N-CSRS

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSRS

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-4984

AMERICAN BEACON FUND

(Exact name of registrant as specified in charter)

220 East Las Colinas Boulevard, Suite 1200

Irving, Texas 75039

(Address of principal executive offices)-(Zip code)

Gene L. Needles, Jr., PRESIDENT

220 East Las Colinas Boulevard, Suite 1200

Irving, Texas 75039

(Name and address of agent for service)

Registrant’s telephone number, including area code: (817) 967-3509

Date of fiscal year end: August 31, 2015

Date of reporting period: February 28, 2015

ITEM 1. REPORT TO STOCKHOLDERS.

About American Beacon Advisors

Since 1986, American Beacon Advisors has offered a variety of products and investment advisory services to numerous institutional and retail clients, including a variety of mutual funds, corporate cash management, and separate account management.

Our clients include defined benefit plans, defined contribution plans, foundations, endowments, corporations, financial planners, and other institutional investors. With American Beacon Advisors, you can put the experience of a multi-billion dollar asset management firm to work for your company.

Contents

President’s Message	1
Performance Overviews	2
Schedule of Investments:
The London Company Income Equity Fund	12
Zebra Global Equity Fund	14
Zebra Small Cap Equity Fund	18
SiM High Yield Opportunities Fund	23
Financial Statements	28
Notes to the Financial Statement	33
Financial Highlights	60
Additional Information	Back Cover

THE LONDON COMPANY INCOME EQUITY FUND

Investing in small- and medium-capitalization stocks may involve greater volatility and lower liquidity than larger company stocks. Investing in foreign securities may involve heightened risk due to currency fluctuations and economic and political risks. Investing in dividend-paying stocks may result in less earnings growth or capital appreciation than investing in non-dividend paying stocks. The use of fixed-income securities entails interest rate and credit risks. Because the Fund may invest in fewer issuers than a more diversified portfolio, the fluctuating value of a single holding may have a greater effect on the value of the Fund. The use of futures contracts for cash management may subject the Fund to losing more money than invested.

ZEBRA GLOBAL EQUITY FUND

Investing in medium-capitalization stocks may involve greater volatility and lower liquidity than larger company stocks. At times, certain securities may have limited marketability and may be difficult to sell. Investing in foreign securities may involve heightened risk due to currency fluctuations and economic and political risks. The use of futures contracts for cash management may subject the Fund to losing more money than invested. The Fund may participate in a securities lending program.

ZEBRA SMALL CAP EQUITY FUND

Investing in small-capitalization stocks may involve greater volatility and lower liquidity than larger company stocks. Investing in foreign securities may involve heightened risk due to currency fluctuations and economic and political risks. At times, certain securities may have limited marketability and may be difficult to sell. The use of futures contracts for cash management may subject the Fund to losing more money than invested. The Fund may participate in a securities lending program.

SiM HIGH YIELD OPPORTUNITIES FUND

Investments in high yield securities are subject to greater levels of credit, interest rate, market and liquidity risks than investment-grade securities. Investing in foreign and emerging market securities may involve heightened risk due to currency fluctuations and economic and political risks. Investing in derivative instruments involves liquidity, credit, interest rate and market risks.

Please see the prospectus for a more complete discussion of the risks of investing in these Funds. There can be no assurances that the investment objectives of the Funds will be met.

Any opinions herein, including forecasts, reflect our judgment as of the end of the reporting period and are subject to change. Each advisor’s strategies and the Fund’s portfolio composition will change depending on economic and market conditions. This report is not a complete analysis of market conditions and therefore, should not be relied upon as investment advice. Although economic and market information has been compiled from reliable sources, American Beacon Advisors, Inc. makes no representation as to the completeness or accuracy of the statements contained herein.

American Beacon Funds February 28, 2015

    Dear Shareholders,   During the six months ended February 28, 2015, U.S. large- and small-cap stocks outpaced global equities. The Russell 1000 Index, which represents domestic, large-cap stocks, gained 6%. The Russell 2000 Index, which measures domestic, small-cap stocks, returned 5.70%. In contrast, the MSCI World Index, which represents global stocks that are often perceived as having more risk than U.S. equities, gained 2.14%.   The Barclays Capital U.S. Aggregate Index, the benchmark for domestic corporate and government bonds, returned 2.25% during the same period, while the Bank of America Merrill Lynch U.S. High Yield Master II Index, which represents domestic below-investment-grade corporate debt, returned -0.15%.

American Beacon Advisors is proud to offer mutual funds that cover all of these asset classes. We are fortunate to have asset managers with distinctive investment processes who have managed assets for many years and through a variety of economic and market conditions. For the six months ended February 28, 2015:

• American Beacon The London Company Income Equity Fund (Investor Class) returned 8.78%.

• American Beacon Zebra Global Equity Fund (Investor Class) returned 1.44%.

• American Beacon Zebra Small Cap Equity Fund (Investor Class) returned 4.52%.

• American Beacon SiM High Yield Opportunities Fund (Investor Class) returned 0.84%.

Thank you for your continued investment in the American Beacon Funds. For additional information about our Funds or to access your account information, please visit our website at www.americanbeaconfunds.com.

Best Regards,

Gene L. Needles, Jr.

President

American Beacon Funds

1

American Beacon The London Company Income Equity Fund^SM

Performance Overview

February 28, 2015 (Unaudited)

The Investor Class of the American Beacon The London Company Income Equity Fund (the “Fund”) returned 8.78% for the six months ended February 28, 2015. The Fund outperformed the Russell 1000 Value Index (the “Index”) return of 3.48% for the same period.

Total Returns for the Period ended 2/28/2015

	6 Months*			1 Year			Since Inception (5/29/2012)
Institutional Class (1,2,4)		9.05	%		20.68	%		19.52	%
Y Class (1,2,4)		8.98	%		20.61	%		19.42	%
Investor Class (1,2,4)		8.78	%		20.34	%		19.11	%
A Class with sales charge (1,2,4)		2.62	%		13.30	%		16.43	%
A Class without sales charge (1,2,4)		8.85	%		20.20	%		18.96	%
C Class with sales charge (1,2,4)		7.38	%		18.28	%		18.06	%
C Class without sales charge (1,2,4)		8.38	%		19.28	%		18.06	%
Russell 1000 Value Index (3)		3.48	%		13.49	%		21.03	%

* Not annualized.

1. Please note that the recent growth rate in the stock market has helped to produce short-term returns that are not typical and may not continue in the future. Performance shown is historical and is not indicative of future returns. Investment returns and principal value will vary, and shares may be worth more or less at redemption than at original purchase. Performance shown is calculated based on the published end of day net asset values as of the date indicated, and current performance may be lower or higher than the performance data quoted. To obtain performance as of the most recent month end, please visit www.americanbeaconfunds.com or call 1-800-967-9009. Fund performance in the table above does not reflect the deduction of taxes a shareholder would pay on distributions or the redemption of shares. A Class shares have a maximum sales charge of 5.75%. The maximum contingent deferred sales charge for the C Class is 1.00% for shares redeemed within one year of the date of purchase.

2. A portion of the fees charged to the Institutional, Y, A, and C Classes of the Fund was waived from 2012 through 2014 and partially recovered in 2015. Performance prior to waiving fees was lower than actual returns shown from 2012 through 2014. A portion of the fees charged to the Investor Class of the Fund was waived in 2012 and 2013 and partially recovered in 2014 and 2015. Performance prior to waiving fees was lower than actual returns shown in 2012 and 2013.

3. The Russell 1000 Value Index is an unmanaged index of those stocks in the Russell 1000 Index with lower price-to-book ratios and lower forecasted growth values. Russell 1000^® Value Index and Russell 1000 Index are registered trademarks of the Frank Russell Company. One cannot directly invest in an index.

4. The total annual Fund operating expense ratio set forth in the most recent Fund prospectus for the Institutional, Y, Investor, A, and C Class shares was 0.83%, 0.90%, 1.07%, 1.29%, and 2.03%, respectively. The expense ratios above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

The Fund’s excess performance relative to the Index was primarily attributable to strong security selection among the various economic sectors. To a lesser extent, sector allocation also added relative value.

From a security selection standpoint, the Fund’s holdings within the Consumer Discretionary, Consumer Staples and Energy sectors contributed approximately 140 basis points (1.40%) each to performance. In the Consumer Discretionary sector, Lowes (up 41.9%), Hasbro (up 20.2%) and Carnival (up 18.1%) were the largest contributors. Altria Group (up 33.1%), Lorillard (up 16.8%) and Reynolds American (up 32.0%) contributed most to the Fund’s returns in the Consumer Staples sector. Within the Energy sector, not owning Exxon Mobil, Occidental Petroleum or Apache, which were down 9.7%, 20.4% and 34.9%, respectively, in the Index, positively impacted performance. The Fund’s Financials sector holdings also added relative value. Within the Financials sector, Corrections Corporation of America (up 15.2%), Blackrock (up 12.7%) and Cincinnati Financial (up 11.5%) were the largest contributors. The aforementioned good performance was slightly offset by poor security selection in the Utilities sector. Not owning PG&E or Northeast Utilities, which were up 17.8% and 23.1%, respectively, in the Index, detracted value.

A significant underweight position in Energy, the worst performing sector in the Index, added more than 145 basis points (1.45%) to performance through sector allocation. An overweight allocation to Consumer Staples also added relative value. Being underweight Health Care, the best performing sector in the Index, detracted from the Fund’s returns.

The sub-advisor’s investment process continues to focus on downside protection, current income and capital appreciation.

2

American Beacon The London Company Income Equity Fund^SM

Performance Overview

February 28, 2015 (Unaudited)

Top Ten Holdings (% Net Assets)
Kinder Morgan, Inc.		4.5
General Dynamics Corp.		4.2
Lorillard, Inc.		4.1
Wells Fargo & Co.		4.1
Altria Group, Inc.		4.0
Hasbro, Inc.		3.9
Lowe’s Cos., Inc.		3.7
BlackRock, Inc.		3.5
Corning, Inc.		3.5
Pfizer, Inc.		3.4
Total Fund Holdings	40

Sector Allocation (% Equities)
Financials	18.7
Information Technology	18.3
Consumer Staples	12.9
Consumer Discretionary	11.2
Health Care	9.6
Energy	9.2
Materials	8.1
Industrials	4.5
Telecommunication Services	4.1
Utilities	3.4

3

American Beacon Zebra Global Equity Fund^SM

Performance Overview

February 28, 2015 (Unaudited)

The Investor Class of the American Beacon Zebra Global Equity Fund (the “Fund”) returned 1.44% for the six-month period ended February 28, 2015, underperforming the MSCI World Index (the “Index”) return of 2.14% for the same period.

Total Returns for the Period ended 2/28/2015

	6 Months*			1 Year			3 Years			Since Inception (6/1/2010)
Institutional Class (1,3,5)		1.60	%		7.88	%		12.83	%		13.70	%
Y Class (1,3,5)		1.58	%		7.64	%		12.66	%		13.59	%
Investor Class (1,3,5)		1.44	%		7.53	%		12.39	%		13.28	%
A Class with sales charge (1,3,5)		(4.32	)%		1.27	%		10.12	%		11.77	%
A Class without sales charge (1,3,5)		1.50	%		7.46	%		12.31	%		13.17	%
C Class with sales charge (1,2,3,5)		0.01	%		5.55	%		11.44	%		12.36	%
C Class without sales charge (1,2,3,5)		1.01	%		6.55	%		11.44	%		12.36	%
MSCI World Index (4)		2.14	%		7.87	%		13.26	%		13.53	%
Russell 1000/ MSCI World Linked Index (4)		2.14	%		7.87	%		13.69	%		15.08	%
Russell 1000 Index (4)		6.00	%		14.88	%		18.14	%		17.92	%

* Not annualized.

1. Performance shown is historical and is not indicative of future returns. Investment returns and principal value will vary, and shares may be worth more or less at redemption than at original purchase. Performance shown is calculated based on the published end of day net asset values as of the date indicated, and current performance may be lower or higher than the performance data quoted. To obtain performance as of the most recent month end, please call 1-800-967-9009 or visit www.americanbeaconfunds.com Fund performance in the table above does not reflect the deduction of taxes a shareholder would pay on distributions or the redemption of shares. A Class shares have a maximum sales charge of 5.75%.

2. Fund performance for the since inception period represents the total returns achieved by the Investor Class from 6/1/10 up to 9/1/10, the inception date of the C Class, and the returns of the C Class since its inception. Expenses of the C Class are higher than those of the Investor Class. As a result, total returns shown may be higher than they would have been had the C Class been in existence since 6/1/10. The maximum contingent deferred sales charge is 1.00% for shares redeemed within one year of the date of purchase.

3. A portion of the fees charged to each Class of the Fund was waived since inception. Performance prior to waiving fees was lower than the actual returns shown since inception.

4. Prior to December 31, 2012, the Fund’s primary benchmark was the Russell 1000 Index, an index that measures the performance of the large-cap segment of the U.S. equity universe. The Fund changed its primary benchmark to the MSCI World Index, because the Fund changed its name and investment strategy. The Russell 1000/MSCI World Linked Index represents returns of the Russell 1000 Index up to December 31, 2012, and the MSCI World Index thereafter. The MSCI World Index is designed to measure the equity market performance of large- and mid-capitalization companies across 24 developed markets countries. The MSCI^® information contained herein: (1) is provided “as is”, (2) is proprietary to MSCI and/or its content providers, (3) may not be used to create any financial instruments or products or any indexes and (4) may not be copied or distributed without MSCI’s express written consent. MSCI disclaims all warranties with respect to the information. Neither MSCI nor its content providers are responsible for any damages or losses arising from any use of this information. Russell 1000 Index is a registered trademark of the Frank Russell Company. One cannot directly invest in an index.

5. The total annual Fund operating expense ratio set forth in the most recent Fund prospectus for the Institutional, Y, Investor, A, and C Class shares was 2.56%, 2.51%, 2.88%, 3.03%, and 3.72%, respectively. The expense ratios above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

The Fund trailed the Index primarily through sector allocation, as stock selection added value relative to the Index. The Fund’s overweight positions in Energy and Materials, the two worst performing sectors in the Index, detracted relative value through sector allocation. Being underweight Health Care, the best performing sector in the Index, also detracted from the Fund’s returns. An overweight allocation in Consumer Discretionary, the second best performing sector in the Index, added relative value.

From a stock selection standpoint, the Fund outperformed the Index. The Fund’s holdings in the Financials and Industrials sectors added value relative to the Index. In the Financials sector, the Hachijuni Bank (up 24.7%) and the Iyo Bank (up 23.3%) contributed to performance. Not owning Banco Santander, which was down 23.4% in the Index, also positively impacted performance. Central Japan Railway (up 33.1%), Cintas (up 28.9%) and Northrop Grumman (up 29.3%) contributed most to the Fund’s returns in the Industrials sector. The aforementioned good performance was slightly

4

American Beacon Zebra Global Equity Fund^SM

Performance Overview

February 28, 2015 (Unaudited)

offset by poor stock selection in the Health Care and Information Technology sectors. Roche Holding (down 3.2%) detracted from performance in the Health Care sector. Not owning AbbVie and Novartis, which were up 11.1% and 14.3%, respectively, in the Index, also negatively impacted performance. Not owning Apple, which was up 26.4% in the Index, detracted relative value in the Information Technology sector. The Fund’s holdings in GungHo Online Entertainment (down 35.3%) and IBM (down 14.1%) also hurt performance.

From a country perspective, the Fund’s U.S.-based companies were the largest detractors from performance. The Fund’s lower allocation to Canada and absence from Norway, added relative value. Using traditional factor analysis, the Fund’s exposure to less popular stocks yielded a payoff, as did owning stocks with good fundamentals.

The sub-advisor continues to focus on uncovering opportunities by investing in a portfolio of securities that are generally less popular with investors but nevertheless have strong fundamental characteristics. At the same time, the portfolio will be underweight stocks that are heavily followed but have weak fundamentals. This contrarian style has tended to result in a portfolio with very good risk-adjusted returns over time. Even though the strategy does not explicitly seek out low-beta stocks, a by-product of the investment process is often a realized beta of less than 1. Beta is a measure of the Fund’s systematic risk compared to the Index. For example, a beta of 0.90 would indicate that the Fund is expected to provide a 10% less return when the Index increases and a 10% better return when the Index decreases.

For the six-month period, the daily beta of the Fund versus the Index was 0.95. Historically, the Fund has exhibited good downside capture characteristics. During the six months ended February 28, 2015, the MSCI World Index was down more than 1% on ten different days. In seven of those instances the Fund outperformed the Index.

Top Ten Holdings (% Net Assets)
Roche Holding AG Genusschein		1.6
Exxon Mobil Corp.		1.6
Microsoft Corp.		1.3
Johnson & Johnson		1.2
Wells Fargo & Co.		1.2
Chevron Corp.		1.2
Verizon Communications, Inc.		1.1
Berkshire Hathaway, Inc.		1.0
Wal-Mart Stores, Inc.		1.0
Cisco Systems, Inc.		1.0
Total Fund Holdings	230

Sector Allocation (% Equities)
Financials	18.7
Consumer Discretionary	15.5
Information Technology	13.2
Industrials	11.5
Health Care	10.9
Energy	9.9
Consumer Staples	7.0
Materials	6.3
Telecommunication Services	3.6
Utilities	3.4

Country Allocation (% Equities)
United States	54.3
United Kingdom	8.7
Japan	8.1
Switzerland	5.1
Germany	3.9
France	3.8
Australia	3.0
Canada	2.2
Netherlands	1.9
Spain	1.4
Ireland	1.4
Hong Kong/China	1.3
Sweden	1.0
Singapore	0.9
Italy	0.9
Denmark	0.6
Belgium	0.5
Finland	0.4
Luxembourg	0.4
Austria	0.1
Portugal	0.1

5

American Beacon Zebra Small Cap Equity Fund^SM

Performance Overview

February 28, 2015 (Unaudited)

The Investor Class of the American Beacon Zebra Small Cap Equity Fund (the “Fund”) returned 4.52% for the six-month period ended February 28, 2015, underperforming the Russell 2000^® Index (the “Index”) return of 5.70% for the same period.

Total Returns for the Period ended 2/28/2015

	6 Months*			1 Year			3 Years			Since Inception (6/1/2010)
Institutional Class (1,3,5)		4.79	%		7.87	%		16.21	%		16.33	%
Y Class (1,3,5)		4.68	%		7.72	%		16.09	%		16.21	%
Investor Class (1,3,5)		4.52	%		7.43	%		15.76	%		15.87	%
A Class with sales charge (1,3,5)		(1.49	)%		1.29	%		13.40	%		14.34	%
A Class without sales charge (1,3,5)		4.52	%		7.43	%		15.66	%		15.77	%
C Class with sales charge (1,2,3,5)		3.14	%		5.63	%		14.78	%		14.94	%
C Class without sales charge (1,2,3,5)		4.14	%		6.63	%		14.78	%		14.94	%
Russell 2000 Index (4)		5.70	%		5.63	%		16.58	%		15.56	%

* Not annualized.

1. Performance shown is historical and is not indicative of future returns. Investment returns and principal value will vary, and shares may be worth more or less at redemption than at original purchase. Performance shown is calculated based on the published end of day net asset values as of the date indicated, and current performance may be lower or higher than the performance data quoted. To obtain performance as of the most recent month end, please visit www.americanbeaconfunds.com or call 1-800-967-9009. Fund performance in the table above does not reflect the deduction of taxes a shareholder would pay on distributions or the redemption of shares. A Class shares have a maximum sales charge of 5.75%.

2. Fund performance for the since inception period represents the total returns achieved by the Investor Class from 6/1/10 up to 9/1/10, the inception date of the C Class, and the returns of the C Class since its inception. Expenses of the C Class are higher than those of the Investor Class. As a result, total returns shown may be higher than they would have been had the C Class been in existence since 6/1/10. The maximum contingent deferred sales charge is 1.00% for shares redeemed within one year of the date of purchase.

3. A portion of the fees charged to each Class of the Fund was waived since inception. Performance prior to waiving fees was lower than the actual returns shown since inception.

4. The Russell 2000 Index is an unmanaged index comprised of approximately 2,000 smaller-capitalization stocks from various industrial sectors. Russell 2000 Index is a registered trademark of the Frank Russell Company. One cannot directly invest in an index.

5. The total annual Fund operating expense ratio set forth in the most recent Fund prospectus for the Institutional, Y, Investor, A, and C Class shares was 1.65%, 1.66%, 1.87%, 2.06%, and 2.82%, respectively. The expense ratios above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

The Fund underperformed the Index as both stock selection and sector allocation detracted value relative to the Index. From a stock selection standpoint, holdings in the Health Care and Industrials sectors detracted most from the Fund’s returns. In the Health Care sector, the Fund’s much larger holding in PDL BioPharma (down 26.5%) hurt most relative to the Index. Not owning Isis Pharmaceuticals, which was up 68.2% in the Index, also negatively impacted performance. In the Industrials sector, Altisource Portfolio Solutions (down 61.7%), Geospace Technologies (down 58.3%) and Primoris Services (down 22.4%) were the largest detractors. The aforementioned poor performance was somewhat offset by good security selection in the Energy sector. The Fund’s absence from several Energy companies, including Rosetta Resources and Carbo Ceramics, which were down 64.5% and 65.6%, respectively, in the Index, added relative value.

The Fund’s underweight position in Health Care, the best performing sector in the Index, detracted more than 40 basis points (0.40%) from performance through sector allocation. A significant overweight in the Industrials sector also detracted from the Fund’s returns. The Fund’s slight underweight in Energy, the worst performing sector in the Index, added relative value. Using traditional factor analysis, the Fund’s exposure to less popular stocks yielded a payoff, as did owning stocks with good fundamentals.

The sub-advisor continues to focus on uncovering opportunities by investing in a portfolio of securities that are generally less popular with investors but nevertheless have strong fundamental characteristics. At the same time, the portfolio will be underweight stocks that are heavily followed but have weak fundamentals. This contrarian style has tended to result in a portfolio with very good risk-adjusted returns over time. Even though the

6

American Beacon Zebra Small Cap Equity Fund^SM

Performance Overview

February 28, 2015 (Unaudited)

strategy does not explicitly seek out low-beta stocks, a by-product of the investment process is often a realized beta of less than 1. Beta is a measure of the Fund’s systematic risk compared to the Index. For example, a beta of 0.90 would indicate that the Fund is expected to provide a 10% less return when the Index increases and a 10% better return when the Index decreases.

For the six-month period, the daily beta of the Fund versus the Index was 0.91. Historically, the Fund has exhibited good downside capture characteristics. During the six months ended February 28, 2015, the Russell 2000 Index was down more than 1% on 23 different days. In 17 of those instances the Fund outperformed the Index.

Top Ten Holdings (% Net Assets)
Syntel, Inc.		1.9
West Corp.		1.9
PDL BioPharma, Inc.		1.5
iGATE Corp.		1.4
Amerco, Inc.		1.4
Enstar Group Ltd.		1.4
Credit Acceptance Corp.		1.3
Mentor Graphics Corp.		1.3
Amkor Technology, Inc.		1.2
International Bancshares Corp.		1.2
Total Fund Holdings	288

Sector Allocation (% Equities)
Financials	30.4
Industrials	18.1
Information Technology	16.3
Consumer Discretionary	12.4
Health Care	11.7
Consumer Staples	3.8
Materials	3.2
Utilities	2.0
Energy	1.2
Telecommunication Services	0.9

7

American Beacon SiM High Yield Opportunities Fund^SM

Performance Overview

February 28, 2015 (Unaudited)

The Investor Class of the American Beacon SiM High Yield Opportunities Fund (the “Fund”) returned 0.84% for the six months ended February 28, 2015. The Fund outperformed the Bank of America Merrill Lynch U.S. High Yield Master II Index (the “Index”) which fell 0.15% for the same period.

Total Returns for the Period ended 2/28/2015

	6 Months*			1 Year			3 Years			Since Inception (2/14/2011)
Institutional Class (1,2,4)		1.13	%		4.32	%		9.25	%		8.43	%
Y Class (1,2,4)		0.98	%		4.10	%		9.10	%		8.25	%
Investor Class(1,2,4)		0.84	%		3.90	%		8.89	%		7.94	%
A Class with sales charge (1,2,4)		(3.99	)%		(1.03	)%		6.97	%		6.57	%
A Class without sales charge (1,2,4)		0.83	%		3.86	%		8.72	%		7.87	%
C Class with sales charge (1,2,4)		(0.54	)%		2.09	%		7.93	%		7.11	%
C Class without sales charge (1,2,4)		0.46	%		3.09	%		7.93	%		7.11	%
BofA Merrill Lynch US High Yield Master II Index (3)		(0.15	)%		2.84	%		7.62	%		7.30	%

* Not annualized

1. Performance shown is historical and is not indicative of future returns. Investment returns and principal value will vary, and shares may be worth more or less at redemption than at original purchase. Performance shown is calculated based on the published end of day net asset values as of the date indicated, and current performance may be lower or higher than the performance data quoted. To obtain performance as of the most recent month end, please visit www.americanbeaconfunds.com or call 1-800-967-9009. Fund performance in the table above does not reflect the deduction of taxes a shareholder would pay on distributions or the redemption of shares. A Class shares have a maximum sales charge of 4.75%. The maximum contingent deferred sales charge for the C Class is 1.00% for shares redeemed within one year of the date of purchase.

2. A portion of the fees charged to the Institutional Class of the Fund has been waived since inception. Performance prior to waiving fees was lower than actual returns shown. A portion of the fees charged to the Investor Class of the Fund was waived in 2011 and 2012 and fully recovered in 2013. Performance prior to waiving fees was lower than actual returns shown in 2011 and 2012. A portion of the fees charged to the Y, A, and C Classes of the Fund was waived from 2011 through 2014 and partially recovered in 2015. Performance prior to waiving fees was lower than the actual returns shown from 2011 through 2014.

3. The BofA Merrill Lynch US High Yield Master II Index tracks the performance of U.S. dollar denominated below investment grade corporate debt publicly issued in the U.S. domestic market. Qualifying securities must have a below investment grade rating and an investment grade rated country of risk. In addition, qualifying securities must have at least one year remaining term to final maturity, a fixed coupon schedule and a minimum amount outstanding of $100 million. Defaulted securities and securities eligible for the dividends-received deduction are excluded from the Index. One cannot directly invest in an index.

4. The total annual Fund operating expense ratio set forth in the most recent Fund prospectus for the Institutional, Y, Investor, A, and C Class shares was 0.86%, 0.94%, 1.11%, 1.33%, and 2.08%, respectively. The expense ratios above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

From a sector allocation perspective, the Fund’s sizable underweight for much of the period to the Energy sector added value. The Energy sector was the worst performing sector during the period as it fell 8.6%. Additionally, the Fund’s overweight to the Service sector aided positive relative returns.

Issue selection within the Fund’s Manufacturing sector holdings added to the Fund’s outperformance. On the other hand, holdings within the Fund’s Finance and Service sectors detracted from relative returns.

From a credit quality standpoint, the Fund benefited from strong security selection within the BB, B and CCC-rated credit categories. This was slightly offset by issue selection in the small allocation to securities that lacked a credit rating from Standard & Poor’s, which negatively impacted performance.

From a credit quality allocation perspective, the Fund’s relative weightings within the high yield credit rating categories (BB, B and CCC) were detrimental during the period.

The Fund has the flexibility to utilize derivative instruments and will do so to enhance return, hedge risk, manage liquidity, or to gain efficient exposure to an asset class. When considering the Fund’s use of derivatives, it is important to note that the Fund does not use derivatives for the purpose of creating financial leverage. During the period, the Fund experienced modest losses from the use of derivatives.

8

American Beacon SiM High Yield Opportunities Fund^SM

Performance Overview

February 28, 2015 (Unaudited)

The sub-advisor’s investment process of identifying long-term secular themes and seeking out of favor sectors through bottom-up fundamental research remains in place.

Top Ten Holdings (% Net Assets)
ADS Tactical, Inc., 11.00%, Due 4/1/2018, 144A		2.1
Tenet Healthcare Corp., 4.50%, Due 4/1/2021		2.0
Virgin Media Finance PLC, 6.375%, Due 4/15/2023, 144A		1.9
Univision Communications, Inc., 6.75%, Due 9/15/2022, 144A		1.9
Live Nation Entertainment, Inc., 7.00%, Due 9/1/2020, 144A		1.8
Sealed Air Corp., 6.50%, Due 12/1/2020, 144A		1.7
US Airways Group, Inc., 6.125%, Due 6/1/2018		1.7
Station Casinos LLC, 7.50%, Due 3/1/2021		1.7
LifePoint Hospitals, Inc., 5.50%, Due 12/1/2021		1.7
Southern Graphics, Inc., 8.375%, Due 10/15/2020, 144A		1.7
Total Fund Holdings	97

Sector Allocation (% Investments)
Service	34.8
Manufacturing	21.4
Finance	8.6
Consumer	7.8
Transportation	6.7
Telecommunications	6.5
Energy	5.1
Short-Term Investments	3.3
Utilities	2.5
Short-Term Investments	3.3
Sovereign Obligation	1.3
U.S. Agency Obligation	1.3
Materials	0.7
U.S. Treasury Notes/Bonds	0.2

Country Allocation (% Fixed Income)
United States	71.4
United Kingdom	4.5
Bermuda	3.2
France	3.2
Canada	3.1
Luxembourg	2.2
Mexico	2.2
Netherlands	1.8
Cyprus	1.7
Finland	1.5
Norway	1.3
Italy	1.3
Spain	1.3
Greece	0.7
Brazil	0.6

9

American Beacon Funds^SM

Fund Expenses

February 28, 2015 (Unaudited)

Fund Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs including sales charges (loads) on purchased shares and (2) ongoing costs, including management fees, administrative service fees, distribution (12b-1) fees, and other Fund expenses. The examples below are intended to help you understand the ongoing cost (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the period in each Class and held for the entire period from September 1, 2014 through February 28, 2015.

Actual Expenses

The “Actual” lines of the table provide information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period. Shareholders of the Investor and Institutional Classes that invest in the Fund through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

Hypothetical Example for Comparison Purposes

The “Hypothetical” lines of the table provide information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed 5% per year rate of return before expenses (not the Fund’s actual return). You may compare the ongoing costs of investing in the Fund with other funds by contrasting this 5% hypothetical example and the 5% hypothetical examples that appear in the shareholder reports of the other funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. Shareholders of the Investor and Institutional Classes that invest in the Fund through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

You should also be aware that the expenses shown in the table highlight only your ongoing costs and do not reflect any transaction costs charged by the Fund. Similarly, the expense examples for other funds do not reflect any transaction costs charged by those funds, such as sales charges (loads), redemption fees or exchange fees. Therefore, the “Hypothetical” lines of the table are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If you were subject to any transaction costs during the period, your costs would have been higher.

10

American Beacon Funds^SM

Fund Expenses

February 28, 2015 (Unaudited)

The London Company Income Equity Fund

	Beginning Account Value 9/1/2014		Ending Account Value 2/28/2015		Expenses Paid During Period 9/1/2014- 2/28/2015*
Institutional Class
Actual	$	1,000.00	$	1,090.49	$	4.09
Hypothetical**	$	1,000.00	$	1,020.88	$	3.96
Y Class
Actual	$	1,000.00	$	1,089.78	$	4.56
Hypothetical**	$	1,000.00	$	1,020.45	$	4.41
Investor Class
Actual	$	1,000.00	$	1,087.83	$	6.06
Hypothetical**	$	1,000.00	$	1,019.00	$	5.86
A Class
Actual	$	1,000.00	$	1,088.51	$	6.16
Hypothetical**	$	1,000.00	$	1,018.90	$	5.96
C Class
Actual	$	1,000.00	$	1,083.84	$	9.97
Hypothetical**	$	1,000.00	$	1,015.22	$	9.64

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 0.79%, 0.88%, 1.17%, 1.19%, and 1.93% for the Institutional, Y, Investor, A, and C Classes respectively, multiplied by the average account value over the period, multiplied by the number derived by dividing the number of days in the most recent fiscal half-year (181) by days in the year (365) to reflect the half-year period.

** 5% return before expenses.

Zebra Global Equity Fund

	Beginning Account Value 9/1/2014		Ending Account Value 2/28/2015		Expenses Paid During Period 9/1/2014- 2/28/2015*
Institutional Class
Actual	$	1,000.00	$	1,015.95	$	3.95
Hypothetical**	$	1,000.00	$	1,020.87	$	3.96
Y Class
Actual	$	1,000.00	$	1,015.84	$	4.45
Hypothetical**	$	1,000.00	$	1,020.38	$	4.46
Investor Class
Actual	$	1,000.00	$	1,014.39	$	5.84
Hypothetical**	$	1,000.00	$	1,018.98	$	5.86
A Class
Actual	$	1,000.00	$	1,015.05	$	5.95
Hypothetical**	$	1,000.00	$	1,018.89	$	5.96
C Class
Actual	$	1,000.00	$	1,010.11	$	9.67
Hypothetical**	$	1,000.00	$	1,015.17	$	9.69

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 0.79%, 0.89%, 1.17%, 1.19%, and 1.94% for the Institutional, Y, Investor, A, and C Classes respectively, multiplied by the average account value over the period, multiplied by the number derived by dividing the number of days in the most recent fiscal half-year (181) by days in the year (365) to reflect the half-year period.

** 5% return before expenses.

Zebra Small Cap Equity Fund

	Beginning Account Value 9/1/2014		Ending Account Value 2/28/2015		Expenses Paid During Period 9/1/2014- 2/28/2015*
Institutional Class
Actual	$	1,000.00	$	1,047.92	$	5.08
Hypothetical**	$	1,000.00	$	1,019.86	$	5.01
Y Class
Actual	$	1,000.00	$	1,046.76	$	5.53
Hypothetical**	$	1,000.00	$	1,019.38	$	5.46
Investor Class
Actual	$	1,000.00	$	1,045.22	$	7.00
Hypothetical**	$	1,000.00	$	1,017.97	$	6.90
A Class
Actual	$	1,000.00	$	1,045.24	$	7.10
Hypothetical**	$	1,000.00	$	1,017.87	$	7.00
C Class
Actual	$	1,000.00	$	1,041.35	$	10.88
Hypothetical**	$	1,000.00	$	1,014.15	$	10.74

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 1.00%, 1.09%, 1.38%, 1.40%, and 2.15% for the Institutional, Y, Investor, A, and C Classes respectively, multiplied by the average account value over the period, multiplied by the number derived by dividing the number of days in the most recent fiscal half-year (181) by days in the year (365) to reflect the half-year period.

** 5% return before expenses.

SiM High Yield Opportunities Fund

	Beginning Account Value 9/1/2014		Ending Account Value 2/28/2015		Expenses Paid During Period 9/1/2014- 2/28/2015*
Institutional Class
Actual	$	1,000.00	$	1,011.29	$	4.19
Hypothetical**	$	1,000.00	$	1,020.65	$	4.21
Y Class
Actual	$	1,000.00	$	1,009.76	$	4.68
Hypothetical**	$	1,000.00	$	1,020.14	$	4.71
Investor Class
Actual	$	1,000.00	$	1,008.44	$	5.93
Hypothetical**	$	1,000.00	$	1,018.89	$	5.96
A Class
Actual	$	1,000.00	$	1,008.28	$	6.17
Hypothetical**	$	1,000.00	$	1,018.65	$	6.21
C Class
Actual	$	1,000.00	$	1,004.62	$	9.89
Hypothetical**	$	1,000.00	$	1,014.93	$	9.94

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 0.84%, 0.94%, 1.19%, 1.24%, and 1.99% for the Institutional, Y, Investor, A, and C Classes respectively, multiplied by the average account value over the period, multiplied by the number derived by dividing the number of days in the most recent fiscal half-year (181) by days in the year (365) to reflect the half-year period.

** 5% return before expenses.

11

American Beacon The London Company Income Equity Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Shares		Fair Value
			(000’s)
PREFERRED STOCK—1.69%
FINANCIALS—1.69%
Banking—0.42%
BB&T Corp., 5.625% A		89,000	$	2,243
Diversified Financials—0.47%
Aegon N.V., 8.00%, Due 2/15/2042		23,582		669
Bank of America Corp., 6.63% A		10,000		257
Morgan Stanley Capital Trust VIII, 6.45%, Due 4/15/2067		26,090		669
Wells Fargo & Co., 6.00%, Due 12/15/2049.		35,900		916
				2,511
Insurance—0.13%
Montpelier Re Holdings Ltd., 8.875%, Due 5/10/2016		24,820		684
Real Estate—0.67%
National Retail Properties, Inc., 5.70% A		15,000		380
Vornado Realty Trust, 5.40%, Due 12/31/2049		134,500		3,291
				3,671
Total Financials				9,109
Total Preferred Stock (Cost $8,571)				9,109
COMMON STOCK—91.32%
CONSUMER DISCRETIONARY—10.42%
Hotels, Restaurants & Leisure—2.81%
Carnival Corp.		344,180		15,140
Leisure Equipment & Products—3.93%
Hasbro, Inc.		339,607		21,163
Specialty Retail—3.68%
Lowe’s Cos., Inc.		267,523		19,821
Total Consumer Discretionary				56,124
CONSUMER STAPLES—11.99%
Beverages—1.71%
Coca-Cola Co.		212,450		9,199
Tobacco—10.28%
Altria Group, Inc.		383,770		21,602
Lorillard, Inc.		323,751		22,151
Reynolds American, Inc.		153,872		11,636
				55,389
Total Consumer Staples				64,588
ENERGY—8.58%
Oil & Gas—8.58%
Chevron Corp.		88,666		9,459
ConocoPhillips		190,079		12,393
Kinder Morgan, Inc.		593,525		24,340
Total Energy				46,192
FINANCIALS—15.68%
Diversified Financials—10.54%
BlackRock, Inc., Class A		51,412		19,095
Federated Investors, Inc., Class B		504,030		16,598
Wells Fargo & Co.		384,036		21,041
				56,734

	Shares		Fair Value
			(000’s)
Insurance—2.54%
Cincinnati Financial Corp.		259,741	$	13,704
Real Estate—2.60%
Corrections Corp. of AmericaB		351,340		14,015
Total Financials				84,453
HEALTH CARE—8.94%
Pharmaceuticals—8.94%
Bristol-Myers Squibb Co.		239,405		14,585
Eli Lilly & Co.		220,948		15,504
Pfizer, Inc.		526,563		18,071
Total Health Care				48,160
INDUSTRIALS—4.17%
Aerospace & Defense—4.17%
General Dynamics Corp.		161,895		22,468
INFORMATION TECHNOLOGY—16.98%
Communications Equipment—6.26%
Cisco Systems, Inc.		504,520		14,889
Corning, Inc.		773,870		18,883
				33,772
IT Consulting & Services—2.18%
Paychex, Inc.		235,931		11,758
Semiconductor Equipment & Products—3.09%
Intel Corp.		500,331		16,636
Software—5.45%
CA, Inc.		539,700		17,551
Microsoft Corp.		268,808		11,787
				29,338
Total Information Technology				91,504
MATERIALS—7.53%
Chemicals—7.53%
Albemarle Corp.		254,095		14,374
NewMarket Corp.		31,451		14,816
The Mosaic Co.		212,950		11,342
Total Materials				40,532
TELECOMMUNICATION SERVICES—3.83%
Diversified Telecommunication Services—3.83%
Verizon Communications, Inc.		190,884		9,439
Windstream Holdings Inc.		1,415,310		11,167
Total Telecommunication Services				20,606
UTILITIES—3.20%
Electric—3.20%
Dominion Resources, Inc.		102,498		7,389
Duke Energy Corp.		125,231		9,837
Total Utilities				17,226
Total Common Stock (Cost $430,923)				491,853

See accompanying notes

12

American Beacon The London Company Income Equity Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Shares		Fair Value
			(000’s)
SHORT-TERM INVESTMENTS—8.92% (Cost $48,030)
JPMorgan U.S. Government Money Market Fund, Capital Class		48,030,211	$	48,030
TOTAL INVESTMENTS —101.93% (Cost $487,524)				548,992
LIABILITIES, NET OF OTHER ASSETS—(1.93%)				(10,419	)
TOTAL NET ASSETS—100.00%			$	538,573

Percentages are stated as a percent of net assets.

^A  A type of Preferred Stock that has no maturity date.

^B  REIT - Real Estate Investment Trust.

Futures Contracts Open on February 28, 2015:

Description	Type		Number of Contracts		Expiration Date		Contract Value		Unrealized Appreciation (Depreciation)
S&P 500 Mini E Index March Futures		Long		235		March 2015	$	24,707,900	$	(33,919	)
							$	24,707,900	$	(33,919	)

See accompanying notes

13

American Beacon Zebra Global Equity Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Shares		Fair Value
			(000’s)
Australia—2.88%
Common Stocks—(Cost $208)
Australia & New Zealand Banking Group Ltd. ADRA		832	$	23
BHP Billiton Ltd. ADRA		994		26
Commonwealth Bank of Australia		422		31
CSL Ltd.		215		15
Leighton Holdings Ltd.		523		9
National Australia Bank Ltd.		776		23
Orica Ltd.		523		8
Wesfarmers Limited		471		16
Westpac Banking Corp.		854		26
Woolworths Holdings Ltd.		549		13
Total Australia				190
Austria—0.06%
Common Stocks—(Cost $4)
Voestalpine AG		93		4
Belgium—0.44%
Common Stocks—(Cost $32)
Colruyt S.A.		304		14
Groupe Bruxelles Lambert S.A.		173		15
Total Belgium				29
Canada—2.11%
Common Stocks—(Cost $153)
BCE, Inc.		354		16
Imperial Oil Ltd.		396		15
Magna International, Inc., Class A		236		26
Pacific Rubiales Energy Corp.		699		2
Potash Corp of Saskatchewan, Inc.		827		30
RioCan Real Estate Investment TrustB		597		14
Suncor Energy, Inc.		1,218		36
Total Canada				139
Denmark—0.59%
Common Stocks—(Cost $37)
DSV A.S.		272		9
Novo Nordisk A.S., Class B		419		20
TDC A.S.		1,295		10
Total Denmark				39
Finland—0.38%
Common Stocks—(Cost $24)
Orion Corp., Class B		287		9
Sampo OYJ, Class A		186		9
Wartsila OYJ Abp		144		7
Total Finland				25
France—3.70%
Common Stocks—(Cost $233)
Christian Dior SE		120		23
Cie Generale des Etablissements Michelin		204		20
CNP AssurancesG		987		16
Hermes International		5		2

	Shares		Fair Value
			(000’s)
Imerys S.A.G		233	$	17
Rexel S.A.		1,026		20
Scor SE, ADRA		600		20
Societe BIC S.A., ADRA G		176		26
Thales S.A.		345		20
Total S.A.		1,051		57
Zodiac Aerospace		631		23
Total France				244
Germany—3.78%
Common Stocks—(Cost $176)
BASF SEG		416		40
Brenntag AG		312		18
Daimler AG, Reg S		455		43
Henkel AG & Co., KGaA		194		20
SAP AG		480		34
United Internet AG, Reg S		391		18
Volkswagen AG		79		20
Total Common Stocks				193
Preferred Stocks—(Cost $57)
Bayerische Motoren Werke AGC		247		24
Fuchs Petrolub SEC		237		10
Porsche Automobil Holding SEC		238		22
Total Preferred Stocks				56
Total Germany				249
Hong Kong/China—1.29%
Common Stocks—(Cost $77)
Bank of East Asia Ltd.		1,600		7
Cheung Kong Holdings Ltd.		1,000		20
First Pacific Co., Ltd.		8,000		8
Hang Seng Bank Ltd.		500		9
Hopewell Highway Infrastructure Ltd.		125		0
Hopewell Holdings Ltd.		2,500		9
Power Assets Holdings Ltd.		1,000		10
Sino Land Co., Ltd.		4,000		7
SJM Holdings Ltd.		5,000		7
Yue Yuen Industrial Holdings Ltd.		2,000		8
Total Hong Kong/China				85
Ireland—1.34%
Common Stocks—(Cost $81)
Accenture, PLC, Class AD		406		37
Medtronic PLCD		667		51
Total Ireland				88
Italy—0.83%
Common Stocks—(Cost $46)
Pirelli & C. SpA		1,630		25
Prysmian SpA		1,517		30
Total Italy				55
Japan—7.82%
Common Stocks—(Cost $456)
Air Water, Inc.		1,000		17
Asahi Kasei Corp.		2,000		21
Bridgestone Corp.		700		27
Brother Industries Ltd.		1,400		24
Canon, Inc.		900		29

See accompanying notes

14

American Beacon Zebra Global Equity Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Shares		Fair Value
			(000’s)
Central Japan Railway Co.		200	$	37
Chugoku Bank Ltd.		1,400		22
Daiichi Sankyo Co., Ltd		1,000		16
Fujitsu Ltd.		2,000		12
GungHo Online Entertainment Inc.		3,000		10
Hachijuni Bank Ltd.		4,000		29
Hiroshima Bank Ltd.		5,000		27
Hisamitsu Pharmaceutical Co.		400		15
Honda Motor Co., Ltd.		800		26
IYO Bank Ltd.		2,200		27
Mitsubishi Electric Corp.		1,000		12
Osaka Gas Co., Ltd.		5,000		21
Otsuka Holdings Co., Ltd.		700		21
Ricoh Co., Ltd.		1,500		15
Seiko Epson Corp.		300		11
Sumitomo Rubber Industries Ltd.		1,100		19
Toho Gas Co., Ltd.		4,000		23
Tokyo Gas Co., Ltd.		5,000		30
Yamaguchi Financial		2,000		24
Total Japan				515
Luxembourg—0.42%
Common Stocks—(Cost $34)
Millicom International Cellular S.A.		219		16
Tenaris S.A.		860		12
Total Luxembourg				28
Netherlands—1.81%
Common Stocks—(Cost $113)
Akzo Nobel		243		18
Koninklijke Philips N.V.		979		18
LyondellBasell Industries N.V., Class A		383		33
Unilever N.V., CVA, GDRE F		760		33
Wolters Kluwer N.V.		511		17
Total Netherlands				119
Portugal—0.08%
Common Stocks—(Cost $5)
Jeronimo Martins SGPS S.A.		458		5
Singapore—0.82%
Common Stocks—(Cost $48)
DBS Group Holdings Ltd.		1,000		14
Flextronics International Ltd.G		1,901		23
United Overseas Bank Ltd.		1,000		17
Total Singapore				54
Spain—1.32%
Common Stocks—(Cost $88)
Distribuidora Internacional de Alimentacion S.A.		3,730		28
Zardoya Otis S.A.		4,836		59
Total Spain				87
Sweden—0.99%
Common Stocks—(Cost $57)
Atlas Copco AB, Class BG		524		16
Ericsson LM, Class B		1,263		16
Hennes & Mauritz AB, Class B		364		16
Investor AB, Class B		421		17
Total Sweden				65

	Shares		Fair Value
			(000’s)
Switzerland—4.98%
Common Stocks—(Cost $302)
ACE Ltd.		321	$	36
Cie Financiere Richemont S.A.		271		23
Garmin Ltd.		419		21
Kuehne + Nagel International AG, Reg SH G		100		15
Pargesa Holding S.A.		287		22
Roche Holding AG Genusschein		397		107
Schindler Holding AG, Reg S		108		18
Sika AG BR		5		18
Swatch Groug AG, Reg S		138		12
TE Connectivity Ltd.		437		32
Wolseley PLCD		394		24
Total Switzerland				328
United Kingdom—8.41%
Common Stocks—(Cost $548)
3i Group PLCD		2,116		16
Aggreko PLCD		552		15
BAE Systems PLCD		3,236		27
BP PLCD		7,311		52
British American Tobacco PLCD		634		37
BT Group PLCD		3,620		25
Bunzl PLCD		719		21
Cobham PLCD		3,683		19
Delphi Automotive PLCD		364		29
GKN PLCD		2,391		13
GlaxoSmithKline PLCD		1,460		35
HSBC Holdings PLCD		5,003		45
IMI PLCD		612		13
Kingfisher PLCD		2,502		14
Marks & Spencer Group PLCD		1,966		15
Next PLCD		193		23
Old Mutual PLCD		5,253		18
Rexam PLCD		2,425		21
Royal Dutch Shell PLC, Class AD		1,164		38
Sage Group PLCD		2,139		16
Smiths Group PLCD		689		12
Standard Chartered PLCD		1,142		17
Tate & Lyle PLCD		1,355		12
Travis Perkins PLCD		683		21
Total United Kingdom				554
United States—52.91%
Common Stocks—(Cost $3,037)
AbbVie, Inc.		661		40
Aflac, Inc.		386		24
Alleghany Corp.		74		35
Alliant Energy Corp.		382		24
American Express Co.		334		27
Amgen, Inc.		281		44
Arch Capital Group Ltd.G		416		25
Arrow Electronics, Inc.		342		21
AT&T, Inc.		1,729		60
AutoNation, Inc.G		375		23
Axis Capital Holdings Ltd.		491		25
Baxter International, Inc.		460		33

See accompanying notes

15

American Beacon Zebra Global Equity Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Shares		Fair Value
			(000’s)
Bed Bath & Beyond, Inc.G		511	$	38
Berkshire Hathaway, Inc., Class BG		462		67
CA, Inc.		754		25
California Resources Corp.		182		1
Chevron Corp.		743		79
Chubb Corp.		283		28
Cintas Corp.		394		33
Cisco Systems, Inc.		2,134		63
Cognizant Technology Solutions Corp., Class AG		490		31
Colgate-Palmolive Co.		392		28
ConocoPhillips		661		43
Danaher Corp.		423		37
Dentsply International, Inc.		424		22
Discovery Communications, Inc.G		549		18
Discovery Communications, Inc., Class CG		635		19
Dollar Tree, Inc.G		464		37
Emerson Electric Co.		649		38
EOG Resources, Inc.		282		25
Everest Re Group Ltd.		184		33
Exxon Mobil Corp.		1,207		108
Fastenal Co.		531		22
FMC Corp.		480		30
Fossil Group, Inc.G		270		23
Franklin Resources, Inc.		684		37
Harris Corp.		267		21
Henry Schein, Inc.G		180		25
Home Depot, Inc.		468		54
Honeywell International, Inc.		471		48
Intel Corp.		1,673		55
International Business Machines Corp.		337		55
International Flavors & Fragrances, Inc.		402		50
Johnson & Johnson		803		82
Kellogg Co.		414		27
Kraft Foods Group, Inc.		472		30
LKQ Corp.G		1,142		28
Loews Corp.		596		24
ManpowerGroup, Inc.		301		24
Marathon Petroleum Corp.		212		22
Marsh & McLennan Cos., Inc.		505		29
Mattel, Inc.		1,100		29
Maxim Integrated Products, Inc.		608		21
McDonald’s Corp.		491		49
McGraw-Hill Cos., Inc.		266		27
MDU Resources Group, Inc.		889		20
Microsoft Corp.		2,022		88
Monsanto Co.		325		39
Occidental Petroleum Corp.		456		36
Oceaneering International, Inc.		333		18
Oracle Corp.		1,431		63
PACCAR, Inc.		408		26
Patterson Cos., Inc.		565		28
PepsiCo, Inc.		530		52
Pfizer, Inc.		1,535		53
Philip Morris International, Inc.		738		61
Phillips 66		424		33
PNC Financial Services Group, Inc.		317		29
Praxair, Inc.		238		30
Public Service Enterprise Group, Inc.		747		32
Qualcomm, Inc.		672		49

	Shares		Fair Value
			(000’s)
Raytheon Co.		233	$	25
Ross Stores, Inc.		372		39
SCANA Corp.		577		33
Schlumberger Ltd.		516		44
SEI Investments Co.		745		32
Southern Co.		572		26
Stryker Corp.		289		27
Symantec Corp.		1,163		29
Synopsys, Inc.G		544		25
T. Rowe Price Group, Inc.		372		31
TJX Cos., Inc.		565		39
Travelers Cos., Inc.		337		36
U.S. Bancorp		952		43
United Technologies Corp.		444		54
UnitedHealth Group, Inc.		457		52
Verisk Analytics, Inc., Class AG		319		23
Verizon Communications, Inc.		1,477		73
Viacom, Inc., Class B		488		35
Wal-Mart Stores, Inc.		771		65
Wells Fargo & Co.		1,474		81
WR Berkley Corp.		578		29
WW Grainger, Inc.		96		23
Total United States				3,487
SHORT-TERM INVESTMENTS—2.93% (Cost $193)
JPMorgan U.S. Government Money Market Fund, Capital Class		192,607		193
TOTAL INVESTMENTS—99.89% (Cost $6,009)				6,582
OTHER ASSETS, NET OF LIABILITIES—0.10%				7
TOTAL NET ASSETS—100.00%			$	6,589

Percentages are stated as a percent of net assets.

^A  ADR - American Depositary Receipt.

^B  REIT - Real Estate Investment Trust.

^C  A type of Preferred Stock that has no maturity date.

^D  PLC - Public Limited Company.

^E  CVA - Dutch Certificate.

^F  GDR - Global Depositary Receipt.

^G  Non-income producing security.

^H  Reg S - Security purchased under the Securities Act of 1933, which exempts from registration securities offered and sold outside of the United States. Such a security cannot be sold in the United States without either an effective registration statement filed pursuant to the Securities Act of 1933, or pursuant to an exemption from registration.

See accompanying notes

16

American Beacon Zebra Global Equity Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Futures Contracts Open on February 28, 2015:

Description	Type	Number of Contracts		Expiration Date	Contract Value		Unrealized Appreciation (Depreciation)
Mini MSCI EAFE Emerging Markets March Futures	Long		1	March 2015	$	93,765	$	3,730
S&P 500 Mini E Index March Futures	Long		1	March 2015		105,140		2,046
					$	198,905	$	5,776

See accompanying notes

17

American Beacon Zebra Small Cap Equity Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Shares		Fair Value
			(000’s)
COMMON STOCK—98.28%
CONSUMER DISCRETIONARY—12.21%
Auto Components—2.52%
Cooper-Standard Holding, Inc.A		2,072	$	112
Dorman Products, Inc.B		3,218		143
Remy International, Inc.		4,407		101
Shiloh Industries, Inc.		2,404		30
Strattec Security Corp.		366		25
Tower International, Inc.A		3,378		91
				502
Automobiles—1.60%
Federal-Mogul Holdings Corp.A		16,302		213
Hyster-Yale Materials Handling, Inc.		1,570		104
				317
Distributors—0.33%
DXP Enterprises, Inc.A		1,418		65
Hotels, Restaurants & Leisure—0.98%
Interval Leisure Group, Inc.		6,010		162
Monarch Casino & Resort, Inc.A		1,806		33
				195
Household Durables—2.26%
Bassett Furniture Industries, Inc.		1,643		42
CSS Industries, Inc.		1,103		32
Flexsteel Industries, Inc.		966		29
Haverty Furniture Companies, Inc.		2,041		47
Helen of Troy Ltd.A		2,779		212
Hooker Furniture Corp.		1,290		24
Kimball International, Inc., Class B		4,173		40
Lifetime Brands, Inc.		1,424		23
				449
Internet & Catalog Retail—1.56%
1-800-Flowers.com, Inc., Class AA		3,795		47
Global Sources Ltd.A		4,767		26
Insight Enterprises, Inc.A		5,072		134
Overstock.com, Inc.A		3,179		72
Systemax, Inc.		2,502		30
				309
Leisure Equipment & Products—0.32%
Escalade, Inc.		1,898		29
Johnson Outdoors, Inc., Class A		1,030		35
				64
Multiline Retail—0.37%
Stein Mart, Inc.		4,463		73
Specialty Retail—1.83%
America’s Car-Mart, Inc.A		822		44
Big 5 Sporting Goods Corp.		2,017		26
Destination Maternity Corp.		2,080		34
PC Connection, Inc.		3,075		79
Rent-A-Center, Inc.		3,292		90
Shoe Carnival, Inc.		1,044		26
Trans World Entertainment Corp.		6,499		25
Winmark Corp.		480		39
				363
Textiles & Apparel—0.44%
Cherokee, Inc.		1,337		24
Culp, Inc.		1,329		29
Weyco Group, Inc.		1,235		34
				87
Total Consumer Discretionary				2,424

	Shares		Fair Value
			(000’s)
CONSUMER STAPLES—3.76%
Beverages—0.47%
National Beverage Corp.		4,188	$	94
Food & Drug Retailing—1.94%
Ingles Markets, Inc., Class A		2,674		116
SpartanNash Co.		4,124		109
Village Super Market, Inc., Class A		1,215		34
Weis Markets, Inc.		2,671		125
				384
Personal Products—1.35%
Female Health Co.		3,832		13
Nature’s Sunshine Products, Inc.		2,141		28
Revlon, Inc., Class AA		4,681		158
Steiner Leisure Ltd.A		1,486		69
				268
Total Consumer Staples				746
ENERGY—1.22%
Energy Equipment & Services—0.25%
Matrix Service Co.A		2,692		50
Oil & Gas—0.97%
North European Oil Royalty TrustC		1,817		26
Panhandle Oil and Gas, Inc., Class A		1,786		36
Sabine Royalty TrustC		1,999		85
TransAtlantic Petroleum Ltd.A		2,728		13
Vertex Energy, Inc.A B		4,261		15
Warren Resources, Inc.A		14,630		18
				193
Total Energy				243
FINANCIALS—29.84%
Banks—10.30%
1st Source Corp.		2,903		90
Access National Corp.		1,429		27
American National Bankshares, Inc.		1,067		24
Bryn Mawr Bank Corp.		1,639		49
C&F Financial Statutory Trust I		596		21
Camden National Corp.		1,055		40
Century Bancorp, Inc., Class A		815		32
Chemung Financial Corp.		491		14
Citizens & Northern Corp.		1,444		28
CNB Financial Corp.		1,906		32
Community Trust Bancorp, Inc.		2,024		66
Enterprise Bancorp, Inc.		1,234		26
Enterprise Financial Services Corp.		2,861		58
Farmers Capital Bank Corp.A		921		21
Federated National Holding Co.		1,913		55
Fidelity Southern Corp.		2,743		43
Financial Institutions, Inc.		1,756		40
First Bancorp, Inc./ME		1,386		23
First Bancorp/NC		2,350		41
First Business Financial Services, Inc.		551		26
First Community Bancshares, Inc.		2,464		40
First Defiance Financial Corp.		1,200		38
First Financial Corp.		1,598		54

See accompanying notes

18

American Beacon Zebra Small Cap Equity Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Shares		Fair Value
			(000’s)
First Financial Northwest, Inc.		2,581	$	31
German American Bancorp, Inc.		1,595		46
Hingham Institution for Savings		295		28
Home Bancorp, Inc.		752		16
Horizon Bancorp		1,255		28
International Bancshares Corp.		9,314		230
LCNB Corp.		1,400		21
MainSource Financial Group, Inc.		2,734		51
Mercantile Bank Corp.		2,512		48
Merchants Bancshares, Inc.		766		22
MidSouth Bancorp, Inc.		1,241		18
National Bankshares, Inc.		1,018		30
NewBridge Bancorp		4,469		37
Northrim BanCorp, Inc.		767		18
Penns Woods Bancorp, Inc.		608		28
Peoples Bancorp, Inc.		1,588		38
Sandy Spring Bancorp, Inc.		2,977		77
Stock Yards Bancorp, Inc.		1,706		57
TowneBank		4,547		70
Trico Bancshares		2,146		51
Univest Corp of Pennsylvania		2,032		39
West Bancorporation, Inc.		2,039		36
Yadkin Financial Corp.A		7,037		135
				2,043
Diversified Financials—6.24%
BBX Capital Corp., Class AA		5,145		74
Consumer Portfolio Services, Inc.A		4,832		34
Credit Acceptance Corp.A		1,392		254
Diamond Hill Investment Group, Inc.		312		44
Enova International, Inc.A		1,426		33
ExlService Holdings, Inc.A		2,918		102
EZCORP, Inc., Class AA		5,563		58
FBR & Co.A		1,807		44
Heartland Financial USA, Inc.		2,334		72
LendingTree, Inc.		655		35
Meta Financial Group, Inc.		798		28
MidWestOne Financial Group, Inc.		1,108		32
Nicholas Financial, Inc.		2,119		32
Retail Opportunity Investments Corp.D		4,314		72
Texas Pacific Land TrustC		610		83
Virtus Investment Partners, Inc.		957		126
Walker & Dunlop, Inc.A		4,219		68
Westwood Holdings Group, Inc.		770		48
				1,239
Insurance—5.96%
Baldwin & Lyons, Inc., Class B		2,106		49
Crawford & Co., Class B		6,748		61
EMC Insurance Group, Inc.		1,856		58
Enstar Group Ltd.A		1,951		272
Greenlight Capital Re Ltd., Class AA		6,631		217
Independence Holding Co.		2,480		29
Investors Title Co.		296		22
Maiden Capital Financing Trust		11,654		167
Safety Insurance Group, Inc.		1,846		108
State Auto Financial Corp.		5,307		126
United Insurance Holdings Corp.		3,046		74
				1,183
Real Estate—7.34%
Amerco, Inc.		852		279
Armada Hoffler Properties, Inc.D		6,801		73
Cedar Realty Trust, Inc.D		10,739		80

	Shares		Fair Value
			(000’s)
Chesapeake Lodging TrustD		2,080	$	74
Excel Trust, Inc.D		4,063		56
Franklin Street Properties Corp.D		6,280		79
Gladstone Commercial Corp.D		5,302		96
Inland Real Estate Corp.D		5,680		61
Investors Real Estate TrustD		10,575		81
Kite Realty Group TrustD		1,983		56
National Health Investors, Inc.D		862		61
One Liberty Properties, Inc.D		4,143		98
Parkway Properties, Inc.D		2,904		51
PS Business Parks, Inc.D		779		65
RLJ Lodging TrustD		1,742		55
Saul Centers, Inc.D		2,335		127
Urstadt Biddle Properties, Inc., Class AD		2,784		63
				1,455
Total Financials				5,920
HEALTH CARE—11.53%
Biotechnology—1.95%
MiMedx Group, Inc.A B		4,724		49
PDL BioPharma, Inc.B		43,962		307
SciClone Pharmaceuticals, Inc.A		4,001		31
				387
Health Care Equipment & Supplies—3.81%
Atrion Corp.		163		53
Computer Programs and Systems, Inc.		736		39
CONMED Corp.		2,241		115
Exactech, Inc.A		1,391		32
Integra LifeSciences Holdings Corp.A		2,603		156
Masimo Corp.		3,415		101
Meridian Bioscience, Inc.		3,149		62
Mesa Laboratories, Inc.		228		17
Natus Medical, Inc.A		2,318		83
Nutraceutical International Corp.		1,354		22
SurModics, Inc.A		929		22
Utah Medical Products, Inc.		354		21
Vascular Solutions, Inc.A		1,086		32
				755
Health Care Providers & Services—3.59%
Addus HomeCare Corp.A		888		19
Alliance HealthCare Services, Inc.A		1,142		27
Almost Family, Inc.		852		30
Bio-Reference Labs, Inc.A		1,717		60
Corvel Corp.A		1,897		67
Ensign Group, Inc.		2,241		99
IPC Healthcare, Inc.A		1,216		53
LHC Group, Inc.A		781		26
National Healthcare Corp.		1,544		97
RadNet, Inc.A		2,883		25
Select Medical Holdings Corp.		12,587		172
U.S. Physical Therapy, Inc.		892		38
				713
Pharmaceuticals—2.18%
BioSpecifics Technologies Corp.A		479		19
Hyperion Therapeutics, Inc.A		1,260		37
Insys Therapeutics, Inc.A		2,396		144
Lannett Co., Inc.A		3,356		209
Sucampo Pharmaceuticals, Inc., Class AA		1,532		24
				433
Total Health Care				2,288

See accompanying notes

19

American Beacon Zebra Small Cap Equity Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Shares		Fair Value
			(000’s)
INDUSTRIALS—17.65%
Aerospace & Defense—0.51%
Kaman Corp.		2,459	$	102
Building Products—1.00%
AAON, Inc.		4,522		101
Builders FirstSource, Inc.A		6,056		37
Omega Flex, Inc.		617		18
PGT, Inc.A		4,278		43
				199
Commercial Services & Supplies—7.60%
CDI Corp.		1,623		30
Ceco Environmental Corp.		2,681		38
Collectors Universe, Inc.		715		16
CSG Systems International, Inc.		3,429		103
Electro Rent Corp.		2,342		30
Ennis, Inc.		3,644		51
Franklin Covey Co.A		1,415		25
Herman Miller, Inc.		5,384		167
Kelly Services, Inc., Class A		3,968		69
Kforce, Inc.		2,525		60
Landauer, Inc.		850		32
Marlin Business Services Corp.		1,581		30
PHI, Inc.A E		2,343		75
TeleTech Holdings, Inc.A		5,355		130
TRC Co., Inc.A		6,535		55
United Stationers Supply Co.		4,350		175
VSE Corp.		653		52
West Corp.		10,908		372
				1,510
Construction & Engineering—0.54%
Primoris Services Corp.		5,178		107
Electrical Equipment—1.43%
Chase Corp.		1,149		49
Encore Wire Corp.		2,177		81
Geospace Technologies Corp.A		1,820		34
Global Power Equipment Group, Inc.		1,781		24
Houston Wire & Cable Co.		1,875		20
Powell Industries, Inc.		1,308		44
Preformed Line Products Co.		672		31
				283
Industrial Conglomerates—3.02%
Altisource Portfolio Solutions S.A.A B		2,363		48
ICF International, Inc.A		1,915		80
Park-Ohio Industries, Inc.		1,514		87
Raven Industries, Inc.		2,822		59
RPX Corp.A		4,837		71
Standex International Corp.		1,220		88
Tredegar Corp.		1,415		29
Trimas Corp.A		4,579		137
				599
Machinery—2.02%
Alamo Group, Inc.		1,390		70
Altra Industrial Motion Corp.		2,512		69
Columbus McKinnon Corp.		2,051		54
Hardinge, Inc.		2,111		24
Kadant, Inc.		1,088		48
L.B. Foster Co., Class A		1,001		49
Sun Hydraulics Corp.		2,213		86
				400

	Shares		Fair Value
			(000’s)
Marine—0.20%
StealthGas, Inc.A		6,504	$	40
Road & Rail—0.46%
Universal Truckload Services, Inc.		3,546		91
Transportation Infrastructure—0.87%
Wesco Aircraft Holdings, Inc.A		11,459		172
Total Industrials				3,503
INFORMATION TECHNOLOGY—16.00%
Communications Equipment—2.45%
Bel Fuse, Inc., Class B		1,405		27
Black Box Corp.		1,667		37
Mitel Networks Corp.A		12,855		131
NeuStar, Inc., Class AA B		4,351		115
Ubiquiti Networks, Inc.		5,569		176
				486
Computers & Peripherals—0.09%
Dot Hill Systems Corp.A		4,173		17
Electronic Equipment & Instruments—3.49%
Analogic Corp.		800		69
Coherent, Inc.		2,205		142
CTS Corp.		3,349		58
Daktronics, Inc.		3,751		38
ePlus, Inc.		937		78
MTS Systems Corp.		1,377		100
Newport Corp.A		3,731		74
Scansource, Inc.A		3,127		114
Tessco Technologies, Inc.		834		19
				692
Internet Software & Services—0.71%
AVG Technologies N.V.A		2,187		49
Perficient, Inc.A		3,282		66
Reis, Inc.		1,044		25
				140
IT Consulting & Services—4.67%
Computer Task Group, Inc.		1,964		15
Hackett Group, Inc.		2,685		24
iGATE Corp.A		6,616		283
Lionbridge TechnologiesA		7,217		41
MoneyGram International, Inc.A		11,403		97
Sykes Enterprises, Inc.A		4,005		93
Syntel, Inc.A		7,628		376
				929
Semiconductor Equipment & Products—2.75%
Amkor Technology, Inc.A		23,849		233
Cascade Microtech, Inc.A		1,547		21
GSI Group, Inc.A		2,986		39
Integrated Silicon Solution, Inc.		3,009		49
IXYS Corp.		2,619		31
MA COM Technology Solutions Holdings, Inc.A		1,714		59
Nova Measuring Instruments Ltd.A		2,688		30
PDF Solutions, Inc.A		3,111		56
Ultra Clean Holdings, Inc.A		3,430		28
				546

See accompanying notes

20

American Beacon Zebra Small Cap Equity Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Shares		Fair Value
			(000’s)
Software—1.84%
American Software, Inc., Class A		2,192	$	21
Magic Software Enterprises Ltd.		5,145		35
Mentor Graphics Corp.		10,857		254
QAD, Inc., Class A		981		21
Sapiens International Corp., N.V.		4,365		34
				365
Total Information Technology				3,175
MATERIALS—3.19%
Chemicals—2.39%
FutureFuel Corp.		5,831		72
Hawkins, Inc.		967		38
Innospec, Inc.		2,811		123
KMG Chemicals, Inc.		1,040		23
Quaker Chemical Corp.		1,144		93
Stepan Co.		2,243		92
Trecora ResourcesA		2,218		32
				473
Construction Materials—0.17%
United States Lime & Minerals, Inc.		506		34
Containers & Packaging—0.11%
UFP Technologies, Inc.A		930		22
Metals & Mining—0.52%
Hallador Energy Co.		3,258		41
Handy & Harman Ltd.A		1,507		63
				104
Total Materials				633
TELECOMMUNICATION SERVICES—0.91%
Diversified Telecommunication Services—0.71%
IDT Corp., Class B		1,736		37
Premiere Global Services, Inc.A		4,378		43
Shenandoah Telecommunications Co.		2,160		62
				142
Wireless Telecommunication Services—0.20%
Spok Holdings, Inc.		2,100		39
Total Telecommunication Services				181
UTILITIES—1.97%
Electric—1.33%
MGE Energy, Inc.		3,243		141
Otter Tail Corp.		3,743		122
				263
Gas—0.09%
Delta Natural Gas Co., Inc.		922		18
Water—0.55%
Artesian Resources Corp., Class A		679		15
Middlesex Water Co.		1,351		31
SJW Corp.		1,931		64
				110
Total Utilities				391
Total Common Stock (Cost $18,189)				19,504

	Shares		Fair Value
			(000’s)
SHORT-TERM INVESTMENTS—1.88% (Cost $374)
JPMorgan U.S. Government Money Market Fund, Capital Class		373,793	$	374
SECURITIES LENDING COLLATERAL—2.63%
American Beacon U.S. Government Money Market Select Fund, Select ClassF		441,700		442
DWS Government and Agency Securities Portfolio, Institutional Class		80,450		80
Total Securities Lending Collateral (Cost $522)				522
TOTAL INVESTMENTS—102.79% (Cost $19,085)				20,400
LIABILITIES, NET OF OTHER ASSETS—(2.79%)				(553	)
TOTAL NET ASSETS—100.00%			$	19,847

Percentages are stated as a percent of net assets.

^A  Non-income producing security.

^B  All or a portion of this security is on loan at February 28, 2015.

^C  Royalty Trust.

^D  REIT - Real Estate Investment Trust.

^E  Non-voting participating shares.

^F  The Fund is affiliated by having the same investment advisor.

See accompanying notes

21

American Beacon Zebra Small Cap Equity Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Futures Contracts Open on February 28, 2015:

Description	Type	Number of Contracts		Expiration Date	Contract Value		Unrealized Appreciation (Depreciation)
Russell 2000 Mini Index March Futures	Long		3	March 2015	$	369,480	$	180
					$	369,480	$	180

See accompanying notes

22

American Beacon SiM High Yield Opportunities Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Shares		Fair Value
			(000’s)
COMMON STOCK—2.75%
FINANCIALS—1.38%
Banks—0.37%
Alpha Bank A.E.A		7,437,628	$	3,080
Other Finance—0.27%
Oslo Bors VPS Holdings ASA		188,850		2,279
Real Estate—0.74%
Annaly Capital Management, Inc.B		359,000		3,812
Omega Healthcare Investors, Inc.B		60,000		2,403
				6,215
MANUFACTURING—0.72%
Basic Materials—0.72%
CVR Partners LPC D		434,611		6,093
MATERIALS—0.65%
Basic Materials—0.14%
OCI Partners LPC D		64,105		1,154
Chemicals—0.25%
Terra Nitrogen Co. LPC D		14,650		2,142
Metals & Mining—0.26%
OCI Resources LPC D		91,000		2,211
Total Common Stock (Cost $23,745)				23,174
	Par AmountM
	(000’s)
DOMESTIC BANK LOAN OBLIGATIONS—1.03%
Consumer—1.03%
North Atlantic Trading Co. Inc., 1st Lien Term Loan, 7.75%, Due 1/13/2020E	$	3,268		3,203
North Atlantic Trading Co. Inc., 2nd Lien Term Loan, 11.50%, Due 6/30/2020E		5,600		5,516
Total Domestic Bank Loan Obligations (Cost $8,748)				8,719
DOMESTIC CONVERTIBLE OBLIGATIONS—2.58%
Finance—0.85%
Annaly Capital Management, Inc., 5.00%, Due 5/15/2015 B		7,173		7,190
Manufacturing—0.53%
Tesla Motors, Inc., 1.25%, Due 3/1/2021		5,225		4,431
Telecommunications—0.56%
Finisar Corp., 0.50%, Due 12/15/2033		4,750		4,703
Transportation—0.64%
Titan Machinery, Inc., 3.75%, Due 5/1/2019		7,450		5,406
Total Domestic Convertible Obligations (Cost $22,624)				21,730
DOMESTIC OBLIGATIONS—75.75%
Consumer—5.49%
Beverages & More, Inc., 10.00%, Due 11/15/2018F		1,650		1,551
Constellation Brands, Inc., 6.00%, Due 5/1/2022		9,000		10,305
HJ Heinz Co., 4.25%, Due 10/15/2020		9,250		9,387
JBS USA LLC / JBS USA Finance, Inc., 5.875%, Due 7/15/2024F G		5,000		4,994
Minerva Luxembourg S.A., 7.75%, Due 1/31/2023F		10,600		10,440
Simmons Foods, Inc., 7.875%, Due 10/1/2021F		9,605		9,605
				46,282
Energy—4.98%
Bonanza Creek Energy, Inc., 5.75%, Due 2/1/2023		3,975		3,697
MEG Energy Corp., 7.00%, Due 3/31/2024F		4,275		4,163

See accompanying notes

23

American Beacon SiM High Yield Opportunities Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Par AmountM		Fair Value
	(000’s)		(000’s)
Memorial Production Partners LP / Memorial Production Finance Corp.,
7.625%, Due 5/1/2021C	$	8,550	$	8,187
6.875%, Due 8/1/2022C F		7,125		6,608
Northern Blizzard Resources, Inc., 7.25%, Due 2/1/2022F		9,628		9,195
Northern Oil and Gas, Inc., 8.00%, Due 6/1/2020		11,025		10,142
				41,992
Finance—3.73%
Carlson Travel Holdings, Inc., 7.50%, Due 8/15/2019E F		8,475		8,581
DFC Finance Corp., 10.50%, Due 6/15/2020F		11,400		9,405
Fly Leasing Ltd., 6.75%, Due 12/15/2020		13,300		13,467
				31,453
Manufacturing—19.79%
AAR Corp., 7.25%, Due 1/15/2022		9,323		10,115
Activision Blizzard, Inc., 5.625%, Due 9/15/2021F		7,950		8,507
ADS Tactical, Inc., 11.00%, Due 4/1/2018F		17,500		17,806
Cloud Peak Energy Resources LLC / Cloud Peak Energy Finance Corp., 6.375%, Due 3/15/2024C		15,275		14,015
Crown Americas LLC / Crown Americas Capital Corp IV, 4.50%, Due 1/15/2023G		7,825		8,001
Ducommun, Inc., 9.75%, Due 7/15/2018		7,450		7,972
IHS, Inc., 5.00%, Due 11/1/2022F		9,871		10,031
Kissner Milling Co., Ltd., 7.25%, Due 6/1/2019F		11,400		11,628
LSB Industries, Inc., 7.75%, Due 8/1/2019		12,250		12,771
Orbital ATK, Inc., 5.25%, Due 10/1/2021F		13,413		13,681
Sealed Air Corp., 6.50%, Due 12/1/2020F		12,756		14,449
Sensata Technologies BV, 4.875%, Due 10/15/2023F		13,500		14,075
Servicios Corporativos Javer SAPI de CV, 9.875%, Due 4/6/2021F		8,925		9,237
Southern Graphics, Inc., 8.375%, Due 10/15/2020F		14,315		14,494
				166,782
Service—29.29%
Ancestry.com Holdings LLC, 9.625%, Due 10/15/2018E F		4,750		4,631
Ancestry.com, Inc., 11.00%, Due 12/15/2020		7,000		7,718
Aviv Healthcare Properties LP / Aviv Healthcare Capital Corp., 6.00%, Due 10/15/2021C		7,450		7,972
CHS/Community Health Systems, Inc., 5.125%, Due 8/1/2021		9,300		9,695
Churchill Downs, Inc., 5.375%, Due 12/15/2021		13,100		13,264
DaVita HealthCare Partners, Inc., 5.75%, Due 8/15/2022		12,500		13,484
Envision Healthcare Corp., 5.125%, Due 7/1/2022F		8,550		8,903
Halyard Health, Inc., 6.25%, Due 10/15/2022F		6,925		7,271
HCA, Inc.,
3.75%, Due 3/15/2019		2,000		2,043
4.75%, Due 5/1/2023		11,645		12,284
Kindred Healthcare, Inc., 6.375%, Due 4/15/2022		12,525		12,525
Lansing Trade Group LLC / Lansing Finance Co. Inc, 9.25%, Due 2/15/2019F G		10,900		10,083
LifePoint Hospitals, Inc., 5.50%, Due 12/1/2021		13,450		14,291
Live Nation Entertainment, Inc., 7.00%, Due 9/1/2020F		14,050		15,068
MGM Resorts International, 7.75%, Due 3/15/2022		12,000		13,710
Multi-Color Corp., 6.125%, Due 12/1/2022F		8,675		9,000
Numericable-SFR SAS, 4.875%, Due 5/15/2019F		11,900		11,900
Station Casinos LLC, 7.50%, Due 3/1/2021G		13,125		14,108
Tenet Healthcare Corp., 4.50%, Due 4/1/2021		16,875		16,959
Univision Communications, Inc., 6.75%, Due 9/15/2022F		14,800		16,077
Vantage Oncology LLC / Vantage Oncology Finance Co., 9.50%, Due 6/15/2017F G		2,850		2,750
Viking Cruises Ltd., 8.50%, Due 10/15/2022F		11,150		12,460
Wynn Las Vegas LLC / Wynn Las Vegas Capital Corp., 5.375%, Due 3/15/2022G		10,000		10,506
				246,702
Telecommunications—5.87%
DigitalGlobe, Inc., 5.25%, Due 2/1/2021F		13,750		13,338
NeuStar, Inc., 4.50%, Due 1/15/2023		9,350		8,228
Nokia Corp., 5.375%, Due 5/15/2019		11,000		12,100
Virgin Media Finance PLC, 6.375%, Due 4/15/2023F H		14,650		15,822
				49,488
Transportation—4.18%
Gol Luxco S.A., 8.875%, Due 1/24/2022F		4,800		4,080
United Continental Holdings, Inc.,

See accompanying notes

24

American Beacon SiM High Yield Opportunities Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

		Par AmountM		Fair Value
		(000’s)		(000’s)
6.375%, Due 6/1/2018		$	3,100	$	3,321
6.00%, Due 12/1/2020			7,675		8,136
US Airways Group, Inc., 6.125%, Due 6/1/2018			13,600		14,398
VRG Linhas Aereas S.A., 10.75%, Due 2/12/2023F			5,000		5,338
					35,273
Utilities—2.42%
Calpine Corp., 7.875%, Due 1/15/2023F			8,614		9,669
GenOn Americas Generation LLC, 9.125%, Due 5/1/2031G			11,600		10,730
					20,399
Total Domestic Obligations (Cost $632,329)					638,371
FOREIGN CONVERTIBLE OBLIGATIONS—0.53%
Consumer—0.53%
Marine Harvest ASA, 2.375%, Due 5/8/2018I			2,000		3,068
Pescanova S.A.,J K
5.125%, Due 4/20/2017J K			7,450		750
8.75%, Due 2/17/2019J K			6,600		665
Total Foreign Convertible Obligations (Cost $12,982)					4,483
FOREIGN OBLIGATIONS—11.02%
Consumer—0.61%
Marine Harvest ASA, 5.09%, Due 3/12/2018 I	NOK		39,000		5,164
Finance—2.46%
Emma Delta Finance PLC,
8.50%, Due 10/15/2017F H	EUR		5,000		5,371
12.00%, Due 10/15/2017F H	EUR		7,000		8,264
MPT Operating Partnership LP/MPT Finance Corp., 5.75%, Due 10/1/2020C	EUR		5,850		7,075
					20,710
Service—4.92%
Cirsa Funding Luxembourg S.A., 8.75%, Due 5/15/2018F	EUR		7,650		8,817
Europcar Groupe S.A., 11.50%, Due 5/15/2017F	EUR		6,000		7,572
Gala Electric Casinos, 11.50%, Due 6/1/2019F	GBP		6,950		11,383
Gamenet SpA, 7.25%, Due 8/1/2018F	EUR		10,000		10,242
Intralot Finance Luxemburg, 9.75%, Due 8/15/2018F	EUR		2,850		3,405
					41,419
Sovereign—1.25%
Greece, Hellenic Republic, 3.00%, Due 2/24/2023I L	EUR		3,500		2,493
Mexican Bonos Desarr, 5.00%, Due 6/15/2017	MXN		117,500		8,026
					10,519
Transportation—1.78%
CMA CGM S.A., 8.875%, Due 4/15/2019F	EUR		5,350		6,279
Moto Finance PLC, 10.25%, Due 3/15/2017F H	GBP		5,350		8,714
					14,993
Total Foreign Obligations (Cost $104,363)					92,805
U.S. AGENCY OBLIGATIONS—1.29%
Federal National Mortgage Association,
1.375%, Due 11/15/2016,			1,000		1,013
1.25%, Due 1/30/2017,			7,750		7,835
0.875%, Due 12/20/2017,			2,000		1,991
Total U.S. Agency Obligations (Cost $10,801)					10,839
U.S. Treasury Obligations—0.17% (Cost $1,451)
0.875%, Due 2/28/2017			1,450		1,457
		Shares
SHORT-TERM INVESTMENTS - 3.21% (Cost $27,045)
JPMorgan U.S. Government Money Market Fund, Capital Class			27,045,010		27,045

See accompanying notes

25

American Beacon SiM High Yield Opportunities Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Fair Value
	(000’s)
TOTAL INVESTMENTS—98.33% (Cost $844,088)	$	828,623
OTHER ASSETS, NET OF LIABILITIES—1.67%		14,078
TOTAL NET ASSETS—100.00%	$	842,701

Percentages are stated as a percent of net assets.

^A  Non-income producing security.

^B  REIT - Real Estate Investment Trust.

^C  LP - Limited Partnership.

^D  MLP - Master Limited Partnership.

^E  PIK - Payment in Kind.

^F  Security exempt from registration under the Securities Act of 1933. These securities may be resold to qualified institutional buyers pursuant to Rule 144A. At the period end, the value of these securities amounted to $394,887 or 46.86% of net assets. The Fund has no right to demand registration of these securities.

^G  LLC - Limited Liability Company.

^H  PLC - Public Limited Company.

^I  Variable rate.

^J  Illiquid. At period end, the value of these securities amounted to $1,415 or 0.17% of net assets.

^K  Fair valued pursuant to procedures approved by the Board of Trustees. At period end, the value of these securities amounted to $1,415 or 0.17% of net assets.

^L  Step Up/Down - A scheduled increase in the exercise or conversion price at which a warrant, an option, or a convertible security may be used to acquire shares of common stock.

^M  In U.S. Dollars unless stated otherwise.

See accompanying notes

26

American Beacon SiM High Yield Opportunities Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Futures Contracts Open at February 28, 2015 (000’s):

Description	Type		Number of Contracts		Expiration Date		Contract Value		Unrealized Appreciation (Depreciation)
British Pound Globex December Futures		Short		215		3/16/2015	$	20,742	$	175
Euro Currency Globex December Futures		Short		488		3/16/2015		68,290		6,717
							$	89,032	$	6,892

OTC swap agreements outstanding on February 28, 2015:

Credit Default Swaps on Corporate and Sovereign Issues - Sell Protection ⁽¹⁾ (000’s):

Index/ Obligation	Counterparty		Fixed Rate			Maturity Date		Implied Credit Spread at 2/28/2015(2)			Notional Amount (3)		Upfront Premiums Received			Unrealized Appreciation (Depreciation)		Fair Value
Delta Airline		GLM		5.000	%		12/20/2016		1.5348	%	$	1,000	$	(78	)	$	138	$	60
Delta Airline		GLM		5.000	%		3/20/2017		1.6021	%		1,000		(48	)		115		67
Delta Airline		GLM		5.000	%		3/20/2017		1.6021	%		1,000		(57	)		124		67
Delta Airline		JPM		5.000	%		6/20/2017		1.7116	%		2,000		(108	)		252		144
Delta Airline		FBF		5.000	%		6/20/2017		1.7116	%		2,000		(113	)		257		144
Delta Airline		GLM		5.000	%		6/20/2017		1.7116	%		1,000		(63	)		135		72
Delta Airline		JPM		5.000	%		9/20/2017		1.7987	%		2,000		(120	)		275		155
Delta Airline		FBF		5.000	%		12/20/2017		1.8689	%		2,000		(85	)		251		166
													$	(672	)	$	1,547	$	875

⁽¹⁾  If the Fund is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

⁽²⁾  Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swaps agreements on corporate issues and sovereign issues of an emerging country as of period end serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.

⁽³⁾  The maximum potential amount the Fund could be required to pay as a seller of credit protection or receive as a buyer of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.

Glossary:

Counterpary Abbreviations:
FBF	Credit Suisse International
GLM	Goldman Sachs Bank USA
JPM	JPMorgan Chase Bank, N.A.
Currency Abbreviations:
EUR	Euro	MXN	Mexican Peso
GPB	British Pound	NOK	Norwegian Krone
Exchange Abbreviations:
Globex	Chicago Mercantile Exchange
OTC	Over-the-Counter

See accompanying notes

27

American Beacon Funds^SM

Statements of Assets and Liabilities

February 28, 2015 (Unaudited) (in thousands, except share and per share amounts)

	The London Company Income Equity Fund			Zebra Global Equity Fund			Zebra Small Cap Equity Fund		SiM High Yield Opportunities Fund
Assets:
Investments in unaffiliated securities, at fair value A	$	548,992		$	6,582		$	20,400	$	828,623
Cash		—			—			—		1,276
Swap premium paid		—			—			—		11,328
Swap Income receivable		—			—			—		115
Deposit with brokers for futures contracts		1,173			8			15		—
Dividends and interest receivable		1,450			14			12		14,160
Receivable for investments sold		—			—			—		5,260
Receivable for fund shares sold		9,477			2			3		4,676
Receivable for tax reclaims		—			3			—		78
Receivable for expense reimbursement (Note 2)		—			9			8		—
Receivable for variation margin on open futures contracts		—			—			—		6,895
Unrealized appreciation from swap agreements		—			—			—		1,547
Prepaid expenses		53			22			23		108
Total assets		561,145			6,640			20,461		874,066
Liabilities:
Swap premium received		—			—			—		12,000
Due to brokers for futures contracts		—			—			—		4,784
Payable for investments purchased		21,606			—			—		11,774
Payable for fund shares redeemed		404			—			46		1,718
Payable for variation margin from open futures contracts		89			1			2		—
Payable under excess expense reimbursement plan		59			—			—		36
Payable upon return of securities loaned B		—			—			522		—
Dividends payable		—			—			—		339
Management and investment advisory fees payable		146			8			3		276
Administrative service and service fees payable		224			3			8		326
Transfer agent fees payable		2			1			1		23
Custody and fund accounting fees payable		4			3			1		8
Professional fees payable		25			32			28		41
Trustee fees payable		3			—			—		7
Payable for prospectus and shareholder reports		7			1			1		29
Other liabilities		3			2			2		4
Total liabilities		22,572			51			614		31,365
Net Assets	$	538,573		$	6,589		$	19,847	$	842,701
Analysis of Net Assets:
Paid-in-capital		474,914			6,004			17,704		854,014
Undistributed (or overdistribution of) net investment income or (loss)		1,161			17			31		(672	)
Accumulated net realized gain (loss)		1,064			(11	)		797		(3,536	)
Unrealized appreciation of investments		61,468			866			1,315		862
Unrealized (depreciation) of currency transactions		—			(293	)		—		(16,406	)
Unrealized appreciation or (depreciation) of futures contracts		(34	)		6			—		6,892
Unrealized appreciation of swap agreements		—			—			—		1,547
Net assets	$	538,573		$	6,589		$	19,847	$	842,701
Shares outstanding at no par value (unlimited shares authorized):
Institutional Class		6,530,231			54,765			110,657		15,768,567
Y Class		17,269,908			59,813			642,810		30,600,347
Investor Class		1,341,106			47,125			160,374		22,050,566
A Class		4,045,346			331,543			316,378		9,017,754
C Class		6,671,638			88,290			107,421		7,888,293
Net assets (not in thousands):
Institutional Class	$	98,685,910		$	618,465		$	1,636,099	$	155,866,499
Y Class	$	259,752,646		$	680,325		$	9,591,841	$	302,131,737
Investor Class	$	20,187,634		$	530,954		$	2,376,997	$	217,218,409
A Class	$	60,594,421		$	3,768,171		$	4,689,565	$	89,177,897
C Class	$	99,352,078		$	991,022		$	1,552,343	$	78,306,367

See accompanying notes

28

American Beacon Funds^SM

Statements of Assets and Liabilities

February 28, 2015 (Unaudited) (in thousands, except share and per share amounts)

	The London Company Income Equity Fund		Zebra Global Equity Fund		Zebra Small Cap Equity Fund		SiM High Yield Opportunities Fund
Net asset value, offering and redemption price per share:
Institutional Class	$	15.11	$	11.29	$	14.79	$	9.88
Y Class	$	15.04	$	11.37	$	14.92	$	9.87
Investor Class	$	15.05	$	11.27	$	14.82	$	9.85
A Class	$	14.98	$	11.37	$	14.82	$	9.89
A Class (offering price)	$	15.89	$	12.06	$	15.72	$	10.38
C Class	$	14.89	$	11.22	$	14.45	$	9.93
A        Cost of investments in unaffiliated securities	$	487,524	$	6,009	$	19,085	$	844,088
B        Fair value of securities on loan	$	—	$	—	$	511	$	—

See accompanying notes

29

American Beacon Funds^SM

Statement of Operations

For the Six Months ended February 28, 2015 (Unaudited) (in thousands)

	The London Company Income Equity Fund			Zebra Global Equity Fund			Zebra Small Cap Equity Fund			SiM High Yield Opportunities Fund
Investment Income:
Dividend income from unaffiliated securities (net of foreign taxes) A	$	5,714		$	72		$	152		$	830
Interest income		—			—			4			22,287
Total investment income		5,714			72			156			23,117
Expenses:
Management and investment advisory fees (Note 2)		692			13			57			1,635
Administrative service fees (Note 2):
Institutional Class		99			1			2			149
Y Class		263			1			13			409
Investor Class		24			1			4			281
A Class		59			6			7			130
C Class		96			1			2			114
Transfer agent fees:
Institutional Class		7			—			—			25
Y Class		3			—			—			7
Investor Class		1			1			1			6
A Class		1			—			1			6
C Class		2			—			—			4
Custody and fund accounting fees		15			13			4			48
Professional fees		22			18			20			38
Registration fees and expenses		53			35			37			68
Service fees (Note 2):
Y Class		88			—			4			137
Investor Class		21			1			3			346
A Class		29			3			3			65
C Class		48			1			1			57
Distribution fees (Note 2):
A Class		49			5			6			108
C Class		324			5			8			379
Prospectus and shareholder report expenses		12			2			3			41
Trustee fees		7			—			1			16
Other expenses		13			6			6			15
Total expenses		1,928			113			183			4,084
Net fees (waived and expenses reimbursed)/recouped by Manager (Note 2)		59			(71	)		(60	)		25
Net expenses		1,987			42			123			4,109
Net investment income		3,727			30			33			19,008
Realized and unrealized gain (loss) from investments:
Net realized gain (loss) from:
Investments		(86	)		282			825			5,038
Commission recapture (Note 3)		12			—			—			—
Foreign currency transactions		—			(50	)		—			(984	)
Futures contracts		1,434			2			14			8,420
Change in net unrealized appreciation or (depreciation) of:
Investments		29,213			41			(26	)		(11,480	)
Foreign currency transactions		—			(237	)		—			(15,460	)
Futures contracts		(120	)		(2	)		(10	)		4,356
Swap agreements		—			—			—			(390	)
Net gain (loss) from investments		30,453			34			803			(10,500	)
Net increase in net assets resulting from operations	$	34,180		$	64		$	836		$	8,508
A        Foreign taxes		—			3			—			—

See accompanying notes

30

American Beacon Funds^SM

Statement of Changes of Net Assets (in thousands)

	The London Company Income Equity Fund						Zebra Global Equity Fund
	Six Months Ended February 28, 2015			Year Ended August 31, 2014			Six Months Ended February 28, 2015			Year Ended August 31, 2014
	(unaudited)						(unaudited)
Increase (Decrease) in Net Assets:
Operations:
Net investment income	$	3,727		$	3,829		$	30		$	81
Net realized gain from investments, commission recapture, futures contracts, and foreign currency transactions		1,360			3,210			234			617
Change in net unrealized appreciation or (depreciation) from investments, futures contracts, and foreign currency transactions		29,093			30,033			(200	)		502
Net increase in net assets resulting from operations		34,180			37,072			64			1,200
Distributions to Shareholders:
Net investment income:
Institutional Class		(668	)		(1,034	)		(6	)		(8	)
Y Class		(1,668	)		(1,468	)		(7	)		(2	)
Investor Class		(148	)		(278	)		(5	)		(13	)
A Class		(326	)		(366	)		(38	)		(40	)
C Class		(320	)		(299	)		(9	)		—
Net realized gain from investments:
Institutional Class		(556	)		(276	)		(76	)		(175	)
Y Class		(1,564	)		(389	)		(89	)		(40	)
Investor Class		(137	)		(93	)		(58	)		(159	)
A Class		(342	)		(137	)		(460	)		(805	)
C Class		(583	)		(144	)		(112	)		(118	)
Net distributions to shareholders		(6,312	)		(4,484	)		(860	)		(1,360	)
Capital Share Transactions:
Proceeds from sales of shares		268,191			191,341			536			3,248
Reinvestment of dividends and distributions		2,788			2,392			798			1,171
Cost of shares redeemed		(36,034	)		(53,070	)		(1,473	)		(3,617	)
Net increase (decrease) in net assets from capital share transactions		234,945			140,663			(139	)		802
Net increase (decrease) in net assets		262,813			173,251			(935	)		642
Net Assets:
Beginning of period		275,760			102,509			7,524			6,882
End of Period *	$	538,573		$	275,760		$	6,589		$	7,524
*       Includes undistributed (or over distribution of) net investment income	$	1,161		$	564		$	17		$	64

See accompanying notes

31

American Beacon Funds^SM

Statement of Changes of Net Assets (in thousands)

	Zebra Small Cap Equity Fund						SiM High Yield Opportunities Fund
	Six Months Ended February 28, 2015			Year Ended August 31, 2014			Six Months Ended February 28, 2015			Year Ended August 31, 2014
	(unaudited)						(unaudited)
Increase (Decrease) in Net Assets:
Operations:
Net investment income	$	33		$	102		$	19,008		$	33,318
Net realized gain from investments, commission recapture, futures contracts, and foreign currency transactions		839			1,493			12,474			8,048
Change in net unrealized appreciation or (depreciation) from investments, futures contracts, and foreign currency transactions		(36	)		360			(22,974	)		18,878
Net increase in net assets resulting from operations		836			1,955			8,508			60,244
Distributions to Shareholders:
Net investment income:
Institutional Class		(5	)		—			(2,785	)		(3,357	)
Y Class		(30	)		—			(7,449	)		(8,079	)
Investor Class		(1	)		—			(4,871	)		(16,592	)
A Class		(6	)		—			(2,232	)		(5,141	)
C Class		—			—			(1,668	)		(3,428	)
Net realized gain from investments:
Institutional Class		(24	)		(164	)		(2,661	)		(972	)
Y Class		(139	)		(294	)		(7,970	)		(2,323	)
Investor Class		(35	)		(633	)		(5,265	)		(5,955	)
A Class		(67	)		(295	)		(2,460	)		(1,827	)
C Class		(23	)		(104	)		(2,175	)		(1,418	)
Net distributions to shareholders		(330	)		(1,490	)		(39,536	)		(49,092	)
Capital Share Transactions:
Proceeds from sales of shares		3,747			17,920			269,740			375,899
Reinvestment of dividends and distributions		315			1,393			35,179			43,082
Cost of shares redeemed		(3,862	)		(9,930	)		(122,951	)		(256,624	)
Redemption fees		—			—			62			52
Net increase in net assets from capital share transactions		200			9,383			182,030			162,409
Net increase in net assets		706			9,848			151,002			173,561
Net Assets:
Beginning of period		19,141			9,293			691,699			518,138
End of Period *	$	19,847		$	19,141		$	842,701		$	691,699
*       Includes undistributed (or over distribution of) net investment income	$	31		$	67		$	(672	)	$	(1,578	)

See accompanying notes

32

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

1. Organization and Significant Accounting Policies

American Beacon Funds (the “Trust”), which is comprised of thirty-one Funds, is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company. These financial statements and notes to the financial statements relate to the American Beacon The London Income Equity Fund, the American Beacon Zebra Global Equity Fund, the American Beacon Zebra Small Cap Equity Fund, and the SiM High Yield Opportunities Fund, (each a “Fund” and collectively, the “Funds”), each a series of the Trust.

American Beacon Advisors, Inc. (the “Manager”) is a wholly-owned subsidiary of Lighthouse Holdings, Inc. and was organized in 1986 to provide business management, advisory, administrative and asset management consulting services to the Trust and other investors.

Class Disclosure

Each Fund has multiple classes of shares designed to meet the needs of different groups of investors. The following table sets forth the differences amongst the classes:

Class:	Offered to:
Institutional Class	Investors making an initial investment of $250,000
Y Class	Investors making an initial investment of $100,000
Investor Class	General public and investors investing directly or through an intermediary
A Class	General public and investors investing through an intermediary with applicable sales charges, which may include a front-end sales charge and a contingent deferred sales charge (“CDSC”)
C Class	General public and investors investing through an intermediary with applicable sales charges, which may include a CDSC

Each class offered by the Trust has equal rights as to assets and voting privileges. Income and non-class specific expenses are allocated daily to each class on the basis of the relative net assets. Realized and unrealized capital gains and losses of each class are allocated daily based on the relative net assets of each class of the Fund. Class specific expenses, where applicable, currently include administrative service fees, service fees, and distribution fees and vary amongst the classes as described more fully in Note 2.

Recently Adopted Accounting Pronouncements

In June 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-08, “Financial Services – Investment Companies (Topic 946): Amendments to the Scope, Measurement, and Disclosure Requirements,” which amends the criteria that define an investment company and clarifies the measurement guidance and requires new disclosures for investment companies. Under the ASU, an entity that is registered under the Investment Company Act of 1940 automatically qualifies as an investment company. The Funds adopted this ASU for the fiscal year ended August 31, 2015. Management has evaluated the implications of the ASU and determined that adoption thereof will not have a material impact on the financial statements.

2. Transactions with Affiliates

Management Agreement

The Trust and the Manager are parties to a Management Agreement that obligates the Manager to provide or oversee the provision of all investment advisory, fund management, and securities lending services. As compensation for performing the duties required under the Management Agreement, the Manager receives from the Funds an annualized fee equal to 0.05% of the average daily net assets. The Funds pay the unaffiliated investment advisors hired to direct investment activities of the Funds. Management fees paid by the Funds during the six months ended February 28, 2015 were as follows (in thousands):

33

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Fund	Management Fee Rate			Management Fee		Amounts paid to Investment Advisors		Amounts Paid to Manager
The London Company Income Equity		0.38	%	$	692	$	602	$	90
Zebra Global Equity		0.39	%		13		11		2
Zebra Small Cap Equity		0.59	%		57		52		5
SiM High Yield Opportunities		0.45	%		1,635		1,454		181

As compensation for services provided by the Manager in connection with securities lending activities conducted by the Zebra Small Cap Equity Fund, the lending Fund pays to the Manager, with respect to cash collateral posted by borrowers, a fee up to 25% of the net monthly interest income (the gross income earned by the investment of cash collateral, less the amount paid to borrowers and related expenses) from such activities and, with respect to loan fees paid by borrowers, a fee up to 25% of such loan fees. This fee is included in Income derived from securities lending and management and investment advisory fees on the Statements of Operations. During the six months ended February 28, 2015, securities lending fees paid to the Manager were $5,733 for the Zebra Small Cap Equity Fund.

Administration Agreement

The Manager and the Trust entered into an Administration Agreement which obligates the Manager to provide or oversee administrative services to the Funds. As compensation for performing the duties required under the Administration Agreement, the Manager receives an annualized fee of 0.30% of the average daily net assets of the Institutional, Y, Investor, A, and C Classes of the Funds.

Distribution Plans

The Funds, except for the A and C Classes of the Funds, have adopted a “defensive” Distribution Plan (the “Plan”) in accordance with Rule 12b-1 under the Act, pursuant to which no fees may be charged to the Funds for distribution purposes. However, the Plan authorizes the management and administrative service fees received by the Manager and the investment advisor hired by the Manager to be used for distribution purposes. Under this Plan, the Funds do not intend to compensate the Manager or any other party, either directly or indirectly, for the distribution of the Funds’ shares.

Separate Distribution Plans (the “Distribution Plans”) have been adopted pursuant to Rule 12b-1 under the Act for the A and C Classes of the Funds. Under the Distribution Plans, as compensation for distribution assistance, the Manager receives an annual fee of 0.25% of the average daily net assets of the A Classes and 1.00% of the average daily net assets of the C Classes of each Fund. The fee will be payable without regard to whether the amount of the fee is more or less than the actual expenses incurred in a particular month by the Manager for distribution assistance.

Service Plans

The Manager and the Trust entered into Service Plans that obligate the Manager to oversee additional shareholder servicing of the Y, Investor, A, and C Classes. As compensation for performing the duties required under the Service Plans, the Manager receives an annualized fee of 0.10% of the average daily net assets of Y Class, 0.15% of the average daily net assets of the A and C Class, and up to 0.375% of the average daily net assets of the Investor Class of the Funds.

34

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Interfund Lending Program

Pursuant to an exemptive order issued by the Securities and Exchange Commission (“SEC”), the Funds, along with other registered investment companies having management contracts with the Manager, may participate in an interfund lending program. This program provides an alternative credit facility allowing the Funds to borrow from other participating Funds. During the six months ended February 28, 2015, the Zebra Small Cap Equity Fund borrowed $32,284 for 1 day at a rate of 0.71% with interest charges of $1. This amount is recorded within “Other expense” on the accompanying Statements of Operations.

Expense Reimbursement Plan

The Manager contractually agreed to reimburse the following Funds to the extent that total annual fund operating expenses exceeded the Funds’ expense cap. During the six months ended February 28, 2015, the Manager reimbursed expenses as follows:

Fund	Class	Expense Cap	Reimbursed or (Recovered) Expenses	Expiration of Reimbursed Expenses
The London Company Income Equity	Institutional	0.79%	$(6,044)	2018
The London Company Income Equity	Y	0.89%	(24,686)	2018
The London Company Income Equity	Investor	1.17%	(11,398)	2018
The London Company Income Equity	A	1.19%	(6,911)	2018
The London Company Income Equity	C	1.94%	(9,853)	2018
Zebra Global Equity	Institutional	0.79%	6,808	2018
Zebra Global Equity	Y	0.89%	7,171	2018
Zebra Global Equity	Investor	1.17%	6,234	2018
Zebra Global Equity	A	1.19%	41,377	2018
Zebra Global Equity	C	1.94%	9,997	2018
Zebra Small Cap Equity	Institutional	0.99%	5,362	2018
Zebra Small Cap Equity	Y	1.09%	27,523	2018
Zebra Small Cap Equity	Investor	1.37%	7,193	2018
Zebra Small Cap Equity	A	1.39%	14,849	2018
Zebra Small Cap Equity	C	2.14%	4,877	2018
SiM High Yield Opportunities	Institutional	0.84%	12,660	2018
SiM High Yield Opportunities	Y	0.94%	(28,129)	2018
SiM High Yield Opportunities	A	1.24%	(3,913)	2018
SiM High Yield Opportunities	C	1.99%	(5,647)	2018

Of these amounts, $9,159 and $7,773 are receivable from the Manager to the Zebra Global Equity and Zebra Small Cap Equity Funds, respectively, and $58,892 and $35,492 is payable from The London Company Income Equity and the SiM High Yield Opportunities Funds, respectively as of February 28, 2015. The Funds have adopted an Expense Reimbursement Plan whereby the Manager may seek repayment of fees waived or expenses reimbursed for a period of up to three years. However, reimbursement will occur only if the Class’s average net assets have grown or expenses have declined sufficiently to allow reimbursement without causing its expense ratio to exceed the previously agreed upon contractual expense limit. The reimbursed expenses listed above will expire in 2018. The other Funds have not recorded a liability for potential reimbursements, due to the current assessment that a reimbursement is unlikely. The carryover of excess expenses potentially reimbursable to the Manager are as follows:

Fund	Recovered Expenses		Excess Expense Carryover		Expired Expenses		Expiration of Reimbursed Expenses
The London Company Income Equity	$	24,192	$	88,426	$	—		2015
The London Company Income Equity		28,777		110,165		—		2016
The London Company Income Equity		5,923		16,889		—		2017
Zebra Global Equity		—		127,264		39,277		2015
Zebra Global Equity		—		162,423		—		2016
Zebra Global Equity		—		124,025		—		2017
Zebra Small Cap Equity		—		116,155		39,477		2015
Zebra Small Cap Equity		—		122,920		—		2016
Zebra Small Cap Equity		—		94,922		—		2017
SiM High Yield Opportunities		17,908		42,367		71,532		2015
SiM High Yield Opportunities		19,781		133,845		—		2016
SiM High Yield Opportunities		—		24,496		—		2017

35

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

The Manager recovered expenses from The London Company Income Equity and SiM High Yield Opportunities Funds during the six months ended February 28, 2015 as follows:

Fund	Class	Recovered Expense	Expiration
The London Company Income Equity	Institutional	$6,044	2015
The London Company Income Equity	Y	5,298	2015
The London Company Income Equity	Y	15,702	2016
The London Company Income Equity	Y	3,686	2017
The London Company Income Equity	Investor	3,807	2015
The London Company Income Equity	Investor	7,591	2016
The London Company Income Equity	A	5,411	2015
The London Company Income Equity	A	1,500	2016
The London Company Income Equity	C	3,632	2015
The London Company Income Equity	C	3,984	2016
The London Company Income Equity	C	2,237	2017
SiM High Yield Opportunities	Y	8,348	2015
SiM High Yield Opportunities	Y	19,781	2016
SiM High Yield Opportunities	A	3,913	2015
SiM High Yield Opportunities	C	5,647	2015

Sales Commissions

The Funds’ distributor, Foreside Fund Services, LLC (“Foreside”) may receive a portion of A Class sales charges from broker dealers and it may be used to offset distribution related expenses. For the six months ended February 28, 2015, Foreside collected $87,282, $411, and $25,186 in sales commissions from the sale of A Class shares for The London Company Income Equity, Zebra Small Cap Equity, and SiM High Yield Opportunities Funds, respectively.

A CDSC of 0.50% will be deducted with respect to Class A Shares on certain purchases of $1,000,000 or more that are redeemed in whole or part within 18 months of purchase, unless waived as discussed in the Prospectus. Any applicable CDSC will be 0.50% of the lesser of the original purchase price or the value of the redemption of the Class A Shares redeemed. During the six months ended February 28, 2015, there were no CDSC fees collected for Class A Shares.

A CDSC of 1.00% will be deducted with respect to Class C Shares redeemed within 12 months of purchase, unless waived as discussed in the Prospectus. Any applicable CDSC will be 1.00% of the lesser of the original purchase price or the value of the redemption of the Class C Shares redeemed. During the six months ended February 28, 2015 CDSC fees of $11,603, $608 and $7,623 were collected for The London Company Income Equity, Zebra Small Cap Equity, and SiM High Yield Opportunities Funds, respectively.

3. Security Valuation and Fair Value Measurements

Investments are valued at the close of the New York Stock Exchange (the “Exchange”), normally 4 p.m. ET, each day that the Exchange is open for business. Equity securities, including exchange-traded funds (“ETFs”), for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade.

Debt securities (other than short-term securities) normally are valued on the basis of prices provided by an independent pricing service and may take into account appropriate factors such as institution-size trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The prices of debt securities may be determined using quotes obtained from brokers.

36

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Investments in open-end mutual funds are valued at the closing net asset value (“NAV”) per share of the mutual fund on the day of valuation. Investment grade short-term obligations with 60 days or less to maturity are valued using the amortized cost method, which approximates to fair value.

Securities for which the market prices are not readily available or are not reflective of the fair value of the security, as determined by the Manager, will be priced at fair value following procedures approved by the Trust’s Board of Trustees (the “Board”).

Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to deposit with its futures broker, an amount of cash or U.S. Government and Agency Obligations in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed on the Statements of Assets and Liabilities.

For valuation purposes, the last quoted prices of non-U.S. equity securities may be adjusted under the circumstances described below. If the Fund determines that developments between the close of a foreign market and the close of the Exchange will, in its judgment, materially affect the value of some or all of its portfolio securities, the Fund will adjust the previous closing prices to reflect what it believes to be the fair value of the securities as of the close of the Exchange. In deciding whether it is necessary to adjust closing prices to reflect fair value, the Fund reviews a variety of factors, including developments in foreign markets, the performance of U.S. securities markets, and the performance of instruments trading in U.S. markets that represent foreign securities and baskets of foreign securities. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Funds’ pricing time of 4:00 p.m. ET. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. These securities are fair valued using a pricing service and are categorized as Level 2 in the fair value hierarchy. The pricing service, using methods approved by the Board, considers the correlation of the trading patterns of the foreign security to intraday trading in the U.S. markets, based on indices of domestic securities and other appropriate indicators such as prices of relevant ADRs and futures contracts. The Valuation Committee may also fair value securities in other situations, such as when a particular foreign market is closed but a Fund is open. The Funds use outside pricing services to provide closing prices and information to evaluate and/or adjust those prices. As a means of evaluating its security valuation process, the Valuation Committee routinely compares closing prices, the next day’s opening prices in the same markets, and adjusted prices.

Other investments, including restricted securities, and those financial instruments for which the above valuation procedures are inappropriate or are deemed not to reflect fair value are stated at fair value as determined in good faith by the Valuation Committee, established by the Fund’s Board.

Valuation Inputs

Various inputs may be used to determine the value of the Funds’ investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

37

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Level 1 -	Quoted prices in active markets for identical securities.
Level 2 -	Prices determined using other significant observable inputs. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, and others.
Level 3 -	Prices determined using other significant unobservable inputs. Unobservable inputs reflect the Fund’s own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Level 1 and Level 2 trading assets and trading liabilities, at fair value.

Fixed income securities including corporate, convertible and municipal bonds and notes, U.S. government agencies, U.S. treasury obligations, sovereign issues, bank loans, convertible preferred securities and non-U.S. bonds are normally valued by pricing service providers that use broker dealer quotations, reported trades or valuation estimates from their internal pricing models. The service providers’ internal models use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates and quoted prices for similar assets. Securities that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy.

Fixed income securities purchased on a delayed-delivery basis are marked to market daily until settlement at the forward settlement date are categorized as Level 2 of the fair value hierarchy.

Mortgage-related and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also normally valued by pricing service providers that use broker dealer quotations or valuation estimates from their internal pricing models. The pricing models for these securities usually consider tranche-level attributes, current market data, estimated cash flows and market-based yield spreads for each tranche, and incorporates deal collateral performance, as available. Mortgage-related and asset-backed securities that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy.

Common stocks, ETFs, and financial derivative instruments, such as futures contracts or options contracts that are traded on a national securities exchange, are stated at the last reported sale or settlement price on the day of valuation. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized as Level 1 of the fair value hierarchy. Valuation adjustments may be applied to certain securities that are solely traded on a foreign exchange to account for the market movement between the close of the foreign market and the close of the Exchange. These securities are valued using pricing service providers that consider the correlation of the trading patterns of the foreign security to the intraday trading in the U.S. markets for investments. Securities using these valuation adjustments are categorized as Level 2 of the fair value hierarchy. Preferred securities and other equities traded on inactive markets or valued by reference to similar instruments are also categorized as Level 2 of the fair value hierarchy.

Investments in registered open-end investment management companies will be valued based upon the NAVs of such investments and are categorized as Level 1 of the fair value hierarchy. Investments in privately held investment funds which are redeemable within 90 days of the measurement date, will be valued based upon the NAVs of such investments are are categorized as Level 2 of the fair value hierarchy. Short-term investments having a maturity of 60 days or less are generally valued at amortized cost which approximates fair value. These investments are categorized as Level 2 of the fair value hierarchy.

Over-the-counter (“OTC”) financial derivative instruments, such as foreign currency contracts, options contracts, or swaps agreements, derive their value from underlying asset prices, indices, reference rates, and other inputs or a combination of these factors. These contracts are normally valued on the basis of broker dealer quotations or pricing service providers. Depending on the product and the terms of the transaction, the value of the financial derivative contracts can be estimated by a pricing service provider using a series of techniques, including simulation pricing models. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, curves, dividends and exchange rates. Financial derivatives that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy.

38

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Level 3 trading assets and trading liabilities, at fair value

The valuation techniques and significant inputs used in determining the fair values of financial instruments classified as Level 3 of the fair value hierarchy are as follows:

Securities and other assets for which market quotes are not readily available are valued at fair value as determined in good faith by the Board or persons acting at their direction and may be categorized as Level 3 of the fair value hierarchy.

Market quotes are considered not readily available in circumstances where there is an absence of current or reliable market-based data (e.g., trade information or broker quotes), including where events occur after the close of the relevant market, but prior to the Exchange close, that materially affect the values of a Fund’s securities or assets. In addition, market quotes are considered not readily available when, due to extraordinary circumstances, the exchanges or markets on which the securities trade, do not open for trading for the entire day and no other market prices are available. The Board has delegated to the Manager the responsibility for monitoring significant events that may materially affect the fair values of a Fund’s securities or assets and for determining whether the value of the applicable securities or assets should be re-evaluated in light of such significant events.

The Board has adopted methods for valuing securities and other assets in circumstances where market quotes are not readily available, and has delegated the responsibility for applying the valuation methods to the Manager. For instances in which daily market quotes are not readily available, investments may be valued pursuant to guidelines established by the Board. In the event that the security or asset cannot be valued pursuant to one of the valuation methods established by the Board, the fair value of the security or asset will be determined in good faith by the Valuation Committee, generally based upon recommendations provided by the Manager.

When a Fund uses fair valuation methods applied by the Manager that use significant unobservable inputs to determine its NAV, the securities priced using this methodology are categorized as Level 3 of the fair value hierarchy. These methods may require subjective determinations about the value of a security. While the Trust’s policy is intended to result in a calculation of a Fund’s NAV that fairly reflects security values as of the time of pricing, the Trust cannot guarantee that values determined by the Board or persons acting at their direction would accurately reflect the price that a Fund could obtain for a security if it were to dispose of that security as of the time of pricing (for instance, in a forced or distressed sale). The prices used by a Fund may differ from the value that would be realized if the securities were sold.

For fair valuations using significant unobservable inputs, U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) requires a reconciliation of the beginning to ending balances for reported fair values that presents changes attributable to total realized and unrealized gains or losses, purchases and sales, and transfers in and out of the Level 3 category during the period. In accordance with the requirements of U.S. GAAP, a fair value hierarchy and Level 3 reconciliation, if any, have been included below.

The Funds’ investments are summarized by level based on the inputs used to determine their values. U.S. GAAP also requires all transfers between any levels to be disclosed. The end of the period timing recognition has been adopted for the transfers between levels of each Fund’s assets and liabilities. During the year ended February 28, 2015, there were no transfers between levels. As of February 28, 2015, the investments were classified as described below (in thousands):

39

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

The London Company Income Equity(1)	Level 1			Level 2		Level 3		Total
Preferred Stock	$	9,109		$	—	$	—	$	9,109
Common Stock		491,853			—		—		491,853
Short-Term Investments - Money Market Fund		48,030			—		—		48,030
Total Investments in Securities	$	548,992		$	—	$	—	$	548,992
Financial Derivative Instruments - Liabilities
Futures Contracts	$	(34	)	$	—	$	—	$	(34	)
Zebra Global Equity(1)	Level 1			Level 2		Level 3		Total
Foreign Common Stock	$	2,846		$	—	$	—	$	2,846
Foreign Preferred Stock		56			—		—		56
Domestic Common Stock		3,487			—		—		3,487
Short-Term Investments - Money Market Fund		193			—		—		193
Total Investments in Securities	$	6,582		$	—	$	—	$	6,582
Financial Derivative Instruments - Assets
Futures Contracts	$	6		$	—	$	—	$	6
Zebra Small Cap Equity(1)	Level 1			Level 2		Level 3		Total
Common Stock	$	19,504		$	—	$	—	$	19,504
Securities Lending Collateral Invested in Money Market Funds		374			—		—		374
Short-Term Investments - Money Market Fund		522			—		—		522
Total Investments in Securities	$	20,400		$	—	$	—	$	20,400
Financial Derivative Instruments - Assets
Futures Contracts	$	—	(2)	$	—	$	—	$	—	(2)
SiM High Yield Opportunities(1)	Level 1			Level 2		Level 3		Total
Common Stock	$	23,174		$	—	$	—	$	23,174
Domestic Bank Loan Obligations		—			8,719		—		8,719
Domestic Convertible Obligations		—			21,730		—		21,730
Domestic Obligations		—			638,371		—		638,371
Foreign Convertible Obligations		—			3,068		1,415		4,483
Foreign Obligations		—			92,805		—		92,805
U.S. Agency Obligations		—			10,839		—		10,839
U.S. Treasury Obligations		—			1,457		—		1,457
Short-Term Investments - Money Market Fund		27,045			—		—		27,045
Total Investments in Securities	$	50,219		$	776,989	$	1,415	$	828,623
Financial Derivative Instruments - Assets
Swap Agreements	$	—		$	875	$	—	$	875
Futures Contracts		6,892			—		—		6,892
	$	6,892		$	875	$	—	$	7,767

⁽¹⁾  Refer to the Schedules of Investments for industry or country information.

⁽²⁾ Amount less than $500 but greater than $0.

The following is a reconciliation of Level 3 assets of the SiM High Yield Opportunities Fund, for which significant unobservable inputs were used to determine fair value. Transfers in or out of Level 3 represent the ending value of any security or instrument where a change in the level has occurred from the beginning to the end of the period.

40

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

	Foreign Convertible Obligations
Beginning Balance as of 8/31/2014	$	1,661
Net Purchases		—
Net Sales		—
Accrued Discounts/(Premiums)		—
Realized Gain/(Loss)		—
Net Change in Unrealized Appreciation/(Depreciation)		(246	)
Transfers into Level 3		—
Transfers out of Level 3		—
Ending Balance 2/28/2015	$	1,415
Net Change in Unrealized Appreciation/(Depreciation) on Investments Held at 2/28/2015(3)	$	(246	)

The following is a summary of significant unobservable inputs used in the fair valuation of the asset categorized within Level 3 of the fair value hierarchy:

Security Type	Fair Value At 2/28/2015		Valuation Technique	Unobservable Inputs	Input Assumptions(4)			Fair Value at 2/28/2015 per share
Foreign Convertible Obligations	$	1,415	Discounted Cash Flow Analysis	Cash Flows	125mm of a 20 year Super Senior Security with a 15% coupon				9.00 EUR/ $10.07
					400mm of a 10 year Senior Security with a 3% coupon
					300mm of a 15 year Junior Security with a 1% coupon
					300mm of a 20 year Subordinated Security zero coupon
				Discount Factor	Super Senior	8.00	%
					Senior	10.00	%
					Junior	12.00	%
					Subordinated	15.00	%
					Additional Timing Discount	25.00	%

⁽³⁾ Change in unrealized appreciation or (depreciation) attributable to Level 3 securities held at period end. This balance is included in the change in unrealized appreciation or (depreciation) on the Statement of Operations.

⁽⁴⁾  The key assumptions used in the discounted cash flow analysis are the future expected payments to be received, timing of the expected cash flows, and the discount rates used to present value the expected cash flows. The valuation estimate will change if one of the key assumptions either increase or decrease, keeping all other assumptions constant. For example, if the expected cash flows increase/decrease, the valuation estimate will increase/decrease. If the discount rates used decrease / increase, the valuation estimate will increase /decrease.

Security Transactions and Investment Income

Security transactions are recorded on the trade date of the security purchase or sale. The Funds may purchase securities with delivery or payment to occur at a later date. At the time the Funds enter into a commitment to purchase a security, the transaction is recorded and the value of the security is reflected in the NAV. The value of the security may vary with market fluctuations.

Dividend income, net of foreign taxes, is recorded on the ex-dividend date except certain dividends from foreign securities which are recorded as soon as the information is available to the Funds. Interest income is earned from settlement date, recorded on the accrual basis, and adjusted, if necessary, for accretion of discounts and amortization of premiums. For financial and tax reporting purposes, realized gains and losses are determined on the basis of specific lot identification.

41

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Currency Translation

All assets and liabilities initially expressed in foreign currency values are converted into U.S. dollar values at the mean of the bid and ask prices of such currencies against U.S. dollars as last quoted by a recognized dealer. Income, expense and purchases and sales of investments are translated into U.S. dollars at the rate of the exchange prevailing on the respective dates of such transactions. The effect of changes in foreign currency exchange rates on investments is separately identified from the fluctuations arising from changes in market values of securities held and is reported with all other foreign currency gains and losses in the Funds’ Statement of Operations.

Dividends to Shareholders

Dividends from net investment income of the Funds normally will be declared and paid at least annually. Distributions, if any, of net realized capital gains are generally paid at least annually and recorded on the ex-dividend date.

Commission Recapture

The Funds, except for SiM High Yield Opportunities Fund, have established brokerage commission recapture arrangements with certain brokers or dealers. If the Funds’ investment advisor chooses to execute a transaction through a participating broker, the broker rebates a portion of the commission back to the Funds. Any collateral benefit received through participation in the commission recapture program is directed exclusively to the Funds. This amount is reported with the net realized gain in the Funds’ Statements of Operations, if applicable.

Allocation of Income, Expenses, Gains, and Losses

Income, expenses (other than those attributable to a specific class), gains, and losses are allocated daily to each class of shares based upon the relative proportion of net assets represented by such class. Operating expenses directly attributable to a specific class are charged against the operations of that class.

Redemption Fees

The SiM High Yield Opportunities Fund imposes a 2% redemption fee on shares held for less than 90 days. The fee is deducted from the redemption proceeds and is intended to offset the trading costs, market impact, and other costs associated with short-term trading activity in the Fund. The “first-in, first-out” method is used to determine the holding period. The fee is allocated to all classes of the Fund prorata based on their respective net assets.

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimated.

Other

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liability arising out of the performance of their duties to the Trust. In the normal course of business, the Trust enters into contracts that provide indemnification to the other party or parties against potential costs or liabilities. The Trust’s maximum exposure under these arrangements is dependent on claims that may be made in the future and, therefore, cannot be estimated. The Trust has had no prior claims or losses pursuant to any such agreement.

42

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

4. Securities and other Investments

Global Depositary Receipts (“GDRs”) and American Depositary Receipts (“ADRs”)

GDRs are in bearer form and traded in both the U.S. and European securities Markets. ADRs are depositary receipts for foreign issuers in registered form traded in U.S. securities markets. Depositary receipts may not be denominated in the same currency as the securities into which they may be converted. Investing in depositary receipts entails substantially the same risks as direct investment in foreign securities. There is generally less publicly available information about foreign companies and there may be less governmental regulation and supervision of foreign stock exchanges, brokers and listed companies. In addition, such companies may use different accounting and financial standards (and certain currencies may become unavailable for transfer from a foreign currency), resulting in the Fund’s possible inability to convert immediately into U.S. currency proceeds realized upon the sale of portfolio securities of the affected foreign companies. In addition, the Fund may invest in unsponsored depositary receipts, the issuers of which are not obligated to disclose material information about the underlying securities to investors in the United States. Ownership of unsponsored depositary receipts may not entitle the Fund to the same benefits and rights as ownership of a sponsored depositary receipt or the underlying security.

Inflation-Indexed Bonds

The SiM High Yield Opportunities Fund may invest in inflation-indexed bonds. Inflation-indexed bonds are fixed-income securities whose principal value is periodically adjusted based on the rate of inflation. The interest rate on these bonds is generally fixed at issuance at a rate lower than typical bonds. Over the life of an inflation-indexed bond, however, interest will be paid based on a principal value, which is adjusted for inflation. Any increase or decrease in the principal amount of an inflation-indexed bond will be included as interest income on the Statements of Operations, even though investors do not receive their principal until maturity.

In-Kind Securities

The SiM High Yield Opportunities Fund may invest in payment in-kind securities (“PIKs”). PIKs give the issuer the option at each interest payment date of making interest payments in either cash or additional debt securities. Those additional debt securities usually have the same terms, including maturity dates and interest rates, and associated risks as the original bonds. The daily market quotations of the original bonds may include the accrued interest (referred to as a dirty price) and require a pro rata adjustment from the unrealized appreciation or depreciation on investment to interest receivable in the Statements of Assets and Liabilities.

Restricted Securities

The Funds may invest in securities that are subject to legal or contractual restrictions on resale. These securities may be sold privately, but are required to be registered or exempted from such registration before being sold to the public. Private placement securities are generally considered to be restricted except for those securities traded between qualified institutional investors under the provisions of Rule 144A of the Securities Act of 1933. Reg S securities cannot be sold in the United States without either an effective registration statement filed pursuant to the Securities Act of 1933, or pursuant to an exemption from registration. Disposal of restricted securities may involve time-consuming negotiations and expenses, and prompt sale at an acceptable price may be difficult to achieve. Restricted securities outstanding at the six months ended February 28, 2015 are disclosed in the Notes to the Schedules of Investments.

43

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

High-Yield Securities

Non-investment-grade securities are rated below the four highest credit grades by at least one of the public rating agencies (or are unrated if not publicly rated). Participation in high-yielding securities transactions generally involves greater returns in the form of higher average yields. However, participation in such transactions involves greater risks, including sensitivity to economic changes, solvency, and relative liquidity in the secondary trading market. Lower ratings may reflect a greater possibility that the financial condition of the issuer, or adverse changes in general economic conditions, or both, may impair the ability of the issuer to make payments of interest and principal. The prices and yields of lower-rated securities generally fluctuate more than higher-quality securities, and such prices may decline significantly in periods of general economic difficulty or rising interest rates.

Real Estate Investment Trusts

The Funds may own shares of real estate investment trusts (“REITs”) which report information on the source of their distributions annually. The Funds re-characterizes distributions received from REIT investments based on information provided by the REITs into the following categories: ordinary income, long-term capital gains, and return of capital. If information is not available on a timely basis from the REITs, the re-characterization will be estimated based on available information which may include the previous year allocation. If new or additional information becomes available from the REITs at a later date, a re-characterization will be made the following year. These re-characterizations are not recorded for financial statement purposes, but as an adjustment to the calculation of taxable income.

Other Investment Company Securities and Other Exchange Traded Products

The Funds may invest in shares of other investment companies, including open-end funds, closed-end funds, business development companies, ETFs, unit investment trusts, and other investment companies of the Trust. The Funds may invest in investment company securities advised by the Manager or a sub-advisor. Investments in the securities of other investment companies may involve duplication of advisory fees and certain other expenses. By investing in another investment company, a Fund becomes a shareholder of that investment company. As a result, Fund shareholders indirectly will bear a Fund’s proportionate share of the fees and expenses paid by shareholders of the other investment company, in addition to the fees and expenses Fund shareholders directly bear in connection with the Fund’s own operations. These other fees and expenses are reflected as Acquired Fund Fees and Expenses and are included in the Fees and Expenses Table for the Fund in its Prospectus, if applicable. Investments in other investment companies may involve the payment of substantial premiums above the value of such issuer’s portfolio securities.

Master Agreements

The SiM High Yield Opportunities Fund is a party to International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreements”) with counterparties that govern transactions in over-the-counter derivative and foreign exchange contracts entered into by the Fund and those counterparties. The ISDA Master Agreements contain provisions for general obligations, representations, agreements, collateral and events of default or termination. Events of termination include conditions that may entitle counterparties to elect to terminate early and cause settlement of all outstanding transactions under the applicable ISDA Master Agreement. Any election to terminate early could be material to the financial statements. Since different types of forward and OTC financial derivative transactions have different mechanics and are sometimes traded out of different legal entities of a particular counterparty organization, each type of transaction may be covered by a different Master Agreement, resulting in the need for multiple agreements with a single counterparty. As the Master Agreements are specific to unique operations of different asset types, they allow a Fund to net its total exposure to a counterparty in the event of a default with respect to all the transactions governed under a single agreement with a counterparty.

Master Repurchase Agreements (“Master Repo Agreements”) govern transactions between a Fund and select counterparties. The Master Repo Agreements maintain provisions for, among other things, initiation, income payments, events of default, and maintenance of collateral for Repurchase and Reverse Repurchase Agreements.

44

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Master Securities Forward Transaction Agreements (“Master Forward Agreements”) govern the considerations and factors surrounding the settlement of certain forward settling transactions, such as delayed delivery or sale-buyback financing transactions by and between a Fund and select counterparties. The Master Forward Agreements maintain provisions for, among other things, initiation and confirmation, payment and transfer, events of default, termination, and maintenance of collateral.

5. Financial Derivative Instruments

The Funds may utilize derivative instruments to enhance return, hedge risk, gain efficient exposure to an asset class or to manage liquidity. When considering the Funds’ use of derivatives, it is important to note that the Fund does not use derivatives for the purpose of creating financial leverage.

Swap Agreements

The SiM High Yield Opportunities Fund may invest in swap agreements. Swap agreements are privately negotiated agreements between the Fund and a counterparty to exchange or swap investment cash flows, assets, foreign currencies or market-linked returns at specified, future intervals. The Fund may enter into credit default, cross-currency, interest rate and other forms of swap agreements to manage its exposure to credit, currency, interest rate, and inflation risk. In connection with these agreements, securities or cash may be identified as collateral in accordance with the terms of the respective swap agreements to provide assets of value and recourse in the event of default or bankruptcy/insolvency.

Swaps are marked to market daily based upon values from third party vendors or quotations from market makers to the extent available and the change in value, if any, is recorded as an unrealized gain or loss on the Statements of Assets and Liabilities. In the event that market quotes are not readily available and the swap cannot be valued pursuant to one of the valuation methods, the value of the swap will be determined in good faith by the Valuation Committee pursuant to procedures approved by the Board.

Payments received or made at the beginning of the measurement period are reflected as such on the Statements of Assets and Liabilities and represent payments made or received upon entering into the swap agreement to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors). These upfront payments are recorded as realized gains or losses on the Statements of Operations upon termination or maturity of the swap. A liquidation payment received or made at the termination of the swap is recorded as realized gain or loss on the Statements of Operations. Net periodic payments received or paid by a Fund are included as part of realized gains or losses on the Statements of Operations.

Entering into these agreements involves, to varying degrees, elements of credit, market and documentation risk in excess of the amounts recognized on the Statements of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of contractual terms in the agreements and that there may be unfavorable changes in interest rates.

The Fund’s maximum risk of loss from counterparty credit risk is the discounted net value of the cash flows to be received from the counterparty over the contract’s remaining life, to the extent that amount is positive. The risk is mitigated by having a master netting arrangement between the Fund and the counterparty and by the posting of collateral to the Fund to cover the Fund’s exposure to the counterparty.

45

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Credit Default Swap Agreements

Credit default swap agreements involve one party making a stream of payments (referred to as the buyer of protection) to another party (the seller of protection) in exchange for the right to receive a specified return in the event of a default or other credit event for the referenced entity, obligation or index. As a seller of protection on credit default swap agreements, the Fund will generally receive from the buyer of protection a fixed rate of periodic premium throughout the term of the swap provided that there is no credit event. As the seller, the Fund would effectively add leverage to its portfolio because, in addition to its total net assets, the Fund would be subject to investment exposure up to the notional amount of the swap.

If the Fund is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation, other deliverable obligations or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index. If the Fund is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation, other deliverable obligations or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index. Recovery values are estimated by market makers considering either industry standard recovery rates or entity specific factors and considerations until a credit event occurs. If a credit event has occurred, the recovery value is determined by a facilitated auction whereby a minimum number of allowable broker bids, together with a specified valuation method, are used to calculate the settlement value.

Credit default swap agreements on corporate issues, sovereign issues of an emerging country or U.S. municipal issues involve one party making a stream of payments to another party in exchange for the right to receive a specified return in the event of a default or other credit event. If a credit event occurs and cash settlement is not elected, a variety of other deliverable obligations may be delivered in lieu of the specific referenced obligation. The ability to deliver other obligations may result in a cheapest-to-deliver option (the buyer of protection’s right to choose the deliverable obligation with the lowest value following a credit event). The Fund may use credit default swaps on corporate issues, sovereign issues of an emerging country or U.S. municipal issues to provide a measure of protection against defaults of the issuers (i.e., to reduce risk where the Fund owns or has exposure to the referenced obligation) or to take an active long or short position with respect to the likelihood of a particular issuer’s default.

Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on corporate issues, sovereign issues of an emerging country or U.S. municipal issues as of period end are disclosed in the Notes to the Schedule of Investments and serve as an indicator of the current status of the payment/performance risk and represent a market participant view of the likelihood or risk of default for the underlying referent security to credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. For credit default swap agreements on asset-backed securities and credit indices, the quoted market prices and resulting values serve as the indicator of the current status of the payment/performance risk. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.

The maximum potential amount of future payments (undiscounted) that the Fund as a seller of protection could be required to make under a credit default swap agreement would be an amount equal to the notional amount of the agreement. Notional amounts of each individual credit default swap agreements outstanding as of February 28, 2015 for which the Fund is the seller of protection is disclosed in the Notes to the Schedules of Investments. These potential amounts would be partially offset by any recovery values of the respective referenced obligations, upfront payments received upon entering into the agreement, or net amounts received from the settlement of buy protection credit default swap agreements entered into by the Fund for the same referenced entity or entities.

46

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

For the six months ended February 28, 2015, the SiM High Yield Opportunities Fund entered into credit default swaps primarily for return enhancement, hedging, and exposing cash to markets.

The Fund’s credit default swap contract notional amounts outstanding fluctuate throughout the operating year as required to meet the strategic requirements. The following table illustrates the average quarterly volume of credit default swap contracts. For the purpose of this disclosure, the volume is measured by the notional amounts outstanding at each quarters end (in thousands).

Credit Default Swap Notional Amounts Outstanding
Fund	Year ended February 28, 2015
SiM High Yield Opportunities	$ 12,000

Over-the-Counter Swap Agreements

OTC financial derivative instruments such as forward currency contracts, options contracts, interest rate, and credit default swap agreements derive their value from underlying asset prices, indices, reference rates, and other inputs or a combination of these factors. These instruments are valued using evaluated prices furnished by a pricing service selected by the Board. In certain cases, when a valuation is not readily available from a pricing service, the Fund’s Manager may provide a valuation pursuant to procedures approved by the Board. Depending on the instrument and the terms of the transaction, the value of the derivative instrument can be determined by a pricing service or the Manager using a series of techniques, including simulation pricing models. The pricing models are inputs, such as issuer details, indices, spreads, interest rates, yield curves, dividends, and exchange rates, that are observed from actively quoted markets. Derivative instruments that use valuation techniques and inputs similar to those described above are normally categorized as Level 2 in the fair valuation hierarchy.

Futures Contracts

Futures contracts are contracts to buy or sell a standard quantity of securities at a specified price on a future date. The Funds may enter into financial futures contracts as a method for keeping assets readily convertible to cash if needed to meet shareholder redemptions or for other needs while maintaining exposure to the stock or bond market, as applicable. The primary risks associated with the use of futures contracts are the possibility of illiquid markets or imperfect correlation between the values of the contracts and the underlying securities, or that the counterparty will fail to perform its obligations.

Upon entering into a futures contract, the Fund is required to set aside or deposit with a broker an amount, termed the initial margin, which typically represents a portion of the face value of the futures contract. The Funds usually reflect this amount on the Schedule of Investments as a U.S. Treasury Bill held as collateral for futures contracts or as cash deposited with broker on the Statements of Assets and Liabilities. Payments to and from the broker, known as variation margin, are required to be made on a daily basis as the price of the futures contract fluctuates. Changes in initial settlement values are accounted for as unrealized appreciation or depreciation until the contracts are terminated, at which time realized gains and losses are recognized. Futures contracts are valued at the most recent settlement price established each day by the exchange on which they are traded.

For the six months ended February 28, 2015, the Funds entered into future contracts primarily for return enhancement and exposing cash to markets.

The Funds’ futures contracts outstanding fluctuate throughout the operating year as required to meet strategic requirements. The following table illustrates the average quarterly volume of futures contracts. For purpose of this disclosure, volume is measured by contracts outstanding at period end.

47

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Number of Futures Contracts Outstanding
Fund	Year ended February 28, 2015
The London Company Income Equity		119
Zebra Global Equity		4
Zebra Small Cap Equity		6
SiM High Yield Opportunities		630

The following is a summary of the Funds’ derivative financial instruments categorized by risk exposure (in thousands) ⁽¹⁾:

Fair Values of financial derivative instruments not accounted for as hedging instruments as of February 28, 2015 (000’s):

			The London Company Income Equity		Zebra Global Equity		Zebra Small Cap Equity
Liabilities	Derivative
Payable for variation margin from open futures contracts		Equity Contracts	$	89	$	1	$	2

The effect of financial derivative instruments not accounted for as hedging instruments during the six months ended February 28, 2015 (000’s):

Statements of Operations
Net realized gain or (loss) from futures contracts	Equity Contracts	$	1,434		$	2		$	14
Change in net unrealized appreciation or (depreciation) of futures contracts	Equity Contracts		(120	)		(2	)		(10	)
		$	1,314		$	—		$	4

SiM High Yield Opportunities

Fair values of financial derivative instruments on the Statements of Assets and Liabilities as of February 28, 2015 (000’s):

	Derivatives not accounted for as hedging instruments
Assets:	Credit contracts		Foreign exchange contracts		Interest rate contracts		Equity contracts		Total
Receivable for variation margin from open futures contracts	$	—	$	6,895	$	—	$	—	$	6,895
Unrealized appreciation of swap agreements		1,547		—		—		—		1,547
	$	1,547	$	6,895	$	—	$	—	$	8,442

The effect of financial derivative instruments on the Statement of Operations for the six months ended February 28, 2015 (000’s):

	Derivatives not accounted for as hedging instruments
	Credit contracts			Foreign exchange contracts		Equity contracts		Total
Realized gain or (loss) from derivatives recognized as a result from operations:
Net realized gain or (loss) from futures contracts	$	—		$	8,420	$	—	$	8,420
Net realized gain or (loss) from swap agreements		—			—		—		—
	$	—		$	8,420	$	—	$	8,420
Net change in unrealized appreciation or (depreciation) of derivatives recognized as a result from operations:
Change in net unrealized appreciation of futures contracts	$	—		$	4,356	$	—	$	4,356
Change in net unrealized appreciation of swap agreements		(390	)		—		—		(390	)
	$	(390	)	$	4,356	$	—	$	3,966

⁽¹⁾       See Note 3 in the Notes to Financial Statements for additional information.

6. Principal Risks

In the normal course of business the Funds trade financial instruments and enter into financial transactions where risk of potential loss exists. Security values fluctuate (market risk) and may decline due to factors affecting securities markets in general, particular industries represented in the securities markets or conditions specifically related to a particular company. Failure of the other party to a transaction to perform

48

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

(credit risk), for example by not making principal and interest payments when due, reduces the value of the issuer’s debt and could reduce the Funds’ income. Similar to credit risk, the Funds may be exposed to counterparty risk, or the risk that an institution or other entity with which the Funds have unsettled or open transactions will fail to make required payments or otherwise comply with the terms of the instrument, transaction or contract. The potential loss could exceed the value of the financial assets recorded in the financial statements. Some of the Funds’ investments may be illiquid and the Funds may not be able to vary the portfolio investments in response to changes in economic and other conditions. If a Fund is required to liquidate all or a portion of its investments quickly, the Fund may realize significantly less than the value at which it previously recorded those investments.

In the normal course of business the Funds trade financial instruments and enter into financial transactions where risk of potential loss exists due to changes in the market (market risk), or failure or inability of the other party to a transaction to perform (credit and counterparty risk). See below for a detailed description of select principal risks.

Market Risks

The Funds’ investments in financial derivatives and other financial instruments expose the Funds to various risks such as, but not limited to, interest rate, foreign currency and equity risks.

Interest rate risk is the risk that fixed income securities will decline in value because of changes in interest rates. As nominal interest rates rise, the value of certain fixed income securities held by the Fund is likely to decrease. A nominal interest rate can be described as the sum of a real interest rate and an expected inflation rate. Fixed income securities with longer durations tend to be more sensitive to changes in interest rates, usually making them more volatile than securities with shorter durations. Duration is useful primarily as a measure of the sensitivity of a fixed income’s market price to interest rate (i.e. yield) movements.

If the Funds invest directly in foreign currencies or in securities that trade in, and receive revenues in, foreign currencies, or in financial derivatives that provide exposure to foreign currencies, it will be subject to the risk that those currencies will decline in value relative to the base currency of the Funds, or, in the case of hedging positions, that the Funds’ base currency will decline in value relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time for a number of reasons, including changes in interest rates, intervention (or the failure to intervene) by U.S. or foreign governments, central banks or supranational entities such as the International Monetary Fund, or by the imposition of currency controls or other political developments in the United States or abroad. As a result, the Funds’ investments in foreign currency denominated securities may reduce the returns of the Fund.

The fair values of equities, such as common stocks and preferred securities or equity related investments such as futures and options, may decline due to general market conditions which are not specifically related to a particular company, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. They may also decline due to factors which affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. Equity securities and equity related investments generally have greater market price volatility than fixed income securities.

Credit and Counterparty Risks

The SiM High Yield Opportunities Fund will be exposed to credit risk with respect to issuers of portfolio securities. The Fund minimizes concentrations of credit risk by undertaking transactions with a large number of issuers. The Fund could lose money if the issuer or guarantor of a fixed income security, or the counterparty to a financial derivatives contract, repurchase agreement or a loan of portfolio securities, is unable or unwilling to make timely principal and/or interest payments, or to otherwise honor its obligations. Securities are subject to varying degrees of credit risk, which are often reflected in credit ratings.

49

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Similar to credit risk, the SiM High Yield Opportunities Fund may be exposed to counterparty risk, or the risk that an institution or other entity with which the Fund has unsettled or open transactions will default. Financial assets, which potentially expose the Fund to counterparty risk, consist principally of cash due from counterparties and investments. Furthermore, to the extent that unpaid amounts owed to the Fund exceed a predetermined threshold agreed to with the counterparty, such counterparty shall advance collateral to the Fund in the form of cash or cash equivalents equal in value to the unpaid amount owed to the Fund. The Fund may invest such collateral in securities or other instruments and will typically pay interest to the counterparty on the collateral received. If the unpaid amount owed to the Fund subsequently falls, the Fund would be required to return to the counterparty all or a portion of the collateral previously advanced to the Fund.

All transactions in listed securities are settled/paid for upon delivery using approved counterparties. The risk of default is considered minimal, as delivery of securities sold is only made once the Fund has received payment. Payment is made on a purchase once the securities have been delivered by the counterparty. The trade will fail if either party fails to meet its obligation.

The SiM High Yield Opportunities Fund is subject to various Master Agreements, which govern the terms of certain transactions with select counterparties. These Master Agreements reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Since different types of forward and OTC derivative transactions have different mechanics and are sometimes traded out of different legal entities of a particular counterparty organization, each type of transaction may be covered by a different Master Agreement and result in the need for multiple agreements with a single counterparty. Therefore, exposure cannot be netted and collateralized across all types of transactions. Exposures can only be netted across transactions governed under the same Master Agreement with the same legal entity.

Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Under the Master Agreements, collateral is routinely transferred if the total net exposure to certain transactions (net of existing collateral already in place) governed under the relevant master agreement with a counterparty in a given account exceeds a specified threshold, which typically ranges from zero to $250,000 depending on the counterparty and the type of Master Agreement. United States Treasury bills and US dollar cash are generally the preferred forms of collateral, although other forms of AAA rated paper may be used. The Fund’s overall exposure to counterparty risk can change substantially within a short period, as it is affected by each transaction subject to the relevant Master Agreement. Master Repurchase Agreements (“Master Repo Agreements”) govern transactions between the Fund and select counterparties. The Master Repo Agreements maintain provisions for, among other things, initiation, income payments, events of default, and maintenance of collateral for Repurchase Agreements.

Master Securities Forward Transaction Agreements (“Master Forward Agreements”) govern the considerations and factors surrounding the settlement of certain purchases and sales made on a delayed-delivery basis by and between the Fund and select counterparties. The Master Forward Agreements maintain provisions for, among other things, initiation and confirmation, payment and transfer, events of default, termination, and maintenance of collateral.

International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreements”) govern OTC financial derivative transactions entered into by the SiM High Yield Opportunities Fund and those counterparties. The ISDA Master Agreements maintain provisions for general obligations, representations, agreements, collateral and events of default or termination. Events of termination include conditions that may entitle counterparties to elect to terminate early and cause settlement of all outstanding transactions under the applicable ISDA Master Agreement. Any election to early terminate could be material to the financial statements. The fair value of OTC financial derivative transactions net of collateral received in or pledged by counterparty as of period end is disclosed in the Notes to the Schedule of Investments.

50

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Offsetting Assets and Liabilities

The Funds are parties to enforceable master netting agreements between brokers and counterparties, which provide for the right to offset under certain circumstances. The Funds employ multiple money managers and counterparties and have elected not to offset qualifying financial and derivative instruments on the Statements of Assets and Liabilities, as such all financial and derivative instruments are presented on a gross basis. The impacts of netting arrangements that provide the right to offset are detailed below. The net amount represents the net receivable or payable that would be due from or to the counterparty in the event of default. Exposure from borrowings and other financing agreements such as repurchase agreements can only be netted across transactions governed by the same Master Agreement with the same legal entity. All amounts reported below represent the balance as of February 28, 2015 (in thousands).

The London Company Income Equity

Offsetting of Financial Liabilities and Derivative Liabilities as of February 28, 2015:

Description	Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Statements of Assets and Liabilities		Net Amounts of Liabilities Presented in the Statements of Assets and Liabilities
Futures Contracts (1)	$	89	$	—	$	89

Financial Liabilities, Derivative Liabilities, and Collateral Pledged by Counterparty as of February 28, 2015:

	Net amount of Assets Presented in the Statements of Assets and Liabilities		Gross Amounts Not Offset in the Statements of Assets and Liabilities
Counterparty			Financial Instruments		Cash Collateral Received		Net Amount
Goldman Sachs & Co.	$	89	$	—	$	—	$	89

Zebra Global Equity

Offsetting of Financial Liabilities and Derivative Liabilities as of February 28, 2015:

Description	Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Statements of Assets and Liabilities		Net Amounts of Liabilities Presented in the Statements of Assets and Liabilities
Futures Contracts (1)	$	1	$	—	$	1

Financial Liabilities, Derivative Liabilities, and Collateral Pledged by Counterparty as of February 28, 2015:

	Net amount of Assets Presented in the Statements of Assets and Liabilities		Gross Amounts Not Offset in the Statements of Assets and Liabilities
Counterparty			Financial Instruments		Cash Collateral Received		Net Amount
Goldman Sachs & Co.	$	1	$	—	$	—	$	1

Zebra Small Cap Equity

Offsetting of Financial Liabilities and Derivative Liabilities as of February 28, 2015:

Description	Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Statement of Assets and Liabilities		Net Amounts of Liabilities Presented in the Statement of Assets and Liabilities
Futures Contracts (1)	$	2	$	—	$	2
Securities Lending		511		—		511
	$	513	$	—	$	513

51

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Financial Assets, Derivative Assets, and Collateral Pledged by Counterparty as of February 28, 2015:

	Net amount of Assets Presented in the Statements of Assets and Liabilities		Gross Amounts Not Offset in the Statements of Assets and Liabilities
Counterparty			Financial Instruments		Cash Collateral Received(2)			Net Amount
Citigroup Global Markets	$	56	$	—	$	(56	)	$	—
Deutsche Bank Securities		220		—		(220	)		—
Goldman Sachs & Co.(1)		2		—		—			2
JP Morgan Clearing Corp.		115		—		(115	)		—
SG Americas Securities, LLC		120		—		(120	)		—
	$	513	$	—	$	(511	)	$	2

SiM High Yield Opportunities

Offsetting of Financial Assets and Derivative Assets as of February 28, 2015:

Description	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Statements of Assets and Liabilities		Net Amounts of Liabilities Presented in the Statements of Assets and Liabilities
Credit Default Swaps	$	1,547	$	—	$	1,547
Futures Contracts (1)		6,895		—		6,895
	$	8,442	$	—	$	8,442

Financial Assets, Derivative Assets, and Collateral Pledged by Counterparty as of February 28, 2015:

	Net amount of Assets Presented in the Statements of Assets and Liabilities		Gross Amounts Not Offset in the Statements of Assets and Liabilities
Counterparty			Financial Instruments		Cash Collateral Received1		Net Amount
Archer Financial Services, Inc.(1)	$	6,895	$	—	$	—	$	6,895
Credit Suisse		508		—		—		508
Goldman Sachs Bank USA		511		—		—		511
JP Morgan Chase Bank, N.A.		528		—		—		528
	$	8,442	$	—	$	—	$	8,442

⁽¹⁾  The securities presented here within are not subject to Master Netting Agreements. As such, this is disclosed for informational purposes only.

⁽²⁾  Excess of collateral received from the individual counterparty is not shown for financial reporting purposes. Collateral with a value of $522 has been received in connection with securities lending transactions.

7. Federal Income and Excise Taxes

It is the policy of each Fund to qualify as a regulated investment company (“RIC”), by complying with all applicable provisions of Subchapter M of the Internal Revenue Code, as amended, and to make distribution of taxable income sufficient to relieve it from substantially all federal income and excise taxes. For federal income tax purposes, the Fund is treated as a single entity for the purpose of determining such qualification.

The Funds do not have any unrecognized tax benefits in the accompanying financial statements. Each of the tax years in the four year period ended August 31, 2014 remains subject to examination by the Internal Revenue Service. If applicable, the Funds recognized interest accrued related to unrecognized tax benefits in interest expense and penalties in “Other expenses” on the Statements of Operations.

Dividends are categorized in accordance with income tax regulations which may treat certain transactions differently than U.S. GAAP. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements.

The Funds may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on returns of income earned or gains realized or repatriated. Taxes are accrued and applied to net investment income, net realized capital gains and net unrealized appreciation or depreciation, as applicable, as the income is earned or capital gains are recorded.

52

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

The tax character of distributions paid were as follows (in thousands):

	The London Company Income Equity				Zebra Global Equity
	Six months ended February 28, 2015		Year Ended August 31, 2014		Six months ended February 28, 2015		Year Ended August 31, 2014
	(unaudited)				(unaudited)
Distributions paid from:
Ordinary income*
Institutional Class	$	814	$	1,201	$	31	$	91
Y Class		2,078		1,703		36		21
Investor Class		184		333		24		88
A Class		416		450		191		419
C Class		473		386		46		56
Capital gain
Institutional Class		410		109		51		93
Y Class		1,154		154		60		21
Investor Class		101		37		39		84
A Class		252		54		307		425
C Class		430		57		75		62
Total distributions paid	$	6,312	$	4,484	$	860	$	1,360
	Zebra Small Cap Equity				SiM High Yield Opportunities
	Six months ended February 28, 2015		Year Ended August 31, 2014		Six months ended February 28, 2015		Year Ended August 31, 2014
	(unaudited)				(unaudited)
Distributions paid from:
Ordinary income*
Institutional Class	$	9	$	97	$	4,071	$	3,754
Y Class		51		175		11,299		9,029
Investor Class		6		375		7,415		19,007
A Class		16		175		3,421		5,884
C Class		4		62		2,719		4,004
Capital gain
Institutional Class		20		67		1,375		574
Y Class		118		120		4,119		1,373
Investor Class		30		257		2,721		3,540
A Class		57		120		1,272		1,085
C Class		19		42		1,124		842
Total distributions paid	$	330	$	1,490	$	39,536	$	49,092

* For tax purposes, short-term capital gains are considered ordinary income distributions.

As of February 28, 2015, the components of distributable earnings or (deficits) on a tax basis were as follows (in thousands):

	The London Company Income Equity			Zebra Global Equity			Zebra Small Cap Equity			SiM High Yield Opportunities
Cost basis of investments for federal income tax purposes	$	487,531		$	6,091		$	18,570		$	832,701
Unrealized appreciation		66,417			786			2,367			18,818
Unrealized depreciation		(4,956	)		(223	)		(1,059	)		(33,349	)
Net unrealized appreciation or (depreciation)		61,461			563			1,308			(14,531	)
Undistributed ordinary income		1,240			22			483			—
Accumulated gain or (loss)		958			—			352			4,844
Other temporary differences		—			—			—			(1,626	)
Distributable earnings or (deficits)	$	63,659		$	585		$	2,143		$	(11,313	)

53

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Financial reporting records are adjusted for permanent book/tax differences to reflect tax character. Financial records are not adjusted for temporary differences. The temporary differences between financial reporting and tax-basis reporting of unrealized appreciation or (depreciation) are attributable primarily to the tax deferral of losses from wash sales, the realization for tax purposes of unrealized gains or(losses) on certain derivative instruments and the reclassification of income from real estate investment securities, royalty trusts, and publicly traded partnerships, and the realization for tax purposes of unrealized gain or (loss) on investments in passive foreign investment companies.

Due to inherent differences in the recognition of income, expenses and realized gains or (losses) under U.S. GAAP and federal income tax regulations, permanent differences between book and tax reporting have been identified and appropriately reclassified on the Statements of Assets and Liabilities.

Accordingly, the following amounts represent current year permanent differences derived from foreign currency, paydown reclasses, reclassifications of income from real estate investment securities, publicly traded partnerships, and royalty trusts, gains or (losses) from sales of investments in passive foreign investment companies, and dividends that have been reclassified as of February 28, 2015 (in thousands):

	The London Company Income Equity		Zebra Global Equity			Zebra Small Cap Equity			SiM High Yield Opportunities
Paid-in-capital	$	—	$	—		$	(1	)	$	—
Undistributed net investment income		—		(12	)		(27	)		903
Accumulated net realized gain or (loss)		—		10			28			(903	)
Unrealized appreciation or (depreciation) of investments, futures contracts, and swap agreements		—		2			—			—

Under the Regulated Investment Company Modernization Act of 2010 (the “RIC MOD”), net capital losses recognized by Funds in taxable years beginning after December 22, 2010 are carried forward indefinitely and retain their character as short-term and/or long-term losses.

As of February 28, 2015, the Funds did not have capital loss carryforwards.

8. Investment Transactions

The aggregate cost of purchases and proceeds from sales of investments other than short-term obligations for the six months ended February 28, 2015 were (in thousands):

	Purchases		Sales
The London Company Income Equity Fund	$	218,516	$	13,854
Zebra Global Equity		1,619		2,436
Zebra Small Cap Equity		8,374		8,110
SiM High Yield Opportunities (non-U.S. Government Securities)		273,090		115,555
SiM High Yield Opportunities (U.S. Government Securities)		—		—

9. Securities Lending

The Zebra Small Cap Equity Fund may lend its securities to qualified financial institutions, such as certain broker-dealers, to earn additional income. The borrowers are required to secure their loans continuously with collateral in an amount at least equal to the fair value of the securities loaned, initially in an amount at least equal to 102% of the fair value of domestic securities loaned and 105% of the fair value of international securities loaned. Collateral is monitored and marked to market daily. Daily mark to market amounts are required to be paid to the borrower or received from the borrower by the end of the following business day. This one day settlement for mark to market amounts may result in the collateral being temporarily less than the value of the securities on loan or temporarily more than the required minimum collateral.

54

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

To the extent that a loan is collateralized by cash, such cash collateral shall be invested by the securities lending agent (the “Agent”) in money market mutual funds, and other short-term investments, as designated by the Manager.

Securities lending income is generated from the demand premium (if any) paid by the borrower to borrow a specific security and from the return on investment of cash collateral, reduced by negotiated rebate fees paid to the borrower and transaction costs. To the extent that a loan is secured by non-cash collateral, securities lending income is generated as a demand premium reduced by transaction costs. The Fund, the Agent, and the Manager retain 80%, 10%, and 10%, respectively, of the income generated from securities lending.

While securities are on loan, the Fund continues to receive certain income associated with that security and any gain or loss in the market price that may occur during the term of the loan. In the case of domestic equities, the value of any dividend is received in the form of a substitute payment approximately equal to the dividend. In the case of foreign securities, a negotiated amount is received that is less than the actual dividend, but higher than the dividend amount minus the foreign tax that the Fund would be subject to on the dividend.

Securities lending transactions pose certain risks to the Fund, including that the borrower may not provide additional collateral when required or return the securities when due, that the value of the short-term investments will be less than the amount of cash collateral required to be returned to the borrower, that non-cash collateral may be subject to legal constraints in the event of a borrower bankruptcy, and that the cash collateral investments could become illiquid and unable to be used to return collateral to the borrower. The Fund could also experience delays and costs in gaining access to the collateral. The Fund bears the risk of any deficiency in the amount of the cash collateral available for return to the borrower and any action which impairs its ability to liquidate non-cash collateral to satisfy a borrower default.

As of February 28, 2015, the value of outstanding securities on loan and the value of collateral was as follows (in thousands):

Fund	Fair Value of Securities on Loan		Non-Cash Collateral		Cash Collateral Posted by Borrower
Zebra Small Cap Equity Fund	$	511	$	—	$	522

Cash collateral is listed on the Zebra Small Cap Equity Fund’s Schedule of Investments and is shown on the Statements of Assets and Liabilities. Income earned on these investments, grossed up by the securities lending fees paid to the Manager, is included in Income derived from securities lending on the Statements of Operations.

Non-cash collateral received by the Fund may not be sold or re-pledged except to satisfy a borrower default. Therefore, non-cash collateral is not included on the Fund’s Schedule of Investments or Statements of Assets and Liabilities.

10. Capital Share Transactions

The tables below summarize the activity in capital shares for each Class of the Fund (dollars and shares in thousands):

55

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

For the Six Months ended February 28, 2015

	Institutional Class						Y Class						Investor Class
The London Company Income Equity Fund	Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		2,490		$	36,580			9,819		$	141,621			427		$	6,231
Reinvestment of dividends		80			1,164			60			862			18			264
Shares redeemed		(166	)		(2,421	)		(1,338	)		(19,530	)		(280	)		(3,999	)
Net increase in shares outstanding		2,404		$	35,323			8,541		$	122,953			165		$	2,496

	A Class						C Class
The London Company Income Equity Fund	Shares			Amount			Shares			Amount
Shares sold		2,223		$	32,484			3,555		$	51,275
Reinvestment of dividends		21			310			13			189
Shares redeemed		(454	)		(6,563	)		(245	)		(3,522	)
Net increase in shares outstanding		1,790		$	26,231			3,323		$	47,942

	Institutional Class						Y Class						Investor Class
Zebra Global Equity Fund	Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		—		$	—			24		$	295			8		$	94
Reinvestment of dividends		7			83			9			96			6			63
Shares redeemed		(8	)		(94	)		(18	)		(201	)		(31	)		(382	)
Net increase (decrease) in shares outstanding		(1	)	$	(11	)		15		$	190			(17	)	$	(225	)

	A Class						C Class
Zebra Global Equity Fund	Shares			Amount			Shares			Amount
Shares sold		9		$	103			4		$	44
Reinvestment of dividends		39			436			11			120
Shares redeemed		(61	)		(719	)		(7	)		(77	)
Net increase (decrease) in shares outstanding		(13	)	$	(180	)		8		$	87

	Institutional Class						Y Class						Investor Class
Zebra Small Cap Equity Fund	Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		13		$	186			188		$	2,740			24		$	341
Reinvestment of dividends		2			30			11			166			3			35
Shares redeemed		(16	)		(229	)		(120	)		(1,714	)		(75	)		(1,062	)
Net increase (decrease) in shares outstanding		(1	)	$	(13	)		79		$	1,192			(48	)	$	(686	)

	A Class						C Class
Zebra Small Cap Equity Fund	Shares			Amount			Shares			Amount
Shares sold		20		$	280			15		$	200
Reinvestment of dividends		4			65			1			19
Shares redeemed		(47	)		(677	)		(13	)		(180	)
Net increase (decrease) in shares outstanding		(23	)	$	(332	)		3		$	39

	Institutional Class						Y Class						Investor Class
SiM High Yield Opportunities Fund	Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		9,365		$	92,054			9,921		$	99,174			5,483		$	54,038
Redemption Fees		—			9			—			24			—			16
Reinvestment of dividends		538			5,273			1,392			13,627			1,023			9,994
Shares redeemed		(1,416	)		(13,917	)		(4,612	)		(45,568	)		(3,791	)		(38,161	)
Net increase in shares outstanding		8,487		$	83,419			6,701		$	67,257			2,715		$	25,887

56

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

	A Class						C Class
SiM High Yield Opportunities Fund	Shares			Amount			Shares			Amount
Shares sold		1,514		$	15,055			940		$	9,419
Redemption Fees		—			7			—			6
Reinvestment of dividends		347			3,402			293			2,883
Shares redeemed		(1,827	)		(18,261	)		(707	)		(7,044	)
Net increase in shares outstanding		34		$	203			526		$	5,264

For the Year ended August 31, 2014

	Institutional Class						Y Class						Investor Class
The London Company Income Equity Fund	Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		1,861		$	23,942			7,625		$	98,479			968		$	12,613
Reinvestment of dividends		95			1,226			36			467			27			348
Shares redeemed		(1,621	)		(20,277	)		(1,384	)		(18,019	)		(571	)		(7,735	)
Net increase in shares outstanding		335		$	4,891			6,277		$	80,927			424		$	5,226

	A Class						C Class
The London Company Income Equity Fund	Shares			Amount			Shares			Amount
Shares sold		1,610		$	20,758			2,786		$	35,549
Reinvestment of dividends		18			233			9			118
Shares redeemed		(408	)		(5,305	)		(134	)		(1,734	)
Net increase in shares outstanding		1,220		$	15,686			2,661		$	33,933

	Institutional Class						Y Class						Investor Class
Zebra Global Equity Fund	Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		22		$	308			64		$	802			44		$	552
Reinvestment of dividends		15			170			4			42			15			171
Shares redeemed		(31	)		(381	)		(39	)		(482	)		(96	)		(1,275	)
Net increase (decrease) in shares outstanding		6		$	97			29		$	362			(37	)	$	(552	)

	A Class						C Class
Zebra Global Equity Fund	Shares			Amount			Shares			Amount
Shares sold		71		$	905			53		$	681
Reinvestment of dividends		57			673			10			115
Shares redeemed		(110	)		(1,455	)		(2	)		(24	)
Net increase in shares outstanding		18		$	123			61		$	772

	Institutional Class						Y Class						Investor Class
Zebra Small Cap Equity Fund	Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		65		$	911			548		$	7,861			283		$	4,077
Reinvestment of dividends		12			163			20			286			44			631
Shares redeemed		(76	)		(1,077	)		(127	)		(1,811	)		(359	)		(5,080	)
Net increase (decrease) in shares outstanding		1		$	(3	)		441		$	6,336			(32	)	$	(372	)

	A Class						C Class
Zebra Small Cap Equity Fund	Shares			Amount			Shares			Amount
Shares sold		280		$	4,011			75		$	1,060
Reinvestment of dividends		16			230			6			83
Shares redeemed		(108	)		(1,559	)		(28	)		(403	)
Net increase in shares outstanding		188		$	2,682			53		$	740

57

American Beacon Funds^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

	Institutional Class						Y Class						Investor Class
SiM High Yield Opportunities Fund	Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		4,682		$	48,431			17,585		$	181,305			9,097		$	93,455
Redemption Fees		—			5			—			12			—			22
Reinvestment of dividends		389			3,989			801			8,201			2,181			22,257
Shares redeemed		(2,268	)		(23,347	)		(3,126	)		(32,139	)		(16,463	)		(169,250	)
Net increase (decrease) in shares outstanding		2,803		$	29,078			15,260		$	157,379			(5,185	)	$	(53,516	)

	A Class						C Class
SiM High Yield Opportunities Fund	Shares			Amount			Shares			Amount
Shares sold		3,017		$	31,114			2,087		$	21,594
Redemption Fees		—			7			—			6
Reinvestment of dividends		475			4,861			367			3,774
Shares redeemed		(2,012	)		(20,738	)		(1,079	)		(11,150	)
Net increase in shares outstanding		1,480		$	15,244			1,375		$	14,224

11. Subsequent Event

Agreement and Plan of Merger

On November 20, 2014, Lighthouse Holdings Parent, Inc. (“LHPI”), the indirect parent company of American Beacon Advisors, Inc., the Trusts’ investment manager, entered into an Agreement and Plan of Merger pursuant to which LHPI agreed to be acquired by investment funds managed by Kelso & Company, L.P. and Estancia Capital Management, LLC, both of which are private equity firms (“Transaction”). The Transaction is expected to close in the second calendar quarter of 2015, subject to customary closing conditions, including obtaining necessary client consents and approval from the Funds’ shareholders. There can be no assurance that the Transaction will be consummated as contemplated or that necessary conditions will be satisfied.

This change in control is deemed to be an “assignment” under the Investment Company Act of 1940 (the “1940 Act”) of the Trusts’ existing investment management agreement with the Manager and the sub-advisory agreements between the Trusts, the Manager, and each sub-advisor to the Funds and will result in automatic termination of each agreement. A new investment management agreement has been submitted to the Funds’ shareholders for approval and the Funds’ Board of Trustees approved new agreements with each sub-advisor under substantially the same terms as the current agreements.

The Transaction is not expected to result in any change in the portfolio management of the Fund or in the Fund’s investment objectives or policies.

58

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59

American Beacon The London Company Income Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Institutional Class												Y Class
	Six Months Ended Feb. 28, 2015			Year Ended August 31,						May 29 to Aug. 31, 2012			Six Months Ended Feb. 28, 2015			Year Ended August 31,						May 29 to Aug. 31, 2012
				2014			2013									2014			2013
	(unaudited)												(unaudited)
Net asset value, beginning of period	$	14.12		$	11.80		$	10.49		$	10.00		$	14.06		$	11.75		$	10.49		$	10.00
Income from investment operations:
Net investment income		0.15			0.30			0.31			0.06			0.15			0.28			0.33			0.05
Net gains (losses) on investments (both realized and unrealized)		1.11			2.39			1.30			0.47			1.10			2.39			1.26			0.48
Total income (loss) from investment operations		1.26			2.69			1.61			0.53			1.25			2.67			1.59			0.53
Less distributions:
Dividends from net investment income		(0.15	)		(0.28	)		(0.29	)		(0.04	)		(0.15	)		(0.27	)		(0.32	)		(0.04	)
Distributions from net realized gains		(0.12	)		(0.09	)		(0.01	)		—			(0.12	)		(0.09	)		(0.01	)		—
Total distributions		(0.27	)		(0.37	)		(0.30	)		(0.04	)		(0.27	)		(0.36	)		(0.33	)		(0.04	)
Net asset value, end of period	$	15.11		$	14.12		$	11.80		$	10.49		$	15.04		$	14.06		$	11.75		$	10.49
Total return A		9.05	%B		23.13	%		15.55	%		5.31	%B		8.98	%B		23.05	%		15.45	%		5.31	%B
Ratios and supplemental data:
Net assets, end of period (in thousands)	$	98,686		$	58,277		$	44,731		$	10,331		$	259,753		$	122,715		$	28,814		$	551
Ratios to average net assets:
Expenses, before reimbursements		0.77	%C		0.82	%		1.13	%		7.28	%C		0.85	%C		0.89	%		1.09	%		10.59	%C
Expenses, net of reimbursements		0.79	%C		0.79	%		0.79	%		0.79	%C		0.88	%C		0.89	%		0.89	%		0.89	%C
Net investment income (loss), before expense reimbursements		2.37	%C		2.31	%		2.32	%		(3.99	)%C		2.31	%C		2.24	%		2.22	%		(7.30	)%C
Net investment income, net of reimbursements		2.35	%C		2.33	%		2.66	%		2.50	%C		2.28	%C		2.25	%		2.42	%		2.40	%C
Portfolio turnover rate		4	%B		10	%		15	%		6	%D		4	%B		10	%		15	%		6	%D

^A Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^B  Not annualized.

^C Annualized.

^D Portfolio turnover rate is for the period from May 29 through August 31, 2012, and is annualized.

60

American Beacon The London Company Income Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

Investor Class												A Class												C Class
Six Months Ended Feb. 28, 2015			Year Ended August 31,						May 29 to Aug. 31, 2012			Six Months Ended Feb. 28, 2015			Year Ended August 31,						May 29 to Aug. 31, 2012			Six Months Ended Feb. 28, 2015			Year Ended August 31,						May 29 to Aug. 31, 2012
			2014			2013									2014			2013									2014			2013
(unaudited)												(unaudited)												(unaudited)
$	14.08		$	11.76		$	10.48		$	10.00		$	14.00		$	11.70		$	10.47		$	10.00		$	13.93		$	11.66		$	10.46		$	10.00
	0.14			0.26			0.27			0.05			0.13			0.24			0.31			0.05			0.09			0.15			0.24			0.04
	1.08			2.39			1.29			0.47			1.10			2.37			1.23			0.46			1.07			2.35			1.21			0.46
	1.22			2.65			1.56			0.52			1.23			2.61			1.54			0.51			1.16			2.50			1.45			0.50
	(0.13	)		(0.24	)		(0.27	)		(0.04	)		(0.13	)		(0.22	)		(0.30	)		(0.04	)		(0.08	)		(0.14	)		(0.24	)		(0.04	)
	(0.12	)		(0.09	)		(0.01	)		—			(0.12	)		(0.09	)		(0.01	)		—			(0.12	)		(0.09	)		(0.01	)		—
	(0.25	)		(0.33	)		(0.28	)		(0.04	)		(0.25	)		(0.31	)		(0.31	)		(0.04	)		(0.20	)		(0.23	)		(0.25	)		(0.04	)
$	15.05		$	14.08		$	11.76		$	10.48		$	14.98		$	14.00		$	11.70		$	10.47		$	14.89		$	13.93		$	11.66		$	10.46
	8.78	%B		22.83	%		15.14	%		5.21	%B		8.85	%B		22.58	%		14.99	%		5.11	%B		8.38	%B		21.69	%		14.05	%		5.01	%B
$	20,188		$	16,550		$	8,840		$	2,073		$	60,594		$	31,579		$	12,109		$	647		$	99,352		$	46,639		$	8,015		$	274
	1.03	%C		1.06	%		1.54	%		10.14	%C		1.15	%C		1.28	%		1.59	%		11.94	%C		1.90	%C		2.02	%		2.26	%		13.83	%C
	1.17	%C		1.10	%		1.17	%		1.17	%C		1.19	%C		1.27	%		1.29	%		1.29	%C		1.93	%C		2.01	%		2.04	%		2.04	%C
	2.08	%C		2.06	%		1.86	%		(6.99	)%C		1.98	%C		1.85	%		1.93	%		(8.87	)%C		1.25	%C		1.11	%		1.09	%		(10.65	)%C
	1.94	%C		2.02	%		2.23	%		1.99	%C		1.95	%C		1.86	%		2.23	%		1.78	%C		1.22	%C		1.12	%		1.31	%		1.14	%C
	4	%B		10	%		15	%		6	%D		4	%B		10	%		15	%		6	%D		4	%B		10	%		15	%		6	%D

61

American Beacon Zebra Global Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Institutional Class
	Six Months Ended Feb. 28,			Year Ended August 31,												June 1 to Aug. 31,
	2015			2014			2013			2012			2011			2010
	(unaudited)
Net asset value, beginning of period	$	12.71		$	13.33		$	12.57		$	11.46		$	10.10		$	10.00
Income from investment operations:
Net investment income (loss)		0.09			0.14			0.46			0.39			0.23			0.05
Net gains (losses) from investments (both realized and unrealized)		0.08			2.15			1.51			0.84			1.41			0.05
Total income from investment operations		0.17			2.29			1.97			1.23			1.64			0.10
Less distributions:
Dividends from net investment income		(0.12	)		(0.13	)		(0.35	)		(0.12	)		(0.17	)		—
Distributions from net realized gains		(1.47	)		(2.78	)		(0.86	)		—			(0.11	)		—
Total distributions		(1.59	)		(2.91	)		(1.21	)		(0.12	)		(0.28	)		—
Net asset value, end of period	$	11.29		$	12.71		$	13.33		$	12.57		$	11.46		$	10.10
Total return A		1.60	%B		19.17	%		16.75	%		10.85	%		16.19	%		1.00	%B
Ratios and supplemental data:
Net assets, end of period (in thousands)	$	619		$	706		$	656		$	899		$	1,776		$	1,005
Ratios to average net assets:
Expenses, before reimbursements		2.91	%C		2.55	%		2.56	%		1.84	%		2.38	%		6.33	%C
Expenses, net of reimbursements		0.79	%C		0.79	%		0.79	%		0.79	%		0.77	%		0.79	%C
Net investment income (loss), before reimbursements		(0.80	)%C		(0.25	)%		0.59	%		0.62	%		(0.16	)%		(3.63	)%C
Net investment income, net of reimbursements		1.32	%C		1.51	%		2.37	%		1.67	%		1.45	%		1.91	%C
Portfolio turnover rate		24	%B		63	%		164	%		66	%		24	%		—	%D

^A Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^B Not annualized.

^C Annualized.

^D Portfolio turnover rate is for the period from June 1 through August 31, 2010 and is not annualized.

^E Based on average shares outstanding.

62

American Beacon Zebra Global Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

Y Class																		Investor Class
Six Months Ended Feb. 28,			Year Ended August 31,												June 1 To Aug. 31,			Six Months Ended Feb. 28,			Year Ended August 31,												June 1 To Aug. 31,
2015			2014			2013			2012			2011			2010			2015			2014			2013			2012			2011			2010
(unaudited)																		(unaudited)
$	12.80		$	13.45		$	12.68		$	11.58		$	10.10		$	10.00		$	12.71		$	13.46		$	12.64		$	11.53		$	10.08		$	10.00
	0.01			(0.04	)		0.44			0.38			0.13			0.02	E		0.20			0.34			0.35			0.18			0.09			0.03	E
	0.15			2.34			1.54			0.84			1.51			0.08			(0.05	)		1.92			1.59			1.02			1.51			0.05
	0.16			2.30			1.98			1.22			1.64			0.10			0.15			2.26			1.94			1.20			1.60			0.08
	(0.12)			(0.17	)		(0.35	)		(0.12	)		(0.05	)		—			(0.12	)		(0.23	)		(0.26	)		(0.09	)		(0.04	)		—
	(1.47)			(2.78	)		(0.86	)		—			(0.11	)		—			(1.47	)		(2.78	)		(0.86	)		—			(0.11	)		—
	(1.59)			(2.95	)		(1.21	)		(0.12	)		(0.16	)		—			(1.59	)		(3.01	)		(1.12	)		(0.09	)		(0.15	)		—
$	11.37		$	12.80		$	13.45		$	12.68		$	11.58		$	10.10		$	11.27		$	12.71		$	13.46		$	12.64		$	11.53		$	10.08
	1.58	%B		19.08	%		16.60	%		10.68	%		16.18	%		1.00	%B		1.44	%B		18.80	%		16.24	%		10.47	%		15.86	%		0.80	%B
$	680		$	575		$	210		$	285		$	768		$	84		$	531		$	818		$	1,365		$	2,159		$	4,160		$	114
	2.90	%C		2.50	%		2.58	%		1.91	%		2.57	%		6.00	%C		3.48	%C		2.87	%		2.90	%		2.25	%		2.45	%		6.12	%C
	0.89	%C		0.89	%		0.89	%		0.89	%		0.86	%		0.89	%C		1.17	%C		1.17	%		1.17	%		1.17	%		1.14	%		0.93	%C
	(0.81	)%C		(0.05	)%		0.60	%		0.53	%		(0.42	)%		(3.24	)%C		(1.36	)%C		(0.48	)%		0.28	%		0.17	%		(0.23	)%		(3.86	)%C
	1.21	%C		1.55	%		2.29	%		1.54	%		1.29	%		1.87	%C		0.94	%C		1.22	%		2.01	%		1.26	%		1.08	%		1.33	%C
	24	%B		63	%		164	%		66	%		24	%		—	%D		24	%B		63	%		164	%		66	%		24	%		—	%D

63

American Beacon Zebra Global Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	A Class																		C Class
	Six Months Ended Feb. 28,			Year Ended August 31,												June 1 To Aug. 31,			Six Months Ended Feb. 28,			Year Ended August 31,
	2015			2014			2013			2012			2011			2010			2015			2014			2013			2012			2011
	(unaudited)																		(unaudited)
Net asset value, beginning of period	$	12.81		$	13.47		$	12.65		$	11.54		$	10.08		$	10.00		$	12.71		$	13.36		$	12.52		$	11.46		$	10.32
Income from investment operations:
Net investment income (loss)		0.07			0.15			0.37			0.14			0.03			0.03			0.02			(0.03	)		0.18			0.06			0.02
Net gains (losses) from investments (both realized and unrealized)		0.08			2.11			1.55			1.04			1.56			0.05			0.08			2.17			1.63			1.03			1.25
Total income from investment operations		0.15			2.26			1.92			1.18			1.59			0.08			0.10			2.14			1.81			1.09			1.27
Less distributions:
Dividends from net investment income		(0.12	)		(0.14	)		(0.24	)		(0.07	)		(0.02	)		—			(0.12	)		(0.01	)		(0.11	)		(0.03	)		(0.02	)
Distributions from net realized gains		(1.47	)		(2.78	)		(0.86	)		—			(0.11	)		—			(1.47	)		(2.78	)		(0.86	)		—			(0.11	)
Total distributions		(1.59	)		(2.92	)		(1.10	)		(0.07	)		(0.13	)		—			(1.59	)		(2.79	)		(0.97	)		(0.03	)		(0.13	)
Net asset value, end of period	$	11.37		$	12.81		$	13.47		$	12.65		$	11.54		$	10.08		$	11.22		$	12.71		$	13.36		$	12.52		$	11.46
Total return A		1.50	%B		18.71	%		16.08	%		10.33	%		15.74	%		0.80	%B		1.01	%B		17.76	%		15.24	%		9.50	%		12.24	%
Ratios and supplemental data:
Net assets, end of period (in thousands)	$	3,768		$	4,410		$	4,390		$	9,945		$	7,369		$	1		$	991		$	1,015		$	261		$	447		$	437
Ratios to average net assets:
Expenses, before reimbursements		3.29	%C		3.02	%		2.93	%		2.40	%		2.26	%		7.17	%C		4.03	%C		3.71	%		3.74	%		3.18	%		3.92	%
Expenses, net of reimbursements		1.19	%C		1.27	%		1.29	%		1.29	%		1.25	%		1.32	%C		1.94	%C		2.02	%		2.04	%		2.04	%		1.96	%
Net investment income (loss), before reimbursements		(1.18	)%C		(0.63	)%		0.28	%		0.13	%		(0.11	)%		(4.53	)%C		(1.92	)%C		(1.22	)%		(0.55	)%		(0.67	)%		(1.76	)%
Net investment income, net of reimbursements		0.93	%C		1.12	%		1.93	%		1.24	%		0.90	%		1.33	%C		0.17	%C		0.47	%		1.16	%		0.47	%		0.21	%
Portfolio turnover rate		24	%B		63	%		164	%		66	%		24	%		—	%D		24	%B		63	%		164	%		66	%		24	%

^A Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^B Not annualized.

^C Annualized.

^D Portfolio turnover rate is for the period from June 1 through August 31, 2010 and is not annualized.

^E Based on average shares outstanding.

64

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65

American Beacon Zebra Small Cap Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Institutional Class
	Six Months Ended Feb. 28, 2015			Year Ended August 31,												June 1 to August 31, 2010
				2014			2013			2012			2011
	(unaudited)
Net asset value, beginning of period	$	14.36		$	13.66		$	12.40		$	11.30		$	9.63		$	10.00
Income from investment operations:
Net investment income (loss)		0.04			0.14			0.46			0.27			0.17			0.03
Net gains (losses) from investments (both realized and unrealized)		0.64			2.12			2.79			1.15			1.66			(0.40	)
Total income (loss) from investment operations		0.68			2.26			3.25			1.42			1.83			(0.37	)
Less distributions:
Dividends from net investment income		(0.04	)		—			(1.17	)		(0.10	)		(0.11	)		—
Distributions from net realized gains		(0.21	)		(1.56	)		(0.82	)		(0.22	)		(0.05	)		—
Total distributions		(0.25	)		(1.56	)		(1.99	)		(0.32	)		(0.16	)		—
Net asset value, end of period	$	14.79		$	14.36		$	13.66		$	12.40		$	11.30		$	9.63
Total return A		4.79	%B		16.67	%		29.81	%		12.78	%		18.93	%		(3.70	)%B
Ratios and supplemental data:
Net assets, end of period (in thousands)	$	1,636		$	1,606		$	1,522		$	923		$	1,325		$	959
Ratios to average net assets:
Expenses, before reimbursements		1.66	%C		1.64	%		2.77	%		3.18	%		3.24	%		18.32	%C
Expenses, net of reimbursements		1.00	%C		0.99	%		0.99	%		0.99	%		0.99	%		0.99	%C
Net investment income (loss), before reimbursements		(0.03	)%C		0.33	%		(0.28	)%		(0.71	)%		(1.16	)%		(16.04	)%C
Net investment income (loss), net of reimbursements		0.63	%C		0.99	%		1.50	%		1.48	%		1.09	%		1.28	%C
Portfolio turnover rate		43	%B		76	%		89	%		103	%		66	%		1	%D

^A Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^B Not annualized.

^C Annualized.

^D Portfolio turnover rate is for the period from June 1 through August 31, 2010 and is not annualized.

^E Based on average shares outstanding.

66

American Beacon Zebra Small Cap Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

Y Class																		Investor Class
Six Months Ended Feb. 28, 2015			Year Ended August 31,												June 1 to August 31, 2010			Six Months Ended Feb. 28, 2015			Year Ended August 31,												June 1 to August 31, 2010
			2014			2013			2012			2011									2014			2013			2012			2011
(unaudited)																		(unaudited)
$	14.50		$	13.79		$	12.46		$	11.36		$	9.62		$	10.00		$	14.39		$	13.73		$	12.44		$	11.31		$	9.62		$	10.00
	0.04			0.56			0.37			0.06			0.15			0.03			(0.07	)		0.10			0.53			0.17			0.06			0.01	E
	0.63			1.71			2.89			1.37			1.66			(0.41	)		0.72			2.12			2.68			1.22			1.71			(0.39	)
	0.67			2.27			3.26			1.43			1.81			(0.38	)		0.65			2.22			3.21			1.39			1.77			(0.38	)
	(0.04)			—			(1.11	)		(0.11	)		(0.02	)		—			(0.01	)		—			(1.10	)		(0.04	)		(0.03	)		—
	(0.21)			(1.56	)		(0.82	)		(0.22	)		(0.05	)		—			(0.21	)		(1.56	)		(0.82	)		(0.22	)		(0.05	)		—
	(0.25)			(1.56	)		(1.93	)		(0.33	)		(0.07	)		—			(0.22	)		(1.56	)		(1.92	)		(0.26	)		(0.08	)		—
$	14.92		$	14.50		$	13.79		$	12.46		$	11.36		$	9.62		$	14.82		$	14.39		$	13.73		$	12.44		$	11.31		$	9.62
	4.68	%B		16.59	%		29.65	%		12.78	%		18.81	%		(3.80	)%B		4.52	%B		16.27	%		29.30	%		12.45	%		18.34	%		(3.80	)%B
$	9,592		$	8,168		$	1,693		$	1,174		$	255		$	1		$	2,377		$	3,004		$	3,302		$	1,670		$	2,207		$	24
	1.71	%C		1.65	%		2.79	%		3.39	%		3.08	%		183.72	%C		1.95	%C		1.86	%		3.07	%		3.60	%		3.18	%		55.64	%C
	1.09	%C		1.09	%		1.09	%		1.09	%		1.09	%		1.09	%C		1.38	%C		1.37	%		1.37	%		1.37	%		1.36	%		1.36	%C
	(0.09	)%C		0.19	%		(0.23	)%		(0.81	)%		(1.25	)%		(181.45	)%C		(0.31	)%C		0.15	%		(0.60	)%		(1.14	)%		(1.21	)%		(53.84	)%C
	0.53	%C		0.75	%		1.47	%		1.49	%		0.75	%		1.18	%C		0.27	%C		0.64	%		1.11	%		1.08	%		0.61	%		0.43	%C
	43	%B		76	%		89	%		103	%		66	%		1	%D		43	%B		76	%		89	%		103	%		66	%		1	%D

67

American Beacon Zebra Small Cap Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	A Class																		C Class
	Six Months Ended Feb. 28, 2015			Year Ended August 31,												June 1 to Aug. 31, 2010			Six Months Ended Feb. 28, 2015			Year Ended August 31,
				2014			2013			2012			2011									2014			2013			2012			2011
	(unaudited)																		(unaudited)
Net asset value, beginning of period	$	14.40		$	13.75		$	12.46		$	11.32		$	9.61		$	10.00		$	14.08		$	13.57		$	12.28		$	11.24		$	9.94
Income from investment operations:
Net investment income (loss)		0.00			0.48			0.18			0.13			0.02			0.02			(0.03	)		0.33			0.24			0.03			(0.02	)
Net gains (losses) from investments (both realized and unrealized)		0.65			1.73			3.02			1.24			1.76			(0.41	)		0.61			1.74			2.84			1.23			1.38
Total income (loss) from investment operations		0.65			2.21			3.20			1.37			1.78			(0.39	)		0.58			2.07			3.08			1.26			1.36
Less distributions:
Dividends from net investment income		(0.02	)		—			(1.09	)		(0.01	)		(0.02	)		—			—			—			(0.97	)		—			(0.01	)
Distributions from net realized gains		(0.21	)		(1.56	)		(0.82	)		(0.22	)		(0.05	)		—			(0.21	)		(1.56	)		(0.82	)		(0.22	)		(0.05	)
Total distributions		(0.23	)		(1.56	)		(1.91	)		(0.23	)		(0.07	)		—			(0.21	)		(1.56	)		(1.79	)		(0.22	)		(0.06	)
Net asset value, end of period	$	14.82		$	14.40		$	13.75		$	12.46		$	11.32		$	9.61		$	14.45		$	14.08		$	13.57		$	12.28		$	11.24
Total return AB		4.52	%B		16.17	%		29.07	%		12.28	%		18.48	%		(3.90	)%B		4.14	%B		15.29	%		28.20	%		11.35	%		13.64	%
Ratios and supplemental data:
Net assets, end of period (in thousands)	$	4,690		$	4,894		$	2,081		$	2,232		$	2,451		$	1		$	1,552		$	1,469		$	695		$	507		$	410
Ratios to average net assets:
Expenses, before reimbursements		2.04	%C		2.05	%		3.22	%		3.71	%		3.20	%		186.19	%C		2.78	%C		2.81	%		3.95	%		4.48	%		4.35	%
Expenses, net of reimbursements		1.40	%C		1.47	%		1.49	%		1.49	%		1.47	%		1.49	%C		2.15	%C		2.22	%		2.24	%		2.24	%		2.22	%
Net investment income (loss), before reimbursements		(0.41	)%C		(0.14	)%		(0.62	)%		(1.26	)%		(1.29	)%		(183.90	)%C		(1.17	)%C		(0.89	)%		(1.38	)%		(2.02	)%		(2.44	)%
Net investment income (loss), net of reimbursements		0.23	%C		0.45	%		1.11	%		0.97	%		0.43	%		0.80	%C		(0.53	)%C		(0.30	)%		0.33	%		0.23	%		(0.31	)%
Portfolio turnover rate		43	%B		76	%		89	%		103	%		66	%		1	%D		43	%B		76	%		89	%		103	%		66	%

^A Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^B Not annualized.

^C Annualized.

^D Portfolio turnover rate is for the period from June 1 through August 31, 2010 and is not annualized.

^E Based on average shares outstanding.

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69

American Beacon SiM High Yield Opportunities Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Institutional Class															Y Class
	Six Months Ended Feb. 28,			Year Ended August 31,									Feb. 14 to Aug. 31,			Six Months Ended Feb. 28,			Year Ended August 31,									Feb. 14 to Aug. 31,
	2015			2014			2013			2012			2011			2015			2014			2013			2012			2011
	(unaudited)															(unaudited)
Net asset value, beginning of period	$	10.35		$	10.16		$	9.93		$	9.42		$	10.00		$	10.34		$	10.14		$	9.92		$	9.41		$	10.00
Income from investment operations:
Net investment income		0.30			0.64			0.75			0.77			0.37			0.28			0.64			0.73			0.76			0.36
Net gains (losses) from investments (both realized and unrealized)		(0.20	)		0.47			0.26			0.51			(0.58	)		(0.19	)		0.46			0.25			0.51			(0.59	)
Total income (loss) from investment operations		0.10			1.11			1.01			1.28			(0.21	)		0.09			1.10			0.98			1.27			(0.23	)
Less distributions:
Dividends from net investment income		(0.28	)		(0.69	)		(0.75	)		(0.77	)		(0.37	)		(0.27	)		(0.67	)		(0.73	)		(0.76	)		(0.36	)
Distributions from net realized gains		(0.29	)		(0.23	)		(0.03	)		—			—			(0.29	)		(0.23	)		(0.03	)		—			—
Total distributions		(0.57	)		(0.92	)		(0.78	)		(0.77	)		(0.37	)		(0.56	)		(0.90	)		(0.76	)		(0.76	)		(0.36	)
Redemption fees added to beneficial interests A		—			—			—			—			—			—			—			—			—			—
Net asset value, end of period	$	9.88		$	10.35		$	10.16		$	9.93		$	9.42		$	9.87		$	10.34		$	10.14		$	9.92		$	9.41
Total return B		1.03	%C		11.34	%		10.29	%		14.19	%		(2.24	)%C		0.98	%C		11.33	%		10.08	%		14.09	%		(2.44	)%C
Ratios and supplemental data:
Net assets, end of period (in thousands)	$	155,867		$	75,389		$	45,471		$	62,790		$	9,839		$	302,132		$	247,179		$	87,639		$	19,129		$	378
Ratios to average net assets:
Expenses, before reimbursements		0.86	%D		0.86	%		0.93	%		1.06	%		2.62	%D		0.92	%D		0.94	%		0.99	%		1.09	%		5.04	%D
Expenses, net of reimbursements		0.84	%D		0.84	%		0.84	%		0.84	%		0.82	%D		0.94	%D		0.94	%		0.93	%		0.94	%		0.92	%D
Net investment income, before reimbursements		5.54	%D		5.88	%		7.11	%		7.90	%		5.03	%D		5.47	%D		5.77	%		6.77	%		7.92	%		2.87	%D
Net investment income, net of reimbursements		5.56	%D		5.90	%		7.20	%		8.12	%		6.83	%D		5.45	%D		5.77	%		6.82	%		8.07	%		6.99	%D
Portfolio turnover rate		16	%C		38	%		65	%		43	%		20	%E		16	%C		38	%		65	%		43	%		20	%E

^A Amounts represent less than $0.01 per share.

^B Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^C Not annualized.

^D Annualized.

^E Portfolio turnover rate is for the period from February 14, 2011, the inception date, through August 31, 2011 and is not annualized.

70

American Beacon SiM High Yield Opportunities Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

Investor Class															A Class															C Class
Six Months Ended Feb. 28,			Year Ended August 31,									Feb. 14 to Aug. 31,			Six Months Ended Feb. 28,			Year Ended August 31,									Feb. 14 to Aug. 31,			Six Months Ended Feb. 28,			Year Ended August 31,									Feb. 14 to Aug. 31,
2015			2014			2013			2012			2011			2015			2014			2013			2012			2011			2015			2014			2013			2012			2011
(unaudited)															(unaudited)															(unaudited)
$	10.32		$	10.12		$	9.90		$	9.38		$	10.00		$	10.36		$	10.15		$	9.92		$	9.41		$	10.00		$	10.40		$	10.16		$	9.94		$	9.42		$	10.00
	0.27			0.56			0.71			0.73			0.35			0.26			0.57			0.69			0.72			0.34			0.22			0.49			0.62			0.65			0.30
	(0.19	)		0.52			0.25			0.52			(0.62	)		(0.18	)		0.49			0.26			0.51			(0.59	)		(0.18	)		0.50			0.25			0.52			(0.58	)
	0.08			1.08			0.96			1.25			(0.27	)		0.08			1.06			0.95			1.23			(0.25	)		0.04			0.99			0.87			1.17			(0.28	)
	(0.26	)		(0.65	)		(0.71	)		(0.73	)		(0.35	)		(0.26	)		(0.62	)		(0.69	)		(0.72	)		(0.34	)		(0.22	)		(0.52	)		(0.62	)		(0.65	)		(0.30	)
	(0.29	)		(0.23	)		(0.03	)		—			—			(0.29	)		(0.23	)		(0.03	)		—			—			(0.29	)		(0.23	)		(0.03	)		—			—
	(0.55	)		(0.88	)		(0.74	)		(0.73	)		(0.35	)		(0.55	)		(0.85	)		(0.72	)		(0.72	)		(0.34	)		(0.51	)		(0.75	)		(0.65	)		(0.65	)		(0.30	)
	—			—			—			—			—			—			—			—			—			—			—			—			—			—			—
$	9.85		$	10.32		$	10.12		$	9.90		$	9.38		$	9.89		$	10.36		$	10.15		$	9.92		$	9.41		$	9.93		$	10.40		$	10.16		$	9.94		$	9.42
	0.84	%C		11.08	%		9.84	%		13.92	%		(2.85	)%C		0.83	%C		10.87	%		9.74	%		13.63	%		(2.61	)%C		0.46	%C		10.12	%		8.81	%		12.90	%		(2.88	)%C
$	217,218		$	199,534		$	248,052		$	150,396		$	4,894		$	89,178		$	93,061		$	76,146		$	42,832		$	4,932		$	78,306		$	76,536		$	60,830		$	26,679		$	1,239
	1.19	%D		1.11	%		1.15	%		1.23	%		2.78	%D		1.23	%D		1.33	%		1.41	%		1.53	%		2.92	%D		1.97	%D		2.08	%		2.15	%		2.26	%		4.03	%D
	1.19	%D		1.11	%		1.17	%		1.19	%		1.19	%D		1.24	%D		1.32	%		1.35	%		1.34	%		1.31	%D		1.99	%D		2.07	%		2.09	%		2.09	%		2.07	%D
	5.20	%D		5.68	%		6.81	%		7.74	%		5.14	%D		5.16	%D		5.44	%		6.53	%		7.44	%		4.98	%D		4.42	%D		4.68	%		5.76	%		6.70	%		3.98	%D
	5.20	%D		5.68	%		6.79	%		7.78	%		6.73	%D		5.15	%D		5.45	%		6.60	%		7.62	%		6.60	%D		4.40	%D		4.69	%		5.82	%		6.87	%		5.94	%D
	16	%C		38	%		65	%		43	%		20	%E		16	%C		38	%		65	%		43	%		20	%E		16	%C		38	%		65	%		43	%		20	%E

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73

Delivery of Documents

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www.americanbeaconfunds.com

If you invest in the Fund through a financial institution, you may be able to receive the Fund’s regulatory mailings, such as the Summary Prospectus, Annual Report and Semi-Annual Report, by e-mail. If you are interested in this option, please go to www.icsdelivery.com and search for your financial institution’s name or contact your financial institution directly.

To obtain more information about the Fund:

By E-mail: american_beacon.funds@ambeacon.com	On the Internet: Visit our website at www.americanbeaconfunds.com
By Telephone: Institutional, Y, and Investor Classes Call (800) 658-5811	By Mail: American Beacon Funds P.O. Box 219643 Kansas City, MO 64121-9643
Availability of Quarterly Portfolio Schedules In addition to the Schedule of Investments provided in each semi-annual and annual report, the Fund files a complete schedule of its portfolio holdings with the Securities and Exchange Commission (“SEC”) on Form N-Q as of the first and third fiscal quarters. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Section, 100 F Street, NE, Washington, DC 20549-1520. Information regarding the operation of the SEC’s Public Reference Room may be obtained by calling 202-551-8090. A complete schedule of the Fund’s portfolio holdings is also available at www.americanbeaconfunds.com approximately sixty days after the end of each quarter for the Zebra Funds and twenty days after the end of each month for the other Funds.	Availability of Proxy Voting Policy and Records A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available in the Fund’s Statement of Additional Information, is available free of charge on the Fund’s website www.americanbeaconfunds.com and by calling 1-800-967-9009 or by accessing the SEC’s website at www.sec.gov. The Fund’s proxy voting record for the most recent year ended August 31 is filed annually with the SEC on Form N-PX. The Fund’s Forms N-PX are available on the SEC’s website at www.sec.gov. The Fund’s proxy voting record may also be obtained by calling 1-800-967-9009.

Fund Service Providers:

CUSTODIAN State Street Bank and Trust Boston, Massachusetts TRANSFER AGENT Boston Financial Data Services Kansas City, Missouri INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Ernst & Young LLP Dallas, Texas DISTRIBUTOR Foreside Fund Services, LLC Portland, Maine

This report is prepared for shareholders of the American Beacon Funds and may be distributed to others only if preceded or accompanied by a current Prospectus or Summary Prospectus.

American Beacon Funds, American Beacon The London Company Income Equity Fund, American Beacon Zebra Global Equity Fund, American Beacon Zebra Small Cap Equity Fund, and American Beacon SiM High Yield Opportunities Fund are service marks of American Beacon Advisors, Inc.

SAR 2/15

About American Beacon Advisors

Since 1986, American Beacon Advisors has offered a variety of products and investment advisory services to numerous institutional and retail clients, including a variety of mutual funds, corporate cash management, and separate account management.

Our clients include defined benefit plans, defined contribution plans, foundations, endowments, corporations, financial planners, and other institutional investors. With American Beacon Advisors, you can put the experience of a multi-billion dollar asset management firm to work for your company.

Contents

President’s Message	1
Performance Overview	2
Schedule of Investments	5
Financial Statements	39
Notes to the Financial Statements	43
Financial Highlights	71
Additional Information	Back Cover

Important Information: Investing in derivative instruments involves liquidity, credit, interest rate and market risks. Investments in high yield securities are subject to greater levels of credit, interest rate, market and liquidity risks than investment-grade securities. Although the Fund has a flexible approach to investing, diversification does not ensure against loss. Investing in foreign and emerging market securities may involve heightened risk due to currency fluctuations and economic and political risks. Please see the prospectus for a complete discussion of the Fund’s risks. There can be no assurances that the investment objectives of this Fund will be met.

Any opinions herein, including forecasts, reflect our judgment as of the end of the reporting period and are subject to change. Each advisor’s strategies and the Fund’s portfolio composition will change depending on economic and market conditions. This report is not a complete analysis of market conditions and therefore, should not be relied upon as investment advice. Although economic and market information has been compiled from reliable sources, American Beacon Advisors, Inc. makes no representation as to the completeness or accuracy of the statements contained herein.

American Beacon Funds February 28, 2015

Dear Shareholders,   In fourth quarter 2014, while most of the globe was easing monetary policy, the U.S. Federal Reserve (“the Fed”) was considering its first tightening in eight years. Interest rates remained low at the start of 2015, and the Fed has said it’s in no hurry to raise short-term rates. Long-term interest rates declined over the past year due to worries about a global slowdown and deflation in Europe.   For the six-month period under review, the Barclays Capital U.S. Aggregate Index – a benchmark for investment-grade bonds invested in the U.S. -returned 2.25%. In contrast, the Bank of America Merrill Lynch 1-3 Year Government/Corporate Index returned 0.44%, the Bank of America Merrill Lynch 3-Month LIBOR Index returned 0.11%, the Bank of America Merrill Lynch U.S. High Yield Master II Index returned -0.15% and the JPMorgan Global High-Yield Index returned -1.23%.

Our American Beacon Flexible Bond Fund is designed to provide current income, stability, diversification and flexibility. Our investment approach allocates investments across a wide range of global investment opportunities in an effort to achieve positive total returns over a full market cycle regardless of market conditions. This flexibility includes investing in a number of geographic regions or countries, including emerging markets; allocating to fixed-income instruments without restrictions on their credit quality, although high-yield bonds are limited to 35% of the net exposure; and using foreign currencies or currency-derivative instruments and other derivative instruments.

• For the six months ended February 28, 2015, the American Beacon Flexible Bond Fund (Investor Class) returned -0.20%.

Thank you for your continued investment in the American Beacon Funds. For additional information about the Funds or to access your account information, please visit our website at www.americanbeaconfunds.com.

      Best Regards,

      Gene L. Needles, Jr.

      President

      American Beacon Funds

1

American Beacon Flexible Bond Fund ^SM

Performance Overview

February 28, 2015 (Unaudited)

The Investor Class of the American Beacon Flexible Bond Fund (the “Fund”) returned negative 0.20% for the six months ended February 28, 2015. Prior to the deduction of expenses, the Fund outperformed the Bank of America Merrill Lynch 3-Month LIBOR Index (the “Index”) return of 0.11% during the same period. The performance objective of the Fund is to generate positive total returns over a full market cycle.

Total Returns for the Period ended 2/28/2015

	6 Months*			1 Year			3 Years			Since Inception (7/5/2011)
Institutional Class (1,2,4)		(0.03	)%		2.14	%		2.61	%		3.05	%
Y Class (1,2,4)		(0.09	)%		2.03	%		2.48	%		2.96	%
Investor Class(1,2,4)		(0.20	)%		1.89	%		2.24	%		2.80	%
A Class with sales charge (1,2,4)		(5.00	)%		(3.13	)%		0.49	%		1.24	%
A Class without sales charge (1,2,4)		(0.29	)%		1.74	%		2.12	%		2.60	%
C Class with sales charge (1,2,4)		(1.67	)%		(0.01	)%		1.34	%		2.01	%
C Class without sales charge (1,2,4)		(0.67	)%		0.99	%		1.34	%		2.01	%
BofA Merrill Lynch 3 Month LIBOR Index (3)		0.11	%		0.23	%		0.32	%		0.31	%
Barclays Capital U.S. Aggregate Index (3)		2.25	%		5.05	%		2.76	%		3.82	%

* Not annualized

1. Performance shown is historical and is not indicative of future returns. Investment returns and principal value will vary, and shares may be worth more or less at redemption than at original purchase. Performance shown is calculated based on the published end of day net asset values as of date indicated, and current performance may be lower or higher than the performance data quoted. To obtain performance as of the most recent month end, please visit www.americanbeaconfunds.com or call 1-800-967-9009. Fund performance in the table above does not reflect the deduction of taxes a shareholder would pay on distributions or the redemption of shares. A Class shares have a maximum sales charge of 4.75%. The maximum contingent deferred sales charge for the C Class is 1.00% for shares redeemed within one year of the date of purchase.

2. A portion of the fees charged to each Class of the Fund has been waived and/or reimbursed since inception. Performance prior to waiving and/or reimbursing fees was lower than the actual returns shown since inception.

3. The BofA Merrill Lynch U.S. Dollar 3-Month LIBOR Index represents the London interbank offered rate (LIBOR) with a constant 3-month average maturity. LIBOR is a composite of the rates of interest at which banks borrow from one another in the London market, and it is a widely used benchmark for short-term interest rates. The Barclays Capital Aggregate Index is a market value

weighted performance benchmark for government, corporate, mortgage-backed, and asset-backed fixed-rate debt securities of all maturities.

4. The total annual Fund operating expense ratio set forth in the most recent Fund prospectus for the Institutional, Y, Investor, A, and C Class shares was 1.25%, 1.30%, 1.44%, 1.69%, and 2.44%, respectively. The expense ratios above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

The high quality nature of the Fund’s holdings proved beneficial during the period. Investment grade securities, those with a credit rating of BBB or higher, accounting for 79.6% of the assets, had a favorable impact on performance. Positions in bonds with a credit rating of BB also contributed positively to the Fund. However, this was partially offset by a negative return in securities not rated by Standard & Poor’s.

The most significant contribution to the Fund’s return by sector was generated through the Foreign Sovereign allocation. During the period, Foreign Sovereign securities represented 29.6% of the assets and gained 5.6%. Additionally, positions in U.S. Treasuries and the Finance sector had a positive impact on the Fund’s return. Bonds held by the Fund within the Energy and Asset-Backed Securities sectors both detracted from returns.

The Fund has the flexibility to utilize derivative instruments and will do so to enhance return, hedge risk, gain efficient exposure to an asset class, or to manage liquidity. When considering the Fund’s use of derivatives, it is important to note that the Fund does not use derivatives for the purpose of creating financial leverage. During the period, the Fund experienced negative performance from the use of futures, options, and swaps; however, this was offset slightly by positive returns from derivatives in foreign currency transactions.

Looking forward, the Fund’s investment managers will continue to allocate investments across a wide range of global investment opportunities, seeking to achieve the Fund’s goal of positive total returns regardless of market conditions over a full market cycle.

2

American Beacon Flexible Bond Fund ^SM

Performance Overview

February 28, 2015 (Unaudited)

Top Ten Holdings (% Net Assets)
U.S. Treasury Note/Bond, 1.625%, Due 7/31/2019		8.2
U.S. Treasury Note/Bond, 2.500%, Due 5/15/2024		5.1
U.S. Treasury Note/Bond, 1.500%, Due 7/31/2016		1.9
Mexican Bonos Desarrollo, 7.750%, Due 11/13/2042		1.7
U.S. Treasury Note/Bond, 3.625%, Due 2/15/2021		1.4
Mexican Bonos Desarrollo, 8.50%, Due 5/31/2029		1.3
U.S. Treasury Note/Bond, 1.875%, Due 6/30/2020		1.3
Brazil Government Bond, 10.000%, Due 1/1/2023		1.3
Mexican Bonos Desarrollo, 8.50%, Due 11/18/2038		1.3
Ford Motor Credit Co. LLC, 1.037%, Due 1/17/2017		1.2
Total Fund Holdings	407

Sector Allocation (% Investments)
U.S. Treasury Notes/Bonds	23.5
Sovereign Obligations	21.2
Finance	18.7
Short-Term Investments	11.4
Asset-Backed Obligations	4.7
Service	4.5
Manufacturing	3.9
Collateralized Mortgage Obligations	3.5
U.S. Agency Mortgage-Backed Obligations	3.3
Energy	1.6
Foreign Collateralized Mortgage Obligations	1.4
Telecommunication	1.1
Utilities	0.5
Consumer	0.4
Transportation	0.2
U.S. Agency Obligations	0.1

Country Allocation (% Investments)
United States	57.1
United Kingdom	4.6
Mexico	4.5
Brazil	3.6
Spain	3.0
South Korea	2.3
Australia	2.1
Netherlands	2.1
South Africa	1.9
Cayman Islands	1.9
Italy	1.5
Indonesia	1.5
Portugal	1.4
Hungary	1.3
Ireland	1.1
New Zealand	1.0
Switzerland	1.0
Malaysia	0.7
Chile	0.7
Germany	0.7
Poland	0.7
Slovenia	0.7
British Virgin Islands	0.6
France	0.5
Norway	0.5
Supranational	0.4
Jersey	0.3
United Arab Emirates	0.3
Singapore	0.2
Luxembourg	0.2
Bulgaria	0.2
Japan	0.2
Canada	0.2
Greece	0.1
Austria	0.1
Namibia	0.1
Hong Kong	0.1
Bermuda	0.1
Kazakhstan	0.1
Turkey	0.1
Thailand	0.1
Marshall Islands	0.1
Belgium	0.1

3

American Beacon Flexible Bond Fund ^SM

Fund Expenses

February 28, 2015 (Unaudited)

Fund Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on shares purchased and (2) ongoing costs, including management fees, administrative service fees, distribution (12b-1) fees, and other Fund expenses. The examples below are intended to help you understand the ongoing cost (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the period in each Class and held for the entire period from September 1, 2014 through February 28, 2015.

Actual Expenses

The “Actual” lines of the table provide information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period. Shareholders of the Investor and Institutional Classes that invest in the Fund through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

Hypothetical Example for Comparison Purposes

The “Hypothetical” lines of the table provide information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed 5% per year rate of return before expenses (not the Fund’s actual return). You may compare the ongoing costs of investing in the Fund with other funds by contrasting this 5% hypothetical example and the 5% hypothetical examples that appear in the shareholder reports of the other funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

Shareholders of the Investor and Institutional Classes that invest in the Fund through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

You should also be aware that the expenses shown in the table highlight only your ongoing costs and do not reflect any transaction costs charged by the Fund, such as sales charges (loads). Similarly, the expense examples for other funds do not reflect any transaction costs charged by those funds, such as sales charges (loads), redemption fees or exchange fees. Therefore, the “Hypothetical” lines of the table are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If you were subject to any transaction costs during the period, your costs would have been higher.

Flexible Bond Fund

	Beginning Account Value 9/1/2014		Ending Account Value 2/28/2015		Expenses Paid During Period 9/1/2014- 2/28/2015*
Institutional Class
Actual	$	1,000.00	$	999.68	$	4.46
Hypothetical**	$	1,000.00	$	1,020.33	$	4.51
Y Class
Actual	$	1,000.00	$	999.13	$	4.91
Hypothetical**	$	1,000.00	$	1,019.88	$	4.96
Investor Class
Actual	$	1,000.00	$	998.04	$	6.29
Hypothetical**	$	1,000.00	$	1,018.50	$	6.36
A Class
Actual	$	1,000.00	$	997.13	$	6.39
Hypothetical**	$	1,000.00	$	1,018.38	$	6.46
C Class
Actual	$	1,000.00	$	993.31	$	10.08
Hypothetical**	$	1,000.00	$	1,014.66	$	10.19

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 0.90%, 0.99%, 1.27%, 1.29%, and 2.04% for the Institutional, Y, Investor, A, and C Classes respectively, multiplied by the average account value over the period, multiplied by the number derived by dividing the number of days in the most recent fiscal half-year (181) by days in the year (365) to reflect the half-year period.

** 5% return before expenses.

4

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Shares		Fair Value
			(000’s)
PREFERRED STOCK—0.87%
FINANCE—0.87%
Banks—0.87%
HSBC USA, Inc., 1.00%, Due 12/31/2049A B		6,150	$	143
Lloyds Banking Group PLC,
6.413%, Due 1/29/2049B C D E		470,000		530
6.657%, Due 12/31/2049B C D E		540,000		607
RBS Capital Funding Trust V, 5.90%, Due		13,000		322
RBS Capital Funding Trust VII, 6.08%, Due 12/31/2049		6,900		172
UBS Preferred Funding Trust IV, 1.00%, Due 12/31/2049A B		4,000		79
US Bancorp, 1.00%, Due 12/31/2049A B F		7,500		165
Total Finance				2,018
Total Preferred Stock (Cost $1,867)				2,018
	Par AmountP
	(000’s)
DOMESTIC BANK LOAN OBLIGATIONS—0.64%
Consumer—0.06%
HJ Heinz Co. Term Loan B 2, 3.50%, Due 6/5/2020 G	$	131		131
Service—0.58%
Grifols Worldwide Operations USA, Inc., 3.17%, Due 2/27/2021B G		397		396
Hilton Worldwide Finance LLC, 3.50%, Due 10/26/2020B G H		965		963
				1,359
Total Domestic Bank Loan Obligations (Cost $1,489)				1,490
DOMESTIC CONVERTIBLE OBLIGATIONS—1.19%
Energy—0.07%
Premier Oil Finance Jersey Ltd., 2.50%, Due 7/27/2018		200		161
Finance—0.30%
American Realty Capital Properties, Inc., 3.00%, Due 8/1/2018		325		310
Anthem, Inc., 2.75%, Due 10/15/2042		90		177
National Bk Of Abu Dhabi Sr Unsecured 03/18 1, Reg S, 1.00%, Due 3/12/2018Q		200		211
				698
Gas—0.12%
Enn Energy Holdings Ltd., 0.01%, Due 2/26/2018		250		268
Manufacturing—0.35%
Electronic Arts, Inc., 0.75%, Due 7/15/2016		31		56
Intel Corp., 3.25%, Due 8/1/2039		138		228
Siemens Financieringsmaatschappij N.V., 1.05%, Due 8/16/2017		500		562
				846
Service—0.35%
CP Foods Holdings Ltd., 0.50%, Due 1/15/2019		200		198
DP World Ltd., 1.75%, Due 6/19/2024		200		213
Hologic, Inc., 2.00%, Due 12/15/2037B		46		67
Illumina, Inc., 0.01%, Due 6/15/2019E		104		118
Priceline Group, Inc., 1.00%, Due 3/15/2018		154		217
				813
Total Domestic Convertible Obligations (Cost $2,601)				2,786
DOMESTIC OBLIGATIONS—30.72%
Consumer—0.27%
BAT International Finance PLC, 1.125%, Due 3/29/2016C		300		300
BRF—Brasil Foods S.A., 5.875%, Due 6/6/2022E F		200		216
Land O’Lakes Capital Trust I Ltd., 7.45%, Due 3/15/2028E		100		106
				622
Energy—1.45%
Basic Energy Services, Inc., 7.75%, Due 2/15/2019		100		79
Chesapeake Energy Corp., 3.503%, Due 4/15/2019B		100		98
CNOOC Finance 2013 Ltd., 3.00%, Due 5/9/2023		200		195

See accompanying notes

5

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Par AmountP		Fair Value
	(000’s)		(000’s)
Denbury Resources, Inc., 5.50%, Due 5/1/2022	$	100	$	94
Freeport-McMoran Oil & Gas LLC / FCX Oil & Gas, Inc.,
6.75%, Due 2/1/2022H		100		105
6.875%, Due 2/15/2023H		88		94
Kinder Morgan Energy Partners LP, 3.50%, Due 9/1/2023I		210		208
Millennium Offshore Services Superholdings LLC, 9.50%, Due 2/15/2018H		200		179
Petrobras Global Finance BV, 3.25%, Due 3/17/2017		200		186
Regency Energy Partners LP / Regency Energy Finance Corp., 5.75%, Due 9/1/2020I		150		163
Reliance Holding USA, Inc., 4.50%, Due 10/19/2020		250		266
Sabine Pass Liquefaction LLC, 5.75%, Due 5/15/2024H		800		818
Sabine Pass LNG LP, 7.50%, Due 11/30/2016I		150		159
Sinopec Group Overseas Development 2012 Ltd.,
2.75%, Due 5/17/2017		200		204
3.90%, Due 5/17/2022		200		209
Sinopec Group Overseas Development 2014 Ltd., 4.375%, Due 4/10/2024		200		217
Trinidad Drilling Ltd., 7.875%, Due 1/15/2019E		100		94
				3,368
Finance—17.64%
2013-2 Aviation Loan Trust, 2.351%, Due 12/15/2022B E F		85		79
ABN AMRO Bank N.V., 1.056%, Due 10/28/2016B E		1,400		1,409
AerCap Ireland Capital Ltd / AerCap Global Aviation Trust, 2.75%, Due 5/15/2017E		550		551
AGFC Capital Trust I Limited, 6.00%, Due 1/15/2067B E F		300		231
Agile Property Holdings Ltd., 8.875%, Due 4/28/2017		100		100
Albaraka Turk Katilim Bankasi AS, 6.25%, Due 6/30/2019		200		200
Ally Financial, Inc.,
4.625%, Due 6/26/2015		1,100		1,112
3.50%, Due 7/18/2016		200		202
Ambank M BHD, 3.125%, Due 7/3/2019		200		202
ARC Properties Operating Partnership LP/Clark Acquisition LLC, 3.00%, Due 2/6/2019H I		105		100
Banco Bilbao Vizcaya Argentaria S.A., 9.00%, Due 5/29/2049B		600		654
Banco Santander Brasil S.A., 4.25%, Due 1/14/2016E F		400		407
Banco Santander Chile S.A., 1.152%, Due 4/11/2017B E		880		876
Bank of America Corp.,
5.75%, Due 12/1/2017		60		66
5.65%, Due 5/1/2018		700		778
1.293%, Due 1/15/2019B		700		709
1.125%, Due 4/1/2019B		1,115		1,123
7.625%, Due 6/1/2019		100		121
Bank of America NA, 5.30%, Due 3/15/2017		250		268
Banque Federative du Credit Mutuel S.A., 2.50%, Due 10/29/2018E		350		356
Carrington Holding Co. LLC, 1.00%, Due 1/15/2026H J K		168		61
China Overseas Land & Investment Ltd., 6.375%, Due 10/29/2043		200		217
CIT Group, Inc., 5.00%, Due 5/15/2017		100		104
Citigroup, Inc.,
0.778%, Due 3/10/2017B		575		574
0.963%, Due 11/24/2017B		500		501
6.125%, Due 5/15/2018		760		857
Country Garden Holdings Co. Ltd, 10.50%, Due 8/11/2015		100		103
Credit Suisse/New York NY,
0.943%, Due 1/29/2018B		300		301
3.625%, Due 9/9/2024		1,000		1,040
Deutsche Bank AG/London,
0.868%, Due 2/13/2017B		1,115		1,118
0.938%, Due 2/13/2018B		300		301
Development Bank of Kazakhstan JSC, 5.50%, Due 12/20/2015		200		203
Digital Realty Trust LP,
5.875%, Due 2/1/2020I		140		158
3.625%, Due 10/1/2022I		125		125
Dresdner Bank AG, 7.25%, Due 9/15/2015		180		185
Dresdner Funding Trust I, 8.151%, Due 6/30/2031E		430		525
EPR Properties, 5.75%, Due 8/15/2022		225		246
General Electric Capital Corp., 0.872%, Due 1/9/2020B		500		501
Goldman Sachs Group, Inc.,
1.357%, Due 11/15/2018B		1,645		1,662

See accompanying notes

6

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Par AmountP		Fair Value
	(000’s)		(000’s)
7.50%, Due 2/15/2019	$	332	$	397
1.277%, Due 10/23/2019B		500		505
1.417%, Due 4/23/2020B		300		304
HBOS PLC, 0.935%, Due 9/6/2017B C		995		989
HSBC USA, Inc., 0.868%, Due 11/13/2019B		500		499
ING Bank N.V., 0.945%, Due 10/1/2019E		1,200		1,202
International Lease Finance Corp.,
4.875%, Due 4/1/2015		300		300
6.75%, Due 9/1/2016E F		600		637
7.125%, Due 9/1/2018E		130		148
JP Morgan Chase Capital XXIII Ltd., 1.257%, Due 5/15/2077B		330		259
JPMorgan Chase & Co.,
1.156%, Due 1/25/2018B		640		648
1.212%, Due 1/23/2020B		500		506
4.40%, Due 7/22/2020		10		11
JPMorgan Chase Bank NA, 6.00%, Due 10/1/2017		300		333
JPMorgan Chase Capital XXI, 1.205%, Due 1/15/2087B		400		331
Lloyds Bank PLC,
6.375%, Due 1/21/2021C		550		665
0.60%, Due 6/29/2049B C		110		71
0.438%, Due 11/29/2049B C		350		223
Macquarie Bank Ltd.,
5.00%, Due 2/22/2017		500		534
1.045%, Due 3/24/2017B E		500		502
0.886%, Due 10/27/2017B E		610		610
Macquarie Group Ltd., 1.255%, Due 1/31/2017B E		1,070		1,076
Morgan Stanley,
0.975%, Due 1/5/2018B		500		501
1.536%, Due 4/25/2018B		2,695		2,744
7.30%, Due 5/13/2019		300		358
1.396%, Due 1/27/2020B		200		203
3.875%, Due 4/29/2024		500		526
MPT Operating Partnership LP / MPT Finance Corp., 6.875%, Due 5/1/2021I		200		216
NASDAQ OMX Group, Inc.,
5.55%, Due 1/15/2020		140		156
4.25%, Due 6/1/2024		100		105
Navient Corp.,
6.25%, Due 1/25/2016H		416		430
6.00%, Due 1/25/2017H		200		212
Nomura Holdings, Inc., 2.00%, Due 9/13/2016		300		303
Royal Bank of Canada, 1.20%, Due 9/19/2018		160		160
Royal Bank of Scotland Group PLC,
2.55%, Due 9/18/2015C		850		858
7.648%, Due 12/31/2049B C		560		700
Royal Bank of Scotland PLC, 9.50%, Due 3/16/2022A C		300		339
Shinhan Bank, 0.901%, Due 4/8/2017B E		1,430		1,433
Springleaf Finance Corp., 5.75%, Due 9/15/2016		100		104
Standard Bank PLC, 8.125%, Due 12/2/2019C		100		108
Standard Chartered PLC, 3.85%, Due 4/27/2015C E		576		579
State Street Capital Trust IV, 1.241%, Due 6/1/2077B		60		50
Swire Properties MTN Financing Ltd., 4.375%, Due 6/18/2022		200		214
Temasek Financial I Ltd., 3.375%, Due 7/23/2042		250		237
UBS AG,
5.875%, Due 12/20/2017		175		195
5.125%, Due 5/15/2024		900		935
				40,742
Manufacturing—3.35%
Ainsworth Lumber Co. Ltd, 7.50%, Due 12/15/2017E		100		104
ArcelorMittal, 4.50%, Due 8/5/2015		210		212
Ardagh Packaging Finance PLC / Ardagh Holdings USA, Inc., 3.241%, Due 12/15/2019B C E		200		197
Barminco Finance Property Ltd., 9.00%, Due 6/1/2018E		100		97
CDW LLC / CDW Finance Corp., 5.00%, Due 9/1/2023H		100		100
D.R. Horton, Inc., 3.75%, Due 3/1/2019		120		122
Fidelity National Information Services, Inc., 5.00%, Due 3/15/2022		150		159

See accompanying notes

7

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Par AmountP		Fair Value
	(000’s)		(000’s)
FMG Resources August 2006 Property Ltd., 8.25%, Due 11/1/2019E	$	100	$	95
Ford Motor Credit Co. LLC,
4.207%, Due 4/15/2016H		450		464
1.037%, Due 1/17/2017B H		2,860		2,864
General Motors Financial Co. Inc., 2.75%, Due 5/15/2016		400		406
Glencore Funding, LLC, 1.421%, Due 5/27/2016B H		500		500
Heathrow Funding Ltd., 2.50%, Due 6/25/2017E		200		200
Montell Finance Co., 8.10%, Due 3/15/2027E		150		207
Nitrogenmuvek Vegyipari Zrt, 7.875%, Due 5/21/2020E		200		192
Reynolds Group Issuer Inc.,
7.125%, Due 4/15/2019		100		104
7.875%, Due 8/15/2019		100		106
Rock-Tenn Co., 3.50%, Due 3/1/2020		100		102
SanDisk Corp., 0.50%, Due 10/15/2020		190		205
Schaeffler Holding Finance BV, 6.875%, Due 8/15/2018E F K		800		838
Seagate HDD Cayman, 3.75%, Due 11/15/2018		125		128
Tech Data Corp., 3.75%, Due 9/21/2017		100		103
Toll Brothers Finance Corp., 4.00%, Due 12/31/2018		150		154
Vale S.A., 5.625%, Due 9/11/2042		100		89
				7,748
Service—3.57%
ADT Corp., 6.25%, Due 10/15/2021		170		184
AMC Networks, Inc., 7.75%, Due 7/15/2021		100		110
AutoNation, Inc.,
6.75%, Due 4/15/2018		160		180
5.50%, Due 2/1/2020		100		109
Bed Bath & Beyond, Inc., 3.749%, Due 8/1/2024		200		208
Best Buy Co. Inc, 5.00%, Due 8/1/2018		120		125
Biomet, Inc., 6.50%, Due 8/1/2020		100		107
CBS Corp., 3.50%, Due 1/15/2025		100		101
Coach, Inc., 4.25%, Due 4/1/2025		100		100
DISH DBS Corp., 4.625%, Due 7/15/2017		680		695
Forest Laboratories, Inc., 4.375%, Due 2/1/2019E		240		255
FTI Consulting, Inc., 6.75%, Due 10/1/2020		190		201
GameStop Corp., 5.50%, Due 10/1/2019E		100		103
HCA, Inc.,
6.50%, Due 2/15/2016		850		889
3.75%, Due 3/15/2019		115		117
6.50%, Due 2/15/2020		800		910
Host Hotels & Resorts LP, 3.75%, Due 10/15/2023I		200		202
IAC/InterActiveCorp, 4.875%, Due 11/30/2018		365		378
MGM Resorts International,
6.625%, Due 7/15/2015		1,200		1,222
7.50%, Due 6/1/2016		100		106
Roche Holdings, Inc., 0.597%, Due 9/30/2019B E		1,000		1,001
Sirius XM Radio, Inc., 5.25%, Due 8/15/2022E		100		107
Tencent Holdings Ltd., 2.875%, Due 2/11/2020E		200		201
Tenet Healthcare Corp., 6.25%, Due 11/1/2018		125		136
Total System Services, Inc., 3.75%, Due 6/1/2023		215		213
United Rentals North America, Inc., 8.25%, Due 2/1/2021		100		109
Wyndham Worldwide Corp., 4.25%, Due 3/1/2022		170		177
				8,246
Sovereign—2.45%
Brazil, Petrobras Global Finance BV, 2.603%, Due 3/17/2017B		1,295		1,178
Corporacion Andina de Fomento, 0.803%, Due 1/29/2018B		880		884
Hungary, Magyar Export Import Bank, 5.50%, Due 2/12/2018		240		256
Namibia, Republic of Namibia, 5.50%, Due 11/3/2021		200		215
Norway, Eksportfinans ASA,
2.375%, Due 5/25/2016		100		100
5.50%, Due 5/25/2016		100		104
5.50%, Due 6/26/2017		600		640
Norway, KommunalBanken AS, 1.375%, Due 6/8/2017		200		202
Slovenia Government Bond,
4.75%, Due 5/10/2018		1,100		1,182

See accompanying notes

8

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Par AmountP		Fair Value
	(000’s)		(000’s)
4.125%, Due 2/18/2019	$	200	$	212
5.85%, Due 5/10/2023		100		118
South Korea, Export-Import Bank of Korea, 5.00%, Due 4/11/2022		200		230
South Korea, Korea Housing Finance Corp., 1.625%, Due 9/15/2018		350		345
				5,666
Telecommunications—1.23%
British Telecommunications PLC, 1.25%, Due 2/14/2017C		500		499
Sprint Nextel Corp., 7.00%, Due 8/15/2020		100		103
Verizon Communications, Inc.,
1.771%, Due 9/15/2016B		730		744
2.50%, Due 9/15/2016		137		140
1.991%, Due 9/14/2018B		200		208
3.65%, Due 9/14/2018		300		318
1.013%, Due 6/17/2019B		340		343
5.15%, Due 9/15/2023		200		229
West Corp., 5.375%, Due 7/15/2022E		170		165
Windstream Corp., 7.75%, Due 10/15/2020		100		103
				2,852
Transportation—0.19%
Kansas City Southern de Mexico SA de CV, 2.35%, Due 5/15/2020		240		234
Transnet Soc Ltd., 4.50%, Due 2/10/2016		210		215
				449
Utilities—0.57%
CGN Meiya Power Holdings Co. Ltd, 4.00%, Due 8/19/2018		200		205
Electricite de France S.A., 1.15%, Due 1/20/2017E		500		501
SP PowerAssets Ltd., 2.70%, Due 9/14/2022		200		200
Star Energy Geothermal Wayang Windu Ltd., 6.125%, Due 3/27/2020		200		204
State Grid Overseas Investment 2014 Ltd., 4.125%, Due 5/7/2024		200		217
				1,327
Total Domestic Obligations (Cost $70,586)				71,020
FOREIGN CONVERTIBLE OBLIGATIONS—0.86%
Finance—0.10%
Great Portland Estates Capital Jersey Ltd., 1.00%, Due 9/10/2018C	GBP	100		184
Immofinanz AG, 4.25%, Due 3/8/2018	EUR	806		44
				228
Manufacturing—0.63%
Aabar Investments PJSC, 4.00%, Due 5/27/2016	EUR	200		310
Bekaert N.V., 0.75%, Due 6/18/2018	EUR	100		111
Camfin 2012 SpA, 5.625%, Due 10/26/2017	EUR	100		143
Faurecia, 3.25%, Due 1/1/2018L	EUR	605		278
Indra Sistemas S.A., 1.75%, Due 10/17/2018	EUR	100		104
Shenzhou International Group Holdings Ltd., 0.50%, Due 6/18/2019	HKD	2,000		270
Volkswagen International Finance N.V., 5.50%, Due 11/9/2015	EUR	100		146
Yaskawa Electric Corp., 0.01%, Due 3/16/2017	JPY	5,000		62
				1,424
Service—0.13%
FF Group Finance Luxembourg, 1.75%, Due 7/3/2019	EUR	100		96
OHL Investments S.A., 4.00%, Due 4/25/2018	EUR	200		212
				308
Total Foreign Convertible Obligations (Cost $2,109)				1,960
FOREIGN OBLIGATIONS—23.41%
Consumer—0.13%
Imperial Tobacco Group PLC, 8.375%, Due 2/17/2016 C	EUR	250		301
Energy—0.09%
Gazprom OAO Via Gaz Capital S.A., 3.755%, Due 3/15/2017	EUR	100		105
Petrobras Global Finance BV, 3.75%, Due 1/14/2021	EUR	100		97
				202
Finance—1.73%
AIB Mortgage Bank, 2.625%, Due 7/28/2017	EUR	100		116
Banco Bilbao Vizcaya Argentaria S.A., 7.00%, Due 12/29/2049B	EUR	200		231

See accompanying notes

9

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Par AmountP		Fair Value
	(000’s)		(000’s)
Banco Popolare SC, 3.50%, Due 3/14/2019	EUR$	100	$	120
Banco Popular Español S.A., 11.50%, Due 10/29/2049B	EUR	200		261
Bank of America Corp. Inflation Indexed, 3.958%, Due 10/21/2025B F M	MXN	3,000		223
BPE Financiaciones S.A., 2.50%, Due 2/1/2017	EUR	100		115
Credit Logement S.A., 1.232%, Due 3/29/2049B	EUR	100		95
Henderson UK Finance PLC, 7.25%, Due 3/24/2016C	GBP	100		161
JP Morgan Chase Bank NA, 0.761%, Due 5/31/2017A B	EUR	750		839
LCR Finance PLC, 4.50%, Due 12/7/2028C	GBP	200		387
Lloyds Bank PLC, 10.375%, Due 2/12/2024B C	EUR	150		218
Morgan Stanley, 7.60%, Due 8/8/2017	NZD	430		347
Novo Banco S.A.,
5.00%, Due 4/23/2019	EUR	200		233
5.00%, Due 5/23/2019	EUR	100		116
Royal Bank of Scotland PLC,
6.934%, Due 4/9/2018B C	EUR	100		129
1.595%, Due 6/14/2022B C	EUR	100		100
Santander International, 3.16%, Due 12/1/2015	GBP	200		313
				4,004
Service—0.56%
Tesco PLC,
6.00%, Due 12/14/2029C	GBP	160		266
5.50%, Due 1/13/2033C	GBP	200		308
5.20%, Due 3/5/2057C	GBP	200		279
WPP PLC, 6.00%, Due 4/4/2017C	GBP	250		422
				1,275
Sovereign—20.90%
Australia, Queensland Treasury Corp., 5.75%, Due 7/22/2024	AUD	1,975		1,891
Austria, Heta Asset Resolution AG,
2.75%, Due 8/12/2015	CHF	100		76
2.375%, Due 12/13/2022	EUR	100		121
Brazil, Letra Tesouro Nacional, 0.01%, Due 7/1/2018	BRL	5,397		1,284
Brazil, Nota Do Tesouro Nacional,
10.00%, Due 1/1/2017L	BRL	2,500		857
6.00%, Due 8/15/2022L	BRL	1,000		904
10.00%, Due 1/1/2023L	BRL	9,325		2,986
10.00%, Due 1/1/2025	BRL	770		242
Bulgaria Government Bond, 2.95%, Due 9/3/2024	EUR	313		372
Chile, Republic of Chile,
3.00%, Due 1/1/2017	CLP	233,180		396
3.00%, Due 7/1/2017	CLP	196,362		338
Greece, Hellenic Republic Government International Bond,
3.80%, Due 8/8/2017	JPY	30,000		196
3.00%, Due 2/24/2041B N	EUR	100		61
Hungary Government Bond,
7.00%, Due 6/24/2022	HUF	180,000		847
6.00%, Due 11/24/2023	HUF	370,000		1,694
Indonesia Government Bond,
8.375%, Due 3/15/2024	IDR	9,800,000		831
9.00%, Due 3/15/2029	IDR	13,500,000		1,219
8.75%, Due 2/15/2044	IDR	14,500,000		1,259
Irish Treasury Bond,
3.40%, Due 3/18/2024	EUR	330		453
5.40%, Due 3/13/2025	EUR	340		545
2.40%, Due 5/15/2030	EUR	175		227
2.00%, Due 2/18/2045	EUR	90		106
Italy, Buoni Poliennali Del Tesoro,
5.25%, Due 11/1/2029	EUR	340		550
5.00%, Due 8/1/2039	EUR	905		1,537
5.00%, Due 9/1/2040	EUR	500		850
4.75%, Due 9/1/2044E	EUR	100		170
Malaysia Government Bond,
4.048%, Due 9/30/2021	MYR	1,205		340
3.48%, Due 3/15/2023	MYR	4,080		1,104

See accompanying notes

10

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Par AmountP		Fair Value
	(000’s)		(000’s)
Mexican Bonos Desarr,
8.50%, Due 5/31/2029L	MXN$	36,700	$	3,041
8.50%, Due 11/18/2038L	MXN	34,010		2,904
7.75%, Due 11/13/2042L	MXN	48,470		3,870
Mexico Government International Bond, 2.375%, Due 4/9/2021	EUR	100		120
New Zealand Government Bond,
6.00%, Due 5/15/2021	NZD	2,245		1,957
5.50%, Due 4/15/2023	NZD	405		354
Poland Government Bond, 5.25%, Due 10/25/2020	PLN	4,850		1,542
Portugal, Obrigacoes do Tesouro,
4.75%, Due 6/14/2019E	EUR	500		654
4.95%, Due 10/25/2023E	EUR	1,525		2,166
South Africa Government Bond,
8.00%, Due 12/21/2018	ZAR	10,000		888
6.75%, Due 3/31/2021	ZAR	7,800		655
6.50%, Due 2/28/2041	ZAR	30,105		2,103
8.75%, Due 2/28/2048	ZAR	4,870		440
South Korea Treasury Bond,
5.75%, Due 9/10/2018	KRW	2,310,000		2,366
3.375%, Due 9/10/2023	KRW	727,000		716
Spain, Bonos Y Obligaciones del Estado,
5.85%, Due 1/31/2022	EUR	391		583
2.75%, Due 10/31/2024E F	EUR	400		507
5.15%, Due 10/31/2028E F	EUR	140		222
Supranational, European Investment Bank, 6.00%, Due 12/7/2028	GBP	37		83
UK Treasury Bond, 3.25%, Due 1/22/2044	GBP	933		1,666
				48,293
Total Foreign Obligations (Cost $57,026)				54,075
ASSET-BACKED OBLIGATIONS—4.93%
ACE Securities Corp Home Equity Loan Trust, 0.326%, Due 8/25/2036, 2006 OP2 A1B		984		826
Carrington Mortgage Loan Trust, 0.431%, Due 2/25/2037, 2007 FRE1 AC3B		500		355
Chase Funding Trust, 5.323%, Due 2/26/2035, 2004-2 1A4		201		202
Citigroup Mortgage Loan Trust, Inc.,
0.541%, Due 1/25/2036, 2006 WFH1 M2		100		90
0.251%, Due 1/25/2037, 2007 AMC2 A3A		190		128
Countrywide Asset-Backed Certificates Trust,
0.318%, Due 1/25/2037, 2006 13 3AV2B		234		221
0.331%, Due 3/25/2037, 2006 18 2A2		381		343
Fremont Home Loan Trust, 0.341%, Due 2/25/2036, 2006 2 2A3B		353		299
GoldenTree Loan Opportunities VII Ltd., 1.406%, Due 4/25/2025 E		500		491
GSAMP Trust, 0.291%, Due 12/25/2036, 2007 FM1 A2B		1,648		858
Madison Park Funding Ltd., CLO, 0.467%, Due 3/22/2021, 2007 4A A1AB E F		1,455		1,436
Master Specialized Loan Trust, 0.431%, Due 2/25/2036, 2006 2 AB E F		981		868
Morgan Stanley ABS Capital I Inc. Trust,
0.221%, Due 7/25/2036, 2006 A2FPB		81		48
0.321%, Due 11/25/2036, 2007 HE1 A2CB		542		342
Nomura Home Equity Loan Inc Home Equity Loan Trust, 0.501%, Due 10/25/2036, 2006 AF1 A4		1,161		466
Oak Hill Credit Partners, 1.351%, Due 4/20/2025, 2013 8A AE		500		492
Oakwood Mortgage Investors, Inc., 6.61%, Due 6/15/2031, 2001 C A3		321		172
RAAC Series Trust, 0.571%, Due 9/25/2045, 2006 SP1 M1B		800		642
Residential Asset Securities Corp. Trust,
0.751%, Due 7/25/2033, 2003 KS5 AIIBB		8		7
0.611%, Due 1/25/2036, 2005 KS12 M1B		175		162
Structured Asset Investment Loan Trust,
0.331%, Due 5/25/2036, 2006 BNC2 A5		947		756
0.321%, Due 9/25/2036, 2006 BNC3 A3		579		458
Structured Asset Securities Corp. Mortgage Pass-Through Certificates, 0.341%, Due 12/25/2036, 2006 BC5 A4B		1,348		1,151
Tralee CDO Ltd., 1.607%, Due 7/20/2026, 2014 3A A2E		600		592
Total Asset-Backed Obligations (Cost $11,103)				11,405

See accompanying notes

11

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Par AmountP		Fair Value
	(000’s)		(000’s)
COLLATERALIZED MORTGAGE OBLIGATIONS—3.81%
Adjustable Rate Mortgage Trust, 2.756%, Due 9/25/2035, 2005 5 2A1	$	80	$	72
American Home Mortgage Investment Trust,
2.069%, Due 10/25/2034, 2004 3 5AB		56		56
1.858%, Due 9/25/2045, 2005 2 4A1B		7		7
Banc of America Alternative Loan Trust, 0.571%, Due 5/25/2035, 2005 4 CB6B		58		44
Banc of America Funding Corporation,
0.384%, Due 4/20/2047, 2007 B A1		685		506
0.474%, Due 5/20/2047, 2007 C 7A5B		321		267
Banc of America Mortgage Securities, Inc., 3.323%, Due 7/20/2032, 2002 G1A3B		21		21
Bear Stearns Adjustable Rate Mortgage Trust,
2.748%, Due 11/25/2030, 2000 2 A1		37		35
2.434%, Due 8/25/2033, 2003 5 2A1B		87		88
2.695%, Due 8/25/2033, 2003 5 1A1B		53		52
2.625%, Due 4/25/2034, 2004 1 22A1B		47		47
3.014%, Due 11/25/2034, 2004 9 22A1B		22		22
2.43%, Due 10/25/2035, 2005 9 A1B		54		53
Bear Stearns Alt-A Trust,
2.612%, Due 11/25/2036, 2006 6 32A1		128		87
5.178%, Due 12/25/2046, 2006 7 23A1		1,089		801
Chase Mortgage Finance Corp.,
5.50%, Due 11/25/2035, 2005 S3 A10		200		197
2.527%, Due 2/25/2037, 2007 A1 1A5		41		40
2.592%, Due 3/25/2037, 2007 A1 12M3B		276		231
Citigroup Mortgage Loan Trust, Inc.,
2.564%, Due 8/25/2035, 2005 3 2A2A		47		46
1.93%, Due 9/25/2035, 2005 6 A3B		43		42
Countrywide Alternative Loan Trust,
0.621%, Due 8/25/2033, 2003 15T2 A2B		0		0
5.50%, Due 10/25/2033, 2003 20CB 1A4		181		186
6.00%, Due 10/25/2033, 2003 J2 A1		23		24
0.341%, Due 11/25/2036,		426		394
0.451%, Due 2/25/2037, 2005 81 A1B		18		14
0.384%, Due 7/20/2046, 2006 OA9 2A1AB		13		9
0.361%, Due 9/25/2046, 2006 OA11 A1BB		17		14
Countrywide Home Loan Mortgage Pass Through Trust,
2.537%, Due 6/25/2033, 2003 27 A1B		41		40
0.931%, Due 9/25/2034, 2004 16 1A4AB		45		42
0.461%, Due 4/25/2035, 2005 3 2A1B		209		172
0.401%, Due 5/25/2035, 2005 9 1A3B		145		123
5.75%, Due 5/25/2037, 2007 5 A51		78		76
Credit Suisse First Boston Mortgage Securities Corp., 2.471%, Due 9/25/2034, 2004 AR8 2A1		29		29
Credit Suisse Mortgage-Backed Trust, 6.00%, Due 7/25/2036, 2006 6 1A4		567		465
Deutsche Alt-A Securities Mortgage Loan Trust, 0.321%, Due 3/25/2037, 2007 AR2 A1		760		548
Fannie Mae Grantor Trust, 6.00%, Due 2/25/2044, 2004 T3 CL 1A1		14		16
Fannie Mae REMIC, 0.371%, Due 10/27/2037, 2007-114 A6		600		592
First Horizon Asset Securities, Inc., 2.531%, Due 2/25/2034, 2004 AR1 2A1B		55		54
GSR Mortgage Loan Trust,
6.00%, Due 3/25/2032, 2003 2F 3A1		3		3
2.095%, Due 6/25/2034, 2004 7 3A1		38		37
4.964%, Due 11/25/2035, 2005 AR7 6A1B		34		33
JP Morgan Alternative Loan Trust, 5.680%, Due 5/26/2037, 2008 R3 3A1E F		289		262
Morgan Stanley Mortgage Loan Trust, 2.121%, Due 6/25/2036, 2006 8AR 5A4B		25		24
New Century Alternative Mortgage Loan Trust, 5.909%, Due 7/25/2036, 2006 ALT1 AF2		11		7
Nomura Asset Acceptance Corp., 7.50%, Due 3/25/2034, 2004 R1 A2E F		110		117
Prime Mortgage Trust, 0.671%, Due 2/25/2035, 2006 CL1 A1B		87		83
Residential Accredit Loans, Inc., 0.271%, Due 5/25/2037, 2007 QA3 A1B		340		264
Residential Asset Securitization Trust, 2.462%, Due 12/25/2034, 2004 IP2 4A		85		84
Structured Adjustable Rate Mortgage Loan Trust,
2.432%, Due 5/25/2034, 2004 5 3A2		61		60
2.464%, Due 7/25/2034, 2004 8 3AB		61		61

See accompanying notes

12

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Par AmountP		Fair Value
	(000’s)		(000’s)
Structured Asset Mortgage Investments II Trust,
1.594%, Due 2/25/2036, 2005 ARB A2B	$	945	$	826
0.401%, Due 5/25/2045, 2005 AR2 2A1B		98		86
Structured Asset Securities Corp. Mortgage Pass-Through Certificates, 5.50%, Due 5/25/2035, 2005 6 2A14		112		115
WaMu Mortgage Pass Through Certificates,
2.025%, Due 2/25/2033, 2003 AR1 2AB		4		4
2.396%, Due 3/25/2035, 2005 AR3 A1		43		42
5.50%, Due 11/25/2035, 2005 9 2A2		269		249
0.331%, Due 2/25/2037, 2007 HY1 A2AB		321		222
2.349%, Due 3/25/2037, 2007 HY3 4A1B		185		175
1.744%, Due 12/19/2039, 2001 AR5 1A		88		86
0.461%, Due 10/25/2045, 2005 AR13 A1A1		330		302
Wells Fargo Mortgage Backed Securities Trust, 2.601%, Due 3/25/2035, 2005 AR3 2A1B		81		82
Total Collateralized Mortgage Obligations (Cost $8,314)				8,736
COMMERCIAL MORTGAGE-BACKED OBLIGATIONS—0.00% (Cost $16)
LB-UBS Commercial Mortgage Trust, 0.271%, Due 9/15/2045 2007 C7 XW		1,239		9
FOREIGN COLLATERALIZED MORTGAGE OBLIGATIONS—1.54%
Fondo de Titulizacion de Activos, 0.232%, Due 6/16/2049, 16 A2	EUR	1,069		1,073
IM Pastor 4 Fondo de Titulizacion de Activos, 0.219%, Due 3/22/2044, 4 A	EUR	1,203		1,210
Rural Hipotecario IX Fondo de Titulizacion de Activos, 0.188%, Due 2/17/2050, 9 A2	EUR	460		501
TDA CAM Fondo de Titulizacion de Activos, 0.174%, Due 2/26/2049, 8 A	EUR	834		856
Total Foreign Collateralized Mortgage Obligations (Cost $4,360)				3,640
U.S. AGENCY MORTGAGE BACKED OBLIGATIONS—3.58%
Fannie Mae TBA,
4.50%, Due 3/12/2045 O		3,300		3,587
4.00%, Due 4/14/2045 O		4,400		4,695
Total U.S. Agency Mortgage Backed Obligations (Cost $8,256)				8,282
U.S. AGENCY OBLIGATIONS—0.13% (Cost $273)
Fannie Mae Notes, 3.15%, Due 12/27/2027 B N		300		299
U.S. TREASURY OBLIGATIONS—25.89%
U.S. Treasury Inflation Protected Securities—3.84%
0.125%, Due 7/15/2022 M R		1,634		1,651
0.125%, Due 7/15/2024 M		2,572		2,573
0.25%, Due 1/15/2025 M		694		699
2.375%, Due 1/15/2025 M R		1,283		1,558
2.00%, Due 1/15/2026 M R		59		70
2.375%, Due 1/15/2027 M		443		548
3.875%, Due 4/15/2029 M R		483		711
0.625%, Due 2/15/2043 M		958		944
1.75%, Due 1/15/2028, M		112		131
				8,885
U.S. Treasury Floating Rate Note—1.86%
0.090%, Due 7/31/2016 B		4,310		4,310
U.S. Treasury Notes/Bonds—20.19%
1.625%, Due 7/31/2019 R		18,900		19,058
1.875%, Due 6/30/2020		3,000		3,048
2.125%, Due 1/31/2021		2,000		2,048
3.625%, Due 2/15/2021		3,000		3,329
2.25%, Due 3/31/2021		2,000		2,061
2.25%, Due 4/30/2021		2,500		2,576
1.875%, Due 11/30/2021		1,500		1,506
2.50%, Due 5/15/2024 R		11,200		11,685
3.125%, Due 8/15/2044		1,200		1,328
				46,639
Total U.S. Treasury Obligations (Cost $59,528)				59,834

See accompanying notes

13

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

	Shares		Fair Value
			(000’s)
SHORT-TERM INVESTMENTS—12.59%
JPMorgan U.S. Government Money Market Fund, Capital Class	$	29,090,144	$	29,090
U.S. Treasury Bills—0.00%
U.S. Treasury Bill , 0.055%, Due 4/16/2015R		10		10
Total Short-Term Investments (Cost 29,100)				29,100
TOTAL INVESTMENTS —110.16% (Cost $256,628)				254,654
PURCHASED OPTIONS – 1.78% (Cost $4,769)				4,115
WRITTEN OPTIONS—(1.75%) (Premiums $3,633)				(4,050	)
LIABILITIES, NET OF OTHER ASSETS—(10.19%)				(23,581	)
TOTAL NET ASSETS—100.00%			$	231,138

Percentages are stated as a percent of net assets.

^A  Variable rate.

^B  The coupon rate shown on floating or adjustable rate securities represents the rate at period end. The due date on these types of securities reflects the final maturity date.

^C  PLC - Public Limited Company.

^D  Non-income producing security.

^E  Security exempt from registration under the Securities Act of 1933. These securities may be resold to qualified institutional buyers pursuant to Rule 144A. At the period end, the value of these securities amounted to $24,532 or 10.62% of net assets. The Fund has no right to demand registration of these securities.

^F  Illiquid.

^G  Term Loan.

^H  LLC - Limited Liability Company.

^I  LP - Limited Partnership.

^J  Fair valued pursuant to procedures approved by the Board of Trustees. At the period end, the amount of fair valued securities was $61 or 0.03% of net assets.

^K  PIK - Payment in Kind.

^L  Par value represents units rather than shares.

^M  Inflation-Indexed Note.

^N  Step Up/Down - A scheduled increase in the exercise or conversion price at which a warrant, an option, or a convertible security may be used to acquire shares of common stock.

^O  To Be Announced.

^P  In U.S. Dollars unless stated otherwise.

^Q  Reg S - Security purchased under the Securities Act of 1933, which exempts from registration securities offered and sold outside of the United States. Such a security cannot be sold in the United States without either an effective registration statement filed pursuant to the Securities Act of 1933, or pursuant to an exemption from registration.

^R  This security or a piece there of is held as segregated collateral for interest rate and credit default swaps.

Futures Contracts open on February 28, 2015:

Description	Type		Number of Contracts		Expiration Date	Contract Value			Unrealized Appreciation (Depreciation)
10-Year Japanese Bond March Futures		Short		3	March, 2015	$	(3,709,091	)	$	1,508
90-Day Euro December Futures		Long		61	December, 2015		15,132,575			7,128
90-Day Euro December Futures		Short		61	December, 2016		(15,003,712	)		(26,286	)
90-Day Euro June Futures		Short		6	June, 2015		(1,494,375	)		(377	)
Canadian 10-Year Bond June Futures		Short		35	June, 2015		(4,021,598	)		(37,874	)
Euro 3Mo EURIBOR December Futures		Long		32	December, 2015		8,952,401			25,566
Euro 3Mo EURIBOR December Futures		Short		32	December, 2016		(8,948,820	)		(46,199	)
Euro BOBL March Futures		Short		8	March, 2015		(1,174,376	)		(6,750	)

See accompanying notes

14

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Description	Type		Number of Contracts		Expiration Date	Contract Value			Unrealized Appreciation (Depreciation)
Euro BTP March Futures		Short		11	March, 2015	$	(1,734,293	)	$	(56,349	)
Euro BUND June Futures		Short		10	June, 2015		(1,734,293	)		(3,700	)
Euro BUND March Futures		Short		6	March, 2015		(1,070,662	)		1,514
Euro BUND March Futures		Short		66	March, 2015		(11,777,287	)		(477,925	)
Euro BUXL 30-Year Bond June Futures		Short		8	June, 2015		(1,481,801	)		(5,921	)
Euro BUXL 30-Year Bond March Futures		Short		16	March, 2015		(2,984,731	)		(16,685	)
Euro OAT March Futures		Short		5	March, 2015		(840,742	)		(2,815	)
Euro OAT March Futures		Short		38	March, 2015		(6,389,642	)		(224,675	)
Long GILT June Futures		Short		23	June, 2015		(4,210,251	)		2,553
U.S. Long Bond June Futures		Short		1	June, 2015		(161,844	)		(164	)
U.S. Treasury 10-Year Note June Futures		Short		96	June, 2015		(12,268,500	)		(5,464	)
U.S. Treasury 10-Year Note June Futures		Long		22	June, 2015		2,811,531			9,937
U.S. Treasury 5-Year Note June Futures		Short		90	June, 2015		(10,735,312	)		19,023
U.S. Ultra Bond June Futures		Short		8	June, 2015		(1,346,250	)		(446	)
U.S. Ultra Bond June Futures		Long		13	June, 2015		2,187,656			1,271
						$	62,003,417		$	(843,131	)

Centrally cleared swap agreements outstanding on February 28, 2015:

Interest Rate Swaps

Pay/ Receive Floating Rate	Floating Rate Index	Fixed Rate (%)		Expiration Date		Curr		Notional Amount(4)		Upfront Premiums Paid (Received)			Unrealized Appreciation (Depreciation)			Fair Value
Receive	6-Month JPY-LIBOR		0.3325		8/22/2016		JPY		166,139	$	—		$	3,960		$	3,960
Pay	3-Month USD-LIBOR		1.0000		5/18/2017		USD		5,900		(17,287	)		(6,735	)		(24,022	)
Pay	3-Month USD-LIBOR		0.2533		7/15/2017		USD		7,100		(14,615	)		7,234			(7,381	)
Pay	3-Month USD-LIBOR		0.2426		12/17/2017		USD		22,600		(40,791	)		(179,113	)		(219,904	)
Receive	6-Month EUR-EURIBOR		1.3120		4/11/2018		EUR		9,025		—			110,543			110,543
Pay	6-Month JPY-LIBOR		1.0000		8/22/2018		JPY		335,681		—			(24,702	)		(24,702	)
Receive	3-Month USD-LIBOR		2.9300		12/19/2018		USD		2,721		—			47,917			47,917
Pay	3-Month USD-LIBOR		0.2356		2/26/2019		USD		972		—			(6,567	)		(6,567	)
Pay	3-Month USD-LIBOR		0.2376		3/9/2019		USD		975		—			(9,886	)		(9,886	)
Receive	3-Month USD-LIBOR		2.8430		8/14/2019		USD		1,820		—			21,773			21,773
Receive	3-Month USD-LIBOR		2.7500		8/21/2019		USD		1,818		—			18,378			18,378
Receive	3-Month USD-LIBOR		2.7700		10/10/2019		USD		2,358		—			23,352			23,352
Receive	3-Month USD-LIBOR		2.6900		10/16/2019		USD		1,596		—			13,283			13,283
Receive	6-Month GBP-LIBOR		1.9920		11/9/2019		GBP		870		—			18,604			18,604
Receive	6-Month GBP-LIBOR		1.9400		11/10/2019		GBP		435		—			7,921			7,921
Pay	3-Month USD-LIBOR		0.2426		12/17/2019		USD		44,700		(1,169,961	)		(154,188	)		(1,324,149	)
Pay	6-Month GBP-LIBOR		0.6850		1/22/2020		GBP		400		16			(4,248	)		(4,232	)
Pay	6-Month EUR-EURIBOR		1.0000		4/11/2020		EUR		5,076		—			(227,023	)		(227,023	)
Receive	6-Month GBP-LIBOR		3.0250		5/14/2020		GBP		887		—			42,444			42,444
Receive	6-Month GBP-LIBOR		3.0500		5/15/2020		GBP		1,773		—			86,858			86,858
Receive	6-Month GBP-LIBOR		3.1300		5/21/2020		GBP		947		—			30,129			30,129
Receive	6-Month GBP-LIBOR		3.1500		5/22/2020		GBP		1,871		—			60,597			60,597
Receive	6-Month GBP-LIBOR		3.0300		5/29/2020		GBP		893		—			25,725			25,725
Pay	6-Month EUR-EURIBOR		1.0000		6/5/2020		EUR		1,421		—			(59,538	)		(59,538	)
Pay	6-Month EUR-EURIBOR		1.0000		6/9/2020		EUR		704		—			(29,584	)		(29,584	)
Receive	6-Month GBP-LIBOR		3.2000		6/14/2020		GBP		470		—			15,787			15,787
Receive	6-Month GBP-LIBOR		3.2150		6/20/2020		GBP		463		—			15,760			15,760
Receive	6-Month GBP-LIBOR		3.1490		6/25/2020		GBP		783		—			25,033			25,033
Receive	6-Month GBP-LIBOR		3.0750		6/27/2020		GBP		584		—			17,432			17,432
Receive	6-Month GBP-LIBOR		2.5762		8/5/2020		GBP		726		—			49,573			49,573
Receive	6-Month GBP-LIBOR		2.5280		8/7/2020		GBP		743		—			47,980			47,980
Receive	6-Month GBP-LIBOR		2.4555		8/10/2020		GBP		379		(10,620	)		32,952			22,332
Receive	6-Month JPY-LIBOR		1.1200		8/22/2020		JPY		169,543		—			21,272			21,272
Receive	3-Month USD-LIBOR		4.0900		11/26/2020		USD		4,271		—			128,574			128,574
Receive	3-Month USD-LIBOR		4.0600		11/27/2020		USD		2,095		—			61,806			61,806
Receive	3-Month USD-LIBOR		4.0610		11/27/2020		USD		1,922		—			56,736			56,736

See accompanying notes

15

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Pay/ Receive Floating Rate	Floating Rate Index	Fixed Rate (%)		Expiration Date		Curr		Notional Amount(4)		Upfront Premiums Paid (Received)			Unrealized Appreciation (Depreciation)			Fair Value
Receive	3-Month USD-LIBOR		4.1100		11/27/2020		USD		2,920	$	—		$	88,837		$	88,837
Receive	3-Month USD-LIBOR		4.0620		11/29/2020		USD		1,915		—			56,595			56,595
Receive	3-Month USD-LIBOR		4.1075		11/29/2020		USD		1,915		—			58,204			58,204
Receive	3-Month USD-LIBOR		4.0570		11/29/2020		USD		1,915		—			56,422			56,422
Receive	3-Month USD-LIBOR		4.1225		12/3/2020		USD		1,816		—			55,553			55,553
Receive	1-Month MXN-TIIE		5.6100		7/7/2021		MXN		7,800		(2,939	)		6,965			4,026
Pay	6-Month EUR-EURIBOR		1.0000		9/17/2021		EUR		1,135		—			(20,445	)		(20,445	)
Pay	3-Month USD-LIBOR		1.0000		9/22/2021		USD		4,575		—			(184,714	)		(184,714	)
Pay	3-Month USD-LIBOR		1.0000		10/10/2021		USD		5,705		—			(59,059	)		(59,059	)
Receive	1-Month MXN-TIIE		5.6300		10/11/2021		MXN		1,200		410			117			527
Pay	3-Month USD-LIBOR		1.0000		10/15/2021		USD		3,975		—			(38,030	)		(38,030	)
Receive	1-Month MXN-TIIE		5.6600		11/5/2021		MXN		8,700		—			4,521			4,521
Pay	6-Month GBP-LIBOR		1.0000		11/7/2021		GBP		3,723		—			(54,688	)		(54,688	)
Receive	1-Month MXN-TIIE		5.6600		11/9/2021		MXN		2,000		—			1,028			1,028
Receive	1-Month MXN-TIIE		5.5800		11/10/2021		MXN		1,600		—			309			309
Pay	6-Month GBP-LIBOR		1.0000		11/11/2021		GBP		1,859		—			(25,257	)		(25,257	)
Receive	3-Month USD-LIBOR		2.5000		12/17/2021		USD		15,100		596,676			12,858			609,534
Receive	6-Month JPY-LIBOR		0.6410		2/6/2022		JPY		206,666		—			2,152			2,152
Receive	6-Month JPY-LIBOR		0.6410		2/6/2022		JPY		206,666		—			2,152			2,152
Pay	6-Month GBP-LIBOR		1.0000		3/18/2022		GBP		1,000		(9,955	)		(20,134	)		(30,089	)
Pay	3-Month USD-LIBOR		1.0000		5/4/2022		USD		978		—			19,074			19,074
Pay	6-Month GBP-LIBOR		1.0000		5/13/2022		GBP		4,081		—			(150,665	)		(150,665	)
Pay	6-Month GBP-LIBOR		1.0000		5/14/2022		GBP		2,034		—			(74,409	)		(74,409	)
Receive	6-Month GBP-LIBOR		3.8025		9/13/2022		GBP		294		—			36,275			36,275
Receive	6-Month GBP-LIBOR		3.5463		10/7/2022		GBP		741		—			77,360			77,360
Receive	3-Month USD-LIBOR		4.1650		12/11/2022		USD		769		—			59,115			59,115
Receive	3-Month USD-LIBOR		4.1410		12/12/2022		USD		1,153		—			87,315			87,315
Pay	6-Month EUR-EURIBOR		0.1310		2/10/2023		EUR		1,375		—			(155,279	)		(155,279	)
Pay	6-Month EUR-EURIBOR		0.1310		2/10/2023		EUR		232		—			(26,055	)		(26,055	)
Pay	6-Month EUR-EURIBOR		0.1290		2/11/2023		EUR		232		—			(25,571	)		(25,571	)
Receive	6-Month GBP-LIBOR		3.3140		5/21/2023		GBP		538		—			44,362			44,362
Receive	6-Month EUR-EURIBOR		2.2100		9/17/2023		EUR		1,893		—			44,087			44,087
Receive	3-Month USD-LIBOR		3.3367		10/10/2023		USD		3,021		—			33,921			33,921
Receive	3-Month USD-LIBOR		3.3200		10/14/2023		USD		2,109		—			23,194			23,194
Pay	6-Month GBP-LIBOR		1.0000		10/15/2023		GBP		554		—			(64,908	)		(64,908	)
Pay	3-Month USD-LIBOR		1.0000		11/26/2023		USD		5,080		—			(172,222	)		(172,222	)
Pay	3-Month USD-LIBOR		0.2426		12/18/2023		USD		2,000		(30,811	)		(125,854	)		(156,665	)
Pay	6-Month GBP-LIBOR		1.0000		1/10/2024		GBP		273		—			(31,912	)		(31,912	)
Pay	6-Month JPY-LIBOR		1.0000		2/7/2024		JPY		349,073		—			(836	)		(836	)
Pay	6-Month JPY-LIBOR		1.0000		2/7/2024		JPY		349,073		—			(911	)		(911	)
Pay	3-Month USD-LIBOR		0.2356		2/29/2024		USD		653		—			(44,401	)		(44,401	)
Pay	3-Month USD-LIBOR		0.2376		3/9/2024		USD		721		—			(57,964	)		(57,964	)
Pay	6-Month EUR-EURIBOR		1.0000		3/28/2024		EUR		1,591		—			(153,382	)		(153,382	)
Receive	6-Month EUR-EURIBOR		2.3340		4/11/2024		EUR		910		—			110,536			110,536
Pay	6-Month GBP-LIBOR		1.0000		5/22/2024		GBP		2,111		—			(78,715	)		(78,715	)
Pay	6-Month GBP-LIBOR		1.0000		5/22/2024		GBP		1,057		—			(39,404	)		(39,404	)
Pay	6-Month GBP-LIBOR		1.0000		5/23/2024		GBP		1,072		—			(39,739	)		(39,739	)
Pay	6-Month GBP-LIBOR		1.0000		5/23/2024		GBP		533		—			(19,724	)		(19,724	)
Pay	6-Month GBP-LIBOR		1.0000		5/31/2024		GBP		968		—			(33,420	)		(33,420	)
Pay	6-Month GBP-LIBOR		1.0000		5/31/2024		GBP		525		—			(17,861	)		(17,861	)
Pay	6-Month GBP-LIBOR		1.0000		5/31/2024		GBP		840		—			(28,695	)		(28,695	)
Pay	6-Month GBP-LIBOR		1.0000		6/3/2024		GBP		1,053		—			(38,745	)		(38,745	)
Receive	6-Month EUR-EURIBOR		2.8250		6/6/2024		EUR		958		—			32,767			32,767
Pay	6-Month GBP-LIBOR		1.0000		6/13/2024		GBP		877		—			(32,075	)		(32,075	)
Pay	6-Month GBP-LIBOR		1.0000		6/13/2024		GBP		631		—			(22,581	)		(22,581	)
Pay	6-Month GBP-LIBOR		1.0000		6/16/2024		GBP		430		—			(15,438	)		(15,438	)
Receive	6-Month EUR-EURIBOR		1.2600		6/16/2024		EUR		911		—			(298	)		(298	)
Receive	6-Month EUR-EURIBOR		2.8925		6/17/2024		EUR		591		—			21,025			21,025
Pay	3-Month USD-LIBOR		0.2426		6/18/2024		USD		9,900		(118,883	)		(667,349	)		(786,232	)
Pay	6-Month GBP-LIBOR		1.0000		6/18/2024		GBP		1,817		—			(67,017	)		(67,017	)
Receive	6-Month GBP-LIBOR		3.5120		6/19/2024		GBP		211		—			18,737			18,737
Pay	6-Month GBP-LIBOR		1.0000		6/20/2024		GBP		1,086		—			(39,123	)		(39,123	)
Pay	6-Month GBP-LIBOR		1.0000		6/20/2024		GBP		588		—			(20,601	)		(20,601	)

See accompanying notes

16

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Pay/ Receive Floating Rate	Floating Rate Index	Fixed Rate (%)		Expiration Date		Curr		Notional Amount(4)		Upfront Premiums Paid (Received)			Unrealized Appreciation (Depreciation)			Fair Value
Pay	6-Month GBP-LIBOR		1.0000		6/20/2024		GBP		788	$	—		$	(29,437	)	$	(29,437	)
Receive	6-Month EUR-EURIBOR		2.8840		6/20/2024		EUR		972		—			34,383			34,383
Receive	6-Month GBP-LIBOR		3.5320		6/20/2024		GBP		211		—			19,025			19,025
Receive	6-Month EUR-EURIBOR		2.8060		6/23/2024		EUR		581		—			19,556			19,556
Pay	6-Month GBP-LIBOR		1.0000		6/27/2024		GBP		885		—			(31,521	)		(31,521	)
Pay	6-Month GBP-LIBOR		1.0000		6/27/2024		GBP		443		—			(15,966	)		(15,966	)
Pay	6-Month GBP-LIBOR		1.0000		6/27/2024		GBP		317		—			(10,827	)		(10,827	)
Pay	6-Month GBP-LIBOR		1.0000		6/27/2024		GBP		660		—			(22,472	)		(22,472	)
Pay	6-Month GBP-LIBOR		1.0000		8/8/2024		GBP		637		—			(17,935	)		(17,935	)
Pay	6-Month GBP-LIBOR		1.0000		8/8/2024		GBP		636		—			(17,497	)		(17,497	)
Pay	6-Month GBP-LIBOR		1.0000		8/8/2024		GBP		637		—			(15,967	)		(15,967	)
Pay	3-Month USD-LIBOR		1.0000		8/13/2024		USD		934		—			(36,138	)		(36,138	)
Pay	3-Month USD-LIBOR		1.0000		8/20/2024		USD		929		—			(31,676	)		(31,676	)
Pay	6-Month GBP-LIBOR		1.0000		9/26/2024		GBP		597		—			(33,988	)		(33,988	)
Pay	6-Month GBP-LIBOR		1.0000		10/7/2024		GBP		627		—			(29,487	)		(29,487	)
Pay	6-Month GBP-LIBOR		1.0000		10/10/2024		GBP		642		—			(12,148	)		(12,148	)
Receive	6-Month EUR-EURIBOR		2.1930		10/10/2024		EUR		789		—			15,186			15,186
Pay	3-Month USD-LIBOR		0.2567		10/22/2024		USD		4,000		—			(199,078	)		(199,078	)
Receive	6-Month GBP-LIBOR		2.8850		10/24/2024		GBP		618		—			27,002			27,002
Receive	3-Month USD-LIBOR		3.3500		10/27/2024		USD		5,532		—			91,183			91,183
Receive	6-Month GBP-LIBOR		2.9090		10/28/2024		GBP		619		—			28,036			28,036
Receive	3-Month USD-LIBOR		3.3000		10/31/2024		USD		617		—			17,595			17,595
Receive	3-Month USD-LIBOR		3.4100		10/31/2024		USD		2,355		—			42,593			42,593
Receive	3-Month USD-LIBOR		3.3150		10/31/2024		USD		623		—			18,171			18,171
Receive	3-Month USD-LIBOR		3.2925		10/31/2024		USD		617		—			17,395			17,395
Receive	3-Month USD-LIBOR		3.2700		11/3/2024		USD		313		—			8,458			8,458
Receive	3-Month USD-LIBOR		3.2250		11/3/2024		USD		637		—			15,963			15,963
Receive	3-Month USD-LIBOR		3.3200		11/3/2024		USD		3,505		—			55,011			55,011
Receive	3-Month USD-LIBOR		3.3200		11/3/2024		USD		1,726		—			27,094			27,094
Receive	3-Month USD-LIBOR		3.3250		11/4/2024		USD		896		—			26,344			26,344
Receive	3-Month USD-LIBOR		3.2500		11/4/2024		USD		623		—			16,298			16,298
Receive	3-Month USD-LIBOR		3.3900		11/4/2024		USD		1,739		—			30,340			30,340
Receive	3-Month USD-LIBOR		3.3000		11/5/2024		USD		642		—			18,162			18,162
Receive	3-Month USD-LIBOR		3.2800		11/6/2024		USD		657		—			18,013			18,013
Receive	3-Month USD-LIBOR		3.2750		11/6/2024		USD		637		—			17,340			17,340
Receive	3-Month USD-LIBOR		3.3900		11/8/2024		USD		3,763		—			65,587			65,587
Receive	6-Month GBP-LIBOR		2.9400		11/8/2024		GBP		930		—			23,498			23,498
Receive	6-Month GBP-LIBOR		2.9000		11/10/2024		GBP		463		—			10,950			10,950
Receive	3-Month USD-LIBOR		3.3125		11/12/2024		USD		807		—			23,216			23,216
Receive	3-Month USD-LIBOR		3.3200		11/12/2024		USD		634		—			18,441			18,441
Receive	3-Month USD-LIBOR		3.2600		11/14/2024		USD		1,346		—			35,669			35,669
Pay	3-Month USD-LIBOR		0.2426		12/17/2024		USD		1,300		(14,745	)		(89,158	)		(103,903	)
Pay	3-Month USD-LIBOR		0.2566		1/20/2025		USD		1,000		—			(21,206	)		(21,206	)
Receive	6-Month EUR-EURIBOR		1.1200		2/17/2025		EUR		352		—			77			77
Receive	6-Month EUR-EURIBOR		1.1100		2/17/2025		EUR		350		—			(117	)		(117	)
Pay	6-Month EUR-EURIBOR		1.0000		3/18/2025		EUR		400		(23,381	)		(1,783	)		(25,164	)
Pay	6-Month GBP-LIBOR		1.0000		8/5/2025		GBP		463		—			(65,489	)		(65,489	)
Pay	6-Month GBP-LIBOR		1.0000		8/7/2025		GBP		479		—			(63,172	)		(63,172	)
Pay	6-Month GBP-LIBOR		1.0000		8/10/2025		GBP		250		—			(30,253	)		(30,253	)
Receive	3-Month USD-LIBOR		4.5000		10/29/2025		USD		674		—			39,891			39,891
Receive	3-Month USD-LIBOR		4.5000		10/31/2025		USD		372		—			22,017			22,017
Receive	3-Month USD-LIBOR		4.5000		10/31/2025		USD		372		—			22,017			22,017
Receive	3-Month USD-LIBOR		4.4750		11/1/2025		USD		674		—			39,293			39,293
Receive	3-Month USD-LIBOR		4.5700		11/5/2025		USD		777		—			47,665			47,665
Receive	3-Month USD-LIBOR		4.8200		11/15/2025		USD		784		—			54,597			54,597
Receive	3-Month USD-LIBOR		3.4750		6/20/2026		USD		634		—			58,345			58,345
Pay	3-Month USD-LIBOR		1.0000		10/28/2026		USD		12,854		—			(144,859	)		(144,859	)
Pay	3-Month USD-LIBOR		1.0000		10/31/2026		USD		5,530		—			(67,038	)		(67,038	)
Pay	3-Month USD-LIBOR		1.0000		11/4/2026		USD		8,786		—			(92,150	)		(92,150	)
Pay	3-Month USD-LIBOR		1.0000		11/4/2026		USD		4,321		—			(45,535	)		(45,535	)
Pay	3-Month USD-LIBOR		1.0000		11/4/2026		USD		4,348		—			(51,450	)		(51,450	)
Pay	3-Month USD-LIBOR		1.0000		11/7/2026		USD		9,395		—			(110,567	)		(110,567	)
Receive	6-Month EUR-EURIBOR		2.3287		11/11/2026		EUR		7,406		—			132,016			132,016

See accompanying notes

17

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Pay/ Receive Floating Rate	Floating Rate Index	Fixed Rate (%)		Expiration Date		Curr		Notional Amount(4)		Upfront Premiums Paid (Received)		Unrealized Appreciation (Depreciation)			Fair Value
Pay	3-Month USD-LIBOR		1.0000		12/19/2026		USD		688	$	—	$	(103,039	)	$	(103,039	)
Receive	6-Month JPY-LIBOR		1.2334		2/6/2027		JPY		94,939		—		(1,324	)		(1,324	)
Receive	6-Month JPY-LIBOR		1.2334		2/6/2027		JPY		94,939		—		(1,324	)		(1,324	)
Pay	6-Month GBP-LIBOR		1.0000		8/5/2027		GBP		850		—		(61,946	)		(61,946	)
Pay	6-Month GBP-LIBOR		1.0000		8/26/2027		GBP		880		—		(50,920	)		(50,920	)
Pay	6-Month GBP-LIBOR		1.0000		9/13/2028		GBP		611		—		(69,782	)		(69,782	)
Pay	6-Month GBP-LIBOR		1.0000		10/9/2028		GBP		949		—		(96,519	)		(96,519	)
Pay	6-Month GBP-LIBOR		1.0000		10/9/2028		GBP		525		—		(53,129	)		(53,129	)
Pay	3-Month USD-LIBOR		1.0000		10/31/2028		USD		1,976		—		(78,307	)		(78,307	)
Pay	3-Month USD-LIBOR		1.0000		10/31/2028		USD		1,976		—		(78,307	)		(78,307	)
Pay	3-Month USD-LIBOR		1.0000		10/31/2028		USD		3,423		—		(135,007	)		(135,007	)
Pay	3-Month USD-LIBOR		1.0000		11/3/2028		USD		3,446		—		(134,563	)		(134,563	)
Pay	3-Month USD-LIBOR		1.0000		11/5/2028		USD		4,038		—		(162,314	)		(162,314	)
Pay	3-Month USD-LIBOR		1.0000		11/14/2028		USD		4,000		—		(182,242	)		(182,242	)
Pay	3-Month USD-LIBOR		1.0000		11/27/2028		USD		492		—		(76,480	)		(76,480	)
Pay	3-Month USD-LIBOR		1.0000		11/27/2028		USD		745		—		(118,196	)		(118,196	)
Pay	3-Month USD-LIBOR		1.0000		11/27/2028		USD		542		—		(83,933	)		(83,933	)
Pay	3-Month USD-LIBOR		1.0000		11/29/2028		USD		496		—		(76,886	)		(76,886	)
Pay	3-Month USD-LIBOR		1.0000		11/29/2028		USD		496		—		(78,305	)		(78,305	)
Pay	3-Month USD-LIBOR		1.0000		11/29/2028		USD		496		—		(76,711	)		(76,711	)
Pay	3-Month USD-LIBOR		1.0000		12/3/2028		USD		454		—		(72,322	)		(72,322	)
Receive	6-Month GBP-LIBOR		4.0000		3/23/2029		GBP		1,340		—		75,495			75,495
Pay	3-Month USD-LIBOR		1.0000		4/27/2029		USD		5,109		—		(160,569	)		(160,569	)
Pay	6-Month GBP-LIBOR		1.0000		5/20/2029		GBP		941		—		(79,195	)		(79,195	)
Pay	6-Month GBP-LIBOR		1.0000		6/19/2029		GBP		502		—		(43,276	)		(43,276	)
Pay	6-Month GBP-LIBOR		1.0000		6/20/2029		GBP		502		—		(43,292	)		(43,292	)
Pay	6-Month EUR-EURIBOR		1.0000		9/17/2029		EUR		1,455		—		(52,343	)		(52,343	)
Pay	6-Month GBP-LIBOR		1.0000		10/24/2029		GBP		892		—		(40,141	)		(40,141	)
Pay	3-Month USD-LIBOR		1.0000		10/27/2029		USD		1,612		—		(25,850	)		(25,850	)
Receive	3-Month USD-LIBOR		3.5600		10/27/2029		USD		2,321		—		36,720			36,720
Pay	3-Month USD-LIBOR		1.0000		10/28/2029		USD		394		—		(6,234	)		(6,234	)
Pay	6-Month GBP-LIBOR		1.0000		10/28/2029		GBP		894		—		(41,596	)		(41,596	)
Pay	3-Month USD-LIBOR		1.0000		10/31/2029		USD		1,825		—		(52,938	)		(52,938	)
Pay	3-Month USD-LIBOR		1.0000		10/31/2029		USD		932		—		(27,282	)		(27,282	)
Pay	3-Month USD-LIBOR		1.0000		10/31/2029		USD		912		—		(25,482	)		(25,482	)
Receive	3-Month USD-LIBOR		3.5920		10/31/2029		USD		1,010		—		16,673			16,673
Pay	3-Month USD-LIBOR		1.0000		11/3/2029		USD		933		—		(25,143	)		(25,143	)
Pay	3-Month USD-LIBOR		1.0000		11/3/2029		USD		1,897		—		(47,903	)		(47,903	)
Pay	3-Month USD-LIBOR		1.0000		11/4/2029		USD		1,281		—		(33,436	)		(33,436	)
Pay	3-Month USD-LIBOR		1.0000		11/4/2029		USD		911		—		(24,122	)		(24,122	)
Pay	3-Month USD-LIBOR		1.0000		11/4/2029		USD		791		—		(13,192	)		(13,192	)
Pay	3-Month USD-LIBOR		1.0000		11/5/2029		USD		948		—		(26,846	)		(26,846	)
Pay	3-Month USD-LIBOR		1.0000		11/6/2029		USD		969		—		(26,422	)		(26,422	)
Pay	3-Month USD-LIBOR		1.0000		11/6/2029		USD		935		—		(24,989	)		(24,989	)
Pay	6-Month EUR-EURIBOR		1.0000		11/11/2029		EUR		10,428		—		(290,131	)		(290,131	)
Pay	3-Month USD-LIBOR		1.0000		11/12/2029		USD		1,186		—		(33,254	)		(33,254	)
Pay	3-Month USD-LIBOR		1.0000		11/12/2029		USD		1,874		—		(53,771	)		(53,771	)
Pay	3-Month USD-LIBOR		1.0000		11/14/2029		USD		1,985		—		(52,757	)		(52,757	)
Pay	6-Month EUR-EURIBOR		1.0000		2/17/2030		EUR		377		—		1,221			1,221
Pay	6-Month EUR-EURIBOR		1.0000		2/17/2030		EUR		370		—		1,249			1,249
Pay	6-Month GBP-LIBOR		1.0000		3/23/2031		GBP		1,282		—		(113,056	)		(113,056	)
Receive	6-Month JPY-LIBOR		2.7200		6/14/2032		JPY		47,517		—		14,588			14,588
Receive	6-Month JPY-LIBOR		2.6800		6/14/2032		JPY		48,655		—		14,156			14,156
Receive	6-Month JPY-LIBOR		2.7050		6/19/2032		JPY		45,786		—		13,738			13,738
Receive	3-Month USD-LIBOR		4.4300		10/31/2033		USD		988		—		53,540			53,540
Receive	3-Month USD-LIBOR		4.4300		10/31/2033		USD		988		—		53,540			53,540
Receive	3-Month USD-LIBOR		4.4200		10/31/2033		USD		1,696		—		91,381			91,381
Receive	3-Month USD-LIBOR		4.4100		11/1/2033		USD		1,708		—		91,285			91,285
Receive	3-Month USD-LIBOR		4.4400		11/5/2033		USD		2,026		—		110,386			110,386
Receive	3-Month USD-LIBOR		4.6800		11/14/2033		USD		2,066		—		129,107			129,107
Pay	3-Month USD-LIBOR		1.0000		12/11/2033		USD		629		—		(86,484	)		(86,484	)
Pay	3-Month USD-LIBOR		1.0000		12/12/2033		USD		946		—		(128,831	)		(128,831	)
Receive	6-Month GBP-LIBOR		3.8590		3/23/2034		GBP		212		—		27,135			27,135

See accompanying notes

18

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Pay/ Receive Floating Rate	Floating Rate Index	Fixed Rate (%)		Expiration Date		Curr		Notional Amount(4)		Upfront Premiums Paid (Received)			Unrealized Appreciation (Depreciation)			Fair Value
Pay	6-Month EUR-EURIBOR		1.0000		5/30/2034		EUR		331	$	—		$	(48,182	)	$	(48,182	)
Receive	6-Month GBP-LIBOR		3.7910		6/19/2034		GBP		302		—			22,029			22,029
Receive	6-Month GBP-LIBOR		3.7800		6/20/2034		GBP		303		—			21,879			21,879
Receive	6-Month GBP-LIBOR		3.4425		8/5/2034		GBP		302		—			59,983			59,983
Receive	6-Month GBP-LIBOR		3.2175		8/27/2034		GBP		310		—			12,646			12,646
Receive	6-Month EUR-EURIBOR		2.6275		9/17/2034		EUR		592		—			29,775			29,775
Pay	3-Month USD-LIBOR		1.0000		9/30/2034		USD		1,036		—			(66,152	)		(66,152	)
Pay	3-Month USD-LIBOR		1.0000		10/2/2034		USD		1,031		—			(63,103	)		(63,103	)
Pay	3-Month USD-LIBOR		1.0000		10/10/2034		USD		529		—			(28,687	)		(28,687	)
Pay	3-Month USD-LIBOR		1.0000		10/10/2034		USD		792		—			(41,872	)		(41,872	)
Pay	3-Month USD-LIBOR		1.0000		10/24/2034		USD		510		—			(25,017	)		(25,017	)
Receive	3-Month USD-LIBOR		3.5500		10/27/2034		USD		2,242		—			54,241			54,241
Receive	3-Month USD-LIBOR		3.5390		10/29/2034		USD		542		—			12,975			12,975
Pay	3-Month USD-LIBOR		1.0000		10/31/2034		USD		1,017		—			(54,594	)		(54,594	)
Receive	3-Month USD-LIBOR		3.5900		10/31/2034		USD		1,302		—			33,401			33,401
Receive	3-Month USD-LIBOR		3.5377		11/3/2034		USD		673		—			16,014			16,014
Receive	3-Month USD-LIBOR		3.4906		11/3/2034		USD		1,369		—			30,467			30,467
Receive	3-Month USD-LIBOR		3.4795		11/5/2034		USD		4,370		—			95,827			95,827
Receive	3-Month USD-LIBOR		3.4845		11/5/2034		USD		2,135		—			47,156			47,156
Receive	3-Month USD-LIBOR		3.5775		11/5/2034		USD		1,084		—			27,251			27,251
Receive	3-Month USD-LIBOR		3.5703		11/5/2034		USD		2,157		—			53,712			53,712
Receive	3-Month USD-LIBOR		3.5400		11/7/2034		USD		4,667		—			111,524			111,524
Receive	6-Month EUR-EURIBOR		2.4520		11/11/2034		EUR		3,432		—			142,806			142,806
Receive	3-Month USD-LIBOR		3.5800		11/13/2034		USD		1,336		—			33,669			33,669
Pay	6-Month JPY-LIBOR		1.0000		6/14/2037		JPY		54,732		—			(10,067	)		(10,067	)
Pay	6-Month JPY-LIBOR		1.0000		6/14/2037		JPY		56,015		—			(9,173	)		(9,173	)
Pay	6-Month JPY-LIBOR		1.0000		6/19/2037		JPY		53,144		—			(8,595	)		(8,595	)
Receive	3-Month USD-LIBOR		4.0885		4/27/2039		USD		4,782		—			525,171			525,171
Pay	6-Month GBP-LIBOR		1.0000		7/28/2039		GBP		653		—			(32,466	)		(32,466	)
Receive	3-Month USD-LIBOR		3.6190		7/30/2039		USD		1,111		—			29,104			29,104
Pay	6-Month GBP-LIBOR		1.0000		9/15/2039		GBP		502		—			(21,132	)		(21,132	)
Receive	3-Month USD-LIBOR		3.7350		9/17/2039		USD		933		—			27,522			27,522
Pay	3-Month USD-LIBOR		1.0000		10/27/2039		USD		1,340		—			(28,257	)		(28,257	)
Pay	3-Month USD-LIBOR		1.0000		10/30/2039		USD		321		—			(6,641	)		(6,641	)
Pay	3-Month USD-LIBOR		1.0000		11/3/2039		USD		3,873		—			(76,027	)		(76,027	)
Pay	3-Month USD-LIBOR		1.0000		11/3/2039		USD		1,865		—			(36,610	)		(36,610	)
Pay	3-Month USD-LIBOR		1.0000		11/6/2039		USD		638		—			(13,899	)		(13,899	)
Pay	3-Month USD-LIBOR		1.0000		11/6/2039		USD		1,899		—			(40,816	)		(40,816	)
Pay	3-Month USD-LIBOR		1.0000		11/7/2039		USD		4,114		—			(84,276	)		(84,276	)
Pay	6-Month GBP-LIBOR		1.0000		8/23/2043		GBP		183		—			(21,047	)		(21,047	)
Pay	6-Month GBP-LIBOR		0.6825		1/22/2044		GBP		318		—			(123,335	)		(123,335	)
Pay	6-Month GBP-LIBOR		0.6825		1/22/2044		GBP		335		—			(129,056	)		(129,056	)
Pay	6-Month GBP-LIBOR		0.6841		1/22/2044		GBP		161		—			(64,041	)		(64,041	)
Pay	3-Month USD-LIBOR		1.0000		4/27/2044		USD		2,650		—			(368,136	)		(368,136	)
Pay	3-Month USD-LIBOR		0.2426		6/18/2044		USD		50		(733	)		(13,028	)		(13,761	)
Receive	6-Month GBP-LIBOR		3.2123		7/28/2044		GBP		736		—			30,603			30,603
Pay	3-Month USD-LIBOR		1.0000		7/30/2044		USD		1,313		—			(27,716	)		(27,716	)
Pay	6-Month EUR-EURIBOR		1.0000		8/7/2044		EUR		132		—			(16,560	)		(16,560	)
Receive	6-Month GBP-LIBOR		3.0910		9/15/2044		GBP		594		—			21,469			21,469
Pay	3-Month USD-LIBOR		1.0000		9/17/2044		USD		1,127		—			(27,787	)		(27,787	)
Receive	3-Month USD-LIBOR		3.5375		9/29/2044		USD		1,490		—			69,017			69,017
Receive	3-Month USD-LIBOR		3.5000		10/2/2044		USD		1,459		—			64,562			64,562
Receive	3-Month USD-LIBOR		3.4125		10/10/2044		USD		741		—			29,293			29,293
Receive	3-Month USD-LIBOR		3.4025		10/10/2044		USD		1,112		—			43,356			43,356
Receive	3-Month USD-LIBOR		3.3625		10/24/2044		USD		714		—			36,328			36,328
Receive	3-Month USD-LIBOR		3.4250		10/31/2044		USD		1,457		—			58,681			58,681
Pay	6-Month EUR-EURIBOR		1.0000		3/18/2045		EUR		400		(1,501	)		(91,743	)		(93,244	)
Receive	6-Month GBP-LIBOR		1.8030		8/3/2045		GBP		164		—			(23,577	)		(23,577	)
Receive	6-Month GBP-LIBOR		1.7720		8/3/2045		GBP		166		—			(25,736	)		(25,736	)
Pay	3-Month USD-LIBOR		1.0000		6/20/2046		USD		322		—			(73,928	)		(73,928	)
										$	(859,120	)	$	(4,135,120	)	$	(4,994,240	)

See accompanying notes

19

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

OTC Swap Agreements Outstanding on February 28, 2015:

Credit Default Swaps on Corporate and Sovereign Securities—Buy Protection ⁽¹⁾

Reference Entity	Counter party/ Currency	Fixed Rate (%)		Expiration Date		Implied Credit Spread at 2/28/2015(3)		Notional Amount (4)		Upfront Premiums Paid (Received)			Unrealized Appreciation (Depreciation)			Fair Value
JC Penny Corporation, Inc.	BNP/USD		1.0000		12/20/2015		4.2289		75	$	2,857		$	(4,133	)	$	(1,276	)
Radioshack Corporation	CBK/USD		1.0000		6/20/2016		5.0000		30		12,124			13,725			25,849
Astaldi, SpA	DUB/EUR		1.0000		9/20/2016		1.9122		340		3,308			1,267			4,575
Radioshack Corporation	DUB/USD		1.0000		9/20/2016		5.0000		60		26,069			25,628			51,697
Radioshack Corporation	DUB/USD		1.0000		9/20/2016		5.0000		110		48,467			46,311			94,778
Royal Bank of Scotland, PLC	DUB/EUR		1.0000		12/20/2016		0.7911		300		(14,858	)		(13,218	)		(28,076	)
Fed Republic of Brazil	BRC/USD		1.0000		12/20/2016		1.5428		800		8,118			712			8,830
Rallye, S.A.	BNP/EUR		1.0000		3/20/2017		1.0598		15		(439	)		(991	)		(1,430	)
Rallye, S.A.	BNP/EUR		1.0000		3/20/2017		1.0598		25		(771	)		(1,612	)		(2,383	)
Unisys Corporation	BNP/USD		1.0000		9/20/2017		1.2556		130		(10,708	)		(1,959	)		(12,667	)
Volkswagen AG	UAG/EUR		1.0000		3/20/2018		0.3468		50		1,395			(2,402	)		(1,007	)
Renault, S.A.	BRC/EUR		1.0000		3/20/2018		0.4442		320		(264	)		(6,675	)		(6,939	)
Safeway, Inc.	BRC/USD		1.0000		3/20/2018		1.6405		375		2,621			2,844			5,465
Sainsbury, PLC	DUB/EUR		1.0000		3/20/2018		0.8569		650		(1,376	)		(3,603	)		(4,979	)
JC Penny Corporation, Inc.	BRC/USD		1.0000		6/20/2018		6.1814		25		2,556			(1,865	)		691
JC Penny Corporation, Inc.	BNP/USD		1.0000		6/20/2018		6.1814		100		7,123			(4,361	)		2,762
Electricite de France, S.A.	FBF/EUR		1.0000		9/20/2018		0.3532		200		(2,587	)		(2,928	)		(5,515	)
Nationwide Building Society	BNP/EUR		1.0000		9/20/2018		0.3980		200		1,723			(7,108	)		(5,385	)
Nationwide Building Society	BNP/EUR		1.000		9/20/2018		0.3980		500		3,279			(16,741	)		(13,462	)
JC Penny Corporation, Inc.	BRC/USD		1.000		9/20/2018		6.3993		100		7,192			(3,572	)		3,620
Republic of Turkey	DUB/USD		1.000		9/20/2018		1.6372		500		13,053			(2,753	)		10,300
Republic of Turkey	JPM/USD		1.000		9/20/2018		1.6372		500		12,892			(2,592	)		10,300
Staples, Inc.	DUB/USD		1.000		9/20/2018		1.1609		270		5,409			(4,187	)		1,222
Diamond Offshore Drilling Inc.	MSC/USD		1.000		12/20/2018		2.6940		340		22,196			(3,676	)		18,520
Kingfisher, PLC	FBF/EUR		1.000		12/20/2018		0.4324		150		(972	)		(3,094	)		(4,066	)
Kingfisher, PLC	BNP/EUR		1.000		12/20/2018		0.4324		100		(723	)		(1,988	)		(2,711	)
Intesa Sanpaolo, SpA	BRC/EUR		1.000		12/20/2018		0.6038		100		(3,816	)		(6,622	)		(10,438	)
Kingfisher, PLC	BNP/EUR		1.000		12/20/2018		0.4324		150		(1,156	)		(2,910	)		(4,066	)
Daimler AG	BNP/EUR		1.000		12/20/2018		0.2585		100		140			(3,438	)		(3,298	)
Rite Aid Corporation	DUB/USD		1.000		12/20/2018		1.8449		50		(3,953	)		(1,929	)		(5,882	)
Rite Aid Corporation	DUB/USD		1.000		12/20/2018		1.8449		125		(9,695	)		(5,009	)		(14,704	)
Hewlett-Packard Co.	BRC/USD		1.000		3/20/2019		0.6265		100		(1,616	)		20			(1,596	)
Hewlett-Packard Co.	BRC/USD		1.000		3/20/2019		0.6265		170		(2,545	)		(168	)		(2,713	)
Canadian Natural Resources Ltd.	CBK/USD		1.000		3/20/2019		1.2567		30		959			(757	)		202
Reed Elsevier, PLC	DUB/EUR		1.000		3/20/2019		0.3249		250		(6,685	)		(1,803	)		(8,488	)
Reed Elsevier, PLC	BRC/EUR		1.000		3/20/2019		0.3223		250		(6,724	)		(1,764	)		(8,488	)
Republic Of Korea	JPM/USD		1.000		3/20/2019		0.4185		200		(2,399	)		(2,528	)		(4,927	)
Republic of South Africa	BRC/USD		1.000		3/20/2019		1.7228		1000		51,682			(27,984	)		23,698
Ford Motor Credit Co. LLC	BRC/USD		1.0000		3/20/2019		0.5883		120		(17,636	)		(3,421	)		(21,057	)
HCA Inc.	JPM/USD		1.0000		6/20/2019		1.9522		115		(13,922	)		(682	)		(14,604	)
Ford Motor Credit Co. LLC	BRC/USD		1.0000		6/20/2019		0.6261		120		(20,359	)		(1,667	)		(22,026	)
Royal Bank of Scotland, PLC	CBK/EUR		1.0000		9/20/2019		1.1558		150		(33,392	)		1,361			(32,031	)
Royal Bank Of Scotland, PLC	CBK/EUR		1.0000		9/20/2019		1.1558		90		(19,709	)		491			(19,218	)

See accompanying notes

20

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Reference Entity	Counter party/ Currency	Fixed Rate (%)		Expiration Date		Implied Credit Spread at 2/28/2015(3)		Notional Amount (4)		Upfront Premiums Paid (Received)			Unrealized Appreciation (Depreciation)			Fair Value
Royal Bank of Scotland, PLC	DUB/EUR		1.0000		9/20/2019		1.1558		300	$	(67,338	)	$	3,276		$	(64,062	)
Lloyds Bank, PLC	DUB/EUR		1.0000		9/20/2019		1.0368		400		(96,219	)		6,768			(89,451	)
Republic of Korea	BNP/USD		1.0000		9/20/2019		0.4780		250		(4,753	)		(1,235	)		(5,988	)
Republic of Korea	BRC/USD		1.0000		9/20/2019		0.4780		250		(4,697	)		(1,290	)		(5,987	)
Freescale Semiconductor Inc.	CBK/USD		1.0000		12/20/2019		1.8142		160		(14,836	)		(8,438	)		(23,274	)
Lowe’s Companies Inc.	CBK/USD		1.0000		12/20/2019		0.2187		340		(12,072	)		(1,103	)		(13,175	)
Lowe’s Companies Inc.	CBK/USD		1.0000		12/20/2019		0.2187		340		(12,404	)		(771	)		(13,175	)
United Parcel Service Inc.	MSC/USD		1.0000		12/20/2019		0.1728		130		(4,992	)		(137	)		(5,129	)
United Parcel Service Inc.	MSC/USD		1.0000		12/20/2019		0.1728		190		(7,113	)		(87	)		(7,200	)
Autozone Inc.	CBK/USD		1.0000		12/20/2019		0.3934		330		(9,015	)		(848	)		(9,863	)
ThyssenKrupp AG	BRC/EUR		1.0000		3/20/2020		1.4321		140		5,092			(2,249	)		2,843
ThyssenKrupp AG	BRC/EUR		1.0000		3/20/2020		1.4321		70		2,691			(1,270	)		1,421
Koninklijke KPN N.V.	BRC/EUR		1.0000		3/20/2020		0.6425		150		(1,343	)		(1,831	)		(3,174	)
Finmeccanica, SpA	BRC/EUR		1.0000		3/20/2020		1.1091		30		(6,060	)		(467	)		(6,527	)
Finmeccanica, SpA	BRC/EUR		1.0000		3/20/2020		1.1091		50		(10,172	)		(707	)		(10,879	)
Finmeccanica, SpA	BRC/EUR		1.0000		3/20/2020		1.1091		60		(12,244	)		(811	)		(13,055	)
Johnson Controls, Inc.	BRC/USD		1.0000		3/20/2020		0.4561		80		(2,104	)		(117	)		(2,221	)
Marsh & McLennan Cos., Inc.	CBK/USD		1.0000		3/20/2020		0.2072		170		(6,773	)		(218	)		(6,991	)
Johnson Controls, Inc.	CBK/USD		1.0000		3/20/2020		0.4561		100		(2,334	)		(442	)		(2,776	)
Pernod Ricard, S.A.	FBF/EUR		1.0000		3/20/2020		0.4932		200		(4,566	)		(1,489	)		(6,055	)
State of Illinois	CBK/USD		1.0000		3/20/2023		2.3089		300		16,674			4,610			21,284
State of Illinois	CBK/USD		1.0000		6/20/2023		2.3424		200		9,902			4,849			14,751
Republic of South Africa	JPM/USD		1.0000		9/20/2023		2.4688		200		23,651			(3,869	)		19,782
State of Illinois	CBK/USD		1.0000		12/20/2023		2.4055		1,100		77,170			9,867			87,037
										$	(86,997	)	$	(55,790	)	$	(142,787	)

Credit Default Swaps on Corporate and Sovereign Issues—Sell Protection ⁽²⁾

Reference Entity	Counter- party/ Currency	Fixed Rate (%)		Expiration Date		Implied Credit Spread at 2/28/2015(3)		Notional Amount (4)		Upfront Premiums (Received)			Unrealized Appreciation (Depreciation)			Fair Value
Radioshack Corporation	CBK/USD		5.0000		6/20/2015		5.0000		30	$	(5,319	)	$	(20,530	)	$	(25,849	)
Radioshack Corporation	DUB/USD		5.0000		6/20/2015		5.0000		60		(11,231	)		(40,466	)		(51,697	)
Radioshack Corporation	DUB/USD		5.0000		6/20/2015		5.0000		110		(20,979	)		(73,799	)		(94,778	)
Novo Banco, S.A.	GST/EUR		5.0000		12/20/2015		2.7074		200		—			4,091			4,091
General Motors Co.	BRC/USD		5.0000		3/20/2017		0.8462		260		22,309			276			22,585
Rallye, S.A.	BNP/EUR		1.0000		3/20/2018		1.4620		25		(2,820	)		2,560			(260	)
Rallye, S.A.	BNP/EUR		1.0000		3/20/2018		1.4620		15		(1,695	)		1,539			(156	)
General Motors Co.	GLM /USD		5.0000		3/20/2019		1.1317		120		17,895			346			18,241
Safeway, Inc.	BRC/USD		1.0000		3/20/2019		2.3877		375		(10,007	)		(7,526	)		(17,533	)
Sainsbury, PLC	DUB/EUR		1.0000		3/20/2019		1.1398		700		(6,117	)		4,761			(1,356	)
General Motors Co.	BRC/USD		5.0000		6/20/2019		1.1750		120		16,704			2,236			18,940
Astaldi, SpA	DUB/EUR		1.0000		9/20/2019		4.2443		340		(38,921	)		(10,181	)		(49,102	)
Staples, Inc.	DUB/USD		1.0000		9/20/2019		1.6997		270		(13,391	)		5,900			(7,491	)
Unisys Corporation	DUB/USD		5.0000		9/20/2019		2.3771		130		11,093			3,831			14,924
United Mexican States	MYC/USD		1.0000		12/20/2019		0.9726		1,100		4,914			(3,531	)		1,383
People’s Republic of China	CBK/USD		1.0000		12/20/2019		0.7848		2,900		20,395			8,180			28,575
Diamond Offshore Drilling Inc.	MSC/USD		1.0000		12/20/2019		3.5290		330		(33,780	)		3,769			(30,011	)
Hewlett-Packard Co.	BRC/USD		1.0000		3/20/2020		0.9237		170		1,223			(251	)		972
Hewlett-Packard Co.	BRC/USD		1.0000		3/20/2020		0.9237		100		911			(339	)		572
Glencore International AG	BRC/EUR		1.0000		3/20/2020		1.4597		140		(6,193	)		2,930			(3,263	)

See accompanying notes

21

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Reference Entity	Counter- party/ Currency	Fixed Rate (%)		Expiration Date		Implied Credit Spread at 2/28/2015(3)		Notional Amount (4)		Upfront Premiums (Received)			Unrealized Appreciation (Depreciation)			Fair Value
Glencore International AG	BRC/EUR		1.0000		3/20/2020		1.4597		70	$	(3,339	)	$	1,707		$	(1,632	)
Renault, S.A.	BRC/EUR		1.0000		12/20/2020		0.8361		320		(14,268	)		17,685			3,417
Canadian Natural Resources Ltd.	CBK/USD		1.0000		3/20/2022		2.1596		30		(2,547	)		974			(1,573	)
										$	(75,163	)	$	(95,838	)	$	(171,001	)

Credit Default Swaps on Credit Indices—Buy Protection ⁽¹⁾

Index	Counter- party		Fixed Pay Rate (%)		Expiration Date		Curr		Notional Amounts4)		Upfront Premiums Paid (Received)			Unrealized Appreciation (Depreciation)			Fair Value (5)
Markit ITRX EUR		DUB		1.0000		12/20/2018		EUR		1,400	$	(260,824	)	$	3,423		$	(257,401	)
Markit ABX		FBF		1.0000		5/25/2046		USD		629		181,965			(56,501	)		125,464
Markit ABX		GST		1.0000		5/25/2046		USD		1,259		307,930			(57,002	)		250,928
Markit CMBX		BRC		1.0000		12/13/2049		USD		400		117,894			(40,261	)		77,633
Markit CMBX		DUB		1.0000		5/11/2063		USD		375		33,730			(37,519	)		(3,789	)
											$	380,695		$	(187,860	)	$	192,835

Credit Default Swaps on Credit Indices—Sell Protection ⁽¹⁾

Index	Counter- party		Fixed Pay Rate (%)		Expiration Date		Curr		Notional Amounts4)		Upfront Premiums Paid (Received)			Unrealized Appreciation (Depreciation)		Fair Value (5)
Markit CDX HY		DEU		5.0000		12/20/2019		USD		297	$	17,266		$	5,300	$	22,566
Markit CDX IG		FOB		1.0000		12/20/2019		USD		7,300		116,869			13,246		130,115
Markit CMBX		GST		0.1000		10/2/2052		USD		167		(542	)		419		(123	)
											$	133,593		$	18,965	$	152,558

Interest Rate Swaps

Pay/ Receive Floating Rate	Floating Rate Index	Counter- party		Fixed Rate (%)		Expiration Date		Curr		Notional Amount(4)		Upfront Premiums Paid (Received)		Unrealized Appreciation (Depreciation)			Fair Value
Receive	3-Month NZD-BBR		DUB		4.5450		3/19/2016		NZD		3,017	$	—	$	(44,093	)	$	(44,093	)
Receive	3-Month NZD-BBR		DUB		4.5450		3/19/2016		NZD		3,017		—		9,753			9,753
Receive	3-Month AUD-BBSW		UAG		3.0000		6/17/2016		AUD		3,894		—		24,275			24,275
Receive	3-Month NZD-BBR		DUB		4.5375		6/22/2016		NZD		2,217		—		10,908			10,908
Receive	3-Month NZD-BBR		DUB		4.4250		6/22/2016		NZD		5,169		—		20,144			20,144
Receive	3-Month NZD-BBR		DUB		4.2400		9/1/2016		NZD		3,748		—		(33,451	)		(33,451	)
Receive	3-Month AUD-BBSW		JPM		2.8600		11/20/2016		AUD		3,410		—		10,529			10,529
Receive	3-Month AUD-BBSW		GLM		2.8400		11/20/2016		AUD		1,011		—		25,863			25,863
Receive	3-Month AUD-BBSW		GLM		2.8400		11/20/2016		AUD		1,671		—		(80	)		(80	)
Receive	3-Month SEK-STIBOR		FBF		1.9100		1/24/2017		SEK		2,390		—		2,164			2,164
Receive	3-Month SEK-STIBOR		FBF		1.9100		1/26/2017		SEK		2,380		—		21,443			21,443
Receive	3-Month NZD-BBR		DUB		4.7000		4/13/2017		NZD		2,060		—		(25,171	)		(25,171	)
Receive	3-Month SEK-STIBOR		BRC		2.9300		9/16/2017		SEK		15,949		—		(104,423	)		(104,423	)
Receive	1-Month MXN-TIIE		MSC		5.8175		9/22/2017		MXN		15,071		—		28,245			28,245
Receive	1-Month MXN-TIIE		MSC		5.8100		9/22/2017		MXN		5,000		2,067		(63,741	)		(61,674	)
Receive	1-Month MXN-TIIE		JPM		5.8700		9/25/2017		MXN		25,177		—		(26,318	)		(26,318	)
Receive	3-Month NZD-BBR		UAG		4.3550		10/9/2017		NZD		1,260		—		5,787			5,787
Receive	3-Month NZD-BBR		UAG		4.3550		10/9/2017		NZD		1,335		—		15,950			15,950
Pay	3-Month KRW-CD		BRC		1.0000		10/17/2017		KRW		1,095,269		—		9,052			9,052

See accompanying notes

22

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Pay/ Receive Floating Rate	Floating Rate Index	Counter- party		Fixed Rate (%)		Expiration Date		Curr		Notional Amount(4)		Upfront Premiums Paid (Received)		Unrealized Appreciation (Depreciation)			Fair Value
Pay	3-Month KRW-CD		UAG		1.0000		10/19/2017		KRW		1,042,394	$	—	$	18,762		$	18,762
Receive	1-Month MXN-TIIE		BRC		5.9000		11/6/2017		MXN		7,661		—		40,810			40,810
Pay	3-Month AUD-BBSW		JPM		1.0000		11/20/2017		AUD		3,525		—		31,041			31,041
Pay	3-Month AUD-BBSW		GLM		1.0000		11/20/2017		AUD		1,043		—		(10,460	)		(10,460	)
Pay	3-Month AUD-BBSW		GLM		1.0000		11/20/2017		AUD		1,704		—		6,093			6,093
Pay	3-Month NZD-BBR		DUB		1.0000		3/19/2018		NZD		1,067		—		(7,084	)		(7,084	)
Pay	3-Month NZD-BBR		DUB		1.0000		3/19/2018		NZD		1,067		—		13,397			13,397
Pay	3-Month AUD-BBSW		UAG		1.0000		6/17/2018		AUD		3,965		—		(39,192	)		(39,192	)
Pay	3-Month NZD-BBR		DUB		1.0000		6/22/2018		NZD		890		—		14,591			14,591
Pay	3-Month NZD-BBR		DUB		1.0000		6/22/2018		NZD		2,070		—		3,062			3,062
Pay	3-Month NZD-BBR		DUB		1.0000		9/1/2018		NZD		1,501		—		1,252			1,252
Pay	3-Month CZK-PRIBOR		GLM		1.0000		11/19/2019		CZK		8,742		—		1,998			1,998
Pay	3-Month CZK-PRIBOR		JPM		1.0000		11/20/2019		CZK		9,041		—		(39,958	)		(39,958	)
Pay	3-Month SEK-STIBOR		BRC		1.0000		9/16/2020		SEK		6,727		—		(37,833	)		(37,833	)
Receive	3-Month ZAR-JIBAR		BRC		7.3650		3/31/2021		ZAR		474		—		3,278			3,278
Receive	6-Month CHF-LIBOR		GLM		1.1500		9/5/2021		CHF		1,714		—		103,747			103,747
Receive	3-Month ZAR-JIBAR		BRC		9.3100		2/4/2022		ZAR		638		—		(8,093	)		(8,093	)
Receive	3-Month ZAR-JIBAR		BRC		9.2550		2/4/2022		ZAR		638		—		(5,141	)		(5,141	)
Receive	1-Month MXN-TIIE		DUB		7.5850		2/17/2022		MXN		3,759		—		(31,509	)		(31,509	)
Receive	1-Month MXN-TIIE		DUB		7.5500		2/18/2022		MXN		765		—		(31,509	)		(31,509	)
Receive	1-Month MXN-TIIE		DUB		7.5675		2/21/2022		MXN		1,581		—		(32,338	)		(32,338	)
Receive	1-Month MXN-TIIE		MYC		7.4650		2/24/2022		MXN		1,379		—		18,713			18,713
Receive	3-Month ZAR-JIBAR		BRC		8.5600		5/29/2023		ZAR		2,847		—		46,551			46,551
Receive	3-Month ZAR-JIBAR		BRC		8.5900		5/30/2023		ZAR		3,324		—		24,009			24,009
Pay	6-Month NOK-NIBOR		GLM		1.0000		9/20/2023		NOK		2,744		—		12,474			12,474
Receive	3-Month SEK-STIBOR		JPM		3.1100		9/20/2023		SEK		3,310		—		27,799			27,799
Pay	6-Month NOK-NIBOR		MYC		1.0000		9/25/2023		NOK		3,182		—		26,434			26,434
Receive	3-Month SEK-STIBOR		BRC		3.6250		9/25/2023		SEK		3,357		30		2,837			2,867
Receive	3-Month CAD-CDOR		DUB		3.8250		10/23/2023		CAD		921		—		(65,997	)		(65,997	)
Pay	3-Month NZD-BBR		DUB		1.0000		10/25/2023		NZD		1,195		—		(5,595	)		(5,595	)
Pay	6-Month NOK-NIBOR		BRC		1.0000		11/11/2023		NOK		2,743		—		19,735			19,735
Pay	6-Month NOK-NIBOR		BRC		1.0000		11/13/2023		NOK		8,427		—		2,891			2,891
Pay	6-Month NOK-NIBOR		BRC		1.0000		11/19/2023		NOK		5,822		—		22,515			22,515
Receive	3-Month ZAR-JIBAR		BRC		9.4000		11/19/2023		ZAR		5,643		—		40,879			40,879
Receive	3-Month SEK-STIBOR		FBF		3.1015		11/19/2023		SEK		2,835		—		(33,505	)		(33,505	)
Receive	3-Month SEK-STIBOR		BNP		3.1150		11/19/2023		SEK		2,873		—		(8,054	)		(8,054	)
Receive	3-Month ZAR-JIBAR		BRC		9.4300		11/20/2023		ZAR		3,421		—		343			343
Receive	1-Month MXN-TIIE		DUB		8.7470		11/22/2023		MXN		5,103		—		(50,292	)		(50,292	)
Receive	1-Month MXN-TIIE		DUB		8.7531		11/23/2023		MXN		7,355		—		(26,545	)		(26,545	)
Receive	1-Month MXN-TIIE		DUB		8.4600		11/28/2023		MXN		4,707		—		(51,255	)		(51,255	)
Receive	1-Month MXN-TIIE		DUB		8.5980		11/29/2023		MXN		596		—		(52,098	)		(52,098	)
Receive	1-Month MXN-TIIE		DUB		8.6000		12/1/2023		MXN		421		—		(26,373	)		(26,373	)
Receive	3-Month CAD-CDOR		GLM		4.0695		1/10/2024		CAD		477		—		(41,171	)		(41,171	)
Receive	3-Month CAD-CDOR		GST		3.8450		4/2/2024		CAD		768		—		20,692			20,692
Receive	3-Month CAD-CDOR		DEU		3.8300		4/3/2024		CAD		430		—		21,771			21,771
Receive	3-Month CAD-CDOR		DEU		3.8300		4/3/2024		CAD		430		—		43,006			43,006
Pay	3-Month NZD-BBR		BNP		1.0000		4/4/2024		NZD		971		—		(15,352	)		(15,352	)
Pay	3-Month NZD-BBR		DEU		1.0000		4/8/2024		NZD		623		—		(24,454	)		(24,454	)
Pay	3-Month NZD-BBR		DEU		1.0000		4/8/2024		NZD		623		—		(22,412	)		(22,412	)
Receive	3-Month CAD-CDOR		DEU		3.7050		4/29/2024		CAD		936		—		3,170			3,170
Receive	3-Month CAD-CDOR		GST		3.7100		4/29/2024		CAD		459		—		(105,128	)		(105,128	)
Receive	3-Month CAD-CDOR		HUB		3.6775		4/30/2024		CAD		391		—		1,673			1,673

See accompanying notes

23

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Pay/ Receive Floating Rate	Floating Rate Index	Counter- party		Fixed Rate (%)		Expiration Date		Curr		Notional Amount(4)		Upfront Premiums Paid (Received)		Unrealized Appreciation (Depreciation)			Fair Value
Pay	3-Month NZD-BBR		DUB		1.0000		5/1/2024		NZD		1,155	$	—	$	(16,269	)	$	(16,269	)
Pay	3-Month NZD-BBR		GST		1.0000		5/1/2024		NZD		580		—		29,849			29,849
Pay	3-Month NZD-BBR		BNP		1.0000		5/2/2024		NZD		575		—		22,120			22,120
Receive	3-Month CAD-CDOR		GST		3.4840		5/16/2024		CAD		448		—		26,304			26,304
Pay	3-Month NZD-BBR		JPM		1.0000		5/20/2024		NZD		572		—		(22,164	)		(22,164	)
Pay	6-Month NOK-NIBOR		BRC		1.0000		6/10/2024		NOK		4,802		—		32,859			32,859
Pay	6-Month NOK-NIBOR		JPM		1.0000		6/10/2024		NOK		5,008		—		33,826			33,826
Receive	3-Month SEK-STIBOR		GLM		3.0225		6/10/2024		SEK		5,376		—		9,735			9,735
Receive	3-Month SEK-STIBOR		FBF		3.0362		6/10/2024		SEK		5,276		—		6,039			6,039
Pay	6-Month CHF-LIBOR		GLM		1.0000		9/6/2024		CHF		1,184		—		19,530			19,530
Receive	3-Month CAD-CDOR		GLM		3.2850		9/26/2024		CAD		567		—		(3,861	)		(3,861	)
Receive	3-Month CAD-CDOR		FBF		3.2930		9/26/2024		CAD		564		—		42,618			42,618
Receive	3-Month CAD-CDOR		JPM		3.2100		10/7/2024		CAD		994		—		10,587			10,587
Receive	3-Month ZAR-JIBAR		DUB		8.5600		11/21/2024		ZAR		5,880		—		(77	)		(77	)
Receive	3-Month CAD-CDOR		FBF		2.4900		1/27/2025		CAD		979		—		4,855			4,855
Pay	3-Month NZD-BBR		UAG		1.0000		1/29/2025		NZD		1,236		—		59,435			59,435
Pay	1-Month MXN-TIIE		MSC		1.0000		3/5/2025		MXN		1,815		—		6,402			6,402
Pay	3-Month NZD-BBR		DUB		1.0000		4/13/2025		NZD		562		—		14,195			14,195
Pay	1-Month MXN-TIIE		GLM		1.0000		9/18/2025		MXN		1,888		—		46,022			46,022
Pay	1-Month MXN-TIIE		DUB		1.0000		9/18/2025		MXN		1,271		—		25,488			25,488
Pay	1-Month MXN-TIIE		GLM		1.0000		9/19/2025		MXN		1,826		—		(6,404	)		(6,404	)
Pay	3-Month NZD-BBR		UAG		1.0000		10/9/2025		NZD		302		—		25,489			25,489
Pay	3-Month NZD-BBR		UAG		1.0000		10/9/2025		NZD		320		—		32,863			32,863
Receive	1-Month MXN-TIIE		DUB		9.8100		9/20/2028		MXN		1,095		—		21,771			21,771
Receive	3-Month ZAR-JIBAR		BRC		10.6500		11/25/2028		ZAR		9,624		—		18,778			18,778
Receive	3-Month ZAR-JIBAR		BRC		10.8500		1/23/2029		ZAR		7,799		—		(26,142	)		(26,142	)
Receive	3-Month ZAR-JIBAR		DUB		10.9100		1/24/2029		ZAR		2,652		—		(21,679	)		(21,679	)
Receive	3-Month ZAR-JIBAR		HUB		9.9000		3/11/2029		ZAR		8,386		—		(813	)		(813	)
Receive	3-Month ZAR-JIBAR		BRC		9.3100		1/8/2030		ZAR		7,075		—		(20,876	)		(20,876	)
Pay	3-Month ZAR-JIBAR		BRC		1.0000		11/14/2033		ZAR		2,663		—		4,831			4,831
Pay	3-Month ZAR-JIBAR		DUB		1.0000		11/15/2033		ZAR		1,277		—		5,912			5,912
Receive	6-Month CHF-LIBOR		BRC		2.3300		6/2/2034		CHF		375		—		(7,126	)		(7,126	)
Pay	6-Month JPY-LIBOR		BRC		0.1786		7/4/2043		JPY		8,910		—		49,330			49,330
Receive	6-Month CHF-LIBOR		FBF		2.0400		8/7/2044		CHF		163		—		7,557			7,557
Receive	6-Month GBP-LIBOR		MYC		3.5500		11/15/2044		GBP		20		—		3,761			3,761
												$	2,097	$	123,756		$	125,853

⁽¹⁾  If the Fund is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

⁽²⁾  If the Fund is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

^-(3)  Implied credit spreads, represented in absolute terms, utilized in determining the fair value of credit default swaps agreements on corporate issues and sovereign issues of an emerging country as of period end serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.

⁽⁴⁾  The maximum potential amount the Fund could be required to pay as a seller of credit protection or receive as a buyer of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.

⁽⁵⁾  The quoted market prices and resulting values for credit default swaps on asset-backed securities and credit indices serve as an indicator of the current status of the payment/performance risk and represent the likelihood of an expected liability (or profit) for the credit derivative should the notional amount of the swap agreement be closed/ sold as of the period end. Increasing fair values, in absolute terms when compared to the notional amount of the swap, represent a deterioration of the referenced entity’s credit soundness and greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.

See accompanying notes

24

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Interest Rate Swaps—Inflation—Linked

Pay/ Receive Floating Rate	Floating Rate Index	Counter- party	Fixed Rate (%)		Expiration Date		Curr		Notional Amount(4)		Upfront Premiums Paid (Received)			Unrealized Appreciation (Depreciation)			Fair Value
Pay	EUR-EXT-CPI	UAG		1.0000		3/21/2017		EUR		475	$	—		$	(12,452	)	$	(12,452	)
Pay	EUR-EXT-CPI	BNP		1.0000		3/21/2017		EUR		2,351		—			(61,696	)		(61,696	)
Pay	EUR-EXT-CPI	DUB		1.0000		3/25/2017		EUR		764		—			(20,312	)		(20,312	)
Pay	EUR-EXT-CPI	UAG		1.0000		3/21/2018		EUR		712		—			(23,162	)		(23,162	)
Receive	USA-CPI-U	BRC		2.3200		8/7/2018		USD		677		—			6,649			6,649
Receive	USA-CPI-U	BRC		2.3200		8/7/2018		USD		677		—			6,649			6,649
Receive	USA-CPI-U	BRC		2.7150		3/21/2019		USD		287		—			17,346			17,346
Receive	USA-CPI-U	BRC		1.8350		11/28/2019		USD		698		—			8,945			8,945
Pay	EUR-EXT-CPI	GLM		1.0000		1/26/2020		EUR		1,400		(3,009	)		1,752			(1,257	)
Pay	EUR-EXT-CPI	JPM		1.0000		1/27/2020		EUR		349		—			(1,224	)		(1,224	)
Pay	EUR-EXT-CPI	BOA		1.0000		1/29/2020		EUR		900		(688	)		1,447			759
Pay	EUR-EXT-CPI	CBK		1.0000		1/30/2020		EUR		400		—			(11	)		(11	)
Pay	EUR-EXT-CPI	MYC		1.0000		1/30/2020		EUR		100		—			345			345
Pay	EUR-EXT-CPI	GLM		1.0000		1/30/2020		EUR		1,000		(73	)		3,813			3,740
Receive	USA-CPI-U	BRC		1.7025		2/5/2020		USD		309		—			(544	)		(544	)
Receive	USA-CPI-U	HUB		1.7100		2/5/2020		USD		320		—			(445	)		(445	)
Pay	USA-CPI-U	BRC		1.0000		8/7/2021		USD		741		—			(12,040	)		(12,040	)
Pay	USA-CPI-U	BRC		1.0000		8/7/2021		USD		741		—			(11,760	)		(11,760	)
Pay	USA-CPI-U	MSC		1.0000		11/26/2024		USD		1,101		—			(11,509	)		(11,509	)
Receive	UK-RPI	CBK		2.9450		1/12/2025		GBP		10		—			56			56
Pay	USA-CPI-U	BNP		1.0000		1/27/2025		USD		807		—			5,743			5,743
Receive	EUR-EXT-CPI	JPM		1.2365		1/27/2025		EUR		349		—			2,970			2,970
Pay	USA-CPI-U	BNP		1.0000		1/29/2025		USD		804		—			5,908			5,908
Pay	USA-CPI-U	BRC		1.0000		2/2/2025		USD		399		—			3,113			3,113
Pay	USA-CPI-U	BRC		1.0000		2/2/2025		USD		185		—			1,441			1,441
Pay	USA-CPI-U	FOB		1.0000		2/4/2025		USD		812		—			5,896			5,896
Pay	USA-CPI-U	BNP		1.0000		2/4/2025		USD		347		—			2,594			2,594
Pay	USA-CPI-U	DUB		1.0000		1/22/2026		USD		185		—			2,524			2,524
Receive	UK-RPI	GSC		3.1400		1/14/2030		GBP		300		—			409			409
Receive	UK-RPI	FBF		3.5500		11/15/2044		GBP		20		23			2,844			2,867
Receive	UK-RPI	FBF		3.4500		12/15/2044		GBP		30		(106	)		2,282			2,176
											$	(3,853	)	$	(72,429	)	$	(76,282	)

Interest Rate Swaps—Overnight Indexed Swaps

Pay/ Receive Floating Rate	Floating Rate Index	Counter- party		Fixed Rate (%)		Expiration Date		Curr		Notional Amount(4)		Upfront Premiums Paid (Received)		Unrealized Appreciation (Depreciation)			Fair Value
Receive	1-Year BRL-CDI		HUB		12.2775		1/4/2016		BRL		3,738	$	—	$	(4,436	)	$	(4,436	)
Receive	1-Year BRL-CDI		HUB		12.2100		1/4/2016		BRL		1,828		—		(2,551	)		(2,551	)
Receive	1-Year BRL-CDI		HUB		12.1600		1/4/2016		BRL		2,669		—		(4,130	)		(4,130	)
Receive	1-Year BRL-CDI		UAG		12.1900		1/4/2016		BRL		2,669		—		(3,866	)		(3,866	)
Receive	1-Year BRL-CDI		GLM		12.0000		1/4/2016		BRL		1,815		—		(3,222	)		(3,222	)
Receive	1-Year BRL-CDI		UAG		11.9650		1/4/2016		BRL		3,630		—		(6,897	)		(6,897	)
Receive	1-Year BRL-CDI		UAG		11.9800		1/4/2016		BRL		182		—		(333	)		(333	)
Receive	1-Year BRL-CDI		UAG		11.9650		1/4/2016		BRL		3,594		—		(6,781	)		(6,781	)
Receive	1-Year BRL-CDI		UAG		11.9250		1/4/2016		BRL		1,815		—		(3,686	)		(3,686	)
Receive	1-Year BRL-CDI		GLM		11.7900		1/4/2016		BRL		1,778		—		(4,473	)		(4,473	)
Receive	1-Year BRL-CDI		GLM		11.8200		1/4/2016		BRL		1,815		—		(4,372	)		(4,372	)
Receive	1-Year BRL-CDI		BRC		11.7700		1/4/2016		BRL		1,799		—		(4,657	)		(4,657	)
Receive	1-Year BRL-CDI		HUB		11.7150		1/4/2016		BRL		1,726		—		(4,792	)		(4,792	)
Receive	1-Year BRL-CDI		HUB		11.7400		1/4/2016		BRL		1,667		—		(4,427	)		(4,427	)
Receive	1-Year BRL-CDI		HUB		11.7450		1/4/2016		BRL		1,697		—		(4,493	)		(4,493	)
Receive	1-Year BRL-CDI		JPM		11.7200		1/4/2016		BRL		1,667		—		(4,549	)		(4,549	)
Receive	1-Year BRL-CDI		BRC		11.6750		1/4/2016		BRL		1,667		—		(4,806	)		(4,806	)
Receive	1-Year BRL-CDI		HUB		11.6800		1/4/2016		BRL		1,653		—		(4,736	)		(4,736	)
Receive	1-Year BRL-CDI		HUB		11.6800		1/4/2016		BRL		1,660		—		(4,738	)		(4,738	)

See accompanying notes

25

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Pay/ Receive Floating Rate	Floating Rate Index		Counter- party	Fixed Rate (%)		Expiration Date		Curr	Notional Amount(4)		Upfront Premiums Paid (Received)			Unrealized Appreciation (Depreciation)			Fair Value
Receive		1-Year BRL-CDI	GLM		11.6800		1/4/2016	BRL		2,507	$	—		$	(7,157	)	$	(7,157	)
Receive		1-Year BRL-CDI	JPM		11.6800		1/4/2016	BRL		2,486		—			(7,096	)		(7,096	)
Receive		1-Year BRL-CDI	GLM		12.0500		1/2/2017	BRL		1,065		—			(2,781	)		(2,781	)
Receive		1-Year BRL-CDI	JPM		13.1800		1/2/2017	BRL		1,437		—			3,104			3,104
Receive		1-Year BRL-CDI	GLM		12.7400		1/2/2017	BRL		1,372		—			246			246
Receive		1-Year BRL-CDI	DUB		12.1800		1/2/2018	BRL		1,000		(1,389	)		(8	)		(1,397	)
Receive		1-Year BRL-CDI	BOA		12.3600		1/2/2018	BRL		1,900		3,474			(3,023	)		451
Receive		1-Year BRL-CDI	FBF		12.3600		1/2/2018	BRL		600		3,794			(3,652	)		142
Receive		1-Year BRL-CDI	GLM		12.1800		1/2/2018	BRL		1,000		17			(1,556	)		(1,539	)
Receive		1-Year BRL-CDI	DEU		12.3600		1/2/2018	BRL		1,300		2,074			(1,766	)		308
Receive		1-Year BRL-CDI	DUB		12.0550		1/4/2021	BRL		16,000		24,543			127			24,670
											$	32,513		$	(105,507	)	$	(72,994	)

Purchased options outstanding on February 28, 2015:

Interest Rate Swaptions

Description	Counter- party		Floating Rate Index	Pay / Receive Floating Rate	Exercise Rate (%)		Expiration Date		Notional Amount		Fair Value		Premiums Paid		Unrealized Appreciation (Depreciation)
Call—OTC 10-Year IRS		BOA	3M USD-LIBOR	Pay		1.12		12/1/2015	$	17,200	$	42,673	$	13,154	$	29,519
Call—OTC 10-Year IRS		BOA	3M USD-LIBOR	Pay		1.14		12/1/2015		3,200		8,400		6,598		1,802
Call—OTC 3-Year IRS		MYC	3M USD-LIBOR	Pay		1.1125		12/16/2015		9,500		23,104		25,127		(2,023	)
Call—OTC 3-Year IRS		MYC	3M USD-LIBOR	Pay		1.045		1/6/2016		7,500		14,918		17,695		(2,777	)
Put—OTC 3-Year IRS		BOA	3M USD-LIBOR	Pay		2.72		1/6/2016		200		524		400		124
Put—OTC 3-Year IRS		MYC	3M USD-LIBOR	Pay		2.7		1/6/2016		11,100		29,815		23,310		6,505
Put—OTC 5-Year IRS		MYC	3M USD-LIBOR	Pay		2.7		2/18/2016		11,100		30,758		23,310		7,448
Put—OTC 30-Year IRS		BOA	3M USD-LIBOR	Pay		4.21		4/25/2016		1,800		7,700		72,000		(64,300	)
Put—OTC 30-Year IRS		MYC	3M USD-LIBOR	Pay		3.55		10/27/2017		1,400		61,565		99,985		(38,420	)
Put—OTC 10-Year IRS		DUB	3M USD-LIBOR	Pay		3.46		11/27/2017		300		14,908		23,000		(8,092	)
Put—OTC 2-Year IRS		DUB	3M USD-LIBOR	Pay		3.55		11/27/2017		500		22,589		36,500		(13,911	)
Put—OTC 30-Year IRS		DUB	3M USD-LIBOR	Pay		3.525		11/27/2017		400		18,558		34,667		(16,109	)
											$	275,512	$	375,746	$	(100,234	)
European Interest Rate Swaptions
Description	Counter- party		Floating Rate Index	Pay / Receive Floating Rate	Exercise Rate (%)		Expiration Date		Notional Amount		Fair Value		Premiums Paid		Unrealized Appreciation (Depreciation)
Call—IRS EUR		DUB	6M EUR-EURIBOR	Pay		2.0800		4/1/2015		691	$	—	$	21,924	$	(21,924	)
Call—IRS EUR		JPM	6M EUR-EURIBOR	Pay		2.0780		4/2/2015		696		—		22,982		(22,982	)
Call—IRS EUR		GLM	6M EUR-EURIBOR	Pay		1.2500		4/23/2015		1,716		7,000		13,899		(6,899	)
Call—IRS EUR		GLM	6M EUR-EURIBOR	Pay		0.9000		5/21/2015		3,232		897		14,894		(13,997	)
Call—IRS GBP		DUB	6M GBP-LIBOR	Pay		2.1000		6/15/2015		1,752		75		19,018		(18,943	)
Call—IRS EUR		MSC	6M EUR-EURIBOR	Pay		0.8250		7/15/2015		3,880		6,146		12,027		(5,881	)
Call—IRS EUR		FBF	6M EUR-EURIBOR	Pay		1.3500		8/18/2015		7,035		63,829		72,734		(8,905	)
Call—IRS EUR		BRC	6M EUR-EURIBOR	Pay		2.2500		8/20/2015		684		1,058		9,990		(8,932	)
Call—IRS EUR		BNP	6M EUR-EURIBOR	Pay		0.7750		8/26/2015		4,052		13,087		11,814		1,273
Put—IRS USD		GLM	3M USD-LIBOR	Receive		2.4000		10/1/2015		2,178		64,492		27,225		37,267
Put—IRS USD		GLM	3M USD-LIBOR	Receive		2.6000		10/1/2015		726		43,438		9,801		33,637
Call—IRS GBP		GLM	6M GBP-LIBOR	Pay		1.6000		10/12/2015		1,029		8,862		8,122		740
Call—IRS GBP		MSC	6M GBP-LIBOR	Pay		2.9000		11/5/2015		850		5,261		19,883		(14,622	)
Call—IRS USD		GLM	3M USD-LIBOR	Pay		3.1000		11/5/2015		1,436		7,759		27,643		(19,884	)
Call—IRS EUR		DUB	6M EUR-EURIBOR	Pay		1.7200		11/9/2015		1,332		3,340		11,240		(7,900	)
Put—IRS USD		FBF	3M USD-LIBOR	Pay		4.2600		1/19/2016		423		801		28,209		(27,408	)
Call—IRS GBP		DUB	6M GBP-LIBOR	Pay		2.5000		2/15/2016		676		15,402		14,558		844
Put—IRS GBP		FBF	6M GBP-LIBOR	Pay		2.4300		2/18/2016		3,662		7,356		66,642		(59,286	)
Call—IRS GBP		UAG	6M GBP-LIBOR	Pay		2.0000		2/24/2016		1,715		32,544		31,802		742

See accompanying notes

26

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Description	Counter- party	Floating Rate Index		Pay / Receive Floating Rate	Exercise Rate (%)		Expiration Date		Notional Amount		Fair Value		Premiums Paid		Unrealized Appreciation (Depreciation)
Call—IRS USD	BNP		3M USD-LIBOR	Pay		2.2500		2/25/2016		2,702	$	36,694	$	34,715	$	1,979
Call—IRS EUR	HUB		6M EUR-EURIBOR	Pay		2.3000		4/15/2016		1,917		5,045		88,114		(83,069	)
Put—IRS GBP	MSC		6M GBP-LIBOR	Receive		2.0000		6/2/2016		3,408		65,975		30,837		35,138
Call—IRS GBP	MSC		6M GBP-LIBOR	Pay		3.5500		6/24/2016		707		4,367		31,774		(27,407	)
Call—IRS GBP	GLM		6M GBP-LIBOR	Pay		2.3600		8/15/2016		3,741		20,496		54,444		(33,948	)
Put—IRS GBP	GLM		6M GBP-LIBOR	Pay		3.6300		11/21/2016		2,639		24,471		199,943		(175,472	)
Put—IRS GBP	DUB		6M GBP-LIBOR	Pay		4.2500		1/23/2017		1,503		7,477		65,716		(58,239	)
Call—IRS USD	DUB		3M USD-LIBOR	Pay		2.7500		2/13/2017		2,026		32,967		31,707		1,260
Call—IRS USD	DEU		3M USD-LIBOR	Pay		4.3000		3/27/2017		346		4,135		21,767		(17,632	)
Call—IRS GBP	JPM		6M GBP-LIBOR	Pay		3.6500		6/16/2017		1,051		15,345		62,303		(46,958	)
Call—IRS GBP	MSC		6M GBP-LIBOR	Pay		3.6500		6/16/2017		701		10,235		41,198		(30,963	)
Put—IRS GBP	GLM		6M GBP-LIBOR	Receive		3.0000		10/30/2017		667		203,987		97,252		106,735
Put—IRS GBP	JPM		6M GBP-LIBOR	Receive		3.0000		10/30/2017		664		202,917		97,379		105,538
Put—IRS GBP	MSC		6M GBP-LIBOR	Receive		3.0000		10/30/2017		1,282		392,194		186,980		205,214
Call—IRS GBP	MSC		6M GBP-LIBOR	Pay		2.1500		11/4/2017		3,527		54,430		77,171		(22,741	)
Call—IRS JPY	DUB		6M JPY-LIBOR	Pay		1.0200		11/27/2017		109,760		18,782		24,217		(5,435	)
Put—IRS EUR	DUB		6M EUR-EURIBOR	Receive		0.7000		2/20/2018		3,377		54,075		50,643		3,432
Call—IRS JPY	FBF		6M JPY-LIBOR	Receive		0.8000		4/10/2018		490,429		45,218		35,881		9,337
Call—IRS USD	JPM		3M USD-LIBOR	Pay		4.4500		5/1/2018		1,370		16,561		52,897		(36,336	)
Call—IRS USD	BNP		3M USD-LIBOR	Pay		4.4000		5/8/2018		675		8,587		25,541		(16,954	)
Put—IRS USD	DUB		3M USD-LIBOR	Pay		4.6000		2/12/2019		1,098		25,276		98,820		(73,544	)
Put—IRS JPY	BRC		6M JPY-LIBOR	Pay		1.7000		2/13/2019		122,211		6,362		33,390		(27,028	)
Put—INT CAP JPY*	BRC		3M JPY-LIBOR	Receive		1.7000		2/13/2019		124,690		12,208		34,274		(22,066	)
Put—IRS USD	DEU		3M USD-LIBOR	Pay		4.6000		3/5/2019		1,440		33,723		118,080		(84,357	)
Call—IRS USD	JPM		3M USD-LIBOR	Pay		4.1000		5/9/2019		1,351		30,123		74,953		(44,830	)
Call—IRS USD	GLM		3M USD-LIBOR	Pay		4.1000		5/13/2019		1,013		22,652		56,728		(34,076	)
Call—IRS GBP	DUB		6M GBP-LIBOR	Pay		3.6000		8/7/2019		519		17,602		36,941		(19,339	)
Call—INT FLR USD	GLM		3M USD-LIBOR	Receive		1.6250		8/15/2019		21,500		193,443		137,600		55,843
Put—IRS EUR	DUB		6M EUR-EURIBOR	Pay		3.0000		12/16/2020		452		20,166		79,494		(59,328	)
Put—IRS USD	DUB		3M USD-LIBOR	Pay		5.5875		1/7/2021		742		13,373		38,558		(25,185	)
Put—IRS USD	FBF		3M USD-LIBOR	Pay		4.5000		6/6/2023		583		22,313		44,599		(22,286	)
Put—IRS USD	FBF		3M USD-LIBOR	Pay		4.5000		6/7/2023		399		15,274		30,524		(15,250	)
Put—IRS USD	FBF		3M USD-LIBOR	Pay		4.6000		7/3/2023		419		15,230		27,621		(12,391	)
Put—IRS USD	FBF		3M USD-LIBOR	Pay		4.5000		9/25/2023		701		27,269		59,613		(32,344	)
Put—IRS EUR	DUB		6M EUR-EURIBOR	Pay		3.0000		12/18/2023		452		29,397		75,492		(46,095	)
Put—IRS JPY	FBF		6M JPY-LIBOR	Receive		2.2020		9/2/2024		94,428		62,319		51,450		10,869
Put—IRS GBP	BRC		6M GBP-LIBOR	Pay		3.8175		9/26/2028		2,803		177,061		279,464		(102,403	)
Put—IRS GBP	DUB		6M GBP-LIBOR	Pay		3.7950		9/26/2028		2,103		134,297		208,614		(74,317	)
Call—IRS EUR	DUB		6M EUR-EURIBOR	Pay		2.7500		5/30/2034		1,023		60,572		70,862		(10,290	)
Put—IRS USD	DUB		3M USD-LIBOR	Pay		5.5875		1/7/2021		741,500		31,576		38,558		(6,982	)
											$	2,423,965	$	3,311,963	$	(887,998	)

* Cap Transaction. A transaction in which one party pays a single or periodic fixed amount and the other party pays periodic amounts of the same currency based on the excess, if any, of a specified floating rate (in the case of an interest rate cap) or commodity price (in the case of a commodity cap) in each case that is reset periodically over a specified per annum rate (in the case of an interest rate cap) or commodity price (in the case of a commodity cap).

OTC European Foreign Currency Options

Description	Counterparty	Exercise Price		Expiration Date		Notional Amount		Cost		Fair Value		Unrealized Appreciation (Depreciation)
Call—OTC AUD versus USD	DUB		0.8020		3/3/2015		67	$	6,455	$	1,339	$	(5,116	)
Call—OTC ECAL USD	DUB		111.5000		3/5/2015		8,000		313		—		(313	)
Call—OTC ECAL USD	DUB		111.6250		3/5/2015		10,000		391		—		(391	)
Call—OTC USD versus JPY	GLM		119.8000		3/10/2015		39		3,465		15,110		11,645
Call—OTC EUR versus USD / USD versus MXN	UAG		—		3/13/2015		54		6,998		—		(6,998	)
Put—OTC NOK versus SEK	DUB		0.9935		3/23/2015		7,279		5,111		27		(5,084	)
Put—OTC EUR versus SEK	DUB		9.2385		4/1/2015		32		6,109		—		(6,109	)
Call—OTC NZD versus CAD	GLM		0.9210		4/9/2015		1,488		45,819		31,665		(14,154	)

See accompanying notes

27

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Description	Counterparty	Exercise Price		Expiration Date		Notional Amount		Cost		Fair Value		Unrealized Appreciation (Depreciation)
Call—OTC USD versus ZAR	HUB		11.6500		4/9/2015		1,034	$	24,816	$	21,799	$	(3,017	)
Put—OTC EUR versus JPY	MSC		129.2500		4/9/2015		1,182		11,912		4,469		(7,443	)
Put—OTC NZD versus CAD	GLM		0.9210		4/9/2015		1,488		41,096		5,213		(35,883	)
Put—OTC USD versus ZAR	HUB		11.6500		4/9/2015		1,034		19,522		12,801		(6,721	)
Call—OTC GBP versus NOK	UAG		10.6330		4/21/2015		1,026		38,133		162,153		124,020
Put—OTC GBP versus NOK	UAG		10.6330		4/21/2015		1,026		35,322		108		(35,214	)
Call—OTC EUR versus USD	BRC		1.4945		4/22/2015		3,228		22,045		—		(22,045	)
Call—OTC GBP versus JPY	JPM		183.9000		4/27/2015		1,034		23,833		26,900		3,067
Put—OTC GBP versus JPY	JPM		183.9000		4/27/2015		1,034		22,875		20,618		(2,257	)
Call—OTC NZD versus USD	UAG		0.7500		4/28/2015		1,207		22,169		22,169		—
Put—OTC USD versus NZD	BNP		0.7500		4/28/2015		1,207		20,963		—		(20,963	)
Call—OTC EUR versus GBP	UAG		0.7410		4/30/2015		56		8,857		8,836		(21	)
Call—OTC EUR versus GBP	MSC		0.7407		4/30/2015		38		4,206		4,196		(10	)
Call—OTC EUR versus USD	BRC		0.0000		5/7/2015		19		2,100		4,641		2,541
Put—OTC USD versus BRL	MSC		2.7000		5/14/2015		54		10,017		6,872		(3,145	)
Put—OTC USD versus BRL	MSC		2.7000		5/15/2015		54		10,090		6,872		(3,218	)
Put—OTC USD versus MXN	MSC		13.6000		5/28/2015		847		10,903		380		(10,523	)
Put—OTC USD versus EUR	JPM		13.8000		5/29/2015		690		10,695		591		(10,104	)
Put—OTC USD versus MXN	MSC		14.0000		6/4/2015		471		7,490		838		(6,652	)
Put—OTC GBP versus NZD	BRC		2.0000		6/5/2015		730		19,337		12,562		(6,775	)
Put—OTC GBP versus NZD	MSC		2.0000		6/5/2015		730		18,541		12,562		(5,979	)
Put—OTC USD versus MXN	DUB		14.4000		6/11/2015		645		14,353		3,895		(10,458	)
Put—OTC USD versus MXN	MSC		14.3000		6/12/2015		41		6,355		4,907		(1,448	)
Put—OTC AUD versus USD	BRC		0.9000		6/29/2015		1,435		31,434		178,034		146,600
Put—OTC AUD versus USD	GLM		0.9000		6/29/2015		1,435		30,921		178,034		147,113
Put—OTC AUD versus USD	JPM		0.8600		6/29/2015		1,435		29,741		121,514		91,773
Put—OTC AUD versus USD	UAG		0.8600		6/29/2015		1,435		27,090		121,514		94,424
Call—OTC USD versus ZAR	DUB		11.7500		7/7/2015		652		2,177		2,422		245
Call—OTC EUR versus USD / USD versus JPY	DUB		0.0100		7/9/2015		61		3,965		221		(3,744	)
Call—OTC EUR versus USD / USD versus JPY	JPM		0.0100		7/9/2015		61		4,331		239		(4,092	)
Put—OTC USD versus CLP	HUB		605.0000		7/29/2015		690		6,860		7,593		733
Call—OTC EUR versus SEK	DUB		0.0000		8/6/2015		32		4,157		801		(3,356	)
Call—OTC USD versus ZAR	GLM		11.8500		8/6/2015		652		2,400		2,661		261
Call—OTC NOK versus SEK	BRC		1.1000		10/16/2015		8,534		25,872		19,360		(6,512	)
Put—OTC USD versus JPY	BRC		117.0500		11/10/2015		74		8,702		7,362		(1,340	)
Call—OTC USD versus JPY	DUB		120.1500		11/16/2015		51		4,576		5,943		1,367
Call—OTC USD versus JPY	BRC		121.0000		12/4/2015		70		6,081		9,833		3,752
Put—OTC EUR versus NOK	BRC		8.7200		12/14/2015		1,288		25,954		50,785		24,831
Put—OTC EUR versus NOK	UAG		8.7200		12/18/2015		441		12,617		17,456		4,839
Put—OTC EUR versus NOK	DUB		8.7200		12/18/2015		315		8,781		12,469		3,688
Call—OTC USD versus CNH	FBF		6.4000		2/2/2016		417		11,491		10,890		(601	)
Call—OTC USD versus CNH	FBF		7.4000		2/2/2016		417		2,612		2,288		(324	)
Call—OTC USD versus CNH	BRC		6.5000		2/2/2016		417		9,105		8,475		(630	)
Call—OTC USD versus CNH	BRC		7.5000		2/2/2016		417		2,466		2,081		(385	)
Call—OTC USD versus ZAR	GLM		12.0000		2/8/2016		652		4,127		1,382		(2,745	)
Put—OTC EUR versus USD	GLM		1.4250		4/17/2019		714		71,888		164,758		92,870
								$	817,639	$	1,317,638	$	499,999

Options on Exchange-Traded Futures Contracts

Description	Exercise Price		Expiration Date		# of Contracts		Cost		Fair Value		Unrealized Appreciation (Depreciation)
Call—5-Yr U.S. Treasury Future Option		120.000		3/27/2015		48	$	16,500	$	11,625	$	(4,875	)
Call—Euro Bund April Future Option		158.000		3/27/2015		17		6,943		7,419		476
Put—5-Yr U.S. Treasury Future Option		118.500		3/27/2015		44		15,985		10,313		(5,672	)
Put—5-Yr U.S. Treasury Future Option		119.000		3/27/2015		27		20,039		10,758		(9,281	)
Call—10-Yr U.S. Treasury Future Option		134.500		5/22/2015		60		21,562		6,562		(15,000	)

See accompanying notes

28

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Description	Exercise Price		Expiration Date		# of Contracts		Cost		Fair Value		Unrealized Appreciation (Depreciation)
Put—3-Mo Euribor Interest Rate Future Option		98.875		6/15/2015		60	$	41,964	$	—	$	(41,964	)
Call—Eurodollar September Future Option		99.625		9/14/2015		52		3,250		3,900		650
Put—Eurodollar September Future Option		99.250		9/14/2015		40		33,000		4,000		(29,000	)
Put—3-Mo Euribor Interest Rate Future Option		99.625		3/14/2016		160		71,620		14,548		(57,072	)
Put—3-Mo Euribor Interest Rate Future Option		99.750		6/13/2016		170		30,914		26,158		(4,756	)
							$	261,777	$	95,283	$	(166,494	)

European Style Credit Default Swaptions

Description	Counterparty	Exercise Rate (%)		Expiration Date		Notional Amount		Fair Value		Premiums		Unrealized Appreciation (Depreciation)
Call—CDS USD CDX.IG	BOA		0.7000		3/18/2015	$	700	$	2,722	$	1,610	$	1,112
Put—CDS USD CDX.IG	BOA		1.7000		4/15/2015		7,300		41		730		(689	)
								$	2,763	$	2,340	$	423

Written options outstanding on February 28, 2015:

Interest Rate Swaptions

Description	Counter- party	Floating Rate Index	Pay Floating Rate		Ex-ercise Rate (%)		Expiration Date		Notional Amount			Fair Value			Premiums			Unrealized Appreciation (Depreciation)
Call—OTC 10-Year IRS	BOA	3-Month USD-LIBOR		Receive		2.1500		12/1/2015		(700	)	$	(14,318	)	$	(7,607	)	$	(6,711	)
Call—OTC 10-Year IRS	BOA	3-Month USD-LIBOR		Receive		2.3000		12/1/2015		(3,600	)		(96,552	)		(14,580	)		(81,972	)
Call—OTC 10-Year IRS	MYC	3-Month USD-LIBOR		Receive		2.0000		12/16/2015		(2,100	)		(32,808	)		(25,550	)		(7,258	)
Call—OTC 10-Year IRS	MYC	3-Month USD-LIBOR		Receive		1.7500		1/6/2016		(1,600	)		(15,210	)		(18,040	)		2,830
Put—OTC 2-Year IRS	BOA	3-Month USD-LIBOR		Receive		2.5000		1/15/2016		(200	)		(576	)		(400	)		(176	)
Put—OTC 2-Year IRS	MYC	3-Month USD-LIBOR		Receive		2.5000		1/15/2016		(11,100	)		(31,990	)		(23,310	)		(8,680	)
Put—OTC 10-Year IRS	MYC	3-Month USD-LIBOR		Receive		2.4950		1/29/2016		(11,100	)		(33,222	)		(23,310	)		(9,912	)
Put—OTC 5-Year IRS	CBK	3-Month USD-LIBOR		Receive		5.2000		7/29/2016		(1,500	)		(623	)		(18,373	)		17,750
Put—OTC 5-Year IRS	MYC	3-Month USD-LIBOR		Receive		3.5500		10/27/2017		(5,900	)		(66,428	)		(101,293	)		34,865
Put—OTC 5-Year IRS	DUB	3-Month USD-LIBOR		Receive		3.5500		11/27/2017		(2,100	)		(24,530	)		(36,500	)		11,970
Put—OTC 5-Year IRS	DUB	3-Month USD-LIBOR		Receive		3.4600		11/27/2017		(1,300	)		(16,394	)		(23,730	)		7,336
Put—OTC 5-Year IRS	DUB	3-Month USD-LIBOR		Receive		3.5250		11/27/2017		(1,700	)		(20,286	)		(35,079	)		14,793
												$	(352,937	)	$	(327,772	)	$	(25,165	)

OTC European Foreign Currency Options

Description	Counterparty	Exercise Price		Expiration Date		Notional Amount			Cost			Fair Value			Unrealized Appreciation (Depreciation)
Call—OTC EUR versus AUD	BOA		1.530		3/4/2015		(600	)	$	(4,302	)	$	—		$	4,302
Put—OTC EUR versus AUD	BOA		1.448		3/4/2015		(600	)		(4,302	)		(7,957	)		(3,655	)
Call—OTC USD versus MXN	BOA		13.900		3/5/2015		(475	)		(4,702	)		(32,888	)		(28,186	)
Call—OTC USD versus JPY	GLM		119.800		3/10/2015		(13	)		(3,870	)		(5,102	)		(1,232	)
Put—OTC NOK versus SEK	UAG		0.994		3/23/2015		(7,279	)		(9,094	)		(27	)		9,067
Put—OTC EUR versus SEK	BNP		9.239		4/1/2015		(24	)		(7,710	)		(7,692	)		18

See accompanying notes

29

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Description	Counterparty	Exercise Price		Expiration Date		Notional Amount			Cost			Fair Value			Unrealized Appreciation (Depreciation)
Call—OTC GBP versus NOK	JPM		11.556		4/9/2015		(690	)	$	(23,441	)	$	(30,303	)	$	(6,862	)
Call—OTC NZD versus CAD	JPM		0.921		4/9/2015		(1,488	)		(3,329	)		(31,665	)		(28,336	)
Put—OTC EUR versus GBP	JPM		0.720		4/9/2015		(1,351	)		(9,057	)		(10,551	)		(1,494	)
Put—OTC GBP versus NOK	JPM		11.556		4/9/2015		(690	)		(23,440	)		(4,476	)		18,964
Put—OTC NZD versus CAD	JPM		0.921		4/9/2015		(1,488	)		(93,252	)		(5,213	)		88,039
Call—OTC EUR versus JPY	BOA		142.900		4/14/2015		(300	)		(2,938	)		(123	)		2,815
Put—OTC EUR versus JPY	BOA		135.000		4/14/2015		(300	)		(4,332	)		(5,805	)		(1,473	)
Call—OTC EUR versus NOK	UAG		8.419		4/21/2015		(1,299	)		(31,365	)		(37,442	)		(6,077	)
Put—OTC EUR versus NOK	UAG		8.419		4/21/2015		(1,299	)		(29,670	)		(7,453	)		22,217
Call—OTC EUR versus USD	BRC		1.450		4/22/2015		(1,614	)		(22,045	)		—			22,045
Call—OTC USD versus CAD	UAG		1.244		4/24/2015		(1,379	)		(19,944	)		(24,392	)		(4,448	)
Put—OTC USD versus CAD	UAG		1.244		4/24/2015		(1,379	)		(19,944	)		(15,168	)		4,776
Call—OTC EUR versus GBP	BNP		0.735		4/28/2015		(1,379	)		(19,343	)		(11,426	)		7,917
Put—OTC EUR versus GBP	BNP		0.735		4/28/2015		(1,379	)		(20,329	)		(20,030	)		299
Call—OTC EUR versus CAD	BOA		1.485		5/22/2015		(284	)		(2,360	)		(934	)		1,426
Put—OTC EUR versus CAD	BOA		1.380		5/22/2015		(284	)		(2,360	)		(3,575	)		(1,215	)
Put—OTC USD versus EUR	JPM		0.781		5/28/2015		(847	)		(10,776	)		(27	)		10,749
Call—OTC USD versus BRL	GLM		2.650		5/29/2015		(1,551	)		(47,305	)		(152,970	)		(105,665	)
Put—OTC USD versus EUR	HUB		0.786		5/29/2015		(690	)		(9,574	)		(31	)		9,543
Put—OTC USD versus PLN	HUB		3.295		6/4/2015		(471	)		(7,669	)		(158	)		7,511
Call—OTC GBP versus NZD	BRC		2.152		6/5/2015		(730	)		(13,593	)		(9,911	)		3,682
Call—OTC GBP versus NZD	MSC		2.152		6/5/2015		(730	)		(13,832	)		(9,911	)		3,921
Put—OTC GBP versus NZD	MSC		1.910		6/5/2015		(730	)		(6,142	)		(3,234	)		2,908
Put—OTC GBP versus NZD	BRC		1.910		6/5/2015		(730	)		(5,745	)		(3,235	)		2,510
Put—OTC USD versus GBP	BRC		0.637		6/10/2015		(645	)		(13,561	)		(6,997	)		6,564
Put—OTC AUD versus USD	BRC		0.860		6/29/2015		(1,435	)		(17,176	)		(121,514	)		(104,338	)
Put—OTC AUD versus USD	GLM		0.860		6/29/2015		(1,435	)		(16,730	)		(121,514	)		(104,784	)
Put—OTC AUD versus USD	UAG		0.900		6/29/2015		(1,435	)		(49,704	)		(178,034	)		(128,330	)
Put—OTC AUD versus USD	JPM		0.900		6/29/2015		(1,435	)		(53,686	)		(178,034	)		(124,348	)
Put—OTC USD versus CLP	GLM		580.000		7/29/2015		(690	)		(2,020	)		(2,158	)		(138	)
Call—OTC NOK versus SEK	BRC		1.140		10/16/2015		(8,534	)		(12,353	)		(8,562	)		3,791
Put—OTC NOK versus SEK	BRC		1.036		10/16/2015		(8,534	)		(13,519	)		(11,093	)		2,426
Call—OTC EUR versus NOK	GLM		10.000		12/14/2015		(1,288	)		(18,876	)		(5,788	)		13,088
Put—OTC EUR versus NOK	BRC		8.250		12/14/2015		(1,288	)		(8,731	)		(16,611	)		(7,880	)
Call—OTC EUR versus NOK	BRC		10.000		12/18/2015		(438	)		(10,326	)		(2,015	)		8,311
Put—OTC EUR versus NOK	DUB		8.250		12/18/2015		(315	)		(3,172	)		(4,110	)		(938	)
Put—OTC EUR versus NOK	UAG		8.250		12/18/2015		(441	)		(4,008	)		(5,754	)		(1,746	)
Call—OTC EUR versus NOK	BRC		10.000		12/21/2015		(315	)		(7,030	)		(1,475	)		5,555
Call—OTC USD versus CNH	FBF		6.900		2/2/2016		(833	)		(8,959	)		(8,236	)		723
Call—OTC USD versus CNH	BRC		7.000		2/2/2016		(833	)		(8,380	)		(7,182	)		1,198
Put—OTC EUR versus USD	GLM		1.200		4/17/2019		(714	)		(24,053	)		(60,653	)		(36,600	)
Call—OTC EUR versus USD	GLM		1.565		4/19/2019		(714	)		(47,835	)		(6,373	)		41,462
									$	(795,884	)	$	(1,187,802	)	$	(391,918	)

Options on Exchange-Traded Futures Contracts

Description	Exercise Price		Expiration Date		# of Contracts		Cost			Fair Value			Unrealized Appreciation (Depreciation)
Put—5-Yr U.S. Treasury Future Option		118.2500		3/27/2015		48	$	(14,250	)	$	(8,250	)	$	6,000
Put—5-Yr U.S. Treasury Future Option		118.0000		3/27/2015		54		(18,563	)		(6,750	)		11,813
Put—5-Yr U.S. Treasury Future Option		117.5000		3/27/2015		88		(11,938	)		(6,188	)		5,750
Put—Euro Bund March Future Option		156.0000		3/27/2015		17		(8,370	)		(5,707	)		2,663
Call—10-Yr U.S. Treasury Future Option		129.0000		5/22/2015		17		(14,436	)		(16,203	)		(1,767	)
Call—10-Yr U.S. Treasury Future Option		135.5000		5/22/2015		60		(15,001	)		(4,688	)		10,313
Put—10-Yr U.S. Treasury Future Option		125.0000		5/22/2015		17		(9,895	)		(7,703	)		2,192
Put—3-Mo Euribor Interest Rate Future Option		98.6250		6/15/2015		60		(32,732	)		—			32,732
Call—Eurodollar September Future Option		99.6250		9/14/2015		52		(9,650	)		(3,900	)		5,750
Put—Eurodollar September Future Option		99.0000		9/14/2015		40		(25,000	)		(1,250	)		23,750
Put—3-Mo Euribor Interest Rate Future Option		99.3750		3/14/2016		160		(47,000	)		(8,952	)		38,048
Put—3-Mo Euribor Interest Rate Future Option		99.6250		6/13/2016		170		(21,402	)		(20,213	)		1,189
							$	(228,237	)	$	(89,804	)	$	138,433

See accompanying notes

30

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

European Interest Rate Swaptions

Description	Counter- party	Floating Rate Index	Pay/ Receive Floating Rate	Exer- cise Rate (%)		Expiration Date		Notional Amount(4)			Fair Value			Premiums			Unrealized Appreciation (Depreciation)
Call—IRS GBP	DUB	6M GBP-LIBOR	Pay		2.000		3/23/2015		(329	)	$	(25,356	)	$	(9,682	)	$	(15,674	)
Put—IRS EUR	DUB	6M EUR-EURIBOR	Receive		2.300		3/30/2015		(1,667	)		(114,127	)		(10,145	)		(103,982	)
Call—IRS EUR	DUB	6M EUR-EURIBOR	Pay		0.750		4/1/2015		(4,666	)		(1	)		(21,930	)		21,929
Call—IRS EUR	JPM	6M EUR-EURIBOR	Pay		0.750		4/2/2015		(4,696	)		(1	)		(22,989	)		22,988
Call—IRS GBP	UAG	6M GBP-LIBOR	Pay		2.050		4/22/2015		(170	)		(13,238	)		(7,543	)		(5,695	)
Call—IRS EUR	GLM	6M EUR-EURIBOR	Pay		1.750		4/23/2015		(1,716	)		(551	)		(4,054	)		3,503
Call—IRS GBP	MSC	6M GBP-LIBOR	Pay		2.750		5/5/2015		(850	)		(281	)		(10,179	)		9,898
Call—IRS USD	GLM	3M USD-LIBOR	Pay		2.850		5/5/2015		(1,436	)		(939	)		(18,524	)		17,585
Call—IRS USD	JPM	3M USD-LIBOR	Pay		3.200		5/11/2015		(1,351	)		(192	)		(30,792	)		30,600
Call—IRS USD	GLM	3M USD-LIBOR	Pay		3.200		5/12/2015		(1,013	)		(150	)		(23,602	)		23,452
Put—IRS USD	FBF	3M USD-LIBOR	Pay		4.500		6/8/2015		(583	)		(17	)		(18,364	)		18,347
Put—IRS USD	FBF	3M USD-LIBOR	Pay		4.500		6/8/2015		(399	)		(12	)		(12,768	)		12,756
Call—IRS GBP	DUB	6M GBP-LIBOR	Pay		2.575		6/15/2015		(3,504	)		(11	)		(19,018	)		19,007
Call—IRS GBP	JPM	6M GBP-LIBOR	Pay		3.250		6/16/2015		(701	)		(119	)		(21,611	)		21,492
Call—IRS GBP	JPM	6M GBP-LIBOR	Pay		3.250		6/16/2015		(1,051	)		(178	)		(33,561	)		33,383
Put—IRS USD	FBF	3M USD-LIBOR	Pay		4.600		7/1/2015		(419	)		(24	)		(11,927	)		11,903
Call—IRS GBP	DUB	6M GBP-LIBOR	Pay		2.200		7/9/2015		(666	)		(48,415	)		(29,163	)		(19,252	)
Call—IRS GBP	MSC	6M GBP-LIBOR	Pay		2.200		7/13/2015		(666	)		(49,139	)		(35,162	)		(13,977	)
Call—IRS EUR	MSC	6M EUR-EURIBOR	Pay		0.650		7/15/2015		(1,940	)		(6,938	)		(11,239	)		4,301
Call—IRS GBP	DUB	6M GBP-LIBOR	Pay		2.100		7/15/2015		(157	)		(14,489	)		(9,151	)		(5,338	)
Call—IRS GBP	JPM	6M GBP-LIBOR	Pay		2.100		7/15/2015		(313	)		(29,477	)		(17,488	)		(11,989	)
Call—IRS EUR	DUB	6M EUR-EURIBOR	Pay		1.500		7/21/2015		(834	)		(4,449	)		(7,339	)		2,890
Call—IRS EUR	BNP	6M EUR-EURIBOR	Pay		1.500		7/21/2015		(834	)		(4,449	)		(7,339	)		2,890
Call—IRS GBP	DUB	6M GBP-LIBOR	Pay		3.100		8/7/2015		(519	)		(659	)		(14,409	)		13,750
Call—IRS GBP	DUB	6M GBP-LIBOR	Pay		2.400		8/13/2015		(676	)		(7,888	)		(7,279	)		(609	)
Call—IRS EUR	BRC	6M EUR-EURIBOR	Pay		2.750		8/20/2015		(684	)		(429	)		(4,291	)		3,862
Call—IRS GBP	UAG	6M GBP-LIBOR	Pay		1.800		8/24/2015		(1,715	)		(22,993	)		(21,996	)		(997	)
Put—IRS USD	FBF	3M USD-LIBOR	Pay		5.050		8/24/2015		(2,020	)		(30	)		(16,659	)		16,629
Call—IRS USD	BRC	3M USD-LIBOR	Pay		2.000		8/25/2015		(2,702	)		(25,295	)		(23,503	)		(1,792	)
Call—IRS EUR	BNP	6M EUR-EURIBOR	Pay		0.600		8/26/2015		(2,026	)		(12,703	)		(11,587	)		(1,116	)
Call—IRS GBP	DUB	6M GBP-LIBOR	Pay		3.200		8/28/2015		(1,503	)		(1,992	)		(23,705	)		21,713
Put—IRS USD	FBF	3M USD-LIBOR	Pay		4.500		9/25/2015		(701	)		(359	)		(31,943	)		31,584
Put—IRS USD	GLM	3M USD-LIBOR	Receive		3.000		10/1/2015		(726	)		(84,674	)		(23,813	)		(60,861	)
Put—IRS USD	GLM	3M USD-LIBOR	Receive		2.000		10/1/2015		(2,178	)		(32,070	)		(11,112	)		(20,958	)
Call—IRS GBP	GLM	6M GBP-LIBOR	Pay		3.250		11/5/2015		(707	)		(1,869	)		(7,788	)		5,919
Call—IRS EUR	DUB	6M EUR-EURIBOR	Pay		2.220		11/9/2015		(1,332	)		(1,312	)		(3,264	)		1,952
Call—IRS USD	DUB	3M USD-LIBOR	Pay		3.050		12/2/2015		(1,351	)		(9,709	)		(22,688	)		12,979
Call—IRS GBP	UAG	6M GBP-LIBOR	Pay		2.750		12/3/2015		(704	)		(7,285	)		(13,606	)		6,321
Call—IRS USD	MSC	3M USD-LIBOR	Pay		3.100		12/3/2015		(1,013	)		(6,644	)		(16,157	)		9,513
Put—IRS USD	DUB	3M USD-LIBOR	Pay		5.265		1/7/2016		(742	)		(145	)		(16,312	)		16,167
Put—IRS USD	FBF	3M USD-LIBOR	Pay		2.750		1/19/2016		(3,806	)		(3,658	)		(28,198	)		24,540
Call—IRS GBP	DUB	6M GBP-LIBOR	Pay		2.400		2/11/2016		(757	)		(20,236	)		(19,142	)		(1,094	)
Call—IRS USD	DUB	3M USD-LIBOR	Pay		2.500		2/16/2016		(2,026	)		(18,572	)		(17,829	)		(743	)
Call—IRS GBP	DUB	6M GBP-LIBOR	Pay		2.400		4/15/2016		(4,355	)		(13,166	)		(73,035	)		59,869
Put—IRS GBP	JPM	6M GBP-LIBOR	Receive		2.933		5/31/2016		(757	)		(101,137	)		(30,866	)		(70,271	)
Put—IRS GBP	MSC	6M GBP-LIBOR	Receive		2.928		6/2/2016		(757	)		(100,684	)		(30,834	)		(69,850	)
Call—IRS GBP	MSC	6M GBP-LIBOR	Pay		2.300		11/4/2016		(3,527	)		(26,481	)		(44,031	)		17,550
Call—IRS JPY	DUB	6M JPY-LIBOR	Pay		0.855		11/28/2016		(109,760	)		(13,507	)		(18,101	)		4,594
Call—IRS USD	GLM	3M USD-LIBOR	Pay		4.600		2/13/2017		(419	)		(2,870	)		(2,930	)		60

See accompanying notes

31

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Description	Counter- party	Floating Rate Index	Pay/ Receive Floating Rate	Exer- cise Rate (%)		Expiration Date		Notional Amount(4)			Fair Value			Premiums			Unrealized Appreciation (Depreciation)
Call—IRS USD	DEU	3M USD-LIBOR	Pay		4.415		3/27/2017		(1,348	)	$	(4,378	)	$	(21,776	)	$	17,398
Put—IRS GBP	DUB	6M GBP-LIBOR	Pay		4.000		9/26/2017		(2,803	)		(20,433	)		(103,173	)		82,740
Put—IRS GBP	GLM	6M GBP-LIBOR	Receive		2.400		10/30/2017		(667	)		(121,384	)		(48,733	)		(72,651	)
Put—IRS GBP	GLM	6M GBP-LIBOR	Receive		2.600		10/30/2017		(667	)		(145,903	)		(61,985	)		(83,918	)
Put—IRS GBP	JPM	6M GBP-LIBOR	Receive		2.400		10/30/2017		(664	)		(120,747	)		(48,902	)		(71,845	)
Put—IRS GBP	JPM	6M GBP-LIBOR	Receive		2.600		10/30/2017		(664	)		(145,137	)		(61,659	)		(83,478	)
Put—IRS GBP	MSC	6M GBP-LIBOR	Receive		2.400		10/30/2017		(1,282	)		(233,378	)		(93,696	)		(139,682	)
Put—IRS GBP	MSC	6M GBP-LIBOR	Receive		2.600		10/30/2017		(1,282	)		(280,518	)		(118,763	)		(161,755	)
Put—IRS EUR	DUB	6M EUR-EURIBOR	Receive		1.000		2/20/2018		(1,407	)		(56,577	)		(51,727	)		(4,850	)
Call—IRS JPY	FBF	6M JPY-LIBOR	Receive		0.400		4/10/2018		(980,858	)		(34,133	)		(23,067	)		(11,066	)
Call—IRS USD	JPM	3M USD-LIBOR	Pay		4.314		5/1/2018		(5,890	)		(18,317	)		(52,903	)		34,586
Call—IRS USD	BNP	3M USD-LIBOR	Pay		4.290		5/8/2018		(2,904	)		(9,288	)		(25,551	)		16,263
Put—IRS USD	DUB	3M USD-LIBOR	Pay		5.045		2/12/2019		(4,152	)		(26,511	)		(98,857	)		72,346
Put—IRS JPY	BRC	6M JPY-LIBOR	Pay		5.000		2/13/2019		(244,422	)		(9,100	)		(33,300	)		24,200
Put—IRS JPY	BRC	6M JPY-LIBOR	Pay		5.000		2/13/2019		(249,379	)		(15,476	)		(34,029	)		18,553
Put—IRS USD	DEU	3M USD-LIBOR	Pay		5.135		3/5/2019		(5,515	)		(34,014	)		(118,065	)		84,051
Call—INT FLR USD	GLM	3M USD-LIBOR	Receive		1.000		8/15/2019		(43,000	)		(199,503	)		(137,600	)		(61,903	)
Put—IRS EUR	DUB	6M EUR-EURIBOR	Pay		3.760		12/16/2020		(1,905	)		(14,023	)		(79,522	)		65,499
Put—IRS EUR	DUB	6M EUR-EURIBOR	Pay		4.190		12/18/2023		(1,957	)		(26,666	)		(75,523	)		48,857
Put—IRS EUR	DUB	6M EUR-EURIBOR	Receive		1.910		9/2/2024		(727	)		(75,218	)		(50,679	)		(24,539	)
											$	(2,419,624	)	$	(2,268,158	)	$	(151,466	)

Options on Equity Indices

Description	Counter-party		Currency		Exercise Rate (%)		Expiration Date		Notional Amount(4)			Fair Value			Premiums			Unrealized Appreciation (Depreciation)
Put—OTC SPX		MSC		USD		1,900		3/13/2015	$	(300	)	$	(159	)	$	(9,021	)	$	8,862
												$	(159	)	$	(9,021	)	$	8,862

European Style Credit Default Swaptions

Description	Counter-party	Exercise Rate (%)		Expiration Date		Notional Amount(4)			Fair Value			Premiums			Unrealized Appreciation (Depreciation)
Put—CDS USD CDX.IG	BCC		0.9000		3/18/2015	$	(100	)	$	(5	)	$	(115	)	$	110
Put—CDS USD CDX.IG	FBF		0.9000		3/18/2015		(100	)		(5	)		(120	)		115
Put—CDS USD CDX.IG	CBK		0.9000		3/18/2015		(500	)		(27	)		(784	)		757
Put—CDS USD CDX.IG	BOA		1.0000		3/18/2015		(600	)		(9	)		(1,305	)		1,296
Put—CDS USD CDX.IG	BOA		0.9500		3/18/2015		(700	)		(20	)		(1,680	)		1,660
									$	(66	)	$	(4,004	)	$	3,938

Forward Currency Contracts Open at February 28, 2015:

Type	Currency	Principal Amount Covered by Contract		Settlement Date		Counterparty	Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Buy	CAD		166,572		4/13/2015	FBF	$	—	$	(23,489	)	$	(23,489	)
Buy	NZD		168,408		4/13/2015	FBF		—		(24,774	)		(24,774	)
Buy	EUR		161,840		5/13/2015	HUB		—		(2,493	)		(2,493	)
Buy	EUR		324,240		5/13/2015	HUB		—		(4,994	)		(4,994	)
Buy	EUR		65,856		5/13/2015	HUB		—		(1,014	)		(1,014	)
Buy	EUR		1,119,779		4/28/2015	HUB		—		(5,821	)		(5,821	)
Buy	EUR		382,380		4/23/2015	JPM		—		(20,163	)		(20,163	)
Buy	SEK		182,515		3/24/2015	FBF		—		(6,079	)		(6,079	)

See accompanying notes

32

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Type	Currency	Principal Amount Covered by Contract		Settlement Date		Counterparty	Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Buy	HUF		470,760		4/24/2015	JPM	$	11,924	$	—		$	11,924
Buy	EUR		457,479		2/25/2019	MSC		15,410		—			15,410
Buy	EUR		362,178		12/16/2015	FBF		—		(10,939	)		(10,939	)
Buy	EUR		1,071,559		4/23/2015	DUB		—		(56,505	)		(56,505	)
Buy	CAD		497,082		2/25/2019	DUB		—		(51,536	)		(51,536	)
Buy	EUR		35,809		3/2/2015	FBF		—		(4,052	)		(4,052	)
Buy	EUR		32,228		3/2/2015	FBF		—		(3,647	)		(3,647	)
Buy	EUR		414,205		3/14/2019	DUB		—		(26,636	)		(26,636	)
Buy	EUR		425,541		3/12/2019	DUB		—		(27,421	)		(27,421	)
Buy	EUR		162,064		5/13/2015	HUB		—		(1,794	)		(1,794	)
Buy	EUR		212,771		3/12/2019	DUB		10,128		—			10,128
Buy	SEK		724,884		5/13/2015	HUB		2,879		—			2,879
Buy	CZK		157,697		5/13/2015	HUB		—		(1,014	)		(1,014	)
Buy	GBP		484,974		3/12/2019	DUB		—		(31,923	)		(31,923	)
Buy	CAD		236,343		3/12/2019	DUB		—		(24,932	)		(24,932	)
Buy	SEK		438,440		10/20/2015	HUB		4,514		—			4,514
Buy	GBP		473,802		3/14/2019	DUB		—		(30,354	)		(30,354	)
Buy	NOK		183,554		3/20/2015	HUB		—		(8,180	)		(8,180	)
Buy	EUR		172,925		3/20/2015	MSC		—		(16,794	)		(16,794	)
Buy	EUR		34,730		6/3/2015	HUB		—		(469	)		(469	)
Buy	HUF		32,505		3/2/2015	HUB		—		(191	)		(191	)
Buy	EUR		38,651		6/3/2015	HUB		—		(522	)		(522	)
Buy	NOK		188,718		3/24/2015	HUB		—		(988	)		(988	)
Buy	CLP		39,504		3/2/2015	HUB		43		—			43
Buy	CLP		40,841		3/2/2015	HUB		241		—			241
Buy	CLP		339,828		5/18/2015	HUB		2,328		—			2,328
Buy	CLP		214,352		3/23/2015	HUB		452		—			452
Buy	BRL		214,254		5/18/2015	HUB		—		(246	)		(246	)
Buy	PLN		36,045		3/2/2015	HUB		—		(250	)		(250	)
Buy	BRL		18,547		3/3/2015	HUB		261		—			261
Buy	BRL		20,163		3/3/2015	HUB		463		—			463
Buy	BRL		213,539		5/19/2015	HUB		—		(461	)		(461	)
Buy	INR		168,018		5/13/2015	HUB		—		(982	)		(982	)
Buy	INR		79,844		3/2/2015	HUB		190		—			190
Buy	KRW		50,165		3/2/2015	HUB		565		—			565
Buy	JPY		85,921		5/13/2015	HUB		—		(1,079	)		(1,079	)
Buy	JPY		85,899		5/13/2015	HUB		—		(1,101	)		(1,101	)
Buy	GBP		76,384		5/13/2015	HUB		704		—			704
Buy	INR		142,331		4/17/2015	HUB		831		—			831
Buy	CLP		160,663		5/13/2015	HUB		2,163		—			2,163
Buy	EUR		81,755		5/8/2015	HUB		—		(1,810	)		(1,810	)
Buy	NZD		295,443		5/13/2015	HUB		5,943		—			5,943
Buy	JPY		288,277		5/13/2015	HUB		—		(1,223	)		(1,223	)
Buy	NZD		151,278		5/13/2015	HUB		6,778		—			6,778
Buy	CLP		725,623		4/16/2015	HUB		13,566		—			13,566
Buy	EUR		350,437		4/16/2015	HUB		—		(1,485	)		(1,485	)
Buy	EUR		272,015		4/1/2015	HUB		—		(9,951	)		(9,951	)
Buy	EUR		436,985		2/20/2019	BRC		—		(53,210	)		(53,210	)
Buy	EUR		201,427		3/3/2015	BRC		—		(22,575	)		(22,575	)
Buy	EUR		235,557		3/3/2015	BRC		—		(24,278	)		(24,278	)
Buy	EUR		300,909		3/3/2015	BRC		—		(34,590	)		(34,590	)
Buy	EUR		179,046		3/3/2015	BRC		—		(19,700	)		(19,700	)
Buy	EUR		214,530		4/23/2019	GST		—		(25,525	)		(25,525	)
Buy	EUR		308,955		4/1/2015	FBF		—		(18,159	)		(18,159	)
Buy	NOK		257,637		3/3/2015	BRC		5,461		—			5,461
Buy	NOK		151,908		3/3/2015	DUB		1,738		—			1,738
Buy	EUR		28,535		3/3/2015	DUB		—		(1,243	)		(1,243	)
Buy	EUR		447,761		4/1/2015	FBF		—		(20,359	)		(20,359	)
Buy	EUR		700,873		4/16/2015	HUB		—		(24,852	)		(24,852	)
Buy	EUR		700,873		4/16/2015	HUB		—		(24,780	)		(24,780	)
Buy	EUR		2,882,192		3/3/2015	HUB		—		(32,512	)		(32,512	)
Buy	BRL		362,892		3/12/2015	HUB		—		(75,656	)		(75,656	)
Buy	BRL		315,199		3/13/2015	HUB		—		(65,663	)		(65,663	)

See accompanying notes

33

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Type	Currency	Principal Amount Covered by Contract		Settlement Date		Counterparty	Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Buy	INR		172,699		5/12/2015	HUB	$	199	$	—		$	199
Buy	INR		168,194		5/12/2015	HUB		194		—			194
Buy	INR		184,527		3/6/2015	HUB		6,027		—			6,027
Buy	EUR		350,437		4/16/2015	HUB		—		(1,350	)		(1,350	)
Buy	CLP		181,828		7/31/2015	HUB		2,328					2,328
Buy	INR		141,861		4/17/2015	HUB		861		—			861
Buy	EUR		22,958		5/8/2015	HUB		—		(271	)		(271	)
Buy	JPY		86,045		5/13/2015	HUB		—		(955	)		(955	)
Buy	MXN		145,372		5/13/2015	HUB		—		(1,628	)		(1,628	)
Buy	MXN		144,383		5/13/2015	HUB		—		(1,617	)		(1,617	)
Buy	MXN		155,607		5/13/2015	HUB		—		(393	)		(393	)
Buy	ZAR		111,449		4/17/2015	HUB		—		(2,051	)		(2,051	)
Buy	ZAR		111,347		4/17/2015	HUB		—		(2,153	)		(2,153	)
Buy	DKK		77,752		3/3/2015	FBF		—		(11,044	)		(11,044	)
Buy	EUR		261,503		5/8/2015	HUB		—		(2,808	)		(2,808	)
Buy	JPY		144,539		5/13/2015	HUB		—		(461	)		(461	)
Buy	JPY		57,098		5/13/2015	HUB		—		(402	)		(402	)
Buy	CLP		291,938		4/17/2015	HUB		938		—			938
Buy	CLP		339,012		5/18/2015	HUB		1,512		—			1,512
Buy	GBP		65,582		5/13/2015	HUB		—		(19	)		(19	)
Buy	PLN		144,008		5/13/2015	HUB		—		(492	)		(492	)
Buy	EUR		118,058		3/3/2015	HUB		—		(1,332	)		(1,332	)
Buy	MXN		51,401		3/2/2015	HUB		601		—			601
Buy	EUR		68,037		3/2/2015	HUB		—		(686	)		(686	)
Buy	ZAR		34,192		3/2/2015	HUB		192		—			192
Buy	NZD		15,328		3/2/2015	HUB		128		—			128
Buy	INR		79,437		3/2/2015	HUB		737		—			737
Buy	KRW		49,878		3/2/2015	HUB		77		—			77
Buy	TRY		40,302		3/2/2015	HUB		—		(398	)		(398	)
Buy	AUD		263,063		5/13/2015	HUB		1,840		—			1,840
Buy	AUD		274,253		4/24/2015	HUB		—		(3,285	)		(3,285	)
Buy	AUD		274,253		4/24/2015	HUB		—		(3,459	)		(3,459	)
Buy	AUD		17,963		3/2/2015	HUB		63		—			63
Sell	NZD		168,408		4/13/2015	FBF		21,652		—			21,652
Sell	CAD		163,397		4/13/2015	FBF		29,785		—			29,785
Sell	SEK		166,901		5/13/2015	HUB		—		(2,568	)		(2,568	)
Sell	SEK		335,275		5/13/2015	HUB		—		(6,041	)		(6,041	)
Sell	SEK		67,953		5/13/2015	HUB		—		(1,083	)		(1,083	)
Sell	BRL		1,037,950		4/28/2015	HUB		87,650		—			87,650
Sell	GBP		408,559		4/23/2015	JPM		—		(6,016	)		(6,016	)
Sell	NOK		188,718		3/24/2015	FBF		—		(124	)		(124	)
Sell	PLN		457,309		4/24/2015	JPM		1,527		—			1,527
Sell	CAD		462,898		2/25/2019	MSC		—		(20,829	)		(20,829	)
Sell	NOK		374,657		12/16/2015	FBF		—		(1,540	)		(1,540	)
Sell	GBP		1,145,680		4/23/2015	DUB		—		(17,616	)		(17,616	)
Sell	EUR		457,479		2/25/2019	DUB		91,138		—			91,138
Sell	PLN		36,652		3/2/2015	FBF		3,209		—			3,209
Sell	HUF		32,710		3/2/2015	FBF		3,164		—			3,164
Sell	GBP		454,443		3/14/2019	DUB		—		(13,603	)		(13,603	)
Sell	GBP		466,222		3/12/2019	DUB		—		(13,260	)		(13,260	)
Sell	SEK		163,678		5/13/2015	HUB		180		—			180
Sell	CAD		217,287		3/12/2019	DUB		—		(14,644	)		(14,644	)
Sell	EUR		714,000		5/13/2015	HUB		8,005		—			8,005
Sell	EUR		156,800		5/13/2015	HUB		1,911		—			1,911
Sell	EUR		425,541		3/12/2019	DUB		91,356		—			91,356
Sell	EUR		212,771		3/12/2019	DUB		48,504		—			48,504
Sell	NOK		430,344		10/20/2015	HUB		3,582		—			3,582
Sell	EUR		414,205		3/14/2019	DUB		89,951		—			89,951
Sell	EUR		172,925		3/20/2015	HUB		18,809		—			18,809
Sell	NOK		182,742		3/20/2015	MSC		6,976		—			6,976
Sell	EUR		35,809		3/2/2015	HUB		486		—			486
Sell	HUF		35,039		6/3/2015	HUB		160		—			160
Sell	EUR		32,228		3/2/2015	HUB		468		—			468
Sell	PLN		38,909		6/3/2015	HUB		264		—			264

See accompanying notes

34

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Type	Currency	Principal Amount Covered by Contract		Settlement Date		Counterparty	Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Sell	SEK		189,401		3/24/2015	HUB	$	304	$	—		$	304
Sell	BRL		20,163		3/3/2015	HUB		—		(283	)		(283	)
Sell	INR		79,437		3/2/2015	HUB		—		(190	)		(190	)
Sell	CLP		40,841		3/2/2015	HUB		—		(45	)		(45	)
Sell	BRL		21,481		6/2/2015	HUB		—		(481	)		(481	)
Sell	INR		85,286		6/3/2015	HUB		—		(286	)		(286	)
Sell	CLP		43,784		6/3/2015	HUB		—		(284	)		(284	)
Sell	KRW		54,103		6/3/2015	HUB		—		(603	)		(603	)
Sell	BRL		213,539		5/19/2015	HUB		461		—			461
Sell	CLP		293,747		4/17/2015	HUB		—		(2,747	)		(2,747	)
Sell	BRL		214,254		5/18/2015	HUB		246		—			246
Sell	GBP		1,785,374		5/13/2015	HUB		—		(12,860	)		(12,860	)
Sell	GBP		291,505		5/13/2015	HUB		—		(2,005	)		(2,005	)
Sell	EUR		98,475		3/3/2015	HUB		2,207		—			2,207
Sell	JPY		286,011		5/13/2015	HUB		3,489		—			3,489
Sell	ZAR		110,503		4/17/2015	HUB		2,997		—			2,997
Sell	GBP		148,018		5/13/2015	HUB		—		(1,018	)		(1,018	)
Sell	EUR		353,795		4/16/2015	BRC		20,691		—			20,691
Sell	GBP		477,681		4/16/2015	MSC		—		(9,196	)		(9,196	)
Sell	EUR		181,936		4/16/2015	BRC		10,640		—			10,640
Sell	ZAR		898,574		4/16/2015	BRC		5,583		—			5,583
Sell	CLP		725,623		4/16/2015	BRC		—		(699	)		(699	)
Sell	EUR		646,572		4/16/2015	MSC		37,514		—			37,514
Sell	GBP		164,372		4/16/2015	FBF		—		(3,087	)		(3,087	)
Sell	EUR		193,593		3/3/2015	BRC		21,170		—			21,170
Sell	AUD		263,063		5/13/2015	HUB		—		(3,683	)		(3,683	)
Sell	GBP		67,153		3/13/2015	MSC		816		—			816
Sell	EUR		175,218		4/16/2015	UAG		7,156		—			7,156
Sell	EUR		525,655		4/16/2015	DUB		21,858		—			21,858
Sell	ZAR		36,720		6/3/2015	HUB		—		(220	)		(220	)
Sell	MXN		55,136		6/3/2015	HUB		—		(636	)		(636	)
Sell	TRY		43,505		6/3/2015	HUB		495		—			495
Sell	NOK		20,481		3/3/2015	HUB		124		—			124
Sell	NZD		16,641		6/3/2015	HUB		—		(141	)		(141	)
Sell	EUR		2,911,983		6/9/2015	HUB		33,019		—			33,019
Sell	NZD		145,901		5/13/2015	HUB		—		(1,401	)		(1,401	)
Sell	AUD		19,573		6/3/2015	HUB		—		(73	)		(73	)
Sell	EUR		73,381		6/3/2015	HUB		743		—			743
Sell	EUR		122,687		6/9/2015	HUB		1,391		—			1,391
Sell	EUR		2,087,126		4/1/2015	FBF		179,752		—			179,752
Sell	GBP		759,428		4/1/2015	FBF		7,102		—			7,102
Sell	AUD		16,159		3/2/2015	FBF		1,741		—			1,741
Sell	MXN		46,427		3/2/2015	FBF		4,373		—			4,373
Sell	GBP		771,875		3/13/2015	FBF		11,313		—			11,313
Sell	EUR		97,367		3/13/2015	FBF		10,726		—			10,726
Sell	TRY		36,967		3/2/2015	FBF		3,733		—			3,733
Sell	ZAR		32,965		3/2/2015	FBF		1,035		—			1,035
Sell	NZD		14,665		3/2/2015	FBF		535		—			535
Sell	GBP		102,659		3/13/2015	FBF		1,267		—			1,267
Sell	DKK		77,752		3/3/2015	FBF		9,658		—			9,658
Sell	EUR		118,058		3/3/2015	FBF		14,310		—			14,310
Sell	EUR		3,457,266		3/3/2015	BRC		419,575		—			419,575
Sell	NOK		389,064		3/3/2015	BRC		49,625		—			49,625
Sell	EUR		436,985		2/20/2019	BRC		86,169		—			86,169
Sell	BRL		885,045		5/5/2015	HUB		75,093		—			75,093
Sell	BRL		368,716		5/5/2015	HUB		31,284		—			31,284
Sell	AUD		153,488		4/24/2015	HUB		3,237		—			3,237
Sell	JPY		57,282		5/8/2015	HUB		999		—			999
Sell	EUR		1,898,833		5/8/2015	HUB		17,557		—			17,557
Sell	GBP		184,408		5/8/2015	HUB		—		(5,352	)		(5,352	)
Sell	AUD		395,018		4/24/2015	HUB		7,216		—			7,216
Sell	EUR		1,401,746		4/16/2015	HUB		20,125		—			20,125
Sell	PLN		142,227		5/13/2015	HUB		2,273		—			2,273

See accompanying notes

35

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Type	Currency	Principal Amount Covered by Contract		Settlement Date		Counterparty	Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Sell	EUR		68,037		3/2/2015	FBF	$	7,886	$	—		$	7,886
Sell	CLP		39,504		3/2/2015	HUB		1,096		—			1,096
Sell	KRW		49,878		3/2/2015	HUB		—		(278	)		(278	)
Sell	BRL		18,547		3/3/2015	HUB		1,153		—			1,153
Sell	BRL		362,892		3/12/2015	HUB		60,816		—			60,816
Sell	INR		174,416		5/12/2015	HUB		—		(1,916	)		(1,916	)
Sell	INR		79,844		3/2/2015	HUB		—		(1,144	)		(1,144	)
Sell	INR		169,813		5/12/2015	HUB		—		(1,813	)		(1,813	)
Sell	BRL		315,199		3/13/2015	HUB		32,939		—			32,939
Sell	EUR		78,333		3/3/2015	HUB		2,956		—			2,956
Sell	ZAR		110,516		4/17/2015	HUB		2,984		—			2,984
Sell	JPY		285,989		5/13/2015	HUB		3,511		—			3,511
Sell	JPY		285,980		5/13/2015	HUB		3,520		—			3,520
Sell	EUR		72,795		5/8/2015	HUB		1,012		—			1,012
Sell	KRW		50,165		3/2/2015	HUB		—		(78	)		(78	)
Sell	INR		178,407		3/6/2015	HUB		93		—			93
Buy	JPY		668,787		3/9/2015	JPM		—		(13,522	)		(13,522	)
Buy	CLP		1,416,686		4/13/2015	HUS		6,605		—			6,605
Buy	CLP		349,127		5/29/2015	HUS		6,856		—			6,856
Buy	CZK		261,095		4/30/2015	HUS		—		(3,470	)		(3,470	)
Buy	JPY		835,984		3/9/2015	HUS		—		(14,308	)		(14,308	)
Buy	NZD		806,012		4/16/2015	HUS		22,128		—			22,128
Buy	KRW		351,594		5/15/2015	HUS		255		—			255
Buy	CZK		2,574,347		4/30/2015	HUS		—		(56,150	)		(56,150	)
Buy	CLP		4,339,567		6/22/2015	HUS		24,088		—			24,088
Buy	INR		3,337,704		5/22/2015	HUS		5,587		—			5,587
Sell	CZK		2,835,441		4/30/2015	HUS		38,366		—			38,366
Sell	EUR		20,607,726		5/12/2015	CBK		341,594		—			341,594
Sell	JPY		17,898,420		3/9/2015	CBK		—		(15,025	)		(15,025	)
Sell	NZD		9,265,370		4/16/2015	CBK		168,730		—			168,730
Sell	PLN		1,381,071		4/27/2015	CBK		—		(8,652	)		(8,652	)
Sell	KRW		3,452,349		5/15/2015	HUS		313		—			313
Sell	AUD		1,914,494		5/14/2015	HUS		—		(368	)		(368	)
Buy	AUD		386,034		3/3/2015	CBK		2,067		—			2,067
Buy	JPY		176,383		3/3/2015	DUB		—		(2,893	)		(2,893	)
Buy	MXN		255,898		4/22/2015	FBF		—		(5,225	)		(5,225	)
Buy	MXN		69,715		5/5/2015	FBF		—		(1,519	)		(1,519	)
Buy	MXN		406,174		5/5/2015	DUB		—		(8,795	)		(8,795	)
Buy	CAD		1,246,300		3/3/2015	BOA		—		(47,799	)		(47,799	)
Buy	CAD		306,376		3/3/2015	BOA		—		(12,212	)		(12,212	)
Buy	BRL		1,766,056		3/3/2015	FBF		—		(173,427	)		(173,427	)
Buy	BRL		532,375		3/3/2015	BOA		—		(46,511	)		(46,511	)
Buy	CAD		268,779		3/3/2015	BOA		—		(660	)		(660	)
Buy	EUR		426,353		3/3/2015	DUB		—		(2,052	)		(2,052	)
Buy	CNY		130,076		4/7/2016	CBK		—		(9,924	)		(9,924	)
Buy	MXN		251,841		3/19/2015	BOA		—		(13,192	)		(13,192	)
Buy	AUD		443,860		3/3/2015	CBK		1,900		—			1,900
Buy	NZD		158,859		3/3/2015	BRC		6,642		—			6,642
Buy	EUR		101,832		3/3/2015	GSC		—		(1,152	)		(1,152	)
Buy	INR		1,303,575		6/26/2015	GSC		—		(2,775	)		(2,775	)
Buy	NZD		89,264		3/3/2015	BOA		1,885		—			1,885
Buy	BRL		1,012		3/3/2015	DUB		12		—			12
Buy	BRL		296,409		3/3/2015	BOA		2,409		—			2,409
Buy	BRL		45,781		3/3/2015	DUB		781		—			781
Buy	JPY		2,215,043		3/3/2015	BOA		—		(2,678	)		(2,678	)
Buy	BRL		1,892,622		4/2/2015	BOA		31,132		—			31,132
Buy	EUR		840,397		3/3/2015	GSC		—		(13,453	)		(13,453	)
Buy	BRL		1,812,849		3/3/2015	BOA		25,478		—			25,478
Sell	JPY		321,836		3/3/2015	DUB		2,788		—			2,788
Sell	EUR		238,355		3/3/2015	BOA		2,654		—			2,654
Sell	JPY		304,281		3/3/2015	DUB		—		(430	)		(430	)
Sell	CAD		683,145		3/3/2015	CBK		62,173		—			62,173
Sell	AUD		332,895		3/3/2015	BOA		3,048		—			3,048
Sell	JPY		1,040,551		3/3/2015	BOA		10,815		—			10,815

See accompanying notes

36

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Type	Currency	Principal Amount Covered by Contract		Settlement Date		Counterparty	Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Sell	GBP		219,176		4/7/2015	BOA	$	—	$	(5,148	)	$	(5,148	)
Sell	EUR		313,330		3/3/2015	DUB		4,708		—			4,708
Sell	CAD		155,988		3/3/2015	FBF		—		(1,918	)		(1,918	)
Sell	AUD		133,627		3/3/2015	BRC		—		(829	)		(829	)
Sell	AUD		268,817		3/3/2015	FBF		—		(5,373	)		(5,373	)
Sell	BRL		292,613		3/3/2015	BOA		12,387		—			12,387
Sell	EUR		6,669,848		4/7/2015	BOA		57,711		—			57,711
Sell	GBP		58,667		3/3/2015	DUB		—		(1,624	)		(1,624	)
Sell	SGD		4,398		4/16/2015	GSC		31		—			31
Sell	EUR		673,660		3/3/2015	CBK		7,036		—			7,036
Sell	EUR		143,237		3/3/2015	DUB		2,188		—			2,188
Sell	BRL		1,410,019		7/2/2015	FBF		110,476		—			110,476
Sell	CNY		130,076		4/7/2016	BCC		1,044		—			1,044
Sell	CAD		887,929		3/3/2015	CBK		68,635		—			68,635
Sell	BRL		1,674,044		7/2/2015	DUB		142,142		—			142,142
Sell	NZD		248,880		3/3/2015	FBF		—		(5,737	)		(5,737	)
Sell	CAD		99,192		3/3/2015	FBF		239		—			239
Sell	MXN		28,753		5/5/2015	GSC		212		—			212
Sell	INR		181,413		3/12/2015	CBK		—		(1,413	)		(1,413	)
Sell	INR		60,374		3/12/2015	GSC		—		(374	)		(374	)
Sell	INR		80,598		3/12/2015	GSC		—		(598	)		(598	)
Sell	INR		140,918		3/12/2015	BOA		—		(918	)		(918	)
Sell	BRL		438,889		3/3/2015	BOA		—		(6,889	)		(6,889	)
Sell	CHF		105,188		5/12/2015	DUB		3,238		—			3,238
Sell	JPY		724,758		3/3/2015	GSC		—		(525	)		(525	)
Sell	KRW		388,849		3/25/2015	FBF		—		(4,849	)		(4,849	)
Sell	KRW		131,429		3/25/2015	FBF		—		(1,429	)		(1,429	)
Sell	KRW		131,559		3/25/2015	FBF		—		(1,559	)		(1,559	)
Sell	JPY		2,215,983		4/2/2015	BOA		2,679		—			2,679
Sell	BRL		1,910,131		3/3/2015	BOA		—		(30,632	)		(30,632	)
Sell	EUR		54,851		4/2/2015	GSC		693		—			693
Sell	EUR		840,681		4/2/2015	GSC		13,446		—			13,446
Sell	EUR		78,359		4/2/2015	CBK		250		—			250
Sell	BRL		1,766,056		3/3/2015	FBF		—		(24,820	)		(24,820	)
Sell	BRL		46,793		3/3/2015	DUB		—		(657	)		(657	)
							$	3,054,045	$	(1,582,545	)	$	1,471,500

Short Sales open at February 28, 2015:

Type of Investment	Description		Coupon			Maturity Date	Principal Amount (000’s)			Proceeds			Market Value
U.S. Agency CMO		Fannie Mae TBA		3.0000	%	3/12/2045	$	(2,100	)	$	(2,127,805	)	$	(2,139,220	)
U.S. Agency CMO		Fannie Mae TBA		3.5000	%	4/14/2045		(400	)		(416,500	)		(418,086	)
U.S. Agency CMO		Fannie Mae TBA		4.0000	%	4/14/2045		(4,900	)		(5,211,609	)		(5,228,128	)
U.S. Agency CMO		Fannie Mae TBA		4.5000	%	3/12/2045		(10,600	)		(11,486,805	)		(11,520,710	)
										$	(19,242,719	)	$	(19,306,144	)

Glossary:

Counterparty Abbreviations:
BCC	Barclays Capital	FBF	Credit Suisse International	JPM	JPMorgan Chase Bank, N.A.
BNP	BNP Paribas, N.A.	FOB	Credit Suisse Securities USA, LLC	MSC	Morgan Stanley & Co. Inc.
BOA	Bank of America, N.A.	GLM	Goldman Sachs Bank USA	MYC	Morgan Stanley Capital Services
BRC	Barclays Bank PLC	GSC	Goldman Sachs Capital Markets	RBS	Royal Bank of Scotland PLC
CBK	Citibank, N.A.	GST	Goldman Sachs International	SSB	State Street Bank & Trust Co.
DEU	Deutsche Bank AG, New York	HUB	HSBC Bank PLC	UAG	UBS AG
DUB	Deutsche Bank AG	HUS	HSBC Bank USA

Currency Abbreviations:
AUD	Australian Dollar	GBP	Pound Sterling	MYR	Malaysian Ringgit
BRL	Brazilian Real	HKD	Hong Kong Dollar	NOK	Norwegian Krone
CAD	Canadian Dollar	HUF	Hungarian Forint	NZD	New Zealand Dollar

See accompanying notes

37

American Beacon Flexible Bond Fund^SM

Schedule of Investments

February 28, 2015 (Unaudited)

Currency Abbreviations:
CHF	Swiss Franc	IDR	Indonesian Rupiah	PLN	Polish Zolty
CLP	Chilean Peso	ILS	Israeli New Sheqel	SEK	Swedish Krona
CNY	Chinese Renminbi	INR	Indian Rupee	SGD	Singapore Dollar
CZK	Czech Republic Koruna	JPY	Japanese Yen	TRY	Turkish New Lira
DKK	Danish Krone	KRW	South Korean Won	USD	United States Dollar
EUR	Euro	MXN	Mexican Peso	ZAR	South African Rand
Index Abbreviations:
ABX	Asset-Backed Securities Index	CBM	Commercial Mortgage Backed Securities Index	HICP	Harmonised Consumer Price Index
CDX.HY	Credit Derivatives Index - High Yield	CPI-U	Consumer Price Index for All Urban Consumers	iTrx	Markit iTraxx Europe
CDX.IG	Credit Derivatives Index - Investment Grade	EXT-CPI	Consumer Price Index, Excluding Tobacco	RPI	Retail Price Index
Exchange Abbreviations:
CME	Chicago Mercantile Exchange	OTC	Over-the-Counter
Other Abbreviations:
BBR	Bank Bill Rate	CDS	Credit Default Swap	LIBOR	London Interbank Offer Rate
BBSW	Bank Bill Swap Reference Rate	ECAL	European-style Call	NIBOR	Norwegian Interbank Offer Rate
CCP	Central Counterparty Clearing House	EPUT	European-style Put	PRIBOR	Prague Interbank Offered Rate
CD	Certificate of Deposit	EURIBOR	Euro Interbank Offer Rate	STIBOR	Stockholm Interbank Offered Rate
CDI	CETIP Deposito Interbancario	IRS	Interest Rate Swap	TIIE	Tasa de Intere’s Interbancaria de Equilibrio
CDOR	Canadian Dealer Offered Rate	JIBAR	Johannesburg Interbank Agreed Rate

See accompanying notes

38

American Beacon Flexible Bond Fund^SM

Statement of Assets and Liabilities

February 28, 2015 (Unaudited) (in thousands, except share and per share amounts)

Assets:
Investments in unaffiliated securities, at fair value A	$	254,654
Purchased options and swaptions outstanding C		4,115
Foreign currency, at fair value B		852
Cash		1,690
Swap premium paid		1,873
Swap Income receivable		190
Foreign currency held at broker for futures contracts D		3,281
Deposit with brokers for futures contracts		5,486
Receivable for investments sold		61,458
Receivable for fund shares sold		32
Dividends and interest receivable		1,541
Receivable for tax reclaims		21
Receivable for expense reimbursement (Note 2)		66
Unrealized appreciation from swap agreements		7,181
Unrealized appreciation from foreign currency contracts		3,054
Prepaid expenses		27
Total assets		345,521
Liabilities:
Payable for investments purchased		73,531
Payable for fund shares redeemed		46
Payable for short sales (proceeds $19,243)		19,306
Swap premium received		2,349
Swap income payable		530
Written options , at fair value (premiums received $3,633)		4,050
Management and investment advisory fees payable		97
Administrative service and service fees payable		68
Transfer agent fees payable		8
Custody and fund accounting fees payable		26
Professional fees payable		168
Prospectus and shareholder reports fees payable		8
Trustee fees payable		5
Payable for variation margin from open futures contracts		876
Unrealized depreciation of swap agreements		11,691
Unrealized depreciation from foreign currency contracts		1,582
Other liabilities		42
Total liabilities		114,383
Net assets	$	231,138
Analysis of Net Assets:
Paid-in-capital		238,895
Undistributed net investment income		10,457
Accumulated net realized gain		(11,166	)
Unrealized appreciation of investments		5,973
Unrealized depreciation of foreign currency contracts		(6,533	)
Unrealized depreciation of futures contracts		(843	)
Unrealized depreciation of swap agreements		(4,510	)
Unrealized depreciation of options and swaptions contracts		(1,071	)
Unrealized depreciation of short sales		(64	)
Net assets	$	231,138

See accompanying notes

39

American Beacon Flexible Bond Fund^SM

Statement of Assets and Liabilities

February 28, 2015 (Unaudited) (in thousands, except share and per share amounts)

Shares outstanding at no par value (unlimited shares authorized):
Institutional Class		15,581,579
Y Class		3,484,257
Investor Class		890,970
A Class		2,006,427
C Class		908,860
Net assets (not in thousands):
Institutional Class	$	157,584,355
Y Class	$	35,240,875
Investor Class	$	9,003,144
A Class	$	20,189,230
C Class	$	9,120,101
Net asset value, offering and redemption price per share:
Institutional Class	$	10.11
Y Class	$	10.11
Investor Class	$	10.10
A Class	$	10.06
A Class (offering price)	$	10.56
C Class	$	10.03
A Cost of investments in unaffiliated securities	$	256,628
B Cost of foreign currency	$	852
C Cost of purchased options outstanding	$	4,769
D Cost of foreign currency held at broker	$	3,302

See accompanying notes

40

American Beacon Flexible Bond Fund^SM

Statement of Operations

Six months ended February 28, 2013 (Unaudited) (in thousands)

Investment Income:
Dividend income from unaffiliated securities (net of foreign taxes) A	$	24
Interest income		3,194
Total investment income		3,218
Expenses:
Management and investment advisory fees (Note 2)		704
Administrative service fees (Note 2):
Institutional Class		222
Y Class		57
Investor Class		24
A Class		36
C Class		15
Transfer agent fees:
Institutional Class		29
Y Class		1
Investor Class		2
A Class		3
C Class		1
Custody and fund accounting fees		186
Professional fees		161
Registration fees and expenses		45
Service fees (Note 2):
Y Class		19
Investor Class		20
A Class		18
C Class		7
Distribution fees (Note 2):
A Class		30
C Class		50
Prospectus and shareholder report expenses		17
Trustee fees		7
Other expenses		13
Total expenses		1,667
Net fees waived and expenses reimbursed (Note 2)		(455	)
Net expenses		1,212
Net investment income		2,006
Realized and unrealized gain (loss) from investments:
Net realized gain (loss) from:
Investments		2,146
Foreign currency transactions		9,736
Futures contracts		(3,576	)
Swap agreements		(1,534	)
Options and swaptions contracts		607
Change in net unrealized appreciation or (depreciation) of:
Investments		(803	)
Foreign currency transactions		(7,738	)
Futures contracts		856
Swap agreements		(1,163	)
Options and swaption contracts		(995	)
Short sales		49
Net (loss) from investments		(2,415	)
Net (decrease) in net assets resulting from operations	$	(409	)
A Foreign taxes	$	36

See accompanying notes

41

American Beacon Flexible Bond Fund^SM

Statement of Changes in Net Assets

	Six Months Ended February 28, 2015			Year Ended August 31, 2014
	(unaudited)
Increase (Decrease) in Net Assets:
Operations:
Net investment income	$	2,006		$	4,998
Net realized gain (loss) from investments, foreign currency transactions, futures contracts, swap agreements and option and swaptions contracts		7,379			(5,453	)
Change in net unrealized appreciation or (depreciation) from investments, foreign currency transactions, futures contracts, swap agreements and option and swaptions contracts		(9,794	)		10,002
Net increase (decrease) in net assets resulting from operations		(409	)		9,547
Distributions to Shareholders:
Net investment income:
Institutional Class		(2,926	)		(2,789	)
Y Class		(731	)		(621	)
Investor Class		(305	)		(652	)
A Class		(432	)		(457	)
C Class		(121	)		(72	)
Net realized gain from investments:
Institutional Class		—			(1,025	)
Y Class		—			(253	)
Investor Class		—			(349	)
A Class		—			(275	)
C Class		—			(92	)
Net distributions to shareholders		(4,515	)		(6,585	)
Capital Share Transactions:
Proceeds from sales of shares		39,058			114,770
Reinvestment of dividends and distributions		4,300			6,267
Cost of shares redeemed		(85,215	)		(125,983	)
Net (decrease) in net assets from capital share transactions		(41,857	)		(4,946	)
Net (decrease) in net assets		(46,781	)		(1,984	)
Net Assets:
Beginning of period		277,919			279,903
End of Period *	$	231,138		$	277,919
*Includes undistributed net investment income (loss) of	$	(3,341	)	$	(832	)

See accompanying notes

42

American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

1. Organization and Significant Accounting Policies

American Beacon Funds (the “Trust”), which is comprised of thirty-one Funds, is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company. These financial statements and notes to the financial statements relate to the American Beacon Flexible Bond Fund (the “Fund”), a series of the Trust.

American Beacon Advisors, Inc. (the “Manager”) is a wholly-owned subsidiary of Lighthouse Holdings, Inc. and was organized in 1986 to provide business management, advisory, administrative and asset management consulting services to the Trust and other investors.

Class Disclosure

Each Fund has multiple classes of shares designed to meet the needs of different groups of investors. The following table sets forth the differences amongst the classes:

Class:	Offered to:
Institutional Class	Investors making an initial investment of $250,000
Y Class	Investors making an initial investment of $100,000
Investor Class	General public and investors investing directly or through an intermediary
A Class	General public and investors investing through an intermediary with applicable sales charges, which may include a front-end sales charge and a contingent deferred sales charge (“CDSC”)
C Class	General public and investors investing through an intermediary with applicable sales charges, which may include a CDSC

Each class offered by the Trust has equal rights as to assets and voting privileges. Income and non-class specific expenses are allocated daily to each class on the basis of the relative net assets. Realized and unrealized capital gains and losses of each class are allocated daily based on the relative net assets of each class of the Fund. Class specific expenses, where applicable, currently include administrative service fees, service fees, and distribution fees and vary amongst the classes as described more fully in Note 2.

Recently Adopted Accounting Pronouncements

In June 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-08, “Financial Services – Investment Companies (Topic 946): Amendments to the Scope, Measurement, and Disclosure Requirements,” which amends the criteria that define an investment company and clarifies the measurement guidance and requires new disclosures for investment companies. Under the ASU, an entity that is registered under the Investment Company Act of 1940 automatically qualifies as an investment company. The Funds adopted this ASU for the fiscal year ended August 31, 2015. Management has evaluated the implications of the ASU and determined that adoption thereof will not have a material impact on the financial statements.

2. Transactions with Affiliates

Management Agreement

The Trust and the Manager are parties to a Management Agreement that obligates the Manager to provide or oversee the provision of all investment advisory and fund management services. Investment assets of the Fund are managed by multiple investment advisors which have entered into separate investment advisory agreements with the Manager and the Trust. As compensation for performing the duties required under the Management Agreement, the Manager receives from the Fund 0.05% of the average daily net assets. The Fund pays the unaffiliated investment advisors hired to direct investment activities of the Fund.

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Management fees paid by the Fund during the six months ended February 28, 2015 were as follows (dollars in thousands):

Management Fee Rate	Management Fee		Amounts paid to Investment Advisors		Amounts Paid to Manager
0.60%	$	704	$	645	$	59

Administration Agreement

The Manager and the Trust entered into an Administration Agreement which obligates the Manager to provide or oversee administrative services to the Fund. As compensation for performing the duties required under the Administration Agreement, the Manager receives an annualized fee of 0.30% of the average daily net assets of the Institutional, Y, Investor, A, and C Classes of the Fund.

Distribution Plans

The Fund, except for the A and C Classes of the Fund, have adopted a “defensive” Distribution Plan (the “Plan”) in accordance with Rule 12b-1 under the Act, pursuant to which no fees may be charged to the Fund for distribution purposes. However, the Plan authorizes the management and administrative service fees received by the Manager and the investment advisor hired by the Manager to be used for distribution purposes. Under this Plan, the Fund does not intend to compensate the Manager or any other party, either directly or indirectly, for the distribution of Fund shares.

Separate Distribution Plans (the “Distribution Plans”) have been adopted pursuant to Rule 12b-1 under the Act for the A and C Classes of the Fund. Under the Distribution Plans, as compensation for distribution assistance, the Manager receives an annual fee of 0.25% of the average daily net assets of the A Class and 1.00% of the average daily net assets of the C Class of the Fund. The fee will be payable without regard to whether the amount of the fee is more or less than the actual expenses incurred in a particular month by the Manager for distribution assistance.

Service Plans

The Manager and the Trust entered into Service Plans that obligate the Manager to oversee additional shareholder servicing of the Y, Investor, A, and C Classes of the Fund. As compensation for performing the duties required under the Service Plans, the Manager receives an annualized fee of 0.10% of the average daily net assets of Y Class, 0.15% of the average daily net assets of the A and C Classes, and up to 0.375% of the average daily net assets of the Investor Class of the Fund.

Interfund Lending Program

Pursuant to an exemptive order issued by the Securities and Exchange Commission (“SEC”), the Fund, along with other registered investment companies having management contracts with the Manager, may participate in an interfund lending program as a borrower. This program provides an alternative credit facility allowing the Fund to borrow from other participating Funds. During the six months ended February 28, 2015, the Fund did not utilize the credit facility.

Expense Reimbursement Plan

The Manager contractually agreed to reimburse the classes of the Fund to the extent that total annual fund operating expenses exceeded the Fund’s expense cap. During the six months ended February 28, 2015, the Manager reimbursed expenses as follows:

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Class	Expense Cap			Reimbursed Expenses		Expiration of Reimbursements
Institutional		0.90	%	$	296,597		2018
Y		0.99	%		71,047		2018
Investor		1.27	%		21,018		2018
A		1.29	%		46,896		2018
C		2.04	%		19,152		2018

Of these amounts, $65,552 is receivable from the Manager, as of February 28, 2015. The Fund has adopted an Expense Reimbursement Plan whereby the Manager may seek repayment of expenses reimbursed for a period of up to three years. However, reimbursement will occur only if the Class’s average net assets have grown or expenses have declined sufficiently to allow reimbursement without causing its expense ratio to exceed the previously agreed upon contractual expense limit. The carryover of excess expenses potentially reimbursable to the Manager is $274,377, $378,404, and $854,833 expiring in 2015, 2016, and 2017 respectively. The Fund did not record a liability for potential reimbursements, due to the current assessment that a reimbursement is unlikely.

Sales Commissions

The Fund’s distributor, Foreside Fund Services, LLC (“Foreside”) may receive a portion of A Class sales charges from broker dealers and it may be used to offset distribution related expenses. For the six months ended February 28, 2015, Foreside collected $557 from the sale of A Class Shares.

A contingent deferred sales charge (“CDSC”) of 0.50% will be deducted with respect to Class A Shares on certain purchases of $250,000 or more that are redeemed in whole or part within 12 months of purchase, unless waived as discussed in the Prospectus. Any applicable CDSC will be 0.50% of the lesser of the original purchase price or the value of the redemption of the Class A Shares redeemed. During the six months ended February 28, 2015 there were no CDSC fees collected for the Fund.

A contingent deferred sales charge (“CDSC”) of 1.00% will be deducted with respect to Class C Shares redeemed within 12 months of purchase, unless waived as discussed in the Prospectus. Any applicable CDSC will be 1.00% of the lesser of the original purchase price or the value of the redemption of the Class C Shares redeemed. During the six months ended February 28, 2015, CDSC fees of $1,384 were collected for the Fund.

CFTC Regulation

On August 13, 2013, the CFTC adopted rules to harmonize conflicting United States Securities and Exchange Commission (the “SEC’’) and Commodity Futures Trading Commission (“CFTC”) disclosure, reporting and recordkeeping requirements for registered investment companies that do not meet an exemption from the definition of commodity pool. The harmonization rules provide that the CFTC will accept the SEC’s disclosure, reporting, and recordkeeping regime as substituted compliance for substantially all of the otherwise applicable CFTC regulations as long as such investment companies meet the applicable SEC requirements.

The Fund is a commodity pool, as defined in the regulation of the CFTC and operated by the Manager, a commodity pool operator regulated by the CFTC.

3. Security Valuation and Fair Value Measurements

Investments are valued at the close of the New York Stock Exchange (the “Exchange”), normally 4 p.m. ET, each day that the Exchange is open for business. Equity securities including exchange-traded funds (“ETFs”) for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade.

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Debt securities (other than short-term securities) normally are valued on the basis of prices provided by an independent pricing service and may take into account appropriate factors such as institution-size trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The prices of debt securities may be determined using quotes obtained from brokers.

Investments in open-end mutual funds are valued at the closing net asset value (“NAV”) per share of the mutual fund on the day of valuation. Investment grade short-term obligations with 60 days or less to maturity are valued using the amortized cost method, which approximates market value.

Securities for which the market prices are not readily available or are not reflective of the fair value of the security, as determined by the Manager, will be priced at fair value following procedures approved by the Trust’s Board of Trustees (the “Board”).

Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to deposit with its futures broker, an amount of cash or U.S. Government and Agency Obligations in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value (“variation margin”) is recorded by the Fund. Gains or losses are recognized, but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed on the Statement of Assets and Liabilities.

For valuation purposes, the last quoted prices of non-U.S. equity securities may be adjusted under the circumstances described below. If the Manager determines that developments between the close of a foreign market and the close of the Exchange will, in its judgment, materially affect the value of some or all of a fund’s portfolio securities, the Manager will adjust the previous closing prices to reflect what it believes to be the fair value of the securities as of the close of the Exchange. In deciding whether it is necessary to adjust closing prices to reflect fair value, the Manager reviews a variety of factors, including developments in foreign markets, the performance of U.S. securities markets, and the performance of instruments trading in U.S. markets that represent foreign securities and baskets of foreign securities. The Valuation Committee may also fair value securities in other situations, such as when a particular foreign market is closed but a Fund is open. The Fund uses outside pricing services to provide closing prices and information to evaluate and/or adjust those prices. As a means of evaluating its security valuation process, the Valuation Committee routinely compares closing prices, the next day’s opening prices in the same markets, and adjusted prices.

Other investments, including restricted securities, and those financial instruments for which the above valuation procedures are inappropriate or are deemed not to reflect fair value are stated at fair value as determined in good faith by the Valuation Committee, established by the Fund’s Board.

Valuation Inputs

Various inputs may be used to determine the value of the Fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1 -	Quoted prices in active markets for identical securities.
Level 2 -	Prices determined using other significant observable inputs. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, and others. Level 2 securities are fixed-income securities that are valued using observable inputs as stated above.
Level 3 -	Prices determined using other significant unobservable inputs. Unobservable inputs reflect the Fund’s own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Level 1 and Level 2 trading assets and trading liabilities, at fair value.

Fixed income securities including corporate, convertible and municipal bonds and notes, U.S. government agencies, U.S. treasury obligations, sovereign issues, bank loans, convertible preferred securities and non-U.S. bonds are normally valued by pricing service providers that use broker dealer quotations, reported trades or valuation estimates from their internal pricing models. The service providers’ internal models use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates and quoted prices for similar assets. Securities that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy.

Fixed income securities purchased on a delayed-delivery basis are marked to market daily until settlement at the forward settlement date are categorized as Level 2 of the fair value hierarchy.

Mortgage-related and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also normally valued by pricing service providers that use broker dealer quotations or valuation estimates from their internal pricing models. The pricing models for these securities usually consider tranche-level attributes, current market data, estimated cash flows and market-based yield spreads for each tranche, and incorporates deal collateral performance, as available. Mortgage-related and asset-backed securities that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy.

Common stocks, ETFs and financial derivative instruments, such as futures contracts or options contracts that are traded on a national securities exchange, are stated at the last reported sale or settlement price on the day of valuation. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized as Level 1 of the fair value hierarchy. Valuation adjustments may be applied to certain securities that are solely traded on a foreign exchange to account for the market movement between the close of the foreign market and the close of the Exchange. These securities are valued using pricing service providers that consider the correlation of the trading patterns of the foreign security to the intraday trading in the U.S. markets for investments. Securities using these valuation adjustments are categorized as Level 2 of the fair value hierarchy. Preferred securities and other equities traded on inactive markets or valued by reference to similar instruments are also categorized as Level 2 of the fair value hierarchy.

Investments in registered open-end investment management companies will be valued based upon the NAVs of such investments and are categorized as Level 1 of the fair value hierarchy. Investments in privately held investment funds which are redeemable within 90 days of the measurement date, will be valued based upon the NAVs of such investments and are categorized as Level 2 of the fair value hierarchy. Short-term investments having a maturity of 60 days or less are generally valued at amortized cost which approximates fair value. These investments are categorized as Level 2 of the fair value hierarchy.

Over-the-counter (“OTC”) financial derivative instruments, such as foreign currency contracts, options contracts, or swaps agreements, derive their value from underlying asset prices, indices, reference rates, and other inputs or a combination of these factors. These contracts are normally valued on the basis of broker dealer quotations or pricing service providers. Depending on the product and the terms of the transaction, the value of the financial derivative contracts can be estimated by a pricing service provider using a series of techniques, including simulation pricing models. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, curves, dividends and exchange rates. Financial derivatives that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy.

The Fund’s investments are summarized by level based on the inputs used to determine their values. U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) also requires all transfers between any level to be disclosed. The end of period timing recognition has been adopted for transfers between levels of the Fund’s

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

assets and liabilities. During the six months ended February 28, 2015, there were no transfers between levels for the Fund. As of February 28, 2015, the investments were classified as described below: (in thousands)

Flexible Bond Fund(1)	Level 1			Level 2			Level 3		Total
Preferred Stock	$	881		$	1,137		$	—	$	2,018
Domestic Bank Loans		—			1,490			—		1,490
Domestic Convertible Obligations		—			2,786			—		2,786
Domestic Obligations		—			71,020			—		71,020
Foreign Convertible Obligations		—			1,960			—		1,960
Foreign Obligations		—			54,075			—		54,075
Asset-Backed Obligations		—			11,405			—		11,405
Collateralized Mortgage Obligations		—			8,736			—		8,736
Commercial Mortgage-Backed Obligations		—			9			—		9
Foreign Collateralized Mortgage Obligations		—			3,640			—		3,640
U.S. Agency Mortgage-Backed Obligations		—			8,282			—		8,282
U.S. Agency Obligations		—			299			—		299
U.S. Treasury Obligations		—			59,834			—		59,834
Short Term Investments – Money Market Fund		29,090			—			—		29,090
Short Term Investments – U.S. Treasury Bills		—			10			—		10
Total Investments in Securities	$	29,971		$	224,683		$	—	$	254,654
Other Financial Instruments-Assets(2)
Purchased options outstanding	$	—		$	4,115		$	—	$	4,115
Futures contracts		69			—			—		69
Interest Rate Swap agreements		—			7,495			—		7,495
Inflation Indexed Swap agreements		—			80			—		80
Credit Default Swap agreements		—			1,130			—		1,130
Forward currency contracts		—			3,054			—		3,054
	$	69		$	15,874		$	—	$	15,943
Other Financial Instruments-Liabilities(2)
Short Sales	$	—		$	(19,306	)	$	—	$	(19,306	)
Written options outstanding		—			(4,050	)		—		(4,050	)
Futures contracts		(910	)		—			—		(910	)
Interest Rate Swap agreements		—			(12,437	)		—		(12,437	)
Inflation Indexed Swap agreements		—			(156	)		—		(156	)
Credit Default Swap agreements		—			(1,098	)		—		(1,098	)
Forward currency contracts		—			(1,582	)		—		(1,582	)
	$	(910	)	$	(38,629	)	$	—	$	(39,539	)

⁽¹⁾ Refer to the Schedule of Investments for industry information.

⁽²⁾ Financial derivative instruments may include swaps agreements, open futures, purchased options and swaption contracts, written options and swaption contracts and foreign currency contracts.

The following is a reconciliation of Level 3 assets of the Fund for which significant unobservable inputs were used to determine fair value. Transfers in or out of Level 3 represent the ending value of any security or instrument where a change in the level has occurred from the beginning to the end of the period.

	Domestic Obligations			Foreign Obligations			Totals
Beginning Balance as of 8/31/2014	$	339		$	5		$	344
Net Purchases		—			—			—
Net Sales		(340	)		(4	)		344
Accrued Discounts/(Premiums)		—			—			—
Realized Gain/(Loss)		1			(1	)		—
Net Change in Unrealized Appreciation/(Depreciation)2		—			—			—
Transfers into Level 3		—			—			—
Transfers out of Level 3		—			—			—
Ending Balance 2/28/2015	$	—		$	—		$	—
Net Change in Unrealized Appreciation/(Depreciation) on Investments Held at 2/28/2015*	$	—		$	—		$	—

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Security Transactions and Investment Income

Security transactions are recorded on the trade date of the security purchase or sale. The Fund may purchase securities with delivery or payment to occur at a later date. At the time the Fund enters into a commitment to purchase a security, the transaction is recorded and the value of the security is reflected in the NAV. The value of the security may vary with market fluctuations.

Dividend income, net of foreign taxes, is recorded on the ex-dividend date except certain dividends from foreign securities which are recorded as soon as the information is available to the Funds. Interest income is earned from settlement date, recorded on the accrual basis, and adjusted, if necessary, for accretion of discounts and amortization of premiums. For financial and tax reporting purposes, realized gains and losses are determined on the basis of specific lot identification.

Currency Translation

All assets and liabilities initially expressed in foreign currency values are converted into U.S. dollar values at the mean of the bid and ask prices of such currencies against U.S. dollars as last quoted by a recognized dealer. Income, expense and purchases and sales of investments are translated into U.S. dollars at the rate of the exchange prevailing on the respective dates of such transactions. The effect of changes in foreign currency exchange rates on investments is separately identified from the fluctuations arising from changes in market values of securities held and is reported with all other foreign currency gains and losses in the Fund’s Statement of Operations.

Dividends to Shareholders

Dividends from net investment income of the Fund normally will be declared and paid at least annually. Distributions, if any, of net realized capital gains are generally paid at least annually and recorded on the ex-dividend date.

Commission Recapture

The Fund has established brokerage commission recapture arrangements with certain brokers or dealers. If the Fund’s investment advisor chooses to execute a transaction through a participating broker, the broker rebates a portion of the commission back to the Fund. Any collateral benefit received through participation in the commission recapture program is directed exclusively to the Fund. This amount is reported with the net realized gain in the Fund’s Statement of Operations, if applicable. For the six months ended February 28, 2015, the Fund did not have commission recapture income.

Allocation of Income, Expenses, Gains, and Losses

Income, expenses (other than those attributable to a specific class), gains, and losses are allocated daily to each class of shares based upon the relative proportion of net assets represented by such class. Operating expenses directly attributable to a specific class are charged against the operations of that class.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimated.

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Other

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liability arising out of the performance of their duties to the Trust. In the normal course of business, the Trust enters into contracts that provide indemnification to the other party or parties against potential costs or liabilities. The Trust’s maximum exposure under these arrangements is dependent on claims that may be made in the future and, therefore, cannot be estimated. The Trust has had no prior claims or losses pursuant to any such agreement.

4. Securities and other Investments

Emerging Markets Debt

The Fund may invest in emerging markets dept. The Fund’s emerging markets debt securities may include obligations of government and corporations. As with any fixed income securities, emerging markets debt securities are subject to the risk of being downgraded in credit rating and to the risk of default. In the event of a default on any investments in foreign debt obligations, it may be more difficult for the Fund to obtain or to enforce a judgment against the issuers of such securities. With respect to debt issued by emerging markets governments, such issues may be unwilling to pay interest and repay principal when due, either due to inability to pay or submission to political pressure not to pay, and as a result my default, declare temporary suspensions of interest payments or require that the conditions of payments be renegotiated.

Repurchase Agreements

A repurchase agreement is a fixed income security in the form of an agreement between a Fund as purchaser and an approved counterparty as seller. The agreement is backed by collateral in the form of securities and/or cash transferred by the seller to the buyer to be held by an eligible third-party custodian. Under the agreement a Fund acquires securities from the seller and the seller simultaneously commits to repurchase the securities at an agreed upon price and date, normally within a week. The price for the seller to repurchase the securities is greater than a Fund’s purchase price, reflecting an agreed upon “interest rate” that is effective for the period of time the purchaser’s money is invested in the security. During the term of the repurchase agreement, a Fund monitors on a daily basis the market value of the collateral subject to the agreement and, if the market value of the securities falls below the seller’s repurchase amount provided under the repurchase agreement, the seller is required to transfer additional securities or cash collateral equal to the amount by which the market value of the securities falls below the repurchase amount. Repurchase agreements may exhibit the economic characteristics of loans by a Fund.

The obligation of the seller under the repurchase agreement is not guaranteed, and there is a risk that the seller may fail to repurchase the underlying securities, whether because of the seller’s bankruptcy or otherwise. In such event, a Fund would attempt to exercise its rights with respect to the underlying collateral, including possible sale of the securities. A Fund may incur various expenses in the connection with the exercise of its rights and may be subject to various delays and risks of loss, including (a) possible declines in the value of the underlying collateral, (b) possible reduction in levels of income and (c) lack of access to the collateral held through a third-party custodian and possible inability to enforce the Fund’s rights. The Board has established procedures pursuant to which the Manager monitors the creditworthiness of the counterparties with which the Fund enters into repurchase agreement transactions.

The Funds may enter into repurchase agreements with member banks of the Federal Reserve System or registered broker-dealers who, in the opinion of the Manager, present a minimal risk of default during the term of the agreement. The underlying securities which serve as collateral for repurchase agreements may include fixed income and equity securities such as U.S. Government and agency securities, municipal obligations, corporate obligations, asset-backed securities, mortgage-backed securities, common and preferred stock, American Depository Receipts, exchange-traded funds and convertible securities. There is no percentage restriction on each Fund’s ability to enter into repurchase agreements with terms of seven days or less.

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Reverse Repurchase Agreements

Under a reverse repurchase agreement, the Fund sells securities and agrees to repurchase them at a mutually agreed upon date and price. At the time the Fund enters into a reverse repurchase agreement, it will establish a segregated account with the custodian containing liquid assets having at least equal value to the repurchase price.

Certificate of Deposit

A savings certificate entitling the bearer to receive interest. A Certificate of Deposit (“CD”) bears a fixed maturity date, has a specified fixed interest rate, and can be issued in any denomination. CDs are generally issued by commercial banks and are currently insured by the Federal Deposit Insurance Corporation (FDIC) up to a maximum of $250,000. CDs are generally offered at terms ranging from one month to five years.

Inflation-Indexed Bonds

The Fund may invest in inflation-indexed bonds. Inflation-indexed bonds are fixed-income securities whose principal value is periodically adjusted to the rate of inflation. The interest rate on these bonds is generally fixed at issuance at a rate lower than typical bonds. Over the life of an inflation-indexed bond, however, interest will be paid based on a principal value, which is adjusted for inflation. Any increase or decrease in the principal amount of an inflation-indexed bond will be included as interest income on the Statement of Operations, even though investors do not receive their principal until maturity.

In-Kind Securities

The Fund may invest in payment in-kind securities (“PIKs”). PIKs give the issuer the option at each interest payment date of making interest payments in either cash or additional debt securities. Those additional debt securities usually have the same terms, including maturity dates and interest rates, and associated risks as the original bonds. The daily market quotations of the original bonds may include the accrued interest (referred to as a dirty price) and require a prorata adjustment from the unrealized appreciation or depreciation on investment to interest receivable in the Statement of Assets and Liabilities.

Restricted Securities

The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities may be sold privately, but are required to be registered or exempted from such registration before being sold to the public. Private placement securities are generally considered to be restricted except for those securities traded between qualified institutional investors under the provisions of Rule 144A of the Securities Act of 1933. Disposal of restricted securities may involve time-consuming negotiations and expenses, and prompt sale at an acceptable price may be difficult to achieve. Restricted securities outstanding at the six months ended February 28, 2015 are disclosed in the Notes to the Schedule of Investments.

High-Yield Securities

Non-investment-grade securities are rated below the four highest credit grades by at least one of the public rating agencies (or are unrated if not publicly rated). Participation in high-yielding securities transactions generally involves greater returns in the form of higher average yields. However, participation in such transactions involves greater risks, including sensitivity to economic changes, solvency, and relative liquidity in the secondary trading market. Lower ratings may reflect a greater possibility that the financial condition of the issuer, or adverse changes in general economic conditions, or both, may impair the ability of

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

the issuer to make payments of interest and principal. The prices and yields of lower-rated securities generally fluctuate more than higher-quality securities, and such prices may decline significantly in periods of general economic difficulty or rising interest rates.

Real Estate Investment Trusts

The Funds may own shares of real estate investment trusts (“REITs”) which report information on the source of their distributions annually. The Funds re-characterize distributions received from REIT investments based on information provided by the REITs into the following categories: ordinary income, long-term capital gains, and return of capital. If information is not available on a timely basis from the REITs, the re-characterization will be estimated based on available information, which may include the previous year allocation. If new or additional information becomes available from the REITs at a later date, a re-characterization will be made the following year. These re-characterizations are not recorded for financial statement purposes, but as an adjustment to the calculation of taxable income.

Other Investment Company Securities and Other Exchange Traded Products

The Funds may invest in shares of other investment companies, including open-end funds, closed-end funds, business development companies, ETFs, unit investment trusts, and other investment companies of the Trust. The Funds may invest in investment company securities advised by the Manager or a sub-advisor. Investments in the securities of other investment companies may involve duplication of advisory fees and certain other expenses. By investing in another investment company, a Fund becomes a shareholder of that investment company. As a result, Fund shareholders indirectly will bear a Fund’s proportionate share of the fees and expenses paid by shareholders of the other investment company, in addition to the fees and expenses Fund shareholders directly bear in connection with the Fund’s own operations. These other fees and expenses are reflected as Acquired Fund Fees and Expenses and are included in the Fees and Expenses Table for the Fund in its Prospectus, if applicable. Investments in other investment companies may involve the payment of substantial premiums above the value of such issuer’s portfolio securities.

Mortgage-Related and Other Asset-Backed Securities

The Fund may invest in mortgage or other asset-backed securities (“ABS”). These securities may include mortgage instruments issued by U.S. government agencies (“agency mortgages”) or those issued by private entities (“non-agency mortgages”). Specific types of instruments may include mortgage pass-through securities, collateralized mortgage obligations (“CMOs”), commercial mortgage-backed securities, mortgage dollar rolls, CMO residuals, stripped mortgage-backed securities and other securities that directly or indirectly represent a participation in, or are secured by a payable from, mortgage loans on real property. The value of the Fund’s mortgage-backed securities (“MBS”) may be affected by, among other things, changes or perceived changes in interest rates, factors concerning the interests in and structure of the issuer or the originator of the mortgage, or the quality of the underlying assets. The mortgages underlying the securities may default or decline in quality or value. Through its investments in MBS, a Fund has exposure to subprime loans, Alt-A loans and non-conforming loans as well as to the mortgage and credit markets generally. Underlying collateral related to subprime, Alt-A and non-conforming mortgage loans has become increasingly susceptible to defaults and declines in quality or value, especially in a declining residential real estate market. In addition, regulatory or tax changes may adversely affect the mortgage securities markets as a whole.

Mortgage-Backed Securities

MBS often have stated maturities of up to thirty years when they are issued, depending upon the length of the mortgages underlying the securities. In practice however, unscheduled or early payments of principal and interest on the underlying mortgages may make the securities’ effective maturity shorter than this, and the prevailing interest rates may be higher or lower than the current yield of the Fund’s portfolio at the time resulting in reinvestment risk.

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Rising or high interest rates may result in slower than expected principal payments which may tend to extend the duration of MBS, making them more volatile and more sensitive to changes in interest rates. This is known as extension risk.

MBS may have less potential for capital appreciation than comparable fixed income securities due to the likelihood of increased prepayments of mortgages resulting from foreclosures or declining interest rates. These foreclosed or refinanced mortgages are paid off at face value (par) or less, causing a loss, particularly for any investor who may have purchased the security at a premium or a price above par. In such an environment, this risk limits the potential price appreciation of these securities.

Agency Mortgage-Backed Securities

Certain MBS may be issued or guaranteed by the U.S. government or a government sponsored entity, such as Fannie Mae (the Federal National Mortgage Association) or Freddie Mac (the Federal Home Loan Mortgage Corporation). Although these instruments may be guaranteed by the U.S. government or a government sponsored entity, many such MBS are not backed by the full faith and credit of the United States and are still exposed to the risk of non-payment.

Privately Issued Mortgage-Backed Securities

MBS held by a Fund may be issued by private issuers including commercial banks, savings associations, mortgage companies, investment banking firms, finance companies and special purpose finance entities (called special purpose vehicles or SPVs) and other entities that acquire and package mortgage loans for resale as MBS. These privately issued non-agency MBS may offer higher yields than those issued by government agencies, but also may be subject to greater price changes than governmental issues. Subprime loans refer to loans made to borrowers with weakened credit histories or with a lower capacity to make timely payments on their loans. Alt-A loans refer to loans extended to borrowers who have incomplete documentation of income, assets, or other variables that are important to the credit underwriting processes. Non-conforming mortgages are loans that do not meet the standards that allow purchase by government-sponsored enterprises. MBS with exposure to subprime loans, Alt-A loans or non-conforming loans have had in many cases higher default rates than those loans that meet government underwriting requirements. The risk of non-payment is greater for MBS that are backed by mortgage pools that contain subprime, Alt-A and non-conforming loans, but a level of risk exists for all loans.

Unlike agency MBS issued or guaranteed by the U.S. government or a government-sponsored entity (e.g., Fannie Mae (the Federal National Mortgage Association) and Freddie Mac (the Federal Home Loan Mortgage Corporation), MBS issued by private issuers do not have a government or government-sponsored entity guarantee, but may have credit enhancements provided by external entities such as banks or financial institutions or achieved through the structuring of the transaction itself. Examples of such credit support arising out of the structure of the transaction include the issue of senior and subordinated securities (e.g., the issuance of securities by an SPV in multiple classes or “tranches,” with one or more classes being senior to other subordinated classes as to the payment of principal and interest, with the result that defaults on the underlying mortgage loans are borne first by the holders of the subordinated class); creation of “reserve funds” (in which case cash or investments, sometimes funded from a portion of the payments on the underlying mortgage loans, are held in reserve against future losses); and “overcollateralization” (in which case the scheduled payments on, or the principal amount of, the underlying mortgage loans exceeds that required to make payment on the securities and pay any servicing or other fees). However, there can be no guarantee that credit enhancements, if any, will be sufficient to prevent losses in the event of defaults on the underlying mortgage loans. In addition, MBS that are issued by private issuers are not subject to the underwriting requirements for the underlying mortgages that are applicable to those MBS that have a government or government-sponsored entity guarantee. As a result, the mortgage loans underlying private MBS may, and frequently do, have less favorable collateral, credit risk or other underwriting characteristics than government

53

American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

or government-sponsored MBS and have wider variances in a number of terms including interest rate, term, size, purpose and borrower characteristics. Privately issued pools more frequently include second mortgages, high loan-to-value mortgages and manufactured housing loans. The coupon rates and maturities of the underlying mortgage loans in a private-label MBS pool may vary to a greater extent than those included in a government guaranteed pool, and the pool may include subprime mortgage loans.

Privately issued MBS are not traded on an exchange and there may be a limited market for the securities, especially when there is a perceived weakness in the mortgage and real estate market sectors. Without an active trading market, MBS held in the Fund’s portfolio may be particularly difficult to value because of the complexities involved in assessing the value of the underlying mortgage loans.

Asset-Backed Securities

ABS may include MBS, loans, receivables or other assets. The value of the Fund’s ABS may be affected by, among other things, actual or perceived changes in interest rates, factors concerning the interests in and structure of the issuer or the originator of the receivables, the market’s assessment of the quality of underlying assets or actual or perceived changes in the credit worthiness of the individual borrowers, the originator, the servicing agent or the financial institution providing the credit support.

Payment of principal and interest may be largely dependent upon the cash flows generated by the assets backing the securities.

Rising or high interest rates tend to extend the duration of ABS, making them more volatile and more sensitive to changes in interest rates. The underlying assets are sometimes subject to prepayments which can shorten the security’s weighted average life and may lower its return. Defaults on loans underlying ABS have become an increasing risk for ABS that are secured by home equity loans related to sub-prime, Alt-A or non-conforming mortgage loans, especially in a declining residential real estate market.

ABS (other than MBS) present certain risks that are not presented by MBS. Primarily, these securities may not have the benefit of any security interest in the related assets. Credit card receivables are generally unsecured and the debtors are entitled to the protection of a number of state and federal consumer credit laws, many of which give such debtors the right to set off certain amounts owed on the credit cards, thereby reducing the balance due. There is the possibility that recoveries on repossessed collateral may not, in some cases, be available to support payments on these securities. ABS are often backed by a pool of assets representing the obligations of a number of different parties. To lessen the effect of failures by obligors on underlying assets to make payments, the securities may contain elements of credit support which fall into two categories: (i) liquidity protection, and (ii) protection against losses resulting from ultimate default by an obligor on the underlying assets. Liquidity protection refers to the provision of advances, generally by the entity administering the pool of assets, to ensure that the receipt of payments on the underlying pool occurs in a timely fashion. Protection against losses results from payment of the insurance obligations on at least a portion of the assets in the pool. This protection may be provided through guarantees, policies or letters of credit obtained by the issuer or sponsor from third parties, through various means of structuring the transaction or through a combination of such approaches. The Fund will not pay any additional or separate fees for credit support. The degree of credit support provided for each issue is generally based on historical information respecting the level of credit risk associated with the underlying assets.

Delinquency or loss in excess of that anticipated or failure of the credit support could adversely affect the return on an investment in such a security. The availability of ABS may be affected by legislative or regulatory developments. It is possible that such developments may require the Fund to dispose of any then existing holdings of such securities.

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Short Sales

The Fund may enter into short sale transactions. A short sale is a transaction in which a Fund sells a security it does not own in anticipation of a decline in the market price of the security. Securities sold in short sale transactions and the interest payable on such securities, if any, are reflected as a liability on the Statements of Assets and Liabilities. A Fund is obligated to deliver the security at the market price at the time the short position is closed. The risk of loss on a short sale transaction is theoretically unlimited, because there is no limit to the cost of replacing the security sold short, whereas losses from purchase transactions cannot exceed the total amount invested. As of February 28, 2015, short positions were held by the Fund.

Master Agreements

The Fund is a party to International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreements”) with counterparties that govern transactions in over-the-counter derivative and foreign exchange contracts entered into by the Fund and those counterparties. The ISDA Master Agreements contain provisions for general obligations, representations, agreements, collateral and events of default or termination. Events of termination include conditions that may entitle counterparties to elect to terminate early and cause settlement of all outstanding transactions under the applicable ISDA Master Agreement. Any election to terminate early could be material to the financial statements. Since different types of forward and OTC financial derivative transactions have different mechanics and are sometimes traded out of different legal entities of particular counterparty organization, each type of transaction may be covered by a different Master Agreement, resulting in the need for multiple agreements with a single counterparty. As the Master Agreements are specific to unique operations of different asset types, they allow a Fund to net its total exposure to a counterparty in the event of a default with respect to all the transactions governed under a single agreement with a counterparty.

Master Repurchase Agreements (“Master Repo Agreements”) govern transactions between a Fund and select counterparties. The Master Repo Agreements maintain provisions for, among other things, initiation, income payments, events of default, and maintenance of collateral for Repurchase and Reverse Repurchase Agreements.

Master Securities Forward Transaction Agreements (“Master Forward Agreements”) govern the considerations and factors surrounding the settlement of certain forward settling transactions, such as delayed delivery or sale-buyback financing transactions by and between a Fund and select counterparties. The Master Forward Agreements maintain provisions for, among other things, initiation and confirmation, payment and transfer, events of default, termination, and maintenance of collateral.

5. Financial Derivative Instruments

The Fund may utilize derivative instruments to enhance return, hedge risk, gain efficient exposure to an asset class or to manage liquidity. When considering the Fund’s use of derivatives, it is important to note that the Fund does not use derivatives for the purpose of creating financial leverage.

Options Contracts

The Fund may write (1) call and put options on futures, swaps (“swaptions”), securities, commodities or currencies it owns or in which it may invest and (2) inflation-capped options. Writing put options tends to increase the Fund’s exposure to unfavorable movements of the underlying instrument in exchange for an upfront premium. Writing call options tends to decrease the Fund’s exposure to favorable movements of the underlying instrument in exchange for an upfront premium. When the Fund writes a call, put, or inflation-capped option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. The purpose of inflation-capped options is to protect the buyer from inflation erosion above a certain rate on a given notional exposure. A floor can be used to give

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

downside protection to investments in inflation-linked products. These liabilities are reflected as written options outstanding on the Statement of Assets and Liabilities. Certain options may be written with premiums to be determined on a future date. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or closed are added to the proceeds or offset against amounts paid on the underlying futures, swap, security or currency transaction to determine the realized gain or loss when the underlying transaction is sold. The Fund as a writer of an option has no control over whether the underlying instrument may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the instrument underlying the written option. There is the risk the Fund may not be able to enter into a closing transaction because of an illiquid market.

The Fund may also purchase put and call options. Purchasing call options tends to increase the Fund’s exposure to favorable movements of the underlying instrument in exchange for paying an upfront premium. Purchasing put options tends to decrease the Fund’s exposure to unfavorable movements of the underlying instrument. The Fund pays a premium which is included on the Fund’s Statement of Assets and Liabilities as an investment and subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options which expire are treated as realized losses. Certain options may be purchased with premiums to be determined on a future date. The premiums for these options are based upon implied volatility parameters at specified terms. The risk associated with purchasing put and call options is limited to the premium paid. Premiums paid for purchasing options which are exercised or closed are added to the amounts paid or offset against the proceeds on the underlying investment transaction to determine the realized gain or loss when the underlying transaction is sold.

Options

For the six months ended February 28, 2015, the Fund purchased/sold options primarily for return enhancement, hedging and exposing cash to markets.

The Fund’s options contracts outstanding fluctuate throughout the operating year as required to meet strategic requirements. The following table illustrates the quarterly volume of options contracts. For purpose of this disclosure, volume is measured by contracts outstanding at period end (in thousands).

Average Purchased Option and Swaption Contracts Outstanding
Fund	Year ended February 28, 2015
Flexible Bond	$	3,189,466

Average Written Option and Swaption Contracts Outstanding
Fund	Year ended February 28, 2015
Flexible Bond	$	3,594,325

Straddle Options

The Fund may enter into differing forms of straddle options. A straddle is an investment strategy that uses combinations of options that allow a Fund to profit based on the future price movements of the underlying security, regardless of the direction of those movements. A written straddle involves simultaneously writing a call option and a put option on the same security with the same strike price and expiration date. The written straddle increases in value when the underlying security price has little volatility before the expiration date. A purchased straddle involves simultaneously purchasing a call option and a put option on the same security with the same strike price and expiration date. The purchased straddle increases in value when the underlying security price has high volatility, regardless of direction, before the expiration date.

Swap Agreements

The Fund may invest in swap agreements. Swap agreements are privately negotiated agreements between the Fund and a counterparty to exchange or swap investment cash flows, assets, foreign currencies or

56

American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

market-linked returns at specified, future intervals. The Fund may enter into credit default, cross-currency, interest rate and other forms of swap agreements to manage its exposure to credit, currency, interest rate, and inflation risk. In connection with these agreements, securities or cash may be identified as collateral in accordance with the terms of the respective swap agreements to provide assets of value and recourse in the event of default or bankruptcy/insolvency.

Swaps are marked to market daily based upon values from third party vendors or quotations from market makers to the extent available and the change in value, if any, is recorded as an unrealized gain or loss on the Statement of Assets and Liabilities. In the event that market quotes are not readily available and the swap cannot be valued pursuant to one of the valuation methods, the value of the swap will be determined in good faith by the Valuation Committee pursuant to procedures approved by the Board.

Payments received or made at the beginning of the measurement period are reflected as such on the Statement of Assets and Liabilities and represent payments made or received upon entering into the swap agreement to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors). These upfront payments are recorded as realized gains or losses on the Statement of Operations upon termination or maturity of the swap. A liquidation payment received or made at the termination of the swap is recorded as realized gain or loss on the Statement of Operations. Net periodic payments received or paid by the Fund are included as part of realized gains or losses on the Statement of Operations.

Entering into these agreements involves, to varying degrees, elements of credit, market and documentation risk in excess of the amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of contractual terms in the agreements and that there may be unfavorable changes in interest rates.

The Fund’s maximum risk of loss from counterparty credit risk is the discounted net value of the cash flows to be received from the counterparty over the contract’s remaining life, to the extent that amount is positive. The risk is mitigated by having a master netting arrangement between the Fund and the counterparty and by the posting of collateral to the Fund to cover the Fund’s exposure to the counterparty.

Credit Default Swap Agreements

Credit default swap agreements involve one party making a stream of payments (referred to as the buyer of protection) to another party (the seller of protection) in exchange for the right to receive a specified return in the event of a default or other credit event for the referenced entity, obligation or index. As a seller of protection on credit default swap agreements, the Fund will generally receive from the buyer of protection a fixed rate of periodic premium throughout the term of the swap provided that there is no credit event. As the seller, the Fund would effectively add leverage to its portfolio because, in addition to its total net assets, the Fund would be subject to investment exposure up to the notional amount of the swap.

If the Fund is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation, other deliverable obligations or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index. If the Fund is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation, other deliverable obligations or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index. Recovery values

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

are estimated by market makers considering either industry standard recovery rates or entity specific factors and considerations until a credit event occurs. If a credit event has occurred, the recovery value is determined by a facilitated auction whereby a minimum number of allowable broker bids, together with a specified valuation method, are used to calculate the settlement value.

Credit default swap agreements on corporate issues, sovereign issues of an emerging country or U.S. municipal issues involve one party making a stream of payments to another party in exchange for the right to receive a specified return in the event of a default or other credit event. If a credit event occurs and cash settlement is not elected, a variety of other deliverable obligations may be delivered in lieu of the specific referenced obligation. The ability to deliver other obligations may result in a cheapest-to-deliver option (the buyer of protection’s right to choose the deliverable obligation with the lowest value following a credit event). The Fund may use credit default swaps on corporate issues, sovereign issues of an emerging country or U.S. municipal issues to provide a measure of protection against defaults of the issuers (i.e., to reduce risk where the Fund owns or has exposure to the referenced obligation) or to take an active long or short position with respect to the likelihood of a particular issuer’s default.

Credit default swap agreements on asset-backed securities involve one party making a stream of payments to another party in exchange for the right to receive a specified return in the event of a default or other credit event. Unlike credit default swaps on corporate issues, sovereign issues of an emerging country or U.S. municipal issues, deliverable obligations in most instances would be limited to the specific referenced obligation as performance for asset-backed securities can vary across deals. Prepayments, principal paydowns, and other write down or loss events on the underlying mortgage loans will reduce the outstanding principal balance of the referenced obligation. These reductions may be temporary or permanent as defined under the terms of the swap agreement and the notional amount for the swap agreement will be adjusted by corresponding amounts. The Fund may use credit default swaps on asset-backed securities to provide a measure of protection against defaults of the referenced obligation that the Fund owns or to take an active long or short position with respect to the likelihood of a particular referenced obligation’s default that the Fund does not own.

Credit default swap agreements on credit indices involve one party making a stream of payments to another party in exchange for the right to receive a specified return in the event of a write-down, principal shortfall, interest shortfall or default of all or part of the referenced entities comprising the credit index. A credit index is a basket of credit instruments or exposures designed to be representative of some part of the credit market as a whole. These indices are made up of reference credits that are judged by a poll of dealers to be the most liquid entities in the credit default swap market based on the sector of the index. Components of the indices may include, but are not limited to, investment grade securities, high yield securities, asset-backed securities, emerging markets, and/or various credit ratings within each sector. Credit indices are traded using credit default swaps with standardized terms including a fixed spread and standard maturity dates. An index credit default swap references all the names in the index, and if there is a default, the credit event is settled based on that name’s weight in the index. The composition of the indices changes periodically, usually every six months, and for most indices, each name has an equal weight in the index. The Fund may use credit default swaps on credit indices to hedge a portfolio of credit default swaps or bonds, which is less expensive than it would be to buy many credit default swaps to achieve a similar effect. Credit default swaps on indices are benchmarks for protecting investors owning bonds against default, and traders use them to speculate on changes in credit quality.

Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on corporate issues, sovereign issues of an emerging country or U.S. municipal issues as of period end are disclosed in the Notes to the Schedule of Investments and serve as an indicator of the current status of the payment/performance risk and represent a market participant view of the likelihood or risk of default for the underlying referent security to credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. For credit default swap agreements on asset-backed

58

American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

securities and credit indices, the quoted market prices and resulting values serve as the indicator of the current status of the payment/performance risk. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.

The maximum potential amount of future payments (undiscounted) that the Fund as a seller of protection could be required to make under a credit default swap agreement would be an amount equal to the notional amount of the agreement. Notional amounts of each individual credit default swap agreement outstanding as of February 28, 2015 for which the Fund is the seller of protection are disclosed in the Notes to the Schedule of Investments. These potential amounts would be partially offset by any recovery values of the respective referenced obligations, upfront payments received upon entering into the agreement, or net amounts received from the settlement of buy protection credit default swap agreements entered into by the Fund for the same referenced entity or entities.

For the six months ended February 28, 2015, the Fund entered into credit default swaps primarily for return enhancement, hedging and exposing cash to markets.

The Fund’s credit default swap contract notional amounts outstanding fluctuate throughout the operating year as required to meet the strategic requirements. The following table illustrates the quarterly volume of credit default swap contracts. For the purpose of this disclosure, the volume is measured by the notional amounts outstanding at each quarter end (in thousands).

Average Credit Default Swap Notional Amounts Outstanding
Fund	Year ended February 28, 2015
Flexible Bond	$	77,610

Interest Rate Swap Agreements

The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swap agreements. Interest rate swap agreements involve the exchange by the Fund with another party of their respective commitments to pay or receive interest with respect to the notional amount of principal.

For the six months ended February 28, 2015, the Fund entered into interest rate swaps primarily for return enhancement, hedging and exposing cash to markets.

The Fund’s interest rate swap contract notional amounts outstanding fluctuate throughout the operating year as required to meet the strategic requirements. The following table illustrates the average quarterly volume of interest rate swap contracts. For the purpose of this disclosure, the volume is measured by the notional amounts outstanding at each quarter end (in thousands).

Average Interest Rate Swap Notional Amounts Outstanding
Fund	Year ended February 28, 2015
Flexible Bond	$	7,693,051

Over-the-Counter Swap Agreements

OTC financial derivative instruments such as forward currency contracts, options contracts, interest rate, and credit default swap agreements derive their value from underlying asset prices, indices, reference rates and other inputs or a combination of these factors. These instruments are valued using evaluated prices furnished by a pricing service selected by the Board. In certain cases, when a valuation is not readily available from a pricing service, the Fund’s Manager may provide a valuation. Depending on the instrument and the

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

terms of the transaction, the value of the derivative instrument can be determined by a pricing service or Manager using a series of techniques, including simulation pricing models. The pricing models use inputs, such as issuer details, indices, spreads, interest rates, yield curves, dividends, and exchange rates, that are observed from actively quoted markets. Derivative instruments that use valuation techniques and inputs similar to those described above are normally categorized as Level 2 in the fair value hierarchy.

Total Return Swap Agreements

The Fund may enter into total return swaps in order to take a “long” or “short” position with respect to an underlying referenced asset. The Fund is subject to market price volatility of the underlying referenced asset. A total return swap involves commitments to pay interest in exchange for a market linked return based on a notional amount. To the extent that the total return of the security, group of securities or index underlying the transaction exceeds or falls short of the offsetting interest obligation, the Fund will receive a payment from or make a payment to the counterparty.

Inflation Swap Agreements

An inflation swap involves the use of inflation derivatives (or inflation-indexed derivatives) to transfer inflation risk from one party to another. The derivatives used may be over-the-counter or exchange-traded derivatives. Inflation swaps frequently include real rate swaps, such as asset swaps of inflation-indexed bonds. Inflation swaps are simply a linear form of such derivatives. Real rate swaps consist of the nominal interest swap rate minus the corresponding inflation swap.

In an inflation swap, one party pays a fixed rate on a notional principal amount, while the other party pays a floating rate linked to an inflation index, such as the Consumer Price Index (CPI). The party paying the floating rate pays the inflation adjusted rate multiplied by the notional principal amount.

There are three main types of inflation swap. In a standard interbank inflation-linked swap, or zero-coupon inflation-linked swap, cash flow is exchanged on the maturity date. This swap pays out the exact value of the cumulative inflation for a fixed capital sum over a determined period.

In a year-on-year inflation-linked swap, inflation is used on an annual basis rather than a cumulative one. Typically, an inflation swap is priced on a zero-coupon basis, with payment exchanged upon maturity. One party pays the compound fixed rate, while the other pays the actual inflation rate for the term of the swap. In Europe, inflation swaps are typically paid on a year-on-year basis where the year-on-year rate of change of the price index is paid. In the United States, payment is more typically on a month-on-month basis, although the inflation rate used is still the year-on-year rate.

In an inflation-linked income swap two cash flows are exchanged, each of which follows the inflation index. One party pays a fixed inflation increase annually over the period of the contract. The other party pays the actual inflation over the period of the contract. The swap itself consists of a series of zero-coupon swaps. Other traded inflation derivatives include caps, floors, and straddles, which are usually priced against year-on-year swaps.

The Fund’s inflation-linked swap contract notional amounts outstanding fluctuate throughout the operating year as required to meet the strategic requirements. The following table illustrates the average quarterly volume of inflation-linked swap contracts. For the purpose of this disclosure, the volume is measured by the notional amounts outstanding at each quarter end (in thousands).

Average Inflation-Linked Swap Notional Amounts Outstanding
Fund	Year ended February 28, 2015
Flexible Bond	$	21,994

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American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Forward Foreign Currency Contracts

The Fund may enter into forward foreign currency contracts to hedge the exchange rate risk on investment transactions or to hedge the value of the Fund’s securities denominated in foreign currencies. Forward foreign currency contracts are valued at the forward exchange rate prevailing on the day of valuation. The Fund bears the market risk that arises from changes in foreign exchange rates, and accordingly, the unrealized gain (loss) on these contracts is reflected in the accompanying financial statements. The Fund also bears the credit risk if the counterparty fails to perform under the contract.

For the six months ended February 28, 2015, the Fund entered into foreign currency exchange contracts primarily for return enhancement and hedging.

The Fund’s foreign currency contract notional dollar values outstanding fluctuate throughout the operating year as required to meet strategic requirements. The following tables illustrate the average quarterly volume of foreign currency contracts. For the purpose of this disclosure, volume is measured by the amounts bought and sold in USD (in thousands).

Average Forward Foreign Currency Notional Amount Outstanding – Purchased Contracts
Fund	Year ended February 28, 2015
Flexible Bond	$	84,465
Average Forward Foreign Currency Notional Amount Outstanding – Sold Contracts
Fund	Year ended February 28, 2015
Flexible Bond	$	171,221

Futures Contracts

Futures contracts are contracts to buy or sell a standard quantity of securities at a specified price on a future date. The Fund may enter into financial futures contracts as a method for keeping assets readily convertible to cash if needed to meet shareholder redemptions or for other needs while maintaining exposure to the stock or bond market, as applicable. The primary risks associated with the use of futures contracts are the possibility of illiquid markets or imperfect correlation between the values of the contracts and the underlying securities, or that the counterparty will fail to perform its obligations.

Upon entering into a futures contract, the Fund is required to set aside or deposit with a broker an amount, termed the initial margin, which typically represents a portion of the face value of the futures contract. The Fund usually reflects this amount on the Schedule of Investments as a U.S. Treasury Bill held as collateral for futures contracts or as Cash deposited with broker on the Statement of Assets and Liabilities. Payments to and from the broker, known as variation margin, are required to be made on a daily basis as the price of the futures contract fluctuates. Changes in initial settlement values are accounted for as unrealized appreciation (depreciation) until the contracts are terminated, at which time realized gains and losses are recognized. Futures contracts are valued at the most recent settlement price established each day by the exchange on which they are traded.

For the six months ended February 28, 2015, the Fund entered into future contracts primarily for return enhancement, hedging and exposing cash to markets.

The Fund’s futures contracts outstanding fluctuate throughout the operating year as required to meet strategic requirements. The following table illustrates the average quarterly volume of futures contracts. For purpose of this disclosure, volume is measured by contracts outstanding at period end.

Average Futures Contracts Outstanding
Fund	Year ended February 28, 2015
Flexible Bond		689

61

American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

The following is a summary of the fair valuations of the Fund’s derivative instruments categorized by risk exposure⁽¹⁾:

Fair values of financial instruments on the Statement of Assets and Liabilities as of February 28, 2015 (in thousands):

	Derivatives not accounted for as hedging instruments
	Credit contracts			Foreign exchange contracts			Interest rate contracts			Equity/Inflation Indexed contracts			Total
Assets:
Unrealized appreciation of foreign currency contracts	$	—		$	3,054		$	—		$	—		$	3,054
Receivable for variation margin from open futures contracts(2)		—			—			—			—			—
Unrealized appreciation from swap agreements		205			—			6,890			3			7,098
Purchased options and swaptions outstanding		3			1,413			2,699			—			4,115
	$	208		$	4,467		$	9,589		$	3		$	14,267
	Derivatives not accounted for as hedging instruments
	Credit contracts			Foreign exchange contracts			Interest rate contracts			Equity/Inflation Indexed contracts			Total
Liabilities:
Unrealized depreciation of foreign currency contracts	$	—		$	(1,582	)	$	—		$	—		$	(1,582	)
Payable for variation margin from open futures contracts(2)		—			—			(876	)		—			(876	)
Unrealized depreciation from swap agreements		(525	)		—			(10,901	)		(109	)		(11,535	)
Written options and swaptions outstanding		—	*		(1,278	)		(2,773	)		—	*		(4,051	)
	$	(525	)	$	(2,860	)	$	(14,550	)	$	(109	)	$	(18,044	)

* Amount represents less than $500.

The effect of financial derivative instruments on the Statement of Operations for the six months ended February 28, 2015 (in thousands):

	Derivatives not accounted for as hedging instruments
	Credit contracts			Foreign exchange contracts			Interest rate contracts			Equity/Inflation Indexed contracts		Total
Realized gain (loss) of derivatives recognized as a result from operations:
Net realized gain (loss) from foreign currency transactions	$	—		$	13,044		$	—		$	—	$	13,044
Net realized gain (loss) from futures contracts		—			(19	)		(3,593	)		36		(3,576	)
Net realized gain (loss) from swap agreements		(51	)		(1,199	)		(284	)		—		(1,534	)
Net realized gain (loss) from option and swaption contracts		49			367			179			12		607
	$	(2	)	$	12,193		$	(3,698	)	$	48	$	8,541
Net change in unrealized appreciation or (depreciation) of derivatives recognized as a result from operations:
Change in net unrealized appreciation or (depreciation) from foreign currency transactions	$	—		$	(632	)	$	—		$	—	$	(632	)
Change in net unrealized appreciation or (depreciation) from futures contracts		881			(20	)		(5	)		—		856
Change in net unrealized appreciation or (depreciation) from swap agreements		347			—			(1,510	)		—		(1,163	)
Change in net unrealized appreciation or (depreciation) from option and swaption contracts		(24	)		(192	)		(784	)		5		(995	)
Change in net unrealized appreciation or (depreciation) from short sales		49			—			—			—		49
	$	1,253		$	(844	)	$	(2,299	)	$	5	$	(1,885	)

(1) See Note 3 in the Notes to Financial Statements for additional information.

(2) Includes cumulative appreciation or (depreciation) of futures contracts as reported in the Schedule of Investment footnotes. Only current day’s variation margin in reported within the Statement of Assets and Liabilities.

6. Principal Risks

In the normal course of business the Fund trades financial instruments and enters into financial transactions where risk of potential loss exists. Security values fluctuate (market risk) and may decline due to factors affecting securities markets in general, particular industries represented in the securities markets or

62

American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

conditions specifically related to a particular company. Failure of the other party to a transaction to perform (credit risk), for example by not making principal and interest payments when due, reduces the value of the issuer’s debt and could reduce the Fund’s income. Similar to credit risk, the Fund may be exposed to counterparty risk, or the risk that an institution or other entity with which the Fund has unsettled or open transactions will fail to make required payments or otherwise comply with the terms of the instrument, transaction or contract. The potential loss could exceed the value of the financial assets recorded in the financial statements. Some of the Fund’s investments may be illiquid and the Fund may not be able to vary the portfolio investments in response to changes in economic and other conditions. If a Fund is required to liquidate all or a portion of its investments quickly, the Fund may realize significantly less than the value at which it previously recorded those investments.

Market Risks

The Fund’s investments in financial derivatives and other financial instruments expose the Fund to various risks such as, but not limited to, interest rate, foreign currency and equity risks.

Interest rate risk is the risk that fixed income securities will decline in value because of changes in interest rates. As nominal interest rates rise, the value of certain fixed income securities held by the Fund is likely to decrease. A nominal interest rate can be described as the sum of a real interest rate and an expected inflation rate. Fixed income securities with longer durations tend to be more sensitive to changes in interest rates, usually making them more volatile than securities with shorter durations. Duration is useful primarily as a measure of the sensitivity of a fixed income’s market price to interest rate (i.e. yield) movements.

If the Fund invests directly in foreign currencies or in securities that trade in, and receive revenues in, foreign currencies, or in financial derivatives that provide exposure to foreign currencies, it will be subject to the risk that those currencies will decline in value relative to the base currency of the Fund, or, in the case of hedging positions, that the Fund’s base currency will decline in value relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time for a number of reasons, including changes in interest rates, intervention (or the failure to intervene) by U.S. or foreign governments, central banks or supranational entities such as the International Monetary Fund, or by the imposition of currency controls or other political developments in the United States or abroad. As a result, the Fund’s investments in foreign currency denominated securities may reduce the returns of the Fund.

The fair values of equities, such as common stocks and preferred securities or equity related investments such as futures and options, may decline due to general market conditions which are not specifically related to a particular company, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. They may also decline due to factors which affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. Equity securities and equity related investments generally have greater market price volatility than fixed income securities.

Credit and Counterparty Risks

The Fund will be exposed to credit risk on parties with whom it trades and will also bear the risk of settlement default. The Fund minimizes concentrations of credit risk by undertaking transactions with a large number of customers and counterparties on recognized and reputable exchanges. The Fund could lose money if the issuer or guarantor of a fixed income security, or the counterparty to a financial derivatives contract, repurchase agreement or a loan of portfolio securities, is unable or unwilling to make timely principal and/or interest payments, or to otherwise honor its obligations. Securities are subject to varying degrees of credit risk, which are often reflected in credit ratings.

63

American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Similar to credit risk, the Fund may be exposed to counterparty risk, or the risk that an institution or other entity with which the Fund has unsettled or open transactions will default. Financial assets, which potentially expose the Fund to counterparty risk, consist principally of cash due from counterparties and investments. Furthermore, to the extent that unpaid amounts owed to the Fund exceed a predetermined threshold agreed to with the counterparty, such counterparty shall advance collateral to the Fund in the form of cash or cash equivalents equal in value to the unpaid amount owed to the Fund. The Fund may invest such collateral in securities or other instruments and will typically pay interest to the counterparty on the collateral received. If the unpaid amount owed to the Fund subsequently falls, the Fund would be required to return to the counterparty all or a portion of the collateral previously advanced to the Fund

All transactions in listed securities are settled/paid for upon delivery using approved counterparties. The risk of default is considered minimal, as delivery of securities sold is only made once the Fund has received payment. Payment is made on a purchase once the securities have been delivered by the counterparty. The trade will fail if either party fails to meet its obligation.

The Fund is subject to various Master Agreements, which govern the terms of certain transactions with select counterparties. These Master Agreements reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Since different types of forward and OTC derivative transactions have different mechanics and are sometimes traded out of different legal entities of a particular counterparty organization, each type of transaction may be covered by a different Master Agreement and result in the need for multiple agreements with a single counterparty. Therefore, exposure cannot be netted and collateralized across all types of transactions. Exposures can only be netted across transactions governed under the same Master Agreement with the same legal entity.

Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Under the Master Agreements, collateral is routinely transferred if the total net exposure to certain transactions (net of existing collateral already in place) governed under the relevant master agreement with a counterparty in a given account exceeds a specified threshold, which typically ranges from zero to $250,000 depending on the counterparty and the type of Master Agreement. United States Treasury bills and US dollar cash are generally the preferred forms of collateral, although other forms of AAA rated paper may be used. The Fund’s overall exposure to counterparty risk can change substantially within a short period, as it is affected by each transaction subject to the relevant Master Agreement. Master Repurchase Agreements (“Master Repo Agreements”) govern transactions between the Fund and select counterparties. The Master Repo Agreements maintain provisions for, among other things, initiation, income payments, events of default, and maintenance of collateral for Repurchase Agreements.

Master Securities Forward Transaction Agreements (“Master Forward Agreements”) govern the considerations and factors surrounding the settlement of certain purchases and sales made on a delayed-delivery basis by and between the Fund and select counterparties. The Master Forward Agreements maintain provisions for, among other things, initiation and confirmation, payment and transfer, events of default, termination, and maintenance of collateral.

International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreements”) govern OTC financial derivative transactions entered into by the Fund and those counterparties. The ISDA Master Agreements maintain provisions for general obligations, representations, agreements, collateral and events of default or termination. Events of termination include conditions that may entitle counterparties to elect to terminate early and cause settlement of all outstanding transactions under the applicable ISDA Master Agreement. Any election to early terminate could be material to the financial statements. The fair value of OTC financial derivative transactions net of collateral received in or pledged by counterparty as of period end is disclosed in the Notes to the Schedule of Investments.

64

American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Offsetting Assets and Liabilities

The Fund is party to enforceable master netting agreements between brokers and counterparties, such as ISDA, Master Repo Agreements and Master Forward Agreements which provide for the right to offset under certain circumstances. The Fund employs multiple money managers and counterparties and have elected not to offset qualifying financial and derivative instruments on the Statements of Assets and Liabilities, as such all financial and derivative instruments are presented on a gross basis. The impacts of netting arrangements that provide the right to offset are detailed below. The net amount represents the net receivable or payable that would be due from or to the counterparty in the event of default. Exposure from borrowings and other financing agreements such as repurchase agreements can only be netted across transactions governed by the same Master Agreement with the same legal entity. All amounts reported below represent the balance as of the report date, February 28, 2015 (in thousands).

Flexible Bond Fund

Offsetting of Financial Assets and Derivative Assets as of February 28, 2015:

Description	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Statement of Assets and Liabilities		Net Amounts of Assets Presented in the Statement of Assets and Liabilities
Swap Agreements		1,609		—	$	1,609
Purchased Options and Swaptions Outstanding		4,115		—		4,115
Foreign Currency Contracts		3,054		—		3,054
	$	8,778	$	—	$	8,778

Offsetting of Financial Liabilities and Derivative Liabilities as of February 28, 2015:

Description	Gross Amounts of Recognized Liabilities			Gross Amounts Offset in the Statement of Assets and Liabilities		Net Amounts of Liabilities Presented in the Statement of Assets and Liabilities
Futures Contracts	$	(876	)	$	—	$	(876	)
Swap Agreements		(1,984	)		—		(1,984	)
Purchased Options and Swaptions Outstanding		(4,050	)		—		(4,050	)
Foreign Currency Contracts		(1,582	)		—		(1,582	)
	$	(8,492	)	$	—	$	(8,492	)

Financial Assets, Derivative Assets, and Collateral Pledged by Counterparty as of February 28, 2015:

	Net amount of Assets Presented in the Statement of Assets and Liabilities			Gross Amounts Not Offset in the Statement of Assets and Liabilities
Counterparty				Financial Instruments		Cash Collateral Received			Net Amount
Bank of America, N.A.	$	(119	)	$	—	$	—		$	(119	)
Barclays Bank PLC		560			—		—			560
Barclays Capital		1			—		—			1
BNP Paribas, N.A.		(145	)		—		330			—
CitiBank, N.A		628			—		(220	)		408
Credit Suisse International		360			—		—			360
Credit Suisse Securities USA LLC		19			—		971			—
Deutsche Bank AG		(91	)		—		200			—
Deutsche Bank AG New York		54			—		—			54
Goldman Sachs Bank USA		76			—		—			76
Goldman Sachs Capital Market LP		(4	)		—		—			(4	)
Goldman Sachs Int’l		(14	)		—		(350	)		(364	)
HSBC Bank PLC		194			—		—			194
HSBC Bank USA		30			—		—			30
JPMorgan Chase Bank, N.A.		(275	)		—		180			(95	)
Morgan Stanley & Co. Inc.		(144	)		—		302			—
Morgan Stanley Capital		(79	)		—		(35	)		(114	)

65

American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

	Net amount of Assets Presented in the Statement of Assets and Liabilities			Gross Amounts Not Offset in the Statement of Assets and Liabilities
Counterparty				Financial Instruments		Cash Collateral Received		Net Amount
Royal Bank of Scotland	$	(729	)	$	—	$	—	$	(729	)
UBS AG		(36	)		—		300		—
	$	286		$	—	$	1,678	$	257

7. Federal Income and Excise Taxes

It is the policy of the Fund to qualify as a regulated investment company (“RIC”), by complying with all applicable provisions of Subchapter M of the Internal Revenue Code, as amended, and to make distribution of taxable income sufficient to relieve it from substantially all federal income and excise taxes. For federal income tax purposes, the Fund is treated as a single entity for the purpose of determining such qualification.

The Fund does not have any unrecognized tax benefits in the accompanying financial statements. The tax periods ended August 31, 2012, 2013, and 2014 remain subject to examination by the Internal Revenue Service. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in “Other expense” on the Statement of Operations.

Dividends are categorized in accordance with income tax regulations which may treat certain transactions differently than U.S. GAAP. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements.

The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on returns of income earned or gains realized or repatriated. Taxes are accrued and applied to net investment income, net realized capital gains and net unrealized appreciation or depreciation, as applicable, as the income is earned or capital gains are recorded.

The tax character of distributions paid was as follows (in thousands):

	Six Months ended February 28, 2015		Year ended August 31, 2014
Distributions paid from:	(unaudited)
Ordinary income*:
Institutional Class	$	2,926	$	3,409
Y Class		731		766
Investor Class		305		834
A Class		432		600
C Class		121		123
Tax Basis Return of Capital:
Institutional Class		—		405
Y Class		—		108
Investor Class		—		167
A Class		—		132
C Class		—		41
Total distributions paid	$	4,515	$	6,585

* For tax purposes, short-term capital gains are considered ordinary income distributed.

As of February 28, 2015, the components of distributable earnings (deficits) on a tax basis were as follows (in thousands):

66

American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

Cost basis of investments for federal income tax purposes**	$	261,659
Unrealized appreciation		45,964
Unrealized depreciation		(53,840	)
Net unrealized appreciation or (depreciation)		(7,876	)
Undistributed ordinary income		11,627
Accumulated gain (loss)		(11,282	)
Other temporary differences		(226	)
Distributable earnings or(deficit)	$	(7,757	)

** Includes fair value of swap agreements.

Financial reporting records are adjusted for permanent book/tax differences to reflect tax character. Financial records are not adjusted for temporary differences. The temporary differences between financial reporting and tax-basis reporting of unrealized appreciation or depreciation are attributable primarily to the tax deferral of losses from wash sales and the realization for tax purposes of unrealized gain (losses) on certain derivative instruments.

Due to inherent differences in the recognition of income and expenses and realized gains (losses) under U.S. GAAP and federal tax regulation, permanent differences between book and tax reporting have been identified and appropriately reclassified on the Statement of Assets and Liabilities.

Accordingly, the following amounts represent current year permanent differences derived from foreign currency and income from swaps that have been reclassified as of February 28, 2015 (in thousands):

Paid-in-capital	$	—
Undistributed net investment income		13,798
Accumulated net realized gain(loss)		(13,797	)
Unrealized appreciation(depreciation) of investments, futures contracts, option and swaption contracts and foreign currency translations		(1	)

Under the Regulated Investment Company Modernization Act of 2010 (the “RIC MOD”), net capital losses recognized by Funds in taxable years beginning after December 22, 2010 are carried forward indefinitely and retain their character as short-term and/ or long-term losses.

As of February 28, 2015, the Fund has $6,574 short-term and $4,708 long term post RIC MOD capital loss carryforwards (in thousands).

8. Investment Transactions

The aggregate cost of purchases and proceeds from sales of investments other than short-term obligations for the six months ended February 28, 2015 were as follows (in thousands):

	Purchases		Sales
Securities	$	602,105	$	671,378
U.S. Treasury Obligations		359,350		375,141

9. Option Contracts Written

The premium amount and number of option contracts written during the six months ended February 28, 2015 were as follows (dollars in thousands):

	Number of Contracts			Notional Amount			Amount of Premiums
Outstanding at August 31, 2014		(2,768,750	)	$	(2,840,777	)	$	(3,775	)
Options written		(4,367,166	)		(4,298,583	)		(4,276	)
Options expired		388,120			389,639			2,365
Options exercised		10,166			10,172			48
Options closed		4,900,442			4,901,847			2,114
Outstanding at February 28, 2015		(1,837,188	)	$	(1,837,702	)	$	(3,524	)

67

American Beacon Flexible Bond Fund^SM

Notes to Financial Statements

February 28, 2015 (Unaudited)

10. Capital Share Transactions

The tables below summarize the activity in capital shares for each Class of the Fund (dollars and shares in thousands):

For the Six Months ended February 28, 2015

	Institutional Class						Y Class						Investor Class
	Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		2,288		$	23,024			1,075		$	11,075			183		$	1,860
Reinvestment of dividends		285			2,877			72			722			30			300
Shares redeemed		(4,152	)		(42,598	)		(1,346	)		(13,748	)		(1,689	)		(17,143	)
Net (decrease) in shares outstanding		(1,579	)	$	(16,697	)		(199	)	$	(1,951	)		(1,476	)	$	(14,983	)

	A Class						C Class
	Shares			Amount			Shares			Amount
Shares sold		201		$	2,055			103		$	1,044
Reinvestment of dividends		29			294			11			107
Shares redeemed		(867	)		(8,765	)		(294	)		(2,961	)
Net (decrease) in shares outstanding		(637	)	$	(6,416	)		(180	)	$	(1,810	)

For the year ended August 31, 2014

	Institutional Class						Y Class						Investor Class
	Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		6,045		$	62,069			2,678		$	27,490			1,370		$	14,002
Reinvestment of dividends		368			3,756			81			827			96			978
Shares redeemed		(1,719	)		(17,670	)		(2,978	)		(30,607	)		(4,588	)		(46,957	)
Net increase (decrease) in shares outstanding		4,694		$	48,155			(219	)	$	(2,290	)		(3,122	)	$	(31,977	)

	A Class						C Class
	Shares			Amount			Shares			Amount
Shares sold		900		$	9,161			202		$	2,048
Reinvestment of dividends		56			565			14			139
Shares redeemed		(2,384	)		(24,266	)		(639	)		(6,482	)
Net (decrease) in shares outstanding		(1,428	)	$	(14,540	)		(423	)	$	(4,295	)

11. Subsequent Event

Agreement and Plan of Merger

On November 20, 2014, Lighthouse Holdings Parent, Inc. (“LHPI”), the indirect parent company of American Beacon Advisors, Inc., the Trusts’ investment manager, entered into an Agreement and Plan of Merger pursuant to which LHPI agreed to be acquired by investment funds managed by Kelso & Company, L.P. and Estancia Capital Management, LLC, both of which are private equity firms (“Transaction”). The Transaction is expected to close in the second calendar quarter of 2015, subject to customary closing conditions, including obtaining necessary client consents and approval from the Funds’ shareholders. There can be no assurance that the Transaction will be consummated as contemplated or that necessary conditions will be satisfied.

This change in control is deemed to be an “assignment” under the Investment Company Act of 1940 (the “1940 Act”) of the Trusts’ existing investment management agreement with the Manager and the sub-advisory agreements between the Trusts, the Manager, and each sub-advisor to the Funds and will result in automatic termination of each agreement. A new investment management agreement has been submitted to

68

the Funds’ shareholders for approval and the Funds’ Board of Trustees approved new agreements with each sub-advisor under substantially the same terms as the current agreements.

The Transaction is not expected to result in any change in the portfolio management of the Fund or in the Fund’s investment objectives or policies.

69

American Beacon Funds^SM

Affirmation of the Commodity Pool Operator

February 28, 2015 (Unaudited)

	Institutional Class															Y Class
	Six Months Ended Feb. 28, 2015			Year Ended August 31,									July 5 to Aug. 31, 2011			Six Months Ended Feb. 28, 2015			Year Ended August 31,									July 5 to Aug. 31, 2011
				2014			2013			2012									2014			2013			2012
	(unaudited)															(unaudited)
Net asset value, beginning of period	$	10.33		$	10.21		$	10.48		$	10.05		$	10.00		$	10.33		$	10.22		$	10.51		$	10.05		$	10.00
Income from investment operations:
Net investment income (loss)		0.10			0.21			0.34			0.02			0.02			0.08			0.18			0.22			0.10			0.02
Net gains (losses) from investments (both realized and unrealized)		(0.11	)		0.16			(0.24	)		0.59			0.05			(0.10	)		0.17			(0.15	)		0.53			0.05
Total income (loss) from investment operations		(0.01	)		0.37			0.10			0.61			0.07			(0.02	)		0.35			0.07			0.63			0.07
Less distributions:
Dividends from net investment income		(0.21	)		(0.18	)		(0.23	)		(0.18	)		(0.02	)		(0.20	)		(0.17	)		(0.22	)		(0.17	)		(0.02	)
Distributions from net realized gains		—			(0.07	)		(0.14	)		—			—			—			(0.07	)		(0.14	)		—			—
Return of capital		—			—			—			—			0.00	A		—			—			—			—			—
Total distributions		(0.21	)		(0.25	)		(0.37	)		(0.18	)		(0.02	)		(0.20	)		(0.24	)		(0.36	)		(0.17	)		(0.02	)
Net asset value, end of period	$	10.11		$	10.33		$	10.21		$	10.48		$	10.05		$	10.11		$	10.33		$	10.22		$	10.51		$	10.05
Total return B		(0.13	)%C		3.70	%		0.83	%		6.34	%		0.70	%C		(0.18	)%C		3.51	%		0.58	%		6.20	%		0.69	%C
Ratios and supplemental data:
Net assets, end of period (in thousands)	$	157,585		$	177,201		$	127,322		$	13,095		$	28,105		$	35,241		$	38,034		$	39,898		$	13,132		$	144
Ratios to average net assets:
Expenses, before reimbursements		1.30	%D		1.24	%		1.22	%		1.42	%		3.58	%D		1.36	%D		1.29	%		1.26	%		1.49	%		18.27	%D
Expenses, net of reimbursements		0.90	%D		0.90	%		0.90	%		0.90	%		—	%D		0.99	%D		0.99	%		0.99	%		0.99	%		—	%D
Net investment income (loss), before reimbursements		1.42	%D		1.61	%		0.84	%		0.44	%		(2.37	)%D		1.36	%D		1.51	%		0.91	%		0.54	%		(17.04	)%D
Net investment income (loss), net of reimbursements		1.82	%D		1.94	%		1.15	%		0.96	%		1.20	%D		1.74	%D		1.81	%		1.19	%		1.04	%		1.23	%D
Portfolio turnover rate		243	%C		387	%		112	%		88	%		44	%E		243	%C		387	%		112	%		88	%		44	%E

^A Amount represents less than $0.01 per share.

^B Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

^C Not annualized.

^D Annualized.

^E Portfolio turnover rate is for the period from July 5, 2011, the inception date, through August 31, 2011 and is not annualized.

70

American Beacon Flexible Bond Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

Investor Class															A Class															C Class
Six Months Ended Feb. 28, 2015			Year Ended August 31,									July 5 to Aug. 31, 2011			Six Months Ended Feb. 28, 2015			Year Ended August 31,									July 5 to Aug. 31, 2011			Six Months Ended Feb. 28, 2015			Year Ended August 31,									July 5 to Aug. 31, 2011
			2014			2013			2012									2014			2013			2012									2014			2013			2012
(unaudited)															(unaudited)															(unaudited)
$	10.31		$	10.21		$	10.51		$	10.07		$	10.00		$	10.27		$	10.16		$	10.49		$	10.06		$	10.00		$	10.22		$	10.11		$	10.49		$	10.09		$	10.00
	(0.41	)		0.02			0.18			0.09			0.02			0.01			0.10			0.21			0.07			0.02			(0.01	)		0.02			0.14			0.04			0.02
	0.38			0.30			(0.13	)		0.52			0.07			(0.04	)		0.21			(0.18	)		0.51			0.06			(0.06	)		0.22			(0.19	)		0.48			0.09
	(0.03	)		0.32			0.05			0.61			0.09			(0.03	)		0.31			0.03			0.58			0.08			(0.07	)		0.24			(0.05	)		0.52			0.11
	(0.18	)		(0.15	)		(0.21	)		(0.17	)		(0.02	)		(0.18	)		(0.13	)		(0.22	)		(0.15	)		(0.02	)		(0.12	)		(0.06	)		(0.19	)		(0.12	)		(0.02	)
	—			(0.07	)		(0.14	)		—			—			—			(0.07	)		(0.14	)		—			—			—			(0.07	)		(0.14	)		—			—
	—			—			—			—			—			—			—			—			—			—			—			—			—			—			—
	(0.18	)		(0.22	)		(0.35	)		(0.17	)		(0.02	)		(0.18	)		(0.20	)		(0.36	)		(0.15	)		(0.02	)		(0.12	)		(0.13	)		(0.33	)		(0.12	)		(0.02	)
$	10.10		$	10.31		$	10.21		$	10.51		$	10.07		$	10.06		$	10.27		$	10.16		$	10.49		$	10.06		$	10.03		$	10.22		$	10.11		$	10.49		$	10.09
	(0.29	)%C		3.13	%		0.38	%		5.99	%		0.90	%C		(0.29	)%C		3.12	%		0.16	%		5.70	%		0.80	%C		(0.67	)%C		2.37	%		(0.54	)%		5.15	%		1.11	%C
$	9,003		$	24,411		$	56,015		$	21,245		$	277		$	20,189		$	27,146		$	41,376		$	10,387		$	2,064		$	9,120		$	11,127		$	15,292		$	5,641		$	380
	1.54	%D		1.43	%		1.54	%		1.76	%		8.22	%D		1.68	%D		1.68	%		1.67	%		1.93	%		4.49	%D		2.43	%D		2.43	%		2.43	%		2.74	%		9.66	%D
	1.27	%D		1.27	%		1.27	%		1.27	%		—	%D		1.29	%D		1.38	%		1.39	%		1.39	%		—	%D		2.04	%D		2.13	%		2.14	%		2.14	%		—	%D
	1.26	%D		1.34	%		0.65	%		0.30	%		(6.93	)%D		1.05	%D		1.10	%		0.50	%		0.05	%		(3.25	)%D		0.30	%D		0.35	%		(0.24	)%		(0.73	)%		(8.48	)%D
	1.53	%D		1.50	%		0.92	%		0.79	%		1.29	%D		1.44	%D		1.40	%		0.79	%		0.59	%		1.24	%D		0.69	%D		0.66	%		0.04	%		(0.13	)%		1.18	%D
	243	%C		387	%		112	%		88	%		44	%E		243	%C		387	%		112	%		88	%		44	%E		243	%C		387	%		112	%		88	%		44	%E

71

American Beacon Funds^SM

Affirmation of the Commodity Pool Operator

February 28, 2015 (Unaudited)

To the best of my knowledge and belief, the information contained in the attached financial statements for the period from September 1, 2014 to February 28, 2015, is accurate and complete.

Melinda G. Heika, Treasurer

American Beacon Advisors, Inc.

Commodity Pool Operator for the American Beacon Flexible Bond Fund

72

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73

Delivery of Documents

eDelivery is NOW AVAILABLE – Stop traditional mail delivery and receive your

shareholder reports and summary prospectus on-line. Sign up at

www.americanbeaconfunds.com

If you invest in the Fund through a financial institution, you may be able to receive the Fund’s regulatory mailings, such as the Summary Prospectus, Annual Report and Semi-Annual Report, by e-mail. If you are interested in this option, please go to www.icsdelivery.com and search for your financial institution’s name or contact your financial institution directly.

To obtain more information about the Fund:

By E-mail: american_beacon.funds@ambeacon.com	On the Internet: Visit our website at www.americanbeaconfunds.com
By Telephone: Institutional, Y, and Investor Classes Call (800) 658-5811	By Mail: American Beacon Funds P.O. Box 219643 Kansas City, MO 64121-9643
Availability of Quarterly Portfolio Schedules In addition to the Schedule of Investments provided in each semi-annual and annual report, the Fund files a complete schedule of its portfolio holdings with the Securities and Exchange Commission (“SEC”) on Form N-Q as of the first and third fiscal quarters. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Section, 100 F Street, NE, Washington, DC 20549-1520. Information regarding the operation of the SEC’s Public Reference Room may be obtained by calling 202-551-8090. A complete schedule of the Fund’s portfolio holdings is also available at www.americanbeaconfunds.com approximately sixty days after the end of each quarter.	Availability of Proxy Voting Policy and Records A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available in the Fund’s Statement of Additional Information, is available free of charge on the Fund’s website www.americanbeaconfunds.com and by calling 1-800-967-9009 or by accessing the SEC’s website at www.sec.gov. The Fund’s proxy voting record for the most recent year ended August 31 is filed annually with the SEC on Form N-PX. The Fund’s Forms N-PX are available on the SEC’s website at www.sec.gov. The Fund’s proxy voting record may also be obtained by calling 1-800-967-9009.

Fund Service Providers:

CUSTODIAN State Street Bank and Trust Boston, Massachusetts TRANSFER AGENT Boston Financial Data Services Kansas City, Missouri INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Ernst & Young LLP Dallas, Texas DISTRIBUTOR Foreside Fund Services, LLC Portland, Maine

This report is prepared for shareholders of the American Beacon Funds and may be distributed to others only if preceded or accompanied by a current Prospectus or Summary Prospectus.

American Beacon Funds and American Beacon Flexible Bond Fund are service marks of American Beacon Advisors, Inc.

SAR 2/15

ITEM 2. CODE OF ETHICS.

The Trust did not amend the code of ethics that applies to its principal executive and financial officers (“the code”) nor did it grant any waivers to the provisions of the code during the period covered by the shareholder reports presented in Item 1.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not Applicable.

ITEM 6. SCHEDULE OF INVESTMENTS.

The schedules of investments for each series of the Trust are included in the shareholder reports presented in Item 1.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The Trust has made no material changes to the procedures by which shareholders may recommend nominees to the Trust’s Board of Trustees since the Trust last disclosed such procedures in Schedule 14A.

ITEM 11. CONTROLS AND PROCEDURES.

(a) Based upon an evaluation within 90 days of the filing date of this report, the principal executive and financial officers concluded that the disclosure controls and procedures of the Trust are effective.

(b) There were no changes in the Trust’s internal control over financial reporting during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Trust’s internal control over financial reporting.

ITEM 12. EXHIBITS.

(a)(1) Not applicable.

(a)(2) A separate certification for each principal executive officer and principal financial officer of the Trust as required by Rule 30a-2(a) under the Investment Company Act of 1940 is attached hereto as EX-99.CERT.

(a)(3) Not applicable.

(b) The certifications required by Rule 30a-2(b) under the Investment Company Act of 1940 are attached hereto as EX-99.906CERT.

SIGNATURES

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

(Registrant): American Beacon Funds

By	/s/ Gene L. Needles, Jr.
	Gene L. Needles, Jr.
	President

Date: May 5, 2015

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/ Gene L. Needles, Jr.
	Gene L. Needles, Jr.
	President

Date: May 5, 2015

By	/s/ Melinda G. Heika
	Melinda G. Heika
	Treasurer

Date: May 5, 2015

EX-99.CE

For period ended 2/28/2015

Registrant Name: American Beacon Funds

File Number: 811-4984

EXHIBIT 99.CERT

I, Melinda G. Heika, certify that:

1. I have reviewed this report on Form N-CSR of American Beacon 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 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 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 5, 2015	/s/ Melinda G. Heika
	Melinda G. Heika
	Treasurer
	American Beacon Funds

I, Gene L. Needles, Jr., certify that:

1. I have reviewed this report on Form N-CSR of American Beacon 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 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 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 5, 2015	/s/ Gene L. Needles, Jr.
	Gene L. Needles, Jr.
	President
	American Beacon Funds

EX-99.906CE

For period ended 2/28/2015

Registrant Name: American Beacon Funds

File Number: 811-4984

EXHIBIT 99.906CERT

Gene L. Needles, Jr. and Melinda G. Heika, respectively, the President and Treasurer of the American Beacon Funds (the “Registrant”), each certify to the best of his or her knowledge and belief that:

1. the Registrant’s report on Form N-CSR for the period ended February 28, 2015 (the “Form N-CSR”) fully complies with the requirements of Section 15(d) of the Securities Exchange Act of 1934, as amended; and

2. the information contained in such Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

/s/ Gene L. Needles, Jr.	/s/ Melinda G. Heika
Gene L. Needles, Jr.	Melinda G. Heika
President	Treasurer
American Beacon Funds	American Beacon Funds

Date: May 5, 2015

A signed original of this written statement required by Section 906 has been provided to American Beacon Funds and will be retained by American Beacon Funds and furnished to the Securities and Exchange Commission or its staff.