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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 811-3790

The Quantitative Group of Funds

(Exact name of registrant as specified in charter)

55 Old Bedford Road, Lincoln, MA 01773

(Address of principal executive offices)

Sandra I. Madden

Quantitative Investment Advisors, Inc.

55 Old Bedford Road, Lincoln, MA 01773

(Name and address of agent for service)

Registrant’s telephone number, including area code: (781) 676-5900

Date of fiscal year end: March 31

Date of reporting period: April 1, 2007 through March 31, 2008

ITEM 1. REPORTS TO SHAREOWNERS.

QUANT FUNDS

** GRAPHIC **

ANNUAL

REPORT

MARCH 31, 2008

U.S. EQUITY FUNDS

Quant Small Cap Fund

Quant Long/Short Fund

INTERNATIONAL EQUITY FUNDS

Quant Emerging Markets Fund

Quant Foreign Value Fund

QUANT FUNDS

Quant Small Cap Fund

Quant Long/Short Fund

Quant Emerging Markets Fund

Quant Foreign Value Fund

ANNUAL REPORT

March 31, 2008

TABLE OF CONTENTS

President’s Letter	1
Fund Expenses	2
Portfolio Manager Commentaries
Quant Small Cap Fund	3
Quant Long/Short Fund	5
Quant Emerging Markets Fund	7
Quant Foreign Value Fund	9
Schedules of Investments
Quant Small Cap Fund	11
Quant Long/Short Fund	13
Quant Emerging Markets Fund	17
Quant Foreign Value Fund	19
Statements of Assets and Liabilities	21
Statements of Operations	22
Statements of Changes in Net Assets	23
Statement of Cash Flows for Quant Long/Short Fund	25
Financial Highlights	26
Notes to Financial Statements	30
Report of Independent Registered Accounting Firm	38
Information for Shareholders	39
Privacy Policy	39
Advisory Contract Approval	41
Trustees and Officers	43
Service Providers	back cover

This report must be preceded or accompanied by a current Quant Funds prospectus for individuals who are not current shareholders of the Funds. You should read the prospectus carefully before investing because it contains more complete information on the Quant Funds’ investment objectives, risks, charges and expenses. Please consider this information carefully. For a prospectus and other information, visit www.quantfunds.com or call (800) 326-2151.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the Quant Funds nor U.S. Boston Capital Corporation is a bank.

Dear Fellow Shareholder,

We are pleased to provide you with the Quantitative Group of Funds’ Annual Report for the year ended March 31, 2008 to update you on recent market conditions and the performance of the Quant Funds.

After months of anticipating the fallout from the subprime fiasco, the 3rd and 4th quarters of 2007 showed significant downturns as a result of the housing bubble burst. The negative effects of the real estate crisis extended overseas to the international markets, hitting both developed and emerging markets. The financial sector was hit especially hard both at home and abroad. Domestically, in an effort to counteract the market’s declines, the Federal Reserve began cutting the Fed Funds Rate; from September 2007 through March of 2008, the Fed cut the Fed Funds Rate from 5.25% to 2.25%. Also, the U.S. Congress passed a bill for a two-year, $168 billion stimulus package to help boost consumer spending. Whether these efforts will have a positive effect on the U.S. market, or the overseas markets, is still to be determined.

Overall, the world’s markets did not perform as well over the last four quarters as they did in the four quarters prior; however, the 2008 first quarter’s steep decline in the world’s equity markets skewed the overall returns for the running year. The U.S. equity market dropped 9.45% for the first quarter 2008 and 5.08% for the running year (as represented by the S&P 500 Index). Established foreign markets performed slightly better but still decreased by 8.82% for the first quarter and 2.27% for the running year (MSCI EAFE Index). The Emerging Markets also declined in the first quarter by 10.92% (MSCI EM Index) but performed strongly on the world stage as they rose 21.65% for the running year.

12-month Index Performance
S&P 500	5.08%
Russell 2000	13.00%
MSCI EM	21.65%
MSCI EAFE	2.27%

We believe that the recent market volatility will create opportunities for our fund managers to add value through their time tested portfolio construction practices. The Quant Foreign Value Fund invests in companies with strong cash flow, which we believe will be an advantage should we continue to experience a contracting credit market. The Quant Emerging Markets Fund may benefit from the Olympics, giving a boost to a slightly slowing Chinese economy. The Quant Small Cap Fund expects that the down market may create an attractive buying environment for previously over-valued smaller companies. Finally, the Quant Long/Short Fund has switched subadvisors to Analytic Investors, LLC, which we believe will bolster our lineup of boutique managers with strong quantitative backgrounds.

We thank you for your continued confidence in the Quant Funds. Please feel free to e-mail us at feedback@quantfunds.com or call us at 800-326-2151 with any questions or for assistance on your account.

Sincerely,

/s/ Willard Umphrey

Willard Umphrey

President and Chairman

Any statements in this Shareholder Letter regarding market or economic trends or the factors influencing the historical or future performance of the Quant Funds are the views of Fund management as of the date of this report. These views are subject to change at any time based upon market and other conditions, and Fund management disclaims any responsibility to update such views. These views may not be relied upon as investment advice or as an indication of trading intent on behalf of any Quant Fund. Any references to specific securities are not recommendations of such securities and may not be representative of any Quant Fund’s current or future investments.

Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

FUND EXPENSES

We believe it’s important for Fund shareholders to have a clear understanding of fund expenses and the impact expenses have on investment returns. The following is important information about each Fund’s Expense Example, which appears below.

Expense Example

As a shareholder of a fund, you incur two types of costs: (1) transaction costs, including deferred sales charges (on Ordinary Shares when redeemed), and (2) ongoing costs, including management fees, distribution (12b-1) fees (on Ordinary Shares) and other Fund expenses. The example is intended to help you understand your ongoing costs (in dollars) of investing in a Fund and to compare these costs with the ongoing costs of investing in other mutual funds. These examples are based on $1,000 invested at the beginning of the period and held for the entire period from October 1, 2007 to March 31, 2008.

Actual Expenses and Returns

The example provides information about actual account returns and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid over the period, simply divide your account value by $1,000, then multiply the result by the number under the heading “Expenses Paid During the Period.”

Hypothetical Example for Comparison Purposes

The example shows you hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.

The hypothetical account values and hypothetical expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing expenses of investing in the Fund with the ongoing expenses of other funds. To do so, compare the Fund’s 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs. They do not reflect any transactional costs, such as deferred sales charges. Thus, the “hypothetical” lines in the table are useful in comparing ongoing costs only, and will not help you determine the relative costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. See the Funds’ prospectus for a complete description of these transactional costs.

Expense Example for the 6 months ended March 31, 2008

			Beginning	Ending	Annualized	Expenses Paid
		Total Return	Account Value	Account Value	Expense	10/01/07
Quant Fund	Share Class	Description	10/01/07	03/31/08	Ratio	03/31/08
Small Cap	Ordinary	Actual	$1,000.00	$816.16	1.53%	$6.95
		Hypothetical	$1,000.00	$1,017.35	1.53%	$7.72
	Institutional	Actual	$1,000.00	$817.31	1.30%	$5.90
		Hypothetical	$1,000.00	$1,018.51	1.30%	$6.55
Long/Short	Ordinary	Actual	$1,000.00	$833.25	2.36%	$10.80
		Hypothetical	$1,000.00	$1,013.21	2.36%	$11.86
	Institutional	Actual	$1,000.00	$830.81	3.01%	$13.78
		Hypothetical	$1,000.00	$1,009.94	3.01%	$15.13
Emerging Markets	Ordinary	Actual	$1,000.00	$878.73	1.61%	$7.54
		Hypothetical	$1,000.00	$1,016.97	1.61%	$8.09
	Institutional	Actual	$1,000.00	$879.71	1.42%	$6.66
		Hypothetical	$1,000.00	$1,017.91	1.42%	$7.15
Foreign Value	Ordinary	Actual	$1,000.00	$906.96	1.55%	$7.39
		Hypothetical	$1,000.00	$1,017.25	1.55%	$7.81
	Institutional	Actual	$1,000.00	$908.02	1.31%	$6.24
		Hypothetical	$1,000.00	$1,018.46	1.31%	$6.60

QUANT SMALL CAP FUND

INVESTMENT PROFILE

All Data as of March 31, 2008

Investment Commentary

For the 12-month period ended March 31, 2008, Quant Small Cap Fund’s Ordinary Shares (the “Fund”) underperformed its benchmark, the Russell 2000 Index. The Fund achieved a return of -15.17% at net asset value compared to -13.00% for the Russell 2000 Index.

Fund Information
Net Assets Under Management	$144.2 Million

Number of Companies	65
Price to Book Ratio	2.6
Price to Earnings Ratio	18.4
	Ordinary	Institutional
Total Expense Ratio (Net)	1.59%	1.30%
Ticker Symbol	USBNX	QBNAX

Market Conditions and Investment Strategies

The financial markets were fraught with turbulence over the past year, not unlike an airplane that encounters bad weather. Although the disturbances began in 2007 when the subprime mortgage crisis began to unfold, other issues emerged in early 2008 to buffet the markets and heighten investor concerns. At the top of the list was the very underpinning of the financial system. As the housing market collapsed and a credit crisis developed, two major financial institutions had to be rescued from almost certain bankruptcy in deals orchestrated by the Federal Reserve. The Fed aggressively cut interest rates beginning in September 2007 and injected billions of dollars of liquidity to calm the markets. In addition, oil prices surged over $100 per barrel and combined with other commodities to push inflation higher. Job growth slowed, the unemployment rate crept above 5%, consumer spending stalled and GDP growth fell to less than 1%. The credit crisis has set the tone for the markets and it is uncertain whether we have seen the worst. The months ahead will reveal whether the Fed’s policies have worked to ease the turbulence and if calmer conditions will prevail.

Over the past year, the equity markets experienced their worst performance in five years. The three worst performing sectors in the Russell 2000 Index for this period were Consumer Discretionary -28%, Financials -21%, and Information Technology -19%. The best performing sectors were Energy +17%, and Materials +6%.

Our best performing sectors were Energy +40%, and Telecommunication Services +6%. In Energy, one of our largest holdings, Core Laboratories N.V., a provider of energy services, gained over 40% during the period. In Consumer Discretionary, RARE Hospitality International Inc. was the object of an acquisition offer and gained over 26%. Our substantial underweight in the highly volatile Financials sector also benefitted performance and contributed to relative return. Our worst performing sectors were Information Technology -27% and Consumer Discretionary -23% where Verint Systems Inc. and Entercom Communications Corp. were the primary detractors as earnings disappointed.

Our underperformance versus the Index was primarily a result of stock selection in the Industrials sector. The poor performance of NutriSystem Inc., which failed to deliver on product sales, and Huron Consulting Group Inc., where earnings estimates were lowered, contributed to detract a total of 2.34% from relative performance.

Portfolio Changes

The Fund incurred several changes in sector weightings over the past year. Industrials, Financials, Health Care and Information Technology declined while Energy, Telecommunication Services and Materials rose in weighting. Consumer Discretionary and Consumer Staples, remained virtually unchanged. We continued to have no exposure to the Utilities sector.

Outlook for 2008

Market declines are always unpleasant but bargains can often be found at times when investor sentiment is at its worst. Stocks often decline below what could be considered their intrinsic value. With consumer confidence at a five year low, we believe that we are in the midst of such a time and are perusing the markets to uncover these values.

The Fund is co-managed by Robert von Pentz, CFA, and Rhys Williams of Columbia Partners, L.L.C. Investment Management.

Top 10 Holdings
Percentage of total net assets	37.6%
Core Laboratories N.V.	5.0%
Entertainment Properties Trust	4.9%
Crown Castle International Corporation	4.9%
Ventas, Inc.	4.1%
Vail Resorts, Inc.	3.9%
Sotheby’s	3.6%
BE Aerospace, Inc.	3.0%
Psychiatric Solutions, Inc.	2.9%

Guess?, Inc.	2.8%
NICE-Systems, Ltd.	2.5%

There is no guarantee that such securities will continue to be viewed favorably or held in the Fund’s portfolio.

Sector Allocation
Percentage of total net assets	100.0%
Industrials	18.6%
Consumer Discretionary	14.1%
Financials	13.7%
Health Care	12.3%
Information Technology	11.5%
Energy	8.3%
Telecommunication Services	7.6%
Consumer Staples	4.9%
Materials	4.0%
Cash and Other Assets (Net)	5.0%

** GRAPHIC **

Average Annual Total Returns

		Six				Since	Inception
	1Q 2008	Months	One Year	Five Year	Ten Year	Inception	Date
Ordinary Shares	-12.51%	-18.38%	-15.17%	15.78%	6.01%	12.34%	08/03/92
Ordinary Shares (adjusted)(1)	-13.38%	-19.20%	-16.02%	15.55%	5.91%	12.27%	08/03/92
Institutional Shares(2)	-12.45%	-18.27%	-14.87%	16.32%	6.54%	11.42%	01/06/93
Russell 2000(3)	-9.90%	-14.03%	-13.00%	14.90%	4.96%	9.91%	—

1 Reflects deduction of a 1% deferred sales charge.

2 Institutional Shares may only be purchased by certain categories of investors and are not subject to sales charges or distribution fees.

3 The Russell 2000 Index is a market capitalization-weighted index of 2,000 small company stocks. It is widely recognized as representative of the general market for small company stocks. Index returns assume the reinvestment of dividends and, unlike Fund returns, do not reflect any fees or expenses. You cannot invest directly in an Index. The beginning date for the Index is 9/30/92.

Small company stocks may trade less frequently and in a limited volume, and their prices may fluctuate more than stocks of other companies. Small company stocks may therefore be more vulnerable to adverse developments than those of larger companies.

Performance data quoted represents past performance and is no guarantee of future results and the information above does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Current Fund performance may be lower or higher than performance data quoted. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than original cost. For the most recent month-end performance, visit the Fund’s website at www.quantfunds.com. Before investing, carefully consider the Fund’s investment objectives, risks, charges and expenses. For this and other information obtain the Fund’s prospectus by calling (800) 326-2151 or visiting www.quantfunds.com. Please read the prospectus carefully before you invest.

QUANT LONG/SHORT FUND

INVESTMENT PROFILE

All Data as of March 31, 2008

Investment Commentary

For the 12-month period ended March 31, 2008, Quant Long/Short Fund’s Ordinary Shares (the “Fund”) underperformed its benchmark, the S&P 500 Index (the “Index”). The Fund achieved a return of -14.43% at net asset value compared to -5.08% for the Index.

Fund Information
Net Assets Under Management	$70.8 Million
Number of Companies	182
Price to Book Ratio	3.2
Price to Earnings Ratio	14.1
	Ordinary	Institutional
Total Expense Ratio (Net)	2.12%	2.17%
Ticker Symbol	USBOX	QGIAX

Market Conditions and Investment Strategies

SSgA Funds Management Inc. (“SSgA”) managed the Fund’s portfolio for the first nine months of the fiscal year. For the nine-month period ended December 31, 2007, the Fund’s Ordinary Shares underperformed the Index, achieving a return of -4.39% at net asset value compared to 4.82% for the Index. The investment process incorporated perspectives on valuation, quality and sentiment which offered mixed performance during the period. Specifically, valuation components, earnings yield and free cash flow served as weak predictors of stock price appreciation.

Performance results were primarily driven by stock selection positions. Poor performance of stocks held by the Fund in the health care, technology and consumer staples sectors were the main detractors of the Fund’s performance. Positions in consumer discretionary, industrials and financials sector, however, partially offset some of the Fund’s shortfall. The largest detractors of performance were long positions in health care stocks King Pharmaceuticals (-42%) and WellCare Health Plans (-79%). A long position in Big Lots, which fell 48% over the period, also hurt performance. Long positions in AGCO Corp. (+83%) and GameStop Corp. (+67%) as well as short positions in Circuit City (-73%) and Advanced Micro Devices (-51%) were the most successful positions for the period.

Analytic Investors, LLC (“Analytic”) replaced SSgA as subadvisor to the Fund on January 2, 2008. For the three month period ended March 31, 2008, the Fund’s Ordinary Shares underperformed the Index achieving a return of -10.50% at net asset value compared to -9.45% for the Index. Performance during the period was helped by strong stock selection within the financials sector stemming primarily from short positions in Bear Stearns and Washington Mutual. The Fund was hindered by negative stock selection in the health care sector, however, due to long positions in Humana and McKesson Corporation.

The market continued its visible move away from low-quality value securities and into higher-quality growth companies. Companies with above-average exposures to valuation characteristics continued to demonstrate negative trends, although a one-month reversal was observed in January. Recessionary fears coupled with a difficult credit market coerced investors to seek companies with cleaner balance sheets as evidenced by a pronounced focus on companies with a high interest coverage ratio and away from signs of being overleveraged. Companies with higher asset utilization exposure faired well as did companies with strong recent earnings growth. Finally, higher-yielding securities were rewarded during the period as the Fed cut rates and investors sought yield in the equity market.

Portfolio Changes

During the first nine months of the fiscal year, the Fund’s positions in energy and utility stocks were increased and positions within consumer discretionary, financials and health care stocks were decreased.

At the beginning of January 2008, the Fund experienced a high amount of turnover at the time of the change in subadvisers, due to differences between the quantitative models employed at SSgA and Analytic. The Fund’s exposure to securities exhibiting above-average asset utilization, cash flow to price, and interest coverage characteristic exposures were increased. Securities with below-average leverage levels were sought to reduce exposure to this characteristic. Management reduced the Fund’s exposure to securities exhibiting strong sales-to-price ratios, as the characteristic was rewarded less and less in the marketplace.

Outlook for 2008

Going forward we will continue to reduce exposures to leveraged companies and gravitate toward higher-quality attributes such as asset utilization, interest coverage and cash flow to price. If the market continues to reward dividend yield, exposures should gradually increase as the model adapts.

The Fund’s portfolio is managed by a team of portfolio managers at Analytic Investors, LLC. The lead portfolio managers are Harindra de Silva, Ph.D.,CFA, Dennis Bein, CFA, and Steve Sapra, CFA.

Top 10 Long Holdings
Percentage of total net assets	38.2%
AT&T Corporation	5.2%
Exxon Mobil Corporation	4.8%
General Electric Company	4.4%
Chevron Texaco Corporation	4.3%
Hewlett-Packard Company	3.8%
JPMorgan Chase& Co.	3.4%
FedEx Corporation	3.4%
The Boeing Company	3.2%
McKesson Corporation	2.9%
Microsoft Corporation	2.8%

There is no guarantee that such securities will continue to be viewed favorably or held in the Fund’s portfolio.

Sector Allocation
Percentage of total net assets	100.0%
Industrials	22.9%
Financials	19.5%
Information Technology	18.8%
Health Care	15.9%
Energy	14.7%
Consumer Discretionary	12.8%
Consumer Staples	8.9%
Materials	5.5%
Telecommunication Services	5.4%
Utilities	3.5%
Cash and Other Assets (Net)	1.0%
Short Positions	-28.9%

Top 10 Short Holdings
Percentage of total net assets	-15.2%
Linear Technology Corporation	-2.1%
Central European Media Enterprises, Ltd.	-1.9%
Lincare Holdings, Inc.	-1.8%
Copa Holdings, S.A.	-1.7%
Windstream Corporation	-1.4%
Mylan, Inc.	-1.4%
The Ryland Group, Inc.	-1.3%
Zebra Technologies Corporation	-1.3%
The Goldman Sachs Group, Inc.	-1.2%
Teekay Corporation	-1.1%

There is no guarantee that such securities will continue to be viewed favorably or held in the Fund’s portfolio.

** GRAPHIC **

		Six				Since	Inception
	1Q 2008	Months	One Year	Five Year	Ten Year	Inception	Date
Ordinary Shares	-10.50%	-16.68%	-14.43%	8.81%	1.93%	10.25%	05/06/85
Ordinary Shares (adjusted)(1)	-11.39%	-17.51%	-15.28%	8.59%	1.83%	10.20%	05/06/85

Institutional Shares(2)	-10.69%	-16.92%	-14.49%	9.20%	2.38%	8.71%	03/25/91
S & P 500(3)	-9.45%	-12.47%	-5.08%	11.31%	3.50%	11.47%	—

1 Reflects deduction of a 1% deferred sales charge.

2 Institutional Shares may only be purchased by certain categories of investors and are not subject to sales charges or distribution fees.

3 The S&P 500 Index is an unmanaged index of stocks chosen for their size and industry characteristics. It is widely recognized as representative of stocks in the United States. Index returns assume the reinvestment of dividends and, unlike Fund returns, do not reflect any fees or expenses. You cannot invest directly in the Index. The beginning date for the Index is 6/30/85.

Short selling involves certain risks including the possibility that short positions do not limit the Fund’s stock market exposure as expected, that the future value of a short position increases above its recorded value potentially resulting in an unlimited loss and that the lender of a security sold short could terminate the loan at a price or time that is disadvantageous to the Fund.

Performance data quoted represents past performance and is no guarantee of future results and the information above does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Current Fund performance may be lower or higher than performance data quoted. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than original cost. For the most recent month-end performance, visit the Fund’s website at www.quantfunds.com. Before investing, carefully consider the Fund’s investment objectives, risks, charges and expenses. For this and other information obtain the Fund’s prospectus by calling (800) 326-2151 or visiting www.quantfunds.com. Please read the prospectus carefully before you invest.

QUANT EMERGING MARKETS FUND

INVESTMENT PROFILE

All Data as of March 31, 2008

Investment Commentary

For the 12-month period ending March 31, 2008, Quant Emerging Markets Fund’s Ordinary Shares (the “Fund”) underperformed its benchmark, the MSCI Emerging Markets Index (the “Index”). The Fund had a return of 19.35% at net asset value compared to 21.65% for the Index.

Fund Information
Net Assets Under Management	$532.0 Million
Number of Companies	72
Price to Book Ratio	2.4
Price to Earnings Ratio	12.0
	Ordinary	Institutional
Total Expense Ratio (Net)	1.60%	1.39%
Ticker Symbol	QFFOX	QEMAX

Market Conditions and Investment Strategies

The fiscal year was positive for all the major regions of the Emerging Markets despite the negative returns at the end of the period. Asia, Eastern Europe and Africa fared the worst in the last months while Latin America, also negative, fared better than the other regions. All of the markets were affected by global economic conditions, but when mixed with local market factors and economic developments, they responded differently.

Some of the most influential economic developments have been the continued rise in energy prices as well as the effect of the volatility in credit markets due to the deteriorating quality in the loans of many large institutions. Locally, many of the countries began to see a rise in the price of food contributing to a rise in inflation.

Exporting goods is a major portion of many Emerging Market economies. Throughout the beginning of the fiscal year, exports remained strong and added to the positive returns. However, towards the end of the period, the United States began to show signs of a slowing, possibly recessionary economy. The US Dollar also declined during this period, effectively raising the price of exports from the Emerging Market countries. Exports have slowed in recent months putting further pressure on economic growth.

The top three contributors to performance were in the industrials and materials sectors. The leading contributor was Hyundai Heavy Industries a South Korean shipbuilder that saw gains due to strong demand for ships. Angang Steel, the second largest contributor, is China’s third largest steelmaker. A proposal for a new mill increased the likelihood of improved output capacity and growth potential. Finally, China Shipping Development Company saw increased profits due to China’s surging demand for iron ore imports that drove up freight rates.

The top three relative detractors were based mainly within the financial sector. The worst detractor was Hopson Development Holdings, one of China’s largest real estate companies, which had disappointing earnings due to unexpected delays in Beijing construction projects. The second largest detractor was Concorcio ARA, a Mexican homebuilder, which fell due to concern that government grants would not be issued quickly enough to increase earnings. Finally, Shenzhen Investment Ltd., a Chinese financial stock based in property development, experienced losses due to slowing real estate and building demand.

Portfolio Changes

Over the past fiscal year, there have been no significant changes to the Fund’s portfolio. The quantitative strategy employed takes advantage of inefficiencies in the market while controlling risk exposures. Emphasis is placed upon maintaining neutrality across sectors and countries so that stock selection is the main driver of performance. The exception is India, where valuation and liquidity has limited the Fund’s exposure to this market. The investment team continues to monitor this position for investment opportunities.

Outlook for 2008

The health of global markets depends on the factors mentioned above as well as GDP growth in individual countries. The export of goods and materials across many Emerging Markets was affected by the slowing of large importing economies like the U.S. The flow of goods and services is crucial to those countries that depend heavily on exporting. Many Emerging Markets are commodity-intensive, so movement in these prices will be reflected in the securities markets. The health of the markets in non-emerging market economies must improve in order to slow or stop the trickle-down effect that has weakened the Emerging Market economies. Overall we would expect to see some volatility in the short term in the emerging markets.

The Fund’s portfolio is managed by a team of portfolio managers at Panagora Asset Management, Inc. The Fund’s co-lead portfolio managers are David P. Nolan and Richard T. Wilk.

Top 10 Holdings
Percentage of total net assets	29.4%
Gazprom	4.1%
China Mobile Limited	3.4%
Companhia Vale do Rio Doce	3.3%
Petroleo Brasileiro SA	3.1%
iShares MSCI Emerging Markets Index Fund	2.9%
Vanguard Emerging Markets ETF	2.8%
Hyundai Mipo Dockyard Co., Ltd.	2.6%
Ceske Energeticke Zavody	2.5%
China Shipping Development Company, Ltd.	2.4%
PTT Aromatics and Refining Public Co. Ltd.	2.3%

There is no guarantee that such securities will continue to be viewed favorably or held in the Fund’s portfolio.

Sector Allocation
Percentage of total net assets	100.0%
Financials	19.0%
Energy	17.4%
Materials	16.0%
Telecommunication Services	12.1%
Industrials	9.4%
Information Technology	8.8%
Exchange Traded Funds	6.0%
Utilities	5.1%

Consumer Staples	3.9%
Consumer Discretionary	2.3%

Top 10 Country Allocations
Percentage of total net assets	82.0%
Brazil	15.0%
China	14.3%
South Korea	11.6%
Taiwan	11.1%
Russia	9.2%
Mexico	6.7%
South Africa	5.7%
Thailand	3.1%
Turkey	2.8%
India	2.5%

** GRAPHIC **

Average Annual Total Returns

		Six				Since	Inception
	1Q 2008	Months	One Year	Five Year	Ten Year	Inception	Date
Ordinary Shares	-13.61%	-12.13%	19.35%	38.67%	15.41%	9.33%	09/30/94
Ordinary Shares (adjusted)(1)	-14.47%	-13.01%	18.15%	38.40%	15.29%	9.25%	09/30/94
Institutional Shares(2)	-13.57%	-12.03%	19.67%	39.18%	15.92%	12.29%	04/02/96
MSCI EM(3)	-10.92%	-7.66%	21.65%	35.95%	12.53%	7.52%

1 Reflects deduction of a 1% deferred sales charge.

2 Institutional Shares may only be purchased by certain categories of investors and are not subject to sales charges or distribution fees.

3 The Morgan Stanley Capital International Emerging Markets (“MSCI EM”) Index is an unmanaged index comprised of stocks located in countries other than the United States. It is widely recognized as representative of the general market for emerging markets. Index returns assume the reinvestment of dividends and, unlike Fund returns, do not reflect fees or expenses. You cannot invest directly in an Index. The beginning date for the Index is 6/30/85.

Investing in foreign markets, particularly emerging markets, can be more volatile than the U.S. market due to increased risks of adverse issuer, political, regulatory, market or economic developments and can perform differently than the U.S. market.

Performance data quoted represents past performance and is no guarantee of future results and the information above does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Current fund performance may be lower or higher than performance data quoted. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than original cost. For the most recent month-end performance, visit the Fund’s website at www.quantfunds.com. Before investing, carefully consider the Fund’s investment objectives, risks, charges and expenses. For this and other information obtain the Fund’s prospectus by calling (800) 326-2151 or visiting www.quantfunds.com. Please read the prospectus carefully before you invest.

QUANT FOREIGN VALUE FUND

INVESTMENT PROFILE

All Data as of March 30, 2008

Investment Commentary

For the 12-month period ended March 31, 2008, Quant Foreign Value Fund’s Ordinary Shares (the “Fund”) underperformed its benchmark, Morgan Stanley Capital International Europe, Australasia, Far East Index (the Index”). The Fund achieved a return of -8.71% at net asset value compared to -2.27% for the Index.

Fund Information
Net Assets Under Management	$922.1 Million
Number of Companies	54
Price to Book Ratio	1.8
Price to Earnings Ratio	11.7
	Ordinary	Institutional
Total Expense Ratio (Net)	1.56%	1.32%
Ticker Symbol	QFVOX	QFVIX

Market Conditions and Investment Strategies

Remaining steadfast to a value investment strategy, which seeks companies with strong free cash flow and good management, the Fund encountered a volatile 2007 market. In panic-stricken markets, investor behavior has historically led to uncontrolled selling resulting in irrational pricing of assets and stocks. During the year, a clear disconnect between company fundamentals and stock market valuations became evident. The impairment of capital at banks and investment banks that produced losses due to poor credit and investment decisions has reduced the amount of credit available from these institutions. This has, in turn, resulted in an economic slowdown in the United States that has spread to other countries.

The investment strategy of the Fund is based on the belief that when markets are in decline during volatile periods, the value of companies can decline to levels that undervalue the future cash flow of the firm. The volatile market in the last fiscal year presented such conditions so Fund management capitalized on opportunities to build portfolio positions, identifying strong companies at what Management believes are exceptional valuations. New investments made as well as some existing holdings were affected by market volatility and caused the portfolio to experience a short-term performance dip; however, as markets returned to a focus on fundamentals, Fund performance improved for the last fiscal quarter.

A number of materials and industrial holdings across a myriad of countries helped performance. While paper, cement and aggregates, and chemical declined, other material and industrial companies generated positive returns, clearly benefiting from demand to facilitate growth of a healthy world economy generally outside the U.S. Among the top performers were Finnish construction and crane operators, including KCI Konecranes. Sasol, a South African diversified fuel, chemical, and related manufacturing company, also contributed positively.

Japanese consumer staples companies also proved strong performers over the last few months, turning the tide after several quarters of underperformance. In Japan, the combination of beverage price increases and yen appreciation helped the Fund’s dairy and brewery holdings at year end.

Consumer discretionary was the largest detractor to performance. In the U.K., credit market volatility negatively affected residential homebuilders. Some U.K. homebuilders, however, have reported satisfactory 2008 earnings, while increasing dividends and buying back stock. While this data is positive news, it still may take some time to filter through the market.

Portfolio Changes

During the year, Fund management sold stocks that reached valuation limits, redeploying the cash to new and current portfolio positions. By making such purchases, management was able to improve the valuation of the portfolio and reduce overweight exposures in some sectors.

The Fund reduced holdings in some European stocks to make new investments in German and Irish financials and an Asian oil refinery. The Fund’s research process identified values in non-U.S. banks, many of which have strong balance sheets, good customer funding and clean loan portfolios – yet these holdings had lackluster performance. As these banks reported early 2008 earnings, many investors began to reward these solidly managed institutions. New investments were made in German insurance companies. The Fund also invested in a Japanese music/video company; as the Japanese market strengthens, consumer discretionary spending may continue to grow.

Outlook for 2008

This market environment presents good buying opportunities, as Fund management continues to identify new compelling valuations on companies overseas. In conducting local research, meeting with management teams and interviewing local competitors, Fund management has pinpointed many new high-quality companies previously dismissed due to high valuations.

The Fund’s lead portfolio manager is Bernard R. Horn, Jr., of Polaris Capital Management, LLC

Top 10 Holdings
Percentage of total net assets	25.1%
Kone Corporation OYJ-B	2.7%
Konecranes OYJ	2.6%
Bank of Ireland	2.6%
Yit OYJ	2.6%
Imerys S.A.	2.6%
Tecnip S.A.	2.5%
Cargotec Corp., Class B	2.5%
Asahi Breweries Ltd.	2.4%
Meiji Dairies Corporation	2.3%
Greencore Group PLC	2.3%

There is no guarantee that such securities will continue to be viewed favorably or held in the Fund’s portfolio.

Sector Allocation
Percentage of total net assets	100.0%
Materials	24.2%
Industrials	20.4%
Financials	18.2%
Consumer Discretionary	15.2%
Consumer Staples	7.2%
Energy	6.4%
Telecommunication Services	3.3%
Utilities	2.9%
Information Technology	2.2%

Top 10 Country Allocations
Percentage of total net assets	82.3%
Japan	17.7%
Finland	11.3%
Ireland	10.6%
United Kingdom	10.2%
France	9.0%
South Africa	6.7%
Sweden	4.8%
Germany	4.1%
Belgium	4.1%
South Korea	3.8%

** GRAPHIC **

Average Annual Total Returns

		Six				Since	Inception
	1Q 2008	Months	One Year	Five Year	Ten Year	Inception	Date
Ordinary Shares	-2.02%	-9.30%	-8.71%	24.43%	N/A	9.45%	05/15/98
Ordinary Shares (adjusted)(1)	-3.00%	-10.21%	-9.63%	24.18%	N/A	9.34%	05/15/98
Institutional Shares(2)	-1.96%	-9.20%	-8.49%	24.74%	N/A	12.37%	12/18/98
MSCI EAFE(3)	-8.82%	-7.26%	-2.27%	21.90%	6.56%	6.95%	—

1 Reflects deduction of a 1% deferred sales charge.

2 Institutional Shares may only be purchased by certain categories of investors and are not subject to sales charges or distribution fees.

3 The Morgan Stanley Capital International Europe, Australasia, and Far East (“MSCI EAFE”) Index is an unmanaged index comprised of stocks in countries other than the United States. It is widely recognized as representative of the general market for foreign markets. Index returns assume the reinvestment of dividends and, unlike Fund returns, do not reflect any fees or expenses. You cannot invest directly in an Index. The beginning date for the Index is 6/30/98.

Investing in foreign markets, particularly emerging markets, can be more volatile than the U.S. market due to increased risks of adverse issuer, political, regulatory, market or economic developments and can perform differently than the U.S. market.

Performance data quoted represents past performance and is no guarantee of future results and the information above does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Current fund performance may be lower or higher than performance data quoted. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than original cost. For the most recent month-end performance, visit the Fund’s website at www.quantfunds.com. Before investing, carefully consider the Fund’s investment objectives, risks, charges and expenses. For this and other information obtain the Fund’s prospectus by calling (800) 326-2151 or visiting www.quantfunds.com. Please read the prospectus carefully before you invest. QUANT SMALL CAP FUND

QUANT SMALL CAP FUND

SCHEDULE OF INVESTMENTS

March 31, 2008

Common Stock — 95.0%
	Shares	Value
AEROSPACE & DEFENSE — 3.0%
BE Aerospace, Inc. (a)	124,015	$4,334,324
COMMERCIAL SERVICES & SUPPLIES — 11.7%
Acacia Research Corporation (a)	143,854	827,161
AMN Healthcare Services, Inc. (a)	79,639	1,228,033
Huron Consulting Group, Inc. (a)	32,990	1,370,735
inVentiv Health, Inc. (a)	42,635	1,228,314
Kforce Inc. (a)	152,142	1,344,935
Life Sciences Research, Inc. (a)	12,905	361,340
Novamerican Steel, Inc. (a)	129,671	379,936
Sotheby’s	179,401	5,186,483
Star Bulk Carriers Corp.	135,130	1,543,185
Waste Connections, Inc. (a)	110,968	3,411,156
		16,881,278
COMMUNICATIONS EQUIPMENT — 6.8%
Comtech Telecommunications
Corporation (a)	45,496	1,774,344
Comverse Technology, Inc. (a)	68,213	1,050,480
NICE-Systems, Ltd. (a) (b)	127,763	3,605,472
Polycom, Inc. (a)	65,567	1,477,880
Sierra Wireless, Inc. (a)	117,187	1,869,133
		9,777,309
ELECTRICAL EQUIPMENT — 1.5%
Evergreen Solar, Inc. (a)	228,001	2,113,569
ENERGY EQUIPMENT & SERVICES — 6.7%
Core Laboratories N.V. (a)	60,226	7,184,962
Dawson Geophysical Company (a)	35,962	2,427,435
		9,612,397
FOOD PRODUCTS — 3.7%
The Great Atlantic & Pacific Tea
Company, Inc. (a)	66,640	1,747,301
The Hain Celestial Group, Inc. (a)	50,785	1,498,157
United Natural Foods, Inc. (a)	108,534	2,030,671

		5,276,129
HEALTH CARE EQUIPMENT & SERVICES — 10.6%
Mentor Corporation	43,696	1,123,861
Omnicell Inc. (a)	150,293	3,020,890
Pet DRx Corporation (a)	133,671	548,051
Psychiatric Solutions, Inc. (a)	125,324	4,250,990
Schein (Henry), Inc. (a)	55,384	3,179,042
Sunrise Senior Living, Inc. (a)	63,951	1,424,828
ZOLL Medical Corporation (a)	65,795	1,749,489
		15,297,151
HOTELS, RESTAURANTS & LEISURE — 5.1%
California Pizza Kitchen, Inc. (a)	36,412	477,361
Great Wolf Resorts, Inc. (a)	93,865	598,859
National CineMedia, Inc.	29,478	662,665
Vail Resorts, Inc. (a)	116,186	5,610,622
		7,349,507
HOUSEHOLD DURABLES — 0.8%
Interface, Inc. CL A	80,390	$1,129,480
LEISURE EQUIPMENT & PRODUCTS — 0.6%
LeapFrog Enterprises, Inc. (a)	135,742	956,981
MACHINERY — 2.4%
Gardner Denver, Inc. (a)	93,448	3,466,921
MEDIA — 3.9%
Entercom Communications Corporation	140,554	1,395,701
Lions Gate Entertainment Corporation (a)	260,412	2,539,017
Regal Entertainment Group	89,817	1,732,570
		5,667,288
METALS & MINING — 4.0%
Coeur d’Alene Mines Corporation (a)	490,274	1,980,707
Hecla Mining Company (a)	166,138	1,854,100
Lundin Mining Corporation (a)	188,075	1,277,029
Stillwater Mining Company (a)	44,983	695,887
		5,807,723
OIL & GAS — 1.6%
Natural Gas Services Group Inc. (a)	108,340	2,365,062
PERSONAL PRODUCTS — 1.2%
Inter Parfums, Inc.	77,292	1,706,607
PHARMACEUTICALS — 1.7%
American Oriental
Bioengineering, Inc. (a)	306,335	2,481,314
REAL ESTATE — 13.7%
Entertainment Properties Trust	143,480	7,077,868
FelCor Lodging Trust Inc.	168,197	2,023,410
Grubb & Ellis Company	192,301	1,321,108
Hersha Hospitality Trust	372,020	3,359,340
Ventas, Inc.	132,071	5,931,309
		19,713,035
RETAILING — 3.7%

GUESS?, Inc.	99,235	4,016,041
Urban Outfitters, Inc. (a)	40,321	1,264,063
		5,280,104
SOFTWARE & SERVICES — 4.7%
Blackboard, Inc. (a)	7,323	243,866
China Finance Online Co. Limited (a) (b)	18,187	252,799
Euronet Worldwide, Inc. (a)	41,650	802,179
Internet Capital Group, Inc. (a)	118,199	1,237,543
Intervoice, Inc. (a)	90,385	719,465
Synchronoss Technologies, Inc. (a)	53,650	1,074,610
Ulticom, Inc. (a)	167,009	1,127,311
Verint Systems Inc. (a)	84,715	1,366,453
		6,824,226
TELECOMMUNICATION SERVICES — 0.3%
Atlantic Tele-Network, Inc.	9,922	335,661
WIRELESS TELECOMMUNICATION SERVICES — 7.3%
Crown Castle International
Corporation (a)	203,273	$ 7,010,886
SBA Communications Corporation (a)	118,619	3,538,405
		10,549,291
TOTAL COMMON STOCK
(Cost $128,424,722)		136,925,357
Warrants — 0.0%
Novamerican Steel,Inc. (a)	97,662	43,948
TOTAL WARRANTS
(Cost $155,307)		43,948
Short Term Investments — 8.1%
	Par Value	Value
State Street Bank & Trust
Repurchase Agreement 0.05%,
4/01/08, (Dated 3/31/08),
Collateralized by $10,945,000 par
U.S. Treasury Bond—2%,
1/15/2026, Market Value
$11,950,974, Repurchase
Proceeds $11,712,016
(Cost $11,712,000)	$11,712,000	$ 11,712,000
TOTAL INVESTMENTS — 103.1%
(Cost $140,292,029) (c)		148,681,305
OTHER ASSETS & LIABILITIES (NET) — (3.1%)		(4,449,809)
NET ASSETS — 100%		$144,231,496

(a)	Non-income producing security
(b)	ADR—American Depositary Receipts
(c)	At March 31, 2008, the unrealized appreciation of investments on aggregate cost for federal tax purposes of $140,290,615 was as follows:

Aggregate gross unrealized appreciation for all investments in which there is an excess of value over tax cost	$23,392,392
Aggregate gross unrealized depreciation for all investments in which there is an excess of tax cost over value	(15,001,702)
Net unrealized appreciation/(depreciation)	$8,390,690

The percentage of each investment category is calculated as a percentage of net assets.

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

QUANT LONG/SHORT FUND

SCHEDULE OF INVESTMENTS

March 31, 2008

Common Stock—99.0%

Long Positions—127.9%

	Shares	Value
AEROSPACE & DEFENSE—4.4%
Lockheed Martin Corporation	7,238	$718,733
Raytheon Company	1,594	102,988
The Boeing Company	30,338	2,256,237
		3,077,958
AIR FREIGHT & COURIER—3.6%
FedEx Corporation	25,893	2,399,504
United Parcel Service, Inc.	1,596	116,540
		2,516,044
AIRLINES—0.0%
Delta Air Lines, Inc. (a)	3,281	28,217
AUTOMOBILES—3.1%
Ford Motor Company (a)	201,677	1,153,592
TRW Automotive Holdings Corp. (a)	44,979	1,051,159
		2,204,751
BANKS—0.6%
First Citizens Bancshares, Inc.	27	3,763
The Bank of New York Mellon Corporation	10,459	436,454
		440,217
BEVERAGES—0.3%
Constellation Brands, Inc. (a)	10,265	181,383
BUILDING PRODUCTS—1.0%
Owens Corning (a)	37,641	682,431
USG Corporation (a)	1,102	40,576
		723,007
CHEMICALS—2.7%
Ashland, Inc.	39,689	1,877,290
Cabot Corporation	2,442	68,376
		1,945,666
COMMERCIAL SERVICES AND SUPPLIES—2.0%
Allied Waste Industries, Inc. (a)	9,551	103,246
C.H. Robinson Worldwide, Inc.	4,331	235,606
Convergys Corporation (a)	3,182	47,921
Manpower, Inc.	154	8,664
MasterCard Incorporated	2,133	475,638
MoneyGram International, Inc.	14,861	27,642
Steelcase, Inc.	45,952	508,229
		1,406,946
COMMUNICATIONS EQUIPMENT—0.2%

Motorola, Inc.	16,011	148,902
COMPUTERS & PERIPHERALS—3.8%
Hewlett-Packard Company	58,469	2,669,695
CONSTRUCTION ENGINEERING—2.8%
Jacobs Engineering Group, Inc. (a)	16,690	1,228,217
URS Corporation (a)	23,407	765,175
		1,993,392
CONTAINERS & PACKAGING—0.3%
Crown Holdings, Inc. (a)	5,885	$148,067
Pactiv Corporation (a)	2,795	73,257
		221,324
DISTRIBUTORS—0.1%
WESCO International, Inc. (a)	1,721	62,799
DIVERSIFIED FINANCIAL SERVICES—9.2%
BlackRock, Inc.	6,613	1,350,242
GLG Partners Inc. (a)	15,830	187,902
JPMorgan Chase & Co.	56,229	2,415,036
State Street Corporation	9,943	785,497
The Charles Schwab Corporation	82,782	1,558,785
The Nasdaq Stock Market, Inc. (a)	5,899	228,055
		6,525,517
DIVERSIFIED TELECOMMUNICATION SERVICES—5.2%
AT&T Corporation	96,900	3,711,270
ELECTRIC UTILITIES—2.6%
Dynegy, Inc. (a)	37,144	293,066
Reliant Energy, Inc. (a)	66,551	1,573,931
		1,866,997
ELECTRONIC EQUIPMENT & INSTRUMENTS—3.1%
Arrow Electronics, Inc. (a)	9,045	304,364
Avnet, Inc. (a)	44,683	1,462,475
AVX Corporation	5,379	68,905
Tech Data Corporation (a)	7,848	257,414
Vishay Intertechnology, Inc. (a)	16,137	146,201
		2,239,359
ENERGY EQUIPMENT & SERVICES—2.6%
Halliburton Company	15,264	600,333
National Oilwell Varco, Inc. (a)	2,115	123,474
Schlumberger Limited	12,798	1,113,426
		1,837,233
FOOD PRODUCTS—1.2%
Corn Products International, Inc.	22,008	817,377
FOOD STAPLES & DRUG RETAILING—4.0%
Archer-Daniels-Midland Company	23,054	948,903
Coca-Cola Enterprises, Inc.	27,113	656,135
Rite Aid Corporation (a)	189,251	556,398
SYSCO Corporation	615	17,847
The Kroger Co.	26,681	677,697
		2,856,980
HEALTH CARE EQUIPMENT & SERVICES—5.1%

Advanced Medical Optics, Inc.	1,438	29,191
Humana Inc. (a)	25,519	1,144,782
McKesson Corporation	38,132	1,996,973
Stryker Corporation	6,277	408,319
		3,579,265
HEALTH CARE PROVIDERS & SERVICES—5.2%
Cardinal Health, Inc.	33,429	$1,755,357
CIGNA Corporation	28,066	1,138,638
Health Net, Inc. (a)	7,919	243,905
Tenet Healthcare Corporation (a)	84,317	477,234
WebMD Health Corp. (a)	2,403	56,639
		3,671,773
HOTELS, RESTAURANTS & LEISURE—1.5%
Marriott International, Inc.	11,147	383,011
Wyndham Worldwide Corporation	30,766	636,241
		1,019,252
HOUSEHOLD DURABLES—0.2%
Newell Rubbermaid, Inc.	48	1,098
Snap-on Incorporated	3,052	155,194
		156,292
HOUSEHOLD PRODUCTS—1.0%
Procter & Gamble Company	10,495	735,385
INDUSTRIAL CONGLOMERATES—5.6%
General Electric Company	83,527	3,091,334
KBR, Inc.	27,876	773,001
Reynolds American, Inc.	1,360	80,281
		3,944,616
INSURANCE—4.9%
ACE Ltd.	19,012	1,046,801
American International Group, Inc.	472	20,414
MetLife, Inc.	13,066	787,357
The Travelers Companies, Inc.	33,345	1,595,558
		3,450,130
INTERNET SOFTWARE & SERVICES—1.3%
Google, Inc. (a)	2,042	899,440
IT CONSULTING & SERVICES—4.1%
Accenture, Ltd.	4,943	173,845
Electronic Data Systems Corporation	47,731	794,721
Sun Microsystems, Inc. (a)	103,282	1,603,970
Unisys Corporation (a)	77,932	345,239
		2,917,775
MACHINERY—3.3%
Parker-Hannifin Corporation	21,424	1,484,040
The Timken Company	29,821	886,280
		2,370,320
MARINE—0.0%
Alexander & Baldwin, Inc.	673	28,993
MEDIA—4.2%
Clear Channel Outdoor Holdings, Inc. (a)	122	2,319

Disney (Walt) Company	22,363	701,751
Liberty Media Capital (a)	1,414	22,256
The DIRECTV Group, Inc. (a)	33,259	824,491
Time Warner, Inc.	100,745	1,412,445
		2,963,262
METALS & MINING—1.9%
AK Steel Holding Corporation	10,743	584,634
Freeport-McMoRan Copper & Gold, Inc.	6,307	606,859
Nucor Corporation	2,013	136,361
		1,327,854
OIL & GAS—12.1%
ChevronTexaco Corporation	35,699	3,047,267
Devon Energy Corporation	4,201	438,290
Exxon Mobil Corporation	40,060	3,388,275
Occidental Petroleum Corporation	6,290	460,239
Pioneer Natural Resources Company	141	6,926
Plains Exploration & Production Company (a)	15,108	802,839
The Williams Companies, Inc.	12,095	398,893
		8,542,729
PAPER & FOREST PRODUCTS—0.6%
Rayonier, Inc.	9,270	402,689
PHARMACEUTICALS & BIOTECHNOLOGY—5.6%
AmerisourceBergen Corporation	34,455	1,411,966
Amgen Inc. (a)	21,479	897,393
Medco Health Solutions, Inc. (a)	38,636	1,691,870
		4,001,229
REAL ESTATE—4.8%
Boston Properties, Inc.	19,915	1,833,574
Colonial Properties Trust	5,642	135,690
Forestar Real Estate Group, Inc. (a)	2,790	69,499
Jones Lang LaSalle Incorporated	16,284	1,259,405
The St. Joe Company	1,255	53,877
		3,352,045
RETAILING—3.7%
Amazon.com, Inc. (a)	5,027	358,425
Big Lots, Inc. (a)	55,060	1,227,838
Hanesbrands, Inc. (a)	34,440	1,005,648
Wal-Mart Stores, Inc.	834	43,935
		2,635,846
ROAD & RAIL—0.2%
GATX Corporation	999	39,031
Kansas City Southern (a)	1,806	72,439
		111,470
SEMICONDUCTOR EQUIPMENT—1.1%
Atmel Corporation (a)	6,243	21,726
Cypress Semiconductor Corporation (a)	4,260	100,579
Texas Instruments Inc.	23,468	663,440
		785,745
SOFTWARE & SERVICES—5.2%

Amdocs Limited (a)	1,515	42,965
Computer Sciences Corporation (a)	36,288	1,480,188
Microsoft Corporation	69,004	1,958,334
Synopsys, Inc. (a)	327	7,426
Yahoo! Inc. (a)	5,468	158,189
		3,647,102
TOBACCO — 2.4%
Altria Group, Inc.	23,308	$517,437
Philip Morris International Inc. (a)	23,308	1,178,919
		1,696,356
UTILITIES — 0.9%
Nalco Holding Company	29,235	618,320
WIRELESS TELECOMMUNICATIONS — 0.2%
United States Cellular Corporation (a)	2,510	138,050
TOTAL LONG POSITIONS — 127.9%
(Cost $93, 751, 462) (b)		90,470,972
Short Positions — (28.9%)
AIRLINES — (1.9)%
Aircastle Limited	(10,612)	(119,385)
Copa Holdings, S.A.	(31,659)	(1,206,524)
		(1,325,909)
BANKS — (0.2)%
Washington Mutual, Inc	(11,732)	(120,840)
COMMERCIAL SERVICES AND SUPPLIES — (0.3%)
ChoicePoint, Inc. (a)	(43)	(2,047)
Pitney Bowes, Inc.	(2,159)	(75,608)
The Dun & Bradstreet Corporation	(676)	(55,013)
Weight Watchers International, Inc.	(2,362)	(109,431)
		(242,099)
CONSTRUCTION & ENGINEERING — (0.7)%
Eagle Materials, Inc.	(7,688)	(273,308)
Louisiana-Pacific Corporation	(27,254)	(250,192)
		(523,500)
DIVERSIFIED FINANCIAL SERVICES — (1.5%)
CapitalSource, Inc.	(13,712)	(132,595)
INVESCO Ltd	(4,035)	(98,293)
The Goldman Sachs Group, Inc.	(5,090)	(841,835)
		(1,072,723)
DIVERSIFIED TELECOMMUNICATION SERVICES — (1.4)%
Windstream Corporation	(82,051)	(980,509)
ELECTRONIC EQUIPMENT & INSTRUMENTS — (0.2)%
Diebold, Incorporated	(3,600)	(135,180)
Riverbed Technology, Inc. (a)	(2,518)	(37,417)
		(172,597)
ENERGY EQUIPMENT & SERVICES — (0.3%)
TETRA Technologies, Inc. (a)	(13,953)	(221,016)

FINANCIAL SERVICES — (0.3)%
Federal Home Loan Mortgage Corporation	(4,413)	(111,737)
Federal National Mortgage Association	(4,523)	(119,046)
		(230,783)
FOOD PRODUCTS — (0.1)%
Herbalife, Ltd.	(1,499)	$(71,202)
The J. M. Smucker Company	(554)	(28,038)
		(99,240)
HEALTH CARE EQUIPMENT & SERVICES — (0.4%)
The Cooper Companies, Inc.	(8,004)	(275,578)
HEALTH CARE PROVIDERS & SERVICES — (2.8%)
LifePoint Hospitals, Inc. (a)	(21,251)	(583,765)
Lincare Holdings, Inc. (a)	(45,053)	(1,266,440)
Omnicare, Inc.	(6,989)	(126,920)
		(1,977,125)
HOTELS, RESTAURANTS & LEISURE — (0.0%)
International Speedway Corporation	(710)	(29,252)
HOUSEHOLD DURABLES — (4.2%)
Centex Corporation	(28,127)	(680,955)
D.R. Horton, Inc.	(33,125)	(521,719)
KB Home	(28,534)	(705,646)
Lennar Corporation	(6,241)	(117,393)
The Ryland Group, Inc.	(28,561)	(939,371)
		(2,965,084)
INSURANCE — (0.4%)
Leucadia National Corporation	(248)	(11,215)
Nationwide Financial Services, Inc.	(768)	(36,311)
The PMI Group, Inc.	(36,434)	(212,046)
		(259,572)
INTERNET & CATALOG RETAIL — (0.0%)
Coldwater Creek, Inc. (a)	(5,308)	(26,805)
INVESTMENT SERVICES — (0.6%)
Merrill Lynch & Company, Inc.	(9,592)	(390,778)
MACHINERY — (0.0%)
Oshkosh Corporation	(166)	(6,022)
MEDIA — (2.8%)
Central European Media
Enterprises, Ltd. (a)	(15,347)	(1,308,025)
CTC Media, Inc. (a)	(5,357)	(148,657)
DreamWorks Animation SKG, Inc. (a)	(7,139)	(184,043)
Harte-Hanks, Inc.	(16,107)	(220,183)
Hearst-Argyle Television, Inc.	(105)	(2,166)
Idearc, Inc.	(25,836)	(94,043)
		(1,957,117)
OFFICE ELECTROINCIS — (1.3%)
Zebra Technologies Corporation (a)	(27,972)	(932,027)

OIL & GAS — (1.5%)
Newfield Exploration Company (a)	(4,429)	(234,073)
Teekay Corporation	(18,765)	(796,949)
		(1,031,022)
PHARMACEUTICAL & BIOTECHNOLOGY — (1.4%)
APP Pharmaceuticals, Inc. (a)	(335)	$(4,047)
Mylan, Inc.	(83,161)	(964,668)
PDL BioPharma, Inc. (a)	(3,975)	(42,095)
		(1,010,810)
REAL ESTATE — (1.0%)
Brandywine Realty Trust	(6,578)	(111,563)
Forest City Enterprises, Inc.	(15,923)	(585,966)
		(697,529)
RETAILING — (1.5%)
Advance Auto Parts, Inc.	(13,455)	(458,143)
Circuit City Stores, Inc.	(120,324)	(478,890)
Copart, Inc (a)	(1,502)	(58,218)
J. C. Penney Company, Inc.	(830)	(31,299)
		(1,026,550)
SEMICONDUCTOR EQUIPMENT — (2.1%)
Linear Technology Corporation	(47,334)	(1,452,680)
SOFTWARE & SERVICES — (1.1%)
Fair Isaac Corporation	(31,893)	(686,337)
Red Hat, Inc. (a)	(2,931)	(53,901)
		(740,238)
TEXTILES AND APPAREL — (0.7%)
Jones Apparel Group, Inc.	(37,304)	(500,620)
TRADING COMPANIES & DISTRIBUTORS — (0.2%)
MSC Industrial Direct Co., Inc.	(3,811)	(161,015)
TOTAL SHORT POSITIONS (28.9%)
(Proceeds $22,147,440) (b)		(20,429,040)
TOTAL LONG POSITIONS 127.9%		$90,470,972
TOTAL SHORT POSITIONS (28.9%)		(20,429,040)
TOTAL LONG + SHORT 99.0%		$70,041,932
OTHER ASSETS & LIABILITIES (NET) — 1.0%		734,239
NET ASSETS — 100%		$70,776,171

(a) Non-Income producing security

(b) At March 31, 2008, the unrealized appreciation of investments based on aggregate cost for federal tax purposes of $72,420,251 was as follows:

Aggregate gross unrealized appreciation for all investments in which there is an excess of value over tax cost	$6,412,058
Aggregate gross unrealized depreciation for all investments in which there is an excess of tax cost over value	(8,790,377)
Net unrealized appreciation/(depreciation)	$(2,378,319)

The percentage of each investment category is calculated as a percentage of net assets.

All long security holdings are held as collateral for short security positions.

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

QUANT EMERGING MARKETS FUND

SCHEDULE OF INVESTMENTS

March 31, 2008

Common Stock — 85.2%

BRAZIL — 9.5%	Shares	Values
Companhia de Saneamento Basico de Estado de Sao Paolo-SABESP	459,000	$10,151,796
Gerdau SA (a)	282,087	8,623,400
Petroleo Brasileiro SA (a)	193,718	16,405,977
Unibanco-Uniao de Bancos Brasileiros SA (b)	80,031	9,334,816
Usinas Siderurgicas de Minas Gerais SA (c)	104,400	5,865,150
		50,381,139
CHINA—14.3%
Angang Steel Company Limited	2,995,000	6,811,760
Chaoda Modern Argriculture (Holdings) Limited	10,400,400	11,800,489
China Life Insurance Co., Limited	1,004,000	3,451,014
China Mobile Limited	1,222,000	18,183,145
China Petroleum and Chemical Corporation (Sinopec)	10,592,000	9,050,839
China Shipping Development Company, Ltd.	4,106,000	12,899,921
Hopson Development Holdings Limited	3,546,000	5,467,757
Jiangxi Copper Company Limited	1,227,000	2,314,514
Petrochina Company Limited	2,980,000	3,710,473
Shenzhen Investment Limited	5,966,000	2,522,136
		76,212,048
CZECH REPUBLIC—2.5%
Ceske Energeticke Zavody (CEZ)	175,671	13,380,314
HUNGARY—1.3%
MOL Hungarian Oil and Gas Nyrt.	17,400	2,275,301
OTP Bank Nyrt.	117,984	4,845,964
		7,121,265
INDIA—2.5%
Infosys Technologies Limited (a)	79,400	2,840,138
Mahindra & Mahindra Ltd. (b)	118,400	1,977,280
State Bank of India (b)	96,077	8,502,815
		13,320,233
ISRAEL—1.8%
Partner Communications Company Ltd.	438,714	9,689,160
MALAYSIA—1.4%
Bumiputra-Commerce Holdings Bhd	2,337,700	7,272,195
MEXICO—6.7%
America Movil SAB de CV	2,074,410	6,615,164
Consorcio Ara S.A. de CV	4,496,400	4,585,013
Controladora Comercial Mexicana SA de CV	1,485,700	4,192,747
Grupo Mexico SAB de CV	1,639,600	10,896,735
Telefonos De Mexico SAB
de CV (Telmex)	4,935,500	9,331,974

		35,621,633
PHILIPPINES—0.7%
First Philippine Holdings Corporation	2,662,800	2,613,713
Petron Corporation	7,805,598	1,065,164
		3,678,877
POLAND—1.0%
Globe Trade Centre S.A. (c)	307,133	5,167,613
RUSSIA—9.2%
Gazprom (a)	425,627	21,706,977
JSC MMC Norilsk Nickel (a)	351,000	9,880,650
LUKoil (a)	62,900	5,396,820
SISTEMA JSFC (b)	198,426	6,369,475
Tatneft (b)	44,546	5,790,980
		49,144,902
SOUTH AFRICA—5.7%
African Bank Investments Limited	2,543,940	8,326,190
MTN Group Limited	609,120	9,201,321
Nampak Limited	912,654	1,838,198
Sasol Ltd.	37,525	1,790,739
Standard Bank Group Limited	374,213	4,053,495
Steinhoff International Holdings Limited	619,758	1,377,663
Tiger Brands Limited	236,093	3,870,852
		30,458,458
SOUTH KOREA—11.6%
Daelim Industrial Co., Ltd.	75,710	9,670,636
Dongbu Insurance Co., Ltd.	125,500	4,815,469
GS Engineering & Construction Corp.	53,150	7,781,845
Hyundai Marine & Fire Insurance, Co., Ltd.	364,380	7,689,748
Hyundai Heavy Industries Co., Ltd.	36,260	13,565,235
Hyundai Mipo Dockyard Co., Ltd.	19,340	4,345,080
Samsung Electronics Co., Ltd.	2,990	1,880,921
Shinhan Financial Group Co., Ltd.	118,320	6,248,433
SK Holdings Co., Ltd.	14,320	2,053,254
SK Energy Co., Ltd.	35,059	3,610,863
		61,661,484
TAIWAN—11.1%
AU Optronics Corp.	2,663,262	4,620,020
China Steel Corporation	6,142,920	9,705,892
D-Link Corporation	2,528,784	4,170,315
Delta Electronics Inc.	1,154,493	3,412,613
MediaTek Incorporation	343,087	4,517,349
Nan Ya Plastics Corporation	3,434,000	8,534,275
Powertech Technology Inc.	2,589,900	9,292,421
Siliconware Precision Industries Company	3,207,349	5,384,381
Unimicron Technology Corp.	6,634,000	9,171,579
		58,808,845
THAILAND—3.1%
PTT Aromatics and Refining
Public Company Limited	10,342,939	12,401,015
PTT Public Company Limited	385,100	3,865,066

		16,266,081
TURKEY—2.8%
Turkcell Iletisim Hizmetleri AS	364,889	3,045,085
Turkiye Garanti Bankasi AS	607,435	2,740,102
Turkiye Sise ve Cam Fabrikalari AS	3,138,678	3,893,556
Yapi ve Kredi Bankasi AS	2,662,323	5,164,118
		14,842,861
TOTAL COMMON STOCK
(Cost $361,625,202)		453,027,108
Preferred Stock—5.5%
BRAZIL—5.5%
Banco Bradesco SA (a)	430,166	11,941,408
Companhia Vale do Rio Doce (a)	605,452	17,648,926
		29,590,334
TOTAL PREFERRED STOCK
(Cost $15,531,346)		29,590,334
Exchange Traded Funds—5.8%
OTHER—5.8%
iShares MSCI Emerging Market Index Fund	116,190	15,613,612
Vanguard Emerging Markets ETF	159,900	15,035,397
TOTAL EXCHANGE TRADED FUNDS
(Cost $30,334,788)		30,649,009

Short Term Investments—2.8%

	Par Value	Value
State Street Bank & Trust Repurchase Agreement 0.05%, 4/01/08, (Dated 3/31/08), Collateralized by $13,740,000 par U.S. Treasury Bond—2%, 1/15/2026, Market Value $15,002,868, Repurchase Proceeds $14,706,020
(Cost $14,706,000)	$14,706,000	$14,706,000
TOTAL INVESTMENTS—99.3%
(Cost $422,197,336) (d)		527,972,451
OTHER ASSETS & LIABILITIES (Net)—0.7%		3,990,058
NET ASSETS—100%		$531,962,509

(a) ADR—American Depositary Receipts

(b) GDR—Global Depositary Receipts

(c) Non-income producing security.

(d) At March 31, 2008, the unrealized appreciation of investments based on aggregate cost for federal tax purposes of $422,205,601 was as follows:

Aggregate gross unrealized appreciation for all investments in which there is an excess of value over tax cost	$136,340,454
Aggregate gross unrealized depreciation for all investments in which there is an excess of tax cost over value	(30,573,604)
Net unrealized appreciation/(depreciation)	$105,766,850

The percentage of each investment category is calculated as a percentage of net assets.

SECTOR ALLOCATIONS
(as a percentage of Total Common,
Preferred Stock, and Exchange Traded Funds)
Financials	19.0%
Energy	17.4%

Materials	16.0%
Telecommunication Services	12.1%
Industrials	9.4%
Information Technology	8.8%
Exchange Traded Funds	6.0%
Utilities	5.1%
Consumer Staples	3.9%
Consumer Discretionary	2.3%

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

QUANT FOREIGN VALUE FUND

SCHEDULE OF INVESTMENTS

March 31, 2008

Common Stock — 97.8%
	Shares	Value
AUSTRALIA — 1.9%
BHP Billiton Ltd.	523,850	$ 17,129,849
AUSTRIA — 1.9%
Andritz AG	324,460	17,829,248
BELGIUM — 4.1%
KBC Groep N.V.	146,356	18,999,072
Solvay S.A.	144,780	18,492,455
		37,491,527
CANADA — 1.9%
Methanex Corporation	650,607	17,074,835
CROATIA — 0.0%
Hrvatske telekomunikacije dd (b)	1,584	111,842
FINLAND — 11.3%
Cargotec Corp., Class B (d)	462,050	22,702,666
Kone Corporation OYJ-B	609,600	25,039,082
Konecranes OYJ (d)	632,380	24,385,694
UPM-Kymmene OYJ (d)	436,580	7,762,176
Yit OYJ (d)	854,500	24,267,627
		104,157,245
FRANCE — 9.0%
Christian Dior S.A.	164,673	18,246,078
Compagnie de Saint Gobain S.A.	224,620	18,335,211
Imerys S.A.	257,598	23,648,904
Tecnip S.A.	296,600	23,123,279
		83,353,472
GERMANY — 4.1%
Continental AG	155,337	15,856,501
Hannover Rueckvers	240,500	12,550,450
Muenchener Ruckvers AG	48,700	9,534,487
		37,941,438
IRELAND — 10.6%
Anglo Irish Bank Corporation plc	1,527,922	20,525,194
Bank of Ireland	1,636,139	24,350,824
CRH PLC	477,498	18,100,093

Greencore Group PLC	3,566,889	21,085,904
Smurfit Kappa PLC (b)	1,141,000	13,740,666
		97,802,681
ITALY — 0.5%
Trevi Finanziaria Industriale	247,093	4,994,570
JAPAN — 17.7%
Asahi Breweries Ltd.	1,087,100	22,371,225
Culture Convenience Club Co., Ltd.	1,069,100	5,096,050
Iino Kaiun Kaisha	1,771,600	17,918,246
Kansai Electric Power Company Inc.	630,300	15,653,355
KDDI Corporation	2,356	14,368,156
Maruichi Steel Tube Ltd.	587,600	19,417,985
Meiji Dairies Corporation	3,517,000	21,131,584
Nippon Yusen Kabushiki Kaisha	1,963,000	18,399,439
Showa Denko K.K.	5,524,000	18,586,661
Tokyo Electric Power Company Inc.	398,400	10,632,245
		163,574,946
MEXICO — 2.2%
Cemex S.A. de CV (a)	778,025	$ 20,322,013
NORWAY — 3.2%
Camillo Eitzen & Co. ASA (b)	821,479	10,014,589
DNB Holding ASA	1,296,323	19,703,243
Eitzen Maritime Services ASA (b)	231,851	109,868
		29,827,700
SOUTH AFRICA — 6.7%
Impala Platinum Holdings Ltd.	435,465	16,739,398
Metorex Ltd. (b)	4,759,918	12,211,813
Sappi Ltd.	1,363,183	15,387,184
Sasol Ltd.	354,935	16,937,930
		61,276,325
SOUTH KOREA — 3.8%
Samsung Electronics Company Ltd.	31,785	19,995,007
SK Telecom Company Ltd.	78,593	14,800,418
		34,795,425
SPAIN — 2.0%
Banco Bilbao Vizcaya Argentaria	831,746	18,337,161
SWEDEN — 4.8%
Autoliv Inc. (b)	385,434	19,348,787
Duni AB (b)	568,400	4,497,858
Investor AB	899,856	20,263,785
		44,110,430
THAILAND — 1.9%
Thai Oil Plc	8,032,900	17,859,393
UNITED KINGDOM — 10.2%
Barratt Developments PLC	2,267,039	18,612,948
Bellway PLC	1,099,930	19,502,808
Lloyds TSB Group PLC	2,268,727	20,316,057
Persimmon PLC	1,157,911	17,588,033

Taylor Wimpey PLC	4,907,051	18,268,483
		94,288,329
TOTAL COMMON STOCK
(Cost $931,762,696)		902,278,429

Short Term Investments—0.3%

	Par Value	Value
United States—0.3%
General Electric Capital Corporation Commercial Paper,Yield of 2.2%,Maturing on 4/01/2008 (Cost $2,208,000)	$ 2,208,000	$ 2,208,000
TOTAL SHORT TERM INVESTMENTS—0.3%
(Cost $2,208,000)		2,208,000
COLLATERAL HELD ON SECURITY LOANS—8.7%
U.S. Treasury Bond (2.375% interest rate; maturity date 01/15/2025)	$32,575,000	$ 39,639,489
U.S. Treasury Bond (4.25% interest rate; maturity date 8/15/2014)	4,200,000	4,598,275
U.S. Treasury Bond (8.00% interest rate; maturity date 11/15/2021)	65,600,000	35,826,784
TOTAL COLLATERAL ON SECURITY LOANS
(Cost $80,064,548)		$ 80,064,548
TOTAL INVESTMENTS—106.8%
(Cost $1,014,035,244) (c)		$984,550,977
OTHER ASSETS & LIABILITIES (NET)—(6.8%)		(62,416,307)
NET ASSETS—100%		$922,134,670

(a) ADR—American Depository Receipts

(b) Non-income producing security

(c) At March 31, 2008, the unrealized appreciation of investments based on aggregate cost for federal tax purposes of $1,014,536,849 was as follows:

Aggregate gross unrealized appreciation for all investments in which there is an excess of value over tax cost	$75,904,504
Aggregate gross unrealized depreciation for all investments in which there is an excess of tax cost over value	(105,890,376)
Net unrealized appreciation/(depreciation)	$(29,985,872)

(d) Four Finnish securities were on loan at fiscal year end. As of March 31, 2008 the market value of the securities on loan was $78,326,945. The collateral received consisted of U.S. Treasury bonds in the amount of $80,064,548.

The percentage of each investment category is calculated as a percentage of net assets.

SECTOR ALLOCATIONS
(as a percentage of Total Common and Preferred Stock)
Materials	24.2%
Industrials	20.4%
Financials	18.2%
Consumer Discretionary	15.2%
Consumer Staples	7.2%
Energy	6.4%
Telecommunication Services	3.3%
Utilities	2.9%
Information Technology	2.2%

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

QUANT FUNDS

STATEMENT OF ASSETS AND LIABILITIES

March 31, 2008

			Emerging	Foreign
	Small Cap	Long/Short	Markets	Value
Assets:
Investments at value (Note 2)	$136,969,305	$90,470,972	$513,266,451	$982,342,977
Repurchase agreements/commercial paper	11,712,000	—	14,706,000	2,208,000
Foreign currency at value (Cost $1,952,876 for Emerging Markets and $1,111,015 for Foreign Value)	—	—	1,972,549	1,109,964
Cash	1,562	873,247	1,554	621
Dividends, interest and foreign tax reclaims receivable	229,852	75,326	1,669,668	7,408,690
Receivable for investments sold	2,032,619	—	2,541,848	8,895,041
Receivable for shares of beneficial interest sold	99,417	5,726	2,079,651	3,086,043
Unrealized gain/(loss) on forward foreign currency contracts (Note 2)	—	—	17,339	36,672
Other assets	13,863	7,527	7,239	22,387
Total assets	151,058,618	91,432,798	536,262,299	$1,005,110,395
Liabilities:
Securities sold short, at value (proceeds of $22,147,440)	—	20,429,040	—	—
Payable for investments purchased	6,209,521	—	2,645,110	—
Payable for shares of beneficial interest repurchased	412,930	100,090	632,917	1,724,143
Payable to broker on securities sold short	—	9,342	—	—
Payable for compensation of Manager (Note 3)	121,447	60,272	447,961	762,790
Payable for distribution fees (Note 3)	25,347	14,974	103,575	161,959
Payable to custodian	4,584	—	47,132	74,171
Payable to transfer agent (Note 3)	14,393	11,225	72,623	141,602
Payable for collateral received for securities loaned	—	—	—	80,064,548
Payable for foreign capital gain tax	—	—	298,773	—
Payable for dividend expense on securities sold short	—	31,415	—	—
Other accrued expenses	38,900	269	51,699	46,512
Total liabilities	6,827,122	20,656,627	4,299,790	82,975,725
Net Assets	$144,231,496	$70,776,171	$531,962,509	$922,134,670
Net Assets Consist Of:
Shares of beneficial interest	$135,418,716	$73,154,485	$423,400,154	$888,576,767
Underdistributed/(overdistributed) net investment income	—	—	1,158,902	4,568,838
Accumulated net realized gain/(loss) on investments and foreign denominated assets, liabilities and currency	423,503	(816,224)	1,943,601	58,443,853
Unrealized appreciation/(depreciation) of investments and foreign denominated assets, liabilities and currency	8,389,277	(1,562,090)	105,459,852	(29,454,788)
Net assets	$144,231,496	$70,776,171	$531,962,509	$922,134,670
Investments at cost	$140,292,029	$93,751,462	$422,197,336	$1,014,035,244
Net assets
Ordinary Shares	$119,949,015	$69,767,333	$491,461,537	$781,135,403
Institutional Shares	$24,282,481	$1,008,838	$40,500,972	$140,999,267
Shares of beneficial interest outstanding (Unlimited number of shares authorized)
Ordinary Shares	6,165,963	4,958,086	18,175,858	39,309,823
Institutional Shares	1,110,830	68,583	1,475,156	7,056,997
Net asset value and offering price per share*
Ordinary Shares	$19.45	$14.07	$27.04	$19.87
Institutional Shares	$21.86	$14.71	$27.46	$19.98

* A deferred sales charge of 1% of the net asset value of the Ordinary Shares redeemed is withheld and paid to the Distributor. No deferred sales charge is withheld from redemptions of Institutional Shares. A redemption fee of 2% is withheld and paid to the Funds on redemptions of Institutional Shares made within 60 days of purchase. This fee was eliminated on July 29, 2007.

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

STATEMENT OF OPERATIONS

Year Ended March 31, 2008

			Emerging	Foreign
	Small Cap	Long/Short	Markets	Value
Investment Income:
Dividends*	$2,964,121	$1,271,198	$11,678,349	$25,643,482
Interest	116,956	—	167,468	1,193,756
Miscellaneous	—	—	92	—
Total Investment Income	3,081,077	1,271,198	11,845,909	26,837,238
Expenses:
Dividend expense on securities sold short	—	174,299	—	—
Stock loan fees**	—	121,875	—	—
Compensation of Manager (Note 3)	1,645,633	794,439	4,714,091	11,137,740
Distribution fees, Ordinary Shares (Note 3)	403,387	362,263	1,106,897	2,409,377
Custodian and fund accounting fees	59,347	51,720	562,641	922,060
Transfer agent fees (Note 3):
Ordinary Shares	233,537	133,511	716,697	1,573,417
Institutional Shares	40,774	2,180	46,006	244,680
Audit and legal	21,368	10,589	61,670	142,923
Registration fees	57,719	36,728	100,052	149,789
Insurance	12,159	5,961	33,923	82,132
Compensation of Trustees (Note 3)	4,539	2,253	11,807	31,303
Printing	26,187	12,723	76,969	173,242
Miscellaneous	38,537	23,067	74,718	163,108
Total expenses before waivers/reimbursements/reductions	2,543,187	1,731,608	7,505,471	17,029,771
Waivers and/or reimbursements of expenses (Note 3)	—	—	—	—
Fees reduced by credits allowed by custodian (Note 3)	(3,112)	(45,535)	(2,505)	(1,592)
Expenses, net	2,540,075	1,686,073	7,502,966	17,028,179
Net investment income/(loss)	541,002	(414,875)	4,342,943	9,809,059
Realized and Unrealized Gain/(loss) on Investments, Foreign Currency, and Foreign Translation:
Net realized gain/(loss) (Note 2) on:
Investments	3,687,730	(4,999,904)	14,413,210	114,814,315
Securities sold short transactions	—	5,708,816	—	—
Foreign denominated assets, liabilities, and currency	—	—	(181,837)	(459,159)
Change in unrealized appreciation/(depreciation) of:
Investments	(32,356,469)	(14,656,597)	25,774,600	(250,172,571)
Securities sold short transactions	—	2,272,511	—	—
Foreign denominated assets, liabilities, and currency	—	—	(196,832)	(4,851)
			—	—
Net realized and unrealized gain/(loss)	(28,668,739)	(11,675,174)	39,809,141	(135,822,266)
Net increase/(decrease) in net assets from operations	$(28,127,737)	$(12,090,049)	$44,152,084	$(126,013,207)

* Dividends are net of foreign withholding taxes of $1,149,135 for Emerging Markets Fund and $2,259,697 for Foreign Value Fund.

** Stock loan fees of $150,008 are offset by credit for balances of ($28,133) on cash collateral for short sale borrowings at Morgan Stanley, Long/Short Fund’s prime broker.

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

STATEMENT OF CHANGES IN NET ASSETS

	Small Cap		Long/Short
	Year Ended	Year Ended	Year Ended	Year Ended
	March 31, 2008	March 31, 2007	March 31, 2008	March 31, 2007
Increase (Decrease) in Net Assets:
Operations:
Net investment income/(loss)	$541,002	$(877,213)	$(414,875)	$(87,678)
Net realized gain/(loss) on investments foreign denominated assets, liabilities, and currency	3,687,730	8,372,277	708,912	4,596,528
Unrealized appreciation/(depreciation) of investments, foreign denominated assets, liabilities, and currency	(32,356,469)	6,011,039	(12,384,086)	5,377,165
Net increase/(decrease) from operations	(28,127,737)	13,506,103	(12,090,049)	9,886,015
Distributions to shareholders from:
Net investment income
Ordinary Shares	(695,910)	—	—	(110,630)
Institutional Shares	(212,209)	—	—	(6,451)
Net realized gains
Ordinary Shares	(5,163,768)	(8,077,132)	(2,784,569)	—
Institutional Shares	(912,696)	(737,056)	(40,493)	—
Total Distributions	(6,984,583)	(8,814,188)	(2,825,062)	(117,081)
Fund share transactions (Note 8)	41,945,963	21,528,547	9,036,626	5,925,852
Increase/(decrease) in net assets	6,833,643	26,220,462	(5,878,485)	15,694,786
Net assets beginning of period	137,397,853	111,177,391	76,654,656	60,959,870
Net assets end of period*	$144,231,496	$137,397,853	$70,776,171	$76,654,656
* Includes undistributed net investment income/(loss) of:	$—	$—	$—	$—

	Emerging Markets		Foreign Value
	Year Ended	Year Ended	Year Ended	Year Ended
	March 31, 2008	March 31, 2007	March 31, 2008	March 31, 2007
Increase (Decrease) in Net Assets:
Operations:
Net investment income/(loss)	$4,342,943	$1,484,658	$9,809,059	$5,525,023
Net realized gain/(loss) on investments foreign
denominated assets, liabilities, and currency	14,231,373	3,615,540	114,355,156	2,473,554
Unrealized appreciation/(depreciation) of investments,
foreign denominated assets, liabilities, and currency	25,577,768	36,634,441	(250,177,422)	123,433,501
Net increase/(decrease) from operations	44,152,084	41,734,639	(126,013,207)	131,432,078
Distributions to shareholders from:
Net investment income
Ordinary Shares	(2,737,870)	(2,130,462)	(8,306,521)	(1,794,854)
Institutional Shares	(245,672)	(68,884)	(1,625,215)	(448,687)
Net realized gains
Ordinary Shares	(13,996,034)	(4,665,791)	(47,842,406)	(27,366,385)
Institutional Shares	(912,227)	(124,122)	(7,292,444)	(3,849,548)
Total Distributions	(17,891,803)	(6,989,259)	(65,066,586)	(33,459,474)
Fund share transactions (Note 8)	216,245,548	108,916,113	219,910,761	322,745,234
Increase/(decrease) in net assets	242,505,829	143,661,493	28,830,968	420,717,838
Net assets beginning of period	289,456,680	145,795,187	893,303,702	472,585,864
Net assets end of period*	$531,962,509	$289,456,680	$922,134,670	$893,303,702
* Includes undistributed net investment income/(loss) of:	$1,158,902	$—	$4,568,838	$4,871,970

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

QUANT LONG/SHORT FUND

STATEMENT OF CASH FlOWS

Year Ended March 31, 2008

Increase (Decrease) in cash—
Cash flows from operating activities:
Net increase/(decrease) in net assets from operations	$(12,090,049)
Purchase of investment securities	(185,098,966)
Sale of investment securities	172,725,467
Decrease in deposits with brokers for short sales	1,199,458
Increase in dividends and interest receivable	(18,937)
Decrease in accrued expenses	(39,799)
Increase in securities sold short	538,965
Increase in dividends payable for securities sold short	31,415
Unrealized appreciation on securities	12,384,086
Net realized gains from investments	4,999,904
Net cash used in operating activities	6,721,593
Cash flows from financing activities:
Proceeds from shares sold	15,485,545
Payment on shares redeemed	(9,129,753)
Cash distributions paid	(199,238)
Net cash provided by financing activities	6,156,554
Net increase/(decrease) in cash	788,098
Cash:
Beginning balance—04/01/07	85,149
Ending balance—03/31/08	$873,247

Supplemental disclosure of cash flow information:

Noncash financing activities that are excluded consist of reinvestment of dividend and capital gain distributions of $2,625,824. For purposes of reporting the statement of cash flows, the Fund considers all cash accounts that are not subject to withdrawal restrictions or penalties to be cash equivalents. Securities and Exchange Commission regulations do not require cash flow statements for Small Cap, Emerging Markets and Foreign Value Funds.

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

QUANT SMALL CAP FUND

FINANCIAL HIGHLIGHTS

(For a share outstanding throughout each period)

	Ordinary Shares
	Years Ending March 31,
	2008	2007	2006	2005	2004
Net Asset Value, Beginning of Period	$23.88	$22.99	$21.13	$19.93	$12.44
Income from Investment Operations:
Net investment income (loss) (a)(b)(c)	0.07	(0.19)	(0.22)	(0.24)	(0.19)
Net realized and unrealized gain/(loss) on securities	(3.56)	2.91	5.16	2.18	7.68
Total from Investment Operations	(3.49)	2.72	4.94	1.94	7.49
Less Distributions:
Dividends from net investment income	(0.11)	—	—	—	—
Distributions from realized capital gains	(0.83)	(1.83)	(3.08)	(0.74)	—
Total Distributions	(0.94)	(1.83)	(3.08)	(0.74)	—

Net Asset Value, End of Period	$19.45	$23.88	$22.99	$21.13	$19.93
Total Return (d)	(15.17)%	12.01%	24.51%	9.76%	60.21%
Net Assets, End of Period (000’s)	$119,949	$124,998	$98,879	$80,199	$69,851
Ratios and Supplemental Data:
Ratios of expenses to average net assets: (e)
Gross	1.59%*	1.82%	1.88%	1.98%	2.00%
Net	1.59%*	1.82%	1.88%	1.98%	2.00%
Ratio of net investment income (loss) to average net assets (c)	0.31%	(0.80)%	(1.00)%	(1.17)%	(1.13)%
Portfolio Turnover	39%	41%	57%	43%	67%

* Expense ratio decline from the prior year was the result of the reduction of the 12b-1 fee from 50 basis points to 25 basis points on June 1, 2007.

	Institutional Shares
	Years Ending March 31,
	2008	2007	2006	2005	2004
Net Asset Value, Beginning of Period	$26.71	$25.39	$22.96	$21.48	$13.34
Income from Investment Operations:
Net investment income (loss) (a)(b)(c)	0.12	(0.08)	(0.12)	(0.14)	(0.11)
Net realized and unrealized gain/(loss) on securities	(3.94)	3.23	5.63	2.36	8.25
Total from Investment Operations	(3.82)	3.15	5.51	2.22	8.14
Less Distributions:
Dividends from net investment income	(0.20)	—	—	—	—
Distributions from realized capital gains	(0.83)	(1.83)	(3.08)	(0.74)	—
Total Distributions	(1.03)	(1.83)	(3.08)	(0.74)	—
Net Asset Value, End of Period	$21.86	$26.71	$25.39	$22.96	$21.48
Total Return (d)	(14.87)%	12.58%	25.06%	10.37%	61.02%
Net Assets, End of Period (000’s)	$24,282	$12,400	$12,298	$9,616	$8,089
Ratios and Supplemental Data:
Ratios of expenses to average net assets: (e)
Gross	1.30%	1.31%	1.38%	1.48%	1.50%
Net	1.30%	1.31%	1.38%	1.48%	1.50%
Ratio of net investment income (loss) to average net assets (c)	0.45%	(0.30)%	(0.50)%	(0.65)%	(0.63)%
Portfolio Turnover	39%	41%	57%	43%	67%

(a) Per share numbers have been calculated using the average shares method.

(b) Reflects expense waivers/reimbursements and reductions in effect during the period. See Note 3 to the Financial Statements.

(c) Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets reflect net investment income prior to certain reclassifications for federal income or excise taxes.

(d) Total Return does not include the deferred sales charge of 1% for the Ordinary Shares. The total return would have been lower if certain fees had not been waived or if custodial fees had not been reduced by credits allowed by the custodian. See Note 3 to the financial statements.

(e) Ratios of expenses to average net assets:

— Gross (total expenses excluding fee waivers, reimbursements by the investment advisor, and custody earnings credits, if any).

— Net (total expenses less fee waivers, reimbursements by the investment advisor, and custody earnings credits, if any).

Ordinary Shares
Years Ended March 31,
2008	2007	2006	2005	2004

Net Asset Value, Beginning of Period	$17.04	$14.76	$12.88	$12.19	$9.58
Income from Investment Operations:
Net investment income (loss) (a)(b)(c)	(0.09)	(0.02)	0.03	0.01	(0.02)
Net realized and unrealized gain/(loss) on securities	(2.30)	2.33	1.86	0.68	2.63
Total from Investment Operations	(2.39)	2.31	1.89	0.69	2.61
Less Distributions:
Dividends from net investment income	—	(0.03)	(0.01)	—	—
Distributions from realized capital gains	(0.58)	—	—	—	—
Total Distributions	(0.58)	(0.03)	(0.01)	—	—
Net Asset Value, End of Period	$14.07	$17.04	$14.76	$12.88	$12.19
Total Return (d)	(14.43)%	15.63%	14.67%	5.66%	27.24%
Net Assets, End of Period (000’s)	$69,767	$75,376	$59,975	$46,015	$43,463
Ratios and Supplemental Data:
Ratios of expenses to average net assets: (e)
Gross	2.18%	1.74%	1.65%	1.77%	1.81%
Net	2.12%	1.71%	1.61%	1.76%	1.80%
Ratio of expenses to average net assets (excluding dividend expense on securities sold short): (e)
Gross	1.96%	1.72%	—	—	—
Net	1.90%	1.69%	—	—	—
Ratio of net investment income (loss) to average net assets (c)	(0.52)%	(0.14)%	0.21%	0.08%	(0.20)%
Portfolio Turnover Excluding Short Positions (f)	171%	83%	105%	160%	180%

	Institutional Shares
	Years Ending March 31,
	2008	2007	2006	2005	2004
Net Asset Value, Beginning of Period	$17.80	$15.40	$13.43	$12.65	$9.90
Income from Investment Operations:
Net investment income (loss) (a)(b)(c)	(0.10)	0.06	0.10	0.07	0.03
Net realized and unrealized gain/(loss) on securities	(2.41)	2.44	1.94	0.71	2.72
Total from Investment Operations	(2.51)	2.50	2.04	0.78	2.75
Less Distributions:
Dividends from net investment income	—	(0.10)	(0.07)	—	—
Distributions from realized capital gains	(0.58)	—	—	—	—
Total Distributions	(0.58)	(0.10)	(0.07)	—	—
Net Asset Value, End of Period	$14.71	$17.80	$15.40	$13.43	$12.65
Total Return (d)	(14.49)%	16.22%	15.19%	6.17%	27.28%
Net Assets, End of Period (000’s)	$1,009	$1,279	$984	$825	$747
Ratios and Supplemental Data:
Ratios of expenses to average net assets: (e)
Gross	2.23%	1.25%	1.16%	1.27%	1.31%
Net	2.17%	1.22%	1.11%	1.26%	1.30%
Ratio of expenses to average net assets (excluding dividend expense on securities sold short): (e)
Gross	2.01%	1.23%	—	—	—
Net	1.95%	1.20%	—	—	—
Ratio of net investment income (loss) to average net assets (c)	(0.56)%	0.35%	0.71%	0.54%	0.30%
Portfolio Turnover Excluding Short Positions (f)	171%	83%	105%	160%	180%

Note: This fund changed its investment strategy on November 1, 2006 from Growth and Income to Long/Short.

(a) Per share numbers have been calculated using the average shares method.

(b) Reflects expense waivers/reimbursements and reductions in effect during the period. See Note 3 to the Financial Statements.

(c) Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets reflect net investment income prior to certain reclassifications for federal income or excise taxes.

(d) Total Return does not include the deferred sales charge of 1% for the Ordinary Shares. The total return would have been lower if certain fees had not been waived or if custodial fees had not been reduced by credits allowed by the custodian. See Note 3 to the financial statements.

(e) Ratios of expenses to average net assets:

— Gross (total expenses excluding fee waivers, reimbursements by the investment advisor, and custody earnings credits, if any).

— Net (total expenses less fee waivers, reimbursements by the investment advisor, and custody earnings credits, if any).

Portfolio turnover is calculated on long security positions only. Short positions are generally held for less than one year.

	Ordinary Shares
	Years Ended March 31,
	2008	2007	2006	2005	2004
Net Asset Value, Beginning of Period	$23.34	$19.85	$14.23	$12.71	$6.12
Income from Investment Operations:
Net investment income (loss) (a)(b)(c)	0.26	0.16	0.21	0.14	0.04
Net realized and unrealized gain/(loss) on securities	4.42	4.02	6.28	1.86	6.58
Total from Investment Operations	4.68	4.18	6.49	2.00	6.62
Less Distributions:
Dividends from net investment income	(0.16)	(0.22)	(0.22)	(0.20)	(0.03)
Distributions from realized capital gains	(0.82)	(0.47)	(0.65)	(0.28)	—
Total Distributions	(0.98)	(0.69)	(0.87)	(0.48)	(0.03)
Net Asset Value, End of Period	$27.04	$23.34	$19.85	$14.23	$12.71
Total Return (d)	19.35%	21.36%	46.77%	15.89%	108.18%
Net Assets, End of Period (000’s)	$491,462	$276,698	$144,088	$61,681	$39,977
Ratios and Supplemental Data:
Ratios of expenses to average net assets: (e)
Gross	1.60%	1.67%	1.83%	1.96%	2.07%
Net	1.60%	1.67%	1.83%	1.96%	2.07%
Ratio of net investment income (loss) to average net assets (c)	0.91%	0.77%	1.23%	1.12%	0.39%
Portfolio Turnover	18%	24%	34%	53%	45%

	Institutional Shares
	Years Ending March 31,
	2008	2007	2006	2005	2004
Net Asset Value, Beginning of Period	$23.67	$20.11	$14.39	$12.82	$6.17
Income from Investment Operations:
Net investment income (loss) (a)(b)(c)	0.33	0.21	0.29	0.24	0.04
Net realized and unrealized gain/(loss) on securities	4.50	4.08	6.35	1.84	6.68
Total from Investment Operations	4.83	4.29	6.64	2.08	6.72
Less Distributions:
Dividends from net investment income	(0.22)	(0.26)	(0.27)	(0.23)	(0.07)
Distributions from realized capital gains	(0.82)	(0.47)	(0.65)	(0.28)	—
Total Distributions	(1.04)	(0.73)	(0.92)	(0.51)	(0.07)
Net Asset Value, End of Period	$27.46	$23.67	$20.11	$14.39	$12.82
Total Return (d)	19.67%	21.68%	47.39%	16.42%	109.05%
Net Assets, End of Period (000’s)	$40,501	$12,759	$1,707	$1,082	$2,365
Ratios and Supplemental Data:
Ratios of expenses to average net assets: (e)
Gross	1.39%	1.41%	1.45%	1.46%	1.57%

Net	1.39%	1.41%	1.45%	1.46%	1.57%
Ratio of net investment income (loss) to average net assets (c)	1.12%	1.02%	1.75%	1.84%	0.36%
Portfolio Turnover	18%	24%	34%	53%	45%

(a) Per share numbers have been calculated using the average shares method.

(b) Reflects expense waivers/reimbursements and reductions in effect during the period. See Note 3 to the Financial Statements.

(c) Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets reflect net investment income prior to certain reclassifications for federal income or excise taxes.

(d) Total Return does not include the deferred sales charge of 1% for the Ordinary Shares. The total return would have been lower if certain fees had not been waived or if custodial fees had not been reduced by credits allowed by the custodian. See Note 3 to the financial statements.

(e) Ratios of expenses to average net assets:

— Gross (total expenses excluding fee waivers, reimbursements by the investment advisor, and custody earnings credits, if any).

— Net (total expenses less fee waivers, reimbursements by the investment advisor, and custody earnings credits, if any).

	Ordinary Shares
	Years Ended March 31,
	2008	2007	2006	2005	2004
Net Asset Value, Beginning of Period	$23.07	$19.91	$15.92	$13.50	$7.80
Income from Investment Operations:
Net investment income (loss) (a)(b)(c)	0.19	0.18	0.24(f)	0.15	0.22
Net realized and unrealized gain/(loss) on securities	(2.11)	4.12	3.96	2.66	5.60
Total from Investment Operations	(1.92)	4.30	4.20	2.81	5.82
Less Distributions:
Dividends from net investment income	(0.19)	(0.07)	(0.13)	(0.12)	(0.12)
Distributions from realized capital gains	(1.09)	(1.07)	(0.08)	(0.27)	—
Total Distributions	(1.28)	(1.14)	(0.21)	(0.39)	(0.12)
Net Asset Value, End of Period	$19.87	$23.07	$19.91	$15.92	$13.50
Total Return (d)	(8.71)%	22.08%	26.59%	20.99%	74.77%
Net Assets, End of Period (000’s)	$781,136	$778,104	$441,614	$202,655	$88,425
Ratios and Supplemental Data:
Ratios of expenses to average net assets: (e)
Gross	1.56%	1.60%	1.69%	1.80%	1.81%
Net	1.56%	1.60%	1.69%	1.80%	1.81%
Ratio of net investment income (loss) to average net assets (c)	0.83%	0.88%	1.41%(f)	1.04%	1.90%
Portfolio Turnover	44%	19%	29%	10%	48%

	Institutional Shares
	Years Ending March 31,
	2008	2007	2006	2005	2004
Net Asset Value, Beginning of Period	$23.19	$20.01	$15.98	$13.53	$7.83
Income from Investment Operations:
Net investment income (loss) (a)(b)(c)	0.26	0.25	0.29(g)	0.17	0.30
Net realized and unrealized gain/(loss) on securities	(2.13)	4.12	3.98	2.70	5.56
Total from Investment Operations	(1.87)	4.37	4.27	2.87	5.86
Less Distributions:
Dividends from net investment income	(0.25)	(0.12)	(0.16)	(0.15)	(0.16)
Distributions from realized capital gains	(1.09)	(1.07)	(0.08)	(0.27)	—
Total Distributions	(1.34)	(1.19)	(0.24)	(0.42)	(0.16)
Net Asset Value, End of Period	$19.98	$23.19	$20.01	$15.98	$13.53

Total Return (d)	(8.49)%	22.37%	26.96%	21.35%	75.07%
Net Assets, End of Period (000’s)	$140,999	$115,200	$30,972	$21,317	$11,875
Ratios and Supplemental Data:
Ratios of expenses to average net assets: (e)
Gross	1.32%	1.35%	1.45%	1.55%	1.56%
Net	1.32%	1.35%	1.45%	1.55%	1.56%
Ratio of net investment income (loss) to average net assets (c)	1.18%	1.13%	1.70%(g)	1.22%	2.52%
Portfolio Turnover	44%	19%	29%	10%	48%

(a) Per share numbers have been calculated using the average shares method.

(b) Reflects expense waivers/reimbursements and reductions in effect during the period. See Note 3 to the Financial Statements.

(c) Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets reflect net investment income prior to certain reclassifications for federal income or excise taxes.

(d) Total Return does not include the deferred sales charge of 1% for the Ordinary Shares. The total return would have been lower if certain fees had not been waived or if custodial fees had not been reduced by credits allowed by the custodian. See Note 3 to the financial statements.

(e) Ratios of expenses to average net assets:

— Gross (total expenses excluding fee waivers, reimbursements by the investment advisor, and custody earnings credits, if any).

— Net (total expenses less fee waivers, reimbursements by the investment advisor, and custody earnings credits, if any).

(f) Includes non-recurring income of $277,072.

(g) Includes non-recurring income of $22,928.

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

QUANT FUNDS

NOTES TO FINANCIAL STATEMENTS

1. Organization of the Trust.

The Quantitative Group of Funds d/b/a “Quant Funds” (the “Trust”) is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as a non-diversified, open-end management investment company. The Trust currently has four series (each a “Fund” and collectively the “Funds”) each with a distinct investment objective.

Quant Small Cap Fund (“Small Cap”) seeks maximum long-term capital appreciation.

Quant Long/Short Fund (“Long/Short”) seeks long-term growth of capital. Prior to November 1, 2006, Quant Long/Short Fund used a long only investment strategy and its investment objective was long-term growth of capital and income.

Quant Emerging Markets Fund (“Emerging Markets”) seeks long-term growth of capital.

Quant Foreign Value Fund (“Foreign Value”) seeks long-term capital growth and income.

Each Fund offers two classes of shares designated as Ordinary Shares and Institutional Shares. The classes differ principally in their respective sales charges, distribution fees and shareholder servicing fees and arrangements. Each class of shares represents an interest in the same portfolio of investments of the respective Fund and has equal rights to voting, redemptions, dividends and liquidation, except that each class bears its own transfer agent fees and only Ordinary Shares bear distribution (Rule 12b-1) fees and have exclusive voting rights with respect to the distribution plan that has been adopted by Ordinary Share shareholders. There is no distribution plan for Institutional Shares. Only Ordinary Shares may be subject to a deferred sales charge.

At times, a Fund’s investments may represent industries or industry sectors that are interrelated or have common risks, making it more susceptible to any economic, political, or regulatory developments or other risks affecting those industries and sectors. To the extent that a Fund is permitted to invest in foreign markets, emerging markets or countries with limited or developing markets such investments may subject the Fund to a greater degree of risk than in the U.S. market or a developed market. Risks associated with these foreign and developing markets include political, social or economic factors and may affect the price of a Fund’s investments and income generated by these investments, as well as a Fund’s ability to repatriate such amounts. Information regarding each Fund’s principal risks is contained in the Fund’s prospectus. Please refer to those documents when considering a Fund’s risks.

2. Significant Accounting Policies.

Each Fund’s financial statements have been prepared in conformity with U.S. generally accepted accounting principles, that require the management of the Funds to, among other things, make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income, expenses and gains and losses on investments during the reporting year. Actual results could differ from those estimates.

The following is a summary of significant accounting policies followed by each Fund in the preparation of its financial statements, which are consistent with those policies generally accepted in the investment company industry.

Security Valuation.

Portfolio securities are valued each business day at the last reported sale price on the principal exchange or market on which they are traded. If there is no such reported sale, the securities generally are valued at the mean between the last reported bid and asked prices. For certain securities, where no such sales have been reported, a Fund may value such securities at the last reported bid price. In the event that there is information suggesting that valuation of such securities based upon bid and/or asked prices may not be accurate, a Fund may value such securities in good faith at fair value in accordance with procedures established by the Funds’ Board of Trustees (the “Trustees”), which may include a determination to value such securities at the last reported sales price. Short-term investments that mature in 60 days or less are valued at amortized cost. Securities quoted in foreign currencies are translated into U.S. dollars based upon the prevailing exchange rate on each business day. Other assets and securities for which no quotations are readily available are valued at fair value as determined in good faith using procedures approved by the Trustees. As a result, changes in the value of those currencies in relation to the U.S. dollar may affect a Fund’s NAV. Because foreign markets may be open at different times than the New York Stock Exchange, the value of a Fund’s shares may change on days when shareholders are not able to buy or sell them. If events materially affecting the values of a Fund’s foreign investments occur between the close of foreign markets and the close of regular trading on the New York Stock Exchange, these investments may be valued at their fair value as determined in good faith using procedures approved by the Trustees. For the year ended March 31, 2008 there were no securities fair valued.

Security Transactions and Related Investment Income.

Security transactions are accounted for on the trade date (the date the order to buy or sell is executed). Dividend income, less foreign taxes withheld, is recorded on the ex-dividend date, except that certain dividends from foreign securities where the ex-dividend date may have passed are recorded as soon as a Fund becomes aware of the ex-dividend data in the exercise of reasonable diligence. Distributions received on securities that represent a return of capital or a capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Each Fund estimates the components of distributions that may be considered nontaxable distributions or capital gain distributions for tax purposes. Interest income is recorded on the accrual basis and includes accretion of discounts and amortization of premiums. In determining the net gain or loss on securities sold, the cost of securities is determined on the identified cost basis. Each Fund’s investment income and realized and unrealized gains and losses are allocated among classes based upon the daily relative net assets.

Repurchase Agreements.

The Funds’ custodian takes possession through the federal book-entry system of securities collateralizing repurchase agreements. Collateral is marked-to-market daily to ensure that the market value of the underlying assets remains sufficient to protect the Funds. The Funds may experience costs and delays in liquidating the collateral if the issuer defaults or enters into bankruptcy.

Foreign Currency Transactions.

All monetary items denominated in foreign currencies are translated into U.S. dollars based on the prevailing exchange rate at the close of each business day. Income and expenses denominated in foreign currencies are translated at the prevailing rates of exchange when accrued or incurred.

Reported net realized gains and losses on foreign currency transactions represent net gains and losses from currency gains and losses realized between the trade and settlement dates on investment transactions, and the difference between the amount of net investment income accrued and the U.S. dollar amount actually received. The effects of changes in foreign currency exchange rates on investments in securities are not segregated in the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investments.

Forward Foreign Currency Contracts.

The Funds may enter into forward foreign currency contracts to manage their exposure to fluctuations in certain foreign currencies. Emerging Markets Fund and Foreign Value Fund may enter into forward foreign currency contracts for investment purposes as well. A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a set price. The forward currency contracts are valued at the forward rate and are marked-to-market daily. The change in market value is recorded by the Fund as an unrealized gain or loss. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. In addition to the risks of financial investments mentioned above, risks arise from unanticipated movements in currency values.

Forward Foreign Currency Contracts at 03/31/08:

	Quant Emerging Markets Fund
	Local Currency	U.S. Dollar		Unrealized Gain/(Loss)
Currency	Value	Value	Settlement Date	In U.S. Dollars
South African Rand	3,509	440	04/01/08	(9)
South African Rand	12,751,400	1,584,911	04/01/08	19,301
South African Rand	12,813,364	1,570,054	04/04/08	(1,953)
Total				17,339

	Quant Foreign Value Fund
	Local Currency	U.S. Dollar		Unrealized Gain/(Loss)
Currency	Value	Value	Settlement Date	In U.S. Dollars
Canadian Dollar	4,546,910	4,449,032	04/02/08	23,770
Japanese Yen	238,111,648	2,397,902	04/02/08	12,902
Japanese Yen	208,352,439	2,090,213	04/03/08	—
Total				36,672

Short Sales.

Quant Long/Short Fund may engage in short sales (selling securities it does not own) as part of its normal investment activities. Upon selling a security short, Long/Short Fund’s Custodian will segregate cash, cash equivalents or other appropriate liquid securities in an amount equal to the current market value of the securities sold short and will maintain such collateral until Long/Short Fund replaces the borrowed security. Long/Short Fund is required to pay any dividends or interest due on securities sold short. Such dividends and interest are recorded as an expense. Liabilities for securities sold short are valued daily and recorded as unrealized appreciation (depreciation) on investments and securities sold short. Long/Short Fund records realized gain (loss) on a security sold short when a short position is terminated by Long/Short Fund. Long/Short Fund will incur a loss if the price of a security increases between the date of the short sale and the date on which Long/Short Fund replaces the borrowed security. Long/Short will realize a gain if the price of borrowed security declines between the date of a short sale and the date Long/Short Fund replaces the borrowed security.

Securities Lending.

To generate additional income, each Fund, except the Quant Long/Short Fund, may lend up to 30% of its assets pursuant to agreements (“borrower agreements”) requiring that the loan be continuously secured by cash or securities. Securities are loaned by eSecLending, as lending agent, to certain pre-approved brokers (“the borrowers”). The borrowers are required to provide cash or securities as collateral against loaned securities in the amount of 105% of the market value of borrowings for the Emerging Markets and Foreign Value Funds, and 102% of the borrowings for the Small Cap Fund. Collateral is marked-to-market daily.

Cash collateral is invested in a registered money market fund or in a comparable unregistered fund that may be managed by the Funds’ securities lending agent or one of its affiliates.

Risks such as delay in recovery of securities may occur should the borrower of the securities fail financially or should the value of the securities loaned increase above the value of the collateral received. eSecLending provides indemnification insurance via highly rated third party insurers to cover these potential risks.

At March 31, 2008, the following Fund had collateral and loans outstanding of:

	Value of Collateral	Value of Loaned Securities
Quant Foreign Value Fund	$80,064,548	$78,326,945

Since stock prices are not available until after 4:00 P.M. on any business day, the collateral required for loaned securities on March 31, 2008 was not computed until April 1, 2008. Collateral on April 1, 2008 was $83,899,747, or 107%, of the $78,326,945 of securities on loan at March 31, 2008.

Expenses and Class Allocations.

The majority of the expenses of the Funds are attributed to the individual Fund and Class for which they are incurred. Expenses that are not attributed to a specific Fund are allocated in proportion to the respective net assets of the Funds. Expenses allocable to a Fund are borne pro rata by the holders of both classes of shares of such Fund, except that 12b-1 Plan expenses will not be borne by the holders of Institutional Shares.

Distribution fees on Ordinary Shares are calculated based on the average daily net asset value attributable to the Ordinary Shares of the respective Fund. Institutional Shares are not subject to a distribution plan. Shareholders of each class share all expenses and fees paid to the transfer agent, Quantitative Institutional Services, for its services, which are allocated based on the net assets in each class and the ratable allocation of related out-of-pocket expenses. Income, common expenses and realized and unrealized gains and losses are calculated at the Fund level and allocated daily to each class of shares based on their respective percentage of adjusted net assets at the beginning of the day. (See Note 3)

Distributions to Shareholders.

Distributions to shareholders are recorded as of the ex-dividend date. Distributions paid by each Fund with respect to each class of shares are calculated in the same manner, at the same time, and in the same amount, except that Ordinary Shares incur 12b-1 distribution fees while Institutional Shares do not. Distributions from net investment income for each Fund, if any, are declared and paid annually. Distributions from net realized gains for each Fund, if any, are generally declared and paid annually.

New Accounting Pronouncements.

In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement 109 (FIN 48) was issued and is effective for fiscal years beginning after December 15, 2006.

FIN 48 provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. FIN 48 required the evaluation of tax positions taken or expected to be taken in the course of preparing the Funds’ tax

returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold would have to be recorded as a tax benefit or expense in the current year. Management has analyzed the Funds’ tax positions taken on federal income tax returns for all open years (tax years ended March 31, 2005-2008) and has determined that there were no uncertain tax positions to be reflected in the Funds’ financial statements at March 31, 2008.

In September 2006, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 157, “Fair Value Measurements” (FAS No. 157). FAS No. 157 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosure about fair value measurements. FAS No. 157 is effective for fiscal years beginning after November 15, 2007. The first reporting period for the Quant Funds will be June 30, 2008.

3. Management Fee, Advisory Contracts and Other Affiliate Transactions.

The Funds have entered into a management agreement (the “Management Agreement”) with Quantitative Investment Advisors, Inc. d/b/a Quantitative Advisors (the “Manager”). Compensation of the Manager, for management and administration of the Funds, including selection and monitoring of the portfolio advisors, is paid monthly based on the average daily net asset value of each Fund for the month. The annual rate of such fees is 1.00% of the average daily total net assets of Small Cap, Long/Short, Emerging Markets, and Foreign Value Funds. Prior to November 1, 2006, the annual rate for Long/Short was 0.75% of the average daily net total assets.

Under the Management Agreement, the Manager has agreed to reduce its compensation, and if necessary, assume expenses, with respect to Small Cap to the extent that the total expenses of this Fund individually exceeds 2% of average net assets for any fiscal year. Fund expenses subject to this limitation are exclusive of brokerage, interest, taxes and extraordinary expenses, which include incremental custody costs associated with international securities. Expenses are calculated gross of custody credits, if applicable.

For the twelve months ended March 31, 2008 aggregate management fees were $18,291,903 and no fees were reduced or waived.

The Manager has entered into advisory contracts with the following subadvisors (collectively the “Advisors”) to provide investment advisory services to the following Funds: Columbia Partners, L.L.C., Investment Management (Small Cap), Analytic Investors, LLC (Long/Short), PanAgora Asset Management, Inc. (Emerging Markets), and Polaris Capital Management, LLC (Foreign Value). Analytic Investors, LLC replaced SSgA Funds Management, Inc. as the Advisor of the Long/Short Fund on January 2, 2008. This new arrangement was approved by the Board of Trustees on November 27, 2007.

For services rendered, the Manager pays to the Advisor of a Fund a fee based on a percentage of the average daily total net assets of the Fund. The fee for each Fund is determined separately. The fees paid by the Manager to the Advisors of the Funds are as follows: Small Cap – 0.50% of average daily total net assets; Long/Short – 0.45% of the first $100 million and 0.40% of amounts in excess of $100 million; Emerging Markets – 0.40% of average daily total net assets; and Foreign Value – 0.35% of the first $35 million, 0.40% of amounts in excess of $35 million but less than $200 million and 0.50% for assets in excess of $200 million of average daily total net assets. Prior to January 2, 2008 the fees paid to the former Adviser of Long/Short Fund, SSgA Funds Management, Inc. was 0.50% on the first $20 million and 0.35% of amounts in excess of $20 million, with an annual minimum of $25,000.

The Funds have entered into a distribution agreement (the “Distribution Agreement”) with U.S. Boston Capital Corporation (the “Distributor”). For its services under the Distribution Agreement, the Distributor received a monthly fee at the annual rate of (i) 0.50% of the average daily net asset value of the Ordinary Shares of Small Cap, which was voluntarily reduced to 0.25% on June 1, 2007, (ii) 0.50% of the daily net asset value of the Ordinary Shares of Long/Short, which was voluntarily reduced to 0.25% on February 1, 2008, (iii) 0.50% of the average daily net asset value of the Ordinary Shares of Emerging Markets, which was voluntarily reduced to 0.25% throughout the year, and (iv) a contractual rate of 0.25% of the average daily net asset value of the Ordinary Shares of Foreign Value.

On February 1, 2008, the Distributor contractually agreed to reduce distribution (Rule 12b-1) fees payable to the Distributor by Small Cap, Long/Short and Emerging Markets from 0.50% to 0.25%.

Holders of Institutional Shares pay no portion of the 12b-1 Plan expenses of the Funds and are not entitled to vote on matters involving the 12b-1 Plan. During the year ended March 31, 2008 the aggregate distribution fees of the Funds were $4,281,924.

A deferred sales charge of 1% of the net asset value of Ordinary Shares redeemed of Small Cap, Long/Short, Emerging Markets and Foreign Value is withheld from the redemption proceeds and paid to the Distributor. The deferred sales charge is not imposed on redemptions of Institutional Shares and certain other transactions. During the twelve months ended March 31, 2008, such fees earned by the Distributor were $236,709.

Transfer agent functions are provided to the Funds by Quantitative Institutional Services, a division of the Manager (the “Transfer Agent”) pursuant to a transfer agent agreement (the “Transfer Agent Agreement”). The Transfer Agent Agreement provides for base fees that are payable to the Transfer Agent at an annual rate of 0.16% of the average daily total net asset value of each class of shares of the Funds and for reimbursement of out of pocket expenses. During the twelve months ended March 31, 2008, the aggregate fees of the Funds were $2,990,802.

The Transfer Agent also provides the Funds with other services consisting of in-house legal services, preparation and review of semi-annual and annual reports and EDGAR administration services. These services are provided as additional services agreed to by the Board of Trustees of the Funds under the provisions of the Transfer Agent Agreement. For the twelve months ended March 31, 2008, aggregate transfer agent fees for these services were $122,480.

The By-Laws of the Trust, as amended from time to time, permit the Board of Trustees of the Funds to approve reimbursement to the Manager for certain costs associated with providing regulatory and compliance services to the Funds. For the twelve months ended March 31, 2008, the Trustees have approved reimbursements that amounted to $144,985.

Custody and fund accounting services are provided by State Street Kansas City. Custody credits generated by interest earned on uninvested cash balances maintained by the Funds are used to offset custodial expenses of the Funds.

For the fiscal year ended March 31, 2008, each Trustee received an annual Trustee’s fee of $10,000. The fees are allocated to each Fund in proportion to its respective net assets. Effective April 1, 2008, the Trustees, including the interested Trustee, will receive annual compensation of $21,000. The chairman of the Audit Committee will receive additional annual compensation of $3,000.

4. Purchases and Sales.

During the twelve months ended March 31, 2008, purchases of investment securities other than U.S. Government obligations and short-term investments, for Small Cap, Long/Short, Emerging Markets and Foreign Value were $94,472,202, $185,098,966, $272,853,811, and $660,645,251, respectively. Sales of such securities for the Funds were $60,435,985, $172,725,467, $81,022,136, and $474,142,529, respectively. Securities sold short are excluded from the Long/Short Fund numbers as they are generally held for less than one year.

5. Contingent Liability.

The Trust maintains a joint fidelity bond with the Funds’ Transfer Agent through ICI Mutual Insurance Company (“ICI Mutual”). The annual premium is allocated among the Funds and the Transfer Agent. Additionally, the Funds have committed to ICI Mutual up to 300% of the annual premium, one third of which was provided in cash, with each Fund’s pro rata portion recorded as an asset. The remainder is secured with an irrevocable letter of credit.

6. Concentration of Risk.

The relatively large investments of Emerging Markets in countries with limited or developing capital markets may involve greater risks than investments in more developed markets and the prices of such investments may be volatile. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of the Fund’s investments and the income they generate, as well as the Fund’s ability to repatriate such amounts.

7. Federal Income Taxes.

It is the policy of the Funds to distribute all of their taxable income within the prescribed time and otherwise comply with the provisions of the Internal Revenue Code (“IRC”) applicable to regulated investment companies. Therefore no Federal income tax provision is required.

The tax components of capital shown in the following tables represent: (1) losses or deductions the portfolios may be able to offset against income and gains realized in future years, (2) distribution requirements the portfolios must satisfy under the income tax regulations, and (3) unrealized appreciation or depreciation of investments for federal income tax purposes.

Certain Funds had capital loss carryovers at March 31, 2008. The accumulated capital losses noted in the table may be available to offset future realized capital gains and thereby reduce future taxable gain distributions. Foreign Value acquired capital loss carryovers for federal income tax purposes of $8,053,584 when the net assets of State Street Research International Equity Fund (SSR), a series of State Street Research Financial Trust (“SSR”), were acquired in a merger which occurred on May 2, 2003 pursuant to a Plan of Reorganization approved by the shareholders of SSR on April 25, 2003. Foreign Value is the surviving fund in the merger for purposes of maintaining the financial statements and performance history in the post-reorganization periods and the acquired capital loss carryovers may be subject to limitations on their use under the Internal Revenue Code, as amended, and may therefore expire unutilized. As of March 31, 2008 the capital loss carryovers were as follows:

	Capital Loss	Capital Loss	Capital Loss	Capital Loss
	Expires	Expires	Expires	Expires	Total
Portfolio	March 31, 2010	March 31, 2011	March 31, 2012	March 31, 2013	Capital Loss
Small Cap Fund	$—	$—	$—	$—	$—
Long/Short Fund	—	—	—	—	—
Emerging Markets Fund	—	—	—	—	—
Foreign Value Fund	(263,553)	(932,449)	—	—	(1,196,002)

The primary differences between book and tax appreciation or depreciation of investments consist of wash sale loss deferrals, return of capital distributions by real estate investment trusts (“REITs”), mark to market on passive foreign investment companies (“PFICs”) held and foreign capital gains taxes accrued. The net tax appreciation/(depreciation) in the table below includes unrealized tax gain/(loss) on foreign currency and investments.

			March 31, 2008
	Undistributed	Undistributed	Accumulated	Post-	Net Tax
	Ordinary	Long-Term	Capital	October	Appreciation/
Portfolio	Income	Gains	Losses	Deferral	(Depreciation)
Small Cap Fund	$—	$422,091	$—	$—	$8,390,690
Long/Short Fund	—	—	—	—	(2,378,319)
Emerging Markets Fund	1,330,338	1,951,866	—	(154,097)	105,434,248
Foreign Value Fund	4,910,381	59,974,860	(1,196,002)	(138,274)	(29,993,065)

At March 31, 2008, the tax composition of dividends was as follows:

	Ordinary	Long Term	Tax Return
Portfolio	Income	Capital Gains	Of Capital
Small Cap Fund	$217,958	$6,766,625	$—
Long/Short Fund	—	2,825,062	—
Emerging Markets Fund	7,425,388	10,466,415	—
Foreign Value Fund	9,931,736	55,134,850	—

Capital loss carryovers in the amount of $0, $0, $0, and $1,395,926 were utilized by Small Cap, Long/Short, Emerging Markets and Foreign Value, respectively, during the fiscal year ending March 31, 2008.

Accounting principles generally accepted in the United States require that certain components of net assets be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the year ended March 31, 2008, permanent differences in book and tax accounting have been reclassified to shares of beneficial interest, undistributed/(over-distributed) net investment income and accumulated net realized gain/(loss) on investments and foreign denominated assets, liabilities and currency.

	Increase/(Decrease)
		Accumulated Net Gain/
	Undistributed/	(Loss) on Investments and
Shares of	(Over-Distributed)	Foreign Denominated
Beneficial	Net Investment	Assets, Liabilities and
Interest	Income	Currency

Quant Small Cap Fund	$—	367,117	(367,117)
Quant Long/Short Fund	$(803,625)	414,875	388,750
Quant Emerging Mkts. Fund	$—	(181,837)	181,837
Quant Foreign Value Fund	$—	(180,455)	180,455

The permanent differences primarily relate to net operating losses, wash sales, return of capital distributions by real estate investment trusts (REITs), foreign currency reclasses and adjustments for sale of shares in passive foreign investment corporations (PFICs).

8. Transactions in Shares of Beneficial Interest.

Transactions in shares of beneficial interest were as follows:

	Year Ended		Year Ended
	March 31, 2008		March 31, 2007
	Shares	Dollars	Shares	Dollars
Small Cap
Ordinary Shares
Shares sold	1,740,611	$42,043,144	953,368	$22,186,587
Shares issued in reinvestment of distributions	244,051	5,552,163	329,592	7,689,374
Shares redeemed	(1,054,081)	(23,511,728)	(348,451)	(8,048,760)
Net Change	930,581	24,083,579	934,509	21,827,201
Institutional Shares
Shares sold	952,662	25,586,118	135,911	3,538,475
Shares issued in reinvestment of distributions	34,448	879,797	27,407	714,231
Shares redeemed	(340,479)	(8,605,316)	(183,389)	(4,552,491)
Redemption fees	—	1,785	—	1,131
Net Change	646,631	17,862,384	(20,071)	(298,654)
Total Net Change For Fund		$41,945,963		$21,528,547
Long/Short
Ordinary Shares
Shares sold	921,368	$15,283,887	683,703	$10,810,200
Shares issued in reinvestment of distributions	162,497	2,585,330	6,310	104,870
Shares redeemed	(549,738)	(8,781,876)	(330,389)	(5,124,566)
Net Change	534,127	9,087,341	359,624	5,790,504
Institutional Shares
Shares sold	10,341	187,384	7,690	130,513
Shares issued in reinvestment of distributions	2,428	40,493	372	6,451
Shares redeemed	(16,052)	(278,592)	(105)	(1,617)
Redemption fees	—	—	—	1
Net Change	(3,283)	(50,715)	7,957	135,348
Total Net Change For Fund		$9,036,626		$5,925,852
Emerging Markets
Ordinary Shares
Shares sold	12,479,147	$366,999,287	6,811,013	$143,688,252
Shares issued in reinvestment of distributions	496,720	16,083,794	304,486	6,561,672
Shares redeemed	(6,657,410)	(194,403,433)	(2,517,124)	(51,086,597)
Net Change	6,318,457	188,679,648	4,598,375	99,163,327
Institutional Shares
Shares sold	1,309,790	38,527,679	465,283	10,002,242
Shares issued in reinvestment of distributions	35,236	1,157,848	8,841	193,006
Shares redeemed	(408,965)	(12,123,141)	(19,919)	(444,789)
Redemption fees	—	3,514	—	2,327
Net Change	936,061	27,565,900	454,205	9,752,786

Total Net Change For Fund		$216,245,548		$108,916,113
Foreign Value
Ordinary Shares
Shares sold	26,503,037	$611,689,722	15,336,477	$327,075,272
Shares issued in reinvestment of distributions	2,546,681	54,549,910	1,320,453	28,020,004
Shares redeemed	(23,460,731)	(496,738,229)	(5,111,094)	(104,933,240)
Net Change	5,588,987	169,501,403	11,545,836	250,162,036
Institutional Shares
Shares sold	4,720,359	108,421,800	3,391,983	71,945,944
Shares issued in reinvestment of distributions	356,499	7,671,854	187,569	3,997,093
Shares redeemed	(2,987,574)	(65,693,840)	(159,948)	(3,366,356)
Redemption fees	—	9,544	—	6,517
Net Change	2,089,284	50,409,358	3,419,604	72,583,198
Total Net Change For Fund		$219,910,761		$322,745,234

Change in Principal Accountants

Effective October 31, 2007 the Quant Funds changed its independent registered public accounting firm from PricewaterhouseCoopers LLP (“PWC”) to Tait, Weller & Baker LLP (“Tait Weller”). The selection of Tait Weller was made by the Audit Committee of the Board of Trustees and ratified by the full Board of Trustees.

The audit reports of PricewaterhouseCoopers LLP on the Funds’ financial statements as of and for the years ended March 31, 2006 and 2007 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.

In connection with the audits of the two fiscal years ended March 31, 2006 and 2007 the subsequent interim period through October 31, 2007, there were no reportable events or disagreements with PricewaterhouseCoopers LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of PricewaterhouseCoopers LLP, would have caused them to make reference in connection with their opinion to the subject matter of the disagreements.

Federal Tax Information

Designation Requirements at March 31, 2008.

Qualified Dividend Income Percentage
Small Cap Fund	100%
Emerging Markets Fund	100%
Foreign Value Fund	100%

Subsequent Events

Effective May 1, 2008, the Quant Funds launched a new international equity fund called the Quant Foreign Value Small Cap Fund. Financial information regarding the Quant Foreign Value Small Cap Fund will be provided in the next report to shareholders.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Trustees of the Quantitative Group of Funds d/b/a Quant Funds

We have audited the accompanying statements of assets and liabilities of the Quantitative Group of Funds (the “Funds”), including the schedules of investments, as of March 31, 2008, and the related statements of operations, the statements of changes in net assets, the statement of cash flows of the Quant Long/Short Fund and the financial highlights for the year 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. The statements of changes in net assets for the year ended March 31, 2007 and the financial highlights for each of the four years in the period then ended were audited by other auditors whose report dated May 24, 2007 expressed an unqualified opinion on such statements and financial highlights.

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. The Funds are not required to have, nor were we engaged to perform, an audit of the Funds’ internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion. 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 March 31, 2008 by correspondence with the custodian and brokers. 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 the Funds as of March 31, 2008, the results of their operations, the changes in their net assets, the statement of cash flows of the Quant Long/Short Fund and the financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ TAIT, WELLER & BAKER LLP

TAIT, WELLER & BAKER LLP

Philadelphia, Pennsylvania

May 16, 2008

INFORMATION FOR SHAREHOLDERS

Quarterly Portfolio Disclosure

Each Quant Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the SEC’s website at www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (Call 1-800-SEC-0330 for more information). For a complete list of a fund’s portfolio holdings, you may also view the most recent quarterly holdings report, semi-annual report or annual report on the Quant Funds’ web site at www.quantfunds.com.

Portfolio Proxy Voting Policies and Information

Information on the Quant Funds proxy voting policies and on how the Quant Funds voted proxies related to portfolio securities for the 12-month period ended June 30 is available without charge online at www.quantfunds.com and at www.sec.gov. You may also call 1-800-326-2151 to request a free copy of the proxy voting information or the proxy voting policies.

Household Delivery of Fund Documents

With your consent, Quant may send a single proxy statement, prospectus and shareholder report to your residence for you and any other member of your household who has an account with the Quant Funds. If you wish to revoke your consent to this practice, you may do so by notifying Quant, by phone or in writing (see “For Account Information”). Quant will begin mailing separate proxy statements, prospectuses and shareholder reports to you within 30 days after receiving your notice.

PRIVACY POLICY

Please read this important notice about the privacy of our customers’ personal information from Quantitative Investment Advisors, Inc., Quantitative Group of Funds, and U.S. Boston Capital Corporation (collectively, “Quantitative”).

Quantitative Respects Your Privacy

Quantitative considers the privacy of our customers and former customers a matter of great importance. We respect your privacy and believe that any nonpublic personal information we have should be treated with the highest regard for its confidentiality. Nonpublic personal information includes much of the information you provide to us and the related information about you and your transactions involving your Quantitative investment products or services. Examples of nonpublic personal information include the information you provide on new account applications for Quantitative investment products or services, your share balance or transactional history and the fact that you are a shareholder or client of Quantitative.

Quantitative Privacy Policy

As noted above, Quantitative places a high priority on protecting the privacy of its customers’ financial information and other personal details. This Privacy Policy outlines our guidelines and practices for how we collect, use and protect information about individual customers.

Employees. Quantitative employees understand that they must keep your personal and financial information confidential when they have access to it and when they see it as they communicate with you and process transactions on your or your financial intermediary’s instructions. Employees are required to refrain from disclosing information to unauthorized persons.

Vendors. When Quantitative hires vendors, such as mail houses or data processors, to assist in delivering services to clients, we require these vendors to commit contractually to keep the information they handle in strict confidence.

Your Personal Information

We collect and record personal information that customers provide:

• on forms and applications

• through electronic media

• through information (commonly referred to as “cookies”) collected from the Web browser of your PC that allows our website to recognize your browser

• by telephone

• in correspondence

We also collect and record information from:

• your financial advisor

• other firms, such as those from whom you transfer assets

• your transactions with us and our affiliates

• third parties who may notify us of your change of address

Personal information may include:

• names

• phone numbers

• other account information

• addresses

• Social Security and/or Tax ID numbers

• your investments in the Quantitative Group of Funds, such as your account balance and transaction activity

How Quantitative Uses Information

Quantitative gathers information to help us find better ways to serve clients and enhance other products and programs. For instance,

• we may share information with our affiliates when providing services to you or the Quantitative Group of Funds;

• we may use information to send notices to you about products and services that we feel might interest you; or

• we may employ an unaffiliated company to survey all our customers about our products or the quality of our communications or services.

Information gathered on clients is not sold to other firms, such as direct marketers. The details Quantitative collects will not generate any correspondence, e-mails or phone calls from unaffiliated marketers.

Quantitative may have to provide information to legally authorized agencies or individuals, such as the Securities and Exchange Commission, Internal Revenue Service or other regulatory agencies, or as otherwise required by law. We also share client information with firms that we contracted with to deliver services to our customers or to other financial institutions with which we have joint marketing arrangements. We do not disclose any nonpublic personal information about customers or former customers to other parties, except as permitted by law. As noted above, however, these firms have contractually committed to protect the confidentiality of all Quantitative information to which they have access.

We will send customers an updated Privacy Policy each year.

Security

Quantitative maintains physical, electronic and procedural safeguards that meet federal standards for guarding customer information.

We employ various forms of Internet security, such as

• data encryption

• Secure Sockets Layer (SSL) protocol

• user names and passwords

Passwords. If you access information through the Quantitative Group of Funds’ web site, www.quantfunds.com, you should not give your user name or passwords to anyone for any reason. Choosing to provide this information to a third party invites problems and puts the confidentiality of your personal information at risk.

External Links

To provide you with more information that may be helpful, the Quantitative Group of Funds web site may contain links to other web sites that are not affiliated with or maintained by Quantitative. Quantitative does not monitor the privacy practices of these third-party sites, and we do not exercise any authority over the sites. As a result, Quantitative does not assume any responsibility for the content or data collection policies of the sites. When you access any of these third-party sites, Quantitative cannot guarantee that your privacy will be protected in the same way as it is on the Quantitative Group of Funds’ web site.

Changes to the privacy policy

Quantitative reserves the right to change, modify, add or remove portions of this privacy policy as permitted by law at any time. Customers may want to review the policy periodically for changes. Customers can review the privacy policy by clicking on the link that appears on the www.quantfunds.com home page.

Questions. If you have any questions or concerns about maintaining the privacy of your customer information at Quantitative, please contact us at 800-326-2151 Monday through Friday, between the hours of 9:00 am and 5:00 pm Eastern Time.

This policy is effective September 30, 2005.

MANAGEMENT CONTRACT AND ADVISORY CONTRACT APPROVAL

Quant Long/Short Fund (Formerly Quant Growth and Income Fund) – Analytic Investors, LLC

The Board of Trustees, at an in-person meeting held on November 27, 2007, considered the Manager’s recommendation that the Board approve a new sub-advisory agreement for the Fund with Analytic Investors, LLC (“Analytic Agreement”). In approving the Analytic Agreement at the in-person meeting, the Board of Trustees considered a number of factors, including but not limited to: (1) the nature, extent and quality of the services to be provided by Analytic; (2) the investment performance of the Fund; (3) the costs of the services to be provided and profits to be realized by Analytic and its affiliates from the relationship with the Fund; (4) any economies of scale that would be realized as the Fund grows; and (5) whether fee levels reflect these economies of scale for the benefit of Fund investors. The Board upon initial consideration or renewal of a sub-advisory agreement considers comparisons of the services to be rendered and the amounts to be paid under the agreement with those under other investment advisory contracts.

Investment Compliance and Performance. The Board of Trustees, including the non-interested Trustees, reviewed Analytic’s investment performance managing mandates similar to that which will be employed by Quant Long/Short Fund, as well as the performance of the Fund as managed by SSgA, the subadviser being replaced, a peer group of mutual funds, and the performance of an appropriate index or combination of indices.

The Trustees noted that Analytic’s performance running a long/short strategy is superior to that of SSgA in managing Quant Long/Short Fund. The Trustees also noted that this performance record compares favorably to the other long/short managers and to Quant Long/Short Fund’s benchmark securities index.

Fees and Expenses. The Board of Trustees, including the non-interested Trustees, considered the Fund’s management fee, subadvisory fee and expense ratio compared with the management fees, subadvisory fees and expense ratios of a peer group of funds. It also considered the amount and nature of fees paid by shareholders.

The Trustees noted that the Fund’s fee structure and expense ratio are low compared with a peer group of funds and that the increase in subadvisory fees at current and future expected higher asset levels would not result in any additional expenses to Quant Long/Short Fund. Such increased fees would instead be borne by Quantitative Advisors and would in fact reduce its revenues and hence its profitability on the management contract for Quant Long/Short Fund at these asset levels.

Subadvisor’s Personnel and Methods. The Board of Trustees, including the non-interested Trustees, reviewed the background of the Fund’s portfolio manager and the Fund’s investment objective and strategy. The non-interested Trustees have also had discussions with senior management and/or reviewed a questionnaire prepared by senior management of the subadviser responsible for the Fund’s investment program. Among other things, the Trustees considered the size, education and experience of the subadviser’s investment staff and the subadviser’s approach to recruiting, training and retaining portfolio managers and other research, advisory and management personnel.

Nature and Quality of Other Services. The Board of Trustees, including the non-interested Trustees, considered the nature, quality, cost and extent of advisory services to be performed by the subadviser (and affiliated companies, if any) under the Advisory Agreement. The Board of Trustees considered the ability of Analytic to work cooperatively with Quantitative Advisors and the officers of the Fund on both investment and compliance and administrative matters.

Economies of Scale. The Board of Trustees, including the non-interested Trustees, considered whether there have been economies of scale in respect of the subadviser’s services to the Fund, whether the Fund has appropriately benefited from any economies of scale, and whether there is potential for realization of any further economies of scale. In this regard, the Trustees noted that the fee levels and breakpoints in the proposed subadvisory fee schedule would not result in any increase in expenses to the Fund’s at increased asset levels and would result in lower revenues and profits to Quantitative Advisors at current and expected increased future asset levels.

Other Benefits to the Subadviser. The Board of Trustees, including the non-interested Trustees, also considered the character and amount of fees paid by the Fund and the Fund’s shareholders for services provided by the subadviser (and its affiliates, if any). It also considered the allocation (if any) of fund brokerage to brokers affiliated with the subadviser, and benefits to the subadviser from the use of “soft” commission dollars (if any) to pay for research and brokerage services. The Board of Trustees, including the non-interested Trustees, considered the “fall-out” benefits that accrue to the subadviser.

TRUSTEES AND OFFICERS

The business address of each non-interested Trustee is c/o Quant Funds, 55 Old Bedford Road, Lincoln, MA 01773. Each Trustee and officer holds office until his or her successor is chosen and qualified or until his or her earlier death, resignation, retirement or removal. Messrs. Armstrong, Bulbrook, and Marshall are members of the Funds’ Audit Committee. Mr. Marshall is the Chair of the Audit Committee. The Fund’s Statement of Additional Information (“SAI”) includes additional information about the Fund Trustees and is available without charge, upon request. To obtain a free copy of the current SAI, please access the Funds’ web site at www.quantfunds.com or call shareholder services at 1-800-326-2141.

Name and (Age)	Position(s) Held With Funds, Term of Office And Length of Time Served	Principal Occupation(s) During Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held by Trustee
Non-Interested Trustees
Robert M. Armstrong (69)	Trustee (1985 to Present)	Independent financial and career consulting services	4	NewPage Corporation; NewPage Holding Corporation
John M. Bulbrook (65)	Trustee (1985 to Present)	CEO and Treasurer, John M. Bulbrook Insurance Agency, Inc.	4	John M. Bulbrook Insurance Agency, Inc.
Edward E. Burrows (75)	Trustee (1985 to Present)	Independent consulting actuary- employee benefit plans	4	None
William H. Dunlap (57)	Trustee 10/17/2006 to Present	President, EQ Rider, Inc.; Principal, William H. Dunlap & Company (consulting firm)	4	Merrimack County Savings Bank
Clinton S. Marshall (50)	Trustee (April 2003 to Present)	Owner, Coastal CFO Solutions, CFO, Fore River Company, Finance Director, Northern York County Family YMCA, CFO, Great Works Internet, CFO, Holographix, CFO.	4	Great Works Internet
Interested Trustees and Officers
Willard L. Umphrey* (66)	Trustee, President, Chairman (1985 to Present)	Director, U.S. Boston Capital Corporation; President, Quantitative Investment Advisors, Inc.	4	U.S. Boston Corporation; U.S. Boston Asset Management Corporation; Quantitative Investment Advisors, Inc.; Sugarbush Solutions, Inc., USB Corporation; USB Greenville-86, Inc.; USB Atlantic Associates, Inc.; U.S. Boston Insurance Agency, Inc.; U.S. Boston Capital Corporation; Pear Tree Partners Management, LLC; Waterfront Parking Corporation

Leon Okurowski (65)	Vice President and Treasurer (1985 to Present)	Director and Vice President, U.S. Boston Capital Corporation; Treasurer, Quantitative Investment Advisors, Inc.; Trustee, Quant Funds (4/17/1985-9/30/2004)	N/A	Everest USB Canadian Storage, Inc.; Quantitative Investment Advisors, Inc.; Sugarbush Solutions, Inc. U.S. Boston Corporation; U.S. Boston Asset Management Corporation; USB Corporation; USB Everest Management, LLC; USB Everest Storage LLC; USB Greenville-86, Inc.; USB Atlantic Associates, Inc.; U.S. Boston Insurance Agency, Inc.; U.S. Boston Capital Corporation
Deborah A. Kessinger (45)	Assistant Clerk (April 2005 to present), Chief Compliance Officer (December 2005 to present)	Senior Counsel (since 9/2004) and Chief Compliance Officer (since 12/2005), U.S. Boston Capital Corporation; Senior Counsel (since 9/2004), Chief Compliance Officer (since 11/2006) and President (since August 2007), Quantitative Investment Advisors, Inc.; Chief Compliance Officer and General Counsel, Wainwright Investment Counsel, LLC (2000-2004); Compliance Attorney, Forefield, Inc. (2001-2004) and Compliance Consultant (2007-Present)	N/A	None
Sandra I. Madden (41)	Clerk and Chief Legal Officer (Since April 2008)	Senior Counsel (Since 3/2008), Quantitative Investment Advisors, Inc.; Counsel (8/2005-3/2008) MetLife Advisers LLC; Sr. Associate Counsel (1999-2005) Investors Bank and Trust (financial services provider).	N/A	None

* Trustee has been determined to be an “Interested Trustee” by virtue of, among other things, affiliation with one or more of the trust, the Fund’s investment advisor, Quantitative Advisors and the Fund’s distributor, U.S. Boston Capital Corporation.

NOTES

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SERVICE PROVIDERS
Manager	Quantitative Advisors, 55 Old Bedford Road, Lincoln, MA 01772
Advisers	Columbia Partners, L.L.C., Investment Management, 5425 Wisconsin Avenue, Suite 700, Chevy Chase, MD 20815
	Analytic Investors, LLC, 555 West Fifth Street, 50th Floor, Los Angeles, CA 90013
	PanAgora Asset Management, Inc., 260 Franklin Street, Boston, MA 02110
	Polaris Capital Management, LLC, 125 Summer Street, Boston, MA 02110
Distributor	U.S. Boston Capital Corporation, 55 Old Bedford Road, Lincoln, MA 01773
Custodian	State Street Kansas City, 801 Pennsylvania Avenue, Kansas City, MO 64105
Fund Accountant	State Street Kansas City, 801 Pennsylvania Avenue, Kansas City, MO 64105
Transfer Agent	Quantitative Institutional Services, 55 Old Bedford Road, Lincoln, MA 01773
Independent Registered	Tait, Weller & Baker LLP, 1818 Market Street, Suite 2400 Philadelphia, PA 19103
Public Accounting Firm
Legal Counsel	Kirkpatrick & Lockhart Preston Gates Ellis LLP, State Street Financial Center, One Lincoln Street, Boston, MA 02111
For Account Information	For Quant Funds information, contact your financial adviser or, if you receive account statements directly from Quant Funds, you can also call 1-800-326-2151. Telephone representatives are available from 9:00 a.m. to 5:00 p.m. Eastern Time. Or visit our website, www.quantfunds.com.

** GRAPHIC **

55 Old Bedford Road

Lincoln, MA 01773

www.quantfunds.com

Address Service Requested

** GRAPHIC **

© 2008 U.S. Boston Capital Corporation

Distributor of the Quant Funds

Member FINRA, SIPC

ITEM 2. Code of Ethics

As of the end of the period covered by this Form N-CSR, the registrant has adopted a code of ethics (as defined in Item 2(b) of Form N-CSR) that applies to the registrant’s principal executive officer, principal financial officer and principal accounting officer and controller (the “Code”). During the period covered by the report, there was no amendment to the Code or any waivers granted from its provisions. A copy of the Code is filed with this report as an exhibit.

ITEM 3. Audit Committee Financial Expert

The registrant’s Board of Trustees has determined that Mr. Clinton S. Marshall is an “audit committee financial expert” as defined in Item 3 of Form N-CSR. Mr.  Marshall is “independent” under the standards set forth in Item 3 of Form N-CSR.

ITEM 4. Principal Accountant Fees and Services

The following chart shows the aggregate fees billed in each of the last two fiscal years for services rendered by the registrant’s principal accountant, Tait, Weller and Baker (“Tait Weller”). PricewaterhouseCoopers (“PWC”) was the independent public accountant for the registrant for the fiscal year ended March 31, 2007. The registrant’s Audit Committee approved the selection of Tait Weller as independent public accountant on September 14, 2007.

		2007	2008
Audit Fees*	Tait Weller	0	$98,000
	PWC	$109,150	0
Audit-Related Fees	Tait Weller	0	0
	PWC	0	0
Tax Fees**	Tait Weller	0	$16,000
	PWC	$21,150	0
All Other Fees	Tait Weller	0	0
	PWC	0	0

*             Audit fees include all services related to the audit of the financial statements, including review of the registration statement and the issuance of related consents.

** Tax fees include review of the registrant’s tax filings.

(e)(1) To the extent required by applicable law, pre-approval by the Audit Committee of the Board is needed for:

(i) all audit and permissible non-audit services rendered to the Fund and

(ii) all permissible non-audit services rendered to Quantitative Investment Advisors, Inc. if the services relate directly to the operations and financial reporting of the Registrant. Pre-approval is currently on an engagement-by-engagement basis. In the event pre-approval of such services is necessary between regular meetings of the Audit Committee and it is not practical to wait to seek

pre-approval at the next regular meeting of the Audit Committee, such pre-approval of services may be referred to the President of the Fund for approval; provided that the President may not pre-approve any individual engagement for such services exceeding $5,000 or multiple engagements for such services in the aggregate exceeding $5,000 between such regular meetings of the Audit Committee. Any engagement pre-approved by the President between regular meetings of the Audit Committee shall be presented for ratification by the entire Audit Committee at its next regularly scheduled meeting.

(e)(2) No services in 2007 or 2008 were approved by the Audit Committee pursuant to Rule 2-01(c)(7)(i)(C) of Regulation S-X.

(f) Not applicable.

(g) The following chart shows the aggregate non-audit fees billed by Tait Weller and PWC for services rendered to the registrant and the registrant’s investment advisor (not including any subadviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant. These amounts represent fees paid for the annual audit of the registrant’s transfer agent, Quantitative Institutional Services, Inc., a division of Quantitative Advisors, Inc., the registrant’s investment advisor.

		2007	2008
Non-Audit Fees	Tait Weller	0	$98,000
	PWC	$109,150	0

(h) The Audit Committee of the registrant’s Board of Trustees considered the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any subadviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X and concluded that such services are compatible with maintaining the principal accountant’s independence.

ITEM 5. Audit Committee of Listed Registrants

Not applicable.

ITEM 6. Schedule of Investments

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 9Purchase 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

Not applicable.

ITEM 11. Controls and Procedures

(a) The President and Treasurer of the registrant have concluded, based on their evaluation of the effectiveness of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act) as of a date within 90 days of the filing date of this report on Form N-CSR, that the design and operation of such procedures provide reasonable assurance that information required to be disclosed by the registrant in this report on Form N-CSR is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

(b)  There has been no change in the registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the 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

(a)(2) Certifications pursuant to Rule 30a-2(a) by the chief executive and financial officers.

(b)          Certification pursuant to Rule 30a-2(b) and Section 906 by the chief executive and financial officers.

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.

Quantitative Group of Funds

By /s/ Willard L. Umphrey

Willard L. Umphrey, President

Date: May 30, 2008

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

By _/s/ Willard L. Umphrey

Willard L. Umphrey, President

Date: May 30, 2008

By /s/ Leon Okurowski

Leon Okurowski, Treasurer

Date: May 30, 2008

EXHIBIT LIST

(a)(1) Code of ethics

(a)(2) Certifications pursuant to Rule 30a-2(a) by the chief executive and financial officers.

(b)          Certification pursuant to Rule 30a-2(b) and Section 906 by the chief executive and financial officers.

EX-99.CERT

CERTIFICATIONS

I, Willard L. Umphrey, certify that:

1. I have reviewed this report on Form N-CSR of Quantitative Group of Funds d/b/a/ Quant Funds;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the 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; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 30, 2008 /s/ Willard L. Umphrey

Willard L. Umphrey

President

CERTIFICATIONS

I, Leon Okurowski, certify that:

1. I have reviewed this report on Form N-CSR of Quantitative Group of Funds d/b/a/ Quant Funds;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the 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; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 30, 2008 /s/ Leon Okurowski

Leon Okurowski

Treasurer

EX-99.906CERT

SECTION 906 CERTIFICATION

Pursuant to 18 U.S.C. § 1350, the undersigned officer of Quantitative Group of Funds d/b/a/ Quant Funds (the “Fund”), hereby certifies, to the best of his knowledge, that the Fund’s Report on Form N-CSR for the period ended March 31, 2008 (the “Report”) fully complies with the requirements of Section 13 (a) or 15 (d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund.

Dated: May 30, 2008

/s/ Willard L. Umphrey

Willard L. Umphrey

President

This certification is being furnished solely pursuant to 18 U.S.C. §. 1350 and is not being filed as part of the Report or a separate disclosure document.

A signed original of this written statement required by section 906 has been provided to the Fund and will be retained by the Fund and furnished to the SEC or its staff upon request.

SECTION 906 CERTIFICATION

Pursuant to 18 U.S.C. §. 1350, the undersigned officer of Quantitative Group of Funds d/b/a/ Quant Funds (the “Fund”), hereby certifies, to the best of his knowledge, that the Fund’s Report on Form N-CSR for the period ended March 31, 2008 (the “Report”) fully complies with the requirements of Section 13 (a) or 15 (d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund.

Dated: May 30, 2008

/s/ Leon Okurowski

Leon Okurowski

Treasurer

This certification is being furnished solely pursuant to 18 U.S.C. §. 1350 and is not being filed as part of the Report or a separate disclosure document.

A signed original of this written statement required by section 906 has been provided to the Fund and will be retained by the Fund and furnished to the SEC or its staff upon request.

EX-99.CODE ETH

QUANTITATIVE GROUP OF FUNDS

QUANTITATIVE ADVISORS

U.S. BOSTON CAPITAL CORPORATION

CODE OF ETHICS

FOR PERSONAL INVESTING

INTRODUCTION

This Code of Ethics (the “Code”) has been adopted pursuant to Rule 17j-1 of the Investment Company Act of 1940 (the “1940 Act”) and the Rules 204A-1, 204-2(a)(12) and 204-2(a)(13) of the Investment Advisers Act of 1940 (the “Advisers Act”).

The Code governs personal investment activities by employees, officers, directors and trustees of the Quantitative Group of Funds (collectively, the “Funds” and individually a “Fund), Quantitative Investment Advisors, Inc. (the “Manager”), and U.S. Boston Capital Corporation (the “Distributor”).

The provisions outlined in the Code apply differently to each person depending on your position with the Funds, the Manager or the Distributor. It is your responsibility to familiarize yourself with this document each year and again if your position changes during a year.

For purposes of the Code:

§ Unless indicated otherwise, the term “you” refers to all Access Persons (as the term is defined below) except the Disinterested Trustees.

§ The term “Quant” is used to refer collectively to the Funds, the Manager and the Distributor. The terms “we” and “our” refer to Quant.

The Code is administered and enforced by the Compliance Officer and his or her designees.

Page 1 of 18

STATEMENT OF POLICY

Quant is committed to maintaining the highest ethical standards in connection with the management of our clients’ assets. An important part of this commitment is our fiduciary responsibility to put our clients’ interests ahead of our own. This Code is designed to provide us with a high level of confidence that your personal investment activities are consistent with our clients’ interests.

You must conduct all of your personal investment activities in a manner that is consistent with this Code. In addition, you must conduct all of your personal investment activities in a manner that avoids any actual or potential conflict of interest or abuse of your position of trust and responsibility. You must avoid taking inappropriate advantage of your position with Quant such as avoiding any situation that may create the perception of abuse or that may call into question the exercise of your judgment including, but not limited to, the receipt of exceptional investment opportunities or gifts of more than an insignificant value from any person or institution doing or attempting to do business with Quant.

Under the Code, you must conduct your personal investment activities in a manner which complies with the requirements of the federal securities laws. For purposes of this Code, the federal securities laws include the following laws, as amended from time to time, and any rules and regulations adopted thereunder by the Securities Exchange Commission or the Department of the Treasury, as applicable:

§ Securities Act of 1933;

§ Securities Exchange Act of 1934;

§ Investment Company Act of 1940;

§ Investment Advisers Act of 1940;

§ Title V of the Gramm-Leach-Bliley Act; and

§ Bank Secrecy Act as it applies to mutual funds and investment advisers.

It is important that you understand that the Code does not attempt to identify all possible conflicts of interest and that literal compliance with each of its specific provisions will not shield you from accountability for your personal investment activities or other conduct that violates our fiduciary duty to our clients. In other words, you must comply not only with technical provisions of the Code, but also with the spirit of the Code.

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APPLICABLIITY

Persons to Whom the Code Applies

The Code applies to all Access Persons.

Upon the determination that you are an Access Person, the Compliance Officer will provide you with a copy of this Code. If you know that you are an Access Person under this Code, you will be required to comply with it even if the Compliance Officer has not yet advised you that you are an Access Person. The prohibitions described below apply only to a transaction in a Reportable Security in which you had, or by reason of the transaction acquire, any direct or indirect beneficial ownership. Except as provided in the Statement of Policy, Disinterested Trustees are not generally subject to this Code and only must comply with those provisions that are expressly stated as applying to Disinterested Trustees. Please refer to the “Definitions” section of the Code for the definition of “Access Person.”

Accounts to Which the Code Applies

The Code applies to transactions in Reportable Securities in accounts beneficially owned by you.

The term “beneficial ownership” is more encompassing than you might expect. For example, an individual may be deemed to have beneficial ownership of securities held in the name of a spouse, minor children, or relatives sharing his or her home, or under other circumstances indicating investment control or a sharing of financial interest. See the “Definition” section of the Code for a more comprehensive explanation of “beneficial ownership.” Regardless of your position with the Funds, the Manager or the Distributor all of your transactions in the Funds must be consistent with the prospectus requirements of the Funds at all times.

Securities to Which the Code Applies

The Code applies to all transactions in Reportable Securities and Reportable Funds. See the “Definitions” section of the Code for more information on both Reportable Securities and Reportable Funds.

Activities to Which the Code Applies

Your personal investment activity, outside affiliations and receipt of gifts are subject to restrictions, and, in some cases, prohibitions of the Code.

Certain of these activities, such as competing with client trades or holdings and making personal use of or benefiting from client trades or holdings, are unethical. Others, such as purchases of initial public offerings and private placements, are restricted because they present the potential for actual or perceived conflicts of interest. The prohibitions

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and restrictions contained in this Code are based on the rules and interpretive positions of the Securities and Exchange Commission, industry “best practices” recommendations and the policies of the Funds, the Manager and the Distributor.

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CODE OF ETHICS

1. Definitions

(a)       “Access Person” means any director, trustee or officer of the Funds, the Manager or the Distributor. It also means:

(i) Any employee or independent contractor of the Funds, the Manager or the Distributor (or any company that controls the Funds, the Manager or the Distributor) who has access to nonpublic information regarding clients’ purchase or sale of securities, or nonpublic information regarding the portfolio holdings of any Reportable Fund;

(ii) Every natural person who controls the Funds, the Manager or the Distributor and who is involved in making securities recommendations to clients or who has access to such recommendations that are nonpublic; and

(iii) Any employee or other person designated by the Compliance Officer as an Access Person under this Code.

(b)       “Advisor” means advisors other than the Manager engaged by the Funds or the Manager to manage a Fund.

(c) “Advisory Person” of a Fund means:

(i) Any employee, including any household member of any employee, of the Funds, the Distributor, or the Manager or of any company in a control relationship to the Advisory Person who, in connection with his or her regular duties makes, participates in or obtains information regarding the purchase or sale of a security by a Fund, or whose functions relate to the making of any recommendations with respect to such purchases or sales; and

(ii) Any natural person in a control relationship to the Funds, the Distributor, or the Manager who obtains information concerning recommendations made to a Fund with regard to the purchase or sale of a security.

(d)       A security is “Being Considered for Purchase or Sale” when a recommendation to purchase or sell such security has been made and communicated and, with respect to the person making the recommendations, when such person seriously considers making a recommendation.

(e)       A security is “Being Purchased or Sold” when a Fund has a pending buy or sell order in the security.

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(f)        “Beneficial Ownership” shall be interpreted in the same manner as it would be in determining whether a person is subject to the provisions of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder, except that the determination of direct or indirect ownership shall apply to all securities that an Access Person has or acquires. A person is generally deemed to have beneficial ownership of a security if the security is (1) held, in full or in part, in the name of such person directly or indirectly through any contract, arrangement, understanding, relationship or otherwise; (2) held by another person but subject to an agreement granting such person rights such as the ability to vote or sell the security; (3) available to such person within 60 days by exercise of a right, conversion of a security or pursuant to the power to revoke a trust; (4) held in trust for such person; or (5) held by an entity primarily used for personal trading and which is partially owned by the person.

(g)       “Client” means any account to which the Manger provides investment advice, including the Funds.

(h)       “Control” means the power to exercise a controlling influence over the management or policies of a company, unless such power is solely the result of an official position within the company.

(i)        “Disinterested Trustee” means a trustee of the Funds who is not an “interested person” of the Fund within the meaning of Section 2(a)(19) of the 1940 Act.

(j)        “Fund” means a fund in the Quantitative Group of Funds, each of which is an investment company registered under the 1940 Act.

(k)       “Household Member” means any person residing in the same living space as an employee.

(l)        “Initial Public Offering” or “IPO” means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934. “Hot Issue” means any IPO which is oversubscribed.

(m)      “Investment Personnel” means all persons who provide information and advice to the persons responsible for making the investment decisions regarding the Fund or who help execute such person’s decisions or who in the ordinary course of business receive information about such decisions. At present, no officers or employees of the Fund, the Manager, or the Distributor are Investment Personnel.

(n)       “Private Placement” means an offering of securities that is exempt from registration pursuant to Section 4(2) or Section 4(6) or pursuant to Rules 504, 505 or 506 under the Securities Act of 1933 and other similar non-U.S. securities. Private placements include, but are not limited to, equity partnerships, hedge funds, limited partnerships and venture capital funds.

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(o)       “Purchase or Sale of a Security” includes, among other things, the writing of an option to purchase or sell a security.

(p) “Reportable Fund” means:

(i) Any Fund for which the Manager serves an investment adviser as defined in Section 2(a)(20) of the 1940 Act (that is, the Quant Funds);

(ii) Any Fund whose investment adviser or principal underwriter controls the Manager, is controlled by the Manager or is under common control with the Manager. For this purpose, control has the same meaning as it does in Section 2(a)(9) of the 1940 Act; and

(iii) Open-end Exchange-Traded Funds.

(q)       “Reportable Security” means any type of equity or debt security (such as common stock, preferred stock, UIT exchange-traded fund, corporate or government bonds or corporate or government notes as defined in section 202(a)(9) of the 1940 Act) and any instrument representing, or any rights relating to, a security (such as certificates of participation, depository receipts, put and call options, warrants, convertible securities and securities indices) except that it does not include:

(i) Direct obligations of the U.S. government (note, however, that securities issued by agencies or instrumentalities of the U.S. government (such as GNMA obligations), municipal obligations and obligations of other governments are Reportable Securities);

(ii) Bankers’ acceptances;

(iii) Bank certificates of deposit;

(iv) Commercial paper;

(v) High quality short-term debt instruments, including repurchase agreements;

(vi) Shares of money market funds;

(vii) Shares issued by open end funds other than Reportable Funds (as defined above); and

(viii) Shares issued by unit investment trusts that are invested exclusively in one or more open end funds, none of which are Reportable Funds.

2. Fully or Partially Exempted Transactions

The prohibitions, restrictions, pre-clearance requirements and reporting requirements of this Code do not apply to:

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(a)       Transactions in Securities that are not Reportable Securities. Reportable Securities are defined above under “Definitions.”

(b)       Transactions in Non-Discretionary Accounts. Purchases or sales effected to any account over which you, as an Access Person (or any member of your immediate family sharing the same household with you), have no direct or indirect influence or control. This exemption includes any account of yours that is managed on a discretionary basis by someone other than you (or any member of your immediate family sharing the same household with you).

(c)       Automatic Investment Plan Transactions. Purchases or withdrawals that are part of an automatic investment plan, including automatic investment plans with respect to shares of Reportable Funds. For purposes of this section, an “automatic investment plan” is a program in which regular periodic purchases or withdrawals are made automatically in or from investment accounts in accordance with a predetermined schedule and allocation. A dividend reinvestment plan is a type of automatic investment plan.

The prohibitions, restrictions, pre-clearance requirements do not apply to the following (unless indicated otherwise in the Code) but the reporting requirements of this Code continue to apply to:

(d)       Non-Volitional Transactions. Purchases or sales that are non-volitional on the part of the Access Person (or any member of your immediate family sharing the same household with you). A non-volitional transaction includes an in-the-money option that is automatically exercised by a broker, a security that is called away as a result of an exercise of an option or a security that is sold by a broker, without consulting you, to meet a margin call not otherwise met by you.

(e)       Rights Offerings. Purchases effected upon the exercise of rights issued by an issuer proportionately to all holders of a class of its securities, to the extent such rights were acquired from the issuer, and sales of such rights so acquired.

(f)        Tender Offers. Tenders of securities pursuant to tender offers that are expressly conditioned on the tender offeror’s acquisition of all of the securities of the same class. This exemption does not apply to tenders of securities pursuant to any other tender offer.

(g)       Small Transactions. You may enter into transactions of an insignificant value, as determined by the Manager from time to time.

3. Prohibited Purchases and Sales

(a) Access Persons may not engage in any of the following activities:

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(i) Transact in Reportable Securities (including the Quant Funds) without pre-clearance.

(b)       Investment Personnel may not engage in the activities in (a) above that apply to all Access Persons and, in addition, may not engage in any of the following activities:

(i) Purchasing or selling, directly or indirectly, any Reportable Security in which they had, or by reason of such transaction acquire, any direct or indirect beneficial ownership and which is Being Considered for Purchase or Sale by a Fund or is Being Purchased or Sold by a Fund. Any profits realized by Investment Personnel from trades made in violation of this subsection (a)(i) shall be disgorged to the respective Fund.

(ii) Acquiring Reportable Securities in a private placement transaction without the prior consent of the Compliance Officer or, in his or her absence, the President of the Manager. In determining whether to grant such consent, the Compliance Officer or the President of the Manager shall consider, among other factors, whether the investment opportunity should be reserved for a Fund or its shareholders and whether the opportunity is being offered to the person by virtue of his or her position with the investment company.

(iii) Either purchasing and selling or selling and purchasing the same or equivalent Reportable Securities or Reportable Funds within sixty days of the initial transaction. For the purpose of this section, puts, calls, options and similar instruments are deemed to be equivalent securities of the Reportable Security or Reportable Fund underlying the instrument. Any profits generated from such transactions must be disgorged to the respective Fund.

4. Pre-Clearance of Trades

(a)       Transactions in Reportable Securities or Reportable Funds. All transactions in Reportable Securities or Reportable Funds made by Access Persons must be pre-cleared by the Compliance Officer, or in his absence, the Compliance Officer’s designated agent or the President of the Manager. The Compliance Officer shall review all proposed transactions for potential violations of the Code. All pre-clearance requests must be made by submitting a Pre-Clearance Form which can be found in P:\Compliance\Compliance Forms\Code of Ethics Forms. Although all transactions in Reportable Securities or Reportable Funds must be pre-cleared, a transaction may be automatically approved by the Compliance Officer if the transaction meets the de minimis exception below. Pre-clearance approval shall be good for one day from the date

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it is granted and may be extended for additional one-day periods at the discretion of the Compliance Officer upon the request of the Access Person.

De Minimis Exception. A transaction may be automatically approved if it meets all of the following conditions:

1. A transaction of less than $30,000 or in the local country equivalent,

2. 2,000 shares or units; and

3. not more than 1% of the average daily trading volume in the security for the preceding 5 trading days.

(b)       Initial Public Offerings. Subject to the prohibition in the paragraph (b)(i) below, all purchases of Initial Public Offerings (IPOs) made by an Access Person, including household members of the Access Person, must be pre-cleared by the Compliance Officer, or in his absence, the President of the Manager. Any Access Person must obtain information from their executing broker as to whether the IPO is a “hot issue.” The employee shall then present a completed pre-clearance form to the Compliance Officer. Access Persons will only be granted clearance by the Compliance Officer to purchase IPOs that are not considered “hot issues.”

(i) IPO Prohibition. Access Persons (or immediate family members as defined under the NASD’s conduct rules) who are also NASD registered representatives or principals are prohibited from purchasing IPOs under NASD Conduct Rule 2790. An exception may apply in an issuer-directed offering.

(c)       Private Placements. All purchases of Private Placements made by an Access Person, including household members of the Access Person, must be pre-cleared by the Compliance Officer, or in his absence, the President of the Manager.

5. Reporting

(a)       Every Access Person shall report to the Compliance Officer the information described in Section 5(c) of this Code of Ethics with respect to transactions in any Reportable Security or Reportable Fund in which such Access Person has, or by reason of such transaction acquires, any direct or indirect beneficial ownership in the security.

(b)       Notwithstanding Section 5(a) of this Code, an Access Person need not make a report where the report would duplicate information recorded pursuant to rule 204-2(a)(12) under the Investment Advisers Act of 1940, as amended; provided, however, that such information must be received no later than 30 days after the end of the calendar quarter in which the transaction takes place.

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(c)       Quarterly Holdings Reports. Each report shall be made no later than 30 days after the end of the calendar quarter in which the transactions (or lack thereof) to which the report relates was effected, and shall contain the following information:

(i) The date of the transaction, the title and number of

shares, the CUSIP number and the principal amount

of each security involved;

(ii) The nature of the transaction (i.e., purchase sale or

any other type of acquisition or disposition);

(iii) The price at which the transaction was effected;

(iv) The name of the broker, dealer or bank with or through

whom the transaction was effected;

(v) The date the transaction report was submitted.

(d)       Reports by Disinterested Trustees. A Disinterested Trustee need only report a transaction in a Reportable Security if such trustee knew, or in the ordinary course of fulfilling his or her official duties as a trustee, should have known that during the 5-day period immediately preceding or after the date of the transaction by the Disinterested Trustee:

(i) such security was or is to be purchased or sold by a Fund; or

(ii) such security was or is being considered for purchase or

sale by a Fund.

In addition, Disinterested Trustees need not file a quarterly transaction report if the Trustee made no reportable transactions during a quarter. This exemption does not relieve Disinterested Trustees of their obligation to file the annual acknowledgment of their responsibilities of the Code required by Section 5(e) below, if applicable.

(e)       Certification. The report for the final calendar quarter of each year must also include a statement by Access Persons that they are aware of their obligations under this Code and that for the past year they have complied with the Code in all respects, including the reporting requirements.

(f)        Any such report may contain a statement that the report shall not be construed as an admission by the person making such report that he or she has any direct or indirect beneficial ownership in the security to which the report relates.

(g)       Every report containing a purchase or sale prohibited under Section 3 of the Code with respect to which the reporting person relies upon one of the exemptions

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provided in Section 2 of the Code shall contain a brief statement of the exemption relied upon and the circumstances of the transaction.

(h)       With respect to those transactions executed through a broker, an Access Person may fulfill his or her reporting requirement by directing the broker(s) to transmit to the Compliance Officer a duplicate of confirmations of such transactions, provided, however, the Access Person will still be required to represent at the end of each quarter that the trades reflected on the confirmations constituted all of his or her trades for the quarter. Confirmations sent to the Compliance Officer should be addressed “Personal and Confidential” and must be received within 30 days of the calendar quarter end.

(i)        Annual Holdings Reports. On an annual basis, within 30 days of the conclusion of each calendar year, all Access Persons must provide the Compliance Officer with a list of their securities holdings that is current within 45 days of submission.

(j)        Initial Holdings Reports. Newly hired Access Persons shall provide the Compliance Officer with a list of their full securities holdings upon commencement of their employment within 10 days of their hire date that is current within 45 days prior to becoming an Access Person. Specifically, newly hired Access persons must report to the Compliance Officer all securities holdings on the Initial Holdings Report Form that requires the following information:

(i) The title, number of shares and principal amount of each security in which you have any direct or indirect Beneficial Ownership as of the time you became an Access Person;

(ii) The name of any broker, dealer or bank with whom you maintained an account in which any securities were held for your direct or indirect benefit Ownership as of the time you became an Access Person; and

(iii) The date the report was submitted.

The Initial Holdings Report may be satisfied by indicating on the Initial Holdings Report Form that you are providing a copy of securities account statements.

Newly appointed Access Persons can satisfy the Initial Holdings Report requirement by timely filing and dating a copy of all securities account statements listing all of their securities holdings. If a newly appointed Access Person has previously provided securities account statements, the Initial Holdings Report requirement can be satisfied by timely confirming the accuracy of the statements in writing.

(k)       No Transactions during a Reporting Period. If an Access Person does not effect any reportable transactions during a reporting period, such person is not required to file a report so stating.

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6. Review and Recordkeeping

(a)       The Compliance Officer shall notify each person who is an Access Person that such person is subject to this Code of Ethics, including the reporting requirements, and shall deliver a copy of this Code of Ethics to each such person.

(b)       The Compliance Officer shall review the reports submitted by each Access Person to determine whether there may have been any transactions proscribed by this Code of Ethics. In such event, the Compliance Officer shall immediately report the transaction to the President of the Manager and submit a report to the Board of Trustees of the Fund at its next meeting following receipt of the report by the Compliance Officer. The Compliance Officer shall have discretion not to submit a report to the Board of Trustees if he finds that by reason of the size of the transaction, the circumstances thereof or otherwise, no fraud or deceit or manipulative practice could reasonably have be found to have been practiced on the Fund in connection with its holding or acquisition of the security or that no other material violation of this Code of Ethics has occurred. A written memorandum of any such finding shall be filed with any such reports submitted pursuant to this Code of Ethics.

(c)       The Compliance Officer shall, at the end of each calendar quarter, request a representation from all Advisors that the Advisor is in compliance with the Code of Ethics promulgated by the Advisor. Any report by an Advisor of a violation of its Code of Ethics shall be disclosed by the Compliance Officer to the President of the Manager and the Board of Trustees of the Fund as provided in Section 5(b) above. At the time the Fund and the Manager enter into an agreement with any Advisor to provide advisory services to the Fund, the Compliance Officer shall request a current copy of the Advisor’s Code of Ethics, and all Advisors will be required to provide the Compliance Officer with revisions to their Codes of Ethics.

(d)       The Compliance Officer shall maintain records in the manner and to the extent set forth below:

(i) Preserve in an easily accessible place a copy of this Code of Ethics and any other code of ethics that at any time within the last five years has been in effect;

(ii) Maintain in an easily accessible place a list of all Access Persons who are, or within the last five years have been, required to make reports;

(iii) Preserve for a period of not less than five years from the end of the fiscal year in which it was made, the first two years in an easily accessible place, a copy of each report made by an Access Person and a copy of any written memoranda prepared by the Compliance Officer in connection therewith; and

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(iv) Preserve in an easily accessible place for a period of not less than five years from the end of the fiscal year in which the violation occurs a record of any violation of this Code of Ethics and of any action taken as a result of such violation.

7. Confidentiality

All reports of securities transactions, information related to investigating violations of the Code and any other information filed with the Compliance Officer pursuant to this Code shall be treated as confidential, but are subject to review and reporting as provided herein. In addition, we may report information to third parities under certain circumstances. For example, we may make reports of securities transactions and violations of this Code available to (i) clients or former clients or (ii) to the Securities and Exchange Commission or any other regulatory or self-regulatory organization to the extent required by law or regulation or (iii) to other civil or criminal authorities if we consider it to be necessary or advisable.

8. Sanctions

Upon being informed of a violation of this Code of Ethics, the Compliance Officer of the Fund may impose such sanctions as he or she deems appropriate, including, among other things, a letter of censure or suspension, termination of the employment of the violator or a request for disgorgement of any profit received from a securities transaction effected in violation of this Code of Ethics. All material violations of this Code of Ethics and any sanctions imposed thereto shall be reported periodically to the Board of Trustees of the Fund.

The Compliance Officer may take into account any factors that he or she determines to be appropriate in imposing sanctions. Such factors may include, but are not limited to, your history of compliance, the nature of the violation, whether the violation was intentional or inadvertent and any harm suffered by a client. Violations of this Code also may result in criminal prosecution or civil action. The Board of Trustees of the Funds shall have the power to modify or increase any sanction, as it deems appropriate.

9. Service as a Director Prohibited for Investment Personnel

Investment Personnel shall not serve on the Board of Directors or equivalent entity of a publicly traded company without the prior consent of the Fund’s Compliance Officer, or, in his or her absence, the President of the Manager. In granting such consent, the Compliance Officer or President of the Manager must find that the board service would be consistent with the interests of the Fund and its shareholders. In the event that such service is allowed, the Compliance Officer or President of the Manager shall take measures to ensure such person is isolated from investment decisions.

10. Gifts and Entertainment Policy

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Receipt of Gifts.         Access Persons may not accept anything of value, including gratuities, in excess of $100 per year from any person or entity that does business with or on behalf of the Funds, the Manager or the Distributor or from an entity that is a potential investment for a client where such payment or gratuity is in relation to the business of the Fund, the Manager, or the Distributor. A gift of any kind is considered a gratuity. Any solicitation of gifts, personal benefits or gratuities is unprofessional and is strictly prohibited.

Offers of Gifts.           Access Persons may not offer gifts, favors, entertainment, special accommodations, or other things of value that could be viewed as overly generous or aimed at influencing decision-making of a person or entity or making a client feel beholden to Quant or the Access Person.

Cash. Access Persons may not offer or accept cash or cash equivalents as a gift.

Entertainment.            Access Persons may not provide or accept extravagant or excessive entertainment to or from a client, prospective client, or any person or entity that does or seeks to do business with or on behalf of Quant. Quant permits reasonable, ordinary business entertainment, but prohibits any events, which may be perceived as extravagant or involving lavish expenditures.

(a)       Occasional lunches, dinners, cocktail parties, or comparable gatherings conducted for business purposes are permitted.

(b)       Other entertainment events, such as, sporting events, theater, movies, concerts, or other forms of entertainment conducted for business purposes, are permitted only under the following conditions:

(i) The host must be present for the event.

(ii) The location of the event must be in the metropolitan area in which the office of the Access Person is located.

(iii) Spouses or other family members of the Access Person may not attend the entertainment event or any meals before or after the entertainment event.

(iv) Acceptance of entertainment having a market value materially exceeding the face value of the entertainment including, for example, attendance at a sporting event playoff game, is prohibited.

(v) The Access Person may not accept entertainment events more than four times a year and not more than two times in any year from any single person or entity. The Access Person may not provide

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entertainment events more than two times in any year to any single person or entity.

(vi) The Compliance Officer may grant exceptions to these rules. For example, it may be appropriate for an employee attending a legitimate conference in a location away from the office to attend a business entertainment event in that location. All exceptions must be precleared by written request to the Compliance Officer.

Pre-Clearance.            Business entertainment events provided for under (b) above must be approved in writing by the Compliance Officer in advance of the event. Requests should be made in writing to the Compliance Officer. The Compliance Officer shall review or approve the request and document the review in writing.

Reporting.       All gifts and entertainment given and received must be reported to the Compliance Officer in writing. The Compliance Officer maintains a log of all gifts and entertainment. The log shall be reviewed quarterly (documenting such review by initialing the log) looking for any patterns that may raise concern.

11. Exemptions

As described in Section 2 of the Code, we have established certain categories of transactions and conduct that are completely or partially exempt from various provisions of this Code.

Although exemptions other than those specifically included in the Code will rarely, if ever, be granted, the Compliance Officer may prospectively grant other exemptions from the trading restrictions, pre-clearance requirements or other provisions of this Code if the Compliance Officer believes that such an exemption is appropriate in light of all of the surrounding circumstances. The factors the Compliance Officer may review, include, but are not limited to, whether the granting of the exemption would violate the spirit of this Code and whether the granting of the exemption would cause any injury to any client. The Compliance Officer may grant exemptions under the Code only after reviewing all material information.

All exemption requests must be submitted to the Compliance Officer in writing and in advance. If appropriate, the Compliance Officer will consult with the President of the Manager in considering such requests. The Compliance Officer will inform you in writing whether or not the exemption has been granted. If you are granted an exemption to any provision of this Code, you still will be expected to comply with all other provisions of this Code.

12. Appeals Procedure

If you believe you have been mistreated by any action rendered with respect to a violation of the Code or an exemption request waiver request, you may appeal the

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determination by providing the compliance officer with a written explanation within 30 days of being informed of such determination. If appropriate, the compliance officer will arrange for a review by senior management and will advise you whether the action will be imposed, modified or withdrawn.

13. Enforcement

Federal law requires that a code of ethics must not only be adopted but must also be enforced with reasonable diligence. The Compliance Officer will keep records of any violation of the Code and of the actions taken as a result of such violations.

The policies and procedures described in the Code do not create any obligations to any person or entity other than the Funds, the Manager and the Distributor. The Code is not a promise or contract, and it may be modified at any time. The Funds, the Manager and the Distributor retain the discretion to decide whether the Code applies to a specific situation, and how it should be interpreted.

14. Report to the Board of Trustees

Each year, the Compliance Officer will submit a report to the Board of Trustees of the Funds. The report will include, among other things:

• The number and nature of all material violations of the Code and the sanctions imposed;

• Any recommended changes to the Code based upon the Compliance Officer’s experience with the Code, evolving industry practices and developments in applicable laws or regulations; and

• A certification that the Funds, the Manager and the Distributor have adopted procedures reasonably necessary to prevent access persons from violating the Code.

15. Trustee Review of Code

The Board of Trustees of the Fund may from time to time adopt such interpretations of this Code, as they deem appropriate. The Board of Trustees will review the operation of this Code of Ethics at least annually for its continuing appropriateness.

16. Appointment of Compliance Officer

The Board of Trustees has appointed Deborah A. Kessinger as the Compliance Officer with respect to this Code of Ethics to serve until further notice.

17. Policies and Procedures to Prevent Insider Trading Violations

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In addition to the requirements of this Code, all officers, directors and employees are subject to our Policy Statement on Insider Trading. This policy statement prohibits any officer, director or employee, either personally or on behalf of others, from buying or selling any security, including mutual funds and private accounts managed by the Manager or the Distributor, while in possession of material nonpublic information about the issuer of the security. The policy statement also prohibits such persons from communicating to third parties any material nonpublic information about any such security or issuer of such securities. Any violation of our Policy Statement on Insider Trading that adversely affects a client shall be deemed to be a violation of this Code.

18. Miscellaneous

You may have other obligations related to your purchase and sale of securities that are not covered by the Code. Please follow any guidelines you receive from the Funds, the Manager and the Distributor.

(revised January 1, 2006)

(revised February 21, 2006)

(revised January 8, 2007)

(revised January 10, 2008)

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