable instruments and instruments for which no market exists. Disposal of these securities may involve time-consuming negotiations and expense. Prompt sale at the current valuation may be difficult and could adversely affect the net assets of the fund. VALUE $(1,892) (3,298) (a)
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The following is the value and percentage of net assets of illiquid securities as of October 31, 2011 (amounts in thousands):
Value Percentage
Emerging Economies Fund Emerging Markets Equity Fund International Equity Index Fund (a) Security has zero value.
% 1.9
C. Futures Contracts The Global Equity Income Fund, Global Opportunities Fund, International Equity Fund, International Equity Index Fund, International Opportunities Fund, International Value Fund and Intrepid International Fund use index futures contracts to gain or reduce exposure to the stock market, maintain liquidity and minimize transaction costs. The Funds also buy futures contracts to immediately invest incoming cash in the market or sell futures in response to cash outflows, thereby simulating an invested position in the underlying index while maintaining a cash balance for liquidity. Futures contracts provide for the delayed delivery of the underlying instrument at a fixed price or for a cash amount based on the change in the value of the underlying instrument at a specific date in the future. Upon entering into a futures contract, the Funds are required to deposit with the broker, cash or securities in an amount equal to a certain percentage of the contract amount which is referred to as the initial margin deposit. Subsequent payments, referred to as variation margin, are made or received by the Funds periodically and are based on changes in the market value of open futures contracts. Changes in the market value of open futures contracts are recorded as unrealized appreciation or depreciation in the Statements of Operations. Realized gains or losses, representing the difference between the value of the contract at the time it was opened and the value at the time it was closed, are reported in the Statements of Operations at the closing or expiration of futures contracts. Securities deposited as initial margin are designated in the SOIs and cash deposited is recorded on the Statements of Assets and Liabilities. A receivable from and/or a payable to brokers for the daily variation margin is also recorded on the Statements of Assets and Liabilities. The Funds may be subject to the risk that the change in the value of the futures contract may not correlate perfectly with the underlying instrument. Use of long futures contracts subjects the Funds to risk of loss in excess of the amounts shown on the Statements of Assets and Liabilities, up to the notional amount of the futures contracts. Use of short futures contracts subjects the Funds to unlimited risk of loss. The Funds may enter into futures contracts only on exchanges or boards of trade. The exchange or board of trade acts as the counterparty to each futures transaction; therefore, the Funds credit risk is limited to failure of the exchange or board of trade. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous days settlement price, which could effectively prevent liquidation of unfavorable positions. D. Forward Foreign Currency Exchange Contracts The Global Equity Income Fund, Global Opportunities Fund, International Opportunities Fund and International Value Fund may be exposed to foreign currency risks associated with portfolio investments and therefore use forward foreign currency exchange contracts to hedge or manage these exposures. Forward foreign currency exchange contracts represent obligations to purchase or sell foreign currency on a specified future date at a price fixed at the time the contracts are entered into. Non-deliverable forward foreign currency exchange contracts are settled with the counterparty in cash without the delivery of foreign currency. The values of the forward foreign currency exchange contracts are adjusted daily based on the applicable exchange rate of the underlying currency. Changes in the value of these contracts are recorded as unrealized appreciation or depreciation until the contract settlement date. When the forward contract is closed, the Funds record a realized gain or loss equal to the difference between the value at the time the contract was opened and the value at the time it was closed. E. Summary of Derivative Information The following tables present the value of derivatives held as of October 31, 2011, by their primary underlying risk exposure and respective location on the Statements of Assets and Liabilities (amounts in thousands): Global Equity Income Fund Derivative Contract Statement of Assets and Liabilities Location Forward Foreign Currency Exchange Contracts Receivables $ $ 5 5
Assets: Forward Foreign Currency Exchange Contracts Total Liabilities: Forward Foreign Currency Exchange Contracts Total
Payables
$ $
10 10
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Assets: Forward Foreign Currency Exchange Contracts Total Liabilities: Forward Foreign Currency Exchange Contracts Total
$ $
25 25
Statement of Assets and Liabilities Location Receivables, Net Assets Unrealized Appreciation International Opportunities Fund Futures Contracts (a) $ 875 $ 875
Derivative Contract
Statement of Assets and Liabilities Location Forward Foreign Currency Exchange Contracts Receivables $ $ 3,797 3,797
Assets: Forward Foreign Currency Exchange Contracts Total Liabilities: Forward Foreign Currency Exchange Contracts Total
$ $
4,140 4,140
Derivative Contract
Statement of Assets and Liabilities Location Forward Foreign Currency Exchange Contracts $ $ 16,065 16,065
Assets: Forward Foreign Currency Exchange Contracts Equity contracts Total Liabilities: Forward Foreign Currency Exchange Contracts Total
Payables
$ $
$ $
11,422 11,422
(a) This amount represents the cumulative appreciation/depreciation of futures contracts as reported in the SOIs. The Statements of Assets & Liabilities only reflects the current day variation margin receivable/payable to brokers.
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The following tables present the effect of derivatives on the Statement of Operations for the year ended October 31, 2011, by primary underlying risk exposure (amounts in thousands): Global Equity Income Fund Amount of Realized Gain (Loss) on Derivatives Recognized in Income Forward Foreign Currency Exchange Contracts $ (b) $ (b)
Derivative Contract Forward Foreign Currency Exchange Contracts Equity contracts Total
Amount of Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income Forward Foreign Currency Exchange Contracts Derivative Contract Forward Foreign Currency Exchange Contracts $ (5) Total Global Opportunities Fund Amount of Realized Gain (Loss) on Derivatives Recognized in Income Forward Foreign Currency Exchange Contracts $ (5) $ (5) $ (5)
Derivative Contract Forward Foreign Currency Exchange Contracts Equity contracts Total
Futures Contracts $ 7 $ 7
Total $ (5) 7 $ 2
Amount of Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income Forward Foreign Currency Exchange Contracts Derivative Contract Forward Foreign Currency Exchange Contracts $ 37 Total International Equity Fund Amount of Realized Gain (Loss) on Derivatives Recognized in Income Derivative Contract Equity contracts Total International Equity Index Fund Amount of Realized Gain (Loss) on Derivatives Recognized in Income Derivative Contract Equity contracts Total Futures Contracts $ (2,189) $ (2,189) Futures Contracts $ (87) $ (87) $ 37
Total $ 37 $ 37
Amount of Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income Futures Contracts $ 807 $ 807
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Derivative Contract Forward Foreign Currency Exchange Contracts Equity contracts Total
Amount of Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income Forward Foreign Currency Exchange Contracts Derivative Contract Futures Contracts Forward Foreign Currency Exchange Contracts $ $ (1,790) Equity contracts 6 Total $ International Value Fund Amount of Realized Gain (Loss) on Derivatives Recognized in Income Forward Foreign Currency Exchange Contracts $ 29,863 $ 29,863 6 $ (1,790)
Derivative Contract Forward Foreign Currency Exchange Contracts Equity contracts Total
Amount of Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income Forward Foreign Currency Exchange Contracts Derivative Contract Futures Contracts Forward Foreign Currency Exchange Contracts $ $ (5,564) Equity contracts 307 Total $ Intrepid International Fund Amount of Realized Gain (Loss) on Derivatives Recognized in Income Derivative Contract Equity contracts Total (b) Amount rounds to less than $1,000. Futures Contracts $ (64) $ (64) 307 $ (5,564)
The Funds derivatives contracts held at October 31, 2011 are not accounted for as hedging instruments under accounting principles generally accepted in the United States of America.
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Derivatives Volume The table below discloses the volume of the Funds futures and forwards activities during the year ended October 31, 2011 (amounts in thousands). Please refer to the tables in the Summary of Derivatives Information for derivative-related gains and losses associated with volume activity.
Global Equity Income Fund Global Opportunities Fund International Equity Index Fund International Opportunities Fund Intrepid International Fund
Futures Contracts: Average Notional Balance Long Ending Notional Balance Long Forward Foreign Currency Exchange Contracts: Average Settlement Value Purchased Average Settlement Value Sold Ending Settlement Value Purchased Ending Settlement Value Sold (a) (b) (c) (d) (e) (f)
79(a)
192(b)
44,833(c)
11,601 9,893
8,005(d)
15,890 15,339
15,398(e)
For the period May 1, 2011 through May 31, 2011. For the period November 1, 2010 through August 31, 2011. For the period December 1, 2010 through December 31, 2010. For the period October 1, 2010 through July 31, 2011. For the periods December 1, 2010 through December 31, 2010 and May 1, 2011 through May 31, 2011. For the period March 1, 2011 through October 31, 2011.
F. Foreign Currency Translation The books and records of the Funds are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars at the prevailing exchange rates of such currencies against the U.S. dollar. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of investment securities, income and expenses are translated at the exchange rate prevailing on the respective dates of such transactions. Although the net assets of the Funds are presented at the foreign exchange rates and market values at the close of the period, 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 fluctuations arising from changes in the market prices of securities held or sold during the year. Accordingly, such foreign currency gains (losses) are included in the reported net realized and unrealized gains (losses) on investment transactions on the Statements of Operations. Reported realized foreign currency gains or losses arise from the disposition of foreign currency, purchase of foreign currency in certain countries (such as Brazil) that impose a tax on such purchases, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on each Funds books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. Unrealized foreign exchange gains and losses arise from changes (due to the changes in the exchange rate) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end. G. Securities Lending Each Fund may lend securities to brokers approved by J.P. Morgan Investment Management Inc. (JPMIM or the Advisor) in order to generate additional income. JPMorgan Chase Bank, N.A. (JPMCB), an affiliate of the Funds, serves as lending agent for the Funds pursuant to an Amended and Restated Securities Lending Agreement effective February 9, 2010 (JPMCB Securities Lending Agreement). Securities loaned are collateralized by cash, which is invested in Capital Shares of the JPMorgan Prime Money Market Fund. Upon termination of a loan, the Funds are required to return to the borrower the posted cash collateral. Loans are subject to termination by the Funds or the borrower at any time. Securities lending income is comprised of income earned on cash collateral investments (Collateral Investments), net of a rebate received from or paid to borrowers for use of cash collateral and lending agent fees. This amount is recorded as Income from securities lending (net) on the Statements of Operations. The Funds also receive payments from the borrower during the period of the loan, equivalent to dividends and interest earned on the securities loaned, which are recorded as Dividend or Interest income, respectively, on the Statements of Operations. For the year ended October 31, 2011, the Funds earned the following amounts from the investment of cash collateral, prior to rebates or fees, from an investment in an affiliated fund as described below (amounts in thousands): International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund $1 7 1 2
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$1 5 (a) 2
International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund (a) Amount rounds to less than $1,000.
1 5 (a) 2
H. Offering and Organizational Costs Total offering costs of approximately $111,000 for the Global Equity Income Fund paid in connection with the offering of shares of the Fund are amortized up to 12 months from the date the Fund commenced operations. Costs paid in connection with the organization of the Fund were recorded as an expense at the time it commenced operations and are included as part of Professional fees on the Statements of Operations. I. Security Transactions and Investment Income Investment transactions are accounted for on the trade date (the date the order to buy or sell is executed). Securities gains and losses are calculated on a specifically identified cost basis. Interest income is determined on the basis of coupon interest accrued using the effective interest method adjusted for amortization of premiums and accretion of discounts. Dividend income less foreign taxes withheld, if any, is recorded on the ex-dividend date or when a Fund first learns of the dividend. J. Allocation of Income and Expenses In calculating the net asset value per share of each class, investment income, realized and unrealized gains and losses and expenses other than class specific expenses are allocated daily to each class of shares based upon the proportion of net assets of each class at the beginning of each day. Expenses directly attributable to a fund are charged directly to that fund while the expenses attributable to more than one fund of the Trusts are allocated among the respective funds. Each class of shares bears its pro-rata portion of expenses attributable to its Fund, except that each class separately bears expenses related specifically to that class, such as distribution and shareholder servicing fees. K. Federal Income Taxes Each Fund is treated as a separate taxable entity for Federal income tax purposes. Each Funds policy is to comply with the provisions of the Internal Revenue Code of 1986, as amended (the Code), applicable to regulated investment companies and to distribute to
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shareholders all of its distributable net investment income and net realized gain on investments. Accordingly, no provision for Federal income tax is necessary. The Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits or losses will significantly change in the next twelve months. However, the Funds conclusions may be subject to future review based on changes in, or the interpretation of, the accounting standards or tax laws and regulations. Each of the Funds Federal tax returns for the prior three fiscal years, or since inception if shorter, remains subject to examination by the Internal Revenue Service. L. Foreign Taxes The Funds may be subject to foreign taxes on income, gains on investments or currency purchase/repatriation, a portion of which may be recoverable. The Funds will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest. The Funds are subject to a tax imposed on short term capital gains on securities of issuers domiciled in India. The Funds record an estimated deferred tax liability for securities that have been held for less than one year at the end of the reporting period, assuming those positions were disposed of at the end of the period. This amount is reported in Deferred India capital gains tax in the accompanying Statements of Assets and Liabilities. Realized losses on the sale of securities of issuers domiciled in India can be carried forward for eight years to offset potential future short term realized capital gains. M. Dividends and Distributions to Shareholders Dividends from net investment income, if any, are declared and paid at least annually, except for Global Equity Income Fund, which are declared and paid monthly and for International Equity Fund, which are declared and paid quarterly. Dividends are declared separately for each class. No class has preferential dividend rights; differences in per share rates are due to differences in separate class expenses. Net realized capital gains, if any, are distributed by each Fund at least annually. The amount of dividends and distributions from net investment income and net realized capital gains is determined in accordance with Federal income tax regulations, which may differ from accounting principles generally accepted in the United States of America. To the extent these book/tax differences are permanent in nature (i.e., that they result from other than timing of recognition temporary differences), such amounts are reclassified within the capital accounts based on their Federal tax-basis treatment. The following amounts were reclassified within the capital accounts (amounts in thousands):
Accumulated Undistributed/ (Overdistributied) Net Investment Income
Paid-in-Capital
Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund
The reclassifications for the Funds relate primarily to foreign currency gains or losses (Emerging Economies Fund, Emerging Markets Equity Fund, Global Equity Income Fund, Global Opportunities Fund, International Equity Fund, International Equity Index Fund, International Opportunities Fund and International Value Fund), Brazil IOF tax reclasses (Emerging Markets Equity Fund), passive foreign investment company (PFIC) gains and losses (Emerging Economies Fund, International Equity Index Fund and Intrepid International Fund), expiration of capital loss carryforwards (International Opportunities Fund) and taxable overdistributions (Global Equity Income Fund). N. Redemption Fees Prior to May 2, 2011, shares of the Funds held for less than 60 days were generally subject to a redemption fee of 2.00%, based on the redeemed shares market value. Redemption fees were paid directly to the applicable Fund and were credited to paid in capital. Effective May 2, 2011 shares of the Funds are no longer subject to a redemption fee regardless of how long such shares have been held. 3. Fees and Other Transactions with Affiliates A. Investment Advisory Fee Pursuant to the Investment Advisory Agreement, JPMIM acts as the investment advisor to the Funds. JPMIM is a wholly-owned subsidiary of JPMorgan Asset Management Holdings Inc., which is a wholly-owned subsidiary of JPMorgan Chase & Co. (JPMorgan). JPMIM supervises the investments of each respective Fund and for such services is paid a fee. The fee is accrued daily and paid monthly based on each Funds respective average daily net assets.
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Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund
In addition, the Distributor is entitled to receive the front-end sales charges from purchases of Class A Shares and the CDSC from redemptions of Class B and Class C Shares and certain Class A Shares for which front-end sales charges have been waived. For the year ended October 31, 2011, the Distributor retained the following amounts (in thousands):
FrontEnd Sales Charge CDSC
Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund (a) Amount rounds to less than $1,000.
2 79 (a) 2 15 60 4 14 1
$ 1 32 (a) 6 10 1 6 (a)
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D. Shareholder Servicing Fees The Trusts, on behalf of the Funds, have entered into a Shareholder Servicing Agreement with the Distributor under which the Distributor provides certain support services to the shareholders. The Class R6 Shares do not participate in the Shareholder Servicing Agreement. For performing these services, the Distributor receives a fee that is computed daily and paid monthly equal to a percentage of the average daily net assets as shown in the table below:
Class A Class B Class C Class R2 Class R5 Institutional Class Select Class
Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund
The Distributor has entered into shareholder services contracts with affiliated and unaffiliated financial intermediaries who provide shareholder services and other related services to their clients or customers who invest in the Funds under which the Distributor will pay all or a portion of such fees earned to financial intermediaries for performing such services. The Distributor waived Shareholder Servicing fees as outlined in Note 3.F. E. Custodian and Accounting Fees JPMCB provides portfolio custody and accounting services for the Funds. The amounts paid directly to JPMCB by the Funds for custody and accounting services are included in Custodian and accounting fees in the Statements of Operations. The Funds earn interest on uninvested cash balances held by the custodian. Such interest amounts are presented separately in the Statements of Operations. Interest income, if any, earned on cash balances at the custodian, is included as Interest income from affiliates in the Statements of Operations. Interest expense, if any, paid to the custodian related to cash overdrafts is included in Interest expense to affiliates in the Statements of Operations. F. Waivers and Reimbursements The Advisor, Administrator and Distributor have contractually agreed to waive fees and/or reimburse the Funds to the extent that total annual operating expenses (excluding acquired fund fees and expenses, dividend expense related to short sales, interest, taxes, extraordinary expenses and expenses related to the Board of Trustees deferred compensation plan) exceed the percentages of the Funds respective average daily net assets as shown in the table below:
Class A Class B Class C Class R2 Class R5 Class R6 Institutional Class Select Class
Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund *
Prior to February 28, 2011, the contractual expense limitations for International Equity Fund were 2.00% and 2.00% for Class B Shares and Class C Shares, respectively. ** Prior to February 28, 2011, the contractual expense limitations for International Equity Index Fund were 1.18%, 1.93%, 1.93%,1.43% and 0.93% for Class A Shares, Class B Shares, Class C Shares, Class R2 Shares and Select Class Shares, respectively. *** Prior to February 28, 2011, the contractual expense limitations for International Value Fund were 1.45%, 1.95%, 1.95%, 1.70% and 1.41% for Class A Shares, Class B Shares, Class C Shares, Class R2 Shares and Select Class Shares, respectively. **** Prior to February 28, 2011, the contractual expense limitations for Intrepid International Fund were 1.80% and 2.05% for Class A Shares and Class R2 Shares, respectively. # Effective November 1, 2011, the expense caps for Class A, Class C, Class R5 and Select Class have been reduced to 1.25%, 1.75%, 0.80% and 1.00%, respectively. The contractual expense limitation agreements were in effect for the year ended October 31, 2011. The expense limitation percentages in the table above are in place for all Funds except for Global Opportunities Fund until at least February 29, 2012. The expense limitation percentages for Global Opportunities Fund are in place until at least February 28, 2013. In addition, the Funds service providers have voluntarily waived fees during the year ended October 31, 2011. However, the Funds service providers are under no obligation to do so and may discontinue such voluntary waivers at any time.
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Total
Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund
24 15 40 1,399 382 39
2 4 36 152
2 82 1 2 25 1,260 2 9 152
Voluntary Waivers
1 169 165
Investment Advisory
Administration
Total
Emerging Economies Fund International Equity Fund International Equity Index Fund International Value Fund Intrepid International Fund
3 16 26 8
69 11
170
$ 3 16 239 26 19
Additionally, the Funds may invest in one or more money market funds advised by the Advisor or its affiliates. The Advisor, Administrator and Distributor as shareholder servicing agent waive fees in an amount sufficient to offset the respective fees each charges to the affiliated money market fund on the Funds investment in such affiliated money market fund. A portion of the waiver is voluntary. The amounts of these waivers resulting from investments in the money market funds for the year ended October 31, 2011 were as follows (excluding the reimbursement disclosed in Note 2.G. regarding cash collateral for securities lending invested in JPMorgan Prime Money Market Fund) (amounts in thousands): Emerging Economies Fund Emerging Markets Equity Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund $ 13 223 33 16 25 86 8
G. Other Certain officers of the Trusts are affiliated with the Advisor, the Administrator and the Distributor. Such officers, with the exception of the Chief Compliance Officer, receive no compensation from the Funds for serving in their respective roles. The Board of Trustees appointed a Chief Compliance Officer to the Funds in accordance with federal securities regulations. Each Fund, along with other affiliated funds, makes reimbursement payments, on a pro-rata basis, to the Administrator for a portion of the fees associated with the Office of the Chief Compliance Officer. Such fees are included in Trustees and Chief Compliance Officers fees in the Statements of Operations. The Trusts adopted a Trustee Deferred Compensation Plan (the Plan) which allows the Independent Trustees to defer the receipt of all or a portion of compensation related to performance of their duties as a Trustee. The deferred fees are invested in various J.P. Morgan Funds until distribution in accordance with the Plan. During the year ended October 31, 2011, certain Funds may have purchased securities from an underwriting syndicate in which the principal underwriter or members of the syndicate are affiliated with the Advisor. The Funds may use related party broker/dealers. For the year ended October 31, 2011, Emerging Economies Fund, Global Equity Income Fund, Global Opportunities Fund, International Opportunities Fund, International Value Fund and Intrepid International Fund incurred approximately $828, $2, $12, $1,724, 2,505 and $511, respectively, in brokerage commissions with brokers/dealers affiliated with the Advisor. The Securities and Exchange Commission (SEC) has granted an exemptive order permitting the Funds to engage in principal transactions with J.P. Morgan Securities, Inc., an affiliated broker, involving taxable money market instruments subject to certain conditions. An affiliate of JPMorgan Chase & Co. made a payment to International Equity Index Fund of approximately $30,000 relating to an operational error.
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4. Investment Transactions During the year ended October 31, 2011, purchases and sales of investments (excluding short-term investments) were as follows (amounts in thousands):
Purchases (excluding U.S. Government) Sales (excluding U.S. Government)
Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund During the year ended October 31, 2011, there were no purchases or sales of U.S. Government securities.
5. Federal Income Tax Matters For Federal income tax purposes, the cost and unrealized appreciation (depreciation) in value of the investment securities at October 31, 2011, were as follows (amounts in thousands):
Aggregate Cost Gross Unrealized Appreciation Gross Unrealized Depreciation Net Unrealized Appreciation (Depreciation)
Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund
For the Funds, the difference between book and tax basis appreciation (depreciation) on investments is primarily attributed to mark to market of passive foreign investment companies (PFICs) (Emerging Economies Fund, Emerging Markets Equity Fund and International Equity Index Fund) and wash sale loss deferrals. The tax character of distributions paid during the fiscal year ended October 31, 2011 was as follows (amounts in thousands):
Ordinary Income Total Distributions Paid
Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund
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Emerging Economies Fund Emerging Markets Equity Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund
At October 31, 2011, the components of net assets (excluding paid in capital) on a tax basis were as follows (amounts in thousands):
Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund
For the Funds, the cumulative timing differences primarily consist of mark to market of passive foreign investment companies (PFICs) (Emerging Economies Fund, Emerging Markets Equity Fund, Global Opportunities Fund, International Equity Index Fund and Intrepid International Fund), wash sale loss deferrals, mark to market of forward foreign currency contracts (Global Equity Income Fund, Global Opportunities Fund, International Opportunities Fund and International Value Fund) and trustee deferred compensation (International Equity Fund). As of October 31, 2011, the following Funds had net capital loss carryforwards, expiring during the year indicated, which are available to offset future realized gains (amounts in thousands):
2016 2017 2018 2019 Total
Emerging Economies Fund Emerging Markets Equity Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund
During the year ended October 31, 2011, the Funds utilized capital loss carryforwards as follows (amounts in thousands): Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund $ 737 9,675 12,314
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During the year ended October 31, 2011, the International Opportunities Fund had expired capital loss carryforwards of $15,833 (amount in thousands). Under the Regulated Investment Company Modernization Act of 2010 (the Act), net capital losses recognized by the Funds after October 31, 2011, may get carried forward indefinitely, and retain their character as short-term and/or long-term losses. Prior to the Act, pre-enactment net capital losses incurred by the Funds were carried forward for eight years and treated as short-term losses. The Act requires that post-enactment net capital losses be used before pre-enactment net capital losses. Net capital losses recognized by Global Equity Income Fund may get carried forward indefinitely, and retain their character as short-term and/or long-term losses. As of October 31, 2011, Global Equity Income Fund had net short-term capital loss carryforwards of approximately $142,000, which are available to offset future realized gains. 6. Borrowings The Funds rely upon an exemptive order (Order) permitting the establishment and operation of an Interfund Lending Facility (Facility). The Facility allows the Funds to directly lend and borrow money to or from any other fund relying upon the Order at rates beneficial to both the borrowing and lending funds. Advances under the Facility are taken primarily for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities, and are subject to each Funds borrowing restrictions. The Interfund Loan Rate is determined, as specified in the Order, by averaging the current repurchase agreement rate and the current bank loan rate. The Order was granted to JPM II and may be relied upon by the Funds because they are investment companies in the same group of investment companies (as defined in Section 12(d)(1)(G) of the 1940 Act). In addition, the Trusts and JPMCB have entered into a financing arrangement. Under this arrangement, JPMCB provides an unsecured, uncommitted credit facility in the aggregate amount of $100 million to certain of the J.P. Morgan Funds, including the Funds. Advances under the arrangement are taken primarily for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities, and are subject to each Funds borrowing restrictions. Interest on borrowings is payable at a rate determined by JPMCB at the time of borrowing. This agreement has been extended until November 12, 2012. The Funds had no borrowings outstanding from another fund or from the unsecured, uncommitted credit facility at October 31, 2011, or at any time during the year then ended. Interest expense paid, if any, as a result of borrowings from another fund or from the unsecured, uncommitted credit facility is included in Interest expense to affiliates in the Statements of Operations. 7. Risks, Concentrations and Indemnifications In the normal course of business, the Funds enter into contracts that contain a variety of representations which provide general indemnifications. Each Funds maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against each Fund that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote. One or more affiliates of the Advisor have investment discretion with respect to their clients holdings in the Funds, which collectively represent a significant portion of the Funds assets for Emerging Markets Equity Fund, International Equity Index Fund, International Value Fund and Intrepid International Fund. In addition, the J.P. Morgan Investor Funds and the JPMorgan SmartRetirement Funds, which are affiliated funds of funds, own, in the aggregate more than 10% of the net assets of certain of the Funds as follows:
J.P. Morgan Investor Funds JPMorgan SmartRetirement Funds
Emerging Economies Fund Emerging Markets Equity Fund International Equity Fund International Equity Index Fund International Opportunities Fund Intrepid International Fund
Additionally, the Advisor owns a significant portion of the outstanding shares of the Global Equity Income Fund and the Global Opportunities Fund. Emerging Markets Equity Fund and International Value Fund each have a shareholder, which is an account maintained by a financial intermediary on behalf of its clients, that owns a significant portion of the Funds outstanding shares. Significant shareholder transactions, if any, may impact the Funds performance. The Funds may have elements of risk not typically associated with investments in the United States of America due to concentrated investments in a limited number of countries or regions, which may vary throughout the year depending on the Fund. Such concentrations may subject the Funds to additional risks resulting from political or economic conditions in such countries or regions and the possible imposition of adverse governmental laws or currency exchange restrictions could cause the securities and their markets to be less liquid and their prices to be more volatile than those of comparable U.S. securities.
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TRUSTEES
(Unaudited) The Funds Statement of Additional Information includes additional information about the Funds Trustees and is available, without charge, upon request by calling 1-800480-4111 or on the J.P. Morgan Funds website at www.jpmorganfunds.com.
Name (Year of Birth); Positions With the Funds (1) Number of Portfolios in Fund Complex Overseen by Trustee (2) Other Directorships Held Outside Fund Complex During Past 5 Years
Independent Trustees William J. Armstrong (1941); Trustee of Trusts since 2005; Trustee of heritage J.P. Morgan Funds since 1987. John F. Finn (1947); Trustee of Trusts since 2005; Trustee of heritage One Group Mutual Funds since 1998. Dr. Matthew Goldstein (1941); Trustee of Trusts since 2005; Trustee of heritage J.P. Morgan Funds since 2003. Retired; CFO and Consultant, EduNeering, Inc. (internet business education supplier) (2000-2001); Vice President and Treasurer, Ingersoll-Rand Company (manufacturer of industrial equipment) (1972-2000). Chairman (1985-present), President and Chief Executive Officer, Gardner, Inc. (supply chain management company serving industrial and consumer markets) (1974-present). Chancellor, City University of New York (1999-present); President, Adelphi University (New York) (1998-1999). 154 None.
154
Director, Cardinal Health, Inc. (CAH) (1994-present); Director, Greif, Inc. (GEF) (industrial package products and services) (2007-present). Director, New Plan Excel (NXL) (1999-2005); Director, National Financial Partners (NFP) (2003-2005); Director, Bronx-Lebanon Hospital Center; Director, United Way of New York City (2002present). None.
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Robert J. Higgins (1945); Trustee of Trusts since 2005; Trustee of heritage J.P. Morgan Funds since 2002. Peter C. Marshall (1942); Trustee of Trusts since 2005; Trustee of heritage One Group Mutual Funds since 1985. Marilyn McCoy* (1948); Trustee of Trusts since 2005; Trustee of heritage One Group Mutual Funds since 1999. William G. Morton, Jr. (1937); Trustee of Trusts since 2005; Trustee of heritage J.P. Morgan Funds since 2003. Robert A. Oden, Jr. (1946); Trustee of Trusts since 2005; Trustee of heritage One Group Mutual Funds since 1997. Fergus Reid, III (1932); Trustee of Trusts (Chairman) since 2005; Trustee (Chairman) of heritage J.P. Morgan Funds since 1987.
Retired; Director of Administration of the State of Rhode Island (2003-2004); President Consumer Banking and Investment Services, Fleet Boston Financial (1971-2001). Self-employed business consultant (2002-present).
154
154
154
Retired; Chairman Emeritus (2001-2002), and Chairman and Chief Executive Officer, Boston Stock Exchange (1985-2001). Retired; President, Carleton College (2002-2010); President, Kenyon College (1995-2002). Chairman, Joe Pietryka, Inc. (formerly Lumelite Corporation) (plastics manufacturing) (2003-present); Chairman and Chief Executive Officer, Lumelite Corporation (1985-2002).
154
Director, Radio Shack Corp. (1987-2008); Trustee, Stratton Mountain School (2001-present). Trustee, American University in Cairo (1999-present); Trustee, Carleton College (2002-2010). Trustee, Morgan Stanley Funds (105 portfolios) (1992-present).
154
154
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Independent Trustees (continued) Frederick W. Ruebeck (1939); Trustee of Trusts since 2005; Trustee of heritage One Group Mutual Funds since 1994. Consultant (2000-present); Advisor, JP Greene & Associates, LLC (broker-dealer) (2000-2009); Chief Investment Officer, Wabash College (2004-present); Director of Investments, Eli Lilly and Company (pharmaceuticals) (19881999). Retired; Managing Director of Bankers Trust Company (financial services) (1968-1998). 154 Trustee, Wabash College (1988-present); Chairman, Indianapolis Symphony Orchestra Foundation (1994present).
James J. Schonbachler (1943); Trustee of Trusts since 2005; Trustee of heritage J.P. Morgan Funds since 2001. Interested Trustees Frankie D. Hughes** (1952), Trustee of Trusts since 2008. Leonard M. Spalding, Jr.*** (1935); Trustee of Trusts since 2005; Trustee of heritage J.P. Morgan Funds since 1998.
154
None.
Principal and Chief Investment Officer, Hughes Capital Management, Inc. (fixed income asset management) (1993-present). Retired; Chief Executive Officer, Chase Mutual Funds (investment company) (1989-1998); President and Chief Executive Officer, Vista Capital Management (investment management) (1990-1998); Chief Investment Executive, Chase Manhattan Private Bank (investment management) (1990-1998).
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Trustee, The Victory Portfolios (2000-2008). Director, Glenview Trust Company, LLC (2001-present); Trustee, St. Catharine College (1998-present); Trustee, Bellarmine University (2000-present); Director, Springfield-Washington County Economic Development Authority (1997present); Trustee, Catholic Education Foundation (2005-present).
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(1) (2)
Each Trustee serves for an indefinite term, subject to the Trusts current retirement policy, which is age 75 for all Trustees, except that the Board has determined Messrs. Reid and Spalding should continue to serve until December 31, 2012. A Fund Complex means two or more registered investment companies that hold themselves out to investors as related companies for purposes of investment and investor services or have a common investment advisor or have an investment advisor that is an affiliated person of the investment advisor of any of the other registered investment companies. The J.P. Morgan Funds Complex for which the Board of Trustees serves currently includes eleven registered investment companies (154 funds). Ms. McCoy has served as Vice President of Administration and Planning for Northwestern University since 1985. William M. Daley was the Head of Corporate Responsibility for JPMorgan Chase & Co. prior to January 2011 and served as a member of the Board of Trustees of Northwestern University from 2005 through 2010. JPMIM, the Funds investment advisor, is a wholly-owned subsidiary of JPMorgan Chase & Co. Three other members of the Board of Trustees of Northwestern University are executive officers of registered investment advisors (not affiliated with JPMorgan) that are under common control with subadvisors to certain J.P. Morgan Funds. Ms. Hughes is treated as an interested person based on the portfolio holdings of clients of Hughes Capital Management, Inc. Mr. Spalding is treated as an interested person due to his ownership of JPMorgan Chase stock.
** ***
The contact address for each of the Trustees is 270 Park Avenue, New York, NY 10017.
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OFFICERS
(Unaudited)
Name (Year of Birth), Positions Held with the Trusts (Since)
Patricia A. Maleski (1960), President and Principal Executive Officer (2010) Joy C. Dowd (1972), Treasurer and Principal Financial Officer (2010) Frank J. Nasta (1964), Secretary (2008)
Managing Director, J.P. Morgan Investment Management Inc. and Chief Administrative Officer, J.P. Morgan Funds and Institutional Pooled Vehicles since 2010; previously, Treasurer and Principal Financial Officer of the Trusts from 2008 to 2010; previously, Head of Funds Administration and Board Liaison, J.P. Morgan Funds prior to 2010. Ms. Maleski has been with JPMorgan Chase & Co. since 2001. Assistant Treasurer of the Trusts from 2009 to 2010; Executive Director, JPMorgan Funds Management, Inc. from February 2011; Vice President, JPMorgan Funds Management, Inc. from December 2008 to February 2011; prior to joining JPMorgan Chase, Ms. Dowd worked in MetLifes investments audit group from 2005 through 2008. Managing Director and Associate General Counsel, JPMorgan Chase since 2008; Previously, Director, Managing Director, General Counsel and Corporate Secretary, J. & W. Seligman & Co. Incorporated; Secretary of each of the investment companies of the Seligman Group of Funds and Seligman Data Corp.; Director and Corporate Secretary, Seligman Advisors, Inc. and Seligman Services, Inc. Managing Director, JPMorgan Chase & Co.; Mr. Ungerman has been with JPMorgan Chase & Co. since 2000. Vice President and Anti Money Laundering Compliance Officer for JPMorgan Asset Management Americas, additionally responsible for privacy, personal trading and Code of Ethics compliance since 2004. Mr. Gulinello has been with JPMorgan Chase & Co. since 1972. Vice President and Assistant General Counsel, JPMorgan Chase since 2005; Senior Counsel, JPMorgan Chase (formerly Bank One Corporation) from 2004 to 2005. Executive Director and Assistant General Counsel, JPMorgan Chase since February 2011; Ms. Ditullio has served as an attorney with various titles for JPMorgan Chase (formerly Bank One Corporation) since 1990. Executive Director and Assistant General Counsel, JPMorgan chase since February 2011; formerly, Vice President and Assistant General Counsel, JPMorgan Chase from 2005 until February 2011. Vice President and Assistant General Counsel, JPMorgan Chase since 2011; Associate, Skadden, Arps, Slate, Meagher & Flom LLP (law firm) from 2006 to 2011. Vice President and Assistant General Counsel, JPMorgan Chase since 2010; Associate, Ropes & Gray (law firm) from 2008 to 2010; Associate, Clifford Chance LLP (law firm) from 2005 to 2008. Vice President, JPMorgan Funds Management, Inc. since June 2007; prior to joining JPMorgan Chase, Mr. Duncan worked for Penn Treaty American Corporation as Vice President and Controller from 2004 through 2007. Vice President, JPMorgan Funds Management, Inc. since July 2006. Executive Director, JPMorgan Funds Management, Inc. since February 2011, responsible for Taxation; Vice President, JPMorgan Funds Management, Inc. from August, 2006 to February 2011, responsible for Taxation. Vice President, JPMorgan Funds Management, Inc. since August 2006. Vice President, JPMorgan Funds Management, Inc. since August 2010; prior to August 2010, Vice President and Controller, Legg Mason Global Asset Management. Vice President, JPMorgan Funds Management, Inc. since February 2006; from April 2005 to February 2006, Associate, J.P. Morgan Funds Management.
Stephen M. Ungerman (1953), Chief Compliance Officer (2005) Paul L. Gulinello (1950), AML Compliance Officer (2005) Elizabeth A. Davin (1964), Assistant Secretary (2005)* Jessica K. Ditullio (1962), Assistant Secretary (2005)* John T. Fitzgerald (1975), Assistant Secretary (2008) Carmine Lekstutis (1980) Assistant Secretary (2011) Gregory S. Samuels (1980) Assistant Secretary (2010) Brian L. Duncan (1965), Assistant Treasurer (2008)* Jeffrey D. House (1972), Assistant Treasurer (2006)* Laura S. Melman (1966), Assistant Treasurer (2006) Joseph Parascondola (1963), Assistant Treasurer (2011) Matthew J. Plastina (1970), Assistant Treasurer (2011) Jeffery Reedy (1973), Assistant Treasurer (2011)*
The contact address for each of the officers, unless otherwise noted, is 270 Park Avenue, New York, NY 10017. * The contact address for the officer is 1111 Polaris Parkway, Columbus, OH 43240.
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Emerging Economies Fund Class A Actual Hypothetical Class C Actual Hypothetical Class R5 Actual Hypothetical Select Class Actual Hypothetical Emerging Markets Equity Fund Class A Actual Hypothetical Class B Actual Hypothetical Class C Actual Hypothetical Institutional Class Actual Hypothetical
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Emerging Markets Equity Fund (continued) Select Class Actual Hypothetical Global Equity Income Fund Class A Actual Hypothetical Class C Actual Hypothetical Class R2 Actual Hypothetical Class R5 Actual Hypothetical Select Class Actual Hypothetical Global Opportunities Fund Class A Actual Hypothetical Class C Actual Hypothetical Class R5 Actual Hypothetical Select Class Actual Hypothetical International Equity Fund Class A Actual Hypothetical Class B Actual Hypothetical Class C Actual Hypothetical Class R2 Actual Hypothetical Class R5 Actual Hypothetical Class R6 Actual Hypothetical
1,000.00 1,000.00
851.70 1,017.14
7.47 8.13
1.60% 1.60
1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00
880.20 1,018.85 877.20 1,016.33 878.50 1,017.59 881.80 1,021.12 880.40 1,020.11
5.97 6.41 8.33 8.94 7.15 7.68 3.84 4.13 4.79 5.14
1.26 1.26 1.76 1.76 1.51 1.51 0.81 0.81 1.01 1.01
1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00
850.30 1,018.60 848.10 1,016.08 848.00 1,016.08 849.10 1,017.34 851.70 1,020.87 852.40 1,021.12
6.11 6.67 8.43 9.20 8.43 9.20 7.27 7.93 4.01 4.38 3.78 4.13
1.31 1.31 1.81 1.81 1.81 1.81 1.56 1.56 0.86 0.86 0.81 0.81
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Table of Contents Expenses Paid During May 1, 2011 to October 31, 2011*
International Equity Fund (continued) Select Class Actual Hypothetical International Equity Index Fund Class A Actual Hypothetical Class B Actual Hypothetical Class C Actual Hypothetical Class R2 Actual Hypothetical Select Class Actual Hypothetical International Opportunities Fund Class A Actual Hypothetical Class B Actual Hypothetical Class C Actual Hypothetical R6 Class Actual Hypothetical Institutional Class Actual Hypothetical Select Class Actual Hypothetical International Value Fund Class A Actual Hypothetical Class B Actual Hypothetical Class C Actual Hypothetical Class R2 Actual Hypothetical
1,000.00 1,000.00
851.40 1,019.86
4.95 5.40
1.06% 1.06
1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00
809.10 1,019.81 806.20 1,016.33 806.20 1,016.33 808.00 1,018.55 810.30 1,021.07
4.88 5.45 8.01 8.94 8.01 8.94 6.02 6.72 3.74 4.18
1.07 1.07 1.76 1.76 1.76 1.76 1.32 1.32 0.82 0.82
1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00
830.50 1,018.75 827.90 1,016.23 828.00 1,016.23 831.60 1,021.32 831.60 1,020.77 831.10 1,020.01
5.91 6.51 8.20 9.05 8.20 9.05 3.55 3.92 4.06 4.48 4.75 5.24
1.28 1.28 1.78 1.78 1.78 1.78 0.77 0.77 0.88 0.88 1.03 1.03
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International Value Fund (continued) R6 Class Actual Hypothetical Institutional Class Actual Hypothetical Select Class Actual Hypothetical Intrepid International Fund Class A Actual Hypothetical Class C Actual Hypothetical Class R2 Actual Hypothetical Institutional Class Actual Hypothetical Select Class Actual Hypothetical
1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00
821.90 1,017.64 820.10 1,015.12 821.30 1,016.38 824.20 1,020.16 822.90 1,018.90
6.89 7.63 9.18 10.16 8.03 8.89 4.60 5.09 5.74 6.36
1.50 1.50 2.00 2.00 1.75 1.75 1.00 1.00 1.25 1.25
* Expenses are equal to the Funds annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).
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Trustees reviewed a description of Lippers methodology for selecting mutual funds in each Funds Universe Group. The Lipper materials provided to the Trustees highlighted information with respect to certain representative classes to assist the Trustees in their review. As part of this review, the Trustees also reviewed each Funds performance against its benchmark and considered the performance information provided for the Funds at regular Board meetings by the Advisor and the independent consultant and also considered the special analysis that was prepared by the independent consultant. The Lipper performance data noted by the Trustees as part of their review and the determinations made by the Trustees with respect to each Funds performance for certain representative classes are summarized below: The Trustees noted that the Emerging Economies Funds performance was in the first quintile for both Class A and Select Class shares for the one-year period ended December 31, 2010, and that the independent consultant indicated that the overall performance was attractive. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and, based upon this discussion and other factors, concluded that the performance was reasonable. The Trustees noted that the Emerging Markets Equity Funds performance was in the third, second and second quintiles for Class A shares and in the third, second and first quintiles for Select Class shares for the one-, three- and five-year periods ended December 31, 2010, respectively, and that the independent consultant indicated that the overall performance was satisfactory. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and, based upon this discussion and other factors, concluded that the performance was reasonable. The Trustees noted that the Global Opportunities Funds performance was in the third quintile for Class A shares for each of the one- and three-year periods ended December 31, 2010, and in the second and third quintile for Select Class shares for the one- and three-year periods ended December 31, 2010, respectively, and that the independent consultant indicated that the overall performance was attractive. The Trustees also noted that effective November 1, 2011, the Fund would change its name, investment objective and investment strategies. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and, based upon this discussion and other factors, concluded that the performance was reasonable. The Trustees noted that the International Equity Funds performance was in the fourth, first and second quintiles for both Class A and Select Class shares for the one-, three-, and five-year periods ended December 31, 2010, respectively, and that the independent consultant indicated that overall performance was attractive. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and, based
upon this discussion and other factors, concluded that the performance was reasonable. The Trustees noted that the International Equity Index Funds performance was in the fifth, fourth and third quintiles for Class A shares and in the fifth, third and third quintiles for Select Class shares for the one-, three- and five-year periods ended December 31, 2010, respectively, and that the independent consultant indicated that the overall performance was satisfactory. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and concluded that they were satisfied with the Advisors analysis of the Funds performance, however, they requested that the Advisor provide additional Fund performance information to be reviewed with members of the money market and alternative products subcommittee at each of their regular meetings over the course of the next year. The Trustees noted that the International Opportunities Funds performance was in the second quintile for Class A shares for each of the one-, three-, and five-year periods ended December 31, 2010, and in the second, first and first quintiles for Select Class shares for the one-, three- and five-year periods ended December 31, 2010, respectively, and that the independent consultant indicated that the overall performance was attractive. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and, based upon this discussion and other factors, concluded that the performance was reasonable. The Trustees noted that the International Value Funds performance was in the first, second and first quintiles for both Class A and Select Class shares for the one-, three- and five- year periods ended December 31, 2010, respectively, and that the independent consultant indicated that the overall performance needed enhancement. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and, based upon this discussion and other factors, concluded that the performance was reasonable. The Trustees noted that the Intrepid International Funds performance was in the first, fourth and fourth quintiles for Class A shares for the one-, three- and fiveyear periods ended December 31, 2010, respectively, and in the first and third quintiles for Select Class shares for the one- and three-year periods ended December 31, 2010, respectively, and that the independent consultant indicated that the overall performance was satisfactory. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and concluded that they were satisfied with the Advisors analysis of the Funds performance, however, they requested that the Funds Advisor provide additional Fund performance information to be reviewed with members of the equity subcommittee at each of their regular meetings over the course of the next year.
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TAX LETTER
(Unaudited) Certain tax information for the J.P. Morgan Funds is required to be provided to shareholders based upon the Funds income and distributions for the taxable year ended October 31, 2011. The information and distributions reported in this letter may differ from the information and taxable distributions reported to the shareholders for the calendar year ending December 31, 2011. The information necessary to complete your income tax returns for the calendar year ending December 31, 2011 will be received under separate cover. Dividend Received Deductions (DRD) The following represents the percentage of ordinary income distributions eligible for the 70% dividend received deduction for corporate rate shareholders for the fiscal year ended October 31, 2011:
Dividend Received Deduction
Foreign Source Income and Foreign Tax Credit Pass Through For the fiscal year ended October 31, 2011, the Funds intend to elect to pass through to shareholders the income tax credit for taxes paid to foreign countries. Gross income and foreign tax expenses are as follows (amounts in thousands):
Gross Income Foreign Tax Pass Through
Emerging Economies Fund Global Equity Income Fund Global Opportunities Fund
Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund
Qualified Dividend Income (QDI) For the fiscal year ended October 31, 2011, certain dividends paid by the Funds may be subject to a maximum tax rate of 15%. The following represents the amount of ordinary income distributions treated as qualified dividends (amounts in thousands):
Qualified Dividend Income
The pass-through of the foreign tax credit will only affect those persons who are shareholders on the dividend record date in December, 2011. These shareholders will receive more detailed information along with their 2011 Form 1099-DIV.
Emerging Economies Fund Emerging Markets Equity Fund Global Equity Income Fund Global Opportunities Fund International Equity Fund International Equity Index Fund International Opportunities Fund International Value Fund Intrepid International Fund
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FACTS Why?
WHAT DOES J.P. MORGAN FUNDS DO WITH YOUR PERSONAL INFORMATION? Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do. The types of personal information we collect and share depend on the product or service you have with us. This information can include:
What?
How?
Social Security number and account balances transaction history and account transactions checking account information and wire transfer instructions
When you are no longer our customer, we continue to share your information as described in this notice. All financial companies need to share customers personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers personal information; the reasons J.P. Morgan Funds chooses to share; and whether you can limit this sharing.
Yes No No No No
Questions?
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Who we are
Who is providing this notice? J.P. Morgan Funds
What we do
How does J.P. Morgan Funds protect my personal information? To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We authorize our employees to access your information only when they need it to do their work and we require companies that work for us to protect your information. We collect your personal information, for example, when you:
open an account or provide contact information give us your account information or pay us by check make a wire transfer
We also collect your personal information from others, such as credit bureaus, affiliates and other companies. Federal law gives you the right to limit only
Definitions
Affiliates Nonaffiliates Joint Marketing
sharing for affiliates everyday business purposes information about your creditworthiness affiliates from using your information to market to you sharing for nonaffiliates to market to you
State laws and individual companies may give you additional rights to limit sharing.
Companies related by common ownership or control. They can be financial and nonfinancial companies.
J.P. Morgan Funds does not share with our affiliates. J.P. Morgan Funds does not share with nonaffiliates so they can market to you. J.P. Morgan Funds doesnt jointly market.
Companies not related by common ownership or control. They can be financial and nonfinancial companies. A formal agreement between nonaffiliated financial companies that together market financial products or services to you.
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J.P. Morgan Funds are distributed by JPMorgan Distribution Services, Inc., which is an affiliate of JPMorgan Chase & Co. Affiliates of JPMorgan Chase & Co. receive fees for providing various services to the funds. Contact JPMorgan Distribution Services, Inc. at 1-800-480-4111 for a fund prospectus. You can also visit us at www.jpmorganfunds.com. Investors should carefully consider the investment objectives and risk as well as charges and expenses of the mutual fund before investing. The prospectus contains this and other information about the mutual fund. Read the prospectus carefully before investing. Investors may obtain information about the Securities Investor Protection Corporation (SIPC), including the SIPC brochure by visiting www.sipc.org or by calling SIPC at 202-371-8300. Each Fund files a complete schedule of its fund holdings for the first and third quarters of its fiscal year with the SEC on Form N-Q. The Funds Forms N-Q are available on the SECs website at http://www.sec.gov and may be reviewed and copied at the SECs Public Reference Room in Washington, DC. Information on the operation of the SECs Public Reference Room may be obtained by calling 1-800-SEC-0330. Shareholders may request the Form N-Q without charge by calling 1-800-480-4111 or by visiting the J.P. Morgan Funds website at www.jpmorganfunds.com. A description of each Funds policies and procedures with respect to the disclosure of each Funds holdings is available in the prospectus and Statement of Additional Information. A copy of proxy policies and procedures is available without charge upon request by calling 1-800-480-4111 and a description of such policies and procedures is on the SECs website at www.sec.gov. The Trustees have delegated the authority to vote proxies for securities owned by the Funds to the Advisor. A copy of the Funds voting record for the most recent 12-month period ended June 30 is available on the SECs website at www.sec.gov or at the Funds website at www.jpmorganfunds.com no later than August 31 of each year. The Funds proxy voting record will include, among other things, a brief description of the matter voted on for each fund security, and will state how each vote was cast, for example, for or against the proposal.
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J.P. Morgan Asset Management is the marketing name for the asset management business of JPMorgan Chase & Co. Those businesses include, but are not limited to, J.P. Morgan Investment Management Inc., Security Capital Research & Management Incorporated and J.P. Morgan Alternative Asset Management, Inc.
JPMorgan Chase & Co., 2011. All rights reserved. October 2011.
AN-INTEQ-1011
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ITEM 2. CODE OF ETHICS. Disclose whether, as of the end of the period covered by the report, the registrant has adopted a code of ethics that applies to the registrants principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. If the registrant has not adopted such a code of ethics, explain why it has not done so. The registrant must briefly describe the nature of any amendment, during the period covered by the report, to a provision of its code of ethics that applies to the registrants principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item. The registrant must file a copy of any such amendment as an exhibit pursuant to Item 12(a)(1), unless the registrant has elected to satisfy paragraph (f) of this Item by positing its code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by undertaking to provide its code of ethics to any person without charge, upon request, pursuant to paragraph (f)(3) of this Item. If the registrant has, during the period covered by the report, granted a waiver, including an implicit waiver, from a provision of the code of ethics that applies to the registrants principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or third party, that relates to one or more items set forth in paragraph (b) of this Item, the registrant must briefly describe the nature of the waiver, the name of the person to whom the waiver was granted, and the date of the waiver. The Registrant has adopted a code of ethics that applies to the Registrants principal executive officer and principal financial officer. There were no amendments to the code of ethics or waivers granted with respect to the code of ethics in the period covered by the report. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. (a) (1) Disclose that the registrants board of directors has determined that the registrant either: (i) Has at least one audit committee financial expert serving on its audit committee; or (ii) Does not have an audit committee financial expert serving on its audit committee. The Registrants Board of Trustees has determined that the Registrant has at least one audit committee financial expert serving on its audit committee. The Securities and Exchange Commission has stated that the designation or identification of a person as an audit committee financial expert pursuant to this Item 3 of Form N-CSR does not impose on such person any duties, obligations or liabilities that are greater than the duties, obligations and liabilities imposed on such person as a member of the Audit Committee and the Board of Trustees in the absence of such designation or identification. (2) If the registrant provides the disclosure required by paragraph (a)(1)(i) of this Item, it must disclose the name of the audit committee financial expert and whether that person is independent. In order to be considered independent for purposes of this Item, a member of an audit committee may not, other than in his or her capacity as a member of the audit committee, the board of directors, or any other board committee: (i) Accept directly or indirectly any consulting, advisory, or other compensatory fee from the issuer; or (ii) Be an interested person of the investment company as defined in Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)). The audit committee financial expert is William Armstrong. He is not an interested person of the Registrant and is also independent as defined by the U.S. Securities and Exchange Commission for purposes of audit committee financial expert determinations. (3) If the registrant provides the disclosure required by paragraph (a)(1)(ii) of this Item, it must explain why it does not have an audit committee financial expert. Not applicable.
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ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. (a) Disclose, under the caption Audit Fees, the aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrants annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. AUDIT FEES 2011 $37,400 2010 $37,000 (b) Disclose, under the caption Audit-Related Fees, the aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrants financial statements and are not reported under paragraph (a) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category. AUDIT-RELATED FEES 2011 $18,730 2010 $16,900 Audit-related fees consists of semi-annual financial statement reviews and security count procedures performed as required under Rule 17f-2 of the Investment Company Act of 1940 during the Registrants fiscal year. (c) Disclose, under the caption Tax Fees, the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. Registrants shall describe the nature of the services comprising the fees disclosed under this category. TAX FEES 2011 $8,650 2010 $8,700 The tax fees consist of fees billed in connection with preparing the federal regulated investment company income tax returns for the Registrant for the tax years ended October 31, 2011 and 2010, respectively. For the last fiscal year, no tax fees were required to be approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X. (d) Disclose, under the caption All Other Fees, the aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category. ALL OTHER FEES 2011 Not applicable 2010 Not applicable (e) (1) Disclose the audit committees pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X. Pursuant to the Registrants Audit Committee Charter and written policies and procedures for the pre-approval of audit and non-audit services (the Pre-approval Policy), the Audit Committee pre-approves all audit and non-audit services performed by the Registrants independent public registered accounting firm for the Registrant. In addition, the Audit Committee pre-approves the auditors engagement for non-audit services with the Registrants investment adviser (not including a sub-adviser whose role is primarily portfolio management and is sub-contracted or overseen by another investment adviser) and any Service Affiliate in accordance with paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, if the engagement relates directly to the operations and financial reporting of the Registrant. Proposed services may be pre-approved either 1) without consideration of specific case-by-case services or 2) require the specific pre-approval of the Audit Committee. Therefore, initially the Pre-approval Policy listed a number of audit and non-audit services that have been approved by the Audit Committee, or which were not subject to pre-approval under the transition provisions of Sarbanes-Oxley Act of 2002 (the Pre-approval List). The Audit Committee annually reviews and pre-approves the services included on the Pre-approval List that may be provided by the independent public registered accounting firm
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without obtaining additional specific pre-approval of individual services from the Audit Committee. The Audit Committee adds to, or subtracts from, the list of general pre-approved services from time to time, based on subsequent determinations. All other audit and non-audit services not on the Pre-approval List must be specifically pre-approved by the Audit Committee. One or more members of the Audit Committee may be appointed as the Committees delegate for the purposes of considering whether to approve such services. Any pre-approvals granted by the delegate will be reported, for informational purposes only, to the Audit Committee at its next scheduled meeting. The Audit Committees responsibilities to pre-approve services performed by the independent public registered accounting firm are not delegated to management. (2) Disclose the percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. 2011 0.0% 2010 0.0% (f) If greater than 50 percent, disclose the percentage of hours expended on the principal accountants engagement to audit the registrants financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountants full-time, permanent employees. None. (g) Disclose the aggregate non-audit fees billed by the registrants accountant for services rendered to the registrant, and rendered to the registrants investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant. The aggregate non-audit fees billed by the independent registered public accounting firm for services rendered to the Registrant, and rendered to Service Affiliates, for the last two calendar year ends were: 2010 $31.8 million 2009 $25.8 million These amounts also include the aggregate non audit fees billed by the Independent Registered Public Accounting firm for services rendered to J.P. Morgan Chase & Co. (JPMC) and certain related entities. (h) Disclose whether the registrants audit committee of the board of directors has considered whether the provision of non-audit services that were rendered to the registrants investment adviser (not including any subadviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountants independence. The Registrants Audit Committee has considered whether the provision of the non-audit services that were rendered to Service Affiliates that were not pre-approved (not requiring pre-approval) is compatible with maintaining the independent public registered accounting firms independence. All services provided by the independent public registered accounting firm to the Registrant or to Service Affiliates that were required to be pre-approved were pre-approved as required. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. (a) If the registrant is a listed issuer as defined in Rule 10A-3 under the Exchange Act (17CFR 240.10A-3), state whether or not the registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)). If the registrant has such a committee, however designated, identify each committee member. If the entire board of directors is acting as the registrants audit committee as specified in Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)), so state. (b) If applicable, provide the disclosure required by Rule 10A-3(d) under the Exchange Act (17CFR 240.10A-3(d)) regarding an exemption from the listing standards for all audit committees.
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Not applicable. ITEM 6. SCHEDULE OF INVESTMENTS. File Schedule I Investments in securities of unaffiliated issuers as of the close of the reporting period as set forth in Section 210.12-12 of Regulation S-X, unless the schedule is included as part of the report to shareholders filed under Item 1 of this Form. Included in Item 1. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. A closed-end management investment company that is filing an annual report on this Form N-CSR must, unless it invests exclusively in non-voting securities, describe the policies and procedures that it uses to determine how to vote proxies relating to portfolio securities, including the procedures that the company uses when a vote presents a conflict between the interests of its shareholders, on the one hand, and those of the companys investment adviser; principal underwriter; or any affiliated person (as defined in Section 2(a)(3) of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules thereunder) of the company, its investment adviser, or its principal underwriter, on the other. Include any policies and procedures of the companys investment adviser, or any other third party, that the company uses, or that are used on the companys behalf, to determine how to vote proxies relating to portfolio securities. Not applicable. ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 9. PURCHASE OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. (a) If the registrant is a closed-end management investment company, provide the information specified in paragraph (b) of this Item with respect to any purchase made by or on behalf of the registrant or any affiliated purchaser, as defined in Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of shares or other units of any class of the registrants equity securities that is registered by the registrant pursuant to Section 12 of the Exchange Act (15 U.S.C. 781). Not applicable. ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. Describe any material changes to the procedures by which shareholders may recommend nominees to the registrants board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14A (17 CFR 240.14a-101), or this Item. No material changes to report. ITEM 11. CONTROLS AND PROCEDURES. (a) Disclose the conclusions of the registrants principal executive and principal financial officers, or persons performing similar functions, regarding the effectiveness of the registrants disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act (17 CFR 270.30a-3(c))) as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Exchange Act (17 CFR 240.13a15(b) or 240.15d-15(b)).
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The Registrants principal executive and principal financial officers have concluded, based on their evaluation of the Registrants disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrants disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrants management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. (b) Disclose any change in the registrants internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d)) that occurred during the registrants second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting. There were no changes in the Registrants internal control over financial reporting that occurred during the last fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrants internal control over financial reporting. ITEM 12. EXHIBITS. (a) File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated. (a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit. Code of Ethics applicable to its Principal Executive and Principal Financial Officers pursuant to Section 406 of the Sarbanes-Oxley Act of 2002 attached hereto. (a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a2(a) under the Act (17 CFR 270.30a-2). Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 are attached hereto. (a)(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable. (b) A separate or combined certification for each principal executive officer and principal officer of the registrant as required by Rule 30a2(b) under the Act of 1940. Certifications pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 are attached hereto.
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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. JPMorgan Trust II By: /s/ Patricia A. Maleski Patricia A. Maleski President and Principal Executive Officer January 4, 2012 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/ Patricia A. Maleski Patricia A. Maleski President and Principal Executive Officer January 4, 2012
By: /s/ Joy C. Dowd Joy C. Dowd Treasurer and Principal Financial Officer January 4, 2012
EX-99 COD ETH 2 JPMorgan Trust I JPMorgan Trust II Undiscovered Managers Funds UM Investment Trust JPMorgan Insurance Trust JPMorgan Institutional Trust J. P. Morgan Mutual Fund Investment Trust J. P. Morgan Fleming Mutual Fund Group, Inc. J. P. Morgan Mutual Fund Group J.P. Morgan Access Multi-Strategy Fund, LLC Pacholder High Yield Fund, Inc Code of Ethics for Principal Executive and Principal Financial Officers Persons covered by this Code of Ethics: Patricia A. Maleski Joy C. Dowd 1. Principal Executive Officer Principal Financial Officer
Covered Officers/ Purpose of the Code a. This Sarbanes-Oxley Code of Ethics for the JPMorgan Funds (the Funds) applies to the Funds Principal Executive Officer and Principal Financial Officer (the Covered Officers) for the purpose of promoting i. ii. Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; Full, fair, accurate, timely and understandable disclosure in reports and documents that a registrant files with, or submits to, the SEC and in other public communications made by the Funds; Compliance with applicable laws and governmental rules and regulations; The prompt internal reporting of violations of this Sarbanes-Oxley Code of Ethics to an appropriate person or persons identified herein; and Accountability for adherence to this Sarbanes-Oxley Code of Ethics.
iii. iv. v. b.
Each Covered Officer should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as well as apparent conflicts of interest.
2.
Covered Officers Should Ethically Handle Actual and Apparent Conflicts of Interest.
A conflict of interest occurs when a Covered Officers private interest interferes with the interests of, or his service to, the Funds. For example, a conflict of interest would arise if a Covered Officer, or a member of his family, receives improper personal benefits as a result of his position with the Funds. Certain conflicts of interest arise out of the relationships between Covered Officers and the Funds and already are subject to conflict of interest provisions in the Investment Company Act and the Advisers Act. For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the Funds because of their status as affiliated persons of the Funds. The Funds and the investment advisers compliance programs and procedures are designed to prevent, or identify and correct, violations of these provisions. This Sarbanes-Oxley Code of Ethics does not, and is not intended to, repeat or replace these programs and procedures.
Although typically not presenting an opportunity for improper personal benefit, conflicts may arise from, or as a result of, the contractual relationship between the Funds and the investment advisers, principal underwriters, administrators, and/or affiliated persons thereof (the Funds Principal Service Providers) of which the Covered Officers are also officers or employees. As a result, the Sarbanes-Oxley Code of Ethics recognizes that the Covered Officers will, in the normal course of their duties (whether formally for the Company, the Funds Principal Service Providers, or for both) be involved in establishing policies and implementing decisions that will have different effects on the Funds Principal Service Providers and the Funds. The participation of the Covered Officers in such activities is inherent in the contractual relationship between the Funds and the Funds Principal Service Providers and is consistent with the performance by the Covered Officers of their duties as officers of the Funds. Thus, if performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, such activities will be deemed to have been handled ethically. In addition, it is recognized by the Funds Board that the Covered Officers may also be officers or employees of one or more other investment companies covered by this or other codes. Other conflicts of interest are covered by the Sarbanes-Oxley Code of Ethics, even if such conflicts of interest are not subject to provisions in the Investment Company Act and the Advisers Act. The following list provides examples of conflicts of interest under the Sarbanes-Oxley Code of Ethics, but Covered Officers should keep in mind that these examples are not exhaustive. The overarching principle is that the personal interest of a Covered Officer should not be placed improperly before the interest of the Funds. 3. Each Covered Officer must: a. Not use his personal influence or personal relationships improperly to influence investment decisions and/or financial reporting by the Funds whereby the Covered Officer would benefit personally to the detriment of the Funds; Not cause the Funds to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than the benefit the Funds; Complete on an annual basis the Funds Trustee and Officer Questionnaire which requests information regarding other business affiliations and relationships
b. c.
4.
In furtherance of the above, below are some examples of conflict of interest: situations that should be discussed with the Investment Advisers Compliance department, which is responsible for the day-to-day monitoring of the Investment Adviser and/or the Funds Chief Compliance Officer. Examples of these include, but are not limited to: a. b. c. Serving as a director on the board of any public, private company or not for profit organization; The receipt of any gifts in excess of $100; The receipt of any entertainment from any company with which the Funds have current or prospective business dealings unless such entertainment is business related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any question of impropriety or other formulation as the Funds already use in another code of conduct; Any ownership interest in, or any consulting or employment relationship with, any of the Funds service providers, other than the Funds Principal Service Providers.; A direct or indirect financial interest in commissions, transaction charges or spreads paid by the Funds for effecting portfolio transactions or for selling or redeeming shares such as compensation or equity ownership other than an interest arising from the Covered Officers employment with the Funds Principal Service Providers.
d. e.
5.
Disclosure and Compliance a. b. Each Covered Officer should familiarize himself with the disclosure requirements generally applicable to the Fund; Each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the Fund to others, whether within or outside the Fund, including to the Funds directors and auditors, and/or to governmental regulators and self-regulatory organizations;
c.
It is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules and regulations;
6.
Reporting and Accountability a. Each covered officer must: i. Upon adoption of this Sarbanes-Oxley Code of Ethics (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing to the Board that he has received, read, and understands the Code; Annually thereafter affirm to the Board that he has complied with the requirements of this Sarbanes-Oxley Code of Ethics; Not retaliate against any other Covered Officer and/or any employee of the Funds or affiliated persons for reports of potential violations that are made in good faith; and Notify the Funds Chief Compliance Officer promptly if he knows of any violation of this Sarbanes-Oxley Code of Ethics.
Failure to take any of the actions specified in Section 6(a) above is itself a violation of this Sarbanes-Oxley Code of Ethics. The Funds Chief Compliance Officer is responsible for applying this Sarbanes-Oxley Code of Ethics to specific situations in which questions are presented relating to the Code. The Chief Compliance Officer has the authority to interpret this Sarbanes-Oxley Code of Ethics in any particular situation. However, any waivers sought by the Covered Officer will require prior review and approval by the Funds Board. The Funds will follow these procedures in investigating and enforcing this Sarbanes-Oxley Code of Ethics: i. ii. iii. The Funds Chief Compliance Officer (or his designee) will take all appropriate action to investigate any potential violations reported to him; If, after such investigation, the Funds Chief Compliance Officer believes that no violation has occurred, the Chief Compliance Officer is not required to take any further action; Any matter the Funds Chief Compliance Officer believes to be a violation will be reported to the Funds Board which will consider appropriate action, which may include review of, and/or appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the investment adviser or its board; and/or a recommendation to dismiss the Covered Officer; The Funds Board will be responsible for granting waivers, as appropriate; and Any changes to, or waivers of this Sarbanes-Oxley Code of Ethics will, to the extent required, be disclosed to the Funds Board as provided by SEC rules.
d.
iv. v.
7.
This Sarbanes-Oxley Code of Ethics shall be the sole code of ethics adopted by the Funds for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder. Insofar as other policies or procedures of the Funds, the Funds adviser, principal underwriter, or other service providers govern or purport to govern the behavior or activities of the Covered Officers who are subject to this Sarbanes-Oxley Code of Ethics, they are superseded by the Sarbanes-Oxley Code of Ethics to the extent that they overlap or conflict with the provisions of this Sarbanes-Oxley Code of Ethics. The Funds and their investment advisers codes of ethics under Rule 17j-l, under the Investment Company Act, the advisers more detailed policies and procedures set forth in the Investment Advisers Code of Ethics are separate requirements applying to the Covered Officers and others, and are not part of this Sarbanes-Oxley Code of Ethics.
8.
Any amendments to the Sarbanes-Oxley Code of Ethics, other than amendments to Exhibit A, must be approved or ratified by a majority vote of the Funds Board, including a majority of independent directors or trustees. All reports and records prepared or maintained pursuant to this Sarbanes-Oxley Code of Ethics will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this SarbanesOxley Code of Ethics, such matters shall not be disclosed to anyone. All reports and records maintained under this Sarbanes-Oxley Code of Ethics are intended solely for internal use by the Funds and does not constitute an admission, by or on behalf of any Company, as to any fact, circumstance, or legal conclusion.
9.
10.
EXHIBIT (B)(1) CERTIFICATIONS I, Patricia A. Maleski, certify that: 1. 2. I have reviewed this report on Form N-CSR of the JPMorgan International Equity Index Fund (the Fund), a series of JPMorgan Trust II (the Registrant); Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the Fund as of, and for, the periods presented in this report; The Registrants other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the Fund and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Fund, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provided reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; Evaluated the effectiveness of the Funds disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and Disclosed in this report any change in the Funds internal control over financial reporting that occurred during the last fiscal quarter covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrants internal control over financial reporting; and
3.
4.
b)
c)
d)
5.
The Registrants other certifying officer and I have disclosed to the Funds auditors and the audit committee of the Registrants board of directors (or persons performing the equivalent functions): a) b) All significant deficiencies and material weakness in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Funds ability to record, process, summarize, and report financial information; and Any fraud, whether or not material, that involves management or other employees who have a significant role in the Funds internal control over financial reporting.
Date: January 4, 2012 /s/ Patricia A. Maleski Patricia A. Maleski President and Principal Executive Officer
CERTIFICATIONS I, Joy C. Dowd, certify that: 1. 2. I have reviewed this report on Form N-CSR of the JPMorgan International Equity Index Fund (the Fund), a series of JPMorgan Trust II (the Registrant); Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the Fund as of, and for, the periods presented in this report; The Registrants other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the Fund and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Fund, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provided reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; Evaluated the effectiveness of the Funds disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and Disclosed in this report any change in the Funds internal control over financial reporting that occurred during the last fiscal quarter covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrants internal control over financial reporting; and
3.
4.
b)
c)
d)
5.
The Registrants other certifying officer and I have disclosed to the Funds auditors and the audit committee of the Registrants board of directors (or persons performing the equivalent functions): a) b) All significant deficiencies and material weakness in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Funds ability to record, process, summarize, and report financial information; and Any fraud, whether or not material, that involves management or other employees who have a significant role in the Funds internal control over financial reporting.
Date: January 4, 2012 /s/ Joy C. Dowd Joy C. Dowd Treasurer and Principal Financial Officer
Certification Pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 This certification is provided pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, and accompanies the report on Form N-CSR furnished to the Securities and Exchange Commission on the date hereof of JPMorgan International Equity Index Fund (the Fund), a series of JPMorgan Trust II (the Registrant); I, Patricia A. Maleski, certify that: 1. 2. The Form N-CSR fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable; and The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of the operations of the Fund.
/s/ Patricia A. Maleski Patricia A. Maleski President and Principal Executive Officer January 4, 2012 This certificate is furnished pursuant to the requirements of Form N-CSR and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.
Certification Pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 This certification is provided pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, and accompanies the report on Form N-CSR furnished to the Securities and Exchange Commission on the date hereof of JPMorgan International Equity Index Fund (the Fund), a series of JPMorgan Trust II (the Registrant); I, Joy C. Dowd, certify that: 1. 2. The Form N-CSR fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable; and The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of the operations of the Fund.
/s/ Joy C. Dowd Joy C. Dowd Treasurer and Principal Financial Officer January 4, 2012 This certificate is furnished pursuant to the requirements of Form N-CSR and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.