N-Q 1 formnq33110s.htm QUARTERLY SCHEDULE formnq33110s.htm - Generated by SEC Publisher for SEC Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT
INVESTMENT COMPANY

Investment Company Act file number                        811-08673

Dreyfus Investment Portfolios
(Exact name of Registrant as specified in charter)

c/o The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
(Address of principal executive offices) (Zip code)

Michael A. Rosenberg, Esq.
200 Park Avenue
New York, New York 10166
(Name and address of agent for service)

Registrant's telephone number, including area code: (212) 922-6000
Date of fiscal year end: 12/31  
Date of reporting period: 3/31/2010  



FORM N-Q

Item 1. Schedule of Investments.



STATEMENT OF INVESTMENTS
Dreyfus Investment Portfolios, Core Value Portfolio
March 31, 2010 (Unaudited)

Common Stocks--99.3% Shares Value ($)
Consumer Discretionary--11.4%    
Best Buy 5,070 215,678
Carnival 10,180 395,798
Home Depot 20,440 661,234
Johnson Controls 12,050 397,530
News, Cl. A 28,630 412,558
Omnicom Group 13,880 538,683
Staples 6,640 155,310
Target 3,360 176,736
Time Warner 23,953 749,010
Toll Brothers 8,850 a 184,080
Walt Disney 5,130 179,088
    4,065,705
Consumer Staples--7.1%    
Clorox 2,870 184,082
CVS Caremark 16,790 613,842
Kraft Foods, Cl. A 8,970 271,253
PepsiCo 13,240 875,958
Philip Morris International 6,460 336,954
Safeway 10,290 255,809
    2,537,898
Energy--17.3%    
Anadarko Petroleum 2,550 185,716
Chevron 12,400 940,292
ConocoPhillips 13,200 675,444
EOG Resources 7,270 675,674
Exxon Mobil 9,044 605,767
Hess 6,790 424,715
Occidental Petroleum 20,100 1,699,254
Peabody Energy 5,130 234,441
Schlumberger 8,610 546,391



Valero Energy 8,950 176,315
    6,164,009
Exchange Traded Funds--.5%    
iShares Russell 1000 Value Index    
Fund 2,930 178,935
Financial--24.6%    
ACE 3,150 164,745
Aflac 3,410 185,129
American Express 4,700 193,922
Ameriprise Financial 8,140 369,230
AON 6,190 264,375
Bank of America 66,420 1,185,597
Capital One Financial 2,750 113,877
Citigroup 100,240 a 405,972
Goldman Sachs Group 3,860 658,632
JPMorgan Chase & Co. 34,470 1,542,533
Marsh & McLennan 9,910 242,002
MetLife 13,420 581,623
Morgan Stanley 14,520 425,291
Prudential Financial 5,500 332,750
State Street 3,960 178,754
SunTrust Banks 7,820 209,498
Travelers 6,380 344,137
U.S. Bancorp 13,980 361,802
Wells Fargo & Co. 32,100 998,952
    8,758,821
Health Care--10.3%    
AmerisourceBergen 6,170 178,436
Amgen 5,620 a 335,851
Covidien 7,627 383,485
Johnson & Johnson 2,680 174,736
McKesson 2,910 191,245
Merck & Co. 18,530 692,096
Pfizer 58,250 998,988
Thermo Fisher Scientific 3,550 a 182,612
UnitedHealth Group 5,070 165,637
Warner Chilcott, Cl. A 6,496 a 165,973



WellPoint 2,840 a 182,839
    3,651,898
Industrial--9.1%    
Dover 5,770 269,748
Eaton 4,570 346,269
General Electric 67,660 1,231,412
Honeywell International 4,480 202,810
Raytheon 4,710 269,035
Republic Services 6,210 180,214
Tyco International 4,727 180,808
Union Pacific 7,860 576,138
    3,256,434
Information Technology--7.5%    
AOL 6,733 a 170,210
Cisco Systems 22,100 a 575,263
EMC 10,260 a 185,090
Hewlett-Packard 10,130 538,410
Microsoft 22,780 666,771
QUALCOMM 4,250 178,458
Tyco Electronics 13,030 358,064
    2,672,266
Materials--3.5%    
Air Products & Chemicals 2,190 161,950
CF Industries Holdings 1,840 167,771
Dow Chemical 11,500 340,055
Freeport-McMoRan Copper & Gold 4,120 344,185
International Paper 9,870 242,901
    1,256,862
Telecommunication Services--3.2%    
AT & T 30,930 799,231
Vodafone Group, ADR 15,310 b 356,570
    1,155,801
Utilities--4.8%    
Entergy 6,190 503,557
Exelon 4,120 180,497
FPL Group 5,260 254,216
PG & E 3,870 164,165



Questar 9,810 423,792
Southern 5,030 166,795
    1,693,022
Total Common Stocks    
(cost $30,126,616)   35,391,651
 
Other Investment--.2%    
Registered Investment Company;    
Dreyfus Institutional Preferred    
Plus Money Market Fund    
(cost $64,000) 64,000 c 64,000
 
Investment of Cash Collateral for    
Securities Loaned--.2%    
Registered Investment Company;    
Dreyfus Institutional Cash    
Advantage Plus Fund    
(cost $78,019) 78,019 c 78,019
 
Total Investments (cost $30,268,635) 99.7% 35,533,670
Cash and Receivables (Net) .3% 91,583
Net Assets 100.0% 35,625,253
 
ADR - American Depository Receipts    

a     

Non-income producing security.

b     

Security, or portion thereof, on loan. At March 31, 2010, the total market value of the portfolio's security on loan is $76,508 and the total market value of the collateral held by the portfolio is $78,019.

c     

Investment in affiliated money market mutual fund.

At March 31, 2010, the aggregate cost of investment securities for income tax purposes was $30,268,635.

Net unrealized appreciation on investments was $5,265,035 of which $6,181,581 related to appreciated investment securities and $916,546 related to depreciated investment securities.



Various inputs are used in determining the value of the fund's investments relating to fair value measurements.
These inputs are summarized in the three broad levels listed below.
 
           Level 1 - unadjusted quoted prices in active markets for identical investments.
Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds,
credit risk, etc.)
Level 3 - significant unobservable inputs (including fund's own assumptions in determining the fair value of investments).
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing
in those securities.
The following is a summary of the inputs used as of March 31, 2010 in valuing the fund's investments:

      Level 3 -  
  Level 1 - Level 2 - Other Significant  
  Unadjusted Significant Observable Unobservable  
Assets ($) Quoted Prices Inputs Inputs Total
Investments in Securities:        
Equity Securities - Domestic+ 34,856,146 - - 34,856,146
Equity Securities - Foreign+ 356,570 - - 356,570
Mutual Funds/Exchange Traded Funds 320,954 - - 320,954
+ See Statement of Investments for industry classification.      



The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund's financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

Portfolio valuation: Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices, except for open short positions, where the asked price is used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. When market quotations or official closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board of Trustees. Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures contracts. For other securities that are fair valued by the Board of Trustees, certain factors may be considered such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold and public trading in similar securities of the issuer or comparable issuers. Financial futures are valued at the last sales price.



Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Manager, U.S. Government and Agency securities or letters of credit. The fund is entitled to receive all income on securities loaned, in addition to income earned as a result of the lending transaction. Although each security loaned is fully collateralized, the fund bears the risk of delay in recovery of, or loss of rights in, the securities loaned should a borrower fail to return the securities in a timely manner.

The fund adopted the provisions of ASC Topic 815 “Derivatives and Hedging” which requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments and disclosures about credit-risk-related contingent features in derivative agreements. The fund held no derivatives during the period ended March 31, 2010.These disclosures did not impact the notes to the financial statements.

Additional investment related disclosures are hereby incorporated by reference to the annual and semi-annual reports previously filed with the Securities and Exchange Commission on Form N-CSR.



STATEMENT OF INVESTMENTS
Dreyfus Investment Portfolios, Midcap Stock Portfolio
March 31, 2010 (Unaudited)

Common Stocks--99.4% Shares Value ($)
Consumer Discretionary--13.7%    
Aaron's 26,700 a 890,178
Advance Auto Parts 48,500 2,033,120
Aeropostale 55,462 b 1,598,969
American Greetings, Cl. A 33,100 689,804
Blyth 8,300 259,375
Brinker International 64,350 1,240,668
Cheesecake Factory 84,200 a,b 2,278,452
Copart 9,700 b 345,320
Dollar Tree 30,100 b 1,782,522
Expedia 21,600 539,136
Fossil 39,300 b 1,483,182
ITT Educational Services 5,000 a,b 562,400
PetSmart 41,600 1,329,536
Regis 19,400 362,392
Rent-A-Center 24,100 b 569,965
Ross Stores 21,800 a 1,165,646
Ryder System 9,777 378,957
Scholastic 29,100 a 814,800
Signet Jewelers 20,500 b 662,970
Timberland, Cl. A 26,700 b 569,778
Warnaco Group 24,450 b 1,166,510
Wyndham Worldwide 44,000 1,132,120
    21,855,800
Consumer Staples--3.6%    
Energizer Holdings 4,600 b 288,696
Hormel Foods 27,250 1,144,772
Lancaster Colony 33,600 1,981,056
Smithfield Foods 35,300 b 732,122
Tyson Foods, Cl. A 24,600 471,090
Universal 20,400 a 1,074,876



    5,692,612
Energy--5.8%    
Atwood Oceanics 12,100 b 419,023
Bill Barrett 43,300 a,b 1,329,743
EXCO Resources 25,300 465,014
Helix Energy Solutions Group 52,100 b 678,863
Oceaneering International 18,900 b 1,199,961
Oil States International 10,700 b 485,138
Pioneer Natural Resources 16,700 a 940,544
SEACOR Holdings 6,400 b 516,224
Southern Union 60,100 1,524,737
Unit 40,500 b 1,712,340
    9,271,587
Financial--19.3%    
Alexandria Real Estate Equities 16,800 a,c 1,135,680
American Financial Group 66,575 1,894,059
AmeriCredit 91,000 a,b 2,162,160
Ameriprise Financial 20,400 925,344
Annaly Capital Management 43,200 c 742,176
Corporate Office Properties Trust 18,200 a,c 730,366
Digital Realty Trust 13,800 a,c 747,960
Equity One 31,800 a,c 600,702
Federated Investors, Cl. B 15,900 a 419,442
Fifth Third Bancorp 46,200 627,858
First Horizon National 51,134 b 718,431
FirstMerit 65,106 1,404,336
HCC Insurance Holdings 52,450 1,447,620
Highwoods Properties 15,500 491,815
Hospitality Properties Trust 72,800 c 1,743,560
Hudson City Bancorp 92,900 1,315,464
Liberty Property Trust 18,200 c 617,708
Macerich 34,947 c 1,338,826
Mercury General 3,900 170,508
New York Community Bancorp 42,000 694,680
NewAlliance Bancshares 129,500 1,634,290
Old Republic International 42,200 535,096
Potlatch 38,500 a,c 1,349,040



Prosperity Bancshares 9,200 377,200
Regency Centers 19,000 a,c 711,930
Reinsurance Group of America 17,600 924,352
StanCorp Financial Group 41,300 1,967,119
SVB Financial Group 17,700 b 825,882
Weingarten Realty Investors 55,700 a,c 1,200,892
Westamerica Bancorporation 24,700 a 1,423,955
    30,878,451
Health Care--11.7%    
Cephalon 5,600 b 379,568
Charles River Laboratories    
International 26,800 b 1,053,508
Cooper 21,200 824,256
Endo Pharmaceuticals Holdings 60,600 b 1,435,614
Henry Schein 32,300 b 1,902,470
Humana 29,000 b 1,356,330
Kinetic Concepts 33,000 a,b 1,577,730
LifePoint Hospitals 29,900 a,b 1,099,722
Medicis Pharmaceutical, Cl. A 59,012 1,484,742
Omnicare 38,200 1,080,678
OSI Pharmaceuticals 13,800 b 821,790
Resmed 15,800 b 1,005,670
STERIS 43,500 a 1,464,210
Techne 33,900 2,159,091
Valeant Pharmaceuticals    
International 16,800 a,b 720,888
Vertex Pharmaceuticals 7,600 b 310,612
    18,676,879
Industrial--14.1%    
Brink's 27,009 762,464
Bucyrus International 21,500 1,418,785
Carlisle Cos. 53,300 2,030,730
Cintas 13,300 373,597
Con-way 32,300 1,134,376
Corrections Corp. of America 68,300 b 1,356,438
Donaldson 25,600 1,155,072
Dycom Industries 42,700 b 374,479



FTI Consulting 5,800 b 228,056
GATX 14,500 a 415,425
General Cable 14,400 a,b 388,800
Hubbell, Cl. B 37,450 1,888,603
Joy Global 22,000 1,245,200
KBR 24,100 534,056
Mine Safety Appliances 16,900 472,524
Oshkosh 72,200 b 2,912,548
Owens Corning 12,500 b 318,000
Pitney Bowes 17,700 a 432,765
Timken 78,500 2,355,785
Trinity Industries 32,500 a 648,700
URS 19,400 b 962,434
USG 16,000 a,b 274,560
Valmont Industries 10,700 886,281
    22,569,678
Information Technology--16.1%    
Advent Software 34,200 a,b 1,530,450
Avnet 28,300 b 849,000
Broadridge Financial Solutions 58,800 1,257,144
CA 34,100 800,327
Cognizant Technology Solutions,    
Cl. A 16,300 b 830,974
CommScope 47,000 b 1,316,940
Computer Sciences 27,400 b 1,493,026
Cypress Semiconductor 143,200 b 1,646,800
F5 Networks 26,500 b 1,630,015
FactSet Research Systems 16,000 1,173,920
Fairchild Semiconductor    
International 111,400 b 1,186,410
Gartner 42,700 a,b 949,648
Harris 7,000 332,430
Ingram Micro, Cl. A 36,700 b 644,085
Intersil, Cl. A 53,700 792,612
Micron Technology 58,100 b 603,659
Plantronics 36,139 1,130,428
Seagate Technology 27,000 b 493,020



Sybase 32,600 b 1,519,812
Synopsys 76,900 b 1,720,253
Tech Data 60,300 b 2,526,570
Teradata 25,400 b 733,806
Xilinx 23,400 596,700
    25,758,029
Materials--7.2%    
Cabot 27,600 839,040
Crown Holdings 29,000 b 781,840
Huntsman 62,200 749,510
International Paper 24,000 590,640
Lubrizol 14,400 1,320,768
Minerals Technologies 31,500 1,632,960
Reliance Steel & Aluminum 36,100 1,777,203
Temple-Inland 84,200 1,720,206
Valspar 14,600 430,408
Worthington Industries 97,000 1,677,130
    11,519,705
Telecommunication Services--.6%    
Telephone & Data Systems 28,200 954,570
Utilities--7.2%    
Atmos Energy 21,500 614,255
CMS Energy 25,700 a 397,322
Constellation Energy Group 34,200 1,200,762
DPL 98,600 2,680,934
Energen 22,400 1,042,272
IDACORP 19,800 685,476
MDU Resources Group 76,500 1,650,870
NSTAR 9,100 322,322
NV Energy 129,800 1,600,434
ONEOK 17,200 785,180
WGL Holdings 15,400 533,610
    11,513,437
Total Common Stocks    
(cost $142,210,508)   158,690,748
 
Other Investment--1.0%    



Registered Investment Company;    
Dreyfus Institutional Preferred    
Plus Money Market Fund    
(cost $1,516,000) 1,516,000 d 1,516,000
Investment of Cash Collateral for    
Securities Loaned--12.7%    
Registered Investment Company;    
Dreyfus Institutional Cash    
Advantage Fund    
(cost $20,259,878) 20,259,878 d 20,259,878
Total Investments (cost $163,986,386) 113.0% 180,466,626
Liabilities, Less Cash and Receivables (13.0%) (20,792,327)
Net Assets 100.0% 159,674,299

a     

Security, or portion thereof, on loan. At March 31, 2010, the total market value of the portfolio's securities on loan is $20,171,883 and the total market value of the collateral held by the portfolio is $21,334,073, consisting of cash collateral of $20,259,878 and U.S. Government and agency securities valued at $1,074,195.

b     

Non-income producing security.

c     

Investment in real estate investment trust.

d     

Investment in affiliated money market mutual fund.

At March 31, 2010, the aggregate cost of investment securities for income tax purposes was $$163,986,386. Net unrealized appreciation on investments was $16,480,240 of which $24,537,782 related to appreciated investment securities and $8,057,542 related to depreciated investment securities.



Various inputs are used in determining the value of the fund's investments relating to fair value measurements.
These inputs are summarized in the three broad levels listed below.
 
Level 1 - unadjusted quoted prices in active markets for identical investments.
Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds,
credit risk, etc.).
Level 3 - significant unobservable inputs (including the fund's own assumptions in determining the fair value of investments).
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing
in those securities.
The following is a summary of the inputs used as of March 31, 2010 in valuing the fund's investments:

  Level 1 -Unadjusted Level 2 - Other Significant Level 3 -Significant  
Assets ($) Quoted Prices Observable Inputs Unobservable Inputs Total
Investments in Securities:        
Equity Securities - Domestic+ 158,690,748 - - 158,690,748
Mutual Funds 21,775,878 - - 21,775,878
+ See Statement of Investments for industry classification.      



The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund's financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

Portfolio valuation: Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices, except for open short positions, where the asked price is used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. When market quotations or official closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board of Trustees. Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant American Depository Receipts and futures contracts. For other securities that are fair valued by the Board of Trustees, certain factors may be considered such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold and public trading in similar securities of the issuer or comparable issuers. Financial futures are valued at the last sales price.



Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Manager, U.S. Government and Agency securities or letters of credit. The fund is entitled to receive all income on securities loaned, in addition to income earned as a result of the lending transaction. Although each security loaned is fully collateralized, the fund bears the risk of delay in recovery of, or loss of rights in, the securities loaned should a borrower fail to return the securities in a timely manner.

The fund adopted the provisions of ASC Topic 815 “Derivatives and Hedging” which requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments and disclosures about credit-risk-related contingent features in derivative agreements. The fund held no derivatives during the period ended March 31, 2010.These disclosures did not impact the notes to the financial statements.

Additional investment related disclosures are hereby incorporated by reference to the annual and semi-annual reports previously filed with the Securities and Exchange Commission on Form N-CSR.



STATEMENT OF INVESTMENTS
Dreyfus Investment Portfolios, Small Cap Stock Index Portfolio
March 31, 2010 (Unaudited)

Common Stocks--99.6% Shares Value ($)
Consumer Discretionary--16.3%    
American Public Education 5,699 a 265,573
Arbitron 7,432 b 198,137
Audiovox, Cl. A 7,773 a 60,474
Big 5 Sporting Goods 7,948 120,969
BJ's Restaurants 5,249 a,b 122,302
Blue Nile 3,876 a,b 213,258
Blyth 3,108 97,125
Brown Shoe 13,703 212,122
Brunswick 27,605 b 440,852
Buckle 7,268 b 267,172
Buffalo Wild Wings 5,015 a,b 241,272
Cabela's 14,190 a,b 248,183
California Pizza Kitchen 6,271 a 105,290
Callaway Golf 16,153 b 142,469
Capella Education 4,801 a,b 445,725
Carter's 19,437 a 586,026
Cato, Cl. A 11,439 245,252
CEC Entertainment 8,209 a 312,681
Children's Place Retail Stores 8,853 a 394,401
Christopher & Banks 9,082 72,656
CKE Restaurants 20,145 223,005
Coinstar 10,511 a,b 341,607
Crocs 29,954 a,b 262,697
Deckers Outdoor 4,381 a 604,578
DineEquity 4,361 a,b 172,390
Dress Barn 20,275 a 530,394
Drew Industries 6,698 a 147,490
E.W. Scripps, Cl. A 8,415 a 71,107
Ethan Allen Interiors 6,184 b 127,576
Finish Line, Cl. A 17,786 290,268
Fred's, Cl. A 13,496 161,682
Genesco 8,128 a,b 252,049
Group 1 Automotive 7,198 a,b 229,328



Gymboree 9,048 a 467,148
Haverty Furniture 7,116 b 116,133
Helen of Troy 11,227 a 292,576
Hibbett Sports 8,321 a,b 212,851
Hillenbrand 18,025 396,370
Hot Topic 15,168 a 98,592
HSN 12,795 a 376,685
Iconix Brand Group 20,077 a 308,383
Interval Leisure Group 9,693 a 141,130
Jack in the Box 18,376 a 432,755
JAKKS Pacific 11,946 a,b 155,895
Jo-Ann Stores 9,489 a,b 398,348
JOS. A. Bank Clothiers 5,610 a,b 306,586
K-Swiss, Cl. A 4,818 a,b 50,396
Kid Brands 3,996 a 34,565
La-Z-Boy 16,795 a,b 210,609
Landry's Restaurants 759 a,b 13,601
Lithia Motors, Cl. A 6,685 a,b 42,784
Live Nation 45,847 a 664,782
Liz Claiborne 26,116 a,b 194,042
Lumber Liquidators Holdings 3,312 a,b 88,331
M/I Homes 7,764 a 113,743
Maidenform Brands 5,963 a 130,292
Marcus 5,358 69,600
MarineMax 10,773 a 115,917
Men's Wearhouse 15,101 b 361,518
Meritage Homes 10,380 b 217,980
Midas 2,722 a 30,704
Monarch Casino & Resort 3,052 a 26,064
Monro Muffler Brake 7,459 266,734
Movado Group 2,345 b 26,452
National Presto Industries 1,194 b 141,979
Nautilus 11,524 a 34,802
NutriSystem 8,160 b 145,330
OfficeMax 25,057 a 411,436
Oxford Industries 5,377 109,314
P.F. Chang's China Bistro 8,283 a,b 365,529
Papa John's International 8,196 a 210,719
PEP Boys-Manny Moe & Jack 12,442 125,042
Perry Ellis International 3,423 a 77,531



PetMed Express 7,733 b 171,441
Pinnacle Entertainment 14,636 a,b 142,555
Polaris Industries 10,043 513,800
Pool 13,908 b 314,877
Pre-Paid Legal Services 2,855 b 108,062
Quiksilver 42,920 a 203,012
Red Robin Gourmet Burgers 4,953 a 121,051
Ruby Tuesday 19,422 a 205,291
Ruth's Hospitality Group 6,115 a,b 32,410
Shuffle Master 22,194 a 181,769
Skechers USA, Cl. A 11,055 a 401,518
Skyline 73 b 1,358
Sonic 17,744 a 196,071
Sonic Automotive, Cl. A 14,319 a,b 157,509
Spartan Motors 9,902 55,451
Stage Stores 13,323 205,041
Stamps.com 7,863 a 79,416
Standard Motor Products 9,172 90,986
Standard-Pacific 37,818 a 170,937
Steak N Shake 466 a,b 177,672
Stein Mart 9,700 a 87,591
Sturm Ruger & Co. 9,301 b 111,519
Superior Industries International 8,137 b 130,843
Texas Roadhouse 19,463 a,b 270,341
Tractor Supply 12,160 b 705,888
True Religion Apparel 8,809 a,b 267,441
Tuesday Morning 11,200 a 73,808
UniFirst 5,353 275,680
Universal Electronics 4,211 a 94,074
Universal Technical Institute 7,693 a,b 175,554
Volcom 4,837 a,b 94,418
Winnebago Industries 6,417 a,b 93,752
Wolverine World Wide 16,549 482,569
Zale 2,523 a 6,913
Zumiez 5,386 a,b 110,359
    22,700,335
Consumer Staples--3.6%    
Alliance One International 26,272 a,b 133,724
Andersons 6,608 b 221,236
Boston Beer, Cl. A 3,995 a 208,779



Cal-Maine Foods 3,690 b 125,054
Calavo Growers 1,491 b 27,196
Casey's General Stores 17,345 544,633
Central Garden & Pet, Cl. A 24,172 a 221,416
Cracker Barrel Old Country Store 7,581 351,607
Darling International 27,257 a 244,223
Diamond Foods 6,414 b 269,645
Great Atlantic & Pacific Tea 7,063 a,b 54,173
Hain Celestial Group 10,679 a,b 185,281
J & J Snack Foods 5,384 234,042
Lance 8,515 196,952
Nash Finch 4,102 138,032
Peet's Coffee & Tea 3,155 a,b 125,096
RC2 9,513 a 142,410
Sanderson Farms 6,386 b 342,353
Spartan Stores 9,495 136,918
TreeHouse Foods 11,296 a,b 495,556
United Natural Foods 13,021 a,b 366,281
WD-40 6,205 203,710
    4,968,317
Energy--5.0%    
Basic Energy Services 8,536 a,b 65,813
Bristow Group 11,391 429,782
CARBO Ceramics 5,411 b 337,322
Dril-Quip 8,894 a 541,111
Gulf Island Fabrication 4,495 97,766
Holly 12,410 b 346,363
Hornbeck Offshore Services 6,817 a 126,592
ION Geophysical 37,716 a,b 185,563
Lufkin Industries 4,584 362,824
Matrix Service 12,196 a 131,229
Oil States International 16,729 a 758,493
Penn Virginia 15,742 385,679
Petroleum Development 4,314 a 99,955
PetroQuest Energy 25,373 a,b 127,626
Pioneer Drilling 18,350 a 129,184
SEACOR Holdings 6,694 a 539,938
Seahawk Drilling 4,324 a 81,507
St. Mary Land & Exploration 18,690 650,599
Stone Energy 15,867 a 281,639



Superior Well Services 2,766 a,b 37,009
Swift Energy 12,538 a,b 385,418
Tetra Technologies 25,919 a 316,730
World Fuel Services 17,713 b 471,874
    6,890,016
Financial--17.8%    
Acadia Realty Trust 11,602 c 207,212
American Physicians Capital 3,392 108,374
Amerisafe 3,431 a 56,165
Bank Mutual 9,090 59,085
Bank of the Ozarks 2,980 b 104,866
BioMed Realty Trust 31,889 c 527,444
Boston Private Financial Holdings 24,313 179,187
Brookline Bancorp 22,680 241,315
Cash America International 10,327 407,710
Cedar Shopping Centers 13,081 b 103,471
City Holding 5,877 b 201,522
Colonial Properties Trust 19,420 c 250,130
Columbia Banking System 10,181 b 206,776
Community Bank System 12,253 b 279,123
Delphi Financial Group, Cl. A 16,448 413,832
DiamondRock Hospitality 36,573 a 369,753
Dime Community Bancshares 8,432 106,496
East West Bancorp 31,646 b 551,273
EastGroup Properties 8,019 c 302,637
eHealth 7,191 a 113,258
Employers Holdings 11,744 174,398
Entertainment Properties Trust 12,733 c 523,708
Extra Space Storage 29,460 b,c 373,553
EZCORP, Cl. A 16,133 a 332,340
First BanCorp/Puerto Rico 23,353 b 56,281
First Cash Financial Services 9,003 a 194,195
First Commonwealth Financial 18,299 b 122,786
First Financial Bancorp 17,939 319,135
First Financial Bankshares 7,163 b 369,253
First Midwest Bancorp 20,672 280,106
Forestar Group 12,426 a 234,603
Franklin Street Properties 18,651 b 269,134
Glacier Bancorp 19,939 b 303,671
Hancock Holding 8,109 b 339,037



Hanmi Financial 18,634 a,b 44,722
Home Bancshares 6,079 160,729
Home Properties 10,290 b,c 481,572
Independent Bank/MA 6,873 169,488
Infinity Property & Casualty 4,065 184,714
Inland Real Estate 25,981 b,c 237,726
Investment Technology Group 15,981 a 266,723
Kilroy Realty 13,434 b,c 414,305
Kite Realty Group Trust 11,653 c 55,119
LaBranche & Co. 13,666 a 71,883
LaSalle Hotel Properties 20,889 c 486,714
Lexington Realty Trust 38,154 b,c 248,383
LTC Properties 9,009 c 243,784
Medical Properties Trust 26,588 b,c 278,642
Mid-America Apartment Communities 8,624 b 446,637
Nara Bancorp 10,321 a 90,412
National Financial Partners 14,122 a 199,120
National Penn Bancshares 34,438 b 237,622
National Retail Properties 28,115 b,c 641,865
Navigators Group 3,169 a 124,637
NBT Bankcorp 11,734 268,122
Old National Bancorp 24,375 b 291,281
optionsXpress Holdings 16,125 262,676
Parkway Properties 8,980 c 168,644
Pennsylvania Real Estate    
Investment Trust 13,906 b,c 173,408
Pinnacle Financial Partners 8,992 a,b 135,869
Piper Jaffray 4,444 a 179,093
Portfolio Recovery Associates 4,635 a,b 254,322
Post Properties 13,838 c 304,713
Presidential Life 2,576 25,683
PrivateBancorp 17,755 b 243,243
ProAssurance 9,728 a 569,477
PS Business Parks 6,557 c 350,144
Rewards Network 4,487 60,126
RLI 5,606 b 319,654
S&T Bancorp 7,051 b 147,366
Safety Insurance Group 5,865 220,935
Selective Insurance Group 19,489 323,517
Signature Bank 14,075 a 521,479



Simmons First National, Cl. A 5,066 139,670
South Financial Group 86,542 b 59,826
Sovran Self Storage 8,865 c 309,034
Sterling Bancorp 6,200 62,310
Sterling Bancshares 24,061 134,260
Stewart Information Services 7,848 b 108,302
Stifel Financial 9,016 a 484,610
Susquehanna Bancshares 39,916 391,576
SWS Group 8,748 100,864
Tanger Factory Outlet Centers 13,391 b,c 577,956
Tompkins Financial 3,289 b 119,983
Tower Group 15,521 344,101
TradeStation Group 8,807 a 61,737
Trustco Bank 30,558 b 188,543
UMB Financial 10,038 407,543
Umpqua Holdings 34,088 b 452,007
United Bankshares 10,716 b 280,974
United Community Banks 31,697 a 139,784
United Fire & Casualty 5,041 90,688
Urstadt Biddle Properties, Cl. A 7,666 121,199
Whitney Holding 29,609 b 408,308
Wilshire Bancorp 9,075 b 100,097
Wintrust Financial 10,760 400,380
World Acceptance 5,902 a,b 212,944
Zenith National Insurance 11,030 422,670
    24,705,744
Health Care--13.9%    
Abaxis 5,973 a,b 162,406
Air Methods 3,941 a,b 133,994
Align Technology 21,175 a 409,524
Almost Family 2,510 a 94,602
Amedisys 9,465 a,b 522,657
American Medical Systems Holdings 24,396 a 453,278
AMERIGROUP 15,853 a,b 526,954
AMN Healthcare Services 8,291 a 72,961
AmSurg 11,745 a 253,575
Analogic 4,542 b 194,080
ArQule 15,897 a,b 91,567
Bio-Reference Laboratories 2,835 a 124,655
Cambrex 10,303 a 41,727



Cantel Medical 5,360 106,396
Catalyst Health Solutions 11,586 a 479,429
Centene 16,062 a 386,130
Chemed 7,992 b 434,605
Computer Programs & Systems 2,110 b 82,459
CONMED 7,526 a 179,194
Cooper 15,456 600,929
CorVel 2,022 a 72,286
Cross Country Healthcare 9,719 a 98,259
CryoLife 8,412 a 54,426
Cubist Pharmaceuticals 19,786 a 445,976
Cyberonics 9,641 a 184,722
Dionex 5,303 a 396,558
Eclipsys 19,195 a 381,597
Emergent Biosolutions 4,061 a 68,184
Enzo Biochem 7,678 a,b 46,222
eResearch Technology 19,145 a 132,292
Genoptix 5,731 a,b 203,393
Gentiva Health Services 10,789 a 305,113
Greatbatch 8,988 a,b 190,456
Haemonetics 8,553 a 488,804
Hanger Orthopedic Group 8,898 a 161,766
Healthcare Realty Trust 20,744 b,c 483,128
HealthSpring 17,882 a 314,723
Healthways 9,973 a 160,266
HMS Holdings 7,377 a 376,153
ICU Medical 3,867 a,b 133,218
Integra LifeSciences Holdings 7,560 a,b 331,355
Invacare 11,836 b 314,127
Inventiv Health 11,535 a 259,076
IPC The Hospitalist 3,243 a 113,862
Kendle International 6,588 a 115,158
Kensey Nash 5,324 a 125,593
Landauer 2,899 189,073
LCA-Vision 4,390 a 36,525
LHC Group 4,064 a 136,266
Magellan Health Services 11,916 a 518,108
Martek Biosciences 10,821 a,b 243,581
MedCath 1,987 a 20,804
Mednax 15,224 a 885,885



Meridian Bioscience 11,232 b 228,796
Merit Medical Systems 7,923 a 120,826
Molina Healthcare 4,363 a 109,817
MWI Veterinary Supply 3,452 a 139,461
Natus Medical 8,245 a 131,178
Neogen 5,747 a,b 144,250
Odyssey HealthCare 11,379 a 206,074
Omnicell 10,328 a 144,902
Palomar Medical Technologies 3,355 a 36,435
Par Pharmaceutical Cos. 12,824 318,035
PAREXEL International 18,027 a,b 420,209
PharMerica 8,707 a 158,642
Phase Forward 13,125 a 171,544
PSS World Medical 19,328 a,b 454,401
Quality Systems 5,371 b 329,994
Regeneron Pharmaceuticals 18,880 a 500,131
RehabCare Group 6,612 a 180,309
Res-Care 7,417 a 88,930
Salix Pharmaceuticals 18,079 a 673,443
Savient Pharmaceuticals 21,053 a,b 304,216
SurModics 3,627 a,b 75,949
Symmetry Medical 10,811 a 108,542
Theragenics 34,909 a 57,949
ViroPharma 23,891 a,b 325,634
West Pharmaceutical Services 9,871 b 414,088
Zoll Medical 5,919 a 156,025
    19,337,857
Industrial--16.6%    
A.O. Smith 8,020 b 421,611
AAON 5,873 b 132,847
AAR 13,521 a 335,591
ABM Industries 16,834 b 356,881
Actuant, Cl. A 21,154 413,561
Acuity Brands 13,214 b 557,763
Administaff 5,179 110,520
Aerovironment 3,176 a,b 82,925
Albany International, Cl. A 8,104 174,479
Allegiant Travel 5,234 a,b 302,839
American Science & Engineering 2,327 174,339
Apogee Enterprises 8,671 137,088



Applied Industrial Technologies 13,502 335,525
Applied Signal Technology 4,266 83,528
Arkansas Best 6,663 b 199,090
Astec Industries 4,963 a,b 143,728
ATC Technology 8,166 a 140,129
AZZ 5,154 174,463
Badger Meter 4,451 b 171,408
Baldor Electric 12,314 b 460,544
Barnes Group 14,915 b 290,097
Belden 16,348 448,916
Bowne & Co. 11,096 123,831
Brady, Cl. A 17,950 558,604
Briggs & Stratton 17,941 349,849
Cascade 3,216 b 103,587
CDI 1,531 22,444
Ceradyne 6,994 a 158,694
CIRCOR International 4,170 138,486
CLARCOR 15,476 533,767
Comfort Systems USA 12,773 159,535
Consolidated Graphics 4,505 a 186,552
Cubic 6,111 219,996
Curtiss-Wright 14,089 b 490,297
EMCOR Group 21,475 a 528,929
Encore Wire 4,061 84,469
EnPro Industries 6,614 a,b 192,335
ESCO Technologies 9,676 307,794
Esterline Technologies 8,827 a 436,319
Exponent 4,609 a 131,449
Forward Air 9,316 245,011
G & K Services, Cl. A 6,182 159,990
Gardner Denver 17,313 762,465
GenCorp 18,748 a,b 107,988
Geo Group 17,094 a 338,803
Gibraltar Industries 11,284 a 142,291
Griffon 17,210 a,b 214,437
Healthcare Services Group 11,891 266,239
Heartland Express 14,237 b 234,910
Heidrick & Struggles International 3,923 109,962
Hub Group, Cl. A 11,677 a 326,722
II-VI 7,180 a 242,971



Insituform Technologies, Cl. A 14,016 a 372,966
Interface, Cl. A 15,293 177,093
John Bean Technologies 6,655 116,729
Kaman 6,488 162,265
Kaydon 9,614 361,486
Kelly Services, Cl. A 5,875 a 97,878
Knight Transportation 18,415 b 388,372
Lawson Products 223 3,450
Lindsay 4,750 b 196,697
Lydall 5,375 a 42,194
Magnetek 8,478 a 14,243
Mobile Mini 9,156 a,b 141,826
Moog, Cl. A 13,365 a 473,388
Mueller Industries 10,413 278,964
NCI Building Systems 5,928 a 65,445
Old Dominion Freight Line 8,004 a 267,254
On Assignment 13,600 a 96,968
Orbital Sciences 20,395 a 387,709
Powell Industries 4,061 a,b 132,104
Quanex Building Products 11,759 194,376
Robbins & Myers 10,027 238,843
School Specialty 5,719 a 129,878
SFN Group 19,129 a 153,223
Simpson Manufacturing 10,793 299,614
SkyWest 19,378 276,718
Standard Register 4,091 21,887
Standex International 5,231 134,803
Stanley 4,600 a 130,134
Sykes Enterprises 14,150 a 323,186
Teledyne Technologies 10,588 a 436,967
Tetra Tech 21,404 a 493,148
Toro 11,313 b 556,260
Tredegar 9,299 158,827
Triumph Group 4,669 b 327,250
TrueBlue 11,473 a 177,831
United Stationers 8,314 a 489,279
Universal Forest Products 5,691 219,217
Viad 4,640 95,352
Vicor 4,559 a 62,960
Volt Information Sciences 2,995 a 30,579



Watsco 9,523 b 541,668
Watts Water Technologies, Cl. A 10,636 b 330,354
    23,125,983
Information Technology--18.0%    
Actel 8,853 a 122,614
Adaptec 51,337 a 167,872
Advanced Energy Industries 12,930 a 214,121
Agilysys 10,115 112,985
Anixter International 10,035 a 470,140
Arris Group 43,212 a 518,976
ATMI 7,844 a 151,468
Avid Technology 6,196 a,b 85,381
Bel Fuse, Cl. B 5,338 107,561
Benchmark Electronics 20,346 a 421,976
Black Box 4,645 142,880
Blackbaud 13,632 343,390
Blue Coat Systems 12,744 a,b 395,574
Brightpoint 27,886 a 209,982
Brooks Automation 25,126 a 221,611
Cabot Microelectronics 8,591 a,b 324,998
CACI International, Cl. A 10,436 a,b 509,799
Checkpoint Systems 12,680 a 280,482
CIBER 25,362 a 94,854
Cognex 10,499 194,127
Cohu 7,648 105,313
Commvault Systems 12,929 a 276,034
Compellent Technologies 5,457 a,b 95,770
comScore 5,909 a 98,621
Comtech Telecommunications 10,078 a 322,395
Concur Technologies 12,723 a,b 521,770
CSG Systems International 13,291 a 278,579
CTS 10,982 103,450
CyberSource 21,245 a,b 374,762
Cymer 8,889 a 331,560
Cypress Semiconductor 52,711 a 606,176
Daktronics 6,569 b 50,056
DealerTrack Holdings 10,451 a 178,503
Digi International 7,305 a 77,725
Diodes 9,502 a 212,845
DSP Group 11,912 a 99,227



DTS 4,337 a,b 147,631
Ebix 8,272 a,b 132,104
Electro Scientific Industries 6,168 a 79,012
EMS Technologies 5,279 a 87,631
Epicor Software 13,130 a 125,523
EPIQ Systems 13,837 a,b 171,994
Exar 8,459 a 59,636
FARO Technologies 4,240 a 109,180
FEI 11,457 a 262,480
Forrester Research 3,828 a 115,108
Gerber Scientific 8,219 a 51,040
Harmonic 27,126 a 171,165
Heartland Payment Systems 9,732 181,015
Hittite Microwave 5,896 a 259,247
Hutchinson Technology 8,788 a 54,837
Infospace 10,772 a 119,031
Insight Enterprises 15,181 a 217,999
Integral Systems 6,203 a 59,735
Interactive Intelligence 3,969 a 74,181
Intermec 14,158 a 200,760
Intevac 6,340 a 87,619
j2 Global Communications 14,622 a,b 342,155
JDA Software Group 12,862 a 357,821
Keithley Instruments 6,538 43,151
Knot 5,478 a 42,838
Kopin 16,826 a 62,256
Kulicke & Soffa Industries 24,041 a 174,297
Littelfuse 6,632 a 252,082
LoJack 4,908 a,b 20,270
Manhattan Associates 7,712 a 196,502
MAXIMUS 6,199 377,705
Mercury Computer Systems 7,010 a 96,177
Methode Electronics 12,527 124,017
Micrel 9,776 104,212
Microsemi 28,736 a 498,282
MKS Instruments 17,838 a 349,446
MTS Systems 3,812 110,662
NCI, Cl. A 1,428 a 43,168
NETGEAR 11,685 a 304,978
NetScout Systems 10,402 a 153,846



Network Equipment Technologies 8,704 a 47,959
Neutral Tandem 10,537 a,b 168,381
Newport 14,790 a 184,875
Novatel Wireless 12,263 a,b 82,530
Park Electrochemical 5,603 161,030
PC-Tel 6,043 a 37,346
Perficient 9,634 a 108,575
Pericom Semiconductor 9,256 a 99,132
Phoenix Technologies 16,209 a,b 52,193
Plexus 11,604 a 418,092
Progress Software 13,769 a 432,760
Radiant Systems 9,807 a 139,946
Radisys 12,015 107,654
Rogers 4,021 a 116,649
Rudolph Technologies 14,645 a 125,508
ScanSource 7,113 a 204,712
Sigma Designs 12,060 a,b 141,464
Skyworks Solutions 53,580 a,b 835,848
Smith Micro Software 10,498 a 92,802
Sonic Solutions 8,393 a,b 78,642
Standard Microsystems 5,634 a 131,160
StarTek 4,056 a 28,189
Stratasys 6,187 a 150,839
Supertex 2,517 a,b 64,410
Symmetricom 19,200 a 111,936
Synaptics 11,587 a,b 319,917
SYNNEX 7,463 a,b 220,606
Take-Two Interactive Software 27,167 a 267,595
Taleo, Cl. A 10,805 a 279,958
Technitrol 16,872 b 89,084
Tekelec 20,835 a 378,364
TeleTech Holdings 12,646 a 215,994
Tessera Technologies 18,013 a 365,304
THQ 23,628 a 165,632
Tollgrade Communications 4,672 a 29,387
Triquint Semiconductor 52,351 a 366,457
TTM Technologies 13,864 a 123,112
Tyler Technologies 9,881 a,b 185,170
Ultratech 4,531 a 61,622
United Online 32,579 243,691



Varian Semiconductor Equipment    
Associates 24,872 a 823,761
Veeco Instruments 12,322 a,b 536,007
ViaSat 10,868 a,b 376,141
Websense 13,701 a 311,972
Wright Express 10,775 a 324,543
    25,051,319
Materials--4.5%    
A.M. Castle & Co. 2,600 a 34,008
AMCOL International 9,532 b 259,270
American Vanguard 3,497 b 28,501
Arch Chemicals 7,574 260,470
Balchem 8,566 211,152
Brush Engineered Materials 5,592 a 126,211
Buckeye Technologies 12,152 a 158,948
Calgon Carbon 19,815 a,b 339,233
Century Aluminum 17,784 a 244,708
Clearwater Paper 3,244 a 159,767
Deltic Timber 2,477 b 109,112
Eagle Materials 12,397 329,016
H.B. Fuller 14,056 326,240
Headwaters 15,075 a 69,194
Myers Industries 8,673 90,893
Neenah Paper 7,080 112,147
NewMarket 3,663 377,252
Olympic Steel 2,995 97,787
OM Group 9,341 a 316,473
Penford 2,124 a 21,771
PolyOne 32,267 a 330,414
Quaker Chemical 3,884 105,295
Rock-Tenn, Cl. A 13,123 598,015
RTI International Metals 8,167 a 247,705
Schulman (A.) 9,527 233,126
Schweitzer-Mauduit International 5,843 277,893
Stepan 3,208 179,295
Texas Industries 7,608 b 259,965
Wausau Paper 20,363 a 173,900
Zep 6,296 137,756
    6,215,517
Telecommunication Services--.5%    



Cbeyond 5,584 a 76,389
Dycom Industries 11,126 a 97,575
General Communication, Cl. A 7,212 a 41,613
Iowa Telecommunications Services 8,017 133,884
NTELOS Holdings 11,198 199,212
USA Mobility 9,214 a 116,741
    665,414
Utilities--3.4%    
Allete 8,342 279,290
American States Water 6,798 235,891
Avista 19,478 403,389
Central Vermont Public Service 5,474 110,411
CH Energy Group 4,571 186,680
El Paso Electric 14,980 308,588
Laclede Group 8,055 271,615
New Jersey Resources 12,034 451,997
Northwest Natural Gas 8,174 b 380,908
Piedmont Natural Gas 24,122 b 665,285
South Jersey Industries 8,546 358,847
Southwest Gas 15,717 470,253
UIL Holdings 9,874 271,535
UniSource Energy 10,172 319,808
    4,714,497
Total Common Stocks    
(cost $115,652,595)   138,374,999
  Principal  
Short-Term Investments--.1% Amount ($) Value ($)
U.S. Treasury Bills    
0.15%, 6/10/10    
(cost $84,975) 85,000 d 84,978
Investment of Cash Collateral for    
Securities Loaned--23.1% Shares Value ($)
Registered Investment Company;    
Dreyfus Institutional Cash    
Advantage Plus Fund    
(cost $32,141,270) 32,141,270 e 32,141,270
 
Total Investments (cost $147,878,840) 122.8% 170,601,247
Liabilities, Less Cash and Receivables (22.8%) (31,637,827)
Net Assets 100.0% 138,963,420



a     

Non-income producing security.

b     

Security, or portion thereof, on loan. At March 31, 2010, the total market value of the portfolio's securities on loan is $31,033,582 and the total market value of the collateral held by the portfolio is $32,141,270.

c     

Investment in real estate investment trust.

d     

Held by a broker as collateral for open financial futures positions.

e     

Investment in affiliated money market mutual fund.

At March 31, 2010, the aggregate cost of investment securities for income tax purposes was $147,878,840. Net unrealized appreciation on investments was $22,722,407 of which $32,769,602 related to appreciated investment securities and $10,047,195 related to depreciated investment securities.

STATEMENT OF FINANCIAL FUTURES        
March 31, 2010 (Unaudited)        
 
    Market Value   Unrealized
    Covered by   (Depreciation)
  Contracts Contracts ($) Expiration at 3/31/2010 ($)
Financial Futures Long        
Russell 2000 E-mini 10 677,100 June 2010 (7,219)



Various inputs are used in determining the value of the fund's investments relating to fair value measurements.
These inputs are summarized in the three broad levels listed below.
 
Level 1 - unadjusted quoted prices in active markets for identical investments.
Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds,
credit risk, etc.)
Level 3 - significant unobservable inputs (including fund's own assumptions in determining the fair value of investments).
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing
in those securities.
The following is a summary of the inputs used as of March 31, 2010 in valuing the fund's investments:

      Level 3 -  
  Level 1 -   Significant  
  Unadjusted Level 2 - Other Significant Unobservable  
Assets ($) Quoted Prices Observable Inputs Inputs Total
Investments in Securities:        
Equity Securities - Domestic+ 138,318,718 - - 138,318,718
Equity Securities - Foreign+ 56,281     56,281
U.S. Treasury - 84,978 - 84,978
Mutual Funds 32,141,270 - - 32,141,270
Liabilities ($)        
Other Financial Instruments:++        
Futures (7,219) - - (7,219)
+ See Statement of Investments for industry classification.      
++ Other financial instruments include derivative instruments, such as futures, forward foreign currency  
exchange contracts, swap contracts and options contracts. Amounts shown represent unrealized appreciation (depreciation),
or in the case of options, market value at period end.        



The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund's financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

Portfolio valuation: Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. When market quotations or official closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board of Trustees. Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant American Depository Receipts and futures contracts. For other securities that are fair valued by the Board of Trustees, certain factors may be considered such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold and public trading in similar securities of the issuer or comparable issuers. Financial futures are valued at the last sales price.



Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Manager, U.S. Government and Agency securities or letters of credit. The fund is entitled to receive all income on securities loaned, in addition to income earned as a result of the lending transaction. Although each security loaned is fully collateralized, the fund bears the risk of delay in recovery of, or loss of rights in, the securities loaned should a borrower fail to return the securities in a timely manner.

The fund adopted the provisions of ASC Topic 815 “Derivatives and Hedging” which requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments and disclosures about credit-risk-related contingent features in derivative agreements. The disclosure requirements distinguish between derivatives, which are accounted for as “hedges” and those that do not qualify for hedge accounting. Because investment companies value their derivatives at fair value and recognize changes in fair value through the Statement of Operations, they do not qualify for such accounting. Accordingly, even though a fund’s investments in derivatives may represent economic hedges, they are considered to be non-hedge transactions for purposes of this disclosure.

Futures Contracts: In the normal course of pursuing its investment objective, the fund is exposed to market risk, including equity risk, as a result of changes in value of underlying financial instruments. The fund invests in financial futures contracts in order to manage its exposure to or protect against changes in the market. A futures contract represents a commitment for the future purchase or a sale of an asset at a specified date. Upon entering into such contracts, these investments require initial margin deposits with a broker, which consist of cash or cash equivalents. The amount of these deposits is determined by the exchange or Board of Trade on which the contract is traded and is subject



to change. Accordingly, variation margin payments are received or made to reflect daily unrealized gains or losses which are recorded in the Statement of Operations. Futures contracts are valued daily at the last sales price established by the Board of Trade or exchange upon which they are traded. When the contracts are closed, the fund recognizes a realized gain or loss. There is minimal counterparty credit risk to the fund with futures, since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

Additional investment related disclosures are hereby incorporated by reference to the annual and semi-annual reports previously filed with the Securities and Exchange Commission on Form N-CSR.



STATEMENT OF INVESTMENTS
Dreyfus Investment Portfolios, Technology Growth Portfolio
March 31, 2010 (Unaudited)

Common Stocks--93.8% Shares Value ($)
Consumer Discretionary--2.0%    
Amazon.com 27,780 a 3,770,579
Exchange Traded Funds--1.0%    
Powershares QQQ 39,370 b 1,896,059
Information Technology--88.9%    
Akamai Technologies 196,110 a,b 6,159,815
Amphenol, Cl. A 86,105 3,632,770
Apple 36,331 a 8,535,242
BMC Software 124,350 a 4,725,300
Broadcom, Cl. A 151,615 5,030,586
Cavium Networks 110,549 a 2,748,248
Cisco Systems 266,440 a 6,935,433
Cognizant Technology Solutions,    
Cl. A 72,405 a 3,691,207
Computer Sciences 69,260 a 3,773,977
Dolby Laboratories, Cl. A 87,880 a 5,155,920
Electronic Arts 194,962 a 3,637,991
EMC 287,510 a 5,186,680
Equinix 33,090 a 3,220,981
Google, Cl. A 15,500 a 8,788,655
Hewlett-Packard 140,585 7,472,093
Informatica 146,450 a 3,933,647
Lam Research 150,190 a 5,605,091
Lexmark International, Cl. A 75,600 a 2,727,648
Microsoft 297,085 8,695,678
Motorola 528,080 a 3,707,122
NetApp 119,520 a 3,891,571
NVIDIA 289,730 a 5,035,507
Oracle 287,433 7,384,154
Paychex 125,320 b 3,847,324
QUALCOMM 213,140 8,949,749



Quest Software 207,610 a 3,693,382
Research In Motion 111,450 a,b 8,241,727
Salesforce.com 58,920 a 4,386,594
Sybase 97,900 a,b 4,564,098
Teradata 134,210 a 3,877,327
Trimble Navigation 134,930 a 3,875,190
VMware, Cl. A 72,190 a 3,847,727
    164,958,434
Telecommunication Services--1.9%    
AT & T 136,710 3,532,586
Total Common Stocks    
(cost $148,393,864)   174,157,658
 
Other Investment--4.1%    
Registered Investment Company;    
Dreyfus Institutional Preferred    
Plus Money Market Fund    
(cost $7,582,718) 7,582,718 c 7,582,718
Investment of Cash Collateral for    
Securities Loaned--4.7%    
Registered Investment Company;    
Dreyfus Institutional Cash    
Advantage Fund    
(cost $8,821,810) 8,821,810 c 8,821,810
Total Investments (cost $164,798,392) 102.6% 190,562,186
Liabilities, Less Cash and Receivables (2.6%) (4,908,597)
Net Assets 100.0% 185,653,589

a     

Non-income producing security.

b     

Security, or portion thereof, on loan. At March 31, 2010, the total market value of the portfolio's securities on loan is $15,679,684 and the total market value of the collateral held by the portfolio is $16,230,240, consisting of cash collateral of $8,821,810 and U.S. Government and agency securities valued at $7,408,430.

c     

Investment in affiliated money market mutual fund.

At March 31, 2010, the aggregate cost of investment securities for income tax purposes was $164,798,392. Net unrealized appreciation on investments was $25,763,794 of which $27,162,648 related to appreciated investment securities and $1,398,854 related to depreciated investment securities.



Various inputs are used in determining the value of the fund's investments relating to fair value measurements.
These inputs are summarized in the three broad levels listed below.
 
Level 1 - unadjusted quoted prices in active markets for identical investments.
Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds,
credit risk, etc.).
Level 3 - significant unobservable inputs (including the fund's own assumptions in determining the fair value of investments).
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing
in those securities.
The following is a summary of the inputs used as of March 31, 2010 in valuing the fund's investments:

  Level 1 -Unadjusted Level 2 - Other Significant Level 3 -Significant  
Assets ($) Quoted Prices Observable Inputs Unobservable Inputs Total
Investments in Securities:        
Equity Securities - Domestic+ 165,915,931 - - 165,915,931
Equity Securities - Foreign+ 8,241,727 - - 8,241,727
Mutual Funds 16,404,528 - - 16,404,528
+ See Statement of Investments for industry classification.      



The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund's financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

Portfolio valuation: Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices, except for open short positions, where the asked price is used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. When market quotations or official closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board of Trustees. Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant American Depository Receipts and futures contracts. For other securities that are fair valued by the Board of Trustees, certain factors may be considered such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. Financial futures are valued at the last sales price. Investments



denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange.

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Manager, U.S. Government and Agency securities or letters of credit. The fund is entitled to receive all income on securities loaned, in addition to income earned as a result of the lending transaction. Although each security loaned is fully collateralized, the fund bears the risk of delay in recovery of, or loss of rights in, the securities loaned should a borrower fail to return the securities in a timely manner.

The fund adopted the provisions of ASC Topic 815 “Derivatives and Hedging” which requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments and disclosures about credit-risk-related contingent features in derivative agreements. The fund held no derivatives during the period ended March 31, 2010.These disclosures did not impact the notes to the financial statements.

Additional investment related disclosures are hereby incorporated by reference to the annual and semi-annual reports previously filed with the Securities and Exchange Commission on Form N-CSR.



Item 2. Controls and Procedures.

(a) The Registrant's principal executive and principal financial officers have concluded, based on their evaluation of the Registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrant's disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-Q is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-Q is accumulated and communicated to the Registrant's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

(b) There were no changes to the Registrant's internal control over financial reporting that occurred during the Registrant's most recently ended fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 3. Exhibits.

(a) Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.



FORM N-Q

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dreyfus Investment Portfolios

By: /s/ Bradley J. Skapyak
  Bradley J. Skapyak
  President
 
Date: May 24, 2010

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

By: /s/ Bradley J. Skapyak
  Bradley J. Skapyak
  President
 
Date: May 24, 2010
 
By: /s/ James Windels
James Windels
  Treasurer
 
Date: May 24, 2010

EXHIBIT INDEX

(a) Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940. (EX-99.CERT)