Gartmore Funds Annual Report

N-CSR 1 dncsr.htm GARTMORE FUNDS ANNUAL REPORT Gartmore Funds Annual Report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act File Number: 811-08495

GARTMORE MUTUAL FUNDS

(Exact name of registrant as specified in charter)

1200 RIVER ROAD, SUITE 1000, CONSHOHOCKEN, PENNSYLVANIA 19428

(Address of principal executive offices) (Zip code)

Eric Miller

1200 River Road

Suite 1000

Conshohocken, Pennsylvania 19428

(Name and address of agent for service)

Registrant’s telephone number, including area code: (484) 530-1300

Date of fiscal year end: October 31, 2005

Date of reporting period: October 31, 2005

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. § 3507.

Item 1.

Reports to Stockholders.

Include a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Act (17 CFR 270.30e-1).

Annual Report



		October 31, 2005

Core Equity Series

Gartmore Large Cap Value Fund

Gartmore Mid Cap Growth Fund

Gartmore Small Cap Fund

Core Fixed Income Series

Gartmore Bond Fund

Gartmore Government Bond Fund

Gartmore Morley Enhanced Income Fund

Gartmore Short Duration Bond Fund

Gartmore Tax-Free Income Fund

www.gartmorefunds.com

LOGO

Solutions.

LOGO


UNITED STATES		UNITED KINGDOM		JAPAN

Based in greater metropolitan Philadelphia, Gartmore is the global asset management arm of Nationwide®. Gartmore’s affiliated advisers* collectively manage more than $82 billion¹in assets through its global investment platform encompassing more than 185 investment management professionals supported by an 800-person staff.

We provide core and specialty equity, fixed-income and alternative investment solutions through mutual funds, separate accounts, commingled portfolios and wrap accounts to individual and institutional clients around the world.

This wide range of investment opportunities is built on sound investment management processes designed to increase the probability of delivering enhanced risk-adjusted returns over the long term.

Our investment management teams incorporate fundamental stock selection with the application of technology to help control risk and add to returns. Insightful stock selection is a function of the efforts of talented alpha-driven managers and analysts, working in an entrepreneurial environment, who are specialists in their respective investment disciplines.

www.gartmore.com

*Gartmore’s Affiliated Advisers

The following 11 asset management affiliates of Nationwide do business under the trade name “Gartmore Group”: Gartmore Capital Management Ltd², Gartmore Fund Managers Ltd², Gartmore Global Partners^{2, 3}, Gartmore Investment Ltd², Gartmore Japan Ltd², Gartmore Morley Capital Management, Inc.³, Gartmore Mutual Fund Capital Trust^{3, 4}, Gartmore Riverview, LLC, Gartmore SA Capital Trust^{3, 4}, Gartmore Separate Accounts LLC³, and NorthPointe Capital® LLC³

As of Oct. 31, 2005.

These advisers are subsidiaries of Gartmore Investment Management plc, which ultimately reports to Nationwide®.

These are SEC-registered investment advisers based in the United States. Collectively, these advisers manage $43 billion as of Oct. 31, 2005.

Together, these advisers do business as Gartmore Global Investments, Inc.

Gartmore Global Investments is the investment adviser to Gartmore Funds. NorthPointe Capital is a federally registered service mark of Gartmore Global Investments, Inc. Nationwide is a federally registered service mark of Nationwide Mutual Insurance Company.

Gartmore Funds distributed by Gartmore Distribution Services, Inc., Member NASD. 1200 River Road, Suite 1000, Conshohocken, PA 19428.

Annual Report



		October 31, 2005


				Contents

2				Message to Shareholders
4				Market Perspectives

				Core Equity Series
9				Gartmore Large Cap Value Fund
16				Gartmore Mid Cap Growth Fund
22				Gartmore Small Cap Fund

				Core Fixed Income Series
39				Gartmore Bond Fund
47				Gartmore Government Bond Fund
53				Gartmore Morley Enhanced Income Fund
62				Gartmore Short Duration Bond Fund
68				Gartmore Tax-Free Income Fund

92				Notes to Financial Statements

Commentary provided by Gartmore Global Investments, investment adviser to Gartmore Funds. All opinions and estimates included in this report constitute Gartmore Global Investments’ judgment as of the date of this report and are subject to change without notice.

Statement Regarding Availability of Quarterly Portfolio Schedule.

The Gartmore Funds file complete schedules of portfolio holdings for each Fund with the Securities and Exchange Commission (the “Commission”) for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the Commission’s website at http://www.sec.gov. The Funds’ Forms N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330; and the Funds make the information on Form N-Q available to shareholders on www.gartmorefunds.com or upon request without charge.

Statement Regarding Availability of Proxy Voting Record.

Information regarding how the Fund voted proxies relating to portfolio securities held during the most recent 12-month period ended October 31, 2005 is available without charge, upon request, by calling 800-848-0920, and on the Commission’s website at http://www.sec.gov.

Message to Shareholders

October 31, 2005

Dear Shareholders,

At times during the annual reporting period ended Oct. 31, 2005, it seemed as though a host of uncertain and unpredictable events coalesced into a “perfect storm” of market volatility.

Hurricane Katrina is one example. This Category 5 storm not only bore down on a major American city and its environs, it also had one of the country’s largest energy-Producing regions in its sights. If that weren’t enough, the storm occurred just as oil and natural gas prices were spiraling to record levels, concurrent with fears of a great strain on global supply and capacity.

On another front, the intent to better integrate the member nations of the European Union (EU) was dealt a blow by France’s repudiation of a proposed EU constitution, a move that called into question the EU’s long-term effectiveness. Within a matter of weeks, France itself was rocked by what initially appeared to be youthful unrest in one section of Paris. As riots spread across the country, however, the situation revealed a disturbing and broad-based economic condition; unemployment among France’s immigrant population is five times the national average, and the segment’s per capita income is 40% below the national average. The lingering sense is that a number of European countries will have to deal with a long-overlooked social and economic issue at a time when the EU is struggling to retain its authority.

These are just two examples illustrating that market volatility can be a function of unexpected, and sometimes unrelated, global events. The accompanying “Market Perspectives” commentary provides a more detailed analysis of the various economic and social factors that influenced the market during the past year. I’d like to focus on Gartmore’s view on how best to navigate uncertain domestic and global markets in the pursuit of acceptable investment returns.

Risk, regardless of its source, is part and parcel of investing. The challenge is to mitigate risk as much as possible through sound portfolio diversification. Gartmore is committed to offering a diverse range of equity, fixed-income and alternative investment solutions designed to capture global investment opportunities. The informed investment response to complex, volatile markets is to configure a series of diverse, uncorrelated, well-performingfunds into a dynamic portfolio. At Gartmore, we seek to provide the core and satellite investments needed to construct a broadly diversified investment portfolio.

Moreover, Gartmore believes that seasoned investment experts employing well-articulated and tested processes and aided by global research form the path to acceptable risk-adjusted returns. We hold a core belief that the ideas and insights of talented investment professionals can add quantifiable investment returns. In that regard, we are pleased to report that the returns of 30 of our 47 retail mutual funds (Class A at NAV) exceeded their respective benchmarks for the annual period ended Oct. 31, 2005.

The performance of a number of Gartmore’s funds from a variety of sectors and regions strengthens the case for holding uncorrelated investments. For example, the performance of the Gartmore Global Natural Resources Fund, which during the reporting period returned 65.51% (Class A at NAV) versus the Goldman Sachs Natural Resources Index return of 34.75%, was driven by escalating energy prices derived from increased global demand coupled with concerns about supply shortages. Within the energy sector, the Fund concentrated on smaller companies with higher capacity for growth. It is widely believed that energy will be in great demand for an extended period of time; therefore, the Fund will remain focused on the energy services sector companies that acquire, develop, and exploit oil and natural gas properties. The Wall Street Journal cited the Fund as a “Category King” in the Mutual Fund Monthly Review of Sept. 6, 2005.

The Gartmore Small Cap Fund garnered above-average returns during the reporting period, posting a 31.51% return (Class A at NAV) versus the Russell 2000® Index return of 12.08%. Most of the Fund’s outperformance came from strong stock selection in the information technology and energy sectors, in addition to astute sector allocations. Shortly after the close of the period, the Fund was cited in The Wall Street Journal as a “Category King” and noted as the second-best-performing fund in its respective sector for October 2005.

In addition, during the reporting period, Gartmore’s small-cap investment team was enhanced by the hiring of senior portfolio manager Jayne Stevlingson, who has managed small-cap funds at both OppenheimerFunds, Inc. and Morgan Stanley.

The case for broad global diversification was made through the performance of several of our non-U.S. funds during the reporting period. In comparison to equity prices in Europe and Japan, those in the United States were more muted during the past year, reflecting stretched valuations and increasing uncertainty in the outlook for consumers. The emerging markets, however, outperformed all other regions. Though its performance slightly lagged that of its benchmark, the Gartmore Emerging Markets Fund posted very strong returns of 30.02% (Class A at NAV) for the reporting period. The Gartmore International Growth Fund, returning 26.13%


2		Annual Report 2005

(Class A at NAV) versus the Morgan Stanley Capital International (MSCI) All Country World ex-U.S. Index return of 20.06%, also benefited from the impressive performance of emerging-market and Pacific Rim equities. In addition, Latin American securities delivered notably robust performance on the back of strong commodity prices.

The Gartmore Worldwide Leaders Fund, which returned 23.44% (Class A at NAV) versus 13.27% for the MSCI World IndexSM, benefited from both domestic and international developments. Overall, U.S. growth remained strong in the face of inflationary worries, while both Europe and Japan showed increasing signs of recovery. European export growth increased due to the weak euro at the same time that Japan experienced rising real incomes and increased capital expenditures. As a result, the Fund’s largest regional contributors were the United States, the United Kingdom and Japan. The Fund also benefited from strong stock selection within the technology, financial services, health-care and energy sectors.

Despite considerable volatility in both the U.S. economy and the U.S. equity markets during the past year, the Gartmore U.S. Growth Leaders Fund handily outperformed the Standard & Poor’s (S&P) 500® Index return of 8.72% with a return of 17.31% (Class A at NAV). The Fund’s performance was almost exclusively driven by strong stock selection, particularly in the technology and consumer goods areas. Concurrently, the Gartmore U.S. Growth Leaders Long-Short Fund returned 6.09% (Class A at NAV) versus 2.68% for its benchmark, the Citigroup 3-Month T-Bill Index. Again, adept stock selection, coupled with strong sector allocations, drove the Fund’s outperformance.

In addition to a suite of actively managed funds, Gartmore provides packaged asset allocation and diversification solutions. The Gartmore Optimal Allocations Funds, launched in June 2004, consist primarily of various proprietary Gartmore funds offered in four varieties, calibrated to different levels of risk: Moderate, Moderately Aggressive, Aggressive and Specialty. We are very pleased to report that each of these Funds, which serve as complements to actively managed holdings, outperformed their respective composite benchmarks for the reporting period.


Fund Name	Fund Return*	Benchmark Return	Benchmark
Gartmore Optimal Allocations: Moderate	10.41%	7.56%	S&P 500 (40%); MSCI EAFE (20%); Lehman Brothers U.S. Aggregate (40%)
Gartmore Optimal Allocations: Moderately Aggressive	12.77%	9.08%	S&P 500 (60%); MSCI EAFE (20%); Lehman Brothers U.S. Aggregate (20%)
Gartmore Optimal Allocations: Aggressive	14.86%	10.67%	S&P 500 (70%); MSCI EAFE (25%); Lehman Brothers U.S. Aggregate (5%)
Gartmore Optimal Allocations: Specialty	14.59%	11.50%	S&P 500 (70%); MSCI EAFE (30%)

*All	Fund returns are Class A at NAV, as of Oct. 31, 2005.

As we head into 2006, the only constant is uncertainty, which is a companion to opportunity. The informed and experienced investment manager, supported by broad-based research and analysis, can discern the investment opportunities associated with volatility. In today’s global investment landscape, a host of variables exist that impact investment returns, both positively and negatively. At Gartmore, we put all of our resources into our goal of achieving acceptable risk-adjusted returns on behalf of our investors. We measure our investment success by your performance standards. We appreciate the trust you have placed in us, and we will continue to strive to fulfill your investment objectives in the coming year.

Wishing you a very happy and prosperous 2006,

LOGO

Young D. Chin

Co-Global Chief Investment Officer-Equities

President and CEO

Gartmore Global Investments


2005 Annual Report		3

Market Perspectives

October 31, 2005

Market volatility continues, but with a positive trend

The one-year period ended Oct. 31, 2005, witnessed considerable quarter-to-quarter volatility. The past 12 months clearly have been rife with reasons to justify the wide swings in market pricing. Although the markets gave investors a bumpy ride, most of those who held on were rewarded, illustrated by the fact that, for the annual reporting period, the Morgan Stanley Capital International Europe, Australasia and Far East (MSCI EAFE®) Index returned 18.59% and the Standard & Poor’s (S&P) 500® Index was up 8.72%.

A broad rally in global equity markets took hold in the final two months of 2004. International stocks, as represented by the MSCI EAFE Index, advanced 11.55% during this period, while the S&P 500 Index, a broad measure of the U.S. equity market, gained 7.59%.

As 2005 began, however, concerns about slack economic growth, the onset of inflation, increasing interest rates and spiraling energy costs led to a far less favorable environment for stocks, leaving most markets on the defensive. To varying degrees, these concerns would continue to plague the equity markets for the remainder of the year. The overall global economy nonetheless proved resilient. In the United States, the economy grew at a faster pace during the fiscal third quarter than initially anticipated, signaling improving economic health. From July through September, gross domestic product, the broadest measure of U.S. economic activity, grew 4.3%.

The dominant topic in 2005, particularly during the latter half of the year, was the continued impact of rising energy costs. As Hurricane Katrina barreled down on the energy-intensive Louisiana coast, the futures price of crude oil rose to a high of $70 per barrel while natural gas prices doubled–a classic one-two economic punch. A confluence of increased global demand, particularly from China, and concerns about supply shortages also contributed to energy price hikes.

Meanwhile, the Federal Reserve Board continued its measured increases of short-term interest rates, despite speculation that the moves would halt amid spiking energy costs. Throughout the reporting period, the rate rose from 1.75% to 3.75% as a result of eight consecutive 0.25% increases. As September wound down, however, energy prices began to fall, though they still were far above their year-ago averages. Further, inflationary fears began to subside as the Fed displayed its confidence in the economy. Ben Bernanke was appointed the new Fed Chairman in October to replace Alan Greenspan, who retires at the end of his term in January 2006.

Toward the end of the reporting period, consumer sentiment began to lag. From August to September, the consumer confidence measure fell from 105.5 to 86.6. In August, wages and salaries increased by 6.6%, yet disposable income declined 0.1% along with personal spending, which fell 0.5%–the biggest drop in more than three years.

During the reporting period, energy and natural resource company profits surged alongside soaring energy costs and expanding global demand. In the telecommunications industry, on the other hand, the costs of consolidation muted returns. Domestically, within the S&P 500 Index for the entire reporting period, sector performance ranged from a high of 59% for health services (31% in the MSCI EAFE Index) to a low of –5% for consumer services (9% in the MSCI EAFE Index). Stocks in industrials, energy and distribution services delivered returns of 42%, 31% and 25% (43%, 24% and 46% in the MSCI EAFE Index), respectively, while stocks in consumer durables and communications delivered negative returns of –4% and –0.5% (14% and 5% in the MSCI EAFE Index), respectively.

Key trends for investors to watch

As we look toward the coming year, these are some of the key trends that we are paying particularly close attention to as we shape our investment strategies at Gartmore:

An aging population. During 2005, a landmark social milestone occurred when the leading edge of the baby boom generation reached 60 years of age. Since the early post-World War II years, the baby boomers, as one of the largest subsections of the U.S. population, have reshaped the social landscape in innumerable ways. This group’s retirement will continue the process. The country’s financial institutions, for example, will accelerate the re-engineering of their products and services toward wealth preservation, not just wealth generation. On the downside, though, the strain on many under-funded pension plans, in addition to the Social Security system, may reverberate through the markets in unexpected and unsettling ways.

Housing prices–up, down or sideways? The housing market remained strong during the reporting period, with 30-year fixed mortgage rates remaining below 6% for the


4		Annual Report 2005

majority of the time. Confounding expectations amid Hurricanes Katrina and Rita and rising energy costs, existing home sales advanced to an all-time high of 2% in August. The robust housing market contributed much to the overall “wealth effect” for real estate investors. By the end of the reporting period, however, more pronounced signs of softening became evident.

One housing trend associated with the aging of the population: a wave of residential downsizing as retirees seek more practical, late-in-life living arrangements. Moreover, individuals are pulling back from the real estate speculation of the past few years as quick price appreciation has cooled in once-hot markets such as Las Vegas, Miami, Phoenix and San Diego.

The cost of socialization. During the past year, it has become even clearer that many corporations and countries must take a harder look at dealing with the burgeoning weight of socialization, which consists of, among other factors, health-care and retirement benefits. In fact, the future cost of socialization at both the corporate and country level will be of increasing concern in determining investment potential. Many longstanding business models and corporate policies will be revised in light of unsustainably heavy socialization costs.

France’s refusal to endorse the European Union (EU) constitution, for example, can be tied to the issue of socialization. Most observers believe that voters feared that a stronger EU would create an influx of cheap labor just as France was struggling to reduce high unemployment. In the United States, the issue of socialization was clearly evident in the United Auto Workers’ agreement with General Motors Corp. (GM) to cut health-care benefits for employees, retirees and their families. GM successfully argued that escalating pension and health-care benefits for a vast pool of retirees was forcing the enterprise into bankruptcy, which is a landmark shift in the auto industry’s historical model.

The international economic picture. In the latter part of 2005, the economies of Japan and Europe, including the United Kingdom, improved due to strong corporate profitability and expectations of higher levels of merger-and-acquisition activity. Europe was buoyed by export growth on the back of the weak euro. In Japan, meanwhile, rising real incomes and capital expenditure led to hopes of a sustainable recovery. Expectations rose when Prime Minister Junichiro Koizumi achieved a resounding victory in parliamentary elections, which gave his government a solid mandate for reform.

China’s economy grew rapidly during the reporting period. Despite ongoing criticism that governmental controls on the economy were overly rigid–particularly regarding commodity prices and imports/exports–China’s economy has largely stabilized and shows strong signs of continued growth. In fact, the government’s economic controls, once viewed as unduly prohibitive, are now credited with controlling what was becoming a dangerously overheated economy. For example, new factories were being developed in China at a rapid rate based on capital secured with minimal credit checks. Before long, some banks held portfolios with up to 45% nonperforming loans as a result of default. Government regulators subsequently mandated stricter credit rules and have even expressed a desire to improve China’s banks to such a degree that their credit quality would be attractive to foreign investors.

Throughout the first half of the year, the U.S. dollar continued its sustained, three-year decline versus benchmark currencies such as the euro. In mid-summer, however, the dollar reversed its multi-year trend. The dollar’s increase is due primarily to the strengthening U.S. economic outlook relative to the global platform and disappointment in European reform. In addition, two factors—the United Kingdom’s halting of interest-rate hikes and France’s vote against the EU constitution–have placed pressure on the euro, effectively bolstering the U.S. dollar.

The return of capital expenditures. As we look toward 2006, we are seeing a trend toward companies deploying large amounts of excess cash on their balance sheets. Since the 2000 market meltdown, many companies have relied on cash as their primary hedge against diminished revenues. Now, however, as the equity markets continue to recover, many of these firms are feeling the pressure either to put the money to work in various ways, such as toward acquisitions, or return the money to shareholders in the form of dividend payouts or share buybacks. The technology sector could be a notable beneficiary of this trend. Research and development as well as new product rollouts are key drivers in the technology industry, and both areas will be bolstered by increased spending.

Looking ahead

For the near term, investors will face a mixture of positive and negative factors. On the one hand, economic and corporate earnings growth is likely to slow in the coming months. Counterbalancing this slowdown could be positive sentiment surrounding the end of the Fed’s cycle of interest-rate hikes, which we anticipate will occur in the first half of 2006. If, as we expect, the peak in rates is accompanied by softening oil prices and a firm U.S. dollar, the investment environment should be favorable for equity markets.


2005 Annual Report		5

Market Perspectives

Continued

PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS.

To obtain performance information current to the most recent month-end, which may be higher or lower than the performance shown above, please call 800-848-0920 or go to www.gartmorefunds.com

The opinions expressed herein are those of Gartmore Global Investments and may not come to pass.

Investing in mutual funds involves risk, including possible loss of principal. There is no assurance that the investment objective of any fund will be achieved.

The Gartmore Optimal Allocations Funds are designed to provide diversification and asset allocation across several types of investments and asset classes, primarily by investing in underlying Gartmore funds.

There is no assurance that a diversified portfolio will produce better results than a nondiversified one.

Each Fund is subject to different levels of risk, based on the size of its asset class allocations.

Index performance is provided for comparison purposes only; indexes are unmanaged and no fees or expenses are reflected. Individuals cannot invest directly in an index. Market index performance is provided by a third party source that Gartmore deems reliable.

The Gartmore Small Cap Fund may purchase securities in initial public offerings, which can be very volatile and carry high transaction costs.

Small-company stocks have higher risks than the stocks of larger, more established companies and have significant short-term price volatility.

Funds that concentrate on specific sectors or a relatively small number of securities may be subject to greater volatility than that of other mutual funds. International investing involves additional risks, including currency fluctuations, differences in accounting standards, political instability and foreign regulations, all of which are magnified in emerging markets.

In order to achieve the Gartmore U.S. Growth Leaders Long-Short Fund’s objective, the managers may use sophisticated investment strategies such as short selling, short-term trading and investing in smaller companies. These strategies may cause the Fund to have greater risk and volatility, and higher expenses, than those of other investments. The risks of investing in this Fund are more fully detailed within the Fund’s prospectus.

The Gartmore Optimal Allocations Fund: Aggressive benchmark consists of 70% S&P 500 Index, 25% MSCI EAFE Index and 5% Lehman Brothers U.S. Aggregate Index.

The Gartmore Optimal Allocations Fund: Moderately Aggressive benchmark consists of 60% S&P 500 Index, 20% MSCI EAFE Index and 20% Lehman Brothers U.S. Aggregate Index.

The Gartmore Optimal Allocations Fund: Moderate benchmark consists of 40% S&P 500 Index, 20% MSCI EAFE Index and 40% Lehman Brothers U.S. Aggregate Index.

The Gartmore Optimal Allocations Fund: Specialty benchmark consists of 70& S&P 500 Index and 30% MSCI EAFE Index.

Standard & Poor’s 500® (S&P 500) Index: An unmanaged, market capitalization-weighted index of 500 widely held stocks of large-cap U.S. companies that gives a broad look at how the stock prices of those companies have performed.

Lehman Brothers U.S. Aggregate Index: An unmanaged, market value-weighted index of investment-grade, fixed-rate debt issues (including government, corporate, asset-backed, and mortgage-backed securities with maturities of one year or more) that is generally representative of the bond market as a whole.

Morgan Stanley Capital International Europe, Australasia and Far East (MSCI EAFE®) Index: An unmanaged, free float-adjusted, market capitalization-weighted index that is designed to measure the performance of stocks in developed markets outside the United States and Canada.

Goldman Sachs Natural Resources Index: An unmanaged, modified market capitalization-weighted sector index of U.S.-traded natural resource-related stocks; includes companies in the categories of extractive industries, energy companies, owners and operators of timber tracts, forestry services, producers of pulp and paper, and owners of plantations.

Citigroup 3-Month T-Bill Index: An unmanaged index that is generally representative of 3-month Treasury bills; consists of an average of the last 3-month Treasury bill issues (excluding the current month-end bill).

Morgan Stanley Capital International Emerging Markets (MSCI EM) Index^SM: An unmanaged, free float-adjusted, market capitalization-weighted index that is designed to measure the performance of the stocks in emerging-country markets.

Morgan Stanley Capital International (MSCI) All Country World excluding U.S. Index: An unmanaged, free float-adjusted, market-capitalization weighted index that is designed to measure the performance of the stocks in companies in all countries except the United States.


6		Annual Report 2005

Morgan Stanley Capital International (MSCI) World Index^SM: An unmanaged, free float-adjusted, market capitalization-weighted index that is designed to measure the performance of global developed-market equities.

Russell 2000® Index: An unmanaged index that measures the performance of the stocks of small-capitalization U.S. companies; includes the smallest 2,000 U.S. companies in the Russell 3000® Index, which measures the performance of the largest 3,000 U.S. companies, based on market capitalization.

Each Fund’s underlying funds may be subject to specific investment risks such as those associated with a concentrated number of securities (such as REITs), small companies, international stocks, initial public offerings, short selling, short-term trading, bonds and short-term instruments.

Investors should carefully consider a fund’s investment objectives, risks, fees, charges and expenses before investing any money. To obtain this and other information on Gartmore’s funds, please call 800-848-0920 to request a prospectus, or download a prospectus at www.gartmorefunds.com. Please read it carefully before investing any money.

Gartmore Funds distributed by Gartmore Distribution Services, Inc., Member NASD. 1200 River Road, Suite 1000, Conshohocken, PA 19428.

Lipper Analytical Services, Inc. is an industry research firm whose rankings are based on total return performance and do not reflect the effect of sales charges. Each fund is ranked within a universe of funds similar in investment objective as determined by Lipper.


2005 Annual Report		7

Market Perspectives

Continued

International investing involves additional risks, including currency fluctuations, differences in accounting standards, political instability and foreign regulations, all of which are magnified in emerging markets.

The Gartmore Small Cap Fund may purchase securities in initial public offerings, which can be volatile and carry high transaction costs.

While the Gartmore Bond Fund, the Gartmore Government Bond Fund, the Gartmore Short Duration Bond Fund and the Gartmore Morley Enhanced Income Fund invest primarily in securities of the U.S. government and its agencies, these Funds’ value is not guaranteed by these entities.

An investment in a money market fund is not insured or guaranteed by the FDIC or any other government agency. Although a money market fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the money market.

For some investors, income from the Gartmore Tax-Free Income Fund may be subject to state and local taxes, and the Federal Alternative Minimum Tax.

Investing in mutual funds involves risk, including possible loss of principal.

There is no assurance that the investment objective of any fund will be achieved.

Gartmore Global Investments, one of its affiliated advisers, or its employees, may have a position in the securities named in this report.

This report is for informational purposes only, and is not intended as an offer or recommendation with respect to the purchase or sale of any security, option, future or other derivatives in such securities.

A complete list of all transactions in the last 12-months is available upon request.

Although third party information has been obtained from and is based on sources the Firm believes to be reliable, the Firm does not guarantee the accuracy of the information, and it may be incomplete or condensed.

Commentary provided by Gartmore Global Investments, the investment adviser to Gartmore Funds. All opinions and estimates included in this report constitute Gartmore Global Investments’ judgment as of the date of this report and are subject to change without notice.


8		Annual Report 2005

Gartmore Large Cap Value Fund

For the annual period ended Oct. 31, 2005, the Gartmore Large Cap Value Fund (Class A at NAV) returned 12.63% versus 11.86% for its benchmark, the Russell 1000® Value Index. For broader comparison, the average return for the Fund’s peer category of Large Cap-Value Funds was 9.75%.

The reporting period was strong for the U.S. large-cap equity market. As a result of several factors–lower oil prices, the conclusion of the U.S. presidential election, reasonably good economic and earnings news, reactions to the $32 billion Microsoft dividend and the beginning of the seasonally strong year-end period–the large-cap equity market experienced most of its gains for the reporting period in November and December of 2004. Large-cap value stocks, as measured by the Russell 1000® Value Index, outperformed large-cap growth stocks, as measured by the Russell 1000® Growth Index, returning 11.86% versus 8.81% respectively.

Our rigorous investment process helped us to deliver competitive investment returns. Stock selection continued to drive performance. Fund results were strongest in the energy, utilities and materials sectors. Among the Fund’s holdings in the energy sector, the overweighting of oil refining and marketing companies contributed to positive Fund performance. Monsanto Co., a leading provider of agricultural products and technology-based solutions to farmers, was the standout performer among the Fund’s materials holdings. Edison International and Texas Utilities (TXU Corp.) were the Fund’s stalwarts in the utilities sector.

Fund performance was challenged in the information technology, telecommunication, and consumer staples sectors. Lucent Technologies, Verizon Communications, and Sara Lee were three of the portfolio’s main detractors of performance.

The Fund is positioned to perform in a stock market that rewards investing in undervalued companies, those that are experiencing improving fundamentals. For the past 12 months, the market trend has been to reward individual issues whose fundamentals are improving more than expected. The best proxy for this trend in our process is our forecast earnings momentum factor. During the past fiscal year, this factor has been our strongest and most consistent model. As a result, we have begun to place more emphasis on estimate revisions in our investment process. It is our belief that a sound value investment philosophy coupled with a focus on earnings momentum should be the winning strategy in this environment.

We continue to focus on delivering competitive, active large-cap value performance through the consistent use of quantitative stock selection and portfolio construction techniques. Given the high-profile nature of large-cap value stocks, achieving outperformance can be a challenge. We believe that the best route to success is adherence to our investment decision making process.

Portfolio Manager:

Peter Cahill


2005 Annual Report		9


Fund Performance		Gartmore Large Cap Value Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	12.63%	5.53%	5.65%
	w/SC³	6.15%	4.28%	4.76%
Class B	w/o SC²	11.97%	4.84%	4.87%
	w/SC⁴	6.97%	4.51%	4.87%
Class C⁵	w/o SC²	11.98%	4.88%	4.90%
	w/SC⁶	10.98%	4.88%	4.90%
Class R^7,8		12.73%	5.09%	5.05%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on November 2, 1998.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵

These returns until the creation of Class C shares (3/1/01) include the performance of the Fund’s Class B shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is substantially similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as Class B shares and have the same expenses after fee waivers or reimbursements. For Class C shares returns with sales charges, these returns have been restated for the applicable sales charges.

⁶	A CDSC of 1.00% was deducted from the one year return because it is charged when you sell Class C shares within the first year after purchase.

⁷

These returns until the creation of Class R shares (10/1/03) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares will invest in the same portfolio of securities as Class B shares.

⁸	Not subject to any sales charges.

Performance of a $10,000 Investment

Investment return and principal value will fluctuate, and when redeemed, shares may be worth more or less than original cost. Past performance is no guarantee of future results and does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Investing in mutual funds involves market risk, including loss of principal. Performance returns assume the reinvestment of all distributions.

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Large Cap Value Fund, the Russell 1000 Value Index (Russell 1000 Value)(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The Russell 1000 Value is an unmanaged index of large capitalization value securities of U.S. companies included in the Russel 1000 Value Index.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


10		Annual Report 2005

Shareholder

Expense Example

Gartmore Large Cap Value Fund

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) paid on purchase payments and redemption fees; and (2) ongoing costs, including investment advisory fees, administration fees, distribution fees and other Fund expenses. The examples below are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Per SEC requirements, the examples assume that you had a $1,000 investment in the Class at the beginning of the reporting period, May 1, 2005, and continued to hold your shares at the end of the reporting period, October 31, 2005.

Actual Expenses

For each Class of the Fund in the table below, the first line provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of each Class under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during the period.

Hypothetical Example for Comparison Purposes

The second line of each Class in the table below provides information about hypothetical account values and hypothetical expenses based on the Class’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Class of the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads) or redemption fees. Therefore, the second line for each Class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher. The examples also assume all dividends and distributions have been reinvested.

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Large Cap Value Fund			Beginning Account Value, May 1, 2005		Ending Account Value, October 31, 2005		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,056.80	$	7.52	1.45%
	Hypothetical	¹	$	1,000.00	$	1,017.69	$	7.40	1.45%
Class B	Actual		$	1,000.00	$	1,054.50	$	10.67	2.06%
	Hypothetical	¹	$	1,000.00	$	1,014.62	$	10.51	2.06%
Class C	Actual		$	1,000.00	$	1,054.30	$	10.67	2.06%
	Hypothetical	¹	$	1,000.00	$	1,014.62	$	10.51	2.06%
Class R	Actual		$	1,000.00	$	1,058.10	$	6.95	1.34%
	Hypothetical	¹	$	1,000.00	$	1,018.24	$	6.84	1.34%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


2005 Annual Report		11


Portfolio Summary		Gartmore Large Cap Value Fund

October 31, 2005

The SEC adopted a requirement that Funds present their portfolio holdings in a table, chart or graph format in their annual and semiannual reports to shareholders, whether or not a statement of investments is utilized. The following tables, which present portfolio holdings as a percentage of net assets, are provided in compliance with this requirement.


Asset Allocation
Common Stocks		98.7%
Cash Equivalents		1.2%
Other Investments*		8.8%
Liabilities in excess of Other Assets**		-8.7%

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Oil & Gas		14.4%
Diversified Financials		13.3%
Banks		12.1%
Electric Utilities		6.6%
Insurance		6.2%
Diversified Telecommunication Services		5.4%
Pharmaceuticals		4.7%
Media		4.6%
Retail		3.1%
Real Estate		3.0%
Other Industries		26.6%

		100.0%


Top Holdings***
Exxon Mobil Corp.		5.1%
Bank of America Corp.		4.5%
Citigroup, Inc.		4.5%
J.P. Morgan Chase & Co.		2.8%
ConocoPhillips		2.7%
ChevronTexaco Corp.		2.3%
Wachovia Corp.		2.1%
Wells Fargo Co.		2.1%
SBC Communications, Inc.		1.9%
Exelon Corp.		1.9%
Other Holdings		70.1%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


12		Annual Report 2005

Statement of Investments

October 31, 2005

Gartmore Large Cap Value Fund

Common Stocks (98.7%)


	Shares or Principal Amount	Value

Aerospace & Defense (0.6%)
Northrop Grumman Corp.	4,100	$	219,965

Air Freight & Logistics (0.6%)
FedEx Corp.	2,400		220,632

Automobiles (0.5%)
Ford Motor Co. (c)	19,300		160,576

Banks (12.1%)
Bank of America Corp.	35,818		1,566,679
U.S. Bancorp	20,300		600,474
Wachovia Corp.	14,400		727,488
Washington Mutual, Inc.	14,748		584,003
Wells Fargo Co.	11,800		710,360

			4,189,004

Chemicals (2.1%)
Lyondell Chemical Co.	15,500		415,400
Monsanto Co.	5,000		315,050

			730,450

Communications Equipment (0.7%)
Lucent Technologies, Inc. (b) (c)	81,200		231,420

Computer Software & Services (0.6%)
Cognizant Technology Solutions Corp. (b)	4,600		202,308

Computers & Peripherals (2.0%)
Apple Computer, Inc. (b)	7,700		443,443
Hewlett-Packard Co.	8,700		243,948

			687,391

Diversified Financials (13.3%)
Citigroup, Inc.	33,960		1,554,689
Countrywide Credit Industries, Inc.	13,398		425,654
Fannie Mae	6,400		304,128
Goldman Sachs Group, Inc.	4,000		505,480
J.P. Morgan Chase & Co.	26,028		953,145
Merrill Lynch & Co., Inc.	7,500		485,550
Morgan Stanley Dean Witter & Co.	6,700		364,547

			4,593,193

Common Stocks (98.7%)


	Shares or Principal Amount	Value

Diversified Telecommunication Services (5.4%)
Bellsouth Corp.	23,500	$	611,470
SBC Communications, Inc.	28,100		670,185
Verizon Communications, Inc.	18,500		582,935

			1,864,590

Electric Utilities (6.6%)
Duke Power Co. (c)	8,000		211,840
Edison International	11,600		507,616
Emerson Electric Co.	2,700		187,785
Entergy Corp.	3,800		268,736
Exelon Corp.	12,600		655,578
TXU Corp.	4,400		443,300

			2,274,855

Electronics — Military (0.8%)
L-3 Communications Holdings, Inc. (c)	3,600		280,152

Financial — Investment Banker/Broker (2.1%)
Lehman Brothers Holdings, Inc.	5,100		610,317
New Century Financial Corp. (c)	3,800		117,306

			727,623

Food & Beverages (2.7%)
Archer-Daniels-Midland Co.	16,500		402,105
Constellation Brands, Inc. (b)	16,700		393,118
Pilgrim’s Pride Corp. (c)	4,700		147,956

			943,179

Gas Utilities (1.0%)
Sempra Energy	7,900		349,970

Health Care Providers & Services (1.6%)
Aetna, Inc.	4,200		371,952
PacifiCare Health Systems, Inc. (b)	2,100		172,956

			544,908

Hotels & Motels (0.8%)
Marriott International, Inc., Class A	4,700		280,214

Household Products (0.6%)
Colgate-Palmolive Co.	3,600		190,656


2005 Annual Report		13

Statement of Investments (Continued)

October 31, 2005

Gartmore Large Cap Value Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Insurance (6.2%)
Allstate Corp. (The)	7,900	$	417,041
American International Group, Inc.	5,250		340,200
Genworth Financial, Inc., Class A	6,600		209,154
Hartford Financial Services Group, Inc.	4,900		390,775
Prudential Financial, Inc.	4,700		342,113
St. Paul Travelers Cos., Inc. (The)	9,700		436,791

			2,136,074

Machinery (0.8%)
Paccar, Inc.	4,150		290,583

Media (4.6%)
Comcast Corp. (b)	19,600		545,468
Time Warner, Inc.	36,700		654,361
Walt Disney Co. (The) (c)	15,600		380,172

			1,580,001

Metals & Mining (0.5%)
United States Steel Corp.	5,000		182,650

Multi-Sector Companies (1.5%)
General Electric Co.	8,200		278,062
Textron, Inc.	3,300		237,732

			515,794

Oil & Gas (14.4%)
Anadarko Petroleum Corp.	3,600		326,556
ChevronTexaco Corp.	13,800		787,566
ConocoPhillips	14,200		928,396
Devon Energy Corp.	6,800		410,584
Exxon Mobil Corp.	31,600		1,774,025
Tesoro Petroleum Corp.	4,900		299,635
Valero Energy Corp.	4,000		420,960

			4,947,722

Packaging & Containers (0.4%)
Sonoco Products Co. (c)	5,200		147,160

Paper & Forest Products (1.0%)
Georgia Pacific Corp.	10,700		348,071


	Shares or Principal Amount	Value

Pharmaceuticals (4.7%)
Bristol-Myers Squibb Co.	8,300	$	175,711
Merck & Co., Inc.	12,200		344,284
Pfizer, Inc.	29,600		643,504
Wyeth	10,100		450,056

			1,613,555

Printing & Publishing (0.9%)
Donnelley (R.R.) & Sons Co.	8,600		301,172

Real Estate (3.0%)
General Growth Properties, Inc. (c)	9,200		390,816
HRPT Properties Trust (c)	14,600		159,286
MDC Holdings, Inc. (c)	4,500		308,700
Vornado Realty Trust (c)	2,200		178,200

			1,037,002

Retail (3.1%)
Abercrombie & Fitch Co.	4,900		254,751
Costco Wholesale Corp.	7,500		362,700
Federated Department Stores, Inc.	4,000		245,480
V.F. Corp.	3,900		203,775

			1,066,706

Software (0.5%)
BEA Systems, Inc. (b) (c)	20,500		180,810

Telecommunications (0.4%)
Comverse Technology, Inc. (b)	5,500		138,050

Tobacco (1.5%)
Altria Group, Inc.	6,800		510,340

Transportation (1.1%)
Yellow Roadway Corp. (b) (c)	8,000		363,600


Total Common Stocks			34,050,376


14		Annual Report 2005

Cash Equivalents (1.2%)


	Shares or Principal Amount		Value

Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $397,007)	$	396,964	$	396,964


Total Cash Equivalents				396,964

Short-Term Securities Held as Collateral for Securities

Lending (8.8%)


	Shares or Principal Amount		Value
Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	3,026,092	$	3,026,092


Total Short-Term Securities Held as Collateral for Securities Lending				3,026,092


Total Investments (Cost $32,568,194) (a) — 108.7%				37,473,432

Liabilities in excess of other assets — (8.7)%				(3,009,350	)


NET ASSETS — 100.0%			$	34,464,082

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

All or part of the security was on loan as of October 31, 2005.

See notes to financial statements.


2005 Annual Report		15

Gartmore Mid Cap Growth Fund

For the annual period ended Oct. 31, 2005, the Gartmore Mid Cap Growth Fund (Class A at NAV) returned 14.42% versus 15.91% for its benchmark, the Russell Midcap® Growth Index. For broader comparison, the average return for the Fund’s Lipper peer category of Mid-Cap Growth Funds was 14.07%.

The year started with the markets facing headwinds of higher energy prices and higher interest rates. But later in the year, the markets turned decidedly positive, driven by good macro economic data and declining energy prices. Encouraged by this backdrop, investors put new money to work in the stock market. Mid Cap Growth Funds benefited as investors rotated from Large Cap and Small Cap stocks into Mid Cap stocks. The ensuing rally propelled the group to new highs for 2005.

The Fund’s investment objective continues to be to seek price appreciation and consistent investment returns by selecting high-quality, industry-leading companies that display strong growth potential at a reasonable valuation. We define high-quality stocks as those with the following characteristics: above market earnings growth, low debt-to-equity ratio and double-digit return on equity. In our experience, companies that exhibit sustainable competitive advantages and consistent earnings streams tend to perform well throughout a complete market cycle.

The Fund underperformed its benchmark during the period. This underperformance was largely a result of the Fund’s holdings in the Technology sector. Specifically, certain companies held in the portfolio experienced adverse operating conditions which pressured their shares in the market. These holdings included: Infospace, Mercury Interactive and Tibco, which were sold during the period.

Strong stock selection in the energy and health-care sectors contributed positively to the Fund’s return. Our selections in these sectors stemmed directly from our disciplined investment approach and our bottom-up stock selection process. Positive contributors included: EOG Resources, Inc.; XTO Energy Inc.; and Express Scripts, Inc.

We maintain a discipline of finding high-quality growth stocks, regardless of the prevailing market conditions. As we expected, during the past year cyclical and lower-quality company stocks performed very well, a typical occurrence in the first stage of an economic recovery. Looking forward, we feel that we are entering the second phase of an earnings recovery in which higher-quality companies with sustainable earnings growth tend to outperform. We continue to believe that we are protected on the downside by our careful attention to stock selection. Our core philosophy has not changed; therefore, the Fund remains relatively sector-neutral to the benchmark, since we prefer to let stock selections drive performance. We remain focused on high-quality companies with sustainable competitive advantages, strong balance sheets and industry-leading returns trading at reasonable multiples. We feel confident that our strategy will be rewarded throughout the complete market cycle.

Portfolio Manager:

Robert D. Glise


16		Annual Report 2005


Fund Performance		Gartmore Mid Cap Growth Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	Inception¹
Class A²	w/o SC³	14.42%	18.10%
	w/SC⁴	7.82%	15.85%
Class B²	w/o SC³	13.65%	17.57%
	w/SC⁵	8.65%	16.87%
Class C²	w/o SC³	13.65%	17.57%
	w/SC⁶	12.65%	17.57%
Class R^2,7		14.38%	18.00%
Institutional Class⁷		14.79%	18.38%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on October 1, 2002.

These returns included performance based on the Fund’s Institutional Class shares, which was achieved prior to the creation of Class A shares (3/5/03), Class B and Class C shares (8/21/03), and Class R shares (10/1/03). Excluding the effects of any fee waivers or reimbursements, such prior performance is similar to what Class A, Class B, Class C and Class R shares would have produced because all classes of the Fund’s shares invest in the same portfolio of securities. The performance for these classes has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes; if these fees were reflected, the performance for Class A, Class B, Class C and Class R would have been lower.

³	These returns do not reflect the effects of sales charges (SC).

⁴	A 5.75% front-end sales charge was deducted.

⁵	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁶	A CDSC of 1.00% was deducted from the one year return because it is charged when you sell Class C shares within the first year after purchase.

⁷	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in the Institutional Class shares the Gartmore MidCap Growth Fund, Russell MidCap Growth Index (Russell MidCap Growth)(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The Russell MidCap Growth–an unmanaged index of the stock of medium-size U.S. companies with a capitalization range of $0.9 billion to $18.1 billion as of October 31, 2005, gives a broad look at how the stock price of medium-size U.S. companies have performed.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		17

Shareholder

Expense Example

Gartmore Mid Cap Growth Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Mid Cap Growth Fund		Beginning Account Value, May 1, 2005		Ending Account Value, October 31, 2005		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual	$	1,000.00	$	1,113.90	$	7.62	1.43%
	Hypothetical¹	$	1,000.00	$	1,017.79	$	7.30	1.43%
Class B	Actual	$	1,000.00	$	1,110.10	$	11.44	2.15%
	Hypothetical¹	$	1,000.00	$	1,014.16	$	10.97	2.15%
Class C	Actual	$	1,000.00	$	1,110.10	$	11.44	2.15%
	Hypothetical¹	$	1,000.00	$	1,014.16	$	10.97	2.15%
Class R	Actual	$	1,000.00	$	1,113.40	$	7.78	1.46%
	Hypothetical¹	$	1,000.00	$	1,017.64	$	7.45	1.46%
Institutional Class	Actual	$	1,000.00	$	1,115.30	$	6.13	1.15%
	Hypothetical¹	$	1,000.00	$	1,019.20	$	5.87	1.15%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


18		Annual Report 2005


Portfolio Summary		Gartmore Mid Cap Growth Fund

October 31, 2005


Asset Allocation
Common Stock		97.6%
Cash Equivalents		8.4%
Liabilities in excess of Other Assets		-6.0%

		100.0%


Top Industries
Computer Software & Services		11.2%
Oil & Gas		8.8%
Retail		8.1%
Telecommunications		7.6%
Consumer Products		6.1%
Electronics		5.2%
Consumer & Commercial Services		4.6%
Medical Products & Services		4.6%
Financial Services		4.4%
Semiconductors		4.1%
Other Industries		35.3%

		100.0%


Top Holdings*
L-3 Communications Holdings, Inc.		3.0%
XTO Energy, Inc.		2.5%
Marvel Technology Group Ltd.		2.4%
Patterson-UTI Energy, Inc.		2.1%
Investors Financial Services Corp.		2.0%
Jarden Corp.		2.0%
Business Objectives S.A. ADR–FR		2.0%
Neustar, Inc.		1.9%
Penn National Gaming, Inc.		1.9%
EOG Resources, Inc.		1.9%
Other Holdings		78.3%

		100.0%

*	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		19

Statement of Investments

October 31, 2005

Gartmore Mid Cap Growth Fund

Common Stocks (97.6%)


	Shares or Principal Amount	Value

Aerospace & Defense (3.0%)
L-3 Communications Holdings, Inc.	1,750	$	136,185

Banks (3.8%)
City National Corp.	880		64,574
North Fork Bancorp, Inc.	1,910		48,399
Zions Bancorp	850		62,450

			175,423

Business Services (3.1%)
ChoicePoint, Inc. (b)	1,480		62,545
Corporate Executive Board Co. (The)	990		81,813

			144,358

Computer Software & Services (11.2%)
Business Objectives S.A. ADR — FR (b)	2,650		90,815
eResearch Technology, Inc. (b)	2,900		41,557
Factset Research Systems, Inc.	1,740		61,022
Fiserv, Inc. (b)	1,490		65,083
Henry (Jack) & Associates, Inc.	2,320		41,714
Intuit, Inc. (b)	1,310		60,168
Mercury Interactive Corp. (b)	1,460		50,793
Navteq Corp. (b)	1,190		46,553
Network Appliance, Inc. (b)	2,120		58,003

			515,708

Construction (2.3%)
Centex Corp.	880		56,628
D.R. Horton, Inc.	1,683		51,651

			108,279

Consumer & Commercial Services (4.6%)
Alliance Data Systems Corp. (b)	1,880		66,853
Heartland Payment Systems, Inc. (b)	1,570		38,025
Rollins, Inc.	3,090		58,772
Total System Services, Inc.	2,280		48,587

			212,237

Consumer Products (6.1%)
Ball Corp.	990		38,976
Church & Dwight, Inc.	1,140		39,957
Fortune Brands, Inc.	500		37,985


	Shares or Principal Amount	Value

Consumer Products (continued)
Gildan Activewear, Inc., Class A (b)	2,030	$	70,786
Jarden Corp. (b)	2,725		92,078

			279,782

Diagnostic Kits (1.2%)
Dade Behring Holdings, Inc.	1,590		57,256

Electronics (5.2%)
Amphenol Corp., Class A	1,600		63,952
Cabot Microelectronics Corp. (b)	1,440		42,336
Jabil Circuit, Inc. (b)	2,400		71,640
Microchip Technology, Inc.	2,080		62,754

			240,682

Energy (2.3%)
Headwaters, Inc. (b)	1,410		44,894
MDU Resources Group, Inc.	1,830		60,336

			105,230

Financial Services (4.4%)
Ameritrade Holdings Corp. (b)	2,200		46,266
BlackRock, Inc.	690		65,412
Investors Financial Services Corp.	2,420		92,396

			204,074

Gaming & Leisure (2.9%)
Penn National Gaming, Inc. (b)	3,030		89,537
Scientific Games Corp. (b)	1,440		43,142

			132,679

Healthcare (3.2%)
Express Scripts, Inc. (b)	910		68,623
St. Jude Medical, Inc. (b)	1,620		77,874

			146,497

Insurance (1.3%)
W.R. Berkley Corp.	1,350		58,995

Medical Products & Services (4.6%)
Biomet, Inc.	1,110		38,661
Fisher Scientific International, Inc. (b)	930		52,545
Kinetic Concept, Inc. (b)	1,001		35,936
ResMed, Inc. (b)	2,180		83,124

			210,266


20		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Oil & Gas (8.8%)
EOG Resources, Inc.	1,300	$	88,114
Kinder Morgan, Inc.	660		59,994
Patterson-UTI Energy, Inc.	2,840		96,929
World Fuel Services Corp.	1,460		46,574
XTO Energy, Inc.	2,650		115,169

			406,780

Pharmaceuticals (2.7%)
Barr Pharmaceuticals, Inc. (b)	1,080		62,046
IVAX Corp. (b)	2		57
Kos Pharmaceuticals, Inc. (b)	1,010		60,600

			122,703

Retail (8.1%)
Bed, Bath & Beyond, Inc. (b)	1,370		55,512
Coach, Inc. (b)	2,230		71,761
Copart, Inc. (b)	1,970		46,078
Office Depot, Inc. (b)	2,430		66,898
Staples, Inc.	2,660		60,462
Williams Sonoma, Inc. (b)	1,850		72,354

			373,065

Schools (1.2%)
Education Management Corp. (b)	1,820		56,129

Scientific Instruments (0.7%)
Waters Corp. (b)	950		34,390

Security & Commodity Exchanges (1.4%)
Chicago Mercantile Exchange	180		65,727

Semiconductors (4.1%)
KLA-Tencor Corp.	1,440		66,658
Marvel Technology Group Ltd. (b)	2,370		109,991
Tessera Technologies, Inc. (b)	450		12,555

			189,204

Telecommunications (7.6%)
ADC Telecommunications, Inc. (b)	2,820		49,209
Amdocs Ltd. ADR (b)	1,810		47,911
Comverse Technology, Inc. (b)	2,320		58,232
Flir Systems, Inc. (b)	1,430		29,973
Neustar, Inc. (b)	2,930		89,658
NII Holdings, Inc. (b)	910		75,457

			350,440


	Shares or Principal Amount		Value

Transportation (2.3%)
Knight Transportation, Inc.		1,970	$	53,604
Oshkosh Truck Corp.		1,180		51,401

				105,005

Waste Disposal (1.5%)
Stericycle, Inc. (b)		1,190		68,496


Total Common Stocks				4,499,590


Cash Equivalents (8.4%)
Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $388,912)	$	388,870		388,870


Total Cash Equivalents				388,870


Total Investments (Cost $4,230,989) (a) — 106.0%				4,888,460

Liabilities in excess of other assets — (6.0)%				(275,270	)


NET ASSETS — 100.0%			$	4,613,190

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

ADR

American Depositary Receipt

France

See notes to financial statements.


2005 Annual Report		21

Gartmore Small Cap Fund

For the annual period ended Oct. 31, 2005, the Gartmore Small Cap Fund (Class A at NAV) returned 31.51% versus 12.08% for its benchmark, the Russell 2000® Index. For broader comparison, the average return for the Fund’s Lipper peer category of Small-Cap Core Funds was 13.22%.

Equity markets rallied in the last fiscal quarter of 2004 before slowing in early 2005, as investors took profits amid growing concerns that the Federal Reserve Board’s measured increases in interest rates might slow economic growth. Small-cap stocks experienced a period of difficulty, given the circumstances, and the mindset of many market analysts shifted toward large caps.

Strong stock selection during the reporting period led the Fund to outperform its benchmark handily, while sector allocations added a modest amount of value. Market sentiment shifted considerably during the year, favoring our contrarian investment style. We took a more aggressive stance in the Fund at the close of 2004 and then in early 2005 moved toward companies offering stable growth. As the market weakened in April, we purchased beaten-down stocks, particularly within the technology industry.

Most of the Fund’s positive performance came from the information technology and energy sectors. Lightbridge, Inc. led the Fund’s technology sector holdings and has been a top-10 Fund performer throughout the reporting period. The company, which processes credit cards for Internet providers, initially focused on small, startup businesses but has since moved toward higher-growth businesses and has been rewarded for doing so. Of note in the Fund’s energy sector holdings was Parallel Petroleum Corp., a small energy and petroleum company with high growth potential that experienced significant gains as demand increased. We began investing in the stock as we saw strong value coming from operations in the Barnett Shale (a natural gas field) and Wolfcamp (an oil-producing zone), both located in Texas. Among the Fund’s health-care holdings, Alnylam Pharmaceuticals Inc. posted strong numbers following several research breakthroughs.

While no sectors generated negative returns for the Fund, a few individual stocks detracted, including DRYSHIPS INC. and Adolor Corp. DRYSHIPS, which transports coal and other mined minerals in aluminum cars, initially appeared attractive, but the market soon became saturated as rival manufacturers took advantage of cheap production costs, cutting into DRYSHIPS’ profitability. Adolor experienced a sharp drop in December 2004, following reports that trials of its new drug failed to produce significant improvement compared with a placebo.

As the end of 2005 approaches and we look toward 2006, two key issues surrounding small-cap stocks stand out. First, we believe that, when the Fed stops raising interest rates, we will see a significant market rally, and that rally will be led by small-cap stocks. Second, high levels of cash are sitting on corporate balance sheets, and plenty of private equity money is available. As companies and investors put this money to work, purchasing businesses and making other large-scale investments, we believe the first beneficiaries will be small- and mid-cap companies. While we wait for these situations to play out, we continue to apply our disciplined, bottom-up stock selection process, along with our dual strategy of buying into weakness that is not substantiated by our research, and selling into strength that is not accompanied by improvement in a company’s fundamentals.

Portfolio Managers:

William Gerlach, Charles Purcell and Gary Haubold, CFA


22		Annual Report 2005


Fund Performance		Gartmore Small Cap Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	31.51%	11.57%	12.60%
	w/SC³	23.96%	10.26%	11.65%
Class B	w/o SC²	30.72%	10.83%	11.91%
	w/SC⁴	25.72%	10.57%	11.91%
Class C⁵	w/o SC²	30.67%	10.87%	11.93%
	w/SC⁶	29.67%	10.87%	11.93%
Class R^7,9		31.47%	11.05%	12.06%
Institutional Class^8,9		31.93%	11.81%	12.82%
Institutional Service Class⁹		31.91%	11.78%	12.80%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on November 2, 1998.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵

These returns until the creation of Class C shares (3/1/01) include the performance of the Fund’s Class B shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is substantially similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as Class B shares and have the same expenses after any fee waivers or reimbursements. For Class C shares returns with sales charges, these returns have been restated for the applicable sales charges.

⁶	A CDSC of 1.00% was deducted from the one year return because it is charged when you sell Class C shares within the first year after purchase.

⁷

These returns until the creation of Class R shares (12/30/03) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares will invest in the same portfolio of securities as Class B shares.

⁸

These returns until the creation of Institutional Class shares (06/29/04) include the performance of the Fund’s Institutional Service Class shares. The returns have been adjusted for the fact that Institutional Class shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Institutional Class shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Institutional Class shares would have produced because the Institutional Class shares will invest in the same portfolio of securities as Institutional Service shares.

⁹	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Small Cap Fund, the Russell 2000 Index (Russell 2000)(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The Russell 2000 is an unmanaged index of approximately 2000 companies with small market capitalizations relative to the market capitalizations of other U.S. companies.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		23

Shareholder

Expense Example

Gartmore Small Cap Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Small Cap Fund			Beginning Account Value, May 1, 2005		Ending Account Value, October 31, 2005		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,217.90	$	9.62	1.72%
	Hypothetical	¹	$	1,000.00	$	1,016.33	$	8.78	1.72%
Class B	Actual		$	1,000.00	$	1,214.30	$	13.12	2.35%
	Hypothetical	¹	$	1,000.00	$	1,013.15	$	11.99	2.35%
Class C	Actual		$	1,000.00	$	1,213.90	$	13.11	2.35%
	Hypothetical	¹	$	1,000.00	$	1,013.15	$	11.99	2.35%
Class R	Actual		$	1,000.00	$	1,217.50	$	9.78	1.75%
	Hypothetical	¹	$	1,000.00	$	1,016.18	$	8.93	1.75%
Institutional Service Class	Actual		$	1,000.00	$	1,220.00	$	8.90	1.59%
	Hypothetical	¹	$	1,000.00	$	1,016.98	$	8.12	1.59%
Institutional Class	Actual		$	1,000.00	$	1,219.60	$	7.55	1.35%
	Hypothetical	¹	$	1,000.00	$	1,018.19	$	6.89	1.35%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


24		Annual Report 2005


Portfolio Summary		Gartmore Small Cap Fund

October 31, 2005


Asset Allocation
Common Stock		96.6%
Cash Equivalents		1.9%
Other Investments*		19.3%
Liabilities in excess of Other Assets**		-17.8%

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Oil & Gas		8.4%
Computer Software & Services		7.4%
Insurance		6.3%
Banking		5.6%
Real Estate Investment Trusts		5.6%
Financial Services		5.1%
Telecommunications		4.5%
Transportation		3.6%
Pharmaceuticals		3.4%
Retail		3.4%
Other Industries		46.7%

		100.0%


Top Holdings***
Gevity HR, Inc.		1.6%
WebMethods, Inc.		1.5%
Interwoven, Inc.		1.5%
Integrated Device Technology, Inc.		1.5%
Ruby Tuesday, Inc.		1.4%
KKR Financial Corp.		1.3%
Consolidated Communications Holdings, Inc.		1.2%
Lightbridge, Inc.		1.2%
Platinum Underwriter Holdings Ltd.		1.2%
U.S.I. Holdings Corp.		1.1%
Other Holdings		86.5%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		25

Statement of Investments

October 31, 2005

Gartmore Small Cap Fund

Common Stocks (96.6%)


	Shares or Principal Amount	Value

Advertising (0.6%)
Dex Media, Inc.	11,577	$	312,232

Aircraft Parts (0.3%)
Hexcel Corp. (b) (c)	9,680		153,137
K&F Industries Holdings, Inc. (b)	404		6,319

			159,456

Airlines (0.4%)
Frontier Airlines, Inc. (b)	21,103		199,423

Auto Parts & Equipment (0.7%)
Pep Boys-Manny, Moe & Jack, Inc. (c)	5,215		71,967
Wabash National Corp. (c)	15,029		276,684

			348,651

Banking (5.6%)
Centerstate Bank of Florida, Inc.	3,380		115,427
Colonial BancGroup, Inc. (The)	6,095		148,413
East West Bancorp, Inc.	1,842		70,530
First Commonwealth Financial Corp.	13,386		176,294
Mainsource Financial Group, Inc. (c)	19,732		358,530
National Penn Bancshares, Inc.	7,500		147,075
Placer Sierra Bankshares	15,457		416,103
S.Y. Bancorp, Inc.	6,020		142,915
Signature Bank (b)	8,648		250,792
State National Banchshares, Inc. (b)	9,700		237,650
Tompkins Trustco, Inc.	1,591		70,179
UCBH Holdings, Inc.	22,312		388,229
Wintrust Financial Corp.	4,505		241,828

			2,763,965

Beverages (0.6%)
Coca-Cola Bottling Co. Consolidated	6,545		298,517

Book Publishing (1.0%)
Readers Digest Association	33,827		518,230

Business Services & Equipment (2.4%)
Acxiom Corp.	16,819		358,917
Ariba, Inc. (b) (c)	33,902		264,775
Dexcom, Inc. (b)	11,084		144,203


	Shares or Principal Amount	Value

Business Services & Equipment (continued)
Duratek, Inc. (b) (c)	27,747	$	395,950
Per-Se Technologies, Inc. (b) (c)	1,600		35,568

			1,199,413

Chemicals (1.5%)
Huntsman Corp. (b)	24,042		477,955
UAP Holding Corp.	15,210		290,511

			768,466

Coal (1.2%)
Alpha Natural Resources (b)	3,127		74,266
Arch Coal, Inc. (c)	2,644		203,773
Natural Resources Partners	6,503		330,743

			608,782

Communication Equipment (0.8%)
Polycom, Inc. (b)	25,699		393,195

Computer Software & Services (7.4%)
Actuate Corp. (b)	123,808		352,853
Compuware Corp. (b)	22,738		183,950
eResearch Technology, Inc. (b) (c)	2,000		28,660
Extreme Networks, Inc. (b)	82,801		399,929
Kanbay International ,Inc. (b)	18,944		276,204
Mentor Graphics Corp. (b)	43,504		359,778
Mercury Interactive Corp. (b) (c)	7,011		243,913
Motive, Inc. (b) (c)	42,616		155,122
Omicell, Inc. (b) (c)	14,068		149,121
SSA Global Technologies, Inc. (b)	27,497		430,328
TIBCO Software, Inc. (b)	45,120		342,461
WebMethods, Inc. (b) (c)	107,632		749,118

			3,671,437

Construction & Building Materials (2.1%)
Hughes Supply, Inc.	4,039		135,105
Interline Brands, Inc. (b)	11,404		222,720
Technical Olympic USA, Inc. (c)	15,520		328,093
Terex Corp. (b)	6,215		341,638

			1,027,556

Consumer Goods & Services (1.3%)
Maidenform Brands, Inc. (b)	12,628		158,987
Nautilus Group, Inc. (c)	10,489		190,166
Tupperware Corp.	13,301		304,991

			654,144


26		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Copper (0.1%)
Southern Copper Corp. (c)	1,275	$	70,304

Distribution (1.3%)
Bell Microproducts, Inc. (b) (c)	15,613		107,574
Nash Finch Co. (c)	5,427		168,562
Owens & Minor, Inc.	7,828		230,534
Spectrum Brands, Inc. (b)	5,521		114,285

			620,955

Electronics (2.6%)
Aeroflex, Inc. (b)	22,593		204,693
Celestica, Inc. (b)	46,905		448,411
Lipman Electronic Engineering Ltd. (b)	14,900		331,078
LTX Corp. (b)	80,741		277,749
Molecular Devices Corp. (b)	600		13,440

			1,275,371

Energy (0.8%)
Calpine Corp. (b) (c)	15,180		36,128
CMS Energy Corp. (b)	9,683		144,374
Headwaters, Inc. (b) (c)	561		17,862
NRG Energy, Inc. (b) (c)	4,180		179,782

			378,146

Engineering (0.8%)
URS Corp. (b)	9,550		386,107

Entertainment (0.7%)
4Kids Entertainment, Inc. (b) (c)	8,208		140,028
Carmike Cinemas, Inc.	9,509		209,959

			349,987

Financial Services (5.1%)
BankUnited Financial Corp. (c)	12,862		305,087
Calamos Asset Management, Inc.	5,600		136,024
Investors Financial Services Corp. (c)	6,410		244,734
iPayment Holdings, Inc. (b)	4,650		167,214
KKR Financial Corp.	29,095		649,401
Lazard Ltd., Class A (c)	8,838		228,462
MCG Capital Corp. (c)	10,588		174,914
NBC Capital Corp.	9,712		239,498
Waddell & Reed Financial	8,247		158,177
Wilmington Trust Corp.	5,842		221,470

			2,524,981


	Shares or Principal Amount	Value

Food & Related (0.4%)
Lance, Inc. (c)	12,188	$	213,656

Gaming & Leisure (0.4%)
Boyd Gaming Corp.	4,881		201,341

Healthcare (1.3%)
Covance, Inc. (b)	3,552		172,805
Digene Corp. (b) (c)	2,500		75,500
Hythiam, Inc. (b)	10,387		58,167
PSS World Medical, Inc. (b) (c)	12,467		173,665
Sierra Health Services, Inc. (b) (c)	270		20,250
Symbion, Inc. (b)	3,000		67,890
WebMD Health Corp., Class A (b)	1,700		44,404
Wellcare Health Plans, Inc. (b) (c)	1,000		31,500

			644,181

Hospitals (0.2%)
Amedisys, Inc. (b)	1,805		68,969
Triad Hospitals, Inc. (b)	695		28,585

			97,554

Insurance (6.3%)
Aspen Insurance Holdings Ltd.	20,300		491,057
EMC Insurance Group, Inc.	17,404		321,974
Endurance Specialty Holdings Ltd.	7,850		260,306
KMG America Corp. (b)	5,000		43,000
PartnerRe Ltd.	3,094		197,150
Phoenix Companies, Inc. (The) (c)	21,324		276,146
Platinum Underwriter Holdings Ltd. (c)	20,787		592,221
PMI Group, Inc. (The) (c)	9,870		393,616
U.S.I. Holdings Corp. (b) (c)	40,647		534,508

			3,109,978

Internet (3.2%)
Interwoven, Inc. (b) (c)	77,889		732,157
Matrix One, Inc. (b) (c)	72,832		367,073
RADWARE Ltd. (b)	25,389		467,411

			1,566,641

Machinery (2.6%)
Advanced Energy Industries, Inc. (b)	22,912		246,304
Blount International, Inc. (b)	11,989		190,146
Gorman-Rupp Co.	14,988		349,220


2005 Annual Report		27

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Machinery (continued)
Pentair, Inc. (c)	9,765	$	317,265
Regal-Beloit Corp.	5,659		180,126

			1,283,061

Manufacturing (1.8%)
Actuant Corp. (c)	6,485		315,820
Fleetwood Enterprises, Inc. (b) (c)	15,424		170,435
Grant Prideco, Inc. (b)	6,819		265,191
Packaging Corporation of America	6,207		125,940

			877,386

Medical (3.1%)
Adolor Corp. (b)	17,332		183,719
Advanced Medical Optics, Inc. (b)	1,595		56,910
Atricure, Inc. (b)	7,000		84,980
Cutera, Inc. (b) (c)	4,995		136,863
Immucor, Inc. (b)	15,706		407,099
Keryx Biopharmaceuticals, Inc. (b) (c)	4,900		70,805
LHC Group, Inc. (b)	17,687		286,529
Momenta Pharmaceuticals, Inc. (b)	5,498		118,372
Nektar Therapeutic (b)	1,481		22,304
Neurometrix, Inc. (b) (c)	2,200		81,906
Vnus Medical Technologies (b) (c)	8,725		89,257

			1,538,744

Oil & Gas (8.4%)
Airgas, Inc.	17,636		498,570
Alon USA Energy, Inc. (b)	8,412		164,034
Bronco Drilling Co., Inc. (b)	8,033		194,720
Carrizo Oil & Gas (b) (c)	4,930		127,884
CNX Gas Corp. (b)	11,000		228,250
Denbury Resources, Inc. (b)	4,440		193,717
Dresser-Rand Group, Inc. (b)	2,395		51,972
Energy Partners Ltd. (b) (c)	3,347		84,913
Enterprise GP Holdings LP	7,676		274,801
FMC Technologies, Inc. (b)	470		17,136
Global Industries Ltd. (b)	880		11,185
Grey Wolf, Inc. (b)	24,850		190,848
Hercules Offshore, Inc. (b)	24,460		532,493
Hydril Co. (b)	250		16,585
National-Oilwell, Inc. (b)	2,685		167,732
Noble Energy, Inc.	478		19,144
Parallel Petroleum (b)	12,262		162,226


	Shares or Principal Amount	Value

Oil & Gas (continued)
Rossetta Resources, Inc. (b)	1,637	$	30,285
Rowan Cos., Inc.	5,018		165,544
Swift Energy Co. (b) (c)	2,960		129,234
Ultra Petroleum Corp. (b) (c)	3,315		174,004
Warren Resources, Inc. (b) (c)	18,241		282,188
Willbros Group, Inc. (b) (c)	7,850		122,539
Williams Scotsman International, Inc. (b)	18,682		284,901

			4,124,905

Paper & Related Products (1.5%)
Bowater, Inc. (c)	4,303		114,030
Ennis, Inc. (c)	21,994		376,097
Smurfit-Stone Container Corp. (b)	23,894		252,321

			742,448

Pharmaceuticals (3.4%)
Acadia Pharmaceuticals, Inc. (b)	29,143		306,002
Alnylam Pharmaceuticals, Inc. (b)	22,373		215,005
Human Genome Sciences, Inc. (b) (c)	5,000		41,750
MGI Pharma, Inc. (b) (c)	2,867		53,785
NBTY, Inc. (b)	14,836		296,868
Nitromed, Inc. (b) (c)	2,773		45,117
NPS Pharmaceuticals, Inc. (b)	5,000		49,300
Nuvelo, Inc. (b) (c)	40,053		336,445
OSI Pharmaceuticals, Inc. (b) (c)	980		22,834
Panacos Pharmaceuticals, Inc. (b)	33,487		264,547
Perrigo Co.	4,300		57,491

			1,689,144

Radio (0.8%)
Radio One, Inc., Class D (b)	16,537		195,136
Westwood One, Inc.	9,771		180,764

			375,900

Real Estate Investment Trusts (5.6%)
American Financial Realty Trust	20,080		247,185
Deerfield Triarc Capital Corp. (b)	28,831		373,938
Global Signal, Inc. (c)	7,796		323,144
Home Properties, Inc.	6,774		263,170
Hospitality Properties Trust	7,245		287,627
Lexington Corporate Properties Trust	12,776		278,261


28		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Real Estate Investment Trusts (continued)
Liberty Property Trust, Inc.	3,309	$	137,952
Strategic Hotel Capital, Inc.	3,786		64,324
United Dominion Realty Trust, Inc.	17,449		386,146
Universal Health Realty Income Trust	6,469		210,566
Washington Real Estate Investment Trust	7,348		219,338

			2,791,651

Restaurants (2.4%)
Lone Star Steakhouse & Saloon, Inc.	19,338		499,114
Ruby Tuesday, Inc. (c)	31,175		683,044

			1,182,158

Retail (3.4%)
1-800-FLOWERS.COM, Inc. (b)	52,189		354,363
AC Moore Arts & Crafts, Inc. (b) (c)	15,321		210,817
Dollar Tree Stores, Inc. (b)	8,126		175,197
DSW, Inc., Class A (b)	8,967		186,693
Linens ‘n Things, Inc. (b)	14,097		354,399
PETCO Animal Supplies, Inc. (b)	6,243		118,679
The Pantry, Inc. (b)	6,947		268,779

			1,668,927

Semiconductors (2.6%)
Integrated Device Technology, Inc. (b) (c)	73,473		725,913
Mattson Technology, Inc. (b) (c)	16,979		133,964
Novellus Systems, Inc. (b)	3,429		74,958
Semtech Corp. (b) (c)	24,537		370,018

			1,304,853

Services (2.2%)
Gevity HR, Inc. (c)	31,014		798,301
ServiceMaster Co.	22,597		284,270

			1,082,571

Steel (0.7%)
AK Steel Holding Corp. (b) (c)	18,013		125,911
L.B. Foster Co. (b)	700		9,030
NS Group, Inc. (b)	2,405		83,237
Steel Dynamics, Inc. (c)	4,389		135,927

			354,105


	Shares or Principal Amount	Value

Telecommunications (4.5%)
Arris Group, Inc. (b)	17,388	$	143,799
Cincinnati Bell, Inc. (b) (c)	27,743		109,862
Consolidated Communications	46,545		617,187
Holdings, Inc.
Lightbridge, Inc. (b)	74,554		603,887
Tekelec (b) (c)	28,098		385,505
Valor Communications Group	29,932		381,034

			2,241,274

Tire & Rubber (0.1%)
Cooper Tire & Rubber Co.	4,082		55,760

Transportation (3.6%)
Arlington Tankers Ltd. (c)	3,843		85,584
Eagle Bulk Shipping, Inc.	3,070		45,497
Fairpoint Communications, Inc.	32,430		443,317
Genco Shipping & Trading Ltd. (b)	9,260		152,142
Greenbrier Cos., Inc. (The) (c)	6,446		177,587
Hornbeck Offshore Services, Inc. (b)	1,560		50,248
RailAmerica, Inc. (b) (c)	23,826		282,338
Rush Enterprises, Inc., Class A (b)	16,009		241,096
Seaspan Corp. (b)	2,970		55,717
StealthGas, Inc. (b)	19,220		251,397

			1,784,923

Utilities (0.1%)
Great Plains Energy, Inc. (c)	2,275		65,315

Waste Management (0.7%)
Allied Waste Industries, Inc. (b) (c)	14,301		116,410
WCA Waste Corp. (b)	25,713		228,846

			345,256


Total Common Stocks			47,871,050


2005 Annual Report		29

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Fund (Continued)

Cash Equivalents (1.9%)


	Shares or Principal Amount		Value

Investments in repurchase agreements (collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $962,814)	$	962,709		$962,709


Total Cash Equivalents				962,709

Short-Term Securities Held as Collateral for Securities

Lending (19.3%)


	Shares or Principal Amount		Value

Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	9,567,168	$	9,567,168


Total Short-Term Securities Held as Collateral for Securities Lending				9,567,168


Total Investments (Cost $57,947,745) (a) — 117.8%				58,400,927

Liabilities in excess of other assets — (17.8)%				(8,820,849	)


NET ASSETS — 100.0%			$	49,580,078

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Non-income producing securities.

(c)

All or part of the security was on loan as of October 31, 2005.

See notes to financial statements.


30		Annual Report 2005

Statements of Assets and Liabilities

October 31, 2005


	Gartmore Large Cap Value Fund		Gartmore Mid Cap Growth Fund		Gartmore Small Cap Fund
Assets:
Investments, at value (cost $32,171,230; $3,842,119; and $56,985,036; respectively)	$	37,076,468	$	4,499,590	$	57,438,218
Repurchase agreements, at cost and value		396,964		388,870		962,709

Total Investments		37,473,432		4,888,460		58,400,927

Cash		—		—		—
Interest and dividends receivable		47,071		1,957		53,023
Receivable for capital shares issued		54,058		2,707		1,613,896
Receivable for investments sold		—		106,098		1,849,790
Prepaid expenses and other assets		10,578		25,009		10,402

Total Assets		37,585,139		5,024,231		61,928,038


Liabilities:
Payable to adviser		—		14,345		9,831
Payable for investments purchased		—		391,440		2,648,971
Payable for capital shares redeemed		49,980		—		53,264
Payable for return of collateral received for securities on loan		3,026,092		—		9,567,168
Accrued expenses and other payables
Investment advisory fees		21,647		2,879		36,520
Fund administration and transfer agent fees		2,963		916		5,723
Distribution fees		11,136		691		13,642
Administrative servicing fees		4,141		28		5,921
Trustee fees		82		11		87
Other		5,016		731		6,833

Total Liabilities		3,121,057		411,041		12,347,960

Net Assets	$	34,464,082	$	4,613,190	$	49,580,078


Represented by:
Capital	$	28,146,007	$	3,689,697	$	41,910,348
Accumulated net investment income (loss)		30,211		—		—
Accumulated net realized gains (losses) on investment transactions		1,382,626		266,022		7,216,548
Net unrealized appreciation (depreciation) on investments		4,905,238		657,471		453,182

Net Assets	$	34,464,082	$	4,613,190	$	49,580,078

See notes to financial statements.


2005 Annual Report		31

Statements of Assets and Liabilities (Continued)

October 31, 2005


	Gartmore Large Cap Value Fund			Gartmore Mid Cap Growth Fund			Gartmore Small Cap Fund
Net Assets:
Class A Shares	$	28,231,989		$	1,677,868		$	40,538,644
Class B Shares		1,342,270			173,088			2,301,611
Class C Shares		4,888,490			230,385			5,468,216
Class R Shares		1,333			1,274			151,959
Institutional Service Class Shares		—			—			22
Institutional Class Shares		—			2,530,575			1,119,626

Total	$	34,464,082		$	4,613,190		$	49,580,078


Shares outstanding (unlimited number of shares authorized)
Class A Shares		2,147,766			107,874			2,218,176
Class B Shares		103,562			11,290			131,921
Class C Shares		378,611			15,028			312,828
Class R Shares		103			82			8,619
Institutional Service Class Shares		—			—			1
Institutional Class Shares		—			161,495			60,346

Total		2,630,042			295,769			2,731,891


Net asset value and redemption price per share:
Class A Shares	$	13.14		$	15.55		$	18.28
Class B Shares (a)	$	12.96		$	15.33		$	17.45
Class C Shares (b)	$	12.91		$	15.33		$	17.48
Class R Shares	$	12.97	(c)	$	15.51	(c)	$	17.63
Institutional Service Class Shares	$	—		$	—		$	18.52	(c)
Institutional Class Shares	$	—		$	15.67		$	18.55

Maximum offering price per share (100%/(100%-maximum sales charge) of net asset value adjusted to the nearest cent):
Class A Shares	$	13.94		$	16.50		$	19.40

Maximum Sales Charge — Class A Shares		5.75	%		5.75	%		5.75	%

(a)	For Class B shares, the redemption price per share varies by the length of time shares are held.

(b)	For Class C Shares, the redemption price per share is reduced by 1.00% for shares held less than one year.

(c)	Due to rounding, Net Assets divided by Shares Outstanding does not equal the NAV.

See notes to financial statements.


32		Annual Report 2005

Statements of Operations

For the Year Ended October 31, 2005


	Gartmore Large Cap Value Fund			Gartmore Mid Cap Growth Fund			Gartmore Small Cap Fund
INVESTMENT INCOME:
Interest income	$	9,089		$	5,550		$	18,898
Dividend income (net of foreign withholding tax of $0; $0; and $72; respectively)		795,162			16,349			386,700
Income from securities lending		2,319			—			30,056

Total Income		806,570			21,899			435,654


Expenses:
Investment advisory fees		240,514			30,209			301,067
Fund administration and transfer agent fees		42,524			8,528			42,812
Distribution fees Class A		69,441			4,021			68,947
Distribution fees Class B		12,182			1,712			17,723
Distribution fees Class C		30,725			2,561			12,025
Distribution fees Class R		4			4			396
Administrative servicing fees Class A		37,458			289			35,567
Administrative servicing fees Institutional Service Class		—			—			15
Registration and filing fees		42,572			39,960			45,536
Trustee fees		1,278			149			1,251
Other		20,791			3,807			21,883

Total expenses before reimbursed expenses		497,489			91,240			547,222
Earnings credit (note 5)		(554	)		(72	)		(1,897	)
Expenses reimbursed		(8,421	)		(36,261	)		(3,826	)

Total Expenses		488,514			54,907			541,499

Net Investment Income (Loss)		318,056			(33,008	)		(105,845	)


REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS:
Net realized gains (losses) on investment transactions		2,593,142			289,653			7,924,590
Net change in unrealized appreciation/depreciation on investments		630,826			257,619			(99,177	)

Net realized/unrealized gains (losses) on investments		3,223,968			547,272			7,825,413

CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	3,542,024		$	514,264		$	7,719,568

See notes to financial statements.


2005 Annual Report		33

Statements of Changes in Net Assets

October 31, 2005


	Gartmore Large Cap Value Fund						Gartmore Mid Cap Growth Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	318,056		$	233,483		$	(33,008	)	$	(29,413	)
Net realized gains (losses) on investment and futures transactions		2,593,142			2,132,903			289,653			165,111
Net change in unrealized appreciation/depreciation on investment and futures transactions		630,826			1,107,554			257,619			39,576

Change in net assets resulting from operations		3,542,024			3,473,940			514,264			175,274


Distributions to Class A Shareholders from:
Net investment income		(292,757	)		(220,622	)		—			—
Net realized gains on investments		—			—			(71,449	)		(32,733	)

Distributions to Class B Shareholders from:
Net investment income		(5,475	)		(2,646	)		—			—
Net realized gains on investments		—			—			(7,217	)		(3,048	)

Distributions to Class C Shareholders from:
Net investment income		(15,770	)		(1,900	)		—			—
Net realized gains on investments		—			—			(10,728	)		(10,833	)

Distributions to Class R Shareholders from:
Net investment income		(15	)		(8	)		—			—
Net realized gains on investments		—			—			(54	)		(28	)

Distributions to Institutional Class Shareholders from:
Net realized gains on investments		—			—			(75,664	)		(36,735	)

Change in net assets from shareholder distributions		(314,017	)		(225,176	)		(165,112	)		(83,377	)

Change in net assets from capital transactions		4,663,284			(2,476,365	)		869,394			1,376,384

Change in net assets		7,891,291			772,399			1,218,546			1,468,281

Net Assets:
Beginning of period		26,572,791			25,800,392			3,394,644			1,926,363

End of period	$	34,464,082		$	26,572,791		$	4,613,190		$	3,394,644

Accumulated net investment income (loss)	$	30,211		$	26,172		$	—		$	—

See notes to financial statements.


34		Annual Report 2005

Statements of Changes in Net Assets


	Gartmore Small Cap Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	(105,845	)	$	(232,437	)
Net realized gains (losses) on investment and futures transactions		7,924,590			11,135,777
Net change in unrealized appreciation/depreciation on investment and futures transactions		(99,177	)		(6,692,971	)

Change in net assets resulting from operations		7,719,568			4,210,369


Distributions to Class A Shareholders from:
Net realized gains on investments		(2,870,561	)		(260,898	)

Distributions to Class B Shareholders from:
Net realized gains on investments		(192,097	)		(17,857	)

Distributions to Class C Shareholders from:
Net realized gains on investments		(25,187	)		(1,102	)

Distributions to Class R Shareholders from:
Net realized gains on investments		(138	)		—

Distributions to Institutional Service Class Shareholders from:
Net realized gains on investments		(894	)		(282,808	)

Distributions to Institutional Class Shareholders from:
Net realized gains on investments		(18,313	)		—

Change in net assets from shareholder distributions		(3,107,190	)		(562,665	)

Change in net assets from capital transactions		20,140,520			(20,059,066	)

Change in net assets		24,752,898			(16,411,362	)

Net Assets:
Beginning of period		24,827,180			41,238,542

End of period	$	49,580,078		$	24,827,180

Accumulated net investment income (loss)	$	—		$	—

See notes to financial statements.


2005 Annual Report		35

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Large Cap Value Fund


			Investment Activities					Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	10.96	0.10	(0.98	)	(0.88	)	(0.10	)	—		(0.10	)	$	9.98	(8.07%	)	$	27,824	1.15%		0.96%		1.64%		0.47%		156.09%
Year Ended October 31, 2002	$	9.98	0.08	(0.82	)	(0.74	)	(0.08	)	(0.41	)	(0.49	)	$	8.75	(7.98%	)	$	23,581	1.36%		0.81%		1.48%		0.69%		91.03%
Year Ended October 31, 2003	$	8.75	0.10	1.69		1.79		(0.10	)	—		(0.10	)	$	10.44	20.57%		$	24,800	1.39%		1.06%		1.47%		0.98%		77.28%
Year Ended October 31, 2004	$	10.44	0.10	1.35		1.45		(0.10	)	—		(0.10	)	$	11.79	13.92%		$	24,846	1.39%		0.91%		1.45%		0.84%		58.61%
Year Ended October 31, 2005	$	11.79	0.15	1.34		1.49		(0.14	)	—		(0.14	)	$	13.14	12.63%		$	28,232	1.44%		1.09%		1.47%		1.06%		67.00%

Class B Shares
Year Ended October 31, 2001 (d)	$	10.84	0.02	(0.98	)	(0.96	)	(0.02	)	—		(0.02	)	$	9.86	(8.84%	)	$	528	1.90%		0.21%		3.24%		(1.13%	)	156.09%
Year Ended October 31, 2002	$	9.86	0.01	(0.80	)	(0.79	)	(0.02	)	(0.41	)	(0.43	)	$	8.64	(8.53%	)	$	576	2.02%		0.14%		2.17%		(0.01%	)	91.03%
Year Ended October 31, 2003	$	8.64	0.03	1.67		1.70		(0.04	)	—		(0.04	)	$	10.30	19.80%		$	751	2.00%		0.43%		2.08%		0.35%		77.28%
Year Ended October 31, 2004	$	10.30	0.03	1.33		1.36		(0.03	)	—		(0.03	)	$	11.63	13.25%		$	982	2.00%		0.29%		2.06%		0.22%		58.61%
Year Ended October 31, 2005	$	11.63	0.06	1.33		1.39		(0.06	)	—		(0.06	)	$	12.96	11.97%		$	1,342	2.06%		0.46%		2.08%		0.44%		67.00%

Class C Shares
Period Ended October 31, 2001 (e)	$	11.21	0.02	(1.34	)	(1.32	)	(0.04	)	—		(0.04	)	$	9.85	(11.82%	)(g)	$	58	1.90%	(h)	0.11%	(h)	3.94%	(h)	(1.93%	)(h)	156.09%
Year Ended October 31, 2002	$	9.85	0.01	(0.79	)	(0.78	)	(0.03	)	(0.41	)	(0.44	)	$	8.63	(8.50%	)	$	80	2.03%		0.13%		2.15%		0.01%		91.03%
Year Ended October 31, 2003	$	8.63	0.04	1.66		1.70		(0.05	)	—		(0.05	)	$	10.28	19.77%		$	248	2.00%		0.38%		2.08%		0.30%		77.28%
Year Ended October 31, 2004	$	10.28	0.03	1.33		1.36		(0.04	)	—		(0.04	)	$	11.60	13.25%		$	743	2.00%		0.21%		2.06%		0.14%		58.61%
Year Ended October 31, 2005	$	11.60	0.06	1.33		1.39		(0.08	)	—		(0.08	)	$	12.91	11.98%		$	4,888	2.06%		0.34%		2.07%		0.34%		67.00%

Class R Shares
Period Ended October 31, 2003 (f)	$	9.92	—	0.39		0.39		—		—		—		$	10.31	3.93%	(g)	$	1	1.60%	(h)	0.48%	(h)	2.06%	(h)	0.02%	(h)	77.28%
Year Ended October 31, 2004	$	10.31	0.08	1.33		1.41		(0.08	)	—		(0.08	)	$	11.64	13.71%		$	1	1.54%		0.75%		1.86%		0.42%		58.61%
Year Ended October 31, 2005	$	11.64	0.15	1.33		1.48		(0.15	)	—		(0.15	)	$	12.97	12.73%		$	1	1.33%		1.18%		1.38%		1.12%		67.00%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	Net investment income (loss) is based on average shares outstanding during the period.

(e)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.

(f)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.

(g)	Not annualized.

(h)	Annualized.

See notes to financial statements.


36		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Mid Cap Growth Fund


			Investment Activities				Distributions								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments	Total from Investment Activities	Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Period Ended October 31, 2003 (d) (e)	$	9.88	(0.08	)	4.04	3.96	—		—		$	13.84	40.08%	(i)	$	522	1.40%	(j)	(1.02%	)(j)	7.09%	(j)	(6.71%	)(j)	74.46%
Year Ended October 31, 2004	$	13.84	(0.13	)	0.87	0.74	(0.37	)	(0.37	)	$	14.21	5.44%		$	1,463	1.40%		(0.98%	)	2.51%		(2.08%	)	94.56%
Year Ended October 31, 2005	$	14.21	(0.13	)	2.16	2.03	(0.69	)	(0.69	)	$	15.55	14.42%		$	1,678	1.42%		(0.87%	)	2.38%		(1.84%	)	68.86%

Class B Shares
Period Ended October 31, 2003 (e) (f)	$	13.17	(0.05	)	0.72	0.67	—		—		$	13.84	5.09%	(i)	$	18	2.15%	(j)	(1.82%	)(j)	7.76%	(j)	(7.43%	)(j)	74.46%
Year Ended October 31, 2004	$	13.84	(0.20	)	0.84	0.64	(0.37	)	(0.37	)	$	14.11	4.70%		$	153	2.15%		(1.74%	)	3.27%		(2.86%	)	94.56%
Year Ended October 31, 2005	$	14.11	(0.24	)	2.15	1.91	(0.69	)	(0.69	)	$	15.33	13.65%		$	173	2.15%		(1.61%	)	3.11%		(2.56%	)	68.86%

Class C Shares
Period Ended October 31, 2003 (f)	$	13.17	(0.05	)	0.72	0.67	—		—		$	13.84	5.09%	(i)	$	1	2.15%	(j)	(1.87%	)(j)	7.55%	(j)	(7.27%	)(j)	74.46%
Year Ended October 31, 2004	$	13.84	(0.23	)	0.87	0.64	(0.37	)	(0.37	)	$	14.11	4.70%		$	224	2.15%		(1.72%	)	3.17%		(2.74%	)	94.56%
Year Ended October 31, 2005	$	14.11	(0.27	)	2.18	1.91	(0.69	)	(0.69	)	$	15.33	13.65%		$	230	2.15%		(1.60%	)	3.18%		(2.64%	)	68.86%

Class R Shares
Period Ended October 31, 2003 (g)	$	13.08	(0.01	)	0.79	0.78	—		—		$	13.86	5.96%	(i)	$	1	1.75%	(j)	(1.54%	)(j)	7.41%	(j)	(7.20%	)(j)	74.46%
Year Ended October 31, 2004	$	13.86	(0.17	)	0.86	0.69	(0.37	)	(0.37	)	$	14.18	5.06%		$	1	1.66%		(1.27%	)	2.63%		(2.24%	)	94.56%
Year Ended October 31, 2005	$	14.18	(0.15	)	2.17	2.02	(0.69	)	(0.69	)	$	15.51	14.38%		$	1	1.49%		(0.97%	)	2.53%		(2.00%	)	68.86%

Institutional Class Shares
Period Ended October 31, 2002 (h)	$	10.00	(0.01	)	0.27	0.26	—		—		$	10.26	2.60%	(i)	$	1,026	1.15%	(j)	(0.69%	)(j)	20.62%	(j)	(20.16%	)(j)	3.74%
Year Ended October 31, 2003	$	10.26	(0.09	)	3.69	3.60	—		—		$	13.86	35.09%		$	1,384	1.15%		(0.76%	)	5.96%		(5.56%	)	74.46%
Year Ended October 31, 2004	$	13.86	(0.10	)	0.88	0.78	(0.37	)	(0.37	)	$	14.27	5.73%		$	1,553	1.15%		(0.72%	)	2.26%		(1.83%	)	94.56%
Year Ended October 31, 2005	$	14.27	(0.07	)	2.16	2.09	(0.69	)	(0.69	)	$	15.67	14.79%		$	2,531	1.15%		(0.61%	)	1.98%		(1.43%	)	68.86%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from March 5, 2003 (commencement of operations) through October 31, 2003.

(e)	Net investment income (loss) is based on average shares outstanding during the period.

(f)	For the period from August 21, 2003 (commencement of operations) through October 31, 2003.

(g)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.

(h)	For the period from October 1, 2002 (commencement of operations) through October 31, 2002.

(i)	Not annualized.

(j)	Annualized.

See notes to financial statements.


2005 Annual Report		37

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Small Cap Fund


			Investment Activities							Distributions								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Redemption Fees	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)			Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	13.12	(0.02	)	—	(1.23	)	(1.25	)	(1.08	)	(1.08	)	$	10.79	(10.09%	)	$	21,190		1.35%		(0.17%	)	2.00%		(0.82%	)	119.03%
Year Ended October 31, 2002	$	10.79	(0.02	)	—	(1.16	)	(1.18	)	—		—		$	9.61	(10.94%	)	$	20,290		1.51%		(0.24%	)	1.72%		(0.45%	)	111.00%
Year Ended October 31, 2003	$	9.61	(0.05	)	—	4.12		4.07		—		—		$	13.68	42.35%		$	21,198		1.59%		(0.37%	)	1.70%		(0.48%	)	100.05%
Year Ended October 31, 2004	$	13.68	(0.09	)	0.05	2.12		2.08		(0.17	)	(0.17	)	$	15.59	15.33%		$	23,023		1.59%		(0.55%	)		(j)		(j)	341.57%
Year Ended October 31, 2005	$	15.59	(0.03	)	—	4.65		4.62		(1.93	)	(1.93	)	$	18.28	31.51%		$	40,539		1.67%		(0.27%	)	1.69%		(0.28%	)	292.46%

Class B Shares
Year Ended October 31, 2001	$	13.02	(0.09	)	—	(1.24	)	(1.33	)	(1.08	)	(1.08	)	$	10.61	(10.84%	)	$	854		2.10%		(0.93%	)	3.74%		(2.57%	)	119.03%
Year Ended October 31, 2002	$	10.61	(0.09	)	—	(1.13	)	(1.22	)	—		—		$	9.39	(11.50%	)	$	950		2.17%		(0.89%	)	2.41%		(1.13%	)	111.00%
Year Ended October 31, 2003	$	9.39	(0.10	)	—	4.00		3.90		—		—		$	13.29	41.53%		$	1,368		2.20%		(1.00%	)	2.30%		(1.10%	)	100.05%
Year Ended October 31, 2004	$	13.29	(0.17	)	0.05	2.04		1.92		(0.17	)	(0.17	)	$	15.04	14.57%		$	1,496		2.20%		(1.16%	)		(j)		(j)	341.57%
Year Ended October 31, 2005	$	15.04	(0.12	)	—	4.46		4.34		(1.93	)	(1.93	)	$	17.45	30.72%		$	2,302		2.29%		(0.88%	)	2.32%		(0.90%	)	292.46%

Class C Shares
Period Ended October 31, 2001 (d)	$	11.33	(0.04	)	—	(0.66	)	(0.70	)	—		—		$	10.63	(6.18%	)(g)	$	20		2.10%	(h)	(1.26%	)(h)	5.62%	(h)	(4.78%	)(h)	119.03%
Year Ended October 31, 2002	$	10.63	(0.09	)	—	(1.13	)	(1.22	)	—		—		$	9.41	(11.48%	)	$	28		2.17%		(0.90%	)	2.47%		(1.20%	)	111.00%
Year Ended October 31, 2003	$	9.41	(0.09	)	—	3.99		3.90		—		—		$	13.31	41.45%		$	89		2.20%		(1.04%	)	2.31%		(1.15%	)	100.05%
Year Ended October 31, 2004	$	13.31	(0.13	)	0.05	2.01		1.93		(0.17	)	(0.17	)	$	15.07	14.62%		$	180		2.20%		(1.16%	)		(j)		(j)	341.57%
Year Ended October 31, 2005 (i)	$	15.07	(0.17	)	—	4.51		4.34		(1.93	)	(1.93	)	$	17.48	30.67%		$	5,468		2.33%		(1.00%	)	2.33%		(1.00%	)	292.46%

Class R Shares
Period Ended October 31, 2004 (e)	$	14.03	(0.09	)	0.05	1.11		1.07		—		—		$	15.10	7.63%	(g)	$	1		1.73%	(h)	(0.63%	)(h)		(j)		(j)	341.57%
Year Ended October 31, 2005	$	15.10	(0.03	)	—	4.49		4.46		(1.93	)	(1.93	)	$	17.63	31.47%		$	152		1.74%		(0.25%	)	1.74%		(0.25%	)	292.46%

Institutional Service Class Shares
Year Ended October 31, 2001	$	13.15	—		—	(1.23	)	(1.23	)	(1.08	)	(1.08	)	$	10.84	(9.90%	)	$	4,485		1.20%		(0.04%	)	1.79%		(0.63%	)	119.03%
Year Ended October 31, 2002	$	10.84	(0.01	)	—	(1.16	)	(1.17	)	—		—		$	9.67	(10.79%	)	$	5,856		1.38%		(0.11%	)	1.57%		(0.30%	)	111.00%
Year Ended October 31, 2003	$	9.67	(0.02	)	—	4.14		4.12		—		—		$	13.79	42.61%		$	18,584		1.45%		(0.35%	)	1.54%		(0.44%	)	100.05%
Year Ended October 31, 2004 (i)	$	13.79	(0.06	)	0.05	2.11		2.10		(0.17	)	(0.17	)	$	15.72	15.43%		$	7		1.45%		(0.39%	)		(j)		(j)	341.57%
Year Ended October 31, 2005	$	15.72	0.11		—	4.62		4.73		(1.93	)	(1.93	)	$	18.52	31.91%		$	—	(k)	1.49%		0.76%		1.58%		0.68%		292.46%

Institutional Class Shares
Period Ended October 31, 2004 (f)	$	15.64	(0.01	)	0.05	0.07		0.11		—		—		$	15.75	0.70%	(g)	$	120		1.20%	(h)	(0.22%	)(h)		(j)		(j)	341.57%
Year Ended October 31, 2005	$	15.75	0.01		—	4.72		4.73		(1.93	)	(1.93	)	$	18.55	31.93%		$	1,120		1.32%		0.12%		1.32%		0.12%		292.46%


(a) Excludes sales charge.		(g) Not annualized.
(b) During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.		(h)Annualized. (i) Net investment income (loss) is based on average shares outstanding during the period. (j) There were no fee reductions during the period. (k) The amount is less than $1,000.
(c) Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.
(d) For the period from March 1, 2001 (commencement of operations) through October 31, 2001.
(e) For the period from December 30, 2003 (commencement of operations) through October 31, 2004.
(f) For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

See notes to financial statements.


38		Annual Report 2005


Gartmore Bond Fund

For the annual period ended Oct. 31, 2005, the Gartmore Bond Fund (Class A at NAV) returned 1.87% versus 0.80% for its benchmark, the Lehman Brothers Government/Credit Bond Index. For broader comparison, the average return for the Fund’s Lipper peer category of Corporate Debt Funds A Rated was 0.98%.

The Federal Reserve Board continued to raise the federal funds rate during the past year, moving from 1.75% to 3.75%, as of Oct. 31, 2005. The Treasury yield curve flattened dramatically as compared to that of the previous year. During the past year, the two-year Treasury rose in yield by 179 basis points, while the 30-year Treasury fell in yield by 8 basis points.

Early in the reporting period, the Fund reduced its holdings in the intermediate part of the Treasury yield curve. The reduction of intermediate holdings aided Fund performance. As the Treasury yield curve flattens, intermediate bonds underperform. Toward the end of the reporting period, General Motors Acceptance Corp. bonds increased in value due to General Motors’ announcement that it planned to sell off a majority stake in the unit to regain investment-grade ratings. An overweight in General Motors Acceptance Corp. bonds relative to the benchmark Index added to Fund performance. The duration of the Fund was modestly shorter than that of the benchmark, which also aided Fund performance.

During the coming months, we will begin to evaluate moving back into intermediate bonds, because this typically is the time for the yield curve to begin to steepen once the Fed finishes raising interest rates. The Fund will remain adequately diversified to mitigate exposure to credit-specific risk.

We expect investment-grade corporate bonds to remain somewhat more volatile with the dislocation caused by U.S. automaker difficulties and leveraged buyout fears. We will carefully monitor the Fund’s corporate holdings and reduce those that we believe may be at risk of underperforming relative to the benchmark.

Portfolio Managers:

Gary S. Davis, CFA and Mabel C. Brown


2005 Annual Report		39


Fund Performance		Gartmore Bond Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	10 Yr.
Class A¹	w/o SC²	1.87%	6.82%	5.72%
	w/SC³	-3.01%	5.78%	5.21%
Class B⁴	w/o SC²	1.18%	6.17%	5.24%
	w/SC⁵	-3.70%	5.85%	5.24%
Class C⁶	w/o SC²	1.18%	6.13%	5.45%
	w/SC⁷	0.20%	6.13%	5.45%
Class D⁸	w/o SC²	2.15%	7.09%	5.93%
	w/SC⁹	-2.45%	6.12%	5.44%
Class R^1,10		1.81%	6.87%	5.82%
Class X¹	w/o SC²	1.44%	6.26%	5.29%
	w/SC⁵	-3.45%	5.94%	5.29%
Class Y¹	w/o SC²	1.44%	6.23%	5.50%
	w/SC⁷	0.46%	6.23%	5.50%
Institutional Class^1,10		2.30%	7.11%	5.93%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

These returns through May 11, 1998 include performance of the Fund’s predecessor fund, and, for periods from May 11, 1998 to the creation of the class, include the performance of the Fund’s Class D shares. These returns were achieved prior to the creation of Class A and Class X shares (5/11/98), Class Y shares (3/1/01), Class R shares (10/1/03), and Institutional Class shares (6/29/04) . Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class A, Class R, Class X Class Y and Institutional Class shares would have produced during those periods because all classes of the Fund’s shares invest in the same portfolio of securities. The performance for these classes has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes. If these other fees were reflected, the performance for each of these classes of shares would have been lower.

²	These returns do not reflect the effects of sales charges (SC).

³	A 4.75% front-end sales charge was deducted.

⁴

These returns through May 11, 1998 include performance of the Fund’s predecessor fund, and for the period from May 11, 1998 to the creation of the Fund’s Class B shares on September 4, 2003, include the performance of the Fund’s Class X shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class B shares would have produced during those periods because all classes of the Fund’s shares invest in the same portfolio of securities. The performance for these classes has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes. If these other fees were reflected, the performance for the Class B shares would have been lower.

⁵	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁶

These returns through May 11, 1998 include performance of the Fund’s predecessor fund, for the period from May 11, 1998 to March 1, 2001 include the performance of the Fund’s Class D shares and for the period from March 1, 2001 to the creation of the Fund’s Class C shares on September 4, 2003, include the performance of the Fund’s Class Y shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class C shares would have produced during those periods because all classes of the Fund’s shares invest in the same portfolio of securities. The performance for these classes has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes. If these other fees were reflected, the performance for Class C shares would have been lower.

⁷	A CDSC of 1.00% was deducted from the one year return because it is charged when you sell Class C shares within the first year after purchase.

⁸	These returns through May 11, 1998 include the performance of the fund’s predecessor fund.

⁹	A 4.50% front-end sales charge was deducted.

¹⁰	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class D shares of the Gartmore Bond Fund, the Lehman Brothers Government/Credit Bond Index (LBG/CBI)(a), and the Consumer Price Index (CPI)(b) over a 10-year period ended 10/31/05. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The LBG/CBI is an unmanaged index of government and corporate bonds-gives a broad look at how the prices of U.S. government and corporate bonds have performed.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


40		Annual Report 2005

Shareholder

Expense Example

Gartmore Bond Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Bond Fund			Beginning Account Value, May 1, 2005		Ending Account Value, October 31, 2005		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,004.10	$	5.61	1.11%
	Hypothetical	¹	$	1,000.00	$	1,019.40	$	5.67	1.11%
Class B	Actual		$	1,000.00	$	1,000.70	$	8.98	1.78%
	Hypothetical	¹	$	1,000.00	$	1,016.03	$	9.09	1.78%
Class C	Actual		$	1,000.00	$	1,000.70	$	8.93	1.77%
	Hypothetical	¹	$	1,000.00	$	1,016.08	$	9.03	1.77%
Class D	Actual		$	1,000.00	$	1,006.50	$	4.20	0.83%
	Hypothetical	¹	$	1,000.00	$	1,020.82	$	4.24	0.83%
Class R	Actual		$	1,000.00	$	1,004.80	$	5.76	1.14%
	Hypothetical	¹	$	1,000.00	$	1,019.25	$	5.82	1.14%
Class X	Actual		$	1,000.00	$	1,002.50	$	8.23	1.63%
	Hypothetical	¹	$	1,000.00	$	1,016.78	$	8.32	1.63%
Class Y	Actual		$	1,000.00	$	1,002.50	$	8.23	1.63%
	Hypothetical	¹	$	1,000.00	$	1,016.78	$	8.32	1.63%
Institutional Class	Actual		$	1,000.00	$	1,006.80	$	3.89	0.77%
	Hypothetical	¹	$	1,000.00	$	1,021.12	$	3.93	0.77%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


2005 Annual Report		41


Portfolio Summary		Gartmore Bond Fund

October 31, 2005


Asset Allocation
Corporate Bonds		46.4%
U.S. Government Sponsored & Agency Obligations		24.6%
Commercial Paper		14.2%
Commercial Mortgage Backed Securities		8.0%
Asset Backed Securities		5.6%
Principal Only Bond		1.0%
Yankee Bond		0.9%
Taxable Municipal Bonds		0.5%
Other Investments*		1.4%
Liabilities in excess of Other Assets**		-2.6%

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Federal National Mortgage Association		8.2%
U.S. Treasury Bonds		8.0%
Financial / Miscellaneous		7.3%
Commercial Services		7.2%
U.S. Treasury Notes		4.9%
Utilities		3.4%
Airlines		3.4%
Federal Home Loan Mortgage Corporation		3.2%
Oil & Gas		3.0%
Paper & Forest Products		2.7%
Other Industries		48.7%

		100.0%


Top Holdings
U.S. Treasury Bonds, 5.50%, 08/15/28		7.0%
Kitty Hawk, 4.05%, 11/01/05		3.4%
U.S. Treasury Notes, 4.25%, 08/15/15		3.3%
Federal Home Loan Mortgage Corporation, 3.50%, 07/01/18		3.2%
Bristol-Myers Squibb PP, 4.01%, 11/03/05		3.0%
American General Finance Corp., 4.01%, 11/07/05		2.9%
Federal National Mortgage Association, 7.30%, 05/25/10		2.8%
Countrywide Home Loans, 4.08%, 11/01/05		2.7%
Becton, Dickinson & Co., 4.03%, 11/01/05		2.2%
Willamette Industries, Inc., 7.35%, 07/01/26		1.8%
Other Holdings		67.7%

		100.0%


42		Annual Report 2005

Statement of Investments

October 31, 2005

Asset Back Securities (5.6%)


	Principal Amount		Value

Ameriquest Mortgage Securities, Inc., 7.14%, 02/25/33	$	1,000,000	$	1,003,106
Chase Funding Mortgage Loan, 6.24%, 01/25/13		1,398,760		1,418,584
Residential Asset Mortgage Products, Inc., 2002-RSI-AI5, 5.91%, 01/25/32		1,180,302		1,179,261
Residential Funding Securities Corp. 2003-RM2-AI3, 4.50%, 05/25/33		1,000,000		964,456
Salomon Smith Barney Recreational Vehicle Trust, 6.30%, 04/15/16		1,000,000		1,012,829
Structured Asset Securities Corp., Series 2004-6XS, Class A6, 4.63%, 03/25/34		1,000,000		968,910


Total Asset Backed Securities				6,547,146


Commercial Mortgage Backed Securities (8.0%)
Banks (0.8%)
ABN Amro Mortgage Corp., Class A23, 5.50%, 06/25/33		1,000,000		994,495

Commercial Services (7.2%)
Commercial Mortgage, Series 2001-J1A, Class B, 6.61%, 02/16/34 (b)		1,000,000		1,062,557
Heller Financial Commercial Mortgage Asset, 6.85%, 05/15/31		2,000,000		2,096,967
JP Morgan Chase Commercial Mortgage Securities, 6.26%, 03/15/33		2,000,000		2,101,191
Merrill Lynch Mortgage Investors, Inc., 7.56%, 09/15/09		1,938,189		2,079,758
Nomura Asset Securities Corp., 6.69%, 03/15/30		1,000,000		1,077,637

				8,418,110


Total Commercial Mortgage Backed Securities				9,412,605

Corporate Bonds (46.4%)


	Principal Amount		Value

Air Freight & Couriers (0.9%)
Federal Express Corp., 7.63%, 01/01/15	$	1,000,000	$	1,064,130

Airlines (3.4%)
America West Airlines, Series A, 6.85%, 07/02/09		339,309		334,868
Continental Airlines, Inc., Class A-2, Series 98-3, 6.32%, 11/01/08		1,000,000		988,599
Southwest Airlines Co., Class A-1, Series 01-1, 5.10%, 05/01/06		787,842		788,212
United Air Lines, Inc., 6.60%, 09/01/13		1,910,000		1,864,078

				3,975,757

Automobiles (1.7%)
Daimlerchrysler, Inc., 7.30%, 01/15/12		1,000,000		1,070,827
Nissan Motor Acceptance, 4.63%, 03/8/10 (b)		1,000,000		972,898

				2,043,725

Banks (0.8%)
Rabobank Cap III, 5.25%, 12/29/49		1,000,000		964,836

Computers (0.6%)
Digital Equipment Corp., 7.75%, 04/01/23		575,000		648,572

Construction & Building Materials (1.4%)
Caterpillar, Inc., 9.38%, 08/15/11		500,000		602,174
Masco Corp., 6.75%, 03/15/06		1,000,000		1,007,528

				1,609,702

Electronics (0.9%)
Texas Instruments, Inc., 6.13%, 02/01/06		1,000,000		1,003,306

Financial Leasing Company (0.4%)
Xtra, Inc., 6.88%, 03/15/06		430,000		432,543


2005 Annual Report		43

Gartmore Bond Fund

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Fund (Continued)

Corporate Bonds (Continued)


	Principal Amount		Value

Financial Miscellaneous (7.3%)
Block Financial Corp., 8.50%, 04/15/07	$	1,000,000	$	1,048,657
Countrywide Financial, 3.50%, 12/19/05		1,000,000		999,008
Ford Motor Credit Co., 7.38%, 02/01/11		500,000		469,599
General Motors Acceptance Corp., 6.75%, 12/01/14		500,000		478,118
International Lease Finance Corp., 5.75%, 10/15/06		1,000,000		1,006,302
John Deere Capital Corp., 4.50%, 08/25/08		1,000,000		989,317
OMX Timber Fin Inv LLC, Class A1, 5.42%, 01/29/20		1,000,000		990,370
Regions Financial Corp., 7.00%, 03/01/11		1,600,000		1,742,241
SLM Corp., 4.21%, 12/15/08		1,000,000		1,000,462

				8,724,074

Food & Related (2.4%)
McCormick & Co., Inc., 6.40%, 02/01/06		1,000,000		1,004,897
Whitman Corp., 7.29%, 09/15/26		1,500,000		1,771,365

				2,776,262

Hotels & Casinos (1.9%)
Harrah’s Operating Co., Inc., 7.88%, 12/15/05		1,200,000		1,204,500
MGM Mirage, Inc., 6.75%, 08/01/07		1,000,000		1,010,000

				2,214,500

Insurance (1.9%)
AMBAC, Inc., 9.38%, 08/01/11		1,000,000		1,196,537
Ohio Casualty Corp., 7.30%, 06/15/14		1,000,000		1,061,523

				2,258,060

Machinery & Capital Goods (1.1%)
Clark Equipment Co., 8.00%, 05/01/23		1,000,000		1,248,707

Medical Equipment & Supplies (2.6%)
Bard (C.R.) Inc., 6.70%, 12/01/26		1,000,000		1,117,493
Baxter Finco BV, 4.75%, 10/15/10		1,000,000		981,963
Guidant Corp., 6.15%, 02/15/06		1,000,000		1,004,630

				3,104,086


	Principal Amount		Value

Mortgage Bankers & Brokers (1.2%)
Enterprise Mortgage Acceptance Co., 6.63%, 01/15/25	$	2,000,000	$	1,364,137

Motor Vehicle Parts & Accessories (2.5%)
Eaton Corp., 8.88%, 06/15/19		1,500,000		1,930,001
Pennzoil-Quaker State, 10.00%, 11/01/08		1,000,000		1,050,000

				2,980,001

Natural Gas (2.6%)
Columbia Energy Group, 6.80%, 11/28/05		2,000,000		2,003,302
ONEOK, Inc., 7.75%, 08/15/06		1,000,000		1,019,701

				3,023,003

Nuclear Energy (0.8%)
USEC, Inc., 6.63%, 01/20/06		1,000,000		992,500

Office Furniture (0.9%)
Herman Miller, Inc., 7.13%, 03/15/11		1,000,000		1,073,835

Oil & Gas (3.0%)
Kinder Morgan, Inc., 6.50%, 09/01/12		1,500,000		1,587,333
Pemex Project Funding Master Trust, 5.75%, 12/15/15 (b)		1,000,000		971,000
Sempra Energy, 6.95%, 12/01/05		1,000,000		1,001,859

				3,560,192

Paper & Forest Products (2.7%)
Temple-Inland, Inc., 7.88%, 05/01/12		1,000,000		1,090,386
Willamette Industries, Inc., 7.35%, 07/01/26		2,000,000		2,108,670

				3,199,056

Security Brokers & Dealers (0.8%)
Nuveen Investments, 5.50%, 09/15/15		1,000,000		971,041

Telecommunications (1.3%)
US West Communications, Inc., 6.88%, 09/15/33		1,750,000		1,548,750

Utilities (3.4%)
Baltimore Gas & Electric, 7.50%, 01/15/07		1,200,000		1,237,417
Interstate P&L Co., 7.25%, 10/01/06		1,000,000		1,022,244


44		Annual Report 2005

Corporate Bonds (continued)


	Principal Amount		Value

Utilities (continued)
Pacific Gas & Electric, 6.05%, 03/01/34	$	750,000	$	753,474
Southwestern Electric Power Co., 7.00%, 09/01/07		1,000,000		1,033,791

				4,046,926


Total Corporate Bonds				54,827,701


Principal Only Bond (1.0%)
U.S. Treasury Strips (1.0%)
4.75%, 08/15/20		2,500,000		1,221,855


Total Principal Only Bond				1,221,855


Taxable Municipal Bonds (0.5%)
Louisiana (0.5%)
Tobacco Settlement Financing Corp., 6.36%, 05/15/25		578,532		582,801


Total Taxable Municipal Bonds				582,801


U.S. Government Sponsored & Agency Obligations (24.6%)
Federal Home Loan Mortgage Corporation (3.2%)
3.50%, 07/01/18, Gold Pool E01443		4,091,869		3,774,178

Federal National Mortgage Association (8.2%)
7.02%, 09/01/07, Pool #323286		1,001,692		1,013,801
7.30%, 05/25/10, Series 00-T5		3,000,000		3,288,394
6.62%, 06/01/16, Pool #383661		1,900,571		2,100,733
5.00%, 04/01/19, Pool #386905		980,585		964,962
6.85%, 05/17/20, Series 97-M6		276,222		280,206
5.50%, 05/25/23, Series 03-33		2,000,000		2,020,191

				9,668,287

U.S. Government Sponsored & Agency Obligations (continued)


	Principal Amount		Value

Sovereign Agency (0.3%)
AID-Israel, 0.00%, 05/15/24	$	1,000,000	$	386,781

U.S. Treasury Bonds (8.0%)
5.50%, 08/15/28		7,500,000		8,201,663
5.375%, 02/15/31 (c)		1,085,000		1,183,328

				9,384,991

U.S. Treasury Notes (4.9%)
4.13%, 08/15/08 (c)		1,000,000		992,578
4.13%, 05/15/15 (c)		1,000,000		965,000
4.25%, 08/15/15 (c)		3,950,000		3,854,335

				5,811,913


Total U.S. Government Sponsored & Agency Obligations				29,026,150


Yankee Bond (0.9%)
Consumer Products (0.9%)
Tupperware Finance Co. BV, 7.25%, 10/01/06		1,000,000		1,008,202


Total Yankee Bond				1,008,202


Commercial Paper (14.2%)
Countrywide Home Loans, 4.08%, 11/01/05		3,174,000		3,174,000
American General Finance Corp., 4.01%, 11/07/05		3,430,000		3,427,708
Bristol-Myers Squibb PP, 4.01%, 11/03/05 (b)		3,500,000		3,499,220
Becton, Dickinson & Co., 4.03%, 11/01/05		2,612,000		2,612,000
Kitty Hawk, 4.05%, 11/01/05		4,000,000		4,000,000


Total Commercial Paper				16,712,928


2005 Annual Report		45

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Fund (Continued)

Short Term Securities Held as Collateral for Securities Lending


	Principal Amount		Value

Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	1,630,770	$	1,630,770


Total Short-Term securities Held as Collateral for Securities Lending				1,630,770


Total Investments (Cost $117,707,549) (a) — 102.6%				120,970,158

Liabilities in excess of other assets — (2.6%)				(3,043,438	)


NET ASSETS — 100.0%			$	117,926,720

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Represents a restricted security acquired and eligible for resale under Rule 144A, which limits the resale to certain qualified buyers. These securities were deemed liquid pursuant to procedures approved by the Board of Trustees.

(c)

All or part of the security was on loan as of October 31, 2005.

See notes to financial statements.


46		Annual Report 2005


Gartmore Government Bond Fund

For the annual period ended Oct. 31, 2005, the Gartmore Government Bond Fund (Class A at NAV) returned 1.46% versus 0.99% for its benchmark, the Merrill Lynch Government Master Index. For broader comparison, the average return for the Fund’s Lipper peer category of Intermediate U.S. Government Funds was 0.56%.

The main driver of Fund returns was the price component. When yields rise, negative price action occurs and bond prices fall. The price return was negative due to the Federal Reserve Board’s continued increase of the federal funds rate during the reporting period; the two-year Treasury yield increased 1.79% while the 10-year Treasury yield rose 0.47%. Offsetting this downside effect, however, was the Fund’s large cash weighting, which benefited from increasing yields. Also, holdings on the longer end of the Treasury yield curve, where the price action was more favorable, contributed to returns. Fund returns also were helped by the Fund’s emphasis on earning additional income through holding a large weighting in U.S. Agency debentures and U.S. Agency mortgage-backed securities (MBS).

After being underweight in duration for most of the reporting period, the Fund is now just 0.25 year short in duration versus that of the Fund’s benchmark Index; we believe that the Fed’s interest-rate tightening soon will end. Also, the Fund’s maturity profile is being moved closer to that of the benchmark, based on our expectation that the next move by the Fed will be to lower interest rates on the front end of the Treasury curve in the coming months. In addition, an emphasis will be placed on MBS, as this sector has cheapened and looks attractive, given the high quality.

Portfolio Manager:

Gary Hunt, CFA


2005 Annual Report		47


Fund Performance		Gartmore Government Bond Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	10 Yr.
Class A¹	w/o SC²	1.46%	5.70%	5.75%
	w/SC³	-3.38%	4.67%	5.24%
Class B⁴	w/o SC²	0.85%	5.10%	5.29%
	w/SC⁵	-4.06%	4.77%	5.29%
Class C⁶	w/o SC²	0.75%	5.01%	5.47%
	w/SC⁷	-0.23%	5.01%	5.47%
Class D⁸	w/o SC²	1.76%	5.96%	5.94%
	w/SC⁹	-2.83%	4.99%	5.45%
Class R^1,10		1.34%	5.77%	5.85%
Class X¹	w/o SC²	1.00%	5.15%	5.31%
	w/SC⁵	-3.91%	4.82%	5.31%
Class Y¹	w/o SC²	1.00%	5.09%	5.51%
	w/SC⁷	0.02%	5.09%	5.51%
Institutional Class^1,10		1.72%	5.98%	5.95%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

These returns through May 11, 1998 include performance of the Fund’s predecessor fund, and, for periods from May 11, 1998 to the creation of the class, include the performance of the Fund’s Class D shares. These returns were achieved prior to the creation of Class A and Class X shares (5/11/98), Class Y shares (3/1/01),Class R shares (10/1/03), and Institutional Class shares (6/29/04). Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class A, Class R, Class X, Class Y and Institutional Class shares would have produced during those periods because all classes of the Fund’s shares invest in the same portfolio of securities. The performance for these classes has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes. If these other fees were reflected, the performance for each of these classes of shares would have been lower.

²	These returns do not reflect the effects of sales charges (SC).

³	A 4.75% front-end sales charge was deducted.

⁴

⁵	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁶

⁷	A CDSC of 1.00% was deducted from the one year return because it is charged when you sell Class C shares within the first year after purchase.

⁸	These returns through May 11, 1998 include the performance of the fund’s predecessor fund.

⁹	A 4.50% front-end sales charge was deducted.

¹⁰	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class D shares of the Gartmore Government Bond Fund, the Merrill Lynch Government Master Index (MLGMI)(a), and the Consumer Price Index (CPI)(b) over a 10-year period ended 10/31/05. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The MLGMI gives a broad look at how U.S. government bonds have performed.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


48		Annual Report 2005

Shareholder

Expense Example

Gartmore Government Bond Fund

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) paid on purchase payments and redemption fees; and (2) ongoing costs, including investment advisory fees, administration fees, distribution fees and other Fund expenses. The examples below are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. Per SEC requirements, the examples assume that you had a $1,000 investment in the Class at the beginning of the reporting period May 1, 2005, and continued to hold your shares at the end of the reporting period, October 31, 2005.

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Government Bond Fund			Beginning Account Value, May 1, 2005		Ending Account Value, October 31, 2005		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,000.80	$	5.60	1.11%
	Hypothetical	¹	$	1,000.00	$	1,019.40	$	5.67	1.11%
Class B	Actual		$	1,000.00	$	997.70	$	8.61	1.71%
	Hypothetical	¹	$	1,000.00	$	1,016.38	$	8.73	1.71%
Class C	Actual		$	1,000.00	$	997.70	$	8.61	1.71%
	Hypothetical	¹	$	1,000.00	$	1,016.38	$	8.73	1.71%
Class D	Actual		$	1,000.00	$	1,002.30	$	4.09	0.81%
	Hypothetical	¹	$	1,000.00	$	1,020.92	$	4.13	0.81%
Class R	Actual		$	1,000.00	$	1,000.60	$	5.29	1.05%
	Hypothetical	¹	$	1,000.00	$	1,019.71	$	5.36	1.05%
Class X	Actual		$	1,000.00	$	998.50	$	7.86	1.56%
	Hypothetical¹		$	1,000.00	$	1,017.14	$	7.96	1.56%
Class Y	Actual		$	1,000.00	$	998.50	$	7.86	1.56%
	Hypothetical	¹	$	1,000.00	$	1,017.14	$	7.96	1.56%
Institutional Class	Actual		$	1,000.00	$	1,002.40	$	3.63	0.72%
	Hypothetical	¹	$	1,000.00	$	1,021.37	$	3.67	0.72%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


2005 Annual Report		49


Portfolio Summary		Gartmore Government Bond Fund

October 31, 2005


Asset Allocation
U.S. Government Sponsored and Agency Obligations		98.8%
Cash Equivalents		0.3%
Other Investments*		0.6%
Other Assets in excess of Liabilities**		0.3%

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Federal Home Loan Mortgage Corporation		32.5%
Federal National Mortgage Association		32.1%
Federal Home Loan Bank		23.0%
U.S. Treasury Inflation Protected Bonds		3.9%
U.S. Treasury Notes		3.7%
Sovereign Agency		3.6%
Other Industries		1.2%

		100.0%


Top Holdings***
Federal Home Loan Bank, 4.00%, 01/23/07		15.1%
Federal Home Loan Mortgage Corporation, 5.13%, 11/07/13		6.1%
Federal Home Loan Mortgage Corporation, 2.76%, 05/19/06		6.0%
Federal Home Loan Mortgage Corporation, 2.60%, 05/10/06		6.0%
Federal Home Loan Bank, 3.25%, 07/25/08		6.0%
Federal National Mortgage Association, 5.26%, 12/29/17		5.9%
U.S. Treasury Inflation Protected Bonds, 2.38%, 01/15/25		3.9%
U.S. Treasury Notes, 7.25%, 05/15/16		3.7%
Federal Home Loan Mortgage Corporation, 5.00%, 08/15/24		3.5%
Federal Home Loan Mortgage Corporation, 4.65%, 10/10/13		2.9%
Other Holdings		40.9%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


50		Annual Report 2005

Statement of Investments

October 31, 2005

Gartmore Government Bond Fund

U.S. Government Sponsored & Agency Obligations (98.8%)


	Principal Amount		Value

Federal Home Loan Bank (23.0%)
4.00%, 01/23/07 (b)	$	25,000,000	$	24,821,751
6.02%, 01/09/08, Series AA-08		1,000,000		1,027,672
3.25%, 07/25/08, Series 1		10,000,000		9,834,760
5.99%, 04/15/13, Series BD-13		1,500,000		1,601,109
6.01%, 07/28/28, Series E-28		330,000		363,718
7.13%, 02/15/30, Series C-30		265,000		335,308

				37,984,318

Federal Home Loan Mortgage Corporation (32.5%)
2.60%, 05/10/06, Series MTN		10,000,000		9,907,130
2.76%, 05/19/06, Series MTN		10,000,000		9,910,829
2.15%, 06/02/06, Series MTN		1,000,000		986,929
5.50%, 04/01/07, Gold Pool #M90718		337,064		340,471
7.25%, 06/15/07, REMIC, Series 1313-G		862		860
4.65%, 10/10/13, Series MTN		5,000,000		4,807,245
5.13%, 11/07/13		10,000,000		10,000,869
5.50%, 11/15/20, REMIC, Series 2541-VL		1,500,000		1,490,442
5.50%, 01/15/22, REMIC, Series 2666-OC		1,500,000		1,512,202
5.50%, 12/15/22, Series 2533-PG		2,500,000		2,485,472
5.00%, 02/15/23, Series 2960, Class BL		3,916,728		3,811,712
6.50%, 03/15/24, REMIC, Series 1684-I		2,000,000		2,076,253
5.00%, 08/15/24, Series 2943, Class VB		6,044,000		5,754,279
6.50%, 03/15/31, REMIC, Series 2296-H		403,950		420,052

				53,504,745

Federal National Mortgage Association (32.1%)
6.10%, 07/01/08, Pool #380488		899,087		917,352
6.00%, 11/25/08, REMIC, Series 94-48-E		443,337		444,975
4.50%, 04/01/10, Pool #M80812		1,438,254		1,416,143
6.50%, 04/25/13, REMIC, Series 99-19-TD		205,964		205,527
6.30%, 05/01/13, Pool #380311		1,806,406		1,848,985
6.30%, 04/01/14, Pool #381570		1,014,820		1,078,410
7.90%, 08/01/15, Pool #381190		1,577,788		1,843,380
7.11%, 10/01/15, Pool #383142		2,639,058		2,818,768


	Principal Amount		Value

Federal National Mortgage Association (continued)
8.20%, 03/10/16	$	1,500,000	$	1,887,339
5.50%, 04/25/16, REMIC, Series 02-55-QD		3,000,000		3,020,308
6.68%, 05/01/16, Pool #383452		1,876,534		1,978,601
6.59%, 02/01/17		2,537,330		2,812,235
4.50%, 12/18/17		3,748,000		3,429,041
5.26%, 12/29/17		10,000,000		9,746,469
7.90%, 01/01/18, Pool #382229		3,031,432		3,592,031
9.25%, 10/25/18, REMIC, Series 88-25-B		20,131		21,597
8.10%, 08/12/19		1,000,000		1,288,302
8.50%, 01/25/20, REMIC, Series 90-7-B		55,928		58,363
6.85%, 05/17/20, Series 97-M6-C		426,763		432,919
7.50%, 02/25/23, REMIC, Series 93-16-Z		242,863		254,123
6.00%, 12/25/23, REMIC, Series 93-226-PK		1,000,000		1,000,766
5.50%, 09/25/24, Series 2004-68-DY		2,391,304		2,400,167
8.43%, 11/18/24, Series MTN		500,000		689,221
5.65%, 02/22/28, Series MTN		355,000		373,803
6.00%, 10/25/32, Series 2004-45-ZL		2,073,775		2,090,577
3.50%, 11/25/32, REMIC, Series 03-66-AP		4,779,299		4,512,465
6.27%, 02/25/35, REMIC, Series 98-M4-D		2,500,000		2,661,259

				52,823,126

Sovereign Agency (3.6%)
AID — Israel, 6.80%, 02/15/12, Series 3-D		1,000,000		1,078,636
AID — Israel, 5.50%, 09/18/23		2,525,000		2,656,053
AID — Panama, 7.15%, 04/01/27		2,000,000		2,149,200

				5,883,889

U.S. Treasury Inflation Protected Bonds (3.9%)
2.38%, 01/15/25 (b)		6,250,560		6,505,307

U.S. Treasury Notes (3.7%)
7.25%, 05/15/16 (b)		5,000,000		6,067,970


Total U.S. Government Sponsored & Agency Obligations				162,769,355


2005 Annual Report		51

Statement of Investments (Continued)

October 31, 2005

Gartmore Government Bond Fund (Continued)

Cash Equivalents (0.3%)


	Principal Amount		Value

Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $569,562)	$	569,501	$	569,501


Total Cash Equivalents				569,501

Short-Term Securities Held as Collateral for Securities

Lending (0.6%)


	Principal Amount		Value

Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	1,025,900	$	1,025,900


Total Short-Term Securities Held as Collateral for Securities Lending				1,025,900


Total Investments (Cost $164,676,383) (a) — 99.7%				164,364,756

Other assets in excess of liabilities — 0.3%				521,768


NET ASSETS — 100.0%			$	164,886,524

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

All or part of the security was on loan as of October 31, 2005.

REMIC

Real Estate Mortgage Investment Conduit

See notes to financial statements.


52		Annual Report 2005

Gartmore Morley Enhanced Income Fund

For the annual period ended Oct. 31, 2005, the Gartmore Morley Enhanced Income Fund (Class A at NAV) returned 1.66% versus 2.23% for its benchmark, the Lipper Ultra-Short Bond Fund Index. For broader comparison, the average return for the Fund’s Lipper peer category of Short Investment Grade Debt Funds was 1.09%.

Interest rates rose most steeply at the short end of the yield curve, a plotted graph line of the yields (or interest rates) on long-term and short-term maturity bonds, usually treasury securities, as the Federal Reserve Board stuck to its policy of incremental hikes at each meeting of the Federal Open Market Committee. Together, there were eight consecutive 0.25% increases during the reporting period, bringing the target federal funds rate from 1.75% to 3.75%. Although the core inflation rate, which excludes volatile food and energy prices, remained subdued, surging crude oil prices had a noticeable impact on the regular (non-core) Consumer Price Index, which in September 2005 posted its largest increase in the past 25 years. The yield curve flattened further during the reporting period, in part due to strong demand for intermediate- and longer-term Treasury securities, which moderated the increases in their yields. The spread between the two-year and 10-year Treasuries narrowed from 148 basis points on Oct. 31, 2004, to 18 basis points a year later.

For most of the reporting period, we kept the Fund’s duration roughly in line with that of the benchmark Index, allowing the Fund’s duration to fluctuate in a band from 0.65 to 0.75 years. The Index’s duration, however, shortened in the final few months, while the Fund’s duration remained near 0.70 years. This resulted in the Fund’s underperforming the Index during July and September, when interest rates spiked sharply higher. Rates continued to climb in October, but we shortened the Fund’s duration to bring it closer to that of the Index, which resulted in the Fund slightly outperforming the Index during the final month of the period.

The Fund had overweighted positions in the two strongest-performing spread sectors, commercial mortgage-backed securities (CMBS) and asset-backed securities (ABS), which helped Fund performance versus the Index. By the same token, the Fund benefited from an underweighting in corporate securities, the weakest spread sector during the period. Not holding Treasury or Agency securities also helped Fund performance, as these securities underperformed the spread sectors held by the Fund. The Fund’s overall credit quality remained high, with approximately 85% of its assets rated AAA/Aaa by Moody’s, Standard & Poor’s, or Fitch as of Oct. 31, 2005. The remaining assets carried A2/A ratings, and none of the Fund’s holdings were high-yield or convertible securities. The emphasis on AAA assets is consistent with the fund’s strategy of maintaining high overall credit quality.

Given our expectation that the Fed will push short-term interest rates a bit higher, we will try to maintain a slightly defensive duration positioning relative to the Fund’s benchmark Index. That means keeping the Fund’s duration modestly shorter than that of the Index. When the Fed finishes its series of credit-tightening moves, we will probably adjust the Fund’s duration to be more in line with that of the Index, and possibly even make it a bit longer than the benchmark’s to take advantage of higher yields and a stable interest-rate environment. In spread sectors, we anticipate keeping a focus on AAA-rated ABS and CMBS to take advantage of these securities’ incremental yield.

Portfolio Managers:

Perpetua M. Phillips and Shane Johnston


2005 Annual Report		53


Fund Performance		Gartmore Morley Enhanced Income Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	1.66%	1.71%	2.12%
	w/SC³	-2.18%	0.92%	1.45%
Class R^4,5		1.70%	1.68%	2.10%
Institutional Class⁴		2.13%	1.85%	2.27%
Institutional Service Class⁴		1.77%	2.12%	2.53%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on December 29, 1999.

²	These returns do not reflect the effects of sales charges (SC).

³	A 3.75% front-end sales charge was deducted.

⁴	Not subject to any sales charges.

⁵

These returns until the creation of Class R shares (10/1/03) include the performance of the Fund’s Class A shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because Class R shares invest in the same portfolio of securities as Class A shares. The performance for these classes has been restated to reflect the fact that Class R shares do not have any applicable sales charges, but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to Class R shares; if these fees were reflected, the performance for Class R shares would have been lower.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Morley Enhanced Income Fund, Lipper Ultra Short Fund Index(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The Lipper Ultra-Short Bond Fund Index consists of funds with at least 65% of their assets in investment-grade debt instruments and maintains a portfolio with average maturity between 91 and 365 days.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


54		Annual Report 2005

Shareholder

Expense Example

Gartmore Morley Enhanced Income Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Morley Enhanced Income Fund			Beginning Account Value, May 1, 2005		Ending Account Value, October 31, 2005		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,005.47	$	4.05	0.80%
	Hypothetical	¹	$	1,000.00	$	1,020.97	$	4.08	0.80%
Class R	Actual		$	1,000.00	$	1,007.37	$	3.65	0.72%
	Hypothetical	¹	$	1,000.00	$	1,021.37	$	3.67	0.72%
Institutional Service Class	Actual		$	1,000.00	$	1,007.67	$	3.55	0.70%
	Hypothetical	¹	$	1,000.00	$	1,021.47	$	3.57	0.70%
Institutional Class	Actual		$	1,000.00	$	1,010.13	$	2.28	0.45%
	Hypothetical	¹	$	1,000.00	$	1,022.73	$	2.30	0.45%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


2005 Annual Report		55


Portfolio Summary		Gartmore Morley Enhanced Income Fund

October 31, 2005


Asset Allocation
Asset Backed Securities		69.3%
Commercial Mortgage Backed Securities		14.8%
Collaterized Mortgage Obligations		9.0%
Cash Equivalents		3.9%
Sovereign Bonds		1.1%
U.S. Government Agencies–Mortgages		1.0%
Non-Agency Mortgage-Backed Bonds		0.4%
Other Investments*		0.4%
Other Assets in excess of Liabilities**		0.1%

		100.0%

*	Includes value of collateral owed from securities lending.

**	Includes value of collateral received from securities lending.


Top Industries
Auto Loans		22.2%
Mortgage Backed		15.4%
Financial Services		15.1%
Credit Cards		14.5%
Federal Home Loan Mortgage Corporation		5.9%
Federal National Mortgage Association		4.1%
Equipment Loan		0.9%
Rate Reduction Bonds		0.8%
Other Industries		21.1%

		100.0%


Top Holdings***
Discover Card Master Trust I 6.05%, 02/15/06		2.3%
Wachovia Bank Commercial Mortgage Trust, 3.00%, 07/15/07		1.9%
Onyx Acceptance Owner Trust, 4.07%, 03/15/06		1.7%
Centex Home Equity, 5.04%, 09/25/07		1.6%
Bank of America Corp. 5.25%, 02/01/07		1.5%
World Omni Auto Receivables Trust, 3.29%, 06/12/07		1.5%
Capital One Master Trust, 4.60%, 10/15/06		1.4%
Federal National Mortgage Association, 3.00%, 10/25/06		1.4%
Federal Home Loan Mortgage Corporation, 5.00%, 07/15/08		1.4%
Capital One Auto Finance Trust, 2.96%, 03/15/07		1.3%
Other Holdings		84.0%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


56		Annual Report 2005

Statement of Investments

October 31, 2005

Gartmore Morley Enhanced Income Fund

LOGO

Asset Backed Securities (69.3%)


	Principal Amount		Value

Agency Wrapped (0.4%)
Federal Home Loan Mortgage Corporation
Series T-50, Class A7, 3.55%, 03/27/07 (c)	$	2,000,000	$	1,928,019

Auto Loans (22.2%)
Americredit Automobile Receivables Trust, 2.18%, 10/06/06 (c)		4,962,616		4,928,207
Americredit Automobile Receivables Trust, 3.10%, 03/06/07 (c)		4,577,681		4,524,344
Americredit Automobile Receivables Trust, 2.72%, 05/06/07 (c)		4,862,026		4,788,541
BMW Vehicle Owner Trust, 2.67%, 01/25/07 (c)		3,694,173		3,657,540
Capital Auto Receivables Asset Trust, Series 2003-2, Class A3A, 1.44%, 02/15/06 (c)		437,178		435,262
Capital Auto Receivables Asset Trust, 3.12%, 08/15/06 (c)		6,000,000		5,961,099
Capital Auto Receivables Asset Trust, 1.96%, 07/15/09 (c)		3,500,000		3,431,736
Capital One Auto Finance Trust, 2.22%, 02/15/06 (c)		829,689		826,690
Capital One Auto Finance Trust, 3.44%, 12/15/06 (c)		4,000,000		3,967,958
Capital One Auto Finance Trust, 2.96%, 03/15/07 (c)		6,270,000		6,176,885
Capital One Prime Auto Receivables Trust, 3.04%, 05/15/06 (c)		1,937,949		1,930,242
Chase Manhattan Auto Owner Trust, Series 2003-A, Class A3, 1.52%, 02/15/06 (c)		997,229		993,650
Chase Manhattan Auto Owner Trust, Series 2002-B, Class A4, 4.21%, 02/15/06 (c)		2,051,745		2,050,674
Daimler Chrysler Auto Trust, 4.49%, 11/06/05 (c)		2,040,938		2,040,771
Daimler Chrysler Auto Trust, Series 2003-A, Class A3, 2.12%, 12/08/05 (c)		472,949		472,685
Ford Credit Auto Owner Trust, 3.48%, 08/15/07 (c)		4,580,000		4,518,434


	Principal Amount		Value

Auto Loans (continued)
Honda Auto Receivables Owner Trust, Series 2004-3, Class A2, 2.48%, 05/18/06 (c)	$	2,854,405	$	2,839,783
Honda Auto Receivables Owner Trust, 1.92%, 11/20/06 (c)		22,254		22,226
Honda Auto Receivables Owner Trust, 2.77%, 01/21/08 (c)		3,235,000		3,160,839
Nissan Auto Receivables Owner Trust, 3.75%, 11/15/06 (c)		3,000,000		2,987,439
Onyx Acceptance Auto Trust, 3.10%, 06/15/06 (c)		3,125,548		3,109,067
Onyx Acceptance Auto Trust, 2.94%, 05/15/08 (c)		5,000,000		4,886,672
Onyx Acceptance Owner Trust, 4.07%, 03/15/06 (c)		7,659,429		7,650,993
WFS Financial Owner Trust, 2.41%, 03/20/07 (c)		5,000,000		4,913,349
WFS Financial Owner Trust, 2.19%, 08/20/06 (c)		5,000,000		4,967,497
WFS Financial Owner Trust, 2.74%, 12/20/06 (c)		4,924,254		4,869,790
World Omni Auto Receivables Trust, 4.30%, 11/20/06 (c)		5,000,000		4,984,850
World Omni Auto Receivables Trust, 3.29%, 06/12/07 (c)		6,770,000		6,683,961

				101,781,184

Credit Cards (14.5%)
American Express Credit Account Master Trust, Series 01-2, Class A, 5.53%, 03/15/06 (c)		5,000,000		5,018,471
American Express Credit Account Master Trust, 1.69%, 06/15/06 (c)		4,000,000		3,928,539
Bank One Issuance Trust, Series 2003-A2, Class A2, 4.02%, 02/15/06 (c)		3,100,000		3,100,470
Capital One Master Trust, 5.45%, 05/15/06 (c)		4,500,000		4,522,520
Capital One Master Trust, 5.30%, 08/15/06 (c)		3,000,000		3,013,311
Capital One Master Trust, 4.60%, 10/15/06 (c)		6,581,000		6,571,331


2005 Annual Report		57

Statement of Investments (Continued)

October 31, 2005

Gartmore Morley Enhanced Income Fund (Continued)

Asset Backed Securities (continued)

LOGO


	Principal Amount		Value

Credit Cards (continued)
Chase Credit Card Master Trust, Series 2003-1, Class A, 4.02%, 12/15/05 (c)	$	4,000,000	$	4,000,140
Chase Credit Card Master Trust, Series 2001-6, Class A, 4.10%, 11/15/06 (c)		4,000,000		4,005,104
Chemical Master Credit Card Trust I, Series 1996-2, Class A, 5.98%, 01/15/06 (c)		4,000,000		4,011,749
Citibank Credit Card Issuance Trust, Series 2003-A5, Class A5, 2.50%, 04/07/06 (c)		4,000,000		3,964,285
Citibank Credit Card Master Trust, Series 1999-5, Class A, 6.10%, 05/15/06 (c)		3,000,000		3,022,793
Discover Card Master Trust I, 6.05%, 02/15/06 (c)		10,565,000		10,611,262
Discover Master Card Trust, Series 2002-2, Class A, 5.15%, 04/15/07 (c)		2,000,000		2,011,612
MBNA Master Credit Card Trust, 5.75%, 05/15/06 (c)		5,000,000		5,030,362
Standard Credit Card Master Trust, Series 1994-2, Class A, 7.25%, 04/07/06 (c)		4,000,000		4,044,764

				66,856,713

Equipment Loan (0.9%)
MBNA Practice Solutions Owner Trust, 3.93%, 03/15/07 (c)		4,299,244		4,267,700

Financial Services (15.1%)
Bank of America Corp., 5.25%, 02/01/07 (c)		7,000,000		7,040,089
Caterpillar Financial Service Corp., 2.63%, 01/30/07 (c)		5,000,000		4,872,275
Citigroup, Inc., 6.75%, 12/01/05 (b) (c)		3,000,000		3,005,766
Citigroup, Inc., 5.75%, 05/10/06 (c)		5,000,000		5,030,815
General Electric Capital Corp., Series MTNA, 2.97%, 07/26/06 (c)		4,000,000		3,954,916
General Electric Capital Corp., 7.88%, 12/01/06 (c)		4,000,000		4,124,204
John Hancock Global Funding II, 5.63%, 06/27/06 (c)		5,000,000		5,028,525


	Principal Amount		Value

Financial Services (continued)
JP Morgan Chase & Co., 5.63%, 08/15/06 (b) (c)	$	5,000,000	$	5,033,115
Lehman Brothers Holdings, 6.25%, 05/15/06 (c)		5,000,000		5,041,090
Merrill Lynch & Co., 2.47%, 03/10/06 (c)		5,000,000		4,965,870
Morgan Stanley Dean Witter, 6.10%, 04/15/06 (b) (c)		5,000,000		5,032,270
US Bank NA, 2.85%, 11/15/06 (b) (c)		6,000,000		5,865,318
Wachovia Corp., 4.95%, 11/01/06 (b) (c)		5,000,000		5,004,840
Wells Fargo Co., 6.88%, 04/01/06 (c)		5,310,000		5,357,280

				69,356,373

Mortgage Backed (15.4%)
Centex Home Equity, Series 2004-C, Class AF1, 2.82%, 01/25/06 (c)		432,987		431,184
Centex Home Equity, 2.98%, 04/25/06 (c)		762,909		758,270
Centex Home Equity, 3.70%, 06/25/06 (c)		911,325		904,261
Centex Home Equity, 3.26%, 10/25/06 (c)		4,591,350		4,563,417
Centex Home Equity, 4.20%, 05/25/07 (c)		4,071,851		4,049,236
Centex Home Equity, 5.04%, 09/25/07 (c)		7,250,000		7,240,937
Chase Funding Mortgage Loan, 4.21%, 11/25/06 (c)		5,000,000		4,949,788
Chase Funding Mortgage Loan, 2.98%, 02/25/07 (c)		4,300,000		4,247,527
Chase Funding Mortgage Loan, 3.34%, 05/25/07 (c)		5,000,000		4,903,238
Chase Funding Mortgage Loan, 3.30%, 11/25/08 (c)		5,000,000		4,912,657
Countrywide, 4.32%, 08/25/08 (c)		4,470,695		4,446,160
Countrywide, 4.28%, 01/25/21 (c)		5,247,574		5,215,028
Popular ABS Mortgage Pass-Through Trust, 3.97%, 06/25/07 (c)		4,821,848		4,821,824
Popular ABS Mortgage Pass-Through Trust, 4.07%, 01/25/08 (c)		5,000,000		5,000,000
Residential Asset Mortgage Products, Inc., Series 2003-RS5, Class AI3, 2.59%, 11/25/05 (c)		182,446		181,862


58		Annual Report 2005

Asset Back Securities (continued)


	Principal Amount		Value

Mortgage Backed (continued)
Residential Asset Mortgage Products, Inc., Series 2003-RS9, Class AI3, 3.61%, 02/25/06 (c)	$	1,774,753	$	1,766,406
Residential Asset Mortgage Products, Inc., 5.00%, 07/25/06 (c)		3,500,000		3,484,013
Residential Asset Mortgage Products, Inc., 3.35%, 10/25/06 (c)		3,371,755		3,335,016
Residential Asset Securities Corp., Series 2003-KS7, Class AI3, 3.37%, 03/25/06 (c)		1,574,799		1,568,829
Residential Funding Mortgage Securities I, Series 2004-HS1, Class AI3, 2.68%, 08/25/07 (c)		3,900,000		3,800,837

				70,580,490

Rate Reduction Bonds (0.8%)
PG&E Energy Recovery Funding LLC, 3.32%, 09/25/06 (c)		3,570,044		3,552,169


Total Asset Backed Securities				318,322,648


Commercial Mortgage Backed Securities (14.8%)

Asset Securitization Corp., 7.40%, 04/13/09 (c)		4,949,292		5,070,928
Banc of America Commercial Mortgage, Inc., Series 2004-3, Class A1, 2.98%, 12/10/06 (c)		4,514,941		4,470,343
Banc of America Commercial Mortgage, Inc., 4.04%, 01/10/08 (c)		4,446,210		4,403,414
Banc of America Commercial Mortgage, Inc., 4.36%, 01/10/08 (c)		5,098,413		5,067,773
Bear Stearns Commercial Mortgage Securities, Inc., Series 2004-T16, Class A1, 2.62%, 08/13/06 (c)		1,942,542		1,926,582
Bear Stearns Commercial Mortgage Securities, Inc., Series 2001-TOP2, Class A1, 6.08%, 05/15/10 (c)		2,003,181		2,034,168
Commercial Mortgage Asset Trust, 6.59%, 05/17/07 (c)		2,642,013		2,677,275
CS First Boston Mortgage Securities Corp., 2.08%, 01/15/08 (c)		2,559,678		2,454,669

Commercial Mortgage Backed Securities (continued)


	Principal Amount		Value

CS First Boston Mortgage Securities Corp., 2.61%, 06/15/08 (c)	$	2,443,648	$	2,367,969
GMAC Commercial Mortgage Securities, Inc., 3.11%, 12/10/06 (c)		3,238,544		3,211,000
GS Mortgage Securities Corp. II, Series 2004-GG2, Class A1, 3.11%, 11/10/07 (c)		3,113,676		3,086,118
JP Morgan Chase Commercial Mortgage Securities Corp., Series 2001-CIB3, Class A1, 4.47%, 02/15/06 (c)		957,883		956,262
JP Morgan Chase Commercial Mortgage Securities Corp., Series 2004-PNC1, Class A1, 2.80%, 12/12/08 (c)		2,983,649		2,884,329
LB-UBS Commercial Mortgage Trust, Series 2002-C7, Class A1, 3.17%, 10/15/07 (c)		1,086,325		1,064,741
LB-UBS Commercial Mortgage Trust, 2.72%, 01/15/08 (c)		5,464,914		5,284,781
Morgan Stanley Capital I, Series 2004-HQ4, 2.73%, 09/14/06 (c)		2,374,477		2,352,216
Morgan Stanley Capital I, 3.39%, 01/13/07 (c)		1,895,506		1,879,681
Morgan Stanley Dean Witter Capital I, Series 2001-TOP3, Class A1, 5.31%, 04/15/06 (c)		381,129		381,213
Morgan Stanley Dean Witter Capital I, Series 2001-TOP5, Class A1, 5.02%, 11/15/06 (c)		822,266		822,255
Morgan Stanley Dean Witter Capital I, Series 2003-T11, Class A1, 3.26%, 04/13/08 (c)		2,285,183		2,216,362
Morgan Stanley Dean Witter Capital I, 6.46%, 07/15/09 (c)		2,488,969		2,547,543
Nomura Asset Corp., 6.28%, 04/15/07 (c)		1,984,753		2,002,893
Salomon Brothers Mortgage, 6.34%, 04/18/09 (c)		72,333		73,289
Wachovia Bank Commercial Mortgage Trust, 3.00%, 07/15/07 (c)		9,082,508		8,895,873


Total Commercial Mortgage Backed Securities				68,131,677


2005 Annual Report		59

Statement of Investments (Continued)

October 31, 2005

Gartmore Morley Enhanced Income Fund (Continued)

Collateralized Mortgage Obligations (9.0%)


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (5.8%)
Series 2791, Class KA, 4.00%, 08/15/06	$	1,408,821	$	1,403,667
Series 2691, Class MA, 4.00%, 02/15/07		1,995,713		1,984,667
Series 2700, Class PA, 4.50%, 02/15/07		2,002,709		1,996,833
3.00%, 02/15/08		4,000,000		3,906,471
Series 2726, Class AC, 3.75%, 06/15/08		3,590,236		3,549,339
5.00%, 07/15/08		6,335,850		6,343,370
Series 2630, Class JA, 3.00%, 08/15/11		2,016,986		1,923,890
Series 2611, Class KC, 3.50%, 07/15/12		1,858,319		1,792,001
Series 2664, Class GA, 4.50%, 11/15/12		1,998,440		1,968,414
Series 2613, Class PA, 3.25%, 11/15/14		1,929,754		1,801,148

				26,669,800

Federal National Mortgage Association (3.2%)
3.00%, 10/25/06		6,450,644		6,385,903
3.50%, 05/25/09		4,330,457		4,240,057
Series 2003-75, Class NB, 3.25%, 02/25/12		1,360,711		1,302,781
Series 2003-57, Class NB, 3.00%, 12/25/17		1,795,773		1,691,096
Series 2003-14, Class AN, 3.50%, 06/25/22		1,359,504		1,302,412

				14,922,249


Total Collateralized Mortgage Obligations				41,592,049


Cash Equivalents (3.9%)
Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $17,933,264)		17,931,322		17,931,322


Total Cash Equivalents				17,931,322

Sovereign Bond (1.1%)


	Principal Amount		Value

Canada (1.1%)
Ontario Province, 6.00%, 02/21/06	$	5,000,000	$	5,022,785


Total Sovereign Bond				5,022,785


U.S. Government Agencies — Mortgages (1.0%)
Federal Home Loan Mortgage Corporation (0.1%)
Pool #E00678, 6.50%, 09/15/13		249,956		257,898
Pool #E00991, 6.00%, 11/15/15		297,873		304,435

				562,333

Federal National Mortgage Association (0.9%)
Pool #190255, 6.50%, 09/25/08		174,726		178,765
Pool #254256, 5.50%, 02/25/09		99,434		99,962
Pool #253845, 6.00%, 10/25/15		377,915		386,696
Pool #545415, 6.00%, 03/25/16		511,736		523,625
Pool #625178, 5.50%, 05/25/16		1,101,957		1,110,212
Pool #254089, 6.00%, 05/25/16		568,540		581,749
Pool #254195, 5.50%, 07/25/16		1,130,129		1,138,595

				4,019,604


Total U.S. Government Agencies — Mortgages				4,581,937


Non-Agency Mortgage Backed Bond (0.4%)
Residential Funding Mortgage Securities I, Series 2003-S11, Class A1, 2.50%, 03/25/10		1,844,836		1,764,225


Total Non-Agency Mortgage Backed Bond				1,764,225


60		Annual Report 2005

Short-Term Securities Held as Collateral for Securities

Lending (0.4%)


	Principal Amount		Value

Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	2,072,073	$	2,072,073


Total Short-Term Securities Held as Collateral for Securities Lending				2,072,073


Total Investments (Cost $463,907,621) (a) — 99.9%				459,418,716

Other assets in excess of liabilities — 0.1%				233,999


NET ASSETS — 100.0%			$	459,652,715

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

All or part of the security was on loan as of October 31, 2005.

(c)

Variable Rate Security. The rate presented in this report represents the rate that was in effect on October 31, 2005. The maturity date shown represents the last reset date.

At October 31,2005, the Fund’s open short futures contracts were as follows:


Number of Contracts	Short Contract*	Expiration	Value Covered by Contracts		Unrealized Appreciation (Depreciation)
225	U.S. Treasury 2 Year Note	12/30/05	$	46,170,703	$	404,297

Cash pledged as collateral.

See notes to financial statements.


2005 Annual Report		61

Gartmore Short Duration Bond Fund

On Dec. 6, 2004, the Fund changed investment objectives, and the Fund’s name was changed from the “Gartmore Morley Capital Accumulation Fund” to the “Gartmore Short Duration Bond Fund.”

For the annual period ended Oct. 31, 2005, the Gartmore Short Duration Bond Fund (Class A at NAV) returned 0.98% versus 0.67% for its benchmark, the Merrill Lynch 1-3 year Treasury Index. For broader comparison, the average return for the Fund’s Lipper peer category of Short-Intermediate Investment Grade Debt Funds was 0.26%.

As part of the Fund’s conversion from a stable-value fund to a fixed-income mandate, there was a blackout period from Oct. 4, 2004, through Dec. 6, 2004. The Fund’s duration was much shorter than that of the benchmark Index during this period, which helped Fund performance significantly because interest rates rose.

Following the blackout period, we kept the Fund’s duration roughly in line with that of the benchmark Index, moving to a slightly shorter-than-benchmark duration from the end of the second quarter through the end of the third quarter. These decisions helped the Fund’s performance compared with that of the benchmark Index because short-term rates continued to increase. We emphasized maturities of less than one year to provide liquidity for the Fund. At the same time, we overweighted two- to three-year maturities so as to stay close to the Index’s average maturity.

The Fund had overweighted positions in a variety of spread sectors, including mortgage-backed securities, asset-backed securities and corporate securities, which helped Fund performance compared with that of the Index, whose components are all Treasury securities. The Fund’s overall credit quality remained high, with approximately 85% of its assets rated AAA/Aaa by Moody’s, Standard & Poor’s, or Fitch as of Oct. 31, 2005. The remaining assets carried AA, AA- or A+ ratings. The emphasis on AAA assets is consistent with the fund’s strategy of maintaining high overall credit quality.

Given our expectation that the Fed will push short-term interest rates a bit higher, we will try to maintain a slightly defensive Fund duration positioning relative to the Index’s duration. That means keeping the Fund’s duration modestly shorter than that of the Index. When the Fed finishes its series of credit-tightening moves, we likely will adjust the Fund’s duration to be more in line with that of the Index, and possibly even make it a bit longer to take advantage of higher yields and a stable interest-rate environment. In addition, we anticipate keeping a focus on high-quality spread sectors to take advantage of their incremental yield.

Portfolio Managers:

Perpetua M. Phillips and Shane Johnston


62		Annual Report 2005


Fund Performance		Gartmore Short Duration Bond Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A²	w/o SC³	0.98%	3.27%	3.77%
	w/SC⁴	-2.05%	2.64%	3.30%
Class C⁶	w/o SC³	0.60%	3.19%	3.71%
	w/SC⁴	-0.14%	3.19%	3.71%
Service Class Shares⁵		0.95%	3.25%	3.76%
Institutional Class Shares⁵		1.24%	3.64%	4.15%
IRA Shares⁵		0.90%	3.23%	3.75%

¹	Fund commenced operations on February 1, 1999.

These returns until the creation of Class A shares (7/16/03) include the performance of the Fund’s IRA Class shares. Excluding the effects of any fee waivers or reimbursements, such performance is substantially similar to what Class A shares would have produced because Class A shares invest in the same portfolio of securities as IRA Class shares and have the same expenses after any fee waivers or reimbursements. For Class A returns including sales charges, these returns have been restated for the applicable sales charges.

³	These returns do not reflect the effects of sales charges (SC).

⁴	A 2.25% front-end sales charge was deducted.

⁵	Not subject to any sales charges.

⁶

These returns until the creation of Class C shares (2/28/05) include the performance of the Fund’s Class A shares. Excluding the effects of any fee waivers or reimbursements, such performance is substantially similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as Class A shares. The performance for Class C has been restated to reflect differences in sales charges, but does not reflect the differing levels of other fees (primarily Rule 12b-1fees) applicable to the classes. If these other fees were reflected, the performance for each of these classes of shares would have been lower.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in the Gartmore Short Duration Bond Fund Service Class, the Lipper Money Market Fund Index(a), Merrill Lynch 1-3 Year Treasury Index(b), and the Consumer Price Index (CPI)(c) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees or expenses. Investors cannot invest directly in market indexes.

(a)

The Lipper Money Market Fund Index generally reflects the return on selected money market mutual funds maintaining a constant price per share.

(b)

Merrill Lynch 1-3 Year Treasury Index which is an unmanaged index comprised of U.S. Treasury securities with maturities ranging from one to three years, which are guaranteed as to the timely payment of principal and interest by the U.S. government.

(c)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		63

Shareholder

Expense Example

Gartmore Short Duration Bond Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Short Duration Bond Fund			Beginning Account Value, May 1, 2005		Ending Account Value, October 31, 2005		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,006.60	$	4.20	0.83%
	Hypothetical	¹	$	1,000.00	$	1,020.82	$	4.24	0.83%
Class C	Actual		$	1,000.00	$	1,003.40	$	2.43	1.45%
	Hypothetical	¹	$	1,000.00	$	1,001.09	$	2.43	1.45%
Institutional Class	Actual		$	1,000.00	$	1,007.90	$	2.94	0.58%
	Hypothetical	¹	$	1,000.00	$	1,022.08	$	2.96	0.58%
IRA Class	Actual		$	1,000.00	$	1,006.20	$	4.60	0.91%
	Hypothetical	¹	$	1,000.00	$	1,020.41	$	4.64	0.91%
Service Class	Actual		$	1,000.00	$	1,006.60	$	4.20	0.83%
	Hypothetical	¹	$	1,000.00	$	1,020.82	$	4.24	0.83%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


64		Annual Report 2005


Portfolio Summary		Gartmore Short Duration Bond Fund

October 31, 2005


Asset Allocation
Asset Backed Securities		33.1%
Commercial Mortgage Backed Securities		18.3%
U.S. Government Sponsored Mortgage-Backed Obligations		18.1%
Corporate Bonds		16.1%
U.S. Treasury Notes		6.7%
Cash Equivalents		5.4%
U.S. Government Sponsored and Agency Obligations		2.1%
Other Assets in excess of Liabilities		0.2%

		100.0%


Top Industries
Home Equity Loans		14.1%
Automobiles		12.9%
Financial Services		11.3%
Federal National Mortgage Association		9.0%
Federal Home Loan Mortgage Corporation		7.6%
U.S. Treasury Notes		6.7%
Credit Cards		6.1%
Banks		4.8%
Government National Mortgage Association		3.6%
Other Industries		23.9%

		100.0%


Top Holdings*
U.S. Treasury Notes, 4.13%, 08/15/08		6.7%
Federal National Mortgage Association, 4.00%, 10/25/13		3.7%
Federal National Mortgage Association, 4.00%, 10/25/16		3.7%
Onxyx Acceptance Auto Trust, 2.94%, 12/15/10		3.2%
Centex Home Equity, 4.12%, 01/25/32		2.9%
Morgan Stanley Dean Witter Capital I, 6.01%, 07/15/33		2.7%
Bear Stearns Commercial Mortgage Securities, Inc., 5.06%, 11/15/16		2.7%
Norwest Financial, Inc., 6.88%, 08/08/06		2.6%
Morgan Stanley Dean Witter Capital I, 6.54%, 07/15/30		2.4%
Bankboston, 7.38%, 09/15/06		2.3%
Other Holdings		67.1%

		100.0%

*	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		65

Statement of Investments

October 31, 2005

Gartmore Short Duration Bond Fund

Asset Backed Securities (33.1%)


	Principal Amount		Value

Automobiles (12.9%)
Americredit Automobile Receivables Trust 3.55%, 02/12/09, Series 2002-C, Class A4	$	2,797,269	$	2,774,835
Capital Auto Receivables Asset Trust, 3.35%, 02/15/08, Series 2004-2, Class A2		2,000,000		1,969,486
Chase Manhattan Auto Owner Trust, 2.06%, 12/15/09, Series 2003, Class A		3,000,000		2,913,157
Onyx Acceptance Auto Trust, 2.94%, 12/15/10, Series 2004-A, Class A4		4,342,000		4,243,585
Volkswagen Auto Loan Enhanced Trust, 2.94%, 03/22/10, Series 2003-2		3,000,000		2,925,043
WFS Financial Owner Trust, 2.41%, 12/20/10, Series 2003-2, Class A4		2,275,000		2,235,574

				17,061,680

Credit Cards (6.1%)
Capital One Master Trust, 5.45%, 03/16/09, Series 2001-3A, Class A		2,000,000		2,010,009
Capital One Master Trust, 5.30%, 06/15/09, Series 2001-5		2,999,000		3,012,306
Citibank Credit Card Master Trust, 6.10%, 05/15/08, Series 1999-5, Class A		3,000,000		3,022,793

				8,045,108

Home Equity Loans (14.1%)
Centex Home Equity, 4.12%, 02/25/10, Series 2004-B, Class AF4		4,000,000		3,847,461
Chase Funding Mortgage Loan, 3.99%, 12/25/06, Series 2003-2, Class 1A4		3,000,000		2,975,450
Citi Financial Mortgage Securities, Inc., 4.43%, 05/25/08, Series 2003-4, Class AF4		3,000,000		2,956,249
Equity One, Inc., 4.27%, 04/25/08, Series 2004-3, Class AF3		3,000,000		2,978,747


	Principal Amount		Value

Home Equity Loans (continued)
Residential Asset Mortgage Products, Inc., 4.86%, 07/25/07, Series 2003-R58	$	3,000,000	$	2,990,370
Residential Asset Mortgage Products, Inc., 4.47%, 09/25/08, Class 2003-KJ10		3,000,000		2,983,560

				18,731,837


Total Asset Backed Securities				43,838,625


Commercial Mortgage Backed Securities (18.3%)
Bear Stearns Commercial Mortgage Securities, Inc., 5.06%, 11/29/07, Series 2001-TOP4		3,515,115		3,518,901
Bear Stearns Commercial Mortgage Securities, Inc., 6.08%, 07/17/07, Series 2001-TOP2		2,337,045		2,373,197
CS First Boston Mortgage Securities Corp., 7.33%, 06/15/08, Series 2000-C1, Class A1		2,420,551		2,514,008
Morgan Stanley Dean Witter Capital I, 6.54%, 05/15/09, Series 1998-WFS, Class A2		3,023,122		3,120,025
Morgan Stanley Dean Witter Capital I, 6.46%, 11/29/07, Series 2001-TOP1		1,991,175		2,038,035
Morgan Stanley Dean Witter Capital I, 6.01%, 11/21/07, Series 2001-TOP3		3,484,212		3,566,678
Nomura Asset Securities Corp., 6.59%, 02/16/07, Series 1998-D6		2,875,000		2,979,361
Salomon Brothers Mortgage Securites, 6.34%, 04/18/09		2,108,726		2,136,600
UBS Commercial Mortgage Trust, 2.72%, 01/15/06		2,049,343		1,981,793


Total Commercial Mortgage Backed Securities				24,228,598


66		Annual Report 2005

Corporate Bonds (16.1%)


	Principal Amount		Value

Banks (4.8%)
Norwest Financial, Inc., 6.88%, 08/08/06	$	3,353,000	$	3,403,295
Wachovia Corp., 4.95%, 11/01/06		3,000,000		3,003,750

				6,407,045

Financial Services (11.3%)
Bankboston, 7.38%, 09/15/06		3,000,000		3,063,750
Merrill Lynch, 2.07%, 06/12/06		3,000,000		2,951,250
Monumental Global Funding, 6.05%, 01/19/06 (b)		3,000,000		3,011,250
Principal Life Global, 6.13%, 03/01/06 (b)		3,000,000		3,015,000
Province of Ontario, 3.38%, 01/15/08		3,000,000		2,917,500

				14,958,750


Total Corporate Bonds				21,365,795


U.S. Government Sponsored & Agency Obligations (2.1%)
Federal Home Loan Mortgage Corporation (2.1%)
3.61%, 09/27/12, Series T-50, Class A6		2,768,348		2,717,565


Total U.S. Government Sponsored & Agency Obligations				2,717,565


Obligations (18.1%) U.S. Government Sponsored Mortgage Backed
Federal Home Loan Mortgage Corporation (5.5%)
4.50%, 12/15/09, Series 2870, Class BC		3,000,000		2,958,990
4.00%, 05/15/12, Series 2676, Class CV		2,077,450		2,020,471
4.00%, 07/15/10, Series 2626, Class UN		2,384,406		2,337,433

				7,316,894

Federal National Mortgage Association (9.0%)
4.50%, 08/25/10, Series 2004-79, Class VE		2,135,780		2,113,226
4.00%, 10/25/13, Series 2004-9, Class YJ		5,000,000		4,901,151
4.00%, 10/25/16, Series 2004-80, Class LG		5,000,000		4,874,710

				11,889,087

U.S. Government Sponsored Mortgage Backed

Obligations (continued)


	Principal Amount		Value

Government National Mortgage Association (3.6%)
4.00%, 05/20/13, Series 2004-76, Class QA	$	2,487,393	$	2,404,247
3.47%, 07/20/07, Series 2004-22, Class BK		2,460,070		2,371,901

				4,776,148


Total U.S. Government Sponsored Mortgage-Backed Obligations				23,982,129


U.S. Treasury Notes (6.7%)
U.S. Treasury Notes (6.7%)
4.13%, 08/15/08		9,000,000		8,932,500


Total U.S. Treasury Notes				8,932,500


Cash Equivalents (5.4%)
Investments in repurchase agreements (collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $7,140,264)		7,139,492		7,139,492


Total Cash Equivalents				7,139,492


Total Investments (Cost $134,811,060) (a) — 99.8%				132,204,704

Other assets in excess of liabilities — 0.2%				260,317


NET ASSETS — 100.0%			$	132,465,021

(a)

See Notes to Financial Statements for tax unrealized appreciation (depreciation) of securities.

(b)

See notes to financial statements.


2005 Annual Report		67

Gartmore Tax-Free Income Fund

For the annual period ended Oct. 31, 2005, the Gartmore Tax-Free Income Fund (Class A at NAV) returned 1.98% versus 2.56% for its benchmark, the Lehman Brothers Municipal Bond Index. For broader comparison, the average return for the Fund’s Lipper peer category of General Municipal Debt Funds was 2.07%.

During the reporting period, issuance of municipal bonds was steady; sales reached $391.0 billion, up 9.0% from the same period in 2004. The increase in supply was fueled by issuers taking advantage of lower interest rates to refinance or refund older, higher-costing debt. Higher tax receipts combined with better expense management resulted in a diminished need to issue bonds for new money purposes. Fortunately for the municipal bond market, the demand, though spotty from mutual fund and retail accounts, was solid from arbitraged accounts and insurance companies.

Despite the fact that 2005 has been the worst year on record for insured catastrophe losses at $55.7 billion–more than double the $27.5 billion incurred in 2004–the near-term impact on the industry appears to be manageable, and insurance investors remained active market participants. As for interest-rate moves, the Federal Reserve Board continued its gradual approach to raising the federal funds rate by increasing interest rates eight consecutive times by 25 basis points each to move from 1.75% to 3.75% during the reporting period. The Federal Open Market Committee believes that, even after these actions have been taken, monetary policy remains accommodative and, coupled with robust underlying productivity growth, is providing ongoing support to economic activity. The Fed observed that, despite the rise in energy prices, long–term inflation remains well contained. As a result, the Treasury yield curve, a plotted graph line of the yields (or interest rates) on long-term and short-term maturity bonds, usually treasury securities, continued to flatten; the spread is over 180 basis points through its five-year daily average. The municipal high-grade yield curve flattened as well and is 113 basis points through its five-year daily average.

The current duration of the Fund is 4.71 compared to its benchmark, which is 5.37. Fund underperformance is attributed to the shorter duration of the funds assets.

The bond market is concerned about rising interest rates and the resultant market volatility. Our strategy in response to prevailing economic conditions is to: 1) remain diversified on the yield curve; 2) purchase municipal bonds that become undervalued due to concerns about rising interest rates; 3) emphasize intermediate-term bonds bearing premium coupons (5% or higher); and 4) maintain bond portfolio quality.

Portfolio Manager:

Alpha Benson


68		Annual Report 2005


Fund Performance		Gartmore Tax-Free Income Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	10 Yr.
Class A¹	w/o SC²	1.98%	5.23%	5.03%
	w/SC³	-2.84%	4.21%	4.52%
Class B⁴	w/o SC²	1.19%	4.56%	4.53%
	w/SC⁵	-3.73%	4.22%	4.53%
Class C⁶	w/o SC²	1.30%	4.47%	4.70%
	w/SC⁷	0.32%	4.47%	4.70%
Class D⁸	w/o SC²	2.24%	5.52%	5.23%
	w/SC⁹	-2.34%	4.56%	4.74%
Class X¹	w/o SC²	1.36%	4.63%	4.56%
	w/SC⁵	-3.55%	4.29%	4.56%
Class Y¹	w/o SC²	1.37%	4.53%	4.73%
	w/SC⁷	0.39%	4.53%	4.73%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

These returns through May 11, 1998 include performance of the Fund’s predecessor fund, and, for periods from May 11, 1998 to the creation of the class, include the performance of the Fund’s Class D shares. These returns were achieved prior to the creation of Class A and Class X shares (5/11/98) and Class Y shares (3/1/01). Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class A, Class X and Class Y shares would have produced during those periods because all classes of the Fund’s shares invest in the same portfolio of securities. The performance for these classes has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes. If these other fees were reflected, the performance for each of these classes of shares would have been lower.

²	These returns do not reflect the effects of sales charges (SC).

³	A 4.75% front-end sales charge was deducted.

⁴

⁵	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁶

⁷	A CDSC of 1.00% was deducted from the one year return because it is charged when you sell Class C shares within the first year after purchase.

⁸	These returns through May 11, 1998 include the performance of the fund’s predecessor fund.

⁹	A 4.50% front-end sales charge was deducted.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class D shares of the Gartmore Tax-Free Income Fund, the Lehman Brothers Municipal Bond Index (LBMBI)(a), and the Consumer Price Index (CPI)(b) over a 10-year period ended 10/31/05. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly inmarket indexes.

(a)

The LBMBI is an unmanaged index of municipal bonds-gives a broad look at how the bond prices on municipal bonds have performed.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		69

Shareholder

Expense Example

Gartmore Tax-Free Income Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Tax Free Income Fund			Beginning Account Value, May 1, 2005		Ending Account Value, October 31, 2005		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,004.90	$	4.90	0.97%
	Hypothetical	¹	$	1,000.00	$	1,020.11	$	4.95	0.97%
Class B	Actual		$	1,000.00	$	1,000.70	$	8.67	1.72%
	Hypothetical	¹	$	1,000.00	$	1,016.33	$	8.78	1.72%
Class C	Actual		$	1,000.00	$	1,001.80	$	8.68	1.72%
	Hypothetical	¹	$	1,000.00	$	1,016.33	$	8.78	1.72%
Class D	Actual		$	1,000.00	$	1,006.20	$	3.64	0.72%
	Hypothetical	¹	$	1,000.00	$	1,021.37	$	3.67	0.72%
Class X	Actual		$	1,000.00	$	1,001.70	$	7.92	1.57%
	Hypothetical	¹	$	1,000.00	$	1,017.09	$	8.01	1.57%
Class Y	Actual		$	1,000.00	$	1,001.80	$	7.92	1.57%
	Hypothetical	¹	$	1,000.00	$	1,017.09	$	8.01	1.57%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


70		Annual Report 2005


Portfolio Summary		Gartmore Tax-Free Income Fund

October 31, 2005


Asset Allocation
Municipal Bond		98.5%
Other Assets in excess of Liabilities		1.5%

		100.0%


Top States
Texas		16.7%
Illinois		12.2%
Alabama		8.0%
Massachusetts		4.9%
South Carolina		4.6%
Indiana		4.5%
Washington		4.4%
Ohio		4.3%
Michigan		4.3%
Georgia		3.8%
Other States		32.3%

		100.0%


Top Holdings
Indiana State Toll Road Commission East-West Toll Road Revenue Bonds, Series 1980, 9.00%, 01/01/15		3.9%
Harris County, Texas Health Facilities Development Corporation Revenue School Health Care Systems, Series B, 5.75%, 07/01/27		3.4%
Metropolitan Pier & Exposition Authority Illinois Dedicated State Tax Revenue Bonds (Mccormick Place Expansion Project), 5.50%, 12/15/24		2.7%
Shelby County, Tennessee Educational & Housing Facilities Board Revenue Bonds (St. Judes Children’s Research), 5.38%, 07//01/24		2.4%
Jefferson County, Alabama Sewer Capital Improvement Revenue Warrants, Series A, 5.13%, 02/01/29		2.4%
Alabama 21st Century Authority Tobacco Settlement Revenue Bonds, 5.50%, 12/01/21		2.3%
Michigan State General Obligation Unlimited Tax Bonds (Environmental Protection Program), Series 1992, 6.25%, 11/01/12		2.2%
Illinois State General Obligation Unlimited Revenue Bonds, 5.25%, 05/01/23		2.0%
Denver, Colorado City & County Airport Revenue Bonds, Series D, 5.50%, 11/15/25		2.0%
Washington State Motor Vehicle Fuel Tax General Obligation Unlimited Tax Bonds, Series 1997-D, 5.38%, 01/01/22		2.0%
Other Bonds		74.7%

		100.0%


2005 Annual Report		71

Statement of Investments

October 31, 2005

Gartmore Tax-Free Income Fund

Municipal Bond (98.5%)


	Principal Amount		Value

Alabama (8.0%)
Alabama 21st Century Authority Tobacco Settlement Revenue Bonds, 5.75%, 12/01/15	$	1,500,000	$	1,617,375
Alabama 21st Century Authority Tobacco Settlement Revenue Bonds, 5.50%, 12/01/21		4,000,000		4,089,040
Alabama Housing Finance Authority Single-Family Revenue Bonds, (Collateralized Home Mortgage Revenue Bond Program), Series 1996-D, 6.00%, 10/01/16		795,000		814,915
Auburn University Alabama General Fee Revenue Bonds, 5.50%, 06/01/18		1,685,000		1,808,443
Birmingham, Alabama Water & Sewer Revenue Warrants, Series 1998-A, 4.75%, 01/01/29		1,750,000		1,730,505
Jefferson County, Alabama Sewer Capital Improvement Revenue Warrants, Series A, 5.13%, 02/01/29		4,000,000		4,243,360

				14,303,638

Arizona (1.1%)
Mesa, Arizona Industrial Development Authority Revenue Bonds, (Discovery Health Systems), Series A, 5.63%, 01/01/29		1,800,000		1,962,414

Colorado (2.0%)
Denver, Colorado City & County Airport Revenue Bonds, Series D, 5.50%, 11/15/25		3,500,000		3,609,935

District of Columbia (1.5%)
District of Columbia General Obligation Unlimited Bonds, Series A, 5.50%, 06/01/29		1,775,000		1,855,727
District of Columbia Prerefunded General Obligation Unlimited, Series A, 5.50%, 06/01/29		725,000		784,327

				2,640,054


	Principal Amount		Value

Florida (3.4%)
Florida State Board of Education Capital Outlay (Public Education), Series D, 5.75%, 06/01/22	$	1,050,000	$	1,140,857
Jacksonville, Florida Electric Authority Revenue Bonds, (St. John’s River), Series 9, 5.25%, 10/01/21		1,520,000		1,532,434
Tampa Bay Water Florida Utility System Revenue Bonds, 5.50%, 10/01/18		3,000,000		3,385,499

				6,058,790

Georgia (3.8%)
Atlanta, Georgia Airport General Obligation Refunding Revenue Bonds, Series A, 5.50%, 01/01/26		1,000,000		1,089,490
Georgia Local Government Certificates of Participation Grantor Trust, Series 1998-A, 4.75%, 06/01/28		1,000,000		1,008,270
Georgia Municipal Electric Power Authority Revenue Bonds, Prerefunded Series V, 6.60%, 01/01/18		465,000		570,894
Georgia Municipal Electric Power Authority Revenue Bonds, Prerefunded Series V, 6.60%, 01/01/18		55,000		65,578
Georgia Municipal Electric Power Authority Revenue Bonds, Unrefunded Series V, 6.60%, 01/01/18		2,230,000		2,658,874
Georgia Private College & Universities Authority, Refunding Revenue Bonds, (Mercer University Project), Series A, 5.25%, 10/01/25		1,500,000		1,520,445

				6,913,551

Illinois (12.2%)
Chicago Park District, Illinois General Obligation Unlimited Tax Park Bonds, Series 1996, 5.60%, 01/01/21		3,050,000		3,165,961


72		Annual Report 2005

Municipal Bond (continued)


	Principal Amount		Value

Illinois (continued)
Chicago, Illinois Prerefunded Project General Obligation Limited, Series A Series A, 5.38%, 01/01/24	$	1,995,000	$	2,098,361
Chicago, Illinois Unrefunded Project General Obligation Limited, Series A Series A, 5.38%, 01/01/24		935,000		983,442
Illinois Development Finance Authority Hospital Revenue Bonds, (Adventist Health Systems/Sunbelt Obligation), 5.50%, 11/15/20		1,750,000		1,830,465
Illinois Development Finance Authority Hospital Revenue Bonds, (Adventist Health Systems/Sunbelt Obligation), 5.65%, 11/15/24		3,000,000		3,127,290
Illinois State General Obligation Unlimited Revenue Bonds, 5.25%, 05/01/23		3,425,000		3,618,718
Illinois State Sales Tax Revenue Bonds, 5.00%, 06/15/19		2,000,000		2,109,220
Metropolitan Pier & Exposition Authority Illinois Dedicated State Tax Revenue Bonds (Mccormick Place Expansion Project), 5.50%, 12/15/24		4,500,000		4,841,595

				21,775,052

Indiana (4.5%)
Ball State University Student Fee Revenue Bonds, Series J, 6.20%, 07/01/2020		1,000,000		1,126,400
Indiana State Toll Road Commission East-West Toll Road Revenue Bonds, Series 1980, 9.00%, 01/01/15		5,335,000		6,960,788

				8,087,188

Kansas (0.9%)
Wichita, Kansas Hospital Revenue Refunding Bonds (Facilities Improvements Series 11), 6.75%, 11/15/19		1,500,000		1,693,095


	Principal Amount		Value

Louisiana (1.0%)
Tobacco Settlement Financing Corp. (Louisiana Revenue Asset Backed), Series 2001B, 5.88%, 05/15/39	$	1,750,000	$	1,824,305

Massachusetts (4.9%)
Massachusetts Bay Transportation Authority Revenue Bonds, (General Transportation System), Series A, 5.38%, 03/01/19		2,000,000		2,035,040
Massachusetts State Consumer Loan General Obligation Limited, Series C, 5.50%, 11/01/2015		1,500,000		1,665,585
Massachusetts State Consumer Loan General Obligation Limited, Series D, 5.50%, 08/01/2019		1,000,000		1,123,490
Massachusetts State General Obligation Unlimited Bonds, Series D, 5.50%, 10/01/2018		2,000,000		2,242,140
Massachusetts State Prerefunded Consumer Loan General Obligation Limited, Series B, 5.25%, 03/01/2021		95,000		102,678
Massachusetts State Unrefunded Consumer Loan General Obligation Limited, Series B, 5.25%, 03/01/21		1,405,000		1,518,552

				8,687,485

Michigan (4.3%)
Michigan State General Obligation Unlimited Tax Bonds (Environmental Protection Program), Series 1992, 6.25%, 11/01/12		3,500,000		3,918,775
Michigan State Hospital Finance Authority Refunding Revenue Bonds, (Henry Ford Health), 6.00%, 11/15/24		1,500,000		1,586,700
Michigan State Hospital Finance Authority Revenue Bonds, (Ascension Health Credit), Series A, 5.75%, 11/15/18		2,000,000		2,186,840

				7,692,315


2005 Annual Report		73

Statement of Investments (Continued)

October 31, 2005

Gartmore Tax-Free Income Fund (Continued)

Municipal Bond (continued)


	Principal Amount		Value

Minnesota (0.9%)
St. Louis Park, Minnesota Independent School District Number 283 General Obligation Unlimited Tax Bonds, 5.75%, 02/01/18	$	1,500,000	$	1,604,955

Missouri (1.1%)
Jackson County, Missouri Special Obligation Revenue Bonds, Series A, 5.50%, 12/01/12		1,415,000		1,553,811
Missouri State Environmental Improvement & Energy Resource Authority, State Revolving Fund-Multiple, Series A, Refunded Portion, 6.55%, 07/01/14		365,000		367,318

				1,921,129

Nevada (1.3%)
Nevada State Highway Impt. Revenue Bonds, 5.50%, 12/01/18		1,000,000		1,102,800
University of Nevada Community College Revenue Bonds, 5.38%, 07/01/20		1,200,000		1,261,644

				2,364,444

New Jersey (2.5%)
New Jersey State Transportation Trust Fund Authority, Transportation Systems Revenue Bonds, Series A, 5.75%, 06/15/17		1,000,000		1,119,770
New Jersey State Transportation Trust Fund Authority, Transportation Systems Revenue Bonds, Series B, 6.00%, 12/15/15		2,000,000		2,257,820
New Jersey State Turnpike Authority Revenue Bonds, Prerefunded Series 1991-C, 6.50%, 01/01/16		790,000		922,854
New Jersey State Turnpike Authority Revenue Bonds, Prerefunded Series 1991-C, 6.50%, 01/01/16		55,000		65,359
New Jersey State Turnpike Authority Revenue Bonds, Unrefunded Series 1991-C, 6.50%, 01/01/16		155,000		181,007

				4,546,810


	Principal Amount		Value

New Mexico (0.9%)
Bernalillo County, New Mexico Gross Receipts Tax Revenue Bonds, 5.25%, 10/01/26	$	1,500,000	$	1,604,745

New York (1.3%)
New York State Local Government Assistance Corporation Revenue Refunding Bonds, Series 1993-E, 6.00%, 04/01/14		1,000,000		1,127,150
New York, New York City Transitional Finance Authority Future Tax Secured Revenue Bonds, 5.75%, 11/15/19		795,000		881,456
New York, New York City Transitional Finance Authority Future Tax Secured Revenue Bonds, 5.75%, 11/15/19		205,000		227,294

				2,235,900

North Carolina (2.8%)
North Carolina Housing Finance Agency, Single-Family Revenue Bonds, Series A, 6.25%, 03/01/17		735,000		741,336
North Carolina Medical Care Commission Hospital Revenue Bonds (Firsthealth of the Carolinas), 4.75%, 10/01/26		2,000,000		2,013,840
North Carolina Medical Care Commission Hospital Revenue Bonds, (Gaston Health Care), Prerefunded, 5.00%, 02/15/29		1,070,000		1,123,211
North Carolina Medical Care Commission Hospital Revenue Bonds, (Gaston Health Care), Unrefunded, 5.00%, 02/15/29		1,230,000		1,108,693

				4,987,080

Ohio (4.3%)
Cleveland, Ohio Waterworks Revenue Bonds, Series K, 5.25%, 01/01/20		1,000,000		1,087,520
Franklin County, Ohio Hospital Refunding & Improvement Revenue Bonds, (The Children’s Hospital Project), Series 1996-A, 5.75%, 11/01/20		1,100,000		1,128,941


74		Annual Report 2005

Municipal Bond (continued)


	Principal Amount		Value

Ohio (continued)
Hamilton, Ohio City School District General Obligation Bonds, Series A, 5.50%, 12/01/19	$	1,000,000	$	1,089,220
Montgomery County, Ohio Hospital Revenue Bonds (Kettering Medical Center), 6.75%, 04/01/18		2,500,000		2,723,300
Ohio State Building, Ohio Sales Tax Revenue Bonds, 5.00%, 04/01/17		1,655,000		1,742,814

				7,771,795

Pennsylvania (0.6%)
Pennsylvania State University General Obligation Unlimited Bonds, 5.25%, 03/01/16		1,000,000		1,074,060

South Carolina (4.6%)
Greenville, South Carolina Waterworks Revenue Bonds, 5.25%, 02/01/16		1,685,000		1,805,073
South Carolina State Public Service Authority Revenue Bonds, Series A, 5.50%, 01/01/22		1,000,000		1,065,400
South Carolina Transportation Infrastructure Revenue Bonds, 5.50%, 10/01/30		1,000,000		1,085,800
South Carolina Transportation Infrastructure Revenue Bonds, Series A, 5.38%, 10/01/24		3,000,000		3,243,780
Spartanburg, South Carolina Water System Revenue Bonds, Series 1996, 6.10%, 06/01/21		1,000,000		1,017,600

				8,217,653

Tennessee (3.0%)
Shelby County, Tennessee Educational & Housing Facilities Board Revenue Bonds (St. Judes Children’s Research), 5.38%, 07/01/24		4,200,000		4,364,598
Shelby County, Tennessee Health Educational & Housing Facilities Board Revenue Bonds (St. Judes Children’s Research), 6.00%, 07/01/14		1,000,000		1,081,160

				5,445,758


	Principal Amount		Value

Texas (16.7%)
Beaumont Independent School District, Texas General Obligation Unlimited Tax School Building Bonds, Series 1996, 5.00%, 02/15/16	$	2,325,000	$	2,337,857
Collin County, Texas Permanent Improvement General Obligation Limited Tax Bonds, Series A, 5.50%, 02/15/19		1,300,000		1,387,399
Comal, Texas Independent School District General Obligation Unlimited Tax School Building and Refunding Bonds, 5.63%, 08/01/19		2,000,000		2,152,920
Fort Bend Independent School District, Texas General Obligation Unlimited Tax Bonds, Series 1996, 5.00%, 02/15/18		2,300,000		2,477,307
Fort Worth, Texas General Obligation Limited Tax Bonds, 5.63%, 03/01/17		1,350,000		1,393,227
Harris County, Texas Health Facilities Development Corporation Revenue School Health Care Systems, Series B, 5.75%, 07/01/27		5,325,000		6,132,216
Houston, Texas Independent School District General Obligation Limited Tax School House Refunding Bonds, Series 1997, 5.38%, 08/15/17		1,500,000		1,537,950
Houston, Texas Independent School District General Obligation Limited Tax School House Refunding Bonds, Series A, 4.75%, 02/15/26		2,000,000		2,010,120
Leander, Texas Independent School District General Obligation Unlimited Refunding Bonds, 5.00%, 08/15/22		1,000,000		1,038,360
Lower Colorado River Authority, Texas Junior Lien Refunding Revenue Bonds, Escrowed Series 1992, 6.00%, 01/01/17		1,245,000		1,451,433


2005 Annual Report		75

Statement of Investments (Continued)

October 31, 2005

Gartmore Tax-Free Income Fund (Continued)

Municipal Bond (continued)


	Principal Amount		Value

Texas (continued)
Montgomery County, Texas General Obligation Limited, 5.25%, 09/01/19	$	1,000,000	$	1,077,530
San Antonio, Texas Water Revenue Bonds, 5.00%, 05/15/25		1,000,000		1,028,590
Socorro, Texas Independent School District General Obligation Unlimited Tax Bonds, Series A, 5.75%, 02/15/14		1,000,000		1,054,760
Spring Branch, Texas Independent School District General Obligation Limited, 5.20%, 02/01/20		1,500,000		1,574,895
United Independent School District General Obligation Unlimited Tax Bonds, 5.38%, 08/15/25		1,000,000		1,070,240
Wichita Falls, Texas Water and Sewer Revenue Bonds (Priority Lien), 5.38%, 08/01/19		2,000,000		2,134,480

				29,859,284

Vermont (1.2%)
Vermont Educational & Health Buildings Financing Agency Revenue Bonds (Fletcher Allen Health), Series A, 6.00%, 12/01/23		2,000,000		2,193,620

Virginia (3.8%)
Fairfax County, Virginia Water Authority Refunding Revenue Bonds, Series 1992, 6.00%, 04/01/22		940,000		991,822
Henrico County, Virginia Water & Sewer System Refunding Revenue Bonds, Series 1994, 5.875%, 05/01/14		1,205,000		1,219,243
Virginia College Building Authority Educational Facilities Revenue Bonds, 5.00%, 02/01/18		2,955,000		3,101,687
Virginia Commonwealth Transportation Board Revenue Bonds, 5.00%, 04/01/18		1,435,000		1,507,941

				6,820,693


	Principal Amount		Value
Washington (4.4%)
Seattle, Washington Municipal Light & Power Revenue Improvement & Refunding Revenue Bonds, 5.13%, 03/01/26	$	1,000,000	$	1,029,730
Seattle, Washington Water Systems Revenue Bonds, 5.38%, 03/01/29		2,000,000		2,091,120
Washington State Motor Vehicle Fuel Tax General Obligation Unlimited Tax Bonds, Series 1997-D, 5.38%, 01/01/22		3,500,000		3,590,370
Washington State Motor Vehicle Fuel Tax General Obligation Unlimited Tax Bonds, Series C, 5.80%, 01/01/17		1,000,000		1,090,310

				7,801,530

Wisconsin (1.5%)
Wisconsin State General Obligation Unlimited, Series C, 5.55%, 05/01/21		1,000,000		1,086,740
Wisconsin State Transportation Revenue Bonds, Series A, 5.50%, 07/01/16		1,500,000		1,631,955

				2,718,695


Total Municipal Bond				176,415,973


Total Investments (Cost $164,290,329) (a) — 98.5%				176,415,973

Other assets in excess of liabilities — 1.5%				2,724,589


NET ASSETS — 100.0%			$	179,140,562

(a)

See Notes to Financial Statements for tax unrealized appreciation (depreciation) of securities.


76		Annual Report 2005

Distribution of investments, as a percentage of net assets in securities at value, is as follows:


Industry	Percent	Value
Air, Water, and Solid Waste	1.19%	$	2,134,480
Airports Flying Fields	2.62%		4,699,425
Colleges and Universities	5.09%		9,122,595
Educational Services	0.59%		1,054,760
Electric and Other Services	0.86%		1,532,434
Elementary and Secondary Schools	4.69%		8,395,165
Environmental Quality	0.21%		367,318
Facilities Support Services	4.25%		7,612,999
Finance, Taxation, and Money	6.50%		11,638,815
General Obligation	22.32%		39,986,062
Health Services	7.69%		13,771,595
Highway and Street Construction	1.46%		2,610,741
Hospitals	11.44%		20,484,789
Local and Surburban	1.14%		2,035,040
Regulation, Administration of Transportation	1.56%		2,801,394
Regulation, Administration of Utilities	0.57%		1,029,730
Single Family Housing	0.87%		1,556,250
Tobacco and Tobacco Products	4.20%		7,530,720
Transportation Services	8.19%		14,667,958
Water, sewer, and Utility	13.05%		23,383,703

	98.48%

See notes to financial statements.


2005 Annual Report		77

Statements of Assets and Liabilities

October 31, 2005


	Gartmore Bond Fund			Gartmore Government Bond Fund			Gartmore Morley Gartmore Morley Enhanced Income Fund Enhanced Income Fund
Assets:
Investments, at value (cost $117,707,549; $164,106,882 and $445,976,299 respectively)	$	120,970,158		$	163,795,255		$	441,487,394
Repurchase agreements, at cost and value		—			569,501			17,931,322

Total Investments		120,970,158			164,364,756			459,418,716

Cash		—			—			64,006
Cash collateral pledged for futures		—			—			90,000
Interest and dividends receivable		1,243,619			1,758,548			2,286,290
Receivable for capital shares issued		104,760			88,543			420,624
Receivable from advisor		—			—			5,747
Net receivable for variation margin on futures contracts		—			—			3,516
Prepaid expenses and other assets		19,465			19,537			19,485

Total Assets		122,338,002			166,231,384			462,308,384


Liabilities:
Payable to custodian		2,472,407			—			—
Distributions payable		54,568			44,305			1,073
Payable for return of collateral received for securities on loan		1,630,770			1,025,900			2,072,073
Payable for capital shares redeemed		158,066			140,832			396,055
Accrued expenses and other payables
Investment advisory fees		50,691			70,317			134,846
Fund administration and transfer agent fees		17,767			21,008			38,195
Distribution fees		5,143			15,003			264
Administrative servicing fees		7,913			19,860			2,969
Trustee fees		283			399			978
Other		13,674			7,236			9,216

Total Liabilities		4,411,282			1,344,860			2,655,669

Net Assets	$	117,926,720		$	164,886,524		$	459,652,715


Represented by:
Capital	$	117,623,342		$	165,089,677		$	469,528,330
Accumulated net investment income (loss)		(8,583	)		18,760			8,219
Accumulated net realized gains (losses) on investment and futures transactions		(2,950,648	)		89,714			(5,799,226	)
Net unrealized appreciation (depreciation) on investments and futures		3,262,609			(311,627	)		(4,084,608	)

Net Assets	$	117,926,720		$	164,886,524		$	459,652,715


Net Assets:
Class A Shares	$	10,212,294		$	54,165,868		$	1,241,849
Class B Shares		223,027			152,497			—
Class C Shares		696,206			330,619			—
Class D Shares		99,133,387			105,986,593			—
Class R Shares		1,060			1,037			1,021
Class X Shares		2,821,337			3,393,578			—

See notes to financial statements.


78		Annual Report 2005


	Gartmore Bond Fund			Gartmore Government Bond Fund			Gartmore Morley Gartmore Morley Enhanced Income Fund Enhanced Income Fund
Class Y Shares	$	198,713		$	855,336		$	—
Institutional Service Class Shares		—			—			5,660,518
Institutional Class Shares		4,640,696			996			452,749,327

Total	$	117,926,720		$	164,886,524		$	459,652,715


Shares outstanding (unlimited number of shares authorized):
Class A Shares		1,071,222			5,327,430			136,694
Class B Shares		23,393			14,997			—
Class C Shares		72,955			32,532			—
Class D Shares		10,382,894			10,418,175			—
Class R Shares		111			102			113
Class X Shares		295,845			334,012			—
Class Y Shares		20,816			84,191			—
Institutional Service Class Shares		—			—			622,762
Institutional Class Shares		486,022			98			49,832,644

Total		12,353,258			16,211,537			50,592,213


Net asset value and redemption price per share:
Class A Shares	$	9.53		$	10.17		$	9.08
Class B Shares (a)	$	9.53		$	10.17		$	—
Class C Shares (b)	$	9.54		$	10.16		$	—
Class D Shares	$	9.55		$	10.17		$	—
Class R Shares	$	9.55		$	10.17		$	9.09	(c)
Class X Shares	$	9.54		$	10.16		$	—
Class Y Shares	$	9.55		$	10.16		$	—
Institutional Service Class Shares	$	—		$	—		$	9.09
Institutional Class Shares	$	9.55		$	10.17	(c)	$	9.09

Maximum offering price per share (100%/(100%-maximum sales charge) of net asset value adjusted to the nearest cent):
Class A Shares	$	10.01		$	10.68		$	9.43
Class D Shares	$	10.00		$	10.65		$	—

Maximum Sales Charge — Class A Shares		4.75	%		4.75	%		3.75	%

Maximum Sales Charge — Class D Shares		4.50	%		4.50	%		—

(a)	For Class B shares, the redemption price per share varies by the length of time shares are held.

(b)	For Class C Shares, the redemption price per share is reduced by 1.00% for shares held less than one year.

(c)	Due to rounding, Net Assets divided by Shares Outstanding does not equal the NAV.

See notes to financial statements.


2005 Annual Report		79

Statements of Assets and Liabilities


	Gartmore Short Duration Bond Fund			Gartmore Tax-Free Income Fund Gartmore Tax-Free Income Fund
Assets:
Investments, at value (cost $127,671,568 and $164,290,329; respectively)	$	125,065,212		$	176,415,973
Repurchase agreements, at cost and value		7,139,492			—

Total Investments		132,204,704			176,415,973

Cash		—			108,798
Interest and dividends receivable		776,487			2,880,846
Receivable for capital shares issued		301,996			46,958
Prepaid expenses and other assets		8,770			4,822

Total Assets		133,291,957			179,457,397


Liabilities:
Payable to custodian		343,890			—
Distributions payable		15,544			160,651
Payable for capital shares redeemed		330,331			30,952
Accrued expenses and other payables
Investment advisory fees		28,414			76,022
Fund administration and transfer agent fees		21,173			24,881
Distribution fees		27,213			7,258
Administrative servicing fees		41,564			610
Trustee fees		346			427
Other		18,461			16,034

Total Liabilities		826,936			316,835

Net Assets	$	132,465,021		$	179,140,562


Represented by:
Capital	$	137,137,655		$	167,495,373
Accumulated net investment income (loss)		(50,356	)		(156,464	)
Accumulated net realized gains (losses) on investment transactions		(2,015,922	)		(323,991	)
Net unrealized appreciation (depreciation) on investments		(2,606,356	)		12,125,644

Net Assets	$	132,465,021		$	179,140,562


Net Assets:
Class A Shares	$	1,016,840		$	10,053,960
Class B Shares		—			602,104
Class C Shares		1,009			1,210,553
Class D Shares		—			162,138,937
Class X Shares		—			4,903,186

See notes to financial statements.


80		Annual Report 2005


	Gartmore Short Duration Bond Fund			Gartmore Gartmore Tax-Free Income Fund Tax-Free Income Fund
Class Y Shares	$	—		$	231,822
Institutional Class Shares		6,741,317			—
IRA Class Shares		43,888,211			—
Service Class Shares		80,817,644			—

Total	$	132,465,021		$	179,140,562


Shares outstanding (unlimited number of shares authorized):
Class A Shares		103,488			958,844
Class B Shares		—			57,442
Class C Shares		103			115,725
Class D Shares		—			15,465,843
Class X Shares		—			467,647
Class Y Shares		—			22,155
Institutional Class Shares		685,958			—
IRA Class Shares		4,466,255			—
Service Class Shares		8,225,041			—

Total		13,480,845			17,087,656


Net asset value and redemption price per share:
Class A Shares	$	9.83		$	10.49
Class B Shares (a)	$	—		$	10.48
Class C Shares (b)	$	9.83	(c)	$	10.46
Class D Shares	$	—		$	10.48
Class X Shares	$	—		$	10.48
Class Y Shares	$	—		$	10.46
Institutional Class Shares	$	9.83		$	—
IRA Class Shares	$	9.83		$	—
Service Class Shares	$	9.83		$	—

Maximum offering price per share (100%/(100%-maximum sales charge) of net asset value adjusted to the nearest cent):
Class A Shares	$	10.06		$	11.01
Class D Shares	$	—		$	10.98

Maximum Sales Charge — Class A Shares		2.25	%		4.75	%

Maximum Sales Charge — Class D Shares		—			4.50	%

(a)	For Class B shares, the redemption price per share varies by the length of time shares are held.

(b)	For Class C Shares, the redemption price per share is reduced by 1.00% for shares held less than one year.

(c)	Due to rounding, Net Assets divided by Shares Outstanding does not equal the NAV.

See notes to financial statements.


2005 Annual Report		81

Statements of Operations

For the Year Ended October 31, 2005


	Gartmore Bond Fund			Gartmore Government Bond Fund			Fund Gartmore Morley Enhanced Income
INVESTMENT INCOME:
Interest income	$	6,375,622		$	7,781,793		$	12,251,270
Income from securities lending		22,254			13,185			8,763

Total Income		6,397,876			7,794,978			12,260,033


Expenses:
Investment advisory fees		611,058			864,594			1,337,985
Fund administration and transfer agent fees		158,706			207,288			427,947
Distribution fees Class A		24,151			136,734			3,191
Distribution fees Class B		1,506			1,470			—
Distribution fees Class C		5,175			2,512			—
Distribution fees Class R		4			4			4
Distribution fees Class X		27,421			33,899			—
Distribution fees Class Y		1,877			7,698			—
Administrative servicing fees Class A		7,493			76,626			1,227
Administrative servicing fees Class D		55,733			104,659			—
Administrative servicing fees Institutional Service Class		—			—			16,425
Registration and filing fees		59,219			61,454			53,328
Trustee fees		5,015			7,070			15,525
Other		111,977			91,483			94,619

Total expenses before voluntary fee reductions		1,069,335			1,595,491			1,950,251
Earnings credit (Note 5)		(5,560	)		(4,862	)		(6,756	)
Expenses reimbursed		—			—			(196,148	)

Total Expenses		1,063,775			1,590,629			1,747,347

Net Investment Income		5,334,101			6,204,349			10,512,686


REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS:
Net realized gains (losses) on investment transactions		1,051,917			1,115,473			(286,363	)
Net realized gains (losses) on futures transactions		—			—			536,890

Net realized gains (losses) on investment and futures transactions		1,051,917			1,115,473			250,527
Net change in unrealized appreciation/depreciation on investments and futures		(3,797,729	)		(4,458,806	)		(2,909,779	)

Net realized/unrealized gains (losses) on investments and futures		(2,745,812	)		(3,343,333	)		(2,659,252	)

CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	2,588,289		$	2,861,016		$	7,853,434

See notes to financial statements.


82		Annual Report 2005


	Gartmore Short Duration Bond Fund			Gartmore Gartmore Tax-Free Income Fund Tax-Free Income Fund
INVESTMENT INCOME:
Interest income	$	7,361,823		$	8,637,333

Total Income		7,361,823			8,637,333


Expenses:
Investment advisory fees		836,301			932,283
Fund administration and transfer agent fees		294,439			235,524
Distribution fees Class A		2,137			23,508
Distribution fees Class B		—			5,446
Distribution fees Class C		5			11,849
Distribution fees Class X		—			49,286
Distribution fees IRA Class		252,520			—
Distribution fees Service Class		298,231			—
Distribution fees Class Y		—			3,406
Administrative servicing fees Class A		—			113
Administrative servicing fees IRA Class		75,698			—
Administrative servicing fees Service Class		72,267			—
Registration and filing fees		58,739			55,051
Trustee fees		19,563			7,664
Other		245,392			119,448

Total expenses before voluntary fee reductions		2,155,292			1,443,578
Expenses voluntarily reduced		(238,942	)		—
Earnings credit (Note 5)		(5,730	)		(20,623	)

Total Expenses		1,910,620			1,422,955

Net Investment Income		5,451,203			7,214,378


REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS:
Net realized gains (losses) on investment transactions		(1,216,116	)		267,828

Net realized gains (losses) on investment		(1,216,116	)		267,828
Net change in unrealized appreciation/depreciation on investments		(2,606,356	)		(3,449,647	)

Net realized/unrealized gains (losses) on investments		(3,822,472	)		(3,181,819	)

CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	1,628,731		$	4,032,559

See notes to financial statements.


2005 Annual Report		83

Statements of Changes in Net Assets


	Gartmore Bond Fund						Gartmore Government Bond Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income	$	5,334,101		$	6,071,125		$	6,204,349		$	6,919,961
Net realized gains (losses) on investment transactions		1,051,917			3,939,111			1,115,473			(858,692	)
Net change in unrealized appreciation/depreciation on investments		(3,797,729	)		(2,757,638	)		(4,458,806	)		1,007,897

Change in net assets from operations		2,588,289			7,252,598			2,861,016			7,069,166


Distributions to Class A Shareholders from:
Net investment income		(400,142	)		(449,448	)		(1,860,894	)		(1,912,956	)
Net realized gains on investments		—			—			—			(1,310,536	)

Distributions to Class B Shareholders from:
Net investment income		(5,213	)		(2,334	)		(4,091	)		(2,899	)
Net realized gains on investments		—			—			—			(147	)

Distributions to Class C Shareholders from:
Net investment income		(17,810	)		(2,007	)		(7,026	)		(7,117	)
Net realized gains on investments		—			—			—			(1,855	)

Distributions to Class D Shareholders from:
Net investment income		(4,714,110	)		(5,518,021	)		(4,149,513	)		(4,979,167	)
Net realized gains on investments		—			—			—			(3,527,208	)

Distributions to Class R Shareholders from:
Net investment income		(43	)		(41	)		(35	)		(32	)
Net realized gains on investments		—			—			—			(24	)

Distributions to Class X Shareholders from:
Net investment income		(116,559	)		(137,402	)		(117,368	)		(155,711	)
Net realized gains on investments		—			—			—			(136,123	)

Distributions to Class Y Shareholders from:
Net investment income		(7,971	)		(9,770	)		(26,680	)		(40,922	)
Net realized gains on investments		—			—			—			(46,030	)

Distributions to Intitutional Class Shareholders from:
Net investment income		(64,941	)		(4,055	) (a)		(24,866	)		(1,969	) (a)

Change in net assets from shareholder distributions		(5,326,789	)		(6,123,078	)		(6,190,473	)		(12,122,696	)

Change in net assets from capital transactions		(6,874,780	)		(15,273,501	)		(14,723,998	)		(30,816,842	)

Change in net assets		(9,613,280	)		(14,143,981	)		(18,053,455	)		(35,870,372	)

Net Assets:
Beginning of period		127,540,000			141,683,981			182,939,979			218,810,351

End of period	$	117,926,720		$	127,540,000		$	164,886,524		$	182,939,979

Accumulated net investment income (loss)	$	(8,583	)	$	(8,583	)	$	18,760		$	18,629

(a)	For the period from June 30, 2004 (commencement of operations) through October 31, 2004.

See notes to financial statements.


84		Annual Report 2005

Statements of Changes in Net Assets


	Gartmore Morley Enhanced Income Fund						Gartmore Short Duration Bond Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income	$	10,512,686		$	5,002,179		$	5,451,203		$	18,697,863
Net realized gains (losses) on investment and futures transactions		250,527			(2,344,773	)		(1,216,116	)		(1,826,324	)
Net change in unrealized appreciation/depreciation on investments and futures		(2,909,779	)		(97,688	)		(2,606,356	)		1,372,707
Net change in unrealized appreciation/depreciation on wrapper contracts		—			—			—			(550,681	)

Change in net assets from operations		7,853,434			2,559,718			1,628,731			17,693,565


Distributions to Class A Shareholders from:
Net investment income		(31,968	)		(38,436	)		(22,192	)		(14,701	)
Net realized gains on investments		—			—			—			(190	)

Distributions to Class C Shareholders from:
Net investment income		—			—			(16	) (a)		—

Distributions to Class R Shareholders from:
Net investment income		(26	)		(16	)		—			—

Distributions to Institutional Class Shareholders from:
Net investment income		(10,887,612	)		(5,018,476	)		(450,062	)		(2,052,609	)
Net realized gain on investments		—			—			—			(46,583	)

Distributions to Institutional Service Class Shareholders from:
Net investment income		(174,593	)		(152,442	)		—			—

Distributions to IRA Class Shareholders from:
Net investment income		—			—			(2,313,572	)		(10,365,445	)
Net realized gain on investments		—			—			—			(289,512	)

Distributions to Service Class Shareholders from:
Net investment income		—			—			(2,895,479	)		(5,233,773	)
Net realized gain on investments		—			—			—			(145,883	)

Change in net assets from shareholder distributions		(11,094,199	)		(5,209,370	)		(5,681,321	)		(18,148,696	)

Change in net assets from capital transactions		153,943,037			144,235,418			(570,977,333	)		49,914,041

Change in net assets		150,702,272			141,585,766			(575,029,923	)		49,458,910

Net Assets:
Beginning of period		308,950,443			167,364,677			707,494,944			658,036,034

End of period	$	459,652,715		$	308,950,443		$	132,465,021		$	707,494,944

Accumulated net investment income (loss)	$	8,219		$	6,882		$	(50,356	)	$	(50,356	)

(a)	For the period from February 28, 2005 (commencement of operations) through October 31, 2005.

See notes to financial statements.


2005 Annual Report		85

Statements of Changes in Net Assets


	Gartmore Tax-Free Income Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income	$	7,214,378		$	8,493,509
Net realized gains (losses) on investment transactions		267,828			29,089
Net change in unrealized appreciation/depreciation on investments		(3,449,647	)		3,242,490

Change in net assets from operations		4,032,559			11,765,088


Distributions to Class A Shareholders from:
Net investment income		(345,087	)		(357,117	)

Distributions to Class B Shareholders from:
Net investment income		(15,552	)		(7,762	)

Distributions to Class C Shareholders from:
Net investment income		(34,172	)		(24,323	)

Distributions to Class D Shareholders from:
Net investment income		(6,630,409	)		(7,852,219	)

Distributions to Class X Shareholders from:
Net investment income		(177,039	)		(234,899	)

Distributions to Class Y Shareholders from:
Net investment income		(12,197	)		(17,189	)

Change in net assets from shareholder distributions		(7,214,456	)		(8,493,509	)

Change in net assets from capital transactions		(9,916,817	)		(10,941,315	)

Change in net assets		(13,098,714	)		(7,669,736	)

Net Assets:
Beginning of period		192,239,276			199,909,012

End of period	$	179,140,562		$	192,239,276

Accumulated net investment income (loss)	$	(156,464	)	$	(156,386	)

See notes to financial statements.


86		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Bond Fund


			Investment Activities					Distributions								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Investment Income (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	8.75	0.52	0.84		1.36		(0.53	)	(0.53	)	$	9.58	16.01%		$	4,775	1.14%		5.71%		(k	)	(k	)	42.47%
Year Ended October 31, 2002	$	9.58	0.50	(0.15	)	0.35		(0.50	)	(0.50	)	$	9.43	3.84%		$	7,551	1.06%		5.34%		(k	)	(k	)	27.66%
Year Ended October 31, 2003	$	9.43	0.46	0.24		0.70		(0.46	)	(0.46	)	$	9.67	7.55%		$	10,128	1.08%		4.74%		(k	)	(k	)	17.73%
Year Ended October 31, 2004	$	9.67	0.43	0.08		0.51		(0.43	)	(0.43	)	$	9.75	5.37%		$	10,669	1.04%		4.38%		(k	)	(k	)	17.20%
Year Ended October 31, 2005	$	9.75	0.40	(0.22	)	0.18		(0.40	)	(0.40	)	$	9.53	1.87%		$	10,212	1.10%		4.15%		(k	)	(k	)	34.08%

Class B Shares
Period Ended October 31, 2003 (d)	$	9.49	0.06	0.18		0.24		(0.06	)	(0.06	)	$	9.67	2.50%	(i)	$	24	1.83%	(j)	3.62%	(j)	(k	)	(k	)	17.73%
Year Ended October 31, 2004	$	9.67	0.36	0.08		0.44		(0.36	)	(0.36	)	$	9.75	4.66%		$	102	1.72%		3.64%		(k	)	(k	)	17.20%
Year Ended October 31, 2005	$	9.75	0.34	(0.22	)	0.12		(0.34	)	(0.34	)	$	9.53	1.18%		$	223	1.78%		3.46%		(k	)	(k	)	34.08%

Class C Shares
Period Ended October 31, 2003 (d)	$	9.50	0.06	0.18		0.24		(0.06	)	(0.06	)	$	9.68	2.49%	(i)	$	9	1.87%	(j)	3.60%	(j)	(k	)	(k	)	17.73%
Year Ended October 31, 2004	$	9.68	0.36	0.08		0.44		(0.36	)	(0.36	)	$	9.76	4.63%		$	182	1.72%		3.48%		(k	)	(k	)	17.20%
Year Ended October 31, 2005	$	9.76	0.34	(0.22	)	0.12		(0.34	)	(0.34	)	$	9.54	1.18%		$	696	1.78%		3.45%		(k	)	(k	)	34.08%

Class D Shares
Year Ended October 31, 2001	$	8.76	0.54	0.84		1.38		(0.55	)	(0.55	)	$	9.59	16.23%		$	132,034	0.92%		5.94%		(k	)	(k	)	42.47%
Year Ended October 31, 2002	$	9.59	0.52	(0.15	)	0.37		(0.52	)	(0.52	)	$	9.44	4.07%		$	136,049	0.83%		5.58%		(k	)	(k	)	27.66%
Year Ended October 31, 2003	$	9.44	0.49	0.24		0.73		(0.49	)	(0.49	)	$	9.68	7.81%		$	127,591	0.82%		5.00%		(k	)	(k	)	17.73%
Year Ended October 31, 2004	$	9.68	0.45	0.09		0.54		(0.45	)	(0.45	)	$	9.77	5.75%		$	112,631	0.78%		4.64%		(k	)	(k	)	17.20%
Year Ended October 31, 2005	$	9.77	0.43	(0.22	)	0.21		(0.43	)	(0.43	)	$	9.55	2.15%		$	99,133	0.83%		4.41%		(k	)	(k	)	34.08%

Class R Shares
Period Ended October 31, 2003 (e)	$	9.80	0.03	(0.12	)	(0.09	)	(0.03	)	(0.03	)	$	9.68	(0.92%	)(i)	$	1	1.85%	(j)	3.48%	(j)	1.95%		3.38%		17.73%
Year Ended October 31, 2004	$	9.68	0.39	0.09		0.48		(0.39	)	(0.39	)	$	9.77	5.06%		$	1	1.37%		3.99%		(k	)	(k	)	17.20%
Year Ended October 31, 2005	$	9.77	0.40	(0.22	)	0.18		(0.40	)	(0.40	)	$	9.55	1.81%		$	1	1.14%		4.08%		(k	)	(k	)	34.08%

Class X Shares
Year Ended October 31, 2001	$	8.75	0.47	0.84		1.31		(0.48	)	(0.48	)	$	9.58	15.33%		$	2,935	1.72%		5.10%		(k	)	(k	)	42.47%
Year Ended October 31, 2002	$	9.58	0.45	(0.15	)	0.30		(0.45	)	(0.45	)	$	9.43	3.26%		$	3,548	1.62%		4.79%		(k	)	(k	)	27.66%
Year Ended October 31, 2003 (f)	$	9.43	0.41	0.24		0.65		(0.41	)	(0.41	)	$	9.67	6.98%		$	3,674	1.60%		4.22%		(k	)	(k	)	17.73%
Year Ended October 31, 2004	$	9.67	0.38	0.08		0.46		(0.38	)	(0.38	)	$	9.75	4.82%		$	3,457	1.57%		3.85%		(k	)	(k	)	17.20%
Year Ended October 31, 2005	$	9.75	0.35	(0.21	)	0.14		(0.35	)	(0.35	)	$	9.54	1.44%		$	2,821	1.63%		3.62%		(k	)	(k	)	34.08%

Class Y Shares
Period Ended October 31, 2001 (g)	$	9.19	0.25	0.40		0.65		(0.25	)	(0.25	)	$	9.59	7.25%	(i)	$	162	1.74%	(j)	4.77%	(j)	(k	)	(k	)	42.47%
Year Ended October 31, 2002	$	9.59	0.45	(0.15	)	0.30		(0.45	)	(0.45	)	$	9.44	3.26%		$	272	1.62%		4.78%		(k	)	(k	)	27.66%
Year Ended October 31, 2003 (f)	$	9.44	0.41	0.24		0.65		(0.41	)	(0.41	)	$	9.68	6.97%		$	256	1.60%		4.21%		(k	)	(k	)	17.73%
Year Ended October 31, 2004	$	9.68	0.38	0.08		0.46		(0.38	)	(0.38	)	$	9.76	4.81%		$	238	1.57%		3.85%		(k	)	(k	)	17.20%
Year Ended October 31, 2005	$	9.76	0.35	(0.21	)	0.14		(0.35	)	(0.35	)	$	9.55	1.44%		$	199	1.63%		3.62%		(k	)	(k	)	34.08%

Institutional Class Shares
Period Ended October 31, 2004 (h)	$	9.50	0.15	0.26		0.41		(0.15	)	(0.15	)	$	9.76	4.32%	(i)	$	260	0.73%	(j)	4.51%	(j)	(k	)	(k	)	17.20%
Year Ended October 31, 2005	$	9.76	0.43	(0.21	)	0.22		(0.43	)	(0.43	)	$	9.55	2.30%		$	4,641	0.78%		4.47%		(k	)	(k	)	34.08%


(a) Excludes sales charge.		(g) For the period from March 1, 2001 (commencement of operations) through October 31, 2001.
(b) During the period certain fees were waived and /or reimbursed. If such waivers/ reimbursements had not occurred, the ratios would have been as indicated.		(h) For the period from June 29, 2004 (commencement of operations) through October 31, 2004. (i) Not annualized. (j) Annualized. (k) There were no fee reductions during the period.
(c) Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.
(d) For the period from September 4, 2003 (commencement of operations) through October 31, 2003.
(e) For the period from October 1, 2003 (commencement of operations) through October 31, 2003.
(f) Effective September 1, 2003, Class B and Class C Shares were renamed renamed Class X and Class Y , respectively.

See notes to financial statements.


2005 Annual Report		87

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Government Bond Fund


			Investment Activities					Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Investment Income (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	10.00	0.53	0.95		1.48		(0.53	)	—		(0.53	)	$	10.95	15.21%		$	57,336	0.99%		5.12%		1.20%		4.91%		159.68%
Year Ended October 31, 2002	$	10.95	0.45	0.20		0.65		(0.45	)	(0.20	)	(0.65	)	$	10.95	6.42%		$	55,510	1.07%		4.28%		1.11%		4.24%		99.42%
Year Ended October 31, 2003	$	10.95	0.41	(0.16	)	0.25		(0.40	)	(0.19	)	(0.59	)	$	10.61	2.29%		$	56,589	1.10%		3.76%		(k	)		(k)	106.65%
Year Ended October 31, 2004	$	10.61	0.35	0.03		0.38		(0.36	)	(0.26	)	(0.62	)	$	10.37	3.68%		$	55,481	1.07%		3.37%		(k	)		(k)	110.72%
Year Ended October 31, 2005	$	10.37	0.35	(0.20	)	0.15		(0.35	)	—		(0.35	)	$	10.17	1.46%		$	54,166	1.10%		3.41%		(k	)	(k	)	117.67%

Class B Shares
Period Ended October 31, 2003 (d)	$	10.48	0.06	0.12		0.18		(0.05	)	—		(0.05	)	$	10.61	1.73%	(i)	$	1	1.80%	(j)	3.52%	(j)	(k	)		(k)	106.65%
Year Ended October 31, 2004	$	10.61	0.28	0.03		0.31		(0.29	)	(0.26	)	(0.55	)	$	10.37	3.04%		$	170	1.69%		2.75%		(k	)		(k)	110.72%
Year Ended October 31, 2005	$	10.37	0.29	(0.20	)	0.09		(0.29	)	—		(0.29	)	$	10.17	0.85%		$	152	1.71%		2.79%		(k	)	(k	)	117.67%

Class C Shares
Period Ended October 31, 2003 (d)	$	10.48	0.06	0.12		0.18		(0.05	)	—		(0.05	)	$	10.61	1.73%	(i)	$	65	1.76%	(j)	4.11%	(j)	(k	)		(k)	106.65%
Year Ended October 31, 2004	$	10.61	0.28	0.03		0.31		(0.29	)	(0.26	)	(0.55	)	$	10.37	3.03%		$	296	1.69%		2.75%		(k	)		(k)	110.72%
Year Ended October 31, 2005	$	10.37	0.29	(0.21	)	0.08		(0.29	)	—		(0.29	)	$	10.16	0.75%		$	331	1.71%		2.80%		(k	)	(k	)	117.67%

Class D Shares
Year Ended October 31, 2001	$	10.01	0.55	0.95		1.50		(0.55	)	—		(0.55	)	$	10.96	15.43%		$	124,117	0.79%		5.24%		0.90%		5.13%		159.68%
Year Ended October 31, 2002	$	10.96	0.48	0.19		0.67		(0.48	)	(0.20	)	(0.68	)	$	10.95	6.61%		$	174,637	0.81%		4.52%		0.81%		4.52%		99.42%
Year Ended October 31, 2003	$	10.95	0.44	(0.15	)	0.29		(0.43	)	(0.19	)	(0.62	)	$	10.62	2.67%		$	154,556	0.82%		4.03%		(k	)		(k)	106.65%
Year Ended October 31, 2004	$	10.62	0.38	0.02		0.40		(0.39	)	(0.26	)	(0.65	)	$	10.37	3.87%		$	121,325	0.78%		3.66%		(k	)		(k)	110.72%
Year Ended October 31, 2005	$	10.37	0.38	(0.20	)	0.18		(0.38	)	—		(0.38	)	$	10.17	1.76%		$	105,987	0.81%		3.70%		(k	)	(k	)	117.67%

Class R Shares
Period Ended October 31, 2003 (e)	$	10.77	0.04	(0.16	)	(0.12	)	(0.03	)	—		(0.03	)	$	10.62	(1.12%	)(i)	$	1	1.48%	(j)	4.13%	(j)	1.58%	(j)	4.03%	(j)	106.65%
Year Ended October 31, 2004	$	10.62	0.32	0.03		0.35		(0.33	)	(0.26	)	(0.59	)	$	10.38	3.41%		$	1	1.37%		3.12%		(k	)		(k)	110.72%
Year Ended October 31, 2005	$	10.38	0.35	(0.21	)	0.14		(0.35	)	—		(0.35	)	$	10.17	1.34%		$	1	1.06%		3.39%		(k	)	(k	)	117.67%

Class X Shares
Year Ended October 31, 2001	$	10.00	0.47	0.94		1.41		(0.47	)	—		(0.47	)	$	10.94	14.41%		$	4,024	1.64%		4.27%		1.68%		4.23%		159.68%
Year Ended October 31, 2002	$	10.94	0.40	0.19		0.59		(0.40	)	(0.20	)	(0.60	)	$	10.93	5.80%		$	6,067	1.58%		3.74%		1.58%		3.74%		99.42%
Year Ended October 31, 2003 (f)	$	10.93	0.36	(0.14	)	0.22		(0.35	)	(0.19	)	(0.54	)	$	10.61	2.00%		$	5,689	1.57%		3.29%		(k	)		(k)	106.65%
Year Ended October 31, 2004	$	10.61	0.30	0.02		0.32		(0.31	)	(0.26	)	(0.57	)	$	10.36	3.10%		$	4,557	1.54%		2.91%		(k	)		(k)	110.72%
Year Ended October 31, 2005	$	10.36	0.30	(0.20	)	0.10		(0.30	)	—		(0.30	)	$	10.16	1.00%		$	3,394	1.56%		2.95%		(k	)	(k	)	117.67%

Class Y Shares
Period Ended October 31, 2001 (g)	$	10.47	0.24	0.47		0.71		(0.24	)	—		(0.24	)	$	10.94	6.89%	(i)	$	449	1.64%	(j)	4.20%	(j)	1.73%	(j)	4.11%	(j)	159.68%
Year Ended October 31, 2002	$	10.94	0.40	0.19		0.59		(0.40	)	(0.20	)	(0.60	)	$	10.93	5.80%		$	941	1.58%		3.72%		1.58%		3.72%		99.42%
Year Ended October 31, 2003 (f)	$	10.93	0.36	(0.14	)	0.22		(0.35	)	(0.19	)	(0.54	)	$	10.61	2.00%		$	1,910	1.57%		3.28%		(k	)		(k)	106.65%
Year Ended October 31, 2004	$	10.61	0.30	0.02		0.32		(0.31	)	(0.26	)	(0.57	)	$	10.36	3.10%		$	961	1.54%		2.93%		(k	)		(k)	110.72%
Year Ended October 31, 2005	$	10.36	0.30	(0.20	)	0.10		(0.30	)	—		(0.30	)	$	10.16	1.00%		$	855	1.56%		2.95%		(k	)	(k	)	117.67%

Institutional Class Shares
Period Ended October 31, 2004 (h)	$	10.11	0.12	0.28		0.40		(0.13	)	—		(0.13	)	$	10.38	4.00%	(i)	$	14	0.69%	(j)	3.66%	(j)	(k	)		(k)	110.72%
Year Ended October 31, 2005 (l)	$	10.38	0.39	(0.21	)	0.18		(0.39	)	—		(0.39	)	$	10.17	1.72%		$	1	0.72%		3.85%		(k	)	(k	)	117.67%


(a) Excludes sales charge.		(g) For the period from March 1, 2001 (commencement of operations) through October 31, 2001.
(b) During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.		(h) For the period from June 29, 2004 (commencement of operations) through October 31, 2004. (i) Not annualized. (j) Annualized. (k) There were no fee reductions during the period. (l) Net investment income (loss) is based on average shares outstanding during the period.
(c) Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.
(d) For the period from September 4, 2003 (commencement of operations) through October 31, 2003.
(e) For the period from October 1, 2003 (commencement of operations) through October 31, 2003.
(f) Effective September 1, 2003, Class B and Class C shares were renamed Class X and Class Y shares, respectively.

See notes to financial statements.


88		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Morley Enhanced Income Fund


			Investment Activities					Distributions								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	9.90	0.52	(0.20	)	0.32		(0.52	)	(0.52	)	$	9.70	3.26%		$	629	0.90%		5.18%		1.51%		4.57%		46.50%
Year Ended October 31, 2002	$	9.70	0.41	(0.26	)	0.15		(0.41	)	(0.41	)	$	9.44	1.60%		$	1,691	0.79%		4.28%		0.95%		4.12%		32.97%
Year Ended October 31, 2003	$	9.44	0.30	(0.18	)	0.12		(0.30	)	(0.30	)	$	9.26	1.31%		$	2,404	0.78%		3.11%		0.88%		3.01%		29.97%
Year Ended October 31, 2004	$	9.26	0.16	(0.09	)	0.07		(0.17	)	(0.17	)	$	9.16	0.73%		$	1,575	0.80%		1.74%		0.85%		1.69%		51.59%
Year Ended October 31, 2005	$	9.16	0.22	(0.07	)	0.15		(0.23	)	(0.23	)	$	9.08	1.66%		$	1,242	0.80%		2.36%		0.85%		2.31%		60.80%

Class R Shares
Period Ended October 31, 2003 (d)	$	9.30	0.02	(0.03	)	(0.01	)	(0.02	)	(0.02	)	$	9.27	(0.13%	)(e)	$	1	1.05%	(f)	2.01%	(f)	1.15%	(f)	1.91%	(f)	29.97%
Year Ended October 31, 2004	$	9.27	0.13	(0.09	)	0.04		(0.14	)	(0.14	)	$	9.17	0.48%		$	1	1.00%		1.49%		1.00%		1.49%		51.59%
Year Ended October 31, 2005	$	9.17	0.22	(0.07	)	0.15		(0.23	)	(0.23	)	$	9.09	1.70%		$	1	0.72%		2.42%		0.72%		2.42%		60.80%

Institutional Service Class Shares
Year Ended October 31, 2001	$	9.90	0.54	(0.19	)	0.35		(0.54	)	(0.54	)	$	9.71	3.57%		$	11,593	0.70%		5.45%		1.44%		4.71%		46.50%
Year Ended October 31, 2002	$	9.71	0.42	(0.27	)	0.15		(0.42	)	(0.42	)	$	9.44	1.60%		$	10,093	0.70%		4.41%		0.90%		4.21%		32.97%
Year Ended October 31, 2003	$	9.44	0.31	(0.17	)	0.14		(0.31	)	(0.31	)	$	9.27	1.50%		$	9,256	0.70%		3.25%		0.80%		3.15%		29.97%
Year Ended October 31, 2004	$	9.27	0.17	(0.09	)	0.08		(0.18	)	(0.18	)	$	9.17	0.82%		$	7,476	0.70%		1.84%		0.75%		1.79%		51.59%
Year Ended October 31, 2005	$	9.17	0.23	(0.07	)	0.16		(0.24	)	(0.24	)	$	9.09	1.77%		$	5,661	0.70%		2.47%		0.75%		2.42%		60.80%

Institutional Class Shares
Year Ended October 31, 2001	$	9.89	0.56	(0.19	)	0.37		(0.56	)	(0.56	)	$	9.70	3.83%		$	10,144	0.45%		5.39%		0.98%		4.86%		46.50%
Year Ended October 31, 2002	$	9.70	0.45	(0.26	)	0.19		(0.45	)	(0.45	)	$	9.44	1.96%		$	57,703	0.45%		4.57%		0.64%		4.38%		32.97%
Year Ended October 31, 2003	$	9.44	0.33	(0.18	)	0.15		(0.33	)	(0.33	)	$	9.26	1.64%		$	155,704	0.45%		3.40%		0.55%		3.30%		29.97%
Year Ended October 31, 2004	$	9.26	0.19	(0.08	)	0.11		(0.20	)	(0.20	)	$	9.17	1.07%		$	299,898	0.45%		2.05%		0.50%		2.00%		51.59%
Year Ended October 31, 2005	$	9.17	0.25	(0.07	)	0.18		(0.26	)	(0.26	)	$	9.09	2.13%		$	452,749	0.45%		2.76%		0.50%		2.71%		60.80%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.

(e)	Not annualized.

(f)	Annualized.

See notes to financial statements.


2005 Annual Report		89

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Short Duration Bond Fund


			Investment Activities				Distributions													Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities	Net Investment Income		Net Realized Gains		Total Distributions		Reverse Stock Split		Capital Contributions from Adviser	Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Period Ended October 31, 2003 (d)	$	10.00	0.08	—		0.08	(0.08	)	—		(0.08	)	—		—	$	10.00	0.76%	(f)	$	42	0.95%	(g)	2.68%	(g)	1.05%	(g)	2.58%	(g)	16.61%
Year Ended October 31, 2004	$	10.00	0.23	(0.07	)	0.16	(0.23	)	(0.01	)	(0.24	)	0.01	(i)	0.07	$	10.00	2.35%	(j)	$	1,585	0.86%		2.08%		0.96%		1.98%		129.96%
Year Ended October 31, 2005	$	10.00	0.25	(0.15	)	0.10	(0.27	)	—		(0.27	)	—		—	$	9.83	0.98%		$	1,017	0.78%		2.40%		0.88%		2.30%		292.03%

Class C Shares
Period Ended October 31, 2005 (e)	$	9.91	0.13	(0.06	)	0.07	(0.15	)	—		(0.15	)	—		—	$	9.83	0.76%	(f)	$	1	1.40%	(g)	2.08%	(g)	1.40%	(g)	2.08%	(g)	292.03%

Institutional Class Shares
Year Ended October 31, 2001	$	10.00	0.59	—		0.59	(0.59	)	—		(0.59	)	—		—	$	10.00	6.06%		$	15,531	0.55%		5.83%		0.83%		5.55%		59.67%
Year Ended October 31, 2002	$	10.00	0.47	—		0.47	(0.47	)	(0.04	)	(0.51	)	0.04	(h)	—	$	10.00	4.84%		$	19,239	0.57%		4.73%		0.71%		4.69%		37.37%
Year Ended October 31, 2003	$	10.00	0.34	—		0.34	(0.34	)	—		(0.34	)	—		—	$	10.00	3.41%		$	47,491	0.60%		3.40%		0.70%		3.30%		16.61%
Year Ended October 31, 2004	$	10.00	0.27	(0.07	)	0.20	(0.27	)	(0.01	)	(0.28	)	0.01	(i)	0.07	$	10.00	2.69%	(k)	$	72,996	0.54%		2.63%		0.64%		2.53%		129.96%
Year Ended October 31, 2005	$	10.00	0.27	(0.15	)	0.12	(0.29	)	—		(0.29	)	—		—	$	9.83	1.24%		$	6,741	0.49%		2.46%		0.59%		2.36%		292.03%

IRA Class Shares
Year Ended October 31, 2001	$	10.00	0.55	—		0.55	(0.55	)	—		(0.55	)	—		—	$	10.00	5.64%		$	2,073	0.95%		5.46%		1.19%		5.22%		59.67%
Year Ended October 31, 2002	$	10.00	0.43	—		0.43	(0.43	)	(0.04	)	(0.47	)	0.04	(h)	—	$	10.00	4.41%		$	38,001	1.01%		4.00%		1.11%		4.00%		37.37%
Year Ended October 31, 2003	$	10.00	0.29	0.01		0.30	(0.30	)	—		(0.30	)	—		—	$	10.00	2.99%		$	413,934	1.01%		2.90%		1.11%		2.80%		16.61%
Year Ended October 31, 2004	$	10.00	0.23	(0.07	)	0.16	(0.23	)	(0.01	)	(0.24	)	0.01	(i)	0.07	$	10.00	2.30%	(l)	$	369,014	0.91%		2.29%		1.01%		2.19%		129.96%
Year Ended October 31, 2005	$	10.00	0.24	(0.15	)	0.09	(0.26	)	—		(0.26	)	—		—	$	9.83	0.90%		$	43,888	0.83%		2.21%		0.93%		2.11%		292.03%

Service Class Shares
Year Ended October 31, 2001	$	10.00	0.55	—		0.55	(0.55	)	—		(0.55	)	—		—	$	10.00	5.64%		$	24,871	0.95%		5.45%		1.23%		5.17%		59.67%
Year Ended October 31, 2002	$	10.00	0.44	—		0.44	(0.44	)	(0.04	)	(0.48	)	0.04	(h)	—	$	10.00	4.44%		$	84,679	0.96%		4.23%		1.08%		4.21%		37.37%
Year Ended October 31, 2003	$	10.00	0.30	—		0.30	(0.30	)	—		(0.30	)	—		—	$	10.00	3.05%		$	196,569	0.95%		3.06%		1.05%		2.96%		16.61%
Year Ended October 31, 2004	$	10.00	0.22	(0.07	)	0.15	(0.22	)	(0.01	)	(0.23	)	0.01	(i)	0.07	$	10.00	2.26%	(m)	$	263,900	0.97%		2.20%		1.07%		2.10%		129.96%
Year Ended October 31, 2005	$	10.00	0.24	(0.15	)	0.09	(0.26	)	—		(0.26	)	—		—	$	9.83	0.95%		$	80,818	0.83%		2.31%		0.93%		2.21%		292.03%


(a) Excludes sales charge. (b) During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated. (c) Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares. (d) For the period from July 16, 2003 (commencement of operations) through October 31, 2003. (e) For the period from February 28, 2005 (commencement of operations) through October 31, 2005. (f) Not annualized. (g) Annualized.		(h)Per share numbers prior to December 31, 2001 have been adjusted to reflect a 1.003633 for 1 reverse stock split.
		(i) Per share numbers prior to April 16, 2004 have been adjusted to reflect a 1.00620 for 1 reverse stock split.
		(j) The total return includes a contribution from adviser. If that contribution had not taken place, the total return would have been 1.63%.
		(k) The total return includes a contribution from adviser. If that contribution had not taken place, the total return would have been 1.97%.
		(l) The total return includes a contribution from adviser. If that contribution had not taken place, the total return would have been 1.58%.
		(m)The total return includes a contribution from adviser. If that contribution had not taken place, the total return would have been 1.54%.

See notes to financial statements.


90		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Tax-Free Income Fund


			Investment Activities				Distributions								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities	Net Investment Income		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income to Average Net Assets		Portfolio Turnover (b)

Class A Shares
Year Ended October 31, 2001	$	10.04	0.46	0.49		0.95	(0.48	)	(0.48	)	$	10.51	9.70%		$	5,837	1.00%		4.56%		7.29%
Year Ended October 31, 2002	$	10.51	0.47	—		0.47	(0.47	)	(0.47	)	$	10.51	4.57%		$	7,586	0.99%		4.48%		27.77%
Year Ended October 31, 2003	$	10.51	0.44	(0.02	)	0.42	(0.44	)	(0.44	)	$	10.49	4.09%		$	7,580	0.98%		4.20%		16.91%
Year Ended October 31, 2004	$	10.49	0.43	0.18		0.61	(0.43	)	(0.43	)	$	10.67	5.97%		$	9,599	0.93%		4.10%		0.00%
Year Ended October 31, 2005	$	10.67	0.39	(0.18	)	0.21	(0.39	)	(0.39	)	$	10.49	1.98%		$	10,054	0.98%		3.67%		3.70%

Class B Shares
Period Ended October 31, 2003 (c)	$	10.28	0.06	0.20		0.26	(0.06	)	(0.06	)	$	10.48	2.48%	(f)	$	41	1.72%	(g)	3.54%	(g)	16.91%
Year Ended October 31, 2004	$	10.48	0.35	0.19		0.54	(0.35	)	(0.35	)	$	10.67	5.28%		$	370	1.68%		3.36%		0.00%
Year Ended October 31, 2005	$	10.67	0.32	(0.20	)	0.12	(0.31	)	(0.31	)	$	10.48	1.19%		$	602	1.73%		2.90%		3.70%

Class C Shares
Period Ended October 31, 2003 (c)	$	10.27	0.06	0.20		0.26	(0.06	)	(0.06	)	$	10.47	2.48%	(f)	$	1	1.72%	(g)	3.65%	(g)	16.91%
Year Ended October 31, 2004	$	10.47	0.36	0.17		0.53	(0.36	)	(0.36	)	$	10.64	5.12%		$	984	1.66%		3.32%		0.00%
Year Ended October 31, 2005	$	10.64	0.32	(0.19	)	0.13	(0.31	)	(0.31	)	$	10.46	1.30%		$	1,211	1.73%		2.91%		3.70%

Class D Shares
Year Ended October 31, 2001	$	10.03	0.49	0.49		0.98	(0.51	)	(0.51	)	$	10.50	9.99%		$	202,942	0.75%		4.82%		7.29%
Year Ended October 31, 2002	$	10.50	0.49	0.01		0.50	(0.49	)	(0.49	)	$	10.51	4.94%		$	195,601	0.73%		4.74%		27.77%
Year Ended October 31, 2003	$	10.51	0.47	(0.02	)	0.45	(0.47	)	(0.47	)	$	10.49	4.36%		$	184,774	0.72%		4.47%		16.91%
Year Ended October 31, 2004	$	10.49	0.46	0.18		0.64	(0.46	)	(0.46	)	$	10.67	6.23%		$	174,451	0.68%		4.35%		0.00%
Year Ended October 31, 2005	$	10.67	0.42	(0.19	)	0.23	(0.42	)	(0.42	)	$	10.48	2.24%		$	162,139	0.72%		3.92%		3.70%

Class X Shares
Year Ended October 31, 2001	$	10.03	0.40	0.49		0.89	(0.42	)	(0.42	)	$	10.50	9.06%		$	5,592	1.60%		3.96%		7.29%
Year Ended October 31, 2002	$	10.50	0.40	0.01		0.41	(0.40	)	(0.40	)	$	10.51	4.05%		$	6,445	1.58%		3.88%		27.77%
Year Ended October 31, 2003 (d)	$	10.51	0.38	(0.02	)	0.36	(0.38	)	(0.38	)	$	10.49	3.48%		$	6,861	1.57%		3.61%		16.91%
Year Ended October 31, 2004	$	10.49	0.37	0.18		0.55	(0.37	)	(0.37	)	$	10.67	5.34%		$	6,342	1.53%		3.50%		0.00%
Year Ended October 31, 2005	$	10.67	0.32	(0.19	)	0.13	(0.32	)	(0.32	)	$	10.48	1.36%		$	4,903	1.57%		3.06%		3.70%

Class Y Shares
Period Ended October 31, 2001 (e)	$	10.32	0.22	0.16		0.38	(0.22	)	(0.22	)	$	10.48	3.73%	(f)	$	115	1.62%	(g)	3.98%	(g)	7.29%
Year Ended October 31, 2002	$	10.48	0.41	—		0.41	(0.40	)	(0.40	)	$	10.49	4.06%		$	221	1.59%		3.87%		27.77%
Year Ended October 31, 2003 (d)	$	10.49	0.39	(0.03	)	0.36	(0.38	)	(0.38	)	$	10.47	3.49%		$	652	1.57%		3.61%		16.91%
Year Ended October 31, 2004	$	10.47	0.38	0.17		0.55	(0.37	)	(0.37	)	$	10.65	5.35%		$	493	1.54%		3.51%		0.00%
Year Ended October 31, 2005	$	10.65	0.32	(0.18	)	0.14	(0.33	)	(0.33	)	$	10.46	1.37%		$	232	1.58%		3.05%		3.70%

(a)	Excludes sales charge.

(b)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(c)	For the period from September 4, 2003 (commencement of operations) through October 31, 2003.

(d)	Effective September 1, 2003, Class B and Class C shares were renamed Class X and Class Y shares, respectively.

(e)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.

(f)	Not annualized.

(g)	Annualized.

See notes to financial statements.


2005 Annual Report		91

Notes to Financial Statements

October 31, 2005

1. Organization

Gartmore Mutual Funds (the “Trust”) is an open-end management investment company, organized under the laws of Delaware by amended and restated Agreement and Declaration of Trust, dated October 28, 2004, as amended to date. Prior to January 25, 2002, the Trust was named “Nationwide Mutual Funds”. The Trust, originally created under the laws of Ohio as an Ohio business trust pursuant to a Declaration of Trust dated, as of October 30, 1997, as subsequently amended and redomesticated as a Delaware Statutory Trust on February 28, 2005, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The redomestication was a change in statutory status and did not affect the operations of the Trust. As of October 31, 2005, the Trust had authorized an unlimited number of shares of beneficial interest (“shares”) without par value. The Trust operates forty-six (46) separate series, or mutual funds, each with its own investment objectives and strategies. This report contains the financial statements and financial highlights of the eight (8) funds listed below (individually, a “Fund”; collectively, the “Funds”):

- Gartmore Large Cap Value Fund (“Large Cap Value”)

- Gartmore Mid Cap Growth Fund (“Mid Cap Growth”)

- Gartmore Small Cap Fund (“Small Cap”)

- Gartmore Bond Fund (“Bond”)

- Gartmore Government Bond Fund (“Government Bond”)

- Gartmore Morley Enhanced Income Fund (“Morley Enhanced Income”)

- Gartmore Short Duration Bond Fund (“Short Duration Bond”) (formerly, Gartmore Morley Capital Accumulation Fund)

- Gartmore Tax-Free Income Fund (“Tax-Free Income”)

Under the Trust’s organizational documents, the Trust’s officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, the Trust has entered into Indemnification Agreements with its Trustees and certain of its Officers. Trust Officers receive no compensation from the Trust for serving as its Officers. In addition, in the normal course of business, the Trust enters into contracts with the Trust’s vendors and others that provide for general indemnifications. The Trust’s maximum liability under these arrangements is unknown, as this would involve future claims that may be made against the Trust. Based on experience, however, the Trust expects the risk of loss to be remote.

2. Summary of Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Funds in the preparation of their financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent 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)

Security Valuation

Securities for which market quotations are readily available are valued at current market value as of “Valuation Time.” Valuation Time is as of the close of regular trading on the New York Stock Exchange (usually 4 p.m. Eastern time). Equity securities are valued at the last quoted sale price or, if there is no sale price, the last quoted bid price provided by an independent pricing service approved by the Trust’s Board of Trustees. Securities traded on NASDAQ are valued at the NASDAQ official closing price. Prices are taken from the primary market or exchange in which each security trades. Most securities listed on a foreign exchange are valued either at fair value (see description below) or at the last sale price at the close of the exchange on which the security is principally traded. Foreign securities, currencies, and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the exchange rate of said currencies against the U.S. Dollar, as of Valuation Time, as provided by an independent pricing service approved by the Board of Trustees.


92		Annual Report 2005

Debt and other fixed income securities (other than short-term obligations) are valued at the last quoted bid price and/or by using a combination of daily quotes and matrix evaluations provided by an independent pricing service, the use of which has been approved by the Trust’s Board of Trustees. Short-term debt securities such as commercial paper and U.S. Treasury Bills, having a remaining maturity of 60 days or less at the time of purchase are considered to be “short-term” and are valued at amortized cost which approximates market value.

Securities for which market quotations are not readily available, or for which an independent pricing service does not provide a value or provides a value that does not represent fair value in the judgment of the Funds’ investment adviser or designee, are valued at fair value under procedures approved by the Trust’s Board of Trustees. The “Fair Value” of these securities is determined in good faith by taking into account relevant factors and surrounding circumstances. Methods utilized to obtain a “Fair Value” may include the following non-exclusive list of acceptable methods: (i) a multiple of earnings; (ii) the discount from market value of a similar, freely traded security; (iii) the yield-to-maturity for debt issues; or (iv) a consolidation of the methods. The Gartmore Fair Value Committee considers a non-exclusive list of factors to arrive at the appropriate method of determining “Fair Value.” For example, fair value determinations are required for securities whose value is affected by a “significant” event that materially affects the value of a domestic or foreign security which occurs subsequent to the time of the close of the principal market on which such domestic or foreign security trades and before the Valuation Time (i.e., a “subsequent event”). Typically, this will involve events occurring after the close of a foreign market on which a security trades and before the next Valuation Time.

The Funds holding foreign equity securities (the “Foreign Equity Funds”) value foreign securities at fair value in the circumstances described below. Generally, trading in foreign securities markets is completed each day at various times prior to the Valuation Time. Due to the time differences between the closings of the relevant foreign securities exchanges and the Valuation Time for the Foreign Equity Funds, the Foreign Equity Funds will fair value their foreign investments when it is determined that the market quotations for the foreign investments either are not readily available or are unreliable and, therefore, do not represent fair value. When the fair value prices are utilized, these prices will attempt to reflect the impact of the U.S. financial markets’ perceptions and trading activities on the Foreign Equity Funds’ foreign investments since the last closing prices of the foreign investments were calculated on their primary foreign securities markets or exchanges. For these purposes, the Board of Trustees of the Trust has determined that movements in relevant indices or other appropriate market indicators, after the close of the foreign securities exchanges, may demonstrate that market quotations are unreliable, and may trigger fair value pricing for certain securities. Consequently, fair valuation of portfolio securities may occur on a daily basis. As of October 31, 2005, the Funds did not hold any foreign equity securities.

In determining fair value prices, the Trust utilizes data furnished by an independent pricing service (and that data draws upon, among other information, the market values of foreign investments). The fair value prices of portfolio securities generally will be used when it is determined that the use of these prices will have a material impact on the net asset value of a Foreign Equity Fund. When a Foreign Equity Fund uses fair value pricing, the values assigned to the Foreign Equity Fund’s foreign investments may not be the quoted or published prices of the investments on their primary markets or exchanges.

For the Short Duration Bond Fund from October 4, 2004 through December 5, 2004, the Fund valued its securities using the amortized cost methodology in seeking to continue to maintain a stable NAV of $10.00 per share without the use of wrap contracts to stabilize the NAV. On December 6, 2004, upon the Fund’s change to a short duration bond fund with a fluctuating NAV, the Fund commenced valuation of its securities using the Fund’s valuation procedures.

(b)

Repurchase Agreements


2005 Annual Report		93

Notes to Financial Statements (Continued)

October 31, 2005

under a repurchase agreement is required to maintain the value of the collateral held pursuant to the agreement at a market value equal to or greater than the repurchase price (including accrued interest). Collateral subject to repurchase agreements is held by the Funds’ custodian or another qualified sub-custodian or in the Federal Reserve/ Treasury book-entry system. If the counterparty defaults and the fair value of the collateral declines, realization of the collateral by the Funds may be delayed or limited. The Funds may transfer uninvested cash balances into a pooled cash account. These balances are invested in one or more repurchase agreements, which are fully collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages with the counterparties of CS First Boston and Nomura Securities.

(c)

Futures Contracts

Certain Funds may invest in financial futures contracts (“futures contracts”) for the purpose of hedging their existing portfolio securities or securities that the Funds intend to purchase against fluctuations in value caused by changes in prevailing market interest rates or prices. Futures contracts may also be entered into for non-hedging purposes. Upon entering into a futures contract, these Funds are required to pledge to the broker an amount of cash and/or other assets equal to a certain percentage of the contract amount (initial margin deposit). Subsequent payments, known as “variation margin”, are made each day, depending on the daily fluctuations in the fair value/market value of the underlying assets. A gain or loss equal to the daily variation margin is recognized on a daily basis. Future contracts are valued daily at their last quoted sale price.

A “sale” of a futures contract means a contractual obligation to deliver the securities or foreign currency called for by the contract at a fixed price at a specified time in the future. A “purchase” of a futures contract means a contractual obligation to acquire the securities or foreign currency at a fixed price at a specified time in the future.

Should market conditions change unexpectedly, the Funds may not achieve the anticipated benefits of the futures contracts and may realize a loss. The use of futures transactions for hedging purposes involves the risk of imperfect correlation in movements in the price of futures contracts, interest rates, and the value of the underlying hedged assets.

(d)

Security Transactions and Investment Income

Security transactions are accounted for on the date the security is purchased or sold (i.e., the “trade date”). Securities gains and losses are calculated on the identified cost basis. Interest income is recognized on the accrual basis and includes, where applicable, the amortization or accretion of premium or discount. Dividend income is recorded on the ex-dividend date.

(e)

Securities Lending

To generate additional income, each of the Funds may lend up to 33¹/3% of the Fund’s total assets pursuant to agreements, requiring that the borrower deliver cash or securities as collateral with respect to each new loan of U.S. securities, equal to at least 102% of the value of the portfolio securities loaned, and with respect to each new loan of non-U.S. securities, collateral of at least 105% of the value of the portfolio securities loaned, and thereafter requiring the borrower to mark to market the collateral on a daily basis and requiring the borrower to make up any shortfall of collateral. The Funds receive payments from borrowers of the dividends and interest that the Funds are entitled to for the positions on loan. These loan positions simultaneously earn income on the investment of cash collateral. Collateral is marked to market daily to provide a level of collateral at least equal to the market value of securities loaned. There may be risks of delay in recovery of the securities should the borrower of the securities fail financially. Loans will be made, however, only to borrowers deemed by the Funds’ investment adviser to be of good standing and creditworthy under guidelines established by the Board of Trustees and when, in the judgment of the adviser, the consideration which can be earned currently from these securities loans justifies the attendant risks. Loans are subject to termination by the Funds or the borrower at any time, and, therefore, are not considered to be illiquid investments. JPMorgan Chase Bank serves as custodian for the securities lending program of the Funds. JP Morgan Chase Bank receives a custody fee based on the value of collateral received from borrowers.


94		Annual Report 2005

The cash collateral received by the Funds at October 31, 2005, was pooled and invested in the following:


Security Type	Issuer	Value		Maturity Rate		Maturity Date
Master Note — Floating	CDC Financial Product Inc.	$	7,250,000	4.16	%	11/01/05
Master Note — Floating	Merrill Lynch Mortgage Capital		1,000,000	4.16	%	11/01/05
Repurchase Agreements — U.S. Government Agency Mortgages	Nomura Securities		9,072,003	4.05	%	11/01/05

Information on the investment of cash collateral is shown in the Statement of Investments.

As of October 31, 2005, the following Funds had securities with the following value on loan:


Fund	Value of Loaned Securities		Value of Collateral*
Large Cap Value	$	3,005,544	$	3,026,092
Small Cap		9,543,770		9,567,168
Bond		6,292,792		6,423,329
Government Bond		8,354,010		8,522,310
Morley Enhanced Income		2,030,016		2,072,073

Includes securities and cash collateral

(f)

Distributions to Shareholders

Net investment income, if any, is declared and paid quarterly for the Large Cap Value, Mid Cap Growth, and Small Cap (the “Equity Funds”) and is declared daily and paid monthly for all other Funds. For all Funds, distributable net realized capital gains, if any, are declared and distributed at least annually.

Dividends and distributions to shareholders are determined in accordance with federal income tax regulations, which may differ from GAAP. These “book/tax” differences are considered either permanent or temporary in nature. In accordance with American Institute of Certified Public Accountants Statement of Position 93-2, permanent differences (i.e., reclassification of market discounts, gain/loss, paydowns and distributions) are reclassified within the capital accounts based on their nature for federal income tax purposes; temporary differences do not require reclassification. These reclassifications have no effect upon the net asset value of the respective Funds. To the extent distributions exceed current and accumulated earnings and profits for federal income tax purposes, these excesses are reported as distributions of paid-in-capital.

(g)

Federal Income Taxes

It is the policy of each Fund to qualify or continue to qualify as a “regulated investment company” by complying with the provisions available to certain investment companies, as defined in applicable sections of the Internal Revenue Code, and to make distributions of net investment income and net realized capital gains sufficient to relieve the Fund from all, or substantially all, federal income taxes.

(h)

Allocation of Expenses, Income, and Gains and Losses

Expenses directly attributable to a Fund are charged to that Fund. Expenses not directly attributable to a Fund are allocated proportionately among various or all Funds within the Trust. For the Equity Funds, the method for allocating income, fund level expenses, and realized and unrealized gains or losses is based on the fair value of shares outstanding relative to net assets. Under this method, each class of shares participates based on the total net asset value of that class’s shares in proportion to the total net assets of the Fund. Expenses specific to a class (such as rule 12b-1 and administrative services fees) are charged to that class.


2005 Annual Report		95

Notes to Financial Statements (Continued)

October 31, 2005

(i)

Capital Share Transactions


	Large Cap Value						Mid Cap Growth
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (a)	$	11,891,199		$	9,618,899		$	478,348		$	1,321,580
Dividends reinvested		279,932			217,672			60,128			25,656
Cost of shares redeemed		(11,718,871	)		(12,838,218	)		(461,655	)		(448,690	)

		452,260			(3,001,647	)		76,821			898,546


Class B Shares
Proceeds from shares issued (a)		436,577			265,624			30,647			132,573
Dividends reinvested		4,640			2,413			5,636			2,266
Cost of shares redeemed		(202,227	)		(142,322	)		(30,774	)		(2,010	)

		238,990			125,715			5,509			132,829


Class C Shares
Proceeds from shares issued (a)		4,247,596			1,899,004			86,157			1,002,064
Dividends reinvested		6,284			408			3,584			28
Cost of shares redeemed		(281,859	)		(1,499,853	)		(106,638	)		(784,671	)

		3,972,021			399,559			(16,897	)		217,421


Class R Shares
Proceeds from shares issued (a)		175			—			175			—
Dividends reinvested		15			8			54			28
Cost of shares redeemed		(177	)		—			(176	)		—

		13			8			53			28


Institutional Class Shares
Proceeds from shares issued (a)		—			—			890,194			98,617
Dividends reinvested		—			—			75,664			36,735
Cost of shares redeemed		—			—			(161,950	)		(7,792	)

		—			—			803,908			127,560

Change in net assets from capital transactions	$	4,663,284		$	(2,476,365	)	$	869,394		$	1,376,384

(a)	Includes redemption fees, if any.


96		Annual Report 2005


	Large Cap Value				Mid Cap Growth
	Year Ended October 31, 2005		Year Ended October 31, 2004		Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	930,948		849,959		31,775		95,473
Reinvested	21,733		19,268		4,003		1,881
Redeemed	(912,386	)	(1,136,552	)	(30,916	)	(32,039	)

	40,295		(267,325	)	4,862		65,315


Class B Shares
Issued	34,557		23,967		2,104		9,505
Reinvested	364		217		378		166
Redeemed	(15,833	)	(12,584	)	(2,042	)	(145	)

	19,088		11,600		440		9,526


Class C Shares
Issued	336,380		174,622		5,796		72,398
Reinvested	493		37		241		2
Redeemed	(22,351	)	(134,727	)	(6,891	)	(56,594	)

	314,522		39,932		(854	)	15,806


Class R Shares
Issued	14		—		11		—
Reinvested	1		1		4		2
Redeemed	(14	)	—		(11	)	—

	1		1		4		2


Institutional Class Shares
Issued	—		—		57,744		6,864
Reinvested	—		—		5,011		2,686
Redeemed	—		—		(10,098	)	(560	)

	—		—		52,657		8,990

Total change in shares	373,906		(215,792	)	57,109		99,639


2005 Annual Report		97

Notes to Financial Statements (Continued)

October 31, 2005


	Small Cap
	Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (a)	$	23,584,972		$	16,035,203
Dividends reinvested		2,851,134			260,691
Cost of shares redeemed		(13,022,021	)		(17,255,793	)

		13,414,085			(959,899	)


Class B Shares
Proceeds from shares issued (a)		786,210			149,084
Dividends reinvested		192,009			17,840
Cost of shares redeemed		(429,030	)		(214,488	)

		549,189			(47,564	)


Class C Shares
Proceeds from shares issued (a)		5,235,353			98,779
Dividends reinvested		20,926			1,102
Cost of shares redeemed		(113,838	)		(21,720	)

		5,142,441			78,161


Class R Shares
Proceeds from shares issued (a)		134,193			1,003	(c)
Dividends reinvested		138			—
Cost of shares redeemed		(2,155	)		—

		132,176			1,003


Institutional Service Class Shares
Proceeds from shares issued (a)		122,388			31,388,164
Dividends reinvested		894			282,807
Cost of shares redeemed		(132,819	)		(50,921,441	)

		(9,537	)		(19,250,470	)


Institutional Class Shares
Proceeds from shares issued (a)		1,140,758			130,222	(b)
Dividends reinvested		18,314			—
Cost of shares redeemed		(246,906	)		(10,519	)(b)

		912,166			119,703

Change in net assets from capital transactions	$	20,140,520		$	(20,059,066	)

(a)	Includes redemption fees, if any.

(b)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(c)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.


98		Annual Report 2005


	Small Cap
	Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	1,345,613		1,087,993
Reinvested	179,317		18,346
Redeemed	(783,370	)	(1,178,894	)

	741,560		(72,555	)


Class B Shares
Issued	46,521		10,169
Reinvested	12,583		1,295
Redeemed	(26,586	)	(14,985	)

	32,518		(3,521	)


Class C Shares
Issued	306,215		6,689
Reinvested	1,369		80
Redeemed	(6,697	)	(1,540	)

	300,887		5,229


Class R Shares
Issued	8,662		71	(c)
Reinvested	9		—
Redeemed	(123	)	—

	8,548		71


Institutional Service Class Shares
Issued	7,182		2,083,984
Reinvested	56		19,749
Redeemed	(7,699	)	(3,451,255	)

	(461	)	(1,347,522	)


Institutional Class Shares
Issued	65,027		8,320	(b)
Reinvested	1,138		—
Redeemed	(13,453	)	(686	)(b)

	52,712		7,634

Total change in shares	1,135,764		(1,410,664	)

(a)	Includes redemption fees, if any.

(b)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(c)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.


2005 Annual Report		99

Notes to Financial Statements (Continued)

October 31, 2005


	Bond						Government Bond
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (a)	$	4,055,723		$	4,395,849		$	19,047,496		$	22,247,288
Dividends reinvested		406,101			388,820			1,997,849			3,206,971
Cost of shares redeemed		(4,685,722	)		(4,324,080	)		(21,290,605	)		(25,255,940	)

		(223,898	)		460,589			(245,260	)		198,319


Class B Shares
Proceeds from shares issued (a)		126,569			82,988			96,097			379,377
Dividends reinvested		2,952			984			4,016			2,659
Cost of shares redeemed		(4,599	)		(7,476	)		(114,337	)		(213,355	)

		124,922			76,496			(14,224	)		168,681


Class C Shares
Proceeds from shares issued (a)		713,393			178,993			256,951			382,446
Dividends reinvested		1,578			274			3,301			1,002
Cost of shares redeemed		(186,808	)		(8,954	)		(219,601	)		(150,644	)

		528,163			170,313			40,651			232,804


Class D Shares
Proceeds from shares issued (a)		7,898,707			8,622,722			14,862,951			19,942,178
Dividends reinvested		4,505,994			4,990,110			4,001,046			7,911,363
Cost of shares redeemed		(23,549,676	)		(29,578,633	)		(32,058,741	)		(57,516,442	)

		(11,144,975	)		(15,965,801	)		(13,194,744	)		(29,662,901	)


Class R Shares
Proceeds from shares issued (a)		175			—			175			—
Dividends reinvested		46			40			38			56
Cost of shares redeemed		(175	)		—			(175	)		—

		46			40			38			56


Class X Shares
Proceeds from shares issued (a)		66,620			122,993			67,684			107,014
Dividends reinvested		113,057			120,618			117,990			270,999
Cost of shares redeemed		(747,797	)		(491,500	)		(1,274,785	)		(1,370,259	)

		(568,120	)		(247,889	)		(1,089,111	)		(992,246	)


Class Y Shares
Proceeds from shares issued (a)		2,118			9,565			10,389			38,141
Dividends reinvested		6,965			7,632			17,984			38,511
Cost of shares redeemed		(43,748	)		(37,097	)		(116,255	)		(983,441	)

		(34,665	)		(19,900	)		(87,882	)		(906,789	)


Intitutional Class Shares
Proceeds from shares issued (a)		4,489,496			274,489	(b)		1,649,975			157,722	(b)
Dividends reinvested		65,905			3,099	(b)		25,339			1,495	(b)
Cost of shares redeemed		(111,654	)		(24,937	)(b)		(1,808,780	)		(13,983	)(b)

		4,443,747			252,651			(133,466	)		145,234

Change in net assets from capital transactions	$	(6,874,780	)	$	(15,273,501	)	$	(14,723,998	)	$	(30,816,842	)


100		Annual Report 2005


	Bond				Government Bond
	Year Ended October 31, 2005		Year Ended October 31, 2004		Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	418,178		452,327		1,848,683		2,145,208
Reinvested	41,912		40,156		193,764		309,760
Redeemed	(483,142	)	(445,874	)	(2,066,139	)	(2,435,334	)

	(23,052	)	46,609		(23,692	)	19,634


Class B Shares
Issued	13,085		8,618		9,335		36,733
Reinvested	305		102		390		259
Redeemed	(472	)	(766	)	(11,091	)	(20,725	)

	12,918		7,954		(1,366	)	16,267


Class C Shares
Issued	73,390		18,625		25,046		36,914
Reinvested	163		28		320		97
Redeemed	(19,292	)	(919	)	(21,375	)	(14,581	)

	54,261		17,734		3,991		22,430


Class D Shares
Issued	812,463		886,254		1,441,742		1,932,331
Reinvested	464,200		514,563		387,899		763,040
Redeemed	(2,427,717	)	(3,044,879	)	(3,106,476	)	(5,553,157	)

	(1,151,054	)	(1,644,062	)	(1,276,835	)	(2,857,786	)


Class R Shares
Issued	18		—		17		—
Reinvested	5		4		4		5
Redeemed	(18	)	—		(17	)	—

	5		4		4		5


Class X Shares
Issued	6,873		12,682		6,568		10,308
Reinvested	11,661		12,455		11,452		26,189
Redeemed	(77,106	)	(50,684	)	(123,865	)	(133,004	)

	(58,572	)	(25,547	)	(105,845	)	(96,507	)


Class Y Shares
Issued	218		977		1,010		3,651
Reinvested	718		787		1,746		3,722
Redeemed	(4,512	)	(3,813	)	(11,299	)	(94,727	)

	(3,576	)	(2,049	)	(8,543	)	(87,354	)


Intitutional Class Shares
Issued	464,108		28,858	(b)	159,833		15,585	(b)
Reinvested	6,813		321	(b)	2,453		145	(b)
Redeemed	(11,518	)	(2,560	)(b)	(176,569	)	(1,349	)(b)

	459,403		26,619		(14,283	)	14,381

Total change in shares	(709,667	)	(1,572,738	)	(1,426,569	)	(2,968,930	)

(a)	Includes redemption fees, if any.

(b)	For the period from June 30, 2004 (commencement of operations) through October 31, 2004.


2005 Annual Report		101

Notes to Financial Statements (Continued)

October 31, 2005


	Morley Enhanced Income						Short Duration Bond
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (a)	$	874,861		$	1,625,575		$	584,707		$	1,930,508
Dividends reinvested		25,597			26,520			18,258			12,775
Cost of shares redeemed		(1,222,359	)		(2,456,275	)		(1,156,254	)		(400,935	)

		(321,901	)		(804,180	)		(553,289	)		1,542,348


Class C Shares
Proceeds from shares issued (a)		—			—			1,000	(b)		—
Dividends reinvested		—			—			18	(b)		—
Cost of shares redeemed		—			—			—			—

		—			—			1,018			—


Class R Shares
Proceeds from shares issued (a)		175			—			—			—
Dividends reinvested		28			16			—			—
Cost of shares redeemed		(175	)		—			—			—

		28			16			—			—

Institutional Class Shares
Proceeds from shares issued (a)		167,884,563			151,261,349			3,811,812			92,614,497
Dividends reinvested		11,483,917			4,805,301			505,967			2,020,022
Cost of shares redeemed		(23,347,403	)		(9,332,795	)		(70,241,568	)		(69,085,810	)

		156,021,077			146,733,855			(65,923,789	)		25,548,709


Institutional Service Class Shares
Proceeds from shares issued (a)		1,621,939			2,055,063			—			—
Dividends reinvested		188,032			160,545			—			—
Cost of shares redeemed		(3,566,138	)		(3,909,881	)		—			—

		(1,756,167	)		(1,694,273	)		—			—


IRA Class Shares
Proceeds from shares issued (a)		—			—			2,003,658			412,997,999
Dividends reinvested		—			—			2,471,501			10,308,892
Cost of shares redeemed		—			—			(327,936,551	)		(467,952,756	)

		—			—			(323,461,392	)		(44,645,865	)


Service Class Shares
Proceeds from shares issued (a)		—			—			27,160,906			234,707,875
Dividends reinvested		—			—			3,053,504			5,513,973
Cost of shares redeemed		—			—			(211,254,291	)		(172,752,999	)

		—			—			(181,039,881	)		67,468,849

Change in net assets from capital transactions	$	153,943,037		$	144,235,418		$	(570,977,333	)	$	49,914,041

(a)	Includes redemption fees, if any.

(b)	For the period from February 28, 2005 (commencement of operations) through October 31, 2005.


102		Annual Report 2005


	Morley Enhanced Income				Short Duration Bond
	Year Ended October 31, 2005		Year Ended October 31, 2004		Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	95,994		176,384		59,186		193,030
Reinvested	2,807		2,876		1,842		1,278
Redeemed	(133,975	)	(266,872	)	(116,000	)	(40,093	)

	(35,174	)	(87,612	)	(54,972	)	154,215


Class C Shares
Issued	—		—		101	(b)	—
Reinvested	—		—		2	(b)	—
Redeemed	—		—		—		—

	—		—		103		—


Class R Shares
Issued	19		—		—		—
Reinvested	3		2		—		—
Redeemed	(19	)	—		—		—

	3		2		—		—


Institutional Class Shares
Issued	18,412,038		16,406,509		383,565		9,256,793
Reinvested	1,259,899		521,703		50,884		201,940
Redeemed	(2,561,322	)	(1,013,943	)	(7,047,742	)	(6,908,581	)

	17,110,615		15,914,269		(6,613,293	)	2,550,152


Institutional Service Class Shares
Issued	177,656		222,791		—		—
Reinvested	20,613		17,400		—		—
Redeemed	(390,867	)	(423,504	)	—		—

	(192,598	)	(183,313	)	—		—


IRA Class Shares
Issued	—		—		200,710		41,270,841
Reinvested	—		—		248,790		1,030,950
Redeemed	—		—		(32,883,434	)	(46,794,992	)

	—		—		(32,433,934	)	(4,493,201	)


Service Class Shares
Issued	—		—		2,735,458		23,456,199
Reinvested	—		—		307,860		551,397
Redeemed	—		—		(21,207,445	)	(17,275,300	)

	—		—		(18,164,127	)	6,732,296

Total change in shares	16,882,846		15,643,346		(57,266,223	)	4,943,462

(a)	Includes redemption fees, if any.

(b)	For the period from February 28, 2005 (commencement of operations) through October 31, 2005.


2005 Annual Report		103

Notes to Financial Statements (Continued)

October 31, 2005


	Tax-Free Income
	Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (a)	$	2,165,534		$	3,319,010
Dividends reinvested		256,141			249,559
Cost of shares redeemed		(1,796,086	)		(1,711,258	)

		625,589			1,857,311


Class B Shares
Proceeds from shares issued (a)		360,216			382,798
Dividends reinvested		12,588			4,477
Cost of shares redeemed		(132,372	)		(64,584	)

		240,432			322,691


Class C Shares
Proceeds from shares issued (a)		359,548			1,001,038
Dividends reinvested		11,259			1,899
Cost of shares redeemed		(123,105	)		(24,538	)

		247,702			978,399


Class D Shares
Proceeds from shares issued (a)		5,686,108			4,285,007
Dividends reinvested		5,464,894			5,883,981
Cost of shares redeemed		(20,573,357	)		(23,473,368	)

		(9,422,355	)		(13,304,380	)


Class X Shares
Proceeds from shares issued (a)		63,939			188,611
Dividends reinvested		141,455			169,798
Cost of shares redeemed		(1,555,958	)		(984,657	)

		(1,350,564	)		(626,248	)


Class Y Shares
Proceeds from shares issued (a)		2			117,769
Dividends reinvested		13,583			17,040
Cost of shares redeemed		(271,206	)		(303,897	)

		(257,621	)		(169,088	)

Change in net assets from capital transactions	$	(9,916,817	)	$	(10,941,315	)

(a)	Includes redemption fees, if any.


104		Annual Report 2005


	Tax-Free Income
	Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	204,027		315,901
Reinvested	24,122		23,670
Redeemed	(169,080	)	(162,530	)

	59,069		177,041


Class B Shares
Issued	33,977		36,654
Reinvested	1,186		426
Redeemed	(12,438	)	(6,270	)

	22,725		30,810


Class C Shares
Issued	33,838		94,479
Reinvested	1,063		181
Redeemed	(11,599	)	(2,335	)

	23,302		92,325

Class D Shares
Issued	535,982		406,464
Reinvested	514,654		557,872
Redeemed	(1,935,661	)	(2,228,266	)

	(885,025	)	(1,263,930	)


Class X Shares
Issued	6,023		17,828
Reinvested	13,321		16,103
Redeemed	(146,276	)	(93,604	)

	(126,932	)	(59,673	)


Class Y Shares
Issued	—	(b)	11,117
Reinvested	1,281		1,619
Redeemed	(25,430	)	(28,679	)

	(24,149	)	(15,943	)

Total change in shares	(931,010	)	(1,039,370	)

(a)	Includes redemption fees, if any.

(b)	Less than 1 share.


2005 Annual Report		105

Notes to Financial Statements (Continued)

October 31, 2005

3. Transactions with Affiliates

Under the terms of the Trust’s Investment Advisory Agreements, Gartmore Mutual Fund Capital Trust (“GMF”) or Gartmore Morley Capital Management, Inc. (“GMCM”) manages the investment of the assets and supervises the daily business affairs of their respective Funds (as shown in the table below). GMF is a wholly-owned subsidiary of Gartmore Global Investments, Inc. (“GGI”), a holding company. GGI is a majority-owned subsidiary of Gartmore Global Asset Management Trust (“GGAMT”). GGAMT is a wholly-owned subsidiary of Nationwide Corporation. All of the common stock of Nationwide Corporation is held by Nationwide Mutual Insurance Company (95.2%) and Nationwide Mutual Fire Insurance Company (4.8%), each of which is a mutual company owned by its policyholders. GMCM is a wholly-owned subsidiary of Gartmore Morley Financial Services, Inc., an indirect subsidiary of GGI. With respect to the Large Cap Value Fund, GMF provides investment management evaluation services in initially selecting and monitoring on an ongoing basis, the performance of the subadvisers for such Fund. NorthPointe Capital, LLC (“NorthPointe”), an indirect, majority owned subsidiary of GGI, currently serves as the subadviser for the Large Cap Value Fund and as such, manages the Fund’s investments and has the responsibility for making all investment decisions for the Fund. The adviser and subadviser, if applicable, for each Fund is as follows:


Fund	Adviser	Subadviser
Large Cap Value	GMF	NorthPointe Capital, LLC(a)
Mid Cap Growth	GMF	n/a
Small Cap	GMF	n/a
Bond	GMF	n/a
Government Bond	GMF	n/a
Morley Enhanced Income	GMCM	n/a
Short Duration Bond	GMCM	n/a
Tax-Free Income	GMF	n/a

(a)	Affiliate of GMF.

Under the terms of the Investment Advisory Agreements, each Fund pays GMF or GMCM, as applicable, an investment advisory fee based on that Fund’s average daily net assets. From these fees, pursuant to the subadvisory agreement, GMF pays fees to NorthPointe. Additional information regarding the investment advisory fees and subadvisory fees for GMF, GMCM and NorthPointe is as follows for the year ended October 31, 2005:


Fund	Fee Schedule	Total Fees	Fees Retained	Paid to Subadviser
Large Cap Value	Up to $100 million	0.75%	0.40%	0.35%
	On $100 million and more	0.70%	0.40%	0.30%
Mid Cap Growth	Up to $250 million	0.75%	0.75%	—
	$250 million up to $1 billion	0.725%	0.725%	—
	$1 billion up to $2 billion	0.70%	0.70%	—
	$2 billion up to $5 billion	0.675%	0.675%	—
	On $5 billion and more	0.65%	0.65%	—
Small Cap	Up to $100 million	0.95%	0.95%	—
	On $100 million and more	0.80%	0.80%	—
Morley Enhanced Income	Up to $500 million	0.35%	0.35%	—
	$500 million up to $1 billion	0.34%	0.34%	—
	$1 billion up to $3 billion	0.325%	0.325%	—
	$3 billion up to $5 billion	0.30%	0.30%	—
	$5 billion up to $10 billion	0.285%	0.285%	—
	On $10 billion and more	0.275%	0.275%	—


106		Annual Report 2005


Fund	Fee Schedule	Total Fees	Fees Retained	Paid to Subadviser
Short Duration Bond (a)	Up to $500 million	0.35%	0.25%	—
	$500 million up to $1 billion	0.34%	0.24%	—
	$1 billion up to $3 billion	0.325%	0.225%	—
	$3 billion up to $5 billion	0.30%	0.20%	—
	$5 billion up to $10 billion	0.285%	0.185%	—
	$10 billion and more	0.275%	0.175%	—
Bond, Government Bond and Tax-Free Income	Up to $250 million	0.50%	0.50%	—
	On the next $750 million	0.475%	0.475%	—
	On the next $1 billion	0.45%	0.45%	—
	On the next $3 billion	0.425%	0.425%	—
	On $5 billion and more	0.40%	0.40%	—

(a)	GMCM has agreed to voluntarily waive 0.10% of the advisory fee until further written notice to the shareholders.

GMF or GMCM, where applicable, and the Funds have entered into written contracts (“Expense Limitation Agreements”) that limit operating expenses (excluding any taxes, interest, brokerage fees, extraordinary expenses, short sale dividend expenses, Rule 12b-1 fees, and administrative services fees) from exceeding the amounts listed in the table below until February 28, 2006.


	Expense Caps
Fund	Class A Shares		Class B Shares		Class C Shares		Class R Shares		Institutional Class Shares		Institutional Service Class Shares		Service Class Shares		IRA Class Shares
Large Cap Value	1.15	%	1.15	%	1.15	%	1.15	%	1.15	%	n/a		n/a		n/a
Mid Cap Growth	1.15	%	1.15	%	1.15	%	1.15	%	1.15	%	1.15	%	n/a		n/a
Small Cap	1.35	%	1.35	%	1.35	%	1.35	%	1.35	%	1.35	%	n/a		n/a
Morley Enhanced Income	0.45	%	n/a		n/a		0.45	%	0.45	%	0.45	%	n/a		n/a
Short Duration Bond	0.55	%	n/a		0.55	%	n/a		0.55	%	n/a		0.55	%	0.55	%

GMF or GMCM may request and receive reimbursement from certain Funds of the advisory fees waived and other expenses reimbursed by GMF or GMCM, respectively, pursuant to the Expense Limitation Agreements at a later date not to exceed three years from the fiscal year in which the corresponding reimbursement to the Fund was made, depending on the Fund (as described below), if the Fund has reached a sufficient asset size to permit reimbursement to be made without causing the total annual operating expense ratio of the Fund to exceed the limits set forth above. No reimbursement will be made unless: (i) the Fund’s assets exceed $100 million; (ii) the total annual expense ratio of the Class making such reimbursement is at or less than the limit set forth above; and (iii) the payment of such reimbursement is approved by the Board of Trustees on a quarterly basis. Except as provided for in the Expense Limitation Agreements, reimbursement of amounts previously waived or assumed by GMF or GMCM is not permitted.

As of the ended October 31, 2005, the cumulative potential reimbursements of the following Funds (unless otherwise indicated), based on reimbursements which expire within three years from the fiscal year in which the corresponding reimbursements to the Fund was made for expenses reimbursed by GMF or GMCM, would be:


Fund	Amount Fiscal Year 2003		Amount Fiscal Year 2004		Amount Fiscal Year 2005
Large Cap Value	$	—	$	17,394	$	8,421
Mid Cap Growth		62,838		34,484		36,261
Small Cap		—		13,994		3,826


2005 Annual Report		107

Notes to Financial Statements (Continued)

October 31, 2005

Under the terms of a Distribution Plan under Rule 12b-1 of the 1940 Act, Gartmore Distribution Services, Inc. (“GDSI”), the Funds’ distributor, is compensated by the Funds for expenses associated with the distribution of certain classes of shares of the Funds. These fees are based on average daily net assets of the respective class of the Funds at an annual rate not to exceed the following:


Fund	Class A Shares		Class B Shares		Class C Shares		Class R Shares		Class X Shares		Class Y Shares		Service Class Shares		IRA Class Shares
Large Cap Value	0.25	%	1.00	%	1.00	%	0.50	%	n/a		n/a		n/a		n/a
Mid Cap Growth	0.25	%	1.00	%	1.00	%	0.50	%	n/a		n/a		n/a		n/a
Small Cap	0.25	%	1.00	%	1.00	%	0.50	%	n/a		n/a		n/a		n/a
Bond	0.25	%	1.00	%	1.00	%	0.50	%	0.85	%	0.85	%	n/a		n/a
Government Bond	0.25	%	1.00	%	1.00	%	0.50	%	0.85	%	0.85	%	n/a		n/a
Morley Enhanced Income	0.25	%	n/a		n/a		0.50	%	n/a		n/a		n/a		n/a
Short Duration Bond	0.25	%	n/a		0.75	%	n/a		n/a		n/a		0.25	%	0.25	%
Tax-Free Income	0.25	%	1.00	%	1.00	%	n/a		0.85	%	0.85	%	n/a		n/a

Pursuant to an Underwriting Agreement, GDSI serves as principal underwriter of the Funds in the continuous distribution of their shares and receives commissions in the form of a front-end sales charge on the Class A and Class D shares. These fees are deducted from and are not included in proceeds from sales of Class A and Class D shares. From these fees, GDSI pays sales commissions, salaries, and other expenses in connection with generating new sales of Class A and Class D shares of the Funds. GDSI also receives fees for services as principal underwriter for Class B and Class X shares of the Funds. These fees are contingent deferred sales charges (“CDSCs”) ranging from 1% to 5% imposed on redemptions of Class B and Class X shares, which may cause the current value of a shareholder’s account to fall below the total purchase payments. The CDSC, if applicable, will be imposed on redemptions made within six years of the purchase. Class C and Class Y shares have a CDSC fee of 1% imposed on redemptions of Class C and Class Y shares made within one year of purchase. For the year ended October 31, 2005, GDSI received commissions of $292,556 from front-end sales charges of Class A and Class D shares and from CDSC fees from Class B, Class C, Class X, and Class Y shares of the Funds, of which $43,981 was re-allowed to affiliated broker-dealers of the Funds.

Under the terms of a Fund Administration and Transfer Agency Agreement, Gartmore SA Capital Trust (“GSA”) provides various administrative and accounting services for the Funds, and Gartmore Investors Services, Inc. (“GISI”), an indirect subsidiary of GSA, serves as Transfer Agent and Dividend Disbursing Agent for each of the Funds. For the period November 1, 2004 through December 31, 2004, the fees for the services provided under this agreement were calculated based on the Trust’s average daily net assets according to the fee schedule below. The fees were then allocated proportionately among all funds within the Trust in relation to the average daily net assets of each fund and are paid to GSA. GSA pays GISI from these fees for GISI’s services.


Combined Fee Schedule*
Up to $1 billion		0.25%
$1 billion and more up to $3 billion		0.18%
$3 billion and more up to $4 billion		0.14%
$4 billion and more up to $5 billion		0.07%
$5 billion and more up to $10 billion		0.04%
$10 billion and more up to $12 billion		0.02%
$12 billion or more		0.01%

The assets of the Gartmore Investor Destinations Aggressive, Gartmore Investor Destinations Moderately Aggressive, Gartmore Investor Destinations Moderate, Gartmore Investor Destinations Moderately Conservative and Gartmore Investor Destinations Conservative Funds (collectively, the “Investor Destinations Funds”) and the Gartmore Optimal Allocations Fund: Aggressive, Gartmore Optimal Allocations Fund: Moderate, Gartmore Optimal Allocations Fund: Moderately Aggressive, and Gartmore Optimal Allocations Fund: Specialty (collectively, the “Optimal Funds”) are excluded from the Trust asset level amount in order to calculate this asset based fee. The Investor Destinations Funds and the Optimal Funds do not pay any part of this fee.


108		Annual Report 2005

Effective January 1, 2005, the fee for the fund administration and transfer agency services increased as set forth below. The fees are calculated based on the Trust’s average daily net assets according to the fee schedule below. The fees are then allocated proportionately among all funds within the Trust in relation to the average daily net assets of each fund and are paid to GSA.


Combined Fee Schedule*
Up to $1 billion		0.26%
$1 billion and more up to $3 billion		0.19%
$3 billion and more up to $4 billion		0.15%
$4 billion and more up to $5 billion		0.08%
$5 billion and more up to $10 billion		0.05%
$10 billion and more up to $12 billion		0.03%
$12 billion or more		0.02%

*	The assets of the Investor Destinations Funds and the Optimal Funds are excluded from the Trust asset level amount in order to calculate this asset based fee. The Investor Destinations Funds and the Optimal Funds do not pay any part of this fee.

GSA and GISI have entered into agreements with BISYS Fund Services Ohio, Inc.(“BISYS”), pursuant to which BISYS provides sub-administration and sub-transfer agency services, respectively, to the Funds.

Under the terms of an Administrative Services Plan, the Funds may pay fees to servicing organizations, such as broker-dealers, including Nationwide Financial Services, and financial institutions, which agree to provide administrative support services to the shareholders of certain classes. These services include, but are not limited, to the following: establishing and maintaining shareholder accounts; processing purchase and redemption transactions; arranging bank wires; performing shareholder sub-accounting; answering inquiries regarding the Funds; and other such services. These fees are based on an annual rate of up to 0.25% of the average daily net assets of the Class A, Class D, Class R, and Institutional Service Class shares of each of the Funds (except for the Short Duration Bond Fund). For the Short Duration Bond Fund, these fees are based on an annual rate of up to 0.25% of the average daily net assets of the IRA Class and Service Class shares.

As of October 31, 2005, the adviser or affiliates of the adviser directly held 36% of the shares outstanding of the Mid Cap Growth Fund.

4. Short-Term Trading Fees

The Funds (except the Morley Enhanced Income Fund) assess a 2.00% redemption fee on all classes of shares that are purchased and are sold or exchanged within 30 days of purchase (within 90 days for the Mid Cap Growth and Small Cap Funds and within five days for the Bond, Government Bond, and Tax- Free Income Funds). The redemption fee, if any, is paid directly to the applicable Fund and is designed to offset brokerage commissions, market impact, and other costs associated with short-term trading of Fund shares. For purposes of determining whether the redemption fee applies, the shares that were held the longest will be redeemed first. This redemption fee is in addition to any CDSCs that may be applicable at the time of sale. The redemption fee may not apply in certain circumstances, such as redemptions or exchanges of shares held in certain omnibus accounts or retirement plans that cannot implement the redemption fee. The fee does not apply to shares purchased through reinvested dividends or capital gains.

For the year ended October 31, 2005, the Funds had no contributions to capital due to collection of redemption fees.

The Short Duration Bond Fund waived its redemption fee from October 4, 2004, when the Fund’s wrap contracts terminated, through December 5, 2004, when the Fund converted to a short duration bond fund. Beginning on December 6, 2004, the Fund began to assess a 2% redemption fee on all classes of shares that are sold or exchanged within five business days of purchase.


2005 Annual Report		109

Notes to Financial Statements (Continued)

October 31, 2005

5. Bank Loans and Earnings Credit

The Trust has a credit agreement of $100,000,000 with J.P. Morgan Chase & Co. Borrowings under this arrangement bear interest at the Federal Funds rate plus 0.50%. The interest costs are included in custodian fees in the Statement of Operations. No compensating balances were required under the terms of the line of credit. There were no borrowings outstanding as of October 31, 2005.

The Trust’s custodian bank has agreed to reduce its fees when the funds of the Trust maintain cash on deposit in non-interest-bearing custody and Demand Deposit Accounts.

6. Investment Transactions

Purchases and sales of securities (excluding short-term securities) for the year ended October 31, 2005, are summarized as follows:


Fund	Purchases		Sales
Large Cap Value	$	25,738,522	$	21,222,692
Mid Cap Growth		3,293,513		2,661,858
Small Cap		106,869,897		91,304,815
Bond		37,949,981		34,861,795
Government Bond		180,289,097		189,009,582
Morley Enhanced Income		368,769,017		218,469,090
Short Duration Bond		648,611,804		518,639,447
Tax-Free Income		6,826,750		16,167,869

Purchases and sales of U.S. Government securities for the year ended October 31, 2005, are summarized as follows:


Fund	Purchases		Sales
Bond	$	23,590,047	$	11,045,450
Government Bond		174,039,135		124,344,691
Morley Enhanced Income		22,144,022		—
Short Duration Bond		602,760,325		383,711,651

7. Federal Tax Information

The tax character of distributions paid during the fiscal year ended October 31, 2005, was as follows: (total distributions paid may differ from the Statement of Changes in Net Assets because for tax purposes dividends are recognized when paid.)


	Distributions paid from
Fund	Ordinary Income		Net Long Term Capital Gains		Total Taxable Distributions		Tax Exempt Distributions		Total Distributions Paid
Large Cap Value	$	314,017	$	—	$	314,017	$	—	$	314,017
Mid Cap Growth		—		165,112		165,112		—		165,112
Small Cap		—		3,107,190		3,107,190		—		3,107,190
Bond		5,328,529		—		5,328,529		—		5,328,529
Government Bond		6,209,349		—		6,209,349		—		6,209,349
Morley Enhanced Income		10,386,236		—		10,386,236		—		10,386,236
Short Duration Bond		6,123,024		—		6,123,024		—		6,123,024
Tax-Free Income		17,078		—		17,078		7,237,912		7,254,990


110		Annual Report 2005

The tax character of distributions paid during the fiscal year ended October 31, 2004 was as follows: (total distributions paid differ from the Statement of Changes in Net Assets because for tax purposes dividends are recognized when paid.)


	Distributions paid from
Fund	Ordinary Income		Net Long Term Capital Gains		Total Taxable Distributions		Tax Exempt Distributions		Return of Capital		Total Distributions Paid
Large Cap Value	$	225,175	$	—	$	225,175	$	—	$	—	$	225,175
Mid Cap Growth		66,870		16,507		83,377		—		—		83,377
Small Cap		—		562,665		562,665		—		—		562,665
Bond		6,219,460		—		6,219,460		—		—		6,219,460
Government Bond		9,984,020		2,302,174		12,286,194		—		—		12,286,194
Morley Enhanced Income		5,007,108		—		5,007,108		—		—		5,007,108
Short Duration Bond		18,735,742		13,503		18,749,245		—		—		18,749,245
Tax-Free Income		17,054		—		17,054		8,517,827		—		8,534,881

As of October 31, 2005, the components of accumulated earnings (deficit) on a tax basis were as follows:


Fund	Undistributed Tax Exempt Income		Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Accumulated Earnings		Distributions Payable			Accumulated Capital and Other Losses			Unrealized Appreciation (Depreciation)*			Total Accumulated Earnings (Deficit)
Large Cap Value	$	—	$	30,211	$	1,570,314	$	1,600,525	$	—		$	—		$	4,717,550		$	6,318,075
Mid Cap Growth		—		—		267,532		267,532		—			—			655,961			923,493
Small Cap		—		7,094,171		251,820		7,345,991		—			—			323,739			7,669,730
Bond		—		448,919		—		448,919		(457,502	)		(2,925,578	)		3,237,539			303,378
Government Bond		—		640,135		36,342		676,477		(524,612	)		—			(355,018	)		(203,153	)
Morley Enhanced Income		—		1,327,264		—		1,327,264		(1,319,046	)		(5,394,928	)		(4,488,905	)		(9,875,615	)
Short Duration Bond		—		282,164		—		282,164		(332,520	)		(2,015,922	)		(2,606,356	)		(4,672,634	)
Tax-Free Income		491,292		—		—		491,292		(647,756	)		(323,991	)		12,125,644			11,645,189

The differences between the book-basis and tax-basis unrealized appreciation (depreciation) is attributable primarily to: tax deferral of losses on wash sales; the difference between book and tax amortization methods for premium and market discount; and the return of capital adjustments from real estate investment trusts.

As of October 31, 2005, the tax cost of securities and the breakdown of unrealized appreciation (depreciation) for each Fund were as follows:


Fund	Tax Cost of Securities		Unrealized Appreciation		Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
Large Cap Value	$	32,755,882	$	5,807,046	$	(1,089,496	)	$	4,717,550
Mid Cap Growth		4,232,499		780,376		(124,415	)		655,961
Small Cap		58,077,188		3,101,290		(2,777,551	)		323,739
Bond		117,732,619		3,992,172		(754,633	)		3,237,539
Government Bond		164,719,774		1,206,647		(1,561,665	)		(355,018	)
Morley Enhanced Income		463,907,621		74,837		(4,563,742	)		(4,488,905	)
Short Duration Bond		134,811,060		—		(2,606,356	)		(2,606,356	)
Tax-Free Income		164,290,329		12,127,863		(2,219	)		12,125,644


2005 Annual Report		111

Notes to Financial Statements (Continued)

October 31, 2005

As of October 31, 2005, for Federal income tax purposes, the following Funds have capital loss carryforwards available to offset capital gains, if any, to the extent provided by the treasury regulations:


Fund	Amount		Expires
Bond	$	570,882	2008
Bond		813,853	2009
Bond		1,540,843	2010
Morley Enhanced Income		90,981	2008
Morley Enhanced Income		896,348	2009
Morley Enhanced Income		1,947,216	2010
Morley Enhanced Income		952,689	2011
Morley Enhanced Income		1,507,694	2012
Short Duration Bond		569,688	2012
Short Duration Bond		1,446,234	2013
Tax-Free Income		49,008	2008
Tax-Free Income		274,984	2011


112		Annual Report 2005

Report of Independent Registered Public

Accounting Firm

To the Board of Trustees and Shareholders of Gartmore Mutual Funds:

In our opinion, the accompanying statements of assets and liabilities, including the statements of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Gartmore Large Cap Value Fund, Gartmore Mid Cap Growth Fund, Gartmore Small Cap Fund, Gartmore Bond Fund, Gartmore Government Bond Fund, Gartmore Morley Enhanced Income Fund, Gartmore Short Duration Bond Fund and Gartmore Tax-Free Income Fund (eight series of Gartmore Mutual Funds, hereafter referred to as the “Funds”) at October 31, 2005, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years then ended and the financial highlights for each of the four years (or periods) then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States.) Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2005 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. The financial highlights of Gartmore Large Cap Value Fund, Gartmore Small Cap Fund, Gartmore Bond Fund, Gartmore Government Bond Fund, Gartmore Morley Enhanced Income Fund, Gartmore Short Duration Bond Fund and Gartmore Tax-Free Income Fund for the year (or period) ended October 31, 2001 were audited by other independent accountants whose report dated December 14, 2001 expressed an unqualified opinion on those financial statements.

PricewaterhouseCoopers LLP

Philadelphia, Pennsylvania

December 22, 2005


2005 Annual Report		113

Supplemental Information (Unaudited)

1. Other Federal Tax Information (Unaudited):

For the period ended October 31, 2005, certain dividends paid by the Funds may be subject to a maximum tax rate of 15% as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The Funds intend to designate the maximum amount allowable as taxed at a maximum rate of 15%. Complete information will be reported in conjunction with your 2005 Form 1099-DIV.

For the period ended October 31, 2005, the following Funds paid qualified dividend income:


Fund	Qualified Dividend Income
Large Cap Value	$	785,438
Mid Cap Growth		16,304

For the taxable year ended October 31, 2005, the following percentage of income dividends paid by the Funds qualify for the dividends received deduction available to corporations:


Fund	Dividend Received Deduction
Large Cap Value	100	%

2. Shareholder Meeting

A separate shareholder meeting was held on Tuesday, December 23, 2004, for the shareholders of the Trust’s predecessor pursuant to a Proxy Statement on Schedule 14A, dated October 29, 2004, and mailed to the shareholders of the Trust’s predecessor on or around November 5, 2004.

Two Proposals: The purpose of the December 23, 2004 meeting was to allow the shareholders of the Trust’s predecessor to vote on:

i. Proposal One: The election of the Trust’s Predecessor’s Board of Trustees; and

ii. Proposal Two: The approval of an “Agreement and Plan of Reorganization” that provided for the reorganization of the Trust from an Ohio business trust into a Delaware statutory trust.

Proposal One: As set forth in the October 29, 2004 Proxy Statement, the nominees for election as Trustees of the Trust’s predecessor were: Charles E. Allen, Michael J. Baresich, Paula H.J. Cholmondeley, C. Brent DeVore, Phyllis Kay Dryden, Robert M. Duncan, Barbara L. Hennigar, Paul J. Hondros, Barbara I. Jacobs, Thomas J. Kerr, IV, Douglas F. Kridler, Michael D. McCarthy, Arden L. Shisler, and David C. Wetmore.

Proposal Two: As specifically set forth in the October 29, 2004 Proxy Statement, the Reorganization proposal requested the shareholders of the Trust’s predecessor to approve the proposed “Agreement and Plan of Reorganization” of the Trust’s predecessor (on behalf of each of the Trust’s funds) with and into a new Delaware-domiciled Trust, whereby the Funds of the new Delaware Trust would acquire all of the assets of the corresponding funds of the Trust’s predecessor subject to the liabilities, expenses, costs, charges, and reserves of the corresponding funds of the Trust’s predecessor (contingent or otherwise), in exchange for shares of the acquiring funds of the Trust to be distributed pro rata by the Trust to the holders of the shares of the funds of the Trust’s predecessor, in a complete liquidation of the Trust’s predecessor.


114		Annual Report 2005

Voting Results:

The shareholders of the Trust’s predecessor voted to approve both Proposal One and Proposal Two, as follows:


Proposal One:		Election of a Board of Trustees of the Trust’s Predecessor
Charles E. Allen:
FOR		1,484,045,010.745 shares (96.963%)
WITHHOLD		46,475,965.981 shares (3.037%)
TOTAL		1,530,520,976.726 shares (100.000%)

Michael J. Baresich:
FOR		1,479,546,876.136 shares (96.669%)
WITHHOLD		50,974,100.590 shares (3.331%)
TOTAL		1,530,520,976.726 shares (100.000%)

Paula H.J. Cholmondeley:
FOR		1,483,986,754.474 shares (96.960%)
WITHHOLD		46,534,222.252 shares (3.040%)
TOTAL		1,530,520,976.726 shares (100.000%)

C. Brent DeVore:
FOR		1,483,232,555.715 shares (96.910%)
WITHHOLD		47,288,421.011 shares (3.090%)
TOTAL		1,530,520,976.726 shares (100.000%)

Phyllis Kay Dryden:
FOR		1,483,461,670.269 shares (96.925%)
WITHHOLD		47,059,306.457 shares (3.075%)
TOTAL		1,530,520,976.726 shares (100.000%)

Robert M. Duncan:
FOR		1,478,518,553.740 shares (96.602%)
WITHHOLD		52,002,422.986 shares (3.398%)
TOTAL		1,530,520,976.726 shares (100.000%)

Barbara L. Hennigar:
FOR		1,483,932,926.673 shares (96.956%)
WITHHOLD		46,588,050.053 shares (3.044%)
TOTAL		1,530,520,976.726 shares (100.000%)

Paul J. Hondros:
FOR		1,483,799,576.741 shares (96.947%)
WITHHOLD		46,721,399.985 shares (3.053%)
TOTAL		1,530,520,976.726 shares (100.000%)

Barbara I. Jacobs:
FOR		1,482,757,593.191 shares (96.879%)
WITHHOLD		47,763,383.535 shares (3.121%)
TOTAL		1,530,520,976.726 shares (100.000%)


2005 Annual Report		115

Supplemental Information (Unaudited) (Continued)


Proposal One:		Election of a Board of Trustees of the Trust’s Predecessor
Thomas J. Kerr IV:
FOR		1,477,143,243.388 shares (96.512%)
WITHHOLD		53,377,733.338 shares (3.488%)
TOTAL		1,530,520,976.726 shares (100.000%)

Douglas F. Kridler:
FOR		1,484,100,191.103 shares (96.967%)
WITHHOLD		46,420,785.623 shares (3.033%)
TOTAL		1,530,520,976.726 shares (100.000%)

Michael D. McCarthy:
FOR		1,483,352,898.255 shares (96.918%)
WITHHOLD		47,168,078.471 shares (3.082%)
TOTAL		1,530,520,976.726 shares (100.000%)

Arden L. Shisler:
FOR		1,483,661,174.441 shares (96.938%)
WITHHOLD		46,859,802.285 shares (3.062%)
TOTAL		1,530,520,976.726 shares (100.000%)

David C. Wetmore:
FOR		1,484,021,388.615 shares (96.962%)
WITHHOLD		46,499,588.111 shares (3.038%)
TOTAL		1,530,520,976.726 shares (100.000%)

Proposal Two:		Approval of the Agreement and Plan of Reorganization of the Trust’s Predecessor:
FOR		1,338,850,729.743 shares (87.477%)
AGAINST		48,927,279.322 shares (3.197%)
ABSTAIN		86,596,336.653 shares (5.658%)
BROKER NON-VOTES		56,146,631.008 shares (3.668%)
TOTAL		1,530,520,976.726 shares (100.000%)


116		Annual Report 2005

Management Information (Unaudited)

Trustees who are not Interested Persons (as defined in the 1940 Act) and Officers of the Funds as of October 31, 2005


Name, Address and Year of Birth	Position(s) Held with the Trust and Length of Time Served¹	Principal Occupation(s) During Past Five Years	Number of Portfolios in the Gartmore Fund Complex Overseen by Trustee	Other Directorships Held by Trustee or Nominee2

Charles E. Allen c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1948	Trustee since July 2000	Mr. Allen is Chairman, Chief Executive Officer and President of the Graimark Realty Advisors, Inc. (real estate development, investment and asset management).	84	None

Paula H.J. Cholmondeley c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1947	Trustee since July 2000	Ms. Cholmondeley has been the Chairman and Chief Executive Officer of the Sorrel Group, a management consulting company, since January 2004. Prior thereto, Ms. Cholmondeley was Vice President and General Manager of Sappi Fine Paper North America.	84	Director of Dentsply International, Inc., Ultralife Batteries, Inc. , Terex Corporation, Minerals Technology, Inc. and Albany International Corp.

C. Brent DeVore c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1940	Trustee since 1990	Dr. DeVore is President of Otterbein College.	84	None

Phyllis K. Dryden c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1947	Trustee since December 2004	Ms. Dryden was a former Managing Partner of marchFIRST, a global management consulting firm prior to February, 2001.	84	None

Barbara L. Hennigar c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1935	Trustee since July 2000	Retired.	84	None


2005 Annual Report		117

Management Information (Unaudited) (Continued)

Trustees who are not Interested Persons (as defined in the 1940 Act) and Officers of the Funds as of October 31, 2005 (Continued)


Name, Address and Year of Birth	Position(s) Held with the Trust and Length of Time Served¹	Principal Occupation(s) During Past Five Years	Number of Portfolios in the Gartmore Fund Complex Overseen by Trustee	Other Directorships Held by Trustee2

Barbara I. Jacobs c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1950	Trustee since December 2004	Ms. Jacobs has served as Chairman of the Board of Directors of KICAP Network Fund, a European (United Kingdom) hedge fund, since December 2000. Prior to 2004, Ms. Jacobs was also a Managing Director and European Portfolio Manager with CREF Investments (Teachers Insurance Annuity Association–College Retirement Equity Fund).	84	None

Douglas F. Kridler c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1955	Trustee since September 1997	Mr. Kridler has served as the President and Chief Executive Officer of the Columbus Foundation (a Columbus, OH-based foundation which manages over 1,300 individual endowment funds) since February 2002. Mr. Kridler was the President of the Columbus Association for the Performing Arts prior thereto and Chairman of the Greater Columbus Convention and Visitors Bureau during 2000 and 2001.	84	None

Michael D. McCarthy c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1947	Trustee since December 2004	Mr. McCarthy serves as: the Founder and Chairman of The Eureka Foundation (which sponsors and funds the “Great Museums” series on PBS); and a Partner of Pineville Properties LLC (a commercial real estate development firm).	84³	None

David C. Wetmore c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1948	Trustee since 1995 and Chairman since February 2005	Retired.	84	None

1	Length of time served includes time served with the Trust’s Predecessor.

Directorships held in (1) any other investment companies registered under the 1940 Act, (2) any company with a class of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or (3) any company subject to the requirements of Section 15(d) of the Exchange Act.

Mr. McCarthy was also an Administrative Committee Member for the Alphagen Arneb Fund, LLC , The Healthcare Fund LDC, The Leaders Long-Short Fund, LLC, and The Leaders Long-Short Fund LDC, four private investment companies (hedge funds) managed by GSA. Mr. McCarthy resigned as an Administrative Committee Member effective June 30, 2005.

Trustees and Officers who are not Interested Persons (as defined in the 1940 Act) of the Funds received aggregate compensation of $548,510 from the Trust for the year ended October 31, 2005. Additional information regarding the Trustees and Officers may be found in the Trust’s statement of additional information, which is available without charge upon request, by calling 800-848-0920.


118		Annual Report 2005

Trustees who are Interested Persons (as defined in the 1940 Act) and/or Officers of the Funds as of October 31, 2005


Name, Address and Year of Birth	Position(s) Held with the Trust and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in the Gartmore Fund Complex Overseen by Trustee	Other Directorships Held by Trustee2

Paul J. Hondros Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1948	Trustee since July 2000	Mr. Hondros has been President and Chief Executive Officer of various Gartmore entities, including Gartmore Distribution Services, Inc. (“GDSI”),³ Gartmore Investor Services, Inc. (“GISI”),³ Gartmore Morley Capital Management, Inc. (“GMCM”),³ Gartmore Morley Financial Services, Inc. (“GMFS”),³ NorthPointe Capital, LLC (“NorthPointe”),³ Gartmore Global Asset Management Trust (“GGAMT”)^3,, Gartmore Global Investments, Inc. (“GGI”)³, Gartmore Mutual Fund Capital Trust (“GMFCT”)³ and Gartmore SA Capital Trust (“GSA”)³; and a Director of Nationwide Securities, Inc.³, as well as several entities within Nationwide Financial Services, Inc.	84⁴	None

Arden L. Shisler c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1941	Trustee since February 2000	Mr. Shisler has been a consultant since January 2003. Prior thereto, he was President and Chief Executive Officer of K&B Transport, Inc., a trucking firm. Since 1992, Mr. Shisler has also been Chairman of the Board for Nationwide Mutual Insurance Company^3.	84	Director of Nationwide Financial Services, Inc.

Gerald J. Holland Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1951	Treasurer since March 2001	Mr. Holland is Senior Vice President – Operations for GGI³, GMFCT³ , and GSA³.	84	None

Michael A. Krulikowski Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1959	Chief Compliance Officer since June 2004	Since November 1999, Mr. Krulikowski has served as a Vice President and Chief Compliance Officer of GGI. Since June 2004, Mr. Krulikowski has also served as Chief Compliance Officer of the Trust.	84	None

Eric E. Miller Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1953	Secretary since December 2002	Mr. Miller is Senior Vice President, Chief Counsel for GGI³, GMFCT³ and GSA³ since August 2002. From August 2000 to August 2002, Mr. Miller was a Partner with Stradley Ronan Stevens & Young, LLP.	84	None


2005 Annual Report		119

Management Information (Unaudited) (Continued)

1	Length of time served includes time served with the Trust’s Predecessor.

3	This position is held with an affiliated person or principal underwriter of the Trust.

Mr. Hondros was also an Administrative Committee Member for the Alphagen Arneb Fund, LLC , The Healthcare Fund LDC, The Leaders Long-Short Fund, LLC, and The Leaders Long-Short Fund LDC, four private investment companies (hedge funds) managed by GSA. Mr. Hondros resigned as an Administrative Committee Member effective June 30, 2005.

Federal law requires the Trust, each of its investment advisers and sub-advisers to adopt procedures for voting proxies (“Proxy Voting Guidelines”) and to provide a summary of those Proxy Voting Guidelines used to vote the securities held by the Funds. The Funds’ proxy voting policies and procedures are available without charge (i) upon request, by calling 800-848-0920, (ii) on the Fund’s website at www.gartmorefunds.com, or (iii) on the Securities and Exchange Commission’s website at www.sec.gov.


120		Annual Report 2005

Index Definitions

Lipper Analytical Services, Inc. is an industry research firm whose rankings are based on total return performance and do not reflect the effect of sales charges. Each fund is ranked within a universe of funds similar in investment objective as determined by Lipper.

Russell 1000® Value Index: An unmanaged index that measures the performance of the stocks of U.S. companies in the Russell 1000® Index (the largest 1,000 U.S. companies, based on market capitalization) with lower price-to-book ratios and lower forecasted growth values.

Russell Midcap® Growth Index: An unmanaged index of mid-capitalization growth stocks of U.S. companies; measures the performance of the stocks of those Russell Midcap® Index companies with higher price-to-book ratios and higher forecasted growth values, and gives a broad look at how the stock prices of medium-sized U.S. companies have performed.

Russell 2000® Index: An unmanaged index that measures the performance of the stocks of small-capitalization U.S. companies; includes the smallest 2,000 U.S. companies in the Russell 3000® Index, which measures the performance of the largest 3,000 U.S. companies, based on market capitalization.

Lehman Brothers Government/Credit Bond Index: An unmanaged index of U.S. government and investment-grade corporate bonds with at least one year to maturity; gives a broad look at how the prices of these securities have performed.

Merrill Lynch Government Master Index: An unmanaged index that gives a broad look at how U.S. government bonds have performed.

Lipper Ultra-Short Bond Fund Index: An unmanaged index that consists of fixed-income funds having very short durations (average maturity of between 91 and 365 days), relatively little market price sensitivity to changes in interest rates, and at least 65% of their assets in investment-grade debt instruments.

Lipper Money Market Fund Index: An unmanaged, equally weighted index that measures the performance of a broad group of taxable money market funds having a constant market price of $1 per share; consists of the largest 30 funds within the general money market funds investment objective as defined by Lipper Inc.

Merrill Lynch 1-3 Year Treasury Index: An unmanaged index that tracks short-term U.S. Treasury notes and bonds with maturities of one to three years.

Lehman Brothers Municipal Bond Index: An unmanaged index that gives a broad look at how the prices of municipal bonds have performed; includes approximately 15,000 municipal bonds that are rated Baa or better by Moody’s and have a maturity of at least two years.

Gartmore Funds

1200 River Road, Suite 1000

Conshohocken, PA 19428

www.gartmorefunds.com

Federal law requires the Fund, and the Fund’s investment advisers and subadvisers, to adopt procedures for voting proxies (“Proxy Voting Guidelines”) and to provide a summary of those Proxy Voting Guidelines used to vote the securities held by the Funds. The Fund’s proxy voting policies and procedures are available without charge (i) upon request, by calling 800-848-0920, (ii) on the Fund’s Web site at www.gartmorefunds.com, or (iii) on the U.S. Securities and Exchange Commission’s Web site at www.sec.gov.

AR-Core 12/05

Annual Report



		October 31, 2005

Gartmore Global Financial Services Fund

Gartmore Global Health Sciences Fund

Gartmore Global Natural Resources Fund

Gartmore Global Technology and Communications Fund

Gartmore Global Utilities Fund

Gartmore Mid Cap Growth Leaders Fund

Gartmore Nationwide Leaders Fund

Gartmore Small Cap Leaders Fund

Gartmore U.S. Growth Leaders Fund

Gartmore Worldwide Leaders Fund

Gartmore China Opportunities Fund

Gartmore Emerging Markets Fund

Gartmore International Growth Fund

Gartmore Convertible Fund

Gartmore High Yield Bond Fund

Gartmore Micro Cap Equity Fund

Gartmore Small Cap Growth Fund

Gartmore U.S. Growth Leaders Long-Short Fund

Gartmore Value Opportunities Fund

www.gartmorefunds.com

LOGO

Solutions.

LOGO


UNITED STATES		UNITED KINGDOM		JAPAN

This wide range of investment opportunities is built on sound investment management processes designed to increase the probability of delivering enhanced risk-adjusted returns over the long term.

www.gartmore.com

*Gartmore’s Affiliated Advisers

The following 11 asset management affiliates of Nationwide do business under the trade name “Gartmore Group”: Gartmore Capital Management Ltd², Gartmore Fund Managers Ltd², Gartmore Global Partners^{2, 3}, Gartmore Investment Ltd², Gartmore Japan Ltd², Gartmore Morley Capital Management, Inc.³, Gartmore Mutual Fund Capital Trust^{3, 4}, Gartmore Riverview, LLC³, Gartmore SA Capital Trust^{3, 4}, Gartmore Separate Accounts LLC³, and NorthPointe Capital® LLC³

As of Oct. 31, 2005.

These advisers are subsidiaries of Gartmore Investment Management plc, which ultimately reports to Nationwide®.

These are SEC-registered investment advisers based in the United States. Collectively, these advisers manage $43 billion as of Oct. 31, 2005.

Together, these advisers do business as Gartmore Global Investments, Inc.

Gartmore Funds distributed by Gartmore Distribution Services, Inc., Member NASD. 1200 River Road, Suite 1000, Conshohocken, PA 19428.

Annual Report



		October 31, 2005


				Contents

2				Message to Shareholders
4				Market Perspectives
8				Gartmore Global Financial Services Fund
14				Gartmore Global Health Sciences Fund
20				Gartmore Global Natural Resources Fund
26				Gartmore Global Technology and Communications Fund
32				Gartmore Global Utilities Fund
50				Gartmore Mid Cap Growth Leaders Fund
56				Gartmore Nationwide Leaders Fund
61				Gartmore Small Cap Leaders Fund
68				Gartmore U.S. Growth Leaders Fund
74				Gartmore Worldwide Leaders Fund
90				Gartmore China Opportunities Fund
96				Gartmore Emerging Markets Fund
104				Gartmore International Growth Fund
119				Gartmore Convertible Fund
125				Gartmore High Yield Bond Fund
135				Gartmore Micro Cap Equity Fund
142				Gartmore Small Cap Growth Fund
149				Gartmore U.S. Growth Leaders Long-Short Fund
157				Gartmore Value Opportunities Fund

179				Notes to Financial Statements

Statement Regarding Availability of Quarterly Portfolio Schedule.

Statement Regarding Availability of Proxy Voting Record.

Information regarding how the Fund voted proxies relating to portfolio securities held during the most recent 12-month period ended June 30, 2005 is available without charge, upon request, by calling 800-848-0920, and on the Commission’s website at http://www.sec.gov.

Message to Shareholders

October 31, 2005

Dear Fellow Shareholders,

At times during the annual reporting period ended Oct. 31, 2005, it seemed as though a host of uncertain and unpredictable events coalesced into a “perfect storm” of market volatility.

Hurricane Katrina is one example. This Category 5 storm not only bore down on a major American city and its environs, it also had one of the country’s largest energy-producing regions in its sights. If that weren’t enough, the storm occurred just as oil and natural gas prices were spiraling to record levels, concurrent with fears of a great strain on global supply and capacity.

Risk, regardless of its source, is part and parcel of investing. The challenge is to mitigate risk as much as possible through sound portfolio diversification. Gartmore is committed to offering a diverse range of equity, fixed-income and alternative investment solutions designed to capture global investment opportunities. The informed investment response to complex, volatile markets is to configure a series of diverse, uncorrelated, well-performing funds into a dynamic portfolio. At Gartmore, we seek to provide the core and satellite investments needed to construct a broadly diversified investment portfolio.

The performance of a number of Gartmore’s funds from a variety of sectors and regions strengthens the case for holding uncorrelated investments. For example, the performance of the Gartmore Global Natural Resources Fund, which during the reporting period returned 65.51% (Class A at NAV) versus the Goldman Sachs Natural Resources Index return of 34.75%, was driven by escalating energy prices derived from increased global demand coupled with concerns about supply shortages. Within the energy sector, the Fund concentrated on smaller companies with higher capacity for growth. It is widely believed that energy will be in great demand for an extended period of time; therefore, the Fund will remain focused on the energy services sector companies that acquire, develop, and exploit oil and natural gas properties. The Wall Street Journal cited the Fund as a “Category King” in the Mutual Fund Monthly Review of Sept. 6, 2005.


2		Annual Report 2005

The Gartmore International Growth Fund, returning 26.13% (Class A at NAV) versus the Morgan Stanley Capital International (MSCI) All Country World ex-U.S. Index return of 20.06%, also benefited from the impressive performance of emerging-market and Pacific Rim equities. In addition, Latin American securities delivered notably robust performance on the back of strong commodity prices.

The Gartmore Worldwide Leaders Fund, which returned 23.44% (Class A at NAV) versus 13.27% for the MSCI World Index^SM, benefited from both domestic and international developments. Overall, U.S. growth remained strong in the face of inflationary worries, while both Europe and Japan showed increasing signs of recovery. European export growth increased due to the weak euro at the same time that Japan experienced rising real incomes and increased capital expenditures. As a result, the Fund’s largest regional contributors were the United States, the United Kingdom and Japan. The Fund also benefited from strong stock selection within the technology, financial services, health-care and energy sectors.


Fund Name	Fund Return*	Benchmark Return	Benchmark
Gartmore Optimal Allocations:
Moderate	10.41%	7.56%	S&P 500 (40%); MSCI EAFE (20%); Lehman Brothers U.S. Aggregate (40%)
Gartmore Optimal Allocations:
Moderately Aggressive	12.77%	9.08%	S&P 500 (60%); MSCI EAFE (20%); Lehman Brothers U.S. Aggregate (20%)
Gartmore Optimal Allocations:
Aggressive	14.86%	10.67%	S&P 500 (70%); MSCI EAFE (25%); Lehman Brothers U.S. Aggregate (5%)
Gartmore Optimal Allocations:
Specialty	14.59%	11.50%	S&P 500 (70%); MSCI EAFE (30%)

*	All Fund returns are Class A at NAV, as of Oct. 31, 2005.

Wishing you a very happy and prosperous 2006,

LOGO

Young D. Chin

Co-Global Chief Investment Officer – Equities

President and CEO

Gartmore Global Investments


2005 Annual Report		3

Market Perspectives

October 31, 2005

Market volatility continues, but with a positive trend

The dominant topic in 2005, particularly during the latter half of the year, was the continued impact of rising energy costs. As Hurricane Katrina barreled down on the energy-intensive Louisiana coast, the futures price of crude oil rose to a high of $70 per barrel while natural gas prices doubled—a classic one-two economic punch. A confluence of increased global demand, particularly from China, and concerns about supply shortages also contributed to energy price hikes.

Key trends for investors to watch

As we look toward the coming year, these are some of the key trends that we are paying particularly close attention to as we shape our investment strategies at Gartmore:

Housing prices—up, down or sideways? The housing market remained strong during the reporting period, with 30-year fixed mortgage rates remaining below 6% for the majority of the time. Confounding expectations amid Hurricanes Katrina and Rita and rising energy costs, existing home sales advanced to an all-time high of 2% in August. The robust housing market contributed much to the overall “wealth effect” for real estate investors. By the end of the reporting period, however, more pronounced signs of softening became evident.


4		Annual Report 2005

speculation of the past few years as quick price appreciation has cooled in once-hot markets such as Las Vegas, Miami, Phoenix and San Diego.

China’s economy grew rapidly during the reporting period. Despite ongoing criticism that governmental controls on the economy were overly rigid—particularly regarding commodity prices and imports/exports—China’s economy has largely stabilized and shows strong signs of continued growth. In fact, the government’s economic controls, once viewed as unduly prohibitive, are now credited with controlling what was becoming a dangerously overheated economy. For example, new factories were being developed in China at a rapid rate based on capital secured with minimal credit checks. Before long, some banks held portfolios with up to 45% nonperforming loans as a result of default. Government regulators subsequently mandated stricter credit rules and have even expressed a desire to improve China’s banks to such a degree that their credit quality would be attractive to foreign investors.

Throughout the first half of the year, the U.S. dollar continued its sustained, three-year decline versus benchmark currencies such as the euro. In mid-summer, however, the dollar reversed its multi-year trend. The dollar’s increase is due primarily to the strengthening U.S. economic outlook relative to the global platform and disappointment in European reform. In addition, two factors—the United Kingdom’s halting of interest-rate hikes and France’s vote against the EU constitution—have placed pressure on the euro, effectively bolstering the U.S. dollar.

Looking ahead

PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. To obtain performance information current to the most recent month-end, which may be higher or lower than the performance shown above, please call 800-848-0920 or go to www.gartmorefunds.com


2005 Annual Report		5

Market Perspectives

Continued

The opinions expressed herein are those of Gartmore Global Investments and may not come to pass.

Investing in mutual funds involves risk, including possible loss of principal. There is no assurance that the investment objective of any fund will be achieved.

There is no assurance that a diversified portfolio will produce better results than a nondiversified one.

Each Fund is subject to different levels of risk, based on the size of its asset class allocations.

The Gartmore Small Cap Fund may purchase securities in initial public offerings, which can be very volatile and carry high transaction costs.

Small-company stocks have higher risks than the stocks of larger, more established companies and have significant short-term price volatility.

The Gartmore Optimal Allocations Fund: Aggressive benchmark consists of 70% S&P 500 Index, 25% MSCI EAFE Index and 5% Lehman Brothers U.S. Aggregate Index.

The Gartmore Optimal Allocations Fund: Moderately Aggressive benchmark consists of 60% S&P 500 Index, 20% MSCI EAFE Index and 20% Lehman Brothers U.S. Aggregate Index.

The Gartmore Optimal Allocations Fund: Moderate benchmark consists of 40% S&P 500 Index, 20% MSCI EAFE Index and 40% Lehman Brothers U.S. Aggregate Index.

The Gartmore Optimal Allocations Fund: Specialty benchmark consists of 70& S&P 500 Index and 30% MSCI EAFE Index.

Standard & Poor’s 500® (S&P 500) Index: An unmanaged, market capitalization-weighted index of 500 widely held stocks of large-cap U.S. companies that gives a broad look at how the stock prices of those companies have performed.

Lehman Brothers U.S. Aggregate Index: An unmanaged, market value-weighted index of investment-grade, fixed-rate debt issues (including government, corporate, asset-backed, and mortgage-backed securities with maturities of one year or more) that is generally representative of the bond market as a whole.

Morgan Stanley Capital International Europe, Australasia and Far East (MSCI EAFE®) Index: An unmanaged, free float-adjusted, market capitalization-weighted index that is designed to measure the performance of stocks in developed markets outside the United States and Canada.

Goldman Sachs Natural Resources Index: An unmanaged, modified market capitalization-weighted sector index of U.S.-traded natural resource-related stocks; includes companies in the categories of extractive industries, energy companies, owners and operators of timber tracts, forestry services, producers of pulp and paper, and owners of plantations.

Citigroup 3-Month T-Bill Index: An unmanaged index that is generally representative of 3-month Treasury bills; consists of an average of the last 3-month Treasury bill issues (excluding the current month-end bill).

Morgan Stanley Capital International Emerging Markets (MSCI EM) Index^SM: An unmanaged, free float-adjusted, market capitalization-weighted index that is designed to measure the performance of the stocks in emerging-country markets.


6		Annual Report 2005

Morgan Stanley Capital International (MSCI) All Country World excluding U.S. Index: An unmanaged, free float-adjusted, market-capitalization weighted index that is designed to measure the performance of the stocks in companies in all countries except the United States.

Morgan Stanley Capital International (MSCI) World Index^SM: An unmanaged, free float-adjusted, market capitalization-weighted index that is designed to measure the performance of global developed-market equities.

Russell 2000® Index: An unmanaged index that measures the performance of the stocks of small-capitalization U.S. companies; includes the smallest 2,000 U.S. companies in the Russell 3000® Index, which measures the performance of the largest 3,000 U.S. companies, based on market capitalization.

Gartmore Funds distributed by Gartmore Distribution Services, Inc., Member NASD. 1200 River Road, Suite 1000, Conshohocken, PA 19428.

Gartmore Global Investments, one of its affiliated advisers, or its employees, may have a position in the securities named in this report.

A complete list of all transactions in the last 12-months is available upon request.


2005 Annual Report		7

Gartmore Global Financial Services Fund

For the annual period ended Oct. 31, 2005, the Gartmore Global Financial Services Fund returned 14.91% (Class A at NAV) versus 14.75% for its benchmark, the Morgan Stanley Capital International (MSCI) World Financials Index^SM. For broader comparison, the average return for the Fund’s Lipper peer category of Financial Services Funds was 8.95%.

Global economies remained strong over the past year. Even Japan rebounded from its long-lasting sluggishness. Several central banks raised interest rates through the year to reduce inflation risks caused by commodity and real estate price increases. Financial services stocks typically are affected by changes in the level of interest rates and the shape of the yield curve [a plotted graph line of the yields (or interest rates) on long-term and short-term maturity bonds, usually treasury securities]. This translated into downward pressure on earnings for banks in the United States and Europe, as most global yield curves have been relatively flat compared to the past few years.

The Fund’s portfolio benefited from strong stock selection through the past year. Fund performance was hindered versus the benchmark by negative contributions from industry allocations, including the Fund’s underweight position in real estate stocks.

The Fund benefited from strong performance in U.S. and Japanese stocks. Orix Corp. (U.S.) and Mitsubishi UFJ (Japan) were important holdings for the Fund and surged over 50% during the year. Orix, a diversified lender and real estate player, benefited from improving property values and credit quality and growth. Mitsubishi and UFJ completed their merger to form the world’s largest bank. Franklin Resources, the global asset manager, and American Capital Strategies, a lender to mid-sized companies, both rallied sharply and added to the Fund’s returns.

On a stock-specific level, futures brokerage firm Refco Inc. and Aspen Insurance Holdings, Ltd. detracted from Fund performance. Refco’s stock plummeted after revelations of accounting fraud and the CEO’s resignation. Aspen’s stock fell after the firm released higher loss estimates from Hurricanes Katrina and Rita.

While we are positive on the prospects for global economic growth, we are cautious about several factors, including credit quality and margin compression in the banking arena, as we head into 2006. The Fund is positioned to benefit from stronger reinsurance pricing, strong capital markets activity and continued growth around the globe. U.S. and Japanese stocks are overweight in the Fund as compared to the benchmark at the expense of Europe, where we see more limits on growth in 2006. On a sector basis, the Fund favors capital markets and insurance stocks over banks, where the Fund is underweight on a global basis.

Portfolio Managers:

Douglas Burtnick, CFA and Stuart Quint, CFA


8		Annual Report 2005


Fund Performance		Gartmore Global Financial Services Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	Inception¹
Class A	w/o SC²	14.91%	12.75%
	w/SC³	8.32%	11.04%
Class B	w/o SC²	14.02%	11.92%
	w/SC⁴	9.02%	11.35%
Class C	w/o SC²	13.94%	11.90%
	w/SC⁵	12.94%	11.90%
Class R^6,8		14.82%	12.20%
Institutional Class^7,8		15.20%	13.03%
Institutional Service Class⁸		15.20%	13.03%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on December 18, 2001.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁶

These returns until the creation of Class R shares (12/30/03) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares invest in the same portfolio of securities as Class B shares.

⁷

These returns until the creation of Institutional Class shares (6/29/04) include the performance of the Fund’s Institutional Service shares. The returns have been adjusted for the fact that Institutional Class shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Institutional Class shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Institutional Class shares would have produced because the Institutional Class shares invest in the same portfolio of securities as Institutional Service shares.

⁸	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Global Financial Services Fund, Morgan Stanley Capital International World Financials Index (MSCI World Financials)(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The MSCI World Financials is an unmanaged index representative of the stocks in the global financial services sector and is based on 23 developed market country indices.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		9

Shareholder

Expense Example

Gartmore Global Financial Services Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Global Financial Services Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,089.30	$	8.74	1.66%
	Hypothetical	¹	$	1,000.00	$	1,016.63	$	8.47	1.66%
Class B	Actual		$	1,000.00	$	1,086.10	$	12.62	2.40%
	Hypothetical	¹	$	1,000.00	$	1,012.90	$	12.25	2.40%
Class C	Actual		$	1,000.00	$	1,085.40	$	12.62	2.40%
	Hypothetical	¹	$	1,000.00	$	1,012.90	$	12.25	2.40%
Class R	Actual		$	1,000.00	$	1,089.60	$	9.11	1.73%
	Hypothetical	¹	$	1,000.00	$	1,016.28	$	8.83	1.73%
Institutional Service Class	Actual		$	1,000.00	$	1,091.00	$	7.38	1.40%
	Hypothetical	¹	$	1,000.00	$	1,017.94	$	7.15	1.40%
Institutional Class	Actual		$	1,000.00	$	1,091.00	$	7.38	1.40%
	Hypothetical	¹	$	1,000.00	$	1,017.94	$	7.15	1.40%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


10		Annual Report 2005


Portfolio Summary		Gartmore Global Financial Services Fund

October 31, 2005


Asset Allocation
Common Stocks		96.3%
Cash Equivalents		5.6%
Liabilities in excess of Other Assets		-1.9%

		100.0%


Top Industries
Financial Services		40.0%
Banking		35.6%
Insurance		18.6%
Real Estate Investment Trusts		1.5%
Other		4.3%

		100.0%


Top Holdings*
Bank of America Corp.		3.8%
American International Group, Inc.		3.5%
Wachovia Corp.		3.1%
UBS AG		3.0%
Mitsubishi Tokyo Financial Group, Inc.		3.0%
Citigroup, Inc.		2.9%
HSBC Holdings PLC		2.6%
BNP Paribas SA		2.5%
Deutsche Bank AG		2.5%
American Express Co.		2.5%
Other Holdings		70.6%

		100.0%

*	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		11

Statement of Investments

October 31, 2005

Gartmore Global Financial Services Fund

Common Stocks (96.3%)


	Shares or Principal Amount	Value

AUSTRALIA (3.4%)
Banking (2.4%)
Australia & New Zealand Banking Group Ltd. (c)	10,960	$	193,431
National Australia Bank Ltd. (c)	6,530		161,479

			354,910

Financial Services (1.0%)
Australian Stock Exchange Ltd. (c)	6,690		144,185

			499,095

BELGIUM (0.8%)
Financial Services (0.8%)
Fortis NV (c)	3,900		111,011

BERMUDA (0.8%)
Insurance (0.8%)
ACE Ltd.	2,400		125,040

CANADA (1.9%)
Financial Services (1.9%)
Manulife Financial Corp. (c)	5,310		276,428

FRANCE (3.2%)
Banking (2.5%)
BNP Paribas SA (c)	4,840		367,052

Insurance (0.7%)
Axa (c)	3,560		103,105

			470,157

GERMANY (2.5%)
Financial Services (2.5%)
Deutsche Bank AG (c)	3,920		366,725

HONG KONG (0.8%)
Financial Services (0.8%)
Hang Lung Group Ltd. (c)	67,720		125,147

IRELAND (1.7%)
Banking (1.7%)
Bank of Ireland (c)	16,680		254,490

ITALY (1.4%)
Banking (1.4%)
UniCredito Italiano SpA (c)	37,020		206,706


	Shares or Principal Amount	Value

JAPAN (8.7%)
Banking (0.7%)
Sumitomo Trust & Banking (c)	13,000	$	110,692

Financial Services (8.0%)
Mitsubishi Tokyo Financial Group, Inc. (c)	35		439,971
Mizuho Financial Group, Inc. (c)	54		360,553
Orix Corp. (c)	1,200		225,048
Sumitomo Mitsui Financial Group, Inc. (c)	17		157,030

			1,182,602

			1,293,294

NETHERLANDS (2.8%)
Financial Services (0.8%)
ABN Amro Holding NV (c)	4,990		118,018

Insurance (2.0%)
ING Groep NV (c)	10,130		292,132

			410,150

SPAIN (2.1%)
Banking (2.1%)
Banco Bilbao Vizcaya Argentaria SA (c)	17,710		312,263

SWEDEN (0.9%)
Banking (0.9%)
Skandinaviska Enskilda Banken AB (c)	7,250		135,285

SWITZERLAND (3.0%)
Financial Services (3.0%)
UBS AG (c)	5,210		444,294

UNITED KINGDOM (9.4%)
Banking (7.8%)
HBOS PLC (c)	16,200		239,285
HSBC Holdings PLC (c)	24,563		385,891
Lloyds TSB Group PLC (c)	36,100		295,186
Royal Bank of Scotland Group PLC (c)	8,630		238,954

			1,159,316


12		Annual Report 2005

LOGO

Common Stocks (continued)


	Shares or Principal Amount	Value

UNITED KINGDOM (continued)
Insurance (1.6%)
Royal & Sun Alliance Insurance Group PLC (c)	75,660	$	128,789
Willis Group Holdings Ltd.	2,800		103,992

			232,781

			1,392,097

UNITED STATES (52.9%)
Banking (16.3%)
Bank of America Corp.	12,790		559,435
Centerstate Banks of Florida, Inc.	1,650		56,348
Colonial BancGroup, Inc.	9,330		227,186
Hudson City Bancorp, Inc.	25,120		297,421
Marshall & Ilsley Corp.	3,830		164,537
Northern Trust Corp.	3,370		180,632
SunTrust Banks, Inc.	2,600		188,448
UnionBanCal Corp.	1,550		106,144
Wachovia Corp.	9,030		456,196
Zions Bancorp	2,420		177,797

			2,414,144

Financial Services (21.4%)
American Express Co.	7,310		363,819
AmeriCredit Corp. (b)	3,690		82,472
Charles Schwab Corp. (The)	7,910		120,232
Citigroup, Inc.	9,390		429,873
E*TRADE Financial Corp. (b)	8,020		148,771
Franklin Resources, Inc.	1,650		145,811
Freddie Mac	1,900		116,565
Goldman Sachs Group, Inc.	2,870		362,682
Host Marriott Corp.	5,100		85,629
Investors Financial Services Corp.	1,960		74,833
J.P. Morgan Chase & Co.	9,800		358,876
Legg Mason, Inc.	2,220		238,228
Lehman Brothers Holding, Inc.	950		113,687
MBNA Corp.	4,720		120,690
Merrill Lynch & Co., Inc.	4,020		260,255
TAL International Group, Inc. (b)	2,580		46,724
Washington Mutual, Inc.	2,430		96,228

			3,165,375

Insurance (13.7%)
AFLAC, Inc.	2,390		114,194
Allstate Corp.	1,390		73,378


	Shares or Principal Amount		Value

Insurance (continued)
American International Group, Inc.		8,020	$	519,696
Aspen Insurance Holdings Ltd.		1,510		36,527
Assurant, Inc.		1,900		72,580
Endurance Specialty Holdings Ltd.		3,780		125,345
Genworth Financial, Inc., Class A		7,590		240,527
Max Re Capital Ltd.		7,380		176,456
PartnerRe Ltd.		3,910		249,145
Safeco Corp.		1,850		103,045
St. Paul Travelers Cos.		5,010		225,600
UnumProvident Corp.		4,340		88,059

				2,024,552

Real Estate Investment Trusts (1.5%)
Colonial Properties Trust		1,690		73,870
ProLogis		3,620		155,660

				229,530

				7,833,601


Total Common Stocks				14,255,783


Cash Equivalents (5.6%)
Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $829,902)	$	829,812		829,812


Total Cash Equivalents				829,812


Total Investments (Cost $14,262,616) (a) — 101.9%				15,085,595

Liabilities in excess of other assets — (1.9)%				(282,483	)


NET ASSETS — 100.0%			$	14,803,112

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

Fair valued security.

See notes to financial statements.


2005 Annual Report		13

Gartmore Global Health Sciences Fund

For the annual period ended Oct. 31, 2005, the Gartmore Global Health Sciences Fund (Class A at NAV) returned 16.47% versus 17.58% for its benchmark, the Goldman Sachs Healthcare Index. For broader comparison, the average return for the Fund’s Lipper peer category of Health/Biotechnology Funds was 15.03%.

The health-care market experienced a bumpy ride in late 2004, largely due to Eli Lilly and Co.’s attempt to overcome a strong patent challenge from makers of generic drugs. This case posed a potentially substantial risk to the pharmaceuticals industry, so Lilly’s victory served to smooth the way for positive performance in 2005. The tight U.S. presidential race led some investors to sideline their money in the event that the incumbent, George Bush, was unseated. President Bush’s re-election in November set the stage for a short-lived relief rally in the health-care market.

The health-care sector performed steadily during the early months of the year until Tysabri, a new Food and Drug Administration-approved treatment for multiple sclerosis, was taken off the market after several deaths were reported shortly after the drug’s rollout. Questions were raised about the FDA, and sentiment regarding the sector was generally poor in the middle of 2005. In the latter half of the year, however, the health-care market turned around and, for the reporting period overall, both the Fund and its Index posted positive gains.

Sector allocations significantly detracted from Fund performance, which in turn led to underperformance versus the benchmark. In particular, weak performance from the insurance industry bogged returns. Strong stock selection, however, had a positive effect on the portfolio during the reporting period.

On a stock-specific level, significant detractors from Fund performance included Genentech, Inc.; Biogen, Idec Inc.; and WellPoint, Inc. Although Genentech has performed well, especially since the rollout of its new prescription drug Avastin, the Fund held an underweight position in the stock. Biogen Idec was affected by the aforementioned fatality reports involving the drug Tysabri, and WellPoint detracted from Fund performance due to the timing of our purchase decision.

The Fund held positions in several health maintenance organizations (HMOs), which benefited Fund performance, including UnitedHealth Group Inc., PacifiCare Health Systems, Inc., and Aetna Inc. UnitedHealth and PacifiCare are strong players in the HMO space; recently, UnitedHealth set forth its plan to purchase PacifiCare in order to extend its reach in the changing HMO landscape.

As we round out the year and look toward 2006, we are slightly guarded about the HMO industry, a long-time staple in the Fund. Several large HMO companies will be managing government-run prescription drug plans in an effort to increase profits, leaving these companies in a position to bid for existing business. The potential risk involved in this scenario is that not all companies will acquire their targets, thus, potentially leading to disappointing earnings growth. We are maintaining the Fund’s underweight in large-cap pharmaceuticals, but we continue to monitor the sector closely as positive news resonates from several European pharmaceutical stocks.

Portfolio Manager:

Paul Cluskey


14		Annual Report 2005


Fund Performance		Gartmore Global Health Sciences Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	Inception¹
Class A	w/o SC²	16.47%	5.04%
	w/SC³	9.80%	3.76%
Class B	w/o SC²	15.78%	4.35%
	w/SC⁴	10.78%	4.00%
Class C⁵	w/o SC²	15.66%	4.35%
	w/SC⁶	14.66%	4.35%
Class R^7,8		16.55%	4.56%
Institutional Class⁸		16.90%	5.33%
Institutional Service Class⁸		16.72%	5.27%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on December 29, 2000.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵

These returns until the creation of Class C shares (9/23/02) include the performance of the Fund’s Class B shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is substantially similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as Class B shares and have the same expenses after any fee waivers or reimbursements. For Class C shares returns with sales charges, these returns have been restated for the applicable sales charges.

⁶	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁷

These returns until the creation of Class R shares (12/30/03) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares invest in the same portfolio of securities as Class B shares.

⁸

⁹	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Global Health Sciences Fund, the Goldman Sachs Healthcare Index (GS Healthcare)(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The GS Healthcare is an unmanaged index representative of the stocks in the healthcare sector.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		15

Shareholder

Expense Example

Gartmore Global Health Sciences Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Global Health Sciences Fund		Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual	$	1,000.00	$	1,047.70	$	8.41	1.63%
	Hypothetical¹	$	1,000.00	$	1,016.78	$	8.32	1.63%
Class B	Actual	$	1,000.00	$	1,044.50	$	11.80	2.29%
	Hypothetical¹	$	1,000.00	$	1,013.46	$	11.69	2.29%
Class C	Actual	$	1,000.00	$	1,043.60	$	11.80	2.29%
	Hypothetical¹	$	1,000.00	$	1,013.46	$	11.69	2.29%
Class R	Actual	$	1,000.00	$	1,047.90	$	7.90	1.53%
	Hypothetical¹	$	1,000.00	$	1,017.29	$	7.81	1.53%
Institutional Service Class	Actual	$	1,000.00	$	1,048.10	$	7.74	1.50%
	Hypothetical¹	$	1,000.00	$	1,017.44	$	7.66	1.50%
Institutional Class	Actual	$	1,000.00	$	1,048.90	$	6.61	1.28%
	Hypothetical¹	$	1,000.00	$	1,018.55	$	6.53	1.28%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


16		Annual Report 2005


Portfolio Summary		Gartmore Global Health Sciences Fund

October 31, 2005


Asset Allocation
Common Stocks		93.7%
Cash Equivalents		12.4%
Other Investments*		9.6%
Liabilities in excess of Other Assets**		-15.7%

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Drugs		32.4%
Medical Products		17.2%
Insurance		9.4%
Therapeutics		7.6%
Medical Instruments		5.8%
Medical — Biomedical/Genetic		5.6%
Medical Products & Services		4.5%
Medical Services		4.0%
Healthcare Services		2.3%
Medical Laboratories		1.5%
Other Industries		9.7%

		100%


Top Holdings***
Amgen, Inc.		6.6%
Wyeth		6.4%
Johnson & Johnson		6.1%
Pfizer, Inc.		5.0%
Medtronic, Inc.		4.5%
Cardinal Health, Inc.		4.5%
Genentech, Inc.		3.9%
UnitedHealth Group, Inc		3.7%
PacifiCare Health Systems, Inc.		3.3%
GlaxoSmithKline PLC ADR		3.2%
Other Holdings		52.8%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		17

Statement of Investments

October 31, 2005

Gartmore Global Health Sciences Fund

U.S. Common Stocks (93.7%)


	Shares or Principal Amount	Value

Distribution & Wholesale (0.6%)
MWI Veterinary Supply, Inc. (b)	7,327	$	164,271

Drugs (32.4%)
Amgen, Inc. (b)	22,689		1,718,919
GlaxoSmithKline PLC ADR — UK	16,120		838,079
Medicis Pharmaceutical Corp., Class A (c)	15,219		448,961
Novartis AG ADR — CH	9,858		530,558
Pfizer, Inc.	59,237		1,287,812
Roche Holding AG (d)	5,534		827,025
Schering-Plough Corp.	21,417		435,622
Shire Pharmaceuticals Group PLC (c)	17,977		644,296
Wyeth	37,259		1,660,261

			8,391,533

Healthcare Services (2.3%)
WebMD Health Corp., Class A (b) (c)	22,499		587,674

Hospitals (1.3%)
Community Health Systems, Inc. (b) (c)	9,374		347,869

Insurance (9.4%)
Coventry Health Care, Inc. (b)	11,814		637,838
PacifiCare Health Systems, Inc. (b)	10,284		846,990
UnitedHealth Group, Inc.	16,505		955,475

			2,440,303

Medical – Biomedical/Genetic (5.6%)
Encysive Pharmaceuticals, Inc. (b)	26,192		275,016
Keryx Biopharmaceuticals, Inc. (b) (c)	21,247		307,019
MedImmune, Inc. (b)	17,027		595,604
Myogen, Inc. (b)	13,897		278,635

			1,456,274

Medical Instruments (5.8%)
Guidant Corp.	12,781		805,203
St. Jude Medical, Inc. (b)	14,547		699,274

			1,504,477


	Shares or Principal Amount		Value

Medical Laboratories (1.5%)
Covance, Inc. (b)		8,172	$	397,568

Medical Products (17.2%)
Cytyc Corp. (b)		12,978		328,992
Haemonetics Corp. (b) (c)		7,387		357,900
Johnson & Johnson		25,123		1,573,203
Medtronic, Inc.		20,534		1,163,457
NxStage Medical, Inc. (b)		12,984		147,368
Panacos Pharmaceuticals, Inc. (b)		52,066		411,321
ResMed, Inc. (b) (c)		12,626		481,429

				4,463,670

Medical Products & Services (4.5%)
Cardinal Health, Inc.		18,488		1,155,685

Medical Services (4.0%)
McKesson Corp.		11,398		517,811
Medco Health Solutions, Inc. (b)		9,321		526,637

				1,044,448

Medical Supplies (1.5%)
PRA International (b)		14,229		377,922

Therapeutics (7.6%)
Genentech, Inc. (b)		11,150		1,010,190
Genzyme Corp. (b)		9,234		667,618
Gilead Sciences, Inc. (b)		5,857		276,743

				1,954,551


Total Common Stocks				24,286,245


Cash Equivalents (12.4%)

Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $3,221,474)	$	3,221,125		3,221,125


Total Cash Equivalents				3,221,125


18		Annual Report 2005

Short-Term Securities Held as Collateral for Securities

Lending (9.6%)


	Shares or Principal Amount		Value

Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	2,497,502	$	2,497,502


Total Short-Term Securities Held as Collateral for Securities Lending				2,497,502


Total Investments (Cost $29,689,779) (a) — 115.7%				30,004,872

Liabilities in excess of other assets — (15.7)%				(4,066,901	)


NET ASSETS — 100.0%			$	25,937,971

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

All or part of the security was on loan as of October 31, 2005.

(d)

Fair valued security.

ADR

American Depositary Receipt

Switzerland

United Kingdom

See notes to financial statements.


2005 Annual Report		19

Gartmore Global Natural Resources Fund

For the annual period ended Oct. 31, 2005, the Gartmore Global Natural Resources Fund (Class A at NAV) returned 65.51% versus 34.75% for its benchmark, the Goldman Sachs Natural Resources Index. For broader comparison, the average return for the Fund’s Lipper peer category of Natural Resources Funds was 40.78%.

During the reporting period, the per-barrel price of oil was extremely volatile, peaking at more than $70 in September 2005. Gasoline prices reached record highs of more than $3.50 per gallon in the United States, while natural gas prices doubled as the hurricane season began. Observers were unsure if economic growth could be sustained in the face of these price increases. Fortunately, the economy proved resilient as investors and consumers continually adapted to the series of shocks. The Fund was aided by strong stock selection, particularly in the energy and materials sectors, relative to the Fund’s benchmark. Sector allocations also were positive, though slightly hampered by the Fund’s somewhat large cash holding.

Smaller companies with higher capacity for growth benefited most from the increases in energy prices during the reporting period. Among these smaller companies that were additive to Fund performance were Parallel Petroleum Corp. and Peabody Energy Corp. As one of the largest U.S.-based coal-mining companies, Peabody benefited from rising coal prices and a strong management team whose efficient use of capital added to the company’s growth. In the industrials sector, FreightCar America, Inc., a producer of aluminum railcars primarily for coal transport, also was additive to performance.

Among the stocks that detracted from Fund performance was dry bulk carrier DRYSHIPS INC. Initially the company appeared attractive, but the market soon became saturated as rival manufacturers took advantage of cheap production costs, cutting into the company’s profitability.

Also detracting from Fund performance was the Fund’s large cash position, which was held in anticipation of a market correction. As a strong correction did not materialize, this strategy hurt the Fund, preventing investment in other opportunities.

We believe that energy will still be in relatively short supply over the long term. During the past three years, the United States has made little to no headway toward settling disputes in the Middle East in an effort to increase oil production. Further, demand from China, Japan and India shows no signs of slowing. Because we believe that energy will be in great demand for an extended period of time, we will maintain the Fund’s overweight in the energy services sector, whose companies acquire, develop and exploit oil and natural gas properties. In addition, due to volume constraints, we will maintain the Fund’s underweight in the energy sector.

Portfolio Manager:

William Gerlach, CFA and Jason Kotik, CFA


20		Annual Report 2005


Fund Performance		Gartmore Global Natural Resources Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	Inception¹
Class A	w/o SC²	65.51%	59.13%
	w/SC³	55.94%	52.25%
Class B	w/o SC²	64.49%	57.89%
	w/SC⁴	59.49%	55.33%
Class C	w/o SC²	64.42%	57.95%
	w/SC⁵	63.42%	57.95%
Class R⁶		65.15%	58.49%
Institutional Class⁶		66.02%	59.51%
Institutional Service Class⁶		65.89%	59.31%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on June 29, 2004.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 1% after 6 years.

⁵	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁶	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Global Natural Resources Fund, Goldman Sachs Natural Resources Index (a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

Goldman Sachs Natural Resources is an unmanaged, modified market capitalization-weighted sector index of U.S.-traded natural resource-related stocks; includes companies in the categories of extractive industries, energy companies, owners and operators of timber tracts, forestry services, producers of pulp and paper, and owners of plantations.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		21

Shareholder

Expense Example

Gartmore Global Natural Resources Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Global Natural Resources Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000	$	1,413	$	8.88	1.46%
	Hypothetical	¹	$	1,000	$	1,018	$	7.45	1.46%
Class B	Actual		$	1,000	$	1,408	$	13.35	2.20%
	Hypothetical	¹	$	1,000	$	1,014	$	11.23	2.20%
Class C	Actual		$	1,000	$	1,407	$	13.35	2.20%
	Hypothetical	¹	$	1,000	$	1,014	$	11.23	2.20%
Class R	Actual		$	1,000	$	1,410	$	10.08	1.66%
	Hypothetical	¹	$	1,000	$	1,017	$	8.47	1.66%
Institutional Service Class	Actual		$	1,000	$	1,413	$	7.36	1.21%
	Hypothetical	¹	$	1,000	$	1,019	$	6.18	1.21%
Institutional Class	Actual		$	1,000	$	1,414	$	7.30	1.20%
	Hypothetical	¹	$	1,000	$	1,019	$	6.12	1.20%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


22		Annual Report 2005


Portfolio Summary		Gartmore Global Natural Resources Fund

October 31, 2005


Asset Allocation
Common Stocks		90.6%
Cash Equivalents		13.2%
Liabilities in excess of Other Assets		-3.8%

		100.0%


Top Industries
Oil Company-Exploration & Production		24.2%
Oil Company-Integrated		13.7%
Oil Field Services		12.5%
Oil & Gas Drilling		11.4%
Pipelines		5.7%
Coal Mining		4.2%
Energy		4.1%
Transport Services		2.5%
Raw Materials		2.0%
Steel Production		1.7%
Other Industries		18.0%

		100.0%


Top Holdings*
Halliburton Co.		5.8%
Exxon Mobil Corp.		4.7%
ConocoPhillips		4.2%
Burlington Resources, Inc.		4.0%
Newfield Exploration Co.		3.6%
The Williams Cos., Inc.		3.3%
ENSCO International, Inc.		3.1%
Hercules Offshore, Inc.		3.1%
ChevronTexaco Corp.		2.5%
Bronco Drilling Co., Inc.		2.3%
Other Holdings		63.4%

		100.0%

*	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		23

Statement of Investments

October 31, 2005

Gartmore Global Natural Resources Fund

U.S. Common Stocks (90.6%)


	Shares or Principal Amount	Value

Agriculture (1.1%)
Cadiz, Inc. (b)	2,700	$	54,000
The Mosaic Co. (b)	16,000		211,200

			265,200

Coal Mining (4.2%)
Arch Coal, Inc.	4,301		331,478
Natural Resource Partners LP	5,964		303,329
Peabody Energy Corp.	5,219		407,917

			1,042,724

Copper Production (1.5%)
Phelps Dodge Corp.	2,641		318,161
Southern Copper Corp.	900		49,626

			367,787

Energy (4.1%)
BJ Services Co.	15,406		535,358
Calpine Corp. (b)	7,968		18,964
CMS Energy Corp. (b)	2,059		30,700
ITC Holdings Corp.	1,000		27,500
Murphy Oil Corp.	1,974		92,482
NRG Energy, Inc. (b)	1,340		57,633
TXU Corp.	2,500		251,875

			1,014,512

Gold Mining (1.3%)
Barrick Gold Corp.	2,000		50,500
Newmont Mining Corp.	6,500		276,900

			327,400

Industrial Gases (0.6%)
Praxair, Inc.	3,200		158,112

Metal (0.7%)
Rio Tinto PLC — ADR GB	1,200		183,144

Minerals (0.9%)
BHP Billiton Ltd. — ADR AU	7,300		226,665

Oil & Gas Drilling (11.4%)
Bronco Drilling Co., Inc. (b)	23,858		578,318
ENSCO International, Inc.	16,783		765,137
Grey Wolf, Inc. (b)	28,650		220,032
Hydril (b)	250		16,585
Nabors Industries Ltd. (b)	5,500		377,465


	Shares or Principal Amount	Value

Oil & Gas Drilling (continued)
Noble Corp.	3,956	$	254,687
Pioneer Drilling Co. (b)	8,500		145,605
Precision Drilling Corp. (b)	1,000		46,000
Pride International, Inc. (b)	1,468		41,207
Rowan Cos., Inc.	11,612		383,080

			2,828,116

Oil Company Exploration & Production (24.2%)
Anadarko Petroleum Corp.	2,000		181,420
Apache Corp.	2,603		166,149
Burlington Resources, Inc.	13,834		999,092
Canadian Natural Resources Ltd.	3,900		160,719
Carrizo Oil & Gas, Inc. (b)	3,070		79,636
Chesapeake Energy Corp.	1,400		44,940
CNX Gas Corp. (b)	9,000		186,750
Denbury Resources, Inc. (b)	10,091		440,271
Devon Energy Corp.	563		33,994
EnCana Corp.	7,200		330,192
Energy Partners Ltd. (b)	2,757		69,945
EOG Resources, Inc.	6,145		416,508
InterOil Corp. (b)	1,300		24,999
Newfield Exploration Co. (b)	19,416		880,128
Noble Energy, Inc.	4,004		160,360
Parallel Petroleum Corp. (b)	13,833		183,011
Quest Resource Corp. (b)	800		10,400
Rossetta Resources, Inc. (b)	863		15,966
Southwestern Energy Co. (b)	585		42,436
Swift Energy Co. (b)	3,040		132,726
Talisman Energy, Inc.	4,791		212,193
Transocean Sedco Forex, Inc. (b)	5,009		287,967
Ultra Petroleum Corp. (b)	4,705		246,965
Vintage Petroleum, Inc.	4,357		226,085
Warren Resources, Inc. (b)	27,829		430,515
XTO Energy, Inc.	600		26,076

			5,989,443

Oil Company Integrated (13.7%)
BP PLC ADR — GB	7,272		482,861
ChevronTexaco Corp.	10,937		624,175
ConocoPhillips	16,066		1,050,395
Exxon Mobil Corp.	20,815		1,168,554
Marathon Oil Corp.	94		5,655
Suncor Energy, Inc.	1,000		53,630

			3,385,270


24		Annual Report 2005

U.S. Common Stocks (continued)

LOGO


	Shares or Principal Amount	Value

Oil Field Services (12.5%)
Dresser-Rand Group, Inc. (b)	1,022	$	22,177
Enterprise GP Holdings LP	10,495		375,721
FMC Technologies Inc. (b)	530		19,324
Global Industries, Ltd. (b)	1,120		14,235
Grand Prideco, Inc. (b)	5,967		232,057
Halliburton Co.	24,112		1,425,020
Hercules Offshore, Inc. (b)	35,020		762,385
National-Oilwell Varco, Inc. (b)	3,905		243,945

			3,094,864

Oil Refining & Marketing (1.7%)
Alon USA Energy, Inc. (b)	6,126		119,457
Ashland, Inc.	300		16,053
Headwaters, Inc. (b)	323		10,284
Valero Energy	2,600		273,624

			419,418

Paper & Related Products (0.3%)
Bowater, Inc.	200		5,300
Smurfit-Stone Container Corp. (b)	1,000		10,560
Upm-Kymmene Oyj Corp.	3,400		65,756

			81,616

Pipelines (5.7%)
El Paso Corp.	2,000		23,720
Enbridge, Inc.	1,200		36,828
Questar Corp.	5,321		419,029
The Williams Cos., Inc.	36,890		822,646
Western Gas Resources, Inc.	2,649		114,702

			1,416,925

Plastics (0.5%)
PolyOne Corp. (b)	20,000		115,400

Raw Materials (2.0%)
Alcoa, Inc.	4,800		116,592
Cameco Corp.	7,640		365,192

			481,784

Steel Production (1.7%)
L.B. Foster (b)	300		3,870
NS Group, Inc. (b)	7,709		266,808
Nucor Corp.	2,600		155,610

			426,288


	Shares or Principal Amount		Value

Transport Services (2.5%)
Arlington Tankers Ltd.		434	$	9,665
Eagle Bulk Shipping, Inc.		1,287		19,073
Freightcar America, Inc.		4,027		176,141
Genco Shipping & Trading Ltd. (b)		4,544		74,658
Hornbeck Offshore Services, Inc. (b)		1,440		46,382
OMI Corp.		1,000		18,080
StealthGas, Inc. (b)		21,080		275,727

				619,726


Total Common Stocks				22,444,394


Cash Equivalents (13.2%)


Investments in repurchase agreements (collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $3,271,525)	$	3,271,171		3,271,171


Total Cash Equivalents				3,271,171


Total Investments (Cost $24,484,736) (a) — 103.8%				25,715,565

Liabilities in excess of other assets — (3.8)%				(943,068	)


NET ASSETS — 100.0%			$	24,772,497

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Non-income producing securities.

ADR

American Depositary Receipt

Great Britain

Australia

See notes to financial statements.


2005 Annual Report		25

Gartmore Global Technology and Communications Fund

For the annual period ended Oct. 31, 2005, the Gartmore Global Technology and Communications Fund (Class A at NAV) returned 5.40% versus 6.03% for its benchmark, the Goldman Sachs Technology Composite Index. For broader comparison, the average return for the Fund’s Lipper peer category of Science and Technology Funds was 8.47%.

Considerable volatility occurred in the technology and communications space as we entered 2005. Consolidation in the telecommunications industry, particularly within the United States, was cause for turmoil in the telecom market; the fate of many telecommunications equipment providers and related industries was uncertain. Spiraling energy costs and questions about global gross domestic product growth muted consumer tech spending, and few sectors emerged as standout performers during the reporting period.

While strong stock selection had a positive effect on the Fund–as opposed to sector allocations, which were mostly flat–there were several names that contributed to the Fund’s underperformance, including eBay Inc., Sonus Networks, Inc. and TIBCO Software Inc. Historically a strong earner, eBay hit a soft spot during the reporting period; the company’s rapid growth appears to have caught up with it. The company’s stock was very expensive to purchase, and, when e-Bay’s growth rates began to slow, many investors lost confidence, which drove the stock’s price down. Management issues continued to plague Sonus Networks, namely high turnover in the chief executive officer position; also, the company has yet to realize substantial revenue. TIBCO suffered setbacks as the company experienced unforeseen difficulty entering the European market.

ARRIS Group, which provides cable for use in delivering voice, Internet and television for several large carriers, was among a number of stocks that added value to the Fund during the period. Business momentum has been strong for ARRIS; the company has performed well and was the leading contributor to Fund performance. Also providing strong returns for the Fund were Internet infrastructure company 24/7 Real Media, Inc. and Sonic Solutions, a leading provider of CD and DVD burning software.

Taken as a whole, industry performance has been volatile during the period. For example, the semiconductor industry performed well early in the reporting period. Though demand was not particularly high, well-managed inventories helped lead the industry higher. In the second part of the year, however, poor inventory management worked against the industry, pulling it back substantially and allowing equipment stocks to take the driver’s seat. We began the year with an overweight in the semiconductor industry and an underweight in equipment stocks, later reversing the two as we saw changes occurring in each industry. Both industries represented gains for the Fund as each was carefully positioned at the appropriate time.

While no clear single driver for growth in the technology and communications industries is evident, the macroeconomic picture remains positive. As we have done throughout 2005, we will continue to focus on individual stock selection as the key driver to Fund performance.

Portfolio Manager:

Chip Zhu


26		Annual Report 2005


Fund Performance		Gartmore Global Technology and Communications Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	5.40%	-18.46%	-15.75%
	w/SC³	-0.54%	-19.42%	-16.68%
Class B	w/o SC²	4.69%	-19.03%	-16.35%
	w/SC⁴	-0.31%	-19.33%	-16.50%
Class C⁵	w/o SC²	4.96%	-18.90%	-16.22%
	w/SC⁶	3.96%	-18.90%	-16.22%
Class R^7,8		5.26%	-18.90%	-16.22%
Institutional Class⁸		5.87%	-18.12%	-15.42%
Institutional Service Class⁸		5.88%	-18.17%	-15.46%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on June 30, 2000.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵

These returns until the creation of Class C shares (3/1/01) include the performance of the Fund’s Class B shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is substantially similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as Class B shares and have the same expenses after any fee waivers or reimbursements. For Class C shares returns with sales charges, these returns have been restated for the applicable sales charges.

⁶	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁷

These returns until the creation of Class R shares (12/30/03) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares invest in the same portfolio of securities as Class B shares.

⁸

⁹	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Global Technology and Communications Fund, Goldman Sachs Technology Composite Index(GSTI®(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The GSTI® is an unmanaged, modified, market capitalization-weighted index that is designed to measure performance of companies in the technology sector.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		27

Shareholder

Expense Example

Gartmore Global Technology and Communications Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Global Technology and Communications Fund		Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual	$	1,000.00	$	1,163.00	$	9.27	1.70%
	Hypothetical¹	$	1,000.00	$	1,016.43	$	8.68	1.70%
Class B	Actual	$	1,000.00	$	1,159.10	$	12.95	2.38%
	Hypothetical¹	$	1,000.00	$	1,013.00	$	12.15	2.38%
Class C	Actual	$	1,000.00	$	1,161.30	$	12.97	2.38%
	Hypothetical¹	$	1,000.00	$	1,013.00	$	12.15	2.38%
Class R	Actual	$	1,000.00	$	1,161.30	$	9.86	1.81%
	Hypothetical¹	$	1,000.00	$	1,015.88	$	9.24	1.81%
Institutional Service Class	Actual	$	1,000.00	$	1,163.10	$	8.67	1.59%
	Hypothetical¹	$	1,000.00	$	1,016.98	$	8.12	1.59%
Institutional Class	Actual	$	1,000.00	$	1,166.20	$	7.53	1.38%
	Hypothetical¹	$	1,000.00	$	1,018.04	$	7.04	1.38%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


28		Annual Report 2005


Portfolio Summary		Gartmore Global Technology and Communications Fund

October 31, 2005


Asset Allocation
Common Stocks		94.8%
Cash Equivalents		3.6%
Other Investments*		8.9%
Liabilities in excess of Other Assets**		-7.3%

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Computer Hardware		17.9%
Semiconductors		16.0%
Computer Software		15.2%
Electronic Components		10.9%
Networking		9.0%
Computer Services		7.5%
Wireless Equipment		7.1%
E-Commerce & Services		4.3%
Internet Software & Services		3.6%
Telecommunication Equipment		3.3%
Other Industries		5.2%

		100.0%


Top Holdings***
Intel Corp.		7.4%
International Business Machines Corp.		6.0%
Microsoft Corp.		5.3%
Cisco Systems, Inc.		4.6%
Hewlett Packard Co.		3.6%
F5 Networks, Inc.		3.3%
Dell, Inc.		3.1%
Ingram Micro, Inc.		2.8%
eBay, Inc.		2.6%
Texas Instruments, Inc.		2.6%
Other Holdings		58.7%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		29

Statement of Investments

October 31, 2005

Gartmore Global Technology and Communications Fund

U.S. Common Stocks (94.8%)


	Shares or Principal Amount	Value

Computer Hardware (17.9%)
Dell, Inc. (b)	9,700	$	309,236
EMC Corp. (b)	17,800		248,488
Hewlett Packard Co.	12,800		358,912
Ingram Micro, Inc. (b)	15,250		276,025
International Business Machines Corp.	7,350		601,817

			1,794,478

Computer Services (7.5%)
Affiliated Computer Services, Inc. (b)	4,100		221,851
Cognizant Technology Solutions Corp. (b)	5,200		228,696
Sun Microsystems, Inc. (b)	11,800		47,200
Yahoo, Inc. (b)	6,850		253,245

			750,992

Computer Software (15.2%)
@Road, Inc. (b)	21,550		99,130
Agile Software Corp. (b)	13,050		92,655
F5 Networks, Inc. (b)	6,330		329,350
Hyperion Solutions Corp. (b)	2,750		132,990
Macromedia, Inc. (b)	2,300		101,016
McAfee, Inc. (b)	2,400		72,072
Microsoft Corp.	20,600		529,420
Oracle Corp. (b)	7,600		96,368
RealNetworks, Inc. (b)	7,950		62,010

			1,515,011

E-Commerce & Services (4.3%)
Ariba, Inc. (b) (c)	13,950		108,950
eBay, Inc. (b)	6,680		264,528
West Corp. (b)	1,500		59,175

			432,653

Electronic Components (10.9%)
Intel Corp.	31,630		743,305
Ionatron, Inc. (b) (c)	18,350		192,492
Sonic Solutions (b)	7,800		149,292

			1,085,089


	Shares or Principal Amount	Value

Internet Software & Services (3.6%)
Google, Inc., Class A (b)	610	$	227,005
Symantec Corp. (b)	5,370		128,075

			355,080

Networking (9.0%)
24/7 Real Media, Inc. (b)	32,870		210,039
Cisco Systems, Inc. (b)	26,500		462,425
Extreme Networks, Inc. (b)	9,800		47,334
Foundry Networks, Inc. (b)	7,950		94,844
Juniper Networks, Inc. (b)	3,800		88,654

			903,296

Semiconductors (16.0%)
Analog Devices, Inc.	4,450		154,771
Applied Materials, Inc.	8,550		140,049
ASML Holding N.V. ADR — NL (b)	11,350		192,723
Cypress Semiconductor Corp. (b) (c)	5,830		79,288
Emulex Corp. (b) (c)	5,950		110,135
Fairchild Semiconductor International, Inc. (b)	12,000		184,800
Integrated Device Technology, Inc. (b) (c)	22,550		222,793
Linear Technology Corp.	2,600		86,346
Marvell Technology Group Ltd. (b)	2,100		97,461
Teradyne, Inc. (b)	5,150		69,731
Texas Instruments, Inc.	9,250		264,087

			1,602,184

Telecommunication Equipment (3.3%)
AudioCodes Ltd. (b) (c)	12,250		138,058
Avaya, Inc. (b)	7,850		90,432
Tellabs, Inc. (b)	4,600		43,976
Westell Technologies, Inc. (b)	11,590		54,473

			326,939

Wireless Equipment (7.1%)
Motorola, Inc.	10,550		233,788
Qualcomm, Inc.	6,600		262,416
RF Micro Devices, Inc. (b) (c)	42,100		220,604

			716,808


Total Common Stocks			9,482,530


30		Annual Report 2005

Cash Equivalents (3.6%)


	Principal Amount		Value

Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $363,245)	$	363,206	$	363,206


Total Cash Equivalents				363,206


Lending (8.9%) Short-Term Securities Held as Collateral for Securities
Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)		888,600		888,600


Total Short-Term Securities Held as Collateral for Securities Lending				888,600


Total Investments (Cost $10,496,760) (a) — 107.3%				10,734,336

Liabilities in excess of other assets — (7.3)%				(734,670	)


NET ASSETS — 100.0%			$	9,999,666

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

All or part of the security was on loan as of October 31, 2005.

ADR

American Depositary Receipt

Netherlands

See notes to financial statements.


2005 Annual Report		31

Gartmore Global Utilities Fund

For the annual period ended Oct. 31, 2005, the Gartmore Global Utilities Fund returned 17.73% (Class A at NAV) versus 9.14% for its benchmark, a blend of 60% Morgan Stanley Capital International (MSCI) World Telecommunication Services Index^SM and 40% MSCI World Utilities Index^SM. For broader comparison, the average return for the Fund’s Lipper peer category of Utility Funds was 20.93%.

Global utilities benefited from a favorable investment environment, as many of the conditions that prevailed during the first six months of the reporting period persisted in the second half. Energy prices continued to advance, with crude oil briefly exceeding $70 per barrel at the end of August, as Hurricane Katrina punished the Gulf Coast region. Long-term interest rates remained favorable, which helped utility stocks, since share prices in that sector tend to move in tandem with bond prices and inversely to long-term rates. Finally, with interest rates still low by historical standards, the high dividend yields of the utilities group appealed to investors.

The factor that proved to be most beneficial to Fund performance in comparison to that of the blended benchmark index was an overweighting in energy, where we reduced the Fund’s exposure in order to take profits as the period progressed. One of the Fund’s top stock performers in that sector was EOG Resources, Inc., an oil and gas producer with substantial reserves in Texas. Investors viewed the company’s onshore reserves as a distinct advantage, given the recent weather damage sustained by offshore producers. Also boosting Fund performance was ConocoPhillips, an integrated energy company with substantial refining operations that serves as a major supplier of natural gas to the utility industry. In utilities, our overweighting of water utilities was particularly beneficial, with Northumbrian Water Group plc and AWG plc–both U.K. companies–helping Fund performance.

Elsewhere, the Fund benefited from an underweighting in telecommunications services, a sector that comprises more than half of the Fund’s blended benchmark. Unlike the Fund, many utility funds tracked by Lipper have a minimal exposure to telecom services, which helped their performance but limited the Fund’s return during the period. That said, we correctly overweighted wireless telecoms and underweighted wireline stocks. In the wireless category, nonbenchmark holding O2 plc merits mention as a contributor. Our underweighting of such poorly performing wireline stocks as Telecom Italia S.p.A., SBC Communications Inc. and Spain-based Telefónica S.A. proved to be timely.

Wireless stock Sprint Nextel Corp., not part of the Fund’s blended benchmark, had the most negative impact on Fund performance; uncertainty about the buyout of Nextel affiliates following the company’s merger with Sprint caused many investors to sell. In the telecom services sector, overweighted positions in Germany-based Deutsche Telekom AG and France Telecom SA were counterproductive.

Since energy prices should continue to be a key driver of electricity prices, we anticipate maintaining the Fund’s emphasis on companies that are capable of passing along energy costs, and avoiding or limiting exposure to those companies that are not. The fate of utility stocks also will be determined to some extent by the regulatory environment, which we will monitor closely for clues to guide our investment strategy. In telecom services, we remain interested in wireless companies, particularly in emerging countries, where we believe the growth prospects are most dynamic.

Portfolio Manager:

Ben Walker


32		Annual Report 2005


Fund Performance		Gartmore Global Utilities Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	Inception¹
Class A	w/o SC²	17.73%	7.09%
	w/SC³	10.99%	5.46%
Class B	w/o SC²	16.93%	6.32%
	w/SC⁴	11.93%	5.66%
Class C	w/o SC²	16.88%	6.31%
	w/SC⁵	15.88%	6.31%
Class R^6,8		17.61%	6.60%
Institutional Class⁷		18.05%	7.38%
Institutional Service Class⁸		18.05%	7.38%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on December 18, 2001.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁶

These returns until the creation of Class R shares (12/30/03) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares invest in the same portfolio of securities as Class B shares.

⁷

⁸	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Global Utilities Fund, Morgan Stanley Capital International World Telecommunications Services Index (MSCI World Telecom)(a), Morgan Stanley Capital International World Utilities Index (MSCI World Utilities)(b), Composite Index (Composite)(c), and the Consumer Price Index (CPI)(d) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The MSCI World Telecom is an unmanaged index representative of the stocks in the global utilities sector and is based on 23 developed market country indices.

(b)

The MSCI World Utilities is made up of industry groups such as electric, gas, multi utilities and unregulated power and water.

(c)

The Composite is a combination of 60% MSCI World Telecom and 40% MSCI World Utilities.

(d)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		33

Shareholder

Expense Example

Gartmore Global Utilities Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Global Utilities Fund		Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual	$	1,000.00	$	1,063.70	$	7.65	1.47%
	Hypothetical¹	$	1,000.00	$	1,017.59	$	7.50	1.47%
Class B	Actual	$	1,000.00	$	1,059.00	$	11.42	2.20%
	Hypothetical¹	$	1,000.00	$	1,013.91	$	11.23	2.20%
Class C	Actual	$	1,000.00	$	1,058.70	$	11.42	2.20%
	Hypothetical¹	$	1,000.00	$	1,013.91	$	11.23	2.20%
Class R	Actual	$	1,000.00	$	1,063.00	$	8.27	1.59%
	Hypothetical¹	$	1,000.00	$	1,016.98	$	8.12	1.59%
Institutional Service Class	Actual	$	1,000.00	$	1,064.00	$	6.24	1.20%
	Hypothetical¹	$	1,000.00	$	1,018.95	$	6.12	1.20%
Institutional Class	Actual	$	1,000.00	$	1,064.00	$	6.24	1.20%
	Hypothetical¹	$	1,000.00	$	1,018.95	$	6.12	1.20%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


34		Annual Report 2005


Portfolio Summary		Gartmore Global Utilities Fund

October 31, 2005


Asset Allocation
Common Stocks		96.2%
Cash Equivalents		4.0%
Liabilities in excess of Other Assets		-0.2%

		100.0%


Top Industries
Telecommunications		42.1%
Gas & Electric Utility		17.9%
Electric Utility		16.4%
Oil & Gas Utility		11.0%
Water Utility		6.6%
Energy		0.9%
Building & Construction		0.7%
Gas Utility		0.7%
Other Industries		3.7%

		100.0%


Top Holdings*
Vodafone Group PLC		9.9%
Verizon Communications, Inc.		5.9%
SBC Communications, Inc.		4.8%
Sprint Nextel Corp.		3.9%
Scottish Power PLC		3.4%
NTT DoCoMo, Inc.		3.1%
TXU Corp.		3.1%
Nippon Telegraph & Telephone Corp.		2.9%
ConocoPhillips		2.9%
RWE AG		2.6%
Other Holdings		57.5%

		100.0%

*	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		35

Statement of Investments

October 31, 2005

Gartmore Global Utilities Fund

Common Stocks (96.2%)


	Shares or Principal Amount	Value

AUSTRIA (0.6%)
Telecommunications (0.6%)
Telekom Austria AG (c)	2,730	$	56,497

BELGIUM (0.3%)
Electric Utility (0.2%)
Elia System Operator SA (b) (c)	500		19,052

Telecommunications (0.1%)
Mobistar SA (c)	120		9,715

			28,767

CANADA (1.1%)
Oil & Gas Utility (1.1%)
Suncor Energy, Inc. (c)	1,900		101,694

DENMARK (0.6%)
Telecommunications (0.6%)
TDC (c)	1,020		57,169

FINLAND (1.0%)
Oil & Gas Utility (1.0%)
Fortum Oyj (c)	4,931		87,265

FRANCE (4.3%)
Building & Construction (0.7%)
Bouygues SA (c)	1,210		59,713

Gas Utility (0.2%)
Gaz de France (b) (c)	588		18,073

Telecommunications (1.1%)
France Telecom SA (c)	3,703		96,259

Water Utility (2.3%)
Suez SA (c)	7,783		210,852

			384,897

GERMANY (5.5%)
Gas & Electric Utility (5.0%)
E. ON AG (c)	2,413		218,623
RWE AG (c)	3,600		229,113

			447,736

Telecommunications (0.5%)
Deutsche Telekom AG (c)	2,404		42,510

			490,246


	Shares or Principal Amount	Value

GREECE (1.4%)
Telecommunications (1.4%)
Hellenic Telecommunications Organization SA (b) (c)	5,187	$	107,035
Tim Hellas Telecommunications SA ADR	934		18,250

			125,285

HONG KONG (0.1%)
Electric Utility (0.1%)
CLP Holdings Ltd. (c)	1,500		8,612

ITALY (1.4%)
Electric Utility (1.2%)
Enel SPA (c)	12,742		102,618

Oil & Gas Utility (0.1%)
Snam Rete Gas SPA (c)	2,251		12,358

Telecommunications (0.1%)
Telecom Italia SPA (c)	2,836		8,207

			123,183

JAPAN (10.1%)
Electric Utility (2.0%)
Chubu Electric Power Co., Inc. (c)	1,600		39,657
Kansai Electric Power Co., Inc. (c)	1,300		28,595
Kyushu Electric Power Co., Inc. (c)	1,000		21,460
Tohoku Electric Power Co., Inc. (c)	1,000		20,405
Tokyo Electric Power Co., Inc. (c)	2,600		64,659

			174,776

Gas Utility (0.5%)
Osaka Gas Co., Ltd. (c)	6,000		21,942
Tokyo Gas Co., Ltd. (c)	5,000		19,666

			41,608

Telecommunications (7.6%)
KDDI Corp. (c)	25		143,297
Nippon Telegraph & Telephone Corp. (c)	54		258,165
NTT DoCoMo, Inc. (c)	161		278,085

			679,547

			895,931


36		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

SPAIN (4.5%)
Electric Utility (1.6%)
Iberdrola SA (c)	5,360	$	143,510

Gas & Electric Utility (2.0%)
Endesa SA (c)	6,020		149,457
Union Fenosa SA (c)	962		31,825

			181,282

Telecommunications (0.9%)
Telefonica SA (c)	4,877		77,838

			402,630

UNITED KINGDOM (25.3%)
Electric Utility (5.8%)
International Power PLC (c)	30,160		123,842
Scottish & Southern Energy PLC (c)	4,996		86,678
Scottish Power PLC (c)	30,790		301,307

			511,827

Gas & Electric Utility (1.8%)
Centrica PLC (c)	19,970		84,402
National Grid PLC (c)	8,684		79,420

			163,822

Telecommunications (13.5%)
O2 PLC (c)	47,120		171,628
Virgin Mobile Holdings PLC (c)	26,520		140,844
Vodafone Group PLC (c)	334,500		878,129

			1,190,601

Water Utility (4.2%)
AWG PLC (c)	7,795		132,676
Northumbrian Water Group PLC (c)	24,192		101,710
Pennon Group PLC (c)	7,451		141,132

			375,518

			2,241,768


	Shares or Principal Amount	Value

UNITED STATES (40.0%)
Electric Utility (5.6%)
Allegheny Energy, Inc. (b)	2,190	$	61,889
Dominion Resources, Inc.	1,101		83,764
DPL, Inc.	3,070		79,114
Edison International	3,251		142,264
PPL Corp.	4,264		133,634

			500,665

Energy (0.9%)
NRG Energy, Inc. (b)	1,940		83,439

Gas & Electric Utility (9.0%)
Centerpoint Energy, Inc.	1,564		20,707
Duke Energy Corp.	415		10,989
Exelon Corp.	3,170		164,935
FirstEnergy Corp.	3,600		171,000
PG&E Corp.	3,210		116,780
TXU Corp.	2,708		272,832
Wisconsin Energy Corp.	1,160		43,883

			801,126

Oil & Gas Utility (8.7%)
Cimarex Energy Co. (b)	4,300		168,818
ConocoPhillips	3,848		251,583
EOG Resources, Inc.	2,857		193,647
The Williams Cos., Inc.	7,290		162,567

			776,615

Telecommunications (15.8%)
BellSouth Corp.	3,421		89,014
SBC Communications, Inc.	17,963		428,418
Sprint Nextel Corp.	14,945		348,368
Verizon Communications, Inc.	16,740		527,479

			1,393,279

			3,555,124


Total Common Stocks			8,559,068


2005 Annual Report		37

Statement of Investments (Continued)

October 31, 2005

Gartmore Global Utilities Fund (Continued)

Cash Equivalents (4.0%)


	Principal Amount		Value


Investments in repurchase agreements (collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $354,950)	$	354,912	$	354,912


Total Cash Equivalents				354,912


Total Investments (Cost $8,646,882) (a) — 100.2%				8,913,980

Liabilities in excess of other assets — (0.2%)				(15,675	)


NET ASSETS — 100.0%			$	8,898,305

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Non-income producing securities.

(c)

Fair valued security.

ADR

American Depositary Receipt

At October 31, 2005, the Fund’s open forward foreign currency contracts were as follows:


Currency	Delivery Date	Contract Value			Market Value			Unrealized Appreciation (Depreciation)
Short Contracts:
Euro	11/01/05	$	(129,671	)	$	(127,752	)	$	1,919
South African Rand	11/07/05		(44,185	)		(44,255	)		(70	)

Total Short Contracts:		$	(173,856	)	$	(172,007	)	$	1,849

Long Contracts:
U.S. Dollar	11/02/05	$	40,229		$	39,968		$	(261	)

Total Long Contracts:		$	40,229		$	39,968		$	(261	)

See notes to financial statements.


38		Annual Report 2005

Statements of Assets and Liabilities

October 31, 2005


	Gartmore Global Financial Services Fund		Gartmore Global Health Sciences Fund		Gartmore Global Natural Resources Fund		Gartmore Global Technology and Communications Fund			Gartmore Global Utilities Fund
Assets:
Investments, at value (cost $13,432,804; $26,468,654; $21,213,565; $10,133,554; and $8,291,970; respectively)	$	14,255,783	$	26,783,747	$	22,444,394	$	10,371,130		$	8,559,068
Repurchase agreements, at cost and value		829,812		3,221,125		3,271,171		363,206			354,912

Total Investments		15,085,595		30,004,872		25,715,565		10,734,336			8,913,980

Foreign currency, at value (cost $2; $0; $0; $176,686 and $14,406; respectively)		2		—		—		175,971			14,177
Interest and dividends receivable		13,992		5,806		26,750		2,300			12,911
Receivable for capital shares issued		217,605		239,843		78,793		12,260			6,397
Receivable for investments sold		271,363		—		1,553,975		58,535			211,999
Unrealized appreciation on forward foreign currency contracts		—		—		—		—			1,588
Receivable from adviser		—		1,211		—		—			—
Reclaims receivable		5,061		—		—		—			2,721
Prepaid expenses and other assets		4,529		5,622		23,342		17,934			3,311

Total Assets		15,598,147		30,257,354		27,398,425		11,001,336			9,167,084


Liabilities:
Payable to custodian		—		—		—		—			292
Payable to investment adviser		12,615		—		16,168		15,157			7,964
Payable for investments purchased		750,978		1,773,685		2,582,528		—			249,846
Payable for capital shares redeemed		14,125		13,769		2,000		85,921			17
Payable for return of collateral received for securities on loan		—		2,497,502		—		888,600			—
Accrued expenses and other payables
Investment advisory fees		11,323		20,999		14,093		7,793			5,823
Fund administration and transfer agent fees		2,014		1,754		3,015		1,458			947
Distribution fees		3,122		6,645		6,632		1,528			3,594
Administrative servicing fees		79		3,318		468		646			187
Trustee fees		31		61		28		22			22
Other		748		1,650		996		545			87

Total Liabilities		795,035		4,319,383		2,625,928		1,001,670			268,779

Net Assets	$	14,803,112	$	25,937,971	$	24,772,497	$	9,999,666		$	8,898,305


Represented by:
Capital	$	13,230,776	$	23,290,399	$	20,868,390	$	15,729,818		$	7,254,208
Accumulated net investment income (loss)		34,572		—		—		—			(1,849	)
Accumulated net realized gains (losses) from investment and foreign currency transactions		715,000		2,332,479		2,673,278		(5,967,013	)		1,379,647
Net unrealized appreciation (depreciation) on investments and translation of assets and liabilities denominated in foreign currencies		822,764		315,093		1,230,829		236,861			266,299

Net Assets	$	14,803,112	$	25,937,971	$	24,772,497	$	9,999,666		$	8,898,305

See notes to financial statements.


2005 Annual Report		39

Statements of Assets and Liabilities (Continued)

October 31, 2005


	Gartmore Global Financial Services Fund			Gartmore Global Health Sciences Fund			Gartmore Global Natural Resources Fund			Gartmore Global Technology and Communications Fund			Gartmore Global Utilities Fund
Net Assets:
Class A Shares	$	4,546,016		$	11,130,704		$	10,915,289		$	3,070,594		$	2,376,796
Class B Shares		1,242,751			1,302,241			647,906			1,038,244			1,201,930
Class C Shares		1,589,668			3,899,331			4,938,161			32,890			2,434,935
Class R Shares		1,239			1,139			22,952			974			1,389
Institutional Service Class Shares		1,204,591			5,828,479			170,132			3,512,911			987,279
Institutional Class Shares		6,218,847			3,776,077			8,078,057			2,344,053			1,895,976

Total	$	14,803,112		$	25,937,971		$	24,772,497		$	9,999,666		$	8,898,305


Shares outstanding (unlimited number of shares authorized):
Class A Shares		338,999			957,168			607,362			826,641			193,179
Class B Shares		94,387			115,676			36,361			290,647			98,894
Class C Shares		120,763			346,242			276,987			9,138			200,346
Class R Shares		94			100			1,281			270			114
Institutional Service Class Shares		89,356			495,603			9,456			929,599			79,918
Institutional Class Shares		461,393			320,194			448,421			618,287			153,474

Total		1,104,992			2,234,983			1,379,868			2,674,582			725,925


Net asset value and redemption price per share:
Class A Shares	$	13.41		$	11.63		$	17.97		$	3.71		$	12.30
Class B Shares (a)	$	13.17		$	11.26		$	17.82		$	3.57		$	12.15
Class C Shares (b)	$	13.16		$	11.26		$	17.83		$	3.60		$	12.15
Class R Shares	$	13.19	(c)	$	11.37	(c)	$	17.91		$	3.60		$	12.20	(c)
Institutional Service Class Shares	$	13.48		$	11.76		$	17.99		$	3.78		$	12.35
Institutional Class Shares	$	13.48		$	11.79		$	18.01		$	3.79		$	12.35

Maximum offering price per share (100%/(100%-maximum sales charge) of net asset value adjusted to the nearest cent):
Class A Shares	$	14.23		$	12.34		$	19.07		$	3.94		$	13.06

Maximum Sales Charge — Class A Shares		5.75	%		5.75	%		5.75	%		5.75	%		5.75	%

(a)	For Class B Shares, the redemption price per share varies by length of time shares are held.

(b)	For Class C Shares, the redemption price per share is reduced by 1.00% for shares held less than one year.

(c)	Due to rounding, Net Assets divided by shares outstanding does not equal the NAV.

See notes to financial statements.


40		Annual Report 2005

Statements of Operations

October 31, 2005


	Gartmore Global Financial Services Fund			Gartmore Global Health Sciences Fund			Gartmore Global Natural Resources Fund			Gartmore Global Technology and Communications Fund			Gartmore Global Utilities Fund
INVESTMENT INCOME:
Interest income	$	17,136		$	39,682		$	31,178		$	7,434		$	5,443
Dividend income (net of foreign withholding tax of $15,469; $0; $372; $0 and $23,885; respectively)		265,982			161,818			88,842			58,305			279,757
Income from securities lending		—			5,563			—			7,760			—

Total Income		283,118			207,063			120,020			73,499			285,200


Expenses:
Investment advisory fees		95,422			188,722			63,141			80,707			65,245
Fund administration and transfer agent fees		25,060			29,644			13,185			12,147			28,213
Distribution fees Class A		8,152			21,735			6,179			7,496			5,126
Distribution fees Class B		11,664			12,222			1,698			10,153			11,095
Distribution fees Class C		13,441			31,633			12,678			654			33,396
Distribution fees Class R		4			4			10			4			5
Administrative servicing fees Class A		360			8,561			455			1,875			389
Administrative servicing fees Class R		—			—			3			—			—
Administrative servicing fees Institutional Service Class		—			11,066			4			7,833			—
Registration and filing fees		55,010			50,464			55,890			60,783			55,088
Printing fees		3,902			9,687			3,109			15,339			3,207
Trustee fee		404			826			204			342			373
Other		3,254			7,693			5,450			3,565			5,029

Total expenses before reimbursed expenses		216,673			372,257			162,006			200,898			207,166
Earnings credit (Note 5)		(193	)		—			—			(1,805	)		—
Expenses reimbursed		(33,642	)		(16,979	)		(37,587	)		(45,576	)		(50,361	)

Total Expenses		182,838			355,278			124,419			153,517			156,805

Net Investment Income (Loss)		100,280			(148,215	)		(4,399	)		(80,018	)		128,395


REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS:
Net realized gains (losses) on investment transactions		791,295			2,701,931			2,685,498			942,214			1,421,007
Net realized gains (losses) on foreign currency transactions		(631	)		(3,234	)		(1,266	)		24			(3,116	)

Net realized gains (losses) on investment and foreign currency transactions		790,664			2,698,697			2,684,232			942,238			1,417,891
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies		433,095			206,446			982,481			(331,575	)		(276,266	)

Net realized/unrealized gains (losses) on investments and foreign currencies		1,223,759			2,905,143			3,666,713			610,663			1,141,625

CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	1,324,039		$	2,756,928		$	3,662,314		$	530,645		$	1,270,020

See notes to financial statements.


2005 Annual Report		41

Statements of Changes in Net Assets


	Gartmore Global Financial Services Fund						Gartmore Global Health Sciences Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	100,280		$	42,579		$	(148,215	)	$	(85,681	)
Net realized gains (losses) on investment and foreign currency transactions		790,664			455,605			2,698,697			41,841
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies		433,095			203,356			206,446			127,705

Change in net assets resulting from operations		1,324,039			701,540			2,756,928			83,865


Distributions to Class A Shareholders from:
Net investment income		(30,875	)		(19,336	)		—			—
Net realized gains on investments		(164,040	)		(148,606	)		(38,890	)		(318,186	)

Distributions to Class B Shareholders from:
Net investment income		(4,210	)		(2,631	)		—			—
Net realized gains on investments		(69,765	)		(86,510	)		(6,466	)		(75,061	)

Distributions to Class C Shareholders from:
Net investment income		(5,299	)		(2,660	)		—			—
Net realized gains on investments		(72,404	)		(83,988	)		(13,651	)		(13,473	)

Distributions to Class R Shareholders from:
Net investment income		(10	)		(6	)(b)		—			—
Net realized gains on investments		(70	)		—			(6	)		—

Distributions to Institutional Service Class Shareholders from:
Net investment income		(12,933	)		(9,744	)		—			—
Net realized gains on investments		(66,565	)		(83,737	)		(28,114	)		(300,573	)

Distributions to Institutional Class Shareholders from:
Net investment income		(53,869	)		(1,601	)(a)		—			—
Net realized gains on investments		(101,460	)		—			(6,183	)		—

Change in net assets from shareholder distributions		(581,500	)		(438,819	)		(93,310	)		(707,293	)

Change in net assets from capital transactions		7,722,798			2,165,480			8,578,575			6,457,494

Change in net assets		8,465,337			2,428,201			11,242,193			5,834,066

Net Assets:
Beginning of period		6,337,775			3,909,574			14,695,778			8,861,712

End of period	$	14,803,112		$	6,337,775		$	25,937,971		$	14,695,778

Accumulated net investment income (loss)		34,572			3,066			—			—

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

See notes to financial statements.


42		Annual Report 2005

Statements of Changes in Net Assets


	Gartmore Global Natural Resources Fund
	Year Ended October 31, 2005			Period Ended October 31, 2004 (a)
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	(4,399	)	$	2,821
Net realized gains (losses) on investment and foreign currency transactions		2,684,232			129,700
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies		982,481			248,348

Change in net assets resulting from operations		3,662,314			380,869


Distributions to Class A Shareholders from:
Net investment income		(326	)		(87	)
Net realized gains on investments		(9,325	)		—

Distributions to Class B Shareholders from:
Net investment income		(11	)		—
Net realized gains on investments		(116	)		—

Distributions to Class C Shareholders from:
Net realized gains on investments		(221	)		—

Distributions to Class R Shareholders from:
Net realized gains on investments		(43	)		—

Distributions to Institutional Service Class Shareholders from:
Net investment income		(1	)		(2	)
Net realized gains on investments		(41	)		—

Distributions to Institutional Class Shareholders from:
Net investment income		(5,702	)		(5,728	)
Net realized gains on investments		(121,521	)		—

Change in net assets from shareholder distributions		(137,307	)		(5,817	)

Change in net assets from capital transactions		17,753,698			3,118,740

Change in net assets		21,278,705			3,493,792

Net Assets:
Beginning of period		3,493,792			—

End of period	$	24,772,497		$	3,493,792

Accumulated net investment income (loss)		—			1,052

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

See notes to financial statements.


2005 Annual Report		43

Statements of Changes in Net Assets


	Gartmore Global Technology and Communications Fund						Gartmore Global Utilities Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	(80,018	)	$	(143,391	)	$	128,395		$	30,549
Net realized gains (losses) on investment and foreign currency transactions		942,238			(1,129,803	)		1,417,891			859,479
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies		(331,575	)		176,659			(276,266	)		302,803

Change in net assets resulting from operations		530,645			(1,096,535	)		1,270,020			1,192,831


Distributions to Class A Shareholders from:
Net investment income		—			—			(37,306	)		(3,515	)
Net realized gains on investments		—			—			(35,442	)		—

Distributions to Class B Shareholders from:
Net investment income		—			—			(13,834	)		(480	)
Net realized gains on investments		—			—			(21,341	)		—

Distributions to Class C Shareholders from:
Net investment income		—			—			(30,306	)		(4,370	)
Net realized gains on investments		—			—			(70,568	)		—

Distributions to Class R Shareholders from:
Net investment income		—			—			(23	)		(3	)(a)
Net realized gains on investments		—			—			(27	)		—

Distributions to Institutional Service Class Shareholders from:
Net investment income		—			—			(19,292	)		(3,949	)
Net realized gains on investments		—			—			(19,154	)		—

Distributions to Institutional Class Shareholders from:
Net investment income		—			—			(37,552	)		(557	)(b)
Net realized gains on investments		—			—			(13,216	)		—

Change in net assets from shareholder distributions		—			—			(298,061	)		(12,874	)

Change in net assets from capital transactions		745,111			275,909			1,207,083			2,923,928

Change in net assets		1,275,756			(820,626	)		2,179,042			4,103,885

Net Assets:
Beginning of period		8,723,910			9,544,536			6,719,263			2,615,378

End of period	$	9,999,666		$	8,723,910		$	8,898,305		$	6,719,263

Accumulated net investment income (loss)		715			—			(1,849	)		9,746

(a)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(b)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

See notes to financial statements.


44		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Global Financial Services Fund


			Investment Activities						Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Period Ended October 31, 2002 (d)	$	10.00	0.04		(1.12	)	(1.08	)	—		—		—		$	8.92	(10.78%	)(e)	$	675	1.66%	(f)	0.47%	(f)	3.76%	(f)	(1.63%	)(f)	102.39%
Year Ended October 31, 2003	$	8.92	0.07		2.83		2.90		(0.02	)	—		(0.02	)	$	11.80	32.59%		$	1,228	1.65%		0.81%		2.78%		(0.33%	)	256.82%
Year Ended October 31, 2004	$	11.80	0.12		1.77		1.89		(0.09	)	(1.11	)	(1.20	)	$	12.49	17.01%		$	2,457	1.65%		1.06%		2.41%		0.31%		129.61%
Year Ended October 31, 2005	$	12.49	0.11		1.72		1.84		(0.11	)	(0.80	)	(0.91	)	$	13.41	14.91%		$	4,546	1.66%		1.00%		2.00%		0.66%		213.88%

Class B Shares
Period Ended October 31, 2002 (d)	$	10.00	(0.02	)	(1.11	)	(1.13	)	—		—		—		$	8.87	(11.30%	)(e)	$	672	2.38%	(f)	(0.25%	)(f)	4.51%	(f)	(2.38%	)(f)	102.39%
Year Ended October 31, 2003	$	8.87	0.01		2.79		2.80		—		—		—		$	11.67	31.60%		$	906	2.40%		0.08%		3.67%		(1.20%	)	256.82%
Year Ended October 31, 2004	$	11.67	0.02		1.75		1.77		(0.03	)	(1.11	)	(1.14	)	$	12.30	16.15%		$	1,072	2.40%		0.20%		3.14%		(0.54%	)	129.61%
Year Ended October 31, 2005	$	12.30	0.04		1.68		1.73		(0.05	)	(0.80	)	(0.85	)	$	13.17	14.02%		$	1,243	2.40%		0.28%		2.80%		(0.12%	)	213.88%

Class C Shares
Period Ended October 31, 2002 (d)	$	10.00	(0.02	)	(1.11	)	(1.13	)	—		—		—		$	8.87	(11.30%	)(e)	$	665	2.38%	(f)	(0.25%	)(f)	4.51%	(f)	(2.38%	)(f)	102.39%
Year Ended October 31, 2003	$	8.87	0.01		2.79		2.80		—		—		—		$	11.67	31.60%		$	883	2.40%		0.08%		3.68%		(1.20%	)	256.82%
Year Ended October 31, 2004	$	11.67	0.02		1.75		1.77		(0.03	)	(1.11	)	(1.14	)	$	12.30	16.16%		$	1,088	2.40%		0.20%		3.15%		(0.55%	)	129.61%
Year Ended October 31, 2005	$	12.30	0.03		1.68		1.72		(0.05	)	(0.80	)	(0.85	)	$	13.16	13.94%		$	1,590	2.40%		0.30%		2.77%		(0.08%	)	213.88%

Class R Shares
Period Ended October 31, 2004 (g)	$	11.47	0.04		0.86		0.90		(0.06	)	—		(0.06	)	$	12.31	7.89%	(e)	$	1	1.98%	(f)	0.46%	(f)	2.74%	(f)	(0.30%	)(f)	129.61%
Year Ended October 31, 2005	$	12.31	0.12		1.67		1.80		(0.11	)	(0.80	)	(0.91	)	$	13.19	14.82%		$	1	1.71%		0.96%		2.27%		0.41%		213.88%

Institutional Service Class Shares
Period Ended October 31, 2002 (d)	$	10.00	0.06		(1.12	)	(1.06	)	—		—		—		$	8.94	(10.57%	)(e)	$	671	1.40%	(f)	0.73%	(f)	3.51%	(f)	(1.38%	)(f)	102.39%
Year Ended October 31, 2003	$	8.94	0.11		2.83		2.94		(0.03	)	—		(0.03	)	$	11.85	32.95%		$	892	1.40%		1.08%		2.68%		(0.20%	)	256.82%
Year Ended October 31, 2004	$	11.85	0.15		1.78		1.93		(0.12	)	(1.11	)	(1.23	)	$	12.55	17.25%		$	1,046	1.40%		1.20%		2.14%		0.46%		129.61%
Year Ended October 31, 2005	$	12.55	0.16		1.72		1.89		(0.15	)	(0.80	)	(0.95	)	$	13.48	15.20%		$	1,205	1.40%		1.27%		1.79%		0.88%		213.88%

Institutional Class Shares
Period Ended October 31, 2004 (h)	$	12.22	0.02		0.34		0.36		(0.03	)	—		(0.03	)	$	12.55	2.96%	(e)	$	674	1.40%	(f)	0.53%	(f)	2.30%	(f)	(0.37%	)(f)	129.61%
Year Ended October 31, 2005	$	12.55	0.12		1.76		1.89		(0.15	)	(0.80	)	(0.95	)	$	13.48	15.20%		$	6,219	1.40%		1.22%		1.62%		1.00%		213.88%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratio would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from December 18, 2001 (commencement of operations) through October 31, 2002.

(e)	Not annualized.

(f)	Annualized.

(g)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(h)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

See notes to financial statements.


2005 Annual Report		45

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Global Health Sciences Fund


			Investment Activities						Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Realized Gains		Return of Capital		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Period Ended October 31, 2001 (d)	$	10.00	(0.03	)	(0.63	)	(0.66	)	—		(0.01	)	(0.01	)	$	9.33	(6.61%	)(f)	$	779	1.53%	(g)	(0.55%	)(g)	6.84%	(g)	(5.86%	)(g)	754.05%
Year Ended October 31, 2002	$	9.33	(0.06	)	(0.97	)	(1.03	)	—		—		—		$	8.30	(11.04%	)	$	1,538	1.60%		(0.99%	)	3.10%		(2.49%	)	893.80%
Year Ended October 31, 2003	$	8.30	(0.05	)	1.99		1.94		—		—		—		$	10.24	23.37%		$	4,087	1.57%		(0.75%	)	2.29%		(1.47%	)	570.16%
Year Ended October 31, 2004	$	10.24	(0.06	)	0.70		0.64		(0.84	)	—		(0.84	)	$	10.04	6.26%		$	6,144	1.59%		(0.67%	)	1.90%		(0.98%	)	388.52%
Year Ended October 31, 2005	$	10.04	(0.06	)	1.71		1.65		(0.06	)	—		(0.06	)	$	11.63	16.47%		$	11,131	1.64%		(0.66%	)	1.72%		(0.74%	)	401.37%

Class B Shares
Period Ended October 31, 2001 (d)	$	10.00	(0.09	)	(0.62	)	(0.71	)	—		—		—		$	9.29	(7.10%	)(f)	$	774	2.13%	(g)	(1.15%	)(g)	7.61%	(g)	(6.63%	)(g)	754.05%
Year Ended October 31, 2002	$	9.29	(0.15	)	(0.93	)	(1.08	)	—		—		—		$	8.21	(11.63%	)	$	730	2.28%		(1.71%	)	4.00%		(3.43%	)	893.80%
Year Ended October 31, 2003	$	8.21	(0.13	)	1.98		1.85		—		—		—		$	10.06	22.53%		$	899	2.25%		(1.41%	)	3.06%		(2.22%	)	570.16%
Year Ended October 31, 2004	$	10.06	(0.13	)	0.69		0.56		(0.84	)	—		(0.84	)	$	9.78	5.52%		$	1,076	2.25%		(1.32%	)	2.56%		(1.63%	)	388.52%
Year Ended October 31, 2005	$	9.78	(0.13	)	1.67		1.54		(0.06	)	—		(0.06	)	$	11.26	15.78%		$	1,302	2.29%		(1.27%	)	2.39%		(1.37%	)	401.37%

Class C Shares
Period Ended October 31, 2002 (e)	$	7.92	(0.01	)	0.30		0.29		—		—		—		$	8.21	3.66%	(f)	$	58	2.25%	(g)	(1.69%	)(g)	2.80%	(g)	(2.24%	)(g)	893.80%
Year Ended October 31, 2003	$	8.21	(0.12	)	1.98		1.86		—		—		—		$	10.07	22.66%		$	130	2.25%		(1.45%	)	2.96%		(2.16%	)	570.16%
Year Ended October 31, 2004	$	10.07	(0.04	)	0.59		0.55		(0.84	)	—		(0.84	)	$	9.78	5.52%		$	2,092	2.25%		(1.44%	)	2.57%		(1.76%	)	388.52%
Year Ended October 31, 2005	$	9.78	(0.12	)	1.66		1.54		(0.06	)	—		(0.06	)	$	11.26	15.66%		$	3,899	2.30%		(1.30%	)	2.37%		(1.37%	)	401.37%

Class R Shares
Period Ended October 31, 2004 (h)	$	10.04	(0.09	)	(0.14	)	(0.23	)	—		—		—		$	9.81	(2.29%	)(f)	$	1	1.88%	(g)	(1.03%	)(g)	2.22%	(g)	(1.37%	)(g)	388.52%
Year Ended October 31, 2005	$	9.81	(0.06	)	1.68		1.62		(0.06	)	—		(0.06	)	$	11.37	16.55%		$	1	1.60%		(0.59%	)	1.67%		(0.65%	)	401.37%

Institutional Service Class Shares
Period Ended October 31, 2001 (d)	$	10.00	(0.01	)	(0.62	)	(0.63	)	—		(0.01	)	(0.01	)	$	9.36	(6.25%	)(f)	$	781	1.10%	(g)	(0.13%	)(g)	6.59%	(g)	(5.62%	)(g)	754.05%
Year Ended October 31, 2002	$	9.36	(0.04	)	(0.97	)	(1.01	)	—		—		—		$	8.35	(10.79%	)	$	1,403	1.27%		(0.66%	)	2.85%		(2.24%	)	893.80%
Year Ended October 31, 2003	$	8.35	(0.04	)	2.01		1.97		—		—		—		$	10.32	23.59%		$	3,746	1.42%		(0.61%	)	2.12%		(1.31%	)	570.16%
Year Ended October 31, 2004	$	10.32	(0.06	)	0.71		0.65		(0.84	)	—		(0.84	)	$	10.13	6.30%		$	4,979	1.46%		(0.54%	)	1.76%		(0.84%	)	388.52%
Year Ended October 31, 2005	$	10.13	(0.05	)	1.74		1.69		(0.06	)	—		(0.06	)	$	11.76	16.72%		$	5,828	1.50%		(0.47%	)	1.59%		(0.57%	)	401.37%

Institutional Class Shares
Period Ended October 31, 2004 (i)	$	10.92	(0.01	)	(0.77	)	(0.78	)	—		—		—		$	10.14	(7.14%	)(f)	$	404	1.25%	(g)	(0.25%	)(g)	1.54%	(g)	(0.54%	)(g)	388.52%
Year Ended October 31, 2005	$	10.14	(0.03	)	1.74		1.71		(0.06	)	—		(0.06	)	$	11.79	16.90%		$	3,776	1.29%		(0.35%	)	1.34%		(0.41%	)	401.37%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratio would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from December 29, 2000 (commencement of operations) through October 31, 2001.

(e)	For the period from September 23, 2002 (commencement of operations) through October 31, 2002.

(f)	Not annualized.

(g)	Annualized.

(h)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(i)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

See notes to financial statements.


46		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Global Natural Resources Fund


			Investment Activities					Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Redemption Fees	Net Realized and Unrealized Gains (Losses) on Investments	Total from Investment Activities	Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Period Ended October 31, 2004 (d)	$	10.00	—		—	1.25	1.25	(0.02	)	—		(0.02	)	$	11.23	12.58%	(e)	$	107	1.58%	(f)	(1.05%	)(f)	4.11%	(f)	(3.59%	)(f)	48.29%
Year Ended October 31, 2005	$	11.23	—	(g)	0.01	7.14	7.15	(0.01	)	(0.40	)	(0.41	)	$	17.97	65.51%		$	10,915	1.47%		(0.13%	)	1.59%		(0.25%	)	313.92%

Class B Shares
Period Ended October 31, 2004 (d)	$	10.00	(0.03	)	—	1.24	1.21	—		—		—		$	11.21	12.10%	(e)	$	1	2.30%	(f)	(0.88%	)(f)	4.44%	(f)	(3.02%	)(f)	48.29%
Year Ended October 31, 2005	$	11.21	(0.04	)	0.01	7.04	7.01	—		(0.40	)	(0.40	)	$	17.82	64.49%		$	648	2.20%		(0.83%	)	2.54%		(1.18%	)	313.92%

Class C Shares
Period Ended October 31, 2004 (d)	$	10.00	(0.02	)	—	1.23	1.21	—		—		—		$	11.21	12.20%	(e)	$	6	2.30%	(f)	(1.29%	)(f)	4.77%	(f)	(3.76%	)(f)	48.29%
Year Ended October 31, 2005	$	11.21	(0.04	)	0.01	7.05	7.02	—		(0.40	)	(0.40	)	$	17.83	64.42%		$	4,938	2.20%		(0.87%	)	2.27%		(0.94%	)	313.92%

Class R Shares
Period Ended October 31, 2004 (d)	$	10.00	(0.02	)	—	1.24	1.22	—		—	(g)	—		$	11.22	12.22%	(e)	$	1	1.94%	(f)	(0.53%	)(f)	3.91%	(f)	(2.51%	)(f)	48.29%
Year Ended October 31, 2005	$	11.22	—	(g)	0.01	7.08	7.09	—		(0.40	)	(0.40	)	$	17.91	65.15%		$	23	1.73%		(0.14%	)	1.94%		(0.36%	)	313.92%

Institutional Service Class Shares
Period Ended October 31, 2004 (d)	$	10.00	0.02		—	1.23	1.25	(0.02	)	—		(0.02	)	$	11.23	12.50%	(e)	$	1	1.39%	(f)	0.17%	(f)	3.56%	(f)	(2.00%	)(f)	48.29%
Year Ended October 31, 2005	$	11.23	0.01		0.01	7.15	7.17	(0.01	)	(0.40	)	(0.41	)	$	17.99	65.89%		$	170	1.22%		0.03%		0.80%		0.45%		313.92%

Institutional Class Shares
Period Ended October 31, 2004 (d)	$	10.00	0.01		—	1.25	1.26	(0.02	)	—		(0.02	)	$	11.24	12.60%	(e)	$	3,377	1.30%	(f)	0.27%	(f)	3.32%	(f)	(1.74%	)(f)	48.29%
Year Ended October 31, 2005	$	11.24	0.03		0.01	7.15	7.19	(0.02	)	(0.40	)	(0.42	)	$	18.01	66.02%		$	8,078	1.23%		0.25%		1.95%		(0.48%	)	313.92%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratio would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(e)	Not annualized.

(f)	Annualized.

(g)	Amount is less than $0.005.

See notes to financial statements.


2005 Annual Report		47

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Global Technology and Communications Fund


			Investment Activities						Distributions								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	11.12	(0.06	)	(6.41	)	(6.47	)	(0.63	)	(0.63	)	$	4.02	(60.93%	)	$	2,038	1.73%		(1.05%	)	6.38%		(5.70%	)	922.33%
Year Ended October 31, 2002	$	4.02	(0.04	)	(1.35	)	(1.39	)	—		—		$	2.63	(34.58%	)(g)	$	1,514	1.69%		(1.37%	)	2.56%		(2.24%	)	944.01%
Year Ended October 31, 2003	$	2.63	(0.04	)	1.27		1.23		—		—		$	3.86	46.77%		$	3,303	1.69%		(1.38%	)	2.96%		(2.64%	)	1136.72%
Year Ended October 31, 2004	$	3.86	(0.06	)	(0.28	)	(0.34	)	—		—		$	3.52	(8.81%	)	$	2,991	1.71%		(1.45%	)	2.02%		(1.76%	)	722.91%
Year Ended October 31, 2005	$	3.52	(0.03	)	0.22		0.19		—		—		$	3.71	5.40%		$	3,071	1.72%		(0.87%	)	2.23%		(1.38%	)	654.64%

Class B Shares
Year Ended October 31, 2001	$	11.09	(0.09	)	(6.40	)	(6.49	)	(0.63	)	(0.63	)	$	3.97	(61.30%	)	$	1,137	2.33%		(1.66%	)	7.21%		(6.54%	)	922.33%
Year Ended October 31, 2002	$	3.97	(0.07	)	(1.32	)	(1.39	)	—		—		$	2.58	(35.01%	)(g)	$	780	2.38%		(2.02%	)	3.32%		(2.96%	)	944.01%
Year Ended October 31, 2003	$	2.58	(0.06	)	1.25		1.19		—		—		$	3.77	46.12%		$	1,196	2.40%		(2.07%	)	3.73%		(3.40%	)	1136.72%
Year Ended October 31, 2004	$	3.77	(0.08	)	(0.28	)	(0.36	)	—		—		$	3.41	(9.55%	)	$	1,064	2.40%		(2.14%	)	2.72%		(2.46%	)	722.91%
Year Ended October 31, 2005	$	3.41	(0.05	)	0.21		0.16		—		—		$	3.57	4.69%		$	1,038	2.41%		(1.55%	)	2.93%		(2.07%	)	654.64%

Class C Shares
Period Ended October 31, 2001 (d)	$	5.37	(0.02	)	(1.36	)	(1.38	)	—		—		$	3.99	(25.70%	)(e)	$	29	2.33%	(f)	(1.79%	)(f)	9.94%	(f)	(9.40%	)(f)	922.33%
Year Ended October 31, 2002	$	3.99	(0.08	)	(1.31	)	(1.39	)	—		—		$	2.60	(34.84%	)(g)	$	17	2.38%		(1.83%	)	3.40%		(2.85%	)	944.01%
Year Ended October 31, 2003	$	2.60	(0.06	)	1.25		1.19		—		—		$	3.79	45.77%		$	39	2.40%		(2.10%	)	3.65%		(3.35%	)	1136.72%
Year Ended October 31, 2004	$	3.79	(0.06	)	(0.30	)	(0.36	)	—		—		$	3.43	(9.50%	)	$	79	2.40%		(2.14%	)	2.73%		(2.47%	)	722.91%
Year Ended October 31, 2005 (j)	$	3.43	(0.05	)	0.22		0.17		—		—		$	3.60	4.96%		$	33	2.41%		(1.51%	)	3.06%		(2.16%	)	654.64%

Class R Shares
Period Ended October 31, 2004 (h)	$	3.70	(0.05	)	(0.23	)	(0.28	)	—		—		$	3.42	(7.57%	)(e)	$	1	1.99%	(f)	(1.75%	)(f)	2.28%	(f)	(2.04%	)(f)	722.91%
Year Ended October 31, 2005	$	3.42	(0.03	)	0.21		0.18		—		—		$	3.60	5.26%		$	1	1.83%		(1.01%	)	2.33%		(1.51%	)	654.64%

Institutional Service Class Shares
Year Ended October 31, 2001	$	11.12	(0.04	)	(6.39	)	(6.43	)	(0.63	)	(0.63	)	$	4.06	(60.58%	)	$	730	1.40%		(0.70%	)	5.70%		(5.00%	)	922.33%
Year Ended October 31, 2002	$	4.06	(0.03	)	(1.37	)	(1.40	)	—		—		$	2.66	(34.48%	)(g)	$	843	1.41%		(1.37%	)	2.08%		(2.04%	)	944.01%
Year Ended October 31, 2003	$	2.66	(0.04	)	1.30		1.26		—		—		$	3.92	47.37%		$	5,006	1.58%		(1.29%	)	2.65%		(2.36%	)	1136.72%
Year Ended October 31, 2004	$	3.92	(0.06	)	(0.29	)	(0.35	)	—		—		$	3.57	(8.93%	)	$	4,358	1.62%		(1.36%	)	1.92%		(1.67%	)	722.91%
Year Ended October 31, 2005	$	3.57	(0.03	)	0.24		0.21		—		—		$	3.78	5.88%		$	3,513	1.62%		(0.74%	)	2.17%		(1.30%	)	654.64%

Institutional Class Shares
Period Ended October 31, 2004 (i)	$	3.81	(0.01	)	(0.22	)	(0.23	)	—		—		$	3.58	(6.04%	)(e)	$	231	1.40%	(f)	(1.05%	)(f)	1.92%	(f)	(1.57%	)(f)	722.91%
Year Ended October 31, 2005	$	3.58	(0.02	)	0.23		0.21		—		—		$	3.79	5.87%		$	2,344	1.40%		(0.77%	)	1.68%		(1.05%	)	654.64%

(a) Excludes sales charge.

(b) During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratio would have been as indicated.

(c) Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d) For the period from March 1, 2001 (commencement of operations) through October 31, 2001.

(e) Not annualized.

(f) Annualized.

(g) The total returns shown include losses realized on the disposal of investments that were reimbursed by the adviser, which otherwise would have reduced total returns by 0.54%, 0.60%, 0.89%, and 0.38% for Class A, Class B, Class C and Institutional Service Class shares, respectively.

(h)For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(i) For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(j) Net investment income (loss) is based on average shares outstanding during the period.

See notes to financial statements.


48		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Global Utilities Fund


			Investment Activities						Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)	Redemption Fees	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Period Ended October 31, 2002 (d)	$	10.00	0.11		(2.85	)	(2.74	)	(0.06	)	—		(0.06	)	$	7.20	(27.46%	)(e)	$	547	1.46%	(f)	1.46%	(f)	3.96%	(f)	(1.04%	)(f)	146.88%
Year Ended October 31, 2003	$	7.20	0.07		1.06		1.13		(0.05	)	—		(0.05	)	$	8.28	15.80%		$	734	1.45%		0.96%		3.06%		(0.65%	)	112.34%
Year Ended October 31, 2004	$	8.28	0.09	—	2.54		2.63		(0.04	)	—		(0.04	)	$	10.87	31.81%		$	1,190	1.45%		1.14%		2.70%		(0.10%	)	391.22%
Year Ended October 31, 2005	$	10.87	0.19	0.02	1.69		1.90		(0.22	)	(0.25	)	(0.47	)	$	12.30	17.73%		$	2,377	1.47%		1.70%		2.02%		1.15%		295.27%

Class B Shares
Period Ended October 31, 2002 (d)	$	10.00	0.05		(2.84	)	(2.79	)	(0.03	)	—		(0.03	)	$	7.18	(27.93%	)(e)	$	544	2.18%	(f)	0.75%	(f)	4.71%	(f)	(1.78%	)(f)	146.88%
Year Ended October 31, 2003	$	7.18	0.02		1.05		1.07		(0.03	)	—		(0.03	)	$	8.22	14.92%		$	625	2.20%		0.25%		3.89%		(1.44%	)	112.34%
Year Ended October 31, 2004	$	8.22	0.04	—	2.50		2.54		(0.01	)	—		(0.01	)	$	10.75	30.86%		$	885	2.20%		0.41%		3.46%		(0.84%	)	391.22%
Year Ended October 31, 2005	$	10.75	0.09	0.02	1.59		1.79		(0.14	)	(0.25	)	(0.39	)	$	12.15	16.93%		$	1,202	2.20%		0.96%		2.76%		0.40%		295.27%

Class C Shares
Period Ended October 31, 2002 (d)	$	10.00	0.05		(2.84	)	(2.79	)	(0.03	)	—		(0.03	)	$	7.18	(27.93%	)(e)	$	541	2.18%	(f)	0.75%	(f)	4.71%	(f)	(1.78%	)(f)	146.88%
Year Ended October 31, 2003	$	7.18	0.02		1.05		1.07		(0.03	)	—		(0.03	)	$	8.22	14.92%		$	623	2.20%		0.25%		3.89%		(1.44%	)	112.34%
Year Ended October 31, 2004	$	8.22	0.03	—	2.51		2.54		(0.02	)	—		(0.02	)	$	10.74	30.90%		$	3,556	2.20%		0.43%		3.33%		(0.70%	)	391.22%
Year Ended October 31, 2005 (i)	$	10.74	0.15	0.02	1.62		1.79		(0.13	)	(0.25	)	(0.38	)	$	12.15	16.88%		$	2,435	2.20%		1.25%		2.81%		0.63%		295.27%

Class R Shares
Period Ended October 31, 2004 (g)	$	9.14	0.08	—	1.58		1.66		(0.02	)	—		(0.02	)	$	10.78	18.23%	(e)	$	1	1.78%	(f)	0.99%	(f)	3.14%	(f)	(0.35%	)(f)	391.22%
Year Ended October 31, 2005	$	10.78	0.20	0.02	1.66		1.88		(0.21	)	(0.25	)	(0.46	)	$	12.20	17.61%		$	1	1.51%		1.64%		2.31%		0.84%		295.27%

Institutional Service Class Shares
Period Ended October 31, 2002 (d)	$	10.00	0.13		(2.85	)	(2.72	)	(0.07	)	—		(0.07	)	$	7.21	(27.27%	)(e)	$	545	1.20%	(f)	1.72%	(f)	3.71%	(f)	(0.79%	)(f)	146.88%
Year Ended October 31, 2003	$	7.21	0.09		1.06		1.15		(0.06	)	—		(0.06	)	$	8.30	16.10%		$	633	1.20%		1.25%		2.89%		(0.44%	)	112.34%
Year Ended October 31, 2004	$	8.30	0.13	—	2.53		2.66		(0.05	)	—		(0.05	)	$	10.91	32.13%		$	837	1.20%		1.41%		2.46%		0.15%		391.22%
Year Ended October 31, 2005	$	10.91	0.23	0.02	1.69		1.94		(0.25	)	(0.25	)	(0.50	)	$	12.35	18.05%		$	987	1.20%		1.97%		1.78%		1.39%		295.27%

Institutional Class Shares
Period Ended October 31, 2004 (h)	$	9.75	0.03	—	1.15		1.18		(0.02	)	—		(0.02	)	$	10.91	12.15%	(e)	$	250	1.20%	(f)	1.02%	(f)	2.19%	(f)	0.03%	(f)	391.22%
Year Ended October 31, 2005	$	10.91	0.17	0.02	1.75		1.94		(0.25	)	(0.25	)	(0.50	)	$	12.35	18.05%		$	1,896	1.20%		1.85%		1.67%		1.38%		295.27%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratio would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from December 18, 2001 (commencement of operations) through October 31, 2002.

(e)	Not annualized.

(f)	Annualized.

(g)	For the period from December 30, 2003 (commencement of operations) through April 30, 2004.

(h)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(i)	Net investment income (loss) is based on average shares outstanding during the period.

See notes to financial statements.


2005 Annual Report		49

Gartmore Mid Cap Growth Leaders Fund

For the annual period ended Oct. 31, 2005, the Gartmore Mid Cap Growth Leaders Fund (Class A at NAV) returned 19.36% versus 15.91% for its benchmark, the Russell Midcap® Growth Index. For broader comparison, the average return for the Fund’s Lipper peer category of Mid-Cap Growth Funds was 14.07%.

Mid-cap stocks turned in a strong performance during the reporting period, finishing ahead of the large-cap and small-cap groups. Against a backdrop of adequate but not outstanding economic growth, investors looked to mid-cap securities for more dynamic earnings growth than that offered by large-cap securities, many of which grow at a pace close to that of the overall economy. At the same time, mid-cap securities were seen as providing greater protection against the challenges of rising interest rates and energy prices than their counterparts in the small-cap sector.

Stock selection in the information technology and consumer discretionary sectors was particularly helpful to Fund performance. MICROS Systems, Inc. was one standout technology performer for the Fund. The company, which provides point-of-sale hardware and software to hotels, restaurants and related operations, benefited from robust demand from companies that had deferred investing in technology infrastructure following the 9/11 terrorist attacks. Also contributing to Fund performance was semiconductor holding MEMC Electronic Materials, Inc., which more than doubled in price as the company experienced growing demand for its polysilicon chips from the manufacturers of solar panels. In the consumer discretionary sector, Station Casinos, Inc. was a strong performer for the Fund. Unlike other casinos in the area, Station is used primarily by Las Vegas locals. Rather than functioning as a tourism play, therefore, Station stock offers investors a way to benefit from the rapidly growing local economy. Another outperformer for the Fund was Starwood Hotels & Resorts Worldwide, Inc., owner of the St. Regis, Sheraton and Westin hotel chains, among others. The company’s high occupancy rates reflected the continuing strength in business travel and conference spending.

Detractors for the Fund included cosmetics holding The Estée Lauder Cos. Inc. Despite what seemed to us an inexpensive valuation, Estée Lauder stock weakened due to poor execution by management, and we sold the stock. Also detracting from performance was TIBCO Software Inc., a provider of business integration and optimization software. Although we liked TIBCO’s products, management overestimated the company’s growth potential, and there were some key departures among senior personnel. Also holding back the Fund’s performance was WMS Industries Inc., which provides gaming machines to the casino industry. After a strong run from May through July, concerns about overvaluation and the ability of WMS to ramp up production quickly enough to meet demand sidetracked its stock.

We believe one of the primary determinants of the market’s progress for the near term could be the core inflation rate, which excludes volatile items such as energy and food. From 1994 through 2002, the core consumer price index (CPI) rose at an annual rate of roughly 2.5%. If future readings stay within that limit, the Federal Reserve Board probably will not feel pressured to raise interest rates further than its current federal funds rate target, which is believed to be somewhere in the area of 4.5%. Economic factors aside, we believe the mid-cap market should continue to offer investors an attractive combination of advantages in a moderately growing economy.

Portfolio Managers:

Joseph C. O’Connor


50		Annual Report 2005


Fund Performance		Gartmore Mid Cap Growth Leaders Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	10 Yr.¹
Class A	w/o SC²	19.36%	-11.68%	3.98%
	w/SC³	12.52%	-12.72%	3.36%
Class B	w/o SC²	18.62%	-12.70%	3.22%
	w/SC⁴	13.62%	-13.01%	3.22%
Class C	w/o SC²	18.60%	-12.34%	3.61%
	w/SC⁵	17.60%	-12.34%	3.61%
Class D	w/o SC²	19.78%	-11.34%	4.20%
	w/SC⁶	14.41%	-12.15%	3.72%
Class R⁷		19.26%	-11.50%	4.11%
Institutional Class^7,8		19.69%	-11.36%	4.19%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

These returns through May 11, 1998 include the performance of the Fund’s predecessor fund, and, for periods from May 11, 1998 to the creation of the class, include the performance of the Fund’s Class D shares. These returns were achieved prior to the creation of Class A and Class B shares (5/11/98), Class C shares (3/1/01), and Class R shares (12/30/03). Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class A, Class B, Class C, and Class R shares would have produced during those periods because all classes of the Fund’s shares invest in the same portfolio of securities. The performance for these classes has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes. If these other fees were reflected, the performance for Class A, Class B, Class C and Class R shares would have been lower.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁶	A 4.50% front-end sales charge was deducted.

⁷	Not subject to any sales charges.

⁸

These returns until the creation of Institutional Class shares (6/30/04) include the performance of the Fund’s Institutional Service shares. The returns have been adjusted for the fact that Institutional Class shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Institutional Class shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Institutional Class shares would have produced because the Institutional Class shares invest in the same portfolio of securities as Institutional Service shares.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class D shares of the Gartmore MidCap Growth Leaders Fund, the Russell Mid Cap Growth Index (Russell Mid Cap Growth)(a), and the Consumer Price Index (CPI)(b) over a 10-year period ended 10/31/05. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The Russell Midcap Growth is an unmanaged index of mid-capitalization growth stocks of U.S. companies with a capitalization range of $492 million to $37 billion as of April 30, 2005.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		51

Shareholder

Expense Example

Gartmore Mid Cap Growth Leaders Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Mid Cap Growth Leaders			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,122.40	$	8.08	1.51%
	Hypothetical	¹	$	1,000.00	$	1,017.39	$	7.71	1.51%
Class B	Actual		$	1,000.00	$	1,118.50	$	11.75	2.20%
	Hypothetical	¹	$	1,000.00	$	1,013.91	$	11.23	2.20%
Class C	Actual		$	1,000.00	$	1,118.40	$	11.75	2.20%
	Hypothetical	¹	$	1,000.00	$	1,013.91	$	11.23	2.20%
Class D	Actual		$	1,000.00	$	1,124.00	$	6.42	1.20%
	Hypothetical	¹	$	1,000.00	$	1,018.95	$	6.12	1.20%
Class R	Actual		$	1,000.00	$	1,122.50	$	8.13	1.52%
	Hypothetical	¹	$	1,000.00	$	1,017.34	$	7.76	1.52%
Institutional Class	Actual		$	1,000.00	$	1,124.10	$	6.42	1.20%
	Hypothetical	¹	$	1,000.00	$	1,018.95	$	6.12	1.20%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


52		Annual Report 2005


Portfolio Summary		Gartmore Mid Cap Growth Leaders Fund

October 31, 2005


Asset Allocation
Common Stocks		92.1%
Commercial Paper		8.1%
Other Investments*		5.6%
Liabilities in excess of Other Assets**		-5.8 %

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Computer Software & Services		15.0%
Retail		10.4%
Oil & Gas		8.5%
Mortgage bankers & correspondents		8.1%
Medical Services		7.8%
Manufacturing		7.7%
Semiconductors		6.8%
Telecommunications		5.3%
Hospitals		4.4%
Hotels & Motels		3.8%
Other Industries		22.2%

		100.0%


Top Holdings
Countrywide Home Loans, 4.08%, 11/1/05		8.1%
Community Health Systems, Inc.		4.4%
Precision Castparts Corp.		4.2%
Broadcom Corp., Class A		4.1%
Starwood Hotels & Resorts Worldwide, Inc.		3.8%
T Rowe Price Group, Inc.		3.8%
Praxair, Inc.		3.6%
Micros Systems, Inc.		3.6%
J.C. Penney Company, Inc.		3.2%
Satyam Computer Services Ltd. — ADR IN		3.2%
Other Holdings		58.0%

		100.0%


2005 Annual Report		53

Statement of Investments

October 31, 2005

Gartmore Mid Cap Growth Leaders Fund

LOGO

Common Stocks (92.1%)


	Shares or Principal Amount	Value

Aerospace & Defence (2.7%)
Rockwell Collins, Inc.	22,455	$	1,028,888

Amusement & Recreation Services (1.4%)
WMS Industries, Inc. (b) (c)	21,010		527,981

Commercial Services (1.6%)
Cendant Corp.	35,385		616,407

Computer Software & Services (15.0%)
AutoDesk, Inc.	21,910		988,798
Cognizant Technology Solutions Corp. (b)	17,200		756,456
Hyperion Solutions Corp. (b)	12,645		611,512
Micros Systems, Inc. (b) (c)	29,790		1,367,958
Quest Software, Inc. (b)	49,770		692,301
Satyam Computer Services Ltd. — ADR IN	35,640		1,218,175

			5,635,200

Financial (3.8%)
T Rowe Price Group, Inc.	21,950		1,438,164

Hospitals (4.4%)
Community Health Systems, Inc. (b) (c)	44,565		1,653,807

Hotels & Casinos (1.8%)
Station Casinos, Inc.	10,870		696,767

Hotels & Motels (3.8%)
Starwood Hotels & Resorts Worldwide, Inc.	24,770		1,447,311

Industrial Gases (3.6%)
Praxair, Inc.	27,800		1,373,598

Insurance (2.5%)
PartnerRe Ltd.	15,100		962,172

Machinery (2.2%)
W.W. Grainger, Inc.	12,610		844,618

Manufacturing (7.7%)
Fortune Brands, Inc.	6,200		471,014
Ingersoll Rand Co.	22,980		868,414
Precision Castparts Corp.	33,630		1,592,717

			2,932,145


	Shares or Principal Amount		Value

Medical Services (7.8%)
Fisher Scientific International, Inc. (b)		16,745	$	946,093
Gilead Sciences, Inc. (b)		22,280		1,052,730
Manor Care, Inc.		26,285		979,116

				2,977,939

Oil & Gas (8.5%)
BJ Services Co.		29,940		1,040,415
Noble Corp.		7,565		487,035
Patterson-UTI Energy, Inc.		23,355		797,106
The Williams Cos., Inc.		40,760		908,948

				3,233,504

Restaurants (2.8%)
Darden Restaurants, Inc.		32,820		1,064,024

Retail (10.4%)
Abercrombie & Fitch Co.		15,670		814,683
Coach, Inc. (b)		24,255		780,526
J.C. Penney Co., Inc.		23,985		1,228,032
Staples, Inc.		48,075		1,092,745

				3,915,986

Semiconductors (6.8%)
Broadcom Corp., Class A (b)		36,240		1,538,750
Fairchild Semiconductor International, Inc. (b)		67,595		1,040,963

				2,579,713

Telecommunications (5.3%)
Comverse Technology, Inc. (b)		41,265		1,035,751
Juniper Networks, Inc. (b)		41,420		966,329

				2,002,080


Total Common Stocks				34,930,304


Commercial Paper (8.1%)
Mortgage Bankers & Correspondents (8.1%)
Countrywide Home Loans, 4.08%, 11/1/05	$	3,072,000		3,072,000


Total Commercial Paper				3,072,000


54		Annual Report 2005

Short-Term Securities Held as Collateral for Securities

Lending (5.6%)


	Principal Amount		Value

Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	2,121,265	$	2,121,265


Total Short-Term Securities Held as Collateral for Securities Lending				2,121,265


Total Investments (Cost $37,080,587) (a) — 105.8%				40,123,569

Liabilities in excess of other assets — (5.8)%				(2,185,398	)


NET ASSETS — 100.0%			$	37,938,171

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Non-income producing securities.

(c)

All or part of the security was on loan as of October 31, 2005.

ADR

American Depositary Receipt

India

See notes to financial statements.

XXXXXXXX


2005 Annual Report		55

Gartmore Nationwide Leaders Fund

For the annual period ended Oct. 31, 2005, the Gartmore Nationwide Leaders Fund (Class A at NAV) returned 18.12% versus 8.72% for its benchmark, the S&P 500® Index. For broader comparison, the average return for the Fund’s Lipper peer category of Multi-Cap Core Funds was 10.50%.

U.S. stocks seesawed in their performance during the reporting period, but they finished with respectable gains, primarily due to a rally that occurred in the late spring and early summer. First-quarter earnings reports were stronger than had been expected, and investors grew more confident about the U.S. economy’s ability to grow despite rising interest rates and surging crude oil prices. The rally was cut short in August, however, as oil made a run at the $70-per-barrel level and Hurricane Katrina ravaged the Gulf Coast. For the balance of the reporting period, uncertainty about the economic impact of two more hurricanes, Rita and Wilma, kept investors off balance. Large-cap securities underperformed small-cap securities as well as mid-cap securities for the full year under review but actually outperformed their smaller counterparts during the final three months.

The sectors that contributed most to Fund performance were consumer discretionary and information technology, although every sector except telecommunications services and utilities helped Fund performance to some degree. Stock selection was the primary driver of this outperformance, with Staples, Inc., Starwood Hotels & Resorts Worldwide, Inc., and Lennar Corp. meriting mention in the consumer discretionary sector. Fund holdings in office supplies retailer Staples benefited from an economy in which small businesses flourished, and we helped our cause by making timely purchases on temporary weakness in Staples stock. Starwood Hotels enjoyed robust occupancy numbers fueled by strong consumer and business travel. Homebuilder Lennar was aided by a housing market that, despite showing signs of tiring, was still fairly robust.

Information technology Fund holdings Seagate Technology and Advanced Micro Devices, Inc. both boosted the Fund’s return. Hard disk drive maker Seagate reported solid earnings growth as demand for its products continued to grow in markets for items such as portable digital music players and television set-top boxes. However, the company’s prospects dimmed, in our opinion, when Apple Computer, Inc. began transitioning from hard drives to Flash memory for its iPod line of products, and we sold our Seagate position. Advanced Micro Devices has existed in the shadow of Intel Corp. for years but manages to stay six months to a year ahead of its larger rival in rolling out new, more sophisticated microprocessors. We especially liked the prospects for Advanced Micro Devices’ recently introduced dual-core chips.

QLogic Corp. was the biggest detractor from Fund performance. QLogic, the provider of hardware and software for storage area networks (SANs), fell victim to tepid demand and reported disappointing quarterly results; we sold the stock. New York Community Bancorp, Inc. (NYCB) was another detractor from Fund performance. Poor management of NYCB’s balance sheet hurt the share price of this savings and loan, as did concerns that the real estate cycle may have peaked. Despite these challenges, we maintained the Fund’s position in NYCB because we thought investors had overreacted to the balance sheet issues, and NYCB stock offered a generous dividend yield of roughly 6% at the end of the reporting period.

For the near term, investors will face a mixture of positive and negative factors. On the one hand, growth in the economy and in corporate earnings is likely to slow in the coming months. Counterbalancing this slowdown could be positive sentiment surrounding the end of the Federal Reserve Board’s cycle of interest-rate hikes, which we anticipate will occur in the first half of 2006. If, as we expect, the peak in rates is accompanied by softening oil prices and a firm U.S. dollar, the investment environment should be favorable for employing our disciplined process of stock selection.

Portfolio Manager:

Gary Haubold, CFA


56		Annual Report 2005


Fund Performance		Gartmore Nationwide Leaders Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	Inception¹
Class A	w/o SC²	18.12%	10.58%
	w/SC³	11.29%	8.88%
Class B	w/o SC²	17.25%	9.78%
	w/SC⁴	12.25%	9.18%
Class C	w/o SC²	17.30%	9.79%
	w/SC⁵	16.30%	9.79%
Class R^6,7		18.19%	10.12%
Institutional Class^6,8		18.37%	10.75%
Institutional Service Class⁶		18.23%	10.69%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on December 28, 2001.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁶	Not subject to any sales charges.

⁷

These returns until the creation of Class R shares (10/1/03) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares invest in the same portfolio of securities as Class B shares.

⁸

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Nationwide Leaders Fund, S&P 500 Index (S&P 500)(a) and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The S&P 500 is an unmanaged index of 500 widely held stocks of large U.S. companies that gives a broad look at how the stock prices of large U.S. companies have performed.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		57

Shareholder

Expense Example

Gartmore Nationwide Leaders Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Nationwide Leaders Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,101.60	$	8.00	1.51%
	Hypothetical	¹	$	1,000.00	$	1,017.39	$	7.71	1.51%
Class B	Actual		$	1,000.00	$	1,097.40	$	11.63	2.20%
	Hypothetical	¹	$	1,000.00	$	1,013.91	$	11.23	2.20%
Class C	Actual		$	1,000.00	$	1,097.80	$	11.63	2.20%
	Hypothetical	¹	$	1,000.00	$	1,013.91	$	11.23	2.20%
Class R	Actual		$	1,000.00	$	1,102.30	$	7.47	1.41%
	Hypothetical	¹	$	1,000.00	$	1,017.89	$	7.20	1.41%
Institutional Service Class	Actual		$	1,000.00	$	1,102.50	$	7.58	1.43%
	Hypothetical	¹	$	1,000.00	$	1,017.79	$	7.30	1.43%
Institutional Class	Actual		$	1,000.00	$	1,102.90	$	6.52	1.23%
	Hypothetical	¹	$	1,000.00	$	1,018.80	$	6.28	1.23%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


58		Annual Report 2005


Portfolio Summary		Gartmore Nationwide Leaders Fund

October 31, 2005


Asset Allocation
Common Stocks		96.4%
Cash Equivalents		6.9%
Liabilities in excess of Other Assets		-3.3%

		100.0%


Top Industries
Banks		15.7%
Tobacco		14.7%
Medical Products		11.2%
Oil & Gas		10.2%
Telecommunications		8.8%
Retail		5.7%
Semiconductors		4.5%
Insurance		3.9%
Construction & Building Materials		3.8%
Utilities		3.7%
Other Industries		17.8%

		100.0%


Top Holdings*
Reynolds American, Inc.		9.8%
Bank of America Corp.		7.1%
Bristol-Myers Squibb Co.		6.5%
Altria Group, Inc.		4.8%
Johnson & Johnson		4.7%
New York Community Bancorp, Inc.		4.7%
SBC Communications, Inc.		4.5%
Advanced Micro Devices, Inc.		4.5%
Citizens Communications Co.		4.3%
TJX Cos., Inc. (The)		3.9%
Other Holdings		45.2%

		100.0%

*	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		59

Statement of Investments

October 31, 2005

Gartmore Nationwide Leaders Fund

LOGO

Common Stocks (96.4%)


	Shares or Principal Amount	Value

Banks (15.7%)
Bank of America Corp.	23,900	$	1,045,386
Barclays PLC ADR — GB	14,700		582,414
New York Community Bancorp, Inc.	43,200		698,544

			2,326,344

Computer Software & Services (2.4%)
Oracle Corp. (b)	28,500		361,380

Construction & Building Materials (3.8%)
Lafarge North America, Inc.	9,300		562,743

Healthcare (2.6%)
Aetna, Inc.	4,400		389,664

Insurance (3.9%)
Old Republic International Corp.	22,100		572,611

Medical Products (11.2%)
Bristol-Myers Squibb Co.	45,200		956,884
Johnson & Johnson	11,200		701,344

			1,658,228

Oil & Gas (10.2%)
ConocoPhillips	7,600		496,888
Exxon Mobil Corp.	8,200		460,348
Newfield Exploration Co.	12,200		553,026

			1,510,262

Radio (3.3%)
Westwood One, Inc.	26,600		492,100

Railroads (1.0%)
Norfolk Southern Corp.	3,800		152,760

Real Estate Investment Trusts (3.1%)
First Industrial Realty Trust, Inc.	11,300		459,119

Retail (5.7%)
Staples, Inc.	11,400		259,122
TJX Cos., Inc. (The)	27,100		583,463

			842,585

Semiconductors (4.5%)
Advanced Micro Devices, Inc. (b)	28,400		659,448


	Shares or Principal Amount		Value

Telecommunications (8.8%)
Citizens Communications Co.		52,200	$	638,928
SBC Communications, Inc.		28,000		667,800

				1,306,728

Tobacco (14.7%)
Altria Group, Inc.		9,400		705,470
Reynolds American, Inc.		17,100		1,453,500

				2,158,970

Utilities (3.7%)
Progress Energy, Inc.		12,400		540,516

Wireless Equipment (1.8%)
Motorola, Inc.		12,000		265,920


Total Common Stocks				14,259,378


Cash Equivalents (6.9%)

Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $1,025,662)	$	1,025,551		1,025,551


Total Cash Equivalents				1,025,551


Total Investments (Cost $15,361,248) (a) — 103.3%				15,284,929

Liabilities in excess of other assets — (3.3)%				(484,211	)


NET ASSETS — 100.0%			$	14,800,718

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

ADR

American Depositary Receipt

United Kingdom

See notes to financial statements.


60		Annual Report 2005

Gartmore Small Cap Leaders Fund

From its inception on Dec. 29, 2004, through Oct. 31, 2005, the Gartmore Small Cap Leaders Fund (Class A at NAV) returned 0.80% versus 0.17% for its benchmark, the Russell 2000® Index. For broader comparison, the average return for the Fund’s Lipper peer category of Small-Cap Core Funds was 1.82%.

Early weakness in the small-cap market gave way to a rally during the May–July period, as first-quarter earnings reports were stronger than expected and investors grew more confident about the U.S. economy’s ability to grow despite rising interest rates and surging crude oil prices. The rally was cut short in August, however, as the price of oil made a run at the $70-per-barrel level and Hurricane Katrina ravaged the Gulf Coast. For the balance of the period, uncertainty about the economic impact of two more hurricanes, Rita and Wilma, kept investors off balance. Small-cap growth stocks underperformed their value counterparts during the reporting period.

The growth portion of the Fund was hampered by a significant underweighting in the energy sector. We generally try to purchase stocks at discounted prices and sell stocks when the securities reach what we consider full value. Based on our criteria, energy stocks were fully valued at the beginning of 2005, and we reduced the Fund’s exposure accordingly. In retrospect that was a mistake, but we have found that, over time, we are well served by sticking with our buy and sell disciplines rather than trying to forecast the behavior of commodity prices, interest rates, or other factors that can affect the market. Stock selection in health care was problematic, with generic drugmaker First Horizon Pharmaceutical Corp. detracting from performance despite continued strong financial results. Other detractors included DHB Industries, Inc., a supplier of anti-shrapnel vests to the military. The company began 2005 in fine shape, but suffered from a shortfall of contracts as the year progressed. Also struggling was Trex Co., Inc., a maker of composite decking material whose stock price was hurt by rising raw material costs due to the product’s petroleum base.

On the positive side, the Fund’s growth portfolio was aided by stock picking in information technology and financials. In technology, performance was helped by out-of-index holding Imergent, Inc., a provider of software and e-commerce services to small businesses. The stock rallied strongly at the beginning of the reporting period and we sold Imergent in September which was a timely decision since the stock’s price declined sharply soon thereafter. Also boosting the Fund’s return was ARRIS Group, Inc., which supplies equipment for broadband voice and data transmission. Despite a sharp sell-off in the final month of the reporting period, the stock performed well, as the voice-over-Internet protocol (VoIP) market continued to experience strong growth. In the financial sector, consumer finance holding World Acceptance Corp. also aided Fund performance, boosted by healthy loan demand.

While the choppiness of stock prices made the first 10 months of 2005 a difficult time to invest, earnings trends in most small-cap sectors continue to be constructive. If interest rates level off soon and energy prices continue to moderate, the outlook for small-cap growth stocks could be quite positive. One cautionary development is that the real estate market appears to be slowing, which could limit consumer spending at some point. As long as the economy can maintain its rate of growth close to recent levels, however, plenty of attractive opportunities should be available in the small-cap growth space.

The value portion of the Fund benefited from solid stock picking, particularly in the industrials, financials, and consumer discretionary sectors. In industrials, the Fund enjoyed strong performances from Accuride Corp. and Columbus McKinnon Corp. Accuride, a maker of long-haul truck components, was boosted by an attractive valuation and healthy truck demand in advance of tighter pollution standards due to be phased in during the next few years. Columbus McKinnon, a maker of hoists, lifts, and other equipment, performed well in the first quarter of 2005, and we liquidated the position June to take profits.

In financials, the Fund’s value portfolio was aided by two health-care REITs, Omega Healthcare Investors, Inc. and LTC Properties, Inc. Both stocks benefited from inexpensive valuations amid concerns about changes in the laws governing Medicare reimbursement of nursing homes and long-term care facilities; these concerns were subsequently proven to be overblown. In the consumer discretionary sector, the shares of specialty women’s retailer The J. Jill Group, Inc. rebounded nicely after selling off early in the period on concerns about the company’s business prospects. We sold the J. Jill Group stock in August amid takeover rumors that we thought were unlikely to be realized.

Detractors from Fund performance included intimate apparel maker Maidenform, Inc., which failed to live up to


2005 Annual Report		61

Gartmore Small Cap Leaders Fund (Continued)

our expectations following Maidenform’s initial public offering in July. Because we thought that the stock’s risk/reward profile remained favorable, we maintained the Fund’s position in Maidenform. Also holding back Fund performance was Carmike Cinemas, Inc., owner of a chain of cinemas located in rural areas. We had hoped that the most recent Star Wars movie and other highly-publicized new films might boost overall theater attendance, but the film industry was a commercial disappointment. Consequently, we sold the stock in September.

For the near term, we believe that investors will consider several factors. On the negative side, share prices could be held in check by the likelihood of a slowing economy and weaker corporate earnings. On the positive side, stocks could get a boost as the peak in short-term interest rates approaches, especially if energy prices continue their recent easing trend. Furthermore, although valuations in the small-cap space are no longer cheap, diligent research should continue to be rewarded, as stocks in the group are not as well known as their larger counterparts.

Portfolio Managers:

Carl Wilk, CFP (growth sleeve) and Gary Haubold, CFA (value sleeve)


62		Annual Report 2005


Fund Performance		Gartmore Small Cap Leaders Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		Inception¹
Class A	w/o SC²	0.80%
	w/SC³	-4.27%
Class B	w/o SC²	0.30%
	w/SC⁴	-4.70%
Class C	w/o SC²	0.40%
	w/SC⁵	-0.60%
Class R⁶		0.50%
Institutional Class⁶		1.10%
Institutional Service Class⁶		1.00%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on December 29, 2004.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 1% after 6 years.

⁵	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁶	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Small Cap Leaders Fund, Russell 2000 Index(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The Russell 2000 is an unmanaged index of securities of small capitalization U.S. companies.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		63

Shareholder

Expense Example

Gartmore Small Cap Leaders Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Small Cap Leaders			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,088.60	$	8.63	1.64%
	Hypothetical	¹	$	1,000.00	$	1,016.73	$	8.37	1.64%
Class B	Actual		$	1,000.00	$	1,086.70	$	12.36	2.35%
	Hypothetical	¹	$	1,000.00	$	1,013.15	$	11.99	2.35%
Class C	Actual		$	1,000.00	$	1,085.40	$	12.35	2.35%
	Hypothetical	¹	$	1,000.00	$	1,013.15	$	11.99	2.35%
Class R	Actual		$	1,000.00	$	1,087.70	$	10.95	2.08%
	Hypothetical	¹	$	1,000.00	$	1,014.51	$	10.62	2.08%
Institutional Service Class	Actual		$	1,000.00	$	1,089.50	$	7.43	1.41%
	Hypothetical	¹	$	1,000.00	$	1,017.89	$	7.20	1.41%
Institutional Class	Actual		$	1,000.00	$	1,090.60	$	7.11	1.35%
	Hypothetical	¹	$	1,000.00	$	1,018.19	$	6.89	1.35%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


64		Annual Report 2005


Portfolio Summary		Gartmore Small Cap Leaders Fund

October 31, 2005


Asset Allocation
Common Stock		93.3%
Other Assets in excess of Liabilities		6.7%

		100.0%


Top Industries
Computer Software & Services		11.9%
Real Estate Investment Trusts		11.6%
Financial & Miscellaneous		9.4%
Manufacturing		9.0%
Apparel & Accessories		7.0%
Consumer Goods & Services		5.5%
Retail		4.9%
Telecommunications		4.5%
Transportation		3.6%
Marketing Services		3.3%
Other Industries		29.3%

		100.0%


Top Holdings
Rush Enterprises Inc., Class A		2.8%
Valor Communications Group, Inc.		2.7%
Black Box Corp.		2.6%
Aspen Insurance Holdings Ltd.		2.5%
Weis Markets, Inc.		2.5%
Interwoven Software, Inc.		2.4%
KKR Financial Corp.		2.3%
Equity Inns, Inc.		2.3%
Smith Micro Software, Inc.		2.2%
Universal Health Realty Income Trust		2.2%
Other Holdings		75.5%

		100.0%


2005 Annual Report		65

Statement of Investments

October 31, 2005

Gartmore Small Cap Leaders Fund

LOGO

Common Stocks (93.3%)


	Shares	Value

Apparel & Accessories (7.0%)
Maidenform Brands, Inc. (b)	22,800	$	287,052
Men’s Warehouse, Inc. (The) (b)	12,400		306,280
Oxford Industries, Inc.	4,700		231,475
Volcom, Inc. (b)	10,000		305,800

			1,130,607

Computer Software & Services (11.9%)
Black Box Corp.	10,200		409,224
Interwoven Software, Inc. (b)	41,300		388,220
Merge Technologies, Inc. (b)	11,200		258,384
Parametric Technology Corp. (b)	49,100		319,641
Smith Micro Software, Inc. (b)	50,000		360,000
Tumbleweed Communications Corp. (b)	50,900		174,078

			1,909,547

Consumer Goods & Services (5.5%)
Coca-Cola Bottling Co.	6,200		282,782
Jarden Corp. (b)	9,000		304,110
Parlux Fragrances, Inc. (b)	12,500		289,500

			876,392

Electronics (2.0%)
Multi-Fineline Electronix, Inc. (b)	12,000		319,440

Energy – Alternate Sources (1.6%)
Headwaters, Inc. (b)	7,900		251,536

Financial & Miscellaneous (9.4%)
Centerstate Bank of Florida, Inc.	4,500		153,675
CVB Financial Corp.	16,500		325,215
KKR Financial Corp.	16,400		366,048
Wilmington Trust Corp.	8,700		329,817
World Acceptance Corp. (b)	12,000		337,680

			1,512,435

Food & Related (2.5%)
Weis Markets, Inc.	10,400		396,760

Gambling (1.8%)
Scientific Games Corp. (b)	9,900		296,604

Human Resources (1.7%)
Kforce, Inc. (b)	25,000		270,000


	Shares	Value

Machinery, Equipment, & Supplies (1.2%)
Drew Industries, Inc. (b)	6,700	$	193,295

Manufacturing (9.0%)
Armor Holdings, Inc. (b)	7,200		321,912
Belden CDT, Inc.	9,000		179,370
Blount International, Inc. (b)	13,900		220,454
Ennis, Inc.	16,000		273,600
Rudolph Technologies, Inc. (b)	19,000		231,420
Simpson Manufacturing Co., Inc.	5,600		220,976

			1,447,732

Marketing Services (3.3%)
24/7 Real Media, Inc. (b)	41,300		263,907
Ventiv Health, Inc. (b)	10,600		267,544

			531,451

Media (1.7%)
Jupitermedia Corp. (b)	15,900		270,300

Medical (3.1%)
First Horizon Pharmaceutical Corp. (b)	16,800		242,424
West Pharmaceutical Services, Inc.	10,500		251,790

			494,214

Oil & Gas (3.2%)
Hanover Compressor Co. (b)	6,000		77,160
Lufkin Industries, Inc.	4,400		204,600
TETRA Technologies, Inc. (b)	8,400		234,948

			516,708

Real Estate Investment Trusts (11.6%)
Ashford Hospitality Trust	33,120		347,760
Equity Inns, Inc.	28,000		365,120
HouseValues, Inc. (b)	15,300		225,216
Inland Real Estate Corp.	17,400		247,950
Lexington Corporate Properties Trust	14,800		322,344
Universal Health Realty Income Trust	10,700		348,285

			1,856,675

Reinsurance (2.5%)
Aspen Insurance Holdings Ltd.	16,600		401,554

Retail (4.9%)
Jos. A. Bank Clothiers, Inc. (b)	8,000		326,480
Rush Enterprises Inc., Class A (b)	30,100		453,306

			779,786


66		Annual Report 2005

Common Stocks (93.3%) (continued)


	Shares	Value

Semiconductors (1.3%)
Varian Semiconductor Equipment Associates, Inc. (b)	5,600	$	211,792

Telecommunications (4.5%)
Arris Group, Inc. (b)	35,200		291,104
Valor Communications Group, Inc.	34,300		436,639

			727,743

Transportation (3.6%)
Celadon Group, Inc. (b)	13,500		312,660
Marten Transport Ltd. (b)	10,000		265,700

			578,360


Total Common Stocks			14,972,931


Total Investments (Cost $15,015,506) (a) — 93.3%			14,972,931

Other assets in excess of liabilities — 6.7%			1,068,844


NET ASSETS — 100.0%		$	16,041,775

(a)

See Notes to Financial Statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

See notes to financial statements.


2005 Annual Report		67

Gartmore U.S. Growth Leaders Fund

For the annual period ended Oct. 31, 2005, the Gartmore U.S. Growth Leaders Fund (Class A at NAV) returned 17.31% versus 8.72% for its benchmark, the S&P 500® Index. For broader comparison, the average return for the Fund’s Lipper peer category of Multi-Cap Growth Funds was 12.95%.

During the reporting period, the U.S. economy and the equity markets experienced a considerable amount of volatility. Late in the first calendar quarter of 2005, and into the second quarter, the fear of inflation heightened as the Federal Reserve Board continued to raise short-term interest rates; as a result, the market began trending downward. Toward the end of the second quarter, however, it became evident that the Fed’s philosophy of increasing rates at a “measured pace” would not stave off economic growth at the level initially anticipated. Confounding expectations, particularly in light of the devastation brought to the Gulf Coast by Hurricanes Katrina and Rita, gross domestic product growth accelerated from July through September.

Strong stock selection had a positive effect on the Fund’s portfolio during the period in contrast to sector allocations, which detracted from Fund performance.

On a stock-specific level, Google Inc. added significant value to the portfolio. Our philosophy states that we prefer companies that exhibit a faster rate of growth than that of the market, and Google is a prime example of such a candidate. Due to an increase in market share, Google’s earnings have risen more than 40% higher than anticipated at the start of the year. With a superior business model intact, nearly 70% of every revenue dollar goes directly to Google’s bottom line. Also adding value to the Fund was retailer Nordstrom, Inc. The company is well-positioned in the high-end retail market, and as a result of extending its growth margins has seen positive earnings revisions.

Among significant detractors from Fund performance, was Fund holding VeriSign, Inc., a premiere Internet security vendor and domain distributor that saw significant declines as its wireless ring tone market dropped off faster than expected in the second and third quarters of 2005. Also of note, Fund holding Investors Financial Services Corp., a trust bank, declined as the yield curve [a plotted graph line of the yields (or interest rates) on long-term and short-term maturity bonds, usually treasury securities] compressed during the spring, putting pressure on the company’s earnings.

The economy has shown a high degree of resiliency during the past 12 months; despite having to face many obstacles, the economy has continued to grow, leaving us with a positive outlook on the market. We believe that the Fed will soon ease up on interest rates, and when that happens we expect to see price/earnings multiples expand, signaling a positive event for the Fund. As always, we maintain our strategy of investing in growth companies that have the potential to generate positive earnings revisions and positive growth rates relative to the market.

Portfolio Managers:

Christopher Baggini, CFA and Douglas Burtnick, CFA


68		Annual Report 2005


Fund Performance		Gartmore U.S. Growth Leaders Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	17.31%	-2.16%	0.80%
	w/SC³	10.54%	-3.31%	-0.31%
Class B	w/o SC²	16.38%	-2.86%	0.09%
	w/SC⁴	11.38%	-3.23%	-0.09%
Class C⁵	w/o SC²	16.41%	-2.74%	0.21%
	w/SC⁶	15.41%	-2.74%	0.21%
Class R^7,8		17.41%	-2.62%	0.33%
Institutional Class^7,9		17.69%	-1.90%	1.08%
Institutional Service Class⁷		17.35%	-1.96%	1.03%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on June 30, 2000.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵

These returns until the creation of Class C shares (3/1/01) include the performance of the Fund’s Class B shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is substantially similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as Class B shares and have the same expenses after any fee waivers or reimbursements. For Class C shares returns with sales charges, these returns have been restated for the applicable sales charges.

⁶	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁷	Not subject to any sales charges.

⁸

These returns until the creation of Class R shares (10/1/03) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares invest in the same portfolio of securities as Class B shares.

⁹

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore U.S. Growth Leaders Fund, S&P 500 Index (S&P 500)(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The S&P 500 is an unmanaged index of 500 widely held stocks of large U.S. companies that gives a broad look at how the stock prices of large U.S. companies have performed.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		69

Shareholder

Expense Example

Gartmore U.S. Growth Leaders Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


U.S. Growth Leaders Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,119.10	$	8.12	1.52%
	Hypothetical	¹	$	1,000.00	$	1,017.34	$	7.76	1.52%
Class B	Actual		$	1,000.00	$	1,113.80	$	11.67	2.19%
	Hypothetical	¹	$	1,000.00	$	1,013.96	$	11.18	2.19%
Class C	Actual		$	1,000.00	$	1,114.30	$	11.72	2.20%
	Hypothetical	¹	$	1,000.00	$	1,013.91	$	11.23	2.20%
Class R	Actual		$	1,000.00	$	1,118.70	$	9.88	1.85%
	Hypothetical	¹	$	1,000.00	$	1,015.67	$	9.44	1.85%
Institutional Service Class	Actual		$	1,000.00	$	1,118.80	$	7.64	1.43%
	Hypothetical	¹	$	1,000.00	$	1,017.79	$	7.30	1.43%
Institutional Class	Actual		$	1,000.00	$	1,119.60	$	6.41	1.20%
	Hypothetical	¹	$	1,000.00	$	1,018.95	$	6.12	1.20%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


70		Annual Report 2005


Portfolio Summary		Gartmore U.S. Growth Leaders Fund

October 31, 2005


Asset Allocation
Common Stock		99.2%
Cash Equivalents		3.1%
Other Investments*		11.2%
Liabilities in excess of Other Assets**		-13.5%

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Computer Software & Services		18.7%
Healthcare		16.6%
Retail		13.5%
Financial Services		8.6%
Telecommunications		8.0%
Oil & Gas		7.6%
Semiconductors		5.9%
Hotels/Casinos		3.7%
E-Commerce/Services		3.4%
Aerospace & Defense		3.4%
Other Industries		10.6%

		100.0%


Top Holdings***
UnitedHealth Group, Inc.		5.9%
Amgen, Inc.		4.9%
Google, Inc.		4.3%
McAfee, Inc.		3.9%
Brinker International, Inc.		3.7%
Starwood Hotels & Resorts Worldwide, Inc.		3.7%
Home Depot, Inc.		3.7%
T. Rowe Price Group, Inc.		3.5%
Kohl’s Corp.		3.4%
Monster Worldwide, Inc.		3.4%
Other Holdings		59.6%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		71

Statement of Investments

October 31, 2005

Gartmore U.S. Growth Leaders Fund

LOGO

Common Stocks (99.2%)


	Shares or Principal Amount	Value

Aerospace & Defense (3.4%)
Boeing Co. (The)	59,900	$	3,871,936

Banks (2.2%)
Marshall & Ilsley Corp.	60,060		2,580,178

Computer Software & Services (18.6%)
Business Objects S.A. ADR — FR (b) (c)	64,970		2,226,522
Cognizant Technology Solutions Corp., Class A (b)	70,140		3,084,757
F5 Networks, Inc. (b) (c)	72,480		3,771,134
Google, Inc. (b)	13,330		4,960,626
Hyperion Solutions Corp. (b)	61,640		2,980,910
McAfee, Inc. (b)	147,500		4,429,425

			21,453,374

Consumer Products (3.2%)
Colgate-Palmolive Co.	70,300		3,723,088

E-Commerce/Services (3.4%)
Monster Worldwide, Inc. (b)	118,880		3,900,453

Financial Services (8.6%)
E*TRADE Financial Corp. (b)	124,300		2,305,765
Goldman Sachs Group, Inc.	28,050		3,544,679
T. Rowe Price Group, Inc.	61,540		4,032,100

			9,882,544

Healthcare (16.6%)
Amgen, Inc. (b)	73,610		5,576,694
Medco Health Solutions, Inc. (b)	60,150		3,398,475
St. Jude Medical, Inc. (b)	69,270		3,329,809
UnitedHealth Group, Inc.	116,660		6,753,448

			19,058,426

Hotels/Casinos (3.7%)
Starwood Hotels & Resorts Worldwide, Inc.	72,360		4,227,995

Insurance (2.3%)
PartnerRe Ltd.	41,420		2,639,282


	Shares or Principal Amount		Value

Machinery (2.2%)
Cymer, Inc. (b) (c)		72,200	$	2,516,170

Oil & Gas (7.6%)
ENSCO International, Inc.		58,640		2,673,398
Halliburton Co.		38,830		2,294,853
Praxair, Inc.		76,280		3,768,994

				8,737,245

Retail (13.5%)
Abercrombie & Fitch Co.		58,990		3,066,890
Brinker International, Inc. (b) (c)		111,580		4,253,430
Home Depot, Inc.		102,720		4,215,629
Kohl’s Corp. (b)		82,180		3,955,323

				15,491,272

Semiconductors (5.9%)
Broadcom Corp., Class A (b)		67,850		2,880,911
National Semiconductor Corp.		171,960		3,891,455

				6,772,366

Telecommunications (8.0%)
Comverse Technology, Inc. (b)		128,700		3,230,370
Corning, Inc. (b)		124,770		2,506,629
QUALCOMM, Inc.		88,690		3,526,315

				9,263,314


Total Common Stocks				114,117,643


Cash Equivalents (3.1%)
Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $3,511,370)	$	3,510,990		3,510,990


Total Cash Equivalents				3,510,990


72		Annual Report 2005

Short-Term Securities Held as Collateral for Securities

Lending (11.2%)


	Shares or Principal Amount		Value

Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	12,814,285	$	12,814,285


Total Short-Term Securities Held as Collateral for Securities Lending				12,814,285


Total Investments (Cost $127,645,430) (a) — 113.5%				130,442,918

Liabilities in excess of other assets — (13.5)%				(15,473,210	)


NET ASSETS — 100.0%			$	114,969,708

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

All or part of the security was on loan as of October 31, 2005.

ADR

American Depositary Receipt

France

See notes to financial statements.


2005 Annual Report		73

Gartmore Worldwide Leaders Fund

For the annual period ended Oct. 31, 2005, the Gartmore Worldwide Leaders Fund (Class A at NAV) returned 23.44% versus 13.27% for its benchmark, the Morgan Stanley Capital International (MSCI) World Index. For broader comparison, the average return for the Fund’s Lipper peer category of Global Large-Cap Core Funds was 12.98%.

In economic terms, the reporting period was characterized by all-time nominal highs for oil prices, with inflation creeping upward, as well as strong U.S. growth. Most notable was the record oil price, which peaked at about $70 per barrel at the end of August. Nevertheless, extreme oil prices did not stoke inflation to the extent expected, partly due to the widespread use of modern, energy-efficient products and partly due to the deflationary effects of cheaper exports from emerging markets, notably China.

In this environment, U.S. growth remained strong, job creation and rising housing prices supported consumption but gave rise to fears of higher prices pervading the economy. As a result, the Federal Reserve Board tightened monetary policy such that interest rates stood at 3.75% at the end of September. In the latter part of the year, both Europe and Japan showed increasing signs of recovery. Europe was buoyed by export growth on the back of the weak euro, with business confidence and investment on the increase. In Japan, meanwhile, rising real incomes and capital expenditure led to hopes of a recovery. Expectations rose when Prime Minister Junichiro Koizumi achieved a resounding victory in parliamentary elections, which gave his government a solid mandate for reform.

Equity prices appeared disconnected from underlying fundamentals during the reporting period but in fact represented a forward-looking view. The most notable laggard remained the United States, which advanced 8.7% according to the S&P 500® Index. This compared to an overall performance for the MSCI World Index of around 13% and reflected expensive valuations relative to those of other international markets. Emerging-market and Pacific equities performed the strongest, with Latin American markets delivering a notably robust performance on the back of strong commodity prices. Elsewhere, Japan and Europe (including the United Kingdom) also were strong, driven by hopes of economic recovery, strong corporate profitability and expectations of higher levels of merger-and-acquisition activity.

Drilling down to the stock level, U.S. firms Apple Computer, Inc. and ConocoPhillips contributed most to Fund performance. Apple has been resurgent due to the design quality of its products, not the least of which is its iPod music player. Meanwhile, oil firm ConocoPhillips has benefited from bottlenecks in refinery capacity that were brought to light by the aftermath of Hurricane Katrina but which were longstanding issues. Other contributors to Fund performance in the commodities arena included Japanese firm Sumitomo Metal Industries, Ltd. and BHP Billiton. Meanwhile another contributor to Fund performance, O2 PLC, made gains on subscriber growth and a bid by Spain’s Telefónica S.A.

On the downside, our exposure to media stocks ITV PLC and The News Corp. Ltd. detracted most from Fund performance. We opened holdings in The News Corp. after the company’s listing was shifted from Australia to the United States. The expected bounce from greater analyst coverage, however, did not occur, while a long-running dispute with a major shareholder went unresolved. In the case of the Fund holdings in U.K. terrestrial television firm ITV, advertising revenues disappointed on greater satellite and cable competition. We had also expected a bid for ITV, but none materialized. Elsewhere, our holding in sportswear firm Adidas-Salomon AG also was disappointing. The firm gained ground at the time of its bid for Reebok International Ltd. but has been weak since the middle of the summer as investors anticipate a slowdown in U.S. consumer spending.

We remain positive in our outlook for global growth, retaining our general strategy. Our country and sector stances are built from the bottom up and tend to reflect our views in aggregate. We remain underweight in the United States, where valuations appear stretched, notwithstanding the resilience of corporate profitability. Meanwhile, we are now underweight in Europe holdings, believing that essential structural reforms are unlikely to be enacted at present. We prefer the Asia Pacific region, having an overweight position in South Korea as well as Australia. Our most significant overweight remains in Japan, which we believe can continue to recover, given the current emphasis on growth driven by domestic demand. Overall valuations in the region do not appear stretched and should support equity prices.

Portfolio Manager:

Neil Rogan


74		Annual Report 2005


Fund Performance		Gartmore Worldwide Leaders Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	23.44%	0.35%	-1.43%
	w/SC³	16.32%	-0.84%	-2.55%
Class B	w/o SC²	22.70%	-0.34%	-2.11%
	w/SC⁴	17.70%	-0.74%	-2.30%
Class C⁵	w/o SC²	22.81%	-0.24%	-2.01%
	w/SC⁶	21.81%	-0.24%	-2.01%
Class R^7,8		23.33%	-0.13%	-1.91%
Institutional Class^7,9		23.81%	0.63%	-1.17%
Institutional Service Class⁷		23.48%	0.57%	-1.22%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on August 30, 2000.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵

These returns until the creation of Class C shares (3/1/01) include the performance of the Fund’s Class B shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is substantially similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as Class B shares and have the same expenses after any fee waivers or reimbursements. For Class C shares returns with sales charges, these returns have been restated for the applicable sales charges.

⁶	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁷	Not subject to any sales charges.

⁸

These returns until the creation of Class R shares (10/1/03) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares invest in the same portfolio of securities as Class B shares.

⁹

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Worldwide Leaders Fund, the Morgan Stanley Capital International World Index (MSCI World)(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The MSCI World- an unmanaged index of companies whose securities are listed on the stock exchanges of the U.S., Europe, Canada, Australia and the Far East- gives a broad look at how the stock prices of these companies have performed.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		75

Shareholder

Expense Example

Gartmore Worldwide Leaders Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Worldwide Leaders Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,151.90	$	9.17	1.69%
	Hypothetical	¹	$	1,000.00	$	1,016.48	$	8.63	1.69%
Class B	Actual		$	1,000.00	$	1,147.60	$	12.99	2.40%
	Hypothetical	¹	$	1,000.00	$	1,012.90	$	12.25	2.40%
Class C	Actual		$	1,000.00	$	1,148.30	$	13.00	2.40%
	Hypothetical	¹	$	1,000.00	$	1,012.90	$	12.25	2.40%
Class R	Actual		$	1,000.00	$	1,150.50	$	9.54	1.76%
	Hypothetical	¹	$	1,000.00	$	1,016.13	$	8.98	1.76%
Institutional Service Class	Actual		$	1,000.00	$	1,151.50	$	8.95	1.65%
	Hypothetical	¹	$	1,000.00	$	1,016.68	$	8.42	1.65%
Institutional Class	Actual		$	1,000.00	$	1,152.50	$	7.60	1.40%
	Hypothetical	¹	$	1,000.00	$	1,017.94	$	7.15	1.40%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


76		Annual Report 2005


Portfolio Summary		Gartmore Worldwide Leaders Fund

October 31, 2005


Asset Allocation
Common Stocks		96.0%
Cash Equivalents		4.8%
Other Investments*		11.9%
Liabilities in excess of Other Assets**		–12.7%

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Telecommunications		10.8%
Oil & Gas		10.7%
Financial Services		10.1%
Retail		8.0%
Computer Software & Services		6.2%
Consumer Goods		5.6%
Electronics		4.6%
Banking		4.5%
Semiconductors		4.4%
Restaurants		4.1%
Other Industries		31.0%

		100.0%


Top Holdings***
ConocoPhillips		4.7%
UniCredito Italiano SPA		4.6%
McDonald’s Corp.		4.2%
Tiffany & Co.		4.2%
Mitsui Fudosan Co. Ltd.		4.1%
O2 PLC		3.9%
The Procter & Gamble Co.		3.9%
Apple Computer, Inc.		3.8%
Suncor Energy, Inc.		3.6%
Groupe Danone		3.3%
Other Holdings		59.7%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		77

Statement of Investments

October 31, 2005

Gartmore Worldwide Leaders Fund

LOGO

Common Stocks (96.0%)


	Shares or Principal Amount	Value

AUSTRALIA (3.8%)
Coal (1.4%)
Excel Coal Ltd. (c)	104,729	$	528,772

Computer Software & Services (2.4%)
Computershare Ltd. (c)	183,980		905,675

			1,434,447

CANADA (3.6%)
Oil & Gas (3.6%)
Suncor Energy, Inc.	25,200		1,348,780

FRANCE (3.3%)
Food Products & Services (3.3%)
Groupe Danone (c)	12,100		1,229,784

GERMANY (1.8%)
Consumer Goods (1.8%)
Adidas-Salomon AG (c)	4,000		671,091

GREECE (1.5%)
Telecommunications (1.5%)
Hellenic Telecommunications Organization SA (b) (c)	26,900		555,088

ITALY (4.5%)
Banking (4.5%)
UniCredito Italiano SPA (c)	305,000		1,703,009

JAPAN (18.1%)
Airlines (2.4%)
Japan Airlines System Corp (c)	341,000		896,013

Electronics (2.0%)
Nippon Electric Glass Co. Ltd. (c)	40,000		765,846

Financial Services (5.1%)
Matsui Securities Co. Ltd. (c)	71,200		791,260
Mitsubishi UFJ Financial Group, Inc. (c)	89		1,118,784

			1,910,044

Oil & Gas (2.5%)
Nippon Oil Corp. (c)	108,000		922,469

Real Estate (4.1%)
Mitsui Fudosan Co. Ltd. (c)	94,000		1,539,056


	Shares or Principal Amount	Value

JAPAN (continued)
Retail (2.0%)
The Daiei, Inc. (b) (c)	29,050	$	731,814

			6,765,242

SOUTH KOREA (4.4%)
Semiconductors (4.4%)
Hynix Semiconductor, Inc. (b) (c)	32,700		602,067
Samsung Electronics Co. Ltd. (c)	1,290		687,159
Samsung Electronics Co. Ltd. — GDR	1,300		349,375

			1,638,601

SWITZERLAND (2.0%)
Financial Services (2.0%)
Julius Baer Holding Ltd. (b) (c)	9,700		753,021

UNITED KINGDOM (12.0%)
Aerospace & Defense (2.1%)
BAE Systems PLC (c)	136,000		795,714

Mining (2.0%)
BHP Billiton PLC (c)	50,400		741,580

Telecommunications (6.4%)
O2 PLC (c)	400,200		1,457,674
Vodafone Group PLC (c)	356,000		934,571

			2,392,245

Water & Sewage Services (1.5%)
Pennon Group PLC (c)	28,498		539,791

			4,469,330

UNITED STATES (40.9%)
Computer Software & Services (3.8%)
Apple Computer, Inc. (b)	24,400		1,405,196

Consumer Goods (3.8%)
The Procter & Gamble Co.	25.638		1,435,444

Electronics (2.6%)
Advanced Micro Devices, Inc. (b)	42,400		984,528

Entertainment (0.6%)
CKX, Inc. (b)	17,800		223,212

Financial Services (2.9%)
JP Morgan Chase & Co.	30,100		1,102,262

Healthcare Services (2.0%)
Health Net, Inc. (b)	15,900		744,756


78		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount		Value

UNITED STATES (continued)
Machinery & Equipment (2.8%)
Caterpillar, Inc.		19,900	$	1,046,541

Medical Systems (2.1%)
Davita, Inc. (b)		15,700		772,126

Oil & Gas (4.7%)
ConocoPhillips		26,700		1,745,646

Pharmaceuticals (2.6%)
Pfizer, Inc.		44,000		956,560

Restaurants (4.1%)
McDonald’s Corp.		49,100		1,551,560

Retail (6.0%)
J.C. Penney, Inc.		13,300		680,960
Tiffany & Co.		39,300		1,548,420

				2,229,380

Telecommunications (2.9%)
Alltel Corp.		17,300		1,070,178

				15,267,389


Total Common Stocks				35,835,782


Cash Equivalents (4.8%)
Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $1,798,797)	$	1,798,605		1,798,605


Total Cash Equivalents				1,798,605

Short-Term Securities Held as Collateral for Securities

Lending (11.9%)


	Shares or Principal Amount		Value
Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	4,426,550	$	4,426,550


Total Short-Term Securities Held as Collateral for Securities Lending				4,426,550


Total Investments (Cost $39,648,914) (a) — 112.7%				42,060,937

Liabilities in excess of other assets — (12.7%)				(4,752,133	)


NET ASSETS — 100.0%			$	37,308,804

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

Fair valued security

GDR

Global Depositary Receipt

At October 31, 2005, the Fund’s open forward currency contracts were as follows:


Currency	Delivery Date	Contract Value			Market Value			Unrealized Appreciation/ (Depreciation)
Short Contracts:
British Pound	11/01/05	$	(497,755	)	$	(493,678	)	$	4,077

Total Short Contracts		$	(497,755	)	$	(493,678	)	$	4,077


Long Contracts:
Japanese Yen	11/02/05	$	303,151		$	300,122		$	(3,029	)
Japanese Yen	11/04/05		100,376			99,932			(444	)

Total Long Contracts			$403,527		$	400,053		$	(3,473	)

See notes to financial statements.


2005 Annual Report		79

Statements of Assets and Liabilities

October 31, 2005


	Gartmore Mid Cap Growth Leaders Fund			Gartmore Nationwide Leaders Fund			Gartmore Small Cap Leaders Fund			Gartmore U.S. Growth Leaders Fund		Gartmore Worldwide Leaders Fund
Assets:
Investments, at value (cost $37,080,587; $14,335,697; $15,015,506; $124,134,440; and $37,850,309, respectively)	$	40,123,569		$	14,259,378		$	14,972,931		$	126,931,928	$	40,262,332
Repurchase agreements, at cost and value		—			1,025,551			—			3,510,990		1,798,605

Total Investments		40,123,569			15,284,929			14,972,931			130,442,918		42,060,937

Cash		1,142			—			844,463			—		—
Foreign currency, at value (cost $0; $0; $0; $0 and $772; respectively)		—			—			—			—		761
Interest and dividends receivable		9,314			37,320			17,670			58,346		52,436
Receivable for capital shares issued		5,237			40,621			5,115			1,307,679		225,769
Receivable for investments sold		—			360,490			1,173,425			4,844,471		3,001,307
Unrealized appreciation on forward foreign currency contracts		—			—			—			—		604
Receivable from adviser		5,551			—			6,939			—		—
Reclaims receivable		—			—			—			—		11,883
Prepaid expenses and other assets		14,940			15,132			2,102			22,665		25,753

Total Assets		40,159,753			15,738,492			17,022,645			136,676,079		45,379,450


Liabilities:
Payable to adviser		—			9,474			—			31,509		70
Payable for investments purchased		—			886,899			946,992			8,607,137		3,523,343
Payable for capital shares redeemed		46,944			24,618			6,306			73,010		33,439
Payable for return of collateral received for securities on loan		2,121,265			—			—			12,814,285		4,426,550
Accrued expenses and other payables
Investment advisory fees		25,806			8,173			12,867			101,120		29,821
Fund administration and transfer agent fees		6,799			1,915			1,911			9,347		12,634
Distribution fees		4,630			3,361			6,642			37,472		7,550
Administrative servicing fees		240			2,000			1,882			20,833		12,859
Trustee fees		91			32			35			219		82
Other		15,807			1,302			4,235			11,439		24,298

Total Liabilities		2,221,582			937,774			980,870			21,706,371		8,070,646

Net Assets	$	37,938,171		$	14,800,718		$	16,041,775		$	114,969,708	$	37,308,804


Represented by:
Capital	$	67,804,040		$	13,264,785		$	15,838,275		$	104,339,503	$	72,908,016
Accumulated net investment income (loss)		2,390			22,283			—			—		(601	)
Accumulated net realized gains (losses) from investment and foreign currency transactions		(32,911,241	)		1,589,969			246,075			7,832,717		(38,011,791	)
Net unrealized appreciation (depreciation) on investments and translation of assets and liabilities denominated in foreign currencies		3,042,982			(76,319	)		(42,575	)		2,797,488		2,413,180

Net Assets	$	37,938,171		$	14,800,718		$	16,041,775		$	114,969,708	$	37,308,804

See notes to financial statements.


80		Annual Report 2005

Statements of Assets and Liabilities (Continued)

October 31, 2005


	Gartmore Mid Cap Growth Leaders Fund			Gartmore Nationwide Leaders Fund			Gartmore Small Cap Leaders Fund			Gartmore U.S. Growth Leaders Fund			Gartmore Worldwide Leaders Fund
Net Assets:
Class A Shares	$	6,624,366		$	5,309,305		$	5,449,080		$	76,762,137		$	32,404,054
Class B Shares		3,387,447			768,673			888,213			4,253,347			342,939
Class C Shares		429,339			2,046,127			5,657,446			22,773,566			675,885
Class D Shares		11,232,482			—			—			—			—
Class R Shares		1,214			1,331			1,005			637,175			1,382
Institutional Service Class Shares		—			6,674,063			1,010			8,806,211			3,883,244
Institutional Class Shares		16,263,323			1,219			4,045,021			1,737,272			1,302

Total	$	37,938,171		$	14,800,718		$	16,041,775		$	114,969,708		$	37,308,804

Shares outstanding (unlimited number of shares authorized):
Class A Shares		481,857			381,441			540,365			7,710,174			3,503,470
Class B Shares		265,952			56,421			88,598			443,321			38,381
Class C Shares		33,682			150,268			563,637			2,359,611			75,309
Class D Shares		799,516			—			—			—			—
Class R Shares		87			97			100			65,622			154
Institutional Service Class Shares		—			478,118			100			873,519			415,514
Institutional Class Shares		1,158,390			87			400,000			171,890			139

Total		2,739,484			1,066,432			1,592,800			11,624,137			4,032,967

Net asset value and redemption price per share:
Class A Shares	$	13.75		$	13.92		$	10.08		$	9.96		$	9.25
Class B Shares (a)	$	12.74		$	13.62		$	10.03		$	9.59		$	8.94
Class C Shares (b)	$	12.75		$	13.62		$	10.04		$	9.65		$	8.97
Class D Shares	$	14.05		$	—		$	—		$	—		$	—
Class R Shares	$	13.93		$	13.73	(c)	$	10.05		$	9.71		$	9.02	(c)
Institutional Service Class Shares	$	—		$	13.96		$	10.10		$	10.08		$	9.35
Institutional Class Shares	$	14.04		$	13.96	(c)	$	10.11		$	10.11		$	9.37	(c)

Maximum offering price per share (100%/(100%-maximum sales charge) of net asset value adjusted to the nearest cent):
Class A Shares	$	14.59		$	14.77		$	10.69		$	10.57		$	9.81
Class D Shares	$	14.71		$	—		$	—		$	—		$	—

Maximum Sales Charge — Class A Shares		5.75	%		5.75	%		5.75	%		5.75	%		5.75	%

Maximum Sales Charge — Class D Shares		4.50	%		—			—			—			—

(a)	For Class B shares, the redemption price per share varies by length of time shares are held.

(b)	For Class C shares, the redemption price per share is reduced by 1.00% for shares held less than one year.

(c)	Due to rounding, Net Assets divided by shares outstanding does not equal the NAV.

See notes to financial statements.


2005 Annual Report		81

Statements of Operations

October 31, 2005


	Gartmore Mid Cap Growth Leaders Fund			Gartmore Nationwide Leaders Fund			Gartmore Small Cap Leaders Fund (a)			Gartmore U.S. Growth Leaders Fund			Gartmore Worldwide Leaders Fund
INVESTMENT INCOME:
Interest income	$	63,113		$	22,369		$	1,385		$	96,748		$	22,536
Dividend income (net of foreign withholding tax of $0; $0; $0; $0; and $61,617; respectively)		165,743			229,741			133,431			324,549			447,800
Income from securities lending		7,112			—			5,946			8,271			13,859

Total Income		235,968			252,110			140,762			429,568			484,195


Expenses:
Investment advisory fees		253,442			85,651			92,899			574,027			318,285
Fund administration and transfer agent fees		52,342			15,321			16,711			96,852			68,428
Distribution fees Class A		15,334			8,947			7,193			103,886			78,545
Distribution fees Class B		34,643			5,874			3,131			33,719			1,692
Distribution fees Class C		1,479			10,051			32,350			101,246			2,430
Distribution fees Class R		4			4			3			99			4
Administrative servicing fees Class A		3,631			1,879			1,900			31,799			14,580
Administrative servicing fees Class R		—			—			3			—			—
Administrative servicing fees Institutional Service Class		—			11,716			—			17,946			5,562
Custodian fees		33,416			2,113			13,560			12,841			46,381
Legal fees		3,234			1,018			23,969			7,063			4,390
Registration and filing fees		53,958			44,935			55,096			58,464			49,788
Printing fees		71,441			4,621			2,273			27,626			68,668
Trustee fees		1,156			383			355			2,382			1,360
Other		3,091			1,057			2,941			7,835			4,688

Total expenses before reimbursed expenses		527,171			193,570			252,384			1,075,785			664,801
Earnings credit (Note 5)		(8,104	)		(288	)		(13,474	)		(489	)		(592	)
Expenses reimbursed		(83,813	)		(31,180	)		(62,315	)		—			(84,058	)

Total Expenses		435,254			162,102			176,595			1,075,296			580,151

Net Investment Income (Loss)		(199,286	)		90,008			(35,833	)		(645,728	)		(95,956	)


REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS:
Net realized gains (losses) on investment transactions		2,941,837			1,615,318			263,061			9,000,143			6,761,315
Net realized gains (losses) on foreign currency transactions		—			—			—			—			5,168

Net realized gains (losses) on investment and foreign currency transactions		2,941,837			1,615,318			263,061			9,000,143			6,766,483
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies		2,204,404			(388,932	)		(42,575	)		36,165			422,042

Net realized/unrealized gains (losses) on investments and foreign currencies		5,146,241			1,226,386			220,486			9,036,308			7,188,525

CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	4,946,955		$	1,316,394		$	184,653		$	8,390,580		$	7,092,569

(a)	For the period from December 29, 2004 (commencement of operations) through October 31, 2005.

See notes to financial statements.


82		Annual Report 2005

Statements of Changes in Net Assets


	Gartmore Mid Cap Growth Leaders Fund						Gartmore Nationwide Leaders Fund						Gartmore Small Cap Leaders Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004			Period Ended October 31, 2005 (a)
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	(199,286	)	$	(191,348	)	$	90,008		$	(18,271	)	$	(35,833	)
Net realized gains (losses) on investment transactions		2,941,837			2,474,873			1,615,318			439,268			263,061
Net change in unrealized appreciation/depreciation on investments		2,204,404			(1,918,161	)		(388,932	)		(59,891	)		(42,575	)

Change in net assets resulting from operations		4,946,955			365,364			1,316,394			361,106			184,653


Distributions to Class A Shareholders from:
Net investment income		—			—			(24,752	)		—			—
Net realized gains on investments		—			—			(106,882	)		—			—

Distributions to Class B Shareholders from:
Net investment income		—			—			(1,131	)		—			—
Net realized gains on investments		—			—			(25,551	)		—			—

Distributions to Class C Shareholders from:
Net investment income		—			—			(3,506	)		—			—
Net realized gains on investments		—			—			(25,053	)		—			—

Distributions to Class R Shareholders from:
Net investment income		—			—			(7	)		—			—
Net realized gain on investment		—			—			(70	)		—			—

Distributions to Institutional Service Class Shareholders from:
Net investment income		—			—			(37,310	)		—			—
Net realized gains on investments		—			—			(164,117	)		—			—

Distributions to Institutional Class Shareholders from:
Net investment income		—			—			(10	)		—			—
Net realized gains on investment		—			—			(62	)		—			—

Change in net assets from shareholder distributions		—			—			(388,451	)		—			—

Change in net assets from capital transactions		12,963,046			(2,227,976	)		9,234,198			822,402			15,857,122

Change in net assets		17,910,001			(1,862,612	)		10,162,141			1,183,508			16,041,775

Net Assets:
Beginning of period		20,028,170			21,890,782			4,638,577			3,455,069			—

End of period	$	37,938,171		$	20,028,170		$	14,800,718		$	4,638,577		$	16,041,775

Accumulated net investment income (loss)	$	2,390		$	—		$	22,283		$	—		$	—

(a)	For the period from December 29, 2004 (commencement of operations) through October 31, 2005.

See notes to financial statements.


2005 Annual Report		83

Statements of Changes in Net Assets


	Gartmore U.S. Growth Leaders Fund						Gartmore Worldwide Leaders Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	(645,728	)	$	(332,326	)	$	(95,956	)	$	180,996
Net realized gains (losses) on investment and foreign currency transactions		9,000,143			(217,369	)		6,766,483			2,069,657
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies		36,165			1,185,980			422,042			122,533

Change in net assets resulting from operations		8,390,580			636,285			7,092,569			2,373,186


Distributions to Class A Shareholders from:
Net investment income		—			—			(112,974	)		—

Distributions to Class B Shareholders from:
Net investment income		—			—			(259	)		—

Distributions to Class C Shareholders from:
Net investment income		—			—			(106	)		—

Distributions to Class R Shareholders from:
Net investment income		—			—			(4	)		—

Distributions to Institutional Service Class Shareholders from:
Net investment income		—			—			(6,902	)		—

Distributions to Institutional Class Shareholders from:
Net investment income		—			—			(5	)		—

Change in net assets from shareholder distributions		—			—			(120,250	)		—

Change in net assets from capital transactions		71,491,013			15,543,896			(1,892,593	)		(6,548,427	)

Change in net assets		79,881,593			16,180,181			5,079,726			(4,175,241	)

Net Assets:
Beginning of period		35,088,115			18,907,934			32,229,078			36,404,319

End of period	$	114,969,708		$	35,088,115		$	37,308,804		$	32,229,078

Accumulated net investment income (loss)	$	—		$	—		$	(601	)	$	118,314

See notes to financial statements.


84		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Mid Cap Growth Leaders


			Investment Activities						Distributions								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	28.69	(0.16	)	(15.19	)	(15.35	)	(2.41	)	(2.41	)	$	10.93	(57.29%	)	$	6,601	1.63%		(1.00%	)	2.75%		(2.12%	)	698.74%
Year Ended October 31, 2002	$	10.93	(0.14	)	(2.29	)	(2.43	)	—		—		$	8.50	(22.23%	)	$	4,880	1.59%		(1.27%	)	2.20%		(1.88%	)	432.60%
Year Ended October 31, 2003	$	8.50	(0.12	)	2.92		2.80		—		—		$	11.30	32.94%		$	6,441	1.55%		(1.27%	)	1.99%		(1.71%	)	365.45%
Year Ended October 31, 2004	$	11.30	(0.12	)	0.34		0.22		—		—		$	11.52	1.95%		$	5,769	1.50%		(0.97%	)	1.98%		(1.44%	)	405.85%
Year Ended October 31, 2005	$	11.52	(0.09	)	2.32		2.23		—		—		$	13.75	19.36%		$	6,624	1.52%		(0.74%	)	1.82%		(1.03%	)	149.29%

Class B Shares
Year Ended October 31, 2001	$	28.24	(0.22	)	(15.21	)	(15.43	)	(2.41	)	(2.41	)	$	10.40	(58.60%	)	$	3,985	2.23%		(1.60%	)	3.67%		(3.04%	)	698.74%
Year Ended October 31, 2002	$	10.40	(0.19	)	(2.18	)	(2.37	)	—		—		$	8.03	(22.79%	)	$	3,005	2.25%		(1.94%	)	2.90%		(2.59%	)	432.60%
Year Ended October 31, 2003	$	8.03	(0.18	)	2.76		2.58		—		—		$	10.61	32.13%		$	3,663	2.24%		(1.96%	)	2.68%		(2.40%	)	365.45%
Year Ended October 31, 2004	$	10.61	(0.18	)	0.31		0.13		—		—		$	10.74	1.23%		$	3,324	2.20%		(1.66%	)	2.67%		(2.13%	)	405.85%
Year Ended October 31, 2005	$	10.74	(0.19	)	2.19		2.00		—		—		$	12.74	18.62%		$	3,387	2.22%		(1.43%	)	2.52%		(1.72%	)	149.29%

Class C Shares
Period Ended October 31, 2001 (d)	$	13.46	(0.07	)	(2.98	)	(3.05	)	—		—		$	10.41	(22.66%	)(e)	$	52	2.23%	(f)	(1.76%	)(f)	4.38%	(f)	(3.91%	)(f)	698.74%
Year Ended October 31, 2002	$	10.41	(0.19	)	(2.18	)	(2.37	)	—		—		$	8.04	(22.77%	)	$	45	2.25%		(1.94%	)	2.90%		(2.59%	)	432.60%
Year Ended October 31, 2003	$	8.04	(0.16	)	2.74		2.58		—		—		$	10.62	32.09%		$	69	2.24%		(1.96%	)	2.69%		(2.41%	)	365.45%
Year Ended October 31, 2004	$	10.62	(0.16	)	0.29		0.13		—		—		$	10.75	1.22%		$	77	2.20%		(1.65%	)	2.69%		(2.14%	)	405.85%
Year Ended October 31, 2005 (i)	$	10.75	(0.18	)	2.18		2.00		—		—		$	12.75	18.60%		$	429	2.23%		(1.45%	)	2.46%		(1.69%	)	149.29%

Class D Shares
Year Ended October 31, 2001	$	28.75	(0.11	)	(15.20	)	(15.31	)	(2.41	)	(2.41	)	$	11.03	(57.00%	)	$	15,079	1.30%		(0.69%	)	2.51%		(1.90%	)	698.74%
Year Ended October 31, 2002	$	11.03	(0.11	)	(2.32	)	(2.43	)	—		—		$	8.60	(22.03%	)	$	10,192	1.27%		(0.97%	)	1.90%		(1.60%	)	432.60%
Year Ended October 31, 2003	$	8.60	(0.10	)	2.97		2.87		—		—		$	11.47	33.37%		$	11,747	1.24%		(0.96%	)	1.69%		(1.40%	)	365.45%
Year Ended October 31, 2004	$	11.47	(0.08	)	0.34		0.26		—		—		$	11.73	2.27%		$	10,857	1.20%		(0.66%	)	1.67%		(1.13%	)	405.85%
Year Ended October 31, 2005	$	11.73	(0.06	)	2.38		2.32		—		—		$	14.05	19.78%		$	11,232	1.22%		(0.43%	)	1.52%		(0.72%	)	149.29%

Class R Shares
Period Ended October 31, 2004 (g)	$	11.47	(0.11	)	0.32		0.21		—		—		$	11.68	1.83%	(e)	$	1	1.72%	(f)	(1.16%	)(f)	2.09%	(f)	(1.53%	)(f)	405.85%
Year Ended October 31, 2005	$	11.68	(0.11	)	2.36		2.25		—		—		$	13.93	19.26%		$	1	1.60%		(0.83%	)	1.90%		(1.13%	)	149.29%

Institutional Class Shares
Period Ended October 31, 2004 (h)	$	11.23	(0.01	)	0.51		0.50		—		—		$	11.73	4.45%	(e)	$	1	1.08%	(f)	(0.69%	)(f)	2.50%	(f)	(2.11%	)(f)	405.85%
Year Ended October 31, 2005	$	11.73	(0.05	)	2.36		2.31		—		—		$	14.04	19.69%		$	16,263	1.23%		(0.51%	)	1.43%		(0.71%	)	149.29%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.

(e)	Not annualized.

(f)	Annualized.

(g)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(h)	For the period from September 28, 2004 (commencement of operations) through October 31, 2004.

(i)	Net investment income (loss) is based on average shares outstanding during the period.

See notes to financial statements.


2005 Annual Report		85

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Nationwide Leaders Fund


			Investment Activities						Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Period Ended October 31, 2002 (d)	$	10.00	0.02		(0.55	)	(0.53	)	(0.01	)	—		(0.01	)	$	9.46	(5.34%	)(f)	$	891	1.45%	(g)	0.23%	(g)	4.93%	(g)	(3.25%	)(g)	60.54%
Year Ended October 31, 2003	$	9.46	—		1.98		1.98		(0.04	)	—		(0.04	)	$	11.40	20.97%		$	1,351	1.45%		(0.04%	)	3.23%		(1.82%	)	196.86%
Year Ended October 31, 2004	$	11.40	(0.04	)	1.18		1.14		—		—		—		$	12.54	10.00%		$	1,445	1.47%		(0.31%	)	2.61%		(1.46%	)	230.95%
Year Ended October 31, 2005	$	12.54	0.10		2.12		2.22		(0.08	)	(0.76	)	(0.84	)	$	13.92	18.12%		$	5,309	1.51%		0.94%		1.80%		0.65%		522.67%

Class B Shares
Period Ended October 31, 2002 (d)	$	10.00	(0.05	)	(0.55	)	(0.60	)	—		—		—		$	9.40	(6.00%	)(f)	$	317	2.20%	(g)	(0.58%	)(g)	5.78%	(g)	(4.16%	)(g)	60.54%
Year Ended October 31, 2003	$	9.40	(0.09	)	1.97		1.88		(0.01	)	—		(0.01	)	$	11.27	20.08%		$	350	2.20%		(0.74%	)	4.11%		(2.65%	)	196.86%
Year Ended October 31, 2004	$	11.27	(0.12	)	1.17		1.05		—		—		—		$	12.32	9.32%		$	410	2.20%		(1.05%	)	3.34%		(2.20%	)	230.95%
Year Ended October 31, 2005	$	12.32	0.03		2.05		2.08		(0.02	)	(0.76	)	(0.78	)	$	13.62	17.25%		$	769	2.20%		0.32%		2.55%		(0.04%	)	522.67%

Class C Shares
Period Ended October 31, 2002 (d)	$	10.00	(0.05	)	(0.55	)	(0.60	)	—		—		—		$	9.40	(6.00%	)(f)	$	243	2.21%	(g)	(0.60%	)(g)	5.80%	(g)	(4.19%	)(g)	60.54%
Year Ended October 31, 2003	$	9.40	(0.08	)	1.96		1.88		(0.01	)	—		(0.01	)	$	11.27	20.08%		$	358	2.20%		(0.82%	)	3.95%		(2.57%	)	196.86%
Year Ended October 31, 2004	$	11.27	(0.12	)	1.16		1.04		—		—		—		$	12.31	9.32%		$	404	2.20%		(1.05%	)	3.34%		(2.20%	)	230.95%
Year Ended October 31, 2005	$	12.31	0.03		2.07		2.10		(0.03	)	(0.76	)	(0.79	)	$	13.62	17.30%		$	2,046	2.20%		0.40%		2.43%		0.18%		522.67%

Class R Shares
Period Ended October 31, 2003 (e)	$	10.98	(0.01	)	0.31		0.30		—		—		—		$	11.28	2.73%	(f)	$	1	1.80%	(g)	(1.11%	)(g)	1.90%	(g)	(1.21%	)(g)	196.86%
Year Ended October 31, 2004	$	11.28	(0.08	)	1.17		1.09		—		—		—		$	12.37	9.66%		$	1	1.81%		(0.69%	)	2.91%		(1.79%	)	230.95%
Year Ended October 31, 2005	$	12.37	0.14		2.06		2.20		(0.08	)	(0.76	)	(0.84	)	$	13.73	18.19%		$	1	1.45%		1.04%		1.79%		0.70%		522.67%

Institutional Service Class Shares
Period Ended October 31, 2002 (d)	$	10.00	0.03		(0.55	)	(0.52	)	(0.01	)	—		(0.01	)	$	9.47	(5.23%	)(f)	$	778	1.32%	(g)	0.39%	(g)	4.74%	(g)	(3.03%	)(g)	60.54%
Year Ended October 31, 2003	$	9.47	—		1.99		1.99		(0.04	)	—		(0.04	)	$	11.42	21.10%		$	1,395	1.38%		0.01%		3.06%		(1.67%	)	196.86%
Year Ended October 31, 2004	$	11.42	(0.03	)	1.18		1.15		—		—		—		$	12.57	10.07%		$	2,377	1.41%		(0.27%	)	2.56%		(1.42%	)	230.95%
Year Ended October 31, 2005	$	12.57	0.12		2.12		2.24		(0.09	)	(0.76	)	(0.85	)	$	13.96	18.23%		$	6,674	1.43%		0.98%		1.75%		0.66%		522.67%

Institutional Class Shares
Period Ended October 31, 2004 (h)	$	12.22	(0.01	)	0.37		0.36		—		—		—		$	12.58	2.95%	(f)	$	1	1.12%	(g)	(0.17%	)(g)	2.44%	(g)	(1.50%	)(g)	230.95%
Year Ended October 31, 2005	$	12.58	0.17		2.09		2.26		(0.12	)	(0.76	)	(0.88	)	$	13.96	18.37%		$	1	1.20%		1.23%		1.77%		0.72%		522.67%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from December 18, 2001 (commencement of operations) through October 31, 2002. Registration of shares effective with the Securities and Exchange Commission on December 28, 2001.

(e)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.

(f)	Not annualized.

(g)	Annualized.

(h)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

See notes to financial statements.


86		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Small Cap Leaders Fund


			Investment Activities								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments	Total from Investment Activities	Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Period Ended October 31, 2005 (d)	$	10.00	(0.01	)	0.09	0.08	$	10.08	0.80%	(e)	$	5,449	1.80%	(f)	(0.20%	)(f)	2.36%	(f)	(0.76%	)(f)	372.55%

Class B Shares
Period Ended October 31, 2005 (d)	$	10.00	(0.02	)	0.05	0.03	$	10.03	0.30%	(e)	$	888	2.49%	(f)	(0.88%	)(f)	3.00%	(f)	(1.39%	)(f)	372.55%

Class C Shares
Period Ended October 31, 2005 (d)	$	10.00	(0.04	)	0.08	0.04	$	10.04	0.40%	(e)	$	5,657	2.49%	(f)	(0.90%	)(f)	3.04%	(f)	(1.45%	)(f)	372.55%

Class R Shares
Period Ended October 31, 2005 (d)	$	10.00	(0.06	)	0.11	0.05	$	10.05	0.50%	(e)	$	1	2.26%	(f)	(0.74%	)(f)	3.03%	(f)	(1.51%	)(f)	372.55%

Institutional Service Class Shares
Period Ended October 31, 2005 (d)	$	10.00	—		0.10	0.10	$	10.10	1.00%	(e)	$	1	1.57%	(f)	(0.04%	)(f)	2.21%	(f)	(0.69%	)(f)	372.55%

Institutional Class Shares
Period Ended October 31, 2005 (d)	$	10.00	(0.01	)	0.12	0.11	$	10.11	1.10%	(e)	$	4,045	1.49%	(f)	0.05%	(f)	2.29%	(f)	(0.89%	)(f)	372.55%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from December 29, 2004 (commencement of operations) through October 31, 2005.

(e)	Not annualized.

(f)	Annualized.

See notes to financial statements.


2005 Annual Report		87

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore U.S. Growth Leaders Fund


			Investment Activities						Distributions								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	11.64	(0.08	)	(5.13	)	(5.21	)	(0.41	)	(0.41	)	$	6.02	(45.81%	)	$	1,195	1.60%		(1.04%	)	7.91%		(7.35%	)	944.67%
Year Ended October 31, 2002	$	6.02	(0.07	)	(0.46	)	(0.53	)	—		—		$	5.49	(8.80%	)	$	1,356	1.57%		(1.20%	)	3.04%		(2.67%	)	773.95%
Year Ended October 31, 2003	$	5.49	(0.03	)	2.76		2.73		—		—		$	8.22	49.73%		$	8,714	1.59%		(1.02%	)	2.10%		(1.54%	)	637.45%
Year Ended October 31, 2004	$	8.22	(0.07	)	0.34		0.27		—		—		$	8.49	3.28%		$	21,273	1.64%		(1.06%	)	1.80%		(1.23%	)	510.91%
Year Ended October 31, 2005	$	8.49	(0.05	)	1.52		1.47		—		—		$	9.96	17.31%		$	76,762	1.56%		(0.89%	)		(j)		(j)	442.04%

Class B Shares
Year Ended October 31, 2001	$	11.62	(0.11	)	(5.14	)	(5.25	)	(0.41	)	(0.41	)	$	5.96	(46.25%	)	$	772	2.20%		(1.66%	)	8.84%		(8.30%	)	944.67%
Year Ended October 31, 2002	$	5.96	(0.12	)	(0.44	)	(0.56	)	—		—		$	5.40	(9.40%	)	$	719	2.26%		(1.89%	)	3.88%		(3.51%	)	773.95%
Year Ended October 31, 2003 (e)	$	5.40	(0.11	)	2.74		2.63		—		—		$	8.03	48.70%		$	2,023	2.30%		(1.72%	)	2.96%		(2.38%	)	637.45%
Year Ended October 31, 2004	$	8.03	(0.13	)	0.34		0.21		—		—		$	8.24	2.62%		$	2,572	2.30%		(1.71%	)	2.45%		(1.86%	)	510.91%
Year Ended October 31, 2005	$	8.24	(0.12	)	1.47		1.35		—		—		$	9.59	16.38%		$	4,253	2.24%		(1.53%	)		(j)		(j)	442.04%

Class C Shares
Period Ended October 31, 2001 (d)	$	6.45	(0.04	)	(0.41	)	(0.45	)	—		—		$	6.00	(6.98%	)(g)	$	9	2.20%	(h)	(1.77%	)(h)	9.87%	(h)	(9.44%	)(h)	944.67%
Year Ended October 31, 2002 (e)	$	6.00	(0.12	)	(0.44	)	(0.56	)	—		—		$	5.44	(9.33%	)	$	16	2.27%		(1.89%	)	3.69%		(3.31%	)	773.95%
Year Ended October 31, 2003 (e)	$	5.44	(0.13	)	2.77		2.64		—		—		$	8.08	48.53%		$	1,606	2.30%		(1.76%	)	2.60%		(2.07%	)	637.45%
Year Ended October 31, 2004	$	8.08	(0.11	)	0.32		0.21		—		—		$	8.29	2.60%		$	4,000	2.30%		(1.74%	)	2.47%		(1.91%	)	510.91%
Year Ended October 31, 2005 (e)	$	8.29	(0.15	)	1.51		1.36		—		—		$	9.65	16.41%		$	22,774	2.22%		(1.56%	)		(j)		(j)	442.04%

Class R Shares
Period Ended October 31, 2003 (f)	$	7.49	(0.01	)	0.56		0.55		—		—		$	8.04	7.34%	(g)	$	1	1.90%	(h)	(1.64%	)(h)	2.00%	(h)	(1.74%	)(h)	637.45%
Year Ended October 31, 2004	$	8.04	(0.11	)	0.34		0.23		—		—		$	8.27	2.86%		$	1	1.89%		(1.33%	)	2.20%		(1.64%	)	510.91%
Year Ended October 31, 2005	$	8.27	—		1.44		1.44		—		—		$	9.71	17.41%		$	637	1.54%		(0.93%	)		(j)		(j)	442.04%

Institutional Service Class Shares
Year Ended October 31, 2001	$	11.66	(0.06	)	(5.13	)	(5.19	)	(0.41	)	(0.41	)	$	6.06	(45.55%	)	$	449	1.30%		(0.75%	)	7.39%		(6.84%	)	944.67%
Year Ended October 31, 2002 (e)	$	6.06	(0.06	)	(0.46	)	(0.52	)	—		—		$	5.54	(8.58%	)	$	853	1.32%		(0.95%	)	2.52%		(2.15%	)	773.95%
Year Ended October 31, 2003	$	5.54	(0.03	)	2.80		2.77		—		—		$	8.31	50.00%		$	6,563	1.50%		(0.94%	)	2.00%		(1.44%	)	637.45%
Year Ended October 31, 2004	$	8.31	(0.09	)	0.37		0.28		—		—		$	8.59	3.37%		$	7,008	1.54%		(0.93%	)	1.68%		(1.08%	)	510.91%
Year Ended October 31, 2005	$	8.59	(0.07	)	1.56		1.49		—		—		$	10.08	17.35%		$	8,806	1.48%		(0.77%	)		(j)		(j)	442.04%

Institutional Class Shares
Period Ended October 31, 2004 (i)	$	8.62	(0.02	)	(0.01	)	(0.03	)	—		—		$	8.59	(0.35%	)(g)	$	234	1.30%	(h)	(0.83%	)(h)	1.54%	(h)	(1.07%	)(h)	510.91%
Year Ended October 31, 2005	$	8.59	(0.03	)	1.55		1.52		—		—		$	10.11	17.69%		$	1,737	1.23%		(0.55%	)		(j)		(j)	442.04%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.

(e)	Net investment income (loss) is based on average shares outstanding during the period.

(f)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.

(g)	Not annualized.

(h)	Annualized.

(i)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(j)	There were no fee reductions in this period.

See notes to financial statements.


88		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Worldwide Leaders Fund


			Investment Activities						Distributions								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	9.12	(0.01	)	(2.85	)	(2.86	)	—		—		$	6.26	(31.36%	)	$	1,096	1.75%		(0.19%	)	5.71%		(4.15%	)	34.57%
Year Ended October 31, 2002	$	6.26	—		(0.76	)	(0.76	)	—		—		$	5.50	(12.14%	)	$	1,046	1.69%		(0.03%	)	2.60%		(0.94%	)	467.35%
Year Ended October 31, 2003	$	5.50	(0.02	)	1.53		1.51		—		—		$	7.01	27.45%		$	34,889	1.67%		(0.47%	)		(j)		(j)	689.06%
Year Ended October 31, 2004	$	7.01	0.05		0.46		0.51		—		—		$	7.52	7.28%		$	30,707	1.70%		0.53%		1.85%		0.38%		495.62%
Year Ended October 31, 2005	$	7.52	(0.02	)	1.78		1.76		(0.03	)	(0.03	)	$	9.25	23.44%		$	32,404	1.69%		(0.26%	)	1.94%		(0.50%	)	352.57%

Class B Shares
Year Ended October 31, 2001	$	9.11	(0.06	)	(2.85	)	(2.91	)	—		—		$	6.20	(31.94%	)	$	1,051	2.35%		(0.78%	)	6.47%		(4.90%	)	34.57%
Year Ended October 31, 2002	$	6.20	(0.04	)	(0.75	)	(0.79	)	—		—		$	5.41	(12.74%	)	$	936	2.39%		(0.72%	)	3.36%		(1.69%	)	467.35%
Year Ended October 31, 2003 (d)	$	5.41	(0.04	)	1.48		1.44		—		—		$	6.85	26.62%		$	96	2.39%		(0.72%	)		(j)		(j)	689.06%
Year Ended October 31, 2004	$	6.85	—		0.45		0.45		—		—		$	7.30	6.57%		$	122	2.40%		(0.13%	)	2.57%		(0.30%	)	495.62%
Year Ended October 31, 2005	$	7.30	(0.05	)	1.71		1.66		(0.02	)	(0.02	)	$	8.94	22.70%		$	343	2.41%		(0.94%	)	2.64%		(1.18%	)	352.57%

Class C Shares
Period Ended October 31, 2001 (e)	$	7.77	(0.02	)	(1.52	)	(1.54	)	—		—		$	6.23	(19.82%	)(f)	$	20	2.35%	(g)	(1.04%	)(g)	7.40%	(g)	(6.09%	)(g)	34.57%
Year Ended October 31, 2002	$	6.23	(0.04	)	(0.75	)	(0.79	)	—		—		$	5.44	(12.68%	)	$	19	2.39%		(0.71%	)	3.41%		(1.73%	)	467.35%
Year Ended October 31, 2003	$	5.44	(0.06	)	1.51		1.45		—		—		$	6.89	26.65%		$	19	2.38%		(0.84%	)		(j)		(j)	689.06%
Year Ended October 31, 2004	$	6.89	—		0.44		0.44		—		—		$	7.33	6.39%		$	25	2.40%		(0.08%	)	2.57%		(0.25%	)	495.62%
Year Ended October 31, 2005	$	7.33	(0.05	)	1.71		1.66		(0.02	)	(0.02	)	$	8.97	22.81%		$	676	2.41%		(0.90%	)	2.65%		(1.15%	)	352.57%

Class R Shares
Period Ended October 31, 2003 (h)	$	6.55	(0.01	)	0.32		0.31		—		—		$	6.86	4.73%	(f)	$	1	1.87%	(g)	(1.05%	)(g)	1.97%	(g)	(1.15%	)(g)	689.06%
Year Ended October 31, 2004	$	6.86	0.02		0.45		0.47		—		—		$	7.33	7.00%		$	1	1.96%		0.28%		2.12%		0.12%		495.62%
Year Ended October 31, 2005	$	7.33	(0.03	)	1.75		1.72		(0.03	)	(0.03	)	$	9.02	23.33%		$	1	1.75%		(0.33%	)	1.75%		(0.34%	)	352.57%

Institutional Service Class Shares
Year Ended October 31, 2001	$	9.12	0.01		(2.84	)	(2.83	)	—		—		$	6.29	(31.03%	)	$	1,048	1.42%		0.13%		5.44%		(3.89%	)	34.57%
Year Ended October 31, 2002	$	6.29	0.01		(0.76	)	(0.75	)	—		—		$	5.54	(11.92%	)	$	1,133	1.42%		0.25%		2.34%		(0.67%	)	467.35%
Year Ended October 31, 2003	$	5.54	—		1.54		1.54		—		—		$	7.08	27.80%		$	1,400	1.46%		0.12%			(j)		(j)	689.06%
Year Ended October 31, 2004	$	7.08	0.05		0.47		0.52		—		—		$	7.60	7.34%		$	1,373	1.65%		0.61%		1.80%		0.46%		495.62%
Year Ended October 31, 2005	$	7.60	(0.01	)	1.79		1.78		(0.03	)	(0.03	)	$	9.35	23.48%		$	3,883	1.64%		(0.15%	)	1.89%		(0.40%	)	352.57%

Institutional Class Shares
Period Ended October 31, 2004 (i)	$	7.23	0.02		0.35		0.37		—		—		$	7.60	5.12%	(f)	$	1	1.40%	(g)	0.72%	(g)	1.70%	(g)	0.42%	(g)	495.62%
Year Ended October 31, 2005	$	7.60	0.01		1.80		1.81		(0.04	)	(0.04	)	$	9.37	23.81%		$	1	1.40%		0.04%		1.73%		(0.32%	)	352.57%


(a) Excludes sales charge.		(f) Not annualized.
(b) During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated. (c) Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.		(g) Annualized. (h)For the period from October 1, 2003 (commencement of operations) through October 31, 2003.
		(i) For the period from June 29, 2004 (commencement of operations) through October 31, 2004.
(d) Net investment income (loss) is based on average shares outstanding during the period.		(j) There were no fee reductions in this period.
(e) For the period from March 1, 2001 (commencement of operations) through October 31, 2001.

See notes to financial statements.


2005 Annual Report		89

Gartmore China Opportunities Fund

For the annual period ended Oct. 31, 2005, the Gartmore China Opportunities Fund returned 3.58% (Class A at NAV) versus 16.85% for its benchmark, the Morgan Stanley Capital International (MSCI) Zhong Hua Index. For broader comparison, the average return for the Fund’s Lipper peer category of China Region Funds was 7.55%.

In economic terms, the reporting period was characterized by strong global growth, with the United States leading the developed world, and China continuing to surprise investors with the resilience of its economy. Also notable was the record nominal oil price, which peaked at $70.50 at the end of August. Nevertheless, extreme oil prices did not stoke inflation to the extent expected, partly due to the widespread use of modern, energy-efficient products and partly due to the deflationary effects of cheaper exports from emerging markets, notably China. Finally succumbing to global pressure, Chinese authorities revalued the yuan by 2.1% in July, the first step in what promises to be a long period of currency adjustment. The underlying weakness of the yuan contributed to record current account surpluses and ensured that Chinese growth remained above 9% annualized for the entire period. Surprisingly, inflation in China was relatively muted, probably reflecting a lack of upward pressure on wages in an economy with a seemingly inexhaustible supply of labor.

The Chinese equity market lagged regional markets, with equities appearing to become increasingly cheap. However, it is possible that investors do not expect future earnings growth to keep pace with that of the past. Within the Fund, we maintained our tilt toward smaller-cap companies, particularly those with a strong management, a focus on shareholder interests and the possibility of building strong brands. As it turned out, the market preferred larger-cap stocks, given their more attractive defensive characteristics in a market which tended to underperform the region.

Overall, sector allocation for the Fund was poor. Our overweights in consumer staples and consumer discretionary stocks, as well as materials and health-care stocks, disappointed. Similarly, telecoms outperformed at a time when the Fund was underweight in that area.

In terms of stock selection, most of the damage to Fund performance derived from the underweight in telecoms; other detractors from performance were in industrials, energy and consumer discretionary stocks. In general, the Fund’s positions reflected expectations that rising consumption in China would be reflected in the emergence of a Western-style, brand-led culture. In actuality, our expectations did not come to pass during the year under review. In terms of specific stocks, our underweight in China Mobile Communications Corp., a telecoms firm, detracted most from Fund performance. We believed there was excessive uncertainty surrounding the authorities’ plan to nationalize China’s main telecoms firms, and we preferred to avoid that sector. In the meantime, China Mobile continued to build its business and grow its earnings, a fact which was reflected in strong stock price performance. Furthermore, our overweight in Global Bio-chem Technology Group Co. Ltd. also detracted from the Fund’s returns. The firm, which produces chemicals from corn, consistently failed to deliver shareholder returns. Despite being positively rated by many analysts and included in some MSCI indexes, Global Bio-chem’s stock remained weak throughout the reporting period.

On the positive side, the Fund’s underweight in utilities, relative to its benchmark, added value; we correctly anticipated margin pressure as input costs rose while costs to consumers were regulated. Our holding of personal hygiene product manufacturer Hengan International Group Co. added value. The firm has built a recognizable brand and has wide margins on its products, delivering strong earnings growth. Other significant contributors to Fund performance were Hang Seng Bank Ltd. and utility CLP Holdings Ltd., both of which delivered poor earnings growth and in which we were underweight.

Although the Fund produced poor performance during the reporting period, we would remind investors of our strong, long-term track record in the sector. This record has been built on investing in conviction stocks for many years, a process we believe remains robust. We continue to favor consumer stocks above all else, given our expectation of strong growth in this sector fueled by rising real incomes and an increasingly urbanized population. Furthermore, we believe that health-care firms, often specializing in traditional medicine, as well as some materials and technology firms can outperform during the medium term.

Our most significant underweight remains in financials. We believe that the extent of nonperforming loans is poorly understood, while the ability of firms to exploit capital, currency and other market reforms is uncertain. While certain sectors warrant a discount, we believe that a wide range of opportunities exists among smaller, growth-oriented firms. We will continue to align the Fund accordingly.

Portfolio Manager:

Philip Ehrmann


90		Annual Report 2005


Fund Performance		Gartmore China Opportunities Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	Inception¹
Class A	w/o SC²	3.58%	12.18%
	w/SC³	-2.41%	7.33%
Class B	w/o SC²	2.82%	11.39%
	w/SC⁴	-2.17%	8.50%
Class C	w/o SC²	2.79%	11.31%
	w/SC⁵	1.79%	11.31%
Class R⁶		3.29%	11.84%
Institutional Class⁶		3.86%	12.50%
Institutional Service Class⁶		3.63%	12.32%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on June 29, 2004.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 1% after 6 years.

⁵	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁶	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore China Opportunities Fund, Morgan Stanley Capital International (MSCI) Zhong Hua Index(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

MSCI Zhong Hua is an unmanaged, free float-adjusted market capitalization-weighted index that is designed to measure the performance of stocks in the developed markets of China and Hong Kong; the index gives one- third of its weightings to China stocks and the remainder to Hong Kong Stocks.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		91

Shareholder

Expense Example

Gartmore China Opportunities Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


China Opportunities Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000	$	964	$	10.00	2.02%
	Hypothetical	¹	$	1,000	$	1,015	$	10.31	2.02%
Class B	Actual		$	1,000	$	960	$	13.59	2.75%
	Hypothetical	¹	$	1,000	$	1,011	$	14.04	2.75%
Class C	Actual		$	1,000	$	960	$	13.59	2.75%
	Hypothetical	¹	$	1,000	$	1,011	$	14.04	2.75%
Class R	Actual		$	1,000	$	964	$	10.45	2.11%
	Hypothetical	¹	$	1,000	$	1,014	$	10.77	2.11%
Institutional Service Class	Actual		$	1,000	$	964	$	8.96	1.81%
	Hypothetical	¹	$	1,000	$	1,016	$	9.24	1.81%
Institutional Class	Actual		$	1,000	$	966	$	8.67	1.75%
	Hypothetical	¹	$	1,000	$	1,016	$	8.93	1.75%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


92		Annual Report 2005


Portfolio Summary		Gartmore China Opportunities Fund

October 31, 2005


Asset Allocation
Common Stocks		98.7%
Other Assets in excess of Liabilities		1.3%

		100.0%


Top Industries
Real Estate		11.6%
Retail		11.0%
Oil & Gas		9.3%
Diversified Operations		7.6%
Food Products		6.5%
Transportation		6.5%
Building & Construction		5.6%
Telecommunications		4.1%
Paper Products		3.7%
Medical Products		3.4%
Other Industries		30.7%

		100.0%


Top Holdings
Wumart Stores, Inc.		3.6%
PetroChina Co. Ltd.		3.4%
Hopewell Holdings Ltd.		3.3%
Hengan International Group Co. Ltd.		3.1%
Cheung Kong Ltd.		3.1%
Lee & Man Paper Manufacturing Ltd.		2.9%
Baoye Group Co. Ltd.		2.9%
Kingboard Chemical Holdings Ltd.		2.6%
Techtronic Industries Co. Ltd.		2.6%
LI Ning Co. Ltd.		2.5%
Other Holdings		70.0%

		100.0%


2005 Annual Report		93

Statement of Investments

October 31, 2005

Gartmore China Opportunities Fund

LOGO

Common Stocks (98.7%)


	Shares	Value

CHINA (16.4%)
Banking (2.0%)
China Construction Bank, Class H (b) (c)	681,000	$	206,454

Building & Construction (4.9%)
Baoye Group Co. Ltd. (c)	416,000		293,029
Zhejiang Expressway Co. Ltd. (c)	340,000		202,495

			495,524

Electronics (1.2%)
TPV Technology Ltd. (c)	164,000		125,399

Oil & Gas (4.2%)
China Oilfield Servies Ltd. (c)	700,000		258,549
CNOOC Ltd. (c)	270,000		177,538

			436,087

Telecommunications (4.1%)
China Telecom Co. Ltd. (c)	584,000		191,154
ZTE Corp. (c)	79,200		234,405

			425,559

			1,689,023

HONG KONG (82.3%)
Apparel (1.7%)
Prime Success International Group Ltd. (c)	480,000		170,522

Banks (1.5%)
Wing Hang Bank Ltd. (c)	22,000		150,601

Building & Construction (0.7%)
Asia Aluminum Holdings Ltd. (c)	876,000		71,382

Chemicals (2.6%)
Kingboard Chemical Holdings Ltd. (c)	128,000		271,399

Clothing & Textiles (2.5%)
LI Ning Co. Ltd. (c)	426,000		258,851

Commercial Services (1.3%)
Linmark Group Ltd. (c)	424,000		129,222

Diversified Operations (7.6%)
Beijing Enterprises Holdings Ltd. (c)	92,000		141,178
Hutchison Whampoa Ltd. (c)	22,000		209,352
Li & Fung Ltd. (c)	98,000		210,309
Melco International Development Ltd. (c)	228,000		220,515

			781,354

Engine Manufacturing (1.3%)
Weichai Power Co. Ltd. (c)	70,000		133,937


	Shares	Value

HONG KONG (continued)
Food Products (6.5%)
China Yurun Food Group Ltd. (b) (c)	570,000	$	251,851
COFCO International Ltd. (c)	630,000		234,344
Global Bio-chem Technology Group Co. Ltd. (c)	454,000		180,880

			667,075

Healthcare Products (3.1%)
Hengan International Group Co. Ltd. (c)	346,000		322,282

Hotels, Restaurants & Leisure (1.8%)
Regal Hotels International Holdings Ltd. (c)	2,684,000		181,124

Information Services (1.3%)
HC International, Inc. (b) (c)	700,000		135,836

Insurance (2.5%)
China Life Insurance Co. Ltd. (b) (c)	352,000		257,954

Machinery & Machine Tools (2.6%)
Techtronic Industries Co. Ltd. (c)	109,000		268,298

Medical Products (3.4%)
China Shineway Pharmaceutical Group Ltd. (c)	368,000		154,291
Shandong Weigao Group Medical Polymer Co. Ltd. (c)	1,164,000		199,716

			354,007

Metal Frames (0.7%)
Moulin Global Eyecare Holdings Ltd. (b) (c)	272,000		70,179

Motion Pictures & Services (0.8%)
Richie Multi-Media Holdings Ltd. (b) (c)	3,230,000		83,338

Oil & Gas (5.1%)
China Gas Holdings Ltd. (b) (c)	1,138,000		180,691
PetroChina Co. Ltd. (c)	450,000		345,121

			525,812

Paper Products (3.7%)
Lee & Man Paper Manufacturing Ltd. (c)	314,000		294,442
Vision Grande Group Holdings Ltd. (c)	126,000		82,026

			376,468

Real Estate (11.6%)
Cheung Kong Ltd. (c)	30,000		313,392
Hongkong Land Holdings Ltd. (c)	85,000		243,481
Hopewell Holdings Ltd. (c)	137,000		335,097


94		Annual Report 2005

Common Stocks (continued)

LOGO


	Shares	Value
HONG KONG (continued)
Real Estate (continued)
Hysan Development Co. (c)	82,000	$	178,688
Sinochem Hong Kong Holdings Ltd. (b) (c)	756,000		122,158

			1,192,816

Retail (11.0%)
Giordano International Ltd. (c)	268,000		154,247
GOME Electrical Appliances Holdings Ltd. (c)	229,600		133,639
Lianhua Supermarket Holdings Ltd. (c)	214,000		232,228
Lifestyle International Holdings Ltd. (c)	168,000		242,889
Wumart Stores, Inc. (c)	179,000		369,472

			1,132,475

Steel (2.5%)
Maanshan Iron & Steel Co., Class H (c)	848,000		255,724

Transportation (6.5%)
China Travel International Investment	978,000		203,973
Hong Kong Ltd. (c)
Cosco Pacific Ltd. (c)	126,000		207,563
Pacific Basin Shipping Ltd. (c)	544,000		251,520

			663,056

			8,453,712


Total Common Stocks			10,142,735


Total Investments (Cost $10,497,091) (a) — 98.7%			10,142,735

Other assets in excess of liabilities — 1.3%			133,329


NET ASSETS — 100.0%		$	10,276,064

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

Fair valued security.

At October 31, 2005, the Fund’s open forward foreign currency contracts were as follows:


Currency	Delivery Date	Contract Value		Market Value		Unrealized Appreciation/ (Depreciation)
Short Contracts:
Hong Kong Dollar	11/01/05	$	28,510	$	28,516	$	(6	)

Total Short Contracts		$	28,510	$	28,516	$	(6	)

Long Contracts:
Hong Kong Dollar	11/02/05	$	32,550	$	32,553	$	3

Total Long Contracts		$	32,550	$	32,553	$	3

See notes to financial statements.


2005 Annual Report		95

Gartmore Emerging Markets Fund

For the annual period ended Oct. 31, 2005, the Gartmore Emerging Markets Fund returned 30.02% (Class A at NAV) versus 33.80% for its benchmark, the Morgan Stanley Capital International Emerging Markets (MSCI EM) Index. For broader comparison, the average return for the Fund’s Lipper peer category of Emerging Markets Funds was 32.14%.

In economic terms, the reporting period was characterized by all-time nominal highs for oil prices, with inflation creeping upward, as well as strong U.S. growth. Most notable was the record oil price, which peaked at $70.50 per barrel at the end of August. Nevertheless, extreme oil prices did not stoke inflation to the extent expected, partly due to the widespread use of modern, energy-efficient products and partly due to the deflationary effects of cheaper exports from emerging markets, notably China.

In this environment, U.S. growth remained strong. As a result, the Federal Reserve Board raised interest rates repeatedly; these rates reached 3.75% by the end of the reporting period. In the latter part of the year, the markets in both Europe and Japan showed increasing signs of recovery. Europe was buoyed by export growth on the back of the weak euro, with business confidence and investment on the increase. In Japan, meanwhile, rising real incomes and capital expenditure led to hopes of a recovery. The overall background remained extremely positive for emerging-market economies, with rising domestic demand in the developed world fueling export growth. Furthermore, the asset class’s exposure to commodities proved positive, as prices for goods from zinc to crude oil to palm oil remained firm during the reporting period.

Equity prices in the United States disappointed, reflecting stretched valuations and increasing uncertainty in the outlook for consumers. Europe and Japan delivered stronger performance, but emerging markets outdid all other regions. Most notable was resource-rich Latin America, which performed very strongly. Elsewhere, the markets in Europe, the Middle East and Africa also saw encouraging returns, buoyed by the accession of a number of Eastern European countries to the European Union. Asian markets lagged other emerging markets, mainly due to the region’s dependence on oil imports, as well as disappointing levels of private consumption, but Asia still managed to outperform the developed world.

Unfortunately for the Fund, the effect of the strong U.S. dollar made worse a modestly disappointing outcome in local terms. In local terms, country allocation and sector allocation detracted from Fund performance. Our overweights in Russia and Brazil, and timely reduction in exposure to Indonesia, contributed to Fund performance. On the other hand, our lack of exposure to the smaller Egyptian market as well as our avoidance of the Eastern European markets of Hungary, Poland and the Czech Republic detracted most from Fund returns. Considering our sector exposure, our cash position detracted considerably from Fund returns, although we try to remain fully invested as much as possible. Furthermore, our lack of exposure to the energy sector detracted significantly from Fund performance.

On the other hand, stock selection contributed positively to overall Fund returns, with a wide range of firms adding value. The Fund’s top performer was Turkey’s DenizBank, which has a strong, focused management team, and is the subject of takeover rumors as Western European banks seek growth markets away from home. Elsewhere, Korea Investment Holdings Co. delivered strong performance. The firm’s exposure to fund flows toward equity mutual funds among domestic retail investors supported earnings, while its diverse underlying business ensured stability. Our exposure to Brazilian index heavyweight Petrobras also added value as the firm maintained strong cost control in an environment of regulated output prices.

On the downside, our holding in Ichia Technologies was disappointing, as the manufacturer of parts for mobile phone handsets faced increasing competition as well as eroding revenue and margins. Elsewhere, our lack of exposure, versus the Fund’s benchmark, to OAO LUKOIL also detracted from Fund performance, given the strength of the energy sector, most notably in Russia.

We retain our base case for a positive outlook for emerging-market equities. This argument is predicated on three main observations. First, a high degree of structural change has occurred in the sector since the Asian crisis of 1997. Second, most emerging-market countries now run current account surpluses with more-or-less free-floating exchange rates. Finally, the degree of fiscal rectitude in emerging markets has also been impressive. As a result, it is easier to contemplate equity investment in emerging markets. Moreover, returns in the emerging-market asset class have recently been extremely attractive. At present, the Fund is overweight in Brazil, Russia and Korea, preferring stocks in the energy, financials and industrials sectors, as well as some consumer names.

Portfolio Manager:

Philip Ehrmann


96		Annual Report 2005


Fund Performance		Gartmore Emerging Markets Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	30.02%	14.61%	9.59%
	w/SC³	22.54%	13.27%	8.34%
Class B	w/o SC²	29.30%	13.88%	8.88%
	w/SC⁴	24.30%	13.64%	8.74%
Class C⁵	w/o SC²	29.20%	14.18%	9.16%
	w/SC⁶	28.20%	14.18%	9.16%
Class R^7,9		30.11%	14.10%	9.08%
Institutional Class^8,9		30.60%	15.04%	9.99%
Institutional Service Class⁹		30.60%	15.04%	9.99%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on August 30, 2000.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵

These returns until the creation of Class C shares (3/1/01) include the performance of the Fund’s Class B shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is substantially similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as Class B shares and have the same expenses after any fee waivers or reimbursements. For Class C shares returns with sales charges, these returns have been restated for the applicable sales charges.

⁶	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁷

These returns until the creation of Class R shares (12/30/03) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares invest in the same portfolio of securities as Class B shares.

⁸

⁹	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Emerging Markets Fund, Morgan Stanley Capital International Emerging Markets Index (MSCI Emerging Markets)(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The MSCI Emerging Markets is a free float-adjusted market capitalization index that is designed to measure equity market performance in the global emerging markets.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		97

Shareholder

Expense Example

Gartmore Emerging Markets Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Emerging Markets Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,176.20	$	10.31	1.88%
	Hypothetical	¹	$	1,000.00	$	1,015.52	$	9.60	1.88%
Class B	Actual		$	1,000.00	$	1,172.10	$	13.96	2.55%
	Hypothetical	¹	$	1,000.00	$	1,012.15	$	13.02	2.55%
Class C	Actual		$	1,000.00	$	1,171.90	$	13.96	2.55%
	Hypothetical	¹	$	1,000.00	$	1,012.15	$	13.02	2.55%
Class R	Actual		$	1,000.00	$	1,176.10	$	10.59	1.93%
	Hypothetical	¹	$	1,000.00	$	1,015.27	$	9.85	1.93%
Institutional Service Class	Actual		$	1,000.00	$	1,178.50	$	8.51	1.55%
	Hypothetical	¹	$	1,000.00	$	1,017.19	$	7.91	1.55%
Institutional Class	Actual		$	1,000.00	$	1,178.50	$	8.51	1.55%
	Hypothetical	¹	$	1,000.00	$	1,017.19	$	7.91	1.55%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


98		Annual Report 2005


Portfolio Summary		Gartmore Emerging Markets Fund

October 31, 2005


Asset Allocation
Common Stocks		89.4%
Participation Notes		3.9%
Cash Equivalents		2.0%
Warrants		0.5%
Other Assets in excess of Liabilities		4.2%

		100.0%


Top Industries
Oil & Gas		14.8%
Banking		14.4%
Telecommunications		10.7%
Electronics		7.1%
Retail		6.7%
Financial Services		4.3%
Mining		4.1%
Automobile		3.1%
Computer Hardware		3.0%
Steel		2.9%
Other Industries		28.9%

		100.0%


Top Holdings*
Companhia Vale do Rio Doce, Class A		2.7%
Petroleo Brasileiro SA ADR		2.7%
Samsung Electronics GDR		2.6%
Pyaterochka Holding NV		2.3%
Samsung Electronics Co. Ltd.		2.1%
MTN Group Ltd.		2.1%
Hana Bank		2.0%
SK Corp.		1.9%
Denizbank AS		1.7%
Sasol Ltd.		1.7%
Other Holdings		78.2%

		100.0%

*	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		99

Statement of Investments

October 31, 2005

Gartmore Emerging Markets Fund

LOGO

Common Stocks (89.4%)


	Shares or Principal Amount	Value

ARGENTINA (0.7%)
Oil & Gas (0.7%)
Tenaris SA ADR	2,858	$	313,951

BRAZIL (15.7%)
Banking (2.5%)
Banco Bradesco SA (d)	12,300		633,502
Unibanco Holdings GDR	8,200		428,860

			1,062,362

Electric Utility (0.8%)
Companhia Energetica de Minas Gerais (d)	9,593,118		349,569

Food & Beverage (1.1%)
CIA Brasiqeira BEB (d)	183,800		51,866
CIA Brasiqeira BEB (d)	1,138,600		406,299

			458,165

Insurance (0.7%)
Porto Seguro SA (b) (d)	28,700		285,686

Mining (2.7%)
Companhia Vale do Rio Doce, Class A (d)	30,766		1,133,268

Oil & Gas (3.5%)
Petroleo Brasileiro SA (d)	9,600		137,411
Petroleo Brasileiro SA ADR	17,400		1,111,861
Petroleo Brasileiro SA ADR (c)	3,400		195,058

			1,444,330

Retail (1.5%)
Lojas Renner SA (b) (d)	23,400		623,917

Steel (1.6%)
Usinas Siderurgicas de Minas Gerais SA (d)	33,200		671,141

Telecommunications (1.3%)
Tele Norte Leste Participacoes SA ADR	31,900		564,630

			6,593,068

CHINA (5.9%)
Banking (1.4%)
China Construction Bank (b) (d)	1,980,000		600,263

Manufacturing (1.0%)
Shanghai Electric Group Co. Ltd. (b) (d)	1,276,000		404,559


	Shares or Principal Amount	Value

CHINA (continued)
Oil & Gas (1.9%)
China Oilfield Services Ltd. (d)	1,128,000	$	416,633
Petrochina Co. Ltd. (d)	514,000		394,205

			810,838

Steel (0.8%)
Maanshan Iron & Steel Co. Ltd. (d)	1,078,000		325,084

Telecommunications (0.8%)
China Telecom Corp. Ltd. (d)	898,000		293,932
Foxconn International Holdings Ltd. (b) (d)	32,000		34,391

			328,323

			2,469,067

CZECH REPUBLIC (1.2%)
Multi-Media (1.2%)
Central European Media Enterprises Ltd., Class A (b) (d)	11,500		534,635

HUNGARY (0.8%)
Oil & Gas (0.8%)
MOL Magyar Olaj-es Gazipari Rt. (d)	3,658		339,122

INDIA (0.5%)
Financial Services (0.5%)
ICICI Bank Ltd. ADR	9,070		214,506

ISRAEL (2.6%)
Banking (1.0%)
Bank Leumi Le-Israel (b) (d)	128,100		417,689

Computer Software (0.9%)
Retalix Ltd. (b) (d)	16,100		394,450

Electronics (0.7%)
Orbotech Ltd. (b) (d)	9,001		195,592

			1,007,731

KOREA (18.8%)
Automobile (1.7%)
Hyundai Motor Co. Ltd. (d)	5,430		401,515
Ssangyong Motor Co. (b) (d)	41,100		321,893

			723,408

Banking (2.0%)
Hana Bank (d)	23,200		838,431


100		Annual Report 2005

LOGO

Common Stocks (continued)


	Shares or Principal Amount	Value

KOREA (continued)
Building – Residential & Commercial (1.3%)
Hyundai Development Co. (d)	15,400	$	563,404

Communications Equipment (0.6%)
KH Vatec Co. Ltd. (d)	11,000		244,119

Diversified Operations (0.8%)
LG Corp. (d)	13,100		323,138

Electrical Equipment (1.6%)
Kumho Electric, Inc. (d)	11,250		671,409

Electronics (4.6%)
Samsung Electronics Co. Ltd. (d)	1,682		895,970
Samsung Electronics GDR	5,279		1,079,557

			1,975,527

Financial Services (1.2%)
LG Card Co. Ltd. (b) (d)	13,600		496,367

Oil & Gas (1.8%)
SK Corp. (d)	15,100		775,532

Retail (1.7%)
Hyundai Department Store Co. Ltd. (d)	10,400		693,513

Semiconductors (0.9%)
Hynix Semiconductor, Inc. (b) (d)	19,700		362,713

Telecommunications (0.6%)
KT Freetel Co. Ltd. (d)	11,400		245,729

			7,913,290

LEBANON (0.5%)
Telecommunications (0.5%)
Investcom LLC GDR (b)	16,400		221,564

MALAYSIA (2.3%)
Banking (0.9%)
Bumiputra-Commerce Holdings Bhd (d)	261,200		380,606

Electric (0.7%)
Tenega Nasional Berhad (d)	103,200		273,478

Real Estate (0.7%)
SP Setia Berhad (d)	321,100		313,061

			967,145


	Shares or Principal Amount	Value

MEXICO (7.2%)
Building Products (1.5%)
Cemex SA de CV ADR	12,300	$	640,461

Construction (0.2%)
Urbi Desarrolloas Urbanos, SA de CV (b) (d)	14,020		88,511

Diversified Operations (0.7%)
Grupo Carso SA de CV (d)	147,174		312,628

Financial Services (1.4%)
Grupo Financiero Banorte SA de CV (d)	68,100		580,845

Retail (1.2%)
Wal-Mart de Mexico SA de CV (d)	102,500		499,165

Steel (0.5%)
Industrias CH SA (b) (d)	100,000		208,710

Telecommunications (1.7%)
America Movil SA de CV ADR	27,300		716,625

			3,046,945

RUSSIA (9.1%)
Automobile (0.6%)
JSC Severstal — Avto (b) (d)	14,800		260,480

Brewery (0.5%)
Efes Breweries International GDR (b)	6,350		200,851

Electric (1.0%)
RAO Unified Energy System GDR (b)	11,400		403,560

Oil & Gas (3.3%)
LUKOIL ADR	10,200		560,489
OAO Gazprom GDR	8,800		521,840
Surgutneftegaz ADR	6,900		324,300

			1,406,629

Retail (2.3%)
Pyaterochka Holding NV (b) (d)	48,893		952,436

Telecommunications (1.4%)
AO VimpelCom ADR (b)	14,650		586,000

			3,809,956


2005 Annual Report		101

Statement of Investments (Continued)

October 31, 2005

Gartmore Emerging Markets Fund (Continued)

LOGO

Common Stocks (continued)


	Shares or Principal Amount	Value

SOUTH AFRICA (8.5%)
Banking (1.7%)
ABSA Group Ltd. (d)	52,877	$	702,085

Diversified Operations (0.9%)
Barloworld Ltd. (d)	25,100		393,609

Home Furnishing (0.6%)
Lewis Group Ltd. (d)	45,382		272,265

Mining (1.4%)
Anglo American PLC (d)	10,600		311,708
AngloGold Ltd. (d)	7,100		279,491

			591,199

Oil & Gas (1.7%)
Sasol Ltd. (d)	22,700		717,716

Telecommunications (2.2%)
MTN Group Ltd. (d)	117,952		879,134

			3,556,008

TAIWAN (9.9%)
Agricultural Production – Crops (0.9%)
Taiwan Fertilizer Co. Ltd. (d)	374,000		362,750

Banking (1.3%)
E.Sun Financial Holding Co. Ltd. (d)	464,120		279,489
TA Chong Bank Ltd. (b) (d)	944,820		259,282

			538,771

Building Products (1.0%)
Taiwan Cement Corp. (d)	648,700		399,165

Computer Hardware (3.0%)
Compal Electronics, Inc. (d)	797,709		708,401
Foxconn Technology Co. Ltd. (d)	135,300		528,916

			1,237,317

Electronics (1.8%)
AU Optronics Corp. (d)	338,000		431,266
Delta Electronics, Inc. (d)	201,000		340,472

			771,738

Financial Services (1.2%)
Shin Kong Financial Holding Co. Ltd. (d)	715,389		517,243

Semiconductors (0.7%)
United Microelectronics Corp. ADR	102,928		300,550


	Shares or Principal Amount		Value

TAIWAN (continued)
Textiles (0.0%)
Far Eastern Textile Ltd. (d)		32,529	$	19,035

				4,146,569

THAILAND (3.2%)
Banking (0.8%)
Kasikornbank Public Co. Ltd. (d)		209,100		324,521

Oil & Gas (1.1%)
Thai Oil Public Co. Ltd. (b) (d)		257,400		446,921

Telecommunications (1.3%)
Shin Corporation Public Co. Ltd. (d)		597,900		559,883

				1,331,325

TURKEY (2.5%)
Banking (2.5%)
Denizbank AS (b) (d)		127,528		720,262
Turkiye Is Bankasi (d)		47,100		329,026

				1,049,288


Total Common Stocks				37,514,170


Participation Notes (3.9%)
INDIA (3.9%)
Automobile (0.8%)
Tata Motors Ltd., 0.00% (d)	$	32,800		343,416

Banking (0.3%)
ICICI Bank Ltd., 0.00%, 03/30/07 (d)		4,047		44,760
ICICI Bank Ltd., 0.00%, 12/21/07 (d)		5,775		63,871

				108,631

Technology (0.8%)
Tata Consultancy Services Ltd., 0.00%, 08/20/07 (d)		11,200		348,096

Telecommunications (0.9%)
Bharti Tele-Ventures Ltd., 0.00%, 04//27/07 (b) (d)		53,231		381,134

Tobacco (1.1%)
ITC Ltd., 0.00%, 04/30/07 (d)		170,500		455,235


Total Participation Notes				1,636,512


102		Annual Report 2005

Cash Equivalents (2.0%)


	Shares or Principal Amount		Value

Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $848,931)	$	848,839	$	848,839


Total Cash Equivalents				848,839


Warrants (0.5%)
INDIA (0.5%)
Bharti Televen, expiring 04/27/07 (b)		23,500		168,236
Tata Consultancy, expiring 08/20/07 (b)		1,400		43,527

				211,763


Total Warrants				211,763


Total Investments (Cost $35,358,034) (a) — 95.8%				40,211,284

Other assets in excess of liabilities — 4.2%				1,755,748


NET ASSETS — 100.0%			$	41,967,032

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

Preferred Stock.

(d)

Fair valued security.

ADR

American Depositary Receipt

GDR

Global Depositary Receipt

At October 31, 2005, the Fund’s open forward foreign currency contracts were as follows:


Currency	Delivery Date	Contract Value		Value		Unrealized Appreciation/ (Depreciation)
Short Contracts:
South African Rand	11/02/05	$	3,322	$	3,328	$	(6	)
South African Rand	11/03/05		8,710		8,704		6
South African Rand	11/04/05		18,557		18,593		(36	)

Total Short Contracts		$	30,589	$	30,625	$	(36	)

Long Contracts:
Hong Kong Dollar	11/02/05	$	34,148	$	34,153	$	5

Total Long Contracts		$	34,148	$	34,153	$	5

See notes to financial statements.


2005 Annual Report		103

Gartmore International Growth Fund

For the annual period ended Oct. 31, 2005, the Gartmore International Growth Fund returned 25.49% (Class A at NAV) versus 20.06% for its benchmark, the Morgan Stanley Capital International (MSCI) All Country World Free excluding U.S. Index. For broader comparison, the average return for the Fund’s Lipper peer category of International Multi-Cap Core Funds was 18.11%.

In economic terms, the reporting period was characterized by all-time nominal highs for oil prices, with inflation creeping upward, as well as strong global growth. Most notable was the record oil price, which peaked at $70.50 per barrel at the end of August. Nevertheless, extreme oil prices did not stoke inflation to the extent expected, partly due to the widespread use of modern, energy-efficient products and partly due to the deflationary effects of cheaper exports from emerging markets, notably China.

Emerging market and Pacific equities performed most impressively during the reporting period, with Latin America delivering a notably robust performance on the back of strong commodity prices. Elsewhere, Japan and Europe (including the United Kingdom) were positive driven by hopes of economic recovery, strong corporate profitability and expectations of higher levels of merger-and-acquisition activity.

We began the period primarily with a large overweight versus the Fund’s benchmark in European securities (including the United Kingdom) at the expense of the Pacific region, although we were also underweight in emerging Europe. As the year progressed, however, we began to scale back our European positions, particularly in the United Kingdom, as growth faded. We are now slightly overweight in the United Kingdom and underweight in the rest of Europe. Our increasingly positive outlook for Japan led us to increase Fund exposure there, and we moved to an overweight Fund position in that country. In fact, Japan is now the Fund’s largest position as well as the Fund’s largest overweight, reflecting our degree of confidence. Our strategy was largely successful, producing a positive effect from country and sector allocation. Canada, Spain, the United Kingdom, and Japan were the largest contributors on this basis. In terms of sectors, selection in telecoms, energy, financials and consumer staples contributed most to Fund performance.

Drilling down to the stock level, our best-performing stocks were primarily concentrated in the energy sector: Suncor Energy Inc., Sasol Ltd., services firm Stolt Offshore S.A. and European refiner OMV AG. In addition, Finnish utility Fortum Corp. also performed strongly. We preferred energy firms since we believed analysts had consistently underestimated the short- to medium-term oil prices. Furthermore, refinery bottlenecks were likely to ensure that downstream product margins would remain strong. We preferred Fortum since the interest-rate outlook for Europe remained benign, supporting equity prices for the sector, which has bond-like qualities due to steady cash flows. Stocks that detracted from overall Fund performance included British airports operator BAA PLC, which has a monopoly on larger U.K. airports. Weakness in the airline sector, primarily through higher fuel costs, weighed on the BAA. Elsewhere, our position in Hynix Semiconductor Inc. detracted from Fund performance. Hynix’s share price was strong during the first half of 2005 but has been weaker since that time. The company left administration by it’s creditors in October 2005, which was well-received, but another global glut in DRAM memory chips in August weighed on Hynix’s share prices in the sector.

We remain positive in our outlook for global growth, retaining our general strategy. Our country and sector stances are built from the bottom up, and, as such, tend to reflect our views in aggregate. We remain overweight in Sweden, Switzerland, the United Kingdom and Ireland, where valuations appear attractive relative to the earnings outlook. Our major underweights include Spain and Germany, where growth is expected to be slower, notwithstanding the resilience of corporate profitability.

The Fund also is underweight in emerging markets, with the notable exception of Korea. The largest overweight, however, remains in Japan, which we believe will benefit from a significant re-rating as global investors rediscover that market’s attractions. In terms of sectors, we prefer textiles and luxury goods, given the undiminished spending power of high-net-worth individuals, and are also overweight in real estate and consumer financials, particularly in Japan, in expectation of a recovery in consumption. The Fund also holds overweight positions in European utilities and airlines, aerospace and defense.

Portfolio Managers:

Brian O’Neill and Ben Walker, CFA


104		Annual Report 2005


Fund Performance		Gartmore International Growth Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	25.49%	1.99%	-0.44%
	w/SC³	18.20%	0.79%	-1.57%
Class B	w/o SC²	24.49%	1.24%	-1.17%
	w/SC⁴	19.49%	0.85%	-1.36%
Class C⁵	w/o SC²	24.45%	1.34%	-1.07%
	w/SC⁶	23.45%	1.34%	-1.07%
Class R^7,9		25.37%	1.43%	-0.98%
Institutional Class^8,9		25.72%	2.28%	-0.16%
Institutional Service Class⁹		25.72%	2.28%	-0.16%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on August 30, 2000.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵

These returns until the creation of Class C shares (3/1/01) include the performance of the Fund’s Class B shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is substantially similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as Class B shares and have the same expenses after any fee waivers or reimbursements. For Class C shares returns with sales charges, these returns have been restated for the applicable sales charges.

⁶	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁷

These returns until the creation of Class R shares (12/30/03) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares invest in the same portfolio of securities as Class B shares.

⁸

⁹	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore International Growth Fund, Morgan Stanley Capital International All Country World Free ex U.S. Index (MSCI AC World ex U.S.)(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The MSCI AC World Free ex U.S. is an index that contains companies that are replicas of their local markets not including any securities in the United States.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		105

Shareholder

Expense Example

Gartmore International Growth Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


International Growth Fund		Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual	$	1,000.00	$	1,154.20	$	9.01	1.66%
	Hypothetical¹	$	1,000.00	$	1,016.63	$	8.47	1.66%
Class B	Actual	$	1,000.00	$	1,150.10	$	13.01	2.40%
	Hypothetical¹	$	1,000.00	$	1,012.90	$	12.25	2.40%
Class C	Actual	$	1,000.00	$	1,149.10	$	13.00	2.40%
	Hypothetical¹	$	1,000.00	$	1,012.90	$	12.25	2.40%
Class R	Actual	$	1,000.00	$	1,152.30	$	9.17	1.69%
	Hypothetical¹	$	1,000.00	$	1,016.48	$	8.63	1.69%
Institutional Service Class	Actual	$	1,000.00	$	1,154.10	$	7.60	1.40%
	Hypothetical¹	$	1,000.00	$	1,017.94	$	7.15	1.40%
Institutional Class	Actual	$	1,000.00	$	1,154.10	$	7.60	1.40%
	Hypothetical¹	$	1,000.00	$	1,017.94	$	7.15	1.40%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


106		Annual Report 2005


Portfolio Summary		Gartmore International Growth Fund

October 31, 2005


Asset Allocation
Common Stocks		96.5%
Cash Equivalents		2.1%
Other Assets in excess of Liabilities		1.4%

		100.0%


Top Industries
Financial Services		12.0%
Banking		10.6%
Oil & Gas		10.2%
Utilities		5.8%
Telecommunications		5.6%
Mining		4.3%
Aerospace & Defense		3.8%
Real Estate		3.8%
Electronics		3.7%
Chemicals		3.5%
Other Industries		36.7%

		100.0%


Top Holdings*
Mitsubishi UFJ Financial Group, Inc.		3.5%
Scottish Power PLC		2.8%
Orix Corp.		2.5%
O2 PLC		2.4%
Samsung Electronics Co. Ltd.- GDR		2.3%
Mitsui Fudosan Co. Ltd.		2.2%
Novartis AG		2.2%
Credit Saison Co. Ltd.		2.1%
UBS AG		2.0%
Sumitomo Mitsui Financial Group, Inc.		2.0%
Other Holdings		76.0%

		100.0%

*	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		107

Statement of Investments

October 31, 2005

Gartmore International Growth Fund

LOGO

Common Stocks (96.5%)


	Shares	Value

AUSTRALIA (3.4%)
Coal (2.3%)
Excel Coal Ltd. (c)	47,699	$	240,831
Felix Resources Ltd. (c)	74,057		141,734

			382,565

Pharmaceuticals (1.1%)
CSL Ltd. (c)	6,470		181,981

			564,546

AUSTRIA (1.6%)
Oil & Gas (1.6%)
OMV AG (c)	4,870		262,730

BRAZIL (1.5%)
Banking (1.5%)
Banco Bradesco S.A.	4,650		241,289

CANADA (3.1%)
Mining (1.3%)
Inco Ltd.	5,410		217,590

Oil & Gas (1.8%)
Suncor Energy, Inc.	5,376		287,740

			505,330

FINLAND (1.4%)
Oil & Gas (1.4%)
Neste Oil (b) (c)	7,539		233,326

FRANCE (6.7%)
Banking (1.6%)
BNP Paribas SA (c)	3,530		267,705

Diversified Operations (1.6%)
LVMH Moet Hennessy SA (c)	3,320		268,866

Food Products & Services (2.1%)
Groupe Danone (c)	3,240		329,298

Utilities (1.4%)
Suez SA (c)	8,640		234,070

			1,099,939

GERMANY (3.4%)
Consumer Goods (1.8%)
Adidas-Salomon AG (c)	1,760		295,280

Utilities (1.6%)
RWE AG (c)	4,100		260,935

			556,215


	Shares	Value

HONG KONG (1.6%)
Real Estate (1.6%)
Cheung Kong (Holdings) Ltd. (c)	25,000	$	261,160

IRELAND (3.5%)
Airlines (1.8%)
Ryanair Holdings PLC ADR (b)	5,940		294,445

Beverages (1.7%)
C&C Group PLC (c)	44,690		276,767

			571,212

ITALY (2.5%)
Banking (1.8%)
UniCredito Italiano SPA (c)	52,900		295,374

Oil & Gas (0.7%)
Eni SPA (c)	4,234		113,322

			408,696

JAPAN (25.5%)
Automotive (3.1%)
Suzuki Motor Corp. (c)	14,000		240,766
Toyota Motor Corp. (c)	5,700		264,357

			505,123

Financial Services (12.0%)
Credit Saison Co. Ltd. (c)	7,500		340,338
Matsui Securities Co. Ltd. (c)	28,000		311,170
Mitsubishi UFJ Financial Group, Inc. (c)	45		565,677
Orix Corp. (c)	2,200		412,588
Sumitomo Mitsui Financial Group, Inc. (c)	36		332,533

			1,962,306

Import & Export (1.8%)
Mitsubishi Corp. (c)	14,900		289,799

Internet Security (1.4%)
Nippon Electric Glass Co. Ltd. (c)	12,000		229,754

Mining (1.5%)
Nippon Minings Holdings, Inc. (c)	32,500		241,335

Real Estate (2.2%)
Mitsui Fudosan Co. Ltd. (c)	22,000		360,205

Textile Products (1.7%)
Toray Industries, Inc. (c)	50,000		277,469

Tobacco (1.8%)
Japan Tobacco, Inc. (c)	19		300,426

			4,166,417


108		Annual Report 2005

Common Stocks (continued)


	Shares	Value

KOREA (5.4%)
Banking (1.7%)
Kookmin Bank ADR	4,740	$	276,911

Electronics (3.7%)
Hynix Semiconductor, Inc. (b) (c)	12,580		231,621
Samsung Electronics Co. Ltd. — GDR	1,420		381,625

			613,246

			890,157

NETHERLANDS (1.3%)
Food (1.3%)
Koninlijke Numico NV (b) (c)	5,232		211,885

NORWAY (1.5%)
Oil & Gas (1.5%)
Statoil ASA (c)	11,080		246,037

SOUTH AFRICA (1.5%)
Oil & Gas (1.5%)
Sasol Ltd. (c)	7,610		240,609

SWEDEN (3.6%)
Banking (2.0%)
Skandiaviska Enskilda Banken AB, Series A (c)	17,690		330,096

Telecommunications (1.6%)
LM Ericsson, Class B (c)	81,470		267,044

			597,140

SWITZERLAND (7.9%)
Banking (2.0%)
UBS AG (c)	3,900		332,583

Chemicals (2.0%)
Syngenta AG (c)	3,070		329,782

Luxury Goods (1.7%)
Compagnie Financiere Richemont AG (c)	7,510		285,779

Pharmaceuticals (2.2%)
Novartis AG (c)	6,640		357,223

			1,305,367


	Shares or Principal Amount		Value

UNITED KINGDOM (21.1%)
Aerospace & Defense (3.8%)
BAE Systems PLC (c)		52,010	$	304,302
Rolls-Royce Group PLC (c)		50,170		324,238

				628,540

Chemicals (1.5%)
Filtrona PLC (c)		51,510		245,929

Metals (1.5%)
Vedanta Resources PLC (c)		23,720		238,216

Mining (1.5%)
Rio Tinto PLC (c)		6,450		245,717

Oil & Gas (1.7%)
BP PLC (c)		25,144		278,508

Telecommunications (4.0%)
O2 PLC (c)		109,510		398,876
Virgin Mobile Holdings PLC (c)		45,340		240,795

				639,671

Transportation (2.8%)
BAA PLC (c)		15,310		166,315
British Airways PLC (b) (c)		53,030		283,317

				449,632

Utilities (2.8%)
Scottish Power PLC (c)		47,080		460,720

Water & Sewage Services (1.5%)
Pennon Group PLC (c)		13,404		253,890

				3,440,825


Total Common Stocks				15,802,878


Cash Equivalents (2.1%)
Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $335,106)	$	335,069		335,069


Total Cash Equivalents				335,069


2005 Annual Report		109

Statement of Investments (Continued)

October 31, 2005

Gartmore International Growth Fund (Continued)

Cash Equivalents (continued)


	Value
Total Investments (Cost $15,006,658) (a) — 98.6%	$	16,137,947

Other assets in excess of liabilities — 1.4%		236,803


NET ASSETS — 100.0%	$	16,374,750

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

Fair Valued Security

ADR

American Depositary Receipt

GDR

Global Depositary Receipt

See notes to financial statements.


110		Annual Report 2005

Statement of Assets and Liabilities

October 31, 2005


	Gartmore China Opportunities Fund			Gartmore Emerging Markets Fund		Gartmore International Growth Fund
Assets:
Investments, at value (cost $10,497,091; $34,509,195; and $14,671,589; respectively)	$	10,142,735		$	39,362,445	$	15,802,878
Repurchase agreements, at cost and value		—			848,839		335,069

Total Investment		10,142,735			40,221,284		16,137,947

Foreign currency, at value (cost $291,438; $1,167,212 and $25,689; respectively)		291,522			1,163,275		25,376
Interest and dividends receivable		6,439			88,354		20,421
Receivable for capital shares issued		11,595			113,129		4,397
Receivable for investments sold		976,050			921,529		216,537
Unrealized appreciation on forward foreign currency contracts		—			37		2,994
Reclaims receivable		—			63		7,011
Prepaid expenses and other assets		16,059			21,973		23,472

Total Assets		11,444,400			42,519,644		16,438,155


Liabilities:
Payable to custodian		1,058,880			193,595		20,554
Payable to adviser		3,624			19,216		20,404
Payable for investments purchased		76,690			238,433		—
Unrealized depreciation on forward foreign currency contracts		7			83		—
Payable for capital shares redeemed		9,626			38,872		498
Accrued expenses and other payables
Investment advisory fees		13,259			41,089		12,502
Fund administration and transfer agent fees		2,531			4,462		3,825
Distribution fees		2,055			11,648		4,796
Administrative servicing fees		821			2,908		326
Trustee fees		26			90		28
Other		817			2,216		472

Total Liabilities		1,168,336			552,612		63,405

Net Assets	$	10,276,064		$	41,967,032	$	16,374,750


Represented by:
Capital	$	9,794,993		$	32,264,498	$	15,911,775
Accumulated net investment income (loss)		13,173			79		(2,346	)
Accumulated net realized gains (losses) from investment and foreign currency transactions		822,163			4,850,818		(672,173	)
Net unrealized appreciation (depreciation) on investments and translation of assets and liabilities denominated in foreign currencies		(354,265	)		4,851,637		1,137,494

Net Assets	$	10,276,064		$	41,967,032	$	16,374,750

See notes to financial statements.


2005 Annual Report		111

Statements of Assets and Liabilities (Continued)

October 31, 2005


	Gartmore China Opportunities Fund			Gartmore Emerging Markets Fund			Gartmore International Growth Fund
Net Assets:
Class A Shares	$	2,846,588		$	22,008,897		$	7,979,358
Class B Shares		315,014			4,062,377			3,443,741
Class C Shares		1,258,055			4,301,890			272,228
Class R Shares		1,172			9,295			1,311
Institutional Service Class Shares		1,169			8,953,766			3,305,878
Institutional Class Shares		5,854,066			2,630,806			1,372,234

Total	$	10,276,064		$	41,967,032		$	16,374,750


Shares outstanding (unlimited number of shares authorized):
Class A Shares		252,986			1,475,602			823,572
Class B Shares		28,146			280,598			368,365
Class C Shares		112,379			292,845			28,963
Class R Shares		104			638			139
Institutional Service Class Shares		104			591,462			337,035
Institutional Class Shares		519,494			173,783			139,897

Total		913,213			2,814,928			1,697,971


Net asset value and redemption price per share:
Class A Shares	$	11.25		$	14.92		$	9.69
Class B Shares (a)	$	11.19		$	14.48		$	9.35
Class C Shares (b)	$	11.19		$	14.69		$	9.40
Class R Shares	$	11.23	(c)	$	14.57		$	9.41	(c)
Institutional Service Class Shares	$	11.25	(c)	$	15.14		$	9.81
Institutional Class Shares	$	11.27		$	15.14		$	9.81

Maximum offering price per share (100%/(100%-maximum sales charge) of net asset value adjusted to the nearest cent):
Class A Shares	$	11.94		$	15.82		$	10.28

Maximum Sales Charge — Class A Shares		5.75	%		5.75	%		5.75	%

(a)	For Class B shares, the redemption price per share varies by length of time shares are held.

(b)	For Class C shares, the redemption price per share is reduced by 1.00% for shares held less than one year.

(c)	Due to rounding, Net Assets divided by shares outstanding does not equal the NAV.

See notes to financial statements.


112		Annual Report 2005

Statements of Operations

For the Year Ended October 31, 2005


	Gartmore China Opportunities Fund			Gartmore Emerging Markets Fund			Gartmore International Growth Fund
INVESTMENT INCOME:
Interest income	$	4,781		$	15,855		$	10,079
Dividend income (net of foreign withholding tax $0; $67,070; and $29,418; respectively)		265,569			761,378			270,109

Total Income		270,350			777,233			280,188


Expenses:
Investment advisory fees		119,186			334,734			104,734
Fund administration and transfer agent fees		33,542			56,788			30,230
Distribution fees Class A		5,654			42,699			10,778
Distribution fees Class B		2,252			35,327			30,952
Distribution fees Class C		10,698			31,804			1,445
Distribution fees Class R		4			6			4
Administrative servicing fees Class A		749			13,108			650
Administrative servicing fees Class R		2			—			—
Administrative servicing fees Institutional Service Class		1			—			—
Registration and filing fees		62,975			61,232			54,818
Trustee fees		348			1,207			427
Other		16,361			44,290			6,339

Total expenses before reimbursed expenses		251,772			621,195			240,377
Earnings credit (Note 5)		(36	)		(1,201	)		(346	)
Expenses reimbursed		(66,130	)		—			(37,930	)

Total Expenses		185,606			619,994			202,101

Net Investment Income (Loss)		84,744			157,239			78,087


REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS:
Net realized gains (losses) on investment transactions		825,122			4,974,024			1,819,563
Net realized gains (losses) on foreign currency transactions		(4,876	)		(94,823	)		9,505

Net realized gains (losses) on investment and foreign currency transactions		820,246			4,879,201			1,829,068
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies		(800,447	)		2,879,080			492,604

Net realized/unrealized gains (losses) on investments and foreign currencies		19,799			7,758,281			2,321,672

CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	104,543		$	7,915,520		$	2,399,759

See notes to financial statements.


2005 Annual Report		113

Statements of Changes in Net Assets


	Gartmore China Opportunities Fund						Gartmore Emerging Markets Fund
	Year Ended October 31, 2005			Period Ended October 31, 2004 (a)			Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	84,744		$	10,978		$	157,239		$	60,244
Net realized gains (losses) on investment and foreign currency transactions		820,246			237,829			4,879,201			2,261,787
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies		(800,447	)		446,182			2,879,080			(553,350	)

Change in net assets resulting from operations		104,543			694,989			7,915,520			1,768,681


Distributions to Class A Shareholders from:
Net investment income		(15,757	)		(1,204	)		(56,787	)		(48,254	)
Net realized gain on investments		(44,331	)		—			(975,437	)		—

Distributions to Class B Shareholders from:
Net investment income		(1,010	)		(5	)		(1,826	)		(3,983	)
Net realized gain on investments		(3,240	)		—			(207,463	)		—

Distributions to Class C Shareholders from:
Net investment income		(3,793	)		—			(1,199	)		(3,008	)
Net realized gain on investments		(23,795	)		—			(173,966	)		—

Distributions to Class R Shareholders from:
Net investment income		(7	)		(1	)		(4	)		(3	)(b)
Net realized gain on investments		(36	)		—			(76	)		—

Distributions to Institutional Service Class Shareholders from:
Net investment income		(9	)		(2	)		(41,434	)		(16,749	)
Net realized gain on investments		(34	)		—			(267,430	)		—

Distributions to Institutional Class Shareholders from:
Net investment income		(49,459	)		(11,473	)		(12,375	)		(831	)(a)
Net realized gain on investments		(169,694	)		—			(58,885	)		—

Change in net assets from shareholder distributions		(311,165	)		(12,685	)		(1,796,882	)		(72,828	)

Change in net assets from capital transactions		3,757,800			6,042,582			12,859,182			7,033,976

Change in net assets		3,551,178			6,724,886			18,977,820			8,729,829

Net Assets:
Beginning of period		6,724,886			—			22,989,212			14,259,383

End of period	$	10,276,064		$	6,724,886		$	41,967,032		$	22,989,212

Accumulated net investment income (loss)	$	13,173		$	(2,049	)	$	79		$	(95	)

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

See notes to financial statements.


114		Annual Report 2005

Statements of Changes in Net Assets


	Gartmore International Growth Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	78,087		$	(9,044	)
Net realized gains (losses) on investment and foreign currency transactions		1,829,068			857,341
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies		492,604			(22,049	)

Change in net assets resulting from operations		2,399,759			826,248


Distributions to Class A Shareholders from:
Net investment income		(31,300	)		—

Distributions to Class B Shareholders from:
Net investment income		(19,754	)		—

Distributions to Class C Shareholders from:
Net investment income		(735	)		—

Distributions to Class R Shareholders from:
Net investment income		(11	)		—

Distributions to Institutional Service Class Shareholders from:
Net investment income		(32,202	)		—

Distributions to Institutional Class Shareholders from:
Net investment income		(6,631	)		—

Change in net assets from shareholder distributions		(90,633	)		—

Change in net assets from capital transactions		5,343,666			541,965

Change in net assets		7,652,792			1,368,213

Net Assets:
Beginning of period		8,721,958			7,353,745

End of period	$	16,374,750		$	8,721,958

Accumulated net investment income (loss)	$	(2,346	)	$	695

See notes to financial statements.


2005 Annual Report		115

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore China Opportunities Fund


			Investment Activities				Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments	Total from Investment Activities	Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Period Ended October 31, 2004 (d)	$	10.00	0.01		1.25	1.26	(0.02	)	–		(0.02	)	$	11.24	12.61%	(e)	$	1,029	1.95%	(f)	0.37%	(f)	5.57%	(f)	(3.25%	)(f)	50.76%
Year Ended October 31, 2005	$	11.24	0.09		0.33	0.42	(0.07	)	(0.34	)	(0.41	)	$	11.25	3.58%		$	2,847	2.01%		0.95%		2.68%		0.28%		130.48%

Class B Shares
Period Ended October 31, 2004 (d)	$	10.00	0.01		1.23	1.24	(0.01	)	–		(0.01	)	$	11.23	12.38%	(e)	$	19	2.65%	(f)	(0.14%	)(f)	6.09%	(f)	(3.57%	)(f)	50.76%
Year Ended October 31, 2005	$	11.23	0.03		0.31	0.34	(0.04	)	(0.34	)	(0.38	)	$	11.19	2.82%		$	315	2.74%		0.33%		3.41%		(0.34%	)	130.48%

Class C Shares
Period Ended October 31, 2004 (d)	$	10.00	(0.01	)	1.24	1.23	–		–		–		$	11.23	12.30%	(e)	$	38	2.65%	(f)	(1.42%	)(f)	6.93%	(f)	(5.69%	)(f)	50.76%
Year Ended October 31, 2005	$	11.23	0.02		0.31	0.33	(0.03	)	(0.34	)	(0.37	)	$	11.19	2.79%		$	1,258	2.73%		0.24%		3.42%		(0.45%	)	130.48%

Class R Shares
Period Ended October 31, 2004 (d)	$	10.00	0.01		1.24	1.25	(0.01	)	–		(0.01	)	$	11.24	12.46%	(e)	$	1	2.40%	(f)	(0.18%	)(f)	4.86%	(f)	(2.64%	)(f)	50.76%
Year Ended October 31, 2005	$	11.24	0.06		0.33	0.39	(0.06	)	(0.34	)	(0.40	)	$	11.23	3.29%		$	1	2.22%		0.49%		2.87%		(0.16%	)	130.48%

Institutional Sevice Class Shares
Period Ended October 31, 2004 (d)	$	10.00	0.02		1.25	1.27	(0.02	)	–		(0.02	)	$	11.25	12.74%	(e)	$	1	1.70%	(f)	0.51%	(f)	3.97%	(f)	(1.75%	)(f)	50.76%
Year Ended October 31, 2005	$	11.25	0.09		0.34	0.43	(0.09	)	(0.34	)	(0.43	)	$	11.25	3.63%		$	1	1.82%		0.84%		2.48%		0.18%		130.48%

Institutional Class Shares
Period Ended October 31, 2004 (d)	$	10.00	0.02		1.25	1.27	(0.02	)	–		(0.02	)	$	11.25	12.74%	(e)	$	5,637	1.65%	(f)	0.59%	(f)	4.17%	(f)	(1.93%	)(f)	50.76%
Year Ended October 31, 2005	$	11.25	0.12		0.34	0.46	(0.10	)	(0.34	)	(0.44	)	$	11.27	3.86%		$	5,854	1.72%		0.98%		2.41%		0.29%		130.48%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For period from June 29, 2004 (commencement of operations) through October 31, 2004.

(e)	Not annualized.

(f)	Annualized.

See notes to financial statements.


116		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Emerging Markets Fund


			Investment Activities							Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Redemption Fees	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	8.11	0.01		—	(2.14	)	(2.13	)	—		—		—		$	5.98	(26.24%	)	$	1,066	2.15%		0.18%		5.93%		(3.60%	)	97.85%
Year Ended October 31, 2002	$	5.98	(0.03	)	—	0.85		0.82		—		—		—		$	6.80	13.71%		$	1,996	2.01%		(0.49%	)	2.41%		(0.89%	)	57.86%
Year Ended October 31, 2003	$	6.80	0.03		—	3.71		3.74		—		—		—		$	10.54	55.00%		$	9,070	1.88%		0.61%		2.45%		0.05%		146.04%
Year Ended October 31, 2004	$	10.54	0.05		0.03	1.70		1.78		(0.05	)	—		(0.05	)	$	12.27	16.97%		$	13,898	1.88%		0.41%		1.99%		0.31%		134.11%
Year Ended October 31, 2005	$	12.27	0.08		—	3.47		3.54		(0.05	)	(0.85	)	(0.90	)	$	14.92	30.02%		$	22,012	1.84%		0.55%	(i)		(i)		(i)	135.40%

Class B Shares
Year Ended October 31, 2001	$	8.10	(0.03	)	—	(2.13	)	(2.16	)	—		—		—		$	5.94	(26.67%	)	$	1,164	2.75%		(0.40%	)	6.67%		(4.32%	)	97.85%
Year Ended October 31, 2002	$	5.94	(0.08	)	—	0.85		0.77		—		—		—		$	6.71	12.96%		$	1,443	2.71%		(1.18%	)	3.22%		(1.69%	)	57.86%
Year Ended October 31, 2003	$	6.71	—		—	3.62		3.62		—		—		—		$	10.33	53.95%		$	2,010	2.55%		0.07%		3.18%		(0.56%	)	146.04%
Year Ended October 31, 2004	$	10.33	(0.03	)	0.03	1.67		1.67		(0.02	)	—		(0.02	)	$	11.98	16.14%		$	2,900	2.55%		(0.27%	)	2.65%		(0.37%	)	134.11%
Year Ended October 31, 2005	$	11.98	(0.01	)	—	3.37		3.36		(0.01	)	(0.85	)	(0.86	)	$	14.48	29.30%		$	4,063	2.52%		(0.11%	)(i)		(i)		(i)	135.40%

Class C Shares
Period Ended October 31, 2001 (d)	$	7.57	(0.01	)	—	(1.54	)	(1.55	)	—		—		—		$	6.02	(20.48%	)(g)	$	10	2.75%	(h)	(0.85%	)(h)	8.68%	(h)	(6.78%	)(h)	97.85%
Year Ended October 31, 2002	$	6.02	(0.08	)	—	0.86		0.78		—		—		—		$	6.80	12.96%		$	15	2.72%		(1.12%	)	3.28%		(1.68%	)	57.86%
Year Ended October 31, 2003	$	6.80	—		—	3.67		3.67		—		—		—		$	10.47	53.97%		$	1,398	2.55%		(0.12%	)	2.95%		(0.52%	)	146.04%
Year Ended October 31, 2004	$	10.47	(0.02	)	0.03	1.68		1.69		(0.02	)	—		(0.02	)	$	12.14	16.21%		$	2,217	2.55%		(0.16%	)	2.64%		(0.25%	)	134.11%
Year Ended October 31, 2005	$	12.14	(0.01	)	—	3.42		3.41		(0.01	)	(0.85	)	(0.86	)	$	14.69	29.20%		$	4,302	2.51%		(0.11%	)(i)		(i)		(i)	135.40%

Class R Shares
Period Ended October 31, 2004 (e)	$	11.20	0.03		0.03	0.78		0.84		(0.03	)	—		(0.03	)	$	12.01	7.50%	(g)	$	1	2.15%	(h)	0.26%	(h)	2.28%	(h)	0.13%	(h)	134.11%
Year Ended October 31, 2005	$	12.01	0.04		—	3.41		3.45		(0.04	)	(0.85	)	(0.89	)	$	14.57	30.11%		$	9	1.82%		0.16%	(i)		(i)		(i)	135.40%

Institutional Service Class Shares
Year Ended October 31, 2001	$	8.11	0.04		—	(2.13	)	(2.09	)	(0.01	)	—		(0.01	)	$	6.01	(25.81%	)	$	1,004	1.82%		0.49%		5.60%		(3.29%	)	97.85%
Year Ended October 31, 2002	$	6.01	(0.02	)	—	0.87		0.85		—		—		—		$	6.86	14.14%		$	1,145	1.73%		(0.21%	)	2.24%		(0.72%	)	57.86%
Year Ended October 31, 2003	$	6.86	0.08		—	3.72		3.80		—		—		—		$	10.66	55.39%		$	1,781	1.55%		1.07%		2.18%		0.44%		146.04%
Year Ended October 31, 2004	$	10.66	0.09		0.03	1.72		1.84		(0.07	)	—		(0.07	)	$	12.43	17.25%		$	3,737	1.55%		0.81%		1.66%		0.70%		134.11%
Year Ended October 31, 2005	$	12.43	0.10		—	3.54		3.64		(0.08	)	(0.85	)	(0.93	)	$	15.14	30.60%		$	8,955	1.50%		0.83%	(i)		(i)		(i)	135.40%

Institutional Class Shares
Period Ended October 31, 2004 (f)	$	11.26	0.03		0.03	1.15		1.21		(0.04	)	—		(0.04	)	$	12.43	10.79%	(g)	$	236	1.55%	(h)	0.81%	(h)	1.71%	(h)	0.65%	(h)	134.11%
Year Ended October 31, 2005	$	12.43	0.11		—	3.53		3.64		(0.08	)	(0.85	)	(0.93	)	$	15.14	30.60%		$	2,631	1.49%		0.92%	(i)		(i)		(i)	135.40%


(a) Excludes sales charge.
(b) During the period certain fees were waived and/or reimbursed. If such waivers/ reimbursements had not occurred, the ratios would have been as indicated.
(c) Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.
(d) For the period from March 1, 2001 (commencement of operations) through October 31, 2001.
(e) For the period from December 30, 2003 (commencement of operations) through October 31, 2004.
(f) For period from June 29, 2004 (commencement of operations) through October 31, 2004.
(g) Not annualized.
(h)Annualized.
(i) There were no fee reductions during the period.

See notes to financial statements.


2005 Annual Report		117

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore International Growth Fund


			Investment Activities							Distributions								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Redemption Fees	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	8.86	(0.02	)	—	(2.65	)	(2.67	)	—		—		$	6.19	(30.14%	)	$	2,156	1.85%		(0.30%	)	4.01%		(2.46%	)	236.28%
Year Ended October 31, 2002	$	6.19	0.01		—	(0.82	)	(0.81	)	—		—		$	5.38	(13.09%	)	$	1,965	1.76%		0.20%		2.10%		(0.14%	)	226.70%
Year Ended October 31, 2003	$	5.38	(0.01	)	0.03	1.58		1.60		—		—		$	6.98	29.74%		$	2,592	1.65%		0.39%		2.37%		(0.33%	)	304.72%
Year Ended October 31, 2004	$	6.98	0.01		0.01	0.79		0.81		—		—		$	7.79	11.60%		$	3,096	1.65%		0.06%		2.10%		(0.38%	)	262.09%
Year Ended October 31, 2005	$	7.79	0.08		—	1.90		1.98		(0.08	)	(0.08	)	$	9.69	25.49%		$	7,980	1.65%		0.74%		1.90%		0.50%		247.22%

Class B Shares
Year Ended October 31, 2001	$	8.85	(0.07	)	—	(2.64	)	(2.71	)	—		—		$	6.14	(30.62%	)	$	2,078	2.45%		(0.89%	)	4.75%		(3.19%	)	236.28%
Year Ended October 31, 2002	$	6.14	(0.03	)	—	(0.81	)	(0.84	)	—		—		$	5.30	(13.68%	)	$	1,840	2.46%		(0.50%	)	2.85%		(0.89%	)	226.70%
Year Ended October 31, 2003	$	5.30	(0.05	)	0.03	1.54		1.52		—		—		$	6.82	28.68%		$	2,395	2.40%		(0.36%	)	3.12%		(1.08%	)	304.72%
Year Ended October 31, 2004	$	6.82	(0.05	)	0.01	0.78		0.74		—		—		$	7.56	10.85%		$	2,695	2.40%		(0.70%	)	2.84%		(1.14%	)	262.09%
Year Ended October 31, 2005	$	7.56	0.01		—	1.83		1.84		(0.05	)	(0.05	)	$	9.35	24.49%		$	3,444	2.40%		0.12%		2.81%		(0.30%	)	247.22%

Class C Shares
Period Ended October 31, 2001 (d)	$	7.72	(0.02	)	—	(1.53	)	(1.55	)	—		—		$	6.17	(20.08%	)(g)	$	10	2.45%	(h)	(1.10%	)(h)	6.72%	(h)	(5.37%	)(h)	236.28%
Year Ended October 31, 2002	$	6.17	(0.03	)	—	(0.81	)	(0.84	)	—		—		$	5.33	(13.61%	)	$	10	2.46%		(0.53%	)	2.95%		(1.02%	)	226.70%
Year Ended October 31, 2003	$	5.33	(0.05	)	0.03	1.55		1.53		—		—		$	6.86	28.71%		$	16	2.40%		(0.37%	)	3.12%		(1.09%	)	304.72%
Year Ended October 31, 2004	$	6.86	(0.01	)	0.01	0.74		0.74		—		—		$	7.60	10.79%		$	112	2.40%		(0.23%	)	2.87%		(0.70%	)	262.09%
Year Ended October 31, 2005	$	7.60	0.03		—	1.82		1.85		(0.05	)	(0.05	)	$	9.40	24.45%		$	272	2.40%		0.10%		2.69%		(0.19%	)	247.22%

Class R Shares
Period Ended October 31, 2004 (e)	$	7.25	0.02		0.01	0.30		0.33		—		—		$	7.58	4.55%	(g)	$	1	2.00%	(h)	0.31%	(h)	2.65%	(h)	(0.33%	)(h)	262.09%
Year Ended October 31, 2005	$	7.58	0.07		—	1.86		1.93		(0.10	)	(0.10	)	$	9.41	25.37%		$	1	1.68%		0.81%		2.31%		0.18%		247.22%

Institutional Service Class Shares
Year Ended October 31, 2001	$	8.86	—		—	(2.64	)	(2.64	)	—		—		$	6.22	(29.80%	)	$	2,073	1.52%		0.03%		3.72%		(2.17%	)	236.28%
Year Ended October 31, 2002	$	6.22	0.03		—	(0.83	)	(0.80	)	—		—		$	5.42	(12.86%	)	$	1,807	1.48%		0.48%		1.85%		0.11%		226.70%
Year Ended October 31, 2003	$	5.42	0.01		0.03	1.59		1.63		—		—		$	7.05	30.07%		$	2,350	1.40%		0.64%		2.12%		(0.08%	)	304.72%
Year Ended October 31, 2004	$	7.05	0.02		0.01	0.81		0.84		—		—		$	7.89	11.91%		$	2,629	1.40%		0.30%		1.84%		(0.14%	)	262.09%
Year Ended October 31, 2005	$	7.89	0.11		—	1.91		2.02		(0.10	)	(0.10	)	$	9.81	25.72%		$	3,306	1.40%		1.12%		1.82%		0.70%		247.22%

Institutional Class Shares
Period Ended October 31, 2004 (f)	$	7.51	—		0.01	0.37		0.38		—		—		$	7.89	5.06%	(g)	$	189	1.40%	(h)	0.03%	(h)	1.94%	(h)	(0.52%	)(h)	262.09%
Year Ended October 31, 2005	$	7.89	0.11		—	1.91		2.02		(0.10	)	(0.10	)	$	9.81	25.72%		$	1,372	1.40%		1.11%		1.61%		0.90%		247.22%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.

(e)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(f)	For period from June 29, 2004 (commencement of operations) through October 31, 2004.

(g)	Not annualized.

(h)	Annualized.

See notes to financial statements.


118		Annual Report 2005

Gartmore Convertible Fund

For the annual period ended Oct. 31, 2005, the Gartmore Convertible Fund (Class A at NAV) returned 6.32% versus 2.57% for its benchmark, the Goldman Sachs Convertible 100 Index. For broader comparison, the average return for the Fund’s Lipper peer category of Convertible Security Funds was 6.76%.

After getting off to a strong start at the end of 2004, convertible securities struggled through the middle of May 2005. Some of the weakness for convertibles in absolute returns during this period was due to the selling of convertibles by funds unwinding arbitrage positions. A tapering off of this selling, along with an advancing stock market, provided a favorable backdrop for convertibles from mid-May through the end of July. Convertibles weakened again in August, as the price of crude oil made a run at the $70-per-barrel level and Hurricane Katrina swept through the Gulf Coast. The market remained on the defensive through September and October, as hurricanes Rita and Wilma made landfall. These events simultaneously prompted heightened concerns about slowing economic growth and fears of worsening inflation because of energy supply disruptions. Although convertibles generally lost ground in October, the Fund’s performance held up better than that of the benchmark Index due primarily to the Fund’s more-conservative positioning.

Relative to the benchmark Index, the Fund was helped by our security selection in information technology and industrials. In technology, the Fund’s holdings in Corning Inc. and Motorola, Inc. both turned in strong performances for the Fund, with Corning experiencing strong demand for its glass products from the makers of flat-panel displays. Meanwhile, Motorola posted healthy sales and earnings growth driven by brisk sales of its sleek Razr wireless handset. In industrials, our positions in Regal-Beloit Corp., a manufacturer of electric motors, and Fluor Corp., a construction and engineering services provider, were beneficial to Fund performance.

The consumer discretionary sector was the biggest detractor from Fund performance. Within that sector, the Fund’s holdings in Tower Automotive, Inc. hurt Fund results. Fortunately, we liquidated this position well before the auto parts maker filed for Chapter 11 bankruptcy protection for its U.S. operations in February 2005. The financials sector also held back Fund performance as reinsurer Platinum Underwriters Holdings, Ltd. struggled due to weaker-than-expected financial results stemming from 2005’s severe hurricane season. In addition, the Fund’s relative performance in the financials sector was hurt by the fact that the Fund held no position in two equity-sensitive issues that were part of the benchmark and performed well. We had avoided these two issues due to their unfavorable risk/reward profile.

We look for a reasonably favorable environment for convertible securities for the near term. Investments in a number of asset classes, including convertibles, could get a boost as we approach the end of the Federal Reserve Board’s period of “measured” interest-rate hikes, an event expected to occur at some point during the first half of 2006. Ben Bernanke, who is taking over the Fed after current chairman Alan Greenspan retires at the end of January 2006, is a highly regarded economist who should command considerable respect from investors. Energy prices, of course, will continue to be an important wild card, and we will be vigilant about protecting the Fund from damage by companies sensitive to high energy costs. Over complete market cycles, we are confident that our conservative, value-oriented strategy should add value for our shareholders.

Portfolio Managers:

Jeremiah O’Grady and Charles Wright


2005 Annual Report		119


Fund Performance		Gartmore Convertible Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	Inception¹
Class A²	w/o SC³	6.32%	2.94%
	w/SC⁴	0.18%	-0.32%
Class B²	w/o SC³	5.52%	2.07%
	w/SC⁵	0.52%	-0.08%
Class C²	w/o SC³	5.48%	2.08%
	w/SC⁶	5.48%	2.08%
Class R^7,8		6.16%	2.47%
Institutional Service Class^2,8		6.50%	3.10%
Institutional Class⁸		6.50%	3.10%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on December 29, 2003.

These returns until the creation of Class A, B, C and Institutional Service shares (1/20/04) include the performance of the Fund’s Institutional Class shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is substantially similar to what Class A, B, C and Institutional Service shares would have produced because Class A, B, C and Institutional Service shares invest in the same portfolio of securities as Institutional Class shares.

³	These returns do not reflect the effects of sales charges (SC).

⁴	A 5.75% front-end sales charge was deducted.

⁵	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁶	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁷

These returns until the creation of Class R shares (5/14/04) include the performance of the Fund’s Class B shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is substantially similar to what Class R shares would have produced because Class R shares invest in the same portfolio of securities as Class B shares.

⁸	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Institutional Class shares of the Gartmore Convertible Fund, Goldman Sachs Convertible 100 Index(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The Goldman Sachs Convertible 100 Index is an unmanaged index with a target of 100 securities, including convertible bonds, preferreds, and mandatory convertible securities.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


120		Annual Report 2005

Shareholder

Expense Example

Gartmore Convertible Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Convertible Bond Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,064.40	$	6.30	1.21%
	Hypothetical	¹	$	1,000.00	$	1,018.90	$	6.18	1.21%
Class B	Actual		$	1,000.00	$	1,060.90	$	10.18	1.96%
	Hypothetical	¹	$	1,000.00	$	1,015.12	$	10.00	1.96%
Class C	Actual		$	1,000.00	$	1,060.60	$	10.18	1.96%
	Hypothetical	¹	$	1,000.00	$	1,015.12	$	10.00	1.96%
Class R	Actual		$	1,000.00	$	1,064.40	$	7.08	1.36%
	Hypothetical	¹	$	1,000.00	$	1,018.14	$	6.94	1.36%
Institutional Service Class	Actual		$	1,000.00	$	1,065.90	$	5.00	0.96%
	Hypothetical	¹	$	1,000.00	$	1,020.16	$	4.90	0.96%
Institutional Class	Actual		$	1,000.00	$	1,065.90	$	5.00	0.96%
	Hypothetical	¹	$	1,000.00	$	1,020.16	$	4.90	0.96%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


2005 Annual Report		121


Portfolio Summary		Gartmore Convertible Fund

October 31, 2005


Asset Allocation
Convertible Bonds		57.4%
Convertible Preferred Stock		32.4%
Cash Equivalents		13.9%
Liabilities in excess of Other Assets		-3.7%

		100.0%


Top Industries
Insurance		12.7%
Diversified Financial Services		7.9%
Pharmaceuticals		7.9%
Aerospace & Defense		7.5%
Computers		5.0%
Medical		4.2%
Gold Mining		4.2%
Savings & Loans		3.8%
Semiconductors		3.4%
Broadcast Media		2.8%
Other Industries		40.6%

		100.0%


Top Holdings*
EMC Corp., 4.50%, 04/01/07		5.0%
Wyeth, 3.32%, 01/15/24		3.9%
Placer Dome, Inc., 2.75%, 10/15/23		3.6%
Lockheed Martin Corp., 3.54%, 08/15/33		3.3%
American Express Credit Corp., 1.85%, 12/01/33		3.2%
Travelers Property Casualty		3.0%
Sovereign Cap Trust IV		2.9%
Liberty Media Corp., 3.50%, 01/15/31		2.8%
Centerpointe Energy, Inc.		2.8%
SLM Corp., 3.60%, 07/25/35		2.6%
Other Holdings		66.9%

		100.0%

*	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


122		Annual Report 2005

Statement of Investments

October 31, 2005

Gartmore Convertible Fund

Convertible Bonds (57.4%)


	Principal Amount		Value

Aerospace & Defense (5.7%)
EDO Corp., 5.25%, 04/15/07	$	1,105,000	$	1,142,294
Lockheed Martin Corp., 3.54%, 08/15/33		1,485,000		1,558,269

				2,700,563

Apparel (1.9%)
Reebok International Ltd., 2.00%, 05/01/24		795,000		890,400

Banking (1.9%)
Euronet Worldwide, Inc., 3.50%, 10/15/25 (b)		940,000		917,675

Broadcast Media (2.8%)
Liberty Media Corp., 3.50%, 01/15/31		1,395,000		1,353,150

Computer Equipment (1.7%)
Maxtor Corp., 6.80%, 04/30/10		835,000		808,906

Computers (5.0%)
EMC Corp., 4.50%, 04/01/07		2,260,000		2,387,125

Consulting Services (1.5%)
FTI Consulting, 3.75%, 07/15/12 (b)		630,000		700,088

Diversified Financial Services (5.8%)
American Express Credit Corp., 1.85%, 12/01/33		1,440,000		1,517,399
SLM Corp., 3.60%, 07/25/35		1,195,000		1,238,379

				2,755,778

Gold Mining (4.2%)
Agnico Eagle Mines, 4.50%, 02/15/12		310,000		322,400
Placer Dome, Inc., 2.75%, 10/15/23		1,530,000		1,704,038

				2,026,438

Hotels & Motels (1.0%)
Hilton Hotels Corp., 3.38%, 04/15/23		430,000		457,950

Insurance (3.7%)
Conseco, Inc., 3.50%, 09/30/35 (b)		645,000		639,356
PMI Group, Inc., 2.50%, 07/15/21		1,110,000		1,137,750

				1,777,106


	Principal Amount		Value

Manufacturing (1.7%)
Danaher Corp., 1.71%, 01/22/21	$	1,045,000	$	824,244

Medical (4.2%)
Health Management Association, 1.50%, 08/01/23		800,000		805,000
Manor Care, Inc., 2.13%, 08/01/35 (b)		1,215,000		1,224,113

				2,029,113

Pharmaceuticals (7.9%)
Axcan Pharma, Inc., 4.25%, 04/15/08		660,000		715,275
Ivax Corp., 4.50%, 05/15/08		1,180,000		1,180,000
Wyeth, 3.32%, 01/15/24		1,800,000		1,845,161

				3,740,436

Semiconductors (3.4%)
Advanced Micro Devices, 4.75%, 02/01/22		400,000		438,000
LSI Logic, 4.00%, 05/15/10		615,000		597,319
Skyworks Solutions, 4.75%, 11/15/07		625,000		609,375

				1,644,694

Software (1.1%)
Open Solutions, Inc., 1.47%, 02/02/35 (b)		250,000		129,375
Open Solutions, Inc., 1.47%, 02/02/35		784,000		405,720

				535,095

Telecommunication Equipment (2.5%)
Lucent Technologies, 2.75%, 06/15/23		530,000		555,175
Lucent Technologies, 8.00%, 08/01/31		635,000		653,256

				1,208,431

Telecommunications (1.4%)
ADC Telecommunications, 2.24%, 06/15/13		740,000		692,825


Total Convertible Bonds				27,450,017


2005 Annual Report		123

Statement of Investments (Continued)

October 31, 2005

Gartmore Convertible Fund (Continued)

Convertible Preferred Stocks (32.4%)

LOGO


	Shares or Principal Amount	Value

Aerospace & Defense (1.8%)
Northrop Grumman Corp., 7.00%, 04/04/21	7,200	$	855,000

Building Materials (2.5%)
TXI Capital Trust I, 5.50%, 06/30/28	23,140		1,209,065

Chemicals (2.7%)
Celanese Corp., 4.25%, 12/31/49	22,905		604,119
Huntsman Corp., 5.00%, 02/16/06	16,075		709,310

			1,313,429

Crude Petroleum & Natural Gas (1.5%)
Chesapeake Energy Corp., 4.50%, 12/31/49	6,900		708,113

Diversified Financial Services (2.1%)
Marshall & Ilsley Corp., 6.50%, 08/15/07	38,300		1,009,205

Energy (2.8%)
Centerpointe Energy, Inc., 2.00%, 09/15/29	38,300		1,323,495

Healthcare Products (1.7%)
Baxter International, Inc., 7.00%, 02/16/06	14,850		803,756

Insurance (9.0%)
Genworth Financial, Inc., 6.00%, 05/16/07	31,350		1,098,190
Reinsurance Group of America, Inc., 5.75%, 12/15/50	11,250		666,563
Scottish RE Group Ltd., 5.88%, 05/21/07	21,250		597,975
Travelers Property Casualty, 4.50%, 04/15/32	57,415		1,432,503
XL Capital Ltd., 6.50%, 05/15/07	23,000		492,660

			4,287,891

Mining (0.8%)
Freeport — MC Corp., 5.50%, 12/31/49	360		395,775

Real Estate Investment Trusts (1.3%)
Simon Property Group LP, 6.00%, 12/31/49	10,300		638,600


	Shares or Principal Amount	Value
Rental & Leasing (2.4%)
Hanover Compress Cap Trust, 7.25%, 12/14/29	23,925	1,136,438

Savings & Loans (3.8%)
Sovereign Cap Trust IV, 4.38%, 03/01/34	30,750	1,372,219
Washington Mutual Capital Trust I, 5.38%, 05/21/07	8,370	426,661

		1,798,880


Total Convertible Preferred Stocks		15,479,647



Cash Equivalents (13.9%)
	Principal Amount		Value

Investments in repurchase agreements (collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $6,619,608)	$	6,618,892	$	6,618,892


Total Cash Equivalents				6,618,892


Total Investments (Cost $49,253,331) (a) — 103.7%				49,548,556

Liabilities in excess of other assets — (3.7)%				(1,766,801	)


NET ASSETS — 100.0%			$	47,781,755

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

See notes to financial statements.


124		Annual Report 2005

Gartmore High Yield Bond Fund

For the annual period ended Oct. 31, 2005, the Gartmore High Yield Bond Fund (Class A at NAV) returned 2.23% versus 3.54% for its benchmark, the Citigroup High-Yield Market Index. For broader comparison, the average return for the Fund’s Lipper peer category of High Current Yield Funds was 3.25%.

The high-yield market struggled during the period, with both the Fund and its benchmark Index posting a negative principal return that offset a significant part of the average coupon rate of approximately 8%. Challenges for the market included upward pressure on yields due to ample supply of high-yield securities, stretched valuations at the end of 2004 and the well-publicized problems of issuers in the auto industry.

The container industry had the most negative impact on Fund performance. Most of the Fund’s underperformance was caused by holdings in Pliant Corp., a manufacturer of flexible packaging made from resin, a petroleum product. Hurricane damage to Gulf Coast crude oil production and refinery facilities led to skyrocketing resin prices, and Pliant was unable to pass along the higher cost to its customers. An underweighting in the broadband industry also hurt Fund performance, as did unfavorable security selection in the paper and forest segment. In the finance sector, the Fund unfortunately owned securities in Refco Finance Holdings when Refco’s chief executive officer was arrested for fraud; we subsequently liquidated the position at a loss. Other detractors from the Fund included Lifecare Holdings Inc., Solo Cup Co. and Adelphia Communications Corp.

Conversely, the Fund was aided by an underweighting in auto manufacturing, along with solid security selection in the group. Not owning the debt of General Motors Corp. or Ford Motor Co.–or any of their related entities–was an important positive factor that added to the Fund’s performance. The Fund’s largest sector weighting was in wireless, the benchmark’s best-performing industry and another group that added to Fund performance. Our significant overweighting in the sector more than made up for the fact that the Fund’s wireless securities underperformed those in the Index. Rural Cellular Corp. was one Fund holding that did particularly well. Other holdings in various sectors that helped Fund performance included Charter Communications Holdings, Llc; El Paso Corp.; Qwest Communications International Inc.; and Edison Mission Energy.

Looking at quality sectors, the Fund benefited from our strategy of overweighting securities with split BBB and B ratings while underweighting BB-rated paper. We favored this strategy, given the factors of the greater sensitivity of BB-rated securities to changes in interest rates and the Federal Reserve Board’s campaign of steadily raising rates. Our BB- rated holdings were especially helpful to Fund performance; we correctly anticipated that these holdings would underperform, and our picks outperformed their counterparts in the benchmark.

Looking ahead, we anticipate a relatively favorable backdrop for high-yield securities. Interest rates should remain relatively stable compared with those of the period under review; the Fed probably is close to the end of its current cycle of tightening. Although some minor differences of emphasis might occur, we look for the new Federal Reserve Board leadership to maintain continuity with Alan Greenspan’s policies. Moreover, we believe that economic growth should continue at roughly the same pace as has been maintained recently, providing a positive, though not outstanding, environment for corporate earnings growth. The default rate, a key measurement of the high-yield market, could rise slightly but should remain low by historical standards. Likewise, the ratio of credit quality upgrades to downgrades should decline slightly but remain at favorable levels, providing a reasonably positive environment in which to practice our disciplined brand of security selection.

Portfolio Manager:

Karen Bater


2005 Annual Report		125


Fund Performance		Gartmore High Yield Bond Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	2.23%	5.50%	2.33%
	w/SC³	-2.58%	4.47%	1.48%
Class B	w/o SC²	1.55%	4.74%	1.59%
	w/SC⁴	-3.21%	4.46%	1.48%
Class C⁵	w/o SC²	1.40%	4.48%	1.38%
	w/SC⁶	0.45%	4.48%	1.38%
Class R^7,9		2.05%	4.90%	1.72%
Institutional Class^8,9		2.54%	5.79%	2.70%
Institutional Service Class⁹		2.34%	5.74%	2.67%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on December 29, 1999.

²	These returns do not reflect the effects of sales charges (SC).

³	A 4.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵

These returns until the creation of Class C shares (3/1/01) include the performance of the Fund’s Class B shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is substantially similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as Class B shares and have the same expenses after any fee waivers or reimbursements. For Class C shares returns with sales charges, these returns have been restated for the applicable sales charges.

⁶	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁷

These returns until the creation of Class R shares (12/27/04) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares invest in the same portfolio of securities as Class B shares.

⁸

⁹	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore High Yield Bond Fund, Citigroup U.S. High-Yield Market Index (a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The Citigroup U.S. High-Yield Market is an unmanaged index of high-yield debt securities and is a broad market measure.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


126		Annual Report 2005

Shareholder

Expense Example

Gartmore High Yield Bond Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


High Yield Bond			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,021.40	$	5.96	1.17%
	Hypothetical	¹	$	1,000.00	$	1,019.10	$	5.97	1.17%
Class B	Actual		$	1,000.00	$	1,017.90	$	9.46	1.86%
	Hypothetical	¹	$	1,000.00	$	1,015.62	$	9.49	1.86%
Class C	Actual		$	1,000.00	$	1,016.40	$	9.45	1.86%
	Hypothetical	¹	$	1,000.00	$	1,015.62	$	9.49	1.86%
Class R	Actual		$	1,000.00	$	1,019.50	$	6.57	1.29%
	Hypothetical	¹	$	1,000.00	$	1,018.50	$	6.58	1.29%
Institutional Service Class	Actual		$	1,000.00	$	1,021.00	$	4.64	0.91%
	Hypothetical	¹	$	1,000.00	$	1,020.41	$	4.64	0.91%
Institutional Class	Actual		$	1,000.00	$	1,022.60	$	4.33	0.85%
	Hypothetical	¹	$	1,000.00	$	1,020.72	$	4.34	0.85%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


2005 Annual Report		127


Portfolio Summary		Gartmore High Yield Bond Fund

October 31, 2005


Asset Allocation
Corporate Bonds		87.0%
Cash Equivalents		9.8%
Yankee Bonds		1.4%
Preferred Stocks		1.3%
Common Stock		0.1%
Warrants		0.0%
Other Assets in excess of Liabilities		0.4%

		100.0%


Top Industries
Telecommunication Services		8.4%
Oil & Gas		7.7%
Cable & Satellite		6.8%
Utilities		6.3%
Chemicals		5.2%
Healthcare		5.2%
Gaming		5.0%
Auto Parts & Equipment		3.7%
Containers		3.3%
Communication & Mobile		3.0%
Paper & Forest Products		2.3%
Other Industries		43.1%

		100.0%


Top Holdings*
Cablevision Systems Corp., 8.00%, 04/15/12		1.4%
El Paso Group Co., 7.75%, 06/15/10		1.4%
Edison Mission Energy, 9.88%, 04/15/11		1.2%
Triton PCS, Inc., 8.50%, 06/01/13		1.2%
Qwest Corp., 8.88%, 03/15/12		1.2%
Georgia Pacific Corp., 8.88%, 02/01/10		1.2%
Charter Communications Holdings LLC, 8.63%, 04/01/09		1.1%
LBI Media, Inc., 10.13%, 07/15/12		1.1%
Rural Cellular Corp., 9.88%, 02/01/10		1.1%
AES Corp., 8.75%, 05/15/13		1.1%
Other Companies		88.0%

		100.0%

*	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


128		Annual Report 2005

Statement of Investments

October 31, 2005

Gartmore High Yield Bond Fund

LOGO

Corporate Bonds (87.0%)


	Principal Amount		Value

Advertising Services (0.8%)
WDAC Subsidiary Corp., 8.38%, 12/01/14 (c)	$	200,000	$	188,500

Aerospace & Defense Equipment (1.2%)
K&F Acquisition, Inc., 7.75%, 11/15/14 (c)		45,000		45,000
Sequa Corp., 9.00%, 08/01/09		125,000		129,688
Vought Aircraft Industries, Inc., 8.00%, 07/15/11		125,000		118,125

				292,813

Apparel (1.1%)
Broder Bros Co., 11.25%, 10/15/10 (c)		120,000		111,000
Levi Strauss & Co., 9.75%, 01/15/15		165,000		166,650

				277,650

Auto Parts & Equipment (3.7%)
Commercial Vehicle Group, 8.00%, 07/01/13		55,000		53,900
Dura Operating Corp., 8.63%, 04/15/12		40,000		33,900
General Motors Acceptance Corp., 7.00%, 02/01/12		210,000		203,713
General Motors Acceptance Corp., 8.00%, 11/01/31		105,000		108,396
Rexnord Corp., 10.13%, 12/15/12		150,000		164,250
Tenneco Automotive, Inc., 8.63%, 11/15/14		110,000		105,050
TRW Automotive, Inc., 9.38%, 02/15/13		92,000		98,900
TRW Automotive, Inc., 11.00%, 02/15/13		35,000		39,113
United Rentals North America, Inc., 7.00%, 02/15/14		85,000		78,200

				885,422

Building & Construction (2.0%)
D.R. Horton, Inc., 8.50%, 04/15/12		110,000		117,987
K. Hovnanian Enterprises, 7.75%, 05/15/13		55,000		54,450
Ply Gem Industries, Inc., 9.00%, 02/15/12		175,000		141,750


	Principal Amount		Value

Building & Construction (continued)
WCI Communities, Inc., 9.13%, 05/01/12	$	170,000	$	170,850

				485,037

Building Products (0.8%)
Goodman Global Holdings, 7.88%, 12/15/12 (c)		175,000		164,500
Maax Holdings, Inc., 0.00%, 12/15/12		75,000		29,625

				194,125

Cable & Satellite (6.8%)
Adelphia Communications, 8.88%, 01/15/07		40,000		42,600
Adelphia Communications, 10.88%, 10/01/10 (b)		125,000		81,250
Atlantic Broadband Finance, 9.38%, 01/15/14		175,000		158,375
Cablevision Systems Corp., 8.00%, 04/15/12 (c)		350,000		334,249
Charter Communications Holdings LLC, 8.63%, 04/01/09		325,000		266,499
Charter Communications Holdings LLC, 8.38%, 04/30/14 (c)		85,000		85,213
Charter Communications Holdings, Series B, 10.25%, 01/15/10		175,000		136,500
Echostar DBS Corp., 9.13%, 01/15/09		164,000		172,200
Intelsat Bermuda Ltd., 8.25%, 01/15/13		85,000		84,788
Intelsat Ltd., 7.63%, 04/15/12		185,000		148,925
Young Broadcasting, Inc., 10.00%, 03/01/11		125,000		116,250

				1,626,849

Chemicals (5.2%)
BCP Crystal Holdings Corp., 9.63%, 06/15/14		81,000		89,100
Crompton Corp., 9.88%, 08/01/12		55,000		61,600
Equistar Chemical Funding, 10.13%, 09/01/08		105,000		113,138
Huntsman Corp., 10.13%, 07/01/09		100,000		102,875
Huntsman International LLC, 11.50%, 07/15/12		100,000		113,125


2005 Annual Report		129

Statement of Investments (Continued)

October 31, 2005

Gartmore High Yield Bond Fund (Continued)

Corporate Bonds (continued)


	Principal Amount		Value

Chemicals (continued)
Huntsman International LLC, 7.38%, 01/01/15	$	115,000	$	109,250
IMC Global, Inc., 11.25%, 06/01/11		70,000		75,950
Koppers Industry, Inc., 9.88%, 10/15/13		125,000		136,249
Lyondell Chemical Co., 9.50%, 12/15/08		190,000		199,024
Millennium America, Inc., 9.25%, 06/15/08		85,000		91,163
Polyone Corp., 10.63%, 05/15/10		110,000		107,800
Resolution Performance Products, 8.00%, 12/15/09		55,000		55,963

				1,255,237

Communication & Mobile (3.0%)
American Tower Corp., 7.13%, 10/15/12		175,000		180,469
Rogers Wireless, Inc., 8.00%, 12/15/12		60,000		63,450
Triton PCS, Inc., 8.50%, 06/01/13		300,000		280,500
Ubiquitel Operating Co., 9.88%, 03/01/11 (c)		170,000		185,725

				710,144

Computer Services (0.9%)
Sungard Data Systems, Inc., 9.13%, 08/15/13		50,000		50,750
Sungard Data Systems, Inc., 10.25%, 08/15/15		40,000		39,650
Unigraphics Solutions, Inc., 10.00%, 06/01/12		110,000		120,175

				210,575

Construction Machinery (0.4%)
Case New Holland, Inc., 9.25%, 08/01/11		85,000		89,463

Consumer Products & Services (1.3%)
Doane Pet Care Co., 10.75%, 03/01/10		85,000		91,588
Doane Pet Care Co., 10.63%, 11/15/15		50,000		50,625
Iron Mountain, Inc., 7.75%, 01/15/15		85,000		84,575


	Principal Amount		Value

Consumer Products & Services (continued)
Sealy Mattress Co., 8.25%, 06/15/14	$	85,000	$	86,275

				313,063

Containers (3.3%)
Constar International, 11.00%, 12/01/12 (b)		85,000		48,450
Crown Cork & Seal, 8.00%, 04/15/23		175,000		168,000
Owens-Brockway Glass Containers, 6.75%, 12/01/14 (c)		60,000		56,400
Owens-Illinois, Inc., 7.50%, 05/15/10		105,000		103,950
Pliant Corp., 11.63%, 06/15/09		25,529		27,571
Pliant Corp., 11.13%, 09/01/09		50,000		40,750
Pliant Corp., 13.00%, 06/01/10 (b)		240,000		34,800
Silgan Holdings, Inc., 6.75%, 11/15/13		50,000		49,750
Solo Cup Co., 8.50%, 02/15/14		265,000		217,300
Tekni-Plex, Inc., 10.88%, 08/15/12		40,000		42,700

				789,671

Cosmetics & Toiletries (0.6%)
Del Laboratories, Inc., 8.00%, 02/01/12 (c)		45,000		33,750
Elizabeth Arden, Inc., 7.75%, 01/15/14		110,000		109,313

				143,063

Diversified Manufacturing Operations (0.3%)
Blount Inc, 8.88%, 08/01/12		55,000		57,888
Invensys PLC, 9.88%, 03/15/11 (c)		25,000		24,000

				81,888

Drugs (0.8%)
Alpharma, Inc., 8.63%, 05/01/11		175,000		187,250

E-Commerce (0.3%)
FTD, Inc., 7.75%, 02/15/14		73,000		72,270

Electronics (0.2%)
Itron, Inc., 7.75%, 05/15/12		50,000		51,000


130		Annual Report 2005

Corporate Bonds (continued)


	Principal Amount		Value

Finance (1.8%)
Chukchansi Eco Dev Auth, 8.00%, 11/15/13	$	250,000	$	249,999
Global Cash Accounting & Finance, 8.75%, 03/15/12		110,000		117,013
Labranche & Co., 9.50%, 05/15/09		60,000		63,150

				430,162

Food & Beverage (0.6%)
Pilgrims Pride Corp., 9.25%, 11/15/13		50,000		54,875
Stater Bros. Holdings, 8.13%, 06/15/12		75,000		73,313
WH Holdings, 9.50%, 04/01/11		15,000		16,275

				144,463

Forestry (0.6%)
Tembec Industries, Inc., 8.50%, 02/01/11		220,000		139,700

Gaming (5.0%)
American Casino & Entertainment, 7.85%, 02/01/12		55,000		56,375
Boyd Gaming Corp., 6.75%, 04/15/14		105,000		103,556
Circus & Eldorado, 10.13%, 03/01/12		55,000		57,475
Hard Rock Hotel, Inc., 8.88%, 06/01/13		110,000		117,150
Herbst Gaming, Inc., 8.13%, 06/01/12		200,000		206,500
MGM Mirage, Inc., 9.75%, 06/01/07		170,000		178,500
Park Place Entertainment Corp., 8.13%, 05/15/11		210,000		229,425
Poster Financial Group, 8.75%, 12/01/11		60,000		61,200
Premier Entertainment Biloxi, 10.75%, 02/01/12		80,000		70,400
Station Casinos, Inc., 6.00%, 04/01/12		130,000		127,725

				1,208,306


	Principal Amount		Value

Healthcare (5.2%)
Ameripath, Inc., 10.50%, 04/01/13	$	110,000	$	114,400
Beverly Enterprises, Inc., 7.88%, 06/15/14		55,000		60,225
Iasis Healthcare Corp., 8.75%, 06/15/14		50,000		51,250
Lifecare Holdings. Inc., 9.25%, 08/15/13		315,000		233,099
Omnicare, Inc., 8.13%, 03/15/11		170,000		177,438
PacifiCare Health Systems, 10.75%, 06/01/09		109,000		117,448
Team Health, Inc., 9.00%, 04/01/12		50,000		56,250
Tenet Healthcare Corp., 9.88%, 07/01/14		210,000		203,175
Warner Chilcott Corp., 8.75%, 02/01/15		250,000		229,999

				1,243,284

Insurance (0.7%)
Crum & Forster Holding Corp., 10.38%, 06/15/13		70,000		74,900
Fairfax Financial Holdings, 7.75%, 04/26/12		100,000		92,005

				166,905

Leisure (1.5%)
Gaylord Entertainment Co., 8.00%, 11/15/13		50,000		52,125
Host Marriott LP, 7.13%, 11/01/13		100,000		101,375
Universal City Florida, 8.38%, 05/01/10 (c)		100,000		102,500
Vail Resorts, Inc., 6.75%, 02/15/14		105,000		104,475

				360,475

Machinery & Equipment (1.8%)
Columbus McKinnon Corp., 8.88%, 11/01/13		250,000		251,250
NMHG Holdings Co., 10.00%, 05/15/09		170,000		181,475

				432,725

Manufacturing (1.1%)
Maax Corp, 9.75%, 06/15/12		80,000		63,200
Reddy Ice Holdings, Inc., 10.50%, 11/01/12		260,000		200,850

				264,050


2005 Annual Report		131

Statement of Investments (Continued)

October 31, 2005

Gartmore High Yield Bond Fund (Continued)

Corporate Bonds (continued)


	Principal Amount		Value

Media (1.9%)
Canwest Media, Inc., 8.00%, 09/15/12	$	115,000	$	120,463
LBI Media, Inc., 10.13%, 07/15/12		250,000		265,624
LBI Media, Inc., 12.13%, 10/15/13		85,000		62,263

				448,350

Metals & Mining (0.1%)
Ispat Inland ULC, 9.75%, 04/01/14		26,000		29,380

Oil & Gas (7.7%)
ANR Pipeline Co., 8.88%, 03/15/10		150,000		160,984
Chesapeake Energy Corp., 6.25%, 01/15/18		80,000		77,600
El Paso Group Co., 7.75%, 06/15/10		325,000		329,875
EL Paso Production Holdings, 7.75%, 06/01/13		200,000		206,000
Forest Oil Corp., 8.00%, 06/15/08		40,000		41,900
Giant Industries, 11.00%, 05/15/12		70,000		77,875
Ocean Rig Norway AS, 8.38%, 07/01/13		115,000		123,481
Petrobras International Finance, 9.13%, 07/02/13		85,000		96,900
Petroleum Geo-Services, 10.00%, 11/05/10		185,000		204,425
Premcor Refining Group, 6.13%, 05/01/11		40,000		41,050
Southern Natural Gas, 8.88%, 03/15/10		125,000		134,153
Whiting Petroleum Corp., 7.00%, 02/01/14		50,000		50,125
Williams Cos., Inc., 8.13%, 03/15/12		85,000		91,800
Williams Cos., Inc. Series A, 7.50%, 01/15/31		210,000		218,400

				1,854,568

Paper & Forest Products (2.3%)
Boise Cascade LLC, 7.13%, 10/15/14 (c)		45,000		40,050
Georgia Pacific Corp., 8.88%, 02/01/10		255,000		279,225
Georgia Pacific Corp., 8.00%, 01/15/24		75,000		79,875
JSG Funding PLC, 7.75%, 04/01/15		85,000		68,000


	Principal Amount		Value

Paper & Forest Products (continued)
Newpage Corp, 12.00%, 05/01/13	$	80,000	$	67,200
Stone Container Corp., 7.38%, 07/15/14		25,000		22,188

				556,538

Pharmaceuticals (0.1%)
Leiner Health Products, 11.00%, 06/01/12		40,000		33,200

Publishing (0.7%)
CBD Media Holdings, 9.25%, 07/15/12		175,000		173,250

Real Estate Development (0.2%)
Ashton Woods Usa/Finance, 9.50%, 10/01/15		50,000		46,750

Retail (1.1%)
Finlay Fine Jewerly Corp., 8.38%, 06/01/12		50,000		42,500
Jean Coutu Group PJC, Inc., 8.50%, 08/01/14		160,000		148,400
Remington Arms Co., 10.50%, 02/01/11		85,000		73,525

				264,425

Rubber & Tires (0.5%)
Goodyear Tire & Rubber, 9.00%, 07/01/15		125,000		120,625

Steel (0.2%)
Chaparral Steel Co., 10.00%, 07/15/13		55,000		56,925

Technology (2.8%)
Amkor Technology, Inc., 9.25%, 02/15/08		80,000		76,400
Lucent Technologies, 6.45%, 03/15/29		185,000		158,175
Nortel Networks Ltd., 6.13%, 02/15/06		125,000		124,688
Sanmina Corp., 10.38%, 01/15/10		170,000		186,150
Xerox Corp., 7.63%, 06/15/13		125,000		131,250

				676,663


132		Annual Report 2005

Corporate Bonds (continued)


	Principal Amount		Value

Telecommunication Services (8.4%)
Alamosa Delaware, Inc., 12.00%, 07/31/09	$	85,000	$	93,075
Digicel Ltd., 9.25%, 09/01/12		225,000		231,750
Insight Midwest, 10.50%, 11/01/10		125,000		131,250
Iwo Holdings, Inc., 10.75%, 01/15/15		100,000		71,500
Level 3 Financing, Inc., 10.75%, 10/15/11 (c)		105,000		89,250
MCI, Inc., 6.91%, 05/01/07		9,000		9,090
MCI, Inc., 7.69%, 05/01/09		9,000		9,326
MCI, Inc., 8.74%, 05/01/14		111,000		122,933
Nextel Communications, 8.13%, 07/01/11		40,000		42,700
Nextel Communications, 5.95%, 03/15/14		170,000		170,530
Nextel Partners, Inc., 12.50%, 11/15/09		113,000		120,628
Qwest Communication International, 7.25%, 02/15/11 (c)		250,000		243,124
Qwest Corp., 8.88%, 03/15/12 (c)		255,000		279,862
Rural Cellular Corp., 9.75%, 01/15/10		160,000		159,200
Rural Cellular Corp., 9.88%, 02/01/10		250,000		259,999

				2,034,217

Transportation Services (2.2%)
American Commercial Lines, 9.50%, 02/15/15 (c)		75,000		81,750
CHC Helicopter Corp., 7.38%, 05/01/14		105,000		105,262
Greenbrier Companies, Inc., 8.38%, 05/15/15		55,000		56,513
H-Lines Finance Holding, 11.00%, 04/01/13 (c)		75,000		61,688
Horizon Lines LLC, 9.00%, 11/01/12		80,000		84,899
Quality Distribution, 9.00%, 11/15/10		55,000		50,119
Sea Containers Ltd., 10.50%, 05/15/12		80,000		79,000

				519,231


	Principal Amount		Value

Utilities (6.3%)
AES Corp., 8.75%, 05/15/13 (c)	$	235,000	$	253,800
Allegheny Energy Supply, 8.25%, 04/15/12 (c)		85,000		93,925
Aquila, Inc., 7.63%, 11/15/09		105,000		107,625
Calpine Canada Energy Financing, 8.50%, 05/01/08		80,000		43,200
Calpine Corp., 8.50%, 07/15/10 (c)		125,000		87,500
CMS Energy Corp., 9.88%, 10/15/07		170,000		182,750
Dynegy Holdings, Inc., 9.88%, 07/15/10 (c)		105,000		112,875
Edison Mission Energy, 7.73%, 06/15/09		70,000		72,625
Edison Mission Energy, 9.88%, 04/15/11		255,000		297,074
Mission Energy Holding, 13.50%, 07/15/08		175,000		202,563
Reliant Resources, Inc., 9.25%, 07/15/10		50,000		52,500

				1,506,437

Waste Management (0.9%)
Allied Waste North America, 7.38%, 04/15/14		105,000		98,438
Allied Waste North America, 7.25%, 03/15/15		110,000		108,900

				207,338

Wholesale Distribution (0.7%)
Aviall, Inc., 7.63%, 07/01/11		80,000		81,200
Buhrmann U.S., Inc., 8.25%, 07/01/14		90,000		90,225

				171,425


Total Corporate Bonds				21,007,237


Yankee Bonds (1.4%)
Containers (0.8%)
Crown Euro Holdings SA, 10.88%, 03/01/13		170,000		200,175


2005 Annual Report		133

Statement of Investments (Continued)

October 31, 2005

Gartmore High Yield Bond Fund (Continued)

Yankee Bonds (continued)


	Shares or Principal Amount		Value

Paper & Forest Products (0.6%)
Abitibi Consolidated, Inc., 7.75%, 06/15/11	$	75,000	$	69,564
Abitibi Consolidated, Inc., 6.00%, 06/20/13		85,000		70,337

				139,901


Total Yankee Bonds				340,076


Preferred Stocks (1.3%)
Broadcasting (0.5%)
Spanish Broadcasting Systems, Inc., 10.75%, 10/15/13		102		108,787

ISP Communication (0.0%)
Rhythms Netconnections, Inc., 6.75%, 03/03/12 (d) (e) (f)		1,691		0

Media (0.6%)
Paxson Communications, 13.25%, 11/15/06		20		136,500

Real Estate Investment Trusts (0.2%)
Istar Financial, Inc., 7.80%, 09/29/08		2,215		56,261


Total Preferred Stocks				301,548


Common Stock (0.1%)
Telecommunication Services (0.1%)
MCI, Inc.		1,303		25,930


Total Common Stock				25,930


Warrants (0.0%)
Fixed Communication (0.0%)
Maxcom Telecommunications SA, 04/01/07 (b) (d) (e) (f)		46		0

Warrants (continued)

LOGO


	Shares or Principal Amount		Value

ISP Communication (0.0%)
Metricom, Inc. 02/15/10 (b) (d) (e) (f)	$	676	$	0


Total Warrants				0


Cash Equivalents (9.8%)
Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $2,347,464)		2,347,214		2,347,214


Total Cash Equivalents				2,347,214


Total Investments (Cost $24,181,824) (a) — 99.6%				23,958,180

Other assets in excess of liabilities — 0.4%				94,828


NET ASSETS — 100.0%			$	24,053,008

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Security in default.

(c)

Represents a restricted security acquired and eligible for resale under rule 144A, which limits the resale to certain qualified buyers. These securities were deemed liquid pursuant to procedures approved by the Board of Trustees.

(d)

Fair valued security.

(e)

Denotes a non-income producing security.

(f)

Security has been deemed illiquid. The pricing committee has deemed the security have zero value based upon procedures adopted by the Board of Trustees.

See notes to financial statements.


134		Annual Report 2005

Gartmore Micro Cap Equity Fund

For the annual period ended Oct. 31, 2005, the Gartmore Micro Cap Equity Fund (Class A at NAV) returned 11.69% versus 13.92% for the Fund’s benchmark, the Wilshire Micro-Cap® Index. For broader comparison, the average return for the Fund’s Lipper peer category of Small-Cap Core Funds was 13.22%.

Micro-cap stocks performed roughly in line with their small-cap counterparts, finishing ahead of large-cap stocks but trailing mid-cap stocks during the reporting period. While market action was choppy for most of the period, a late spring/early summer rally enabled the benchmark to finish with a healthy gain. During the final three months of the reporting period, however, smaller stocks were weaker than mid-cap and large-cap stocks, as uncertainty related to rising interest rates and high energy prices caused investors to favor the relative safety of larger companies.

Our decision to underweight significantly the energy sector versus the benchmark hurt Fund performance. We thought that energy stocks were expensive early in the period, but they became even more so as the period progressed. Fortunately, solid stock selection by the Fund in energy names offset many of the negative effects of underweighting the sector as a whole. Several of the largest individual detractors from Fund performance were information technology holdings. One of these was Metrologic Instruments, Inc., a manufacturer and marketer of bar code scanning and automated data capturing solutions. Metrologic posted disappointing earnings growth due to lower-than-anticipated market growth as a result of challenging market conditions. We subsequently sold our position in the company. Another detractor from Fund performance was Sirenza Microdevices, Inc., a maker of antennas, amplifiers and other radio-frequency products. Sirenza missed an earnings target due to lackluster order growth. We continue to hold our position in the company, however, as the disappointment appears to be one time in nature.

Favorable stock selection by the Fund, particularly in the health-care and consumer discretionary sectors, helped Fund performance versus the benchmark. In health care, most of our Fund positions were in the equipment and supplies group and the services area, because we thought these firms offered more stable growth than pharmaceuticals and biotechnology firms. Two equipment holdings that performed well for the Fund were AngioDynamics, Inc. and Meridian Bioscience, Inc., both suppliers of diagnostic devices. We continue to hold Meridian Bioscience, anticipating additional upside; however we sold AngioDynamics based on valuation reasons. In the consumer discretionary sector, several specialty retailers boosted the Fund’s return. For example, men’s clothing retailer Jos. A. Bank Clothiers, Inc. was a standout for the Fund, because the company was able to manage its inventory effectively, opportunistically buying selected perennially popular items at deep discounts. Overall, the Fund’s top contributor to performance was energy holding Lufkin Industries, Inc., a provider of pumping units and other oil field equipment and services.

In our view, micro-cap stocks truly have come into their own during the past year or two. The asset class has attracted more interest with the introduction of two micro-cap indexes and a micro-cap exchange-traded fund (ETF). This increased attention, which has come not only from retail investors but also from the institutional side, should help increase the liquidity of the asset class and reduce volatility. Representing the smallest publicly traded companies, micro-cap securities can offer many dynamic growth opportunities that often depend more on company-specific factors than on overall economic conditions. We look forward to applying our disciplined stock selection skills as this exciting asset class continues to gain popularity.

Portfolio Manager:

Carl P. Wilk


2005 Annual Report		135


Fund Performance		Gartmore Micro Cap Equity Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	Inception¹
Class A	w/o SC²	11.69%	26.32%
	w/SC³	5.28%	24.10%
Class B	w/o SC²	10.84%	25.37%
	w/SC⁴	5.84%	24.84%
Class C	w/o SC²	10.83%	25.41%
	w/SC⁵	9.83%	25.41%
Class R^6,7		11.61%	25.73%
Institutional Class⁷		11.98%	26.63%
Institutional Service Class⁷		11.93%	26.61%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on June 27, 2002.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁶

These returns until the creation of Class R shares (12/31/03) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares invest in the same portfolio of securities as Class B shares.

⁷	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Micro Cap Equity Fund, Wilshire Micro Cap Equity Index(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The Wilshire Micro Cap Equity Index is a capitalization-weighted index that measures small-cap stocks in the bottom “half” of the Wilshire 5000 Index.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


136		Annual Report 2005

Shareholder

Expense Example

Gartmore Micro Cap Equity Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Micro Cap Equity Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,117.60	$	10.30	1.93%
	Hypothetical	¹	$	1,000.00	$	1,015.27	$	9.85	1.93%
Class B	Actual		$	1,000.00	$	1,113.30	$	14.17	2.66%
	Hypothetical	¹	$	1,000.00	$	1,011.59	$	13.58	2.66%
Class C	Actual		$	1,000.00	$	1,113.20	$	14.17	2.66%
	Hypothetical	¹	$	1,000.00	$	1,011.59	$	13.58	2.66%
Class R	Actual		$	1,000.00	$	1,117.40	$	10.57	1.98%
	Hypothetical	¹	$	1,000.00	$	1,015.02	$	10.11	1.98%
Institutional Service Class	Actual		$	1,000.00	$	1,118.90	$	8.87	1.66%
	Hypothetical	¹	$	1,000.00	$	1,016.63	$	8.47	1.66%
Institutional Class	Actual		$	1,000.00	$	1,119.40	$	8.87	1.66%
	Hypothetical	¹	$	1,000.00	$	1,016.63	$	8.47	1.66%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


2005 Annual Report		137


Portfolio Summary		Gartmore Micro Cap Equity Fund

October 31, 2005


Asset Allocation
Common Stocks		87.3%
Cash Equivalents		12.6%
Other Investments*		22.7%
Liabilities in excess of Other Assets**		-22.6%

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Computer Software & Services		9.4%
Telecommunications		6.3%
Medical Equipment & Supplies		5.4%
Electronics		4.9%
Retail		4.3%
Transportation		4.0%
Semiconductors		3.5%
Transportation Services		3.3%
Financial		3.0%
Restaurants		2.8%
Other Industries		53.1%

		100.0%


Top Holdings***
Smith Micro Software, Inc.		2.7%
Radyne ComStream, Inc.		2.3%
Celadon Group, Inc.		2.3%
Marten Transport Ltd.		2.2%
Meridian Bioscience, Inc.		2.1%
EFJ, Inc.		2.0%
Indus International, Inc.		2.0%
Sun Hydraulics Corp.		2.0%
Kforce, Inc.		2.0%
Multi-Fineline Electronix, Inc.		1.9%
Other Holdings		78.5%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


138		Annual Report 2005

Statement of Investments

October 31, 2005

Gartmore Micro Cap Equity Fund

LOGO

Common Stocks (87.3%)


	Shares or Principal Amount	Value

Advertising Services (1.6%)
24/7 Real Media, Inc. (b)	300,000	$	1,917,000

Apparel & Accessories (1.8%)
Jos. A. Bank Clothiers, Inc. (b) (c)	55,000		2,244,550

Auto Parts & Equipment (1.6%)
Impco Technologies, Inc. (b) (c)	380,000		1,972,200

Bank Holdings Companies (2.5%)
Pacific Premier Bancorp, Inc. (b)	145,000		1,754,500
Royal Bancshares of Pennsylvania, Inc., Class A (c)	53,366		1,257,839

			3,012,339

Capital Goods (1.9%)
Parlux Fragrances, Inc. (b) (c)	100,000		2,316,000

Chemicals (1.5%)
American Vanguard Corp. (c)	89,900		1,867,223

Commercial Services (0.3%)
Cash Systems, Inc. (b)	73,174		425,141

Computer Software & Services (9.4%)
Captiva Software Corp. (b) (c)	73,200		1,597,224
Indus International, Inc. (b)	850,000		2,459,900
MapInfo Corp. (b) (c)	122,400		1,504,296
Smith Micro Software, Inc. (b) (c)	453,500		3,265,200
Tumbleweed Communications Corp. (b)	425,000		1,453,500
WebSideStory, Inc. (b) (c)	69,400		1,206,866

			11,486,986

Consulting Services (1.6%)
Perficient, Inc. (b) (c)	250,000		1,935,000

Containers & Packaging (0.4%)
Packaging Dynamics Corp.	53,057		540,120

Cosmetics (1.0%)
CCA Industries, Inc.	150,000		1,188,000

Electronic Components (1.4%)
NVE Corp. (b) (c)	122,700		1,677,309


	Shares or Principal Amount	Value

Electronics (4.9%)
Cyberoptics Corp. (b) (c)	127,000	$	1,681,480
Fargo Electronics (b)	101,100		1,904,724
Multi-Fineline Electronix, Inc. (b) (c)	90,000		2,395,800

			5,982,004

Financial (3.0%)
FirstCity Financial Corp. (b)	120,000		1,380,000
World Acceptance Corp. (b) (c)	83,100		2,338,434

			3,718,434

Gambling (Non-Hotel Casinos) (1.2%)
Mikohn Gaming Corp. (b) (c)	141,200		1,481,188

Healthcare (2.1%)
Allied Healthcare International, Inc. (b)	240,300		1,463,427
Option Care, Inc. (c)	85,000		1,059,950

			2,523,377

Hotels & Motels (0.9%)
Jameson Inns, Inc. (b)	500,000		1,040,000

Human Resources (2.0%)
Kforce, Inc. (b) (c)	225,000		2,430,000

Insurance Brokers (1.1%)
James River Group, Inc. (b) (c)	70,000		1,323,000

Internet (1.3%)
Youbet.com, Inc. (b)	263,803		1,601,284

Machinery (1.1%)
Gehl Co. (b) (c)	60,738		1,395,152

Medical Equipment & Supplies (5.4%)
Encore Medical Corp. (b)	16,600		83,166
Lifeline Systems, Inc. (b) (c)	50,000		1,650,000
Memry Corp. (b)	54,720		92,477
Meridian Bioscience, Inc. (c)	120,000		2,512,800
ThermoGenesis Corp. (b)	450,000		2,241,000

			6,579,443

Medical Services (1.2%)
Metropolitan Health Networks, Inc. (b)	650,000		1,527,500


2005 Annual Report		139

Statement of Investments (Continued)

October 31, 2005

Gartmore Micro Cap Equity Fund (Continued)

LOGO

Common Stocks (continued)


	Shares or Principal Amount	Value

Metal Processors (2.0%)
Sun Hydraulics Corp. (c)	110,000	$	2,437,600

Oil & Gas (1.9%)
Lufkin Industries, Inc.	49,786		2,315,049

Printing (1.8%)
Multi-Color Corp. (c)	90,000		2,147,409

Real Estate Services (0.5%)
HouseValues, Inc. (b) (c)	40,099		590,257

Research & Development (1.7%)
Kendle International, Inc. (b)	87,700		2,111,816

Restaurants (2.8%)
Buffalo Wild Wings, Inc. (b) (c)	50,000		1,372,000
Famous Dave’s of America, Inc. (b)	175,000		2,094,750

			3,466,750

Retail (4.3%)
Collegiate Pacific, Inc. (c)	140,000		1,603,000
Sportsman’s Guide, Inc. (The) (b)	80,000		2,106,400
Zumiez, Inc. (b) (c)	45,000		1,536,300

			5,245,700

Semiconductors (3.5%)
FSI International, Inc. (b)	305,571		1,176,448
Kopin Corp. (b) (c)	290,000		1,638,500
Nanometrics, Inc. (b)	115,400		1,194,390
Rudolph Technologies, Inc. (b) (c)	25,000		304,500

			4,313,838

Services (1.6%)
Providence Service Corp. (b) (c)	65,000		2,006,550

Technology (0.7%)
Digi International, Inc. (b) (c)	80,000		848,800

Telecommunication Equipment (0.4%)
Sirenza Microdevices, Inc. (b)	150,000		480,000

Telecommunications (6.3%)
Airspan Networks, Inc. (b) (c)	289,832		1,443,363
EFJ, Inc. (b)	250,000		2,485,000


	Shares or Principal Amount		Value

Telecommunications (continued)
NMS Communications Corp. (b) (c)		272,533	$	953,866
Radyne ComStream, Inc. (b)		240,000		2,803,200

				7,685,429

Transportation (4.0%)
Celadon Group, Inc. (b) (c)		120,000		2,779,200
MC Shipping, Inc.		215,800		2,082,470

				4,861,670

Transportation Services (3.3%)
Dynamex, Inc. (b) (c)		84,400		1,385,848
Marten Transport Ltd. (b) (c)		100,000		2,657,000

				4,042,848

Veterinary Diagnostics (1.1%)
Neogen Corp. (b)		70,343		1,295,015

Veterinary Services (1.6%)
PetMed Express, Inc. (b) (c)		180,000		1,999,800

Wireless Equipment (0.6%)
Globecomm Systems, Inc. (b) (c)		97,700		714,187


Total Common Stocks				106,745,968


Cash Equivalents (12.6%)
Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $15,376,806)	$	15,375,163		15,375,163


Total Cash Equivalents				15,375,163


140		Annual Report 2005

Short-Term Securities Held as Collateral for Securities

Lending (22.7%)


	Shares or Principal Amount		Value
Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	27,810,992	$	27,810,992


Total Short-Term Securities Held as Collateral for Securities Lending				27,810,992


Total Investments (Cost $133,972,733) (a) — 122.6%				149,932,123

Liabilities in excess of other assets — (22.6%)				(27,590,279	)


NET ASSETS — 100.0%			$	122,341,844

(a)

See notes to financial statements for unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

All or part of the security was on loan as of October 31, 2005.

See notes to financial statements.


2005 Annual Report		141

Gartmore Small Cap Growth Fund

On Aug. 22, 2005, Jayne Stevlingson, CFA, Vice President and Senior Portfolio Manager assumed portfolio co-management responsibilities for the Fund.

For the annual period ended Oct. 31, 2005, the Gartmore Small Cap Growth Fund returned -0.22% (Class A at NAV), versus 10.91% for its benchmark, the Russell 2000® Growth Index. For broader comparison, the average return for the Fund’s Lipper peer category of Small-Cap Core Funds was 13.22%.

The gains in small-cap growth stocks were due in large part to a strong rally that occurred in May, June and July on the heels of better-than-expected first-quarter earnings reports. Market action was choppy before and after that three-month period, as rising interest rates and surging crude oil prices combined to keep investors on the defensive. Small-cap shares turned in better performances than large caps but trailed the mid-cap group. Meanwhile, value stocks had a clear edge over growth stocks during the 12 months under review.

Unfavorable stock selection in the information technology and health care sectors was primarily responsible for the Fund’s underperformance. Within technology, our Internet software and services holdings were particularly disappointing, along with our picks in the semiconductors and semiconductor equipment segment. Although many stocks in these groups managed short bursts of appreciation during the period, there was a lack of follow-through, in most cases due to poor earnings growth. Axcelis Technologies, Inc. and SigmaTel, Inc. were two of the Fund’s semiconductor holdings that had a negative impact on performance, while VeriSign, Inc., whose share price was hurt by several downward revisions in its third-quarter sales forecast, was a detractor in the Internet software and services group. In health care, HMO Centene Corp. was a weak performer. Meanwhile, the share price of the Fund’s holdings in the educational loan-servicing company The First Marblehead Corp. sagged in connection with the resignation of its CEO following allegations of improper gift-giving.

On the positive side, Fund performance was helped by solid stock picking in industrials and utilities, and by an overweighting in the latter sector. Top Fund-performance contributors included medical device holding Syneron Medical Ltd., which gained on the news of favorable test results for its VelaSmooth cellulite reduction system. Southeastern Energy was another outperformer for the Fund as high crude oil prices boosted demand for the company’s drilling services. The share price of another Fund holding, Florida Rock Industries, Inc., a provider of construction materials, posted a large gain due to a healthy regional economy and expectations of strong demand driven by rebuilding efforts to repair damage sustained during the hurricane season. In recent months, we scaled back the Fund’s exposure to the volatile semiconductor group and looked for opportunities in other technology subsectors. Two of those picks were The Nasdaq Stock Market, Inc. and Shanda Interactive Entertainment Ltd., an Internet gaming company. Both of these stocks helped Fund performance.

In an effort to improve returns, we have brought the Fund’s sector weightings closer to those of the Fund’s benchmark Index. Our focus will be on trying to add value through stock picking within sectors. Looking ahead, we foresee the market receiving a boost in the coming year as investors begin to anticipate a topping out of the current interest-rate cycle. What’s more, although energy prices have likely entered a new era of higher levels by historical standards, we think crude oil could see further declines from recent price levels of about $70 per barrel toward the end of the reporting period. These positive factors, however, likely will be tempered somewhat by decelerating corporate earnings growth. We are comfortable with the companies currently in the Fund’s portfolio and will continue our search for the market’s highest-quality small-cap growth companies.

Portfolio Managers:

Gil Knight and Jayne Stevlingson, CFA


142		Annual Report 2005


Fund Performance		Gartmore Small Cap Growth Fund

Aggregate Total Return

(For periods ended October 31, 2005)


		1 Yr.	Inception¹
Class A	w/o SC²	-0.22%	-5.44%
	w/SC³	-5.96%	-8.90%
Class B	w/o SC²	-1.09%	-6.15%
	w/SC⁴	-6.04%	-8.53%
Class C	w/o SC²	-0.98%	-6.09%
	w/SC⁵	-1.97%	-6.68%
Class R⁶		-0.33%	-5.57%
Institutional Service Class⁶		0.00%	-5.18%
Institutional Class⁶		0.00%	-5.18%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on March 30, 2004.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁶	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Small Cap Growth Fund, Russell 2000 Growth Index(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The Russell 2000 Growth Index is an unmanaged index of securities of small capitalization companies.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		143

Shareholder

Expense Example

Gartmore Small Cap Growth Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Small Cap Growth Fund			Beginning Account Value, 5/1/ 05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,073.90	$	8.36	1.60%
	Hypothetical	¹	$	1,000.00	$	1,016.93	$	8.17	1.60%
Class B	Actual		$	1,000.00	$	1,068.60	$	12.25	2.35%
	Hypothetical	¹	$	1,000.00	$	1,013.15	$	11.99	2.35%
Class C	Actual		$	1,000.00	$	1,069.70	$	12.26	2.35%
	Hypothetical	¹	$	1,000.00	$	1,013.15	$	11.99	2.35%
Class R	Actual		$	1,000.00	$	1,072.90	$	8.93	1.71%
	Hypothetical	¹	$	1,000.00	$	1,016.38	$	8.73	1.71%
Institutional Service Class	Actual		$	1,000.00	$	1,074.90	$	7.01	1.34%
	Hypothetical	¹	$	1,000.00	$	1,018.24	$	6.84	1.34%
Institutional Class	Actual		$	1,000.00	$	1,074.90	$	7.06	1.35%
	Hypothetical	¹	$	1,000.00	$	1,018.19	$	6.89	1.35%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


144		Annual Report 2005


Portfolio Summary		Gartmore Small Cap Growth Fund

October 31, 2005


Asset Allocation
Common Stocks		96.6%
Cash Equivalents		1.7%
Other Assets in excess of Liabilities		1.7%

		100.0%


Top Industries
Medical		8.8%
Energy		5.7%
Building		5.3%
Computer Products		4.0%
Health Services		3.9%
Oil & Gas		3.5%
Machinery, Equipment, & Supplies		3.3%
Electronic Components		3.1%
Casino Hotels		3.1%
Retail		3.1%
Other Industries		56.2%

		100.0%


Top Holdings*
Healthcare Services Group, Inc.		1.8%
Webex Communications, Inc.		1.6%
Grand Prideco, Inc.		1.5%
Extreme Networks, Inc.		1.4%
Thermo Electron Corp.		1.4%
Airtran Holdings, Inc.		1.4%
Hurco Co.		1.4%
Life Time Fitness, Inc.		1.4%
Glenayre Technologies, Inc.		1.4%
Aspen Technologies, Inc.		1.4%
Other Holdings		85.3%

		100.0%

*	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		145

Statement of Investments

October 31, 2005

Gartmore Small Cap Growth Fund

LOGO

Common Stocks (96.6%)


	Shares or Principal Amount	Value

Advertising Agencies (0.9%)
Monster Worldwide, Inc. (b)	800	$	26,248

Aerospace & Defense (0.5%)
Armor Holdings, Inc. (b)	300		13,413

Amusement & Recreation (2.0%)
Boyd Gaming Corp.	700		28,875
Magna Entertainment (b)	4,590		30,661

			59,536

Applications Software (0.7%)
American Reprographics (b)	1,300		21,905

Banking (1.0%)
Prosperity Bancshares, Inc.	1,000		30,490

Beverages (1.0%)
Hansen Natural Corp. (b)	600		30,312

Biological Products (2.1%)
Cotherix, Inc. (b)	2,200		31,350
Protein Design Labs (b)	1,100		30,822

			62,172

Blankbooks & Looseleaf Binders (0.3%)
Efunds Corp. (b)	400		8,252

Building (5.3%)
Chicago Bridge and Iron Co.	1,800		40,140
Florida Rock Industries, Inc.	600		34,140
Granite Construction, Inc.	800		27,288
Simpson Manufacturing Co., Inc.	500		19,730
Washington Group International (b)	700		34,790

			156,088

Business Services (2.2%)
Extreme Networks, Inc. (b)	8,800		42,504
Internet Capital Group, Inc. (b)	2,700		23,058

			65,562

Casino Hotels (3.1%)
Scientific Games Corp. (b)	1,100		32,956
Shuffle Master, Inc. (b)	1,200		30,432
Sunstone Hotel Investors, Inc.	1,200		26,880

			90,268


	Shares or Principal Amount	Value

Communication (1.1%)
Crown Castle International Corp. (b)	1,300	$	31,876

Computer Products (4.0%)
Alloy Online, Inc. (b)	6,100		28,060
Micros Systems, Inc. (b)	500		22,960
Mro Software, Inc. (b)	1,200		19,656
Webex Communications, Inc. (b)	2,100		48,111

			118,787

Computer Services (1.6%)
Metasolv Inc. (b)	4,040		11,150
Sra Intl, Inc. (b)	1,100		36,102

			47,252

Computer Software (2.4%)
Aspen Technologies, Inc. (b)	6,700		40,535
F5 Networks, Inc. (b)	600		31,218

			71,753

Consulting Services (2.1%)
Corporate Executive Board	400		33,056
The Advisory Board Co. (b)	600		28,950

			62,006

Distribution (1.3%)
Keystone Automotive Industries, Inc. (b)	50		1,431
LKQ Corp. (b)	1,200		36,360

			37,791

Electric & Electronic Equipment (1.4%)
Hurco Co. (b)	2,300		41,009

Electronic Components (3.1%)
Mercury Computer Systems Inc. (b)	1,700		32,283
Micrel, Inc. (b)	2,800		28,000
Provide Commerce (b)	1,300		31,629

			91,912

Energy (5.7%)
Grand Prideco, Inc. (b)	1,100		42,779
Headwaters, Inc. (b)	800		25,472
Newfield Exploration Co. (b)	700		31,731
Ormat Technologies Inc	1,000		20,380
Southwestern Energy Co. (b)	200		14,508
Tidewater, Inc.	700		32,172

			167,042


146		Annual Report 2005

Common Stocks (continued)

LOGO


	Shares or Principal Amount	Value

Engineering (1.2%)
Foster Wheeler Ltd. (b)	1,300	$	36,764

Equipment Rental & Leasing (1.0%)
Tal International Group Inc. (b)	1,600		28,976

Finance Services (2.0%)
NASDAQ Stock Market, Inc. (b)	900		27,801
Portfolio Recovery Associates, Inc. (b)	800		31,120

			58,921

Health Services (3.9%)
Allscripts Healthcare Solution, Inc. (b)	1,100		17,600
Arthrocare Corp. (b)	400		14,692
Immucor, Inc. (b)	1,200		31,104
Orasure Technologies Inc. (b)	2,500		27,525
Sierra Health Services, Inc. (b)	300		22,500

			113,421

Insurance (1.5%)
Aspen Insurance Holdings Ltd	700		16,933
Max Re Capital Ltd.	600		14,346
Partnerre Ltd.	200		12,744

			44,023

Machinery, Equipment, & Supplies (3.3%)
Advanced Energy Industries (b)	2,200		23,650
ASM Lithography Holding NV (b)	1,800		30,564
Thermo Electron Corp. (b)	1,400		42,266

			96,480

Management Consulting Services (0.6%)
Omnicell Inc. (b)	1,600		16,960

Manufacturing (1.9%)
Clarcor, Inc.	1,100		30,250
Ixia (b)	2,100		26,502

			56,752

Medical (8.8%)
Amicas, Inc. (b)	5,500		24,145
Arena Pharmaceuticals, Inc. (b)	700		7,280
Aspect Medical Systems, Inc. (b)	500		16,310
Cerner Corp. (b)	300		25,335


	Shares or Principal Amount	Value


Medical (continued)
Healthcare Services Group, Inc.	2,850	$	53,124
Lifeline Systems (b)	1,100		36,300
Pediatrix Medical Group, Inc. (b)	400		30,824
Psychiatric Solutions, Inc. (b)	700		38,290
Symbion Inc., Co. (b)	1,300		29,419

			261,027

Metal Forgings & Stampings (0.5%)
Commercial Metals Co.	500		15,895

Metal Mining (0.7%)
Inco, Ltd.	500		20,110

Newspapers (1.0%)
HARTE-HANKS, Inc.	1,100		28,160

Oil & Gas (3.5%)
Frontier Oil Corp.	400		14,752
Grey Wolf, Inc. (b)	3,600		27,648
Helmerich & Payne, Inc.	400		22,160
RPC Energy Services, Inc.	1,400		38,444

			103,004

Pharmaceuticals (1.8%)
Abgenix, Inc. (b)	2,600		27,040
Adams Respiratory Therapeutics Inc. (b)	700		26,180

			53,220

Prepackaged Software (2.8%)
Interwoven Software, Inc. (b)	1,700		15,980
Sumtotal Systems, Inc. (b)	7,700		34,881
Webmethods, Inc. (b)	4,500		31,320

			82,181

Raw Materials (1.1%)
Vulcan Materials Company	500		32,500

Real Estate (0.6%)
Trammell Crow Co. (b)	700		17,899

Real Estate Investment Trusts (2.5%)
Colonial Properties Trust	800		34,968
Equity Office Properties	900		27,720
Federal Realty Investment Trust	200		12,130

			74,818


2005 Annual Report		147

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Growth Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Recreational Centers (1.4%)
Life Time Fitness, Inc. (b)	1,100	$	40,854

Restaurants (0.5%)
P.F. Chang’s China Bistro, Inc. (b)	300		13,722

Retail (3.1%)
Abercrombie & Fitch Co.	600		31,194
Hibbet Sporting Goods, Inc. (b)	900		23,607
Hot Topic, Inc. (b)	1,400		20,846
Tractor Supply Co. (b)	300		14,550

			90,197

Security & Commodity Brokers (0.4%)
Cbot Holding Inc. (b)	100		10,650

Semiconductors & Related Devices (1.7%)
MEMC Electronic Materials, Inc. (b)	1,700		30,498
Microtune, Inc. (b)	4,000		15,440
Netlogic Microsystems, Inc. (b)	190		3,716

			49,654

Surgical & Medical Instruments (0.8%)
I-FLOW Corp. (b)	2,000		24,140

Telecom Equipment (2.5%)
Ditech Communications Corp. (b)	2,300		14,651
SBA Communications Corp. (b)	2,400		35,448
Westell Technologies, Inc. (b)	4,700		22,090

			72,189

Telephone Communication (1.4%)
Glenayre Technologies, Inc. (b)	10,700		40,339

Textile Goods (0.4%)
Deckers Outdoor (b)	700		12,005

Transportation (2.8%)
Airtran Holdings, Inc. (b)	2,800		41,888
AMR Corp. (b)	1,900		25,669
EGL, Inc. (b)	500		14,015

			81,572

Veterinary Services, Specialties (0.3%)
MWI Veterinary Supply, Inc. (b)	400		8,968

Wood Containers (0.8%)
Mobile Mini, Inc. (b)	500		23,340


Total Common Stocks			2,842,415

Cash Equivalents (1.7%)


	Principal Amount		Value

Investments in repurchase agreements (collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $49,981)	$	49,976	$	49,976


Total Cash Equivalents				49,796


Total Investments (Cost $2,837,396) (a) — 98.3%				2,892,391

Other assets in excess of liabilities — 1.7%				49,379


NET ASSETS — 100.0%			$	2,941,770

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Non-income producing securities.

See notes to financial statements.


148		Annual Report 2005

Gartmore U.S. Growth Leaders Long-Short Fund

For the annual period ended Oct. 31, 2005, the Gartmore U.S. Growth Leaders Long-Short Fund returned 6.09% (Class A at NAV) versus 2.68% for its benchmark, the Citigroup 3-Month T-Bill Index.

During the reporting period, the U.S. economy and equity markets experienced a considerable amount of volatility. Late in the first calendar quarter of 2005, and into the second quarter, the fear of inflation heightened as the Federal Reserve Board continued to raise short-term interest rates; as a result, the market began trending downward. Toward the end of the second quarter, however, it became evident that the Fed’s philosophy of increasing rates at a “measured pace” would not stave off economic growth at the level initially anticipated. Confounding expectations, particularly in light of the devastation brought to the Gulf Coast by Hurricanes Katrina and Rita, gross domestic product growth accelerated from July through September.

Strong stock selection, and sector allocations in particular, had a positive effect on the portfolio during the reporting period. On a stock-specific level, among the Fund’s best performers were Panera Bread Co.; Transkaryotic Therapies, Inc; and Google Inc. Panera Bread has been a highly volatile stock, but by re-evaluating its strategy and addressing overexpansion issues, the company has reaccelerated its earnings growth. Due to a premium placed on Transkaryotic Therapies’ stock price, the company added value to the portfolio. Google Inc. did well on higher-than-expected earnings and significant bottom-line revenue.

Drug manufacturer Elan Corp., plc was among significant performance detractors for the Fund. Elan experienced significant losses as its multiple-sclerosis drug, Tysabri, was reportedly found to cause fatal side effects in three patients during the drug’s initial six-month rollout. VeriSign, Inc., a premiere Internet security vendor and domain distributor, also detracted from Fund performance. VeriSign saw significant declines as its wireless ring tone market dropped off faster than expected in the second and third quarters of 2005.

The economy has shown a high degree of resiliency during the past 12 months; despite having to face many obstacles, the economy has continued to grow, leaving us with a positive outlook on the market. We believe that the Federal Reserve will soon ease up on interest rates. When that happens, we expect to see price/earnings multiples expand, signaling a positive event for the Fund. As always, we maintain our strategy of investing in growth companies that generate positive earnings revisions and positive growth rates relative to the market.

Portfolio Managers:

Christopher Baggini, CFA, and Douglas Burtnick, CFA


2005 Annual Report		149


Fund Performance		Gartmore U.S. Growth Leaders Long-Short Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A²	w/o SC³	6.09%	-5.17%	12.28%
	w/SC⁴	0.02%	-6.28%	11.43%
Class B²	w/o SC³	5.33%	-5.64%	11.92%
	w/SC⁵	0.33%	-5.81%	11.92%
Class C⁶	w/o SC³	5.35%	-5.87%	10.40%
	w/SC⁷	4.35%	-5.87%	10.40%
Class R^8,10		6.16%	-5.24%	12.22%
Institutional Class⁹		6.27%	-5.12%	12.32%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

The Fund’s predecessor Fund, the Montgomery Partners Long-Short Equity Plus Fund, commenced operations for its Class C shares and Class R shares on December 31, 1997, and commenced operations for its Class A shares and Class B shares on October 31, 2001. As of June 23, 2003, the Gartmore Long-Short Equity Plus Fund (which previously had not commenced operations) acquired all the assets, subject to stated liabilities, of the Montgomery Partners Long-Short Equity Plus Fund. At that time the Gartmore Long-Short Equity Plus Fund took on the performance of the Montgomery Partners Long-Short Equity Plus Fund.

These returns through October 31, 2001 include the performance of the Class R shares of the Fund’s predecessor fund, and, for periods from November 1, 2001 to June 22, 2003, the returns for the Class A and Class B shares include the performance of the Class A and Class B shares, respectively, of the Fund’s predecessor fund. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class A and Class B shares would have produced because all classes of the Fund’s shares invest in the same portfolio of securities and Class A shares had the same expenses after waivers and reimbursements. The performance for these classes has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to Class B shares; if these fees were reflected, the performance for Class B shares would have been lower.

³	These returns do not reflect the effects of sales charges (SC).

⁴	A 5.75% front-end sales charge was deducted.

⁵	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁶	These returns through June 22, 2003 include the performance of the Class C shares of the Fund’s predecessor fund.

⁷	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁸

These returns for the period through October 31, 2001 include the performance of the Class R shares of the Fund’s predecessor fund, for the period from November 1, 2001 through June 22, 2003 include the performance of the Class B shares of the Fund’s predecessor fund and for the period from June 23, 2003 to December 31, 2003 (prior to the creation of the Fund’s Class R shares on February 27, 2004) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, Class B shares’ average annual total returns are similar to what Class R shares would have produced because the Class R shares will invest in the same portfolio of securities as Class B shares.

⁹

These returns for the period through October 31, 2001 include the performance of the Institutional Class shares of the Fund’s predecessor fund, for the period from November 1, 2001 through June 22, 2003 include the performance of the Class B shares of the Fund’s predecessor fund and for the period from June 23, 2003 to December 31, 2003 (prior to the creation of the Fund’s Institutional Class shares on June 29, 2004) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Institutional Class shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Institutional Class shares. Excluding the effect of any fee waivers or reimbursements, Class B shares’ average annual total returns are similar to what Institutional Class shares would have produced because the Institutional Class shares will invest in the same portfolio of securities as Class B shares.

¹⁰	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore U.S. Growth Leaders Long-Short Fund, the Citigroup U.S. Domestic 3-Month T Bill Index(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The Citigroup U.S. Domestic 3-Month T Bill Index is an average of the last 3-month treasury bill issues (excluding the current month-end bill).

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


150		Annual Report 2005

Shareholder

Expense Example

Gartmore U.S. Growth Leaders Long-Short Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


U.S Growth Leaders Long-Short Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,075.50	$	15.07	2.88%
	Hypothetical	¹	$	1,000.00	$	1,010.48	$	14.70	2.88%
Class B	Actual		$	1,000.00	$	1,071.50	$	18.74	3.59%
	Hypothetical	¹	$	1,000.00	$	1,006.90	$	18.32	3.59%
Class C	Actual		$	1,000.00	$	1,072.10	$	18.80	3.60%
	Hypothetical	¹	$	1,000.00	$	1,006.85	$	18.37	3.60%
Class R	Actual		$	1,000.00	$	1,075.60	$	15.38	2.94%
	Hypothetical	¹	$	1,000.00	$	1,010.18	$	15.01	2.94%
Institutional Class	Actual		$	1,000.00	$	1,076.50	$	13.61	2.60%
	Hypothetical	¹	$	1,000.00	$	1,011.89	$	13.27	2.60%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


2005 Annual Report		151


Portfolio Summary		Gartmore U.S. Growth Leaders Long-Short Fund

October 31, 2005

Long Positions


Asset Allocation
Common Stocks		68.1%
Cash Equivalents		29.2%
Other Assets in excess of Liabilities		2.7%

		100.0%


Top Industries
Technology		11.5%
Media & Services		11.1%
Finance		8.0%
Consumer Cyclical		7.4%
Health Care		6.8%
Capital Goods & Defense		4.9%
Consumer Staple		3.7%
Energy		3.2%
Computer Software		2.7%
Transportation		2.2%
Other Industries		38.5%

		100.0%


Top Holdings*
UnitedHealth Group, Inc.		2.2%
Home Depot, Inc.		2.1%
Brinker International, Inc.		2.0%
McAfee, Inc.		2.0%
Colgate-Palmolive Co.		2.0%
Amgen, Inc.		1.8%
PepsiCo, Inc.		1.8%
Google, Inc.		1.6%
Hyperion Solutions Corp.		1.6%
Carnival Corp.		1.6%
Other Holdings		81.3%

		100.0%

*	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


152		Annual Report 2005


Portfolio Summary		Gartmore U.S. Growth Leaders Long-Short Fund

October 31, 2005

Short Positions


Asset Allocation
Common Stocks		35.5%
Mutual Funds		10.0%

		45.5%


Top Industries
Equity Funds		10.0%
Consumer Staple		6.0%
Technology		5.3%
Media & Services		4.8%
Consumer Cyclical		3.7%
Capital Goods & Defense		3.6%
Computer Software		2.5%
Energy		2.3%
Healthcare		2.3%
Business Services		2.3%
Other Industries		57.2%

		100.0%


Top Holdings
iShares Russell 1000 Index		3.0%
Semiconductor HOLDRs Trust		2.5%
Computer Associates International, Inc.		2.3%
Anheuser Busch Cos., Inc.		1.8%
United Stationers, Inc.		1.5%
Limited, Inc.		1.5%
Amex Energy Select SPDR		1.5%
Infosys Technologies Ltd. ADR — IN		1.5%
Nasdaq Biotech Index		1.5%
iShares Russell 2000 Growth		1.5%
Other Holdings		81.4%

		100.0%


2005 Annual Report		153

Statement of Investments

October 31, 2005

Gartmore U.S. Growth Leaders Long-Short Fund

Common Stocks - Long Positions (c) (68.1%)

LOGO


	Shares or Principal Amount	Value

Basic Industry & Gold (1.3%)
Praxair, Inc.	14,950	$	738,680

Capital Goods & Defense (4.9%)
Boeing Co.	13,110		847,431
Fisher Scientific International, Inc. (b)	5,250		296,625
Tellabs, Inc. (b)	59,650		570,254
Textron, Inc.	7,700		554,708
Thermo Electron Corp. (b)	18,660		563,345

			2,832,363

Computer Software (2.7%)
F5 Networks, Inc. (b)	12,310		640,489
Satyam Computer Services Ltd. ADR — IN	26,260		897,567

			1,538,056

Consumer Cyclical (7.4%)
Abercrombie & Fitch Co.	12,230		635,838
Coach, Inc. (b)	22,650		728,877
Home Depot, Inc.	29,620		1,215,605
Kohl’s Corp. (b)	16,390		788,851
Staples, Inc.	39,010		886,697

			4,255,868

Consumer Staple (3.7%)
Colgate-Palmolive Co.	21,550		1,141,288
PepsiCo, Inc.	17,520		1,035,082

			2,176,370

Energy (3.2%)
ENSCO International, Inc.	14,000		638,260
Nabors Industries Ltd. (b)	6,450		442,664
Peabody Energy Corp.	10,110		790,197

			1,871,121

Environmental Services (1.0%)
Republic Services, Inc.	16,920		598,122

Finance (8.0%)
E*Trade Group, Inc. (b)	25,400		471,170
Goldman Sachs Group, Inc.	4,130		521,908
Legg Mason, Inc.	4,900		525,819
Marshall & Ilsley Corp.	13,760		591,130
Partnerre Ltd.	11,770		749,984


	Shares or Principal Amount	Value

Finance (continued)
State Street Corp.	10,530	$	581,572
T. Rowe Price Group, Inc.	9,200		602,784
Zions Bancorp	8,260		606,862

			4,651,229

Healthcare (6.8%)
Abgenix, Inc. (b)	37,280		387,712
Amgen, Inc. (b)	13,750		1,041,700
Medcohealth Solutions, Inc. (b)	11,950		675,175
St. Jude Medical, Inc. (b)	11,470		551,363
UnitedHealth Group, Inc.	22,090		1,278,790

			3,934,740

Insurance (2.1%)
Genworth Financial, Inc.	25,140		796,686
Max Re Capital Ltd.	18,050		431,576

			1,228,262

Media & Services (11.1%)
Brinker International, Inc. (b)	30,830		1,175,240
Carnival Corp.	18,170		902,504
Google, Inc. (b)	2,480		922,907
McGraw-Hill Cos., Inc. (The)	12,300		601,962
Panera Bread Co. (b)	11,280		667,663
Qualcomm, Inc.	17,720		704,547
Sprint Corp.	24,810		578,321
Starwood Hotels & Resorts Worldwide, Inc.	15,010		877,034

			6,430,178

Technology (11.5%)
Broadcom Corp. (b)	13,850		588,071
Business Objectives S.A. ADR – FR (b)	16,240		556,545
Cognizant Technology Solutions Corp. (b)	13,040		573,499
Cymer, Inc. (b)	16,590		578,162
Hyperion Solutions Corp. (b)	18,920		914,971
Interwoven Software, Inc. (b)	30,880		290,272
Marvel Technology Group Ltd. (b)	15,820		734,206
McAfee, Inc. (b)	38,990		1,170,869
Monster Worldwide, Inc. (b)	19,020		624,046
National Semiconductor Corp.	26,480		599,242

			6,629,883


154		Annual Report 2005

Gartmore U.S. Growth Leaders Long-Short Fund (Continued)

Common Stocks - Long Positions (c) (continued)

LOGO


	Shares or Principal Amount		Value
Telecommunications (1.2%)
Comverse Technology, Inc. (b)		26,950	$	676,445

Transportation (2.2%)
CNF, Inc.		10,900		613,343
Forward Air Corp.		19,200		680,640

				1,293,983

Utilities (1.0%)
Questar Corp.		7,270		572,513


Total Common Stocks – Long Positions (c)				39,427,813


Cash Equivalents (29.2%)

Investments in repurchase agreements (Collateralized by U.S. Government Agencies, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $16,919,472)	$	16,917,639		16,917,639


Total Cash Equivalents				16,917,639


Total Investments (Cost $55,240,198) (a) — 97.3%				56,345,452

Other assets in excess of liabilities — 2.7%				1,546,405


NET ASSETS — 100.0%			$	57,891,857

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

All long positions held as collateral for securities sold short.

ADR

American Depositary Receipt

France

India

See notes to financial statements.


2005 Annual Report		155

Statement of Investments (Continued)

October 31, 2005

LOGO

Common Stocks - Short Positions (35.5%)


	Shares	Value

Business Services (2.3%)
United Stationers, Inc. (b)	19,600	$	889,252
Zebra Technologies Corp. Class A (b)	9,870		425,496

			1,314,748

Capital Goods & Defense (3.6%)
Amphenol Corp., Class A	10,400		415,688
Lear Corp.	18,540		564,728
Snap-On, Inc.	15,650		563,713
Tyco International Ltd.	20,150		531,759

			2,075,888

Casinos & Gambling (0.8%)
Wynn Resorts Ltd. (b)	10,300		480,804

Computer Software (2.5%)
BMC Software, Inc. (b)	29,090		569,873
Infosys Technologies Ltd. ADR — IN	12,730		865,640

			1,435,513

Consumer Cyclical (3.7%)
Garmin Ltd.	8,250		473,798
Limited, Inc.	44,310		886,642
UST, Inc.	18,450		763,646

			2,124,086

Consumer Staple (6.0%)
Anheuser Busch Cos., Inc.	24,840		1,024,898
ConAgra, Inc.	36,880		858,198
Kimberly — Clark Corp.	7,500		426,300
Performance Food Group Co. (b)	22,750		627,673
Yum! Brands, Inc.	11,600		590,092

			3,527,161

Energy (2.3%)
Schlumberger Ltd.	6,410		581,836
Valero Energy Corp.	7,190		756,675

			1,338,511

Finance (1.9%)
Commerce Bancorp, Inc.	24,910		759,008
Nelnet, Inc. (b)	9,360		347,256

			1,106,264

Healthcare (2.3%)
HCA, Inc.	11,680		562,859
Health Management Associates, Inc., Class A	35,600		762,196

			1,325,055


	Shares	Value

Media & Services (4.8%)
Amazon.com, Inc. (b)	13,200	$	526,416
Knight-Ridder, Inc.	15,120		807,106
New York Times Co.	21,180		576,943
Salesforce.com, Inc. (b)	34,360		858,656

			2,769,121

Technology (5.3%)
02Micro International Ltd. (b)	22,890		299,859
Belden CDT, Inc.	14,640		291,775
Cognos, Inc. ADR — CA (b)	14,680		550,940
Computer Associates International, Inc.	48,440		1,354,867
Micron Technology, Inc. (b)	41,600		540,384

			3,037,825


Total Common Stocks — Short Positions			20,534,976


Mutual Funds - Short Positions (10.0%)
Equity Funds (10.0%)
Amex Energy Select SPDR	17,880		872,544
iShares Russell 1000 Index	26,440		1,729,704
iShares Russell 2000 Growth	13,080		861,580
Nasdaq Biotech Index	11,670		862,530
Semiconductor HOLDRs Trust	43,050		1,444,328


Total Mutual Funds — Short Positions			5,770,686


Total Investments (Cost $26,339,352) (a) — 45.5%		$	26,305,662

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

ADR

American Depositary Receipt

Canada

HOLDR

Holding Company Depositary Receipt

India

SPDR

Standard & Poor’s Depositary Receipts

See notes to financial statements.


156		Annual Report 2005

Gartmore Value Opportunities Fund

For the annual period ended Oct. 31, 2005, the Gartmore Value Opportunities Fund (Class A at NAV) returned 13.59% versus 12.08% for its benchmark, the Russell 2000® Index. For broader comparison, the average return for the Fund’s Lipper peer category of Small-Cap Core Funds was 13.22%.

The current investing environment is a welcome change from the frustrating situation of one year ago. At that time, the stock market was rewarding speculative companies and seemed to ignore those with strong and/or improving fundamentals. Typically, these speculative periods are unsustainable. The Fund’s solid performance in 2005 is evidence that the stock market has regained its “value” investing style (i.e., rewarding stocks with strong fundamentals). Within a value-style environment, the Fund has outperformed the benchmark.

Historically, we have sought to add value for the Fund through stock selection. It, therefore, is our goal to have the vast majority of our return derived from stock selection and not extraneous influences. During the reporting period, stock selection was strongest in the technology and financials sectors. Technology name Komag, Inc. and financials name Tower Group, Inc. were particularly strong performers for the Fund. Komag benefited from a recovery in the disk drive market, while Tower Group, a specialized property and casualty insurance provider, achieved robust earnings growth in part due to rising insurance premiums.

Conversely, stock selection was weaker in the energy and health-care sectors. Fund holding and energy name The Meridian Resource Corp. had a tough year as the company faced continued difficulty with production results at one location. Further, Meridian Resource’s primary production facilities were rendered inoperable as a result of hurricanes in the Gulf of Mexico during August and September.

Our objective for the Fund remains the same: to buy, at attractive valuations, well-positioned companies in which we see tangible evidence of fundamental improvement.

Despite the economic disruption caused by Hurricanes Katrina and Rita toward the end of the reporting period, our outlook remains unchanged. We expect those sectors that have exhibited improving fundamentals–particularly industrials and financials–to continue to be rewarded in the stock market, and we have positioned the Fund to benefit from such moves.

The Fund’s portfolio continues to be characterized by stocks with favorable cash flow characteristics, earnings improvement and broad sector diversification. As 2006 unfolds, we believe that: 1) investors will continue to pay attention to the fundamentals that we think are important for long-term investing success; and 2) our investment discipline and style will yield favorable results.

Portfolio Managers:

Jeffrey Petherick, CFA and Mary Champagne, CFA


2005 Annual Report		157


Fund Performance		Gartmore Value Opportunities Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	13.59%	8.60%	11.40%
	w/SC³	7.04%	7.33%	10.28%
Class B	w/o SC²	12.90%	7.90%	10.70%
	w/SC⁴	8.19%	7.60%	10.59%
Class C⁵	w/o SC²	12.86%	7.90%	10.69%
	w/SC⁶	11.92%	7.90%	10.69%
Class R^7,9		13.71%	8.12%	10.89%
Institutional Class^8,9		13.96%	8.87%	11.69%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on December 29, 1999.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵

These returns until the creation of Class C shares (3/1/01) include the performance of the Fund’s Class B shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is substantially similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as Class B shares and have the same expenses after any fee waivers or reimbursements. For Class C shares returns with sales charges, these returns have been restated for the applicable sales charges.

⁶	A CDSC of 1.00% was deducted because it is charged when you sell Class C shares within the first year after purchase.

⁷

These returns until the creation of Class R shares (12/30/03) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that Class R shares do not have any applicable sales charges but have not been adjusted for the lower expenses applicable to Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class R shares would have produced because the Class R shares invest in the same portfolio of securities as Class B shares.

⁸

⁹	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Value Opportunities Fund, Russell 2000 Index (Russell 2000)(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The Russell 2000 is an unmanaged index of securities of small capitalization U.S. companies.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


158		Annual Report 2005

Shareholder

Expense Example

Gartmore Value Opportunities Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Value Opportunities Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,117.20	$	7.74	1.45%
	Hypothetical	¹	$	1,000.00	$	1,017.69	$	7.40	1.45%
Class B	Actual		$	1,000.00	$	1,114.10	$	11.19	2.10%
	Hypothetical	¹	$	1,000.00	$	1,014.41	$	10.72	2.10%
Class C	Actual		$	1,000.00	$	1,113.60	$	11.19	2.10%
	Hypothetical	¹	$	1,000.00	$	1,014.41	$	10.72	2.10%
Class R	Actual		$	1,000.00	$	1,117.20	$	7.63	1.43%
	Hypothetical	¹	$	1,000.00	$	1,017.79	$	7.30	1.43%
Institutional Class	Actual		$	1,000.00	$	1,119.00	$	5.71	1.07%
	Hypothetical	¹	$	1,000.00	$	1,019.61	$	5.46	1.07%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


2005 Annual Report		159


Portfolio Summary		Gartmore Value Opportunities Fund

October 31, 2005


Asset Allocation
Common Stocks		94.8%
Cash Equivalents		4.5%
Other Investments*		20.2%
Liabilities in excess of Other Assets**		-19.5%

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Real Estate		9.8%
Commercial Banks		8.2%
Insurance		6.0%
Machinery		5.0%
Software		4.0%
Electrical Equipment		3.6%
Chemicals		3.4%
Specialty Retail		3.3%
Health Care Equipment & Supplies		2.9%
Semiconductors & Semiconductor Equipment		2.8%
Other Industries		51.0%

		100.0%


Top Holdings***
Allmerica Financial Corp.		1.5%
Tower Group, Inc.		1.5%
First Industrial Realty Trust		1.3%
Ashford Hospitality Trust		1.3%
Avista Corp.		1.3%
El Paso Electric Co.		1.3%
Franklin Bank Corp.		1.2%
National Financial Partners Corp.		1.2%
Thomas & Betts Corp.		1.2%
Regal-Beloit Corp.		1.2%
Other Holdings		87.0%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


160		Annual Report 2005

Statement of Investments

October 31, 2005

Gartmore Value Opportunities Fund

LOGO

Common Stocks (94.8%)


	Shares or Principal Amount	Value

Aerospace & Defense (1.7%)
Teledyne Technologies, Inc. (b)	3,500	$	123,410
United Industrial Corp. (c)	3,700		130,573

			253,983

Airlines (1.1%)
Alaska Air Group, Inc. (b) (c)	5,100		160,803

Auto Components (0.5%)
Drew Industries, Inc. (b)	2,300		66,355

Biotechnology (0.7%)
Serologicals Corp. (b) (c)	4,900		95,452

Building Products (0.1%)
ElkCorp.	600		18,978

Capital Markets (1.2%)
Affiliated Managers Group, Inc. (b) (c)	2,250		172,688

Chemicals (3.4%)
Airgas, Inc.	4,600		130,042
Olin Corp. (c)	8,400		150,192
Omnova Solutions, Inc. (b)	20,398		91,791
RPM International, Inc.	6,200		115,444

			487,469

Commercial Banks (8.2%)
Capital Corp. of the West (c)	4,674		154,242
Columbia Banking System, Inc.	4,900		141,659
East West Bancorp, Inc.	4,600		176,134
Greene County Bancshares, Inc.	5,200		138,112
Midwest Banc Holding, Inc. (c)	4,500		100,980
Placer Sierra Bancshares	6,193		166,716
Security Bank Corp. (c)	6,436		158,840
Vineyard National Bancorp Co. (c)	4,700		137,616

			1,174,299

Commercial Services & Supplies (0.4%)
Steelcase, Inc., Class A	4,200		60,144

Communications Equipment (1.6%)
3Com Corp. (b)	22,600		87,010
Polycom, Inc. (b)	9,400		143,820

			230,830


	Shares or Principal Amount	Value

Computers & Peripherals (1.1%)
Dot Hill Systems Corp. (b)	14,100	$	97,713
Intergraph Corp. (b) (c)	1,400		67,732

			165,445

Construction & Engineering (1.6%)
Foster Wheeler Ltd. (b)	6,300		178,164
Washington Group International, Inc. (b)	1,170		58,149

			236,313

Construction Materials (0.6%)
Texas Industries, Inc.	1,800		89,280

Consumer Finance (1.2%)
Advanta Corp. (c)	6,042		171,412

Electric Utilities (2.2%)
El Paso Electric Co. (b)	8,400		181,860
Westar Energy, Inc.	6,300		139,230

			321,090

Electrical Equipment (3.6%)
Genlyte Group, Inc. (b)	3,220		164,123
Regal-Beloit Corp. (c)	5,600		178,248
Thomas & Betts Corp. (b)	4,600		179,032

			521,403

Electronic Equipment & Instruments (0.9%)
Coherent, Inc. (b)	4,200		124,362

Energy Equipment & Services (2.7%)
Hanover Compressor Co. (b) (c)	11,000		141,460
Hornbeck Offshore Services, Inc. (b)	3,877		124,878
Pioneer Drilling Co. (b)	7,330		125,563

			391,901

Food & Staples Retailing (1.4%)
Casey’s General Stores, Inc.	3,700		79,846
Longs Drug Stores Corp.	1,300		54,223
Wild Oats Markets, Inc. (b)	6,100		67,832

			201,901

Food Products (1.2%)
Flowers Foods, Inc.	2,950		86,435
Reddy Ice Holdings, Inc.	4,100		89,298

			175,733


2005 Annual Report		161

Statement of Investments (Continued)

October 31, 2005

Gartmore Value Opportunities Fund (Continued)

Common Stocks (continued)

LOGO


	Shares or Principal Amount	Value

Gas Utilities (0.8%)
South Jersey Industries, Inc.	4,100	$	114,595

Healthcare Equipment & Supplies (2.9%)
Adeza Biomedical Corp. (b)	5,129		87,449
Integra Lifesciences Corp. (b)	3,300		113,850
IntraLase Corp. (b) (c)	9,100		140,686
Symmetry Medical, Inc. (b)	3,900		86,346

			428,331

Healthcare Providers & Services (1.9%)
HealthTronics, Inc. (b)	15,500		140,895
LifePoint Hospitals, Inc. (b)	3,600		140,760

			281,655

Hotels Restaurants & Leisure (1.2%)
Denny’s Corp. (b)	18,100		72,400
Jack in the Box, Inc. (b)	1,200		35,640
Sunterra Corp. (b)	6,000		72,060

			180,100

Household Durables (2.6%)
Champion Enterprises, Inc. (b)	10,700		148,516
Jarden Corp. (b) (c)	3,650		123,334
Snap-On, Inc.	3,100		111,662

			383,512

Insurance (6.0%)
Allmerica Financial Corp. (b)	5,800		220,980
National Financial Partners Corp.	4,000		180,920
ProAssurance Corp. (b) (c)	1,700		79,560
Scottish Re Group Ltd.	6,700		164,485
Tower Group, Inc.	10,980		211,585

			857,530

Internet & Catalog Retail (0.3%)
J. Jill Group, Inc. (b)	3,000		38,100

Internet Software & Services (2.6%)
Akamai Technologies, Inc. (b) (c)	4,900		84,966
HomeStore, Inc. (b)	26,900		97,647
Jupitermedia Corp. (b) (c)	6,400		108,800
United Online, Inc.	6,600		88,506

			379,919

IT Services (0.8%)
Covansys Corp. (b)	7,500		120,000


	Shares or Principal Amount	Value

Machinery (5.0%)
Actuant Corp. (c)	3,400	$	165,580
Gardner Denver, Inc. (b)	3,300		160,380
Greenbrier Cos., Inc. (The) (c)	4,000		110,200
Stewart & Stevenson Services, Inc.	5,800		138,388
Wabtec Corp.	5,400		146,880

			721,428

Media (2.0%)
Lions Gate Entertainment Corp. (b) (c)	10,000		96,000
Salem Communications Corp. (b)	4,100		76,752
Scholastic Corp. (b) (c)	3,799		123,657

			296,409

Metals & Mining (1.8%)
Aleris International, Inc. (b)	5,000		129,800
Allegheny Technologies, Inc.	4,800		137,808

			267,608

Multi-Utilities (2.3%)
Avista Corp.	10,600		185,712
WPS Resources Corp.	2,700		147,312

			333,024

Oil Gas & Consumable Fuels (1.7%)
KCS Energy, Inc. (b) (c)	5,100		123,012
Southwestern Energy Co. (b)	1,700		123,318

			246,330

Personal Products (0.7%)
Elizabeth Arden, Inc. (b)	4,600		99,682

Pharmaceuticals (0.7%)
Kos Pharmaceuticals, Inc. (b) (c)	1,800		108,000

Real Estate (9.8%)
American Campus Communities, Inc.	5,200		128,700
American Financial Realty Trust	11,700		144,027
Ashford Hospitality Trust	18,245		191,573
BioMed Realty Trust, Inc.	5,900		147,559
Eagle Hospitality Properties Trust	13,340		126,863
First Industrial Realty Trust (c)	4,800		195,024
First Potomac Realty Trust	4,600		116,564
JER Investors Trust, Inc.	6,700		114,235


162		Annual Report 2005

Gartmore Value Opportunities Fund (Continued)

Common Stocks (continued)

LOGO


	Shares or Principal Amount	Value

Real Estate (continued)
Medical Properties Trust, Inc.	15,300	$	136,782
Trammell Crow Co. (b)	4,193		107,215

			1,408,542

Road & Rail (1.6%)
Laidlaw International, Inc.	6,100		138,714
RailAmerica, Inc. (b)	8,113		96,139

			234,853

Semiconductors & Semiconductor Equipment (2.8%)
Cirrus Logic, Inc. (b)	17,600		115,456
Mattson Technology (b)	13,800		108,882
ON Semiconductor Corp. (b)	17,700		82,128
Silicon Storage Technology (b) (c)	20,000		101,000

			407,466

Software (4.0%)
Aspen Technologies, Inc. (b)	20,500		124,025
InterVoice, Inc. (b) (c)	6,462		60,226
Lawson Software (b) (c)	15,300		117,198
Parametric Technology Corp. (b)	15,800		102,858
Take-Two Interactive Software, Inc. (b)	4,200		86,730
TIBCO Software, Inc. (b)	11,600		88,044

			579,081

Specialty Retail (3.3%)
AnnTaylor Stores Corp. (b)	3,900		94,653
Hot Topic, Inc. (b) (c)	7,300		108,697
Jos. A. Bank Clothiers, Inc. (b)	1,800		73,458
Too, Inc. (b)	4,000		113,640
United Auto Group, Inc. (c)	2,800		94,444

			484,892

Thrifts & Mortgage Finance (2.6%)
Commercial Capital Bancorp, Inc.	8,500		136,510
First Place Financial Corp.	2,905		65,304
Franklin Bank Corp. (b) (c)	10,500		181,125

			382,939

Trading Companies & Distributors (0.5%)
Beacon Roofing Supply, Inc. (b) (c)	2,400		65,424
UAP Holding Corp.	700		13,370

			78,794


	Shares or Principal Amount		Value

Wireless Telecommunication Services (1.5%)
Dobson Communications Corp. (b) (c)		13,700	$	99,873
NII Holdings, Inc. (b)		1,400		116,088

				215,961


Total Common Stocks				13,768,592


Cash Equivalents (4.5%)
Investments in repurchase agreements (collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $648,520)	$	648,450		648,450


Total Cash Equivalents				648,450


Lending (20.2%) Short-Term Securities Held as Collateral for Securities
Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	2,939,861		2,939,861


Total Short-Term Securities Held as Collateral for Securities Lending				2,939,861


Total Investments (Cost $16,458,858) (a) — 119.5%				17,356,903

Liabilities in excess of other assets — (19.5)%				(2,831,173	)


NET ASSETS — 100.0%			$	14,525,730

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Non-income producing securities.

(c)

All or part of the security was on loan as of October 31, 2005.

See notes to financial statements.


2005 Annual Report		163

Statements of Assets and Liabilities

October 31, 2005


	Gartmore Convertible Fund		Gartmore High Yield Bond Fund			Gartmore Micro Cap Equity Fund
Assets:
Investments, at value (cost $42,634,439; $21,834,610 and $118,597,570; respectively)	$	42,929,664	$	21,610,966		$	134,556,960
Repurchase agreements, at cost and value		6,618,892		2,347,214			15,375,163

Total Investments		49,548,556		23,958,180			149,932,123

Cash		—		5,177,480			—
Interest and dividends receivable		272,325		522,164			74,281
Receivable for capital shares issued		3,604		6,146			95,230
Receivable for investments sold		1,292,200		47,875			1,192,462
Receivable from adviser		—		—			7,390
Prepaid expenses and other assets		346		515			24,840

Total Assets		52,279,710		29,712,360			151,326,326


Liabilities:
Payable to custodian		194,732		—			—
Distributions payable		—		12,828			—
Payable to adviser		1,164		6,776			—
Payable for investments purchased		3,065,279		5,607,081			312,553
Payable for capital shares redeemed		28,782		13,280			631,077
Payable for return of collateral received for securities on loan		—		—			27,810,992
Accrued expenses and other payables
Investment advisory fees		25,847		11,193			132,785
Fund administration and transfer agent fees		3,332		3,653			21,544
Distribution fees		3,658		2,332			54,335
Administrative servicing fees		1		2,153			2
Trustee fees		101		56			317
Other		12,380		—			20,877

Total Liabilities		3,335,276		5,659,352			28,984,482

Net Assets	$	47,781,755	$	24,053,008		$	122,341,844


Represented by:
Capital	$	47,236,775	$	59,894,801		$	99,002,798
Accumulated net investment income (loss)		184,907		1			—
Accumulated net realized gains (losses) from investment transactions		64,848		(35,618,150	)		7,379,656
Net unrealized appreciation (depreciation) on investments		295,225		(223,644	)		15,959,390

Net Assets	$	47,781,755	$	24,053,008		$	122,341,844

See notes to financial statements.


164		Annual Report 2005

Statements of Assets and Liabilities (Continued)


	Gartmore Convertible Fund			Gartmore High Yield Bond Fund			Gartmore Micro Cap Equity Fund
Net Assets:
Class A Shares	$	2,046,918		$	2,686,585		$	68,375,303
Class B Shares		253,291			760,225			7,646,929
Class C Shares		3,503,562			1,317,516			37,980,433
Class R Shares		1,080			1,080			1,238
Institutional Service Class Shares		323,926			18,272,500			224,832
Institutional Class Shares		41,652,978			1,015,102			8,113,109

Total	$	47,781,755		$	24,053,008		$	122,341,844


Shares outstanding (unlimited number of shares authorized):
Class A Shares		201,872			398,626			3,183,988
Class B Shares		25,124			112,964			365,312
Class C Shares		347,209			195,645			1,812,729
Class R Shares		108			161			59
Institutional Service Class Shares		31,969			2,689,132			10,387
Institutional Class Shares		4,110,944			149,371			374,777

Total		4,717,226			3,545,899			5,747,252


Net asset value and redemption price per share:
Class A Shares	$	10.14		$	6.74		$	21.47
Class B Shares (a)	$	10.08		$	6.73		$	20.93
Class C Shares (b)	$	10.09		$	6.73		$	20.95
Class R Shares	$	10.09	(c)	$	6.72	(c)	$	21.13	(c)
Institutional Service Class Shares	$	10.13		$	6.79		$	21.64
Institutional Class Shares	$	10.13		$	6.80		$	21.65

Maximum offering price per share (100%/(100%-maximum sales charge) of net asset value adjusted to the nearest cent):
Class A Shares	$	10.76		$	7.08		$	22.78

Maximum Sales Charge — Class A Shares		5.75	%		4.75	%		5.75	%

(a)	For Class B Shares, the redemption price per share varies by the length of time shares are held.

(b)	For Class C Shares, the redemption price per share is reduced by 1.00% for shares held less than one year.

(c)	Due to rounding, Net Assets divided by shares outstanding does not equal the NAV.

See notes to financial statements.


2005 Annual Report		165

Statements of Assets and Liabilities (Continued)

October 31, 2005


	Gartmore Small Cap Growth Fund			Gartmore U.S. Growth Leaders Long-Short Fund			Gartmore Value Opportunities Fund
Assets:
Investments, at value (cost $2,787,420; $38,322,559 and $15,810,408; respectively)	$	2,842,415		$	39,427,813		$	16,708,453
Repurchase agreements, at cost and value		49,976			16,917,639			648,450

Total Investments		2,892,391			56,345,452			17,356,903

Cash		—			16,039			12,635
Deposits with broker for securities sold short		—			27,534,655			—
Interest and dividends receivable		746			128,799			4,994
Receivable for capital shares issued		—			93,925			1,552
Receivable for investments sold		188,968			10,191,425			219,364
Receivable from adviser		—			15,860			4,553
Prepaid expenses and other assets		18,026			5,997			5,785

Total Assets		3,100,131			94,332,152			17,605,786


Liabilities:
Securities sold short, at value (proceeds $0, $26,339,352, and $0; respectively)		—			26,305,662			—
Payable to adviser		15,564			—			—
Payable for investments purchased		128,091			9,949,289			108,165
Payable for capital shares redeemed		—			—			782
Payable for return of collateral received for securities on loan		—			—			2,939,861
Accrued expenses and other payables
Investment advisory fees		2,385			72,277			8,566
Fund administration and transfer agent fees		1,249			9,728			3,258
Distribution fees		69			23,688			5,116
Administrative servicing fees		1			3,344			8,040
Trustee fees		7			120			37
Other		10,995			76,187			6,231

Total Liabilities		158,361			36,440,295			3,080,056

Net Assets	$	2,941,770		$	57,891,857		$	14,525,730


Represented by:
Capital	$	3,154,765		$	75,251,878		$	11,656,520
Accumulated net investment income (loss)		—			(5,817	)		—
Accumulated net realized gains (losses) from investments		(267,990	)		(18,493,148	)		1,971,165
Net unrealized appreciation (depreciation) on investments		54,995			1,138,944			898,045

Net Assets	$	2,941,770		$	57,891,857		$	14,525,730

See notes to financial statements.


166		Annual Report 2005

Statements of Assets and Liabilities (Continued)


	Gartmore Small Cap Growth Fund			Gartmore U.S. Growth Leaders Long-Short Fund			Gartmore Value Opportunities Fund
Net Assets:
Class A Shares	$	146,083		$	33,828,067		$	11,262,515
Class B Shares		5,218			814,113			2,591,795
Class C Shares		35,885			19,371,854			669,117
Class R Shares		913			1,084			1,165
Institutional Service Class Shares		919			—			—
Institutional Class Shares		2,752,752			3,876,739			1,138

Total	$	2,941,770		$	57,891,857		$	14,525,730


Shares outstanding (unlimited number of shares authorized):
Class A Shares		15,968			3,442,614			742,580
Class B Shares		577			84,897			174,694
Class C Shares		3,967			2,658,569			45,219
Class R Shares		100			112			78
Institutional Service Class Shares		100			—			—
Institutional Class Shares		299,500			393,404			74

Total		320,212			6,579,596			962,645


Net asset value and redemption price per share:
Class A Shares	$	9.15		$	9.83		$	15.17
Class B Shares (a)	$	9.04		$	9.59		$	14.84
Class C Shares (b)	$	9.05		$	7.29		$	14.80
Class R Shares	$	9.13		$	9.68		$	14.98	(c)
Institutional Service Class Shares	$	9.19		$	—		$	—
Institutional Class Shares	$	9.19		$	9.85		$	15.35	(c)

Maximum offering price per share (100%/(100%-maximum sales charge) of net asset value adjusted to the nearest cent):
Class A Shares	$	9.71		$	10.43		$	16.10

Maximum Sales Charge — Class A Shares		5.75	%		5.75	%		5.75	%

(a)	For Class B Shares, the redemption price per share varies by the length of time shares are held.

(b)	For Class C Shares, the redemption price per share is reduced by 1.00% for shares held less than one year.

(c)	Due to rounding, Net Assets divided by shares outstanding does not equal the NAV.

See notes to financial statements.


2005 Annual Report		167

Statements of Operations

For the Year Ended October 31, 2005


	Gartmore Convertible Fund			Gartmore High Yield Bond Fund			Gartmore Micro Cap Equity Fund
INVESTMENT INCOME:
Interest income	$	780,962		$	1,936,816		$	135,460
Dividend income		880,998			26,025			330,043
Income from securities lending		—			—			318,411

Total Income		1,661,960			1,962,841			783,914


Expenses:
Investment advisory fees		269,558			131,576			1,759,262
Fund administration and transfer agent fees		57,424			55,040			268,601
Distribution fees Class A		6,384			8,392			207,175
Distribution fees Class B		2,533			7,606			82,220
Distribution fees Class C		38,055			14,740			416,008
Distribution fees Class R		4			4			4
Administrative servicing fees Class A		—			2,502			8,807
Administrative servicing fees Institutional Service Class		—			9,252			—
Registration and filing fees		51,185			49,612			67,200
Trustee fees		1,708			269			5,754
Other		14,535			3,590			176,196

Total expenses before reimbursed expenses		441,386			282,583			2,991,227
Earnings credit (Note 5)		(1,174	)		(1,378	)		(2,435	)
Expenses reimbursed		—			(47,602	)		(19,206	)

Total Expenses		440,212			233,603			2,969,586

Net Investment Income (Loss)		1,221,748			1,729,238			(2,185,672	)


REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS:
Net realized gains (losses) on investment transactions		474,484			189,291			8,767,558
Net change in unrealized appreciation/depreciation from investments		471,459			(1,403,019	)		6,799,515

Net realized/unrealized gains (losses) on investments		945,943			(1,213,728	)		15,567,073

CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	2,167,691		$	515,510		$	13,381,401

See notes to financial statements.


168		Annual Report 2005

Statements of Operations

For the Year Ended October 31, 2005


	Gartmore Small Cap Growth Fund			Gartmore U.S. Growth Leaders Long-Short Fund			Gartmore Value Opportunities Fund
INVESTMENT INCOME:
Interest income	$	3,418		$	954,401		$	17,384
Dividend income		12,531			232,403			285,367
Income from securities lending		–			–			6,479

Total Income		15,949			1,186,804			309,230


Expenses:
Investment advisory fees		28,162			666,637			139,810
Fund administration and transfer agent fees		6,429			89,592			33,999
Distribution fees Class A		207			70,756			30,069
Distribution fees Class B		127			7,768			26,882
Distribution fees Class C		438			131,617			7,005
Distribution fees Class R		4			4			4
Administrative servicing fees Class A		–			6,870			12,162
Administrative servicing fees Institutional Service Class		–			–			10,443
Custodian fees		1,284			35,439			17,594
Dividend expense for securities sold short		–			285,777			–
Registration and filing fees		31,088			38,087			54,372
Printing fees		102			46,713			33,577
Trustee fees		116			1,769			677
Other		641			9,698			4,374

Total expenses before reimbursed expenses		68,598			1,390,727			370,968
Earnings credit (Note 5)		(23	)		(1,438	)		(49	)
Expenses reimbursed		(27,746	)		(43,113	)		(54,601	)

Total Expenses		40,829			1,346,176			316,318

Net Investment Income (Loss)		(24,880	)		(159,372	)		(7,088	)


REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS:
Net realized gains (losses) on investment transactions		18,586			2,626,065			5,310,694
Net change in unrealized appreciation/depreciation on investments		(1,715	)		488,936			(2,049,777	)

Net realized/unrealized gains (losses) on investments		16,871			3,115,001			3,260,917

CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(8,009	)	$	2,955,629		$	3,253,829

See notes to financial statements.


2005 Annual Report		169

Statements of Changes in Net Assets


	Gartmore Convertible Fund						Gartmore High Yield Bond Fund
	Year Ended October 31, 2005			Period Ended October 31, 2004 (a)			Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	1,221,748		$	448,406		$	1,729,238		$	6,245,178
Net realized gains (losses) on investment transactions		474,484			(409,636	)		189,291			5,076,078
Net change in unrealized appreciation/depreciation on investments		471,459			(176,234	)		(1,403,019	)		(5,990,113	)

Change in net assets resulting from operations		2,167,691			(137,464	)		515,510			5,331,143


Distributions to Class A Shareholders from:
Net investment income		(63,556	)		(31,238	) (b)		(239,415	)		(318,947	)

Distributions to Class B Shareholders from:
Net investment income		(4,809	)		(1,215	) (b)		(49,100	)		(48,620	)

Distributions to Class C Shareholders from:
Net investment income		(69,633	)		(20,050	) (b)		(95,312	)		(184,379	)

Distributions to Class R Shareholders from:
Net investment income		(26	)		(9	) (c)		(77	)		(46	)(d)

Distributions to Institutional Service Class Shareholders from:
Net investment income		(8,949	)		(2,589	) (b)		(1,339,607	)		(5,693,160	)

Distributions to Institutional Class Shareholders from:
Net investment income		(969,285	)		(323,490	)		(5,727	)		(26	)(e)

Change in net assets from shareholder distributions		(1,116,258	)		(378,591	)		(1,729,238	)		(6,245,178	)

Change in net assets from capital transactions		11,667,574			35,578,803			828,746			(88,703,708	)

Change in net assets		12,719,007			35,062,748			(384,982	)		(89,617,743	)

Net Assets:
Beginning of period		35,062,748			—			24,437,990			114,055,733

End of period	$	47,781,755		$	35,062,748		$	24,053,008		$	24,437,990

Accumulated net investment income (loss)	$	184,907		$	79,417		$	1		$	1

(a)	For the period from December 29, 2003 (commencement of operations) through October 31, 2004.

(b)	For the period from January 20, 2004 (commencement of operations) through October 31, 2004.

(c)	For the period from May 14, 2004 (commencement of operations) through October 31, 2004.

(d)	For the period from February 27, 2004 (commencement of operations) through October 31, 2004.

(e)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

See notes to financial statements.


170		Annual Report 2005

Statements of Changes in Net Assets


	Gartmore Micro Cap Equity Fund						Gartmore Small Cap Growth Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Period Ended October 31, 2004 (a)
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	(2,185,672	)	$	(1,199,048	)	$	(24,880	)	$	(12,230	)
Net realized gains (losses) on investment transactions		8,767,558			4,115,524			18,586			(288,140	)
Net change in unrealized appreciation/depreciation on investments		6,799,515			5,816,745			(1,715	)		56,710

Change in net assets resulting from operations		13,381,401			8,733,221			(8,009	)		(243,660	)


Distributions to Class A Shareholders from:
Net investment income		—			—			—			—
Net realized gains on investments		(1,846,386	)		(8,895	)		—			—

Distributions to Class B Shareholders from:
Net investment income		—			—			—			—
Net realized gains on investments		(163,298	)		(889	)		—			—

Distributions to Class C Shareholders from:
Net investment income		—			—			—			—
Net realized gains on investments		(853,621	)		(3,920	)		—			—

Distributions to Class R Shareholders from:
Net investment income		—			—			—			—
Net realized gains on investments		(23	)		—	(b)(c)		—			—

Distributions to Institutional Service Class Shareholders from:
Net investment income		—			—			—			—
Net realized gains on investments		(2,437	)		(7	)		—			—

Distributions to Institutional Class Shareholders from:
Net investment income		—			—			—			—
Net realized gains on investments		(59,761	)		(506	)		—			—

Change in net assets from shareholder distributions		(2,925,526	)		(14,217	)		—			—

Change in net assets from capital transactions		(3,422,201	)		79,393,895			128,905			3,064,534

Change in net assets		7,033,674			88,112,899			120,896			2,820,874

Net Assets:
Beginning of period		115,308,170			27,195,271			2,820,874			—

End of period	$	122,341,844		$	115,308,170		$	2,941,770		$	2,820,874

Accumulated net investment income (loss)	$	—		$	—		$	—		$	—

(a)	For the period from March 30, 2004 (commencement of operations) through October 31, 2004.

(b)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(c)	Amount is less than $1.

See notes to financial statements.


2005 Annual Report		171

Statements of Changes in Net Assets


	Gartmore U.S. Growth Leaders Long-Short Fund						Gartmore Value Opportunities Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	(159,372	)	$	(454,861	)	$	(7,088	)	$	18,758
Net realized gains (losses) on investment transactions		2,626,065			2,736,596			5,310,694			5,404,162
Net change in unrealized appreciation/depreciation on investments		488,936			154,329			(2,049,777	)		(1,765,389	)

Change in net assets resulting from operations		2,955,629			2,436,064	(a)		3,253,829			3,657,531


Distributions to Class A Shareholders from:
Net investment income		(796,091	)		(7,546,048	)		(19,254	)		(9,434	)
Net realized gains on investments		—			—			(2,094,330	)		—

Distributions to Class B Shareholders from:
Net investment income		(18,985	)		(119,661	)		—			—
Net realized gains on investments		—			—			(468,923	)		—

Distributions to Class C Shareholders from:
Net investment income		(256,975	)		(513,025	)		—			—
Net realized gains on investments		—			—			(121,288	)		—

Distributions to Class R Shareholders from:
Net investment income		(32	)		—			(2	)		—
Net realized gains on investments		—			—			(187	)		—

Distributions to Institutional Service Class Shareholders from:
Net investment income		—			—			(6,938	)		(24,707	)
Net realized gains on investments		—			—			(2,552,592	)		—

Distributions to Institutional Class Shareholders from:
Net investment income		(30,947	)		—			(4	)		—
Net realized gains on investments		—			—			(178	)		—

Change in net assets from shareholder distributions		(1,103,030	)		(8,178,734	)		(5,263,696	)		(34,141	)

Change in net assets from capital transactions		28,002,160			2,411,514			(15,490,924	)		(8,405,689	)

Change in net assets		29,854,759			(3,331,156	)		(17,500,791	)		(4,782,299	)

Net Assets:
Beginning of period		28,037,098			31,368,254			32,026,521			36,808,820

End of period	$	57,891,857		$	28,037,098		$	14,525,730		$	32,026,521

Accumulated net investment income (loss)	$	(5,817	)	$	914,137		$	—		$	—

(a)

The amount reported as the “Change in net assets resulting from operations” of $(2,764,853) in the October 31, 2004 annual report contained a typographical error resulting in the reporting of Total Net Assets by the Fund of $22,836,181. The amount reported as the “Change in net assets resulting from operations” should have been $2,436,064 resulting in Total Net Assets at the end of the period of $28,037,098.

See notes to financial statements.


172		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Convertible Fund


			Investment Activities					Distributions								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Period Ended October 31, 2004 (d)	$	10.09	0.15	(0.32	)	(0.17	)	(0.14	)	(0.14	)	$	9.78	(1.68%	)(g)	$	2,988	1.20%	(h)	2.28%	(h)	1.36%	(h)	2.12%	(h)	153.08%
Year Ended October 31, 2005	$	9.78	0.30	0.31		0.61		(0.25	)	(0.25	)	$	10.14	6.32%		$	2,047	1.20%		2.80%		(i	)	(i	)	169.53%

Class B Shares
Period Ended October 31, 2004 (d)	$	10.09	0.10	(0.35	)	(0.25	)	(0.11	)	(0.11	)	$	9.73	(2.46%	)(g)	$	210	1.95%	(h)	1.55%	(h)	2.08%	(h)	1.42%	(h)	153.08%
Year Ended October 31, 2005	$	9.73	0.20	0.34		0.54		(0.19	)	(0.19	)	$	10.08	5.52%		$	253	1.95%		2.05%		(i	)	(i	)	169.53%

Class C Shares
Period Ended October 31, 2004 (d)	$	10.09	0.10	(0.34	)	(0.24	)	(0.11	)	(0.11	)	$	9.74	(2.41%	)(g)	$	3,253	1.95%	(h)	1.52%	(h)	2.09%	(h)	1.38%	(h)	153.08%
Year Ended October 31, 2005	$	9.74	0.21	0.32		0.53		(0.18	)	(0.18	)	$	10.09	5.48%		$	3,504	1.95%		2.05%		(i	)	(i	)	169.53%

Class R Shares
Period Ended October 31, 2004 (e)	$	9.66	0.08	0.09		0.17		(0.09	)	(0.09	)	$	9.74	1.72%	(g)	$	1	1.58%	(h)	1.75%	(h)	1.59%	(h)	1.75%	(h)	153.08%
Year Ended October 31, 2005	$	9.74	0.27	0.33		0.60		(0.25	)	(0.25	)	$	10.09	6.16%		$	1	1.33%		2.67%		(i	)	(i	)	169.53%

Institutional Service Class Shares
Period Ended October 31, 2004 (d)	$	10.09	0.12	(0.28	)	(0.16	)	(0.15	)	(0.15	)	$	9.78	(0.68%	)(g)	$	311	0.95%	(h)	2.28%	(h)	1.10%	(h)	2.13%	(h)	153.08%
Year Ended October 31, 2005	$	9.78	0.31	0.32		0.63		(0.28	)	(0.28	)	$	10.13	6.50%		$	324	0.95%		3.04%		(i	)	(i	)	169.53%

Institutional Class Shares
Period Ended October 31, 2004 (f)	$	10.00	0.18	(0.25	)	(0.07	)	(0.15	)	(0.15	)	$	9.78	(1.56%	)(g)	$	28,299	0.95%	(h)	2.53%	(h)	1.12%	(h)	2.36%	(h)	153.08%
Year Ended October 31, 2005	$	9.78	0.30	0.33		0.63		(0.28	)	(0.28	)	$	10.13	6.50%		$	41,653	0.95%		3.06%		(i	)	(i	)	169.53%

(a) Excludes sales charge.

(b) During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c) Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d) For the period from January 20, 2004 (commencement of operations) through October 31, 2004.

(e) For the period from May 14, 2004 (commencement of operations) through October 31, 2004.

(f) For the period from December 29, 2003 (commencement of operations) through October 31, 2004.

(g) Not annualized.

(h)Annualized.

(i) There were no fee reductions during this period.

See notes to financial statements.


2005 Annual Report		173

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore High Yield Bond Fund


			Investment Activities					Distributions								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	7.96	0.84	(1.10	)	(0.26	)	(0.84	)	(0.84	)	$	6.86	(3.59%	)	$	2,801	0.95%		11.10%		1.11%		10.94%		83.79%
Year Ended October 31, 2002	$	6.86	0.61	(0.87	)	(0.26	)	(0.61	)	(0.61	)	$	5.99	(4.27%	)	$	2,002	0.97%		9.20%		1.09%		9.08%		93.27%
Year Ended October 31, 2003	$	5.99	0.56	0.89		1.45		(0.56	)	(0.56	)	$	6.88	25.18%		$	4,028	1.02%		8.47%		1.10%		8.39%		104.54%
Year Ended October 31, 2004	$	6.88	0.51	0.20		0.71		(0.51	)	(0.51	)	$	7.08	10.65%		$	4,027	1.03%		7.34%		1.20%		7.17%		77.13%
Year Ended October 31, 2005	$	7.08	0.50	(0.34	)	0.16		(0.50	)	(0.50	)	$	6.74	2.23%		$	2,687	1.13%		7.13%		1.35%		6.92%		72.82%

Class B Shares
Year Ended October 31, 2001	$	7.96	0.78	(1.10	)	(0.32	)	(0.78	)	(0.78	)	$	6.86	(4.31%	)	$	244	1.70%		10.35%		2.43%		9.62%		83.79%
Year Ended October 31, 2002	$	6.86	0.56	(0.88	)	(0.32	)	(0.56	)	(0.56	)	$	5.98	(5.11%	)	$	355	1.70%		8.46%		1.83%		8.33%		93.27%
Year Ended October 31, 2003	$	5.98	0.52	0.89		1.41		(0.52	)	(0.52	)	$	6.87	24.36%		$	764	1.69%		7.81%		1.78%		7.73%		104.54%
Year Ended October 31, 2004	$	6.87	0.46	0.20		0.66		(0.46	)	(0.46	)	$	7.07	9.92%		$	734	1.70%		6.63%		1.89%		6.45%		77.13%
Year Ended October 31, 2005	$	7.07	0.45	(0.34	)	0.11		(0.45	)	(0.45	)	$	6.73	1.55%		$	760	1.81%		6.46%		2.01%		6.26%		72.82%

Class C Shares
Period Ended October 31, 2001 (d)	$	8.07	0.40	(1.21	)	(0.81	)	(0.40	)	(0.40	)	$	6.86	(10.15%	)(g)	$	5	1.70%	(h)	10.05%	(h)	8.58%	(h)	3.17%	(h)	83.79%
Year Ended October 31, 2002	$	6.86	0.56	(0.87	)	(0.31	)	(0.56	)	(0.56	)	$	5.99	(4.96%	)	$	53	1.70%		8.55%		1.97%		8.28%		93.27%
Year Ended October 31, 2003	$	5.99	0.52	0.89		1.41		(0.52	)	(0.52	)	$	6.88	24.32%		$	2,986	1.71%		7.45%		1.77%		7.39%		104.54%
Year Ended October 31, 2004	$	6.88	0.46	0.20		0.66		(0.46	)	(0.46	)	$	7.08	9.92%		$	1,836	1.71%		6.66%		1.86%		6.51%		77.13%
Year Ended October 31, 2005	$	7.08	0.45	(0.35	)	0.10		(0.45	)	(0.45	)	$	6.73	1.40%		$	1,318	1.80%		6.47%		2.02%		6.26%		72.82%

Class R Shares
Period Ended October 31, 2004 (e)	$	7.00	0.32	0.07		0.39		(0.32	)	(0.32	)	$	7.07	5.73%	(g)	$	1	1.32%	(h)	6.89%	(h)	1.55%	(h)	6.66%	(h)	77.13%
Year Ended October 31, 2005	$	7.07	0.50	(0.35	)	0.15		(0.50	)	(0.50	)	$	6.72	2.05%		$	1	1.21%		7.10%		1.45%		6.87%		72.82%

Institutional Service Class Shares
Year Ended October 31, 2001	$	8.01	0.87	(1.10	)	(0.23	)	(0.86	)	(0.86	)	$	6.92	(3.19%	)	$	85,885	0.70%		11.30%		0.76%		11.24%		83.79%
Year Ended October 31, 2002	$	6.92	0.63	(0.88	)	(0.25	)	(0.63	)	(0.63	)	$	6.04	(4.12%	)	$	82,967	0.70%		9.38%		0.79%		9.29%		93.27%
Year Ended October 31, 2003	$	6.04	0.58	0.90		1.48		(0.58	)	(0.58	)	$	6.94	25.51%		$	106,278	0.70%		8.87%		0.78%		8.79%		104.54%
Year Ended October 31, 2004	$	6.94	0.53	0.20		0.73		(0.53	)	(0.53	)	$	7.14	10.90%		$	17,839	0.71%		7.60%		0.77%		7.53%		77.13%
Year Ended October 31, 2005	$	7.14	0.52	(0.35	)	0.17		(0.52	)	(0.52	)	$	6.79	2.34%		$	18,272	0.86%		7.34%		1.05%		7.14%		72.82%

Institutional Class Shares
Period Ended October 31, 2004 (f)	$	6.90	0.18	0.24		0.42		(0.18	)	(0.18	)	$	7.14	6.10%	(g)	$	1	0.71%	(h)	7.44%	(h)	1.24%	(h)	6.91%	(h)	77.13%
Year Ended October 31, 2005	$	7.14	0.52	(0.34	)	0.18		(0.52	)	(0.52	)	$	6.80	2.54%		$	1,015	0.53%		7.54%		0.53%		7.54%		72.82%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as whole without distinguishing among the classes of shares.

(d)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.

(e)	For the period from February 27, 2004 (commencement of operations) through October 31, 2004.

(f)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(g)	Not annualized.

(h)	Annualized.

See notes to financial statements.


174		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Micro Cap Equity Fund


			Investment Activities							Distributions								Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Redemption Fees	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Period Ended October 31, 2002 (d) (e)	$	10.00	(0.04	)	–	(1.32	)	(1.36	)	–		–		$	8.64	(13.60%	)(g)	$	310	1.80%	(h)	(1.32%	)(h)	8.73%	(h)	(8.25%	)(h)	56.08%
Year Ended October 31, 2003	$	8.64	(0.02	)	–	7.29		7.27		–		–		$	15.91	84.14%		$	17,023	1.82%		(1.32%	)	2.26%		(1.76%	)	104.50%
Year Ended October 31, 2004	$	15.91	(0.18	)	0.02	3.81		3.65		–	(i)	–	(i)	$	19.56	22.96%		$	74,983	1.81%		(1.35%	)	1.82%		(1.37%	)	107.36%
Year Ended October 31, 2005	$	19.56	(0.34	)	0.02	2.63		2.31		(0.40	)	(0.40	)	$	21.47	11.69%		$	68,375	1.86%		(1.31%	)	1.87%		(1.32%	)	108.54%

Class B Shares
Period Ended October 31, 2002 (d)	$	10.00	(0.06	)	–	(1.33	)	(1.39	)	–		–		$	8.61	(13.90%	)(g)	$	43	2.55%	(h)	(2.04%	)(h)	8.46%	(h)	(7.95%	)(h)	56.08%
Year Ended October 31, 2003	$	8.61	(0.06	)	–	7.19		7.13		–		–		$	15.74	82.81%		$	1,611	2.54%		(2.08%	)	2.99%		(2.52%	)	104.50%
Year Ended October 31, 2004	$	15.74	(0.26	)	0.02	3.72		3.48		–	(i)	–	(i)	$	19.22	22.13%		$	6,403	2.55%		(2.11%	)	2.57%		(2.13%	)	107.36%
Year Ended October 31, 2005	$	19.22	(0.46	)	0.02	2.55		2.11		(0.40	)	(0.40	)	$	20.93	10.84%		$	7,647	2.61%		(2.04%	)	2.62%		(2.06%	)	108.54%

Class C Shares
Period Ended October 31, 2002 (d)	$	10.00	(0.06	)	–	(1.33	)	(1.39	)	–		–		$	8.61	(13.90%	)(g)	$	43	2.55%	(h)	(2.04%	)(h)	8.46%	(h)	(7.95%	)(h)	56.08%
Year Ended October 31, 2003	$	8.61	(0.05	)	–	7.20		7.15		–		–		$	15.76	83.04%		$	5,609	2.54%		(2.04%	)	2.90%		(2.40%	)	104.50%
Year Ended October 31, 2004	$	15.76	(0.24	)	0.02	3.70		3.48		–	(i)	–	(i)	$	19.24	22.10%		$	30,377	2.55%		(2.11%	)	2.57%		(2.13%	)	107.36%
Year Ended October 31, 2005	$	19.24	(0.47	)	0.02	2.56		2.11		(0.40	)	(0.40	)	$	20.95	10.83%		$	37,980	2.61%		(2.05%	)	2.62%		(2.06%	)	108.54%

Class R Shares
Period Ended October 31, 2004 (f)	$	17.38	(0.27	)	0.02	2.14		1.89		–	(i)	–	(i)	$	19.27	10.89%	(g)	$	1	2.17%	(h)	(1.78%	)(h)	2.17%	(h)	(1.78%	)(h)	107.36%
Year Ended October 31, 2005	$	19.27	(0.29	)	0.02	2.53		2.26		(0.40	)	(0.40	)	$	21.13	11.61%		$	1	1.94%		(1.39%	)	1.94%		(1.39%	)	108.54%

Institutional Service Class Shares
Period Ended October 31, 2002 (d)	$	10.00	(0.03	)	–	(1.33	)	(1.36	)	–		–		$	8.64	(13.60%	)(g)	$	43	1.55%	(h)	(1.04%	)(h)	7.45%	(h)	(6.94%	)(h)	56.08%
Year Ended October 31, 2003	$	8.64	(0.13	)	–	7.45		7.32		–		–		$	15.96	84.72%		$	80	1.55%		(1.15%	)	2.40%		(2.00%	)	104.50%
Year Ended October 31, 2004	$	15.96	(0.28	)	0.02	3.97		3.71		–	(i)	–	(i)	$	19.67	23.26%		$	51	1.51%		(1.10%	)	1.52%		(1.11%	)	107.36%
Year Ended October 31, 2005	$	19.67	(0.19	)	0.02	2.54		2.37		(0.40	)	(0.40	)	$	21.64	11.93%		$	225	1.62%		(1.05%	)	1.64%		(1.07%	)	108.54%

Institutional Class Shares
Period Ended October 31, 2002 (d)	$	10.00	(0.03	)	–	(1.33	)	(1.36	)	–		–		$	8.64	(13.60%	)(g)	$	1,556	1.55%	(h)	(1.04%	)(h)	7.46%	(h)	(6.95%	)(h)	56.08%
Year Ended October 31, 2003	$	8.64	(0.13	)	–	7.45		7.32		–		–		$	15.96	84.72%		$	2,873	1.55%		(1.15%	)	2.40%		(2.00%	)	104.50%
Year Ended October 31, 2004	$	15.96	(0.16	)	0.02	3.85		3.71		–	(i)	–	(i)	$	19.67	23.26%		$	3,493	1.52%		(1.14%	)	1.54%		(1.15%	)	107.36%
Year Ended October 31, 2005	$	19.67	(0.22	)	0.02	2.58		2.38		(0.40	)	(0.40	)	$	21.65	11.98%		$	8,113	1.63%		(1.05%	)	1.65%		(1.07%	)	108.54%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as whole without distinguishing among the classes of shares.

(d)	For the period from June 27, 2002 (commencement of operations) through October 31, 2002.

(e)	Net investment income (loss) is based on average shares outstanding during the period.

(f)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(g)	Not annualized.

(h)	Annualized.

(i)	Amount is less than $0.005.

See notes to financial statements.


2005 Annual Report		175

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Small Cap Growth Fund


			Investment Activities										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Period Ended October 31, 2004 (d)	$	10.00	(0.01	)	(0.82	)	(0.83	)	$	9.17	(8.30%	)(e)	$	14	1.67%	(f)	(0.81%	)(f)	4.98%	(f)	(4.12%	)(f)	633.92%
Year Ended October 31, 2005	$	9.17	(0.05	)	0.03		(0.02	)	$	9.15	(0.22%	)	$	146	1.60%		(1.05%	)	2.51%		(1.97%	)	1,068.13%

Class B Shares
Period Ended October 31, 2004 (d)	$	10.00	(0.02	)	(0.84	)	(0.86	)	$	9.14	(8.60%	)(e)	$	13	2.37%	(f)	(1.66%	)(f)	5.65%	(f)	(4.94%	)(f)	633.92%
Year Ended October 31, 2005	$	9.14	(0.17	)	0.07		(0.10	)	$	9.04	(1.09%	)	$	5	2.35%		(1.81%	)	3.34%		(2.80%	)	1,068.13%

Class C Shares
Period Ended October 31, 2004 (d)	$	10.00	(0.02	)	(0.85	)	(0.87	)	$	9.13	(8.60%	)(e)	$	40	2.35%	(f)	(1.68%	)(f)	5.42%	(f)	(4.76%	)(f)	633.92%
Year Ended October 31, 2005	$	9.13	(0.20	)	0.12		(0.08	)	$	9.05	(0.98%	)	$	36	2.35%		(1.82%	)	3.29%		(2.76%	)	1,068.13%

Class R Shares
Period Ended October 31, 2004 (d)	$	10.00	(0.07	)	(0.77	)	(0.84	)	$	9.16	(8.40%	)(e)	$	1	1.82%	(f)	(1.25%	)(f)	5.07%	(f)	(4.50%	)(f)	633.92%
Year Ended October 31, 2005	$	9.16	(0.11	)	0.08		(0.03	)	$	9.13	(0.33%	)	$	1	1.73%		(1.21%	)	2.86%		(2.33%	)	1,068.13%

Institutional Service Class Shares
Period Ended October 31, 2004 (d)	$	10.00	(0.04	)	(0.77	)	(0.81	)	$	9.19	(8.10%	)(e)	$	1	1.28%	(f)	(0.71%	)(f)	4.44%	(f)	(3.87%	)(f)	633.92%
Year Ended October 31, 2005	$	9.19	(0.08	)	0.08		–		$	9.19	0.00%		$	1	1.35%		(0.83%	)	1.97%		(1.44%	)	1,068.13%

Institutional Class Shares
Period Ended October 31, 2004 (d)	$	10.00	(0.04	)	(0.77	)	(0.81	)	$	9.19	(8.10%	)(e)	$	2,752	1.37%	(f)	(0.75%	)(f)	4.69%	(f)	(4.07%	)(f)	633.92%
Year Ended October 31, 2005	$	9.19	(0.08	)	0.08		–		$	9.19	0.00%		$	2,753	1.35%		(0.81%	)	2.28%		(1.75%	)	1,068.13%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from March 30, 2004 (commencement of operations) through October 31, 2004.

(e)	Not annualized.

(f)	Annualized.

See notes to financial statements.


176		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore U.S. Growth Leaders Long-Short Fund


			Investment Activities						Distributions												Ratios / Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets (Excludes Dividend Expense)		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (Excludes Dividend Expense) (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Dividend Expense (c)	Portfolio Turnover (d)

Class A Shares
Period Ended June 30, 2002 (e)	$	11.14	6.65		(6.90	)	(0.25	)	—		—		—		$	10.89	(2.24%	)(j)	$	144	1.95%	(k)	122.95%	(k)	2.26%	(k)	122.64%	(k)	0.03%	425%
Year Ended June 30, 2003 (g)	$	10.89	(0.08	)	0.14		0.06		—		—		—		$	10.95	0.55%		$	29,561	3.47%		(2.04%	)	3.66%		(2.23%	)	0.40%	424%
Period Ended October 31, 2003 (f)	$	10.95	(0.07	)	1.12		1.05		—		—		—		$	12.00	9.59%	(j)	$	29,468	3.23%	(k)	(1.77%	)(k)	(l)		(l)		1.65%	126.69%
Year Ended October 31, 2004	$	12.00	0.11		0.77		0.88		(3.32	)	—		(3.32	)	$	9.56	9.03%		$	24,411	2.20%		(1.65%	)	2.25%		(1.70%	)	0.73%	577.36%
Year Ended October 31, 2005	$	9.56	(0.02	)	0.59		0.57		(0.30	)	—		(0.30	)	$	9.83	6.09%		$	33,828	2.81%		(0.18%	)	2.91%		(0.27%	)	0.64%	827.26%

Class B Shares
Period Ended June 30, 2002 (e)	$	11.14	(0.07	)	(0.17	)	(0.24	)	—		—		—		$	10.90	(2.15%	)(j)	$	121	2.74%	(k)	(1.45%	)(k)	2.86%	(k)	(1.57%	)(k)	0.03%	425%
Year Ended June 30, 2003 (g)	$	10.90	(0.23	)	0.19		(0.04	)	—		—		—		$	10.86	(0.37%	)	$	141	3.73%		(2.31%	)	4.54%		(3.12%	)	0.40%	424%
Period Ended October 31, 2003 (f) (g)	$	10.86	(0.10	)	1.12		1.02		—		—		—		$	11.88	9.39%	(j)	$	414	3.98%	(k)	(2.54%	)(k)	(l)		(l)		1.65%	126.69%
Year Ended October 31, 2004	$	11.88	0.22		0.58		0.80		(3.30	)	—		(3.30	)	$	9.38	8.22%		$	653	2.93%		(2.30%	)	3.00%		(2.36%	)	0.73%	577.36%
Year Ended October 31, 2005	$	9.38	(0.09	)	0.58		0.49		(0.28	)	—		(0.28	)	$	9.59	5.33%		$	814	3.53%		(0.90%	)	3.62%		(0.99%	)	0.64%	827.26%

Class C Shares
Year Ended June 30, 2001	$	27.72	(0.15	)	(8.43	)	(8.58	)	—		(9.12	)	(9.12	)	$	10.02	(40.62%	)	$	3,102	3.04%		(1.51%	)	3.82%		(2.29%	)	0.09%	143%
Year Ended June 30, 2002	$	10.02	(0.66	)	(0.31	)	(0.97	)	—		—		—		$	9.05	(17.65%	)	$	1,819	3.28%		(5.41%	)	3.71%		(5.87%	)	0.03%	425%
Year Ended June 30, 2003	$	9.05	(0.19	)	0.17		(0.02	)	—		—		—		$	9.03	(0.22%	)	$	1,323	3.72%		(2.31%	)	4.54%		(3.13%	)	0.40%	424%
Period Ended October 31, 2003 (f)	$	9.03	(0.08	)	0.93		0.85		—		—		—		$	9.88	9.41%	(j)	$	1,487	3.98%	(k)	(2.52%	)(k)	(l)		(l)		1.65%	126.69%
Year Ended October 31, 2004	$	9.88	0.64		(0.01	)	0.63		(3.30	)	—		(3.30	)	$	7.21	8.20%		$	2,641	2.92%		(2.29%	)	3.00%		(2.37%	)	0.73%	577.36%
Year Ended October 31, 2005	$	7.21	(0.05	)	0.42		0.37		(0.29	)	—		(0.29	)	$	7.29	5.35%		$	19,372	3.55%		(0.81%	)	3.65%		(0.91%	)	0.64%	827.26%

Class R Shares
Period Ended October 31, 2004 (h)	$	9.21	(0.11	)	0.31		0.20		—		—		—		$	9.41	2.17%	(j)	$	1	2.45%	(k)	(1.74%	)(k)	2.49%	(k)	(1.78%	)(k)	0.73%	577.36%
Year Ended October 31, 2005	$	9.41	(0.03	)	0.59		0.56		(0.29	)	—		(0.29	)	$	9.68	6.16%		$	1	2.82%		(0.20%	)	2.86%		(0.25%	)	0.64%	827.26%

Institutional Class Shares
Period Ended October 31, 2004 (i)	$	9.28	(0.02	)	0.31		0.29		—		—		—		$	9.57	3.12%	(j)	$	331	1.90%	(k)	(0.52%	)(k)	2.09%	(k)	(0.72%	)(k)	0.73%	577.36%
Year Ended October 31, 2005	$	9.57	(0.05	)	0.63		0.58		(0.30	)	—		(0.30	)	$	9.85	6.27%		$	3,877	2.56%		0.19%		2.67%		0.08%		0.64%	827.26%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Indicates the ratio of dividend expense charged for the period to average net assets.

(d)	Portfolio turnover is calculated on the basis of the Fund as whole without distinguishing among the classes of shares.

(e)	For the period from October 31, 2001 (commencement of operations) through June 30, 2002.

(f)	For the period from July 1, 2003 through October 31, 2003.

(g)	Net investment income (loss) is based on average shares outstanding during the period.

(h)	For the period from February 27, 2004 (commencement of operations) through October 31, 2004.

(i)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(j)	Not annualized.

(k)	Annualized.

(l)	There were no fee reductions in this period.

See notes to financial statements.


2005 Annual Report		177

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Value Opportunities Fund


			Investment Activities							Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Redemption Fees	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	12.37	0.10		—	(0.20	)	(0.10	)	(0.10	)	—		(0.10	)	$	12.17	(0.87%	)	$	10,789	1.35%		0.69%		2.07%		(0.03%	)	139.75%
Year Ended October 31, 2002	$	12.17	0.05		0.01	(0.98	)	(0.92	)	(0.05	)	(0.15	)	(0.20	)	$	11.05	(7.75%	)	$	9,766	1.31%		0.39%		1.48%		0.22%		108.62%
Year Ended October 31, 2003	$	11.05	0.03		—	3.42		3.45		(0.03	)	—		(0.03	)	$	14.47	31.32%		$	12,156	1.30%		0.20%		1.41%		0.09%		90.02%
Year Ended October 31, 2004	$	14.47	—		—	1.55		1.55		(0.01	)	—		(0.01	)	$	16.01	10.72%		$	12,244	1.36%		(0.01%	)	1.39%		(0.04%	)	146.98%
Year Ended October 31, 2005	$	16.01	—		—	2.07		2.07		(0.02	)	(2.89	)	(2.91	)	$	15.17	13.59%		$	11,263	1.49%		0.02%		1.85%		(0.34%	)	187.36%

Class B Shares
Year Ended October 31, 2001	$	12.36	0.02		—	(0.20	)	(0.18	)	(0.02	)	—		(0.02	)	$	12.16	(1.45%	)	$	2,708	1.95%		0.09%		3.06%		(1.02%	)	139.75%
Year Ended October 31, 2002	$	12.16	(0.03	)	0.01	(0.98	)	(1.00	)	(0.01	)	(0.15	)	(0.16	)	$	11.00	(8.39%	)	$	2,362	1.98%		(0.28%	)	2.22%		(0.52%	)	108.62%
Year Ended October 31, 2003	$	11.00	(0.06	)	—	3.40		3.34		—		—		—		$	14.34	30.39%		$	2,641	2.00%		(0.49%	)	2.12%		(0.60%	)	90.02%
Year Ended October 31, 2004	$	14.34	(0.11	)	—	1.55		1.44		—		—		—		$	15.78	10.04%		$	2,631	2.01%		(0.66%	)	2.04%		(0.69%	)	146.98%
Year Ended October 31, 2005	$	15.78	(0.10	)	—	2.05		1.95		—		(2.89	)	(2.89	)	$	14.84	12.90%		$	2,592	2.14%		(0.64%	)	2.50%		(0.99%	)	187.36%

Class C Shares
Period Ended October 31, 2001 (d)	$	13.08	0.01		—	(0.93	)	(0.92	)	(0.03	)	—		(0.03	)	$	12.13	(7.08%	)(g)	$	108	1.95%	(h)	(0.01%	)(h)	3.29%	(h)	(1.35%	)(h)	139.75%
Year Ended October 31, 2002	$	12.13	(0.03	)	0.01	(0.97	)	(0.99	)	(0.01	)	(0.15	)	(0.16	)	$	10.98	(8.31%	)	$	133	1.99%		(0.30%	)	2.23%		(0.54%	)	108.62%
Year Ended October 31, 2003	$	10.98	(0.04	)	—	3.37		3.33		—		—		—		$	14.31	30.35%		$	342	2.00%		(0.56%	)	2.09%		(0.65%	)	90.02%
Year Ended October 31, 2004	$	14.31	(0.09	)	—	1.53		1.44		—		—		—		$	15.75	10.06%		$	652	2.01%		(0.67%	)	2.05%		(0.71%	)	146.98%
Year Ended October 31, 2005	$	15.75	(0.10	)	—	2.04		1.94		—		(2.89	)	(2.89	)	$	14.80	12.86%		$	669	2.14%		(0.62%	)	2.51%		(0.99%	)	187.36%

Class R Shares
Period Ended October 31, 2004 (e)	$	15.45	(0.05	)	—	0.43		0.38		—		—		—		$	15.83	2.46%	(g)	$	1	1.60%	(h)	(0.35%	)(h)	1.64%	(h)	(0.39%	)(h)	146.98%
Year Ended October 31, 2005	$	15.83	0.01		—	2.06		2.07		(0.03	)	(2.89	)	(2.92	)	$	14.98	13.71%		$	1	1.61%		0.06%		1.99%		(0.32%	)	187.36%

Institutional Class Shares
Year Ended October 31, 2004 (f)	$	16.18	—		—	(0.04	)	(0.04	)	—		—		—		$	16.14	(0.19%	)(g)	$	1	1.09%	(h)	0.09%	(h)	1.17%	(h)	0.01%	(h)	146.98%
Year Ended October 31, 2005	$	16.14	0.06		—	2.09		2.15		(0.05	)	(2.89	)	(2.94	)	$	15.35	13.96%		$	1	1.08%		0.39%		1.30%		0.17%		187.36%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as whole without distinguishing among the classes of shares.

(d)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.

(e)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(f)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(g)	Not annualized.

(h)	Annualized.

See notes to financial statements.


178		Annual Report 2005

Notes to Financial Statements

October 31, 2005

1. Organization

Gartmore Mutual Funds (the “Trust”) is an open-end management investment company, organized under the laws of Delaware by an amended and restated Agreement and Declaration of Trust, dated October 28, 2004, as amended to date. Prior to January 25, 2002 the Trust was named Nationwide Mutual Funds. The Trust, originally created under the laws of Ohio as an Ohio business trust pursuant to a Declaration of Trust dated, as of October 30, 1997, as subsequently amended and redomesticated as a Delaware Statutory Trust on February 28, 2005, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The redomestication was a change in statutory status and did not affect the operations of the Trust. As of October 31, 2005, the Trust had authorized an unlimited number of shares of beneficial interest (“shares”) without par value. The Trust operates forty-six (46) separate series, or mutual funds, each with its own investment objectives and strategies. This report contains the financial statements and financial highlights of the 19 funds listed below (individually, a “Fund”; collectively, the “Funds”):

- Gartmore Global Financial Services Fund (“Global Financial Services”)

- Gartmore Global Health Sciences Fund (“Global Health Sciences”)

- Gartmore Global Natural Resources Fund (“Global Natural Resources”)

- Gartmore Global Technology and Communications Fund (“Global Technology and Communications”)

- Gartmore Global Utilities Fund (“Global Utilities”)

- Gartmore Mid Cap Growth Leaders Fund (“Mid Cap Growth Leaders”)

- Gartmore Nationwide Leaders Fund (“Nationwide Leaders”)

- Gartmore Small Cap Leaders Fund (“Small Cap Leaders”)

- Gartmore U.S. Growth Leaders Fund (“U.S. Growth Leaders”)

- Gartmore Worldwide Leaders Fund (“Worldwide Leaders”)

- Gartmore China Opportunities Fund (“China Opportunities”)

- Gartmore Emerging Markets Fund (“Emerging Markets”)

- Gartmore International Growth Fund (“International Growth”)

- Gartmore Convertible Fund (“Convertible”)

- Gartmore High Yield Bond Fund (“High Yield Bond”)

- Gartmore Micro Cap Equity Fund (“Micro Cap Equity”)

- Gartmore Small Cap Growth Fund (“Small Cap Growth”)

- Gartmore U.S. Growth Leaders Long-Short Fund (“U.S. Growth Leaders Long-Short”)

- Gartmore Value Opportunities Fund (“Value Opportunities”)

Under the Trust’s organizational documents, the Trust’s officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, the Trust has entered into Indemnification Agreements with its Trustees and certain of its Officers. Trust Officers receive no compensation from the Trust for serving as its Officers. In addition, in the normal course of business, the Trust enters into contracts with the Trust’s vendors and others that provide for general indemnifications. The Trust’s maximum liability under these arrangements is unknown, as this would involve future claims that may be made against the Trust. However, based on experience, the Trust expects that risk of loss to be remote.

2. Summary of Significant Accounting Policies

(a)

Security Valuation


2005 Annual Report		179

Notes to Financial Statements (Continued)

October 31, 2005

price provided by an independent pricing service approved by the Trust’s Board of Trustees. Securities traded on NASDAQ are valued at the NASDAQ Official Closing Price. Prices are taken from the primary market or exchange in which each security trades. Most securities listed on a foreign exchange are valued either at fair value (see description below) or at the last sale price at the close of the exchange on which the security is principally traded. Foreign securities, currencies, and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the exchange rate of said currencies against the U.S. Dollar, as of Valuation Time, as provided by an independent pricing service approved by the Board of Trustees.

Debt and other fixed income securities (other than short-term obligations) are valued at the last quoted bid price and/or by using a combination of daily quotes and matrix evaluations provided by an independent pricing service, the use of which has been approved by the Trust’s Board of Trustees. Short-term debt securities such as commercial paper and U.S. Treasury Bills having a remaining maturity of 60 days or less at the time of purchase are considered to be “short-term” and are valued at amortized cost which approximates market value.

Securities for which market quotations are not readily available, or for which an independent pricing service does not provide a value or provides a value that does not represent fair value in the judgment of the Funds’ investment adviser or designee, are valued at fair value under procedures approved by the Trust’s Board of Trustees. The “Fair Value” of these securities is determined in good faith by taking into account relevant factors and surrounding circumstances. Methods utilized to obtain a “Fair Value” may include the following non-exclusive list of SEC acceptable methods: (i) a multiple of earnings; (ii) the discount from market value of a similar, freely traded security; (iii) the yield-to-maturity for debt issues; or (iv) a consolidation of the methods. The Gartmore Fair Value Committee considers a non-exclusive list of factors to arrive at the appropriate method of determining “Fair Value.” For example, fair value determinations are required for securities whose value is affected by a “significant” event that materially affects the value of a domestic or foreign security which occurs subsequent to the time of the close of the principal market on which such domestic or foreign security trades and before the Valuation Time (i.e., a “subsequent event”). Typically, this will involve events occurring after the close of a foreign market on which a security trades and before the next Valuation Time

The Funds holding foreign equity securities (the “Foreign Equity Funds”) value foreign securities at fair value in the circumstances described below. Generally, trading in foreign securities markets is completed each day at various times prior to the Valuation Time. Due to the time differences between the closings of the relevant foreign securities exchanges and the Valuation Time for the Foreign Equity Funds, the Foreign Equity Funds will fair value their foreign investments when it is determined that the market quotations for the foreign investments either are not readily available or are unreliable and, therefore, do not represent fair value. When the fair value prices are utilized, these prices will attempt to reflect the impact of the U.S. financial markets’ perceptions and trading activities on the Foreign Equity Funds’ foreign investments since the last closing prices of the foreign investments were calculated on their primary foreign securities markets or exchanges. For these purposes, the Board of Trustees of the Trust has determined that movements in relevant indices or other appropriate market indicators, after the close of the foreign securities exchanges, may demonstrate that market quotations are unreliable, and may trigger fair value pricing for certain securities. Consequently, fair valuation of portfolio securities may occur on a daily basis. In determining fair value prices, the Trust utilizes data furnished by an independent pricing service (and that data draws upon, among other information, the market values of foreign investments). The fair value prices of portfolio securities generally will be used when it is determined that the use of these prices will have a material impact on the net asset value of a Foreign Equity Fund. When a Foreign Equity Fund uses fair value pricing, the values assigned to the Foreign Equity Fund’s foreign investments may not be the quoted or published prices of the investments on their primary markets or exchanges.

(b)

Repurchase Agreements


180		Annual Report 2005

(c)

Foreign Currency Transactions

The accounting records of the Funds are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars at the current rate of exchange to determine the value of investments, assets and liabilities. Purchases and sales of securities, and income and expenses are translated at the prevailing rate of exchange on the respective date of these transactions. The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from fluctuations arising from changes in market prices of securities held. These fluctuations are included with the net realized and unrealized gain or loss from investments and foreign currencies.

(d)

Risks Associated with Foreign Securities and Currencies

Investments in securities of foreign issuers carry certain risks not ordinarily associated with investments in securities of U.S. issuers. These risks include future political and economic developments, and the possible imposition of exchange controls or other foreign governmental laws and restrictions. In addition, with respect to certain countries, there is the possibility of expropriation of assets, confiscatory taxation, political or social instability or diplomatic developments, which could adversely affect investments in those countries.

Certain countries also may impose substantial restrictions on investments in their capital markets by foreign entities, including restrictions on investments in issuers of industries deemed sensitive to relevant national interests. These factors may limit the investment opportunities available and result in a lack of liquidity and a high price volatility with respect to securities of issuers from developing countries.

(e)

Forward Foreign Currency Contracts

Certain Funds may enter into forward foreign currency exchange contracts in connection with planned purchases or sales of securities or to hedge the U.S. dollar value of portfolio securities denominated in a particular currency. The Funds could be exposed to risks if the counterparties to the contracts are unable to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar. Forward foreign currency contracts are valued at the current cost of covering these contracts, as provided by an independent pricing service approved by the Board of Trustees. The forward foreign currency contracts are adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized gains or losses until the contract settlement date.

(f)

Futures Contracts

Upon entering into a futures contract, these Funds are required to pledge to the broker an amount of cash and/or other assets equal to a certain percentage of the contract amount (initial margin deposit). Subsequent payments, known as “variation margin”, are made each day, depending on the daily fluctuations in the fair value/market value of the underlying assets. A gain or loss equal to the daily variation margin is recognized on a daily basis. Futures contracts are valued daily at their last quoted sale price.


2005 Annual Report		181

Notes to Financial Statements (Continued)

October 31, 2005

Should market conditions change unexpectedly, a Fund may not achieve the anticipated benefits of the futures contracts and may realize a loss. The use of futures transactions for hedging purposes involves the risk of imperfect correlation in movements in the price of futures contracts, interest rates, and the value/market value of the underlying hedged assets.

(g)

Short Sales

During the period, the U.S. Growth Leaders Long-Short Fund engaged in short-selling of portfolio securities. The Fund is authorized to engage in short-selling of portfolio securities, which obligates the Fund to replace any security that the Fund has borrowed by purchasing the security at current market value sometime in the future. The Fund will incur a loss if the price of the security increases between the date of the short sale and the date on which the Fund replaces the borrowed security. The Fund generally will realize a gain if the price of the security declines between these dates. Until the Fund replaces the borrowed security, the Fund will maintain a segregated account with cash, U.S. government securities and/or securities held long to sufficiently cover the Fund’s short position on a daily basis. Dividends declared on securities sold short are recorded as an expense on the ex-dividend date and paid to the counterparty on the dividend pay date. The collateral for securities sold short includes the deposits with brokers and securities held long as shown in the Statement of Investments for the Fund.

(h)

Securities Lending

To generate additional income, each of the Funds may lend up to 33¹/3% of the Fund’s total assets pursuant to agreements, requiring that the borrower deliver cash or securities as collateral with respect to each new loan of U.S. securities, equal to at least 102% of the value of the portfolio securities loaned, and with respect to each new loan of non-U.S. securities, collateral of at least 105% of the value of the portfolio securities loaned, and thereafter requiring the borrower to mark to market the collateral on a daily basis and requiring the borrower to make up any shortfall of collateral. The Funds receive payments from borrowers of the dividends and interest that the Funds are entitled to for the positions on loan. These loan positions simultaneously earn income on the investment of cash collateral. Collateral is marked to market daily to provide a level of collateral at least equal to the market value of securities loaned. There may be risks of delay in recovery of the securities should the borrower of the securities fail financially. Loans will be made, however, only to borrowers deemed by the Funds’ investment adviser to be of good standing and creditworthy under guidelines established by the Board of Trustees and when, in the judgment of the adviser, the consideration which can be earned currently from these securities loans justifies the attendant risks. Loans are subject to termination by the Funds or the borrower at any time, and, therefore, are not considered to be illiquid investments. JPMorgan Chase Bank serves as custodian for the securities lending program of the Funds. JP Morgan Chase Bank receives a fee based on the value of collateral received from borrowers.

The cash collateral received by the Funds at October 31, 2005, was pooled and invested in the following:


Security Type	Issuer	Value		Maturity Rate		Maturity Date
Bank Note — Floating Rate	U.S. Bank N.A.	$	2,998,279	3.85	%	11/02/05
Master Note — Floating	Merrill Lynch Mortgage Capital		25,700,000	4.16	%	11/01/05
Medium Term Note — Floating	General Electric Capital Corp		1,500,213	3.79	%	12/08/05
Medium Term Note — Floating	ISLANDSBANKI HF Corp		1,000,000	4.08	%	11/22/05
Repurchase Agreement — U.S. Government Agency Mortgages	Nomura Securities		22,300,563	4.05	%	11/01/05


182		Annual Report 2005

Information on the investment of cash collateral is shown in the Statement of Investments.

As of October 31, 2005, the following Funds had securities with the following market values on loan:


Fund	Value of Loaned Securities		Value of Collateral
Global Health Sciences	$	2,478,401	$	2,497,502
Global Technology and Communications		879,648		888,600
Mid Cap Growth Leaders		2,159,932		2,121,265
U.S. Growth Leaders		12,767,277		12,814,285
Worldwide Leaders		4,231,922		4,426,550
Micro Cap Equity		27,521,427		27,810,992
Value Opportunities		2,934,040		2,939,861

(i)

Security Transactions and Investment Income

Security transactions are accounted for on the date the security is purchased or sold (“trade date”). Securities gains and losses are calculated on the identified cost basis. Interest income is recognized on the accrual basis and includes, where applicable, the amortization or accretion of premium or discount. Dividend income is recorded on the ex-dividend date.

(j)

Distributions to Shareholders

Net investment income, if any, is declared daily and paid monthly for High Yield Bond and is declared and paid quarterly for all other Funds. For all Funds, distributable net realized capital gains, if any, are declared and distributed at least annually.

Dividends and distributions to shareholders are determined in accordance with federal income tax regulations, which may differ from GAAP. These “book/tax” differences are considered either permanent or temporary in nature. In accordance with American Institute of Certified Public Accountants (the “AICPA”) Statement of Position 93-2, permanent differences (i.e., reclassification of market discounts, gain/loss, paydowns, and distributions) are reclassified within the capital accounts based on their nature for federal income tax purposes; temporary differences do not require reclassification. These reclassifications have no effect upon the net asset value of the respective Funds. To the extent distributions exceed current and accumulated earnings and profits for federal income tax purposes, these distributions are reported as distributions of paid-in-capital.

(k)

Federal Income Taxes

(l)

Allocation of Expenses, Income, and Gains and Losses

Expenses directly attributable to a Fund are charged to that Fund. Expenses not directly attributable to a Fund are allocated proportionately among various or all Funds within the Trust. For the Equity Funds, the method for allocating income, fund level expenses, and realized and unrealized gains or losses is based on the fair value of shares outstanding relative to net assets. Under this method, each class of shares participates based on the total net asset value of that class’s shares in proportion to the total net assets of the Fund. For the Bond Funds, the allocation method used is based on the fair value of settled shares outstanding. Under this method, earnings are allocated based on the fair value of settled shares. Expenses specific to a class (such as Rule 12b-1 and administrative services fees) are charged to that class.


2005 Annual Report		183

Notes to Financial Statements (Continued)

October 31, 2005

(m)

Capital Share Transactions

Transactions in capital shares of the Funds were as follows:


	Global Financial Services						Global Health Sciences
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (b)	$	2,116,941		$	2,120,548		$	6,872,505		$	6,977,872
Dividends reinvested		136,625			133,277			34,040			274,185
Cost of shares redeemed		(400,441	)		(1,097,974	)		(3,025,980	)		(4,950,075	)

		1,853,125			1,155,851			3,880,565			2,301,982


Class B Shares
Proceeds from shares issued (b)		48,565			27,905			129,644			165,325
Dividends reinvested		73,769			89,141			6,107			74,963
Cost of shares redeemed		(27,739	)		(8,388	)		(71,992	)		(27,500	)

		94,595			108,658			63,759			212,788


Class C Shares
Proceeds from shares issued (b)		407,937			70,192			2,336,230			2,138,361
Dividends reinvested		74,188			86,070			1,371			11,366
Cost of shares redeemed		(67,277	)		(6,719	)		(927,955	)		(74,108	)

		414,848			149,543			1,409,646			2,075,619


Class R Shares
Proceeds from shares issued (b)		—			1,000	(c)		—			1,000	(c)
Dividends reinvested		80			6	(c)		6			—

		80			1,006			6			1,000


Institutional Service Class Shares
Proceeds from shares issued (b)		144			119			2,627,578			5,333,588
Dividends reinvested		79,497			93,480			28,114			300,573
Cost of shares redeemed		98			—			(2,574,711	)		(4,200,651	)

		79,739			93,599			80,981			1,433,510


Institutional Class Shares
Proceeds from shares issued (b)		6,507,099			707,404	(a)		3,979,739			452,027	(a)
Dividends reinvested		155,329			1,601	(a)		6,183			—
Cost of shares redeemed		(1,382,017	)		(52,182	)(a)		(842,304	)		(19,432	)(a)

		5,280,411			656,823			3,143,618			432,595

Change in net assets from capital transactions	$	7,722,798		$	2,165,480		$	8,578,575		$	6,457,494

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	Amount includes redemption fees, if any.

(c)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.


184		Annual Report 2005


	Global Financial Services				Global Health Sciences
	Year Ended October 31, 2005		Year Ended October 31, 2004		Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	162,896		171,290		611,372		656,551
Reinvested	10,433		11,537		3,067		27,255
Redeemed	(30,974	)	(90,241	)	(269,467	)	(470,608	)

	142,355		92,586		344,972		213,198


Class B Shares
Issued	3,785		2,283		11,814		15,742
Reinvested	5,721		7,867		566		7,603
Redeemed	(2,236	)	(695	)	(6,741	)	(2,656	)

	7,270		9,455		5,639		20,689


Class C Shares
Issued	31,898		5,711		213,246		207,003
Reinvested	5,754		7,596		127		1,153
Redeemed	(5,314	)	(574	)	(80,969	)	(7,242	)

	32,338		12,733		132,404		200,914


Class R Shares
Issued	—		88	(b)	—		100	(b)
Reinvested	6		—		—		—

	6		88		—		100


Institutional Service Class Shares
Issued	—	(c)	—	(c)	230,623		490,765
Reinvested	6,044		8,061		2,508		29,613
Redeemed	—	(c)	—		(228,849	)	(391,931	)

	6,044		8,061		4,282		128,447


Institutional Class Shares
Issued	500,181		57,838	(a)	350,724		41,764	(a)
Reinvested	11,847		130	(a)	551		—
Redeemed	(104,374	)	(4,229	)(a)	(70,946	)	(1,899	)(a)

	407,654		53,739		280,329		39,865

Total change in shares	595,667		176,662		767,626		603,213

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(c)	Less than 1 share.


2005 Annual Report		185

Notes to Financial Statements (Continued)

October 31, 2005


	Gartmore Global Natural Resources Fund
	Year Ended October 31, 2005			Period Ended October 31, 2004 (a)
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (b)	$	10,680,867		$	103,923
Dividends reinvested		9,625			87
Cost of shares redeemed		(805,016	)		—

		9,885,476			104,010

Class B Shares
Proceeds from shares issued (b)		620,232			1,000
Dividends reinvested		120			—
Cost of shares redeemed		(45,110	)		—

		575,242			1,000

Class C Shares
Proceeds from shares issued (b)		4,707,988			6,000
Dividends reinvested		221			—
Cost of shares redeemed		(326,016	)		—

		4,382,193			6,000

Class R Shares
Proceeds from shares issued (b)		21,058			1,000
Dividends reinvested		40			—
Cost of shares redeemed		(153	)		—

		20,935			1,000

Institutional Service Class Shares
Proceeds from shares issued (b)		234,993			1,000
Dividends reinvested		42			2
Cost of shares redeemed		(70,489	)		—

		164,546			1,002

Institutional Class Shares
Proceeds from shares issued (b)		2,625,287			3,000,000
Dividends reinvested		127,224			5,728
Cost of shares redeemed		(27,205	)		—

		2,725,306			3,005,728

Change in net assets from capital transactions	$	17,753,698		$	3,118,740

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	Amount includes redemption fees, if any.


186		Annual Report 2005


	Gartmore Global Natural Resources Fund
	Year Ended October 31, 2005		Period Ended October 31, 2004 (a)
SHARE TRANSACTIONS:
Class A Shares
Issued	644,698		9,549
Reinvested	821		8
Redeemed	(47,714	)	—

	597,805		9,557


Class B Shares
Issued	39,514		100
Reinvested	10		—
Redeemed	(3,263	)	—

	36,261		100


Class C Shares
Issued	297,507		546
Reinvested	19		—
Redeemed	(21,085	)	—

	276,441		546


Class R Shares
Issued	1,190		100
Reinvested	3		—
Redeemed	(12	)	—

	1,181		100


Institutional Service Class Shares
Issued	13,232		100
Reinvested	4		—	(b)
Redeemed	(3,880	)	—

	9,356		100


Institutional Class Shares
Issued	138,552		300,001
Reinvested	10,854		525
Redeemed	(1,511	)	—

	147,895		300,526

Total change in shares	1,068,939		310,929

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	Less than 1 share.


2005 Annual Report		187

Notes to Financial Statements (Continued)

October 31, 2005


	Global Technology and Communications						Global Utilities
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (b)	$	960,162		$	2,570,801		$	1,667,526		$	324,651
Dividends reinvested		—			—			59,285			3,218
Cost of shares redeemed		(1,047,328	)		(2,542,220	)		(759,875	)		(104,532	)

		(87,166	)		28,581			966,936			223,337


Class B Shares
Proceeds from shares issued (b)		102,837			39,198			197,399			60,112
Dividends reinvested		—			—			31,795			461
Cost of shares redeemed		(178,116	)		(57,189	)		(36,712	)		(1,000	)

		(75,279	)		(17,991	)		192,482			59,573


Class C Shares
Proceeds from shares issued (b)		9,558			63,326			1,875,230			2,928,501
Dividends reinvested		—			—			30,079			1,393
Cost of shares redeemed		(57,584	)		(16,426	)		(3,401,068	)		(515,979	)

		(48,026	)		46,900			(1,495,759	)		2,413,915


Class R Shares
Proceeds from shares issued (b)		—			1,000	(c)		—			1,000	(c)
Dividends reinvested		—			—			53			3	(c)

		—			1,000			53			1,003


Institutional Service Class Shares
Proceeds from shares issued (b)		2,908,267			7,786,911			—			16
Dividends reinvested		—			—			31,183			3,949
Cost of shares redeemed		(3,969,476	)		(7,813,268	)		—			—

		(1,061,209	)		(26,357	)		31,183			3,965


Institutional Class Shares
Proceeds from shares issued (b)		2,254,450			271,151	(a)		2,671,571			254,404	(a)
Dividends reinvested		—			—			50,767			557	(a)
Cost of shares redeemed		(237,659	)		(27,375	)(a)		(1,210,150	)		(32,826	)(a)

		2,016,791			243,776			1,512,188			222,135

Change in net assets from capital transactions	$	745,111		$	275,909		$	1,207,083		$	2,923,928

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	Amount includes redemption fees, if any.

(c)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.


188		Annual Report 2005


	Global Technology and Communications				Global Utilities
	Year Ended October 31, 2005		Year Ended October 31, 2004		Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	272,111		667,050		142,064		32,008
Reinvested	—		—		4,972		324
Redeemed	(296,153	)	(671,531	)	(63,338	)	(11,504	)

	(24,042	)	(4,481	)	83,698		20,828


Class B Shares
Issued	29,559		10,466		16,910		6,405
Reinvested	—		—		2,707		48
Redeemed	(51,316	)	(15,646	)	(3,053	)	(109	)

	(21,757	)	(5,180	)	16,564		6,344


Class C Shares
Issued	2,824		16,917		160,808		307,736
Reinvested	—		—		2,561		143
Redeemed	(16,620	)	(4,276	)	(294,034	)	(52,626	)

	(13,796	)	12,641		(130,665	)	255,253


Class R Shares
Issued	—		270	(b)	—		110	(b)
Reinvested	—		—		4		—	(c)

	—		270		4		110


Institutional Service Class Shares
Issued	805,508		2,042,497		—		—
Reinvested	—		—		3,220		396
Redeemed	(1,095,352	)	(2,100,008	)	—		—	(c)

	(289,844	)	(57,511	)	3,220		396


Institutional Class Shares
Issued	617,938		72,478	(a)	221,182		25,982	(a)
Reinvested	—		—		4,176		55	(a)
Redeemed	(64,328	)	(7,801	)(a)	(94,769	)	(3,152	)(a)

	553,610		64,677		130,589		22,885

Total change in shares	204,171		10,416		103,410		305,816

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(c)	Less than 1 share.


2005 Annual Report		189

Notes to Financial Statements (Continued)

October 31, 2005


	Mid Cap Growth Leaders						Nationwide Leaders
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (a)	$	3,195,833		$	1,770,984		$	5,244,155		$	354,697
Dividends reinvested		—			—			128,717			—
Cost of shares redeemed		(3,398,486	)		(2,551,054	)		(1,798,800	)		(378,856	)

		(202,653	)		(780,070	)		3,574,072			(24,159	)


Class B Shares
Proceeds from shares issued (a)		277,323			271,598			293,433			46,866
Dividends reinvested		—			—			26,402			—
Cost of shares redeemed		(805,028	)		(619,738	)		(18,065	)		(20,483	)

		(527,705	)		(348,140	)		301,770			26,383


Class C Shares
Proceeds from shares issued (a)		378,214			22,951			1,588,219			30,791
Dividends reinvested		—			—			25,378			2
Cost of shares redeemed		(34,611	)		(16,234	)		(63,840	)		(17,259	)

		343,603			6,717			1,549,757			13,534


Class D Shares
Proceeds from shares issued (a)		415,661			951,537			—			—
Cost of shares redeemed		(2,066,348	)		(2,060,020	)		—			—

		(1,650,687	)		(1,108,483	)		—			—


Class R Shares
Proceeds from shares issued (a)		—			1,000	(b)		175			—
Dividends reinvested		—			—			77			—
Cost of shares redeemed		—			—			(176	)		—

		—			1,000			76			—


Institutional Service Class Shares
Proceeds from shares issued (a)		—			—			6,113,110			3,536,833
Dividends reinvested		—			—			201,427			—
Cost of shares redeemed		—			—			(2,506,086	)		(2,731,189	)

		—			—			3,808,451			805,644


Institutional Class Shares
Proceeds from shares issued (a)		15,000,488			1,000	(c)		—			1,000	(d)
Dividends reinvested		—			—			72			—

		15,000,488			1,000			72			1,000

Change in net assets from capital transactions	$	12,963,046		$	(2,227,976	)	$	9,234,198		$	822,402

(a)	Amount includes redemption fees, if any.

(b)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(c)	For the period from September 28, 2004 (commencement of operations) through October 31, 2004.

(d)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.


190		Annual Report 2005


	Mid Cap Growth Leaders				Nationwide Leaders
	Year Ended October 31, 2005		Year Ended October 31, 2004		Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	241,365		155,883		392,591		29,076
Reinvested	—		—		9,709		—
Redeemed	(260,452	)	(225,143	)	(136,107	)	(32,354	)

	(19,087	)	(69,260	)	266,193		(3,278	)


Class B Shares
Issued	23,005		25,682		22,458		3,985
Reinvested	—		—		2,039		—
Redeemed	(66,500	)	(58,766	)	(1,347	)	(1,767	)

	(43,495	)	(33,084	)	23,150		2,218


Class C Shares
Issued	29,245		2,138		120,520		2,566
Reinvested	—		—		1,955		—
Redeemed	(2,691	)	(1,518	)	(4,999	)	(1,531	)

	26,554		620		117,476		1,035


Class D Shares
Issued	31,286		81,455		—		—
Redeemed	(157,226	)	(179,984	)	—		—

	(125,940	)	(98,529	)	—		—


Class R Shares
Issued	—		87	(a)	13		—
Reinvested	—		—		6		—
Redeemed	—		—		(13	)	—

	—		87		6		—


Institutional Service Class Shares
Issued	—		—		460,372		294,832
Reinvested	—		—		15,158		—
Redeemed	—		—		(186,564	)	(227,885	)

	—		—		288,966		66,947


Institutional Class Shares
Issued	1,158,301		89	(b)	—		82	(c)
Reinvested	—		—		5		—

	1,158,301		89		5		82

Total change in shares	996,333		(200,077	)	695,796		67,004

(a)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(b)	For the period from September 28, 2004 (commencement of operations) through October 31, 2004.

(c)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.


2005 Annual Report		191

Notes to Financial Statements (Continued)

October 31, 2005


	Small Cap Leaders
	Period Ended October 31, 2005 (a)
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (b)	$	5,807,632
Cost of shares redeemed		(431,184	)

		5,376,448


Class B Shares
Proceeds from shares issued (b)		902,719
Cost of shares redeemed		(28	)

		902,691


Class C Shares
Proceeds from shares issued (b)		5,709,006
Dividends reinvested		—
Cost of shares redeemed		(133,766	)

		5,575,240


Class R Shares
Proceeds from shares issued (b)		1,000

		1,000


Institutional Service Class Shares
Proceeds from shares issued (b)		1,000

		1,000


Institutional Class Shares
Proceeds from shares issued (b)		4,000,743

		4,000,743

Change in net assets from capital transactions	$	15,857,122

(a)	For the period from December 29, 2004 (commencement of operations) through October 31, 2005.

(b)	Amount includes redemption fees, if any.


192		Annual Report 2005


	Small Cap Leaders
	Period Ended October 31, 2005 (a)
SHARE TRANSACTIONS:
Class A Shares
Issued	583,595
Redeemed	(43,230	)

	540,365


Class B Shares
Issued	88,601
Redeemed	(3	)

	88,598


Class C Shares
Issued	577,052
Redeemed	(13,415	)

	563,637


Class R Shares
Issued	100

	100


Institutional Service Class Shares
Issued	100

	100


Institutional Class Shares
Issued	400,000

	400,000

Total change in shares	1,592,800

(a)	For the period from December 29, 2004 (commencement of operations) through October 31, 2005.


2005 Annual Report		193

Notes to Financial Statements (Continued)

October 31, 2005


	U.S. Growth Leaders						Worldwide Leaders
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (a)	$	63,048,164		$	19,925,366		$	2,362,146		$	2,010,399
Dividends reinvested		—			—			109,050			—
Cost of shares redeemed		(13,052,247	)		(7,735,866	)		(7,302,078	)		(8,476,526	)

		49,995,917			12,189,500			(4,830,882	)		(6,466,127	)


Class B Shares
Proceeds from shares issued (a)		1,612,378			900,558			196,575			29,165
Dividends reinvested		—			—			252			—
Cost of shares redeemed		(399,183	)		(414,447	)		(6,965	)		(10,448	)

		1,213,195			486,111			189,862			18,717


Class C Shares
Proceeds from shares issued (a)		19,890,657			2,914,899			672,330			5,300
Dividends reinvested		—			—			93			—
Cost of shares redeemed		(2,244,937	)		(595,773	)		(60,011	)		(587	)

		17,645,720			2,319,126			612,412			4,713


Class R Shares
Proceeds from shares issued (a)		635,099			—			175			—
Dividends reinvested		—			—			4			—
Cost of shares redeemed		(1,924	)		—			(177	)		—

		633,175			—			2			—


Institutional Service Class Shares
Proceeds from shares issued (a)		3,648,636			7,443,652			3,594,305			2,362,333
Dividends reinvested		—			—			6,902			—
Cost of shares redeemed		(3,041,751	)		(7,128,734	)		(1,465,199	)		(2,469,063	)

		606,885			314,918			2,136,008			(106,730	)


Institutional Class Shares
Proceeds from shares issued (a)		1,610,464			252,268	(b)		—			1,000	(b)
Dividends reinvested		—			—			5			—
Cost of shares redeemed		(214,343	)		(18,027	)(b)		—			—

		1,396,121			234,241			5			1,000

Change in net assets from capital transactions	$	71,491,013		$	15,543,896		$	(1,892,593	)	$	(6,548,427	)

(a)	Amount includes redemption fees, if any.

(b)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.


194		Annual Report 2005


	U.S. Growth Leaders				Worldwide Leaders
	Year Ended October 31, 2005		Year Ended October 31, 2004		Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	6,578,117		2,389,900		273,057		277,674
Reinvested	—		—		13,170		—
Redeemed	(1,373,410	)	(944,347	)	(868,127	)	(1,170,017	)

	5,204,707		1,445,553		(581,900	)	(892,343	)


Class B Shares
Issued	174,768		112,068		22,463		4,158
Reinvested	—		—		31		—
Redeemed	(43,686	)	(51,717	)	(826	)	(1,433	)

	131,082		60,351		21,668		2,725


Class C Shares
Issued	2,118,509		357,925		78,996		727
Reinvested	—		—		11		—
Redeemed	(241,558	)	(74,068	)	(7,093	)	(80	)

	1,876,951		283,857		71,914		647


Class R Shares
Issued	65,689		—		22		—
Reinvested	—		—		1		—
Redeemed	(201	)	—		(22	)	—

	65,488		—		1		—


Institutional Service Class Shares
Issued	379,893		878,553		406,743		324,332
Reinvested	—		—		825		—
Redeemed	(322,362	)	(852,335	)	(172,868	)	(341,204	)

	57,531		26,218		234,700		(16,872	)


Institutional Class Shares
Issued	166,071		29,370	(b)	—		138	(a)
Reinvested	—		—		1		—
Redeemed	(21,381	)	(2,170	)(b)	—		—

	144,690		27,200		1		138

Total change in shares	7,480,449		1,843,179		(253,616	)	(905,705	)

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.


2005 Annual Report		195

Notes to Financial Statements (Continued)

October 31, 2005


	China Opportunities					Emerging Markets
	Year Ended October 31, 2005			Period Ended October 31, 2004 (a)		Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (b)	$	2,394,876		$	972,446	$	15,138,571		$	21,100,437
Dividends reinvested		46,813			1,204		821,320			40,819
Cost of shares redeemed		(517,891	)		—		(10,965,121	)		(17,474,697	)

		1,923,798			973,650		4,994,770			3,666,559


Class B Shares
Proceeds from shares issued (b)		356,379			18,290		480,941			612,196
Dividends reinvested		3,448			5		179,085			3,397
Cost of shares redeemed		(46,127	)		—		(153,766	)		(52,390	)

		313,700			18,295		506,260			563,203


Class C Shares
Proceeds from shares issued (b)		1,477,604			37,312		2,053,869			3,051,586
Dividends reinvested		11,784			—		52,700			923
Cost of shares redeemed		(189,410	)		—		(582,201	)		(2,188,175	)

		1,299,978			37,312		1,524,368			864,334


Class R Shares
Proceeds from shares issued (b)		245			1,000		7,959			1,003	(c)
Dividends reinvested		40			1		80			3	(c)
Cost of shares redeemed		(235	)		—		—			—

		50			1,001		8,039			1,006


Institutional Service Class Shares
Proceeds from shares issued (b)		—			1,000		3,589,734			1,717,456
Dividends reinvested		43			2		308,864			16,749
Cost of shares redeemed		—			—		(116,941	)		(9,154	)

		43			1,002		3,781,657			1,725,051


Institutional Class Shares
Proceeds from shares issued (b)		1,972			4,999,850		2,730,614			240,552	(a)
Dividends reinvested		219,153			11,472		71,261			831	(a)
Cost of shares redeemed		(894	)		—		(757,787	)		(27,560	)(a)

		220,231			5,011,322		2,044,088			213,823

Change in net assets from capital transactions	$	3,757,800		$	6,042,582	$	12,859,182		$	7,033,976

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	Amount includes redemption fees, if any.

(c)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.


196		Annual Report 2005


	China Opportunities				Emerging Markets
	Year Ended October 31, 2005		Period Ended October 31, 2004 (a)		Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	200,989		91,381		1,101,653		1,761,117
Reinvested	3,943		112		64,514		3,445
Redeemed	(43,439	)	—		(822,792	)	(1,492,739	)

	161,493		91,493		343,375		271,823


Class B Shares
Issued	30,068		1,700		35,794		51,884
Reinvested	291		—	(c)	14,516		289
Redeemed	(3,913	)	—		(11,697	)	(4,650	)

	26,446		1,700		38,613		47,523


Class C Shares
Issued	124,492		3,395		150,512		251,795
Reinvested	994		—		4,211		78
Redeemed	(16,502	)	—		(44,446	)	(202,776	)

	108,984		3,395		110,277		49,097


Class R Shares
Issued	21		100		542		89	(b)
Reinvested	3		—	(c)	7		—	(c)
Redeemed	(20	)	—		—		—

	4		100		549		89


Institutional Service Class Shares
Issued	—		100		275,886		132,149
Reinvested	4		—	(c)	23,727		1,399
Redeemed	—		—		(8,771	)	—

	4		100		290,842		133,548


Institutional Class Shares
Issued	—		500,000		200,450		21,217	(a)
Reinvested	18,432		1,062		5,453		68	(a)
Redeemed	—		—		(51,111	)	(2,294	)(a)

	18,432		501,062		154,792		18,991

Total change in shares	315,363		597,850		938,448		521,071

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(c)	Amount less than 1 share.


2005 Annual Report		197

Notes to Financial Statements (Continued)

October 31, 2005


	International Growth
	Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (b)	$	4,744,441		$	1,251,219
Dividends reinvested		29,882			—
Cost of shares redeemed		(713,183	)		(1,047,248	)

		4,061,140			203,971


Class B Shares
Proceeds from shares issued (b)		100,394			65,727
Dividends reinvested		19,435			—
Cost of shares redeemed		(22,369	)		(11,557	)

		97,460			54,170


Class C Shares
Proceeds from shares issued (b)		178,420			94,470
Dividends reinvested		204			—
Cost of shares redeemed		(46,799	)		(5,063	)

		131,825			89,407


Class R Shares
Proceeds from shares issued (b)		—			1,001	(c)
Dividends reinvested		11			—

		11			1,001


Institutional Service Class Shares
Proceeds from shares issued (b)		235			13,535
Dividends reinvested		32,201			—
Cost of shares redeemed		(13	)		—

		32,423			13,535


Institutional Class Shares
Proceeds from shares issued (b)		1,460,894			199,054	(a)
Dividends reinvested		6,631			—
Cost of shares redeemed		(446,718	)		(19,173	)(a)

		1,020,807			179,881

Change in net assets from capital transactions	$	5,343,666		$	541,965

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	Amount includes redemption fees, if any.

(c)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.


198		Annual Report 2005


	International Growth
	Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	506,034		165,100
Reinvested	3,473		—
Redeemed	(83,344	)	(138,962	)

	426,163		26,138


Class B Shares
Issued	12,012		7,114
Reinvested	2,333		—
Redeemed	(2,680	)	(1,521	)

	11,665		5,593


Class C Shares
Issued	19,844		13,049
Reinvested	24		—
Redeemed	(5,614	)	(692	)

	14,254		12,357


Class R Shares
Issued	—		138	(b)
Reinvested	1		—

	1		138


Institutional Service Class Shares
Issued	—		—
Reinvested	3,702		—
Redeemed	—		—

	3,702		—


Institutional Class Shares
Issued	159,844		26,463	(a)
Reinvested	759		—
Redeemed	(44,689	)	(2,480	)(a)

	115,914		23,983

Total change in shares	571,699		68,209

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.


2005 Annual Report		199

Notes to Financial Statements (Continued)

October 31, 2005


	Convertible						High Yield Bond
	Year Ended October 31, 2005			Period Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (a)	$	570,170		$	3,480,288	(e)	$	3,267,190		$	14,289,113
Dividends reinvested		35,855			21,236	(e)		210,984			263,908
Cost of shares redeemed		(1,631,799	)		(480,135	)(e)		(4,648,334	)		(14,716,542	)

		(1,025,774	)		3,021,389			(1,170,160	)		(163,521	)


Class B Shares
Proceeds from shares issued (a)		54,639			214,625	(e)		148,663			133,684
Dividends reinvested		442			85	(e)		14,767			15,008
Cost of shares redeemed		(18,316	)		(3,911	)(e)		(99,377	)		(203,299	)

		36,765			210,799			64,053			(54,607	)


Class C Shares
Proceeds from shares issued (a)		1,061,175			3,337,486	(e)		293,017			752,245
Dividends reinvested		10,738			2,057	(e)		4,614			15,729
Cost of shares redeemed		(935,939	)		(86,362	)(e)		(746,139	)		(1,962,402	)

		135,974			3,253,181			(448,508	)		(1,194,428	)


Class R Shares
Proceeds from shares issued (a)		—			1,000	(f)		—			1,000	(b)
Dividends reinvested		26			9	(f)		83			40	(b)

		26			1,009			83			1,040


Institutional Service Class Shares
Proceeds from shares issued (a)		—			316,000	(e)		2,115,222			17,216,382
Dividends reinvested		2,160			1,161	(e)		1,443,956			6,331,095
Cost of shares redeemed		(1,029	)		—			(2,210,266	)		(110,840,689	)

		1,131			317,161			1,348,912			(87,293,212	)


Institutional Class Shares
Proceeds from shares issued (a)		25,460,897			30,065,920	(d)		1,030,831			1,000	(c)
Dividends reinvested		802,004			290,722	(d)		5,738			20	(c)
Cost of shares redeemed		(13,743,449	)		(1,581,378	)(d)		(2,203	)		—

		12,519,452			28,775,264			1,034,366			1,020

Change in net assets from capital transactions	$	11,667,574		$	35,578,803		$	828,746		$	(88,703,708	)

(a)	Amount includes redemption fees, if any.

(b)	For the period from February 27, 2004 (commencement of operations) through October 31, 2004.

(c)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(d)	For the period from December 29, 2003 (commencement of operations) through October 31, 2004.

(e)	For the period from January 20, 2004 (commencement of operations) through October 31, 2004.

(f)	For the period from May 14, 2004 (commencement of operations) through October 31, 2004.


200		Annual Report 2005


	Convertible				High Yield Bond
	Year Ended October 31, 2005		Period Ended October 31, 2004		Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	56,439		352,634	(d)	460,085		2,042,569
Reinvested	3,556		2,159	(d)	30,036		37,914
Redeemed	(163,536	)	(49,380	)(d)	(660,047	)	(2,097,436	)

	(103,541	)	305,413		(169,926	)	(16,953	)


Class B Shares
Issued	5,341		21,990	(d)	21,233		19,331
Reinvested	44		9	(d)	2,111		2,163
Redeemed	(1,858	)	(402	)(d)	(14,156	)	(28,884	)

	3,527		21,597		9,188		(7,390	)


Class C Shares
Issued	105,490		342,677	(d)	41,604		107,259
Reinvested	1,072		210	(d)	653		2,263
Redeemed	(93,400	)	(8,840	)(d)	(106,010	)	(284,276	)

	13,162		334,047		(63,753	)	(174,754	)


Class R Shares
Issued	—		104	(e)	—		143	(a)
Reinvested	3		1	(e)	12		6	(a)

	3		105		12		149


Institutional Service Class Shares
Issued	—		31,738	(d)	297,732		2,439,580
Reinvested	214		118	(d)	204,404		902,593
Redeemed	(101	)	—		(310,653	)	(16,159,153	)

	113		31,856		191,483		(12,816,980	)


Institutional Class Shares
Issued	2,517,308		3,026,263	(c)	148,699		145	(b)
Reinvested	79,705		29,579	(c)	843		3	(b)
Redeemed	(1,380,621	)	(161,290	)(c)	(319	)	—

	1,216,392		2,894,552		149,223		148

Total change in shares	1,129,656		3,587,570		116,227		(13,015,780	)

(a)	For the period from February 27, 2004 (commencement of operations) through October 31, 2004.

(b)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(c)	For the period from December 29, 2003 (commencement of operations) through October 31, 2004.

(d)	For the period from January 20, 2004 (commencement of operations) through October 31, 2004.

(e)	For the period from May 14, 2004 (commencement of operations) through October 31, 2004.


2005 Annual Report		201

Notes to Financial Statements (Continued)

October 31, 2005


	Micro Cap Equity
	Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (a)	$	29,351,797		$	87,603,317
Dividends reinvested		903,175			4,741
Cost of shares redeemed		(44,080,513	)		(34,687,906	)

		(13,825,541	)		52,920,152


Class B Shares
Proceeds from shares issued (a)		2,228,445			5,089,914
Dividends reinvested		66,705			354
Cost of shares redeemed		(1,565,577	)		(901,253	)

		729,573			4,189,015


Class C Shares
Proceeds from shares issued (a)		17,384,877			27,633,405
Dividends reinvested		231,756			994
Cost of shares redeemed		(12,515,777	)		(5,120,062	)

		5,100,856			22,514,337


Class R Shares
Proceeds from shares issued (a)		2			1,001	(b)
Dividends reinvested		23			—

		25			1,001


Institutional Service Class Shares
Proceeds from shares issued (a)		171,187			50,384
Dividends reinvested		2,437			7
Cost of shares redeemed		(4,201	)		(97,410	)

		169,423			(47,019	)


Institutional Class Shares
Proceeds from shares issued (a)		10,111,244			3,377,757
Dividends reinvested		59,761			506
Cost of shares redeemed		(5,767,542	)		(3,561,854	)

		4,403,463			(183,591	)

Change in net assets from capital transactions	$	(3,422,201	)	$	79,393,895

(a)	Amount includes redemption fees, if any.

(b)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.


202		Annual Report 2005


	Micro Cap Equity
	Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	1,367,124		4,677,213
Reinvested	40,070		251
Redeemed	(2,056,075	)	(1,914,311	)

	(648,881	)	2,763,153


Class B Shares
Issued	105,329		280,168
Reinvested	3,017		19
Redeemed	(76,253	)	(49,310	)

	32,093		230,877


Class C Shares
Issued	829,503		1,513,352
Reinvested	10,472		54
Redeemed	(606,456	)	(290,066	)

	233,519		1,223,340


Class R Shares
Issued	—		58	(a)
Reinvested	1		—

	1		58


Institutional Service Class Shares
Issued	7,895		2,528
Reinvested	107		—
Redeemed	(194	)	(4,949	)

	7,808		(2,421	)


Institutional Class Shares
Issued	464,797		178,566
Reinvested	2,636		27
Redeemed	(270,264	)	(180,985	)

	197,169		(2,392	)

Total change in shares	(178,291	)	4,212,615

(a)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.


2005 Annual Report		203

Notes to Financial Statements (Continued)

October 31, 2005


	Small Cap Growth						U.S. Growth Leaders Long-Short
	Year Ended October 31, 2005			Period Ended October 31, 2004 (c)			Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (d)	$	151,880		$	13,629		$	19,462,563		$	4,499,603
Dividends reinvested		—			—			553,213			5,979,998
Cost of shares redeemed		(11,542	)		—			(11,669,614	)		(10,248,730	)

		140,338			13,629			8,346,162			230,871


Class B Shares
Proceeds from shares issued (d)		2,740			12,740			357,674			446,346
Dividends reinvested		—			—			864			1,465
Cost of shares redeemed		(10,530	)		—			(220,207	)		(128,952	)

		(7,790	)		12,740			138,331			318,859


Class C Shares
Proceeds from shares issued (d)		7,909			40,782			18,472,048			1,933,492
Dividends reinvested		—			—			9,370			44,874
Cost of shares redeemed		(11,709	)		55			(2,349,131	)		(438,533	)

		(3,800	)		40,837			16,132,287			1,539,833


Class R Shares
Proceeds from shares issued (d)		—	(e)		1,000			1			1,000	(a)
Dividends reinvested		—			—			32			—

		—			1,000			33			1,000


Institutional Service Class Shares
Proceeds from shares issued (d)		—			1,000			—			—

		—			1,000			—			—


Institutional Class Shares
Proceeds from shares issued (d)		160			2,995,383			3,980,265			343,762	(b)
Dividends reinvested		—			—			30,947			—
Cost of shares redeemed		(3	)		(55	)		(625,865	)		(22,811	)(b)

		157			2,995,328			3,385,347			320,951

Change in net assets from capital transactions	$	128,905		$	3,064,534		$	28,002,160		$	2,411,514

(a)	For the period from February 27, 2004 (commencement of operations) through October 31, 2004.

(b)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(c)	For the period March 30, 2004 (commencement of operations) through October 31, 2004.

(d)	Amount includes redemption fees, if any.

(e)	Amount is less than a $1.


204		Annual Report 2005


	Small Cap Growth			U.S. Growth Leaders Long-Short
	Year Ended October 31, 2005		Period Ended October 31, 2004 (c)	Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	15,687		1,532	2,069,240		480,510
Reinvested	—		—	59,167		663,707
Redeemed	(1,251	)	—	(1,239,751	)	(1,045,702	)

	14,436		1,532	888,656		98,515

Class B Shares
Issued	314		1,384	38,825		48,887
Reinvested	—		—	94		165
Redeemed	(1,121	)	—	(23,682	)	(14,223	)

	(807	)	1,384	15,237		34,829


Class C Shares
Issued	895		4,391	2,627,135		270,981
Reinvested	—		—	1,342		6,560
Redeemed	(1,319	)	—	(336,177	)	(61,807	)

	(424	)	4,391	2,292,300		215,734


Class R Shares
Issued	—	(d)	100	—		109	(a)
Reinvested	—		—	3		—

	—		100	3		109


Institutional Service Class Shares
Issued	—		100	—		—

	—		100	—		—


Institutional Class Shares
Issued	—		299,500	420,898		36,989	(b)
Reinvested	—		—	3,306		—
Redeemed	—		—	(65,381	)	(2,408	)(b)
Redeemed adjustment	—		—	—		—

	—		299,500	358,823		34,581

Total change in shares	13,205		307,007	3,555,019		383,768

(a)	For the period from February 27, 2004 (commencement of operations) through October 31, 2004.

(b)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(c)	For the period March 30, 2004 (commencement of operations) through October 31, 2004.

(d)	Amount is less than 1 share.


2005 Annual Report		205

Notes to Financial Statements (Continued)

October 31, 2005


	Value Opportunities
	Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (c)	$	2,251,626		$	6,571,082
Dividends reinvested		2,042,734			8,924
Cost of shares redeemed		(4,748,347	)		(7,634,809	)

		(453,987	)		(1,054,803	)


Class B Shares
Proceeds from shares issued (c)		100,473			152,412
Dividends reinvested		455,669			—
Cost of shares redeemed		(461,294	)		(421,794	)

		94,848			(269,382	)


Class C Shares
Proceeds from shares issued (c)		245,563			376,871
Dividends reinvested		51,746			—
Cost of shares redeemed		(243,920	)		(101,083	)

		53,389			275,788


Class R Shares
Proceeds from shares issued (c)		—			1,000	(b)
Dividends reinvested		189			—

		189			1,000


Institutional Service Class Shares
Proceeds from shares issued (c)		773,382			12,107,929
Dividends reinvested		2,559,530			24,708
Cost of shares redeemed		(18,518,457	)		(19,491,929	)

		(15,185,545	)		(7,359,292	)


Institutional Class Shares
Proceeds from shares issued (c)		—			1,000	(a)
Dividends reinvested		182			—

		182			1,000

Change in net assets from capital transactions	$	(15,490,924	)	$	(8,405,689	)

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.

(c)	Amount includes redemption fees, if any.


206		Annual Report 2005


	Value Opportunities
	Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	146,961		406,198
Reinvested	139,332		563
Redeemed	(308,654	)	(482,133	)

	(22,361	)	(75,372	)


Class B Shares
Issued	6,890		9,831
Reinvested	31,644		—
Redeemed	(30,561	)	(27,202	)

	7,973		(17,371	)


Class C Shares
Issued	16,605		24,277
Reinvested	3,603		—
Redeemed	(16,413	)	(6,770	)

	3,795		17,507


Class R Shares
Issued	—		65	(b)
Reinvested	13		—

	13		65


Institutional Service Class Shares
Issued	48,557		761,883
Reinvested	172,941		1,571
Redeemed	(1,244,048	)	(1,229,044	)

	(1,022,550	)	(465,590	)


Institutional Class Shares
Issued	—		62	(a)
Reinvested	12		—

	12		62

Total change in shares	(1,033,118	)	(540,699	)

(a)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.

(b)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004.


2005 Annual Report		207

Notes to Financial Statements (Continued)

October 31, 2005

3. Transactions with Affiliates

Under the terms of the Trust’s Investment Advisory Agreements, Gartmore Global Asset Management Trust (“GGAMT”) or Gartmore Mutual Fund Capital Trust (“GMF”) manages the investment of the assets and supervises the daily business affairs of their respective Funds (as shown in table below). GMF is a wholly-owned subsidiary of Gartmore Global Investments, Inc. (“GGI”), a holding company. GGI is a majority-owned subsidiary of GGAMT. GGAMT is a wholly-owned subsidiary of Nationwide Corporation. All of the common stock of Nationwide Corporation is held by Nationwide Mutual Insurance Company (95.2%) and Nationwide Mutual Fire Insurance Company (4.8%), each of which is a mutual company owned by its policyholders. In addition, GMF and GGAMT provides investment management evaluation services in initially selecting subadvisors and monitoring, on an ongoing basis, the performance of the subadvisers, if applicable, for the Funds that GMF or GGAMT advise. The subadvisers manage each of their respective Fund’s investments and have the responsibility for making all investment decisions for the applicable Funds. The adviser and subadviser, if applicable, for each Fund is as follows:


Fund	Adviser	Subadviser
Global Financial Services	GGAMT	Gartmore Global Partners (a)
Global Health Sciences	GMF	n/a
Global Natural Resources	GMF	Gartmore Global Partners (a)
Global Technology and Communications	GMF	n/a
Global Utilities	GGAMT	Gartmore Global Partners (a)
Mid Cap Growth Leaders	GMF	n/a
Nationwide Leaders	GMF	n/a
Small Cap Leaders	GMF	n/a
U.S. Growth Leaders	GMF	n/a
Worldwide Leaders	GGAMT	Gartmore Global Partners (a)
China Opportunities	GMF	Gartmore Global Partners (a)
Emerging Markets	GGAMT	Gartmore Global Partners (a)
International Growth	GGAMT	Gartmore Global Partners (a)
Convertible	GMF	n/a
High Yield Bond	GMF	n/a
Micro Cap Equity	GMF	n/a
Small Cap Growth	GMF	n/a
U.S Growth Leaders Long-Short	GMF	n/a
Value Opportunities	GMF	NorthPointe Capital, LLC (a)

(a)	Affiliate of GMF and GGAMT.

Under the terms of the Investment Advisory Agreements, each Fund pays the Fund’s respective adviser an investment advisory fee based on that Fund’s average daily net assets. From such fees, pursuant to the subadvisory agreements, the adviser pays fees to the applicable subadviser, if any. Additional information regarding the investment advisory fees and subadvisory fees for GGAMT, GMF and the subadvisers, where applicable, is as follows for the year ended October 31, 2005:


Fund	Fee Schedule	Total Fees	Fees Retained	Paid to Subadviser
Global Financial Services (1)	Up to $500 million	0.90%	0.45%	0.45%
	$500 million up to $2 billion	0.85%	0.425%	0.425%
	On $2 billion and more	0.80%	0.40%	0.40%

Refer

to footnote (1) on page 210.


208		Annual Report 2005


Fund	Fee Schedule	Total Fees	Fees Retained	Paid to Subadviser
Global Health Sciences (1)	Up to $500 million	0.90%	0.90%	—
	$500 million up to $2 billion	0.85%	0.85%	—
	On $2 billion and more	0.80%	0.80%	—
Global Natural Resources (a) (1)	Up to $500 million	0.70%	0.35%	0.35%
	$500 million up to $2 billion	0.65%	0.325%	0.325%
	On $2 billion and more	0.60%	0.30%	0.30%
Global Technology and Communications (1)	Up to $500 million	0.88%	0.88%	—
	$500 million up to $2 billion	0.83%	0.83%	—
	On $2 billion and more	0.78%	0.78%	—
Global Utilities (1)	Up to $500 million	0.70%	0.35%	0.35%
	$500 million up to $2 billion	0.65%	0.325%	0.325%
	On $2 billion and more	0.60%	0.30%	0.30%
Mid Cap Growth Leaders	Up to $250 million	0.80%	0.80%	—
	$250 million up to $1 billion	0.77%	0.77%	—
	$1 billion up to $2 billion	0.74%	0.74%	—
	$2 billion up to $5 billion	0.71%	0.71%	—
	On $5 billion and more	0.68%	0.68%	—
Nationwide Leaders (1)	Up to $500 million	0.80%	0.80%	—
	$500 million up to $2 billion	0.70%	0.70%	—
	On $2 billion and more	0.65%	0.65%	—
Small Cap Leaders	All Assets	0.95%	0.95%	—
U.S. Growth Leaders (2)	Up to $500 million	0.90%	0.90%	—
	$500 million up to $2 billion	0.80%	0.80%	—
	On $2 billion and more	0.75%	0.75%	—
Worldwide Leaders (1)	Up to $500 million	0.90%	0.45%	0.45%
	$500 million up to $2 billion	0.85%	0.425%	0.425%
	On $2 billion and more	0.80%	0.40%	0.40%
China Opportunities (1)	Up to $500 million	1.25%	0.625%	0.625%
	$500 million up to $2 billion	1.20%	0.60%	0.60%
	On $2 billion and more	1.15%	0.575%	0.575%
Emerging Markets (1)	Up to $500 million	1.05%	0.525%	0.525%
	$500 million up to $2 billion	1.00%	0.50%	0.50%
	On $2 billion and more	0.95%	0.475%	0.475%
International Growth (1)	Up to $500 million	0.90%	0.45%	0.45%
	$500 million up to $2 billion	0.85%	0.425%	0.425%
	On $2 billion and more	0.80%	0.40%	0.40%
Convertible	Up to $500 million	0.65%	0.65%	—
	$500 million up to $1 billion	0.60%	0.60%	—
	On $1 billion and more	0.55%	0.55%	—
High Yield Bond	Up to $250 million	0.55%	0.55%	—
	On the next $750 million	0.525%	0.525%	—
	On the next $1 billion	0.50%	0.50%	—
	On the next $3 billion	0.475%	0.475%	—
	On $5 billion and more	0.45%	0.45%	—
Micro Cap Equity	All Assets	1.25%	1.25%	—
Small Cap Growth	All Assets	0.95%	0.95%	—

Refer

to footnote (1) on page 210.


2005 Annual Report		209

Notes to Financial Statements (Continued)

October 31, 2005


Fund	Fee Schedule	Total Fees	Fees Retained	Paid to Subadviser
U.S. Growth Leaders Long-Short	Up to $50 million	1.50%	1.50%	—
	On the next $200 million	1.50%	1.50%	—
	On $250 million and more	1.25%	1.25%	—
Value Opportunities	Up to $250 million	0.70%	—	0.70%
	On the next $750 million	0.675%	—	0.675%
	On the next $1 billion	0.65%	—	0.65%
	On the next $3 billion	0.625%	—	0.625%
	On $5 billion and more	0.60%	—	0.60%

(a)	Prior to December 27, 2004 the advisory fee was 0.90% on assets up to $500 million, 0.85% on the next $500 million, and 0.80% on the assets over $2 billion.

(1)

Each Fund pays the Fund’s respective adviser a base management fee (as shown above) which may be adjusted upward or downward each quarter depending on the performance of Class A shares of each Fund relative to each Fund’s benchmark (see benchmark table below). The calculation of this fee is done in two separate steps. First, each fund pays a base fee, as adjusted for any applicable breakpoints as described above. The base fee rate is an annual fee, calculated each quarter, and is applied to each such fund’s average net assets over that quarter. Second, a performance adjustment percentage is applied to each fund’s average net assets over the 12 month rolling performance period. The base fee and the performance adjustment percentage are then added (or subtracted, as applicable) to arrive at each Fund’s respective overall advisory fee for the current period. The table below shows the performance adjustment rate applicable to each Fund’s base fee (as such base fee may be adjusted by Base Fee Breakpoints, as described in the table above):


Out or Underperformance		Change in Fees
+/- 1 percentage point		+/- 0.02%
+/- 2 percentage point		+/- 0.04%
+/- 3 percentage point		+/- 0.06%
+/- 4 percentage point		+/- 0.08%
+/- 5 percentage point		+/- 0.10%

The table below lists the benchmarks used to measure against the performance of Class A shares of the Funds:


Fund		Benchmark
Global Financial Services		MSCI World Financials Index
Global Health Sciences		GS Healthcare Index
Global Natural Resources		GS Natural Resources Index
Global Technology and Communications		GS Technology Composite Index
Global Utilities		60% MSCI World Telecommunications Service Index
		40% MSCI World Utilities Index
Nationwide Leaders		S&P 500 Index
Worldwide Leaders		MSCI World Index
China Opportunities		MSCI Zhong Hua Index
Emerging Markets		MSCI Emerging Markets Index
International Growth		MSCI All Country World

(2)

The U.S. Growth Leaders Fund pays GMF a base management fee (as shown above) which may be adjusted upward or downward each quarter depending on the performance of Class A shares of the Fund relative to its benchmark, the S&P 500. Thus, if Class A shares of the Fund outperforms its benchmark by 12% or more over a 36 month period, the Fund will pay higher management fees. Conversely, if Class A of the Fund underperforms its benchmark by 12% or more over a 36 month period, the Fund will pay lower management fees. No adjustment will


210		Annual Report 2005

take place if the under or overperformance is less than 12% and GMF will receive the applicable base fee. The base fee is either increased or decreased by the following amounts at each breakpoint:


Fee Schedule		Fee Adjustment
Up to $500 million		+/- 0.22%
$500 million up to $2 billion		+/- 0.18%
On $2 billion and more		+/- 0.16%

On September 21, 2004, the Enforcement Staff of the Securities and Exchange Commission’s Fort Worth District Office (the “Staff”) contacted Gartmore Mutual Fund Capital Trust (the “Adviser”), the investment adviser to the Gartmore U.S. Growth Leaders Fund (the “Fund”), a series of the Trust. The Staff asserted that the methodology used to calculate the performance fee for the Fund did not comply with the requirements of Rule 205-2 under the Investment Advisers Act of 1940 (“Advisers Act”). The Adviser agreed temporarily to forego the collection of performance fees on the Fund pending an evaluation of the Staff’s assertion. Discussions with the Staff are ongoing, and the outcome of those discussions will determine the remedial steps, if any, to be taken.

GMF or GGAMT, where applicable, and the Funds have entered into written contracts (“Expense Limitation Agreements”) that limit operating expenses (excluding any taxes, interest, brokerage fees, extraordinary expenses, short-sale dividend expenses, Rule 12b-1 fees, and administrative services fees) from exceeding the amounts listed in the table below until February 28, 2006:


Fund	Expense Caps	Amount
Global Financial Services	All Classes	1.40%
Global Health Sciences	All Classes	1.40%
Global Natural Resources	All Classes	1.20%
Global Technology and Communications	All Classes	1.38%
Global Utilities	All Classes	1.20%
Mid Cap Growth Leaders	All Classes	1.20%
Nationwide Leaders	All Classes	1.20%
Small Cap Leaders	All Classes	1.35%
U.S. Growth Leaders	All Classes	1.30%
Worldwide Leaders	All Classes	1.40%
China Opportunities	All Classes	1.75%
Emerging Markets	All Classes	1.55%
International Growth	All Classes	1.40%
Convertible	All Classes	0.95%
High Yield Bond	All Classes	0.85%
Micro Cap Equity	All Classes	1.65%
Small Cap Growth	All Classes	1.35%
U.S. Growth Leaders Long-Short	All Classes	1.90%
Value Opportunities	All Classes	1.10%

GMF or GGAMT may request and receive reimbursement from a Fund of the advisory fees waived and other expenses reimbursed by GMF and GGAMT, respectively, pursuant to the Expense Limitation Agreements at a later date not to exceed (i) five fiscal years from commencement of operations or (ii) three years from the fiscal year in which the corresponding reimbursement to the Fund was made, depending on the Fund (as described below), if the Fund has reached a sufficient asset size to permit reimbursement to be made without causing the total annual operating expense ratio of the Fund to exceed the limits set forth above. No reimbursement will be made unless: (i) the Fund’s assets exceed


2005 Annual Report		211

Notes to Financial Statements (Continued)

October 31, 2005

$100 million; (ii) the total annual expense ratio of the Class making such reimbursement is less than the limit set forth above; and (iii) the payment of such reimbursement is approved by the Board of Trustees on a quarterly basis. Except as provided for in the Expense Limitation Agreements, reimbursement of amounts previously waived or assumed by GMF or GGAMT is not permitted. As of the year ended October 31, 2005, the cumulative potential reimbursements of the following Funds based on expenses reimbursed by GMF or GGAMT within five years from commencement of operations of the Fund would be:


Fund	Amount		Expires
Global Financial Services	$	167,505	December 18, 2006
Global Health Sciences		244,966	December 29, 2005
Global Utilities		192,258	December 18, 2006
Nationwide Leaders		188,563	December 28, 2006
Micro Cap Equity		102,798	June 27, 2007

As of the year ended October 31, 2005, the cumulative potential reimbursements of the following Funds (unless otherwise indicated), based on reimbursements within three years from the fiscal year in which the corresponding reimbursement to the Fund was made for expenses reimbursed by GMF or GGAMT, would be:


Fund	Fiscal Year 2003		Fiscal Year 2004		Fiscal Year 2005
Global Natural Resources	$	—	$	21,945	$	37,587
Mid Cap Growth Leaders		82,484		98,160		83,813
Small Cap Leaders		—		—		62,315
China Opportunities		—		50,098		66,130
Convertible		—		30,330		—
Small Cap Growth		—		53,910		45,746
U.S. Growth Leaders Long-Short		—		14,723		43,113

Under the terms of a Distribution Plan under Rule 12b-1 of the 1940 Act, Gartmore Distribution Services, Inc. (“GDSI”), the Funds’ distributor, is compensated by the Funds for expenses associated with the distribution of Class A, Class B, Class C, and Class R shares of the Funds. These fees are based on average daily net assets of the respective class of the Funds at an annual rate not to exceed 0.25% for Class A shares, 1.00% for Class B and Class C shares, and 0.50% for Class R shares.

The CDSC, if applicable, will be imposed on redemptions made within six years of the purchase. Class C shares have a CDSC of 1% imposed on redemptions of Class C shares made within one year of purchase. For the year ended October 31, 2005, GDSI received commissions of $1,764,781 from front-end sales charges of Class A and Class D shares and from CDSC fees from Class B and Class C shares of the Funds, of which $77,931 was reallowed to affiliated broker-dealers of the Funds.


212		Annual Report 2005

Under the terms of a Fund Administration and Transfer Agency Agreement, Gartmore SA Capital Trust (“GSA”) provides various administrative and accounting services, and Gartmore Investors Services, Inc. (“GISI”), an indirect subsidiary of GSA, serves as Transfer Agent and Dividend Disbursing Agent for each of the Funds. For the period ended November 1, 2004 through December 31, 2004, the fees for the services provided under such agreement were calculated based on the Trust’s average daily net assets according to the fee schedule below. The fees are then allocated proportionately among all funds within the Trust in relation to the average daily net assets of each fund and are paid to GSA. GSA pays GISI from these fees for GISI’s services.


Combined Fee Schedule*
Up to $1 billion		0.25%
$1 billion and more up to $3 billion		0.18%
$3 billion and more up to $4 billion		0.14%
$4 billion and more up to $5 billion		0.07%
$5 billion and more up to $10 billion		0.04%
$10 billion and more up to $12 billion		0.02%
$12 billion or more		0.01%


Combined Fee Schedule*
Up to $1 billion		0.26%
$1 billion and more up to $3 billion		0.19%
$3 billion and more up to $4 billion		0.15%
$4 billion and more up to $5 billion		0.08%
$5 billion and more up to $10 billion		0.05%
$10 billion and more up to $12 billion		0.03%
$12 billion or more		0.02%

*	The assets of the Gartmore Investor Destinations Funds and the Optimal Funds are excluded from the Trust asset level amount in order to calculate this asset based fee. The Investor Destinations Funds and the Optimal Funds do not pay any part of this fee.

GSA and GISI have entered into agreements with BISYS Fund Services Ohio, Inc. (“BISYS”), pursuant to which BISYS provides sub-administration and sub-transfer agency services, respectively, to the Funds.

Under the terms of an Administrative Services Plan, the Funds may pay fees to servicing organizations, such as broker-dealers, including Nationwide Financial Services, and financial institutions, which agree to provide administrative support services to the shareholders of certain classes. These services include, but are not limited to, the following: establishing and maintaining shareholder accounts; processing purchase and redemption transactions; arranging bank wires; performing shareholder sub-accounting; answering inquiries regarding the Funds; and other such services. These fees are based on an annual rate of up to 0.25% of the average daily net assets of the Class A, Class D, Class R, and Institutional Service Class shares of each of the Funds.


2005 Annual Report		213

Notes to Financial Statements (Continued)

October 31, 2005

As of October 31, 2005, GMF, GGAMT or their affiliates directly held the percentage indicated below of the shares outstanding of the applicable Fund:


Fund		% of Shares Outstanding Owned
Global Financial Services		32%
Global Health Sciences		12%
Global Natural Resources		23%
Global Technology and Communications		20%
Global Utilities		43%
Mid Cap Growth Leaders		42%
Nationwide Leaders		10%
Small Cap Leaders		25%
China Opportunities		57%
Emerging Markets		19%
International Growth		59%
High Yield Bond		63%
Small Cap Growth		94%

4. Short-Term Trading Fees

The Funds assess a 2.00% redemption fee on all classes of shares that are purchased and are sold or exchanged within 90 days of purchase (within 30 days for the Nationwide Leaders and U.S. Growth Leaders Funds and within five days for the High Yield Bond and Convertible Funds). The redemption fee, if any, is paid directly to the applicable Fund and is designed to offset brokerage commissions, market impact and other costs associated with short-term trading of Fund shares. For purposes of determining whether the redemption fee applies, the shares that were held the longest will be redeemed first. This redemption fee is in addition to any CDSCs that may be applicable at the time of sale. The redemption fee may not apply in certain circumstances, such as redemptions or exchanges of shares held in certain omnibus accounts or retirement plans that cannot implement the redemption fee. The fee does not apply to shares purchased through reinvested dividends or capital gains.

For the year ended October 31, 2005, the following Funds had contributions to capital due to collection of redemption fees:


Fund	Amount
Global Natural Resources	$	14,950
Global Utilities		15,821
Micro Cap Equity		117,749

5. Bank Loans and Earnings Credit

The Trust’s custodian bank has agreed to reduce its fees when the funds of the Trust maintain cash on deposit in non-interest-bearing custody and Demand Deposit Accounts.


214		Annual Report 2005

6. Investment Transactions

Purchases and sales of securities (excluding short-term securities) for the year ended October 31, 2005 are summarized as follows:


Fund	Purchases		Sales
Global Financial Services	$	28,364,892	$	21,621,637
Global Health Sciences		85,572,207		77,164,023
Global Natural Resources		40,917,991		25,461,470
Global Technology and Communications		58,624,696		57,533,274
Global Utilities		26,706,485		25,839,625
Mid Cap Growth Leaders		54,731,646		44,778,521
Nationwide Leaders		59,625,250		50,974,769
Small Cap Leaders		55,061,087		40,308,643
U.S. Growth Leaders		346,268,967		274,902,355
Worldwide Leaders		117,282,076		119,031,949
China Opportunities		15,832,567		12,190,733
Emerging Markets		51,630,286		42,454,857
International Growth		32,701,727		27,137,500
Convertible		74,906,861		66,145,891
High Yield Bond		16,585,950		15,960,311
Micro Cap Equity		144,608,380		157,295,909
Small Cap Growth		28,436,992		28,579,467
U.S. Growth Leaders Long-Short		249,655,655		230,865,979
Value Opportunities		36,903,265		57,787,999

Purchases and sales of U.S. Government securities for the year ended October 31, 2005, are summarized as follows:


Fund	Purchases		Sales
Mid Cap Growth Leaders	$	2,855,763	$	–

7. Portfolio Investment Risks

Credit and Market Risk. Funds that invest in high yield and emerging market instruments are subject to certain additional credit and market risks. The yields of high yield and emerging market debt obligations reflect, among other things, perceived credit risk. The Funds’ investment in securities rated below investment grade typically involve risks not associated with higher rated securities including, among others, greater risk of not receiving timely and/or ultimate payment of interest and principal, greater market price volatility, and less liquid secondary market trading. The consequences of political, social, economic, or diplomatic changes may have disruptive effects on the market prices of emerging markets investments held by the Funds.


2005 Annual Report		215

Notes to Financial Statements (Continued)

October 31, 2005

8. Federal Tax Information

The tax character of distributions paid during the fiscal year ended October 31, 2005, was as follows: (Total distributions paid may differ from the Statement of Changes in Net Assets because for tax purposes dividends are recognized when paid.)


	Distributions paid from
Fund	Ordinary Income		Net Long Term Capital Gains		Total Taxable Distributions		Total Distributions Paid
Global Financial Services	$	559,748	$	21,752	$	581,500	$	581,500
Global Health Sciences		93,310		—		93,310		93,310
Global Natural Resources		137,307		—		137,307		137,307
Global Technology and Communications		—		—		—		—
Global Utilities		186,261		111,800		298,061		298,061
Mid Cap Growth Leaders		—		—		—		—
Nationwide Leaders		319,593		68,858		388,451		388,451
Small Cap Leaders		—		—		—		—
U.S. Growth Leaders		—		—		—		—
Worldwide Leaders		120,250		—		120,250		120,250
China Opportunities		311,165		—		311,165		311,165
Emerging Markets		686,019		1,110,863		1,796,882		1,796,882
International Growth		90,633		—		90,633		90,633
Convertible		1,116,258		—		1,116,258		1,116,258
High Yield Bond		1,721,964		—		1,721,964		1,721,964
Micro Cap Equity		2,041,683		883,843		2,925,526		2,925,526
Small Cap Growth		—		—		—		—
U.S. Growth Leaders Long-Short		1,103,030		—		1,103,030		1,103,030
Value Opportunities		1,101,269		4,162,427		5,263,696		5,263,696


216		Annual Report 2005

The tax character of distributions paid during the fiscal year ended October 31, 2004 were as follows: (Total distributions paid may differ from the Statement of Changes in Net Assets because for tax purposes dividends are recognized when paid.)

Distributions paid from

Fund

Ordinary
Income

Net Long
Term Capital
Gains

Total Taxable
Distributions

Return of
Capital

Total
Distributions
Paid

Global Financial Services

438,819

–

438,819

–

438,819

Global Health Sciences

707,293

–

707,293

–

707,293

Global Natural Resources

5,817

–

5,817

–

5,817

Global Technology and Communications

–

Global Utilities

12,874

–

12,874

–

12,874

Mid Cap Growth Leaders

–

Nationwide Leaders

–

U.S. Growth Leaders

–

Worldwide Leaders

–

China Opportunities

12,685

–

12,685

–

12,685

Emerging Markets

72,828

–

72,828

–

72,828

International Growth

–

High Yield Bond

6,900,084

–

6,900,084

–

6,900,084

Value Opportunities

34,141

–

34,141

–

34,141

Micro Cap Equity

–

14,217

–

14,217

U.S. Growth Leaders Long-Short

8,178,734

–

8,178,734

–

8,178,734

Convertible

378,591

–

378,591

–

378,591

Small Cap Growth

–


2005 Annual Report		217

Notes to Financial Statements (Continued)

October 31, 2005

As of October 31, 2005, the components of accumulated earnings (deficit) on a tax basis was as follows: (Total distributions paid differ from the Statement of Changes in Net Assets because for tax purposes dividends are recognized when actually paid.)


Fund	Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Accumulated Earnings		Distributions Payable			Accumulated Capital and Other Losses			Unrealized Appreciation (Depreciation)*			Total Accumulated Earnings (Deficit)
Global Financial Services	$	469,966	$	428,495	$	898,461	$	—		$	—		$	673,876		$	1,572,337
Global Health Sciences		2,560,788		—		2,560,788		—			—			86,784			2,647,572
Global Natural Resources		2,551,064		157,431		2,708,495		—			—			1,195,612			3,904,107
Global Technology and Communications		—		—		—		—			(5,792,364	)		62,212			(5,730,152	)
Global Utilities		1,399,268		49,352		1,488,620		—			—			195,477			1,644,097
Mid Cap Growth Leaders		—		—		—		—			(32,901,017	)		3,035,148			(29,865,869	)
Nationwide Leaders		1,516,799		187,009		1,703,808		—			—			(167,875	)		1,535,933
Small Cap Leaders		306,349		—		306,349		—			—			(102,849	)		203,500
U.S. Growth Leaders		8,591,262		201,192		8,792,454		—			—			1,837,751			10,630,205
Worldwide Leaders		2		—		2		—			(37,902,045	)		2,302,829			(35,599,212	)
China Opportunities		772,707		70,442		843,149		—			—			(362,078	)		481,071
Emerging Markets		2,692,302		2,214,182		4,906,484		—			—			4,812,374			9,718,858
International Growth		34,299		—		34,299		—			(660,514	)		1,089,190			462,975
Convertible		265,433		—		265,433		—			—			279,547			544,980
High Yield Bond		149,217		—		149,217		(149,216	)		(35,577,154	)		(269,890	)		(35,847,043	)
Micro Cap Equity		7,502,788		—		7,502,788		—			—			15,836,258			23,339,046
Small Cap Growth		—		—		—		—			(256,138	)		43,143			(212,995	)
U.S. Growth Leaders Long-Short		—		—		—		—			(18,045,031	)		657,137			(17,387,894	)
Value Opportunities		1,228,379		775,897		2,004,276		—			—			864,934			2,869,210


218		Annual Report 2005

As of October 31, 2005, the tax cost of securities and the breakdown of unrealized appreciation (depreciation) for each Fund were as follows:


Fund	Tax Cost of Securities		Unrealized Appreciation		Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
Global Financial Services	$	14,411,719	$	927,712	$	(253,836	)	$	673,876
Global Health Sciences		29,918,088		1,015,324		(928,540	)		86,784
Global Natural Resources		24,519,953		1,527,658		(332,046	)		1,195,612
Global Technology and Communications		10,671,409		480,855		(417,928	)		62,927
Global Utilities		8,711,519		439,919		(241,794	)		198,125
Mid Cap Growth Leaders		37,088,421		3,447,473		(412,325	)		3,035,148
Nationwide Leaders		15,452,804		303,372		(471,247	)		(167,875	)
Small Cap Leaders		15,075,780		647,333		(750,182	)		(102,849	)
U.S. Growth Leaders		128,605,167		4,351,242		(2,513,491	)		1,837,751
Worldwide Leaders		39,750,880		3,145,400		(843,124	)		2,302,276
China Opportunities		10,504,911		693,760		(1,055,936	)		(362,176	)
Emerging Markets		35,413,667		6,040,791		(1,226,850	)		4,813,941
International Growth		15,051,968		1,397,253		(311,274	)		1,085,979
Convertible		49,269,009		864,729		(585,182	)		279,547
High Yield Bond		24,224,245		755,876		(1,021,941	)		(269,890	)
Micro Cap Equity		134,095,865		18,560,058		(2,723,800	)		15,836,258
Small Cap Growth		2,849,248		145,476		(102,333	)		43,143
U.S. Growth Leaders Long-Short		55,688,315		1,915,760		(1,258,623	)		657,137
Value Opportunities		16,491,969		1,298,481		(433,547	)		864,934


Fund	Amount		Expires
Global Technology and Communications	$	3,567,841	2009
Global Technology and Communications		1,182,126	2010
Global Technology and Communications		1,042,397	2012
Mid Cap Growth Leaders		28,131,638	2009
Mid Cap Growth Leaders		4,769,379	2010
Worldwide Leaders		26,522,176	2009
Worldwide Leaders		7,814,294	2010
International Growth		660,514	2010
High Yield Bond		16,778,327	2009
High Yield Bond		18,798,827	2010
Small Cap Growth		256,138	2012
U.S. Growth Leaders Long-Short		4,127,981	2009
U.S. Growth Leaders Long-Short		8,923,711	2010
U.S. Growth Leaders Long-Short		4,469,833	2011
U.S. Growth Leaders Long-Short		523,506	2012


2005 Annual Report		219

Notes to Financial Statements (Continued)

October 31, 2005

As of October 31, 2005, the following Funds have additional capital loss carryforwards, subject to any applicable limitations on availability, to offset future capital gains, if any, as the successor of a merger Funds:


Fund	Amount		Expires
Worldwide Leaders	$	1,673,106	2008
Worldwide Leaders		408,349	2009
Worldwide Leaders		557,702	2009
Worldwide Leaders		557,702	2010
Worldwide Leaders		368,716	2010


220		Annual Report 2005

Report of Independent Registered Public Accounting Firm

To the Board of Trustees and Shareholders of Gartmore Mutual Funds:

In our opinion, the accompanying statements of assets and liabilities, including the statements of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Gartmore Global Financial Services Fund, Gartmore Global Health Sciences Fund, Gartmore Global Natural Resources Fund, Gartmore Global Technology and Communications Fund, Gartmore Global Utilities Fund, Gartmore Mid Cap Growth Leaders Fund, Gartmore Nationwide Leaders Fund, Gartmore Small Cap Leaders Fund, Gartmore U.S. Growth Leaders Fund, Gartmore Worldwide Leaders Fund, Gartmore China Opportunities Fund, Gartmore Emerging Markets Fund, Gartmore International Growth Fund, Gartmore Convertible Fund, Gartmore High Yield Bond Fund, Gartmore Micro Cap Equity Fund, Gartmore Small Cap Growth Fund, Gartmore U.S. Growth Leaders Long-Short Fund and Gartmore Value Opportunities Fund (nineteen series of Gartmore Mutual Funds, hereafter referred to as the “Funds”) at October 31, 2005, the results of each of their operations for the year (or period) then ended, the changes in each of their net assets for each of the two years (or periods) then ended and the financial highlights for each of the four years (or periods) then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States.) Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2005 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. The financial highlights of Gartmore Global Health Sciences Fund, Gartmore Global Technology and Communications Fund, Gartmore Mid Cap Growth Leaders Fund, Gartmore U.S. Growth Leaders Fund, Gartmore Worldwide Leaders Fund, Gartmore Emerging Markets Fund, Gartmore International Growth Fund, Gartmore High Yield Bond Fund and Gartmore Value Opportunities Fund for the year (or period) ended October 31, 2001 were audited by other independent accountants whose report dated December 14, 2001 expressed an unqualified opinion on those financial statements.

PricewaterhouseCoopers LLP

Philadelphia, Pennsylvania

December 22, 2005


2005 Annual Report		221

Supplemental Information (Unaudited)

1. Other Federal Tax Information (Unaudited):

For the period ended October 31, 2005, certain dividends paid by the Funds may be subject to a maximum tax rate of 15% as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The Funds intend to designate the maximum amount allowable as taxed at a maximum rate 15%. Complete information will be reported in conjunction with your 2005 Form 1099-DIV.

For the period ended October 31, 2005, the following Funds paid qualified dividend income:


Fund	Qualified Dividend Income
Global Financial Services	$	263,342
Global Health Sciences		145,388
Global Natural Resources		77,540
Global Technology & Communications		44,339
Global Utilities		290,358
Mid Cap Growth Leaders		164,180
Nationwide Leaders		177,951
Small Cap Leaders		90,452
China Opportunities		268,926
Emerging Markets		678,911
International Growth		281,608
Convertible		572,801
High Yield Bond		12,391
Micro Cap Equity		347,319
Small Cap Growth		5,277
U.S. Growth Leaders Long-Short		150,498
Value Opportunities		294,750

For the taxable year ended October 31, 2005, the following percentage of income dividends paid by the Funds qualify for the dividends received deduction available to corporations:


Fund		Dividends Received Deduction
Global Financial Services		15%
Global Health Sciences		100%
Global Natural Resources		9%
Global Utilities		20%
Nationwide Leaders		17%
Convertible		33%
High Yield Bond		2%
Micro Cap Equity		11%
U.S. Growth Leaders Long-Short		7%
Value Opportunities		45%

The Funds designate the following amounts as long term capital gain distributions qualifying for the maximum 15% income tax rate for individuals:


Fund	Amount
Micro Cap Equity	$	900,920
Value Opportunities		4,773,897


222		Annual Report 2005

2. Shareholder Meeting

Two Proposals: The purpose of the December 23, 2004 meeting was to allow the shareholders of the Trust’s predecessor to vote on:

i. Proposal One: The election of the Trust’s predecessor’s Board of Trustees; and

ii. Proposal Two: The approval of an “Agreement and Plan of Reorganization” that provided for the reorganization of the Trust from an Ohio business trust into a Delaware statutory trust.

Proposal One: As set forth in the October 29, 2004 Proxy Statement, the nominees for election as Trustees of the Trust’s predecessor were: Charles E. Allen, Michael J. Baresich, Paula H.J. Cholmondeley, C. Brent DeVore, Phyllis Kay Dryden, Robert M. Duncan, Barbara L. Hennigar, Paul J. Hondros, Barbara I Jacobs, Thomas J. Kerr IV, Douglas F. Kridler, Michael D. McCarthy, Arden L. Shisler, and David C. Wetmore.


2005 Annual Report		223

Supplemental Information (Unaudited)

Voting Results:

The shareholders of the Trust’s predecessor voted to approve both Proposal One and Proposal Two, as follows:


Proposal One:		Election of a Board of Trustees of the Trust’s Predecessor
Charles E. Allen:
FOR		1,484,045,010.745 shares (96.963%)
WITHHOLD		46,475,965.981 shares (3.037%)
TOTAL		1,530,520,976.726 shares (100.000%)

Michael J. Baresich:
FOR		1,479,546,876.136 shares (96.669%)
WITHHOLD		50,974,100.590 shares (3.331%)
TOTAL		1,530,520,976.726 shares (100.000%)

Paula H.J. Cholmondeley:
FOR		1,483,986,754.474 shares (96.960%)
WITHHOLD		46,534,222.252 shares (3.040%)
TOTAL		1,530,520,976.726 shares (100.000%)

C. Brent DeVore:
FOR		1,483,232,555.715 shares (96.910%)
WITHHOLD		47,288,421.011 shares (3.090%)
TOTAL		1,530,520,976.726 shares (100.000%)

Phyllis Kay Dryden:
FOR		1,483,461,670.269 shares (96.925%)
WITHHOLD		47,059,306.457 shares (3.075%)
TOTAL		1,530,520,976.726 shares (100.000%)

Robert M. Duncan:
FOR		1,478,518,553.740 shares (96.602%)
WITHHOLD		52,002,422.986 shares (3.398%)
TOTAL		1,530,520,976.726 shares (100.000%)

Barbara L. Hennigar:
FOR		1,483,932,926.673 shares (96.956%)
WITHHOLD		46,588,050.053 shares (3.044%)
TOTAL		1,530,520,976.726 shares (100.000%)

Paul J. Hondros:
FOR		1,483,799,576.741 shares (96.947%)
WITHHOLD		46,721,399.985 shares (3.053%)
TOTAL		1,530,520,976.726 shares (100.000%)

Barbara I. Jacobs:
FOR		1,482,757,593.191 shares (96.879%)
WITHHOLD		47,763,383.535 shares (3.121%)
TOTAL		1,530,520,976.726 shares (100.000%)


224		Annual Report 2005


Proposal One:		Election of a Board of Trustees of Gartmore Mutual Funds
Thomas J. Kerr IV:
FOR		1,477,143,243.388 shares (96.512%)
WITHHOLD		53,377,733.338 shares (3.488%)
TOTAL		1,530,520,976.726 shares (100.000%)

Douglas F. Kridler:
FOR		1,484,100,191.103 shares (96.967%)
WITHHOLD		46,420,785.623 shares (3.033%)
TOTAL		1,530,520,976.726 shares (100.000%)

Michael D. McCarthy:
FOR		1,483,352,898.255 shares (96.918%)
WITHHOLD		47,168,078.471 shares (3.082%)
TOTAL		1,530,520,976.726 shares (100.000%)

Arden L. Shisler:
FOR		1,483,661,174.441 shares (96.938%)
WITHHOLD		46,859,802.285 shares (3.062%)
TOTAL		1,530,520,976.726 shares (100.000%)

David C. Wetmore:
FOR		1,484,021,388.615 shares (96.962%)
WITHHOLD		46,499,588.111 shares (3.038%)
TOTAL		1,530,520,976.726 shares (100.000%)

Proposal Two:		Approval of the Agreement and Plan of Reorganization of the Trust’s Predecessor:
FOR		1,338,850,729.743 shares (87.477%)
AGAINST		48,927,279.322 shares (3.197%)
ABSTAIN		86,596,336.653 shares (5.658%)
BROKER NON-VOTES		56,146,631.008 shares (3.668%)
TOTAL		1,530,520,976.726 shares (100.000%)


2005 Annual Report		225

Management Information (Unaudited)

Trustees who are not Interested Persons (as defined in the 1940 Act) and Officers of the Funds

as of October 31, 2005


Name, Address and Year of Birth	Position(s) Held with the Trust and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in the Gartmore Fund Complex Overseen by Trustee	Other Directorships Held by Trustee or Nominee2

Charles E. Allen c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1948	Trustee since July 2000	Mr. Allen is Chairman, Chief Executive Officer and President of the Graimark Realty Advisors, Inc. (real estate development, investment and asset management).	84	None

Paula H.J. Cholmondeley c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1947	Trustee since July 2000	Ms. Cholmondeley has been the Chairman and Chief Executive Officer of the Sorrel Group, a management consulting company, since January 2004. Prior thereto, Ms. Cholmondeley was Vice President and General Manager of Sappi Fine Paper North America.	84	Director of Dentsply International, Inc., Ultralife Batteries, Inc. , Terex Corporation, Minerals Technology, Inc. and Albany International Corp.

C. Brent DeVore c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1940	Trustee since 1990	Dr. DeVore is President of Otterbein College.	84	None

Phyllis K. Dryden c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1947	Trustee since December 2004	Ms. Dryden was a former Managing Partner of marchFIRST, a global management consulting firm prior to February, 2001.	84	None

Barbara L. Hennigar c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1935	Trustee since July 2000	Retired.	84	None


226		Annual Report 2005

Trustees who are not Interested Persons (as defined in the 1940 Act) and Officers of the Funds

as of October 31, 2005 (Continued)


Name, Address and Year of Birth	Position(s) Held with the Trust and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in the Gartmore Fund Complex Overseen by Trustee	Other Directorships Held by Trustee or Nominee2

Barbara I. Jacobs c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1950	Trustee since December 2004	Ms. Jacobs has served as Chairman of the Board of Directors of KICAP Network Fund, a European (United Kingdom) hedge fund, since December 2000. Prior to 2004, Ms. Jacobs was also a Managing Director and European Portfolio Manager with CREF Investments (Teachers Insurance Annuity Association – College Retirement Equity Fund).	84	None

Douglas F. Kridler c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1955	Trustee since September 1997	Mr. Kridler has served as the President and Chief Executive Officer of the Columbus Foundation (a Columbus, OH-based foundation which manages over 1,300 individual endowment funds) since February 2002. Mr. Kridler was the President of the Columbus Association for the Performing Arts prior thereto and Chairman of the Greater Columbus Convention and Visitors Bureau during 2000 and 2001.	84	None

Michael D. McCarthy c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1947	Trustee since December 2004	Mr. McCarthy serves as: the Founder and Chairman of The Eureka Foundation (which sponsors and funds the “Great Museums” series on PBS); and a Partner of Pineville Properties LLC (a commercial real estate development firm).	84³	None

David C. Wetmore c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1948	Trustee since 1995 and Chairman since February 2005	Retired.	84	None

1	Length of time served includes time served with the Trust’s predecessor.


2005 Annual Report		227

Management Information (Unaudited)

Trustees who are Interested Persons (as defined in the 1940 Act) and/or Officers of the Funds

as of October 31, 2005


Name, Address and Year of Birth	Position(s) Held with the Trust and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in the Gartmore Fund Complex Overseen by Trustee	Other Directorships Held by Trustee2

Paul J. Hondros Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1948	Trustee since July 2000	Mr. Hondros has been President and Chief Executive Officer of various Gartmore entities, including Gartmore Distribution Services, Inc. (“GDSI”),³Gartmore Investor Services, Inc. (“GISI”),³Gartmore Morley Capital Management, Inc. (“GMCM”),³Gartmore Morley Financial Services, Inc. (“GMFS”),³NorthPointe Capital, LLC (“NorthPointe”),³Gartmore Global Asset Management Trust (“GGAMT”)^3,, Gartmore Global Investments, Inc. (“GGI”)³, Gartmore Mutual Fund Capital Trust (“GMFCT”)³ and Gartmore SA Capital Trust (“GSA”)³; and a Director of Nationwide Securities, Inc.³, as well as several entities within Nationwide Financial Services, Inc.	84⁴	None

Arden L. Shisler c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1941	Trustee since February 2000	Mr. Shisler has been a consultant since January 2003. Prior thereto, he was President and Chief Executive Officer of K&B Transport, Inc., a trucking firm. Since 1992, Mr. Shisler has also been Chairman of the Board for Nationwide Mutual Insurance Company³.	84	Director of Nationwide Financial Services, Inc.

Gerald J. Holland Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1951	Treasurer since March 2001	Mr. Holland is Senior Vice President – Operations for GGI³, GMFCT³ , and GSA³.	84	None

Michael A. Krulikowski Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1959	Chief Compliance Officer since June 2004	Since November 1999, Mr. Krulikowski has served as a Vice President and Chief Compliance Officer of GGI. Since June 2004, Mr. Krulikowski has also served as Chief Compliance Officer of the Trust.	84	None


228		Annual Report 2005

Trustees who are Interested Persons (as defined in the 1940 Act) and/or Officers of the Funds

as of October 31, 2005 (Continued)


Name, Address and Year of Birth	Position(s) Held with the Trust and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in the Gartmore Fund Complex Overseen by Trustee	Other Directorships Held by Trustee2

Eric E. Miller Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1953	Secretary since December 2002	Mr. Miller is Senior Vice President, Chief Counsel for GGI³, GMFCT³ and GSA³ since August 2002. From August 2000 to August 2002, Mr. Miller was a Partner with Stradley Ronan Stevens & Young, LLP.	84	None

1	Length of time served includes time served with the Trust’s predecessor.

3	This position is held with an affiliated person or principal underwriter of the Trust.


2005 Annual Report		229

Index Definitions

Citigroup High Yield Market Index: An unmanaged index of high-yield debt securities that is a broad market measure.

Goldman Sachs Convertible 100 Index: An unmanaged index that tracks the performance of 100 equally weighted convertible issues, each with a market capitalization of at least $100 million. The index measures the performance of its components against that of their underlying common stocks as well as against other broad market indexes.

Goldman Sachs Healthcare Index: An unmanaged, market capitalization-weighted index that is generally representative of the stocks in the health-care sector.

Goldman Sachs Natural Resources Index: An unmanaged, modified capitalization-weighted sector index of U.S.-traded natural resource-related stocks; includes companies in the categories of extractive industries, energy companies, owners and operators of timber tracts, forestry services, producers of pulp and paper, and owners of plantations.

Goldman Sachs Technology Composite Index (GSTI®): An unmanaged, market capitalization-weighted index that is designed to measure the performance of companies in the technology sector.

Morgan Stanley Capital International (MSCI) All Country World excluding U.S. Index: An unmanaged, free float-adjusted, market-capitalization index that is designed to measure the performance of the stocks in companies in all countries except the United States.

Morgan Stanley Capital International (MSCI) Emerging Markets Index^SM: An unmanaged, free float-adjusted, market-capitalization index that is designed to measure the performance of the stocks in emerging-country markets.

Morgan Stanley Capital International (MSCI) World Index^SM: An unmanaged, free float-adjusted, market-capitalization index that is designed to measure the performance of global developed-market equities.

Morgan Stanley Capital International (MSCI) World Financials Index^SM: An unmanaged index that is based on developed-market country indexes and is generally representative of the stocks in the global financial services sector.

Morgan Stanley Capital International (MSCI) World Telecommunication Services Index^SM: An unmanaged index that is based on developed-market country indexes and is generally representative of the stocks in the global utilities sector.

Morgan Stanley Capital International (MSCI) World Utilities Index^SM: An unmanaged index that is based on developed-market country indexes and is generally representative of the stocks in the utilities sector, which includes industry groups such as electric, gas, multi-utilities, and unregulated power and water.

Morgan Stanley Capital International (MSCI) Zhong Hua Index: An unmanaged, free float-adjusted, market capitalization-weighted index that is designed to measure the performance of stocks in the developed markets of China and Hong Kong; the index gives one-third of its weightings to China stocks and the remainder to Hong Kong stocks.

Russell 2000® Growth Index: An unmanaged index that measures the performance of the stocks of U.S. companies in the Russell 2000® Index (the smallest 2,000 U.S. companies, based on market capitalization) with higher price-to-book ratios and higher forecasted growth values.

Russell Midcap® Growth Index: An unmanaged index of mid-capitalization growth stocks of U.S. companies; measures the performance of the stocks of those Russell Midcap® Index companies with higher price-to-book ratios and higher forecasted growth values, and gives a broad look at how the stock prices of medium-sized U.S. companies have performed.

Standard & Poor’s 500® (S&P 500) Index: An unmanaged, capitalization-weighted index of 500 widely held stocks of large-cap U.S. companies that gives a broad look at how the stock prices of those companies have performed.

Wilshire Micro-Cap® Index: An unmanaged, capitalization-weighted index that measures small-cap stocks in the bottom “half” of the Wilshire 5000 Total Market Index as of June 30 of each year; the Wilshire 5000 Total Market Index contains more than 6,500 stocks that trade and are based in the United States.

Gartmore Funds

1200 River Road, Suite 1000

Conshohocken, PA 19428

www.gartmorefunds.com

AR-Spec 12/05

Annual Report



		October 31, 2005

Gartmore Bond Index Fund

Gartmore International Index Fund

Gartmore Mid Cap Market Index Fund

Gartmore S&P 500 Index Fund

Gartmore Small Cap Index Fund

www.gartmorefunds.com

LOGO

Solutions.

LOGO


UNITED STATES		UNITED KINGDOM		JAPAN

This wide range of investment opportunities is built on sound investment management processes designed to increase the probability of delivering enhanced risk-adjusted returns over the long term.

www.gartmore.com

*Gartmore’s Affiliated Advisers

The following 11 asset management affiliates of Nationwide do business under the trade name “Gartmore Group”: Gartmore Capital Management Ltd², Gartmore Fund Managers Ltd², Gartmore Global Partners^{2, 3}, Gartmore Investment Ltd², Gartmore Japan Ltd², Gartmore Morley Capital Management, Inc.³, Gartmore Mutual Fund Capital Trust^{3, 4}, Gartmore Riverview, LLC³, Gartmore SA Capital Trust^{3, 4}, Gartmore Separate Accounts LLC³, and NorthPointe Capital® LLC³

As of Oct. 31, 2005.

These advisers are subsidiaries of Gartmore Investment Management plc, which ultimately reports to Nationwide®.

These are SEC-registered investment advisers based in the United States. Collectively, these advisers manage $43 billion as of Oct. 31, 2005.

Together, these advisers do business as Gartmore Global Investments, Inc.

Gartmore Funds distributed by Gartmore Distribution Services, Inc., Member NASD. 1200 River Road, Suite 1000, Conshohocken, PA 19428.

Annual Report



		October 31, 2005


				Contents

2				Gartmore Bond Index Fund
32				Gartmore International Index Fund
65				Gartmore Mid Cap Market Index Fund
77				Gartmore S&P 500 Index Fund
90				Gartmore Small Cap Index Fund

136				Notes to Financial Statements

Small-company stocks have higher risks than the stocks of larger, more established companies and have significant short-term price volatility.

Investing in mutual funds involves risk, including possible loss of principal.

There is no assurance that the investment objective of any fund will be achieved.

PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. Performance shown is for Class A shares of the Fund at NAV. The investment return and principal value of an investment will fluctuate, so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The indexes shown are unmanaged and do not reflect any fees or expenses. Investors cannot invest directly in market indexes. To obtain performance information current to the most recent month-end, which may be higher or lower than the performance shown, please call 800-848-0920 or visit www.gartmorefunds.com.

Statement Regarding Availability of Quarterly Portfolio Schedule.

Statement Regarding Availability of Proxy Voting Record.

Gartmore Bond Index Fund

For the annual period ended Oct. 31, 2005, the Gartmore Bond Index Fund (Class A at NAV) returned 0.56% versus 1.14% for its benchmark, the Lehman Brothers U.S. Aggregate Index (Lehman Aggregate Index). For broader comparison, the average return for the Fund’s Lipper peer category of Intermediate Investment Grade Debt Funds was 0.82%.

The U.S. fixed-income markets, represented by the Lehman Aggregate Index, experienced a generally volatile environment during the reporting period. The Federal Reserve Board, through the Federal Open Market Committee (FOMC), continued its “measured pace” of monetary tightening by raising the federal funds rate 25 basis points at eight consecutive meetings. This brought the rate up to 3.75% from 1.75%. While short-term rates rose throughout the reporting period, longer-term rates took a circuitous route before ending higher at the conclusion of the period.

The yield on the two-year U.S. Treasury note rose steadily from 2.58% to 4.37%, an increase of 1.79%. In the meantime, the yield on the 10-year U.S. Treasury note began the period at 4.07% and dipped as low as 3.89% in June before ending at 4.55%. Overall, this movement caused the yield curve [a plotted graph line of the yields (or interest rates) on long-term and short-term maturity bonds, usually treasury securities] to flatten dramatically. The spread between yields on the two-year and 10-year U.S. Treasury notes began the reporting period at 1.49% (or 149 basis points), compressed to as low as 14 basis points during the aftermath of Hurricane Katrina, and finished at about 18 basis points. Essentially, longer-term rates continue to be low relative to shorter-term rates due to: 1) the lack of clear evidence that inflation is seeping into the prices of finished goods; 2) demand for long-term U.S. bonds by foreign investors–particularly Asian central banks; and 3) demand from U.S. pension plans for long-term securities to match the profile of their liabilities.

We evaluate the three major components of the Lehman Aggregate Index (italicized below) when analyzing its total returns. During the reporting period, the government bond sector posted a total return of 0.94%, which was slightly less than the return of the overall Index. The U.S. Treasury component of the Index posted a total return of 0.88% as rising yields caused prices to decline, particularly in the shorter-term issues. The U.S. Government Agency component of the government bond sector fared better with 1.27%. While yield spreads on agency debt relative to comparably maturing Treasury notes increased somewhat during the period, the Agency debt’s higher absolute yield levels provided the impetus for total returns that were higher than those of the U.S. Treasury sector.

The credit sector posted a 0.75% total return during the reporting period, which was 39 basis points less than the return of the Index. Overall, corporate bonds, which comprise the largest component of this sector, performed well. The continued expansion of the economy and the relative financial health of corporate balance sheets and income statements were the major factors in the performance of corporate bonds. Yield spreads on corporate bonds relative to U.S. Treasury securities began the period at about 98 basis points and ended at about 88 basis points. Meaningful volatility occurred during the period, however, in the fallout from the rating agencies’ decision to downgrade Ford Motor Co. and General Motors Corp. debt in April and May. At that time, spreads widened quickly and dramatically before settling into a relatively tight trading range. Exacerbating this condition were the decisions made by the benchmark Index purveyor about whether or not to remove and re-include these issues in the Index.

The securitized sector (dominated by mortgage-backed securities, or MBS) fared the best with a total return of 1.61%. The MBS market is influenced by changing interest rates and how they translate into lending and refinancing activity. Long-term rates during the reporting period were relatively stable before trending higher toward the end of the period. As a result, refinancing activity slowed and become more predictable than it had been in previous periods, contributing to the sector’s relative outperformance. In addition, rising short-term rates made hybrid and floating-rate structures less attractive to homeowners, who were more likely to lock in longer-term rates that continue to be attractive.

Portfolio Manager:

Fund Asset Management, L.P.-Subadviser


2		Annual Report 2005


Fund Performance		Gartmore Bond Index Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	0.56%	5.83%	6.14%
	w/SC³	-5.23%	4.60%	5.41%
Class B⁴	w/o SC²	-0.04%	5.32%	5.84%
	w/SC⁵	-4.88%	4.99%	5.84%
Institutional Class⁶		0.97%	6.27%	6.46%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

These returns until the creation of Class A and Institutional shares (12/29/99) include the performance of the Master Aggregate Bond Index Series (the “Series”), which began operations on April 3, 1997. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class A and Institutional Class shares would have produced because these classes of the Fund’s shares invested in the same portfolio of securities as the Series. The performance for these classes has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees applicable to such classes; if these fees were reflected, the performance for Class A and Institutional Class shares would have been lower.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴

These returns until the creation of Class B shares (10/12/01) include performance based on the Series for the period through December 28, 1999 and the Fund’s Class A shares for the period from December 29, 1999 to October 11, 2001. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class B shares would have produced because Class B shares invest in the same portfolio of securities as Class A shares. The performance for these classes has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes; if these fees were reflected, the performance for Class B shares would have been lower.

⁵	A 5.00% maximum contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁶	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Bond Index Fund, the Lehman Brothers Aggregate Bond Index (LB Aggregate Bond)(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The LB Aggregate Bond is an unmanaged index comprised of U.S. government securities and corporate debt securities and is generally representative of the bond market as a whole.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		3

Shareholder

Expense Example

Gartmore Bond Index Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Bond Index Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	998.60	$	3.57	0.72%
	Hypothetical	¹	$	1,000.00	$	1,021.43	$	3.62	0.72%
Class B	Actual		$	1,000.00	$	995.60	$	6.53	1.32%
	Hypothetical	¹	$	1,000.00	$	1,018.45	$	6.63	1.32%
Institutional Class	Actual		$	1,000.00	$	1,000.70	$	1.59	0.32%
	Hypothetical	¹	$	1,000.00	$	1,023.41	$	1.61	0.32%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


4		Annual Report 2005


Portfolio Summary		Gartmore Bond Index Fund

October 31, 2005


Asset Allocation
U.S. Government and Agency Long-Term Obligations		71.2%
Corporate Bonds		34.5%
Soverign Bonds		2.1%
Cash Equivalents		1.8%
Municipal Bonds		0.1%
Other Investments*		16.1%
Liabilites in excess of Other Assets**		-25.8 %

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Federal Home Loan Mortgage Corporation		43.6%
Financial Services		16.3%
Federal National Mortgage Association		13.7%
U.S. Treasury Bonds		5.8%
Government National Mortgage Association		4.6%
Banking		4.1%
U.S. Treasury Notes		3.5%
Special Purpose Entity		1.8%
Telecommunications		1.8%
Electric – Integrated		1.4%
Other Industries		3.4%

		100.0%


Top Holdings***
Federal Home Loan Mortgage Corporation, TBA, 5.50%, 11/15/35		6.3%
Federal National Mortgage Association, 5.75%, 02/15/08		5.1%
Federal Home Loan Mortgage Corporation, 4.88%, 03/15/07		3.2%
Federal National Mortgage Association, 6.00%, 05/15/11		2.1%
Federal Home Loan Mortgage Corporation, 3.25%, 08/15/08		2.0%
Federal Home Loan Mortgage Corporation, 5.00%, 08/01/35		2.0%
Wachovia Bank Commercial Mortgage, 4.14%, 10/15/15		2.0%
U.S. Treasury Bonds, 6.25%, 08/15/23		1.9%
Federal Home Loan Mortgage Corporation, 6.63%, 09/15/09		1.8%
Federal Home Loan Mortgage Corporation, 5.50%, 07/15/06		1.7%
Other Holdings		71.9%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		5

Statement of Investments

October 31, 2005

Gartmore Bond Index Fund

U.S. Government and Agency Long-Term Obligations (71.2%)


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (43.6%)
5.25%, 06/15/06 (e)	$	365,000	$	366,767
7.18%, 06/27/06		55,000		55,978
5.50%, 07/15/06		25,420,000		25,604,473
4.88%, 03/15/07 (e)		47,910,000		48,088,753
3.25%, 08/15/08 (e)		31,595,000		30,436,381
6.63%, 09/15/09 (e)		1,075,000		1,145,062
6.63%, 09/15/09		26,165,000		27,879,802
5.13%, 07/15/12 (e)		10,325,000		10,478,543
4.88%, 11/15/13 (e)		17,050,000		17,019,293
6.00%, 04/01/14		370,800		378,974
5.00%, 07/15/14 (e)		5,655,000		5,680,272
4.38%, 07/17/15 (e)		12,230,000		11,703,878
5.00%, 09/01/18		385,202		380,262
5.50%, 04/01/19		336,795		339,008
5.50%, 11/01/19		802,099		807,369
5.50%, 12/01/19		388,704		391,258
4.00%, 03/01/20		436,211		412,588
4.00%, 03/01/20		53,527		50,647
4.50%, 03/01/20		561,946		543,805
4.00%, 04/01/20		122,978		116,318
4.00%, 04/01/20		489,246		462,750
4.00%, 04/01/20		58,454		55,308
4.50%, 04/01/20		11,246,857		10,883,795
5.00%, 04/01/20		952,355		939,766
5.00%, 04/01/20		481,618		475,252
5.00%, 04/01/20		980,850		967,884
5.00%, 04/01/20		488,568		482,110
5.00%, 04/01/20		761,419		751,354
5.50%, 05/01/20		389,989		392,565
5.00%, 06/01/20		295,414		291,509
5.00%, 06/01/20		476,622		470,322
5.00%, 06/01/20		901,500		889,583
6.00%, 06/01/20		382,720		390,988
4.50%, 07/01/20		500,001		483,860
5.00%, 07/01/20		1,262,929		1,246,235
4.00%, 08/01/20		11,905,683		11,260,916
4.50%, 10/01/20		600,000		580,631
6.75%, 09/15/29		945,000		1,146,481
6.50%, 05/01/31		65,669		67,454
6.50%, 09/15/31		576,285		598,118
6.50%, 03/15/32		1,703,254		1,767,423
7.00%, 04/15/32		365,427		384,173
7.00%, 05/15/32		286,423		301,093


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
7.00%, 06/15/32	$	347,595	$	365,397
6.25%, 07/15/32 (e)		2,110,000		2,446,959
7.00%, 07/15/32		562,291		591,089
6.50%, 02/01/33		784,180		806,065
6.00%, 11/01/33		2,791,707		2,821,549
6.50%, 12/01/33		1,133,287		1,161,950
6.50%, 05/01/34		1,110,194		1,138,273
6.50%, 05/01/34		900,001		922,763
6.00%, 06/01/34		696,242		703,402
6.00%, 06/01/34		367,906		371,689
6.00%, 07/01/34		390,643		394,660
6.00%, 08/01/34		1,719,029		1,736,707
6.00%, 08/01/34		684,757		691,798
6.00%, 08/15/34		424,354		432,122
6.50%, 08/15/34		1,335,644		1,386,263
6.00%, 10/15/34		841,536		856,940
6.50%, 01/01/35		592,847		607,841
6.00%, 02/01/35		337,862		341,325
6.00%, 02/01/35		1,082,014		1,093,106
6.00%, 03/01/35		1,882,027		1,902,145
6.00%, 03/01/35		2,600,001		2,626,738
6.50%, 04/01/35		368,938		378,266
6.00%, 05/01/35		965,453		975,381
6.50%, 05/01/35		308,241		316,034
5.00%, 08/01/35		31,450,009		30,268,731
5.00%, 08/01/35		11,174,756		10,755,026
5.00%, 08/01/35		798,041		768,067
5.00%, 08/01/35		18,950,310		18,238,527
5.00%, 08/01/35		797,101		767,161
5.00%, 08/01/35		8,462,229		8,144,384
5.00%, 08/01/35		11,942,186		11,493,631
5.00%, 08/01/35		4,737,521		4,559,577
5.50%, 08/01/35		5,100,509		5,036,444
5.00%, 08/15/35		498,771		486,765
4.50%, 09/01/35		699,999		653,483
4.50%, 09/01/35		8,828,008		8,241,373
4.50%, 09/01/35		600,000		560,129
5.00%, 09/01/35		699,999		673,707
5.00%, 09/01/35		8,800,000		8,469,467
5.00%, 09/01/35		7,500,750		7,219,018
5.50%, 09/01/35		9,410,006		9,291,812
5.00%, 10/01/35		1,500,000		1,443,659
5.50%, 10/01/35		6,900,000		6,813,333


6		Annual Report 2005

U.S. Government and Agency Long-Term Obligations (continued)


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
5.50%, 10/01/35	$	9,600,960	$	9,480,367
5.50%, 10/01/35		7,400,000		7,307,052
6.50%, 10/01/35		400,000		410,113
Gold, Pool #E00282, 6.50%, 03/01/09		212,117		218,754
Gold, Pool #G10399, 6.50%, 07/01/09		100,597		102,916
Gold, Pool #E00394, 7.50%, 09/01/10		143,304		149,954
Gold, Pool #M80898, 4.50%, 02/01/11		1,125,304		1,106,917
Gold, Pool #M80904, 4.50%, 03/01/11		731,517		718,952
Gold, Pool #M80917, 4.50%, 05/01/11		163,903		161,225
Gold, Pool #M80926, 4.50%, 07/01/11		667,681		656,772
Gold, Pool #M80934, 4.50%, 08/01/11		820,186		806,098
Gold, Pool #G10940, 6.50%, 11/01/11		54,905		56,608
Gold, Pool #E00507, 7.50%, 09/01/12		10,283		10,844
Gold, Pool #G10749, 6.00%, 10/01/12		250,099		255,523
Gold, Pool #E69050, 6.00%, 02/01/13		128,200		130,984
Gold, Pool #E72896, 7.00%, 10/01/13		44,150		46,031
Gold, Pool #E00802, 7.50%, 02/01/15		163,203		172,107
Gold, Pool #G11001, 6.50%, 03/01/15		119,329		123,124
Gold, Pool #G11003, 7.50%, 04/01/15		8,779		9,258
Gold, Pool #G11164, 7.00%, 05/01/15		29,946		31,224
Gold, Pool #E81396, 7.00%, 10/01/15		5,433		5,665
Gold, Pool #E81394, 7.50%, 10/01/15		41,195		43,441
Gold, Pool #E84097, 6.50%, 12/01/15		17,367		17,915


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
Gold, Pool #E00938, 7.00%, 01/01/16	$	81,356	$	84,825
Gold, Pool #E82132, 7.00%, 01/01/16		13,641		14,222
Gold, Pool #E82815, 6.00%, 03/01/16		65,960		67,414
Gold, Pool #E83233, 6.00%, 04/01/16		40,601		41,492
Gold, Pool #E83231, 6.00%, 04/01/16		15,723		16,068
Gold, Pool #E83046, 7.00%, 04/01/16		8,429		8,788
Gold, Pool #E83355, 6.00%, 05/01/16		56,986		58,236
Gold, Pool #E00975, 6.00%, 05/01/16		211,208		215,865
Gold, Pool #E83636, 6.00%, 05/01/16		103,500		105,771
Gold, Pool #E83933, 6.50%, 05/01/16		2,835		2,924
Gold, Pool #E00985, 6.00%, 06/01/16		113,440		115,940
Gold, Pool #E84236, 6.50%, 06/01/16		25,586		26,387
Gold, Pool #E00987, 6.50%, 06/01/16		99,608		102,747
Gold, Pool #E00996, 6.50%, 07/01/16		12,248		12,634
Gold, Pool #E84912, 6.50%, 08/01/16		51,381		52,989
Gold, Pool #E85137, 6.50%, 08/01/16		42,639		43,974
Gold, Pool #E85387, 6.00%, 09/01/16		139,654		142,719
Gold, Pool #E85800, 6.50%, 10/01/16		28,095		28,974
Gold, Pool #E86183, 6.00%, 11/01/16		16,831		17,201
Gold, Pool #E01083, 7.00%, 11/01/16		23,619		24,621
Gold, Pool #G11207, 7.00%, 11/01/16		66,223		69,044
Gold, Pool #E86746, 5.50%, 12/01/16		255,952		257,642


2005 Annual Report		7

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Index Fund (Continued)

U.S. Government and Agency Long-Term Obligations (continued)


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
Gold, Pool #E86533, 6.00%, 12/01/16	$	41,091	$	41,993
Gold, Pool #E87584, 6.00%, 01/01/17		36,844		37,653
Gold, Pool #E01095, 6.00%, 01/01/17		44,830		45,814
Gold, Pool #E86995, 6.50%, 01/01/17		79,191		81,670
Gold, Pool #E87291, 6.50%, 01/01/17		118,364		122,069
Gold, Pool #E87446, 6.50%, 01/01/17		25,460		26,257
Gold, Pool #E88076, 6.00%, 02/01/17		32,323		33,032
Gold, Pool #E88106, 6.50%, 02/01/17		139,855		144,235
Gold, Pool #E88055, 6.50%, 02/01/17		178,266		183,849
Gold, Pool #E01127, 6.50%, 02/01/17		74,476		76,811
Gold, Pool #E88474, 6.00%, 03/01/17		69,606		71,132
Gold, Pool #E01137, 6.00%, 03/01/17		67,227		68,703
Gold, Pool #E88134, 6.00%, 03/01/17		13,177		13,465
Gold, Pool #E88768, 6.00%, 03/01/17		159,935		163,445
Gold, Pool #E01138, 6.50%, 03/01/17		36,798		37,950
Gold, Pool #E88729, 6.00%, 04/01/17		50,264		51,366
Gold, Pool #E89222, 6.00%, 04/01/17		248,459		253,906
Gold, Pool #E89496, 6.00%, 04/01/17		63,776		65,174
Gold, Pool #E89149, 6.00%, 04/01/17		86,910		88,815
Gold, Pool #E01139, 6.00%, 04/01/17		297,679		304,211
Gold, Pool #E89151, 6.00%, 04/01/17		67,236		68,710
Gold, Pool #E89347, 6.00%, 04/01/17		15,704		16,048


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
Gold, Pool #E89217, 6.00%, 04/01/17	$	39,095	$	39,952
Gold, Pool #E89203, 6.50%, 04/01/17		36,201		37,334
Gold, Pool #E89746, 6.00%, 05/01/17		477,734		488,206
Gold, Pool #E01140, 6.00%, 05/01/17		262,038		267,789
Gold, Pool #E89909, 6.00%, 05/01/17		64,776		66,196
Gold, Pool #E89788, 6.00%, 05/01/17		41,030		41,929
Gold, Pool #E89530, 6.00%, 05/01/17		171,802		175,568
Gold, Pool #E89924, 6.50%, 05/01/17		175,248		180,737
Gold, Pool #E01156, 6.50%, 05/01/17		102,652		105,867
Gold, Pool #E90194, 6.00%, 06/01/17		56,243		57,476
Gold, Pool #B15071, 6.00%, 06/01/17		771,511		788,442
Gold, Pool #E90313, 6.00%, 06/01/17		24,136		24,665
Gold, Pool #E90227, 6.00%, 06/01/17		42,224		43,149
Gold, Pool #E01157, 6.00%, 06/01/17		182,931		186,945
Gold, Pool #E90591, 5.50%, 07/01/17		256,955		258,707
Gold, Pool #E90645, 6.00%, 07/01/17		322,503		329,573
Gold, Pool #E90594, 6.00%, 07/01/17		155,826		159,242
Gold, Pool #E90667, 6.00%, 07/01/17		43,748		44,707
Gold, Pool #E01186, 5.50%, 08/01/17		571,272		575,187
Gold, Pool #E01205, 6.50%, 08/01/17		73,333		75,630
Gold, Pool #G11295, 5.50%, 09/01/17		380,539		383,132
Gold, Pool #G11458, 6.00%, 09/01/17		161,194		164,746


8		Annual Report 2005

U.S. Government and Agency Long-Term Obligations (continued)


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
Gold, Pool #E93476, 5.00%, 01/01/18	$	471,195	$	465,292
Gold, Pool #G11434, 6.50%, 01/01/18		121,989		125,807
Gold, Pool #E01311, 5.50%, 02/01/18		5,667,291		5,705,851
Gold, Pool #E01344, 4.50%, 04/01/18		318,951		309,107
Gold, Pool #E98207, 5.00%, 04/01/18		143,004		141,170
Gold, Pool #G11399, 5.50%, 04/01/18		561,089		564,949
Gold, Pool #E96459, 5.00%, 05/01/18		190,737		188,290
Gold, Pool #E99869, 5.00%, 06/01/18		243,146		240,100
Gold, Pool #E97702, 5.00%, 07/01/18		1,571,324		1,551,170
Gold, Pool #E97335, 5.00%, 07/01/18		3,860,551		3,811,036
Gold, Pool #E98258, 5.00%, 07/01/18		686,474		677,669
Gold, Pool #E97366, 5.00%, 07/01/18		989,946		977,249
Gold, Pool #E99579, 5.00%, 09/01/18		318,318		314,235
Gold, Pool #E99498, 5.00%, 09/01/18		356,484		351,912
Gold, Pool #E99673, 5.00%, 10/01/18		189,177		186,750
Gold, Pool #E01488, 5.00%, 10/01/18		351,781		347,288
Gold, Pool #E99675, 5.00%, 10/01/18		1,905,284		1,880,847
Gold, Pool #G11480, 5.00%, 11/01/18		1,858,880		1,835,038
Gold, Pool #B10650, 5.00%, 11/01/18		537,533		530,639
Gold, Pool #B10653, 5.50%, 11/01/18		696,311		700,899
Gold, Pool #B11186, 4.50%, 12/01/18		13,054,783		12,649,247
Gold, Pool #E01538, 5.00%, 12/01/18		2,333,965		2,303,988


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
Gold, Pool #B11548, 5.50%, 12/01/18	$	488,771	$	491,999
Gold, Pool #B13147, 5.00%, 01/01/19		1,442,230		1,423,732
Gold, Pool #B12214, 5.00%, 02/01/19		872,260		860,768
Gold, Pool #G11531, 5.50%, 02/01/19		251,758		253,417
Gold, Pool #B12737, 4.50%, 03/01/19		1,120,000		1,084,240
Gold, Pool #E01604, 5.50%, 03/01/19		420,329		423,105
Gold, Pool #B12908, 5.50%, 03/01/19		393,914		396,502
Gold, Pool #B13671, 5.00%, 04/01/19		318,868		314,667
Gold, Pool #B13600, 5.50%, 04/01/19		266,691		268,443
Gold, Pool #B14236, 5.00%, 05/01/19		983,959		970,996
Gold, Pool #B15172, 4.50%, 06/01/19		775,924		751,151
Gold, Pool #B15013, 5.00%, 06/01/19		749,166		739,296
Gold, Pool #B15396, 5.50%, 06/01/19		456,716		459,717
Gold, Pool #B15759, 4.50%, 07/01/19		1,139,667		1,103,280
Gold, Pool #G18002, 5.00%, 07/01/19		408,334		402,955
Gold, Pool #B15717, 5.00%, 07/01/19		842,864		831,760
Gold, Pool #B15872, 5.00%, 07/01/19		433,218		427,511
Gold, Pool #B15503, 5.00%, 07/01/19		498,215		491,652
Gold, Pool #G18007, 6.00%, 07/01/19		230,441		235,424
Gold, Pool #G18005, 5.00%, 08/01/19		1,083,032		1,068,764
Gold, Pool #G18006, 5.50%, 08/01/19		394,662		397,255
Gold, Pool #B16087, 6.00%, 08/01/19		824,482		842,312


2005 Annual Report		9

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Index Fund (Continued)

U.S. Government and Agency Long-Term Obligations (continued)


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
Gold, Pool #B16657, 5.00%, 09/01/19	$	548,664	$	541,436
Gold, Pool #G18009, 5.00%, 09/01/19		1,934,610		1,909,123
Gold, Pool #B16626, 5.00%, 09/01/19		2,207,985		2,178,896
Gold, Pool #B16648, 5.00%, 09/01/19		414,223		408,765
Gold, Pool #B16826, 5.00%, 10/01/19		687,327		678,272
Gold, Pool #B16985, 5.00%, 10/01/19		339,394		334,923
Gold, Pool #B17371, 5.00%, 12/01/19		817,816		807,042
Gold, Pool #B14668, 5.00%, 01/01/20		1,533,394		1,513,124
Gold, Pool #C00351, 8.00%, 07/01/24		7,198		7,688
Gold, Pool #D60780, 8.00%, 06/01/25		11,976		12,783
Gold, Pool #D64617, 8.00%, 10/01/25		77,246		82,509
Gold, Pool #D82854, 7.00%, 10/01/27		26,327		27,526
Gold, Pool #C00566, 7.50%, 12/01/27		33,285		35,268
Gold, Pool #C16221, 7.00%, 10/01/28		1,354		1,415
Gold, Pool #C00676, 6.50%, 11/01/28		163,629		168,381
Gold, Pool #C00678, 7.00%, 11/01/28		44,510		46,524
Gold, Pool #C18271, 7.00%, 11/01/28		32,515		33,987
Gold, Pool #C24416, 8.50%, 02/01/29		4,966		5,390
Gold, Pool #C00836, 7.00%, 07/01/29		18,200		19,006
Gold, Pool #C30265, 6.50%, 08/01/29		44,830		46,115
Gold, Pool #A16201, 7.00%, 08/01/29		352,309		367,916
Gold, Pool #C31285, 7.00%, 09/01/29		39,285		41,025


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
Gold, Pool #C31282, 7.00%, 09/01/29	$	4,815	$	5,028
Gold, Pool #A18212, 7.00%, 11/01/29		710,676		742,160
Gold, Pool #C32914, 8.00%, 11/01/29		15,264		16,263
Gold, Pool #C37436, 8.00%, 01/01/30		24,253		25,842
Gold, Pool #C36306, 7.00%, 02/01/30		23,139		24,156
Gold, Pool #C36429, 7.00%, 02/01/30		28,128		29,364
Gold, Pool #C00921, 7.50%, 02/01/30		24,258		25,657
Gold, Pool #G01108, 7.00%, 04/01/30		15,832		16,534
Gold, Pool #C37703, 7.50%, 04/01/30		17,724		18,746
Gold, Pool #G01133, 6.50%, 07/01/30		117,130		120,531
Gold, Pool #C41561, 8.00%, 08/01/30		7,910		8,426
Gold, Pool #C01051, 8.00%, 09/01/30		49,623		52,861
Gold, Pool #C43550, 7.00%, 10/01/30		43,082		44,976
Gold, Pool #C44017, 7.50%, 10/01/30		4,889		5,171
Gold, Pool #C43967, 8.00%, 10/01/30		92,779		98,831
Gold, Pool #C44978, 7.00%, 11/01/30		3,967		4,142
Gold, Pool #C44535, 7.50%, 11/01/30		15,240		16,118
Gold, Pool #C44957, 8.00%, 11/01/30		24,975		26,604
Gold, Pool #C01106, 7.00%, 12/01/30		256,215		267,481
Gold, Pool #C01103, 7.50%, 12/01/30		21,141		22,360
Gold, Pool #C46932, 7.50%, 01/01/31		44,675		47,252
Gold, Pool #C01116, 7.50%, 01/01/31		20,680		21,873


10		Annual Report 2005

U.S. Government and Agency Long-Term Obligations (continued)


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
Gold, Pool #C47143, 8.00%, 01/01/31	$	88,304	$	94,065
Gold, Pool #C47287, 7.50%, 02/01/31		19,281		20,393
Gold, Pool #G01217, 7.00%, 03/01/31		206,497		215,577
Gold, Pool #C48851, 7.00%, 03/01/31		26,787		27,966
Gold, Pool #C48206, 7.50%, 03/01/31		28,479		30,122
Gold, Pool #C48938, 7.50%, 03/01/31		52,781		55,825
Gold, Pool #C01172, 6.50%, 05/01/31		111,418		114,446
Gold, Pool #C52136, 7.00%, 05/01/31		60,214		62,864
Gold, Pool #C53589, 6.50%, 06/01/31		235,347		241,743
Gold, Pool #C53324, 7.00%, 06/01/31		44,008		45,945
Gold, Pool #C01209, 8.00%, 06/01/31		13,748		14,645
Gold, Pool #C54897, 6.50%, 07/01/31		143,908		147,819
Gold, Pool #C54792, 7.00%, 07/01/31		226,015		235,962
Gold, Pool #C55071, 7.50%, 07/01/31		7,068		7,474
Gold, Pool #G01309, 7.00%, 08/01/31		55,124		57,550
Gold, Pool #C56769, 8.00%, 08/01/31		19,504		20,768
Gold, Pool #C58362, 6.50%, 09/01/31		64,376		66,126
Gold, Pool #C58215, 6.50%, 09/01/31		6,682		6,864
Gold, Pool #C01220, 6.50%, 09/01/31		27,470		28,217
Gold, Pool #G01311, 7.00%, 09/01/31		330,881		345,430
Gold, Pool #C01222, 7.00%, 09/01/31		39,195		40,920
Gold, Pool #G01315, 7.00%, 09/01/31		12,806		13,369


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
Gold, Pool #C58961, 6.50%, 10/01/31	$	1,297,828	$	1,333,100
Gold, Pool #C01244, 6.50%, 10/01/31		156,258		160,504
Gold, Pool #C58694, 7.00%, 10/01/31		106,096		110,765
Gold, Pool #C58647, 7.00%, 10/01/31		6,019		6,284
Gold, Pool #C60991, 6.50%, 11/01/31		22,068		22,668
Gold, Pool #C60012, 7.00%, 11/01/31		27,504		28,714
Gold, Pool #C61298, 8.00%, 11/01/31		39,168		41,706
Gold, Pool #C01271, 6.50%, 12/01/31		47,234		48,518
Gold, Pool #C61105, 7.00%, 12/01/31		19,841		20,714
Gold, Pool #C01305, 7.50%, 12/01/31		22,582		23,881
Gold, Pool #C63171, 7.00%, 01/01/32		94,013		98,151
Gold, Pool #C62218, 7.00%, 01/01/32		58,732		61,317
Gold, Pool #C01355, 6.50%, 02/01/32		1,486,332		1,526,727
Gold, Pool #C64121, 7.50%, 02/01/32		63,200		66,835
Gold, Pool #C01310, 6.50%, 03/01/32		258,397		265,276
Gold, Pool #C64668, 6.50%, 03/01/32		54,313		55,759
Gold, Pool #C65466, 6.50%, 03/01/32		448,584		460,526
Gold, Pool #C66088, 6.50%, 04/01/32		35,607		36,555
Gold, Pool #C66191, 6.50%, 04/01/32		82,524		84,720
Gold, Pool #C01343, 6.50%, 04/01/32		228,537		234,621
Gold, Pool #C66192, 6.50%, 04/01/32		48,327		49,614
Gold, Pool #C66744, 7.00%, 04/01/32		15,024		15,679


2005 Annual Report		11

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Index Fund (Continued)

U.S. Government and Agency Long-Term Obligations (continued)


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
Gold, Pool #C01345, 7.00%, 04/01/32	$	157,628	$	164,507
Gold, Pool #G01391, 7.00%, 04/01/32		557,540		582,055
Gold, Pool #C65717, 7.50%, 04/01/32		36,453		38,548
Gold, Pool #C01370, 8.00%, 04/01/32		45,049		47,970
Gold, Pool #C01351, 6.50%, 05/01/32		149,512		153,492
Gold, Pool #C67097, 6.50%, 05/01/32		31,962		32,812
Gold, Pool #C66919, 6.50%, 05/01/32		19,747		20,272
Gold, Pool #C67313, 6.50%, 05/01/32		19,259		19,772
Gold, Pool #C66758, 6.50%, 05/01/32		965,475		991,178
Gold, Pool #C67235, 7.00%, 05/01/32		281,748		294,044
Gold, Pool #C66916, 7.00%, 05/01/32		94,965		99,109
Gold, Pool #C67259, 7.00%, 05/01/32		18,446		19,251
Gold, Pool #C01381, 8.00%, 05/01/32		241,677		257,340
Gold, Pool #C72361, 6.50%, 06/01/32		78,316		80,444
Gold, Pool #C72497, 6.50%, 06/01/32		59,609		61,229
Gold, Pool #C67996, 6.50%, 06/01/32		35,778		36,731
Gold, Pool #C01364, 6.50%, 06/01/32		151,514		155,547
Gold, Pool #C68300, 7.00%, 06/01/32		233,841		244,046
Gold, Pool #C68290, 7.00%, 06/01/32		48,546		50,665
Gold, Pool #C68307, 8.00%, 06/01/32		21,805		23,219
Gold, Pool #C71403, 6.50%, 07/01/32		176,704		181,506
Gold, Pool #G01433, 6.50%, 07/01/32		82,063		84,247


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
Gold, Pool #G01449, 7.00%, 07/01/32	$	387,171	$	404,195
Gold, Pool #C68988, 7.50%, 07/01/32		8,306		8,784
Gold, Pool #C74006, 6.50%, 08/01/32		44,754		45,945
Gold, Pool #G01444, 6.50%, 08/01/32		555,425		570,520
Gold, Pool #G01443, 6.50%, 08/01/32		554,312		569,068
Gold, Pool #C69951, 6.50%, 08/01/32		185,437		190,374
Gold, Pool #C01385, 6.50%, 08/01/32		212,436		218,091
Gold, Pool #C70211, 7.00%, 08/01/32		218,300		227,827
Gold, Pool #C69908, 7.00%, 08/01/32		208,039		217,118
Gold, Pool #C01396, 6.50%, 09/01/32		343,484		352,628
Gold, Pool #C71089, 7.50%, 09/01/32		83,615		88,419
Gold, Pool #C01404, 6.50%, 10/01/32		883,962		907,494
Gold, Pool #C72160, 7.50%, 10/01/32		31,352		33,153
Gold, Pool #A14012, 6.50%, 11/01/32		235,459		241,727
Gold, Pool #C73984, 6.50%, 12/01/32		81,793		83,971
Gold, Pool #C77238, 6.00%, 02/01/33		779,741		788,076
Gold, Pool #C77531, 6.50%, 02/01/33		264,357		271,395
Gold, Pool #G01536, 7.00%, 03/01/33		290,625		303,199
Gold, Pool #G01580, 6.00%, 06/01/33		6,625,926		6,696,754
Gold, Pool #A10212, 6.50%, 06/01/33		126,542		129,742
Gold, Pool #A11792, 6.00%, 08/01/33		335,221		338,804
Gold, Pool #A15173, 6.00%, 11/01/33		2,015,137		2,036,678


12		Annual Report 2005

U.S. Government and Agency Long-Term Obligations (continued)


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
Gold, Pool #A15675, 6.00%, 11/01/33	$	5,589,588	$	5,649,338
Gold, Pool #A16419, 6.50%, 11/01/33		190,233		195,044
Gold, Pool #A16590, 6.00%, 12/01/33		653,797		660,500
Gold, Pool #A17177, 6.50%, 12/01/33		185,303		189,989
Gold, Pool #A17262, 6.50%, 12/01/33		448,994		460,350
Gold, Pool #A17499, 6.00%, 01/01/34		1,824,369		1,843,130
Gold, Pool #C01806, 7.00%, 01/01/34		249,323		260,110
Gold, Pool #A18186, 6.00%, 02/01/34		1,861,033		1,880,171
Gold, Pool #564799, 6.00%, 03/15/34		2,143,080		2,182,309
Gold, Pool #A21356, 6.50%, 04/01/34		784,441		804,281
Gold, Pool #C01851, 6.50%, 04/01/34		809,403		829,874
Gold, Pool #A24297, 6.00%, 05/01/34		761,550		769,358
Gold, Pool #A24123, 6.00%, 06/01/34		317,851		321,109
Gold, Pool #A25000, 6.00%, 07/01/34		2,020,372		2,041,149
Gold, Pool #A25219, 6.00%, 07/01/34		671,363		678,267
Gold, Pool #A24927, 6.00%, 07/01/34		4,949,682		5,000,583
Gold, Pool #A24746, 6.00%, 07/01/34		866,304		875,185
Gold, Pool #A26088, 6.00%, 09/01/34		4,060,720		4,102,479
Gold, Pool #A26688, 6.00%, 09/01/34		553,835		559,530
Gold, Pool #788027, 6.50%, 09/01/34		709,415		728,190
Gold, Pool #G01741, 6.50%, 10/01/34		526,748		540,771
Gold, Pool #G08023, 6.50%, 11/01/34		749,405		768,359


	Principal Amount		Value

Federal Home Loan Mortgage Corporation (continued)
Gold, Pool #804847, 4.50%, 01/01/35	$	698,023	$	653,075
TBA, 5.00%, 11/01/20 (c)		3,600,000		3,550,500
TBA, 5.50%, 11/01/20 (c)		700,000		704,375
TBA, 6.00%, 11/01/20 (c)		400,000		408,500
TBA, 4.50%, 12/01/20 (c)		4,700,000		4,541,375
TBA, 5.00%, 12/01/20 (c)		1,500,000		1,477,968
TBA, 6.00%, 12/01/20 (c)		300,000		306,188
TBA, 4.50%, 11/15/20 (c)		15,659,000		15,145,197
TBA, 6.50%, 11/01/35 (c)		1,000,000		1,025,000
TBA, 5.00%, 12/01/35 (c)		800,000		768,750
TBA, 5.50%, 12/01/35 (c)		400,000		394,250
TBA, 5.50%, 01/01/35 (c)		1,100,000		1,082,813
TBA, 4.50%, 11/01/35 (c)		2,200,000		2,052,875
TBA, 5.00%, 11/15/35 (c)		7,400,000		7,117,875
TBA, 5.50%, 11/15/35 (c)		96,847,000		95,575,884
TBA, 6.00%, 11/15/35 (c)		900,000		908,719

				659,212,624

Federal National Mortgage Association (13.7%)
2.63%, 11/15/06 (e)		11,050,000		10,832,768
5.75%, 02/15/08 (e)		75,495,000		77,250,561
2.50%, 06/15/08 (e)		17,335,000		16,402,897
5.50%, 03/15/11 (e)		13,930,000		14,357,066
6.00%, 05/15/11		30,460,000		32,149,951
5.38%, 11/15/11 (e)		7,315,000		7,513,646
4.38%, 03/15/13 (e)		19,695,000		19,081,717
4.63%, 10/15/14 (e)		23,015,000		22,480,799
5.00%, 04/15/15 (e)		2,600,000		2,608,775
Pool #709921, 5.00%, 06/01/18		203,163		200,553
Pool #255315, 4.00%, 07/01/19		531,540		504,064
Pool #811970, 4.50%, 02/01/20		216,850		209,782
Pool #560868, 7.50%, 02/01/31		14,918		15,747
Pool #607212, 7.50%, 10/01/31		246,923		260,654
Pool #607632, 6.50%, 11/01/31		5,212		5,360
Pool #607559, 6.50%, 11/01/31		8,877		9,130
Pool #661664, 7.50%, 09/01/32		225,175		237,681
Pool #694846, 6.50%, 04/01/33		138,092		141,756
Pool #750229, 6.50%, 10/01/33		656,285		673,698
Pool #A25413, 6.00%, 08/01/34		2,386,634		2,411,102

				207,347,707


2005 Annual Report		13

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Index Fund (Continued)

U.S. Government and Agency Long-Term Obligations (continued)


	Principal Amount		Value

Government National Mortgage Association (4.6%)
4.50%, 10/15/08 (e)	$	405,000	$	402,679
5.25%, 01/15/09		7,040,000		7,160,440
4.25%, 08/15/10 (e)		6,480,000		6,323,054
4.38%, 10/15/15 (e)		200,000		190,897
4.75%, 11/17/15		630,000		619,483
5.50%, 10/01/18		1,185,664		1,193,494
Pool #279461, 9.00%, 11/15/19		8,730		9,532
Pool #G11742, 5.00%, 07/01/20		2,460,648		2,428,230
Pool #376510, 7.00%, 05/15/24		28,174		29,750
Pool #457801, 7.00%, 08/15/28		36,925		38,858
Pool #490258, 6.50%, 02/15/29		7,624		7,923
Pool #486936, 6.50%, 02/15/29		29,610		30,773
Pool #502969, 6.00%, 03/15/29		76,406		77,843
Pool #487053, 7.00%, 03/15/29		31,796		33,442
Pool #781014, 6.00%, 04/15/29		79,388		80,906
Pool #509099, 7.00%, 06/15/29		33,682		35,426
Pool #470643, 7.00%, 07/15/29		83,846		88,188
Pool #434505, 7.50%, 08/15/29		6,303		6,679
Pool #416538, 7.00%, 10/15/29		16,956		17,834
Pool #524269, 8.00%, 11/15/29		19,128		20,454
Pool #781124, 7.00%, 12/15/29		160,943		169,320
Pool #525561, 8.00%, 01/15/30		15,059		16,099
Pool #531352, 7.50%, 09/15/30		32,278		34,189
Pool #507396, 7.50%, 09/15/30		297,344		314,952
Pool #536334, 7.50%, 10/15/30		4,227		4,477
Pool #519020, 7.50%, 11/15/30		6,881		7,289
Pool #545233, 7.50%, 12/15/30		992		1,051
Pool #540659, 7.00%, 01/15/31		2,097		2,205
Pool #535388, 7.50%, 01/15/31		13,702		14,510
Pool #486019, 7.50%, 01/15/31		22,581		23,913
Pool #537406, 7.50%, 02/15/31		10,878		11,520
Pool #528589, 6.50%, 03/15/31		164,408		170,637
Pool #533723, 7.50%, 04/15/31		11,936		12,640
Pool #508473, 7.50%, 04/15/31		48,377		51,230
Pool #544470, 8.00%, 04/15/31		20,484		21,890
Pool #781287, 7.00%, 05/15/31		97,982		103,027
Pool #549742, 7.00%, 07/15/31		61,524		64,681
Pool #781319, 7.00%, 07/15/31		32,571		34,244
Pool #485879, 7.00%, 08/15/31		100,888		106,065
Pool #781328, 7.00%, 09/15/31		89,614		94,231
Pool #555125, 7.00%, 09/15/31		20,181		21,216
Pool #550991, 6.50%, 10/15/31		37,238		38,648
Pool #571267, 7.00%, 10/15/31		13,723		14,427


	Principal Amount		Value

Government National Mortgage Association (continued)
Pool #547948, 6.50%, 11/15/31	$	17,619	$	18,286
Pool #574837, 7.50%, 11/15/31		11,748		12,441
Pool #555171, 6.50%, 12/15/31		14,176		14,713
Pool #781380, 7.50%, 12/15/31		29,839		31,598
Pool #781481, 7.50%, 01/15/32		162,576		172,215
Pool #580972, 6.50%, 02/15/32		32,698		33,926
Pool # 781401, 7.50%, 02/15/32		85,030		90,057
Pool #552474, 7.00%, 03/15/32		55,948		58,814
Pool #781478, 7.50%, 03/15/32		51,238		54,275
Pool #781429, 8.00%, 03/15/32		75,680		80,906
Pool #583645, 8.00%, 07/15/32		42,399		45,308
Pool #595077, 6.00%, 10/15/32		251,179		255,641
Pool #596657, 7.00%, 10/15/32		23,184		24,372
Pool #552903, 6.50%, 11/15/32		1,322,389		1,372,075
Pool #552952, 6.00%, 12/15/32		271,558		276,382
Pool #612953, 7.00%, 12/15/32		109,269		114,866
Pool #602102, 6.00%, 02/15/33		322,662		328,379
Pool #588192, 6.00%, 02/15/33		132,061		134,400
Pool #603520, 6.00%, 03/15/33		296,373		301,624
Pool #604243, 6.00%, 04/15/33		543,781		553,414
Pool #611526, 6.00%, 05/15/33		179,789		182,974
Pool #631924, 6.00%, 05/15/33		400,039		407,127
Pool #553320, 6.00%, 06/15/33		728,224		741,125
Pool #572733, 6.00%, 07/15/33		144,989		147,558
Pool #573916, 6.00%, 11/15/33		525,459		534,768
Pool #781690, 6.00%, 12/15/33		426,130		433,695
Pool #604875, 6.00%, 12/15/33		1,211,089		1,232,545
Pool #781688, 6.00%, 12/15/33		1,000,000		1,017,740
Pool #781699, 7.00%, 12/15/33		186,888		196,481
Pool #621856, 6.00%, 01/15/34		512,867		522,255
Pool #629973, 6.00%, 06/15/34		1,110,619		1,130,949
Pool #486921, 5.50%, 02/15/35		474,000		473,552
5.50%, 09/15/35		4,000,001		3,996,212
5.50%, 10/15/35		7,000,000		6,993,369
5.50%, 10/15/35		6,000,000		5,994,316
TBA, 5.00%, 11/01/35 (c)		11,582,000		11,296,065
TBA, 4.50%, 12/01/35 (c)		3,145,000		2,969,075
TBA, 5.50%, 01/01/35 (c)		800,000		796,750
TBA, 5.00%, 01/01/35 (c)		1,100,000		1,070,093
TBA, 5.50%, 11/15/35 (c)		4,196,000		4,189,446
TBA, 6.00%, 11/15/35 (c)		1,100,000		1,119,593
TBA, 5.00%, 12/15/35 (c)		400,000		389,625

				69,937,351


14		Annual Report 2005

U.S. Government and Agency Long-Term Obligations (continued)


	Principal Amount		Value

Tennessee Valley Authority (0.0%)
6.25%, 12/15/17	$	85,000	$	94,489

U.S. Treasury Bonds (5.8%)
8.75%, 05/15/17 (e)		11,060,000		15,019,137
8.50%, 02/15/20 (e)		6,680,000		9,222,314
6.25%, 08/15/23 (e)		24,680,000		28,803,288
6.38%, 08/15/27 (e)		20,650,000		24,927,606
5.38%, 02/15/31 (e)		8,550,000		9,324,844

				87,297,189

U.S. Treasury Notes (3.5%)
2.75%, 07/31/06 (e)		21,825,000		21,579,469
4.38%, 05/15/07 (e)		3,795,000		3,794,556
2.75%, 08/15/07 (e)		3,000,000		2,916,093
3.25%, 08/15/07 (e)		2,260,000		2,216,124
3.00%, 11/15/07 (e)		1,965,000		1,912,650
3.13%, 09/15/08 (e)		1,820,000		1,757,012
3.13%, 10/15/08 (e)		1,325,000		1,277,642
3.38%, 11/15/08 (e)		8,640,000		8,381,474
4.88%, 02/15/12 (e)		1,000,000		1,019,883
4.00%, 11/15/12 (e)		5,180,000		5,020,150
4.00%, 02/15/15 (e)		3,510,000		3,356,301

				53,231,354


Total U.S. Government and Agency Long-Term Obligations				1,077,120,714


Corporate Bonds (34.5%)
Aerospace (0.3%)
Boeing Co., 6.13%, 02/15/33		500,000		534,973
General Dynamics Corp., 3.00%, 05/15/08		425,000		406,409
Lockheed Martin Corp., 8.50%, 12/01/29		600,000		807,790
Northrop Grumman Corp., 7.13%, 02/15/11		1,035,000		1,130,122
Raytheon Co., 8.30%, 03/01/10		250,000		280,553
Raytheon Co., 5.50%, 11/15/12		150,000		152,241
Raytheon Co., 7.00%, 11/01/28		225,000		257,822
Rockwell Collins Corp., 4.75%, 12/01/13		500,000		490,781

Corporate Bonds (continued)


	Principal Amount		Value

Aerospace (continued)
United Technologies Corp., 6.35%, 03/01/11	$	675,000	$	717,534
United Technologies Corp., 5.40%, 05/01/35		450,000		437,396

				5,215,621

Agricultural Products (0.0%)
Bunge Ltd. Finance Corp., 5.10%, 07/15/15 (b)		150,000		144,147
Potash Corp. of Saskatchewan, Inc., 7.75%, 05/31/11		70,000		78,514
Potash Corp. of Saskatchewan, Inc., 4.88%, 03/01/13		280,000		273,179

				495,840

Airlines (0.1%)
Continental Airlines, Inc., 6.56%, 08/15/13		395,000		406,268
Continental Airlines, Inc., 7.88%, 07/02/18		223,512		203,951
Southwest Airlines Corp., 7.88%, 09/01/07		24,000		25,150
Southwest Airlines Corp., 5.13%, 03/01/17		250,000		229,866

				865,235

Apparel Manufacturers (0.0%)
Jones Apparel Group, Inc.		160,000		133,146

Automobiles (0.3%)
DaimlerChrysler AG, 4.05%, 06/04/08		1,100,000		1,067,935
DaimlerChrysler AG, 7.30%, 01/15/12		660,000		706,746
DaimlerChrysler AG, 6.50%, 11/15/13		200,000		207,326
DaimlerChrysler AG, 8.50%, 01/18/31		625,000		733,511
DaimlerChrysler NA Holdings, 4.75%, 01/15/08		1,000,000		989,615
Nissan Motor Acceptance, 4.63%, 03/08/10 (b)		520,000		505,907
Toyota Motor Credit Corp., 4.25%, 03/15/10 (e)		570,000		555,431

				4,766,471


2005 Annual Report		15

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Index Fund (Continued)

Corporate Bonds (continued)


	Principal Amount		Value

Banking (4.1%)
American Express Centurion Bank, 4.38%, 07/30/09	$	400,000	$	391,852
Anadarko Finance Co., 6.75%, 05/01/11		200,000		214,948
Andina de Fomento Corp., 6.88%, 03/15/12		400,000		432,313
Banco Nacional de Comercio Exterior, 3.88%, 01/21/09 (b)		100,000		95,350
Bank of America Corp., 4.75%, 10/15/06		1,000,000		1,000,220
Bank of America Corp., 3.25%, 08/15/08		450,000		431,733
Bank of America Corp., 4.50%, 08/01/10		350,000		342,409
Bank of America Corp., 4.88%, 09/15/12		490,000		483,442
Bank of America Corp., 4.88%, 01/15/13		1,100,000		1,079,917
Bank of America Corp., 5.38%, 06/15/14		500,000		506,125
Bank of America Corp., 4.75%, 08/01/15		350,000		335,788
Bank of America Corp., 5.25%, 12/01/15		1,250,000		1,241,020
Bank of New York Corp., 5.20%, 07/01/07		565,000		568,740
Bank One Corp., 4.13%, 09/01/07 (e)		1,615,000		1,599,571
Bank One Corp., 3.70%, 01/15/08		500,000		489,104
Bank One Corp., 7.88%, 08/01/10		100,000		111,108
Bank One Corp., 5.25%, 01/30/13		800,000		794,234
Bank One Corp., 8.00%, 04/29/27		492,000		609,265
BB&T Corp., 6.50%, 08/01/11		300,000		320,467
BB&T Corp., 4.75%, 10/01/12		400,000		391,244
BHP Finance Corp., 6.42%, 03/01/26		135,000		147,716
BSCH Issuances Ltd., 7.63%, 11/03/09		600,000		657,122
BSCH Issuances Ltd., 7.63%, 09/14/10		100,000		111,460
Citigroup, Inc., 5.50%, 08/09/06 (e)		350,000		352,304
Citigroup, Inc., 5.50%, 11/30/07 (e)		1,500,000		1,518,680
Citigroup, Inc., 6.38%, 11/15/08		275,000		286,515


	Principal Amount		Value

Banking (continued)
Citigroup, Inc., 3.63%, 02/09/09	$	1,850,000	$	1,779,612
Citigroup, Inc., 4.13%, 02/22/10		500,000		483,244
Citigroup, Inc., 6.50%, 01/18/11		225,000		239,800
Citigroup, Inc., 5.63%, 08/27/12		500,000		513,365
Citigroup, Inc., 5.00%, 09/15/14		733,000		717,819
Citigroup, Inc., 6.63%, 06/15/32		565,000		617,995
Citigroup, Inc., 5.88%, 02/22/33		200,000		199,305
Citigroup, Inc., 5.85%, 12/11/34		850,000		858,275
Comerica, Inc., 4.80%, 05/01/15		300,000		287,633
Deutsche Bank Financial LLC., 7.50%, 04/25/09		100,000		107,963
Deutsche Bank Financial LLC., 5.38%, 03/02/15		300,000		302,057
European Investment Bank, 3.38%, 03/16/09		1,600,000		1,540,178
European Investment Bank, 4.63%, 05/15/14		525,000		521,921
Fifth Third Bank, 3.38%, 08/15/08 (e)		280,000		269,190
Fifth Third Bank, 4.20%, 02/23/10		525,000		510,464
Firstbank Puerto Rico Corp., 7.63%, 12/20/05		100,000		100,152
FleetBoston Financial Corp., 4.20%, 11/30/07		300,000		297,093
FleetBoston Financial Corp., 3.85%, 02/15/08		750,000		736,268
HBOS PLC, 5.38%, 11/29/49 (b)		600,000		593,316
HSBC Bank USA, 7.50%, 07/15/09		955,000		1,034,667
HSBC Bank USA, 3.88%, 09/15/09		1,100,000		1,058,228
HSBC Bank USA, 4.63%, 04/01/14		400,000		381,873
HSBC Bank USA, 5.88%, 11/01/34		910,000		900,621
Inter-American Development Bank, 5.75%, 02/26/08		250,000		256,424
Inter-American Development Bank, 6.80%, 10/15/25		700,000		818,705
International Bank for Reconstruction & Development, 7.63%, 01/19/23		750,000		972,464
International Lease Finance Corp., 5.75%, 02/15/07		415,000		418,270
International Lease Finance Corp., 3.50%, 04/01/09		500,000		473,726


16		Annual Report 2005

Corporate Bonds (continued)


	Principal Amount		Value

Banking (continued)
JP Morgan Chase & Co., 5.25%, 05/30/07	$	950,000	$	957,465
JP Morgan Chase & Co., 6.25%, 01/15/09		100,000		103,565
JP Morgan Chase & Co., 3.50%, 03/15/09 (e)		2,450,000		2,340,991
JP Morgan Chase & Co., 4.50%, 11/15/10 (e)		500,000		487,002
JP Morgan Chase & Co., 6.63%, 03/15/12		940,000		1,007,475
JP Morgan Chase & Co., 5.15%, 10/01/15		250,000		243,574
Key Bank NA, 5.70%, 08/15/12		450,000		463,230
Key Bank NA, 5.80%, 07/01/14		250,000		258,629
Key Bank NA, 6.95%, 02/01/28		225,000		253,575
KFW International Finance, Inc., 4.75%, 01/24/07		2,005,000		2,006,134
M & T Bank Corp., 3.85%, 04/01/13		300,000		291,999
Marshall & Ilsley Bank, 4.13%, 09/04/07		125,000		123,678
Marshall & Ilsley Bank, 3.80%, 02/08/08		600,000		586,603
Marshall & Ilsley Bank, 5.25%, 09/04/12		275,000		275,298
MBNA America Bank Corp., 6.25%, 01/17/07		495,000		502,706
MBNA America Bank Corp., 5.38%, 01/15/08		195,000		196,804
MBNA America Bank Corp., 4.63%, 08/03/09 (b)		1,650,000		1,632,844
MBNA America Bank Corp., 5.00%, 05/04/10		550,000		548,029
MBNA America Bank Corp., 7.13%, 11/15/12		315,000		349,907
National Bank of Australia, 8.60%, 05/19/10		300,000		341,113
National City Bank of Indiana, 4.00%, 09/28/07		300,000		296,690
National City Corp., 3.20%, 04/01/08		400,000		386,266
National City Corp., 6.20%, 12/15/11		300,000		317,942
Nationsbank Corp., 6.60%, 05/15/10		200,000		212,715


	Principal Amount		Value

Banking (continued)
Oester Kontroll Bank, 4.50%, 03/09/15	$	400,000	$	391,052
PNC Funding Corp., 5.25%, 11/15/15		600,000		594,934
Popular North America, Inc., 4.70%, 06/30/09		550,000		543,321
Regions Financial Corp., 6.38%, 05/15/12		150,000		159,938
Sanwa Bank Ltd., 7.40%, 06/15/11 (e)		600,000		657,172
Sovereign Bancorp., Inc., 5.13%, 03/15/13		200,000		196,098
St. George Bank Ltd., 5.30%, 10/15/15 (b) (e)		400,000		400,294
SunTrust Banks, Inc., 5.20%, 01/17/17		300,000		295,793
SunTrust Banks, Inc., 5.45%, 12/01/17		310,000		310,866
U.S. Bancorp, 5.10%, 07/15/07		500,000		502,435
Union Planters Corp., 4.38%, 12/01/10		150,000		145,568
Unionbancal Corp., 5.25%, 12/16/13		350,000		347,016
US Bank NA, 2.85%, 11/15/06		1,500,000		1,466,330
US Bank NA, 4.95%, 10/30/14		450,000		442,310
US Bank NA, 4.80%, 04/15/15		225,000		218,713
US Bank NA, 6.38%, 08/01/11		250,000		266,286
Wachovia Corp., 4.95%, 11/01/06		195,000		195,189
Wachovia Corp., 4.85%, 07/30/07 (e)		1,550,000		1,550,642
Wachovia Corp., 3.63%, 02/17/09		2,175,000		2,091,973
Wachovia Corp., 4.88%, 02/15/14		310,000		301,437
Wachovia Corp., 5.50%, 08/01/35		550,000		518,537
Wells Fargo & Co., 3.50%, 04/04/08 (e)		625,000		606,405
Wells Fargo & Co., 3.13%, 04/01/09		1,400,000		1,321,715
Wells Fargo & Co., 6.45%, 02/01/11		1,440,000		1,531,809
Wells Fargo & Co., 5.13%, 09/15/16		350,000		344,896
Wells Fargo & Co., 5.38%, 02/07/35 (e)		450,000		430,771
Westpac Banking Corp., 4.63%, 06/01/18		250,000		232,683

				61,751,692


2005 Annual Report		17

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Index Fund (Continued)

Corporate Bonds (continued)


	Principal Amount		Value

Building & Construction (0.3%)
Catepillar, Inc., 7.30%, 05/01/31	$	170,000	$	208,715
Centex Corp., 7.88%, 02/01/11		250,000		274,198
Centex Corp., 7.50%, 01/15/12		100,000		108,000
Hanson Australia Funding, 5.25%, 03/15/13		450,000		442,989
Korea Development Bank Corp., 4.25%, 11/13/07 (e)		250,000		246,631
Lennar Corp., 5.95%, 03/01/13		90,000		90,261
Lennar Corp., 5.50%, 09/01/14		500,000		480,399
Masco Corp., 5.88%, 07/15/12		360,000		370,877
MDC Holdings, Inc., 5.50%, 05/15/13 (e)		250,000		240,873
Pulte Homes, Inc., 4.88%, 07/15/09		575,000		564,044
Pulte Homes, Inc., 7.88%, 08/01/11		40,000		43,807
Pulte Homes, Inc., 6.25%, 02/15/13 (e)		105,000		105,846
Pulte Homes, Inc., 6.00%, 02/15/35 (e)		250,000		218,183
Ryland Group, 5.38%, 01/15/15		400,000		372,860
Toll Brothers, Inc., 6.88%, 11/15/12		150,000		158,743

				3,926,426

Business Services (0.1%)
Cendant Corp., 7.38%, 01/15/13		390,000		426,207
First Data Corp., 3.38%, 08/01/08		600,000		577,040
Pitney Bowes, Inc., 4.75%, 01/15/16		500,000		478,507
Pitney Bowes, Inc., 4.75%, 05/15/18		150,000		141,331

				1,623,085

Cable (0.4%)
British Sky Broadcasting Group PLC, 8.20%, 07/15/09		375,000		411,494
Comcast Corp., 6.20%, 11/15/08 (e)		475,000		488,978
Comcast Corp., 6.88%, 06/15/09		800,000		841,799
Comcast Corp., 5.85%, 01/15/10		465,000		473,128
Comcast Corp., 8.38%, 03/15/13		400,000		460,763
Comcast Corp., 9.46%, 11/15/22		200,000		259,715
Comcast Corp., 7.05%, 03/15/33 (e)		500,000		534,570
Comcast Corp., 5.65%, 06/15/35		400,000		357,684
Cox Communications, Inc., 7.13%, 10/01/12 (e)		500,000		535,558


	Principal Amount		Value

Cable (continued)
Cox Enterprises, 4.38%, 05/01/08 (b)	$	250,000	$	244,321
Harris Corp., 6.35%, 02/01/28		250,000		258,005
Teck Cominco Ltd., 6.13%, 10/01/35		250,000		234,662
USA Interactive, 7.00%, 01/15/13 (e)		300,000		307,467

				5,408,144

Chemicals (0.2%)
Albemarle Corp., 5.10%, 02/01/15		200,000		192,145
Chevron Phillips Chemical, 5.38%, 06/15/07		100,000		100,461
ICI North America, 8.88%, 11/15/06		300,000		311,168
Lubrizol Corp., 5.50%, 10/01/14		600,000		591,261
Lubrizol Corp., 6.50%, 10/01/34 (e)		250,000		252,925
Praxair, Inc., 3.95%, 06/01/13 (e)		300,000		278,693
Rohm & Haas Co., 7.40%, 07/15/09		156,000		168,488
Rohm & Haas Co., 7.85%, 07/15/29		200,000		252,125
Yara International Asa, 5.25%, 12/15/14 (b)		250,000		241,055

				2,388,321

Commercial Services (0.0%)
Aramark Services, Inc., 6.38%, 02/15/08		140,000		143,614
Cendant Corp., 6.88%, 08/15/06		580,000		587,510

				731,124

Computers (0.3%)
Computer Associates, Inc., 5.63%, 12/01/14 (b)		250,000		241,633
Dell Computer Corp., 7.10%, 04/15/28		250,000		292,595
First Data Corp., 6.38%, 12/15/07		350,000		360,470
Hewlett Packard Co., 3.63%, 03/15/08		250,000		243,370
Hewlett Packard Co., 6.50%, 07/01/12		250,000		268,078
IBM Corp., 6.45%, 08/01/07		115,000		118,109
IBM Corp., 3.80%, 02/01/08		1,415,000		1,385,284
IBM Corp., 5.50%, 01/15/09		200,000		204,260
IBM Corp., 4.75%, 11/29/12		875,000		863,956


18		Annual Report 2005

Corporate Bonds (continued)


	Principal Amount		Value

Computers (continued)
IBM Corp., 5.88%, 11/29/32	$	415,000	$	428,434
Kern River Funding Corp., 4.89%, 04/30/18 (b)		89,500		87,243

				4,493,432

Conglomerates (0.1%)
Fortune Brands, Inc., 2.88%, 12/01/06		500,000		488,611
Procter & Gamble Co., 6.88%, 09/15/09 (e)		320,000		343,127
Procter & Gamble Co., 4.95%, 08/15/14		500,000		497,224
Procter & Gamble Co., 5.80%, 08/15/34		350,000		359,408

				1,688,370

Containers (0.0%)
Newell Rubbermaid, Inc., 4.00%, 05/01/10		150,000		141,261
Sealed Air Corp., 5.38%, 04/15/08 (b)		200,000		199,801
Sealed Air Corp., 6.95%, 05/15/09 (b)		55,000		57,672

				398,734

Cruise Lines (0.0%)
Carnival Corp., 3.75%, 11/15/07 (b)		500,000		488,970

Department Stores (0.1%)
Federated Department Stores, 6.63%, 04/01/11 (e)		370,000		393,376
Federated Department Stores, 6.90%, 04/01/29		250,000		261,306
Kimberly-Clark Corp., 7.10%, 08/01/07		106,000		110,112
Kimberly-Clark Corp., 5.63%, 02/15/12 (e)		500,000		517,756
Kohl’s Corp., 6.30%, 03/01/11		50,000		52,471

				1,335,021

Electric - Integrated (1.4%)
Alabama Power Co., 5.70%, 02/15/33		200,000		201,224
Amerenenergy Generating Co., 7.95%, 06/01/32		105,000		130,306


	Principal Amount		Value

Electric - Integrated (continued)
American Electric Power Co., 6.13%, 05/15/06	$	249,000	$	250,599
Arizona Public Service Co., 5.50%, 09/01/35		365,000		337,156
Carolina Power & Light, 5.70%, 04/01/35		300,000		293,495
Cincinnati Gas & Electric Corp., 5.70%, 09/15/12		70,000		71,231
Commonwealth Edison Corp., 6.15%, 03/15/12		200,000		205,925
Consolidated Edison, Inc., 7.15%, 12/01/09		60,000		64,824
Consolidated Edison, Inc., 4.88%, 02/01/13 (e)		210,000		207,039
Consolidated Edison, Inc., 5.88%, 04/01/33		200,000		205,234
Constellation Energy Group, Inc., 6.13%, 09/01/09		530,000		544,978
Consumers Energy — ITC, 4.25%, 04/15/08		205,000		200,988
Consumers Energy — ITC, 4.00%, 05/15/10		200,000		190,050
Dominion Resource, Inc., 6.30%, 03/15/33 (e)		750,000		754,325
Duke Energy Corp., 3.75%, 03/05/08 (e)		1,200,000		1,169,044
Duke Energy Corp., 6.25%, 01/15/12		770,000		806,952
Emerson Electric Co., 6.00%, 08/15/32		140,000		147,708
Entergy Gulf States, Inc., 5.25%, 08/01/15		300,000		279,100
Entergy Mississippi, Inc., 5.15%, 02/01/13		490,000		468,116
Exelon Corp., 5.63%, 06/15/35 (e)		400,000		362,701
Firstenergy Corp., 7.38%, 11/15/31		700,000		797,133
Florida Power & Light Co., 6.88%, 12/01/05		225,000		225,414
Florida Power & Light Co., 5.85%, 02/01/33		170,000		174,562
Florida Power & Light Co., 5.90%, 03/01/33		115,000		115,690


2005 Annual Report		19

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Index Fund (Continued)

Corporate Bonds (continued)


	Principal Amount		Value

Electric - Integrated (continued)
Florida Power & Light Co., 5.95%, 10/01/33	$	130,000	$	134,970
Florida Power & Light Co., 5.40%, 09/01/35		220,000		211,024
FPL Group Capital, Inc., 7.63%, 09/15/06		85,000		87,054
General Electric Capital Corp., 5.38%, 03/15/07		650,000		655,144
General Electric Capital Corp., 4.63%, 09/15/09		1,075,000		1,063,051
General Electric Capital Corp., 3.75%, 12/15/09		1,400,000		1,339,150
General Electric Capital Corp., 5.00%, 02/01/13		1,575,000		1,561,737
Georgia Power Corp., 5.13%, 11/15/12		180,000		180,692
Midamerican Energy Holdings Co., 5.88%, 10/01/12		675,000		691,728
New York State Electric & Gas Corp., 5.75%, 05/01/23		100,000		97,261
Nisource Finance Corp., 5.25%, 09/15/17		440,000		420,870
Ohio Power Co., 6.60%, 02/15/33 (b)		200,000		214,442
Oncor, Inc., 6.38%, 05/01/12		165,000		172,987
Pacific Gas & Electric, 3.60%, 03/01/09		1,100,000		1,051,742
Pacific Gas & Electric, 4.80%, 03/01/14		500,000		481,385
Pacific Gas & Electric Co., 4.20%, 03/01/11		1,200,000		1,142,184
Pacificorp Corp., 5.25%, 06/15/35		300,000		276,565
Pepco Holdings, Inc., 6.45%, 08/15/12		180,000		188,424
Progress Energy, Inc., 5.85%, 10/30/08 (e)		105,000		106,842
Progress Energy, Inc., 7.10%, 03/01/11		440,000		470,851
PSEG Power Corp., 6.95%, 06/01/12		125,000		134,108
Public Service Electric & Gas, 5.13%, 09/01/12		330,000		329,337


	Principal Amount		Value

Electric - Integrated (continued)
Public Service New Mexico Corp., 4.40%, 09/15/08	$	175,000	$	171,238
Puget Energy, Inc., 5.48%, 06/01/35		250,000		236,985
Scana Corp., 6.88%, 05/15/11		50,000		53,840
Scana Corp., 6.25%, 02/01/12		250,000		263,018
Scottish Power, 5.81%, 03/15/25		200,000		196,677
Southern California Edison Co., 6.00%, 01/15/34		300,000		308,462
Southern California Edison Co., 5.55%, 01/15/36		400,000		386,063
Southern Power Co., 6.25%, 07/15/12		225,000		235,752
Wisconsin Electric Power, 5.63%, 05/15/33		100,000		98,212

				21,165,589

Electric - Distribution (0.2%)
Cincinnati Gas and Electric Co., 5.40%, 06/15/33		125,000		112,838
Hydro Quebec Corp., 8.88%, 03/01/26		265,000		381,780
Ohio Power Co., 6.60%, 02/15/33		200,000		214,442
PPL Electric Utility, 5.88%, 08/15/07		1,000,000		1,017,463
PSEG Power, 5.50%, 12/01/15		200,000		195,325
TXU Energy Co., 6.13%, 03/15/08		770,000		780,669
TXU Energy Co., 6.15%, 11/15/13 (b)		320,000		339,555
Wisconsin Energy Corp., 5.50%, 12/01/08		300,000		304,995

				3,347,067

Farm Machinery & Equipment (0.0%)
Deere & Co., 7.85%, 05/15/10		220,000		245,430

Financial Services (16.3%)
Ace Ina Holdings, 8.30%, 08/15/06		250,000		256,653
Ace Ina Holdings, 5.88%, 06/15/14		350,000		353,779
American Express, 3.75%, 11/20/07		280,000		274,582
American Express Co., 4.88%, 07/15/13		285,000		281,249
American General Finance, 4.50%, 11/15/07		900,000		893,454


20		Annual Report 2005

Corporate Bonds (continued)


	Principal Amount		Value

Financial Services (continued)
American General Finance, 5.38%, 10/01/12	$	350,000	$	350,212
Associates Corp. of North America, 6.95%, 11/01/18		575,000		656,877
Axa Financial, Inc., 7.75%, 08/01/10		450,000		497,745
Axa Financial, Inc., 7.00%, 04/01/28		225,000		256,631
Bear Stearns Co., Inc., 5.70%, 01/15/07 (e)		1,000,000		1,009,672
Bear Stearns Co., Inc., 5.70%, 11/15/14		625,000		638,681
Bear Stearns Co., Inc., 4.65%, 07/02/18		600,000		553,700
Boeing Capital Corp., 5.75%, 02/15/07		1,200,000		1,213,838
Boeing Capital Corp., 6.10%, 03/01/11 (e)		85,000		89,266
Bskyb Finance UK LTD., 5.63%, 10/15/15 (b)		250,000		246,181
Capital One Bank, 6.88%, 02/01/06		120,000		120,676
Capital One Bank, 4.88%, 05/15/08		700,000		695,732
Capital One Financial, 5.25%, 02/21/17		545,000		517,864
Caterpillar Financial Services Corp., 4.88%, 06/15/07		90,000		90,162
Caterpillar Financial Services Corp., 2.70%, 07/15/08 (e)		700,000		662,164
Caterpillar Financial Services Corp., 4.50%, 06/15/09 (e)		350,000		345,483
CIT Group Co. of Canada, 5.20%, 06/01/15 (b)		300,000		292,216
CIT Group, Inc., 3.88%, 11/03/08		780,000		755,837
CIT Group, Inc., 4.75%, 12/15/10		340,000		334,421
CIT Group, Inc., 5.13%, 09/30/14		425,000		416,127
CitiFinancial Credit Co., 10.00%, 05/15/09		100,000		115,468
Countrywide Financial Corp., 5.63%, 07/15/09		950,000		963,916
Countrywide Home Loan, 3.25%, 05/21/08		305,000		292,138
Countrywide Home Loan, 4.00%, 03/22/11		900,000		844,580
Credit Suisse First Boston USA, Inc., 5.75%, 04/15/07		300,000		303,994


	Principal Amount		Value

Financial Services (continued)
Credit Suisse First Boston USA, Inc., 4.63%, 01/15/08	$	1,525,000	$	1,517,907
Credit Suisse First Boston USA, Inc., 6.13%, 11/15/11		450,000		471,329
Credit Suisse First Boston USA, Inc., 6.50%, 01/15/12		600,000		640,638
Credit Suisse First Boston USA, Inc., 5.13%, 01/15/14		290,000		286,171
Credit Suisse First Boston USA, Inc., 4.19%, 05/15/14 (d)		8,928,123		8,931,545
Credit Suisse First Boston USA, Inc., 4.17%, 08/15/18 (d)		10,485,963		10,485,239
Credit Suisse First Boston USA, Inc., 4.11%, 02/15/20 (d)		19,382,632		19,382,573
Credit Suisse First Boston USA, Inc., 7.13%, 07/15/32		400,000		469,038
Credit Suisse USA, 4.13%, 01/15/10		675,000		650,666
Erp Operating LP, 5.25%, 09/15/14 (e)		800,000		790,821
Financing Corp., 9.80%, 11/30/17		30,000		42,720
Ford Motor Credit Co., 6.88%, 02/01/06		1,194,000		1,193,386
Ford Motor Credit Co., 6.50%, 01/25/07		950,000		938,726
Ford Motor Credit Co., 4.95%, 01/15/08		1,600,000		1,500,526
Ford Motor Credit Co., 7.25%, 10/25/11		2,125,000		1,980,472
Ford Motor Credit Co., 7.00%, 10/01/13 (e)		1,400,000		1,281,372
General Electric Capital Corp., 4.25%, 01/15/08		1,480,000		1,462,552
General Electric Capital Corp., 5.88%, 02/15/12		100,000		104,454
General Electric Capital Corp., 6.00%, 06/15/12		445,000		468,056
General Electric Capital Corp., 5.45%, 01/15/13		200,000		203,616
General Electric Capital Corp., 4.88%, 03/04/15		600,000		587,121
General Electric Capital Corp., 6.75%, 03/15/32		2,145,000		2,453,372


2005 Annual Report		21

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Index Fund (Continued)

Corporate Bonds (continued)


	Principal Amount		Value

Financial Services (continued)
Golden West Financial Corp., 4.75%, 10/01/12	$	265,000	$	258,059
Goldman Sachs Group, Inc., 4.13%, 01/15/08		1,060,000		1,043,814
Goldman Sachs Group, Inc., 3.88%, 01/15/09		1,000,000		967,239
Goldman Sachs Group, Inc., 6.65%, 05/15/09		700,000		735,848
Goldman Sachs Group, Inc., 6.60%, 01/15/12		175,000		187,039
Goldman Sachs Group, Inc., 5.25%, 04/01/13		1,125,000		1,116,835
Goldman Sachs Group, Inc., 5.25%, 10/15/13		1,475,000		1,458,726
Goldman Sachs Group, Inc., 6.13%, 02/15/33		1,200,000		1,211,345
Greenwich Capital Commercial Funding Corp., 4.06%, 11/05/19 (d)		20,000,000		20,004,625
Harley Davidson Funding, 3.63%, 12/15/08 (b)		600,000		578,409
Household Finance Corp., 5.88%, 02/01/09		1,620,000		1,658,459
Household Finance Corp., 7.00%, 05/15/12		1,375,000		1,500,989
HSBC Finance Corp., 5.00%, 06/30/15		400,000		385,338
International Lease Finance Corp., 4.38%, 12/15/05		125,000		124,988
International Lease Finance Corp., 5.00%, 04/15/10		1,000,000		992,259
J Paul Getty Trust Corp., 5.88%, 10/01/33		500,000		507,266
John Deere Capital Corp., 3.90%, 01/15/08		1,000,000		980,029
John Deere Capital Corp., 4.40%, 07/15/09		650,000		639,179
John Hancock Financial Services, Inc., 5.63%, 12/01/08		100,000		102,085
JP Morgan Chase & Co., 4.15%, 04/16/19 (d)		20,000,000		20,013,541
JP Morgan Chase Commercial Mortgage, 4.15%, 02/15/19 (d)		23,644,855		24,368,999


	Principal Amount		Value

Financial Services (continued)
KFW International Finance, 3.25%, 03/30/09	$	900,000	$	860,777
KFW International Finance, 5.13%, 05/13/09		1,500,000		1,525,016
KFW International Finance, 4.38%, 07/21/15 (e)		450,000		434,275
Korea Development Bank, 4.75%, 07/20/09		1,500,000		1,479,990
Lehman Brothers Holdings, Inc., 3.50%, 08/07/08		1,000,000		964,252
Lehman Brothers Holdings, Inc., 4.25%, 01/27/10		775,000		751,367
Lehman Brothers Holdings, Inc., 7.88%, 08/15/10		97,000		108,023
Lehman Brothers Holdings, Inc., 6.63%, 01/18/12		890,000		956,188
Lehman Brothers Holdings, Inc., 4.80%, 03/13/14		600,000		580,408
Lehman Brothers Holdings, Inc., 4.14%, 10/15/17 (d)		20,000,000		20,011,873
Lehman Brothers Holdings, Inc., 4.07%, 07/15/18 (d)		10,498,871		10,498,871
Mellon Financial Corp., 7.00%, 03/15/06		200,000		201,667
Mellon Financial Corp., 6.40%, 05/14/11		450,000		478,944
Mellon Financial Corp., 5.00%, 12/01/14		200,000		197,351
Morgan Stanley, 5.80%, 04/01/07		850,000		860,356
Morgan Stanley, 3.63%, 04/01/08		1,750,000		1,700,274
Morgan Stanley, 6.60%, 04/01/12		450,000		482,508
Morgan Stanley, 5.30%, 03/01/13		625,000		622,564
Morgan Stanley, 4.75%, 04/01/14		1,000,000		943,340
Morgan Stanley, 7.25%, 04/01/32		250,000		292,247
National Rural Utilities, 4.75%, 03/01/14		550,000		534,889
Nisource Finance Corp., 7.63%, 11/15/05		170,000		170,177
Prudential Financial, Inc., 3.75%, 05/01/08		655,000		643,226
Prudential Financial, Inc., 5.10%, 09/20/14		500,000		491,767
Residential Capital Corp., 6.38%, 06/30/10		500,000		507,872


22		Annual Report 2005

Corporate Bonds (continued)


	Principal Amount		Value

Financial Services (continued)
Residential Capital Corp., 6.88%, 06/30/15	$	300,000	$	316,074
Residential Capital Corp., 4.39%, 08/25/35 (d)		14,703,179		14,680,693
Royal Bank of Scotland Group, 5.00%, 11/12/13 (e)		400,000		397,864
Royal Bank of Scotland Group, 5.05%, 01/08/15 (e)		535,000		525,739
Royal Bank of Scotland Group, 4.70%, 07/03/18		800,000		750,187
SLM Corp., 5.38%, 05/15/14		1,850,000		1,864,251
Synovus Financial Corp., 4.88%, 02/15/13		150,000		145,846
Textron Financial Corp., 4.13%, 03/03/08		600,000		589,741
Wachovia Bank Commercial Mortgage, 4.14%, 10/15/15 (d)		30,000,000		30,018,149
Washington Mutual, Inc., 5.63%, 01/15/07		900,000		907,340
Washington Mutual, Inc., 4.38%, 01/15/08 (e)		750,000		741,824
Washington Mutual, Inc., 5.50%, 01/15/13 (e)		445,000		447,894
Washington Mutual, Inc., 5.65%, 08/15/14		500,000		503,884

				247,188,377

Food & Related (0.9%)
Anheuser-Busch Co., Inc., 4.38%, 01/15/13		50,000		48,190
Anheuser-Busch Co., Inc., 5.00%, 03/01/19		400,000		385,642
Anheuser-Busch Co., Inc., 6.00%, 11/01/41		250,000		258,678
Archer Daniels Midland Co., 5.94%, 10/01/32		585,000		597,266
Cadbury Schweppes PLC, 5.13%, 10/01/13 (b)		300,000		295,550
Campbell Soup Co., 4.88%, 10/01/13		400,000		392,737
Coca-Cola Bottling Co., 5.00%, 11/15/12		150,000		148,061
Coca-Cola Enterprises, Inc., 6.13%, 08/15/11 (e)		535,000		567,846


	Principal Amount		Value

Food & Related (continued)
Coca-Cola Enterprises, Inc., 6.95%, 11/15/26	$	250,000	$	284,009
Coca-Cola Enterprises, Inc., 6.75%, 09/15/28 (e)		395,000		442,159
Conagra Foods, Inc., 6.75%, 09/15/11		150,000		159,551
Conagra Foods, Inc., 7.00%, 10/01/28		375,000		400,884
Diageo Capital PLC, 3.50%, 11/19/07		860,000		838,684
Diageo Capital PLC, 5.30%, 10/28/15		250,000		248,857
General Mills, Inc., 5.13%, 02/15/07		350,000		350,465
General Mills, Inc., 6.00%, 02/15/12		452,000		471,160
HJ Heinz Finance, 6.75%, 03/15/32		150,000		165,215
Kellogg Co., 2.88%, 06/01/08		1,025,000		975,046
Kraft Foods, Inc., 4.63%, 11/01/06		60,000		59,825
Kraft Foods, Inc., 4.13%, 11/12/09		1,000,000		965,968
Kraft Foods, Inc., 5.63%, 11/01/11		794,000		811,594
Kraft Foods, Inc., 6.50%, 11/01/31 (e)		320,000		344,915
Kroger Co., 6.80%, 04/01/11		340,000		355,309
Kroger Co., 6.20%, 06/15/12		400,000		407,368
Kroger Co., 7.50%, 04/01/31		435,000		459,551
Miller Brewing Co., 5.50%, 08/15/13 (b)		250,000		251,998
Pepsi Bottling Group, Inc., 7.00%, 03/01/29		350,000		412,316
Pepsiamericas, Inc., 4.88%, 01/15/15		750,000		729,186
Safeway, Inc., 6.15%, 03/01/06		150,000		150,370
Safeway, Inc., 6.50%, 03/01/11 (e)		400,000		410,917
Sara Lee Corp., 6.25%, 09/15/11		425,000		438,061
Supervalu, Inc., 7.50%, 05/15/12		125,000		133,506
Sysco Corp., 5.38%, 09/21/35		180,000		173,639
Tricon Global Restaurant, 8.88%, 04/15/11		200,000		232,958
Wrigley JR Co., 4.65%, 07/15/15		365,000		351,987

				13,719,468

Healthcare Services (0.1%)
Eli Lilly & Co., 6.00%, 03/15/12 (e)		300,000		316,797
Eli Lilly & Co., 7.13%, 06/01/25		200,000		236,977


2005 Annual Report		23

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Index Fund (Continued)

Corporate Bonds (continued)


	Principal Amount		Value

Healthcare Services (continued)
Health Care Property Investors, Inc., 6.45%, 06/25/12	$	95,000	$	98,982
Wellpoint, Inc., 5.95%, 12/15/34		200,000		202,485

				855,241

Hotels (0.1%)
Harrahs Operating Co., Inc., 7.13%, 06/01/07		400,000		411,965
Harrahs Operating Co., Inc., 5.50%, 07/01/10		380,000		377,354
Harrahs Operating Co., Inc., 5.63%, 06/01/15 (b)		500,000		479,785
Harrahs Operating Co., Inc., 5.75%, 10/01/17 (b)		375,000		354,869

				1,623,973

Household Products (0.0%)
Clorox Co., 4.20%, 01/15/10		530,000		516,038

Insurance (0.8%)
Allstate Corp., 5.38%, 12/01/06		675,000		678,100
Allstate Corp., 6.13%, 02/15/12		430,000		449,857
Allstate Corp., 6.13%, 12/15/32		200,000		202,942
American General Corp., 7.50%, 07/15/25		250,000		299,351
Berkley Corp., 5.13%, 09/30/10		175,000		172,906
Berkshire Hathaway, Inc., 4.13%, 01/15/10		1,400,000		1,359,114
Farmers Insurance Exchange, 8.63%, 05/01/24 (b)		400,000		472,647
Hartford Financial Services Group, 4.75%, 03/01/14		200,000		192,227
Hartford Life, Inc., 7.38%, 03/01/31		100,000		118,365
Infinity Property & Casualty, 5.50%, 02/18/14		200,000		192,764
ING Sec Life Institutional Fund, 4.25%, 01/15/10 (b)		2,000,000		1,940,274
Marsh & McLennan Cos., Inc., 6.25%, 03/15/12		175,000		179,006
Marsh & McLennan Cos., Inc., 5.75%, 09/15/15		820,000		797,708
Metlife, Inc., 6.13%, 12/01/11		835,000		877,425
Metlife, Inc., 5.70%, 06/15/35		300,000		289,651
Monumental Global Funding II, 4.38%, 07/30/09 (b)		500,000		488,085


	Principal Amount		Value

Insurance (continued)
New York Life Insurance, 5.88%, 05/15/33 (b) (e)	$	200,000	$	202,705
NLV Financial Corp., 7.50%, 08/15/33 (b)		125,000		134,723
North Front Pass, 5.81%, 12/15/24		500,000		494,780
Principal Life Global Funding, 6.25%, 02/15/12 (b)		150,000		158,840
Progressive Corp., 6.25%, 12/01/32 (e)		150,000		157,656
RLI Corp., 5.95%, 01/15/14 (e)		200,000		197,322
St. Paul Travelers Companies, Inc., 5.01%, 08/16/07		225,000		224,357
Travelers Property Casualty Corp., 6.38%, 03/15/33		200,000		202,693
Western & Southern Finance, 5.75%, 07/15/33 (b)		250,000		244,555
Willis Group North America, Inc., 5.63%, 07/15/15 (e)		300,000		294,369
XL Capital Ltd., 5.25%, 09/15/14		1,020,000		977,371

				11,999,793

Manufacturing (0.2%)
Cooper Industries, Inc., 5.50%, 11/01/09		175,000		177,500
Dover, Corp., 4.88%, 10/15/15		380,000		371,064
Honeywell International, Inc., 6.13%, 11/01/11		250,000		263,091
Norsk Hydro AS, 6.36%, 01/15/09		460,000		478,977
Tyco International Group SA, 6.13%, 01/15/09		635,000		654,549
Tyco International Group SA, 6.00%, 11/15/13 (e)		1,100,000		1,141,082
Tyco International Group SA, 6.88%, 01/15/29		125,000		138,925

				3,225,188

Medical Products (0.3%)
Amgen, Inc., 4.00%, 11/18/09		325,000		314,618
Baxter International, Inc., 4.63%, 03/15/15 (b)		130,000		122,753
Boston Scientific, 5.45%, 06/15/14 (e)		600,000		597,923
Johnson & Johnson, 4.95%, 05/15/33 (e)		700,000		664,708


24		Annual Report 2005

Corporate Bonds (continued)


	Principal Amount		Value

Medical Products (continued)
Medtronic, Inc., 4.38%, 09/15/10 (b) (e)	$	315,000	$	307,767
Quest Diagnostic, Inc., 5.45%, 11/01/15 (b)		550,000		548,323
Wyeth, 5.50%, 02/01/14		900,000		906,437
Wyeth, 6.50%, 02/01/34		350,000		380,705

				3,843,234

Metals & Minerals (0.2%)
Alcan, Inc., 6.45%, 03/15/11		75,000		78,817
Alcan, Inc., 4.50%, 05/15/13		230,000		217,029
Alcan, Inc., 5.75%, 06/01/35 (e)		700,000		658,401
Alcoa, Inc., 6.00%, 01/15/12		310,000		323,036
Barrick Gold Finance, Inc., 4.88%, 11/15/14		390,000		371,401
BHP Billiton Ltd., 4.80%, 04/15/13 (b)		400,000		391,810
Codelco, Inc., 6.38%, 11/30/12 (b)		120,000		127,821
Inco Ltd., 7.75%, 05/15/12		300,000		333,560
Newmont Minning Corp., 5.88%, 04/01/35		400,000		384,228
Noranda, Inc., 6.20%, 06/15/35		300,000		281,678
Placer Dome, Inc., 6.38%, 03/01/33		235,000		238,027

				3,405,808

Multimedia (0.6%)
AOL Time Warner, Inc., 6.13%, 04/15/06 (e)		475,000		477,813
AOL Time Warner, Inc., 6.88%, 05/01/12		820,000		877,694
AOL Time Warner, Inc., 6.88%, 06/15/18		298,000		318,663
AOL Time Warner, Inc., 7.63%, 04/15/31		300,000		338,254
AOL Time Warner, Inc., 7.70%, 05/01/32		1,130,000		1,286,947
Belo Corp., 8.00%, 11/01/08		145,000		154,510
Clear Channel Communications, Inc., 4.40%, 05/15/11		200,000		184,522
Gannet Co., Inc., 5.50%, 04/01/07		185,000		186,791
Johnson Controls, Inc., 4.88%, 09/15/13		300,000		291,397
News America Holdings, Inc., 9.25%, 02/01/13		200,000		242,646


	Principal Amount		Value

Multimedia (continued)
News America Holdings, Inc., 8.00%, 10/17/16	$	200,000	$	232,649
News America Holdings, Inc., 7.28%, 06/30/28		130,000		139,177
News America Holdings, Inc., 6.20%, 12/15/34		500,000		481,802
Reed Elsevier Capital, 6.13%, 08/01/06		900,000		906,241
Viacom, Inc., 5.63%, 05/01/07		1,000,000		1,008,741
Viacom, Inc., 5.63%, 08/15/12		250,000		248,065
Viacom, Inc., 7.88%, 07/30/30		135,000		150,320
Viacom, Inc., 5.50%, 05/15/33		200,000		172,862
Walt Disney Co., 5.38%, 06/01/07 (e)		725,000		730,903
Walt Disney Co., 6.38%, 03/01/12		236,000		248,561
Walt Disney Co., 6.20%, 06/20/14		400,000		423,123

				9,101,681

Non-Hazardous Waste Disposal (0.1%)
Waste Management, Inc., 7.38%, 08/01/10		250,000		271,809
Waste Management, Inc., 6.38%, 11/15/12 (e)		350,000		370,126
Waste Management, Inc., 7.00%, 7/15/28		275,000		303,004

				944,939

Oil & Gas (1.5%)
AGL Capital Corp., 4.45%, 04/15/13 (b)		300,000		285,529
Amerada Hess Corp., 7.30%, 08/15/31		600,000		677,581
Anadarko Petroleum Corp., 7.50%, 05/01/31		505,000		607,044
Apache Corp., 6.25%, 04/15/12 (e)		390,000		418,055
Apache Corp., 7.63%, 07/01/19		100,000		121,404
Apache Finance Canada, 4.38%, 05/15/15		400,000		381,510
Atmos Energy Corp., 5.13%, 01/15/13		225,000		220,295
Australian Gas Light Co., 5.30%, 09/25/15 (b)		150,000		147,400
BP Amoco PLC, 5.90%, 04/15/09		200,000		207,415


2005 Annual Report		25

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Index Fund (Continued)

Corporate Bonds (continued)


	Principal Amount		Value

Oil & Gas (continued)
BP Capital Markets America, 4.20%, 06/15/18	$	250,000	$	226,130
Brascan Corp., 5.75%, 03/01/10		305,000		310,008
Burlington Resources Finance Co., 6.40%, 08/15/11		210,000		221,447
Burlington Resources, Inc., 6.50%, 12/01/11		350,000		374,890
ChevronTexaco Capital Corp., 3.50%, 09/17/07		90,000		88,127
ChevronTexaco Capital Corp., 3.38%, 02/15/08		500,000		485,361
ChevronTexaco Capital Corp., 8.63%, 06/30/10		120,000		138,746
Colonial Pipeline, 7.63%, 04/15/32 (b)		365,000		466,292
Conoco Funding Co., 6.35%, 10/15/11		600,000		641,918
Conoco Funding Co., 4.75%, 10/15/12 (e)		1,300,000		1,286,434
Conoco, Inc., 6.35%, 04/15/09		250,000		263,388
Conoco, Inc., 6.95%, 04/15/29		170,000		201,498
Conocophillips, 5.90%, 10/15/32 (e)		300,000		315,881
Consolidated Natural Gas, Inc., 5.38%, 11/01/06		60,000		60,310
Consolidated Natural Gas, Inc., 6.25%, 11/01/11		264,000		277,026
Devon Financing Corp., 6.88%, 09/30/11		140,000		151,593
Encana Corp., 4.75%, 10/15/13		575,000		559,075
Encana Holdings Finance Corp., 5.80%, 05/01/14		425,000		441,768
Enterprise Products, 5.60%, 10/15/14		800,000		785,098
Halliburton Co., 5.50%, 10/15/10 (e)		400,000		408,311
Keyspan Corp., 7.63%, 11/15/10		210,000		233,598
Keyspan Corp., 5.80%, 04/01/35		400,000		406,682
Kinder Morgan Energy Partners LP, 7.50%, 11/01/10		351,000		384,496
Kinder Morgan Energy Partners LP, 6.75%, 03/15/11		155,000		164,885
Kinder Morgan Energy Partners LP, 6.50%, 09/01/12		300,000		317,467


	Principal Amount		Value

Oil & Gas (continued)
Kinder Morgan Energy Partners LP, 5.15%, 03/01/15 (e)	$	165,000	$	159,416
Kinder Morgan Energy Partners LP, 5.80%, 03/15/35 (e)		350,000		326,244
Marathon Oil Corp., 5.38%, 06/01/07		810,000		815,946
Marathon Oil Corp, 6.80%, 03/15/32		200,000		224,484
Motiva Enterprises Corp., 5.20%, 09/15/12 (b)		125,000		123,908
Murphy Oil Corp., 6.38%, 05/01/12		100,000		106,152
Nabors, Inc., 5.38%, 08/15/12		70,000		70,752
Nexen, Inc., 5.05%, 11/20/13		500,000		488,781
Occidental Petroleum, 6.75%, 01/15/12 (e)		450,000		493,947
Ocean Energy, Inc., 7.25%, 10/01/11		980,000		1,074,843
Pemex Project Funding Master, 9.13%, 10/13/10 (e)		885,000		1,016,422
Pemex Project Funding Master, 7.38%, 12/15/14		625,000		683,125
Pemex Project Funding Master Trust Corp., 6.63%, 06/15/35 (b)		250,000		240,000
PETRO-CANADA, 5.95%, 05/15/35		300,000		292,863
Petroleos Mexicanos, 8.85%, 09/15/07 (b) (e)		475,000		506,588
Praxair, Inc., 6.50%, 03/01/08		390,000		401,953
PTT Public Co. Ltd., 5.88%, 08/03/38		300,000		277,081
South Carolina Electric & Gas Co., 4.80%, 10/01/12		650,000		638,399
Talisman Energy, Inc., 7.25%, 10/15/27		225,000		254,438
Transocean Sedco Forex, Inc., 7.50%, 04/15/31		300,000		367,396
Valero Energy Corp., 6.88%, 04/15/12		300,000		325,268
Valero Energy Corp., 7.50%, 04/15/32 (e)		200,000		235,932
XTO Energy, Inc., 4.90%, 02/01/14		250,000		240,945
XTO Energy, Inc., 5.30%, 06/30/15		225,000		222,286

				21,863,831


26		Annual Report 2005

Corporate Bonds (continued)


	Principal Amount		Value

Paper & Forest Products (0.2%)
Celulosa Arauco Constitucion SA, 5.13%, 07/09/13	$	300,000	$	286,328
International Paper Co., 4.00%, 04/01/10		850,000		795,562
International Paper Co., 5.85%, 10/30/12		300,000		300,510
Inversiones CMPC SA, 4.88%, 06/18/13 (b)		300,000		287,368
Norske Skogindustrier, 6.13%, 10/15/15 (b)		150,000		144,760
Sappi Papier Holding AG, 6.75%, 06/15/12 (b)		80,000		79,325
Westvaco Corp., 7.95%, 02/15/31		200,000		223,370
Weyerhaeuser Co., 5.95%, 11/01/08 (e)		309,000		316,260
Weyerhaeuser Co., 6.75%, 03/15/12		725,000		767,701
Weyerhaeuser Co., 7.38%, 03/15/32		375,000		403,952

				3,605,136

Pharmaceuticals (0.2%)
Abbott Laboratories, 5.63%, 07/01/06		104,000		104,747
Abbott Laboratories, 6.40%, 12/01/06		550,000		559,393
Abbott Laboratories, 5.40%, 09/15/08		250,000		253,857
Abbott Laboratories, 3.50%, 02/17/09		200,000		192,261
Astrazeneca PLC, 5.40%, 06/01/14		500,000		510,399
Genentech, Inc., 4.40%, 07/15/10 (b)		280,000		273,939
Glaxosmithkline PLC, 5.38%, 04/15/34		340,000		334,873
Merck & Co., Inc., 5.95%, 12/01/28		275,000		272,939
Pfizer, Inc., 4.65%, 03/01/18		450,000		427,257
Pharmacia Corp., 6.60%, 12/01/28		300,000		341,545

				3,271,210

Pipelines (0.1%)
Centerpoint Energy Resources, 7.88%, 04/01/13		600,000		677,598
Panhandle Eastern Pipeline, 2.75%, 03/15/07 (b)		400,000		388,567


	Principal Amount		Value

Pipelines (continued)
Plains All American Pipeline, 5.63%, 12/15/13	$	560,000	$	560,503
Texas Gas Transmission, 4.60%, 06/01/15 (b)		300,000		279,880
TGT Pipelines LLC, 5.20%, 06/01/18		150,000		140,634

				2,047,182

Printing (0.0%)
Donnelley (R.R) & Sons Co., 4.95%, 04/01/14		200,000		188,927

Publishing - Newspapers (0.1%)
Gannett Co., 6.38%, 04/01/12 (e)		400,000		425,268
Thomson Corp., 4.25%, 08/15/09		425,000		412,726

				837,994

Real Estate Investment Trusts (0.4%)
Avalonbay Communities, Inc., 6.63%, 09/15/11		150,000		160,059
BRE Properties, Inc., 5.95%, 03/15/07		140,000		141,145
Camden Property Trust Corp., 7.00%, 11/15/06		600,000		611,626
Centerpoint Properties Corp., 4.75%, 08/01/10		350,000		340,348
Developers Diversified Realty Corp., 6.63%, 01/15/08		250,000		256,744
Duke Realty Corp., 5.25%, 01/15/10		300,000		300,340
EOP Operating LP, 6.75%, 02/15/12		200,000		213,779
Health Care REIT, Inc., 6.00%, 11/15/13		300,000		297,516
HRPT Properties Trust Corp., 5.75%, 02/15/14		300,000		301,160
JDN Realty Corp., 6.95%, 08/01/07		20,000		20,462
Liberty Property LP, 7.25%, 03/15/11		65,000		70,454
Prologis, 5.25%, 11/15/10		800,000		797,112
Simon Property Group LP, 4.60%, 06/15/10		400,000		390,636
Simon Property Group LP, 5.10%, 06/15/15		500,000		480,640
Spieker Properties LP, 7.65%, 12/15/10		1,000,000		1,122,303


2005 Annual Report		27

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Index Fund (Continued)

Corporate Bonds (continued)


	Principal Amount		Value

Real Estate Investment Trusts (continued)
Washington REIT, 5.25%, 01/15/14 (e)	$	200,000	$	196,821
Westfield Capital Corp., 5.13%, 11/15/14 (b)		260,000		253,866

				5,955,011

Research & Development (0.0%)
Science Applications International Co., 5.50%, 07/01/33 (b)		300,000		282,799

Retail (0.4%)
CVS Corp., 4.00%, 09/15/09		200,000		192,357
Limited Brands, Inc., 6.13%, 12/01/12		250,000		249,158
Lowe’s Cos., Inc., 6.50%, 03/15/29		400,000		441,496
Staples, Inc., 7.13%, 08/15/07		500,000		518,406
Target Corp., 10.00%, 01/01/11		112,000		134,586
Target Corp., 6.35%, 01/15/11		210,000		222,995
Target Corp., 7.00%, 07/15/31		295,000		349,335
Target Corp., 6.35%, 11/01/32		230,000		252,499
Wal-Mart Stores, Inc., 6.88%, 08/10/09		1,390,000		1,483,203
Wal-Mart Stores, Inc., 4.13%, 07/01/10		700,000		675,504
Wal-Mart Stores, Inc., 4.13%, 02/15/11 (e)		650,000		624,559
Wal-Mart Stores, Inc., 7.55%, 02/15/30		200,000		248,852
Wal-Mart Stores, Inc., 5.25%, 09/01/35		800,000		750,764

				6,143,714

Special Purpose Entity (1.8%)
BAE Systems Holdings, Inc., 4.75%, 08/15/10 (b)		400,000		391,095
Comercial Mortgage Pass Through, 4.07%, 04/15/17 (d)		19,330,632		19,327,469
Morgan Stanley TRACERS, 5.88%, 03/01/07 (b) (d)		4,264,000		4,276,707
Morgan Stanley TRACERS, 6.79%, 06/15/12 (b) (d)		1,820,000		1,883,008
Morgan Stanley TRACERS, 5.38%, 10/15/15		370,000		365,209


	Principal Amount		Value

Special Purpose Entity (continued)
Unilever Capital Corp., 7.13%, 11/01/10	$	550,000	$	601,676
Unilever Capital Corp., 5.90%, 11/15/32		350,000		360,319

				27,205,483

Telecommunications (1.8%)
Alltel Corp., 7.00%, 07/01/12		640,000		698,497
America Movil SA de CV, 6.38%, 03/01/35		300,000		281,330
Ameritech Capital Funding, 6.45%, 01/15/18		150,000		155,611
AT&T Wireless Services, Inc., 8.13%, 05/01/12		75,000		86,252
AT&T Wireless Services, Inc., 8.75%, 03/01/31		545,000		710,708
BellSouth Corp., 4.20%, 09/15/09		600,000		581,909
BellSouth Corp., 6.00%, 10/15/11		1,421,000		1,471,367
BellSouth Corp., 5.20%, 09/15/14		700,000		685,419
BellSouth Corp., 6.55%, 06/15/34		300,000		308,848
BellSouth Corp., 6.00%, 11/15/34		200,000		192,429
British Telecom PLC, 8.38%, 12/15/10		1,720,000		1,961,025
Cingular Wireless LLC, 7.13%, 12/15/31		700,000		780,723
Clear Channel Communications, Inc., 4.25%, 05/15/09 (e)		600,000		573,107
Clear Channel Communications, Inc., 7.65%, 09/15/10 (e)		200,000		214,016
Clear Channel Communications, Inc., 5.50%, 09/15/14 (e)		510,000		478,968
Cox Communications, Inc., 5.50%, 10/01/15		300,000		291,292
Deutsche Telekom International Finance, 3.88%, 07/22/08		700,000		682,436
Deutsche Telekom International Finance, 5.25%, 07/22/13		600,000		593,248
Deutsche Telekom International Finance, 8.75%, 06/15/30		625,000		774,989
France Telecom, 7.75%, 03/01/11		650,000		723,997
France Telecom, 8.50%, 03/01/31		690,000		901,571
GTE Corp., 6.84%, 04/15/18		350,000		372,065
GTE Corp., 6.94%, 04/15/28		250,000		261,220


28		Annual Report 2005

Corporate Bonds (continued)


	Principal Amount		Value

Telecommunications (continued)
Koninklijke KPN NV, 8.00%, 10/01/10	$	525,000	$	585,384
Motorola, Inc., 7.50%, 05/15/25 (e)		350,000		413,287
SBC Communications, Inc., 4.13%, 09/15/09		750,000		722,123
SBC Communications, Inc., 6.25%, 03/15/11		205,000		213,425
SBC Communications, Inc., 5.88%, 08/15/12		720,000		736,721
SBC Communications, Inc., 5.10%, 09/15/14		200,000		193,086
SBC Communications, Inc., 6.15%, 09/15/34 (e)		575,000		561,673
Sprint Capital Corp., 6.13%, 11/15/08		850,000		875,407
Sprint Capital Corp., 6.38%, 05/01/09		375,000		388,950
Sprint Capital Corp., 8.38%, 03/15/12 (b)		950,000		1,096,101
Sprint Capital Corp., 8.38%, 03/15/12		400,000		461,516
Sprint Capital Corp., 8.75%, 03/15/32		900,000		1,164,092
Tele-Communications, Inc., 9.80%, 02/01/12		520,000		629,394
Telecom Italia Capital, 4.95%, 09/30/14		500,000		474,430
Telecom Italia Capital, 6.00%, 09/30/34		390,000		370,278
Univison Communication, Inc., 7.85%, 07/15/11		250,000		274,185
Verizon Global Funding Corp., 6.75%, 12/01/05		270,000		270,493
Verizon Global Funding Corp., 7.25%, 12/01/10		450,000		488,031
Verizon Global Funding Corp., 6.88%, 06/15/12 (e)		80,000		86,306
Verizon Global Funding Corp., 7.38%, 09/01/12		885,000		981,540
Verizon Global Funding Corp., 4.38%, 06/01/13 (e)		625,000		584,124
Verizon Global Funding Corp., 7.75%, 12/01/30		1,000,000		1,159,758


	Principal Amount		Value

Telecommunications (continued)
Verizon Global Funding Corp., 5.85%, 09/15/35	$	200,000	$	187,048

				26,698,379

Tobacco (0.0%)
Altria Group, Inc., 7.00%, 11/04/13		400,000		433,306

Tools & Accessories (0.0%)
Black & Decker Corp., 4.75%, 11/01/14		390,000		366,560
Stanley Works, 4.90%, 11/01/12		225,000		221,729

				588,289

Transportation & Shipping (0.5%)
Burlington Northern Santa Fe Corp., 6.75%, 07/15/11		365,000		392,226
Burlington Northern Santa Fe Corp., 7.95%, 08/15/30		350,000		447,687
Canadian National Railway Co., 6.90%, 07/15/28		410,000		475,924
CSX Corp., 7.45%, 05/01/07		180,000		186,638
CSX Corp., 6.25%, 10/15/08		1,050,000		1,084,819
CSX Corp., 6.75%, 03/15/11 (e)		225,000		240,863
CSX Corp., 5.50%, 08/01/13		240,000		242,995
FedEx Corp., 2.65%, 04/01/07 (e)		700,000		678,677
Norfolk Southern Corp., 6.75%, 02/15/11		835,000		896,028
Norfolk Southern Corp., 5.59%, 05/17/25		143,000		140,153
Norfolk Southern Corp., 7.25%, 02/15/31		457,000		545,448
TTX Co., 4.90%, 03/01/15 (b)		375,000		358,461
Union Pacific Corp., 5.75%, 10/15/07		545,000		553,186
Union Pacific Corp., 3.63%, 06/01/10		410,000		384,576
Union Pacific Corp., 5.38%, 06/01/33		105,000		98,207
United Parcel Service, Inc., 8.38%, 04/01/20		200,000		260,228

				6,986,116


Total Corporate Bonds				522,998,835


2005 Annual Report		29

Statement of Investments (Continued)

October 31, 2005

Gartmore Bond Index Fund (Continued)

Sovereign Bonds (2.1%)


	Principal Amount		Value

Canada (0.5%)
Canadian Natural Resources, 4.90%, 12/01/14	$	475,000	$	461,129
Government of Canada, 5.25%, 11/05/08		1,630,000		1,665,060
Ontario Province, 5.50%, 10/01/08		350,000		358,504
Ontario Province, 4.38%, 02/15/13 (e)		725,000		708,423
Providence of Manitoba, 7.50%, 02/22/10		500,000		551,931
Province of British Columbia, 4.63%, 10/03/06		100,000		100,090
Province of British Columbia, 5.38%, 10/29/08		400,000		407,344
Province of British Columbia, 4.30%, 05/30/13		270,000		260,853
Province of Ontario, 3.38%, 01/15/08		1,000,000		972,991
Province of Quebec, 5.00%, 07/17/09		1,400,000		1,409,443
Quebec Province, 4.60%, 05/26/15		400,000		385,907
Quebec Province, 7.50%, 09/15/29		980,000		1,267,583

				8,549,258

Chile (0.1%)
Republic of Chile, 5.63%, 07/23/07 (e)		900,000		911,340
Republic of Chile, 5.50%, 01/15/13		300,000		307,140

				1,218,480

China (0.0%)
People’s Republic of China, 4.75%, 10/29/13 (e)		500,000		486,108

Denmark (0.0%)
KFW International Finance, 4.13%, 10/15/14		400,000		381,655

Finland (0.1%)
Republic of Finland, 5.88%, 02/27/06		300,000		301,425
Republic of Finland, 4.75%, 03/06/07		700,000		699,544

				1,000,969


	Principal Amount		Value

Italy (0.6%)
Republic of Italy, 4.38%, 10/25/06	$	3,500,000	$	3,492,681
Republic of Italy, 3.25%, 05/15/09		1,700,000		1,623,944
Republic of Italy, 4.38%, 06/15/13		950,000		928,655
Republic of Italy, 4.50%, 01/21/15 (e)		1,140,000		1,101,587
Republic of Italy, 6.88%, 09/27/23		425,000		500,933
Republic of Italy, 5.38%, 06/15/33		750,000		741,440

				8,389,240

Korea (0.1%)
Bank of Korea Corp., 4.63%, 03/16/10		700,000		684,488
Korea Developmental Bank, 5.75%, 09/10/13		200,000		205,588

				890,076

Luxembourg (0.1%)
Telecom Italia Capital, 5.25%, 11/15/13		1,000,000		977,645

Mexico (0.5%)
United Mexican States, 9.88%, 02/01/10		2,750,000		3,233,999
United Mexican States, 6.38%, 01/16/13 (e)		2,775,000		2,906,813
United Mexican States, 7.50%, 04/08/33		775,000		878,463
United Mexican States, 6.75%, 09/27/34 (e)		750,000		781,875

				7,801,150

Poland (0.0%)
Republic of Poland, 5.00%, 10/19/15		380,000		375,440

South Africa (0.0%)
Republic of South Africa, 6.50%, 06/02/14 (e)		350,000		374,063

United Kingdom (0.1%)
British Telecom PLC, 8.63%, 12/15/30		100,000		130,636
Vodafone Group PLC, 7.75%, 02/15/10		150,000		165,002


30		Annual Report 2005

Sovereign Bonds (continued)


	Principal Amount		Value

United Kingdom (continued)
Vodafone Group PLC, 5.00%, 12/16/13	$	1,125,000	$	1,104,423
Vodafone Group PLC, 7.88%, 02/15/30		350,000		431,474

				1,831,535


Total Sovereign Bonds				32,275,619


Municipal Bonds (0.1%)
Illinois (0.0%)
State Taxable Pension GO, 5.10%, 06/01/33		700,000		671,055

Texas (0.1%)
City of Dallas, 5.25%, 02/15/24		1,200,000		1,200,312


Total Municipal Bonds				1,871,367


Cash Equivalents (1.8%)
Investments in repurchase agreements (collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $26,675,746)		26,672,856		26,672,856


Total Cash Equivalents				26,672,856

Short-Term Securities Held as Collateral for

Securities Lending (16.1%)


	Principal Amount		Value

Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	243,805,654	$	243,805,654


Total Short-Term Securities Held as Collateral for Securities Lending				243,805,654


Total Investments (Cost $1,929,826,753) (a) — 125.8%				1,904,745,045

Liabilities in excess of other assets — (25.8)%				(391,718,446	)


NET ASSETS — 100.0%			$	1,513,026,599

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Rule 144A, Section 4(2) or other security, which is restricted as to resale to institutional investors. The security has been deemed liquid pursuant to procedures approved by the Board of Trustees.

(c)

Mortgage Dollar Rolls

(d)

Variable rate security. The rate reflected in the Statement of Investments is the rate reflected in effect on October 31, 2005.

(e)

All or part of the security was on loan as of October 31, 2005.

General Obligation

TBA

To Be Announced

TRACERS

Tradable Custodial Receipts

See notes to financial statements.


2005 Annual Report		31

Gartmore International Index Fund

For the annual period ended Oct. 31, 2005, the Gartmore International Index Fund (Class A at NAV) returned 17.83% versus 18.09% for its benchmark, the Morgan Stanley Capital International Europe, Australasia and Far East (MSCI EAFE®) Index. For broader comparison, the average return for the Fund’s Lipper peer category of International Multi-Cap Core Funds was 18.11%.

The reporting period was a strong one for the international equity markets, as all of the country markets comprising the MSCI EAFE Index (except Portugal) registered positive returns. November and December of 2004 were positive months as international market indexes experienced strong global economic growth and earnings momentum after the summer lull. November saw the largest gains as oil prices began to recede from their October highs, business confidence strengthened, corporate profits came in generally better than expected, and economically sensitive commodity prices rose. Eurozone stock markets generally strengthened, particularly in Germany, Italy and France. In the United Kingdom, the market benefited from its sizable exposure to energy and metals. In the Asia Pacific region, Japan’s market increased on falling crude oil prices, and Hong Kong’s market rose on speculation of devaluation of the country’s currency that would lead to increased trade with China. Australia’s market advanced on gains in financial and industrial sectors.

The New Year began with a slide after the strong fourth quarter of 2004; January, March and April were negative months as economic growth began to slow. Concerns about energy prices, inflation and currency volatility led to a decline in the global equity markets. In Germany, Europe’s largest economy, industrial production fell more than it had in two years, and investor confidence dropped–partly due to high oil costs and partly due to unemployment, which remained at a post-World War II high of 12%. In the United Kingdom, manufacturing activity also decreased and growth in retail sales, a key indicator of consumer spending, weakened modestly.

Global equity markets rebounded in May with solid gains that continued through September. Then came another downturn in October as the markets felt pressure from inflation concerns. In Europe, the turnaround was led by renewed takeover activity and generally encouraging company earnings, especially in the United Kingdom, where growth remained in the high single digits for much of the period, boosted by the strong performance of energy companies. In Japan, optimism continued to build that the country is moving past its long deflationary cycle and is growing economically.

Portfolio Manager:

Fund Asset Management, L.P.-Subadviser


32		Annual Report 2005


Fund Performance		Gartmore International Index Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	17.83%	1.88%	-0.79%
	w/SC³	10.99%	0.68%	-1.79%
Class B	w/o SC²	17.17%	1.21%	-1.46%
	w/SC⁴	12.17%	0.83%	-1.62%
Class C^5,7	w/o SC²	15.59%	0.94%	-1.69%
	w/SC⁷	14.59%	0.94%	-1.69%
Institutional Class⁶		18.26%	2.24%	-0.42%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on December 29, 1999.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴	A 5.00% maximum contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁵

These returns until the creation of Class C shares (02/14/05) include the performance of the Fund’s Class B shares, which began operations on December 29, 1999 prior to the creation of the Class C . Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class C would have produced because Class C and invest in the same portfolio of securities as Class B shares. The performance for Class C has been restated for sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes.

⁶	Not subject to any sales charges.

⁷	A CDSC of 1.00% was deducted from the one year return because it is charged when you sell Class C shares within the first year after purchase.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore International Index Fund, the Morgan Stanley Capital International - Europe, Australasia, and Far East Index (MSCI EAFE)(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The MSCI EAFE is an unmanaged index that measures the performance of equity securities of global companies from various industrial sectors whose primary trading markets are located outside the United States.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		33

Shareholder

Expense Example

Gartmore International Index Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


International Index Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,084.40	$	3.98	0.77%
	Hypothetical	¹	$	1,000.00	$	1,021.18	$	3.87	0.77%
Class B	Actual		$	1,000.00	$	1,082.80	$	7.07	1.37%
	Hypothetical	¹	$	1,000.00	$	1,018.21	$	6.88	1.37%
Class C	Actual		$	1,000.00	$	1,082.50	$	2.93	1.37%
	Hypothetical	¹	$	1,000.00	$	1,022.18	$	2.85	1.37%
Institutional Class	Actual		$	1,000.00	$	1,086.50	$	1.91	0.37%
	Hypothetical	¹	$	1,000.00	$	1,023.17	$	1.86	0.37%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


34		Annual Report 2005


Portfolio Summary		Gartmore International Index Fund

October 31, 2005


Asset Allocation
Common Stocks		96.0%
Cash Equivalents		1.7%
Preferred Stocks		0.0%
Rights		0.0%
Warrants		0.0%
Other Investments*		13.3%
Liabilities in excess of Other Assets**		-11.0 %

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Banks		17.1%
Telecommunications		8.3%
Energy		8.0%
Pharmaceuticals		5.9%
Utilities		4.8%
Food Products		4.7%
Electronics & Electrical Equipment		3.9%
Insurance		3.9%
Automotive		3.7%
Financial Services		2.9%
Other Industries		36.8%

		100.0%


Top Holdings***
BP Amoco PLC		2.3%
HSBC Holdings PLC		1.8%
Vodafone Group PLC		1.7%
Glaxosmithkline PLC		1.5%
TotalFinaElf SA		1.4%
Toyota Motor Co. Ltd.		1.4%
Novartis AG		1.3%
Nestle SA		1.3%
Royal Dutch Shell PLC, Class B		1.2%
Roche Holding AG-Genusscheine		1.1%
Other Holdings		85.0%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		35

Statement of Investments

October 31, 2005

Gartmore International Index Fund

Common Stocks (96.0%)


	Shares or Principal Amount	Value

AUSTRALIA (5.0%)
Airlines (0.0%)
Qantas Airways Ltd. (d)	108,155	$	277,200

Banks (1.5%)
Australia & New Zealand Banking Group Ltd. (d)	220,891		3,898,469
Commonwealth Bank of Australia (d) (e)	155,974		4,540,381
Macquarie Bank Ltd. (d) (e)	33,996		1,650,200
National Australia Bank Ltd. (d)	221,292		5,472,284
Suncorp-Metway Ltd. (d)	61,990		894,798
Westpac Banking Corp. Ltd. (d)	246,449		3,829,622

			20,285,754

Brewery (0.1%)
Foster’s Group Ltd. (d)	234,098		1,017,925
Lion Nathan Ltd. (d)	1,340		7,924

			1,025,849

Building & Construction (0.3%)
Boral Ltd. (d)	79,450		451,647
CSR Ltd. (d)	124,762		273,116
James Hardie Industries NV (d)	58,218		371,397
Leighton Holdings Ltd. (d)	37,177		425,367
Multiplex Group (d)	192,870		478,655
Rinker Group Ltd. (d)	152,750		1,732,327

			3,732,509

Casino & Gambling (0.0%)
Aristocrat Leisure Ltd. (d) (e)	57,873		504,721
Unitab Ltd. (d)	16,444		156,809

			661,530

Commercial Services (0.1%)
Brambles Industries Ltd. (d) (e)	148,947		944,435
Mayne Nickless Ltd. (d)	100,202		392,590

			1,337,025

Computer Software & Services (0.0%)
Computershare Ltd. (d)	17,524		86,265

Consumer Products (0.0%)
Pacific Brands Ltd. (d)	55,889		114,448


	Shares or Principal Amount	Value

AUSTRALIA (continued)
Diversified (0.2%)
Futuris Corp. Ltd. (d)	67,964	$	94,375
Orica Ltd. (d)	17,055		244,663
Patrick Corp. Ltd. (d)	145,076		742,970
Wesfarmers Ltd. (d)	49,239		1,317,438

			2,399,446

Energy (0.2%)
Australian Gas and Light Co. Ltd. (d)	50,139		568,900
Origin Energy Ltd. (d)	46,233		232,421
Santos Ltd. (d)	81,305		666,850
Woodside Petroleum Ltd. (d)	71,776		1,698,569

			3,166,740

Entertainment (0.1%)
TABCORP Holdings Ltd. (d)	71,987		863,553

Financial Services (0.1%)
Australian Stock Exchange Ltd. (d)	463		9,979
Babcock & Brown Ltd. (d)	7,333		91,784
Challenger Financial Services Group Ltd. (d) (e)	136,840		373,344
Perpetual Trustees Australia Ltd. (d) (e)	160		7,523
SFE Corp. Ltd. (d)	46,358		432,552

			915,182

Food & Beverage (0.0%)
Coca-Cola Amatil Ltd. (d) (e)	61,193		349,330

Food Products (0.2%)
Coles Myer Ltd. (d) (e)	172,205		1,293,603
Woolworths Ltd. (d)	148,211		1,810,663

			3,104,266

Healthcare (0.0%)
Cochlear Ltd. (d) (e)	14,207		404,676

Industrial (0.1%)
BHP Steel Ltd. (d) (e)	98,181		625,013
OneSteel Ltd. (d)	121,136		320,522

			945,535


36		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

AUSTRALIA (continued)
Insurance (0.3%)
AMP Ltd. (d)	255,675	$	1,398,947
AXA Asia Pacific Holdings Ltd. (d) (e)	163,563		580,357
Insurance Australia Group Ltd. (d)	219,292		851,150
QBE Insurance Group Ltd. (d) (e)	107,839		1,438,877

			4,269,331

Investment Companies (0.1%)
Macquarie Airports (d)	5,060		11,392
Macquarie Communications Infrastructure Group (d)	94,409		406,674
Macquarie Infrastructure Group (d)	347,002		892,534

			1,310,600

Manufacturing (0.0%)
Ansell Ltd. (d)	21,093		166,565

Medical & Medical Services (0.0%)
Sonic Healthcare Ltd. (d)	1,126		12,333

Metals & Mining (0.2%)
Newcrest Mining Ltd. (d)	58,414		794,837
Rio Tinto Ltd. (d) (e)	39,064		1,651,362
WMC Ltd. (d)	139,860		605,209

			3,051,408

Minerals (0.6%)
BHP Billiton Ltd. (d)	493,783		7,656,326
Iluka Resources Ltd. (d)	68,235		395,267

			8,051,593

Multi-Media (0.0%)
Publishing & Broadcasting Ltd. (d)	26,129		316,111

Paper Products (0.1%)
Amcor Ltd. (d) (e)	135,692		678,377
Paperlinx Ltd. (d) (e)	37,495		86,590

			764,967


	Shares or Principal Amount	Value

AUSTRALIA (continued)
Pharmaceuticals (0.1%)
CSL Ltd. (d)	26,031	$	732,173

Printing & Publishing (0.0%)
John Fairfax Holdings Ltd. (d) (e)	177,108		547,806

Property Trust (0.5%)
Centro Properties Group (d)	64,033		285,470
Centro Retail Trust (b) (d)	21,343		24,489
Commonwealth Property Office Fund (d) (e)	184,635		168,141
DB RREEF Trust (d) (e)	424,684		424,172
Gandel Retail Trust (d) (e)	216,863		302,734
General Property Trust (d)	312,427		898,199
ING Industrial Fund (d)	2,224		3,811
Investa Property Group (d) (e)	205,222		299,447
Macquarie Goodman Group (d)	58,113		175,801
Mirvac Group (d)	207,466		593,111
Stockland Trust Group (d)	169,647		776,622
Westfield Group (d)	186,789		2,323,827

			6,275,824

Public Thoroughfares (0.1%)
Transurban Group (d)	145,604		698,609

Real Estate (0.0%)
Lend Lease Corp. Ltd. (d)	65,603		670,307

Retail (0.0%)
Harvey Norman Holdings Ltd. (d) (e)	33,787		72,088

Telecommunications (0.1%)
Telstra Corp. Ltd. (d)	285,476		899,875

Transportation (0.0%)
Toll Holdings Ltd. (d) (e)	41,220		386,246

			67,895,144

AUSTRIA (0.4%)
Airports (0.0%)
Flughafen Wien AG (d)	25		1,618


2005 Annual Report		37

Statement of Investments (Continued)

October 31, 2005

Gartmore International Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

AUSTRIA (continued)
Banks (0.2%)
Bank Austria Creditanstalt (d)	5,597	$	615,384
Ersete Bank Der Oesterreichischen Sparkassen AG (d)	24,165		1,257,084

			1,872,468

Building & Construction (0.0%)
Wienerberger AG (d)	9,564		369,720

Energy (0.1%)
OMV AG (d)	23,230		1,253,230

Industrial (0.0%)
Andritz AG (d)	4,197		381,262

Manufacturing (0.0%)
RHI AG (b) (d)	8,930		247,768

Paper Products (0.0%)
Mayr-Melnhof Karton AG (d)	15		2,056

Real Estate (0.0%)
Immofinanz Immobilien Anlagen AG (b) (d)	18,434		178,291

Steel (0.0%)
Boehler-Uddeholm AG (d)	2,508		380,341
Voest-Alpine AG (d)	1,961		163,397

			543,738

Telecommunications (0.1%)
Telekom Austria AG (d) (e)	48,312		999,803

Utilities (0.0%)
Oesterrichische Elektrizktaetswirtschafts AG (d)	100		31,875

			5,881,829

BELGIUM (1.3%)
Banks (0.6%)
Dexia (d)	83,323		1,799,434
Fortis (d)	166,245		4,731,476
KBC Bankverzekeringsholding (d)	25,839		2,105,707

			8,636,617


	Shares or Principal Amount	Value

BELGIUM (continued)
Brewery (0.1%)
Interbrew (d)	19,993	$	798,582

Chemicals (0.1%)
Solvay SA (d)	7,056		821,280

Consumer Cyclicals (0.0%)
D’ Ieteren NV (d)	381		96,907

Diversified (0.1%)
Groupe Bruxelles Lambert SA (d)	10,122		923,123

Electronics (0.0%)
Barco NV (d) (e)	2,459		176,380

Food Products (0.0%)
Colruyt NV (d)	1,132		146,615

Manufacturing (0.0%)
Bekaert SA (d)	48		3,996

Metals (0.0%)
Umicore (d)	6,530		653,454

Pharmaceuticals (0.1%)
Omega Pharma SA (d)	2,857		147,554
UCB SA (d)	13,329		658,989

			806,543

Photographic Products (0.0%)
AGFA Gevaert NV (d) (e)	14,758		317,810

Real Estate (0.0%)
Cofinimmo (d) (e)	660		103,532

Retail (0.0%)
Delhaize Le Lion SA (d) (e)	10,715		621,169

Telecommunications (0.1%)
Belgacom SA (d)	29,544		990,077
Mobistar SA (d)	1,519		122,970

			1,113,047


38		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

BELGIUM (continued)
Transportation (0.0%)
Compagnie Maritime Belge SA (d)	5,335	$	177,654
Euronav SA (d)	5,335		164,290

			341,944

Utilities (0.2%)
Electrabel SA (d)	4,514		2,233,462

			17,794,461

DENMARK (0.8%)
Airports (0.0%)
Kobenhavns Lufthavne AS (d)	23		7,289

Banks (0.2%)
Danske Bank AS (d)	66,620		2,089,820

Brewery (0.0%)
Carlsberg AG (d)	5,891		322,226

Electronics (0.1%)
Bang & Olufsen AS (d) (e)	2,558		244,716
Vestas Wind Systems AS (b) (d) (e)	33,311		721,102

			965,818

Food Products (0.0%)
Danisco AS (d)	10,357		661,907
East Asiatic Co. Ltd. (d)	70		5,300

			667,207

Healthcare (0.0%)
Coloplast AS (d)	3,108		178,269

Insurance (0.0%)
Topdanmark AS (b) (d)	2,908		221,878

Medical Products (0.0%)
William Demant Holding AS (b) (d)	123		5,572

Pharmaceuticals (0.2%)
H. Lunbeck AS (d) (e)	4,154		97,136
Novo Nordisk AS, Class B (d)	39,968		2,051,886
Novozymes AS, Class B (d)	2,868		149,994

			2,299,016


	Shares or Principal Amount	Value

DENMARK (continued)
Security Services (0.0%)
Group 4 Securicor PLC (d)	85,993	$	229,521

Telecommunications (0.2%)
GN Store Nord AS (GN Great Nordic) (d)	39,917		481,276
TDC AS (d)	33,067		1,853,352

			2,334,628

Transportation (0.1%)
Dampskibsselskabet Svendborg AS (d)	159		1,438,462
DSV, De Sammensluttede Vognmaend (d)	3,225		314,433

			1,752,895

			11,074,139

FINLAND (1.4%)
Computer Software & Services (0.0%)
TietoEnator Oyj (d)	12,039		382,512

Energy (0.1%)
Neste Oil Oyj (b) (d)	22,674		701,743

Financial Services (0.1%)
Sampo Insurance Co. Oyj (d)	52,276		801,876

Food Products (0.0%)
Kesko Oyj (d)	9,736		267,592

Industrial (0.0%)
Metso Oyj (d)	16,956		441,040

Insurance (0.0%)
Pohjola Group PLC, Class D (d)	3,726		59,743

Machinery & Equipment (0.1%)
KCI Konecranes Oyj (d) (e)	7,293		316,807
Kone Corporation, Class B (b) (d)	5,792		390,227

			707,034

Manufacturing (0.0%)
Amer Group Ltd. (d)	9,040		164,595
Uponor Oyj (d) (e)	9,034		194,804
Wartsila Corp. (d)	5,543		153,789

			513,188


2005 Annual Report		39

Statement of Investments (Continued)

October 31, 2005

Gartmore International Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

FINLAND (continued)
Metal Fabricate & Hardware (0.0%)
Rautaruukki Oyj (d)	19,196	$	391,777

Metals (0.0%)
Outokumpu Oyj (d) (e)	3,277		42,066

Oil & Gas (0.1%)
Fortum Oyj (d)	66,172		1,171,056

Paper Products (0.2%)
Stora Enso Oyj (d)	91,848		1,174,866
UPM-Kymmene Oyj (d)	82,081		1,586,469

			2,761,335

Pharmaceuticals (0.0%)
Orion Oyj (d)	8,093		175,913

Telecommunications (0.8%)
Elisa Oyj (d) (e)	8,361		146,398
Nokia Oyj (d)	593,677		9,946,715

			10,093,113

Tire & Rubber (0.0%)
Nokian Renkaat Oyj (d)	20,780		323,793

Transportation (0.0%)
Cargotec Corp., Class B (b) (d)	5,792		171,405

			19,005,186

FRANCE (8.7%)
Advertising (0.0%)
PagesJaunes SA (d)	7,046		181,567
Publicis Groupe SA (d) (e)	11,862		392,259

			573,826

Aerospace/Defense (0.2%)
European Aeronautic Defence & Space Co. (d)	35,556		1,231,832
Thales SA (d) (e)	15,995		688,974
Zodiac SA (d)	5,565		303,388

			2,224,194

Airlines (0.0%)
Air France (d) (e)	15,717		264,274


	Shares or Principal Amount	Value

FRANCE (continued)
Apparel (0.0%)
Hermes International (d)	238	$	53,395

Automotive (0.3%)
PSA Peugeot Citroen (d) (e)	24,495		1,488,350
Renault SA (d) (e)	22,184		1,921,057
Valeo SA (d)	16,280		609,540

			4,018,947

Banks (1.1%)
Banque Nationale de Paris (d)	106,126		8,048,289
Credit Agricole SA (d) (e)	74,971		2,198,062
Societe BIC SA (d)	257		14,598
Societe Generale (d) (e)	43,758		4,997,377

			15,258,326

Building & Construction (0.4%)
Compagnie Francaise d’Etudes et de Construction Technip SA (d)	16,900		914,330
Imerys SA (d)	850		58,794
Lafarge SA (d)	27,997		2,298,532
Vinci SA (b) (d)	21,689		1,695,676

			4,967,332

Chemicals (0.2%)
L’Air Liquide SA (d)	16,134		2,934,047

Computer Software & Services (0.2%)
Atos Origin SA (b) (d)	7,861		540,125
Business Objects SA (b) (d)	15,218		521,377
Cap Gemini SA (b) (d) (e)	23,417		861,148
Dassault Systems SA (d)	4,166		215,196

			2,137,846

Cosmetics/Personal Care (0.2%)
L’Oreal SA (d) (e)	35,516		2,611,436

Electronics & Electrical Equipment (0.3%)
Sagem SA (d)	14,624		290,930
Schneider Electric SA (d) (e)	33,297		2,736,060
Thomson Multimedia (d) (e)	48,745		918,937

			3,945,927


40		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

FRANCE (continued)
Energy (1.5%)
TotalFinaElf SA (d)	75,618	$	19,027,639

Entertainment (0.3%)
Vivendi Universal SA (d)	145,188		4,569,391

Financial Services (0.1%)
Pernod Ricard SA (d) (e)	10,887		1,904,407

Food Products (0.5%)
Carrefour SA (d)	84,103		3,740,020
Casino Guichard Perrachon SA (d) (e)	3,314		226,394
Groupe Danone (d) (e)	31,299		3,181,076

			7,147,490

Healthcare (0.9%)
Essilor International SA (d)	16,241		1,337,142
Sanofi-Synthelabo SA (d)	138,887		11,125,809

			12,462,951

Hotels & Lodging (0.1%)
Accor SA (d)	28,979		1,447,341

Insurance (0.4%)
Axa (d)	187,352		5,426,113
CNP Assurances (d)	1,329		92,452
SCOR (d)	174,382		346,357

			5,864,922

Machinery (0.1%)
Alstom SA (b) (d) (e)	14,618		700,491

Manufacturing (0.3%)
Compagnie de Saint-Gobain (d) (e)	43,937		2,406,790
Compagnie Generale des Etablissements Michelin (d)	25,598		1,381,240
Neopost SA (d)	3,694		356,342

			4,144,372

Printing & Publishing (0.1%)
Lagardere S.C.A. (d)	18,818		1,293,405


	Shares or Principal Amount	Value

FRANCE (continued)
Public Thoroughfares (0.0%)
Autoroutes du Sud de la France (d)	6,917	$	386,229
Societe des Autoroutes Paris-Rhin-Rhone (d)	400		26,153

			412,382

Real Estate (0.1%)
Gecina SA (d)	1,421		157,176
Klepierre (d) (e)	3,346		313,591
Unibail SA (d) (e)	6,962		919,500

			1,390,267

Restaurants (0.0%)
Sodexho Alliance SA (d)	14,707		572,246

Retail (0.1%)
Pinault-Printemps-Redoute SA (d)	11,399		1,197,915

Telecommunications (0.9%)
Alcatel SA (b) (d)	159,306		1,871,900
Bouygues SA (d)	33,166		1,636,732
France Telecom SA (d) (e)	215,284		5,596,274
LVMH Moet Louis Vuitton Hennessy SA (d) (e)	32,071		2,597,231

			11,702,137

Television (0.0%)
Societe Television Francaise 1 (d)	17,970		460,956

Utilities (0.4%)
Suez SA (d) (e)	124,298		3,367,409
Veolia Environnement (d) (e)	45,326		1,886,032

			5,253,441

			118,541,303

GERMANY (6.3%)
Airlines (0.1%)
Lufthansa AG (d)	54,322		728,309

Apparel (0.2%)
Adidas AG (d)	7,912		1,327,418
Puma AG (d)	3,257		821,318

			2,148,736


2005 Annual Report		41

Statement of Investments (Continued)

October 31, 2005

Gartmore International Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

GERMANY (continued)
Automotive (0.8%)
DaimlerChrysler AG (d)	122,608	$	6,128,822
Deutsche Post AG (d)	86,890		1,941,862
Porsche AG (d)	1,390		1,005,122
Volkswagen AG (d) (e)	32,566		1,778,243

			10,854,049

Banks (0.8%)
Bayerische Vereins AG (b) (d)	83,935		2,345,908
Commerzbank AG (d) (e)	67,159		1,754,902
Deutsche Bank AG (d)	67,892		6,351,453
Hypo Real Estate Holding AG (d)	19,352		933,467

			11,385,730

Building & Construction (0.0%)
Hochtief AG (d)	3,039		123,297

Chemicals (0.7%)
BASF AG (d)	72,308		5,204,473
Bayer AG (d)	83,251		2,890,190
Henkel KGaA (d)	9,057		777,098

			8,871,761

Computer Hardware (0.0%)
Wincor Nixdorf AG (d)	3,933		344,703

Computer Software & Services (0.3%)
Sap AG (d)	27,452		4,706,988

Electronics & Electrical Equipment (0.0%)
Epcos AG (b) (d)	7,445		90,270

Financial Services (0.1%)
Deutsche Boerse AG (d)	17,368		1,634,157
MLP AG (d)	9,253		178,063

			1,812,220

Food Products (0.0%)
Suedzucker AG (d)	222		4,670

Healthcare (0.0%)
Fresenius Medical Care AG (d) (e)	2,224		200,776


	Shares or Principal Amount	Value

GERMANY (continued)
Hotels & Lodging (0.0%)
Preussag AG (d) (e)	32,008	$	622,455

Industrial (0.7%)
Linde AG (d)	12,703		906,477
MAN AG (d)	25,621		1,188,057
Siemens AG (d) (e)	103,970		7,728,521

			9,823,055

Insurance (0.7%)
Allianz AG (d)	48,642		6,858,229
Muenchener Rueckversicherungs-Gesellschaft AG (d)	23,146		2,717,103

			9,575,332

Manufacturing (0.1%)
Continental AG (d)	18,504		1,414,106

Metals & Mining (0.1%)
Thyssen Krupp AG (d) (e)	57,813		1,176,467

Personal Care (0.0%)
Beiersdorf AG (d)	645		69,577

Pharmaceuticals (0.2%)
Altana AG (d) (e)	14,383		811,441
Gehe AG (d)	1,701		143,822
Merck KGaA (d)	7,384		610,764
Schering AG (d)	28,497		1,756,888

			3,322,915

Real Estate (0.0%)
IVG Immobilien AG (d)	10,576		203,450

Retail (0.1%)
Douglas Holding AG (d)	2,372		90,074
Karstadt AG (b) (d) (e)	24,689		291,867
Metro AG (d)	18,778		849,975

			1,231,916

Semiconductors (0.1%)
Infineon Technologies AG (b) (d) (e)	96,897		906,332


42		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

GERMANY (continued)
Telecommunications (0.5%)
Deutsche Telecom AG (d) (e)	347,043	$	6,136,737

Utilities (0.8%)
E.On AG (d)	79,066		7,163,543
RWE AG (d)	56,591		3,601,605

			10,765,148

			86,518,999

GREECE (0.6%)
Banks (0.4%)
Alpha Bank A.E. (d)	51,695		1,484,327
Commercial Bank of Greece SA (b) (d)	3,650		101,866
Eurobank (d)	18,091		545,219
National Bank of Greece SA (d)	47,090		1,837,265
Piraeus Bank SA (d)	20,849		423,016

			4,391,693

Beverages (0.0%)
Hellenic Bottling Co. SA (d)	5,706		155,516

Building & Construction (0.0%)
Hellenic Technodomiki Tev SA (d)	14,706		76,154
Technical Olympic SA (d)	12,569		71,666
Titan Cement Co. SA (d)	253		8,650

			156,470

Casino & Gambling (0.1%)
Greek Organization of Football Prognostics (d)	34,939		1,011,247

Electric Utility (0.0%)
Public Power Corp. (d)	27,906		590,733

Energy (0.0%)
Hellenic Petroleum SA (d)	487		6,890

Hotels & Motels (0.0%)
Hyatt Regency Hotels & Tourism SA (d)	131		1,608


	Shares or Principal Amount	Value

GREECE (continued)
Metals & Mining (0.0%)
Viohalco, Hellenic Copper & Aluminum Industry SA (d)	376	$	2,435

Retail (0.0%)
Folli-Follie SA (d)	1,393		37,586
Germanos SA (d)	15,982		237,900
Hellenic Duty Free Shops SA (d)	5,509		97,744

			373,230

Telecommunications (0.1%)
Cosmote Mobile Telecommunications SA (d)	16,827		346,668
Hellenic Telecommunication Organization SA (b) (d)	38,413		792,660
Intracom SA (d)	13,026		86,688

			1,226,016

Tobacco (0.0%)
Papastratos Cigarette Co. (b) (d)	5,006		108,096

			8,023,934

HONG KONG (1.5%)
Airlines (0.0%)
Cathay Pacific Airways Ltd. (d)	95,000		149,444

Banks (0.3%)
Bank of East Asia Ltd. (d)	204,700		599,462
BOC Hong Kong Holdings Ltd. (d)	473,200		884,321
Hang Seng Bank Ltd. (d)	100,100		1,299,640

			2,783,423

Broadcasting & Television (0.0%)
Television Broadcasts Ltd. (d)	16,000		89,054

Building & Construction (0.0%)
Cheung Kong Infrastructure Holdings Ltd. (d)	2,000		6,238

Chemicals (0.0%)
Kingboard Chemical Holdings Ltd. (d)	67,548		143,222


2005 Annual Report		43

Statement of Investments (Continued)

October 31, 2005

Gartmore International Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

HONG KONG (continued)
Distribution (0.1%)
Esprit Asia Holdings Ltd. (d)	101,000	$	715,567
Li & Fung Ltd. (d)	216,000		463,539

			1,179,106

Diversified Operations (0.1%)
Swire Pacific Ltd. (d)	133,800		1,203,912
Wharf Holdings Ltd. (d)	82,700		283,329

			1,487,241

Electronics & Electrical Equipment (0.1%)
Hongkong Electric Holdings Ltd. (d)	193,100		913,308
Johnson Electric Holdings Ltd. (d)	192,400		174,276

			1,087,584

Financial Services (0.0%)
Hong Kong Exchanges & Clearing Ltd. (d)	170,000		570,076

Hotels & Motels (0.0%)
Shangri-La Asia Ltd. (d)	4,000		5,611

Industrial (0.2%)
Hutchison Whampoa Ltd. (d)	277,000		2,635,934

Manufacturing (0.0%)
Techtronic Industries Co. Ltd. (d)	41,370		101,830
Yue Yuen Industrial Holdings Ltd. (d)	35,000		88,363

			190,193

Printing & Publishing (0.0%)
South China Morning Post Ltd. (d)	4,000		1,488

Real Estate (0.5%)
Cheung Kong Holdings Ltd. (d)	222,000		2,319,099
Hang Lung Properties Ltd. (d)	381,000		547,737
Henderson Land Development Co. Ltd. (d)	95,100		425,563
Hopewell Holdings Ltd. (d)	74,569		182,393
Hysan Development Co. Ltd. (d)	2,673		5,825


	Shares or Principal Amount	Value

HONG KONG (continued)
Real Estate (continued)
Kerry Properties Ltd. (d)	2,000	$	5,015
New World Developments Co. (d)	427,679		529,351
Sino Land Co. Ltd. (d) (e)	304,000		338,704
Sun Hung Kai Properties Ltd. (d)	180,700		1,715,141

			6,068,828

Retail (0.0%)
Giordano International Ltd. (d)	226,600		130,419

Semiconductors (0.0%)
ASM Pacific Technology Ltd. (d)	26,400		122,576

Telecommunications (0.0%)
Hutchison Telecommunications International Ltd. (b) (d)	147,642		187,696
PCCW Ltd. (d)	505,400		310,042

			497,738

Transportation (0.0%)
MTR Corp. Ltd. (d) (e)	22,214		42,098
Orient Overseas International (d)	33,338		106,352

			148,450

Utilities (0.2%)
CLP Holdings Ltd. (d)	254,600		1,461,810
Hong Kong & China Gas Co. Ltd. (d)	504,900		1,043,693

			2,505,503

			19,802,128

IRELAND (0.8%)
Airlines (0.0%)
Ryanair Holdings PLC (b) (d)	3,804		32,122

Banks (0.5%)
Allied Irish Banks PLC (d)	122,427		2,581,318
Bank of Ireland (d)	147,338		2,247,962
Depfa Bank PLC (d)	40,692		634,640

			5,463,920

Building & Construction (0.2%)
CRH PLC (d)	81,699		2,041,998
Kingspan Group PLC (d)	23,725		272,923

			2,314,921


44		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

IRELAND (continued)
Casino & Gambling (0.0%)
Paddy Power PLC (d)	10,408	$	175,988

Consumer Products (0.0%)
Waterford Wedgewood PLC (b) (d)	403		31

Diversified (0.0%)
DCC PLC (d)	2,840		52,739

Financial Services (0.0%)
Irish Life & Permanent PLC (d)	38,358		675,876

Food Products (0.1%)
C&C Group PLC (d)	26,200		161,745
Fyffes PLC (d)	1,184		3,434
Greencore Group PLC (d)	42,284		159,690
IAWS Group PLC (d)	13,536		186,605
Kerry Group PLC (d)	17,416		364,124

			875,598

Multi-Media (0.0%)
Independent News & Media PLC (d)	2,840		7,691

Pharmaceuticals (0.0%)
Elan Corp. PLC (b) (d)	51,638		423,577

Retail (0.0%)
Grafton Group PLC (b) (d)	39,058		385,021

Telecommunications (0.0%)
Eircom Group PLC (d)	130,445		312,784

			10,720,268

ITALY (3.5%)
Aerospace & Defense (0.1%)
Finmeccanica SpA (d)	44,643		811,871

Apparel (0.0%)
Benetton Group SpA (d)	1,026		10,837

Automotive (0.0%)
Fiat SpA (b) (d) (e)	34,868		284,109


	Shares or Principal Amount	Value

ITALY (continued)
Banks (1.1%)
Banc Monte Dei Paschi Di Seina SpA (d)	73,701	$	334,621
Banca Antonveneta SpA (d)	15,567		486,402
Banca di Roma SpA (d) (e)	209,827		1,094,899
Banca Intesa SpA (d)	61,028		264,319
Banca Nazionale del Lavoro (BNC) (b) (d) (e)	232,582		749,995
Banche Popolari Unite Scrl (d)	41,494		878,091
Banco Popolare di Verona e Novara Scrl (d)	58,896		1,086,972
FinecoGroup SpA (d)	23,651		204,698
IntesaBci SpA (d)	431,147		2,013,581
Mediobanca SpA (d)	81,257		1,438,686
San Paolo IMI SpA (d)	152,440		2,200,867
UniCredito Italiano SpA (d) (e)	736,368		4,111,609

			14,864,740

Broadcasting & Television (0.1%)
Mediaset SpA (d)	139,344		1,530,430

Building & Construction (0.0%)
Italcementi SpA (d)	310		5,084

Energy (0.7%)
Eni SpA (d) (e)	338,050		9,047,832

Financial Services (0.0%)
Banca Fideuram SpA (d) (e)	70,803		382,420
Mediolanum SpA (d) (e)	40,463		256,138

			638,558

Gas-Transportation (0.1%)
Snam Rete Gas SpA (d) (e)	164,760		904,557

Insurance (0.4%)
Alleanza Assicurazioni SpA (d) (e)	64,036		739,475
Assicurazioni Generali SpA (d)	138,564		4,120,253
Riunione Adriatica di Sicurta SpA (d) (e)	47,828		1,087,624

			5,947,352


2005 Annual Report		45

Statement of Investments (Continued)

October 31, 2005

Gartmore International Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

ITALY (continued)
Medical Products (0.0%)
Luxottica Group SA (d)	6,419	$	154,891

Multi-Media (0.0%)
Seat Pagine Gialle SpA (b) (d)	185,042		85,960
Telecom Italia Media SpA (b) (d) (e)	86,234		48,757

			134,717

Pharmaceuticals (0.0%)
Banca Popolare de Milano (d)	52,118		496,657

Printing & Publishing (0.0%)
Gruppo Editorale L’Espresso SA (d) (e)	6,274		33,399

Public Thoroughfares (0.1%)
Autostrade SpA (d)	49,633		1,135,193

Publishing (0.0%)
Mondadori (Arnoldo) Editore SpA (d)	639		5,947

Restaurants (0.0%)
Autogrill SpA (d)	17,345		236,810

Retail (0.0%)
Bulgari SpA (d)	22,544		238,892

Telecommunications (0.5%)
Telecom Italia SpA (d)	769,067		1,859,645
Telecom Italia SpA (d)	1,441,574		4,171,645
Tiscali SpA (b) (d) (e)	90,285		313,703

			6,344,993

Tire & Rubber (0.0%)
Pirelli & C. SpA (d)	215,146		191,114

Utilities (0.4%)
Edison SpA (b) (d) (e)	124,266		251,833
Enel SpA (d) (e)	548,605		4,418,208
Terna SpA (d) (e)	195,496		471,004

			5,141,045

			48,159,028


	Shares or Principal Amount	Value

JAPAN (23.0%)
Advertising (0.0%)
Asatsu-DK, Inc. (d)	200	$	6,342
Dentsu, Inc. (d) (e)	241		653,381
Hakuhodo DY Holdings, Inc. (d)	300		20,162

			679,885

Agriculture (0.1%)
Ajinomoto Co., Inc. (d)	104,000		1,014,418

Airline Services (0.1%)
All Nippon Airways Co. Ltd. (d)	70,000		227,249
Japan Airlines System Corp. (d)	81,000		212,836
Yamato Transport Co. Ltd. (d) (e)	71,000		1,169,689

			1,609,774

Apparel (0.1%)
Fast Retailing Co. Ltd. (d) (e)	4,200		294,778
Gunze Ltd. (d)	83,000		435,843
Wacoal Corp. (d) (e)	4,000		56,700

			787,321

Audio & Video Products (0.0%)
Yamaha Corp. (d) (e)	23,200		410,436

Automotive (2.4%)
Aisin Seiki Co. Ltd. (d)	18,300		550,895
Denso Corp. (d)	72,900		2,075,732
Hino Motors Ltd. (d)	10,000		63,967
Honda Motor Co. Ltd. (d)	101,600		5,651,483
NGK Spark Plug Co. (d) (e)	44,000		707,117
NHK Spring Co. Ltd. (d) (e)	51,000		400,913
Nissan Motor Co. (d) (e)	265,000		2,778,644
Nok Corp. (d) (e)	7,000		211,206
Sanden Corp. (d) (e)	50,000		251,869
Toyoda Gosei Co. Ltd. (d) (e)	2,000		37,444
Toyota Industries Corp. (d)	14,000		470,424
Toyota Motor Co. Ltd. (d)	400,300		18,565,293
USS Co. Ltd. (d) (e)	7,430		508,823
Yamaha Motor Co. Ltd. (d)	24,000		515,564

			32,789,374

Banks (2.6%)
77th Bank Ltd. (The) (d)	19,800		158,063
Bank of Fukuoka Ltd. (The) (d) (e)	78,000		606,260


46		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

JAPAN (continued)
Banks (continued)
Bank of Yokohama Ltd. (The) (d)	192,000	$	1,563,528
Chiba Bank (d) (e)	102,000		908,086
Daiwa Bank Holdings, Inc. (b) (d) (e)	517		1,499,177
Gunma Bank Ltd. (d)	10,000		71,255
Hokugin Financial Group, Inc. (d) (e)	125,000		517,077
Joyo Bank (d)	38,000		254,069
Mitsubishi Tokyo Financial Group, Inc. (d)	1,052		13,224,281
Mitsui Trust Holdings, Inc. (d) (e)	74,200		894,070
Mizuho Financial Group, Inc. (d)	1,134		7,571,613
Nishi-Nippon City Bank Ltd. (d)	8,000		46,693
Shinsei Bank Ltd. (d)	170,000		989,332
Shizuoka Bank Ltd. (The) (d) (e)	58,200		611,288
Sumitomo Mitsui Financial Group, Inc. (d)	629		5,810,093
Suruga Bank Ltd. (The) (d)	7,000		85,495

			34,810,380

Beverages (0.0%)
Ito En Ltd. (d)	1,300		62,557
Takara Shuzo Co. Ltd. (d) (e)	24,600		145,721
Yakult Honsha Co. Ltd. (d) (e)	14,000		342,359

			550,637

Brewery (0.2%)
Asahi Breweries Ltd. (d) (e)	64,000		800,161
Kirin Brewery Co. Ltd. (d)	73,000		812,127
Sapporo Holdings Ltd. (d) (e)	90,000		445,776

			2,058,064

Broadcasting & Television (0.0%)
Fuji Television Network, Inc. (d)	149		330,946

Building & Construction (0.9%)
Asahi Glass Co. Ltd. (d) (e)	103,700		1,121,311
Central Glass Co. Ltd. (d) (e)	5,000		27,824
Daikin Industries Ltd. (d)	39,300		1,025,538
Daiwa House Industry Co. Ltd. (d)	70,600		946,406


	Shares or Principal Amount	Value

JAPAN (continued)
Building & Construction (continued)
Hitachi Construction Machinery Co. Ltd. (d)	23,000	$	439,011
Kajima Corp. (d) (e)	127,500		663,704
Keio Teito Electric Railway Co. Ltd. (d) (e)	77,500		447,302
Komatsu Ltd. (d)	139,000		1,852,451
Matsushita Electric Works Ltd. (d) (e)	38,284		358,247
Nippon Sheet Glass Co. Ltd. (d) (e)	44,000		187,361
Nippon Yusen Kabushiki Kaisha (d) (e)	119,000		720,085
Nishimatsu Construction Co. Ltd. (d) (e)	99,600		461,250
Obayashi Corp. (d)	72,300		529,863
Okumura Corp. (d) (e)	26,000		162,744
Sanwa Shutter Corp. (d) (e)	38,000		236,178
Sekisui House Ltd. (d) (e)	69,300		863,162
Shimizu Corp. (d) (e)	56,000		379,973
Sumitomo Osaka Cement Co. Ltd. (d) (e)	144,400		407,904
Taiheiyo Cement Corp. (d) (e)	115,000		415,660
Taisei Construction Corp. (d)	161,000		715,048
Toda Corp. (d) (e)	44,000		254,547
Tostem Inax Holding Corp. (d)	29,100		494,562

			12,710,131

Chemicals (1.0%)
Asahi Kasei Corp. (d)	121,700		651,546
Daicel Chemical Industries Ltd. (d) (e)	2,000		12,956
Dainippon Ink & Chemicals, Inc. (d)	22,000		65,469
Denki Kagaku Kogyo Kabushiki Kaisha (d)	2,000		7,332
Hitachi Chemical Co. Ltd. (d)	3,000		64,631
Ishihara Sangyo Kaisha Ltd. (d) (e)	148,000		283,597
Kaneka Corp. (d)	42,000		520,205
Kansai Paint Co. Ltd. (d)	30,000		180,559
Kuraray Co. (d) (e)	52,000		493,718


2005 Annual Report		47

Statement of Investments (Continued)

October 31, 2005

Gartmore International Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

JAPAN (continued)
Chemicals (continued)
Mitsubishi Chemical Holdings Corp. (b) (d)	125,500	$	780,668
Mitsubishi Gas Chemical Co. Ltd. (d)	15,000		102,187
Mitsui Chemicals, Inc. (d) (e)	121,100		725,623
Nippon Kayaku Co. Ltd. (d)	20,000		159,194
Nippon Shokubai Co. Ltd. (d) (e)	16,000		173,424
Nissan Chemical Industries Ltd. (d) (e)	42,000		489,338
Nitto Denko Corp. (d)	22,410		1,357,099
Sekisui Chemical Co. Ltd. (d)	45,800		289,824
Shin-Etsu Chemical Co. Ltd. (d)	57,900		2,776,455
Showa Denko K.K. (d)	227,000		726,170
Sumitomo Bakelite Co. Ltd. (d) (e)	25,000		166,312
Sumitomo Chemical Co. Ltd. (d)	160,200		945,640
Tokuyama Corp. (d) (e)	54,000		536,537
Toray Industries, Inc. (d)	141,000		782,462
Tosoh Corp. (d)	121,000		536,419
Ube Industries Ltd. (d)	195,000		499,211

			13,326,576

Commercial Services (0.2%)
Goodwill Group, Inc. (d) (e)	88		155,781
Nichii Gakkan Co. (d) (e)	8,100		193,893
NTT Data Corp. (d) (e)	90		313,881
Secom Co. (d)	34,000		1,696,719
TIS, Inc. (d)	5,100		120,042

			2,480,316

Computer Hardware (0.4%)
Fujitsu Ltd. (d) (e)	215,200		1,424,100
NEC Corp. (d)	295,000		1,467,873
NEC Electronics Corp. (d) (e)	5,200		139,537
Toshiba Corp. (d)	378,000		1,755,019

			4,786,529

Computer Software & Services (0.4%)
CSK Corp. (d) (e)	9,300		361,253
eAccess Ltd. (d) (e)	454		281,966
Fuji Soft ABC, Inc. (d)	5,400		148,323


	Shares or Principal Amount	Value

JAPAN (continued)
Computer Software & Services (continued)
Hitachi Software Engineering Co. Ltd. (d)	16,400	$	275,429
Index Corp. (d) (e)	260		292,547
Konami Co. Ltd. (d) (e)	12,600		260,031
Meitec Corp. (d)	4,900		158,386
Net One Systems Co. Ltd. (d) (e)	132		252,658
Nomura Research Institute Ltd. (d)	2,500		259,095
OBIC Co. Ltd. (d)	100		16,310
Oracle Corp. (d) (e)	1,100		46,216
Rakuten, Inc. (d) (e)	693		450,817
SBI Holdings, Inc. (b) (d)	82		40,935
Softbank Corp. (d) (e)	30,300		1,718,147
Trend Micro, Inc. (d) (e)	18,000		564,840
Yahoo! Japan Corp. (b) (d)	421		452,144
Yahoo! Japan Corp. — W/I (d)	421		446,935

			6,026,032

Consumer Products (0.0%)
Onward Kashiyama Co. Ltd. (d)	14,700		234,950

Containers (0.0%)
Toyo Seikan Kaisha Ltd. (d) (e)	17,400		245,845

Cosmetics & Toiletries (0.0%)
Uni-Charm Corp. (d)	6,400		289,123

Electric Utilities (0.0%)
Alps Electric Co. Ltd. (d) (e)	24,600		391,410

Electronics & Electrical Equipment (3.0%)
Anritsu Corp. (d) (e)	42,000		210,863
Canon, Inc. (d)	103,100		5,457,936
Casio Computer Co. Ltd. (d) (e)	36,000		543,786
Dainippon Screen Manufacturing Co. Ltd. (d) (e)	44,000		270,937
Fuji Electric Holdings Co. Ltd. (d)	2,000		8,962
Fujikura Ltd. (d) (e)	47,000		304,301
Furukawa Electric Co. Ltd. (b) (d) (e)	122,300		582,061
Hirose Electric Co. Ltd. (d) (e)	3,400		388,848
Hitachi Ltd. (d) (e)	410,200		2,526,341


48		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

JAPAN (continued)
Electronics & Electrical Equipment (continued)
Hoya Corp. (d)	16,100	$	563,990
Hoya Corp. (b) (d)	48,300		1,672,386
Ibiden Co. Ltd. (d)	14,000		567,364
Keyence Corp. (d)	3,880		892,948
Kyocera Corp. (d) (e)	24,900		1,615,205
Mabuchi Motor Co. Ltd. (d) (e)	3,900		190,178
Matsushita Electric Industrial Co. Ltd. (d)	293,602		5,381,315
Mitsumi Electric Co. Ltd. (d) (e)	29,200		283,349
Murata Manufacturing Co. (d)	28,900		1,449,385
NGK Insulators Ltd. (d) (e)	22,000		262,563
Nidec Corp. (d) (e)	5,400		316,874
Nidec Corp. (b) (d)	5,400		299,253
Nintendo Co. (d)	14,800		1,659,890
Nippon Electric Glass Co. Ltd. (d)	11,000		210,608
Omron Corp. (d)	19,300		455,442
Pioneer Electronic Corp. (d) (e)	37,600		476,016
Ricoh Co. Ltd. (d) (e)	92,800		1,474,947
Sanyo Electric Co. (d) (e)	220,200		459,371
Sharp Corp. (d)	133,900		1,838,946
Sony Corp. (d) (e)	148,500		4,852,303
Stanley Electric Co. Ltd. (d) (e)	23,000		353,783
Sumitomo Electric Industries Ltd. (d)	71,000		934,441
Taiyo Yuden Co. Ltd. (d) (e)	28,000		277,561
TDK Corp. (d)	19,300		1,301,539
Uniden Corp. (d) (e)	18,000		311,392
Ushio, Inc. (d) (e)	3,000		55,911
Yokogawa Electric Co. Ltd. (d) (e)	44,000		648,378

			39,099,373

Energy (0.2%)
Inpex Corp. (d)	74		518,932
Nippon Oil Co. Ltd. (d)	176,600		1,508,407
Teikoko Oil Co. Ltd. (d) (e)	59,000		567,817
TonenGeneral Sekiyu K.K. (d) (e)	11,000		122,868

			2,718,024

Engineering (0.1%)
Chiyoda Corp. (d) (e)	31,000		535,406
COMSYS Holdings Corp. (d) (e)	35,227		396,430


	Shares or Principal Amount	Value

JAPAN (continued)
Engineering (continued)
Mitsui Engineering & Shipbuilding Co. Ltd. (d) (e)	174,000	$	418,006
Takuma Co. Ltd. (d)	42,100		323,241

			1,673,083

Entertainment (0.0%)
Sankyo Co. Ltd. (d) (e)	2,200		116,353
Toho Co. Ltd. (d)	3,100		59,101

			175,454

Financial Services (1.1%)
Acom Co. Ltd. (d)	9,510		618,153
Aeon Credit Service Co. Ltd. (d) (e)	3,100		243,544
Aiful Corp. (d)	7,667		573,573
Credit Saison Co. (d) (e)	29,300		1,329,588
Daiwa Securities Ltd. (d)	180,900		1,486,261
Hitachi Capital Corp. (d) (e)	200		4,254
Itochu Techno-Science Corp. (d) (e)	600		22,960
JAFCO Co. Ltd. (d) (e)	1,200		72,407
Matsui Securities Co. Ltd. (d) (e)	33,200		368,958
Nikko Securities Co. Ltd. (d)	133,000		1,614,851
Nomura Securities Co. (d)	269,300		4,155,121
Orix Corp. (d)	12,400		2,325,497
Promise Co. Ltd. (d)	9,900		625,657
Sumitomo Trust & Banking Co. Ltd. (d)	130,000		1,106,923
Takefuji Corp. (d)	15,180		1,062,554

			15,610,301

Food Products (0.3%)
Ariake Japan Co. Ltd. (d)	13,200		296,527
Japan Tobacco, Inc. (d)	138		2,182,041
Katokichi Co. Ltd. (d)	6,253		40,787
Kikkoman Corp. (d) (e)	23,000		222,054
Kita Kyushu Coca-Cola (d) (e)	200		4,451
Meiji Seika Kaisha Ltd. (d) (e)	8,000		41,753
Nichirei Corp. (d)	43,000		201,642
Nippon Meat Packers, Inc. (d)	30,000		333,005
Nisshin Seifun Group, Inc. (d)	27,060		275,637


2005 Annual Report		49

Statement of Investments (Continued)

October 31, 2005

Gartmore International Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

JAPAN (continued)
Food Products (continued)
Nissin Food Products Co. Ltd. (d) (e)	11,000	$	289,151
Q.P. Corp. (d)	14,000		124,954
Toyo Suisan Kaisha Ltd. (d)	4,400		76,312
Yamazaki Baking Co. Ltd. (d) (e)	1,800		15,013

			4,103,327

Furniture & Furnishings (0.0%)
Kokuyo Co. Ltd. (d)	200		2,987

Healthcare (0.1%)
Terumo Corp. (d)	23,800		722,074

Holding Companies - Diversified (0.2%)
JFE Holdings, Inc. (d) (e)	66,700		2,072,318

Household Products (0.2%)
Kao Corp. (d)	77,000		1,844,501
Shiseido Co. Ltd. (d) (e)	51,200		821,448
Toto Ltd. (d) (e)	39,100		299,430

			2,965,379

Import & Export (0.7%)
Itochu Corp. (d) (e)	159,000		1,090,001
Marubenii Corp. (d)	201,000		942,193
Mitsubishi Corp. (d)	175,600		3,415,354
Mitsui & Co. Ltd. (d)	190,000		2,333,368
Sojitz Holdings Corp. (b) (d) (e)	29,067		159,377
Sumitomo Corp. (d)	121,000		1,352,863
Toyota Tsusho Corp. (d)	17,300		383,139

			9,676,295

Industrial (0.8%)
Ebara Corp. (d) (e)	40,300		165,763
Fanuc Co. Ltd. (d)	23,300		1,836,472
JGC Corp. (d) (e)	31,000		507,580
Kawasaki Heavy Industries Ltd. (d) (e)	174,000		454,572
Kubota Corp. (d)	93,000		676,703
Minebea Co. Ltd. (d)	54,000		211,331
Mitsubishi Heavy Industries Ltd. (d)	462,200		1,746,812


	Shares or Principal Amount	Value

JAPAN (continued)
Industrial (continued)
Nippon Steel Corp. (d)	925,000	$	3,305,405
SMC Corp. (d)	7,600		1,011,568
THK Co. Ltd. (d)	14,500		327,296

			10,243,502

Insurance (0.6%)
Millea Holdings, Inc. (d)	190		3,437,938
Mitsui Sumito Insurance Co. (d)	170,900		2,188,728
T&D Holdings, Inc (d)	26,000		1,635,270
Yasuda Fire & Marine Insurance Co. Ltd. (d)	95,600		1,437,042

			8,698,978

Manufacturing (0.4%)
Amada Co. Ltd. (d)	36,000		275,076
Amano Corp. (d) (e)	29,000		477,647
Daido Steel Co. Ltd. (d) (e)	87,000		603,247
Ishikawajima-Harima Heavy Industries Co. Ltd. (b) (d) (e)	265,000		617,913
JSR Corp. (d)	31,000		730,881
Kobe Steel Ltd. (d) (e)	242,000		715,119
Komori Corp. (d) (e)	10,000		174,103
Koyo Seiko Co. Ltd. (d) (e)	13,000		208,906
Makita Corp. (d) (e)	2,000		46,434
Nisshin Steel Co. Ltd. (d)	119,900		380,680
NTN Corp. (d) (e)	55,800		378,924
Rinnai Corp. (d) (e)	200		4,763
Shimano, Inc. (d)	2,400		59,428
Sumitomo Heavy Industries Ltd. (d)	77,300		541,370

			5,214,491

Metals & Mining (0.4%)
Dowa Mining Co. Ltd. (d)	38,900		313,766
Mitsubishi Material Corp. (d) (e)	188,000		647,206
Mitsui Mining & Smelting Co. Ltd. (d)	84,000		479,963
Nippon Light Metal Co. Ltd. (d) (e)	2,000		5,298
Nippon Minings Holdings, Inc. (d)	104,000		772,274
NSK Ltd. (d) (e)	62,300		363,513


50		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

JAPAN (continued)
Metals & Mining (continued)
Sumitomo Metal & Mining Corp. (d) (e)	101,000	$	920,343
Sumitomo Metal Industries Ltd. (d) (e)	539,000		1,866,394

			5,368,757

Multi-Media (0.0%)
Tokyo Broadcasting System, Inc. (d)	3,900		110,264

Office Equipment & Supplies (0.0%)
Seiko Epson Corp. (d)	12,400		305,676

Paper Products (0.1%)
Nippon Unipac Holding (d) (e)	65		222,707
Oji Paper Ltd. (d) (e)	129,000		654,558

			877,265

Personal Care (0.0%)
Aderans Co. Ltd. (d)	14,700		392,888

Pharmaceuticals (1.2%)
Alfresa Holdings Corp. (d)	3,900		190,508
Chugai Pharmaceutical Ltd. (d) (e)	52,400		1,147,566
Daiichi Sankyo Co. Ltd. (b) (d) (e)	114,851		2,082,100
Eisai Co. (d) (e)	31,300		1,226,018
Kaken Pharmaceutical Co. Ltd. (d) (e)	45,000		319,425
Kyowa Hakko Kogyo Co. Ltd. (d) (e)	20,000		154,683
MEDICEO Holdings Co. Ltd. (d)	400		6,201
Santen Pharmaceutical Co. Ltd. (d) (e)	5,200		132,774
Shionogi & Co. (d) (e)	49,400		600,825
Suzuken Co. Ltd. (d)	1,300		39,756
Taisho Pharmacuetical Co. Ltd. (d) (e)	16,200		291,591
Takeda Chemical Industries Ltd. (d)	132,300		7,253,019
Tanabe Seiyaku Co. Ltd. (d)	6,000		57,791
Yamanouchi Pharmaceutical Co. Ltd. (d)	77,600		2,772,307

			16,274,564


	Shares or Principal Amount	Value

JAPAN (continued)
Photographic Products (0.3%)
Fuji Photo Film Ltd. (d)	76,500	$	2,434,577
Konica Corp. (d)	69,900		579,944
Nikon Corp. (d) (e)	39,000		500,295
Olympus Optical Co. Ltd. (d) (e)	36,000		801,282

			4,316,098

Printing & Publishing (0.2%)
Dai Nippon Printing Co. Ltd. (d)	90,500		1,481,220
Toppan Printing Co. Ltd. (d)	85,000		820,266

			2,301,486

Railroads (0.6%)
Central Japan Railway Co. (d)	265		2,254,105
East Japan Railway Co. (d)	444		2,638,465
Keihin Electric Express Railway Co. Ltd. (d) (e)	12,000		76,744
Keisei Electric Railway Co. Ltd. (d) (e)	87,000		564,638
Kinki Nippon Railway Co. Ltd. (d) (e)	113,000		414,369
Odakyu Electric Railway Co. Ltd. (d) (e)	90,000		503,970
Tobu Railway Co. Ltd. (d)	45,000		192,785
West Japan Railway Co. (d)	300		1,063,846

			7,708,922

Real Estate (0.7%)
Daito Trust Construction Co. Ltd. (d) (e)	10,700		530,264
Japan Real Estate Investment Corp. (d)	73		556,491
Japan Retail Fund Investment Corp. (d)	39		282,265
MDI Corp. (d)	21,375		554,517
Mitsubishi Estate Co. (d) (e)	170,600		2,522,351
Mitsui Fudosan Co. Ltd. (d) (e)	127,700		2,090,824
Nippon Building Fund, Inc. (d) (e)	53		421,311
Nomura Real Estate Office Fund, Inc. (d) (e)	55		369,788
Sumitomo Realty & Development Co. Ltd. (d)	67,000		1,084,056
Tokyo Tatemono Co. Ltd. (d) (e)	55,000		456,342
Tokyu Land Corp. (d) (e)	80,000		636,618

			9,504,827


2005 Annual Report		51

Statement of Investments (Continued)

October 31, 2005

Gartmore International Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

JAPAN (continued)
Resorts & Theme Parks (0.0%)
Oriental Land Co. Ltd. (d)	3,100	$	172,601

Restaurants (0.0%)
Skylark Co. Ltd. (d)	1,500		24,762

Retail (0.9%)
Aeon Co. Ltd. (d)	74,000		1,537,808
Aoyama Trading Co., Inc. (d)	1,600		48,185
Autobacs Seven Co. Ltd. (d) (e)	10,800		441,672
Circle K Sunkus Co. Ltd. (d)	195		4,485
Citizen Watch Co. Ltd. (d) (e)	51,000		387,687
Daimaru, Inc. (The) (d) (e)	8,000		97,844
FamilyMart Co. Ltd. (d)	8,800		261,850
Isetan Co. Ltd. (d) (e)	36,000		648,601
Lawson, Inc. (d) (e)	4,300		165,060
Marui Co. (d)	62,400		1,035,336
Matsumotokiyoshi Co. Ltd. (d) (e)	6,100		184,202
Mitsukoshi Ltd. (d)	31,300		136,893
Ryohin Keikaku Co. Ltd. (d) (e)	6,200		413,472
Seven & I Holdings Co. Ltd. (b) (d)	111,759		3,648,803
Shimachu Co. Ltd. (d)	4,200		119,515
Shimamura Co. Ltd. (d) (e)	2,200		282,257
Takashimaya Co. (d) (e)	61,000		820,513
Tokyo Style Co. (d)	5,000		61,033
Uny Co. Ltd. (d)	18,100		225,642
Yamada Denki Co. Ltd. (d) (e)	14,300		1,263,292

			11,784,150

Schools (0.0%)
Benesse Corp. (d)	2,700		95,766

Semiconductors (0.2%)
Advantest Corp. (d) (e)	12,500		906,698
Rohm Co. (d)	15,200		1,232,127
Tokyo Electron Ltd. (d)	24,700		1,241,876

			3,380,701

Telecommunications (0.6%)
Hikari Tsushin, Inc. (d)	3,000		192,794
KDDI Corp. (d)	293		1,679,444


	Shares or Principal Amount	Value

JAPAN (continued)
Telecommunications (continued)
Nippon Telegraph & Telephone Corp. (d)	597	$	2,854,157
NTT Docomo, Inc. (d)	2,205		3,808,557
Oki Electric Industry Co. Ltd. (d) (e)	74,000		230,779

			8,765,731

Textile Products (0.1%)
Mitsubishi Rayon Co. Ltd. (d)	57,000		265,017
Nisshinbo Industries, Inc. (d) (e)	21,900		215,537
Teijin Ltd. (d) (e)	119,000		708,772
Toyobo Co. Ltd. (d) (e)	116,000		293,790

			1,483,116

Tire & Rubber (0.1%)
Bridgestone Corp. (d)	86,500		1,767,119

Toys (0.1%)
Namco Bandai Holdings, Inc. (b) (d)	24,800		373,097
Sega Sammy Holdings, Inc. (d)	10,900		392,287
Sega Sammy Holdings, Inc. (b) (d)	10,900		392,396

			1,157,780

Transportation (0.3%)
Kamigumi Co. Ltd. (d)	14,000		115,413
Kawasaki Kisen Kaisha Ltd. (d) (e)	103,000		643,923
Mitsubishi Logistics Corp. (d) (e)	12,100		166,728
Mitsui O.S.K. Lines Ltd. (d) (e)	183,000		1,292,899
Nippon Express Co. Ltd. (d)	142,500		780,806
Seino Transportation Co. Ltd. (d) (e)	37,000		341,718
Tokyo Corp. (d)	124,400		679,959

			4,021,446

Utilities (1.1%)
Chubu Electric Power Co., Inc. (d) (e)	83,200		2,062,165
Electric Power Development Co. Ltd. (d) (e)	21,900		716,756


52		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

JAPAN (continued)
Utilities (continued)
Hokkaido Electric Power Co., Inc. (d)	19,200	$	397,317
Kansai Electric Power, Inc. (d)	88,100		1,937,849
Kyushu Electric Power Co., Inc. (d)	53,600		1,150,270
Mitsubishi Electric Co. (d)	201,600		1,208,825
Osaka Gas Co. Ltd. (d)	227,000		830,139
Tohoku Electric Power Co. Ltd. (d) (e)	49,400		1,008,030
Tokyo Electric Power Co. Ltd. (d)	160,800		3,998,858
Tokyo Gas Ltd. (d) (e)	317,400		1,248,407

			14,558,616

			312,880,268

LUXEMBOURG (0.1%)
Steel (0.1%)
Arcelor (d)	76,462		1,815,490

NETHERLANDS (4.5%)
Banks (0.4%)
ABN Amro Holding NV (d)	235,317		5,565,438

Biotechnology (0.0%)
Qiagen NV (b) (d)	8,829		105,124

Business Services (0.0%)
Vedior NV (d)	9,495		126,825

Chemicals (0.2%)
Akzo Nobel NV (d) (e)	36,511		1,578,032
Koninklijke DSM NV (d)	43,033		1,544,957

			3,122,989

Commercial Services (0.0%)
Randstad Holding NV (d)	1,427		54,658

Computer Service (0.0%)
Getronics NV (d)	31,668		394,031

Diversified (0.1%)
Hagemeyer NV (b) (d) (e)	115,831		314,017
IHC Caland NV (d)	5,088		393,470

			707,487


	Shares or Principal Amount	Value

NETHERLANDS (continued)
Electronics & Electrical Equipment (0.4%)
Koninklijke Ahold NV (b) (d)	181,373	$	1,265,442
Philips Electronics NV (d)	172,105		4,500,282

			5,765,724

Energy (1.1%)
Royal Dutch Shell PLC, Class A (d)	518,626		15,990,325

Financial Services (0.6%)
Euronext NV (d)	17,308		735,451
ING Groep NV (d)	238,103		6,866,488

			7,601,939

Food Products (0.6%)
Heineken NV (d)	37,387		1,184,787
Koninklijke Numico NV (b) (d)	22,837		924,850
Unilever NV CVA (d) (e)	77,029		5,419,472

			7,529,109

Insurance (0.2%)
Aegon NV (d)	186,858		2,817,610

Printing & Publishing (0.3%)
Elsevier NV (d)	99,202		1,335,943
Oce NV (d)	412		5,894
VNU NV (d)	49,753		1,583,077
Wolters Kluwer CVA (d)	43,102		799,588

			3,724,502

Real Estate (0.1%)
Corio NV (d)	6,189		351,433
Rodamco Europe NV (d)	3,638		289,635
Wereldhave NV (d)	1,758		170,043

			811,111

Semiconductors (0.2%)
ASML Holding NV (b) (d) (e)	89,982		1,523,539
STMicroelectronics NV (d)	97,945		1,612,907

			3,136,446

Telecommunications (0.2%)
KPN NV (d)	315,854		3,000,851


2005 Annual Report		53

Statement of Investments (Continued)

October 31, 2005

Gartmore International Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

NETHERLANDS (continued)
Transportation (0.1%)
TPG NV (d)	59,254	$	1,397,168

			61,851,337

NEW ZEALAND (0.2%)
Airports (0.0%)
Auckland International Airport Ltd. (d) (e)	37,929		52,130

Building & Construction (0.0%)
Fletcher Building Ltd. (d)	37,470		206,073

Entertainment (0.0%)
Sky City Entertainment Group Ltd. (d)	63,632		202,354
Sky Network Television Ltd. (b) (d)	11,860		51,353

			253,707

Financial Services (0.0%)
Tower Ltd. (b) (d)	43,698		64,303

Healthcare (0.0%)
Fisher & Paykel Industries Ltd. (d)	121,168		295,019

Household Products (0.0%)
Fisher & Paykel Appliances Holdings Ltd. (d) (e)	38,164		86,157

Retail (0.0%)
Warehouse Group Ltd. (The) (d) (e)	20,915		57,187

Telecommunications (0.2%)
Telecom Corp. of New Zealand Ltd. (d) (e)	297,838		1,216,791

Utilities (0.0%)
Contact Energy Ltd. (d)	1,137		5,492

Waste Disposal (0.0%)
Waste Management NZ Ltd. (d)	68,528		282,998

			2,519,857


	Shares or Principal Amount	Value

NORWAY (0.8%)
Banks (0.1%)
DnB Holding ASA (d)	101,889	$	1,041,506

Chemicals (0.0%)
Yara International ASA (d)	34,414		566,948

Energy (0.0%)
Petroleum Geo-Services ASA (b) (d)	210		5,286

Food Products (0.1%)
Orkla ASA (d)	29,096		1,020,710

Industrial (0.3%)
Norsk Hydro ASA (d)	22,922		2,275,613
Tomra Systems ASA (d) (e)	51,388		351,318

			2,626,931

Insurance (0.0%)
Storebrand ASA (d) (e)	60,122		552,530

Oil & Gas (0.2%)
Statoil ASA (d) (e)	86,071		1,911,249
Stolt Offshore SA (b) (d) (e)	22,993		238,783

			2,150,032

Paper Products (0.0%)
Norske Skogsindustrier ASA (d)	17,208		245,219

Printing & Publishing (0.0%)
Schibsted ASA (d) (e)	212		6,112

Shipping (0.0%)
Frontline Ltd. (d) (e)	11,986		476,655

Telecommunications (0.1%)
Tandberg ASA (d) (e)	20,487		201,470
Tandberg Television ASA (b) (d) (e)	20,950		261,022
Telenor ASA (d)	120,054		1,170,952

			1,633,444

			10,325,373


54		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

PORTUGAL (0.3%)
Automotive (0.0%)
Brisa-Auto Estradas SA (d) (e)	22,024	$	174,163

Banks (0.0%)
Banco Commercial Portuguese SA (d) (e)	241,177		610,027
Banco Espirito Santo SA (d) (e)	2,616		41,383

			651,410

Building Products (0.0%)
CIMPOR-Cimentos de Portugal SGPS SA (d) (e)	27,513		148,359

Financial Services (0.0%)
BPI-SGPS SA (d)	41,125		174,965

Food Products (0.0%)
Jeronimo Martins SGPS SA (d)	22		317

Industrial (0.0%)
Sonae SGPS SA (d)	187,675		303,596

Telecommunications (0.2%)
Portugal Telecom SA (d) (e)	139,528		1,261,465
PT Multimedia-Servicos de Telecomunicacoes e Multimedia (b) (d)	5,274		56,332

			1,317,797

Utilities (0.1%)
Electricidade de Portugal SA (d)	291,994		826,117

			3,596,724

SINGAPORE (0.8%)
Aerospace & Defense (0.0%)
Singapore Tech Engineering Ltd. (d)	45,000		67,866

Airlines (0.0%)
Singapore Airlines Ltd. (d)	60,600		401,425

Banks (0.4%)
Development Bank of Singapore Ltd. (d)	170,100		1,540,233


	Shares or Principal Amount	Value

SINGAPORE (continued)
Banks (continued)
Oversea-Chinese Banking Corp. Ltd. (d)	423,600	$	1,577,423
United Overseas Bank Ltd. (d)	175,600		1,433,901

			4,551,557

Beverages (0.0%)
Fraser & Neave Ltd. (d)	12,690		126,119

Defense (0.0%)
Sembcorp Marine (d) (e)	82,000		133,070

Distribution & Wholesale (0.0%)
Jardine Cycle & Carriage Ltd. (d)	11,804		73,419

Diversified (0.1%)
Haw Par Corporation Ltd. (d)	36,226		109,221
Keppel Corp. (d) (e)	109,000		748,018

			857,239

Energy (0.0%)
Singapore Petroleum Co. Ltd. (d)	400		1,139

Engineering (0.0%)
Sembcorp Industries Ltd. (d)	131,043		208,875

Finance (0.0%)
Singapore Exchange Ltd. (d)	111,100		177,573

Financial Services (0.0%)
Creative Technology Ltd. (d)	4,700		34,325

Healthcare (0.0%)
Parkway Holdings Ltd. (d)	239,000		280,262

Manufacturing (0.0%)
Venture Manufacturing Ltd. (d)	36,800		272,435

Printing & Publishing (0.1%)
Singapore Press Holdings Ltd. (d)	260,500		690,183

Property Trust (0.0%)
CapitaMall Trust (d)	2,000		2,734


2005 Annual Report		55

Statement of Investments (Continued)

October 31, 2005

Gartmore International Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

SINGAPORE (continued)
Real Estate (0.1%)
Capitaland Ltd. (d)	187,897	$	353,710
City Developments Ltd. (d)	109,000		568,397
Keppel Land Ltd. (d)	54,400		123,132
United Overseas Land Ltd. (d) (e)	166,120		229,550

			1,274,789

Semiconductors (0.0%)
Chartered Semiconductor Manufacturing Ltd. (b) (d)	266,000		166,486
ST Assembly Test Services Ltd. (b) (d) (e)	123,000		68,362

			234,848

Shipping (0.0%)
Singapore Post Ltd. (d)	327,221		220,426

Telecommunications (0.1%)
Datacraft Asia Ltd. (b) (d)	109,000		90,990
Singapore Telecommunications Ltd. (d)	839,109		1,156,342

			1,247,332

Transportation (0.0%)
ComfortDelgro Corp. Ltd. (d)	267,120		233,992
Cosco Corporation Singapore Ltd. (d) (e)	187,533		244,482

			478,474

			11,334,090

SPAIN (3.7%)
Advertising (0.0%)
Telefonica Publicidad e Informacion SA (d)	30,267		243,131

Agriculture (0.0%)
Azucarera Ebro Agricolas SA (d)	7,600		126,682

Airline Services (0.0%)
Iberia Lineas Aereas de Espana SA (d) (e)	71,865		180,090


	Shares or Principal Amount	Value

SPAIN (continued)
Banks (1.5%)
Banco Bilbao Vizcaya Argentaria SA (d) (e)	477,364	$	8,416,880
Banco Popular Espanol SA (d) (e)	132,750		1,611,822
Banco Santander Central Hispanoamericano SA (d) (e)	744,410		9,478,192

			19,506,894

Broadcasting & Television (0.0%)
Antena 3 de Television SA (d) (e)	11,896		231,309
Sogecable SA (b) (d) (e)	6,801		258,535

			489,844

Building & Construction (0.2%)
Acciona SA (d)	3,749		410,274
ACS, Actividades de Construccion y Servicios SA (d) (e)	32,772		936,311
Fomento De Construcciones Y Contrates SA (d)	3,651		200,350
Grupo Ferrovial SA (d) (e)	12,455		920,106

			2,467,041

Computer Software & Services (0.0%)
Indra Sistemas SA (d)	23,297		477,286

Energy (0.3%)
Gamesa Corporacion Tecnologica SA (d)	16,006		222,228
Repsol SA (d) (e)	109,157		3,251,068

			3,473,296

Food Products (0.1%)
Altadis SA (d)	43,135		1,830,402

Hotels & Lodging (0.0%)
NH Hoteles SA (d)	26,318		394,301

Insurance (0.0%)
Corporacion Mapfre SA (d) (e)	15,188		265,943

Metals & Mining (0.0%)
Acerinox SA (d) (e)	28,375		371,828


56		Annual Report 2005

Common Stocks (continued)


6	Shares or Principal Amount	Value

SPAIN (continued)
Multimedia (0.0%)
Promotora de Informaciones SA (d)	950	$	17,421

Pharmaceuticals (0.0%)
Zeltia SA (b) (d) (e)	2,938		20,791

Public Thoroughfares (0.0%)
Cintra Concesiones Infraestructuras de Transporte SA (d)	28,566		338,765

Railroads (0.1%)
Autopistas, Concesionaria Espanola SA (d) (e)	32,887		898,410

Real Estate (0.1%)
Inmobiliaria Colonial SA (d) (e)	8,921		518,327
Metrovacesa SA (d)	3,056		211,927
Vallehermoso SA (d)	8,302		220,008

			950,262

Retail (0.1%)
Industria de Diseno Textil SA (d)	33,253		984,421

Telecommunications (0.7%)
Telefonica SA (d)	590,990		9,432,357

Utilities (0.6%)
Endesa SA (d) (e)	145,137		3,603,269
Gas Natural SA (d) (e)	18,053		492,737
Iberdrola SA (d)	116,465		3,118,269
Union Electrica Fenosa SA (d) (e)	32,539		1,076,442

			8,290,717

Water Utility (0.0%)
Aquas De Barcelona (d)	214		4,936

			50,764,818

SWEDEN (2.2%)
Airlines (0.0%)
SAS AB (b) (d) (e)	16,950		185,902


	Shares or Principal Amount	Value

SWEDEN (continued)
Automotive (0.1%)
Scania AB, Class B (d)	11,984	$	403,744
Volvo AB, Class A (d)	6,376		253,417
Volvo AB, Class B (d) (e)	30,104		1,238,543

			1,895,704

Banks (0.5%)
Nordea AB (d)	294,749		2,888,631
Skandiaviska Enskilda Banken AB (d)	75,379		1,406,574
Svenska Handelsbanken AB (d)	78,982		1,801,038

			6,096,243

Building & Construction (0.1%)
Assa Abloy AB (d)	42,048		602,390
Skanska AB (d)	50,656		709,683

			1,312,073

Commercial Services (0.1%)
Securitas AB (d)	51,908		789,282

Computer Software & Services (0.0%)
WM-data AB, Class B (d)	30,482		83,880

Engineering (0.0%)
Alfa Laval AB (d)	360		6,827

Finance (0.0%)
Om Gruppen AB (b) (d)	343		4,191

Financial Services (0.0%)
D. Carnegie & Co. AB (d)	6,653		81,065

Healthcare (0.0%)
Capio AB (b) (d)	249		4,303

Household Products (0.1%)
Electrolux AB, Class B (d)	47,546		1,109,401

Industrial (0.2%)
Atlas Copco AB, Class A (d)	51,774		946,643
Atlas Copco AB, Class B (d)	9,822		160,408
Sandvik AB (d)	33,295		1,602,730
Trelleborg AB, Class B (d)	6,975		107,036

			2,816,817


2005 Annual Report		57

Statement of Investments (Continued)

October 31, 2005

Gartmore International Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

SWEDEN (continued)
Insurance (0.1%)
Skandia Forsakrings AB (d) (e)	168,039	$	838,349

Medical Instruments (0.0%)
Elekta AB, Class B (d)	1,188		18,135
Getinge AB, Class B (d)	27,252		340,760

			358,895

Medical Products (0.0%)
Gambro AB (d)	7,239		102,340
Gambro AB, Class B (d)	364		5,123

			107,463

Metal Fabricate & Hardware (0.0%)
SSAB Svenskt Stal AB (d)	239		7,135

Metals (0.1%)
Hoganas AB (d)	68		1,423
SKF AB, Class B (d)	77,406		977,318

			978,741

Oil & Gas (0.0%)
Lundin Petroleum AB (b) (d)	25,291		255,473

Paper Products (0.1%)
Billerud (d) (e)	13,113		150,292
Holmen AB (d)	246		7,174
Svenska Cellusoa (d)	34,663		1,169,936

			1,327,402

Personal Care (0.0%)
Oriflame Cosmetics SA SDR (d)	12,368		319,230

Printing & Publishing (0.0%)
Eniro AB (d) (e)	21,666		237,029

Real Estate (0.0%)
Castellum AB (d)	4,060		140,803
Fabege AB (d)	10,145		171,471
Wihlborgs Fastigheter AB (b) (d)	2,029		43,595

			355,869


	Shares or Principal Amount	Value

SWEDEN (continued)
Retail (0.1%)
Axfood AB (d)	66	$	1,651
Hennes & Mauritz AB (d)	60,912		1,977,385

			1,979,036

Telecommunications (0.7%)
Ericsson SA (d)	1,956,877		6,414,286
Tele2 AB, Class B (d) (e)	44,099		418,433
Telia AB (d)	241,187		1,179,961

			8,012,680

Television (0.0%)
Modern Times Group AB, Class B (b) (d) (e)	7,762		297,530

Tobacco (0.0%)
Swedish Match AB (d)	45,328		515,129

			29,975,649

SWITZERLAND (6.1%)
Aerospace & Defense (0.0%)
Unaxis Holdings AG (b) (d)	2,440		327,534

Banks (0.6%)
Credit Suisse Group (d)	184,918		8,181,407

Building & Construction (0.1%)
Geberit AG (d)	281		194,756
Holcim Ltd. (d)	24,720		1,539,558

			1,734,314

Chemicals (0.2%)
Ciba Specialty Chemicals AG (d)	10,222		587,170
Clariant AG (b) (d)	35,039		467,547
Lonza Group AG (d)	6,003		346,062
Syngenta AG (d)	18,213		1,956,453

			3,357,232

Commercial Services (0.1%)
Adecco SA (d)	21,200		904,660
SGS Societe Generale de Surveillance Holdings SA (d)	356		262,418

			1,167,078


58		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

SWITZERLAND (continued)
Computers (0.0%)
Logitech International SA (b) (d)	9,465	$	358,854

Electronics & Electrical Equipment (0.1%)
ABB Ltd. (b) (d)	253,703		1,967,997

Food Products (1.4%)
Nestle SA (d)	57,743		17,198,077

Industrial (0.0%)
Rieter Holding AG (d)	689		196,763

Insurance (0.5%)
Swiss Re (d)	45,990		3,105,097
Zurich Financial Services AG (d)	21,469		3,661,838

			6,766,935

Manufacturing (0.0%)
Schindler Holding AG (d)	67		25,549
Sulzer AG (d)	506		243,376

			268,925

Medical Products (0.1%)
Nobel Biocare Holding AG (d)	3,805		877,428
Phonak Holding AG (d)	7,874		328,429
Straumann Holding AG (d)	366		85,362
Synthes, Inc. (d)	6,048		640,609

			1,931,828

Pharmaceuticals (2.6%)
Givaudan (d)	994		640,739
Novartis AG (d)	340,955		18,342,935
Roche Holding AG-Genusscheine (d) (e)	99,349		14,847,154
Serono SA (d)	1,126		728,833

			34,559,661

Real Estate (0.0%)
PSP Swiss Property AG (b) (d)	547		23,808

Retail (0.3%)
Compagnie Finacnce Richemont AG (d)	75,119		2,858,511
Swatch Group AG (d)	1,531		43,519


	Shares or Principal Amount	Value

SWITZERLAND (continued)
Retail (continued)
Swatch Group AG, Class B (d)	5,059	$	701,967
Valora Holding AG (d)	16		2,855

			3,606,852

Semiconductors (0.0%)
Micronas Semiconductor Holding AG (b) (d)	5,729		194,243

Telecommunications (0.1%)
Kudelski SA (d)	6,733		238,752
Swisscom AG (d)	3,461		1,138,770

			1,377,522

Travel Services (0.0%)
Kuoni Reisen Holding AG (b) (d)	49		18,405

			83,237,435

UNITED KINGDOM (24.0%)
Advertising (0.1%)
Aegis Group PLC (d)	88,316		194,715
WPP Group PLC (d)	184,904		1,816,185

			2,010,900

Aerospace & Defense (0.3%)
British Aerospace PLC (d)	511,241		2,991,188
Cobham PLC (b) (d)	59,320		161,739
Meggitt PLC (d)	10,610		56,825
Rolls-Royce Group PLC (d)	236,965		1,531,455

			4,741,207

Airlines (0.2%)
BAA PLC (d)	172,282		1,871,527
British Airways PLC (b) (d)	107,706		575,432

			2,446,959

Automotive (0.0%)
GKN PLC (d)	136,323		671,625

Banks (5.0%)
Barclays PLC (d)	904,087		8,958,606
HBOS PLC (d)	527,845		7,796,614
HSBC Holdings PLC (d)	1,524,225		23,946,039
MAN Group PLC (d)	47,111		1,284,749


2005 Annual Report		59

Statement of Investments (Continued)

October 31, 2005

Gartmore International Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

UNITED KINGDOM (continued)
Banks (continued)
Royal Bank of Scotland Group PLC (d)	427,000	$	11,823,078
UBS AG (d)	150,406		12,826,278

			66,635,364

Brewery (0.2%)
SABMiller PLC (d)	96,048		1,811,927
Scottish & Newcastle PLC (d)	123,302		1,020,419

			2,832,346

Building & Construction (0.3%)
Berkeley Group Holdings PLC (b) (d)	5,255		80,917
BICC Group PLC (d)	13,400		72,393
BPB PLC (d)	93,047		1,204,090
George Wimpey PLC (d)	59,866		433,762
Hanson PLC (d)	118,439		1,200,392
Persimmon PLC (d)	49,827		760,407
Pilkington PLC (d)	22,657		61,485
Taylor Woodrow PLC (d)	118,671		657,849
Travis Perkins PLC (d)	5,944		146,248

			4,617,543

Building-Heavy Construction (0.0%)
Bellway (d)	518		7,975

Chemicals (0.2%)
BOC Group PLC (d)	80,194		1,580,800
Imperial Chemical Industries PLC (d)	117,817		599,917

			2,180,717

Commercial Services (0.2%)
Aggreko PLC (d)	1,063		4,500
Brambles Industries PLC (d)	127,543		737,321
Capita Group PLC (d)	124,002		856,018
Davis Service Group PLC (d)	777		6,272
Intertek Group PLC (d)	716		9,033
Rentokil Initial PLC (d)	335,037		910,612

			2,523,756


	Shares or Principal Amount	Value

UNITED KINGDOM (continued)
Computer Software & Services (0.1%)
Hays PLC (d)	297,710	$	603,668
Logica PLC (d)	114,474		287,849
Mysis PLC (d)	73,826		268,030
Sage Group PLC (The) (d)	139,899		531,376

			1,690,923

Consumer Products (0.2%)
Reckitt Benckiser PLC (d)	82,118		2,481,014

Diversified (0.0%)
Serco Group PLC (d)	8,159		38,310
Tompkins PLC (d)	117,869		549,813

			588,123

Electronics & Electrical Equipment (0.0%)
Electrocomponents PLC (d)	21,600		87,184
Premier Farnell PLC (d)	1,751		4,309

			91,493

Energy (3.7%)
BG PLC (d)	506,658		4,456,777
BP Amoco PLC (d)	2,891,136		32,023,736
BP PLC ADR (d)	100		6,640
Royal Dutch Shell PLC, Class A (d)	48,936		1,517,859
Royal Dutch Shell PLC, Class B (d)	375,107		12,234,925

			50,239,937

Engineering (0.1%)
AMEC PLC (d)	12,280		74,132
Barratt Developments PLC (d)	49,454		662,294

			736,426

Entertainment (0.5%)
British Sky Broadcasting Group PLC (d)	181,253		1,635,873
Carnival PLC (d)	17,207		872,491
EMI Group PLC (d)	125,468		475,738
Enterprise Inns PLC (d)	56,399		778,405
Hilton Group PLC (d)	245,473		1,475,068


60		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

UNITED KINGDOM (continued)
Entertainment (continued)
Rank Group PLC (d)	83,940	$	439,917
William Hill PLC (d)	80,443		761,173

			6,438,665

Financial Services (0.7%)
3I Group PLC (d)	102,381		1,373,540
Amvescap PLC (d)	111,302		698,941
Cattles PLC (d)	5,991		29,010
Close Brothers Group PLC (d)	4,089		55,501
ICAP PLC (d)	13,720		83,921
Lloyds TSB Group PLC (d)	805,495		6,586,448
London Stock Exchange PLC (d)	60,073		602,360
Provident Financial PLC (d)	16,900		179,505

			9,609,226

Food Products (1.4%)
Cadbury Schweppes PLC (d)	309,754		3,052,114
Diageo PLC (d)	422,198		6,235,470
Tate & Lyle PLC (d)	67,947		557,533
Tesco PLC (d)	1,010,964		5,382,660
Unilever PLC (d)	351,239		3,553,182

			18,780,959

Healthcare (0.8%)
AstraZeneca Group PLC (d)	230,208		10,297,193
Smith & Nephew PLC (d)	131,657		1,113,589

			11,410,782

Hotels & Motels (0.1%)
InterContinental Hotels Group PLC (d)	85,648		1,070,369

Import/Export (0.1%)
Wolseley PLC (d)	98,390		2,001,382

Industrial (0.2%)
BBA Group PLC (d)	19,247		99,189
FKI PLC (d)	88,765		160,277
IMI PLC (d)	36,934		276,936
Invensys PLC (b) (d)	866,880		199,387
Smiths Industries PLC (d)	99,272		1,603,673

			2,339,462


	Shares or Principal Amount	Value

UNITED KINGDOM (continued)
Insurance (0.7%)
Aviva PLC (d)	312,864	$	3,694,340
Friends Provident PLC (d)	311,361		971,373
Legal & General Group PLC (d)	865,138		1,643,035
Prudential PLC (d)	350,446		2,939,891
Royal & Sun Alliance Insurance Group PLC (d)	404,653		688,803

			9,937,442

Investment Companies (0.0%)
Schroders PLC (d)	715		10,876

Manufacturing (0.0%)
Cookson Group PLC (b) (d)	868		4,884

Medical Products (0.0%)
Alliance Unichem PLC (d)	34,795		474,652
SSL International PLC (d)	6,270		29,253

			503,905

Metals & Mining (1.3%)
Anglo American PLC (d)	185,496		5,489,999
BHP Billiton PLC (d)	350,069		5,150,877
Corus Group PLC (d)	458,227		388,123
Johnson Matthey PLC (d)	37,336		773,476
Rio Tinto PLC (d)	140,855		5,365,973

			17,168,448

Paper Products (0.1%)
Bunzl PLC (d)	62,479		625,140
Rexam PLC (d)	88,049		750,132

			1,375,272

Pharmaceuticals (1.5%)
Glaxosmithkline PLC (d)	790,838		20,566,967

Printing & Publishing (0.5%)
Daily Mail & General Trust (d)	19,616		217,438
De La Rue PLC (d)	672		4,638
EMAP PLC (d)	35,709		517,324
Pearson PLC (d)	120,989		1,345,372
Reed International PLC (d)	199,707		1,824,024
Reuters Group PLC (d)	178,134		1,132,073


2005 Annual Report		61

Statement of Investments (Continued)

October 31, 2005

Gartmore International Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

UNITED KINGDOM (continued)
Printing & Publishing (continued)
Trinity Mirror PLC (d)	17,945	$	189,132
United Business Media PLC (d)	67,192		637,902
Yell Group PLC (d)	135,288		1,059,764

			6,927,667

Railroads (0.0%)
FirstGroup PLC (d)	60,756		352,536

Real Estate (0.3%)
British Land Co. PLC (d)	84,486		1,331,168
Great Portland Estates PLC (d)	9,539		63,303
Hammerson PLC (d)	19,420		306,727
Land Securities Group PLC (d)	75,153		1,848,262
Liberty International PLC (d)	32,382		533,409
Slough Estates PLC (d)	29,358		263,529

			4,346,398

Restaurants (0.2%)
Compass Group PLC (d)	347,399		1,169,003
Mitchells & Butlers PLC (d)	77,725		499,242
Whitbread PLC (d)	30,582		508,971

			2,177,216

Retail (0.9%)
Boots Group PLC (d)	139,365		1,518,873
Dixons Group PLC (d)	260,912		665,073
Great Universal Stores PLC (d)	145,985		2,177,250
HMV Group PLC (d)	1,813		6,040
Inchcape PLC (d)	3,136		114,454
J. Sainsbury PLC (d)	212,700		1,050,614
Kesa Electricals PLC (d)	58,819		249,990
Kingfisher PLC (d)	383,071		1,437,734
Marks & Spencer PLC (d)	258,256		1,909,002
MFI Furniture Group PLC (d)	150,310		218,294
Next PLC (d)	57,560		1,359,196
Punch Taverns PLC (d)	30,274		391,924
Signet Group PLC (d)	264,519		476,188

			11,574,632

Security Services (0.0%)
Group 4 Securicor PLC (d)	114,996		306,542


	Shares or Principal Amount	Value

UNITED KINGDOM (continued)
Semiconductors (0.0%)
Arm Holdings PLC (d)	215,874	$	414,163

Telecommunications (2.1%)
BT Group PLC (d)	1,264,472		4,759,471
Cable & Wireless PLC (d)	332,034		677,052
Marconi Corp. PLC (b) (d)	8,908		58,749
Vodafone Group PLC (d)	8,629,278		22,653,579

			28,148,851

Television (0.1%)
ITV PLC (d)	470,632		866,682

Tobacco (0.7%)
British American Tobacco PLC (d)	213,405		4,695,557
Gallaher Group PLC (d)	104,449		1,622,799
Imperial Tobacco Group PLC (d)	99,484		2,850,640

			9,168,996

Transportation (0.2%)
Arriva PLC (d)	881		8,996
Associated British Ports Holdings PLC (d)	18,435		178,779
Exel PLC (d) (e)	55,478		1,184,856
National Express Group PLC (d)	3,527		51,352
Peninsular & Oriental Steam Navigation Co. (d)	136,869		979,049
Stagecoach Group PLC (d)	71,971		136,628

			2,539,660

Utilities (1.0%)
Centrica PLC (d)	569,087		2,405,211
International Power PLC (d)	239,102		981,790
National Grid Group PLC (d)	388,101		3,549,402
Scottish & Southern Energy PLC (d)	119,917		2,080,496
Scottish Power PLC (d)	268,095		2,623,546
Severn Trent PLC (d)	47,956		812,378
United Utilities PLC (d)	120,349		1,328,646

			13,781,469


62		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount		Value

UNITED KINGDOM (continued)
Water/Sewer (0.0%)
Kelda Group PLC (d)		52,042	$	641,226

				326,960,985


Total Common Stocks				1,308,678,445


Cash Equivalents (1.7%)
Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $23,358,699)	$	23,356,169		23,356,169


Total Cash Equivalents				23,356,169


Preferred Stocks (0.0%)
GERMANY (0.0%)
Automotive (0.0%)
Volkswagen AG, 3.29% (d)		7,914		321,105

Healthcare (0.0%)
Fresenius Medical Care AG, 1.72% (d)		749		57,517

Television (0.0%)
ProSiebenSat.1 Media AG, 2.03% (d) (e)		13,440		231,328

Utilities (0.0%)
RWE AG, 3.10% (d)		891		49,462


Total Preferred Stocks				659,412

Rights (0.0%)


	Shares or Principal Amount		Value

SINGAPORE (0.0%)
Property Trust (0.0%)
CapitaMall Trust (c) (d)		2,000	$	0

UNITED KINGDOM (0.0%)
Computer Software/Services (0.0%)
LogicaCMG PLC (d)		57,237		34,441


Total Rights				34,441


WARRANTS (0.0%)
HONG KONG (0.0%)
Chemicals (0.0%)
Kingboard Chemical Holding Ltd., Expires 12/31/06 (b) (d)		80		21

Real Estate (0.0%)
Hopewell Holdings Ltd., Expires 08/05/06 (b) (d)		7,158		1,191


Total Warrants				1,212


Short-Term Securities Held as Collateral for
Securities Lending (13.3%)
Pool of short-term securities for Gartmore Mutual Funds —note 2 (Securities Lending)	$	180,683,964		180,683,964


Total Short-Term Securities Held as Collateral for Securities Lending				180,683,964


Total Investments (Cost $1,275,030,712) (a) — 111.0%				1,513,413,643

Liabilities in excess of other assets — (11.0)%				(151,636,068	)


NET ASSETS — 100.0%			$	1,361,777,575


2005 Annual Report		63

Statement of Investments (Continued)

October 31, 2005

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

Security has been deemed illiquid. The pricing committee has deemed the security to have zero value based upon the procedures adopted by the Board of Trustees.

(d)

Fair Valued Security

(e)

All or part of the security was on loan as of October 31, 2005.

SDR

Special Drawing Rights

At October 31, 2005, the Fund’s open forward foreign currency contracts were as follows:


Currency	Delivery Date	Contract Value		Market Value		Unrealized Appreciation/ (Depreciation)
Short Contracts:
Australia Dollar	11/07/05	$	757,977	$	754,766	$	3,211
British Pound	11/07/05		5,035,126		5,052,343		(17,217	)
Euro	11/07/05		4,472,224		4,459,338		12,886
Japanese Yen	11/07/05		2,572,014		2,545,190		26,824
Swedish Krone	11/07/05		426,767		421,052		5,715
Swiss Franc	11/07/05		1,243,217		1,245,958		(2,741	)

Total Short Contracts		$	14,507,325	$	14,478,647	$	28,678


Currency	Delivery Date	Contract Value		Market Value		Unrealized Appreciation/ (Depreciation)
Long Contracts:
Australia Dollar	11/07/05	$	1,899,942	$	1,886,168	$	(13,774	)
British Pound	11/07/05		12,409,084		12,458,318		49,234
Danish Kroner	11/07/05		8,034		8,034		0
Euro	11/07/05		16,187,272		16,165,099		(22,173	)
Hong Kong Dollar	11/07/05		161,254		161,255		1
Japanese Yen	11/07/05		6,412,634		6,311,383		(101,251	)
Norwegian Krone	11/07/05		27,872		27,678		(194	)
Singapore Dollar	11/07/05		53,155		53,163		8
Swedish Krone	11/07/05		1,104,893		1,085,936		(18,957	)
Swiss Franc	11/07/05		4,125,801		4,129,905		4,104

Total Long Contracts		$	42,389,941	$	42,286,939	$	(103,002	)

At October 31, 2005, the Fund’s open long futures contracts were as follows:


	Number of Contracts	Long Contracts*	Expiration	Market Value Covered By Contract		Unrealized Appreciation (Depreciation)
Australia	45	S&P ASX 200 Index	12/16/05		$3,748,907		$(58,585)
Europe	10	DAX Index	12/16/05		1,475,998		13,673
Europe	346	DJ Euro Stoxx 50	12/16/05		13,744,308		(183,870)
Europe	1	S&P MIB 30 Index	12/16/05		196,334		(9,105)
Hong Kong	26	Hang Seng Index	11/30/05		2,412,302		(6,098)
Japan	123	Topix Index	12/09/05		15,323,481		886,921
Sweden	169	OMX Index	11/25/05		1,875,218		24,871
United Kingdom	111	FTSE 100 Index	12/16/05		10,455,853		(38,875)

				$	49,232,401	$	628,932

Cash pledged as collateral

See notes to financial statements.


64		Annual Report 2005

Gartmore Mid Cap Market Index Fund

For the annual period ended Oct. 31, 2005, the Gartmore Mid Cap Market Index Fund (Class A at NAV) returned 16.94% versus 17.65% for its benchmark, the S&P MidCap 400 Index. For broader comparison, the average return for the Fund’s Lipper peer category of Mid-Cap Core Funds was 14.91%.

The reporting period was a strong one for the U.S. mid-cap equity market. As a result of several factors–the conclusion of the U.S. presidential election, reasonably good economic and earnings news, reactions to the $32 billion Microsoft dividend and the beginning of the seasonally strong year-end period–the mid-cap equity market experienced most of its gains for the reporting period in November and December of 2004.

January 2005 began with a slide after the strong fourth quarter of 2004, with cyclical and small-capitalization stocks performing the worst out of the gate. January was characterized by mixed economic data, increasing interest rates, disappointing earnings reports and climbing oil prices. In addition, gross domestic product growth for the fourth quarter, released during January, came in weaker than expected at 3.1%, primarily as a result of the foreign trade deficit. The mid-cap equity market was able to reverse course in February, even as the productivity report showed a continued slowdown in productivity growth and oil prices continued to climb. Good signs for the markets came in the form of accelerated hiring plans by corporations, reasonably robust capital spending and strong merger-and-acquisition activity. In March and April, the mid-cap equity market resumed the downward slide experienced in January due to a combination of factors–the trade deficit, mixed economic news, high oil prices and rising interest rates. Oil prices, reaching as high as $56 a barrel, continued to trade above $50 a barrel.

Despite slowing profit growth, continually higher oil prices and inflation concerns, first-quarter 2005 corporate earnings came in strong; a rebound in the mid-cap equity market occurred in May and continued through July.

The mid-cap equity market lost steam in August, however, due to several events, including terrorism overseas, two devastating hurricanes in the U.S. Gulf Coast, oil prices that reached $70 per barrel, a strong dollar and increasing interest rates. Improved profits in the energy sector counterbalanced the negative impact that Hurricanes Katrina and Rita had on the retail, transportation, tourism and insurance sectors in September.

Portfolio Manager:

Fund Asset Management, L.P.-Subadviser


2005 Annual Report		65


Fund Performance		Gartmore Mid Cap Market Index Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	16.94%	6.61%	8.75%
	w/SC³	10.19%	5.35%	7.65%
Class B⁴	w/o SC²	16.15%	5.97%	8.19%
	w/SC⁵	11.15%	5.65%	8.07%
Class C⁶	w/o SC²	16.13%	5.95%	8.18%
	w/SC⁷	15.13%	5.95%	8.18%
Institutional Class⁸		17.41%	7.06%	9.22%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on December 29, 1999.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴

These returns until the creation of Class B shares (5/25/01) include performance based on the Fund’s Class A shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class B shares would have produced because Class B shares invest in the same portfolio of securities as Class A shares. The performance for this class has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes; if these fees were reflected, the performance for Class B shares would have been lower.

⁵	A 5.00% maximum contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁶

These returns until the creation of Class C shares (10/22/03) include the performance of the Fund’s Class A for the period through May 24, 2001 and the Fund’s Class B shares for the period from May 25, 2001 to October 21, 2003. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as the Fund’s other classes. The performance for the Class C shares has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes; if these fees were reflected, the performance for Class C shares would have been lower.

⁷	A CDSC of 1.00% was deducted from the one year return because it is charged when you sell Class C shares within the first year after purchase.

⁸	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Mid Cap Market Index Fund, the S&P MidCap 400 Index(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The S&P MidCap 400 Index is an unmanaged index that measures the performance of mid-sized U.S. companies.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


66		Annual Report 2005

Shareholder

Expense Example

Gartmore Mid Cap Market Index Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Mid Cap Market Index Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,110.70	$	3.72	0.71%
	Hypothetical	¹	$	1,000.00	$	1,021.48	$	3.56	0.71%
Class B	Actual		$	1,000.00	$	1,106.60	$	6.89	1.32%
	Hypothetical	¹	$	1,000.00	$	1,018.45	$	6.63	1.32%
Class C	Actual		$	1,000.00	$	1,106.60	$	6.89	1.32%
	Hypothetical	¹	$	1,000.00	$	1,018.45	$	6.63	1.32%
Institutional Class	Actual		$	1,000.00	$	1,113.00	$	1.68	0.32%
	Hypothetical	¹	$	1,000.00	$	1,023.41	$	1.61	0.32%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


2005 Annual Report		67


Portfolio Summary		Gartmore Mid Cap Market Index Fund

October 31, 2005


Asset Allocation
Common Stocks		84.3%
Cash Equivalents		14.9%
Other Investments*		18.4%
Liabilities in excess of Other Assets**		-17.6 %

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Utilities		6.3%
Healthcare		6.0%
Retail		6.0%
Oil & Gas		5.9%
Computer Software & Services		5.2%
Insurance		5.1%
Banks		4.0%
Electronics		3.9%
Financial Services		3.9%
Real Estate Investment Trusts		2.8%
Other Industries		50.9%

		100.0%


Top Holdings***
Legg Mason, Inc.		1.0%
SanDisk Corp.		0.9%
Peabody Energy Corp.		0.8%
Whole Foods Market, Inc.		0.8%
Pioneer Natural Resources Co.		0.6%
Noble Energy, Inc.		0.6%
ENSCO International, Inc.		0.6%
Smith International, Inc.		0.6%
Harman International Industries, Inc.		0.5%
Precision Castparts Corp.		0.5%
Other Holdings		93.3%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


68		Annual Report 2005

Statement of Investments

October 31, 2005

Gartmore Mid Cap Market Index Fund

Common Stocks (84.3%)


	Shares or Principal Amount	Value

Aerospace & Defense (0.8%)
Alliant Techsystems, Inc. (b) (c)	30,500	$	2,141,710
Precision Castparts Corp.	107,500		5,091,200
Sequa Corp. (b) (c)	5,960		367,732

			7,600,642

Agricultural Products (0.1%)
Universal Corp. (c)	20,040		750,298

Airlines (0.3%)
AirTran Holdings, Inc. (b) (c)	65,500		979,880
Alaska Air Group, Inc. (b) (c)	21,700		684,201
JetBlue Airways Corp. (b) (c)	78,150		1,454,372

			3,118,453

Amusement & Recreation (0.2%)
Callaway Golf Co. (c)	57,200		815,100
International Speedway Corp.	30,400		1,571,072

			2,386,172

Auction House & Art Dealer (0.2%)
Adesa, Inc.	71,000		1,519,400

Auto Parts & Equipment (1.2%)
Advance Auto Parts, Inc. (b)	87,000		3,262,499
ArvinMeritor, Inc. (c)	54,460		872,994
Bandag, Inc. (c)	11,500		488,750
BorgWarner Automotive, Inc.	45,320		2,628,107
Gentex Corp. (c)	125,180		2,355,888
Lear Corp. (c)	54,820		1,669,817
Modine Manufacturing Co. (c)	25,900		856,254

			12,134,309

Automotive (0.2%)
Carmax, Inc. (b)	84,700		2,275,889

Banks (4.0%)
Associated Banc Corp.	109,321		3,411,908
Astoria Financial Corp.	76,320		2,133,144
Cathay Bancorp, Inc.	48,300		1,883,217
City National Corp.	34,900		2,560,962
Colonial Bancgroup, Inc.	122,740		2,988,719
Cullen/Frost Bankers, Inc.	37,080		1,958,566
FirstMerit Corp. (c)	65,680		1,731,982
Greater Bay Bancorp (c)	41,880		1,050,769


	Shares or Principal Amount	Value

Banks (continued)
Independence Community Bank Corp.	59,635	$	2,358,564
IndyMac Bancorp, Inc. (c)	51,600		1,926,228
Mercantile Bankshare Corp.	65,450		3,688,763
New York Community Bancorp, Inc. (c)	197,414		3,192,184
SVB Financial Group (b) (c)	29,020		1,442,584
TCF Financial Corp.	96,000		2,601,600
Texas Regional Bancshares, Inc. (c)	34,300		1,006,019
Washington Federal, Inc. (c)	66,012		1,517,616
Webster Financial Corp.	43,000		1,985,310
West America Bancorp (c)	24,720		1,317,823
Wilmington Trust Corp. (c)	53,400		2,024,394

			40,780,352

Biotechnology (0.8%)
Millenium Pharmaceuticals, Inc. (b)	243,963		2,224,943
Protein Design Labs, Inc. (b) (c)	86,220		2,415,884
Valeant Pharmaceuticals International (c)	76,100		1,305,876
Vertex Pharmaceuticals, Inc. (b) (c)	80,480		1,830,920

			7,777,623

Broadcasting (0.3%)
Emmis Communications Corp. (b) (c)	30,000		587,100
Entercom Communications Corp. (b)	33,080		955,020
Westwood One, Inc.	59,080		1,092,980

			2,635,100

Business Services (2.4%)
Acxiom Corp. (c)	66,440		1,417,830
Catalina Marketing Corp. (c)	35,900		935,554
Ceridian Corp. (b)	118,540		2,597,211
CheckFree Corp. (b)	71,700		3,047,250
ChoicePoint, Inc. (b)	71,920		3,039,339
Corporate Executive Board Co. (The)	33,400		2,760,176
CSG Systems International, Inc. (b) (c)	41,080		965,791


2005 Annual Report		69

Statement of Investments (Continued)

October 31, 2005

Gartmore Mid Cap Market Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Business Services (continued)
Fair Issac Corp.	52,450	$	2,190,312
Gartner Group, Inc. (b) (c)	52,080		627,043
Harte-Hanks, Inc.	50,740		1,298,944
Kelly Services, Inc. (c)	18,775		519,692
Korn/Ferry International (b) (c)	30,000		516,600
Manpower, Inc.	71,360		3,231,181
MPS Group, Inc. (b) (c)	79,040		984,048

			24,130,971

Chemicals (2.2%)
Airgas, Inc. (c)	53,900		1,523,753
Albemarle Corp. (c)	33,700		1,182,533
Cabot Corp. (c)	48,900		1,667,979
Chemtura Corp.	189,700		2,029,790
Cytec Industries, Inc.	33,900		1,400,070
Ferro Corp. (c)	35,400		631,536
FMC Corp. (b)	29,560		1,609,246
Lubrizol Corp.	52,480		2,182,643
Lyondell Chemical Co.	168,081		4,504,572
Minerals Technologies, Inc.	17,240		921,650
Olin Corp. (c)	60,160		1,075,661
RPM, Inc. (c)	92,400		1,720,488
Valspar Corp. (c)	81,200		1,790,460

			22,240,381

Communication Equipment (2.0%)
Adtran, Inc. (c)	56,300		1,703,075
Cincinnati Bell, Inc. (b) (c)	186,500		738,540
CommScope, Inc. (b) (c)	42,520		829,990
Harman International Industries, Inc.	53,300		5,322,539
Harris Corp.	108,180		4,446,198
Plantronics, Inc. (c)	38,900		1,161,165
Polycom, Inc. (b)	79,500		1,216,350
Powerwave Technologies, Inc. (b) (c)	84,520		947,469
Telephone & Data Systems, Inc.	44,200		1,671,644
Telephone & Data Systems, Inc., Special Shares	41,100		1,485,765
Utstarcom, Inc. (b) (c)	85,100		469,752

			19,992,487


	Shares or Principal Amount	Value

Computer Hardware (0.3%)
National Instruments Corp. (c)	47,030	$	1,124,017
Western Digital Corp. (b)	170,400		2,061,840

			3,185,857

Computer Software & Services (5.2%)
3COM Corp. (b)	303,620		1,168,937
Activision, Inc. (b)	218,221		3,441,350
Advent Software, Inc. (b) (c)	14,969		459,848
Anteon International Corp. (b) (c)	26,100		1,179,720
Avocent Corp. (b)	40,200		1,232,532
Cadence Design Systems, Inc. (b)	221,980		3,547,240
CDW Corp. (c)	52,340		2,949,359
Cognizant Technology Solutions Corp. (b)	110,740		4,870,345
DST Systems, Inc. (b)	58,240		3,268,429
F5 Networks, Inc. (b) (c)	31,200		1,623,336
GameStop Corp. (b) (c)	51,200		1,816,576
Henry (Jack) & Associates, Inc. (c)	61,500		1,105,770
Ingram Micro, Inc. (b)	103,000		1,864,300
Macromedia, Inc. (b)	60,100		2,639,592
Macrovision Corp. (b) (c)	42,520		801,077
McAfee, Inc. (b)	134,100		4,027,023
McData Corp. (b) (c)	122,400		588,744
Mentor Graphics Corp. (b)	57,500		475,525
RSA Security, Inc. (b) (c)	57,400		654,360
SanDisk Corp. (b) (c)	147,100		8,662,719
SRA International, Inc., Class A (b)	34,300		1,125,726
Sybase, Inc. (b) (c)	71,800		1,597,550
Synopsys, Inc. (b)	113,820		2,156,889
Transaction Systems Architects, Inc. (b) (c)	28,900		780,589
Wind River Systems, Inc. (b) (c)	60,400		791,240

			52,828,776

Construction (1.8%)
Beazer Homes USA, Inc. (c)	38,000		2,202,100
Dycom Industries, Inc. (b) (c)	30,700		611,851
Granite Construction, Inc. (c)	27,660		943,483
Hovnanian Enterprises, Inc. (b) (c)	30,020		1,350,600


70		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Construction (continued)
Jacobs Engineering Group, Inc. (b)	45,980	$	2,931,225
Martin Marietta Materials, Inc.	38,400		3,030,144
Ryland Group, Inc. (The)	38,400		2,584,320
Thor Industries, Inc. (c)	30,100		982,163
Toll Brothers, Inc. (b)	96,200		3,550,741

			18,186,627

Consumer & Commercial Services (1.7%)
Alliance Data Systems Corp. (b)	54,600		1,941,576
Career Education Corp. (b)	81,360		2,895,602
Corinthian Colleges, Inc. (b) (c)	72,680		904,139
Deluxe Corp. (c)	40,073		1,335,633
DeVry, Inc. (b) (c)	45,100		1,019,260
Dun & Bradstreet Corp. (b)	53,660		3,397,752
MoneyGram International, Inc. (c)	65,800		1,598,940
Quanta Services, Inc. (b) (c)	91,300		1,049,037
Rent-A-Center, Inc. (b)	58,700		1,057,774
Rollins, Inc. (c)	27,865		529,992
Sotheby’s Holdings, Inc. (b)	36,400		566,748
United Rentals, Inc. (b) (c)	57,000		1,115,490

			17,411,943

Consumer Products (1.4%)
Blyth Industries, Inc. (c)	24,840		453,082
Church & Dwight, Inc. (c)	50,500		1,770,025
Energizer Holdings, Inc. (b)	58,300		2,943,567
Furniture Brands International, Inc. (c)	45,100		818,565
Lancaster Colony Corp.	22,140		887,593
Mohawk Industries Co. (b)	44,040		3,437,321
Scotts Miracle-Gro Co. (The) (c)	19,460		1,708,393
Timberland Co., Class A (b)	47,000		1,323,050
Tupperware Corp. (c)	46,533		1,067,002

			14,408,598

Containers & Packaging (0.3%)
Packaging Corp. of America (c)	55,620		1,128,530
Sonoco Products Co.	77,700		2,198,910

			3,327,440

Electric & Electronic Equipment (0.1%)
Mine Safety Appliances Co.	25,500		1,068,195


	Shares or Principal Amount	Value

Electronics (3.9%)
Amphenol Corp., Class A	69,800	$	2,789,906
Arrow Electronics, Inc. (b)	92,900		2,741,479
Atmel Corp. (b) (c)	336,400		827,544
Avnet, Inc. (b)	114,778		2,645,633
Cabot Microelectronics Corp. (b) (c)	21,428		629,983
Credence Systems Corp. (b) (c)	74,260		571,802
Cree, Inc. (b) (c)	61,788		1,485,384
Cypress Semiconductor Corp. (b) (c)	111,700		1,519,120
Hubbell, Inc.	47,300		2,277,968
Integrated Device Technology, Inc. (b) (c)	165,010		1,630,299
International Rectifier Corp. (b) (c)	56,600		1,674,794
Intersil Corp.	123,200		2,804,032
Kemet Corp. (b) (c)	64,460		446,063
Lam Research Corp. (b)	112,160		3,784,278
Lattice Semiconductor Corp. (b) (c)	80,160		351,101
Micrel, Inc. (b) (c)	58,400		584,000
Microchip Technology, Inc.	169,672		5,119,005
Newport Corp. (b) (c)	31,200		406,848
Plexus Corp. (b) (c)	32,200		568,974
RF Micro Devices, Inc. (b) (c)	148,000		775,520
SPX Corp.	61,020		2,625,080
Thomas & Betts Corp. (b)	45,048		1,753,268
TriQuint Semiconductor, Inc. (b) (c)	98,605		414,141
Vishay Intertechnology, Inc. (b) (c)	146,530		1,661,650

			40,087,872

Energy (0.3%)
MDU Resources Group, Inc.	93,850		3,094,235

Financial Services (3.9%)
AmeriCredit Corp. (b)	115,100		2,572,485
Bank of Hawaii Corp.	41,500		2,132,270
BISYS Group, Inc. (The) (b)	94,700		1,200,796
Certegy, Inc.	48,900		1,831,794
Commerce Bancorp, Inc. (c)	135,840		4,139,045
Eaton Vance Corp. (c)	101,600		2,528,824


2005 Annual Report		71

Statement of Investments (Continued)

October 31, 2005

Gartmore Mid Cap Market Index Fund (Continued)

Common Stocks (Continued)


	Shares or Principal Amount	Value

Financial Services (continued)
Edwards (A.G.), Inc.	62,500	$	2,645,000
Investors Financial Services Corp. (c)	54,684		2,087,835
Jefferies Group, Inc. (c)	39,700		1,685,662
Labranche & Co., Inc. (b) (c)	50,300		479,862
Legg Mason, Inc.	90,970		9,761,990
PMI Group, Inc.	71,700		2,859,396
Raymond James Financial, Inc. (c)	49,420		1,681,763
SEI Investments Co. (c)	54,440		2,112,272
Waddell & Reed Financial, Inc. (c)	62,900		1,206,422

			38,925,416

Food & Beverage (2.1%)
Dean Foods Co. (b)	121,298		4,384,923
Hormel Foods Corp.	61,820		1,965,876
J.M. Smucker Co.	48,371		2,211,038
PepsiAmericas, Inc.	55,000		1,282,600
Sensient Technologies Corp. (c)	35,580		629,410
Smithfield Foods, Inc. (b)	78,600		2,324,988
Tootsie Roll Industries, Inc. (c)	23,538		713,201
Whole Foods Market, Inc.	54,480		7,852,203

			21,364,239

Gaming (0.5%)
Boyd Gaming Corp.	36,800		1,518,000
GTECH Holdings Corp.	100,500		3,199,920

			4,717,920

Healthcare (6.0%)
Apria Healthcare Group, Inc. (b)	40,900		943,563
Beckman Coulter, Inc.	50,340		2,479,748
Cephalon, Inc. (b)	47,600		2,170,084
Community Health Systems, Inc. (b)	70,300		2,608,833
Covance, Inc. (b)	49,880		2,426,662
Cytyc Corp. (b)	90,040		2,282,514
Dentsply International, Inc.	62,680		3,456,175
Edwards Lifesciences Corp. (b)	49,000		2,027,620
Health Net, Inc. (b)	92,240		4,320,522
Henry Schein, Inc. (b) (c)	68,480		2,714,547
LifePoint Hospitals, Inc. (b)	44,560		1,742,296
Lincare Holdings, Inc. (b)	80,380		3,283,523


	Shares or Principal Amount	Value

Healthcare (continued)
Omnicare, Inc.	86,700	$	4,690,470
PacifiCare Health Systems, Inc. (b)	70,900		5,839,323
Par Pharmaceutical Cos., Inc. (b) (c)	29,200		755,696
Perrigo Co. (c)	71,300		953,281
Renal Care Group, Inc. (b)	54,150		2,536,928
Sepracor, Inc. (b)	85,500		4,809,375
Steris Corp.	52,280		1,192,507
Triad Hospitals, Inc. (b)	69,713		2,867,296
Universal Health Services, Inc. (c)	46,800		2,206,152
Varian Medical Systems, Inc. (b)	105,900		4,824,804

			61,131,919

Insurance (5.1%)
Allmerica Financial Corp. (b)	42,200		1,607,820
American Financial Group, Inc. (c)	40,600		1,387,708
AmerUs Group Co. (c)	32,000		1,891,840
Arthur J. Gallagher & Co. (c)	77,400		2,277,108
Brown & Brown, Inc. (c)	46,860		2,545,904
Everest Re Group Ltd.	50,480		5,020,236
Fidelity National Financial, Inc.	139,975		5,243,464
Fidelity National Title Group, Inc., Class A	24,495		532,766
First American Financial Corp.	74,820		3,278,612
HCC Insurance Holdings, Inc. (c)	84,390		2,531,700
Horace Mann Educators Corp. (c)	32,300		626,943
Leucadia National Corp. (c)	68,530		2,944,049
Mercury General Corp. (c)	30,400		1,837,680
Ohio Casualty Corp. (c)	51,600		1,407,648
Old Republic International Corp.	146,230		3,788,819
Protective Life Corp.	57,500		2,520,800
Radian Group, Inc. (c)	69,500		3,620,950
Stancorp Financial Group, Inc.	23,300		2,145,930
Unitrin, Inc.	39,200		1,803,200
W.R. Berkley Corp.	92,350		4,035,695

			51,048,872

Machinery (0.6%)
AGCO Corp. (b) (c)	72,400		1,157,676
Graco, Inc.	55,370		1,897,530


72		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Machinery (continued)
Tecumseh Products Co. (c)	15,600	$	314,028
Zebra Technologies Corp., Class A (b)	58,640		2,527,970

			5,897,204

Manufacturing (2.7%)
Ametek, Inc.	55,400		2,256,442
Brink’s Co. (The)	46,680		1,833,124
Carlisle Cos., Inc.	26,040		1,736,608
Crane Co.	41,466		1,283,787
Diebold, Inc.	58,600		2,117,804
Donaldson Co., Inc.	57,680		1,802,500
Federal Signal Corp. (c)	39,800		645,556
Flowserve Corp. (b) (c)	42,920		1,502,200
Harsco Corp.	33,000		2,120,250
Hillenbrand Industry, Inc. (c)	47,600		2,192,932
Nordson Corp. (c)	24,800		921,816
Pentair, Inc.	82,760		2,688,872
Teleflex, Inc. (c)	32,220		2,132,642
Trinity Industries, Inc. (c)	34,800		1,324,140
Varian, Inc. (b)	27,860		1,024,412
York International Corp.	35,300		1,980,683

			27,563,768

Medical Products (0.8%)
Gen-Probe, Inc. (b)	41,700		1,703,028
INAMED Corp. (b)	28,900		2,054,790
Intuitive Surgical, Inc. (b) (c)	29,000		2,573,170
Techne Corp. (b) (c)	31,900		1,729,618

			8,060,606

Medical Services (0.6%)
Charles River Laboratories International, Inc. (b)	55,874		2,445,046
Invitrogen Corp. (b) (c)	42,100		2,677,139
Martek Biosciences Corp. (b) (c)	25,700		793,359

			5,915,544

Metals (0.6%)
Kennametal, Inc.	32,000		1,635,520
MSC Industrial Direct Co., Class A	50,600		1,931,908
Timken Co. (The)	69,900		1,982,364

			5,549,792


	Shares or Principal Amount	Value

Mining (1.5%)
Arch Coal, Inc. (c)	52,640	$	4,056,965
Joy Global, Inc.	65,300		2,995,311
Peabody Energy Corp.	106,140		8,295,902

			15,348,178

Office Equipment & Supplies (0.5%)
Herman Miller, Inc.	55,200		1,513,032
HNI Corp.	43,870		2,145,243
Reynolds & Reynolds Co.	45,000		1,194,300

			4,852,575

Oil & Gas (5.9%)
Cooper Cameron Corp. (b)	44,940		3,313,426
Denbury Resources, Inc. (b) (c)	46,600		2,033,158
ENSCO International, Inc.	122,960		5,605,746
FMC Technologies, Inc. (b) (c)	55,862		2,036,729
Forest Oil Corp. (b)	46,000		2,009,280
Grant Prideco, Inc. (b)	102,820		3,998,670
Hanover Compressor Co. (b) (c)	68,100		875,766
Helmerich & Payne, Inc.	41,700		2,310,180
Newfield Exploration Co. (b)	102,700		4,655,391
Noble Energy, Inc.	141,100		5,651,055
Patterson-UTI Energy, Inc.	138,940		4,742,022
Pioneer Natural Resources Co.	116,460		5,828,823
Plains Exploration & Production Co. (b)	62,501		2,437,539
Pogo Producing Co. (c)	49,800		2,514,900
Pride International, Inc. (b)	124,900		3,505,943
Smith International, Inc.	171,840		5,567,616
Tidewater, Inc. (c)	50,520		2,321,899

			59,408,143

Optical Supplies (0.2%)
Advanced Medical Optics, Inc. (b)	55,346		1,974,745

Paper & Forest Products (0.6%)
Bowater, Inc. (c)	47,100		1,248,150
Glatfelter Co. (c)	30,400		413,136
Longview Fibre Co. (c)	39,440		741,472
Potlatch Corp.	24,600		1,100,358
Rayonier, Inc.	59,880		2,289,212

			5,792,328


2005 Annual Report		73

Statement of Investments (Continued)

October 31, 2005

Gartmore Mid Cap Market Index Fund (Continued)

Common Stocks (Continued)


	Shares or Principal Amount	Value

Pharmaceuticals (1.0%)
Barr Pharmaceuticals, Inc. (b)	86,145	$	4,949,030
IVAX Corp. (b)	176,318		5,033,879

			9,982,909

Photography / Imaging (0.1%)
Imation Corp.	28,480		1,219,229

Publishing & Printing (1.3%)
American Greetings Corp., Class A (c)	55,800		1,408,950
Banta Corp. (c)	20,900		1,052,106
Belo Corp., Class A	81,520		1,760,832
Lee Enterprises, Inc. (c)	35,380		1,387,250
Media General, Inc.	17,800		938,950
Reader’s Digest Association (c)	77,500		1,187,300
Scholastic Corp. (b) (c)	31,100		1,012,305
Valassis Communications, Inc. (b) (c)	39,200		1,225,000
Washington Post Co. (c)	4,863		3,622,935

			13,595,628

Real Estate Investment Trusts (2.8%)
AMB Property Corp.	67,720		2,991,870
Developers Diversified Realty Corp.	88,200		3,852,576
Highwood Properties, Inc.	45,660		1,288,069
Hospitality Properties Trust	55,860		2,217,642
Liberty Property Trust	71,300		2,972,497
Macerich Co. (The)	49,700		3,194,219
Mack-Cali Realty Corp.	48,900		2,085,585
New Plan Excel Realty Trust (c)	85,860		1,973,921
Regency Centers Corp.	51,700		2,878,139
United Dominion Realty Trust, Inc.	109,600		2,425,448
Weingarten Realty Investors	66,200		2,354,072

			28,234,038

Restaurants (1.1%)
Applebee’s International, Inc.	64,400		1,411,004
Bob Evans Farms, Inc. (c)	29,800		667,818
Brinker International, Inc. (b)	69,850		2,662,682
CBRL Group, Inc.	39,400		1,367,180
Cheesecake Factory, Inc. (The) (b) (c)	61,850		2,122,692


	Shares or Principal Amount	Value

Restaurants (continued)
Outback Steakhouse, Inc.	55,700	$	2,097,662
Ruby Tuesday, Inc. (c)	52,100		1,141,511

			11,470,549

Retail (6.0%)
99 Cents Only Stores (b) (c)	44,033		424,918
Abercrombie & Fitch Co.	70,333		3,656,613
Aeropostale, Inc. (b) (c)	42,500		830,450
American Eagle Outfitters Ltd.	108,374		2,552,208
Anntaylor Stores Corp. (b)	60,190		1,460,811
Barnes & Noble, Inc.	46,340		1,675,654
BJ’s Wholesale Club, Inc. (b)	54,400		1,549,312
Borders Group, Inc. (c)	56,195		1,103,108
Chico’s FAS, Inc. (b)	146,180		5,779,958
Claire’s Stores, Inc.	77,660		2,023,043
Copart, Inc. (b) (c)	59,100		1,382,349
Dollar Tree Stores, Inc. (b)	83,950		1,809,962
Fastenal Co. (c)	51,620		3,620,111
Foot Locker, Inc.	126,500		2,459,160
Michael’s Stores, Inc.	108,740		3,597,119
O’Reilly Automotive, Inc. (b) (c)	88,046		2,482,897
Pacific Sunwear of California, Inc. (b)	61,900		1,548,738
Payless ShoeSource, Inc. (b) (c)	55,295		1,015,769
PETsMART, Inc.	116,360		2,734,460
Pier 1 Imports, Inc. (c)	72,540		748,613
Polo Ralph Lauren Corp.	49,400		2,430,480
Regis Corp.	35,920		1,377,891
Ross Stores, Inc.	119,640		3,235,066
Ruddick Corp.	31,500		693,315
Saks, Inc. (b) (c)	113,500		2,060,025
Tech Data Corp. (b)	48,660		1,685,582
Urban Outfitters, Inc. (b)	91,600		2,595,028
Williams Sonoma, Inc. (b)	92,340		3,611,417

			60,144,057

Schools (0.5%)
Education Management Corp. (b)	56,200		1,733,208
ITT Educational Services, Inc. (b)	32,140		1,776,699
Laureate Education, Inc. (b) (c)	40,680		2,009,592

			5,519,499


74		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Semiconductors (0.6%)
Fairchild Semiconductor International, Inc. (b)	92,720	$	1,427,888
MEMC Electronic Materials, Inc. (b)	127,800		2,292,732
Semtech Corp. (b) (c)	55,530		837,392
Silicon Laboratories, Inc. (b)	37,840		1,217,313

			5,775,325

Shipping & Transportation (2.3%)
Alexander & Baldwin, Inc.	35,300		1,727,582
C.H. Robinson Worldwide, Inc.	139,160		4,906,782
CNF Transportation, Inc.	41,440		2,331,829
Expeditors International of Washington, Inc.	86,520		5,249,167
GATX Corp. (c)	41,900		1,565,803
Hunt (J.B.) Transport Services, Inc.	106,700		2,071,047
Overseas Shipholding Group, Inc. (c)	25,300		1,204,280
Swift Transportation Co., Inc. (b) (c)	45,910		837,858
Werner Enterprises, Inc. (c)	46,105		826,202
Yellow Roadway Corp. (b)	45,162		2,052,613

			22,773,163

Steel (0.2%)
Steel Dynamics, Inc. (c)	29,200		904,324
Worthington Industries, Inc.	59,687		1,200,902

			2,105,226

Utilities (6.3%)
AGL Resources, Inc.	61,440		2,162,074
Alliant Energy Corp.	91,400		2,417,530
Aqua America, Inc. (c)	75,545		2,559,465
Aquila, Inc. (b)	300,337		1,063,193
Black Hills Corp. (c)	27,900		1,159,803
DPL, Inc.	106,570		2,746,309
Duquesne Light Holdings, Inc. (c)	66,600		1,111,554
Energy East Corp.	120,520		2,874,402
Equitable Resources, Inc.	99,400		3,841,810
Great Plains Energy, Inc. (c)	60,200		1,728,342
Hawaiian Electric Industries, Inc. (c)	64,900		1,710,115


	Shares or Principal Amount		Value

Utilities (continued)
Idacorp, Inc. (c)		35,200	$	1,016,224
National Fuel Gas Co.		64,900		1,956,086
Northeast Utilities		100,800		1,833,552
NSTAR (c)		85,720		2,331,584
Oklahoma Gas & Electric Co. (c)		70,600		1,818,656
Oneok, Inc.		83,780		2,407,837
Pepco Holdings, Inc.		149,594		3,214,775
PNM, Inc. (c)		57,950		1,469,033
Puget Energy, Inc.		94,900		2,034,656
Questar Corp.		68,900		5,425,874
Scana Corp.		92,379		3,664,675
Sierra Pacific Resources (b)		152,680		1,977,206
Vectren Corp. (c)		58,260		1,581,759
Westar Energy, Inc.		70,950		1,567,995
Western Gas Resources, Inc.		48,200		2,087,060
WGL Holdings, Inc. (c)		41,200		1,280,496
Wisconsin Energy Corp.		93,300		3,529,539
WPS Resources Corp. (c)		30,600		1,669,536

				64,241,140

Veterinary Diagnostics (0.2%)
VCA Antech, Inc. (b) (c)		63,400		1,635,720

Waste Disposal (0.6%)
Republic Services, Inc.		102,860		3,636,101
Stericycle, Inc. (b) (c)		36,460		2,098,638

				5,734,739


Total Common Stocks				850,924,091


Cash Equivalents (14.9%)
Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $150,482,992)	$	150,466,691		150,466,691


Total Cash Equivalents				150,466,691


2005 Annual Report		75

Statement of Investments (Continued)

October 31, 2005

Gartmore Mid Cap Market Index Fund Fund (Continued)

Short-Term Securities Held as Collateral for

Securities Lending (18.4%)


	Principal Amount		Value
Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	185,502,716	$	185,502,716


Total Short-Term Securities Held as Collateral for Securities Lending				185,502,716


Total Investments (Cost $1,068,090,920) (a) — 117.6%				1,186,893,498

Liabilities in excess of other assets — (17.6)%				(178,005,625	)


NET ASSETS — 100.0%			$	1,008,887,873

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

All or part of the security was on loan as of October 31, 2005.

At October 31, 2005, the Fund’s open long futures contracts were as follows:


Number of Contracts	Long Contracts*	Expiration	Market Value Covered By Contracts		Unrealized Appreciation (Depreciation)
444	S&P400	12/16/05	$	156,066,000	$	(2,833,982	)

Cash pledged as collateral.

See notes to financial statements.


76		Annual Report 2005

Gartmore S&P 500 Index Fund

For the annual period ended Oct. 31, 2005, the Gartmore S&P 500 Index Fund (Class A at NAV) returned 8.11% versus 8.72% for its benchmark, the S&P 500® Index. For broader comparison, the average return for the Fund’s Lipper peer category of S&P 500 Index Objective Funds was 8.14%.

The reporting period was strong for the U.S. large-cap equity market. As a result of several factors–the conclusion of the U.S. presidential election, reasonably good economic and earnings news, reactions to the $32 billion Microsoft dividend and the beginning of the seasonally strong year-end period–the large-cap equity market experienced most of its gains for the reporting period in November and December of 2004.

January 2005 began with a slide after the strong fourth quarter of 2004, with cyclical and small-capitalization stocks performing the worst out of the gate. January was characterized by mixed economic data, increasing interest rates, disappointing earnings reports and climbing oil prices. In addition, gross domestic product growth for the fourth quarter, released during January, came in weaker than expected at 3.1%, primarily as a result of the foreign trade deficit. The large-cap equity market was able to reverse course in February, even as the productivity report showed a continued slowdown in productivity growth and oil prices continued to climb. Good signs for the markets came in the form of accelerated hiring plans by corporations, reasonably robust capital spending and strong merger-and-acquisition activity. In March and April, the large-cap equity market resumed the downward slide experienced in January due to a combination of factors–the trade deficit, mixed economic news, high oil prices and rising interest rates. Oil prices, reaching as high as $56 a barrel, continued to trade above $50 a barrel.

Despite slowing profit growth, continually higher oil prices and inflation concerns, first-quarter corporate earnings came in strong; a rebound in the large-cap equity market occurred in May. The rally did not last into June, however, as investors continued to worry about economic deceleration. In addition, oil continued to pressure stock valuations, with the price climbing to a record high of more than $60 per barrel.

U.S. equity markets regained momentum in July, despite several negative events, such as terrorism overseas, two devastating hurricanes in the U.S. Gulf Coast, oil prices reaching $70 per barrel, a strong dollar and increasing interest rates. In addition, improved profits in the energy sector counterbalanced the negative impact that Hurricanes Katrina and Rita had on the retail, transportation, tourism and insurance sectors in September.

Portfolio Manager:

Fund Asset Management, L.P.-Subadviser


2005 Annual Report		77


Fund Performance		Gartmore S&P 500 Index Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A²	w/o SC³	8.11%	-2.26%	1.83%
	w/SC⁴	1.93%	-3.41%	1.01%
Class B²	w/o SC³	7.45%	-2.91%	1.30%
	w/SC⁵	2.45%	-3.29%	1.30%
Class C⁶	w/o SC³	7.44%	-2.92%	1.29%
	w/SC⁷	6.44%	-2.92%	1.29%
Institutional Service Class^2,9		8.29%	-2.17%	1.83%
Institutional Class^8,9		8.55%	-1.93%	2.11%
Local Fund Shares⁹		8.45%	-2.01%	1.98%
Service Class^2,9		8.06%	-2.33%	1.65%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

¹	Fund commenced operations on July 24, 1998.

These returns for the period prior to the creation of a particular class include the performance of the Fund’s Local Fund Shares. These returns were achieved prior to the creation of Class A and Class B shares (12/29/99) and Service Class and Institutional Service Class shares (11/2/98). Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class A, Class B, Service Class and Institutional Service Class shares would have produced because all classes of the Fund’s shares invest in the same portfolio of securities. The performance for these classes has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes; if these fees were reflected, the performance for Class A, Class B, Service Class and Institutional Service Class would have been lower.

³	These returns do not reflect the effects of sales charges (SC).

⁴	A 5.75% front-end sales charge was deducted.

⁵	A 5.00% contingent deferred sales charge (CDSC) was deducted. The CDSC declines to 0% after 6 years.

⁶

These returns until the creation of Class C shares (10/22/03) include the performance of the Fund’s Local Fund Shares for the period through December 28, 1999 and the Fund’s Class B shares for the period from December 29, 1999 to October 21, 2003. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as the Fund’s other classes. The performance for the Class C shares has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes; if these fees were reflected, the performance for Class C shares would have been lower

⁷	A CDSC of 1.00% was deducted from the one year return because it is charged when you sell Class C shares within the first year after purchase.

⁸

These returns until the creation of the Institutional Class shares (12/29/99) include the performance of the Fund’s Local Fund shares. The returns have not been adjusted for the lower expenses applicable to Institutional Class shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Institutional Class shares would have produced because Institutional Class shares invest in the same portfolio of securities as Local Fund Shares.

⁹	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Local Fund Shares of the Gartmore S&P 500 Index Fund, the S&P 500 Index(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The S&P 500 is an unmanaged index of 500 widely held stocks of large U.S. companies that gives a broad look at how the stock prices of large U.S. companies have performed.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


78		Annual Report 2005

Shareholder

Expense Example

Gartmore S&P 500 Index Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

October 31, 2005


S&P 500 Index Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,049.70	$	2.59	0.51%
	Hypothetical	¹	$	1,000.00	$	1,022.47	$	2.56	0.51%
Class B	Actual		$	1,000.00	$	1,046.80	$	6.24	1.23%
	Hypothetical	¹	$	1,000.00	$	1,018.90	$	6.18	1.23%
Class C	Actual		$	1,000.00	$	1,045.80	$	6.24	1.23%
	Hypothetical	¹	$	1,000.00	$	1,018.90	$	6.18	1.23%
Institutional Service Class	Actual		$	1,000.00	$	1,050.40	$	2.44	0.48%
	Hypothetical	¹	$	1,000.00	$	1,022.62	$	2.41	0.48%
Institutional Class	Actual		$	1,000.00	$	1,051.70	$	1.17	0.23%
	Hypothetical	¹	$	1,000.00	$	1,023.86	$	1.15	0.23%
Local Fund Shares	Actual		$	1,000.00	$	1,051.20	$	1.53	0.30%
	Hypothetical	¹	$	1,000.00	$	1,023.51	$	1.51	0.30%
Service Class	Actual		$	1,000.00	$	1,048.80	$	3.20	0.63%
	Hypothetical	¹	$	1,000.00	$	1,021.88	$	3.16	0.63%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


2005 Annual Report		79


Portfolio Summary		Gartmore S&P 500 Index Fund

October 31, 2005


Asset Allocation
Common Stock		95.9%
Cash Equivalents		3.6%
Other Investments*		7.0%
Liabilities in excess of Other Assets**		-6.5 %

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Oil & Gas		7.2%
Healthcare		6.4%
Banks		6.2%
Computer Software & Services		5.6%
Drugs		5.0%
Insurance		4.9%
Retail		4.8%
Electrical Equipment		3.9%
Financial		3.2%
Telecommunications		3.0%
Utilities		2.8%
Other Industries		47.0%

		100.0%


Top Holdings***
General Electric Co.		3.2%
Exxon Mobil Corp.		3.1%
Microsoft Corp.		2.1%
Citigroup, Inc.		2.1%
Procter & Gamble Co.		1.7%
Johnson & Johnson Co.		1.6%
Bank of America Corp.		1.5%
American International Group, Inc.		1.5%
Pfizer, Inc.		1.4%
Altria Group, Inc.		1.4%
Other Holdings		80.4%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


80		Annual Report 2005

Statement of Investments

October 31, 2005

Gartmore S&P 500 Index Fund

Common Stocks (95.9%)


	Shares or Principal Amount	Value

Advertising Services (0.0%)
Interpublic Group of Cos., Inc. (The) (b) (c)	91,478	$	944,968

Aerospace & Defense (1.8%)
Boeing Co. (The)	193,871		12,531,821
General Dynamics Corp.	47,231		5,492,965
Goodrich Corp.	27,751		1,000,979
Lockheed Martin Corp.	89,622		5,427,508
Northrop Grumman Corp.	84,276		4,521,407
Raytheon Co.	102,487		3,786,895
Rockwell Collins, Inc.	41,341		1,894,245
United Technologies Corp.	242,056		12,412,632

			47,068,452

Agriculture (0.1%)
Monsanto Co.	63,290		3,987,903

Airlines (0.3%)
FedEx Corp.	71,602		6,582,372
Southwest Airlines Co.	170,276		2,726,119

			9,308,491

Alcoholic Beverages (0.4%)
Anheuser-Busch Cos., Inc.	183,434		7,568,487
Brown-Forman Corp., Class B (c)	23,871		1,511,989
Constellation Brands, Inc. (b) (c)	45,200		1,064,008
Molson Coors Brewing Co., Class B (c)	16,370		1,010,029

			11,154,513

Analytical Instruments (0.1%)
Applera Corp.-Applied Biosystems Group (c)	44,971		1,091,446
Waters Corp. (b)	27,171		983,590

			2,075,036

Apparel (0.2%)
Nike, Inc., Class B	48,136		4,045,831
Reebok International Ltd. (c)	12,175		694,584

			4,740,415

Apparel & Accessories (0.2%)
Coach, Inc. (b)	89,400		2,876,892
Liz Claiborne, Inc. (c)	25,311		890,947
V.F. Corp.	23,406		1,222,964

			4,990,803


	Shares or Principal Amount	Value

Appliances & Household Durables (0.1%)
Maytag Corp.	17,665	$	304,191
Newell Rubbermaid, Inc. (c)	57,042		1,311,396

			1,615,587

Auto Parts & Equipment (0.2%)
AutoNation, Inc. (b) (c)	52,491		1,043,521
Dana Corp. (c)	35,401		265,862
Genuine Parts Co.	40,016		1,775,510
Ingersoll Rand Co.	77,852		2,942,027
Snap-On, Inc. (c)	12,870		463,577

			6,490,497

Automobiles (0.4%)
Ford Motor Co. (c)	448,996		3,735,647
General Motors Corp. (c)	137,356		3,763,554
PACCAR, Inc.	39,596		2,772,512
Visteon Corp. (b) (c)	30,287		252,291

			10,524,004

Banks (6.2%)
AmSouth Bancorp (c)	82,452		2,080,264
Bank of America Corp.	949,006		41,509,522
Bank of New York Co., Inc.	183,644		5,746,221
BB&T Corp.	125,073		5,295,591
Bear Stearns Cos., Inc.	25,767		2,726,149
Compass Bancshares, Inc. (c)	29,233		1,425,401
Fifth Third Bancorp	126,504		5,081,666
Huntington Bancshares, Inc. (c)	54,320		1,263,483
J.P. Morgan Chase & Co.	830,501		30,412,947
KeyCorp	93,472		3,013,537
M&T Bank Corp. (c)	21,561		2,319,532
Mellon Financial Corp.	97,722		3,096,810
National City Corp.	137,253		4,423,664
North Fork Bancorp, Inc.	106,166		2,690,246
Northern Trust Corp.	46,936		2,515,770
PNC Bank Corp.	67,301		4,085,844
Regions Financial Corp. (c)	105,107		3,421,233
State Street Corp. (c)	78,077		4,312,193
SunTrust Banks, Inc.	85,626		6,206,172
Synovus Financial Corp. (c)	70,417		1,934,355
U.S. Bancorp	431,703		12,769,775
Wachovia Corp.	372,755		18,831,583
Zions Bancorp (c)	20,820		1,529,645

			166,691,603


2005 Annual Report		81

Statement of Investments (Continued)

October 31, 2005

Gartmore S&P 500 Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Biotechnology (0.0%)
Chiron Corp. (b) (c)	29,881	$	1,318,947

Broadcast Media & Cable Television (0.7%)
Clear Channel Communications, Inc.	128,100		3,896,802
Comcast Corp. Special, Class A (b)	50,800		1,392,428
Comcast Corp., Class A (b)	467,875		13,020,961

			18,310,191

Business Services (0.3%)
Cintas Corp.	34,501		1,399,705
Compuware Corp. (b)	86,207		697,415
Convergys Corp. (b) (c)	33,082		537,583
Monster Worldwide, Inc. (b) (c)	23,731		778,614
NCR Corp. (b)	43,790		1,323,334
Pitney Bowes, Inc.	53,296		2,242,695

			6,979,346

Chemicals (0.2%)
Millipore Corp. (b) (c)	12,025		736,171
Praxair, Inc.	74,032		3,657,920
Sigma Aldrich Corp. (c)	16,025		1,020,793

			5,414,884

Communications Equipment (1.6%)
CIENA Corp. (b) (c)	107,908		255,742
Citizens Communications Co.	84,836		1,038,393
Corning, Inc. (b)	347,022		6,971,672
JDS Uniphase Corp. (b) (c)	470,254		987,533
Motorola, Inc.	583,128		12,922,116
Tellabs, Inc. (b)	120,252		1,149,609
Verizon Communications, Inc.	653,180		20,581,702

			43,906,767

Computer Equipment (1.8%)
American Power Conversion Corp.	42,031		899,043
Dell Computer Corp. (b)	566,258		18,052,305
EMC Corp. (b)	562,287		7,849,527
Gateway, Inc. (b) (c)	64,362		183,432
Hewlett Packard Co.	676,690		18,974,387
Network Appliance, Inc. (b) (c)	79,384		2,171,946

			48,130,640


	Shares or Principal Amount	Value

Computer Integrated Systems Design (0.0%)
Avaya, Inc. (b) (c)	93,319	$	1,075,035

Computer Software & Services (5.6%)
Adobe Systems, Inc. (c)	115,542		3,726,230
Affiliated Computer Services, Inc., Class A (b) (c)	29,141		1,576,820
Automatic Data Processing, Inc.	134,178		6,260,745
BMC Software, Inc. (b) (c)	51,156		1,002,146
Cisco Systems, Inc. (b)	1,509,509		26,340,932
Citrix Systems, Inc. (b)	39,071		1,077,187
Computer Associates International, Inc. (c)	114,738		3,209,222
Electronic Data Systems Corp. (c)	117,962		2,749,694
First Data Corp.	186,252		7,533,893
Fiserv, Inc. (b) (c)	44,166		1,929,171
Intuit, Inc. (b) (c)	42,831		1,967,228
Mercury Interactive Corp. (b) (c)	20,120		699,975
Microsoft Corp.	2,177,089		55,951,186
Novell, Inc. (b) (c)	82,972		632,247
NVIDIA Corp. (b) (c)	44,061		1,478,247
Oracle Corp. (b)	895,238		11,351,618
Parametric Technology Corp. (b)	54,751		356,429
Siebel Systems, Inc.	119,303		1,234,786
Sun Microsystems, Inc. (b)	803,482		3,213,928
Symantec Corp. (b)	282,274		6,732,235
Symbol Technologies, Inc. (c)	56,636		470,079
Unisys Corp. (b)	79,862		408,095
Yahoo!, Inc. (b)	298,348		11,029,926

			150,932,019

Computers & Hardware (1.6%)
Apple Computer, Inc. (b)	195,174		11,240,071
International Business Machines Corp.	376,910		30,861,390
Lexmark International, Inc. (b)	29,401		1,220,730

			43,322,191

Conglomerates (0.8%)
Illinois Tool Works, Inc.	52,147		4,419,980
ITT Industries, Inc.	20,130		2,045,208
Johnson Controls, Inc.	44,786		3,047,687
Tyco International Ltd.	472,900		12,479,831

			21,992,706


82		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Construction & Building Materials (0.4%)
Centex Corp.	32,481	$	2,090,152
Fluor Corp.	20,485		1,302,846
KB Home (c)	20,330		1,328,566
Pulte Corp.	53,882		2,036,201
Sherwin Williams Co.	29,986		1,275,904
Vulcan Materials Co. (c)	23,276		1,512,940

			9,546,609

Construction & Housing (0.2%)
Lennar Corp.	37,467		2,082,416
Masco Corp.	101,527		2,893,519

			4,975,935

Construction Machinery (0.3%)
Caterpillar, Inc.	159,964		8,412,507

Consumer Durable (0.3%)
Black & Decker Corp.	18,465		1,516,530
Danaher Corp. (c)	60,247		3,138,869
Fortune Brands, Inc.	34,286		2,604,707
Whirlpool Corp.	18,125		1,422,813

			8,682,919

Consumer Finance (2.1%)
Citigroup, Inc.	1,221,188		55,905,987

Consumer Non-Cyclical (2.5%)
Alberto Culver Co., Class B	16,020		695,428
Avon Products, Inc. (c)	112,017		3,023,339
Clorox Co. (The) (c)	35,486		1,920,502
Colgate-Palmolive Co.	122,608		6,493,320
Ecolab, Inc. (c)	51,611		1,707,292
International Flavor and Fragrances, Inc. (c)	18,740		618,233
Kimberly-Clark Corp.	112,587		6,399,445
Pall Corp.	27,591		721,781
Procter & Gamble Co.	811,903		45,458,448

			67,037,788

Containers (0.1%)
Ball Corp.	25,730		1,012,990
Bemis Co., Inc. (c)	25,096		663,036
Sealed Air Corp. (b) (c)	19,597		985,925

			2,661,951


	Shares or Principal Amount	Value

Credit Reporting Services (0.1%)
Moody’s Corp. (c)	63,602	$	3,387,443

Data Processing & Reproduction (0.1%)
Computer Sciences Corp. (b) (c)	41,381		2,120,776

Dental Supplies & Equipment (0.1%)
Patterson Companies, Inc. (b) (c)	33,500		1,386,230

Distribution (0.2%)
SYSCO Corp.	143,033		4,564,183

Diversified Chemicals (1.3%)
Air Products & Chemicals, Inc.	52,366		2,997,430
Ashland, Inc.	15,525		830,743
E.I. du Pont de Nemours and Co. (c)	234,350		9,770,052
Eastman Chemical Co. (c)	18,560		979,226
Engelhard Corp. (c)	27,091		736,875
Hercules, Inc. (b) (c)	19,821		220,806
Occidental Petroleums Corp.	95,427		7,527,282
Rohm & Haas Co. (c)	40,677		1,770,670
The Dow Chemical Co.	224,490		10,295,110

			35,128,194

Drugs (5.0%)
Amerisource Bergen Corp. (c)	24,326		1,855,344
Amgen Corp. (b)	291,448		22,080,100
Biogen, Inc. (b)	79,972		3,249,262
Eli Lilly & Co.	267,791		13,333,314
Express Scripts, Inc. (b) (c)	34,220		2,580,530
Forest Laboratories, Inc. (b)	80,132		3,037,804
Genzyme Corp. (b)	60,551		4,377,837
Gilead Sciences, Inc. (b)	107,300		5,069,925
Laboratory Corp. of America Holdings (b)	31,000		1,495,750
Medimmune, Inc. (b) (c)	58,161		2,034,472
Merck & Co., Inc.	520,076		14,676,545
Mylan Laboratories, Inc.	53,251		1,022,952
Pfizer, Inc.	1,740,934		37,847,906
Schering Plough Corp.	347,827		7,074,801
Wyeth	316,772		14,115,360

			133,851,902

Educational Services (0.1%)
Apollo Group, Inc. (b) (c)	36,926		2,327,077


2005 Annual Report		83

Statement of Investments (Continued)

October 31, 2005

Gartmore S&P 500 Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Electrical Equipment (3.9%)
Agilent Technologies, Inc. (b)	114,263	$	3,657,559
Cooper Industries Ltd., Class A	19,530		1,384,482
Eaton Corp.	34,616		2,036,459
Emerson Electric Co.	96,782		6,731,188
Fisher Scientific International, Inc. (b) (c)	27,700		1,565,050
General Electric Co.	2,503,832		84,904,943
Rockwell International Corp.	41,776		2,220,394
W.W. Grainger, Inc.	19,225		1,287,691

			103,787,766

Electronics (2.6%)
Altera Corp. (b)	85,582		1,424,940
Applied Micro Circuits Corp. (b) (c)	70,962		173,147
Broadcom Corp., Class A (b)	67,531		2,867,366
Intel Corp.	1,439,338		33,824,444
Jabil Circuit, Inc. (b) (c)	35,141		1,048,959
KLA-Tencor Corp. (c)	48,121		2,227,521
L-3 Communications Holdings, Inc. (c)	26,438		2,057,405
Linear Technology Corp.	75,667		2,512,901
LSI Logic Corp. (b) (c)	85,082		690,015
Maxim Integrated Products, Inc. (c)	79,514		2,757,546
Molex, Inc.	39,921		1,010,401
National Semiconductor Corp. (c)	81,077		1,834,773
PMC-Sierra, Inc. (b) (c)	41,711		296,148
QLogic Corp. (b)	22,445		676,941
RadioShack Corp. (c)	34,571		764,019
Sanmina Corp. (b)	121,339		442,887
Solectron Corp. (b)	189,076		667,438
Tektronix, Inc. (c)	19,995		459,485
Teradyne, Inc. (b) (c)	45,401		614,730
Texas Instruments, Inc.	383,359		10,944,899
Xilinx, Inc. (c)	81,022		1,940,477

			69,236,442

Entertainment (0.7%)
Electronic Arts, Inc. (b)	72,007		4,095,758
International Game Technology (c)	79,332		2,101,505


	Shares or Principal Amount	Value

Entertainment (continued)
Walt Disney Co. (The)	474,340	$	11,559,666

			17,756,929

Farm Machinery (0.1%)
Deere & Co.	59,646		3,619,319

Financial (3.2%)
American Express Co.	293,157		14,590,423
Capital One Financial Corp.	67,286		5,137,286
Charles Schwab Corp.	256,087		3,892,522
CIT Group, Inc.	46,500		2,126,445
Comerica, Inc.	38,926		2,249,144
Countrywide Credit Industries, Inc.	144,292		4,584,157
Fannie Mae	228,575		10,861,884
Federated Investors, Inc. (c)	21,411		749,599
Golden West Financial Corp. (c)	64,322		3,777,631
Goldman Sachs Group, Inc.	109,872		13,884,525
Lehman Brothers Holdings, Inc.	64,301		7,694,901
MBNA Corp.	296,047		7,569,922
Washington Mutual, Inc.	234,911		9,302,476

			86,420,915

Financial Services (1.6%)
AMBAC Financial Group, Inc. (c)	22,101		1,566,740
Ameriprise Financial Inc (b)	58,551		2,179,269
E*TRADE Financial Corp. (b)	79,522		1,475,133
First Horizon National Corp. (c)	29,491		1,140,712
H&R Block, Inc. (c)	76,272		1,896,122
Janus Capital Group, Inc. (c)	52,731		925,429
Marshall & Ilsley Corp. (c)	48,866		2,099,283
SLM Corp. (c)	98,522		5,470,927
Sovereign Bancorp, Inc. (c)	80,400		1,734,228
Wells Fargo Co.	398,764		24,005,593

			42,493,436

Food & Drug Retail (0.7%)
Albertson’s, Inc.	95,461		2,397,026
Kroger Co. (b)	167,709		3,337,409
Safeway, Inc.	97,482		2,267,431
Supervalu, Inc.	31,031		975,304
Walgreen Co.	237,625		10,795,304

			19,772,474


84		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Food & Related (2.4%)
Altria Group, Inc.	490,143	$	36,785,232
Archer-Daniels Midland Co.	147,843		3,602,934
Campbell Soup Co.	52,432		1,525,771
ConAgra, Inc.	117,928		2,744,185
General Mills, Inc.	81,362		3,926,530
H.J. Heinz Co.	80,357		2,852,674
Hershey Foods Corp.	45,322		2,575,649
Kellogg Co.	66,142		2,921,492
McCormick & Co. (c)	31,546		955,528
Sara Lee Corp.	183,999		3,284,382
Tyson Foods, Inc., Class A (c)	58,800		1,046,640
W.M. Wrigley Jr. Co. (c)	46,156		3,207,842

			65,428,859

Furniture & Home Furnishings (0.0%)
Leggett & Platt, Inc. (c)	44,201		885,788

Healthcare (6.4%)
Abbott Laboratories	367,163		15,806,367
Allergan, Inc.	30,816		2,751,869
Bard (C.R.), Inc. (c)	24,886		1,552,389
Bausch & Lomb, Inc. (c)	11,545		856,524
Baxter International, Inc.	145,273		5,553,787
Becton Dickinson & Co.	57,786		2,932,640
Biomet, Inc. (c)	58,051		2,021,916
Boston Scientific Corp. (b)	144,854		3,638,732
Bristol-Myers Squibb Co.	460,740		9,753,866
Cardinal Health, Inc.	100,697		6,294,569
Coventry Health Care, Inc. (b)	41,100		2,218,989
Guidant Corp.	76,267		4,804,821
HCA, Inc.	103,113		4,969,015
Health Management Associates, Inc., Class A	56,841		1,216,966
Humana, Inc. (b) (c)	38,161		1,693,967
Johnson & Johnson Co.	702,625		43,998,377
King Pharmaceuticals, Inc. (b)	56,823		876,779
Manor Care, Inc. (c)	20,020		745,745
McKesson HBOC, Inc.	70,547		3,204,950
Medco Health Solutions, Inc. (b)	70,326		3,973,419
Medtronic, Inc.	286,106		16,210,766
Quest Diagnostics, Inc.	42,072		1,965,183
St. Jude Medical, Inc. (b)	86,222		4,144,692
Stryker Corp.	72,777		2,988,951


	Shares or Principal Amount	Value

Healthcare (continued)
Tenet Healthcare Corp. (b) (c)	110,487	$	930,301
UnitedHealth Group, Inc.	298,418		17,275,418
Watson Pharmaceutical, Inc. (b)	22,106		763,983
Wellpoint, Inc. (b)	144,102		10,761,537

			173,906,518

Hotels & Casinos (0.1%)
Harrah’s Entertainment, Inc.	44,821		2,710,774

Hotels & Motels (0.4%)
Cendant Corp.	240,845		4,195,521
Hilton Hotels Corp.	86,887		1,689,952
Marriott International, Inc., Class A	44,481		2,651,957
Starwood Hotels & Resorts Worldwide, Inc.	50,724		2,963,803

			11,501,233

Industrial Diversified (0.1%)
Parker Hannifin Corp.	26,456		1,658,263
Thermo Electron Corp. (b) (c)	38,076		1,149,514

			2,807,777

Insurance (4.9%)
ACE Ltd.	67,911		3,538,163
Aetna, Inc.	68,542		6,070,080
AFLAC, Inc.	114,313		5,461,875
Allstate Corp. (The)	158,614		8,373,233
American International Group, Inc.	612,966		39,720,197
AON Corp. (c)	69,927		2,367,029
Chubb Corp. (The)	45,881		4,265,557
CIGNA Corp.	31,261		3,622,212
Cincinnati Financial Corp.	38,689		1,646,217
Hartford Financial Services Group, Inc.	70,271		5,604,112
Jefferson-Pilot Corp.	31,661		1,737,556
Lincoln National Corp.	40,736		2,061,649
Loews Corp.	34,671		3,223,710
MBIA, Inc. (c)	35,776		2,083,594
MetLife, Inc.	173,179		8,556,774
MGIC Investment Corp.	19,160		1,135,038
Principal Financial Group, Inc. (c)	67,807		3,365,261
Progressive Corp. (The)	45,900		5,315,679


2005 Annual Report		85

Statement of Investments (Continued)

October 31, 2005

Gartmore S&P 500 Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Insurance (continued)
Prudential Financial, Inc.	120,243	$	8,752,488
SAFECO Corp.	29,351		1,634,851
St. Paul Cos., Inc.	155,815		7,016,349
Torchmark Corp. (c)	24,631		1,301,256
UnumProvident Corp. (c)	75,649		1,534,918
XL Capital Ltd., Class A	36,746		2,353,949

			130,741,747

Insurance Brokers (0.1%)
Marsh & McLennan Cos., Inc.	125,293		3,652,291

Investment Management (1.2%)
Franklin Resources, Inc.	38,071		3,364,334
Merrill Lynch & Co.	218,895		14,171,263
Morgan Stanley Dean Witter & Co.	256,542		13,958,450
T. Rowe Price Group, Inc.	27,091		1,775,002

			33,269,049

Leisure Products (0.3%)
Brunswick Corp.	22,940		874,702
Carnival Corp.	105,963		5,263,182
Hasbro, Inc.	41,921		789,792
Mattel, Inc.	95,223		1,404,539

			8,332,215

Manufacturing (1.1%)
3M Co.	180,689		13,728,750
American Standard Cos., Inc.	46,616		1,773,273
Cummins, Inc. (c)	12,200		1,041,514
Dover Corp.	47,356		1,845,937
Honeywell International, Inc.	201,969		6,907,340
PPG Industries, Inc.	39,606		2,375,172
Stanley Works (The) (c)	17,380		833,023
Textron, Inc.	30,046		2,164,514

			30,669,523

Medical Equipment & Supplies (0.0%)
PerkinElmer, Inc.	23,096		509,729

Medical Products (0.1%)
Zimmer Holdings, Inc. (b)	58,246		3,714,347


	Shares or Principal Amount	Value

Metals & Mining (0.6%)
Alcoa, Inc.	205,826	$	4,999,513
Freeport-McMoRan Copper & Gold, Inc. (c)	46,406		2,293,385
Newmont Mining Corp. (c)	110,632		4,712,923
Phelps Dodge Corp.	24,343		2,932,601

			14,938,422

Mortgage & Asset Backed Obligations (0.4%)
Freddie Mac	160,538		9,849,006

Motor Vehicles (0.1%)
Harley-Davidson, Inc. (c)	67,927		3,364,425
Navistar International Corp. (b) (c)	15,320		421,606

			3,786,031

Multimedia (1.5%)
News Corp., Class A	589,300		8,397,525
Time Warner, Inc.	1,108,693		19,767,996
Viacom, Inc., Class A	200		6,210
Viacom, Inc., Class B	374,374		11,594,363

			39,766,094

Natural Gas (0.1%)
NICOR, Inc. (c)	8,805		345,156
People’s Energy Corp. (c)	7,575		281,790
Sempra Energy	53,681		2,378,068

			3,005,014

Non-Alcoholic Beverages (1.8%)
Coca-Cola Co.	490,417		20,980,039
Coca-Cola Enterprises, Inc.	82,557		1,560,327
Pepsi Bottling Group, Inc. (The)	41,821		1,188,971
PepsiCo, Inc.	394,374		23,299,617

			47,028,954

Office Equipment & Supplies (0.2%)
Avery Dennison Corp. (c)	23,716		1,343,511
Xerox Corp. (b)	217,254		2,948,137

			4,291,648

Oil & Gas (7.2%)
Amerada Hess Corp. (c)	20,420		2,554,542
Apache Corp.	77,324		4,935,591
BJ Services Co. (c)	81,092		2,817,947


86		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Oil & Gas (continued)
ChevronTexaco Corp.	531,917	$	30,356,503
ConocoPhillips	328,782		21,495,767
Devon Energy Corp.	107,108		6,467,181
El Paso Corp. (c)	141,613		1,679,530
EOG Resources, Inc.	56,582		3,835,128
Exxon Mobil Corp.	1,489,261		83,607,112
KeySpan Corp. (c)	37,591		1,299,521
Kinder Morgan, Inc.	25,276		2,297,588
Marathon Oil Corp.	89,312		5,373,010
Murphy Oil Corp.	40,900		1,916,165
Nabors Industries Ltd. (b)	34,277		2,352,431
Noble Corp.	31,831		2,049,280
Rowan Cos., Inc.	31,586		1,042,022
Sunoco, Inc.	34,220		2,549,390
Transocean Sedco Forex, Inc. (b)	80,907		4,651,343
Valero Energy Corp.	72,092		7,586,962
Williams Cos., Inc. (The)	130,738		2,915,457
XTO Energy, Inc.	81,899		3,559,331

			195,341,801

Oil Equipment & Services (1.6%)
Anadarko Petroleum Corp.	56,438		5,119,491
Baker Hughes, Inc.	79,847		4,388,391
Burlington Resources, Inc.	89,162		6,439,280
Dynegy, Inc., Class A (b) (c)	81,172		360,404
Halliburton Co.	119,862		7,083,844
Kerr-Mcgee Corp.	29,594		2,516,674
National-Oilwell Varco, Inc. (b)	40,194		2,510,919
Schlumberger Ltd.	133,968		12,160,275
Weatherford International Ltd. (b) (c)	36,400		2,278,640

			42,857,918

Paper & Forest Products (0.5%)
Georgia-Pacific Corp.	59,054		1,921,027
International Paper Co.	113,058		3,299,033
Louisiana-Pacific Corp. (c)	26,096		650,573
MeadWestvaco Corp. (c)	43,947		1,152,290
Pactiv Corp. (b) (c)	35,336		696,119
Temple Inland, Inc.	29,310		1,079,487
Weyerhaeuser Co.	57,401		3,635,780

			12,434,309


	Shares or Principal Amount	Value

Pharmacy Services (0.3%)
Caremark Rx, Inc. (b)	105,920	$	5,550,208
Hospira, Inc. (b)	37,546		1,496,208

			7,046,416

Photographic (0.1%)
Eastman Kodak Co. (c)	73,646		1,612,847

Pollution Control (0.2%)
Allied Waste Industries, Inc. (b) (c)	60,107		489,271
Waste Management, Inc.	131,413		3,877,998

			4,367,269

Printing & Publishing (0.5%)
Dow Jones & Company, Inc. (c)	16,480		558,837
Gannett Co., Inc.	57,676		3,613,978
Knight-Ridder, Inc. (c)	16,575		884,774
McGraw-Hill Cos., Inc. (The)	88,202		4,316,605
Meredith Corp.	10,335		515,717
New York Times Co., Class A (c)	34,206		931,771
R.R. Donnelley & Sons Co. (c)	42,706		1,495,564
Tribune Co.	67,709		2,133,511

			14,450,757

Railroads (0.6%)
Burlington Northern Santa Fe Corp.	90,052		5,588,627
CSX Corp.	47,106		2,157,926
Norfolk Southern Corp.	95,037		3,820,487
Union Pacific Corp.	61,816		4,276,431

			15,843,471

Real Estate Investment Trusts (0.8%)
Apartment Investment & Management Co. (c)	26,740		1,026,816
Archstone-Smith Trust (c)	43,900		1,781,023
Equity Office Properties Trust	104,282		3,211,886
Equity Residential Property Trust (c)	63,511		2,492,807
Plum Creek Timber Co., Inc. (c)	42,861		1,667,293
ProLogis Trust	65,951		2,835,893
Public Storage, Inc. (c)	23,500		1,555,700
Simon Property Group, Inc. (c)	46,501		3,330,401
Vornado Realty Trust (c)	30,700		2,486,700

			20,388,519


2005 Annual Report		87

Statement of Investments (Continued)

October 31, 2005

Gartmore S&P 500 Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Restaurants (0.6%)
Darden Restaurants, Inc.	33,676	$	1,091,776
McDonald’s Corp.	295,641		9,342,256
Wendy’s International, Inc.	26,536		1,239,762
YUM! Brands, Inc.	67,381		3,427,671

			15,101,465

Retail (4.8%)
AutoZone, Inc. (b) (c)	15,210		1,230,489
Bed Bath & Beyond, Inc. (b)	69,702		2,824,325
Best Buy Co., Inc.	98,015		4,338,144
Big Lots, Inc. (b) (c)	24,551		284,055
Circuit City Stores, Inc. (c)	40,836		726,472
Costco Wholesale Corp.	112,857		5,457,765
CVS Corp.	190,934		4,660,699
Dillards, Inc., Class A (c)	17,690		366,360
Dollar General Corp.	68,997		1,341,302
Family Dollar Stores, Inc. (c)	37,306		825,955
Federated Department Stores, Inc.	62,376		3,828,015
Gap, Inc. (The)	144,140		2,490,739
Home Depot, Inc.	505,567		20,748,470
J.C. Penney Co., Inc.	61,781		3,163,187
Jones Apparel Group, Inc. (c)	27,891		760,866
Kohl’s Corp. (b)	79,397		3,821,378
Limited, Inc. (The) (c)	86,828		1,737,428
Lowe’s Cos., Inc.	182,899		11,114,772
Nordstrom, Inc.	55,792		1,933,193
Office Depot, Inc. (b)	68,862		1,895,771
OfficeMax, Inc.	21,910		613,918
Sears Holding Corp. (b)	24,861		2,989,535
Staples, Inc.	173,272		3,938,473
Starbucks Corp. (b)	186,524		5,274,899
Target Corp.	208,690		11,621,946
Tiffany & Co. (c)	28,886		1,138,108
TJX Cos., Inc. (c)	110,068		2,369,764
Wal-Mart Stores, Inc.	590,482		27,935,703

			129,431,731

Semiconductors (0.6%)
Advanced Micro Devices, Inc. (b)	92,242		2,141,859
Analog Devices, Inc.	85,957		2,989,584
Applied Materials, Inc.	384,519		6,298,422
Freescale Semiconductor, Inc., Class B (b)	88,409		2,111,207


	Shares or Principal Amount	Value

Semiconductors (continued)
Micron Technology, Inc. (b)	144,868	$	1,881,835
Novellus Systems, Inc. (b) (c)	31,821		695,607

			16,118,514

Services (1.2%)
Autodesk, Inc. (c)	52,762		2,381,149
eBay, Inc. (b)	263,276		10,425,730
Equifax, Inc. (c)	30,651		1,056,540
Exelon Corp.	157,898		8,215,433
IMS Health, Inc.	53,074		1,232,909
Omnicom Group, Inc.	42,991		3,566,533
Paychex, Inc.	82,352		3,191,964
Robert Half International, Inc. (c)	36,806		1,357,405
Ryder System, Inc. (c)	14,705		583,347
Sabre Holdings, Inc. (c)	30,873		602,950

			32,613,960

Shelter (0.1%)
D. R. Horton, Inc.	64,100		1,967,229

Steel (0.2%)
Allegheny Teledyne, Inc.	19,875		570,611
Nucor Corp. (c)	39,630		2,371,856
United States Steel Corp. (c)	30,031		1,097,032

			4,039,499

Telecommunications (3.0%)
ADC Telecommunications, Inc. (b) (c)	21,427		373,901
ALLTEL Corp.	89,867		5,559,173
Andrew Corp. (b) (c)	38,346		407,235
AT&T Corp.	189,100		3,740,398
BellSouth Corp.	429,824		11,184,020
CenturyTel, Inc.	30,776		1,007,298
Comverse Technology, Inc. (b) (c)	47,506		1,192,401
Lucent Technologies, Inc. (b) (c)	1,047,932		2,986,606
QUALCOMM, Inc.	385,178		15,314,677
Qwest Communications International, Inc. (b)	385,930		1,682,655
SBC Communications, Inc.	780,418		18,612,970
Scientific-Atlanta, Inc.	34,616		1,226,791
Sprint Corp.	692,814		16,149,494
Univision Communications, Inc., Class A (b) (c)	61,217		1,600,212

			81,037,831


88		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Tire & Rubber (0.0%)
Cooper Tire & Rubber Co. (c)	16,545	$	226,005
Goodyear Tire & Rubber Co. (b) (c)	41,521		649,388

			875,393

Tobacco (0.1%)
Reynolds American, Inc. (c)	23,395		1,988,575
UST, Inc. (c)	37,881		1,567,895

			3,556,470

Trucking (0.7%)
United Parcel Service, Inc., Class B	261,516		19,074,977

Utilities (2.8%)
AES Corp. (The) (b)	145,793		2,316,651
Allegheny Energy, Inc. (b) (c)	32,996		932,467
Ameren Corp. (c)	42,556		2,238,446
American Electric Power Co., Inc.	99,197		3,765,518
Calpine Corp. (b) (c)	177,742		423,026
Centerpoint Energy, Inc. (c)	68,742		910,144
Cinergy Corp.	40,236		1,605,416
CMS Energy Corp. (b) (c)	55,856		832,813
Consolidated Edison, Inc. (c)	62,826		2,858,583
Constellation Energy Group, Inc.	41,286		2,262,473
Dominion Resources, Inc.	82,994		6,314,183
DTE Energy Co. (c)	35,591		1,537,531
Duke Energy Corp. (c)	217,917		5,770,442
Edison International	78,332		3,427,808
Entergy Corp.	52,276		3,696,959
FirstEnergy Corp.	74,500		3,538,750
FPL Group, Inc.	98,232		4,229,870
NiSource, Inc. (c)	61,058		1,444,022
PG&E Corp. (c)	94,572		3,440,529
Pinnacle West Capital Corp. (c)	21,925		915,588
PPL Corp.	83,062		2,603,163
Progress Energy, Inc. (c)	59,451		2,591,469
Public Service Enterprise Group, Inc.	56,211		3,535,110
Southern Co. (c)	173,049		6,054,984
TECO Energy, Inc. (c)	47,781		826,611
TXU Corp.	58,222		5,865,867
Xcel Energy, Inc. (c)	93,187		1,708,118

			75,646,541


Total Common Stocks			2,578,653,716

Cash Equivalents (3.6%)


	Shares or Principal Amount		Value

Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $96,288,136)	$	96,277,706	$	96,277,706


Total Cash Equivalents				96,277,706


Short-Term Securities Held as Collateral for
Securities Lending (7.0%)
Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)		187,378,599		187,378,599


Total Short-Term Securities Held as Collateral for Securities Lending				187,378,599


Total Investments (Cost $2,671,094,751) (a) — 106.5%				2,862,310,021

Liabilities in excess of other assets — (6.5%)				(175,463,631	)


NET ASSETS — 100.0%			$	2,686,846,390

(a)

See notes to financial statements for unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

All or part of the securities was on loan as of October 31, 2005.

At October 31, 2005 the Fund’s open long future contracts were as follow:


Number of Contracts	Long Contracts*	Expiration	Market Value Covered by Securities		Unrealized Appreciation (Depreciation)
348	S&P 500 Index	12/16/2005	$	105,252,600	$	(870,792	)

Cash pledged as collateral.

See notes to financial statements.


2005 Annual Report		89

Gartmore Small Cap Index Fund

For the annual period ended Oct. 31, 2005, the Gartmore Small Cap Index Fund (Class A at NAV) returned 11.67% versus 12.08% for its benchmark, the Russell 2000® Index. For broader comparison, the average return for the Fund’s Lipper peer category of Small-Cap Core Funds was 13.22%.

The reporting period was strong for the U.S. small-cap equity market. As a result of several factors–the conclusion of the U.S. presidential election, reasonably good economic and earnings news, reactions to the $32 billion Microsoft dividend and the beginning of the seasonally strong year-end period–the small-cap equity market experienced most of its gains for the reporting period in November and December of 2004.

January 2005 began with a slide after the strong fourth quarter of 2004, with cyclical and small-capitalization stocks performing the worst out of the gate. January was characterized by mixed economic data, increasing interest rates, disappointing earnings reports and climbing oil prices. In addition, gross domestic product growth for the fourth quarter, released during January, came in weaker than expected at 3.1%, primarily as a result of the foreign trade deficit. The small-cap equity market was able to reverse course in February, even as the productivity report showed a continued slowdown in productivity growth and oil prices continued to climb. Good signs for the markets came in the form of accelerated hiring plans by corporations, reasonably robust capital spending and strong merger-and-acquisition activity. In March and April, the small-cap equity market resumed the downward slide experienced in January due to a combination of factors–the trade deficit, mixed economic news, high oil prices and rising interest rates. Oil prices, reaching as high as $56 a barrel, continued to trade above $50 a barrel.

Despite slowing profit growth, continually higher oil prices and inflation concerns, first-quarter 2005 corporate earnings came in strong, and the small-cap equity market rebounded in May. The rally did not last into June, however, as investors continued to worry about economic deceleration. In addition, oil continued to pressure stock valuations, with the per-barrel price climbing to a record high of more than $60.

U.S. equity markets regained momentum in July, even amid terrorism overseas, two devastating hurricanes along the U.S. Gulf Coast, oil prices that reached $70 per barrel, a strong dollar and increasing interest rates. In addition, improved profits in the energy sector counterbalanced the negative impact that Hurricanes Katrina and Rita had on the retail, transportation, tourism and insurance sectors in September.

Portfolio Manager:

Fund Asset Management, L.P.-Subadviser


90		Annual Report 2005


Fund Performance		Gartmore Small Cap Index Fund

Average Annual Total Return

(For periods ended October 31, 2005)


		1 Yr.	5 Yr.	Inception¹
Class A	w/o SC²	11.67%	6.09%	8.36%
	w/SC³	5.25%	4.84%	7.61%
Class B⁴	w/o SC²	10.98%	5.56%	8.04%
	w/SC⁵	5.98%	5.23%	8.04%
Class C⁶	w/o SC²	10.99%	5.58%	8.05%
	w/SC⁷	9.99%	5.58%	8.05%
Institutional Class⁸		12.11%	6.56%	8.70%

All figures showing the effect of a sales charge reflect the maximum charge possible, because it has the most dramatic effect on performance data.

These returns until the creation of Class A and Institutional shares (12/29/99) include the performance of the Master Small Cap Series (the “Series”), which began operations on April 9, 1997. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class A and Institutional Class shares would have produced because these classes of the Fund’s shares invested in the same portfolio of securities as the Series. The performance for these classes has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees applicable to such classes; if these fees were reflected, the performance for Class A and Institutional Class shares would have been lower.

²	These returns do not reflect the effects of sales charges (SC).

³	A 5.75% front-end sales charge was deducted.

⁴

These returns until the creation of Class B shares (11/29/01) include performance based on the Series for the period through December 28, 1999 and the Fund’s Class A shares for the period from December 29, 1999 to November 28, 2001. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class B shares would have produced because Class B shares invest in the same portfolio of securities as Class A shares. The performance for these classes has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes; if these fees were reflected, the performance for Class B shares would have been lower.

⁵	A 5.00% maximum contingent deferred sales charge (CDSC) would be deducted. The CDSC declines to 0% after 6 years.

⁶

These returns until the creation of Class C shares (10/22/03) include the performance of the Series for the period through December 28, 1999 and the Fund’s Class A shares for the period from December 29, 1999 to November 28, 2001 and the Fund’s Class B shares for the period from November 29, 2001 to October 21, 2003. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class C shares would have produced because Class C shares invest in the same portfolio of securities as the Fund’s other classes. The performance for the Class C shares has been restated to reflect differences in sales charges (where applicable), but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to such classes; if these fees were reflected, the performance for Class C shares would have been lower.

⁷	A CDSC of 1.00% was deducted from the one year return because it is charged when you sell Class C shares within the first year after purchase.

⁸	Not subject to any sales charges.

Performance of a $10,000 Investment

LOGO

Comparative performance of $10,000 invested in Class A shares of the Gartmore Small Cap Index Fund, the Russell 2000 Index (Russell 2000)(a), and the Consumer Price Index (CPI)(b) since inception. Unlike the Fund, the returns for these unmanaged indexes do not reflect any fees, expenses, or sales charges. Investors cannot invest directly in market indexes.

(a)

The Russell 2000 is an unmanaged index of approximately 2000 companies with small market capitalizations relative to the market capitalizations of other U.S. companies.

(b)

The CPI represents changes in prices of a basket of goods and services purchased for consumption by urban households.


2005 Annual Report		91

Shareholder

Expense Example

Gartmore Small Cap Index Fund

Actual Expenses

Hypothetical Example for Comparison Purposes

Schedule of Shareholder Expenses

Expense Analysis of a $1,000 Investment

(October 31, 2005)


Small Cap Index Fund			Beginning Account Value, 5/1/05		Ending Account Value, 10/31/05		Expenses Paid During Period*		Annualized Expense Ratio*
Class A	Actual		$	1,000.00	$	1,120.60	$	3.68	0.70%
	Hypothetical	¹	$	1,000.00	$	1,021.53	$	3.51	0.70%
Class B	Actual		$	1,000.00	$	1,117.20	$	6.82	1.30%
	Hypothetical	¹	$	1,000.00	$	1,018.55	$	6.53	1.30%
Class C	Actual		$	1,000.00	$	1,117.30	$	6.82	1.30%
	Hypothetical	¹	$	1,000.00	$	1,018.55	$	6.53	1.30%
Institutional Class	Actual		$	1,000.00	$	1,122.90	$	1.58	0.30%
	Hypothetical	¹	$	1,000.00	$	1,023.51	$	1.51	0.30%

*	Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The expense ratio presented represents a six month, annualized ratio in accordance with SEC guidelines.

¹	Represents the hypothetical 5% return before expenses.


92		Annual Report 2005


Portfolio Summary		Gartmore Small Cap Index Fund

October 31, 2005


Asset Allocation
Common Stocks		83.4%
Corporate Bonds		0.0%
Cash Equivalents		15.3%
Other Investments*		26.8%
Liabilities in excess of Other Assets**		-25.5%

		100.0%

*	Includes value of collateral received from securities lending.

**	Includes value of collateral owed from securities lending.


Top Industries
Bank Holdings Companies		7.9%
Real Estate Investment Trusts		5.1%
Oil & Gas		3.3%
Computer Software & Services		3.2%
Retail		3.2%
Semiconductors		2.9%
Financial		2.6%
Business Services		2.6%
Pharmaceuticals		2.4%
Medical Equipment & Supplies		2.2%
Other Industries		64.6%

		100.0%


Top Holdings***
Amylin Pharmaceuticals, Inc.		0.3%
Cimarex Energy Co.		0.2%
Intuitive Surgical, Inc.		0.2%
Cal Dive International, Inc.		0.2%
Hughes Supply, Inc.		0.2%
Cabot Oil & Gas Corp.		0.2%
Todco, Class A		0.2%
Vertex Pharmaceuticals, Inc.		0.2%
Eagle Materials, Inc.		0.2%
ADTRAN, Inc.		0.2%
Other Holdings		97.9%

		100.0%

***	For purpose of listing top holdings, repurchase agreements are considered cash equivalents and are included as part of Other Holdings.


2005 Annual Report		93

Statement of Investments

October 31, 2005

Gartmore Small Cap Index Fund

Common Stocks (83.4%)


	Shares or Principal Amount	Value

Advertising Services (0.1%)
Cross Media Marketing Corp. (b) (d)	100	$	0
Greenfield Online, Inc. (b) (e)	7,600		38,152
Ventiv Health, Inc. (b)	8,900		224,636

			262,788

Aerospace & Defense (0.9%)
AAR Corp. (b)	9,968		158,790
ARGON ST., Inc. (b)	2,340		62,010
BE Aerospace, Inc. (b) (e)	18,767		340,246
Curtiss-Wright Corp. (e)	6,829		391,643
DRS Technologies, Inc.	8,022		395,164
Esterline Technologies Corp. (b)	6,401		240,998
Gencorp, Inc. (b) (e)	15,074		276,457
HEICO Corp. (e)	7,783		172,549
Herley Industries, Inc. (b)	5,860		99,093
Hexcel Corp. (b) (e)	19,600		310,072
Innovative Solutions and Support, Inc. (b) (e)	5,002		71,479
K&F Industries Holdings, Inc. (b) (e)	6,000		93,840
Kaman Corp., Class A	7,608		178,255
Moog, Inc., Class A (b)	10,733		318,233
Sequa Corp., Class A (b)	1,341		82,740
Taser International, Inc. (b) (e)	19,316		118,793
Teledyne Technologies, Inc. (b)	9,763		344,243
United Industrial Corp. (e)	3,400		119,986

			3,774,591

Agricultural Products (0.2%)
Alico, Inc.	1,000		44,030
Andersons, Inc. (The)	1,000		34,850
CF Industries Holdings, Inc. (b) (e)	14,800		204,536
Delta and Pine Land Co. (e)	10,628		265,169
Maui Land & Pineapple Co., Inc. (b)	637		17,377
UAP Holding Corp.	7,360		140,576

			706,538

Airlines (0.4%)
AirTran Holdings, Inc. (b) (e)	22,694		339,502
Alaska Air Group, Inc. (b)	7,978		251,546


	Shares or Principal Amount	Value

Airlines (continued)
Continental Airlines, Inc., Class B (b)	19,739	$	255,620
ExpressJet Holdings, Inc. (b)	8,746		78,627
Frontier Airlines, Inc. (b) (e)	10,557		99,764
Mesa Air Group, Inc. (b) (e)	8,619		97,222
Pinnacle Airlines Corp. (b)	7,625		48,724
Republic Airways Holdings, Inc. (b)	2,100		32,760
SkyWest, Inc.	18,723		548,771
World Air Holdings Inc. (b)	4,300		45,150

			1,797,686

Analytical Instruments (0.5%)
ArthroCare Corp. (b) (e)	8,007		294,097
Datascope Corp.	3,493		110,973
Diagnostic Products Corp.	6,514		274,239
Haemonetics Corp. (b)	7,615		368,948
Illumina, Inc. (b) (e)	11,100		172,827
Inverness Medical Innovations, Inc. (b) (e)	4,476		106,439
Molecular Devices Corp. (b)	6,341		142,038
Thoratec Corp. (b) (e)	13,967		276,267
Ventana Medical Systems, Inc. (b) (e)	8,636		331,018
West Pharmaceutical Services, Inc.	8,002		191,888

			2,268,734

Apparel & Accessories (1.5%)
Aeropostale, Inc. (b)	15,846		309,631
Angelica Corp. (e)	3,472		49,268
Brown Shoe Co., Inc. (e)	5,402		175,403
Buckle, Inc. (The)	1,144		42,145
Burlington Coat Factory Warehouse Corp.	4,925		189,908
Charming Shoppes, Inc. (b)	35,510		397,712
Cherokee, Inc.	3,100		106,733
Deb Shops, Inc.	100		2,529
Deckers Outdoor Corp. (b) (e)	3,848		65,993
DHB Industries, Inc. (b)	10,290		30,664
DSW, Inc., Class A (b)	4,000		83,280
Finish Line, Inc., Class A (e)	14,574		227,937
G & K Services, Inc., Class A	5,722		216,807


94		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Apparel & Accessories (continued)
Goody’s Family Clothing, Inc.	7,620	$	72,390
Guess?, Inc. (b) (e)	3,600		97,632
Hartmarx Corp. (b) (e)	4,205		29,351
HOT Topic, Inc. (b) (e)	14,838		220,938
Jos. A. Bank Clothiers, Inc. (b)	4,340		177,115
K-Swiss, Inc., Class A	6,981		212,571
Kellwood Co. (e)	8,207		179,815
Kenneth Cole Productions, Inc., Class A	2,470		61,750
Maidenform Brands, Inc. (b)	4,500		56,655
Oxford Industries, Inc. (e)	4,628		227,929
Pacific Sunwear of California, Inc. (b)	23,260		581,964
Payless ShoeSource, Inc. (b)	18,404		338,081
Perry Ellis International, Inc. (b)	4,468		92,443
Phillips-Van Heusen Corp.	8,190		233,006
Russell Corp. (e)	9,686		131,052
Shoe Carnival, Inc. (b)	1,900		31,806
Skechers U.S.A., Inc. (b)	6,685		84,699
Stage Stores, Inc.	9,301		257,824
Steven Madden Ltd. (b)	5,192		133,123
Stride Rite Corp. (The)	10,812		140,772
UniFirst Corp.	2,498		87,580
Volcom, Inc. (b)	1,600		48,928
Warnaco Group, Inc. (The) (b)	15,223		345,258
Wet Seal, Inc. (The) (b) (e)	8,500		43,945
Wilsons The Leather Experts, Inc. (b)	2,200		11,066
Wolverine World Wide, Inc.	17,346		363,399

			6,159,102

Appliances & Household Durables (0.2%)
Color Kinetics, Inc. (b)	5,500		83,820
Maytag Corp.	22,320		384,350
Middleby Corp. (b) (e)	1,935		140,288
National Presto Industries, Inc.	1,381		60,529

			668,987

Auto Parts & Equipment (0.9%)
A.S.V., Inc. (b) (e)	6,742		157,358
Accuride Corp. (b)	1,300		16,510
Aftermarket Technology Corp. (b)	7,736		142,574


	Shares or Principal Amount	Value

Auto Parts & Equipment (continued)
American Axle & Manufacturing Holdings, Inc. (e)	13,700	$	298,660
ArvinMeritor, Inc.	20,204		323,871
Commercial Vehicle Group, Inc. (b) (e)	2,800		54,656
Dollar Thrifty Automotive Group, Inc. (b) (e)	7,500		282,750
Electro Rent Corp. (b) (e)	2,700		34,668
Hayes Lemmerz International, Inc. (b) (e)	14,000		54,740
Hayes Lemmerz International, Inc. (b) (c) (d)	110		0
Lithia Motors, Inc., Class A (e)	4,373		119,121
LKQ Corp. (b) (e)	5,200		157,560
McGrath Rentcorp	6,706		191,456
Midas, Inc. (b) (e)	5,300		103,668
Modine Manufacturing Co.	10,340		341,841
Monro Muffler, Inc.	2,250		67,388
Noble International Ltd.	2,070		48,624
Pep Boys - Manny, Moe & Jack (The) (e)	17,583		242,645
Quantum Fuel Systems Technologies	16,800		55,944
Worldwide, Inc. (b) (e)
R&B, Inc. (b) (e)	600		6,660
Standard Motor Products, Inc. (e)	1,800		15,048
Strattec Security Corp. (b)	400		18,968
Superior Industries International, Inc. (e)	7,085		144,180
Tenneco Automotive, Inc. (b)	12,910		213,273
Titan International, Inc. (e)	4,900		86,877
United Auto Group, Inc. (e)	6,657		224,541
Visteon Corp. (b)	37,965		316,248
Wabash National Corp. (e)	9,140		168,267

			3,888,096

Bank Holdings Companies (7.9%)
1st Source Corp. (e)	2,500		59,650
ABC Bancorp	3,228		62,462
Alabama National Bancorp	3,711		240,027
AMCORE Financial, Inc.	7,295		216,734
AmericanWest Bancorp (b)	5,080		116,586


2005 Annual Report		95

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Bank Holdings Companies (continued)
Ames National Corp. (e)	1,200	$	32,448
Arrow Financial Corp. (e)	2,051		55,172
BancFirst Corp.	1,600		132,928
Bancorp, Inc. (The) (b)	2,505		43,512
BancorpSouth, Inc.	23,104		512,216
BancTrust Financial Group, Inc.	1,400		25,788
Bank Mutual Corp. (e)	16,060		166,382
Bank of Granite Corp.	2,287		46,906
Bank of the Ozarks, Inc. (e)	3,116		109,278
BankAtlantic Bancorp, Inc., Class A	15,512		215,462
BankUnited Financial Corp. (e)	9,299		220,572
Banner Corp.	2,587		77,662
Berkshire Hills Bancorp, Inc.	3,040		106,461
BFC Financial Corp. (b)	9,675		52,729
Boston Private Financial Holdings, Inc.	9,775		282,986
Brookline Bancorp, Inc. (e)	19,365		272,078
Calamos Asset Management, Inc., Class A	6,700		162,743
Camden National Corp. (e)	1,100		38,115
Capital City Bank Group, Inc. (e)	2,192		80,052
Capital Corp of the West (e)	2,360		77,880
Capital Crossing Bank (b)	2,900		98,571
Capitol Bancorp Ltd.	2,240		77,683
Cardinal Financial Corp.	200		2,022
Cascade Bancorp (e)	6,775		154,470
Cathay Bancorp, Inc. (e)	14,293		557,283
Center Financial Corp. (e)	4,780		121,125
Central Coast Bancorp (b)	1,452		35,632
Charter Financial, Inc.	200		7,272
Chemical Financial Corp.	6,741		216,993
Chittenden Corp.	13,091		376,628
Citizens & Northern Corp.	1,000		27,230
Citizens Banking Corp. (e)	13,955		406,788
City Bank (e)	1,307		48,085
City Holding Co.	6,462		236,768
Clifton Savings Bancorp, Inc. (e)	1,000		10,380
Coastal Financial Corp. (e)	3,416		51,478
CoBiz, Inc. (e)	2,974		52,729
Colony Bancorp, Inc.	300		7,494
Columbia Bancorp	2,700		109,188


	Shares or Principal Amount	Value

Bank Holdings Companies (continued)
Columbia Banking System, Inc.	6,309	$	182,393
Commercial Bankshares, Inc.	300		10,650
Commercial Federal Corp.	11,824		404,381
Community Bancorp (b)	2,600		84,864
Community Bank System, Inc. (e)	7,464		177,270
Community Banks, Inc. (e)	8,888		255,708
Community Trust Bancorp, Inc.	2,966		102,297
Corus Bankshares, Inc. (e)	6,360		349,164
CVB Financial Corp. (e)	12,050		237,506
Dime Community Bancshares (e)	10,564		152,122
Enterprise Financial Services Corp.	400		9,112
Eurobancshares, Inc. (b)	5,014		52,246
F.N.B. Corp. (e)	16,559		296,737
Farmers Capital Bank Corp. (e)	720		22,975
Fidelity Bankshares, Inc. (e)	6,671		188,122
Financial Institutions, Inc. (e)	900		16,542
First Bancorp	1,564		32,860
First Bancorp (e)	22,010		251,354
First Busey Corp. (e)	2,050		41,246
First Charter Corp. (e)	8,468		215,849
First Citizens BancShares, Inc., Class A	1,834		306,278
First Commonwealth Financial Corp.	18,266		240,563
First Community Bancorp	4,782		240,630
First Community Bankshares, Inc. (e)	1,820		55,164
First Defiance Financial Corp.	600		16,800
First Financial Bancorp (e)	11,346		211,943
First Financial Bankshares, Inc.	4,429		159,444
First Financial Corp. (e)	3,994		109,835
First Indiana Corp. (e)	4,376		152,985
First Merchants Corp. (e)	3,825		96,161
First Midwest Bancorp, Inc. (e)	14,647		556,879
First Niagara Financial Group, Inc.	35,180		518,201
First Oak Brook Bank	700		18,550
First Place Financial Corp.	2,035		45,747
First Regional Bancorp (b) (e)	200		13,444
First Republic Bancorp, Inc.	5,993		227,195


96		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Bank Holdings Companies (continued)
First South Bancorp, Inc.	200	$	6,800
First State Bancorp (e)	6,126		136,671
FirstFed Financial Corp. (b) (e)	5,591		299,063
Flagstar Bancorp, Inc. (e)	10,395		139,501
Flushing Financial Corp.	3,950		63,832
FNB Corp. (e)	800		22,552
Franklin Bank Corp. (b) (e)	5,960		102,810
Frontier Financial Corp. (e)	5,621		181,221
GB&T Bancshares, Inc. (e)	3,325		73,117
Glacier Bancorp, Inc. (e)	9,742		287,194
Great Southern Bancorp, Inc. (e)	1,876		54,216
Greater Bay Bancorp (e)	16,997		426,455
Greene County Bancshares, Inc. (e)	3,200		84,992
Hancock Holding Co. (e)	8,162		291,139
Hanmi Financial Corp.	9,528		174,458
Harbor Florida Bancshares, Inc. (e)	6,219		219,779
Harleysville National Corp.	8,119		166,521
Heartland Financial USA, Inc. (e)	1,450		29,696
Heritage Commerce Corp. (e)	5,500		120,835
HomeBanc Corp. (e)	11,647		83,858
Horizon Financial Corp.	2,500		53,650
Hudson United Bancorp	12,420		515,057
Iberiabank Corp.	3,625		193,756
Independent Bank Corp. (e)	6,010		180,240
Independent Bank Corp.	8,021		229,320
Integra Bank Corp. (e)	4,598		92,926
Interchange Financial Services Corp.	2,900		49,010
ITLA Capital Corp. (b) (e)	2,335		116,213
Kearny Financial Corp. (e)	6,200		73,036
KNBT Bancorp, Inc. (e)	11,900		190,043
Lakeland Bancorp, Inc.	2,763		42,246
Lakeland Financial Corp.	2,600		107,094
Macatawa Bank Corp. (e)	1,603		58,205
MAF Bancorp, Inc.	9,845		408,961
Main Street Banks, Inc.	4,390		120,286
MB Financial, Inc. (e)	6,152		229,285
MBT Financial Corp. (e)	2,138		40,088
Mercantile Bank Corp.	2,972		113,382
Mid-State Bancshares, Inc. (e)	6,800		184,484


	Shares or Principal Amount	Value

Bank Holdings Companies (continued)
Midwest Banc Holding, Inc. (e)	5,440	$	122,074
Nara Bancorp, Inc.	8,174		147,377
NASB Financial, Inc.	400		15,076
National Penn Bancshares, Inc. (e)	10,475		205,415
NBC Capital Corp. (e)	804		19,827
NBT Bancorp, Inc. (e)	8,454		200,698
NewAlliance Bancshares, Inc. (e)	37,220		536,712
Northern Empire Bancshares (b)	900		22,275
Northwest Bancorp, Inc. (e)	4,100		92,783
OceanFirst Financial Corp. (e)	1,434		32,365
Ocwen Financial Corp. (b) (e)	9,560		74,281
Old National Bancorp (e)	20,195		442,472
Old Second Bancorp, Inc. (e)	4,024		125,026
Omega Financial Corp. (e)	2,633		76,620
Oriental Financial Group, Inc. (e)	8,104		100,652
Pacific Capital Bancorp	15,061		543,250
Park National Corp. (e)	3,311		358,316
Partners Trust Financial Group, Inc. (e)	10,952		127,591
Peapack-Gladstone Financial Corp.	1,037		27,999
PennFed Financial Services, Inc.	2,540		49,657
Peoples Bancorp, Inc.	3,435		98,722
PFF Bancorp, Inc.	5,806		174,397
Pinnacle Financial Partners, Inc. (b)	3,700		83,731
Placer Sierra Bancshares	1,800		48,456
Preferred Bank	2,100		89,880
PremierWest Bancorp (b)	1,100		15,576
PrivateBancorp, Inc.	5,602		190,300
Prosperity Bancshares, Inc. (e)	7,740		235,993
Provident Bankshares Corp.	11,063		385,656
Provident Financial Holdings, Inc.	1,390		36,766
Provident Financial Services, Inc.	21,486		378,154
Provident New York Bancorp	9,775		106,548
R&G Finanical Corp., Class B	9,898		97,000
Renasant Corp. (e)	1,617		50,774
Republic Bancorp, Inc.	21,885		298,730


2005 Annual Report		97

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Bank Holdings Companies (continued)
Republic Bancorp, Inc., Class A (e)	2,126	$	43,583
Rockville Financial, Inc. (b)	5,600		73,640
Royal Bancshares of Pennsylvania, Inc., Class A	812		19,139
S&T Bancorp, Inc. (e)	6,901		256,786
S.Y. Bancorp, Inc.	1,500		35,610
Sandy Spring Bancorp, Inc. (e)	4,056		142,974
Santander BanCorp	342		8,707
Seacoast Banking Corporation of Florida	3,025		69,152
Security Bank Corp. (e)	2,600		64,168
Signature Bank (b) (e)	5,068		146,972
Simmons First National Corp., Class A	2,813		79,327
Sound Federal Bancorp, Inc. (e)	600		10,170
Southside Bancshares, Inc. (e)	2,269		44,404
Southwest Bancorp, Inc.	5,900		138,119
State Bancorp, Inc.	926		17,353
Sterling Bancorp	3,930		76,556
Sterling Bancshares, Inc.	16,095		238,045
Sterling Financial Corp. (e)	7,565		159,168
Sterling Financial Corp.	11,910		298,226
Suffolk Bancorp (e)	3,183		104,880
Summit Bancshares, Inc.	600		11,154
Sun Bancorp, Inc. (b) (e)	4,266		84,851
Susquehanna Bancshares, Inc.	14,481		334,366
SVB Financial Group (b)	11,370		565,202
Taylor Capital Group, Inc.	2,300		94,622
Texas Capital Bancshares, Inc. (b)	8,520		182,413
Texas Regional Bancshares, Inc.	13,811		405,077
The Banc Corp. (b)	200		2,234
Tierone Corp.	5,461		154,328
Tompkins Trustco, Inc. (e)	2,148		94,748
TriCo Bancshares	3,224		72,766
TrustCo Bank Corp. NY (e)	22,408		289,063
Trustmark Corp. (e)	15,720		440,789
U.S.B Holding Co., Inc. (e)	2,648		56,138
UCBH Holdings, Inc. (e)	29,480		512,952
UMB Financial Corp.	5,385		360,687
Umpqua Holdings Corp.	15,048		400,277
Union Bankshares Corp.	2,430		108,743


	Shares or Principal Amount	Value

Bank Holdings Companies (continued)
United Bankshares, Inc. (e)	12,380	$	451,870
United Community Banks, Inc.	7,686		227,813
United Community Financial Corp.	7,311		84,808
United Security Bancshares, Inc. (e)	300		8,175
Univest Corporation of Pennsylvania (e)	1,650		42,900
Unizan Financial Corp.	6,415		168,330
Vineyard National Bancorp Co. (e)	3,300		96,624
Virginia Commerce Bancorp, Inc. (b) (e)	2,706		74,415
Virginia Financial Group, Inc.	3,200		117,376
W Holding Co., Inc.	28,780		221,894
Washington Trust Bancorp (e)	3,640		102,757
WesBanco, Inc.	6,800		208,760
West America Bancorp, Inc.	10,537		561,726
West Bancorp, Inc. (e)	4,750		87,875
West Coast Bancorp (e)	4,100		108,445
Western Sierra Bancorp (b)	1,745		57,742
Westfield Financial, Inc.	100		2,401
Wilshire Bancorp, Inc.	4,496		73,420
Wintrust Financial Corp.	7,852		421,495
Yardville National Bancorp (e)	3,068		111,430

			33,058,651

Beverages & Alcoholic (0.0%)
Boston Beer Co., Inc., Class A (b)	4,480		114,688

Biotechnology (0.9%)
Abgenix, Inc. (b) (e)	28,503		296,431
Arena Pharmaceuticals, Inc. (b) (e)	13,300		138,320
Cambrex Corp. (e)	8,624		164,546
Coley Pharmaceutical Group, Inc. (b)	2,300		34,063
Cotherix, Inc. (b)	1,800		25,650
CuraGen Corp. (b)	10,800		50,220
Curis, Inc. (b)	7,800		31,980
Cypress Bioscience, Inc. (b)	9,620		48,677
Digene Corp. (b) (e)	4,941		149,218
Diversa Corp. (b)	6,333		33,882


98		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Biotechnology (continued)
Enzo Biochem, Inc. (b) (e)	6,029	$	82,236
Exelixis, Inc. (b) (e)	19,860		153,518
Genitope Corp. (b) (e)	10,300		71,482
GTx, Inc. (b) (e)	200		1,760
Human Genome Sciences, Inc. (b) (e)	40,780		340,513
Idenix Pharmaceuticals, Inc. (b) (e)	2,215		46,094
Integra LifeSciences Holdings (b) (e)	7,180		247,710
Lexicon Genetics, Inc. (b)	16,006		63,864
Luminex Corp. (b)	4,700		49,021
Maxygen, Inc. (b) (e)	5,009		43,879
Medarex, Inc. (b) (e)	32,747		286,209
Monogram Biosciences, Inc. (b)	25,800		57,018
Myogen, Inc. (b)	6,581		131,949
Myriad Genetics, Inc. (b) (e)	9,069		175,757
Nabi Biopharmaceuticals (b) (e)	19,151		246,090
Nuvasive, Inc. (b) (e)	6,200		108,066
Palomar Medical Technologies, Inc. (b) (e)	3,760		102,836
SonoSite, Inc. (b) (e)	4,600		135,194
StemCells, Inc. (b) (e)	14,300		65,351
ViaCell, Inc. (b)	100		505
Zymogenetics, Inc. (b) (e)	9,954		174,394

			3,556,433

Broadcast Media & Cable Television (0.8%)
4Kids Entertainment, Inc. (b) (e)	3,301		56,315
Charter Communications, Inc., Class A (b) (e)	102,120		122,544
Crown Media Holdings, Inc. (b) (e)	4,358		46,631
Cumulus Media, Inc. (b) (e)	17,814		216,618
Emmis Communications Corp. (b) (e)	15,647		306,212
Entravision Communications Corp. (b)	17,473		143,279
Fisher Companies, Inc. (b)	1,100		53,691
Insight Communications Co., Inc. (b)	14,609		168,004
Journal Communications, Inc.	10,820		153,103
Liberty Corp.	4,625		214,785


	Shares or Principal Amount	Value

Broadcast Media & Cable Television (continued)
Lin TV Corp., Class A (b)	10,200	$	130,866
Macrovision Corp. (b)	16,452		309,956
Martha Stewart Living Omnimedia, Inc. (b) (e)	7,408		127,566
Media General, Inc.	6,400		337,599
Mediacom Communications Corp. (b) (e)	18,041		104,818
Outdoor Channel Holdings, Inc. (b)	200		3,220
Readers Digest Association, Inc. (The)	31,305		479,592
Salem Communications Corp., Class A (b)	2,300		43,056
Sinclair Broadcast Group, Inc., Class A	16,035		132,930
TiVo, Inc. (b) (e)	19,239		93,117
ValueVision International, Inc., Class A (b) (e)	8,058		79,130

			3,323,032

Business Services (2.6%)
Aaron Rents, Inc.	9,646		190,026
ABM Industries, Inc.	11,678		230,991
Acxiom Corp.	27,920		595,812
Administaff, Inc. (e)	6,074		257,052
Advisory Board Co. (The) (b)	6,200		299,150
ADVO, Inc.	9,192		227,042
AMN Healthcare Services, Inc. (b)	5,366		88,539
BearingPoint, Inc. (b)	51,040		358,301
Catalina Marketing Corp. (e)	14,283		372,215
CBIZ, Inc. (b)	16,143		92,822
CDI Corp. (e)	4,521		124,644
Chemed Corp.	7,100		341,368
Ciber, Inc. (b) (e)	15,754		100,511
Circor International, Inc.	2,785		78,453
Comsys IT Partners, Inc. (b)	2,000		27,960
Consolidated Graphics, Inc. (b)	3,514		137,011
CoStar Group, Inc. (b) (e)	5,400		258,930
CRA International, Inc. (b) (e)	3,831		169,560
DiamondCluster International, Inc. (b) (e)	6,700		43,081


2005 Annual Report		99

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Business Services (continued)
E-LOAN, Inc. (b)	16,100	$	68,425
FTD Group, Inc. (b) (e)	3,600		39,816
Gartner Group, Inc. (b) (e)	18,126		218,237
Gevity HR, Inc. (e)	8,153		209,858
GSI Commerce, Inc. (b) (e)	7,823		125,012
Heidrick & Struggles International, Inc. (b)	6,555		211,595
Hudson Highland Group, Inc. (b) (e)	8,050		192,637
Huron Consulting Group, Inc. (b)	600		15,930
Hypercom Corp. (b)	15,530		92,404
Infocrossing, Inc. (b) (e)	7,500		51,825
iPayment Holdings, Inc. (b)	4,540		163,258
Jack Henry & Associates, Inc.	23,900		429,722
Kelly Services, Inc., Class A	5,440		150,579
Korn/Ferry International (b) (e)	9,534		164,175
LECG Corp. (b)	4,000		88,360
Marchex, Inc., Class B (b) (e)	4,200		70,770
Marlin Business Services, Inc. (b)	1,500		35,250
MAXIMUS, Inc.	4,562		165,373
Metris Cos., Inc. (b) (e)	14,900		218,881
MicroStrategy, Inc. (b) (e)	5,241		371,587
Modis Professional Services, Inc. (b)	29,901		372,267
Navigant Consulting Co. (b) (e)	15,509		325,224
NCO Group, Inc. (b)	8,438		151,631
NetRatings, Inc. (b) (e)	2,646		39,372
Online Resources Corp. (b)	8,400		100,800
Paxar Corp. (b)	12,716		218,334
Phase Forward (b)	9,900		108,108
Polycom, Inc. (b)	27,400		419,220
Portfolio Recovery Associates, Inc. (b) (e)	5,332		207,415
Prepaid Depot, Inc. (e)	2,950		126,260
Resources Connection, Inc. (b) (e)	14,680		419,114
RSA Security, Inc. (b)	20,038		228,433
SOURCECORP, Inc. (b)	5,824		132,496
Spherion Corp. (b) (e)	18,367		163,466
StarTek, Inc. (e)	4,762		60,573
TeleTech Holdings, Inc. (b) (e)	10,611		110,673


	Shares or Principal Amount	Value

Business Services (continued)
Terremark Worlwide, Inc. (b)	6,590	$	18,386
Viad Corp.	5,125		147,651
Watson Wyatt & Co. Holdings	11,205		296,933

			10,723,518

Capital Goods (1.0%)
C&D Technologies, Inc.	7,511		68,575
Kennametal, Inc.	12,205		623,798
Lawson Products, Inc.	1,400		47,810
Libbey, Inc. (e)	4,304		48,420
Lifetime Brands, Inc.	2,138		49,986
Lindsay Manufacturing Co. (e)	4,568		93,872
Manitowoc Co., Inc.	8,874		472,186
Nu Skin Enterprises, Inc.	16,798		282,878
Parlux Fragrances, Inc. (b) (e)	2,400		55,584
Regal-Beloit Corp.	7,536		239,871
Robbins & Myers, Inc.	2,723		58,790
Technitrol, Inc.	10,426		175,365
Tecumseh Products Co.	5,001		100,670
Texas Industries, Inc.	7,223		358,261
Trinity Industries, Inc. (e)	11,440		435,292
Vicor Corp.	4,888		82,363
Yankee Candle Co., Inc. (e)	15,038		340,009
York International Corp.	12,042		675,677

			4,209,407

Chemicals (1.1%)
A. Schulman, Inc. (e)	11,208		228,755
American Vanguard Corp. (e)	2,800		58,156
Arch Chemicals, Inc.	8,830		231,964
Balchem Corp.	900		24,696
Cabot Microelectronics Corp. (b) (e)	6,572		193,217
Ferro Corp.	13,742		245,157
Georgia Gulf Corp.	10,081		293,357
H.B. Fuller Co.	9,705		290,859
Hercules, Inc. (b)	32,998		367,598
MacDermid, Inc.	7,255		203,140
Minerals Technologies, Inc.	6,435		344,015
NewMarket Corp. (b) (e)	2,700		50,490
NL Industries, Inc. (e)	2,328		39,460
Octel Corp. (e)	3,372		50,546
Olin Corp.	19,863		355,150


100		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Chemicals (continued)
OM Group, Inc. (b)	8,400	$	134,232
Pioneer Cos., Inc. (b)	3,540		83,155
PolyOne Corp. (b)	27,088		156,298
Rockwood Holdings, Inc. (b)	7,300		146,511
Schawk, Inc., Class A (e)	1,900		37,867
Spartech Corp.	11,388		216,030
Symyx Technologies, Inc. (b) (e)	9,559		255,608
Terra Industries, Inc. (b)	23,200		141,752
W.R. Grace & Co. (b)	19,800		148,896
Wellman, Inc.	10,958		71,665
Westlake Chemical Corp.	2,630		76,533
Zoltek Cos., Inc. (b) (e)	5,000		45,000

			4,490,107

Circuit Boards (0.2%)
Micrel, Inc. (b) (e)	19,158		191,580
Park Electrochemical Corp.	5,963		149,671
RF Micro Devices, Inc. (b)	57,116		299,288

			640,539

Coal (0.2%)
Alpha Natural Resources, Inc. (b)	8,200		194,750
Foundation Coal Holdings, Inc. (e)	7,380		276,750
James River Coal Co. (b) (e)	4,600		196,696
KFX, Inc. (b) (e)	17,270		251,624

			919,820

Communications Equipment (0.4%)
Anixter International, Inc. (e)	9,785		362,828
Audiovox Corp. (b)	5,088		72,300
Gray Television, Inc.	10,033		90,297
Harmonic, Inc. (b)	21,684		99,963
Inter-Tel, Inc. (e)	7,151		132,365
LodgeNet Entertainment Corp. (b)	4,389		57,057
Sonus Networks, Inc. (b)	69,380		302,497
Standard Microsystems Corp. (b)	7,561		213,749
Superior Essex, Inc. (b)	7,200		122,184
Terayon Communications Systems, Inc. (b) (e)	25,224		67,853

			1,521,093


	Shares or Principal Amount	Value

Computer Equipment (0.7%)
Analogic Corp.	5,009	$	234,421
Avocent Corp. (b)	13,900		426,174
GameStop Corp., Class A (b) (e)	15,195		539,119
Gateway, Inc. (b) (e)	65,861		187,704
Hutchinson Technology, Inc. (b) (e)	8,191		203,137
Komag, Inc. (b) (e)	9,331		250,257
Maxtor Corp. (b)	71,420		249,970
McData Corp. (b) (e)	50,680		243,771
Palm, Inc. (b) (e)	13,045		335,126
Par Technology Corp. (b) (e)	1,800		43,902
Rimage Corp. (b)	4,100		118,818

			2,832,399

Computer Integrated Systems Design (0.7%)
Adaptec, Inc. (b)	33,830		139,041
Brady Corp., Class A	10,764		309,680
Digital River, Inc. (b) (e)	9,498		266,039
Eclipsys Corp. (b)	10,237		163,792
eSPEED, Inc., Class A (b)	8,511		64,343
FileNET Corp. (b)	12,117		341,094
Foundry Networks, Inc. (b)	34,120		407,052
Integral Systems, Inc.	1,400		30,856
Keynote Systems, Inc. (b) (e)	2,883		37,565
MTS Systems Corp.	6,856		273,966
Netscout Systems, Inc. (b)	3,700		20,868
RadiSys Corp. (b) (e)	6,660		107,026
SafeNet, Inc. (b) (e)	7,350		243,800
Sapient Corp. (b)	23,762		123,325
Tekelec (b) (e)	18,235		250,184
WebEx Communications, Inc. (b) (e)	9,729		222,891

			3,001,522

Computer Software & Services (3.2%)
3Com Corp. (b)	104,880		403,788
3D Systems Corp. (b) (e)	2,300		41,538
Advanced Digital Information Corp. (b)	18,940		173,112
Advent Software, Inc. (b)	6,893		211,753
Agile Software Corp. (b) (e)	20,096		142,682
Agilysys, Inc.	9,085		135,730
Altiris, Inc. (b) (e)	6,899		116,593


2005 Annual Report		101

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Computer Software & Services (continued)
Ansys, Inc. (b)	9,436	$	351,585
Anteon International Corp. (b)	7,238		327,158
Aspen Technologies, Inc. (b) (e)	12,739		77,071
Blackbaud, Inc.	2,594		37,354
Borland Software Corp. (b)	23,546		118,907
Bottomline Technologies, Inc. (b)	4,200		53,130
Catapult Communications Corp. (b) (e)	4,028		73,672
CCC Information Services Group, Inc. (b)	2,090		54,256
Click Commerce, Inc. (b) (e)	3,200		58,432
Computer Programs & Systems, Inc.	3,100		114,390
Covansys Corp. (b)	7,502		120,032
Cybersource Corp. (b)	7,500		50,250
Dendrite International, Inc. (b)	12,305		215,953
Digital Insight Corp. (b)	11,371		339,197
Digitas, Inc. (b)	23,596		254,837
Echelon Corp. (b)	8,687		67,324
Electronics For Imaging, Inc. (b)	17,403		436,990
Emageon, Inc. (b) (e)	2,500		32,775
Epicor Software Corp. (b)	15,689		192,661
EPIQ Systems, Inc. (b)	5,617		107,004
Eresearch Technology, Inc. (b) (e)	14,789		211,926
Extreme Networks, Inc. (b)	35,962		173,696
FactSet Research Systems, Inc. (e)	9,070		318,085
FalconStor Software, Inc. (b) (e)	8,599		56,753
iGATE Corp. (b)	2,500		9,250
Informatica Corp. (b)	23,853		283,851
Intervideo, Inc. (b) (e)	4,400		41,932
Iris International, Inc. (b) (e)	5,900		138,355
JDA Software Group, Inc. (b)	8,929		144,382
Keane, Inc. (b) (e)	14,232		160,822
Lawson Software, Inc. (b) (e)	23,240		178,018
Lexar Media, Inc. (b) (e)	23,616		177,120
Magma Design Automation, Inc. (b) (e)	7,798		67,687
ManTech International Corp., Class A (b)	4,496		124,539
MapInfo Corp. (b)	5,500		67,595
Mentor Graphics Corp. (b)	19,600		162,092


	Shares or Principal Amount	Value

Computer Software & Services (continued)
Mercury Computer Systems, Inc. (b) (e)	6,353	$	120,643
Micromuse, Inc. (b)	23,800		170,646
Motive, Inc. (b) (e)	8,700		31,668
MRO Software, Inc. (b)	5,100		83,538
NETGEAR, Inc. (b) (e)	10,400		203,320
NetiQ Corp. (b) (e)	18,477		221,539
Nuance Communications, Inc. (b) (e)	29,962		154,005
Open Solutions, Inc. (b) (e)	6,700		143,447
Packeteer, Inc. (b)	9,929		78,340
Parametric Technology Corp. (b)	78,788		512,911
PDF Solutions, Inc. (b) (e)	3,700		55,093
Phoenix Technology Ltd. (b)	4,000		23,760
PlxTech, Inc. (b)	5,900		44,191
QAD, Inc.	2,300		18,262
Quantum Corp. (b)	43,202		130,470
Quest Software, Inc. (b)	16,807		233,785
Radiant Systems, Inc. (b)	8,500		96,560
RealNetworks, Inc. (b)	27,938		217,916
Renaissance Learning, Inc. (e)	1,265		19,038
SeaChange International, Inc. (b)	10,375		64,948
Serena Software, Inc. (b) (e)	9,203		201,454
SI International, Inc. (b) (e)	3,428		98,966
SonicWall, Inc. (b)	15,126		105,277
SPSS, Inc. (b)	6,373		145,304
SS&C Technologies, Inc.	5,510		197,478
SSA Global Technologies, Inc. (b)	600		9,390
Stratasys, Inc. (b) (e)	3,000		71,160
Sykes Enterprises, Inc. (b)	8,567		123,707
Synaptics, Inc. (b) (e)	8,257		191,810
SYNNEX Corp. (b)	700		12,397
Syntel, Inc. (e)	540		10,957
Sypris Solutions, Inc. (e)	1,300		13,325
TALX Corp.	6,350		251,016
THQ, Inc. (b) (e)	18,291		423,985
Tibco Software, Inc. (b)	66,160		502,155
Tradestation Group, Inc. (b) (e)	4,700		46,906
Transaction Systems Architects, Inc. (b)	11,206		302,674
Trident Microsystems, Inc. (b) (e)	8,409		254,456
Tyler Technologies, Inc. (b) (e)	9,200		74,888
Ulticom, Inc. (b)	3,540		37,276


102		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Computer Software & Services (continued)
Ultimate Software Group, Inc. (The) (b) (e)	4,900	$	83,251
Vasco Data Security International, Inc. (b) (e)	4,700		50,196
VeriFone Holdings, Inc. (b)	6,100		141,520
Verint Systems, Inc. (b)	3,000		114,870
Verity, Inc. (b)	10,998		109,430
Vignette Corp. (b)	10,231		169,937
Viisage Technology, Inc. (b)	8,200		37,720
webMethods, Inc. (b) (e)	15,780		109,829
WebSideStory, Inc. (b) (e)	4,100		71,299
Wind River Systems, Inc. (b)	21,631		283,366
Witness Systems, Inc. (b) (e)	6,400		125,440
Zoran Corp. (b)	12,849		188,623

			13,808,419

Construction & Building Materials (1.3%)
AMCOL International Corp.	5,850		118,872
Brookfield Homes Corp. (e)	4,400		220,396
Builders FirstSource, Inc. (b)	4,300		84,065
Ceradyne, Inc. (b) (e)	7,380		289,296
Comfort Systems USA, Inc. (b) (e)	6,900		58,650
Comstock Homebuilding Cos., Inc., Class A (b) (e)	2,700		44,820
Dot Hill Systems Corp. (b) (e)	16,800		116,424
Drew Industries, Inc. (b) (e)	5,298		152,847
ElkCorp (e)	6,544		206,987
Genlyte Group, Inc. (The) (b)	6,768		344,965
Granite Construction, Inc.	9,105		310,572
Infrasource Services, Inc. (b)	1,600		20,704
JLG Industries, Inc. (e)	15,095		579,044
Kronos Worldwide, Inc. (e)	1,152		36,069
Layne Christensen Co. (b)	3,340		70,307
LSI Industries, Inc.	8,175		147,068
NCI Building Systems, Inc. (b) (e)	7,264		298,768
Orleans Homebuilders, Inc. (e)	600		11,952
Shaw Group, Inc. (The) (b) (e)	22,591		605,439
Simpson Manufacturing Co., Inc. (e)	9,608		379,132
Technical Olympic USA, Inc. (e)	3,425		72,405


	Shares or Principal Amount	Value

Construction & Building Materials (continued)
Trex Co., Inc. (b) (e)	3,400	$	70,618
Universal Display Corp. (b) (e)	5,200		55,484
Walter Industries, Inc. (e)	10,717		489,445
Washington Group International, Inc. (b)	8,600		427,420

			5,211,749

Consumer Durables (0.6%)
1-800 CONTACTS, Inc. (b) (e)	800		14,192
Blyth, Inc. (e)	8,920		162,701
Central Garden & Pet Co. (b)	6,700		287,229
Charles & Colvard Ltd. (e)	4,610		106,952
Chattem, Inc. (b) (e)	5,866		193,578
CNS, Inc.	5,200		135,564
Coca-Cola Bottling Co. (e)	800		36,488
Elizabeth Arden, Inc. (b)	7,507		162,677
Greif Bros Corp., Class A	4,400		268,400
Innovo Group, Inc. (b)	11,800		14,514
Nature’s Sunshine Products, Inc.	4,730		91,526
Playtex Products, Inc. (b) (e)	11,200		149,968
Prestige Brands Holdings, Inc. (b)	7,800		93,990
Revlon Co., Inc. (b)	33,304		97,914
Russ Berrie & Co., Inc. (e)	3,857		52,031
Silgan Holdings, Inc.	7,096		228,278
Tupperware Corp.	17,553		402,489
Ultralife Batteries, Inc. (b) (e)	5,796		70,248
Water Pik Technologies, Inc. (b) (e)	1,500		29,625

			2,598,364

Data Processing & Reproduction (0.4%)
CSG Systems International, Inc. (b)	15,927		374,444
eFunds Corp. (b)	13,493		278,361
HomeStore, Inc. (b)	48,939		177,649
infoUSA, Inc.	12,300		131,856
Intrado, Inc. (b) (e)	6,558		126,832
Moneygram International, Inc.	23,860		579,797
Pegasystems, Inc. (b) (e)	800		5,088

			1,674,027


2005 Annual Report		103

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Distribution (0.9%)
Actuant Corp. (e)	7,900	$	384,730
Aviall, Inc. (b)	8,754		276,189
Bell Microproducts, Inc. (b) (e)	11,100		76,479
Brightpoint, Inc. (b) (e)	9,200		198,628
Central European Distribution Corp. (b)	4,730		188,301
Handleman Co. (e)	9,332		111,051
Hughes Supply, Inc.	21,160		707,802
Huttig Building Products, Inc. (b)	900		7,650
Interline Brands, Inc. (b)	3,400		66,402
Keystone Automotive Industries, Inc. (b) (e)	5,855		167,512
Navarre Corp. (b) (e)	7,200		31,896
Owens & Minor, Inc.	11,692		344,329
Provide Commerce (b) (e)	3,200		77,856
ScanSource, Inc. (b) (e)	4,360		246,950
United Stationers, Inc. (b)	10,811		490,495
Watsco, Inc.	5,573		316,714

			3,692,984

Drugs (1.3%)
ABIOMED, Inc. (b) (e)	4,511		38,930
Adolor Corp. (b)	14,262		151,177
Alkermes, Inc. (b) (e)	28,357		461,936
Alpharma, Inc.	12,548		312,320
Amylin Pharmaceuticals, Inc. (b) (e)	33,480		1,124,928
ARIAD, Inc. (b) (e)	18,514		128,857
ArQule, Inc. (b)	5,900		42,126
Bentley Pharmaceuticals, Inc. (b) (e)	3,149		37,788
Bio-Rad Laboratories, Inc., Class A (b)	5,100		298,452
Caraco Pharmaceutical Laboratories Ltd. (b)	700		6,195
Cell Therapeutics, Inc. (b) (e)	21,642		51,941
Connetics Corp. (b) (e)	11,334		147,795
CV Therapeutics, Inc. (b) (e)	12,254		307,085
Decode Genetics, Inc. (b) (e)	16,174		141,037
DUSA Pharmaceuticals, Inc. (b) (e)	7,300		72,124
Hi-Tech Pharmacal Co., Inc. (b)	2,200		82,610


	Shares or Principal Amount	Value

Drugs (continued)
Incyte Genomics, Inc. (b)	24,629	$	122,899
InterMune, Inc. (b) (e)	9,183		124,889
K-V Pharmaceutical Co., Class A (b) (e)	9,423		161,416
Marshall Edwards, Inc. (b) (e)	200		1,386
Martek Biosciences Corp. (b) (e)	9,400		290,178
Nanogen, Inc. (b) (e)	9,700		27,257
NBTY, Inc. (b)	15,340		306,953
NPS Pharmaceuticals, Inc. (b) (e)	12,307		121,347
Par Pharmaceutical Cos, Inc. (b) (e)	9,495		245,731
Rigel Pharmaceuticals, Inc. (b) (e)	5,774		129,626
Seattle Genetics, Inc. (b) (e)	7,408		40,670
SFBC International, Inc. (b) (e)	5,460		232,814
Tanox, Inc. (b)	7,355		102,676

			5,313,143

Educational Services (0.5%)
Ambassadors Groups, Inc.	4,800		124,704
Blackboard, Inc. (b) (e)	3,900		109,590
Bright Horizons Family Solutions, Inc. (b)	8,356		333,989
Corinthian Colleges, Inc. (b) (e)	24,700		307,268
DeVry, Inc. (b)	17,000		384,200
Educate, Inc. (b)	3,200		37,696
Leapfrog Enterprises, Inc. (b) (e)	9,040		135,600
Learning Tree International, Inc. (b) (e)	5,241		71,068
Strayer Education, Inc. (e)	4,574		409,419
Universal Technical Institute, Inc. (b) (e)	5,268		165,046

			2,078,580

Electrical Equipment (0.8%)
ADE Corp. (b)	4,000		81,600
Artesyn Technologies, Inc. (b) (e)	11,019		96,857
Avista Corp.	14,316		250,816
Bel Fuse, Inc., Class B (e)	3,249		97,795
Cleco Corp.	14,732		312,318
DSP Group, Inc. (b)	10,048		246,980


104		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Electrical Equipment (continued)
El Paso Electric Co. (b)	15,331	$	331,916
EMCOR Group, Inc. (b)	4,600		280,600
Encore Wire Corp. (b) (e)	5,571		120,166
Energy Conversion Devices, Inc. (b) (e)	6,780		209,773
Evergreen Solar, Inc. (b) (e)	14,200		117,150
II-VI Corp. (b)	6,484		115,545
Intergrated Silicon Solution, Inc. (b)	13,147		101,495
ITC Holdings Corp. (e)	4,500		123,750
Measurement Specialties, Inc. (b) (e)	2,001		47,804
Plug Power, Inc. (b) (e)	14,989		86,936
Power-One, Inc. (b) (e)	20,800		118,144
Rambus, Inc. (b)	29,180		372,045
SpatiaLight, Inc. (b) (e)	8,100		35,964
Tripath Imaging, Inc. (b) (e)	8,357		58,165
Triumph Group, Inc. (b)	4,490		156,432

			3,362,251

Electronics (0.9%)
Aeroflex, Inc. (b)	22,014		199,447
American Science & Engineering, Inc. (b) (e)	2,900		166,692
Ansoft Corp. (b)	1,800		57,600
Badger Meter, Inc. (e)	600		19,800
Belden CDT, Inc. (e)	13,952		278,063
Coherent, Inc. (b)	9,114		269,866
Daktronics, Inc. (e)	4,101		88,623
EDO Corp.	4,679		135,223
Electro Scientific Industries, Inc. (b) (e)	8,454		185,734
Engineered Support Systems, Inc.	13,157		532,201
Fargo Electronics (b)	5,000		94,200
FARO Technologies, Inc. (b) (e)	4,300		89,268
Graftech International Ltd. (b) (e)	28,816		141,198
International DisplayWorks, Inc. (b)	10,400		61,256
Itron, Inc. (b)	7,504		326,124
Keithley Instruments, Inc.	3,179		51,023
Labarge, Inc. (b)	3,300		47,982


	Shares or Principal Amount	Value

Electronics (continued)
LeCroy Corp. (b) (e)	4,975	$	76,416
LoJack Corp. (b)	6,500		123,565
Methode Electronics, Inc.	10,700		109,782
Mobility Electronics, Inc. (b) (e)	7,500		67,725
Multi-Fineline Electronix, Inc. (b) (e)	2,200		58,564
Rogers Corp. (b) (e)	4,923		183,874
TTM Technologies, Inc. (b) (e)	10,371		82,864
Watts Industries, Inc., Class A (e)	8,630		239,569

			3,686,659

Entertainment (0.5%)
Carmike Cinemas, Inc. (e)	5,255		116,030
Dover Downs Entertainment, Inc.	2,406		30,219
Dover Motorsports, Inc.	4,812		29,834
Gaylord Entertainment Co. (b)	11,736		463,338
Gemstar-TV Guide International, Inc. (b)	65,840		171,184
Magna Entertainment Corp., Class A (b) (e)	14,161		94,595
Majesco Entertainment Co. (b)	7,400		12,506
Midway Games, Inc. (b) (e)	7,637		142,659
Multimedia Games, Inc. (b) (e)	8,578		85,094
Pinnacle Entertainment, Inc. (b) (e)	13,266		251,391
Shuffle Master, Inc. (b) (e)	11,460		290,626
Six Flags, Inc. (b) (e)	32,000		236,480
Steinway Musical Instruments, Inc. (b)	1,900		50,369
World Wrestling Federation Entertainment, Inc.	4,399		56,087
WPT Enterprises, Inc. (b) (e)	2,700		19,413

			2,049,825

Fiber Optics (0.1%)
C-Cor.net Corp. (b) (e)	17,600		93,808
MRV Communications, Inc. (b) (e)	31,095		60,013
Newport Corp. (b)	11,045		144,027
Sycamore Networks, Inc. (b) (e)	48,118		187,179

			485,027


2005 Annual Report		105

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Financial (2.6%)
Accredited Home Lenders Holding Co. (b) (e)	5,802	$	209,684
ACE Cash Express, Inc. (b) (e)	4,180		85,732
Advanta Corp., Class B (e)	6,660		188,944
Amegy Bancorp, Inc. (e)	21,892		506,362
Anchor BanCorp Wisconsin, Inc.	7,117		225,324
Anworth Mtg Asset Corp. (e)	14,000		112,560
Apollo Investment Corp.	20,930		390,972
Archipelago Holdings, Inc. (b) (e)	8,800		422,400
Ares Capital Corp.	5,288		81,012
Asset Acceptance Capital Corp. (b) (e)	1,100		29,139
ASTA Funding, Inc. (e)	3,700		100,381
BankFinancial Corp. (b)	8,700		121,626
Bankrate, Inc. (b)	2,640		70,567
Beverly Hills Bancorp, Inc.	1,100		11,220
BKF Capital Group	3,040		52,227
Capital Southwest Corp.	300		26,235
Central Pacific Financial Corp.	9,575		345,658
Charter Municipal Mortgage	13,221		271,692
Acceptance Co. (e)
Cohen & Steers, Inc. (e)	1,050		19,404
Collegiate Funding Services (b) (e)	1,900		27,854
Commercial Capital Bancorp, Inc.	13,144		211,093
CompuCredit Corp. (b) (e)	5,651		247,627
Delta Financial Corp.	300		2,268
Doral Financial Corp. (e)	27,480		235,229
Encore Capital Group, Inc. (b)	4,322		74,295
Euronet Worldwide, Inc. (b) (e)	8,138		228,678
Federal Agricultural Mortgage Corp. (e)	4,700		122,200
Financial Federal Corp. (e)	5,482		209,303
First Cash Financial Services, Inc. (b)	5,200		136,396
First Financial Holdings, Inc.	3,700		107,337
GAMCO, Investors, Inc., Class A	1,568		73,163
GATX Corp.	14,158		529,084
GFI Group, Inc. (b) (e)	1,600		71,936
Gladstone Capital Corp. (e)	4,928		105,952
Gladstone Investment Corp.	6,000		85,260


	Shares or Principal Amount	Value

Financial (continued)
Gold Banc Corp., Inc.	13,946	$	206,680
Greenhill & Co., Inc. (e)	4,500		215,775
Harris & Harris Group, Inc. (b)	7,100		78,668
International Securities Exchange, Inc. (b) (e)	1,800		44,298
Investment Technology Group, Inc. (b)	12,297		399,775
Irwin Financial Corp. (e)	6,345		132,420
Jackson Hewitt Tax Service, Inc.	10,470		258,818
Knight Capital Group, Inc. (b) (e)	33,920		324,614
Labranche & Co., Inc. (b)	18,706		178,455
MainSource Financial Group, Inc.	5,640		102,479
Marketaxess Holdings, Inc. (b) (e)	8,400		103,656
MCG Capital Corp. (e)	16,908		279,320
Morningstar, Inc. (b)	3,200		94,080
Nasdaq Stock Market, Inc. (b) (e)	13,700		423,193
National Financial Partners Corp.	11,501		520,190
NGP Capital Resources Co.	6,020		86,387
Novastar Financial, Inc. (e)	8,267		243,298
optionsXpress Holdings, Inc. (e)	5,800		109,388
Piper Jaffray Companies, Inc. (b) (e)	5,734		196,963
PRG-Schultz International, Inc. (b)	17,125		15,070
Resource America, Inc., Class A	3,805		61,793
Royal Gold, Inc.	6,400		147,328
Sanders Morris Harris Group, Inc. (e)	3,453		58,839
SCBT Financial Corp.	1,097		35,159
Stifel Financial Corp. (b) (e)	633		23,769
Summit Financial Group, Inc.	200		4,882
SWS Group, Inc.	4,550		80,581
Technology Investment Capital Corp.	1,000		15,210
TNS, Inc. (b)	3,200		56,256
United Panam Financial Corp. (b) (e)	1,100		24,519
Value Line, Inc.	100		3,900
Waddell & Reed Financial, Inc.	20,940		401,629


106		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Financial (continued)
World Acceptance Corp. (b)	6,734	$	189,495
WSFS Financial Corp.	2,209		136,848

			10,992,549

Food & Related (1.3%)
American Italian Pasta Co. (e)	8,260		53,277
Aurora Foods, Inc. (c) (d) (b)	100		0
Chiquita Brands International, Inc.	11,755		324,556
Corn Products International, Inc.	22,266		530,153
Darling International, Inc. (b) (e)	13,600		47,328
Farmer Brothers Co.	1,100		21,945
Flowers Foods, Inc.	14,918		437,097
Gold Kist, Inc. (b) (e)	14,920		256,475
Great Atlantic & Pacific Tea Co., Inc. (b)	5,752		161,574
Green Mountain Coffee, Inc. (b)	400		16,804
Hain Celestial Group, Inc. (b) (e)	8,493		164,085
Hansen Natural Corp. (b) (e)	4,760		240,475
J & J Snack Foods Corp.	1,892		106,728
Jarden Corp. (b) (e)	16,065		542,837
John B. Sanfilippo & Son, Inc. (b) (e)	2,944		53,816
Krispy Kreme Doughnuts, Inc. (b) (e)	19,263		89,573
Lance, Inc.	9,416		165,062
National Beverage Corp. (b)	2,210		16,376
NuCo2, Inc. (b) (e)	4,700		107,630
Peet’s Coffee & Tea, Inc. (b) (e)	4,782		159,097
Performance Food Group Co. (b) (e)	15,276		421,465
Premium Standard Farms, Inc.	3,400		58,038
Ralcorp Holding, Inc. (b)	8,823		343,215
Red Robin Gourmet Burgers (b) (e)	4,824		232,662
Ryan’s Restaurant Group, Inc. (b) (e)	12,429		132,493
Sanderson Farms, Inc.	6,159		212,547
Seaboard Corp. (e)	100		142,100
Sensient Technologies Corp.	13,954		246,846
Tejon Ranch Co. (b) (e)	1,743		77,389
Tootsie Roll Industries, Inc.	7,154		216,766

			5,578,409


	Shares or Principal Amount	Value

Furniture (0.4%)
American Woodmark Corp.	2,800	$	86,716
Bassett Furniture Industries, Inc.	3,737		69,957
Bombay Co., Inc. (b) (e)	10,600		42,506
Ethan Allen Interiors, Inc. (e)	11,500		388,929
Furniture Brands International, Inc. (e)	14,500		263,175
Hooker Furniture Corp. (e)	2,075		29,984
Kimball International, Inc., Class B	6,648		73,394
La-Z-Boy, Inc. (e)	15,500		183,520
Select Comfort Corp. (b) (e)	10,986		240,593
Stanley Furniture Co., Inc.	3,984		85,258

			1,464,032

Gambling – Non-Hotel Casinos (0.1%)
Churchill Downs, Inc. (e)	1,200		38,532
Isle of Capris Casinos, Inc. (b) (e)	5,351		113,869
Mikohn Gaming Corp. (b) (e)	8,500		89,165

			241,566

Gas – Distribution (0.7%)
Cascade Natural Gas Corp. (e)	5,339		109,983
New Jersey Resources Corp. (e)	8,903		384,253
Nicor, Inc. (e)	14,082		552,014
Northwest Natural Gas Co.	8,216		284,274
Peoples Energy Corp. (e)	12,255		455,886
South Jersey Industries, Inc.	8,304		232,097
Southwest Gas Corp.	9,666		263,495
WGL Holdings, Inc.	15,195		472,261

			2,754,263

Healthcare (2.0%)
Allied Healthcare International, Inc. (b)	8,825		53,744
Amedisys, Inc. (b) (e)	5,341		204,080
America Service Group, Inc. (b)	4,374		67,491
American Dental Partners, Inc. (b)	2,887		61,204
American Healthways, Inc. (b) (e)	9,736		394,892
American Medical Systems Holdings, Inc. (b)	20,976		342,958
American Retirement Corp. (b)	8,040		153,644


2005 Annual Report		107

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Healthcare (continued)
AmSurg Corp. (b)	9,813	$	233,059
Apria Healthcare Group, Inc. (b)	15,500		357,585
Beverly Enterprises, Inc. (b) (e)	32,384		380,188
Centene Corp. (b)	13,434		270,695
CorVel Corp. (b)	1,800		39,564
Cross Country Healthcare, Inc. (b) (e)	7,500		136,275
DJ Orthopedics, Inc. (b)	5,342		155,345
Genesis HealthCare Corp. (b) (e)	6,849		277,932
Gentiva Health Services, Inc. (b)	8,649		127,054
HealthExtras, Inc. (b) (e)	5,593		117,733
Hooper Holmes, Inc. (e)	11,849		34,244
Horizon Health Corp. (b) (e)	1,800		35,712
Immucor, Inc. (b)	13,594		352,356
Invacare Corp. (e)	8,949		302,387
Kindred Healthcare, Inc. (b) (e)	8,611		241,108
LCA-Vision, Inc. (e)	5,430		228,114
Magellan Health Services, Inc. (b)	8,715		259,097
Matria Healthcare, Inc. (b) (e)	6,951		233,067
Medcath Corp. (b) (e)	1,800		33,102
Molina Healthcare, Inc. (b) (e)	4,034		82,899
OCA, Inc. (b) (e)	24,700		25,688
Odyssey Healthcare, Inc. (b) (e)	11,723		202,573
Option Care, Inc. (e)	8,554		106,668
Pediatrix Medical Group, Inc. (b)	6,800		524,009
Per-Se Technologies, Inc. (b) (e)	7,613		169,237
PolyMedica Corp. (e)	7,093		234,140
Psychiatric Solutions, Inc. (b) (e)	8,022		438,804
Quality Systems, Inc.	2,612		174,612
RehabCare Group, Inc. (b)	5,760		122,630
Res-Care, Inc. (b)	3,800		61,332
Sunrise Assisted Living, Inc. (b)	11,098		358,909
Symbion, Inc. (b)	3,540		80,110
U.S. Physical Therapy, Inc. (b)	5,100		91,902
United Surgical Partners International, Inc. (b)	13,938		499,678
USNA Health Sciences, Inc. (b) (e)	3,480		153,190
Vistacare, Inc. (b)	4,893		56,367

			8,475,378


	Shares or Principal Amount	Value

Hotels & Casinos (0.1%)
Ameristar Casinos, Inc.	8,292	$	176,868
Aztar Corp. (b) (e)	10,347		311,135
Monarch Casino & Resort, Inc. (b) (e)	1,200		23,244
MTR Gaming Group, Inc. (b)	9,200		61,640
Riviera Holdings Corp. (b) (e)	1,200		20,220

			593,107

Hotels & Motels (0.1%)
Lodgian, Inc. (b)	4,600		46,828
Marcus Corp.	5,234		114,938
Sunterra Corp. (b)	7,350		88,274

			250,040

Human Resources (0.0%)
Kforce, Inc. (b)	8,280		89,424

Insurance (1.6%)
21st Century Insurance Group (e)	8,300		132,385
Affirmative Insurance Holdings, Inc.	4,800		66,816
Alfa Corp.	7,924		132,965
American Equity Investment Life Holding Co.	12,200		142,008
American Physicians Capital, Inc. (b)	3,150		133,151
Argonaut Group, Inc. (b) (e)	8,880		258,941
Baldwin & Lyons, Inc., Class B (e)	3,881		99,703
Bristol West Holdings, Inc. (e)	2,800		53,984
Ceres Group, Inc. (b)	8,800		49,720
Citizens, Inc. (b)	4,708		26,836
CNA Surety Corp. (b)	1,700		23,868
Direct General Corp. (e)	5,941		115,018
Donegal Group, Inc., Class A	1,866		41,351
EMC Insurance Group, Inc.	1,670		30,895
Enstar Group, Inc. (The) (b) (e)	300		19,932
FBL Financial Group, Inc., Class A	2,102		65,540
First Acceptance Corp. (b) (e)	2,900		29,493
FPIC Insurance Group, Inc. (b)	2,760		103,914
Fremont General Corp. (e)	17,780		385,648


108		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Insurance (continued)
Harleysville Group, Inc.	4,058	$	98,609
Horace Mann Educators Corp.	12,759		247,652
Independence Holding Co.	920		16,486
Infinity Property & Casualty Corp.	7,285		271,148
Kansas City Life Insurance Co.	400		20,400
LandAmerica Financial Group, Inc. (e)	5,423		342,517
Midland Co. (The)	1,901		71,801
Navigators Group, Inc. (b)	2,392		92,810
Odyssey Re Holdings Corp. (e)	1,700		43,656
Ohio Casualty Corp.	19,921		543,444
PICO Holdings, Inc. (b) (e)	1,500		50,370
PMA Capital Corp., Class A (b) (e)	10,823		96,000
ProAssurance Corp. (b) (e)	8,317		389,235
RLI Corp.	5,814		312,503
Safety Insurance Group, Inc. (e)	4,500		169,245
Selective Insurance Group, Inc. (e)	8,734		479,583
State Auto Financial Corp.	3,300		108,702
Stewart Information Services Corp. (e)	4,762		242,529
Tower Group, Inc.	7,100		136,817
Triad Guaranty, Inc. (b) (e)	2,434		102,374
U.S.I. Holdings Corp. (b) (e)	11,140		146,491
United Fire & Casualty Co. (e)	5,222		235,094
Zenith National Insurance Co.	8,152		367,003

			6,496,637

Insurance & Life (0.4%)
Delphi Financial Group, Inc.	8,546		400,294
Great American Financial Resources, Inc.	2,520		51,458
KMG America Corp. (b)	5,100		43,860
National Western Life Insurance Co., Class A	454		91,940
Phoenix Co., Inc. (The) (e)	27,676		358,404
Presidential Life Corp.	5,581		105,593
UICI	10,965		396,056
Universal American Financial Corp. (b)	8,700		128,760

			1,576,365


	Shares or Principal Amount	Value

Insurance Brokers (0.1%)
Crawford & Co., Class B (e)	6,920	$	48,578
Hilb, Rogal & Hamilton Co. (e)	8,989		336,638

			385,216

Internet (1.7%)
Alloy, Inc. (b)	10,833		49,832
Applied Digital Solutions, Inc. (b)	11,200		34,944
Arbinet Holdings, Inc. (b)	1,800		11,340
Ariba, Inc. (b) (e)	19,610		153,154
AsiaInfo Holdings, Inc. (b) (e)	14,503		55,982
Audible, Inc. (b) (e)	8,000		83,600
Autobytel, Inc. (b) (e)	11,607		51,187
Blue Coat Systems, Inc. (b)	3,695		173,628
Blue Nile, Inc. (b) (e)	5,068		181,789
Brocade Communications Systems, Inc. (b)	73,807		274,562
CMGI, Inc. (b) (e)	127,647		201,682
CNET Networks, Inc. (b)	39,691		539,401
Drugstore.com, Inc. (b) (e)	14,030		44,475
EarthLink, Inc. (b)	38,885		428,124
eCollege.com (b) (e)	6,765		107,631
Entrust, Inc. (b)	21,862		97,286
Equinix, Inc. (b) (e)	4,060		149,773
Harris Interactive, Inc. (b)	13,100		54,627
Internet Capital Group, Inc. (b) (e)	13,900		118,706
Internet Security, Inc. (b) (e)	10,907		268,639
Interwoven, Inc. (b)	12,261		115,253
iPass, Inc. (b) (e)	13,971		76,841
iVillage, Inc. (b) (e)	9,500		69,825
j2 Global Communications, Inc. (b) (e)	6,665		294,660
Jupitermedia Corp. (b) (e)	5,200		88,400
MatrixOne, Inc. (b)	15,209		76,653
Net.B@nk, Inc.	17,607		137,687
Netflix, Inc. (b) (e)	11,500		303,715
NIC, Inc. (b)	7,500		45,375
Nutri/System, Inc. (b) (e)	5,820		174,425
Openwave Systems, Inc. (b) (e)	19,579		349,877
Overstock.com, Inc. (b) (e)	3,700		123,321
Priceline.com, Inc. (b) (e)	7,499		142,256
Redback Networks, Inc. (b)	11,976		125,868


2005 Annual Report		109

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Internet (continued)
RightNow Technologies, Inc. (b) (e)	5,200	$	79,144
S1 Corp. (b) (e)	20,778		91,215
Sohu.com, Inc. (b)	8,546		129,386
Stamps.com, Inc. (b) (e)	5,596		112,815
Stellent, Inc. (b)	8,260		75,744
SupportSoft, Inc. (b) (e)	12,100		48,521
Travelzoo, Inc. (b) (e)	960		17,875
TriZetto Group, Inc. (The) (b)	13,598		192,684
United Online, Inc.	15,970		214,158
ValueClick, Inc. (b) (e)	25,849		452,358
Websense, Inc. (b) (e)	7,275		429,807

			7,048,225

Lasers (0.1%)
IntraLase Corp. (b) (e)	5,400		83,484
Ionatron, Inc. (b) (e)	6,820		71,542
Metrologic Instruments, Inc. (b)	5,200		101,764
Rofin-Sinar Technologies, Inc. (b)	4,442		163,732

			420,522

Leisure Products (0.6%)
Alliance Gaming Corp. (b) (e)	14,422		155,902
Atari, Inc. (b)	6,140		7,982
Callaway Golf Co.	21,089		300,517
Coachmen Industries, Inc. (e)	5,280		62,885
Escala Group, Inc. (b) (e)	1,938		31,899
Escalade, Inc.	800		10,456
Great Wolf Resorts, Inc. (b)	9,500		83,600
JAKKS Pacific, Inc. (b) (e)	8,887		163,343
K2, Inc. (b) (e)	10,930		109,628
LIFE TIME FITNESS, Inc. (b) (e)	5,640		209,470
Marine Products Corp. (e)	1,826		17,420
MarineMax, Inc. (b)	3,300		81,510
Nautilus Group, Inc. (The) (e)	9,830		178,218
Party City Corp. (b) (e)	3,354		54,939
RC2 Corp. (b)	5,065		177,174
Speedway Motorsports, Inc.	3,500		124,110
Topps Co., Inc. (e)	13,827		100,661
Vail Resorts, Inc. (b)	7,508		251,518
WMS Industries, Inc. (b)	6,485		162,968

			2,284,200


	Shares or Principal Amount	Value

Machinery (1.5%)
Advanced Energy Industries, Inc. (b)	8,745	$	94,009
AGCO Corp. (b)	24,840		397,192
Alamo Group, Inc.	100		1,945
Albany International Corp., Class A	7,267		280,724
Applied Industrial Technologies, Inc.	8,875		292,431
Astec Industries, Inc. (b)	5,159		146,309
Baldor Electric Co. (e)	9,089		220,863
Blount International, Inc. (b)	6,800		107,848
Briggs & Stratton Corp.	16,680		533,426
Bucyrus International, Inc., Class A	5,981		248,511
Cascade Corp.	3,446		167,820
Cubic Corp. (e)	5,546		91,010
Flowserve Corp. (b)	16,375		573,125
Franklin Electric Co., Inc.	5,446		236,411
Gardner Denver, Inc. (b)	7,403		359,786
Gehl Co. (b) (e)	4,250		97,623
Gorman-Rupp (e)	1,175		27,378
Intermagnetics General Corp. (b) (e)	8,335		238,798
Intevac, Inc. (b) (e)	7,600		69,464
Kadant, Inc. (b) (e)	3,203		53,810
Lennox International, Inc. (e)	15,062		420,079
NACCO Industries, Inc.	1,122		130,275
Nordson Corp.	8,332		309,700
Photon Dynamics, Inc. (b) (e)	6,242		108,673
Sauer-Danfoss, Inc.	1,093		21,018
Stewart & Stevenson Services, Inc.	8,614		205,530
Tennant Co.	2,362		102,865
Turbochef Technologies, Inc. (b) (e)	4,900		66,640
UNOVA, Inc. (b) (e)	14,501		449,531
Wabtec Corp.	12,373		336,546

			6,389,340

Manufactured Housing (0.6%)
Aaon, Inc. (b)	1,100		18,920
Apogee Enterprises, Inc.	8,930		146,273
Eagle Materials, Inc. (e)	5,890		627,225


110		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Manufactured Housing (continued)
Fleetwood Enterprises, Inc. (b) (e)	17,161	$	189,629
Highwood Properties, Inc.	17,104		482,504
Levitt Corp., Class A	4,882		95,931
Monaco Coach Corp. (e)	7,739		94,958
Palm Harbor Homes, Inc. (b) (e)	3,741		68,947
Skyline Corp.	1,118		44,441
WCI Communities, Inc. (b) (e)	9,968		249,399
Winnebago Industries, Inc. (e)	9,618		282,000

			2,300,227

Manufacturing (1.1%)
American Superconductor Corp. (b)	11,636		95,532
Applied Films Corp. (b)	5,847		113,549
Armor Holdings, Inc. (b) (e)	11,226		501,913
Champion Enterprises, Inc. (b) (e)	22,384		310,690
Checkpoint Systems, Inc. (b) (e)	12,808		307,392
Cognex Corp.	12,279		350,934
Crane Co.	13,960		432,202
CSS Industries, Inc. (e)	1,505		51,366
Dixie Group, Inc. (The) (b) (e)	1,200		16,464
EnerSys (b) (e)	11,530		172,719
EnPro Industries, Inc. (b)	6,100		170,190
Freightcar America, Inc.	4,000		174,960
Identix, Inc. (b) (e)	31,125		137,884
Jacuzzi Brands, Inc. (b) (e)	26,386		194,729
Lincoln Electric Holdings, Inc.	12,046		476,660
Mine Safety Appliances Co. (e)	7,712		323,056
Myers Industries, Inc.	7,800		89,076
Powell Industries, Inc. (b)	1,769		37,096
Raven Industries, Inc. (e)	5,180		162,859
Reddy Ice Holdings, Inc.	3,500		76,230
Sturm, Ruger & Co., Inc. (e)	9,337		68,440
Valence Technology, Inc. (b) (e)	10,530		24,851
Woodward Governor Co.	2,540		202,946
Young Innovations, Inc.	500		16,140

			4,507,878

Manufacturing & Diversified (0.8%)
A.O. Smith Corp.	5,709		184,857
Acuity Brands, Inc.	13,151		365,729


	Shares or Principal Amount	Value

Manufacturing & Diversified (continued)
Barnes Group, Inc.	6,307	$	220,745
CLARCOR, Inc. (e)	16,194		445,335
ESCO Technologies, Inc. (b)	7,588		328,257
Federal Signal Corp. (e)	14,343		232,643
Global Power Equipment Group, Inc. (b) (e)	6,500		40,755
Griffon Corp. (b)	9,860		216,920
Imation Corp.	9,900		423,819
Lancaster Colony Corp.	8,302		332,827
Matthews International Corp., Class A	8,357		300,351
Standex International Corp.	3,654		98,731
Tredegar Industries, Inc. (e)	7,106		89,465

			3,280,434

Medical Equipment & Supplies (2.2%)
Abaxis, Inc. (b) (e)	5,600		96,320
Adeza Biomedical Corp. (b)	2,800		47,740
Advanced Neuromodulation Systems, Inc. (b) (e)	6,311		384,908
Allscripts Healthcare Solution, Inc. (b) (e)	11,494		183,904
Amicas, Inc. (b)	13,080		57,421
Animas Corp. (b)	3,510		57,740
Arrow International, Inc.	5,244		151,761
Aspect Medical Systems, Inc. (b) (e)	4,280		139,614
Bruker BioSciences Corp. (b)	4,913		20,438
Caliper Life Sciences, Inc. (b)	3,000		19,560
Candela Corp. (b) (e)	7,582		70,892
Cantel Medical Corp. (b)	2,100		40,635
Cepheid, Inc. (b)	12,500		79,250
CONMED Corp. (b)	10,029		240,495
Cyberonics, Inc. (b)	6,939		208,309
Durect Corp. (b) (e)	15,300		97,002
Encore Medical Corp. (b) (e)	10,474		52,475
EPIX Medical, Inc. (b) (e)	9,430		66,010
ev3, Inc. (b)	3,400		50,966
Foxhollow Technologies, Inc. (b) (e)	4,600		208,426
Greatbatch, Inc. (b) (e)	5,930		154,536
Healthtronics Surgical Services, Inc. (b)	11,500		104,535


2005 Annual Report		111

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Medical Equipment & Supplies (continued)
Hologic, Inc. (b)	6,660	$	369,364
I-Flow Corp. (b) (e)	7,469		90,151
ICU Medical, Inc. (b)	5,250		183,278
IDX Systems Corp. (b)	8,512		369,336
Intuitive Surgical, Inc. (b) (e)	10,657		945,595
Kensey Nash Corp. (b)	3,782		86,721
Kyphon, Inc. (b) (e)	8,782		352,070
Landauer, Inc. (e)	1,822		91,100
Laserscope (b) (e)	5,900		159,359
Lifeline Systems, Inc. (b)	3,301		108,933
Mannkind Corp. (b)	7,500		84,825
Mentor Corp. (e)	9,959		448,155
Meridian Bioscience, Inc.	6,750		141,345
Merit Medical Systems, Inc. (b)	7,432		88,589
Neurometrix, Inc. (b) (e)	2,900		107,967
Oakley, Inc. (e)	6,823		100,980
OraSure Technologies, Inc. (b)	15,173		167,055
PSS World Medical, Inc. (b)	21,176		294,982
Radiation Therapy Services, Inc. (b) (e)	3,900		117,156
Serologicals Corp. (b) (e)	11,469		223,416
Somanetics Corp. (b)	4,100		125,132
Stereotaxis, Inc. (b) (e)	400		2,840
STERIS Corp.	20,000		456,200
Surmodics, Inc. (b) (e)	5,323		210,365
Sybron Dental Specialties, Inc. (b)	11,852		508,450
Symmetry Medical, Inc. (b)	2,300		50,922
ThermoGenesis Corp. (b)	8,105		40,363
Viasys Healthcare, Inc. (b)	8,825		210,829
Vital Images, Inc. (b) (e)	5,000		116,250
Vital Signs, Inc.	1,430		67,181
WellCare Health Plans, Inc. (b) (e)	4,750		149,625
Wright Medical Group, Inc. (b) (e)	9,952		185,207
Zoll Medical Corp. (b)	3,846		95,458

			9,282,136

Medical Laboratories (0.2%)
Alliance Imaging, Inc. (b) (e)	1,600		11,056
Applera Corp. - Celera Genomics Group (b)	21,873		259,851


	Shares or Principal Amount	Value

Medical Laboratories (continued)
Bio-Reference Laboratories, Inc. (b)	3,600	$	68,256
Discovery Laboratories, Inc. (b)	17,240		121,370
LabOne, Inc. (b) (e)	5,839		256,157
Orchid Cellmark, Inc. (b) (e)	4,900		28,812
Specialty Laboratories, Inc. (b)	376		4,873

			750,375

Metal Processors (0.7%)
A.M. Castle & Co. (b)	1,100		21,923
Commercial Metals Co.	17,892		568,786
Dynamic Materials Corp. (e)	2,400		49,968
Earle M. Jorgensen Co. (b)	2,200		18,656
Kaydon Corp. (e)	9,248		273,278
Metal Management, Inc. (e)	7,500		181,575
Metals USA, Inc. (b) (e)	6,800		141,304
Mueller Industries, Inc.	10,825		298,121
NN, Inc.	7,585		79,567
Quanex Corp. (e)	7,500		434,325
RBC Bearings, Inc. (b)	3,000		46,860
Steel Technologies, Inc. (e)	4,760		124,760
Sun Hydraulics Corp. (e)	2,850		63,156
Valmont Industries, Inc. (e)	3,400		110,738
Worthington Industries, Inc. (e)	18,300		368,196

			2,781,213

Metals (0.5%)
Brush Engineered Materials, Inc. (b)	5,436		81,975
Century Aluminum Co. (b)	6,727		122,297
Cleveland-Cliffs, Inc. (e)	6,594		537,674
Coeur d’Alene Mines Corp. (b)	74,315		280,167
Compass Minerals International, Inc.	4,000		89,560
Gibraltar Industries, Inc.	7,778		157,505
Hecla Mining Co. (b) (e)	42,218		142,275
RTI International Metals, Inc. (b)	7,435		249,221
Stepan Co.	700		17,920
Stillwater Mining Co. (b) (e)	9,835		99,334
Titanium Metals Corp. (b) (e)	2,536		119,699
USEC, Inc. (e)	24,078		240,780

			2,138,407


112		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Natural Gas (0.2%)
EnergySouth, Inc.	2,200	$	62,590
Laclede Group, Inc. (The) (e)	6,200		185,380
St. Mary Land & Exploration Co. (e)	16,966		577,014
Syntroleum Corp. (b) (e)	13,108		93,722

			918,706

Office Equipment & Supplies (0.4%)
Ennis Business Forms, Inc. (e)	9,300		159,030
Global Imaging Systems, Inc. (b) (e)	8,044		286,447
IKON Office Solutions, Inc.	30,480		304,190
Interface, Inc. (b)	13,455		103,873
John H. Harland Co.	9,234		384,042
Knoll, Inc.	3,000		47,790
School Specialty, Inc. (b) (e)	7,288		247,063
Standard Register Co.	5,051		76,775
TRM Corp. (b) (e)	4,400		59,444

			1,668,654

Oil & Gas (3.3%)
Alon USA Energy, Inc. (b)	3,700		72,150
Atlas America, Inc. (b)	3,440		160,304
ATP Oil & Gas Corp. (b) (e)	5,300		168,169
Atwood Oceanics, Inc. (b)	4,243		298,792
Berry Petroleum Co.	4,880		292,117
Bill Barrett Corp. (b)	3,600		114,588
Bois d’Arc Energy, Inc. (b) (e)	1,300		18,798
Brigham Exploration Co. (b)	9,102		128,702
Bronco Drilling Co., Inc. (b)	1,800		43,632
Cabot Oil & Gas Corp. (e)	15,349		702,831
Cal Dive International, Inc. (b) (e)	12,165		748,634
Callon Petroleum Co. (b)	4,600		84,180
Carrizo Oil & Gas, Inc. (b) (e)	7,080		183,655
Cheniere Energy, Inc. (b)	13,700		510,051
Cimarex Energy Co. (b)	24,740		971,291
Clayton Williams Energy, Inc. (b)	1,500		56,820
Comstock Resources, Inc. (b)	11,756		353,973
Crosstex Energy, Inc.	1,500		99,315
Delta Petroleum Corp. (b) (e)	10,600		186,984
Edge Petroleum Corp. (b) (e)	6,846		165,879


	Shares or Principal Amount	Value

Oil & Gas (continued)
Encore Acquisition Co. (b)	13,470	$	462,156
Endeavour International Corp. (b) (e)	9,300		36,363
Energy Partners Ltd. (b)	9,480		240,508
FX Energy, Inc. (b) (e)	11,937		125,816
Gasco Energy, Inc. (b) (e)	14,400		87,552
Giant Industries, Inc. (b) (e)	4,600		263,074
Goodrich Petroleum Corp. (b) (e)	4,100		91,430
Grey Wolf, Inc. (b)	54,917		421,763
Hanover Compressor Co. (b)	24,470		314,684
Harvest Natural Resources, Inc. (b) (e)	13,465		130,341
Houston Exploration Co. (The) (b)	9,043		466,167
KCS Energy, Inc. (b) (e)	14,731		355,312
Lufkin Industries, Inc.	4,704		218,736
McMoRan Exploration Co. (b) (e)	6,507		110,424
Meridian Resource Corp. (The) (b)	25,600		115,968
Newpark Resources, Inc. (b) (e)	24,984		202,370
Oceaneering International, Inc. (b)	8,502		409,116
Parallel Petroleum Corp. (b)	11,700		154,791
Parker Drilling Co. (b) (e)	28,277		249,969
Penn Virginia Corp. (e)	4,760		258,754
Petrohawk Energy Corp. (b)	17,955		221,924
Petroleum Development Corp. (b)	5,856		196,644
Petroquest Energy, Inc. (b) (e)	15,200		147,592
Remington Oil & Gas Corp. (b) (e)	6,980		244,300
RPC, Inc.	4,401		120,851
Spinnaker Exploration Co. (b) (e)	8,110		499,414
Stone Energy Corp. (b)	7,784		357,286
Swift Energy Co. (b) (e)	8,420		367,617
Todco, Class A	15,160		678,410
Toreador Resources Corp. (b) (e)	5,000		137,650
Tri-Valley Corp. (b) (e)	4,500		37,035
W&T Offshore, Inc.	3,500		102,200
Warren Resources, Inc. (b) (e)	7,140		110,456
Whiting Petroleum Corp. (b)	7,920		321,156
World Fuel Services Corp.	8,620		274,978

			13,893,672


2005 Annual Report		113

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Oil Equipment & Services (1.1%)
CARBO Ceramics, Inc. (e)	5,424	$	320,884
Dril-Quip, Inc. (b)	3,213		131,412
Frontier Oil Corp.	17,042		628,508
Global Industries Ltd. (b)	26,948		342,509
Holly Corp.	6,486		373,594
Hydril Co. (b)	6,410		425,239
Lone Star Technologies, Inc. (b)	8,734		399,581
Pioneer Drilling Co. (b)	3,300		56,529
SEACOR SMIT, Inc. (b)	5,749		411,801
SJW Corp.	1,200		58,704
Superior Energy Services, Inc. (b)	22,133		451,071
TETRA Technologies, Inc. (b) (e)	10,062		281,434
Veritas DGC, Inc. (b)	9,960		320,812
W-H Energy Services, Inc. (b)	8,200		248,460
WD-40 Co.	5,127		141,146

			4,591,684

Oil Field Machinery & Equipment (0.2%)
Gulf Island Fabrication, Inc.	3,887		104,016
Oil States International, Inc. (b)	13,230		437,913
Superior Well Services, Inc. (b)	2,200		51,414
Universal Compression Holdings, Inc. (b)	4,268		152,154

			745,497

Paper & Forest Products (0.6%)
Bowater, Inc. (e)	15,700		416,050
Buckeye Technologies, Inc. (b)	5,690		42,675
Caraustar Industries, Inc. (b) (e)	8,524		74,415
Chesapeake Corp. (e)	4,370		88,012
Deltic Timber Corp.	2,956		135,976
Glatfelter & Co.	9,865		134,065
Graphic Packaging Corp. (b)	14,200		37,630
Longview Fibre Co.	15,100		283,880
Mercer International, Inc. (b)	7,920		61,776
Neenah Paper, Inc. (e)	5,200		151,060
Potlatch Corp.	9,457		423,011
Rock-Tenn Co.	6,143		85,203
Schweitzer-Mauduit International, Inc.	4,742		114,851
Universal Forest Products, Inc.	5,146		284,780
Wausau-Mosinee Paper Corp.	12,847		140,675
Xerium Technologies, Inc.	800		8,360

			2,482,419


	Shares or Principal Amount	Value

Pharmaceuticals (2.4%)
Aastrom Biosciences, Inc. (b) (e)	36,000	$	82,440
Acadia Pharmaceuticals, Inc. (b)	1,600		16,800
Adams Respiratory Therapeutics, Inc. (b)	2,800		104,720
Alexion Pharmaceuticals, Inc. (b) (e)	9,929		271,955
American Pharmaceutical Partners, Inc. (b)	1		43
Andrx Corp (b)	22,960		355,191
Array BioPharma, Inc. (b)	5,100		36,210
AtheroGenics, Inc. (b) (e)	11,134		167,010
AVANIR Pharmaceuticals (b)	22,400		69,216
Barrier Therapeutics, Inc. (b) (e)	2,600		18,720
Bioenvision, Inc. (b)	8,300		50,879
BioMarin Pharmaceutical, Inc. (b) (e)	21,368		179,491
BioScrip, Inc. (b) (e)	6,400		38,400
Cell Genesys, Inc. (b) (e)	16,092		86,736
Conor Medsystems, Inc. (b) (e)	2,300		51,612
Cubist Pharmaceuticals, Inc. (b) (e)	15,750		318,308
Dendreon Corp. (b) (e)	17,578		108,280
DOV Pharmaceutical, Inc. (b) (e)	7,720		119,892
Encysive Pharmaceuticals, Inc. (b)	17,977		188,759
Enzon, Inc. (b)	15,700		110,057
Eyetech Pharmaceuticals, Inc. (b)	11,300		199,332
First Horizon Pharmaceutical Corp. (b) (e)	8,100		116,883
Geron Corp. (b) (e)	18,817		169,918
ICOS Corp. (b) (e)	20,300		547,694
ImmunoGen, Inc. (b) (e)	12,138		67,973
Inspire Pharmaceuticals, Inc. (b)	12,469		78,555
Inter Parfums, Inc.	1,800		27,270
Introgen Therapeutics, Inc. (b) (e)	8,800		45,496
Isis Pharmaceuticals, Inc. (b) (e)	21,480		93,223
Ista Pharmaceuticals, Inc. (b)	1,973		12,193
Keryx Biopharmaceuticals, Inc. (b) (e)	8,136		117,565
LifeCell Corp. (b) (e)	10,240		165,888
Mannatech, Inc. (e)	4,500		41,400


114		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Pharmaceuticals (continued)
Medical Co. (b) (e)	16,279	$	279,022
Medicis Pharmaceutical Corp. (e)	15,160		447,220
Momenta Pharmaceuticals, Inc. (b)	3,500		75,355
Nastech Pharmaceutical Co., Inc. (b) (e)	6,800		90,712
Nektar Therapeutic (b)	25,140		378,608
NeoPharm, Inc. (b) (e)	6,715		64,531
Neurocrine Biosciences, Inc. (b) (e)	11,580		611,656
New River Pharmaceuticals, Inc. (b) (e)	1,100		52,349
NitroMed, Inc. (b) (e)	3,580		58,247
Northfield Laboratories, Inc. (b)	6,600		82,104
Noven Pharmaceuticals, Inc. (b) (e)	7,000		98,630
Nuvelo, Inc. (b) (e)	11,623		97,633
Onyx Pharmaceuticals, Inc. (b) (e)	10,675		274,241
Pain Therapeutics, Inc. (b) (e)	7,810		45,220
PainCare Holdings, Inc. (b)	7,400		26,566
Parexel International Corp. (b)	8,371		183,157
Penwest Pharmaceuticals Co. (b)	8,090		128,307
Perrigo Co. (e)	26,731		357,393
Pharmion Corp. (b) (e)	6,280		118,629
POZEN, Inc. (b) (e)	7,150		69,713
PRA International (b)	2,100		55,776
Progenics Pharmaceuticals, Inc. (b)	4,200		98,868
Regeneron Pharmaceuticals, Inc. (b) (e)	9,117		114,054
Renovis, Inc. (b) (e)	6,900		96,807
Salix Pharmaceuticals, Inc. (b) (e)	13,280		238,243
Savient Pharmaceuticals, Inc. (b)	22,900		85,875
SuperGen, Inc. (b) (e)	16,134		91,157
Telik, Inc. (b) (e)	16,006		239,130
Tercica, Inc. (b)	2,700		26,973
United Therapeutics Corp. (b) (e)	7,267		536,741
Vertex Pharmaceuticals, Inc. (b) (e)	29,484		670,760

			9,851,786


	Shares or Principal Amount	Value

Pipelines (0.1%)
Aquila, Inc. (b) (e)	110,520	$	391,241
TransMontaigne, Inc. (b)	13,354		74,115

			465,356

Pollution Control (0.3%)
Aleris International, Inc. (b)	8,000		207,680
Calgon Carbon Corp. (e)	14,648		79,832
Casella Waste Systems, Inc., Class A (b)	5,447		69,286
Clean Harbors, Inc. (b)	5,100		172,890
Duratek, Inc. (b) (e)	4,323		61,689
Flanders Corp. (b) (e)	5,080		55,524
Waste Connections, Inc. (b)	14,736		491,740

			1,138,641

Printing & Publishing (0.6%)
Banta Corp.	7,407		372,868
Bowne & Co., Inc. (e)	11,888		169,047
Cenveo, Inc. (b)	14,200		140,296
Courier Corp.	1,650		54,038
Hollinger International, Inc.	16,754		146,933
Journal Register Co.	9,561		153,263
Playboy Enterprises, Inc. (b)	5,834		88,327
Presstek, Inc. (b) (e)	10,685		109,521
PRIMEDIA, Inc. (b) (e)	42,400		89,040
ProQuest Co. (b) (e)	7,379		218,787
Scholastic Corp. (b) (e)	10,962		356,813
Thomas Nelson, Inc.	3,440		73,650
Valassis Communications, Inc. (b)	15,100		471,876

			2,444,459

Radio (0.3%)
Beasley Broadcast Group, Inc. (b)	1,330		19,378
Citadel Broadcasting Co. (b) (e)	9,700		133,666
Cox Radio, Inc. (b) (e)	8,200		117,260
Entercom Communications Corp. (b)	9,100		262,717
Radio One, Inc. (b) (e)	28,060		331,108
Saga Communications, Inc. (b)	4,025		50,675
Spanish Broadcasting System, Inc. (b)	14,379		87,712
WorldSpace, Inc., Class A (b)	4,100		53,464

			1,055,980


2005 Annual Report		115

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Railroads (0.1%)
Florida East Coast Industries, Inc. (e)	8,560	$	373,130

Real Estate (0.3%)
Avatar Holdings, Inc. (b) (e)	1,592		90,187
California Coastal Communities, Inc. (b)	1,100		39,270
Consolidated-Tomoka Land Co.	1,580		94,073
Getty Realty Corp. (e)	4,135		112,679
Jones Lang LaSalle, Inc.	10,062		505,917
Tarragon Realty Investors, Inc. (b)	1,687		31,648
Trammell Crow Co. (b)	8,774		224,351

			1,098,125

Real Estate Investment Trusts (5.1%)
Aames Investment Corp.	11,400		68,286
Acadia Realty Trust	9,999		189,981
Affordable Residential Communities	10,900		108,891
Agree Realty Corp.	800		21,560
Alexandria Real Estate Equities, Inc.	6,931		560,371
American Campus Communities, Inc.	4,150		102,713
American Home Mortgage Investment Corp. (e)	9,355		252,866
Amli Residential Properties Trust (e)	7,501		283,913
Anthracite Capital, Inc. (e)	17,251		180,963
Arbor Realty Trust, Inc. (e)	3,780		99,641
Ashford Hospitality Trust	13,700		143,850
Bedford Property Investors, Inc.	6,250		140,313
Bimini Mortgage Management, Inc., Class A	7,480		74,052
BioMed Realty Trust, Inc.	11,638		291,066
Bluegreen Corp. (b) (e)	4,500		68,265
Boykin Lodging Co. (b)	8,200		90,446
Brandywine Realty Trust	18,086		495,556
Capital Automotive	12,466		481,437
Capital Lease Funding, Inc.	10,500		103,110
Capital Trust, Inc., Class A	2,108		64,547
Cedar Shopping Centers, Inc.	8,900		124,778
Colonial Properties Trust	11,912		520,674


	Shares or Principal Amount	Value

Real Estate Investment Trusts (continued)
Columbia Equity Trust, Inc.	4,900	$	71,883
Commercial Net Lease Realty (e)	14,105		273,355
Corporate Office Properties Trust	8,090		281,208
Correctional Properties Trust	2,700		75,870
Corrections Corporation of America (b) (e)	10,925		435,689
Cousins Properties, Inc.	10,902		322,045
CRIIMI MAC, Inc. (b)	2,600		50,934
Deerfield Triarc Capital Corp. (b)	8,900		115,433
DiamondRock Hospitality Co.	10,500		117,075
Digital Reality Trust, Inc.	4,900		93,982
EastGroup Properties, Inc.	7,110		310,707
ECC Capital Corp.	16,000		42,080
Education Realty Trust, Inc.	6,200		96,100
Entertainment Properties Trust	7,614		305,321
Equity Inns, Inc.	16,036		209,109
Equity Lifestyle Properties, Inc.	5,736		242,805
Equity One, Inc. (e)	8,835		207,181
Extra Space Storage, Inc. (e)	7,790		113,734
FelCor Lodging Trust, Inc. (b) (e)	14,800		220,816
Fieldstone Investment Co. (e)	13,700		139,877
First Industrial Realty Trust, Inc. (e)	13,802		560,775
First Potomac Realty Trust	4,700		119,098
Glenborough Realty Trust, Inc.	11,594		221,793
Glimcher Realty Trust	11,378		261,353
GMH Communities Trust	8,900		133,233
Government Properties Trust, Inc. (e)	10,180		92,434
Gramercy Capital Corp.	3,700		87,283
Heritage Property Investment	8,853		288,608
Hersha Hospitality Trust	9,800		96,040
Highland Hospitality Corp.	7,500		78,825
Home Properties of New York, Inc.	10,465		406,565
Impac Mortgage Holdings, Inc. (e)	22,228		223,169
Inland Real Estate Corp. (e)	17,140		244,245
Innkeepers USA Trust	11,061		172,552
Investors Real Estate Trust (e)	13,197		123,128
Jer Investors Trust, Inc.	4,300		73,315


116		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Real Estate Investment Trusts (continued)
Kilroy Realty Corp.	9,261	$	520,005
Kite Realty Group Trust	5,269		77,876
La Quinta Corp. (b)	53,867		449,789
LaSalle Hotel Properties (e)	8,796		311,290
Lexington Corporate Properties Trust (e)	13,685		298,059
LTC Properties, Inc.	4,640		95,074
Luminent Mortgage Capital, Inc. (e)	16,057		112,078
Maguire Properties, Inc.	10,735		322,050
Medical Properties Trust, Inc. (e)	4,500		40,230
MeriStar Hospitality Corp. (b) (e)	23,409		202,956
MFA Mortgage Investments, Inc.	24,274		139,576
Mid-America Apartment Communities, Inc. (e)	5,992		279,527
MortgageIT Holdings, Inc.	4,485		56,870
National Health Investors, Inc.	6,437		172,833
Nationwide Health Properties, Inc.	21,269		493,228
Newcastle Investment Corp. (e)	11,677		306,988
Northstar Realty Finance Corp.	1,800		17,028
Omega Healthcare Investors, Inc.	15,100		185,579
One Liberty Properties Inc.	400		7,500
Origen Financial, Inc.	4,900		35,133
Parkway Properties, Inc. (e)	4,902		230,443
Pennsylvania Real Estate Investment Trust	11,867		456,880
Post Properties, Inc. (e)	12,876		525,341
Prentiss Properties Trust	14,491		571,814
PS Business Parks, Inc.	3,945		183,600
Rait Investment Trust	8,168		216,942
Ramco-Gershenson Properties Trust	3,939		109,268
Redwood Trust, Inc. (e)	5,820		270,921
Saul Centers, Inc.	3,245		113,575
Saxon Capital, Inc. (e)	14,000		139,300
Senior Housing Properties Trust (e)	15,362		272,061
Sizeler Property Investors	5,225		60,715
Sovran Self Storage, Inc.	5,701		265,268


	Shares or Principal Amount	Value

Real Estate Investment Trusts (continued)
Spirit Finance Corp.	18,900	$	212,058
Strategic Hotel Capital, Inc.	14,652		248,937
Sun Communities, Inc. (e)	6,110		186,233
Sunstone Hotel Investors, Inc.	9,060		202,944
Tanger Factory Outlet Centers, Inc. (e)	8,222		221,090
Taubman Centers, Inc.	14,837		489,176
Town & Country Trust (e)	6,253		185,089
Trustreet Properties, Inc. (e)	16,227		243,892
U-Store-It Trust	8,000		166,880
Universal Health Realty Income Trust (e)	4,473		145,596
Urstadt Biddle Properties, Inc., Class A	5,980		99,148
Washington Real Estate Investment Trust (e)	11,329		338,171
Winston Hotels, Inc.	9,145		94,285

			21,748,195

Recreational Vehicles & Boats (0.1%)
Arctic Cat, Inc.	5,778		108,222
Thor Industries, Inc. (e)	10,228		333,740

			441,962

Research & Development (0.3%)
Albany Molecular Research, Inc. (b)	8,885		119,059
Antigenics, Inc. (b) (e)	8,550		44,204
Biosite, Inc. (b) (e)	5,571		307,686
Exponet, Inc. (b) (e)	2,100		60,522
Forrester Research, Inc. (b)	3,581		68,970
MGI PHARMA, Inc. (b) (e)	22,560		423,226
Neurogen Corp. (b) (e)	3,800		26,942
Senomyx, Inc. (b) (e)	4,600		65,550
Trimeris, Inc. (b) (e)	6,368		81,128

			1,197,287

Residential Building Construction (0.3%)
Ameron International Corp. (e)	3,500		149,625
Beacon Roofing Supply, Inc. (b)	3,840		104,678
BlueLinx Holdings, Inc.	3,580		43,461
Design Within Reach, Inc. (b)	6,543		52,802
Dycom Industries, Inc. (b) (e)	15,396		306,842


2005 Annual Report		117

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Residential Building Construction (continued)
Insituform Technologies, Inc. (b) (e)	9,382	$	168,501
M/I Schottenstein Homes, Inc. (e)	4,292		192,711
William Lyon Homes (b)	1,035		123,010

			1,141,630

Restaurants (1.0%)
AFC Enterprises, Inc.	8,100		93,960
BJ’s Restaurants, Inc. (b) (e)	2,700		58,590
Bob Evans Farms, Inc. (e)	12,184		273,043
Buffalo Wild Wings, Inc. (b)	2,900		79,576
California Pizza Kitchen, Inc. (b)	7,120		227,911
CKE Restaurants, Inc. (e)	14,762		187,773
Dave & Buster’s, Inc. (b) (e)	4,700		63,826
Denny’s Corp. (b) (e)	26,500		106,000
Domino’s Pizza, Inc.	7,600		181,792
IHOP Corp. (e)	6,360		300,319
Jack in the Box, Inc. (b)	10,805		320,909
Landry’s Restaurants, Inc. (e)	5,814		159,885
Lone Star Steakhouse & Saloon, Inc.	5,361		138,367
Luby’s, Inc. (b)	9,000		113,220
O’Charley’s, Inc. (b)	8,740		119,825
P.F. Chang’s China Bistro, Inc. (b) (e)	8,695		397,710
Papa John’s International, Inc. (b)	3,962		205,747
Ruby Tuesday, Inc. (e)	17,660		386,931
Ruth’s Chris Steak House, Inc. (b)	4,500		80,370
Steak n Shake Co. (The) (b) (e)	5,812		107,057
Texas Roadhouse, Inc., Class A (b) (e)	9,600		151,104
Triarc Cos., Inc. (e)	12,690		188,700

			3,942,615

Retail (3.2%)
1-800-FLOWERS.COM (b)	9,446		64,138
99 CENTS Only Stores (b) (e)	11,816		114,024
A.C. Moore Arts & Crafts, Inc. (b) (e)	4,980		68,525
Alexander’s, Inc. (b)	500		120,000
America’s Car-Mart, Inc. (b) (e)	2,686		43,406


	Shares or Principal Amount	Value

Retail (continued)
Asbury Automotive Group, Inc. (b)	1,300	$	21,970
Big 5 Sporting Goods Corp.	4,700		104,246
Big Lots, Inc. (b)	31,300		362,141
Blair Corp.	1,895		71,442
Blockbuster, Inc. (e)	61,680		281,261
Bon-Ton Stores, Inc. (The)	3,000		60,150
Build-A-Bear-Workshop, Inc. (b) (e)	3,900		93,444
Building Materials Holding Corp. (e)	4,368		371,324
Cabela’s Inc. (b) (e)	6,800		111,520
Cache, Inc. (b) (e)	5,100		81,396
Carter’s, Inc. (b)	4,924		310,951
Casey’s General Stores, Inc.	15,775		340,425
Cash America International, Inc.	8,754		191,362
Casual Male Retail Group, Inc. (b)	10,106		58,312
Cato Corp.	8,991		179,640
CEC Entertainment, Inc. (b)	10,748		363,390
Charlotte Russe Holding, Inc. (b)	5,236		92,258
Children’s Place Retail Store, Inc. (The) (b)	5,331		228,860
Christopher & Banks Corp. (e)	10,619		141,976
Citi Trends, Inc. (b)	2,700		77,301
Coldwater Creek, Inc. (b) (e)	10,172		274,542
Conn’s, Inc. (b) (e)	2,800		81,956
Cost Plus, Inc. (b) (e)	7,785		119,578
CSK Auto Corp. (b)	11,600		175,508
Digital Theater Systems, Inc. (b) (e)	4,512		73,094
Dress Barn, Inc. (b)	7,762		206,236
Fossil, Inc. (b) (e)	16,260		254,632
Fred’s, Inc. (e)	14,260		212,474
Genesco, Inc. (b) (e)	6,720		247,296
Group 1 Automotive, Inc. (b)	5,103		141,047
Guitar Center, Inc. (b) (e)	8,455		440,590
Gymboree Corp. (b) (e)	9,442		167,123
Haverty Furniture Co., Inc. (e)	3,400		41,616
Hibbet Sporting Goods, Inc. (b)	11,124		291,783
Insight Enterprises, Inc. (b)	14,362		294,708
J. Jill Group, Inc. (b) (e)	7,503		95,288


118		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Retail (continued)
Jo-Ann Stores, Inc. (b)	6,883	$	100,561
Linens ‘n Things, Inc. (b)	13,750		345,675
M&F Worldwide Corp. (b)	2,500		42,125
Movado Group, Inc.	3,762		65,948
Movie Gallery, Inc. (e)	8,707		60,601
New York & Co., Inc. (b)	2,100		28,350
Pantry, Inc. (The) (b)	5,600		216,664
PETCO Animal Supplies, Inc. (b)	18,440		350,544
Pier 1 Imports, Inc. (e)	25,400		262,128
RARE Hospitality International, Inc. (b) (e)	11,801		360,639
Regis Corp.	13,500		517,859
Rent-Way, Inc. (b) (e)	7,363		45,430
Restoration Hardware, Inc. (b)	7,700		45,661
Retail Ventures, Inc. (b)	2,700		28,053
Rush Enterprises, Inc. (b)	8,100		121,986
Sharper Image Corp. (b) (e)	4,865		49,574
ShopKo Stores, Inc. (b)	8,800		252,296
Smart & Final, Inc. (b) (e)	3,604		45,230
Sonic Automotive, Inc.	8,452		186,874
Sports Authority, Inc. (The) (b) (e)	7,680		213,811
Stein Mart, Inc.	6,333		116,211
Talbots, Inc.	5,500		143,495
TBC Corp. (b)	6,166		213,282
Too, Inc. (b)	10,132		287,850
Tractor Supply Co. (b) (e)	10,483		508,425
Trans World Entertainment Corp. (b)	6,305		40,226
Tuesday Morning Corp.	8,122		194,847
United Rentals, Inc. (b) (e)	21,665		423,984
Weis Markets, Inc.	4,183		159,581
WESCO International, Inc. (b)	9,620		382,395
West Marine, Inc. (b) (e)	5,262		71,405
Zale Corp. (b)	15,002		420,506
Zumiez, Inc. (b)	1,800		61,452

			13,434,601

Retail & Food & Drug (0.4%)
Arden Group, Inc., Class A	168		12,602
Ingles Markets, Inc., Class A (e)	5,152		83,050
Longs Drug Stores Corp.	8,268		344,858
Nash-Finch Co. (e)	4,560		141,634


	Shares or Principal Amount	Value

Retail & Food & Drug (continued)
Pathmark Stores, Inc. (b)	17,818	$	173,726
Ruddick Corp.	10,089		222,059
Spartan Stores, Inc. (b)	7,500		74,175
United Natural Foods, Inc. (b) (e)	12,972		364,642
Wild Oats Markets, Inc. (b) (e)	9,890		109,977

			1,526,723

Semiconductors (2.9%)
Actel Corp. (b)	8,974		125,187
Advanced Analogic Technologies, Inc. (b)	3,900		42,510
AMIS Holdings, Inc. (b)	9,500		105,830
Amkor Technology, Inc. (b) (e)	32,600		172,128
Applied Micro Circuits Corp. (b)	82,440		201,154
Asyst Technologies, Inc. (b) (e)	14,109		60,951
Atmel Corp. (b) (e)	115,220		283,441
ATMI, Inc. (b) (e)	9,657		263,733
August Technology Corp. (b)	6,500		66,040
Axcelis Technologies, Inc. (b)	29,663		129,034
Brooks Automation, Inc. (b)	22,978		269,072
Cirrus Logic, Inc. (b) (e)	22,547		147,908
COHU, Inc.	6,945		160,846
Conexant Systems, Inc. (b) (e)	131,940		255,964
Credence Systems Corp. (b) (e)	24,237		186,625
Cymer, Inc. (b) (e)	10,013		348,953
Cypress Semiconductor Corp. (b) (e)	38,980		530,129
Diodes, Inc. (b)	3,570		129,448
EMCORE Corp. (b) (e)	5,900		32,686
Emulex Corp. (b)	24,660		456,457
Entegris, Inc. (b)	34,519		336,905
Exar Corp. (b)	15,164		190,915
Fairchild Semiconductor International, Inc. (b)	33,040		508,817
FEI Co. (b) (e)	6,523		123,285
FormFactor, Inc. (b) (e)	8,437		207,719
Genesis Microchip, Inc. (b)	10,744		206,715
Integrated Device Technology, Inc. (b)	62,330		615,821
Ixia (b) (e)	7,936		100,152
IXYS Corp. (b)	5,302		54,292
Kopin Corp. (b) (e)	20,807		117,560


2005 Annual Report		119

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Semiconductors (continued)
Leadis Technology, Inc. (b)	3,600	$	18,792
LTX Corp. (b)	17,853		61,414
Mattson Technology, Inc. (b)	9,224		72,777
Microsemi Corp. (b)	18,258		423,038
Microtune, Inc. (b) (e)	12,200		47,092
MIPS Technologies, Inc. (b)	9,174		51,466
MKS Instruments, Inc. (b) (e)	9,623		181,586
Monolithic Power Systems (b)	2,200		28,226
Netlogic Microsystems, Inc. (b) (e)	4,400		86,064
OmniVision Technologies, Inc. (b)	18,328		236,248
ON Semiconductor Corp. (b)	37,408		173,573
Oplink Communications, Inc. (b) (e)	27,281		43,650
Optical Communication Products, Inc. (b)	1,817		3,561
OSI Systems, Inc. (b) (e)	5,376		89,242
Pericom Semiconductor Corp. (b)	6,300		50,022
Photronics Corp. (b)	10,492		188,856
Pixelworks, Inc. (b)	13,730		75,652
PMC-Sierra, Inc. (b)	50,660		359,686
PortalPlayer, Inc. (b) (e)	5,400		109,026
Power Integrations, Inc. (b) (e)	8,631		182,200
Rudolph Technologies, Inc. (b) (e)	3,800		46,284
Semitool, Inc. (b) (e)	4,318		39,337
Semtech Corp. (b)	24,100		363,428
Sigmatel, Inc. (b) (e)	10,520		143,177
Silicon Image, Inc. (b)	23,406		214,867
Silicon Laboratories, Inc. (b)	13,600		437,512
Silicon Storage Technology, Inc. (b) (e)	25,984		131,219
SiRF Technology Holdings, Inc. (b)	11,700		301,743
Skyworks Solutions Co. (b)	47,537		254,798
Supertex, Inc. (b)	3,080		112,851
Tessera Technologies, Inc. (b) (e)	12,248		341,719
Transwitch Corp. (b)	39,200		62,720
TriQuint Semiconductor, Inc. (b)	38,839		163,124
Ultratech Stepper, Inc. (b) (e)	8,650		119,197
Veeco Instruments, Inc. (b) (e)	8,942		142,088


	Shares or Principal Amount	Value

Semiconductors (continued)
Virage Logic Corp. (b)	1,600	$	12,528
Vitesse Semiconductor Corp. (b) (e)	64,588		106,570
Volterra Semiconductor Corp. (b) (e)	4,300		53,019
X-Rite, Inc. (e)	5,941		61,133

			12,019,762

Services (1.5%)
Advance America Cash Advance	19,000		230,850
Centers, Inc. (e)
Alderwoods Group, Inc. (b)	13,841		217,857
American Ecology Corp.	5,500		88,990
aQuantive, Inc. (b) (e)	16,899		365,863
Arbitron, Inc.	9,243		345,781
Clark, Inc.	4,200		64,260
Cogent, Inc. (b) (e)	8,100		215,055
Coinstar, Inc. (b) (e)	8,138		206,542
CyberGuard Corp. (b)	9,283		79,648
First Advantage Corp., Class A (b)	2,336		61,156
FTI Consulting, Inc. (b)	11,275		308,597
Geo Group, Inc. (The) (b)	2,600		56,784
Healthcare Services Group, Inc. (e)	9,900		184,536
Labor Ready, Inc. (b)	15,894		371,125
Manhattan Associates, Inc. (b)	9,440		209,662
MasTec, Inc. (b)	4,971		50,654
National Healthcare Corp.	1,300		46,800
NDCHealth Corp.	11,603		218,601
Odyssey Marine Exploration, Inc. (b)	6,100		19,337
Perini Corp. (b)	3,183		64,870
Perot Systems Corp., Class A (b) (e)	21,783		301,912
PHH Corp. (b)	17,220		484,399
Providence Service Corp. (b) (e)	1,400		43,218
Quanta Services, Inc. (b) (e)	32,968		378,802
Rollins, Inc.	8,461		160,928
Secure Computing Corp. (b) (e)	10,650		127,587
Sotheby’s Holdings, Inc. (b)	13,098		203,936
Source Interlink Cos., Inc. (b) (e)	11,884		120,979


120		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Services (continued)
Stewart Enterprises, Inc., Class A	29,472	$	150,307
Tetra Tech, Inc. (b) (e)	16,147		249,310
URS Corp. (b)	12,944		523,327
Vertrue, Inc. (b) (e)	1,900		71,535
Volt Information Sciences, Inc. (b)	1,505		28,294
Waste Services, Inc. (b)	11,500		43,010

			6,294,512

Steel (0.8%)
AK Steel Holding Corp. (b) (e)	32,500		227,175
Carpenter Technology Corp. (e)	6,851		413,115
Chaparral Steel Co. (b)	8,123		202,913
Maverick Tube Corp. (b) (e)	12,747		394,647
NS Group, Inc. (b)	5,786		200,253
Oregon Steel Mills, Inc. (b) (e)	10,491		266,366
Reliance Steel & Aluminum Co. (e)	8,928		509,075
Roanoke Electric Steel Corp. (e)	5,000		109,550
Ryerson Tull, Inc. (e)	8,674		175,128
Schnitzer Steel Industries, Inc. (e)	7,479		238,580
Steel Dynamics, Inc. (e)	12,975		401,836
Wheeling-Pittsburgh Corp. (b)	3,540		45,560

			3,184,198

Technology (1.6%)
American Reprographics Co. (b)	3,600		60,660
Benchmark Electronics, Inc. (b)	12,263		344,468
Black Box Corp.	5,782		231,974
CommScope, Inc. (b) (e)	15,917		310,700
Concur Technologies, Inc. (b) (e)	6,200		83,762
CTS Corp. (e)	10,837		127,660
Digi International, Inc. (b)	9,500		100,795
Dionex Corp. (b)	6,945		336,346
Excel Technology, Inc. (b)	2,519		65,872
Input/Output, Inc. (b) (e)	19,081		146,542
Intergraph Corp. (b) (e)	9,318		450,805
Kanbay International, Inc. (b)	6,000		87,480
KEMET Corp. (b)	24,206		167,506
Kronos, Inc. (b) (e)	9,697		444,704
Kulicke & Soffa Industries, Inc. (b) (e)	17,868		112,032


	Shares or Principal Amount	Value
Technology (continued)

Lattice Semiconductor Corp. (b)	31,645	$	138,605
Lionbridge Technologies, Inc. (b)	12,000		81,240
Medis Technologies, Inc. (b) (e)	5,777		97,458
Merge Technologies, Inc. (b)	6,760		155,953
Micros Systems, Inc. (b)	12,044		553,060
MTC Technologies, Inc. (b) (e)	3,962		128,012
Ness Technologies, Inc. (b)	5,075		46,132
Opsware, Inc. (b)	16,508		84,851
Orbital Sciences Corp. (b)	16,422		190,988
Plantronics, Inc.	13,640		407,154
Plexus Corp. (b)	13,134		232,078
Progress Software Corp. (b)	12,325		383,801
Sonic Solutions (b)	7,200		137,808
Symmetricom, Inc. (b) (e)	16,700		133,099
Varian Semiconductor Equipment Associates, Inc. (b)	11,676		441,586
Varian, Inc. (b)	11,069		407,007

			6,690,138

Telecommunications (1.8%)
ADTRAN, Inc.	20,640		624,359
Airspan Networks, Inc. (b) (e)	14,720		73,306
Alaska Communications Systems Holdings, Inc.	6,800		74,732
Align Technology, Inc. (b) (e)	17,892		132,043
Anaren Microwave, Inc. (b)	5,833		82,537
Applied Signal Technology, Inc. (e)	4,298		73,754
Arris Group, Inc. (b)	28,833		238,449
Broadwing Corp. (b) (e)	18,151		115,077
Centennial Communications Corp. (b)	4,400		65,164
Ciena Corp. (b) (e)	168,700		399,819
Cincinnati Bell, Inc. (b)	67,279		266,425
Commonwealth Telephone Enterprises, Inc. (e)	7,448		267,309
Comtech Telecommunications Corp. (b) (e)	6,310		242,052
Consolidated Communications Holdings, Inc.	5,700		75,582
CT Communications, Inc.	5,000		56,600
Ditech Communications Corp. (b) (e)	12,400		78,988


2005 Annual Report		121

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Common Stocks (continued)


	Shares or Principal Amount	Value

Telecommunications (continued)
Dobson Communications Corp. (b) (e)	37,540	$	273,667
Essex Corp (b)	6,000		107,820
FairPoint Communications, Inc.	10,500		143,535
Finisar Corp. (b) (e)	53,880		81,359
General Cable Corp. (b) (e)	11,700		190,125
General Communication, Inc. (b) (e)	19,248		184,973
Globetel Communications Corp. (b) (e)	10,600		21,306
Golden Telecom, Inc. (e)	5,215		151,496
IDT Corp. (b)	13,300		158,802
InfoSpace, Inc. (b)	10,634		267,126
InterVoice-Brite, Inc. (b) (e)	12,856		119,818
Iowa Telecommunications Services, Inc. (e)	8,800		145,200
JAMDAT Mobile, Inc. (b) (e)	4,000		73,680
Level 3 Communications, Inc. (b) (e)	213,640		619,556
Neon Communications, Inc. (c) (d) (b)	125		0
NeuStar, Inc., Class A (b)	8,600		263,160
North Pittsburgh Systems, Inc.	2,863		57,546
Premiere Global Services, Inc. (b) (e)	18,975		160,908
Price Communications Corp. (b)	13,537		206,033
RCN Corp. (b) (e)	5,300		107,590
Regent Communications, Inc. (b)	6,531		33,112
SBA Communications Corp. (b) (e)	21,900		323,463
Shenandoah Telecommunications Co. (e)	1,046		44,560
SureWest Communications (e)	4,000		112,160
Talk America Holdings, Inc. (b)	10,720		103,341
Telkonet, Inc. (b) (e)	14,700		71,883
UbiquiTel, Inc. (b)	24,600		212,544
UTStarcom, Inc. (b) (e)	30,000		165,600
Valor Communications Group, Inc.	9,180		116,861
Westell Technologies, Inc., Class A (b) (e)	21,929		103,066


	Shares or Principal Amount	Value

Telecommunications (continued)
XO Communications, Inc. (c) (d) (b)	5,400	$	0
Zhone Technologies, Inc. (b)	19,340		43,708

			7,530,194

Tire & Rubber (0.1%)
Bandag, Inc. (e)	3,187		135,448
Cooper Tire & Rubber Co.	21,173		289,223

			424,671

Tobacco (0.1%)
Alliance One International, Inc. (e)	25,721		64,045
Star Scientific, Inc. (b)	12,897		34,564
Universal Corp.	8,687		325,242
Vector Group Ltd. (e)	9,566		190,937

			614,788

Transportation Services (1.3%)
Abx Air, Inc. (b)	13,000		103,870
AMERCO, Inc. (e)	2,504		146,058
Arkansas Best Corp. (e)	8,880		344,189
Covenant Transport, Inc., Class A (b) (e)	5,103		54,347
Dynamex, Inc. (b) (e)	1,100		18,062
EGL, Inc. (b)	11,953		335,043
Forward Air Corp. (e)	8,451		299,588
Frozen Food Express Industries, Inc. (b) (e)	1,300		14,664
Genesee & Wyoming, Inc., Class A (b)	5,430		174,032
Greenbrier Cos., Inc. (e)	2,700		74,385
Gulfmark Offshore, Inc. (b) (e)	5,040		143,842
Heartland Express, Inc. (e)	14,485		286,079
Hornbeck Offshore Services, Inc. (b)	2,900		93,409
HUB Group, Inc., Class A (b) (e)	4,870		177,122
Interpool, Inc.	500		9,750
Kansas City Southern Industries, Inc. (b)	22,419		496,804
Kirby Corp. (b)	6,457		333,633
Knight Transportation, Inc. (e)	9,597		261,134
Maritrans, Inc.	3,800		113,316


122		Annual Report 2005

Common Stocks (continued)


	Shares or Principal Amount	Value

Transportation Services (continued)
Marten Transport Ltd. (b)	1,200	$	31,884
Offshore Logistics, Inc. (b)	6,900		234,600
Old Dominion Freight Line, Inc. (b)	6,053		214,216
P.A.M. Transportation Services, Inc. (b)	1,200		20,352
Pacer International, Inc.	9,354		241,801
Pegasus Solutions, Inc. (b) (e)	7,855		66,610
RailAmerica, Inc. (b) (e)	9,819		116,355
SCS Transportation, Inc. (b)	4,625		92,408
Sirva, Inc. (b) (e)	4,100		28,823
U.S. Xpress Enterprises, Inc. (b)	5,000		61,000
Universal Truckload Services, Inc. (b)	1,500		30,225
USA Truck, Inc. (b)	2,500		58,025
Werner Enterprises, Inc.	17,662		316,503
Wright Express Corp. (b)	11,200		241,696

			5,233,825

Utilities (1.3%)
ALLETE, Inc.	8,560		376,726
Black Hills Corp.	10,470		435,238
Calpine Corp. (b) (e)	160,540		382,085
Central Vermont Public Service Corp.	5,794		92,820
CH Energy Group, Inc. (e)	4,663		217,063
Covanta Holding Corp. (b)	30,070		348,511
Duquesne Light Holdings, Inc. (e)	23,624		394,285
Empire District Electric Co. (e)	8,081		163,236
FuelCell Energy, Inc. (b) (e)	14,943		130,901
Headwaters, Inc. (b) (e)	12,344		393,033
IDACORP, Inc.	12,914		372,827
Littlelfuse, Inc. (b)	6,331		155,173
MGE Energy, Inc. (e)	4,863		172,345
Northwestern Corp.	11,500		342,125
Otter Tail Co.	8,340		248,949
Pike Electric Corp. (b)	4,800		90,720
Sierra Pacific Resources (b)	36,644		474,539


	Shares or Principal Amount	Value

Utilities (continued)
Time Warner Telecom, Inc. (b) (e)	17,974	$	150,622
UIL Holdings Corp. (e)	4,428		219,186
UniSource Energy Corp.	10,989		351,318

			5,511,702

Warehousing (0.1%)
Mobile Mini, Inc. (b) (e)	4,912		229,292

Water (0.1%)
American States Water Co. (e)	4,901		153,598
California Water Service Group (e)	4,052		144,859
Connecticut Water Service, Inc.	1,211		30,263
Middlesex Water Co.	5,116		108,868
Southwest Water Co. (e)	8,700		119,451

			557,039

Wireless Equipment (0.4%)
Atheros Communications (b) (e)	7,100		61,557
Endwave Corp. (b) (e)	2,700		33,480
Glenayre Technologies, Inc. (b) (e)	24,900		93,873
InPhonic, Inc. (b) (e)	6,180		89,363
InterDigital Communications Corp. (b)	15,800		303,203
Novatel Wireless, Inc. (b) (e)	10,604		134,671
Powerwave Technologies, Inc. (b) (e)	29,105		326,268
SpectraLink Corp.	7,830		98,501
Syniverse Holdings, Inc. (b)	5,000		90,500
Universal Electronics, Inc. (b) (e)	3,656		63,358
USA Mobility, Inc. (b) (e)	8,749		218,812
ViaSat, Inc. (b) (e)	6,123		151,789
Wireless Facilities, Inc. (b) (e)	19,460		130,187

			1,795,562


Total Common Stocks			346,205,507


2005 Annual Report		123

Statement of Investments (Continued)

October 31, 2005

Gartmore Small Cap Index Fund (Continued)

Cash Equivalents (15.3%)


	Principal Amount		Value

Investments in repurchase agreements (Collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages, in a joint trading account at 3.90%, dated 10/31/05, due 11/01/05, repurchase price $63,496,622)	$	63,489,744	$	63,489,744


Total Cash Equivalents				63,489,744


Corporate Bonds (0.0%)
Construction & Building Materials (0.0%)
Brookfield Homes, 12.00%, 6/30/20		450		450


Total Corporate Bonds				450

Short-Term Securities Held as Collateral for

Securities Lending (26.8%)


	Principal Amount		Value

Pool of short-term securities for Gartmore Mutual Funds — note 2 (Securities Lending)	$	111,168,600	$	111,168,600


Total Short-Term Securities Held as Collateral for Securities Lending				111,168,600


Total Investments (Cost $482,383,815) (a) — 125.5%				520,864,301

Liabilities in excess of other assets — (25.5)%				(105,960,255	)


NET ASSETS — 100.0%			$	414,904,046

(a)

See notes to financial statements for tax unrealized appreciation (depreciation) of securities.

(b)

Denotes a non-income producing security.

(c)

Fair valued security.

(d)

Security has been deemed illiquid. The pricing committee has deemed the security to have zero value based upon procedures adopted by the Board Of Trustees.

(e)

All or part of the security was on loan as of October 31, 2005.

At October 31, 2005, the Fund’s open long futures contracts were as follows:


Number of Contracts	Long Contracts*	Expiration	Market Value Covered By Contracts		Unrealized Appreciation (Depreciation)
210	Russell 2000	12/16/05	$	68,166,000	$	(2,606,668	)

Cash pledged as collateral.

See notes to financial statements.


124		Annual Report 2005

Statements of Assets and Liabilities

October 31, 2005


	Gartmore Bond Index Fund			Gartmore International Index Fund			Gartmore Mid Cap Market Index Fund		Gartmore S&P 500 Index Fund			Gartmore Small Cap Index Fund
Assets:
Investments, at value (cost $1,903,153,897; $1,251,674,543; $917,624,229; $2,574,817,045; and $418,894,071; respectively)	$	1,878,072,189		$	1,490,057,474		$	1,036,426,807	$	2,766,032,315		$	457,374,557
Repurchase agreements, at cost and value		26,672,856			23,356,169			150,466,691		96,277,706			63,489,744

Total Investments		1,904,745,045			1,513,413,643			1,186,893,498		2,862,310,021			520,864,301

Cash		365			—			577		1,307,697			137,918
Cash collateral pledged for futures		—			17,545,472			5,953,500		5,339,250			2,808,000
Foreign currency, at value (cost $0; $8,436,061; $0; $0 and $0; respectively)		—			8,416,700			—		—			—
Interest and dividends receivable		15,293,149			1,897,555			915,595		2,717,624			422,389
Receivable for capital shares issued		1,682,723			2,168,042			1,273,827		3,352,380			575,504
Receivable for investments sold		—			—			448,821		—			40,898
Unrealized appreciation on forward foreign currency contracts		—			101,983			—		—			—
Receivable from adviser		45,610			76,408			55,606		125,886			10,860
Receivable for variation margin on futures contracts		—			853,210			2,779,786		858,914			1,446,791
Reclaims receivable		—			184,787			—		—			—
Prepaid expenses and other assets		15,567			13,339			11,343		20,095			2,367

Total Assets		1,921,782,459			1,544,671,139			1,198,332,553		2,876,031,867			526,309,028


Liabilities:
Payable to custodian		—			1,170,644			—		—			—
Distributions payable		375			—			—		—			—
Payable for investments purchased		162,932,748			—			3,280,213		—			—
Payable for capital shares redeemed		996,748			364,054			321,256		1,047,167			96,362
Unrealized depreciation on forward foreign currency contracts		—			176,307			—		—			—
Unrealized depreciation on open swap contracts		588,903			—			—		—			—
Payable for return of collateral received for securities on loan		243,805,654			180,683,964			185,502,716		187,378,599			111,168,600
Accrued expenses and other payables
Investment advisory fees		280,351			308,402			183,657		281,166			69,170
Fund administration and transfer agent fees		122,125			155,276			84,074		223,535			36,632
Distribution fees		9,258			8,848			32,120		83,592			14,441
Administrative servicing fees		7,316			6,002			17,128		104,699			11,220
Trustee fees		3,210			3,109			2,236		6,009			942
Other		9,172			16,958			21,280		60,710			7,615

Total Liabilities		408,755,860			182,893,564			189,444,680		189,185,477			111,404,982

Net Assets	$	1,513,026,599		$	1,361,777,575		$	1,008,887,873	$	2,686,846,390		$	414,904,046


Represented by:
Capital	$	1,541,329,162		$	1,089,222,850		$	842,543,775	$	2,500,592,416		$	359,424,338
Accumulated net investment income (loss)		866,187			(2,108,220	)		1,465,171		2,807,688			267,728
Accumulated net realized gains (losses) from investment, futures and foreign currency transactions		(3,498,139	)		36,030,178			48,910,331		(6,898,191	)		19,338,162
Net unrealized appreciation (depreciation) on investments, futures, swaps and translation of assets and liabilities denominated in foreign currencies		(25,670,611	)		238,632,767			115,968,596		190,344,478			35,873,818

Net Assets	$	1,513,026,599		$	1,361,777,575		$	1,008,887,873	$	2,686,846,390		$	414,904,046

See notes to financial statements.


2005 Annual Report		125

Statements of Assets and Liabilities (Continued)

October 31, 2005


	Gartmore Bond Index Fund			Gartmore International Index Fund			Gartmore Mid Cap Market Index Fund			Gartmore S&P 500 Index Fund			Gartmore Small Cap Index Fund
Net Assets:
Class A Shares	$	42,125,615		$	40,558,775		$	150,304,580		$	24,805,311		$	65,750,869
Class B Shares		217,526			395,925			884,018			5,707,020			444,173
Class C Shares		—			151,484			224,692			831,234			199,527
Institutional Class Shares		1,470,683,458			1,320,671,391			857,474,583			2,007,289,506			348,509,477
Service Class Shares		—			—			—			578,102,425			—
Institutional Service Class Shares		—			—			—			69,995,616			—
Local Fund Shares		—			—			—			115,278			—

Total	$	1,513,026,599		$	1,361,777,575		$	1,008,887,873		$	2,686,846,390		$	414,904,046


Shares outstanding (unlimited number of shares authorized):
Class A Shares		3,910,548			4,668,752			10,242,102			2,393,510			5,523,392
Class B Shares		20,192			46,197			60,948			552,598			37,580
Class C Shares		—			17,947			15,542			80,834			16,902
Institutional Class Shares		136,607,931			151,860,586			58,069,427			192,838,074			29,043,125
Service Class Shares		—			—			—			55,795,024			—
Institutional Service Class Shares		—			—			—			6,730,808			—
Local Fund Shares		—			—			—			11,053			—

Total		140,538,671			156,593,482			68,388,019			258,401,901			34,620,999


Net asset value and redemption price per share:
Class A Shares	$	10.77		$	8.69		$	14.68		$	10.36		$	11.90
Class B Shares (a)	$	10.77		$	8.57		$	14.50		$	10.33		$	11.82
Class C Shares (b)	$	—		$	8.44		$	14.46		$	10.28		$	11.80
Institutional Class Shares	$	10.77		$	8.70		$	14.77		$	10.41		$	12.00
Service Class Shares	$	—		$	—		$	—		$	10.36		$	—
Institutional Service Class Shares	$	—		$	—		$	—		$	10.40		$	—
Local Fund Shares	$	—		$	—		$	—		$	10.43		$	—

Maximum offering price per share (100%/100%-maximum sales charge) of net asset value adjusted to the nearest cent):
Class A Shares	$	11.43		$	9.22		$	15.58		$	10.99		$	12.63

Maximum Sales Charge — Class A Shares		5.75	%		5.75	%		5.75	%		5.75	%		5.75	%

(a)	For Class B shares, the redemption price per share varies by length of time shares are held.

(b)	For Class C shares, the redemption price per share is reduced by 1.00% for shares held less than one year.

See notes to financial statements.


126		Annual Report 2005

Statements of Operations

For the Year Ended October 31, 2005


	Gartmore Bond Index Fund			Gartmore International Index Fund			Gartmore Mid Cap Market Index Fund			Gartmore S&P 500 Index Fund			Gartmore Small Cap Index Fund
INVESTMENT INCOME:
Interest income	$	55,530,868		$	1,319,036		$	2,405,245		$	3,724,906		$	1,739,424
Dividend income (net of foreign witholding tax of $0; $3,055,350; $0; $0 and $0; respectively)		—			26,662,245			10,474,479			44,627,389			3,400,659
Income from securities lending		433,399			1,038,698			340,596			355,972			503,079

Total Income		55,964,267			29,019,979			13,220,320			48,708,267			5,643,162


Expenses:
Investment advisory fees		2,761,503			3,111,608			1,824,667			2,929,247			714,354
Fund administration and transfer agent fees		1,487,803			1,427,578			921,691			2,523,149			422,548
Distribution fees Class A		104,588			92,717			304,298			34,264			180,141
Distribution fees Class B		2,661			3,271			7,636			54,479			3,890
Distribution fees Class C		—			902			986			6,786			994
Distribution fees Service Class		—			—			—			856,730			—
Distribution fees Local Class		—			—			—			79			—
Administrative servicing fees Class A		62,749			54,527			169,718			3,807			108,101
Administrative servicing fees Service Class		—			—			—			1,404,048			—
Administrative servicing fees Institutional Service Class		—			—			—			176,217			—
Registration and filing fees		97,430			94,944			80,666			109,941			65,471
Trustee fees		51,314			47,082			33,387			94,195			14,450
Other		305,127			310,724			296,611			789,815			103,418

Total expenses before reimbursed expenses		4,873,175			5,143,353			3,639,660			8,982,757			1,613,367
Earnings credit (Note 5)		(11,457	)		(4,689	)		(5,547	)		(10,459	)		(2,258	)
Expenses reimbursed		(710,181	)		(756,273	)		(519,931	)		(1,108,994	)		(256,790	)

Total Expenses		4,151,537			4,382,391			3,114,182			7,863,304			1,354,319

Net Investment Income (Loss)		51,812,730			24,637,588			10,106,138			40,844,963			4,288,843


REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS:
Net realized gains (losses) on investment transactions		(708,614	)		26,181,765			38,346,130			(4,219,685	)		13,434,826
Net realized gains (losses) on future transactions		—			16,916,666			11,947,546			14,093,160			7,410,648
Net realized gains (losses) on foreign currency transactions		—			(2,940,305	)		—			—			—
Net realized gains (losses) on swap transactions		(881,271	)		—			—			—			—

Net realized gains (losses) on investment, futures and foreign currency transactions		(1,589,885	)		40,158,126			50,293,676			9,873,475			20,845,474
Net change in unrealized appreciation/depreciation on investments, futures, swaps and translation of assets and liabilities denominated in foreign currencies		(40,578,235	)		123,259,235			59,756,849			116,601,416			12,196,781

Net realized/unrealized gains (losses) on investments, futures and foreign currencies		42,168,120			163,417,361			110,050,525			126,474,891			33,042,255

CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	9,644,610		$	188,054,949		$	120,156,663		$	167,319,854		$	37,331,098

See notes to financial statements.


2005 Annual Report		127

Statements of Changes in Net Assets


	Gartmore Bond Index Fund						Gartmore International Index Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	55,530,868		$	28,396,698		$	24,637,588		$	12,496,942
Net realized gains (losses) on investment, futures and foreign currency transactions		(1,589,985	)		2,967,606			40,158,126			12,656,265
Net change in unrealized appreciation/depreciation on investments, futures, swaps and translation of assets and liabilities denominated in foreign currencies		(40,578,235	)		11,512,393			123,259,235			68,963,585

Change in net assets resulting from operations		9,644,610			42,876,697			188,054,949			94,116,792


Distributions to Class A Shareholders from:
Net investment income		(1,589,869	)		(1,379,130	)		(887,978	)		(311,725	)
Net realized gains on investments		(21,640	)		—			(372,809	)		(3,274	)

Distributions to Class B Shareholders from:
Net investment income		(8,494	)		(9,948	)		(6,059	)		(1,045	)
Net realized gains on investments		(138	)		—			(2,547	)		(24	)

Distributions to Class C Shareholders from:
Net investment income		—			—			(1,839	) (a)		—

Distributions to Institutional Class Shareholders from:
Net investment income		(51,119,187	)		(28,789,702	)		(30,547,982	)		(10,010,686	)
Net realized gains on investments		(539,426	)		—			(10,207,889	)		(77,718	)

Change in net assets from shareholder distributions		(53,278,754	)		(30,178,780	)		(42,027,103	)		(10,404,472	)

Change in net assets from capital transactions		563,405,652			456,683,198			326,357,828			429,465,827

Change in net assets		519,771,508			469,381,115			472,385,674			513,178,147

Net Assets:
Beginning of period		993,255,091			523,873,976			889,391,901			376,213,754

End of period	$	1,513,026,599		$	993,255,091		$	1,361,777,575		$	889,391,901

Accumulated net investment income (loss)	$	866,187		$	(15,084	)	$	(2,108,220	)	$	5,972,697

(a)	For the period from February 14, 2005 (commencement of operations) through October 31, 2005.

See notes to financial statements.


128		Annual Report 2005

Statements of Changes in Net Assets


	Gartmore Mid Cap Market Index Fund
	Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	10,106,138		$	3,699,561
Net realized gains (losses) on investment and futures transactions		50,293,676			17,269,819
Net change in unrealized appreciation/depreciation on investments and futures		59,756,849			17,534,939

Change in net assets resulting from operations		120,156,663			38,504,319


Distributions to Class A Shareholders from:
Net investment income		(986,365	)		(183,148	)
Net realized gains on investments		(1,521,298	)		(455,159	)

Distributions to Class B Shareholders from:
Net investment income		(1,707	)		—
Net realized gains on investments		(13,730	)		(3,534	)

Distributions to Class C Shareholders from:
Net investment income		(561	)		(7	)
Net realized gains on investments		(530	)		(229	)

Distributions to Institutional Class Shareholders from:
Net investment income		(8,089,901	)		(3,295,582	)
Net realized gains on investments		(11,631,944	)		(2,971,536	)

Change in net assets from shareholder distributions		(22,246,036	)		(6,909,195	)

Change in net assets from capital transactions		315,044,639			277,368,892

Change in net assets		412,955,266			308,964,016

Net Assets:
Beginning of period		595,932,607			286,968,591

End of period	$	1,008,887,873		$	595,932,607

Accumulated net investment income (loss)	$	1,465,171		$	437,567

See notes to financial statements.


2005 Annual Report		129

Statements of Changes in Net Assets


	Gartmore S&P 500 Index Fund						Gartmore Small Cap Index Fund

	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
FROM INVESTMENT ACTIVITIES:
Operations:
Net investment income (loss)	$	40,844,963		$	19,675,698		$	4,288,843		$	1,793,646
Net realized gains (losses) on investment transactions		9,873,475			(2,348,411	)		20,845,474			14,224,436
Net change in unrealized appreciation/depreciation on investments		116,601,416			98,975,299			12,196,781			4,487,848

Change in net assets resulting from operations		167,319,854			116,302,586			37,331,098			20,505,930


Distributions to Class A Shareholders from:
Net investment income		(229,328	)		(79,387	)		(639,517	)		(287,052	)
Net realized gains on investments		—			—			(2,760,397	)		(802,932	)

Distributions to Class B Shareholders from:
Net investment income		(47,910	)		(19,380	)		(1,102	)		(6	)
Net realized gains on investments		—			—			(14,014	)		(4,908	)

Distributions to Class C Shareholders from:
Net investment income		(6,857	)		(607	)		(466	)		(18	)
Net realized gains on investments		—			—			(1,577	)		(343	)

Distributions to Institutional Class Shareholders from:
Net investment income		(30,571,334	)		(13,237,951	)		(3,706,523	)		(1,326,145	)
Net realized gains on investments		—			—			(9,044,421	)		(1,892,332	)

Distributions to Service Class Shareholders from:
Net investment income		(8,422,320	)		(4,915,272	)		—			—

Distributions to Institutional Service Class Shareholders from:
Net investment income		(1,169,535	)		(759,266	)		—			—

Distributions to Local Fund Shareholders from:
Net investment income		(2,026	)		(1,378	)		—			—

Change in net assets from shareholder distributions		(40,449,310	)		(19,013,241	)		(16,168,017	)		(4,313,736	)

Change in net assets from capital transactions		707,220,071			656,502,224			120,267,223			114,765,029

Change in net assets		834,090,615			753,791,569			141,430,304			130,957,223

Net Assets:
Beginning of period		1,852,755,775			1,098,964,206			273,473,742			142,516,519

End of period	$	2,686,846,390		$	1,852,755,775		$	414,904,046		$	273,473,742

Accumulated net investment income (loss)	$	2,807,688		$	2,412,035		$	267,728		$	326,493

See notes to financial statements.


130		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Bond Index Fund


			Investment Activities					Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	10.08	0.57	0.93		1.50		(0.57	)	(0.08	)	(0.65	)	$	10.93	15.28%		$	9,693	0.81%		5.04%		1.12%		4.73%		150.27%
Year Ended October 31, 2002	$	10.93	0.47	0.05		0.52		(0.48	)	(0.01	)	(0.49	)	$	10.96	5.01%		$	38,447	0.72%		4.29%		0.84%		4.17%		124.75%
Year Ended October 31, 2003	$	10.96	0.34	0.09		0.43		(0.40	)	(0.01	)	(0.41	)	$	10.98	3.96%		$	42,292	0.71%		3.07%		0.82%		2.96%		139.66%
Year Ended October 31, 2004	$	10.98	0.36	0.17		0.53		(0.38	)	—		(0.38	)	$	11.13	4.94%		$	40,757	0.71%		3.25%		0.77%		3.19%		151.56%
Year Ended October 31, 2005	$	11.13	0.41	(0.34	)	0.07		(0.42	)	(0.01	)	(0.43	)	$	10.77	0.56%		$	42,126	0.71%		3.74%		0.77%		3.69%		153.31%

Class B Shares
Period Ended October 31, 2001 (d)	$	10.75	0.02	0.18		0.20		(0.02	)	—		(0.02	)	$	10.93	1.85%	(e)	$	10	1.41%	(f)	3.05%	(f)	1.63%	(f)	2.83%	(f)	150.27%
Year Ended October 31, 2002	$	10.93	0.41	0.05		0.46		(0.42	)	(0.01	)	(0.43	)	$	10.96	4.38%		$	28	1.33%		3.69%		1.44%		3.58%		124.75%
Year Ended October 31, 2003	$	10.96	0.29	0.07		0.36		(0.33	)	(0.01	)	(0.34	)	$	10.98	3.34%		$	256	1.31%		2.10%		1.41%		2.00%		139.66%
Year Ended October 31, 2004	$	10.98	0.30	0.17		0.47		(0.32	)	—		(0.32	)	$	11.13	4.32%		$	457	1.31%		2.70%		1.37%		2.65%		151.56%
Year Ended October 31, 2005	$	11.13	0.33	(0.33	)	(0.00	)	(0.35	)	(0.01	)	(0.36	)	$	10.77	(0.04%	)	$	218	1.31%		3.18%		1.37%		3.09%		153.31%

Institutional Class Shares
Year Ended October 31, 2001	$	10.09	0.63	0.91		1.54		(0.63	)	(0.08	)	(0.71	)	$	10.92	15.71%		$	45,750	0.31%		5.51%		1.10%		4.72%		150.27%
Year Ended October 31, 2002	$	10.92	0.52	0.05		0.57		(0.53	)	(0.01	)	(0.54	)	$	10.95	5.46%		$	185,141	0.31%		4.67%		0.45%		4.53%		124.75%
Year Ended October 31, 2003	$	10.95	0.39	0.09		0.48		(0.44	)	(0.01	)	(0.45	)	$	10.98	4.47%		$	481,326	0.31%		3.34%		0.42%		3.23%		139.66%
Year Ended October 31, 2004	$	10.98	0.41	0.17		0.58		(0.43	)	—		(0.43	)	$	11.13	5.36%		$	952,042	0.31%		3.69%		0.37%		3.63%		151.56%
Year Ended October 31, 2005	$	11.13	0.45	(0.34	)	0.11		(0.46	)	(0.01	)	(0.47	)	$	10.77	0.97%		$	1,470,683	0.31%		4.14%		0.37%		4.09%		153.31%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from October 12, 2001 (commencement of operations) through October 31, 2001.

(e)	Not annualized.

(f)	Annualized.

See notes to financial statements.


2005 Annual Report		131

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore International Index Fund


			Investment Activities					Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	8.65	0.08	(2.28	)	(2.20	)	(0.08	)	—		(0.08	)	$	6.37	(25.44%	)	$	10,877	0.86%		1.17%		3.97%		(1.94%	)	30.18%
Year Ended October 31, 2002	$	6.37	0.08	(1.06	)	(0.98	)	(0.08	)	—		(0.08	)	$	5.31	(15.65%	)	$	12,549	0.79%		1.15%		0.96%		0.98%		32.45%
Year Ended October 31, 2003	$	5.31	0.09	1.25		1.34		(0.10	)	—		(0.10	)	$	6.55	25.51%		$	16,404	0.75%		1.71%		0.88%		1.58%		7.71%
Year Ended October 31, 2004	$	6.55	0.10	1.07		1.17		(0.09	)	—	(g)	(0.09	)	$	7.63	18.01%		$	34,183	0.76%		1.57%		0.82%		1.51%		7.62%
Year Ended October 31, 2005	$	7.63	0.16	1.18		1.34		(0.20	)	(0.08	)	(0.28	)	$	8.69	17.83%		$	40,565	0.76%		1.81%		0.83%		1.75%		12.24%

Class B Shares
Year Ended October 31, 2001	$	8.62	0.04	(2.30	)	(2.26	)	(0.04	)	—		(0.04	)	$	6.32	(26.17%	)	$	59	1.46%		0.42%		7.41%		(5.53%	)	30.18%
Year Ended October 31, 2002	$	6.32	0.03	(1.04	)	(1.01	)	(0.05	)	—		(0.05	)	$	5.26	(16.12%	)	$	80	1.39%		0.64%		1.72%		0.31%		32.45%
Year Ended October 31, 2003	$	5.26	0.06	1.24		1.30		(0.08	)	—		(0.08	)	$	6.48	24.88%		$	105	1.36%		1.03%		1.48%		0.90%		7.71%
Year Ended October 31, 2004	$	6.48	0.06	1.05		1.11		(0.05	)	—	(g)	(0.05	)	$	7.54	17.21%		$	159	1.36%		0.98%		1.42%		0.92%		7.62%
Year Ended October 31, 2005	$	7.54	0.08	1.19		1.27		(0.16	)	(0.08	)	(0.24	)	$	8.57	17.17%		$	396	1.36%		1.14%		1.43%		1.07%		12.24%

Class C Shares
Period Ended October 31, 2005 (d)	$	8.27	0.09	0.19		0.28		(0.11	)	—		(0.11	)	$	8.44	3.63%	(e)	$	152	1.36%	(f)	1.57%	(f)	1.43%	(f)	1.50%	(f)	12.24%

Institutional Class Shares
Year Ended October 31, 2001	$	8.66	0.10	(2.29	)	(2.19	)	(0.10	)	—		(0.10	)	$	6.37	(25.28%	)	$	32,422	0.36%		1.42%		2.60%		(0.82%	)	30.18%
Year Ended October 31, 2002	$	6.37	0.09	(1.04	)	(0.95	)	(0.10	)	—		(0.10	)	$	5.32	(15.20%	)	$	119,502	0.36%		1.66%		0.56%		1.46%		32.45%
Year Ended October 31, 2003	$	5.32	0.11	1.25		1.36		(0.12	)	—		(0.12	)	$	6.56	25.90%		$	359,705	0.36%		1.99%		0.48%		1.87%		7.71%
Year Ended October 31, 2004	$	6.56	0.12	1.08		1.20		(0.12	)	—	(g)	(0.12	)	$	7.64	18.43%		$	855,050	0.36%		1.99%		0.42%		1.93%		7.62%
Year Ended October 31, 2005	$	7.64	0.18	1.19		1.37		(0.23	)	(0.08	)	(0.31	)	$	8.70	18.26%		$	1,320,858	0.36%		2.17%		0.43%		2.10%		12.24%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For period from February 14, 2005 (commencement of operations) through October 31, 2005.

(e)	Not annualized.

(f)	Annualized.

(g)	The amount is less than $0.005.

See notes to financial statements.


132		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Mid Cap Market Index Fund


			Investment Activities						Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	11.77	0.07		(1.50	)	(1.43	)	(0.08	)	(0.47	)	(0.55	)	$	9.79	(12.57%	)	$	9,028	0.81%		0.56%		1.27%		0.10%		119.76%
Year Ended October 31, 2002	$	9.79	0.04		(0.59	)	(0.55	)	(0.05	)	—		(0.05	)	$	9.19	(5.67%	)	$	19,002	0.73%		0.42%		0.83%		0.32%		15.82%
Year Ended October 31, 2003	$	9.19	0.04		2.68		2.72		(0.04	)	—		(0.04	)	$	11.87	29.72%		$	38,693	0.71%		0.48%		0.82%		0.37%		8.26%
Year Ended October 31, 2004	$	11.87	0.05		1.13		1.18		(0.04	)	(0.12	)	(0.16	)	$	12.89	10.07%		$	65,059	0.70%		0.50%		0.77%		0.44%		15.75%
Year Ended October 31, 2005	$	12.89	0.12		2.04		2.16		(0.11	)	(0.26	)	(0.37	)	$	14.68	16.94%		$	150,305	0.70%		0.90%		0.77%		0.84%		18.44%

Class B Shares
Period Ended October 31, 2001 (d)	$	11.62	—		(1.83	)	(1.83	)	—		(0.05	)	(0.05	)	$	9.74	(16.05%	)(f)	$	6	1.41%	(g)	(0.38%	)(g)	3.66%	(g)	(2.63%	)(g)	119.76%
Year Ended October 31, 2002	$	9.74	(0.01	)	(0.58	)	(0.59	)	(0.02	)	—		(0.02	)	$	9.13	(6.13%	)	$	86	1.32%		(0.16%	)	1.44%		(0.28%	)	15.82%
Year Ended October 31, 2003	$	9.13	(0.02	)	2.66		2.64		—		—		—		$	11.77	28.96%		$	295	1.31%		(0.13%	)	1.42%		(0.25%	)	8.26%
Year Ended October 31, 2004	$	11.77	(0.02	)	1.12		1.10		—		(0.12	)	(0.12	)	$	12.75	9.44%		$	657	1.31%		(0.10%	)	1.37%		(0.17%	)	15.75%
Year Ended October 31, 2005	$	12.75	0.03		2.01		2.04		(0.03	)	(0.26	)	(0.29	)	$	14.50	16.15%		$	884	1.31%		0.27%		1.38%		0.21%		18.44%

Class C Shares
Period Ended October 31, 2003 (e)	$	11.43	—		0.33		0.33		—		—		—		$	11.76	2.89%	(f)	$	21	1.31%	(g)	0.16%	(g)	1.71%	(g)	(0.24%	)(g)	8.26%
Year Ended October 31, 2004	$	11.76	(0.02	)	1.12		1.10		—		(0.12	)	(0.12	)	$	12.74	9.48%		$	26	1.31%		(0.10%	)	1.38%		(0.17%	)	15.75%
Year Ended October 31, 2005	$	12.74	0.02		2.01		2.03		(0.05	)	(0.26	)	(0.31	)	$	14.46	16.13%		$	225	1.31%		0.28%		1.39%		0.21%		18.44%

Institutional Class Shares
Year Ended October 31, 2001	$	11.80	0.10		(1.49	)	(1.39	)	(0.10	)	(0.47	)	(0.57	)	$	9.84	(12.17%	)	$	26,719	0.31%		1.08%		1.00%		0.39%		119.76%
Year Ended October 31, 2002	$	9.84	0.08		(0.58	)	(0.50	)	(0.09	)	—		(0.09	)	$	9.25	(5.19%	)	$	84,128	0.31%		0.84%		0.44%		0.71%		15.82%
Year Ended October 31, 2003	$	9.25	0.08		2.70		2.78		(0.08	)	—		(0.08	)	$	11.95	30.21%		$	247,960	0.31%		0.87%		0.42%		0.76%		8.26%
Year Ended October 31, 2004	$	11.95	0.11		1.13		1.24		(0.11	)	(0.12	)	(0.23	)	$	12.96	10.47%		$	530,191	0.31%		0.89%		0.37%		0.83%		15.75%
Year Ended October 31, 2005	$	12.96	0.17		2.06		2.23		(0.16	)	(0.26	)	(0.42	)	$	14.77	17.41%		$	857,475	0.31%		1.27%		0.38%		1.21%		18.44%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from May 25, 2001 (commencement of operations) through October 31, 2001.

(e)	For the period from October 22, 2003 (commencement of operations) through October 31, 2003.

(f)	Not annualized.

(g)	Annualized.

See notes to financial statements.


2005 Annual Report		133

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore S&P 500 Index Fund


			Investment Activities					Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)	Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	12.46	0.06	(3.17	)	(3.11	)	(0.06	)	(0.17	)	(0.23	)	$	9.12	(25.24%	)	$	3,237	0.63%		0.70%		1.03%		0.30%		1.85%
Year Ended October 31, 2002	$	9.12	0.09	(1.50	)	(1.41	)	(0.09	)	—		(0.09	)	$	7.62	(15.62%	)	$	3,942	0.52%		1.06%		0.61%		0.97%		3.06%
Year Ended October 31, 2003	$	7.62	0.10	1.41		1.51		(0.09	)	—		(0.09	)	$	9.04	20.03%		$	5,795	0.48%		1.28%		0.56%		1.21%		1.30%
Year Ended October 31, 2004	$	9.04	0.11	0.70		0.81		(0.11	)	—		(0.11	)	$	9.74	8.99%		$	7,822	0.50%		1.18%		0.54%		1.13%		1.71%
Year Ended October 31, 2005	$	9.74	0.15	0.64		0.79		(0.17	)	—		(0.17	)	$	10.36	8.11%		$	24,805	0.50%		1.49%		0.56%		1.43%		5.28%

Class B Shares
Year Ended October 31, 2001	$	12.42	0.01	(3.16	)	(3.15	)	(0.01	)	(0.17	)	(0.18	)	$	9.09	(25.65%	)	$	1,879	1.23%		0.11%		2.21%		(0.87%	)	1.85%
Year Ended October 31, 2002	$	9.09	0.03	(1.50	)	(1.47	)	(0.03	)	—		(0.03	)	$	7.59	(16.24%	)	$	2,423	1.23%		0.35%		1.39%		0.19%		3.06%
Year Ended October 31, 2003	$	7.59	0.04	1.41		1.45		(0.04	)	—		(0.04	)	$	9.00	19.14%		$	3,713	1.23%		0.54%		1.30%		0.47%		1.30%
Year Ended October 31, 2004	$	9.00	0.05	0.69		0.74		(0.04	)	—		(0.04	)	$	9.70	8.23%		$	4,820	1.23%		0.45%		1.27%		0.41%		1.71%
Year Ended October 31, 2005	$	9.70	0.09	0.63		0.72		(0.09	)	—		(0.09	)	$	10.33	7.45%		$	5,707	1.23%		0.90%		1.28%		0.86%		5.28%

Class C Shares
Period Ended October 31, 2003 (d)	$	8.83	—	0.18		0.18		—		—		—		$	9.01	2.04%	(e)	$	10	1.23%	(f)	0.48%	(f)	1.23%	(f)	0.48%	(f)	1.30%
Year Ended October 31, 2004	$	9.01	0.05	0.67		0.72		(0.06	)	—		(0.06	)	$	9.67	8.06%		$	250	1.23%		0.46%		1.27%		0.42%		1.71%
Year Ended October 31, 2005	$	9.67	0.08	0.64		0.72		(0.11	)	—		(0.11	)	$	10.28	7.44%		$	831	1.23%		0.71%		1.28%		0.65%		5.28%

Institutional Class Shares
Year Ended October 31, 2001	$	12.49	0.11	(3.17	)	(3.06	)	(0.11	)	(0.17	)	(0.28	)	$	9.15	(24.84%	)	$	107,955	0.23%		1.10%		0.29%		1.04%		1.85%
Year Ended October 31, 2002	$	9.15	0.11	(1.51	)	(1.40	)	(0.11	)	—		(0.11	)	$	7.64	(15.44%	)	$	235,333	0.23%		1.37%		0.33%		1.27%		3.06%
Year Ended October 31, 2003	$	7.64	0.11	1.43		1.54		(0.11	)	—		(0.11	)	$	9.07	20.39%		$	620,598	0.23%		1.52%		0.30%		1.45%		1.30%
Year Ended October 31, 2004	$	9.07	0.13	0.70		0.83		(0.13	)	—		(0.13	)	$	9.77	8.86%		$	1,247,061	0.23%		1.45%		0.27%		1.41%		1.71%
Year Ended October 31, 2005	$	9.77	0.19	0.64		0.83		(0.19	)	—		(0.19	)	$	10.41	8.55%		$	2,007,290	0.23%		1.86%		0.28%		1.81%		5.28%

Service Class Shares
Year Ended October 31, 2001	$	12.45	0.07	(3.17	)	(3.10	)	(0.07	)	(0.17	)	(0.24	)	$	9.11	(25.22%	)	$	233,943	0.63%		0.70%		0.69%		0.64%		1.85%
Year Ended October 31, 2002	$	9.11	0.08	(1.50	)	(1.42	)	(0.08	)	—		(0.08	)	$	7.61	(15.73%	)	$	266,515	0.63%		0.94%		0.72%		0.85%		3.06%
Year Ended October 31, 2003	$	7.61	0.09	1.41		1.50		(0.08	)	—		(0.08	)	$	9.03	19.89%		$	413,554	0.63%		1.14%		0.70%		1.06%		1.30%
Year Ended October 31, 2004	$	9.03	0.11	0.69		0.80		(0.10	)	—		(0.10	)	$	9.73	9.24%		$	523,127	0.63%		1.05%		0.67%		1.01%		1.71%
Year Ended October 31, 2005	$	9.73	0.16	0.62		0.78		(0.15	)	—		(0.15	)	$	10.36	8.06%		$	578,102	0.63%		1.51%		0.67%		1.47%		5.28%

Institutional Service Class Shares
Year Ended October 31, 2001	$	12.48	0.08	(3.17	)	(3.09	)	(0.08	)	(0.17	)	(0.25	)	$	9.14	(25.04%	)	$	35,097	0.48%		0.84%		0.54%		0.78%		1.85%
Year Ended October 31, 2002	$	9.14	0.09	(1.50	)	(1.41	)	(0.09	)	—		(0.09	)	$	7.64	(15.56%	)	$	41,498	0.48%		1.09%		0.57%		1.00%		3.06%
Year Ended October 31, 2003	$	7.64	0.10	1.42		1.52		(0.09	)	—		(0.09	)	$	9.07	20.11%		$	55,197	0.48%		1.29%		0.55%		1.21%		1.30%
Year Ended October 31, 2004	$	9.07	0.12	0.69		0.81		(0.11	)	—		(0.11	)	$	9.77	9.14%		$	69,569	0.48%		1.21%		0.52%		1.16%		1.71%
Year Ended October 31, 2005	$	9.77	0.18	0.62		0.80		(0.17	)	—		(0.17	)	$	10.40	8.29%		$	69,996	0.48%		1.68%		0.52%		1.63%		5.28%

Local Fund Shares
Year Ended October 31, 2001	$	12.48	0.07	(3.14	)	(3.07	)	(0.07	)	(0.17	)	(0.24	)	$	9.17	(24.91%	)	$	96	0.35%		0.94%		0.37%		0.92%		1.85%
Year Ended October 31, 2002	$	9.17	0.11	(1.52	)	(1.41	)	(0.10	)	—		(0.10	)	$	7.66	(15.47%	)	$	81	0.31%		1.25%		0.39%		1.17%		3.06%
Year Ended October 31, 2003	$	7.66	0.12	1.42		1.54		(0.11	)	—		(0.11	)	$	9.09	20.26%		$	97	0.30%		1.47%		0.37%		1.40%		1.30%
Year Ended October 31, 2004	$	9.09	0.14	0.69		0.83		(0.13	)	—		(0.13	)	$	9.79	8.85%		$	106	0.30%		1.38%		0.34%		1.34%		1.71%
Year Ended October 31, 2005	$	9.79	0.20	0.63		0.83		(0.19	)	—		(0.19	)	$	10.43	8.45%		$	115	0.30%		1.85%		0.35%		1.80%		5.28%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from October 22, 2003 (commencement of operations) through October 31, 2003.

(e)	Not annualized.

(f)	Annualized.

See notes to financial statements.


134		Annual Report 2005

Financial Highlights

Selected Data for Each Share of Capital Outstanding

Gartmore Small Cap Index Fund


			Investment Activities						Distributions										Ratios/Supplemental Data
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Net Realized Gains		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2001	$	9.67	0.07		(1.32	)	(1.25	)	(0.08	)	—		(0.08	)	$	8.34	(12.95%	)	$	4,098	0.79%		0.75%		1.64%		(0.10%	)	50.19%
Year Ended October 31, 2002	$	8.34	0.05		(1.07	)	(1.02	)	(0.05	)	—		(0.05	)	$	7.27	(12.29%	)	$	11,079	0.71%		0.71%		0.97%		0.45%		34.77%
Year Ended October 31, 2003	$	7.27	0.05		2.98		3.03		(0.05	)	—		(0.05	)	$	10.25	41.89%		$	42,343	0.69%		0.61%		0.83%		0.47%		25.63%
Year Ended October 31, 2004	$	10.25	0.06		1.06		1.12		(0.05	)	(0.17	)	(0.22	)	$	11.15	11.08%		$	62,688	0.69%		0.56%		0.77%		0.48%		24.10%
Year Ended October 31, 2005	$	11.15	0.10		1.20		1.30		(0.10	)	(0.45	)	(0.55	)	$	11.90	11.67%		$	65,751	0.69%		0.90%		0.77%		0.82%		24.14%

Class B Shares
Period Ended October 31, 2002 (d)	$	8.84	0.03		(1.59	)	(1.56	)	(0.03	)	—		(0.03	)	$	7.25	(17.68%	)(f)	$	89	1.29%	(g)	0.15%	(g)	1.55%	(g)	(0.11%	)(g)	34.77%
Year Ended October 31, 2003	$	7.25	—		2.97		2.97		(0.01	)	—		(0.01	)	$	10.21	40.98%		$	249	1.29%		0.04%		1.44%		(0.11%	)	25.63%
Year Ended October 31, 2004	$	10.21	(0.01	)	1.05		1.04		—		(0.17	)	(0.17	)	$	11.08	10.28%		$	424	1.29%		(0.04%	)	1.37%		(0.12%	)	24.10%
Year Ended October 31, 2005	$	11.08	0.03		1.19		1.22		(0.03	)	(0.45	)	(0.48	)	$	11.82	10.98%		$	444	1.29%		0.28%		1.37%		0.21%		24.14%

Class C Shares
Period Ended October 31, 2003 (e)	$	9.91	—		0.29		0.29		—		—		—		$	10.20	2.93%	(f)	$	21	1.29%	(g)	0.07%	(g)	1.38%	(g)	(0.02%	)(g)	25.63%
Year Ended October 31, 2004	$	10.20	—		1.06		1.06		(0.01	)	(0.17	)	(0.18	)	$	11.08	10.48%		$	39	1.29%		(0.04%	)	1.37%		(0.12%	)	24.10%
Year Ended October 31, 2005	$	11.08	0.03		1.19		1.22		(0.05	)	(0.45	)	(0.50	)	$	11.80	10.99%		$	200	1.29%		0.23%		1.37%		0.16%		24.14%

Institutional Class Shares
Year Ended October 31, 2001	$	9.70	0.11		(1.32	)	(1.21	)	(0.11	)	—		(0.11	)	$	8.38	(12.54%	)	$	11,366	0.29%		1.30%		1.94%		(0.35%	)	50.19%
Year Ended October 31, 2002	$	8.38	0.08		(1.06	)	(0.98	)	(0.08	)	—		(0.08	)	$	7.32	(11.80%	)	$	33,247	0.29%		1.14%		0.58%		0.85%		34.77%
Year Ended October 31, 2003	$	7.32	0.08		3.00		3.08		(0.08	)	—		(0.08	)	$	10.32	42.49%		$	99,904	0.29%		1.04%		0.44%		0.89%		25.63%
Year Ended October 31, 2004	$	10.32	0.10		1.09		1.19		(0.10	)	(0.17	)	(0.27	)	$	11.24	11.51%		$	210,322	0.29%		0.97%		0.37%		0.88%		24.10%
Year Ended October 31, 2005	$	11.24	0.15		1.21		1.36		(0.15	)	(0.45	)	(0.60	)	$	12.00	12.11%		$	348,509	0.29%		1.28%		0.37%		1.21%		24.14%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from November 29, 2001 (commencement of operations) through October 31, 2002.

(e)	For the period from October 22, 2003 (commencement of operations) through October 31, 2003.

(f)	Not annualized.

(g)	Annualized.

See notes to financial statements.


2005 Annual Report		135

Notes to Financial Statements

October 31, 2005

1. Organization

Gartmore Mutual Funds (the “Trust”) is an open-end management investment company, organized under the laws of Delaware by an amended and restated Agreement and Declaration of Trust, dated October 28, 2004, as amended to date. Prior to January 25, 2002, the Trust was named “Nationwide Mutual Funds”. The Trust was originally created under the laws of Ohio as an Ohio business trust pursuant to a Declaration of Trust dated, as of October 30, 1997, as subsequently amended, and redomesticated as a Delaware Statutory Trust on February 28, 2005, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The redomestication was a change in statutory status and did not affect the operations of the Trust. As of October 31, 2005, the Trust had authorized an unlimited number of shares of beneficial interest (“shares”) without par value. The Trust operates forty-six (46) separate series, or mutual funds, each with its own investment objectives and strategies. This report contains the financial statements and financial highlights of the five (5) funds listed below (individually, a “Fund”; collectively, the “Funds”):

- Gartmore Bond Index Fund (“Bond Index”)

- Gartmore International Index Fund (“International Index”)

- Gartmore Mid Cap Market Index Fund (“Mid Cap Market Index”)

- Gartmore S&P 500 Index Fund (“S&P 500 Index”)

- Gartmore Small Cap Index Fund (“Small Cap Index”)

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, the Trust has entered into Indemnification Agreements with its Trustees and certain of its Officers. Trust Officers receive no compensation from the Trust for serving as its Officers. In addition, in the normal course of business, the Trust enters into contracts with its vendors and others that provide for general indemnifications. The Trust’s maximum liability under these arrangements is unknown, as this would involve future claims that may be made against the Trust. Based on experience however, the Trust expects that risk of loss to be remote.

2. Summary of Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Funds in the preparation of their financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income and expenses for the period. Actual results could differ from those estimates.

(a)

Security Valuation

Securities for which market quotations are readily available are valued at current market value as of “Valuation Time.” Valuation Time is as of the close of regular trading on the New York Stock Exchange (usually 4 p.m. Eastern time). Equity securities are valued at the last quoted sale price or, if there is no sale price, the last quoted bid price provided by an independent pricing service approved by the Trust’s Board of Trustees. Securities traded on NASDAQ are valued at the NASDAQ Official Closing Price. Prices are taken from the primary market or exchange in which each security trades. Prices are taken from the primary market or exchange in which each security trades. Most securities listed on a foreign exchange are valued either at fair value (see description below) or at the last sale price at the close of the exchange on which the security is principally traded. Foreign securities, currencies, and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the exchange rate of said currencies against the U.S. Dollar, as of Valuation Time, as provided by an independent pricing service approved by the Board of Trustees.

Debt and other fixed income securities (other than short-term obligations) are valued at the last quoted bid price and/or by using a combination of daily quotes and matrix evaluations provided by an independent pricing service, the use of which has been approved by the Trust’s Board of Trustees. Short-term debt securities such as commercial paper and U.S. Treasury Bills having a remaining maturity of 60 days or less at the time of purchase are considered to be “short-term” and are valued at amortized cost which approximates market value.


136		Annual Report 2005

Securities for which market quotations are not readily available, or for which an independent pricing service does not provide a value or provides a value that does not represent fair value in the judgment of the Funds’ investment adviser or designee, are valued at fair value under procedures approved by the Trust’s Board of Trustees. The “Fair Value” of these securities is determined in good faith by taking into account relevant factors and surrounding circumstances. Methods utilized to obtain a “Fair Value” may include the following non-exclusive list of SEC acceptable methods: (i) a multiple of earnings; (ii) the discount from market value of a similar, freely traded security; (iii) the yield-to-maturity for debt issues; or (iv) a consolidation of the methods. The Gartmore Fair Value Committee considers a non-exclusive list of factors to arrive at the appropriate method of determining “Fair Value.” For example, fair value determinations are required for securities whose value is affected by a “significant” event that materially affects the value of a domestic or foreign security which occurs subsequent to the time of the close of the principal market on which such domestic or foreign security trades and before the Valuation Time (i.e., a “subsequent event”). Typically, this will involve events occurring after the close of a foreign market on which a security trades and before the next Valuation Time.

The Funds holding foreign equity securities (the “Foreign Equity Funds”) value foreign securities at fair value in the circumstances described below. Generally, trading in foreign securities markets is completed each day at various times prior to the Valuation Time. Due to the time differences between the closings of the relevant foreign securities exchanges and the Valuation Time for the Foreign Equity Funds, the Foreign Equity Funds will fair value their foreign investments when it is determined that the market quotations for the foreign investments either are not readily available or are unreliable and, therefore, do not represent fair value. When the fair value prices are utilized, these prices will attempt to reflect the impact of the U.S. financial markets’ perceptions and trading activities on the Foreign Equity Funds’ foreign investments since the last closing prices of the foreign investments were calculated on their primary foreign securities markets or exchanges. For these purposes, the Board of Trustees of the Trust has determined that movements in relevant indices or other appropriate market indicators, after the close of the foreign securities exchanges, may demonstrate that market quotations are unreliable, and may trigger fair value pricing for certain securities. Consequently, fair valuation of portfolio securities may occur on a daily basis. In determining fair value prices, the Trust utilizes data furnished by an independent pricing service (and that data draws upon, among other information, the market values of foreign investments). The fair value prices of portfolio securities generally will be used when it is determined that the use of these prices will have a material impact on the net asset value of a Foreign Equity Fund. When a Foreign Equity Fund uses fair value pricing, the values assigned to the Foreign Equity Fund’s foreign investments may not be the quoted or published prices of the investments on their primary markets or exchanges.

(b)

Repurchase Agreements

The Funds may enter into repurchase agreements with an entity which is a member of the Federal Reserve System or which is a “primary dealer” (as designated by the Federal Reserve Bank of New York) in U.S. Government obligations. The repurchase price generally equals the price paid by a Fund plus interest negotiated on the basis of current short-term rates, which may be more or less than the rate on the underlying portfolio securities. The seller under a repurchase agreement is required to maintain the value of the collateral held pursuant to the agreement at a market value equal to or greater than the repurchase price (including accrued interest). Collateral subject to repurchase agreements is held by the Funds’ custodian or another qualified sub-custodian or in the Federal Reserve/ Treasury book-entry system. If the counterparty defaults and the fair value of the collateral declines, realization of the collateral by the Funds may be delayed or limited. The Funds may transfer uninvested cash balances into a pooled cash account. These balances are invested in one or more repurchase agreements, which are fully collateralized by U.S. Government Agencies and U.S. Government Agency Mortgages with the counterparties of CS First Boston and Nomura Securities.

(c)

Foreign Currency Transactions


2005 Annual Report		137

Notes to Financial Statements (Continued)

October 31, 2005

and sales of securities, and income and expenses are translated at the prevailing rate of exchange on the respective date of these transactions. The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from fluctuations arising from changes in market prices of securities held. These fluctuations are included with the net realized and unrealized gain or loss from investments and foreign currencies.

(d)

Risks Associated with Foreign Securities and Currencies

(e)

Forward Foreign Currency Contracts

Certain Funds may enter into forward foreign currency exchange contracts in connection with planned purchases or sales of securities or to hedge the U.S. dollar value of portfolio securities denominated in a particular currency. The Funds could be exposed to risks if the counterparties to the contracts are unable to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar. The forward foreign currency contracts are adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized gains or losses until the contract settlement date.

(f)

Futures Contracts

(g)

Swap Contracts

The Funds may engage in swap contracts in order to obtain a desired return at a lower cost than if the Funds had invested directly in the asset that yielded the desired return. Unrealized gains are reported as an asset and unrealized losses are reported as a liability on the Statement of Assets and Liabilities. The change in unrealized gains or losses on swap contracts is reported as unrealized gains or losses in the Statement of Operations. A realized gain or loss is


138		Annual Report 2005

recorded upon termination of swap contracts. Swap contracts are stated at fair value. Notional principal amounts are used to express the extent of involvement in these contracts, but the amounts potentially subject to credit risk are much smaller.

At October 31, 2005, Bond Index’s open swap contracts were as follows:


Description	Expiration Date	Underlying Notional Value		Unrealized Appreciation (Depreciation)
Index Swap with Morgan Stanley Capital Services Inc., Pays net of the total return of the Lehman Brothers CMBS Investment Grade plus 100 bps minus Libor less 15 bps. Gartmore Bond Index Fund receives positive pays negative	12/31/05	$	54,000,000	$	(588,903	)

(h)

Mortgage Dollar Rolls

Certain Funds may enter into mortgage “dollar rolls” in which a Fund sells mortgage-backed securities for delivery in the current month and simultaneously contracts to repurchase substantially similar (same type, coupon and maturity) securities on a specified future date. Mortgage dollar rolls are referred to as TBA’s on the Statement of Investments of the applicable Funds. During the roll period, the Fund foregoes principal and interest paid on the mortgage-backed securities. The Fund is compensated by fee income or the difference between the current sales price and the lower forward price for the future purchase. Such compensation is amortized over the life of the dollar roll and included in investment income on the Statement of Operations. Mortgage dollar rolls are valued at the last quoted bid price and/or by using a combination of daily quotes and matrix evaluations provided by an independent pricing service, the use of which has been approved by the Fund’s Board of Trustees.

(i)

Security Transactions and Investment Income

(j)

Securities Lending


2005 Annual Report		139

Notes to Financial Statements (Continued)

October 31, 2005

The cash collateral received by the Funds at October 31, 2005, was pooled and invested in the following:


Security Type	Issuer Name	Value		Maturity Rate		Maturity Date
Bank Note — Floating Rate	U.S. Bank N.A.	$	36,978,777	3.85	%	11/02/05
Funding Agreement — GIC	GE Life and Annuity		22,800,000	4.05	%	11/14/05
Funding Agreement — GIC	General Electric Capital Corp.		9,000,000	3.95	%	12/15/05
Funding Agreement — GIC	ING USA		25,000,000	3.87	%	11/18/05
Funding Agreement — GIC	Protective Life Insurance Company		25,000,000	4.36	%	01/30/06
Master Note — Floating	Bank of America Corp.		7,500,000	4.14	%	11/01/05
Master Note — Floating	CDC Financial Product Inc.		106,900,000	4.16	%	11/01/05
Master Note — Floating	Citigroup Global Markets Inc.		56,300,000	4.13	%	11/01/05
Master Note — Floating	Goldman Sachs Group LP		50,000,000	3.92	%	11/02/05
Master Note — Floating	Merrill Lynch Mortgage Capital		47,000,000	4.16	%	11/01/05
Medium Term Note — Floating	Deutsche Bank Financial		15,000,000	4.19	%	11/01/05
Medium Term Note — Floating	General Electric Capital Corp.		19,464,025	3.79	%	12/08/05
Medium Term Note — Floating	ISLANDSBANKI HF Corp.		20,500,000	4.08	%	11/22/05
Medium Term Note — Floating	Nationwide Building Society		22,214,017	4.22	%	01/23/06
Medium Term Note — Floating	Northern Rock PLC		1,000,000	3.84	%	12/09/05
Medium Term Note — Floating	Pacific Life Global Funding		29,996,059	4.27	%	01/26/06
Medium Term Note — Floating	Royal Bank of Scotland Group PLC		25,000,000	4.02	%	12/30/05
Medium Term Note — Floating	Sigma Finance Inc.		4,610,244	3.83	%	11/01/05
Medium Term Note — Floating	Tango Finance Corp.		5,997,651	3.89	%	11/01/05
Repurchase Agreement	Normura Securities		325,785,300	4.05	%	11/01/05
Yankee Certificates of Deposits — Floating	Canadian Imperial Bank NY		33,495,760	4.28	%	11/01/05
Yankee Certificates of Deposits — Floating	Natexis Banques Populaires NY		18,997,700	4.32	%	11/01/05

Information on the investment of cash collateral is shown in the Statement of Investments.

As of October 31, 2005, the following Funds had securities with the following values on loan:


Fund	Value of Loaned Securities		Value of Collateral*
Bond Index	$	387,200,047	$	395,178,573
International Index		172,518,995		180,683,964
Mid Cap Market Index		185,300,812		185,502,716
S&P 500 Index		186,074,150		187,378,599
Small Cap Index		110,818,393		111,169,660

Includes securities and cash collateral

(k)

Distributions to Shareholders

Net investment income, if any, is declared daily and paid monthly for the Bond Index Fund and is declared and paid quarterly for all other Funds. For all Funds, distributable net realized capital gains, if any, are declared and distributed at least annually.


140		Annual Report 2005

reclassified within the capital accounts based on their nature for federal income tax purposes; temporary differences do not require reclassification. These reclassifications have no effect upon the net asset value of the respective Funds. To the extent distributions exceed current and accumulated earnings and profits for federal income tax purposes, these excesses are reported as distributions of paid-in-capital.

(l)

Federal Income Taxes

It is the policy of each Fund to qualify or continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined in applicable sections of the Internal Revenue Code, and to make distributions of net investment income and net realized capital gains sufficient to relieve the Fund from all, or substantially all, federal income taxes.

(m)

Allocation of Expenses, Income, and Gains and Losses

Expenses directly attributable to a Fund are charged to that Fund. Expenses not directly attributable to a Fund are allocated proportionately among various or all Funds within the Trust. For the Equity Funds, the method for allocating income, fund level expenses, and realized and unrealized gains or losses is based on the fair value of shares outstanding relative to net assets. Under this method, each class of shares participates based on the total net asset value of that class’s shares in proportion to the total net assets of the Fund. For the Bond Funds, the allocation method used is based on the fair value of settled shares outstanding. Under this method, earnings are allocated based on the fair value of settled shares. Expenses specific to a class (such as rule 12b-1 and administrative services fees) are charged to that class.

(n)

Capital Share Transactions

Transactions in capital shares of the Funds were as follows:


	Bond Index						International Index
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (a)	$	11,921,461		$	13,347,490		$	26,347,086		$	42,445,138
Dividends reinvested		1,766,838			1,350,691			1,249,230			310,013
Cost of shares redeemed		(10,926,951	)		(16,812,393	)		(26,127,338	)		(28,400,557	)

		2,761,348			(2,114,212	)		1,468,978			14,354,594


Class B Shares
Proceeds from shares issued (a)		86,753			222,398			235,088			75,346
Dividends reinvested		9,945			7,736			7,847			1,045
Cost of shares redeemed		(326,869	)		(35,062	)		(46,512	)		(42,325	)

		(230,171	)		195,072			196,423			34,066


Class C Shares
Proceeds from shares issued (a)		—			—			150,474	(b)		—
Dividends reinvested		—			—			945	(b)		—
Cost of shares redeemed		—			—			(2,509	)(b)		—

		—			—			148,910			—


Institutional Class Shares
Proceeds from shares issued (a)		561,634,706			509,207,305			477,687,940			461,901,238
Dividends reinvested		55,627,987			26,390,060			40,755,707			10,088,380
Cost of shares redeemed		(56,388,218	)		(76,995,027	)		(193,900,130	)		(56,912,451	)

		560,874,475			458,602,338			324,543,517			415,077,167

Change in net assets from capital transactions	$	563,405,652		$	456,683,198		$	326,357,828		$	429,465,827

(a)	Includes redemption fees, if any.

(b)	For the period from February 14, 2005 (commencement of operations) through October 31, 2005.


2005 Annual Report		141

Notes to Financial Statements (Continued)

October 31, 2005


	Bond Index				International Index
	Year Ended October 31, 2005		Year Ended October 31, 2004		Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	1,083,235		1,210,795		3,186,846		5,890,638
Reinvested	160,606		122,641		150,754		42,652
Redeemed	(994,100	)	(1,523,237	)	(3,149,382	)	(3,956,219	)

	249,741		(189,801	)	188,218		1,977,071


Class B Shares
Issued	7,897		20,196		29,541		10,681
Reinvested	902		702		962		146
Redeemed	(29,622	)	(3,184	)	(5,414	)	(5,909	)

	(20,823	)	17,714		25,089		4,918


Class C Shares
Issued	—		—		18,137	(a)	—
Reinvested	—		—		118	(a)	—
Redeemed	—		—		(308	)(a)	—

	—		—		17,947		—


Institutional Class Shares
Issued	51,110,919		46,269,303		57,463,660		63,612,835
Reinvested	5,061,735		2,398,550		4,907,293		1,388,539
Redeemed	(5,130,492	)	(6,954,345	)	(22,470,829	)	(7,893,235	)

	51,042,162		41,713,508		39,900,124		57,108,139

Total change in shares	51,271,080		41,541,421		40,131,378		59,090,128

(a)	For the period from February 14, 2005 (commencement of operations) through October 31, 2005.


142		Annual Report 2005


	Mid Cap Market Index						S&P 500 Index
	Year Ended October 31, 2005			Year Ended October 31, 2004			Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (a)	$	98,144,558		$	43,015,880		$	22,204,730		$	3,841,704
Dividends reinvested		2,318,171			629,448			220,161			76,060
Cost of shares redeemed		(28,200,639	)		(21,026,712	)		(5,798,251	)		(2,337,539	)

		72,262,090			22,618,616			16,626,640			1,580,225


Class B Shares
Proceeds from shares issued (a)		227,014			404,383			1,517,492			1,646,256
Dividends reinvested		14,359			3,504			35,761			15,986
Cost of shares redeemed		(106,040	)		(74,493	)		(984,230	)		(837,720	)

		135,333			333,394			569,023			824,522


Class C Shares
Proceeds from shares issued (a)		252,062			2,986			1,256,656			237,978
Dividends reinvested		648			229			2,602			573
Cost of shares redeemed		(61,173	)		—			(693,175	)		(1,200	)

		191,537			3,215			566,083			237,351


Institutional Class Shares
Proceeds from shares issued (a)		286,440,128			293,159,004			749,189,581			736,845,278
Dividends reinvested		19,721,809			6,267,087			30,520,255			13,212,499
Cost of shares redeemed		(63,706,258	)		(45,012,424	)		(106,627,479	)		(182,979,506	)

		242,455,679			254,413,667			673,082,357			567,078,271


Service Class Shares
Proceeds from shares issued (a)		—			—			83,776,172			124,577,939
Dividends reinvested		—			—			8,422,320			4,915,270
Cost of shares redeemed		—			—			(71,764,682	)		(52,626,707	)

		—			—			20,433,810			76,866,502


Institutional Service Class Shares
Proceeds from shares issued (a)		—			—			11,593,467			22,349,604
Dividends reinvested		—			—			1,169,535			759,266
Cost of shares redeemed		—			—			(16,822,870	)		(13,194,895	)

		—			—			(4,059,868	)		9,913,975


Local Fund Shares
Dividends reinvested		—			—			2,026			1,378

		—			—			2,026			1,378

Change in net assets from capital transactions	$	315,044,639		$	277,368,892		$	707,220,071		$	656,502,224

(a)	Includes redemption fees, if any.


2005 Annual Report		143

Notes to Financial Statements (Continued)

October 31, 2005


	Mid Cap Market Index				S&P 500 Index
	Year Ended October 31, 2005		Year Ended October 31, 2004		Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	6,977,286		3,397,710		2,132,450		399,081
Reinvested	165,326		51,098		21,314		7,956
Redeemed	(1,947,668	)	(1,662,023	)	(563,477	)	(244,706	)

	5,194,944		1,786,785		1,590,287		162,331


Class B Shares
Issued	15,949		32,301		147,956		171,050
Reinvested	1,041		289		3,473		1,682
Redeemed	(7,554	)	(6,184	)	(96,021	)	(87,911	)

	9,436		26,406		55,408		84,821


Class C Shares
Issued	17,885		241		124,173		24,813
Reinvested	47		19		255		60
Redeemed	(4,400	)	—		(69,473	)	(127	)

	13,532		260		54,955		24,746


Institutional Class Shares
Issued	20,219,151		23,165,268		72,560,117		76,540,250
Reinvested	1,398,577		500,868		2,949,467		1,376,142
Redeemed	(4,452,655	)	(3,519,484	)	(10,263,495	)	(18,716,166	)

	17,165,073		20,146,652		65,246,089		59,200,226


Service Class Shares
Issued	—		—		8,170,050		12,975,238
Reinvested	—		—		816,841		514,689
Redeemed	—		—		(6,956,564	)	(5,500,195	)

	—		—		2,030,327		7,989,732


Institutional Service Class Shares
Issued	—		—		1,125,943		2,323,717
Reinvested	—		—		113,056		79,256
Redeemed	—		—		(1,632,706	)	(1,366,721	)

	—		—		(393,707	)	1,036,252


Local Fund Shares
Reinvested	—		—		195		144

	—		—		195		144

Total change in shares	22,382,985		21,960,103		68,583,554		68,498,252


144		Annual Report 2005


	Small Cap Index
	Year Ended October 31, 2005			Year Ended October 31, 2004
CAPITAL TRANSACTIONS:
Class A Shares
Proceeds from shares issued (a)	$	30,542,516		$	55,133,106
Dividends reinvested		3,382,379			1,085,234
Cost of shares redeemed		(35,279,663	)		(40,084,424	)

		(1,354,768	)		16,133,916


Class B Shares
Proceeds from shares issued (a)		83,965			177,466
Dividends reinvested		14,247			4,574
Cost of shares redeemed		(106,390	)		(27,774	)

		(8,178	)		154,266


Class C Shares
Proceeds from shares issued (a)		174,494			17,986
Dividends reinvested		1,080			362
Cost of shares redeemed		(18,545	)		(2,025	)

		157,029			16,323


Institutional Class Shares
Proceeds from shares issued (a)		132,154,739			125,348,059
Dividends reinvested		12,750,909			3,218,879
Cost of shares redeemed		(23,432,508	)		(30,106,414	)

		121,473,140			98,460,524

Change in net assets from capital transactions	$	120,267,223		$	114,765,029

(a)	Includes redemption fees, if any.


2005 Annual Report		145

Notes to Financial Statements (Continued)

October 31, 2005


	Small Cap Index
	Year Ended October 31, 2005		Year Ended October 31, 2004
SHARE TRANSACTIONS:
Class A Shares
Issued	2,585,251		5,049,499
Reinvested	282,319		101,916
Redeemed	(2,964,492	)	(3,661,727	)

	(96,922	)	1,489,688


Class B Shares
Issued	7,222		16,234
Reinvested	1,193		434
Redeemed	(9,121	)	(2,745	)

	(706	)	13,923


Class C Shares
Issued	14,919		1,657
Reinvested	91		34
Redeemed	(1,637	)	(180	)

	13,373		1,511


Institutional Class Shares
Issued	11,224,475		11,448,553
Reinvested	1,057,777		298,715
Redeemed	(1,952,254	)	(2,710,102	)

	10,329,998		9,037,166

Total change in shares	10,245,743		10,542,288


146		Annual Report 2005

3. Transactions with Affiliates

Under the terms of the Trust’s Investment Advisory Agreement, Gartmore Mutual Fund Capital Trust (“GMF”) manages the investment of the assets and supervises the daily business affairs of the Funds (as shown in the table below). GMF is a wholly-owned subsidiary of Gartmore Global Investments, Inc. (“GGI”), a holding company. GGI is a majority-owned subsidiary of Gartmore Global Asset Management Trust (“GGAMT”). GGAMT is a wholly-owned subsidiary of Nationwide Corporation. All of the common stock of Nationwide Corporation is held by Nationwide Mutual Insurance Company (95.2%) and Nationwide Mutual Fire Insurance Company (4.8%), each of which is a mutual company owned by its policyholders. GMF provides investment management evaluation services in initially selecting and monitoring on an ongoing basis, the performance of the subadviser for the Funds that GMF advises. The subadviser manages each of its respective Fund’s investments and has the responsibility for making all investment decisions for the applicable Funds. The adviser and subadviser for each Fund is as follows:


Fund	Adviser	Subadviser
Bond Index	GMF	Fund Asset Management, L.P.
International Index	GMF	Fund Asset Management, L.P.
Mid Cap Market Index	GMF	Fund Asset Management, L.P.
S&P 500 Index	GMF	Fund Asset Management, L.P.
Small Cap Index	GMF	Fund Asset Management, L.P.

Under the terms of the Investment Advisory Agreement, each Fund pays GMF an investment advisory fee based on that Fund’s average daily net assets. From such fees, pursuant to the subadvisory agreements, GMF pays fees to the subadviser. Additional information regarding the investment advisory fees and subadvisory fees for GMF and the subadviser is as follows for the year ended October 31, 2005:


Fund	Fee Schedule	Total Fees	Fees Retained	Paid to Subadviser
Bond Index	Up to $1.5 billion	0.22%	0.13%	0.09%
	On the next $1.5 billion	0.21%	0.12%	0.09%
	On $3 billion and more	0.20%	0.11%	0.09%
International Index	Up to $1.5 billion	0.27%	0.15%	0.12%
	On the next $1.5 billion	0.26%	0.14%	0.12%
	On $3 billion and more	0.25%	0.13%	0.12%
Mid Cap Market Index	Up to $1.5 billion	0.22%	0.13%	0.09%
	On the next $1.5 billion	0.21%	0.12%	0.09%
	On $3 billion and more	0.20%	0.11%	0.09%
S&P 500 Index	Up to $1.5 billion	0.13%	0.11%	0.02%
	On the next $1.5 billion	0.12%	0.10%	0.02%
	On $3 billion and more	0.11%	0.09%	0.02%
Small Cap Index	Up to $1.5 billion	0.20%	0.13%	0.07%
	On the next $1.5 billion	0.19%	0.12%	0.07%
	On $3 billion and more	0.18%	0.11%	0.07%


2005 Annual Report		147

Notes to Financial Statements (Continued)

October 31, 2005

GMF and the Funds have entered into written contracts (“Expense Limitation Agreements”) that limit operating expenses (excluding any taxes, interest, brokerage fees, extraordinary expenses, short sale dividend expenses, Rule 12b-1 fees, and administrative services fees) from exceeding the amounts listed in the table below until February 28, 2006:


	Expense Caps
Fund	Class A Shares		Class B Shares		Class C Shares		Class R Shares		Institutional Class Shares		Institutional Service Class Shares		Service Class Shares		Local Fund Shares
Bond Index (a)	0.32	%	0.32	%	0.32	%	0.32	%	0.32	%	n/a		n/a		n/a
International Index (a)	0.37	%	0.37	%	0.37	%	0.37	%	0.37	%	n/a		n/a		n/a
Mid Cap Market Index	0.32	%	0.32	%	0.32	%	0.32	%	0.32	%	n/a		n/a		n/a
S&P 500 Index	0.23	%	0.23	%	0.23	%	0.23	%	0.23	%	0.23	%	0.23	%	0.23	%
Small Cap Index (a)	0.30	%	0.30	%	0.30	%	0.30	%	0.30	%	n/a		n/a		n/a

(a)	The Expense Limitation Agreement for these Funds also states that the expense ratio for each class will not exceed 4.00% through March 1, 2011.


Fund	Class A Shares		Class B Shares		Class C Shares		Class R Shares		Service Class Shares		Local Fund Shares
Bond Index	0.25	%	1.00	%	n/a		0.50	%	n/a		n/a
International Index	0.25	%	1.00	%	n/a		0.50	%	n/a		n/a
Mid Cap Market Index	0.25	%	1.00	%	1.00	%	0.50	%	n/a		n/a
S&P 500 Index	0.25	%	1.00	%	1.00	%	0.50	%	0.15	%	0.07	%
Small Cap Index	0.25	%	1.00	%	1.00	%	0.50	%	n/a		n/a

Pursuant to an Underwriting Agreement, GDSI serves as principal underwriter of the Funds in the continuous distribution of their shares and receives commissions in the form of a front-end sales charge on the Class A shares. These fees are deducted from and are not included in proceeds from sales of Class A shares. From these fees, GDSI pays sales commissions, salaries, and other expenses in connection with generating new sales of Class A shares of the Funds. GDSI also receives fees for services as principal underwriter for Class B shares of the Funds. These fees are contingent deferred sales charges (“CDSCs”) ranging from 1% to 5% imposed on redemptions of Class B shares which may cause the current value of a shareholder’s account to fall below the total purchase payments. The CDSC, if applicable, will be imposed on redemptions made within six years of the purchase. Class C shares have a CDSC fee of 1% imposed on redemptions of Class C shares made within one year of purchase. For the year ended October 31, 2005, GDSI received commissions of $125,073 from front-end sales charges of Class A shares and from CDSC fees from Class B and Class C shares of the Funds, of which $16,432 was reallowed to affiliated broker-dealers of the Funds.


148		Annual Report 2005

indirect subsidiary of GSA, serves as Transfer Agent and Dividend Disbursing Agent for each of the Funds. For the period November 1, 2004 through December 31, 2004, the fees for the services provided under such agreement were calculated based on the Trust’s average daily net assets according to the fee schedule below. The fees then are allocated proportionately among all Funds within the Trust in relation to the average daily net assets of each Fund and are paid to GSA. GSA pays GISI from these fees for GISI’s services.


Combined Fee Schedule*
Up to $1 billion		0.25%
$1 billion and more up to $3 billion		0.18%
$3 billion and more up to $4 billion		0.14%
$4 billion and more up to $5 billion		0.07%
$5 billion and more up to $10 billion		0.04%
$10 billion and more up to $12 billion		0.02%
$12 billion or more		0.01%


Combined Fee Schedule*
Up to $1 billion		0.26%
$1 billion and more up to $3 billion		0.19%
$3 billion and more up to $4 billion		0.15%
$4 billion and more up to $5 billion		0.08%
$5 billion and more up to $10 billion		0.05%
$10 billion and more up to $12 billion		0.03%
$12 billion or more		0.02%

*	The assets of the Investor Destinations Funds and the Optimal Funds are excluded from the Trust asset level amount in order to calculate this asset based fee. The Investor Destinations Funds and the Optimal Funds do not pay any part of this fee.

GSA and GISI have entered into agreements with BISYS Fund Services Ohio, Inc. (“BISYS”), pursuant to which BISYS provides sub-administration and sub-transfer agency services, respectively, to the Funds.

Under the terms of an Administrative Services Plan, the Funds may pay fees to servicing organizations, such as brokerdealers, including Nationwide Financial Services, and financial institutions, which agree to provide administrative support services to the shareholders of certain classes. These services include, but are not limited, to the following: establishing and maintaining shareholder accounts; processing purchase and redemption transactions; arranging bank wires; performing shareholder sub-accounting; answering inquiries regarding the Funds; and other such services. These fees are based on an annual rate of up to 0.25% of the average daily net assets of the Class A, Class R, Service Class, and Institutional Service Class shares of each of the Funds.


2005 Annual Report		149

Notes to Financial Statements (Continued)

October 31, 2005

4. Short-Term Trading Fees

The Funds assess a 2.00% redemption fee on all classes of shares that are purchased and are sold or exchanged within five days of purchase. The redemption fee, if any, is paid directly to the applicable Fund and is designed to offset brokerage commissions, market impact and other costs associated with short-term trading of Fund shares. For purposes of determining whether the redemption fee applies, the shares that were held the longest will be redeemed first. This redemption fee is in addition to any CDSCs that may be applicable at the time of sale. The redemption fee may not apply in certain circumstances, such as redemptions or exchanges of shares held in certain omnibus accounts or retirement plans that cannot implement the redemption fee. The fee does not apply to shares purchased through reinvested dividends or capital gains. For the year ended October 31, 2005, the Funds had no contributions to capital due to collection of redemption fees.

5. Bank Loans and Earnings Credit

The Trust’s custodian bank has agreed to reduce its fees when the Funds of the Trust maintain cash on deposit in non-interest-bearing custody and Demand Deposit Accounts.

6. Investment Transactions

Purchases and sales of securities (excluding short-term securities) for the year ended October 31, 2005, are summarized as follows:


Fund	Purchases		Sales
Bond Index	$	2,693,810,791	$	2,072,135,566
International Index		422,304,012		133,889,713
Mid Cap Market Index		351,060,198		137,629,184
S&P 500 Index		840,904,794		115,484,041
Small Cap Index		151,685,414		71,576,729

Purchases and sales of U.S. Government securities for the year ended October 31, 2005, are summarized as follows:


Fund	Purchases		Sales
Bond Index	$	2,762,348,155	$	1,950,593,468
International Index		—		1,498,276


150		Annual Report 2005

7. Federal Tax Information


	Distributions paid from
Fund	Ordinary Income		Net Long Term Capital Gains		Total Distributions Paid
Bond Index	$	52,182,582	$	–	$	52,182,582
International Index		35,814,307		6,212,796		42,027,103
Mid Cap Market Index		13,066,934		9,179,102		22,246,036
S&P 500 Index		40,449,310		–		40,449,310
Small Cap Index		9,500,597		6,667,420		16,168,017

The tax character of distributions paid during the fiscal year ended October 31, 2004 was as follows: (Total distributions paid may differ from the Statement of Changes in Net Assets because for tax purposes dividends are recognized when paid.)


	Distributions paid from
Fund	Ordinary Income		Net Long Term Capital Gains		Total Taxable Distributions		Tax Exempt Distributions		Total Distributions Paid
Bond Index	$	27,750,785	$	–	$	27,750,785	$	–	$	27,750,785
International Index		10,404,472		–		10,404,472		–		10,404,472
Mid Cap Market Index		3,948,470		2,960,725		6,909,195		–		6,909,195
S&P 500 Index		19,013,241		–		19,013,241		–		19,013,241
Small Cap Index		3,020,382		1,293,354		4,313,736		–		4,313,736

As of October 31, 2005, the components of accumulated earnings (deficit) on a tax basis were as follows:


Fund	Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Accumulated Earnings		Distributions Payable			Accumulated Capital and Other Losses			Unrealized Appreciation (Depreciation)*			Total Accumulated Earnings (Deficit)
Bond Index	$	6,091,864	$	–	$	6,091,864	$	(5,225,677	)	$	(3,181,987	)	$	(25,986,763	)	$	(28,302,563	)
International Index		22,546,434		18,970,040		41,516,474		–			–			231,038,251			272,554,725
Mid Cap Market Index		11,149,066		37,247,799		48,396,865		–			–			117,947,233			166,344,098
S&P 500 Index		2,750,307		20,491,137		23,241,444		–			–			163,012,531			186,253,975
Small Cap Index		4,045,097		13,602,881		17,647,978		–			–			37,831,730			55,479,708


2005 Annual Report		151

Notes to Financial Statements (Continued)

October 31, 2005

As of October 31, 2005, the tax cost of securities and the breakdown of unrealized appreciation (depreciation) for each Fund were as follows:


Fund	Tax Cost of Securities		Unrealized Appreciation		Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
Bond Index	$	1,930,142,905	$	2,985,140	$	(28,383,000	)	(25,397,860	)
International Index		1,282,699,553		253,008,809		(22,294,719	)	230,714,090
Mid Cap Market Index		1,068,946,265		152,077,147		(34,129,914	)	117,947,233
S&P 500 Index		2,699,297,490		326,065,089		(163,108,634	)	163,012,531
Small Cap Index		483,032,571		60,806,493		(22,974,763	)	37,831,730


Fund	Amount		Expires
Bond Index	$	3,181,987	2013


152		Annual Report 2005

Report of Independent Registered Public

Accounting Firm

To the Board of Trustees and Shareholders of Gartmore Mutual Funds:

In our opinion, the accompanying statements of assets and liabilities, including the statements of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Gartmore Bond Index Fund, Gartmore International Index Fund, Gartmore Mid Cap Market Index Fund, Gartmore S&P 500 Index Fund and Gartmore Small Cap Index Fund (five series of Gartmore Mutual Funds, hereafter referred to as the “Funds”) at October 31, 2005, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years then ended and the financial highlights for each of the four years (or periods) then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States.) Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2005 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. The financial highlights of the Funds for the year (or period) ended October 31, 2001 were audited by other independent accountants whose report dated December 14, 2001 expressed an unqualified opinion on those financial statements.

PricewaterhouseCoopers LLP

Philadelphia, Pennsylvania

December 22, 2005


2005 Annual Report		153

Supplemental Information

1. Other Federal Tax Information (Unaudited):

For the period ended October 31, 2005, the following Funds paid qualified dividend income:


Fund	Qualified Dividend Income
International Index	$	31,309,293
Mid Cap Market Index		10,022,193
S&P 500 Index		44,446,341
Small Cap Index		3,719,120

For the taxable year ended October 31, 2005, the following percentage of income dividends paid by the Funds qualify for the dividends received deduction available to corporations:


Fund	Dividends Received Deduction
Mid Cap Market Index	54	%
S&P 500 Index	100	%
Small Cap Index	37	%

The International Index Fund intends to elect to pass through to shareholders the income tax credit for taxes paid to foreign countries. Foreign source income on October 31, 2005 was 0.02 per outstanding share.

2. Shareholder Meeting

Two Proposals: The purpose of the December 23, 2004 meeting was to allow the shareholders of the Trust’s predecessor to vote on:

i. Proposal One: The election of the Trust’s Predecessor’s Board of Trustees; and

ii. Proposal Two: The approval of an “Agreement and Plan of Reorganization” that provided for the reorganization of the Trust from an Ohio business trust into a Delaware statutory trust.

Proposal One: As set forth in the October 29, 2004 Proxy Statement, the nominees for election as Trustees of the Trust’s predecessor were: Charles E. Allen, Michael J. Baresich, Paula H.J. Cholmondeley, C. Brent DeVore, Phyllis Kay Dryden, Robert M. Duncan, Barbara L. Hennigar, Paul J. Hondros, Barbara I. Jacobs, Thomas J. Kerr IV, Douglas F. Kridler, Michael D. McCarthy, Arden L. Shisler, and David C. Wetmore.


154		Annual Report 2005

Voting Results:

The shareholders of the Trust’s predecessor voted to approve both Proposal One and Proposal Two, as follows:


Proposal One:		Election of a Board of Trustees of the Trust’s Predecessor
Charles E. Allen:

FOR		1,484,045,010.745 shares (96.963%)
WITHHOLD		46,475,965.981 shares (3.037%)
TOTAL		1,530,520,976.726 shares (100.000%)

Michael J. Baresich:

FOR		1,479,546,876.136 shares (96.669%)
WITHHOLD		50,974,100.590 shares (3.331%)
TOTAL		1,530,520,976.726 shares (100.000%)

Paula H.J. Cholmondeley:

FOR		1,483,986,754.474 shares (96.960%)
WITHHOLD		46,534,222.252 shares (3.040%)
TOTAL		1,530,520,976.726 shares (100.000%)

C. Brent DeVore:

FOR		1,483,232,555.715 shares (96.910%)
WITHHOLD		47,288,421.011 shares (3.090%)
TOTAL		1,530,520,976.726 shares (100.000%)
Phyllis Kay Dryden:

FOR		1,483,461,670.269 shares (96.925%)
WITHHOLD		47,059,306.457 shares (3.075%)
TOTAL		1,530,520,976.726 shares (100.000%)

Robert M. Duncan:

FOR		1,478,518,553.740 shares (96.602%)
WITHHOLD		52,002,422.986 shares (3.398%)
TOTAL		1,530,520,976.726 shares (100.000%)

Barbara L. Hennigar:

FOR		1,483,932,926.673 shares (96.956%)
WITHHOLD		46,588,050.053 shares (3.044%)
TOTAL		1,530,520,976.726 shares (100.000%)

Paul J. Hondros:

FOR		1,483,799,576.741 shares (96.947%)
WITHHOLD		46,721,399.985 shares (3.053%)
TOTAL		1,530,520,976.726 shares (100.000%)

Barbara I. Jacobs:

FOR		1,482,757,593.191 shares (96.879%)
WITHHOLD		47,763,383.535 shares (3.121%)
TOTAL		1,530,520,976.726 shares (100.000%)

Thomas J. Kerr IV:

FOR		1,477,143,243.388 shares (96.512%)
WITHHOLD		53,377,733.338 shares (3.488%)
TOTAL		1,530,520,976.726 shares (100.000%)


2005 Annual Report		155

Supplemental Information (continued)


Proposal One:		Election of a Board of Trustees of the Trust’s Predecessor

Douglas F. Kridler:

FOR		1,484,100,191.103 shares (96.967%)
WITHHOLD		46,420,785.623 shares (3.033%)
TOTAL		1,530,520,976.726 shares (100.000%)

Michael D. McCarthy:

FOR		1,483,352,898.255 shares (96.918%)
WITHHOLD		47,168,078.471 shares (3.082%)
TOTAL		1,530,520,976.726 shares (100.000%)

Arden L. Shisler:
FOR		1,483,661,174.441 shares (96.938%)
WITHHOLD		46,859,802.285 shares (3.062%)
TOTAL		1,530,520,976.726 shares (100.000%)

David C. Wetmore:

FOR		1,484,021,388.615 shares (96.962%)
WITHHOLD		46,499,588.111 shares (3.038%)
TOTAL		1,530,520,976.726 shares (100.000%)


Proposal Two:		Approval of the Agreement and Plan of Reorganization of the Trust’s Predecessor:
FOR		1,338,850,729.743 shares (87.477%)
AGAINST		48,927,279.322 shares (3.197%)
ABSTAIN		86,596,336.653 shares (5.658%)
BROKER NON-VOTES		56,146,631.008 shares (3.668%)
TOTAL		1,530,520,976.726 shares (100.000%)


156		Annual Report 2005

Management Information (Unaudited)

Trustees who are not Interested Persons (as defined in the 1940 Act) and Officers of the Funds as of

October 31, 2005


Name, Address and Year of Birth	Position(s) Held with the Trust and Length of Time Served¹	Principal Occupation(s) During Past Five Years	Number of Portfolios in the Gartmore Fund Complex Overseen by Trustee	Other Directorships Held by Trustee or Nominee 2

Charles E. Allen c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1948	Trustee since July 2000	Mr. Allen is Chairman, Chief Executive Officer and President of the Graimark Realty Advisors, Inc. (real estate development, investment and asset management).	84	None

Paula H.J. Cholmondeley c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1947	Trustee since July 2000	Ms. Cholmondeley has been the Chairman and Chief Executive Officer of the Sorrel Group, a management consulting company, since January 2004. Prior thereto, Ms. Cholmondeley was Vice President and General Manager of Sappi Fine Paper North America. Prior thereto, Ms. Cholmondeley was Vice President and General Manager of Residential Insulation of Owens Corning.	84	Director of Dentsply International, Inc., Ultralife Batteries, Inc. , Terex Corporation, Minerals Technology, Inc. and Albany International Corp.

C. Brent DeVore c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1940	Trustee since 1990	Dr. DeVore is President of Otterbein College.	84	None

Phyllis K. Dryden c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1947	Trustee since December 2004	Ms. Dryden was a former Managing Partner of marchFIRST, a global management consulting firm prior to February 2001.	84	None

Barbara L. Hennigar c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1935	Trustee since July 2000	Retired.	84	None


2005 Annual Report		157

Management Information (Unaudited)

Trustees who are not Interested Persons (as defined in the 1940 Act) and Officers of the Funds as of

October 31, 2005 (Continued)


Name, Address and Year of Birth	Position(s) Held with the Trust and Length of Time Served¹	Principal Occupation(s) During Past Five Years	Number of Portfolios in the Gartmore Fund Complex Overseen by Trustee	Other Directorships Held by Trustee or Nominee 2

Barbara I. Jacobs c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1950	Trustee since December 2004	Ms. Jacobs has served as Chairman of the Board of Directors of KICAP Network Fund, a European (United Kingdom) hedge fund, since December 2000. Prior to 2004, Ms. Jacobs was also a Managing Director and European Portfolio Manager with CREF Investments (Teachers Insurance Annuity Association — College Retirement Equity Fund).	84	None

Douglas F. Kridler c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1955	Trustee since September 1997	Mr. Kridler has served as the President and Chief Executive Officer of the Columbus Foundation (a Columbus, OH-based foundation which manages over 1,300 individual endowment funds) since February 2002. Mr. Kridler was the President of the Columbus Association for the Performing Arts prior thereto and Chairman of the Greater Columbus Convention and Visitors Bureau during 2000 and 2001.	84	None

Michael D. McCarthy c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1947	Trustee since December 2004	Mr. McCarthy serves as: the Founder and Chairman of The Eureka Foundation (which sponsors and funds the “Great Museums” series on PBS); and a Partner of Pineville Properties LLC (a commercial real estate development firm).	84³	None

David C. Wetmore c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1948	Trustee since 1995 and Chairman since February 2005	Retired.	84	None

1	Length of time served includes time served with the Trust’s predecessor.


158		Annual Report 2005

Trustees who are Interested Persons (as defined in the 1940 Act) and/or Officers of the Funds as of

October 31, 2005


Name, Address and Year of Birth	Position(s) Held with the Trust and Length of Time Served¹	Principal Occupation(s) During Past Five Years	Number of Portfolios in the Gartmore Fund Complex Overseen by Trustee	Other Directorships Held by Trustee2

Paul J. Hondros Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1948	Trustee since July 2000	Mr. Hondros has been President and Chief Executive Officer of various Gartmore entities, including Gartmore Distribution Services, Inc. (“GDSI”),³Gartmore Investor Services, Inc. (“GISI”),³Gartmore Morley Capital Management, Inc. (“GMCM”),³Gartmore Morley Financial Services, Inc. (“GMFS”),³NorthPointe Capital, LLC (“NorthPointe”),³Gartmore Global Asset Management Trust (“GGAMT”)³, Gartmore Global Investments, Inc. (“GGI”)³, Gartmore Mutual Fund Capital Trust (“GMFCT”)³ and Gartmore SA Capital Trust (“GSA”)³; and a Director of Nationwide Securities, Inc.³, as well as several entities within Nationwide Financial Services, Inc.	84⁴	None

Arden L. Shisler c/o Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1941	Trustee since February 2000	Mr. Shisler has been a consultant since January 2003. Prior thereto, he was President and Chief Executive Officer of K&B Transport, Inc., a trucking firm. Since 1992, Mr. Shisler has also been Chairman of the Board for Nationwide Mutual Insurance Company^3.	84	Director of Nationwide Financial Services, Inc.

Gerald J. Holland Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1951	Treasurer since March 2001	Mr. Holland is Senior Vice President — Operations for GGI³, GMFCT³, and GSA³.	84	None

Michael A. Krulikowski Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1959	Chief Compliance Officer since June 2004	Since November 1999, Mr. Krulikowski has served as a Vice President and Chief Compliance Officer of GGI. Since June 2004, Mr. Krulikowski has also served as Chief Compliance Officer of the Trust.	84	None

Eric E. Miller Gartmore Global Investments, Inc. 1200 River Road, Suite 1000 Conshohocken, PA 19428 1953	Secretary since December 2002	Mr. Miller is Senior Vice President, Chief Counsel for GGI³, GMFCT³ and GSA³ since August 2002. From August 2000 to August 2002, Mr. Miller was a Partner with Stradley Ronan Stevens & Young, LLP.	84	None


2005 Annual Report		159

Management Information (Unaudited)

1	Length of time served includes time served with the Trust’s predecessor.

3	This position is held with an affiliated person or principal underwriter of the Trust.


160		Annual Report 2005

Index Definitions

Standard & Poor’s (S&P) MidCap 400 Index: An unmanaged index that measures the performance of 400 stocks of medium-sized U.S. companies.

Gartmore Funds

1200 River Road, Suite 1000

Conshohocken, PA 19428

www.gartmorefunds.com

AR-IDX 12/05

Annual Report



		October 31, 2005

Core Asset Allocation Series

Gartmore Investor Destinations Aggressive Fund

Gartmore Investor Destinations Moderately Aggressive Fund

Gartmore Investor Destinations Moderate Fund

Gartmore Investor Destinations Moderately Conservative Fund

Gartmore Investor Destinations Conservative Fund

Gartmore Optimal Allocations Funds: Aggressive

Gartmore Optimal Allocations Funds: Moderately Aggressive

Gartmore Optimal Allocations Funds: Moderate

Gartmore Optimal Allocations Funds: Speciality

www.gartmorefunds.com

LOGO

Solutions.

LOGO


UNITED STATES		UNITED KINGDOM		JAPAN

This wide range of investment opportunities is built on sound investment management processes designed to increase the probability of delivering enhanced risk-adjusted returns over the long term.

www.gartmore.com

*Gartmore’s Affiliated Advisers

The following 11 asset management affiliates of Nationwide do business under the trade name “Gartmore Group”: Gartmore Capital Management Ltd², Gartmore Fund Managers Ltd², Gartmore Global Partners^{2, 3}, Gartmore Investment Ltd², Gartmore Japan Ltd², Gartmore Morley Capital Management, Inc.³, Gartmore Mutual Fund Capital Trust^{3, 4}, Gartmore Riverview, LLC³, Gartmore SA Capital Trust^{3, 4}, Gartmore Separate Accounts LLC³, and NorthPointe Capital® LLC³

As of Oct. 31, 2005.

These advisers are subsidiaries of Gartmore Investment Management plc, which ultimately reports to Nationwide®.

These are SEC-registered investment advisers based in the United States. Collectively, these advisers manage $43 billion as of Oct. 31, 2005.

Together, these advisers do business as Gartmore Global Investments, Inc.

Gartmore Funds distributed by Gartmore Distribution Services, Inc., Member NASD. 1200 River Road, Suite 1000, Conshohocken, PA 19428.

Annual Report



		October 31, 2005


				Contents

2				Message to Shareholders
4				Market Perspectives

				Core Asset Allocations Series
9				Gartmore Investor Destinations Aggressive Fund
15				Gartmore Investor Destinations Moderately Aggressive Fund
21				Gartmore Investor Destinations Moderate Fund
27				Gartmore Investor Destinations Moderately Conservative Fund
33				Gartmore Investor Destinations Conservative Fund
53				Gartmore Optimal Allocations Funds: Aggressive
59				Gartmore Optimal Allocations Funds: Moderately Aggressive
65				Gartmore Optimal Allocations Funds: Moderate
71				Gartmore Optimal Allocations Funds: Specialty

88				Notes to Financial Statements

Statement Regarding Availability of Quarterly Portfolio Schedule.

Statement Regarding Availability of Proxy Voting Record.

Message to Shareholders

October 31, 2005

Dear Shareholders,

At times during the annual reporting period ended Oct. 31, 2005, it seemed as though a host of uncertain and unpredictable events coalesced into a “perfect storm” of market volatility.

Risk, regardless of its source, is part and parcel of investing. The challenge is to mitigate risk as much as possible through sound portfolio diversification. Gartmore is committed to offering a diverse range of equity, fixed-income and alternative investment solutions designed to capture global investment opportunities. The informed investment response to complex, volatile markets is to configure a series of diverse, uncorrelated, well-performing funds into a dynamic portfolio. At Gartmore, we seek to provide the core and satellite investments needed to construct a broadly diversified investment portfolio.


2		Annual Report 2005

Message to Shareholders

Continued

posted very strong returns of 30.02% (Class A at NAV) for the reporting period. The Gartmore International Growth Fund, returning 26.13% (Class A at NAV) versus the Morgan Stanley Capital International (MSCI) All Country World ex-U.S. Index return of 20.06%, also benefited from the impressive performance of emerging-market and Pacific Rim equities. In addition, Latin American securities delivered notably robust performance on the back of strong commodity prices.

The Gartmore Worldwide Leaders Fund, which returned 23.44% (Class A at NAV) versus 13.27% for the MSCI World Index^SM, benefited from both domestic and international developments. Overall, U.S. growth remained strong in the face of inflationary worries, while both Europe and Japan showed increasing signs of recovery. European export growth increased due to the weak euro at the same time that Japan experienced rising real incomes and increased capital expenditures. As a result, the Fund’s largest regional contributors were the United States, the United Kingdom and Japan. The Fund also benefited from strong stock selection within the technology, financial services, health-care and energy sectors.


Fund Name	Fund Return*	Benchmark Return	Benchmark
Gartmore Optimal Allocations: Moderate	10.41%	7.56%	S&P 500 (40%); MSCI EAFE (20%); Lehman Brothers U.S. Aggregate (40%)
Gartmore Optimal Allocations: Moderately Aggressive	12.77%	9.08%	S&P 500 (60%); MSCI EAFE (20%); Lehman Brothers U.S. Aggregate (20%)
Gartmore Optimal Allocations: Aggressive	14.86%	10.67%	S&P 500 (70%); MSCI EAFE (25%); Lehman Brothers U.S. Aggregate (5%)
Gartmore Optimal Allocations: Specialty	14.59%	11.50%	S&P 500 (70%); MSCI EAFE (30%)

*	All Fund returns are Class A at NAV, as of Oct. 31, 2005.

Wishing you a very happy and prosperous 2006,

LOGO

Young D. Chin

Co-Global Chief Investment Officer–Equities

President and CEO

Gartmore Global Investments


2005 Annual Report		3

Market Perspectives

October 31, 2005

Market volatility continues, but with a positive trend

The dominant topic in 2005, particularly during the latter half of the year, was the continued impact of rising energy costs. As Hurricane Katrina barreled down on the energy-intensive Louisiana coast, the futures price of crude oil rose to a high of $70 per barrel while natural gas prices doubled--a classic one-two economic punch. A confluence of increased global demand, particularly from China, and concerns about supply shortages also contributed to energy price hikes.

During the reporting period, energy and natural resource company profits surged alongside soaring energy costs and expanding global demand. In the telecommunications industry, on the other hand, the costs of consolidation muted returns. Domestically, within the S&P 500 Index for the entire reporting period, sector performance ranged from a high of 59% for health services (31% in the MSCI EAFE Index) to a low of -5% for consumer services (9% in the MSCI EAFE Index). Stocks in industrials, energy and distribution services delivered returns of 42%, 31% and 25% (43%, 24% and 46% in the MSCI EAFE Index), respectively, while stocks in consumer durables and communications delivered negative returns of -4% and -0.5% (14% and 5% in the MSCI EAFE Index), respectively.

Key trends for investors to watch

As we look toward the coming year, these are some of the key trends that we are paying particularly close attention to as we shape our investment strategies at Gartmore:

Housing prices—up, down or sideways? The housing market remained strong during the reporting period, with


4		Annual Report 2005

30-year fixed mortgage rates remaining below 6% for the majority of the time. Confounding expectations amid Hurricanes Katrina and Rita and rising energy costs, existing home sales advanced to an all-time high of 2% in August. The robust housing market contributed much to the overall “wealth effect” for real estate investors. By the end of the reporting period, however, more pronounced signs of softening became evident.

Throughout the first half of the year, the U.S. dollar continued its sustained, three-year decline versus benchmark currencies such as the euro. In mid-summer, however, the dollar reversed its multi-year trend. The dollar’s increase is due primarily to the strengthening U.S. economic outlook relative to the global platform and disappointment in European reform. In addition, two factors—the United Kingdom’s halting of interest-rate hikes and France’s vote against the EU constitution—have placed pressure on the euro, effectively bolstering the U.S. dollar.

Looking ahead


2005 Annual Report		5

Market Perspectives

Continued

which we anticipate will occur in the first half of 2006. If, as we expect, the peak in rates is accompanied by softening oil prices and a firm U.S. dollar, the investment environment should be favorable for equity markets.