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 811-03459

Penn Series Funds, Inc.

(Exact name of registrant as specified in charter)

600 Dresher Road Horsham, PA 19044

(Address of principal executive offices) (Zip code)

Steven Viola

Penn Series Funds, Inc.

600 Dresher Road

Horsham, PA 19044

(Name and address of agent for service)

Registrant’s telephone number, including area code: (215) 956-8129

Date of fiscal year end: December 31

Date of reporting period: December 31, 2016

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, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

Item 1. Reports to Stockholders.

The Report to Shareholders is attached herewith.

Dear Investor:

Thank you for your continued affiliation with The Penn Mutual Life Insurance Company. The confidence and trust you place in us reaffirms our commitment to helping policyholders take advantage of all life’s possibilities. We also take pride in being a financially strong mutual insurance company that delivers on our promises, and I’m very pleased to bring you the following capital markets summary. Please remember that regardless of what the markets may bring, short-term performance changes should not distract you from your long-term financial plan, and it’s a good idea to meet with your investment professional regularly to make sure that your asset allocation remains on target.

Stocks moved solidly higher in 2016 despite experiencing one of the worst-ever starts to a new year. A rebound in oil prices, easy global monetary policy and better-than-expected U.S. economic data offset the sharp losses witnessed earlier in the year. The global reach for yield also factored heavily in equity market performance during the year. In the first half, defensive sectors, including utilities, telecommunications, and consumer staples, offered higher dividend yields and posted strong performance, while banks and financials struggled due to the prospect for “lower for longer” interest rates and flattening yield curves. Equity sector performance reversed course after the U.S. Presidential election with cyclical, financials, and small cap stocks leading the stock market higher with the prospect for stimulative fiscal policies to supplant the easy monetary policies that have been in place. Despite a slight pick-up in the third quarter, Gross Domestic Product (GDP) growth remained rather anemic during 2016 and will likely post an underwhelming gain of approximately 2.0% or lower for the full year. The unemployment rate ended the year at nearly a nine-year low of 4.7% and remains in line with the Fed’s estimate of the equilibrium long-run employment rate. In this environment, the U.S. stock market, as measured by the Wilshire 5000 Equity Index, returned a solid 13.37 percent for the full twelve-month period ending December 31.

On a relative basis, small capitalization stocks provided higher returns than did mid and large capitalization stocks during the year. Small capitalization stocks, as measured by the Russell 2000 Index, returned 21.31 percent, while mid capitalization stocks, as measured by the Russell Midcap Index returned 13.80 percent and large capitalization stocks, as measured by the Russell 1000 Index, returned 12.05 percent. From a style perspective, value stocks quite handily outperformed growth stocks in the all market capitalizations, with the widest disparity being in the small capitalization space. For instance, small cap value stocks, as measured by the Russell 2000 Value Index returned 31.74 percent while small cap growth stocks, as measured by the Russell 2000 Growth Index returned 11.32 percent. Lastly, U.S. equity Real Estate Investment Trusts (REITs), which enjoyed a pleasant start to the year, underperformed the broader equity market for the full year as interest rate concerns applied downward pressure.

International markets, were mixed for the year with emerging market stocks posting a solid 11.60 percent return, as measured by the MSCI Emerging Markets Index, and developed international stocks returning a very modest 1.51 percent, as measured by the MSCI EAFE Index. The commodity rally in 2016 benefited emerging market equity performance after posting years of disappointing results. Oil finished 2016 at approximately $54 a barrel – up over 45% for the year. Equity returns across Europe were again lackluster due to disappointing economic growth and uncertainty surrounding the impact of Brexit.

Investment-grade fixed-income securities significantly underperformed high yield bonds during the twelve-month period as noninvestment-grade bonds benefited from the rebound in oil prices and strength in energy-sector issuers, which make up a large percentage of U.S. high yield indexes. Investment-grade bonds, as measured by the Bloomberg Barclays U.S. Aggregate Index, returned 2.65 percent and the Credit Suisse High Yield Bond Index, returned a strong 18.26 percent. At the beginning of 2016, markets priced in an additional three interest rate hikes by the Federal Reserve (Fed). However, tightening credit conditions during the first quarter, disappointing global economic growth and the proliferation of negative interest rate policies in Europe and Japan kept the Fed on hold until December, when they tightened monetary policy for the second time in ten years and more importantly increased the number of expected hikes for 2017 from two to three.

Once again, we thank you for the privilege of serving your financial needs and encourage you to work closely with your financial professional to continue to explore your options throughout all life’s stages.

Sincerely,

David M. O’Malley

President and Chief Operating Officer

The Penn Mutual Life Insurance Company

President

Penn Series Funds, Inc.

Source: This material is not intended to be relied upon as a forecast, research or investment advice, and is not a recommendation, offer or solicitation to buy or sell any securities or to adopt any investment strategy. The opinions expressed are subject to change as subsequent conditions vary. All economic and performance information is historical and not indicative of future results.

Table of Contents

Penn Series Funds, Inc. Annual Report

Management’s Discussion of Fund Performance (Unaudited)
Limited Maturity Bond Fund	2
Quality Bond Fund	3
High Yield Bond Fund	4
Flexibly Managed Fund	6
Balanced Fund	8
Large Growth Stock Fund	9
Large Cap Growth Fund	11
Large Core Growth Fund	13
Large Cap Value Fund	15
Large Core Value Fund	17
Index 500 Fund	19
Mid Cap Growth Fund	21
Mid Cap Value Fund	23
Mid Core Value Fund	25
SMID Cap Growth Fund	27
SMID Cap Value Fund	29
Small Cap Growth Fund	31
Small Cap Value Fund	33
Small Cap Index Fund	35
Developed International Index Fund	37
International Equity Fund	39
Emerging Markets Equity Fund	41
Real Estate Securities Fund	43
Aggressive Allocation Fund	45
Moderately Aggressive Allocation Fund	47
Moderate Allocation Fund	49
Moderately Conservative Allocation Fund	51
Conservative Allocation Fund	53
Important Information about Fund Expenses (Unaudited)	55
Schedules of Investments	58
Statements of Assets and Liabilities	168
Statements of Operations	176
Statements of Changes in Net Assets	180
Financial Highlights	188
Notes to Financial Statements	203
Report of Independent Registered Public Accounting Firm	230
Tax Information	231
Disclosure of Portfolio Holdings	232
Voting Proxies on Fund Portfolio Securities	232
Board Approval of Investment Sub-Advisory Agreements	232
Fund Management	234

1

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Limited Maturity Bond Fund

The Penn Series Limited Maturity Bond Fund returned 2.59% for the twelve-month period ending December 31, 2016, compared to the 1.28% return for its benchmark, the Bloomberg Barclays Capital U.S. Government/Credit 1-3 Year Index for the same time period.

The Federal Reserve (Fed) maintained a cautious approach to tightening monetary policy during 2016. In a repeat of 2015, the Fed waited until December for its one interest rate hike. The 2-year Treasury note finished 2016 at 1.19%, up 14 basis points from the start of the year. We expect the Federal Reserve to increase rates more rapidly during 2017 as both economic growth and inflation rates appear ready to accelerate.

Conservative duration, or interest rate risk, benefitted Fund performance during the second half of the year as interest rates across the yield curve moved higher. Additionally, we added to Treasury Inflation Protected securities (TIPs) during the second half of the year in order to profit from rising inflation.

Fund overweight exposure to higher yielding structured securities and corporate debt represented another source of value-added performance during the year. We will continue to search for the best total return opportunities for the Fund among short duration fixed income assets.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the Limited Maturity Bond Fund on December 31, 2006 would have grown to $12,429. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Bloomberg Barclays Capital U.S. Government Credit 1–3 Year Bond Index, during the same period. A $10,000 investment in the Bloomberg Barclays Capital U.S. Government Credit 1–3 Year Bond Index on December 31, 2006 would have grown to $12,728.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
Limited Maturity Bond Fund		2.59	%		0.81	%		2.20	%
Bloomberg Barclays Capital U.S. Government/Credit 1-3 year Index		1.28	%		0.92	%		2.44	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
Corporate Bonds		45.3	%
Asset Backed		23.9	%
U.S Treasury Obligations		16.8	%
Commercial Mortgage Backed		13.0	%
Residential Mortgage Backed		1.0	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments.

2

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Quality Bond Fund

The Penn Series Quality Bond Fund returned 4.31% for the twelve-month period ending December 31, 2016, compared to the 2.65% return for its benchmark, the Bloomberg Barclays Capital U.S. Aggregate Bond Index for the same time period.

The equity and credit markets staged a dramatic turnaround after a disappointing start of the year. The start of this recovery coincided to the day with oil prices bottoming in mid-February as fears of widespread defaults in the energy sector quickly dissipated. Expanding global central bank bond purchase programs (quantitative easing) to include corporate debt helped sustain the rally throughout the balance of 2016.

Treasury yields increased modestly during 2016 but the first half and second halves of the year were mirror opposites in terms of rate moves. Treasury yields fell sharply during the first half of the year as negative interest rate policies from global central banks helped drive even long-term sovereign bond yields into negative territory. The 10-year Treasury reached record low levels in July at 1.36% and then quickly reversed course. The pace of rate increases gathered steam after the Trump victory on Election Day. Investors priced in prospects for higher economic growth and inflation arising from likely passage of fiscal stimulus and less restrictive regulation under the new Administration. The 10-year Treasury yield finished the year at 2.45%.

Our short duration positioning (interest rate sensitivity) in the Fund since mid-year benefited performance. Recent purchase activity of Treasury Inflation Protected securities (TIPs) also added to returns during the quarter. Inflation pressures are likely to keep building in the United States economy due to tightening labor market conditions and likely passage of protectionist trade policies.

Fund holdings of corporate bonds and structured securities (including collateralized loan obligations) represented another source of excess return during the year. We have been gradually reducing exposure in the corporate and structured sectors as spreads narrowed. We will continue to look for the best relative value opportunities across the fixed income markets and take advantage of interest rate volatility with tactical duration management as we enter 2017.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the Quality Bond Fund on December 31, 2006 would have grown to $15,250. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on December 31, 2006 would have grown to $15,301.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
Quality Bond Fund		4.31	%		1.96	%		4.31	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		2.65	%		2.23	%		4.34	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
Corporate Bonds		39.2	%
Commercial Mortgage Backed		17.1	%
U.S Treasury Obligations		15.6	%
Asset Backed		13.2	%
Residential Mortgage Backed		10.5	%
Agency Obligations		2.6	%
Municipal Bonds		1.8	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments.

3

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

High Yield Bond Fund

The Penn Series High Yield Bond Fund returned 15.83% for the twelve-month period ending December 31, 2016, compared to the 18.26% return for its benchmark, the Credit Suisse High Yield Bond Index.

High yield bonds ended 2016 with impressive gains in excess of 17%. Commodity-related sectors and lower-rated bonds led outperformance for the year, posting gains that significantly exceeded those of other market segments and higher qualities. Market disruptions, most notably in June around the U.K. referendum were surprisingly short-lived, in part due to stimulus measures from major central banks. Oil prices rebounded from bouts of volatility amid expectations of an OPEC deal to cut production and rallied after the formal agreement was announced in late November. Following Donald Trump’s surprising victory in the U.S. Presidential election, Treasury yields rose sharply across all maturities in anticipation of stimulative fiscal policies under the incoming administration. In December, as widely expected, the Federal Reserve announced an increase in the federal funds target rate range by 25 basis points, marking only the second rate increase since the global financial crisis.

Credit selection within energy weighed in relative performance. Not owning certain low-quality credits, particularly those rated CCC and below, resulted in underperformance within the sector. West Texas Intermediate crude oil ended 2015 at $37 per barrel and rose to $48 in September 2016. Uncertainty surrounding the November OPEC meeting caused oil price volatility for most of that month, but OPEC leaders emerged with a formal agreement to cut production, which exceeded expectations. The price of oil rallied further, to end the year at $54 per barrel, equating to a return of 45% for 2016. This bolstered the performance of energy-related issuers.

Food sector positioning — a combination of our underweight allocation and credit selection — benefited relative performance. The security selection impact was partly due to the portfolio’s holdings of Minerva S.A., one of Brazil’s largest producers of protein products. The company’s results were resilient in 2016 despite a challenging industry backdrop. From a demand perspective, the recent opening of the U.S. market should lead to higher volumes in the year ahead, especially if other markets follow the U.S. move.

Although we have been selectively adding to our holdings in the metals and minerals industry, our underweight

allocation and credit selection detracted from relative results. This sector rallied in 2016 after posting a loss of 18% last year.

Underweight allocations in the transportation and health care segments were supportive, but credit selection in health care offset part of the positive impact.

Our reserves position — averaging 3-4% of assets and necessary for portfolio liquidity — was the notable detractor within a strong performance environment. From a quality perspective, the Fund’s underweight to higher quality bonds contributed to performance. BB-rated bonds underperformed the broader market, especially in the fourth quarter as rates rose.

High yield bonds appear well positioned given the improving economic environment, the relatively short duration of the asset class, and the likelihood of gradually rising rates. The technicals of income demand are considerable and have the potential to drive future gains. We believe energy and metals issuers will continue to dominate bankruptcy activity. However, an uptick in oil prices may have extended the life of these troubled companies, and the peak in default rates could be behind us. These sectors also enjoyed a considerable run in 2016. Upcoming political developments across the globe bring a level of uncertainty, but, for now, confidence in corporates appears strong.

Penn Mutual Asset Management, LLC

Investment Adviser

T. Rowe Price Associates, Inc.

Investment Sub-Adviser

4

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the High Yield Bond Fund on December 31, 2006 would have grown to $19,122. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the CSFB High Yield Bond Index, during the same period. A $10,000 investment in the CSFB High Yield Bond Index on December 31, 2006 would have grown to $19,680.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
High Yield Bond Fund		15.83	%		7.10	%		6.70	%
CSFB High Yield Bond Index		18.26	%		7.15	%		7.14	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
BBB/BB Rated & Above		10.2	%
BB Rated		6.5	%
BB/B Rated		28.2	%
B Rated		13.6	%
B/CCC Rated		20.8	%
CCC and Below		1.7	%
Not Rated		2.5	%
Loan Agreements		14.1	%
Equity Securities		2.4	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments.

5

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Flexibly Managed Fund

The Penn Series Flexibly Managed Fund returned 8.06% for the twelve-month period ending December 31, 2016, compared to its benchmarks the S&P 500 Index’s return of 11.96%.

The Fund’s equity holdings drove performance, and the Fund’s fixed income holdings also posted a positive return during the one-year period.

After a sour start to the year, driven by fears of a global economic slowdown, especially in China, and a collapse in oil prices, stocks worked their way higher through late June. After a brief but intense sell-off as the U.K. unexpectedly voted in favor of leaving the European Union, stocks resumed their upward trajectory amid expectations that global central banks would provide additional monetary stimulus. After trading mostly flat prior to the November 8 U.S. elections, an unexpected presidential victory by Donald Trump sparked a feverish stock market rally in anticipation of a friendlier regulatory environment and stimulative fiscal policies, including tax cuts and increased infrastructure spending. In contrast, domestic bond market returns were mostly negative for the period. U.S. Treasury yields jumped following Donald Trump’s election victory amid increased expectations for U.S. fiscal stimulus and higher inflation.

While we continue to be cautious on the equity market overall given stretched valuations and uncertain U.S. policy, we opportunistically added to select equities during the year that we believe will be solid performers in most economic scenarios. We also trimmed holdings that had performed well. We continued to maintain exposure to covered calls, which give us the benefits of owning a stock while providing downside protection.

Our overall fixed income weight increased from the prior year, as we added to select high yield and investment-grade securities, while we trimmed bank debt. Although high yield spreads compressed during the year, we continue to believe that high yield is an attractive asset class on a risk/reward basis that stands to benefit should there be an increase in nominal economic growth. Within investment-grade corporate bonds, our weight increased during the year as we added to select opportunities that offered idiosyncratic investment opportunities. Overall, we continue to favor shorter-duration paper, as Treasury rates remain relatively low.

The health care sector contributed to relative performance, due to stock selection. Within the sector, UnitedHealth Group and Becton, Dickinson & Company helped results. Conversely, the information technology sector detracted from relative performance due to stock selection and our underweight exposure, and off-benchmark holding NetScout Systems hindered results, as did Visa.

Going forward, we will closely monitor the ramifications of this post election optimism occurring amid the later stages of the U.S. economic cycle. In particular, we remain mindful of political developments that would disappoint investors, who priced in expectations for higher economic growth, higher infrastructure spending, lower corporate taxes, and fewer regulations. Despite the recent rise in equity markets, we are finding opportunities to purchase attractively priced shares of high-quality companies that we believe will be solid performers in most economic scenarios. Overall, we have maintained the Fund’s conservative positioning.

Penn Mutual Asset Management, LLC

Investment Adviser

T. Rowe Price Associates, Inc.

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the Flexibly Managed Fund on December 31, 2006 would have grown to $20,991. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the S&P 500 Index, during the same period. A $10,000 investment in the S&P 500 Index on December 31, 2006 would have grown to $19,568.

6

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
Flexibly Managed Fund		8.06	%		12.28	%		7.70	%
S&P 500 Index		11.96	%		14.66	%		6.95	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
Consumer, Non-cyclical		32.8	%
Financials		17.5	%
Consumer, Cyclical		13.5	%
Communications		10.0	%
Technology		8.9	%
Industrials		7.3	%
Utilities		4.7	%
Energy		4.5	%
Basic Materials		0.6	%
Asset Backed		0.2	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

7

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Balanced Fund

The Penn Series Balanced Fund returned 8.37% for the twelve-month period ending December 31, 2016, compared to its benchmarks, the S&P 500 Index’s return of 11.96% and the Bloomberg Barclays Capital U.S. Aggregate Bond Index’s return of 2.65% for the same time period.

The Balanced Fund is comprised of a target allocation of 60% to an equity fund and 40% to a fixed income fund. The equity allocation of the Fund is comprised of the Penn Series Index 500 Fund which seeks a total return that corresponds to that of the S&P 500 Index. The fixed income allocation of the Fund consists of an allocation to the Penn Series Quality Bond Fund.

At the broad asset class level, the Balanced Fund’s equity allocation performed in line with its broad equity benchmark the S&P 500 Index for the one-year period. The Fund’s fixed income allocation outperformed the Bloomberg Barclays Capital U.S. Aggregate Bond Index for the one-year time period.

The short duration positioning (interest rate sensitivity) in the Fund since the middle of the year benefited performance. Recent purchase activity of Treasury Inflation Protected securities (TIPs) also added to returns. Fund holdings of corporate bonds and structured securities (including collateralized loan obligations) represented another source of excess return during the year.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2016

An investment of $10,000 in the Balanced Fund on August 25, 2008 would have grown to $18,323. For the purpose of comparison, the graph also shows the change in the Fund’s benchmarks, the S&P 500 Index and the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the S&P 500 Index on August 25, 2008 would have grown to $20,790. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on August 25, 2008 would have grown to $14,096.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			Since Inception2
Balanced Fund		8.37	%		9.07	%		7.51	%
S&P 500 Index		11.96	%		14.66	%		9.16	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		2.65	%		2.23	%		4.20	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Asset Allocation Target as of 12/31/16

Index 500	60.0	%
Intermediate Bonds	40.0	%
	100.0	%

8

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Large Growth Stock Fund

The Penn Series Large Growth Stock Fund returned 1.10% for the twelve-month period ending December 31, 2016, compared to the 7.08% return for its benchmark, the Russell 1000 Growth Index.

Overall, stock selection was the major reason for relative underperformance, but group weighting was also negative. Health care, information technology, and industrials and business services were the largest relative detractors. Financials, materials, and real estate were leading outperformers.

Despite a sharp sell-off at the beginning of the year, U.S. stocks rose in 2016, with major indexes reaching record highs near year-end and resulting in strong full-year gains for many investors. Small- and mid-cap stocks substantially outperformed large-caps, and value stocks strongly surpassed growth across all market capitalizations, as measured by Russell indexes. The Federal Reserve raised short-term rates in December and projected three rate increases in 2017.

Health care was the largest relative detractor largely on stock selection, but underweighting the sector was also negative. Shares of Allergan declined early in the year when its proposed merger with Pfizer was called off after the U.S. Treasury Department issued a notice aimed at curbing the benefits of tax inversions. While we still maintain a constructive view, we subsequently trimmed our position.

Information technology detracted on stock selection, but overweighting the sector was helpful. Early in the year, LinkedIn provided disappointing 2016 guidance that sent shares sharply lower. While we thought that LinkedIn’s core Talent Solutions business was a high-quality asset, we had a few areas of concern. We eliminated the stock in the first quarter and had begun to unwind our position before Microsoft’s takeover announcement.

Industrials and business services detracted on both stock selection and underweighting. United Continental, which was reduced significantly at the end of the second quarter and subsequently eliminated from the Fund, was a net detractor for the year.

Financials was the leading outperformer due to stock selection. Shares of global investment bank Morgan Stanley rose sharply in the second half of the year along with the broader financials sector. Following the election, asset managers got a boost based on expectations that the

Department of Justice’s fiduciary rule could be rolled back under the incoming administration.

Real estate outperformed on stock selection. Our exposure to wireless tower operator American Tower contributed to relative performance, particularly in the first half of the year when defensive businesses that pay dividends were heavily in favor. The company is structured as a real estate investment trust and pays out the majority of its income to shareholders.

Large-cap growth stock valuations appear relatively attractive versus their value counterparts and compared with small- and mid-cap stocks, which recorded strong fourth-quarter and 12-month gains. We are not concerned that interest rates are rising because moderately rising rates are a sign that the economy is growing. If President Trump’s agenda is pursued successfully, multinational companies should benefit from improving global growth. Large-cap growth stocks would benefit from a rollback in corporate tax rates and an increase in infrastructure spending in 2017.

Penn Mutual Asset Management, LLC

Investment Adviser

T. Rowe Price Associates, Inc.

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the Large Growth Stock Fund on December 31, 2006 would have grown to $20,856. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 1000 Growth Index, during the same period. A $10,000 investment in the Russell 1000 Growth Index on December 31, 2006 would have grown to $22,265.

9

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
Large Growth Stock Fund		1.10	%		14.87	%		7.63	%
Russell 1000 Growth Index		7.08	%		14.50	%		8.33	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
Communications		28.7	%
Consumer, Non-cyclical		20.2	%
Consumer, Cyclical		16.5	%
Financials		14.5	%
Technology		14.2	%
Industrials		4.9	%
Utilities		0.7	%
Basic Materials		0.3	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

10

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Large Cap Growth Fund

The Penn Series Large Cap Growth Fund returned 5.96% for the twelve-month period ending December 31, 2016, compared to the 7.08% return for its benchmark, the Russell 1000 Growth Index.

Sluggish global growth weighed on both developed and emerging market (“EM”) economies during much of the reporting period, though signs of improved growth became evident in late 2016. The U.S. Federal Reserve increased interest rates by 25 basis points at the end of the period, the second hike of the cycle which began in December 2015. Globally, however, central bank policy remained highly accommodative, which forced many government, and even some corporate, bond yields into negative territory during the period. During the first half of the period, the United Kingdom voted to leave the European Union (“EU”), beginning a multi-year process of negotiation in order to achieve “Brexit.” While markets initially reacted to the vote with alarm, the spillover to European and EM economies was relatively short-lived, although risks of further hits to EU cohesiveness could re-emerge. Late in the period, the surprising U.S. Presidential election outcome prompted a significant rally in equities and a rise in bond yields in anticipation of a reflationary policy mix from the incoming Trump administration.

Weak stock selection within the consumer staples sector detracted from the Fund’s performance relative to the Index. Overweight positions in infant and children’s pediatric nutrition producer Mead Johnson Nutrition and beauty products manufacturer Coty dampened relative results.

The Fund’s lack of exposure to the strong-performing utilities and communications sector also hurt relative performance. Specifically, not holding shares of telecommunications company Verizon Communications held back relative results as the stock outperformed the benchmark during the reporting period.

Elsewhere, not owning shares of strong-performing software giant Microsoft, health insurance and Medicare/Medicaid provider UnitedHealth Group and computer graphics company NVIDIA detracted from relative performance. The Fund’s position in pharmaceutical and medical products maker Abbott Laboratories and Swiss diagnostics and pharmaceutical company Roche Holding Ltd, and overweight positions in athletic footwear and apparel equipment company NIKE and pharmacy benefits

management and clinic healthcare account administration services company Express Scripts, further weighed on relative results.

Security selection in the health care sector contributed to relative returns. Not holding a position in biotech firm Gilead Sciences and an overweight position in vision and medical device maker Cooper Companies benefited relative performance.

Stock selection and, to a lesser extent, an overweight position in the industrial goods & services sector also aided relative results. The Fund’s position in shares of industrial machinery company Colfax bolstered relative performance.

Security selection in the special products & services sector further contributed to relative performance. Here, overweight positions in management consulting firm Accenture and global banking and payment technologies provider Fidelity National Information Services benefited relative results.

Individual stocks that contributed to relative performance included overweight positions in semiconductor company Texas Instruments, railroad franchise Union Pacific and financial services firm Charles Schwab. The portfolio’s position in shares of semiconductor manufacturer Taiwan Semiconductor (Taiwan) and luxury goods company LVMH (France) further aided relative performance.

Penn Mutual Asset Management, LLC

Investment Adviser

MFS Investments

Investment Sub-Adviser

11

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the Large Cap Growth Fund on December 31, 2006 would have grown to $13,553. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 1000 Growth Index, during the same period. A $10,000 investment in the Russell 1000 Growth Index on December 31, 2006 would have grown to $22,265.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
Large Cap Growth Fund		5.96	%		9.83	%		3.09	%
Russell 1000 Growth Index		7.08	%		14.50	%		8.33	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
Consumer, Non-cyclical		35.2	%
Technology		15.9	%
Consumer, Cyclical		14.0	%
Financials		9.7	%
Communications		9.6	%
Industrials		8.6	%
Basic Materials		6.4	%
Energy		0.6	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Large Core Growth Fund

The Penn Series Large Core Growth Fund returned 0.12% for the twelve-month period ending December 31, 2016, compared to the 7.08% return for its benchmark, the Russell 1000 Growth Index for the same time period.

While the distinct and vastly different equity market environments of 2016 proved challenging, relative performance was still materially impacted by bottom up security selection. As such, strong security selection in the health care and materials sectors was offset by disappointing results within information technology and industrial sectors.

Within health care, Edwards LifeSciences continued to be a life saver. Edwards is focused on technologies that treat heart disease and is a leader in the market for transcatheter heart valves (THV). The company has reported strong results driven by a significant increase in THV sales and raised its 2016 guidance as strong sales of its nonsurgical heart valves drove better-than-expected profit and revenue.

Also within health care, our position in UnitedHealth Group proved additive to returns. UnitedHealth, the largest managed care company, reported results that were above consensus expectations and raised earnings guidance during the year. The company is benefitting on several fronts as their steady revenue growth is the result of both growth in members, particularly in Medicare Advantage and Medicaid plans, as well as increasing prices.

Within the technology sector, specific weakness was visible in the software industry as a combination of company specific issues and concerns over enterprise spending pressured portfolio holdings. Tableau Software, a data visualization software company, reported disappointing quarterly results driven by an unexpected decline in licensing revenue. As a result, shares of Tableau declined sharply.

Earlier in the year, Palo Alto Networks’ mixed results and lofty expectations weighed on the stock. While network security remains a priority for corporations, the industry has fallen victim to very difficult earnings comparisons. This was following the hyper-growth these companies experienced in the wake of several high profile cyber-attacks. After a strong run up, and given the likely growth deceleration and near term lack of catalysts, we exited the position in favor of higher conviction ideas.

Alexion Pharmaceuticals was a detractor in health care. Alexion, a biotechnology firm focused on therapies for rare disorders, reported double-digit sales growth for its flagship blood disorder drug, Soliris. Alexion also reported strong initial sales of two recently approved treatments for muscle disorders. However, profits were weaker than expected and the company guided future results lower.

Within industrials, growing uncertainty “derailed” the outlook for Kansas City Southern. Given that roughly 30% of railroad operator Kansas City Southern’ s revenues are tied to cross-border shipping, with particular focus on rail lines into Mexico, the results of the U.S. presidential election caused rising uncertainty around the company’s intermediate term growth opportunities. Possible changes to trade agreements such as NAFTA and the potential for increased tariff rates on U.S./Mexico trade created considerable investor concern. Additionally, the potential benefits of corporate tax reform for Kansas City Southern are less than that of its railroad peers. As such, many investors sold their holding of Kansas City Southern to fund the purchase of other transportation companies.

The commentary provided above was from the former sub-adviser of the Fund, Wells Capital Management who was the manager of the Fund until December 1, 2016.

During the period, the outcome of the U.S. Presidential election continued to drive a broad sector rotation out of high growth companies, particularly ones in information technology, into cyclical areas which are perceived to be potential beneficiaries of proposed policy changes, including banks and industrial conglomerates. This was a headwind for the Fund.

Information technology and consumer discretionary were the top detractors in the Fund over the period, due to mixed stock selection in each sector. Social media holdings Twitter and Facebook were the greatest detractors in information technology. Twitter was the fourth greatest detractor in the Fund; its shares languished as speculation regarding a potential acquisition of the company by a strategic buyer, which had buoyed the shares earlier in the year, subsided. Facebook has continued to execute well so we attribute the weakness in its shares largely to a general sell-off in high growth technology-oriented companies after the U.S. election, particularly ones in the internet and software-as-a-service areas. Within information technology, the weakness in these holdings was partly offset by strength in payment processor MasterCard, which was the third greatest contributor in the Fund.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

In consumer discretionary, several of the portfolio’s retail-oriented holdings detracted, including Dollar Tree, Michael Kors, and TJX Companies. The weak performance of these holdings was, however, partly offset by strength in global hotel operator Marriott, which was the fourth greatest contributor in the portfolio.

Health care was the top contributor in the Fund over this period, due to favourable stock selection. Zoetis, a leader in veterinary medicines and vaccines, was the top contributor both in the sector and across the portfolio. The company has made progress on cost reduction efforts and experienced positive trends in its production animal and companion animal businesses.

As a team, we believe having a market outlook can be an anchor. Our focus is on assessing company prospects over three to five years, and owning a portfolio of high quality companies with diverse business drivers not tied to a particular market environment.

The commentary provided above is from the current sub-adviser of the Fund, Morgan Stanley Investment Management who became the manager of the Fund on December 1, 2016.

Penn Mutual Asset Management, LLC

Investment Adviser

Morgan Stanley Investment Management

Investment Sub-Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2016

An investment of $10,000 in the Large Core Growth Fund on August 25, 2008 would have grown to $16,368. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 1000 Growth Index, during the same period. A $10,000 investment in the Russell 1000 Growth Index on August 25, 2008 would have grown to $21,779.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			Since Inception2
Large Core Growth Fund		0.12	%		11.93	%		6.07	%
Russell 1000 Growth Index		7.08	%		14.50	%		9.77	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Portfolio Composition as of 12/31/16

	Percent of Total Investments3
Communications		31.7	%
Consumer, Cyclical		21.3	%
Consumer, Non-cyclical		14.4	%
Financials		13.3	%
Industrials		10.4	%
Technology		6.0	%
Basic Materials		1.7	%
Energy		1.2	%
		100.0	%

³  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Large Cap Value Fund

The Penn Series Large Cap Value Fund returned 11.62% for the twelve-month period ending December 31, 2016, compared to the 17.34% return for its benchmark, the Russell 1000 Value Index.

The rough start to 2016 made for an uphill climb. The financial sector cratered out the gate, and despite our relative underweight, the sector topped the first quarter’s worst performer. Concerns about a weaker global economy, credit spreads and a flattening U.S. yield weighed on sentiment and fundamentals. Although financials rallied as the year wore on, they underperformed on a relative basis for 2016. It was also a challenging year for health care due to mixed fundamentals and increased political scrutiny primarily over drug pricing. Unfortunately, a quick election rally faded as the pricing debate continued and yield-oriented and defensive stocks retreated.

Our best-performing holdings included Halliburton, JPMorgan and United Healthcare. Oil and gas service company Halliburton rallied as investors viewed the failed merger with Baker Hughes positively. After the broken deal, North American land drilling and completion activity showed improvement just as Halliburton’s market share was reaching new highs. JP Morgan shares began to rise in July after the Brexit-induced selloff, and following the presidential election, the prospects of better economic growth, higher interest rates, lower corporate taxes and less-stifling regulation propelled the stock even higher. United Healthcare performed well due to continued business momentum and market share gains across commercial, Medicare, PBM and health care services divisions. We continue to like the company’s long-term ability to drive intrinsic growth.

Teva Pharmaceuticals, Marathon Oil, and Allergan detracted from performance. Marathon sold off aggressively along with oil at the beginning of 2016. The company’s heavy debt load spooked investors. Lacking conviction to add, we sold our stub position and rotated the proceeds into Hess Corporation. Teva was hurt by poor sentiment in the generic drug industry and stock-specific issues including price deflation, concerns about the firm’s acquisition of Allergan’s generic business, and a litigation risk that could invalidate the company’s intellectual property on its most profitable drug. While concerns could persist, we believe the company has reset investor expectations with achievable 2017 guidance. Allergan’s stock underperformed mostly due to the failed merger

with Pfizer. We believe Allergan’s core portfolios will continue to deliver strong growth. We view recent weakness as a buying opportunity and do not think the current valuation reflects potential late-stage pipeline success.

Looking ahead, Donald Trump’s agenda items, tax reform, and higher infrastructure spending have led investors to raise growth expectations for the next few years. The financial sector appears poised to benefit from a growing economy and two potential Federal Reserve rate hikes in 2017. The strong post-election stock market rally suggests investors are optimistic, but uncertainty could provide buying opportunities in the first half of 2017. Regardless of the direction of the markets, we continue to take a long-term, security-specific approach and view opportunities according to our reward to risk profiles.

Penn Mutual Asset Management, LLC

Investment Adviser

Loomis, Sayles & Co.

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the Large Cap Value Fund on December 31, 2006 would have grown to $15,102. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 1000 Value Index, during the same period. A $10,000 investment in the Russell 1000 Value Index on December 31, 2006 would have grown to $17,445.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
Large Cap Value Fund		11.62	%		12.38	%		4.21	%
Russell 1000 Value Index		17.34	%		14.80	%		5.72	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
Financials		31.0	%
Consumer, Non-cyclical		18.0	%
Industrials		14.2	%
Energy		10.3	%
Consumer, Cyclical		8.0	%
Communications		7.1	%
Technology		7.0	%
Utilities		2.9	%
Basic Materials		1.5	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Large Core Value Fund

The Penn Series Large Core Value Fund returned 9.55% for the twelve-month period ending December 31, 2016, compared to the 17.34% return for its benchmark, the Russell 1000 Value Index for the same time period.

In a period of unanticipated political developments including the Brexit vote in June and the U.S. Presidential election results in November, U.S. equity markets advanced higher, with most U.S. equity indices posting double-digit gains over the one year period.

Stocks were buoyed by continued improvement in the nation’s economy, with continued declines in unemployment, coupled with housing sector gains. Donald Trump’s victory in the U.S. Presidential election marked a turning point for U.S. stocks, which soared following the election. The rally continued into December before stalling in the final weeks of the period.

The broad-based “Trump Bump” particularly favored financial stocks, which received another boost in mid-December when the Federal Reserve raised its benchmark interest rate. Other sectors which delivered strong performance results over the period included the energy and materials sectors, which benefited from rising commodity prices.

The Fund’s underperformance versus the Index was primarily due to unfavorable security selection, while sector allocation results also detracted. Overall, the largest detractors during the quarter by sector were financials, health care, and information technology. Unfavorable stock selection in financials was the largest detractor to relative performance. Negative stock selection results in health care and information technology, as well as an underweight exposure to the strong-performing financials sector, also weighed on relative performance results.

In financials, the Fund’s exposure to Credit Suisse was the largest detracting stock at the individual position level. Overweight positions in Invesco, XL Group, and MetLife also hurt relative results. Within health care, the Fund’s exposure to non-benchmark holdings, Teva Pharmaceutical Industries and McKesson, weighed on performance. A position in Allergan also detracted. Elsewhere, overweight positions in supermarket operator Kroger and REIT company Simon Property Group represented a drag on relative performance.

From a sector allocation perspective, underweight exposures to the underperforming consumer sectors, both

consumer discretionary and consumer staples, aided relative performance. At the stock level, the top contributors were overweight positions in financial services company Charles Schwab, apparel retailer Michael Kors, and oil and natural gas exploration and production company EOG Resources. Elsewhere, the Fund’s holdings in Industrials firms C.H. Robinson Worldwide and Rockwell Automation benefited performance.

Looking back, 2016 proved to be a year of tumult as there was so much uncertainty surrounding global macro and political variables that investors generally lacked conviction. The consensus view now is that the economy may improve, interest rates will rise, the dollar will be strong and inflation will be higher — and that this is all good for risk assets like equities. That may turn out to be true, but we think there’s a wider range of uncertainties now than before the election, because we don’t know exactly which policies will be implemented, and in what form.

We believe it is possible investors may have gotten too enthusiastic on some industries under a Trump administration, while sell-offs in other parts of the market could be overdone. That creates the opportunity to fade the rallies in some sectors, and buy the dips in others. For example, financial and energy stocks have been bid higher by investors, while health care and information technology are among the biggest recent losers.

We believe the current market backdrop could reward fundamental analysis and active management as wider performance dispersion and contrarian opportunities are beginning to emerge.

Penn Mutual Asset Management, LLC

Investment Adviser

Eaton Vance Management

Investment Sub-Adviser

17

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Cumulative Performance Comparison

August 25, 2008 — December 31, 2016

An investment of $10,000 in the Large Core Value Fund on August 25, 2008 would have grown to $16,349. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 1000 Value Index, during the same period. A $10,000 investment in the Russell 1000 Value Index on August 25, 2008 would have grown to $20,007.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			Since Inception2
Large Core Value Fund		9.55	%		12.65	%		6.06	%
Russell 1000 Value Index		17.34	%		14.80	%		8.66	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Portfolio Composition as of 12/31/16

	Percent of Total Investments3
Financials		29.4	%
Consumer, Non-cyclical		20.1	%
Energy		13.9	%
Industrials		10.9	%
Communications		7.1	%
Utilities		6.4	%
Consumer, Cyclical		5.3	%
Technology		4.9	%
Basic Materials		2.0	%
		100.0	%

³  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

18

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Index 500 Fund

The Penn Series Index 500 Fund returned 11.52% for the twelve-month period ending December 31, 2016, compared to the 11.96% return for its benchmark, the S&P 500 Index.

After the tumultuous opening act of 2016, investor nerves were soothed to some degree as February closed, provided one measures comfort by an intra-month recovery in the price levels of developed equity markets. The relief rally in growth assets that began in the middle part of February continued for the better part of March, taking the S&P 500 Index to a modest 1.4% gain for the first quarter overall. The improvement in global manufacturing data was highlighted by a return to expansionary readings for the U.S. ISM manufacturing index in March after bottoming at post-crisis lows in December 2015.

As the second quarter of 2016 opened, the “reflation trade” that commenced in mid-February and closed out the end of the first quarter of 2016 continued apace in April with growth assets broadly posting positive returns, though with some signs of consolidation towards the end of the month. Leading the way for the month was a near 20% gain in crude oil prices. The moniker “reflation trade” represents the inverse of the “deflation trade” in which oil prices collapsed by more than 70% over the past two years.

Global equity markets demonstrated an air of complacency in August of 2016. This was in sharp contrast to the third quarter of 2015, when markets experienced their most volatile period since 2011. In fact, the S&P 500 Index did not experience a daily price move of greater than 1%, up or down, between July 8 and September 8. Using 30-day realized volatility as a measure, it was chronicled by The Wall Street Journal on August 23 that the 30 preceding trading days had been the least volatile for the S&P 500 Index in over two decades.

In a year notable for unexpected challenges to the established political order, November 8, 2016 delivered another entry to that ledger in the largely unanticipated victory of Donald Trump over Hillary Clinton to close out the highly contentious U.S. presidential election campaign. Within U.S. equities, a significant sector rotation that was already underway in the second half of 2016 from high-yielding defensive sectors to cyclicals accelerated in the fourth quarter after the U.S. election. As 2016 drew to a close in December, the Federal Reserve (Fed) as widely expected raised interest rates on December 15 for the first time since December of 2015.

On an individual security level, the top positive contributors to the Fund’s performance were JP Morgan Chase, Exxon Mobil Corporation, and AT&T Corporation. The top negative contributors to the Fund’s performance were Allergan, Gilead Sciences, and Alexion Pharmaceuticals.

Penn Mutual Asset Management, LLC

Investment Adviser

State Street Global Advisors

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the Index 500 Fund on December 31, 2006 would have grown to $19,252. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the S&P 500 Index, during the same period. A $10,000 investment in the S&P 500 Index on December 31, 2006 would have grown to $19,568.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
Index 500 Fund		11.52	%		14.24	%		6.77	%
S&P 500 Index		11.96	%		14.66	%		6.95	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

19

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
Consumer, Non-cyclical		22.4	%
Financials		18.8	%
Communications		13.2	%
Technology		13.2	%
Industrials		10.0	%
Consumer, Cyclical		9.3	%
Energy		7.5	%
Utilities		3.2	%
Basic Materials		2.3	%
U.S. Treasury Obligations		0.1	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

20

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Mid Cap Growth Fund

The Penn Series Mid Cap Growth Fund returned 6.42% for the twelve-month period ending December 31, 2016, compared to the 7.33% return for its benchmark, the Russell Midcap Growth Index.

The managers primarily emphasize a bottom-up approach and may look at a number of factors in its consideration of a company. These include new or innovative products or services, adaptive or creative management, strong financial and operational capabilities to sustain multi-year growth, market potential, profit potential, stable and consistent revenue, earnings, and cash flow.

Sectors that contributed positively to the Fund’s performance were energy, financials, materials, industrials and health care. Those sectors that made a negative contribution were technology, consumer discretionary and consumer staples. Cash was 28 basis points to the negative.

The Fund utilized equity index options as a portfolio hedge to protect against key macro events in the spring and fall, including the election in November. Put options were used as an alternative to raising cash, allowing the Fund to be protected without sacrificing potential upside. Portfolio hedging impacted the Fund to the negative. The Fund also utilized equity options on individual stocks as a means to gain exposure and generate premium income. This strategy included both written puts and purchased call options on a variety of stocks and impacted the fund to the positive.

The sector allocation effect was an important factor for performance, particularly given an overweight position in the energy sector, which was a very strong outperformer in both the Fund and the Index. Stock selection in the technology sector was a detractor, where lack of ownership in NVIDIA Corporation, which performed well for the Index, was a significant opportunity cost. The currency effect on the portfolio was a negative, primarily related to ownership of Burberry and the weakness of the British pound post Brexit. Burberry made an overall small positive contribution to portfolio performance last year, as the performance of the stock more than offset the currency impact.

The Fund’s energy exposure made a strong positive contribution to performance. We were overweight this outperforming sector, and portfolio names significantly outperformed the group in the Index.

The top three securities detracting from absolute performance for the period were Alkermes Plc, Diplomat Pharmacy, Inc. and Acadia Healthcare Co. Inc. The top three securities contributing to the Fund’s performance were Continental Resources, Inc., Microchip Technology, Inc. and Cme Group, Inc.

Penn Mutual Asset Management, LLC

Investment Adviser

Ivy Investment Management

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the Mid Cap Growth Fund on December 31, 2006 would have grown to $17,613. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell Midcap Growth Index, during the same period. A $10,000 investment in the Russell Midcap Growth Index on December 31, 2006 would have grown to $21,257.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
Mid Cap Growth Fund		6.42	%		9.75	%		5.83	%
Russell MidCap Growth Index		7.33	%		13.51	%		7.83	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

21

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
Consumer, Non-cyclical		27.7	%
Consumer, Cyclical		25.9	%
Technology		13.2	%
Industrials		12.5	%
Financials		10.6	%
Communications		5.5	%
Energy		4.6	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

22

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Mid Cap Value Fund

The Penn Series Mid Cap Value Fund returned 17.20% for the twelve-month period ending December 31, 2016, compared to the 20.00% return for its benchmark, the Russell Midcap Value Index.

The 2016 investment year was volatile, to say the least. At the beginning of the year, investors were concerned about the potential for a recession and marked stocks down, with the Russell Mid-Cap Value index down 12% at its low. As the year progressed, the domestic economy performed better and stocks rallied, only to retreat again when the U.K. voted to exit the European Union. The surprise victory of Trump for the presidency and a Republican win in both the House and Senate sent the stock market to record highs during the fourth quarter.

The Fund’s cyclical positioning benefited from the Trump rally during November and December. Regional bank stocks, led by Bank United, M&T Bank, and Comerica, appreciated significantly during the fourth quarter. Additionally, our overweight position compared to the Index in the producer durables sector added to performance. This outperformance was helped by the proposed acquisition of B/E Aerospace by Rockwell Collins for a significant premium to its trading value and to our purchase price earlier in the year. American Airlines was also a standout performer as airline stocks are viewed as a beneficiary of stronger economic growth. Detracting from performance during the fourth quarter were Zimmer Biomet, Ashland, and Teradata, all of which came under selling pressure as their reported earnings were below expectations.

In 2016 the Fund benefited from merger and acquisition and restructuring activity — ADT, our largest holding at the time, was acquired by Apollo, Tyco approved a merger with Johnson Controls, and B/E Aerospace agreed to be acquired by Rockwell Collins. Our energy holdings also performed well as energy prices rebounded meaningfully from very depressed levels — Devon, after a long restructuring of buying and selling assets, had a sharp rise, and Oneok bounced back from extremely low levels at the end of 2015.

Hurting performance during 2016 was our overweight position to the benchmark in technology, as some of our technology holdings (Nuance, Skyworks, Teradata) came under pressure from reduced earnings expectations. They were also pressured by Trump’s victory, as many of our technology names have large foreign exposure. Also

detracting from performance for the year was GNC, which materially missed earnings expectations and the CEO was fired. We decided to sell the position as our investment thesis changed due to increasing internet competition and the potential sale of the company was delayed.

After eight years of the Obama administration’s economic policy of tax, spend and regulate, we have become very optimistic that Trump’s economic plan will be positive for domestic economic growth and therefore stocks, over the long term. We are concerned however that we are late in the economic cycle and that corporate profit growth could come under pressure in the near term from higher wages and a stronger dollar. Additionally, we think any new economic policy put forth by the Trump Administration won’t become effective until late in 2017, at the earliest, and consequently won’t have an impact on economic growth until 2018. The recent run-up in the stock market post the election has raised valuation levels that ignore the potential for adverse news including slowing profit growth, rising interest rates, unfavorable geopolitical news, or implementation of some of Trump’s populist policies. Nevertheless, we believe that our investment discipline of buying cash generating, franchise companies, selling at discounts to our estimates of intrinsic value should continue to generate solid returns over time.

Penn Mutual Asset Management, LLC

Investment Adviser

Neuberger Berman Management

Investment Sub-Adviser

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the Mid Cap Value Fund on December 31, 2006 would have grown to $18,236. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell Midcap Value Index, during the same period. A $10,000 investment in the Russell Midcap Value Index on December 31, 2006 would have grown to $20,780.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
Mid Cap Value Fund		17.20	%		13.97	%		6.19	%
Russell MidCap Value Index		20.00	%		15.70	%		7.59	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
Industrials		20.8	%
Consumer, Non-cyclical		18.5	%
Technology		18.2	%
Financials		13.7	%
Consumer, Cyclical		10.1	%
Energy		7.1	%
Utilities		6.4	%
Basic Materials		4.0	%
Communications		1.2	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

24

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Mid Core Value Fund

The Penn Series Mid Core Value Fund returned 22.77% for the twelve-month period ending December 31, 2016, compared to the 20.00% return for its benchmark, the Russell Midcap Value Index.

Security selection and an overweight in financials contributed positively to relative performance. Security selection in insurance and an overweight in the banking industry were particularly helpful. Banks suffered early in the year as interest rates fell, creating earnings visibility pressure. In the second half of the year, yields rose on the 10-year, and banks benefited. Higher interest rates, a steeper yield curve, the potential for lower corporate tax rates, optimism for economic growth and better credit, and the potential for an easing regulatory burden were ultimately catalysts for appreciation in the sector.

Within the industrials sector, many more stable businesses, like waste management companies, rose early in the year as they were viewed as equity bond proxies. In the second half of the year, more cyclical sectors rose on improved economic visibility and Trump’s election. Defense stocks also rose after the election. Against this backdrop, the portfolio’s security selection and an overweight in industrials contributed to the Fund’s outperformance. An overweight position in Tyco performed particularly well.

Underweights in the real estate and utilities sector helped performance. These sectors were hurt by rising interest rates in the fourth quarter. The Fund’s underweight in real estate and utilities is driven by the team’s belief that these sectors are generally overvalued. Security selection in utilities was also strong. Electric utility Westar Energy surged on the announcement of its acquisition by Great Plains Energy.

Security selection and an underweight in telecommunication services stocks also added to results. The team remained underweight in the sector throughout the year due to its concerns regarding competitive dynamics and valuations.

Semiconductor company Applied Materials was the top contributor to performance. Its stock price rose after the company experienced order strength. Also, the company held an analyst day in mid-September that showed improvement in market share.

The materials sector outperformed on rising commodity prices during the year and increased expectations for infrastructure spending following the election. The metals

and mining industry generated 60% returns on the year. The team has had minimal exposure to the industry, as the metals and mining industry generally has lower-quality participants. Also, the team has had valuation concerns on those names that meet the team’s quality criteria.

Despite the positive overall impact of the Fund’s health care holdings, the largest detractor from the Fund’s relative performance came from health care holding LifePoint Health. This is a hospital company with facilities in rural and non-urban communities. Toward the beginning of 2016, LifePoint Health reported weaker volumes for fourth-quarter earnings due to a milder flu season versus the prior year. The stock also fell on concerns over the possibility of decelerating growth rates. In the second quarter, the stock declined because of concerns over the end of the benefit in volumes from the Affordable Care Act (ACA). In the third quarter, the company reported that it missed revenues due to weak volumes. Earnings also missed estimates because of two one-time items: the company incurred temporary staffing costs to cover physician departures, and it implemented a new billing system at a recently acquired hospital.

The team continues to build the portfolio using a bottom-up, stock-specific process. Through its fundamental research, the team seeks higher-quality, mid-sized companies temporarily selling at a discount.

The post-election stock rally and rise in interest rates were catalysts for outperformance in many cyclical names and for underperformance in more defensive, yield-oriented sectors. As such, the team reduced exposures to several positions in the financials, industrials, and energy sectors in the fourth quarter as valuations rose. Conversely, the team increased exposures to some health care and consumer staples holdings as valuations fell.

Penn Mutual Asset Management, LLC

Investment Adviser

American Century Investment Management

Investment Sub-Adviser

25

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the Mid Core Value Fund on December 31, 2006 would have grown to $19,551. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell Midcap Value Index, during the same period. A $10,000 investment in the Russell Midcap Value Index on December 31, 2006 would have grown to $20,780.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
Mid Core Value Fund		22.77	%		15.77	%		6.93	%
Russell MidCap Value Index		20.00	%		15.70	%		7.59	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
Financials		30.9	%
Industrials		19.0	%
Consumer, Non-cyclical		15.2	%
Energy		13.2	%
Utilities		8.0	%
Consumer, Cyclical		7.2	%
Technology		5.6	%
Communications		0.7	%
Basic Materials		0.2	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

26

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

SMID Cap Growth Fund

The Penn Series SMID Cap Growth Fund returned 6.27% for the twelve-month period ending December 31, 2016, compared to the 9.73% return for its benchmark, the Russell 2500 Growth Index for the same time period.

For the period, security selection in the health care, telecommunications services, and energy sectors proved additive to returns. Selection in the information technology and industrial sectors was the primary source of underperformance.

Within health care, our positions in Alere, Aligh Technology and Veeva Systems contributed nicely to performance during the period. Alere agreed to be acquired by Abbott Laboratories sending share prices higher. Align Technology, the manufacturer of the Invisalign orthodontic treatment posted a near flawless execution after growing above expectations the previous two quarters. Veeva provides cloud-based customer relationship management (CRM) software with a specific emphasis on the life sciences industry. The company has a dominant market share position within the pharmaceutical industry where roughly 50% of the largest companies use Veeva’s platform.

Within consumer discretionary, Vail Resorts, operator of world class resorts and ski areas globally, with prominent properties in the Western United States. Vail showed a combination of strong visitations as well as rising pricing metrics per visit.

Additionally within the consumer discretionary sector, Burlington Stores has been a stand out in a challenging retail environment. Strong recent results supported our thesis of Burlington as a superior growth operator in the U.S. retail market. Burlington reported better than expected same stores sales as well as improved margins.

Within the technology sector, specific weakness was visible in the software industry as a combination of company specific issues and concerns over enterprise spending pressured portfolio holdings. Tableau Software, a data visualization software company, reported disappointing quarterly results driven by an unexpected decline in licensing revenue. As a result, shares of Tableau declined sharply. During the year, shares came under pressure as the company reported higher integration costs and lower cost synergies from a recent acquisition.

Imperva’s mixed results weighed on the stock. While network security remains a priority for corporations, the industry has fallen victim to difficult comparisons following

the hyper-growth these companies experienced in the wake of several high profile cyber-attacks.

Within industrials, growing uncertainty “derailed” the outlook for Kansas City Southern. Given that roughly 30 % of railroad operator Kansas City Southern’ s revenues are tied to cross-border shipping, with particular focus on rail lines into Mexico, the results of the U.S. presidential election caused rising uncertainty around the company’s intermediate term growth opportunities.

Lastly, within consumer staples, merger integration issues weighed on TreeHouse Foods. TreeHouse shares declined 17% after reporting earnings that were below consensus expectations and cut its forecast for future growth.

The commentary provided above was from the former sub-adviser of the Fund, Wells Capital Management who was the manager of the Fund until December 1, 2016.

In December, stock selection within materials and energy sectors contributed to relative returns while stock selection within industrials and information technology sectors detracted from relative returns.

In December, regional bank First Republic was a top contributor to relative returns. Shares benefitted from the prospect of less regulation, higher interest and growth rates. First Republic Bank offers lending and private banking services to higher end customers in select markets on the east and west coasts of the United States. We believe a combination of strong management, a high quality franchise, and strategic industry positioning makes First Republic an attractive investment opportunity. Additionally, retailer Kate Spade was a top contributor to relative returns during the period. Following a disappointing last several years for the stock, shares spiked near the end of December as the company announced it was considering a sale of its business.

Commercial foodservice company, Middleby was a top detractor from relative returns. In December, shares gave back some of their prior gains from November, and we believe the cause of the decline in share price was less company specific but rather a continued rotation into more cyclical stocks post-election. In our view, management continues to execute well across the business and we are positive on Middleby’s traction in its commercial food business and Viking acquisition. Additionally, water technology company, Xylem was a top detractor from relative returns in December. We believe the cause of the decline in share price was less company specific but rather a continued rotation into more cyclical stocks post-election.

27

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

In our view, Xylem may benefit from secular growth and the recovery of water utility spending.

We continue to believe that equities are more attractive than other asset classes in a potentially improving growth environment. We expect to see stimulative fiscal and pro-business policy leading to stronger U.S. and global growth. CEO confidence is already increasing and could reignite a willingness to invest in growth. Corporate earnings have been constrained by weak revenue growth in the last couple of years but stronger economic growth and inflation could boost revenues and extend the profit cycle. Stronger economic growth and revenue-driven earnings growth in the U.S. is a positive backdrop for equities.

The commentary provided above is from the current sub-adviser of the Fund, Goldman Sachs Asset Management who became the manager of the Fund on December 1, 2016.

Penn Mutual Asset Management, LLC

Investment Adviser

Goldman Sachs Asset Management

Investment Sub-Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2016

An investment of $10,000 in the SMID Cap Growth Fund on August 25, 2008 would have grown to $20,678. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 2500 Growth Index, during the same period. A $10,000 investment in the Russell 2500 Growth Index on August 25, 2008 would have grown to $21,550.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			Since Inception2
SMID Cap Growth Fund		6.27	%		11.65	%		9.08	%
Russell 2500 Growth Index		9.73	%		13.88	%		9.63	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Portfolio Composition as of 12/31/16

	Percent of Total Investments3
Consumer, Non-cyclical		27.2	%
Industrials		23.7	%
Consumer, Cyclical		15.3	%
Financials		12.6	%
Technology		12.3	%
Basic Materials		4.6	%
Communications		3.1	%
Energy		1.2	%
		100.0	%

³  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

28

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

SMID Cap Value Fund

The Penn Series SMID Cap Value Fund returned 25.20% for the twelve-month period ending December 31, 2016, compared to the 25.20% return for its benchmark, the Russell 2500 Value Index for the same time period.

Equities advanced during the year despite heightened political and economic uncertainty following the election of Donald Trump as U.S. President. Rising U.S. interest rates and expectations of higher inflation prompted an accelerated move away from safer parts of the market toward riskier stocks and sectors. Small-caps surged on expectations that they would benefit disproportionately from President Trump’s policy agenda.

Defensive stocks underperformed during the year. Materials stocks were the strongest performers of 2016, driven by a rising commodity prices. Financials did well after a strong fourth quarter, driven by positive sentiment from the U.S. election result. The shift away from safety unfolded around the world, with stocks that are seen as bond proxies in sectors such as utilities, real estate and consumer staples underperforming the broad market.

Overall security selection contributed to performance, led by the Fund’s industrials and technology holdings. Stock selection in the materials and financials sectors detracted from relative performance. Overall sector allocation had a negative effect on performance for the period, as an overweight in consumer discretionary and an underweight to financials more than offset the benefits from an underweight in real estate and an overweight in energy.

Leading contributors for the period included Finisar, a manufacturer of optical communications components. The company delivered stronger-than-expected sales and earnings growth driven by robust end-market demand for its high-end telecommunication and data communication products. Advanced Micro Devices, a maker of microprocessor chips, also contributed to performance during the year. The stock has benefited from new management who has introduced new products and improved its balance sheet. Retailer Children’s Place was also among the top contributors during the year.

Among the detractors for the year was LifePoint Health, a regional health care provider. Shares fell on market concerns regarding changes in health care policy under the new administration, specifically concern surrounding possible reduction or removal of the Affordable Care Act. A reduction or removal of the act could increase the number of uninsured patients the hospital system treats. Similarly,

shares of Molina Healthcare, a Medicaid health care provider, fell with general weakness in the sector as well as specific concerns that prospective changes in the Medicaid program could adversely impact the company’s profitability. U.S. retailer Crocs Retail was also among the top detractors during the year.

As we enter 2017, the equity landscape is as unsettled as it has been for quite some time. Political developments around the world, including a new president in the U.S. and the U.K.’s exit from the European Union, have created uncertainty for the global economy. When combined with the end of historic central bank easing in the aftermath of the global financial crisis, these shifts have the potential to create dramatic changes in corporate profitability.

While little is sure about exact policies that will be enacted in the U.S. over the next two years, there is broad consensus around a few themes. Corporate tax rates will likely decline, and the regulatory burden faced by U.S. companies will probably lessen. Repatriation of corporate cash trapped overseas also seems a strong possibility. Inflation expectations and interest rates increased post election and may rise further if these policies drive wage growth in a tight U.S. labor market. While it is tempting to consider these shifts as certain, the reality is that, as with all policy proposals, “the devil is in the details.” Winners and losers will emerge, but we do not share the market’s seemingly confident forecast about who they will be.

Penn Mutual Asset Management, LLC

Investment Adviser

AllianceBernstein

Investment Sub-Adviser

29

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Cumulative Performance Comparison

August 25, 2008 — December 31, 2016

An investment of $10,000 in the SMID Cap Value Fund on August 25, 2008 would have grown to $24,820. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 2500 Value Index, during the same period. A $10,000 investment in the Russell 2500 Value Index on August 25, 2008 would have grown to $21,933.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			Since Inception2
SMID Cap Value Fund		25.20	%		16.19	%		11.49	%
Russell 2500 Value Index		25.20	%		15.04	%		9.86	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Portfolio Composition as of 12/31/16

	Percent of Total Investments3
Financials		22.7	%
Industrials		19.6	%
Consumer, Cyclical		16.9	%
Energy		11.5	%
Consumer, Non-cyclical		10.9	%
Technology		9.3	%
Communications		4.8	%
Utilities		2.8	%
Basic Materials		1.5	%
		100.0	%

³  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

30

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Small Cap Growth Fund

The Penn Series Small Cap Growth Fund returned 8.71% for the twelve-month period ending December 31, 2016, compared to the 11.32% return for its benchmark, the Russell 2000 Growth Index.

Despite a broad sell-off in January and February and uncertainty created by the U.K.’s vote to leave the European Union in June, U.S. stocks ended the year with strong gains. Positive economic data contributed to performance, as well as the election of Donald Trump, as investors welcomed the prospect of a pro-growth agenda. In another sign of the economy’s strength, the Federal Reserve (Fed) hiked its benchmark rate in December, only the second time in a decade that the Fed has done so. Improvements in a key manufacturing survey and steady job gains were factors in allowing the Fed to act.

As part of our investment process, we focus on identifying companies with higher-quality business models and predictable, growing revenue streams. Given our emphasis on predictability and stability, we expect our portfolio to outperform the Index in weak or uncertain economic environments, leading to outperformance over full market cycles. We underperformed the benchmark this year, due to our performance late in the year, which was not a market environment best suited for our investment style. In sharp market rallies driven by expectations of a stronger economy we are not surprised to trail the benchmark as companies we view as economically dependent or lower quality outperform.

Stock selection in the technology sector detracted from our relative performance. SS&C Technologies was a leading detractor within the sector. The company provides a number of investment and financial software-enabled services to asset managers, including many alternative managers. Weaker performance by some hedge funds has led to concerns the industry could shrink, and that has weighed on the stock. We also believe that SS&C is a logical consolidator of other hedge fund service providers that may look to get out of the business.

SolarEdge Technologies was another detractor. We like the company because it has a unique technology that speeds up the installation process of solar power inverters, and is best suited for complex solar roof panel installations. The stock was down this year because its revenue growth rate is down from the heady clip of the past few years, but over

the long term, we continue to believe that SolarEdge is uniquely positioned to benefit from the secular tailwind of solar power adoption.

Outside the technology sector, Diplomat Pharmacy was a large detractor. The stock was down after a pharmacy benefit manager demanded higher rebates on the drugs it purchases from Diplomat. While we find this development concerning, we believe there continue to be attractive aspects to the investment, particularly the role Diplomat plays within the biotech industry.

While the companies discussed above detracted from performance, we were pleased by the results of many other stocks in the Fund. Aerospace parts supplier HEICO Corp. was our top contributor to performance. After an inventory correction from some of the major airlines that order HEICO’s parts, orders have picked back up again and that helped drive the stock. We continue to like the company’s long-term outlook, and think it is a company with durable growth characteristics.

Belden CDT Inc. was another top contributor. The stock rebounded in the first quarter of the year, after its earnings and guidance reassured investors about the company. A commitment to pay down some of its debt has also reassured investors.

Nordson Corp. was another contributor worth highlighting. The company makes adhesive dispensing systems for consumer packaged goods companies, industrial companies and original equipment manufacturers that produce mobile phones and other electronic devices. The company has increased its penetration among Asian original equipment manufacturers, which has driven growth during the year.

Penn Mutual Asset Management, LLC

Investment Adviser

Janus Capital Management

Investment Sub-Adviser

31

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the Small Cap Growth Fund on December 31, 2006 would have grown to $15,460. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 2000 Growth Index, during the same period. A $10,000 investment in the Russell 2000 Growth Index on December 31, 2006 would have grown to $21,109.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
Small Cap Growth Fund		8.71	%		11.35	%		4.46	%
Russell 2000 Growth Index		11.32	%		13.74	%		7.76	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
Consumer, Non-cyclical		34.9	%
Industrial		18.8	%
Technology		18.4	%
Consumer, Cyclical		11.0	%
Financial		8.7	%
Communications		3.7	%
Basic Materials		3.2	%
Energy		0.9	%
Diversified		0.4	%
Total		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

32

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Small Cap Value Fund

The Penn Series Small Cap Value Fund returned 24.75% for the twelve-month period ending December 31, 2016, compared to the 31.74% return for its benchmark, the Russell 2000 Value Index.

Following a global sell-off at the beginning of the year, U.S. equities stabilized and rebounded in February, as market sentiment improved on more dovish global central banks, stronger economic data and an oil price recovery. Markets were dominated in June by the U.K. referendum to leave the European Union (“Brexit”). Equities sold off following a surprise “Leave” result, but later recovered due to a combination of improving risk sentiment and a dovish Bank of England. Following the unexpected victory of Donald Trump in the U.S. election in November, equities quickly reversed a short-lived selloff and surged on anticipation of the pro-growth impact of President-elect Trump’s fiscal stimulus plan. The Fed raised rates by 25 basis points in December 2016, as had been largely anticipated, and set a more hawkish 2017 rate path, causing equities to fall at the end of the year. The best performing sectors over the year were energy, telecommunication services and financials, while the worst performing sectors were health care, real estate and consumer staples.

In the Fund for the year, our investments in the financials and materials sectors detracted from results, whereas the energy and telecommunication services sectors contributed to performance.

For the year, Life Storage, an owner and operator of self-storage properties, was a top detractor from returns. Its shares fell after the company announced weaker-than-expected second quarter earnings and lowered forward guidance in light of a deceleration in same store revenue growth. In our view, moderation in the self-storage industry’s fundamentals was exacerbated by the company’s outsized exposure to Texas relative to its peers, as storage capacity increased in the region. Despite this year’s underperformance, we maintain our conviction in the newly-created Life Storage following Sovran Self Storage’s acquisition of Life Storage and the subsequent rebranding.

Over the previous year, Burlington Stores, a discount clothing retailer, was a top contributor to results. After an unusually warm winter in 2015, investor expectations for coat sales significantly declined which pressured the stock price. The stock subsequently rebounded after the company reported strong first quarter results that

exceeded consensus and management’s expectations. Management also raised its outlook for the full year. Its shares rose throughout the remainder of the year as discount retailers continued to capture market share from traditional retailers. The company also executed on its strategic goals of improving margins and inventory management. We continue to hold a positive view on the company and its position in the discount retailer industry, but are managing position sizing given the stock’s strong returns in 2016.

As we enter 2017, we see an increasingly positive backdrop as the U.S. transitions to a potentially pro-growth environment. In our view, most companies will benefit from aggressive fiscal policy, including lower taxes and increased spending, and a less restrictive regulatory environment. In the near-term, however, uncertainty around policy specifics and timing could increase volatility. While our aggregate return expectations are lower than in recent years given relatively full valuations, we believe U.S. equities still look more attractive than most other asset classes. Accordingly, we favor high quality, domestically-oriented companies with strong management teams. Additionally, after several years of thematic-driven markets, we are excited about the prospect of increasing dispersion at the stock level.

Regardless of the market direction, our fundamental, bottom-up stock selection continues to drive our process, rather than headlines or sentiment. We maintain high conviction in the companies that we own and believe they have the potential to outperform relative to the broader market regardless of the growth environment.

Penn Mutual Asset Management, LLC

Investment Adviser

Goldman Sachs Asset Management

Investment Sub-Adviser

33

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the Small Cap Value Fund on December 31, 2006 would have grown to $22,829. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 2000 Value Index, during the same period. A $10,000 investment in the Russell 2000 Value Index on December 31, 2006 would have grown to $18,354.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
Small Cap Value Fund		24.75	%		15.32	%		8.61	%
Russell 2000 Value Index		31.74	%		15.07	%		6.26	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
Financials		48.4	%
Consumer, Non-cyclical		10.8	%
Consumer, Cyclical		8.2	%
Basic Materials		8.1	%
Communications		8.0	%
Technology		7.8	%
Industrials		6.2	%
Energy		2.5	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

34

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Small Cap Index Fund

The Penn Series Small Cap Index Fund returned 20.37% for the twelve-month period ending December 31, 2016, compared to the 21.31% return for its benchmark, the Russell 2000 Index for the same time period.

After the tumultuous opening act of 2016, investor nerves were soothed to some degree as February closed, provided one measures comfort by an intra-month recovery in the price levels of developed equity markets. The relief rally in growth assets that began in the middle part of February continued for the better part of March, taking the S&P 500 Index to a modest 1.4% gain for the first quarter overall. The improvement in global manufacturing data was highlighted by a return to expansionary readings for the U.S. ISM manufacturing index in March after bottoming at post-crisis lows in December 2015.

As the second quarter of 2016 opened, the “reflation trade” that commenced in mid-February and closed out the end of the first quarter of 2016 continued apace in April with growth assets broadly posting positive returns, though with some signs of consolidation towards the end of the month. Leading the way for the month was a near 20% gain in crude oil prices. The moniker “reflation trade” represents the inverse of the “deflation trade” in which oil prices collapsed by more than 70% over the past two years.

Global equity markets demonstrated an air of complacency in August of 2016. This was in sharp contrast to the third quarter of 2015, when markets experienced their most volatile period since 2011. In fact, the S&P 500 Index did not experience a daily price move of greater than 1%, up or down, between July 8 and September 8. Using 30-day realized volatility as a measure, it was chronicled by The Wall Street Journal on August 23 that the 30 preceding trading days had been the least volatile for the S&P 500 Index in over two decades.

In a year notable for unexpected challenges to the established political order, November 8, 2016 delivered another entry to that ledger in the largely unanticipated victory of Donald Trump over Hillary Clinton to close out the highly contentious U.S. presidential election campaign. Within U.S. equities, a significant sector rotation that was already underway in the second half of 2016 from high-yielding defensive sectors to cyclicals accelerated in the fourth quarter after the U.S. election. As 2016 drew to a close in December, the Federal Reserve (Fed) as widely expected raised interest rates on December 15 for the first time since December of 2015.

On an individual security level, the top positive contributors to the Fund’s performance were Advanced Micro Devices Inc, Microsemi Corporation, and US Silica Holdings Inc. The top negative contributors to the Fund’s performance were Impax Laboratories Inc, Ultragenyx Pharmaceutical Inc, and RH.

Penn Mutual Asset Management, LLC

Investment Adviser

State Street Global Advisors

Investment Sub-Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2016

An investment of $10,000 in the Small Cap Index Fund on August 25, 2008 would have grown to $20,217. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 2000 Index, during the same period. A $10,000 investment in the Russell 2000 Index on August 25, 2008 would have grown to $22,487.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			Since Inception2
Small Cap Index Fund		20.37	%		13.68	%		8.79	%
Russell 2000 Index		21.31	%		14.46	%		9.11	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

35

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Portfolio Composition as of 12/31/16

	Percent of Total Investments3
Financials		28.1	%
Consumer, Non-cyclical		18.4	%
Industrials		13.8	%
Consumer, Cyclical		11.6	%
Technology		10.3	%
Communications		6.4	%
Basic Materials		4.2	%
Energy		3.5	%
Utilities		3.4	%
Government		0.2	%
Diversified		0.1	%
		100.0	%

³  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

36

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Developed International Index Fund

The Penn Series Developed International Index Fund returned 0.35% for the twelve-month period ending December 31, 2016, compared to the 1.51% return for its benchmark, the MSCI EAFE Index for the same time period.

With a starting point of continued slow and uneven economic growth for developed economies dating back to the end of the global financial crisis, investors in 2016 have so far navigated a storm of additional uncertainties including softening economic growth and policy missteps in China, a degree of disenchantment in the ability of global central banks to influence market outcomes and a vote by Britain on June 23 to exit its 43 year membership in the European Union. Remarkably, against this challenging backdrop, global equities ended the first half of the year basically where the year started. After selling off aggressively to kick off the year through the second week of February, global equities clawed back into positive territory for the year through June 23, only to see those gains extinguished when the surprise outcome of the ‘Brexit’ vote was learned on June 24, leaving the MSCI World Index down 1.7% before rebounding smartly to put the index back in positive territory on a year-to-date basis as of June 30.

Global markets entered the third quarter riding the tailwind of an aggressive snap back rally following the surprising June 23 U.K. referendum vote to leave the European Union. After declining by 7.1% in the two days following the referendum, the MSCI World Index advanced 5.3% the final three days of June and an additional 4.3% through the end of July.

Among the many suggestions attempting to justify the relatively optimistic tone for markets entering 2017, the resilience of markets in the previous 12 months is certainly deserving of some credit. Despite a surprise vote by the United Kingdom electorate to exit the European Union on June 23, output in the U.K. did not collapse as many predicted, and continental Europe thus far does not seem to have been materially impacted. China, after causing considerable market anxiety to open 2016 on a sharp fall in its currency and fears of a rapid economic growth slowdown, faded from being a top concern for global investors in 2016, turning in what is expected to be a respectable 6.7% rate of growth. Likewise, commodity prices opened the year falling sharply, only to find a bottom in mid-February – providing timely relief to commodity exporting emerging markets such as Brazil and Russia. Also aiding emerging markets and keeping global

financial conditions easy was a cautious U.S. Federal Reserve that hiked rates just once in 2016, where a more aggressive rate of tightening had been forecast entering the year. In the United Kingdom, the Bank of England did engage in some easing measures by reducing short-term interest rates and also extending their quantitative easing program. Both the Bank of Japan (BOJ) and European Central Bank (ECB) have held back from the additional monetary stimulus anticipated earlier in 2016 despite falling far short on their inflation goals, and the efficacy of existing unconventional monetary policy measures has come under increasing scrutiny.

On an individual security level, the top positive contributors to the Fund’s performance were Royal Dutch Shell plc Class B, Royal Dutch Shell plc Class A, and BP plc. The top negative contributors to the Fund’s performance were Novo Nordisk A/S Class B, Teva Pharmaceutical Industries Limited, and Roche Holding Ltd Genusssch.

Penn Mutual Asset Management, LLC

Investment Adviser

State Street Global Advisors

Investment Sub-Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2016

An investment of $10,000 in the Developed International Index Fund on August 25, 2008 would have grown to $11,469. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the MSCI EAFE Index, during the same period. A $10,000 investment in the MSCI EAFE Index on August 25, 2008 would have grown to $12,406.

37

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			Since Inception2
Developed International Index Fund		0.35	%		5.86	%		1.65	%
MSCI EAFE Index		1.51	%		7.02	%		2.61	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Portfolio Composition as of 12/31/16

	Percent of Total Investments3
Japan		24.2	%
United Kingdom		15.3	%
France		9.6	%
Germany		9.3	%
Switzerland		9.2	%
Australia		7.3	%
Netherlands		5.5	%
Spain		3.1	%
Hong Kong		2.9	%
Sweden		2.9	%
Italy		1.8	%
Denmark		1.6	%
Singapore		1.4	%
Belgium		1.2	%
Ireland		1.2	%
Finland		1.0	%
Israel		0.7	%
Norway		0.7	%
Luxembourg		0.3	%
Austria		0.2	%
New Zealand		0.2	%
China		0.1	%
Jersey		0.1	%
Portugal		0.1	%
South Africa		0.1	%
		100.0	%

³  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent the countries in which the securities are denominated.

38

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

International Equity Fund

The Penn Series International Equity Fund returned -5.16% for the twelve-month period ending December 31, 2016, compared to the 5.01% return for its benchmark, the MSCI ACWI ex U.S. Index.

International equities withstood a multitude of shocks in 2016. Despite economic and political uncertainty weighing on markets at times, equities performed reasonably well, helped by emerging market equities’ outperformance for the majority of this year, driven by the U.S. Federal Reserve’s deceleration of monetary policy normalization, strengthening commodity prices and improving fundamentals.

Risk aversion dominated markets early in the year as investors contemplated falling oil prices, slower growth in China, and changing U.S. Federal Reserve monetary policy. By the second quarter, encouraging economic data and supportive central bank policies strengthened European equities, although the United Kingdom’s vote to exit the European Union eclipsed other developments. The Brexit vote was followed by a sell-off in global risk assets and a sharp decline in the British pound against its major trading currencies.

International equities recovered rapidly from the Brexit sell-off, and high quality stocks participated in the rally. Equity markets responded positively to continued loose monetary policy in developed markets, as well as OPEC’s tentative agreement to cut production. And, equity performance of key emerging markets, such as China, Brazil, Korea and Taiwan, strengthened.

Investors were drawn to Philip Morris International’s relative safety after the uncertainty resulting from the Brexit vote, as the company continues to perform well. Philip Morris International produces and sells cigarettes under brands such as Marlboro and L&M. In our opinion, the company has strong pricing power, leading brands, consistent constant currency earnings growth, opportunities for cost savings, and a large dividend.

British American Tobacco (BAT) was a top contributor over the period. Its stability and consistency of earnings became well sought after post the Brexit vote. While based in the U.K., its earnings come from outside of the U.K. Currency, after years of being a headwind, is turning into a tailwind due to favorable currency translation as BAT reports its earnings in Great Britain Pound. Earlier in the year, the company also reported solid numbers, again, highlighting its strong business model even in volatile markets.

Novo Nordisk corrected sharply in late October when the company lowered its mid-term target for operating profit growth to 5%. The main culprit is price erosion in the long-acting insulin segment because of a new competitor entering the space. The expectation now is that Novo’s earnings growth will be in low single digits over the next couple of years due to the headwinds described above, rising to high single digits in the subsequent years. As a result, we hold a much smaller position in Novo than in years past.

Persimmon Plc underperformed due to the increased long-term uncertainty due to the effects of Brexit and the difficulty in predicting its impact on the U.K. residential market. As such, we exited the position. However, we maintain our belief that Persimmon is still among the best homebuilders in the UK, a well-run company growing at an attractive rate.

We believe the global economic recovery will continue in 2017. Developed economies are likely to continue strengthening, albeit slowly. Since the 2008 financial crisis, developed economies have benefited from the extraordinary measures undertaken by major central banks and the healing that comes from the passage of time.

For several decades, investors have become accustomed to a constant direction in the world economy, led by the United States and other developed markets outsourcing production to lower cost emerging market based companies. Any shift in the U.S. position on trade direction is likely to have a magnified impact on global supply chains and, if so, could result in a number of secondary impacts.

Penn Mutual Asset Management, LLC

Investment Adviser

Vontobel Asset Management

Investment Sub-Adviser

39

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the International Equity Fund on December 31, 2006 would have grown to $12,482. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the MSCI ACWI ex-U.S. Index, during the same period. A $10,000 investment in the MSCI ACWI ex-U.S. Index on December 31, 2006 would have grown to $11,514.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
International Equity Fund		–5.16	%		5.35	%		2.24	%
MSCI ACWI ex-U.S. Index		5.01	%		5.48	%		1.42	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
United Kingdom		16.0	%
United States		11.6	%
India		9.3	%
Switzerland		9.1	%
France		7.8	%
Japan		6.3	%
Canada		5.7	%
Ireland		5.2	%
China		4.1	%
Netherlands		4.1	%
Spain		3.5	%
Germany		3.4	%
Belgium		3.2	%
South Africa		2.4	%
Denmark		2.2	%
Mexico		2.0	%
Australia		1.9	%
Brazil		1.2	%
Hong Kong		1.0	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent the countries in which the securities are denominated.

40

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Emerging Markets Equity Fund

The Penn Series Emerging Markets Equity Fund returned 5.80% for the twelve-month period ending December 31, 2016, compared to the 11.60% return for its benchmark, the MSCI Emerging Markets Index for the same time period.

Positive contributors to the Fund’s performance during the period included our stock selection and underweight allocation to China and our stock selection and overweight allocation to Peru. Stock selection in Pakistan also contributed, as did the Fund’s zero allocation to Malaysia. Stock selection in India added value during the period, but it was partially offset by an unfavorable overweight allocation. Stock selection in Panama and Turkey also contributed.

Key detractors from performance included the Fund’s stock selection and underweight allocation to Taiwan and Russia, as well as stock selection and a neutral allocation to Brazil. Stock selection in Korea, Indonesia and South Africa also hampered returns.

From a sector perspective, stock selection in and underweight allocations to health care and telecommunications contributed to returns. Stock selection in consumer staples and information technology also added to results but gains were partially offset by the negative impact of an overweight to consumer staples and underweight to information technology. Stock selection in and an underweight allocation to the energy sector detracted from results, as did stock selection in financials. Derivatives did not have a material impact on performance for the period.

The outlook for emerging markets overall finally began improving in 2016 after five previously disappointing years. In a world facing lower economic growth from a combination of demographic pressure, lower trade volumes and a huge increase in debt, we own what we call a “post-China world” portfolio, seeking those pockets of growth in countries where we believe domestic consumer demand is strong and credit growth is in healthy early stages — and far from the excess as it has been in China, Brazil and Turkey.

In our view, the building blocks are in place for recovery in many emerging market countries. Markets may still experience some turbulence from the potential for disappointment with China’s growth or any depreciation of China’s currency and uncertainty about the course of the U.S. presidential election, economic outlook and precise path of the Federal Reserve.

From a thematic perspective, we continue to own and seek companies benefiting from healthy domestic demand and the growth of the aging population, where demand is high for health care and consumer experiences and services, including travel and leisure activities. We also see demand for financial services in countries with low credit penetration. We are seeking to minimize the Fund’s exposure to countries highly dependent on trade and where credit growth has greatly exceeded the pace of economic growth over the past five years. With global trade declining as protectionism is becoming more politically appealing and geopolitical tension rising in such areas as the South China Sea and the Middle East, we are also focused on identifying innovative companies benefiting from domestic infrastructure projects and defense spending.

We still consider Central and Eastern Europe an attractive investment opportunity. Growth in the region remains healthy, mostly driven by strong consumption, which has been boosted by rising employment, growing real wages and increasingly more affordable credit. After years of tightening, fiscal policy is set to loosen, but budget deficits should remain below the 3% level. Investment lagged in 2016 due to less absorption of European Union funds, but absorption should accelerate in 2017, driving up public fixed investment spending and further supporting growth.

As we have for many years, we remain underweight China and countries with decelerating growth or heavy dependence on exports such as Russia, Taiwan and Korea in the portfolio. Debt levels in China continue to rise to unprecedented levels and ongoing overcapacity issues and the continued property downturn will likely lead to further weakness in industrial production and related investment.

Penn Mutual Asset Management, LLC

Investment Adviser

Morgan Stanley Investment Management

Investment Sub-Adviser

41

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Cumulative Performance Comparison

August 25, 2008 — December 31, 2016

An investment of $10,000 in the Emerging Markets Equity Fund on August 25, 2008 would have grown to $10,263. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the MSCI Emerging Markets Index, during the same period. A $10,000 investment in the MSCI Emerging Markets Index on August 25, 2008 would have grown to $10,950.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			Since Inception2
Emerging Markets Equity Fund		5.80	%		1.18	%		0.31	%
MSCI Emerging Markets Index		11.60	%		1.64	%		1.51	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Portfolio Composition as of 12/31/16

	Percent of Total Investments3
China		14.2	%
South Korea		10.9	%
Taiwan		9.2	%
India		8.3	%
Brazil		7.9	%
Mexico		5.8	%
Indonesia		5.4	%
Hong Kong		5.0	%
Philippines		3.7	%
South Africa		3.6	%
Russia		3.3	%
Poland		3.2	%
Peru		2.3	%
Thailand		2.2	%
Argentina		2.0	%
Pakistan		1.7	%
United States		1.4	%
Netherlands		1.1	%
Austria		0.9	%
Czech Republic		0.9	%
United Kingdom		0.9	%
Chile		0.7	%
Germany		0.7	%
Portugal		0.7	%
Switzerland		0.7	%
Egypt		0.6	%
Panama		0.6	%
Japan		0.5	%
Colombia		0.5	%
Hungary		0.5	%
Spain		0.3	%
Turkey		0.3	%
		100.0	%

³  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent the countries in which the securities are denominated.

42

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Real Estate Securities Fund

The Penn Series Real Estate Securities Fund returned 5.49% for the twelve-month period ending December 31, 2016, compared to the 8.52% return for its benchmark, the FTSE NAREIT Equity REIT Index.

Real estate securities produced favorable returns in 2016, a year in which the asset class experienced several distinct phases. Listed real estate rallied in the first quarter, a period that was challenging for stocks broadly, as global growth slowed and interest rates declined. As growth improved and slowdown fears subsided, however, expectations of a Federal Reserve interest rate hike modestly pressured REITs. Donald Trump’s surprise victory in the November U.S. Presidential election accelerated growth and inflation expectations due to the anticipated impact of changes in fiscal and tax policies. This prompted a rotation out of fixed income and higher-yielding equities into more growth-oriented investments. During this third phase, the more cyclical real estate sectors produced favorable returns, while those considered being more defensive generally declined.

Industrial and data center landlords were among the top-performing U.S. sectors during the year. The pair continued to benefit from secular growth trends, including burgeoning internet retailing and cloud computing, which resulted in healthy pricing power for the sectors’ property owners.

Hotels were particularly strong in the second half of the year. Investors looked ahead to the end of the new supply cycle, anticipating that industry fundamentals would recover in 2017 along with the economy.

Office REITs on the West Coast enjoyed healthy gains early in the year thanks to the thriving tech sector, while New York City and Washington, D.C. landlords rallied strongly in the wake of the Presidential election. Health care experienced a wide dispersion in returns. Companies with the most stable cash flows, such as owners of medical office buildings, generally performed quite well, while those with skilled nursing care tenants underperformed amid concerns that regulatory issues could threaten tenants’ profit margins.

Apartments lagged the benchmark for the year. Despite generally healthy demand for apartments, investors were concerned that the sector’s cash-flow growth is peaking amid rising supply. Regional malls declined despite still-strong fundamentals following store closing

announcements from several high-profile retailers, including Sears and Macy’s. Continued gains in e-commerce and a general change in how people are spending their disposable income added to those concerns.

Our stock selection in health care was a large detractor from relative performance, although this was partially offset by our underweight allocation in the sector. We had an out-of-index position in Brookdale Senior Living, which declined in the period. We also did not own Senior Housing Properties Trust, which had a sizable gain. Our underweight and stock selection in diversified REITs also detracted. This was attributable largely to our allocation to Vornado Realty Trust at various times during the year. Our security selection in hotels further detracted, including our underweight in the strongly performing Host Hotels & Resorts.

Our stock selection in office REITs was a large contributor to relative performance, including overweights in several West Coast-centered landlords that advanced strongly during the period. Our underweight in self storage, the industry’s poorest-performing sector in the year, also contributed to relative performance. Our underweight in the shopping center owners, which lagged the benchmark, further contributed.

After years of disappointing growth, we expect the global economy to accelerate in 2017, led by strength in the U.S., but with Europe and Japan also seeing improvement. The promise of tax reforms and increased fiscal spending under the Trump administration has lifted expectations for higher asset prices and yields in the U.S. On balance, in the near term we expect the Trump effect to add to the growth and inflation trends that were already underway. In the long term, we believe a focus on more infrastructure spending, lower taxes, and less regulation and a more pro-business attitude from the government could be positive for the economy.

Penn Mutual Asset Management, LLC

Investment Adviser

Cohen & Steers Capital Management

Investment Sub-Adviser

43

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Cumulative Performance Comparison

December 31, 2006 — December 31, 2016

An investment of $10,000 in the Real Estate Securities Fund on December 31, 2006 would have grown to $14,592. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the FTSE NAREIT Equity REIT Index, during the same period. A $10,000 investment in the FTSE NAREIT Equity REIT Index on December 31, 2006 would have grown to $16,417.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			10 Year
Real Estate Securities Fund		5.49	%		11.58	%		3.85	%
FTSE NAREIT Equity REIT Index		8.52	%		12.01	%		5.08	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/16

	Percent of Total Investments2
Apartments		21.5	%
Diversified		15.9	%
Office Property		15.7	%
Regional Malls		9.0	%
Healthcare		8.2	%
Industrials		7.2	%
Lodging		4.7	%
Strip Centers		4.7	%
Storage & Warehousing		4.5	%
Building & Real Estate		3.7	%
Hotels & Resorts		2.3	%
Manufactured Homes		2.1	%
Healthcare Services		0.5	%
		100.0	%

²  Portfolio holdings are presented as a percentage of total investments before short-term investments.

44

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Aggressive Allocation Fund

The Penn Series Aggressive Allocation Fund returned 7.46% for the twelve-month period ending December 31, 2016, compared to its benchmarks, the Russell 3000 Index’s return of 12.74% and the Bloomberg Barclays Capital U.S. Aggregate Bond Index’s return of 2.65% for the same time period.

The Aggressive Allocation Fund is comprised of a target allocation of 90% equity funds and 10% fixed income funds. The equity allocation of the Fund is comprised of domestic equity funds ranging from large capitalization funds to small capitalization funds as well as developed international and emerging markets equity funds and the fixed income portion is primarily allocated to intermediate-term bond funds.

At the broad asset class level, the Aggressive Allocation Fund’s equity allocation underperformed its broad equity benchmark, the Russell 3000 Index for the one-year period. Detracting most from performance during the period versus the equity Index was the Fund’s underlying asset class allocations to developed international equity stocks as international equity significantly underperformed the strong returns of the domestic equity market. Contributing to the equity performance versus the Index were the Fund’s underlying asset class allocations to large, mid and small cap value as value-oriented stocks considerably outperformed growth-oriented stocks across all market capitalizations during the year.

At the individual fund level, the Fund’s allocation to mid cap value equity contributed the most to performance during the period. Detracting most from performance during the period at the underlying fund level were allocations to international equity, emerging markets equity and large cap value.

The Fund’s fixed income allocation performed outperformed the Bloomberg Barclays Capital U.S. Aggregate Bond Index for the one-year time period due to its asset class allocation to high yield fixed income.

As a result of the annual analysis of the asset class allocations of the Fund conducted each September with changes implemented October 3, the asset class allocation to large cap growth, mid cap growth, small cap growth, and domestic real estate securities were reduced which allowed for an increase to the asset allocations to large cap value, mid cap value, international stocks, emerging market stocks, high yield bonds and short-term bonds. These asset class changes became effective at the

beginning of the fourth quarter and will continue to be in effective until the next annual review. However, the Fund is continually reviewed to help ensure that it remains consistent with its investment objective by making adjustments, when necessary, of specific sub-accounts within an asset class as well as automatic rebalancing of the Fund on a quarterly basis.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2016

An investment of $10,000 in the Aggressive Allocation Fund on August 25, 2008 would have grown to $16,249. For the purpose of comparison, the graph also shows the change in the Fund’s benchmarks, the Russell 3000 Index and the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the Russell 3000 Index on August 25, 2008 would have grown to $21,506. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on August 25, 2008 would have grown to $14,096.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			Since Inception2
Aggressive Allocation Fund		7.46	%		9.82	%		5.98	%
Russell 3000 Index		12.74	%		14.67	%		9.24	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		2.65	%		2.23	%		4.34	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

45

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Asset Allocation Target as of 12/31/16

International Stocks	24.0	%
Large Cap Value Stocks	19.0	%
Mid Cap Value Stocks	13.0	%
Emerging Markets	11.0	%
Large Cap Growth Stocks	7.0	%
Small Cap Value Stocks	6.0	%
Intermediate Bonds	5.0	%
Small Cap Growth Stocks	4.0	%
Mid Cap Growth Stocks	3.0	%
Short Term Bonds	3.0	%
Domestic REITs	3.0	%
High Yield Bonds	2.0	%
	100.0	%

46

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Moderately Aggressive Allocation Fund

The Penn Series Moderately Aggressive Allocation Fund returned 7.52% for the twelve-month period ending December 31, 2016, compared to its benchmarks, the Russell 3000 Index’s return of 12.74% and the Bloomberg Barclays Capital U.S. Aggregate Bond Index’s return of 2.65% for the same time period.

The Moderately Aggressive Allocation Fund is comprised of a target allocation of 80% equity funds and 20% fixed income funds. The equity allocation of the Fund is comprised of domestic equity funds ranging from large capitalization funds to small capitalization funds as well as developed international and emerging markets equity funds and the fixed income portion is primarily allocated to intermediate-term and short-term bond funds.

At the broad asset class level, the Moderately Aggressive Allocation Fund’s equity allocation slightly underperformed its broad equity benchmark, the Russell 3000 Index for the one-year period. Detracting most from performance during the period versus the equity Index was the Fund’s underlying asset class allocations to developed international equity stocks as international equity significantly underperformed the strong returns of the domestic equity market. Also detracting from performance was the asset class allocation to large cap growth stocks. Contributing to the equity performance versus the Index were the Fund’s underlying asset class allocations to large, mid and small cap value as value-oriented stocks considerably outperformed growth-oriented stocks across all market capitalizations during the year.

At the individual fund level, the Fund’s allocation to mid cap value equity contributed the most to performance during the period. Detracting most from performance during the period at the underlying fund level were allocations to international equity, emerging markets equity and large cap value.

The Fund’s fixed income allocation performed outperformed the Bloomberg Barclays Capital U.S. Aggregate Bond Index for the one-year time period due to its asset class allocation to high yield fixed income.

As a result of the annual analysis of the asset class allocations of the Fund conducted each September with changes implemented October 3, the asset class allocation to large cap growth, mid cap growth, small cap growth, international stocks, domestic real estate securities, high yield bonds and intermediate-term bonds were reduced. This allowed for an increase to the asset allocations to

large cap value, mid cap value, small cap value, emerging market stocks, and short-term bonds. These asset class changes became effective at the beginning of the fourth quarter and will continue to be in effective until the next annual review. However, the Fund is continually reviewed to help ensure that it remains consistent with its investment objective by making adjustments, when necessary, of specific sub-accounts within an asset class as well as automatic rebalancing of the Fund on a quarterly basis.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2016

An investment of $10,000 in the Moderately Aggressive Allocation Fund on August 25, 2008 would have grown to $17,059. For the purpose of comparison, the graph also shows the change in the Fund’s benchmarks, the Russell 3000 Index and the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the Russell 3000 Index on August 25, 2008 would have grown to $21,506. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on August 25, 2008 would have grown to $14,096.

47

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			Since Inception2
Moderately Aggressive Allocation Fund		7.52	%		8.87	%		6.60	%
Russell 3000 Index		12.74	%		14.67	%		9.24	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		2.65	%		2.23	%		4.34	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Asset Allocation Target as of 12/31/16

Large Cap Value Stocks	20.0	%
International Stocks	19.0	%
Intermediate Bonds	11.0	%
Mid Cap Value Stocks	10.0	%
Large Cap Growth Stocks	8.0	%
Emerging Markets	8.0	%
Short Term Bonds	7.0	%
Small Cap Value Stocks	6.0	%
Mid Cap Growth Stocks	3.0	%
Small Cap Growth Stocks	3.0	%
Domestic REITs	3.0	%
High Yield Bonds	2.0	%
	100.0	%

48

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Moderate Allocation Fund

The Penn Series Moderate Allocation Fund returned 6.96% for the twelve-month period ending December 31, 2016, compared to its benchmarks, the Russell 3000 Index’s return of 12.74% and the Bloomberg Barclays Capital U.S. Aggregate Bond Index’s return of 2.65% for the same time period.

The Moderate Allocation Fund is comprised of a target allocation of 60% equity funds and 40% fixed income funds. The equity allocation of the Fund is comprised of domestic equity funds ranging from large capitalization funds to small capitalization funds as well as developed international and emerging markets equity funds and the fixed income portion is primarily allocated to intermediate-term and short-term bond funds.

At the broad asset class level, the Moderate Allocation Fund’s equity allocation performed in line with its broad equity benchmark, the Russell 3000 Index for the one-year period. Detracting from performance during the period versus the equity Index was the Fund’s underlying asset class allocations to developed international equity stocks as international equity significantly underperformed the strong returns of the domestic equity market. Also detracting from performance was the asset class allocation to large cap growth stocks. Contributing to the equity performance versus the Index were the Fund’s underlying asset class allocations to large, mid and small cap value as value-oriented stocks considerably outperformed growth-oriented stocks across all market capitalizations during the year.

At the individual fund level, the Fund’s allocation to mid cap value equity contributed the most to performance during the period. Detracting most from performance during the period at the underlying fund level were allocations to international equity, emerging markets equity and large cap value.

The Fund’s fixed income allocation performed outperformed the Bloomberg Barclays Capital U.S. Aggregate Bond Index for the one-year time period due to its asset class allocation to high yield fixed income.

As a result of the annual analysis of the asset class allocations of the Fund conducted each September with changes implemented October 3, the asset class allocation to large cap growth, mid cap growth, small cap growth, domestic real estate securities, high yield bonds and cash equivalents were reduced. This allowed for an increase to the asset allocations to large cap value, mid cap value,

small cap value, emerging market stocks, intermediate-term bonds and short-term bonds. These asset class changes became effective at the beginning of the fourth quarter and will continue to be in effective until the next annual review. However, the Fund is continually reviewed to help ensure that it remains consistent with its investment objective by making adjustments, when necessary, of specific sub-accounts within an asset class as well as automatic rebalancing of the Fund on a quarterly basis.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2016

An investment of $10,000 in the Moderate Allocation Fund on August 25, 2008 would have grown to $15,738. For the purpose of comparison, the graph also shows the change in the Fund’s benchmarks, the Russell 3000 Index and the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the Russell 3000 Index on August 25, 2008 would have grown to $21,506. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on August 25, 2008 would have grown to $14,096.

49

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			Since Inception2
Moderate Allocation Fund		6.96	%		7.30	%		5.57	%
Russell 3000 Index		12.74	%		14.67	%		9.24	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		2.65	%		2.23	%		4.34	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Asset Allocation Target as of 12/31/16

Intermediate Bonds	27.0	%
International Stocks	14.0	%
Large Cap Value Stocks	13.0	%
Large Cap Growth Stocks	7.0	%
Short Term Bonds	10.0	%
Mid Cap Value Stocks	9.0	%
Emerging Markets	5.0	%
High Yield Bonds	3.0	%
Small Cap Value Stocks	5.0	%
Mid Cap Growth Stocks	3.0	%
Small Cap Growth Stocks	2.0	%
Domestic REITs	2.0	%
	100.0	%

50

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Moderately Conservative Allocation Fund

The Penn Series Moderately Conservative Allocation Fund returned 6.03% for the twelve-month period ending December 31, 2016, compared to its benchmarks, the Russell 3000 Index’s return of 12.74% and the Bloomberg Barclays Capital U.S. Aggregate Bond Index’s return of 2.65% for the same time period.

The Moderately Conservative Allocation Fund is comprised of a target allocation of 40% equity funds and 60% fixed income funds. The equity allocation of the Fund consists of domestic equity funds comprised of large capitalization and mid capitalization funds and a slight allocation to small capitalization stocks as well as developed international equity funds and a small allocation to emerging market equities. The fixed income portion is mostly allocated to intermediate-term and short-term bond funds.

At the broad asset class level, the Moderately Conservative Allocation Fund’s equity allocation slightly outperformed its broad equity benchmark, the Russell 3000 Index for the one-year period. Contributing to the equity performance versus the Index were the Fund’s underlying asset class allocations to large, mid and small cap value as value-oriented stocks considerably outperformed growth-oriented stocks across all market capitalizations during the year. Detracting from performance during the period versus the equity Index was the Fund’s underlying asset class allocations to developed international equity stocks as international equity significantly underperformed the strong returns of the domestic equity market. Also detracting from performance was the asset class allocation to large cap growth stocks.

At the individual fund level, the Fund’s allocation to mid cap value equity contributed the most to performance during the period. Detracting most from performance during the period at the underlying fund level were allocations to international equity, emerging markets equity and large cap value.

The Fund’s fixed income allocation performed outperformed the Bloomberg Barclays Capital U.S. Aggregate Bond Index for the one-year time period due to its asset class allocation to high yield fixed income.

As a result of the annual analysis of the asset class allocations of the Fund conducted each September with changes implemented October 3, the asset class allocation to large cap growth, mid cap growth, high yield bonds and cash equivalents were reduced. This allowed for an

increase to the asset allocations to large cap value, small cap value, emerging market stocks, intermediate-term bonds and short-term bonds. These asset class changes became effective at the beginning of the fourth quarter and will continue to be in effective until the next annual review. However, the Fund is continually reviewed to help ensure that it remains consistent with its investment objective by making adjustments, when necessary, of specific sub-accounts within an asset class as well as automatic rebalancing of the Fund on a quarterly basis.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2016

An investment of $10,000 in the Moderately Conservative Allocation Fund on August 25, 2008 would have grown to $14,852. For the purpose of comparison, the graph also shows the change in the Fund’s benchmarks, the Russell 3000 Index and the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the Russell 3000 Index on August 25, 2008 would have grown to $21,506. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on August 25, 2008 would have grown to $14,096.

51

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			Since Inception2
Moderately Conservative Allocation Fund		6.03	%		5.64	%		4.85	%
Russell 3000 Index		12.74	%		14.67	%		9.24	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		2.65	%		2.23	%		4.34	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Asset Allocation Target as of 12/31/16

Intermediate Bonds	36.0	%
Short Term Bonds	20.0	%
Large Cap Value Stocks	13.0	%
International Stocks	9.0	%
Large Cap Growth Stocks	5.0	%
High Yield Bonds	4.0	%
Mid Cap Value Stocks	4.0	%
Emerging Markets	3.0	%
Small Cap Value Stocks	3.0	%
Domestic REITs	2.0	%
Small Cap Growth Stocks	1.0	%
	100.0	%

52

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Conservative Allocation Fund

The Penn Series Conservative Allocation Fund returned 4.71% for the twelve-month period ending December 31, 2016, compared to its benchmarks, the Russell 3000 Index’s return of 12.74% and the Bloomberg Barclays Capital U.S. Aggregate Bond Index’s return of 2.65% for the same time period.

The Conservative Allocation Fund is comprised of a target allocation of 80% fixed income funds and a target allocation of 20% in domestic and international equity funds. The fixed income funds predominately consist of short-term and intermediate-term bonds and the equity fund allocations consist of mostly large capitalization funds with a small exposure to developed international equity funds.

At the broad asset class level, the Conservative Allocation Fund’s asset class exposure to high yield bonds outperformed the Bloomberg Barclays Capital U.S. Aggregate Bond Index for the one-year period, thus, asset allocation had a positive contribution on performance during the period. However, the Fund’s underlying fund allocations to short-term bonds did detract slightly from Fund performance during the period.

The Fund’s equity allocation slightly underperformed its broad equity benchmark, the Russell 3000 Index. The Fund’s asset class allocation to developed international stocks hindered its equity performance during the period as international stocks underperformed domestic stocks during the year. The Fund’s underlying fund allocation to large cap value did aid performance during the period.

As a result of the annual analysis of the asset class allocations of the Fund conducted each September with changes implemented October 3, the asset class allocation to large cap growth, mid cap growth, international stocks, high yield bonds and cash equivalents were reduced. These reductions allowed for the increase to the asset allocations to large cap value, emerging market stocks, domestic real estate, intermediate-term bonds and short-term bonds. These asset class changes became effective at the beginning of the fourth quarter and will continue to be in effective until the next annual review. However, the Fund is continually reviewed to help ensure that it remains consistent with its investment objective by making adjustments, when necessary, of specific sub-accounts within an asset class as well as automatic rebalancing of the Fund on a quarterly basis.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2016

An investment of $10,000 in the Conservative Allocation Fund on August 25, 2008 would have grown to $13,761. For the purpose of comparison, the graph also shows the change in the Fund’s benchmarks, the Russell 3000 Index and the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the Russell 3000 Index on August 25, 2008 would have grown to $21,506. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on August 25, 2008 would have grown to $14,096.

Average Annual Total Returns¹ as of 12/31/16

	1 Year			5 Year			Since Inception2
Conservative Allocation		4.71	%		3.67	%		3.89	%
Russell 3000 Index		12.74	%		14.67	%		9.24	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		2.65	%		2.23	%		4.34	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

53

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Asset Allocation Target as of 12/31/16

Intermediate Bonds	46.0	%
Short Term Bonds	30.0	%
Large Cap Value Stocks	9.0	%
High Yield Bonds	4.0	%
International Stocks	4.0	%
Large Cap Growth Stocks	3.0	%
Mid Cap Value Stocks	2.0	%
Domestic REITs	1.0	%
Emerging Markets	1.0	%
	100.0	%

54

Important Information about Fund Expenses

Hypothetical Examples of a $1,000 Investment (Unaudited)

We believe that it is important for you to understand the effect of fees on your investment. All mutual funds have operating expenses. As a participant in any of the Penn Series Funds, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund. A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio.

The Penn Series Funds are the underlying investment vehicles for the variable life and variable annuity contracts issued by The Penn Mutual Life Insurance Company and its subsidiary, The Penn Insurance and Annuity Company. These contracts have transaction costs, additional administrative expense fees and mortality and expense risk charges. Because of these additional expenses, the costs to investors will be higher than the figures shown in the following expense examples. The expense examples below are intended to help you understand your ongoing costs (in dollars) of investing in each fund and to compare these costs with the ongoing costs of investing in other funds.

These examples are based on an investment of $1,000 invested for six months beginning July 1, 2016 and held through December 31, 2016. The examples illustrate your fund’s costs in two ways:

• Actual Fund Performance in the table below provides information about actual account values and actual expenses. The “Ending Value” shown is derived from the fund’s actual return, and “Expenses Paid During Period” shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use this information, together with the amount you invested, to estimate the expenses that you paid over the period. To do so, 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 given for your fund under the heading entitled “Expenses Paid During Period.”

• Hypothetical 5% Annual Return is intended to help you compare your fund’s costs with those of other mutual funds. It assumes that the fund had a return of 5% before expenses during the period shown, but that the expense ratio is unchanged. In this case — because the return used is not the fund’s actual return — the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s cost by comparing this hypothetical example with the hypothetical examples that appear in shareholders reports of other funds. Because the return used is not an actual return, it may not be used to estimate the actual ending account value or expenses you paid for the period.

Please note that the expenses shown in the table are only meant to highlight and help you compare your ongoing costs of investing in the funds and do not reflect any fees and charges deducted under your insurance contract. The “Annualized Expense Ratio” represents the actual expenses for the six-month period indicated and will be different from the expense ratio in the Financial Highlights which is for the year ended December 31, 2016.

Disclosure of Fund Expenses

For the Period July 1, 2016 to December 31, 2016

Expense Table

	Beginning Value July 1, 2016		Ending Value December 31, 2016		Annualized Expense Ratio		Expenses Paid During Period *
Money Market Fund
Actual		$1,000.00		$1,000.06		0.48%		$2.41
Hypothetical		$1,000.00		$1,022.69		0.48%		$2.45
Limited Maturity Bond Fund
Actual		$1,000.00		$1,007.63		0.69%		$3.47
Hypothetical		$1,000.00		$1,021.64		0.69%		$3.50

55

Important Information about Fund Expenses

Hypothetical Examples of a $1,000 Investment (Unaudited)

	Beginning Value July 1, 2016		Ending Value December 31, 2016		Annualized Expense Ratio		Expenses Paid During Period *
Quality Bond Fund
Actual		$1,000.00		$990.13		0.66%		$3.29
Hypothetical		$1,000.00		$1,021.79		0.66%		$3.35
High Yield Bond Fund
Actual		$1,000.00		$1,075.24		0.87%		$4.52
Hypothetical		$1,000.00		$1,020.73		0.87%		$4.41
Flexibly Managed Fund
Actual		$1,000.00		$1,027.81		0.89%		$4.55
Hypothetical		$1,000.00		$1,020.60		0.89%		$4.54
Balanced Fund
Actual		$1,000.00		$1,040.20		0.18%		$0.94
Hypothetical		$1,000.00		$1,024.21		0.18%		$0.93
Large Growth Stock Fund
Actual		$1,000.00		$1,078.01		0.96%		$5.00
Hypothetical		$1,000.00		$1,020.27		0.96%		$4.87
Large Cap Growth Fund
Actual		$1,000.00		$1,019.10		0.89%		$4.52
Hypothetical		$1,000.00		$1,020.61		0.89%		$4.53
Large Core Growth Fund
Actual		$1,000.00		$1,013.67		0.85%		$4.30
Hypothetical		$1,000.00		$1,020.82		0.85%		$4.32
Large Cap Value Fund
Actual		$1,000.00		$1,099.34		0.89%		$4.71
Hypothetical		$1,000.00		$1,020.60		0.89%		$4.54
Large Core Value Fund
Actual		$1,000.00		$1,077.23		0.90%		$4.67
Hypothetical		$1,000.00		$1,020.58		0.90%		$4.56
Index 500 Fund
Actual		$1,000.00		$1,076.56		0.36%		$1.87
Hypothetical		$1,000.00		$1,023.32		0.36%		$1.82
Mid Cap Growth Fund
Actual		$1,000.00		$1,041.18		0.95%		$4.89
Hypothetical		$1,000.00		$1,020.29		0.95%		$4.85
Mid Cap Value Fund
Actual		$1,000.00		$1,108.45		0.77%		$4.09
Hypothetical		$1,000.00		$1,021.21		0.77%		$3.93
Mid Core Value Fund
Actual		$1,000.00		$1,110.70		1.03%		$5.46
Hypothetical		$1,000.00		$1,019.90		1.03%		$5.24
SMID Cap Growth Fund
Actual		$1,000.00		$1,054.56		1.05%		$5.41
Hypothetical		$1,000.00		$1,019.81		1.05%		$5.33

56

Important Information about Fund Expenses

Hypothetical Examples of a $1,000 Investment (Unaudited)

	Beginning Value July 1, 2016		Ending Value December 31, 2016		Annualized Expense Ratio		Expenses Paid During Period *
SMID Cap Value Fund
Actual		$1,000.00		$1,185.32		1.20%		$6.60
Hypothetical		$1,000.00		$1,019.02		1.20%		$6.12
Small Cap Growth Fund
Actual		$1,000.00		$1,068.41		1.00%		$5.21
Hypothetical		$1,000.00		$1,020.04		1.00%		$5.10
Small Cap Value Fund
Actual		$1,000.00		$1,187.09		0.96%		$5.27
Hypothetical		$1,000.00		$1,020.26		0.96%		$4.88
Small Cap Index Fund
Actual		$1,000.00		$1,181.07		0.64%		$3.53
Hypothetical		$1,000.00		$1,021.86		0.64%		$3.28
Developed International Index Fund
Actual		$1,000.00		$1,041.02		0.82%		$4.20
Hypothetical		$1,000.00		$1,020.97		0.82%		$4.17
International Equity Fund
Actual		$1,000.00		$939.88		1.11%		$5.41
Hypothetical		$1,000.00		$1,019.49		1.11%		$5.65
Emerging Markets Equity Fund
Actual		$1,000.00		$995.13		1.64%		$8.22
Hypothetical		$1,000.00		$1,016.80		1.64%		$8.34
Real Estate Securities Fund
Actual		$1,000.00		$964.30		0.95%		$4.70
Hypothetical		$1,000.00		$1,020.29		0.95%		$4.85
Aggressive Allocation Fund
Actual		$1,000.00		$1,045.09		0.32%		$1.62
Hypothetical		$1,000.00		$1,023.54		0.32%		$1.60
Moderately Aggressive Allocation Fund
Actual		$1,000.00		$1,043.04		0.29%		$1.50
Hypothetical		$1,000.00		$1,023.65		0.29%		$1.49
Moderate Allocation Fund
Actual		$1,000.00		$1,032.94		0.29%		$1.48
Hypothetical		$1,000.00		$1,023.67		0.29%		$1.47
Moderately Conservative Allocation Fund
Actual		$1,000.00		$1,021.25		0.30%		$1.51
Hypothetical		$1,000.00		$1,023.62		0.30%		$1.52
Conservative Allocation Fund
Actual		$1,000.00		$1,009.08		0.31%		$1.57
Hypothetical		$1,000.00		$1,023.56		0.31%		$1.58

* Expenses are equal to the fund’s annualized expense ratio multiplied by the average value over the period, multiplied by the number of days in the most recent fiscal half-year (184), then divided by 366.

57

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Money Market Fund

	Par (000)		Value†
AGENCY OBLIGATION — 54.2%
Federal Farm Credit Banks
4.875%, 01/17/17	$	1,000	$	1,001,957
0.780%, 01/30/17•		4,000		4,000,114
0.836%, 02/14/17•		7,000		7,001,018
0.760%, 02/23/17•		1,000		1,000,021
0.806%, 03/29/17•		1,000		1,000,111
Federal Home Loan Banks
0.752%, 01/30/17•		500		500,148
0.625%, 02/02/17		1,850		1,850,123
0.750%, 02/21/17		1,000		1,000,385
0.720%, 03/06/17		500		500,176
0.875%, 03/10/17		500		500,332
1.000%, 03/10/17		1,000		1,000,792
0.424%, 04/06/17•		4,500		4,500,633
0.625%, 04/26/17		2,000		2,000,691
0.621%, 06/01/17•		2,000		2,000,000
0.675%, 09/05/17•		1,885		1,886,305
0.928%, 09/07/17•		2,000		2,003,112
Federal Home Loan Mortgage Corp.
0.500%, 01/27/17		1,035		1,035,066
5.000%, 02/16/17		1,730		1,739,757
0.875%, 02/22/17		3,202		3,203,953
1.000%, 03/08/17		3,570		3,573,466
1.056%, 04/26/17•		300		300,291
1.250%, 05/12/17		1,299		1,302,256
0.720%, 11/13/17•		4,725		4,731,421
Federal National Mortgage Association
1.250%, 01/30/17		6,623		6,627,474
5.000%, 02/13/17		3,660		3,679,461
1.125%, 04/27/17		800		801,237
5.000%, 05/11/17		1,702		1,729,173
0.759%, 07/20/17•		1,500		1,501,450
Tennessee Valley Authority
5.500%, 07/18/17		5,000		5,130,834
Total AGENCY OBLIGATION (Cost $67,101,757)				67,101,757
U.S. TREASURY OBLIGATIONS — 34.1%
U.S. Treasury Note
0.640%, 01/31/17•		6,000		6,000,204
3.125%, 01/31/17		2,000		2,004,261
0.625%, 02/15/17		5,000		5,000,889
4.625%, 02/15/17		2,000		2,010,032
0.875%, 02/28/17		5,000		5,003,066
3.000%, 02/28/17		1,000		1,003,921
0.750%, 03/15/17		1,000		1,000,375
0.500%, 03/31/17		3,000		2,999,538
3.250%, 03/31/17		1,000		1,006,483
0.500%, 04/30/17		1,700		1,699,802
0.630%, 04/30/17•		4,000		4,000,786
0.875%, 04/30/17		1,000		1,001,268
0.875%, 05/15/17		1,000		1,001,193
0.625%, 05/31/17		1,500		1,499,897
0.625%, 06/30/17		2,000		1,999,718
0.608%, 07/31/17•		5,000		5,001,163
TOTAL U.S. TREASURY OBLIGATIONS (Cost $42,232,596)				42,232,596

	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 3.9%
Goldman Sachs Financial Square Funds - Government Fund (Cost $4,920,718)		4,920,718	$	4,920,718
TOTAL INVESTMENTS — 92.2% (Cost $114,255,071)			$	114,255,071
Other Assets & Liabilities — 7.8%				9,609,538
TOTAL NET ASSETS — 100.0%			$	123,864,609

† See Security Valuation Note.

• Variable Rate Security.

Maturity Schedule (days)	Market Value		Percentage of Portfolio			Cumulative
1 to 7	$	33,310,827		29.2	%		29.2	%
8 to 14		4,731,421		4.1	%		33.3	%
15 to 30		16,666,341		14.6	%		47.9	%
31 to 60		28,495,848		24.9	%		72.8	%
61 to 90		12,584,274		11.0	%		83.8	%
91 to 120		5,803,289		5.1	%		88.9	%
121 to 150		4,032,622		3.5	%		92.4	%
150+		8,630,449		7.6	%		100.00	%
Total Per Trial Balance	$	114,255,071		100.00	%

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
U.S. TREASURY OBLIGATIONS	$	42,232,596	$	—	$	42,232,596	$	—
AGENCY OBLIGATION		67,101,757		—		67,101,757		—
SHORT-TERM INVESTMENTS		4,920,718		4,920,718		—		—
TOTAL INVESTMENTS	$	114,255,071	$	4,920,718	$	109,334,353	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

58

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Limited Maturity Bond Fund

	Par (000)		Value†
ASSET BACKED SECURITIES — 24.0%
Ally Auto Receivables Trust 2014-2 2.100%, 03/16/20	$	1,000	$	1,006,056
Ally Master Owner Trust 2012-5 1.540%, 09/15/19		1,000		1,001,422
AmeriCredit Automobile Receivables Trust 2013-5 2.290%, 11/08/19		1,000		1,004,281
Black Diamond CLO 2006-1A Luxembourg SA, Class C 1.577%, 04/29/19 144A @,•		2,000		1,986,532
Black Diamond CLO 2006-1A Luxembourg SA, Class D 2.237%, 04/29/19 144A @,•		2,500		2,486,662
BMW Vehicle Lease Trust 2015-1 1.240%, 12/20/17		1,102		1,102,248
Brentwood CLO Corp. 2006-1A 1.706%, 02/01/22 144A @,•		2,000		1,920,990
Chesapeake Funding LLC 2014-1A 1.452%, 03/07/26 144A @,•		1,080		1,066,646
Chrysler Capital Auto Receivables Trust 2013-BA 2.240%, 09/16/19 144A @		1,705		1,713,424
Consumers Securitization Funding LLC 2014-A 1.334%, 11/01/20		1,494		1,482,526
Continental Airlines 2012-3 Class C Pass Through Trust 6.125%, 04/29/18		1,500		1,560,000
CPS Auto Receivables Trust 2014-A 1.210%, 08/15/18 144A @		29		28,642
Cratos CLO Ltd. 2007-1A D 3.311%, 05/19/21 144A @,•		2,000		1,999,000
Emerald Aviation Finance Ltd. 2013- 1, STEP 4.650%, 10/15/38 144A @		2,445		2,478,382
Entergy Arkansas Restoration Funding LLC 2.300%, 08/01/21		1,124		1,131,576
Equity One Mortgage Pass-Through Trust 2004-1 4.145%, 04/25/34•		5		5,235
Ford Credit Auto Owner Trust 2012-D 1.970%, 05/15/19		1,800		1,801,256
Ford Credit Auto Owner Trust 2013-D 1.540%, 03/15/19		2,780		2,781,617
Ford Credit Auto Owner Trust 2014-A 1.710%, 05/15/19		1,450		1,454,051
Gleneagles CLO Ltd. 2005-1A C 1.786%, 11/01/17 144A @,•		303		302,416
Golden Credit Card Trust 2012-4A 1.390%, 07/15/19 144A @		2,000		2,001,125
Honda Auto Receivables Owner Trust 2014-2 0.770%, 03/19/18		538		537,095
Hyundai Auto Lease Securitization Trust 2014-B 1.540%, 12/17/18 144A @		1,100		1,100,667
Jasper CLO Ltd. 2005-1A 1.786%, 08/01/17 144A @,•		557		556,965

	Par (000)		Value†
Rockwall CDO II Ltd. 2007-1A 1.586%, 08/01/24 144A @,•	$	2,065	$	2,011,192
SACO I, Inc. 2005-4 1.656%, 06/25/35 144A @,•		11		11,290
Santander Drive Auto Receivables Trust 2013-2 1.950%, 03/15/19		1,222		1,224,017
SLM Private Education Loan Trust 2012-A 2.104%, 08/15/25 144A @,•		345		344,943
SLM Student Loan Trust 2005-10 1.152%, 10/26/26 •		2,438		2,404,268
Symphony CLO III Ltd. 2007-3A 1.566%, 05/15/19 144A @,•		2,500		2,480,720
Toyota Auto Receivables 2016-C 1.000%, 01/15/19		2,000		1,996,633
Volvo Financial Equipment LLC Series 2013-1A 1.620%, 08/17/20 144A @		1,000		1,000,079
Voya CLO V Ltd. 2007-5A 3.736%, 05/01/22 144A @,•		2,000		2,007,216
Westchester CLO Ltd. 2007-1A B 1.326%, 08/01/22 144A @,•		2,500		2,408,462
World Financial Network Credit Card Master Trust 2012-B 1.760%, 05/17/21		2,032		2,036,435
TOTAL ASSET BACKED SECURITIES (Cost $50,258,646)				50,434,069
COMMERCIAL MORTGAGE BACKED SECURITIES — 12.6%
BAMLL Commercial Mortgage Securities Trust 2013-DSNY, Class B 2.204%, 09/15/26 144A @,•		1,000		1,000,424
Bear Stearns Commercial Mortgage Securities Trust 2007-PWR17 1.370%, 06/11/50 144A @,•		2,000		1,967,886
FREMF 2011-K701 Mortgage Trust, Class B 2011 4.286%, 07/25/48 144A @,•		2,000		2,028,752
FREMF Mortgage Trust Series 2010-K6 Class B 5.358%, 12/25/46 144A @,•		3,000		3,239,821
FREMF Mortgage Trust Series 2012-K708 Class C 3.751%, 02/25/45 144A @,•		2,000		2,043,063
FREMF Mortgage Trust Series 2012-K710 Class C 3.821%, 06/25/47 144A @,•		2,110		2,111,035
FREMF Mortgage Trust Series 2013-KF02 Class C 4.534%, 12/25/45 144A @,•		399		404,257
FREMF Mortgage Trust, Series 2013-K713 Class C 3.165%, 04/25/46 144A @,•		2,400		2,355,254
Government National Mortgage Association 2011 3.200%, 11/16/44		1,703		1,716,163

59

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Limited Maturity Bond Fund

	Par (000)		Value†
COMMERCIAL MORTGAGE BACKED SECURITIES — (continued)
GS Mortgage Securities Corp. Trust 2013-NYC5 2013 3.649%, 01/10/30 144A @,•	$	2,000	$	2,022,234
GSCCRE Commercial Mortgage Trust 2015-HULA Class B 3.004%, 08/15/32 144A @,•		2,000		2,007,971
Hilton USA Trust 2014-ORL B 1.739%, 07/15/29 144A @,•		2,500		2,464,470
WFRBS Commercial Mortgage Trust 2012-C7 Class XA 1.500%, 06/01/45 144A @,•		53,775		3,247,436
TOTAL COMMERCIAL MORTGAGE BACKED SECURITIES (Cost $26,955,852)				26,608,766
CORPORATE BONDS — 43.4%
Airlines — 7.7%
American Airlines 2013-2 Class C Pass Through Trust 6.000%, 01/15/17 144A @		1,949		1,951,143
Continental Airlines 1999-2 Pass Through Trust 7.256%, 09/15/21		2,250		2,413,078
Continental Airlines 2000-2 Pass Through Trust 7.707%, 10/02/22		516		557,416
Delta Air Lines 2007-1 Class B Pass Through Trust 8.021%, 02/10/24		1,267		1,455,283
Delta Air Lines 2010-1 Class A Pass Through Trust 6.200%, 01/02/20		1,201		1,264,247
Delta Air Lines 2012-1 Class B Pass Through Trust 6.875%, 05/07/19 144A @		2,209		2,377,332
Northwest Airlines 2007-1 Class A Pass Through Trust 7.027%, 05/01/21		1,183		1,320,790
Northwest Airlines 2007-1 Class B Pass-Through Trust 8.028%, 05/01/19		1,883		1,979,161
UAL 2009-2A Pass-Through Trust 9.750%, 07/15/18		351		351,903
US Airways 2012-1 Class B Pass Through Trust 8.000%, 04/01/21		2,266		2,515,052
				16,185,405
Auto Manufacturers — 1.0%
American Honda Finance Corp. 1.550%, 12/11/17		2,000		2,001,730
Banks — 4.4%
HSBC Holdings PLC 2.499%, 01/05/22•		2,000		2,037,266
JPMorgan Chase & Co. 2.000%, 08/15/17		2,000		2,007,412
JPMorgan Chase Bank NA 1.450%, 09/21/18		1,000		995,622

	Par (000)		Value†
Banks — (continued)
State Street Corp. 4.956%, 03/15/18	$	3,000	$	3,099,363
Wells Fargo Bank NA 6.000%, 11/15/17		1,000		1,037,792
				9,177,455
Beverages — 1.3%
Anheuser-Busch InBev Worldwide, Inc. 1.576%, 08/01/18•		900		905,527
Constellation Brands, Inc. 7.250%, 05/15/17		1,750		1,785,000
				2,690,527
Chemicals — 1.0%
CF Industries, Inc. 6.875%, 05/01/18		2,000		2,105,280
Computers — 0.9%
EMC Corp. 1.875%, 06/01/18		2,000		1,977,830
Diversified Financial Services — 5.1%
AerCap Aviation Solutions BV 6.375%, 05/30/17		1,000		1,017,750
Air Lease Corp. 2.625%, 09/04/18		2,000		2,013,946
Ally Financial, Inc.
3.600%, 05/21/18		1,000		1,007,500
3.250%, 11/05/18		1,000		1,001,250
Ford Motor Credit Co. LLC 1.724%, 12/06/17		2,000		1,998,488
Icahn Enterprises LP 3.500%, 03/15/17		1,000		1,001,875
Visa, Inc. 1.200%, 12/14/17		2,646		2,645,624
				10,686,433
Electric — 1.1%
Israel Electric Corp. Ltd. 6.700%, 02/10/17 144A @		1,000		1,002,316
San Diego Gas & Electric Co. 1.914%, 02/01/22		1,261		1,245,578
				2,247,894
Electronics — 0.7%
Fortive Corp. 1.800%, 06/15/19 144A @		1,500		1,490,672
Food — 2.1%
Kellogg Co. 1.750%, 05/17/17		1,500		1,503,522
McDonald’s Corp. 5.800%, 10/15/17		1,500		1,551,228
Mondelez International Holdings Netherlands BV 1.625%, 10/28/19 144A @		1,500		1,470,438
				4,525,188

60

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Limited Maturity Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Healthcare Products — 0.5%
Stryker Corp. 2.000%, 03/08/19	$	1,000	$	1,000,490
Healthcare Services — 2.6%
Abbott Laboratories 2.350%, 11/22/19		2,000		2,002,358
Aetna Inc. 1.700%, 06/07/18		1,500		1,498,609
Fresenius Medical Care US Finance, Inc. 6.875%, 07/15/17		1,000		1,026,250
HCA, Inc. 3.750%, 03/15/19		1,000		1,027,500
				5,554,717
Internet — 0.5%
eBay Inc. 2.500%, 03/09/18		1,000		1,008,779
Machinery — Diversified — 1.4%
Stanley Black & Decker, Inc.
1.622%, 11/17/18		2,000		1,987,686
2.451%, 11/17/18		1,000		1,008,569
				2,996,255
Media — 2.0%
Cablevision Systems Corp. 8.625%, 09/15/17		1,000		1,040,000
Comcast Cable Communications LLC 8.875%, 05/01/17		2,150		2,204,081
Thomson Reuters Corp. 1.300%, 02/23/17		1,000		1,000,042
				4,244,123
Oil & Gas — 1.9%
Chevron Corp. 1.345%, 11/15/17		2,000		2,002,384
Murphy Oil Corp. 3.500%, 12/01/17		1,000		1,005,000
Statoil ASA 3.125%, 08/17/17		1,000		1,011,386
				4,018,770
Oil & Gas Services — 1.0%
Schlumberger Holdings Corp. 2.350%, 12/21/18 144A @		2,000		2,016,498
Pharmaceuticals — 0.9%
Shire Acquisitions Investments Ireland DAC 1.900%, 09/23/19		2,000		1,974,644
Pipelines — 1.0%
Midcontinent Express Pipeline LLC 6.700%, 09/15/19 144A @		1,000		1,050,000
Williams Partners LP/ACMP Finance Corp. 4.875%, 05/15/23		1,000		1,018,668
				2,068,668
Semiconductors — 1.2%
NXP BV/NXP Funding LLC144A @
3.750%, 06/01/18		1,000		1,015,000
5.750%, 03/15/23		1,000		1,055,000

	Par (000)		Value†
Semiconductors — (continued)
Samsung Electronics America, Inc. 1.750%, 04/10/17 144A @	$	495	$	495,223
				2,565,223
Software — 1.2%
Activision Blizzard Inc. 2.300%, 09/15/21 144A @		1,000		975,848
CDK Global, Inc. 3.800%, 10/15/19		1,500		1,511,250
				2,487,098
Telecommunications — 1.9%
Crown Castle Towers LLC 6.113%, 01/15/40 144A @		1,867		2,022,822
Sprint Spectrum Co. LLC 3.360%, 03/20/23 144A @		2,000		2,003,740
				4,026,562
Transportation — 0.8%
Canadian National Railway Co. 5.850%, 11/15/17		1,700		1,765,850
Trucking and Leasing — 1.2%
Aviation Capital Group Corp. 2.875%, 09/17/18 144A @		1,500		1,518,750
GATX Corp. 1.250%, 03/04/17		1,000		999,725
				2,518,475
TOTAL CORPORATE BONDS (Cost $91,227,212)				91,334,566
RESIDENTIAL MORTGAGE BACKED SECURITIES — 1.0%
Collateralized Mortgage Obligations — 1.0%
Fannie Mae REMICS 2017-14 A6 0.956%, 10/25/37•		2,047		2,044,570
Fannie Mae Pool — 0.0%
4.000%, 06/01/20		88		90,516
TOTAL RESIDENTIAL MORTGAGE BACKED SECURITIES (Cost $2,124,048)				2,135,086
U.S TREASURY OBLIGATION — 16.3%
U.S. Treasury Note
0.750%, 12/31/17		5,250		5,241,385
1.000%, 02/15/18		16,700		16,705,878
1.000%, 03/15/18		1,250		1,250,586
1.250%, 12/15/18		3,000		3,003,282
0.875%, 04/15/19		1,500		1,486,524
1.125%, 04/30/20		1,500		1,479,317
0.125%, 04/15/21		2,550		2,564,393
United States Treasury Inflation Indexed Bond. 0.125%, 04/15/20		2,581		2,607,387
TOTAL U.S TREASURY OBLIGATION (Cost $34,479,672)				34,338,752

61

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Limited Maturity Bond Fund

	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 1.5%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $3,130,298)		3,130,298	$	3,130,298
TOTAL INVESTMENTS — 98.8% (Cost $208,175,728)			$	207,981,537
Other Assets & Liabilities — 1.2%				2,494,279
TOTAL NET ASSETS — 100.0%			$	210,475,816

† See Security Valuation Note.

144A @ Security sold within the terms of a private placement memorandum, restricted and/or exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “accredited investors”. Unless otherwise indicated, the security is considered liquid.

• Variable Rate Security.

CLO — Collateralized Loan Obligation

LLC — Limited Liability Company.

LP — Limited Partnership.

PLC — Public Limited Company.

REMICS — Real Estate Mortgage Investment Conduits.

STEP — Step Coupon Bond.

Country Weightings as of 12/31/2016††
United States	83	%
Cayman Islands	8
Canada	2
Luxembourg	2
Netherlands	2
Ireland	1
United Kingdom	1
Other	1
Total	100	%

††% of total investments as of December 31, 2016

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
U.S TREASURY OBLIGATION	$	34,338,752	$	—	$	34,338,752	$	—
ASSET BACKED SECURITIES		50,434,069		—		50,434,069		—
COMMERCIAL MORTGAGE BACKED SECURITIES		26,608,766		—		26,608,766		—
CORPORATE BONDS		91,334,566		—		91,334,566		—
RESIDENTIAL MORTGAGE BACKED SECURITIES		2,135,086		—		2,135,086		—
SHORT-TERM INVESTMENTS		3,130,298		3,130,298		—		—
TOTAL INVESTMENTS	$	207,981,537	$	3,130,298	$	204,851,239	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

62

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Quality Bond Fund

	Par (000)		Value†
AGENCY OBLIGATIONS — 2.6%
Federal Home Loan Bank Bonds — 2.2%
Federal Home Loan Mortgage Corp. 3.062%, 12/01/24	$	5,636	$	5,752,682
Federal Home Loan Mortgage Corp. 3.010%, 07/01/25		5,405		5,469,516
				11,222,198
Government National Mortgage Association — 0.4%
Government National Mortgage Association 4.456%, 10/16/45•		2,000		2,143,634
TOTAL AGENCY OBLIGATIONS (Cost $13,937,472)				13,365,832
ASSET BACKED SECURITIES — 13.4%
Brentwood CLO Corp. 2006-1A 1.706%, 02/01/22 144A @,•		4,000		3,841,980
Chase Issuance Trust 2007-B1 0.954%, 04/15/19•		2,000		1,999,453
Chrysler Capital Auto Receivables Trust 2014-BA 2.700%, 05/15/20 144A @		3,000		3,033,554
Cole Park CLO Ltd. 2015-1A 3.130%, 10/20/28 144A @		2,993		2,930,240
Conseco Financial Corp. 1996-10 7.240%, 11/15/28 •		407		347,194
Cratos CLO Ltd. 2007-1A D 3.311%, 05/19/21 144A @,•		3,000		2,998,500
Cratos CLO Ltd. 2007-1A E 5.911%, 05/19/21 144A @,•		3,000		2,999,829
Emerson Place CLO Ltd. 2006-1A C 1.650%, 01/15/19 144A @,•		3,200		3,158,563
Ford Credit Auto Owner Trust 2012-D 1.010%, 05/15/18		1,604		1,603,874
Ford Credit Auto Owner Trust 2013-D 1.540%, 03/15/19		6,800		6,803,956
Gleneagles CLO Ltd. 2005-1A C 1.786%, 11/01/17 144A @,•		379		378,021
Honda Auto Receivables Owner Trust 2014-1 1.040%, 02/21/20		3,750		3,749,245
Jasper CLO Ltd. 2005-1A 1.786%, 08/01/17 144A @,•		1,026		1,025,988
Keycorp Student Loan Trust 2006-A 1.307%, 09/27/35•		3,300		3,267,358
Rockwall CDO II Ltd. 2007-1A144A @,•
1.136%, 08/01/24		2,265		2,258,826
1.586%, 08/01/24		4,000		3,895,772
SACO I, Inc. 2005-4 1.656%, 06/25/35 144A @,•		34		33,871
SLC Student Loan Trust 2005-1 1.102%, 02/15/45•		5,889		5,010,164
SLM Student Loan Trust 2005-10 1.152%, 10/26/26•		5,000		4,930,820
SLM Student Loan Trust 2012-6 1.756%, 04/27/43•		7,205		6,398,598
Voya CLO V Ltd. 2007-5A 3.736%, 05/01/22 144A @,•		2,500		2,509,020

	Par (000)		Value†
Westchester CLO Ltd. 2007-1A B 1.326%, 08/01/22 144A @,•	$	4,500	$	4,335,232
TOTAL ASSET BACKED SECURITIES (Cost $68,018,954)				67,510,058
COMMERCIAL MORTGAGE BACKED SECURITIES — 17.3%
CFCRE Commercial Mortgage Trust 2011-C1 4.961%, 04/01/44 144A @,•		1,000		1,078,271
Chase Mortgage Trust 2016-2 2016 3.750%, 12/01/45 144A @,•		3,629		3,598,474
FREMF Mortgage Trust Series 2010-K6 Class B 5.358%, 12/25/46 144A @,•		7,795		8,418,135
FREMF Mortgage Trust Series 2012-K18 Class B 4.255%, 01/25/45 144A @,•		6,000		6,312,635
FREMF Mortgage Trust Series 2012-K19 Class C 4.173%, 05/25/45 144A @,•		4,500		4,489,059
FREMF Mortgage Trust Series 2012-K20 Class C 3.869%, 05/01/45 144A @,•		6,000		5,935,717
FREMF Mortgage Trust Series 2012-K21 Class C 3.938%, 07/01/45 144A @,•		4,720		4,667,963
FREMF Mortgage Trust Series 2012-K23 Class C 3.782%, 10/01/45 144A @,•		5,000		4,858,550
FREMF Mortgage Trust Series 2012-K707 Class B 3.883%, 01/01/47 144A @,•		8,272		8,499,652
FREMF Mortgage Trust Series 2012-K710 Class C 3.821%, 06/01/47 144A @,•		5,175		5,177,539
FREMF Mortgage Trust Series 2012-K711 Class C 3.562%, 08/01/45 144A @,•		6,000		5,977,449
FREMF Mortgage Trust Series 2013-K27 Class C 3.616%, 01/01/46 144A @,•		5,000		4,774,362
FREMF Mortgage Trust Series 2013-K28 Class C 3.494%, 06/01/46 144A @,•		4,751		4,496,970
FREMF Mortgage Trust Series 2013-KF02 Class C 4.534%, 12/25/45 144A @,•		399		404,257
FREMF Mortgage Trust Series 2014-K41 Class B 3.831%, 11/01/47 144A @,•		5,000		4,960,897
FREMF Mortgage Trust Series 2014-K503 Class B 3.002%, 10/01/47 144A @,•		5,000		5,002,367
FREMF Mortgage Trust Series 2015-K44 Class B 3.685%, 01/01/48 144A @,•		5,000		4,818,180

63

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Quality Bond Fund

	Par (000)		Value†
COMMERCIAL MORTGAGE BACKED SECURITIES — (continued)
GS Mortgage Securities Trust 2013-NYC5 Class G 3.649%, 01/01/30 144A @,•	$	2,000	$	2,022,234
Hilton USA Trust 2014-ORL Class B 1.739%, 07/15/29 144A @,•		1,500		1,478,682
JP Morgan Chase Commercial Mortgage Securities Trust 2007-LDP10 5.420%, 01/01/49		366		366,152
TOTAL COMMERCIAL MORTGAGE BACKED SECURITIES (Cost $88,322,011)				87,337,545
CORPORATE BONDS — 39.7%
Aerospace & Defense — 0.6%
Lockheed Martin Corp. 3.100%, 01/15/23		3,000		3,032,799
Airlines — 3.7%
American Airlines 2013-2 Class C Pass Through Trust 6.000%, 01/15/17 144A @		4,122		4,126,667
Continental Airlines 2012-3 Class C Pass Through Trust 6.125%, 04/29/18		3,500		3,640,000
Delta Air Lines 2007-1 Class A Pass Through Trust 6.821%, 02/10/24		2,110		2,426,049
Delta Air Lines 2015-1 Class B Pass Through Trust 4.250%, 01/30/25		2,824		2,872,964
U.S. Airways 2010-1 Class B, Pass Through Trust 8.500%, 10/22/18		2,640		2,699,532
United Airlines 2016-1 Class AA Pass Through Trust 3.100%, 01/07/30		3,000		2,895,000
				18,660,212
Apparel — 0.6%
Under Armour, Inc. 3.250%, 06/15/26		3,000		2,833,278
Banks — 4.2%
Bank of America Corp. 5.650%, 05/01/18		1,000		1,047,762
JPMorgan Chase & Co. 3.875%, 09/10/24		3,600		3,642,613
Morgan Stanley 5.950%, 12/28/17		2,050		2,133,701
State Street Corp. 4.956%, 03/15/18		7,915		8,177,153
USB Capital IX 3.500%, 10/29/49•		3,000		2,463,750
Wells Fargo & Co. 3.000%, 02/19/25		4,000		3,842,556
				21,307,535

	Par (000)		Value†
Beverages — 0.6%
Anheuser-Busch InBev Finance, Inc. 3.650%, 02/01/26	$	3,000	$	3,045,570
Biotechnology — 0.8%
Amgen, Inc. 2.700%, 05/01/22		3,000		2,970,543
Biogen, Inc. 6.875%, 03/01/18		1,000		1,057,529
				4,028,072
Chemicals — 0.6%
CF Industries, Inc. 6.875%, 05/01/18		3,000		3,157,920
Commercial Services — 0.6%
Drawbridge Special Opportunities Fund LP 5.000%, 08/01/21 144A @		2,000		1,925,000
ERAC USA Finance LLC 2.350%, 10/15/19 144A @		1,000		999,112
				2,924,112
Computers — 0.6%
Diamond 1 Finance Corp. 5.450%, 06/15/23 144A @		3,000		3,182,217
Diversified Financial Services — 2.9%
Air Lease Corp. 3.750%, 02/01/22		2,000		2,060,094
American Express Co.
6.150%, 08/28/17		2,000		2,059,670
4.900%, 12/29/49•		3,500		3,320,625
GE Capital International Funding Co. Unlimited Co. 4.418%, 11/15/35		4,000		4,191,628
General Electric Capital Corp. 7.500%, 08/21/35		2,263		3,032,223
				14,664,240
Electric — 0.2%
Enel Finance International NV 6.250%, 09/15/17 144A @		1,000		1,030,515
Engineering & Construction — 0.6%
SBA Tower Trust 3.156%, 10/15/45 144A @		3,000		3,016,800
Food — 2.5%
Kellogg Co.
2.650%, 12/01/23		3,000		2,902,179
4.500%, 04/01/46		3,000		2,931,672
Kraft Heinz Foods Co. 3.000%, 06/01/26		2,000		1,877,674
Land O’ Lakes, Inc. 6.000%, 11/15/22 144A @		3,500		3,815,000
WM Wrigley Jr. Co. 2.400%, 10/21/18 144A @		1,000		1,008,947
				12,535,472

64

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Quality Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Forest Products & Paper — 0.5%
Georgia-Pacific LLC 3.163%, 11/15/21 144A @	$	2,500	$	2,529,773
Healthcare Products — 1.8%
Abbott Laboratories 3.750%, 11/30/26		3,000		2,979,273
Becton Dickinson and Co. 3.300%, 03/01/23		1,103		1,107,817
Covidien International Finance SA 6.000%, 10/15/17		1,000		1,035,620
Edwards Lifesciences Corp. 2.875%, 10/15/18		1,000		1,015,020
Stryker Corp. 3.375%, 11/01/25		2,000		1,987,298
Zimmer Biomet Holdings, Inc. 4.625%, 11/30/19		1,000		1,057,637
				9,182,665
Housewares — 0.4%
Newell Rubbermaid, Inc. 4.200%, 04/01/26		2,000		2,087,560
Insurance — 1.2%
New York Life Insurance Co. 5.875%, 05/15/33 144A @		4,925		5,857,071
Investment Companies — 0.2%
Ares Capital Corp. 4.875%, 11/30/18		1,000		1,036,497
Lodging — 0.7%
Marriott International, Inc. 4.500%, 10/01/34		3,500		3,427,575
Media — 1.3%
Belo Corp. 7.750%, 06/01/27		2,000		2,140,000
Charter Communications Operating LLC 4.464%, 07/23/22		3,000		3,135,093
Comcast Cable Holdings LLC 9.875%, 06/15/22		1,000		1,291,416
				6,566,509
Mining — 0.2%
Goldcorp, Inc. 3.625%, 06/09/21		1,000		1,015,906
Oil & Gas — 2.7%
BG Energy Capital PLC 4.000%, 10/15/21 144A @		1,000		1,062,947
BP Capital Markets PLC 2.500%, 11/06/22		2,500		2,450,470
HollyFrontier Corp. 5.875%, 04/01/26		3,000		3,065,736
Murphy Oil Corp. 3.500%, 12/01/17		3,000		3,015,000
Tesoro Corp. 5.125%, 12/15/26 144A @		4,000		4,045,600
				13,639,753

	Par (000)		Value†
Pharmaceuticals — 2.9%
Abbvie, Inc. 2.300%, 05/14/21	$	3,000	$	2,939,358
GlaxoSmithKline Capital, Inc. 5.375%, 04/15/34		1,000		1,170,296
Mead Johnson Nutrition Co. 4.125%, 11/15/25		2,000		2,044,780
Mylan NV 3.000%, 12/15/18 144A @		2,000		2,014,464
Perrigo Co. PLC 4.000%, 11/15/23		3,134		3,106,787
Zoetis, Inc. 4.500%, 11/13/25		3,000		3,180,444
				14,456,129
Pipelines — 1.1%
Midcontinent Express Pipeline LLC 6.700%, 09/15/19 144A @		2,000		2,100,000
Regency Energy Partners LP/Regency Energy Finance Corp. 5.875%, 03/01/22		2,000		2,200,116
Williams Partners LP/ACMP Finance Corp. 4.875%, 05/15/23		1,500		1,528,002
				5,828,118
Real Estate Investment Trusts — 1.1%
American Tower Corp. 4.700%, 03/15/22		2,500		2,669,670
Kimco Realty Corp. 2.800%, 10/01/26		3,000		2,789,271
				5,458,941
Retail — 1.9%
McDonald’s Corp. 5.700%, 02/01/39		2,110		2,432,024
Rite Aid Corp. 6.125%, 04/01/23 144A @		4,000		4,300,000
Walgreens Boots Alliance, Inc. 1.750%, 05/30/18		3,000		3,002,997
				9,735,021
Semiconductors — 0.6%
NXP BV/NXP Funding LLC 5.750%, 03/15/23 144A @		2,824		2,979,320
Software — 1.3%
Activision Blizzard, Inc. 6.125%, 09/15/23 144A @		2,000		2,188,222
CDK Global, Inc. 3.800%, 10/15/19		3,500		3,526,250
Qunitiles IMS, Inc. 5.000%, 10/15/26 144A @		1,000		1,002,500
				6,716,972
Telecommunications — 2.0%
Alcatel-Lucent USA, Inc. 6.500%, 01/15/28		3,000		3,097,500

65

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Quality Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Telecommunications — (continued)
Crown Castle Towers LLC 3.663%, 05/15/45 144A @	$	4,000	$	4,010,840
Sprint Spectrum Co. LLC 3.360%, 03/20/23 144A @		3,000		3,005,610
				10,113,950
Transportation — 0.8%
BNSF Railway Co. 2015-1 Pass Through Trust 3.442%, 06/16/28 144A @		2,831		2,822,408
Federal Express Corp 1999 Pass Through Trust 7.650%, 07/15/24		1,028		1,177,624
				4,000,032
Trucking and Leasing — 0.5%
Aviation Capital Group Corp. 2.875%, 09/17/18 144A @		2,500		2,531,250
TOTAL CORPORATE BONDS (Cost $200,375,843)				200,581,784
MUNICIPAL BONDS — 1.8%
State of Georgia 5.000%, 12/01/27		3,500		4,297,965
State of North Carolina 5.000%, 06/01/26		4,100		4,966,002
TOTAL MUNICIPAL BONDS (Cost $9,248,126)				9,263,967
RESIDENTIAL MORTGAGE BACKED SECURITIES — 10.7%
Fannie Mae Pool — 10.2%
4.000%, 08/01/41		5,385		5,682,984
2.500%, 01/01/43		2,857		2,733,115
2.500%, 02/01/43		8,285		7,925,199
3.000%, 03/01/43		7,819		7,817,197
2.500%, 05/01/43		11,258		10,749,355
3.500%, 09/01/43		1,481		1,526,758
3.000%, 01/01/47		15,000		14,901,207
				51,335,815
Freddie Mac Gold Pool — 0.4%
3.500%, 01/01/41		1,959		2,017,882
Ginnie Mae Pool — 0.1%
6.000%, 10/15/38		323		366,154
6.000%, 10/15/38		202		229,808
				595,962
TOTAL RESIDENTIAL MORTGAGE BACKED SECURITIES (Cost $54,131,787)				53,949,659
U.S TREASURY OBLIGATION — 15.9%
U.S. Treasury Bond
2.250%, 11/15/24		3,000		2,981,601
2.125%, 05/15/25		2,500		2,450,780
1.625%, 05/15/26		2,700		2,517,750
4.375%, 02/15/38		7,000		8,698,592
3.000%, 05/15/42		3,000		2,974,923

	Par (000)		Value†
3.125%, 02/15/43	$	4,000	$	4,052,968
2.875%, 05/15/43		3,000		2,897,694
3.625%, 08/15/43		4,200		4,657,569
3.750%, 11/15/43		3,500		3,968,261
2.500%, 05/15/46		3,000		2,666,016
U.S. Treasury Inflation Indexed Bonds
0.625%, 01/15/24		4,662		4,743,870
0.250%, 01/15/25		9,696		9,535,369
0.375%, 07/15/25		7,135		7,096,621
1.000%, 02/15/46		3,061		3,073,504
U.S. Treasury Note
0.625%, 08/31/17		500		499,610
2.000%, 07/31/22		1,000		996,328
1.500%, 02/28/23		2,500		2,404,492
1.750%, 05/15/23		5,000		4,869,920
2.500%, 08/15/23		4,000		4,070,936
2.000%, 02/15/25		5,000		4,866,405
Total U.S TREASURY OBLIGATION (Cost $81,885,438)				80,023,209
	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 0.1%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $343,611)		343,611		343,611
TOTAL INVESTMENTS — 101.5% (Cost $516,263,242)			$	512,375,665
Other Assets & Liabilities — (1.5)%				(7,526,756	)
TOTAL NET ASSETS — 100.0%			$	504,848,909

† See Security Valuation Note.

144A @ Security sold within the terms of a private placement memorandum, restricted and/or exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “accredited investors”. Unless otherwise indicated, the security is considered liquid.

• Variable Rate Security.

CLO — Collateralized Loan Obligation

LLC — Limited Liability Company.

LP — Limited Partnership.

PLC — Public Limited Company.

Country Weightings as of 12/31/2016††
United States	90	%
Cayman Islands	6
Ireland	2
Netherlands	1
United Kingdom	1
Total	100	%

††% of total investments as of December 31, 2016

66

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Quality Bond Fund

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
U.S TREASURY OBLIGATION	$	80,023,209	$	—	$	80,023,209	$	—
AGENCY OBLIGATIONS		13,365,832		—		13,365,832		—
ASSET BACKED SECURITIES		67,510,058		—		67,510,058		—
COMMERCIAL MORTGAGE BACKED SECURITIES		87,337,545		—		87,337,545		—
TOTAL CORPORATE BONDS		200,581,784		—		200,581,784		—
RESIDENTIAL MORTGAGE BACKED SECURITIES		53,949,659		—		53,949,659		—
MUNICIPAL BONDS		9,263,967		—		9,263,967		—
SHORT-TERM INVESTMENTS		343,611		343,611		—		—
TOTAL INVESTMENTS	$	512,375,665	$	343,611	$	512,032,054	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

67

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

High Yield Bond Fund

	Par (000)		Value†
ASSET BACKED SECURITIES — 0.1%
VB-S1 Issuer LLC, 2016-IA F 144A @ 6.901%, 06/15/46 (Cost $95,000)	$	95	$	98,159
	Number of Shares		Value†
COMMON STOCKS — 1.5%
Electric — 0.1%
NRG Energy, Inc.		18,174		222,813
Entertainment — 0.0%
New Cotai Participation Class B* 144A @,^,~		1		26,352
Media — 0.3%
Altice N.V. Class A*		4,116		81,455
Altice N.V. Class B*		1,372		27,300
Liberty Broadband Corp., Class C*		3,500		259,245
Liberty Global PLC*		2,300		68,310
Liberty Global PLC LiLAC, Class C*		286		6,055
				442,365
Oil & Gas — 0.6%
Pacific Exploration & Production Corp.*~		9,079		397,132
Pacific Exploration & Production, Corp., REG D*~		4,300		187,761
Rowan Cos PLC, Class A*		14,775		279,100
YPF S.A. ADR		12,250		202,125
				1,066,118
Real Estate — 0.1%
The Howard Hughes Corp.*		1,675		191,118
Telecommunications — 0.4%
First Data Corp., Class A*		10,500		148,995
T-Mobile US, Inc.*		9,400		540,594
				689,589
TOTAL COMMON STOCKS (Cost $2,158,395)				2,638,355
PREFERRED STOCKS — 0.5%
Diversified — 0.1%
American Tower Corp.*		1,207		126,421
American Tower Corp.		1,325		138,463
				264,884
Electric — 0.2%
NextEra Energy, Inc.		7,200		352,656
Packaging and Containers — 0.0%
Smurfit-Stone Container Corp. (Escrow) CONV.*^,~		725		0
Pharmaceuticals — 0.1%
Allergan PLC*		337		256,949
Telecommunications — 0.1%
T-Mobile US, Inc.*		1,463		138,166
TOTAL PREFERRED STOCKS (Cost $1,029,981)				1,012,655

	Number of Shares		Value†
REAL ESTATE INVESTMENT TRUSTS — 0.2%
Telecommunications — 0.1%
Crown Castle International Corp.		1,841	$	159,778
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $157,970)				159,778
	Par (000)		Value†
CORPORATE BONDS — 82.3%
Advertising — 0.6%
Lamar Media Corp. 5.875%, 02/01/22	$	125		128,750
MDC Partners, Inc. 6.500%, 05/01/24 144A @		491		441,900
Outfront Media Capital LLC 5.625%, 02/15/24		400		417,000
				987,650
Aerospace & Defense — 0.9%
Accudyne Industries LLC 7.750%, 12/15/20 144A @		350		291,375
StandardAero Aviation Holdings, Inc. 10.000%, 07/15/23 144A @		500		526,250
TransDigm, Inc.
6.500%, 07/15/24		200		209,250
6.500%, 05/15/25		175		183,312
6.375%, 06/15/26 144A @		250		256,750
				1,466,937
Airlines — 1.0%
Air Canada 7.750%, 04/15/21 144A @		350		391,125
American Airlines 2013-1 Class B Pass Through Trust 5.625%, 01/15/21 144A @		62		64,442
American Airlines 2013-1 Class C Pass Through Trust 6.125%, 07/15/18 144A @		200		206,000
American Airlines Group, Inc. 5.500%, 10/01/19 144A @		650		671,125
United Airlines 2014-2 Class B Pass Through Trust 4.625%, 03/03/24		63		64,720
United Continental Holdings, Inc. 6.375%, 06/01/18		325		339,625
				1,737,037
Auto Parts & Equipment — 0.8%
Allison Transmission, Inc. 5.000%, 10/01/24 144A @		175		176,750
MPG Holdco I, Inc. 7.375%, 10/15/22		475		496,375
Nexteer Automotive Group Ltd. 5.875%, 11/15/21 144A @		200		207,500
TI Group Automotive Systems LLC 8.750%, 07/15/23 144A @		375		391,875
				1,272,500

68

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Banks — 1.9%
Ally Financial, Inc.
5.125%, 09/30/24	$	75	$	76,312
5.750%, 11/20/25		350		349,125
Banco Bilbao Vizcaya Argentaria S.A. 7.000%, 12/29/49 144A @,•		400		403,815
Banco Santander S.A. 6.375%, 05/29/49 144A @,•		600		557,376
Citigroup, Inc. 5.950%, 12/29/49•		360		365,382
Credit Agricole S.A. 6.625%, 09/29/49 144A @,•		400		389,824
Halyk Savings Bank of Kazakhstan JSC 7.250%, 01/28/21 144A @		400		429,000
HSBC Holdings PLC 6.875%, 12/29/49•		220		232,100
Standard Chartered PLC 7.500%, 12/29/49 144A @,•		450		448,875
				3,251,809
Building Materials — 1.4%
Cemex S.A.B. de C.V. 7.750%, 04/16/26 144A @		400		443,000
LSF9 Balta Issuer S.A. 7.750%, 09/15/22 144A @		325		376,324
Masonite International Corp. 5.625%, 03/15/23 144A @		175		180,688
NCI Building Systems, Inc. 8.250%, 01/15/23 144A @		225		243,000
Norbord, Inc. 6.250%, 04/15/23 144A @		225		232,875
Pfleiderer GmbH 7.875%, 08/01/19 144A @		400		438,872
Reliance Intermediate Holdings LP 6.500%, 04/01/23 144A @		450		473,625
				2,388,384
Chemicals — 1.8%
CF Industries, Inc.
7.125%, 05/01/20		150		163,500
5.375%, 03/15/44		75		61,898
CVR Partners LP 9.250%, 06/15/23 144A @		250		257,500
Hexion, Inc.
6.625%, 04/15/20		825		730,125
10.000%, 04/15/20		150		149,250
Huntsman International LLC 4.875%, 11/15/20		50		51,813
INEOS Group Holdings S.A. 5.625%, 08/01/24 144A @		375		372,187
Kissner Holdings LP 8.375%, 12/01/22 144A @		300		303,000
Platform Specialty Products Corp. 144A @
10.375%, 05/01/21		300		332,250
6.500%, 02/01/22		225		226,688
PQ Corp. 6.750%, 11/15/22 144A @		175		187,250

	Par (000)		Value†
Chemicals — (continued)
Univar USA, Inc. 6.750%, 07/15/23 144A @	$	250	$	258,125
				3,093,586
Coal — 0.2%
CONSOL Energy, Inc.
5.875%, 04/15/22		250		245,000
8.000%, 04/01/23		125		128,281
				373,281
Commercial Services — 2.0%
Alliance Data Systems Corp. 144A @
5.875%, 11/01/21		300		304,500
5.375%, 08/01/22		300		289,500
Avis Budget Car Rental LLC 5.250%, 03/15/25 144A @		475		442,937
Black Knight InfoServ LLC 5.750%, 04/15/23		128		134,080
CEB, Inc. 5.625%, 06/15/23 144A @		475		461,937
H&E Equipment Services, Inc. 7.000%, 09/01/22		250		263,125
Harland Clarke Holdings Corp.144A @
9.750%, 08/01/18		175		178,938
6.875%, 03/01/20		125		120,625
Iron Mountain Europe PLC 6.125%, 09/15/22 144A @		225		292,543
Prime Security Services Borrower LLC 9.250%, 05/15/23 144A @		175		190,531
The ADT Corp.
6.250%, 10/15/21		175		189,875
4.875%, 07/15/32 144A @		250		205,000
United Rentals North America, Inc. 5.500%, 05/15/27		225		223,313
				3,296,904
Computers — 1.4%
Diamond 1 Finance Corp. 144A @
5.875%, 06/15/21		175		186,187
7.125%, 06/15/24		300		333,053
Western Digital Corp.144A @
7.375%, 04/01/23		575		632,500
10.500%, 04/01/24		1,025		1,212,063
				2,363,803
Cosmetics & Personal Care — 0.2%
Avon International Operations, Inc. 7.875%, 08/15/22 144A @		275		290,813
Distribution & Wholesale — 0.2%
American Builders & Contractors Supply Co., Inc. 5.750%, 12/15/23 144A @		150		154,500
Entertainment One Ltd. 6.875%, 12/15/22 144A @		100		133,778
				288,278

69

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Diversified Financial Services — 2.3%
Consolidated Energy Finance S.A. 6.750%, 10/15/19 144A @	$	750	$	750,000
Garfunkelux Holdco 3 S.A. 8.500%, 11/01/22 144A @		350		448,596
Ladder Capital Finance Holdings LLLP. 5.875%, 08/01/21 144A @		175		166,250
Navient Corp.
8.000%, 03/25/20		250		277,350
5.000%, 10/26/20		375		382,500
NFP Corp. 9.000%, 07/15/21 144A @		75		79,125
Nord Anglia Education Finance LLC 5.750%, 07/15/22 144A @		175		181,307
Ocwen Loan Servicing LLC 8.375%, 11/15/22 144A @		141		143,186
OneMain Financial Holdings, LLC. 7.250%, 12/15/21 144A @		415		432,637
Quicken Loans, Inc. 5.750%, 05/01/25 144A @		350		340,375
Springleaf Finance Corp. 8.250%, 12/15/20		375		407,813
Transworld Systems, Inc. 9.500%, 08/15/21 144A @		375		230,625
				3,839,764
Electric — 1.9%
AES Corp.
5.500%, 03/15/24		500		508,750
6.000%, 05/15/26		225		228,375
Calpine Corp.
5.375%, 01/15/23		300		293,250
5.500%, 02/01/24		50		48,250
DPL, Inc. 7.250%, 10/15/21		450		459,000
Infinis PLC 7.000%, 02/15/19 144A @		300		377,283
NRG Energy, Inc.
6.625%, 03/15/23		375		375,938
7.250%, 05/15/26 144A @		775		771,125
6.625%, 01/15/27 144A @		150		141,750
				3,203,721
Electrical Components & Equipment — 0.2%
Energizer Holdings, Inc. 5.500%, 06/15/25 144A @		375		375,938
Energy-Alternate Sources — 0.2%
Terraform Power Operating LLC STEP 144A @
6.375%, 02/01/23		50		50,625
6.625%, 06/15/25		225		232,875
				283,500
Entertainment — 3.3%
AMC Entertainment Holdings, Inc. 144A @
6.375%, 11/15/24		100		130,327
5.875%, 11/15/26		175		178,938

	Par (000)		Value†
Entertainment — (continued)
Codere Finance 2 Luxembourg S.A.144A @
6.750%, 11/01/21	$	150	$	160,241
7.625%, 11/01/21		200		195,100
Eldorado Resorts, Inc. 7.000%, 08/01/23		525		556,500
EMI Music Publishing Group North America Holdings, Inc. 7.625%, 06/15/24 144A @		125		135,000
Great Canadian Gaming Corp. 6.625%, 07/25/22 144A @		450		352,754
International Game Technology PLC 144A @
6.250%, 02/15/22		600		643,500
6.500%, 02/15/25		975		1,045,687
Intralot Capital Luxembourg S.A. 6.750%, 09/15/21 144A @		175		186,248
Scientific Games International, Inc.
7.000%, 01/01/22 144A @		300		321,750
10.000%, 12/01/22		1,250		1,243,750
Shingle Springs Tribal Gaming Authority 9.750%, 09/01/21 144A @		440		478,500
				5,628,295
Environmental Control — 0.2%
Advanced Disposal Services, Inc. 5.625%, 11/15/24 144A @		175		174,125
Tervita Escrow Corp. 7.625%, 12/01/21 144A @		100		102,000
				276,125
Food — 1.3%
Albertsons Cos. LLC 144A @
6.625%, 06/15/24		400		417,000
5.750%, 03/15/25		275		272,250
Dean Foods Co. 6.500%, 03/15/23 144A @		450		473,625
Lamb Weston Holdings, Inc. 4.625%, 11/01/24 144A @		225		225,563
Minerva Luxembourg S.A.144A @
12.250%, 02/10/22		200		215,000
7.750%, 01/31/23		475		500,531
				2,103,969
Forest Products & Paper — 0.4%
Cascades, Inc. 5.500%, 07/15/22 144A @		150		152,250
Mercer International, Inc.
7.000%, 12/01/19		375		387,187
7.750%, 12/01/22		200		210,000
				749,437
Gas — 0.4%
NGL Energy Partners LP
5.125%, 07/15/19		175		173,687
7.500%, 11/01/23 144A @		400		413,000
				586,687

70

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Hand & Machine Tools — 0.4%
Apex Tool Group LLC 7.000%, 02/01/21 144A @	$	450	$	402,750
Milacron LLC 7.750%, 02/15/21 144A @		325		333,937
				736,687
Healthcare Products — 0.6%
Hill-Rom Holdings, Inc. 5.750%, 09/01/23 144A @		150		154,875
Kinetic Concepts, Inc.
12.500%, 11/01/19		125		130,313
9.625%, 10/01/21 144A @		475		502,312
Ortho-Clinical Diagnostics, Inc. 6.625%, 05/15/22 144A @		250		221,875
				1,009,375
Healthcare Services — 2.4%
Centene Corp. 6.125%, 02/15/24		100		105,375
Community Health Systems, Inc. 6.875%, 02/01/22		150		104,250
DaVita, Inc.
5.125%, 07/15/24		450		448,875
5.000%, 05/01/25		450		442,687
HCA, Inc. 5.000%, 03/15/24		220		226,325
IASIS Healthcare LLC 8.375%, 05/15/19		450		391,500
Molina Healthcare, Inc. 5.375%, 11/15/22		275		279,125
MPH Acquisition Holdings LLC 7.125%, 06/01/24 144A @		125		131,575
Surgery Center Holdings, Inc. 8.875%, 04/15/21 144A @		250		266,250
Synlab Bondco PLC 6.250%, 07/01/22 144A @		375		430,272
Synlab Unsecured Bondco PLC 8.250%, 07/01/23 144A @		150		171,714
Tenet Healthcare Corp.
4.463%, 06/15/20•		25		25,188
7.500%, 01/01/22 144A @		125		130,313
8.125%, 04/01/22		525		495,337
6.750%, 06/15/23		475		419,188
				4,067,974
Holding Companies — 0.2%
James Hardie International Finance Ltd. 5.875%, 02/15/23 144A @		275		284,625
Home Builders — 0.7%
Shea Homes LP 5.875%, 04/01/23 144A @		200		195,000
Taylor Morrison Communities, Inc. 5.875%, 04/15/23 144A @		250		253,750
William Lyon Homes, Inc.
8.500%, 11/15/20		400		418,000
7.000%, 08/15/22		375		388,125
				1,254,875

	Par (000)		Value†
Home Furnishings — 0.3%
Tempur Sealy International, Inc.
5.625%, 10/15/23	$	250	$	258,125
5.500%, 06/15/26		200		201,000
				459,125
Household Products & Wares — 0.4%
Central Garden & Pet Co. 6.125%, 11/15/23		175		184,625
Reynolds Group Issuer, Inc.
5.750%, 10/15/20		225		232,031
7.000%, 07/15/24 144A @		275		292,360
				709,016
Housewares — 0.5%
Bormioli Rocco Holdings S.A. 10.000%, 08/01/18 144A @		300		324,481
RSI Home Products, Inc. 6.500%, 03/15/23 144A @		450		470,250
				794,731
Insurance — 1.8%
Alliant Holdings Intermediate LLC 8.250%, 08/01/23 144A @		675		696,937
CNO Financial Group, Inc.
4.500%, 05/30/20		25		25,625
5.250%, 05/30/25		350		349,563
Hub Holdings LLC PIK (Cash coupon 8.125%, PIK 8.875%) 8.125%, 07/15/19 144A @		425		423,938
HUB International Ltd.144A @
9.250%, 02/15/21		125		129,375
7.875%, 10/01/21		625		660,256
USI, Inc. 7.750%, 01/15/21 144A @		650		663,000
				2,948,694
Internet — 0.9%
Equinix, Inc.
5.375%, 01/01/22		275		288,750
5.750%, 01/01/25		150		156,750
Match Group, Inc.
6.750%, 12/15/22		350		369,250
6.375%, 06/01/24		200		211,000
Zayo Group LLC 6.375%, 05/15/25		525		548,625
				1,574,375
Iron & Steel — 1.3%
AK Steel Corp.
7.625%, 05/15/20		125		127,500
7.625%, 10/01/21		50		53,688
Bluescope Steel Finance Ltd. 6.500%, 05/15/21 144A @		475		503,310
Joseph T Ryerson & Son, Inc. 11.000%, 05/15/22 144A @		600		660,000

71

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Iron & Steel — (continued)
United States Steel Corp.
7.375%, 04/01/20	$	50	$	53,625
6.875%, 04/01/21		75		75,750
Vale Overseas Ltd.
5.875%, 06/10/21		341		357,197
6.250%, 08/10/26		350		364,000
				2,195,070
Leisure Time — 1.2%
24 Hour Holdings III LLC 8.000%, 06/01/22 144A @		325		276,250
Carlson Travel, Inc. 6.750%, 12/15/23 144A @		200		208,000
Cirsa Funding Luxembourg S.A. 5.875%, 05/15/23 144A @		300		334,744
ClubCorp Club Operations, Inc. 8.250%, 12/15/23 144A @		350		371,000
LTF Merger Sub, Inc. 8.500%, 06/15/23 144A @		400		414,000
Sabre GLBL, Inc. 5.375%, 04/15/23 144A @		125		127,500
Vista Outdoor, Inc. 5.875%, 10/01/23		225		235,548
				1,967,042
Lodging — 0.7%
Boyd Gaming Corp. 6.375%, 04/01/26 144A @		325		350,025
Playa Resorts Holding BV 8.000%, 08/15/20 144A @		450		469,125
Seminole Hard Rock Entertainment, Inc. 5.875%, 05/15/21 144A @		300		297,000
				1,116,150
Machinery — Construction & Mining — 0.4%
BlueLine Rental Finance Corp. 7.000%, 02/01/19 144A @		350		341,250
Terex Corp. 6.000%, 05/15/21		375		383,437
				724,687
Machinery — Diversified — 0.5%
Gardner Denver, Inc. 6.875%, 08/15/21 144A @		375		373,125
Manitowoc Foodservice, Inc. 9.500%, 02/15/24		100		115,250
Zebra Technologies Corp. 7.250%, 10/15/22		382		415,425
				903,800
Media — 6.6%
AMC Networks, Inc. 4.750%, 12/15/22		175		176,094
Cable One, Inc. 5.750%, 06/15/22 144A @		175		180,250

	Par (000)		Value†
Media — (continued)
CCO Holdings LLC
5.750%, 09/01/23	$	275	$	287,375
5.750%, 01/15/24		450		470,250
5.500%, 05/01/26 144A @		325		331,500
Cequel Communications Holdings I LLC 144A @
5.125%, 12/15/21		325		330,687
7.750%, 07/15/25		600		660,000
Clear Channel Worldwide Holdings, Inc. 6.500%, 11/15/22		350		357,875
CSC Holdings LLC144A @
10.125%, 01/15/23		725		837,375
6.625%, 10/15/25		600		655,500
10.875%, 10/15/25		325		386,750
DISH DBS Corp.
5.875%, 07/15/22		250		263,125
7.750%, 07/01/26		425		479,187
iHeartCommunications, Inc. 9.000%, 12/15/19		225		183,938
LGE HoldCo VI BV 7.125%, 05/15/24 144A @		325		388,298
Mcgraw-Hill Global Education Holdings LLC 7.875%, 05/15/24 144A @		325		327,438
Nexstar Escrow Corp. 5.625%, 08/01/24 144A @		375		372,187
Sinclair Television Group, Inc. 5.875%, 03/15/26 144A @		150		150,375
Sirius XM Radio, Inc. 6.000%, 07/15/24 144A @		427		446,215
Townsquare Media, Inc. 6.500%, 04/01/23 144A @		386		368,630
Tribune Media Co. 5.875%, 07/15/22		225		228,656
Unitymedia GmbH 6.125%, 01/15/25 144A @		800		822,000
Unitymedia Hessen GmbH & Co. KG 5.000%, 01/15/25 144A @		400		398,000
Univision Communications, Inc. 144A @
6.750%, 09/15/22		167		175,350
5.125%, 02/15/25		300		286,875
VTR Finance BV 6.875%, 01/15/24 144A @		750		774,375
WideOpenWest Finance LLC 10.250%, 07/15/19		425		448,375
Ziggo Bond Finance BV 6.000%, 01/15/27 144A @		375		363,750
				11,150,430
Metal Fabricate/Hardware — 1.0%
Grinding Media Inc 7.375%, 12/15/23 144A @		325		341,445
Wise Metals Group LLC, 8.750%, 12/15/18 144A @		775		806,000
Zekelman Industries, Inc. 9.875%, 06/15/23 144A @		525		588,000
				1,735,445

72

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Mining — 3.7%
Alcoa Nederland Holdings BV 144A @
6.750%, 09/30/24	$	200	$	217,000
7.000%, 09/30/26		200		219,000
Aleris International, Inc.
7.875%, 11/01/20		150		150,375
9.500%, 04/01/21 144A @		150		160,875
Constellium NV 144A @
7.875%, 04/01/21		500		537,500
8.000%, 01/15/23		250		260,000
FMG Resources August 2006 Pty Ltd. 9.750%, 03/01/22 144A @		675		783,047
Freeport-McMoRan, Inc.
2.375%, 03/15/18		300		297,750
4.000%, 11/14/21		175		170,625
5.400%, 11/14/34		250		210,000
Hudbay Minerals, Inc. 144A @
7.250%, 01/15/23		150		155,250
7.625%, 01/15/25		250		259,845
Lundin Mining Corp. 144A @
7.500%, 11/01/20		500		531,875
7.875%, 11/01/22		175		190,313
New Gold, Inc. 6.250%, 11/15/22 144A @		575		589,375
Novelis Corp.144A @
6.250%, 08/15/24		350		371,000
5.875%, 09/30/26		200		202,000
Nyrstar Netherlands Holdings BV 144A @
8.500%, 09/15/19		100		113,916
8.500%, 09/15/19		500		569,580
Teck Resources Ltd. 8.000%, 06/01/21 144A @		175		192,500
				6,181,826
Miscellaneous Manufacturing — 0.3%
Bombardier, Inc. 8.750%, 12/01/21 144A @		550		583,688
Oil & Gas — 10.1%
Alberta Energy Co., Ltd.
8.125%, 09/15/30		80		96,435
7.375%, 11/01/31		630		726,033
Calumet Specialty Products Partners LP 11.500%, 01/15/21 144A @		150		171,375
Chesapeake Energy Corp.
6.125%, 02/15/21		175		170,625
8.000%, 12/15/22 144A @		406		437,973
8.000%, 01/15/25 144A @		200		204,000
Comstock Resources, Inc.
7.750%, 04/01/19^		200		174,000
10.000%, 03/15/20		225		230,625
Continental Resources, Inc.
5.000%, 09/15/22		175		176,643
4.900%, 06/01/44		560		478,800
CrownRock LP 144A @
7.125%, 04/15/21		250		260,000
7.750%, 02/15/23		725		783,000

	Par (000)		Value†
Oil & Gas — (continued)
Encana Corp. 7.200%, 11/01/31	$	390	$	437,720
Ensco PLC
4.700%, 03/15/21		350		336,672
5.200%, 03/15/25		350		302,285
5.750%, 10/01/44		100		72,500
EP Energy LLC
9.375%, 05/01/20		325		299,608
8.000%, 11/29/24 144A @		100		107,470
Gulfport Energy Corp.
6.625%, 05/01/23		385		402,325
6.000%, 10/15/24 144A @		200		203,500
6.375%, 05/15/25 144A @		175		177,223
Hess Corp.
7.875%, 10/01/29		785		946,497
7.300%, 08/15/31		180		209,649
7.125%, 03/15/33		40		45,639
Kosmos Energy Ltd.144A @
7.875%, 08/01/21		600		597,000
7.875%, 08/01/21		200		199,000
Matador Resources Co.
6.875%, 04/15/23 144A @		125		131,250
6.875%, 04/15/23		641		673,050
Noble Holding International Ltd.
4.900%, 08/01/20		41		41,615
7.750%, 01/15/24		275		258,665
7.200%, 04/01/25		125		117,188
8.200%, 04/01/45		150		124,875
Pacific Exploration and Production Corp.^
10.000%, 11/02/21		172		194,360
10.000%, 11/02/21 144A @		475		536,750
Petrobras Global Finance BV
8.750%, 05/23/26		375		404,531
6.875%, 01/20/40		200		171,640
6.750%, 01/27/41		300		252,000
Petroleos Mexicanos 5.375%, 03/13/22 144A @		130		133,117
Pride International, Inc.
8.500%, 06/15/19		295		328,925
6.875%, 08/15/20		10		10,675
QEP Resources, Inc. 6.875%, 03/01/21		425		451,562
Range Resources Corp. 4.875%, 05/15/25		200		193,750
Rowan Cos, Inc.
4.875%, 06/01/22		200		189,000
4.750%, 01/15/24		200		180,500
7.375%, 06/15/25		175		178,500
Seven Generations Energy Ltd. 144A @
6.750%, 05/01/23		500		532,500
6.875%, 06/30/23		150		159,000
SM Energy Co. 6.500%, 01/01/23		450		457,312

73

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Oil & Gas — (continued)
Southwestern Energy Co.
7.500%, 02/01/18	$	19	$	19,760
5.800%, 01/23/20		600		618,000
6.700%, 01/23/25		100		102,250
Sunoco LP
6.250%, 04/15/21		350		356,563
6.375%, 04/01/23		175		177,188
Transocean, Inc.
6.000%, 03/15/18		250		253,125
6.500%, 11/15/20		75		74,250
9.000%, 07/15/23 144A @		550		563,750
6.800%, 03/15/38		125		96,875
WPX Energy, Inc. 7.500%, 08/01/20		200		215,000
YPF S.A. 8.500%, 03/23/21 144A @		475		509,485
				16,953,608
Oil & Gas Services — 1.3%
Archrock Partners LP
6.000%, 04/01/21		275		266,750
6.000%, 10/01/22		300		291,000
Globe Luxembourg S.C.A. 9.625%, 05/01/18 144A @		400		395,000
SESI LLC
6.375%, 05/01/19		125		125,000
7.125%, 12/15/21		1,150		1,170,125
				2,247,875
Packaging and Containers — 1.8%
AEP Industries, Inc. 8.250%, 04/15/19		126		128,520
ARD Finance S.A. PIK (Cash coupon 6.625%, PIK 7.375%) 6.625%, 09/15/23 144A @		600		630,171
ARD Finance S.A. PIK 7.125%, 09/15/23 144A @		825		814,687
Ardagh Packaging Finance PLC 7.250%, 05/15/24 144A @		525		553,219
Consolidated Container Co. LLC 10.125%, 07/15/20 144A @		375		383,438
Crown Cork & Seal Co., Inc. 7.375%, 12/15/26		100		112,000
Pactiv LLC 7.950%, 12/15/25		175		185,500
SIG Combibloc Holdings S.C.A. 7.750%, 02/15/23 144A @		225		254,421
				3,061,956
Pharmaceuticals — 1.6%
Capsugel S.A. PIK (Cash coupon 7.000%, PIK 7.75%) 7.000%, 05/15/19 144A @		310		312,713
DPx Holdings BV 7.500%, 02/01/22 144A @		325		343,687
Endo Finance LLC 6.500%, 02/01/25 144A @		325		272,188

	Par (000)		Value†
Pharmaceuticals — (continued)
Valeant Pharmaceuticals International, Inc. 144A @
7.000%, 10/01/20	$	125	$	107,734
6.375%, 10/15/20		1,300		1,116,778
7.500%, 07/15/21		475		402,562
6.750%, 08/15/21		250		207,500
				2,763,162
Pipelines — 3.3%
Antero Midstream Partners LP 5.375%, 09/15/24 144A @		200		202,000
Boardwalk Pipelines LP
4.950%, 12/15/24		175		179,685
5.950%, 06/01/26		130		141,211
Cheniere Corpus Christi Holdings LLC 144A @
7.000%, 06/30/24		500		541,250
5.875%, 03/31/25		225		229,570
Crestwood Midstream Partners LP 6.250%, 04/01/23		500		510,000
DCP Midstream LLC
9.750%, 03/15/19 144A @		125		140,000
8.125%, 08/16/30		75		83,250
6.450%, 11/03/36 144A @		150		150,000
DCP Midstream Operating LP 5.600%, 04/01/44		50		45,625
Energy Transfer Equity LP 5.875%, 01/15/24		25		25,813
Gibson Energy, Inc. 6.750%, 07/15/21 144A @		325		337,187
NuStar Logistics LP 4.800%, 09/01/20		50		50,125
ONEOK, Inc. 7.500%, 09/01/23		350		402,500
Rockies Express Pipeline LLC 6.000%, 01/15/19 144A @		100		105,000
Sabine Pass Liquefaction LLC
6.250%, 03/15/22		500		547,500
5.750%, 05/15/24		200		214,500
Tallgrass Energy Partners LP 5.500%, 09/15/24 144A @		225		223,312
Targa Resources Partners LP
5.250%, 05/01/23		50		50,500
4.250%, 11/15/23		50		47,812
6.750%, 03/15/24		400		429,000
5.125%, 02/01/25 144A @		625		620,312
Tesoro Logistics LP
6.125%, 10/15/21		100		105,000
5.250%, 01/15/25		175		178,719
				5,559,871
Real Estate — 0.9%
Greystar Real Estate Partners LLC 8.250%, 12/01/22 144A @		300		324,750
Iron Mountain Canada Operations 5.375%, 09/15/23 144A @		275		205,843

74

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Real Estate — (continued)
MGM Growth Properties Operating Partnership LP 5.625%, 05/01/24 144A @	$	175	$	183,313
MPT Operating Partnership LP 6.375%, 03/01/24		250		261,562
The Howard Hughes Corp. 6.875%, 10/01/21 144A @		425		447,865
VEREIT Operating Partnership LP 4.125%, 06/01/21		150		152,250
				1,575,583
Retail — 3.4%
Ferrellgas LP
6.500%, 05/01/21		50		49,750
6.750%, 01/15/22		25		24,688
6.750%, 06/15/23		100		98,250
Group 1 Automotive, Inc.
5.000%, 06/01/22		175		172,813
5.250%, 12/15/23 144A @		175		173,250
JC Penney Corp., Inc.
8.125%, 10/01/19		425		459,000
5.875%, 07/01/23 144A @		350		360,937
Jo-Ann Stores Holdings, Inc. PIK (Cash coupon 9.750%, PIK 10.500%) 9.750%, 10/15/19 144A @		425		404,812
Jo-Ann Stores LLC 8.125%, 03/15/19 ^144A @		133		132,335
KFC Holding Co.144A @
5.000%, 06/01/24		125		127,656
5.250%, 06/01/26		250		253,750
Kirk Beauty One GmbH 8.750%, 07/15/23 144A @		225		258,684
New Albertsons, Inc.
7.450%, 08/01/29		175		165,375
8.000%, 05/01/31		125		119,688
New Look Secured Issuer PLC 6.500%, 07/01/22 144A @		375		440,201
Penske Automotive Group, Inc. 5.750%, 10/01/22		200		206,000
PetSmart, Inc. 7.125%, 03/15/23 144A @		650		663,000
PF Chang’s China Bistro, Inc. 10.250%, 06/30/20 144A @		175		171,063
Rite Aid Corp. 6.125%, 04/01/23 144A @		650		698,750
Sonic Automotive, Inc.
7.000%, 07/15/22		175		183,312
5.000%, 05/15/23		200		194,500
The Men’s Wearhouse, Inc. 7.000%, 07/01/22		375		367,500
				5,725,314
Semiconductors — 1.0%
Advanced Micro Devices, Inc.
7.500%, 08/15/22		75		81,188
7.000%, 07/01/24		375		389,062

	Par (000)		Value†
Semiconductors — (continued)
Micron Technology, Inc. 5.250%, 08/01/23 144A @	$	250	$	250,937
Microsemi Corp. 9.125%, 04/15/23 144A @		375		436,875
Sensata Technologies UK Financing Co. PLC 6.250%, 02/15/26 144A @		425		444,125
				1,602,187
Software — 0.7%
MSCI, Inc. 5.250%, 11/15/24 144A @		250		262,500
Rackspace Hosting, Inc. 8.625%, 11/15/24 144A @		150		158,767
RP Crown Parent LLC 7.375%, 10/15/24 144A @		150		155,625
SS&C Technologies Holdings, Inc. 5.875%, 07/15/23		200		207,250
Veritas US, Inc.144A @
7.500%, 02/01/23		200		188,000
10.500%, 02/01/24		200		182,500
				1,154,642
Telecommunications — 11.1%
Altice Financing S.A.144A @
6.625%, 02/15/23		350		359,625
7.500%, 05/15/26		525		546,000
Altice Finco S.A. 8.125%, 01/15/24 144A @		600		621,000
Altice Luxembourg S.A. 144A @
7.750%, 05/15/22		1,250		1,334,375
7.625%, 02/15/25		1,050		1,102,500
CenturyLink, Inc. 7.500%, 04/01/24		650		682,500
Digicel Group Ltd. 8.250%, 09/30/20 144A @		1,225		1,051,013
First Data Corp.144A @
5.375%, 08/15/23		425		440,938
7.000%, 12/01/23		1,050		1,118,250
Frontier Communications Corp.
8.875%, 09/15/20		475		505,875
10.500%, 09/15/22		400		420,520
Hughes Satellite Systems Corp.
7.625%, 06/15/21		325		356,688
6.625%, 08/01/26 144A @		625		628,125
Intelsat Jackson Holdings S.A.
7.250%, 10/15/20		200		155,000
7.500%, 04/01/21		200		152,500
9.500%, 09/30/22 144A @		250		278,125
8.000%, 02/15/24 144A @		1,100		1,130,250
Level 3 Communications, Inc. 5.750%, 12/01/22		175		179,813
Level 3 Financing, Inc.
5.625%, 02/01/23		150		153,750
5.375%, 05/01/25		175		178,500
5.250%, 03/15/26 144A @		125		123,750
OTE PLC 7.875%, 02/07/18 144A @		400		445,782

75

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Telecommunications — (continued)
Sable International Finance Ltd. 6.875%, 08/01/22 144A @	$	450	$	468,000
Sprint Capital Corp. 8.750%, 03/15/32		575		632,500
Sprint Communications, Inc.
7.000%, 08/15/20		525		556,558
11.500%, 11/15/21		425		521,687
Sprint Corp. 7.250%, 09/15/21		525		557,812
T-Mobile US, Inc.
6.500%, 01/15/24		100		107,250
6.375%, 03/01/25		175		187,031
TBG Global Pte Ltd. 5.250%, 02/10/22 144A @		200		199,442
UPC Holding BV 6.750%, 03/15/23 144A @		200		228,986
VimpelCom Holdings BV 5.200%, 02/13/19 144A @		200		207,260
Virgin Media Finance PLC 144A @
6.375%, 04/15/23		225		233,719
7.000%, 04/15/23		275		366,025
6.000%, 10/15/24		200		206,000
Virgin Media Secured Finance PLC 144A @
5.250%, 01/15/26		200		197,500
5.500%, 08/15/26		600		598,500
6.250%, 03/28/29		175		225,592
West Corp. 5.375%, 07/15/22 144A @		550		531,437
Wind Acquisition Finance S.A. 7.375%, 04/23/21 144A @		750		780,000
				18,770,178
Textiles — 0.3%
Springs Industries, Inc. 6.250%, 06/01/21		450		465,750
Transportation — 0.3%
Kenan Advantage Group, Inc. 7.875%, 07/31/23 144A @		175		176,750
Watco Cos. LLC 6.375%, 04/01/23 144A @		250		258,750
				435,500
TOTAL CORPORATE BONDS (Cost $135,500,580)				138,726,965
LOAN AGREEMENTS — 13.9%‡
Auto Manufacturers — 0.1%
Navistar, Inc. 6.500%, 08/06/20•		190		191,955
0.000%, 08/06/20(1)		75		75,863
				267,818
Chemicals — 0.5%
MacDermid, Inc. 5.500%, 06/07/20•		218		220,243

	Par (000)		Value†
Chemicals — (continued)
Solenis International LP 7.750%, 07/31/22•	$	675	$	659,812
				880,055
Commercial Services — 0.5%
Laureate Education, Inc. 8.868%, 03/23/21•		424		424,836
0.000%, 03/23/21(1)		75		74,971
Nord Anglia Education Finance LLC 4.500%, 03/31/21•		346		351,210
				851,017
Computers — 0.2%
Western Digital Corp. 4.520%, 04/29/23•		358		363,684
Diversified Financial Services — 0.5%
National Financial Partners Corp.•
6.250%, 07/01/20		273		275,069
0.000%, 12/09/23(1)		275		277,063
Terra-Gen Finance Co., LLC 5.250%, 12/09/21•		277		247,984
				800,116
Electric — 0.7%
Energy Future Intermediate Holding Co. LLC 4.250%, 06/30/17•		875		880,031
Tex Operations Co. Class B 5.000%, 08/04/23•		224		226,484
Tex Operations Co. Class C 5.000%, 08/04/23•		51		51,654
				1,158,169
Electronics — 0.2%
Linxens France S.A. 5.000%, 10/17/22•		347		345,921
Entertainment — 0.7%
Delta 2 (Lux) S.a.r.l.•
3.750%, 07/30/21		525		530,088
0.000%, 07/30/21(1)		125		126,211
8.070%, 07/29/22		275		276,603
William Morris Endeavor Entertainment LLC 8.250%, 05/06/22•		300		303,750
				1,236,652
Food — 0.2%
Hostess Brands LLC•
4.000%, 08/03/22		25		25,238
4.000%, 08/03/22		248		249,851
				275,089
Healthcare Services — 0.6%
Envision Healthcare Corp. 4.000%, 12/01/23•		450		454,221
Inventiv Health, Inc. 0.000%, 11/09/23•,(1)		325		327,668

76

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

High Yield Bond Fund

	Par (000)		Value†
LOAN AGREEMENTS — (continued)
Healthcare Services — (continued)
U.S. Renal Care, Inc. 5.250%, 12/30/22•	$	272	$	253,873
				1,035,762
Insurance — 2.1%
Alliant Holdings Intermediate, LLC 4.753%, 08/12/22•		272		272,743
Asurion LLC•
4.020%, 07/08/20		56		56,338
8.500%, 03/03/21		1,350		1,371,100
5.000%, 08/04/22		633		641,007
4.750%, 11/03/23		200		202,243
Lonestar Intermediate Super PIK 10.000%, 08/31/21•		425		436,688
Sedgwick Claims Management Services, Inc. 6.750%, 02/28/22•		375		374,063
USI, Inc. 4.250%, 12/27/19•		162		166,550
				3,520,732
Internet — 1.3%
Ancestry.com, Inc.•
5.250%, 10/19/23		175		176,586
5.250%, 10/19/23		275		277,491
Match Group, Inc. 4.201%, 11/16/22•		164		166,318
Rackspace Hosting, Inc.•
4.500%, 10/26/23		300		303,624
0.000%, 10/26/23(1)		50		50,604
Uber Technologies, Inc. 5.000%, 07/13/23•		1,247		1,248,434
				2,223,057
Leisure Time — 0.2%
Life Time Fitness, Inc. 4.250%, 06/10/22•		274		275,108
Machinery — Diversified — 0.5%
Filtration Group, Inc. 4.250%, 11/21/20•		497		498,595
Gardner Denver, Inc. 0.000%, 07/30/20•,(1)		249		246,672
Manitowoc Foodservice, Inc. 5.750%, 03/03/23•		85		85,779
				831,046
Media — 0.3%
Cumulus Media Holdings, Inc. 4.250%, 12/23/20•		200		135,666
iHeartCommunications, Inc. 7.520%, 01/30/19•		525		426,562
				562,228
Metal Fabricate/Hardware — 0.2%
Zekelman Industries, Inc. 6.000%, 06/14/21•		299		300,739

	Par (000)		Value†
LOAN AGREEMENTS — (continued)
Oil & Gas — 0.9%
California Resources Corp. 11.380%, 12/31/21•	$	475	$	526,457
Chesapeake Energy Corp. 8.500%, 08/23/21•		400		434,832
Fairmount Santrol, Inc. 4.500%, 09/05/19•		382		370,081
Hercules Offshore, Inc. 10.500%, 05/06/20^,•, ¤		443		345,780
				1,677,151
Oil & Gas Services — 0.7%
CGG Holding (U.S.), Inc. 6.500%, 05/15/19•		546		492,905
0.000%, 05/15/19(1)		424		382,840
Expro Holdings 5.750%, 09/02/21•		282		279,430
				1,155,175
Packaging and Containers — 0.3%
Flex Acquisition Co., Inc.•
0.000%, 12/29/23(1)		100		100,833
8.000%, 12/06/17^		300		299,250
Tricorbraun, Inc. 4.750%, 11/30/23•		125		126,146
				526,229
Real Estate Investment Trusts — 0.2%
Brickman Group Ltd. 4.000%, 12/18/20•		224		225,499
0.000%, 12/18/20(1)		100		99,219
				324,718
Retail — 1.8%
Academy Ltd. 5.000%, 07/01/22•		813		750,890
JC Penney Corp. 5.250%, 06/23/23•		653		654,964
Jo-Ann Stores, Inc. 6.260%, 10/20/23•		600		604,002
Serta Simmons•
4.500%, 11/08/23		450		454,640
0.000%, 11/08/23(1)		50		50,515
9.000%, 11/08/24		300		300,999
0.000%, 11/08/24(1)		50		50,166
Vistra Operations Co. 4.000%, 12/14/23•		100		101,250
				2,967,426
Software — 1.2%
Cengage Learning, Inc. 5.250%, 06/07/23•		298		289,602
Kronos, Inc. 5.000%, 11/01/23•		425		429,981
SolarWinds Holdings, Inc. 5.500%, 02/05/23•		373		377,390

77

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

High Yield Bond Fund

	Par (000)		Value†
LOAN AGREEMENTS — (continued)
Software — (continued)
Veritas US, Inc.•
6.630%, 01/27/23	$	596	$	549,809
0.000%, 01/27/23(1)		50		46,009
8.630%, 01/27/23^		273		242,625
0.000%, 01/27/23(1)		25		22,167
				1,957,583
TOTAL LOAN AGREEMENTS‡ (Cost $23,113,110)				23,535,475
	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 1.4%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares		284,063		284,063
T. Rowe Price Investment, Ltd.		2,069,090		2,069,090
TOTAL SHORT-TERM INVESTMENTS (Cost $2,353,153)				2,353,153
TOTAL INVESTMENTS — 99.8% (Cost $164,408,189)			$	168,369,234
Other Assets & Liabilities — 0.2%				281,223
TOTAL NET ASSETS — 100.0%			$	168,650,457

† See Security Valuation Note.

‡ Loan Agreements in which the Fund invests generally pay interest at rates which are periodically predetermined by reference to a base lending rate plus a premium. These base lending rates are generally (i) the Prime Rate offered by one or more major U.S. banks, (ii) the lending rate offered by one or more European banks such as the London Inter-Bank Offered Rate (“LIBOR”) or (iii) the Certificate of Deposit rate. Rate shown represents the actual rate at December 31, 2016. Loan Agreements, while exempt from registration under the Security Act of 1933, as amended (the “1933 Act”), contain certain restrictions on resale and cannot be sold publicly. Floating rate Loan Agreements often require repayments from excess cash flow or permit the borrower to repay at its election. The degree to which borrowers repay, whether as a contractual requirement or at their election, cannot be predicted with accuracy. As a result, the actual remaining maturity may be substantially less than the stated maturity shown.

* Non-income producing security.

144A @ Security sold within the terms of a private placement memorandum, restricted and/or exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “accredited investors”. Unless otherwise indicated, the security is considered liquid.

REG D Regulation D is a Securities and Exchange Commission (SEC) regulation governing private placement exemptions. REG D allows usually smaller companies to raise capital through the sale of equity or debt securities without having to register their securities with the SEC.

^ Illiquid security. The total market value of illiquid securities at December 31, 2016 is $1,818,314.

• Variable Rate Security.

¤ Defaulted security.

~ Fair valued security. The total market value of fair valued securities at December 31, 2016 is $586,531.

⁽¹⁾  All or portion of this position has not settled. Full contract rates do not take effect until settlement date.

ADR — American Depository Receipt.

CONV — Convertible Security.

LLC — Limited Liability Company.

LP — Limited Partnership.

PIK — Payment in Kind Security.

PLC — Public Limited Company.

STEP — Step Coupon Bond.

Country Weightings as of 12/31/2016††
United States	72	%
Luxembourg	7
Canada	5
United Kingdom	5
Netherlands	3
Cote D’Ivoire (Ivory Coast)	1
Germany	1
Other	6
Total	100	%

††% of total investments as of December 31, 2016

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	2,638,355	$	1,918,354	$	693,649	$	26,352
REAL ESTATE INVESTMENT TRUSTS		159,778		159,778		—		—
PREFERRED STOCKS		1,012,655		1,012,655
ASSET BACKED SECURITIES		98,159		—		98,159		—
CORPORATE BONDS		138,571,659		—		138,571,659		—
LOAN AGREEMENTS		23,535,475		—		23,535,475		—
SHORT-TERM INVESTMENTS		2,353,153		2,353,153		—		—
TOTAL INVESTMENTS	$	168,369,234	$	5,443,940	$	162,898,942	$	26,352

Following is a reconciliation of Level 3 investments for which significant unobservable inputs were used to determine fair value:

	Investments in Securities (Market Value)
Balance as of 12/31/2015	$	30,920
Purchases		165,120
Sales		(162,266	)
Maturities		(13,760	)
Change in Appreciation/(Depreciation)		6,338
Balance as of 12/31/2016	$	26,352

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any significant transfers in and transfers out of Level 2 or Level 3 fair value hierarchies during the reporting period.

The accompanying notes are an integral part of these financial statements.

78

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Flexibly Managed Fund

	Par (000)		Value†
ASSET BACKED SECURITIES — 0.3%
Continental Airlines 2009-2 Class A, Pass Through Trust 7.250%, 11/10/19	$	551	$	615,440
Continental Airlines 2012-1 Class A, Pass Through Trust 4.150%, 04/11/24		1,829		1,884,172
Continental Airlines 2012-1 Class B, Pass Through Trust 6.250%, 04/11/20		300		311,300
DB Master Finance LLC 2015-1A A21 3.262%, 02/20/45 144A @		1,439		1,441,249
Taco Bell Funding LLC 2016-1A A21 3.832%, 05/25/46 144A @		3,596		3,609,023
Wendys Funding LLC 2015-1A A21 3.371%, 06/15/45 144A @		2,291		2,287,509
TOTAL ASSET BACKED SECURITIES (Cost $10,015,273)				10,148,693
	Number of Shares		Value†
COMMON STOCKS — 63.3%
Aerospace & Defense — 0.4%
The Boeing Co.		80,800		12,578,944
Agriculture — 4.0%
Altria Group, Inc.		999,691		67,599,105
Philip Morris International, Inc.		782,900		71,627,521
				139,226,626
Auto Parts & Equipment — 0.5%
Adient PLC*		320,137		18,760,028
Banks — 3.9%
State Street Corp.		239,997		18,652,567
The Bank of New York Mellon Corp.		1,479,291		70,088,807
The PNC Financial Services Group, Inc.		107,700		12,596,592
Wells Fargo & Co.		636,000		35,049,960
				136,387,926
Beverages — 1.7%
Dr. Pepper Snapple Group, Inc.		292,197		26,493,502
PepsiCo, Inc.		301,029		31,496,664
				57,990,166
Biotechnology — 0.5%
Biogen, Inc.*		60,244		17,083,994
Building Materials — 0.7%
Johnson Controls International PLC		570,676		23,506,144
Chemicals — 0.4%
LyondellBasell Industries NV, Class A		177,273		15,206,478
Commercial Services — 2.1%
Aramark		649,700		23,207,284
Fleetcor Technologies, Inc.*		60,964		8,627,626
IHS Markit Ltd.*		352,064		12,466,586
Mastercard, Inc., Class A		242,371		25,024,806
RELX PLC		276,712		4,931,178
				74,257,480

	Number of Shares		Value†
Computers — 1.1%
Apple, Inc.		345,300	$	39,992,646
Diversified — 0.4%
American Tower Corp.		139,700		14,763,496
Diversified Financial Services — 1.7%
Julius Baer Group Ltd.*		129,457		5,735,169
Visa, Inc., Class A		672,000		52,429,440
				58,164,609
Electric — 2.7%
DTE Energy Co.		170,500		16,795,955
PG&E Corp.		1,253,484		76,174,223
				92,970,178
Electrical Components & Equipment — 0.0%
Hubbell, Inc.		6,108		712,804
Electronics — 3.5%
Fortive Corp.		404,735		21,705,938
PerkinElmer, Inc.		853,008		44,484,367
Sensata Technologies Holding NV*		114,353		4,454,050
Thermo Fisher Scientific, Inc.		362,930		51,209,423
				121,853,778
Food — 2.5%
Mondelez International, Inc., Class A		997,232		44,207,294
The Kraft Heinz Co.		357,005		31,173,677
Tyson Foods, Inc., Class A		219,360		13,530,125
				88,911,096
Healthcare Products — 1.5%
Becton Dickinson & Co.		313,017		51,819,964
Healthcare Services — 5.1%
Aetna, Inc.		361,453		44,823,786
Anthem, Inc.		153,600		22,083,072
Cigna Corp.*		295,300		39,390,067
Humana, Inc.		50,823		10,369,417
UnitedHealth Group, Inc.		381,500		61,055,260
				177,721,602
Household Products & Wares — 0.8%
Reckitt Benckiser Group PLC		335,465		28,416,734
Insurance — 3.6%
Marsh & McLennan Cos., Inc.		1,278,400		86,407,056
The Hartford Financial Services Group, Inc.		107,600		5,127,140
Willis Towers Watson PLC		285,038		34,854,447
				126,388,643
Internet — 4.2%
Alphabet, Inc., Class A*		11,800		9,350,910
Alphabet, Inc., Class C*		104,559		80,700,727
Amazon.com, Inc.*		73,539		55,144,690
				145,196,327
Machinery — Diversified — 0.8%
IDEX Corp.		21,300		1,918,278
Roper Technologies, Inc.		147,974		27,091,080
				29,009,358

79

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Flexibly Managed Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Media — 0.7%
Comcast Corp., Class A		125,100	$	8,638,155
Liberty Global PLC*		583,732		17,336,840
				25,974,995
Miscellaneous Manufacturing — 2.4%
Danaher Corp.		804,227		62,601,030
Pentair PLC		385,864		21,635,394
				84,236,424
Oil & Gas — 1.4%
Canadian Natural Resources Ltd.		817,700		26,068,276
TOTAL S.A.		462,392		23,717,136
				49,785,412
Pharmaceuticals — 3.9%
Abbott Laboratories		1,873,100		71,945,771
Bristol-Myers Squibb Co.		225,512		13,178,921
Zoetis, Inc.		952,772		51,001,885
				136,126,577
Retail — 6.5%
AutoZone, Inc.*		43,569		34,410,360
CVS Health Corp.		235,300		18,567,523
Lowe’s Cos., Inc.		362,300		25,766,776
O’Reilly Automotive, Inc.*		183,262		51,021,973
The Home Depot, Inc.		143,621		19,256,704
Walgreens Boots Alliance, Inc.		641,589		53,097,906
Yum! Brands, Inc.		386,351		24,467,609
				226,588,851
Semiconductors — 0.2%
Texas Instruments, Inc.		78,400		5,720,848
Software — 5.6%
Fidelity National Information Services, Inc.		114,300		8,645,652
Fiserv, Inc.*		699,191		74,310,020
Intuit, Inc.		113,584		13,017,862
Microsoft Corp.		1,599,200		99,374,288
				195,347,822
Telecommunications — 0.5%
SBA Communications Corp., Class A*		151,700		15,664,542
TOTAL COMMON STOCKS (Cost $1,934,090,636)				2,210,364,492
PREFERRED STOCKS — 2.2%
Banks — 0.4%
State Street Corp.		86,000	$	2,175,800
State Street Corp.•		50,000		1,251,000
U.S. Bancorp, Series F•		71,000		2,008,590
U.S. Bancorp, Series G•		90,000		2,268,900
Wells Fargo & Co.		6,301		7,498,190
				15,202,480
Diversified — 0.5%
American Tower Corp.		172,318		18,007,231

	Number of Shares		Value†
Diversified Financial Services — 0.1%
The Charles Schwab Corp.		150,000	$	3,790,500
The Charles Schwab Corp.		12,000		299,880
				4,090,380
Electric — 1.2%
DTE Energy Co.		267,708		14,188,524
NextEra Energy, Inc.		200,436		9,817,355
SCE Trust I		83,775		1,953,633
SCE Trust II		14,730		326,417
SCE Trust III•		161,355		4,109,712
SCE Trust IV•		340,000		8,391,200
SCE Trust V•		100,000		2,526,000
				41,312,841
TOTAL PREFERRED STOCKS (Cost $77,056,836)				78,612,932
	Par (000)		Value†
CORPORATE BONDS — 21.7%
Advertising — 0.1%
Lamar Media Corp. 5.875%, 02/01/22	$	1,450		1,493,500
Aerospace & Defense — 0.1%
Harris Corp. 1.999%, 04/27/18		1,080		1,080,658
Moog, Inc. 5.250%, 12/01/22 144A @		650		663,000
				1,743,658
Airlines — 0.1%
Delta Air Lines 2009-1, Class A, Pass Through Trust 7.750%, 12/17/19		341		377,870
Delta Air Lines 2011-1, Class A , Pass Through Trust 5.300%, 04/15/19		372		392,429
U.S. Airways 2010-1 Class A, Pass Through Trust 6.250%, 04/22/23		1,593		1,768,192
U.S. Airways 2010-1 Class B, Pass Through Trust 8.500%, 04/22/17^		126		129,074
U.S. Airways 2012-2 Class A, Pass Through Trust 4.625%, 06/03/25		226		239,082
U.S. Airways 2012-2 Class B Pass Through Trust 6.750%, 06/03/21^		448		487,551
U.S. Airways 2013-1 Class A, Pass Through Trust 3.950%, 11/15/25		4		4,290

80

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Flexibly Managed Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Airlines — (continued)
U.S. Airways 2013-1 Class B, Pass Through Trust 5.375%, 11/15/21	$	4	$	4,592
				3,403,080
Apparel — 0.1%
Levi Strauss & Co. 6.875%, 05/01/22		4,382		4,590,145
Banks — 0.9%
JPMorgan Chase & Co. 5.300%, 12/29/49•		10,255		10,465,843
PNC Financial Services Group, Inc. 5.000%, 12/29/49•		6,910		6,668,150
Regions Bank/Birmingham AL 7.500%, 05/15/18		75		80,349
State Street Corp. 5.250%, 12/29/49•		4,360		4,458,100
Synovus Financial Corp. 5.125%, 06/15/17		32		32,216
The Bank of New York Mellon Corp.•
4.625%, 12/29/49		3,175		2,912,491
4.950%, 12/29/49		5,800		5,829,000
				30,446,149
Beverages — 0.3%
Anheuser-Busch InBev Finance, Inc.
1.900%, 02/01/19		2,995		2,999,298
2.146%, 02/01/21•		3,820		3,887,186
2.650%, 02/01/21		1,690		1,699,709
PepsiCo, Inc. 1.250%, 04/30/18		1,635		1,632,942
				10,219,135
Building Materials — 0.0%
Lennox International, Inc. 3.000%, 11/15/23		760		737,882
Chemicals — 0.2%
Cytec Industries, Inc. 3.950%, 05/01/25		3,680		3,483,293
Ecolab, Inc. 2.000%, 01/14/19		2,330		2,331,789
				5,815,082
Commercial Services — 0.3%
IHS Markit Ltd. 5.000%, 11/01/22 144A @		4,300		4,461,250
Iron Mountain, Inc.
6.000%, 08/15/23		250		265,625
5.750%, 08/15/24		4,775		4,906,313
Service Corp. International 5.375%, 05/15/24		600		625,500
				10,258,688
Diversified Financial Services — 1.9%
American Honda Finance Corp. 0.950%, 05/05/17		2,200		2,197,912

	Par (000)		Value†
Diversified Financial Services — (continued)
Caterpillar Financial Services Corp.
1.250%, 11/06/17	$	1,645	$	1,641,078
2.250%, 12/01/19		1,155		1,159,716
Ford Motor Credit Co. LLC
4.250%, 02/03/17		1,340		1,342,638
1.461%, 03/27/17		10,560		10,561,690
1.627%, 03/27/17•		7,660		7,665,914
6.625%, 08/15/17		1,675		1,725,974
1.471%, 09/08/17•		4,325		4,326,211
1.516%, 12/06/17•		6,325		6,318,156
1.724%, 12/06/17		2,150		2,148,375
2.145%, 01/09/18		3,360		3,364,865
5.000%, 05/15/18		1,800		1,870,614
2.375%, 03/12/19		4,275		4,272,465
2.597%, 11/04/19		5,350		5,342,055
National Rural Utilities Cooperative Finance Corp. 0.950%, 04/24/17		1,050		1,049,170
Visa, Inc. 1.200%, 12/14/17		11,030		11,028,434
				66,015,267
Electric — 0.3%
Berkshire Hathaway Energy Co. 2.400%, 02/01/20		2,550		2,556,944
CMS Energy Corp. 8.750%, 06/15/19		415		479,204
Dominion Resources Inc., STEP 2.962%, 07/01/19		350		354,343
The Southern Co.
1.550%, 07/01/18		3,795		3,780,890
1.850%, 07/01/19		1,770		1,764,520
Virginia Electric & Power Co. 3.150%, 01/15/26		1,525		1,514,041
				10,449,942
Electronics — 0.0%
Amphenol Corp. 1.550%, 09/15/17		920		920,926
Fortive Corp. 1.800%, 06/15/19 144A @		345		342,855
				1,263,781
Engineering & Construction — 0.6%
SBA Communications Corp.
4.875%, 07/15/22		8,350		8,475,250
4.875%, 09/01/24 144A @		12,325		12,170,938
				20,646,188
Entertainment — 0.6%
Cedar Fair LP/Canada’s Wonderland Co./Magnum Management Corp. 5.250%, 03/15/21		6,100		6,298,250
Six Flags Entertainment Corp. 5.250%, 01/15/21 144A @		15,158		15,499,055
				21,797,305

81

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Flexibly Managed Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Food — 0.1%
B&G Foods, Inc. 4.625%, 06/01/21	$	2,525	$	2,575,500
The Kroger Co. 2.000%, 01/15/19		1,330		1,333,036
TreeHouse Foods, Inc. 6.000%, 02/15/24 144A @		600		630,000
				4,538,536
Gas — 0.1%
Southern California Gas Co. 3.200%, 06/15/25		3,625		3,688,622
Healthcare Products — 0.5%
Becton Dickinson and Co.
1.800%, 12/15/17		2,775		2,781,310
2.675%, 12/15/19		1,895		1,922,688
Hologic, Inc. 5.250%, 07/15/22 144A @		5,557		5,848,743
Medtronic, Inc.
1.500%, 03/15/18		4,025		4,025,060
2.500%, 03/15/20		2,845		2,876,838
Teleflex, Inc. 4.875%, 06/01/26		900		891,000
				18,345,639
Healthcare Services — 2.6%
Centene Corp.
5.625%, 02/15/21		6,275		6,597,535
4.750%, 05/15/22		2,972		3,001,720
6.125%, 02/15/24		6,135		6,464,756
4.750%, 01/15/25		3,225		3,148,406
DaVita, Inc. 5.750%, 08/15/22		20,640		21,568,800
Fresenius Medical Care U.S. Finance II, Inc.
5.625%, 07/31/19 144A @		8,075		8,599,875
5.875%, 01/31/22 144A @		5,400		5,913,000
Fresenius Medical Care U.S. Finance, Inc. 5.750%, 02/15/21 144A @		1,125		1,215,000
HCA, Inc.
8.000%, 10/01/18		8,669		9,449,210
3.750%, 03/15/19		1,725		1,772,438
4.250%, 10/15/19		2,566		2,668,640
6.500%, 02/15/20		15,000		16,410,000
UnitedHealth Group, Inc. 1.400%, 12/15/17		1,545		1,545,286
Wellcare Health Plans, Inc. 5.750%, 11/15/20		2,875		2,954,062
				91,308,728
Household Products & Wares — 0.3%
Reynolds Group Issuer, Inc. 5.750%, 10/15/20		8,675		8,946,094
Spectrum Brands, Inc. 6.625%, 11/15/22		2,191		2,327,937
				11,274,031
Insurance — 0.5%
HUB International Ltd.
9.250%, 02/15/21 144A @		2,200		2,277,000
7.875%, 10/01/21 144A @		11,201		11,832,848

	Par (000)		Value†
Insurance — (continued)
Marsh & McLennan Cos., Inc.
2.350%, 03/06/20	$	1,205	$	1,206,059
3.300%, 03/14/23		525		533,544
Trinity Acquisition PLC 4.400%, 03/15/26		2,400		2,429,410
				18,278,861
Internet — 0.2%
Amazon.com, Inc. 2.600%, 12/05/19		4,155		4,236,858
Netflix, Inc. 4.375%, 11/15/26 144A @		1,525		1,479,250
				5,716,108
Lodging — 0.2%
Hilton Domestic Operating Co., Inc. 4.250%, 09/01/24 144A @		1,350		1,309,500
Hilton Worldwide Finance LLC/Hilton Worldwide Finance Corp. 5.625%, 10/15/21		5,749		5,938,717
				7,248,217
Machinery — Diversified — 0.4%
CNH Industrial Capital LLC
3.250%, 02/01/17		4,775		4,775,000
3.625%, 04/15/18		5,700		5,771,250
3.875%, 07/16/18		1,725		1,753,031
Manitowoc Foodservice, Inc. 9.500%, 02/15/24		425		489,813
Xylem, Inc.
4.875%, 10/01/21		415		448,022
3.250%, 11/01/26		640		621,473
				13,858,589
Media — 2.7%
Altice US Finance I Corp. 5.375%, 07/15/23 144A @		1,169		1,212,838
CCO Holdings LLC/CCO Holdings Capital Corp. 5.750%, 01/15/24		4,225		4,415,125
CCO Holdings LLC/CCO Holdings Capital Corp.
5.250%, 03/15/21		1,900		1,957,000
6.625%, 01/31/22		8,200		8,497,250
5.250%, 09/30/22		7,165		7,415,775
5.125%, 02/15/23		5,100		5,240,250
5.125%, 05/01/23 144A @		1,200		1,236,000
5.750%, 09/01/23		3,600		3,762,000
5.875%, 04/01/24 144A @		2,575		2,748,813
Cequel Communications Holdings I LLC/Cequel Capital Corp. 6.375%, 09/15/20 144A @		7,350		7,570,500
Charter Communications Operating LLC /Charter Communications Operating Capital 3.579%, 07/23/20		2,225		2,270,023
Cox Communications, Inc. 6.250%, 06/01/18 144A @		90		94,961

82

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Flexibly Managed Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Media — (continued)
DISH DBS Corp.
4.625%, 07/15/17	$	5,200	$	5,258,500
4.250%, 04/01/18		850		871,565
Sirius XM Radio, Inc.
5.750%, 08/01/21 144A @		2,800		2,915,500
6.000%, 07/15/24 144A @		5,400		5,643,000
Time Warner Cable LLC
5.850%, 05/01/17		1,760		1,784,976
6.750%, 07/01/18		3,975		4,243,789
Unitymedia GmbH 6.125%, 01/15/25 144A @		6,225		6,396,187
Unitymedia Hessen GmbH & Co. KG 5.500%, 01/15/23 144A @		11,590		12,068,087
Ziggo Secured Finance BV 5.500%, 01/15/27 144A @		7,925		7,725,290
				93,327,429
Oil & Gas — 1.6%
Canadian Natural Resources Ltd. 1.750%, 01/15/18		1,000		997,585
Chevron Corp. 1.365%, 03/02/18		4,400		4,395,679
Concho Resources, Inc.
6.500%, 01/15/22		6,975		7,217,033
5.500%, 10/01/22		4,150		4,300,438
5.500%, 04/01/23		11,900		12,331,970
Diamondback Energy, Inc. 4.750%, 11/01/24 144A @		1,200		1,176,000
EQT Corp.
6.500%, 04/01/18		1,620		1,705,630
8.125%, 06/01/19		1,754		1,973,478
Matador Resources Co. 6.875%, 04/15/23		3,300		3,465,000
Range Resources Corp.
5.000%, 08/15/22 144A @		2,475		2,459,531
5.000%, 03/15/23 144A @		6,175		6,113,250
4.875%, 05/15/25		4,100		3,971,875
Shell International Finance BV 1.352%, 05/11/20•		6,720		6,724,334
				56,831,803
Packaging and Containers — 0.2%
Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC/Reynolds Group Issuer Lu
6.875%, 02/15/21		681		700,278
4.380%, 07/15/21 144A @,•		4,875		4,984,687
				5,684,965
Pharmaceuticals — 0.4%
Eli Lilly & Co. 1.250%, 03/01/18		2,200		2,200,519
Grifols Worldwide Operations Ltd. 5.250%, 04/01/22		2,750		2,846,250
Johnson & Johnson 1.125%, 11/21/17		1,360		1,361,318

	Par (000)		Value†
Pharmaceuticals — (continued)
Pfizer, Inc. 1.200%, 06/01/18	$	8,525	$	8,502,665
				14,910,752
Pipelines — 1.0%
Enbridge Energy Partners LP 6.500%, 04/15/18		120		126,274
MPLX LP
5.500%, 02/15/23		10,260		10,674,073
4.500%, 07/15/23		15,500		15,742,048
4.875%, 12/01/24		1,600		1,647,510
ONEOK Partners LP 2.000%, 10/01/17		830		832,293
Targa Resources Partners LP
5.250%, 05/01/23		2,775		2,802,750
4.250%, 11/15/23		3,325		3,179,531
Targa Resources Partners LP/Targa Resources Partners Finance Corp. 4.125%, 11/15/19		1,325		1,341,563
				36,346,042
Real Estate — 0.4%
American Tower Corp. 3.300%, 02/15/21		3,575		3,615,719
CBRE Services, Inc. 5.000%, 03/15/23		900		928,431
Iron Mountain, Inc. 6.000%, 10/01/20		6,100		6,435,500
4.375%, 06/01/21 144A @		1,300		1,329,250
				12,308,900
Retail — 2.0%
AmeriGas Finance LLC 7.000%, 05/20/22		3,994		4,203,685
AutoZone, Inc.
1.625%, 04/21/19		365		361,668
2.500%, 04/15/21		1,915		1,893,483
Dollar Tree, Inc. 5.750%, 03/01/23		6,550		6,935,271
L Brands, Inc.
8.500%, 06/15/19		4,454		5,122,100
7.000%, 05/01/20		1,726		1,941,750
6.625%, 04/01/21		8,221		9,228,072
McDonald’s Corp. 2.100%, 12/07/18		505		507,999
Rite Aid Corp.
9.250%, 03/15/20		11,490		11,920,875
6.750%, 06/15/21		7,950		8,347,500
Suburban Propane Partners LP 7.375%, 08/01/21		1,890		1,956,150
Walgreens Boots Alliance, Inc. 1.750%, 05/30/18		2,545		2,547,542
Yum! Brands, Inc.
6.250%, 03/15/18		2,045		2,137,025
5.300%, 09/15/19		250		264,375
3.875%, 11/01/23		1,575		1,508,063

83

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Flexibly Managed Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Retail — (continued)
Yum! Brans, Inc.
3.875%, 11/01/20	$	2,775	$	2,833,969
3.750%, 11/01/21		8,965		9,077,063
				70,786,590
Semiconductors — 0.9%
NXP BV/NXP Funding LLC
3.750%, 06/01/18 144A @		22,510		22,847,650
4.125%, 06/15/20 144A @		450		465,750
5.750%, 02/15/21 144A @		7,400		7,640,500
				30,953,900
Software — 0.3%
Fiserv, Inc. 2.700%, 06/01/20		5,175		5,199,990
MSCI, Inc.
5.250%, 11/15/24 144A @		1,150		1,207,500
5.750%, 08/15/25 144A @		2,814		2,989,875
				9,397,365
Telecommunications — 1.8%
Crown Castle International Corp.
4.875%, 04/15/22		7,850		8,358,680
5.250%, 01/15/23		13,865		14,922,206
Level 3 Financing, Inc.
5.375%, 08/15/22		3,500		3,613,750
5.625%, 02/01/23		2,975		3,049,375
T-Mobile USA, Inc.
5.250%, 09/01/18		825		837,375
6.542%, 04/28/20		13,000		13,390,000
6.625%, 11/15/20		5,475		5,598,188
UPC Holding BV 6.375%, 09/15/22 144A @		4,975		5,564,262
Virgin Media Finance PLC 6.000%, 10/15/24 144A @		3,125		3,218,750
Virgin Media Secured Finance PLC
6.000%, 04/15/21 144A @		1,215		1,557,270
5.250%, 01/15/26 144A @		3,450		3,406,875
				63,516,731
TOTAL CORPORATE BONDS (Cost $750,811,622)				757,201,610
LOAN AGREEMENTS — 3.2%‡
Beverages — 0.1%
De Master Blenders
3.000%, 07/02/22		298		317,356
3.250%, 07/02/22		4,789		4,815,446
				5,132,802
Diversified Financial Services — 0.1%
Hilton Worldwide Finance LLC
3.500%, 10/26/20		323		325,454
3.256%, 10/25/23		4,389		4,436,160
				4,761,614
Entertainment — 0.0%
Kasima LLC 3.489%, 05/17/21•		365		367,594

	Par (000)		Value†
Food — 0.5%
Burger King 3.750%, 12/10/21	$	2,363	$	2,382,129
Chobani LLC 5.250%, 10/09/23		5,350		5,423,563
Pinnacle Foods Finance LLC•
3.270%, 04/29/20		3,725		3,755,158
3.387%, 04/29/20		4,246		4,277,292
				15,838,142
Healthcare Services — 0.3%
DaVita, Inc. 3.520%, 06/24/21•		9,339		9,418,885
Holding Companies — 0.5%
Intelsat Jackson Holdings 3.750%, 06/30/19		17,021		16,434,450
Insurance — 0.6%
Hub International Ltd. 4.000%, 10/02/20		19,354		19,490,790
Machinery — Diversified — 0.1%
Manitowoc Foodservice, Inc. 5.750%, 03/03/23		5,013		5,082,397
Media — 0.1%
Charter Communications Operating LLC•
3.020%, 07/01/20		3,043		3,055,602
3.020%, 01/03/21		1,431		1,436,749
				4,492,351
Retail — 0.3%
Dollar Tree, Inc. 4.250%, 07/06/22		250		253,333
Yum! Brands, Inc. 3.490%, 06/16/23		11,418		11,567,538
				11,820,871
Semiconductors — 0.1%
NXP BV 3.270%, 12/07/20		1,848		1,856,557
Telecommunications — 0.5%
Avago Technologies 3.700%, 02/01/23		1,045		1,059,115
UPC Financing Partnership 4.080%, 08/31/24		16,925		17,094,250
				18,153,365
TOTAL LOAN AGREEMENTS (Cost $111,842,425)				112,849,818
	Number of Contracts		Value†
PURCHASED OPTIONS — 0.0%
Call Option — 0.0%
Bristol Myers Squibb Co. $60.00 01/19/2018 (Cost $583,525)		2,166		1,115,490

84

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Flexibly Managed Fund

	Number of Shares			Value†
SHORT-TERM INVESTMENTS — 7.8%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares		30,878,211		$	30,878,211
T. Rowe Price Investment, Ltd.		241,824,474			241,824,474
TOTAL SHORT-TERM INVESTMENTS (Cost $272,702,685)					272,702,685
TOTAL INVESTMENTS — 98.5% (Cost $3,157,103,002)				$	3,442,995,720
Other Assets & Liabilities — 1.5%					51,599,784
TOTAL NET ASSETS — 100.0%				$	3,494,595,504
	Number of Contracts			Value†
WRITTEN OPTIONS
Call Options
Alphabet Inc., $880.00, 01/19/2018		(116	)		(414,120	)
Alphabet Inc., $900.00, 01/19/2018		(192	)		(576,000	)
Alphabet Inc., $920.00, 01/19/2018		(142	)		(335,120	)
Alphabet Inc., $940.00, 01/19/2018		(125	)		(246,750	)
Alphabet, Inc., $795.00, 01/20/2017		(117	)		(49,257	)
Alphabet, Inc., $800.00, 01/20/2017		(31	)		(32,550	)
Alphabet, Inc., $800.00, 01/20/2017		(170	)		(55,250	)
Alphabet, Inc., $820.00, 01/20/2017		(47	)		(4,465	)
Alphabet, Inc., $840.00, 01/20/2017		(47	)		(1,645	)
Alphabet, Inc., $900.00, 01/20/2017		(87	)		(870	)
Altria Group, Inc., $65.00, 01/20/2017		(1,456	)		(426,608	)
Altria Group, Inc., $67.50, 01/20/2017		(1,457	)		(161,727	)
Amazon.com $1000.00 01/19/2018		(105	)		(241,500	)
American Tower Corp., $105.00, 01/20/2017		(170	)		(43,010	)
American Tower Corp., $110.00, 01/20/2017		(331	)		(16,219	)
American Tower Corp., $115.00, 01/20/2017		(334	)		(5,678	)
Apple, Inc., $105.00, 01/20/2017		(704	)		(756,096	)
Apple, Inc., $110.00, 01/20/2017		(704	)		(443,520	)
Apple, Inc., $115.00, 01/20/2017		(2,045	)		(492,845	)
AutoZone, Inc., $840.00, 01/20/2017		(45	)		(4,275	)
Bristol - Myers Squibb Co., $50.00 01/19/2018		(2,166	)		(2,382,600	)
Comcast Corp., $65.00, 01/20/2017		(933	)		(431,979	)
Comcast Corp., $70.00, 01/20/2017		(318	)		(28,302	)
CVS Health Corp., $100.00, 01/20/2017		(386	)		(386	)
CVS Health Corp., $105.00, 01/20/2017		(564	)		(1,692	)
CVS Health Corp., $110.00, 01/20/2017		(967	)		(967	)
CVS Health Corp., $115.00, 01/20/2017		(436	)		(20,928	)
Danaher Corp., $100.00, 01/20/2017		(405	)		(194,400	)
Danaher Corp., $105.00, 01/20/2017		(1,119	)		(139,875	)
Danaher Corp., $110.00, 01/20/2017		(713	)		(3,565	)
Danaher Corp., $115.00, 01/20/2017		(289	)		(8,670	)
Danaher Corp., $87.50, 01/20/2017		(846	)		(8,460	)
Danaher Corp., $90.00 01/19/2018		(874	)		(126,730	)
Google $840.00 01/19/2018		(40	)		(192,400	)
Google $860.00 01/19/2018		(40	)		(163,920	)
Lowe’s Cos., Inc., $80.00, 01/20/2017		(234	)		(468	)

	Number of Contracts			Value†
Call Options — (continued)
Lowe’s Cos., Inc., $82.00, 01/20/2017		(1,117	)	$	(2,234	)
Lowe’s Cos., Inc., $82.50, 01/20/2017		(234	)		(234	)
Lowe’s Cos., Inc., $87.50, 01/20/2017		(426	)		(426	)
Lowe’s Cos., Inc., $90.00, 01/20/2017		(863	)		(1,726	)
LyondellBasell Industries NV, $87.50, 01/20/2017		(1,586	)		(206,180	)
LyondellBasell Industries NV, $90.00, 01/20/2017		(186	)		(10,230	)
Microsoft Corp., $57.50, 01/20/2017		(2,891	)		(1,402,135	)
Microsoft Corp., $60.00, 01/20/2017		(518	)		(131,572	)
Microsoft Corp., $62.50, 01/20/2017		(3,068	)		(257,712	)
Microsoft Corp., $65.00, 01/20/2017		(4,567	)		(63,938	)
PepsiCo, Inc., $100.00, 01/20/2017		(388	)		(194,000	)
PepsiCo, Inc., $105.00, 01/20/2017		(842	)		(90,094	)
PepsiCo, Inc., $110.00, 01/20/2017		(1,348	)		(5,392	)
Philip Morris International, Inc., $110.00, 01/20/2017		(271	)		(271	)
Philip Morris International, Inc., $92.50, 01/20/2017		(701	)		(63,791	)
Philip Morris International, Inc., $95.00, 01/20/2017		(1,300	)		(33,800	)
Philip Morris International, Inc., $97.50, 01/20/2017		(1,300	)		(3,900	)
Texas Instruments, Inc., $60.00, 01/20/2017		(598	)		(853,346	)
Texas Instruments, Inc., $72.50 01/20/2017		(186	)		(37,200	)
The Bank of New York Mellon Corp., $45.00, 01/20/2017		(2,763	)		(734,958	)
The Bank of New York Mellon Corp., $47.00, 01/20/2017		(1,901	)		(275,645	)
The Boeing Co., $160.00, 01/20/2017		(270	)		(32,400	)
The Boeing Co., $165.00, 01/20/2017		(269	)		(9,146	)
The Boeing Co., $170.00, 01/20/2017		(269	)		(2,959	)
Thermo Fisher Scientific, Inc., $155.00, 01/20/2017		(118	)		(1,180	)
Thermo Fisher Scientific, Inc., $160.00, 01/20/2017		(202	)		(1,616	)
Thermo Fisher Scientific, Inc., $165.00, 01/20/2017		(548	)		(1,644	)
Thermo Fisher Scientific, Inc., $170.00, 01/20/2017		(881	)		(4,405	)
UnitedHealth Group, Inc., $140.00, 01/20/2017		(891	)		(1,853,280	)
UnitedHealth Group, Inc., $145.00, 01/20/2017		(745	)		(1,214,350	)
UnitedHealth Group, Inc., $155.00, 01/20/2017		(84	)		(57,960	)
Visa, Inc., $85.00, 01/20/2017		(1,601	)		(4,803	)
Visa, Inc., $87.50, 01/20/2017		(1,227	)		(2,454	)
Visa, Inc., $90.00 01/19/2018		(1,611	)		(496,188	)
Visa, Inc., $90.00, 01/20/2017		(153	)		(153	)
Visa, Inc., $95.00, 01/20/2017		(326	)		(62,266	)
Zoetis, Inc., $55.00, 01/20/2017		(693	)		(20,790	)
TOTAL WRITTEN OPTIONS (Premiums $(16,242,366))					(16,147,225	)

85

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Flexibly Managed Fund

† See Security Valuation Note.

* Non-income producing security.

144A @ Security sold within the terms of a private placement memorandum, restricted and/or exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “accredited investors”. Unless otherwise indicated, the security is considered liquid.

• Variable Rate Security.

^ Illiquid security. The total market value of illiquid securities at December 31, 2016 is $616,625.

‡ Loan Agreements in which the Fund invests generally pay interest at rates which are periodically predetermined by reference to a base lending rate plus a premium. These base lending rates are generally (i) the Prime Rate offered by one or more major U.S. banks, (ii) the lending rate offered by one or more European banks such as the London Inter-Bank Offered Rate (“LIBOR”) or (iii) the Certificate of Deposit rate. Rate shown represents the actual rate at December 31, 2016. Loan Agreements, while exempt from registration under the Security Act of 1933, as amended (the “1933 Act”), contain certain restrictions on resale and cannot be sold publicly. Floating rate Loan Agreements often require repayments from excess cash flow or permit the borrower to repay at its election. The degree to which borrowers repay, whether as a contractual requirement or at their election, cannot be predicted with accuracy. As a result, the actual remaining maturity may be substantially less than the stated maturity shown.

LLC — Limited Liability Company.

LP — Limited Partnership.

PLC — Public Limited Company.

STEP — Step Coupon Bond.

Country Weightings as of 12/31/2016 ††
United States	91	%
United Kingdom	4
Canada	1
France	1
Germany	1
Ireland	1
Netherlands	1
Total	100	%

††% of total investments as of December 31, 2016

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
ASSET BACKED SECURITIES	$	10,148,693	$	—	$	10,148,693	$	—
COMMON STOCKS
Aerospace & Defense		12,578,944		12,578,944		—		—
Agriculture		139,226,626		139,226,626		—		—

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS (continued)
Auto Parts & Equipment	$	18,760,028	$	18,760,028	$	—	$	—
Banks		136,387,926		136,387,926		—		—
Beverages		57,990,166		57,990,166		—		—
Biotechnology		17,083,994		17,083,994		—		—
Building Materials		23,506,144		23,506,144		—		—
Chemicals		15,206,478		15,206,478		—		—
Commercial Services		74,257,480		69,326,302		4,931,178		—
Computers		39,992,646		39,992,646		—		—
Diversified		14,763,496		14,763,496		—		—
Diversified Financial Services		58,164,609		52,429,440		5,735,169		—
Electric		92,970,178		92,970,178		—		—
Electrical Components & Equipment		712,804		712,804		—		—
Electronics		121,853,778		121,853,778		—		—
Engineering & Construction		15,664,542		15,664,542		—		—
Food		88,911,096		88,911,096		—		—
Healthcare Products		51,819,964		51,819,964		—		—
Healthcare Services		177,721,602		177,721,602		—		—
Household Products & Wares		28,416,734		—		28,416,734		—
Insurance		126,388,643		126,388,643		—		—
Internet		145,196,327		145,196,327		—		—
Machinery — Diversified		29,009,358		29,009,358		—		—
Media		25,974,995		25,974,995		—		—
Miscellaneous Manufacturing		84,236,424		84,236,424		—		—
Oil & Gas		49,785,412		26,068,276		23,717,136		—
Pharmaceuticals		136,126,577		136,126,577		—		—
Retail		226,588,851		226,588,851		—		—
Semiconductors		5,720,848		5,720,848		—		—
Software		195,347,822		195,347,822		—		—
PREFERRED STOCKS		78,612,932		78,612,932
CORPORATE BONDS		757,201,610		—		757,201,610		—
LOAN AGREEMENTS		112,849,818		—		112,849,818		—
SHORT-TERM INVESTMENTS		272,702,685		272,702,685		—		—
PURCHASED OPTIONS		1,115,490		—		1,115,490		—
TOTAL INVESTMENTS	$	3,442,995,720	$	2,498,879,892	$	944,115,828	$	—

86

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Flexibly Managed Fund

LIABILITIES TABLE
Description	Total Market Value at 12/31/2016			Level 1 Quoted Price		Level 2 Significant Observable Input			Level 3 Significant Unobservable Input
WRITTEN OPTIONS	$	(16,147,225	)	$	—	$	(16,147,225	)	$	—
TOTAL LIABILITIES	$	(16,147,225	)	$	—	$	(16,147,225	)	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

87

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Balanced Fund

	Number of Shares		Value†
AFFILIATED EQUITY FUNDS — 59.8%
Penn Series Index 500 Fund* (Cost $20,444,558)		2,584,121	$	46,514,174
AFFILIATED FIXED INCOME FUNDS — 39.8%
Penn Series Quality Bond Fund* (Cost $25,510,540)		2,210,224		31,009,450
SHORT-TERM INVESTMENTS — 0.5%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $364,464)		364,464		364,464
TOTAL INVESTMENTS — 100.1% (Cost $46,319,562)			$	77,888,088
Other Assets & Liabilities — (0.1)%				(86,847	)
TOTAL NET ASSETS — 100.0%			$	77,801,241

† See Security Valuation Note.

* Non-income producing security.

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Signi ficant Obse rvable Input		Level 3 Signi ficant Unobse rvable Input
AFFILIATED EQUITY FUNDS	$	46,514,174	$	46,514,174	$	—	$	—
AFFILIATED FIXED INCOME FUNDS		31,009,450		31,009,450		—		—
SHORT-TERM INVESTMENTS		364,464		364,464		—		—
TOTAL INVESTMENTS	$	77,888,088	$	77,888,088	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

88

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Large Growth Stock Fund

	Number of Shares		Value†
COMMON STOCKS — 94.6%
Aerospace & Defense — 1.4%
The Boeing Co.		23,800	$	3,705,184
Agriculture — 1.4%
Philip Morris International, Inc.		39,900		3,650,451
Airlines — 1.6%
American Airlines Group, Inc.		79,107		3,693,506
Delta Air Lines, Inc.		11,900		585,361
				4,278,867
Auto Manufacturers — 2.1%
Ferrari N.V.*		36,160		2,102,342
Tesla Motors, Inc.*		16,052		3,430,152
				5,532,494
Auto Parts & Equipment — 0.7%
Delphi Automotive PLC		28,900		1,946,415
Banks — 3.4%
First Republic Bank		5,781		532,661
JPMorgan Chase & Co.		22,200		1,915,638
Morgan Stanley		100,800		4,258,800
State Street Corp.		27,600		2,145,072
				8,852,171
Biotechnology — 4.6%
Alexion Pharmaceuticals, Inc.*		29,700		3,633,795
Biogen, Inc.*		11,532		3,270,245
Celgene Corp.*		14,000		1,620,500
Illumina, Inc.*		11,640		1,490,386
Vertex Pharmaceuticals, Inc.*		25,726		1,895,234
				11,910,160
Building Materials — 0.4%
Martin Marietta Materials, Inc.		4,843		1,072,870
Chemicals — 0.3%
Ashland Global Holdings, Inc.		6,500		710,385
Commercial Services — 4.7%
Equifax, Inc.		3,191		377,272
IHS Markit Ltd.*		24,152		855,222
Mastercard, Inc., Class A		55,800		5,761,350
PayPal Holdings, Inc.*		128,955		5,089,854
				12,083,698
Computers — 2.9%
Apple, Inc.		65,100		7,539,882
Diversified Financial Services — 5.7%
Intercontinental Exchange, Inc.		52,600		2,967,692
TD Ameritrade Holding Corp.		47,480		2,070,128
The Charles Schwab Corp.		48,900		1,930,083
Visa, Inc., Class A		100,300		7,825,406
				14,793,309
Electric — 0.7%
NextEra Energy, Inc.		15,200		1,815,792

	Number of Shares		Value†
Electronics — 1.3%
Fortive Corp.		25,600	$	1,372,928
Honeywell International, Inc.		16,300		1,888,355
				3,261,283
Food — 0.9%
Mondelez International, Inc., Class A		50,200		2,225,366
Healthcare Products — 2.7%
Intuitive Surgical, Inc.*		6,260		3,969,904
Stryker Corp.		24,700		2,959,307
				6,929,211
Healthcare Services — 4.8%
Aetna, Inc.		21,023		2,607,062
Anthem, Inc.		7,900		1,135,783
Centene Corp.*		9,635		544,474
Cigna Corp.*		11,200		1,493,968
Humana, Inc.		12,211		2,491,410
UnitedHealth Group, Inc.		25,500		4,081,020
				12,353,717
Internet — 26.9%
Alibaba Group Holding Ltd. ADR*		34,500		3,029,445
Alphabet, Inc., Class A*		11,800		9,350,910
Alphabet, Inc., Class C*		10,340		7,980,619
Amazon.com, Inc.*		26,130		19,594,103
Ctrip.com International Ltd. ADR*		28,900		1,156,000
Facebook, Inc., Class A*		91,927		10,576,201
MercadoLibre, Inc.		6,600		1,030,524
Netflix, Inc.*		8,747		1,082,879
Tencent Holdings Ltd.*		130,900		3,173,947
The Priceline Group, Inc.*		7,620		11,171,377
VeriSign, Inc.*		20,636		1,569,781
				69,715,786
Lodging — 2.9%
Hilton Worldwide Holdings, Inc.		45,000		1,224,000
Las Vegas Sands Corp.		29,800		1,591,618
Marriott International, Inc., Class A		28,000		2,315,040
MGM Resorts International*		85,490		2,464,677
				7,595,335
Machinery — Diversified — 1.0%
Roper Technologies, Inc.		11,100		2,032,188
Wabtec Corp.		6,403		531,577
				2,563,765
Miscellaneous Manufacturing — 1.6%
Danaher Corp.		46,100		3,588,424
Illinois Tool Works, Inc.		4,700		575,562
				4,163,986
Pharmaceuticals — 2.0%
Allergan PLC*		5,513		1,157,785
Bristol-Myers Squibb Co.		33,200		1,940,208
Zoetis, Inc.		37,700		2,018,081
				5,116,074

89

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Large Growth Stock Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Retail — 8.3%
AutoZone, Inc.*		3,872	$	3,058,067
Costco Wholesale Corp.		2,100		336,231
Dollar General Corp.		12,900		955,503
Lowe’s Cos., Inc.		33,200		2,361,184
O’Reilly Automotive, Inc.*		6,200		1,726,142
Ross Stores, Inc.		29,300		1,922,080
Signet Jewelers Ltd.		11,435		1,077,863
Starbucks Corp.		39,100		2,170,832
The Home Depot, Inc.		14,200		1,903,936
Tractor Supply Co.		27,582		2,090,992
Walgreens Boots Alliance, Inc.		36,099		2,987,553
Yum! Brands, Inc.		16,800		1,063,944
				21,654,327
Semiconductors — 2.8%
ASML Holding N.V.*		19,900		2,232,780
NVIDIA Corp.		15,700		1,675,818
NXP Semiconductors N.V.*		35,098		3,439,955
				7,348,553
Software — 8.2%
Fidelity National Information Services, Inc.		8,600		650,504
Fiserv, Inc.*		19,503		2,072,779
Microsoft Corp.		167,200		10,389,808
salesforce.com, Inc.*		62,800		4,299,288
ServiceNow, Inc.*		32,627		2,425,491
Workday, Inc., Class A*		20,100		1,328,409
				21,166,279
Telecommunications — 0.7%
Palo Alto Networks, Inc.*		4,800		600,240
T-Mobile US, Inc.*		19,300		1,109,943
				1,710,183
Transportation — 0.6%
FedEx Corp.		7,700		1,433,740
TOTAL COMMON STOCKS (Cost $189,985,788)				245,129,283
PREFERRED STOCKS — 1.7%
Internet — 0.9%
Dropbox Inc., Class A*^,~		24,940		239,424
Flipkart Ltd., Ordinary Shares*^,~		566		52,723
Flipkart Ltd., Series A*^,~		196		18,257
Flipkart Ltd., Series C*^,~		341		31,764
Flipkart Ltd., Series E*^,~		636		59,243
Flipkart Ltd., Series G*^,~		2,888		269,017
Flipkart Ltd., Series H*^,~		2,579		240,234
Snapchat Inc. Series F CONV*^,~		12,884		395,797
Uber Technologies, Inc., Series G, CONV*^,~		12,545		611,847
Xiaoju Kuaizhi, Inc (didi), CONV*^,~		11,920		455,667
				2,373,973
Lodging — 0.6%
Airbnb, Inc., Series D*^,~		9,999		1,049,895
Airbnb, Inc., Series E, CONV*^,~		3,694		387,870
				1,437,765

	Number of Shares		Value†
Real Estate — 0.1%
WeWork Companies, Inc., Class A*^,~		923	$	29,905
WeWork Companies, Inc., Series E*^,~		8,297		268,823
				298,728
Software — 0.1%
Magic Leap Inc., Series C, CONV*^,~		15,808		364,106
TOTAL PREFERRED STOCKS (Cost $6,160,412)				4,474,572
REAL ESTATE INVESTMENT TRUSTS — 2.9%
Diversified — 2.9%
American Tower Corp.		37,400		3,952,432
Crown Castle International Corp.		22,000		1,908,940
Equinix, Inc.		4,800		1,715,568
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $6,160,412)				7,576,940
SHORT-TERM INVESTMENTS — 0.8%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares		1,745,183		1,745,183
T. Rowe Price Investment, Ltd.		399,327		399,327
TOTAL SHORT-TERM INVESTMENTS (Cost $2,144,510)				2,144,510
TOTAL INVESTMENTS — 100.0% (Cost $202,430,935)			$	259,325,305
Other Assets & Liabilities — 0.0%				(47,265	)
TOTAL NET ASSETS — 100.0%			$	259,278,040

^ Illiquid security. The total market value of illiquid securities at December 31, 2016 is $4,474,572.

† See Security Valuation Note.

* Non-income producing security.

~ Fair valued security. The total market value of fair valued securities at December 31, 2016 is $4,474,572.

ADR — American Depository Receipt.

CONV — Convertible Security.

PLC — Public Limited Company.

Country Weightings as of 12/31/2016††
United States	93	%
China	3
Netherlands	2
Italy	1
United Kingdom	1
Total	100	%

††% of total investments as of December 31, 2016

90

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Large Growth Stock Fund

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Signi ficant Unobse rvable Input
COMMON STOCKS
Aerospace & Defense	$	3,705,184	$	3,705,184	$	—	$	—
Agriculture		3,650,451		3,650,451		—		—
Airlines		4,278,867		4,278,867		—		—
Auto Manufacturers		5,532,494		5,532,494		—		—
Auto Parts & Equipment		1,946,415		1,946,415		—		—
Banks		8,852,171		8,852,171		—		—
Biotechnology		11,910,160		11,910,160		—		—
Building Materials		1,072,870		1,072,870		—		—
Chemicals		710,385		710,385		—		—
Commercial Services		12,083,698		12,083,698		—		—
Computers		7,539,882		7,539,882		—		—
Diversified Financial Services		14,793,309		14,793,309		—		—
Electric		1,815,792		1,815,792		—		—
Electronics		3,261,283		3,261,283		—		—
Food		2,225,366		2,225,366		—		—
Healthcare Products		6,929,211		6,929,211		—		—
Healthcare Services		12,353,717		12,353,717		—		—
Internet		69,715,786		66,541,839		3,173,947		—
Lodging		7,595,335		7,595,335		—		—
Machinery — Diversified		2,563,765		2,563,765		—		—
Miscellaneous Manufacturing		4,163,986		4,163,986		—		—
Pharmaceuticals		5,116,074		5,116,074		—		—
Retail		21,654,327		21,654,327		—		—
Semiconductors		7,348,553		7,348,553		—		—
Software		21,166,279		21,166,279		—		—
Telecommunications		1,710,183		1,710,183		—		—
Transportation		1,433,740		1,433,740		—		—
REAL ESTATE INVESTMENT TRUSTS
Diversified		3,952,432		3,952,432		—		—
Internet		1,715,568		1,715,568		—		—
Telecommunications		1,908,940		1,908,940		—		—
PREFERRED STOCKS		4,474,572		—		—		4,474,572
SHORT-TERM INVESTMENTS		2,144,510		2,144,510		—		—
TOTAL INVESTMENTS	$	259,325,305	$	251,676,786	$	3,173,947	$	4,474,572

Following is a reconciliation of Level 3 investments for which significant unobservable inputs were used to determine fair value:

	Investments in Securities (Market Value)
Balance as of 12/31/2015	$	3,814,644
Purchases		759,903
Sales		114,961
Realized Gain (Loss)		(115,858	)
Change in Appreciation/(Depreciation)		(99,078	)
Balance as of 12/31/2016	$	4,474,572

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

91

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Large Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — 98.1%
Advertising — 0.4%
Omnicom Group, Inc.		2,021	$	172,007
Aerospace & Defense — 1.0%
United Technologies Corp.		4,073		446,482
Apparel — 5.7%
LVMH Moet Hennessy Louis Vuitton S.E.		4,193		799,489
NIKE, Inc., Class B		20,611		1,047,657
VF Corp.		10,672		569,351
				2,416,497
Beverages — 3.1%
AMBEV S.A. ADR		62,831		308,500
PepsiCo, Inc.		5,905		617,840
Pernod Ricard S.A.		3,663		396,412
				1,322,752
Chemicals — 8.8%
Ecolab, Inc.		8,980		1,052,635
LyondellBasell Industries NV, Class A		1,860		159,551
Monsanto Co.		8,591		903,859
PPG Industries, Inc.		6,867		650,717
Praxair, Inc.		1,326		155,394
The Sherwin-Williams Co.		3,108		835,244
				3,757,400
Commercial Services — 4.5%
Equifax, Inc.		5,629		665,517
Mastercard, Inc., Class A		6,140		633,955
Moody’s Corp.		6,391		602,479
				1,901,951
Computers — 8.7%
Accenture PLC, Class A		14,685		1,720,054
Apple, Inc.		8,312		962,696
Cognizant Technology Solutions Corp., Class A*		18,662		1,045,632
				3,728,382
Cosmetics & Personal Care — 6.5%
Colgate-Palmolive Co.		17,202		1,125,699
Coty, Inc., Class A		34,621		633,910
L’Oreal S.A.		1,941		353,778
The Estee Lauder Cos., Inc., Class A		8,522		651,848
				2,765,235
Distribution & Wholesale — 1.5%
Fastenal Co.		5,478		257,356
W.W. Grainger, Inc.		1,655		384,374
				641,730
Diversified Financial Services — 6.6%
CME Group, Inc.		2,188		252,386
The Blackstone Group LP		27,698		748,677
The Charles Schwab Corp.		12,844		506,953
Visa, Inc., Class A		16,623		1,296,926
				2,804,942

	Number of Shares		Value†
Electronics — 8.4%
Amphenol Corp., Class A		9,718	$	653,050
Fortive Corp.		5,250		281,557
Mettler-Toledo International, Inc.*		1,854		776,010
Thermo Fisher Scientific, Inc.		10,334		1,458,127
Waters Corp.*		3,122		419,566
				3,588,310
Entertainment — 0.7%
Paddy Power Befair PLC		2,872		310,778
Food — 0.6%
Compass Group PLC		14,624		270,276
Healthcare Products — 3.2%
DENTSPLY SIRONA, Inc.		5,440		314,051
The Cooper Cos., Inc.		2,693		471,087
Zimmer Biomet Holdings, Inc.		5,797		598,250
				1,383,388
Household Products & Wares — 0.7%
Church & Dwight Co., Inc.		6,878		303,939
Insurance — 1.5%
Aon PLC		5,554		619,438
Internet — 6.0%
Alphabet, Inc., Class A*		3,253		2,577,840
Media — 2.9%
The Walt Disney Co.		1,974		205,730
Time Warner, Inc.		2,756		266,037
Twenty-First Century Fox, Inc., Class A		28,013		785,484
				1,257,251
Miscellaneous Manufacturing — 2.4%
Colfax Corp.*		10,450		375,469
Danaher Corp.		8,279		644,437
				1,019,906
Oil & Gas Services — 0.6%
Schlumberger Ltd.		2,962		248,660
Pharmaceuticals — 10.7%
Abbott Laboratories		28,722		1,103,212
Eli Lilly & Co.		8,313		611,421
Express Scripts Holding Co.*		4,867		334,801
Mead Johnson Nutrition Co.		13,750		972,950
Roche Holding AG		2,539		578,772
Zoetis, Inc.		18,455		987,896
				4,589,052
Retail — 5.2%
AutoZone, Inc.*		943		744,772
CVS Health Corp.		8,901		702,378
The TJX Cos., Inc.		10,500		788,865
				2,236,015
Semiconductors — 3.0%
Taiwan Semiconductor Manufacturing Co. Ltd. ADR		15,929		457,959
Texas Instruments, Inc.		11,468		836,820
				1,294,779

92

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Schedule of Investments — December 31, 2016

Large Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Software — 3.8%
Electronic Arts, Inc.*		3,189	$	251,166
Fidelity National Information Services, Inc.		11,110		840,360
Fiserv, Inc.*		5,038		535,439
				1,626,965
Transportation — 1.6%
Union Pacific Corp.		6,526		676,616
TOTAL COMMON STOCKS (Cost $36,619,992)				41,960,591
SHORT-TERM INVESTMENTS — 1.3%
Money Market — 1.3%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $580,111)		580,111		580,111
TOTAL INVESTMENTS — 99.4% (Cost $37,200,103)			$	42,540,702
Other Assets & Liabilities — 0.6%				250,245
TOTAL NET ASSETS — 100.0%			$	42,790,947

† See Security Valuation Note.

* Non-income producing security.

ADR — American Depository Receipt.

LP — Limited Partnership.

PLC — Public Limited Company.

Country Weightings as of 12/31/2016††
United States	86	%
Ireland	5
France	4
United Kingdom	2
Brazil	1
Switzerland	1
Taiwan	1
Total	100	%

††% of total investments as of December 31, 2016

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS
Advertising	$	172,007	$	172,007	$	—	$	—
Aerospace & Defense		446,482		446,482		—		—
Apparel		2,416,497		1,617,008		799,489		—
Beverages		1,322,752		926,340		396,412		—

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS (continued)
Chemicals	$	3,757,400	$	3,757,400	$	—	$	—
Commercial Services		1,901,951		1,901,951		—		—
Computers		3,728,382		3,728,382		—		—
Cosmetics & Personal Care		2,765,235		2,411,457		353,778		—
Distribution & Wholesale		641,730		641,730		—		—
Diversified Financial Services		2,804,942		2,804,942		—		—
Electronics		3,588,310		3,588,310		—		—
Entertainment		310,778		—		310,778		—
Food		270,276		—		270,276		—
Healthcare Products		1,383,388		1,383,388		—		—
Household Products & Wares		303,939		303,939		—		—
Insurance		619,438		619,438		—		—
Internet		2,577,840		2,577,840		—		—
Media		1,257,251		1,257,251		—		—
Miscellaneous Manufacturing		1,019,906		1,019,906		—		—
Oil & Gas Services		248,660		248,660		—		—
Pharmaceuticals		4,589,052		4,010,280		578,772		—
Retail		2,236,015		2,236,015		—		—
Semiconductors		1,294,779		1,294,779		—		—
Software		1,626,965		1,626,965		—		—
Transportation		676,616		676,616		—		—
TOTAL COMMON STOCKS		41,960,591		39,251,086		2,709,505		—
SHORT-TERM INVESTMENTS		580,111		580,111		—		—
TOTAL INVESTMENTS	$	42,540,702	$	39,831,197	$	2,709,505	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

93

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Large Core Growth Fund

	Number of Shares			Value†
COMMON STOCKS — 96.5%
Aerospace & Defense — 7.5%
TransDigm Group, Inc.		10,180		$	2,534,413
United Technologies Corp.		46,411			5,087,574
					7,621,987
Apparel — 2.7%
Michael Kors Holdings Ltd.*		42,308			1,818,398
Under Armour, Inc., Class A*		32,264			937,269
					2,755,667
Auto Parts & Equipment — 0.0%
Adient PLC*		—	(1)		18
Building Materials — 1.4%
Martin Marietta Materials, Inc.		6,482			1,435,957
Chemicals — 1.7%
The Sherwin-Williams Co.		6,268			1,684,462
Commercial Services — 9.4%
IHS Markit Ltd.*		71,487			2,531,355
S&P Global Inc.		41,178			4,428,282
Verisk Analytics, Inc.*		31,177			2,530,637
					9,490,274
Diversified Financial Services — 7.8%
Mastercard, Inc., Class A		47,707			4,925,748
Visa, Inc., Class A		37,888			2,956,022
					7,881,770
Electronics — 1.1%
Fortive Corp.		20,535			1,101,292
Healthcare Products — 1.6%
Danaher Corp.		20,235			1,575,092
Insurance — 5.0%
Berkshire Hathaway, Inc., Class B*		30,995			5,051,565
Internet — 29.4%
Alphabet, Inc., Class C*		8,878			6,852,218
Amazon.com, Inc.*		12,589			9,440,113
Facebook, Inc., Class A*		75,500			8,686,275
The Priceline Group, Inc.*		1,676			2,457,117
Twitter, Inc.*		140,602			2,291,813
					29,727,536
Leisure Time — 1.6%
Harley-Davidson, Inc.		27,205			1,587,140
Lodging — 3.2%
Marriott International, Inc., Class A		38,965			3,221,626
Media — 1.2%
The Walt Disney Co.		11,235			1,170,912
Oil & Gas — 1.1%
Phillips 66		13,001			1,123,416
Pharmaceuticals — 2.9%
Zoetis, Inc.		55,446			2,968,024

	Number of Shares		Value†
Retail — 13.1%
Chipotle Mexican Grill, Inc.*		2,481	$	936,131
Dollar Tree, Inc.*		28,939		2,233,512
Dunkin’ Brands Group, Inc.		47,866		2,510,093
Starbucks Corp.		28,403		1,576,934
The Home Depot, Inc.		12,574		1,685,922
The TJX Cos., Inc.		35,228		2,646,680
Tiffany & Co.		20,845		1,614,028
				13,203,300
Software — 5.8%
MSCI, Inc.		32,876		2,589,971
salesforce.com, Inc.*		47,695		3,265,200
				5,855,171
TOTAL COMMON STOCKS (Cost $91,681,278)				97,455,209
SHORT-TERM INVESTMENTS — 3.6%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $3,646,837)		3,646,837		3,646,837
TOTAL INVESTMENTS — 100.1% (Cost $95,328,115)			$	101,102,046
Other Assets & Liabilities — (0.1)%				(81,607	)
TOTAL NET ASSETS — 100.0%			$	101,020,439

† See Security Valuation Note.

* Non-income producing security.

⁽¹⁾  Less than 0.50 shares.

PLC — Public Limited Company.

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	97,455,209	$	97,455,209	$	—	$	—
SHORT-TERM INVESTMENTS		3,646,837		3,646,837		—		—
TOTAL INVESTMENTS	$	101,102,046	$	101,102,046	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

94

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Large Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — 95.9%
Aerospace & Defense — 4.9%
Harris Corp.		28,543	$	2,924,801
Northrop Grumman Corp.		12,772		2,970,512
United Technologies Corp.		37,654		4,127,631
				10,022,944
Agriculture — 1.5%
Philip Morris International, Inc.		34,083		3,118,254
Apparel — 0.8%
Ralph Lauren Corp.		18,162		1,640,392
Banks — 15.3%
Bank of America Corp.		248,470		5,491,187
Citigroup, Inc.		64,306		3,821,706
Fifth Third Bancorp		90,471		2,440,003
JPMorgan Chase & Co.		80,417		6,939,183
State Street Corp.		26,777		2,081,108
The PNC Financial Services Group, Inc.		37,749		4,415,123
Wells Fargo & Co.		105,240		5,799,776
				30,988,086
Beverages — 1.4%
PepsiCo, Inc.		26,948		2,819,569
Building Materials — 2.3%
Johnson Controls International PLC		57,213		2,356,603
Vulcan Materials Co.		18,772		2,349,316
				4,705,919
Chemicals — 1.5%
E.I. du Pont de Nemours & Co.		40,546		2,976,076
Computers — 1.6%
Apple, Inc.		27,677		3,205,550
Diversified Financial Services — 6.1%
Alliance Data Systems Corp.		11,620		2,655,170
American Express Co.		27,922		2,068,462
Ameriprise Financial, Inc.		22,318		2,475,959
Discover Financial Services		39,028		2,813,528
FNF Group		68,874		2,338,961
				12,352,080
Electric — 2.9%
NextEra Energy, Inc.		24,747		2,956,277
PG&E Corp.		46,695		2,837,655
				5,793,932
Electronics — 1.5%
Honeywell International, Inc.		26,172		3,032,026
Food — 1.5%
Mondelez International, Inc., Class A		67,122		2,975,518
Healthcare Products — 2.5%
Abbott Laboratories		46,891		1,801,083
Medtronic PLC		44,481		3,168,382
				4,969,465

	Number of Shares		Value†
Healthcare Services — 3.3%
Aetna, Inc.		11,695	$	1,450,297
Humana, Inc.		7,869		1,605,512
UnitedHealth Group, Inc.		22,766		3,643,471
				6,699,280
Housewares — 1.2%
Newell Brands, Inc.		52,883		2,361,226
Insurance — 6.0%
American International Group, Inc.		55,135		3,600,867
MetLife, Inc.		58,583		3,157,038
The Travelers Cos., Inc.		24,297		2,974,439
Unum Group		57,442		2,523,427
				12,255,771
Internet — 2.0%
Liberty Interactive Corp. QVC Group, Class A*		101,163		2,021,237
Symantec Corp.		87,167		2,082,419
				4,103,656
Leisure Time — 1.0%
Harley-Davidson, Inc.		35,429		2,066,928
Media — 2.0%
Comcast Corp., Class A		57,598		3,977,142
Miscellaneous Manufacturing — 2.4%
Eaton Corp. PLC		35,866		2,406,250
Pentair PLC		42,431		2,379,106
				4,785,356
Oil & Gas — 7.2%
Anadarko Petroleum Corp.		47,439		3,307,922
Chevron Corp.		37,098		4,366,435
Hess Corp.		43,267		2,695,101
Marathon Petroleum Corp.		44,675		2,249,386
Royal Dutch Shell PLC ADR, Class A		37,915		2,061,818
				14,680,662
Oil & Gas Services — 2.9%
Baker Hughes, Inc.		23,438		1,522,767
Halliburton Co.		80,279		4,342,291
				5,865,058
Packaging and Containers — 1.3%
Sealed Air Corp.		59,445		2,695,236
Pharmaceuticals — 7.4%
Allergan PLC*		12,552		2,636,046
Eli Lilly & Co.		29,919		2,200,542
Merck & Co., Inc.		61,035		3,593,130
Pfizer, Inc.		123,733		4,018,848
Teva Pharmaceutical Industries Ltd. ADR		69,022		2,502,048
				14,950,614
Real Estate — 1.0%
CBRE Group, Inc., Class A*		65,957		2,076,986

95

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Large Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Retail — 3.8%
Advance Auto Parts, Inc.		15,492	$	2,620,007
CVS Health Corp.		33,635		2,654,138
Dollar General Corp.		31,978		2,368,610
				7,642,755
Semiconductors — 1.5%
QUALCOMM, Inc.		45,468		2,964,514
Software — 3.8%
Microsoft Corp.		73,718		4,580,837
Oracle Corp.		80,721		3,103,722
				7,684,559
Telecommunications — 3.9%
Cisco Systems, Inc.		110,494		3,339,128
Verizon Communications, Inc.		54,894		2,930,242
Vodafone Group PLC-ADR		66,707		1,629,652
				7,899,022
Transportation — 1.4%
Norfolk Southern Corp.		26,523		2,866,341
TOTAL COMMON STOCKS (Cost $156,634,508)				194,174,917
REAL ESTATE INVESTMENT TRUSTS — 1.7%
Advertising — 0.5%
Outfront Media, Inc.		41,337		1,028,051
Diversified — 1.2%
Weyerhaeuser Co.		84,400		2,539,596
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $3,395,462)				3,567,647
SHORT-TERM INVESTMENTS — 1.6%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $3,188,824)		3,188,824		3,188,824
TOTAL INVESTMENTS — 99.2% (Cost $163,218,794)			$	200,931,388
Other Assets & Liabilities — 0.8%				1,621,231
TOTAL NET ASSETS — 100.0%			$	202,552,619

† See Security Valuation Note.

* Non-income producing security.

ADR — American Depository Receipt.

PLC — Public Limited Company.

Country Weightings as of 12/31/2016††
United States	95	%
United Kingdom	2
Ireland	1
Israel	1
Netherlands	1
Total	100	%

††% of total investments as of December 31, 2016

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Signi ficant Unobse rvable Input
COMMON STOCKS	$	194,174,917	$	194,174,917	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		3,567,647		3,567,647		—		—
SHORT-TERM INVESTMENTS		3,188,824		3,188,824		—		—
TOTAL INVESTMENTS	$	200,931,388	$	200,931,388	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

96

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Large Core Value Fund

	Number of Shares		Value†
COMMON STOCKS — 95.7%
Aerospace & Defense — 1.3%
United Technologies Corp.		22,758	$	2,494,732
Agriculture — 2.3%
Altria Group, Inc.		65,396		4,422,078
Auto Parts & Equipment — 1.5%
The Goodyear Tire & Rubber Co.		90,397		2,790,555
Banks — 14.3%
Credit Suisse Group AG ADR		130,882		1,872,922
JPMorgan Chase & Co.		102,713		8,863,105
KeyCorp.		166,957		3,050,304
The Goldman Sachs Group, Inc.		12,451		2,981,392
U.S. Bancorp		50,024		2,569,733
Wells Fargo & Co.		146,029		8,047,658
				27,385,114
Biotechnology — 0.4%
Biogen, Inc.*		2,868		813,307
Chemicals — 1.3%
PPG Industries, Inc.		26,987		2,557,288
Computers — 2.1%
Apple, Inc.		34,317		3,974,595
Cosmetics & Personal Care — 1.5%
The Estee Lauder Cos., Inc., Class A		14,891		1,139,012
The Procter & Gamble Co.		21,211		1,783,421
				2,922,433
Diversified Financial Services — 5.3%
E*TRADE Financial Corp.*		75,027		2,599,686
iShares Russell 1000 Value ETF		5,581		625,239
Lazard Ltd, Class A		41,356		1,699,318
The Charles Schwab Corp.		53,425		2,108,685
Visa, Inc., Class A		40,646		3,171,201
				10,204,129
Electric — 4.4%
NextEra Energy, Inc.		38,800		4,635,048
PG&E Corp.		62,376		3,790,590
				8,425,638
Electrical Components & Equipment — 1.7%
Hubbell, Inc.		27,968		3,263,866
Electronics — 0.8%
Thermo Fisher Scientific, Inc.		11,113		1,568,044
Food — 3.3%
General Mills, Inc.		36,051		2,226,870
Kellogg Co.		24,047		1,772,504
The Kroger Co.		68,431		2,361,554
				6,360,928
Forest Products & Paper — 0.7%
International Paper Co.		25,396		1,347,512
Gas — 2.1%
Sempra Energy		39,454		3,970,651

	Number of Shares		Value†
Healthcare Products — 1.1%
Zimmer Biomet Holdings, Inc.		20,607	$	2,126,642
Healthcare Services — 0.8%
Aetna, Inc.		12,589		1,561,162
Home Furnishings — 1.1%
Whirlpool Corp.		11,938		2,169,970
Insurance — 5.0%
Alleghany Corp.*		1,911		1,162,117
American Financial Group, Inc.		20,402		1,797,824
Chubb, Ltd.		34,367		4,540,568
W. R. Berkley Corp.		31,060		2,065,801
				9,566,310
Internet — 3.6%
Alphabet, Inc., Class C*		3,950		3,048,689
CDW Corp.		19,150		997,524
eBay, Inc.*		96,031		2,851,160
				6,897,373
Machinery — Construction & Mining — 1.6%
Caterpillar, Inc.		32,394		3,004,220
Miscellaneous Manufacturing — 4.5%
General Electric Co.		231,979		7,330,536
Trinity Industries, Inc.		44,997		1,249,117
				8,579,653
Oil & Gas — 10.1%
Anadarko Petroleum Corp.		39,131		2,728,605
Chevron Corp.		56,708		6,674,532
EOG Resources, Inc.		21,424		2,165,966
Exxon Mobil Corp.		13,597		1,227,265
Occidental Petroleum Corp.		57,425		4,090,383
Pioneer Natural Resources Co.		14,030		2,526,382
				19,413,133
Oil & Gas Services — 3.8%
Halliburton Co.		53,019		2,867,798
Oceaneering International, Inc.		47,031		1,326,744
Schlumberger Ltd.		36,740		3,084,323
				7,278,865
Pharmaceuticals — 10.0%
Allergan PLC*		13,664		2,869,577
Eli Lilly & Co.		27,708		2,037,924
Johnson & Johnson		61,404		7,074,355
Pfizer, Inc.		157,482		5,115,015
Zoetis, Inc.		36,561		1,957,110
				19,053,981
Retail — 2.8%
L Brands, Inc.		20,026		1,318,512
Sally Beauty Holdings, Inc.*		32,646		862,507
The Home Depot, Inc.		23,015		3,085,851
				5,266,870

97

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Schedule of Investments — December 31, 2016

Large Core Value Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Semiconductors — 2.9%
Intel Corp.		124,821	$	4,527,257
NXP Semiconductors N.V.*		9,875		967,849
				5,495,106
Telecommunications — 3.5%
Verizon Communications, Inc.		125,475		6,697,856
Transportation — 1.9%
C.H. Robinson Worldwide, Inc.		49,024		3,591,498
TOTAL COMMON STOCKS (Cost $161,971,138)				183,203,509
REAL ESTATE INVESTMENT TRUSTS — 5.0%
Apartments — 1.3%
Equity Residential		38,897		2,503,411
Regional Malls — 1.8%
Simon Property Group, Inc.		18,839		3,347,125
Storage & Warehousing — 0.7%
Public Storage		6,305		1,409,167
Strip Centers — 1.2%
Federal Realty Investment Trust		16,162		2,296,782
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $10,229,625)				9,556,485
SHORT-TERM INVESTMENTS — 0.7%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $1,298,826)		1,298,826		1,298,826
TOTAL INVESTMENTS — 101.4% (Cost $173,499,589)			$	194,058,820
Other Assets & Liabilities — (1.4)%				(2,672,562	)
TOTAL NET ASSETS — 100.0%			$	191,386,258

† See Security Valuation Note.

* Non-income producing security.

ADR — American Depository Receipt.

PLC — Public Limited Company.

Country Weightings as of 12/31/2016††
United States	94	%
Switzerland	3
France	2
Bermuda	1
Total	100	%

††% of total investments as of December 31, 2016

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Signi ficant Unobse rvable Input
COMMON STOCKS	$	183,203,509	$	183,203,509	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		9,556,485		9,556,485		—		—
SHORT-TERM INVESTMENTS		1,298,826		1,298,826		—		—
TOTAL INVESTMENTS	$	194,058,820	$	194,058,820	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

98

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Schedule of Investments — December 31, 2016

Index 500 Fund

	Number of Shares		Value†
COMMON STOCKS — 96.8%
Advertising — 0.2%
Omnicom Group, Inc.		5,167	$	439,763
The Interpublic Group of Cos., Inc.		9,034		211,486
				651,249
Aerospace & Defense — 2.2%
Arconic, Inc.		9,449		175,185
General Dynamics Corp.		6,397		1,104,506
Harris Corp.		2,600		266,422
L-3 Communications Holdings, Inc.		1,800		273,798
Lockheed Martin Corp.		5,598		1,399,164
Northrop Grumman Corp.		3,992		928,460
Raytheon Co.		6,476		919,592
Rockwell Collins, Inc.		2,945		273,178
The Boeing Co.		12,921		2,011,541
TransDigm Group, Inc.		1,100		273,856
United Technologies Corp.		17,342		1,901,030
				9,526,732
Agriculture — 1.8%
Altria Group, Inc.		43,478		2,939,983
Archer-Daniels-Midland Co.		12,899		588,839
Philip Morris International, Inc.		34,553		3,161,254
Reynolds American, Inc.		18,354		1,028,558
				7,718,634
Airlines — 0.6%
Alaska Air Group, Inc.		2,800		248,444
American Airlines Group, Inc.		11,900		555,611
Delta Air Lines, Inc.		16,600		816,554
Southwest Airlines Co.		14,017		698,607
United Continental Holdings, Inc.*		6,600		481,008
				2,800,224
Apparel — 0.6%
Coach, Inc.		6,277		219,821
Hanesbrands, Inc.		8,700		187,659
Michael Kors Holdings Ltd.*		4,000		171,920
NIKE, Inc., Class B		29,792		1,514,327
Ralph Lauren Corp.		1,228		110,913
Under Armour, Inc., Class A*		3,900		113,295
Under Armour, Inc., Class C*		3,927		98,843
VF Corp.		7,232		385,827
				2,802,605
Auto Manufacturers — 0.6%
Ford Motor Co.		86,667		1,051,271
General Motors Co.		31,600		1,100,944
PACCAR, Inc.		7,944		507,621
				2,659,836
Auto Parts & Equipment — 0.2%
BorgWarner, Inc.		4,300		169,592
Delphi Automotive PLC		6,100		410,835
The Goodyear Tire & Rubber Co.		6,106		188,492
				768,919

	Number of Shares		Value†
Banks — 8.2%
Bank of America Corp.		227,411	$	5,025,783
BB&T Corp.		17,799		836,909
Capital One Financial Corp.		11,241		980,665
Citigroup, Inc.		64,669		3,843,279
Citizens Financial Group, Inc.		11,300		402,619
Comerica, Inc.		3,844		261,815
Fifth Third Bancorp		16,746		451,640
Huntington Bancshares, Inc.		24,565		324,749
JPMorgan Chase & Co.		80,364		6,934,609
KeyCorp.		24,699		451,251
M&T Bank Corp.		3,452		539,996
Morgan Stanley		32,863		1,388,462
Northern Trust Corp.		4,647		413,815
Regions Financial Corp.		28,294		406,302
State Street Corp.		8,247		640,957
SunTrust Banks, Inc.		11,088		608,177
The Bank of New York Mellon Corp.		23,780		1,126,696
The Goldman Sachs Group, Inc.		8,443		2,021,676
The PNC Financial Services Group, Inc.		10,983		1,284,572
U.S. Bancorp		35,956		1,847,060
Wells Fargo & Co.		101,037		5,568,149
Zions Bancorporation		4,804		206,764
				35,565,945
Beverages — 2.1%
Brown-Forman Corp., Class B		3,886		174,559
Constellation Brands, Inc., Class A		3,923		601,435
Dr. Pepper Snapple Group, Inc.		4,000		362,680
Molson Coors Brewing Co., Class B		4,138		402,669
Monster Beverage Corp.*		8,904		394,803
PepsiCo, Inc.		32,139		3,362,704
The Coca-Cola Co.		86,386		3,581,564
				8,880,414
Biotechnology — 2.3%
Alexion Pharmaceuticals, Inc.*		5,000		611,750
Amgen, Inc.		16,645		2,433,665
Biogen, Inc.*		4,833		1,370,542
Celgene Corp.*		17,356		2,008,957
Gilead Sciences, Inc.		29,478		2,110,920
Illumina, Inc.*		3,200		409,728
Regeneron Pharmaceuticals, Inc.*		1,700		624,053
Vertex Pharmaceuticals, Inc.*		5,400		397,818
				9,967,433
Building Materials — 0.5%
Fortune Brands Home & Security, Inc.		3,500		187,110
Johnson Controls International PLC		21,198		873,146
Martin Marietta Materials, Inc.		1,400		310,142
Masco Corp.		7,377		233,261
Vulcan Materials Co.		3,041		380,581
				1,984,240

99

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Schedule of Investments — December 31, 2016

Index 500 Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Chemicals — 2.1%
Air Products & Chemicals, Inc.		4,721	$	678,974
Albemarle Corp.		2,600		223,808
CF Industries Holdings, Inc.		5,300		166,844
E.I. du Pont de Nemours & Co.		19,423		1,425,648
Eastman Chemical Co.		3,282		246,839
Ecolab, Inc.		5,833		683,744
FMC Corp.		3,100		175,336
International Flavors & Fragrances, Inc.		1,875		220,931
LyondellBasell Industries NV, Class A		7,500		643,350
Monsanto Co.		9,836		1,034,846
PPG Industries, Inc.		5,828		552,261
Praxair, Inc.		6,426		753,063
The Dow Chemical Co.		24,979		1,429,299
The Mosaic Co.		7,600		222,908
The Sherwin-Williams Co.		1,734		465,995
				8,923,846
Commercial Services — 1.9%
Allegion PLC		2,266		145,024
Alliance Data Systems Corp.		1,300		297,050
Automatic Data Processing, Inc.		10,243		1,052,776
Cintas Corp.		1,955		225,920
Equifax, Inc.		2,677		316,502
Global Payments, Inc.		3,481		241,616
H&R Block, Inc.		5,266		121,065
Mastercard, Inc., Class A		21,300		2,199,225
Moody’s Corp.		3,673		346,254
Paychex, Inc.		7,275		442,902
PayPal Holdings, Inc.*		24,728		976,014
Quanta Services, Inc.*		3,400		118,490
Robert Half International, Inc.		2,707		132,048
S&P Global Inc.		5,986		643,734
The Western Union Co.		11,178		242,786
Total System Services, Inc.		3,477		170,477
United Rentals, Inc.*		1,900		200,602
Verisk Analytics, Inc.*		3,600		292,212
				8,164,697
Computers — 5.1%
Accenture PLC, Class A		13,900		1,628,107
Apple, Inc.		120,002		13,898,631
Cognizant Technology Solutions Corp., Class A*		13,504		756,629
CSRA, Inc.		3,357		106,887
Hewlett Packard Enterprise Co.		37,383		865,042
HP, Inc.		37,583		557,732
International Business Machines Corp.		19,320		3,206,927
NetApp, Inc.		6,421		226,469
Seagate Technology PLC		6,900		263,373
Teradata Corp.*		2,616		71,077
Western Digital Corp.		6,197		421,086
				22,001,960
Cosmetics & Personal Care — 1.6%
Colgate-Palmolive Co.		19,870		1,300,293
Coty, Inc., Class A		10,656		195,111

	Number of Shares		Value†
Cosmetics & Personal Care — (continued)
The Estee Lauder Cos., Inc., Class A		5,074	$	388,110
The Procter & Gamble Co.		59,368		4,991,662
				6,875,176
Distribution & Wholesale — 0.3%
Fastenal Co.		6,700		314,766
Genuine Parts Co.		3,405		325,314
LKQ Corp.*		7,000		214,550
W.W. Grainger, Inc.		1,272		295,422
				1,150,052
Diversified Financial Services — 2.7%
Affiliated Managers Group, Inc.*		1,100		159,830
American Express Co.		17,180		1,272,694
Ameriprise Financial, Inc.		3,646		404,487
BlackRock, Inc.		2,699		1,027,078
CME Group, Inc.		7,460		860,511
Discover Financial Services		8,878		640,015
E*TRADE Financial Corp.*		5,881		203,777
Franklin Resources, Inc.		7,656		303,025
Intercontinental Exchange, Inc.		13,350		753,207
Invesco Ltd.		8,867		269,025
Nasdaq, Inc.		2,500		167,800
Navient Corp.		7,534		123,784
Synchrony Financial		17,912		649,668
T. Rowe Price Group, Inc.		5,581		420,026
The Charles Schwab Corp.		27,069		1,068,413
Visa, Inc., Class A		41,956		3,273,407
				11,596,747
Diversified Operations — 0.0%
Leucadia National Corp.		7,260		168,795
Electric — 2.9%
AES Corp.		14,644		170,163
Alliant Energy Corp.		5,200		197,028
Ameren Corp.		5,398		283,179
American Electric Power Co., Inc.		11,157		702,445
CMS Energy Corp.		6,243		259,834
Consolidated Edison, Inc.		6,834		503,529
Dominion Resources, Inc.		13,809		1,057,631
DTE Energy Co.		4,092		403,103
Duke Energy Corp.		15,418		1,196,745
Edison International		7,400		532,726
Entergy Corp.		4,147		304,680
Eversource Energy		7,193		397,269
Exelon Corp.		20,310		720,802
FirstEnergy Corp.		9,256		286,658
NextEra Energy, Inc.		10,315		1,232,230
NRG Energy, Inc.		7,800		95,628
PG&E Corp.		10,950		665,432
Pinnacle West Capital Corp.		2,569		200,459
PPL Corp.		15,298		520,897
Public Service Enterprise Group, Inc.		11,249		493,606
SCANA Corp.		3,100		227,168
The Southern Co.		21,643		1,064,619

100

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Schedule of Investments — December 31, 2016

Index 500 Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Electric — (continued)
WEC Energy Group, Inc.		7,050	$	413,483
Xcel Energy, Inc.		11,630		473,341
				12,402,655
Electrical Components & Equipment — 0.3%
Acuity Brands, Inc.		1,000		230,860
AMETEK, Inc.		5,300		257,580
Emerson Electric Co.		14,176		790,312
				1,278,752
Electronics — 1.3%
Agilent Technologies, Inc.		7,345		334,638
Amphenol Corp., Class A		6,900		463,680
FLIR Systems, Inc.		3,043		110,126
Fortive Corp.		6,784		363,826
Garmin Ltd.		2,800		135,772
Honeywell International, Inc.		16,908		1,958,792
Mettler-Toledo International, Inc.*		600		251,136
PerkinElmer, Inc.		2,516		131,209
TE Connectivity Ltd.		7,900		547,312
Thermo Fisher Scientific, Inc.		8,682		1,225,030
Waters Corp.*		1,858		249,697
				5,771,218
Engineering & Construction — 0.1%
Fluor Corp.		3,170		166,488
Jacobs Engineering Group, Inc.*		2,583		147,231
				313,719
Environmental Control — 0.3%
Republic Services, Inc.		5,314		303,164
Stericycle, Inc.*		2,000		154,080
Waste Management, Inc.		9,000		638,190
				1,095,434
Food — 1.8%
Campbell Soup Co.		4,016		242,848
Conagra Brands, Inc.		9,202		363,939
General Mills, Inc.		13,510		834,513
Hormel Foods Corp.		6,200		215,822
Kellogg Co.		5,766		425,012
Lamb Weston Holdings, Inc.*		0		0
McCormick & Co., Inc.		2,619		244,431
Mondelez International, Inc., Class A		34,663		1,536,611
Sysco Corp.		11,252		623,023
The Hershey Co.		3,187		329,632
The J.M. Smucker Co.		2,634		337,310
The Kraft Heinz Co.		13,354		1,166,071
The Kroger Co.		21,490		741,620
Tyson Foods, Inc., Class A		6,649		410,110
Whole Foods Market, Inc.		6,786		208,737
				7,679,679
Forest Products & Paper — 0.1%
International Paper Co.		9,267		491,707

	Number of Shares		Value†
Gas — 0.2%
CenterPoint Energy, Inc.		9,322	$	229,694
NiSource, Inc.		7,365		163,061
Sempra Energy		5,398		543,255
				936,010
Hand & Machine Tools — 0.1%
Snap-On, Inc.		1,328		227,446
Stanley Black & Decker, Inc.		3,340		383,065
				610,511
Healthcare Products — 2.0%
Baxter International, Inc.		11,042		489,602
Becton Dickinson & Co.		4,735		783,879
Boston Scientific Corp.*		30,548		660,753
C.R. Bard, Inc.		1,642		368,892
DENTSPLY SIRONA, Inc.		5,100		294,423
Edwards Lifesciences Corp.*		4,700		440,390
Henry Schein, Inc.*		1,900		288,249
Hologic, Inc.*		5,700		228,684
Intuitive Surgical, Inc.*		907		575,192
Medtronic PLC		30,797		2,193,670
Patterson Cos., Inc.		1,974		80,993
St. Jude Medical, Inc.		6,430		515,622
Stryker Corp.		6,881		824,413
The Cooper Cos., Inc.		1,100		192,423
Varian Medical Systems, Inc.*		2,157		193,656
Zimmer Biomet Holdings, Inc.		4,529		467,393
				8,598,234
Healthcare Services — 2.0%
Aetna, Inc.		7,893		978,811
Anthem, Inc.		5,795		833,147
Centene Corp.*		3,900		220,389
Cigna Corp.*		5,694		759,523
DaVita, Inc.*		3,698		237,411
Envision Healthcare Corp.*		2,623		166,010
HCA Holdings, Inc.*		6,500		481,130
Humana, Inc.		3,310		675,339
Laboratory Corp. of America Holdings*		2,377		305,159
Quest Diagnostics, Inc.		3,187		292,885
UnitedHealth Group, Inc.		21,141		3,383,406
Universal Health Services, Inc., Class B		2,055		218,611
				8,551,821
Home Builders — 0.1%
D.R. Horton, Inc.		7,376		201,586
Lennar Corp., Class A		4,036		173,266
PulteGroup, Inc.		6,834		125,609
				500,461
Home Furnishings — 0.1%
Harman International Industries, Inc.		1,438		159,848
Whirlpool Corp.		1,669		303,374
				463,222

101

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Index 500 Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Household Products & Wares — 0.4%
Avery Dennison Corp.		1,883	$	132,224
Church & Dwight Co., Inc.		5,600		247,464
Kimberly-Clark Corp.		8,087		922,889
The Clorox Co.		2,797		335,696
				1,638,273
Housewares — 0.1%
Newell Brands, Inc.		10,416		465,074
Insurance — 4.4%
Aflac, Inc.		9,310		647,976
American International Group, Inc.		22,585		1,475,026
Aon PLC		5,944		662,934
Arthur J Gallagher & Co.		4,000		207,840
Assurant, Inc.		1,160		107,718
Berkshire Hathaway, Inc., Class B*		42,250		6,885,905
Chubb, Ltd.		10,460		1,381,975
Cincinnati Financial Corp.		3,292		249,369
Lincoln National Corp.		5,073		336,188
Loews Corp.		6,225		291,517
Marsh & McLennan Cos., Inc.		11,409		771,134
MetLife, Inc.		24,385		1,314,108
Principal Financial Group, Inc.		6,065		350,921
Prudential Financial, Inc.		9,630		1,002,098
The Allstate Corp.		8,376		620,829
The Hartford Financial Services Group, Inc.		8,857		422,036
The Progressive Corp.		12,956		459,938
The Travelers Cos., Inc.		6,431		787,283
Torchmark Corp.		2,552		188,235
Unum Group		5,376		236,168
Willis Towers Watson PLC		2,845		347,886
XL Group Ltd.		6,149		229,112
				18,976,196
Internet — 6.5%
Alphabet, Inc., Class A*		6,570		5,206,397
Alphabet, Inc., Class C*		6,602		5,095,556
Amazon.com, Inc.*		8,775		6,580,109
eBay, Inc.*		23,828		707,453
Expedia, Inc.		2,594		293,848
F5 Networks, Inc.*		1,500		217,080
Facebook, Inc., Class A*		51,700		5,948,085
Netflix, Inc.*		9,500		1,176,100
Symantec Corp.		13,538		323,423
The Priceline Group, Inc.*		1,137		1,666,910
TripAdvisor, Inc.*		2,594		120,284
VeriSign, Inc.*		2,209		168,039
Yahoo!, Inc.*		19,417		750,855
				28,254,139
Iron & Steel — 0.1%
Nucor Corp.		7,135		424,675
Leisure Time — 0.2%
Carnival Corp.		9,845		512,531
Harley-Davidson, Inc.		3,828		223,325
Royal Caribbean Cruises Ltd.		3,700		303,548
				1,039,404

	Number of Shares		Value†
Lodging — 0.2%
Marriott International, Inc., Class A		7,066	$	584,217
Wyndham Worldwide Corp.		2,560		195,507
Wynn Resorts Ltd.		1,730		149,662
				929,386
Machinery — Construction & Mining — 0.3%
Caterpillar, Inc.		13,028		1,208,217
Machinery — Diversified — 0.5%
Cummins, Inc.		3,374		461,125
Deere & Co.		6,432		662,753
Flowserve Corp.		2,800		134,540
Rockwell Automation, Inc.		2,971		399,302
Roper Technologies, Inc.		2,300		421,084
Xylem, Inc.		4,154		205,706
				2,284,510
Media — 3.0%
CBS Corp., Class B		9,254		588,739
Charter Communications, Inc., Class A*		4,800		1,382,016
Comcast Corp., Class A		53,377		3,685,682
Discovery Communications, Inc., Class A*		3,500		95,935
Discovery Communications, Inc., Class C*		4,700		125,866
News Corp., Class B		2,500		29,500
News Corp., Class A		9,115		104,458
Nielsen Holdings PLC		7,400		310,430
Scripps Networks Interactive, Inc., Class A		2,056		146,737
TEGNA, Inc.		4,374		93,560
The Walt Disney Co.		32,908		3,429,672
Time Warner, Inc.		17,304		1,670,355
Twenty-First Century Fox, Inc., Class A		23,460		657,818
Twenty-First Century Fox, Inc., Class B		11,200		305,200
Viacom, Inc., Class B		7,981		280,133
				12,906,101
Mining — 0.2%
Freeport-McMoRan, Inc.*		26,596		350,801
Newmont Mining Corp.		11,883		404,854
				755,655
Miscellaneous Manufacturing — 3.0%
3M Co.		13,480		2,407,124
Danaher Corp.		13,568		1,056,133
Dover Corp.		3,405		255,137
Eaton Corp. PLC		10,006		671,302
General Electric Co.		199,474		6,303,378
Illinois Tool Works, Inc.		7,219		884,039
Ingersoll-Rand PLC		5,800		435,232
Leggett & Platt, Inc.		2,854		139,503
Parker-Hannifin Corp.		2,981		417,340
Pentair PLC		3,619		202,917
Textron, Inc.		6,076		295,051
				13,067,156
Office & Business Equipment — 0.1%
Pitney Bowes, Inc.		4,161		63,206
Xerox Corp.		18,155		158,493
				221,699

102

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Schedule of Investments — December 31, 2016

Index 500 Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Oil & Gas — 5.8%
Anadarko Petroleum Corp.		12,059	$	840,874
Apache Corp.		8,557		543,113
Cabot Oil & Gas Corp.		10,788		252,008
Chesapeake Energy Corp.*		18,110		127,132
Chevron Corp.		41,970		4,939,869
Cimarex Energy Co.		2,100		285,390
Concho Resources, Inc.*		3,200		424,320
ConocoPhillips		27,580		1,382,861
Devon Energy Corp.		11,729		535,664
EOG Resources, Inc.		12,316		1,245,148
EQT Corp.		3,600		235,440
Exxon Mobil Corp.		92,365		8,336,865
Helmerich & Payne, Inc.		2,300		178,020
Hess Corp.		6,197		386,011
Marathon Oil Corp.		19,451		336,697
Marathon Petroleum Corp.		11,650		586,578
Murphy Oil Corp.		3,917		121,936
Newfield Exploration Co.*		4,100		166,050
Noble Energy, Inc.		9,538		363,016
Occidental Petroleum Corp.		17,158		1,222,164
Phillips 66		10,040		867,556
Pioneer Natural Resources Co.		3,700		666,259
Range Resources Corp.		3,923		134,794
Southwestern Energy Co.*		11,890		128,650
Tesoro Corp.		2,594		226,845
Valero Energy Corp.		10,140		692,765
				25,226,025
Oil & Gas Services — 1.1%
Baker Hughes, Inc.		9,428		612,537
FMC Technologies, Inc.*		5,072		180,208
Halliburton Co.		19,069		1,031,442
National Oilwell Varco, Inc.		8,483		317,604
Schlumberger Ltd.		30,887		2,592,964
Transocean Ltd.*		8,300		122,342
				4,857,097
Packaging and Containers — 0.2%
Ball Corp.		3,926		294,725
Sealed Air Corp.		4,333		196,458
WestRock Co.		5,746		291,724
				782,907
Pharmaceuticals — 6.5%
Abbott Laboratories		32,796		1,259,694
AbbVie, Inc.		36,196		2,266,593
Allergan PLC*		8,313		1,745,813
AmerisourceBergen Corp.		3,600		281,484
Bristol-Myers Squibb Co.		37,197		2,173,793
Cardinal Health, Inc.		7,082		509,692
Eli Lilly & Co.		21,554		1,585,297
Endo International PLC*		4,698		77,376
Express Scripts Holding Co.*		13,964		960,584
Johnson & Johnson		60,941		7,021,013
Mallinckrodt PLC*		2,400		119,568
McKesson Corp.		4,925		691,716

	Number of Shares		Value†
Pharmaceuticals — (continued)
Mead Johnson Nutrition Co.		4,168	$	294,928
Merck & Co., Inc.		61,630		3,628,158
Mylan NV*		10,356		395,081
Perrigo Co. PLC		3,200		266,336
Pfizer, Inc.		135,205		4,391,458
Zoetis, Inc.		11,207		599,911
				28,268,495
Pipelines — 0.5%
Kinder Morgan, Inc.		43,336		897,488
ONEOK, Inc.		4,800		275,568
Spectra Energy Corp.		15,884		652,674
The Williams Cos., Inc.		15,334		477,501
				2,303,231
Real Estate — 0.0%
CBRE Group, Inc., Class A*		6,401		201,568
Retail — 5.9%
Advance Auto Parts, Inc.		1,700		287,504
AutoNation, Inc.*		1,719		83,629
AutoZone, Inc.*		641		506,255
Bed Bath & Beyond, Inc.		3,366		136,794
Best Buy Co., Inc.		6,168		263,189
CarMax, Inc.*		4,300		276,877
Chipotle Mexican Grill, Inc.*		600		226,392
Costco Wholesale Corp.		9,777		1,565,396
CVS Health Corp.		23,867		1,883,345
Darden Restaurants, Inc.		2,940		213,797
Dollar General Corp.		5,900		437,013
Dollar Tree, Inc.*		5,154		397,786
Foot Locker, Inc.		3,100		219,759
Kohl’s Corp.		4,001		197,569
L Brands, Inc.		5,260		346,318
Lowe’s Cos., Inc.		19,540		1,389,685
Macy’s, Inc.		7,027		251,637
McDonald’s Corp.		18,978		2,310,002
Nordstrom, Inc.		2,737		131,185
O’Reilly Automotive, Inc.*		2,100		584,661
PVH Corp.		1,900		171,456
Ross Stores, Inc.		8,800		577,280
Signet Jewelers Ltd.		1,600		150,816
Staples, Inc.		15,637		141,515
Starbucks Corp.		32,688		1,814,838
Target Corp.		12,832		926,855
The Gap, Inc.		5,282		118,528
The Home Depot, Inc.		27,517		3,689,479
The TJX Cos., Inc.		14,618		1,098,250
Tiffany & Co.		2,464		190,788
Tractor Supply Co.		3,000		227,430
Ulta Salon Cosmetics & Fragrance, Inc.*		1,300		331,422
Urban Outfitters, Inc.*		1,700		48,416
Wal-Mart Stores, Inc.		33,847		2,339,505
Walgreens Boots Alliance, Inc.		19,079		1,578,978
Yum! Brands, Inc.		7,625		482,891
				25,597,240

103

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Schedule of Investments — December 31, 2016

Index 500 Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Savings & Loans — 0.0%
People’s United Financial, Inc.		6,500	$	125,840
Semiconductors — 3.3%
Analog Devices, Inc.		6,976		506,597
Applied Materials, Inc.		23,821		768,704
Broadcom Ltd.		8,851		1,564,591
First Solar, Inc.*		1,800		57,762
Intel Corp.		105,603		3,830,221
KLA-Tencor Corp.		3,427		269,636
Lam Research Corp.		3,559		376,293
Linear Technology Corp.		5,541		345,481
Microchip Technology, Inc.		4,518		289,830
Micron Technology, Inc.*		22,886		501,661
NVIDIA Corp.		12,054		1,286,644
Qorvo, Inc.*		2,800		147,644
QUALCOMM, Inc.		32,899		2,145,015
Skyworks Solutions, Inc.		4,200		313,572
Texas Instruments, Inc.		22,393		1,634,017
Xilinx, Inc.		5,764		347,973
				14,385,641
Software — 4.6%
Activision Blizzard, Inc.		15,400		556,094
Adobe Systems, Inc.*		11,205		1,153,555
Akamai Technologies, Inc.*		3,760		250,717
Autodesk, Inc.*		4,381		324,238
CA, Inc.		6,995		222,231
Cerner Corp.*		6,600		312,642
Citrix Systems, Inc.*		3,391		302,850
Electronic Arts, Inc.*		6,830		537,931
Fidelity National Information Services, Inc.		7,359		556,635
Fiserv, Inc.*		4,814		511,632
Intuit, Inc.		5,492		629,438
Microsoft Corp.		173,515		10,782,222
Oracle Corp.		67,317		2,588,338
Red Hat, Inc.*		3,900		271,830
salesforce.com, Inc.*		14,300		978,978
The Dun & Bradstreet Corp.		900		109,188
				20,088,519
Telecommunications — 3.7%
AT&T, Inc.		136,893		5,822,059
CenturyLink, Inc.		12,326		293,112
Cisco Systems, Inc.		112,080		3,387,058
Corning, Inc.		20,915		507,607
Frontier Communications Corp.		25,072		84,743
Juniper Networks, Inc.		7,971		225,261
Level 3 Communications, Inc.*		6,600		371,976
Motorola Solutions, Inc.		3,488		289,120
Verizon Communications, Inc.		90,639		4,838,310
				15,819,246
Textiles — 0.1%
Mohawk Industries, Inc.*		1,400		279,552

	Number of Shares		Value†
Toys, Games & Hobbies — 0.1%
Hasbro, Inc.		2,612	$	203,187
Mattel, Inc.		7,481		206,102
				409,289
Transportation — 1.6%
C.H. Robinson Worldwide, Inc.		3,139		229,963
CSX Corp.		20,866		749,715
Expeditors International of Washington, Inc.		4,182		221,479
FedEx Corp.		5,466		1,017,769
J.B. Hunt Transport Services, Inc.		2,000		194,140
Kansas City Southern		2,400		203,640
Norfolk Southern Corp.		6,652		718,882
Ryder System, Inc.		1,125		83,745
Union Pacific Corp.		18,620		1,930,522
United Parcel Service, Inc., Class B		15,474		1,773,939
				7,123,794
Water — 0.1%
American Water Works Co., Inc.		4,100		296,676
TOTAL COMMON STOCKS (Cost $231,263,201)				418,836,532
REAL ESTATE INVESTMENT TRUSTS — 2.8%
Apartments — 0.5%
Apartment Investment & Management Co., Class A		3,662		166,438
AvalonBay Communities, Inc.		3,092		547,748
Equity Residential		8,292		533,673
Essex Property Trust, Inc.		1,500		348,750
Mid-America Apartment Communities, Inc.		2,500		244,800
UDR, Inc.		6,000		218,880
				2,060,289
Building & Real Estate — 0.1%
Realty Income Corp.		5,900		339,132
Commercial Services — 0.0%
Iron Mountain, Inc.		5,697		185,039
Diversified — 0.5%
American Tower Corp.		9,459		999,627
Digital Realty Trust, Inc.		3,500		343,910
Vornado Realty Trust		3,787		395,249
Weyerhaeuser Co.		16,801		505,542
				2,244,328
Healthcare — 0.3%
HCP, Inc.		10,840		322,165
Ventas, Inc.		7,653		478,465
Welltower, Inc.		8,100		542,133
				1,342,763
Hotels & Resorts — 0.1%
Host Hotels & Resorts, Inc.		16,376		308,524
Industrial — 0.1%
Prologis, Inc.		11,899		628,148

104

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Schedule of Investments — December 31, 2016

Index 500 Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Internet — 0.1%
Equinix, Inc.		1,535	$	548,624
Office Property — 0.2%
Boston Properties, Inc.		3,442		432,935
SL Green Realty Corp.		2,300		247,365
				680,300
Regional Malls — 0.4%
General Growth Properties, Inc.		13,400		334,732
Simon Property Group, Inc.		7,028		1,248,665
The Macerich Co.		2,800		198,352
				1,781,749
Storage & Warehousing — 0.2%
Extra Space Storage, Inc.		2,800		216,272
Public Storage		3,316		741,126
				957,398
Strip Centers — 0.1%
Federal Realty Investment Trust		1,600		227,376
Kimco Realty Corp.		9,564		240,630
				468,006
Telecommunications — 0.2%
Crown Castle International Corp.		7,900		685,483
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $8,850,179)				12,229,783
	Par (000)		Value†
U.S. TREASURY OBLIGATIONS — 0.1%
U.S. Treasury Bill• 0.418%, 03/02/17 (Cost $374,737)	$	375		374,707
	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 0.7%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $3,107,276)		3,107,276		3,107,276
TOTAL INVESTMENTS — 100.4% (Cost $243,595,393)			$	434,548,298
Other Assets & Liabilities — (0.4)%				(1,675,557	)
TOTAL NET ASSETS — 100.0%			$	432,872,741

† See Security Valuation Note.

* Non-income producing security.

• Zero Coupon Bond. The interest rate disclosed represents the effective yield from the date of acquisition to maturity.

PLC — Public Limited Company.

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Signi ficant Unobse rvable Input
COMMON STOCKS	$	418,836,532	$	418,836,532	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		12,229,783		12,229,783		—		—
U.S. TREASURY OBLIGATIONS		374,707		—		374,707		—
SHORT-TERM INVESTMENTS		3,107,276		3,107,276		—		—
TOTAL INVESTMENTS	$	434,548,298	$	434,173,591	$	374,707	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

105

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Mid Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — 97.9%
Aerospace & Defense — 1.5%
Harris Corp.		14,761	$	1,512,560
Apparel — 1.2%
Burberry Group PLC		66,008		1,216,464
Auto Parts & Equipment — 1.8%
BorgWarner, Inc.		47,010		1,854,074
Banks — 6.1%
First Republic Bank		22,374		2,061,540
Northern Trust Corp.		26,715		2,378,971
Signature Bank*		12,307		1,848,512
				6,289,023
Building Materials — 1.4%
Fortune Brands Home & Security, Inc.		27,548		1,472,716
Commercial Services — 5.8%
CoStar Group, Inc.*		12,937		2,438,495
MarketAxess Holdings, Inc.		3,672		539,490
Mobileye NV*		36,981		1,409,716
Verisk Analytics, Inc.*		20,266		1,644,991
				6,032,692
Distribution & Wholesale — 3.5%
Fastenal Co.		76,453		3,591,762
Diversified Financial Services — 4.3%
CME Group, Inc.		24,602		2,837,841
Ellie Mae, Inc.*		10,233		856,297
Oaktree Capital Group LLC		20,566		771,225
				4,465,363
Electrical Components & Equipment — 1.0%
Generac Holdings, Inc.*		25,635		1,044,370
Electronics — 2.5%
Trimble, Inc.*		76,680		2,311,902
Woodward, Inc.		4,109		283,726
				2,595,628
Food — 5.9%
Blue Buffalo Pet Products, Inc.*		48,566		1,167,527
Snyder’s-Lance, Inc.		29,947		1,148,168
The Hain Celestial Group, Inc.*		41,999		1,639,221
Whole Foods Market, Inc.		69,832		2,148,032
				6,102,948
Healthcare Products — 6.1%
Align Technology, Inc.*		15,936		1,531,928
Edwards Lifesciences Corp.*		21,803		2,042,941
Intuitive Surgical, Inc.*		4,283		2,716,150
				6,291,019
Healthcare Services — 2.1%
Acadia Healthcare Co., Inc.*		16,704		552,903
Laboratory Corp. of America Holdings*		12,503		1,605,135
				2,158,038

	Number of Shares		Value†
Household Products & Wares — 1.1%
The Scotts Miracle-Gro Co., Class A		11,642	$	1,112,393
Internet — 5.4%
GrubHub, Inc.*		56,269		2,116,840
MercadoLibre, Inc.		9,662		1,508,625
Pandora Media, Inc.*		148,608		1,937,848
				5,563,313
Leisure Time — 2.0%
Polaris Industries, Inc.		24,795		2,042,860
Machinery — Diversified — 2.6%
IDEX Corp.		17,203		1,549,302
Wabtec Corp.		14,310		1,188,016
				2,737,318
Miscellaneous Manufacturing — 1.1%
A.O. Smith Corp.		23,160		1,096,626
Oil & Gas — 4.5%
Cabot Oil & Gas Corp.		45,004		1,051,293
Cimarex Energy Co.		7,371		1,001,719
Continental Resources, Inc.*		26,836		1,383,128
Noble Energy, Inc.		32,918		1,252,859
				4,688,999
Pharmaceuticals — 8.5%
ACADIA Pharmaceuticals, Inc.*		46,964		1,354,442
Alkermes PLC*		35,911		1,995,933
BioMarin Pharmaceutical, Inc.*		17,927		1,485,073
Diplomat Pharmacy, Inc.*		27,978		352,523
Pacira Pharmaceuticals, Inc.*		7,996		258,271
Zoetis, Inc.		62,770		3,360,078
				8,806,320
Retail — 13.2%
Bed Bath & Beyond, Inc.		35,163		1,429,024
DSW, Inc., Class A		52,558		1,190,439
Duluth Holdings, Inc., Class B, Class B*		18,151		461,035
Dunkin’ Brands Group, Inc.		42,299		2,218,160
Kate Spade & Co.*		62,570		1,168,182
lululemon athletica, Inc.*		25,375		1,649,121
Tiffany & Co.		27,618		2,138,462
Tractor Supply Co.		28,692		2,175,140
Williams-Sonoma, Inc.		24,458		1,183,523
				13,613,086
Semiconductors — 4.0%
Maxim Integrated Products, Inc.		33,127		1,277,708
Microchip Technology, Inc.		44,000		2,822,600
				4,100,308
Software — 8.9%
ANSYS, Inc.*		16,117		1,490,661
Electronic Arts, Inc.*		32,235		2,538,829
Guidewire Software, Inc.*		18,667		920,843
Red Hat, Inc.*		23,667		1,649,590

106

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Schedule of Investments — December 31, 2016

Mid Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Software — (continued)
ServiceNow, Inc.*		28,554	$	2,122,704
Tyler Technologies, Inc.*		3,636		519,112
				9,241,739
Toys, Games & Hobbies — 1.3%
Mattel, Inc.		49,047		1,351,245
Transportation — 2.1%
Expeditors International of Washington, Inc.		40,420		2,140,643
TOTAL COMMON STOCKS (Cost $97,755,048)				101,121,507
SHORT-TERM INVESTMENTS — 2.2%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $2,266,362)		2,266,362		2,266,362
TOTAL INVESTMENTS — 100.1% (Cost $100,021,410)			$	103,387,869
Other Assets & Liabilities — (0.1)%				(63,356	)
TOTAL NET ASSETS — 100.0%			$	103,324,513

† See Security Valuation Note.

* Non-income producing security.

LLC — Limited Liability Company.

PLC — Public Limited Company.

Country Weightings as of 12/31/2016††
United States	93	%
Canada	2
Ireland	2
Argentina	1
Israel	1
United Kingdom	1
Total	100	%

††% of total investments as of December 31, 2016

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS
Aerospace & Defense	$	1,512,560	$	1,512,560	$	—	$	—
Apparel		1,216,464		—		1,216,464		—
Auto Parts & Equipment		1,854,074		1,854,074		—		—
Banks		6,289,023		6,289,023		—		—

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS (continued)
Building Materials	$	1,472,716	$	1,472,716	$	—	$	—
Commercial Services		5,493,202		5,493,202		—		—
Distribution & Wholesale		3,591,762		3,591,762		—		—
Diversified Financial Services		5,004,853		5,004,853		—		—
Electrical Components & Equipment		1,044,370		1,044,370		—		—
Electronics		2,595,628		2,595,628		—		—
Food		6,102,948		6,102,948		—		—
Healthcare Products		6,291,019		6,291,019		—		—
Healthcare Services		2,158,038		2,158,038		—		—
Household Products & Wares		1,112,393		1,112,393		—		—
Internet		5,563,313		5,563,313		—		—
Leisure Time		2,042,860		2,042,860		—		—
Machinery — Diversified		2,737,318		2,737,318		—		—
Miscellaneous Manufacturing		1,096,626		1,096,626		—		—
Oil & Gas		4,688,999		4,688,999		—		—
Pharmaceuticals		8,806,320		8,806,320		—		—
Retail		13,613,086		13,613,086		—		—
Semiconductors		4,100,308		4,100,308		—		—
Software		9,241,739		9,241,739		—		—
Toys, Games & Hobbies		1,351,245		1,351,245		—		—
Transportation		2,140,643		2,140,643		—		—
TOTAL COMMON STOCKS		101,121,507		99,905,043		1,216,464		—
SHORT-TERM INVESTMENTS		2,266,362		2,266,362		—		—
TOTAL INVESTMENTS	$	103,387,869	$	102,171,405	$	1,216,464	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

107

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Mid Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — 91.8%
Aerospace & Defense — 13.1%
AerCap Holdings N.V.*		119,000	$	4,951,590
B/E Aerospace, Inc.		71,900		4,327,661
General Dynamics Corp.		29,350		5,067,571
Orbital ATK, Inc.		43,200		3,789,936
Spirit AerosyStems Holdings, Inc., Class A		70,300		4,102,005
				22,238,763
Airlines — 2.3%
American Airlines Group, Inc.		84,700		3,954,643
Apparel — 1.1%
Deckers Outdoor Corp.*		32,600		1,805,714
Auto Parts & Equipment — 0.0%
Adient PLC*		1		53
Banks — 6.6%
BB&T Corp.		52,200		2,454,444
Comerica, Inc.		52,600		3,582,586
M&T Bank Corp.		11,800		1,845,874
State Street Corp.		44,200		3,435,224
				11,318,128
Building Materials — 2.4%
Johnson Controls International PLC		99,129		4,083,123
Chemicals — 3.8%
Ashland Global Holdings, Inc.		33,900		3,704,931
Valvoline, Inc.		129,500		2,784,250
				6,489,181
Commercial Services — 1.4%
Avis Budget Group, Inc.*		64,500		2,365,860
Computers — 5.5%
Cadence Design Systems, Inc.*		62,400		1,573,728
Teradata Corp.*		110,200		2,994,134
Western Digital Corp.		70,723		4,805,628
				9,373,490
Electric — 5.2%
AES Corp.		270,700		3,145,534
Edison International		46,100		3,318,739
Flex Ltd.*		161,300		2,317,881
				8,782,154
Electronics — 1.5%
Itron, Inc.*		39,400		2,476,290
Entertainment — 1.2%
Lions Gate Entertainment Corp., Class A		39,100		1,051,790
Lions Gate Entertainment Corp., Class B*		39,100		959,514
				2,011,304
Environmental Control — 2.3%
Covanta Holding Corp.		254,500		3,970,200
Food — 3.0%
Whole Foods Market, Inc.		166,500		5,121,540

	Number of Shares		Value†
Gas — 2.3%
CenterPoint Energy, Inc.		160,000	$	3,942,400
Healthcare Products — 2.9%
Zimmer Biomet Holdings, Inc.		48,300		4,984,560
Healthcare Services — 1.9%
Quintiles IMS Holdings Inc.*		43,600		3,315,780
Home Furnishings — 0.5%
Whirlpool Corp.		5,100		927,027
Household Products & Wares — 1.6%
Avery Dennison Corp.		38,500		2,703,470
Lodging — 1.5%
Wyndham Worldwide Corp.		33,500		2,558,395
Media — 1.2%
CBS Corp., Class B		30,900		1,965,858
Miscellaneous Manufacturing — 2.2%
Valmont Industries, Inc.		26,900		3,790,210
Oil & Gas — 4.2%
Cabot Oil & Gas Corp.		148,400		3,466,624
Devon Energy Corp.		78,900		3,603,363
				7,069,987
Pharmaceuticals — 4.0%
Perrigo Co. PLC		38,900		3,237,647
Teva Pharmaceutical Industries Ltd. ADR		96,300		3,490,875
				6,728,522
Pipelines — 2.6%
ONEOK, Inc.		78,300		4,495,203
Retail — 3.1%
Best Buy Co., Inc.		36,900		1,574,523
Macy’s, Inc.		57,800		2,069,818
Office Depot, Inc.		356,100		1,609,572
				5,253,913
Savings & Loans — 2.5%
BankUnited, Inc.		115,200		4,341,888
Semiconductors — 4.9%
ON Semiconductor Corp.*		314,200		4,009,192
Skyworks Solutions, Inc.		58,900		4,397,474
				8,406,666
Software — 4.3%
Check Point Software Technologies Ltd.*		49,200		4,155,432
Nuance Communications, Inc.*		213,788		3,185,441
				7,340,873
Telecommunications — 2.7%
Amdocs Ltd.*		79,500		4,630,875
TOTAL COMMON STOCKS (Cost $125,388,597)				156,446,070

108

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Mid Cap Value Fund

	Number of Shares		Value†
REAL ESTATE INVESTMENT TRUSTS — 4.0%
Building & Real Estate — 4.0%
Colony Starwood Homes		108,020	$	3,112,056
Starwood Property Trust, Inc.		165,900		3,641,505
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $5,694,914)				6,753,561
RIGHTS — 0.0%
Food — 0.0%
Safeway Casa Ley CVR, 01/30/19*~		47,300		0
Safeway PDC CVR, 01/30/17*~		47,300		0
TOTAL RIGHTS (Cost $50,313)				0
SHORT-TERM INVESTMENTS — 3.9%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $6,678,305)		6,678,305		6,678,305
TOTAL INVESTMENTS — 99.7% (Cost $137,812,129)			$	169,877,936
Other Assets & Liabilities — 0.3%				496,441
TOTAL NET ASSETS — 100.0%			$	170,374,377

† See Security Valuation Note.

* Non-income producing security.

~ Fair valued security. The total market value of fair valued securities at December 31, 2016 is 0.

ADR — American Depository Receipt.

PLC — Public Limited Company.

Country Weightings as of 12/31/2016††
United States	87	%
Israel	5
Ireland	4
Netherlands	3
Singapore	1
Total	100	%

††% of total investments as of December 31, 2016

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Signi ficant Obse rvable Input		Level 3 Signi ficant Unobse rvable Input
COMMON STOCKS	$	156,446,070	$	156,446,070	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		6,753,561		6,753,561		—		—
SHORT-TERM INVESTMENTS		6,678,305		6,678,305		—		—
TOTAL INVESTMENTS	$	169,877,936	$	169,877,936	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

109

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Mid Core Value Fund

	Number of Shares		Value†
COMMON STOCKS — 92.7%
Apparel — 0.5%
Ralph Lauren Corp.		5,478	$	494,773
Auto Manufacturers — 1.1%
Honda Motor Co. Ltd. ADR		29,077		848,758
Oshkosh Corp.		2,781		179,680
				1,028,438
Auto Parts & Equipment — 1.0%
Delphi Automotive PLC		14,645		986,341
Banks — 12.9%
Bank of Hawaii Corp.		7,716		684,332
BB&T Corp.		26,985		1,268,835
Comerica, Inc.		11,188		762,015
Commerce Bancshares, Inc.		18,682		1,080,006
M&T Bank Corp.		7,015		1,097,356
Northern Trust Corp.		34,850		3,103,392
State Street Corp.		10,395		807,899
SunTrust Banks, Inc.		13,496		740,256
The PNC Financial Services Group, Inc.		11,037		1,290,888
UMB Financial Corp.		7,979		615,340
Westamerica Bancorporation		15,491		974,849
				12,425,168
Building Materials — 2.8%
Johnson Controls International PLC		64,781		2,668,329
Computers — 0.6%
NetApp, Inc.		15,042		530,531
Diversified Financial Services — 2.7%
Ameriprise Financial, Inc.		7,805		865,887
Invesco Ltd.		34,917		1,059,382
T. Rowe Price Group, Inc.		9,390		706,691
				2,631,960
Electric — 6.6%
Ameren Corp.		13,532		709,889
Consolidated Edison, Inc.		7,986		588,408
Edison International		19,893		1,432,097
Eversource Energy		7,551		417,042
NorthWestern Corp.		10,457		594,689
PG&E Corp.		22,347		1,358,027
Xcel Energy, Inc.		31,418		1,278,713
				6,378,865
Electrical Components & Equipment — 2.0%
Emerson Electric Co.		12,851		716,443
Hubbell, Inc.		10,192		1,189,407
				1,905,850
Electronics — 3.3%
Keysight Technologies, Inc.*		30,984		1,133,085
Koninklijke Philips N.V.		36,285		1,109,306
TE Connectivity Ltd.		13,957		966,941
				3,209,332
Environmental Control — 1.5%
Clean Harbors, Inc.*		4,473		248,923

	Number of Shares		Value†
Environmental Control — (continued)
Republic Services, Inc.		21,647	$	1,234,961
				1,483,884
Food — 6.2%
ConAgra Foods, Inc.		34,314		1,357,119
General Mills, Inc.		12,225		755,138
Kellogg Co.		11,037		813,537
Lamb Weston Holdings, Inc.*		9,469		358,402
Mondelez International, Inc., Class A		27,576		1,222,444
Sysco Corp.		14,920		826,120
The J.M. Smucker Co.		4,961		635,306
				5,968,066
Gas — 1.4%
Atmos Energy Corp.		7,835		580,965
Spire, Inc.		11,417		736,968
				1,317,933
Healthcare Products — 3.2%
Baxter International, Inc.		14,580		646,477
STERIS PLC		9,797		660,220
Zimmer Biomet Holdings, Inc.		17,304		1,785,773
				3,092,470
Healthcare Services — 2.7%
HCA Holdings, Inc.*		4,034		298,597
LifePoint Health, Inc.*		26,497		1,505,029
Quest Diagnostics, Inc.		9,069		833,441
				2,637,067
Home Builders — 0.7%
PulteGroup, Inc.		37,797		694,709
Insurance — 7.1%
Aflac, Inc.		6,666		463,954
Brown & Brown, Inc.		18,877		846,822
Chubb, Ltd.		10,662		1,408,664
MetLife, Inc.		13,519		728,539
ProAssurance Corp.		9,037		507,879
Reinsurance Group of America, Inc.		8,921		1,122,529
The Allstate Corp.		5,318		394,170
Torchmark Corp.		4,624		341,066
Unum Group		22,913		1,006,568
				6,820,191
Iron & Steel — 0.2%
Nucor Corp.		2,989		177,905
Leisure Time — 0.7%
Carnival Corp.		13,202		687,296
Machinery — Diversified — 1.4%
Cummins, Inc.		6,048		826,580
Rockwell Automation, Inc.		3,751		504,135
				1,330,715
Miscellaneous Manufacturing — 3.3%
Ingersoll-Rand PLC		16,276		1,221,351

110

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Mid Core Value Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Miscellaneous Manufacturing — (continued)
ITT, Inc.		5,731	$	221,045
Parker-Hannifin Corp.		3,822		535,080
Textron, Inc.		24,047		1,167,722
				3,145,198
Oil & Gas — 9.0%
Anadarko Petroleum Corp.		18,497		1,289,796
Cimarex Energy Co.		2,745		373,045
Devon Energy Corp.		20,703		945,506
EQT Corp.		24,249		1,585,885
Imperial Oil Ltd.		49,789		1,732,130
Noble Energy, Inc.		39,851		1,516,729
Occidental Petroleum Corp.		16,527		1,177,218
				8,620,309
Oil & Gas Services — 4.0%
Baker Hughes, Inc.		23,799		1,546,221
FMC Technologies, Inc.*		6,210		220,641
Frank’s International NV		34,620		426,172
Halliburton Co.		14,365		777,003
National Oilwell Varco, Inc.		23,063		863,479
				3,833,516
Packaging and Containers — 2.4%
Bemis Co., Inc.		7,892		377,396
Sonoco Products Co.		12,003		632,558
WestRock Co.		25,638		1,301,641
				2,311,595
Pharmaceuticals — 3.0%
Abbott Laboratories		15,510		595,739
Cardinal Health, Inc.		9,993		719,196
Express Scripts Holding Co.*		7,331		504,300
McKesson Corp.		3,831		538,064
Mead Johnson Nutrition Co.		7,229		511,524
				2,868,823
Pipelines — 0.3%
Spectra Energy Partners LP		5,357		245,565
Retail — 2.9%
Advance Auto Parts, Inc.		6,313		1,067,655
CST Brands, Inc.		16,733		805,694
Target Corp.		13,053		942,818
				2,816,167
Savings & Loans — 1.0%
Capitol Federal Financial, Inc.		61,164		1,006,759
Semiconductors — 5.0%
Applied Materials, Inc.		49,629		1,601,528
Lam Research Corp.		9,292		982,443
Maxim Integrated Products, Inc.		31,057		1,197,868
Teradyne, Inc.		39,652		1,007,161
				4,789,000
Telecommunications — 0.8%
Level 3 Communications, Inc.*		12,746		718,365

	Number of Shares		Value†
Toys, Games & Hobbies — 0.4%
Mattel, Inc.		13,168	$	362,778
Transportation — 2.0%
CSX Corp.		24,712		887,902
Heartland Express, Inc.		51,580		1,050,169
				1,938,071
TOTAL COMMON STOCKS (Cost $75,932,515)				89,125,969
REAL ESTATE INVESTMENT TRUSTS — 4.2%
Diversified — 1.6%
Weyerhaeuser Co.		50,135		1,508,562
Healthcare — 0.1%
Welltower, Inc.		1,279		85,604
Hotels & Resorts — 1.2%
Host Hotels & Resorts, Inc.		34,755		654,784
MGM Growth Properties LLC		20,742		524,980
				1,179,764
Office Property — 1.3%
Boston Properties, Inc.		531		66,789
Empire State Realty Trust, Inc., Class A		19,219		388,032
Piedmont Office Realty Trust, Inc., Class A		38,344		801,773
				1,256,594
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $3,715,626)				4,030,524
EXCHANGE TRADED FUNDS — 2.8%
Investment Companies — 2.8%
iShares Russell MidCap Value Index Fund (Cost $2,546,514)		33,446		2,690,062
SHORT-TERM INVESTMENTS — 2.9%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $2,833,961)		2,833,961		2,833,961
TOTAL INVESTMENTS — 102.6% (Cost $85,042,666)			$	98,680,516
Other Assets & Liabilities — (2.6)%				(2,503,942	)
TOTAL NET ASSETS — 100.0%			$	96,176,574

† See Security Valuation Note.

* Non-income producing security.

ADR — American Depository Receipt.

LLC — Limited Liability Company.

LP — Limited Partnership.

PLC — Public Limited Company.

111

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Mid Core Value Fund

Country Weightings as of 12/31/2016††
United States	89	%
Ireland	3
Canada	2
Switzerland	2
United Kingdom	2
Japan	1
Netherlands	1
Total	100	%

††% of total investments as of December 31, 2016

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Signi ficant Obse rvable Input		Level 3 Signi ficant Unobse rvable Input
COMMON STOCKS
Apparel	$	494,773	$	494,773	$	—	$	—
Auto Manufacturers		1,028,438		1,028,438		—		—
Auto Parts & Equipment		986,341		986,341		—		—
Banks		12,425,168		12,425,168		—		—
Building Materials		2,668,329		2,668,329		—		—
Computers		530,531		530,531		—		—
Diversified Financial Services		2,631,960		2,631,960		—		—
Electric		6,378,865		6,378,865		—		—
Electrical Components & Equipment		1,905,850		1,905,850		—		—
Electronics		3,209,332		2,100,026		1,109,306		—
Environmental Control		1,483,884		1,483,884		—		—
Food		5,968,066		5,968,066		—		—
Gas		1,317,933		1,317,933		—		—
Healthcare Products		3,092,470		3,092,470		—		—
Healthcare Services		2,637,067		2,637,067		—		—
Home Builders		694,709		694,709		—		—
Insurance		6,820,191		6,820,191		—		—
Iron & Steel		177,905		177,905		—		—
Leisure Time		687,296		687,296		—		—
Machinery — Diversified		1,330,715		1,330,715		—		—
Miscellaneous Manufacturing		3,145,198		3,145,198		—		—
Oil & Gas		8,620,309		8,620,309		—		—
Oil & Gas Services		3,833,516		3,833,516		—		—
Packaging and Containers		2,311,595		2,311,595		—		—
Pharmaceuticals		2,868,823		2,868,823		—		—
Pipelines		245,565		245,565		—		—
Retail		2,816,167		2,816,167		—		—
Savings & Loans		1,006,759		1,006,759		—		—
Semiconductors		4,789,000		4,789,000		—		—
Telecommunications		718,365		718,365		—		—

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Signi ficant Obse rvable Input		Level 3 Signi ficant Unobse rvable Input
COMMON STOCKS (continued)
Toys, Games & Hobbies	$	362,778	$	362,778	$	—	$	—
Transportation		1,938,071		1,938,071		—		—
TOTAL COMMON STOCKS		89,125,969		88,016,663		1,109,306		—
REAL ESTATE INVESTMENT TRUSTS		4,030,524		4,030,524		—		—
EXCHANGE TRADED FUNDS		2,690,062		2,690,062		—		—
SHORT-TERM INVESTMENTS		2,833,961		2,833,961		—		—
TOTAL INVESTMENTS	$	98,680,516	$	97,571,210	$	1,109,306	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

112

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

SMID Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — 98.1%
Aerospace & Defense — 2.0%
Aerovironment, Inc.*		28,553	$	766,077
L-3 Communications Holdings, Inc.		1,736		264,063
				1,030,140
Apparel — 0.4%
Under Armour, Inc., Class C*		7,630		192,047
Banks — 4.9%
Eagle Bancorp, Inc.*		30,076		1,833,132
First Republic Bank		8,346		769,001
				2,602,133
Beverages — 0.9%
MGP Ingredients, Inc.		9,200		459,816
Biotechnology — 3.3%
Acceleron Pharma, Inc.*		8,638		220,442
Achillion Pharmaceuticals, Inc.*		15,096		62,346
Alder Biopharmaceuticals, Inc.*		9,890		205,712
Corium International, Inc.*		33,661		136,664
Emergent BioSolutions, Inc.*		6,841		224,658
Exelixis, Inc.*		31,575		470,783
Intellia Therapeutics, Inc.*		2,896		37,966
Otonomy, Inc.*		6,884		109,456
Ultragenyx Pharmaceutical, Inc.*		3,789		266,405
				1,734,432
Building Materials — 2.4%
Fortune Brands Home & Security, Inc.		11,059		591,214
Summit Materials, Inc., Class A*		29,218		695,095
				1,286,309
Chemicals — 4.5%
Ashland Global Holdings, Inc.		8,566		936,178
RPM International, Inc.		23,430		1,261,237
Valvoline, Inc.		8,564		184,126
				2,381,541
Commercial Services — 6.5%
Fleetcor Technologies, Inc.*		4,087		578,392
Gartner, Inc.*		2,603		263,085
Global Payments, Inc.		13,461		934,328
Healthcare Services Group, Inc.		23,537		921,944
Mobileye NV*		8,190		312,203
Total System Services, Inc.		8,160		400,085
				3,410,037
Computers — 2.5%
Electronics For Imaging, Inc.*		24,020		1,053,517
Kornit Digital Ltd.*		22,630		286,270
				1,339,787
Diversified Financial Services — 5.7%
Affiliated Managers Group, Inc.*		6,611		960,578
Evercore Partners, Inc.		10,253		704,381
Lazard Ltd, Class A		22,099		908,048
SLM Corp.*		39,087		430,739
				3,003,746

	Number of Shares		Value†
Electrical Components & Equipment — 1.2%
Hubbell, Inc.		5,175	$	603,923
Electronics — 7.4%
Agilent Technologies, Inc.		5,773		263,018
Amphenol Corp., Class A		11,883		798,538
Badger Meter, Inc.		14,586		538,953
Mettler-Toledo International, Inc.*		2,126		889,859
PerkinElmer, Inc.		14,190		740,008
Sensata Technologies Holding NV*		16,989		661,721
				3,892,097
Engineering & Construction — 0.5%
SBA Communications Corp., Class A*		2,703		279,112
Food — 3.9%
Blue Buffalo Pet Products, Inc.*		30,972		744,567
The Hain Celestial Group, Inc.*		8,091		315,791
TreeHouse Foods, Inc.*		8,541		616,575
Whole Foods Market, Inc.		12,208		375,518
				2,052,451
Healthcare Products — 3.9%
ABIOMED, Inc.*		4,276		481,820
C.R. Bard, Inc.		3,322		746,320
ICU Medical, Inc.*		2,177		320,781
Nevro Corp.*		6,880		499,901
				2,048,822
Healthcare Services — 0.7%
Acadia Healthcare Co., Inc.*		11,358		375,950
Home Builders — 1.3%
M/I Homes, Inc.*		27,986		704,687
Household Products & Wares — 2.3%
Avery Dennison Corp.		17,119		1,202,096
Internet — 1.9%
GoDaddy, Inc.*		25,127		878,188
Match Group, Inc.*		7,398		126,506
				1,004,694
Machinery — Diversified — 8.3%
Cognex Corp.		1,243		79,080
Graco, Inc.		3,239		269,128
IDEX Corp.		2,737		246,494
Rockwell Automation, Inc.		5,919		795,514
The Gorman-Rupp Co.		3,970		122,871
The Middleby Corp.*		11,842		1,525,368
Xylem, Inc.		27,048		1,339,417
				4,377,872
Media — 1.2%
AMC Networks, Inc. Class A*		11,807		617,978
Miscellaneous Manufacturing — 1.4%
John Bean Technologies Corp.		8,699		747,679
Oil & Gas — 0.8%
Concho Resources, Inc.*		3,120		413,712

113

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Schedule of Investments — December 31, 2016

SMID Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Oil & Gas Services — 0.4%
Dril-Quip, Inc.*		3,710	$	222,786
Pharmaceuticals — 5.9%
ACADIA Pharmaceuticals, Inc.*		14,505		418,324
Alkermes PLC*		13,318		740,214
Galapagos NV*		5,305		340,528
Myovant Sciences Ltd.*		10,104		125,694
Revance Therapeutics, Inc.*		8,166		169,036
VCA, Inc.*		17,853		1,225,609
Voyager Therapeutics, Inc.*		6,519		83,052
				3,102,457
Real Estate — 1.7%
HFF, Inc., Class A*		30,024		908,226
Retail — 12.7%
Advance Auto Parts, Inc.		1,819		307,629
Burlington Stores, Inc.*		10,922		925,640
Chipotle Mexican Grill, Inc.*		1,560		588,619
Five Below, Inc.*		15,869		634,125
Jack in the Box, Inc.		5,141		573,941
Kate Spade & Co.*		22,581		421,587
Panera Bread Co., Class A*		6,482		1,329,393
PVH Corp.		2,644		238,595
Shake Shack, Inc., Class A*		5,679		203,252
Tractor Supply Co.		3,610		273,674
Ulta Salon Cosmetics & Fragrance, Inc.*		2,800		713,832
Wingstop, Inc.*		16,540		489,419
				6,699,706
Semiconductors — 1.5%
Cavium, Inc.*		6,608		412,603
Qorvo, Inc.*		6,872		362,361
				774,964
Software — 8.0%
Black Knight Financial Services, Inc., Class A*		27,567		1,042,033
Evolent Health, Inc., Class A*		12,295		181,966
Guidewire Software, Inc.*		7,459		367,952
InterXion Holding NV*		15,895		557,438
Red Hat, Inc.*		5,055		352,333
ServiceNow, Inc.*		4,440		330,070
Splunk, Inc.*		4,531		231,761
Tableau Software, Inc., Class A*		8,574		361,394
Tyler Technologies, Inc.*		5,591		798,227
				4,223,174
TOTAL COMMON STOCKS (Cost $50,871,386)				51,692,374

	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 2.1%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $1,125,798)		1,125,798	$	1,125,798
TOTAL INVESTMENTS — 100.2% (Cost $51,997,184)			$	52,818,172
Other Assets & Liabilities — (0.2)%				(105,603	)
TOTAL NET ASSETS — 100.0%			$	52,712,569

† See Security Valuation Note.

* Non-income producing security.

PLC — Public Limited Company.

Country Weightings as of 12/31/2016††
United States	94	%
Bermuda	2
Belgium	1
Ireland	1
Israel	1
Netherlands	1
Total	100	%

††% of total investments as of December 31, 2016

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	51,692,374	$	51,692,374	$	—	$	—
SHORT-TERM INVESTMENTS		1,125,798		1,125,798		—		—
TOTAL INVESTMENTS	$	52,818,172	$	52,818,172	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

114

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Schedule of Investments — December 31, 2016

SMID Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — 96.0%
Aerospace & Defense — 1.7%
B/E Aerospace, Inc.		8,020	$	482,724
Esterline Technologies Corp.*		10,270		916,084
				1,398,808
Airlines — 1.3%
SkyWest, Inc.		29,600		1,078,920
Apparel — 0.6%
Crocs, Inc.*		68,670		471,076
Auto Manufacturers — 1.7%
Oshkosh Corp.		22,020		1,422,712
Auto Parts & Equipment — 3.5%
Dana, Inc.		57,450		1,090,401
Lear Corp.		6,530		864,376
Tenneco, Inc.*		14,960		934,551
				2,889,328
Banks — 11.1%
Associated Banc-Corp.		37,730		931,931
Comerica, Inc.		19,705		1,342,107
Fulton Financial Corp.		49,050		922,140
Huntington Bancshares, Inc.		109,710		1,450,366
Synovus Financial Corp.		19,700		809,276
Texas Capital Bancshares, Inc.*		13,020		1,020,768
Webster Financial Corp.		21,638		1,174,511
Zions Bancorporation		32,990		1,419,890
				9,070,989
Chemicals — 1.5%
Huntsman Corp.		31,380		598,731
Ingevity Corp.		10,969		601,759
				1,200,490
Commercial Services — 4.8%
ABM Industries, Inc.		16,190		661,200
Booz Allen Hamilton Holding Corp.		34,250		1,235,397
Quanta Services, Inc.*		32,880		1,145,868
Sotheby’s*		23,220		925,549
				3,968,014
Computers — 2.9%
Genpact Ltd.*		33,100		805,654
NCR Corp.*		27,460		1,113,778
VeriFone Systems, Inc.*		27,970		495,908
				2,415,340
Diversified Financial Services — 0.5%
Onemain Holdings, Inc.*		17,980		398,077
Electric — 2.1%
PNM Resources, Inc.		28,910		991,613
Portland General Electric Co.		17,720		767,808
				1,759,421
Electrical Components & Equipment — 1.3%
EnerSys		13,660		1,066,846

	Number of Shares		Value†
Electronics — 4.0%
Avnet, Inc.		17,630	$	839,364
Keysight Technologies, Inc.*		25,170		920,467
TTM Technologies, Inc.*		38,180		520,394
Vishay Intertechnology, Inc.		60,490		979,938
				3,260,163
Engineering & Construction — 3.4%
AECOM*		29,594		1,076,038
EMCOR Group, Inc.		9,830		695,571
Tutor Perini Corp.*		37,190		1,041,320
				2,812,929
Entertainment — 1.2%
Regal Entertainment Group, Class A		47,420		976,852
Food — 0.6%
Ingredion, Inc.		4,189		523,457
Gas — 0.6%
Southwest Gas Holdings, Inc.		6,450		494,199
Hand & Machine Tools — 1.1%
Regal-Beloit Corp.		12,590		871,857
Healthcare Services — 4.7%
ICON PLC*		13,250		996,400
LifePoint Health, Inc.*		18,170		1,032,056
Molina Healthcare, Inc.*		16,790		911,025
WellCare Health Plans, Inc.*		6,570		900,616
				3,840,097
Home Builders — 1.9%
CalAtlantic Group, Inc.		28,240		960,442
PulteGroup, Inc.		31,860		585,587
				1,546,029
Insurance — 7.8%
American Financial Group, Inc.		13,730		1,209,888
Essent Group Ltd.*		34,564		1,118,837
First American Financial Corp.		22,310		817,215
Reinsurance Group of America, Inc.		9,600		1,207,968
Selective Insurance Group, Inc.		13,380		576,009
The Hanover Insurance Group, Inc.		5,730		521,487
Validus Holdings Ltd.		16,570		911,516
				6,362,920
Internet — 1.5%
CDW Corp.		23,350		1,216,301
Machinery — Construction & Mining — 0.6%
Terex Corp.		15,440		486,823
Machinery — Diversified — 1.0%
SPX FLOW, Inc.*		26,610		853,117
Media — 1.0%
Scholastic Corp.		16,940		804,481
Miscellaneous Manufacturing — 0.7%
ITT, Inc.		15,760		607,863

115

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Schedule of Investments — December 31, 2016

SMID Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Oil & Gas — 8.9%
Gulfport Energy Corp.*		29,040	$	628,426
Helmerich & Payne, Inc.		16,370		1,267,038
Oasis Petroleum, Inc.*		52,810		799,543
QEP Resources, Inc.*		59,520		1,095,763
SM Energy Co.		29,360		1,012,333
Southwestern Energy Co.*		43,260		468,073
Synergy Resources Corp.*		160,820		1,432,906
Western Refining, Inc.		15,930		602,951
				7,307,033
Oil & Gas Services — 2.5%
Oil States International, Inc.*		28,860		1,125,540
RPC, Inc.		47,980		950,484
				2,076,024
Packaging and Containers — 1.3%
Graphic Packaging Holding Co.		85,780		1,070,534
Pharmaceuticals — 0.7%
Horizon Pharma PLC*		33,980		549,796
Retail — 6.7%
Big Lots, Inc.		13,046		655,040
Bloomin’ Brands, Inc.		57,730		1,040,872
Brinker International, Inc.		17,335		858,602
Burlington Stores, Inc.*		6,995		592,826
Caleres, Inc.		25,230		828,049
The Children’s Place, Inc.		6,847		691,205
The Michaels Cos, Inc.*		40,540		829,043
				5,495,637
Semiconductors — 4.0%
Advanced Micro Devices, Inc.*		61,850		701,379
Cypress Semiconductor Corp.		100,590		1,150,749
Integrated Device Technology, Inc.*		19,560		460,834
Qorvo, Inc.*		17,720		934,376
				3,247,338
Software — 1.1%
Verint Systems, Inc.*		25,580		901,695
Telecommunications — 5.1%
Amdocs Ltd.		17,365		1,011,511
Anixter International, Inc.*		15,960		1,293,558
Finisar Corp.*		31,690		959,257
Infinera Corp.*		50,470		428,490
NETGEAR, Inc.*		9,263		503,444
				4,196,260
Transportation — 2.6%
Atlas Air Worldwide Holdings, Inc.*		10,490		547,054
Ryder System, Inc.		10,120		753,333
Werner Enterprises, Inc.		29,970		807,691
				2,108,078
TOTAL COMMON STOCKS (Cost $61,546,229)				78,749,504

	Number of Shares		Value†
REAL ESTATE INVESTMENT TRUSTS — 3.2%
Apartments — 1.3%
Education Realty Trust, Inc.		25,130	$	1,062,999
Office Property — 1.9%
Empire State Realty Trust, Inc., Class A		24,620		497,078
Gramercy Property Trust		120,908		1,109,935
				1,607,013
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $2,570,600)				2,670,012
SHORT-TERM INVESTMENTS — 1.2%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $957,306)		957,306		957,306
TOTAL INVESTMENTS — 100.4% (Cost $65,074,135)			$	82,376,822
Other Assets & Liabilities — (0.4)%				(345,084	)
TOTAL NET ASSETS — 100.0%			$	82,031,738

† See Security Valuation Note.

* Non-income producing security.

PLC — Public Limited Company.

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Signi ficant Obse rvable Input		Level 3 Signi ficant Unobse rvable Input
COMMON STOCKS	$	78,749,504	$	78,749,504	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		2,670,012		2,670,012		—		—
SHORT-TERM INVESTMENTS		957,306		957,306		—		—
TOTAL INVESTMENTS	$	82,376,822	$	82,376,822	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

116

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Schedule of Investments — December 31, 2016

Small Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — 98.1%
Aerospace & Defense — 2.7%
HEICO Corp., Class A		34,176	$	2,320,550
Apparel — 1.9%
Carter’s, Inc.		9,809		847,399
Gildan Activewear, Inc.		11,157		283,053
Wolverine World Wide, Inc.		23,064		506,255
				1,636,707
Auto Parts & Equipment — 0.5%
Gentherm, Inc.*		13,670		462,730
Banks — 2.9%
Bank of the Ozarks, Inc.		23,820		1,252,694
Kearny Financial Corp.		39,534		614,754
SVB Financial Group*		3,741		642,180
				2,509,628
Beverages — 0.3%
Britvic PLC		33,152		231,481
Biotechnology — 1.1%
Ligand Pharmaceuticals, Inc.*		6,736		684,445
Puma Biotechnology, Inc.*		9,576		293,983
				978,428
Building Materials — 1.8%
Summit Materials, Inc., Class A*		26,978		641,814
Trex Co., Inc.*		14,014		902,502
				1,544,316
Chemicals — 3.1%
CSW Industrials, Inc.*		11,930		439,621
H.B. Fuller Co.		7,717		372,808
Sensient Technologies Corp.		23,525		1,848,594
				2,661,023
Commercial Services — 13.0%
Alarm.com Holdings, Inc.*		15,738		437,989
CEB, Inc.		13,750		833,250
CoStar Group, Inc.*		4,423		833,691
Euronet Worldwide, Inc.*		23,198		1,680,231
Gartner, Inc.*		7,273		735,082
Healthcare Services Group, Inc.		27,592		1,080,779
HealthEquity, Inc.*		16,707		676,968
IHS Markit Ltd.*		17,301		612,628
MAXIMUS, Inc.		16,751		934,538
Nord Anglia Education Inc.*		44,405		1,034,637
Rollins, Inc.		16,855		569,362
ServiceMaster Global Holdings, Inc.*		37,747		1,421,929
SP Plus Corp.*		12,820		360,883
				11,211,967
Computers — 3.9%
Cadence Design Systems, Inc.*		68,808		1,735,338
Jack Henry & Associates, Inc.		17,307		1,536,515
Tessera Holding Corp.		1,820		80,444
				3,352,297

	Number of Shares		Value†
Diversified Financial Services — 4.4%
Financial Engines, Inc.		22,698	$	834,151
LPL Financial Holdings, Inc.		21,220		747,156
MarketAxess Holdings, Inc.		9,271		1,362,095
SLM Corp.*		38,235		421,350
WisdomTree Investments, Inc.		34,640		385,890
				3,750,642
Electrical Components & Equipment — 2.8%
Belden, Inc.		20,405		1,525,682
EnerSys		11,647		909,631
				2,435,313
Electronics — 3.3%
Coherent, Inc.*		1,970		270,649
CTS Corp.		33,276		745,382
National Instruments Corp.		13,149		405,252
OSI Systems, Inc.*		12,873		979,893
Sensata Technologies Holding NV*		11,632		453,066
				2,854,242
Energy-Alternate Sources — 0.3%
SolarEdge Technologies Inc.*		17,873		221,625
Entertainment — 2.8%
AMC Entertainment Holdings, Inc.		26,499		891,691
Cedar Fair LP		3,774		242,291
Manchester United PLC		32,130		457,853
National CineMedia, Inc.		58,233		857,772
				2,449,607
Environmental Control — 0.7%
Clean Harbors, Inc.*		10,827		602,523
Food — 0.5%
Amplify Snack Brands, Inc.*		49,778		438,544
Hand & Machine Tools — 0.6%
Kennametal, Inc.		15,536		485,655
Healthcare Products — 6.1%
Bio-Techne Corp.		8,750		899,762
Globus Medical, Inc., Class A*		16,179		401,401
ICU Medical, Inc.*		5,450		803,057
Masimo Corp.*		13,485		908,889
Merit Medical Systems, Inc.*		21,612		572,718
Quidel Corp.*		16,637		356,365
STERIS PLC		19,602		1,320,979
				5,263,171
Healthcare Services — 1.9%
Catalent, Inc.*		51,946		1,400,464
Medpace Holdings, Inc.*		7,668		276,585
				1,677,049
Household Products & Wares — 1.1%
Ontex Group NV		30,563		907,357
Insurance — 0.9%
RLI Corp.		12,011		758,254

117

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Small Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Internet — 1.5%
ChannelAdvisor Corp.*		27,144	$	389,516
Zendesk, Inc.*		13,050		276,660
Zillow Group, Inc.*		16,070		585,752
				1,251,928
Investment Companies — 0.4%
Pace Holdings Corp.*		33,082		355,632
Machinery — Diversified — 1.8%
Nordson Corp.		8,972		1,005,312
Wabtec Corp.		6,093		505,841
				1,511,153
Medical Instruments — 0.3%
Novadaq Technologies, Inc.*		40,411		286,514
Metal Fabricate/Hardware — 1.1%
Rexnord Corp.*		47,012		920,965
Miscellaneous Manufacturing — 1.8%
Hillenbrand, Inc.		3,546		135,989
ITT, Inc.		12,945		499,289
Proto Labs, Inc.*		9,243		474,628
Standex International Corp.		4,680		411,138
				1,521,044
Oil & Gas Services — 0.7%
Dril-Quip, Inc.*		9,605		576,780
Pharmaceuticals — 8.5%
ACADIA Pharmaceuticals, Inc.*		19,663		567,081
Akorn, Inc.*		24,195		528,177
Amicus Therapeutics, Inc.*		27,750		137,918
Axovant Sciences Ltd.*		9,765		121,281
DBV Technologies SA*		13,870		487,253
Diplomat Pharmacy, Inc.*		19,795		249,417
Dyax Corp., Escrow*~		36,639		40,669
Eagle Pharmaceuticals, Inc.*		10,976		870,836
GW Pharmaceuticals PLC ADR*		3,615		403,976
Heron Therapeutics, Inc.*		23,087		302,440
Ironwood Pharmaceuticals, Inc.*		41,173		629,535
Knight Therapeutics Inc.*		66,568		532,485
Patheon NV*		12,924		371,048
Phibro Animal Health Corp.		23,246		681,108
Prestige Brands Holdings, Inc.*		19,245		1,002,664
Teligent, Inc.*		53,370		352,776
				7,278,664
Publishing/Newspapers — 0.8%
Cimpress NV*		7,916		725,185
Real Estate — 1.0%
Jones Lang LaSalle, Inc.		4,721		477,010
The St. Joe Co.*		19,337		367,403
				844,413
Real Estate Investment Trusts — 1.0%
Lamar Advertising Co., Class A		12,840		863,362

	Number of Shares		Value†
Retail — 5.6%
Biglari Holdings, Inc.*		2,905	$	1,374,646
Casey’s General Stores, Inc.		6,987		830,614
Dunkin’ Brands Group, Inc.		11,852		621,519
Five Below, Inc.*		15,734		628,731
Sally Beauty Holdings, Inc.*		21,154		558,889
Texas Roadhouse, Inc.		6,029		290,839
Williams-Sonoma, Inc.		9,760		472,286
				4,777,524
Semiconductors — 1.3%
ON Semiconductor Corp.*		89,207		1,138,281
Software — 11.7%
ACI Worldwide, Inc.*		27,165		493,045
Athenahealth, Inc.*		5,378		565,604
Blackbaud, Inc.		26,699		1,708,736
Broadridge Financial Solutions, Inc.		29,049		1,925,949
Descartes Systems Group Inc.*		28,945		617,209
Envestnet, Inc.*		24,811		874,588
Guidewire Software, Inc.*		13,484		665,166
Instructure, Inc.*		17,465		341,441
RealPage, Inc.*		25,413		762,390
SPS Commerce, Inc.*		7,713		539,061
SS&C Technologies Holdings, Inc.		55,381		1,583,896
				10,077,085
Telecommunications — 2.1%
NICE Ltd. ADR		26,828		1,844,693
Transportation — 1.9%
Landstar System, Inc.		9,031		770,344
Old Dominion Freight Line, Inc.*		10,169		872,399
				1,642,743
TOTAL COMMON STOCKS (Cost $66,425,853)				84,369,075
SHORT-TERM INVESTMENTS — 1.9%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $1,623,581)		1,623,581		1,623,581
TOTAL INVESTMENTS — 100.0% (Cost $68,049,434)			$	85,992,656
Other Assets & Liabilities — 0.0%				(34,497	)
TOTAL NET ASSETS — 100.0%			$	85,958,159

~ Fair valued security. The total market value of fair valued securities at December 31, 2016 is $40,669.

† See Security Valuation Note.

* Non-income producing security.

ADR — American Depository Receipt.

LP — Limited Partnership.

PLC — Public Limited Company.

118

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Small Cap Growth Fund

Country Weightings as of 12/31/2016††
United States	88	%
United Kingdom	4
Canada	2
Israel	2
Belgium	1
Hong Kong	1
Netherlands	1
Other	1
Total	100	%

††% of total investments as of December 31, 2016

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS
Aerospace & Defense	$	2,320,550	$	2,320,550	$	—	$	—
Apparel		1,636,707		1,636,707		—		—
Auto Parts & Equipment		462,730		462,730		—		—
Banks		2,509,628		2,509,628		—		—
Beverages		231,481		—		231,481		—
Biotechnology		978,428		978,428		—		—
Building Materials		1,544,316		1,544,316		—		—
Chemicals		2,661,023		2,661,023		—		—
Commercial Services		11,211,967		11,211,967		—		—
Computers		3,352,297		3,352,297		—		—
Diversified Financial Services		3,750,642		3,750,642		—		—
Electrical Components & Equipment		2,435,313		2,435,313		—		—
Electronics		2,854,242		2,854,242		—		—
Energy-Alternate Sources		221,625		221,625		—		—
Entertainment		2,449,607		2,449,607		—		—
Environmental Control		602,523		602,523		—		—
Food		438,544		438,544		—		—
Hand & Machine Tools		485,655		485,655		—		—
Healthcare Products		5,263,171		5,263,171		—		—
Healthcare Services		1,677,049		1,677,049		—		—
Household Products & Wares		907,357		—		907,357		—
Insurance		758,254		758,254		—		—
Internet		1,251,928		1,251,928		—		—
Investment Companies		355,632		355,632		—		—
Machinery — Diversified		1,511,154		1,511,154		—		—
Medical Instruments		286,514		286,514		—		—
Metal Fabricate/Hardware		920,965		920,965		—		—
Miscellaneous Manufacturing		1,521,044		1,521,044		—		—
Oil & Gas Services		576,780		576,780		—		—
Pharmaceuticals		7,237,994		7,237,994		—		—

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS (continued)
Publishing / Newspapers	$	725,185	$	725,185	$	—	$	—
Real Estate		844,413		844,413		—		—
Real Estate Investment Trusts		863,362		863,362		—		—
Retail		4,777,524		4,777,524		—		—
Semiconductors		1,138,281		1,138,281		—		—
Software		10,077,085		10,077,085		—		—
Telecommunications		1,844,693		1,844,693		—		—
Transportation		1,642,743		1,642,743		—		—
TOTAL COMMON STOCKS		84,328,406		83,189,568		1,138,838		—
RIGHTS		40,669		—		40,669		—
SHORT-TERM INVESTMENTS		1,623,581		1,623,581		—		—
TOTAL INVESTMENTS	$	85,992,656	$	84,813,149	$	1,179,507	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

119

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Schedule of Investments — December 31, 2016

Small Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — 87.4%
Aerospace & Defense — 2.7%
Curtiss-Wright Corp.		13,894	$	1,366,614
Esterline Technologies Corp.*		14,197		1,266,372
Kaman Corp.		21,917		1,072,399
KLX, Inc.*		32,686		1,474,465
Moog, Inc., Class A*		20,017		1,314,717
				6,494,567
Airlines — 0.3%
Spirit Airlines, Inc.*		10,723		620,433
Apparel — 0.5%
Columbia Sportswear Co.		11,549		673,307
Steven Madden Ltd.*		16,657		595,488
				1,268,795
Auto Parts & Equipment — 0.6%
Cooper Tire & Rubber Co.		6,169		239,666
Dana Holding Corp.		30,852		585,571
Standard Motor Products, Inc.		7,244		385,526
Tower International, Inc.		12,715		360,470
				1,571,233
Banks — 20.5%
Ameris Bancorp		20,655		900,558
BancorpSouth, Inc.		36,342		1,128,419
Bank of the Ozarks, Inc.		21,210		1,115,434
Banner Corp.		35,587		1,986,111
BNC Bancorp		37,686		1,202,183
Boston Private Financial Holdings, Inc.		60,252		997,171
CenterState Banks, Inc.		19,345		486,914
CoBiz Financial, Inc.		37,094		626,518
Columbia Banking System, Inc.		43,788		1,956,448
Community Bank System, Inc.		25,492		1,575,151
ConnectOne Bancorp, Inc.		28,473		738,874
CU Bancorp*		13,235		473,813
CVB Financial Corp.		79,158		1,815,093
First Financial Bankshares, Inc.		34,650		1,566,180
First Merchants Corp.		38,643		1,454,909
First Midwest Bancorp, Inc.		43,636		1,100,936
Glacier Bancorp, Inc.		44,469		1,611,112
Great Western Bancorp, Inc.		44,216		1,927,375
Heritage Financial Corp.		23,141		595,881
Home BancShares, Inc.		43,803		1,216,409
Independent Bank Corp.		20,783		1,464,162
Independent Bank Group, Inc.		10,566		659,318
Lakeland Financial Corp.		16,956		803,036
LegacyTexas Financial Group, Inc.		50,866		2,190,290
MB Financial, Inc.		46,279		2,185,757
PacWest Bancorp		33,612		1,829,837
Pinnacle Financial Partners, Inc.		27,737		1,922,174
PrivateBancorp, Inc.		27,022		1,464,322
Prosperity Bancshares, Inc.		30,713		2,204,579
Renasant Corp.		39,553		1,669,928
Sandy Spring Bancorp, Inc.		14,715		588,453
South State Corp.		18,164		1,587,534
State Bank Financial Corp.		30,576		821,271
Texas Capital Bancshares, Inc.*		23,029		1,805,474

	Number of Shares		Value†
Banks — (continued)
The First of Long Island Corp.		15,811	$	451,390
TriCo Bancshares		16,645		568,926
Webster Financial Corp.		65,195		3,538,785
				50,230,725
Building Materials — 1.7%
Eagle Materials, Inc.		14,787		1,456,963
Gibraltar Industries, Inc.*		25,386		1,057,327
Masonite International Corp.*		11,040		726,432
Summit Materials, Inc., Class A*		37,095		882,486
				4,123,208
Chemicals — 2.1%
Methanex Corp.		1,437		62,941
Minerals Technologies, Inc.		21,784		1,682,814
Olin Corp.		17,948		459,648
Quaker Chemical Corp.		5,302		678,338
Univar, Inc.*		51,463		1,460,005
WR Grace & Co.		10,292		696,151
				5,039,897
Commercial Services — 2.8%
ABM Industries, Inc.		46,976		1,918,500
AMN Healthcare Services, Inc.*		8,807		338,629
Herc Holdings, Inc.*		26,249		1,054,160
HMS Holdings Corp.*		23,164		420,658
Live Nation Entertainment, Inc.*		62,767		1,669,602
Monro Muffler Brake, Inc.		6,122		350,179
On Assignment, Inc.*		24,844		1,097,111
				6,848,839
Computers — 2.2%
Convergys Corp.		33,379		819,788
DST Systems, Inc.		8,358		895,560
Electronics For Imaging, Inc.*		17,318		759,568
MAXIMUS, Inc.		14,132		788,424
Mentor Graphics Corp.		26,016		959,730
NetScout Systems, Inc.*		38,996		1,228,374
				5,451,444
Cosmetics & Personal Care — 0.0%
Avon Products, Inc.*		20,951		105,593
Distribution & Wholesale — 1.3%
Beacon Roofing Supply, Inc.*		32,422		1,493,681
Core-Mark Holding Co., Inc.		19,141		824,403
WESCO International, Inc.*		13,069		869,742
				3,187,826
Diversified Financial Services — 1.3%
OM Asset Management PLC		60,577		878,367
Stifel Financial Corp.*		37,020		1,849,149
Virtu Financial, Inc., Class A		23,397		373,182
				3,100,698
Electric — 3.0%
Black Hills Corp.		25,568		1,568,341

120

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Schedule of Investments — December 31, 2016

Small Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Electric — (continued)
IDACORP, Inc.		23,183	$	1,867,391
NorthWestern Corp.		1,672		95,086
PNM Resources, Inc.		55,483		1,903,067
Portland General Electric Co.		41,961		1,818,170
				7,252,055
Electronics — 2.3%
CTS Corp.		37,772		846,093
OSI Systems, Inc.*		6,209		472,629
Plexus Corp.*		17,108		924,516
Tech Data Corp.*		20,938		1,773,030
Watts Water Technologies, Inc., Class A		15,740		1,026,248
Woodward, Inc.		6,716		463,740
				5,506,256
Engineering & Construction — 1.3%
EMCOR Group, Inc.		27,174		1,922,832
Granite Construction, Inc.		10,891		599,005
TopBuild Corp.*		17,150		610,540
				3,132,377
Entertainment — 1.9%
Marriott Vacations Worldwide Corp.		18,317		1,554,197
Red Rock Resorts, Inc., Class A		38,608		895,320
Regal Entertainment Group, Class A		47,788		984,433
Vail Resorts, Inc.		7,426		1,197,888
				4,631,838
Environmental Control — 0.5%
Advanced Disposal Services Inc.*		37,383		830,650
MSA Safety, Inc.		6,100		422,913
				1,253,563
Food — 1.4%
AdvancePierre Foods Holdings, Inc.		46,296		1,378,695
Pinnacle Foods, Inc.		24,012		1,283,441
SpartanNash Co.		6,096		241,036
SUPERVALU, Inc.*		122,406		571,636
				3,474,808
Forest Products & Paper — 0.1%
Mercer International, Inc.		14,765		157,247
Gas — 2.4%
New Jersey Resources Corp.		45,429		1,612,729
South Jersey Industries, Inc.		32,308		1,088,457
Southwest Gas Corp.		15,929		1,220,480
WGL Holdings, Inc.		26,498		2,021,267
				5,942,933
Healthcare Products — 1.6%
CONMED Corp.		23,414		1,034,196
ICU Medical, Inc.*		4,222		622,112
Integra LifeSciences Holdings Corp.*		10,839		929,878
VWR Corp.*		33,018		826,440
Wright Medical Group NV*		24,923		572,731
				3,985,357

	Number of Shares		Value†
Healthcare Services — 0.7%
Acadia Healthcare Co., Inc.*		16,915	$	559,886
American Renal Associates Holdings, Inc.*		17,696		376,571
Envision Healthcare Corp.*		11,592		733,658
				1,670,115
Home Builders — 0.6%
CalAtlantic Group, Inc.		17,437		593,032
Meritage Homes Corp.*		17,457		607,504
William Lyon Homes, Class A*		16,742		318,600
				1,519,136
Household Products & Wares — 0.5%
Spectrum Brands Holdings, Inc.		9,297		1,137,302
Insurance — 5.5%
Allied World Assurance Co. Holdings AG		24,438		1,312,565
AMERISAFE, Inc.		11,071		690,277
AmTrust Financial Services, Inc.		27,797		761,082
CNO Financial Group, Inc.		101,754		1,948,589
Enstar Group Ltd.*		5,349		1,057,497
Kinsale Capital Group Inc.		16,863		573,511
Maiden Holdings Ltd.		63,196		1,102,770
National General Holdings Corp.		49,026		1,225,160
ProAssurance Corp.		18,073		1,015,702
Radian Group, Inc.		140,189		2,520,598
RLI Corp.		19,468		1,229,015
				13,436,766
Internet — 0.2%
Imperva, Inc.*		11,560		443,904
Investment Companies — 0.1%
Golub Capital BDC, Inc.		15,719		289,072
Iron & Steel — 0.9%
AK Steel Holding Corp.*		114,347		1,167,483
Allegheny Technologies, Inc.		22,840		363,841
Cliffs Natural Resources, Inc.*		42,905		360,831
Ryerson Holding Corp.*		31,772		424,156
				2,316,311
Lodging — 0.2%
Extended Stay America, Inc.		34,932		564,152
Media — 1.0%
Nexstar Broadcasting Group, Inc., Class A		19,900		1,259,670
TEGNA, Inc.		33,704		720,928
Time, Inc.		32,342		577,305
				2,557,903
Metal Fabricate/Hardware — 0.9%
RBC Bearings, Inc.*		5,635		522,984
Rexnord Corp.*		22,410		439,012
TriMas Corp.*		55,756		1,310,266
				2,272,262
Mining — 0.6%
Fairmount Santrol Holdings, Inc.*		24,553		289,480
Hecla Mining Co.		49,866		261,298

121

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Schedule of Investments — December 31, 2016

Small Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Mining — (continued)
Kaiser Aluminum Corp.		7,561	$	587,414
Royal Gold, Inc.		5,829		369,267
				1,507,459
Miscellaneous Manufacturing — 1.7%
Barnes Group, Inc.		20,850		988,707
Federal Signal Corp.		38,517		601,250
ITT, Inc.		33,740		1,301,352
Standex International Corp.		5,855		514,362
Trinseo SA		11,389		675,368
				4,081,039
Oil & Gas — 5.0%
Callon Petroleum Co.*		62,739		964,298
Carrizo Oil & Gas, Inc.*		24,542		916,644
Parsley Energy, Inc., Class A*		38,500		1,356,740
PDC Energy, Inc.*		26,872		1,950,370
Rice Energy, Inc.*		86,024		1,836,612
RSP Permian, Inc.*		53,125		2,370,438
SM Energy Co.		24,192		834,140
Synergy Resources Corp.*		98,445		877,145
WPX Energy, Inc.*		75,168		1,095,198
				12,201,585
Oil & Gas Services — 0.7%
NOW, Inc.*		27,035		553,407
Oceaneering International, Inc.		15,909		448,793
Thermon Group Holdings, Inc.*		31,435		600,094
				1,602,294
Packaging and Containers — 1.1%
Berry Plastics Group, Inc.*		32,761		1,596,444
KapStone Paper and Packaging Corp.		53,844		1,187,260
				2,783,704
Pharmaceuticals — 1.4%
Catalent, Inc.*		31,357		845,385
PRA Health Sciences, Inc.*		17,846		983,672
Prestige Brands Holdings, Inc.*		7,460		388,666
VCA, Inc.*		15,910		1,092,221
				3,309,944
Real Estate — 0.6%
Kennedy-Wilson Holdings, Inc.		73,992		1,516,836
Retail — 3.2%
Boot Barn Holdings, Inc.*		34,262		428,960
Burlington Stores, Inc.*		22,637		1,918,486
DSW, Inc., Class A		4,857		110,011
Express, Inc.*		11,764		126,581
J.C. Penney Co., Inc.*		76,865		638,748
Jack in the Box, Inc.		15,156		1,692,016
Lithia Motors, Inc., Class A		13,934		1,349,229
Office Depot, Inc.		120,589		545,062
Party City Holdco, Inc.*		38,853		551,713
Sonic Corp.		16,210		429,727
				7,790,533

	Number of Shares		Value†
Savings & Loans — 2.3%
Brookline Bancorp, Inc.		49,025	$	804,010
Dime Community Bancshares, Inc.		17,505		351,851
Flushing Financial Corp.		28,244		830,091
OceanFirst Financial Corp.		16,958		509,249
Oritani Financial Corp.		22,210		416,437
Provident Financial Services, Inc.		40,750		1,153,225
Washington Federal, Inc.		21,334		732,823
WSFS Financial Corp.		19,480		902,898
				5,700,584
Semiconductors — 3.0%
Cabot Microelectronics Corp.		11,542		729,108
Cypress Semiconductor Corp.		77,565		887,344
Entegris, Inc.*		88,854		1,590,486
Intersil Corp., Class A		50,363		1,123,095
MKS Instruments, Inc.		21,801		1,294,979
Semtech Corp.*		43,574		1,374,760
Silicon Laboratories, Inc.*		6,904		448,760
				7,448,532
Software — 2.6%
Bottomline Technologies, Inc.*		25,813		645,841
CommVault Systems, Inc.*		20,127		1,034,528
Cornerstone OnDemand, Inc.*		22,630		957,475
MicroStrategy, Inc., Class A*		434		85,672
SYNNEX Corp.		13,975		1,691,255
Verint Systems, Inc.*		52,674		1,856,758
				6,271,529
Storage & Warehousing — 0.3%
Mobile Mini, Inc.		22,233		672,548
Telecommunications — 1.5%
Anixter International, Inc.*		16,191		1,312,281
Ixia*		60,445		973,165
Viavi Solutions, Inc.*		177,458		1,451,606
				3,737,052
Transportation — 2.0%
Forward Air Corp.		18,159		860,373
Golar LNG Ltd.		52,986		1,215,499
Knight Transportation, Inc.		17,021		562,544
Saia, Inc.*		610		26,932
XPO Logistics, Inc.*		53,415		2,305,391
				4,970,739
Water — 0.3%
California Water Service Group		22,026		746,681
TOTAL COMMON STOCKS (Cost $161,867,744)				213,927,674
REAL ESTATE INVESTMENT TRUSTS — 10.7%
Apartments — 0.7%
Mid-America Apartment Communities, Inc.		17,243		1,688,467

122

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Schedule of Investments — December 31, 2016

Small Cap Value Fund

	Number of Shares		Value†
REAL ESTATE INVESTMENT TRUSTS — (continued)
Building & Real Estate — 2.1%
Blackstone Mortgage Trust, Inc., Class A		54,847	$	1,649,249
MFA Financial, Inc.		122,744		936,537
PennyMac Mortgage Investment Trust		53,489		875,615
Two Harbors Investment Corp.		190,308		1,659,486
				5,120,887
Diversified — 0.5%
PS Business Parks, Inc.		10,689		1,245,482
Hotels & Resorts — 2.5%
Chesapeake Lodging Trust		89,830		2,323,004
Pebblebrook Hotel Trust		92,456		2,750,566
RLJ Lodging Trust		46,651		1,142,483
				6,216,053
Industrial — 0.8%
Terreno Realty Corp.		69,054		1,967,348
Internet — 0.8%
CyrusOne, Inc.		43,857		1,961,723
Office Property — 1.0%
Columbia Property Trust, Inc.		22,319		482,090
Highwoods Properties, Inc.		16,048		818,609
Hudson Pacific Properties, Inc.		32,832		1,141,897
				2,442,596
Real Estate Investment Trusts — 0.6%
Care Capital Properties, Inc.		63,927		1,598,175
Storage & Warehousing — 0.9%
CubeSmart		40,702		1,089,593
Life Storage Inc.		12,343		1,052,364
				2,141,957
Strip Centers — 0.8%
Acadia Realty Trust		57,826		1,889,753
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $23,124,842)				26,272,441
EXCHANGE TRADED FUNDS — 0.7%
iShares Russell 2000 Value ETF (Cost $1,764,259)		14,637		1,740,925
SHORT-TERM INVESTMENTS — 1.1%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $2,723,630)		2,723,630		2,723,630
TOTAL INVESTMENTS — 99.9% (Cost $189,480,475)			$	244,664,670
Other Assets & Liabilities — 0.1%				303,129
TOTAL NET ASSETS — 100.0%			$	244,967,799

† See Security Valuation Note.

* Non-income producing security.

PLC — Public Limited Company.

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	213,927,674	$	213,927,674	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		26,272,441		26,272,441		—		—
EXCHANGE TRADED FUNDS		1,740,925		1,740,925		—		—
SHORT-TERM INVESTMENTS		2,723,630		2,723,630		—		—
TOTAL INVESTMENTS	$	244,664,670	$	244,664,670	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

123

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — 91.0%
Advertising — 0.0%
Marchex, Inc., Class B*		1,545	$	4,094
MDC Partners, Inc., Class A		1,800		11,790
				15,884
Aerospace & Defense — 1.3%
AAR Corp.		1,269		41,940
Aerojet Rocketdyne Holdings, Inc.*		2,440		43,798
Aerovironment, Inc.*		718		19,264
Astronics Corp.*		678		22,943
Astronics Corp., Class B*		101		3,404
Cubic Corp.		1,069		51,259
Curtiss-Wright Corp.		1,826		179,605
Ducommun, Inc.*		400		10,224
Esterline Technologies Corp.*		1,140		101,688
Kaman Corp.		1,048		51,279
KLX, Inc.*		2,100		94,731
Kratos Defense & Security Solutions, Inc.*		2,422		17,923
Moog, Inc., Class A*		1,291		84,793
National Presto Industries, Inc.		246		26,174
Teledyne Technologies, Inc.*		1,404		172,692
Triumph Group, Inc.		2,000		53,000
				974,717
Agriculture — 0.3%
Alico, Inc.		151		4,100
Alliance One International, Inc.*		301		5,779
Limoneira Co.		600		12,906
Tejon Ranch Co.*		688		17,496
The Andersons, Inc.		1,132		50,600
Universal Corp.		855		54,506
Vector Group Ltd.		3,920		89,132
				234,519
Airlines — 0.4%
Allegiant Travel Co.		501		83,366
Hawaiian Holdings, Inc.*		2,126		121,182
SkyWest, Inc.		2,081		75,853
				280,401
Apparel — 0.7%
Columbia Sportswear Co.		1,122		65,413
Crocs, Inc.*		2,900		19,894
Deckers Outdoor Corp.*		1,300		72,007
Delta Apparel, Inc.*		300		6,219
G-III Apparel Group Ltd.*		1,708		50,488
Iconix Brand Group, Inc.*		1,842		17,204
Oxford Industries, Inc.		608		36,559
Perry Ellis International, Inc.*		414		10,313
Sequential Brands Group, Inc.*		1,740		8,143
Steven Madden Ltd.*		2,549		91,127
Superior Uniform Group, Inc.		500		9,810
Unifi, Inc.*		660		21,536
Vince Holding Corp.*		527		2,134
Weyco Group, Inc.		400		12,520
Wolverine World Wide, Inc.		3,882		85,210
				508,577

	Number of Shares		Value†
Auto Manufacturers — 0.1%
Navistar International Corp.*		2,000	$	62,740
Wabash National Corp.*		2,600		41,132
				103,872
Auto Parts & Equipment — 1.2%
American Axle & Manufacturing Holdings, Inc.*		3,016		58,209
Cooper Tire & Rubber Co.		2,249		87,374
Cooper-Standard Holding, Inc.*		600		62,028
Dana, Inc.		5,796		110,008
Dorman Products, Inc.*		1,092		79,781
Douglas Dynamics, Inc.		900		30,285
Federal-Mogul Holdings Corp.*		916		9,444
Gentherm, Inc.*		1,468		49,692
Horizon Global Corp.*		718		17,232
Meritor, Inc.*		3,645		45,271
Metaldyne Performance Group, Inc.		800		18,360
Miller Industries, Inc.		443		11,717
Modine Manufacturing Co.*		2,077		30,947
Motorcar Parts of America, Inc.*		700		18,844
Spartan Motors, Inc.		1,500		13,875
Standard Motor Products, Inc.		900		47,898
Strattec Security Corp.		100		4,030
Superior Industries International, Inc.		1,119		29,486
Supreme Industries, Inc.		600		9,420
Tenneco, Inc.*		2,200		137,434
Titan International, Inc.		1,913		21,445
Tower International, Inc.		800		22,680
				915,460
Banks — 11.2%
1st Source Corp.		688		30,726
Access National Corp.		400		11,104
ACNB Corp.		300		9,375
Allegiance Bancshares, Inc.*		500		18,075
American National Bankshares, Inc.		400		13,920
Ameris Bancorp		1,447		63,089
Ames National Corp.		299		9,867
Arrow Financial Corp.		389		15,755
Atlantic Capital Bancshares, Inc.*		800		15,200
BancFirst Corp.		360		33,498
Banco Latinoamericano de Comercio Exterior S.A.		1,110		32,678
BancorpSouth, Inc.		3,449		107,091
Bank of Marin Bancorp		290		20,228
Bank of NT Butterfield & Son Ltd.		600		18,864
Bank of the Ozarks, Inc.		3,503		184,223
Bankwell Financial Group, Inc.		300		9,750
Banner Corp.		1,200		66,972
Bar Harbor Bankshares		200		9,466
Blue Hills Bancorp, Inc.		1,100		20,625
BNC Bancorp		1,600		51,040
Boston Private Financial Holdings, Inc.		3,358		55,575
Bridge Bancorp, Inc.		707		26,795
Bryn Mawr Bank Corp.		732		30,854

124

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Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Banks — (continued)
C&F Financial Corp.		200	$	9,970
Camden National Corp.		539		23,959
Capital Bank Financial Corp., Class A		1,013		39,743
Capital City Bank Group, Inc.		269		5,509
Cardinal Financial Corp.		1,218		39,938
Carolina Financial Corp.		500		15,395
Cascade Bancorp*		1,262		10,247
Cass Information Systems, Inc.		454		33,401
Cathay General Bancorp		2,950		112,188
CenterState Banks, Inc.		1,932		48,628
Central Pacific Financial Corp.		1,300		40,846
Central Valley Community Bancorp		400		7,984
Century Bancorp, Inc., Class A		69		4,140
Chemical Financial Corp.		2,600		140,842
Chemung Financial Corp.		200		7,270
Citizens & Northern Corp.		356		9,327
City Holding Co.		648		43,805
CNB Financial Corp.		474		12,675
CoBiz Financial, Inc.		1,700		28,713
Codorus Valley Bancorp, Inc.		420		12,012
Columbia Banking System, Inc.		2,414		107,858
Community Bank System, Inc.		1,711		105,723
Community Trust Bancorp, Inc.		683		33,877
ConnectOne Bancorp, Inc.		1,060		27,507
County Bancorp, Inc.		300		8,091
CU Bancorp*		800		28,640
Customers Bancorp, Inc.*		980		35,104
CVB Financial Corp.		3,992		91,537
Eagle Bancorp, Inc.*		1,173		71,494
Enterprise Bancorp, Inc.		313		11,756
Enterprise Financial Services Corp.		782		33,626
Equity Bancshares, Inc., Class A*		300		10,092
Farmers Capital Bank Corp.		300		12,615
Farmers National Banc Corp.		1,100		15,620
FB Financial Corp.*		400		10,380
Fidelity Southern Corp.		907		21,469
Financial Institutions, Inc.		440		15,048
First Bancorp		824		22,363
First BanCorp Puerto Rico*		4,700		31,067
First Bancorp, Inc.		434		14,365
First Busey Corp.		1,334		41,061
First Business Financial Services, Inc.		400		9,488
First Citizens BancShares, Inc., Class A		304		107,920
First Commonwealth Financial Corp.		3,721		52,764
First Community Bancshares, Inc.		626		18,868
First Community Financial Partners, Inc.*		900		10,530
First Connecticut Bancorp, Inc.		659		14,926
First Financial Bancorp		2,505		71,267
First Financial Bankshares, Inc.		2,652		119,870
First Financial Corp.		480		25,344
First Foundation, Inc.*		600		17,100
First Internet Bancorp		300		9,600
First Interstate BancSystem, Inc., Class A		800		34,040
First Merchants Corp.		1,538		57,906
First Mid-Illinois Bancshares, Inc.		300		10,200

	Number of Shares		Value†
Banks — (continued)
First Midwest Bancorp, Inc.		3,214	$	81,089
First NBC Bank Holding Co.*		600		4,380
First Northwest Bancorp*		500		7,800
FNB Corp.		8,643		138,547
Franklin Financial Network, Inc.*		600		25,110
Fulton Financial Corp.		6,900		129,720
German American Bancorp, Inc.		492		25,884
Glacier Bancorp, Inc.		3,121		113,074
Great Southern Bancorp, Inc.		471		25,740
Great Western Bancorp, Inc.		2,400		104,616
Green Bancorp, Inc.*		700		10,640
Guaranty Bancorp		900		21,780
Hancock Holding Co.		3,072		132,403
Hanmi Financial Corp.		1,213		42,334
HarborOne Bancorp, Inc.*		600		11,604
Heartland Financial USA, Inc.		917		44,016
Heritage Commerce Corp.		1,200		17,316
Heritage Financial Corp.		1,130		29,098
Heritage Oaks Bancorp		1,300		16,029
Home BancShares, Inc.		4,828		134,074
Hope Bancorp, Inc.		5,067		110,917
Horizon Bancorp		900		25,200
IBERIABANK Corp.		1,846		154,602
Independent Bank Corp.		1,000		21,700
Independent Bank Corp.		1,071		75,452
Independent Bank Group, Inc.		400		24,960
International Bancshares Corp.		2,225		90,780
Kearny Financial Corp.		3,876		60,272
Lakeland Bancorp, Inc.		1,711		33,364
Lakeland Financial Corp.		891		42,198
LCNB Corp.		400		9,300
LegacyTexas Financial Group, Inc.		1,866		80,350
Live Oak Bancshares, Inc.		900		16,650
Macatawa Bank Corp.		1,300		13,533
MainSource Financial Group, Inc.		921		31,682
MB Financial, Inc.		3,084		145,657
MBT Financial Corp.		900		10,215
Mercantile Bank Corp.		700		26,390
Merchants Bancshares, Inc.		186		10,081
Middleburg Financial Corp.		300		10,425
Midland States Bancorp, Inc.		200		7,236
MidWestOne Financial Group, Inc.		400		15,040
National Bankshares, Inc.		319		13,861
National Commerce Corp.*		400		14,860
NBT Bancorp, Inc.		1,769		74,086
Nicolet Bankshares, Inc.*		300		14,307
Northrim BanCorp, Inc.		300		9,480
OFG Bancorp		1,810		23,711
Old Line Bancshares, Inc.		400		9,592
Old National Bancorp		5,361		97,302
Old Second Bancorp, Inc.		1,600		17,680
Opus Bank		700		21,035
Orrstown Financial Services, Inc.		400		8,960
Pacific Continental Corp.		862		18,835
Pacific Mercantile Bancorp*		800		5,840

125

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Banks — (continued)
Park National Corp.		524	$	62,702
Park Sterling Corp.		2,300		24,817
Peapack Gladstone Financial Corp.		636		19,640
Penns Woods Bancorp, Inc.		268		13,534
People’s Utah Bancorp		600		16,110
Peoples Bancorp, Inc.		572		18,567
Peoples Financial Services Corp.		300		14,610
Pinnacle Financial Partners, Inc.		1,707		118,295
Preferred Bank		500		26,210
Premier Financial Bancorp, Inc.		440		8,844
PrivateBancorp, Inc.		3,098		167,881
Prosperity Bancshares, Inc.		2,726		195,672
QCR Holdings, Inc.		400		17,320
Renasant Corp.		1,635		69,030
Republic Bancorp, Inc., Class A		387		15,302
Republic First Bancorp, Inc.*		1,700		14,195
S&T Bancorp, Inc.		1,259		49,151
Sandy Spring Bancorp, Inc.		985		39,390
Seacoast Banking Corp of Florida*		1,040		22,942
ServisFirst Bancshares, Inc.		1,800		67,392
Shore Bancshares, Inc.		600		9,150
Sierra Bancorp		312		8,296
Simmons First National Corp., Class A		1,200		74,580
South State Corp.		958		83,729
Southern First Bancshares, Inc.*		300		10,800
Southern National Bancorp of Virginia, Inc.		600		9,804
Southside Bancshares, Inc.		946		35,638
Southwest Bancorp, Inc.		636		18,444
State Bank Financial Corp.		1,500		40,290
Stock Yards Bancorp, Inc.		767		36,011
Stonegate Bank		500		20,865
Suffolk Bancorp		443		18,969
Summit Financial Group, Inc.		400		11,012
Sun Bancorp, Inc.		520		13,520
Texas Capital Bancshares, Inc.*		2,073		162,523
The Bancorp, Inc.*		2,512		19,744
The First of Long Island Corp.		890		25,395
Tompkins Financial Corp.		558		52,753
Towne Bank		2,232		74,214
TriCo Bancshares		904		30,899
TriState Capital Holdings, Inc.*		1,000		22,100
Triumph Bancorp., Inc.*		500		13,075
TrustCo Bank Corp.		3,252		28,455
Trustmark Corp.		2,630		93,759
UMB Financial Corp.		1,781		137,351
Umpqua Holdings Corp.		8,901		167,161
Union Bankshares Corp.		1,828		65,333
Union Bankshares Inc/Morrisville VT		100		4,545
United Bankshares, Inc.		2,592		119,880
United Community Banks, Inc.		2,878		85,246
Univest Corp. of Pennsylvania		1,087		33,588
Valley National Bancorp		10,035		116,807
Veritex Holdings, Inc.*		300		8,013
Walker & Dunlop, Inc.*		1,100		34,320
Washington Trust Bancorp, Inc.		670		37,553

	Number of Shares		Value†
Banks — (continued)
WashingtonFirst Bankshares Inc.		420	$	12,176
Webster Financial Corp.		3,728		202,356
WesBanco, Inc.		1,624		69,921
West Bancorporation, Inc.		778		19,217
Westamerica Bancorporation		973		61,231
Western New England Bancorp, Inc.		1,000		9,350
Wintrust Financial Corp.		2,042		148,188
Xenith Bankshares, Inc.*		300		8,460
Yadkin Financial Corp.		2,050		70,233
				8,577,843
Beverages — 0.2%
Coca-Cola Bottling Co. Consolidated		174		31,120
Craft Brew Alliance, Inc.*		700		11,830
Farmer Brothers Co.*		204		7,487
MGP Ingredients, Inc.		500		24,990
National Beverage Corp.		442		22,577
Primo Water Corp.*		1,000		12,280
The Boston Beer Co., Inc., Class A*		359		60,976
				171,260
Biotechnology — 3.2%
Acceleron Pharma, Inc.*		1,100		28,072
Achillion Pharmaceuticals, Inc.*		4,300		17,759
Acorda Therapeutics, Inc.*		1,731		32,543
Aduro Biotech, Inc.*		1,500		17,100
Advaxis, Inc.*		1,000		7,160
Adverum Biotechnologies, Inc.*		700		2,030
Aevi Genomic Medicine, Inc.*		1,000		5,180
Agenus, Inc.*		3,200		13,184
Alder Biopharmaceuticals, Inc.*		1,900		39,520
AMAG Pharmaceuticals, Inc.*		1,456		50,669
Anavex Life Sciences Corp.*		300		1,188
ANI Pharmaceuticals, Inc.*		300		18,186
Applied Genetic Technologies Corp.*		600		5,610
Aptevo Therapeutics, Inc.*		629		1,535
Ardelyx, Inc.*		1,400		19,880
Arena Pharmaceuticals, Inc.*		8,506		12,078
ARIAD Pharmaceuticals, Inc.*		7,100		88,324
Arrowhead Pharmaceuticals, Inc.*		2,100		3,255
Asterias Biotherapeutics, Inc.*		1,300		5,980
Atara Biotherapeutics, Inc.*		1,000		14,200
Athersys, Inc.*		3,600		5,508
Bellicum Pharmaceuticals, Inc.*		900		12,258
BioCryst Pharmaceuticals, Inc.*		2,900		18,357
BioTime, Inc.*		3,100		11,191
Bluebird Bio, Inc.*		1,700		104,890
Blueprint Medicines Corp.*		900		25,245
Cambrex Corp.*		1,267		68,355
Celldex Therapeutics, Inc.*		3,644		12,900
Cellular Biomedicine Group, Inc.*		300		3,930
ChromaDex Corp.*		1,400		4,634
Clearside Biomedical, Inc.*		500		4,470
Coherus Biosciences, Inc.*		1,300		36,595
Curis, Inc.*		3,600		11,088
Cytokinetics, Inc.*		1,400		17,010

126

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Biotechnology — (continued)
CytomX Therapeutics, Inc.*		900	$	9,891
CytRx Corp.*		2,600		968
Dermira, Inc.*		900		27,297
Dynavax Technologies Corp.*		1,320		5,214
Edge Therapeutics, Inc.*		800		10,000
Editas Medicine, Inc.*		400		6,492
Emergent BioSolutions, Inc.*		1,258		41,313
Enzo Biochem, Inc.*		1,800		12,492
Epizyme, Inc.*		1,900		22,990
Exact Sciences Corp.*		4,200		56,112
Exelixis, Inc.*		9,069		135,219
Five Prime Therapeutics, Inc.*		1,100		55,121
Foundation Medicine, Inc.*		518		9,169
Galena Biopharma, Inc.*		400		776
Geron Corp.*		6,550		13,558
Halozyme Therapeutics, Inc.*		4,489		44,351
Idera Pharmaceuticals, Inc.*		2,300		3,450
ImmunoGen, Inc.*		3,263		6,656
Immunomedics, Inc.*		2,936		10,775
Innoviva, Inc.*		3,400		36,380
Inovio Pharmaceuticals, Inc.*		2,500		17,350
Insmed, Inc.*		2,300		30,429
Intellia Therapeutics, Inc.*		300		3,933
Karyopharm Therapeutics, Inc.*		800		7,520
Kite Pharma, Inc.*		1,600		71,744
Lexicon Pharmaceuticals, Inc.*		1,760		24,341
Ligand Pharmaceuticals, Inc.*		744		75,598
Lion Biotechnologies, Inc.*		2,500		17,375
Loxo Oncology, Inc.*		600		19,269
MacroGenics, Inc.*		1,300		26,572
Merrimack Pharmaceuticals, Inc.*		4,500		18,360
Momenta Pharmaceuticals, Inc.*		2,682		40,364
Myriad Genetics, Inc.*		2,700		45,009
NeoGenomics, Inc.*		1,700		14,569
NewLink Genetics Corp.*		700		7,196
Novavax, Inc.*		10,129		12,763
Omeros Corp.*		1,400		13,888
OncoMed Pharmaceuticals, Inc.*		600		4,626
Organovo Holdings, Inc.*		4,900		16,611
Otonomy, Inc.*		1,100		17,490
Pacific Biosciences of California, Inc.*		3,200		12,160
Paratek Pharmaceuticals, Inc.*		900		13,860
PDL BioPharma, Inc.		6,217		13,180
Pfenex, Inc.*		500		4,535
PharmAthene, Inc.*		3,100		10,075
Prothena Corp. PLC*		1,400		68,866
PTC Therapeutics, Inc.*		1,200		13,092
Puma Biotechnology, Inc.*		1,200		36,840
REGENXBIO, Inc.*		800		14,840
Repligen Corp.*		1,300		40,066
Retrophin, Inc.*		1,500		28,395
Rigel Pharmaceuticals, Inc.*		2,690		6,402
RTI Surgical, Inc.*		2,035		6,614
Sage Therapeutics, Inc.*		1,200		61,272
Sangamo BioScienses, Inc.*		2,403		7,329

	Number of Shares		Value†
Biotechnology — (continued)
Selecta Biosciences, Inc.*		300	$	5,145
Spark Therapeutics, Inc.*		700		34,930
Spectrum Pharmaceuticals, Inc.*		2,414		10,694
Stemline Therapeutics, Inc.*		400		4,280
Synthetic Biologics, Inc.*		3,800		2,898
The Medicines Co.*		2,592		87,972
Theravance Biopharma, Inc.*		1,500		47,820
Tokai Pharmaceuticals, Inc.*		600		587
Trovagene, Inc.*		800		1,680
Ultragenyx Pharmaceutical, Inc.*		1,400		98,434
Veracyte Inc.*		800		6,192
Versartis, Inc.*		1,200		17,880
WaVe Life Sciences Ltd.*		400		10,460
Xbiotech, Inc.*		800		8,096
ZIOPHARM Oncology, Inc.*		4,627		24,754
				2,412,463
Building Materials — 1.5%
AAON, Inc.		1,585		52,384
Apogee Enterprises, Inc.		1,243		66,575
Armstrong Flooring, Inc.*		1,000		19,910
Boise Cascade Co.*		1,400		31,500
Builders FirstSource, Inc.*		3,473		38,099
Caesarstone Ltd.*		1,000		28,650
Comfort Systems USA, Inc.		1,527		50,849
Continental Building Products, Inc.*		1,500		34,650
Forterra, Inc.*		900		19,494
Gibraltar Industries, Inc.*		1,201		50,022
Griffon Corp.		1,256		32,907
Headwaters, Inc.*		2,880		67,738
Louisiana-Pacific Corp.*		5,794		109,680
LSI Industries, Inc.		1,314		12,798
Masonite International Corp.*		1,200		78,960
NCI Building Systems, Inc.*		1,264		19,782
Patrick Industries, Inc.*		550		41,965
PGT Innovations, Inc.*		1,700		19,465
Ply Gem Holdings, Inc.*		1,000		16,250
Quanex Building Products Corp.		1,425		28,928
Simpson Manufacturing Co., Inc.		1,685		73,719
Summit Materials, Inc., Class A*		3,049		72,539
Trex Co., Inc.*		1,162		74,833
Universal Forest Products, Inc.		783		80,007
US Concrete, Inc.*		600		39,300
				1,161,004
Chemicals — 2.3%
A. Schulman, Inc.		1,188		39,739
Aceto Corp.		1,042		22,893
American Vanguard Corp.		1,078		20,644
Balchem Corp.		1,305		109,516
Chemtura Corp.*		2,514		83,465
Codexis, Inc.*		1,600		7,360
CSW Industrials, Inc.*		600		22,110
Ferro Corp.*		3,438		49,266
GCP Applied Technologies, Inc.*		2,900		77,575
H.B. Fuller Co.		1,980		95,654

127

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Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Chemicals — (continued)
Hawkins, Inc.		449	$	24,223
Ingevity Corp.*		1,700		93,262
Innophos Holdings, Inc.		796		41,599
Innospec, Inc.		900		61,650
KMG Chemicals, Inc.		500		19,445
Kraton Corp.*		1,241		35,344
Kronos Worldwide, Inc.		900		10,746
Landec Corp.*		1,218		16,808
Minerals Technologies, Inc.		1,428		110,313
Oil-Dri Corp of America		97		3,706
Olin Corp.		6,592		168,821
OMNOVA Solutions, Inc.*		1,268		12,680
PolyOne Corp.		3,355		107,494
Quaker Chemical Corp.		511		65,377
Rayonier Advanced Materials, Inc.		1,900		29,374
Sensient Technologies Corp.		1,774		139,401
Stepan Co.		808		65,836
The Chemours Co.		7,200		159,048
Tronox Ltd., Class A		2,400		24,744
Univar, Inc.*		1,700		48,229
				1,766,322
Coal — 0.0%
SunCoke Energy, Inc.*		2,341		26,547
Westmoreland Coal Co.*		600		10,602
				37,149
Commercial Services — 5.0%
Aaron’s, Inc.		2,700		86,373
ABM Industries, Inc.		2,139		87,357
Acacia Research Corp.*		1,880		12,220
Alarm.com Holdings, Inc.*		400		11,132
Albany Molecular Research, Inc.*		900		16,884
American Public Education, Inc.*		755		18,535
AMN Healthcare Services, Inc.*		1,909		73,401
Apollo Education Group, Inc., Class A*		3,300		32,670
ARC Document Solutions, Inc.*		1,436		7,295
Ascent Capital Group, Inc., Class A*		531		8,634
B. Riley Financial, Inc.		500		9,225
Barrett Business Services, Inc.		342		21,922
Bridgepoint Education, Inc.*		480		4,862
Bright Horizons Family Solutions, Inc.*		1,700		119,034
Capella Education Co.		407		35,735
Cardtronics PLC, Class A*		1,763		96,207
Care.com, Inc.*		200		1,714
Career Education Corp.*		2,300		23,207
Carriage Services, Inc.		600		17,184
CBIZ, Inc.*		2,140		29,318
CEB, Inc.		1,269		76,901
Collectors Universe, Inc.		400		8,492
CorVel Corp.*		362		13,249
Cotiviti Holdings, Inc.*		600		20,640
CPI Card Group, Inc.		800		3,320
CRA International, Inc.		274		10,028
Cross Country Healthcare, Inc.*		1,084		16,921
Deluxe Corp.		1,907		136,560

	Number of Shares		Value†
Commercial Services — (continued)
DeVry Education Group, Inc.		2,500	$	78,000
Ennis, Inc.		858		14,886
EVERTEC, Inc.		2,600		46,150
ExlService Holdings, Inc.*		1,300		65,572
Forrester Research, Inc.		375		16,106
Franklin Covey Co.*		597		12,030
FTI Consulting, Inc.*		1,756		79,161
Grand Canyon Education, Inc.*		1,756		102,638
Great Lakes Dredge & Dock Corp.*		2,751		11,554
Green Dot Corp., Class A*		1,800		42,390
Healthcare Services Group, Inc.		2,880		112,810
HealthEquity, Inc.*		1,800		72,936
Heidrick & Struggles International, Inc.		669		16,156
HMS Holdings Corp.*		3,415		62,016
Huron Consulting Group, Inc.*		828		41,938
ICF International, Inc.*		748		41,290
INC Research Holdings, Inc., Class A*		1,700		89,420
Information Services Group, Inc.*		1,600		5,824
Insperity, Inc.		624		44,273
James River Group Holdings Ltd.		600		24,930
K12, Inc.*		1,152		19,768
Kelly Services, Inc., Class A		1,014		23,241
Kforce, Inc.		1,086		25,087
Korn/Ferry International		2,390		70,338
Landauer, Inc.		380		18,278
LendingTree, Inc.*		300		30,405
Liberty Tax, Inc.		200		2,680
LifeLock, Inc.*		3,400		81,328
Matthews International Corp., Class A		1,305		100,289
MAXIMUS, Inc.		2,688		149,964
McGrath RentCorp		953		37,348
Medifast, Inc.		331		13,780
MoneyGram International, Inc.*		878		10,369
Monro Muffler Brake, Inc.		1,237		70,756
Multi-Color Corp.		567		43,999
National Research Corp., Class A		187		3,553
Navigant Consulting, Inc.*		1,984		51,941
Neff Corp., Class A*		600		8,460
On Assignment, Inc.*		1,952		86,200
PAREXEL International Corp.*		2,099		137,946
Patriot National, Inc.*		500		2,325
Paylocity Holding Corp.*		900		27,009
PFSweb, Inc.*		400		3,400
Quad/Graphics, Inc.		1,300		34,944
Rent-A-Center, Inc.		1,953		21,971
Resources Connection, Inc.		1,522		29,299
RPX Corp.*		2,100		22,680
ServiceSource International, Inc.*		2,400		13,632
Sotheby’s*		2,041		81,354
SP Plus Corp.*		793		22,323
Strayer Education, Inc.*		400		32,252
Team Health Holdings, Inc.*		2,772		120,444
Team, Inc.*		1,183		46,433
TeleTech Holdings, Inc.		707		21,564
The Advisory Board Co.*		1,550		51,538

128

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Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Commercial Services — (continued)
The Brink’s Co.		1,710	$	70,538
The Hackett Group, Inc.		1,116		19,709
The Providence Service Corp.*		600		22,830
Travelport Worldwide Ltd.		4,700		66,270
TriNet Group, Inc.*		1,700		43,554
TrueBlue, Inc.*		1,576		38,848
Vectrus, Inc.*		300		7,155
Viad Corp.		771		34,001
Weight Watchers International, Inc.*		1,200		13,740
				3,812,643
Computers — 2.5%
3D Systems Corp.*		4,400		58,476
A10 Networks, Inc.*		2,000		16,620
Agilysys, Inc.*		376		3,895
Barracuda Networks, Inc.*		1,000		21,430
CACI International, Inc., Class A*		950		118,085
Carbonite, Inc.*		800		13,120
Convergys Corp.		3,583		87,998
Cray, Inc.*		1,599		33,099
Datalink Corp.*		900		10,134
Diebold Nixdorf, Inc.		2,700		67,905
Digimarc Corp.*		300		9,000
DMC Global, Inc.		700		11,095
Electronics For Imaging, Inc.*		1,824		80,001
Engility Holdings, Inc.*		700		23,590
EPAM Systems, Inc.*		1,900		122,189
Globant SA*		1,100		36,685
Immersion Corp.*		842		8,950
Insight Enterprises, Inc.*		1,543		62,399
LivePerson, Inc.*		1,925		14,534
Lumentum Holdings, Inc.*		2,100		81,165
Maxwell Technologies, Inc.*		1,500		7,680
Mentor Graphics Corp.		4,276		157,742
Mercury Systems, Inc.*		1,436		43,396
Mitek Systems, Inc.*		1,400		8,610
MTS Systems Corp.		660		37,422
NetScout Systems, Inc.*		3,565		112,297
Nimble Storage, Inc.*		2,700		21,384
Pure Storage, Inc., Class A*		2,600		29,406
Qualys, Inc.*		1,100		34,815
Radisys Corp.*		1,700		7,531
Science Applications International Corp.		1,700		144,160
Silver Spring Networks, Inc.*		1,500		19,965
Stratasys Ltd.*		1,800		29,772
Super Micro Computer, Inc.*		1,471		41,262
Sykes Enterprises, Inc.*		1,536		44,329
Synaptics, Inc.*		1,416		75,869
Syntel, Inc.		1,360		26,914
Tessera Holding Corp.		2,023		89,417
The KEYW Holding Corp.*		1,300		15,327
Unisys Corp.*		2,224		33,249
USA Technologies, Inc.*		1,800		7,740
Varonis Systems, Inc.*		300		8,040
Virtusa Corp.*		1,089		27,356
Vocera Communications, Inc.*		800		14,792
				1,918,845

	Number of Shares		Value†
Cosmetics & Personal Care — 0.2%
Avon Products, Inc.*		17,000	$	85,680
elf Beauty, Inc.*		500		14,470
Inter Parfums, Inc.		624		20,436
Revlon, Inc., Class A*		570		16,616
				137,202
Distribution & Wholesale — 0.6%
Beacon Roofing Supply, Inc.*		2,381		109,693
Core-Mark Holding Co., Inc.		1,764		75,976
Essendant, Inc.		1,519		31,747
Fossil Group, Inc.*		1,700		43,962
H&E Equipment Services, Inc.		1,159		26,947
Owens & Minor, Inc.		2,476		87,378
ScanSource, Inc.*		981		39,583
SiteOne Landscape Supply, Inc.*		500		17,365
Titan Machinery, Inc.*		523		7,620
Triton International Ltd.		1,693		26,749
Veritiv Corp.*		300		16,125
				483,145
Diversified Financial Services — 2.5%
Aircastle Ltd.		1,976		41,200
Altisource Portfolio Solutions SA*		500		13,295
Associated Capital Group, Inc., Class A		262		8,607
BGC Partners, Inc., Class A		8,807		90,096
Blackhawk Network Holdings, Inc.*		2,200		82,885
Calamos Asset Management, Inc., Class A		469		4,010
Cohen & Steers, Inc.		817		27,451
Cowen Group Inc., Class A*		948		14,686
Diamond Hill Investment Group, Inc.		107		22,511
Ellie Mae, Inc.*		1,300		108,784
Encore Capital Group, Inc.*		997		28,564
Enova International, Inc.*		1,029		12,914
Evercore Partners, Inc., Class A		1,522		104,561
Federal Agricultural Mortgage Corp., Class C		300		17,181
Financial Engines, Inc.		2,100		77,175
FNFV Group*		2,800		38,360
GAIN Capital Holdings, Inc.		1,800		11,844
GAMCO Investors, Inc., Class A		262		8,093
Greenhill & Co., Inc.		1,100		30,470
Hannon Armstrong Sustainable Infrastructure Capital, Inc.		2,000		37,980
Houlihan Lokey, Inc.		600		18,672
Impac Mortgage Holdings, Inc.*		500		7,010
INTL. FCStone, Inc.*		593		23,483
Investment Technology Group, Inc.		1,300		25,662
Janus Capital Group, Inc.		5,600		74,312
KCG Holdings, Inc., Class A*		2,181		28,898
Ladder Capital Corp. REIT		1,536		21,074
Ladenburg Thalmann Financial Services, Inc.*		4,000		9,760
LendingClub Corp.*		13,400		70,350
Manning & Napier, Inc.		700		5,285
Marlin Business Services Corp.		200		4,180
Moelis & Co., Class A		900		30,510
Nationstar Mortgage Holdings, Inc.*		1,300		23,478
Nelnet, Inc., Class A		799		40,549

129

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Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Diversified Financial Services — (continued)
NewStar Financial, Inc.*		1,300	$	12,025
Ocwen Financial Corp.*		3,800		20,482
OM Asset Management PLC		1,700		24,650
On Deck Capital, Inc.*		2,200		10,186
Oppenheimer Holdings, Inc., Class A		238		4,427
PennyMac Financial Service, Class A*		500		8,325
PHH Corp.*		1,989		30,153
Piper Jaffray Cos.*		587		42,557
PJT Partners, Inc.		800		24,704
PRA Group, Inc.*		1,848		72,257
Pzena Investment Management, Inc., Class A		830		9,221
Regional Management Corp.*		600		15,768
Stifel Financial Corp.*		2,506		125,175
Teton Advisors, Inc., Class B~		2		0
Virtu Financial, Inc.		1,100		17,545
Virtus Investment Partners, Inc.		240		28,332
Waddell & Reed Financial, Inc., Class A		3,200		62,432
WageWorks, Inc.*		1,500		108,750
Walter Investment Management Corp.*		1,353		6,427
Westwood Holdings Group, Inc.		311		18,657
WisdomTree Investments, Inc.		4,400		49,016
World Acceptance Corp.*		262		16,841
				1,871,820
Electric — 1.9%
ALLETE, Inc.		1,951		125,235
Ameresco, Inc., Class A*		1,100		6,050
Atlantic Power Corp.*		4,127		10,317
Atlantica Yield PLC		2,500		48,375
Avista Corp.		2,439		97,536
Black Hills Corp.		2,048		125,624
Dynegy, Inc.*		4,300		36,378
El Paso Electric Co.		1,577		73,330
EnerNOC, Inc.*		1,300		7,800
Genie Energy Ltd., Class B		800		4,600
IDACORP, Inc.		2,001		161,181
MGE Energy, Inc.		1,342		87,633
NorthWestern Corp.		1,880		106,916
NRG Yield, Inc., Class A		1,500		23,040
NRG Yield, Inc., Class C		2,500		39,500
Ormat Technologies, Inc.		1,500		80,430
Otter Tail Corp.		1,592		64,954
PNM Resources, Inc.		3,110		106,673
Portland General Electric Co.		3,656		158,414
Spark Energy, Inc., Class A		200		6,060
The Empire District Electric Co.		1,719		58,601
Unitil Corp.		463		20,992
				1,449,639
Electrical Components & Equipment — 1.1%
Advanced Energy Industries, Inc.*		1,593		87,217
Belden, Inc.		1,655		123,745
Encore Wire Corp.		771		33,423
Energous Corp.*		700		11,795
EnerSys		1,723		134,566
Generac Holdings, Inc.*		2,649		107,920

	Number of Shares		Value†
Electrical Components & Equipment — (continued)
General Cable Corp.		1,900	$	36,195
Graham Corp.		466		10,322
Insteel Industries, Inc.		691		24,627
Littelfuse, Inc.		878		133,254
Novanta, Inc.*		1,300		27,300
Powell Industries, Inc.		429		16,731
Universal Display Corp.*		1,649		92,839
Vicor Corp.*		422		6,372
				846,306
Electronics — 2.3%
Allied Motion Technologies, Inc.		400		8,556
Applied Optoelectronics, Inc.*		700		16,408
AVX Corp.		1,600		25,008
Badger Meter, Inc.		1,118		41,310
Bel Fuse, Inc., Class B		269		8,312
Benchmark Electronics, Inc.*		2,077		63,349
Brady Corp., Class A		1,857		69,730
Coherent, Inc.*		973		133,676
Control4 Corp.*		1,000		10,200
CTS Corp.		1,263		28,291
Electro Scientific Industries, Inc.*		1,300		7,696
ESCO Technologies, Inc.		1,034		58,576
FARO Technologies, Inc.*		620		22,320
Fluidigm Corp.*		1,100		8,008
GoPro, Inc., Class A*		3,700		32,227
II-VI, Inc.*		2,456		72,820
IMAX Corp.*		2,400		75,360
Itron, Inc.*		1,300		81,705
Kimball Electronics, Inc.*		933		16,981
Mesa Laboratories, Inc.		100		12,275
Methode Electronics, Inc.		1,460		60,371
NVE Corp.		209		14,929
OSI Systems, Inc.*		657		50,011
Park Electrochemical Corp.		833		15,536
Plexus Corp.*		1,303		70,414
Rogers Corp.*		760		58,376
Sanmina Corp.*		2,926		107,238
Sparton Corp.*		400		9,540
Stoneridge, Inc.*		1,273		22,519
TASER International, Inc.*		2,011		48,747
Tech Data Corp.*		1,400		118,552
TTM Technologies, Inc.*		2,829		38,559
Vishay Intertechnology, Inc.		5,400		87,480
Vishay Precision Group, Inc.*		300		5,670
Watts Water Technologies, Inc., Class A		1,117		72,828
Woodward, Inc.		2,123		146,593
ZAGG, Inc.*		900		6,390
				1,726,561
Energy-Alternate Sources — 0.3%
Clean Energy Fuels Corp.*		2,900		8,294
FuelCell Energy, Inc.*		581		1,017
FutureFuel Corp.		1,100		15,290
Green Plains, Inc.		1,467		40,856
Pacific Ethanol, Inc.*		900		8,550

130

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Energy-Alternate Sources — (continued)
Pattern Energy Group, Inc.		2,600	$	49,374
Plug Power, Inc.*		6,800		8,160
Renewable Energy Group, Inc.*		1,600		15,520
REX American Resources Corp.*		192		18,960
Sunrun, Inc.*		2,700		14,337
TerraForm Global, Inc., Class A*		3,600		14,220
TerraForm Power, Inc., Class A*		3,700		47,397
Vivint Solar, Inc.*		800		2,040
				244,015
Engineering & Construction — 1.1%
Aegion Corp.*		1,555		36,854
Argan, Inc.		536		37,815
Dycom Industries, Inc.*		1,253		100,603
EMCOR Group, Inc.		2,463		174,282
Exponent, Inc.		1,040		62,712
Granite Construction, Inc.		1,544		84,920
Hill International, Inc.*		1,500		6,525
IES Holdings, Inc.*		400		7,660
Layne Christensen Co.*		700		7,609
MasTec, Inc.*		2,664		101,898
McDermott International, Inc.*		9,300		68,727
Mistras Group, Inc.*		800		20,544
MYR Group, Inc.*		683		25,735
NV5 Global, Inc.*		300		10,020
Orion Group Holdings, Inc.*		1,137		11,313
TopBuild Corp.*		1,600		56,960
Tutor Perini Corp.*		1,397		39,116
VSE Corp.		408		15,847
				869,140
Entertainment — 0.7%
AMC Entertainment Holdings, Inc., Class A		1,156		38,899
Churchill Downs, Inc.		520		78,234
Eldorado Resorts, Inc.*		1,000		16,950
Eros International PLC*		1,200		15,660
Golden Entertainment, Inc.		500		6,055
International Speedway Corp., Class A		1,100		40,480
Isle of Capri Casinos, Inc.*		841		20,764
Marriott Vacations Worldwide Corp.		900		76,365
National CineMedia, Inc.		2,374		34,969
Penn National Gaming, Inc.*		3,200		44,128
Pinnacle Entertainment, Inc.*		2,382		34,539
Reading International, Inc., Class A*		700		11,620
Red Rock Resorts, Inc.		1,300		30,147
Scientific Games Corp., Class A*		1,900		26,600
SeaWorld Entertainment, Inc.		2,700		51,111
Speedway Motorsports, Inc.		316		6,848
				533,369
Environmental Control — 0.6%
Advanced Disposal Services, Inc.*		1,100		24,442
Aqua Metals, Inc.*		600		7,866
AquaVenture Holdings Ltd.*		400		9,812
Calgon Carbon Corp.		2,162		36,754
Casella Waste Systems, Inc., Class A*		1,500		18,615

	Number of Shares		Value†
Environmental Control — (continued)
CECO Environmental Corp.		1,309	$	18,260
Darling Ingredients, Inc.*		6,567		84,780
Energy Recovery, Inc.*		1,500		15,525
Heritage-Crystal Clean, Inc.*		600		9,420
MSA Safety, Inc.		1,221		84,652
NII Holdings, Inc.*		2,500		5,375
Tetra Tech, Inc.		2,364		102,007
TRC Cos., Inc.*		900		9,540
U.S. Ecology, Inc.		942		46,299
				473,347
Food — 1.7%
AdvancePierre Foods Holdings, Inc.		900		26,802
Amplify Snack Brands, Inc.*		900		7,929
B&G Foods, Inc.		2,572		112,654
Cal-Maine Foods, Inc.		1,246		55,042
Calavo Growers, Inc.		651		39,972
Dean Foods Co.		3,700		80,586
Fresh Del Monte Produce, Inc..		1,316		79,789
Ingles Markets, Inc., Class A		604		29,052
Inventure Foods, Inc.*		500		4,925
J&J Snack Foods Corp.		596		79,524
John B Sanfilippo & Son, Inc.		400		28,156
Lancaster Colony Corp.		733		103,639
Lifeway Foods, Inc.*		87		1,001
NutriSystem, Inc.		1,237		42,862
Performance Food Group Co.*		1,500		36,000
Sanderson Farms, Inc.		834		78,596
Seaboard Corp.*		11		43,472
Seneca Foods Corp., Class A*		211		8,451
Smart & Final Stores, Inc.*		1,100		15,510
Snyder’s-Lance, Inc.		3,212		123,148
SpartanNash Co.		1,530		60,496
SUPERVALU, Inc.*		10,300		48,101
TerraVia Holdings, Inc.*		3,100		3,565
The Chefs’ Warehouse, Inc.*		750		11,850
Tootsie Roll Industries, Inc.		660		26,235
United Natural Foods, Inc.*		2,100		100,212
Village Super Market, Inc., Class A		268		8,281
Weis Markets, Inc.		366		24,464
				1,280,314
Forest Products & Paper — 0.3%
Clearwater Paper Corp.*		678		44,443
Deltic Timber Corp.		392		30,211
Neenah Paper, Inc.		674		57,425
Orchids Paper Products Co.		400		10,472
P.H. Glatfelter Co.		1,659		39,634
Schweitzer-Mauduit International, Inc.		1,176		53,543
				235,728
Gas — 1.2%
Chesapeake Utilities Corp.		635		42,513
Delta Natural Gas Co., Inc.		300		8,799
New Jersey Resources Corp.		3,464		122,972
Northwest Natural Gas Co.		1,050		62,790

131

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Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Gas — (continued)
ONE Gas, Inc.		2,100	$	134,316
South Jersey Industries, Inc.		3,180		107,134
Southwest Gas Holdings, Inc.		1,894		145,118
Spire, Inc.		1,756		113,350
WGL Holdings, Inc.		1,994		152,103
				889,095
Hand & Machine Tools — 0.3%
Franklin Electric Co., Inc.		1,870		72,743
Hardinge, Inc.		700		7,756
Kennametal, Inc.		3,200		100,032
Milacron Holdings Corp.*		700		13,041
				193,572
Healthcare Products — 3.1%
Abaxis, Inc.		829		43,746
Accelerate Diagnostics, Inc.*		951		19,733
Accuray, Inc.*		2,738		12,595
Analogic Corp.		507		42,056
AngioDynamics, Inc.*		958		16,161
AtriCure, Inc.*		1,200		23,484
Atrion Corp.		61		30,939
AxoGen, Inc.*		1,200		10,800
BioTelemetry, Inc.*		1,200		26,820
Cantel Medical Corp.		1,475		116,156
Cardiovascular Systems, Inc.*		1,300		31,473
Cerus Corp.*		3,600		15,660
ConforMIS, Inc.*		1,600		12,960
CONMED Corp.		1,203		53,137
CryoLife, Inc.		1,399		26,791
Cutera, Inc.*		500		8,675
Cynosure, Inc., Class A*		894		40,766
Endologix, Inc.*		3,198		18,293
Entellus Medical, Inc.*		400		7,588
Exactech, Inc.*		509		13,896
GenMark Diagnostics, Inc.*		1,700		20,808
Genomic Health, Inc.*		709		20,838
Glaukos Corp.*		700		24,010
Globus Medical, Inc., Class A*		3,000		74,430
Haemonetics Corp.*		2,046		82,249
Halyard Health, Inc.*		1,900		70,262
ICU Medical, Inc.*		579		85,316
Inogen, Inc.*		700		47,019
Insulet Corp.*		2,246		84,629
Integer Holdings Corp.*		1,293		38,079
Integra LifeSciences Holdings Corp.*		1,226		105,179
Intersect ENT, Inc.*		1,100		13,310
Invacare Corp.		1,190		15,529
InVivo Therapeutics Holdings Corp.*		900		3,780
iRhythm Technologies, Inc.*		400		12,000
IRIDEX Corp.*		400		5,624
K2M Group Holdings, Inc.*		1,100		22,044
LeMaitre Vascular, Inc.		400		10,136
Luminex Corp.*		1,653		33,440
Masimo Corp.*		1,604		108,110
Meridian Bioscience, Inc.		1,760		31,152

	Number of Shares		Value†
Healthcare Products — (continued)
Merit Medical Systems, Inc.*		1,575	$	41,737
MiMedx Group, Inc.*		3,800		33,668
NanoString Technologies, Inc.*		600		13,380
Natus Medical, Inc.*		1,375		47,850
Nevro Corp.*		1,000		72,660
Novan, Inc.*		200		5,404
Novocure Ltd.*		2,100		16,485
NuVasive, Inc.*		2,006		135,124
NxStage Medical, Inc.*		2,584		67,727
Ocular Therapeutix, Inc.*		700		5,859
OraSure Technologies, Inc.*		2,201		19,325
Orthofix International NV*		671		24,277
Oxford Immunotec Global PLC*		1,000		14,950
Penumbra, Inc.*		1,000		63,800
Quidel Corp.*		1,051		22,512
Rockwell Medical, Inc.*		1,800		11,790
STAAR Surgical Co.*		1,400		15,190
Surmodics, Inc.*		373		9,474
T2 Biosystems, Inc.*		600		3,156
Tandem Diabetes Care, Inc.*		400		860
The Spectranetics Corp.*		1,665		40,792
TransEnterix, Inc.*		2,500		3,250
Utah Medical Products, Inc.		200		14,550
Vascular Solutions, Inc.*		683		38,316
Wright Medical Group NV*		4,218		96,930
Zeltiq Aesthetics, Inc.*		1,500		65,280
				2,364,019
Healthcare Services — 1.5%
AAC Holdings, Inc.*		200		1,448
Addus HomeCare Corp.*		400		14,020
Adeptus Health, Inc., Class A*		500		3,820
Air Methods Corp.*		1,487		47,361
Almost Family, Inc.*		277		12,216
Amedisys, Inc.*		1,206		51,412
American Renal Associates Holdings, Inc.*		400		8,512
Capital Senior Living Corp.*		1,036		16,628
Catalent, Inc.*		4,000		107,840
Chemed Corp.		629		100,898
Civitas Solutions, Inc.*		400		7,960
Community Health Systems, Inc.*		4,500		25,155
Genesis Healthcare, Inc.*		1,861		7,909
HealthSouth Corp.		3,536		145,824
Healthways, Inc.*		1,258		28,619
Invitae Corp.*		1,100		8,734
Kindred Healthcare, Inc.		3,374		26,486
LHC Group, Inc.*		582		26,597
Magellan Health, Inc.*		941		70,810
Medpace Holdings, Inc.*		300		10,821
Molina Healthcare, Inc.*		1,668		90,506
Natera, Inc.*		700		8,197
National HealthCare Corp.		406		30,771
Nobilis Health Corp.*		1,200		2,520
OvaScience, Inc.*		800		1,224
Quorum Health Corp.*		1,300		9,451
RadNet, Inc.*		1,500		9,675

132

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Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Healthcare Services — (continued)
Select Medical Holdings Corp.*		4,400	$	58,300
Surgery Partners, Inc.*		700		11,095
Surgical Care Affiliates, Inc.*		1,100		50,897
Teladoc, Inc.*		800		13,200
The Ensign Group, Inc.		1,880		41,755
Triple-S Management Corp., Class B*		1,091		22,584
U.S. Physical Therapy, Inc.		491		34,468
Universal American Corp.*		1,780		17,711
				1,125,424
Holding Companies — 0.2%
FCB Financial Holdings, Inc., Class A*		1,200		57,240
HRG Group, Inc.*		4,875		75,855
National Bank Holdings Corp., Class A		1,000		31,890
Tiptree Financial, Inc., Class A		1,100		6,765
Wins Finance Holdings, Inc.*		100		18,000
				189,750
Home Builders — 0.7%
Beazer Homes USA, Inc.*		1,424		18,939
Cavco Industries, Inc.*		369		36,845
Century Communities, Inc.*		500		10,500
Green Brick Partners, Inc.*		1,100		11,055
Hovnanian Enterprises, Inc., Class A*		4,810		13,131
Installed Building Products, Inc.*		900		37,170
KB Home		3,400		53,754
LGI Homes, Inc.*		600		17,238
M/I Homes, Inc.*		836		21,050
MDC Holdings, Inc.		1,575		40,415
Meritage Homes Corp.*		1,490		51,852
Tailored Brands, Inc.		1,956		49,976
Taylor Morrison Home Corp., Class A*		1,100		21,186
The New Home Co., Inc.*		600		7,026
TRI Pointe Group, Inc.*		6,100		70,028
WCI Communities, Inc.*		700		16,415
William Lyon Homes, Class A*		1,000		19,030
Winnebago Industries, Inc.		1,122		35,511
				531,121
Home Furnishings — 0.5%
American Woodmark Corp.*		569		42,817
Bassett Furniture Industries, Inc.		300		9,120
Daktronics, Inc.		1,209		12,936
Ethan Allen Interiors, Inc.		1,028		37,882
Flexsteel Industries, Inc.		200		12,334
Hooker Furniture Corp.		500		18,975
iRobot Corp.*		1,082		63,243
Kimball International, Inc., Class B		1,244		21,845
La-Z-Boy, Inc.		1,962		60,920
Select Comfort Corp.*		1,872		42,345
Universal Electronics, Inc.*		600		38,730
				361,147
Hotels & Resorts — 0.1%
Caesars Entertainment Corp.*		2,000		17,000

	Number of Shares		Value†
Hotels & Resorts — (continued)
La Quinta Holdings, Inc.*		3,400	$	48,314
				65,314
Household Products & Wares — 0.4%
ACCO Brands Corp.*		4,393		57,328
Central Garden & Pet Co.*		500		16,545
Central Garden & Pet Co., Class A*		1,402		43,322
CSS Industries, Inc.		412		11,153
Helen of Troy Ltd.*		1,095		92,473
WD-40 Co.		546		63,827
				284,648
Housewares — 0.0%
Libbey, Inc.		800		15,568
Lifetime Brands, Inc.		400		7,100
				22,668
Insurance — 3.1%
Ambac Financial Group, Inc.*		1,700		38,250
American Equity Investment Life Holding Co.		3,476		78,349
AMERISAFE, Inc.		708		44,144
Argo Group International Holdings Ltd.		1,160		76,411
Atlas Financial Holdings, Inc.*		400		7,220
Baldwin & Lyons, Inc., Class B		325		8,190
Blue Capital Reinsurance Holdings Ltd.		300		5,535
Citizens, Inc.*		1,466		14,396
CNO Financial Group, Inc.		7,193		137,746
Crawford & Co., Class B		638		8,013
Donegal Group, Inc., Class A		283		4,947
eHealth, Inc.*		720		7,668
EMC Insurance Group, Inc.		450		13,505
Employers Holdings, Inc.		1,282		50,767
Enstar Group Ltd.*		474		93,710
Essent Group Ltd.*		3,000		97,110
FBL Financial Group, Inc., Class A		427		33,370
Federated National Holding Co.		500		9,345
Fidelity & Guaranty Life		500		11,850
Genworth Financial, Inc., Class A*		20,500		78,105
Global Indemnity Ltd.*		383		14,634
Greenlight Capital Re Ltd., Class A*		1,128		25,718
Hallmark Financial Services, Inc.*		255		2,966
HCI Group, Inc.		300		11,844
Heritage Insurance Holdings, Inc.		800		12,536
Hilltop Holdings, Inc.		2,983		88,893
Horace Mann Educators Corp.		1,709		73,145
Independence Holding Co.		500		9,775
Infinity Property & Casualty Corp.		420		36,918
Investors Title Co.		100		15,818
Kemper Corp.		1,500		66,450
Kinsale Capital Group, Inc.		400		13,604
Maiden Holdings Ltd.		2,768		48,302
MBIA, Inc.*		5,500		58,850
MGIC Investment Corp.*		13,527		137,840
National General Holdings Corp.		2,000		49,980
National Western Life Group, Inc., Class A		95		29,526
NMI Holdings, Inc., Class A*		2,100		22,365

133

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Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Insurance — (continued)
OneBeacon Insurance Group Ltd., Class A		900	$	14,445
Primerica, Inc.		1,900		131,385
Radian Group, Inc.		8,703		156,480
RLI Corp.		1,522		96,084
Safety Insurance Group, Inc.		582		42,893
Selective Insurance Group, Inc.		2,375		102,244
State Auto Financial Corp.		776		20,805
State National Cos., Inc.		1,000		13,860
Stewart Information Services Corp.		908		41,841
The Navigators Group, Inc.		495		58,286
Third Point Reinsurance Ltd.*		2,300		26,565
Trupanion, Inc.*		600		9,312
United Fire Group, Inc.		880		43,270
United Insurance Holdings Corp.		800		12,112
Universal Insurance Holdings, Inc.		1,251		35,528
WMIH Corp.*		8,700		13,485
				2,356,390
Internet — 2.0%
1-800-Flowers.com, Inc., Class A*		737		7,886
Angie’s List, Inc.*		1,600		13,168
Autobytel, Inc.*		300		4,035
Bankrate, Inc.*		1,923		21,249
Bazaarvoice, Inc.*		3,500		16,975
Blucora, Inc.*		1,496		22,066
Blue Nile, Inc.		439		17,837
Boingo Wireless, Inc.*		1,700		20,723
Box, Inc., Class A*		2,100		29,106
Brightcove, Inc.*		1,200		9,660
ChannelAdvisor Corp.*		900		12,915
Chegg, Inc.*		3,100		22,878
Cogent Communications Holdings, Inc.		1,619		66,946
comScore, Inc.*		1,793		56,623
DHI Group, Inc.*		1,863		11,644
Endurance International Group Holdings, Inc.*		2,100		19,530
ePlus, Inc.*		245		28,224
Etsy, Inc.*		4,300		50,654
FTD Cos., Inc.*		818		19,501
Global Eagle Entertainment, Inc.*		1,500		9,690
GrubHub, Inc.*		3,300		124,146
HealthStream, Inc.*		900		22,545
Imperva, Inc.*		1,100		42,240
Intralinks Holdings, Inc.*		1,700		22,984
Limelight Networks, Inc.*		1,172		2,953
Lionbridge Technologies, Inc.*		2,243		13,009
Liquidity Services, Inc.*		1,035		10,091
MeetMe, Inc.*		1,900		9,367
New Media Investment Group, Inc.		1,700		27,183
NIC, Inc.		2,629		62,833
Overstock.com, Inc.*		571		9,993
Perficient, Inc.*		1,245		21,775
Q2 Holdings, Inc.*		900		25,965
QuinStreet, Inc.*		1,815		6,824
Quotient Technology, Inc.*		2,700		29,025
Rapid7, Inc.*		800		9,736

	Number of Shares		Value†
Internet — (continued)
RealNetworks, Inc.*		515	$	2,503
Reis, Inc.		400		8,900
RetailMeNot, Inc.*		1,300		12,090
RingCentral, Inc., Class A*		2,400		49,440
Safeguard Scientifics, Inc.*		850		11,433
Shutterfly, Inc.*		1,390		69,750
Shutterstock, Inc.*		800		38,016
Stamps.com, Inc.*		662		75,898
TechTarget, Inc.*		500		4,265
The Rubicon Project, Inc.*		1,200		8,904
Trade Desk Inc., Class A*		300		8,301
TrueCar, Inc.*		2,300		28,750
VASCO Data Security International, Inc.*		1,028		14,032
VirnetX Holding Corp.*		1,583		3,483
Wayfair, Inc., Class A*		1,300		45,565
Web.com Group, Inc.*		1,900		40,185
WebMD Health Corp.*		1,432		70,984
XO Group, Inc.*		859		16,708
Zendesk, Inc.*		3,300		69,960
Zix Corp.*		1,848		9,129
				1,490,275
Investment Companies — 0.1%
Arlington Asset Investment Corp., Class A		900		13,338
Caesars Acquisition Co., Class A*		1,900		25,650
Real Industry, Inc.*		800		4,880
				43,868
Iron & Steel — 0.6%
AK Steel Holding Corp.*		12,800		130,688
Allegheny Technologies, Inc.		4,400		70,092
Carpenter Technology Corp.		1,800		65,106
Cliffs Natural Resources, Inc.*		8,700		73,167
Commercial Metals Co.		4,500		98,010
Ryerson Holding Corp.*		800		10,680
Schnitzer Steel Industries, Inc., Class A		900		23,130
TimkenSteel Corp.*		1,400		21,672
				492,545
Leisure Time — 0.5%
Acushnet Holdings Corp.*		1,100		21,681
Arctic Cat, Inc.*		444		6,669
Callaway Golf Co.		3,946		43,248
Camping World Holdings Inc.		600		19,554
ClubCorp Holdings, Inc.		2,700		38,745
Escalade, Inc.		600		7,920
Fox Factory Holding Corp.*		1,000		27,750
Johnson Outdoors, Inc., Class A		200		7,938
LCI Industries		991		106,780
Liberty TripAdvisor Holdings, Inc., Class A*		2,900		43,645
Lindblad Expeditions Holdings Inc.*		700		6,615
Malibu Boats, Inc., Class A*		500		9,540
Marine Products Corp.		688		9,543
Nautilus, Inc.*		1,300		24,050
Planet Fitness, Inc., Class A		1,000		20,100
				393,778

134

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Lodging — 0.3%
Belmond Ltd., Class A*		3,445	$	45,991
Boyd Gaming Corp.*		3,400		68,578
Century Casinos, Inc.*		1,100		9,053
ILG, Inc.		4,416		80,239
Intrawest Resorts Holdings, Inc.*		600		10,710
Monarch Casino & Resort, Inc.*		485		12,503
Red Lion Hotels Corp.*		800		6,680
The Marcus Corp.		633		19,939
				253,693
Machinery — Construction & Mining — 0.3%
Astec Industries, Inc.		798		53,833
Babcock & Wilcox Enterprises, Inc.*		1,900		31,521
Hyster-Yale Materials Handling, Inc.		344		21,937
Joy Global, Inc.		4,000		112,000
				219,291
Machinery — Diversified — 0.8%
Alamo Group, Inc.		417		31,734
Albany International Corp., Class A		1,132		52,412
Altra Industrial Motion Corp.		1,003		37,011
Applied Industrial Technologies, Inc.		1,482		88,031
Briggs & Stratton Corp.		1,836		40,869
Chart Industries, Inc.*		1,177		42,396
Columbus McKinnon Corp.		685		18,522
DXP Enterprises, Inc.*		522		18,134
Gencor Industries, Inc.*		500		7,850
Hurco Cos., Inc.		200		6,620
Kadant, Inc.		499		30,539
Lindsay Corp.		453		33,798
NACCO Industries, Inc., Class A		122		11,047
Power Solutions International, Inc.*		100		750
SPX FLOW, Inc.*		1,500		48,090
Tennant Co.		736		52,403
The ExOne Co.*		500		4,670
The Gorman-Rupp Co.		751		23,243
The Manitowoc Co., Inc.*		5,300		31,694
				579,813
Media — 1.4%
Central European Media Enterprises Ltd., Class A*		3,100		7,905
Daily Journal Corp.*		41		9,914
Entercom Communications Corp., Class A		1,200		18,360
Entravision Communications Corp., Class A		2,800		19,600
Gannett Co., Inc.		4,800		46,608
Gray Television, Inc.*		2,600		28,210
Houghton Mifflin Harcourt Co.*		4,600		49,910
Liberty Braves Corp., Class A*		500		10,245
Liberty Braves Corp., Class C*		1,300		26,767
Liberty Media Corp., Class A*		1,000		31,350
Liberty Media Corp., Class C*		1,900		59,527
Media General, Inc.*		4,400		82,852
Meredith Corp.		1,500		88,725
MSG Networks, Inc., Class A*		2,500		53,750
Nexstar Broadcasting Group, Inc.		1,200		75,960

	Number of Shares		Value†
Media — (continued)
Saga Communications, Inc., Class A		133	$	6,690
Scholastic Corp.		1,156		54,898
Sinclair Broadcast Group, Inc., Class A		2,617		87,277
The E.W. Scripps Co., Class A*		2,329		45,019
The New York Times Co., Class A		5,121		68,109
Time, Inc.		4,300		76,755
TiVo Corp.*		4,624		96,639
tronc, Inc.		1,100		15,257
World Wrestling Entertainment, Inc., Class A		1,314		24,178
				1,084,505
Metal Fabricate/Hardware — 0.9%
Advanced Drainage Systems, Inc.		1,200		24,720
Ampco-Pittsburgh Corp.		500		8,375
Atkore International Group, Inc.*		500		11,955
CIRCOR International, Inc.		635		41,199
Global Brass & Copper Holdings, Inc.		1,000		34,300
Haynes International, Inc.		564		24,246
Lawson Products, Inc.*		400		9,520
Mueller Industries, Inc.		2,188		87,432
Mueller Water Products, Inc., Class A		6,192		82,416
NN, Inc.		1,000		19,050
Olympic Steel, Inc.		231		5,597
Omega Flex, Inc.		59		3,290
RBC Bearings, Inc.*		937		86,963
Rexnord Corp.*		3,400		66,606
Sun Hydraulics Corp.		859		34,334
TriMas Corp.*		1,795		42,183
Worthington Industries, Inc.		1,784		84,633
				666,819
Mining — 0.8%
Century Aluminum Co.*		1,754		15,014
Coeur Mining, Inc.*		7,628		69,338
Fairmount Santrol Holdings, Inc.*		4,000		47,160
Ferroglobe PLC		2,414		26,144
Ferroglobe Representation & Warranty Insurance Trust Units~		2,414		0
Gold Resource Corp.		2,400		10,440
Hecla Mining Co.		15,517		81,309
Kaiser Aluminum Corp.		716		55,626
Materion Corp.		857		33,937
Ring Energy, Inc.*		1,600		20,784
Smart Sand, Inc.*		700		11,585
Stillwater Mining Co.*		4,924		79,326
United States Lime & Minerals, Inc.		29		2,197
US Silica Holdings, Inc.		3,000		170,040
				622,900
Miscellaneous Manufacturing — 1.7%
Actuant Corp., Class A		2,406		62,436
American Outdoor Brands Corp.*		2,179		45,933
American Railcar Industries, Inc.		400		18,116
AZZ, Inc.		976		62,366
Barnes Group, Inc.		2,065		97,922
Chase Corp.		300		25,065

135

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Miscellaneous Manufacturing — (continued)
CLARCOR, Inc.		1,898	$	156,528
EnPro Industries, Inc.		917		61,769
Fabrinet*		1,300		52,390
Federal Signal Corp.		2,343		36,574
FreightCar America, Inc.		570		8,510
GP Strategies Corp.*		400		11,440
Handy & Harman Ltd.*		200		5,110
Harsco Corp.		3,200		43,520
Hillenbrand, Inc.		2,374		91,043
John Bean Technologies Corp.		1,129		97,038
Koppers Holdings, Inc.*		820		33,046
LSB Industries, Inc.*		749		6,307
Lydall, Inc.*		600		37,110
Movado Group, Inc.		760		21,850
Myers Industries, Inc.		1,125		16,088
NL Industries, Inc.*		90		734
Park-Ohio Holdings Corp.		400		17,040
Proto Labs, Inc.*		1,000		51,350
Raven Industries, Inc.		1,346		33,919
SPX Corp.*		1,700		40,324
Standex International Corp.		500		43,925
Sturm Ruger & Co., Inc.		719		37,891
Tredegar Corp.		1,061		25,464
Trinseo SA		1,100		65,230
				1,306,038
Office & Business Equipment — 0.0%
Eastman Kodak Co.*		800		12,400
Office Furnishings — 0.5%
Herman Miller, Inc.		2,432		83,174
HNI Corp.		1,843		103,061
Interface, Inc.		2,595		48,137
Knoll, Inc.		1,953		54,547
Steelcase, Inc., Class A		3,531		63,205
				352,124
Oil & Gas — 1.9%
Abraxas Petroleum Corp.*		4,100		10,537
Adams Resources & Energy, Inc.		100		3,965
Alon USA Energy, Inc.		1,352		15,386
Atwood Oceanics, Inc.		2,300		30,199
Bill Barrett Corp.*		2,025		14,155
California Resources Corp.*		1,400		29,806
Callon Petroleum Co.*		5,800		89,146
Carrizo Oil & Gas, Inc.*		2,565		95,803
Clayton Williams Energy, Inc.*		217		25,879
Cobalt International Energy, Inc.*		17,000		20,740
Contango Oil & Gas Co.*		703		6,566
CVR Energy, Inc.		700		17,773
Delek US Holdings, Inc.		2,498		60,127
Denbury Resources, Inc.*		14,400		52,992
Eclipse Resources Corp.*		1,400		3,738
EP Energy Corp., Class A*		1,800		11,790
Evolution Petroleum Corp.		1,200		12,000
EXCO Resources, Inc.*		6,375		5,570

	Number of Shares		Value†
Oil & Gas — (continued)
Isramco, Inc.*		21	$	2,610
Jones Energy, Inc., Class A*		3,000		15,000
Matador Resources Co.*		3,300		85,008
Northern Oil & Gas, Inc.*		2,253		6,196
Oasis Petroleum, Inc.*		9,600		145,344
Panhandle Oil and Gas, Inc., Class A		634		14,931
Par Pacific Holdings, Inc.*		1,318		19,164
Parker Drilling Co.*		5,217		13,564
PDC Energy, Inc.*		2,212		160,547
RSP Permian, Inc.*		4,000		178,480
Sanchez Energy Corp.*		1,900		17,157
Seadrill Ltd.*		15,500		52,855
Synergy Resources Corp.*		7,600		67,716
Trecora Resources*		1,000		13,850
Unit Corp.*		2,100		56,427
W&T Offshore, Inc.*		1,643		4,551
Western Refining, Inc.		3,237		122,520
				1,482,092
Oil & Gas Services — 0.9%
Archrock, Inc.		2,600		34,320
CARBO Ceramics, Inc.*		800		8,368
Dawson Geophysical Co.*		1,000		8,040
Exterran Corp.*		1,300		31,070
Flotek Industries, Inc.*		2,000		18,780
Forum Energy Technologies, Inc.*		2,300		50,600
Geospace Technologies Corp.*		476		9,691
Helix Energy Solutions Group, Inc.*		4,701		41,463
Hornbeck Offshore Services, Inc.*		1,378		9,949
Independence Contract Drilling, Inc.*		1,100		7,370
Mammoth Energy Services, Inc.*		600		9,120
Matrix Service Co.*		987		22,405
MRC Global, Inc.*		3,700		74,962
Natural Gas Services Group, Inc.*		594		19,097
Newpark Resources, Inc.*		3,512		26,340
NOW, Inc.*		4,300		88,021
Oil States International, Inc.*		2,100		81,900
Pioneer Energy Services Corp.*		2,650		18,152
SEACOR Holdings, Inc.*		600		42,768
Tesco Corp.*		1,400		11,550
TETRA Technologies, Inc.*		2,979		14,955
Thermon Group Holdings, Inc.*		1,100		20,999
Willbros Group, Inc.*		2,600		8,424
				658,344
Packaging and Containers — 0.2%
AEP Industries, Inc.		138		16,022
Greif, Inc., Class B		200		13,510
Greif, Inc., Class A		1,000		51,310
KapStone Paper and Packaging Corp.		3,640		80,262
Multi Packaging Solutions International Ltd.*		800		11,408
UFP Technologies, Inc.*		300		7,635
				180,147
Pharmaceuticals — 2.9%
AcelRx Pharmaceuticals, Inc.*		1,800		4,680

136

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Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Pharmaceuticals — (continued)
Aclaris Therapeutics, Inc.*		300	$	8,142
Adamas Pharmaceuticals, Inc.*		700		11,830
Aerie Pharmaceuticals, Inc.*		1,200		45,420
Aimmune Therapeutics, Inc.*		1,100		22,495
Akebia Therapeutics, Inc.*		1,200		12,492
Amicus Therapeutics, Inc.*		5,600		27,832
Amphastar Pharmaceuticals, Inc.*		1,400		25,788
Ampio Pharmaceuticals, Inc.*		2,200		1,980
Anika Therapeutics, Inc.*		500		24,480
Anthera Pharmaceuticals, Inc.*		1,100		714
Aratana Therapeutics, Inc.*		900		6,462
Array BioPharma, Inc.*		7,148		62,831
Avexis, Inc.*		200		9,546
Axovant Sciences Ltd.*		800		9,936
Bio-Path Holdings, Inc.*		4,000		5,400
BioScrip, Inc.*		4,411		4,587
BioSpecifics Technologies Corp.*		300		16,710
Cara Therapeutics, Inc.*		800		7,432
Cempra, Inc.*		1,800		5,040
ChemoCentryx, Inc.*		1,000		7,400
Chimerix, Inc.*		1,700		7,820
Cidara Therapeutics, Inc.*		500		5,200
Clovis Oncology, Inc.*		1,300		57,746
Collegium Pharmaceutical, Inc.*		400		6,228
Concert Pharmaceuticals, Inc.*		500		5,145
Corcept Therapeutics, Inc.*		2,900		21,054
Depomed, Inc.*		2,283		41,140
Diplomat Pharmacy, Inc.*		1,900		23,940
Durect Corp.*		3,500		4,690
Eagle Pharmaceuticals, Inc.*		400		31,736
Egalet Corp.*		900		6,885
Enanta Pharmaceuticals, Inc.*		600		20,100
Endocyte, Inc.*		1,500		3,825
Esperion Therapeutics, Inc.*		500		6,260
FibroGen, Inc.*		2,200		47,080
Flexion Therapeutics, Inc.*		900		17,118
Global Blood Therapeutics, Inc.*		700		10,115
Heron Therapeutics, Inc.*		1,200		15,720
Heska Corp.*		300		21,480
Horizon Pharma PLC*		6,500		105,170
Ignyta, Inc.*		600		3,180
Immune Design Corp.*		400		2,200
Impax Laboratories, Inc.*		2,837		37,590
Infinity Pharmaceuticals, Inc.*		1,828		2,468
Inotek Pharmaceuticals Corp.*		900		5,490
Insys Therapeutics, Inc.*		800		7,360
Intra-Cellular Therapies, Inc.*		1,400		21,126
Ironwood Pharmaceuticals, Inc.*		5,161		78,912
Keryx Biopharmaceuticals, Inc.*		3,500		20,510
La Jolla Pharmaceutical Co.*		400		7,012
Lannett Co., Inc.*		997		21,984
Lifevantage Corp.*		700		5,705
MannKind Corp.*		8,904		5,669
MediciNova, Inc.*		1,400		8,442
Minerva Neurosciences, Inc.*		800		9,400
Mirati Therapeutics, Inc.*		500		2,375

	Number of Shares		Value†
Pharmaceuticals — (continued)
MyoKardia, Inc.*		500	$	6,475
Myovant Sciences Ltd.*		800		9,952
NantKwest, Inc.*		800		4,576
Natural Grocers by Vitamin Cottage, Inc.*		400		4,756
Natural Health Trends Corp.		300		7,455
Nature’s Sunshine Products, Inc.		200		3,000
Nektar Therapeutics*		5,533		67,890
Neogen Corp.*		1,402		92,532
Neos Therapeutics, Inc.*		400		2,340
Nutraceutical International Corp.		396		13,840
Omega Protein Corp.*		1,000		25,050
Ophthotech Corp.*		1,200		5,796
Osiris Therapeutics, Inc.*		773		3,795
Pacira Pharmaceuticals, Inc.*		1,400		45,220
PharMerica Corp.*		1,220		30,683
Phibro Animal Health Corp., Class A		700		20,510
Portola Pharmaceuticals, Inc.*		1,900		42,636
PRA Health Sciences, Inc.*		1,000		55,120
Prestige Brands Holdings, Inc.*		2,072		107,951
Progenics Pharmaceuticals, Inc.*		2,601		22,473
Protagonist Therapeutics, Inc.*		400		8,796
Ra Pharmaceuticals, Inc.*		600		9,114
Radius Health, Inc.*		1,200		45,636
Reata Pharmaceuticals, Inc., Class A*		300		6,549
Regulus Therapeutics, Inc.*		1,200		2,700
Revance Therapeutics, Inc.*		700		14,490
Sarepta Therapeutics, Inc.*		1,900		52,117
SciClone Pharmaceuticals, Inc.*		2,277		24,592
Seres Therapeutics, Inc.*		800		7,920
Sorrento Therapeutics, Inc.*		900		4,410
Sucampo Pharmaceuticals, Inc., Class A*		871		11,802
Supernus Pharmaceuticals, Inc.*		1,900		47,975
Synergy Pharmaceuticals, Inc.*		7,600		46,284
Synutra International, Inc.*		311		1,664
Teligent, Inc.*		1,800		11,898
TESARO, Inc.*		1,200		161,376
Tetraphase Pharmaceuticals, Inc.*		1,200		4,836
TG Therapeutics, Inc.*		1,200		5,580
TherapeuticsMD, Inc.*		5,900		34,043
Trevena, Inc.*		2,000		11,760
USANA Health Sciences, Inc.*		448		27,418
Vanda Pharmaceuticals, Inc.*		1,441		22,984
Vital Therapies, Inc.*		800		3,480
Voyager Therapeutics, Inc.*		300		3,822
Xencor, Inc.*		1,300		34,216
Zafgen, Inc.*		600		1,908
Zogenix, Inc.*		1,175		14,276
				2,212,768
Pipelines — 0.2%
Primoris Services Corp.		1,490		33,942
SemGroup Corp., Class A		2,700		112,725
				146,667
Publishing/Newspapers — 0.1%
Cimpress NV*		1,000		91,610

137

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Real Estate — 0.6%
Alexander & Baldwin, Inc.		1,800	$	80,766
AV Homes, Inc.*		595		9,401
Community Healthcare Trust, Inc.		600		13,818
Consolidated-Tomoka Land Co.		124		6,624
Farmland Partners, Inc.		600		6,696
Forestar Group, Inc.*		1,163		15,468
Four Corners Property Trust, Inc..		2,500		51,300
FRP Holdings, Inc.*		369		13,911
HFF, Inc., Class A		1,500		45,375
Kennedy-Wilson Holdings, Inc.		3,281		67,260
Marcus & Millichap, Inc.*		500		13,360
RE/MAX Holdings, Inc., Class A		700		39,200
RMR Group, Inc., Class A		367		14,497
Stratus Properties, Inc.*		300		9,825
The St. Joe Co.*		2,100		39,900
Trinity Place Holdings, Inc.*		900		8,343
				435,744
Regional Malls — 0.1%
Washington Prime Group, Inc.		7,800		81,198
Retail — 4.7%
Abercrombie & Fitch Co., Class A		2,800		33,600
America’s Car-Mart, Inc.*		227		9,931
American Eagle Outfitters, Inc.		6,700		101,639
Asbury Automotive Group, Inc.*		849		52,383
Ascena Retail Group, Inc.*		6,713		41,553
At Home Group, Inc.*		500		7,315
Barnes & Noble Education, Inc.*		1,737		19,923
Barnes & Noble, Inc.		2,600		28,990
Big 5 Sporting Goods Corp.		581		10,080
Big Lots, Inc.		1,800		90,378
Biglari Holdings, Inc.*		40		18,928
BJ’s Restaurants, Inc.*		920		36,156
Bloomin’ Brands, Inc.		4,100		73,923
BMC Stock Holdings, Inc.*		2,300		44,850
Bob Evans Farms, Inc.		842		44,803
Bojangles’, Inc.*		500		9,325
Boot Barn Holdings, Inc.*		400		5,008
Buffalo Wild Wings, Inc.*		747		115,337
Build-A-Bear Workshop, Inc.*		700		9,625
Caleres, Inc.		1,654		54,284
Carrols Restaurant Group, Inc.*		1,113		16,973
Chico’s FAS, Inc.		5,300		76,267
Chuy’s Holdings, Inc.*		600		19,470
Citi Trends, Inc.		503		9,477
Conn’s, Inc.*		1,104		13,966
Cracker Barrel Old Country Store, Inc.		724		120,894
Dave & Buster’s Entertainment, Inc.*		1,500		84,450
Del Frisco’s Restaurant Group, Inc.*		1,000		17,000
Del Taco Restaurants, Inc.*		1,100		15,532
Denny’s Corp.*		3,152		40,440
Destination XL Group, Inc.*		1,500		6,375
DineEquity, Inc.		671		51,667
DSW, Inc., Class A		2,800		63,420
Duluth Holdings, Inc., Class B*		500		12,700
El Pollo Loco Holdings, Inc. *		900		11,070

	Number of Shares		Value†
Retail — (continued)
Express, Inc.*		3,154	$	33,937
EZCORP, Inc., Class A*		1,766		18,808
Fiesta Restaurant Group, Inc.*		1,013		30,238
FirstCash, Inc.		1,939		91,133
Five Below, Inc.*		2,100		83,916
Francesca’s Holdings Corp.*		1,658		29,894
Fred’s, Inc., Class A		1,431		26,559
Freshpet, Inc.*		700		7,105
Genesco, Inc.*		795		49,369
GMS, Inc.*		300		8,784
GNC Holdings, Inc., Class A		2,800		30,912
Group 1 Automotive, Inc.		807		62,898
Guess?, Inc.		2,400		29,040
Haverty Furniture Cos., Inc.		950		22,515
Hibbett Sports, Inc.*		955		35,622
HSN, Inc.		1,279		43,870
J. Alexander’s Holding, Inc.*		483		5,192
Jack in the Box, Inc.		1,314		146,695
Jamba, Inc.*		440		4,532
Kirkland’s, Inc.*		827		12,827
Kona Grill, Inc.*		500		6,275
Lands’ End, Inc.*		700		10,605
Lithia Motors, Inc., Class A		994		96,249
Lumber Liquidators Holdings, Inc.*		1,033		16,259
MarineMax, Inc.*		1,000		19,350
Nathan’s Famous, Inc.*		100		6,490
Noodles & Co.*		300		1,230
Office Depot, Inc.		22,500		101,700
Ollie’s Bargain Outlet Holdings, Inc. *		900		25,605
Papa John’s International, Inc.		1,110		94,994
Party City Holdco, Inc.*		1,200		17,040
PC Connection, Inc.		565		15,871
PetMed Express, Inc.		613		14,142
Pier 1 Imports, Inc.		3,644		31,120
Popeyes Louisiana Kitchen, Inc.*		859		51,952
Potbelly Corp.*		1,000		12,900
PriceSmart, Inc.		831		69,388
Red Robin Gourmet Burgers, Inc.*		520		29,328
Regis Corp.*		1,332		19,341
RH*		1,600		49,120
Ruby Tuesday, Inc.*		2,213		7,148
Rush Enterprises, Inc., Class A*		1,135		36,206
Rush Enterprises, Inc., Class B*		300		9,261
Ruth’s Hospitality Group, Inc.		1,195		21,869
Sears Holding Corp.*		500		4,645
Shake Shack, Inc., Class A*		700		25,053
Shoe Carnival, Inc.		458		12,357
Sonic Automotive, Inc., Class A		1,134		25,969
Sonic Corp.		1,732		45,915
Sportsman’s Warehouse Holdings, Inc.*		600		5,634
Stage Stores, Inc.		1,381		6,035
Stein Mart, Inc.		1,261		6,910
Systemax, Inc.		262		2,298
Texas Roadhouse, Inc.		2,670		128,801
The Buckle, Inc.		1,049		23,917
The Cato Corp., Class A		1,104		33,208

138

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Retail — (continued)
The Cheesecake Factory, Inc.		1,816	$	108,742
The Children’s Place, Inc.		794		80,154
The Container Store Group, Inc.*		600		3,810
The Finish Line, Inc., Class A		1,793		33,726
The Habit Restaurants, Inc., Class A*		400		6,900
Tile Shop Holdings, Inc.*		1,300		25,415
Tilly’s, Inc., Class A*		400		5,276
Tuesday Morning Corp.*		1,629		8,797
Vera Bradley, Inc.*		800		9,376
Vitamin Shoppe, Inc.*		1,000		23,750
West Marine, Inc.*		664		6,952
Wingstop, Inc.*		700		20,713
Winmark Corp.		100		12,615
Zoe’s Kitchen, Inc.*		700		16,793
Zumiez, Inc.*		703		15,361
				3,604,143
Savings & Loans — 2.2%
Astoria Financial Corp.		3,701		69,024
Banc of California, Inc.		1,900		32,965
Bank Mutual Corp.		1,632		15,422
BankFinancial Corp.		609		9,025
Bear State Financial, Inc.		800		8,120
Beneficial Bancorp, Inc.		2,773		51,023
Berkshire Hills Bancorp, Inc.		1,302		47,979
BofI Holding, Inc.*		2,400		68,520
Brookline Bancorp, Inc.		2,922		47,921
BSB Bancorp, Inc.*		300		8,685
Capitol Federal Financial, Inc.		5,100		83,946
Charter Financial Corp.		300		5,001
Clifton Bancorp, Inc.		646		10,930
Dime Community Bancshares, Inc.		1,430		28,743
ESSA Bancorp, Inc.		500		7,860
EverBank Financial Corp.		4,200		81,690
First Defiance Financial Corp.		300		15,222
First Financial Northwest, Inc.		600		11,844
Flagstar Bancorp, Inc.*		800		21,552
Flushing Financial Corp.		1,138		33,446
Hingham Institution for Savings		100		19,678
Home Bancorp, Inc.		300		11,583
HomeStreet, Inc.*		1,000		31,600
HomeTrust Bancshares, Inc.*		500		12,950
Investors Bancorp, Inc.		11,855		165,377
Lake Sunapee Bank Group		400		9,436
Meridian Bancorp, Inc.		1,874		35,419
Meta Financial Group, Inc.		300		30,870
MutualFirst Financial, Inc.		300		9,930
Northfield Bancorp, Inc.		1,793		35,806
Northwest Bancshares, Inc.		3,775		68,063
OceanFirst Financial Corp.		927		27,838
Oritani Financial Corp.		1,718		32,212
Pacific Premier Bancorp, Inc.*		1,000		35,350
Provident Financial Holdings, Inc.		300		6,066
Provident Financial Services, Inc.		2,403		68,005
SI Financial Group, Inc.		500		7,700
Southern Missouri Bancorp, Inc.		300		10,614
Sterling Bancorp, Inc.		5,114		119,668

	Number of Shares		Value†
Savings & Loans — (continued)
Territorial Bancorp, Inc.		243	$	7,980
United Community Financial Corp.		1,700		15,198
United Financial Bancorp, Inc.		2,131		38,699
Washington Federal, Inc.		3,700		127,095
Waterstone Financial, Inc.		1,000		18,400
WSFS Financial Corp.		1,071		49,641
				1,654,096
Semiconductors — 3.5%
Advanced Micro Devices, Inc.*		29,900		339,066
Alpha & Omega Semiconductor Ltd.*		1,000		21,270
Ambarella, Inc.*		1,400		75,782
Amkor Technology, Inc.*		4,011		42,316
Applied Micro Circuits Corp.*		2,958		24,404
Axcelis Technologies, Inc.*		1,025		14,914
Brooks Automation, Inc.		2,977		50,817
Cabot Microelectronics Corp.		961		60,706
Cavium, Inc.*		2,693		168,126
CEVA, Inc.*		671		22,512
Cirrus Logic, Inc.*		2,481		140,276
Cohu, Inc.		904		12,566
Diodes, Inc.*		1,399		35,912
DSP Group, Inc.*		557		7,269
EMCORE Corp.		1,200		10,440
Entegris, Inc.*		5,670		101,493
Exar Corp.*		1,532		16,515
FormFactor, Inc.*		2,629		29,445
Gerber Scientific, Inc. Escrow Shares~		500		0
GigPeak, Inc.*		2,900		7,308
Impinj, Inc.*		200		7,068
Inphi Corp.*		1,600		71,392
Integrated Device Technology, Inc.*		5,593		131,771
Intersil Corp., Class A		5,400		120,420
InvenSense, Inc.*		3,300		42,207
IXYS Corp.		1,266		15,065
Kopin Corp.*		1,507		4,280
Lattice Semiconductor Corp.*		4,924		36,241
MACOM Technology Solutions Holdings, Inc.*		1,000		46,280
MaxLinear, Inc., Class A*		2,243		48,897
Microsemi Corp.*		4,524		244,160
MKS Instruments, Inc.		2,096		124,502
Monolithic Power Systems, Inc.		1,567		128,384
Nanometrics, Inc.*		900		22,554
Photronics, Inc.*		2,692		30,420
Power Integrations, Inc.		1,095		74,296
Rambus, Inc.*		4,423		60,905
Rudolph Technologies, Inc.*		1,054		24,611
Semtech Corp.*		2,609		82,314
Sigma Designs, Inc.*		1,200		7,200
Silicon Laboratories, Inc.*		1,600		104,000
Ultra Clean Holdings, Inc.*		900		8,730
Ultratech, Inc.*		978		23,452
Veeco Instruments, Inc.*		1,693		49,351
Xcerra Corp.*		2,466		18,840
				2,708,477

139

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Software — 3.7%
2U, Inc.*		1,500	$	45,225
ACI Worldwide, Inc.*		4,527		82,165
Actua Corp.*		1,728		24,192
Acxiom Corp.*		2,967		79,515
Amber Road, Inc.*		600		5,448
American Software, Inc., Class A		1,193		12,324
Appfolio, Inc., Class A*		300		7,155
Apptio, Inc., Class A*		500		9,265
Aspen Technology, Inc.*		3,153		172,406
Avid Technology, Inc.*		1,100		4,840
Benefitfocus, Inc.*		400		11,880
Blackbaud, Inc.		1,850		118,400
Blackline, Inc.*		600		16,578
Bottomline Technologies, Inc.*		1,545		38,656
BroadSoft, Inc.*		1,261		52,016
Callidus Software, Inc.*		2,400		40,320
Castlight Health, Inc., Class B*		1,200		5,940
CommVault Systems, Inc.*		1,548		79,567
Computer Programs & Systems, Inc.		447		10,549
Cornerstone OnDemand, Inc.*		2,100		88,851
Coupa Software, Inc.*		500		12,505
CSG Systems International, Inc.		1,281		62,000
Digi International, Inc.*		1,157		15,909
Ebix, Inc.		1,036		59,104
Envestnet, Inc.*		1,713		60,383
Everbridge, Inc.*		500		9,225
Evolent Health, Inc., Class A*		700		10,360
Exa Corp.*		700		10,752
Fair Isaac Corp.		1,288		153,555
Five9, Inc.*		1,100		15,609
Glu Mobile, Inc.*		4,000		7,760
Guidance Software, Inc.*		400		2,832
Hortonworks, Inc.*		1,700		14,127
HubSpot, Inc.*		1,200		56,400
InnerWorkings, Inc.*		1,724		16,981
Instructure, Inc.*		300		5,865
Jive Software, Inc.*		1,500		6,525
ManTech International Corp., Class A		1,039		43,898
Medidata Solutions, Inc.*		2,188		108,678
MicroStrategy, Inc., Class A*		375		74,025
MINDBODY, Inc., Class A*		500		10,650
MobileIron, Inc.*		1,200		4,500
Model N, Inc.*		1,100		9,735
Monotype Imaging Holdings, Inc.		1,599		31,740
New Relic, Inc.*		900		25,425
Omnicell, Inc.*		1,435		48,646
Park City Group, Inc.*		700		8,890
Paycom Software, Inc.*		1,800		81,882
PDF Solutions, Inc.*		1,200		27,060
pdvWireless, Inc.*		500		11,275
Pegasystems, Inc.		1,460		52,560
Planet Payment, Inc.*		2,000		8,160
Progress Software Corp.		1,986		63,413
Proofpoint, Inc.*		1,600		113,040
PROS Holdings, Inc.*		917		19,734
QAD, Inc., Class A		392		11,917

	Number of Shares		Value†
Software — (continued)
Quality Systems, Inc.		2,204	$	28,983
RealPage, Inc.*		2,200		66,000
Rosetta Stone, Inc.*		1,000		8,910
Sapiens International Corp. NV		800		11,472
SPS Commerce, Inc.*		700		48,923
Synchronoss Technologies, Inc.*		1,646		63,042
SYNNEX Corp.		1,194		144,498
Take-Two Interactive Software, Inc.*		3,444		169,755
Tangoe, Inc.*		669		5,272
Verint Systems, Inc.*		2,395		84,424
Workiva, Inc.*		900		12,285
Xactly Corp.*		1,000		11,000
				2,834,976
Storage & Warehousing — 0.1%
Mobile Mini, Inc.		1,777		53,754
Wesco Aircraft Holdings, Inc.*		2,240		33,488
				87,242
Telecommunications — 3.2%
8X8, Inc.*		3,400		48,620
Acacia Communications, Inc.*		200		12,350
ADTRAN, Inc.		1,905		42,577
Aerohive Networks, Inc.*		1,300		7,410
Anixter International, Inc.*		1,134		91,911
ATN International, Inc.		449		35,978
Black Box Corp.		562		8,571
CalAmp Corp.*		1,400		20,300
Calix, Inc.*		1,487		11,450
Ciena Corp.*		5,500		134,255
Cincinnati Bell, Inc.*		1,557		34,799
Clearfield, Inc.*		400		8,280
Comtech Telecommunications Corp.		552		6,541
Consolidated Communications Holdings, Inc.		1,841		49,431
DigitalGlobe, Inc.*		2,569		73,602
EarthLink Holdings Corp.		4,016		22,650
Extreme Networks, Inc.*		4,147		20,859
FairPoint Communications, Inc.*		1,000		18,700
Finisar Corp.*		4,221		127,770
General Communication, Inc., Class A*		1,286		25,013
Gigamon, Inc.*		1,300		59,215
Globalstar, Inc.*		14,900		23,542
Gogo, Inc.*		2,200		20,284
GTT Communications, Inc.*		1,100		31,625
Harmonic, Inc.*		2,870		14,350
Hawaiian Telcom Holdco, Inc.*		200		4,956
HC2 Holdings, Inc.*		700		4,151
IDT Corp., Class B		800		14,832
Infinera Corp.*		5,194		44,097
Inteliquent, Inc.		1,226		28,100
Intelsat SA*		1,200		3,204
InterDigital, Inc.		1,394		127,342
Iridium Communications, Inc.*		3,500		33,600
Ixia*		2,713		43,679
j2 Global, Inc.		1,874		153,293
Knowles Corp.*		3,452		57,683

140

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Telecommunications — (continued)
KVH Industries, Inc.*		354	$	4,177
LogMeIn, Inc.		981		94,716
Loral Space & Communications, Inc.*		546		22,413
Lumos Networks Corp.*		782		12,215
NeoPhotonics Corp.*		1,300		14,053
NETGEAR, Inc.*		1,329		72,231
NeuStar, Inc., Class A*		2,200		73,480
Numerex Corp., Class A*		800		5,920
Oclaro, Inc.*		4,400		39,380
ORBCOMM, Inc.*		2,700		22,329
Plantronics, Inc.		1,367		74,857
Preformed Line Products Co.		45		2,615
Quantenna Communications, Inc.*		500		9,065
RigNet, Inc.*		500		11,575
Shenandoah Telecommunications Co.		1,718		46,901
ShoreTel, Inc.*		2,281		16,309
Silicom Ltd.		300		12,327
Sonus Networks, Inc.*		1,843		11,611
Spok Holdings, Inc.		1,012		20,999
Straight Path Communications, Inc., Class B*		300		10,173
Telenav, Inc.*		1,000		7,050
Ubiquiti Networks, Inc.*		1,000		57,800
ViaSat, Inc.*		2,162		143,168
Viavi Solutions, Inc.*		9,600		78,528
Vonage Holdings Corp.*		7,500		51,375
West Corp.		1,700		42,092
Windstream Holdings, Inc.		3,500		25,655
				2,448,034
Textiles — 0.2%
Culp, Inc.		500		18,575
G&K Services, Inc., Class A		776		74,845
UniFirst Corp.		577		82,886
				176,306
Toys, Games & Hobbies — 0.0%
JAKKS Pacific, Inc.*		584		3,008
Transportation — 1.7%
Air Transport Services Group, Inc.*		2,085		33,277
ArcBest Corp.		995		27,512
Ardmore Shipping Corp.		800		5,920
Atlas Air Worldwide Holdings, Inc.*		1,048		54,653
Bristow Group, Inc.		1,350		27,648
CAI International, Inc.*		660		5,722
Celadon Group, Inc.		935		6,685
Costamare, Inc.		1,200		6,720
Covenant Transportation Group, Inc., Class A*		400		7,736
DHT Holdings, Inc.		3,900		16,146
Dorian LPG Ltd.*		900		7,389
Echo Global Logistics, Inc.*		1,300		32,565
Era Group, Inc.*		800		13,576
Forward Air Corp.		1,196		56,667
Frontline Ltd.		2,800		19,908
GasLog Ltd.		1,700		27,370
Gener8 Maritime, Inc.*		900		4,032

	Number of Shares		Value†
Transportation — (continued)
Golar LNG Ltd.		4,000	$	91,760
Heartland Express, Inc.		1,967		40,048
Hub Group, Inc., Class A*		1,443		63,131
International Seaways, Inc.*		533		7,483
Knight Transportation, Inc.		2,564		84,740
Marten Transport Ltd.		1,051		24,488
Matson, Inc.		1,800		63,702
Navios Maritime Acquisition Corp.		3,700		6,290
Nordic American Tankers Ltd.		3,567		29,963
Overseas Shipholding Group, Inc.		1,600		6,128
P.A.M. Transportation Services, Inc.*		200		5,196
PHI, Inc.*		593		10,686
Radiant Logistics, Inc.*		1,000		3,900
Roadrunner Transportation Systems, Inc.*		1,000		10,390
Saia, Inc.*		961		42,428
Scorpio Bulkers, Inc.*		2,600		13,130
Scorpio Tankers, Inc.		7,100		32,163
Ship Finance International Ltd.		2,284		33,917
Swift Transportation Co.*		3,000		73,080
Teekay Corp.		1,900		15,257
Teekay Tankers Ltd., Class A		3,193		7,216
Tidewater, Inc.		1,600		5,456
Universal Logistics Holdings, Inc.		100		1,635
USA Truck, Inc.*		200		1,742
Werner Enterprises, Inc.		1,752		47,217
XPO Logistics, Inc.*		3,941		170,094
YRC Worldwide, Inc.*		1,300		17,264
				1,262,030
Trucking and Leasing — 0.2%
GATX Corp.		1,600		98,528
Textainer Group Holdings Ltd.*		812		6,049
The Greenbrier Cos., Inc.		1,047		43,503
				148,080
Water — 0.4%
American States Water Co.		1,524		69,434
Artesian Resources Corp., Class A		413		13,191
California Water Service Group		1,966		66,648
Connecticut Water Service, Inc.		419		23,401
Consolidated Water Co. Ltd.		800		8,680
Middlesex Water Co.		731		31,389
PICO Holdings, Inc.*		792		11,999
SJW Group		688		38,514
The York Water Co.		597		22,805
				286,061
TOTAL COMMON STOCKS (Cost $49,674,369)				69,443,765
REAL ESTATE INVESTMENT TRUSTS — 7.9%
Apartments — 0.3%
Bluerock Residential Growth REIT, Inc.		600		8,232
Education Realty Trust, Inc.		2,901		122,712
Independence Realty Trust, Inc.		2,792		24,905
Monogram Residential Trust, Inc.		6,500		70,330

141

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Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
REAL ESTATE INVESTMENT TRUSTS — (continued)
Apartments — (continued)
Preferred Apartment Communities, Inc., Class A		800	$	11,928
Silver Bay Realty Trust Corp.		1,337		22,916
				261,023
Building & Real Estate — 1.0%
Agree Realty Corp.		1,096		50,471
Altisource Residential Corp.		2,200		24,288
Anworth Mortgage Asset Corp.		3,731		19,289
Apollo Commercial Real Estate Finance, Inc.		2,756		45,808
Ares Commercial Real Estate Corp.		1,000		13,730
Capstead Mortgage Corp.		3,475		35,410
Colony Capital, Inc. Class A		4,416		89,424
Colony Starwood Homes		2,600		74,906
CYS Investments, Inc.		5,856		45,267
Dynex Capital, Inc.		2,307		15,734
Getty Realty Corp.		1,169		29,798
Invesco Mortgage Capital, Inc.		4,407		64,342
iStar, Inc.*		2,718		33,622
New York Mortgage Trust, Inc.		4,700		31,020
PennyMac Mortgage Investment Trust		2,692		44,068
Redwood Trust, Inc.		2,777		42,238
Resource Capital Corp.		1,175		9,788
Select Income REIT		2,600		65,520
				734,723
Diversified — 1.1%
AG Mortgage Investment Trust, Inc.		1,188		20,327
Armada Hoffler Properties, Inc.		1,400		20,398
CatchMark Timber Trust, Inc., Class A		1,300		14,638
CorEnergy Infrastructure Trust, Inc.		500		17,440
CoreSite Realty Corp.		1,300		103,181
DuPont Fabros Technology, Inc.		3,050		133,986
Global Net Lease, Inc.		7,000		54,810
New York REIT, Inc.		6,600		66,792
NexPoint Residential Trust, Inc.		600		13,404
NorthStar Realty Europe Corp.		2,500		31,425
PS Business Parks, Inc.		765		89,138
STAG lndustrial, Inc.		3,200		76,384
The GEO Group, Inc.		2,968		106,640
Tier REIT, Inc.		2,000		34,780
UMH Properties, Inc.		968		14,568
Whitestone REIT		1,400		20,132
				818,043
Diversified Financial Services — 0.3%
ARMOUR Residential REIT, Inc.		1,375		29,824
Great Ajax Corp.		600		7,962
New Residential Investment Corp.		9,600		150,912
Orchid Island Capital, Inc.		600		6,498
Owens Realty Mortgage, Inc.		500		9,260
RAIT Financial Trust		3,606		12,116
Western Asset Mortgage Capital Corp.		1,597		16,082
				232,654
Forest Products & Paper — 0.1%
Potlatch Corp.		1,578		65,724

	Number of Shares		Value†
Healthcare — 1.0%
CareTrust REIT, Inc.		2,395	$	36,691
Global Medical REIT, Inc.		900		8,028
Healthcare Realty Trust, Inc.		4,572		138,623
LTC Properties, Inc.		1,517		71,269
MedEquities Realty Trust, Inc.		1,200		13,320
Medical Properties Trust, Inc.		12,107		148,916
National Health Investors, Inc.		1,457		108,066
New Senior Investment Group, Inc.		2,700		26,433
Physicians Realty Trust		5,300		100,488
Sabra Health Care REIT, Inc.		2,588		63,199
Universal Health Realty Income Trust		520		34,107
				749,140
Hotels & Resorts — 1.2%
Ashford Hospitality Prime, Inc.		987		13,473
Ashford Hospitality Trust, Inc.		3,020		23,435
Chatham Lodging Trust		1,400		28,770
Chesapeake Lodging Trust		2,389		61,780
DiamondRock Hospitality Co.		8,223		94,811
FelCor Lodging Trust, Inc.		5,918		47,403
Hersha Hospitality Trust		1,717		36,915
LaSalle Hotel Properties		4,217		128,492
Pebblebrook Hotel Trust		3,009		89,518
RLJ Lodging Trust		4,900		120,001
Ryman Hospitality Properties, Inc.		1,712		107,873
Summit Hotel Properties, Inc.		3,500		56,105
Sunstone Hotel Investors, Inc.		8,747		133,392
				941,968
Industrial — 0.7%
EastGroup Properties, Inc.		1,275		94,146
First Industrial Realty Trust, Inc.		4,729		132,648
First Potomac Realty Trust		2,392		26,240
InfraREIT, Inc.*		1,700		30,447
Monmouth Real Estate Investment Corp., Class A		2,649		40,371
QTS Realty Trust, Inc., Class A		1,900		94,335
Rexford Industrial Realty, Inc.		2,600		60,294
Terreno Realty Corp.		1,675		47,721
				526,202
Mixed Industrial/Office — 0.5%
Cousins Properties, Inc.		13,070		111,229
Gladstone Commercial Corp.		1,052		21,145
Investors Real Estate Trust		4,618		32,926
Lexington Realty Trust		9,315		100,602
One Liberty Properties, Inc.		503		12,636
Washington Real Estate Investment Trust		3,006		98,266
				376,804
Office Property — 0.9%
American Assets Trust, Inc.		1,600		68,928
City Office REIT, Inc.		900		11,853
Easterly Government Properties, Inc.		1,300		26,026
Franklin Street Properties Corp.		4,045		52,423
Government Properties Income Trust		2,744		52,315

142

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Schedule of Investments — December 31, 2016

Small Cap Index Fund

	Number of Shares		Value†
REAL ESTATE INVESTMENT TRUSTS — (continued)
Office Property — (continued)
Gramercy Property Trust		16,917	$	155,298
Hudson Pacific Properties, Inc.		4,400		153,032
Mack-Cali Realty Corp.		3,500		101,570
Parkway, Inc.*		1,746		38,855
				660,300
Real Estate — 0.1%
Xenia Hotels & Resorts, Inc.		4,200		81,564
Regional Malls — 0.2%
CBL & Associates Properties, Inc.		6,900		79,350
MTGE Investment Corp.		2,043		32,075
Pennsylvania Real Estate Investment Trust		2,715		51,476
				162,901
Storage & Warehousing — 0.0%
National Storage Affiliates Trust		1,400		30,898
Strip Centers — 0.7%
Acadia Realty Trust		3,120		101,961
Alexander’s, Inc.		86		36,711
Cedar Realty Trust, Inc.		2,826		18,454
Kite Realty Group Trust		3,251		76,333
Ramco-Gershenson Properties Trust		3,141		52,078
Retail Opportunity Investments Corp.		4,300		90,859
Saul Centers, Inc.		351		23,380
Seritage Growth Properties		1,000		42,710
Urban Edge Properties		3,500		96,285
Urstadt Biddle Properties, Inc., Class A		1,216		29,318
				568,089
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $5,122,446)				6,210,033
RIGHTS — 0.0%
Chelsea Therapeutics International Ltd. CVR~		1,600		0
Clinical Data, Inc.~		354		0
Cubist Pharmaceuticals, Inc.~		1,200		0
Durata Therapeutics CVR Shares~		500		0
Dyax Corp. CVR~		5,620		6,238
Furiex Pharmaceuticals Rights~		300		0
Leap Wireless CVR~		2,300		7,303
Tobira Therapeutic, Inc. CVR*~		400		5,496
TOTAL RIGHTS (Cost $11,236)				19,037
	Par (000)
U.S. TREASURY OBLIGATIONS — 0.1%¤
U.S. Treasury Bill 0.000%, 03/02/17	$	71		70,945
0.000%, 06/08/17		19		18,450
TOTAL U.S. TREASURY OBLIGATIONS (Cost $89,401)				89,395

	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 3.0%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $2,278,932)	$	2,278,932		2,278,932
TOTAL INVESTMENTS — 102.2% (Cost $57,176,384)			$	78,041,162
Other Assets & Liabilities — (2.2)%				(1,686,431	)
TOTAL NET ASSETS — 100.0%			$	76,354,731

~ Fair valued security. The total market value of fair valued securities at December 31, 2016 is $19,037.

† See Security Valuation Note.

* Non-income producing security.

¤ Zero Coupon Bond. The interest rate disclosed represents the effective yield from the date of acquisition to maturity.

PLC — Public Limited Company.

REIT — Real Estate Investment Trust.

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	69,443,765	$	69,443,765	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		6,210,033		6,210,033		—		—
U.S. TREASURY OBLIGATIONS		89,395		—		89,395		—
RIGHTS		19,037		—		19,037		—
SHORT-TERM INVESTMENTS		2,278,932		2,278,932		—		—
TOTAL INVESTMENTS	$	78,041,162	$	77,932,730	$	108,432	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

143

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Schedule of Investments — December 31, 2016

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — 97.8%
Australia — 7.2%
AGL Energy Ltd.		5,276	$	83,944
Alumina Ltd.		15,918		20,814
Amcor Ltd.		9,071		97,630
AMP Ltd.		24,438		88,633
APA Group		8,753		54,035
Aristocrat Leisure Ltd.		4,196		46,813
ASX Ltd.		1,401		50,191
Aurizon Holdings Ltd.		15,495		56,337
Ausnet Services		19,132		21,780
Australia & New Zealand Banking Group Ltd.		22,973		502,907
Bank of Queensland Ltd.		3,231		27,612
Bendigo & Adelaide Bank Ltd.		3,810		34,853
BHP Billiton Ltd.		25,265		452,619
Boral Ltd.		6,898		26,855
Brambles Ltd.		12,161		108,526
Caltex Australia Ltd.		2,100		46,044
Challenger Ltd/Australia		4,465		36,077
CIMIC Group Ltd.		829		20,859
Coca-Cola Amatil Ltd.		4,963		36,195
Cochlear Ltd.		418		36,893
Commonwealth Bank of Australia		13,544		803,487
Computershare Ltd.		3,381		30,335
Crown Resorts Ltd.		2,801		23,345
CSL Ltd.		3,584		259,195
Dexus Property Group		8,629		59,861
Domino’s Pizza Enterprises Ltd.		473		22,119
DUET Group		18,193		35,928
Flight Centre Travel Group Ltd.		439		9,894
Fortescue Metals Group Ltd.		13,816		57,737
Goodman Group		13,411		68,874
Harvey Norman Holdings Ltd.		3,235		11,987
Healthscope Ltd.		13,599		22,417
Incitec Pivot Ltd.		13,612		35,222
Insurance Australia Group Ltd.		19,230		82,926
Lend Lease Group		4,333		45,534
Macquarie Group Ltd.		2,369		148,399
Medibank Pvt. Ltd.		21,209		43,090
Mirvac Group		26,971		41,419
National Australia Bank Ltd.		20,813		459,729
Newcrest Mining Ltd.		6,279		90,035
Oil Search Ltd.		10,741		55,282
Orica Ltd.		2,861		36,361
Origin Energy Ltd.		14,077		66,602
Qantas Airways Ltd.		2,415		5,785
QBE Insurance Group Ltd.		10,872		97,139
Ramsay Health Care Ltd.		1,058		52,018
REA Group Ltd.		400		15,896
Rio Tinto Ltd.		3,268		140,005
Santos Ltd.		12,884		37,114
Scentre Group		41,172		137,823
Seek Ltd.		2,700		28,917
Sonic Healthcare Ltd.		3,512		54,050
South32 Ltd.		24,967		49,149
South32 Ltd.		16,770		32,815
Stockland		19,302		63,768
Suncorp Group Ltd.		9,789		95,317

	Number of Shares		Value†
Australia — (continued)
Sydney Airport		9,694	$	41,844
Tabcorp Holdings Ltd.		7,043		24,401
Tatts Group Ltd.		13,129		42,307
Telstra Corp. Ltd.		33,844		124,366
The GPT Group		15,260		55,326
The GPT Group, In Specie*~		16,419		0
TPG Telecom Ltd.		2,224		10,918
Transurban Group		15,707		116,896
Treasury Wine Estates Ltd.		5,948		45,756
Vicinity Centres		25,092		54,111
Vocus Communications Ltd.		4,003		11,147
Wesfarmers Ltd.		8,823		267,796
Westfield Corp.		15,906		107,548
Westpac Banking Corp.		26,305		617,482
Woodside Petroleum Ltd.		6,074		136,047
Woolworths Ltd.		10,150		176,180
				7,001,316
Austria — 0.2%
Andritz AG		668		33,476
Erste Group Bank AG		2,497		73,006
Immoeast AG*~		2,678		0
OMV AG		1,135		40,013
Raiffeisen Bank International AG*		750		13,672
Voestalpine AG		1,009		39,455
				199,622
Belgium — 1.2%
Ageas		1,453		57,433
Anheuser-Busch InBev N.V.		6,036		638,876
Belgacom S.A.		1,133		32,570
Colruyt S.A.		647		31,978
Groupe Bruxelles Lambert S.A.		667		55,883
KBC Groep N.V.		2,043		126,233
Solvay S.A.		600		70,144
Telenet Group Holding N.V.*		377		20,896
UCB S.A.		1,013		64,813
Umicore S.A.		738		41,986
				1,140,812
China — 0.1%
Sands China Ltd.		19,200		82,832
Yangzijiang Shipbuilding Holdings Ltd.		19,000		10,654
				93,486
Denmark — 1.6%
A.P. Moller - Maersk A/S, B Shares		55		87,668
A.P. Moller - Maersk A/S, A Shares		31		46,783
Carlsberg A/S, B Shares		840		72,348
Chr Hansen Holding AS		775		42,862
Coloplast A/S, B Shares		905		60,960
Danske Bank A/S		5,455		165,034
DSV A/S		1,517		67,370
Genmab AS*		490		81,170
ISS A/S		1,307		44,050
Novo Nordisk A/S, B Shares		15,146		543,320

144

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Schedule of Investments — December 31, 2016

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Denmark — (continued)
Novozymes A/S, B Shares		1,916	$	65,933
Pandora A/S		881		115,006
TDC A/S*		6,200		31,783
Tryg A/S		965		17,426
Vestas Wind Systems A/S		1,794		116,188
William Demant Holding A/S*		690		11,985
				1,569,886
Finland — 0.9%
Elisa OYJ		1,000		32,462
Fortum OYJ		3,489		53,334
Kone OYJ, B Shares		2,641		118,010
Metso OYJ		661		18,805
Neste OYJ		1,183		45,271
Nokia OYJ		48,031		230,365
Nokian Renkaat OYJ		765		28,441
Orion OYJ, B Shares		750		33,324
Sampo OYJ, A Shares		3,551		158,740
Stora Enso OYJ, R Shares		4,323		46,243
UPM-Kymmene OYJ		4,158		101,686
Wartsila OYJ Abp		1,184		53,086
				919,767
France — 9.4%
Accor S.A.		1,361		50,701
Aeroports de Paris		215		23,024
Air Liquide S.A.		3,077		342,160
Alstom S.E.*		1,018		27,994
Arkema S.A.		594		58,064
AtoS S.A.		702		73,989
AXA S.A.		15,235		384,057
BNP Paribas S.A.		8,333		530,296
Bollore S.A.		6,919		24,362
Bollore S.A.*		39		134
Bouygues S.A.		1,571		56,241
Bureau Veritas S.A.		2,393		46,315
Cap Gemini S.A.		1,393		117,359
Carrefour S.A.		4,457		107,307
Casino Guichard Perrachon S.A.		468		22,424
Christian Dior S.E.		408		85,481
CNP Assurances		1,617		29,930
Compagnie de Saint-Gobain		4,041		187,977
Compagnie Generale des Establissements Michelin, B Shares		1,486		165,183
Credit Agricole S.A.		8,537		105,677
Danone S.A.		4,633		293,171
Dassault Aviation S.A.		18		20,090
Dassault Systemes S.A.		988		75,203
Edenred		1,755		34,750
Eiffage S.A.		442		30,786
Electricite de France S.A.		2,109		21,459
Essilor International S.A.		1,632		184,136
Eurazeo S.A.		360		21,046
Eutelsat Communications S.A.		1,342		25,951
Fonciere Des Regions		278		24,239
GDF Suez		11,345		144,410

	Number of Shares		Value†
France — (continued)
Gecina S.A.		313	$	43,231
Groupe Eurotunnel S.E.		3,742		35,549
Hermes International		218		89,428
ICADE		313		22,308
Iliad S.A.		205		39,370
Imerys S.A.		213		16,137
Ingenico Group S.A.		436		34,787
JCDecaux S.A.		510		14,996
Kering		600		134,583
Klepierre		1,908		74,867
L’Oreal S.A.		1,990		362,709
Lagardere S.C.A.		948		26,312
Legrand S.A.		2,075		117,726
LVMH Moet Hennessy Louis Vuitton S.E.		2,191		417,763
Natixis		7,282		41,008
Numericable-SFR*		671		18,917
Orange S.A.		15,519		235,330
Pernod Ricard S.A.		1,689		182,784
Peugeot S.A.*		3,574		58,211
Publicis Groupe S.A.		1,489		102,599
Remy Cointreau S.A.		155		13,212
Renault S.A.		1,493		132,604
Rexel S.A.		1,960		32,203
Safran S.A.		2,428		174,632
Sanofi S.A.		9,142		739,272
Schneider Electric S.E.		4,383		304,481
SCOR S.E.		1,118		38,583
SEB S.A.		179		24,255
Societe BIC S.A.		246		33,426
Societe Generale S.A.		5,977		293,991
Sodexo S.A.		765		87,833
Suez Environment Co.		2,507		36,940
Technip S.A.		909		64,750
Thales S.A.		920		89,131
TOTAL S.A.		17,917		919,004
Unibail-Rodamco S.E.		772		183,972
Valeo SA		1,888		108,386
Veolia Environment S.A.		3,504		59,540
Vinci S.A.		3,958		269,243
Vivendi S.A.		8,154		154,657
Wendel S.A.		253		30,445
Zodiac Aerospace		1,724		39,533
				9,212,624
Germany — 8.6%
adidas AG		1,472		232,162
Allianz S.E.		3,601		594,303
Axel Springer S.E.		327		15,856
BASF S.E.		7,245		671,443
Bayer AG		6,525		679,799
Bayerische Motoren Werke AG		2,582		240,478
Beiersdorf AG		792		67,089
Brenntag AG		1,140		63,189
Commerzbank AG		8,718		66,377
Continental AG		878		169,153
Covestro AG144A @		547		37,441
Daimler AG		7,587		563,076

145

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Schedule of Investments — December 31, 2016

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Germany — (continued)
Deutsche Annington Immobilien S.E.		3,943	$	128,019
Deutsche Bank AG*		10,968		198,953
Deutsche Boerse AG*		1,516		123,366
Deutsche Lufthansa AG		1,991		25,666
Deutsche Post AG		7,576		248,456
Deutsche Telekom AG		25,363		435,160
Deutsche Wohnen AG		2,580		80,926
DONG Energy AS*144A @		666		25,192
E.ON S.E.		16,007		112,609
Evonik Industries AG		1,096		32,671
Fraport AG Frankfurt Airport Services Worldwide		272		16,050
Fresenius Medical Care AG & Co. KGaA		1,701		143,771
Fresenius S.E. & Co. KGaA		3,201		249,714
GEA Group AG		1,522		61,079
Hannover Rueck S.E.		474		51,205
HeidelbergCement AG		1,217		113,279
Henkel AG & Co. KGaA		823		85,653
Hochtief AG		160		22,338
Hugo Boss AG		567		34,615
Infineon Technologies AG		8,762		151,561
Innogy SE*144A @		1,102		38,292
K+S AG		1,330		31,682
LANXESS AG		691		45,249
Linde AG		1,451		238,019
MAN S.E.		297		29,479
Merck KGaA		1,016		105,787
Metro AG		1,566		52,050
Muenchener Ruckversicherungs AG		1,315		248,375
OSRAM Licht AG		667		34,928
ProSiebenSat.1 Media AG		1,773		68,247
RWE AG*		3,801		47,165
SAP S.E.		7,758		671,108
Siemens AG		6,039		739,417
Symrise AG		1,079		65,558
Telefonica Deutschland Holding AG		4,698		20,081
ThyssenKrupp AG		2,865		68,059
TUI AG		3,650		52,258
United Internet AG		908		35,433
Volkswagen AG		247		35,451
Zalando SE*144A @		677		25,790
				8,393,077
Hong Kong — 2.9%
AIA Group Ltd.		95,000		532,175
ASM Pacific Technology Ltd.		1,700		17,978
Bank of East Asia Ltd.		8,088		30,877
BOC Hong Kong Holdings Ltd.		28,000		99,724
Cathay Pacific Airways Ltd.		10,000		13,123
Cheung Kong Infrastructure Holdings Ltd.		5,000		39,712
Cheung Kong Property Holdings Ltd.		21,170		129,285
CK Hutchison Holdings Ltd.		21,128		238,503
CLP Holdings Ltd.		12,500		114,636
First Pacific Co., Ltd.		15,750		10,987
Galaxy Entertainment Group Ltd.		18,000		77,960
Hang Lung Group Ltd.		7,000		24,289

	Number of Shares		Value†
Hong Kong — (continued)
Hang Lung Properties Ltd.		19,000	$	40,064
Hang Seng Bank Ltd.		5,900		109,413
Henderson Land Development Co., Ltd.		8,935		47,355
HK Electric Investments & HK Electric Investments Ltd.144A @		20,777		17,129
HKT Trust & HKT Ltd.		21,240		26,016
Hong Kong & China Gas Co., Ltd.		59,464		105,025
Hong Kong Exchanges & Clearing Ltd.		9,054		212,935
Hysan Development Co., Ltd.		6,140		25,322
Kerry Properties Ltd.		3,509		9,489
Li & Fung Ltd.		50,000		21,913
Link REIT		18,176		117,836
Melco Crown Entertainment Ltd. ADR		1,467		23,325
MGM China Holdings Ltd.		8,400		17,351
MTR Corp., Ltd.		11,599		56,235
New World Development Co., Ltd.		43,273		45,593
NWS Holdings Ltd.		13,664		22,212
PCCW Ltd.		33,068		17,876
Power Assets Holdings Ltd.		10,500		92,369
Shangri-La Asia Ltd.		6,666		7,020
Sino Land Co., Ltd.		21,298		31,756
SJM Holdings Ltd.		17,000		13,266
Sun Hung Kai Properties Ltd.		11,161		140,545
Swire Pacific Ltd., A Shares		4,000		38,063
Swire Properties Ltd.		9,336		25,701
Techtronic Industries Co.		11,000		39,363
The Wharf Holdings Ltd.		11,000		72,864
WH Group Ltd.144A @		63,823		51,448
Wheelock & Co., Ltd.		7,000		39,286
Yue Yuen Industrial Holdings Ltd.		7,000		25,373
				2,821,392
Ireland — 1.1%
Anglo Irish Bank Corp. PLC~		3,146		0
Bank of Ireland*		220,348		53,967
CRH PLC		6,548		225,858
DCC PLC		683		50,769
Experian PLC		7,589		146,936
James Hardie Industries PLC		3,958		62,479
Kerry Group PLC, A Shares		1,349		96,420
Paddy Power Betfair PLC		632		67,249
Ryanair Holdings PLC ADR		257		21,398
Shire PLC		7,072		403,808
				1,128,884
Israel — 0.6%
Azrieli Group		283		12,282
Bank Hapoalim BM		8,292		49,217
Bank Leumi Le-Israel BM*		11,337		46,590
Bezeq The Israeli Telecommunication Corp., Ltd.		15,011		28,473
Check Point Software Technologies Ltd.*		1,012		85,474
Elbit Systems Ltd.		186		18,790
Frutarom Industries Ltd.		303		15,466
Israel Chemicals Ltd.		3,410		13,922
Mizrahi Tefahot Bank Ltd.		783		11,436
Mobileye NV*		1,353		51,576

146

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Schedule of Investments — December 31, 2016

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Israel — (continued)
NICE Systems Ltd.		400	$	27,445
Taro Pharmaceutical Industries Ltd.*		116		12,211
Teva Pharmaceutical Industries Ltd.		7,232		260,404
				633,286
Italy — 1.8%
Assicurazioni Generali SpA		9,446		140,013
Atlantia SpA		3,570		83,525
Enel SpA		60,404		265,519
Eni SpA		20,152		326,687
Ferrari NV		1,122		65,324
Finmeccanica SpA*		3,179		44,523
Intesa Sanpaolo SpA		100,509		254,604
Intesa Sanpaolo SpA, RSP		8,795		20,600
Luxottica Group SpA		1,314		70,623
Mediobanca SpA		4,539		36,966
Poste Italiane Spa144A @		4,029		26,717
Prysmian SpA		1,389		35,601
Saipem SpA*		46,345		25,921
Snam SpA		20,845		85,733
Telecom Italia SpA*		78,086		68,945
Telecom Italia SpA, RSP		52,300		37,959
Terna Rete Elettrica Nasionale SpA		11,628		53,179
UniCredit SpA		39,577		113,655
Unipolsai SPA		8,602		18,347
				1,774,441
Japan — 23.8%
ABC-Mart, Inc.		200		11,314
Acom Co., Ltd.*		3,200		13,973
Aeon Co., Ltd.		5,700		80,562
AEON Financial Service Co., Ltd.		700		12,398
Aeon Mall Co., Ltd.		710		9,977
Air Water, Inc.		1,000		18,014
Aisin Seiki Co., Ltd.		1,400		60,577
Ajinomoto Co., Inc.		4,700		94,576
Alfresa Holdings Corp.		1,600		26,427
Alps Electric Co., Ltd.		1,400		33,639
Amada Holdings Co., Ltd.		3,000		33,422
ANA Holdings, Ltd.		11,000		29,590
Aozora Bank Ltd.		10,000		35,333
Asahi Glass Co., Ltd.		7,000		47,493
Asahi Group Holdings Ltd.		3,200		100,752
Asahi Kasei Corp.		11,000		95,714
Asics Corp.		1,000		19,928
Astellas Pharma, Inc.		16,500		228,910
Bandai Namco Holdings, Inc.		1,500		41,287
Benesse Holdings, Inc.		700		19,232
Bridgestone Corp.		5,200		187,100
Brother Industries Ltd.		1,500		26,966
Calbee, Inc.		800		25,025
Canon, Inc.		8,300		233,746
Casio Computer Co., Ltd.		1,500		21,140
Central Japan Railway Co.		1,100		180,609
Chubu Electric Power Co., Inc.		5,100		70,968
Chugai Pharmaceutical Co., Ltd.		1,800		51,631

	Number of Shares		Value†
Japan — (continued)
Concordia Financial Group Ltd.		8,000	$	38,497
Credit Saison Co., Ltd.		1,000		17,796
Cyberdyne, Inc.*		1,000		14,101
Dai Nippon Printing Co., Ltd.		4,000		39,467
Daicel Corp.		2,000		21,988
Daiichi Sankyo Co., Ltd.		4,800		98,012
Daikin Industries Ltd.		1,800		164,896
Daito Trust Construction Co., Ltd.		600		90,203
Daiwa House Industry Co., Ltd.		4,500		122,717
Daiwa House REIT Investment Corp.		11		27,887
Daiwa Securities Group, Inc.		13,000		80,050
DeNA Co., Ltd.		800		17,484
Denso Corp.		3,900		168,700
Dentsu, Inc.		1,800		84,642
Don Quijote Holdings Co., Ltd.		800		29,524
East Japan Railway Co.		2,600		224,169
Eisai Co., Ltd.		2,000		114,615
Electric Power Development Co., Ltd.		1,000		22,952
FamilyMart Co., Ltd.		700		46,578
FANUC Corp.		1,500		250,942
Fast Retailing Co., Ltd.		400		142,811
Fuji Electric Co., Ltd.		4,000		20,655
Fuji Heavy Industries Ltd.		4,900		199,648
FUJIFILM Holdings Corp.		3,700		140,103
Fujitsu Ltd.		15,000		83,063
Fukuoka Financial Group, Inc.		6,000		26,610
Hakuhodo DY Holdings, Inc.		1,500		18,470
Hamamatsu Photonics K.K.		1,000		26,265
Hankyu Hanshin Holdings, Inc.		1,800		57,637
Hikari Tsushin, Inc.		200		18,618
Hino Motors Ltd.		2,000		20,320
Hirose Electric Co., Ltd.		210		25,970
Hisamitsu Pharmaceutical Co., Inc.		400		19,979
Hitachi Chemical Co., Ltd.		1,000		24,946
Hitachi Construction Machinery Co., Ltd.		1,000		21,619
Hitachi High-Technologies Corp.		500		20,110
Hitachi Ltd.		38,000		204,901
Hitachi Metals Ltd.		2,000		26,927
Hokuriku Electric Power Co.		1,200		13,422
Honda Motor Co., Ltd.		12,800		373,700
Hongkong Land Holdings Ltd.		9,000		56,698
Hoshizaki Electric Co., Ltd.		500		39,585
Hoya Corp.		3,300		138,367
Hulic Co., Ltd.		2,500		22,181
Idemitsu Kosan Co., Ltd.		900		23,873
IHI Corp.*		12,000		31,079
Iida Group Holdings Co., Ltd.		1,000		18,957
Inpex Corp.		7,200		71,970
Isetan Mitsukoshi Holdings Ltd.		2,500		26,919
Isuzu Motors Ltd.		4,500		56,900
ITOCHU Corp.		12,000		158,889
J. Front Retailing Co., Ltd.		2,000		26,927
Japan Airlines Co., Ltd.		1,000		29,181
Japan Airport Terminal Co., Ltd.		300		10,840
Japan Exchange Group, Inc.		4,000		57,049

147

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Japan — (continued)
Japan Post Bank Co., Ltd.		3,000	$	35,951
Japan Post Holdings Co., Ltd.		4,000		49,806
Japan Prime Realty Investment Corp.		8		31,562
Japan Real Estate Investment Corp.		10		54,613
Japan Retail Fund Investment Corp.		20		40,544
Japan Tobacco, Inc.		8,600		282,283
JFE Holdings, Inc.		4,600		69,563
JGC Corp.		2,000		36,233
JSR Corp.		1,100		17,314
JTEKT Corp.		1,500		23,919
JX Holdings, Inc.		17,690		74,748
Kajima Corp.		7,000		48,350
Kakaku.Com, Inc.		1,100		18,175
Kamigumi Co., Ltd.		2,000		19,049
Kaneka Corp.		2,000		16,268
Kansai Paint Co., Ltd.		2,000		36,787
Kao Corp.		3,900		184,606
Kawasaki Heavy Industries Ltd.		10,000		31,302
KDDI Corp.		14,400		363,643
Keihan Electric Railway Co., Ltd.		5,000		32,797
Keikyu Corp.		4,000		46,333
Keio Corp.		5,000		41,071
Keisei Electric Railway Co., Ltd.		1,000		24,214
Keyence Corp.		341		233,329
Kikkoman Corp.		1,000		31,906
Kintetsu Group Holdings Co., Ltd.		16,000		60,971
Kirin Holdings Co., Ltd.		6,800		110,372
Kobe Steel Ltd.*		2,600		24,721
Koito Manufacturing Co., Ltd.		1,000		52,810
Komatsu Ltd.		7,300		165,346
Konami Corp.		600		24,215
Konica Minolta, Inc.		4,000		39,643
Kose Corp.		200		16,582
Kubota Corp.		8,200		116,857
Kuraray Co., Ltd.		2,400		35,989
Kurita Water Industries Ltd.		800		17,601
Kyocera Corp.		2,600		128,909
Kyowa Hakko Kirin Co., Ltd.		2,000		27,587
Kyushu Electric Power Co., Inc.		2,900		31,417
Kyushu Financial Group Inc.		3,000		20,326
Lawson, Inc.		500		35,096
Lion Corp.		2,000		32,783
LIXIL Group Corp.		2,300		52,130
M3, Inc.		1,700		42,740
Mabuchi Motor Co., Ltd.		400		20,786
Makita Corp.		1,000		66,819
Marubeni Corp.		13,000		73,529
Marui Group Co., Ltd.		1,500		21,854
Maruichi Steel Tube Ltd.		300		9,749
Mazda Motor Corp.		5,000		81,420
McDonald’s Holdings Co., Japan Ltd.		700		18,311
Mebuki Financial Group Inc.		7,020		25,945
Medipal Holdings Corp.		1,700		26,779
MEIJI Holdings Co., Ltd.		900		70,405
Minebea Co., Ltd.		3,000		27,994
Miraca Holdings, Inc.		400		17,890

	Number of Shares		Value†
Japan — (continued)
MISUMI Group, Inc.		2,200	$	36,139
Mitsubishi Chemical Holdings Corp.		12,100		78,235
Mitsubishi Corp.		11,800		250,616
Mitsubishi Electric Corp.		15,300		212,810
Mitsubishi Estate Co., Ltd.		10,000		198,647
Mitsubishi Gas Chemical Co., Inc.		1,500		25,559
Mitsubishi Heavy Industries Ltd.		27,000		122,743
Mitsubishi Logistics Corp.		1,000		14,098
Mitsubishi Materials Corp.		700		21,411
Mitsubishi Motors Corp.		5,200		29,560
Mitsubishi Tanabe Pharma Corp.		1,900		37,202
Mitsubishi UFJ Financial Group, Inc.		100,400		619,199
Mitsubishi UFJ Lease & Finance Co., Ltd.		4,600		23,726
Mitsui & Co., Ltd.		13,300		182,241
Mitsui Chemicals, Inc.		9,000		40,325
Mitsui Fudosan Co., Ltd.		7,000		162,054
Mitsui OSK Lines Ltd.		10,000		27,601
Mixi, Inc.		500		18,219
Mizuho Financial Group, Inc.		186,480		334,645
MS&AD Insurance Group Holdings, Inc.		4,090		126,657
Murata Manufacturing Co., Ltd.		1,500		200,305
Nabtesco Corp.		700		16,227
Nagoya Railroad Co., Ltd.		7,000		33,797
NEC Corp.		21,000		55,543
Nexon Co., Ltd.		1,100		15,896
NGK Insulators Ltd.		2,000		38,714
NGK Spark Plug Co., Ltd.		1,400		31,031
NH Foods Ltd.		1,000		26,977
Nidec Corp.		1,900		163,572
Nikon Corp.		2,900		45,038
Nintendo Co., Ltd.		900		187,088
Nippon Building Fund, Inc.		12		66,524
Nippon Electric Glass Co., Ltd.		2,000		10,791
Nippon Express Co., Ltd.		6,000		32,216
Nippon Paint Holdings Co., Ltd.		1,500		40,717
Nippon Prologis REIT, Inc.		15		30,673
Nippon Steel & Sumitomo Metal Corp.		6,417		142,129
Nippon Telegraph & Telephone Corp.		5,400		227,314
Nippon Yusen K.K.		13,000		24,075
Nissan Chemical Industries Ltd.		1,000		33,334
Nissan Motor Co., Ltd.		19,200		192,598
Nisshin Seifun Group, Inc.		1,815		27,196
Nissin Foods Holdings Co., Ltd.		500		26,227
Nitori Holdings Co., Ltd.		600		68,409
Nitto Denko Corp.		1,400		107,186
NOK Corp.		1,000		20,226
Nomura Holdings, Inc.		28,500		168,497
Nomura Real Estate Holdings, Inc.		1,000		16,970
Nomura Real Estate Master Fund, Inc.		28		42,379
Nomura Research Institute Ltd.		1,210		36,774
NSK Ltd.		4,000		46,198
NTT Data Corp.		1,000		48,312
NTT DOCOMO, Inc.		11,300		257,022
Obayashi Corp.		5,000		47,737
Obic Co. Ltd.		500		21,808
Odakyu Electric Railway Co., Ltd.		2,500		49,400

148

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Japan — (continued)
Oji Holdings Corp.		6,000	$	24,400
Olympus Corp.		2,200		75,800
Omron Corp.		1,600		61,144
Ono Pharmaceutical Co., Ltd.		3,500		76,281
Oracle Corp. Japan		200		10,061
Oriental Land Co., Ltd.		1,700		95,951
ORIX Corp.		10,600		164,981
Osaka Gas Co., Ltd.		16,000		61,393
Otsuka Corp.		300		13,993
Otsuka Holdings Co., Ltd.		3,300		143,749
Panasonic Corp.		17,500		177,488
Park24 Co., Ltd.		800		21,663
Pola Orbis Holdings, Inc.		200		16,489
Rakuten, Inc.*		7,300		71,524
Recruit Holdings Co., Ltd.		2,900		116,222
Resona Holdings, Inc.		17,800		91,225
Ricoh Co., Ltd.		5,000		42,239
Rinnai Corp.		300		24,139
Rohm Co., Ltd.		800		45,898
Ryohin Keikaku Co. Ltd.		200		39,147
Sankyo Co., Ltd.		400		12,897
Santen Pharmaceutical Co., Ltd.		3,000		36,604
SBI Holdings, Inc.		1,710		21,727
Secom Co., Ltd.		1,700		124,209
Sega Sammy Holdings, Inc.		1,200		17,832
Seibu Holdings, Inc.		1,000		17,904
Seiko Epson Corp.		2,200		46,448
Sekisui Chemical Co., Ltd.		3,000		47,756
Sekisui House Ltd.		4,600		76,426
Seven & I Holdings Co., Ltd.		5,900		224,372
Seven Bank Ltd.		5,300		15,155
Sharp Corp/Japan*		12,000		27,765
Shimadzu Corp.		2,000		31,774
Shimamura Co., Ltd.		200		24,937
Shimano, Inc.		600		93,980
Shimizu Corp.		5,000		45,640
Shin-Etsu Chemical Co., Ltd.		3,000		232,167
Shinsei Bank Ltd.		14,000		23,427
Shionogi & Co., Ltd.		2,500		119,482
Shiseido Co., Ltd.		3,300		83,404
Showa Shell Sekiyu K.K.		1,000		9,290
SMC Corp.		500		118,962
SoftBank Corp.		7,600		502,923
Sohgo Security Services Co., Ltd.		500		19,192
Sompo Japan Nipponkoa Holdings, Inc.		3,025		102,158
Sony Corp.		9,900		276,625
Sony Financial Holdings, Inc.		1,200		18,706
Stanley Electric Co., Ltd.		1,300		35,415
Start Today Co., Ltd.		1,500		25,839
Sumitomo Chemical Co., Ltd.		12,000		56,884
Sumitomo Corp.		9,400		110,350
Sumitomo Dainippon Pharma Co., Ltd.		1,400		24,030
Sumitomo Electric Industries Ltd.		5,900		84,956
Sumitomo Heavy Industries Ltd.		5,000		32,106
Sumitomo Metal Mining Co., Ltd.		4,000		51,031
Sumitomo Mitsui Financial Group, Inc.		10,500		399,871

	Number of Shares		Value†
Japan — (continued)
Sumitomo Mitsui Trust Holdings, Inc.		2,543	$	90,985
Sumitomo Realty & Development Co., Ltd.		3,000		79,642
Sumitomo Rubber Industries Ltd.		1,200		18,987
Sundrug Co., Ltd.		300		20,742
Suntory Beverage & Food Ltd.		1,000		41,422
Suruga Bank Ltd.		1,600		35,724
Suzuken Co., Ltd.		440		14,372
Suzuki Motor Corp.		2,800		98,305
Sysmex Corp.		1,200		69,335
T&D Holdings, Inc.		4,300		56,749
Taiheiyo Cement Corp.		8,000		25,221
Taisei Corp.		8,000		55,864
Taisho Pharmaceutical Holdings Co., Ltd.		300		24,870
Taiyo Nippon Sanso Corp.		1,000		11,552
Takashimaya Co., Ltd.		2,000		16,463
Takeda Pharmaceutical Co., Ltd.		5,600		232,322
TDK Corp.		900		61,711
Teijin Ltd.		1,200		24,247
Terumo Corp.		2,900		106,909
The Bank of Kyoto Ltd.		3,000		22,238
The Chiba Bank Ltd.		5,000		30,651
The Chugoku Bank Ltd.		1,000		14,342
The Chugoku Electric Power Co., Inc.		2,100		24,580
The Dai-ichi Life Insurance Co., Ltd.		8,500		141,325
The Hachijuni Bank Ltd.		4,000		23,145
The Hiroshima Bank Ltd.		4,000		18,639
The Kansai Electric Power Co., Inc.*		5,900		64,320
The Shizuoka Bank Ltd.		4,000		33,570
The Yokohama Rubber Co., Ltd.		1,000		17,875
THK Co., Ltd.		1,000		22,084
Tobu Railway Co., Ltd.		9,000		44,616
Toho Co., Ltd.		900		25,388
Toho Gas Co., Ltd.		3,000		24,365
Tohoku Electric Power Co., Inc.		4,100		51,684
Tokio Marine Holdings, Inc.		5,400		221,093
Tokyo Electric Power Co., Inc.*		12,200		49,101
Tokyo Electron Ltd.		1,300		122,264
Tokyo Gas Co., Ltd.		17,000		76,740
Tokyo Tatemono Co., Ltd.		1,500		20,026
Tokyu Corp.		8,000		58,705
Tokyu Fudosan Holdings Corp.		4,000		23,558
TonenGeneral Sekiyu K.K.		2,000		21,060
Toppan Printing Co., Ltd.		4,000		38,141
Toray Industries, Inc.		11,000		88,831
Toshiba Corp.*		32,000		77,297
TOTO Ltd.		1,000		39,499
Toyo Seikan Group Holdings Ltd.		1,000		18,596
Toyo Suisan Kaisha Ltd.		600		21,708
Toyoda Gosei Co., Ltd.		400		9,336
Toyota Industries Corp.		1,200		57,054
Toyota Motor Corp.		21,168		1,241,046
Toyota Tsusho Corp.		1,800		46,786
Trend Micro, Inc.*		800		28,395
Tsuruha Holdings, Inc.		300		28,393
Unicharm Corp.		3,000		65,521
United Urban Investment Corp.		27		41,187

149

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Japan — (continued)
USS Co., Ltd.		1,500	$	23,829
West Japan Railway Co.		1,300		79,633
Yahoo Japan Corp.		10,400		39,832
Yakult Honsha Co., Ltd.		700		32,386
Yamada Denki Co., Ltd.		5,300		28,538
Yamaguchi Financial Group, Inc.		2,000		21,774
Yamaha Corp.		1,200		36,591
Yamaha Motor Co., Ltd.		1,900		41,665
Yamato Holdings Co., Ltd.		2,800		56,759
Yamazaki Baking Co., Ltd.		1,000		19,279
Yaskawa Electric Corp.		2,000		31,010
Yokogawa Electric Corp.		2,000		28,875
				23,288,024
Jersey — 0.1%
Randgold Resources Ltd.		746		57,314
Luxembourg — 0.3%
ArcelorMittal*		14,042		103,174
Eurofins Scientific SE		87		37,066
Millicom International Cellular S.A.		489		20,838
RTL Group S.A.		294		21,540
SES S.A.		3,201		70,431
Tenaris S.A.		3,987		71,170
				324,219
Macau — 0.0%
Wynn Macau Ltd.		12,400		19,602
Netherlands — 5.5%
ABN AMRO Group N.V.144A @		1,844		40,829
Aegon N.V.		14,584		80,120
AerCap Holdings N.V.*		1,313		54,634
Airbus Group N.V.		4,576		302,240
Akzo Nobel N.V.		1,920		119,975
Altice N.V. Class A*		2,890		57,193
Altice N.V. Class B*		694		13,809
ASML Holding N.V.		2,888		323,661
CNH Industrial N.V.		8,978		77,902
EXOR N.V.		848		36,470
Gemalto N.V.		668		38,578
Heineken Holdings N.V.		751		52,225
Heineken N.V.		1,784		133,690
ING Groep N.V.		30,459		428,826
Koninklijke Ahold Delhaize N.V.		9,999		210,610
Koninklijke Boskalis Westminster N.V.		686		23,799
Koninklijke DSM N.V.		1,382		82,820
Koninklijke KPN N.V.		25,935		76,693
Koninklijke Philips N.V.		7,259		221,922
Koninklijke Vopak N.V.		584		27,553
NN Group N.V.		2,599		87,983
NXP Semiconductors N.V.*		2,296		225,031
QIAGEN N.V.*		1,520		42,596
Randstad Holding N.V.		923		49,997
Reed Elsevier N.V.		7,963		133,937
Royal Dutch Shell PLC, A Shares		34,237		945,068
Royal Dutch Shell PLC, B Shares		29,580		849,895

	Number of Shares		Value†
Netherlands — (continued)
Unilever N.V.		12,846	$	527,701
Wolters Kluwer N.V.		2,305		83,370
				5,349,127
New Zealand — 0.2%
Auckland International Airport Ltd.		7,482		32,453
Contact Energy Ltd.		7,262		23,483
Fletcher Building Ltd.		4,795		35,233
Meridian Energy Ltd.		7,526		13,577
Mighty River Power Ltd.		4,163		8,552
Ryman Healthcare Ltd.		2,831		15,940
Spark New Zealand Ltd.		16,634		39,360
				168,598
Norway — 0.7%
DNB ASA		7,620		113,121
Gjensidige Forsikring ASA		1,418		22,481
Marine Harvest ASA		2,950		53,338
Norsk Hydro ASA		10,203		48,696
Orkla ASA		6,430		58,183
Schibsted ASA		593		13,572
Schibsted ASA		698		14,773
Statoil ASA		9,154		167,076
Telenor ASA		6,070		90,605
Yara International ASA		1,614		63,493
				645,338
Portugal — 0.1%
Banco Espirito Santo S.A.*~		27,017		0
EDP - Energias de Portugal S.A.		16,826		51,211
Galp Energia SGPS, S.A.		3,568		53,193
Jeronimo Martins SGPS, S.A.		2,107		32,679
				137,083
Singapore — 1.4%
Ascendas Real Estate Investment Trust		15,562		24,330
CapitaLand Commercial Trust Ltd.		16,000		16,300
CapitaLand Ltd.		23,000		47,797
CapitaLand Mall Trust		21,700		28,146
City Developments Ltd.		3,000		17,120
ComfortDelGro Corp. Ltd.		20,000		33,985
DBS Group Holdings Ltd.		14,004		167,079
Genting Singapore PLC		54,000		33,610
Global Logistic Properties Ltd.		26,000		39,370
Golden Agri-Resources Ltd.		65,000		19,245
Hutchison Port Holdings Trust		35,100		15,231
Jardine Cycle & Carriage Ltd.		1,111		31,552
Jardine Matheson Holdings Ltd.		2,000		110,356
Keppel Corp. Ltd.		11,600		46,167
Oversea-Chinese Banking Corp. Ltd.		24,550		150,777
SATS Ltd.		5,300		17,733
Sembcorp Industries Ltd.		9,000		17,650
Singapore Airlines Ltd.		4,000		26,648
Singapore Exchange Ltd.		6,000		29,587
Singapore Press Holdings Ltd.		15,000		36,478
Singapore Technologies Engineering Ltd.		12,000		26,653
Singapore Telecommunications Ltd.		63,200		158,533

150

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Singapore — (continued)
StarHub Ltd.		5,000	$	9,679
Suntec Real Estate Investment Trust		16,000		18,208
United Overseas Bank Ltd.		10,843		152,332
UOL Group Ltd.		4,210		17,356
Wilmar International Ltd.		17,000		41,998
				1,333,920
South Africa — 0.1%
Mediclinic International PLC		2,866		27,224
Mondi PLC		2,860		58,408
				85,632
Spain — 3.1%
Abertis Infraestructuras S.A.		5,591		78,115
ACS Actividades de Construccion y Servicios S.A.		1,485		46,863
Aena S.A.144A @		588		80,110
Amadeus IT Holding S.A.		3,476		157,652
Banco Bilbao Vizcaya Argentaria S.A.		52,114		351,194
Banco de Sabadell S.A.		40,310		56,014
Banco Popular Espanol S.A.		26,681		25,707
Banco Santander S.A.		115,661		601,702
Bankia S.A.		36,141		36,829
Bankinter S.A.		4,820		37,275
CaixaBank		26,158		86,211
Distribuidora Internacional de Alimentacion S.A.		4,084		20,030
Enagas S.A.		1,740		44,097
Endesa S.A.		2,463		52,088
Ferrovial S.A.		3,695		65,898
Gas Natural SDG S.A.		2,914		54,822
Grifols S.A.		2,504		49,708
Iberdrola S.A.		44,269		289,869
Inditex S.A.		8,641		294,365
Mapfre S.A.		8,177		24,908
Red Electrica Corp. S.A.		3,632		68,428
Repsol S.A.		8,553		120,197
Repsol S.A.*		8,550		3,168
Telefonica S.A.		36,890		340,583
Zardoya Otis S.A.		1,669		14,085
				2,999,918
Sweden — 2.8%
Alfa Laval AB		2,088		34,442
Assa Abloy AB		8,433		156,041
Atlas Copco AB, A Shares		3,255		88,495
Atlas Copco AB, B Shares		5,275		160,026
Boliden AB		2,486		64,574
Electrolux AB, B Shares		1,720		42,589
Getinge AB, B Shares		1,448		23,201
Hennes & Mauritz AB, B Shares		7,521		208,491
Hexagon AB, B Shares		2,081		74,117
Husqvarna AB, B Shares		2,834		21,989
ICA Gruppen AB		521		15,858
Industrivarden AB, C Shares		1,227		22,819
Investor AB, B Shares		3,870		144,197

	Number of Shares		Value†
Sweden — (continued)
Kinnevik AB		1,832	$	43,758
L E Lundbergforetagen AB		301		18,428
Lundin Petroleum AB*		1,488		32,247
Nordea Bank AB		24,214		268,306
Sandvik AB		8,213		101,316
Securitas AB, B Shares		2,875		45,097
Skandinaviska Enskilda Banken AB, A Shares		12,133		126,792
Skanska AB, B Shares		2,985		70,280
SKF AB, B Shares		3,338		61,206
Svenska Cellulosa AB SCA, B Shares		5,106		143,716
Svenska Handelsbanken AB		12,645		175,139
Swedbank AB, A Shares		7,333		176,685
Swedish Match AB		1,496		47,465
Tele2 AB, B Shares		3,292		26,323
Telefonaktiebolaget LM Ericsson, B Shares		25,521		149,578
TeliaSonera AB		21,208		85,197
Volvo AB, B Shares		11,928		138,866
				2,767,238
Switzerland — 9.1%
ABB Ltd.		14,913		313,795
Actelion Ltd.		793		171,374
Adecco S.A.		1,364		89,038
Aryzta AG		739		32,498
Baloise Holding AG		408		51,341
Barry Callebaut AG		17		20,769
Chocoladefabriken Lindt & Spruengli AG		1		60,755
Chocoladefabriken Lindt & Spruengli AG, Participation Certificates		7		36,221
Cie Financiere Richemont S.A.		4,079		269,583
Coca-Cola HBC AG*		1,371		29,854
Credit Suisse Group AG		15,728		224,769
Dufry AG*		332		41,325
EMS-Chemie Holding AG		65		33,009
Galenica AG		31		34,932
Geberit AG		291		116,504
Givaudan S.A.		74		135,433
Glencore PLC*		95,699		323,358
Holcim Ltd.		3,541		185,874
Julius Baer Group Ltd.*		1,680		74,427
Kuehne + Nagel International AG		444		58,607
Lonza Group AG		400		69,132
Nestle S.A.		24,654		1,766,153
Novartis AG		17,676		1,285,461
Pargesa Holding S.A.		272		17,680
Partners Group Holding AG		130		60,858
Roche Holding AG		5,561		1,267,644
Schindler Holding AG		145		25,309
Schindler Holding AG, Participation Certificates		349		61,464
SGS S.A.		43		87,366
Sika AG		16		76,766
Sonova Holding AG		427		51,663
STMicroelectronics N.V.		4,919		55,754
Swiss Life Holding AG		234		66,100
Swiss Prime Site AG*		512		41,895

151

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Switzerland — (continued)
Swiss Re AG		2,605	$	246,467
Swisscom AG		202		90,293
Syngenta AG		773		305,415
The Swatch Group AG		253		78,522
The Swatch Group AG, Registered Shares		366		22,336
UBS Group AG*		28,746		449,457
Wolseley PLC		2,086		127,343
Zurich Insurance Group AG		1,179		324,013
				8,880,557
United Kingdom — 15.0%
3i Group PLC		8,609		74,472
Aberdeen Asset Management PLC		7,687		24,305
Admiral Group PLC		1,518		34,139
Anglo American PLC*		11,108		156,944
Antofagasta PLC		3,403		28,176
Ashtead Group PLC		3,679		71,522
Associated British Foods PLC		2,872		96,908
AstraZeneca PLC		9,978		544,879
Auto Trader Group PLC144A @		7,720		38,813
Aviva PLC		32,002		190,625
Babcock International Group PLC		1,759		20,632
BAE Systems PLC		25,041		182,138
Barclays PLC		132,415		363,395
Barratt Developments PLC		7,726		43,923
Berkeley Group Holdings PLC		1,009		34,880
BHP Billiton PLC		16,770		267,031
BP PLC		147,342		922,872
British American Tobacco PLC		14,737		835,231
BT Group PLC		66,205		298,871
Bunzl PLC		2,897		75,210
Burberry Group PLC		3,582		66,013
Capita PLC		4,936		32,275
Carnival PLC		1,658		84,010
Centrica PLC		46,740		134,614
Cobham PLC		12,699		25,569
Coca-Cola European Partners PLC		1,676		52,897
Compass Group PLC		12,839		237,286
Croda International PLC		923		36,301
Diageo PLC		19,844		514,952
Direct Line Insurance Group PLC		9,937		45,225
Dixons Carphone PLC		7,844		34,259
easyJet PLC		1,334		16,501
Fiat Chrysler Automobiles N.V.		7,378		67,117
Fresnillo PLC		2,026		30,095
G4S PLC		12,521		36,191
GKN PLC		13,828		56,362
GlaxoSmithKline PLC		38,485		739,244
Hammerson PLC		6,716		47,332
Hargreaves Lansdown PLC		1,892		28,154
Hikma Pharmaceuticals PLC		1,108		25,825
HSBC Holdings PLC		157,581		1,271,468
IMI PLC		1,958		25,041
Imperial Brands PLC		7,534		328,338
Inmarsat PLC		3,494		32,329
Intercontinental Hotels Group PLC		1,619		72,393

	Number of Shares		Value†
United Kingdom — (continued)
International Consolidated Airlines Group S.A. (London Main Market Exchange)		2,764	$	14,977
International Consolidated Airlines Group S.A. (Spanish Stock Exchange)		3,606		19,426
Intertek Group PLC		1,257		53,873
Intu Properties PLC		8,417		29,154
Investec PLC		4,543		29,796
ITV PLC		30,751		78,077
J. Sainsbury PLC		12,992		39,930
Johnson Matthey PLC		1,520		59,474
Kingfisher PLC		18,641		80,313
Land Securities Group PLC		6,374		83,737
Legal & General Group PLC		47,123		143,555
Lloyds Banking Group PLC		504,359		387,288
London Stock Exchange Group PLC		2,429		86,816
Marks & Spencer Group PLC		12,979		55,910
Meggitt PLC		5,739		32,409
Merlin Entertainments PLC144A @		5,527		30,512
National Grid PLC		29,465		344,264
NEX Group PLC		2,471		14,145
Next PLC		1,131		69,382
Old Mutual PLC		38,468		98,093
Pearson PLC		6,696		67,186
Persimmon PLC		2,549		55,613
Petrofac Ltd.		1,906		20,397
Provident Financial PLC		1,152		40,288
Prudential PLC		20,202		403,183
Reckitt Benckiser Group PLC		4,997		423,288
RELX PLC		8,480		151,119
Rio Tinto PLC		9,702		370,405
Rolls Royce Holdings PLC*~		714,886		881
Rolls-Royce Holdings PLC		15,541		127,647
Royal Bank of Scotland Group PLC*		30,610		84,581
Royal Mail PLC		7,054		40,098
RSA Insurance Group PLC		7,501		54,092
Schroders PLC		1,078		39,593
Segro PLC		6,648		37,601
Severn Trent PLC		1,743		47,634
Sky PLC		7,899		96,297
Smith & Nephew PLC		7,021		105,380
Smiths Group PLC		3,378		58,802
SSE PLC		8,300		158,482
St James’s Place PLC		4,100		51,143
Standard Chartered PLC*		25,573		208,547
Standard Life PLC		16,040		73,451
Tate & Lyle PLC		3,269		28,449
Taylor Wimpey PLC		25,341		47,796
Tesco PLC*		64,072		163,372
The British Land Co. PLC		7,994		62,038
The Sage Group PLC		8,870		71,502
The Weir Group PLC		1,731		40,227
TP ICAP PLC		2,019		10,781
Travis Perkins PLC		2,061		36,843
Unilever PLC		10,105		408,647
United Utilities Group PLC		5,606		62,139

152

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
United Kingdom — (continued)
Vodafone Group PLC		209,469	$	515,481
W.M. Morrison Supermarkets PLC		17,966		51,029
Whitbread PLC		1,474		68,568
William Hill PLC		7,259		25,927
Worldpay Group PLC144A @		12,768		42,391
WPP PLC		10,082		224,360
				14,671,146
TOTAL COMMON STOCKS (Cost $83,835,159)				95,616,309
PREFERRED STOCKS — 0.5%
Germany — 0.5%
Bayerische Motoren Werke AG		477		36,429
Fuchs Petrolub S.E.		598		25,050
Henkel AG & Co. KGaA		1,385		164,871
Porsche Automobil Holding S.E.		1,203		65,347
Schaeffler AG		1,280		18,888
Volkswagen AG		1,443		201,901
TOTAL PREFERRED STOCKS (Cost $422,269)				512,486
SHORT-TERM INVESTMENTS — 0.1%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $102,377)		102,377		102,377
TOTAL INVESTMENTS — 98.4% (Cost $84,359,805)			$	96,231,172
Other Assets & Liabilities — 1.6%				1,581,556
TOTAL NET ASSETS — 100.0%			$	97,812,728

† See Security Valuation Note.

* Non-income producing security.

~ Fair valued security. The total market value of fair valued securities at December 31, 2016 is $881 .

144A @ Security sold within the terms of a private placement memorandum, restricted and/or exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “accredited investors”. Unless otherwise indicated, the security is considered liquid.

ADR — American Depository Receipt.

PLC — Public Limited Company.

REIT — Real Estate Investment Trust.

COMMON STOCKS INDUSTRY DIVERSIFICATION	% of Market Value			Value†
Advertising		0.5%		$	445,067
Aerospace & Defense		1.0%			984,570
Agriculture		1.6%			1,554,560
Airlines		0.2%			202,295
Apparel		1.0%			970,763
Auto Manufacturers		3.8%			3,594,624
Auto Parts & Equipment		1.4%			1,295,511
Banks		13.4%			12,812,102
Beverages		2.1%			2,025,335
Biotechnology		0.4%			406,298
Building & Real Estate		0.2%			147,332
Building Materials		1.5%			1,400,340
Building-Maintenance Service		—%	+		44,050
Chemicals		4.0%			3,804,445
Commercial Services		1.9%			1,776,134
Computers		0.5%			523,935
Cosmetics & Personal Care		1.4%			1,356,884
Distribution & Wholesale		1.0%			1,003,219
Diversified		—%	+		24,330
Diversified Financial Services		2.1%			2,003,254
Diversified Operations		0.2%			210,439
Electric		2.4%			2,343,107
Electrical Components & Equipment		1.2%			1,142,911
Electronics		1.5%			1,390,895
Energy-Alternate Sources		0.2%			238,424
Engineering & Construction		1.4%			1,378,439
Entertainment		0.3%			315,006
Environmental Control		—%	+		17,601
Food		4.8%			4,577,676
Food Service		0.1%			87,833
Forest Products & Paper		0.4%			374,453
Gas		1.0%			928,949
Hand & Machine Tools		0.5%			455,972
Healthcare Products		1.1%			1,059,270
Healthcare Services		0.4%			352,486
Holding Companies		0.3%			305,042
Home Builders		0.3%			300,736
Home Furnishings		0.6%			588,307
Hotels & Resorts		0.2%			147,665
Household Products & Wares		0.6%			564,356
Industrial		0.1%			127,647
Insurance		5.5%			5,260,489
Internet		0.4%			426,468
Investment Companies		0.3%			318,094
Iron & Steel		0.6%			531,765
Leisure Time		0.4%			336,230
Lodging		0.4%			347,299
Machinery - Construction & Mining		0.5%			435,486
Machinery - Diversified		1.1%			1,068,773
Media		0.9%			900,221
Metal Fabricate/Hardware		0.4%			380,503
Mining		2.4%			2,282,819
Miscellaneous Manufacturing		1.3%			1,211,372
Mixed Industrial/Office		0.5%			453,734
Office & Business Equipment		0.3%			322,433
Oil & Gas		5.2%			5,017,490
Oil & Gas Services		0.1%			111,068
Packaging and Containers		0.1%			116,226

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Developed International Index Fund

COMMON STOCKS INDUSTRY DIVERSIFICATION	% of Market Value			Value†
Pharmaceuticals		8.0%		$	7,602,748
Pipelines		0.1%			54,035
Real Estate		1.8%			1,713,852
Real Estate Investment Trusts		1.2%			1,121,511
Real Estate Management Services		0.1%			128,019
Retail		2.9%			2,771,934
Semiconductors		1.0%			942,147
Shipbuilding		—%	+		10,654
Software		1.2%			1,147,885
Storage & Warehousing		—%	+		14,098
Telecommunications		5.0%			4,773,439
Textiles		0.2%			149,067
Toys, Games & Hobbies		0.2%			228,375
Transportation		2.0%			1,875,088
Venture Capital		0.1%			74,472
Water		0.2%			206,253
		100.0%		$	95,616,309

+ Rounded

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS
Australia	$	7,001,316	$	—	$	7,001,316	$	—
Austria		199,622		—		199,622		—
Belgium		1,140,812		—		1,140,812		—
China		93,486		—		93,486		—
Denmark		1,569,886		—		1,569,886		—
Finland		919,767		—		919,767		—
France		9,212,624		134		9,212,490		—
Germany		8,393,077		38,292		8,354,785		—
Hong Kong		2,821,392		23,325		2,798,067		—
Ireland		1,128,884		117,818		1,011,066		—
Israel		633,286		149,261		484,025		—
Italy		1,774,441		—		1,774,441		—
Japan		23,288,024		—		23,288,024		—
Jersey		57,314		—		57,314		—
Luxembourg		324,219		—		324,219		—
Macau		19,602		—		19,602		—
Netherlands		5,349,127		279,665		5,069,462		—
New Zealand		168,598		—		168,598		—
Norway		645,338		—		645,338		—
Portugal		137,083		—		137,083		—
Singapore		1,333,920		—		1,333,920		—
South Africa		85,632		—		85,632		—
Spain		2,999,918		3,168		2,996,750		—
Sweden		2,767,238		—		2,767,238		—
Switzerland		8,880,557		—		8,880,557		—
United Kingdom		14,671,146		—		14,671,146		—
TOTAL COMMON STOCKS		95,616,309		611,663		95,004,646		—
PREFERRED STOCKS
Germany		512,486		—		512,486		—
SHORT-TERM INVESTMENTS		102,377		102,377		—		—
TOTAL INVESTMENTS	$	96,231,172	$	714,040	$	95,517,132	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period.

An amount of $832,855 was transferred from Level 1 into Level 2 at 12/31/16 as the Fund utilized third-party vendor modeling tools to reflect any significant market movements between the time at which the Fund valued its securities and the earlier closing of foreign markets. The Fund did not have any transfers in and transfers out of Level 3 fair value hierarchy during the reporting period.

An amount of $97,137 was transferred from Level 2 into Level 1 at 12/31/16 as a result of using quoted prices in active market for such foreign securities. The Fund did not have any transfers in and transfers out of Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

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International Equity Fund

	Number of Shares		Value†
COMMON STOCKS — 96.3%
Australia — 1.8%
CSL Ltd.		42,600	$	3,080,831
Ramsay Health Care Ltd.		56,708		2,788,148
				5,868,979
Belgium — 3.1%
Anheuser-Busch InBev N.V.		92,486		9,789,119
Brazil — 1.1%
Ambev S.A. ADR		736,681		3,617,104
Canada — 5.5%
Alimentation Couche-Tard, Inc., Class B		201,036		9,115,608
Canadian National Railway Co.		126,684		8,525,801
				17,641,409
China — 4.0%
Alibaba Group Holding Ltd. ADR*		70,442		6,185,512
Tencent Holdings Ltd.		264,477		6,412,804
				12,598,316
Denmark — 2.1%
Coloplast A/S, B Shares		48,625		3,275,312
Novo Nordisk A/S, B Shares		94,478		3,389,133
				6,664,445
France — 7.5%
Bureau Veritas S.A.		288,820		5,589,930
Essilor International S.A.		40,400		4,558,276
Hermes International		8,779		3,601,314
L’Oreal S.A.		18,785		3,423,866
LVMH Moet Hennessy Louis Vuitton S.E.		17,955		3,423,521
Sodexo S.A.		30,386		3,488,729
				24,085,636
Germany — 3.3%
SAP S.E.		121,318		10,494,654
Hong Kong — 1.0%
Link REIT		479,119		3,106,164
India — 9.0%
HDFC Bank Ltd.~		900,360		17,547,137
Housing Development Finance Corp., Ltd.		603,670		11,195,611
				28,742,748
Ireland — 5.0%
Accenture PLC, Class A		49,864		5,840,570
DCC PLC		62,590		4,652,407
Paddy Power Betfair PLC		51,086		5,435,917
				15,928,894
Japan — 6.1%
Daito Trust Construction Co., Ltd.		33,461		5,030,454
Japan Tobacco, Inc.		136,000		4,464,015
Shimano, Inc.		29,300		4,589,341
Unicharm Corp.		243,800		5,324,658
				19,408,468

	Number of Shares		Value†
Mexico — 1.9%
Fomento Economico Mexicano S.A.B. de C.V. ADR		80,775	$	6,155,863
Netherlands — 3.9%
Unilever N.V.		305,672		12,556,694
South Africa — 2.4%
Naspers Ltd., N Shares		51,518		7,521,199
Spain — 3.3%
Aena S.A.144A @		38,995		5,312,740
Grifols S.A.		267,066		5,301,648
				10,614,388
Switzerland — 8.8%
Chocoladefabriken Lindt & Spruengli AG, Participation Certificates		631		3,265,072
Nestle S.A.		134,137		9,609,251
Roche Holding AG		49,545		11,293,910
UBS Group AG*		242,081		3,785,048
				27,953,281
United Kingdom — 15.4%
British American Tobacco PLC		319,697		18,119,072
Diageo PLC		206,070		5,347,518
Domino’s Pizza Group PLC		1,055,577		4,684,375
Imperial Brands PLC		99,388		4,331,409
Lloyds Banking Group PLC		2,417,034		1,855,997
Reckitt Benckiser Group PLC		175,214		14,842,114
				49,180,485
United States — 11.1%
Mastercard, Inc., Class A		102,965		10,631,136
Philip Morris International, Inc.		193,041		17,661,321
The Priceline Group, Inc.		4,948		7,254,065
				35,546,522
TOTAL COMMON STOCKS (Cost $268,427,281)				307,474,368
SHORT-TERM INVESTMENTS — 1.6%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $5,235,190)		5,235,190		5,235,190
TOTAL INVESTMENTS — 97.9% (Cost $273,662,471)			$	312,709,558
Other Assets & Liabilities — 2.1%				6,612,796
TOTAL NET ASSETS — 100.0%			$	319,322,354

144A @ Security sold within the terms of a private placement memorandum, restricted and/or exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “accredited investors”. Unless otherwise indicated, the security is considered liquid.

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International Equity Fund

~ Fair valued security. The total market value of fair valued securities at December 31, 2016 is $17,547,137.

† See Security Valuation Note.

* Non-income producing security.

ADR — American Depository Receipt.

PLC — Public Limited Company.

REIT — Real Estate Investment Trust.

COMMON STOCKS INDUSTRY DIVERSIFICATION	% of Market Value		Value†
Agriculture		14.5%	$	44,575,817
Apparel		2.3%		7,024,835
Banks		7.5%		23,188,182
Beverages		8.1%		24,909,604
Biotechnology		1.0%		3,080,831
Commercial Services		1.8%		5,589,930
Computers		1.9%		5,840,570
Cosmetics & Personal Care		6.9%		21,305,218
Diversified Financial Services		7.1%		21,826,747
Engineering & Construction		1.7%		5,312,740
Entertainment		1.8%		5,435,917
Food		4.2%		12,874,323
Food Service		1.1%		3,488,729
Healthcare Products		2.6%		7,833,588
Healthcare Services		0.9%		2,788,148
Household Products & Wares		4.8%		14,842,114
Internet		6.5%		19,852,381
Leisure Time		1.5%		4,589,341
Media		2.5%		7,521,199
Oil & Gas		1.5%		4,652,407
Pharmaceuticals		6.5%		19,984,691
Real Estate		1.6%		5,030,454
Real Estate Investment Trusts		1.0%		3,106,164
Retail		4.5%		13,799,983
Software		3.4%		10,494,654
Transportation		2.8%		8,525,801
		100.0%	$	307,474,368

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Signi ficant Obse rvable Input		Level 3 Signi ficant Unobse rvable Input
COMMON STOCKS
Australia	$	5,868,979	$	—	$	5,868,979	$	—
Belgium		9,789,119		9,789,119		—		—
Brazil		3,617,104		3,617,104		—		—
Canada		17,641,409		17,641,409		—		—
China		12,598,316		6,185,512		6,412,804		—
Denmark		6,664,445		—		6,664,445		—
France		24,085,636		—		24,085,636		—
Germany		10,494,654		—		10,494,654		—
Hong Kong		3,106,164		—		3,106,164		—
India		28,742,748		—		28,742,748		—
Ireland		15,928,894		5,840,570		10,088,324		—
Japan		19,408,468		—		19,408,468		—
Mexico		6,155,863		6,155,863		—		—
Netherlands		12,556,694		—		12,556,694		—
South Africa		7,521,199		—		7,521,199		—
Spain		10,614,388		—		10,614,388		—
Switzerland		27,953,281		—		27,953,281		—
United Kingdom		49,180,485		—		49,180,485		—
United States		35,546,522		35,546,522		—		—
SHORT-TERM INVESTMENTS		5,235,190		5,235,190		—		—
TOTAL INVESTMENTS	$	312,709,558	$	90,011,289	$	222,698,269	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period.

$13,697,686 was transferred from Level 1 into Level 2 at 12/31/16 as the Fund utilized third-party vendor modeling tools to reflect any significant market movements between the time at which the Fund valued its securities and the earlier closing of foreign markets. The Fund did not have any transfers in and transfers out of Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

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Emerging Markets Equity Fund

	Number of Shares		Value†
COMMON STOCKS — 88.2%
Argentina — 1.8%
Banco Macro S.A. ADR		9,057	$	582,818
Grupo Financiero Galicia S.A. ADR		22,432		603,869
MercadoLibre, Inc.		9,992		1,560,151
				2,746,838
Austria — 0.9%
Erste Group Bank AG*		44,301		1,295,240
Brazil — 3.6%
BRF S.A.		120,898		1,792,279
Lojas Renner S.A.		149,419		1,063,704
Petroleo Brasileiro S.A.*		198,062		1,030,869
Raia Drogasil S.A.		77,002		1,447,676
				5,334,528
Chile — 0.6%
S.A.C.I. Falabella		117,201		927,309
China — 13.2%
Alibaba Group Holding Ltd. ADR*		23,151		2,032,889
Bank of China Ltd., Class H		5,626,000		2,480,651
China Construction Bank Corp., Class H		3,653,930		2,798,291
China Machinery Engineering Corp.		376,000		237,803
China Pacific Insurance Group Co. Ltd., Class H		328,800		1,138,238
Chongqing Changan Automobile Co. Ltd., Class B		123,310		176,156
CRCC High-Tech Equipment Corp. Ltd.		613,500		244,826
Huadian Power International Corp. Ltd., Class H		566,000		255,427
JD.Com, Inc. ADR*		35,258		896,964
NetEase, Inc. ADR		2,203		474,394
New Oriental Education & Technology Group, Inc ADR*		10,113		425,757
PetroChina Co. Ltd., Class H		896,000		665,441
Shanghai Jin Jiang International Hotels Group Co. Ltd., Class H		578,000		152,144
Shenzhou International Group Holdings Ltd.		132,000		832,217
TAL Education Group ADR*		8,267		579,930
Tencent Holdings Ltd.		266,300		6,457,007
				19,848,135
Colombia — 0.3%
Grupo de Inversiones Suramericana S.A.		32,944		419,207
Czech Republic — 0.9%
Komercni Banka, A.S.		37,448		1,290,466
Egypt — 0.5%
Commercial International Bank Egypt SAE		191,316		770,887
Germany — 0.7%
adidas AG		6,506		1,026,118
Hong Kong — 4.6%
AIA Group Ltd.		289,400		1,621,173
China Mengniu Dairy Co. Ltd.		267,000		511,960
China Mobile Ltd.		285,500		3,010,077
China Overseas Land & Investment Ltd.		118,000		310,476

	Number of Shares		Value†
Hong Kong — (continued)
China Unicom Hong Kong Ltd.		538,000	$	622,659
CSPC Pharmaceutical Group Ltd.		528,000		562,203
Shenzhen International Holdings Ltd.		201,000		292,073
				6,930,621
Hungary — 0.5%
OTP Bank PLC		24,471		698,754
India — 7.8%
Ashok Leyland Ltd.		1,323,866		1,557,572
Bharat Financial Inclusion L*		62,280		536,394
Bharat Petroleum Corp. Ltd.		135,373		1,264,592
HDFC Bank Ltd.~		54,324		1,058,722
IndusInd Bank Ltd.		91,300		1,486,305
Larsen & Toubro Ltd.		15,286		302,825
Marico Ltd.		208,480		798,866
Maruti Suzuki India Ltd.		11,467		895,974
Shree Cement Ltd.		7,038		1,523,859
Shriram Transport Finance Co. Ltd.		65,358		819,913
Zee Entertainment Enterprises Ltd.		211,783		1,409,679
				11,654,701
Indonesia — 5.1%
Astra International Tbk PT		1,517,900		928,152
Bank Mandiri Persero Tbk PT		1,598,900		1,368,473
Bank Negara Indonesia Persero Tbk PT		1,884,200		769,243
Bumi Serpong Damai Tbk PT		5,418,400		702,433
Link Net Tbk PT		1,636,200		625,454
Matahari Department Store Tbk PT		349,300		390,987
Semen Indonesia Persero Tbk PT		1,391,300		944,055
Telekomunikasi Indonesia Persero Tbk PT		4,442,600		1,306,979
Xl Axiata Tbk PT*		3,444,575		589,248
				7,625,024
Japan — 0.5%
Nexon Co., Ltd.		51,200		739,901
Mexico — 5.4%
Alfa S.A.B. de C.V.		417,006		516,187
Alsea S.A.B.de C.V.		222,801		636,493
Cemex S.A.B. de C.V. ADR*		226,751		1,820,810
Fomento Economico Mexicano S.A.B. de C.V. ADR		23,390		1,782,552
Grupo Financiero Banorte S.A.B. de C.V., Series O		430,545		2,120,569
Grupo Financiero Santander Mexico S.A.B. de C.V., Series B ADR		75,831		545,225
Mexichem S.A.B. de C.V.		328,823		746,011
				8,167,847
Netherlands — 1.0%
Steinhoff International Holdings NV		288,068		1,493,157
Pakistan — 1.6%
Lucky Cement Ltd.		142,300		1,181,709
United Bank Ltd.		537,600		1,229,829
				2,411,538

157

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Schedule of Investments — December 31, 2016

Emerging Markets Equity Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Panama — 0.6%
Copa Holdings S.A., Class A		9,740	$	884,684
Peru — 2.1%
Cia de Minas Buenaventura S.A.A. ADR		67,933		766,284
Credicorp Ltd.		15,207		2,400,577
				3,166,861
Philippines — 3.4%
Ayala Corp.		44,730		656,702
BDO Unibank, Inc.		245,780		553,851
DMCI Holdings, Inc.		2,299,850		612,437
International Container Terminal Services, Inc.		344,010		496,516
Metro Pacific Investments Corp.		5,508,300		737,227
Metropolitan Bank & Trust Co.		684,103		998,211
SM Investments Corp.		84,520		1,112,844
				5,167,788
Poland — 3.0%
Bank Pekao S.A.		20,775		623,804
Bank Zachodni WBK S.A.		10,439		787,831
CCC S.A.		20,377		990,385
Eurocash S.A.		52,870		496,788
LPP S.A.		414		560,814
Powszechna Kasa Oszczednosci Bank Polski S.A.*		157,626		1,058,842
				4,518,464
Portugal — 0.7%
Jeronimo Martins SGPS, S.A.		65,313		1,012,985
Russia — 3.0%
Gazprom PJSC. ADR		337,258		1,701,518
Mail.Ru Group Ltd. GDR*		36,536		670,436
MMC Norilsk Nickel PJSC. ADR		41,644		693,110
X5 Retail Group N.V. GDR*		23,052		748,037
Yandex NV, Class A*		36,688		738,529
				4,551,630
South Africa — 3.4%
AVI Ltd.		88,697		590,032
Clicks Group Ltd.		72,884		612,950
Naspers Ltd., N Shares		17,964		2,622,594
Vodacom Group Ltd.		108,943		1,206,920
				5,032,496
South Korea — 9.2%
Amorepacific Corp.		2,874		763,866
CJ Corp.		5,254		812,466
Cosmax, Inc.		3,730		368,296
Coway Co. Ltd.		10,197		745,349
Hanwha Techwin Co. Ltd.		11,630		417,974
Hugel, Inc*		2,260		599,474
Hyundai Development Co.		26,366		979,531
Hyundai Motor Co.		4,092		493,649
Hyundai WIA Corp.		3,168		191,223
Innocean Worldwide, Inc.		7,111		335,153

	Number of Shares		Value†
South Korea — (continued)
Korea Aerospace Industries Ltd.		13,527	$	748,395
Mando Corp.		3,192		619,970
NAVER Corp.		1,947		1,246,816
Samsung Electronics Co. Ltd.		3,292		4,899,527
SK Holdings Co. Ltd.		3,394		644,287
				13,865,976
Spain — 0.2%
Cemex Latam Holdings S.A.*		93,428		351,678
Switzerland — 0.6%
DKSH Holding AG		14,051		964,500
Taiwan — 8.5%
Advanced Semiconductor Engineering, Inc.		813,000		828,842
Catcher Technology Co. Ltd.		117,000		808,669
Delta Electronics, Inc.		155,242		763,190
E.Sun Financial Holding Co. Ltd		924,600		524,754
Eclat Textile Co. Ltd.		36,314		378,107
Fubon Financial Holding Co. Ltd.		162,000		255,368
Hon Hai Precision Industry Co. Ltd.		416,140		1,082,417
Largan Precision Co. Ltd.		7,000		815,930
Nien Made Enterprise Co. Ltd		59,000		605,882
PChome Online, Inc.		34,714		303,847
Pegatron Corp.		265,000		630,443
President Chain Store Corp.		48,000		343,115
Taiwan Mobile Co. Ltd.		147,000		473,240
Taiwan Semiconductor Manufacturing Co. Ltd.		713,769		3,998,003
Uni-President Enterprises Corp.		549,962		906,812
Yeong Guan Energy Technology Group Co. Ltd		37,000		117,712
				12,836,331
Thailand — 2.1%
Bangkok Dusit Medical Services PCL		1,279,900		824,132
Central Pattana PCL		278,900		440,835
Kasikornbank PCL NVDR		157,300		776,890
Minor International PCL		5,000		5,081
Minor International PCL NVDR		401,670		400,093
Sino-Thai Engineering & Construction PCL		883,700		682,873
				3,129,904
Turkey — 0.3%
Arcelik A.S.		56,512		339,415
Ulker Biskuvi Sanayi A.S.		20,320		93,009
				432,424
United Kingdom — 0.8%
Mondi PLC		61,500		1,247,507
United States — 1.3%
Samsonite International S.A.		705,900		2,009,400
TOTAL COMMON STOCKS (Cost $121,130,907)				132,552,899

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Emerging Markets Equity Fund

	Number of Shares		Value†
PREFERRED STOCKS — 4.9%
Brazil — 3.8%
Banco Bradesco S.A.		248,897	$	2,217,720
Itau Unibanco Holding S.A.		236,363		2,458,256
Petroleo Brasileiro S.A.*		237,676		1,085,889
				5,761,865
Colombia — 0.2%
Grupo de Inversiones Suramericana S.A.		22,294		274,776
South Korea — 0.9%
Samsung Electronics Co. Ltd.		1,168		1,382,954
TOTAL PREFERRED STOCKS (Cost $7,748,623)				7,419,595
SHORT-TERM INVESTMENTS — 2.1%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $3,150,493)		3,150,493		3,150,493
TOTAL INVESTMENTS — 95.2% (Cost $132,030,023)			$	143,122,987
Other Assets & Liabilities — 4.8%				7,146,836
TOTAL NET ASSETS — 100.0%			$	150,269,823

~ Fair valued security. The total market value of fair valued securities at December 31, 2016 is $1,058,722.

† See Security Valuation Note.

* Non-income producing security.

ADR — American Depository Receipt.

GDR — Global Depository Receipt.

NVDR — Non Voting Depository Receipt.

PCL — Public Company Limited.

PLC — Public Limited Company.

COMMON STOCKS INDUSTRY DIVERSIFICATION	% of Market Value		Value†
Advertising		1.0%	$	1,299,653
Aerospace & Defense		0.9%		1,166,369
Airlines		0.7%		884,684
Apparel		2.1%		2,797,256
Auto Manufacturers		2.4%		3,123,351
Auto Parts & Equipment		0.6%		811,193
Banks		19.8%		26,299,348
Beverages		1.3%		1,782,552
Biotechnology		0.5%		599,474
Building Materials		4.9%		6,427,993
Chemicals		0.6%		746,011
Commercial Services		1.4%		1,794,276
Computers		0.5%		644,287
Cosmetics & Personal Care		0.9%		1,132,162
Diversified Financial Services		1.6%		2,136,429
Electric		0.2%		255,427
Electrical Components & Equipment		0.6%		763,190
Electronics		1.3%		1,712,860
Engineering & Construction		2.3%		3,060,295
Food		4.2%		5,561,870
Forest Products & Paper		0.9%		1,247,507
Healthcare Services		0.6%		824,132
Holding Companies		1.4%		1,918,685
Home Furnishings		1.9%		2,577,921
Household Products & Wares		2.1%		2,808,266
Insurance		2.1%		2,759,411
Internet		11.0%		14,532,093
Investment Companies		0.3%		419,207
Iron & Steel		0.1%		117,712
Lodging		0.1%		152,144
Media		3.0%		4,032,273
Metal Fabricate/Hardware		0.6%		808,669
Mining		1.1%		1,459,394
Miscellaneous Manufacturing		0.6%		815,930
Oil & Gas		3.5%		4,662,420
Pharmaceuticals		0.4%		562,203
Real Estate		1.6%		2,110,446
Retail		6.7%		8,858,789
Semiconductors		7.3%		9,726,372
Software		0.9%		1,214,295
Telecommunications		5.4%		7,209,123
Water		0.6%		737,227
		100.0%	$	132,552,899

159

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Schedule of Investments — December 31, 2016

Emerging Markets Equity Fund

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Signi ficant Obse rvable Input		Level 3 Signi ficant Unobse rvable Input
COMMON STOCKS
Argentina	$	2,746,838	$	2,746,838	$	—	$	—
Austria		1,295,240		—		1,295,240		—
Brazil		5,334,528		5,334,528		—		—
Chile		927,309		927,309		—		—
China		19,848,135		4,409,934		15,438,201		—
Colombia		419,207		419,207		—		—
Czech Republic		1,290,466		—		1,290,466		—
Egypt		770,887		—		770,887		—
Germany		1,026,118		—		1,026,118		—
Hong Kong		6,930,621		—		6,930,621		—
Hungary		698,754		—		698,754		—
India		11,654,701		—		11,654,701		—
Indonesia		7,625,024		625,454		6,999,570		—
Japan		739,901		—		739,901		—
Mexico		8,167,847		8,167,847		—		—
Netherlands		1,493,157		—		1,493,157		—
Pakistan		2,411,538		—		2,411,538		—
Panama		884,684		884,684		—		—
Peru		3,166,861		3,166,861		—		—
Philippines		5,167,788		—		5,167,788		—
Poland		4,518,464		—		4,518,464		—
Portugal		1,012,985		—		1,012,985		—
Russia		4,551,630		2,157,002		2,394,628		—
South Africa		5,032,496		1,202,982		3,829,514		—
South Korea		13,865,976		—		13,865,976		—
Spain		351,678		351,678		—		—
Switzerland		964,500		—		964,500		—
Taiwan		12,836,331		—		12,836,331		—
Thailand		3,129,904		1,947,840		1,182,064		—
Turkey		432,424		—		432,424		—
United Kingdom		1,247,507		—		1,247,507		—
United States		2,009,400		—		2,009,400		—
TOTAL COMMON STOCKS		132,552,899		32,342,164		100,210,735		—
PREFERRED STOCKS		7,419,595		6,036,641		1,382,954		—
SHORT-TERM INVESTMENTS		3,150,493		3,150,493		—		—
TOTAL INVEST MENTS	$	143,122,987	$	41,529,298	$	101,593,689	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period.

An amount of $3,892,349 was transferred from Level 1 into Level 2 at 12/31/16 as the Fund utilized third-party vendor modeling tools to reflect any significant market movements between the time at which the Fund valued its securities and the earlier closing of foreign markets. The Fund did not have any transfers in and transfers out of Level 3 fair value hierarchy during the reporting period.

An amount of $1,572,744 was transferred from Level 2 into Level 1 at 12/31/16 as a result of using quoted prices in active market for such foreign securities. The Fund did not have any transfers in and transfers out of Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

160

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Schedule of Investments — December 31, 2016

Real Estate Securities Fund

	Number of Shares		Value†
COMMON STOCKS — 5.0%
Healthcare Services — 0.4%
Brookdale Senior Living, Inc.*		48,917	$	607,549
Lodging — 4.6%
Extended Stay America, Inc.		32,223		520,402
Hilton Worldwide Holdings, Inc.		132,326		3,599,267
MGM Resorts International*		24,330		701,434
Red Rock Resorts, Inc.		62,527		1,450,001
				6,271,104
TOTAL COMMON STOCKS (Cost $6,424,560)				6,878,653
REAL ESTATE INVESTMENT TRUSTS — 93.0%
Apartments — 21.1%
American Campus Communities, Inc.		58,139		2,893,578
American Homes 4 Rent, Class A		95,676		2,007,282
Apartment Investment & Management Co., Class A		111,388		5,062,585
AvalonBay Communities, Inc.		25,860		4,581,099
Camden Property Trust		7,274		611,525
Education Realty Trust, Inc.		49,716		2,102,987
Essex Property Trust, Inc.		14,865		3,456,113
Mid-America Apartment Communities, Inc.		10,833		1,060,767
UDR, Inc.		197,390		7,200,787
				28,976,723
Building & Real Estate — 3.6%
Spirit Realty Capital, Inc.		303,650		3,297,639
STORE Capital Corp.		65,886		1,628,043
				4,925,682
Diversified — 15.6%
American Tower Corp.		18,177		1,920,945
CoreCivic, Inc.		11,820		289,117
Digital Realty Trust, Inc.		45,484		4,469,258
DuPont Fabros Technology, Inc.		67,655		2,972,084
Equinix, Inc.		11,395		4,072,687
Gaming and Leisure Properties, Inc.		65,007		1,990,514
Gramercy Property Trust		180,405		1,656,118
Retail Properties of America, Inc., Class A		16,644		255,153
The GEO Group, Inc.		20,675		742,853
Vornado Realty Trust		28,872		3,013,371
				21,382,100
Healthcare — 8.1%
HCP, Inc.		35,800		1,063,976
Healthcare Trust of America, Inc., Class A		91,836		2,673,346
Medical Properties Trust, Inc.		105,956		1,303,259
Physicians Realty Trust		87,882		1,666,243
Quality Care Properties, Inc.*		36,500		565,747
Ventas, Inc.		61,237		3,828,537
				11,101,108

	Number of Shares		Value†
Hotels & Resorts — 2.3%
Apple Hospitality REIT Inc.		18,703	$	373,686
Host Hotels & Resorts, Inc.		104,919		1,976,674
Pebblebrook Hotel Trust		27,499		818,095
				3,168,455
Industrial — 7.1%
Prologis, Inc.		151,323		7,988,341
QTS Realty Trust, Inc.		34,459		1,710,889
				9,699,230
Manufactured Homes — 2.0%
Sun Communities, Inc.		36,395		2,788,221
Office Property — 15.4%
Alexandria Real Estate Equities, Inc.		37,512		4,168,709
Corporate Office Properties Trust		41,670		1,300,937
Douglas Emmett, Inc.		80,132		2,929,626
Empire State Realty Trust, Inc., Class A		81,143		1,638,277
Highwoods Properties, Inc.		13,842		706,080
Hudson Pacific Properties, Inc.		67,059		2,332,312
Kilroy Realty Corp.		46,903		3,434,238
SL Green Realty Corp.		42,475		4,568,186
				21,078,365
Regional Malls — 8.8%
Simon Property Group, Inc.		68,182		12,113,896
Storage & Warehousing — 4.4%
CubeSmart		79,278		2,122,272
Extra Space Storage, Inc.		35,186		2,717,767
Public Storage		5,169		1,155,271
				5,995,310
Strip Centers — 4.6%
Brixmor Property Group, Inc.		166,200		4,058,604
DDR Corp.		151,239		2,309,420
				6,368,024
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $117,398,365)				127,597,114
SHORT-TERM INVESTMENTS — 0.2%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $347,544)		347,544		347,544
TOTAL INVESTMENTS — 98.2% (Cost $124,170,469)			$	134,823,311
Other Assets & Liabilities — 1.8%				2,433,245
TOTAL NET ASSETS — 100.0%			$	137,256,556

† See Security Valuation Note.

* Non-income producing security.

REIT — Real Estate Investment Trust.

161

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Schedule of Investments — December 31, 2016

Real Estate Securities Fund

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Signi ficant Obse rvable Input		Level 3 Signi ficant Unobse rvable Input
COMMON STOCKS	$	6,878,653	$	6,878,653	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		127,597,114		127,597,114		—		—
SHORT-TERM INVESTMENTS		347,544		347,544		—		—
TOTAL INVESTMENTS	$	134,823,311	$	134,823,311	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

162

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Schedule of Investments — December 31, 2016

Aggressive Allocation Fund

	Number of Shares		Value†
AFFILIATED EQUITY FUNDS — 55.7%
Penn Series Flexibly Managed Fund*		40,555	$	1,844,866
Penn Series Index 500 Fund*		136,657		2,459,821
Penn Series Large Cap Growth Fund*		88,674		1,229,910
Penn Series Large Cap Value Fund*		198,453		4,919,641
Penn Series Large Core Value Fund*		304,057		4,919,641
Penn Series Large Growth Stock Fund*		40,458		1,229,910
Penn Series Mid Cap Growth Fund*		82,434		1,229,910
Penn Series Mid Cap Value Fund*		135,512		3,074,776
Penn Series Mid Core Value Fund*		142,549		3,074,776
Penn Series Real Estate Securities Fund*		92,289		1,844,865
Penn Series Small Cap Growth Fund*		59,359		1,844,866
Penn Series Small Cap Index Fund*		30,610		614,955
Penn Series Small Cap Value Fund*		55,804		1,844,866
Penn Series SMID Cap Growth Fund*		59,473		1,229,910
Penn Series SMID Cap Value Fund*		124,535		3,074,776
TOTAL AFFILIATED EQUITY FUNDS (Cost $23,933,467)				34,437,489
AFFILIATED FIXED INCOME FUNDS — 8.9%
Penn Series High Yield Bond Fund*		100,237		1,229,910
Penn Series Limited Maturity Bond Fund*		155,161		1,844,865
Penn Series Quality Bond Fund*		175,326		2,459,821
TOTAL AFFILIATED FIXED INCOME FUNDS (Cost $5,438,511)				5,534,596
AFFILIATED INTERNATIONAL EQUITY FUNDS — 34.8%
Penn Series Developed International Index Fund*		538,490		6,149,551
Penn Series Emerging Markets Equity Fund*		661,889		6,764,507
Penn Series International Equity Fund*		374,646		8,609,372
TOTAL AFFILIATED INTERNATIONAL EQUITY FUNDS (Cost $19,488,008)				21,523,430
SHORT-TERM INVESTMENTS — 0.7%
BlackRock Liquidity Funds FedFund Portfolio -Institutional Shares (Cost $410,067)		410,067		410,067
TOTAL INVESTMENTS — 100.1% (Cost $49,270,053)			$	61,905,582
Other Assets & Liabilities — (0.1)%				(38,186	)
TOTAL NET ASSETS — 100.0%			$	61,867,396

* Non-income producing security.

† See Security Valuation Note.

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Signi ficant Obse rvable Input		Level 3 Signi ficant Unobse rvable Input
AFFILIATED EQUITY FUNDS	$	34,437,489	$	34,437,489	$	—	$	—
AFFILIATED FIXED INCOME FUNDS		5,534,596		5,534,596		—		—
AFFILIATED INTERNATIONAL EQUITY FUNDS		21,523,430		21,523,430		—		—
SHORT-TERM INVESTMENTS		410,067		410,067		—		—
TOTAL INVESTMENTS	$	61,905,582	$	61,905,582	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

163

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Moderately Aggressive Allocation Fund

	Number of Shares		Value†
AFFILIATED EQUITY FUNDS — 54.7%
Penn Series Flexibly Managed Fund*		302,304	$	13,751,797
Penn Series Index 500 Fund*		509,326		9,167,865
Penn Series Large Cap Growth Fund*		330,493		4,583,932
Penn Series Large Cap Value Fund*		739,642		18,335,729
Penn Series Large Core Value Fund*		1,133,234		18,335,729
Penn Series Large Growth Stock Fund*		150,787		4,583,932
Penn Series Mid Cap Growth Fund*		307,234		4,583,932
Penn Series Mid Cap Value Fund*		404,049		9,167,864
Penn Series Mid Core Value Fund*		425,028		9,167,864
Penn Series Real Estate Securities Fund*		343,967		6,875,898
Penn Series Small Cap Growth Fund*		147,488		4,583,932
Penn Series Small Cap Index Fund*		228,170		4,583,932
Penn Series Small Cap Value Fund*		207,982		6,875,898
Penn Series SMID Cap Growth Fund*		110,830		2,291,966
Penn Series SMID Cap Value Fund*		371,319		9,167,864
TOTAL AFFILIATED EQUITY FUNDS (Cost $80,747,459)				126,058,134
AFFILIATED FIXED INCOME FUNDS — 17.9%
Penn Series High Yield Bond Fund*		373,589		4,583,932
Penn Series Limited Maturity Bond Fund*		1,156,585		13,751,797
Penn Series Quality Bond Fund*		1,633,618		22,919,661
TOTAL AFFILIATED FIXED INCOME FUNDS (Cost $38,180,594)				41,255,390
AFFILIATED INTERNATIONAL EQUITY FUNDS — 26.9%
Penn Series Developed International Index Fund*		1,404,883		16,043,762
Penn Series Emerging Markets Equity Fund*		1,794,103		18,335,729
Penn Series International Equity Fund*		1,196,849		27,503,593
TOTAL AFFILIATED INTERNATIONAL EQUITY FUNDS (Cost $54,739,570)				61,883,084
SHORT-TERM INVESTMENTS — 0.5%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $1,139,068)		1,139,068		1,139,068
TOTAL INVESTMENTS — 100.0% (Cost $174,806,691)			$	230,335,676
Other Assets & Liabilities — 0.0%				(92,526	)
TOTAL NET ASSETS — 100.0%			$	230,243,150

† See Security Valuation Note.

* Non-income producing security.

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Signi ficant Obse rvable Input		Level 3 Signi ficant Unobse rvable Input
AFFILIATED EQUITY FUNDS	$	126,058,134	$	126,058,134	$	—	$	—
AFFILIATED FIXED INCOME FUNDS		41,255,390		41,255,390		—		—
AFFILIATED INTERNATIONAL EQUITY FUNDS		61,883,084		61,883,084		—		—
SHORT-TERM INVESTMENTS		1,139,068		1,139,068		—		—
TOTAL INVESTMENTS	$	230,335,676	$	230,335,676	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

164

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Schedule of Investments — December 31, 2016

Moderate Allocation Fund

	Number of Shares		Value†
AFFILIATED EQUITY FUNDS — 42.9%
Penn Series Flexibly Managed Fund*		437,163	$	19,886,560
Penn Series Index 500 Fund*		552,404		9,943,280
Penn Series Large Cap Growth Fund*		238,964		3,314,427
Penn Series Large Cap Value Fund*		668,501		16,572,134
Penn Series Large Core Value Fund*		1,024,236		16,572,134
Penn Series Large Growth Stock Fund*		218,054		6,628,853
Penn Series Mid Cap Growth Fund*		444,293		6,628,854
Penn Series Mid Cap Value Fund*		438,223		9,943,280
Penn Series Mid Core Value Fund*		768,295		16,572,134
Penn Series Real Estate Securities Fund*		331,608		6,628,853
Penn Series Small Cap Growth Fund*		106,642		3,314,427
Penn Series Small Cap Index Fund*		329,958		6,628,853
Penn Series Small Cap Value Fund*		300,765		9,943,280
Penn Series SMID Cap Growth Fund*		160,272		3,314,427
Penn Series SMID Cap Value Fund*		268,483		6,628,853
TOTAL AFFILIATED EQUITY FUNDS (Cost $88,463,455)				142,520,349
AFFILIATED FIXED INCOME FUNDS — 37.9%
Penn Series High Yield Bond Fund*		810,373		9,943,280
Penn Series Limited Maturity Bond Fund*		2,508,818		29,829,840
Penn Series Quality Bond Fund*		6,142,202		86,175,095
TOTAL AFFILIATED FIXED INCOME FUNDS (Cost $113,180,009)				125,948,215
AFFILIATED INTERNATIONAL EQUITY FUNDS — 18.9%
Penn Series Developed International Index Fund*		1,451,150		16,572,133
Penn Series Emerging Markets Equity Fund*		1,621,539		16,572,134
Penn Series International Equity Fund*		1,298,078		29,829,840
TOTAL AFFILIATED INTERNATIONAL EQUITY FUNDS (Cost $52,122,719)				62,974,107
AFFILIATED MONEY MARKET FUND — 0.0%
Penn Series Money Market Fund (Cost $27)		27		27
SHORT-TERM INVESTMENTS — 0.5%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $1,636,701)		1,636,701		1,636,701
TOTAL INVESTMENTS — 100.2% (Cost $255,402,911)			$	333,079,399
Other Assets & Liabilities — (0.2)%				(732,628	)
TOTAL NET ASSETS — 100.0%			$	332,346,771

† See Security Valuation Note.

* Non-income producing security.

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Sign ificant Unobs ervable Input
AFFILIATED EQUITY FUNDS	$	142,520,349	$	142,520,349	$	—	$	—
AFFILIATED FIXED INCOME FUNDS		125,948,215		125,948,215		—		—
AFFILIATED INTERNATIONAL EQUITY FUNDS		62,974,107		62,974,107		—		—
AFFILIATED MONEY MARKET FUNDS		27		27		—		—
SHORT-TERM INVESTMENTS		1,636,701		1,636,701		—		—
TOTAL INVESTMENTS	$	333,079,399	$	333,079,399	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

165

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Moderately Conservative Allocation Fund

	Number of Shares		Value†
AFFILIATED EQUITY FUNDS — 30.8%
Penn Series Flexibly Managed Fund*		170,681	$	7,764,269
Penn Series Index 500 Fund*		107,837		1,941,067
Penn Series Large Cap Growth Fund*		69,974		970,534
Penn Series Large Cap Value Fund*		195,751		4,852,668
Penn Series Large Core Value Fund*		299,918		4,852,668
Penn Series Large Growth Stock Fund*		31,925		970,533
Penn Series Mid Cap Value Fund*		42,774		970,534
Penn Series Mid Core Value Fund*		89,989		1,941,067
Penn Series Real Estate Securities Fund*		97,102		1,941,067
Penn Series Small Cap Index Fund*		48,309		970,533
Penn Series Small Cap Value Fund*		58,713		1,941,067
Penn Series SMID Cap Value Fund*		39,309		970,534
TOTAL AFFILIATED EQUITY FUNDS (Cost $19,185,612)				30,086,541
AFFILIATED FIXED INCOME FUNDS — 56.6%
Penn Series High Yield Bond Fund*		237,294		2,911,601
Penn Series Limited Maturity Bond Fund*		1,550,895		18,440,138
Penn Series Quality Bond Fund*		2,421,146		33,968,676
TOTAL AFFILIATED FIXED INCOME FUNDS (Cost $49,427,687)				55,320,415
AFFILIATED INTERNATIONAL EQUITY FUNDS — 11.9%
Penn Series Developed International Index Fund*		254,956		2,911,601
Penn Series Emerging Markets Equity Fund*		284,892		2,911,601
Penn Series International Equity Fund*		253,403		5,823,201
TOTAL AFFILIATED INTERNATIONAL EQUITY FUNDS (Cost $9,764,978)				11,646,403
AFFILIATED MONEY MARKET FUND — 0.0%
Penn Series Money Market Fund (Cost $8)		8		8
SHORT-TERM INVESTMENTS — 0.6%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $567,335)		567,335		567,335
TOTAL INVESTMENTS — 99.9% (Cost $78,945,620)			$	97,620,702
Other Assets & Liabilities — 0.1%				120,655
TOTAL NET ASSETS — 100.0%			$	97,741,357

† See Security Valuation Note.

* Non-income producing security.

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
AFFILIATED EQUITY FUNDS	$	30,086,541	$	30,086,541	$	—	$	—
AFFILIATED FIXED INCOME FUNDS		55,320,415		55,320,415		—		—
AFFILIATED INTERNATIONAL EQUITY FUNDS		11,646,403		11,646,403		—		—
AFFILIATED MONEY MARKET FUNDS		8		8		—		—
SHORT-TERM INVESTMENTS		567,335		567,335		—		—
TOTAL INVESTMENTS	$	97,620,702	$	97,620,702	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

166

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2016

Conservative Allocation Fund

	Number of Shares		Value†
AFFILIATED EQUITY FUNDS — 17.7%
Penn Series Flexibly Managed Fund*		97,318	$	4,427,001
Penn Series Index 500 Fund*		30,743		553,375
Penn Series Large Cap Value Fund*		66,968		1,660,126
Penn Series Large Core Value Fund*		102,604		1,660,126
Penn Series Mid Core Value Fund*		51,310		1,106,750
Penn Series Real Estate Securities Fund*		27,683		553,375
TOTAL AFFILIATED EQUITY FUNDS (Cost $7,448,781)				9,960,753
AFFILIATED FIXED INCOME FUNDS — 76.0%
Penn Series High Yield Bond Fund*		135,300		1,660,126
Penn Series Limited Maturity Bond Fund*		1,349,695		16,047,879
Penn Series Quality Bond Fund*		1,774,902		24,901,882
TOTAL AFFILIATED FIXED INCOME FUNDS (Cost $38,345,273)				42,609,887
AFFILIATED INTERNATIONAL EQUITY FUNDS — 4.9%
Penn Series Developed International Index Fund*		96,913		1,106,750
Penn Series Emerging Markets Equity Fund*		54,146		553,375
Penn Series International Equity Fund*		48,161		1,106,751
TOTAL AFFILIATED INTERNATIONAL EQUITY FUNDS (Cost $2,729,105)				2,766,876
AFFILIATED MONEY MARKET FUND — 0.0%
Penn Series Money Market Fund (Cost $19)		19		19
SHORT-TERM INVESTMENTS — 1.4%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $778,327)		778,327		778,327
TOTAL INVESTMENTS — 100.0% (Cost $49,301,505)			$	56,115,862
Other Assets & Liabilities — 0.0%				(23,568	)
TOTAL NET ASSETS — 100.0%			$	56,092,294

† See Security Valuation Note.

* Non-income producing security.

Summary of inputs used to value the Fund’s investments as of 12/31/2016 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2016		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobs ervable Input
AFFILIATED EQUITY FUNDS	$	9,960,753	$	9,960,753	$	—	$	—
AFFILIATED FIXED INCOME FUNDS		42,609,887		42,609,887		—		—
AFFILIATED INTERNATIONAL EQUITY FUNDS		2,766,876		2,766,876		—		—
AFFILIATED MONEY MARKET FUNDS		19		19		—		—
SHORT-TERM INVESTMENTS		778,327		778,327		—		—
TOTAL INVESTMENTS	$	56,115,862	$	56,115,862	$	—	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

167

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2016

	Money Market Fund		Limited Maturity Bond Fund			Quality Bond Fund			High Yield Bond Fund
ASSETS
Investments at value	$	114,255,071	$	207,981,537		$	512,375,665		$	168,369,234
Cash		—		19,675			—			53,836
Initial Margin Held by Broker for Open Futures		—		110,013			20,909			—
Interest, dividends and reclaims receivable		492,082		1,126,965			3,257,810			2,729,984
Receivable for investment securities sold		9,570,000		1,521,525			—			9,879,593
Receivable for capital stock sold		46,162		130,285			5,180,750			40,283
Future variation margin receivable		—		12,500			50,859			—
Net unrealized appreciation of forward foreign currency contracts		—		—			—			19,882
Other assets		12,281		6,187			16,237			5,211
Total Assets		124,375,596		210,908,687			520,902,230			181,098,023
LIABILITIES
Payable for investment securities purchased		—		—			15,404,453			11,771,222
Payable for capital stock redeemed		405,915		238,697			68,884			473,623
Future variation margin payable		—		—			131,719			—
Payable to investment adviser (See Note 3)		34,826		82,141			187,211			79,756
Payable to the administrator (See Note 3)		9,524		15,976			38,621			12,648
Net unrealized depreciation of forward foreign currency contracts		—		—			—			13,594
Other liabilities		60,722		96,057			222,433			96,723
Total Liabilities		510,987		432,871			16,053,321			12,447,566
NET ASSETS	$	123,864,609	$	210,475,816		$	504,848,909		$	168,650,457
Investments at cost		114,255,071		208,175,728			516,263,242			164,408,189
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	123,864,193	$	211,176,340		$	508,786,961		$	176,081,284
Undistributed net investment income (loss)		—		—			—			(8,245	)
Accumulated net realized gain (loss) on investment transactions and foreign exchange		416		(490,708	)		(64,577	)		(11,384,344	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		—		(209,816	)		(3,873,475	)		3,961,763
NET ASSETS	$	123,864,609	$	210,475,816		$	504,848,909		$	168,650,457
Shares outstanding, $0.10 par value, 500 million shares authorized		123,848,267
Shares outstanding, $0.10 par value, 250 million shares authorized							35,983,880			13,723,948
Shares outstanding, $0.0001 par value, 250 million shares authorized				17,698,478
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	1.00	$	11.89		$	14.03		$	12.29

The accompanying notes are an integral part of these financial statements.

168

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2016

	Flexibly Managed Fund			Balanced Fund			Large Growth Stock Fund			Large Cap Growth Fund
ASSETS
Investments of affiliated issuers at value	$	—		$	77,523,624		$	—		$	—
Investments of unaffiliated issuers at value		3,442,995,720			364,464			259,325,305			42,540,702
Foreign currency, at value		4,508,701			—			—			—
Cash		306,816			—			—			500
Interest, dividends and reclaims receivable		14,894,443			—			116,603			42,569
Receivable for investment securities sold		56,243,276			1,121,328			2,152,962			28,023
Receivable for capital stock sold		446,777			—			57,779			255,747
Other assets		105,456			2,363			8,046			1,366
Total Assets		3,519,501,189			79,011,779			261,660,695			42,868,907
LIABILITIES
Call options written, at value		16,147,225			—			—			—
Payable for investment securities purchased		4,857,334			1,123,505			2,073,315			12,095
Payable for capital stock redeemed		230,727			52,546			5,907			17,328
Payable to investment adviser (See Note 3)		2,064,796			—			159,553			19,920
Payable to the administrator (See Note 3)		261,975			5,829			19,725			2,478
Other liabilities		1,343,628			28,658			124,155			26,139
Total Liabilities		24,905,685			1,210,538			2,382,655			77,960
NET ASSETS	$	3,494,595,504		$	77,801,241		$	259,278,040		$	42,790,947
Investments of affiliated issuers at cost		—			45,955,098			—			—
Investments of unaffiliated issuers at cost		3,157,103,002			364,464			202,430,935			37,200,103
Call options written, premiums received		(16,242,366	)		—			—			—
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	3,215,003,604		$	49,064,683		$	203,231,589		$	37,656,559
Undistributed net investment income (loss)		(46,028	)		—			(128,771	)		(67,749	)
Accumulated net realized gain (loss) on investment transactions and foreign exchange		(6,270,979	)		(2,831,968	)		(718,321	)		(138,003	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		285,908,907			31,568,526			56,893,543			5,340,140
NET ASSETS	$	3,494,595,504		$	77,801,241		$	259,278,040		$	42,790,947
Shares outstanding, $0.10 par value, 250 million shares authorized		76,910,137						8,529,136
Shares outstanding, $0.0001 par value, 250 million shares authorized					4,420,290						3,085,184
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	45.44		$	17.60		$	30.40		$	13.87

The accompanying notes are an integral part of these financial statements.

169

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2016

	Large Core Growth Fund			Large Cap Value Fund			Large Core Value Fund			Index 500 Fund
ASSETS
Investments at value	$	101,102,046		$	200,931,388		$	194,058,820		$	434,548,298
Interest, dividends and reclaims receivable		27,152			248,824			314,004			551,306
Receivable for investment securities sold		—			4,642,327			—			—
Receivable for capital stock sold		2,727			44,794			25,175			30,682
Other assets		3,235			6,137			5,834			12,905
Total Assets		101,135,160			205,873,470			194,403,833			435,143,191
LIABILITIES
Payable for investment securities purchased		—			—			62,982			—
Payable for capital stock redeemed		4,714			3,098,615			2,744,761			1,987,500
Future variation margin payable		—			—			—			14,240
Payable to investment adviser (See Note 3)		52,618			116,253			109,494			48,169
Payable to the administrator (See Note 3)		7,886			15,079			14,261			32,134
Other liabilities		49,503			90,904			86,077			188,407
Total Liabilities		114,721			3,320,851			3,017,575			2,270,450
NET ASSETS	$	101,020,439		$	202,552,619		$	191,386,258		$	432,872,741
Investments at cost		95,328,115			163,218,794			173,499,589			243,595,393
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	95,249,866		$	166,567,304		$	171,340,914		$	250,249,485
Undistributed net investment income (loss)		—			(1,343,191	)		—			—
Accumulated net realized gain (loss) on investment transactions and foreign exchange		(3,358	)		(384,088	)		(513,887	)		(8,306,857	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		5,773,931			37,712,594			20,559,231			190,930,113
NET ASSETS	$	101,020,439		$	202,552,619		$	191,386,258		$	432,872,741
Shares outstanding, $0.10 par value, 250 million shares authorized					8,171,614
Shares outstanding, $0.0001 par value, 250 million shares authorized		6,191,180						11,827,029			24,041,816
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	16.32		$	24.79		$	16.18		$	18.00

The accompanying notes are an integral part of these financial statements.

170

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2016

	Mid Cap Growth Fund			Mid Cap Value Fund			Mid Core Value Fund			SMID Cap Growth Fund
ASSETS
Investments at value	$	103,387,869		$	169,877,936		$	98,680,516		$	52,818,172
Foreign currency, at value		—			—			1,214			—
Cash		—			—			500			—
Interest, dividends and reclaims receivable		117,770			352,662			213,540			3,588
Receivable for investment securities sold		3,275			1,517,459			3,253,950			—
Receivable for capital stock sold		67,132			51,311			79,733			5,880
Net unrealized appreciation of forward foreign currency contracts		—			—			4,164			—
Other assets		3,174			5,126			2,795			1,591
Total Assets		103,579,220			171,804,494			102,236,412			52,829,231
LIABILITIES
Payable for investment securities purchased		66,177			—			3,518,832			—
Payable for capital stock redeemed		68,888			1,260,701			2,400,514			50,118
Payable to investment adviser (See Note 3)		62,112			81,068			60,189			34,020
Payable to the administrator (See Note 3)		7,796			12,672			7,023			3,917
Net unrealized depreciation of forward foreign currency contracts		—			—			19,567			—
Other liabilities		49,734			75,676			53,713			28,607
Total Liabilities		254,707			1,430,117			6,059,838			116,662
NET ASSETS	$	103,324,513		$	170,374,377		$	96,176,574		$	52,712,569
Investments at cost		100,021,410			137,812,129			85,042,666			51,997,184
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	100,409,904		$	148,151,483		$	83,691,701		$	51,936,051
Undistributed net investment income (loss)		18,817			(705,147	)		15,404			—
Accumulated net realized gain (loss) on investment transactions and foreign exchange		(470,643	)		(9,137,766	)		(1,168,469	)		(44,470	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		3,366,435			32,065,807			13,637,938			820,988
NET ASSETS	$	103,324,513		$	170,374,377		$	96,176,574		$	52,712,569
Shares outstanding, $0.0001 par value, 250 million shares authorized		6,923,872			7,508,122			4,459,679			2,549,349
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	14.92		$	22.69		$	21.57		$	20.68

The accompanying notes are an integral part of these financial statements.

171

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2016

	SMID Cap Value Fund			Small Cap Growth Fund			Small Cap Value Fund			Small Cap Index Fund
ASSETS
Investments at value	$	82,376,822		$	85,992,656		$	244,664,670		$	78,041,162
Cash		—			—			349			—
Cash held at broker		—			—			—			26,693
Interest, dividends and reclaims receivable		76,990			33,082			594,725			94,309
Receivable for investment securities sold		2,125,208			253,912			2,943,715			—
Receivable for capital stock sold		10,070			23,790			15,105			14,575
Other assets		2,286			2,612			6,922			2,053
Total Assets		84,591,376			86,306,052			248,225,486			78,178,792
LIABILITIES
Payable for investment securities purchased		523,362			225,770			576,789			664,328
Payable for capital stock redeemed		1,924,425			18,356			2,401,373			1,078,009
Future variation margin payable		—			—			—			7,410
Payable to investment adviser (See Note 3)		68,026			54,605			150,154			19,536
Payable to the administrator (See Note 3)		5,937			6,448			17,610			5,432
Other liabilities		37,888			42,714			111,761			49,346
Total Liabilities		2,559,638			347,893			3,257,687			1,824,061
NET ASSETS	$	82,031,738		$	85,958,159		$	244,967,799		$	76,354,731
Investments at cost		65,074,135			68,049,434			189,480,475			57,176,384
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	64,869,947		$	68,195,642		$	190,567,886		$	55,761,913
Undistributed net investment income (loss)		—			(86,968	)		—			(27,829	)
Accumulated net realized gain (loss) on investment transactions and foreign exchange		(140,896	)		(93,438	)		(784,282	)		(225,826	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		17,302,687			17,942,923			55,184,195			20,846,473
NET ASSETS	$	82,031,738		$	85,958,159		$	244,967,799		$	76,354,731
Shares outstanding, $0.10 par value, 250 million shares authorized					2,766,054			7,409,812
Shares outstanding, $0.0001 par value, 250 million shares authorized		3,322,241									3,800,089
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	24.69		$	31.08		$	33.06		$	20.09

The accompanying notes are an integral part of these financial statements.

172

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2016

	Developed International Index Fund			International Equity Fund			Emerging Markets Equity Fund			Real Estate Securities Fund
ASSETS
Investments at value	$	96,231,172		$	312,709,558		$	143,122,987		$	134,823,311
Foreign currency, at value		543,910			92,810			195,722			—
Initial Margin Held by Broker for Open Futures		73,643			—			—			—
Interest, dividends and reclaims receivable		374,000			1,347,551			367,454			654,261
Receivable for investment securities sold		—			551,251			8,416,879			2,579,599
Receivable for capital stock sold		718,541			6,808,234			3,801,046			691,091
Future variation margin receivable		3,975			—			—			—
Net unrealized appreciation of forward foreign currency contracts		—			—			41,283			—
Other assets		2,956			11,351			4,556			4,172
Total Assets		97,948,197			321,520,755			155,949,927			138,752,434
LIABILITIES
Payable for investment securities purchased		—			1,515,843			5,284,051			1,252,612
Payable for capital stock redeemed		8,230			262,181			66,465			88,506
Payable to investment adviser (See Note 3)		24,619			225,795			146,055			79,598
Payable to the administrator (See Note 3)		7,310			24,521			11,546			10,176
Deferred Indian capital gains tax		—			—			41,367			—
Other liabilities		95,310			170,061			130,620			64,986
Total Liabilities		135,469			2,198,401			5,680,104			1,495,878
NET ASSETS	$	97,812,728		$	319,322,354		$	150,269,823		$	137,256,556
Investments at cost		84,359,805			273,662,471			132,030,023			124,170,469
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	89,649,481		$	284,743,439		$	152,088,932		$	126,905,406
Undistributed net investment income (loss)		(1,114,070	)		(4,226,061	)		(45,231	)		—
Accumulated net realized gain (loss) on investment transactions and foreign exchange		(2,549,771	)		(165,913	)		(12,777,818	)		(301,692	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		11,827,088			38,970,889			11,003,940			10,652,842
NET ASSETS	$	97,812,728		$	319,322,354		$	150,269,823		$	137,256,556
Shares outstanding, $0.10 par value, 250 million shares authorized					13,898,616
Shares outstanding, $0.0001 par value, 250 million shares authorized		8,562,608						14,709,343			6,867,719
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	11.42		$	22.98		$	10.22		$	19.99

The accompanying notes are an integral part of these financial statements.

173

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2016

	Aggressive Allocation Fund			Moderately Aggressive Allocation Fund			Moderate Allocation Fund			Moderately Conservative Allocation Fund
ASSETS
Investments of affiliated issuers at value	$	61,495,515		$	229,196,608		$	331,442,698		$	97,053,367
Investments of unaffiliated issuers at value		410,067			1,139,068			1,636,701			567,335
Receivable for investment securities sold		1,647,338			5,694,891			6,760,460			1,716,994
Other assets		1,874			7,122			10,245			3,057
Total Assets		63,554,794			236,037,689			339,850,104			99,340,753
LIABILITIES
Payable for investment securities purchased		1,645,807			5,657,875			7,263,977			1,538,239
Payable for capital stock redeemed		7,333			12,825			62,036			7,474
Payable to investment adviser (See Note 3)		6,310			23,186			32,626			9,946
Payable to the administrator (See Note 3)		4,640			17,334			25,004			7,432
Other liabilities		23,308			83,319			119,690			36,305
Total Liabilities		1,687,398			5,794,539			7,503,333			1,599,396
NET ASSETS	$	61,867,396		$	230,243,150		$	332,346,771		$	97,741,357
Investments of affiliated issuers at cost		48,859,986			173,667,623			253,766,210			78,378,285
Investments of unaffiliated issuers at cost		410,067			1,139,068			1,636,701			567,335
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	49,614,469		$	175,881,304		$	255,871,234		$	79,398,244
Undistributed net investment income (loss)		—			—			—			—
Accumulated net realized gain (loss) on investment transactions		(382,602	)		(1,167,139	)		(1,200,951	)		(331,969	)
Net unrealized appreciation (depreciation) in value of investments		12,635,529			55,528,985			77,676,488			18,675,082
NET ASSETS	$	61,867,396		$	230,243,150		$	332,346,771		$	97,741,357
Shares outstanding, $0.0001 par value, 250 million shares authorized		3,867,989			13,770,224			21,639,430			6,779,960
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	15.99		$	16.72		$	15.36		$	14.42

The accompanying notes are an integral part of these financial statements.

174

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2016

	Conservative Allocation Fund
ASSETS
Investments of affiliated issuers at value	$	55,337,535
Investments of unaffiliated issuers at value		778,327
Receivable for investment securities sold		597,213
Receivable for capital stock sold		4,282
Other assets		1,845
Total Assets		56,719,202
LIABILITIES
Payable for investment securities purchased		591,682
Payable for capital stock redeemed		2,516
Payable to investment adviser (See Note 3)		5,720
Payable to the administrator (See Note 3)		4,409
Other liabilities		22,581
Total Liabilities		626,908
NET ASSETS	$	56,092,294
Investments of affiliated issuers at cost		48,523,178
Investments of unaffiliated issuers at cost		778,327
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	49,378,924
Undistributed net investment income (loss)		—
Accumulated net realized gain (loss) on investment transactions		(100,987	)
Net unrealized appreciation (depreciation) in value of investments		6,814,357
NET ASSETS	$	56,092,294
Shares outstanding, $0.0001 par value, 250 million shares authorized		4,207,563
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	13.33

The accompanying notes are an integral part of these financial statements.

175

Penn Series Funds, Inc.

Statements of Operations

For The Year Ended December 31, 2016

	Money Market Fund			Limited Maturity Bond Fund			Quality Bond Fund			High Yield Bond Fund
INVESTMENT INCOME:
Dividends	$	30,750		$	8,150		$	14,227		$	81,911
Interest		532,615			4,283,474			17,212,732			11,732,296
Foreign tax withheld		—			—			—			(13,279	)
Total Investment Income		563,365			4,291,624			17,226,959			11,800,928
EXPENSES
Investment advisory fees (See Note 3)		402,790			878,718			2,341,363			959,022
Shareholder servicing fees (See Note 3)		109,833			172,047			479,561			154,129
Administration fees (See Note 3)		36,529			57,349			159,854			51,376
Accounting fees (See Note 3)		81,027			115,581			239,854			105,627
Director fees and expenses		5,719			9,043			25,306			8,098
Custodian fees and expenses		8,544			13,381			37,299			18,596
Pricing fees		8,687			20,651			29,253			63,143
Professional fees		12,482			18,339			52,239			27,284
Printing fees		10,262			14,498			41,818			13,235
Other expenses		37,323			34,736			90,272			75,584
Total Expenses		713,196			1,334,343			3,496,819			1,476,094
Less: Waivers and reimbursement from advisor (See Note 3)		161,806			—			—			—
Net Expenses		551,390			1,334,343			3,496,819			1,476,094
Net investment income (loss)		11,975			2,957,281			13,730,140			10,324,834
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT
SECURITIES AND FOREIGN CURRENCY
Net realized gains (losses) on investment transactions		416			285,124			3,925,166			(3,390,303	)
Net realized gain (loss) on futures contracts		—			(21,829	)		(189,285	)		—
Net realized foreign currency exchange gain (loss)		—			—			—			931,246
Change in net unrealized appreciation (depreciation) of investments and foreign currency		—			1,424,268			5,720,735			17,343,562
Change in net unrealized appreciation (depreciation) of futures contracts		—			59,062			65,429			—
Net Gain (Loss) on Investment Securities and Foreign Currency		416			1,746,625			9,522,045			14,884,505
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	12,391		$	4,703,906		$	23,252,185		$	25,209,339
	Flexibly Managed Fund			Balanced Fund			Large Growth Stock Fund			Large Cap Growth Fund
INVESTMENT INCOME:
Dividends	$	37,442,003		$	861		$	2,133,624		$	632,092
Interest		34,992,335			—			—			550
Foreign tax withheld		(111,295	)		—			(5,595	)		(14,773	)
Total Investment Income		72,323,043			861			2,128,029			617,869
EXPENSES
Investment advisory fees (See Note 3)		23,668,797			—			1,877,499			236,081
Shareholder servicing fees (See Note 3)		3,053,223			68,650			235,296			38,631
Administration fees (See Note 3)		1,017,741			22,883			78,432			12,877
Accounting fees (See Note 3)		818,494			12,000			150,720			30,047
Director fees and expenses		159,480			3,598			12,562			2,032
Custodian fees and expenses		261,567			5,339			20,083			3,472
Pricing fees		41,266			2,556			8,551			5,841
Professional fees		356,046			7,362			24,274			3,874
Printing fees		270,363			5,998			21,766			4,244
Recaptured administration fee (See Note 3)		—			—			—			3,956
Other expenses		579,946			15,154			88,262			44,080
Total Expenses		30,226,923			143,540			2,517,445			385,135
Less: Waivers and reimbursement from administrator (See Note 3)		—			—			—			3,113
Net Expenses		30,226,923			143,540			2,517,445			382,022
Net investment income (loss)		42,096,120			(142,679	)		(389,416	)		235,847
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT
SECURITIES AND FOREIGN CURRENCY
Net realized gains (losses) on investment transactions		224,060,385			4,960,573			30,233,786			1,669,588
Net realized gains (loss) on written options		5,881,831			—			—			—
Net realized foreign currency exchange gain (loss)		28,276			—			(338	)		(350	)
Change in net unrealized appreciation (depreciation) of investments and foreign currency		(14,174,786	)		1,345,462			(29,348,440	)		519,647
Change in net unrealized appreciation (depreciation) of written options		1,886,611			—			—			—
Net Gain (Loss) on Investment Securities and Foreign Currency		217,682,317			6,306,035			885,008			2,188,885
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	259,778,437		$	6,163,356		$	495,592		$	2,424,732

The accompanying notes are an integral part of these financial statements.

176

Penn Series Funds, Inc.

Statements of Operations

For The Year Ended December 31, 2016

	Large Core Growth Fund			Large Cap Value Fund			Large Core Value Fund			Index 500 Fund
INVESTMENT INCOME:
Dividends	$	960,512		$	5,020,567		$	4,556,139		$	8,825,059
Interest		—			—			—			1,352
Foreign tax withheld		(2,829	)		(41,648	)		(28,086	)		(504	)
Total Investment Income		957,683			4,978,919			4,528,053			8,825,907
EXPENSES
Investment advisory fees (See Note 3)		631,039			1,326,020			1,272,266			545,884
Shareholder servicing fees (See Note 3)		94,656			179,449			172,006			375,663
Administration fees (See Note 3)		31,552			59,816			57,335			125,221
Accounting fees (See Note 3)		72,554			119,694			115,559			205,221
Director fees and expenses		5,010			9,378			9,063			19,625
Custodian fees and expenses		7,362			13,957			13,378			29,218
Pricing fees		3,676			7,531			4,088			12,956
Professional fees		9,935			18,932			19,306			40,281
Printing fees		8,337			15,893			15,730			33,090
Other expenses		33,937			38,222			48,353			117,919
Total Expenses		898,058			1,788,892			1,727,084			1,505,078
Net investment income (loss)		59,625			3,190,027			2,800,969			7,320,829
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES AND FOREIGN CURRENCY
Net realized gains (losses) on investment transactions		16,581,664			1,629,923			6,256,195			16,502,967
Net realized gain (loss) on futures contracts		—			—			—			524,952
Change in net unrealized appreciation (depreciation) of investments and foreign currency		(16,662,191	)		16,852,453			7,799,286			21,580,024
Change in net unrealized appreciation (depreciation) of futures contracts		—			—			—			(18,499	)
Net Gain (Loss) on Investment Securities and Foreign Currency		(80,527	)		18,482,376			14,055,481			38,589,444
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	(20,902	)	$	21,672,403		$	16,856,450		$	45,910,273
	Mid Cap Growth Fund			Mid Cap Value Fund			Mid Core Value Fund			SMID Cap Growth Fund
INVESTMENT INCOME:
Dividends	$	1,007,459		$	2,901,943		$	1,851,141		$	274,489
Foreign tax withheld		—			(4,609	)		(5,815	)		(681	)
Total Investment Income		1,007,459			2,897,334			1,845,326			273,808
EXPENSES
Investment advisory fees (See Note 3)		724,490			911,176			648,795			386,652
Shareholder servicing fees (See Note 3)		93,149			149,102			81,099			46,398
Administration fees (See Note 3)		31,050			49,700			27,033			15,466
Accounting fees (See Note 3)		71,625			102,834			63,077			36,087
Director fees and expenses		4,924			7,722			4,189			2,438
Custodian fees and expenses		7,245			11,597			7,654			3,609
Pricing fees		6,605			5,117			5,763			3,771
Professional fees		17,072			15,548			8,923			5,098
Printing fees		8,308			12,710			7,267			5,086
Recaptured advisory fees (See Note 3)		1,656			—			—			4,939
Other expenses		38,734			28,161			79,778			33,760
Total Expenses		1,004,858			1,293,667			933,578			543,304
Less: Waivers and reimbursement from advisor (See Note 3)		—			—			—			1,081
Net Expenses		1,004,858			1,293,667			933,578			542,223
Net investment income (loss)		2,601			1,603,667			911,748			(268,415	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES AND FOREIGN CURRENCY
Net realized gains (losses) on investment transactions		788,798			(6,480,947	)		3,948,831			7,751,884
Net realized foreign currency exchange gain (loss)		(755	)		—			51,556			—
Change in net unrealized appreciation (depreciation) of investments and foreign currency		5,245,460			31,349,648			13,343,424			(4,571,068	)
Change in net unrealized appreciation (depreciation) of written options		(250,706	)		—			—			—
Net Gain (Loss) on Investment Securities and Foreign Currency		5,782,797			24,868,701			17,343,811			3,180,816
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	5,785,398		$	26,472,368		$	18,255,559		$	2,912,401

The accompanying notes are an integral part of these financial statements.

177

Penn Series Funds, Inc.

Statements of Operations

For The Year Ended December 31, 2016

	SMID Cap Value Fund			Small Cap Growth Fund			Small Cap Value Fund			Small Cap Index Fund
INVESTMENT INCOME:
Dividends	$	945,168		$	566,552		$	3,972,768		$	906,585
Interest		—			—			—			292
Foreign tax withheld		—			(5,967	)		(1,572	)		(193	)
Total Investment Income		945,168			560,585			3,971,196			906,684
EXPENSES
Investment advisory fees (See Note 3)		686,077			630,599			1,587,652			200,393
Shareholder servicing fees (See Note 3)		64,997			76,256			199,305			60,118
Administration fees (See Note 3)		21,665			25,419			66,435			20,039
Accounting fees (See Note 3)		50,553			59,310			130,725			46,758
Director fees and expenses		3,307			4,031			10,314			3,088
Custodian fees and expenses		5,055			5,931			15,502			4,676
Pricing fees		4,090			6,739			8,417			32,736
Professional fees		6,799			7,954			21,141			6,389
Printing fees		5,411			6,767			17,443			5,211
Other expenses		26,577			38,252			82,376			60,914
Total Expenses		874,531			861,258			2,139,310			440,322
Net investment income (loss)		70,637			(300,673	)		1,831,886			466,362
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES AND FOREIGN CURRENCY
Net realized gains (losses) on investment transactions		4,409,010			2,291,831			15,986,695			3,380,532
Net realized gain (loss) on futures contracts		—			—			—			325,405
Net realized foreign currency exchange gain (loss)		—			(76	)		—			—
Change in net unrealized appreciation (depreciation) of investments and foreign currency		12,324,470			4,581,893			31,747,567			8,861,951
Change in net unrealized appreciation (depreciation) of futures contracts		—			—			—			(44,571	)
Net Gain (Loss) on Investment Securities and Foreign Currency		16,733,480			6,873,648			47,734,262			12,523,317
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	16,804,117		$	6,572,975		$	49,566,148		$	12,989,679
	Developed International Index Fund			International Equity Fund			Emerging Markets Equity Fund			Real Estate Securities Fund
INVESTMENT INCOME:
Dividends	$	3,291,938		$	8,148,448		$	3,224,543		$	3,579,002
Interest		(2,775	)		41			617			—
Foreign tax withheld		(244,243	)		(465,330	)		(403,699	)		—
Total Investment Income		3,044,920			7,683,159			2,821,461			3,579,002
EXPENSES
Investment advisory fees (See Note 3)		289,026			2,956,398			1,726,193			964,894
Shareholder servicing fees (See Note 3)		86,708			311,893			131,659			124,058
Administration fees (See Note 3)		28,903			103,964			43,886			41,353
Accounting fees (See Note 3)		76,989			227,928			107,772			88,921
Director fees and expenses		4,565			16,674			6,636			6,564
Custodian fees and expenses		23,680			100,551			81,453			9,649
Pricing fees		91,465			14,714			22,772			4,449
Professional fees		9,175			29,672			17,888			13,605
Printing fees		7,507			28,294			12,768			10,927
Other expenses		164,744			87,223			263,479			44,535
Total Expenses		782,762			3,877,311			2,414,506			1,308,955
Net investment income (loss)		2,262,158			3,805,848			406,955			2,270,047
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES AND FOREIGN CURRENCY
Net realized gains (losses) on investment transactions		779,667			23,051,022			1,427,261			9,790,694
Net realized gain (loss) on futures contracts		80,416			—			—			—
Net realized foreign currency exchange gain (loss)		(60,174	)		(563,602	)		58,140			—
Change in net unrealized appreciation (depreciation) of investments and foreign currency		(2,538,490	)		(44,205,314	)		5,296,025			(4,762,960	)
Change in net unrealized appreciation (depreciation) of futures contracts		(25,570	)		—			—			—
Net Gain (Loss) on Investment Securities and Foreign Currency		(1,764,151	)		(21,717,894	)		6,781,426			5,027,734
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	498,007		$	(17,912,046	)	$	7,188,381		$	7,297,781

The accompanying notes are an integral part of these financial statements.

178

Penn Series Funds, Inc.

Statements of Operations

For The Year Ended December 31, 2016

	Aggressive Allocation Fund			Moderately Aggressive Allocation Fund			Moderate Allocation Fund			Moderately Conservative Allocation Fund
INVESTMENT INCOME:
Dividends	$	1,308		$	516		$	2,599		$	1,797
Total Investment Income		1,308			516			2,599			1,797
EXPENSES
Investment advisory fees (See Note 3)		72,894			275,945			387,472			119,709
Shareholder servicing fees (See Note 3)		54,670			209,409			300,659			89,782
Administration fees (See Note 3)		18,223			69,803			100,220			29,927
Accounting fees (See Note 3)		12,000			23,268			33,406			12,000
Director fees and expenses		2,858			11,023			15,834			4,735
Custodian fees and expenses		4,252			16,287			23,385			6,983
Pricing fees		2,503			3,162			3,565			2,674
Professional fees		5,853			22,477			32,278			9,622
Printing fees		4,775			18,448			26,436			7,866
Recaptured advisory fee (See Note 3)		2,540			—			—			—
Other expenses		15,265			39,530			54,915			18,913
Total Expenses		195,833			689,352			978,170			302,211
Net investment loss		(194,525	)		(688,836	)		(975,571	)		(300,414	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES
Net realized gain (loss) on investment transactions		8,487,137			28,718,465			30,813,199			9,275,405
Change in net unrealized appreciation (depreciation) of affiliated investments		(3,888,232	)		(11,037,568	)		(7,471,661	)		(3,237,635	)
Net Gain (Loss) on Investment Securities		4,598,905			17,680,897			23,341,538			6,037,770
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	4,404,380		$	16,992,061		$	22,365,967		$	5,737,356
	Conservative Allocation Fund
INVESTMENT INCOME:
Dividends	$	2,366
Total Investment Income		2,366
EXPENSES
Investment advisory fees (See Note 3)		72,306
Shareholder servicing fees (See Note 3)		54,230
Administration fees (See Note 3)		18,077
Accounting fees (See Note 3)		12,000
Director fees and expenses		2,865
Custodian fees and expenses		4,218
Pricing fees		2,508
Professional fees		5,902
Printing fees		4,817
Recaptured advisory fees (See Note 3)		119
Other expenses		12,753
Total Expenses		189,795
Net investment loss		(187,429	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES
Net realized gain (loss) on investment transactions		6,183,431
Change in net unrealized appreciation (depreciation) of affiliated investments		(3,194,865	)
Net Gain (Loss) on Investment Securities		2,988,566
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	2,801,137

The accompanying notes are an integral part of these financial statements.

179

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Money Market Fund						Limited Maturity Bond Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	11,975		$	11,992		$	2,957,281		$	2,655,082
Net realized gains (loss) from investment transactions		416			—			285,124			268,084
Net realized gains (loss) on futures contracts		—			—			(21,829	)		(324,813	)
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		—			—			1,483,330			(701,940	)
Net Increase (Decrease) in Net Assets Resulting from Operations		12,391			11,992			4,703,906			1,896,413
Distributions from:
Net investment income		(12,239	)		(11,728	)		—			—
Total Distributions		(12,239	)		(11,728	)		—			—
Capital Share Transactions:
Shares issued		107,895,237			88,029,875			53,385,883			36,008,080
Shares issued in lieu of cash distributions		12,237			11,728			—			—
Shares redeemed		(117,688,374	)		(87,127,948	)		(37,460,344	)		(70,119,812	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(9,780,900	)		913,655			15,925,539			(34,111,732	)
Total Increase (Decrease)		(9,780,748	)		913,919			20,629,445			(32,215,319	)
Net Assets:
Beginning of period		133,645,357			132,731,438			189,846,371			222,061,690
End of Period	$	123,864,609		$	133,645,357		$	210,475,816		$	189,846,371
Undistributed net investment income (loss)	$	—		$	264		$	—		$	—
Shares Issued and Redeemed:
Shares issued		107,895,237			88,029,875			4,503,468			3,108,690
Shares issued in lieu of cash distributions		12,237			11,728			—			—
Shares redeemed		(117,688,374	)		(87,127,948	)		(3,182,229	)		(6,045,850	)
		(9,780,900	)		913,655			1,321,239			(2,937,160	)
	Quality Bond Fund						High Yield Bond Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	13,730,140		$	13,607,991		$	10,324,834		$	11,061,361
Net realized gains (loss) from investment transactions		3,925,166			10,225,061			(3,390,303	)		(6,266,501	)
Net realized gains (loss) on futures contracts		(189,285	)		453,523			—			—
Net realized foreign exchange gain (loss)		—			(265	)		931,246			585,927
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		5,786,164			(22,025,118	)		17,343,562			(11,129,127	)
Net Increase (Decrease) in Net Assets Resulting from Operations		23,252,185			2,261,192			25,209,339			(5,748,340	)
Capital Share Transactions:
Shares issued		43,315,908			51,580,293			8,988,215			15,583,960
Shares redeemed		(96,394,305	)		(78,782,330	)		(38,579,907	)		(31,306,417	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(53,078,397	)		(27,202,037	)		(29,591,692	)		(15,722,457	)
Total Increase (Decrease)		(29,826,212	)		(24,940,845	)		(4,382,353	)		(21,470,797	)
Net Assets:
Beginning of period		534,675,121			559,615,966			173,032,810			194,503,607
End of Period	$	504,848,909		$	534,675,121		$	168,650,457		$	173,032,810
Undistributed net investment income (loss)	$	—		$	—		$	(8,245	)	$	(272,749	)
Shares Issued and Redeemed:
Shares issued		3,083,399			3,814,695			781,640			1,408,093
Shares issued in lieu of cash distributions		—			—			—			—
Shares redeemed		(6,850,002	)		(5,820,984	)		(3,370,169	)		(2,810,375	)
		(3,766,603	)		(2,006,289	)		(2,588,529	)		(1,402,282	)

The accompanying notes are an integral part of these financial statements.

180

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Flexibly Managed Fund						Balanced Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	42,096,120		$	35,653,712		$	(142,679	)	$	(170,857	)
Net realized gains (loss) from investment transactions		224,060,385			291,569,245			4,960,573			3,338,369
Net realized gains (loss) on written options		5,881,831			(17,244	)		—			—
Net realized foreign exchange gain (loss)		28,276			(610,362	)		—			—
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		(14,174,786	)		(180,003,900	)		1,345,462			(2,623,599	)
Net change in unrealized appreciation (depreciation) of written options		1,886,611			8,462,912			—			—
Net Increase (Decrease) in Net Assets Resulting from Operations		259,778,437			155,054,363			6,163,356			543,913
Capital Share Transactions:
Shares issued		156,263,300			216,314,515			3,704,727			3,697,483
Shares redeemed		(243,642,624	)		(123,360,667	)		(8,653,462	)		(9,448,421	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(87,379,324	)		92,953,848			(4,948,735	)		(5,750,938	)
Total Increase (Decrease)		172,399,113			248,008,211			1,214,621			(5,207,025	)
Net Assets:
Beginning of period		3,322,196,391			3,074,188,180			76,586,620			81,793,645
End of Period	$	3,494,595,504		$	3,322,196,391		$	77,801,241		$	76,586,620
Undistributed net investment income (loss)	$	(46,028	)	$	(29,723	)	$	—		$	—
Shares Issued and Redeemed:
Shares issued		3,597,345			5,210,741			219,299			227,681
Shares redeemed		(5,685,780	)		(2,982,711	)		(516,038	)		(581,655	)
		(2,088,435	)		2,228,030			(296,739	)		(353,974	)
	Large Growth Stock Fund						Large Cap Growth Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	(389,416	)	$	(903,524	)	$	235,847		$	214,386
Net realized gains (loss) from investment transactions		30,233,786			32,485,479			1,669,588			4,946,662
Net realized foreign exchange gain (loss)		(338	)		(4,022	)		(350	)		1,211
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		(29,348,440	)		(2,752,058	)		519,647			(5,748,356	)
Net Increase (Decrease) in Net Assets Resulting from Operations		495,592			28,825,875			2,424,732			(586,097	)
Capital Share Transactions:
Shares issued		14,438,781			21,826,727			3,280,094			5,105,548
Shares redeemed		(52,359,466	)		(34,631,243	)		(6,615,720	)		(18,480,718	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(37,920,685	)		(12,804,516	)		(3,335,626	)		(13,375,170	)
Total Increase (Decrease)		(37,425,093	)		16,021,359			(910,894	)		(13,961,267	)
Net Assets:
Beginning of period		296,703,133			280,681,774			43,701,841			57,663,108
End of Period	$	259,278,040		$	296,703,133		$	42,790,947		$	43,701,841
Undistributed net investment income (loss)	$	(128,771	)	$	—		$	(67,749	)	$	(74,273	)
Shares Issued and Redeemed:
Shares issued		504,953			744,580			240,003			385,521
Shares redeemed		(1,843,385	)		(1,191,486	)		(493,218	)		(1,445,763	)
		(1,338,432	)		(446,906	)		(253,215	)		(1,060,242	)

The accompanying notes are an integral part of these financial statements.

181

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Large Core Growth Fund						Large Cap Value Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	59,625		$	(243,051	)	$	3,190,027		$	2,607,629
Net realized gains (loss) from investment transactions		16,581,664			10,304,491			1,629,923			10,201,080
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		(16,662,191	)		(8,242,993	)		16,852,453			(22,143,663	)
Net Increase (Decrease) in Net Assets Resulting from Operations		(20,902	)		1,818,447			21,672,403			(9,334,954	)
Capital Share Transactions:
Shares issued		2,540,754			3,033,469			7,658,440			15,700,343
Shares redeemed		(13,179,085	)		(19,152,485	)		(34,470,235	)		(27,753,537	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(10,638,331	)		(16,119,016	)		(26,811,795	)		(12,053,194	)
Total Increase (Decrease)		(10,659,233	)		(14,300,569	)		(5,139,392	)		(21,388,148	)
Net Assets:
Beginning of period		111,679,672			125,980,241			207,692,011			229,080,159
End of Period	$	101,020,439		$	111,679,672		$	202,552,619		$	207,692,011
Undistributed net investment income (loss)	$	—		$	—		$	(1,343,191	)	$	(1,343,191	)
Shares Issued and Redeemed:
Shares issued		161,848			186,621			342,641			696,968
Shares redeemed		(820,612	)		(1,193,376	)		(1,521,285	)		(1,210,583	)
		(658,764	)		(1,006,755	)		(1,178,644	)		(513,615	)
	Large Core Value Fund						Index 500 Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	2,800,969		$	2,865,780		$	7,320,829		$	7,365,475
Net realized gains (loss) from investment transactions		6,256,195			17,515,483			16,502,967			10,334,116
Net realized gains (loss) on futures contracts		—			—			524,952			336,718
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		7,799,286			(20,328,266	)		21,561,525			(13,984,476	)
Net Increase (Decrease) in Net Assets Resulting from Operations		16,856,450			52,997			45,910,273			4,051,833
Capital Share Transactions:
Shares issued		7,280,222			36,293,794			16,643,357			27,836,558
Shares redeemed		(35,762,517	)		(26,030,180	)		(47,645,820	)		(56,758,285	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(28,482,295	)		10,263,614			(31,002,463	)		(28,921,727	)
Total Increase (Decrease)		(11,625,845	)		10,316,611			14,907,810			(24,869,894	)
Net Assets:
Beginning of period		203,012,103			192,695,492			417,964,931			442,834,825
End of Period	$	191,386,258		$	203,012,103		$	432,872,741		$	417,964,931
Undistributed net investment income (loss)	$	—		$	—		$	—		$	—
Shares Issued and Redeemed:
Shares issued		489,651			2,557,882			1,006,147			1,732,802
Shares redeemed		(2,408,082	)		(1,753,261	)		(2,854,101	)		(3,553,537	)
		(1,918,431	)		804,621			(1,847,954	)		(1,820,735	)

The accompanying notes are an integral part of these financial statements.

182

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Mid Cap Growth Fund						Mid Cap Value Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	2,601		$	(28,391	)	$	1,603,667		$	1,701,454
Net realized gains (loss) from investment transactions		788,798			5,797,189			(6,480,947	)		26,296,013
Net realized gains (loss) on written options					118,982						—
Net realized foreign exchange gain (loss)		(755	)		(658	)		—			—
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		5,245,460			(12,976,960	)		31,349,648			(42,348,949	)
Net change in unrealized appreciation (depreciation) of written options		(250,706	)		233,582			—			—
Net Increase (Decrease) in Net Assets Resulting from Operations		5,785,398			(6,856,256	)		26,472,368			(14,351,482	)
Capital Share Transactions:
Shares issued		3,288,856			8,045,737			5,678,535			16,099,583
Shares redeemed		(17,492,155	)		(17,933,265	)		(27,625,785	)		(21,191,909	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(14,203,299	)		(9,887,528	)		(21,947,250	)		(5,092,326	)
Total Increase (Decrease)		(8,417,901	)		(16,743,784	)		4,525,118			(19,443,808	)
Net Assets:
Beginning of period		111,742,414			128,486,198			165,849,259			185,293,067
End of Period	$	103,324,513		$	111,742,414		$	170,374,377		$	165,849,259
Undistributed net investment income (loss)	$	18,817		$	43,949		$	(705,147	)	$	(676,896	)
Shares Issued and Redeemed:
Shares issued		230,931			554,269			279,141			778,338
Shares redeemed		(1,279,524	)		(1,219,379	)		(1,335,548	)		(1,021,668	)
		(1,048,593	)		(665,110	)		(1,056,407	)		(243,330	)
	Mid Core Value Fund						SMID Cap Growth Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	911,748		$	942,980		$	(268,415	)	$	(427,475	)
Net realized gains (loss) from investment transactions		3,948,831			7,036,472			7,751,884			4,385,704
Net realized foreign exchange gain (loss)		51,556			436,520			—			—
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		13,343,424			(9,226,776	)		(4,571,068	)		(5,703,654	)
Net Increase (Decrease) in Net Assets Resulting from Operations		18,255,559			(810,804	)		2,912,401			(1,745,425	)
Capital Share Transactions:
Shares issued		12,024,534			18,173,946			4,590,092			18,476,093
Shares redeemed		(24,653,453	)		(17,042,212	)		(10,791,533	)		(16,331,135	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(12,628,919	)		1,131,734			(6,201,441	)		2,144,958
Total Increase (Decrease)		5,626,640			320,930			(3,289,040	)		399,533
Net Assets:
Beginning of period		90,549,934			90,229,004			56,001,609			55,602,076
End of Period	$	96,176,574		$	90,549,934		$	52,712,569		$	56,001,609
Undistributed net investment income (loss)	$	15,404		$	33,704		$	—		$	—
Shares Issued and Redeemed:
Shares issued		612,201			1,057,402			232,804			880,485
Shares redeemed		(1,307,471	)		(959,286	)		(561,189	)		(816,373	)
		(695,270	)		98,116			(328,385	)		64,112

The accompanying notes are an integral part of these financial statements.

183

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	SMID Cap Value Fund						Small Cap Growth Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	70,637		$	(16,641	)	$	(300,673	)	$	(481,029	)
Net realized gains (loss) from investment transactions		4,409,010			5,289,080			2,291,831			8,505,456
Net realized foreign exchange gain (loss)		—			—			(76	)		(674	)
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		12,324,470			(9,717,509	)		4,581,893			(7,010,917	)
Net Increase (Decrease) in Net Assets Resulting from Operations		16,804,117			(4,445,070	)		6,572,975			1,012,836
Capital Share Transactions:
Shares issued		8,742,935			10,634,347			3,164,259			10,002,130
Shares redeemed		(11,474,502	)		(12,136,270	)		(15,444,681	)		(22,027,172	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(2,731,567	)		(1,501,923	)		(12,280,422	)		(12,025,042	)
Total Increase (Decrease)		14,072,550			(5,946,993	)		(5,707,447	)		(11,012,206	)
Net Assets:
Beginning of period		67,959,188			73,906,181			91,665,606			102,677,812
End of Period	$	82,031,738		$	67,959,188		$	85,958,159		$	91,665,606
Undistributed net investment income (loss)	$	—		$	—		$	(86,968	)	$	—
Shares Issued and Redeemed:
Shares issued		406,535			509,005			109,196			339,948
Shares redeemed		(529,943	)		(597,177	)		(549,849	)		(740,200	)
		(123,408	)		(88,172	)		(440,653	)		(400,252	)
	Small Cap Value Fund						Small Cap Index Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	1,831,886		$	1,478,773		$	466,362		$	443,550
Net realized gains (loss) from investment transactions		15,986,695			13,550,651			3,380,532			3,739,682
Net realized gains (loss) on futures contracts		—			—			325,405			(130,343	)
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		31,747,567			(27,740,785	)		8,817,380			(7,444,883	)
Net Increase (Decrease) in Net Assets Resulting from Operations		49,566,148			(12,711,361	)		12,989,679			(3,391,994	)
Capital Share Transactions:
Shares issued		5,054,810			17,861,045			6,822,476			7,946,828
Shares redeemed		(36,791,725	)		(24,138,080	)		(8,937,546	)		(5,732,698	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(31,736,915	)		(6,277,035	)		(2,115,070	)		2,214,130
Total Increase (Decrease)		17,829,233			(18,988,396	)		10,874,609			(1,177,864	)
Net Assets:
Beginning of period		227,138,566			246,126,962			65,480,122			66,657,986
End of Period	$	244,967,799		$	227,138,566		$	76,354,731		$	65,480,122
Undistributed net investment income (loss)	$	—		$	—		$	(27,829	)	$	(27,197	)
Shares Issued and Redeemed:
Shares issued		181,704			661,526			384,711			458,812
Shares redeemed		(1,342,453	)		(872,806	)		(507,172	)		(326,348	)
		(1,160,749	)		(211,280	)		(122,461	)		132,464

The accompanying notes are an integral part of these financial statements.

184

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Developed International Index Fund						International Equity Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	2,262,158		$	2,094,447		$	3,805,848		$	4,507,715
Net realized gains (loss) from investment transactions		779,667			(274,176	)		23,051,022			(668,375	)
Net realized gains (loss) on futures contracts		80,416			(29,042	)		—			—
Net realized foreign exchange gain (loss)		(60,174	)		(48,768	)		(563,602	)		(461,980	)
Net change in unrealized appreciation (depreciation) of investments futures contracts and foreign currency		(2,564,060	)		(3,159,470	)		(44,205,314	)		10,112,442
Net Increase (Decrease) in Net Assets Resulting from Operations		498,007			(1,417,009	)		(17,912,046	)		13,489,802
Capital Share Transactions:
Shares issued		12,937,287			12,943,251			18,147,670			19,618,564
Shares redeemed		(13,731,769	)		(14,927,281	)		(56,088,486	)		(38,831,644	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(794,482	)		(1,984,030	)		(37,940,816	)		(19,213,080	)
Total Increase (Decrease)		(296,475	)		(3,401,039	)		(55,852,862	)		(5,723,278	)
Net Assets:
Beginning of period		98,109,203			101,510,242			375,175,216			380,898,494
End of Period	$	97,812,728		$	98,109,203		$	319,322,354		$	375,175,216
Undistributed net investment income (loss)	$	(1,114,070	)	$	(1,084,184	)	$	(4,226,061	)	$	(7,684,922	)
Shares Issued and Redeemed:
Shares issued		1,168,332			1,090,834			765,365			818,745
Shares redeemed		(1,224,731	)		(1,265,039	)		(2,348,947	)		(1,618,252	)
		(56,399	)		(174,205	)		(1,583,582	)		(799,507	)
	Emerging Markets Equity Fund						Real Estate Securities Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	406,955		$	366,468		$	2,270,047		$	1,962,589
Net realized gains (loss) from investment transactions		1,427,261			(7,002,030	)		9,790,694			13,470,692
Net realized foreign exchange gain (loss)		58,140			85,163			—			—
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		5,296,025			(9,977,031	)		(4,762,960	)		(8,417,398	)
Net Increase (Decrease) in Net Assets Resulting from Operations		7,188,381			(16,527,430	)		7,297,781			7,015,883
Capital Share Transactions:
Shares issued		18,649,725			23,548,567			10,037,020			15,495,865
Shares redeemed		(23,387,522	)		(16,229,303	)		(17,722,199	)		(21,728,647	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(4,737,797	)		7,319,264			(7,685,179	)		(6,232,782	)
Total Increase (Decrease)		2,450,584			(9,208,166	)		(387,398	)		783,101
Net Assets:
Beginning of period		147,819,239			157,027,405			137,643,954			136,860,853
End of Period	$	150,269,823		$	147,819,239		$	137,256,556		$	137,643,954
Undistributed net investment income (loss)	$	(45,231	)	$	(532,251	)	$	—		$	—
Shares Issued and Redeemed:
Shares issued		1,751,213			2,346,437			503,750			859,332
Shares redeemed		(2,344,482	)		(1,527,572	)		(900,018	)		(1,194,354	)
		(593,269	)		818,865			(396,268	)		(335,022	)

The accompanying notes are an integral part of these financial statements.

185

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Aggressive Allocation Fund						Moderately Aggressive Allocation Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	(194,525	)	$	(219,440	)	$	(688,836	)	$	(803,621	)
Net realized gains (loss) from investment transactions		8,487,137			4,822,664			28,718,465			17,402,186
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		(3,888,232	)		(5,588,441	)		(11,037,568	)		(19,421,099	)
Net Increase (Decrease) in Net Assets Resulting from Operations		4,404,380			(985,217	)		16,992,061			(2,822,534	)
Capital Share Transactions:
Shares issued		2,634,221			6,891,553			7,218,442			13,775,523
Shares redeemed		(6,290,278	)		(9,291,819	)		(32,875,188	)		(22,446,770	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(3,656,057	)		(2,400,266	)		(25,656,746	)		(8,671,247	)
Total Increase (Decrease)		748,323			(3,385,483	)		(8,664,685	)		(11,493,781	)
Net Assets:
Beginning of period		61,119,073			64,504,556			238,907,835			250,401,616
End of Period	$	61,867,396		$	61,119,073		$	230,243,150		$	238,907,835
Undistributed net investment income (loss)	$	—		$	—		$	—		$	—
Shares Issued and Redeemed:
Shares issued		174,053			448,753			454,177			864,219
Shares redeemed		(413,053	)		(607,727	)		(2,048,793	)		(1,413,845	)
		(239,000	)		(158,974	)		(1,594,616	)		(549,626	)
	Moderate Allocation Fund						Moderately Conservative Allocation Fund
	Year Ended 12/31/16			Year Ended 12/31/15			Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	(975,571	)	$	(1,138,721	)	$	(300,414	)	$	(352,294	)
Net realized gains (loss) from investment transactions		30,813,199			20,563,227			9,275,405			5,545,786
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		(7,471,661	)		(21,152,431	)		(3,237,635	)		(5,307,141	)
Net Increase (Decrease) in Net Assets Resulting from Operations		22,365,967			(1,727,925	)		5,737,356			(113,649	)
Capital Share Transactions:
Shares issued		6,834,694			12,043,800			5,242,315			12,026,453
Shares redeemed		(39,005,594	)		(32,208,260	)		(15,338,851	)		(17,481,509	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(32,170,900	)		(20,164,460	)		(10,096,536	)		(5,455,056	)
Total Increase (Decrease)		(9,804,933	)		(21,892,385	)		(4,359,180	)		(5,568,705	)
Net Assets:
Beginning of period		342,151,704			364,044,089			102,100,537			107,669,242
End of Period	$	332,346,771		$	342,151,704		$	97,741,357		$	102,100,537
Undistributed net investment income (loss)	$	—		$	—		$	—		$	—
Shares Issued and Redeemed:
Shares issued		461,785			820,440			380,306			871,423
Shares redeemed		(2,651,937	)		(2,205,630	)		(1,106,599	)		(1,266,079	)
		(2,190,152	)		(1,385,190	)		(726,293	)		(394,656	)

The accompanying notes are an integral part of these financial statements.

186

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Conservative Allocation Fund
	Year Ended 12/31/16			Year Ended 12/31/15
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	(187,429	)	$	(214,380	)
Net realized gains (loss) from investment transactions		6,183,431			3,028,683
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		(3,194,865	)		(2,719,124	)
Net Increase (Decrease) in Net Assets Resulting from Operations		2,801,137			95,179
Capital Share Transactions:
Shares issued		6,385,552			8,503,642
Shares redeemed		(14,310,963	)		(12,565,119	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(7,925,411	)		(4,061,477	)
Total Increase (Decrease)		(5,124,274	)		(3,966,298	)
Net Assets:
Beginning of period		61,216,568			65,182,866
End of Period	$	56,092,294		$	61,216,568
Undistributed net investment income (loss)	$	—		$	—
Shares Issued and Redeemed:
Shares issued		490,696			663,655
Shares redeemed		(1,092,352	)		(978,878	)
		(601,656	)		(315,223	)

The accompanying notes are an integral part of these financial statements.

187

Penn Series Funds, Inc.

Financial Highlights

MONEY MARKET FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Income from investment operations:
Net investment income (loss) 2		—	(a)		—	(a)		—	(a)		—	(a)		—	(a)
Net realized and unrealized gain (loss) on investment transactions		—			—			—			—			—
Total from investment operations		—			—			—			—			—
Less distributions:
Net investment income		—	(a)		—	(a)		—	(a)		—	(a)		—	(a)
Total distributions		—			—			—			—			—
Net asset value, end of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Total return 1		0.01%			0.01%			0.01%			0.01%			0.01%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	123,865		$	133,645		$	132,731		$	124,881		$	141,725
Ratio of net expenses to average net assets 3		0.45%			0.23%			0.12%			0.16%			0.22%
Ratio of total expenses to average net assets 4		0.58%			0.61%			0.57%			0.48%			0.49%
Ratio of net investment income (loss) to average net assets 3		0.01%			0.01%			0.01%			0.01%			0.01%
1     Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2     The net investment income (loss) per share was calculated using the average shares outstanding method. 3     The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown. 4    The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown. (a)  Less than one penny per share.
LIMITED MATURITY BOND FUND For a share outstanding throughout each period
	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	11.59		$	11.50		$	11.48		$	11.49		$	11.42
Income from investment operations:
Net investment income (loss) 2		0.18			0.13			0.08			0.05			0.09
Net realized and unrealized gain (loss) on investment transactions		0.12			(0.04	)		(0.06	)		(0.06	)		(0.02	)
Total from investment operations		0.30			0.09			0.02			(0.01	)		0.07
Net asset value, end of period	$	11.89		$	11.59		$	11.50		$	11.48		$	11.49
Total return 1		2.59%			0.78%			0.17%			(0.09%	)		0.61%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	210,476		$	189,846		$	222,062		$	243,667		$	202,385
Ratio of total expenses to average net assets		0.70%			0.73%			0.67%			0.57%			0.57%
Ratio of net investment income (loss) to average net assets		1.55%			1.10%			0.67%			0.60%			0.81%
Portfolio turnover rate		105%			127%			82%			50%			31%

¹  Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

188

Penn Series Funds, Inc.

Financial Highlights

QUALITY BOND FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016		2015			2014			2013			2012
Net asset value, beginning of period	$	13.45	$	13.40		$	12.75		$	13.14		$	12.73
Income from investment operations:
Net investment income (loss) 2		0.36		0.33			0.26			0.25			0.27
Net realized and unrealized gain (loss) on investment transactions		0.22		(0.28	)		0.39			(0.64	)		0.14
Total from investment operations		0.58		0.05			0.65			(0.39	)		0.41
Net asset value, end of period	$	14.03	$	13.45		$	13.40		$	12.75		$	13.14
Total return 1		4.31%		0.37%			5.10%			(2.97%	)		3.22%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	504,849	$	534,675		$	559,616		$	546,759		$	568,400
Ratio of total expenses to average net assets		0.66%		0.68%			0.64%			0.56%			0.56%
Ratio of net investment income (loss) to average net assets		2.58%		2.46%			1.95%			1.91%			2.06%
Portfolio turnover rate		77%		131%			135%			47%			32%
1    Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2     The net investment income (loss) per share was calculated using the average shares outstanding method.
HIGH YIELD BOND FUND For a share outstanding throughout each period
	Year Ended December 31,
	2016		2015			2014			2013			2012
Net asset value, beginning of period	$	10.61	$	10.98		$	10.78		$	9.99		$	8.72
Income (loss) from investment operations:
Net investment income (loss) 2		0.69		0.66			0.62			0.62			0.61
Net realized and unrealized gain (loss) on investment transactions		0.99		(1.03	)		(0.42	)		0.17			0.66
Total from investment operations		1.68		(0.37	)		0.20			0.79			1.27
Net asset value, end of period	$	12.29	$	10.61		$	10.98		$	10.78		$	9.99
Total return 1		15.83%		(3.37%	)		1.86%			7.91%			14.56%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	168,650	$	173,033		$	194,504		$	188,788		$	179,720
Ratio of total expenses to average net assets		0.86%		0.87%			0.85%			0.82%			0.82%
Ratio of net investment income (loss) to average net assets		6.03%		5.88%			5.58%			5.96%			6.52%
Portfolio turnover rate		81%		72%			56%			68%			69%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

189

Penn Series Funds, Inc.

Financial Highlights

FLEXIBLY MANAGED FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016		2015		2014		2013		2012
Net asset value, beginning of period	$	42.05	$	40.04	$	35.72	$	29.22	$	25.46
Income (loss) from investment operations:
Net investment income (loss) 2		0.54		0.46		0.45		0.34		0.44
Net realized and unrealized gain (loss) on investment transactions		2.85		1.55		3.87		6.16		3.32
Total from investment operations		3.39		2.01		4.32		6.50		3.76
Net asset value, end of period	$	45.44	$	42.05	$	40.04	$	35.72	$	29.22
Total return 1		8.06%		5.02%		12.09%		22.25%		14.77%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	3,494,596	$	3,322,196	$	3,074,188	$	2,685,504	$	2,010,412
Ratio of total expenses to average net assets		0.89%		0.92%		0.89%		0.83%		0.84%
Ratio of net investment income (loss) to average net assets		1.24%		1.10%		1.18%		1.04%		1.59%
Portfolio turnover rate		66%		69%		74%		63%		65%

¹  Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

BALANCED FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	16.24		$	16.13		$	14.71		$	12.60		$	11.40
Income (loss) from investment operations:
Net investment income (loss) 3		(0.03	)		(0.03	)		(0.03	)		(0.03	)		(0.02	)
Net realized and unrealized gain (loss) on investment transactions		1.39			0.14			1.45			2.14			1.22
Total from investment operations		1.36			0.11			1.42			2.11			1.20
Net asset value, end of period	$	17.60		$	16.24		$	16.13		$	14.71		$	12.60
Total return 1		8.37%			0.68%			9.65%			16.75%			10.53%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	77,801		$	76,587		$	81,794		$	78,642		$	71,601
Ratio of net expenses to average net assets 2, 4		0.19%			0.21%			0.20%			0.20%			0.19%
Ratio of total expenses to average net assets 2, 5		0.19%			0.21%			0.21%			0.22%			0.23%
Ratio of net investment income (loss) to average net assets 4		(0.19%	)		(0.21%	)		(0.20%	)		(0.20%	)		(0.19%	)
Portfolio turnover rate		7%			8%			8%			16%			15%

¹  Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

² The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio.

³  The net investment income (loss) per share was calculated using the average shares outstanding method.

⁴  The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown.

⁵ The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.

The accompanying notes are an integral part of these financial statements.

190

Penn Series Funds, Inc.

Financial Highlights

LARGE GROWTH STOCK FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	30.07		$	27.21		$	25.11		$	18.05		$	15.20
Income (loss) from investment operations:
Net investment income (loss) 2		(0.04	)		(0.09	)		(0.07	)		(0.04	)		0.01
Net realized and unrealized gain (loss) on investment transactions		0.37			2.95			2.17			7.10			2.84
Total from investment operations		0.33			2.86			2.10			7.06			2.85
Net asset value, end of period	$	30.40		$	30.07		$	27.21		$	25.11		$	18.05
Total return 1		1.10%			10.51%			8.36%			39.11%			18.75%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	259,278		$	296,703		$	280,682		$	262,358		$	210,999
Ratio of total expenses to average net assets		0.96%			0.98%			0.96%			0.90%			0.91%
Ratio of net investment income (loss) to average net assets		(0.15%	)		(0.30%	)		(0.26%	)		(0.21%	)		0.03%
Portfolio turnover rate		42%			37%			38%			36%			35%
1     Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2     The net investment income (loss) per share was calculated using the average shares outstanding method.
LARGE CAP GROWTH FUND For a share outstanding throughout each period
	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	13.09		$	13.11		$	11.78		$	9.57		$	8.68
Income (loss) from investment operations:
Net investment income (loss) 2		0.07			0.05			0.06			0.04			0.01
Net realized and unrealized gain (loss) on investment transactions		0.71			(0.07	)		1.27			2.17			0.88
Total from investment operations		0.78			(0.02	)		1.33			2.21			0.89
Net asset value, end of period	$	13.87		$	13.09		$	13.11		$	11.78		$	9.57
Total return 1		5.96%			(0.15%	)		11.29%			23.09%			10.25%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	42,791		$	43,702		$	57,663		$	54,762		$	29,751
Ratio of net expenses to average net assets 3		0.89%			0.89%			0.89%			0.90%			0.90%
Ratio of total expenses to average net assets 4		0.89%			0.89%			0.90%			0.90%			0.90%
Ratio of net investment income (loss) to average net assets 3		0.55%			0.39%			0.47%			0.40%			0.06%
Portfolio turnover rate		25%			29%			25%			107%			97%

¹  Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

³  The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown.

⁴ The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.

The accompanying notes are an integral part of these financial statements.

191

Penn Series Funds, Inc.

Financial Highlights

LARGE CORE GROWTH FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016		2015			2014			2013			2012
Net asset value, beginning of period	$	16.30	$	16.03		$	14.88		$	10.79		$	9.29
Income (loss) from investment operations:
Net investment income (loss) 2		0.01		(0.03	)		(0.03	)		(0.01	)		0.02
Net realized and unrealized gain (loss) on investment transactions		0.01		0.30			1.18			4.10			1.48
Total from investment operations		0.02		0.27			1.15			4.09			1.50
Net asset value, end of period	$	16.32	$	16.30		$	16.03		$	14.88		$	10.79
Total return 1		0.12%		1.68%			7.73%			37.91%			16.15%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	101,020	$	111,680		$	125,980		$	127,757		$	106,053
Ratio of total expenses to average net assets		0.85%		0.87%			0.87%			0.88%			0.89%
Ratio of net investment income (loss) to average net assets		0.06%		(0.20%	)		(0.19%	)		(0.08%	)		0.17%
Portfolio turnover rate		141%		124%			83%			109%			105%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

LARGE CAP VALUE FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016		2015			2014		2013		2012
Net asset value, beginning of period	$	22.21	$	23.22		$	20.86	$	15.66	$	13.83
Income (loss) from investment operations:
Net investment income (loss) 2		0.36		0.27			0.30		0.21		0.20
Net realized and unrealized gain (loss) on investment transactions		2.22		(1.28	)		2.06		4.99		1.63
Total from investment operations		2.58		(1.01	)		2.36		5.20		1.83
Net asset value, end of period	$	24.79	$	22.21		$	23.22	$	20.86	$	15.66
Total return 1		11.62%		(4.35%	)		11.31%		33.21%		13.23%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	202,553	$	207,692		$	229,080	$	217,351	$	166,955
Ratio of total expenses to average net assets		0.90%		0.92%			0.90%		0.87%		0.88%
Ratio of net investment income (loss) to average net assets		1.60%		1.17%			1.38%		1.16%		1.32%
Portfolio turnover rate		22%		19%			22%		186%		90%

¹  Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

192

Penn Series Funds, Inc.

Financial Highlights

LARGE CORE VALUE FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016		2015			2014		2013		2012
Net asset value, beginning of period	$	14.77	$	14.89		$	13.38	$	10.31	$	8.92
Income (loss) from investment operations:
Net investment income (loss) 3		0.22		0.22			0.19		0.15		0.16
Net realized and unrealized gain (loss) on investment transactions		1.19		(0.34	)		1.32		2.92		1.23
Total from investment operations		1.41		(0.12	)		1.51		3.07		1.39
Net asset value, end of period	$	16.18	$	14.77		$	14.89	$	13.38	$	10.31
Total return 1,2		9.55%		(0.81%	)		11.29%		29.78%		15.58%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	191,386	$	203,012		$	192,695	$	185,630	$	158,589
Ratio of total expenses to average net assets		0.90%		0.92%			0.91%		0.87%		0.88%
Ratio of net investment income (loss) to average net assets		1.47%		1.47%			1.33%		1.25%		1.64%
Portfolio turnover rate		87%		98%			80%		59%		38%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The Fund’s total return calculation includes a reimbursement by the sub-adviser. Excluding the effect of this reimbursement from the Fund’s ending net asset value per share, total return for the year ended December 31, 2013 would have been 29.58%.

³  The net investment income (loss) per share was calculated using the average shares outstanding method.

INDEX 500 FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016		2015			2014		2013		2012
Net asset value, beginning of period	$	16.14	$	15.98		$	14.11	$	10.70	$	9.25
Income (loss) from investment operations:
Net investment income (loss) 2		0.29		0.27			0.24		0.21		0.20
Net realized and unrealized gain (loss) on investment transactions		1.57		(0.11	)		1.63		3.20		1.25
Total from investment operations		1.86		0.16			1.87		3.41		1.45
Net asset value, end of period	$	18.00	$	16.14		$	15.98	$	14.11	$	10.70
Total return 1		11.52%		1.00%			13.25%		31.87%		15.68%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	432,873	$	417,965		$	442,835	$	398,537	$	312,146
Ratio of total expenses to average net assets		0.36%		0.38%			0.38%		0.34%		0.34%
Ratio of net investment income (loss) to average net assets		1.75%		1.68%			1.63%		1.72%		1.93%
Portfolio turnover rate		3%		3%			3%		8%		4%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

193

Penn Series Funds, Inc.

Financial Highlights

MID CAP GROWTH FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	14.02		$	14.88		$	13.59		$	9.94		$	9.37
Income (loss) from investment operations:
Net investment income (loss) 2		—	(a)		—	(a)		(0.02	)		(0.06	)		(0.01	)
Net realized and unrealized gain (loss) on investment transactions		0.90			(0.86	)		1.31			3.71			0.58
Total from investment operations		0.90			(0.86	)		1.29			3.65			0.57
Net asset value, end of period	$	14.92		$	14.02		$	14.88		$	13.59		$	9.94
Total return 1		6.42%			(5.78%	)		9.49%			36.72%			6.08%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	103,325		$	111,742		$	128,486		$	120,563		$	101,293
Ratio of total expenses to average net assets		0.97%			1.00%			0.97%			0.99%			1.00%
Ratio of net investment income (loss) to average net assets		0.00%			(0.02%	)		(0.14%	)		(0.49%	)		(0.12%	)
Portfolio turnover rate		28%			43%			140%			80%			129%
1     Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2     The net investment income (loss) per share was calculated using the average shares outstanding method. (a)   Less than one penny per share.
MID CAP VALUE FUND For a share outstanding throughout each period
	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	19.36		$	21.04		$	18.51		$	13.59		$	11.80
Income (loss) from investment operations:
Net investment income (loss) 2		0.20			0.20			0.17			0.19			0.19
Net realized and unrealized gain (loss) on investment transactions		3.13			(1.88	)		2.36			4.73			1.60
Total from investment operations		3.33			(1.68	)		2.53			4.92			1.79
Net asset value, end of period	$	22.69		$	19.36		$	21.04		$	18.51		$	13.59
Total return 1		17.20%			(7.98%	)		13.67%			36.20%			15.17%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	170,374		$	165,849		$	185,293		$	172,994		$	124,651
Ratio of total expenses to average net assets		0.78%			0.81%			0.81%			0.82%			0.84%
Ratio of net investment income (loss) to average net assets		0.97%			0.93%			0.86%			1.21%			1.49%
Portfolio turnover rate		33%			42%			32%			43%			43%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

194

Penn Series Funds, Inc.

Financial Highlights

MID CORE VALUE FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016		2015			2014		2013		2012
Net asset value, beginning of period	$	17.57	$	17.84		$	15.33	$	11.87	$	10.37
Income (loss) from investment operations:
Net investment income (loss) 2		0.19		0.19			0.21		0.14		0.08
Net realized and unrealized gain (loss) on investment transactions		3.81		(0.46	)		2.30		3.32		1.42
Total from investment operations		4.00		(0.27	)		2.51		3.46		1.50
Net asset value, end of period	$	21.57	$	17.57		$	17.84	$	15.33	$	11.87
Total return 1		22.77%		(1.51%	)		16.37%		29.15%		14.46%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	96,177	$	90,550		$	90,229	$	71,874	$	57,168
Ratio of total expenses to average net assets		1.04%		1.07%			1.05%		1.08%		1.08%
Ratio of net investment income (loss) to average net assets		1.01%		1.06%			1.27%		0.97%		0.68%
Portfolio turnover rate		64%		77%			69%		166%		75%

¹  Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

SMID CAP GROWTH FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	19.46		$	19.76		$	19.64		$	13.75		$	11.92
Income (loss) from investment operations:
Net investment income (loss) 2		(0.10	)		(0.15	)		(0.15	)		(0.10	)		(0.06	)
Net realized and unrealized gain (loss) on investment transactions		1.32			(0.15	)		0.27			5.99			1.89
Total from investment operations		1.22			(0.30	)		0.12			5.89			1.83
Net asset value, end of period	$	20.68		$	19.46		$	19.76		$	19.64		$	13.75
Total return 1		6.27%			(1.52%	)		0.61%			42.84%			15.35%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	52,713		$	56,002		$	55,602		$	63,627		$	40,578
Ratio of net expenses to average net assets 3		1.05%			1.07%			1.06%			1.05%			1.05%
Ratio of total expenses to average net assets 4		1.04%			1.07%			1.06%			1.07%			1.12%
Ratio of net investment income (loss) to average net assets 3		(0.52%	)		(0.71%	)		(0.81%	)		(0.61%	)		(0.46%	)
Portfolio turnover rate		160%			103%			89%			90%			95%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

³  The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown.

⁴  The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.

The accompanying notes are an integral part of these financial statements.

195

Penn Series Funds, Inc.

Financial Highlights

SMID CAP VALUE FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016		2015			2014		2013		2012
Net asset value, beginning of period	$	19.72	$	20.91		$	19.14	$	13.87	$	11.66
Income (loss) from investment operations:
Net investment income (loss) 2		0.02		—			0.05		0.07		0.07
Net realized and unrealized gain (loss) on investment transactions		4.95		(1.19	)		1.72		5.20		2.14
Total from investment operations		4.97		(1.19	)		1.77		5.27		2.21
Net asset value, end of period	$	24.69	$	19.72		$	20.91	$	19.14	$	13.87
Total return 1		25.20%		(5.69%	)		9.25%		38.00%		18.95%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	82,032	$	67,959		$	73,906	$	63,544	$	43,575
Ratio of net expenses to average net assets 3		1.21%		1.23%			1.20%		1.14%		1.14%
Ratio of total expenses to average net assets 4		1.21%		1.23%			1.24%		1.25%		1.27%
Ratio of net investment income (loss) to average net assets 3		0.10%		(0.02%	)		0.24%		0.41%		0.51%
Portfolio turnover rate		62%		48%			51%		58%		52%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

³  The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown.

⁴ The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.

SMALL CAP GROWTH FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	28.59		$	28.47		$	26.42		$	19.20		$	18.16
Income (loss) from investment operations:
Net investment income (loss) 2		(0.10	)		(0.14	)		(0.11	)		(0.11	)		(0.18	)
Net realized and unrealized gain (loss) on investment transactions		2.59			0.26			2.16			7.33			1.22
Total from investment operations		2.49			0.12			2.05			7.22			1.04
Net asset value, end of period	$	31.08		$	28.59		$	28.47		$	26.42		$	19.20
Total return 1		8.71%			0.42%			7.76%			37.60%			5.73%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	85,958		$	91,666		$	102,678		$	89,539		$	77,720
Ratio of total expenses to average net assets		1.02%			1.03%			1.02%			1.07%			1.10%
Ratio of net investment income (loss) to average net assets		(0.35%	)		(0.48%	)		(0.42%	)		(0.50%	)		(0.92%	)
Portfolio turnover rate		17%			26%			33%			143%			103%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

196

Penn Series Funds, Inc.

Financial Highlights

SMALL CAP VALUE FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016		2015			2014		2013		2012
Net asset value, beginning of period	$	26.50	$	28.03		$	26.16	$	18.83	$	16.21
Income (loss) from investment operations:
Net investment income (loss) 2		0.23		0.17			0.19		0.10		0.24
Net realized and unrealized gain (loss) on investment transactions		6.33		(1.70	)		1.68		7.23		2.38
Total from investment operations		6.56		(1.53	)		1.87		7.33		2.62
Net asset value, end of period	$	33.06	$	26.50		$	28.03	$	26.16	$	18.83
Total return 1		24.75%		(5.46%	)		7.15%		38.93%		16.16%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	244,968	$	227,139		$	246,127	$	238,772	$	175,841
Ratio of total expenses to average net assets		0.97%		0.99%			1.03%		1.14%		1.15%
Ratio of net investment income (loss) to average net assets		0.83%		0.62%			0.70%		0.46%		1.36%
Portfolio turnover rate		57%		47%			45%		59%		50%

¹  Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

SMALL CAP INDEX FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016		2015			2014		2013		2012
Net asset value, beginning of period	$	16.69	$	17.59		$	16.88	$	12.22	$	10.58
Income (loss) from investment operations:
Net investment income (loss) 2		0.12		0.12			0.12		0.10		0.16
Net realized and unrealized gain (loss) on investment transactions		3.28		(1.02	)		0.59		4.56		1.48
Total from investment operations		3.40		(0.90	)		0.71		4.66		1.64
Net asset value, end of period	$	20.09	$	16.69		$	17.59	$	16.88	$	12.22
Total return 1		20.37%		(5.12%	)		4.21%		38.13%		15.50%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	76,355	$	65,480		$	66,658	$	64,860	$	42,443
Ratio of net expenses to average net assets 3		0.66%		0.69%			0.64%		0.55%		0.55%
Ratio of total expenses to average net assets 4		0.66%		0.69%			0.69%		0.71%		0.70%
Ratio of net investment income (loss) to average net assets 3		0.70%		0.66%			0.72%		0.71%		1.42%
Portfolio turnover rate		18%		18%			20%		17%		18%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

³  The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown.

⁴ The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.

The accompanying notes are an integral part of these financial statements.

197

Penn Series Funds, Inc.

Financial Highlights

DEVELOPED INTERNATIONAL INDEX FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016			2015			2014			2013		2012
Net asset value, beginning of period	$	11.38		$	11.54		$	12.29		$	10.15	$	8.59
Income (loss) from investment operations:
Net investment income (loss) 2		0.26			0.24			0.30			0.28		0.25
Net realized and unrealized gain (loss) on investment transactions		(0.22	)		(0.40	)		(1.05	)		1.86		1.31
Total from investment operations		0.04			(0.16	)		(0.75	)		2.14		1.56
Net asset value, end of period	$	11.42		$	11.38		$	11.54		$	12.29	$	10.15
Total return 1		0.35%			(1.39%	)		(6.10%	)		21.08%		18.16%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	97,813		$	98,109		$	101,510		$	103,233	$	89,786
Ratio of net expenses to average net assets 3		0.81%			0.83%			0.75%			0.59%		0.59%
Ratio of total expenses to average net assets 4		0.81%			0.83%			0.82%			0.92%		1.00%
Ratio of net investment income (loss) to average net assets 3		2.35%			2.02%			2.47%			2.50%		2.73%
Portfolio turnover rate		7%			2%			7%			9%		2%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

³  The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown.

⁴ The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.

INTERNATIONAL EQUITY FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016			2015		2014		2013		2012
Net asset value, beginning of period	$	24.23		$	23.39	$	22.72	$	21.44	$	17.71
Income (loss) from investment operations:
Net investment income (loss) 2		0.26			0.28		0.27		0.24		0.25
Net realized and unrealized gain (loss) on investment transactions		(1.51	)		0.56		0.40		1.04		3.48
Total from investment operations		(1.25	)		0.84		0.67		1.28		3.73
Net asset value, end of period	$	22.98		$	24.23	$	23.39	$	22.72	$	21.44
Total return 1		(5.16%	)		3.59%		2.95%		5.97%		21.06%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	319,322		$	375,175	$	380,898	$	378,189	$	348,599
Ratio of total expenses to average net assets		1.12%			1.15%		1.15%		1.17%		1.17%
Ratio of net investment income (loss) to average net assets		1.10%			1.17%		1.14%		1.09%		1.30%
Portfolio turnover rate		34%			27%		31%		34%		43%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

198

Penn Series Funds, Inc.

Financial Highlights

EMERGING MARKETS EQUITY FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016		2015			2014			2013			2012
Net asset value, beginning of period	$	9.66	$	10.84		$	11.40		$	11.53		$	9.64
Income (loss) from investment operations:
Net investment income (loss) 2		0.03		0.03			0.02			0.03			0.03
Net realized and unrealized gain (loss) on investment transactions		0.53		(1.21	)		(0.58	)		(0.16	)		1.86
Total from investment operations		0.56		(1.18	)		(0.56	)		(0.13	)		1.89
Net asset value, end of period	$	10.22	$	9.66		$	10.84		$	11.40		$	11.53
Total return 1		5.80%		(10.89%	)		(4.91%	)		(1.13%	)		19.61%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	150,270	$	147,819		$	157,027		$	163,179		$	152,858
Ratio of net expenses to average net assets 3		1.65%		1.74%			1.75%			1.68%			1.68%
Ratio of total expenses to average net assets 4		1.65%		1.68%			1.69%			1.82%			1.72%
Ratio of net investment income (loss) to average net assets 3		0.28%		0.24%			0.19%			0.25%			0.31%
Portfolio turnover rate		46%		41%			42%			48%			47%

¹  Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

³  The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown.

⁴ The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.

REAL ESTATE SECURITIES FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016		2015		2014		2013		2012
Net asset value, beginning of period	$	18.95	$	18.01	$	13.83	$	13.41	$	11.56
Income (loss) from investment operations:
Net investment income (loss) 2		0.32		0.26		0.23		0.18		0.16
Net realized and unrealized gain (loss) on investment transactions		0.72		0.68		3.95		0.24		1.69
Total from investment operations		1.04		0.94		4.18		0.42		1.85
Net asset value, end of period	$	19.99	$	18.95	$	18.01	$	13.83	$	13.41
Total return 1		5.49%		5.22%		30.22%		3.13%		16.00%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	137,257	$	137,644	$	136,861	$	114,290	$	98,146
Ratio of total expenses to average net assets		0.95%		0.97%		0.97%		0.99%		1.01%
Ratio of net investment income (loss) to average net assets		1.65%		1.42%		1.43%		1.35%		1.27%
Portfolio turnover rate		81%		61%		54%		69%		85%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

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Penn Series Funds, Inc.

Financial Highlights

AGGRESSIVE ALLOCATION FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	14.88		$	15.12		$	14.16		$	11.56		$	10.01
Income (loss) from investment operations:
Net investment income (loss) 3		(0.05	)		(0.05	)		(0.05	)		(0.04	)		(0.04	)
Net realized and unrealized gain (loss) on investment transactions		1.16			(0.19	)		1.01			2.64			1.59
Total from investment operations		1.11			(0.24	)		0.96			2.60			1.55
Net asset value, end of period	$	15.99		$	14.88		$	15.12		$	14.16		$	11.56
Total return 1		7.46%			(1.59%	)		6.78%			22.49%			15.48%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	61,867		$	61,119		$	64,505		$	56,879		$	41,234
Ratio of net expenses to average net assets 2, 4		0.32%			0.34%			0.34%			0.33%			0.33%
Ratio of total expenses to average net assets 2, 5		0.32%			0.34%			0.34%			0.33%			0.35%
Ratio of net investment income (loss) to average net assets 4		(0.32%	)		(0.34%	)		(0.34%	)		(0.33%	)		(0.33%	)
Portfolio turnover rate		20%			24%			20%			30%			24%
1    Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2    The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio. 3     The net investment income (loss) per share was calculated using the average shares outstanding method. 4     The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown. 5    The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.
MODERATELY AGGRESSIVE ALLOCATION FUND For a share outstanding throughout each period
	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	15.55		$	15.73		$	14.80		$	12.42		$	10.93
Income (loss) from investment operations:
Net investment income (loss) 3		(0.05	)		(0.05	)		(0.05	)		(0.04	)		(0.04	)
Net realized and unrealized gain (loss) on investment transactions		1.22			(0.13	)		0.98			2.42			1.53
Total from investment operations		1.17			(0.18	)		0.93			2.38			1.49
Net asset value, end of period	$	16.72		$	15.55		$	15.73		$	14.80		$	12.42
Total return 1		7.52%			(1.14%	)		6.28%			19.16%			13.63%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	230,243		$	238,908		$	250,402		$	231,185		$	179,229
Ratio of total expenses to average net assets 2		0.30%			0.32%			0.32%			0.31%			0.32%
Ratio of net investment income (loss) to average net assets		(0.30%	)		(0.32%	)		(0.32%	)		(0.31%	)		(0.32%	)
Portfolio turnover rate		14%			20%			17%			23%			25%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

² The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio.

³  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

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Financial Highlights

MODERATE ALLOCATION FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	14.36		$	14.44		$	13.67		$	11.98		$	10.80
Income (loss) from investment operations:
Net investment income (loss) 3		(0.04	)		(0.05	)		(0.04	)		(0.04	)		(0.04	)
Net realized and unrealized gain (loss) on investment transactions		1.04			(0.03	)		0.81			1.73			1.22
Total from investment operations		1.00			(0.08	)		0.77			1.69			1.18
Net asset value, end of period	$	15.36		$	14.36		$	14.44		$	13.67		$	11.98
Total return 1		6.96%			(0.55%	)		5.63%			14.11%			10.93%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	332,347		$	342,152		$	364,044		$	350,164		$	290,951
Ratio of total expenses to average net assets 2		0.29%			0.32%			0.31%			0.31%			0.31%
Ratio of net investment income (loss) to average net assets		(0.29%	)		(0.32%	)		(0.31%	)		(0.31%	)		(0.31%	)
Portfolio turnover rate		12%			17%			17%			20%			20%
1    Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2    The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio. 3     The net investment income (loss) per share was calculated using the average shares outstanding method.
MODERATELY CONSERVATIVE ALLOCATION FUND For a share outstanding throughout each period
	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	13.60		$	13.63		$	12.98		$	11.87		$	10.96
Income (loss) from investment operations:
Net investment income (loss) 3		(0.04	)		(0.05	)		(0.04	)		(0.04	)		(0.04	)
Net realized and unrealized gain (loss) on investment transactions		0.86			0.02			0.69			1.15			0.95
Total from investment operations		0.82			(0.03	)		0.65			1.11			0.91
Net asset value, end of period	$	14.42		$	13.60		$	13.63		$	12.98		$	11.87
Total return 1		6.03%			(0.22%	)		5.01%			9.35%			8.30%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	97,741		$	102,101		$	107,669		$	111,452		$	96,028
Ratio of total expenses to average net assets 2		0.30%			0.33%			0.32%			0.32%			0.33%
Ratio of net investment income (loss) to average net assets		(0.30%	)		(0.33%	)		(0.32%	)		(0.32%	)		(0.33%	)
Portfolio turnover rate		15%			23%			20%			28%			37%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

² The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio.

³  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

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Penn Series Funds, Inc.

Financial Highlights

CONSERVATIVE ALLOCATION FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2016			2015			2014			2013			2012
Net asset value, beginning of period	$	12.73		$	12.72		$	12.26		$	11.74		$	11.13
Income (loss) from investment operations:
Net investment income (loss) 3		(0.04	)		(0.04	)		(0.04	)		(0.04	)		(0.04	)
Net realized and unrealized gain (loss) on investment transactions		0.64			0.05			0.50			0.56			0.65
Total from investment operations		0.60			0.01			0.46			0.52			0.61
Net asset value, end of period	$	13.33		$	12.73		$	12.72		$	12.26		$	11.74
Total return 1		4.71%			0.08%			3.75%			4.43%			5.48%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	56,092		$	61,217		$	65,183		$	68,185		$	70,604
Ratio of net expenses to average net assets 2		0.31%			0.34%			0.33%			0.33%			0.33%
Ratio of net investment income (loss) to average net assets		(0.31%	)		(0.34%	)		(0.33%	)		(0.33%	)		(0.33%	)
Portfolio turnover rate		26%			24%			26%			38%			44%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

² The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio.

³  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

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Notes to Financial Statements — December 31, 2016

1 — ORGANIZATION

Penn Series Funds, Inc. (“Penn Series”) was incorporated in Maryland on April 22, 1982. Penn Series is registered under the Investment Company Act of 1940, as amended, as an open-end, diversified management investment company. Penn Series is open only to purchasers of The Penn Mutual Life Insurance Company (“Penn Mutual”) and The Penn Insurance and Annuity Company insurance contracts and certain of Penn Mutual’s employee benefit plans.

Penn Series is presently offering shares in its Money Market, Limited Maturity Bond, Quality Bond, High Yield Bond, Flexibly Managed, Balanced, Large Growth Stock, Large Cap Growth, Large Core Growth, Large Cap Value, Large Core Value, Index 500, Mid Cap Growth, Mid Cap Value, Mid Core Value, SMID Cap Growth, SMID Cap Value, Small Cap Growth, Small Cap Value, Small Cap Index, Developed International Index, International Equity, Emerging Markets Equity, Real Estate Securities, Aggressive Allocation, Moderately Aggressive Allocation, Moderate Allocation, Moderately Conservative Allocation and Conservative Allocation Funds (each a “Fund” and collectively, the “Funds”). Penn Series also has the authority to issue shares in three additional funds, each of which would have their own investment objective and policies.

Fund of Funds (“FOFs”) – Each Penn Series FOF seeks to achieve its investment objective by investing in other Penn Series Funds (“Underlying Funds”) and uses asset allocation strategies to determine how much to invest in the Underlying Funds. Each of the following is a Penn Series FOFs: Balanced, Aggressive Allocation, Moderately Aggressive Allocation, Moderate Allocation, Moderately Conservative Allocation and Conservative Allocation Funds.

2 — SIGNIFICANT ACCOUNTING POLICIES

The following significant accounting policies are followed by Penn Series in the preparation of its financial statements. The preparation of financial statements in accordance with the accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates and those differences could be material. The Funds are investment companies and follow the accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic No. 946.

SECURITY VALUATION:

Money Market Fund — Investments in securities are valued using the amortized cost method as permitted by Rule 2a-7 under the Investment Company Act of 1940, which involves initially valuing investments at cost and thereafter assuming a constant amortization to maturity of any premium or discount. This method approximates market value.

Limited Maturity Bond, Quality Bond, High Yield Bond, Flexibly Managed, Large Growth Stock, Large Cap Growth, Large Core Growth, Large Cap Value, Large Core Value, Index 500, Mid Cap Growth, Mid Cap Value, Mid Core Value, SMID Cap Growth, SMID Cap Value, Small Cap Growth, Small Cap Value, Small Cap Index, Developed International Index, International Equity, Emerging Markets Equity, Real Estate Securities Funds — Portfolio securities listed on a securities exchange or an automated quotation system for which quotations are readily available, including securities traded over the counter, are valued at the last quoted sale price on the principal exchange or market on which they are traded on the valuation date or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. Securities valued according to these evaluation methods are categorized as Level 1 in the fair value hierarchy described below. Debt and fixed income securities are valued by recognized independent third-party valuation services, employing valuation methodologies that utilize actual market transactions, broker-dealer supplied valuations, and matrix pricing. Matrix pricing for corporate bonds, floating rate notes, municipal securities and U.S. government and government agency obligations considers yield or price of bonds of comparable quality, coupon, maturity and type and, for asset backed securities, commercial mortgage securities and U.S. government agency mortgage securities, also considers prepayment speed assumptions and attributes and performance of the underlying collateral. Securities valued according to these valuation methods are generally categorized as Level 2 in the fair value hierarchy described below. To the extent that bid prices are provided by the pricing service, the Funds will use the bid price. Debt obligations with remaining maturities of sixty days or less may be valued at their amortized cost, which approximates market value. The prices for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates as of the valuation date.

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Notes to Financial Statements — December 31, 2016

Options are valued at the last traded price on the market where such options are principally traded or, if there was no trade on such day, at the last bid quote. Futures contracts are valued at the last settlement price on the market where such futures contracts are principally traded. Although derivatives may be subject to netting provisions, as discussed further in Note 7, derivatives held are valued at their gross amounts.

To assess the continuing appropriateness of third party pricing service security valuations, the Adviser or sub-adviser, as applicable, or the fund accounting service provider, who is subject to oversight by the Administrator, regularly monitor the prices and compare prices to alternate sources where applicable. Pricing challenges are issued for valuation differences exceeding certain tolerances or when considered not reflective of the market by the Adviser or sub-adviser, as applicable.

Securities for which market quotations are not readily available are valued at fair value prices determined using methods approved by the Penn Series Board of Directors (the “Board of Directors”). The Penn Series Valuation Committee (the “Valuation Committee”), established by and subject to oversight by the Board of Directors, monitors pricing related policies and procedures and approves all fair value determinations. The Valuation Committee consists of representatives from Penn Mutual Asset Management, LLC (“PMAM” or the “Adviser”), the investment adviser to each of the Funds, and Penn Mutual, the administrator to the Funds (the “Administrator”). The Valuation Committee regularly makes good faith judgments, using sources and information obtained, including recommendations and supporting rationales and inputs from the Adviser or the applicable sub-adviser, to establish and /or adjust fair valuations of securities as events occur and circumstances warrant. The information and inputs may include but are not limited to cost of the security, last sale price, private transaction trading prices, comparable publically traded security prices, discount rates, publically disclosed news stories and regulatory filings, estimated cash flows and yield curves. As part of its procedures, the Valuation Committee monitors the fair valued securities, considers additional news or significant developments relative to the specific security, reviews the valuations with the Adviser or respective sub-adviser on a regular basis and applies back testing procedures to valuations as applicable. Reasons for which securities may be valued in this manner include, but are not limited to, trading on an exchange for a security has been halted, suspended or has not begun, a security has been de-listed from a national exchange, trading on a security’s primary market is temporarily closed at a time when, under normal conditions, it would be open, or valuation by a third party pricing service is currently not available or is no longer available.

Certain events may occur between the time that foreign markets close, on which securities held by the Fund principally trade, and the time at which the Fund’s NAV is calculated. These securities are valued at a fair value utilizing an independent third party valuation service in accordance with procedures adopted by the Fund’s Board of Directors. The methodology and procedures followed by the valuation service consider the correlation of the trading patterns of the foreign security to the intraday trading in the U.S. markets for investments such as ADRs, financial futures, ETFs, and certain indexes as well as prices for similar securities. Securities valued using such valuation service are classified as Level 2 of the fair value hierarchy as these adjustment factors are considered other observable inputs to the valuation. Values from the valuation service are applied in the event that there is a movement in the U.S. market that exceeds a specific threshold that has been established by the Valuation Committee. The Valuation Committee has also established a “confidence interval”, which is used to determine the level of historical correlation between the value of a specific foreign security and movements in the U.S. market before a particular security will be fair valued when the threshold is exceeded. In the event that the threshold established by the Valuation Committee is exceeded on a specific day, the Funds shall value the non-U.S. securities in their portfolios that exceed the applicable “confidence interval” based upon the adjusted prices provided by the fair valuation service.

The determination of a security’s fair value price often involves the consideration of a number of subjective factors, and is therefore subject to the unavoidable risk that the value assigned to a security may be higher or lower than the security’s value would be if a reliable market quotation for the security was readily available.

Balanced, Aggressive Allocation, Moderately Aggressive Allocation, Moderate Allocation, Moderately Conservative Allocation and Conservative Allocation Funds — The valuation of each Fund’s investment in its Underlying Funds is based on the net asset values of the Underlying Funds each business day.

Fair value measurements are determined within a framework that has established a fair value hierarchy based upon the various data inputs utilized in determining the value of the Funds’ investments. Inputs refer broadly to the assumptions that

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Notes to Financial Statements — December 31, 2016

market participants would use in pricing an asset. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. These inputs are summarized into three broad levels as follows:

• Level 1 — quoted prices in active markets for identical securities

• Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)

• Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Transfers between levels 1 and 2 during the year ended December 31, 2016, if any, are shown as notes on the Schedule of Investments of the individual Fund.

Significant Level 3 items at December 31, 2016 consist of $4,474,572 of equities in the Large Growth Stock Fund which were not publicly trading. The unobservable inputs used in valuing these securities include new rounds of financing, negotiated transactions of significant size between other investors in the company, relevant market valuations of peer companies and strategic events affecting the company. Significant increases (decreases) in the valuation indicated by the new rounds of financing, valuations observed through negotiated transactions between other investors in the company or changes in the market valuation of relevant peer companies would result in directionally similar changes to the fair value. Fair value determinations are reviewed and updated on a regular basis and as information becomes available, including actual purchase and sale transactions of the issue.

Foreign Currency Translation — The books and records of the Funds are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis: market value of investment securities, assets and liabilities at the current rate of exchange; purchases and sales of investment securities, income and expenses at the relevant rates of exchange prevailing on the respective dates of such transactions.

The Funds do not isolate the portion of realized and unrealized gains and losses on investments which is due to changes in the foreign exchange rate from that which is due to changes in market prices of equity securities. Such fluctuations are included with net realized and unrealized gain or loss from investments.

Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S. dollar denominated transactions as a result of, among other factors, the level of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability.

Loan Agreements — Certain Funds may invest in loan agreements, also known as bank loans, which represent an interest in amounts owed by a borrower to a syndication of lenders. Bank loans may involve multiple loans with the same borrower under a single credit agreement (each loan, a tranche), and each tranche may have different terms and associated risks. A bank or other financial institution typically acts as the agent and administers a bank loan in accordance with the associated credit agreement. Bank loans are generally noninvestment grade and often involve borrowers whose financial condition is troubled or uncertain and companies that are highly leveraged. The Funds may buy and sell bank loans in the form of either loan assignments or loan participations. A loan assignment transfers all legal, beneficial, and economic rights to the buyer. Although loan assignments continue to be administered by the agent, the buyer acquires direct rights against the borrower. In many cases, a loan assignment requires the consent of both the borrower and the agent. In contrast, a loan participation generally entitles the buyer to receive the cash flows from principal, interest, and any fee payments that the seller is entitled to receive from the borrower; however, the seller continues to hold legal title to the loan. As a result, with loan participations, the buyer generally has no right to enforce compliance with terms of the credit agreement against the borrower, and the buyer is subject to the credit risk of both the borrower and the seller. Bank loans often have extended settlement periods, during which the fund is subject to nonperformance by the counterparty.

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Notes to Financial Statements — December 31, 2016

SECURITY TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — Security transactions are accounted for on the trade date. Dividend income is recorded on the ex-dividend date and interest income is accrued as earned. Discounts and premiums are accreted and amortized using the effective interest method. The cost of investment securities sold is determined by using the specific identification method for both financial reporting and income tax purposes. Expenses directly attributable to a Fund are directly charged. Common expenses of the Funds are allocated using methods approved by the Board of Directors, generally based on average net assets. Expenses included in the accompanying financial statements reflect the expenses of each Fund and do not include any expenses associated with the Underlying Funds of the FOFs.

DIVIDENDS TO SHAREHOLDERS — Except for the Money Market Fund, all or a portion of each Fund’s undistributed net investment income and accumulated net realized gain on investment and foreign exchange transactions, if any, at December 31, 2016 were deemed distributed as consent dividends to each respective Fund’s shareholders in place of regular distributions. As consent dividends, shareholders of each Fund agree to treat their share of undistributed net investment income and accumulated net realized gain on investment and foreign exchange transactions, if any, at December 31, 2016, respectively, as dividend income and net capital gains for tax purposes. In the case of the Money Market Fund, dividends paid from undistributed net investment income and accumulated net realized gain on investments are declared daily and paid monthly.

Dividends from net investment income and distributions from net realized gains are determined in accordance with federal income tax regulations which may differ from net investment income and net realized capital gains recorded in accordance with accounting principles generally accepted in the United States. To the extent that these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification. Distributions from net realized gains may involve short-term capital gains, which are included as ordinary income for tax purposes.

The character of distributions received from Real Estate Investment Trusts (“REITs”) held by a Fund is generally comprised of net investment income, capital gains, and return of capital. It is the policy of the Funds to estimate the character of distributions received from the underlying REITs based on historical data provided by the REITs. As of year-end, differences between the estimated and actual amounts are reflected in a Fund’s records.

3 — INVESTMENT ADVISORY AND OTHER CORPORATE SERVICES

Investment Advisory Services

Effective July 1, 2016, Penn Mutual Asset Management, LLC, the investment adviser to each series of Penn Series, converted its form of business organization from a Pennsylvania corporation to a Pennsylvania limited liability company and changed its name to Penn Mutual Asset Management, LLC. With the exception of the Money Market, Limited Maturity, Quality Bond, Balanced, Aggressive Allocation, Moderately Aggressive Allocation, Moderate Allocation, Moderately Conservative Allocation and Conservative Allocation Funds, PMAM has entered into sub-advisory agreements to provide investment management services to each of the Funds.

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Each of the Funds pay PMAM, on a monthly basis, an advisory fee based on the average daily net assets of the Fund, at the following rates pursuant to the investment advisory agreements:

Fund	Sub-Adviser	Investment Advisory Fees (As a Percentage of the Average Daily Net Assets of the Fund)
Money Market Fund	None	0.33% of the first $200,000,000; 0.31% of the next $150,000,000; 0.29% of the next $150,000,000; 0.27% over $500,000,000.
Limited Maturity Bond Fund	None	0.46% of the first $200,000,000; 0.44% of the next $150,000,000; 0.42% of the next $150,000,000; 0.40% over $500,000,000.
Quality Bond Fund	None	0.46% of the first $200,000,000; 0.44% of the next $150,000,000; 0.42% of the next $150,000,000; 0.40% over $500,000,000.
High Yield Bond Fund	T. Rowe Price Associates, Inc	0.56% of the first $250,000,000; 0.53% over $250,000,000.
Flexibly Managed Fund	T. Rowe Price Associates, Inc	0.72% of the first $500,000,000; 0.70% of the next $2,000,000,000; 0.68% of the next $1,500,000,000; 0.65% of the next $1,000,000,000; 0.62% over $5,000,000,000.
Balanced Fund	None	None
Large Growth Stock Fund	T. Rowe Price Associates, Inc	0.72% of the first $250,000,000; 0.68% of the next $250,000,000; 0.65% over $500,000,000.
Large Cap Growth Fund	Massachusetts Financial Services Company	0.55%
Large Core Growth Fund	Wells Capital Management, Inc.*	0.60%
Large Cap Value Fund	Loomis, Sayles & Company, LP	0.67% of the first $150,000,000; 0.65% over $150,000,000.
Large Core Value Fund	Eaton Vance Management	0.67% of the first $150,000,000; 0.65% of the next $250,000,000; 0.60% over $400,000,000.
Index 500 Fund	SSgA Fund Management, Inc.	0.14% of the first $150,000,000; 0.13% of the next $150,000,000; 0.12% over $300,000,000.
Mid Cap Growth Fund	Ivy Investment Management Company	0.70%
Mid Cap Value Fund	Neuberger Berman Management, Inc.	0.55% of the first $250,000,000; 0.525% of the next $250,000,000; 0.50% of the next $250,000,000; 0.475% of the next $250,000,000; 0.45% of the next $500,000,000; 0.425% over $1,500,000,000.
Mid Core Value Fund	American Century Investment Management, Inc.	0.72%
SMID Cap Growth Fund	Wells Capital Management, Inc.**	0.75%
SMID Cap Value Fund	Alliance Bernstein, LP	0.95%

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Fund	Sub-Adviser	Investment Advisory Fees (As a Percentage of the Average Daily Net Assets of the Fund)
Small Cap Growth Fund	Janus Capital Management LLC	0.80% of the first $25,000,000; 0.75% of the next $25,000,000; 0.70% over $50,000,000.
Small Cap Value Fund	Goldman Sachs Asset Management, LP	0.75% of the first $50,000,000; 0.725% of the next $50,000,000; 0.70% over $100,000,000.
Small Cap Index Fund	SSgA Fund Management, Inc.	0.30%
Developed International Index Fund	SSgA Fund Management, Inc.	0.30%
International Equity Fund	Vontobel Asset Management, Inc.	0.86% of the first $227,000,000; 0.84% of the next $227,000,000; 0.82% over $454,000,000.
Emerging Markets Equity Fund	Morgan Stanley Investment Management Inc.	1.18% of the first $2,500,000,000; 1.00% over $2,500,000,000.
Real Estate Securities Fund	Cohen & Steers Capital Management, Inc.	0.70%
Aggressive Allocation Fund	None	0.12% of the first $200,000,000; 0.11% of the next $150,000,000; 0.10% of the next $150,000,000; 0.09% over $500,000,000.
Moderately Aggressive Allocation Fund	None	0.12% of the first $200,000,000; 0.11% of the next $150,000,000; 0.10% of the next $150,000,000; 0.09% over $500,000,000.
Moderate Allocation Fund	None	0.12% of the first $200,000,000; 0.11% of the next $150,000,000; 0.10% of the next $150,000,000; 0.09% over $500,000,000.
Moderately Conservative Allocation Fund	None	0.12% of the first $200,000,000; 0.11% of the next $150,000,000; 0.10% of the next $150,000,000; 0.09% over $500,000,000.
Conservative Allocation Fund	None	0.12% of the first $200,000,000; 0.11% of the next $150,000,000; 0.10% of the next $150,000,000; 0.09% over $500,000,000.

* Effective December 1, 2016, Morgan Stanley Investment Management Inc. replaced Wells Capital Management, Inc. as sub-adviser to the Fund.

** Effective December 1, 2016, Goldman Sachs Asset Management, LLP replaced Wells Capital Management, Inc. as sub-adviser to the Fund.

For providing investment management services to the Funds, PMAM pays each sub-adviser, on a monthly basis, a sub-advisory fee.

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Notes to Financial Statements — December 31, 2016

Administrative and Corporate, Co-Administrative and Shareholder Services

Each of the Funds pays Penn Mutual, on a quarterly basis, 0.01% of the Fund’s average daily net assets under a revised administrative and corporate services agreement and 0.09% under a shareholder servicing agreement. Each of the Funds pays PMAM, on a quarterly basis, 0.02% of the Fund’s average daily assets under a co-administrative agreement.

Fund Administration and Accounting Services

Under a fund administration and accounting agreement, BNY Mellon Investment Servicing (US), Inc. (“BNY Mellon”) serves as accounting agent for Penn Series. Each of the Funds, except the FOFs, International Equity Fund, Emerging Markets Equity Fund and Developed International Index Fund, pays BNY Mellon, on a monthly basis, an annual fee based on the average daily net assets of the Fund equal to 0.070% for the first $100 million, 0.050% for the next $200 million, 0.030% for the next $300 million and 0.020% thereafter. With the exception of the FOFs, International Equity Fund, Emerging Markets Equity Fund, Developed International Index Fund and Money Market Fund, the minimum annual fee each Fund must pay is $27,500. The annual accounting fee for each of the FoFs shall be an asset based fee of 0.010% of FOF’s average daily net assets, exclusive of out-of-pocket expenses. Each FOF’s minimum annual fee is $12,000. The minimum annual fee is $48,000 for each of the International Equity Fund, Emerging Markets Equity Fund and Developed International Index Fund. The Money Market Fund pays no minimum annual fee. Each of the International Equity, Emerging Markets Equity and Developed International Index Funds pays BNY Mellon, on a monthly basis, an annual 0.080% for the first $100 million, 0.060% for the next $300 million, 0.040% for the next $200 million, and 0.030% thereafter. In addition, each of the Funds pays BNY Mellon approximately 0.010% of the Fund’s average daily net assets for tax and regulatory administration services.

Transfer Agent Services

Under a transfer agency agreement, BNY Mellon serves as transfer agent for Penn Series.

Custodial Services

The Bank of New York Mellon, Inc., serves as custodian for Penn Series. In addition to transaction charges and out-of-pocket expenses, each of the Funds pay The Bank of New York Mellon, Inc., on a monthly basis, an annual custody fee of 0.007% for U.S. securities. The Bank of New York Mellon, Inc. serves as foreign custodian for Penn Series. There is a separate custody fee schedule for foreign securities.

Expenses and Limitations Thereon

Each Fund bears all expenses of its operations other than those incurred by PMAM and its sub-adviser under its respective investment advisory agreement and those incurred by Penn Mutual under its administrative and corporate services agreement. PMAM and Penn Mutual have agreed to waive fees or reimburse expenses to the extent the Fund’s total expense ratio (excluding nonrecurring account fees, fees on portfolio transactions, such as exchange fees, dividends and interest on securities sold short, Acquired Fund Fees and Expenses, service fees, interest, taxes, brokerage commissions, other capitalized expenses and other non-routine expenses or extraordinary expenses not incurred in the ordinary course of a Fund’s business, but including investment advisory and administrative and corporate services fees) exceeds the applicable expense limitation for the Fund. The expense limitations for the Funds are as follows:

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Notes to Financial Statements — December 31, 2016

Fund	Expense Limitation		Fund	Expense Limitation
Money Market		0.64%	SMID Cap Growth		1.07%
Limited Maturity Bond		0.74%	SMID Cap Value		1.26%
Quality Bond		0.73%	Small Cap Growth		1.13%
High Yield Bond		0.92%	Small Cap Value		1.02%
Flexibly Managed		0.94%	Small Cap Index		0.74%
Balanced		0.79%	Developed International Index		0.94%
Large Growth Stock		1.02%	International Equity		1.20%
Large Cap Growth		0.89%	Emerging Markets Equity		1.78%
Large Core Growth		0.90%	Real Estate Securities		1.02%
Large Cap Value		0.96%	Aggressive Allocation*		0.40%
Large Core Value		0.96%	Moderately Aggressive Allocation*		0.34%
Index 500		0.42%	Moderate Allocation*		0.34%
Mid Cap Growth		1.00%	Moderately Conservative Allocation*		0.35%
Mid Cap Value		0.83%	Conservative Allocation*		0.38%
Mid Core Value		1.11%

* For FoFs, with the exception of the Balanced Fund, the operating expense limit applies only at the Fund level and does not limit the fees indirectly incurred by the FOFs through their investments in the Underlying Funds.

Effective September 10, 2009, Penn Series, on behalf of its Money Market Fund, PMAM, and Penn Mutual, entered into an agreement whereby PMAM and Penn Mutual may temporarily and voluntarily waive fees and/or reimburse expenses in excess of their current fee waiver and expense reimbursement commitments in an effort to maintain a minimum net distribution yield for the Money Market Fund. Under the agreement, PMAM and Penn Mutual may, subject to certain minimum yield criteria, as well as a prospective three-year reimbursement period, recapture from the Money Market Fund any fees or expenses waived and/or reimbursed under this arrangement. These reimbursement payments by the Fund to PMAM and/or Penn Mutual are considered “extraordinary expenses” and are not subject to any net operating expense limitations in effect at the time of such payment. This recapture could negatively affect the Fund’s future yield.

If, at the end of each month, there is no liability of PMAM and Penn Mutual to pay the Funds such excess amount, and if payments of the advisory fee or administrative and corporate services fee at the end of prior months during the preceding three fiscal years have been reduced in excess of that required to maintain expenses within the expense limitation, such excess reduction is eligible to be recaptured by PMAM and Penn Mutual and, if recaptured, would become payable by the Funds to PMAM and Penn Mutual along with the advisory fee or administrative and corporate services fee for that month, as applicable. Penn Mutual and/or PMAM’s election not to recapture the amount of any reduction and reimbursement to which it is entitled in no way impairs the rights of Penn Mutual and/or PMAM to subsequently recapture such amount, provided that such amount remains eligible for recapture and would not cause the Fund to exceed its expense limit for that fee payment period.

As of December 31, 2016, the following Funds had waived and/or reimbursed administrative and corporate services fees that are subject to potential recapture by Penn Mutual through the periods stated below. If not recaptured, the waiver and/or reimbursed administrative and corporate services fees will expire according to the table below:

	December 31, 2016		December 31, 2017		December 31, 2018		December 31, 2019
Money Market Fund	$	176,621	$	220,934	$	75,300	$	—
Balanced Fund		20,510		7,278		—		—
Large Cap Growth Fund		—		—		—		760

During the year ended December 31, 2016, previously waived administrative fees were recaptured by Penn Mutual. The recaptured fees are shown as Recaptured administrative fees on the statement of operations and are as follows:

Large Cap Growth Fund $ 3,956

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Notes to Financial Statements — December 31, 2016

As of December 31, 2016, the following Funds had waived and/or reimbursed advisory fees that are subject to potential recapture by PMAM through the periods stated below. If not recaptured, the waived and/or reimbursed advisory fees will expire according to the table below:

	December 31, 2016		December 31, 2017		December 31, 2018		December 31, 2019
Money Market Fund	$	247,479	$	388,671	$	372,994	$	165,367
SMID Cap Growth Fund		6,575		3,212		—		—
SMID Cap Value Fund		61,894		22,348		—		—
Small Cap Index Fund		85,442		31,741		—		—
Developed International Index Fund		329,477		72,559		—		—

During the year ended December 31, 2016, previously waived advisory fees were recaptured by PMAM. The recaptured fees are shown as Recaptured advisory fees on the statement of operations and are as follows:

Mid Cap Growth Fund	$	1,656
SMID Cap Growth		4,939
Aggressive Allocation Fund		2,540
Conservative Allocation Fund		119

Total fees of $381,000 were paid to Directors of Penn Series, who are not interested persons of Penn Series, for the year ended December 31, 2016. Director’s who are also employees of PMAM or its affiliates and officers of the Company receive no compensation from the Company for their services.

4 — RELATED PARTY TRANSACTIONS

Certain benefit plans of Penn Mutual own annuity contracts that are invested in the Penn Series Funds. The benefit plan assets that are invested in the Penn Series Funds at December 31, 2016 are as follows:

Money Market Fund	$	7,168,461
Limited Maturity Bond Fund		32,740,107
Quality Bond Fund		16,280,058
Large Growth Stock Fund		19,629,089
Large Core Value Fund		24,915,001
Index 500 Fund		20,361,374
SMID Cap Growth Fund		3,807,114
SMID Cap Value Fund		4,589,605
Small Cap Index Fund		3,678,083
Developed International Index Fund		2,588,016
International Equity Fund		6,175,734

Certain Funds affect trades for security purchase and sale transactions through brokers that are affiliates of the Adviser or the sub-advisers. Commissions paid on those trades from the Funds for the year ended December 31, 2016 were as follows:

Large Growth Stock Fund	$	121
Large Core Growth Fund		55
SMID Cap Growth Fund		203
Small Cap Value Fund		31,303
Emerging Markets Equity Fund		2,309

The Funds may purchase securities from or sell to other funds that have a common adviser. These interfund transactions are primarily used for transactional cost purposes and are made pursuant to Rule 17a-7 of the Investment Company Act of 1940.

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Notes to Financial Statements — December 31, 2016

A Summary of the FoF’s total long-term and short-term purchases and sales of the shares of the underlying Funds during the period ended December 31, 2016 is as follows:

Balanced Fund	Total Value at 12/31/15		Total Value at 12/31/16		Purchases		Sales Proceeds		Dividend Income		Realized Gain Loss
Penn Series Quality Bond Fund	$	30,492,870	$	31,009,450	$	2,806,499	$	3,573,240	$	—	$	827,722
Penn Series Index 500 Fund		45,739,306		46,514,174		2,188,957		6,436,804		—		4,132,851
	$	76,232,176	$	77,523,624	$	4,995,456	$	10,010,044	$	—		4,960,573
Aggressive Allocation Fund	Total Value at 12/31/15		Total Value at 12/31/16		Purchases		Sales Proceeds		Dividend Income		Realized Gain Loss
Penn Series Quality Bond Fund	$	1,216,144	$	2,459,821	$	1,409,682	$	189,042	$	—	$	40,830
Penn Series Flexibly Managed Fund		2,432,289		1,844,866		90,584		867,589		—		357,545
Penn Series Large Growth Stock Fund		2,432,289		1,229,910		306,333		1,544,415		—		894,950
Penn Series Large Cap Growth Fund		1,216,144		1,229,910		100,912		157,445		—		40,361
Penn Series Large Cap Value Fund		6,080,722		4,919,641		375,077		2,141,085		—		1,128,819
Penn Series Large Core Value Fund		4,864,577		4,919,641		394,434		791,403		—		465,271
Penn Series High Yield Bond Fund		—		1,229,910		1,259,223		56,082		—		719
Penn Series Index 500 Fund		3,040,361		2,459,821		114,566		1,006,394		—		658,140
Penn Series Limited Maturity Bond Fund		—		1,844,865		1,893,392		48,518		—		(28	)
Penn Series Mid Cap Growth Fund		1,216,144		1,229,910		73,544		135,266		—		58,860
Penn Series Mid Cap Value Fund		3,648,433		3,074,776		165,177		1,292,069		—		691,248
Penn Series Mid Core Value Fund		3,648,433		3,074,776		139,206		1,431,759		—		816,707
Penn Series SMID Cap Growth Fund		1,824,217		1,229,910		148,543		823,550		—		464,491
Penn Series SMID Cap Value Fund		3,040,361		3,074,776		148,712		820,897		—		565,575
Penn Series Small Cap Growth Fund		1,824,217		1,844,866		121,388		254,575		—		150,504
Penn Series Small Cap Value Fund		2,432,289		1,844,866		98,818		1,175,684		—		737,249
Penn Series Small Cap Index Fund		608,072		614,955		39,403		149,386		—		96,749
Penn Series Developed International Index Fund		4,864,577		6,149,551		1,808,150		560,771		—		233,470
Penn Series International Equity Fund		8,513,011		8,609,372		1,422,239		892,483		—		417,752
Penn Series Emerging Markets Equity Fund		5,472,650		6,764,507		1,850,950		791,705		—		67,828
Penn Series Real Estate Securities Fund		2,432,289		1,844,865		160,318		901,473		—		600,427
	$	60,807,219	$	61,495,515	$	12,120,651	$	16,031,591	$	—	$	8,487,467

212

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Notes to Financial Statements — December 31, 2016

Moderately Aggressive Allocation Fund	Total Value at 12/31/15		Total Value at 12/31/16		Purchases		Sales Proceeds		Dividend Income		Realized Gain Loss
Penn Series Limited Maturity Bond Fund	$	7,135,107	$	13,751,797	$	7,623,409	$	1,185,095	$	—	$	124,226
Penn Series Quality Bond Fund		23,783,691		22,919,661		1,902,115		3,780,576		—		823,194
Penn Series High Yield Fund		7,135,107		4,583,932		181,664		3,716,542		—		1,401,864
Penn Series Flexibly Managed Fund		14,270,215		13,751,797		608,034		2,234,000		—		905,854
Penn Series Large Growth Stock Fund		7,135,107		4,583,932		871,648		3,514,352		—		2,046,017
Penn Series Large Cap Growth Fund		4,756,738		4,583,932		314,342		763,248		—		200,105
Penn Series Large Cap Value Fund		19,026,953		18,335,729		1,189,477		3,957,978		—		2,304,885
Penn Series Large Core Value Fund		19,026,953		18,335,729		1,239,857		3,641,494		—		2,165,392
Penn Series Index 500 Fund		9,513,476		9,167,865		281,883		1,648,061		—		1,131,853
Penn Series Mid Cap Growth Fund		4,756,738		4,583,932		237,239		700,249		—		335,061
Penn Series Mid Cap Value Fund		11,891,846		9,167,864		401,217		4,870,934		—		2,936,255
Penn Series Mid Core Value Fund		11,891,845		9,167,864		311,734		5,307,082		—		3,162,250
Penn Series SMID Cap Growth Fund		4,756,738		2,291,966		341,364		2,969,569		—		1,150,531
Penn Series SMID Cap Value Fund		9,513,476		9,167,864		342,307		2,838,985		—		2,012,565
Penn Series Small Cap Growth Fund		4,756,738		4,583,932		273,049		838,002		—		472,544
Penn Series Small Cap Value Fund		7,135,107		6,875,898		237,301		2,085,172		—		1,428,591
Penn Series Small Cap Index Fund		4,756,738		4,583,932		256,625		1,313,822		—		882,884
Penn Series Developed International Index Fund		16,648,584		16,043,762		4,226,895		5,026,377		—		1,823,083
Penn Series International Equity Fund		28,540,429		27,503,593		4,255,298		3,938,705		—		2,006,089
Penn Series Emerging Markets Equity Fund		14,270,214		18,335,729		6,114,210		2,554,814		—		366,447
Penn Series Real Estate Securities Fund		7,135,107		6,875,898		752,284		1,395,951		—		1,036,635
	$	237,836,907	$	229,196,608	$	31,961,952	$	58,281,008	$	—	$	28,716,325
Moderate Allocation Fund	Total Value at 12/31/15		Total Value at 12/31/16		Purchases		Sales Proceeds		Dividend Income		Realized Gain Loss
Penn Series Money Market Fund	$	3,407,652	$	27	$	163,509	$	3,571,133	$	—	$	—
Penn Series Limited Maturity Bond Fund		20,445,739		29,829,840		14,383,524		5,485,445		—		500,894
Penn Series Quality Bond Fund		85,190,580		86,175,095		8,422,924		11,018,506		—		2,487,191

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Notes to Financial Statements — December 31, 2016

Moderate Allocation Fund (continued)	Total Value at 12/31/15		Total Value at 12/31/16		Purchases		Sales Proceeds		Dividend Income		Realized Gain Loss
Penn Series High Yield Fund	$	13,630,493	$	9,943,280	$	213,223	$	5,797,713	$	—	$	2,779,798
Penn Series Flexibly Managed Fund		23,853,363		19,886,560		383,021		6,180,737		—		3,423,515
Penn Series Large Growth Stock Fund		6,815,247		6,628,853		791,610		1,063,877		—		676,481
Penn Series Large Cap Growth Fund		3,407,623		3,314,427		180,618		468,590		—		120,071
Penn Series Large Cap Value Fund		20,445,739		16,572,134		945,952		6,822,621		—		3,667,784
Penn Series Large Core Value Fund		20,445,739		16,572,134		737,963		6,243,400		—		3,582,859
Penn Series Index 500 Fund		10,222,870		9,943,280		188,314		1,558,934		—		961,845
Penn Series Mid Cap Growth Fund		6,815,246		6,628,854		274,531		867,026		—		557,281
Penn Series Mid Cap Value Fund		10,222,870		9,943,280		257,890		2,140,086		—		780,146
Penn Series Mid Core Value Fund		17,038,116		16,572,134		282,997		4,235,902		—		2,653,209
Penn Series SMID Cap Growth Fund		3,407,623		3,314,427		242,104		538,180		—		121,116
Penn Series SMID Cap Value Fund		6,815,246		6,628,853		179,870		1,903,906		—		1,058,796
Penn Series Small Cap Growth Fund		3,407,623		3,314,427		162,002		532,944		—		345,121
Penn Series Small Cap Value Fund		10,222,870		9,943,280		273,395		2,826,891		—		1,926,185
Penn Series Small Cap Index Fund		6,815,246		6,628,853		323,219		1,774,385		—		1,155,490
Penn Series Developed International Index Fund		17,038,116		16,572,133		1,758,751		2,286,005		—		941,332
Penn Series International Equity Fund		30,668,609		29,829,840		4,094,153		3,448,925		—		1,756,752
Penn Series Emerging Markets Equity Fund		13,630,493		16,572,134		4,366,215		1,977,275		—		490,205
Penn Series Real Estate Securities Fund		6,815,247		6,628,853		580,476		1,124,969		—		827,128
	$	340,762,350	$	331,442,698	$	39,206,261	$	71,867,450	$	—	$	30,813,199
Moderately Conservative Allocation Fund	Total Value at 12/31/15		Total Value at 12/31/16		Purchases		Sales Proceeds		Dividend Income		Realized Gain Loss
Penn Series Money Market Fund	$	1,013,492	$	8	$	84,472	$	1,097,956	$	—	$	—
Penn Series Limited Maturity Bond Fund		15,202,256		18,440,138		6,130,797		3,265,322		—		333,754
Penn Series Quality Bond Fund		34,458,447		33,968,676		3,723,151		5,664,361		—		1,373,654
Penn Series High Yield Fund		6,080,903		2,911,601		287,410		4,267,375		—		2,005,227
Penn Series Flexibly Managed Fund		8,107,870		7,764,269		397,772		1,358,453		—		830,897

214

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2016

Moderately Conservative Allocation Fund (continued)	Total Value at 12/31/15		Total Value at 12/31/16		Purchases		Sales Proceeds		Dividend Income		Realized Gain Loss
Penn Series Large Growth Stock Fund	$	1,013,484	$	970,533	$	153,359	$	208,459	$	—	$	131,849
Penn Series Large Cap Growth Fund		1,013,484		970,534		82,253		181,775		—		44,972
Penn Series Large Cap Value Fund		5,067,419		4,852,668		421,508		1,179,913		—		698,715
Penn Series Large Core Value Fund		5,067,419		4,852,668		411,714		1,073,193		—		641,043
Penn Series Index 500 Fund		2,026,967		1,941,067		111,035		410,777		—		273,094
Penn Series Mid Cap Value Fund		2,026,967		970,534		112,971		1,428,192		—		529,797
Penn Series Mid Core Value Fund		3,040,451		1,941,067		145,525		1,788,761		—		1,097,207
Penn Series SMID Cap Value Fund		1,013,481		970,534		59,501		329,175		—		218,854
Penn Series Small Cap Value Fund		2,026,967		1,941,067		128,344		661,714		—		28,263
Penn Series Small Cap Index Fund		1,013,484		970,533		85,172		314,781		—		205,477
Penn Series Developed International Index Fund		3,040,451		2,911,601		412,386		548,519		—		208,976
Penn Series International Equity Fund		6,080,902		5,823,201		1,004,006		961,179		—		497,234
Penn Series Emerging Markets Equity Fund		2,026,968		2,911,601		1,230,814		386,164		—		(38,153	)
Penn Series Real Estate Securities Fund		2,026,967		1,941,067		216,124		405,027		—		194,541
	$	101,348,385	$	97,053,367	$	15,198,314	$	25,531,096	$	—	$	9,275,401
Conservative Allocation Fund	Total Value at 12/31/15		Total Value at 12/31/16		Purchases		Sales Proceeds		Dividend Income		Realized Gain Loss
Penn Series Money Market Fund	$	3,014,197	$	19	$	282,376	$	3,296,553	$	—	$	—
Penn Series Limited Maturity Bond Fund		12,659,521		16,047,879		7,059,020		3,983,668		—		408,085
Penn Series Quality Bond Fund		26,524,710		24,901,882		3,827,851		6,569,623		—		1,612,054
Penn Series High Yield Fund		4,219,840		1,660,126		375,737		3,500,314		—		1,751,904
Penn Series Flexibly Managed Fund		4,822,674		4,427,001		1,059,171		1,847,935		—		1,078,341
Penn Series Large Cap Value Fund		1,808,503		1,660,126		249,891		598,399		—		135,859
Penn Series Large Core Value Fund		2,411,337		1,660,126		288,397		1,222,991		—		264,628
Penn Series Index 500 Fund		602,834		553,375		66,046		180,855		—		121,221
Penn Series Mid Core Value Fund		1,205,669		1,106,750		125,089		474,841		—		256,544
Penn Series Developed International Index Fund		1,205,669		1,106,750		224,548		327,976		—		84,276
Penn Series International Equity Fund		1,808,503		1,106,751		325,373		993,833		—		479,304

215

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2016

Conservative Allocation Fund (continued)	Total Value at 12/31/15		Total Value at 12/31/16		Purchases		Sales Proceeds		Dividend Income		Realized Gain Loss
Penn Series Emerging Markets Equity Fund	$	—	$	553,375	$	658,115	$	55,841	$	—	$	(4,215	)
Penn Series Real Estate Securities Fund		—		553,375		632,568		55,841		—		(4,572	)
	$	60,283,457	$	55,337,535	$	15,174,182	$	23,108,670	$	—	$	6,183,429

5 — PURCHASES AND SALES OF SECURITIES

During the year ended December 31, 2016, the Funds made the following purchases and sales of portfolio securities, other than short-term securities:

	U.S. Government Securities				Other Investment Securities
	Purchases		Sales		Purchases		Sales
Limited Maturity Bond Fund	$	45,621,887	$	44,197,851	$	161,440,182	$	146,973,573
Quality Bond Fund		173,702,197		216,087,201		238,269,283		232,071,266
High Yield Bond Fund		5,268,969		5,290,247		128,523,657		142,046,868
Flexibly Managed Fund		—		—		2,152,243,008		1,991,680,366
Balanced Fund		—		—		4,995,456		10,010,044
Large Growth Stock Fund		—		—		109,587,977		146,282,144
Large Cap Growth Fund		—		—		10,664,096		14,402,162
Large Core Growth Fund		—		—		147,145,707		161,579,685
Large Cap Value Fund		—		—		43,125,534		68,006,646
Large Core Value Fund		—		—		164,855,309		187,823,038
Index 500 Fund		—		—		13,233,537		41,300,351
Mid Cap Growth Fund		—		—		28,559,061		43,488,685
Mid Cap Value Fund		—		—		51,733,589		72,328,548
Mid Core Value Fund		—		—		56,582,885		66,279,724
SMID Cap Growth Fund		—		—		81,491,592		87,611,972
SMID Cap Value Fund		—		—		44,037,278		45,216,669
Small Cap Growth Fund		—		—		14,388,499		26,658,352
Small Cap Value Fund		—		—		124,961,111		152,095,872
Small Cap Index Fund		—		—		12,006,782		12,648,961
Developed International Index Fund		—		—		8,065,261		6,607,437
International Equity Fund		—		—		114,407,658		154,924,520
Emerging Markets Equity Fund		—		—		65,564,214		67,876,590
Real Estate Securities Fund		—		—		110,370,935		114,661,025
Aggressive Allocation Fund		—		—		12,120,651		16,031,591
Moderately Aggressive Allocation Fund		—		—		31,961,953		58,281,008
Moderate Allocation Fund		—		—		39,042,753		68,296,317
Moderately Conservative Allocation Fund		—		—		15,113,842		24,433,141
Conservative Allocation Fund		—		—		14,891,807		19,812,115

6 — FEDERAL INCOME TAXES

Each Fund has qualified and intends to continue to qualify as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code for federal income tax purposes. As such, each Fund is required to distribute all investment company taxable income and net capital gains, if any, to its shareholders in order to avoid the imposition of entity-level federal, state, and local income taxes as well as an entity-level excise tax. Except for the Money Market Fund, to the extent any Fund had undistributed investment company taxable income and net capital gains at December 31, 2016, such undistributed investment company taxable income and net capital gains were deemed distributed as consent dividends in place of regular distributions. Accordingly, no provision has been made for federal, state, or local income and excise taxes.

216

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2016

On December 22, 2010, The Regulated Investment Company Modernization Act of 2010 (the “Act”) was signed into law. The Act amended several tax rules impacting the Funds. Some highlights of the enacted provisions are as follows:

The Act allows for capital losses occurring in the taxable years beginning after December 22, 2010 (“post-enactment losses”) to be carried forward indefinitely. However, the Act requires any future gains to be first offset by post-enactment losses before using capital losses incurred in the taxable years beginning prior to the effective date of the Act (“pre-enactment losses”). As a result of this ordering rule, pre-enactment loss carryforwards have an increased likelihood to expire unused. Furthermore, post-enactment losses will retain their character as either long-term capital losses or short-term capital losses rather than being considered all short-term capital losses as under previous law.

The Act provides that a RIC may elect for any taxable year to treat any portion of any qualified late-year loss for such taxable year as arising on the first day of the following taxable year. The term “qualified late-year loss” means any post-October capital loss and any late-year ordinary loss.

The Act also contains simplification provisions, which are aimed at preventing disqualification of a RIC for “inadvertent” failures of the asset diversification and/or qualifying income tests.

Reclassification of Capital Accounts:

Dividends from net investment income and distributions from net realized capital gains are determined in accordance with U.S. federal income tax regulations, which may differ from those amounts determined under U.S. GAAP. These book/tax differences are either temporary or permanent in nature. To the extent these differences are permanent, they are charged or credited to paid-in capital or accumulated net realized gain or net investment income, as appropriate, in the period that the differences arise. Accordingly, the following permanent differences as of December 31, 2016, primarily attributable to consent dividends, reclass of capital gains tax income recognized from pass-through entities, the disallowance of net operating losses, the tax treatment of Passive Foreign Investment Companies, the redesignation of dividend distributions, the reclassification of net foreign currency exchange gains or losses and the reclassification of paydown losses were reclassed between the following accounts:

	Increase (Decrease) Undistributed Net Investment Income			Increase (Decrease) Accumulated Net Realized Gains			Increase (Decrease) Paid-in Capital
Limited Maturity Bond	$	(2,957,281	)	$	(338,496	)	$	3,295,777
Quality Bond Fund		(13,730,140	)		(3,793,997	)		17,524,137
High Yield Bond Fund		(10,060,330	)		(932,685	)		10,993,015
Flexibly Managed Fund		(42,112,425	)		(226,192,213	)		268,304,638
Balanced Fund		142,679			(4,074,238	)		3,931,559
Large Growth Stock Fund		260,646			(30,775,233	)		30,514,587
Large Cap Growth Fund		(229,323	)		(1,687,225	)		1,916,548
Large Core Growth Fund		(59,625	)		(16,310,721	)		16,370,346
Large Cap Value Fund		(3,190,028	)		(1,659,591	)		4,849,619
Large Core Value Fund		(2,800,969	)		(5,474,933	)		8,275,902
Index 500 Fund		(7,320,829	)		(16,824,727	)		24,145,556
Mid Cap Growth Fund		(27,733	)		(1,082,835	)		1,110,568
Mid Cap Value Fund		(1,631,918	)		—			1,631,918
Mid Core Value Fund		(930,048	)		(4,273,455	)		5,203,503
SMID Cap Growth Fund		268,415			(7,023,771	)		6,755,356
SMID Cap Value Fund		(70,637	)		(4,328,537	)		4,399,174
Small Cap Growth Fund		213,705			(2,299,623	)		2,085,918
Small Cap Value Fund		(1,831,885	)		(15,915,965	)		17,747,850
Small Cap Index Fund		(466,996	)		(3,595,874	)		4,062,870
Developed International Index Fund		(2,292,044	)		(3,890	)		2,295,934

217

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2016

	Increase (Decrease) Undistributed Net Investment Income			Increase (Decrease) Accumulated Net Realized Gains			Increase (Decrease) Paid-in Capital
International Equity Fund	$	(346,987	)	$	(15,105,108	)	$	15,452,095
Emerging Markets Equity Fund		80,065			(566,529	)		486,464
Real Estate Securities Fund		(2,270,047	)		(10,001,101	)		12,271,148
Aggressive Allocation Fund		194,525			(8,419,950	)		8,225,425
Moderately Aggressive Allocation Fund		688,836			(28,142,741	)		27,453,905
Moderate Allocation Fund		975,571			(30,564,046	)		29,588,475
Moderately Conservative Allocation Fund		300,414			(9,148,653	)		8,848,239
Conservative Allocation Fund		187,429			(6,005,806	)		5,818,377

These reclassifications had no effect on net assets or net asset value per share.

Tax character of distributions:

The tax character of dividends and distributions declared and paid or deemed distributed during the years ended December 31, 2016 and 2015 were as follows:

	Ordinary Income and Short-Term Capital Gains				Long-Term Capital Gains				Total
	2016		2015		2016		2015		2016		2015
Money Market Fund	$	12,238	$	11,728	$	—	$	—	$	12,238	$	11,728
Limited Maturity Bond Fund		3,295,777		2,913,555		—		—		3,295,777		2,913,555
Quality Bond Fund		16,826,963		18,851,832		697,174		5,712,002		17,524,137		24,563,834
High Yield Bond Fund		10,993,015		11,842,565		—		—		10,993,015		11,842,565
Flexibly Managed Fund		51,078,542		83,145,583		217,226,096		250,663,512		268,304,638		333,809,095
Balanced Fund		1,701,449		1,736,535		5,901,760		4,308,714		7,603,209		6,045,249
Large Growth Stock Fund		—		—		30,775,570		32,483,632		30,775,570		32,483,632
Large Cap Growth Fund		327,867		215,596		1,588,681		5,021,704		1,916,548		5,237,300
Large Core Growth Fund		141,437		—		16,228,909		10,422,157		16,370,346		10,422,157
Large Cap Value Fund		3,190,028		2,607,630		1,659,591		10,201,067		4,849,619		12,808,697
Large Core Value Fund		2,800,969		5,810,205		5,474,933		15,732,524		8,275,902		21,542,729
Index 500 Fund		7,541,297		7,365,475		16,604,259		7,376,220		24,145,556		14,741,695
Mid Cap Growth Fund		26,915		3,579,096		1,083,590		2,419,772		1,110,505		5,998,868
Mid Cap Value Fund		1,632,432		3,582,629		—		26,907,782		1,632,432		30,490,411
Mid Core Value Fund		1,981,801		3,527,900		3,221,749		5,336,338		5,203,550		8,864,238
SMID Cap Growth Fund		—		—		7,023,771		4,762,153		7,023,771		4,762,153
SMID Cap Value Fund		70,637		110,136		4,328,537		5,180,621		4,399,174		5,290,757
Small Cap Growth Fund		—		213,113		2,299,699		7,892,122		2,299,699		8,105,235
Small Cap Value Fund		1,962,873		1,957,827		15,784,977		13,389,064		17,747,850		15,346,891
Small Cap Index Fund		474,084		733,578		3,588,786		3,318,676		4,062,870		4,052,254
Developed International Index Fund		2,295,934		2,122,485		—		—		2,295,934		2,122,485
International Equity Fund		3,074,419		5,142,643		12,377,676		—		15,452,095		5,142,643
Emerging Markets Equity Fund		486,464		427,831		—		—		486,464		427,831
Real Estate Securities Fund		3,061,289		4,122,694		9,209,859		11,247,243		12,271,148		15,369,937

218

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2016

	Ordinary Income and Short-Term Capital Gains				Long-Term Capital Gains				Total
	2016		2015		2016		2015		2016		2015
Aggressive Allocation Fund	$	630,756	$	886,647	$	10,100,778	$	7,798,589	$	10,731,534	$	8,685,236
Moderately Aggressive Allocation Fund		2,765,962		4,394,203		34,221,645		27,334,592		36,987,607		31,728,795
Moderate Allocation Fund		5,448,175		7,572,549		37,876,701		31,886,947		43,324,876		39,459,496
Moderately Conservative Allocation Fund		1,861,547		2,399,500		10,724,743		8,096,434		12,586,290		10,495,934
Conservative Allocation Fund		1,200,562		1,542,898		6,514,472		3,883,603		7,715,034		5,426,501

Short-term gain distributions to shareholders are treated as ordinary income for tax purposes.

Capital loss carryforwards:

At December 31, 2016, the following Funds had capital loss carryforwards (pre-enactment losses) available to offset future realized capital gains through the indicated expiration dates:

	Expires on December 31,
	2017		2018		Total
Emerging Markets Equity Fund	$	4,867,907		—	$	4,867,907

At December 31, 2016, the following Funds had capital loss carryforwards (post-enactment losses) available to offset future realized capital gains:

	Short-Term Capital Loss		Long-Term Capital Loss
Limited Maturity Bond Fund		—	$	495,828
High Yield Bond Fund	$	5,062,409		6,303,462
Developed International Index Fund		209,597		1,769,167
Mid Cap Value Fund		4,992,487		4,130,223
Emerging Markets Equity Fund		5,415,280		694,181

During the year ended December 31, 2016, the following Fund utilized capital loss carryforwards to offset realized capital gains for federal income tax purposes in the following approximate amounts:

International Equity Fund	$	7,227,098
Emerging Markets Equity Fund		2,305,462

Qualified Late-Year Losses:

The following Funds elected to treat the qualified late-year losses as having occurred on January 1, 2017:

	Late-Year Ordinary Losses		Late-Year Capital Losses
Large Growth Stock Fund	$	24		—
Small Cap Growth Fund		79		—
Developed International Index Fund		—	$	106,186

219

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2016

Tax cost of securities:

At December 31, 2016, the total cost of securities and net realized gains or losses on securities sold for federal income tax purposes were different from amounts reported for financial reporting purposes. The federal tax cost, aggregate gross unrealized appreciation and depreciation of securities held by each Fund at December 31, 2016 were as follows:

	Federal Tax Cost		Unrealized Appreciation		Unrealized Depreciation			Net Unrealized Appreciation/ (Depreciation)
Money Market Fund	$	114,255,071	$	—	$	—		$	—
Limited Maturity Bond Fund		208,186,233		577,616		(782,312	)		(204,696	)
Quality Bond Fund		516,313,718		4,234,601		(8,172,654	)		(3,938,053	)
High Yield Bond Fund		164,428,620		7,045,663		(3,105,049	)		3,940,614
Flexibly Managed Fund		3,163,420,009		310,378,913		(30,803,200	)		279,575,713
Balanced Fund		49,151,530		31,568,526		(2,831,968	)		28,736,558
Large Growth Stock Fund		203,278,003		60,556,068		(4,508,766	)		56,047,302
Large Cap Growth Fund		37,405,855		6,864,215		(1,729,368	)		5,134,847
Large Core Growth Fund		95,331,473		7,108,999		(1,338,426	)		5,770,573
Large Cap Value Fund		164,946,073		42,085,717		(6,100,402	)		35,985,315
Large Core Value Fund		174,013,476		22,898,753		(2,853,409	)		20,045,344
Index 500 Fund		251,925,042		197,465,815		(14,842,559	)		182,623,256
Mid Cap Growth Fund		100,443,086		13,582,046		(10,637,263	)		2,944,783
Mid Cap Value Fund		138,532,332		36,625,890		(5,280,286	)		31,345,604
Mid Core Value Fund		86,211,132		14,651,249		(2,181,865	)		12,469,384
SMID Cap Growth Fund		52,041,654		2,023,048		(1,246,530	)		776,518
SMID Cap Value Fund		65,215,031		18,530,749		(1,368,958	)		17,161,791
Small Cap Growth Fund		68,229,761		22,068,356		(4,305,461	)		17,762,895
Small Cap Value Fund		190,264,757		59,110,993		(4,711,080	)		54,399,913
Small Cap Index Fund		57,453,495		26,526,491		(5,938,824	)		20,587,667
Developed International Index Fund		85,942,175		30,197,902		(19,908,905	)		10,288,997
International Equity Fund		278,054,097		73,425,734		(38,770,273	)		34,655,461
Emerging Markets Equity Fund		133,834,421		25,393,024		(16,104,458	)		9,288,566
Real Estate Securities Fund		124,472,161		12,471,708		(2,120,558	)		10,351,150
Aggressive Allocation Fund		49,652,655		12,735,113		(482,186	)		12,252,927
Moderately Aggressive Allocation Fund		175,973,830		56,089,176		(1,727,280	)		54,361,846
Moderate Allocation Fund		256,603,862		77,791,203		(1,315,666	)		76,475,537
Moderately Conservative Allocation Fund		79,277,589		18,708,210		(365,097	)		18,343,113
Conservative Allocation Fund		49,402,492		6,877,821		(165,451	)		6,713,370

The differences between book basis and tax basis appreciation are primarily due to wash sales, Passive Foreign Investment Companies, Partnership Investments, Trust Preferred Securities, real estate investment trust adjustments, and the treatment of certain corporate actions.

It is the Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

220

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2016

7 — DERIVATIVE FINANCIAL INSTRUMENTS

The Funds may trade derivative financial instruments in the normal course of investing activities to assist in managing exposure to market risks such as interest rates and foreign currency exchange rates. These financial instruments include written options, forward foreign currency exchange contracts and futures contracts.

The notional or contractual amounts of these instruments represent the investment the Funds have in particular classes of financial instruments and do not necessarily represent the amounts potentially subject to risk. The measurement of the risks associated with these instruments is meaningful only when all related and offsetting transactions are considered.

Futures Contracts — A futures contract is a standardized contract between two parties to buy or sell a specified asset at a specified future date at a price agreed today (the future price). The party agreeing to buy the underlying asset in the future assumes a long position. The price is determined by the instantaneous equilibrium between the forces of supply and demand among competing buy and sell orders on the exchange at the time of the purchase or sale of the contract.

To the extent permitted by the investment objective, restrictions and policies set forth in the Funds’ Prospectus and Statement of Additional Information, the Funds may participate in various derivative-based transactions. The Index 500, Developed International Index and Small Cap Index Funds employ futures to maintain market exposure and otherwise assist in attempting to replicate the performance of their respective indices. These derivatives offer unique characteristics and risks that assist the Funds in meeting their investment objectives. The Funds typically use derivatives in two ways: cash equitization and return enhancement. Cash equitization is a technique that may be used by the Funds through the use of futures contracts to earn “market-like” returns with the Funds’ excess and liquidity reserve cash balances and receivables. Return enhancement can be accomplished through the use of derivatives in the Funds. By purchasing these instruments, the Funds may more effectively achieve the desired fund characteristics that assist in meeting the Funds’ investment objectives.

Futures contracts involve a number of risks, such as possible default by the counterparty to the transaction, credit risk with respect to initial and variation margins held in a brokerage account, market movement and the potential of greater loss than if these techniques had not been used by a Fund. These investments can also increase the Fund’s share price and expose the Fund to significant additional costs.

The Limited Maturity Bond, Quality Bond, Index 500, Small Cap Index and Developed International Index Funds have entered into futures contracts during the year ended December 31, 2016. Open futures contracts held by the Limited Maturity Bond, Quality Bond, Index 500, Developed International Index and Small Cap Index Funds at December 31, 2016 were as follows:

Fund	Type	Futures Contract	Expiration Date		Number of Contracts			Units per Contract		Closing Price		Unrealized Appreciation (Depreciation)
Limited Maturity Bond Fund	Buy/Long	US Treasury Note		3/31/2017		200			2,000		108	$	(15,625	)
												$	(15,625	)
Quality Bond Fund	Sell/Short	US Treasury Note		3/22/2017		(215	)		1,000		124		(8,515	)
Quality Bond Fund	Buy/Long	US Treasury Note		3/31/2017		150			1,000		118		(24,611	)
Quality Bond Fund	Sell/Short	US Treasury Note		3/31/2017		(150	)		2,000		108		9,375
Quality Bond Fund	Buy/Long	US Treasury Note		3/31/2017		35			1,000		151		(28,164	)
Quality Bond Fund	Sell/Short	US Treasury Ultra Bond		3/31/2017		(50	)		1,000		160		66,016
												$	14,101
Index 500 Fund	Buy/Long	E-Mini S&P 500 Index		3/17/2017		32			50		2,236		(22,792	)
												$	(22,792	)
Small Cap Index Fund	Buy/Long	Russell 2000 Mini Index		3/17/2017		26			50		1,357		(18,305	)
												$	(18,305	)
Developed International Index Fund	Buy/Long	E-Mini MSCI EAFE Index		3/17/2017		15			50		1,676		(3,479	)
												$	(3,479	)

221

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2016

The total market value of futures contracts held in the Limited Maturity Bond, Quality Bond, Index 500, Small Cap Index and Developed International Index Funds as of December 31, 2016 are classified as Level 1.

Options — An option establishes a contract between two parties concerning the buying or selling of an asset at a reference price. The buyer of the option gains the right, but not the obligation, to engage in some specific transaction on the asset, while the seller incurs the obligation to fulfill the transaction if so requested by the buyer. The price of an option derives from the difference between the reference price and the value of the underlying asset plus a premium based on the time remaining until the expiration of the option. The Funds may buy and sell options, or write options.

Options are valued daily based upon the last sale price on the principal exchange on which the option is traded. The difference between the premium received or paid, and market value of the option, is recorded as unrealized appreciation or depreciation. The net change in unrealized appreciation or depreciation is reported in the Statement of Operations. When an option is exercised, the cost of the security purchased or the proceeds of the security sale are adjusted by the amount of premium received or paid. Upon the expiration or closing of the option transaction, a gain or loss is reported in the Statement of Operation.

The Quality Bond, Flexibly Managed and Mid Cap Growth Funds received premiums for options written. The risk in writing a call option is that the Funds give up the opportunity for profit if the market price of the security increases and the option is exercised. The risk in writing a put option is that the Funds may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying an option is that the Funds pay a premium whether or not the option is exercised. The Funds also have the additional risk that there may be an illiquid market where the Funds are unable to close the contract.

Transactions in options written during the year ended December 31, 2016 for the Quality Bond, Flexibly Managed and Mid Cap Growth Funds were as follows:

Quality Bond Fund	Number of contracts/ Notional Amount			Premium Received
Options outstanding at December 31, 2015		—		$	—
Options written		225			216,797
Options repurchased		(75	)		(121,875	)
Options expired		(150	)		(94,922	)
Options outstanding at December 31, 2016		—			—

Flexibly Managed Fund	Number of contracts/ Notional Amount			Premium Received
Options outstanding at December 31, 2015		31,436		$	8,944,776
Options written		61,791			16,801,704
Options repurchased		(18,060	)		(4,839,308	)
Options expired		(9,892	)		(2,004,209	)
Options exercised		(9,578	)		(2,660,597	)
Options outstanding at December 31, 2016		55,697			16,242,366

222

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2016

Mid Cap Growth Fund	Number of contracts/ Notional Amount			Premium Received
Options outstanding at December 31, 2015		74		$	309,166
Options written		3,215			1,356,663
Options repurchased		(2,620	)		(1,235,320	)
Options expired		(497	)		(113,593	)
Options exercised		(172	)		(316,916	)
Options outstanding at December 31, 2016		—			—

The total market value of written options held in the Flexibly Managed Fund as of December 31, 2016 can be found on the Schedule of Investments.

Forward Foreign Currency Contracts — A forward currency contract involves an obligation to purchase or sell a specific currency at a future date, which may be any number of days from the date of the contract agreed upon by the parties, at a price set at the time of the contract. These contracts are traded directly between currency traders and their customers. The contract is marked-to-market daily and the change in market value is recorded by each Fund as an unrealized gain or loss. When the contract is closed or offset with the same counterparty, the Fund records a realized gain or loss equal to the change in the value of the contract when it was opened and the value at the time it was closed or offset.

The High Yield Bond, Mid Core Value and Emerging Markets Equity Funds entered into forward currency contracts in conjunction with the planned purchase or sale of foreign denominated securities in order to hedge the U.S. dollar cost or proceeds. The Funds hedge currencies in times of base currency weakness in order to reduce the volatility of returns for the local securities which the Fund owns.

Foreign forward currency contracts involve a number of risks, including the possibility of default by the counterparty to the transaction and, to the extent the portfolio manager’s judgment as to certain market movements is incorrect, the risk of losses that are greater than if the investment technique had not been used. For example, there may be an imperfect correlation between the Fund’s portfolio holdings of securities denominated in a particular currency and the forward contracts entered into by the Fund. An imperfect correlation of this type may prevent the Fund from achieving the intended hedge or expose the Fund to the risk of currency exchange loss. These investment techniques also tend to limit any potential gain that might result from an increase in the value of the hedged position. These investments can also increase the volatility of the Fund’s share price and expose the Fund to significant additional costs.

Open forward foreign currency contracts held by High Yield Bond Fund at December 31, 2016 were as follows:

	Currency	Counterparty		Settlement Date		Foreign Currency Contract			Forward Rate		U.S. Contract Amount			U.S. Contract Value			Unrealized Foreign Exchange Gain/(Loss)
Sell	Canadian Dollar		Royal Bank of Canada		03/31/2017		(1,235,000	)		1.34118	$	(924,775	)	$	(920,829	)	$	3,946
Sell	Euro		Citibank		02/24/2017		(5,565,000	)		0.94737		(5,885,043	)		(5,874,168	)		10,876
Buy	Pounds Sterling		BNYMellon		01/13/2017		70,307			0.81110		87,770			86,681			(1,089	)
Sell	Pounds Sterling		BAML		01/13/2017		(85,125	)		0.81110		(106,582	)		(104,950	)		1,632
Sell	Pounds Sterling		Citibank		01/13/2017		(1,725,000	)		0.81110		(2,114,971	)		(2,126,743	)		(11,772	)
Sell	Pounds Sterling		Barclays Bank		01/13/2017		(178,087	)		0.81110		(218,829	)		(219,562	)		(733	)
Sell	Swiss Francs		Citibank		02/15/2017		(187,000	)		1.01516		(187,635	)		(184,207	)		3,428
	Total																$	6,288

223

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Notes to Financial Statements — December 31, 2016

Open forward foreign currency contracts held by Mid Core Value Fund at December 31, 2016 were as follows:

	Currency	Counterparty		Settlement Date		Foreign Currency Contract			Forward Rate		U.S. Contract Amount			U.S. Contract Value			Unrealized Foreign Exchange Gain/(Loss)
Buy	Canadian Dollar		Morgan Stanley		03/31/2017		99,692			1.34118	$	74,563		$	74,331		$	(232	)
Sell	Canadian Dollar		Morgan Stanley		03/31/2017		(2,096,380	)		1.34118		(1,567,246	)		(1,563,082	)		4,164
Sell	Canadian Dollar		Morgan Stanley		01/04/2017		(18,796	)		1.34256		(13,999	)		(14,000	)		(1	)
Sell	Euro		UBS		03/31/2017		(887,794	)		0.94549		(925,937	)		(938,976	)		(13,039	)
Sell	Japanese Yen		Credit Suisse		03/31/2017		(59,161,015	)		116.32861		(502,273	)		(508,568	)		(6,295	)
	Total																$	(15,403	)

Open forward foreign currency contracts held by Emerging Markets Fund at December 31, 2016 were as follows:

Currency

Counterparty

Settlement Date

Foreign Currency Contract

Forward Rate

U.S. Contract Amount

U.S. Contract Value

Unrealized Foreign Exchange Gain/(Loss)

Sell

Euro

UBS

01/19/2017

(2,967,868)

0.94897

$(3,168,734)

$(3,127,451)

$

41,283

Total

$

41,283

The total market value of forward foreign currency contracts held in the High Yield Bond, Mid Core Value and Emerging Markets Equity Funds as of December 31, 2016 are classified as Level 2.

The following is a summary of the location of derivatives on the Funds’ Statements of Assets and Liabilities as of December 31, 2016:

	Location on the Statements of Assets and Liabilities
Derivative Type	Asset Derivatives	Liability Derivatives
Equity contracts	Investments at value Net unrealized appreciation in value of investments, futures contracts and foreign currency related items*	Call options written, at value Net unrealized appreciation in value of investments, futures contracts and foreign currency related items*
Interest rate contracts	Net unrealized appreciation in value of investments, futures contracts and foreign currency related items*	Net unrealized appreciation in value of investments, futures contracts and foreign currency contracts*
Foreign currency contracts	Net unrealized appreciation of forward foreign currency contracts	Net unrealized depreciation of forward foreign currency contracts

* Includes cumulative appreciation/depreciation of futures contracts as reported in the footnotes. Only current day’s variation margin is reported within the Statements of Assets and Liabilities.

224

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2016

For financial reporting purposes, the Funds do not offset derivative assets and derivative liabilities that are subject to netting arrangements in the Statements of Assets and Liabilities. The following is a summary of the gross amount of each Fund’s derivative instrument holdings categorized by primary risk exposure as of December 31, 2016:

	ASSET DERIVATIVE VALUE						LIABILITY DERIVATIVE VALUE
	Equity contracts		Foreign currency contracts		Interest rate contracts		Equity contracts			Foreign currency contracts			Interest rate contracts
Limited Maturity Bond Fund		—		—		—		—			—		$	(15,625	)
Quality Bond Fund		—		—	$	75,391		—			—			(61,290	)
High Yield Fund		—	$	19,882		—		—		$	(13,594	)		—
Flexibly Managed Fund	$	1,115,490		—		—	$	(16,147,225	)		—			—
Index 500 Fund		—		—		—		(22,792	)		—			—
Mid Core Value Fund		—		4,164		—		—			(19,567	)		—
Small Cap Index Fund		—		—		—		(18,305	)		—			—
Developed International Index Fund		—		—		—		(3,479	)		—			—
Emerging Market Equity Fund		—		41,283		—		—			—			—

In order to better define their contractual rights and to secure rights that will help the Funds mitigate their counterparty risk, the Funds may participate in International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement” or “ISDA”) with derivative contract counterparties or enter into similar agreements covering foreign exchange contracts (“Fx Letters”). An ISDA Master Agreement is a bilateral agreement between a Fund and a counterparty that governs over-the-counter (“OTC”) traded derivatives and foreign exchange contracts and typically contains, among other things, collateral posting terms and netting provisions in the event of a default and/or termination event. Under an ISDA Master Agreement, a Fund may, under certain circumstances, offset with the counterparty certain derivative financial instrument’s payables and/or receivables with collateral held and/or posted and create one single net payment. The provisions of the ISDA Master Agreement typically permit a single net payment in the event of default (close-out netting) including the bankruptcy or insolvency of the counterparty. Also, bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against the right of offset in bankruptcy, insolvency or other events. An Fx Letter is also a bilateral agreement between a Fund and a counterparty and is limited to cover only foreign exchange contracts. Fx Letters typically contain netting provisions covering events of default and do not require collateral to be posted. ISDAs and Fx Letters containing netting provisions may be referred to as Master Netting Agreements (“MNA”).

Collateral and margin requirements differ by type of derivative. Margin requirements are established by the broker for OTC traded derivatives or by the clearing house for exchange traded derivatives. Brokers can ask for margining in excess of the minimum in certain circumstances. Collateral terms are contract specific for OTC derivatives (foreign currency exchange contracts and options). For derivatives traded under an ISDA Master Agreement, the collateral requirements are typically calculated by netting the mark to market amount for each transaction under such agreement and comparing that amount to the value of any collateral currently pledged by a Fund and the counterparty. Generally, the amount of collateral due from or to a party has to exceed a minimum transfer amount threshold before a transfer has to be made. To the extent amounts due to a Fund from its counterparties are not fully collateralized, contractually or otherwise, the Fund bears the risk of loss from counterparty non-performance. The Fund attempts to mitigate counterparty risk by only entering into agreements with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties.

225

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2016

The following table presents derivative assets and liabilities net of amounts available for offset under a MNA and, as applicable, the related collateral and potential loss exposure to each Fund as of December 31, 2016:

		Gross Amounts Presented on Statements of Assets and Liabilities
Fund and Counterparty	Form of Master Netting Agreement	Value of Assets		Value of Liabilities			Net Amount Due (to)/from Counterparty			Collateral Pledged (Received by fund		Loss Exposure, After Collateral (note less than $0)
High Yield Fund
Bank of New York Mellon	Fx Letter	$	—	$	(1,089	)	$	(1,089	)	$	—	$	(1,089	)
Bank of America Merrill Lynch	Fx Letter		1,632		—			1,632			—		1,632
Barclays Capital	Fx Letter		—		(733	)		(733	)		—		(733	)
Citigroup	Fx Letter		14,304		(11,772	)		2,532			—		2,532
Royal Bank of Canada	Fx Letter		3,946		—			3,946			—		3,946
Total			19,882		(13,594	)		6,288			—		6,288
Flexibly Managed Fund
Citigroup Global Markets	ISDA		1,115,490		(9,272,478	)		(8,156,988	)				(8,156,988	)
Deutsche Bank	ISDA		—		(6,357,188	)		(6,357,188	)		—		(6,357,188	)
JPMorgan Chase	ISDA		—		(1,930	)		(1,930	)		—		(1,930	)
Morgan Stanley & Co	ISDA		—		(487,327	)		(487,327	)		—		(487,327	)
RBC Securities	ISDA		—		(28,302	)		(28,302	)		—		(28,302	)
Total			1,115,490		(16,147,225	)		(15,031,735	)		—		(15,031,735	)
Mid Core Value Fund
Credit Suisse	Fx Letter		—		(6,295	)		(6,295	)		—		(6,295	)
Morgan Stanley & Co	Fx Letter		4,164		(233	)		3,931			—		3,931
UBS	Fx Letter		—		(13,039	)		(13,039	)		—		(13,039	)
Total			4,164		(19,567	)		(15,403	)		—		(15,403	)
Emerging Markets Equity Fund
Bank of New York Mellon	Fx Letter		41,283		—			41,283					41,283
Total			41,283		—			41,283			—		41,283

The following is a summary of the location of derivatives on the Funds’ Statements of Operations as of December 31, 2016:

Derivative Type	Location of Gain (Loss) on Derivatives Recognized in Income
Equity contracts	Net realized gain (loss) on futures contracts
	Net realized gain (loss) on options
	Change in net unrealized appreciation (depreciation) of futures contracts
	Change in net unrealized appreciation (depreciation) of written options
Interest rate contracts	Net realized gain (loss) on futures contracts
	Change in net unrealized appreciation (depreciation) of futures contracts
Foreign currency contracts	Net realized foreign currency exchange gain (loss)
	Change in net unrealized appreciation (depreciation) of investments and foreign currency related items

226

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2016

Portfolio	Realized Gain (Loss) on Derivatives Recognized in Income
	Equity contracts			Foreign currency contracts			Interest rate contracts
Limited Maturity Bond Fund		—			—		$	(21,829	)
Quality Bond Fund	$	216,672			—			(189,285	)
High Yield Fund		—		$	931,246			—
Flexibly Managed Fund		5,643,640			—			—
Index 500 Fund		524,952			—			—
Mid Cap Growth Fund		(183,802	)		(755	)		—
Mid Core Value Fund		—			51,556			—
Small Cap Index Fund		325,405			—			—
Developed International Index Fund		80,416			(60,174	)		—
Emerging Market Fund		—			58,140			—

Portfolio	Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income
	Equity contracts			Foreign currency contracts			Interest rate contracts
Limited Maturity Bond Fund		—			—		$	59,062
Quality Bond Fund		—			—			65,429
High Yield Fund		—		$	(265,023	)		—
Flexibly Managed Fund	$	1,886,611			—			—
Index 500 Fund		(18,499	)		—			—
Mid Cap Growth Fund		(250,706	)		—			—
Mid Core Value Fund		—			(9,259	)		—
Small Cap Index Fund		(44,571	)		—			—
Developed International Index Fund		54,450			—			—
Emerging Market Fund		—			21,371			—

The table below summarizes the average balance of derivative holdings by Fund during the year ended December 31, 2016. The average balance of derivatives held is indicative of the trading volume of each Fund.

	Average Derivative Volume
Portfolio	Forward Foreign currency contracts (Average Cost)			Future contracts (Average Notional Value) Long		Future contracts (Average Notional Value) Short			Purchased Options (Average Notional Cost)		Written Options (Premiums Received)
Limited Maturity Bond Fund		—		$	40,527,972	$	1,797,284			—		—
Quality Bond Fund		—			27,732,940		(40,163,009	)		—	$	(43,359	)
High Yield Fund	$	(11,969,264	)		—		—			—		—
Flexibly Managed Fund		—			—		—		$	190,492		(13,064,654	)
Index 500 Fund		—			4,926,235		—			—		—
Mid Cap Growth Fund		—			—		—			85,693		(195,279	)
Mid Core Value Fund		(2,966,135	)		—		—			—		—
Small Cap Index Fund		—			1,386,120		—			—		—
Developed International Index Fund		—			1,895,305		—			—		—
Emerging Market Fund		(3,685,970	)		—		—			—		—

8 — CREDIT AND MARKET RISK

The Funds may invest a portion of their assets in illiquid securities, which may include securities with contractual restrictions on resale, securities exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and

227

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Notes to Financial Statements — December 31, 2016

other securities which may not be readily marketable. The relative illiquidity of these securities may impair the Funds’ ability to dispose of them in a timely manner and at a fair price when it is necessary or preferable to do so.

The high yield securities in which the High Yield Bond Fund may invest are predominantly speculative as to the issuer’s continuing ability to meet principal and interest payments. The value of the lower quality securities in which the High Yield Bond Fund may invest will be affected by the credit worthiness of individual issuers, general economic and specific industry conditions, and will fluctuate inversely with changes in interest rates. In addition, the secondary trading market for lower quality bonds may be less active and less liquid than the trading market for higher quality bonds.

The High Yield Bond, Flexibly Managed, Large Growth Stock, Large Cap Growth, Mid Cap Growth, Mid Core Value, Small Cap Growth, Developed International Index, International Equity and the Emerging Markets Equity Funds invest in securities of foreign issuers in various countries. These investments may involve certain considerations and risks not typically associated with investments in the United States, as a result of, among other factors, the possibility of future political and economic developments and the level of governmental supervision and regulation of securities markets in the respective countries.

Each Fund may face potential risks associated with the United Kingdom’s vote on June 23, 2016 to leave the European Union (the “EU”), commonly referred to as “Brexit.” There are considerable uncertainties about the repercussions resulting from Brexit, including the impact on trade agreements, regulations, and treaties. Brexit is expected to occur within two years, but the exact time frame is unknown and may change. Brexit may also increase the likelihood that other EU members may decide to leave the EU. These potential consequences may result in increased market volatility and illiquidity in the United Kingdom, the EU and other financial markets, as well as slower economic growth and fluctuations in exchange rates. Any of these events may have a significant adverse effect on global markets and economies, which in turn could negatively impact the value of each Fund’s investments.

9 — CONTRACTUAL OBLIGATIONS

In the general course of business, the Funds enter into contracts that contain a variety of representations and warranties and which provide general indemnification. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds and/or its affiliates that have not yet occurred. However, based on experience, management of the Funds expects the risk of loss to be remote.

10 — NEW REGULATORY MATTERS

On July 23, 2014, the Securities and Exchange Commission voted to amend the rules under the Investment Company Act of 1940, as amended, which currently govern the operations of the Money Market Fund (the “MMF”). The most significant change resulting from these amendments is a requirement that institutional, non-government (prime and municipal) money market funds transact fund shares based on a “floating” market-based NAV. Retail money market funds (funds designed to ensure all beneficial owners are natural persons) and government money market funds (funds that invest at least 99.5% of their assets in cash, government securities and/or repurchase agreements collateralized by government securities) may continue to transact shares at an a stable $1.00 NAV calculated using the amortized cost valuation method. Among additional disclosure and other requirements, the amendments will also permit a money market fund, or, in certain circumstances, require a money market fund (other than a government money market fund) to impose liquidity fees on all redemptions, and permit a money market fund to limit (or gate) redemptions for up to ten business days in any 90-day period. The amendments have staggered compliance dates. The majority of these amendments impacted the MMF beginning on October 14, 2016. On September 9, 2015, the Board approved changes to the MMF’s investment objective and principal investment strategies to enable the MMF to operate as a government money market fund. As a government money market fund, MMF is permitted to continue to transact at a constant net asset value. To qualify as a government money market fund, MMF must invest at least 99.5% of its total assets in cash, U.S. government securities, and/or repurchase agreements that are “collateralized fully” (i.e., backed by cash or U.S. government securities). Accordingly, MMF’s revised investment objective and principal investment strategies require that MMF invest 99.5% or more of its total assets in cash, U.S. government securities, and/or repurchase agreements that are collateralized fully by cash and/or U.S. government securities. MMF’s conversion to a government money market fund was successfully completed on May 1, 2016.

In December 2016, the FASB released an Accounting Standards Update (“ASU”) that makes technical changes to various sections of the Accounting Standards Codification (“ASC”), including Topic 820, Fair Value Measurement. The changes to Topic 820 are intended to clarify the difference between a valuation approach and a valuation technique. The changes to ASC 820-10-50-2 require a reporting entity to disclose, for Level 2 and Level 3 fair value measurements, a change

228

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Notes to Financial Statements — December 31, 2016

in either or both a valuation approach and a valuation technique and the reason(s) for the change. The changes to Topic 820 are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. At this time, management is evaluating the implications of the ASU, and its impact on the financial statements and disclosures has not yet been determined.

On October 13, 2016, the SEC adopted new rules and forms, and amended existing rules and forms, which are intended to modernize and enhance the reporting and disclosure of information by registered investment companies and to improve the quality of information that funds provide to investors, including modifications to Regulation S-X which would require standardized, enhanced disclosure about derivatives in investment company financial statements. The new rules also enhance disclosure regarding fund liquidity and redemption practices. Also under the new rules, the SEC will permit open-end funds, with the exception of money market funds, to offer swing pricing, subject to board approval and review. The compliance dates of the modifications to Regulation S-X are August 1, 2017 and other amendments and rules are generally June 1, 2018 and December 1, 2018. Management is currently evaluating the impacts to the financial statement disclosures, if any.

11 — SUBSEQUENT EVENTS

Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued and has determined that no additional subsequent events require recognition or disclosure in the financial statements.

229

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders Penn Series Funds, Inc.:

We have audited the accompanying statements of assets and liabilities of Penn Series Funds, Inc., comprised of the Money Market Fund, Limited Maturity Bond Fund, Quality Bond Fund, High Yield Bond Fund, Flexibly Managed Fund, Balanced Fund, Large Growth Stock Fund, Large Cap Growth Fund, Large Core Growth Fund, Large Cap Value Fund, Large Core Value Fund, Index 500 Fund, Mid Cap Growth Fund, Mid Cap Value Fund, Mid Core Value Fund, SMID Cap Growth Fund, SMID Cap Value Fund, Small Cap Growth Fund, Small Cap Value Fund, Small Cap Index Fund, Developed International Index Fund, International Equity Fund, Emerging Markets Equity Fund, Real Estate Securities Fund, Aggressive Allocation Fund, Moderately Aggressive Allocation Fund, Moderate Allocation Fund, Moderately Conservative Allocation Fund, and Conservative Allocation Fund (collectively, the Funds), including the schedules of investments, as of December 31, 2016, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits 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 and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian, transfer agent, and brokers, or other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Penn Series Funds, Inc. as of December 31, 2016, the results of their operations for the year then ended, the changes in their net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

Philadelphia, Pennsylvania February 24, 2017

230

Penn Series Funds, Inc.

December 31, 2016

Tax Information (unaudited)

Each Fund reports the following amounts distributed during the year ended December 31, 2016 as capital gain dividends:

Fund	Long-Term Capital Gain
Quality Bond Fund	$	697,174
Flexibly Managed Fund		217,226,096
Balanced Fund		5,901,760
Large Growth Stock Fund		30,775,570
Large Cap Growth Fund		1,588,681
Large Core Growth Fund		16,228,909
Large Cap Value Fund		1,659,591
Large Core Value Fund		5,474,933
Index 500 Fund		16,604,259
Mid Cap Growth Fund		1,083,590
Mid Core Value Fund		3,221,749
SMID Cap Growth Fund		7,023,771
SMID Cap Value Fund		4,328,537
Small Cap Growth Fund		2,299,699
Small Cap Value Fund		15,784,977
Small Cap Index Fund		3,588,786
International Equity Fund		12,377,676
Real Estate Securities Fund		9,209,859
Aggressive Allocation Fund		10,100,778
Moderately Aggressive Allocation Fund		34,221,645
Moderate Allocation Fund		37,876,701
Moderately Conservative Allocation Fund		10,724,743
Conservative Allocation Fund		6,514,472

Each Fund reports the following percentages of ordinary income dividend paid during the year ended December 31, 2016 as being eligible for the dividends received deduction available to corporate shareholders:

Fund
High Yield Bond Fund	0.48	%
Flexibly Managed Fund	60.64	%
Balanced Fund	47.64	%
Large Cap Growth Fund	100.00	%
Large Core Growth Fund	100.00	%
Large Cap Value Fund	100.00	%
Large Core Value Fund	100.00	%
Index 500 Fund	100.00	%
Mid Cap Growth Fund	100.00	%
Mid Cap Value Fund	100.00	%
Mid Core Value Fund	78.78	%
SMID Cap Value Fund	100.00	%
Small Cap Value Fund	100.00	%
Small Cap Index Fund	100.00	%
International Equity Fund	27.40	%
Emerging Markets Equity Fund	5.69	%
Aggressive Allocation Fund	54.44	%
Moderately Aggressive Allocation Fund	46.29	%
Moderate Allocation Fund	26.72	%
Moderately Conservative Allocation Fund	18.13	%
Conservative Allocation Fund	10.06	%

231

Penn Series Funds, Inc.

December 31, 2016

Disclosure of Portfolio Holdings

The SEC has adopted a requirement that all Funds file a complete schedule of investments with the SEC for their first and third fiscal quarters on Form N-Q. For the Penn Series Funds, Inc., this would be for the fiscal quarters ending March 31 and September 30. The Form N-Q filing is made within 60 days after the end of the quarter. Penn Series Funds, Inc. filed its most recent Form N-Q with the SEC on November 17, 2016. It is available on the SEC’s website at http://www.sec.gov. or it may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (call 1-202-551-8090 for information on the operation of the Public Reference Room).

Voting Proxies on Fund Portfolio Securities

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to securities held in the Fund’s portfolios is available, without charge and upon request, on the Fund’s website at http://www.pennmutual.com or on the SEC’s website at http://www.sec.gov. Information regarding how the Fund voted proxies for the most recent twelve-month period ended June  30, 2016 is available on the Fund’s website at http://www.pennmutual.com and on the SEC’s website at http://www.sec.gov.

Board Approval of Investment Sub-Advisory Agreements

Penn Series and PMAM have entered into an investment advisory agreement (the “Advisory Agreement”). Pursuant to the Advisory Agreement, PMAM is responsible for, among other things, the selection and oversight of the investment sub-advisers who perform day-to-day investment management services for certain of the series of Penn Series. Penn Series has received an order from the U.S. Securities and Exchange Commission (the “Commission”) that permits PMAM to act as a “manager of managers” for the Funds. In this capacity, PMAM may enter into, with the approval of the Company’s Board of Directors (the “Board”), separate sub-advisory agreements with investment sub-advisers. The investment sub-advisers provide their services to certain series of Penn Series under the supervision of PMAM and the Board. Each investment sub-adviser is selected based primarily upon the research and recommendations of PMAM, which evaluates quantitatively and qualitatively each sub-adviser’s investment expertise and investment results in managing assets for specific asset classes, investment styles and strategies, as well as the sub-adviser’s regulatory compliance infrastructure and culture. PMAM oversees each sub-adviser to ensure compliance with the sub-advised fund’s investment policies and guidelines, and monitors each sub-adviser’s adherence to its investment style and investment performance.

The Investment Company Act of 1940, as amended (the “1940 Act”) requires that the approval of each Penn Series Fund’s sub-advisory agreement be specifically approved by: (i) the vote of the Board or by a vote of the shareholders of the Fund; and (ii) the vote of a majority of the Board, including all of the Directors who are not “interested persons,” as defined in the 1940 Act, of the Company (collectively, the “Independent Directors”), cast in person at a meeting called for the purpose of voting on such approval. In connection with its consideration of such approvals, the Board must request and evaluate, and PMAM and the sub-advisers are required to furnish, such information as may be reasonably necessary to evaluate the terms of the sub-advisory agreements. In addition, the Commission takes the position that, as part of their fiduciary duties with respect to a mutual fund’s fees, mutual fund boards are required to evaluate the material factors applicable to a decision to approve a sub-advisory agreement.

At a meeting of the Board held on September 7, 2016 (the “Meeting”), PMAM recommended and the Board, including all of the Independent Directors, approved separate sub-advisory agreements (the “Sub-Advisory Agreements”) between (i) PMAM and Morgan Stanley Investment Management Inc. (“MSIM”), with respect to the Large Core Growth Fund, and (ii) PMAM and Goldman Sachs Asset Management, L.P. (“GSAM”), with respect to the SMID Cap Growth Fund. MSIM and GSAM (each, a “Sub-Adviser” and collectively, the “Sub-Advisers”) began providing day-to-day investment management services to their respective Funds on December 1, 2016.

Board Considerations.

Prior to the approval of the Sub-Advisers, the Board received written and oral information from PMAM and each Sub-Adviser. PMAM reviewed with the Board the bases for its recommendations, including its search process and the findings of its due diligence review of each Sub-Adviser. The Board then met with representatives of each Sub-Adviser and considered information about each Sub-Adviser’s portfolio managers, investment philosophies, strategies and processes, brokerage practices, and compliance processes, as well as other factors. The Board also considered information presented to the Board during the May 10, 2016 and May 19, 2016 meetings during which it considered and approved the continuance of sub-advisory agreements with each Sub-Adviser related to its management of separate series of Penn Series. The Board discussed the written materials provided in advance of the meeting, each Sub-Adviser’s oral presentation, and other information the Board received at the meeting, and deliberated on the approval of the Sub-Advisory Agreements in light of this information. As further discussed below, in approving each Sub-Adviser, the Board carefully

232

Penn Series Funds, Inc.

December 31, 2016

evaluated: (1) the nature, extent and quality of the services expected to be rendered to the Large Core Growth Fund and SMID Cap Growth Fund (each, a “Fund” and together, the “Funds”); (2) the performance records of each Sub-Adviser; and (3) the costs of the services expected to be rendered to the Funds. The Board evaluated the foregoing information, as well as such other information as the Directors considered to be relevant in the exercise of their reasonable judgment, in their decision to approve MSIM and GSAM as sub-advisers to the Large Core Growth Fund and SMID Cap Growth Fund, respectively.

Nature, Extent and Quality of Sub-Advisory Services. In considering the nature, extent and quality of the services to be provided by each Sub-Adviser, the Board evaluated, among other things, each Sub-Adviser’s business, personnel, experience, investment decision process, past performance, brokerage practices, including soft dollar practices, any conflicts of interest, compliance program, the resources of each Sub-Adviser to be dedicated to its respective Fund. Based on this evaluation, the Board concluded, within the context of its full deliberations, that the nature, extent and quality of services and resources to be provided by MSIM and GSAM to the Large Core Growth Fund and SMID Cap Growth Fund, respectively, supported the approval of each Sub-Advisory Agreement.

Performance Record. In considering the past performance record of each Sub-Adviser, the Board evaluated the recent and long-term performance of the similar accounts managed by each Sub-Adviser relative to its respective peer group and appropriate indices/benchmarks, in light of total return, economic and market trends, and both market risk and shareholder risk expectations. Based on this evaluation, the Board concluded, within the context of its full deliberations, that each Sub-Adviser’s performance supported the approval of each Sub-Advisory Agreement.

Costs of Sub-Advisory Services. In considering the costs of the sub-advisory services to be provided by each Sub-Adviser, the Board evaluated (a) the services to be provided by each Sub-Adviser; (b) the sub-advisory fees to be paid to each Sub-Adviser, including in particular the breakpoints in the sub-advisory fee schedules; (c) the sub-advisory fees to be paid to each Sub-Adviser in comparison to sub-advisory fees charged to other comparable mutual funds and other types of comparable accounts; and (d) the fact that each Sub-Adviser will be compensated by PMAM and not by the Funds directly and that such compensation reflects arms-length negotiations between PMAM and each Sub-Adviser. The Board noted that the sub-advisory fee payable to MSIM would be calculated based on breakpoints and percentages different from those applicable to the prior sub-adviser and that the sub-advisory fee payable to GSAM would be calculated based on the same breakpoints as and slightly lower percentages than those applicable to the prior sub-adviser. Based on this evaluation, the Board concluded, within the context of its full deliberations, that the sub-advisory fees charged under each Sub-Advisory Agreement are reasonable and supported approval of each Sub-Advisory Agreement.

Profitability. Because it was not yet possible to determine the profitability that each Sub-Adviser might achieve with respect to the services that it will provide to its respective Fund, the Board did not reach any conclusions regarding each Sub-Adviser’s profitability, but did take into account the fact that the Sub-Advisers will be compensated by PMAM and not by the Funds directly, and that such compensation reflects arms-length negotiations between PMAM and each Sub-Adviser. The Board also considered the impact of the sub-advisory arrangements on the profitability of PMAM, noting that the proposed fee schedules would result in an increase in the net advisory fee retained by PMAM and that the increase was reasonable.

Economies of Scale. The Board considered the existence of any economies of scale and whether any such economies of scale would be passed along to the Funds’ shareholders through a graduated investment advisory fee schedule (i.e., breakpoints) or other means, including any fee waivers by PMAM and its affiliates. The Board noted, in particular, that PMAM and Penn Mutual have contractually committed to waive fees and/or reimburse certain expenses of the Large Core Growth Fund to maintain the Large Core Growth Fund’s total expense ratio at 0.90%, and that PMAM and Penn Mutual have contractually committed to waive fees and/or reimburse certain expenses of the SMID Cap Growth Fund to maintain the SMID Cap Growth Fund’s total expense ratio at 1.07%. Based on this evaluation, the Board concluded, within the context of its full deliberations, the Funds and their shareholders obtain a reasonable benefit from any economies of scale realized by PMAM and the Sub-Advisers.

Based on the Board’s deliberations and its evaluation of the information described above, the Board, including all of the Independent Directors, unanimously approved each Sub-Advisory Agreement and concluded that the compensation under each Sub-Advisory Agreement is fair and reasonable in light of such services and such other matters as the Board considered to be relevant in the exercise of the Directors’ reasonable judgment. In the course of its deliberations, the Board did not identify any particular information or factor that was all-important or controlling.

233

Penn Series Fund Management (Unaudited)

Name and Year of Birth	Position with the Company; Term of Office and Length of Time Served	Principal Occupation During Past 5 Years	Number of Funds Overseen by the Director		Other Directorships Held by Director During Past 5 Years
INDEPENDENT DIRECTORS†
Marie K. Karpinski (1949)*	Director; No set term; served since 2015.	Retired (2010 – Present).		29	None.
Joanne B. Mack (1946)*	Director; No set term; served since 2013.	Vice President – Financial Services Consulting, Trianz (2012 – 2013); Management Consultant, self-employed (2009 – 2012; 2013 – Present).		29	None.
Archie C. MacKinlay (1955)*	Director; No set term; served since 2010.	Professor of Finance, Wharton School, University of Pennsylvania (1984 – Present).		29	None.
Rebecca C. Matthias (1953)*	Director; No set term; served since 2010.	Retired (2010 – Present); President, Destination Maternity Corporation (clothing) (1982 – 2010).		29	Director, CSS Industries.
INTERESTED DIRECTORS
Eileen C. McDonnell (1962)*	Director and Chairperson of the Board; No set term; served since 2010.	Chief Executive Officer (2011 – Present), President (2010 – 2015), Chairperson of the Board (2013 – Present), Executive Vice President and Chief Marketing Officer (2008 – 2010), Penn Mutual; Director, PMAM (2010 – Present); President and Director (2010 – Present), Chairperson of the Board (2011 – Present), PIA.		29	Director, UHS of Delaware, Inc.
David B. Pudlin (1949)*	Director; No set term; served since 2009.	Chief Executive Officer, President and Attorney, Hangley Aronchick Segal Pudlin & Schiller (law firm) (1994 – Present).		29	None.

* The address of each Director is: Penn Series Funds, Inc. 600 Dresher Road, Horsham, Pennsylvania 19044.

Name and Year of Birth	Position with the Company; Term of Office and Length of Time Served	Principal Occupation During Past 5 Years
OFFICERS
David M. O’Malley (1974)*	President; One year; served since 2014.	Chairperson and Chief Executive Officer, PMAM (2014 – Present); President and Chief Operating Officer (Jan. 2016 – Present), Chief Operating Officer (2013 – 2015), Chief Financial Officer (2010 – 2013), Executive Vice President (2009 – 2013), Penn Mutual.
Steven Viola (1975)*	Treasurer One year; served since 2015.	Assistant Treasurer (2016 – Present), Senior Fund Accounting Analyst (2016 – Present), PMAM; Senior Accountant, Penn Mutual (2005 – 2015).
Tyler J. Thur (1984)*, **	Assistant Treasurer One year; served since Feb. 2017.	Controller and Treasurer, PMAM (2015 – Present); Senior Financial Analyst, Penn Mutual (2011 – 2014).
Franklin L. Best, Jr. (1945)*	Secretary; One year; served since 2012.	Secretary, PMAM (2012 – Present); Vice President & General Counsel Insurance Operations & Corporate Secretary (2011 – Present), Managing Corporate Counsel and Secretary (2004 – 2011), Penn Mutual.

234

Penn Series Funds Management (Unaudited)

Name and Year of Birth	Position with the Company; Term of Office and Length of Time Served	Principal Occupation During Past 5 Years
Victoria Robinson (1965)*	Chief Compliance Officer One year; served since 2014.	Chief Compliance Officer, PMAM (2008 – Present); Assistant Vice President, Penn Mutual (2010 – 2015).
Dominic Russo (1983)*	Anti-Money Laundering Officer One year; served since 2015.	Chief Compliance Officer, Insurance Products & Services (Jan. 2017 – Present); Director, Insurance & Advertising Compliance (2014 – 2016); Manager, Annuity New Business (2011 – 2014); Senior Team Leader, Annuity Services (2011); Senior Team Leader, Life Services (2008 – 2011), Penn Mutual.

  * The address of each Officer is: Penn Series Funds, Inc. 600 Dresher Road, Horsham, Pennsylvania 19044.

** Tyler J. Thur replaced David Williams as Assistant Treasurer of Penn Series Fund, Inc. on February 22, 2017.

Additional information about the Fund’s Directors is available in the Fund’s Statement of Additional Information, which is available upon request, without charge, by calling 1-800-523-0650.

235

Item 2. Code of Ethics.

(a) The registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party.

(c) There have been no amendments, during the period covered by this report, to a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics description.

(d) The registrant has not granted any waivers, including an implicit waiver, from a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this item’s instructions.

Item 3. Audit Committee Financial Expert.

The Registrant’s Board of Directors has determined that Ms. Rebecca C. Matthias qualifies as an audit committee financial expert, as defined in Item 3 of Form N-CSR. Ms. Matthias is considered independent for purposes of Item 3 of Form N-CSR

Item 4. Principal Accountant Fees and Services.

Audit Fees

(a) The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are $459,000 for 2016 and $470,000 for 2015.

Audit-Related Fees

(b) The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item are $0 for 2016 and $0 for 2015.

Tax Fees

(c) The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are $0 for 2016 and $0 for 2015.

All Other Fees

(d) The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $0 for 2016 and $0 for 2015.

(e) Audit Committee’s pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.

(1) Pre-Approval of Audit and Non-Audit Services Provided to the Funds of the Penn Series Funds, Inc. To the extent required by applicable law, pre-approval by the Audit Committee of the Penn Series Funds, Inc. (the “Company”) Board of Directors is required for all audit and permissible non-audit services rendered to the Company and all permissible non-audit services rendered to the investment adviser to the Company, Penn Mutual Asset Management, Inc. (“PMAM”), or any other service providers controlling, controlled by or under common control with PMAM that provide ongoing services to the Company (“Related Entities”) that relate directly to the operations and financial reporting of the Company’s Funds. The Audit and Non-Audit Services Pre-Approval Policy (the “Policy”) adopted by the Audit Committee sets forth the procedures and the conditions pursuant to which services performed by an independent auditor for the Company may be pre-approved. Services may be pre-approved specifically by the Audit Committee as a whole or by the Audit Committee Chairman or other member of the Audit Committee as designated by the Audit Committee. The Policy sets forth the audit, audit-related, tax and all other services that are subject to general or specific pre-approval by the Audit Committee subject to specified expense limitations. The Policy provides that the Audit Committee will annually review and pre-approve the services that may be provided by the independent auditor pursuant to the pre-approval provision of the Policy. Pursuant to the Policy, the Audit Committee will consider whether the services provided by an independent auditor are consistent with the Securities and Exchange Commission’s rules and related guidance concerning auditor independence.

(2) No services included in (b)-(d) above were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not Applicable.

(g) The aggregate non-audit fees billed by the registrant’s accountant for services rendered to the registrant, and rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant was $0 for 2016 and $0 for 2015.

(h) Not applicable.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form.

(b) Not applicable.

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

Not applicable.

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

Not applicable.

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

Not applicable.

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

The shareholder meeting voting results is included as part of the report to shareholders filed under Item 1 of this form.

Item 11. Controls and Procedures.

(a) The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)).

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

Item 12. Exhibits.

(a)(1) Code of ethics, or any amendment thereto, that is the subject of disclosure required by Item 2 is attached hereto.

(a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto as Exhibit 99.CERT.

(a)(3) Not applicable.

(b) Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto as Exhibit 99.906 CERT.

(12.other) Not applicable.

SIGNATURES

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

(Registrant) Penn Series Funds, Inc.

By (Signature and Title)*	/s/ David M.O’Malley
	David M. O’Malley, President
	(principal executive officer)

Date 3/3/2017

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 (Signature and Title)*	/s/ David M. O’Malley
	David M. O’Malley, President
	(principal executive officer)

Date 3/3/2017

By (Signature and Title)*	/s/ Steven Viola
	Steven Viola, Treasurer
	(principal financial officer)

Date 3/3/2017

^*  Print the name and title of each signing officer under his or her signature.