N-CSRS

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-4984

AMERICAN BEACON FUNDS

(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) 391-6100

Date of fiscal year end: October 31, 2019

Date of reporting period: April 30, 2019

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

ITEM 1. REPORTS TO STOCKHOLDERS.

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.

LARGE CAP VALUE FUND RISKS

Investing in value stocks may limit downside risk over time; however, the Fund may produce more modest gains than riskier stock funds as a trade-off for this potentially lower risk. 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 participates in a securities lending program. 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

April 30, 2019

Contents

President’s Message	1
Performance Overview	2
Expense Examples	4
Schedule of Investments:
American Beacon Large Cap Value Fund	6
Financial Statements	14
Notes to Financial Statements	18
Financial Highlights:
American Beacon Large Cap Value Fund	36

Additional Fund Information Back Cover

President’s Message

Dear Shareholders,   At American Beacon, we take our heritage as a fiduciary very seriously – and we apply that mindset to all aspects of our business as a fund manager. As a result, for more than 30 years, we have endeavored to:   u   Identify, engage and oversee the best money managers. As a manager of managers, our goal is to engage the most effective money managers for each asset class, investment style and market strategy we offer. We are committed to partnering with those we judge to be “the best of the best” when it comes to choosing sub-advisors for our mutual funds. Whether our due-diligence process results in the selection of one sub-advisor or multiple sub-advisors, we select those we believe show the greatest potential to help us meet the high standards you’ve come to expect.

u Offer a variety of innovative investment solutions. Our mutual funds – which span the domestic, international, global, frontier and emerging markets – are sub-advised by experienced money managers who employ distinctive, proprietary investment processes to manage assets through a variety of economic and market conditions. From offering some of the first multi-manager funds, one of the first retirement income funds and the first open-ended mutual fund in the U.S. to focus primarily on frontier-market debt, our robust history includes applying a disciplined, solutions-based approach to our product development process in an effort to help you grow your assets while mitigating risk.

u Provide a solutions-based approach to achieving long-term investment goals. We seek to provide investment solutions that might enable you to benefit from taking a more disciplined approach to investing. Our mutual funds provide access to institutional-quality, research-intensive investment managers with diverse processes and styles. Over the long run, having such access and spending time in the market – rather than trying to time the market – may better position you to reach your long-term investment goals during market upswings and potentially insulate against market downswings.

Our management approach is more than a concept; it’s the cornerstone of American Beacon’s culture. And we strive to employ it at every turn as we seek to provide a well-diversified line of investment solutions to help our shareholders seek long-term rewards.

Thank you for your continued interest in American Beacon. For additional information about our investment products 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 Large Cap Value Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

The Investor Class of the American Beacon Large Cap Value Fund (the “Fund”) returned 7.25% for the six months ended April 30, 2019, underperforming the Russell 1000^® Value Index (the “Index”) return of 7.90% for the same period.

Average Annual Total Returns for the Period ended April 30, 2019
	Ticker	6 Months*			1 Year			3 Years			5 Years			10 Years
Institutional Class (1,7)	AADEX		7.42	%		6.59	%		11.65	%		7.34	%		13.36	%
Y Class (1,2,7)	ABLYX		7.39	%		6.48	%		11.58	%		7.26	%		13.27	%
Investor Class (1,7)	AAGPX		7.25	%		6.24	%		11.28	%		6.98	%		12.96	%
Advisor Class (1,7)	AVASX		7.12	%		6.06	%		11.11	%		6.82	%		12.81	%
A without Sales Charge (1,3,7)	ALVAX		7.20	%		6.22	%		11.25	%		6.94	%		12.88	%
A with Sales Charge (1,3,7)	ALVAX		1.02	%		0.11	%		9.09	%		5.69	%		12.21	%
C without Sales Charge (1,4,7)	ALVCX		6.84	%		5.49	%		10.48	%		6.17	%		12.15	%
C with Sales Charge (1,4,7)	ALVCX		5.84	%		4.49	%		10.48	%		6.17	%		12.15	%
R6 Class (1,5,7)	AALRX		7.43	%		6.60	%		11.67	%		7.35	%		13.37	%
Russell 1000 Value Index (6)			7.90	%		9.06	%		10.97	%		8.27	%		13.76	%

* 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. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only; and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights.

2. Fund performance for the ten-year period represents the total returns achieved by the Institutional Class from 4/30/09 up to 8/3/09, the inception date of the Y Class, and the returns of the Y Class since its inception. Expenses of the Y Class are higher than those of the Institutional Class. As a result, total returns shown may be higher than they would have been had the Y Class been in existence since 4/30/09.

3. Fund performance for the ten-year period represents the total returns achieved by the Investor Class from 4/30/09 through 5/17/10, the inception date of the A Class, and the returns of the A Class since its inception. Expenses of the A 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 A Class been in existence since 4/30/09. A Class shares have a maximum sales charge of 5.75%.

4. Fund performance for the ten-year period represents the total returns achieved by the Investor Class from 4/30/09 through 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 4/30/09. A portion of the fees charged to the C Class was waived from 2010 through 2012, partially recovered in 2013, fully recovered in 2014. Performance prior to waiving fees was lower than the actual returns shown for 2010 through 2012. C Class shares have a maximum contingent deferred sales charge of 1.00% for shares redeemed within one year of the date of purchase.

5. Fund performance for the three-year, five-year and ten-year periods represents the returns achieved by the Institutional Class from 4/30/09 through 2/28/17, the inception date of the R6 Class, and the returns of the R6 Class since its inception. Expenses of the R6 Class are lower than those of the Institutional Class. As a result, total returns shown may be lower than they would have been had the R6 Class been in existence since 4/30/09. A portion of the fees charged to the R6 Class of the Fund was waived in 2017 and 2018 and partially recouped in 2019. Performance prior to waiving fees was lower than the actual returns shown for 2017 and 2018.

6. 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 Frank Russell Company. Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks and copyrights related to the Russell Indexes. Russell^® is a trademark of Frank Russell Company. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes and/or Russell ratings or underlying data, and no party may rely on any Russell Indexes and/or Russell ratings and/or underlying data contained in this communication. No further distribution of Russell Data is permitted without Russell’s express written consent. Russell does not promote, sponsor or endorse the content of this communication. One cannot directly invest in an index.

7. The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the Institutional, Y, Investor, Advisor, A, C, and R6 Class shares were 0.62%, 0.68%, 0.95%, 1.09%, 0.93%, 1.64%, and 0.59%, 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.

2

American Beacon Large Cap Value Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

The Fund underperformed the Index due to both sector allocation and stock selection hindering the Fund relative to the Index for the six-month period.

Sector allocation hurt as an overweight to Energy – the worst performing sector in the Index – and an underweight to Real Estate (down 1.1% and up 12.5%, respectively), weighed on relative performance compared to the Index. The Fund’s overweight position in Industrials (up 14.5%) somewhat muted relative outperformance during the period.

The Fund’s investments in the Health Care and Energy sectors contributed most of the stock selection underperformance. In the Health Care sector, CVS Health Corp. (down 24.2%) and Medtronic PLC. (up 0.6%) were the largest negative contributors. Positions in Conocophillips (down 9.2%) and Schlumberger Ltd. (down 14.8%) hurt the Fund’s returns in the Energy sector. Stock selections in the Materials sector partially offset relative performance. In this sector, Air Products & Chemicals, Inc. (up 34.6%) and Crown Holdings, Inc. (up 37.6%) helped the Fund’s returns.

The sub-advisors continue to invest in a broadly diversified portfolio of companies that they believe have attractive valuations and above-average earnings growth potential. This approach should allow the Fund to benefit over the longer term.

Top Ten Holdings (% Net Assets)
Citigroup, Inc.		2.8
JPMorgan Chase & Co.		2.8
Wells Fargo & Co.		2.2
Comcast Corp., Class A		2.1
American International Group, Inc.		2.0
BP PLC, Sponsored ADR		2.0
Microsoft Corp.		1.9
General Motors Co.		1.9
Medtronic PLC		1.8
Bank of America Corp.		1.7
Total Fund Holdings	197
Sector Allocation (% Equities)
Financials		25.5
Energy		12.3
Health Care		11.6
Industrials		11.0
Information Technology		10.4
Consumer Discretionary		8.1
Communication Services		6.7
Consumer Staples		6.0
Materials		5.1
Utilities		3.2
Real Estate		0.1

3

American Beacon Large Cap Value Fund^SM

Expense Examples

April 30, 2019 (Unaudited)

Fund Expense Example

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees, if applicable, and (2) ongoing costs, including management fees, distribution (12b-1) fees, sub-transfer agent fees, and other Fund expenses. The Examples are intended to help you understand the ongoing cost (in dollars) of investing in the Funds 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 November 1, 2018 through April 30, 2019.

Actual Expenses

The “Actual” lines of the tables provide information about actual account values and actual expenses. You may use the information on this page, 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 = $8.60), then multiply the result by the “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 Funds 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 tables provide information about hypothetical account values and hypothetical expenses based on the Funds’ actual expense ratio and an assumed 5% per year rate of return before expenses (not the Funds’ actual return). You may compare the ongoing costs of investing in the Funds 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 Funds 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 Funds, such as sales charges (loads) or redemption fees, as applicable. 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 tables 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.

4

American Beacon Large Cap Value Fund^SM

Expense Examples

April 30, 2019 (Unaudited)

American Beacon Large Cap Value Fund
	Beginning Account Value 11/1/2018		Ending Account Value 4/30/2019		Expenses Paid During Period 11/1/2018-4/30/2019*
Institutional Class
Actual		$1,000.00		$1,074.20		$3.09
Hypothetical**		$1,000.00		$1,021.82		$3.01
Y Class
Actual		$1,000.00		$1,073.90		$3.55
Hypothetical**		$1,000.00		$1,021.37		$3.46
Investor Class
Actual		$1,000.00		$1,072.40		$4.78
Hypothetical**		$1,000.00		$1,020.18		$4.66
Advisor Class
Actual		$1,000.00		$1,071.70		$5.55
Hypothetical**		$1,000.00		$1,019.44		$5.41
A Class
Actual		$1,000.00		$1,072.40		$4.98
Hypothetical**		$1,000.00		$1,019.98		$4.86
C Class
Actual		$1,000.00		$1,068.40		$8.62
Hypothetical**		$1,000.00		$1,016.46		$8.40
R6 Class
Actual		$1,000.00		$1,074.30		$2.98
Hypothetical**		$1,000.00		$1,021.92		$2.91

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 0.60%, 0.69%, 0.93%, 1.08%, 0.97%, 1.68%, and 0.58% for the Institutional, Y, Investor, Advisor, A, C, and R6 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.

5

American Beacon Large Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 97.33%
Communication Services - 6.55%
Diversified Telecommunication Services - 1.30%
AT&T, Inc.		1,740,100		$	53,873,496
Verizon Communications, Inc.		408,833			23,381,159
					77,254,655
Interactive Media & Services - 0.88%
Facebook, Inc., Class AA		271,200			52,450,080
Media - 3.92%
CBS Corp., Class B, NVDR		314,003			16,098,934
Comcast Corp., Class A		2,907,694			126,571,920
Discovery, Inc., Class CA		1,476,300			42,458,388
Interpublic Group of Cos., Inc.		302,900			6,966,700
News Corp., Class A		1,441,000			17,897,220
Omnicom Group, Inc.		296,304			23,713,209
					233,706,371
Wireless Telecommunication Services - 0.45%
Vodafone Group PLC, Sponsored ADR		1,455,750			26,960,490
Total Communication Services					390,371,596
Consumer Discretionary - 7.84%
Auto Components - 1.42%
Adient PLC		407,298			9,408,584
Aptiv PLC		148,186			12,699,540
Garrett Motion, Inc.A		19,626			368,969
Goodyear Tire & Rubber Co.		682,300			13,106,983
Lear Corp.		20,459			2,925,637
Magna International, Inc.		833,541			46,378,221
					84,887,934
Automobiles - 2.07%
General Motors Co.		2,852,063			111,087,854
Harley-Davidson, Inc.		322,549			12,008,499
					123,096,353
Hotels, Restaurants & Leisure - 0.98%
Aramark		1,147,928			35,677,602
Norwegian Cruise Line Holdings Ltd.A		401,500			22,640,585
					58,318,187
Household Durables - 1.32%
DR Horton, Inc.		476,400			21,109,284
Mohawk Industries, Inc.A		212,600			28,966,750
PulteGroup, Inc.		711,800			22,393,228
Tupperware Brands Corp.		257,800			6,135,640
					78,604,902
Internet & Direct Marketing Retail - 0.24%
eBay, Inc.		370,600			14,360,750
Multiline Retail - 1.06%
Dollar General Corp.		502,856			63,405,113
Specialty Retail - 0.70%
Lowe’s Cos, Inc.		370,086			41,871,530

See accompanying notes

6

American Beacon Large Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 97.33% (continued)
Consumer Discretionary - 7.84% (continued)
Textiles, Apparel & Luxury Goods - 0.05%
Hanesbrands, Inc.		156,491		$	2,827,793
Total Consumer Discretionary					467,372,562
Consumer Staples - 5.85%
Beverages - 1.27%
Diageo PLC, Sponsored ADR		114,758			19,352,789
Molson Coors Brewing Co., Class B		463,250			29,736,017
PepsiCo, Inc.		208,519			26,700,858
					75,789,664
Food Products - 1.86%
Archer-Daniels-Midland Co.		187,670			8,370,082
Danone S.A., Sponsored ADR		414,573			6,724,374
General Mills, Inc.		189,369			9,746,823
Ingredion, Inc.		72,300			6,850,425
JM Smucker Co.		49,562			6,077,788
Kellogg Co.		113,495			6,843,749
Mondelez International, Inc., Class A		301,800			15,346,530
Nestle S.A., Sponsored ADR		243,795			23,533,531
Tyson Foods, Inc., Class A		361,040			27,081,610
					110,574,912
Household Products - 0.29%
Colgate-Palmolive Co.		42,272			3,076,979
Kimberly-Clark Corp.		38,237			4,908,866
Procter & Gamble Co.		27,604			2,939,274
Reckitt Benckiser Group PLC, Sponsored ADR		402,995			6,536,579
					17,461,698
Personal Products - 0.41%
Unilever PLC, Sponsored ADR		404,600			24,599,680
Tobacco - 2.02%
Altria Group, Inc.		704,981			38,301,618
Imperial Brands PLC, Sponsored ADR		722,961			23,134,752
Philip Morris International, Inc.		679,843			58,847,210
					120,283,580
Total Consumer Staples					348,709,534
Energy - 11.94%
Energy Equipment & Services - 1.79%
Halliburton Co.		889,000			25,185,370
National Oilwell Varco, Inc.		567,200			14,826,608
Schlumberger Ltd.		1,563,680			66,737,863
					106,749,841
Oil, Gas & Consumable Fuels - 10.15%
Apache Corp.		1,014,100			33,374,031
BP PLC, Sponsored ADR		2,715,452			118,746,716
Canadian Natural Resources Ltd.		2,115,703			63,428,776
Chevron Corp.		707,701			84,966,582
ConocoPhillips		1,431,932			90,383,548
EOG Resources, Inc.		108,555			10,426,708
Exxon Mobil Corp.		136,069			10,923,619
Hess Corp.		486,092			31,168,219

See accompanying notes

7

American Beacon Large Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 97.33% (continued)
Energy - 11.94% (continued)
Oil, Gas & Consumable Fuels - 10.15% (continued)
Kosmos Energy Ltd.		820,845		$	5,491,453
Marathon Oil Corp.		1,892,286			32,244,553
Marathon Petroleum Corp.		128,780			7,838,839
Murphy Oil Corp.		639,660			17,424,338
Occidental Petroleum Corp.		79,905			4,704,806
Phillips 66		529,889			49,952,636
Pioneer Natural Resources Co.		23,969			3,989,880
Royal Dutch Shell PLC, Class A, Sponsored ADR		350,022			22,236,898
Royal Dutch Shell PLC, Class B, ADR		272,500			17,682,525
					604,984,127
Total Energy					711,733,968
Financials - 24.82%
Banks - 11.94%
Banco Santander S.A., ADRB		4,603,800			22,972,962
Bank of America Corp.		3,362,410			102,822,498
BB&T Corp.		344,015			17,613,568
CIT Group, Inc.		138,900			7,399,203
Citigroup, Inc.		2,402,855			169,881,848
Citizens Financial Group, Inc.		594,953			21,537,298
Fifth Third Bancorp		251,000			7,233,820
JPMorgan Chase & Co.		1,419,198			164,697,928
PNC Financial Services Group, Inc.		251,228			34,400,650
US Bancorp		579,337			30,890,249
Wells Fargo & Co.		2,730,707			132,193,526
					711,643,550
Capital Markets - 5.03%
Bank of New York Mellon Corp.		402,507			19,988,498
BlackRock, Inc.		29,697			14,410,172
Blackstone Group LP, MLP		942,078			37,174,398
E*TRADE Financial Corp.		388,600			19,686,476
Goldman Sachs Group, Inc.		287,747			59,252,862
Invesco Ltd.		878,200			19,294,054
KKR & Co., Inc., Class A		1,862,808			45,545,656
Moody’s Corp.		58,910			11,582,884
Morgan Stanley		334,678			16,148,213
Nasdaq, Inc.		171,949			15,853,698
State Street Corp.		508,622			34,413,365
T Rowe Price Group, Inc.		63,272			6,801,740
					300,152,016
Consumer Finance - 2.01%
Ally Financial, Inc.		244,500			7,264,095
American Express Co.		94,730			11,105,198
Capital One Financial Corp.		332,891			30,902,272
Discover Financial Services		267,000			21,757,830
Navient Corp.		958,499			12,949,321
SLM Corp.		2,773,786			28,181,666
Synchrony Financial		219,100			7,596,197
					119,756,579
Diversified Financial Services - 1.31%
AXA Equitable Holdings, Inc.		990,800			22,481,252
Berkshire Hathaway, Inc., Class BA		257,591			55,822,545
					78,303,797

See accompanying notes

8

American Beacon Large Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 97.33% (continued)
Financials - 24.82% (continued)
Insurance - 4.16%
American International Group, Inc.		2,531,461		$	120,421,600
Aon PLC		177,959			32,057,534
Chubb Ltd.		195,198			28,342,750
MetLife, Inc.		242,292			11,176,930
Travelers Cos., Inc.		388,151			55,796,706
					247,795,520
Mortgage Real Estate Investment Trusts (REITs) - 0.37%
Annaly Capital Management, Inc.		1,303,800			13,155,342
Two Harbors Investment Corp.		647,600			8,975,736
					22,131,078
Total Financials					1,479,782,540
Health Care - 11.33%
Biotechnology - 0.26%
Biogen, Inc.A		31,100			7,129,364
Gilead Sciences, Inc.		131,340			8,542,353
					15,671,717
Health Care Equipment & Supplies - 2.87%
Abbott Laboratories		229,971			18,296,493
Alcon, Inc.A		7,405			430,971
Danaher Corp.		185,635			24,585,499
Medtronic PLC		1,206,680			107,165,251
Zimmer Biomet Holdings, Inc.		169,517			20,877,714
					171,355,928
Health Care Providers & Services - 2.23%
Anthem, Inc.		223,218			58,713,030
Cigna Corp.A		131,132			20,829,007
CVS Health Corp.		817,327			44,446,242
McKesson Corp.		75,703			9,027,583
					133,015,862
Life Sciences Tools & Services - 0.32%
Thermo Fisher Scientific, Inc.		69,313			19,230,892
Pharmaceuticals - 5.65%
Bristol-Myers Squibb Co.		622,793			28,916,279
GlaxoSmithKline PLC, Sponsored ADR		554,434			22,803,870
Horizon Pharma PLCA		270,922			6,916,639
Jazz Pharmaceuticals PLCA		94,668			12,285,066
Johnson & Johnson		620,744			87,649,053
Merck & Co., Inc.		559,091			44,006,053
Mylan N.V.A		501,085			13,524,284
Novartis AG, Sponsored ADR		37,027			3,044,730
Pfizer, Inc.		1,935,562			78,603,173
Roche Holding AG, Sponsored ADR		176,384			5,831,255
Sanofi, ADR		753,031			32,930,046
					336,510,448
Total Health Care					675,784,847
Industrials - 10.70%
Aerospace & Defense - 1.97%
Embraer S.A., Sponsored ADR		235,400			4,710,354
General Dynamics Corp.		74,499			13,314,461

See accompanying notes

9

American Beacon Large Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 97.33% (continued)
Industrials - 10.70% (continued)
Aerospace & Defense - 1.97% (continued)
Lockheed Martin Corp.		39,547		$	13,182,202
Northrop Grumman Corp.		84,759			24,572,482
Raytheon Co.		143,419			25,469,780
United Technologies Corp.		254,466			36,289,396
					117,538,675
Air Freight & Logistics - 0.12%
United Parcel Service, Inc., Class B		69,111			7,340,970
Airlines - 0.96%
American Airlines Group, Inc.		994,840			34,003,631
Delta Air Lines, Inc.		399,500			23,286,855
					57,290,486
Building Products - 1.21%
Johnson Controls International PLC		1,903,864			71,394,900
Resideo Technologies, Inc.A		32,708			742,472
					72,137,372
Construction & Engineering - 0.13%
Fluor Corp.		189,000			7,508,970
Electrical Equipment - 0.46%
Eaton Corp. PLC		332,459			27,534,254
Industrial Conglomerates - 2.63%
3M Co.		77,091			14,609,516
General Electric Co.		7,644,378			77,743,324
Honeywell International, Inc.		372,392			64,658,423
					157,011,263
Machinery - 2.05%
CNH Industrial N.V.		2,631,839			28,687,045
Cummins, Inc.		199,097			33,107,840
Illinois Tool Works, Inc.		138,304			21,524,252
Ingersoll-Rand PLC		123,158			15,100,402
PACCAR, Inc.		102,351			7,335,496
Stanley Black & Decker, Inc.		109,168			16,004,029
Wabtec Corp.		7,754			574,339
					122,333,403
Professional Services - 0.20%
Equifax, Inc.		94,870			11,948,877
Road & Rail - 0.46%
Canadian National Railway Co.		95,782			8,886,654
Union Pacific Corp.		105,182			18,621,421
					27,508,075
Trading Companies & Distributors - 0.51%
AerCap Holdings N.V.A		544,800			27,043,872
HD Supply Holdings, Inc.A		67,481			3,083,207
					30,127,079
Total Industrials					638,279,424

See accompanying notes

10

American Beacon Large Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 97.33% (continued)
Information Technology - 10.10%
Communications Equipment - 0.26%
Telefonaktiebolaget LM Ericsson, Sponsored ADR		1,539,220		$	15,238,278
Electronic Equipment, Instruments & Components - 0.92%
Corning, Inc.		713,340			22,719,879
IPG Photonics Corp.A		113,500			19,831,855
TE Connectivity Ltd.		127,600			12,204,940
					54,756,674
IT Services - 1.59%
Accenture PLC, Class A		244,242			44,615,686
Amdocs Ltd.		50,936			2,805,555
Cognizant Technology Solutions Corp., Class A		97,421			7,107,836
DXC Technology Co.		86,094			5,659,819
Fidelity National Information Services, Inc.		147,472			17,096,429
Fiserv, Inc.A		204,566			17,846,338
					95,131,663
Semiconductors & Semiconductor Equipment - 2.97%
Analog Devices, Inc.		100,532			11,685,840
Marvell Technology Group Ltd.		994,000			24,869,880
Micron Technology, Inc.A		494,079			20,780,963
NVIDIA Corp.		91,200			16,507,200
QUALCOMM, Inc.		723,802			62,341,066
Texas Instruments, Inc.		347,153			40,905,038
					177,089,987
Software - 3.65%
Microsoft Corp.		879,611			114,877,197
Oracle Corp.		1,738,159			96,172,337
Teradata Corp.A		146,594			6,665,629
					217,715,163
Technology Hardware, Storage & Peripherals - 0.71%
Hewlett Packard Enterprise Co.		2,671,144			42,230,787
Total Information Technology					602,162,552
Materials - 5.01%
Chemicals - 3.67%
Air Products & Chemicals, Inc.		295,433			60,797,157
Dow, Inc.A		361,798			20,524,800
DowDuPont, Inc.		1,635,149			62,871,479
Eastman Chemical Co.		264,226			20,842,147
Huntsman Corp.		597,400			13,286,176
PPG Industries, Inc.		231,570			27,209,475
Sherwin-Williams Co.		29,877			13,588,956
					219,120,190
Containers & Packaging - 0.86%
Crown Holdings, Inc.A		522,500			30,372,925
International Paper Co.		448,286			20,984,268
					51,357,193
Metals & Mining - 0.48%
Freeport-McMoRan, Inc.		752,600			9,264,506
Newmont Goldcorp Corp.		617,300			19,173,338
					28,437,844
Total Materials					298,915,227

See accompanying notes

11

American Beacon Large Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 97.33% (continued)
Real Estate - 0.09%
Equity Real Estate Investment Trusts (REITs) - 0.09%
Public Storage		24,587		$	5,438,153
Utilities - 3.10%
Electric Utilities - 2.58%
Duke Energy Corp.		303,595			27,663,576
Entergy Corp.		455,815			44,168,473
FirstEnergy Corp.		316,257			13,292,282
PPL Corp.		607,354			18,955,518
Southern Co.		800,590			42,607,400
Xcel Energy, Inc.		118,778			6,710,957
					153,398,206
Multi-Utilities - 0.52%
Dominion Energy, Inc.		400,000			31,148,001
Total Utilities					184,546,207
Total Common Stocks (Cost $4,459,758,527)					5,803,096,610
SHORT-TERM INVESTMENTS - 2.65% (Cost $157,982,760)
Investment Companies - 2.65%
American Beacon U.S. Government Money Market Select Fund, Select Class, 2.37%C D		157,982,760			157,982,760
SECURITIES LENDING COLLATERAL - 0.37% (Cost $22,374,644)
Investment Companies - 0.37%
American Beacon U.S. Government Money Market Select Fund, Select Class, 2.37%C D		22,374,644			22,374,644
TOTAL INVESTMENTS - 100.35% (Cost $4,640,115,931)					5,983,454,014
LIABILITIES, NET OF OTHER ASSETS - (0.35%)					(21,136,242	)
TOTAL NET ASSETS - 100.00%				$	5,962,317,772
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 April 30, 2019.

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

^D 7-day yield.

ADR - American Depositary Receipt.

LP - Limited Partnership.

MLP - Master Limited Partnership.

NVDR - Non Voting Depositary Receipt.

PLC - Public Limited Company.

Long Futures Contracts Open on April 30, 2019:
Equity Futures Contracts
Description	Number of Contracts	Expiration Date	Notional Amount		Contract Value		Unrealized Appreciation (Depreciation)
S&P 500 E-Mini Index Futures	1,008	June 2019	$	142,369,713	$	148,604,400	$	6,234,687
			$	142,369,713	$	148,604,400	$	6,234,687

Index Abbreviations:
S&P 500	Standard & Poor’s U.S. Equity Large-Cap Index.

See accompanying notes

12

American Beacon Large Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of April 30, 2019, the investments were classified as described below:

Large Cap Value Fund	Level 1		Level 2		Level 3		Total
Assets
Common Stocks	$	5,803,096,610	$	-	$	-	$	5,803,096,610
Short-Term Investments		157,982,760		-		-		157,982,760
Securities Lending Collateral		22,374,644		-		-		22,374,644
Total Investments in Securities - Assets	$	5,983,454,014	$	-	$	-	$	5,983,454,014
Financial Derivative Instruments - Assets
Futures Contracts	$	6,234,687	$	-	$	-	$	6,234,687
Total Financial Derivative Instruments - Assets	$	6,234,687	$	-	$	-	$	6,234,687

U.S. GAAP requires transfers between all levels to/from level 3 to be disclosed. During the period ended April 30, 2019, there were no transfers into or out of Level 3.

See accompanying notes

13

American Beacon Large Cap Value Fund^SM

Statement of Assets and Liabilities

April 30, 2019 (Unaudited)

Assets:
Investments in unaffiliated securities, at fair value†§	$	5,803,096,610
Investments in affiliated securities, at fair value‡		180,357,404
Deposits with broker for futures contracts		510,637
Dividends and interest receivable		6,768,895
Receivable for investments sold		7,080,388
Receivable for fund shares sold		20,894,461
Receivable for tax reclaims		362,281
Receivable for variation margin on open futures contracts (Note 5)		6,236,966
Prepaid expenses		218,302
Total assets		6,025,525,944
Liabilities:
Payable for investments purchased		6,663,170
Payable for fund shares redeemed		28,707,797
Payable for expense reimbursement (Note 2)		24,011
Management and sub-advisory fees payable (Note 2)		4,802,103
Service fees payable (Note 2)		238,352
Transfer agent fees payable (Note 2)		96,228
Payable upon return of securities loaned (Note 9)§		22,374,644
Custody and fund accounting fees payable		121,271
Professional fees payable		76,719
Trustee fees payable (Note 2)		36,438
Payable for prospectus and shareholder reports		49,640
Other liabilities		17,799
Total liabilities		63,208,172
Net assets	$	5,962,317,772
Analysis of net assets:
Paid-in-capital	$	4,498,354,961
Total distributable earnings (deficits)A		1,463,962,811
Net assets	$	5,962,317,772

See accompanying notes

14

American Beacon Large Cap Value Fund^SM

Statement of Assets and Liabilities

April 30, 2019 (Unaudited)

Shares outstanding at no par value (unlimited shares authorized):
Institutional Class		127,578,547
Y Class		11,261,730
Investor Class		51,765,837
Advisor Class		2,757,129
A Class		2,218,738
C Class		280,039
R6 Class		24,632,137
Net assets:
Institutional Class	$	3,523,931,150
Y Class	$	308,767,323
Investor Class	$	1,317,817,984
Advisor Class	$	69,213,245
A Class	$	55,643,805
C Class	$	6,982,915
R6 Class	$	679,961,350
Net asset value, offering and redemption price per share:
Institutional Class	$	27.62
Y Class	$	27.42
Investor Class	$	25.46
Advisor Class	$	25.10
A Class	$	25.08
A Class (offering price)	$	26.61
C Class	$	24.94
R6 Class	$	27.60
† Cost of investments in unaffiliated securities	$	4,459,758,527
‡ Cost of investments in affiliated securities	$	180,357,404
§ Fair value of securities on loan	$	21,266,567
A The Fund’s investments in affiliated securities did not have unrealized appreciation (depreciation) at period end.

See accompanying notes

15

American Beacon Large Cap Value Fund^SM

Statement of Operations

For the period ended April 30, 2019 (Unaudited)

Investment income:
Dividend income from unaffiliated securities (net of foreign taxes)†	$	78,129,058
Dividend income from affiliated securities (Note 8)		2,169,345
Interest income		115,455
Income derived from securities lending (Note 9)		51,153
Total investment income		80,465,011
Expenses:
Management and sub-advisory fees (Note 2)		15,319,266
Transfer agent fees:
Institutional Class (Note 2)		566,400
Y Class (Note 2)		176,651
Investor Class		24,832
Advisor Class		1,552
A Class		954
R6 Class		6,183
Custody and fund accounting fees		310,431
Professional fees		137,965
Registration fees and expenses		67,292
Service fees (Note 2):
Investor Class		2,390,165
Advisor Class		81,627
A Class		35,172
C Class		3,776
Distribution fees (Note 2):
Advisor Class		79,992
A Class		61,663
C Class		32,866
Prospectus and shareholder report expenses		145,352
Trustee fees (Note 2)		197,452
Other expenses		247,551
Total expenses		19,887,142
Net fees waived and expenses recouped (Note 2)		24,011
Net expenses		19,911,153
Net investment income		60,553,858
Realized and unrealized gain (loss) from investments:
Net realized gain (loss) from:
Investments in unaffiliated securitiesA		143,666,715
Commission recapture (Note 1)		38,477
Foreign currency transactions		(8,939	)
Futures contracts		(1,845,538	)
Change in net unrealized appreciation of:
Investments in unaffiliated securitiesB		173,158,015
Futures contracts		17,852,073
Net gain from investments		332,860,803
Net increase in net assets resulting from operations	$	393,414,661
† Foreign taxes	$	649,958
A The Fund did not recognize net realized gains (losses) from the sale of investments in affiliated securities.
B The Fund’s investments in affiliated securities did not have a change in unrealized appreciation (depreciation) at period end.

See accompanying notes

16

American Beacon Large Cap Value Fund^SM

Statement of Changes in Net Assets

	Six Months Ended April 30, 2019			Year Ended October 31, 2018
	(unaudited)
Increase (decrease) in net assets:
Operations:
Net investment income	$	60,553,858		$	120,020,703
Net realized gain from investments in unaffiliated securities, commission recapture, foreign currency transactions, and futures contracts		141,850,715			496,658,492
Change in net unrealized appreciation (depreciation) of investments in unaffiliated securities, and futures contracts		191,010,088			(479,861,151	)
Net increase in net assets resulting from operations		393,414,661			136,818,044
Distributions to shareholders:
Total retained earnings:
Institutional Class		(307,696,338	)		(459,420,239	)
Y Class		(24,499,396	)		(38,692,156	)
Investor Class		(128,259,878	)		(196,784,505	)
Advisor Class		(5,201,321	)		(8,664,880	)
A Class		(4,356,396	)		(4,240,901	)
C Class		(544,161	)		(808,195	)
R6 Class		(48,893,430	)		(17,634,896	)
Net distributions to shareholders		(519,450,920	)		(726,245,772	)
Capital share transactions (Note 11):
Proceeds from sales of shares		427,488,844			1,360,517,349
Reinvestment of dividends and distributions		486,264,603			686,933,740
Cost of shares redeemed		(1,013,094,501	)		(2,588,058,224	)
Net (decrease) in net assets from capital share transactions		(99,341,054	)		(540,607,135	)
Net (decrease) in net assets		(225,377,313	)		(1,130,034,863	)
Net assets:
Beginning of period		6,187,695,085			7,317,729,948
End of period	$	5,962,317,772		$	6,187,695,085

See accompanying notes

17

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

1.  Organization and Significant Accounting Policies

American Beacon Funds (the “Trust”), is organized as a Massachusetts business trust. The Fund, a series within the Trust, is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company. As of April 30, 2019, the Trust consists of thirty-three active series, one of which is presented in this filing: American Beacon Large Cap Value Fund (the “Fund”). The remaining thirty-two active series are reported in separate filings.

American Beacon Advisors, Inc. (the “Manager”) is a Delaware corporation and a wholly-owned subsidiary of Resolute Investment Managers, Inc. (“RIM”) organized in 1986 to provide business management, advisory, administrative, and asset management consulting services to the Trust and other investors. The Manager is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). RIM is, in turn, a wholly-owned subsidiary of Resolute Acquisition, Inc., which is a wholly-owned subsidiary of Resolute Topco, Inc., a wholly-owned subsidiary of Resolute Investment Holdings, LLC (“RIH”). RIH is owned primarily by Kelso Investment Associates VIII, L.P., KEP VI, LLC and Estancia Capital Partners L.P., investment funds affiliated with Kelso & Company, L.P. (“Kelso”) or Estancia Capital Management, LLC (“Estancia”), which are private equity firms.

Recent Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-08, Premium Amortization of Purchased Callable Debt Securities. The amendments in the ASU shorten the premium amortization period on a purchased callable debt security from the security’s contractual life to the earliest call date. It is anticipated that this change will enhance disclosures by reducing losses recognized when a security is called on an earlier date. This ASU is effective for fiscal years beginning after December 15, 2018. The Manager continues to evaluate the impact this ASU will have on the financial statements and other disclosures.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (“Topic 820”). The amendments in the ASU impact disclosure requirements for fair value measurement. It is anticipated that this change will enhance the effectiveness of disclosures in the notes to the financial statements. This ASU is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted and can include the entire standard or certain provisions that exclude or amend disclosures. For the period ended April 30, 2019, the Fund has chosen to adopt the standard. The adoption of this ASU guidance did not have a material impact on the financial statements and other disclosures.

Class Disclosure

The 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	Eligible Investors	Minimum Initial Investments
Institutional	Large institutional investors - sold directly or through intermediary channels.	$	250,000
Y Class	Large institutional retirement plan investors - sold directly or through intermediary channels.	$	100,000
Investor	All investors using intermediary organizations, such as broker-dealers or retirement plan sponsors.	$	2,500
Advisor Class	All investors who invest through intermediary organizations, such as broker-dealers or third party administrators.	$	2,500

18

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Class	Eligible Investors	Minimum Initial Investments
A Class	All investors who invest through intermediary organizations, such as broker-dealers or third party administrator. Retail investors who invest directly through a financial intermediary such as a broker, bank, or registered investment advisor which may include a front-end sales charge and a contingent deferred sales charge (“CDSC”).	$	2,500
C Class	Retail investors who invest directly through a financial intermediary such as a broker or through employee directed benefit plans with applicable sales charges which may include CDSC.	$	1,000
R6 Class	Large institutional retirement plan investors—sold through retirement plan sponsors.		None

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 respective Fund. Class specific expenses, where applicable, currently include service, distribution, transfer agent fees, and sub-transfer agent fees that vary amongst the classes as described more fully in Note 2.

Significant Accounting Policies

The following is a summary of significant accounting policies, consistently followed by the Fund in preparation of the financial statements. The Fund is considered an investment company and accordingly, follows the investment company accounting and reporting guidance of the FASB Accounting Standards Codification Topic 946, Financial Services – Investment Companies, a part of Generally Accepted Accounting Principles (“U.S. GAAP”).

Security Transactions and Investment Income

Security transactions are recorded as of the trade date for financial reporting purposes. Securities purchased or sold on a when-issued or delayed-delivery basis may be settled beyond a standard settlement period for the security after the trade date.

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 Fund. Interest income, net of foreign taxes, is earned from settlement date, recorded on the accrual basis, and adjusted, if necessary, for accretion of discounts and amortization of premiums. Realized gains (losses) from securities sold are determined on the basis of specific lot identification.

Distributions to Shareholders

Distributions, if any, of net investment income are generally paid at least annually and recorded on the ex-dividend date. Distributions, if any, of net realized capital gains are generally paid at least annually and recorded on the ex-dividend date. Dividends to shareholders are determined in accordance with federal income tax regulations, which may differ in amount and character from net investment income and realized gains recognized for purposes of U.S. GAAP. To the extent necessary to fully distribute capital gains, the Fund may designate earnings and profits distributed to shareholders on the redemption of shares.

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.

19

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Allocation of Income, Trust Expenses, Gains, and Losses

Investment income, realized and unrealized gains and losses from investments of the Fund is allocated daily to each class of shares based upon the relative proportion of net assets of each class to the total net assets of the Fund. Expenses directly charged or attributable to the Fund will be paid from the assets of the Fund. Generally, expenses of the Trust will be allocated among and charged to the assets of the Fund on a basis that the Trust’s Board of Trustees (the “Board”) deems fair and equitable, which may be based on the relative net assets of the Fund or nature of the services performed and relative applicability to the Fund.

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.

Other

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In 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.

2.  Transactions with Affiliates

Management and Investment Sub-Advisory Agreements

The Fund and the Manager are parties to a Management Agreement that obligates the Manager to provide the Fund with investment advisory and administrative services. As compensation for performing the duties under the Management Agreement, the Manager will receive an annualized management fee based on a percentage of the Fund’s average daily net assets that is calculated and accrued daily according to the following schedule:

First $15 billion	0.35	%
Next $15 billion	0.325	%
Over $30 billion	0.30	%

The Trust, on behalf of the Fund, and the Manager have entered into Investment Advisory Agreements with Barrow, Hanley, Mewhinney & Strauss, LLC; Brandywine Global Investment Management, LLC; Hotchkis and Wiley Capital Management, LLC; and Massachusetts Financial Services Company (“Sub-Advisors”) pursuant to which the Fund has agreed to pay an annualized sub-advisory fee that is calculated and accrued daily based on the Fund’s average daily net assets.

The Management and Sub-Advisory Fees paid by the Fund for the period ended April 30, 2019 were as follows:

	Effective Fee Rate			Amount of Fees Paid
Management Fees		0.35	%	$	10,107,313
Sub-Advisor Fees		0.18	%		5,211,953
Total		0.53	%	$	15,319,266

20

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

As compensation for services provided by the Manager in connection with securities lending activities conducted by the Fund, the lending Fund pays to the Manager, with respect to cash collateral posted by borrowers, a fee up to 10% of the net monthly interest income (the gross interest 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 10% of such loan fees. These fees are included in “Income derived from securities lending” and “Management and investment advisory fees” on the Statement of Operations. During the period ended April 30, 2019, the Manager received securities lending fees of $7,065 for the securities lending activities of the Fund. Please see Note 9 for more information on securities lending.

Distribution Plans

The Fund, except for the Advisor, A, and C Classes of the Fund, has adopted a “defensive” Distribution Plan (the “Plan”) in accordance with Rule 12b-1 under the Act, pursuant to which no separate fees may be charged to the Fund for distribution purposes. However, the Plan authorizes the management fee received by the Manager and the investment advisors 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 Advisor, A, and C Classes of the Fund. Under the Distribution Plans, as compensation for distribution and shareholder servicing assistance, the Manager receives an annual fee of 0.25% of the average daily net assets of the Advisor and A Classes and 1.00% of the average daily net assets of the C Class. 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 a Service Plan that obligates the Manager to oversee additional shareholder servicing of the Investor, Advisor, A, and C Classes of the Fund. As compensation for performing the duties required under the Service Plan, the Manager receives an annualized fee up to 0.25% of the average daily net assets of the A and C Classes, up to 0.25% of the average daily net assets of the Advisor Class, and up to 0.375% of the average daily net assets of the Investor Class of the Fund.

Sub-Transfer Agent Fees

The Manager has entered into agreements, which include servicing agreements, with financial intermediaries that provide recordkeeping, processing, shareholder communications and other services to customers of the intermediaries that hold positions in the Institutional and Y Classes of the Fund and has agreed to compensate the intermediaries for providing these services. Intermediaries transact with the Fund primarily through the use of omnibus accounts on behalf of its customers who hold positions in the Fund. Certain services would have been provided by the Fund’s transfer agent and other service providers if the shareholders’ accounts were maintained directly by the Fund’s transfer agent. Accordingly, the Fund, pursuant to Board approval, has agreed to reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries for the Institutional and Y Classes. The reimbursement amounts (sub-transfer agent fees) paid to the Manager are subject to a fee limit of up to 0.10% of an intermediary’s average net assets in the Institutional and Y Classes on an annual basis. During the period ended April 30, 2019, the sub-transfer agent fees, as reflected in “Transfer agent fees” on the Statement of Operations, were as follows:

Fund	Sub-Transfer Agent Fees
Large Cap Value	$	688,509

21

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

As of April 30, 2019, the Fund owed the Manager the following reimbursement of sub-transfer agent fees, as reflected in “Transfer agent fees payable” on the Statement of Assets and Liabilities:

Fund	Reimbursement Sub-Transfer Agent  Fees
Large Cap Value	$	46,540

Investments in Affiliated Funds

The Fund may invest in the American Beacon U.S. Government Money Market Select Fund (the “USG Select Fund”). Cash collateral received by the Fund in connection with securities lending may also be invested in the USG Select Fund. The Fund and the USG Select Fund have the same investment advisor and therefore, are considered to be affiliated. The Manager serves as investment advisor to the USG Select Fund and receives management fees and administrative fees totaling 0.10% of the average daily net assets of the USG Select Fund. During the period ended April 30, 2019, the Manager earned fees on the Fund’s direct investments and securities lending collateral investments in the USG Select Fund as shown below:

Fund	Direct Investments in USG Select Fund		Securities Lending Collateral in USG Select Fund		Total
Large Cap Value	$	95,767	$	22,431	$	118,198

Interfund Credit Facility

Pursuant to an exemptive order issued by the SEC, the Fund, along with other registered investment companies having management contracts with the Manager, may participate in a credit facility whereby each fund, under certain conditions, is permitted to lend money directly to and borrow directly from other participating funds for temporary purposes. The interfund credit facility is advantageous to the funds because it provides added liquidity, and eliminates the need to maintain higher cash balances to meet redemptions. This situation could arise when shareholder redemptions exceed anticipated volumes and certain funds have insufficient cash on hand to satisfy such redemptions or when sales of securities do not settle as expected, resulting in a cash shortfall for a fund. When a fund liquidates portfolio securities to meet redemption requests, they often do not receive payment in settlement for up to two days (or longer for certain foreign transactions). Redemption requests normally are satisfied on the next business day. The credit facility provides a source of immediate, short-term liquidity pending settlement of the sale of portfolio securities. The credit facility is administered by a credit facility team consisting of professionals from the Manager’s asset management, compliance, and accounting areas who report the activities of the credit facility to the Board. During the period ended April 30, 2019, the Fund participated as a lender by loaning an average amount of $6,440,147 for 75 days at an average interest rate of 3.03% with interest charges earned of $39,324. This amount is included in “Interest income” on the Statement of Operations.

Expense Reimbursement Plan

The Manager contractually agreed to reduce fees and/or reimburse expenses for the classes of the Fund to the extent that total operating expenses exceed the Fund’s expense cap. During the period ended April 30, 2019, the Manager waived and/or reimbursed expenses as follows:

		Expense Cap								Expiration of Reimbursed Expenses
Fund	Class	11/1/2018 - 4/30/2019			Reimbursed Expenses		(Recouped) Expenses
Large Cap Value	R6		0.58	%	$	-		(24,011	)		2022

Of these amounts, $24,011 was disclosed as a payable to the Manager on the Statement of Assets and Liabilities at April 30, 2019.

22

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

The Fund has adopted an Expense Reimbursement Plan whereby the Manager may seek repayment of such fee reductions and expense reimbursements. Under the policy, the Manager can be reimbursed by the Fund for any contractual fee reductions or expense reimbursements if reimbursement to the Manager (a) occurs within three years after the Manager’s own waiver or reimbursement and (b) does not cause the Fund’s annual operating expenses to exceed the lesser of the contractual percentage limit in effect at the time of the waiver/reimbursement or time of recoupment. The carryover of excess expenses potentially reimbursable to the Manager are as follows:

Fund	Recouped Expenses		Excess Expense Carryover		Expired Expense Carryover		Expiration of Reimbursed Expenses
Large Cap Value	$	1,950	$	-	$	-		2020
Large Cap Value	$	22,061	$	7,246	$	-		2021

Sales Commissions

The Fund’s Distributor, Resolute Investment Distributors, Inc. (“RID” or “Distributor”), may receive a portion of Class A sales charges from broker dealers and it may be used to offset distribution related expenses. During the period ended April 30, 2019, RID collected $374 from the sale of Class A Shares of the Fund.

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 Fund’s 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 period ended April 30, 2019, there were no CDSC fees collected for Class A Shares of the Fund.

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 Fund’s 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 period ended April 30, 2019, CDSC fees of $74 were collected for Class C Shares of the Fund.

Trustee Fees and Expenses

As compensation for their service to the Trust, American Beacon Select Funds, American Beacon Institutional Funds Trust, American Beacon Sound Point Enhanced Income Fund, and American Beacon Apollo Total Return Fund, each Trustee receives an annual retainer of $120,000, plus $10,000 for each Board meeting attended in person or via teleconference, $2,500 for attendance by Committee members at meetings of the Audit Committee and the Investment Committee, and $1,500 for attendance by Committee members at meetings of the Nominating and Governance Committee, plus reimbursement of reasonable expenses incurred in attending Board meetings, Committee meetings, and relevant educational seminars. The Trustees also may be compensated for attendance at special Board and/or Committee meetings from time to time. The Board Chair receives an additional annual retainer of $50,000 as well as a $2,500 fee each quarter for attendance at the committee meetings. The Chairpersons of the Audit Committee and the Investment Committee each receive an additional annual retainer of $25,000 and the Chairman of the Nominating and Governance Committee receives an additional annual retainer of $10,000. These expenses are allocated on a prorated basis to each fund of the Trusts according to its respective net assets.

3.  Security Valuation and Fair Value Measurements

The price of the Fund’s shares is based on its net asset value (“NAV”) per share. The Fund’s NAV is computed by adding total assets, subtracting all the Fund’s liabilities, and dividing the result by the total number of shares outstanding.

23

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

The NAV of each class of the Fund’s shares is determined based on a pro rata allocation of the Fund’s investment income, expenses and total capital gains and losses. The Fund’s NAV per share is determined each business day as of the regular close of trading on the New York Stock Exchange (“NYSE” or “Exchange”), which is typically 4:00 p.m. Eastern Time (“ET”). However, if trading on the NYSE closes at a time other than 4:00 p.m. ET, the Fund’s NAV per share typically would still be determined as of the regular close of trading on the NYSE. The Fund does not price its shares on days that the NYSE is closed. Foreign exchanges may permit trading in foreign securities on days when the Fund is not open for business, which may result in the value of the Fund’s portfolio investments being affected at a time when you are unable to buy or sell shares.

Equity securities, including shares of closed-end funds and exchange-traded funds (“ETFs”), are valued at the last sale price or official closing price taken from the primary exchange in which each security trades. Investments in other mutual funds are valued at the closing NAV per share on the day of valuation. Debt securities are valued at bid quotes from broker/dealers or evaluated bid prices from pricing services, who may consider a number of inputs and factors, such as prices of comparable securities, yield curves, spreads, credit ratings, coupon rates, maturity, default rates, and underlying collateral. Futures are valued based on their daily settlement prices. Exchange-traded and over-the-counter (“OTC”) options are valued at the last sale price. Options with no last sale for the day are priced at mid quote. Swaps are valued at evaluated mid prices from pricing services.

The valuation of securities traded on foreign markets and certain fixed income securities will generally be based on prices determined as of the earlier closing time of the markets on which they primarily trade unless a significant event has occurred. When the Fund holds securities or other assets that are denominated in a foreign currency, the Fund will normally use the currency exchange rates as of 4:00 p.m. ET.

Securities may be valued at fair value, as determined in good faith and pursuant to procedures approved by the Board, under certain limited circumstances. For example, fair value pricing will be used when market quotations are not readily available or reliable, as determined by the Manager, such as when (i) trading for a security is restricted or stopped; (ii) a security’s trading market is closed (other than customary closings); or (iii) a security has been de-listed from a national exchange. A security with limited market liquidity may require fair value pricing if the Manager determines that the available price does not reflect the security’s true market value. In addition, if a significant event that the Manager determines to affect the value of one or more securities held by the Fund occurs after the close of a related exchange but before the determination of the Fund’s NAV, fair value pricing may be used on the affected security or securities. Securities of small-capitalization companies are also more likely to require a fair value determination using these procedures because they are more thinly traded and less liquid than the securities of larger-capitalization companies. The Fund may fair value securities as a result of significant events occurring after the close of the foreign markets in which the Fund invests as described below. In addition, the Fund may invest in illiquid securities requiring these procedures.

The Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund’s 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. If the Manager determines that the last quoted prices of non-U.S. securities will, in its judgment, materially affect the value of some or all its portfolio securities, the Manager can 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. These securities are fair valued using a pricing service, using methods approved by the Board, that 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 American Depositary Receipts (“ADRs”) and futures contracts. The Valuation Committee, established by the Board, may also fair value securities in other situations, such as when a particular foreign market is closed but the Fund is open. The Fund uses outside pricing services to provide closing prices and information to evaluate

24

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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.

Attempts to determine the fair value of securities introduce an element of subjectivity to the pricing of securities. As a result, the price of a security determined through fair valuation techniques may differ from the price quoted or published by other sources and may not accurately reflect the market value of the security when trading resumes. If a reliable market quotation becomes available for a security formerly valued through fair valuation techniques, the Manager compares the new market quotation to the fair value price to evaluate the effectiveness of the Fund’s fair valuation procedures. If any significant discrepancies are found, the Manager may adjust the Fund’s fair valuation procedures.

Investments in open-end mutual funds are valued at the closing NAV per share of the mutual fund on the day of valuation.

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 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 their 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.

Other investments 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 Manager’s Valuation Committee, pursuant to procedures established by the Board.

Valuation Inputs

Various inputs may be used to determine the fair 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 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.

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

Common stocks, preferred securities and financial derivative instruments, such as futures 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. Preferred securities and other equities traded on inactive markets or valued by reference to similar instruments are generally 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.

25

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

4.  Securities and Other Investments

American Depositary Receipts and Non-Voting Depositary Receipts

ADRs are depositary receipts for foreign issuers in registered form traded in U.S. securities markets. Non-Voting Depositary Receipts (“NVDRs”) represent financial interests in an issuer but the holder is not entitled to any voting rights. 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.

Common Stock

Common stock generally takes the form of shares in a corporation which represent an ownership interest. It ranks below preferred stock and debt securities in claims for dividends and for assets of the company in a liquidation or bankruptcy. The value of a company’s common stock may fall as a result of factors directly relating to that company, such as decisions made by its management or decreased demand for the company’s products or services. A stock’s value may also decline because of factors affecting not just the company, but also companies in the same industry or sector. The price of a company’s stock may also be affected by changes in financial markets that are relatively unrelated to the company, such as changes in interest rates, currency exchange rates or industry regulation. Companies that elect to pay dividends on their common stock generally only do so after they invest in their own business and make required payments to bondholders and on other debt and preferred stock. Therefore, the value of a company’s common stock will usually be more volatile than its bonds, other debt and preferred stock. Common stock may be exchange-traded or OTC. OTC stock may be less liquid than exchange-traded stock.

Other Investment Company Securities and Other Exchange-Traded Products

The Fund 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 Fund 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, the Fund becomes a shareholder of that investment company. As a result, the Fund’s shareholders indirectly will bear the Fund’s proportionate share of the fees and expenses paid by shareholders of the other investment company, in addition to the fees and expenses the Fund’s 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.

Publicly Traded Partnerships; Master Limited Partnerships

The Fund may invest in publicly traded partnerships such as master limited partnerships (“MLPs”). MLPs issue units that are registered with the SEC and are freely tradable on a securities exchange or in the OTC market. An MLP may have one or more general partners, who conduct the business, and one or more limited partners, who contribute capital. An MLP also may be an entity similar to a limited partnership, such as a limited liability

26

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

company, which has a manager or managing member and non-managing members (who are like limited partners). The general partner or partners are jointly and severally responsible for the liabilities of the MLP. The Fund invests as a limited partner and normally would not be liable for the debts of an MLP beyond the amount the Fund has invested therein but it would not be shielded to the same extent that a shareholder of a corporation would be. In certain instances, creditors of an MLP would have the right to seek a return of capital that had been distributed to a limited partner. The right of an MLP’s creditors would continue even after a Fund had sold its investment in the partnership. MLPs typically invest in real estate and oil and gas equipment leasing assets, but they also finance entertainment, research and development, and other projects.

Real Estate Investment Trusts

The Fund may own shares of real estate investment trusts (“REITs”) which report information on the source of their distributions annually. The Fund 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.

5.  Financial Derivative Instruments

The Fund may utilize derivative instruments to gain market exposure on cash balances to hedge foreign currency exposure or reduce market exposure in anticipation of liquidity needs. 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.

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.

During the period ended April 30, 2019, the Fund entered into futures contracts primarily for exposing cash to markets.

The Fund’s average 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 the purpose of this disclosure, volume is measured by contracts outstanding at each quarter end.

Average Futures Contracts Outstanding
Fund	Period Ended April 30, 2019
Large Cap Value		1,434

27

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (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 April 30, 2019:

Derivatives not accounted for as hedging instruments

Assets:

Credit contracts

Foreign exchange contracts

Commodity contracts

Interest rate contracts

Equity contracts

Total

Receivable for variation margin from open futures contracts(2)

$

–

$

–

$

–

$

–

$

6,234,687

6,234,687

The effect of financial derivative instruments on the Statement of Operations as of April 30, 2019:

Derivatives not accounted for as hedging instruments

Realized gain (loss) from derivatives recognized as a result of operations

Credit contracts

Foreign exchange contracts

Commodity contracts

Interest rate contracts

Equity contracts

Total

Futures contracts

$

–

$

–

$

–

$

–

$

(1,845,538

)

$

(1,845,538

)

Net change in unrealized appreciation (depreciation) of derivatives recognized as a result from operations:

Credit contracts

Foreign exchange contracts

Commodity contracts

Interest rate contracts

Equity contracts

Total

Futures contracts

$

–

$

–

$

–

$

–

$

17,852,073

$

17,852,073

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

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

Offsetting Assets and Liabilities

The Fund is a party to enforceable master netting agreements between brokers and counterparties which provide for the right to offset under certain circumstances. The Fund employs multiple money managers and counterparties and has elected not to offset qualifying financial and derivative instruments on the Statement 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, April 30, 2019.

Offsetting of Financial and Derivative Assets as of April 30, 2019:
	Assets			Liabilities
Futures Contracts(1)	$	6,234,687		$	-
Total derivative assets and liabilities in the Statement of Assets and Liabilities	$	6,234,687		$	-
Derivatives not subject to a Master Netting Agreement or similar agreement (“MNA”)	$	(6,234,687	)	$	-

	Remaining Contractual Maturity of the Agreements As of April 30, 2019
	Overnight and Continuous		<30 days		Between 30 & 90 days		>90 days		Total
Securities Lending Transactions
Common Stocks	$	22,374,644	$	-	$	-	$	-	$	22,374,644
Total Borrowings	$	22,374,644	$	-	$	-	$	-	$	22,374,644
Gross amount of recognized liabilities for securities lending transactions									$	22,374,644

⁽¹⁾ Includes cumulative appreciation or (depreciation) of futures contracts as reported in the Schedule of Investments footnotes. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

28

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

6.  Principal Risks

Investing in the Fund may involve certain risks including, but not limited to, those described below.

Equity Investments Risk

Equity securities are subject to market risk. The Fund’s investments in equity securities may include common stocks, REITs, depositary receipts, and U.S. dollar-denominated foreign stocks traded on U.S. exchanges. Such investments may expose the Fund to additional risk. The value of a company’s common stock may fall as a result of factors affecting the company, companies in the same industry or sector, or the financial markets overall. Common stock generally is subordinate to preferred stock upon the liquidation or bankruptcy of the issuing company. Investments in REITs are subject to the risks associated with investing in the real estate industry such as adverse developments affecting the real estate industry and real property values. Depositary receipts and U.S. dollar-denominated foreign stocks traded on U.S. exchanges are subject to certain of the risks associated with investing directly in foreign securities, including, but not limited to, currency fluctuations and political and financial instability in the home country of a particular depositary receipt or foreign stock.

Foreign Investing Risk

Non-U.S. investments carry potential risks not associated with U.S. investments. Such risks include, but are not limited to: (1) currency exchange rate fluctuations, (2) political and financial instability, (3) less liquidity, (4) lack of uniform accounting, auditing and financial reporting standards, (5) increased volatility, (6) less government regulation and supervision of foreign stock exchanges, brokers and listed companies, and (7) delays in transaction settlement in some foreign markets.

Futures Contracts Risk

Futures contracts are derivative instruments where one party pays a fixed price for an agreed amount of securities or other underlying assets at an agreed date. The use of such derivative instruments may expose the Fund to additional risks that it would not be subject to if it invested directly in the securities underlying those derivatives. Futures contracts may experience potentially dramatic price changes (losses) and imperfect correlation between the price of the contract and the underlying security or index, which will increase the volatility of the Fund and may involve a small investment of cash (the amount of initial and variation margin) relative to the magnitude of the risk assumed (the potential increase or decrease in the price of the futures contract).

Market Risk

Conditions in the U.S. and many foreign economies have resulted, and may continue to result, in certain instruments experiencing unusual liquidity issues, increased price volatility and, in some cases, credit downgrades and increased likelihood of default. These events have reduced the willingness and ability of some lenders to extend credit, and have made it more difficult for some borrowers to obtain financing on attractive terms, if at all. In some cases, traditional market participants have been less willing to make a market in some types of debt instruments, which has affected the liquidity of those instruments. During times of market turmoil, investors tend to look to the safety of securities issued or backed by the U.S. Treasury, causing the prices of these securities to rise and the yields to decline. Reduced liquidity in fixed income and credit markets may negatively affect many issuers worldwide. In addition, global economies and financial markets are becoming increasingly interconnected, which increases the possibilities that conditions in one country or region might adversely impact issuers in a different country or region. A rise in protectionist trade policies, and the possibility of changes to some international trade agreements, could affect the economies of many nations in ways that cannot necessarily be foreseen at the present time.

29

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

In response to the financial crisis, the U.S. and other governments, the Federal Reserve, and certain foreign central banks have taken steps to support financial markets. In some countries where economic conditions are recovering, they are nevertheless perceived as still fragile. Withdrawal of government support, failure of efforts in response to the crisis, or investor perception that such efforts are not succeeding, could adversely impact the value and liquidity of certain securities. The severity or duration of adverse economic conditions may also be affected by policy changes made by governments or quasi-governmental organizations, including changes in tax laws. The impact of new financial regulation legislation on the markets and the practical implications for market participants may not be fully known for some time. Regulatory changes are causing some financial services companies to exit long-standing lines of business, resulting in dislocations for other market participants. In addition, political and diplomatic events within the U.S. and abroad, such as the U.S. government’s inability at times to agree on a long-term budget and deficit reduction plan, the threat of a federal government shutdown and threats not to increase the federal government’s debt limit, may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree. The U.S. government has recently reduced the federal corporate income tax rate, and future legislative, regulatory and policy changes may result in more restrictions on international trade, less stringent prudential regulation of certain players in the financial markets, and significant new investments in infrastructure and national defense. Markets may react strongly to expectations about the changes in these policies, which could increase volatility, especially if the market’s expectations for changes in government policies are not borne out.

Changes in market conditions will not have the same impact on all types of securities. Interest rates have been unusually low in recent years in the U.S. and abroad. Because there is little precedent for this situation, it is difficult to predict the impact of a significant rate increase on various markets. For example, because investors may buy securities or other investments with borrowed money, a significant increase in interest rates may cause a decline in the markets for those investments. Regulators have expressed concern that rate increases may cause investors to sell fixed income securities faster than the market can absorb them, contributing to price volatility. In addition, there is a risk that the prices of goods and services in the U.S. and many foreign economies may decline overtime, known as deflation (the opposite of inflation). Deflation may have an adverse effect on stock prices and creditworthiness and may make defaults on debt more likely. If a country’s economy slips into a deflationary pattern, it could last for a prolonged period and may be difficult to reverse.

The precise details and the resulting impact of the United Kingdom’s vote to leave the European Union (the “EU”), commonly referred to as “Brexit,” are not yet known. The effect on the United Kingdom’s economy will likely depend on the nature of trade relations with the EU and other major economies following its exit, which are matters to be negotiated. The outcomes may cause increased volatility and have a significant adverse impact on world financial markets, other international trade agreements, and the United Kingdom and European economies, as well as the broader global economy for some time, which could significantly adversely affect the value of the Fund’s investments in the United Kingdom and Europe.

Multiple Sub-Advisor Risk

The Manager may allocate the Fund’s assets among multiple sub-advisors, each of which is responsible for investing its allocated portion of the Fund’s assets. To a significant extent, the Fund’s performance will depend on the success of the Manager in allocating the Fund’s assets to sub-advisors and its selection and oversight of the sub-advisors. Because each sub-advisor manages its allocated portion of the Fund independently from another sub-advisor, the same security may be held in different portions of the Fund, or may be acquired for one portion of the Fund at a time when a sub-advisor to another portion deems it appropriate to dispose of the security from that other portion, resulting in higher expenses without accomplishing any net result in the Fund’s holdings. Similarly, under some market conditions, one sub-advisor may believe that temporary, defensive investments in short-term instruments or cash are appropriate when another sub-advisor believes continued exposure to the equity or debt markets is appropriate for its allocated portion of the Fund. Because each sub-advisor directs the trading for its own portion of the Fund, and does not aggregate its transactions with those of the other sub-advisors, the Fund may incur higher brokerage costs than would be the case if a single sub-adviser were managing the entire Fund. In

30

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

addition, while the Manager seeks to allocate the Fund’s assets among the Fund’s sub-advisors in a manner that it believes is consistent with achieving the Fund’s investment objective(s), the Manager may be subject to potential conflicts of interest in allocating the Fund’s assets among sub-advisors, due to factors that could impact the Manager’s revenues and profits.

Other Investment Companies Risk

The Funds may invest in shares of other registered investment companies, including money market funds that are advised by the Manager. To the extent that the Funds invests in shares of other registered investment companies, the Funds will indirectly bear fees and expenses, including for example, advisory and administrative fees, charged by those investment companies in addition to the Funds’ direct fees and expenses and will be subject to the risks associated with investments in those companies. For example, the Funds’ investments in money market funds are subject to interest rate risk, credit risk, and market risk. The Funds must rely on the investment company in which it invests to achieve its investment objective. If the investment company fails to achieve its investment objective, the value of the Funds’ investment will decline, adversely affecting the Funds’ performance. To the extent the Funds invest in other investment companies that invest in equity securities, fixed-income securities and/or foreign securities, or track an index, the Funds are subject to the risks associated with the underlying investments held by the investment company or the index fluctuations to which the investment company is subject.

Sector Risk

Sector risk is the risk associated with a Fund holding a significant amount of investments in similar businesses, which would be similarly affected by particular economic or market events, which may, in certain circumstances, cause the value of the equity and debt securities of companies in a particular sector of the market to change. To the extent a Fund has substantial holdings within a particular sector, the risks to a Fund associated with that sector increase.

To the extent a Fund invests in the financial services sector, the value of the Fund’s shares may be particularly vulnerable to factors affecting that sector, such as the availability and cost of capital funds, changes in interest rates, the rate of corporate and consumer debt defaults, extensive government regulation and price competition. The value of a Fund’s shares could experience significantly greater volatility than investment companies investing more broadly.

Securities Lending Risk

A Fund may lend its portfolio securities to brokers, dealers and financial institutions to seek income. There is a risk that a borrower may default on its obligations to return loaned securities; however, a Fund’s securities lending agent indemnifies the Fund against that risk. There is a risk that the assets of a Fund’s securities lending agent may be insufficient to satisfy any contractual indemnification requirements to the Fund. Borrowers of a Fund’s securities typically provide collateral in the form of cash that is reinvested in securities. A Fund will be responsible for the risks associated with the investment of cash collateral, including any collateral invested in an affiliated money market fund. A Fund may lose money on its investment of cash collateral or may fail to earn sufficient income on its investment to meet obligations to the borrower. In addition, delays may occur in the recovery of securities from borrowers, which could interfere with a Fund’s ability to vote proxies or to settle transactions and there is the risk of possible loss of rights in the collateral should the borrower fail financially.

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 distributions 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.

31

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

The Fund does not have any unrecorded tax liabilities in the accompanying financial statements. Each of the tax years in the four year period ended October 31, 2018 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 expenses” on the Statement of Operations.

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 (depreciation), as applicable, as the income is earned or capital gains are recorded.

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.

As of April 30, 2019 the tax cost for the Fund and their respective gross unrealized appreciation (depreciation) were as follows:

Fund	Tax Cost	Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Large Cap Value	$4,732,367,649	$	1,482,228,421	$	(231,142,056	)	$	1,251,086,365

Under the Regulated Investment Company Modernization Act of 2010 (“RIC MOD”), net capital losses recognized by the Fund 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 October 31, 2018, the Fund did not have any capital loss carryforwards.

8.  Investment Transactions

The aggregate cost of purchases and proceeds from sales and maturities of investments, other than short-term obligations, for the period ended April 30, 2019 were as follows:

Fund	Purchases (non-U.S. Government Securities)		Sales (non-U.S. Government Securities)
Large Cap Value	$	756,765,284	$	1,167,897,629

A summary of the Fund’s transactions in the USG Select Fund for the period ended April 30, 2019 were as follows:

Fund	Type of Transaction	October 31, 2018 Shares/Fair Value		Purchases		Sales		April 30, 2019 Shares/Fair Value		Dividend Income
Large Cap Value	Direct	$	266,324,811	$	1,246,360,881	$	1,354,702,932	$	157,982,760	$	2,169,345
Large Cap Value	Securities Lending		17,240,346		131,029,187		125,894,889		22,374,644		N/A

9.  Securities Lending

The 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

32

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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.

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, provided the investments meet certain quality and diversification requirements. Securities purchased with cash collateral proceeds are listed in the Fund’s Schedule of Investments and the collateral is shown on the Statement of Assets and Liabilities as a payable.

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 retained 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 April 30, 2019, the value of outstanding securities on loan and the value of collateral were as follows:

Fund	Market Value of Securities on Loan	Cash Collateral Received		Non-Cash Collateral Received		Total Collateral Received
Large Cap Value	$21,266,567	$	22,374,644	$	-	$	22,374,644

Cash collateral is listed on the Fund’s Schedule of Investments and is shown on the Statement of Assets and Liabilities. Income earned on these investments is included in “Income derived from securities lending” on the Statement 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 Statement of Assets and Liabilities.

10.  Borrowing Arrangements

Effective November 15, 2018 (the “Effective Date”), the Fund, along with certain other funds managed by the Manager (“Participating Funds”), entered into a committed revolving line of credit (the “Committed Line”) agreement with State Street Bank and Trust Company (the “Bank”) to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Committed Line is $250 million with interest at a rate equal to the higher of

33

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

(a) one-month London Inter-Bank Offered Rate (“LIBOR”) plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on amounts borrowed. Each of the Participating Funds will pay a closing fee of $100,000 on the Effective Date and a quarterly commitment fee at a rate of 0.25% per annum on the unused portion of the Committed Line amount. The Committed Line expires November 14, 2019, unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

On the Effective Date, the Fund, along with certain other Participating Funds managed by the Manager, also entered into an uncommitted discretionary demand revolving line of credit (the “Uncommitted Line”) agreement with the Bank to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Uncommitted Line is $50 million with interest at a rate equal to the higher of (a) one-month LIBOR plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on each outstanding loan. Each of the Participating Funds will pay a closing fee of $35,000 on the Effective Date. The Uncommitted Line expires November 14, 2019 unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

The Participating Funds paid administration, legal and arrangement fees, which are recognized as a component of “Other expenses” on the Statement of Operations, along with commitment fees, that have been allocated among the Participating Funds based on average daily net assets.

During the period ended April 30, 2019, the Fund did not utilize this facility.

11.  Capital Share Transactions

The tables below summarize the activity in capital shares for each Class of the Fund:

	Institutional Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Large Cap Value Fund
Shares sold		7,326,715		$	186,679,111			15,590,380		$	461,010,040
Reinvestment of dividends		12,176,926			280,069,287			14,507,737			424,641,445
Shares redeemed		(22,179,950	)		(568,604,621	)		(53,655,757	)		(1,600,135,398	)
Net (decrease) in shares outstanding		(2,676,309	)	$	(101,856,223	)		(23,557,640	)	$	(714,483,913	)
	Y Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Large Cap Value Fund
Shares sold		1,856,630		$	46,450,536			3,099,705		$	91,175,749
Reinvestment of dividends		1,034,674			23,631,954			1,294,567			37,646,020
Shares redeemed		(2,196,326	)		(56,370,072	)		(6,308,043	)		(182,284,089	)
Net increase (decrease) in shares outstanding		694,978		$	13,712,418			(1,913,771	)	$	(53,462,320	)
	Investor Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Large Cap Value Fund
Shares sold		2,415,167		$	57,687,443			6,511,604		$	180,144,427
Reinvestment of dividends		5,946,641			126,187,719			7,135,711			194,091,350
Shares redeemed		(13,771,184	)		(321,580,388	)		(25,281,746	)		(699,918,301	)
Net (decrease) in shares outstanding		(5,409,376	)	$	(137,705,226	)		(11,634,431	)	$	(325,682,524	)

34

American Beacon Large Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

	Advisor Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Large Cap Value Fund
Shares sold		496,251		$	10,838,462			327,661		$	8,945,251
Reinvestment of dividends		232,028			4,858,669			297,468			7,987,006
Shares redeemed		(391,230	)		(9,568,147	)		(1,295,285	)		(35,519,351	)
Net increase (decrease) in shares outstanding		337,049		$	6,128,984			(670,156	)	$	(18,587,094	)
	A Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Large Cap Value Fund
Shares sold		948,322		$	21,504,784			652,905		$	17,333,416
Reinvestment of dividends		206,632			4,320,676			156,140			4,195,476
Shares redeemed		(579,127	)		(13,677,832	)		(567,054	)		(15,500,596	)
Net increase in shares outstanding		575,827		$	12,147,628			241,991		$	6,028,296
	C Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Large Cap Value Fund
Shares sold		25,272		$	560,380			28,678		$	766,750
Reinvestment of dividends		24,011			500,403			27,603			737,547
Shares redeemed		(35,762	)		(855,114	)		(85,211	)		(2,307,165	)
Net increase (decrease) in shares outstanding		13,521		$	205,669			(28,930	)	$	(802,868	)
	R6 Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Large Cap Value Fund
Shares sold		4,117,303		$	103,768,128			19,947,926		$	601,141,716
Reinvestment of dividends		2,031,140			46,695,895			602,696			17,634,896
Shares redeemed		(1,622,655	)		(42,438,327	)		(1,767,061	)		(52,393,324	)
Net increase in shares outstanding		4,525,788		$	108,025,696			18,783,561		$	566,383,288

12.  Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

35

American Beacon Large Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Institutional ClassA
	Six Months Ended April 30, 2019			Year Ended October 31
				2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	28.41		$	30.98		$	25.80		$	28.38		$	31.21		$	27.59
Income (loss) from investment operations:
Net investment income		0.31			0.63			0.59			0.61			0.55			0.73
Net gains (losses) on investments (both realized and unrealized)		1.31			(0.07	)		5.41			(0.29	)		(0.70	)		3.33
Total income (loss) from investment operations		1.62			0.56			6.00			0.32			(0.15	)		4.06
Less distributions:
Dividends from net investment income		(0.55	)		(0.55	)		(0.60	)		(0.52	)		(0.67	)		(0.44	)
Distributions from net realized gains		(1.86	)		(2.58	)		(0.22	)		(2.38	)		(2.01	)		-
Total distributions		(2.41	)		(3.13	)		(0.82	)		(2.90	)		(2.68	)		(0.44	)
Net asset value, end of period	$	27.62		$	28.41		$	30.98		$	25.80		$	28.38		$	31.21
Total returnB		7.42	%C		1.51	%		23.60	%		1.69	%		(0.76	)%		14.89	%
Ratios and supplemental data:
Net assets, end of period	$	3,523,931,150		$	3,700,700,522		$	4,765,771,483		$	5,137,688,375		$	6,198,883,300		$	5,816,013,064
Ratios to average net assets:
Expenses, before reimbursements		0.60	%D		0.62	%		0.60	%		0.60	%		0.58	%		0.58	%
Expenses, net of reimbursements		0.60	%D		0.62	%		0.60	%		0.60	%		0.58	%		0.58	%
Net investment income, before expense reimbursements		2.19	%D		1.83	%		1.78	%		2.16	%		1.88	%		2.35	%
Net investment income, net of reimbursements		2.19	%D		1.83	%		1.78	%		2.16	%		1.88	%		2.35	%
Portfolio turnover rate		13	%C		23	%		25	%		25	%		32	%		29	%

^A  On May 31, 2016, the AMR Class closed and the assets were merged into the Institutional Class.

^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 U.S. GAAP 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.

See accompanying notes

36

American Beacon Large Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Y Class
	Six Months Ended April 30, 2019			Year Ended October 31
				2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	28.20		$	30.78		$	25.64		$	28.21		$	31.04		$	27.46
Income (loss) from investment operations:
Net investment income		0.29			0.57			0.48			0.59			0.56			0.64
Net gains (losses) on investments (both realized and unrealized)		1.31			(0.04	)		5.46			(0.29	)		(0.72	)		3.37
Total income (loss) from investment operations		1.60			0.53			5.94			0.30			(0.16	)		4.01
Less distributions:
Dividends from net investment income		(0.52	)		(0.53	)		(0.58	)		(0.49	)		(0.66	)		(0.43	)
Distributions from net realized gains		(1.86	)		(2.58	)		(0.22	)		(2.38	)		(2.01	)		-
Total distributions		(2.38	)		(3.11	)		(0.80	)		(2.87	)		(2.67	)		(0.43	)
Net asset value, end of period	$	27.42		$	28.20		$	30.78		$	25.64		$	28.21		$	31.04
Total returnA		7.39	%B		1.42	%		23.51	%		1.61	%		(0.80	)%		14.78	%
Ratios and supplemental data:
Net assets, end of period	$	308,767,323		$	298,017,629		$	384,155,569		$	349,542,346		$	419,096,844		$	434,880,702
Ratios to average net assets:
Expenses, before reimbursements		0.69	%C		0.68	%		0.67	%		0.67	%		0.67	%		0.67	%
Expenses, net of reimbursements		0.69	%C		0.68	%		0.67	%		0.67	%		0.67	%		0.67	%
Net investment income, before expense reimbursements		2.09	%C		1.77	%		1.69	%		2.08	%		1.80	%		2.24	%
Net investment income, net of reimbursements		2.09	%C		1.77	%		1.69	%		2.08	%		1.80	%		2.24	%
Portfolio turnover rate		13	%B		23	%		25	%		25	%		32	%		29	%

^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 U.S. GAAP 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.

See accompanying notes

37

American Beacon Large Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Investor Class
	Six Months Ended April 30, 2019			Year Ended October 31
				2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	26.33		$	28.92		$	24.13		$	26.70		$	29.51		$	26.11
Income (loss) from investment operations:
Net investment income		0.22			0.41			0.40			0.46			0.45			0.57
Net gains (losses) on investments (both realized and unrealized)		1.22			0.02			5.12			(0.25	)		(0.68	)		3.18
Total income (loss) from investment operations		1.44			0.43			5.52			0.21			(0.23	)		3.75
Less distributions:
Dividends from net investment income		(0.45	)		(0.44	)		(0.51	)		(0.40	)		(0.57	)		(0.35	)
Distributions from net realized gains		(1.86	)		(2.58	)		(0.22	)		(2.38	)		(2.01	)		-
Total distributions		(2.31	)		(3.02	)		(0.73	)		(2.78	)		(2.58	)		(0.35	)
Net asset value, end of period	$	25.46		$	26.33		$	28.92		$	24.13		$	26.70		$	29.51
Total returnA		7.25	%B		1.18	%		23.20	%		1.33	%		(1.07	)%		14.50	%
Ratios and supplemental data:
Net assets, end of period	$	1,317,817,984		$	1,505,354,807		$	1,990,199,621		$	2,245,534,741		$	3,167,585,961		$	4,158,361,296
Ratios to average net assets:
Expenses, before reimbursements		0.93	%C		0.95	%		0.92	%		0.93	%		0.93	%		0.93	%
Expenses, net of reimbursements		0.93	%C		0.95	%		0.92	%		0.93	%		0.93	%		0.93	%
Net investment income, before expense reimbursements		1.87	%C		1.50	%		1.46	%		1.84	%		1.54	%		2.01	%
Net investment income, net of reimbursements		1.87	%C		1.50	%		1.46	%		1.84	%		1.54	%		2.01	%
Portfolio turnover rate		13	%B		23	%		25	%		25	%		32	%		29	%

^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 U.S. GAAP 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.

See accompanying notes

38

American Beacon Large Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Advisor ClassA
	Six Months Ended April 30, 2019			Year Ended October 31
				2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	25.95		$	28.54		$	23.82		$	26.40		$	29.24		$	25.89
Income (loss) from investment operations:
Net investment income		0.31			0.28			0.21			0.40			0.40			0.47
Net gains (losses) on investments (both realized and unrealized)		1.10			0.10			5.20			(0.22	)		(0.66	)		3.20
Total income (loss) from investment operations		1.41			0.38			5.41			0.18			(0.26	)		3.67
Less distributions:
Dividends from net investment income		(0.40	)		(0.39	)		(0.47	)		(0.38	)		(0.57	)		(0.32	)
Distributions from net realized gains		(1.86	)		(2.58	)		(0.22	)		(2.38	)		(2.01	)		-
Total distributions		(2.26	)		(2.97	)		(0.69	)		(2.76	)		(2.58	)		(0.32	)
Net asset value, end of period	$	25.10		$	25.95		$	28.54		$	23.82		$	26.40		$	29.24
Total returnB		7.17	%C		1.00	%		23.00	%		1.21	%		(1.19	)%		14.31	%
Ratios and supplemental data:
Net assets, end of period	$	69,213,245		$	62,811,940		$	88,196,090		$	113,168,437		$	140,975,319		$	149,422,940
Ratios to average net assets:
Expenses, before reimbursements		1.08	%D		1.09	%		1.07	%		1.08	%		1.07	%		1.07	%
Expenses, net of reimbursements		1.08	%D		1.09	%		1.07	%		1.08	%		1.07	%		1.07	%
Net investment income, before expense reimbursements		1.69	%D		1.36	%		1.31	%		1.69	%		1.40	%		1.83	%
Net investment income, net of reimbursements		1.69	%D		1.36	%		1.31	%		1.69	%		1.40	%		1.83	%
Portfolio turnover rate		13	%C		23	%		25	%		25	%		32	%		29	%

^A  On January 15, 2016, the Retirement Class closed and the assets were merged into the Advisor Class.

^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 U.S. GAAP 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.

See accompanying notes

39

American Beacon Large Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	A Class
	Six Months Ended April 30, 2019			Year Ended October 31
				2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	26.00		$	28.61		$	23.90		$	26.51		$	29.38		$	26.03
Income (loss) from investment operations:
Net investment income		0.31			0.48			0.28			0.42			0.47			0.54
Net gains (losses) on investments (both realized and unrealized)		1.10			(0.06	)		5.17			(0.21	)		(0.71	)		3.16
Total income (loss) from investment operations		1.41			0.42			5.45			0.21			(0.24	)		3.70
Less distributions:
Dividends from net investment income		(0.47	)		(0.45	)		(0.52	)		(0.44	)		(0.62	)		(0.35	)
Distributions from net realized gains		(1.86	)		(2.58	)		(0.22	)		(2.38	)		(2.01	)		-
Total distributions		(2.33	)		(3.03	)		(0.74	)		(2.82	)		(2.63	)		(0.35	)
Net asset value, end of period	$	25.08		$	26.00		$	28.61		$	23.90		$	26.51		$	29.38
Total returnA		7.24	%B		1.15	%		23.13	%		1.33	%		(1.14	)%		14.37	%
Ratios and supplemental data:
Net assets, end of period	$	55,643,805		$	42,722,617		$	40,073,435		$	35,071,001		$	39,401,153		$	22,781,918
Ratios to average net assets:
Expenses, before reimbursements		0.97	%C		0.93	%		0.98	%		0.98	%		0.97	%		1.04	%
Expenses, net of reimbursements		0.97	%C		0.93	%		0.98	%		0.98	%		0.97	%		1.04	%
Net investment income, before expense reimbursements		1.76	%C		1.49	%		1.38	%		1.78	%		1.48	%		1.83	%
Net investment income, net of reimbursements		1.76	%C		1.49	%		1.38	%		1.78	%		1.48	%		1.83	%
Portfolio turnover rate		13	%B		23	%		25	%		25	%		32	%		29	%

^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 U.S. GAAP 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.

See accompanying notes

40

American Beacon Large Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	C Class
	Six Months Ended April 30, 2019			Year Ended October 31
				2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	25.71		$	28.27		$	23.57		$	26.17		$	29.03		$	25.81
Income (loss) from investment operations:
Net investment income		0.17			0.21			0.09			0.20			0.27			0.35
Net gains (losses) on investments (both realized and unrealized)		1.17			0.05			5.11			(0.19	)		(0.70	)		3.11
Total income (loss) from investment operations		1.34			0.26			5.20			0.01			(0.43	)		3.46
Less distributions:
Dividends from net investment income		(0.25	)		(0.24	)		(0.28	)		(0.23	)		(0.42	)		(0.24	)
Distributions from net realized gains		(1.86	)		(2.58	)		(0.22	)		(2.38	)		(2.01	)		-
Total distributions		(2.11	)		(2.82	)		(0.50	)		(2.61	)		(2.43	)		(0.24	)
Net asset value, end of period	$	24.94		$	25.71		$	28.27		$	23.57		$	26.17		$	29.03
Total returnA		6.84	%B		0.57	%		22.27	%		0.51	%		(1.83	)%		13.48	%
Ratios and supplemental data:
Net assets, end of period	$	6,982,915		$	6,851,003		$	8,351,349		$	8,950,263		$	12,389,141		$	9,964,292
Ratios to average net assets:
Expenses, before reimbursements		1.68	%C		1.64	%		1.72	%		1.74	%		1.73	%		1.79	%
Expenses, net of reimbursements		1.68	%C D		1.54	%		1.72	%		1.74	%		1.73	%		1.81	%
Net investment income, before expense reimbursements		1.10	%C		0.79	%		0.66	%		1.02	%		0.73	%		1.09	%
Net investment income, net of reimbursements		1.10	%C		0.90	%		0.66	%		1.02	%		0.73	%		1.07	%
Portfolio turnover rate		13	%B		23	%		25	%		25	%		32	%		29	%

^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 U.S. GAAP 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  This ratio does not include a voluntary reimbursement of service fees as included in the prior year.

See accompanying notes

41

American Beacon Large Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	R6 Class
	Six Months Ended April 30, 2019			Year Ended October 31, 2018			February 28, 2017A to October 31, 2017
	(unaudited)
Net asset value, beginning of period	$	28.41		$	30.98		$	28.64
Income from investment operations:
Net investment income		0.34			0.59			0.12
Net gains (losses) on investments (both realized and unrealized)		1.27			(0.02	)		2.22
Total income from investment operations		1.61			0.57			2.34
Less distributions:
Dividends from net investment income		(0.56	)		(0.56	)		-
Distributions from net realized gains		(1.86	)		(2.58	)		-
Total distributions		(2.42	)		(3.14	)		-
Net asset value, end of period	$	27.60		$	28.41		$	30.98
Total returnB		7.39	%C		1.54	%		8.17	%C
Ratios and supplemental data:
Net assets, end of period	$	679,961,350		$	571,236,567		$	40,982,401
Ratios to average net assets:
Expenses, before reimbursements or recoupments		0.57	%D		0.59	%		0.60	%D
Expenses, net of reimbursements or recoupments		0.58	%D		0.58	%		0.58	%D
Net investment income, before expense reimbursements or recoupments		2.20	%D		1.75	%		1.38	%D
Net investment income, net of reimbursements or recoupments		2.19	%D		1.76	%		1.40	%D
Portfolio turnover rate		13	%C		23	%		25	%C

^A  Commencement of operations.

^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 U.S. GAAP 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.

See accompanying notes

42

This page intentionally left blank.

43

This page intentionally left blank.

44

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 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:	On the Internet:
american_beacon.funds@ambeacon.com	Visit our website at www.americanbeaconfunds.com
By Telephone: Call (800) 658-5811	By Mail: American Beacon Funds P.O. Box 219643 Kansas City, MO 64121-9643
Availability of Quarterly Portfolio Schedules	Availability of Proxy Voting Policy and Records
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, D.C. 20549-1520. Information regarding the operation of the SEC’s Public Reference Room may be obtained by calling (800)-SEC-0330. A complete schedule of the Fund’s portfolio holdings is also available at www.americanbeaconfunds.com approximately twenty days after the end of each month.	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 June 30 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 Company Boston, Massachusetts TRANSFER AGENT DST Asset Manager Solutions, Inc. Quincy, Massachusetts INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ERNST & YOUNG LLP Dallas, Texas DISTRIBUTOR Resolute Investment Distributors, Inc. Irving, Texas

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 Large Cap Value Fund are service marks of American Beacon Advisors, Inc.

SAR 04/19

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.

GARCIA HAMILTON QUALITY BOND FUND RISKS

The use of fixed-income securities entails interest rate and credit risks. Credit risk is the risk that the issuer of a bond will fail to make timely payment of interest or principal; and the decline in an issuer’s credit rating can cause the price of its bonds to go down. 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.

This may contain information obtained from third parties, including ratings from credit rating agencies such as Standard & Poor’s. Reproduction and distribution of third-party content in any form is prohibited except with the prior written permission of the related third party. Third-party content providers do not guarantee the accuracy, completeness, timeliness or availability of any information, including ratings, and are not responsible for any errors or omissions (negligent or otherwise), regardless of the cause, or for the results obtained from the use of such content. THIRD-PARTY CONTENT PROVIDERS GIVE NO EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. THIRD-PARTY CONTENT PROVIDERS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, COMPENSATORY, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES, COSTS, EXPENSES, LEGAL FEES OR LOSSES (INCLUDING LOST INCOME OR PROFITS AND OPPORTUNITY COSTS OR LOSSES CAUSED BY NEGLIGENCE) IN CONNECTION WITH ANY USE OF THEIR CONTENT, INCLUDING RATINGS.

Credit ratings are statements of opinions and are not statements of fact or recommendations to purchase, hold or sell securities. They do not address the suitability of securities or the suitability of securities for investment purposes and should not be relied on as investment advice.

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

April 30, 2019

Contents

President’s Message	1
Performance Overview	2
Expense Examples	4
Schedule of Investments:
American Beacon Garcia Hamilton Quality Bond Fund	6
Financial Statements	8
Notes to Financial Statements	11
Financial Highlights:
American Beacon Garcia Hamilton Quality Bond Fund	26

Additional Fund Information Back Cover

President’s Message

Dear Shareholders,   At American Beacon, we take our heritage as a fiduciary very seriously – and we apply that mindset to all aspects of our business as a fund manager. As a result, for more than 30 years, we have endeavored to:   u   Identify, engage and oversee the best money managers. As a manager of managers, our goal is to engage the most effective money managers for each asset class, investment style and market strategy we offer. We are committed to partnering with those we judge to be “the best of the best” when it comes to choosing sub-advisors for our mutual funds. Whether our due-diligence process results in the selection of one sub-advisor or multiple sub-advisors, we select those we believe show the greatest potential to help us meet the high standards you’ve come to expect.

u Offer a variety of innovative investment solutions. Our mutual funds – which span the domestic, international, global, frontier and emerging markets – are sub-advised by experienced money managers who employ distinctive, proprietary investment processes to manage assets through a variety of economic and market conditions. From offering some of the first multi-manager funds, one of the first retirement income funds and the first open-ended mutual fund in the U.S. to focus primarily on frontier-market debt, our robust history includes applying a disciplined, solutions-based approach to our product development process in an effort to help you grow your assets while mitigating risk.

u Provide a solutions-based approach to achieving long-term investment goals. We seek to provide investment solutions that might enable you to benefit from taking a more disciplined approach to investing. Our mutual funds provide access to institutional-quality, research-intensive investment managers with diverse processes and styles. Over the long run, having such access and spending time in the market – rather than trying to time the market – may better position you to reach your long-term investment goals during market upswings and potentially insulate against market downswings.

Our management approach is more than a concept; it’s the cornerstone of American Beacon’s culture. And we strive to employ it at every turn as we seek to provide a well-diversified line of investment solutions to help our shareholders seek long-term rewards.

Thank you for your continued interest in American Beacon. For additional information about our investment products 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 Garcia Hamilton Quality Bond Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

The Investor Class of the American Beacon Garcia Hamilton Quality Bond Fund (the “Fund”) returned 2.31% for the six months ended April 30, 2019, underperforming the Bloomberg Barclays U.S. Aggregate Bond Index (the “Index”) return of 5.49% for the same period.

Average Annual Total Returns for the Period ended April 30, 2019
	Ticker	6 Months*			1 Year			3 Year			Since Inception (04/04/2016)
Institutional Class (1,4)	GHQIX		2.50	%		3.00	%		1.67	%		1.46	%
Y Class (1,4)	GHQYX		2.45	%		2.90	%		1.58	%		1.36	%
Investor Class (1,4)	GHQPX		2.31	%		2.51	%		1.29	%		1.08	%
R6 Class (1,3,4)	GHQRX		2.51	%		3.01	%		1.68	%		1.46	%
Bloomberg Barclays U.S. Aggregate Bond Index (2)			5.49	%		5.29	%		1.90	%		1.97	%

* 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. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only; and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights. A portion of the fees charged to each Class of the Fund has been waived since Fund inception. Performance prior to waiving fees was lower than the actual returns shown since inception.

2. The Bloomberg Barclays U.S. Aggregate Bond Index is a market value weighted performance benchmark for government, corporate, mortgage-backed and asset-backed fixed-rate debt securities of all maturities.

3. Fund performance for the periods represent the returns achieved by the Institutional Class from 4/4/16 through 2/28/19, the inception date of the R6 Class, and the returns of the R6 Class since its inception. Expenses of the R6 Class are lower than the Institutional Class. As a result, total returns shown may be lower than they would have been had the R6 Class been in existence since 4/4/16.

4. The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the Institutional, Y, Investor, and R6 Class shares were 0.69%, 0.75%, 0.92%, and 0.66%, 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 underperformance was primarily due to its duration management. For the period, the Fund maintained a shorter duration than the benchmark, as the subadvisor believed the market overreacted to the Government shutdown and trade tensions with China. The subadvisor disagreed with the market sentiment that a recession was imminent and that the Federal Reserve (the “Fed”) was close to cutting the Fed funds rate as the economy continued to grow, leading economic indicators remained positive, and the labor market continued to strengthen. Thus, the subadvisor felt rates were biased to move higher on positive economic data, which would give the Fed incentive to continue hiking the Fed funds rate.

In addition to active duration management, the Fund maintained a barbell yield-curve position which benefited performance as the treasury yield curve flattened. The Fund was overweight the shortest and longest durations along the curve and was underweight intermediate duration. Floating-rate corporate and agency issues were used to generate yield and protect from rising rates on the short end, and 30-year treasury bonds were used to manage overall duration and provide exposure to the long end of the curve.

From a sector-allocation perspective, the Fund was underweight Treasuries relative to the Index, which benefited performance as Treasuries underperformed spread products. The subadvisor viewed the volatility in the corporate sector in late-2018 as a buying opportunity and added to the Fund’s allocation while reducing exposure to Treasuries. The subsequent recovery in the corporates benefited the Fund as spreads tightened. The subadvisor continued to favor floating rate corporate securities as they offered attractive income with minimal interest rate risk relative to their fixed-rate counterparts.

Overall, the Fund continues to emphasize high-quality, active fixed-income investing that seeks to perform well in volatile markets and serves an important role in asset allocation.

2

American Beacon Garcia Hamilton Quality Bond Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

Top Ten Holdings (% Net Assets)
U.S. Treasury Notes/Bonds, 2.500%, Due 5/15/2046		8.2
Federal Home Loan Bank, 2.480%, Due 12/18/2020, (1-mo. USD LIBOR - 0.135%)		7.6
Federal Home Loan Bank, 2.563%, Due 5/8/2020, (1-mo. USD LIBOR - 0.175%)		6.7
Apple, Inc., 3.197%, Due 2/9/2022, (3-mo. USD LIBOR + 0.500%)		4.4
United Parcel Service, Inc., 3.042%, Due 4/1/2023, (3-mo. USD LIBOR + 0.450%)		4.4
Intel Corp., 3.047%, Due 5/11/2022, (3-mo. USD LIBOR + 0.350%)		4.2
Morgan Stanley, 3.981%, Due 10/24/2023, (3-mo. USD LIBOR + 1.400%)		4.2
Citigroup, Inc., 3.783%, Due 5/17/2024, (3-mo. USD LIBOR + 1.100%)		4.1
TWDC Enterprises 18 Corp., 3.005%, Due 3/4/2022, (3-mo. USD LIBOR + 0.390%)		4.1
IBM Credit LLC, 2.852%, Due 1/20/2021, (3-mo. USD LIBOR + 0.260%)		3.2
Total Fund Holdings	38
Sector Allocation (% Investments)
Financial		28.9
U.S. Government Agency Obligations		20.9
Technology		12.1
Communications		8.5
U.S. Treasury Obligations		8.4
Industrial		8.3
Consumer, Non-Cyclical		6.8
Basic Materials		2.0
U.S. Agency Mortgage-Backed Obligations		1.6
Energy		1.3
Utilities		1.2

3

American Beacon Garcia Hamilton Quality Bond Fund^SM

Expense Examples

April 30, 2019 (Unaudited)

Fund Expense Example

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees, if applicable, and (2) ongoing costs, including management fees, distribution (12b-1) fees, sub-transfer agent fees, and other Fund expenses. The Examples 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 November 1, 2018 through April 30, 2019.

Actual Expenses

The “Actual” lines of the tables provide information about actual account values and actual expenses. You may use the information on this page, 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 = $8.60), then multiply the result by the “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 tables 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 Funds 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) or redemption fees, as applicable. 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 tables 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.

4

American Beacon Garcia Hamilton Quality Bond Fund^SM

Expense Examples

April 30, 2019 (Unaudited)

American Beacon Garcia Hamilton Quality Bond Fund
	Beginning Account Value 11/1/2018		Ending Account Value 4/30/2019		Expenses Paid During Period 11/1/2018-4/30/2019*
Institutional Class
Actual		$1,000.00		$1,025.00		$2.26
Hypothetical**		$1,000.00		$1,022.56		$2.26
Y Class
Actual		$1,000.00		$1,024.50		$2.76
Hypothetical**		$1,000.00		$1,022.07		$2.76
Investor Class
Actual		$1,000.00		$1,023.10		$4.16
Hypothetical**		$1,000.00		$1,020.68		$4.16
R6 Class***
Actual		$1,000.00		$1,008.60		$0.70
Hypothetical**		$1,000.00		$1,022.71		$2.11

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 0.45%, 0.55%, 0.83%, and 0.42% for the Institutional, Y, Investor, and R6 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.

*** R6 Class commenced operations on February 28, 2019. Expenses are equal to the fund’s annualized expense ratio for the period, multiplied by the average account value over the period, multiplied by the number of days since inception (61), then divided by the number of days in the year (365) to reflect the period. The Ending Account Value is derived from the fund’s share class actual return since inception. The Hypothetical 5% Annual Return information reflects the (181) day period for the six months ended April 30, 2019 to allow for comparability.

5

American Beacon Garcia Hamilton Quality Bond Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Principal Amount			Fair Value
CORPORATE OBLIGATIONS - 67.26%
Basic Materials - 1.99%
EI du Pont de Nemours & Co., 3.109%, Due 5/1/2020, (3-mo. USD LIBOR + 0.530%)A		$	6,700,000		$	6,722,043
Communications - 8.23%
Comcast Corp.,
2.922%, Due 10/1/2020, (3-mo. USD LIBOR + 0.330%)A			9,645,000			9,663,113
3.227%, Due 4/15/2024, (3-mo. USD LIBOR + 0.630%)A			4,335,000			4,346,822
TWDC Enterprises 18 Corp., 3.005%, Due 3/4/2022, (3-mo. USD LIBOR + 0.390%)A			13,772,000			13,801,417
						27,811,352
Consumer, Non-Cyclical - 6.63%
Merck & Co., Inc., 3.072%, Due 2/10/2020, (3-mo. USD LIBOR + 0.375%)A			4,860,000			4,870,836
PepsiCo, Inc.,
3.119%, Due 10/6/2021, (3-mo. USD LIBOR + 0.530%)A			6,460,000			6,514,585
2.941%, Due 5/2/2022, (3-mo. USD LIBOR + 0.365%)A			7,280,000			7,297,598
UnitedHealth Group, Inc., 2.667%, Due 10/15/2020, (3-mo. USD LIBOR + 0.070%)A			3,720,000			3,712,351
						22,395,370
Energy - 1.23%
Chevron Corp., 3.214%, Due 11/15/2021, (3-mo. USD LIBOR + 0.530%)A			4,140,000			4,173,956
Financial - 28.12%
American Express Co., 3.189%, Due 8/1/2022, (3-mo. USD LIBOR + 0.610%)A			6,600,000			6,599,993
American Express Credit Corp., 3.315%, Due 3/3/2022, (3-mo. USD LIBOR + 0.700%)A			7,068,000			7,102,106
Bank of America Corp.,
3.252%, Due 6/25/2022, (3-mo. USD LIBOR + 0.650%)A			3,820,000			3,828,481
3.752%, Due 1/20/2023, (3-mo. USD LIBOR + 1.160%)A			3,700,000			3,749,143
Citigroup, Inc., 3.783%, Due 5/17/2024, (3-mo. USD LIBOR + 1.100%)A			13,584,000			13,714,607
Fifth Third Bank, 3.219%, Due 2/1/2022, (3-mo. USD LIBOR + 0.640%)A			5,580,000			5,592,017
Goldman Sachs Group, Inc.,
3.363%, Due 10/31/2022, (3-mo. USD LIBOR + 0.780%)A			7,990,000			7,994,211
4.229%, Due 11/29/2023, (3-mo. USD LIBOR + 1.600%)A			4,080,000			4,179,913
JPMorgan Chase & Co.,
3.480%, Due 4/25/2023, (3-mo. USD LIBOR + 0.900%)A			6,645,000			6,681,347
3.811%, Due 10/24/2023, (3-mo. USD LIBOR + 1.230%)A			7,000,000			7,102,900
Manufacturers & Traders Trust Co., 3.304%, Due 5/18/2022, (3-mo. USD LIBOR + 0.610%)A			7,390,000			7,383,569
Morgan Stanley, 3.981%, Due 10/24/2023, (3-mo. USD LIBOR + 1.400%)A			13,979,000			14,258,669
Wells Fargo & Co., 3.691%, Due 1/24/2023, (3-mo. USD LIBOR + 1.110%)A			6,795,000			6,882,281
						95,069,237
Industrial - 8.12%
John Deere Capital Corp.,
2.897%, Due 6/22/2020, (3-mo. USD LIBOR + 0.290%)A			8,665,000			8,694,240
3.157%, Due 6/7/2023, (3-mo. USD LIBOR + 0.550%)A			3,935,000			3,932,335
United Parcel Service, Inc., 3.042%, Due 4/1/2023, (3-mo. USD LIBOR + 0.450%)A			14,770,000			14,807,798
						27,434,373
Technology - 11.73%
Apple, Inc., 3.197%, Due 2/9/2022, (3-mo. USD LIBOR + 0.500%)A			14,585,000			14,723,181
IBM Credit LLC, 2.852%, Due 1/20/2021, (3-mo. USD LIBOR + 0.260%)A			10,790,000			10,792,589
Intel Corp., 3.047%, Due 5/11/2022, (3-mo. USD LIBOR + 0.350%)A			14,090,000			14,141,292
						39,657,062
Utilities - 1.21%
Consolidated Edison Co. of New York, Inc., 3.002%, Due 6/25/2021, Series C, (3-mo. USD LIBOR + 0.400%)A			4,080,000			4,084,637
Total Corporate Obligations (Cost $226,582,183)						227,348,030

See accompanying notes

6

American Beacon Garcia Hamilton Quality Bond Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Principal Amount			Fair Value
U.S. AGENCY MORTGAGE-BACKED OBLIGATIONS - 1.51%
Federal Home Loan Mortgage Corp., 4.500%, Due 12/1/2034		$	2,553,978		$	2,714,275
Federal National Mortgage Association,
5.500%, Due 1/1/2024			1,499,102			1,557,122
5.000%, Due 7/1/2026			827,254			843,440
Total U.S. Agency Mortgage-Backed Obligations (Cost $5,194,256)						5,114,837
U.S. GOVERNMENT AGENCY OBLIGATIONS - 20.33%
Federal Farm Credit Banks,
2.531%, Due 2/10/2020, (1-mo. USD LIBOR + 0.050%)A			4,075,000			4,077,132
2.404%, Due 5/11/2020, (1-mo. USD LIBOR - 0.080%)A			7,160,000			7,153,923
Federal Home Loan Bank,
2.563%, Due 5/8/2020, (1-mo. USD LIBOR - 0.175%)A			22,630,000			22,616,597
2.480%, Due 12/18/2020, (1-mo. USD LIBOR - 0.135%)A			25,750,000			25,717,312
2.467%, Due 1/4/2021, (1-mo. USD LIBOR - 0.135%)A			9,165,000			9,152,469
Total U.S. Government Agency Obligations (Cost $68,784,073)						68,717,433
U.S. TREASURY OBLIGATIONS - 8.16% (Cost $26,269,831)
U.S. Treasury Notes/Bonds, 2.500%, Due 5/15/2046			30,040,000			27,595,730
	Shares
SHORT-TERM INVESTMENTS - 2.26% (Cost $7,637,461)
Investment Companies - 2.26%
American Beacon U.S. Government Money Market Select Fund, Select Class, 2.37%B C			7,637,461			7,637,461
TOTAL INVESTMENTS - 99.52% (Cost $334,467,804)						336,413,491
OTHER ASSETS, NET OF LIABILITIES - 0.48%						1,607,142
TOTAL NET ASSETS - 100.00%					$	338,020,633
Percentages are stated as a percent of net assets.

^A Variable, floating, or adjustable rate securities with an interest rate that changes periodically. Rates are periodically reset with rates that are based on a predetermined benchmark such as a widely followed interest rate such as T-bills, LIBOR or PRIME plus a fixed spread. The interest rate disclosed reflects the rate in effect on April 30, 2019.

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

^C 7-day yield.

LLC - Limited Liability Company.

LIBOR – London Interbank Offered Rate.

PRIME – A rate, charged by banks, based on the U.S. Federal Funds rate.

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of April 30, 2019, the investments were classified as described below:

Garcia Hamilton Quality Bond Fund	Level 1		Level 2		Level 3		Total
Assets
Corporate Obligations	$	-	$	227,348,030	$	-	$	227,348,030
U.S. Agency Mortgage-Backed Obligations		-		5,114,837		-		5,114,837
U.S. Government Agency Obligations		-		68,717,433		-		68,717,433
U.S. Treasury Obligations		-		27,595,730		-		27,595,730
Short-Term Investments		7,637,461		-		-		7,637,461
Total Investments in Securities - Assets	$	7,637,461	$	328,776,030	$	-	$	336,413,491

U.S. GAAP requires transfers between all levels to/from level 3 be disclosed. During the period ended April 30, 2019, there were no transfers into or out of Level 3.

See accompanying notes

7

American Beacon Garcia Hamilton Quality Bond Fund^SM

Statement of Assets and Liabilities

April 30, 2019 (Unaudited)

Assets:
Investments in unaffiliated securities, at fair value†	$	328,776,030
Investments in affiliated securities, at fair value‡		7,637,461
Cash		69,617
Interest receivable		1,569,736
Receivable for fund shares sold		337,930
Receivable for expense reimbursement (Note 2)		55,663
Prepaid expenses		56,207
Total assets		338,502,644
Liabilities:
Payable for fund shares redeemed		115,768
Dividends payable		157,927
Management and sub-advisory fees payable (Note 2)		150,896
Service fees payable (Note 2)		2,854
Transfer agent fees payable (Note 2)		11,228
Custody and fund accounting fees payable		3,361
Professional fees payable		32,366
Payable for prospectus and shareholder reports		3,304
Other liabilities		4,307
Total liabilities		482,011
Net assets	$	338,020,633
Analysis of net assets:
Paid-in-capital	$	339,366,412
Total distributable earnings (deficits)A		(1,345,779	)
Net assets	$	338,020,633
Shares outstanding at no par value (unlimited shares authorized):
Institutional Class		30,490,534
Y Class		2,187,013
Investor Class		1,410,528
R6 ClassB		10,178
Net assets:
Institutional Class	$	302,262,810
Y Class	$	21,672,687
Investor Class	$	13,984,278
R6 ClassB	$	100,858
Net asset value, offering and redemption price per share:
Institutional Class	$	9.91
Y Class	$	9.91
Investor Class	$	9.91
R6 ClassB	$	9.91
† Cost of investments in unaffiliated securities	$	326,830,343
‡ Cost of investments in affiliated securities	$	7,637,461
A The Fund’s investments in affiliated securities did not have unrealized appreciation (depreciation) at period end.
B Class commenced operations February 28, 2019 (Note 1).

See accompanying notes

8

American Beacon Garcia Hamilton Quality Bond Fund^SM

Statement of Operations

For the period ended April 30, 2019 (Unaudited)

Investment income:
Dividend income from affiliated securities (Note 7)	$	140,865
Interest income		4,249,391
Total investment income		4,390,256
Expenses:
Management and sub-advisory fees (Note 2)		819,564
Transfer agent fees:
Institutional Class (Note 2)		42,008
Y Class (Note 2)		7,771
Investor Class		659
R6 ClassA		61
Custody and fund accounting fees		23,688
Professional fees		22,635
Registration fees and expenses		26,485
Service fees (Note 2):
Investor Class		26,499
Prospectus and shareholder report expenses		7,645
Trustee fees (Note 2)		7,597
Other expenses		9,112
Total expenses		993,724
Net fees waived and expenses (reimbursed) (Note 2)		(291,740	)
Net expenses		701,984
Net investment income		3,688,272
Realized and unrealized gain from investments:
Net realized gain from:
Investments in unaffiliated securitiesB		153,946
Change in net unrealized appreciation of:
Investments in unaffiliated securitiesC		3,574,790
Net gain from investments		3,728,736
Net increase in net assets resulting from operations	$	7,417,008
A Class commenced operations February 28, 2019.
B The Fund did not recognize net realized gains (losses) from the sale of investments in affiliated securities.
C The Fund’s investments in affiliated securities did not have a change in unrealized appreciation (depreciation) at period end.

See accompanying notes

9

American Beacon Garcia Hamilton Quality Bond Fund^SM

Statement of Changes in Net Assets

	Six Months Ended April 30, 2019			Year Ended October 31, 2018
	(unaudited)
Increase (decrease) in net assets:
Operations:
Net investment income	$	3,688,272		$	3,376,947
Net realized gain (loss) from investments in unaffiliated securities		153,946			(780,123	)
Change in net unrealized appreciation (depreciation) of investments in unaffiliated securities		3,574,790			(1,810,001	)
Net increase in net assets resulting from operations		7,417,008			786,823
Distributions to shareholders:
Total retained earnings:
Institutional Class		(3,414,058	)		(3,305,504	)
Y Class		(192,124	)		(59,124	)
Investor Class		(135,681	)		(165,821	)
R6 ClassA		(455	)		–
Net distributions to shareholders		(3,742,318	)		(3,530,449	)
Capital share transactions (Note 9):
Proceeds from sales of shares		103,461,905			128,042,724
Reinvestment of dividends and distributions		2,982,316			3,065,757
Cost of shares redeemed		(21,699,352	)		(24,196,699	)
Net increase in net assets from capital share transactions		84,744,869			106,911,782
Net increase in net assets		88,419,559			104,168,156
Net assets:
Beginning of period		249,601,074			145,432,918
End of period	$	338,020,633		$	249,601,074
A Commencement of operations February 28, 2019.

See accompanying notes

10

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

1.  Organization and Significant Accounting Policies

American Beacon Funds (the “Trust”), is organized as a Massachusetts business trust. The Fund, a series within the Trust, is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company. As of April 30, 2019, the Trust consists of thirty-three active series, one of which is presented in this filing: American Beacon Garcia Hamilton Quality Bond Fund (the “Fund”). The remaining thirty-two active series are reported in separate filings.

American Beacon Advisors, Inc. (the “Manager”) is a Delaware corporation and a wholly-owned subsidiary of Resolute Investment Managers, Inc. (“RIM”) organized in 1986 to provide business management, advisory, administrative, and asset management consulting services to the Trust and other investors. The Manager is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). RIM is, in turn, a wholly-owned subsidiary of Resolute Acquisition, Inc., which is a wholly-owned subsidiary of Resolute Topco, Inc., a wholly-owned subsidiary of Resolute Investment Holdings, LLC (“RIH”). RIH is owned primarily by Kelso Investment Associates VIII, L.P., KEP VI, LLC and Estancia Capital Partners L.P., investment funds affiliated with Kelso & Company, L.P. (“Kelso”) or Estancia Capital Management, LLC (“Estancia”), which are private equity firms.

Recent Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-08, Premium Amortization of Purchased Callable Debt Securities. The amendments in the ASU shorten the premium amortization period on a purchased callable debt security from the security’s contractual life to the earliest call date. It is anticipated that this change will enhance disclosures by reducing losses recognized when a security is called on an earlier date. This ASU is effective for fiscal years beginning after December 15, 2018. The Manager continues to evaluate the impact this ASU will have on the financial statements and other disclosures.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (“Topic 820”). The amendments in the ASU impact disclosure requirements for fair value measurement. It is anticipated that this change will enhance the effectiveness of disclosures in the notes to the financial statements. This ASU is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted and can include the entire standard or certain provisions that exclude or amend disclosures. For the period ended April 30, 2019, the Fund has chosen to adopt the standard. The adoption of this ASU guidance did not have a material impact on the financial statements and other disclosures.

Class Disclosure

On February 28, 2019, the Fund created the R6 Class, a new class made available for sale to retirement plans pursuant to an amendment to the Fund’s registrations statement filed with the U.S. Securities and Exchange Commission (“SEC”). Refer to the Fund’s prospectus for more details.

The 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	Eligible Investors	Minimum Initial Investments
Institutional	Large institutional investors - sold directly through intermediary channels.	$	250,000
Y Class	Large institutional retirement plan investors - sold directly or through intermediary channels.	$	100,000
Investor	All investors using intermediary organizations, such as broker-dealers or retirement plan sponsors.	$	2,500
R6 Class	Large institutional retirement plan investors - sold through retirement plan sponsors.		None

11

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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 respective Fund. Class specific expenses, where applicable, currently include service, distribution, transfer agent fees, and sub-transfer agent fees that vary amongst the classes as described more fully in Note 2.

Significant Accounting Policies

The following is a summary of significant accounting policies, consistently followed by the Fund in preparation of the financial statements. The Fund is considered an investment company and accordingly, follows the investment company accounting and reporting guidance of the FASB Accounting Standards Codification Topic 946, Financial Services – Investment Companies, a part of Generally Accepted Accounting Principles (“U.S. GAAP”).

Security Transactions and Investment Income

Security transactions are recorded as of the trade date for financial reporting purposes. Securities purchased or sold on a when-issued or delayed-delivery basis may be settled beyond a standard settlement period for the security after the trade date.

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 Fund. Interest income, net of foreign taxes, is earned from settlement date, recorded on the accrual basis, and adjusted, if necessary, for accretion of discounts and amortization of premiums. Realized gains (losses) from securities sold are determined on the basis of specific lot identification.

Distributions to Shareholders

Distributions, if any, of net investment income of the Fund will normally be declared daily and paid monthly. The Funds final distribution (annual) for each taxable year will include any remaining investment company taxable income undistributed during the year, as well as all net capital gains realized during the year. The daily and annual distributions are recorded on the Fund’s books on ex-dividend date. Dividends to shareholders are determined in accordance with federal income tax regulations, which may differ in amount and character from net investment income and realized gains recognized for purposes of U.S. GAAP. To the extent necessary to fully distribute capital gains, the Fund may designate earnings and profits distributed to shareholders on the redemption of shares.

Allocation of Income, Trust Expenses, Gains, and Losses

Investment income, realized and unrealized gains and losses from investments of the Fund is allocated daily to each class of shares based upon the relative proportion of net assets of each class to the total net assets of the Fund. Expenses directly charged or attributable to the Fund will be paid from the assets of the Fund. Generally, expenses of the Trust will be allocated among and charged to the assets of the Fund on a basis that the Trust’s Board of Trustees (the “Board”) deems fair and equitable, which may be based on the relative net assets of the Fund or nature of the services performed and relative applicability to the Fund.

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.

12

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Other

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In 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.

2.  Transactions with Affiliates

Management and Investment Sub-Advisory Agreements

The Fund and the Manager are parties to a Management Agreement that obligates the Manager to provide the Fund with investment advisory and administrative services. As compensation for performing the duties under the Management Agreement, the Manager will receive an annualized management fee based on a percentage of the Fund’s average daily net assets that is calculated and accrued daily according to the following schedule:

First $5 billion	0.35	%
Next $5 billion	0.325	%
Next $10 billion	0.30	%
Over $20 billion	0.275	%

The Trust, on behalf of the Fund, and the Manager have entered into an Investment Advisory Agreement with Garcia Hamilton & Associates, L.P. (the “Sub-Advisor”) pursuant to which the Fund has agreed to pay an annualized sub-advisory fee that is calculated and accrued daily based on the Fund’s average daily net assets according to the following schedule:

First $1 billion	0.20	%
Over $1 billion	0.15	%

The Management and Sub-Advisory Fees paid by the Fund for the period ended April 30, 2019 were as follows:

	Effective Fee Rate			Amount of Fees Paid
Management Fees		0.35	%	$	521,332
Sub-Advisor Fees		0.20	%		298,232
Total		0.55	%	$	819,564

Distribution Plans

The Fund has adopted a “defensive” Distribution Plan (the “Plan”) in accordance with Rule 12b-1 under the Act, pursuant to which no separate fees may be charged to the Fund for distribution purposes. However, the Plan authorizes the management fee received by the Manager and the investment advisors 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.

Service Plans

The Manager and the Trust entered into a Service Plan that obligates the Manager to oversee additional shareholder servicing of the Investor Class of the Fund. As compensation for performing the duties required under the Service Plan, the Manager receives an annualized fee up to 0.375% of the average daily net assets of the Investor Class of the Fund.

13

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Sub-Transfer Agent Fees

The Manager has entered into agreements, which include servicing agreements, with financial intermediaries that provide recordkeeping, processing, shareholder communications and other services to customers of the intermediaries that hold positions in the Institutional and Y Classes of the Fund and has agreed to compensate the intermediaries for providing these services. Intermediaries transact with the Fund primarily through the use of omnibus accounts on behalf of its customers who hold positions in the Fund. Certain services would have been provided by the Fund’s transfer agent and other service providers if the shareholders’ accounts were maintained directly by the Fund’s transfer agent. Accordingly, the Fund, pursuant to Board approval, has agreed to reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries for the Institutional and Y Classes. The reimbursement amounts (sub-transfer agent fees) paid to the Manager are subject to a fee limit of up to 0.10% of an intermediary’s average net assets in the Institutional and Y Classes on an annual basis. During the period ended April 30, 2019, the sub-transfer agent fees, as reflected in “Transfer agent fees” on the Statement of Operations, were as follows:

Fund	Sub-Transfer Agent Fees
Garcia Hamilton Quality Bond	$	46,948

As of April 30, 2019, the Fund owed the Manager the following reimbursement of sub-transfer agent fees, as reflected in “Transfer agent fees payable” on the Statement of Assets and Liabilities:

Fund	Reimbursement Sub-Transfer Agent Fees
Garcia Hamilton Quality Bond	$	10,308

Investments in Affiliated Funds

The Fund may invest in the American Beacon U.S. Government Money Market Select Fund (the “USG Select Fund”). Cash collateral received by the Fund in connection with securities lending may also be invested in the USG Select Fund. The Fund and the USG Select Fund have the same investment advisor and therefore, are considered to be affiliated. The Manager serves as investment advisor to the USG Select Fund and receives management fees and administrative fees totaling 0.10% of the average daily net assets of the USG Select Fund. During the period ended April 30, 2019, the Manager earned fees on the Fund’s direct investments in the USG Select Fund as shown below:

Fund	Direct Investments in USG Select Fund
Garcia Hamilton Quality Bond	$	6,388

Interfund Credit Facility

Pursuant to an exemptive order issued by the SEC, the Fund, along with other registered investment companies having management contracts with the Manager, may participate in a credit facility whereby each fund, under certain conditions, is permitted to lend money directly to and borrow directly from other participating funds for temporary purposes. The interfund credit facility is advantageous to the Fund because it provides added liquidity, and eliminates the need to maintain higher cash balances to meet redemptions. This situation could arise when shareholder redemptions exceed anticipated volumes and certain funds have insufficient cash on hand to satisfy such redemptions or when sales of securities do not settle as expected, resulting in a cash shortfall for a fund. When a fund liquidates portfolio securities to meet redemption requests, they often do not receive payment in settlement for up to two days (or longer for certain foreign transactions). Redemption requests normally are satisfied on the next business day. The credit facility provides a source of immediate, short-term liquidity pending settlement of the sale of portfolio securities. The credit facility is administered by a credit facility team consisting of professionals from the Manager’s asset management, compliance, and accounting areas who report the activities of the credit facility to the Board. During the period ended April 30, 2019, the Fund did not utilize the credit facility.

14

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Expense Reimbursement Plan

The Manager contractually agreed to reduce fees and/or reimburse expenses for the classes of the Fund to the extent that total operating expenses exceed the Fund’s expense cap. During the period ended April 30, 2019, the Manager waived and/or reimbursed expenses as follows:

		Expense Cap							Expiration of Reimbursed Expenses
Fund	Class	11/1/2018 - 4/30/2019			Reimbursed Expenses		(Recouped) Expenses
Garcia Hamilton Quality Bond	Institutional		0.45	%	$	265,252	$	-		2022
Garcia Hamilton Quality Bond	Y		0.55	%		12,740		-		2022
Garcia Hamilton Quality Bond	Investor		0.83	%		13,651		-		2022
Garcia Hamilton Quality Bond	R6(1)		0.42	%		97		-		2022

⁽¹⁾ Effective February 28, 2019.

Of these amounts, $55,663 was disclosed as a receivable from the Manager on the Statement of Assets and Liabilities at April 30, 2019.

The Fund has adopted an Expense Reimbursement Plan whereby the Manager may seek repayment of such fee reductions and expense reimbursements. Under the policy, the Manager can be reimbursed by the Fund for any contractual fee reductions or expense reimbursements if reimbursement to the Manager (a) occurs within three years after the Manager’s own waiver or reimbursement and (b) does not cause the Fund’s annual operating expenses to exceed the lesser of the contractual percentage limit in effect at the time of the waiver/reimbursement or time of recoupment. The reimbursed expenses listed above will expire in 2022. The Fund did not record a liability for potential reimbursement due to the current assessment that a reimbursement is unlikely. The carryover of excess expenses potentially reimbursable to the Manager, but not recorded as a liability are as follows:

Fund	Recouped Expenses		Excess Expense Carryover		Expired Expense Carryover		Expiration of Reimbursed Expenses
Garcia Hamilton Quality Bond	$	-	$	248,391	$	-		2019
Garcia Hamilton Quality Bond		-		334,782		-		2020
Garcia Hamilton Quality Bond		-		410,947		-		2021

Trustee Fees and Expenses

As compensation for their service to the Trusts, each Trustee receives an annual retainer of $120,000, plus $10,000 for each Board meeting attended in person or via teleconference, $2,500 for attendance by Committee members at meetings of the Audit Committee and the Investment Committee, and $1,500 for attendance by Committee members at meetings of the Nominating and Governance Committee, plus reimbursement of reasonable expenses incurred in attending Board meetings, Committee meetings, and relevant educational seminars. The Trustees also may be compensated for attendance at special Board and/or Committee meetings from time to time. The Board Chair receives an additional annual retainer of $50,000 as well as a $2,500 fee each quarter for attendance at the committee meetings. The Chairpersons of the Audit Committee and the Investment Committee each receive an additional annual retainer of $25,000 and the Chairman of the Nominating and Governance Committee receives an additional annual retainer of $10,000. These expenses are allocated on a prorated basis to each fund of the Trusts according to its respective net assets.

3.  Security Valuation and Fair Value Measurements

The price of the Fund’s shares is based on the Fund’s Net Asset Value (“NAV”). The NAV of the Fund, or each of its share classes, as applicable, is determined by dividing the total value of portfolio investments and other assets, less any liabilities attributable to the Fund or class, by the total number of shares outstanding of the Fund or class.

15

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Investments are valued at the close of the New York Stock Exchange (the “Exchange”), normally at 4:00 p.m. Eastern Time, each day that the Exchange is open for business.

Debt 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. Prices of debt securities may be determined using quotes obtained from brokers.

Investments in open-end mutual funds are valued at the closing NAV per share of the mutual fund on the day of valuation.

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 Board.

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 Manager’s Valuation Committee, pursuant to procedures established by the Board.

Valuation Inputs

Various inputs may be used to determine the fair 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 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.

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.

Mortgage-related and asset-backed securities (“ABS”) 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 ABS that use similar valuation techniques and inputs as described above are 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.

16

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

4.  Securities and Other Investments

Agency Mortgage-Backed Securities

Certain mortgage-backed securities (“MBS”) may be issued or guaranteed by the U.S. government or a government sponsored entity, such as the Federal National Mortgage Association (“Fannie Mae”) or the Federal Home Loan Mortgage Corporation (“Freddie Mac”). 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.

Fixed-Income Investments

The Fund may hold debt, including government and corporate debt, and other fixed-income securities. Typically, the values of fixed-income securities change inversely with prevailing interest rates. Therefore, a fundamental risk of fixed-income securities is interest rate risk, which is the risk that their value will generally decline as prevailing interest rates rise, which may cause the Fund’s NAV to likewise decrease, and vice versa. How specific fixed-income securities may react to changes in interest rates will depend on the specific characteristics of each security. For example, while securities with longer maturities tend to produce higher yields, they also tend to be more sensitive to changes in prevailing interest rates and are, therefore, more volatile than shorter-term securities and are subject to greater market fluctuations as a result of changes in interest rates. Fixed-income securities are also subject to credit risk, which is the risk that the credit strength of an issuer of a fixed-income security will weaken and/or that the issuer will be unable to make timely principal and interest payments and that the security may go into default. In addition, there is prepayment risk, which is the risk that during periods of falling interest rates, certain fixed-income securities with higher interest rates, such as MBS and ABS, may be prepaid by their issuers thereby reducing the amount of interest payments. This may result in a Fund having to reinvest its proceeds in lower yielding securities. Securities underlying MBS and ABS, which may include subprime mortgages, also may be subject to a higher degree of credit risk, valuation risk, and liquidity risk.

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.

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.

Mortgage-Related and Other Asset-Backed Securities

The Fund may invest in mortgage or other 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

17

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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 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.

Other Investment Company Securities and Other Exchange-Traded Products

The Fund 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 Fund 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, the Fund becomes a shareholder of that investment company. As a result, the Fund’s shareholders indirectly will bear the Fund’s proportionate share of the fees and expenses paid by shareholders of the other investment company, in addition to the fees and expenses the Fund’s 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.

U.S. Government Agency Securities

U.S. Government agency securities are issued or guaranteed by the U.S. Government or its agencies or instrumentalities. Some obligations issued by U.S. Government agencies and instrumentalities are supported by the full faith and credit of the U.S. Treasury; others by the right of the issuer to borrow from the U.S. Treasury; others by discretionary authority of the U.S. Government to purchase certain obligations of the agency or instrumentality; and others only by the credit of the agency or instrumentality. U.S. Government securities bear fixed, floating or variable rates of interest. While the U.S. Government currently provides financial support to certain U.S. Government-sponsored agencies or instrumentalities, no assurance can be given that it will always do so, since it is not so obligated by law. U.S. Government securities include U.S. Treasury bills, notes and bonds, Federal Home Loan Bank (“FHLB”) obligations, Federal Farm Credit Bank (“FFCB”) obligations, U.S. Government agency obligations and repurchase agreements secured thereby. U.S. Government agency securities are subject to credit risk and interest rate risk.

U.S. Treasury Obligations

U.S. Treasury obligations include bills (initial maturities of one year or less), notes (initial maturities between two and ten years), and bonds (initial maturities over ten years) issued by the U.S. Treasury, Separately Traded Registered Interest and Principal component parts of such obligations (known as “STRIPS”) and inflation-indexed securities. The prices of these securities (like all debt securities) change between issuance and maturity in response to fluctuating market interest rates. U.S. Treasury obligations are subject to credit risk and interest rate risk.

18

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

5.  Principal Risks

Investing in the Fund may involve certain risks including, but not limited to, those described below.

Credit Risk

The Fund is subject to the risk that the issuer or guarantor of a debt security, or the counterparty to a derivatives contract or a loan, will fail to make timely payment of interest or principal or otherwise honor its obligations or default completely. A decline in the credit rating of an individual security held by a Fund may have an adverse impact on its price and make it difficult for a Fund to sell it. Ratings represent a rating agency’s opinion regarding the quality of the security and are not a guarantee of quality. Rating agencies might not always change their credit rating on an issuer or security in a timely manner to reflect events that could affect the issuer’s ability to make timely payments on its obligations. Credit risk is typically greater for securities with ratings that are below investment grade.

Floating Rate Securities Risk

The coupons on certain fixed income securities in which the Fund may invest are not fixed and may fluctuate based upon changes in market rates. The coupon on a floating rate security is generally based on an interest rate such as a money-market index, London Interbank Offered Rate (“LIBOR”) or a Treasury bill rate. Such securities are subject to interest rate risk and may fluctuate in value in response to interest rate changes if there is a delay between changes in market interest rates and the interest reset date for the obligation, or for other reasons. As short-term interest rates decline, the coupons on floating rate securities typically decrease. Alternatively, during periods of rising interest rates, changes in the coupons of floating rate securities may lag behind changes in market rates or may have limits on the maximum increases in the coupon rates. The value of floating rate securities may decline if their coupons do not rise as much, or as quickly, as interest rates in general. Conversely, floating rate securities will not generally increase in value if interest rates decline.

Interest Rate Risk

Investments in investment-grade and non-investment grade fixed-income securities are subject to interest rate risk. The value of the Fund’s fixed-income investments typically will fall when interest rates rise. The Fund may be particularly sensitive to changes in interest rates if it invests in debt securities with intermediate and long terms to maturity. Debt securities with longer durations tend to be more sensitive to changes in interest rates, usually making them more volatile than debt securities with shorter durations. For example, if a bond has a duration of seven years, a 1% increase in interest rates could be expected to result in a 7% decrease in the value of the bond. Yields of debt securities will fluctuate over time. Following the financial crisis that started in 2008, the Federal Reserve attempted to stabilize the economy and support the economic recovery by keeping the federal funds rate (the interest rate at which depository institutions lend reserve balances to each other overnight) at or near zero percent. The Federal Reserve has raised the federal funds rate several times since December 2015 and may continue to increase rates in the future. Interest rates may rise significantly and/or rapidly, potentially resulting insubstantial losses to the Fund. During periods of very low or negative interest rates, the Fund may be unable to maintain positive returns. Certain European countries and Japan have recently experienced negative interest rates on deposits and debt securities have traded at negative yields. Negative interest rates may become more prevalent among non-U.S. issuers, and potentially within the United States. Changing interest rates, including rates that fall below zero, may have unpredictable effects on markets, may result in heightened market volatility and may detract from Fund’s performance to the extent the Fund is exposed to such interest rates.

19

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Investment Risk

An investment in the Fund is not a deposit with a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. When you sell your shares of the Fund, they could be worth less than what you paid for them. Therefore, you may lose money by investing in the Fund.

Liquidity Risk

When there is little or no active trading market for a specific security it can become more difficult to purchase or sell the securities at or near their perceived value. During such periods, certain investments held by the Fund may be difficult to sell or other investments may be difficult to purchase at favorable times or prices. As a result, the Fund may have to lower the price on certain securities that it is trying to sell, sell other securities instead or forgo an investment opportunity, any of which could have a negative effect on Fund management or performance. Redemptions by a few large investors in the Fund at such times may have a significant adverse effect on the Fund’s NAV and remaining Fund shareholders. In addition, the market-making capacity of dealers in certain types of securities has been reduced in recent years, in part as a result of structural and regulatory changes, such as fewer proprietary trading desks and increased regulatory capital requirements for broker-dealers. Further, many broker-dealers have reduced their inventory of certain debt securities. This could negatively affect the Fund’s ability to buy or sell debt securities and increase the related volatility and trading costs. The Fund may lose money if it is forced to sell certain investments at unfavorable prices to meet redemption requests or other cash needs.

Market Risk

Conditions in the U.S. and many foreign economies have resulted, and may continue to result, in certain instruments experiencing unusual liquidity issues, increased price volatility and, in some cases, credit downgrades and increased likelihood of default. These events have reduced the willingness and ability of some lenders to extend credit, and have made it more difficult for some borrowers to obtain financing on attractive terms, if at all. In some cases, traditional market participants have been less willing to make a market in some types of debt instruments, which has affected the liquidity of those instruments. During times of market turmoil, investors tend to look to the safety of securities issued or backed by the U.S. Treasury, causing the prices of these securities to rise and the yields to decline. Reduced liquidity in fixed income and credit markets may negatively affect many issuers worldwide. In addition, global economies and financial markets are becoming increasingly interconnected, which increases the possibilities that conditions in one country or region might adversely impact issuers in a different country or region. A rise in protectionist trade policies, and the possibility of changes to some international trade agreements, could affect the economies of many nations in ways that cannot necessarily be foreseen at the present time.

In response to the financial crisis, the U.S. and other governments, the Federal Reserve, and certain foreign central banks have taken steps to support financial markets. In some countries where economic conditions are recovering, they are nevertheless perceived as still fragile. Withdrawal of government support, failure of efforts in response to the crisis, or investor perception that such efforts are not succeeding, could adversely impact the value and liquidity of certain securities. The severity or duration of adverse economic conditions may also be affected by policy changes made by governments or quasi-governmental organizations, including changes in tax laws. The impact of new financial regulation legislation on the markets and the practical implications for market participants may not be fully known for some time. Regulatory changes are causing some financial services companies to exit long-standing lines of business, resulting in dislocations for other market participants. In addition, political and diplomatic events within the U.S. and abroad, such as the U.S. government’s inability at times to agree on a long-term budget and deficit reduction plan, the threat of a federal government shutdown and threats not to increase the federal government’s debt limit, may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree. The U.S. government has recently reduced the federal corporate income tax rate, and future legislative, regulatory and policy changes may result in more restrictions on international trade, less stringent prudential regulation of certain players in the

20

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

financial markets, and significant new investments in infrastructure and national defense. Markets may react strongly to expectations about the changes in these policies, which could increase volatility, especially if the market’s expectations for changes in government policies are not borne out.

Changes in market conditions will not have the same impact on all types of securities. Interest rates have been unusually low in recent years in the U.S. and abroad. Because there is little precedent for this situation, it is difficult to predict the impact of a significant rate increase on various markets. For example, because investors may buy securities or other investments with borrowed money, a significant increase in interest rates may cause a decline in the markets for those investments. Regulators have expressed concern that rate increases may cause investors to sell fixed income securities faster than the market can absorb them, contributing to price volatility. In addition, there is a risk that the prices of goods and services in the U.S. and many foreign economies may decline overtime, known as deflation (the opposite of inflation). Deflation may have an adverse effect on stock prices and creditworthiness and may make defaults on debt more likely. If a country’s economy slips into a deflationary pattern, it could last for a prolonged period and may be difficult to reverse.

The precise details and the resulting impact of the United Kingdom’s vote to leave the European Union (the “EU”), commonly referred to as “Brexit,” are not yet known. The effect on the United Kingdom’s economy will likely depend on the nature of trade relations with the EU and other major economies following its exit, which are matters to be negotiated. The outcomes may cause increased volatility and have a significant adverse impact on world financial markets, other international trade agreements, and the United Kingdom and European economies, as well as the broader global economy for some time, which could significantly adversely affect the value of the Fund’s investments in the United Kingdom and Europe.

Mortgage-Backed and Mortgage Related Securities Risk

Investments in mortgage-backed and mortgage-related securities are subject to market risks for fixed-income securities which include, but are not limited to, interest rate risk, credit risk, extension risk and prepayment risk. When mortgages and other obligations are prepaid and when securities are called, a Fund may have to reinvest in securities with a lower yield or fail to recover additional amounts (i.e., premiums) paid for securities with higher interest rates, resulting in an unexpected capital loss and/or a decrease in the amount of dividends and yield.

Other Investment Companies Risk

A security backed by the U.S. Treasury or the full faith and credit of the United States is guaranteed only as to the timely payment of interest and principal when held to maturity. The market prices for such securities are not guaranteed and will fluctuate. Additionally, circumstances could arise that would prevent the payment of interest or principal. This could result in losses to a Fund. Investments in government-sponsored enterprises, are debt obligations issued by agencies and instrumentalities of the U.S. Government. These obligations vary in the level of support they receive from the U.S. Government. They may be:(i) supported by the full faith and credit of the U.S. Treasury, such as those of the Government National Mortgage Association (“Ginnie Mae”); (ii) supported by the right of the issuer to borrow from the U.S. Treasury, such as those of the Federal Home Loan Bank and the Federal Farm Credit Banks; (iii) supported by the discretionary authority of the U.S. Government to purchase the agency obligations, such as those of Fannie Mae and Freddie Mac or (iv) supported only by the credit of the issuer, such as those of the Federal Farm Credit Bureau. The U.S. Government may choose not to provide financial support to U.S.Government-sponsored agencies or instrumentalities if it is not legally obligated to do so, in which case, if the issuer defaulted, to the extent a Fund holds securities of such issuer, it might not be able to recover its investment from the U.S. Government.

21

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Prepayment Risk

When interest rates fall, borrowers will generally repay the loans that underlie certain debt securities, especially mortgage-related and other types of asset-backed securities, more quickly than expected, causing the issuer of the security to repay the principal prior to the security’s expected maturity date. The Fund may need to reinvest the proceeds at a lower interest rate, reducing its income. Securities subject to prepayment risk generally offer less potential for gains when prevailing interest rates fall. If the Fund buys those securities at a premium, accelerated prepayments on those securities could cause the Fund to lose a portion of its principal investment. The impact of prepayments on the price of a security may be difficult to predict and may increase the security’s price volatility.

Redemption Risk

A Fund may experience periods of heavy redemptions that could cause a Fund to sell assets at inopportune times or at a loss or depressed value. Redemption risk is greater to the extent that one or more investors or intermediaries control a large percentage of investments in a Fund, have short investment horizons,or have unpredictable cash flow needs. A general rise in interest rates has the potential to cause investors to move out of fixed income securities on a large scale, which may increase redemptions from mutual funds that hold large amounts of fixed income securities. This, coupled with a reduction in the ability or willingness of dealers and other institutional investors to buy or hold fixed income securities, may result in decreased liquidity and increased volatility in the fixed income markets, and heightened redemption risk. Heavy redemptions, whether by a few large investors or many smaller investors, could hurt a Fund’s performance. This risk is heightened if a Fund invests in emerging market securities, which are generally less liquid than the securities of U.S. and other developed markets. The sale of assets to meet redemption requests may create net capital gains or losses, which could cause a Fund to have to distribute substantial capital gains.

Sector Risk

Sector risk is the risk associated with the Fund holding a significant amount of investments in similar businesses, which would be similarly affected by particular economic or market events, which may, in certain circumstances, cause the value of the equity and debt securities of companies in a particular sector of the market to change. To the extent the Fund has substantial holdings within a particular sector, the risks to the Fund associated with that sector increase. To the extent a Fund invests in the financial services sector, the value of the Fund’s shares may be particularly vulnerable to factors affecting that sector, such as the availability and cost of capital funds, changes in interest rates, the rate of corporate and consumer debt defaults,extensive government regulation and price competition. The value of a Fund’s shares could experience significantly greater volatility than investment companies investing more broadly.

U.S. Government Securities and Government-Sponsored Enterprises Risk

A security backed by the U.S. Treasury or the full faith and credit of the United States is guaranteed only as to the timely payment of interest and principal when held to maturity. The market prices for such securities are not guaranteed and will fluctuate. Additionally, circumstances could arise that would prevent the payment of interest or principal. This could result in losses to a Fund. Investments in government-sponsored enterprises, are debt obligations issued by agencies and instrumentalities of the U.S. Government. These obligations vary in the level of support they receive from the U.S. Government. They may be:(i) supported by the full faith and credit of the U.S. Treasury, such as those of the Government National Mortgage Association (“Ginnie Mae”); (ii) supported by the right of the issuer to borrow from the U.S. Treasury, such as those of the Federal Home Loan Bank and the Federal Farm Credit Banks; (iii) supported by the discretionary authority of the U.S. Government to purchase the agency obligations, such as those of Fannie Mae and Freddie Mac or (iv) supported only by the credit of the issuer, such as those of the Federal Farm Credit Bureau. The U.S. Government may choose not to provide financial support

22

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

to U.S.Government-sponsored agencies or instrumentalities if it is not legally obligated to do so, in which case, if the issuer defaulted, to the extent a Fund holds securities of such issuer, it might not be able to recover its investment from the U.S. Government.

6.  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 distributions 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 unrecorded tax liabilities in the accompanying financial statements. Each of the tax years in the three year period ended October 31, 2018 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 expenses” on the Statement of Operations.

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 (depreciation), as applicable, as the income is earned or capital gains are recorded.

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.

As of April 30, 2019 the tax cost for the Fund and their respective gross unrealized appreciation (depreciation) were as follows:

Fund	Tax Cost		Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Garcia Hamilton Quality Bond	$	334,767,129	$	1,891,346	$	(244,984	)	$	1,646,362

Under the Regulated Investment Company Modernization Act of 2010 (“RIC MOD”), net capital losses recognized by the Fund 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 October 31, 2018, the Fund had the following capital loss carryforwards:

Fund	Short-Term Capital Loss Carryforwards			Long-Term Capital Loss Carryforwards
Garcia Hamilton Quality Bond		$	1,967,308		$	1,124,741

7.  Investment Transactions

The aggregate cost of purchases and proceeds from sales and maturities of investments, other than short-term obligations, for the period ended April 30, 2019 were as follows:

Fund	Purchases (non-U.S. Government Securities)		Purchases of U.S. Government Securities		Sales (non-U.S. Government Securities)		Sales of U.S. Government Securities
Garcia Hamilton Quality Bond	$	159,221,121	$	60,108,750	$	34,873,389	$	71,135,258

23

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

A summary of the Fund’s transactions in the USG Select Fund for the period ended April 30, 2019 were as follows:

Fund	Type of Transaction	October 31, 2018 Shares/Fair Value		Purchases		Sales		April 30, 2019 Shares/Fair Value		Dividend Income
Garcia Hamilton Quality Bond	Direct	$	27,218,440	$	188,937,836	$	208,518,815	$	7,637,461	$	140,865

8.  Borrowing Arrangements

Effective November 15, 2018 (the “Effective Date”), the Fund, along with certain other funds managed by the Manager (“Participating Funds”), entered into a committed revolving line of credit (the “Committed Line”) agreement with State Street Bank and Trust Company (the “Bank”) to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Committed Line is $250 million with interest at a rate equal to the higher of (a) one-month LIBOR plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on amounts borrowed. Each of the Participating Funds will pay a closing fee of $100,000 on the Effective Date and a quarterly commitment fee at a rate of 0.25% per annum on the unused portion of the Committed Line amount. The Committed Line expires November 14, 2019, unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

On the Effective Date, the Fund, along with certain other Participating Funds managed by the Manager, also entered into an uncommitted discretionary demand revolving line of credit (the “Uncommitted Line”) agreement with the Bank to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Uncommitted Line is $50 million with interest at a rate equal to the higher of (a) one-month LIBOR plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on each outstanding loan. Each of the Participating Funds will pay a closing fee of $35,000 on the Effective Date. The Uncommitted Line expires November 14, 2019 unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

The Participating Funds paid administration, legal and arrangement fees, which are recognized as a component of “Other expenses” on the Statement of Operations, along with commitment fees, that have been allocated among the Participating Funds based on average daily net assets.

During the period ended April 30, 2019, the Fund did not utilize this facility.

24

American Beacon Garcia Hamilton Quality Bond Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

9.  Capital Share Transactions

The tables below summarize the activity in capital shares for each Class of the Fund:

	Institutional Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Garcia Hamilton Quality Bond Fund	Shares			Amount			Shares			Amount
Shares sold		8,165,715		$	80,414,003			12,598,631		$	124,573,816
Reinvestment of dividends		268,919			2,655,302			287,808			2,842,265
Shares redeemed		(1,934,490	)		(19,055,891	)		(2,278,673	)		(22,493,423	)
Net increase in shares outstanding		6,500,144		$	64,013,414			10,607,766		$	104,922,658
	Y Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Garcia Hamilton Quality Bond Fund	Shares			Amount			Shares			Amount
Shares sold		1,947,136		$	19,148,199			77,645		$	766,204
Reinvestment of dividends		19,312			190,889			5,845			57,695
Shares redeemed		(156,067	)		(1,541,813	)		(23,305	)		(230,768	)
Net increase in shares outstanding		1,810,381		$	17,797,275			60,185		$	593,131
	Investor Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Garcia Hamilton Quality Bond Fund	Shares			Amount			Shares			Amount
Shares sold		385,928		$	3,799,703			273,789		$	2,702,704
Reinvestment of dividends		13,739			135,670			16,784			165,797
Shares redeemed		(111,913	)		(1,101,648	)		(149,158	)		(1,472,508	)
Net increase in shares outstanding		287,754		$	2,833,725			141,415		$	1,395,993
	R6 Class
	February 28, 2019A to April 30, 2019
	(unaudited)
Garcia Hamilton Quality Bond Fund	Shares			Amount
Shares sold		10,132	B	$	100,000	B
Reinvestment of dividends		46			455
Net increase in shares outstanding		10,178		$	100,455

^A Commencement of operations.

^B Seed capital was received in the amount of $100,000 for the R6 Class. As a result, shares were issued in the amount of 10,132 for R6 Class.

10.  Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

25

American Beacon Garcia Hamilton Quality Bond Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Institutional Class
	Six Months Ended April 30, 2019			Year Ended October 31, 2018			Year Ended October 31, 2017			April 4, 2016A to October 31, 2016
	(unaudited)
Net asset value, beginning of period	$	9.79		$	9.91		$	9.98		$	10.00
Income (loss) from investment operations:
Net investment income		0.13			0.20			0.14			0.05
Net gains (losses) on investments (both realized and unrealized)		0.11			(0.13	)		(0.05	)		(0.02	)
Total income (loss) from investment operations		0.24			0.07			0.09			0.03
Less distributions:
Dividends from net investment income		(0.12	)		(0.19	)		(0.15	)		(0.05	)
Distributions from net realized gains		-			-			(0.01	)		-
Total distributions		(0.12	)		(0.19	)		(0.16	)		(0.05	)
Net asset value, end of period	$	9.91		$	9.79		$	9.91		$	9.98
Total returnB		2.50	%C		0.74	%		0.91	%		0.34	%C
Ratios and supplemental data:
Net assets, end of period	$	302,262,810		$	234,919,975		$	132,575,412		$	124,032,604
Ratios to average net assets:
Expenses, before reimbursements		0.65	%D		0.69	%		0.70	%		1.06	%D
Expenses, net of reimbursements		0.45	%D		0.45	%		0.45	%		0.45	%D
Net investment income, before expense reimbursements		2.29	%D		1.68	%		1.12	%		0.29	%D
Net investment income, net of reimbursements		2.49	%D		1.92	%		1.37	%		0.91	%D
Portfolio turnover rate		40	%		143	%		52	%		40	%E

^A Commencement of operations.

^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 U.S. GAAP 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 April 4, 2016 through October 31, 2016 and is not annualized.

See accompanying notes

26

American Beacon Garcia Hamilton Quality Bond Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Y Class
	Six Months Ended April 30,			Year Ended October 31,			Year Ended October 31,			April 4, 2016A to October 31,
	2019			2018			2017			2016
	(unaudited)
Net asset value, beginning of period	$	9.79		$	9.90		$	9.98		$	10.00
Income (loss) from investment operations:
Net investment income		0.14			0.18			0.13			0.05
Net gains (losses) on investments (both realized and unrealized)		0.10			(0.11	)		(0.06	)		(0.02	)
Total income (loss) from investment operations		0.24			0.07			0.07			0.03
Less distributions:
Dividends from net investment income		(0.12	)		(0.18	)		(0.14	)		(0.05	)
Distributions from net realized gains		-			-			(0.01	)		-
Total distributions		(0.12	)		(0.18	)		(0.15	)		(0.05	)
Net asset value, end of period	$	9.91		$	9.79		$	9.90		$	9.98
Total returnB		2.45	%C		0.74	%		0.71	%		0.29	%C
Ratios and supplemental data:
Net assets, end of period	$	21,672,687		$	3,685,857		$	3,133,476		$	3,265,315
Ratios to average net assets:
Expenses, before reimbursements		0.71	%D		0.75	%		0.77	%		1.29	%D
Expenses, net of reimbursements		0.55	%D		0.55	%		0.55	%		0.55	%D
Net investment income, before expense reimbursements		2.28	%D		1.58	%		1.05	%		0.11	%D
Net investment income, net of reimbursements		2.44	%D		1.78	%		1.27	%		0.85	%D
Portfolio turnover rate		40	%		143	%		52	%		40	%E

^A  Commencement of operations.

^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 U.S. GAAP 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 April 4, 2016 through October 31, 2016 and is not annualized.

See accompanying notes

27

American Beacon Garcia Hamilton Quality Bond Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Investor Class
	Six Months Ended April 30,			Year Ended October 31,			Year Ended October 31,			April 4, 2016A to October 31,
	2019			2018			2017			2016
	(unaudited)
Net asset value, beginning of period	$	9.79		$	9.91		$	9.99		$	10.00
Income (loss) from investment operations:
Net investment income		0.11			0.15			0.10			0.03
Net gains (losses) on investments (both realized and unrealized)		0.11			(0.11	)		(0.06	)		(0.01	)
Total income (loss) from investment operations		0.22			0.04			0.04			0.02
Less distributions:
Dividends from net investment income		(0.10	)		(0.16	)		(0.11	)		(0.03	)
Distributions from net realized gains		-			-			(0.01	)		-
Total distributions		(0.10	)		(0.16	)		(0.12	)		(0.03	)
Net asset value, end of period	$	9.91		$	9.79		$	9.91		$	9.99
Total returnB		2.31	%C		0.36	%		0.43	%		0.24	%C
Ratios and supplemental data:
Net assets, end of period	$	13,984,278		$	10,995,242		$	9,724,030		$	8,594,617
Ratios to average net assets:
Expenses, before reimbursements		1.05	%D		0.92	%		0.94	%		1.19	%D
Expenses, net of reimbursements		0.83	%D		0.83	%		0.83	%		0.83	%D
Net investment income, before expense reimbursements		1.90	%D		1.41	%		0.89	%		0.21	%D
Net investment income, net of reimbursements		2.12	%D		1.50	%		0.99	%		0.57	%D
Portfolio turnover rate		40	%		143	%		52	%		40	%E

^A  Commencement of operations.

^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 U.S. GAAP 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 April 4, 2016 through October 31, 2016 and is not annualized.

See accompanying notes

28

American Beacon Garcia Hamilton Quality Bond Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	R6 Class
	February 28, 2019A through April 30,
	2019
	(unaudited)
Net asset value, beginning of period	$	9.87
Income from investment operations:
Net investment income		0.04
Net gains on investments (both realized and unrealized)		0.04
Total income from investment operations		0.08
Less distributions:
Dividends from net investment income		(0.04	)
Total distributions		(0.04	)
Net asset value, end of period	$	9.91
Total returnB		0.86	%C
Ratios and supplemental data:
Net assets, end of period	$	100,858
Ratios to average net assets:
Expenses, before reimbursements		1.03	%D
Expenses, net of reimbursements		0.42	%D
Net investment income, before expense reimbursements		2.14	%D
Net investment income, net of reimbursements		2.75	%D
Portfolio turnover rate		40	%

^A  Commencement of operations.

^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 U.S. GAAP 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.

See accompanying notes

29

This page intentionally left blank.

30

This page intentionally left blank.

31

This page intentionally left blank.

32

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 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:	On the Internet:
american_beacon.funds@ambeacon.com	Visit our website at www.americanbeaconfunds.com
By Telephone: Call (800) 658-5811	By Mail: American Beacon Funds P.O. Box 219643 Kansas City, MO 64121-9643
Availability of Quarterly Portfolio Schedules	Availability of Proxy Voting Policy and Records
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, D.C. 20549-2736. Information regarding the operation of the SEC’s Public Reference Room may be obtained by calling (800)-SEC-0330. A complete schedule of the Fund’s portfolio holdings is also available at www.americanbeaconfunds.com approximately twenty days after the end of each month.	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 June 30 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 Company Boston, Massachusetts TRANSFER AGENT DST Asset Manager Solutions, Inc. Quincy, Massachusetts INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Ernst & Young LLP Dallas, Texas DISTRIBUTOR Resolute Investment Distributors, Inc. Irving, Texas

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 Garcia Hamilton Quality Bond Fund are service marks of American Beacon Advisors, Inc.

SAR 04/19

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.

INTERNATIONAL EQUITY FUND RISKS

Investing in foreign securities may involve heightened risk due to currency fluctuations and economic and political risks. Investing in value stocks may limit downside risk over time; however, the Fund may produce more modest gains than riskier stock funds as a trade-off for this potentially lower risk. The use of futures contracts for cash management may subject the Fund to losing more money than invested. The Fund participates in a securities lending program. 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.

TOCQUEVILLE INTERNATIONAL VALUE FUND RISKS

Investing in foreign securities including emerging markets may involve heightened risk due to currency fluctuations and economic and political risks. Investing in value stocks may limit downside risk over time; however, the Fund may produce more modest gains than riskier stock funds as a trade-off for this potentially lower risk. The use of futures contracts for cash management may subject the Fund to losing more money than invested. The Fund participates in a securities lending program. 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 each 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

April 30, 2019

Contents

President’s Message	1
Performance Overview	2
Expense Examples	7
Schedules of Investments:
American Beacon International Equity Fund	9
American Beacon Tocqueville International Value Fund	18
Financial Statements	22
Notes to Financial Statements	26
Financial Highlights:
American Beacon International Equity Fund	50
American Beacon Tocqueville International Value Fund	57
Disclosures Regarding the Approval of the Management and Investment Advisory Agreements .	60

Additional Fund Information Back Cover

President’s Message

Dear Shareholders,   At American Beacon, we take our heritage as a fiduciary very seriously – and we apply that mindset to all aspects of our business as a fund manager. As a result, for more than 30 years, we have endeavored to:   u   Identify, engage and oversee the best money managers. As a manager of managers, our goal is to engage the most effective money managers for each asset class, investment style and market strategy we offer. We are committed to partnering with those we judge to be “the best of the best” when it comes to choosing sub-advisors for our mutual funds. Whether our due-diligence process results in the selection of one sub-advisor or multiple sub-advisors, we select those we believe show the greatest potential to help us meet the high standards you’ve come to expect.

u Offer a variety of innovative investment solutions. Our mutual funds – which span the domestic, international, global, frontier and emerging markets – are sub-advised by experienced money managers who employ distinctive, proprietary investment processes to manage assets through a variety of economic and market conditions. From offering some of the first multi-manager funds, one of the first retirement income funds and the first open-ended mutual fund in the U.S. to focus primarily on frontier-market debt, our robust history includes applying a disciplined, solutions-based approach to our product development process in an effort to help you grow your assets while mitigating risk.

u Provide a solutions-based approach to achieving long-term investment goals. We seek to provide investment solutions that might enable you to benefit from taking a more disciplined approach to investing. Our mutual funds provide access to institutional-quality, research-intensive investment managers with diverse processes and styles. Over the long run, having such access and spending time in the market – rather than trying to time the market – may better position you to reach your long-term investment goals during market upswings and potentially insulate against market downswings.

Our management approach is more than a concept; it’s the cornerstone of American Beacon’s culture. And we strive to employ it at every turn as we seek to provide a well-diversified line of investment solutions to help our shareholders seek long-term rewards.

Thank you for your continued interest in American Beacon. For additional information about our investment products 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 International Equity Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

The Investor Class of the American Beacon International Equity Fund (the “Fund”) returned 4.90% for the six months ended April 30, 2019. The Fund underperformed the MSCI EAFE Index (the “Index”) return of 7.45%.

Average Annual Total Returns for the Period ended April 30, 2019
	Ticker	6 Months*			1 Year			3 Years			5 Years			10 Years
Institutional Class (1,8)	AAIEX		5.12	%		(5.67	)%		5.79	%		1.30	%		7.73	%
Y Class (1,2,8)	ABEYX		5.04	%		(5.74	)%		5.72	%		1.22	%		7.64	%
Investor Class (1,8)	AAIPX		4.90	%		(6.01	)%		5.41	%		0.94	%		7.36	%
Advisor Class (1,3,8)	AAISX		4.81	%		(6.15	)%		5.30	%		0.82	%		7.19	%
R6 Class (1,6,8)	AAERX		5.10	%		(5.63	)%		5.83	%		1.32	%		7.75	%
A without Sales Charge (1,4,8)	AIEAX		4.86	%		(6.05	)%		5.36	%		0.90	%		7.27	%
A with Sales Charge (1,4,8) .	AIEAX		(1.17	)%		(11.46	)%		3.31	%		(0.29	)%		6.64	%
C without Sales Charge (1,5,8)	AILCX		4.50	%		(6.69	)%		4.60	%		0.16	%		6.57	%
C with Sales Charge (1,5,8) .	AILCX		3.50	%		(7.69	)%		4.60	%		0.16	%		6.57	%
MSCI EAFE Index (7)			7.45	%		(3.22	)%		7.24	%		2.60	%		7.95	%

* 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. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only; and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights. A portion of the fees charged to the Institutional Class of the Fund was waived from 2013 through 2015. Performance prior to waiving fees was lower than actual returns shown for 2013 through 2015.

2. Fund performance for the ten-year period represents the total returns achieved by the Institutional Class from 4/30/09 up to 8/3/09, the inception date of the Y Class, and the returns of the Y Class since its inception. Expenses of the Y Class are higher than those of the Institutional Class. As a result, total returns shown may be higher than they would have been had the Y Class been in existence since 4/30/09.

3. A portion of the fees charged to the Advisor Class of the Fund was waived in 2007 and 2009. Performance prior to waiving fees was lower than the actual returns shown for these periods.

4. Fund performance for the ten-year period represents the total returns achieved by the Investor Class from 4/30/09 up to 5/17/10, the inception date of the A Class, and the returns of the A Class since its inception. Expenses of the A 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 A Class been in existence since 4/30/09. A portion of the fees charged to the A Class of the Fund was waived from 2010 through 2012 and fully recovered in 2013. Performance prior to waiving fees was lower than the actual returns shown for 2010 through 2012. The maximum sales charge for A Class is 5.75%.

5. Fund performance for the ten-year period represents the total returns achieved by the Investor Class from 4/30/09 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 4/30/09. A portion of the fees charged to the C Class of the Fund was waived from 2010 through 2012, partially recovered in 2013, and fully recovered in 2015. Performance prior to waiving fees was lower than the actual returns shown for 2010 through 2012. The maximum contingent deferred sales charge for C Class is 1.00% for shares redeemed within one year of the date of purchase.

6. Fund performance for the three-year, five-year and ten-year periods represent the returns achieved by the Institutional Class from 4/30/09 through 2/28/17, the inception date of the R6 Class, and the returns of the R6 Class since its inception. Expenses of the R6 Class are lower than those of the Institutional Class. As a result, total returns shown may be lower than they would have been had the R6 Class been in existence since 4/30/09. A portion of the fees charged to the R6 Class of the Fund has been waived since Class inception (February 28, 2017). Performance prior to waiving fees was lower than the actual returns shown since inception.

7. The MSCI EAFE Index is a market capitalization weighted index of international stock performance composed of equities from developed markets excluding the U.S. and Canada. One cannot directly invest in an index.

8. The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the Institutional, Y, Investor, Advisor, A, C, and R6 Class shares were 0.74%, 0.81%, 1.07%, 1.21%, 1.09%, 1.82%, and 0.71%, 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.

2

American Beacon International Equity Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

The Fund underperformed the Index over the six-month period due to both stock selection and country allocation, to a much lesser degree.

Stock selections within Japan and Hong Kong negatively contributed to the Fund’s relative performance over the six-month period, despite value gained through selections in Denmark. The Fund was hurt by investments in Takeda Pharmaceutical Co., Ltd. (down 6.5%) and KDDI Corp. (down 13.1%) within Japan, and from its investments in China Mobile Ltd. (up 1.7%) and CK Hutchison Holdings Ltd. (up 4.5%) within Hong Kong. Positive contributions came from well-performing investments in Denmark including Vestas Wind Systems A/S (up 46.8%) and Carlsberg AS, Class B (up 19.1%).

Country allocation also weighed on the Fund’s relative performance, particularly by its allocation to off-index Korea (up 6.8%) and underweight to Australia (up 10.1%). Underweighting Japan (up 1.6%) helped to partially offset the Fund’s relative performance during the period.

Although economic and market conditions vary from period to period, the Fund’s primary strategy of investing in undervalued companies with above-average earnings growth expectations remains consistent.

Top Ten Holdings (% Net Assets)
Novartis AG		2.4
Volkswagen AG		2.2
Prudential PLC		2.0
SAP SE		1.9
BNP Paribas S.A.		1.8
Samsung Electronics Co., Ltd.		1.8
Takeda Pharmaceutical Co., Ltd.		1.8
BP PLC		1.6
Sumitomo Mitsui Financial Group, Inc.		1.6
UniCredit SpA		1.6
Total Fund Holdings	150
Sector Allocation (% Equities)
Financials		21.0
Industrials		16.1
Health Care		10.7
Communication Services		9.2
Energy		9.1
Materials		7.9
Consumer Discretionary		7.7
Consumer Staples		6.7
Information Technology		6.7
Utilities		3.1
Real Estate		1.8

3

American Beacon International Equity Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

Country Allocation (% Equities)
United Kingdom	21.2
Japan	14.1
France	11.6
Germany	11.0
Netherlands	7.0
Canada	5.5
Switzerland	5.5
Republic of Korea	3.9
Italy	2.4
Ireland	2.2
Denmark	1.8
Singapore	1.8
United States	1.8
China	1.3
Norway	1.3
Sweden	1.3
Hong Kong	1.2
Belgium	1.0
Australia	0.9
Finland	0.9
Israel	0.9
Spain	0.8
Luxembourg	0.6

4

American Beacon Tocqueville International Value Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

The Investor Class returned 7.65% for the six-month period ending April 30, 2019, which outperformed the MSCI EAFE Index (the “Index”) return of 7.45%.

Total Returns for the Period ended April 30, 2019
	Ticker	6 Months*			1 Year			3 Years			5 Years			10 Years
Institutional Class (1,3,5)	TOVIX		7.78	%		(6.71	)%		4.83	%		3.34	%		9.21	%
Y Class (1,2,5)	TOVYX		7.72	%		(6.77	)%		4.81	%		3.33	%		9.20	%
Investor Class (1,5)	TIVFX		7.65	%		(6.83	)%		4.78	%		3.32	%		9.20	%
MSCI EAFE Index (4)			7.45	%		(3.22	)%		7.24	%		2.60	%		7.95	%

* 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. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only; and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights. A portion of fees charged to each Class of the Fund has been waived since Fund inception. Performance prior to waiving fees was lower than actual returns shown since inception.

2. Fund performance for the three-year, five-year and ten-year period represents the total returns achieved by the Investor Class from 4/30/09 up to 1/18/19, the inception date of the Y Class. Expenses of the Y Class are lower than those of the Investor Class. As a result, total returns shown may be lower than they would have been had the Y Class been in existence since 4/30/09.

3. Fund performance for the three-year, five-year and ten-year period represents the total returns achieved by the Investor Class from 4/30/09 up to 1/18/19, the inception date of the Institutional Class. Expenses of the Institutional Class are lower than those of the Investor Class. As a result, total returns shown may be lower than they would have been had the Institutional Class been in existence since 4/30/09.

4. The MSCI EAFE Index is a market capitalization weighted index of international stock performance composed of equities from developed markets excluding the U.S. and Canada. One cannot directly invest in an index.

5. The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the Institutional, Y and Investor Class shares were 0.88%, 0.98% and 1.25%, 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.

Top Ten Holdings (% Net Assets)
Amano Corp.		3.5
Bureau Veritas S.A.		3.2
Applus Services S.A.		3.1
CRH PLC		3.1
Bollore S.A.		3.0
Hitachi Ltd.		3.0
Siemens AG, ADR		3.0
Smiths Group PLC		3.0
FANUC Corp.		2.9
Sanofi		2.9
Total Fund Holdings	55
Sector Allocation (% Equities)
Industrials		30.5
Information Technology		18.4
Financials		12.6
Consumer Staples		10.4
Health Care		7.2
Materials		6.7
Communication Services		5.8
Energy		4.8
Consumer Discretionary		3.6

5

American Beacon Tocqueville International Value Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

Country Allocation (% Equities)
Japan	22.3
France	17.3
United Kingdom	12.8
Germany	11.4
United States	5.7
Switzerland	5.2
Spain	4.4
Ireland	3.2
Netherlands	2.6
Canada	2.5
Belgium	2.4
China	2.0
Denmark	2.0
Finland	1.8
Republic of Korea	1.7
Bermuda	1.5
Australia	1.0
Brazil	0.2

6

American Beacon Funds^SM

Expense Examples

April 30, 2019 (Unaudited)

Fund Expense Example

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees, if applicable, and (2) ongoing costs, including management fees, distribution (12b-1) fees, sub-transfer agent fees, and other Fund expenses. The Examples 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 November 1, 2018 through April 30, 2019 for the International Equity Fund and from January 18, 2019 through April 30, 2019 for the Tocqueville International Value Fund.

Actual Expenses

The “Actual” lines of the tables provide information about actual account values and actual expenses. You may use the information on this page, 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 = $8.60), then multiply the result by the “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 tables 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 Funds 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) or redemption fees, as applicable. 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 tables 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.

7

American Beacon Funds^SM

Expense Examples

April 30, 2019 (Unaudited)

American Beacon International Equity Fund
	Beginning Account Value 11/1/2018		Ending Account Value 4/30/2019		Expenses Paid During Period 11/1/2018-4/30/2019*
Institutional Class
Actual		$1,000.00		$1,051.20		$3.66
Hypothetical**		$1,000.00		$1,021.22		$3.61
Y Class
Actual		$1,000.00		$1,050.40		$4.02
Hypothetical**		$1,000.00		$1,020.88		$3.96
Investor Class
Actual		$1,000.00		$1,049.00		$5.28
Hypothetical**		$1,000.00		$1,019.64		$5.21
Advisor Class
Actual		$1,000.00		$1,048.10		$6.04
Hypothetical**		$1,000.00		$1,018.89		$5.96
A Class
Actual		$1,000.00		$1,048.60		$5.79
Hypothetical**		$1,000.00		$1,019.14		$5.71
C Class
Actual		$1,000.00		$1,045.00		$9.38
Hypothetical**		$1,000.00		$1,015.62		$9.25
R6 Class
Actual		$1,000.00		$1,051.00		$3.36
Hypothetical**		$1,000.00		$1,021.52		$3.31

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 0.72%, 0.79%, 1.04%, 1.19%, 1.14%, 1.85%, and 0.66% for the Institutional, Y, Investor, Advisor, A, C, and R6 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.

American Beacon Tocqueville International Value Fund
	Beginning Account Value 11/1/2018		Ending Account Value 4/30/2019		Expenses Paid During Period 11/1/2018-4/30/2019*
Institutional Class**
Actual		$1,000.00		$1,083.90		$2.52
Hypothetical***		$1,000.00		$1,020.38		$4.46
Y Class**
Actual		$1,000.00		$1,083.20		$2.80
Hypothetical***		$1,000.00		$1,019.89		$4.96
Investor Class
Actual		$1,000.00		$1,076.50		$6.38
Hypothetical***		$1,000.00		$1,018.65		$6.21

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 0.89%, 0.99% and 1.24% for the Institutional, Y and Investor 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.

** American Beacon Tocqueville International Value Fund’s Institutional and Y Classes commenced operations on January 18, 2019. Expenses are equal to the fund’s annualized expense ratio for the period, multiplied by the average account value over the period, multiplied by the number of days since inception (99), then divided by the number of days in the year (365) to reflect the period. The Ending Account Value is derived from the fund’s share class actual return since inception. The Hypothetical 5% Annual Return information reflects the (181) day period for the six months ended April 30, 2019 to allow for comparability.

*** 5% return before expenses.

8

American Beacon International Equity Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
Australia - 0.90%
Common Stocks - 0.90%
Amcor Ltd.		1,097,986		$	12,407,627
BHP Group PLC		601,101			14,182,727
Total Common Stocks					26,590,354
Total Australia (Cost $21,008,038)					26,590,354
Belgium - 0.93% (Cost $29,262,814)
Common Stocks - 0.93%
Anheuser-Busch InBev S.A.A		311,840			27,721,971
Canada - 5.19%
Common Stocks - 5.19%
Canadian Imperial Bank of Commerce		87,619			7,377,995
Canadian National Railway Co.		177,600			16,496,636
Encana Corp.		2,827,153			19,583,474
Gildan Activewear, Inc.		484,670			17,871,686
Husky Energy, Inc.		990,800			10,753,327
Manulife Financial Corp.		959,090			17,661,230
National Bank of Canada		322,602			15,367,963
Rogers Communications, Inc., Class B		208,500			10,497,369
Suncor Energy, Inc.		661,100			21,801,447
Wheaton Precious Metals Corp.		763,800			16,522,299
Total Common Stocks					153,933,426
Total Canada (Cost $147,772,591)					153,933,426
China - 1.20%
Common Stocks - 1.20%
China Merchants Port Holdings Co., Ltd.		2,777,068			5,607,378
China Mobile Ltd.		3,148,276			29,998,678
Total Common Stocks					35,606,056
Total China (Cost $39,322,404)					35,606,056
Denmark - 1.70%
Common Stocks - 1.70%
AP Moller - Maersk A/S, Class B		9,144			11,913,040
Carlsberg A/S, Class B		154,645			19,975,628
Drilling Co. of 1972 A/SB		17,412			1,336,708
Vestas Wind Systems A/S		188,798			17,075,011
Total Common Stocks					50,300,387
Total Denmark (Cost $42,641,171)					50,300,387
Finland - 0.84%
Common Stocks - 0.84%
Nordea Bank Abp		1,453,946			11,443,692
Sampo OYJ, Class A		294,523			13,464,543
Total Common Stocks					24,908,235
Total Finland (Cost $30,451,070)					24,908,235
France - 11.00%
Common Stocks - 11.00%
Air Liquide S.A.		115,498			15,357,278
Atos SEA		101,011			10,398,123
AXA S.A.A		367,595			9,789,939
BNP Paribas S.A.		985,013			52,422,340

See accompanying notes

9

American Beacon International Equity Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
France - 11.00% (continued)
Common Stocks - 11.00% (continued)
Capgemini SE		91,825		$	11,133,324
Carrefour S.A.		224,138			4,366,702
Cie de Saint-Gobain		357,376			14,606,359
Cie Generale des Etablissements Michelin SCA		181,292			23,414,280
Credit Agricole S.A.		670,507			9,197,462
Danone S.A.		51,667			4,177,017
Engie S.A.		206,983			3,065,570
Ingenico Group S.A.		46,434			3,914,363
Safran S.A.		164,127			23,912,633
SanofiA		491,256			42,696,448
Total S.A.		695,336			38,639,613
Veolia Environnement S.A.A		916,960			21,659,428
Vinci S.A.A		176,310			17,801,401
Vivendi S.A.A		688,636			19,981,329
Total Common Stocks					326,533,609
Total France (Cost $295,083,932)					326,533,609
Germany - 10.46%
Common Stocks - 8.24%
BASF SE		402,664			32,738,526
Bayer AG		202,695			13,490,523
Deutsche Post AG		534,094			18,510,340
Deutsche Telekom AG		1,419,588			23,746,231
E.ON SE		2,250,659			24,152,889
Fresenius Medical Care AG & Co. KGaA		134,416			11,301,049
Fresenius SE & Co. KGaA		139,014			7,886,342
Infineon Technologies AG		612,587			14,445,814
Merck KGaA		142,635			15,178,855
SAP SE		443,974			57,056,428
Siemens AG		145,714			17,444,828
Telefonica Deutschland Holding AG		2,630,214			8,543,343
Total Common Stocks					244,495,168
Preferred Stocks - 2.22%
Volkswagen AGC		379,587			66,007,504
Total Germany (Cost $296,403,444)					310,502,672
Hong Kong - 1.12%
Common Stocks - 1.12%
CK Asset Holdings Ltd.		1,489,582			11,962,531
CK Hutchison Holdings Ltd.		1,533,582			16,108,398
Techtronic Industries Co., Ltd.		715,500			5,171,432
Total Common Stocks					33,242,361
Total Hong Kong (Cost $31,372,574)					33,242,361
Ireland - 2.06%
Common Stocks - 2.06%
Bank of Ireland Group PLC		2,397,731			15,302,097
CRH PLC		767,984			25,637,155
Ryanair Holdings PLC, Sponsored ADRB		258,563			20,074,831
Total Common Stocks					61,014,083
Total Ireland (Cost $61,772,642)					61,014,083

See accompanying notes

10

American Beacon International Equity Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
Israel - 0.85%
Common Stocks - 0.85%
Bank Leumi Le-Israel BM		1,401,208		$	9,584,271
Teva Pharmaceutical Industries Ltd., Sponsored ADRB		1,018,399			15,500,033
Total Common Stocks					25,084,304
Total Israel (Cost $36,952,589)					25,084,304
Italy - 2.31%
Common Stocks - 2.31%
Eni SpA		1,247,163			21,287,223
UniCredit SpA		3,418,728			47,278,735
Total Common Stocks					68,565,958
Total Italy (Cost $73,557,558)					68,565,958
Japan - 13.42%
Common Stocks - 13.42%
Astellas Pharma, Inc.D		1,070,800			14,551,760
Daiwa House Industry Co., Ltd.D		884,154			24,797,059
Digital Garage, Inc.D		254,200			7,408,021
East Japan Railway Co.D		208,200			19,599,557
Ezaki Glico Co., Ltd.D		160,500			8,426,573
FANUC Corp.D		98,500			18,461,585
IHI Corp.D		212,400			5,057,351
Japan Airlines Co., Ltd.D		273,700			9,174,743
Kao Corp.D		225,660			17,397,596
KDDI Corp.D		936,600			21,409,743
Kirin Holdings Co., Ltd.D		813,900			18,349,059
Mitsui Fudosan Co., Ltd.D		614,300			14,201,827
Nexon Co., Ltd.B D		977,500			13,960,071
Pan Pacific International Holdings Corp.D		213,098			13,764,327
Panasonic Corp.D		1,005,100			9,253,828
Ryohin Keikaku Co., Ltd.D		31,800			6,012,743
Seven & i Holdings Co., Ltd.D		266,900			9,260,218
Sompo Holdings, Inc.D		401,200			14,941,470
Sumitomo Metal Mining Co., Ltd.D		311,000			9,812,617
Sumitomo Mitsui Financial Group, Inc.D		1,300,100			47,122,576
Sumitomo Rubber Industries Ltd.D		413,200			5,052,638
Suntory Beverage & Food Ltd.D		215,300			9,484,606
Suzuki Motor Corp.D		224,700			10,191,865
Takeda Pharmaceutical Co., Ltd.D		1,436,922			53,272,077
Yamaha Corp.D		331,500			17,175,026
Total Common Stocks					398,138,936
Total Japan (Cost $394,141,317)					398,138,936
Luxembourg - 0.61%
Common Stocks - 0.61%
SES S.A.		848,759			14,441,363
Tenaris S.A.		270,384			3,754,394
Total Common Stocks					18,195,757
Total Luxembourg (Cost $18,065,279)					18,195,757
Netherlands - 6.65%
Common Stocks - 6.65%
ABN AMRO Group N.V.E		447,293			10,520,315
Akzo Nobel N.V.		370,057			31,419,750
ING Groep N.V.		2,906,124			37,014,999

See accompanying notes

11

American Beacon International Equity Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
Netherlands - 6.65% (continued)
Common Stocks - 6.65% (continued)
NXP Semiconductors N.V.		162,300		$	17,142,126
Royal Dutch Shell PLC, Class A		1,034,426			33,047,849
Royal Dutch Shell PLC, Class B		1,404,698			45,142,902
Wolters Kluwer N.V.		331,930			23,149,171
Total Common Stocks					197,437,112
Total Netherlands (Cost $178,959,356)					197,437,112
Norway - 1.27%
Common Stocks - 1.27%
Equinor ASA		467,708			10,433,025
Telenor ASA		690,794			13,868,005
Yara International ASA		294,664			13,289,415
Total Common Stocks					37,590,445
Total Norway (Cost $32,035,259)					37,590,445
Republic of Korea - 3.70%
Common Stocks - 3.70%
Hana Financial Group, Inc.		495,880			15,621,610
KB Financial Group, Inc., ADR		413,917			16,362,139
Samsung Electronics Co., Ltd.		1,366,700			53,643,106
SK Innovation Co., Ltd.		26,233			4,098,380
SK Telecom Co., Ltd.		94,174			19,952,973
Total Common Stocks					109,678,208
Total Republic of Korea (Cost $92,043,804)					109,678,208
Singapore - 1.70%
Common Stocks - 1.70%
DBS Group Holdings Ltd.		1,196,710			24,856,303
Singapore Telecommunications Ltd.		11,039,295			25,653,620
Total Common Stocks					50,509,923
Total Singapore (Cost $44,425,098)					50,509,923
Spain - 0.76%
Common Stocks - 0.76%
CaixaBank S.A.		2,368,254			7,541,051
Red Electrica Corp. S.A.		730,544			15,146,213
Total Common Stocks					22,687,264
Total Spain (Cost $23,489,536)					22,687,264
Sweden - 1.22%
Common Stocks - 1.22%
Assa Abloy AB, Class B		1,049,243			22,383,202
Epiroc AB, Class AB		1,336,178			13,816,006
Total Common Stocks					36,199,208
Total Sweden (Cost $31,304,219)					36,199,208
Switzerland - 5.17%
Common Stocks - 5.17%
ABB Ltd.		1,482,342			30,506,612
Aryzta AGB		3,274,754			4,896,303
Cie Financiere Richemont S.A.		70,564			5,159,250
Givaudan S.A.		787			2,038,268

See accompanying notes

12

American Beacon International Equity Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
Switzerland - 5.17% (continued)
Common Stocks - 5.17% (continued)
Novartis AG		880,770		$	71,925,876
Roche Holding AG		128,152			33,781,468
UBS Group AGB		376,599			5,050,518
Total Common Stocks					153,358,295
Total Switzerland (Cost $151,288,857)					153,358,295
United Kingdom - 20.09%
Common Stocks - 20.08%
AstraZeneca PLC		294,053			21,956,072
Aviva PLC		3,476,041			19,468,197
BAE Systems PLC		2,253,644			14,517,437
Balfour Beatty PLC		2,812,579			9,213,021
Barclays PLC		11,437,540			24,501,632
BP PLC		6,339,662			46,212,089
British American Tobacco PLC		750,424			29,258,738
Carnival PLC		179,124			9,424,862
Cobham PLCB		9,942,667			14,948,922
Compass Group PLC		661,589			15,037,074
Diageo PLC		307,419			12,962,276
Howden Joinery Group PLC		1,801,392			11,933,000
HSBC Holdings PLC		1,873,644			16,181,113
Informa PLC		1,670,093			16,965,076
Johnson Matthey PLC		361,273			15,720,610
Kingfisher PLC		3,965,935			13,658,144
Linde PLCB		181,920			32,728,269
Lloyds Banking Group PLC		12,557,179			10,245,565
Micro Focus International PLC		519,320			13,122,645
Prudential PLC		2,677,681			60,580,939
RELX PLC		1,371,394			31,456,165
Rolls-Royce Holdings PLCB		2,079,260			24,798,059
RSA Insurance Group PLC		1,409,526			9,962,081
SSE PLC		1,473,120			21,985,260
Standard Chartered PLC		3,365,304			30,718,502
Unilever PLC		378,732			23,001,838
Vodafone Group PLC		21,711,962			40,203,614
Weir Group PLC		235,141			5,088,424
Total Common Stocks					595,849,624
Preferred Stocks - 0.01%
Rolls-Royce Holdings PLC, Non-Cumulative Redeemable SharesB C		147,266,354			192,035
Total United Kingdom (Cost $617,449,290)					596,041,659
United States - 1.68%
Common Stocks - 1.68%
Aon PLC		171,899			30,965,886
Ferguson PLC		265,783			18,854,012
Total Common Stocks					49,819,898
Total United States (Cost $34,346,395)					49,819,898
SHORT-TERM INVESTMENTS - 4.30% (Cost $127,609,220)
Investment Companies - 4.30%
American Beacon U.S. Government Money Market Select Fund, Select Class, 2.37%F G		127,609,220			127,609,220

See accompanying notes

13

American Beacon International Equity Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
SECURITIES LENDING COLLATERAL - 3.62% (Cost $107,491,572)
Investment Companies - 3.62%
American Beacon U.S. Government Money Market Select Fund, Select Class, 2.37%F G		107,491,572		$	107,491,572
TOTAL INVESTMENTS - 102.75% (Cost $2,958,250,029)					3,048,760,913
LIABILITIES, NET OF OTHER ASSETS - (2.75%)					(81,608,136	)
TOTAL NET ASSETS - 100.00%				$	2,967,152,777
Percentages are stated as a percent of net assets.

^A All or a portion of this security is on loan at April 30, 2019.

^B Non-income producing security.

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

^D Fair valued pursuant to procedures approved by the Board of Trustees. At period end, the value of these securities amounted to $398,138,936 or 13.42% of net assets.

^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 $10,520,315 or 0.35% of net assets. The Fund has no right to demand registration of these securities.

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

^G 7-day yield.

ADR - American Depositary Receipt.

PLC - Public Limited Company.

Long Futures Contracts Open on April 30, 2019:
Equity Futures Contracts
Description	Number of Contracts	Expiration Date	Notional Amount		Contract Value		Unrealized Appreciation (Depreciation)
Amsterdam Index Futures	38	May 2019	$	4,747,868	$	4,843,686	$	95,818
CAC40 Index Futures	249	May 2019		15,223,232		15,490,184		266,952
DAX Index Futures	35	June 2019		11,446,541		12,121,277		674,736
FTSE 100 Index Futures	238	June 2019		22,279,115		22,877,603		598,488
FTSE/MIB Index Futures	26	June 2019		2,975,813		3,128,604		152,791
Hang Seng Index Futures	29	May 2019		5,452,869		5,446,742		(6,127	)
IBEX 35 Index Futures	38	May 2019		4,028,951		4,074,678		45,727
OMXS30 Index Futures	208	May 2019		3,569,549		3,655,328		85,779
S&P/TSX 60 Index Futures	90	June 2019		12,931,040		13,347,167		416,127
SPI 200 Futures	83	June 2019		9,064,053		9,221,312		157,259
TOPIX Index Futures	221	June 2019		31,907,327		32,037,306		129,979
			$	123,626,358	$	126,243,887	$	2,617,529

Forward Foreign Currency Contracts Open on April 30, 2019:
Currency Purchased*		Currency Sold*		Settlement Date	Counterparty	Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
EUR	3,812,841	USD	3,844,254	6/11/2019	BNP	$	-	$	(31,413	)	$	(31,413	)
USD	4,867,576	EUR	4,834,700	6/11/2019	BNP		32,876		-			32,876
SEK	2,498,872	USD	2,565,081	6/11/2019	BOM		-		(66,209	)		(66,209	)
CAD	9,983,149	USD	9,962,927	6/11/2019	BOM		20,222		-			20,222
GBP	17,786,111	USD	17,973,610	6/11/2019	BOM		-		(187,499	)		(187,499	)
AUD	975,180	USD	977,980	6/11/2019	BRC		-		(2,800	)		(2,800	)
CAD	1,415,209	USD	1,421,637	6/11/2019	CBK		-		(6,428	)		(6,428	)
JPY	3,065,393	USD	3,049,569	6/11/2019	GSC		15,824		-			15,824
USD	1,675,920	CAD	1,665,523	6/11/2019	GSC		10,397		-			10,397
CAD	1,311,347	USD	1,317,117	6/11/2019	HUS		-		(5,770	)		(5,770	)
USD	1,124,790	AUD	1,105,722	6/11/2019	HUS		19,068		-			19,068
GBP	2,245,038	USD	2,245,840	6/11/2019	JPM		-		(802	)		(802	)
GBP	2,254,185	USD	2,271,100	6/11/2019	JPM		-		(16,915	)		(16,915	)

See accompanying notes

14

American Beacon International Equity Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

Currency Purchased*		Currency Sold*		Settlement Date	Counterparty	Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
AUD	6,699,843	USD	6,680,286	6/11/2019	JPM	$	19,557	$	-		$	19,557
CHF	1,132,918	USD	1,143,373	6/11/2019	MYC		-		(10,455	)		(10,455	)
CHF	1,405,803	USD	1,438,474	6/11/2019	MYC		-		(32,671	)		(32,671	)
USD	1,378,128	CHF	1,353,591	6/11/2019	MYC		24,537		-			24,537
SEK	334,632	USD	341,158	6/11/2019	RBC		-		(6,526	)		(6,526	)
SEK	341,498	USD	350,976	6/11/2019	RBC		-		(9,478	)		(9,478	)
USD	473,039	SEK	460,753	6/11/2019	RBC		12,286		-			12,286
CHF	8,751,630	USD	8,927,510	6/11/2019	SCB		-		(175,880	)		(175,880	)
JPY	3,407,821	USD	3,414,845	6/11/2019	SOG		-		(7,024	)		(7,024	)
JPY	28,142,488	USD	28,179,994	6/11/2019	SOG		-		(37,506	)		(37,506	)
EUR	29,774,775	USD	30,181,667	6/11/2019	SOG		-		(406,892	)		(406,892	)
USD	2,883,765	GBP	2,869,676	6/11/2019	SOG		14,089		-			14,089
JPY	951,609	USD	947,915	5/7/2019	SSB		3,694		-			3,694
JPY	946,337	USD	944,532	5/8/2019	SSB		1,805		-			1,805
JPY	858,487	USD	857,254	5/9/2019	SSB		1,233		-			1,233
AUD	874,981	USD	890,104	6/11/2019	UAG		-		(15,123	)		(15,123	)
EUR	3,963,644	USD	3,966,456	6/11/2019	UAG		-		(2,812	)		(2,812	)
USD	3,812,449	JPY	3,793,300	6/11/2019	UAG		19,149		-			19,149
						$	194,737	$	(1,022,203	)	$	(827,466	)

* All values denominated in USD.

Glossary:
Counterparty Abbreviations:
BNP	BNP Paribas, N.A.
BOM	Bank of Montreal.
BRC	Barclays Bank PLC.
CBK	Citibank, N.A.
GSC	Goldman Sachs Capital Markets.
HUS	HSBC Bank (USA).
JPM	JPMorgan Chase Bank, N.A.
MYC	Morgan Stanley Bank, N.A.
RBC	Royal Bank of Canada.
SCB	Standard and Chartered Bank.
SOG	Societe Generale.
SSB	State Street Bank & Trust Co.
UAG	UBS AG.
Currency Abbreviations:
AUD	Australian Dollar.
CAD	Canadian Dollar.
CHF	Swiss Franc.
EUR	Euro.
GBP	Pound Sterling.
JPY	Japanese Yen.
SEK	Swedish Krona.
USD	United States Dollar.
Index Abbreviations:
CAC40	Euronet Paris - French Stock Market Index.
DAX	Deutsche Boerse AG German Stock Index.
FTSE 100	Financial Times Stock Exchange 100 Index.
FTSE/MIB	Borsa Italiana - Italian Stock Market Index.
Hang Seng	Hong Kong Stock Market Index.
IBEX	Bolsa de Madrid - Spanish Stock Market Index.
OMXS30	Stockholm Stock Exchange’s leading share index.
SPI 200	Australian Equity Market Index Future.
S&P/TSX	Canadian Equity Market Index.
TOPIX	Tokyo Stock Exchange Tokyo Price Index.

See accompanying notes

15

American Beacon International Equity Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of April 30, 2019, the investments were classified as described below:

International Equity Fund	Level 1			Level 2			Level 3		Total
Assets
Foreign Common Stocks
Australia	$	26,590,354		$	-		$	-	$	26,590,354
Belgium		27,721,971			-			-		27,721,971
Canada		153,933,426			-			-		153,933,426
China		35,606,056			-			-		35,606,056
Denmark		50,300,387			-			-		50,300,387
Finland		24,908,235			-			-		24,908,235
France		326,533,609			-			-		326,533,609
Germany		244,495,168			-			-		244,495,168
Hong Kong		33,242,361			-			-		33,242,361
Ireland		61,014,083			-			-		61,014,083
Israel		25,084,304			-			-		25,084,304
Italy		68,565,958			-			-		68,565,958
Japan		-			398,138,936			-		398,138,936
Luxembourg		18,195,757			-			-		18,195,757
Netherlands		197,437,112			-			-		197,437,112
Norway		37,590,445			-			-		37,590,445
Republic of Korea		109,678,208			-			-		109,678,208
Singapore		50,509,923			-			-		50,509,923
Spain		22,687,264			-			-		22,687,264
Sweden		36,199,208			-			-		36,199,208
Switzerland		153,358,295			-			-		153,358,295
United Kingdom		595,849,624			-			-		595,849,624
Foreign Preferred Stocks
Germany		66,007,504			-			-		66,007,504
United Kingdom		192,035			-			-		192,035
Common Stocks
United States		49,819,898			-			-		49,819,898
Short-Term Investments		127,609,220			-			-		127,609,220
Securities Lending Collateral		107,491,572			-			-		107,491,572
Total Investments in Securities - Assets	$	2,650,621,977		$	398,138,936		$	-	$	3,048,760,913
Financial Derivative Instruments - Assets
Futures Contracts	$	2,623,656		$	-		$	-	$	2,623,656
Forward Foreign Currency Contracts		-			194,737			-		194,737
Total Financial Derivative Instruments - Assets	$	2,623,656		$	194,737		$	-	$	2,818,393
Financial Derivative Instruments - Liabilities
Futures Contracts	$	(6,127	)	$	-		$	-	$	(6,127	)
Forward Foreign Currency Contracts		-			(1,022,203	)		-		(1,022,203	)
Total Financial Derivative Instruments - Liabilities	$	(6,127	)	$	(1,022,203	)	$	-	$	(1,028,330	)

U.S. GAAP requires transfers between all levels to/from level 3 be disclosed. During the period ended April 30, 2019, there were no transfers into or out of Level 3.

See accompanying notes

16

American Beacon International Equity Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

The following table is a reconciliation of Level 3 assets within 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:

Security Type	Balance as of 10/31/2018	Purchases		Sales	Accrued Discounts (Premiums)		Realized Gain (Loss)			Change in Unrealized Appreciation (Depreciation)		Transfer into Level 3		Transfer out of Level 3		Balance as of 4/30/2019		Unrealized Appreciation (Depreciation) at Period end**
Common Stocks	$90,350	$	-	$90,024	$	-	$	(1,244	)	$	918	$	-	$	-	$	-	$	-

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

The common stock, classified as Level 3, was fair valued using the redemption value during the period, and was redeemed by the Fund on December 3, 2018. The security was included in the Level 3 category due to the use of unobservable inputs that were significant to the valuation.

See accompanying notes

17

American Beacon Tocqueville International Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
Australia - 0.98% (Cost $7,491,534)
Common Stocks - 0.98%
BHP Group Ltd., ADRA		157,400		$	8,334,330
Belgium - 2.27% (Cost $18,176,508)
Common Stocks - 2.27%
Groupe Bruxelles Lambert S.A.		201,512			19,261,081
Bermuda - 1.42% (Cost $14,222,635)
Common Stocks - 1.42%
Clear Media Ltd.		14,525,100			12,035,125
Brazil - 0.23% (Cost $12,000,000)
Common Stocks - 0.23%
Estre Ambiental, Inc.B		1,440,000			1,944,000
Canada - 2.43% (Cost $17,038,661)
Common Stocks - 2.43%
Nutrien Ltd.		379,854			20,580,490
China - 1.90%
Common Stocks - 1.90%
Baidu, Inc., Sponsored ADRB		49,465			8,222,567
Kerry Logistics Network Ltd.		4,409,500			7,858,047
Total Common Stocks					16,080,614
Total China (Cost $16,684,001)					16,080,614
Denmark - 1.94% (Cost $19,810,787)
Common Stocks - 1.94%
ISS A/S		527,775			16,412,936
Finland - 1.71% (Cost $15,452,267)
Common Stocks - 1.71%
Nokia OYJ, ADR		2,750,000			14,520,000
France - 16.56%
Common Stocks - 16.56%
Bollore S.A.		5,300,529			25,183,343
Bureau Veritas S.A.		1,060,618			26,860,937
Danone S.A.		277,800			22,458,733
IPSOS		163,614			4,743,722
Publicis Groupe S.A.		211,200			12,526,322
SanofiA		286,866			24,932,335
Sopra Steria Group		185,000			23,613,057
Total Common Stocks					140,318,449
Total France (Cost $136,239,889)					140,318,449
Germany - 10.98%
Common Stocks - 10.98%
Brenntag AG		80,400			4,333,892
Continental AG		77,775			12,854,579
Duerr AG		103,945			4,678,547
GEA Group AG		221,600			6,193,783
Infineon Technologies AG		909,069			21,437,349
Siemens AG, ADR		429,065			25,743,900
Software AG		159,242			6,065,457

See accompanying notes

18

American Beacon Tocqueville International Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
Germany - 10.98% (continued)
Common Stocks - 10.98% (continued)
Wacker Neuson SE		423,383		$	11,729,205
Total Common Stocks					93,036,712
Total Germany (Cost $82,031,380)					93,036,712
Ireland - 3.08% (Cost $25,726,581)
Common Stocks - 3.08%
CRH PLC		776,645			26,071,588
Japan - 21.43%
Common Stocks - 21.43%
Amano Corp.C		1,145,200			29,624,134
Asics Corp.C		1,000,000			12,318,367
Ebara Corp.C		248,000			7,664,441
FANUC Corp.C		132,270			24,791,004
Hitachi Ltd.C		757,268			25,221,477
Hoya Corp.C		222,100			15,647,877
Kao Corp.C		187,600			14,463,303
Makita Corp.C		522,200			19,071,345
Mitsubishi UFJ Financial Group, Inc.C		3,672,000			18,399,680
Nintendo Co., Ltd.C		27,600			9,464,498
Rohm Co., Ltd.C		66,600			4,876,100
Total Common Stocks					181,542,226
Total Japan (Cost $163,180,106)					181,542,226
Netherlands - 2.48% (Cost $19,075,896)
Common Stocks - 2.48%
Royal Dutch Shell PLC, Class B, ADR		324,000			21,024,360
Republic of Korea - 1.65%
Common Stocks - 1.65%
Samsung Electronics Co., Ltd., GDR		1,617			1,277,430
Samsung Electronics Co., Ltd.		400,600			12,757,197
Total Common Stocks					14,034,627
Total Republic of Korea (Cost $14,254,714)					14,034,627
Spain - 4.17%
Common Stocks - 4.17%
Applus Services S.A.		2,083,469			26,125,648
Banco Santander S.A.		1,817,467			9,196,566
Total Common Stocks					35,322,214
Total Spain (Cost $35,290,326)					35,322,214
Switzerland - 4.98%
Common Stocks - 4.98%
DKSH Holding AG		71,900			4,413,705
Novartis AG, Sponsored ADR		215,450			17,716,454
UBS Group AGB		1,491,113			20,040,559
Total Common Stocks					42,170,718
Total Switzerland (Cost $44,328,582)					42,170,718

See accompanying notes

19

American Beacon Tocqueville International Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
United Kingdom - 12.32%
Common Stocks - 12.32%
AVEVA Group PLC		231,195		$	10,081,436
CNH Industrial N.V.		869,000			9,423,118
Diageo PLC, Sponsored ADR		126,690			21,365,002
Lloyds Banking Group PLC		17,000,000			13,870,521
Playtech PLC		745,000			4,247,311
Reckitt Benckiser Group PLC		52,200			4,205,394
Smiths Group PLC		1,300,000			25,809,426
Unilever N.V.		254,301			15,387,753
Total Common Stocks					104,389,961
Total United Kingdom (Cost $87,488,012)					104,389,961
United States - 5.44%
Common Stocks - 5.44%
Aflac, Inc.		431,035			21,715,543
Bunge Ltd.		125,400			6,572,214
Schlumberger Ltd.		417,000			17,797,560
Total Common Stocks					46,085,317
Total United States (Cost $47,348,607)					46,085,317
SHORT-TERM INVESTMENTS - 3.76% (Cost $31,838,406)
Investment Companies - 3.76%
American Beacon U.S. Government Money Market Select Fund, Select Class, 2.37%D E		31,838,406			31,838,406
SECURITIES LENDING COLLATERAL - 3.89% (Cost $32,948,887)
Investment Companies - 3.89%
American Beacon U.S. Government Money Market Select Fund, Select Class, 2.37%D E		32,948,887			32,948,887
TOTAL INVESTMENTS - 103.64% (Cost $840,627,779)					877,952,041
LIABILITIES, NET OF OTHER ASSETS - (3.64%)					(30,838,425	)
TOTAL NET ASSETS - 100.00%				$	847,113,616
Percentages are stated as a percent of net assets.

^A All or a portion of this security is on loan at April 30, 2019.

^B Non-income producing security.

^C Fair valued pursuant to procedures approved by the Board of Trustees. At period end, the value of these securities amounted to $181,542,226 or 21.43% of net assets.

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

^E 7-day yield.

ADR - American Depositary Receipt.

GDR - Global Depositary Receipt.

PLC - Public Limited Company.

See accompanying notes

20

American Beacon Tocqueville International Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of April 30, 2019, the investments were classified as described below:

Tocqueville International Value Fund	Level 1		Level 2		Level 3		Total
Assets
Foreign Common Stocks
Australia	$	8,334,330	$	-	$	-	$	8,334,330
Belgium		19,261,081		-		-		19,261,081
Bermuda		12,035,125		-		-		12,035,125
Brazil		1,944,000		-		-		1,944,000
Canada		20,580,490		-		-		20,580,490
China		16,080,614		-		-		16,080,614
Denmark		16,412,936		-		-		16,412,936
Finland		14,520,000		-		-		14,520,000
France		140,318,449		-		-		140,318,449
Germany		93,036,712		-		-		93,036,712
Ireland		26,071,588		-		-		26,071,588
Japan		-		181,542,226		-		181,542,226
Netherlands		21,024,360		-		-		21,024,360
Republic of Korea		14,034,627		-		-		14,034,627
Spain		35,322,214		-		-		35,322,214
Switzerland		42,170,718		-		-		42,170,718
United Kingdom		104,389,961		-		-		104,389,961
Common Stocks
United States		46,085,317		-		-		46,085,317
Short-Term Investments		31,838,406		-		-		31,838,406
Securities Lending Collateral		32,948,887		-		-		32,948,887
Total Investments in Securities - Assets	$	696,409,815	$	181,542,226	$	-	$	877,952,041

U.S. GAAP requires transfers between all levels to/from level 3 be disclosed. During the period ended April 30, 2019, there were no transfers into or out of Level 3.

See accompanying notes

21

American Beacon Funds^SM

Statements of Assets and Liabilities

April 30, 2019 (Unaudited)

	International Equity Fund		Tocqueville International Value Fund
Assets:
Investments in unaffiliated securities, at fair value†§	$	2,813,660,121	$	813,164,748
Investments in affiliated securities, at fair value‡		235,100,792		64,787,293
Foreign currency, at fair value^		173,809		90,153
Cash		-		155,372
Deposits with broker for futures contracts		18,399,843		–
Dividends and interest receivable		17,027,924		4,154,496
Receivable for investments sold		11,028,045		11,101,794
Receivable for fund shares sold		3,105,149		666,790
Receivable for tax reclaims		4,315,599		3,104,317
Receivable for expense reimbursement (Note 2)		2,096		–
Unrealized appreciation from forward foreign currency contracts		194,737		–
Receivable for variation margin on open futures contracts (Note 5)		2,616,517		–
Prepaid expenses		150,324		24,825
Total assets		3,105,774,956		897,249,788
Liabilities:
Payable for investments purchased		20,402,073		13,624,748
Payable for fund shares redeemed		2,839,827		2,282,365
Payable for foreign currency deposits with broker for futures contracts, at fair value¤		2,878,734		–
Payable for expense reimbursement (Note 2)		-		168,285
Management and sub-advisory fees payable (Note 2)		3,447,132		536,787
Service fees payable (Note 2)		95,985		53,814
Transfer agent fees payable (Note 2)		160,653		227,129
Payable upon return of securities loaned (Note 9)§		107,491,572		32,948,887
Custody and fund accounting fees payable		145,960		23,271
Professional fees payable		58,903		149,706
Trustee fees payable (Note 2)		15,001		44,054
Payable for prospectus and shareholder reports		29,135		36,789
Unrealized depreciation from forward foreign currency contracts		1,022,203		–
Other liabilities		35,001		40,337
Total liabilities		138,622,179		50,136,172
Net assets	$	2,967,152,777	$	847,113,616
Analysis of net assets:
Paid-in-capital	$	2,881,311,232	$	803,847,560
Total distributable earnings (deficits)A		85,841,545		43,266,056
Net assets	$	2,967,152,777	$	847,113,616

See accompanying notes

22

American Beacon Funds^SM

Statements of Assets and Liabilities

April 30, 2019 (Unaudited)

	International Equity Fund			Tocqueville International Value Fund
Shares outstanding at no par value (unlimited shares authorized):
Institutional ClassB		88,002,300			2,235,667
Y ClassB		50,253,060			17,481,307
Investor Class		13,419,664			33,231,241
Advisor Class		2,412,371			N/A
A Class		777,368			N/A
C Class		348,269			N/A
R6 Class		8,380,465			N/A
Net assets:
Institutional ClassB	$	1,576,721,743		$	35,807,441
Y ClassB	$	938,067,652		$	279,909,675
Investor Class	$	238,367,751		$	531,396,500
Advisor Class	$	43,934,841			N/A
A Class	$	13,799,419			N/A
C Class	$	5,971,439			N/A
R6 Class	$	150,289,932			N/A
Net asset value, offering and redemption price per share:
Institutional ClassB	$	17.92		$	16.02
Y ClassB	$	18.67		$	16.01
Investor Class	$	17.76		$	15.99
Advisor Class	$	18.21			N/A
A Class	$	17.75			N/A
A Class (offering price)	$	18.83			N/A
C Class	$	17.15			N/A
R6 Class	$	17.93			N/A
† Cost of investments in unaffiliated securities	$	2,723,149,237		$	775,840,486
‡ Cost of investments in affiliated securities	$	235,100,792		$	64,787,293
§ Fair value of securities on loan	$	102,882,174		$	31,614,895
¤ Cost of foreign currency deposits with broker for futures contracts	$	(2,818,269	)	$	–
^ Cost of foreign currency	$	165,500		$	81,166

^A    The Fund’s investments in affiliated securities did not have unrealized appreciation (depreciation) at period end.

^B    Class commenced operations January 18, 2019 in the Tocqueville International Value Fund (Note 1).

See accompanying notes

23

American Beacon Funds^SM

Statements of Operations

For the period ended April 30, 2019 (Unaudited)

	International Equity Fund			Tocqueville International Value Fund
Investment income:
Dividend income from unaffiliated securities (net of foreign taxes)†	$	48,391,760		$	11,627,271
Dividend income from affiliated securities (Note 8)		937,782			257,379
Interest income		67,591			149,361
Income derived from securities lending (Note 9)		343,716			10,408
Total investment income		49,740,849			12,044,419
Expenses:
Management and sub-advisory fees (Note 2)		8,591,687			1,734,502
Investment advisor’s feesB		-			2,106,854
Transfer agent fees:
Institutional Class (Note 2)A		283,356			75
Y Class (Note 2)A		489,492			20
Investor Class		5,370			305,126
Advisor Class		1,116			-
A Class		1,888			-
C Class		1,687			-
R6 Class		793			-
Custody and fund accounting fees		412,665			99,322
Professional fees		85,004			145,664
Registration fees and expenses		76,300			61,626
Service fees (Note 2):
Investor Class		424,522			516,710
Advisor Class		56,203			-
A Class		12,141			-
C Class		3,742			-
Distribution fees (Note 2):
Investor Class		-			528,972
Advisor Class		55,308			-
A Class		16,861			-
C Class		30,935			-
Administration feesE		-			292,677
Prospectus and shareholder report expenses		112,990			104,849
Trustee fees (Note 2)		92,701			103,084
Other expenses		170,536			110,997
Total expenses		10,925,297			6,110,478
Net fees waived and expenses (reimbursed) (Note 2)		(10,782	)		(687,558	)F
Net expenses		10,914,515			5,422,920
Net investment income		38,826,334			6,621,499
Realized and unrealized gain (loss) from investments:
Net realized gain (loss) from:
Investments in unaffiliated securitiesC		(30,131,490	)		10,642,562
Commission recapture (Note 1)		10,775			-
Foreign currency transactions		(226,053	)		(513,234	)
Forward foreign currency contracts		(3,164,921	)		-
Futures contracts		1,760,630			-
Change in net unrealized appreciation (depreciation) of:
Investments in unaffiliated securitiesD		124,867,247			36,633,923
Foreign currency transactions		(128,329	)		7,218
Forward foreign currency contracts		1,526,754			-
Futures contracts		5,346,457			-
Net gain from investments		99,861,070			46,770,469
Net increase in net assets resulting from operations	$	138,687,404		$	53,391,968
† Foreign taxes	$	4,577,296		$	997,759
A Class commenced operations January 18, 2019 in the Tocqueville International Value Fund (Note 1).
B This expense represents the Investment Advisory fees paid to previous Advisor prior to the Reorganization. See Note 2.
C The Fund did not recognize net realized gains (losses) from the sale of investments in affiliated securities.
D The Fund’s investments in affiliated securities did not have a change in unrealized appreciation (depreciation) at period end.
E This expense represents administrative fees paid to the previous Advisor prior to the Reorganization. See Note 2.
F This expense includes $684,461 of fees waived by the Tocqueville International Value Fund prior to the Reorganization. See Note 1.

See accompanying notes

24

American Beacon Funds^SM

Statements of Changes in Net Assets

	International Equity Fund						Tocqueville International Value Fund
	Six Months Ended April 30, 2019			Year Ended October 31, 2018			Six Months Ended April 30, 2019			Year Ended October 31, 2018B
	(unaudited)						(unaudited)
Increase (decrease) in net assets:
Operations:
Net investment income	$	38,826,334		$	66,429,991		$	6,621,499		$	16,561,256
Net realized gain (loss) from investments in unaffiliated securities, commission recapture, foreign currency transactions, forward foreign currency contracts, and futures contracts		(31,751,059	)		170,565,282			10,129,328			(9,208,831	)
Change in net unrealized appreciation (depreciation) of investments in unaffiliated securities, foreign currency transactions, forward foreign currency contracts, and futures contracts		131,612,129			(482,846,814	)		36,641,141			(185,661,979	)
Net increase (decrease) in net assets resulting from operations		138,687,404			(245,851,541	)		53,391,968			(178,309,554	)
Distributions to shareholders:
Total retained earnings:
Institutional ClassA		(127,130,889	)		(51,858,343	)		-			-
Y ClassA		(70,121,553	)		(30,796,239	)		-			-
Investor Class		(20,019,511	)		(8,756,108	)		(12,373,617	)		(14,880,734	)
Advisor Class		(3,580,435	)		(1,516,721	)		-			-
A Class		(1,054,868	)		(482,751	)		-			-
C Class		(488,926	)		(155,808	)		-			-
R6 Class		(7,544,822	)		(351,275	)		-			-
Net distributions to shareholders		(229,941,004	)		(93,917,245	)		(12,373,617	)		(14,880,734	)
Capital share transactions (Note 11):
Proceeds from sales of shares		474,092,607			802,744,600			446,515,670			500,256,514
Reinvestment of dividends and distributions		217,857,544			86,428,547			11,224,453			13,265,360
Cost of shares redeemed		(520,721,791	)		(740,146,553	)		(711,644,966	)		(381,325,273	)
Net increase (decrease) in net assets from capital share transactions		171,228,360			149,026,594			(253,904,843	)		132,196,601
Net increase (decrease) in net assets		79,974,760			(190,742,192	)		(212,886,492	)		(60,993,687	)
Net assets:
Beginning of period		2,887,178,017			3,077,920,209			1,060,000,108			1,120,993,795
End of period	$	2,967,152,777		$	2,887,178,017		$	847,113,616		$	1,060,000,108
A Class commenced operations January 18, 2019 in the Tocqueville International Value Fund (Note 1).
B This Fund was reorganized on January 18, 2019 and became a series within the American Beacon Funds Trust thereafter.

See accompanying notes

25

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

1.  Organization and Significant Accounting Policies

American Beacon Funds (the “Trust”), is organized as a Massachusetts business trust. The Funds, each a series within the Trust, are registered under the Investment Company Act of 1940, as amended (the “Act”), as diversified, open-end management investment companies. As of April 30, 2019, the Trust consists of thirty-three active series, two of which are presented in this filing: American Beacon International Equity Fund and American Beacon Tocqueville International Value Fund (collectively, the “Funds” and each individually a “Fund”). The remaining thirty-one active series are reported in separate filings.

American Beacon Advisors, Inc. (the “Manager”) is a Delaware corporation and a wholly-owned subsidiary of Resolute Investment Managers, Inc. (“RIM”) organized in 1986 to provide business management, advisory, administrative, and asset management consulting services to the Trust and other investors. The Manager is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). RIM is, in turn, a wholly-owned subsidiary of Resolute Acquisition, Inc., which is a wholly-owned subsidiary of Resolute Topco, Inc., a wholly-owned subsidiary of Resolute Investment Holdings, LLC (“RIH”). RIH is owned primarily by Kelso Investment Associates VIII, L.P., KEP VI, LLC and Estancia Capital Partners L.P., investment funds affiliated with Kelso & Company, L.P. (“Kelso”) or Estancia Capital Management, LLC (“Estancia”), which are private equity firms.

Fund Reorganization

On September 13, 2018, the Trust’s Board of Trustees approved a Plan of Reorganization and Termination (the “Plan”) to reorganize the Tocqueville International Value Fund (the “Target Fund” and “Predecessor Fund”) into the American Beacon Tocqueville International Value Fund (the “Acquiring Fund”), a newly-created series of American Beacon Funds (the “Trust”) (the “Reorganization”). Shareholders for the Target Fund approved the Plan at a special meeting on December 13, 2018. On January 18, 2019, pursuant to the Plan, the Target Fund transferred all its property and assets to the Acquiring Fund in exchange solely for voting shares of the Acquiring Fund and the assumption all the Target Fund’s liabilities. The Target Fund’s shareholders received a pro rata portion of the Acquiring Fund’s shares in exchange for their shares therein and in liquidation and termination of the Target Fund. The accounting and performance history of the shares of the Target Fund was redesignated as that of the Investor Class of the Acquiring Fund.

The Reorganization was structured to qualify as a tax-free reorganization under the Internal Revenue Code for federal income tax purposes. As such, the Target Fund’s shareholders recognized no gain or loss for federal income tax purposes. The shares, net assets, net investment income, and net unrealized appreciation (depreciation) of the investments of the Target Fund as of the close of business on January 18, 2019 were as follows:

Investor Class Shares		58,023,801
Net Assets	$	857,320,479
Net Investment Income	$	283,068
Unrealized Depreciation	$	8,771,740

The Reorganization shifted the management oversight responsibility from Tocqueville Asset Management, L.P. (“Tocqueville” and “Advisor”) to the Manager. The Manager engaged Tocqueville as the sub-advisor to the Fund, thus maintaining the continuity of the portfolio management.

For financial reporting purposes, assets received and shares issued by the Acquiring Fund were recorded at fair value; however, the cost basis of the investments received from the Target Fund was carried forward to align ongoing reporting of the Acquiring Fund’s realized jand unrealized gains and losses with the amount distributable to shareholders for tax purposes.

26

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Recent Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-08, Premium Amortization of Purchased Callable Debt Securities. The amendments in the ASU shorten the premium amortization period on a purchased callable debt security from the security’s contractual life to the earliest call date. It is anticipated that this change will enhance disclosures by reducing losses recognized when a security is called on an earlier date. This ASU is effective for fiscal years beginning after December 15, 2018. The Manager continues to evaluate the impact this ASU will have on the financial statements and other disclosures.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (“Topic 820”). The amendments in the ASU impact disclosure requirements for fair value measurement. It is anticipated that this change will enhance the effectiveness of disclosures in the notes to the financial statements. This ASU is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted and can include the entire standard or certain provisions that exclude or amend disclosures. For the period ended April 30, 2019, the Funds have chosen to adopt the standard. The adoption of this ASU guidance did not have a material impact on the financial statements and other disclosures.

Class Disclosure

On January 18, 2019, the Tocqueville International Value Fund created the Institutional and Y Classes, new classes made available for sale pursuant to the Fund’s registration statement filed with the U.S. Securities and Exchange Commission (“SEC”). Refer to the Fund’s Prospectus for more details.

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	Eligible Investors	Minimum Initial Investments
Institutional	Large institutional investors - sold directly or through intermediary channels.	$	250,000
Y Class	Large institutional retirement plan investors - sold directly or through intermediary channels.	$	100,000
Investor	All investors using intermediary organizations, such as broker-dealers or retirement plan sponsors.	$	2,500
Advisor Class	All investors who invest through intermediary organizations, such as broker-dealers or third party administrators.	$	2,500
A Class	All investors who invest through intermediary organizations, such as broker-dealers or third party administrator. Retail investors who invest directly through a financial intermediary such as a broker, bank, or registered investment advisor which may include a front-end sales charge and a contingent deferred sales charge (“CDSC”).	$	2,500
C Class	Retail investors who invest directly through a financial intermediary such as a broker or through employee directed benefit plans with applicable sales charges which may include CDSC.	$	1,000
R6 Class	Large institutional retirement plan investors—sold through retirement plan sponsors.		None

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 respective Fund. Class specific expenses, where applicable, currently include service, distribution, transfer agent fees, and sub-transfer agent fees that vary amongst the classes as described more fully in Note 2.

27

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Significant Accounting Policies

The following is a summary of significant accounting policies, consistently followed by the Funds in preparation of the financial statements. The Funds are considered investment companies and accordingly, follow the investment company accounting and reporting guidance of the FASB Accounting Standards Codification Topic 946, Financial Services – Investment Companies, a part of Generally Accepted Accounting Principles (“U.S. GAAP”).

Security Transactions and Investment Income

Security transactions are recorded as of the trade date for financial reporting purposes. Securities purchased or sold on a when-issued or delayed-delivery basis may be settled beyond a standard settlement period for the security after the trade date.

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, net of foreign taxes, is earned from settlement date, recorded on the accrual basis, and adjusted, if necessary, for accretion of discounts and amortization of premiums. Realized gains (losses) from securities sold 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, expenses, 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 on the Funds’ Statements of Operations.

Distributions to Shareholders

Distributions, if any, of net investment income are generally paid at least annually and recorded on the ex-dividend date. Distributions, if any, of net realized capital gains are generally paid at least annually and recorded on the ex-dividend date. Dividends to shareholders are determined in accordance with federal income tax regulations, which may differ in amount and character from net investment income and realized gains recognized for purposes of U.S. GAAP. To the extent necessary to fully distribute capital gains, the Funds may designate earnings and profits distributed to shareholders on the redemption of shares.

Commission Recapture

The Funds 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, Trust Expenses, Gains, and Losses

Investment income, realized and unrealized gains and losses from investments of the Funds are allocated daily to each class of shares based upon the relative proportion of net assets of each class to the total net assets of the Funds. Expenses directly charged or attributable to the Fund will be paid from the assets of the Fund. Generally, expenses of the Trust will be allocated among and charged to the assets of the Funds on a basis that the Trust’s Board of Trustees (the “Board”) deems fair and equitable, which may be based on the relative net assets of the Funds or nature of the services performed and relative applicability to the Funds.

28

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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.

Other

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In 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.

2.  Transactions with Affiliates

Management and Investment Sub-Advisory Agreements

Prior to the Reorganization, the Advisor of the Predecessor fund received an investment advisory fee calculated daily and payable monthly, at an annual rate of 1.00% on the first $1 billion of the average daily assets and 0.75% of the average daily net assets in excess of $1 billion of the Predecessor Fund.

The Funds and the Manager are parties to a Management Agreement that obligates the Manager to provide the Funds with investment advisory and administrative services. As compensation for performing the duties under the Management Agreement, the Manager will receive an annualized management fee based on a percentage of the Funds’ average daily net assets that is calculated and accrued daily according to the following schedules:

International Equity Fund

First $15 billion	0.35	%
Next $15 billion	0.325	%
Over $30 billion	0.30	%

Tocqueville International Value Fund

First $5 billion	0.35	%
Next $5 billion	0.325	%
Next $10 billion	0.30	%
Over $20 billion	0.275	%

The Trust, on behalf of the American Beacon International Equity Fund, and the Manager have entered into Investment Advisory Agreements with Causeway Capital Management LLC; Lazard Asset Management LLC; and Templeton Investment Counsel, LLC (“Sub-Advisors”) pursuant to which the Fund has agreed to pay an annualized sub-advisory fee that is calculated and accrued daily based on the Fund’s average daily net assets.

The Trust, on behalf of the American Beacon Tocqueville International Value Fund, and the Manager have entered into an Investment Advisory Agreement with Tocqueville Asset Management L.P. (“Sub-Advisor”) pursuant to which the Fund has agreed to pay an annualized sub-advisory fee that is calculated and accrued daily according to the following schedule:

First $1 billion	0.40	%
Next $1 billion	0.35	%
Over $2 billion	0.325	%

29

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

The Management and Sub-Advisory Fees paid by the Funds for the period ended April 30, 2019 were as follows:

International Equity Fund

	Effective Fee Rate			Amount of Fees Paid
Management Fees		0.35	%	$	4,957,410
Sub-Advisor Fees		0.26	%		3,634,277
Total		0.61	%	$	8,591,687

Tocqueville International Value Fund

	Effective Fee Rate			Amount of Fees Paid*
Management Fees		0.35	%	$	810,051
Sub-Advisor Fees		0.40	%		924,451
Total		0.75	%	$	1,734,502

* This includes fees paid since the reorganization on January 18, 2019.

As compensation for services provided by the Manager in connection with securities lending activities conducted by the Funds, the lending Fund pays to the Manager, with respect to cash collateral posted by borrowers, a fee up to 10% of the net monthly interest income (the gross interest 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 10% of such loan fees. These fees are included in “Income derived from securities lending” and “Management and investment advisory fees” on the Statements of Operations. During the period ended April 30, 2019, the Manager received securities lending fees of $44,149 and $1,717 for the securities lending activities of the International Equity Fund and Tocqueville International Value Fund, respectively. Please see Note 9 for more information on securities lending.

Administration Services Agreement

Prior to the Reorganization, the Predecessor Fund paid the Advisor, pursuant to an Administrative Services Agreement, a fee computed and paid monthly at an annual rate of 0.15% on the first $400 million of the average daily net assets, 0.13% on the next $600 million of the average daily net assets; and 0.12% on all the average daily net assets over $1 billion.

Distribution Plans

Prior to the Reorganization, the Predecessor Shares incurred $528,972 of Distribution Fees. Since the Reorganization, the Shares were redesignated to the Investor Class and Distribution Fees are no longer applicable.

The Funds, except for the Advisor, 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 separate fees may be charged to the Funds for distribution purposes. However, the Plan authorizes the management fee received by the Manager and the investment advisors 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 Fund shares.

Separate Distribution Plans (the “Distribution Plans”) have been adopted pursuant to Rule 12b-1 under the Act for the Advisor, A, and C Classes of the International Equity Fund. Under the Distribution Plans, as compensation for distribution and shareholder servicing assistance, the Manager receives an annual fee of 0.25% of the average daily net assets of the Advisor and A Classes and 1.00% of the average daily net assets of the C Class. 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.

30

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Service Plans

The Manager and the Trust entered into Service Plans that obligate the Manager to oversee additional shareholder servicing of the Investor, Advisor, A, and C Classes of the Funds. As compensation for performing the duties required under the Service Plans, the Manager receives an annualized fee up to 0.25% of the average daily net assets of the A and C Classes, up to 0.25% of the average daily net assets of the Advisor Class, and up to 0.375% of the average daily net assets of the Investor Class of the Funds.

Sub-Transfer Agent Fees

The Manager has entered into agreements, which include servicing agreements, with financial intermediaries that provide recordkeeping, processing, shareholder communications and other services to customers of the intermediaries that hold positions in the Institutional and Y Classes of the Funds and has agreed to compensate the intermediaries for providing these services. Intermediaries transact with the Funds primarily through the use of omnibus accounts on behalf of their customers who hold positions in the Funds. Certain services would have been provided by the Funds’ transfer agent and other service providers if the shareholders’ accounts were maintained directly by the Funds’ transfer agent. Accordingly, the Funds, pursuant to Board approval, have agreed to reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries for the Institutional and Y Classes. The reimbursement amounts (sub-transfer agent fees) paid to the Manager are subject to a fee limit of up to 0.10% of an intermediary’s average net assets in the Institutional and Y Classes on an annual basis. During the period ended April 30, 2019, the sub-transfer agent fees, as reflected in “Transfer agent fees” on the Statements of Operations, were as follows:

Fund	Sub-Transfer Agent Fees
International Equity	$	732,288
Tocqueville International Value		56

As of April 30, 2019, the Funds owed the Manager the following reimbursement of sub-transfer agent fees, as reflected in “Transfer agent fees payable” on the Statements of Assets and Liabilities:

Fund	Reimbursement Sub-Transfer Agent Fees
International Equity	$	133,546

As of April 30, 2019, the Manager owed the Funds the following reimbursement of sub-transfer agent fees, as reflected in “Transfer agent fees payable” on the Statements of Assets and Liabilities:

Fund	Reimbursement Sub-Transfer Agent Fees*
Tocqueville International Value	$	32,296

* This balance is presented as a contra liability as of April 30, 2019.

Investments in Affiliated Funds

The Funds may invest in the American Beacon U.S. Government Money Market Select Fund (the “USG Select Fund”). Cash collateral received by the Funds in connection with securities lending may also be invested in the USG Select Fund. The Funds and the USG Select Fund have the same investment advisor and therefore, are considered to be affiliated. The Manager serves as investment advisor to the USG Select Fund and receives management fees and administrative fees totaling 0.10% of the average daily net assets of the USG Select Fund. During the period ended April 30, 2019, the Manager earned fees on the Funds’ direct investments and securities lending collateral investments in the USG Select Fund as shown below:

Fund	Direct Investments in USG Select Fund		Securities Lending Collateral Investments in USG Select Fund		Total
International Equity	$	41,050	$	15,130	$	56,180
Tocqueville International Value		11,023		2,324		13,347

31

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Interfund Credit Facility

Pursuant to an exemptive order issued by the SEC, the Funds, along with other registered investment companies having management contracts with the Manager, may participate in a credit facility whereby each fund, under certain conditions, is permitted to lend money directly to and borrow directly from other participating funds for temporary purposes. The interfund credit facility is advantageous to the funds because it provides added liquidity, and eliminates the need to maintain higher cash balances to meet redemptions. This situation could arise when shareholder redemptions exceed anticipated volumes and certain funds have insufficient cash on hand to satisfy such redemptions or when sales of securities do not settle as expected, resulting in a cash shortfall for a fund. When a fund liquidates portfolio securities to meet redemption requests, they often do not receive payment in settlement for up to two days (or longer for certain foreign transactions). Redemption requests normally are satisfied on the next business day. The credit facility provides a source of immediate, short-term liquidity pending settlement of the sale of portfolio securities. The credit facility is administered by a credit facility team consisting of professionals from the Manager’s asset management, compliance, and accounting areas who report the activities of the credit facility to the Board. During the period ended April 30, 2019, the Funds did not utilize the credit facility.

Expense Reimbursement Plan

The Manager contractually agreed to reduce fees and/or reimburse expenses for the R6 Class of the International Equity Fund and the Institutional and Y Classes of the Tocqueville International Value Fund to the extent that total operating expenses exceed the Funds’ expense cap. During the period ended April 30, 2019, the Manager waived and/or reimbursed expenses as follows:

		Expense Cap								Expiration of Reimbursed Expenses
Fund	Class	11/1/2018 - 4/30/2019			Reimbursed Expenses			(Recouped) Expenses
International Equity	R6		0.66	%	$	10,782		$	-		2022
Tocqueville International Value	Institutional(2)		0.89	%		2,498			-		2022
Tocqueville International Value	Y(2)		0.99	%		599			-		2022
Tocqueville International Value	Investor		1.25	%		684,461	(1)		-		2022
(1) Not subject to recoupment by the Manager.
(2) Class commenced operations January 18, 2019.

Of these amounts, $2,096 was disclosed as a receivable from the Manager for the International Equity Fund and $168,285 was disclosed as a payable to the Manager for the Tocqueville International Value Fund on the Statements of Assets and Liabilities at April 30, 2019.

The Funds have adopted an Expense Reimbursement Plan whereby the Manager may seek repayment of such fee reductions and expense reimbursements. Under the policy, the Manager can be reimbursed by the Funds for any contractual fee reductions or expense reimbursements if reimbursement to the Manager (a) occurs within three years after the Manager’s own waiver or reimbursement and (b) does not cause the Funds’ annual operating expenses to exceed the lesser of the contractual percentage limit in effect at the time of the waiver/reimbursement or time of recoupment. The reimbursed expenses listed above will expire in 2022. The Funds did not record a liability for potential reimbursements due to the current assessment that reimbursements are unlikely. The carryover of excess expenses potentially reimbursable to the Manager are as follows:

Fund	Recouped Expenses		Excess Expense Carryover		Expired Expense Carryover		Expiration of Reimbursed Expenses
International Equity	$	-	$	3,001	$	-		2020
International Equity		-		8,383		-		2021

32

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Sales Commissions

The Funds’ Distributor, Resolute Investment Distributors, Inc. (“RID” or “Distributor”), may receive a portion of Class A sales charges from broker dealers and it may be used to offset distribution related expenses. During the period ended April 30, 2019, RID collected $1,161 for International Equity Fund from the sale of Class A Shares.

A CDSC of 0.50% will be deducted with respect to Class A Shares of the International Equity Fund 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 Funds’ 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 period ended April 30, 2019, there were no CDSC fees collected for Class A Shares of the International Equity Fund. The Tocqueville International Value Fund does not offer Class A Shares.

A CDSC of 1.00% will be deducted with respect to Class C Shares of the International Equity Fund redeemed within 12 months of purchase, unless waived as discussed in the Funds’ 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 period ended April 30, 2019, CDSC fees of $103 were collected for the Class C Shares of International Equity Fund. The Tocqueville International Value Fund does not offer Class C Shares.

Trustee Fees and Expenses

As compensation for their service to the Trusts, each Trustee receives an annual retainer of $120,000, plus $10,000 for each Board meeting attended in person or via teleconference, $2,500 for attendance by Committee members at meetings of the Audit Committee and the Investment Committee, and $1,500 for attendance by Committee members at meetings of the Nominating and Governance Committee, plus reimbursement of reasonable expenses incurred in attending Board meetings, Committee meetings, and relevant educational seminars. The Trustees also may be compensated for attendance at special Board and/or Committee meetings from time to time. The Board Chair receives an additional annual retainer of $50,000 as well as a $2,500 fee each quarter for attendance at the committee meetings. The Chairpersons of the Audit Committee and the Investment Committee each receive an additional annual retainer of $25,000 and the Chairman of the Nominating and Governance Committee receives an additional annual retainer of $10,000. These expenses are allocated on a prorated basis to each fund of the Trusts according to its respective net assets.

3.  Security Valuation and Fair Value Measurements

The price of the Fund’s shares is based on its net asset value (“NAV”) per share. The Fund’s NAV is computed by adding total assets, subtracting all the Fund’s liabilities, and dividing the result by the total number of shares outstanding.

The NAV of each class of the Fund’s shares is determined based on a pro rata allocation of the Fund’s investment income, expenses and total capital gains and losses. The Fund’s NAV per share is determined each business day as of the regular close of trading on the New York Stock Exchange (“NYSE” or “Exchange”), which is typically 4:00 p.m. Eastern Time (“ET”). However, if trading on the NYSE closes at a time other than 4:00 p.m. ET, the Fund’s NAV per share typically would still be determined as of the regular close of trading on the NYSE. The Fund does not price its shares on days that the NYSE is closed. Foreign exchanges may permit trading in foreign securities on days when the Fund is not open for business, which may result in the value of the Fund’s portfolio investments being affected at a time when you are unable to buy or sell shares.

Equity securities, including shares of closed-end funds and exchange-traded funds (“ETFs”), are valued at the last sale price or official closing price taken from the primary exchange in which each security trades. Investments in other mutual funds are valued at the closing NAV per share on the day of valuation. Debt securities

33

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

are valued at bid quotes from broker/dealers or evaluated bid prices from pricing services, who may consider a number of inputs and factors, such as prices of comparable securities, yield curves, spreads, credit ratings, coupon rates, maturity, default rates, and underlying collateral. Futures are valued based on their daily settlement prices. Exchange-traded and over-the-counter (“OTC”) options are valued at the last sale price. Options with no last sale for the day are priced at mid quote. Swaps are valued at evaluated mid prices from pricing services.

The valuation of securities traded on foreign markets and certain fixed income securities will generally be based on prices determined as of the earlier closing time of the markets on which they primarily trade unless a significant event has occurred. When the Fund holds securities or other assets that are denominated in a foreign currency, the Fund will normally use the currency exchange rates as of 4:00 p.m. ET.

Securities may be valued at fair value, as determined in good faith and pursuant to procedures approved by the Board, under certain limited circumstances. For example, fair value pricing will be used when market quotations are not readily available or reliable, as determined by the Manager, such as when (i) trading for a security is restricted or stopped; (ii) a security’s trading market is closed (other than customary closings); or (iii) a security has been de-listed from a national exchange. A security with limited market liquidity may require fair value pricing if the Manager determines that the available price does not reflect the security’s true market value. In addition, if a significant event that the Manager determines to affect the value of one or more securities held by the Fund occurs after the close of a related exchange but before the determination of the Fund’s NAV, fair value pricing may be used on the affected security or securities. Securities of small-capitalization companies are also more likely to require a fair value determination using these procedures because they are more thinly traded and less liquid than the securities of larger-capitalization companies. The Fund may fair value securities as a result of significant events occurring after the close of the foreign markets in which the Fund invests as described below. In addition, the Fund may invest in illiquid securities requiring these procedures.

The Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund’s 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. If the Manager determines that the last quoted prices of non-U.S. securities will, in its judgment, materially affect the value of some or all its portfolio securities, the Manager can 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. These securities are fair valued using a pricing service, using methods approved by the Board, that 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 American Depositary Receipts (“ADRs”) and futures contracts. The Valuation Committee, established by the Board, may also fair value securities in other situations, such as when a particular foreign market is closed but the 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.

Attempts to determine the fair value of securities introduce an element of subjectivity to the pricing of securities. As a result, the price of a security determined through fair valuation techniques may differ from the price quoted or published by other sources and may not accurately reflect the market value of the security when trading resumes. If a reliable market quotation becomes available for a security formerly valued through fair valuation techniques, the Manager compares the new market quotation to the fair value price to evaluate the effectiveness of the Fund’s fair valuation procedures. If any significant discrepancies are found, the Manager may adjust the Fund’s fair valuation procedures.

34

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Valuation Inputs

Various inputs may be used to determine the fair 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.

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.

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

Common stocks, preferred securities, and financial derivative instruments, such as futures 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. Preferred securities and other equities traded on inactive markets or valued by reference to similar instruments are generally categorized as Level 2 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.

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.

OTC financial derivative instruments, such as forward foreign currency contracts 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 fair 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.

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 the 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

35

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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 the 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.

4.  Securities and Other Investments

American Depositary Receipts

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 Funds’ 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 Funds 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 Funds to the same benefits and rights as ownership of a sponsored depositary receipt or the underlying security.

Common Stock

Common stock generally takes the form of shares in a corporation which represent an ownership interest. It ranks below preferred stock and debt securities in claims for dividends and for assets of the company in a liquidation or bankruptcy. The value of a company’s common stock may fall as a result of factors directly relating to that company, such as decisions made by its management or decreased demand for the company’s products or services. A stock’s value may also decline because of factors affecting not just the company, but also companies in the same industry or sector. The price of a company’s stock may also be affected by changes in financial markets that are relatively unrelated to the company, such as changes in interest rates, currency exchange rates or industry regulation. Companies that elect to pay dividends on their common stock generally only do so after they invest in their own business and make required payments to bondholders and on other debt and preferred stock. Therefore, the value of a company’s common stock will usually be more volatile than its bonds, other debt and preferred stock. Common stock may be exchange-traded or OTC. OTC stock may be less liquid than exchange-traded stock.

36

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Foreign Securities

The Funds may invest in U.S. dollar-denominated and non-U.S. dollar denominated equity and debt securities of foreign issuers and foreign branches of U.S. banks, including negotiable certificates of deposit (“CDs”), bankers’ acceptances, and commercial paper. Foreign issuers are issuers organized and doing business principally outside the United States and include corporations, banks, non-U.S. governments, and quasi-governmental organizations. While investments in foreign securities may be intended to reduce risk by providing further diversification, such investments involve sovereign and other risks, in addition to the credit and market risks normally associated with domestic securities. These additional risks include the possibility of adverse political and economic developments (including political or social instability, nationalization, expropriation, or confiscatory taxation); the potentially adverse effects of unavailability of public information regarding issuers, different governmental supervision and regulation of financial markets, reduced liquidity of certain financial markets, and the lack of uniform accounting, auditing, and financial reporting standards or the application of standards that are different or less stringent than those applied in the United States; different laws and customs governing securities tracking; and possibly limited access to the courts to enforce the Funds’ rights as an investor.

Illiquid and 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 (the “Securities Act”). Illiquid securities have included securities that have not been registered under the Securities Act, securities that are otherwise not readily marketable, and repurchase agreements having a remaining maturity of longer than seven calendar days. Disposal of both illiquid and restricted securities may involve time-consuming negotiations and expenses, and prompt sale at an acceptable price may be difficult to achieve. Restricted securities outstanding during the period ended April 30, 2019 are disclosed in the Notes to the Schedules of Investments.

Regulation S under the Securities Act permits the sale abroad of securities that are not registered for sale in the United States and includes a provision for U.S. investors, such as the Funds, to purchase such unregistered securities if certain conditions are met.

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, the Funds become a shareholder of that investment company. As a result, the Funds’ shareholders indirectly will bear the Funds’ proportionate share of the fees and expenses paid by shareholders of the other investment company, in addition to the fees and expenses the Funds’ shareholders directly bear in connection with the Funds’ 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 Funds in their Prospectus, if applicable. Investments in other investment companies may involve the payment of substantial premiums above the value of such issuer’s portfolio securities.

Preferred Stock

A preferred stock blends the characteristics of a bond and common stock. It can offer the higher yield of a bond and has priority over common stock in equity ownership, but does not have the seniority of a bond and its participation in the issuer’s growth may be limited. Preferred stock generally has preference over common stock in

37

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

the receipt of dividends and in any residual assets after payment to creditors should the issuer be dissolved. Although the dividend is set at a fixed or variable rate, in some circumstances it can be changed or omitted by the issuer. Preferred stocks are subject to the risks associated with other types of equity securities, as well as additional risks, such as credit risk, interest rate risk, potentially greater volatility and risks related to deferral, non-cumulative dividends, subordination, liquidity, limited voting rights, and special redemption rights.

5.   Financial Derivative Instruments

The Funds may utilize derivative instruments to gain market exposure on cash balances to hedge foreign currency exposure or reduce market exposure in anticipation of liquidity needs. When considering the Funds’ use of derivatives, it is important to note that the Funds do not use derivatives for the purpose of creating financial leverage.

Forward Foreign Currency Contracts

The Funds may enter into forward foreign currency contracts to hedge the exchange rate risk on investment transactions or to hedge the value of the Funds’ securities denominated in foreign currencies. Forward foreign currency contracts are valued at the forward exchange rate prevailing on the day of valuation. The Funds may also use currency contracts to increase exposure to a foreign currency or to shift exposure to foreign currency fluctuations from one country to another. The Funds bear 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 Funds also bear the credit risk if the counterparty fails to perform under the contract.

During the period ended April 30, 2019, the International Equity Fund entered into forward foreign currency contracts primarily for hedging foreign currency fluctuations.

The Fund’s forward foreign currency contract notional dollar values outstanding fluctuate throughout the operating year as required to meet strategic requirements. The following table illustrates the average quarterly volume of forward foreign currency contracts. For the purpose of this disclosure, volume is measured by the amounts bought and sold in USD at each quarter end.

Average Forward Foreign Currency Notional Amounts Outstanding Period Ended April 30, 2019
Fund	Purchased Contracts		Sold Contracts
International Equity	$	155,189,589	$	55,378,651

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 Funds are 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 reflects this amount on the Schedules 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 (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.

38

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

During the period ended April 30, 2019, the International Equity Fund entered into futures contracts primarily for return enhancement, hedging and exposing cash to markets.

The Funds’ average 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 the purpose of this disclosure, volume is measured by contracts outstanding at each quarter end.

Average Futures Contracts Outstanding
Fund	Period Ended April 30, 2019
International Equity		1,024

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

International Equity Fund

Fair values of financial instruments on the Statements of Assets and Liabilities as of April 30, 2019:
	Derivatives not accounted for as hedging instruments
Assets:	Credit contracts			Foreign exchange contracts				Commodity contracts			Interest rate contracts			Equity contracts				Total
Unrealized appreciation of forward foreign currency contracts		$	–		$	194,737			$	–		$	–		$	–			$	194,737
Receivable for variation margin from open futures contracts(2)			–			–				–			–			2,623,656				2,623,656
Liabilities:	Credit contracts			Foreign exchange contracts				Commodity contracts			Interest rate contracts			Equity contracts				Total
Unrealized depreciation of forward foreign currency contracts		$	–		$	(1,022,203	)		$	–		$	–		$	–			$	(1,022,203	)
Payable for variation margin from open futures contracts(2)			–			–				–			–			(6,127	)			(6,127	)

The effect of financial derivative instruments on the Statements of Operations as of April 30, 2019:
	Derivatives not accounted for as hedging instruments
Realized gain (loss) from derivatives recognized as a result of operations	Credit contracts			Foreign exchange contracts				Commodity contracts			Interest rate contracts			Equity contracts			Total
Forward foreign currency contracts		$	-		$	(3,164,921	)		$	-		$	-		$	-		$	(3,164,921	)
Futures contracts			-			-				-			-			1,760,630			1,760,630
Net change in unrealized appreciation (depreciation) of derivatives recognized as a result from operations:	Credit contracts			Foreign exchange contracts				Commodity contracts			Interest rate contracts			Equity contracts			Total
Forward foreign currency contracts			-			1,526,754				-			-			-			1,526,754
Futures contracts			-			-				-			-			5,346,457			5,346,457

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

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

Master 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 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.

39

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (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 the report date, April 30, 2019.

International Equity Fund

Offsetting of Financial and Derivative Assets as of April 30, 2019:
	Assets			Liabilities
Futures Contracts	$	2,623,656		$	6,127
Forward Foreign Currency Contracts		194,737			1,022,203
Total derivative assets and liabilities in the Statements of Assets and Liabilities	$	2,818,393		$	1,028,330
Derivatives not subject to a Master Netting Agreement or similar agreement (“MNA”)	$	(2,623,656	)	$	(6,127	)
Total derivative assets and liabilities subject to an MNA	$	194,737		$	1,022,203

Financial Assets, Derivatives, and Collateral Received/(Pledged) by Counterparty as of April 30, 2019:
						Gross Amounts Not Offset in the Statements of Assets and Liabilities
Counterparty	Gross Amounts of Assets Presented in the Statements of Assets and Liabilities		Derivatives Available for Offset			Non-Cash Collateral Pledged		Cash Collateral Pledged		Net Amount
BNP Paribas, N.A.	$	32,876	$	(31,413	)	$	-	$	-	$	1,463
Bank of Montreal		20,222		(20,222	)		-		-		-
Goldman Sachs Capital Markets		26,221		-			-		-		26,221
HSBC Bank (USA)		19,068		(5,770	)		-		-		13,298
JPMorgan Chase Bank, N.A.		19,557		(17,717	)		-		-		1,840
Morgan Stanley Bank, N.A.		24,537		(24,537	)		-		-		-
Royal Bank of Canada		12,286		(12,286	)		-		-		-
Societe Generale		14,089		(14,089	)		-		-		-
State Street Bank & Trust Co.		6,732		-			-		-		6,732
UBS AG		19,149		(17,935	)		-		-		1,214
Total	$	194,737	$	(143,969	)	$	-	$	-	$	50,768
						Gross Amounts Not Offset in the Statements of Assets and Liabilities
Counterparty	Gross Amounts of Liabilities Presented in the Statements  of Assets and Liabilities		Derivatives Available for Offset			Non-Cash Collateral Received		Cash Collateral Received		Net Amount
BNP Paribas, N.A.	$	31,413	$	(31,413	)	$	-	$	-	$	-
Bank of Montreal		253,708		(20,222	)		-		-		233,486
Barclays Bank PLC		2,800		-			-		-		2,800
Citibank, N.A.		6,428		-			-		-		6,428
HSBC Bank (USA)		5,770		(5,770	)		-		-		-
JPMorgan Chase Bank, N.A.		17,717		(17,717	)		-		-		-
Morgan Stanley Bank, N.A.		43,126		(24,537	)		-		-		18,589
Royal Bank of Canada		16,004		(12,286	)		-		-		3,718
Societe Generale		451,422		(14,089	)		-		-		437,333
Standard and Chartered Bank		175,880		-			-		-		175,880
UBS AG		17,935		(17,935	)		-		-		-
Total	$	1,022,203	$	(143,969	)	$	-	$	-	$	878,234

40

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

	Remaining Contractual Maturity of the Agreements As of April 30, 2019
	Overnight and Continuous		<30 days		Between 30 & 90 days		>90 days		Total
Securities Lending Transactions
Common Stocks	$	107,491,572	$	-	$	-	$	-	$	107,491,572
Total Borrowings	$	107,491,572	$	-	$	-	$	-	$	107,491,572
Gross amount of recognized liabilities for securities lending transactions									$	107,491,572

Tocqueville International Value

	Remaining Contractual Maturity of the Agreements As of April 30, 2019
	Overnight and Continuous		<30 days		Between 30 & 90 days		>90 days		Total
Securities Lending Transactions
Common Stocks	$	32,948,887	$	-	$	-	$	-	$	32,948,887
Total Borrowings	$	32,948,887	$	-	$	-	$	-	$	32,948,887
Gross amount of recognized liabilities for securities lending transactions									$	32,948,887

6.  Principal Risks

Investing in the Funds may involve certain risks including, but not limited to, those described below.

Counterparty Risk

The Funds are subject to the risk that a party or participant to a transaction, such as a broker or derivative counterparty, will be unwilling or unable to satisfy its obligation to make timely principal, interest or settlement payments or to otherwise honor its obligations to the Funds. As a result the Fund may obtain no recovery of its investment or may only obtain a limited recovery, and any recovery may be delayed. Not all derivative transactions require a counterparty to post collateral, which may expose the Fund to greater losses in the event of a default by a counterparty.

Credit Risk

The Funds are subject to the risk that the issuer or guarantor of a debt security, or the counterparty to a derivatives contract or a loan, will fail to make timely payment of interest or principal or otherwise honor its obligations or default completely. A decline in the credit rating of an individual security held by a Fund may have an adverse impact on its price and make it difficult for a Fund to sell it. Ratings represent a rating agency’s opinion regarding the quality of the security and are not a guarantee of quality. Rating agencies might not always change their credit rating on an issuer or security in a timely manner to reflect events that could affect the issuer’s ability to make timely payments on its obligations. Credit risk is typically greater for securities with ratings that are below investment grade.

Currency Risk

The Funds may have exposure to foreign currencies by making direct investments in non-U.S. currencies or in securities denominated in non-U.S. currencies or by purchasing or selling forward currency exchange contracts in non-U.S. currencies. Foreign currencies may decline in value relative to the U.S. dollar, or, in the case of hedging positions, that the U.S. dollar may decline in value relative to the currency being hedged, and thereby affect the Fund’s investments in foreign (non-U.S.) currencies or in securities that trade in, and receive revenues in, or in derivatives that provide exposure to, foreign (non-U.S.) currencies. Currency exchange rates may fluctuate significantly over short periods of time for a number of reasons, including changes in interest rates, intervention

41

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

(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 Funds. Currency futures, forwards or options may not always work as intended, and in specific cases the Funds may be worse off than if it had not used such instrument(s). There may not always be suitable hedging instruments available. Even where suitable hedging instruments are available, the Funds may not hedge its currency risks.

Emerging Markets Risk

When investing in emerging markets, the risks of investing in foreign securities are heightened. Emerging markets are generally smaller, less developed, less liquid and more volatile than the securities markets of the U.S. and other developed markets. There are also risks of: greater political uncertainties; an economy’s dependence on revenues from particular commodities or on international aid or development assistance; currency transfer restrictions; a limited number of potential buyers for such securities; and delays and disruptions in securities settlement procedures.

Equity Investments Risk

Equity securities are subject to market risk. The Funds’ investments in equity securities may include common stocks, preferred stocks, securities convertible into or exchangeable for common stocks, REITs, depositary receipts, and U.S. dollar-denominated foreign stocks traded on U.S. exchanges. Such investments may expose the Funds to additional risk. The value of a company’s common stock may fall as a result of factors affecting the company, companies in the same industry or sector, or the financial markets overall. Common stock generally is subordinate to preferred stock upon the liquidation or bankruptcy of the issuing company. Preferred stocks and convertible securities are sensitive to movements in interest rates. Preferred stocks may be less liquid than common stocks and, unlike common stocks, participation in the growth of an issuer may be limited. Distributions on preferred stocks generally are payable at the discretion of an issuer and after required payments to bond holders. Convertible securities are subject to the risk that the credit standing of the issuer may have an effect on the convertible securities’ investment value. Investments in REITs are subject to the risks associated with investing in the real estate industry such as adverse developments affecting the real estate industry and real property values. Depositary receipts and U.S. dollar-denominated foreign stocks traded on U.S. exchanges are subject to certain of the risks associated with investing directly in foreign securities, including, but not limited to, currency fluctuations and political and financial instability in the home country of a particular depositary receipt or foreign stock.

Foreign Investing and Emerging Markets Risk

Non-U.S. investments carry potential risks not associated with U.S. investments. Such risks include, but are not limited to: (1) currency exchange rate fluctuations, (2) political and financial instability, (3) less liquidity and greater volatility of foreign investments, (4) lack of uniform accounting, auditing and financial reporting standards, (5) increased price volatility, (6) less government regulation and supervision of foreign stock exchanges, brokers and listed companies, and (7) delays in transaction settlement in some foreign markets. To the extent a Fund invests a significant portion of its assets in securities of a single country or region, it is more likely to be affected by events or conditions of that country or region. In addition, the economies and political environments of emerging market countries tend to be more unstable than those of developed countries, resulting in more volatile rates of return than the developed markets and substantially greater risk to investors. There may be very limited oversight of certain foreign banks or securities depositories that hold foreign securities and currency and the laws of certain countries may limit the ability to recover such assets if a foreign bank or depository or their agents goes bankrupt. When investing in emerging markets, the risks of investing in foreign securities are heightened. Emerging markets have unique risks that are greater than or in addition to investing in developed markets because emerging markets are generally smaller, less developed, less liquid and more volatile than the securities markets of the U.S. and other developed markets. There are also risks of: greater political uncertainties; an economy’s dependence on revenues from particular commodities or on international aid or development assistance; currency transfer restrictions; a limited number of potential buyers for subspecialties, resulting in increased volatility and limited liquidity for

42

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

emerging market securities; trading suspensions; and delays and disruptions in securities settlement procedures. In addition, there may be less information available to make investment decisions and more volatile rates of return.

Forward Foreign Currency Contracts Risk

Forward foreign currency contracts, including non-deliverable forwards, are derivative instruments pursuant to a contract with a counterparty to pay a fixed price for an agreed amount of securities or other underlying assets at an agreed date or to buy or sell a specific currency at a future date at a price set at the time of the contract. The use of forward foreign currency contracts may expose the Funds to additional risks that it would not be subject to if it invested directly in the securities or currencies underlying the forward foreign currency contract.

Futures Contracts Risk

Futures contracts are derivative instruments where one party pays a fixed price for an agreed amount of securities or other underlying assets at an agreed date. The use of such derivative instruments may expose the Funds to additional risks that they would not be subject to if they invested directly in the securities underlying those derivatives. Futures contracts may experience potentially dramatic price changes (losses) and imperfect correlation between the price of the contract and the underlying security or index, which will increase the volatility of the Funds and may involve a small investment of cash (the amount of initial and variation margin) relative to the magnitude of the risk assumed (the potential increase or decrease in the price of the futures contract).

Market Risk

Conditions in the U.S. and many foreign economies have resulted, and may continue to result, in certain instruments experiencing unusual liquidity issues, increased price volatility and, in some cases, credit downgrades and increased likelihood of default. These events have reduced the willingness and ability of some lenders to extend credit, and have made it more difficult for some borrowers to obtain financing on attractive terms, if at all. In some cases, traditional market participants have been less willing to make a market in some types of debt instruments, which has affected the liquidity of those instruments. During times of market turmoil, investors tend to look to the safety of securities issued or backed by the U.S. Treasury, causing the prices of these securities to rise and the yields to decline. Reduced liquidity in fixed income and credit markets may negatively affect many issuers worldwide. In addition, global economies and financial markets are becoming increasingly interconnected, which increases the possibilities that conditions in one country or region might adversely impact issuers in a different country or region. A rise in protectionist trade policies, and the possibility of changes to some international trade agreements, could affect the economies of many nations in ways that cannot necessarily be foreseen at the present time.

In response to the financial crisis, the U.S. and other governments and the Federal Reserve and certain foreign central banks have taken steps to support financial markets. In some countries where economic conditions are recovering, they are nevertheless perceived as still fragile. Withdrawal of government support, failure of efforts in response to the crisis, or investor perception that such efforts are not succeeding, could adversely impact the value and liquidity of certain securities. The severity or duration of adverse economic conditions may also be affected by policy changes made by governments or quasi-governmental organizations, including changes in tax laws. The impact of new financial regulation legislation on the markets and the practical implications for market participants may not be fully known for some time. Regulatory changes are causing some financial services companies to exit long-standing lines of business, resulting in dislocations for other market participants. In addition, political and diplomatic events within the U.S. and abroad, such as the United States government’s inability at times to agree on a long-term budget and deficit reduction plan, the threat of a federal government shutdown and threats not to increase the federal government’s debt limit, may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree. The U.S. government has recently reduced the federal corporate income tax rates, and future legislative, regulatory and policy changes may result in more restrictions on international trade, less stringent prudential regulation of certain players in the financial markets, and significant new investments in infrastructure and national defense. Markets may react strongly to expectations about the changes in these policies, which could increase volatility, especially if the markets’ expectations for changes in government policies are not borne out.

43

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Changes in market conditions will not have the same impact on all types of securities. Interest rates have been unusually low in recent years in the United States and abroad. Because there is little precedent for this situation, it is difficult to predict the impact of a significant rate increase on various markets. For example, because investors may buy securities or other investments with borrowed money, a significant increase in interest rates may cause a decline in the markets for those investments. Because of the sharp decline in the worldwide price of oil, there is a concern that oil producing nations may withdraw significant assets now held in U.S. Treasuries, which could force a substantial increase in interest rates. Regulators have expressed concern that rate increases may cause investors to sell fixed income securities faster than the market can absorb them, contributing to price volatility. In addition, there is a risk that the prices of goods and services in the U.S. and many foreign economies may decline over time, known as deflation (the opposite of inflation). Deflation may have an adverse effect on stock prices and creditworthiness and may make defaults on debt more likely. If a country’s economy slips into a deflationary pattern, it could last for a prolonged period and may be difficult to reverse.

The precise details and the resulting impact of the United Kingdom’s vote to leave the European Union (the “EU”), commonly referred to as “Brexit,” are not yet known. The effect on the United Kingdom’s economy will likely depend on the nature of trade relations with the EU and other major economies following its exit, which are matters to be negotiated. The outcomes may cause increased volatility and have a significant adverse impact on world financial markets, other international trade agreements, and the United Kingdom and European economies, as well as the broader global economy for some time, which could significantly adversely affect the value of the Fund’s investments in Europe.

Market Timing Risk

A Fund that invests in foreign securities is particularly subject to the risk of market timing activities. Frequent trading by Fund shareholders poses risks to others in that Fund, including (i) the dilution of a Fund’s NAV, (ii) an increase in a Fund’s expenses, and (iii) interference with the portfolio manager’s ability to execute efficient investment strategies. Because of specific securities in which a Fund may invest, it could be subject to the risk of market timing activities by shareholders. One example of these types of securities is foreign securities. If a Fund trades foreign securities, it generally prices these foreign securities using their closing prices from the foreign markets in which they trade, which typically is prior to a Fund’s calculation of its NAV. These prices maybe affected by events that occur after the close of a foreign market but before a Fund prices its shares. In such instances, a Fund may fair value foreign securities. However, some investors may engage in frequent short-term trading in a Fund to take advantage of any price differentials that may be reflected in the NAV of a Fund’s shares. While the Manager monitors trading in a Fund, there is no guarantee that it can detect all market timing activities.

Multiple Sub-Advisor Risk

The Manager may allocate the Funds’ assets among multiple sub-advisors, each of which is responsible for investing its allocated portion of the Funds’ assets. To a significant extent, the Funds’ performance will depend on the success of the Manager in allocating the Funds’ assets to sub-advisors and its selection and oversight of the sub-advisors. Because each sub-advisor manages its allocated portion of the Funds independently from another sub-advisor, the same security may be held in different portions of the Funds, or may be acquired for one portion of the Funds at a time when a sub-advisor to another portion deems it appropriate to dispose of the security from that other portion, resulting in higher expenses without accomplishing any net result in the Funds’ holdings. Similarly, under some market conditions, one sub-advisor may believe that temporary, defensive investments in short-term instruments or cash are appropriate when another sub-advisor believes continued exposure to the equity or debt markets is appropriate for its allocated portion of the Funds. Because each sub-advisor directs the trading for its own portion of the Funds, and does not aggregate its transactions with those of the other sub-advisors, the Funds may incur higher brokerage costs than would be the case if a single sub-adviser were managing the entire Fund. In addition, while the Manager seeks to allocate the Funds’ assets among the Funds’ sub-advisors in a manner that it believes is consistent with achieving the Funds’ investment objective(s), the Manager may be subject to potential conflicts of interest in allocating the Funds’ assets among sub-advisors due to factors that could impact the Manager’s revenues and profits.

44

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Other Investment Companies Risk

The Fund may invest in shares of other registered investment companies, including money market funds that are advised by the Manager. To the extent that the Fund invests in shares of other registered investment companies, the Fund will indirectly bear fees and expenses, including for example, advisory and administrative fees, charged by those investment companies in addition to the Fund’s direct fees and expenses and will be subject to the risks associated with investments in those companies. For example, the Fund’s investments in money market funds are subject to interest rate risk, credit risk, and market risk. The Fund must rely on the investment company in which it invests to achieve its investment objective. If the investment company fails to achieve its investment objective, the value of the Fund’s investment will decline, adversely affecting the Fund’s performance. To the extent the Fund invests in other investment companies that invest in equity securities, fixed income securities and/or foreign securities, or track an index, the Fund is subject to the risks associated with the underlying investments held by the investment company or the index fluctuations to which the investment company is subject. For example, money market funds are subject to interest rate risk, credit risk, and market risk.

Securities Lending Risk

A Fund may lend its portfolio securities to brokers, dealers and financial institutions to seek income. There is a risk that a borrower may default on its obligations to return loaned securities; however, a Fund’s securities lending agent indemnifies the Fund against that risk. There is a risk that the assets of a Fund’s securities lending agent may be insufficient to satisfy any contractual indemnification requirements to the Fund. Borrowers of a Fund’s securities typically provide collateral in the form of cash that is reinvested in securities. A Fund will be responsible for the risks associated with the investment of cash collateral, including any collateral invested in an affiliated money market fund. A Fund may lose money on its investment of cash collateral or may fail to earn sufficient income on its investment to meet obligations to the borrower. In addition, delays may occur in the recovery of securities from borrowers, which could interfere with a Fund’s ability to vote proxies or to settle transactions and there is the risk of possible loss of rights in the collateral should the borrower fail financially. In any case in which the loaned securities are not returned to a Fund before an ex-dividend date, the payment in lieu of the dividend that the Fund receives from the securities’ borrower would not qualify for treatment as “qualified dividend income”.

Valuation Risk

Investments in value stocks are subject to the risk that their intrinsic value may never be realized by the market or that their prices may go down. This may result in the value stocks’ prices remaining undervalued for extended periods of time. While the Fund’s investments in value stocks seek to limit potential downside price risk over time, value stock prices still may decline substantially. In addition, the Fund may produce more modest gains as a trade-off for this potentially lower risk. The Fund’s performance also may be affected adversely if value stocks become unpopular with or lose favor among investors. Different investment styles tend to shift in and out of favor, depending on market conditions and investor sentiment. The Fund’s value style could cause it to underperform funds that use a growth or non-value approach to investing or have a broader investment style.

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 distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes. For federal income tax purposes, each Fund is treated as a single entity for the purpose of determining such qualification.

The Funds do not have any unrecorded tax liabilities in the accompanying financial statements. Each of the tax years in the four year period ended October 31, 2018 remain subject to examination by the Internal Revenue Service. If applicable, the Funds recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in “Other expenses” on the Statements of Operations.

45

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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 (depreciation), as applicable, as the income is earned or capital gains are recorded.

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.

As of April 30, 2019 the tax cost for each Fund and their respective gross unrealized appreciation (depreciation) were as follows:

Fund	Tax Cost		Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
International Equity	$	2,974,999,321	$	264,639,031	$	(191,128,352	)	$	73,510,679
Tocqueville International Value		842,898,998		82,606,767		(47,640,576	)		34,966,191

Under the Regulated Investment Company Modernization Act of 2010 (“RIC MOD”), net capital losses recognized by the 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 October 31, 2018, the International Equity Fund did not have any capital loss carryforwards. The Tocqueville International Value Fund had non-expiring short-term capital loss carryforwards of $7,258,341.

8.  Investment Transactions

The aggregate cost of purchases and proceeds from sales and maturities of investments, other than short-term obligations, for the period ended April 30, 2019 were as follows:

Fund	Purchases (non-U.S. Government Securities)		Sales (non-U.S. Government Securities)
International Equity	$	524,490,724	$	599,262,793
Tocqueville International Value		179,408,038		456,004,599

A summary of the Funds’ transactions in the USG Select Fund for the period ended April 30, 2019 were as follows:

Fund	Type of Transaction	October 31, 2018 Shares/Fair Value		Purchases		Sales		April 30, 2019 Shares/Fair Value		Dividend Income
International Equity	Direct	$	78,615,200	$	496,289,030	$	447,295,010	$	127,609,220	$	937,782
International Equity	Securities Lending		43,093,443		503,320,450		438,922,321		107,491,572		N/A
Tocqueville International Value	Direct		-		126,316,577		94,478,171		31,838,406		257,379
Tocqueville International Value	Securities Lending		-		86,229,061		53,280,174		32,948,887		N/A

9.  Securities Lending

The Funds may lend their 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

46

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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.

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, provided the investments meet certain quality and diversification requirements. Securities purchased with cash collateral proceeds are listed in the Funds’ Schedule of Investments and the collateral is shown on the Statement of Assets and Liabilities as a payable.

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 Funds, the Agent, and the Manager retained 80%, 10%, and 10%, respectively, of the income generated from securities lending.

While securities are on loan, the Funds continue 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 Funds would be subject to on the dividend.

Securities lending transactions pose certain risks to the Funds, 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 Funds could also experience delays and costs in gaining access to the collateral. The Funds bear 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 April 30, 2019, the value of outstanding securities on loan and the value of collateral were as follows:

Fund	Market Value of Securities on Loan		Cash Collateral Received		Non-Cash Collateral Received		Total Collateral Received
International Equity	$	102,882,174	$	107,491,572	$	-	$	107,491,572
Tocqueville International Value		31,614,895		32,948,887		-		32,948,887

Cash collateral is listed on the Funds’ Schedules of Investments and is shown on the Statements of Assets and Liabilities. Income earned on these investments is included in “Income derived from securities lending” on the Statements of Operations.

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

10.  Borrowing Arrangements

Effective November 15, 2018 (the “Effective Date”), the Funds, along with certain other funds managed by the Manager (“Participating Funds”), entered into a committed revolving line of credit (the “Committed Line”) agreement with State Street Bank and Trust Company (the “Bank”) to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Committed Line is $250 million with interest at a rate equal to the higher of (a) one-month London Inter-Bank Offered Rate (“LIBOR”) plus 1.25% per annum or (b) the Federal Funds rate plus

47

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

1.25% per annum on amounts borrowed. Each of the Participating Funds will pay a closing fee of $100,000 on the Effective Date and a quarterly commitment fee at a rate of 0.25% per annum on the unused portion of the Committed Line amount. The Committed Line expires November 14, 2019, unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

On the Effective Date, the Funds, along with certain other Participating Funds managed by the Manager, also entered into an uncommitted discretionary demand revolving line of credit (the “Uncommitted Line”) agreement with the Bank to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Uncommitted Line is $50 million with interest at a rate equal to the higher of (a) one-month LIBOR plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on each outstanding loan. Each of the Participating Funds will pay a closing fee of $35,000 on the Effective Date. The Uncommitted Line expires November 14, 2019 unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

The Participating Funds paid administration, legal and arrangement fees, which are recognized as a component of “Other expenses” on the Statements of Operations, along with commitment fees, that have been allocated among the Participating Funds based on average daily net assets.

During the period ended April 30, 2019, the Funds did not utilize this facility.

11.  Capital Share Transactions

The tables below summarize the activity in capital shares for each Class of the Funds:

	Institutional Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
International Equity Fund	Shares			Amount			Shares			Amount
Shares sold		14,242,302		$	244,591,687			25,895,144		$	534,557,653
Reinvestment of dividends		7,634,480			120,930,167			2,331,173			48,325,212
Shares redeemed		(20,099,393	)		(349,544,374	)		(20,735,988	)		(420,683,891	)
Net increase in shares outstanding		1,777,389		$	15,977,480			7,490,329		$	162,198,974
	Y Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
International Equity Fund	Shares			Amount			Shares			Amount
Shares sold		5,595,426		$	99,495,259			7,511,577		$	160,616,651
Reinvestment of dividends		3,927,273			64,839,285			1,249,691			26,893,341
Shares redeemed		(5,874,760	)		(105,433,731	)		(9,727,486	)		(207,013,204	)
Net increase (decrease) in shares outstanding		3,647,939		$	58,900,813			(966,218	)	$	(19,503,212	)
	Investor Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
International Equity Fund	Shares			Amount			Shares			Amount
Shares sold		983,536		$	17,036,582			1,848,441		$	37,668,754
Reinvestment of dividends		1,262,316			19,843,606			423,698			8,719,712
Shares redeemed		(2,369,456	)		(40,566,863	)		(4,046,440	)		(82,887,269	)
Net (decrease) in shares outstanding		(123,604	)	$	(3,686,675	)		(1,774,301	)	$	(36,498,803	)
	Advisor Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
International Equity Fund	Shares			Amount			Shares			Amount
Shares sold		209,077		$	3,715,866			522,085		$	10,866,488
Reinvestment of dividends		221,918			3,579,533			72,002			1,516,353
Shares redeemed		(584,914	)		(10,355,874	)		(662,602	)		(13,941,921	)
Net (decrease) in shares outstanding		(153,919	)	$	(3,060,475	)		(68,515	)	$	(1,559,080	)

48

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

	A Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
International Equity Fund	Shares			Amount			Shares			Amount
Shares sold		148,088		$	2,579,986			341,544		$	6,990,871
Reinvestment of dividends		65,896			1,035,879			22,967			472,205
Shares redeemed		(200,996	)		(3,503,617	)		(464,462	)		(9,545,785	)
Net increase (decrease) in shares outstanding		12,988		$	112,248			(99,951	)	$	(2,082,709	)
	C Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
International Equity Fund	Shares			Amount			Shares			Amount
Shares sold		35,696		$	589,461			98,798		$	1,957,866
Reinvestment of dividends		30,807			468,881			7,541			150,449
Shares redeemed		(89,661	)		(1,468,652	)		(117,307	)		(2,311,646	)
Net (decrease) in shares outstanding		(23,158	)	$	(410,310	)		(10,968	)	$	(203,331	)
	R6 Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
International Equity Fund	Shares			Amount			Shares			Amount
Shares sold		5,888,552		$	106,083,766			2,465,662		$	50,086,317
Reinvestment of dividends		451,747			7,160,193			16,937			351,275
Shares redeemed		(561,079	)		(9,848,680	)		(186,126	)		(3,762,837	)
Net increase in shares outstanding		5,779,220		$	103,395,279			2,296,473		$	46,674,755
	Institutional Class
	January 18, 2019A to April 30, 2019
	(unaudited)
Tocqueville International Value Fund	Shares			Amount
Shares sold		2,260,280		$	35,023,876
Shares redeemed		(24,613	)		(385,557	)
Net increase in shares outstanding		2,235,667		$	34,638,319
	Y Class
	January 18, 2019A to April 30, 2019
	(unaudited)
Tocqueville International Value Fund	Shares			Amount
Shares sold		17,873,802		$	279,650,509
Shares redeemed		(392,495	)		(6,158,876	)
Net increase in shares outstanding		17,481,307		$	273,491,633
	Investor Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Tocqueville International Value Fund	Shares			Amount			Shares			Amount
Shares sold		8,967,557		$	131,841,285			28,716,655		$	500,256,514
Reinvestment of dividends		783,284			11,224,453			766,784			13,265,360
Shares redeemed		(46,921,478	)		(705,100,533	)		(22,853,917	)		(381,325,273	)
Net increase (decrease) in shares outstanding		(37,170,637	)	$	(562,034,795	)		6,629,522		$	132,196,601
A Commencement of operations.

12.  Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Funds’ financial statements through this date.

49

American Beacon International Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Institutional ClassA
	Six Months Ended April 30,			Year Ended October 31,
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	18.71		$	20.88		$	17.41		$	18.79		$	19.51		$	20.07
Income (loss) from investment operations:
Net investment income		0.26			0.44			0.39			0.29			0.35			0.54
Net gains (losses) on investments (both realized and unrealized)		0.49			(1.95	)		3.51			(1.24	)		(0.55	)		(0.77	)
Total income (loss) from investment operations		0.75			(1.51	)		3.90			(0.95	)		(0.20	)		(0.23	)
Less distributions:
Dividends from net investment income		(0.40	)		(0.35	)		(0.43	)		(0.27	)		(0.52	)		(0.33	)
Distributions from net realized gains		(1.14	)		(0.31	)		-			(0.16	)		-			-
Total distributions		(1.54	)		(0.66	)		(0.43	)		(0.43	)		(0.52	)		(0.33	)
Redemption fees added to beneficial interests		-			-			-			-			0.00	B		0.00	B
Net asset value, end of period	$	17.92		$	18.71		$	20.88		$	17.41		$	18.79		$	19.51
Total returnC		5.12	%D		(7.55	)%		22.94	%		(5.07	)%		(0.99	)%		(1.18	)%
Ratios and supplemental data:
Net assets, end of period	$	1,576,721,743		$	1,613,462,237		$	1,644,165,106		$	1,450,052,040		$	1,037,148,821		$	956,960,452
Ratios to average net assets:
Expenses, before reimbursements		0.72	%E		0.73	%		0.73	%		0.69	%		0.70	%		0.72	%
Expenses, net of reimbursements		0.72	%E		0.73	%		0.73	%		0.69	%		0.69	%		0.70	%
Net investment income, before expense reimbursements		2.80	%E		2.17	%		2.01	%		2.22	%		1.93	%		2.74	%
Net investment income, net of reimbursements		2.80	%E		2.17	%		2.01	%		2.22	%		1.94	%		2.76	%
Portfolio turnover rate		19	%D		29	%		32	%		25	%		33	%		23	%

^A  On May 31, 2016, the AMR Class closed and the assets were merged into the Institutional Class.

^B  Amount represents less than $0.01 per share.

^C  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 U.S. GAAP 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.

^D  Not annualized.

^E  Annualized.

See accompanying notes

50

American Beacon International Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Y Class
	Six Months Ended April 30,			Year Ended October 31,
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	19.42		$	21.64		$	18.03		$	19.46		$	20.21		$	20.81
Income (loss) from investment operations:
Net investment income		0.24			0.46			0.38			0.41			0.35			0.50
Net gains (losses) on investments (both realized and unrealized)		0.53			(2.04	)		3.65			(1.40	)		(0.57	)		(0.77	)
Total income (loss) from investment operations		0.77			(1.58	)		4.03			(0.99	)		(0.22	)		(0.27	)
Less distributions:
Dividends from net investment income		(0.38	)		(0.33	)		(0.42	)		(0.28	)		(0.53	)		(0.33	)
Distributions from net realized gains		(1.14	)		(0.31	)		-			(0.16	)		-			-
Total distributions		(1.52	)		(0.64	)		(0.42	)		(0.44	)		(0.53	)		(0.33	)
Redemption fees added to beneficial interests		-			-			-			-			0.00	A		0.00	A
Net asset value, end of period	$	18.67		$	19.42		$	21.64		$	18.03		$	19.46		$	20.21
Total returnB		5.04	%C		(7.58	)%		22.84	%		(5.14	)%		(1.06	)%		(1.31	)%
Ratios and supplemental data:
Net assets, end of period	$	938,067,652		$	904,847,058		$	1,029,629,647		$	820,596,038		$	587,949,806		$	530,836,707
Ratios to average net assets:
Expenses, before reimbursements		0.79	%D		0.80	%		0.80	%		0.77	%		0.77	%		0.82	%
Expenses, net of reimbursements		0.79	%D		0.80	%		0.80	%		0.77	%		0.77	%		0.82	%
Net investment income, before expense reimbursements		2.76	%D		2.10	%		1.95	%		2.43	%		1.87	%		2.62	%
Net investment income, net of reimbursements		2.76	%D		2.10	%		1.95	%		2.43	%		1.87	%		2.62	%
Portfolio turnover rate		19	%C		29	%		32	%		25	%		33	%		23	%

^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 U.S. GAAP 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.

See accompanying notes

51

American Beacon International Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Investor Class
	Six Months Ended April 30,			Year Ended October 31,
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	18.52		$	20.67		$	17.24		$	18.60		$	19.32		$	19.86
Income (loss) from investment operations:
Net investment income		0.22			0.41			0.35			0.34			0.31			0.46
Net gains (losses) on investments (both realized and unrealized)		0.49			(1.97	)		3.45			(1.33	)		(0.57	)		(0.76	)
Total income (loss) from investment operations		0.71			(1.56	)		3.80			(0.99	)		(0.26	)		(0.30	)
Less distributions:
Dividends from net investment income		(0.33	)		(0.28	)		(0.37	)		(0.21	)		(0.46	)		(0.24	)
Distributions from net realized gains		(1.14	)		(0.31	)		-			(0.16	)		-			-
Total distributions		(1.47	)		(0.59	)		(0.37	)		(0.37	)		(0.46	)		(0.24	)
Redemption fees added to beneficial interests		-			-			-			-			0.00	A		0.00	A
Net asset value, end of period	$	17.76		$	18.52		$	20.67		$	17.24		$	18.60		$	19.32
Total returnB		4.90	%C		(7.86	)%		22.50	%		(5.38	)%		(1.35	)%		(1.54	)%
Ratios and supplemental data:
Net assets, end of period	$	238,367,751		$	250,804,403		$	316,589,769		$	334,895,337		$	342,720,411		$	348,541,811
Ratios to average net assets:
Expenses, before reimbursements		1.04	%D		1.06	%		1.07	%		1.06	%		1.03	%		1.05	%
Expenses, net of reimbursements		1.04	%D		1.06	%		1.07	%		1.06	%		1.03	%		1.05	%
Net investment income, before expense reimbursements		2.44	%D		1.83	%		1.69	%		1.95	%		1.60	%		2.36	%
Net investment income, net of reimbursements		2.44	%D		1.83	%		1.69	%		1.95	%		1.60	%		2.36	%
Portfolio turnover rate		19	%C		29	%		32	%		25	%		33	%		23	%

^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 U.S. GAAP 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.

See accompanying notes

52

American Beacon International Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Advisor ClassA
	Six Months Ended April 30,			Year Ended October 31,
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	18.93		$	21.15		$	17.62		$	19.01		$	19.76		$	20.36
Income (loss) from investment operations:
Net investment income		0.21			0.36			0.23			0.35			0.38			0.44
Net gains (losses) on investments (both realized and unrealized)		0.51			(1.99	)		3.64			(1.37	)		(0.68	)		(0.77	)
Total income (loss) from investment operations		0.72			(1.63	)		3.87			(1.02	)		(0.30	)		(0.33	)
Less distributions:
Dividends from net investment income		(0.30	)		(0.28	)		(0.34	)		(0.21	)		(0.45	)		(0.27	)
Distributions from net realized gains		(1.14	)		(0.31	)		-			(0.16	)		-			-
Total distributions		(1.44	)		(0.59	)		(0.34	)		(0.37	)		(0.45	)		(0.27	)
Redemption fees added to beneficial interests		-			-			-			-			0.00	B		0.00	B
Net asset value, end of period	$	18.21		$	18.93		$	21.15		$	17.62		$	19.01		$	19.76
Total returnC		4.81	%D		(7.99	)%		22.38	%		(5.40	)%		(1.51	)%		(1.64	)%
Ratios and supplemental data:
Net assets, end of period	$	43,934,841		$	48,571,916		$	55,715,606		$	23,692,313		$	22,912,069		$	7,677,201
Ratios to average net assets:
Expenses, before reimbursements		1.19	%E		1.20	%		1.20	%		1.19	%		1.16	%		1.19	%
Expenses, net of reimbursements		1.19	%E		1.20	%		1.20	%		1.19	%		1.16	%		1.19	%
Net investment income, before expense reimbursements		2.27	%E		1.70	%		1.51	%		1.87	%		1.55	%		2.21	%
Net investment income, net of reimbursements		2.27	%E		1.70	%		1.51	%		1.87	%		1.55	%		2.21	%
Portfolio turnover rate		19	%D		29	%		32	%		25	%		33	%		23	%

^A  On January 15, 2016, the Retirement Class closed and the assets were merged into the Advisor Class.

^B  Amount represents less than $0.01 per share.

^C  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 U.S. GAAP 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.

^D  Not annualized.

^E  Annualized.

See accompanying notes

53

American Beacon International Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	A Class
	Six Months Ended April 30,			Year Ended October 31,
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	18.50		$	20.63		$	17.23		$	18.59		$	19.32		$	19.92
Income (loss) from investment operations:
Net investment income		0.23			0.38			0.30			0.32			0.31			0.46
Net gains (losses) on investments (both realized and unrealized)		0.48			(1.95	)		3.48			(1.30	)		(0.59	)		(0.78	)
Total income (loss) from investment operations		0.71			(1.57	)		3.78			(0.98	)		(0.28	)		(0.32	)
Less distributions:
Dividends from net investment income		(0.32	)		(0.25	)		(0.38	)		(0.22	)		(0.45	)		(0.28	)
Distributions from net realized gains		(1.14	)		(0.31	)		-			(0.16	)		-			-
Total distributions		(1.46	)		(0.56	)		(0.38	)		(0.38	)		(0.45	)		(0.28	)
Redemption fees added to beneficial interests		-			-			-			-			0.00	A		0.00	A
Net asset value, end of period	$	17.75		$	18.50		$	20.63		$	17.23		$	18.59		$	19.32
Total returnB		4.86	%C		(7.89	)%		22.43	%		(5.34	)%		(1.42	)%		(1.65	)%
Ratios and supplemental data:
Net assets, end of period	$	13,799,419		$	14,141,551		$	17,829,657		$	18,673,142		$	10,747,749		$	8,540,234
Ratios to average net assets:
Expenses, before reimbursements		1.14	%D		1.08	%		1.12	%		1.07	%		1.08	%		1.15	%
Expenses, net of reimbursements		1.14	%D		1.08	%		1.12	%		1.07	%		1.08	%		1.15	%
Net investment income, before expense reimbursements		2.38	%D		1.80	%		1.65	%		1.94	%		1.55	%		2.31	%
Net investment income, net of reimbursements		2.38	%D		1.80	%		1.65	%		1.94	%		1.55	%		2.31	%
Portfolio turnover rate		19	%C		29	%		32	%		25	%		33	%		23	%

^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 U.S. GAAP 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.

See accompanying notes

54

American Beacon International Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	C Class
	Six Months Ended April 30,			Year Ended October 31,
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	17.84		$	19.93		$	16.73		$	18.09		$	18.83		$	19.47
Income (loss) from investment operations:
Net investment income		0.13			0.22			0.17			0.18			0.16			0.30
Net gains (losses) on investments (both realized and unrealized)		0.50			(1.87	)		3.36			(1.28	)		(0.56	)		(0.75	)
Total income (loss) from investment operations		0.63			(1.65	)		3.53			(1.10	)		(0.40	)		(0.45	)
Less distributions:
Dividends from net investment income		(0.18	)		(0.13	)		(0.33	)		(0.10	)		(0.34	)		(0.19	)
Distributions from net realized gains		(1.14	)		(0.31	)		-			(0.16	)		-			-
Total distributions		(1.32	)		(0.44	)		(0.33	)		(0.26	)		(0.34	)		(0.19	)
Redemption fees added to beneficial interests		-			-			-			-			0.00	A		0.00	A
Net asset value, end of period	$	17.15		$	17.84		$	19.93		$	16.73		$	18.09		$	18.83
Total returnB		4.50	%C		(8.52	)%		21.50	%		(6.12	)%		(2.12	)%		(2.36	)%
Ratios and supplemental data:
Net assets, end of period	$	5,971,439		$	6,625,329		$	7,622,425		$	2,945,246		$	3,899,081		$	3,028,934
Ratios to average net assets:
Expenses, before reimbursements		1.85	%D		1.81	%		1.88	%		1.85	%		1.82	%		1.90	%
Expenses, net of reimbursements		1.85	%D		1.81	%		1.88	%		1.85	%		1.83	%		1.90	%
Net investment income, before expense reimbursements		1.60	%D		1.08	%		0.96	%		1.12	%		0.77	%		1.53	%
Net investment income, net of reimbursements		1.60	%D		1.08	%		0.96	%		1.12	%		0.77	%		1.53	%
Portfolio turnover rate		19	%C		29	%		32	%		25	%		33	%		23	%

^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 U.S. GAAP 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.

See accompanying notes

55

American Beacon International Equity Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	R6 Class
	Six Months Ended April 30, 2019			Year Ended October 31, 2018			February 28, 2017A to October 31, 2017
	(unaudited)
Net asset value, beginning of period	$	18.73		$	20.89		$	17.80
Income from investment operations:
Net investment income		0.28			0.39			0.08
Net gains (losses) on investments (both realized and unrealized)		0.47			(1.88	)		3.01
Total income (loss) from investment operations		0.75			(1.49	)		3.09
Less distributions:
Dividends from net investment income		(0.41	)		(0.36	)		-
Distributions from net realized gains		(1.14	)		(0.31	)		-
Total distributions		(1.55	)		(0.67	)		-
Net asset value, end of period	$	17.93		$	18.73		$	20.89
Total returnB		5.10	%C		(7.47	)%		17.36	%C
Ratios and supplemental data:
Net assets, end of period	$	150,289,932		$	48,725,523		$	6,367,999
Ratios to average net assets:
Expenses, before reimbursements		0.68	%D		0.70	%		0.89	%D
Expenses, net of reimbursements		0.66	%D		0.66	%		0.66	%D
Net investment income, before expense reimbursements		3.22	%D		2.11	%		1.63	%D
Net investment income, net of reimbursements		3.24	%D		2.15	%		1.85	%D
Portfolio turnover rate		19	%C		29	%		32	%E

^A  Commencement of operations.

^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 U.S. GAAP 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 28, 2017 through October 31, 2017 and is annualized.

See accompanying notes

56

American Beacon Tocqueville International Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Institutional Class
	January 18, 2019A to April 30, 2019
	(unaudited)
Net asset value, beginning of period	$	14.78
Income from investment operations:
Net investment income		0.07
Net gains on investments (both realized and unrealized)		1.17
Total income from investment operations		1.24
Net asset value, end of period	$	16.02
Total returnB		8.39	%C
Ratios and supplemental data:
Net assets, end of period	$	35,807,441
Ratios to average net assets:
Expenses, before reimbursements		0.96	%D
Expenses, net of reimbursements		0.89	%D
Net investment income, before expense reimbursements		4.10	%D
Net investment income, net of reimbursements		4.17	%D
Portfolio turnover rate		21	%C

^A  Commencement of operations.

^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 U.S. GAAP 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.

See accompanying notes

57

American Beacon Tocqueville International Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Y Class
	January 18, 2019A to April 30, 2019
	(unaudited)
Net asset value, beginning of period	$	14.78
Income from investment operations:
Net investment income		0.05
Net gains on investments (both realized and unrealized)		1.18
Total income from investment operations		1.23
Net asset value, end of period	$	16.01
Total returnB		8.32	%C
Ratios and supplemental data:
Net assets, end of period	$	279,909,675
Ratios to average net assets:
Expenses, before reimbursements		0.99	%D
Expenses, net of reimbursements		0.99	%D
Net investment income, before expense reimbursements		3.99	%D
Net investment income, net of reimbursements		3.99	%D
Portfolio turnover rate		21	%C

^A  Commencement of operations.

^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 U.S. GAAP 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.

See accompanying notes

58

American Beacon Tocqueville International Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Investor Class
	Six Months Ended April 30, 2019			Year Ended October 31,
				2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	15.06		$	17.58		$	14.44		$	14.59		$	14.48		$	14.71
Income (loss) from investment operations:
Net investment income		0.17			0.24	E		0.14	E		0.14	E		0.15	E		0.15	E
Net gains (losses) on investments (both realized and unrealized)		0.95			(2.53	)		3.23			0.14			0.80			(0.15	)
Total income (loss) from investment operations		1.12			(2.29	)		3.37			0.28			0.95			–
Less distributions:
Dividends from net investment income		(0.19	)		(0.17	)		(0.15	)		(0.25	)		(0.32	)		(0.23	)
Distributions from net realized gains		–			(0.06	)		(0.08	)		(0.18	)		(0.52	)		–
Total distributions		(0.19	)		(0.23	)		(0.23	)		(0.43	)		(0.84	)		(0.23	)
Redemption fees added to beneficial interests		–			–			–			–			0.00	A		0.00	A
Net asset value, end of period	$	15.99		$	15.06		$	17.58		$	14.44		$	14.59		$	14.48
Total returnB		7.58	%C		(13.20	)%		23.70	%		2.00	%		7.20	%		(0.00	)%
Ratios and supplemental data:
Net assets, end of period	$	531,396,500		$	1,060,000,108		$	1,120,993,795		$	525,808,058		$	333,761,762		$	237,050,771
Ratios to average net assets:
Expenses, before reimbursements		1.40	%D		1.48	%		1.53	%		1.58	%		1.57	%		1.54	%
Expenses, net of reimbursements		1.24	%D		1.25	%		1.25	%		1.25	%		1.25	%		1.25	%
Net investment income, before expense reimbursements		1.19	%D		1.09	%		0.73	%		0.90	%		0.71	%		0.62	%
Net investment income, net of reimbursements		1.35	%D		1.32	%		1.01	%		1.23	%		1.03	%		0.91	%
Portfolio turnover rate		21	%C		25	%		22	%		26	%		42	%		31	%

^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 U.S. GAAP 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  Net investment income per share is calculated using the ending balance prior to consideration or adjustment for permanent book-to-tax differences.

See accompanying notes

59

Disclosures Regarding the Approval of the Management and Investment Advisory Agreements

Approvals Related to American Beacon Tocqueville International Value Fund

At its August 21-22, 2018 meetings, the Board of Trustees (“Board”) considered: (1) the approval of the Management Agreement between American Beacon Advisors, Inc. (“Manager”) and the American Beacon Funds (“Trust”), on behalf of the American Beacon Tocqueville International Value Fund (“Fund”), a newly created series of the Trust, and (2) the approval of a new investment advisory agreement (the “Advisory Agreement”) among the Manager, the Trust, on behalf of the Fund, and Tocqueville Asset Management L.P. (the “Subadviser”), the Fund’s proposed subadviser.

Approval of the Management Agreement

Prior to the meeting, information was provided to the Board by the Manager in response to requests from the Board in connection with the Board’s consideration of the Management Agreement for the Fund. The Investment Committee of the Board also met with representatives of the Manager. The Board also considered information that had been provided by the Manager to the Board at the May 18, 2018 and June 5-6, 2018 Board meetings in connection with the review of the current Management Agreement between the Manager and the Trust as it related to the existing series of the Trust (“Existing Funds”).

Provided below is an overview of the primary factors the Board considered at its August 21-22, 2018 meetings at which the Board considered the approval of the Management Agreement with respect to the Fund. In determining whether to approve the Management Agreement, the Board considered, among other things, the following factors with respect to the Fund: (1) the nature and quality of the services to be provided; (2) the estimated costs to be incurred by the Manager in rendering its services to the Fund and the resulting profits or losses; (3) the extent to which economies of scale, if any, have been taken into account in setting the fee schedule; (4) whether fee levels reflect economies of scale, if any, for the benefit of investors; (5) comparisons of services and fees with contracts entered into by the Manager with the Existing Funds; and (6) any other benefits derived or anticipated to be derived by the Manager from its relationship with the Fund.

The Board did not identify any particular information that was most relevant to its consideration of the Management Agreement, and each Trustee may have afforded different weight to the various factors. Legal counsel to the Independent Trustees provided the Board with a memorandum regarding its responsibilities pertaining to the approval of investment advisory contracts, such as the Management Agreement. The memorandum explained the regulatory requirements surrounding the Trustees’ process for evaluating investment advisors and the terms of investment advisory contracts. Based on its evaluation, the Board unanimously concluded that the terms of the Management Agreement were reasonable and fair and that the approval of the Management Agreement was in the best interests of the Fund.

Nature, Extent and Quality of Services. The Board considered that it had reviewed the Management Agreement between the Manager and the Trust as it relates to the Existing Funds at its May 18, 2018 and June 5-6, 2018 meetings. At those meetings, the Board received detailed information regarding the Manager, including information with respect to the scope of services provided by the Manager to the Existing Funds and the background and experience of the Manager’s key investment personnel. The Board also considered representations made by the Manager at the Board’s May 18, 2018 and June 5-6, 2018 meetings. At those meetings, the Manager described its disciplined investment approach and goal to provide above-average long-term performance on behalf of the Existing Funds and detailed the culture of compliance and support that reduces risks to the Existing Funds. The Board considered the Manager’s representation that the advisory, administrative and related services proposed to be provided to the Fund will be consistent with the services provided to the Existing Funds that have a single investment subadviser. In addition, the Board considered the background and experience of key investment personnel who will have primary responsibility for the day-to-day oversight of the Fund. Based on the foregoing information, the Board concluded that the nature, extent and quality of the services to be provided by the Manager were appropriate for the Fund.

60

Disclosures Regarding the Approval of the Management and Investment Advisory Agreements

Investment Performance. The Board considered that the Fund is new and, therefore, had no historical performance for the Board to review with respect to the Manager. The Board also considered that it would review the historical investment performance record relevant to the Fund’s investment professionals in connection with its consideration of the Advisory Agreement.

Costs of the Services Provided to the Fund and the Profits or Losses to be Realized by the Manager from its Relationship with the Fund. In analyzing the cost of services and profitability of the Manager, the Board considered the estimated revenues to be earned and the expenses to be incurred by the Manager with respect to the Fund. The Board also considered that the Manager will receive certain fees related to securities lending, to the extent the Fund engages in securities lending activities. The Board then considered that, at assumed estimated initial asset levels, the Manager was projected to earn a pre-tax profit before and after distribution revenues and expenses from its first year of rendering services to the Fund. The Board also considered the amounts of those projected profits. The Board considered the Manager’s explanation regarding its cost allocation methodology in calculating these projections.

Comparisons of the amounts to be paid to the Manager under the Management Agreement and other funds in the Select Peer Group. In evaluating the Management Agreement, the Board reviewed the Manager’s proposed management fee schedule. The Board considered a comparison of the management fee rate to be charged by the Manager under the Management Agreement versus the fee rates charged by the Manager to comparable funds. The Board considered the Manager’s representation that the management fee rate proposed by the Manager for the Fund is lower than the average advisory fee rate paid by peer group funds in the Fund’s potential Morningstar, Inc. (“Morningstar”) category (the “Select Peer Group”), but that when combined with the proposed advisory fee rate to be paid to the Subadviser, the proposed management fee rate is higher than the average advisory fee rate paid by peer group funds in the Select Peer Group. The Board also considered that the Fund’s total expense ratio is expected to be lower than the average and higher than the median of the Select Peer Group with respect to the Fund’s Institutional Class shares, and higher than the average and the median of the Select Peer Group with respect to the Fund’s Y Class and Investor Class shares. The Board considered that the Manager had contractually agreed to limit the Fund’s total expenses through at least February 28, 2020 at competitive market levels. This information assisted the Board in concluding that the management fee rate appeared to be within a reasonable range for the services to be provided to the Fund, in light of all the factors considered.

Economies of Scale. The Board considered the Manager’s representation that the proposed management fee rate for the Fund contains breakpoints, which the Manager believes properly reflect economies of scale for the benefit of the Fund’s shareholders.

Benefits Derived from the Relationship with the Fund. The Board considered the Manager’s representation that it has not identified any material indirect “fall-out” benefits that may accrue to it or its affiliates because of its proposed relationship with the Fund, except that the Manager will benefit from the Fund’s investment of its cash sweep accounts and securities lending collateral in the American Beacon U.S. Government Money Market Select Fund, a series of the American Beacon Select Funds. Based on the foregoing information, the Board concluded that the potential benefits accruing to the Manager by virtue of its relationship with the Fund appear to be fair and reasonable.

Board’s Conclusion. Based on the various considerations described above, the Board, including a majority of Trustees who are not “interested persons” of the Fund or the Manager, as that term is defined in the Investment Company Act of 1940, as amended (“1940 Act”): (1) concluded that the proposed management fee is fair and reasonable with respect to the Fund; (2) determined that the Fund and its shareholders were expected to benefit from the Manager’s management of the Fund; and (3) approved the Management Agreement on behalf of the Fund.

Approval of the Advisory Agreement

Prior to the August 21-22, 2018 meetings, information was provided to the Board by the Subadviser in response to requests from the Board and/or the Manager in connection with the Board’s consideration of the Advisory Agreement. The Investment Committee of the Board also met with representatives of the Subadviser.

61

Disclosures Regarding the Approval of the Management and Investment Advisory Agreements

Provided below is an overview of the primary factors the Board considered at its August 21-22, 2018 meetings at which the Board considered the approval of the Advisory Agreement. In determining whether to approve the Advisory Agreement, the Board considered, among other things, the following factors: (1) the nature and quality of the services to be provided; (2) the investment performance of a composite of similar accounts managed by the Subadviser (the “Composite”), as well as a registered investment company managed by the Subadviser that the Manager and the Subadviser are proposing be reorganized into the Fund (the “Prior Fund”); (3) the extent to which economies of scale, if any, have been taken into account in setting the fee schedule; (4) whether fee levels reflect these economies of scale, if any, for the benefit of investors; (5) comparisons of services and fees with contracts entered into by the Subadviser with other clients; and (6) any other benefits anticipated to be derived by the Subadviser from its relationship with the Fund.

The Board did not identify any particular information that was most relevant to its consideration of the Advisory Agreement, and each Trustee may have afforded different weight to the various factors. Legal counsel to the Independent Trustees provided the Board with a memorandum regarding its responsibilities pertaining to the approval of investment advisory contracts, such as the Advisory Agreement. The memorandum explained the regulatory requirements surrounding the Trustees’ process for evaluating investment advisors and the terms of investment advisory contracts. Based on its evaluation, the Board unanimously concluded that the terms of the Advisory Agreement were reasonable and fair and that the approval of the Advisory Agreement was in the best interests of the Fund.

Nature, extent and quality of the services to be provided by the Subadviser. The Board considered information regarding the Subadviser’s principal business activities, its reputation, financial condition and overall capabilities to perform the services under the Advisory Agreement. In addition, the Board considered the background and experience of the personnel who will be assigned responsibility for managing the Fund. The Board also considered the Subadviser’s investment resources, infrastructure and the adequacy of its compliance program. The Board also took into consideration the Manager’s recommendation of the Subadviser. The Board considered the Subadviser’s representation regarding the strength of its financial condition and that its current staffing levels were adequate to service the Fund. Based on this information, the Board concluded that the nature, extent and quality of the advisory services to be provided by the Subadviser were appropriate for the Fund in light of its investment objective, and, thus, supported a decision to approve the Advisory Agreement.

Performance of the Subadviser. The Board evaluated the information provided by the Subadviser and the Manager regarding the performance of the Composite and the Prior Fund relative to the performance of an appropriate benchmark index, the funds included in the Select Peer Group and the Fund’s potential Morningstar category. The Board considered representations made by the Subadviser and the Manager that, for various periods ended June 30, 2018, the Composite’s and the Prior Fund’s relative performance was favorable. Based on the foregoing information, the Board concluded that the historical investment performance record of the Subadviser supported approval of the Advisory Agreement.

Comparisons of the amounts to be paid under the Advisory Agreement with those under contracts between the Subadviser and its other clients. In evaluating the Advisory Agreement, the Board reviewed the proposed advisory fee rate for services to be performed by the Subadviser on behalf of the Fund. The Board considered that the Subadviser’s investment advisory fee rate under the Advisory Agreement would be paid to the Subadviser by the Fund. The Board considered the Subadviser’s representation that the advisory fee rate proposed for the Fund is below the standard fee schedule for the Fund’s strategy and the advisory fee rate that the Subadviser currently charges to other accounts managed in the Fund’s strategy. After evaluating this information, the Board concluded that the Subadviser’s advisory fee rate under the Advisory Agreement was reasonable in light of the services to be provided to the Fund.

Costs of the services to be provided and profits to be realized by the Subadviser and its affiliates from its relationship with the Fund. The Board did not consider the costs of the services to be provided and profits to be

62

Disclosures Regarding the Approval of the Management and Investment Advisory Agreements

realized by the Subadviser from its relationship with the Fund, noting instead the arm’s-length nature of the relationship between the Manager and the Subadviser with respect to the negotiation of the advisory fee rate on behalf of the Fund.

Economies of Scale. The Board considered the Subadviser’s representation that it believes that the proposed advisory fee schedule for the Fund, which includes breakpoints, reflects economies of scale for the benefit of the Fund’s investors.

Benefits to be derived by the Subadviser from its relationship with the Fund. The Board considered the Subadviser’s representation that it is not aware of any “fall-out” benefits that may accrue to it or its affiliates because of the Subadviser’s relationship with the Fund. Based on the foregoing information, the Board concluded that the potential benefits accruing to the Subadviser by virtue of its relationship with the Fund appear to be fair and reasonable.

Board’s Conclusion. Based on the various considerations described above, the Board, including a majority of Trustees who are not “interested persons” of the Fund, the Manager or the Subadviser, as that term is defined in the 1940 Act, concluded that the proposed investment advisory fee rate is fair and reasonable and the approval of the Advisory Agreement is in the best interests of the Fund and approved the Advisory Agreement.

63

This page intentionally left blank.

64

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 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:	On the Internet:
american_beacon.funds@ambeacon.com	Visit our website at www.americanbeaconfunds.com
By Telephone: Call (800) 658-5811	By Mail: American Beacon Funds P.O. Box 219643 Kansas City, MO 64121-9643
Availability of Quarterly Portfolio Schedules	Availability of Proxy Voting Policy and Records
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, D.C. 20549-2736. Information regarding the operation of the SEC’s Public Reference Room may be obtained by calling (800)-SEC-0330. A complete schedule of the International Equity Fund’s portfolio holdings is also available at www.americanbeaconfunds.com approximately twenty days after the end of each month. A complete schedule of Tocqueville International Value Fund’s portfolio holdings is also available at www.americanbeaconfunds.com approximately sixty days after the end of each quarter.	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 June 30 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 Company Boston, Massachusetts TRANSFER AGENT DST Asset Manager Solutions, Inc. Quincy, Massachusetts INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Ernst & Young LLP Dallas, Texas DISTRIBUTOR Resolute Investment Distributors, Inc. Irving, Texas

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 International Equity Fund and American Beacon Tocqueville International Value Fund are service marks of American Beacon Advisors, Inc.

SAR 04/19

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.

SMALL CAP VALUE FUND RISKS

Investing in small-capitalization stocks may involve greater volatility and lower liquidity than larger company stocks. Investing in value stocks may limit downside risk over time; however, the Fund may produce more modest gains than riskier stock funds as a trade-off for this potentially lower risk. 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 participates in a securities lending program. 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

April 30, 2019

Contents

President’s Message	1
Performance Overview	2
Expense Examples	4
Schedule of Investments:
American Beacon Small Cap Value Fund	6
Financial Statements	24
Notes to Financial Statements	27
Financial Highlights:
American Beacon Small Cap Value Fund	45

Additional Fund Information Back Cover

President’s Message

Dear Shareholders,   At American Beacon, we take our heritage as a fiduciary very seriously – and we apply that mindset to all aspects of our business as a fund manager. As a result, for more than 30 years, we have endeavored to:   u   Identify, engage and oversee the best money managers. As a manager of managers, our goal is to engage the most effective money managers for each asset class, investment style and market strategy we offer. We are committed to partnering with those we judge to be “the best of the best” when it comes to choosing sub-advisors for our mutual funds. Whether our due-diligence process results in the selection of one sub-advisor or multiple sub-advisors, we select those we believe show the greatest potential to help us meet the high standards you’ve come to expect.

u Offer a variety of innovative investment solutions. Our mutual funds – which span the domestic, international, global, frontier and emerging markets – are sub-advised by experienced money managers who employ distinctive, proprietary investment processes to manage assets through a variety of economic and market conditions. From offering some of the first multi-manager funds, one of the first retirement income funds and the first open-ended mutual fund in the U.S. to focus primarily on frontier-market debt, our robust history includes applying a disciplined, solutions-based approach to our product development process in an effort to help you grow your assets while mitigating risk.

u Provide a solutions-based approach to achieving long-term investment goals. We seek to provide investment solutions that might enable you to benefit from taking a more disciplined approach to investing. Our mutual funds provide access to institutional-quality, research-intensive investment managers with diverse processes and styles. Over the long run, having such access and spending time in the market – rather than trying to time the market – may better position you to reach your long-term investment goals during market upswings and potentially insulate against market downswings.

Our management approach is more than a concept; it’s the cornerstone of American Beacon’s culture. And we strive to employ it at every turn as we seek to provide a well-diversified line of investment solutions to help our shareholders seek long-term rewards.

Thank you for your continued interest in American Beacon. For additional information about our investment products 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 Small Cap Value Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

The Investor Class of the American Beacon Small Cap Value Fund (the “Fund”) returned 4.56% for the six months ended April 30, 2019, outperforming the Russell 2000^® Value Index (the “Index”) return of 3.77% for the same period.

Average Annual Total Returns for the Period ended April 30, 2019
	Ticker	6 Months*			1 Year			3 Years			5 Years			10 Years
Institutional Class (1,8)	AVFIX		4.75	%		1.00	%		10.03	%		6.60	%		13.73	%
Y Class (1,2,8)	ABSYX		4.70	%		0.91	%		9.93	%		6.52	%		13.60	%
Investor Class (1,8)	AVPAX		4.56	%		0.68	%		9.67	%		6.26	%		13.33	%
Advisor Class (1,3,8)	AASSX		4.46	%		0.48	%		9.48	%		6.08	%		13.17	%
A without Sales Charge (1,4,8)	ABSAX		4.52	%		0.56	%		9.58	%		6.17	%		13.21	%
A with Sales Charge (1,4,8)	ABSAX		(1.47	)%		(5.21	)%		7.43	%		4.92	%		12.54	%
C without Sales Charge (1,5,8)	ASVCX		4.15	%		(0.13	)%		8.83	%		5.42	%		12.48	%
C with Sales Charge (1,5,8)	ASVCX		3.15	%		(1.13	)%		8.83	%		5.42	%		12.48	%
R6 Class (1,6,8)	AASRX		4.75	%		1.04	%		10.04	%		6.61	%		13.73	%
Russell 2000® Value Index (7)			3.77	%		2.19	%		11.46	%		6.94	%		12.87	%

* 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. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only; and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights.

2. Fund performance for the ten-year period represents the total returns achieved by the Institutional Class from 4/30/09 up to 8/3/09, the inception date of the Y Class. Expenses of the Y Class are higher than those of the Institutional Class. As a result, total returns shown may be higher than they would have been had the Y Class been in existence since 4/30/09.

3. A portion of the fees charged to the Advisor Class of the Fund was waived in 2009. Performance prior to waiving fees was lower than the actual returns shown for the ten-year period.

4. Fund performance for the ten-year period represents the total returns achieved by the Investor Class from 4/30/09 up to 5/17/10, the inception date of the A Class, and the returns of the A Class since its inception. Expenses of the A 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 A Class been in existence since 4/30/09. A portion of the fees charged to the A Class of the Fund was waived in 2010, 2012, 2013, and 2014 and fully recovered in 2015. Performance prior to waiving fees was lower than the actual returns shown for 2010, 2012, 2013, and 2014. The maximum sales charge for A Class is 5.75%.

5. Fund performance for the ten-year period represents the total returns achieved by the Investor Class from 4/30/09 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 4/30/09. A portion of the fees charged to the C Class of the Fund was waived in 2010, 2012, and 2013, fully recovered in 2015. Performance prior to waiving fees was lower than the actual returns shown in 2010, 2012 and 2013. The maximum contingent deferred sales charge for C Class is 1.00% for shares redeemed within one year of the date of purchase.

6. Fund performance for the three-year, five-year and ten-year periods represent the returns achieved by the Institutional Class from 4/30/09 through 2/28/17, the inception date of the R6 Class, and the returns of the R6 Class since its inception. Expenses of the R6 Class are lower than those of the Institutional Class. As a result, total returns shown may be lower than they would have been had the R6 Class been in existence since 4/30/09.

7. The Russell 2000 Value Index is an unmanaged index of those stocks in the Russell 2000 Index with lower price-to-book ratios and lower forecasted growth values. Russell 2000 Value Index and Russell 2000 Index are registered trademarks of Frank Russell Company. Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks and copyrights related to the Russell Indexes. Russell^® is a trademark of Frank Russell Company. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes and/or Russell ratings or underlying data, and no party may rely on any Russell Indexes and/or Russell ratings and/or underlying data contained in this communication. No further distribution of Russell Data is permitted without Russell’s express written consent. Russell does not promote, sponsor or endorse the content of this communication. One cannot directly invest in an index.

8. The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the Institutional, Y, Investor, Advisor, A, C, and R6 Class shares were 0.81%, 0.88%, 1.14%, 1.29%, 1.21%, 1.87%, and 0.78%, 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.

2

American Beacon Small Cap Value Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

The Fund outperformed the Index due to security selection. Sector allocation marginally detracted value relative to the Index.

From a stock selection standpoint, the Fund’s investments in the Consumer Discretionary and Financials sectors contributed positively to relative performance. Within the Consumer Discretionary sector, not owning Signet Jewelers Ltd. (down 57.7%) and owning Whirlpool Corp. (up 30.1%), were the largest contributors to relative performance. Investments in the Financials sector that contributed performance included Prosperity Bancshares, Inc. (up 14.7%), First Hawaiian, Inc. (up 13.7%) and Stifel Financial Corp. (up 29.7%). The aforementioned performance was somewhat offset by negative stock selection in the Information Technology sector, which included not owning Cree, Inc. (up 70.2%) and Viasat, Inc. (up 42.4%).

From a sector allocation perspective, the Fund’s underweight positions in both Real Estate and Utilities, which performed well during the period, detracted from relative performance. Offsetting this underperformance was an overweight to the Industrials sector.

The sub-advisors continue to focus on uncovering investment opportunities through stock selection that should benefit the Fund’s performance over the longer-term.

Top Ten Holdings (% Net Assets)
Diodes, Inc.		1.0
Portland General Electric Co.		1.0
American Axle & Manufacturing Holdings, Inc.		0.8
Avnet, Inc.		0.8
Brooks Automation, Inc.		0.8
MGIC Investment Corp.		0.8
Stifel Financial Corp.		0.8
UMB Financial Corp.		0.8
Enstar Group Ltd.		0.7
Federal Signal Corp.		0.7
Total Fund Holdings	726
Sector Allocation (% Equities)
Financials		29.1
Industrials		19.7
Information Technology		13.7
Consumer Discretionary		12.2
Energy		5.5
Materials		5.1
Real Estate		4.5
Health Care		2.8
Utilities		2.7
Communication Services		2.4
Consumer Staples		2.3

3

American Beacon Small Cap Value Fund^SM

Expense Examples

April 30, 2019 (Unaudited)

Fund Expense Example

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees, if applicable, and (2) ongoing costs, including management fees, distribution (12b-1) fees, sub-transfer agent fees, and other Fund expenses. The Examples 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 November 1, 2018 through April 30, 2019.

Actual Expenses

The “Actual” lines of the tables provide information about actual account values and actual expenses. You may use the information on this page, 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 = $8.60), then multiply the result by the “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 tables 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 Funds 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) or redemption fees, as applicable. 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 tables 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.

4

American Beacon Small Cap Value Fund^SM

Expense Examples

April 30, 2019 (Unaudited)

American Beacon Small Cap Value Fund
	Beginning Account Value 11/1/2018		Ending Account Value 4/30/2019		Expenses Paid During Period 11/1/2018-4/30/2019*
Institutional Class
Actual		$1,000.00		$1,047.50		$4.16
Hypothetical**		$1,000.00		$1,020.73		$4.11
Y Class
Actual		$1,000.00		$1,047.00		$4.52
Hypothetical**		$1,000.00		$1,020.38		$4.46
Investor Class
Actual		$1,000.00		$1,045.60		$5.73
Hypothetical**		$1,000.00		$1,019.19		$5.66
Advisor Class
Actual		$1,000.00		$1,044.60		$6.79
Hypothetical**		$1,000.00		$1,018.15		$6.71
A Class
Actual		$1,000.00		$1,045.20		$6.29
Hypothetical**		$1,000.00		$1,018.65		$6.21
C Class
Actual		$1,000.00		$1,041.50		$9.82
Hypothetical**		$1,000.00		$1,015.17		$9.69
R6 Class
Actual		$1,000.00		$1,047.50		$4.01
Hypothetical**		$1,000.00		$1,020.88		$3.96

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 0.82%, 0.89%, 1.13%, 1.34%, 1.24%, 1.94%, and 0.79% for the Institutional, Y, Investor, Advisor, A, C, and R6 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.

5

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69%
Communication Services - 2.30%
Media - 2.16%
AMC Networks, Inc., Class AA		131,481		$	7,679,805
Emerald Expositions Events, Inc.		98,892			1,389,433
Entercom Communications Corp., Class A		220,539			1,517,308
Entravision Communications Corp., Class A		530,076			1,521,318
EW Scripps Co., Class A		289,503			6,597,773
Gannett Co., Inc.		314,488			2,934,173
Gray Television, Inc.A		1,082,342			25,359,273
John Wiley & Sons, Inc., Class A		205,896			9,508,277
MDC Partners, Inc., Class AA		1,747,872			3,670,531
Meredith Corp.		167,161			9,862,499
MSG Networks, Inc., Class AA		440,620			10,147,479
New Media Investment Group, Inc.		348,662			3,727,197
Nexstar Media Group, Inc., Class A		124,825			14,610,766
Scholastic Corp.		370,885			14,790,894
TEGNA, Inc.		1,778,676			28,316,522
					141,633,248
Wireless Telecommunication Services - 0.14%
Telephone & Data Systems, Inc.		293,759			9,365,037
Total Communication Services					150,998,285
Consumer Discretionary - 11.78%
Auto Components - 1.61%
Adient PLC		125,002			2,887,546
American Axle & Manufacturing Holdings, Inc.A		3,424,287			50,508,233
Cooper Tire & Rubber Co.		319,135			9,529,371
Cooper-Standard Holdings, Inc.A		30,852			1,563,271
Dana, Inc.		353,285			6,889,057
Delphi Technologies PLC		27,399			606,340
Dorman Products, Inc.A		41,601			3,647,160
Gentherm, Inc.A		263,255			11,151,482
Goodyear Tire & Rubber Co.		330,100			6,341,221
Modine Manufacturing Co.A		192,677			2,849,693
Motorcar Parts of America, Inc.A		64,825			1,339,285
Stoneridge, Inc.A		156,621			4,922,598
Tenneco, Inc., Class A		59,396			1,301,960
Tower International, Inc.		82,676			1,929,658
					105,466,875
Automobiles - 0.26%
Thor Industries, Inc.		27,694			1,824,204
Winnebago Industries, Inc.		436,120			15,425,564
					17,249,768
Diversified Consumer Services - 0.62%
Adtalem Global Education, Inc.A		290,537			14,329,285
American Public Education, Inc.A		47,662			1,525,184
Graham Holdings Co., Class B		12,023			8,938,259
H&R Block, Inc.		514,092			13,988,443
Sotheby’sA		35,943			1,516,076
Weight Watchers International, Inc.A		22,194			453,201
					40,750,448
Hotels, Restaurants & Leisure - 1.20%
Bloomin’ Brands, Inc.		872,185			17,434,978
Brinker International, Inc.		110,384			4,721,124

See accompanying notes

6

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Consumer Discretionary - 11.78% (continued)
Hotels, Restaurants & Leisure - 1.20% (continued)
Cheesecake Factory, Inc.		376,463		$	18,680,094
Dave & Buster’s Entertainment, Inc.		375,514			21,344,216
Hilton Grand Vacations, Inc.A		180,512			5,783,604
International Speedway Corp., Class A		58,794			2,593,991
SeaWorld Entertainment, Inc.A		29,107			774,828
Wyndham Destinations, Inc.		177,294			7,722,927
					79,055,762
Household Durables - 2.55%
Cavco Industries, Inc.A		29,266			3,651,519
Century Communities, Inc.A		79,533			2,022,524
Ethan Allen Interiors, Inc.		477,149			10,544,993
Flexsteel Industries, Inc.		17,162			371,729
Green Brick Partners, Inc.A		56,501			505,119
Helen of Troy Ltd.A		109,683			15,794,352
Hooker Furniture Corp.		29,547			880,796
KB Home		729,152			18,892,328
La-Z-Boy, Inc.		81,534			2,674,315
LGI Homes, Inc.A		62,064			4,301,656
Lifetime Brands, Inc.		26,105			246,953
M/I Homes, Inc.A		230,634			6,496,960
MDC Holdings, Inc.		334,649			10,226,874
Meritage Homes Corp.A		142,772			7,302,788
Taylor Morrison Home Corp., Class AA		1,031,768			19,975,029
Toll Brothers, Inc.		302,054			11,508,257
TRI Pointe Group, Inc.A		558,648			7,290,356
Tupperware Brands Corp.		49,395			1,175,601
Whirlpool Corp.		251,886			34,966,815
William Lyon Homes, Class AA		450,119			7,589,006
ZAGG, Inc.A		143,562			1,182,951
					167,600,921
Internet & Direct Marketing Retail - 0.04%
Lands’ End, Inc.A		97,744			1,711,497
PetMed Express, Inc.B		18,462			403,395
Shutterfly, Inc.A		9,820			430,411
					2,545,303
Leisure Products - 0.39%
Brunswick Corp.		237,386			12,156,537
Johnson Outdoors, Inc., Class A		13,159			1,008,901
Malibu Boats, Inc., Class AA		255,023			10,614,057
Nautilus, Inc.A		322,044			1,722,935
					25,502,430
Multiline Retail - 0.39%
Big Lots, Inc.		307,935			11,442,864
Dillard’s, Inc., Class A		208,977			14,304,476
					25,747,340
Specialty Retail - 4.05%
Aaron’s, Inc.		375,387			20,905,302
Abercrombie & Fitch Co., Class A		587,713			17,566,742
Asbury Automotive Group, Inc.A		71,979			5,771,276
Ascena Retail Group, Inc.A		302,184			359,599
AutoNation, Inc.A		34,764			1,457,654

See accompanying notes

7

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Consumer Discretionary - 11.78% (continued)
Specialty Retail - 4.05% (continued)
Bed Bath & Beyond, Inc.B		754,985		$	12,615,799
Buckle, Inc.B		318,517			5,886,194
Caleres, Inc.		141,829			3,720,175
Camping World Holdings, Inc., Class AB		96,437			1,438,840
Children’s Place, Inc.		122,560			13,827,219
Designer Brands, Inc.		296,424			6,595,434
Dick’s Sporting Goods, Inc.		798,647			29,549,939
Express, Inc.A		226,263			832,648
GameStop Corp., Class AB		43,277			374,346
Genesco, Inc.A		131,174			5,877,907
Group 1 Automotive, Inc.		302,880			23,718,533
Haverty Furniture Cos, Inc.		22,450			534,759
Hibbett Sports, Inc.A		201,915			4,179,640
Kirkland’s, Inc.A		153,511			902,645
Lithia Motors, Inc., Class A		66,982			7,603,797
Lumber Liquidators Holdings, Inc.A B		222,546			2,942,058
Murphy USA, Inc.A		10,751			918,888
Office Depot, Inc.		7,793,140			18,703,536
Party City Holdco, Inc.A		81,679			547,249
Penske Automotive Group, Inc.		254,799			11,700,370
Sally Beauty Holdings, Inc.A		334,091			5,913,411
Sonic Automotive, Inc., Class A		1,220,094			24,682,502
Sportsman’s Warehouse Holdings, Inc.A		83,820			373,837
Urban Outfitters, Inc.A		304,405			9,049,961
Williams-Sonoma, Inc.		425,187			24,307,941
Zumiez, Inc.A		121,149			3,226,198
					266,084,399
Textiles, Apparel & Luxury Goods - 0.67%
Deckers Outdoor Corp.A		24,982			3,952,402
G-III Apparel Group Ltd.A		329,229			14,206,231
Movado Group, Inc.		125,084			4,459,244
Oxford Industries, Inc.		122,327			10,160,481
Unifi, Inc.A		20,918			422,544
Vera Bradley, Inc.A		223,044			2,738,980
Wolverine World Wide, Inc.		223,065			8,211,023
					44,150,905
Total Consumer Discretionary					774,154,151
Consumer Staples - 2.25%
Beverages - 0.20%
Boston Beer Co., Inc., Class AA		41,560			12,884,016
Food & Staples Retailing - 0.60%
Andersons, Inc.		160,483			5,247,794
Casey’s General Stores, Inc.		71,461			9,457,863
Performance Food Group Co.A		327,154			13,396,956
Smart & Final Stores, Inc.A		452,586			2,955,387
SpartanNash Co.		169,699			2,744,033
United Natural Foods, Inc.A		155,773			2,012,587
Village Super Market, Inc., Class A		15,932			468,082
Weis Markets, Inc.		73,578			3,093,955
					39,376,657

See accompanying notes

8

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Consumer Staples - 2.25% (continued)
Food Products - 1.12%
Cal-Maine Foods, Inc.		107,771		$	4,430,466
Darling Ingredients, Inc.A		1,500,686			32,729,962
Flowers Foods, Inc.		386,452			8,401,466
Fresh Del Monte Produce, Inc.		304,420			8,983,434
Hain Celestial Group, Inc.A		341,021			7,441,078
Sanderson Farms, Inc.		7,455			1,130,402
SunOpta, Inc.A B		2,995,678			10,634,657
					73,751,465
Household Products - 0.15%
Energizer Holdings, Inc.		207,917			9,957,145
Metals & Mining - 0.00%
Ferroglobe Representation & Warranty InsuranceC D		2,123,070			-
Personal Products - 0.11%
Edgewell Personal Care Co.A		150,292			6,196,539
Natural Health Trends Corp.B		72,469			837,742
					7,034,281
Tobacco - 0.07%
Universal Corp.		84,784			4,566,466
Total Consumer Staples					147,570,030
Energy - 5.27%
Energy Equipment & Services - 1.98%
Apergy Corp.A		225,673			8,956,961
C&J Energy Services, Inc.A		1,015,290			14,264,824
Cactus, Inc., Class AA		28,283			1,026,673
Dril-Quip, Inc.A		286,916			12,498,061
Frank’s International N.V.A		4,542,106			26,525,899
FTS International, Inc.A		58,334			603,757
Helix Energy Solutions Group, Inc.A		411,904			3,221,089
Hi-Crush Partners LP, MLP		98,794			349,731
Keane Group, Inc.A		167,635			1,758,491
Key Energy Services, Inc.A B		301,510			1,260,312
Liberty Oilfield Services, Inc., Class AB		88,679			1,322,204
Mammoth Energy Services, Inc.		79,546			1,240,122
McDermott International, Inc.A		156,934			1,269,596
Newpark Resources, Inc.A		1,921,615			14,027,790
Nine Energy Service, Inc.A		227,125			4,572,026
Oceaneering International, Inc.A		54,163			1,039,930
Oil States International, Inc.A		130,891			2,528,814
Patterson-UTI Energy, Inc.		1,143,437			15,539,309
ProPetro Holding Corp.A		430,016			9,516,254
Quintana Energy Services, Inc.A		290,256			1,381,619
RPC, Inc.		75,716			779,118
SEACOR Holdings, Inc.A		37,332			1,662,767
Select Energy Services, Inc., Class AA		111,266			1,281,784
Smart Sand, Inc.A B		226,704			890,947
Solaris Oilfield Infrastructure, Inc., Class A		131,407			2,232,605
U.S. Well Services, Inc.A		56,762			408,119
					130,158,802
Oil, Gas & Consumable Fuels - 3.29%
Alliance Resource Partners LP, MLP		245,461			4,730,033
Altus Midstream Co., Class AA B		518,976			2,620,829

See accompanying notes

9

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Energy - 5.27% (continued)
Oil, Gas & Consumable Fuels - 3.29% (continued)
Arch Coal, Inc., Class A		101,937		$	9,885,850
Berry Petroleum Corp.		450,566			5,118,430
Bonanza Creek Energy, Inc.A		377,462			9,085,510
Callon Petroleum Co.A		5,514,562			41,414,361
CONSOL Energy, Inc.A		66,006			2,237,603
Contango Oil & Gas Co.A		273,689			826,541
Delek US Holdings, Inc.		26,712			989,947
Earthstone Energy, Inc., Class AA		263,037			1,762,348
Enerplus Corp.		186,918			1,710,300
Gran Tierra Energy, Inc.A		1,747,690			4,176,979
Gulfport Energy Corp.A		98,955			648,155
HighPoint Resources Corp.A		534,327			1,464,056
Hoegh LNG Partners LP		77,091			1,514,838
Kosmos Energy Ltd.		2,449,908			16,389,885
Laredo Petroleum, Inc.A		268,098			809,656
Midstates Petroleum Co., Inc.A		82,356			1,051,686
Murphy Oil Corp.		481,159			13,106,771
Noble Midstream Partners LP, MLP		26,221			902,789
Northern Oil and Gas, Inc.A		342,046			906,422
Oasis Midstream Partners LP, MLP		44,978			896,412
Oasis Petroleum, Inc.A		67,453			411,463
Par Pacific Holdings, Inc.A		192,759			3,766,511
PBF Energy, Inc., Class A		42,276			1,419,628
PBF Logistics LP, MLP		20,141			428,802
PDC Energy, Inc.A		231,179			10,053,975
Peabody Energy Corp.		475,951			13,693,110
Penn Virginia Corp.A		170,720			7,665,328
QEP Resources, Inc.A		97,621			734,110
Renewable Energy Group, Inc.A		94,112			2,269,981
REX American Resources Corp.A		23,301			1,969,168
SM Energy Co.		57,194			911,100
Southwestern Energy Co.A		1,731,394			6,839,006
SRC Energy, Inc.A		1,026,788			6,314,746
Talos Energy, Inc.A		87,857			2,609,353
W&T Offshore, Inc.A		930,099			5,934,032
Whiting Petroleum Corp.A		523,954			14,351,100
World Fuel Services Corp.		476,391			14,696,662
					216,317,476
Total Energy					346,476,278
Financials - 28.12%
Banks - 16.27%
1st Source Corp.		29,356			1,374,741
Amalgamated Bank, Class A		58,334			988,761
American National Bankshares, Inc.		14,330			541,961
Ameris Bancorp		58,287			2,125,144
Associated Banc-Corp		1,919,970			43,564,119
Banc of California, Inc.		115,078			1,669,782
Bancorp, Inc.A		273,877			2,796,284
BancorpSouth Bank		168,869			5,147,127
Bank of Hawaii Corp.		11,883			978,922
Bank of NT Butterfield & Son Ltd.		684,733			27,403,015
BankUnited, Inc.		492,343			18,009,907
Banner Corp.		246,734			13,081,837
Bar Harbor Bankshares		17,994			472,882
Berkshire Hills Bancorp, Inc.		587,864			17,630,041

See accompanying notes

10

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Financials - 28.12% (continued)
Banks - 16.27% (continued)
Boston Private Financial Holdings, Inc.		900,702		$	10,313,038
Bridge Bancorp, Inc.		31,190			966,578
Brookline Bancorp, Inc.		216,731			3,261,802
Bryn Mawr Bank Corp.		133,272			5,076,330
Cadence Bancorp		359,840			8,186,360
Camden National Corp.		22,674			997,203
Carolina Financial Corp.		189,181			6,827,542
Cathay General Bancorp		495,340			18,223,559
CenterState Bank Corp.		360,383			8,894,252
Central Pacific Financial Corp.		274,174			8,227,962
Chemical Financial Corp.		196,621			8,637,561
CIT Group, Inc.		144,512			7,698,154
City Holding Co.		12,548			996,060
Columbia Banking System, Inc.		62,700			2,353,758
Community Trust Bancorp, Inc.		20,773			877,659
ConnectOne Bancorp, Inc.		66,092			1,442,788
Customers Bancorp, Inc.A		95,881			2,171,705
CVB Financial Corp.		541,042			11,740,611
Eagle Bancorp, Inc.A		17,086			944,172
Enterprise Financial Services Corp.		52,994			2,254,365
Financial Institutions, Inc.		31,688			871,420
First Bancorp		25,400			962,914
First BanCorp		159,651			1,804,056
First Business Financial Services, Inc.		21,559			496,504
First Citizens BancShares, Inc., Class A		12,341			5,531,853
First Commonwealth Financial Corp.		203,097			2,764,150
First Financial Bancorp		16,989			426,424
First Financial Corp.		89,824			3,698,054
First Hawaiian, Inc.		1,662,647			45,972,190
First Horizon National Corp.		1,683,306			25,401,088
First Internet Bancorp		64,252			1,406,476
First Interstate BancSystem, Inc., Class A		248,372			10,496,201
First Merchants Corp.		66,201			2,427,591
First Mid Bancshares, Inc.		12,252			422,571
First Midwest Bancorp, Inc.		990,092			21,257,275
Flushing Financial Corp.		95,982			2,169,193
FNB Corp.		1,226,554			14,878,100
Franklin Financial Network, Inc.		58,347			1,613,295
Fulton Financial Corp.		2,067,447			35,663,461
Glacier Bancorp, Inc.		38,371			1,634,221
Great Southern Bancorp, Inc.		8,838			512,162
Great Western Bancorp, Inc.		183,700			6,460,729
Hancock Whitney Corp.		891,551			38,996,441
Hanmi Financial Corp.		78,953			1,872,765
Heartland Financial USA, Inc.		43,933			1,972,592
Hilltop Holdings, Inc.		173,338			3,645,298
Home BancShares, Inc.		191,235			3,669,800
HomeTrust Bancshares, Inc.		16,893			428,406
Hope Bancorp, Inc.		597,327			8,398,418
Horizon Bancorp, Inc.		97,962			1,593,842
IBERIABANK Corp.		281,856			22,407,552
International Bancshares Corp.		527,326			21,868,209
Investors Bancorp, Inc.		1,007,043			11,832,755
Lakeland Bancorp, Inc.		55,486			918,848
Live Oak Bancshares, Inc.		119,277			2,083,769
Midland States Bancorp, Inc.		70,070			1,879,277

See accompanying notes

11

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Financials - 28.12% (continued)
Banks - 16.27% (continued)
MidWestOne Financial Group, Inc.		15,616		$	440,059
National Bank Holdings Corp., Class A		505,811			19,342,213
Northrim BanCorp, Inc.		12,286			436,030
OFG Bancorp		300,225			6,058,540
Old National Bancorp		1,989,103			33,973,879
Opus Bank		40,460			884,860
Orrstown Financial Services, Inc.		25,916			537,498
Pacific Premier Bancorp, Inc.		31,720			922,100
Park National Corp.		4,714			460,464
Peapack Gladstone Financial Corp.		48,822			1,412,420
Pinnacle Financial Partners, Inc.		66,095			3,838,137
Popular, Inc.		736,055			42,477,734
Preferred Bank		18,811			925,313
Prosperity Bancshares, Inc.		577,114			42,498,675
RBB Bancorp		23,627			457,419
Renasant Corp.		121,755			4,414,836
Republic Bancorp, Inc., Class A		31,875			1,506,413
S&T Bancorp, Inc.		63,689			2,552,655
Sandy Spring Bancorp, Inc.		25,685			896,150
Seacoast Banking Corp. of FloridaA		688,146			19,515,821
Simmons First National Corp., Class A		220,101			5,588,364
South State Corp.		268,322			20,301,243
Southern National Bancorp of Virginia, Inc.		59,545			888,411
Sterling Bancorp		277,560			5,945,335
Synovus Financial Corp.		260,996			9,620,313
TCF Financial Corp.		937,748			20,752,363
Texas Capital Bancshares, Inc.A		697,660			45,159,532
Towne Bank		180,475			4,706,788
TriCo Bancshares		23,420			934,692
Triumph Bancorp, Inc.A		27,399			849,643
Trustmark Corp.		359,300			12,920,428
UMB Financial Corp.		782,809			54,687,037
Umpqua Holdings Corp.		1,393,667			24,194,059
Union Bankshares Corp.		461,082			16,829,493
United Bankshares, Inc.		191,533			7,515,755
United Community Banks, Inc.		439,002			12,327,176
Univest Financial Corp.		19,052			480,491
Valley National Bancorp		2,246,218			23,540,365
Veritex Holdings, Inc.		378,108			10,023,643
Webster Financial Corp.		418,920			22,257,220
WesBanco, Inc.		255,928			10,319,017
West Bancorporation, Inc.		20,220			424,013
Westamerica Bancorp		113,181			7,268,484
Wintrust Financial Corp.		179,578			13,683,844
					1,069,082,807
Capital Markets - 2.76%
AllianceBernstein Holding LP, MLP		412,833			12,182,702
Artisan Partners Asset Management, Inc., Class A		187,188			5,304,908
Blucora, Inc.A		349,175			12,221,125
BrightSphere Investment Group PLC		490,692			7,193,545
Cohen & Steers, Inc.		129,491			6,493,973
Donnelley Financial Solutions, Inc.A		244,494			3,743,203
Evercore, Inc., Class A		234,067			22,805,148
Federated Investors, Inc., Class B		483,072			14,844,802
GAIN Capital Holdings, Inc.B		66,386			349,854

See accompanying notes

12

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Financials - 28.12% (continued)
Capital Markets - 2.76% (continued)
GAMCO Investors, Inc., Class A		24,607		$	533,480
Greenhill & Co., Inc.		59,052			1,222,967
INTL. FCStone, Inc.A		51,781			2,100,237
Legg Mason, Inc.		61,546			2,058,714
Och-Ziff Capital Management Group LLC, Class A, MLP		36,082			529,684
Oppenheimer Holdings, Inc., Class A		47,588			1,249,185
Piper Jaffray Cos		67,760			5,461,456
Stifel Financial Corp.		836,452			49,911,091
Victory Capital Holdings, Inc., Class AA		87,266			1,439,016
Virtus Investment Partners, Inc.		42,284			5,184,441
Waddell & Reed Financial, Inc., Class A		925,252			17,329,970
Westwood Holdings Group, Inc.		42,768			1,338,211
WisdomTree Investments, Inc.		1,131,859			8,149,385
					181,647,097
Consumer Finance - 1.48%
Encore Capital Group, Inc.A		44,318			1,252,427
Enova International, Inc.A		83,469			2,289,555
EZCORP, Inc., Class AA		227,690			2,474,990
Green Dot Corp., Class AA		120,733			7,699,143
Navient Corp.		842,459			11,381,621
Nelnet, Inc., Class A		158,538			9,203,131
OneMain Holdings, Inc.		371,613			12,623,694
PRA Group, Inc.A		605,370			17,023,004
SLM Corp.		2,873,713			29,196,924
World Acceptance Corp.A		28,894			3,755,931
					96,900,420
Diversified Financial Services - 0.03%
FGL Holdings		234,451			1,999,867
Insurance - 4.45%
Ambac Financial Group, Inc.A		388,148			7,258,368
American Equity Investment Life Holding Co.		672,926			19,790,754
Argo Group International Holdings Ltd.		320,848			25,048,603
Assured Guaranty Ltd.		289,121			13,791,072
Axis Capital Holdings Ltd.		228,671			12,999,946
Brighthouse Financial, Inc.A		99,400			4,153,926
CNO Financial Group, Inc.		2,056,228			34,030,573
Employers Holdings, Inc.		110,449			4,740,471
Enstar Group Ltd.A		273,102			48,410,061
FBL Financial Group, Inc., Class A		32,302			2,017,906
First American Financial Corp.		29,196			1,665,924
Global Indemnity Ltd.		386,928			11,917,382
Hanover Insurance Group, Inc.		120,320			14,511,795
Horace Mann Educators Corp.		534,811			20,633,008
Kemper Corp.		124,320			11,173,882
MBIA, Inc.A		408,195			3,947,246
National General Holdings Corp.		478,733			11,800,768
National Western Life Group, Inc., Class A		14,652			3,907,981
ProAssurance Corp.		51,167			1,920,298
Protective Insurance Corp., Class B		24,257			394,176
Safety Insurance Group, Inc.		71,468			6,640,807
Selective Insurance Group, Inc.		146,082			10,417,107
Stewart Information Services Corp.		39,070			1,660,866
Third Point Reinsurance Ltd.A		131,897			1,531,324
United Fire Group, Inc.		46,252			2,017,050

See accompanying notes

13

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Financials - 28.12% (continued)
Insurance - 4.45% (continued)
Universal Insurance Holdings, Inc.		95,613		$	2,848,311
White Mountains Insurance Group Ltd.		13,849			13,004,765
					292,234,370
Mortgage Real Estate Investment Trusts (REITs) - 0.31%
Apollo Commercial Real Estate Finance, Inc.		554,341			10,388,350
Ares Commercial Real Estate Corp.		90,376			1,373,715
Colony Credit Real Estate, Inc.		112,656			1,750,674
Ellington Financial, Inc.		100,351			1,810,332
Exantas Capital Corp.		118,091			1,293,097
Great Ajax Corp.		34,113			488,498
PennyMac Mortgage Investment Trust		84,645			1,777,545
Ready Capital Corp.		88,922			1,343,612
					20,225,823
Thrifts & Mortgage Finance - 2.82%
Capitol Federal Financial, Inc.		360,397			4,973,479
Dime Community Bancshares, Inc.		154,615			3,115,492
Essent Group Ltd.A		524,128			24,869,874
Flagstar Bancorp, Inc.		157,730			5,638,848
FS Bancorp, Inc.		9,133			472,085
HomeStreet, Inc.A		67,143			1,889,404
Kearny Financial Corp.		249,127			3,487,778
Luther Burbank Corp.		337,513			3,554,012
Merchants Bancorp		39,530			955,835
Meridian Bancorp, Inc.		137,620			2,369,817
MGIC Investment Corp.A		3,374,002			49,395,389
New York Community Bancorp, Inc.		58,814			684,007
Northfield Bancorp, Inc.		215,940			3,239,100
Northwest Bancshares, Inc.		259,211			4,518,048
OceanFirst Financial Corp.		170,172			4,284,931
Oritani Financial Corp.		187,681			3,256,265
PennyMac Financial Services, Inc.		66,081			1,473,606
Provident Financial Services, Inc.		128,531			3,408,642
Radian Group, Inc.		773,462			18,114,480
Southern Missouri Bancorp, Inc.		12,578			421,992
Sterling Bancorp, Inc.		50,877			498,086
Territorial Bancorp, Inc.		15,826			458,163
TFS Financial Corp.		64,980			1,081,267
TrustCo Bank Corp.		171,587			1,372,696
United Financial Bancorp, Inc.		179,807			2,371,654
Walker & Dunlop, Inc.		85,480			4,697,126
Washington Federal, Inc.		924,016			30,621,890
Waterstone Financial, Inc.		25,615			424,184
WSFS Financial Corp.		77,155			3,331,553
					184,979,703
Total Financials					1,847,070,087
Health Care - 2.72%
Biotechnology - 0.34%
Anika Therapeutics, Inc.A		44,335			1,412,070
Emergent BioSolutions, Inc.A		166,866			8,623,635
United Therapeutics Corp.A		121,194			12,430,868
					22,466,573

See accompanying notes

14

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Health Care - 2.72% (continued)
Health Care Equipment & Supplies - 0.22%
Invacare Corp.		1,055,934		$	7,813,912
NuVasive, Inc.A		113,515			6,879,009
					14,692,921
Health Care Providers & Services - 1.41%
Amedisys, Inc.A		59,339			7,584,711
AMN Healthcare Services, Inc.A		382,170			19,895,770
Encompass Health Corp.		360,929			23,261,874
Hanger, Inc.A		769,805			15,296,025
LHC Group, Inc.A		91,816			10,201,676
Magellan Health, Inc.A		28,034			1,962,380
Owens & Minor, Inc.		248,210			846,396
R1 RCM, Inc.A		363,602			3,806,913
Select Medical Holdings Corp.A		434,193			6,239,353
Tivity Health, Inc.A		158,177			3,419,787
					92,514,885
Health Care Technology - 0.22%
NextGen Healthcare, Inc.A		292,218			5,490,776
Omnicell, Inc.A		112,670			9,054,161
					14,544,937
Life Sciences Tools & Services - 0.33%
Cambrex Corp.A		300,518			12,928,285
Medpace Holdings, Inc.A		153,060			8,597,380
					21,525,665
Pharmaceuticals - 0.20%
Innoviva, Inc.A		280,917			3,941,266
Prestige Consumer Healthcare, Inc.A		54,082			1,591,092
Supernus Pharmaceuticals, Inc.A		150,752			5,537,121
Taro Pharmaceutical Industries Ltd.		16,498			1,772,050
					12,841,529
Total Health Care					178,586,510
Industrials - 19.05%
Aerospace & Defense - 1.12%
AAR Corp.		180,469			6,094,438
Aerojet Rocketdyne Holdings, Inc.A		392,784			13,299,666
Aerovironment, Inc.A		115,845			7,942,333
Astronics Corp.A		226,130			7,539,174
Cubic Corp.		50,976			2,894,417
Embraer S.A., Sponsored ADR		1,047,308			20,956,633
Moog, Inc., Class A		40,912			3,831,000
National Presto Industries, Inc.		16,488			1,755,972
Triumph Group, Inc.		91,260			2,165,600
Vectrus, Inc.A		149,247			6,051,966
Wesco Aircraft Holdings, Inc.A		150,124			1,267,047
					73,798,246
Air Freight & Logistics - 0.54%
Air Transport Services Group, Inc.A		1,252,796			29,478,290
Atlas Air Worldwide Holdings, Inc.A		70,019			3,381,218
Hub Group, Inc., Class AA		68,057			2,829,129
					35,688,637

See accompanying notes

15

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Industrials - 19.05% (continued)
Airlines - 0.64%
Allegiant Travel Co.		47,886		$	7,033,496
Hawaiian Holdings, Inc.		297,893			8,403,562
JetBlue Airways Corp.A		490,850			9,105,267
SkyWest, Inc.		142,004			8,746,026
Spirit Airlines, Inc.A		158,689			8,629,508
					41,917,859
Building Products - 2.37%
Advanced Drainage Systems, Inc.		273,070			7,659,614
Apogee Enterprises, Inc.		47,012			1,894,584
Armstrong Flooring, Inc.A		453,670			6,573,678
Builders FirstSource, Inc.A		524,107			7,222,194
Caesarstone Ltd.B		115,248			1,743,702
Gibraltar Industries, Inc.A		692,401			27,467,548
Insteel Industries, Inc.		55,283			1,157,626
Masonite International Corp.A		527,933			27,183,270
Patrick Industries, Inc.A		33,900			1,690,593
Resideo Technologies, Inc.A		569,154			12,919,796
Simpson Manufacturing Co., Inc.		517,759			32,970,893
Universal Forest Products, Inc.		728,396			26,914,232
					155,397,730
Commercial Services & Supplies - 1.58%
ACCO Brands Corp.		517,888			4,733,496
Deluxe Corp.		185,132			8,279,103
Ennis, Inc.		43,695			881,765
Herman Miller, Inc.		435,272			16,897,259
Interface, Inc.		55,780			894,711
Knoll, Inc.		1,042,728			22,773,180
Matthews International Corp., Class A		147,234			5,898,194
Mobile Mini, Inc.		739,725			26,644,894
Quad/Graphics, Inc.		835,631			10,203,055
Steelcase, Inc., Class A		282,300			4,880,967
Team, Inc.A B		42,944			725,754
UniFirst Corp.		4,669			738,309
					103,550,687
Construction & Engineering - 1.99%
AECOMA		427,800			14,502,420
Aegion Corp.A		254,444			5,065,980
Construction Partners, Inc., Class AA		298,513			3,910,520
EMCOR Group, Inc.		300,901			25,317,810
Granite Construction, Inc.		220,386			9,893,128
MasTec, Inc.A		67,506			3,419,179
MYR Group, Inc.A		42,250			1,527,337
Primoris Services Corp.		1,476,629			32,367,708
Quanta Services, Inc.		256,973			10,433,104
Tutor Perini Corp.A		1,152,865			23,022,714
Valmont Industries, Inc.		7,234			975,433
					130,435,333
Electrical Equipment - 1.52%
Atkore International Group, Inc.A		159,873			3,958,455
AZZ, Inc.		33,961			1,612,808
Encore Wire Corp.		388,069			23,008,611
EnerSys		396,414			27,427,885
Generac Holdings, Inc.A		163,943			9,015,226

See accompanying notes

16

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Industrials - 19.05% (continued)
Electrical Equipment - 1.52% (continued)
Preformed Line Products Co.		7,297		$	411,478
Regal Beloit Corp.		273,381			23,259,255
Thermon Group Holdings, Inc.A		56,739			1,463,299
TPI Composites, Inc.A		321,991			9,965,621
					100,122,638
Machinery - 5.62%
Actuant Corp., Class A		1,106,239			28,297,594
Alamo Group, Inc.		5,497			569,709
Altra Industrial Motion Corp.		118,522			4,443,390
Astec Industries, Inc.		186,997			6,303,669
Barnes Group, Inc.		403,735			22,455,741
Blue Bird Corp.A		185,201			3,205,829
Briggs & Stratton Corp.		204,504			2,494,949
Chart Industries, Inc.A		92,737			8,185,895
Colfax Corp.A		855,830			25,820,391
Columbus McKinnon Corp.		71,420			2,811,091
Commercial Vehicle Group, Inc.A		243,965			2,176,168
EnPro Industries, Inc.		111,830			8,311,205
Federal Signal Corp.		1,675,806			48,212,939
Global Brass & Copper Holdings, Inc.		242,178			10,508,103
Graham Corp.		38,692			800,924
Greenbrier Cos, Inc.		370,497			13,163,758
Hillenbrand, Inc.		146,345			6,295,762
Hyster-Yale Materials Handling, Inc.		111,360			7,418,803
Kennametal, Inc.		738,456			30,055,159
Lindsay Corp.		102,431			8,706,635
Manitowoc Co., Inc.A		390,494			6,974,223
Meritor, Inc.A		255,751			6,204,519
Miller Industries, Inc.		221,883			7,339,890
Mueller Industries, Inc.		26,734			779,831
Mueller Water Products, Inc., Class A		135,620			1,455,203
Navistar International Corp.A		363,230			12,400,672
Oshkosh Corp.		199,867			16,507,015
Park-Ohio Holdings Corp.		82,421			3,019,081
REV Group, Inc.		159,907			2,029,220
Standex International Corp.		8,056			532,260
Sun Hydraulics Corp.		75,703			3,962,295
Tennant Co.		34,573			2,294,956
Terex Corp.		929,633			30,984,668
Timken Co.		234,412			11,240,055
TriMas Corp.A		353,876			10,945,385
Trinity Industries, Inc.		343,032			7,395,770
Wabash National Corp.		336,022			5,067,212
					369,369,969
Marine - 0.46%
Matson, Inc.		764,343			30,275,626
Professional Services - 1.09%
Barrett Business Services, Inc.		17,079			1,244,376
GP Strategies Corp.A		111,699			1,421,928
Hudson Global, Inc.A		610,580			970,822
Huron Consulting Group, Inc.A		176,876			8,548,417
InnerWorkings, Inc.A		631,962			2,136,032
Kelly Services, Inc., Class A		346,702			7,717,587
Korn Ferry		394,278			18,538,952

See accompanying notes

17

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Industrials - 19.05% (continued)
Professional Services - 1.09% (continued)
ManpowerGroup, Inc.		128,052		$	12,298,114
Navigant Consulting, Inc.		75,303			1,719,167
Resources Connection, Inc.		105,487			1,694,121
TrueBlue, Inc.A		267,076			6,452,556
WageWorks, Inc.A		184,975			9,024,930
					71,767,002
Road & Rail - 0.62%
ArcBest Corp.		562,335			17,184,958
Avis Budget Group, Inc.A		121,292			4,311,931
Covenant Transportation Group, Inc., Class AA		67,270			1,313,783
Marten Transport Ltd.		257,783			5,098,948
Ryder System, Inc.		109,927			6,925,401
Schneider National, Inc.		43,112			901,041
Universal Logistics Holdings, Inc.		63,617			1,553,527
Werner Enterprises, Inc.		96,915			3,246,652
					40,536,241
Trading Companies & Distributors - 1.50%
Air Lease Corp.		308,483			11,895,104
Aircastle Ltd.		637,143			12,691,889
Applied Industrial Technologies, Inc.		66,969			4,014,122
BMC Stock Holdings, Inc.A		139,515			2,871,219
GATX Corp.		96,295			7,427,233
Kaman Corp.		111,592			6,908,661
MRC Global, Inc.A		195,151			3,381,967
NOW, Inc.A		272,270			3,980,587
Rush Enterprises, Inc., Class A		522,837			22,173,517
Textainer Group Holdings Ltd.A		37,258			357,304
Titan Machinery, Inc.A		49,646			853,911
Triton International Ltd.		267,823			8,824,768
WESCO International, Inc.A		225,552			12,910,597
					98,290,879
Total Industrials					1,251,150,847
Information Technology - 13.23%
Communications Equipment - 1.27%
Casa Systems, Inc.A		357,387			3,427,341
Ciena Corp.A		787,785			30,219,433
CommScope Holding Co., Inc.A		523,143			12,963,484
Comtech Telecommunications Corp.		16,285			383,186
Digi International, Inc.A		81,004			1,042,522
EchoStar Corp., Class AA		67,700			2,697,845
Extreme Networks, Inc.A		134,442			1,075,536
Lumentum Holdings, Inc.A		200,418			12,419,903
NETGEAR, Inc.A		323,536			10,039,322
Plantronics, Inc.		117,930			6,071,036
Quantenna Communications, Inc.A		74,542			1,815,098
Ribbon Communications, Inc.A		265,903			1,425,240
					83,579,946
Electronic Equipment, Instruments & Components - 5.98%
Anixter International, Inc.A		173,761			10,924,354
Avnet, Inc.		1,085,038			52,743,697
AVX Corp.		616,174			10,049,798

See accompanying notes

18

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Information Technology - 13.23% (continued)
Electronic Equipment, Instruments & Components - 5.98% (continued)
Belden, Inc.		203,123		$	11,283,483
Benchmark Electronics, Inc.		146,421			3,957,760
Celestica, Inc.A		706,838			5,039,755
Coherent, Inc.A		112,389			16,634,696
Daktronics, Inc.		232,647			1,763,464
FabrinetA		291,682			17,652,595
FARO Technologies, Inc.A		451,419			25,392,319
II-VI, Inc.A		1,025,175			40,842,972
Insight Enterprises, Inc.A		210,932			11,934,532
Itron, Inc.A		171,779			9,217,661
Jabil, Inc.		494,800			14,947,908
KEMET Corp.		560,191			10,010,613
Kimball Electronics, Inc.A		51,459			778,575
Methode Electronics, Inc.		179,262			5,290,022
MTS Systems Corp.		374,293			20,578,629
PC Connection, Inc.		82,605			3,069,602
Plexus Corp.A		33,828			2,035,769
Sanmina Corp.A		638,196			21,647,608
ScanSource, Inc.A		237,792			8,952,869
SYNNEX Corp.		106,106			11,446,715
Tech Data Corp.A		318,328			33,936,948
TTM Technologies, Inc.A		121,010			1,602,172
Vishay Intertechnology, Inc.		2,067,853			40,964,168
					392,698,684
IT Services - 1.43%
CSG Systems International, Inc.		473,802			21,155,259
KBR, Inc.		1,605,577			35,675,921
NIC, Inc.		474,562			8,190,940
Science Applications International Corp.		114,393			8,573,756
Sykes Enterprises, Inc.A		160,676			4,458,759
Unisys Corp.A		139,144			1,559,804
Virtusa Corp.A		253,256			14,068,371
					93,682,810
Semiconductors & Semiconductor Equipment - 3.44%
Advanced Energy Industries, Inc.A		28,194			1,628,485
Amkor Technology, Inc.A		554,141			5,020,518
Aquantia Corp.A		97,059			923,031
Brooks Automation, Inc.		1,471,540			55,197,465
Cabot Microelectronics Corp.		78,406			9,898,758
ChipMOS Technologies, Inc., ADR		137,987			2,376,136
Cirrus Logic, Inc.A		36,118			1,718,494
Cohu, Inc.		1,048,360			15,547,179
Diodes, Inc.A		1,791,914			65,261,508
First Solar, Inc.A		175,933			10,825,158
Ichor Holdings Ltd.A		77,020			1,939,364
Kulicke & Soffa Industries, Inc.		185,209			4,309,813
MKS Instruments, Inc.		164,031			14,928,461
Photronics, Inc.A		1,858,866			17,361,808
Rambus, Inc.A		156,400			1,792,344
Semtech Corp.A		240,424			12,951,641
SolarEdge Technologies, Inc.A		34,961			1,548,772
Ultra Clean Holdings, Inc.A		167,341			2,003,072
Veeco Instruments, Inc.A		67,549			822,747
					226,054,754

See accompanying notes

19

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Information Technology - 13.23% (continued)
Software - 0.80%
CommVault Systems, Inc.A		65,675		$	3,454,505
Ebix, Inc.		24,846			1,254,226
LogMeIn, Inc.		151,525			12,485,660
Verint Systems, Inc.A		590,604			35,666,575
					52,860,966
Technology Hardware, Storage & Peripherals - 0.31%
Cray, Inc.A		497,642			13,068,079
NCR Corp.A		245,817			7,116,402
					20,184,481
Total Information Technology					869,061,641
Materials - 4.96%
Chemicals - 1.25%
American Vanguard Corp.		25,196			396,585
Cabot Corp.		689,497			31,289,374
FutureFuel Corp.		54,243			796,830
Innophos Holdings, Inc.		79,465			2,557,978
Innospec, Inc.		11,256			954,734
Koppers Holdings, Inc.A		20,894			558,706
Kraton Corp.A		240,887			7,905,911
LSB Industries, Inc.A		83,203			486,737
Minerals Technologies, Inc.		105,301			6,609,744
PolyOne Corp.		702,090			19,405,768
Rayonier Advanced Materials, Inc.		202,129			2,999,594
Stepan Co.		80,331			7,433,831
Valvoline, Inc.		41,541			768,508
					82,164,300
Construction Materials - 0.02%
Eagle Materials, Inc.		10,704			973,101
Containers & Packaging - 0.36%
Greif, Inc., Class A		76,202			3,011,503
Owens-Illinois, Inc.		645,185			12,748,856
Silgan Holdings, Inc.		271,878			8,140,027
					23,900,386
Metals & Mining - 2.40%
Allegheny Technologies, Inc.A		1,173,987			29,255,756
Carpenter Technology Corp.		488,667			24,272,090
Cleveland-Cliffs, Inc.		1,269,369			12,680,996
Coeur Mining, Inc.A		1,588,152			5,733,229
Commercial Metals Co.		131,971			2,281,779
Compass Minerals International, Inc.		24,464			1,403,989
Elah Holdings, Inc.A		3,535			212,100
Ferroglobe PLC		2,595,540			5,580,411
Haynes International, Inc.		30,823			995,891
Hecla Mining Co.		1,363,110			2,862,531
Kaiser Aluminum Corp.		13,047			1,283,825
Materion Corp.		308,748			17,916,646
Pan American Silver Corp.		497,923			6,328,601
Reliance Steel & Aluminum Co.		195,850			18,010,366
Schnitzer Steel Industries, Inc., Class A		670,687			15,908,696
SunCoke Energy Partners LP, MLP		70,137			879,518
Warrior Met Coal, Inc.		139,123			4,312,813

See accompanying notes

20

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Materials - 4.96% (continued)
Metals & Mining - 2.40% (continued)
Worthington Industries, Inc.		200,262		$	8,036,514
					157,955,751
Paper & Forest Products - 0.93%
Boise Cascade Co.		71,612			1,982,936
Clearwater Paper Corp.A		65,951			1,330,232
Domtar Corp.		457,499			22,371,701
Louisiana-Pacific Corp.		803,929			20,138,421
Mercer International, Inc.		368,638			5,219,914
Schweitzer-Mauduit International, Inc.		224,494			7,985,252
Verso Corp., Class AA		96,112			2,145,220
					61,173,676
Total Materials					326,167,214
Real Estate - 4.37%
Equity Real Estate Investment Trusts (REITs) - 4.18%
Agree Realty Corp.		199,816			13,081,954
Americold Realty Trust		278,300			8,908,383
Ashford Hospitality Trust, Inc.		551,024			3,036,142
Brandywine Realty Trust		667,521			10,273,148
Colony Capital, Inc.		1,806,055			9,283,123
CoreCivic, Inc.		188,545			3,923,621
Cousins Properties, Inc.		781,318			7,477,213
Empire State Realty Trust, Inc., Class A		220,760			3,412,950
GEO Group, Inc.		1,484,622			29,722,132
Hersha Hospitality Trust		506,504			9,405,779
Hospitality Properties Trust		209,522			5,447,572
Kite Realty Group Trust		207,243			3,272,367
Lexington Realty Trust		2,542,461			23,060,121
Outfront Media, Inc.		592,480			14,118,798
Pennsylvania Real Estate Investment TrustB		445,653			2,682,831
Physicians Realty Trust		702,486			12,686,897
Piedmont Office Realty Trust, Inc., Class A		227,869			4,744,233
PotlatchDeltic Corp.		29,775			1,151,102
Preferred Apartment Communities, Inc., Class A		736,991			11,526,539
Retail Properties of America, Inc., Class A		1,014,940			12,473,613
Ryman Hospitality Properties, Inc.		178,137			14,179,705
Seritage Growth Properties, Class AB		1,081,245			48,212,715
Sunstone Hotel Investors, Inc.		855,444			12,318,394
Urban Edge Properties		560,342			10,405,551
					274,804,883
Real Estate Management & Development - 0.19%
Five Point Holdings LLC, Class AA B		112,542			957,732
Newmark Group, Inc., Class A		1,245,669			10,613,100
Tejon Ranch Co.A		33,726			581,774
					12,152,606
Total Real Estate					286,957,489
Utilities - 2.64%
Electric Utilities - 1.29%
ALLETE, Inc.		141,436			11,519,962
El Paso Electric Co.		16,205			990,288
IDACORP, Inc.		55,651			5,510,562
PNM Resources, Inc.		31,201			1,448,974

See accompanying notes

21

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 96.69% (continued)
Utilities - 2.64% (continued)
Electric Utilities - 1.29% (continued)
Portland General Electric Co.		1,215,506		$	63,583,119
Spark Energy, Inc., Class AB		152,561			1,443,227
					84,496,132
Gas Utilities - 0.53%
Chesapeake Utilities Corp.		123,062			11,400,464
Northwest Natural Holding Co.		20,269			1,355,793
South Jersey Industries, Inc.		43,094			1,384,179
Southwest Gas Holdings, Inc.		198,966			16,551,982
Spire, Inc.		21,899			1,843,677
Star Group LP		49,719			471,833
Suburban Propane Partners LP, MLP		86,171			2,010,369
					35,018,297
Independent Power & Renewable Electricity Producers - 0.18%
Clearway Energy, Inc.		661,082			10,491,371
Clearway Energy, Inc., Class A		85,326			1,311,461
					11,802,832
Multi-Utilities - 0.62%
Avista Corp.		519,740			22,421,584
Black Hills Corp.		20,138			1,465,241
NorthWestern Corp.		219,033			15,299,455
Unitil Corp.		26,788			1,524,505
					40,710,785
Water Utilities - 0.02%
California Water Service Group		28,087			1,415,304
Total Utilities					173,443,350
Total Common Stocks (Cost $5,551,284,445)					6,351,635,882
SHORT-TERM INVESTMENTS - 3.34% (Cost $219,390,908)
Investment Companies - 3.34%
American Beacon U.S. Government Money Market Select Fund, Select Class, 2.37%E F		219,390,908			219,390,908
SECURITIES LENDING COLLATERAL - 0.98% (Cost $64,245,032)
Investment Companies - 0.98%
American Beacon U.S. Government Money Market Select Fund, Select Class, 2.37% E F		64,245,032			64,245,032
TOTAL INVESTMENTS - 101.01% (Cost $5,834,920,385)					6,635,271,822
LIABILITIES, NET OF OTHER ASSETS - (1.01%)					(66,060,936	)
TOTAL NET ASSETS - 100.00%				$	6,569,210,886
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 April 30, 2019.

^C Fair valued pursuant to procedures approved by the Board of Trustees. At period end, the value of these securities amounted to $0 or 0.00% of net assets.

^D Value was determined using significant unobservable inputs.

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

^F 7-day yield.

See accompanying notes

22

American Beacon Small Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

ADR - American Depositary Receipt.

LLC - Limited Liability Company.

LP - Limited Partnership.

MLP - Master Limited Partnership.

PLC - Public Limited Company.

Long Futures Contracts Open on April 30, 2019:
Equity Futures Contracts
Description	Number of Contracts	Expiration Date	Notional Amount		Contract Value		Unrealized Appreciation (Depreciation)
Russell 2000 E-Mini Index Futures	2,550	June 2019	$	196,642,186	$	203,260,500	$	6,618,314
			$	196,642,186	$	203,260,500	$	6,618,314

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of April 30, 2019, the investments were classified as described below:

Small Cap Value Fund	Level 1		Level 2		Level 3			Total
Assets
Common Stocks	$	6,351,635,882	$	-	$	0	(1)	$	6,351,635,882
Short-Term Investments		219,390,908		-		-			219,390,908
Securities Lending Collateral		64,245,032		-		-			64,245,032
Total Investments in Securities - Assets	$	6,635,271,822	$	-	$	-		$	6,635,271,822
Financial Derivative Instruments - Assets
Futures Contracts	$	6,618,314	$	-	$	-		$	6,618,314
Total Financial Derivative Instruments - Assets	$	6,618,314	$	-	$	-		$	6,618,314

⁽¹⁾ Investment held in the Fund’s Portfolio with $0 fair value.

U.S. GAAP requires transfers between all levels to/from level 3 be disclosed. During the period ended April 30, 2019, there were no transfers into or out of Level 3.

The following table is a reconciliation of Level 3 assets within 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:

Security Type	Balance as of 10/31/2018	Purchases	Sales	Accrued Discounts (Premiums)		Realized Gain (Loss)		Change in Unrealized Appreciation (Depreciation)		Transfer into Level 3		Transfer out of Level 3		Balance as of 4/30/2019			Unrealized Appreciation (Depreciation) at Period end**
Common Stocks	$           0(1)	$            -	$      -	$	-	$	-	$	-	$	-	$	-	$	0	(1)	$	-

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

⁽¹⁾  Investment held in the Fund’s Portfolio with $0 fair value.

The common stock, classified as Level 3, is beneficial interest units in a representation and warranty insurance trust. The shares have been fair valued at $0 due to limited market transparency.

See accompanying notes

23

American Beacon Small Cap Value Fund^SM

Statement of Assets and Liabilities

April 30, 2019 (Unaudited)

Assets:
Investments in unaffiliated securities, at fair value†§	$	6,351,635,882
Investments in affiliated securities, at fair value‡		283,635,940
Deposits with broker for futures contracts		1,556,853
Dividends and interest receivable		1,861,016
Receivable for investments sold		3,319,647
Receivable for fund shares sold		5,655,015
Receivable for variation margin on open futures contracts (Note 5)		6,624,056
Prepaid expenses		211,696
Total assets		6,654,500,105
Liabilities:
Payable for investments purchased		9,388,583
Payable for fund shares redeemed		6,769,297
Management and sub-advisory fees payable (Note 2)		4,251,113
Service fees payable (Note 2)		171,523
Transfer agent fees payable (Note 2)		135,326
Payable upon return of securities loaned (Note 9)§		64,245,032
Custody and fund accounting fees payable		139,457
Professional fees payable		86,417
Trustee fees payable (Note 2)		36,472
Payable for prospectus and shareholder reports		46,703
Other liabilities		19,296
Total liabilities		85,289,219
Net assets	$	6,569,210,886
Analysis of net assets:
Paid-in-capital	$	5,840,506,660
Total distributable earnings (deficits)A		728,704,226
Net assets	$	6,569,210,886
Shares outstanding at no par value (unlimited shares authorized):
Institutional Class		185,859,012
Y Class		13,187,654
Investor Class		21,450,721
Advisor Class		3,277,114
A Class		3,138,687
C Class		653,785
R6 Class		50,605,572
Net assets:
Institutional Class	$	4,414,121,835
Y Class	$	308,361,484
Investor Class	$	488,035,801
Advisor Class	$	73,510,971
A Class	$	69,908,545
C Class	$	13,848,971
R6 Class	$	1,201,423,279
Net asset value, offering and redemption price per share:
Institutional Class	$	23.75
Y Class	$	23.38
Investor Class	$	22.75
Advisor Class	$	22.43
A Class	$	22.27
A Class (offering price)	$	23.63
C Class	$	21.18
R6 Class	$	23.74
† Cost of investments in unaffiliated securities	$	5,551,284,445
‡ Cost of investments in affiliated securities	$	283,635,940
§ Fair value of securities on loan	$	62,303,496
A The Fund’s investments in affiliated securities did not have unrealized appreciation (depreciation) at period end.

See accompanying notes

24

American Beacon Small Cap Value Fund^SM

Statement of Operations

For the period ended April 30, 2019 (Unaudited)

Investment income:
Dividend income from unaffiliated securities (net of foreign taxes)†	$	59,148,707
Dividend income from affiliated securities (Note 8)		2,730,752
Interest income		63,540
Income derived from securities lending (Note 9)		611,139
Total investment income		62,554,138
Expenses:
Management and sub-advisory fees (Note 2)		23,586,104
Transfer agent fees:
Institutional Class (Note 2)		680,942
Y Class (Note 2)		159,816
Investor Class		12,370
Advisor Class		3,282
A Class		5,546
C Class		1,886
R6 Class		11,354
Custody and fund accounting fees		338,076
Professional fees		147,251
Registration fees and expenses		72,946
Service fees (Note 2):
Investor Class		825,737
Advisor Class		107,491
A Class		61,382
C Class		7,732
Distribution fees (Note 2):
Advisor Class		90,461
A Class		83,040
C Class		63,294
Prospectus and shareholder report expenses		172,937
Trustee fees (Note 2)		214,058
Other expenses		179,471
Total expenses		26,825,176
Net investment income		35,728,962
Realized and unrealized gain (loss) from investments:
Net realized gain (loss) from:
Investments in unaffiliated securitiesA		(50,021,646	)
Commission recapture (Note 1)		13,868
Foreign currency transactions		260
Futures contracts		(7,810,475	)
Change in net unrealized appreciation of:
Investments in unaffiliated securitiesB		290,974,757
Foreign currency transactions		1,284
Futures contracts		29,168,456
Net gain from investments		262,326,504
Net increase in net assets resulting from operations	$	298,055,466
† Foreign taxes	$	117,536
A The Fund did not recognize net realized gains (losses) from the sale of investments in affiliated securities.
B The Fund’s investments in affiliated securities did not have a change in unrealized appreciation (depreciation) at period end.

See accompanying notes

25

American Beacon Small Cap Value Fund^SM

Statement of Changes in Net Assets

	Six Months Ended April 30, 2019			Year Ended October 31, 2018
	(unaudited)
Increase (decrease) in net assets:
Operations:
Net investment income	$	35,728,962		$	44,003,539
Net realized gain (loss) from investments in unaffiliated securities, commission recapture, foreign currency transactions, and futures contracts		(57,817,993	)		706,938,150
Change in net unrealized appreciation (depreciation) of investments in unaffiliated securities, foreign currency transactions, and futures contracts		320,144,497			(944,177,325	)
Net increase (decrease) in net assets resulting from operations		298,055,466			(193,235,636	)
Distributions to shareholders:
Total retained earnings:
Institutional Class		(510,792,955	)		(483,990,858	)
Y Class		(37,948,890	)		(34,475,891	)
Investor Class		(60,820,852	)		(58,686,508	)
Advisor Class		(8,576,119	)		(8,714,846	)
A Class		(8,031,569	)		(6,415,873	)
C Class		(1,576,223	)		(1,398,033	)
R6 Class		(107,632,048	)		(35,513,779	)
Net distributions to shareholders		(735,378,656	)		(629,195,788	)
Capital share transactions (Note 11):
Proceeds from sales of shares		1,024,590,783			1,841,822,459
Reinvestment of dividends and distributions		708,177,544			608,543,857
Cost of shares redeemed		(1,271,507,485	)		(2,123,030,353	)
Net increase in net assets from capital share transactions		461,260,842			327,335,963
Net increase (decrease) in net assets		23,937,652			(495,095,461	)
Net assets:
Beginning of period		6,545,273,234			7,040,368,695
End of period	$	6,569,210,886		$	6,545,273,234

See accompanying notes

26

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

1.  Organization and Significant Accounting Policies

American Beacon Funds (the “Trust”), is organized as a Massachusetts business trust. The Fund, a series within the Trust, is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company. As of April 30, 2019, the Trust consists of thirty-three active series, one of which is presented in this filing: American Beacon Small Cap Value Fund (the “Fund”). The remaining thirty-two active series are reported in separate filings.

American Beacon Advisors, Inc. (the “Manager”) is a Delaware corporation and a wholly-owned subsidiary of Resolute Investment Managers, Inc. (“RIM”) organized in 1986 to provide business management, advisory, administrative, and asset management consulting services to the Trust and other investors. The Manager is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). RIM is, in turn, a wholly-owned subsidiary of Resolute Acquisition, Inc., which is a wholly-owned subsidiary of Resolute Topco, Inc., a wholly-owned subsidiary of Resolute Investment Holdings, LLC (“RIH”). RIH is owned primarily by Kelso Investment Associates VIII, L.P., KEP VI, LLC and Estancia Capital Partners L.P., investment funds affiliated with Kelso & Company, L.P. (“Kelso”) or Estancia Capital Management, LLC (“Estancia”), which are private equity firms.

Recent Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-08, Premium Amortization of Purchased Callable Debt Securities. The amendments in the ASU shorten the premium amortization period on a purchased callable debt security from the security’s contractual life to the earliest call date. It is anticipated that this change will enhance disclosures by reducing losses recognized when a security is called on an earlier date. This ASU is effective for fiscal years beginning after December 15, 2018. The Manager continues to evaluate the impact this ASU will have on the financial statements and other disclosures.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (“Topic 820”). The amendments in the ASU impact disclosure requirements for fair value measurement. It is anticipated that this change will enhance the effectiveness of disclosures in the notes to the financial statements. This ASU is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted and can include the entire standard or certain provisions that exclude or amend disclosures. For the period ended April 30, 2019, the Fund has chosen to adopt the standard. The adoption of this ASU guidance did not have a material impact on the financial statements and other disclosures.

Class Disclosure

The 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	Eligible Investors	Minimum Initial Investments
Institutional	Large institutional investors - sold directly or through intermediary channels.	$	250,000
Y Class	Large institutional retirement plan investors - sold directly or through intermediary channels.	$	100,000
Investor	All investors using intermediary organizations, such as broker-dealers or retirement plan sponsors.	$	2,500
Advisor Class	All investors who invest through intermediary organizations, such as broker-dealers or third party administrators.	$	2,500
A Class	All investors who invest through intermediary organizations, such as broker-dealers or third party administrator. Retail investors who invest directly through a financial intermediary such as a broker, bank, or registered investment advisor which may include a front-end sales charge and a contingent deferred sales charge (“CDSC”).	$	2,500

27

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Class	Eligible Investors	Minimum Initial Investments
C Class	Retail investors who invest directly through a financial intermediary, such as a broker or through employee directed benefit plans with applicable sales charges which may include CDSC.	$	1,000
R6 Class	Large institutional retirement plan investors - sold through retirement plan sponsors.		None

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 respective Fund. Class specific expenses, where applicable, currently include service, distribution, transfer agent fees, and sub-transfer agent fees that vary amongst the classes as described more fully in Note 2.

Significant Accounting Policies

The following is a summary of significant accounting policies, consistently followed by the Fund in preparation of the financial statements. The Fund is considered an investment company and accordingly, follows the investment company accounting and reporting guidance of the FASB Accounting Standards Codification Topic 946, Financial Services – Investment Companies, a part of Generally Accepted Accounting Principles (“U.S. GAAP”).

Security Transactions and Investment Income

Security transactions are recorded as of the trade date for financial reporting purposes. Securities purchased or sold on a when-issued or delayed-delivery basis may be settled beyond a standard settlement period for the security after the trade date.

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 Fund. Interest income, net of foreign taxes, is earned from settlement date, recorded on the accrual basis, and adjusted, if necessary, for accretion of discounts and amortization of premiums. Realized gains (losses) from securities sold are determined on the basis of specific lot identification.

Distributions to Shareholders

Distributions, if any, of net investment income are generally paid at least annually and recorded on the ex-dividend date. Distributions, if any, of net realized capital gains are generally paid at least annually and recorded on the ex-dividend date. Dividends to shareholders are determined in accordance with federal income tax regulations, which may differ in amount and character from net investment income and realized gains recognized for purposes of U.S. GAAP. To the extent necessary to fully distribute capital gains, the Fund may designate earnings and profits distributed to shareholders on the redemption of shares.

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.

Allocation of Income, Trust Expenses, Gains, and Losses

Investment income, realized and unrealized gains and losses from investments of the Fund is allocated daily to each class of shares based upon the relative proportion of net assets of each class to the total net assets of the

28

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Fund. Expenses directly charged or attributable to the Fund will be paid from the assets of the Fund. Generally, expenses of the Trust will be allocated among and charged to the assets of the Fund on a basis that the Trust’s Board of Trustees (the “Board”) deems fair and equitable, which may be based on the relative net assets of the Fund or nature of the services performed and relative applicability to the Fund.

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.

Other

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In 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.

2.  Transactions with Affiliates

Management and Investment Sub-Advisory Agreements

The Fund and the Manager are parties to a Management Agreement that obligates the Manager to provide the Fund with investment advisory and administrative services. As compensation for performing the duties under the Management Agreement, the Manager will receive an annualized management fee based on a percentage of the Fund’s average daily net assets that is calculated and accrued daily according to the following schedule:

First $15 billion	0.35	%
Next $15 billion	0.325	%
Over $30 billion	0.30	%

The Trust, on behalf of the Fund, and the Manager have entered into Investment Advisory Agreements with Barrow, Hanley, Mewhinney & Strauss, LLC; Brandywine Global Investment Management, LLC; Foundry Partners, LLC; Hillcrest Asset Management, LLC; Hotchkis and Wiley Capital Management, LLC; and Mellon Investments Corporation (“Sub-Advisors”) pursuant to which the Fund has agreed to pay an annualized sub-advisory fee that is calculated and accrued daily based on the Fund’s average daily net assets.

The Management and Sub-Advisory Fees paid by the Fund for the period ended April 30, 2019 were as follows:

	Effective Fee Rate			Amount of Fees Paid
Management Fees		0.35	%	$	11,082,729
Sub-Advisor Fees		0.40	%		12,503,375
Total		0.75	%	$	23,586,104

As compensation for services provided by the Manager in connection with securities lending activities conducted by the Fund, the lending Fund pays to the Manager, with respect to cash collateral posted by borrowers, a fee up to 10% of the net monthly interest income (the gross interest 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 10% of such loan fees. These fees are included in “Income derived from securities lending” and “Management and investment advisory fees” on the Statement of Operations. During the

29

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

period ended April 30, 2019, the Manager received securities lending fees of $58,790 for the securities lending activities of the Fund. Please see Note 9 for more information on securities lending.

Distribution Plans

The Fund, except for the Advisor, A, and C Classes of the Fund, has adopted a “defensive” Distribution Plan (the “Plan”) in accordance with Rule 12b-1 under the Act, pursuant to which no separate fees may be charged to the Fund for distribution purposes. However, the Plan authorizes the management fee received by the Manager and the investment advisors 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 Advisor, A, and C Classes of the Fund. Under the Distribution Plans, as compensation for distribution and shareholder servicing assistance, the Manager receives an annual fee of 0.25% of the average daily net assets of the Advisor and A Classes and 1.00% of the average daily net assets of the C Class. 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 a Service Plan that obligates the Manager to oversee additional shareholder servicing of the Investor, Advisor, A, and C Classes of the Fund. As compensation for performing the duties required under the Service Plan, the Manager receives an annualized fee up to 0.25% of the average daily net assets of the A and C Classes, up to 0.25% of the average daily net assets of the Advisor Class, and up to 0.375% of the average daily net assets of the Investor Class of the Fund.

Sub-Transfer Agent Fees

The Manager has entered into agreements, which include servicing agreements, with financial intermediaries that provide recordkeeping, processing, shareholder communications and other services to customers of the intermediaries that hold positions in the Institutional and Y Classes of the Fund and has agreed to compensate the intermediaries for providing these services. Intermediaries transact with the Fund primarily through the use of omnibus accounts on behalf of their customers who hold positions in the Fund. Certain services would have been provided by the Fund’s transfer agent and other service providers if the shareholders’ accounts were maintained directly by the Fund’s transfer agent. Accordingly, the Fund, pursuant to Board approval, has agreed to reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries for the Institutional and Y Classes. The reimbursement amounts (sub-transfer agent fees) paid to the Manager are subject to a fee limit of up to 0.10% of an intermediary’s average net assets in the Institutional and Y Classes on an annual basis. During the period ended April 30, 2019, the sub-transfer agent fees, as reflected in “Transfer agent fees” on the Statement of Operations, were as follows:

Fund	Sub-Transfer Agent Fees
Small Cap Value	$	761,285

As of April 30, 2019, the Fund owed the Manager the following reimbursement of sub-transfer agent fees, as reflected in “Transfer agent fees payable” on the Statement of Assets and Liabilities:

Fund	Reimbursement Sub-Transfer Agent Fees
Small Cap Value	$	78,249

30

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Brokerage Commissions

Affiliated entities of a sub-advisor to the Fund received commissions on purchases and sales of the Fund’s portfolio securities totaling $69,377 for the period ended April 30, 2019.

Investments in Affiliated Funds

The Fund may invest in the American Beacon U.S. Government Money Market Select Fund (the “USG Select Fund”). Cash collateral received by the Fund in connection with securities lending may also be invested in the USG Select Fund. The Fund and the USG Select Fund have the same investment advisor and therefore, are considered to be affiliated. The Manager serves as investment advisor to the USG Select Fund and receives management fees and administrative fees totaling 0.10% of the average daily net assets of the USG Select Fund. During the period ended April 30, 2019, the Manager earned fees on the Fund’s direct investments and securities lending collateral investments in the USG Select Fund as shown below:

Fund	Direct Investments in USG Select Fund		Securities Lending Collateral Investments in USG Select Fund		Total
Small Cap Value	$	120,017	$	47,598	$	167,615

Interfund Credit Facility

Pursuant to an exemptive order issued by the SEC, the Fund, along with other registered investment companies having management contracts with the Manager, may participate in a credit facility whereby each fund, under certain conditions, is permitted to lend money directly to and borrow directly from other participating funds for temporary purposes. The interfund credit facility is advantageous to the Fund because it provides added liquidity, and eliminates the need to maintain higher cash balances to meet redemptions. This situation could arise when shareholder redemptions exceed anticipated volumes and certain funds have insufficient cash on hand to satisfy such redemptions or when sales of securities do not settle as expected, resulting in a cash shortfall for a fund. When a fund liquidates portfolio securities to meet redemption requests, they often do not receive payment in settlement for up to two days (or longer for certain foreign transactions). Redemption requests normally are satisfied on the next business day. The credit facility provides a source of immediate, short-term liquidity pending settlement of the sale of portfolio securities. The credit facility is administered by a credit facility team consisting of professionals from the Manager’s asset management, compliance, and accounting areas who report the activities of the credit facility to the Board. During the period ended April 30, 2019, the Fund did not utilize the credit facility.

Expense Reimbursement Plan

The Fund has adopted an Expense Reimbursement Plan whereby the Manager may seek repayment of such fee reductions and expense reimbursements. Under the policy, the Manager can be reimbursed by the Fund for any contractual fee reductions or expense reimbursements if reimbursement to the Manager (a) occurs within three years after the Manager’s own waiver or reimbursement and (b) does not cause the Fund’s annual operating expenses to exceed the lesser of the contractual percentage limit in effect at the time of the waiver/reimbursement or time of recoupment. During the period ended April 30, 2019 there were no waived fees, expenses reimbursed, or recouped expenses.

Sales Commissions

The Fund’s Distributor, Resolute Investment Distributors, Inc. (“RID” or “Distributor”), may receive a portion of Class A sales charges from broker dealers and it may be used to offset distribution related expenses. During the period ended April 30, 2019, RID collected $2,424 from the sale of Class A Shares of the Fund.

31

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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 Fund’s 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 period ended April 30, 2019, there were no CDSC fees collected for Class A Shares of the Fund.

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 Fund’s 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 period ended April 30, 2019, CDSC fees of $95 were collected for Class C Shares of the Fund.

Trustee Fees and Expenses

As compensation for their service to the Trusts, each Trustee receives an annual retainer of $120,000, plus $10,000 for each Board meeting attended in person or via teleconference, $2,500 for attendance by Committee members at meetings of the Audit Committee and the Investment Committee, and $1,500 for attendance by Committee members at meetings of the Nominating and Governance Committee, plus reimbursement of reasonable expenses incurred in attending Board meetings, Committee meetings, and relevant educational seminars. The Trustees also may be compensated for attendance at special Board and/or Committee meetings from time to time. The Board Chair receives an additional annual retainer of $50,000 as well as a $2,500 fee each quarter for attendance at the committee meetings. The Chairpersons of the Audit Committee and the Investment Committee each receive an additional annual retainer of $25,000 and the Chairman of the Nominating and Governance Committee receives an additional annual retainer of $10,000. These expenses are allocated on a prorated basis to each fund of the Trusts according to its respective net assets.

3.  Security Valuation and Fair Value Measurements

The price of the Fund’s shares is based on its net asset value (“NAV”) per share. The Fund’s NAV is computed by adding total assets, subtracting all the Fund’s liabilities, and dividing the result by the total number of shares outstanding.

The NAV of each class of the Fund’s shares is determined based on a pro rata allocation of the Fund’s investment income, expenses and total capital gains and losses. The Fund’s NAV per share is determined each business day as of the regular close of trading on the New York Stock Exchange (“NYSE” or “Exchange”), which is typically 4:00 p.m. Eastern Time (“ET”). However, if trading on the NYSE closes at a time other than 4:00 p.m. ET, the Fund’s NAV per share typically would still be determined as of the regular close of trading on the NYSE. The Fund does not price its shares on days that the NYSE is closed. Foreign exchanges may permit trading in foreign securities on days when the Fund is not open for business, which may result in the value of the Fund’s portfolio investments being affected at a time when you are unable to buy or sell shares.

Equity securities, including shares of closed-end funds and exchange-traded funds (“ETFs”), are valued at the last sale price or official closing price taken from the primary exchange in which each security trades. Investments in other mutual funds are valued at the closing NAV per share on the day of valuation. Debt securities are valued at bid quotes from broker/dealers or evaluated bid prices from pricing services, who may consider a number of inputs and factors, such as prices of comparable securities, yield curves, spreads, credit ratings, coupon rates, maturity, default rates, and underlying collateral. Futures are valued based on their daily settlement prices. Exchange-traded and over-the-counter (“OTC”) options are valued at the last sale price. Options with no last sale for the day are priced at mid quote. Swaps are valued at evaluated mid prices from pricing services.

The valuation of securities traded on foreign markets and certain fixed income securities will generally be based on prices determined as of the earlier closing time of the markets on which they primarily trade unless a significant event has occurred. When the Fund holds securities or other assets that are denominated in a foreign currency, the Fund will normally use the currency exchange rates as of 4:00 p.m. ET.

32

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Securities may be valued at fair value, as determined in good faith and pursuant to procedures approved by the Board, under certain limited circumstances. For example, fair value pricing will be used when market quotations are not readily available or reliable, as determined by the Manager, such as when (i) trading for a security is restricted or stopped; (ii) a security’s trading market is closed (other than customary closings); or (iii) a security has been de-listed from a national exchange. A security with limited market liquidity may require fair value pricing if the Manager determines that the available price does not reflect the security’s true market value. In addition, if a significant event that the Manager determines to affect the value of one or more securities held by the Fund occurs after the close of a related exchange but before the determination of the Fund’s NAV, fair value pricing may be used on the affected security or securities. Securities of small-capitalization companies are also more likely to require a fair value determination using these procedures because they are more thinly traded and less liquid than the securities of larger-capitalization companies. The Fund may fair value securities as a result of significant events occurring after the close of the foreign markets in which the Fund invests as described below. In addition, the Fund may invest in illiquid securities requiring these procedures.

The Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund’s 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. If the Manager determines that the last quoted prices of non-U.S. securities will, in its judgment, materially affect the value of some or all its portfolio securities, the Manager can 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. These securities are fair valued using a pricing service, using methods approved by the Board, that 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 American Depositary Receipts (“ADRs”) and futures contracts. The Valuation Committee, established by the Board, may also fair value securities in other situations, such as when a particular foreign market is closed but the 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.

Attempts to determine the fair value of securities introduce an element of subjectivity to the pricing of securities. As a result, the price of a security determined through fair valuation techniques may differ from the price quoted or published by other sources and may not accurately reflect the market value of the security when trading resumes. If a reliable market quotation becomes available for a security formerly valued through fair valuation techniques, the Manager compares the new market quotation to the fair value price to evaluate the effectiveness of the Fund’s fair valuation procedures. If any significant discrepancies are found, the Manager may adjust the Fund’s fair valuation procedures.

Valuation Inputs

Various inputs may be used to determine the fair 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 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.

33

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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

Common stocks, ETFs, preferred securities, and financial derivative instruments, such as futures 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. Preferred securities and other equities traded on inactive markets or valued by reference to similar instruments are generally 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.

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 the 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 the 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.

4.  Securities and Other Investments

American Depositary Receipts

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

34

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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.

Common Stock

Common stock generally takes the form of shares in a corporation which represent an ownership interest. It ranks below preferred stock and debt securities in claims for dividends and for assets of the company in a liquidation or bankruptcy. The value of a company’s common stock may fall as a result of factors directly relating to that company, such as decisions made by its management or decreased demand for the company’s products or services. A stock’s value may also decline because of factors affecting not just the company, but also companies in the same industry or sector. The price of a company’s stock may also be affected by changes in financial markets that are relatively unrelated to the company, such as changes in interest rates, currency exchange rates or industry regulation. Companies that elect to pay dividends on their common stock generally only do so after they invest in their own business and make required payments to bondholders and on other debt and preferred stock. Therefore, the value of a company’s common stock will usually be more volatile than its bonds, other debt and preferred stock. Common stock may be exchange-traded or OTC. OTC stock may be less liquid than exchange-traded stock.

Other Investment Company Securities and Other Exchange-Traded Products

The Fund 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 Fund 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, the Fund becomes a shareholder of that investment company. As a result, the Fund’s shareholders indirectly will bear the Fund’s proportionate share of the fees and expenses paid by shareholders of the other investment company, in addition to the fees and expenses the Fund’s 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.

Real Estate Investment Trusts

The Fund may own shares of real estate investment trusts (“REITs”) which report information on the source of their distributions annually. The Fund 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.

5.  Financial Derivative Instruments

The Fund may utilize derivative instruments to gain market exposure on cash balances or reduce market exposure in anticipation of liquidity needs. 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.

35

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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.

During the period ended April 30, 2019, the Fund entered into futures contracts primarily for exposing cash to markets.

The Fund’s average 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 the purpose of this disclosure, volume is measured by contracts outstanding at each quarter end.

Average Futures Contracts Outstanding
Fund	Period Ended April 30, 2019
Small Cap Value		2,866

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 April 30, 2019:

Derivatives not accounted for as hedging instruments

Assets:

Credit contracts

Foreign exchange contracts

Commodity contracts

Interest rate contracts

Equity contracts

Total

Receivable for variation margin from open futures contracts(2)

$

–

$

–

$

–

$

–

$

6,618,314

$

6,618,314

The effect of financial derivative instruments on the Statement of Operations as of April 30, 2019:
	Derivatives not accounted for as hedging instruments
Realized gain (loss) from derivatives recognized as a result of operations	Credit contracts			Foreign exchange contracts			Commodity contracts			Interest rate contracts			Equity contracts				Total
Futures contracts		$	–		$	–		$	–		$	–		$	(7,810,475	)		$	(7,810,475	)
Net change in unrealized appreciation (depreciation) of derivatives recognized as a result from operations:	Credit contracts			Foreign exchange contracts			Commodity contracts			Interest rate contracts			Equity contracts				Total
Futures contracts		$	–		$	–		$	–		$	–		$	29,168,456			$	29,168,456

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

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

36

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Offsetting Assets and Liabilities

The Fund is a party to enforceable master netting agreements between brokers and counterparties which provide for the right to offset under certain circumstances. The Fund employs multiple money managers and counterparties and has elected not to offset qualifying financial and derivative instruments on the Statement 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, April 30, 2019.

Offsetting of Financial and Derivative Assets as of April 30, 2019:
	Assets			Liabilities
Futures Contracts	$	6,618,314		$	-
Total derivative assets and liabilities in the Statement of Assets and Liabilities	$	6,618,314		$	-
Derivatives not subject to a Master Netting Agreement or similar agreement (“MNA”)	$	(6,618,314	)	$	-

	Remaining Contractual Maturity of the Agreements As of April 30, 2019
	Overnight and Continuous		<30 days		Between 30 & 90 days		>90 days		Total
Securities Lending Transactions
Common Stocks	$	64,245,032	$	-	$	-	$	-	$	64,245,032
Total Borrowings	$	64,245,032	$	-	$	-	$	-	$	64,245,032
Gross amount of recognized liabilities for securities lending transactions									$	64,245,032

6.  Principal Risks

Investing in the Fund may involve certain risks including, but not limited to, those described below.

Equity Investments Risk

Equity securities are subject to market risk. The Fund’s investments in equity securities may include common stocks, REITs, depositary receipts, and U.S. dollar-denominated foreign stocks traded on U.S. exchanges. Such investments may expose the Fund to additional risk. The value of a company’s common stock may fall as a result of factors affecting the company, companies in the same industry or sector, or the financial markets overall. Common stock generally is subordinate to preferred stock upon the liquidation or bankruptcy of the issuing company. Investments in REITs are subject to the risks associated with investing in the real estate industry such as adverse developments affecting the real estate industry and real property values. Depositary receipts and U.S. dollar-denominated foreign stocks traded on U.S. exchanges are subject to certain of the risks associated with investing directly in foreign securities, including, but not limited to, currency fluctuations and political and financial instability in the home country of a particular depositary receipt or foreign stock.

Foreign Investing Risk

Non-U.S. investments carry potential risks not associated with U.S. investments. Such risks include, but are not limited to: (1) currency exchange rate fluctuations, (2) political and financial instability, (3) less liquidity, (4) lack of uniform accounting, auditing and financial reporting standards, (5) increased price volatility, (6) less government regulation and supervision of foreign stock exchanges, brokers and listed companies, and (7) delays in transaction settlement in some foreign markets.

37

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Futures Contracts Risk

Futures contracts are derivative instruments where one party pays a fixed price for an agreed amount of securities or other underlying assets at an agreed date. The use of such derivative instruments may expose the Fund to additional risks that it would not be subject to if it invested directly in the securities underlying those derivatives. Futures contracts may experience potentially dramatic price changes (losses) and imperfect correlation between the price of the contract and the underlying security or index, which will increase the volatility of the Fund and may involve a small investment of cash (the amount of initial and variation margin) relative to the magnitude of the risk assumed (the potential increase or decrease in the price of the futures contract).

Market Risk

Conditions in the U.S. and many foreign economies have resulted, and may continue to result, in certain instruments experiencing unusual liquidity issues, increased price volatility and, in some cases, credit downgrades and increased likelihood of default. These events have reduced the willingness and ability of some lenders to extend credit, and have made it more difficult for some borrowers to obtain financing on attractive terms, if at all. In some cases, traditional market participants have been less willing to make a market in some types of debt instruments, which has affected the liquidity of those instruments. During times of market turmoil, investors tend to look to the safety of securities issued or backed by the U.S. Treasury, causing the prices of these securities to rise and the yields to decline. Reduced liquidity in fixed income and credit markets may negatively affect many issuers worldwide. In addition, global economies and financial markets are becoming increasingly interconnected, which increases the possibilities that conditions in one country or region might adversely impact issuers in a different country or region. A rise in protectionist trade policies, and the possibility of changes to some international trade agreements, could affect the economies of many nations in ways that cannot necessarily be foreseen at the present time.

In response to the financial crisis, the U.S. and other governments, the Federal Reserve, and certain foreign central banks have taken steps to support financial markets. In some countries where economic conditions are recovering, they are nevertheless perceived as still fragile. Withdrawal of government support, failure of efforts in response to the crisis, or investor perception that such efforts are not succeeding, could adversely impact the value and liquidity of certain securities. The severity or duration of adverse economic conditions may also be affected by policy changes made by governments or quasi-governmental organizations, including changes in tax laws. The impact of new financial regulation legislation on the markets and the practical implications for market participants may not be fully known for some time. Regulatory changes are causing some financial services companies to exit long-standing lines of business, resulting in dislocations for other market participants. In addition, political and diplomatic events within the U.S. and abroad, such as the U.S. government’s inability at times to agree on a long-term budget and deficit reduction plan, the threat of a federal government shutdown and threats not to increase the federal government’s debt limit, may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree. The U.S. government has recently reduced the federal corporate income tax rate, and future legislative, regulatory and policy changes may result in more restrictions on international trade, less stringent prudential regulation of certain players in the financial markets, and significant new investments in infrastructure and national defense. Markets may react strongly to expectations about the changes in these policies, which could increase volatility, especially if the market’s expectations for changes in government policies are not borne out.

Changes in market conditions will not have the same impact on all types of securities. Interest rates have been unusually low in recent years in the U.S. and abroad. Because there is little precedent for this situation, it is difficult to predict the impact of a significant rate increase on various markets. For example, because investors may buy securities or other investments with borrowed money, a significant increase in interest rates may cause a decline in the markets for those investments. Regulators have expressed concern that rate increases may cause investors to sell fixed income securities faster than the market can absorb them, contributing to price volatility. In addition, there is a risk that the prices of goods and services in the U.S. and many foreign economies may decline

38

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

overtime, known as deflation (the opposite of inflation). Deflation may have an adverse effect on stock prices and creditworthiness and may make defaults on debt more likely. If a country’s economy slips into a deflationary pattern, it could last for a prolonged period and may be difficult to reverse.

The precise details and the resulting impact of the United Kingdom’s vote to leave the European Union (the “EU”), commonly referred to as “Brexit,” are not yet known. The effect on the United Kingdom’s economy will likely depend on the nature of trade relations with the EU and other major economies following its exit, which are matters to be negotiated. The outcomes may cause increased volatility and have a significant adverse impact on world financial markets, other international trade agreements, and the United Kingdom and European economies, as well as the broader global economy for some time, which could significantly adversely affect the value of the Fund’s investments in the United Kingdom and Europe.

Multiple Sub-Advisor Risk

The Manager may allocate the Fund’s assets among multiple sub-advisors, each of which is responsible for investing its allocated portion of the Fund’s assets. To a significant extent, the Fund’s performance will depend on the success of the Manager in allocating the Fund’s assets to sub-advisors and its selection and oversight of the sub-advisors. Because each sub-advisor manages its allocated portion of the Fund independently from another sub-advisor, the same security may be held in different portions of the Fund, or may be acquired for one portion of the Fund at a time when a sub-advisor to another portion deems it appropriate to dispose of the security from that other portion, resulting in higher expenses without accomplishing any net result in the Fund’s holdings. Similarly, under some market conditions, one sub-advisor may believe that temporary, defensive investments in short-term instruments or cash are appropriate when another sub-advisor believes continued exposure to the equity or debt markets is appropriate for its allocated portion of the Fund. Because each sub-advisor directs the trading for its own portion of the Fund, and does not aggregate its transactions with those of the other sub-advisors, the Fund may incur higher brokerage costs than would be the case if a single sub-advisor were managing the entire Fund. In addition, while the Manager seeks to allocate the Fund’s assets among the Fund’s sub-advisors in a manner that it believes is consistent with achieving the Fund’s investment objective(s), the Manager may be subject to potential conflicts of interest in allocating the Fund’s assets among sub-advisors, due to factors that could impact the Manager’s revenues and profits.

Other Investment Companies Risk

The Funds may invest in shares of other registered investment companies, including money market funds that are advised by the Manager. To the extent that the Funds invests in shares of other registered investment companies, the Funds will indirectly bear fees and expenses, including for example, advisory and administrative fees, charged by those investment companies in addition to the Funds’ direct fees and expenses and will be subject to the risks associated with investments in those companies. For example, the Funds’ investments in money market funds are subject to interest rate risk, credit risk, and market risk. The Funds must rely on the investment company in which it invests to achieve its investment objective. If the investment company fails to achieve its investment objective, the value of the Funds’ investment will decline, adversely affecting the Funds’ performance. To the extent the Funds invest in other investment companies that invest in equity securities, fixed-income securities and/or foreign securities, or track an index, the Funds are subject to the risks associated with the underlying investments held by the investment company or the index fluctuations to which the investment company is subject.

Sector Risk

Sector risk is the risk associated with a Fund holding a significant amount of investments in similar businesses, which would be similarly affected by particular economic or market events, which may, in certain circumstances, cause the value of the equity and debt securities of companies in a particular sector of the market to change. To the extent a Fund has substantial holdings within a particular sector, the risks to a Fund associated with that sector increase.

39

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

To the extent a Fund invests in the financial services sector, the value of the Fund’s shares may be particularly vulnerable to factors affecting that sector, such as the availability and cost of capital funds, changes in interest rates, the rate of corporate and consumer debt defaults, extensive government regulation and price competition. The value of a Fund’s shares could experience significantly greater volatility than investment companies investing more broadly.

Securities Lending Risk

A Fund may lend its portfolio securities to brokers, dealers and financial institutions to seek income. There is a risk that a borrower may default on its obligations to return loaned securities; however, a Fund’s securities lending agent indemnifies the Fund against that risk. There is a risk that the assets of a Fund’s securities lending agent may be insufficient to satisfy any contractual indemnification requirements to the Fund. Borrowers of a Fund’s securities typically provide collateral in the form of cash that is reinvested in securities. A Fund will be responsible for the risks associated with the investment of cash collateral, including any collateral invested in an affiliated money market fund. A Fund may lose money on its investment of cash collateral or may fail to earn sufficient income on its investment to meet obligations to the borrower. In addition, delays may occur in the recovery of securities from borrowers, which could interfere with a Fund’s ability to vote proxies or to settle transactions and there is the risk of possible loss of rights in the collateral should the borrower fail financially. In any case in which the loaned securities are not returned to a Fund before an ex-dividend date, the payment in lieu of the dividend that the Fund receives from the securities’ borrower would not qualify for treatment as “qualified dividend income”.

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 distributions 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 unrecorded tax liabilities in the accompanying financial statements. Each of the tax years in the four year period ended October 31, 2018 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 expenses” on the Statement of Operations.

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 (depreciation), as applicable, as the income is earned or capital gains are recorded.

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.

As of April 30, 2019 the tax cost for the Fund and their respective gross unrealized appreciation (depreciation) were as follows:

Fund	Tax Cost		Unrealized Appreciation		Unrealized (Depreciation)			Net  Unrealized Appreciation (Depreciation)
Small Cap Value	$	5,930,419,255	$	1,015,697,112	$	(310,843,387	)	$	704,853,725

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

40

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

As of October 31, 2018, the Fund did not have any capital loss carryforwards.

8.  Investment Transactions

The aggregate cost of purchases and proceeds from sales and maturities of investments, other than short-term obligations, for the period ended April 30, 2019 were as follows:

Fund	Purchases  (non-U.S. Government Securities)		Sales  (non-U.S. Government Securities)
Small Cap Value	$	1,635,069,349	$	1,714,688,980

A summary of the Fund’s transactions in the USG Select Fund for the period ended April 30, 2019 were as follows:

Fund	Type of Transaction	October 31, 2018 Shares/Fair Value		Purchases		Sales		April 30, 2019 Shares/Fair Value		Dividend Income
Small Cap Value	Direct	$	231,346,704	$	1,350,638,389	$	1,362,594,185	$	219,390,908	$	2,730,752
Small Cap Value	Securities Lending		131,390,683		371,555,660		438,701,311		64,245,032		N/A

9.  Securities Lending

The 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.

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, provided the investments meet certain quality and diversification requirements. Securities purchased with cash collateral proceeds are listed in the Fund’s Schedule of Investments and the collateral is shown on the Statement of Assets and Liabilities as a payable.

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 retained 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

41

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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 April 30, 2019, the value of outstanding securities on loan and the value of collateral were as follows:

Fund	Market Value of Securities on Loan		Cash Collateral Received		Non-Cash Collateral Received		Total Collateral Received
Small Cap Value	$	62,303,496	$	64,245,032	$	-	$	64,245,032

Cash collateral is listed on the Fund’s Schedule of Investments and is shown on the Statement of Assets and Liabilities. Income earned on these investments is included in “Income derived from securities lending” on the Statement 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 Statement of Assets and Liabilities.

10.  Borrowing Arrangements

Effective November 15, 2018 (the “Effective Date”), the Fund, along with certain other funds managed by the Manager (“Participating Funds”), entered into a committed revolving line of credit (the “Committed Line”) agreement with State Street Bank and Trust Company (the “Bank”) to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Committed Line is $250 million with interest at a rate equal to the higher of (a) one-month London Inter-Bank Offered Rate (“LIBOR”) plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on amounts borrowed. Each of the Participating Funds will pay a closing fee of $100,000 on the Effective Date and a quarterly commitment fee at a rate of 0.25% per annum on the unused portion of the Committed Line amount. The Committed Line expires November 14, 2019, unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

On the Effective Date, the Fund, along with certain other Participating Funds managed by the Manager, also entered into an uncommitted discretionary demand revolving line of credit (the “Uncommitted Line”) agreement with the Bank to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Uncommitted Line is $50 million with interest at a rate equal to the higher of (a) one-month LIBOR plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on each outstanding loan. Each of the Participating Funds will pay a closing fee of $35,000 on the Effective Date. The Uncommitted Line expires November 14, 2019 unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

The Participating Funds paid administration, legal and arrangement fees, which are recognized as a component of “Other expenses” on the Statement of Operations, along with commitment fees, that have been allocated among the Participating Funds based on average daily net assets.

During the period ended April 30, 2019, the Fund did not utilize this facility.

42

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

11.  Capital Share Transactions

The tables below summarize the activity in capital shares for each Class of the Fund:

	Institutional Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Small Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		26,481,133		$	584,054,772			28,795,136		$	813,629,911
Reinvestment of dividends		25,003,927			493,827,557			16,834,084			466,809,134
Shares redeemed		(41,790,040	)		(955,719,683	)		(56,760,794	)		(1,614,754,138	)
Net increase (decrease) in shares outstanding		9,695,020		$	122,162,646			(11,131,574	)	$	(334,315,093	)
	Y Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Small Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		2,810,865		$	63,194,432			4,344,937		$	121,072,021
Reinvestment of dividends		1,746,520			33,969,817			1,202,236			32,893,173
Shares redeemed		(4,644,848	)		(101,210,306	)		(5,295,216	)		(145,505,953	)
Net increase (decrease) in shares outstanding		(87,463	)	$	(4,046,057	)		251,957		$	8,459,241
	Investor Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Small Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		2,568,820		$	56,145,586			3,480,761		$	95,354,068
Reinvestment of dividends		3,117,232			59,040,372			2,130,538			56,927,968
Shares redeemed		(5,679,342	)		(123,883,444	)		(7,367,883	)		(200,093,625	)
Net increase (decrease) in shares outstanding		6,710		$	(8,697,486	)		(1,756,584	)	$	(47,811,589	)
	Advisor Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Small Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		401,371		$	8,480,472			690,534		$	18,573,884
Reinvestment of dividends		459,107			8,576,120			330,358			8,714,846
Shares redeemed		(715,513	)		(15,900,012	)		(1,403,591	)		(37,945,197	)
Net increase (decrease) in shares outstanding		144,965		$	1,156,580			(382,699	)	$	(10,656,467	)
	A Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Small Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		541,019		$	12,020,638			1,187,223		$	32,064,750
Reinvestment of dividends		428,577			7,950,119			241,813			6,345,165
Shares redeemed		(523,681	)		(11,403,161	)		(1,004,403	)		(26,949,383	)
Net increase in shares outstanding		445,915		$	8,567,596			424,633		$	11,460,532
	C Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Small Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		98,315		$	2,005,781			94,040		$	2,432,559
Reinvestment of dividends		85,773			1,516,472			53,040			1,339,793
Shares redeemed		(101,545	)		(2,019,936	)		(144,241	)		(3,717,938	)
Net increase in shares outstanding		82,543		$	1,502,317			2,839		$	54,414

43

American Beacon Small Cap Value Fund^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

	R6 Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Small Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		13,447,258		$	298,689,102			26,568,807		$	758,695,266
Reinvestment of dividends		5,232,882			103,297,087			1,281,161			35,513,778
Shares redeemed		(2,593,873	)		(61,370,943	)		(3,354,657	)		(94,064,119	)
Net increase in shares outstanding		16,086,267		$	340,615,246			24,495,311		$	700,144,925

12.  Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

44

American Beacon Small Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Institutional Class
	Six Months Ended April 30, 2019			Year Ended October 31, 2018			Year Ended October 31, 2017			Year EndedA October 31, 2016			Year Ended October 31, 2015			Year EndedB October 31, 2014
	(unaudited)
Net asset value, beginning of period	$	26.14		$	29.51		$	24.36		$	24.69		$	27.80		$	28.04
Income (loss) from investment operations:
Net investment income		0.14			0.21			0.17			0.23			0.24			0.17
Net gains (losses) on investments (both realized and unrealized)		0.49			(0.94	)		5.83			0.79			0.02			2.18
Total income (loss) from investment operations		0.63			(0.73	)		6.00			1.02			0.26			2.35
Less distributions:
Dividends from net investment income		(0.18	)		(0.15	)		(0.23	)		(0.20	)		(0.19	)		(0.14	)
Distributions from net realized gains		(2.84	)		(2.49	)		(0.62	)		(1.15	)		(3.18	)		(2.45	)
Total distributions		(3.02	)		(2.64	)		(0.85	)		(1.35	)		(3.37	)		(2.59	)
Net asset value, end of period	$	23.75		$	26.14		$	29.51		$	24.36		$	24.69		$	27.80
Total returnC		4.75	%D		(2.96	)%		24.80	%		4.58	%		0.87	%		8.78	%
Ratios and supplemental data:
Net assets, end of period	$	4,414,121,835		$	4,604,864,422		$	5,527,380,111		$	4,717,291,753		$	4,313,522,956		$	4,002,884,144
Ratios to average net assets:
Expenses, before reimbursements		0.82	%E		0.80	%		0.82	%		0.83	%		0.81	%		0.80	%
Expenses, net of reimbursements		0.82	%E		0.80	%		0.82	%		0.83	%		0.81	%		0.80	%
Net investment income, before expense reimbursements		1.17	%E		0.66	%		0.58	%		1.01	%		0.99	%		0.67	%
Net investment income, net of reimbursements		1.17	%E		0.66	%		0.58	%		1.01	%		0.99	%		0.67	%
Portfolio turnover rate		27	%D		69	%		48	%		53	%		47	%		73	%

^A On June 20, 2016, Dreman Value Management, LLC was terminated and ceased managing assets of the Small Cap Value Fund, and was replaced by Foundry Partners, LLC.

^B On August 19, 2014, Opus Capital Group, LLC was terminated and ceased managing assets of the Small Cap Value Fund. On March 17, 2014, Barrow Hanley, Mewhinney & Strauss, LLC began managing additional assets of the Small Cap Value Fund. On September 19, 2014, Hillcrest Asset Management, LLC began managing assets of the Small Cap Value Fund.

^C 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 U.S. GAAP 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.

^D Not annualized.

^E Annualized.

See accompanying notes

45

American Beacon Small Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Y Class
	Six Months Ended April 30, 2019			Year Ended October 31, 2018			Year Ended October 31, 2017			Year EndedA October 31, 2016			Year Ended October 31, 2015			Year EndedB October 31, 2014
	(unaudited)
Net asset value, beginning of period	$	25.77		$	29.13		$	24.06		$	24.41		$	27.52		$	27.81
Income (loss) from investment operations:
Net investment income		0.13			0.17			0.12			0.23			0.23			0.18
Net gains (losses) on investments (both realized and unrealized)		0.48			(0.90	)		5.78			0.76			0.01			2.12
Total income (loss) from investment operations		0.61			(0.73	)		5.90			0.99			0.24			2.30
Less distributions:
Dividends from net investment income		(0.16	)		(0.14	)		(0.21	)		(0.19	)		(0.17	)		(0.14	)
Distributions from net realized gains		(2.84	)		(2.49	)		(0.62	)		(1.15	)		(3.18	)		(2.45	)
Total distributions		(3.00	)		(2.63	)		(0.83	)		(1.34	)		(3.35	)		(2.59	)
Net asset value, end of period	$	23.38		$	25.77		$	29.13		$	24.06		$	24.41		$	27.52
Total returnC		4.70	%D		(3.03	)%		24.70	%		4.49	%		0.79	%		8.67	%
Ratios and supplemental data:
Net assets, end of period	$	308,361,484		$	342,125,601		$	379,409,116		$	296,082,333		$	251,360,287		$	190,416,114
Ratios to average net assets:
Expenses, before reimbursements		0.89	%E		0.87	%		0.90	%		0.90	%		0.90	%		0.89	%
Expenses, net of reimbursements		0.89	%E		0.87	%		0.90	%		0.90	%		0.90	%		0.89	%
Net investment income, before expense reimbursements		1.11	%E		0.59	%		0.50	%		0.94	%		0.90	%		0.58	%
Net investment income, net of reimbursements		1.11	%E		0.59	%		0.50	%		0.94	%		0.90	%		0.58	%
Portfolio turnover rate		27	%D		69	%		48	%		53	%		47	%		73	%

^A On June 20, 2016, Dreman Value Management, LLC was terminated and ceased managing assets of the Small Cap Value Fund, and was replaced by Foundry Partners, LLC.

^B On August 19, 2014, Opus Capital Group, LLC was terminated and ceased managing assets of the Small Cap Value Fund. On March 17, 2014, Barrow Hanley, Mewhinney & Strauss, LLC began managing additional assets of the Small Cap Value Fund. On September 19, 2014, Hillcrest Asset Management, LLC began managing assets of the Small Cap Value Fund.

^C 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 U.S. GAAP 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.

^D Not annualized.

^E Annualized.

See accompanying notes

46

American Beacon Small Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Investor Class
	Six Months Ended April 30,			Year Ended October 31,			Year Ended October 31,			Year EndedA October 31,			Year Ended October 31,			Year EndedB October 31,
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	25.12		$	28.46		$	23.52		$	23.86		$	26.96		$	27.27
Income (loss) from investment operations:
Net investment income		0.10			0.11			0.11			0.19			0.18			0.10
Net gains (losses) on investments (both realized and unrealized)		0.46			(0.89	)		5.60			0.73			(0.02	)		2.09
Total income (loss) from investment operations		0.56			(0.78	)		5.71			0.92			0.16			2.19
Less distributions:
Dividends from net investment income		(0.09	)		(0.07	)		(0.15	)		(0.11	)		(0.08	)		(0.05	)
Distributions from net realized gains		(2.84	)		(2.49	)		(0.62	)		(1.15	)		(3.18	)		(2.45	)
Total distributions		(2.93	)		(2.56	)		(0.77	)		(1.26	)		(3.26	)		(2.50	)
Net asset value, end of period	$	22.75		$	25.12		$	28.46		$	23.52		$	23.86		$	26.96
Total returnC		4.56	%D		(3.28	)%		24.43	%		4.27	%		0.50	%		8.40	%
Ratios and supplemental data:
Net assets, end of period	$	488,035,801		$	538,602,473		$	660,241,571		$	617,552,712		$	723,044,801		$	851,731,763
Ratios to average net assets:
Expenses, before reimbursements		1.13	%E		1.13	%		1.12	%		1.14	%		1.15	%		1.16	%
Expenses, net of reimbursements		1.13	%E		1.13	%		1.12	%		1.14	%		1.15	%		1.16	%
Net investment income, before expense reimbursements		0.86	%E		0.33	%		0.27	%		0.70	%		0.67	%		0.33	%
Net investment income, net of reimbursements		0.86	%E		0.33	%		0.27	%		0.70	%		0.67	%		0.33	%
Portfolio turnover rate		27	%D		69	%		48	%		53	%		47	%		73	%

^A On June 20, 2016, Dreman Value Management, LLC was terminated and ceased managing assets of the Small Cap Value Fund, and was replaced by Foundry Partners, LLC.

^B On August 19, 2014, Opus Capital Group, LLC was terminated and ceased managing assets of the Small Cap Value Fund. On March 17, 2014, Barrow Hanley, Mewhinney & Strauss, LLC began managing additional assets of the Small Cap Value Fund. On September 19, 2014, Hillcrest Asset Management, LLC began managing assets of the Small Cap Value Fund.

^C 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 U.S. GAAP 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.

^D Not annualized.

^E Annualized.

See accompanying notes

47

American Beacon Small Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Advisor ClassA
	Six Months Ended April 30,			Year Ended October 31,			Year Ended October 31,			Year EndedB October 31,			Year Ended October 31,			Year EndedC October 31,
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	24.77		$	28.09		$	23.22		$	23.60		$	26.69		$	27.06
Income (loss) from investment operations:
Net investment income		0.07			0.06			0.03			0.12			0.13			0.06
Net gains (losses) on investments (both realized and unrealized)		0.46			(0.88	)		5.57			0.73			0.01			2.07
Total income (loss) from investment operations		0.53			(0.82	)		5.60			0.85			0.14			2.13
Less distributions:
Dividends from net investment income		(0.03	)		(0.01	)		(0.11	)		(0.08	)		(0.05	)		(0.05	)
Distributions from net realized gains		(2.84	)		(2.49	)		(0.62	)		(1.15	)		(3.18	)		(2.45	)
Total distributions		(2.87	)		(2.50	)		(0.73	)		(1.23	)		(3.23	)		(2.50	)
Net asset value, end of period	$	22.43		$	24.77		$	28.09		$	23.22		$	23.60		$	26.69
Total returnD		4.46	%E		(3.44	)%		24.26	%		4.01	%		0.41	%		8.22	%
Ratios and supplemental data:
Net assets, end of period	$	73,510,971		$	77,578,775		$	98,718,359		$	110,205,158		$	98,224,328		$	102,681,998
Ratios to average net assets:
Expenses, before reimbursements		1.34	%F		1.28	%		1.30	%		1.31	%		1.31	%		1.29	%
Expenses, net of reimbursements		1.34	%F		1.28	%		1.30	%		1.31	%		1.31	%		1.29	%
Net investment income, before expense reimbursements		0.65	%F		0.18	%		0.11	%		0.53	%		0.51	%		0.18	%
Net investment income, net of reimbursements		0.65	%F		0.18	%		0.11	%		0.53	%		0.51	%		0.18	%
Portfolio turnover rate		27	%E		69	%		48	%		53	%		47	%		73	%

^A On January 15, 2016, the Retirement Class closed and the assets were merged into the Advisor Class.

^B On June 20, 2016, Dreman Value Management, LLC was terminated and ceased managing assets of the Small Cap Value Fund, and was replaced by Foundry Partners, LLC.

^C On August 19, 2014, Opus Capital Group, LLC was terminated and ceased managing assets of the Small Cap Value Fund. On March 17, 2014, Barrow Hanley, Mewhinney & Strauss, LLC began managing additional assets of the Small Cap Value Fund. On September 19, 2014, Hillcrest Asset Management, LLC began managing assets of the Small Cap Value Fund.

^D 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 U.S. GAAP 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.

^E Not annualized.

^F Annualized.

See accompanying notes

48

American Beacon Small Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	A Class
	Six Months Ended April 30,			Year Ended October 31,			Year Ended October 31,			Year EndedA October 31,			Year Ended October 31,			Year EndedB October 31,
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	24.65		$	27.99		$	23.14		$	23.54		$	26.63		$	27.03
Income (loss) from investment operations:
Net investment income		0.08			0.07			0.07			0.15			0.13			0.11
Net gains (losses) on investments (both realized and unrealized)		0.45			(0.86	)		5.53			0.73			0.02			2.03
Total income (loss) from investment operations		0.53			(0.79	)		5.60			0.88			0.15			2.14
Less distributions:
Dividends from net investment income		(0.07	)		(0.06	)		(0.13	)		(0.13	)		(0.06	)		(0.09	)
Distributions from net realized gains		(2.84	)		(2.49	)		(0.62	)		(1.15	)		(3.18	)		(2.45	)
Total distributions		(2.91	)		(2.55	)		(0.75	)		(1.28	)		(3.24	)		(2.54	)
Net asset value, end of period	$	22.27		$	24.65		$	27.99		$	23.14		$	23.54		$	26.63
Total returnC		4.52	%D		(3.37	)%		24.36	%		4.17	%		0.45	%		8.30	%
Ratios and supplemental data:
Net assets, end of period	$	69,908,545		$	66,380,615		$	63,481,305		$	63,277,387		$	54,815,183		$	29,569,753
Ratios to average net assets:
Expenses, before reimbursements or recoupments		1.24	%E		1.20	%		1.20	%		1.21	%		1.21	%		1.27	%
Expenses, net of reimbursements or recoupments		1.24	%E		1.20	%		1.20	%		1.21	%		1.22	%		1.27	%
Net investment income, before expense reimbursements or recoupments		0.75	%E		0.25	%		0.20	%		0.64	%		0.56	%		0.19	%
Net investment income, net of reimbursements or recoupments		0.75	%E		0.25	%		0.20	%		0.64	%		0.54	%		0.20	%
Portfolio turnover rate		27	%D		69	%		48	%		53	%		47	%		73	%

^A On June 20, 2016, Dreman Value Management, LLC was terminated and ceased managing assets of the Small Cap Value Fund, and was replaced by Foundry Partners, LLC.

^B On August 19, 2014, Opus Capital Group, LLC was terminated and ceased managing assets of the Small Cap Value Fund. On March 17, 2014, Barrow Hanley, Mewhinney & Strauss, LLC began managing additional assets of the Small Cap Value Fund. On September 19, 2014, Hillcrest Asset Management, LLC began managing assets of the Small Cap Value Fund.

^C 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 U.S. GAAP 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.

^D Not annualized.

^E Annualized.

See accompanying notes

49

American Beacon Small Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	C Class
	Six Months Ended April 30, 2019			Year Ended October 31, 2018			Year Ended October 31, 2017			Year EndedA October 31, 2016			Year Ended October 31, 2015			Year EndedB October 31, 2014
	(unaudited)
Net asset value, beginning of period	$	23.60		$	26.98		$	22.39		$	22.84		$	26.05		$	26.60
Income (loss) from investment operations:
Net investment income (loss)		0.06			(0.08	)		(0.14	)		(0.02	)		0.03			(0.07	)
Net gains (losses) on investments (both realized and unrealized)		0.36			(0.81	)		5.35			0.72			(0.06	)		1.97
Total income (loss) from investment operations		0.42			(0.89	)		5.21			0.70			(0.03	)		1.90
Less distributions:
Distributions from net realized gains		(2.84	)		(2.49	)		(0.62	)		(1.15	)		(3.18	)		(2.45	)
Total distributions		(2.84	)		(2.49	)		(0.62	)		(1.15	)		(3.18	)		(2.45	)
Net asset value, end of period	$	21.18		$	23.60		$	26.98		$	22.39		$	22.84		$	26.05
Total returnC		4.15	%D		(3.89	)%		23.39	%		3.42	%		(0.31	)%		7.46	%
Ratios and supplemental data:
Net assets, end of period	$	13,848,971		$	13,480,297		$	15,335,554		$	11,938,196		$	11,718,580		$	9,676,368
Ratios to average net assets:
Expenses, before reimbursements or recoupments		1.94	%E		1.86	%		1.96	%		1.96	%		1.97	%		2.03	%
Expenses, net of reimbursements or recoupments		1.94	%E F		1.76	%		1.96	%		1.96	%		1.98	%		2.03	%
Net investment income (loss), before expense reimbursements or recoupments		0.04	%E		(0.41	)%		(0.58	)%		(0.12	)%		(0.17	)%		(0.56	)%
Net investment income (loss), net of reimbursements or recoupments		0.04	%E		(0.31	)%		(0.58	)%		(0.12	)%		(0.17	)%		(0.56	)%
Portfolio turnover rate		27	%D		69	%		48	%		53	%		47	%		73	%

^A  On June 20, 2016, Dreman Value Management, LLC was terminated and ceased managing assets of the Small Cap Value Fund, and was replaced by Foundry Partners, LLC.

^B  On August 19, 2014, Opus Capital Group, LLC was terminated and ceased managing assets of the Small Cap Value Fund. On March 17, 2014, Barrow Hanley, Mewhinney & Strauss, LLC began managing additional assets of the Small Cap Value Fund. On September 19, 2014, Hillcrest Asset Management, LLC began managing assets of the Small Cap Value Fund.

^C  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 U.S. GAAP 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.

^D  Not annualized.

^E  Annualized.

^F  This ratio does not include a voluntary reimbursement of service fees as included in the prior year.

See accompanying notes

50

American Beacon Small Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	R6 Class
	Six Months Ended April 30, 2019			Year Ended October 31, 2018			February 28, 2017A to October 31, 2017
	(unaudited)
Net asset value, beginning of period	$	26.14		$	29.51		$	28.03
Income from investment operations:
Net investment income (loss)		0.15			0.22			(0.00	)B
Net gains (losses) on investments (both realized and unrealized)		0.48			(0.94	)		1.48
Total income (loss) from investment operations		0.63			(0.72	)		1.48
Less distributions:
Dividends from net investment income		(0.19	)		(0.16	)		-
Distributions from net realized gains		(2.84	)		(2.49	)		-
Total distributions		(3.03	)		(2.65	)		-
Net asset value, end of period	$	23.74		$	26.14		$	29.51
Total returnC		4.75	%D		(2.93	)%		5.28	%D
Ratios and supplemental data:
Net assets, end of period	$	1,201,423,279		$	902,241,051		$	295,802,679
Ratios to average net assets:
Expenses, before reimbursements		0.79	%E		0.77	%		0.80	%E
Expenses, net of reimbursements		0.79	%E		0.77	%		0.80	%E
Net investment income (loss), before expense reimbursements		1.17	%E		0.66	%		(0.04	)%E
Net investment income (loss), net of reimbursements		1.17	%E		0.66	%		(0.04	)%E
Portfolio turnover rate		27	%D		69	%		48	%D

^A Commencement of operations.

^B Amount represents less than $0.01 per share.

^C 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 U.S. GAAP 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.

^D Not annualized.

^E Annualized.

See accompanying notes

51

This page intentionally left blank.

52

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 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:	On the Internet:
american_beacon.funds@ambeacon.com	Visit our website at www.americanbeaconfunds.com
By Telephone: Call (800) 658-5811	By Mail: American Beacon Funds P.O. Box 219643 Kansas City, MO 64121-9643
Availability of Quarterly Portfolio Schedules	Availability of Proxy Voting Policy and Records
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, D.C. 20549-1520. Information regarding the operation of the SEC’s Public Reference Room may be obtained by calling (800)-SEC-0330. A complete schedule of the Fund’s portfolio holdings is also available at www.americanbeaconfunds.com approximately twenty days after the end of each month.	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 June 30 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 Company Boston, Massachusetts TRANSFER AGENT DST Asset Manager Solutions, Inc. Quincy, Massachusetts INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Ernst & Young LLP Dallas, Texas DISTRIBUTOR Resolute Investment Distributors, Inc. Irving, Texas

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 Small Cap Value Fund are service marks of American Beacon Advisors, Inc.

SAR 04/19

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.

BALANCED FUND RISKS

The use of fixed-income securities entails interest rate and credit risks. Investing in foreign securities may involve heightened risk due to currency fluctuations and economic and political risks. Investing in value stocks may limit downside risk over time; however, the Fund may produce more modest gains than riskier stock funds as a trade-off for this potentially lower risk. The use of futures contracts for cash management may subject the Fund to losing more money than invested. The Fund participates in a securities lending program. 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.

MID-CAP VALUE FUND RISKS

Investing in medium-capitalization stocks may involve greater volatility and lower liquidity than larger company stocks. Investing in value stocks may limit downside risk over time; however, the Fund may produce more modest gains than riskier stock funds as a trade-off for this potentially lower risk. 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 participates in a securities lending program. 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 each 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

April 30, 2019

Contents

President’s Message	1
Performance Overviews	2
Expense Examples	8
Schedules of Investments:
American Beacon Balanced Fund	10
American Beacon Mid-Cap Value Fund	25
Financial Statements	31
Notes to Financial Statements	35
Financial Highlights:
American Beacon Balanced Fund	62
American Beacon Mid-Cap Value Fund	68

Additional Fund Information Back Cover

President’s Message

Dear Shareholders,   At American Beacon, we take our heritage as a fiduciary very seriously – and we apply that mindset to all aspects of our business as a fund manager. As a result, for more than 30 years, we have endeavored to:   u   Identify, engage and oversee the best money managers. As a manager of managers, our goal is to engage the most effective money managers for each asset class, investment style and market strategy we offer. We are committed to partnering with those we judge to be “the best of the best” when it comes to choosing sub-advisors for our mutual funds. Whether our due-diligence process results in the selection of one sub-advisor or multiple sub-advisors, we select those we believe show the greatest potential to help us meet the high standards you’ve come to expect.

u Offer a variety of innovative investment solutions. Our mutual funds – which span the domestic, international, global, frontier and emerging markets – are sub-advised by experienced money managers who employ distinctive, proprietary investment processes to manage assets through a variety of economic and market conditions. From offering some of the first multi-manager funds, one of the first retirement income funds and the first open-ended mutual fund in the U.S. to focus primarily on frontier-market debt, our robust history includes applying a disciplined, solutions-based approach to our product development process in an effort to help you grow your assets while mitigating risk.

u Provide a solutions-based approach to achieving long-term investment goals. We seek to provide investment solutions that might enable you to benefit from taking a more disciplined approach to investing. Our mutual funds provide access to institutional-quality, research-intensive investment managers with diverse processes and styles. Over the long run, having such access and spending time in the market – rather than trying to time the market – may better position you to reach your long-term investment goals during market upswings and potentially insulate against market downswings.

Our management approach is more than a concept; it’s the cornerstone of American Beacon’s culture. And we strive to employ it at every turn as we seek to provide a well-diversified line of investment solutions to help our shareholders seek long-term rewards.

Thank you for your continued interest in American Beacon. For additional information about our investment products 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 Balanced Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

The Investor Class of the American Beacon Balanced Fund (the “Fund”) returned 6.53% for the six months ended April 30, 2019, underperforming the 60% Russell 1000^® Value Index/40% Bloomberg Barclays U.S. Aggregate Bond Index (“Balanced Composite Index”) return of 7.20% for the same period.

Average Annual Total Returns for the Period ended April 30, 2019
	Ticker	6 Months*			1 Year			3 Years			5 Years			10 Years
Institutional Class (1,7)	AADBX		6.69	%		5.70	%		8.65	%		5.95	%		10.37	%
Y Class (1,2,7)	ACBYX		6.69	%		5.80	%		8.68	%		5.95	%		10.31	%
Investor Class (1,7)	AABPX		6.53	%		5.52	%		8.34	%		5.64	%		10.02	%
Advisor Class (1,7)	ABLSX		6.44	%		5.34	%		8.16	%		5.46	%		9.84	%
A without Sales Charge (1,3,7)	ABFAX		6.55	%		5.52	%		8.32	%		5.60	%		9.94	%
A with Sales Charge (1,3,7)	ABFAX		0.41	%		(0.52	)%		6.20	%		4.36	%		9.29	%
C without Sales Charge (1,4,7)	ABCCX		6.13	%		4.78	%		7.52	%		4.82	%		9.22	%
C with Sales Charge (1,4,7)	ABCCX		5.13	%		3.78	%		7.52	%		4.82	%		9.22	%
Balanced Composite Index (5)			7.20	%		7.86	%		7.43	%		6.13	%		9.88	%
Russell 1000® Value Index (6)			7.90	%		9.06	%		10.97	%		8.27	%		13.76	%
Bloomberg Barclays U.S. Aggregate Bond Index (6)			5.49	%		5.29	%		1.90	%		2.57	%		3.72	%

* 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. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only; and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights.

2. Fund performance for the ten-year period represents the total returns achieved by the Institutional Class from 4/30/09 up to 3/1/10, the inception date of the Y Class, and the returns of the Y Class since its inception. Expenses of the Y Class are higher than those of the Institutional Class. Therefore, total returns shown may be higher than they would have been had the Y Class been in existence since 4/30/09. A portion of the fees charged to the Y Class of the Fund was waived in 2011, partially recovered in 2013 and fully recovered in 2014. Performance prior to waiving fees was lower than the actual returns shown for 2011.

3. Fund performance for the ten-year period represents the total returns achieved by the Investor Class from 4/30/09 up to 5/17/10, the inception date of the A Class, and the returns of the A Class since its inception. Expenses of the A Class are higher than those of the Investor Class. Therefore, total returns shown may be higher than they would have been had the A Class been in existence since 4/30/09. A portion of the fees charged to the A Class of the Fund was waived in 2011 and 2012, partially recovered in 2013, fully recovered in 2014. Performance prior to waiving fees was lower than the actual returns shown for 2011, 2012 and 2018. A Class has a maximum sales charge of 5.75%.

4. Fund performance for the ten-year period represents the total returns achieved by the Investor Class from 4/30/09 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. Therefore, total returns shown may be higher than they would have been had the C Class been in existence since 4/30/09. A portion of the fees charged to the C Class of the Fund was waived from 2010 through 2012, partially recovered in 2013, fully recovered in 2014. Performance prior to waiving fees was lower than the actual returns shown for 2010 through 2012 and for 2018. The maximum contingent deferred sales charge for C Class is 1% for shares redeemed within one year of the date of purchase.

5. To reflect the Fund’s allocation of its assets between investment-grade fixed-income securities and equity securities, the returns of the Russell 1000 Value Index and the Bloomberg Barclays U.S. Aggregate Bond Index have been combined in a 60% / 40% proportion.

6. 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 values. Russell 1000 Value Index and Russell 1000 Index are registered trademarks of Frank Russell Company. Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks and copyrights related to the Russell Indexes. Russell^® is a trademark of Frank Russell Company. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes and/or Russell ratings or underlying data, and no party may rely on any Russell Indexes and/or Russell ratings and/or underlying data contained in this communication. No further distribution of Russell Data is permitted without Russell’s express written consent. Russell does not promote, sponsor or endorse the content of this communication. The Bloomberg Barclays U.S. Aggregate Bond Index is a market value weighted index of government, corporate, mortgage-backed and asset-backed fixed-rate debt securities of all maturities. One cannot directly invest in an index.

7. The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the Institutional, Y, Investor, Advisor, A, and C Class shares were 0.62%, 0.70%, 0.95%, 1.12%, 0.91%, and 1.66%, 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.

2

American Beacon Balanced Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

During the six-month period, the Fund’s assets on average were invested 64% in equities (including equitized cash) and 36% in fixed-income securities, ending the period with approximately the same allocation.

The equity portion of the Fund (excluding equitized cash) returned 7.46% for the period, underperforming the Russell 1000 Value Index (the “Index”) return of 7.9%. The Fund underperformed the Index due to sector allocation, despite position contributions from stock selection.

Stock selections in the Financials and Materials sectors contributed most to the relative performance during the six-month period. In the Financials sector, American International Group, Inc. (up 17.3%) was the largest contributor, followed closely by The Blackstone Group LP (up 26.4%). Within the Materials sector, Air Products & Chemicals, Inc. (up 35.0%) was the largest contributor, followed by Crown Holdings, Inc. (up 37.9%). Meanwhile, these positive contributions outweighed negative performance from investments in CVS Health Corp. (down 24.0%) and Sanofi ADR (down 2.8%) within the Health Care sector.

The Fund’s overweight to Energy (down 1.1%) – the worst performing sector in the Index – and underweight to Utilities and Real Estate (up 12.4% and 12.5%, respectively) hurt performance the most. On the other hand, being underweight Health Care (up 3.2%) provided some balance to the Fund’s relative performance.

The fixed-income portion of the Fund returned 5.5% for the six-month period, performing in-line with the Bloomberg Barclays U.S. Aggregate Bond Index (the “Barclays Index”) return of 5.5%. The Fund’s fixed-income performance relative to the Barclays Index was due to good sector allocation, but offsetting security selection. The Fund’s selections within U.S. Treasuries (up 5.4%) added relative value, which was offset by selections in Finance and Manufacturing, within Corporates. An underweight in the Manufacturing sector within Corporates also added to the Fund. From a duration perspective, the portfolio was hurt by selections in the 10 to 30 and 7 to 10 year range, but buoyed by overweighting the 10 to 30 year range. In terms of quality, weak selections in BBB- and A-rated securities were balanced by overweights to both of those ratings, as well as an underweight to AA-rated securities.

The sub-advisors continue to focus on the disciplined selection of attractive securities that should allow the Fund to benefit long-term.

Top Ten Holdings (% Net Assets)
U.S. Treasury Notes/Bonds, 3.000%, Due 8/15/2048		4.1
U.S. Treasury Notes/Bonds, 2.875%, Due 8/15/2028		3.3
U.S. Treasury Notes/Bonds, 2.515%, Due 1/31/2021, (3-mo. Treasury money market yield + 0.115%)		3.0
Citigroup, Inc.		1.9
American International Group, Inc.		1.8
Microsoft Corp.		1.7
General Motors Co.		1.6
BP PLC, Sponsored ADR		1.5
Bank of America Corp.		1.5
Wells Fargo & Co.		1.5
Total Fund Holdings	492
Sector Allocation (% Equities)
Financials		24.5
Energy		14.8
Information Technology		11.0
Consumer Discretionary		10.4
Health Care		9.8
Industrials		9.4
Communication Services		7.5
Materials		5.6
Consumer Staples		4.7
Utilities		2.3

3

American Beacon Balanced Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

Sector Allocation (% Fixed Income)
U.S. Treasury Obligations	44.4
U.S. Agency Mortgage-Backed Obligations	15.9
Financial	11.1
Technology	5.2
Communications	4.2
Consumer, Non-Cyclical	3.8
Consumer, Cyclical	2.7
Industrial	2.6
Utilities	2.6
Asset-Backed Obligations	2.3
Energy	2.2
Commercial Mortgage-Backed Obligations	1.6
Basic Materials	0.7
Foreign Sovereign Obligations	0.5
Collateralized Mortgage Obligations	0.2

4

American Beacon Mid-Cap Value Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

The Investor Class of the American Beacon Mid-Cap Value Fund (the “Fund”) returned 7.33% for the six months ended April 30, 2019. The Fund underperformed the Russell Midcap^® Value Index (the “Index”) return of 8.28% for the same period.

Average Annual Total Returns for the Period ended April 30, 2019
	Ticker	6 Months*			1 Year			3 Years			5 Years			10 Years
Institutional Class (1,3,10)	AACIX		7.56	%		0.63	%		8.79	%		6.28	%		14.25	%
Y Class (1,4,10)	ACMYX		7.46	%		0.47	%		8.68	%		6.20	%		14.17	%
Investor Class (1,2,10)	AMPAX		7.33	%		0.29	%		8.50	%		6.03	%		14.04	%
Advisor Class (1,5,10)	AMCSX		7.21	%		0.02	%		8.20	%		5.72	%		13.66	%
A without Sales Charge (1,6,10)	ABMAX		7.35	%		0.21	%		8.34	%		5.87	%		13.75	%
A with Sales Charge (1,6,10)	ABMAX		1.21	%		(5.55	)%		6.23	%		4.63	%		13.09	%
C without Sales Charge (1,7,10)	AMCCX		6.96	%		(0.47	)%		7.58	%		5.09	%		13.04	%
C with Sales Charge (1,7,10)	AMCCX		5.96	%		(1.47	)%		7.58	%		5.09	%		13.04	%
R6 Class (1,8,10)	AMDRX		7.57	%		0.63	%		8.79	%		6.28	%		14.25	%
Russell Midcap® Value Index (9)			8.28	%		5.76	%		9.91	%		7.83	%		14.98	%

* 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. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only; and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights.

2. A portion of the fees charged to the Investor Class of the Fund was waived from 2006 through 2013 and fully recovered in 2014. Performance prior to waiving fees was lower than actual returns shown for 2009 to 2013.

3. A portion of the fees charged to the Institutional Class of the Fund was waived from 2005 through 2013 and fully recovered in 2014. Performance prior to waiving fees was lower than actual returns shown for 2009 to 2013.

4. Fund performance for the ten-year period represents the total returns achieved by the Institutional Class from 4/30/09 up to 3/1/10, the inception date of the Y Class and the returns of the Y Class since its inception. Expenses of the Institutional Class are lower than those of the Y Class. As a result, total returns shown may be higher than they would have been had the Y Class been in existence since 4/30/09. A portion of the fees charged to the Y Class of the Fund was waived from 2010 through 2013. Performance prior to waiving fees was lower than the actual returns shown for 2010 through 2013.

5. A portion of the fees charged to the Advisor Class of the Fund was waived from 2007 through 2013 and fully recovered in 2014. Performance prior to waiving fees was lower than the actual returns shown for 2009 to 2013.

6. Fund performance for the ten-year period represents the total returns achieved by the Investor Class from 4/30/09 to 5/17/10, the inception date of the A Class, and the returns of the A Class since its inception. Expenses of the Investor Class are lower than those of the A Class. As a result, total returns shown may be higher than they would have been had the A Class been in existence since 4/30/09. A portion of the fees charged to the A Class of the Fund was waived for 2010 through 2012 and fully recovered in 2013. Performance prior to waiving fees was lower than the actual returns shown from 2010 through 2012. A Class shares have a maximum sales charge of 5.75%.

7. Fund performance for the ten-year period represents the total returns achieved by the Investor Class from 4/30/09 to 9/1/10, the inception date of the C Class, and the returns of the C Class since its inception. Expenses of the Investor Class are lower than those of the C Class. As a result, total returns shown may be higher than they would have been had the C Class been in existence since 4/30/09. A portion of the fees charged to the C Class of the Fund was waived from 2010 through 2013 and fully recovered in 2014. Performance prior to waiving fees was lower than the actual returns shown for 2010 through 2013. The maximum contingent deferred sales charge for C Class is 1.00% for shares redeemed within one year of the date of purchase.

8. Fund performance for the three-year, five-year and ten-year periods represents the returns achieved by the Institutional Class from 4/30/09 through 2/28/18, the inception date of the R6 Class, and the returns of the R6 Class since its inception. Expenses of the R6 Class are lower than those of the Institutional Class. As a result, total returns shown may be lower than they would have been had the R6 Class been in existence since 4/30/09. A portion of fees charged to the R6 Class of the Fund has been waived since Class inception (February 28, 2018). Performance prior to waiving fees was lower than actual returns shown since inception.

5

American Beacon Mid-Cap Value Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

9. The Russell Midcap Value Index is an unmanaged index of those stocks in the Russell Midcap Index with lower price-to-book ratios and lower forecasted growth values. The Russell Midcap Index measures the performance of the 800 smallest companies in the Russell 1000 Index. Russell Midcap Value Index, Russell Midcap Index and Russell 1000 Index are registered trademarks of Frank Russell Company. Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks and copyrights related to the Russell Indexes. Russell^® is a trademark of Frank Russell Company. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes and/or Russell ratings or underlying data, and no party may rely on any Russell Indexes and/or Russell ratings and/or underlying data contained in this communication. No further distribution of Russell Data is permitted without Russell’s express written consent. Russell does not promote, sponsor or endorse the content of this communication. One cannot directly invest in an index.

10. The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the Institutional, Y, Investor, Advisor, A, C, and R6 Class shares were 0.86%, 0.94%, 1.13%, 1.40%, 1.26%, 1.88%, and 3.10%, 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 primarily due to stock selection. Sector allocation also detracted from relative performance for the period.

The Fund’s performance related to security selection was mostly attributed to investments in the Utilities, Health Care, and Energy sectors. Holdings in the Utilities sector detracted the most from performance including PG&E Corp. (down 69.9%) and Edison International (down 5.4%). Within the Health Care sector, MEDNAX, Inc. (down 31.9%) was the largest detractor. In Energy, National Oilwell Varco was down 27.1%, while Murphy Oil Corp. was down 14.0%.

The aforementioned performance was slightly offset by the Fund’s investments in the Financials and Communication Services sectors. In Financials, Willis Towers Watson PLC was up 29.3%, Fidelity National Financial, Inc. was up 20.9%, Voya Financial, Inc. was up 26.2%, and Ally Financial, Inc. was up 18.5%. Within Communication Services, the Fund avoided Index position CenturyLink Inc., which was down 41.8% during the period, while the Fund’s investment in Altice USA, Inc. was up 46.2%.

From a sector allocation perspective, a leading detractor was the Fund’s overweight to Energy, which was the worst performing sector in the Index. A significant underweight to Real Estate also dragged on relative performance. In contrast, an overweight to Industrials, the second-best performing sector for the Index, added relative value for the period. Also contributing to performance was an underweight to Consumer Staples.

The sub-advisors’ philosophy of investing in undervalued companies that exhibit improving profitability and earnings growth potential should allow the Fund to benefit in the longer term.

6

American Beacon Mid-Cap Value Fund^SM

Performance Overview

April 30, 2019 (Unaudited)

Top Ten Holdings (% Net Assets)
Axis Capital Holdings Ltd.		2.2
Stanley Black & Decker, Inc.		2.1
Marvell Technology Group Ltd.		1.9
Fidelity National Financial, Inc.		1.9
MGM Growth Properties LLC, Class A		1.7
Fifth Third Bancorp		1.6
TransDigm Group, Inc.		1.5
Avnet, Inc.		1.5
Ally Financial, Inc.		1.5
Universal Health Services, Inc., Class B		1.4
Total Fund Holdings	118
Sector Allocation (% Equities)
Financials		22.6
Industrials		18.3
Consumer Discretionary		15.2
Information Technology		9.5
Energy		8.7
Real Estate		7.2
Utilities		5.6
Health Care		5.0
Materials		4.8
Communication Services		2.2
Consumer Staples		0.9

7

American Beacon Funds^SM

Expense Examples

April 30, 2019 (Unaudited)

Fund Expense Example

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees, if applicable, and (2) ongoing costs, including management fees, distribution (12b-1) fees, sub-transfer agent fees, and other Fund expenses. The Examples are intended to help you understand the ongoing cost (in dollars) of investing in the Funds 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 November 1, 2018 through April 30, 2019.

Actual Expenses

The “Actual” lines of the tables provide information about actual account values and actual expenses. You may use the information on this page, 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 = $8.60), then multiply the result by the “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 Funds 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 tables provide information about hypothetical account values and hypothetical expenses based on the Funds’ actual expense ratio and an assumed 5% per year rate of return before expenses (not the Funds’ actual return). You may compare the ongoing costs of investing in the Funds 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 Funds 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 Funds, such as sales charges (loads) or redemption fees, as applicable. 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 tables 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.

8

American Beacon Funds^SM

Expense Examples

April 30, 2019 (Unaudited)

American Beacon Balanced Fund
	Beginning Account Value 11/1/2018		Ending Account Value 4/30/2019		Expenses Paid During Period 11/1/2018-4/30/2019*
Institutional Class
Actual		$1,000.00		$1,066.90		$3.33
Hypothetical**		$1,000.00		$1,021.57		$3.26
Y Class
Actual		$1,000.00		$1,066.90		$3.69
Hypothetical**		$1,000.00		$1,021.22		$3.61
Investor Class
Actual		$1,000.00		$1,065.30		$4.81
Hypothetical**		$1,000.00		$1,020.13		$4.71
Advisor Class
Actual		$1,000.00		$1,065.10		$5.68
Hypothetical**		$1,000.00		$1,019.29		$5.56
A Class
Actual		$1,000.00		$1,065.50		$5.22
Hypothetical**		$1,000.00		$1,019.74		$5.11
C Class
Actual		$1,000.00		$1,061.30		$9.00
Hypothetical**		$1,000.00		$1,016.07		$8.80

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 0.65%, 0.72%, 0.94%, 1.11%, 1.02%, and 1.76% for the Institutional, Y, Investor, Advisor, 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.

American Beacon Mid-Cap Value Fund
	Beginning Account Value 11/1/2018		Ending Account Value 4/30/2019		Expenses Paid During Period 11/1/2018-4/30/2019*
Institutional Class
Actual		$1,000.00		$1,075.60		$4.53
Hypothetical**		$1,000.00		$1,020.43		$4.41
Y Class
Actual		$1,000.00		$1,074.60		$4.78
Hypothetical**		$1,000.00		$1,020.18		$4.66
Investor Class
Actual		$1,000.00		$1,073.30		$5.81
Hypothetical**		$1,000.00		$1,019.19		$5.66
Advisor Class
Actual		$1,000.00		$1,072.10		$7.14
Hypothetical**		$1,000.00		$1,017.90		$6.95
A Class
Actual		$1,000.00		$1,073.50		$6.63
Hypothetical**		$1,000.00		$1,018.40		$6.46
C Class
Actual		$1,000.00		$1,069.60		$10.16
Hypothetical**		$1,000.00		$1,014.98		$9.89
R6 Class
Actual		$1,000.00		$1,075.70		$4.53
Hypothetical**		$1,000.00		$1,020.43		$4.41

* Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 0.88%, 0.93%, 1.13%, 1.39%, 1.29%, 1.98%, and 0.88% for the Institutional, Y, Investor, Advisor, A, C, and R6 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.

9

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 61.73%
Communication Services - 4.60%
Diversified Telecommunication Services - 0.98%
AT&T, Inc.		57,673		$	1,785,556
Verizon Communications, Inc.		17,409			995,621
					2,781,177
Interactive Media & Services - 0.63%
Facebook, Inc., Class AA		9,300			1,798,620
Media - 2.56%
CBS Corp., Class B, NVDR		13,652			699,938
Comcast Corp., Class A		79,220			3,448,447
Discovery, Inc., Class CA		61,599			1,771,587
Interpublic Group of Cos., Inc.		13,400			308,200
News Corp., Class A		64,100			796,122
Omnicom Group, Inc.		3,186			254,975
					7,279,269
Wireless Telecommunication Services - 0.43%
Vodafone Group PLC, Sponsored ADR		65,732			1,217,357
Total Communication Services					13,076,423
Consumer Discretionary - 6.42%
Auto Components - 0.99%
Adient PLC		18,332			423,469
Goodyear Tire & Rubber Co.		29,959			575,513
Magna International, Inc.		32,827			1,826,494
					2,825,476
Automobiles - 1.74%
General Motors Co.		114,872			4,474,264
Harley-Davidson, Inc.		12,341			459,456
					4,933,720
Hotels, Restaurants & Leisure - 0.71%
Aramark		30,790			956,953
Carnival Corp.		3,742			205,286
Norwegian Cruise Line Holdings Ltd.A		15,265			860,794
					2,023,033
Household Durables - 0.96%
DR Horton, Inc.		17,211			762,619
Mohawk Industries, Inc.A		6,800			926,500
PulteGroup, Inc.		25,100			789,646
Tupperware Brands Corp.		10,100			240,380
					2,719,145
Internet & Direct Marketing Retail - 0.18%
eBay, Inc.		13,100			507,625
Multiline Retail - 0.94%
Dollar General Corp.		21,166			2,668,821
Specialty Retail - 0.90%
Lowe’s Cos, Inc.		22,604			2,557,416
Total Consumer Discretionary					18,235,236

See accompanying notes

10

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 61.73% (continued)
Consumer Staples - 2.92%
Beverages - 0.65%
Molson Coors Brewing Co., Class B		15,800		$	1,014,202
PepsiCo, Inc.		6,500			832,325
					1,846,527
Food Products - 0.75%
Ingredion, Inc.		2,700			255,825
Kellogg Co.		4,792			288,957
Mondelez International, Inc., Class A		13,400			681,390
Tyson Foods, Inc., Class A		12,100			907,621
					2,133,793
Personal Products - 0.39%
Unilever PLC, Sponsored ADR		18,100			1,100,480
Tobacco - 1.13%
Altria Group, Inc.		20,841			1,132,292
Imperial Brands PLC, Sponsored ADR		26,189			838,048
Philip Morris International, Inc.		14,263			1,234,605
					3,204,945
Total Consumer Staples					8,285,745
Energy - 9.15%
Energy Equipment & Services - 1.13%
Halliburton Co.		33,300			943,389
National Oilwell Varco, Inc.B		25,200			658,728
Schlumberger Ltd.		38,000			1,621,840
					3,223,957
Oil, Gas & Consumable Fuels - 8.02%
Apache Corp.		45,014			1,481,411
BP PLC, Sponsored ADR		96,481			4,219,114
Canadian Natural Resources Ltd.		72,765			2,181,495
Chevron Corp.		25,621			3,076,057
ConocoPhillips		60,367			3,810,365
Hess Corp.		21,632			1,387,044
Kosmos Energy Ltd.		40,369			270,069
Marathon Oil Corp.		84,331			1,437,000
Marathon Petroleum Corp.		5,531			336,672
Murphy Oil Corp.		28,275			770,211
Phillips 66		22,211			2,093,831
Royal Dutch Shell PLC, Class A, Sponsored ADR		15,735			999,644
Royal Dutch Shell PLC, Class B, ADR		11,000			713,790
					22,776,703
Total Energy					26,000,660
Financials - 15.10%
Banks - 7.23%
Banco Santander S.A., ADRC		156,400			780,436
Bank of America Corp.		137,160			4,194,353
CIT Group, Inc.		6,250			332,937
Citigroup, Inc.		77,766			5,498,056
Citizens Financial Group, Inc.		27,268			987,102
Fifth Third Bancorp		11,400			328,548
JPMorgan Chase & Co.		31,835			3,694,452
PNC Financial Services Group, Inc.		4,242			580,857
Wells Fargo & Co.		85,625			4,145,106
					20,541,847

See accompanying notes

11

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 61.73% (continued)
Financials - 15.10% (continued)
Capital Markets - 2.91%
Bank of New York Mellon Corp.		5,915		$	293,739
Blackstone Group LP, MLP		34,030			1,342,824
E*TRADE Financial Corp.		17,000			861,220
Goldman Sachs Group, Inc.		7,797			1,605,558
Invesco Ltd.		32,600			716,222
KKR & Co., Inc., Class A		69,284			1,693,994
Morgan Stanley		15,037			725,535
State Street Corp.		15,406			1,042,370
					8,281,462
Consumer Finance - 1.62%
Ally Financial, Inc.		10,900			323,839
Capital One Financial Corp.		14,729			1,367,293
Discover Financial Services		11,900			969,731
Navient Corp.		38,160			515,542
SLM Corp.		106,008			1,077,041
Synchrony Financial		9,700			336,299
					4,589,745
Diversified Financial Services - 0.84%
AXA Equitable Holdings, Inc.		44,000			998,360
Berkshire Hathaway, Inc., Class BA		6,342			1,374,375
					2,372,735
Insurance - 2.22%
American International Group, Inc.		106,923			5,086,327
Travelers Cos., Inc.		8,557			1,230,069
					6,316,396
Mortgage Real Estate Investment Trusts (REITs) - 0.28%
Annaly Capital Management, Inc.		47,100			475,239
Two Harbors Investment Corp.		23,700			328,482
					803,721
Total Financials					42,905,906
Health Care - 6.04%
Biotechnology - 0.28%
Biogen, Inc.A		1,372			314,517
Gilead Sciences, Inc.		7,420			482,597
					797,114
Health Care Equipment & Supplies - 1.39%
Medtronic PLC		35,494			3,152,222
Zimmer Biomet Holdings, Inc.		6,532			804,481
					3,956,703
Health Care Providers & Services - 1.17%
Anthem, Inc.		6,235			1,639,992
CVS Health Corp.		30,956			1,683,388
					3,323,380
Pharmaceuticals - 3.20%
Bristol-Myers Squibb Co.		23,162			1,075,412
GlaxoSmithKline PLC, Sponsored ADR		24,643			1,013,567
Horizon Pharma PLC		13,412			342,408
Jazz Pharmaceuticals PLCA		4,793			621,988

See accompanying notes

12

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 61.73% (continued)
Health Care - 6.04% (continued)
Pharmaceuticals - 3.20% (continued)
Johnson & Johnson		9,551		$	1,348,601
Merck & Co., Inc.		14,674			1,154,990
Mylan N.V.A		15,744			424,931
Pfizer, Inc.		42,974			1,745,174
Sanofi, ADR		30,972			1,354,405
					9,081,476
Total Health Care					17,158,673
Industrials - 5.79%
Aerospace & Defense - 0.89%
Embraer S.A., Sponsored ADR		10,824			216,588
General Dynamics Corp.		2,997			535,624
Raytheon Co.		5,870			1,042,453
United Technologies Corp.		5,137			732,588
					2,527,253
Airlines - 0.73%
American Airlines Group, Inc.		33,661			1,150,533
Delta Air Lines, Inc.		15,645			911,947
					2,062,480
Building Products - 0.77%
Johnson Controls International PLC		58,343			2,187,863
Construction & Engineering - 0.12%
Fluor Corp.		8,500			337,705
Electrical Equipment - 0.17%
Eaton Corp. PLC		5,983			495,512
Industrial Conglomerates - 1.70%
General Electric Co.		334,546			3,402,333
Honeywell International, Inc.		8,230			1,428,975
					4,831,308
Machinery - 1.10%
CNH Industrial N.V.		117,880			1,284,892
Cummins, Inc.		8,872			1,475,325
PACCAR, Inc.		4,539			325,310
Wabtec Corp.		317			23,480
					3,109,007
Trading Companies & Distributors - 0.31%
AerCap Holdings N.V.A		17,991			893,073
Total Industrials					16,444,201
Information Technology - 6.83%
Communications Equipment - 0.24%
Telefonaktiebolaget LM Ericsson, Sponsored ADR		68,620			679,338
Electronic Equipment, Instruments & Components - 0.86%
Corning, Inc.		31,995			1,019,041
IPG Photonics Corp.A		5,000			873,650
TE Connectivity Ltd.		5,758			550,752
					2,443,443

See accompanying notes

13

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 61.73% (continued)
Information Technology - 6.83% (continued)
Semiconductors & Semiconductor Equipment - 1.85%
Marvell Technology Group Ltd.		36,000		$	900,720
Micron Technology, Inc.A		18,035			758,552
NVIDIA Corp.		3,300			597,300
QUALCOMM, Inc.		28,688			2,470,898
Texas Instruments, Inc.		4,400			518,452
					5,245,922
Software - 3.22%
Microsoft Corp.		37,523			4,900,504
Oracle Corp.		71,321			3,946,191
Teradata Corp.A		6,518			296,373
					9,143,068
Technology Hardware, Storage & Peripherals - 0.66%
Hewlett Packard Enterprise Co.		118,708			1,876,774
Total Information Technology					19,388,545
Materials - 3.46%
Chemicals - 2.37%
Air Products & Chemicals, Inc.		12,418			2,555,500
Dow, Inc.A		13,435			762,167
DowDuPont, Inc.		57,973			2,229,062
Eastman Chemical Co.		9,585			756,065
Huntsman Corp.		19,900			442,576
					6,745,370
Containers & Packaging - 0.72%
Crown Holdings, Inc.A		18,935			1,100,692
International Paper Co.		19,925			932,689
					2,033,381
Metals & Mining - 0.37%
Freeport-McMoRan, Inc.		27,200			334,832
Newmont Goldcorp Corp.		22,600			701,956
					1,036,788
Total Materials					9,815,539
Utilities - 1.42%
Electric Utilities - 1.23%
Entergy Corp.		18,309			1,774,142
PPL Corp.		27,047			844,137
Southern Co.		16,443			875,096
					3,493,375
Multi-Utilities - 0.19%
Dominion Energy, Inc.		7,000			545,090
Total Utilities					4,038,465
Total Common Stocks (Cost $138,803,774)					175,349,393

See accompanying notes

14

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Principal Amount			Fair Value
CORPORATE OBLIGATIONS - 11.24%
Basic Materials - 0.22%
Dow Chemical Co.,
4.125%, Due 11/15/2021		$	145,000		$	149,045
3.500%, Due 10/1/2024			264,000			267,809
EI du Pont de Nemours & Co., 2.200%, Due 5/1/2020			70,000			69,790
Nucor Corp.,
4.125%, Due 9/15/2022			52,000			54,125
4.000%, Due 8/1/2023			80,000			83,644
						624,413
Communications - 0.92%
Amazon.com, Inc., 3.875%, Due 8/22/2037			70,000			72,120
AT&T, Inc.,
4.450%, Due 4/1/2024			80,000			84,583
3.400%, Due 5/15/2025			169,000			169,764
4.500%, Due 5/15/2035			61,000			61,247
6.350%, Due 3/15/2040			40,000			46,590
CBS Corp., 3.375%, Due 3/1/2022			337,000			340,840
Charter Communications Operating LLC / Charter Communications Operating Capital, 3.750%, Due 2/15/2028			90,000			87,389
Comcast Corp.,
3.150%, Due 3/1/2026			84,000			84,270
4.600%, Due 10/15/2038			75,000			80,711
6.550%, Due 7/1/2039			217,000			279,892
eBay, Inc., 2.150%, Due 6/5/2020			55,000			54,649
Fox Corp., 5.476%, Due 1/25/2039D			55,000			61,244
NBCUniversal Enterprise, Inc., 2.992%, Due 4/1/2021, (3-mo. USD LIBOR + 0.400%)D E			835,000			837,593
Verizon Communications, Inc.,
2.625%, Due 8/15/2026			115,000			110,367
4.329%, Due 9/21/2028			180,000			192,517
Walt Disney Co., 6.400%, Due 12/15/2035D			45,000			59,229
						2,623,005
Consumer, Cyclical - 0.99%
American Honda Finance Corp.,
3.875%, Due 9/21/2020D			250,000			253,830
3.375%, Due 12/10/2021			130,000			132,344
Aptiv Corp., 4.150%, Due 3/15/2024			85,000			87,732
Costco Wholesale Corp., 2.150%, Due 5/18/2021			90,000			89,432
Daimler Finance North America LLC,
2.250%, Due 9/3/2019D			169,000			168,676
2.450%, Due 5/18/2020D			313,000			311,639
3.113%, Due 2/22/2021, (3-mo. USD LIBOR + 0.450%)D E			200,000			199,640
Dollar General Corp., 4.125%, Due 5/1/2028			50,000			51,401
Dollar Tree, Inc., 3.700%, Due 5/15/2023			85,000			86,405
Ford Motor Credit Co. LLC,
5.875%, Due 8/2/2021			200,000			209,285
3.810%, Due 1/9/2024			60,000			58,720
General Motors Financial Co., Inc., 3.150%, Due 6/30/2022			90,000			89,372
Home Depot, Inc., 2.700%, Due 4/1/2023			72,000			72,125
Lowe’s Cos, Inc., 2.500%, Due 4/15/2026			70,000			66,439
McDonald’s Corp., 3.700%, Due 1/30/2026			98,000			100,801
O’Reilly Automotive, Inc., 4.350%, Due 6/1/2028			70,000			73,151
PACCAR Financial Corp.,
1.300%, Due 5/10/2019			58,000			57,983
2.200%, Due 9/15/2019			52,000			51,878
Starbucks Corp., 4.000%, Due 11/15/2028			90,000			93,863
Toyota Motor Credit Corp., 3.450%, Due 9/20/2023			100,000			103,109
Walgreens Boots Alliance, Inc., 3.800%, Due 11/18/2024			145,000			146,701

See accompanying notes

15

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Principal Amount			Fair Value
CORPORATE OBLIGATIONS - 11.24% (continued)
Consumer, Cyclical - 0.99% (continued)
Walmart, Inc.,
3.400%, Due 6/26/2023		$	80,000		$	82,195
7.550%, Due 2/15/2030			169,000			233,231
						2,819,952
Consumer, Non-Cyclical - 1.31%
AbbVie, Inc.,
3.200%, Due 5/14/2026			85,000			82,469
4.450%, Due 5/14/2046			55,000			51,007
Altria Group, Inc., 4.750%, Due 5/5/2021			145,000			150,387
Amgen, Inc., 4.400%, Due 5/1/2045			75,000			73,649
Anheuser-Busch InBev Worldwide, Inc.,
4.375%, Due 4/15/2038			35,000			34,103
5.450%, Due 1/23/2039			1,605,000			1,749,820
5.550%, Due 1/23/2049			50,000			55,534
Anthem, Inc., 2.500%, Due 11/21/2020			65,000			64,668
Baxalta, Inc., 4.000%, Due 6/23/2025			20,000			20,692
Bayer US Finance LLC, 2.375%, Due 10/8/2019D			300,000			299,021
Cigna Corp., 4.125%, Due 11/15/2025D			75,000			77,522
CVS Health Corp.,
2.125%, Due 6/1/2021			60,000			59,042
5.050%, Due 3/25/2048			55,000			54,269
Genzyme Corp., 5.000%, Due 6/15/2020			39,000			40,107
Humana, Inc., 3.150%, Due 12/1/2022			115,000			115,565
Kaiser Foundation Hospitals, 4.150%, Due 5/1/2047			45,000			47,204
Medtronic, Inc., 3.500%, Due 3/15/2025			313,000			322,522
Molson Coors Brewing Co., 3.000%, Due 7/15/2026			90,000			86,401
Moody’s Corp., 4.875%, Due 12/17/2048			50,000			54,531
RELX Capital, Inc., 3.500%, Due 3/16/2023			55,000			56,079
S&P Global, Inc., 4.400%, Due 2/15/2026			70,000			75,311
Zimmer Biomet Holdings, Inc., 3.550%, Due 4/1/2025			85,000			84,764
Zoetis, Inc., 3.000%, Due 9/12/2027			75,000			71,948
						3,726,615
Energy - 0.34%
BP Capital Markets America, Inc., 3.796%, Due 9/21/2025			50,000			51,979
Columbia Pipeline Group, Inc., 4.500%, Due 6/1/2025			81,000			85,045
Concho Resources, Inc., 4.300%, Due 8/15/2028			85,000			88,576
Enterprise Products Operating LLC, 6.125%, Due 10/15/2039			45,000			53,981
EOG Resources, Inc., 4.150%, Due 1/15/2026			70,000			74,039
Marathon Petroleum Corp., 3.625%, Due 9/15/2024			60,000			60,679
MPLX LP,
4.125%, Due 3/1/2027			55,000			55,598
5.200%, Due 3/1/2047			46,000			47,373
ONEOK, Inc., 4.550%, Due 7/15/2028			90,000			93,925
Phillips 66, 4.300%, Due 4/1/2022			47,000			48,970
Phillips 66 Partners LP,
3.550%, Due 10/1/2026			53,000			52,127
3.750%, Due 3/1/2028			50,000			49,492
Spectra Energy Partners LP, 3.375%, Due 10/15/2026			63,000			62,059
Sunoco Logistics Partners Operations LP, 4.250%, Due 4/1/2024			48,000			49,637
TC PipeLines LP, 3.900%, Due 5/25/2027			40,000			39,658
Valero Energy Corp., 4.350%, Due 6/1/2028			60,000			62,377
						975,515
Financial - 3.73%
American Campus Communities Operating Partnership LP, 3.625%, Due 11/15/2027			85,000			83,446

See accompanying notes

16

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Principal Amount			Fair Value
CORPORATE OBLIGATIONS - 11.24% (continued)
Financial - 3.73% (continued)
American Express Co.,
3.333%, Due 11/5/2021, (3-mo. USD LIBOR + 0.600%)E		$	420,000		$	421,904
3.400%, Due 2/27/2023			70,000			71,215
4.200%, Due 11/6/2025			115,000			122,179
4.050%, Due 12/3/2042			45,000			46,184
American International Group, Inc., 4.875%, Due 6/1/2022			289,000			304,938
Bank of America Corp.,
3.124%, Due 1/20/2023, (3-mo. USD LIBOR + 1.160%)E			180,000			180,529
4.125%, Due 1/22/2024			193,000			202,238
6.110%, Due 1/29/2037			176,000			211,853
5.000%, Due 1/21/2044			190,000			215,554
Bank of New York Mellon Corp., 3.250%, Due 5/16/2027			140,000			140,714
BB&T Corp., 2.750%, Due 4/1/2022			150,000			150,114
Boston Properties LP, 3.200%, Due 1/15/2025			130,000			129,810
Capital One Financial Corp., 2.500%, Due 5/12/2020			115,000			114,661
CBOE Global Markets, Inc., 3.650%, Due 1/12/2027			85,000			86,455
Chubb INA Holdings, Inc., 3.350%, Due 5/3/2026			70,000			71,246
Citibank NA, 3.048%, Due 2/12/2021, (3-mo. USD LIBOR + 0.350%)E			760,000			760,448
Citigroup, Inc.,
3.887%, Due 1/10/2028, (3-mo. USD LIBOR + 1.563%)E			240,000			244,618
5.875%, Due 1/30/2042			145,000			180,117
Crown Castle International Corp., 3.400%, Due 2/15/2021			84,000			84,644
Digital Realty Trust LP, 3.700%, Due 8/15/2027			95,000			94,661
ERP Operating LP, 3.000%, Due 4/15/2023			52,000			52,571
Goldman Sachs Group, Inc.,
5.750%, Due 1/24/2022			385,000			412,932
2.908%, Due 6/5/2023, (3-mo. USD LIBOR + 1.053%)E			155,000			153,693
3.500%, Due 1/23/2025			95,000			95,497
3.272%, Due 9/29/2025, (3-mo. USD LIBOR + 1.201%)E			85,000			83,995
HCP, Inc., 2.625%, Due 2/1/2020			85,000			84,811
Intercontinental Exchange, Inc., 2.750%, Due 12/1/2020			35,000			35,022
JPMorgan Chase & Co.,
3.625%, Due 5/13/2024			434,000			446,081
3.797%, Due 7/23/2024, (3-mo. USD LIBOR + 0.890%)E			85,000			87,266
3.782%, Due 2/1/2028, (3-mo. USD LIBOR + 1.337%)E			115,000			116,938
3.882%, Due 7/24/2038, (3-mo. USD LIBOR + 1.360%)E			95,000			93,797
5.500%, Due 10/15/2040			313,000			374,914
KeyCorp, 5.100%, Due 3/24/2021			60,000			62,575
Liberty Mutual Group, Inc.,
4.250%, Due 6/15/2023D			25,000			25,972
4.569%, Due 2/1/2029D			88,000			91,976
MetLife, Inc.,
6.375%, Due 6/15/2034			169,000			218,945
4.721%, Due 12/15/2044			193,000			212,489
Metropolitan Life Global Funding I, 2.819%, Due 1/8/2021, (3-mo. USD LIBOR + 0.230%)D E			675,000			674,384
Morgan Stanley,
5.625%, Due 9/23/2019			169,000			170,833
3.700%, Due 10/23/2024			145,000			148,889
3.591%, Due 7/22/2028, (3-mo. USD LIBOR + 1.340%)E			105,000			104,875
National Rural Utilities Cooperative Finance Corp.,
2.950%, Due 2/7/2024			65,000			65,447
4.300%, Due 3/15/2049			50,000			52,673
PNC Financial Services Group, Inc., 3.500%, Due 1/23/2024			105,000			107,606
Prudential Financial, Inc.,
4.600%, Due 5/15/2044			313,000			337,090
4.350%, Due 2/25/2050			70,000			73,566
Public Storage, 2.370%, Due 9/15/2022			105,000			103,921
Raymond James Financial, Inc., 3.625%, Due 9/15/2026			105,000			104,114

See accompanying notes

17

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Principal Amount			Fair Value
CORPORATE OBLIGATIONS - 11.24% (continued)
Financial - 3.73% (continued)
Simon Property Group LP, 3.375%, Due 10/1/2024		$	313,000		$	319,364
State Street Corp., 3.300%, Due 12/16/2024			120,000			122,414
SunTrust Bank, 2.450%, Due 8/1/2022			110,000			108,739
US Bancorp, 3.375%, Due 2/5/2024			70,000			71,916
Ventas Realty LP, 5.700%, Due 9/30/2043			55,000			62,830
Visa, Inc., 3.150%, Due 12/14/2025			105,000			106,543
Wells Fargo & Co.,
3.611%, Due 7/26/2021, (3-mo. USD LIBOR + 1.025%)E			1,087,000			1,100,731
3.584%, Due 5/22/2028, (3-mo. USD LIBOR + 1.310%)E			95,000			95,378
4.750%, Due 12/7/2046			90,000			94,642
						10,592,957
Industrial - 0.86%
BAE Systems Holdings, Inc., 3.800%, Due 10/7/2024D			313,000			318,918
Burlington Northern Santa Fe LLC,
3.650%, Due 9/1/2025			65,000			67,650
5.750%, Due 5/1/2040			202,000			249,344
Caterpillar Financial Services Corp., 1.350%, Due 5/18/2019			105,000			104,927
CSX Corp., 5.500%, Due 4/15/2041			157,000			181,244
Eaton Corp., 2.750%, Due 11/2/2022			75,000			74,911
General Dynamics Corp., 2.875%, Due 5/11/2020			135,000			135,459
General Electric Co.,
5.500%, Due 1/8/2020			120,000			122,079
3.450%, Due 5/15/2024			70,000			69,893
John Deere Capital Corp.,
1.950%, Due 6/22/2020			90,000			89,335
2.150%, Due 9/8/2022			90,000			88,478
Lockheed Martin Corp., 3.550%, Due 1/15/2026			90,000			92,422
Martin Marietta Materials, Inc., 4.250%, Due 12/15/2047			95,000			84,049
Northrop Grumman Corp.,
5.050%, Due 8/1/2019			72,000			72,426
3.850%, Due 4/15/2045			130,000			124,396
Union Pacific Corp., 4.100%, Due 9/15/2067			90,000			83,366
United Technologies Corp.,
1.900%, Due 5/4/2020			105,000			104,123
4.125%, Due 11/16/2028			95,000			99,102
6.125%, Due 7/15/2038			217,000			266,482
						2,428,604
Technology - 1.92%
Analog Devices, Inc., 3.900%, Due 12/15/2025			75,000			76,991
Apple, Inc., 2.850%, Due 5/11/2024			170,000			170,435
Autodesk, Inc., 3.500%, Due 6/15/2027			55,000			53,455
Broadcom Corp. / Broadcom Cayman Finance Ltd., 3.125%, Due 1/15/2025			60,000			57,173
Broadridge Financial Solutions, Inc., 3.400%, Due 6/27/2026			65,000			64,198
Dell International LLC / EMC Corp.,
4.420%, Due 6/15/2021D			135,000			138,260
5.300%, Due 10/1/2029D			1,185,000			1,221,498
Hewlett Packard Enterprise Co., 6.350%, Due 10/15/2045			1,720,000			1,829,202
HP, Inc., 4.050%, Due 9/15/2022			145,000			150,026
Intel Corp., 3.300%, Due 10/1/2021			86,000			87,525
Micron Technology, Inc., 5.327%, Due 2/6/2029			1,210,000			1,247,607
Microsoft Corp., 4.450%, Due 11/3/2045			50,000			55,824
Oracle Corp.,
2.500%, Due 5/15/2022			115,000			114,404
4.300%, Due 7/8/2034			112,000			119,329
QUALCOMM, Inc., 2.900%, Due 5/20/2024			55,000			54,821
						5,440,748

See accompanying notes

18

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Principal Amount			Fair Value
CORPORATE OBLIGATIONS - 11.24% (continued)
Utilities - 0.95%
American Electric Power Co., Inc., 3.650%, Due 12/1/2021, Series I		$	80,000		$	81,669
Appalachian Power Co., 4.500%, Due 3/1/2049, Series Y			30,000			31,394
Berkshire Hathaway Energy Co., 6.125%, Due 4/1/2036			287,000			363,940
Consolidated Edison Co. of New York, Inc.,
5.500%, Due 12/1/2039, Series 09-C			169,000			202,115
4.625%, Due 12/1/2054			55,000			58,440
Delmarva Power & Light Co., 3.500%, Due 11/15/2023			61,000			62,941
Dominion Energy, Inc., 2.579%, Due 7/1/2020			90,000			89,625
DPL, Inc., 7.250%, Due 10/15/2021			295,000			317,125
Duke Energy Corp., 3.550%, Due 9/15/2021			130,000			131,923
Duke Energy Progress LLC, 4.150%, Due 12/1/2044			125,000			129,518
Entergy Louisiana, LLC, 4.000%, Due 3/15/2033			67,000			69,962
Florida Power & Light Co., 3.950%, Due 3/1/2048			50,000			51,147
MidAmerican Energy Co., 3.100%, Due 5/1/2027			100,000			100,190
National Fuel Gas Co., 3.950%, Due 9/15/2027			125,000			120,183
Nevada Power Co., 2.750%, Due 4/15/2020, Series BB			50,000			50,034
NiSource, Inc.,
3.490%, Due 5/15/2027			70,000			70,087
3.950%, Due 3/30/2048			65,000			61,972
Southern Co., 2.750%, Due 6/15/2020			241,000			240,843
Southern Power Co., 4.150%, Due 12/1/2025			84,000			87,420
Southwestern Electric Power Co., 3.550%, Due 2/15/2022			289,000			292,953
WEC Energy Group, Inc., 3.550%, Due 6/15/2025			94,000			96,039
						2,709,520
Total Corporate Obligations (Cost $30,740,213)						31,941,329
FOREIGN CORPORATE OBLIGATIONS - 1.62%
Basic Materials - 0.04%
Nutrien Ltd., 4.000%, Due 12/15/2026			64,000			65,201
Teck Resources Ltd., 6.000%, Due 8/15/2040			30,000			31,775
						96,976
Communications - 0.59%
Alibaba Group Holding Ltd., 3.600%, Due 11/28/2024			313,000			320,314
America Movil S.A.B. de C.V., 6.375%, Due 3/1/2035			169,000			208,631
Bell Canada, Inc., 4.464%, Due 4/1/2048			45,000			46,148
Deutsche Telekom International Finance B.V., 4.875%, Due 3/6/2042D			150,000			158,980
Rogers Communications, Inc., 3.625%, Due 12/15/2025			85,000			87,138
TELUS Corp., 2.800%, Due 2/16/2027			74,000			70,340
Thomson Reuters Corp.,
4.300%, Due 11/23/2023			145,000			151,416
3.850%, Due 9/29/2024			193,000			194,277
Vodafone Group PLC, 6.150%, Due 2/27/2037			393,000			446,498
						1,683,742
Consumer, Non-Cyclical - 0.08%
Coca-Cola Femsa S.A.B. de C.V., 3.875%, Due 11/26/2023			65,000			67,077
Sanofi, 4.000%, Due 3/29/2021			75,000			76,922
Shire Acquisitions Investments Ireland DAC, 2.875%, Due 9/23/2023			85,000			83,867
						227,866
Energy - 0.47%
Canadian Natural Resources Ltd.,
3.900%, Due 2/1/2025			60,000			61,791
6.250%, Due 3/15/2038			176,000			211,376
Saudi Arabian Oil Co., 4.375%, Due 4/16/2049D			840,000			816,110
TransCanada PipeLines Ltd.,
3.750%, Due 10/16/2023			145,000			148,790

See accompanying notes

19

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Principal Amount			Fair Value
FOREIGN CORPORATE OBLIGATIONS - 1.62% (continued)
Energy - 0.47% (continued)
TransCanada PipeLines Ltd., (continued)
6.100%, Due 6/1/2040		$	82,000		$	96,860
						1,334,927
Financial - 0.34%
Bank of Montreal, 3.300%, Due 2/5/2024			140,000			141,871
HSBC Holdings PLC, 3.262%, Due 3/13/2023, (3-mo. USD LIBOR + 1.055%)E			148,000			149,047
Nordea Bank Abp, 4.875%, Due 1/27/2020D			120,000			121,834
Royal Bank of Canada,
2.125%, Due 3/2/2020			55,000			54,759
3.200%, Due 4/30/2021			130,000			131,450
Toronto-Dominion Bank, 3.250%, Due 3/11/2024			210,000			213,124
Trinity Acquisition PLC, 4.400%, Due 3/15/2026			67,000			69,304
Westpac Banking Corp., 2.650%, Due 1/25/2021			90,000			89,935
						971,324
Industrial - 0.10%
Ingersoll-Rand Luxembourg Finance S.A., 2.625%, Due 5/1/2020			145,000			144,808
Johnson Controls International PLC, 5.000%, Due 3/30/2020			145,000			147,642
						292,450
Total Foreign Corporate Obligations (Cost $4,433,590)						4,607,285
FOREIGN SOVEREIGN OBLIGATIONS - 0.16%
European Investment Bank, 2.375%, Due 6/15/2022			125,000			125,127
Kreditanstalt fuer Wiederaufbau, 2.125%, Due 6/15/2022			120,000			119,262
Province of Ontario Canada, 2.500%, Due 4/27/2026			120,000			118,045
Province of Quebec Canada, 2.375%, Due 1/31/2022			100,000			99,869
Total Foreign Sovereign Obligations (Cost $464,348)						462,303
ASSET-BACKED OBLIGATIONS - 0.83%
Ally Auto Receivables Trust, 1.750%, Due 12/15/2021, 2017 4 A3			269,838			268,435
Americredit Automobile Receivables Trust, 1.530%, Due 7/8/2021, 2016 4 A3			41,425			41,336
AmeriCredit Automobile Receivables Trust, 1.900%, Due 3/18/2022, 2017 3 A3			185,000			184,141
BMW Vehicle Lease Trust, 2.840%, Due 11/22/2021, 2019 1 A3			105,000			105,392
Capital One Multi-Asset Execution Trust, 1.340%, Due 4/15/2022, 2016 A3 A3			318,000			317,453
Chase Issuance Trust, 1.370%, Due 6/15/2021, 2016 A2 A			265,000			264,538
Ford Credit Auto Lease Trust, 2.030%, Due 12/15/2020, 2017 B A3			170,000			169,580
Ford Credit Auto Owner Trust, 2.030%, Due 8/15/2020, 2015 A B			181,958			181,866
GM Financial Automobile Leasing Trust, 2.980%, Due 12/20/2021, 2019 1 A3			75,000			75,426
GM Financial Consumer Automobile Receivables Trust, 2.320%, Due 7/18/2022, 2018 1 A3			95,000			94,696
John Deere Owner Trust, 3.080%, Due 11/15/2022, 2018 B A3			190,000			191,394
Mercedes-Benz Auto Lease Trust, 3.100%, Due 11/15/2021, 2019 A A3			105,000			105,695
Nissan Auto Receivables Owner Trust, 2.120%, Due 4/18/2022, 2017 C A3			100,000			99,479
PSNH Funding LLC, 3.094%, Due 2/1/2026, 2018 1 A1			113,067			114,269
World Omni Auto Receivables Trust, 1.950%, Due 2/15/2023, 2017 B A3			135,000			134,012
Total Asset-Backed Obligations (Cost $2,349,157)						2,347,712
COLLATERALIZED MORTGAGE OBLIGATIONS - 0.06% (Cost $175,048)
Freddie Mac REMIC Trust, 3.000%, Due 1/15/2047			175,000			175,048
COMMERCIAL MORTGAGE-BACKED OBLIGATIONS - 0.58%
Ginnie Mae REMIC Trust,
1.368%, Due 11/16/2041, 2013-125 AB			533,922			514,312
1.147%, Due 12/16/2038, 2013-139 A			267,602			262,284
1.624%, Due 7/16/2039, 2013-78 AB			419,972			405,774
GS Mortgage Securities Trust, 3.679%, Due 8/10/2043, 2010-C1 A1D			9,365			9,386
JPMBB Commercial Mortgage Securities Trust, 3.157%, Due 7/15/2045, 2013-C12 ASB			250,333			251,832

See accompanying notes

20

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Principal Amount			Fair Value
COMMERCIAL MORTGAGE-BACKED OBLIGATIONS - 0.58% (continued)
WFRBS Commercial Mortgage Trust, 3.660%, Due 3/15/2047, 2014-C19 A3		$	190,471		$	192,842
Total Commercial Mortgage-Backed Obligations (Cost $1,674,954)						1,636,430
U.S. AGENCY MORTGAGE-BACKED OBLIGATIONS - 5.82%
Federal Home Loan Mortgage Corp.,
5.000%, Due 10/1/2020			2,970			3,044
3.500%, Due 8/1/2026			26,748			27,399
3.500%, Due 9/1/2028			45,738			46,871
3.000%, Due 11/1/2032			130,305			131,306
5.000%, Due 8/1/2033			42,251			45,414
5.500%, Due 2/1/2034			42,254			46,331
4.000%, Due 1/1/2041			155,385			160,938
4.500%, Due 2/1/2041			107,831			114,681
3.500%, Due 6/1/2042			512,555			521,669
3.500%, Due 7/1/2042			143,590			146,143
3.500%, Due 5/1/2046			225,513			228,822
3.000%, Due 11/1/2046			305,348			302,132
3.000%, Due 4/1/2047			295,941			292,870
3.500%, Due 1/1/2048			418,649			423,889
4.000%, Due 4/1/2048			271,554			279,618
3.000%, Due 8/1/2048			295,296			292,232
4.000%, Due 9/1/2048			254,483			261,905
						3,325,264
Federal National Mortgage Association,
4.000%, Due 8/1/2020			6,342			6,529
3.500%, Due 1/1/2028B			47,502			48,607
4.000%, Due 10/1/2033			238,830			245,926
5.000%, Due 3/1/2034B			45,574			49,042
4.500%, Due 4/1/2034			84,552			88,807
3.500%, Due 6/1/2037			291,469			297,213
5.500%, Due 6/1/2038			8,730			9,603
4.500%, Due 1/1/2040			119,358			126,428
5.000%, Due 5/1/2040			189,499			203,748
5.000%, Due 6/1/2040			150,574			161,843
4.000%, Due 9/1/2040			104,487			108,145
4.000%, Due 1/1/2041			202,827			209,922
3.000%, Due 6/1/2043			811,205			805,845
3.500%, Due 7/1/2043			144,757			147,081
3.000%, Due 8/1/2043			710,038			705,347
4.000%, Due 11/1/2044B			117,613			122,999
4.000%, Due 7/1/2045			491,949			507,821
3.500%, Due 8/1/2045			129,376			131,050
3.500%, Due 11/1/2045			1,437,892			1,456,498
3.000%, Due 4/1/2046			171,594			169,822
3.500%, Due 5/1/2046			495,181			501,208
4.000%, Due 7/1/2046			204,938			211,516
3.000%, Due 10/1/2046			50,754			50,215
3.000%, Due 11/1/2046			331,958			328,787
3.500%, Due 11/1/2046			415,153			421,148
3.000%, Due 12/1/2046B			199,760			197,851
3.000%, Due 2/1/2047			218,910			216,599
3.500%, Due 3/1/2047			105,832			107,252
4.500%, Due 7/1/2047			128,767			134,813
4.500%, Due 8/1/2047			130,436			136,470
3.500%, Due 9/1/2047			127,441			129,326
4.000%, Due 9/1/2047			261,820			270,005
4.000%, Due 11/1/2047			216,668			223,386
3.500%, Due 2/1/2048			258,647			261,272

See accompanying notes

21

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Principal Amount			Fair Value
U.S. AGENCY MORTGAGE-BACKED OBLIGATIONS - 5.82% (continued)
Federal National Mortgage Association, (continued)
4.000%, Due 3/1/2048		$	242,956		$	250,221
4.000%, Due 4/1/2048			405,860			417,988
4.500%, Due 4/1/2048			116,463			121,708
4.500%, Due 7/1/2048			370,899			387,435
5.000%, Due 8/1/2048			217,496			229,440
5.000%, Due 9/1/2048			217,919			229,886
3.000%, Due 10/1/2048B			175,051			173,731
						10,602,533
Government National Mortgage Association,
6.500%, Due 8/15/2027			36,945			40,328
6.500%, Due 11/15/2027			41,338			45,211
7.500%, Due 12/15/2028			38,207			43,158
5.500%, Due 7/15/2033			43,778			48,362
6.000%, Due 12/15/2033			57,127			64,375
5.500%, Due 2/20/2034			61,278			67,120
5.000%, Due 10/15/2039			94,524			101,268
3.500%, Due 9/15/2041			256,433			262,006
3.000%, Due 1/20/2046			75,669			75,735
3.000%, Due 4/20/2046			193,231			193,161
3.000%, Due 6/20/2046			256,260			256,089
3.000%, Due 12/20/2046			172,091			172,029
3.500%, Due 8/20/2047			82,537			83,997
3.500%, Due 10/20/2047			80,238			81,640
4.000%, Due 1/20/2048			474,050			488,346
4.500%, Due 11/20/2048			225,605			234,669
4.500%, Due 12/20/2048			227,348			237,293
5.000%, Due 1/20/2049			114,066			119,375
						2,614,162
Total U.S. Agency Mortgage-Backed Obligations (Cost $16,384,292)						16,541,959
U.S. TREASURY OBLIGATIONS - 16.21%
U.S. Treasury Notes/Bonds,
1.750%, Due 10/31/2020			319,000			316,321
2.515%, Due 1/31/2021, (3-mo. Treasury money market yield + 0.115%)E			8,420,000			8,419,816
1.250%, Due 3/31/2021			964,000			945,511
1.375%, Due 4/30/2021			964,000			947,055
2.000%, Due 5/31/2021			1,446,000			1,438,149
2.000%, Due 11/15/2021			740,000			735,606
2.000%, Due 2/15/2022			1,996,000			1,983,369
1.750%, Due 9/30/2022			500,000			491,777
1.625%, Due 11/15/2022			964,000			943,477
2.000%, Due 2/15/2023			500,000			495,293
2.750%, Due 7/31/2023			500,000			509,609
2.500%, Due 8/15/2023			964,000			972,925
2.375%, Due 8/15/2024			1,140,000			1,143,741
2.875%, Due 7/31/2025			500,000			514,629
6.875%, Due 8/15/2025			279,000			351,823
2.000%, Due 11/15/2026			500,000			485,332
2.875%, Due 5/15/2028			200,000			206,211
2.875%, Due 8/15/2028			9,225,000			9,513,642
5.250%, Due 11/15/2028			217,000			267,325
2.625%, Due 2/15/2029			580,000			585,913
4.750%, Due 2/15/2037			304,000			392,647
4.500%, Due 8/15/2039			241,000			305,853
3.000%, Due 8/15/2048			11,380,000			11,507,581

See accompanying notes

22

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Principal Amount			Fair Value
U.S. TREASURY OBLIGATIONS - 16.21% (continued)
U.S. Treasury Notes/Bonds, (continued)
3.000%, Due 2/15/2049		$	2,544,000		$	2,575,601
						46,049,206
Total U.S. Treasury Obligations (Cost $45,655,103)						46,049,206
	Shares
SHORT-TERM INVESTMENTS - 1.54% (Cost $4,365,141)
Investment Companies - 1.54%
American Beacon U.S. Government Money Market Select Fund, Select Class, 2.37%F G			4,365,141			4,365,141
SECURITIES LENDING COLLATERAL - 0.13% (Cost $364,350)
Investment Companies - 0.13%
American Beacon U.S. Government Money Market Select Fund, Select Class, 2.37%F G			364,350			364,350
TOTAL INVESTMENTS - 99.92% (Cost $245,409,970)						283,840,156
OTHER ASSETS, NET OF LIABILITIES - 0.08%						227,621
TOTAL NET ASSETS - 100.00%					$	284,067,777
Percentages are stated as a percent of net assets.

^A Non-income producing security.

^B Coupon rate may change based on changes of the underlying collateral or prepayments of principal. The coupon rate shown represents the rate at period end.

^C All or a portion of this security is on loan at April 30, 2019.

^D 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 $5,845,712 or 2.06% of net assets. The Fund has no right to demand registration of these securities.

^E Variable, floating, or adjustable rate securities with an interest rate that changes periodically. Rates are periodically reset with rates that are based on a predetermined benchmark such as a widely followed interest rate such as T-bills, LIBOR or PRIME plus a fixed spread. The interest rate disclosed reflects the rate in effect on April 30, 2019.

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

^G 7-day yield.

ADR - American Depositary Receipt.

LIBOR - London Interbank Offered Rate.

LLC - Limited Liability Company.

LP - Limited Partnership.

MLP - Master Limited Partnership.

NVDR - Non Voting Depositary Receipt.

PLC - Public Limited Company.

PRIME - A rate, charged by banks, based on the U.S. Federal Funds rate.

REMIC - Real Estate Mortgage Investment Conduit.

Long Futures Contracts Open on April 30, 2019:
Equity Futures Contracts
Description	Number of Contracts	Expiration Date	Notional Amount		Contract Value		Unrealized Appreciation (Depreciation)
S&P 500 E-Mini Index Futures	25	June 2019	$	3,645,077	$	3,685,625	$	40,548
			$	3,645,077	$	3,685,625	$	40,548

Index Abbreviations:
S&P 500	Standard & Poor’s U.S. Equity Large-Cap Index.

See accompanying notes

23

American Beacon Balanced Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of April 30, 2019, the investments were classified as described below:

Balanced Fund	Level 1		Level 2		Level 3		Total
Assets
Common Stocks	$	175,349,393	$	-	$	-	$	175,349,393
Corporate Obligations		-		31,941,329		-		31,941,329
Foreign Corporate Obligations		-		4,607,285		-		4,607,285
Foreign Sovereign Obligations		-		462,303		-		462,303
Asset-Backed Obligations		-		2,347,712		-		2,347,712
Collateralized Mortgage Obligations		-		175,048		-		175,048
Commercial Mortgage-Backed Obligations		-		1,636,430		-		1,636,430
U.S. Agency Mortgage-Backed Obligations		-		16,541,959		-		16,541,959
U.S. Treasury Obligations		-		46,049,206		-		46,049,206
Short–Term Investments		4,365,141		-		-		4,365,141
Securities Lending Collateral		364,350		-		-		364,350
Total Investments in Securities - Assets	$	180,078,884	$	103,761,272	$	-	$	283,840,156
Financial Derivative Instruments - Assets
Futures Contracts	$	40,548	$	-	$	-	$	40,548
Total Financial Derivative Instruments - Assets	$	40,548	$	-	$	-	$	40,548

U.S. GAAP requires transfers between all levels to/from level 3 to be disclosed. During the period ended April 30, 2019, there were no transfers into or out of Level 3.

See accompanying notes

24

American Beacon Mid-Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 97.77%
Communication Services - 2.20%
Media - 2.20%
Altice USA, Inc., Class A		155,574		$	3,665,324
Interpublic Group of Cos., Inc.		215,801			4,963,423
Meredith Corp.		51,370			3,030,830
Omnicom Group, Inc.		12,636			1,011,259
					12,670,836
Total Communication Services					12,670,836
Consumer Discretionary - 14.81%
Auto Components - 1.94%
Dana, Inc.		246,837			4,813,321
Lear Corp.		44,516			6,365,788
					11,179,109
Diversified Consumer Services - 1.00%
Adtalem Global Education, Inc.A		117,186			5,779,614
Hotels, Restaurants & Leisure - 5.08%
Aramark		141,478			4,397,136
Marriott Vacations Worldwide Corp.		6,313			666,842
MGM Resorts International		160,412			4,271,772
Norwegian Cruise Line Holdings Ltd.A		95,346			5,376,561
Royal Caribbean Cruises Ltd.		48,638			5,882,280
Wyndham Destinations, Inc.		94,445			4,114,024
Wyndham Hotels & Resorts, Inc.		82,352			4,588,653
					29,297,268
Household Durables - 2.14%
Lennar Corp., Class A		89,808			4,672,710
Mohawk Industries, Inc.A		29,255			3,985,994
Newell Brands, Inc.		257,148			3,697,788
					12,356,492
Internet & Direct Marketing Retail - 0.50%
Qurate Retail, Inc.A		168,348			2,870,333
Multiline Retail - 1.11%
Dollar General Corp.		50,718			6,395,033
Specialty Retail - 1.81%
Aaron’s, Inc.		90,837			5,058,713
Advance Auto Parts, Inc.		32,367			5,383,279
					10,441,992
Textiles, Apparel & Luxury Goods - 1.23%
Gildan Activewear, Inc.		51,481			1,898,105
PVH Corp.		40,067			5,168,242
					7,066,347
Total Consumer Discretionary					85,386,188
Consumer Staples - 0.89%
Beverages - 0.52%
Coca-Cola European Partners PLCA		56,286			3,016,367
Household Products - 0.37%
Spectrum Brands Holdings, Inc.		34,467			2,122,133
Total Consumer Staples					5,138,500

See accompanying notes

25

American Beacon Mid-Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 97.77%
Energy - 8.51%
Energy Equipment & Services - 2.39%
Halliburton Co.		180,688		$	5,118,891
National Oilwell Varco, Inc.		176,712			4,619,252
TechnipFMC PLC		164,788			4,052,137
					13,790,280
Oil, Gas & Consumable Fuels - 6.12%
Cenovus Energy, Inc.		293,129			2,904,908
Chesapeake Energy Corp.A B		169,425			493,027
EQT Corp.		234,991			4,805,566
Equitrans Midstream Corp.A		228,483			4,759,301
Golar LNG Ltd.		70,689			1,381,263
Hess Corp.		81,350			5,216,162
Kosmos Energy Ltd.		275,310			1,841,824
Murphy Oil Corp.		204,279			5,564,560
Parsley Energy, Inc., Class AA		152,444			3,042,782
Vermilion Energy, Inc.B		205,408			5,250,228
					35,259,621
Total Energy					49,049,901
Financials - 22.10%
Banks - 5.65%
Fifth Third Bancorp		318,572			9,181,245
FNB Corp.		339,929			4,123,339
KeyCorp		338,619			5,942,763
Pinnacle Financial Partners, Inc.		33,586			1,950,339
Regions Financial Corp.		301,625			4,684,236
Signature Bank		34,865			4,604,621
Valley National Bancorp		201,226			2,108,849
					32,595,392
Capital Markets - 4.00%
Apollo Global Management LLC, Class A, MLP		133,530			4,365,096
Franklin Resources, Inc.		110,216			3,812,371
Invesco Ltd.		202,373			4,446,135
KKR & Co., Inc., Class A		256,201			6,264,114
Northern Trust Corp.		42,203			4,159,106
					23,046,822
Consumer Finance - 2.71%
Ally Financial, Inc.		281,746			8,370,674
Navient Corp.		230,154			3,109,380
SLM Corp.		408,163			4,146,936
					15,626,990
Diversified Financial Services - 2.86%
AXA Equitable Holdings, Inc.		314,064			7,126,112
Jefferies Financial Group, Inc.		162,322			3,338,964
Voya Financial, Inc.		110,272			6,052,830
					16,517,906
Insurance - 5.58%
Assurant, Inc.		31,613			3,003,235
Axis Capital Holdings Ltd.		221,615			12,598,813
Fidelity National Financial, Inc.		272,893			10,902,075
Willis Towers Watson PLC		30,583			5,637,670
					32,141,793

See accompanying notes

26

American Beacon Mid-Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 97.77% (continued)
Financials - 22.10% (continued)
Mortgage Real Estate Investment Trusts (REITs) - 0.48%
MFA Financial, Inc.		367,152		$	2,757,312
Thrifts & Mortgage Finance - 0.82%
New York Community Bancorp, Inc.		405,470			4,715,616
Total Financials					127,401,831
Health Care - 4.91%
Health Care Equipment & Supplies - 1.21%
Zimmer Biomet Holdings, Inc.		56,603			6,971,225
Health Care Providers & Services - 2.97%
Cardinal Health, Inc.		74,948			3,650,717
McKesson Corp.		32,038			3,820,532
MEDNAX, Inc.A		55,301			1,546,769
Universal Health Services, Inc., Class B		63,828			8,097,858
					17,115,876
Pharmaceuticals - 0.73%
Mylan N.V.A		156,698			4,229,279
Total Health Care					28,316,380
Industrials - 17.87%
Aerospace & Defense - 3.08%
BWX Technologies, Inc.		53,233			2,720,206
Spirit AeroSystems Holdings, Inc., Class A		73,470			6,384,543
TransDigm Group, Inc.A		17,938			8,655,444
					17,760,193
Airlines - 0.56%
Alaska Air Group, Inc.		51,620			3,195,278
Building Products - 2.18%
JELD-WEN Holding, Inc.A		338,905			6,693,374
Johnson Controls International PLC		78,677			2,950,387
Owens Corning		57,217			2,933,516
					12,577,277
Commercial Services & Supplies - 1.14%
Republic Services, Inc.		79,602			6,592,637
Construction & Engineering - 1.78%
AECOMA		183,391			6,216,955
Jacobs Engineering Group, Inc.		52,069			4,058,258
					10,275,213
Industrial Conglomerates - 1.02%
Carlisle Cos, Inc.		41,553			5,876,425
Machinery - 4.67%
Dover Corp.		49,448			4,847,882
Snap-on, Inc.		24,999			4,206,832
Stanley Black & Decker, Inc.		82,780			12,135,548
Terex Corp.		101,604			3,386,461
Wabtec Corp.		31,771			2,353,278
					26,930,001

See accompanying notes

27

American Beacon Mid-Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 97.77% (continued)
Industrials - 17.87% (continued)
Professional Services - 0.46%
Nielsen Holdings PLC		103,930		$	2,653,333
Road & Rail - 2.00%
Avis Budget Group, Inc.A		119,236			4,238,840
Ryder System, Inc.		115,713			7,289,919
					11,528,759
Trading Companies & Distributors - 0.98%
AerCap Holdings N.V.A		113,409			5,629,623
Total Industrials					103,018,739
Information Technology - 9.29%
Electronic Equipment, Instruments & Components - 2.50%
Anixter International, Inc.A		94,381			5,933,734
Avnet, Inc.		174,631			8,488,813
					14,422,547
IT Services - 3.07%
Alliance Data Systems Corp.		20,822			3,333,602
Conduent, Inc.A		5,176			66,347
Genpact Ltd.		117,573			4,267,900
KBR, Inc.		266,506			5,921,763
Total System Services, Inc.		39,876			4,076,922
					17,666,534
Semiconductors & Semiconductor Equipment - 2.86%
Marvell Technology Group Ltd.		443,102			11,086,412
Microchip Technology, Inc.		53,719			5,365,991
					16,452,403
Technology Hardware, Storage & Peripherals - 0.86%
Hewlett Packard Enterprise Co.		315,047			4,980,893
Total Information Technology					53,522,377
Materials - 4.65%
Chemicals - 3.02%
Ashland Global Holdings, Inc.		82,771			6,665,549
Axalta Coating Systems Ltd.A		149,218			4,025,902
Eastman Chemical Co.		40,564			3,199,688
Element Solutions, Inc.		323,121			3,509,094
					17,400,233
Containers & Packaging - 1.63%
Owens-Illinois, Inc.		256,057			5,059,686
Packaging Corp. of America		43,870			4,350,149
					9,409,835
Total Materials					26,810,068
Real Estate - 7.08%
Equity Real Estate Investment Trusts (REITs) - 6.72%
AvalonBay Communities, Inc.		25,588			5,141,397
EPR Properties		74,343			5,862,689
GEO Group, Inc.		118,329			2,368,947
HCP, Inc.		122,834			3,657,996

See accompanying notes

28

American Beacon Mid-Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

	Shares		Fair Value
COMMON STOCKS - 97.77% (continued)
Real Estate - 7.08% (continued)
Equity Real Estate Investment Trusts (REITs) - 6.72% (continued)
Lamar Advertising Co., Class A		75,496		$	6,241,254
Liberty Property Trust		113,923			5,655,138
MGM Growth Properties LLC, Class A		303,253			9,782,942
					38,710,363
Real Estate Management & Development - 0.36%
Realogy Holdings Corp.		161,574			2,103,693
Total Real Estate					40,814,056
Utilities - 5.46%
Electric Utilities - 4.64%
Edison International		65,449			4,173,683
Evergy, Inc.		63,103			3,648,615
FirstEnergy Corp.		162,126			6,814,156
Pinnacle West Capital Corp.		56,906			5,421,435
Xcel Energy, Inc.		118,959			6,721,183
					26,779,072
Gas Utilities - 0.82%
UGI Corp.		86,524			4,716,423
Total Utilities					31,495,495
Total Common Stocks (Cost $494,907,525)					563,624,371
SHORT-TERM INVESTMENTS - 2.22% (Cost $12,788,898)
Investment Companies - 2.22%
American Beacon U.S. Government Money Market Select Fund, Select Class, 2.37%C D		12,788,898			12,788,898
SECURITIES LENDING COLLATERAL - 0.98% (Cost $5,641,139)
Investment Companies - 0.98%
American Beacon U.S. Government Money Market Select Fund, Select Class, 2.37%C D		5,641,139			5,641,139
TOTAL INVESTMENTS - 100.97% (Cost $513,337,562)					582,054,408
LIABILITIES, NET OF OTHER ASSETS - (0.97%)					(5,605,658	)
TOTAL NET ASSETS - 100.00%				$	576,448,750
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 April 30, 2019.

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

^D 7-day yield.

LLC - Limited Liability Company.

MLP - Master Limited Partnership.

PLC - Public Limited Company.

Long Futures Contracts Open on April 30, 2019:
Equity Futures Contracts
Description	Number of Contracts	Expiration Date	Notional Amount		Contract Value		Unrealized Appreciation (Depreciation)
S&P MidCap 400 E-Mini Index Futures	68	June 2019	$	13,082,001	$	13,419,120	$	337,119
			$	13,082,001	$	13,419,120	$	337,119

Index Abbreviations:
S&P 400	Standard & Poor’s Midcap Index.

See accompanying notes

29

American Beacon Mid-Cap Value Fund^SM

Schedule of Investments

April 30, 2019 (Unaudited)

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of April 30, 2019, the investments were classified as described below:

Mid-Cap Value Fund	Level 1		Level 2		Level 3		Total
Assets
Common Stocks	$	563,624,371	$	-	$	-	$	563,624,371
Short-Term Investments		12,788,898		-		-		12,788,898
Securities Lending Collateral		5,641,139		-		-		5,641,139
Total Investments in Securities - Assets	$	582,054,408	$	-	$	-	$	582,054,408
Financial Derivative Instruments - Assets
Futures Contracts	$	337,119	$	-	$	-	$	337,119
Total Financial Derivative Instruments - Assets	$	337,119	$	-	$	-	$	337,119

U.S. GAAP requires transfers between all levels to/from level 3 to be disclosed. During the period ended April 30, 2019, there were no transfers into or out of Level 3.

See accompanying notes

30

American Beacon Funds^SM

Statements of Assets and Liabilities

April 30, 2019 (Unaudited)

	Balanced Fund		Mid-Cap Value Fund
Assets:
Investments in unaffiliated securities, at fair value† §	$	279,110,665	$	563,624,371
Investments in affiliated securities, at fair value‡		4,729,491		18,430,037
Deposits with broker for futures contracts		123,900		454,564
Dividends and interest receivable		811,453		209,582
Receivable for investments sold		221,543		2,700,880
Receivable for fund shares sold		190,871		218,583
Receivable for tax reclaims		462		–
Receivable for variation margin on open futures contracts (Note 5)		40,617		337,274
Prepaid expenses		227,249		83,171
Total assets		285,456,251		586,058,462
Liabilities:
Payable for investments purchased		385,607		1,567,884
Payable for fund shares redeemed		442,239		1,919,427
Payable for expense reimbursement (Note 2)		–		20
Management and sub-advisory fees payable (Note 2)		81,030		334,794
Service fees payable (Note 2)		49,746		74,758
Transfer agent fees payable (Note 2)		11,304		20,358
Payable upon return of securities loaned (Note 9)§		364,350		5,641,139
Custody and fund accounting fees payable		10,028		18,266
Professional fees payable		28,624		23,560
Trustee fees payable (Note 2)		1,739		5,073
Payable for prospectus and shareholder reports		10,227		–
Other liabilities		3,580		4,433
Total liabilities		1,388,474		9,609,712
Net assets	$	284,067,777	$	576,448,750
Analysis of net assets:
Paid-in-capital	$	236,578,976	$	542,370,510
Total distributable earnings (deficits)A		47,488,801		34,078,240
Net assets	$	284,067,777	$	576,448,750

See accompanying notes

31

American Beacon Funds^SM

Statements of Assets and Liabilities

April 30, 2019 (Unaudited)

	Balanced Fund		Mid-Cap Value Fund
Shares outstanding at no par value (unlimited shares authorized):
Institutional Class		3,520,334		13,730,091
Y Class		4,081,802		6,321,117
Investor Class		7,581,616		16,235,881
Advisor Class		442,744		222,951
A Class		1,201,794		298,665
C Class		2,350,493		333,182
R6 Class		N/A		11,831
Net assets:
Institutional Class	$	56,018,539	$	212,489,691
Y Class	$	65,413,244	$	96,995,418
Investor Class	$	106,084,132	$	254,002,999
Advisor Class	$	6,610,394	$	3,380,978
A Class	$	16,776,894	$	4,521,696
C Class	$	33,164,574	$	4,874,843
R6 Class		N/A	$	183,125
Net asset value, offering and redemption price per share:
Institutional Class	$	15.91	$	15.48
Y Class	$	16.03	$	15.34
Investor Class	$	13.99	$	15.64
Advisor Class	$	14.93	$	15.16
A Class	$	13.96	$	15.14
A Class (offering price)	$	14.81	$	16.06
C Class	$	14.11	$	14.63
R6 Class		N/A	$	15.48
† Cost of investments in unaffiliated securities	$	240,680,479	$	494,907,525
‡ Cost of investments in affiliated securities	$	4,729,491	$	18,430,037
§ Fair value of securities on loan	$	346,306	$	5,451,883
A The Fund’s investments in affiliated securities did not have unrealized appreciation (depreciation) at period end.

See accompanying notes

32

American Beacon Funds^SM

Statements of Operations

For the period ended April 30, 2019 (Unaudited)

	Balanced Fund			Mid-Cap Value Fund
Investment income:
Dividend income from unaffiliated securities (net of foreign taxes)†	$	2,524,442		$	7,348,003
Dividend income from affiliated securities (Note 8)		59,395			264,044
Interest income		1,581,733			5,799
Income derived from securities lending (Note 9)		5,324			12,245
Total investment income		4,170,894			7,630,091
Expenses:
Management and sub-advisory fees (Note 2)		737,245			2,484,970
Transfer agent fees:
Institutional Class (Note 2)		3,790			56,769
Y Class (Note 2)		27,552			47,903
Investor Class		3,819			6,466
Advisor Class		227			1,088
A Class		563			595
C Class		1,229			700
R6 Class		-			285
Custody and fund accounting fees		38,139			53,470
Professional fees		29,713			32,879
Registration fees and expenses		41,958			62,663
Service fees (Note 2):
Investor Class		154,743			460,371
Advisor Class		6,615			3,992
A Class		10,563			11,514
C Class		20,057			3,264
Distribution fees (Note 2):
Advisor Class		7,692			4,009
A Class		20,966			13,908
C Class		168,030			25,716
Prospectus and shareholder report expenses		12,873			28,574
Trustee fees (Note 2)		9,494			24,469
Other expenses		18,449			27,050
Total expenses		1,313,717			3,350,655
Net fees waived and expenses (reimbursed) / recouped (Note 2)		-			(249	)
Net expenses		1,313,717			3,350,406
Net investment income		2,857,177			4,279,685
Realized and unrealized gain (loss) from investments:
Net realized gain from:
Investments in unaffiliated securitiesA		7,336,410			(33,924,664	)
Commission recapture (Note 1)		3,650			29,005
Foreign currency transactions		(406	)		(309	)
Futures contracts		(180,661	)		1,035,044
Change in net unrealized appreciation of:
Investments in unaffiliated securitiesB		6,503,557			69,685,756
Foreign currency transactions		-			224
Futures contracts		281,376			1,784,664
Net gain from investments		13,943,926			38,609,720
Net increase in net assets resulting from operations	$	16,801,103		$	42,889,405
† Foreign taxes	$	20,351		$	42,102
A The Fund did not recognize net realized gains (losses) from the sale of investments in affiliated securities.
B The Fund’s investments in affiliated securities did not have a change in unrealized appreciation (depreciation) at period end.

See accompanying notes

33

American Beacon Funds^SM

Statements of Changes in Net Assets

	Balanced Fund						Mid-Cap Value Fund
	Six Months Ended April 30, 2019			Year Ended October 31, 2018			Six Months Ended April 30, 2019			Year Ended October 31, 2018
	(unaudited)						(unaudited)
Increase (decrease) in net assets:
Operations:
Net investment income	$	2,857,177		$	5,594,543		$	4,279,685		$	8,243,269
Net realized gain (loss) from investments in unaffiliated securities, commission recapture, foreign currency transactions, and futures contracts		7,158,993			22,789,700			(32,860,924	)		39,046,228
Change in net unrealized appreciation (depreciation) of investments in unaffiliated securities, foreign currency transactions, and futures contracts		6,784,933			(24,223,813	)		71,470,644			(114,181,076	)
Net increase (decrease) in net assets resulting from operations		16,801,103			4,160,430			42,889,405			(66,891,579	)
Distributions to shareholders:
Total retained earnings:
Institutional Class		(4,465,337	)		(6,261,952	)		(16,149,794	)		(9,434,653	)
Y Class		(5,244,841	)		(4,822,027	)		(6,006,149	)		(3,447,030	)
Investor Class		(8,848,654	)		(9,640,824	)		(22,741,996	)		(9,262,634	)
Advisor Class		(481,792	)		(761,574	)		(198,759	)		(94,728	)
A Class		(1,462,663	)		(1,718,656	)		(712,238	)		(434,137	)
C Class		(2,858,368	)		(2,976,692	)		(313,970	)		(184,144	)
R6 Class		–			–			(12,536	)		–
Net distributions to shareholders		(23,361,655	)		(26,181,725	)		(46,135,442	)		(22,857,326	)
Capital share transactions (Note 11):
Proceeds from sales of shares		21,902,478			53,469,502			66,908,704			405,914,174
Reinvestment of dividends and distributions		22,646,081			25,384,629			45,842,063			22,545,457
Cost of shares redeemed		(53,428,753	)		(109,865,841	)		(279,441,373	)		(261,376,072	)
Net increase (decrease) in net assets from capital share transactions		(8,880,194	)		(31,011,710	)		(166,690,606	)		167,083,559
Net increase (decrease) in net assets		(15,440,746	)		(53,033,005	)		(169,936,643	)		77,334,654
Net assets:
Beginning of period		299,508,523			352,541,528			746,385,393			669,050,739
End of period	$	284,067,777		$	299,508,523		$	576,448,750		$	746,385,393

See accompanying notes

34

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

1.  Organization and Significant Accounting Policies

American Beacon Funds (the “Trust”), is organized as a Massachusetts business trust. The Funds, each a series within the Trust, are registered under the Investment Company Act of 1940, as amended (the “Act”), as diversified, open-end management investment companies. As of April 30, 2019, the Trust consists of thirty-three active series, two of which are presented in this filing: American Beacon Balanced Fund and American Beacon Mid-Cap Value Fund (collectively, the “Funds” and each individually a “Fund”). The remaining thirty-one active series are reported in separate filings.

American Beacon Advisors, Inc. (the “Manager”) is a Delaware corporation and a wholly-owned subsidiary of Resolute Investment Managers, Inc. (“RIM”) organized in 1986 to provide business management, advisory, administrative, and asset management consulting services to the Trust and other investors. The Manager is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). RIM is, in turn, a wholly-owned subsidiary of Resolute Acquisition, Inc., which is a wholly-owned subsidiary of Resolute Topco, Inc., a wholly-owned subsidiary of Resolute Investment Holdings, LLC (“RIH”). RIH is owned primarily by Kelso Investment Associates VIII, L.P., KEP VI, LLC and Estancia Capital Partners L.P., investment funds affiliated with Kelso & Company, L.P. (“Kelso”) or Estancia Capital Management, LLC (“Estancia”), which are private equity firms.

Recent Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-08, Premium Amortization of Purchased Callable Debt Securities. The amendments in the ASU shorten the premium amortization period on a purchased callable debt security from the security’s contractual life to the earliest call date. It is anticipated that this change will enhance disclosures by reducing losses recognized when a security is called on an earlier date. This ASU is effective for fiscal years beginning after December 15, 2018. The Manager continues to evaluate the impact this ASU will have on the financial statements and other disclosures.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (“Topic 820”). The amendments in the ASU impact disclosure requirements for fair value measurement. It is anticipated that this change will enhance the effectiveness of disclosures in the notes to the financial statements. This ASU is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted and can include the entire standard or certain provisions that exclude or amend disclosures. For the period ended April 30, 2019, the Funds have chosen to adopt the standard. The adoption of this ASU guidance did not have a material impact on the financial statements and other disclosures.

Class Disclosure

Each Fund has multiple classes of shares designed to meet the needs of different groups of investors; however, not all of the Funds offer all classes. The following table sets forth the differences amongst the classes:

Class	Eligible Investors	Minimum Initial Investments
Institutional	Large institutional investors - sold directly or through intermediary channels.	$	250,000
Y Class	Large institutional retirement plan investors - sold directly or through intermediary channels.	$	100,000
Investor	All investors using intermediary organizations, such as broker-dealers or retirement plan sponsors.	$	2,500
Advisor Class	All investors who invest through intermediary organizations, such as broker-dealers or third party administrators.	$	2,500

35

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Class	Eligible Investors	Minimum Initial Investments
A Class	All investors who invest through intermediary organizations, such as broker-dealers or third party administrator. Retail investors who invest directly through a financial intermediary such as a broker, bank, or registered investment advisor which may include a front-end sales charge and a contingent deferred sales charge (“CDSC”).	$	2,500
C Class	Retail investors who invest directly through a financial intermediary such as a broker or through employee directed benefit plans with applicable sales charges which may include CDSC.	$	1,000
R6 Class	Large institutional retirement plan investors - sold through retirement plan sponsors.		None

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 respective Fund. Class specific expenses, where applicable, currently include service, distribution, transfer agent fees, and sub-transfer agent fees that vary amongst the classes as described more fully in Note 2.

Significant Accounting Policies

The following is a summary of significant accounting policies, consistently followed by the Funds in preparation of the financial statements. The Funds are considered investment companies and accordingly, follow the investment company accounting and reporting guidance of the FASB Accounting Standards Codification Topic 946, Financial Services – Investment Companies, a part of Generally Accepted Accounting Principles (“U.S. GAAP”).

Security Transactions and Investment Income

Security transactions are recorded as of the trade date for financial reporting purposes. Securities purchased or sold on a when-issued or delayed-delivery basis may be settled beyond a standard settlement period for the security after the trade date.

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, net of foreign taxes, is earned from settlement date, recorded on the accrual basis, and adjusted, if necessary, for accretion of discounts and amortization of premiums. For convertible securities, premiums attributable to the conversion feature are not amortized. Realized gains (losses) from securities sold are determined on the basis of specific lot identification. Estimated tax liabilities on certain foreign securities are recorded on an accrual basis and are reflected as components of interest income or net change in unrealized appreciation (depreciation) on investments on the Statements of Operations, as appropriate. Tax liabilities realized as a result of such security sales are reflected as a component of net realized gain (loss) on investments on the Statements of Operations. Paydown gains (losses) on mortgage-related and other asset-backed securities, if any, are recorded as components of interest income on the Statements of Operations. Income or short-term capital gain distributions received from registered investment companies, if any, are recorded as dividend income. Long-term gain distributions received from registered investment companies, if any, are recorded as realized gains.

Debt obligations may be placed on a non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivable when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed for non-accrual when the issuer resumes interest payments or when collectability of interest is probable. Realized gains (losses) from securities sold are determined on the basis of specific lot identification.

36

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Distributions to Shareholders

Distributions, if any, of net investment income of the Balanced Fund will normally be declared and paid quarterly. Distributions, if any, of net investment income of the Mid-Cap Value Fund will normally be declared and be 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. Dividends to shareholders are determined in accordance with federal income tax regulations, which may differ in amount and character from net investment income and realized gains recognized for purposes of U.S. GAAP. To the extent necessary to fully distribute capital gains, the Funds may designate earnings and profits distributed to shareholders on the redemption of shares.

Commission Recapture

The Funds 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, Trust Expenses, Gains, and Losses

Investment income, realized and unrealized gains and losses from investments of the Funds are allocated daily to each class of shares based upon the relative proportion of net assets of each class to the total net assets of the Funds. Expenses directly charged or attributable to the Fund will be paid from the assets of the Fund. Generally, expenses of the Trust will be allocated among and charged to the assets of the Funds on a basis that the Trust’s Board of Trustees (the “Board”) deems fair and equitable, which may be based on the relative net assets of the Funds or nature of the services performed and relative applicability to the Funds.

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.

Other

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In 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.

Concentration of Ownership

From time to time, the Funds may have a concentration of one or more accounts constituting a significant percentage of shares outstanding. Investment activities by holders of accounts that represent a significant ownership of more than 5% of the Funds’ outstanding shares could have a material impact on the Funds. As of April 30, 2019, based on management’s evaluation of the shareholder account base, exclusive of omnibus accounts, one account has been identified as representing a non-affiliated significant ownership of approximately 8% of the Balanced Fund’s outstanding shares.

37

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

2.  Transactions with Affiliates

Management and Investment Sub-Advisory Agreements

The Funds and the Manager are parties to a Management Agreement that obligates the Manager to provide the Funds with investment advisory and administrative services. As compensation for performing the duties under the Management Agreement, the Manager will receive an annualized management fee based on a percentage of each Fund’s average daily net assets that is calculated and accrued daily according to the following schedule:

First $15 billion	0.35	%
Next $15 billion	0.325	%
Over $30 billion	0.30	%

The Trust, on behalf of the Funds, and the Manager have entered into Investment Advisory Agreements with Barrow, Hanley, Mewhinney & Strauss, LLC; Brandywine Global Investment Management, LLC; and Hotchkis and Wiley Capital Management, LLC for the Balanced Fund. In addition, the Manager manages a portion of the Balanced Fund pursuant to the Management Agreement. The Trust, on behalf of the Funds, and the Manager have entered into Investment Advisory Agreements with Barrow, Hanley, Mewhinney & Strauss, LLC; Pzena Investment Management, LLC; and WEDGE Capital Management, L.L.P. for the Mid-Cap Value Fund. Pursuant to the Investment Advisory Agreements, the Funds have agreed to pay an annualized sub-advisory fee that is calculated and accrued daily based on the Funds’ average daily net assets.

The Management and Sub-Advisory Fees paid by the Funds for the period ended April 30, 2019 were as follows:

Balanced Fund

	Effective Fee Rate			Amount of Fees Paid
Management Fees		0.35	%	$	490,427
Sub-Advisor Fees		0.17	%		246,818
Total		0.52	%	$	737,245

Mid-Cap Value Fund

	Effective Fee Rate			Amount of Fees Paid
Management Fees		0.35	%	$	1,148,896
Sub-Advisor Fees		0.41	%		1,336,074
Total		0.76	%	$	2,484,970

As compensation for services provided by the Manager in connection with securities lending activities conducted by the Funds, the lending Fund pays to the Manager, with respect to cash collateral posted by borrowers, a fee up to 10% of the net monthly interest income (the gross interest 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 10% of such loan fees. These fees are included in “Income derived from securities lending” and “Management and investment advisory fees” on the Statements of Operations. During the period ended April 30, 2019, the Manager received securities lending fees of $430 and $1,064 for the securities lending activities of the Balanced Fund and Mid-Cap Value Fund, respectively. Please see Note 9 for more information on securities lending.

Distribution Plans

The Funds, except for the Advisor, 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 separate fees may be charged

38

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

to the Funds for distribution purposes. However, the Plan authorizes the management fee received by the Manager and the investment advisors 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 Fund shares.

Separate Distribution Plans (the “Distribution Plans”) have been adopted pursuant to Rule 12b-1 under the Act for the Advisor, A, and C Classes of the Funds. Under the Distribution Plans, as compensation for distribution and shareholder servicing assistance, the Manager receives an annual fee of 0.25% of the average daily net assets of the Advisor and A Classes, and 1.00% of the average daily net assets of the C Class. 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 Investor, A, and C Classes of the Funds. As compensation for performing the duties required under the Service Plans, the Manager receives an annualized fee up to 0.25% of the average daily net assets of the A and C Classes, up to 0.25% of the average daily net assets of the Advisor Class, and up to 0.375% of the average daily net assets of the Investor Class of the Funds.

Sub-Transfer Agent Fees

The Manager has entered into agreements, which include servicing agreements, with financial intermediaries that provide recordkeeping, processing, shareholder communications and other services to customers of the intermediaries that hold positions in the Institutional and Y Classes of the Funds and has agreed to compensate the intermediaries for providing these services. Intermediaries transact with the Funds primarily through the use of omnibus accounts on behalf of their customers who hold positions in the Funds. Certain services would have been provided by the Funds’ transfer agent and other service providers if the shareholders’ accounts were maintained directly by the Funds’ transfer agent. Accordingly, the Funds, pursuant to Board approval, have agreed to reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries for the Institutional and Y Classes. The reimbursement amounts (sub-transfer agent fees) paid to the Manager are subject to a fee limit of up to 0.10% of an intermediary’s average net assets in the Institutional and Y Classes on an annual basis. During the period ended April 30, 2019, the sub-transfer agent fees, as reflected in “Transfer agent fees” on the Statements of Operations, were as follows:

Fund	Sub-Transfer Agent Fees
Balanced	$	29,666
Mid-Cap Value		92,805

As of April 30, 2019, the Funds owed the Manager the following reimbursement of sub-transfer agent fees, as reflected in “Transfer agent fees payable” on the Statements of Assets and Liabilities:

Fund	Reimbursement Sub-Transfer Agent  Fees
Balanced	$	6,767
Mid-Cap Value		9,589

Investments in Affiliated Funds

The Funds may invest in the American Beacon U.S. Government Money Market Select Fund (the “USG Select Fund”). Cash collateral received by the Funds in connection with securities lending may also be invested in the USG Select Fund. The Funds and the USG Select Fund have the same investment advisor and therefore, are considered to be affiliated. The Manager serves as investment advisor to the USG Select Fund and receives management fees

39

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

and administrative fees totaling 0.10% of the average daily net assets of the USG Select Fund. During the period ended April 30, 2019, the Manager earned fees on the Funds’ direct investments and securities lending collateral investments in the USG Select Fund as shown below:

Fund	Direct Investments in USG Select Fund		Securities Lending Collateral Investments in USG Select Fund		Total
Balanced	$	2,660	$	691	$	3,351
Mid-Cap Value		11,708		2,971		14,679

Interfund Credit Facility

Pursuant to an exemptive order issued by the SEC, the Funds, along with other registered investment companies having management contracts with the Manager, may participate in a credit facility whereby each fund, under certain conditions, is permitted to lend money directly to and borrow directly from other participating funds for temporary purposes. The interfund credit facility is advantageous to the funds because it provides added liquidity, and eliminates the need to maintain higher cash balances to meet redemptions. This situation could arise when shareholder redemptions exceed anticipated volumes and certain funds have insufficient cash on hand to satisfy such redemptions or when sales of securities do not settle as expected, resulting in a cash shortfall for a fund. When a fund liquidates portfolio securities to meet redemption requests, they often do not receive payment in settlement for up to two days (or longer for certain foreign transactions). Redemption requests normally are satisfied on the next business day. The credit facility provides a source of immediate, short-term liquidity pending settlement of the sale of portfolio securities. The credit facility is administered by a credit facility team consisting of professionals from the Manager’s asset management, compliance, and accounting areas who report the activities of the credit facility to the Board. During the period ended April 30, 2019, the Balanced Fund borrowed on average $685,888 for 2 days at an average interest rate of 3.11% with interest charges of $114. These amounts are recorded as “Other expenses” in the Statements of Operations. During the period ended April 30, 2019, the Mid-Cap Value Fund did not utilize the credit facility.

Expense Reimbursement Plan

The Manager contractually agreed to reduce fees and/or reimburse expenses for the classes of the Funds to the extent that total operating expenses exceed the Funds’ expense cap. During the period ended April 30, 2019, the Manager waived and/or reimbursed expenses as follows:

		Expense Cap										Expiration of Reimbursed Expenses
Fund	Class	11/1/2018 - 2/28/19			3/1/2019 - 4/30/2019			Reimbursed Expenses		(Recouped) Expenses
Mid-Cap Value	R6		0.88	%(1)		0.83	%	$	249	$	-		2022

⁽¹⁾  Voluntary expense cap.

Of these amounts, $20 was disclosed as a payable to the Manager on the Statements of Assets and Liabilities at April 30, 2019 for the Mid-Cap Value Fund.

The Funds have adopted an Expense Reimbursement Plan whereby the Manager may seek repayment of such fee reductions and expense reimbursements. Under the policy, the Manager can be reimbursed by the Funds for any contractual fee reductions or expense reimbursements if reimbursement to the Manager (a) occurs within three years after the Manager’s own waiver or reimbursement and (b) does not cause the Funds’ annual operating expenses to exceed the lesser of the contractual percentage limit in effect at the time of the waiver/reimbursement or time of recoupment. The reimbursed expenses listed above will expire in 2022. The Fund did not record a liability for potential reimbursement due to the current assessment that a reimbursement is unlikely.

40

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Sales Commissions

The Funds’ Distributor, Resolute Investment Distributors, Inc. (“RID” or “Distributor”), may receive a portion of Class A sales charges from broker dealers and it may be used to offset distribution related expenses. During the period ended April 30, 2019, RID collected $3,435 for Balanced Fund from the sale of Class A Shares. During the period ended April 30, 2019, there were no sales charges collected by RID for Mid-Cap Value Fund from the sale of Class A Shares.

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 Funds’ 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 period ended April 30, 2019, there were no CDSC fees collected for Class A Shares of the Funds.

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 Funds’ 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 period ended April 30, 2019, CDSC fees of $2,422 and $168 were collected for Class C Shares of the Balanced Fund and Mid-Cap Value Fund, respectively.

Trustee Fees and Expenses

As compensation for their service to the Trusts, each Trustee receives an annual retainer of $120,000, plus $10,000 for each Board meeting attended in person or via teleconference, $2,500 for attendance by Committee members at meetings of the Audit Committee and the Investment Committee, and $1,500 for attendance by Committee members at meetings of the Nominating and Governance Committee, plus reimbursement of reasonable expenses incurred in attending Board meetings, Committee meetings, and relevant educational seminars. The Trustees also may be compensated for attendance at special Board and/or Committee meetings from time to time. The Board Chair receives an additional annual retainer of $50,000 as well as a $2,500 fee each quarter for attendance at the committee meetings. The Chairpersons of the Audit Committee and the Investment Committee each receive an additional annual retainer of $25,000 and the Chairman of the Nominating and Governance Committee receives an additional annual retainer of $10,000. These expenses are allocated on a prorated basis to each fund of the Trusts according to its respective net assets.

3.  Security Valuation and Fair Value Measurements

The price of the Fund’s shares is based on its net asset value (“NAV”) per share. The Fund’s NAV is computed by adding total assets, subtracting all the Fund’s liabilities, and dividing the result by the total number of shares outstanding.

The NAV of each class of the Fund’s shares is determined based on a pro rata allocation of the Fund’s investment income, expenses and total capital gains and losses. The Fund’s NAV per share is determined each business day as of the regular close of trading on the New York Stock Exchange (“NYSE” or “Exchange”), which is typically 4:00 p.m. Eastern Time (“ET”). However, if trading on the NYSE closes at a time other than 4:00 p.m. ET, the Fund’s NAV per share typically would still be determined as of the regular close of trading on the NYSE. The Fund does not price its shares on days that the NYSE is closed. Foreign exchanges may permit trading in foreign securities on days when the Fund is not open for business, which may result in the value of the Fund’s portfolio investments being affected at a time when you are unable to buy or sell shares.

Equity securities, including shares of closed-end funds and exchange-traded funds (“ETFs”), are valued at the last sale price or official closing price taken from the primary exchange in which each security trades. Investments in other mutual funds are valued at the closing NAV per share on the day of valuation. Debt securities are valued at bid quotes from broker/dealers or evaluated bid prices from pricing services, who may consider a

41

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

number of inputs and factors, such as prices of comparable securities, yield curves, spreads, credit ratings, coupon rates, maturity, default rates, and underlying collateral. Futures are valued based on their daily settlement prices. Exchange-traded and over-the-counter (“OTC”) options are valued at the last sale price. Options with no last sale for the day are priced at mid quote. Swaps are valued at evaluated mid prices from pricing services.

The valuation of securities traded on foreign markets and certain fixed income securities will generally be based on prices determined as of the earlier closing time of the markets on which they primarily trade unless a significant event has occurred. When the Fund holds securities or other assets that are denominated in a foreign currency, the Fund will normally use the currency exchange rates as of 4:00 p.m. ET.

Securities may be valued at fair value, as determined in good faith and pursuant to procedures approved by the Board, under certain limited circumstances. For example, fair value pricing will be used when market quotations are not readily available or reliable, as determined by the Manager, such as when (i) trading for a security is restricted or stopped; (ii) a security’s trading market is closed (other than customary closings); or (iii) a security has been de-listed from a national exchange. A security with limited market liquidity may require fair value pricing if the Manager determines that the available price does not reflect the security’s true market value. In addition, if a significant event that the Manager determines to affect the value of one or more securities held by the Fund occurs after the close of a related exchange but before the determination of the Fund’s NAV, fair value pricing may be used on the affected security or securities. Securities of small-capitalization companies are also more likely to require a fair value determination using these procedures because they are more thinly traded and less liquid than the securities of larger-capitalization companies. The Fund may fair value securities as a result of significant events occurring after the close of the foreign markets in which the Fund invests as described below. In addition, the Fund may invest in illiquid securities requiring these procedures.

The Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund’s 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. If the Manager determines that the last quoted prices of non-U.S. securities will, in its judgment, materially affect the value of some or all its portfolio securities, the Manager can 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. These securities are fair valued using a pricing service, using methods approved by the Board, that 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 American Depositary Receipts (“ADRs”) and futures contracts. The Valuation Committee, established by the Board, may also fair value securities in other situations, such as when a particular foreign market is closed but the 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.

Attempts to determine the fair value of securities introduce an element of subjectivity to the pricing of securities. As a result, the price of a security determined through fair valuation techniques may differ from the price quoted or published by other sources and may not accurately reflect the market value of the security when trading resumes. If a reliable market quotation becomes available for a security formerly valued through fair valuation techniques, the Manager compares the new market quotation to the fair value price to evaluate the effectiveness of the Fund’s fair valuation procedures. If any significant discrepancies are found, the Manager may adjust the Fund’s fair valuation procedures.

42

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Valuation Inputs

Various inputs may be used to determine the fair 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.

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.

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

Common stocks, preferred securities, and financial derivative instruments, such as futures 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. Preferred securities and other equities traded on inactive markets or valued by reference to similar instruments are generally categorized as Level 2 of the fair value hierarchy.

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 and are categorized as Level 2 of the fair value hierarchy.

Mortgage-related and asset-backed securities (“ABS”) 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 ABS that use similar valuation techniques and inputs as described above are 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.

4.  Securities and Other Investments

Agency Mortgage-Backed Securities

Certain mortgage-backed securities (“MBS”) may be issued or guaranteed by the U.S. government or a government sponsored entity, such as the Federal National Mortgage Association (“Fannie Mae”) or the Federal Home Loan Mortgage Corporation (“Freddie Mac”). 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.

43

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

American Depositary Receipts and Non-Voting Depositary Receipts

ADRs are depositary receipts for foreign issuers in registered form traded in U.S. securities markets. Non-Voting Depositary Receipts (“NVDRs”) represent financial interests in an issuer but the holder is not entitled to any voting rights. 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 Funds 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 Funds to the same benefits and rights as ownership of a sponsored depositary receipt or the underlying security.

Asset-Backed Securities

ABS are securities issued by trusts and special purpose entities that are backed by pools of assets, such as automobile and credit-card receivables and home equity loans, which pass through the payments on the underlying obligations to the security holders (less servicing fees paid to the originator or fees for any credit enhancement). Typically, loans or accounts receivable paper are transferred from the originator to a specially created trust, which repackages the trust’s interests as securities with a minimum denomination and a specific term. The securities are then privately placed or publicly offered. Examples include certificates for automobile receivables and so-called plastic bonds, backed by credit card receivables. The Balanced Fund is permitted to invest in ABS, subject to the Fund’s rating and quality requirements.

The value of an ABS is affected by, among other things, changes in the market’s perception of the asset backing the security, the creditworthiness of the servicing agent for the loan pool, the originator of the loans and the financial institution providing any credit enhancement. Payments of principal and interest passed through to holders of ABS are frequently supported by some form of credit enhancement, such as a letter of credit, surety bond, limited guarantee by another entity or by having a priority to certain of the borrower’s other assets. The degree of credit enhancement varies, and generally applies to only a portion of the ABS’s par value. Value is also affected if any credit enhancement has been exhausted.

Common Stock

Common stock generally takes the form of shares in a corporation which represent an ownership interest. It ranks below preferred stock and debt securities in claims for dividends and for assets of the company in a liquidation or bankruptcy. The value of a company’s common stock may fall as a result of factors directly relating to that company, such as decisions made by its management or decreased demand for the company’s products or services. A stock’s value may also decline because of factors affecting not just the company, but also companies in the same industry or sector. The price of a company’s stock may also be affected by changes in financial markets that are relatively unrelated to the company, such as changes in interest rates, currency exchange rates or industry regulation. Companies that elect to pay dividends on their common stock generally only do so after they invest in their own business and make required payments to bondholders and on other debt and preferred stock. Therefore, the value of a company’s common stock will usually be more volatile than its bonds, other debt and preferred stock. Common stock may be exchange-traded or OTC. OTC stock may be less liquid than exchange-traded stock.

44

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Fixed-Income Investments

The Funds may hold debt, including government and corporate debt, and other fixed-income securities. Typically, the values of fixed-income securities change inversely with prevailing interest rates. Therefore, a fundamental risk of fixed-income securities is interest rate risk, which is the risk that their value will generally decline as prevailing interest rates rise, which may cause the Funds’ NAV to likewise decrease, and vice versa. How specific fixed-income securities may react to changes in interest rates will depend on the specific characteristics of each security. For example, while securities with longer maturities tend to produce higher yields, they also tend to be more sensitive to changes in prevailing interest rates and are, therefore, more volatile than shorter-term securities and are subject to greater market fluctuations as a result of changes in interest rates. Fixed-income securities are also subject to credit risk, which is the risk that the credit strength of an issuer of a fixed-income security will weaken and/or that the issuer will be unable to make timely principal and interest payments and that the security may go into default. In addition, there is prepayment risk, which is the risk that during periods of falling interest rates, certain fixed-income securities with higher interest rates, such as mortgage-backed securities (“MBS”) and ABS, may be prepaid by their issuers thereby reducing the amount of interest payments. This may result in a Fund having to reinvest its proceeds in lower yielding securities. Securities underlying MBS and ABS, which may include subprime mortgages, also may be subject to a higher degree of credit risk, valuation risk, and liquidity risk.

Foreign Debt Securities

The Balanced Fund may invest in foreign fixed and floating rate income securities (including emerging market securities) all or a portion of which may be non-U.S. dollar denominated and which include: (a) debt obligations issued or guaranteed by foreign national, provincial, state, municipal or other governments with taxing authority or by their agencies or instrumentalities, including Brady Bonds; (b) debt obligations of supranational entities; (c) debt obligations of the U.S. Government issued in non-dollar securities; (d) debt obligations and other fixed income securities of foreign corporate issuers (both dollar and non-dollar denominated); and (e) U.S. corporate issuers (both Eurodollar and non-dollar denominated). There is no minimum rating criteria for the Funds’ investments in such securities. Investing in the securities of foreign issuers involves special considerations that are not typically associated with investing in the securities of U.S. issuers. In addition, emerging markets are markets that have risks that are different and higher than those in more developed markets.

Foreign Securities

The Funds may invest in U.S. dollar-denominated and non-U.S. dollar denominated equity and debt securities of foreign issuers and foreign branches of U.S. banks, including negotiable certificates of deposit (“CDs”), bankers’ acceptances, and commercial paper. Foreign issuers are issuers organized and doing business principally outside the United States and include corporations, banks, non-U.S. governments, and quasi-governmental organizations. While investments in foreign securities may be intended to reduce risk by providing further diversification, such investments involve sovereign and other risks, in addition to the credit and market risks normally associated with domestic securities. These additional risks include the possibility of adverse political and economic developments (including political or social instability, nationalization, expropriation, or confiscatory taxation); the potentially adverse effects of unavailability of public information regarding issuers, different governmental supervision and regulation of financial markets, reduced liquidity of certain financial markets, and the lack of uniform accounting, auditing, and financial reporting standards or the application of standards that are different or less stringent than those applied in the United States; different laws and customs governing securities tracking; and possibly limited access to the courts to enforce the Funds’ rights as an investor.

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

45

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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.

Illiquid and 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 (the “Securities Act”). Illiquid securities have included securities that have not been registered under the Securities Act, securities that are otherwise not readily marketable, and repurchase agreements having a remaining maturity of longer than seven calendar days. Disposal of both illiquid and restricted securities may involve time-consuming negotiations and expenses, and prompt sale at an acceptable price may be difficult to achieve. Restricted securities outstanding during the period ended April 30, 2019 are disclosed in the Notes to the Schedules of Investments.

Regulation S under the Securities Act permits the sale abroad of securities that are not registered for sale in the United States and includes a provision for U.S. investors, such as the Funds, to purchase such unregistered securities if certain conditions are met.

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 Funds’ portfolio at the time resulting in reinvestment risk.

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.

Mortgage-Related and Other Asset-Backed Securities

The Balanced Fund may invest in mortgage or other 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 MBS may be affected by, among other things, changes or perceived changes in interest rates, factors concerning the interests in and

46

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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.

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, the Funds become a shareholder of that investment company. As a result, the Funds’ shareholders indirectly will bear the Funds’ proportionate share of the fees and expenses paid by shareholders of the other investment company, in addition to the fees and expenses the Funds’ shareholders directly bear in connection with the Funds’ 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 Funds in their Prospectus, if applicable. Investments in other investment companies may involve the payment of substantial premiums above the value of such issuer’s portfolio securities.

Privately Issued Mortgage-Backed Securities

Pools created by non-governmental issuers generally offer a higher rate of interest than government and government-related pools because there are no direct or indirect government guarantees of payments in such pools. However, timely payment of interest and principal of these pools is often partially supported by various enhancements such as over-collateralization and senior/subordination structures and by various forms of insurance or guarantees, including individual loan, title, pool and hazard insurance. The insurance and guarantees are issued by government entities, private insurers or the mortgage poolers. Although the market for such securities is becoming increasingly liquid, securities issued by certain private organizations may not be readily marketable.

Publicly Traded Partnerships; Master Limited Partnerships

The Funds may invest in publicly traded partnerships such as master limited partnerships (“MLPs”). MLPs issue units that are registered with the SEC and are freely tradable on a securities exchange or in the OTC market. An MLP may have one or more general partners, who conduct the business, and one or more limited partners, who contribute capital. An MLP also may be an entity similar to a limited partnership, such as a limited liability company, which has a manager or managing member and non-managing members (who are like limited partners). The general partner or partners are jointly and severally responsible for the liabilities of the MLP. A Fund invests as a limited partner and normally would not be liable for the debts of an MLP beyond the amount the Fund has invested therein but it would not be shielded to the same extent that a shareholder of a corporation would be. In certain instances, creditors of an MLP would have the right to seek a return of capital that had been distributed to a limited partner. The right of an MLP’s creditors would continue even after a Fund had sold its investment in the partnership. MLPs typically invest in real estate and oil and gas equipment leasing assets, but they also finance entertainment, research and development, and other projects.

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

47

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

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.

U.S. Government Agency Securities

U.S. Government agency securities are issued or guaranteed by the U.S. Government or its agencies or instrumentalities. Some obligations issued by U.S. Government agencies and instrumentalities are supported by the full faith and credit of the U.S. Treasury; others by the right of the issuer to borrow from the U.S. Treasury; others by discretionary authority of the U.S. Government to purchase certain obligations of the agency or instrumentality; and others only by the credit of the agency or instrumentality. U.S. Government securities bear fixed, floating or variable rates of interest. While the U.S. Government currently provides financial support to certain U.S. Government-sponsored agencies or instrumentalities, no assurance can be given that it will always do so, since it is not so obligated by law. U.S. Government securities include U.S. Treasury bills, notes and bonds, Federal Home Loan Bank (“FHLB”) obligations, Federal Farm Credit Bank (“FFCB”) obligations, U.S. Government agency obligations and repurchase agreements secured thereby. U.S. Government agency securities are subject to credit risk and interest rate risk.

U.S. Treasury Obligations

U.S. Treasury obligations include bills (initial maturities of one year or less), notes (initial maturities between two and ten years), and bonds (initial maturities over ten years) issued by the U.S. Treasury, Separately Traded Registered Interest and Principal component parts of such obligations (known as “STRIPS”) and inflation-indexed securities. The prices of these securities (like all debt securities) change between issuance and maturity in response to fluctuating market interest rates. U.S. Treasury obligations are subject to credit risk and interest rate risk.

Variable or Floating Rate Obligations

The interest rates payable on certain fixed-income securities in which the Balanced Fund may invest are not fixed and may fluctuate based upon changes in market rates. A variable rate obligation has an interest rate which is adjusted at predesignated periods in response to changes in the market rate of interest on which the interest rate is based. Variable and floating rate obligations are less effective than fixed rate instruments at locking in a particular yield. Nevertheless, such obligations may fluctuate in value in response to interest rate changes if there is a delay between changes in market interest rates and the interest reset date for the obligation, or for other reasons.

5.  Financial Derivative Instruments

The Funds may utilize derivative instruments to gain market exposure on cash balances or reduce market exposure in anticipation of liquidity needs. When considering the Funds’ use of derivatives, it is important to note that the Funds do not use derivatives for the purpose of creating financial leverage.

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.

48

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Upon entering into a futures contract, the Funds are 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 reflects this amount on the Schedules 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 (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.

During the period ended April 30, 2019, the Funds entered into futures contracts primarily for exposing cash to markets.

The Funds’ average 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 the purpose of this disclosure, volume is measured by contracts outstanding at each quarter end.

Average Futures Contracts Outstanding
Fund	Period Ended April 30, 2019
Balanced		54
Mid-Cap Value		107

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

Balanced Fund

Fair values of financial instruments on the Statements of Assets and Liabilities as of April 30, 2019:
	Derivatives not accounted for as hedging instruments
Assets:	Credit contracts			Foreign exchange contracts			Commodity contracts			Interest rate contracts			Equity contracts			Total
Receivable for variation margin from open futures contracts(2)		$	-		$	-		$	-		$	-		$	40,548		$	40,548

The effect of financial derivative instruments on the Statements of Operations as of April 30, 2019:
	Derivatives not accounted for as hedging instruments
Realized gain (loss) from derivatives recognized as a result of operations	Credit contracts			Foreign exchange contracts			Commodity contracts			Interest rate contracts			Equity contracts				Total
Futures contracts		$	–		$	–		$	–		$	–		$	(180,661	)		$	(180,661	)
Net change in unrealized appreciation (depreciation) of derivatives recognized as a result from operations:	Credit contracts			Foreign exchange contracts			Commodity contracts			Interest rate contracts			Equity contracts				Total
Futures contracts		$	–		$	–		$	–		$	–		$	281,376			$	281,376

49

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Mid-Cap Value Fund

Fair values of financial instruments on the Statements of Assets and Liabilities as of April 30, 2019:

Derivatives not accounted for as hedging instruments

Assets:

Credit contracts

Foreign exchange contracts

Commodity contracts

Interest rate contracts

Equity contracts

Total

Receivable for variation margin from open futures contracts(2)

$

–

$

–

$

–

$

–

$

337,119

$

337,119

The effect of financial derivative instruments on the Statements of Operations as of April 30, 2019:

Derivatives not accounted for as hedging instruments

Realized gain (loss) from derivatives recognized as a result of operations

Credit contracts

Foreign exchange contracts

Commodity contracts

Interest rate contracts

Equity contracts

Total

Futures contracts

$

–

$

–

$

–

$

–

$

1,035,044

$

1,035,044

Net change in unrealized appreciation (depreciation) of derivatives recognized as a result from operations:

Credit contracts

Foreign exchange contracts

Commodity contracts

Interest rate contracts

Equity contracts

Total

Futures contracts

$

–

$

–

$

–

$

–

$

1,784,664

$

1,784,664

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

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

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 the report date, April 30, 2019.

Balanced Fund

Offsetting of Financial and Derivative Assets as of April 30, 2019:
	Assets			Liabilities
Futures Contracts(1)	$	40,548		$	-
Total derivative assets and liabilities in the Statement of Assets and Liabilities	$	40,548		$	-
Derivatives not subject to a Master Netting Agreement or similar agreement (“MNA”)	$	(40,548	)	$	-

	Remaining Contractual Maturity of the Agreements as of April 30, 2019
	Overnight and Continuous		<30 days		Between 30 & 90 days		>90 days		Total
Securities Lending Transactions
Common Stocks	$	364,350	$	-	$	-	$	-	$	364,350
Total Borrowings	$	364,350	$	-	$	-	$	-	$	364,350
Gross amount of recognized liabilities for securities lending transactions									$	364,350

⁽¹⁾ Includes cumulative appreciation or (depreciation) of futures contracts as reported in the Schedule of Investments footnotes. Only current day’s variation margin is reported within the Statements of Assets and Liabilities.

50

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Mid-Cap Value Fund

Offsetting of Financial and Derivative Assets as of April 30, 2019:
	Assets			Liabilities
Futures Contracts(1)	$	337,119		$	-
Total derivative assets and liabilities in the Statement of Assets and Liabilities	$	337,119		$	-
Derivatives not subject to a Master Netting Agreement or similar agreement (“MNA”)	$	(337,119	)	$	-

⁽¹⁾ Includes cumulative appreciation or (depreciation) of futures contracts as reported in the Schedule of Investments footnotes. Only current day’s variation margin is reported within the Statements of Assets and Liabilities.

	Remaining Contractual Maturity of the Agreements as of April 30, 2019
	Overnight and Continuous		<30 days		Between 30 & 90 days		>90 days		Total
Securities Lending Transactions
Common Stocks	$	5,641,139	$	-	$	-	$	-	$	5,641,139
Total Borrowings	$	5,641,139	$	-	$	-	$	-	$	5,641,139
Gross amount of recognized liabilities for securities lending transactions									$	5,641,139

⁽¹⁾ Includes cumulative appreciation or (depreciation) of futures contracts as reported in the Schedule of Investments footnotes. Only current day’s variation margin is reported within the Statements of Assets and Liabilities.

6.  Principal Risks

Investing in the Funds may involve certain risks including, but not limited to, those described below.

Asset-Backed and Mortgage Related Securities Risk

Investments in asset-backed and mortgage related securities are subject to market risks for fixed-income securities which include, but are not limited to, interest rate risk, prepayment risk and extension risk. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain MBS and ABS securities. If interest rates fall, the rate of prepayments tends to increase as borrowers are motivated to pay off debt and refinance at new lower rates. When mortgages and other obligations are prepaid and when securities are called, a Fund may have to reinvest in securities with a lower yield or fail to recover additional amounts (i.e., premiums) paid for securities with higher interest rates, resulting in an unexpected capital loss and/or a decrease in the amount of dividends and yield. Because prepayments increase when interest rates fall, the prices of MBS and ABS do not increase as much as other fixed income securities when interest rates fall. When interest rates rise, borrowers are less likely to prepay their mortgage and other loans. A decreased rate of prepayments lengthens the expected maturity of MBS and ABS. Therefore, the prices of MBS and ABS may decrease more than prices of other fixed-income securities when interest rates rise. Rising interest rates tend to extend the duration of these securities, making them more sensitive to changes in interest rates. Rising interest rates also may increase the risk of default by borrowers. As a result, in a period of rising interest rates, a Fund that holds these types of securities, may experience additional volatility and losses. A decline in the credit quality of and defaults by the issuers of asset-backed and mortgage related securities or instability in the markets for such securities may affect the value and liquidity of such securities, which could result in losses to a Fund. In addition, certain asset-backed and mortgage related securities may include securities backed by pools of loans made to “subprime” borrowers or borrowers with blemished credit histories; the risk of defaults is generally higher in the case of mortgage pools that include such subprime mortgages.

Credit Risk

The Funds are subject to the risk that the issuer or guarantor of a debt security, or the counterparty to a derivatives contract or a loan, will fail to make timely payment of interest or principal or otherwise honor its

51

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

obligations or default completely. A decline in the credit rating of an individual security held by a Fund may have an adverse impact on its price and make it difficult for a Fund to sell it. Ratings represent a rating agency’s opinion regarding the quality of the security and are not a guarantee of quality. Rating agencies might not always change their credit rating on an issuer or security in a timely manner to reflect events that could affect the issuer’s ability to make timely payments on its obligations. Credit risk is typically greater for securities with ratings that are below investment grade.

Equity Investments Risk

Equity securities are subject to market risk. The Funds’ investments in equity securities may include common stocks, REITs, depositary receipts, and U.S. dollar-denominated foreign stocks traded on U.S. exchanges. Such investments may expose the Funds to additional risk. The value of a company’s common stock may fall as a result of factors affecting the company, companies in the same industry or sector, or the financial markets overall. Common stock generally is subordinate to preferred stock upon the liquidation or bankruptcy of the issuing company. Investments in REITs are subject to the risks associated with investing in the real estate industry such as adverse developments affecting the real estate industry and real property values. Depositary receipts and U.S. dollar-denominated foreign stocks traded on U.S. exchanges are subject to certain of the risks associated with investing directly in foreign securities, including, but not limited to, currency fluctuations and political and financial instability in the home country of a particular depositary receipt or foreign stock.

Foreign Investing Risk

Non-U.S. investments carry potential risks not associated with U.S. investments. Such risks include, but are not limited to: (1) currency exchange rate fluctuations, (2) political and financial instability, (3) less liquidity (4) lack of uniform accounting, auditing and financial reporting standards, (5) increased volatility, (6) less government regulation and supervision of foreign stock exchanges, brokers and listed companies, and (7) delays in transaction settlement in some foreign markets.

Futures Contracts Risk

Futures contracts are derivative instruments where one party pays a fixed price for an agreed amount of securities or other underlying assets at an agreed date. The use of such derivative instruments may expose the Funds to additional risks that they would not be subject to if they invested directly in the securities underlying those derivatives. Futures contracts may experience potentially dramatic price changes (losses) and imperfect correlation between the price of the contract and the underlying security or index, which will increase the volatility of the Funds and may involve a small investment of cash (the amount of initial and variation margin) relative to the magnitude of the risk assumed (the potential increase or decrease in the price of the futures contract).

Illiquid and Restricted Securities Risk

Securities not registered in the U.S. under the Securities Act, including Rule 144A securities, are restricted as to their resale. Such securities may not be listed on an exchange and may have no active trading market. They may be more difficult to purchase or sell at an advantageous time or price because such securities may not be readily marketable in broad public markets. The Funds may not be able to sell a restricted security when the sub-advisor considers it desirable to do so and/or may have to sell the security at a lower price than the Funds believe is its fair market value. In addition, transaction costs may be higher for restricted securities and the Funds may receive only limited information regarding the issuer of a restricted security. The Funds may have to bear the expense of registering restricted securities for resale and the risk of substantial delays in effecting the registration.

52

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Interest Rate Risk

Investments in investment-grade and non-investment grade fixed-income securities are subject to interest rate risk. The value of a Fund’s fixed-income investments typically will fall when interest rates rise. A Fund may be particularly sensitive to changes in interest rates if it invests in debt securities with intermediate and long terms to maturity. Debt securities with longer durations tend to be more sensitive to changes in interest rates, usually making them more volatile than debt securities with shorter durations. For example, if a bond has a duration of seven years, a 1% increase in interest rates could be expected to result in a 7% decrease in the value of the bond. Yields of debt securities will fluctuate over time. Following the financial crisis that started in 2008, the Federal Reserve attempted to stabilize the economy and support the economic recovery by keeping the federal funds rate (the interest rate at which depository institutions lend reserve balances to each other overnight) at or near zero percent. The Federal Reserve has raised the federal funds rate several times since December 2015 and may continue to increase rates in the future. Interest rates may rise significantly and/or rapidly, potentially resulting insubstantial losses to a Fund. During periods of very low or negative interest rates, a Fund may be unable to maintain positive returns. Certain European countries and Japan have recently experienced negative interest rates on deposits and debt securities have traded at negative yields. Negative interest rates may become more prevalent among non-U.S. issuers, and potentially within the United States. Changing interest rates, including rates that fall below zero, may have unpredictable effects on markets, may result in heightened market volatility and may detract from Fund performance to the extent a Fund is exposed to such interest rates.

Liquidity Risk

When there is little or no active trading market for a specific security it can become more difficult to purchase or sell the securities at or near their perceived value. During such periods, certain investments held by the Fund may be difficult to sell or other investments may be difficult to purchase at favorable times or prices. As a result, the Fund may have to lower the price on certain securities that it is trying to sell, sell other securities instead or forgo an investment opportunity, any of which could have a negative effect on Fund management or performance. Redemptions by a few large investors in the Fund at such times may have a significant adverse effect on the Fund’s NAV and remaining Fund shareholders. In addition, the market-making capacity of dealers in certain types of securities has been reduced in recent years, in part as a result of structural and regulatory changes, such as fewer proprietary trading desks and increased regulatory capital requirements for broker-dealers. Further, many broker-dealers have reduced their inventory of certain debt securities. This could negatively affect the Fund’s ability to buy or sell debt securities and increase the related volatility and trading costs. The Fund may lose money if it is forced to sell certain investments at unfavorable prices to meet redemption requests or other cash needs.

Market Risk

Conditions in the U.S. and many foreign economies have resulted, and may continue to result, in certain instruments experiencing unusual liquidity issues, increased price volatility and, in some cases, credit downgrades and increased likelihood of default. These events have reduced the willingness and ability of some lenders to extend credit, and have made it more difficult for some borrowers to obtain financing on attractive terms, if at all. In some cases, traditional market participants have been less willing to make a market in some types of debt instruments, which has affected the liquidity of those instruments. During times of market turmoil, investors tend to look to the safety of securities issued or backed by the U.S. Treasury, causing the prices of these securities to rise and the yields to decline. Reduced liquidity in fixed income and credit markets may negatively affect many issuers worldwide. In addition, global economies and financial markets are becoming increasingly interconnected, which increases the possibilities that conditions in one country or region might adversely impact issuers in a different country or region. A rise in protectionist trade policies, and the possibility of changes to some international trade agreements, could affect the economies of many nations in ways that cannot necessarily be foreseen at the present time.

53

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

In response to the financial crisis, the U.S. and other governments, the Federal Reserve, and certain foreign central banks have taken steps to support financial markets. In some countries where economic conditions are recovering, they are nevertheless perceived as still fragile. Withdrawal of government support, failure of efforts in response to the crisis, or investor perception that such efforts are not succeeding, could adversely impact the value and liquidity of certain securities. The severity or duration of adverse economic conditions may also be affected by policy changes made by governments or quasi-governmental organizations, including changes in tax laws. The impact of new financial regulation legislation on the markets and the practical implications for market participants may not be fully known for some time. Regulatory changes are causing some financial services companies to exit long-standing lines of business, resulting in dislocations for other market participants. In addition, political and diplomatic events within the U.S. and abroad, such as the U.S. government’s inability at times to agree on a long-term budget and deficit reduction plan, the threat of a federal government shutdown and threats not to increase the federal government’s debt limit, may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree. The U.S. government has recently reduced the federal corporate income tax rate, and future legislative, regulatory and policy changes may result in more restrictions on international trade, less stringent prudential regulation of certain players in the financial markets, and significant new investments in infrastructure and national defense. Markets may react strongly to expectations about the changes in these policies, which could increase volatility, especially if the market’s expectations for changes in government policies are not borne out.

Changes in market conditions will not have the same impact on all types of securities. Interest rates have been unusually low in recent years in the U.S. and abroad. Because there is little precedent for this situation, it is difficult to predict the impact of a significant rate increase on various markets. For example, because investors may buy securities or other investments with borrowed money, a significant increase in interest rates may cause a decline in the markets for those investments. Regulators have expressed concern that rate increases may cause investors to sell fixed income securities faster than the market can absorb them, contributing to price volatility. In addition, there is a risk that the prices of goods and services in the U.S. and many foreign economies may decline overtime, known as deflation (the opposite of inflation). Deflation may have an adverse effect on stock prices and creditworthiness and may make defaults on debt more likely. If a country’s economy slips into a deflationary pattern, it could last for a prolonged period and may be difficult to reverse.

The precise details and the resulting impact of the United Kingdom’s vote to leave the European Union (the “EU”), commonly referred to as “Brexit,” are not yet known. The effect on the United Kingdom’s economy will likely depend on the nature of trade relations with the EU and other major economies following its exit, which are matters to be negotiated. The outcomes may cause increased volatility and have a significant adverse impact on world financial markets, other international trade agreements, and the United Kingdom and European economies, as well as the broader global economy for some time, which could significantly adversely affect the value of the Fund’s investments in the United Kingdom and Europe.

Mortgage-Backed and Mortgage Related Securities Risk

Investments in mortgage-backed and mortgage-related securities are subject to market risks for fixed-income securities which include, but are not limited to, interest rate risk, credit risk, extension risk and prepayment risk. When mortgages and other obligations are prepaid and when securities are called, a Fund may have to reinvest in securities with a lower yield or fail to recover additional amounts (i.e., premiums) paid for securities with higher interest rates, resulting in an unexpected capital loss and/or a decrease in the amount of dividends and yield.

Multiple Sub-Advisor Risk

The Manager may allocate the Funds’ assets among multiple sub-advisors, each of which is responsible for investing its allocated portion of the Funds’ assets. To a significant extent, the Funds’ performance will depend on the success of the Manager in allocating the Funds’ assets to sub-advisors and its selection and oversight of the

54

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

sub-advisors. Because each sub-advisor manages its allocated portion of the Funds independently from another sub-advisor, the same security may be held in different portions of a Fund, or may be acquired for one portion of a Fund at a time when a sub-advisor to another portion deems it appropriate to dispose of the security from that other portion, resulting in higher expenses without accomplishing any net result in the Fund’s holdings. Similarly, under some market conditions, one sub-advisor may believe that temporary, defensive investments in short-term instruments or cash are appropriate when another sub-advisor believes continued exposure to the equity or debt markets is appropriate for its allocated portion of a Fund. Because each sub-advisor directs the trading for its own portion a Fund, and does not aggregate its transactions with those of the other sub-advisors, a Fund may incur higher brokerage costs than would be the case if a single sub-adviser were managing the entire Fund. In addition, while the Manager seeks to allocate the each Fund’s assets among the Fund’s sub-advisors in a manner that it believes is consistent with achieving the Fund’s investment objective(s), the Manager may be subject to potential conflicts of interest in allocating the Fund’s assets among sub-advisors, due to factors that could impact the Manager’s revenues and profits.

Other Investment Companies Risk

The Funds may invest in shares of other registered investment companies, including money market funds that are advised by the Manager. To the extent that the Funds invests in shares of other registered investment companies, the Funds will indirectly bear fees and expenses, including for example, advisory and administrative fees, charged by those investment companies in addition to the Funds’ direct fees and expenses and will be subject to the risks associated with investments in those companies. For example, the Funds’ investments in money market funds are subject to interest rate risk, credit risk, and market risk. The Funds must rely on the investment company in which it invests to achieve its investment objective. If the investment company fails to achieve its investment objective, the value of the Funds’ investment will decline, adversely affecting the Funds’ performance. To the extent the Funds invest in other investment companies that invest in equity securities, fixed-income securities and/or foreign securities, or track an index, the Funds are subject to the risks associated with the underlying investments held by the investment company or the index fluctuations to which the investment company is subject.

Prepayment and Extension Risk

When interest rates fall, borrowers will generally repay the loans that underlie certain debt securities, especially mortgage-related and other types of asset-backed securities, more quickly than expected, causing the issuer of the security to repay the principal prior to the security’s expected maturity date. A Fund may need to reinvest the proceeds at a lower interest rate, reducing its income. Securities subject to prepayment risk generally offer less potential for gains when prevailing interest rates fall. If a Fund buys those securities at a premium, accelerated prepayments on those securities could cause a Fund to lose a portion of its principal investment. The impact of prepayments on the price of a security may be difficult to predict and may increase the security’s price volatility.

Redemption Risk

A Fund may experience periods of heavy redemptions that could cause a Fund to sell assets at inopportune times or at a loss or depressed value. Redemption risk is greater to the extent that one or more investors or intermediaries control a large percentage of investments in a Fund, have short investment horizons, or have unpredictable cash flow needs. A general rise in interest rates has the potential to cause investors to move out of fixed income securities on a large scale, which may increase redemptions from mutual funds that hold large amounts of fixed income securities. This, coupled with a reduction in the ability or willingness of dealers and other institutional investors to buy or hold fixed income securities, may result in decreased liquidity and increased volatility in the fixed income markets, and heightened redemption risk. Heavy redemptions, whether by a few large investors or many smaller investors, could hurt a Fund’s performance. This risk is heightened if a Fund invests in emerging market securities, which are generally less liquid than the securities of U.S. and other developed markets. The sale of assets to meet redemption requests may create net capital gains or losses, which could cause a Fund to have to distribute substantial capital gains.

55

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

Sector Risk

Sector risk is the risk associated with a Fund holding a significant amount of investments in similar businesses, which would be similarly affected by particular economic or market events, which may, in certain circumstances, cause the value of the equity and debt securities of companies in a particular sector of the market to change. To the extent a Fund has substantial holdings within a particular sector, the risks to a Fund associated with that sector increase.

To the extent a Fund invests in the financial services sector, the value of the Fund’s shares may be particularly vulnerable to factors affecting that sector, such as the availability and cost of capital funds, changes in interest rates, the rate of corporate and consumer debt defaults, extensive government regulation and price competition. The value of a Fund’s shares could experience significantly greater volatility than investment companies investing more broadly.

Securities Lending Risk

A Fund may lend its portfolio securities to brokers, dealers and financial institutions to seek income. There is a risk that a borrower may default on its obligations to return loaned securities; however, a Fund’s securities lending agent indemnifies the Fund against that risk. There is a risk that the assets of a Fund’s securities lending agent may be insufficient to satisfy any contractual indemnification requirements to the Fund. Borrowers of a Fund’s securities typically provide collateral in the form of cash that is reinvested in securities. A Fund will be responsible for the risks associated with the investment of cash collateral, including any collateral invested in an affiliated money market fund. A Fund may lose money on its investment of cash collateral or may fail to earn sufficient income on its investment to meet obligations to the borrower. In addition, delays may occur in the recovery of securities from borrowers, which could interfere with a Fund’s ability to vote proxies or to settle transactions and there is the risk of possible loss of rights in the collateral should the borrower fail financially. In any case in which the loaned securities are not returned to a Fund before an ex-dividend date, the payment in lieu of the dividend that the Fund receives from the securities’ borrower would not qualify for treatment as “qualified dividend income”.

U.S. Government Securities and Government-Sponsored Enterprises Risk

A security backed by the U.S. Treasury or the full faith and credit of the United States is guaranteed only as to the timely payment of interest and principal when held to maturity. The market prices for such securities are not guaranteed and will fluctuate. Additionally, circumstances could arise that would prevent the payment of interest or principal. This could result in losses to a Fund. Investments in government-sponsored enterprises, are debt obligations issued by agencies and instrumentalities of the U.S. Government. These obligations vary in the level of support they receive from the U.S. Government. They may be: (i) supported by the full faith and credit of the U.S. Treasury, such as those of the Government National Mortgage Association (“Ginnie Mae”); (ii) supported by the right of the issuer to borrow from the U.S. Treasury, such as those of the Federal Home Loan Bank and the Federal Farm Credit Banks; (iii) supported by the discretionary authority of the U.S. Government to purchase the agency obligations, such as those of Fannie Mae and Freddie Mac or (iv) supported only by the credit of the issuer, such as those of the Federal Farm Credit Bureau. The U.S. Government may choose not to provide financial support to U.S.Government-sponsored agencies or instrumentalities if it is not legally obligated to do so, in which case, if the issuer defaulted, to the extent a Fund holds securities of such issuer, it might not be able to recover its investment from the U.S. Government.

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 distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes. For federal income tax purposes, each Fund is treated as a single entity for the purpose of determining such qualification.

56

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

The Funds do not have any unrecorded tax liabilities in the accompanying financial statements. Each of the tax years in the four year period ended October 31, 2018 remain subject to examination by the Internal Revenue Service. If applicable, the Funds recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in “Other expenses” on the Statements of Operations.

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 (depreciation), as applicable, as the income is earned or capital gains are recorded.

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.

As of April 30, 2019 the tax cost for each Fund and their respective gross unrealized appreciation (depreciation) were as follows:

Fund	Tax Cost		Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Balanced	$	246,858,732	$	44,855,366	$	(7,873,942	)	$	36,981,424
Mid-Cap Value		522,589,187		90,779,780		(31,314,417	)		59,465,363

Under the Regulated Investment Company Modernization Act of 2010 (“RIC MOD”), net capital losses recognized by the 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 October 31, 2018, the Funds did not have any capital loss carryforwards.

8.  Investment Transactions

The aggregate cost of purchases and proceeds from sales and maturities of investments, other than short-term obligations, for the period ended April 30, 2019 were as follows:

Fund	Purchases (non-U.S. Government Securities)		Purchases of U.S. Government Securities		Sales (non-U.S. Government Securities)		Sales of U.S. Government Securities
Balanced	$	33,491,043	$	11,888,927	$	56,989,665	$	16,749,372
Mid-Cap Value		107,533,208		–		300,132,577		–

A summary of the Funds’ transactions in the USG Select Fund for the period ended April 30, 2019 were as follows:

Fund	Type of Transaction	October 31, 2018 Shares/Fair Value		Purchases		Sales		April 30, 2019 Shares/Fair Value		Dividend Income
Balanced	Direct	$	7,833,723	$	63,433,821	$	66,902,403	$	4,365,141	$	59,395
Balanced	Securities Lending		2,690,067		6,690,772		9,016,489		364,350		N/A
Mid-Cap Value	Direct		22,792,845		250,538,947		260,542,894		12,788,898		264,044
Mid-Cap Value	Securities Lending		12,169,943		58,584,438		65,113,242		5,641,139		N/A

57

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

9.  Securities Lending

The Funds may lend their 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.

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, provided the investments meet certain quality and diversification requirements. Securities purchased with cash collateral proceeds are listed in the Funds’ Schedule of Investments and the collateral is shown on the Statement of Assets and Liabilities as a payable.

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 Funds, the Agent, and the Manager retained 80%, 10%, and 10%, respectively, of the income generated from securities lending.

While securities are on loan, the Funds continue 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 Funds would be subject to on the dividend.

Securities lending transactions pose certain risks to the Funds, 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 Funds could also experience delays and costs in gaining access to the collateral. The Funds bear 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 April 30, 2019, the value of outstanding securities on loan and the value of collateral were as follows:

Fund	Market Value of Securities on Loan		Cash Collateral Received		Non-Cash Collateral Received		Total Collateral Received
Balanced	$	346,306	$	364,350	$	–	$	364,350
Mid-Cap Value		5,451,883		5,641,139		–		5,641,139

Cash collateral is listed on the Funds’ Schedules of Investments and is shown on the Statements of Assets and Liabilities. Income earned on these investments is included in “Income derived from securities lending” on the Statements of Operations.

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

58

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

10.  Borrowing Arrangements

Effective November 15, 2018 (the “Effective Date”), the Funds, along with certain other funds managed by the Manager (“Participating Funds”), entered into a committed revolving line of credit (the “Committed Line”) agreement with State Street Bank and Trust Company (the “Bank”) to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Committed Line is $250 million with interest at a rate equal to the higher of (a) one-month London Inter-Bank Offered Rate (“LIBOR”) plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on amounts borrowed. Each of the Participating Funds will pay a closing fee of $100,000 on the Effective Date and a quarterly commitment fee at a rate of 0.25% per annum on the unused portion of the Committed Line amount. The Committed Line expires November 14, 2019, unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

On the Effective Date, the Funds, along with certain other Participating Funds managed by the Manager, also entered into an uncommitted discretionary demand revolving line of credit (the “Uncommitted Line”) agreement with the Bank to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Uncommitted Line is $50 million with interest at a rate equal to the higher of (a) one-month LIBOR plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on each outstanding loan. Each of the Participating Funds will pay a closing fee of $35,000 on the Effective Date. The Uncommitted Line expires November 14, 2019 unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

The Participating Funds paid administration, legal and arrangement fees, which are recognized as a component of “Other expenses” on the Statements of Operations, along with commitment fees, that have been allocated among the Participating Funds based on average daily net assets.

During the period ended April 30, 2019, the Funds did not utilize this facility.

11.  Capital Share Transactions

The tables below summarize the activity in capital shares for each Class of the Funds:

	Institutional Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Balanced Fund	Shares			Amount			Shares			Amount
Shares sold		370,582		$	5,764,360			531,898		$	8,911,974
Reinvestment of dividends		316,676			4,461,352			371,350			6,232,774
Shares redeemed		(882,668	)		(13,246,956	)		(2,279,037	)		(38,703,020	)
Net (decrease) in shares outstanding		(195,410	)	$	(3,021,244	)		(1,375,789	)	$	(23,558,272	)
	Y Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Balanced Fund	Shares			Amount			Shares			Amount
Shares sold		598,111		$	9,163,344			1,548,487		$	26,278,299
Reinvestment of dividends		343,178			4,866,324			262,445			4,429,699
Shares redeemed		(1,231,643	)		(18,492,334	)		(1,172,305	)		(19,896,265	)
Net increase (decrease) in shares outstanding		(290,354	)	$	(4,462,666	)		638,627		$	10,811,733

59

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

	Investor Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Balanced Fund	Shares			Amount			Shares			Amount
Shares sold		300,116		$	4,028,901			693,194		$	10,443,570
Reinvestment of dividends		700,277			8,683,551			632,578			9,450,425
Shares redeemed		(892,275	)		(11,873,498	)		(1,856,761	)		(27,850,950	)
Net increase (decrease) in shares outstanding		108,118		$	838,954			(530,989	)	$	(7,956,955	)
	Advisor Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Balanced Fund	Shares			Amount			Shares			Amount
Shares sold		18,362		$	263,157			60,001		$	958,063
Reinvestment of dividends		36,432			481,792			48,037			761,574
Shares redeemed		(15,740	)		(229,203	)		(372,487	)		(5,908,441	)
Net increase (decrease) in shares outstanding		39,054		$	515,746			(264,449	)	$	(4,188,804	)
	A Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Balanced Fund	Shares			Amount			Shares			Amount
Shares sold		80,925		$	1,092,087			160,555		$	2,416,192
Reinvestment of dividends		113,940			1,409,341			111,181			1,658,485
Shares redeemed		(252,949	)		(3,355,161	)		(428,548	)		(6,460,378	)
Net (decrease) in shares outstanding		(58,084	)	$	(853,733	)		(156,812	)	$	(2,385,701	)
	C Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Balanced Fund	Shares			Amount			Shares			Amount
Shares sold		115,759		$	1,590,629			293,469		$	4,461,404
Reinvestment of dividends		219,845			2,743,721			188,746			2,851,672
Shares redeemed		(462,732	)		(6,231,601	)		(726,271	)		(11,046,787	)
Net (decrease) in shares outstanding		(127,128	)	$	(1,897,251	)		(244,056	)	$	(3,733,711	)
	Institutional Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Mid-Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		1,997,901		$	29,336,631			6,269,618		$	106,947,861
Reinvestment of dividends		1,242,979			15,910,136			526,390			9,164,443
Shares redeemed		(5,537,933	)		(81,870,255	)		(6,183,734	)		(105,856,767	)
Net increase (decrease) in shares outstanding		(2,297,053	)	$	(36,623,488	)		612,274		$	10,255,537
	Y Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Mid-Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		715,784		$	10,273,236			1,857,922		$	31,620,714
Reinvestment of dividends		470,384			5,973,877			197,830			3,416,518
Shares redeemed		(1,155,672	)		(16,595,791	)		(1,620,549	)		(27,617,833	)
Net increase (decrease) in shares outstanding		30,496		$	(348,678	)		435,203		$	7,419,399

60

American Beacon Funds^SM

Notes to Financial Statements

April 30, 2019 (Unaudited)

	Investor Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Mid-Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		1,763,679		$	25,604,007			14,508,017		$	258,034,860
Reinvestment of dividends		1,753,702			22,727,979			526,115			9,254,355
Shares redeemed		(11,513,754	)		(169,287,645	)		(6,582,101	)		(113,606,798	)
Net increase (decrease) in shares outstanding		(7,996,373	)	$	(120,955,659	)		8,452,031		$	153,682,417
	Advisor Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Mid-Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		49,002		$	692,483			113,873		$	1,888,435
Reinvestment of dividends		15,812			198,759			5,543			94,728
Shares redeemed		(79,037	)		(1,147,566	)		(101,012	)		(1,693,636	)
Net increase (decrease) in shares outstanding		(14,223	)	$	(256,324	)		18,404		$	289,527
	A Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Mid-Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		49,921		$	733,934			343,780		$	5,748,823
Reinvestment of dividends		56,527			708,842			25,397			433,278
Shares redeemed		(604,967	)		(8,999,561	)		(651,244	)		(10,958,448	)
Net (decrease) in shares outstanding		(498,519	)	$	(7,556,785	)		(282,067	)	$	(4,776,347	)
	C Class
	Six Months Ended April 30, 2019						Year Ended October 31, 2018
	(unaudited)
Mid-Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		10,742		$	144,737			83,507		$	1,358,250
Reinvestment of dividends		25,509			309,934			11,018			182,135
Shares redeemed		(103,010	)		(1,398,476	)		(95,319	)		(1,541,599	)
Net (decrease) in shares outstanding		(66,759	)	$	(943,805	)		(794	)	$	(1,214	)
	R6 Class
	Six Months Ended April 30, 2019						February 28, 2018A to October 31, 2018
	(unaudited)
Mid-Cap Value Fund	Shares			Amount			Shares			Amount
Shares sold		8,751		$	123,676			18,266		$	315,231
Reinvestment of dividends		979			12,536			-			-
Shares redeemed		(10,256	)		(142,079	)		(5,909	)		(100,991	)
Net increase (decrease) in shares outstanding		(526	)	$	(5,867	)		12,357		$	214,240

^A Commencement of operations.

12.  Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Funds’ financial statements through this date.

61

American Beacon Balanced Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Institutional ClassA
	Six Months Ended April 30,			Year Ended October 31
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	16.20		$	17.30		$	15.26		$	15.79		$	16.79		$	16.31
Income (loss) from investment operations:
Net investment income		0.17			0.28			0.36			0.27			0.32			0.38
Net gains (losses) on investments (both realized and unrealized)		0.75			(0.10	)		2.04			0.20			(0.32	)		1.35
Total income (loss) from investment operations		0.92			0.18			2.40			0.47			-			1.73
Less distributions:
Dividends from net investment income		(0.09	)		(0.48	)		(0.36	)		(0.25	)		(0.22	)		(0.42	)
Distributions from net realized gains		(1.12	)		(0.80	)		-			(0.75	)		(0.78	)		(0.83	)
Total distributions		(1.21	)		(1.28	)		(0.36	)		(1.00	)		(1.00	)		(1.25	)
Net asset value, end of period	$	15.91		$	16.20		$	17.30		$	15.26		$	15.79		$	16.79
Total returnB		6.69	%C		0.84	%		15.82	%		3.30	%		(0.07	)%		11.15	%
Ratios and supplemental data:
Net assets, end of period	$	56,018,539		$	60,191,704		$	88,015,702		$	485,231,068		$	99,173,943		$	74,422,347
Ratios to average net assets:
Expenses, before reimbursements		0.65	%D		0.62	%		0.59	%		0.62	%		0.58	%		0.58	%
Expenses, net of reimbursements		0.65	%D		0.62	%		0.59	%		0.62	%		0.58	%		0.58	%
Net investment income, before expense reimbursements		2.33	%D		1.95	%		1.80	%		1.90	%		1.83	%		2.24	%
Net investment income, net of reimbursements		2.33	%D		1.95	%		1.80	%		1.90	%		1.83	%		2.24	%
Portfolio turnover rate		18	%C		28	%		32	%		16	%		62	%		34	%

^A  On May 31, 2016, the AMR Class closed and the assets were merged into the Institutional Class.

^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 U.S. GAAP 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.

See accompanying notes

62

American Beacon Balanced Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Y Class
	Six Months Ended April 30,			Year Ended October 31
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	16.31		$	17.39		$	15.30		$	15.84		$	16.83		$	16.37
Income (loss) from investment operations:
Net investment income		0.17			0.35			0.24			0.30			0.30			0.40
Net gains (losses) on investments (both realized and unrealized)		0.75			(0.16	)		2.20			0.13			(0.30	)		1.31
Total income (loss) from investment operations		0.92			0.19			2.44			0.43			-			1.71
Less distributions:
Dividends from net investment income		(0.08	)		(0.47	)		(0.35	)		(0.22	)		(0.21	)		(0.42	)
Distributions from net realized gains		(1.12	)		(0.80	)		-			(0.75	)		(0.78	)		(0.83	)
Total distributions		(1.20	)		(1.27	)		(0.35	)		(0.97	)		(0.99	)		(1.25	)
Net asset value, end of period	$	16.03		$	16.31		$	17.39		$	15.30		$	15.84		$	16.83
Total returnA		6.69	%B		0.88	%		16.05	%		3.06	%		(0.07	)%		10.98	%
Ratios and supplemental data:
Net assets, end of period	$	65,413,244		$	71,296,735		$	64,926,394		$	28,843,268		$	39,151,318		$	36,113,608
Ratios to average net assets:
Expenses, before reimbursements or recoupments		0.72	%C		0.70	%		0.68	%		0.72	%		0.66	%		0.67	%
Expenses, net of reimbursements or recoupments		0.72	%C		0.70	%		0.68	%		0.72	%		0.66	%		0.68	%
Net investment income, before expense reimbursements or recoupments		2.25	%C		1.86	%		1.67	%		1.95	%		1.75	%		2.01	%
Net investment income, net of reimbursements or recoupments		2.25	%C		1.86	%		1.67	%		1.95	%		1.75	%		2.01	%
Portfolio turnover rate		18	%B		28	%		32	%		16	%		62	%		34	%

^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 U.S. GAAP 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.

See accompanying notes

63

American Beacon Balanced Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Investor Class
	Six Months Ended April 30,			Year Ended October 31
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	14.41		$	15.51		$	13.71		$	14.30		$	15.31		$	14.98
Income (loss) from investment operations:
Net investment income		0.15			0.20			0.15			0.18			0.22			0.42
Net gains (losses) on investments (both realized and unrealized)		0.63			(0.07	)		1.96			0.18			(0.26	)		1.11
Total income (loss) from investment operations		0.78			0.13			2.11			0.36			(0.04	)		1.53
Less distributions:
Dividends from net investment income		(0.08	)		(0.43	)		(0.31	)		(0.20	)		(0.19	)		(0.37	)
Distributions from net realized gains		(1.12	)		(0.80	)		-			(0.75	)		(0.78	)		(0.83	)
Total distributions		(1.20	)		(1.23	)		(0.31	)		(0.95	)		(0.97	)		(1.20	)
Net asset value, end of period	$	13.99		$	14.41		$	15.51		$	13.71		$	14.30		$	15.31
Total returnA		6.53	%B		0.62	%		15.52	%		2.85	%		(0.35	)%		10.75	%
Ratios and supplemental data:
Net assets, end of period	$	106,084,132		$	107,677,984		$	124,143,894		$	127,235,433		$	155,757,561		$	165,808,020
Ratios to average net assets:
Expenses, before reimbursements		0.94	%C		0.95	%		0.89	%		0.95	%		0.91	%		0.92	%
Expenses, net of reimbursements		0.94	%C		0.95	%		0.89	%		0.95	%		0.91	%		0.92	%
Net investment income, before expense reimbursements		2.04	%C		1.62	%		1.48	%		1.72	%		1.51	%		1.84	%
Net investment income, net of reimbursements		2.04	%C		1.62	%		1.48	%		1.72	%		1.51	%		1.84	%
Portfolio turnover rate		18	%B		28	%		32	%		16	%		62	%		34	%

^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 U.S. GAAP 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.

See accompanying notes

64

American Beacon Balanced Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Advisor Class
	Six Months Ended April 30,			Year Ended October 31
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	15.29		$	16.38		$	14.46		$	15.02		$	16.04		$	15.65
Income (loss) from investment operations:
Net investment income		0.15			0.16			0.21			0.24			0.22			0.18
Net gains (losses) on investments (both realized and unrealized)		0.68			(0.06	)		1.99			0.12			(0.29	)		1.39
Total income (loss) from investment operations		0.83			0.10			2.20			0.36			(0.07	)		1.57
Less distributions:
Dividends from net investment income		(0.07	)		(0.39	)		(0.28	)		(0.17	)		(0.17	)		(0.35	)
Distributions from net realized gains		(1.12	)		(0.80	)		-			(0.75	)		(0.78	)		(0.83	)
Total distributions		(1.19	)		(1.19	)		(0.28	)		(0.92	)		(0.95	)		(1.18	)
Net asset value, end of period	$	14.93		$	15.29		$	16.38		$	14.46		$	15.02		$	16.04
Total returnA		6.51	%B		0.42	%		15.31	%		2.71	%		(0.58	)%		10.58	%
Ratios and supplemental data:
Net assets, end of period	$	6,610,394		$	6,174,284		$	10,944,675		$	10,603,004		$	13,510,138		$	14,705,747
Ratios to average net assets:
Expenses, before reimbursements		1.11	%C		1.12	%		1.08	%		1.12	%		1.06	%		1.07	%
Expenses, net of reimbursements		1.11	%C		1.12	%		1.08	%		1.12	%		1.06	%		1.07	%
Net investment income, before expense reimbursements		1.87	%C		1.45	%		1.29	%		1.55	%		1.35	%		1.75	%
Net investment income, net of reimbursements		1.87	%C		1.45	%		1.29	%		1.55	%		1.35	%		1.75	%
Portfolio turnover rate		18	%B		28	%		32	%		16	%		62	%		34	%

^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 U.S. GAAP 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.

See accompanying notes

65

American Beacon Balanced Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	A Class
	Six Months Ended April 30,			Year Ended October 31
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	14.38		$	15.48		$	13.69		$	14.27		$	15.29		$	14.97
Income (loss) from investment operations:
Net investment income		0.11			0.22			0.16			0.21			0.23			0.33
Net gains (losses) on investments (both realized and unrealized)		0.67			(0.07	)		1.93			0.15			(0.29	)		1.18
Total income (loss) from investment operations		0.78			0.15			2.09			0.36			(0.06	)		1.51
Less distributions:
Dividends from net investment income		(0.08	)		(0.45	)		(0.30	)		(0.19	)		(0.18	)		(0.36	)
Distributions from net realized gains		(1.12	)		(0.80	)		-			(0.75	)		(0.78	)		(0.83	)
Total distributions		(1.20	)		(1.25	)		(0.30	)		(0.94	)		(0.96	)		(1.19	)
Net asset value, end of period	$	13.96		$	14.38		$	15.48		$	13.69		$	14.27		$	15.29
Total returnA		6.55	%B		0.73	%		15.36	%		2.84	%		(0.48	)%		10.67	%
Ratios and supplemental data:
Net assets, end of period	$	16,776,894		$	18,121,273		$	21,934,880		$	24,892,096		$	29,074,120		$	25,578,944
Ratios to average net assets:
Expenses, before reimbursements or recoupments		1.02	%C		0.91	%		0.99	%		1.02	%		0.97	%		1.02	%
Expenses, net of reimbursements or recoupments		1.02	%C D		0.83	%		0.99	%		1.02	%		0.97	%		1.04	%
Net investment income, before expense reimbursements or recoupments		1.97	%C		1.66	%		1.39	%		1.64	%		1.44	%		1.68	%
Net investment income, net of reimbursements or recoupments		1.97	%C		1.74	%		1.39	%		1.64	%		1.44	%		1.67	%
Portfolio turnover rate		18	%B		28	%		32	%		16	%		62	%		34	%

^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 U.S. GAAP 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  This ratio does not include a voluntary reimbursement of service fees as included in the prior year.

See accompanying notes

66

American Beacon Balanced Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	C Class
	Six Months Ended April 30,			Year Ended October 31
	2019			2018			2017			2016			2015			2014
	(unaudited)
Net asset value, beginning of period	$	14.55		$	15.64		$	13.83		$	14.43		$	15.47		$	15.13
Income (loss) from investment operations:
Net investment income		0.07			0.13			0.08			0.12			0.14			0.21
Net gains (losses) on investments (both realized and unrealized)		0.66			(0.09	)		1.92			0.13			(0.29	)		1.20
Total income (loss) from investment operations		0.73			0.04			2.00			0.25			(0.15	)		1.41
Less distributions:
Dividends from net investment income		(0.05	)		(0.33	)		(0.19	)		(0.10	)		(0.11	)		(0.24	)
Distributions from net realized gains		(1.12	)		(0.80	)		-			(0.75	)		(0.78	)		(0.83	)
Total distributions		(1.17	)		(1.13	)		(0.19	)		(0.85	)		(0.89	)		(1.07	)
Net asset value, end of period	$	14.11		$	14.55		$	15.64		$	13.83		$	14.43		$	15.47
Total returnA		6.13	%B		0.04	%		14.50	%		2.03	%		(1.14	)%		9.80	%
Ratios and supplemental data:
Net assets, end of period	$	33,164,574		$	36,046,543		$	42,575,983		$	40,827,570		$	45,641,648		$	32,045,404
Ratios to average net assets:
Expenses, before reimbursements or recoupments		1.76	%C		1.66	%		1.73	%		1.77	%		1.72	%		1.78	%
Expenses, net of reimbursements or recoupments		1.76	%C D		1.54	%		1.73	%		1.77	%		1.72	%		1.79	%
Net investment income, before expense reimbursements or recoupments		1.22	%C		0.91	%		0.63	%		0.89	%		0.69	%		0.94	%
Net investment income, net of reimbursements or recoupments		1.22	%C		1.02	%		0.63	%		0.89	%		0.69	%		0.93	%
Portfolio turnover rate		18	%B		28	%		32	%		16	%		62	%		34	%

^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 U.S. GAAP 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  This ratio does not include a voluntary reimbursement of service fees as included in the prior year.

See accompanying notes

67

American Beacon Mid-Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Institutional Class
	Six Months Ended April 30,			Year Ended October 31
	2019			2018			2017			2016			2015A			2014
	(unaudited)
Net asset value, beginning of period	$	15.52		$	17.25		$	14.03		$	14.62		$	14.76		$	14.33
Income (loss) from investment operations:
Net investment income		0.12			0.21			0.16			0.26			0.16			0.12
Net gains (losses) on investments (both realized and unrealized)		0.85			(1.34	)		3.28			0.03			0.25			1.27
Total income (loss) from investment operations		0.97			(1.13	)		3.44			0.29			0.41			1.39
Less distributions:
Dividends from net investment income		(0.22	)		(0.16	)		(0.22	)		(0.17	)		(0.10	)		(0.11	)
Distributions from net realized gains		(0.79	)		(0.44	)		–			(0.71	)		(0.45	)		(0.85	)
Total distributions		(1.01	)		(0.60	)		(0.22	)		(0.88	)		(0.55	)		(0.96	)
Redemption fees added to beneficial interests		–			–			–			–			0.00	B		0.00	B
Net asset value, end of period	$	15.48		$	15.52		$	17.25		$	14.03		$	14.62		$	14.76
Total returnC		7.56	%D		(6.89	)%		24.71	%		2.39	%		2.73	%		10.20	%
Ratios and supplemental data:
Net assets, end of period	$	212,489,691		$	248,752,034		$	265,934,589		$	195,472,135		$	258,503,278		$	193,634,639
Ratios to average net assets:
Expenses, before reimbursements or recoupments		0.88	%E		0.85	%		0.89	%		0.89	%		0.85	%		0.89	%
Expenses, net of reimbursements or recoupments		0.88	%E		0.85	%		0.89	%		0.89	%		0.85	%		0.93	%
Net investment income, before expense reimbursements or recoupments		1.47	%E		1.19	%		1.06	%		1.65	%		1.10	%		0.92	%
Net investment income, net of reimbursements or recoupments		1.47	%E		1.19	%		1.06	%		1.65	%		1.10	%		0.88	%
Portfolio turnover rate		17	%D		34	%		28	%		27	%		79	%		24	%

^A  WEDGE Capital Management was added as an investment manager to the Mid-Cap Value Fund on May 11, 2015.

^B  Amount represents less than $0.01 per share.

^C  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 U.S. GAAP 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.

^D  Not annualized.

^E  Annualized.

See accompanying notes

68

American Beacon Mid-Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Y Class
	Six Months Ended April 30,			Year Ended October 31
	2019			2018			2017			2016			2015A			2014
	(unaudited)
Net asset value, beginning of period	$	15.39		$	17.11		$	13.92		$	14.52		$	14.66		$	14.25
Income (loss) from investment operations:
Net investment income		0.11			0.19			0.15			0.23			0.15			0.18
Net gains (losses) on investments (both realized and unrealized)		0.83			(1.32	)		3.25			0.05			0.26			1.19
Total income (loss) from investment operations		0.94			(1.13	)		3.40			0.28			0.41			1.37
Less distributions:
Dividends from net investment income		(0.20	)		(0.15	)		(0.21	)		(0.17	)		(0.10	)		(0.11	)
Distributions from net realized gains		(0.79	)		(0.44	)		–			(0.71	)		(0.45	)		(0.85	)
Total distributions		(0.99	)		(0.59	)		(0.21	)		(0.88	)		(0.55	)		(0.96	)
Redemption fees added to beneficial interests		–			–			–			–			0.00	B		0.00	B
Net asset value, end of period	$	15.34		$	15.39		$	17.11		$	13.92		$	14.52		$	14.66
Total returnC		7.46	%D		(6.96	)%		24.60	%		2.29	%		2.76	%		10.15	%
Ratios and supplemental data:
Net assets, end of period	$	96,995,418		$	96,799,413		$	100,190,167		$	68,994,531		$	70,009,288		$	31,074,584
Ratios to average net assets:
Expenses, before reimbursements		0.93	%E		0.93	%		0.97	%		0.96	%		0.94	%		0.98	%
Expenses, net of reimbursements		0.93	%E		0.93	%		0.97	%		0.96	%		0.94	%		0.98	%
Net investment income, before expense reimbursements		1.42	%E		1.11	%		0.98	%		1.59	%		1.02	%		0.80	%
Net investment income, net of reimbursements		1.42	%E		1.11	%		0.98	%		1.59	%		1.02	%		0.80	%
Portfolio turnover rate		17	%D		34	%		28	%		27	%		79	%		24	%

^A  WEDGE Capital Management was added as an investment manager to the Mid-Cap Value Fund on May 11, 2015.

^B  Amount represents less than $0.01 per share.

^C  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 U.S. GAAP 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.

^D  Not annualized.

^E  Annualized.

See accompanying notes

69

American Beacon Mid-Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Investor Class
	Six Months Ended April 30,			Year Ended October 31
	2019			2018			2017			2016			2015A			2014
	(unaudited)
Net asset value, beginning of period	$	15.65		$	17.40		$	14.14		$	14.73		$	14.89		$	14.47
Income (loss) from investment operations:
Net investment income		0.09			0.16			0.14			0.21			0.13			0.16
Net gains (losses) on investments (both realized and unrealized)		0.86			(1.34	)		3.31			0.05			0.25			1.21
Total income (loss) from investment operations		0.95			(1.18	)		3.45			0.26			0.38			1.37
Less distributions:
Dividends from net investment income		(0.17	)		(0.13	)		(0.19	)		(0.14	)		(0.09	)		(0.10	)
Distributions from net realized gains		(0.79	)		(0.44	)		-			(0.71	)		(0.45	)		(0.85	)
Total distributions		(0.96	)		(0.57	)		(0.19	)		(0.85	)		(0.54	)		(0.95	)
Redemption fees added to beneficial interests		-			-			-			-			0.00	B		0.00	B
Net asset value, end of period	$	15.64		$	15.65		$	17.40		$	14.14		$	14.73		$	14.89
Total returnC		7.33	%D		(7.13	)%		24.52	%		2.12	%		2.52	%		9.99	%
Ratios and supplemental data:
Net assets, end of period	$	254,002,999		$	379,123,913		$	274,552,551		$	243,421,035		$	304,799,582		$	246,404,670
Ratios to average net assets:
Expenses, before reimbursements or recoupments		1.13	%E		1.12	%		1.09	%		1.12	%		1.09	%		1.13	%
Expenses, net of reimbursements or recoupments		1.13	%E		1.12	%		1.09	%		1.12	%		1.09	%		1.14	%
Net investment income, before expense reimbursements or recoupments		1.17	%E		0.92	%		0.86	%		1.44	%		0.87	%		0.61	%
Net investment income, net of reimbursements or recoupments		1.17	%E		0.92	%		0.86	%		1.44	%		0.87	%		0.60	%
Portfolio turnover rate		17	%D		34	%		28	%		27	%		79	%		24	%

^A  WEDGE Capital Management was added as an investment manager to the Mid-Cap Value Fund on May 11, 2015.

^B  Amount represents less than $0.01 per share.

^C  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 U.S. GAAP 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.

^D  Not annualized.

^E  Annualized.

See accompanying notes

70

American Beacon Mid-Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	Advisor Class
	Six Months Ended April 30,			Year Ended October 31
	2019			2018			2017			2016			2015A			2014
	(unaudited)
Net asset value, beginning of period	$	15.17		$	16.83		$	13.69		$	14.27		$	14.46		$	14.07
Income (loss) from investment operations:
Net investment income		0.08			0.10			0.10			0.16			0.08			0.11
Net gains (losses) on investments (both realized and unrealized)		0.83			(1.29	)		3.18			0.05			0.25			1.17
Total income (loss) from investment operations		0.91			(1.19	)		3.28			0.21			0.33			1.28
Less distributions:
Dividends from net investment income		(0.13	)		(0.03	)		(0.14	)		(0.08	)		(0.07	)		(0.04	)
Distributions from net realized gains		(0.79	)		(0.44	)		-			(0.71	)		(0.45	)		(0.85	)
Total distributions		(0.92	)		(0.47	)		(0.14	)		(0.79	)		(0.52	)		(0.89	)
Redemption fees added to beneficial interests		-			-			-			-			0.00	B		0.00	B
Net asset value, end of period	$	15.16		$	15.17		$	16.83		$	13.69		$	14.27		$	14.46
Total returnC		7.21	%D		(7.38	)%		24.10	%		1.82	%		2.25	%		9.58	%
Ratios and supplemental data:
Net assets, end of period	$	3,380,978		$	3,597,339		$	3,682,231		$	6,622,356		$	6,684,131		$	7,149,083
Ratios to average net assets:
Expenses, before reimbursements or recoupments		1.39	%E		1.39	%		1.40	%		1.40	%		1.37	%		1.40	%
Expenses, net of reimbursements or recoupments		1.39	%E		1.39	%		1.40	%		1.40	%		1.37	%		1.46	%
Net investment income, before expense reimbursements or recoupments		0.98	%E		0.64	%		0.55	%		1.16	%		0.58	%		0.35	%
Net investment income, net of reimbursements or recoupments		0.98	%E		0.64	%		0.55	%		1.16	%		0.58	%		0.30	%
Portfolio turnover rate		17	%D		34	%		28	%		27	%		79	%		24	%

^A  WEDGE Capital Management was added as an investment manager to the Mid-Cap Value Fund on May 11, 2015.

^B  Amount represents less than $0.01 per share.

^C  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 U.S. GAAP 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.

^D  Not annualized.

^E  Annualized.

See accompanying notes

71

American Beacon Mid-Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	A Class
	Six Months Ended April 30,			Year Ended October 31
	2019			2018			2017			2016			2015A			2014
	(unaudited)
Net asset value, beginning of period	$	15.15		$	16.84		$	13.70		$	14.28		$	14.43		$	14.09
Income (loss) from investment operations:
Net investment income		0.35			0.18			0.13			0.18			0.11			0.13
Net gains (losses) on investments (both realized and unrealized)		0.57			(1.36	)		3.18			0.05			0.25			1.16
Total income (loss) from investment operations		0.92			(1.18	)		3.31			0.23			0.36			1.29
Less distributions:
Dividends from net investment income		(0.14	)		(0.07	)		(0.17	)		(0.10	)		(0.06	)		(0.10	)
Distributions from net realized gains		(0.79	)		(0.44	)		-			(0.71	)		(0.45	)		(0.85	)
Total distributions		(0.93	)		(0.51	)		(0.17	)		(0.81	)		(0.51	)		(0.95	)
Redemption fees added to beneficial interests		-			-			-			-			0.00	B		0.00	B
Net asset value, end of period	$	15.14		$	15.15		$	16.84		$	13.70		$	14.28		$	14.43
Total returnC		7.35	%D		(7.32	)%		24.26	%		1.98	%		2.35	%		9.68	%
Ratios and supplemental data:
Net assets, end of period	$	4,521,696		$	12,080,510		$	18,170,218		$	19,486,655		$	16,422,504		$	18,345,497
Ratios to average net assets:
Expenses, before reimbursements		1.29	%E		1.25	%		1.27	%		1.26	%		1.25	%		1.33	%
Expenses, net of reimbursements		1.29	%E		1.25	%		1.27	%		1.26	%		1.25	%		1.33	%
Net investment income, before expense reimbursements		1.04	%E		0.78	%		0.69	%		1.30	%		0.71	%		0.42	%
Net investment income, net of reimbursements		1.04	%E		0.78	%		0.69	%		1.30	%		0.71	%		0.42	%
Portfolio turnover rate		17	%D		34	%		28	%		27	%		79	%		24	%

^A  WEDGE Capital Management was added as an investment manager to the Mid-Cap Value Fund on May 11, 2015.

^B  Amount represents less than $0.01 per share.

^C  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 U.S. GAAP 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.

^D  Not annualized.

^E  Annualized.

See accompanying notes

72

American Beacon Mid-Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	C Class
	Six Months Ended April 30,			Year Ended October 31
	2019			2018			2017			2016			2015A			2014
	(unaudited)
Net asset value, beginning of period	$	14.60		$	16.27		$	13.26		$	13.87		$	14.08		$	13.81
Income (loss) from investment operations:
Net investment income (loss)		0.01			0.03			(0.03	)		0.07			0.01			0.08
Net gains (losses) on investments (both realized and unrealized)		0.84			(1.26	)		3.11			0.06			0.23			1.09
Total income (loss) from investment operations		0.85			(1.23	)		3.08			0.13			0.24			1.17
Less distributions:
Dividends from net investment income		(0.03	)		-			(0.07	)		(0.03	)		-			(0.05	)
Distributions from net realized gains		(0.79	)		(0.44	)		-			(0.71	)		(0.45	)		(0.85	)
Total distributions		(0.82	)		(0.44	)		(0.07	)		(0.74	)		(0.45	)		(0.90	)
Redemption fees added to beneficial interests		-			-			-			-			0.00	B		0.00	B
Net asset value, end of period	$	14.63		$	14.60		$	16.27		$	13.26		$	13.87		$	14.08
Total returnC		6.96	%D		(7.85	)%		23.27	%		1.19	%		1.57	%		8.88	%
Ratios and supplemental data:
Net assets, end of period	$	4,874,843		$	5,840,412		$	6,520,983		$	6,030,130		$	6,238,827		$	5,104,394
Ratios to average net assets:
Expenses, before reimbursements or recoupments		1.98	%E		1.87	%		2.04	%		2.04	%		2.01	%		2.12	%
Expenses, net of reimbursements or recoupments		1.98	%E		1.87	%		2.04	%		2.04	%		2.01	%		2.13	%
Net investment income (loss), before expense reimbursements or recoupments		0.38	%E		0.17	%		(0.09	)%		0.53	%		(0.05	)%		(0.33	)%
Net investment income (loss), net of reimbursements or recoupments		0.38	%E		0.17	%		(0.09	)%		0.53	%		(0.05	)%		(0.34	)%
Portfolio turnover rate		17	%D		34	%		28	%		27	%		79	%		24	%

^A  WEDGE Capital Management was added as an investment manager to the Mid-Cap Value Fund on May 11, 2015.

^B  Amount represents less than $0.01 per share.

^C  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 U.S. GAAP 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.

^D  Not annualized.

^E  Annualized.

See accompanying notes

73

American Beacon Mid-Cap Value Fund^SM

Financial Highlights

(For a share outstanding throughout the period)

	R6 Class
	Six Months Ended April 30, 2019			February 28, 2018A to October 31, 2018
	(unaudited)
Net asset value, beginning of period	$	15.52		$	16.94
Income from investment operations:
Net investment income		0.11			0.10
Net gains (losses) on investments (both realized and unrealized)		0.86			(1.52	)
Total income (loss) from investment operations		0.97			(1.42	)
Less distributions:
Dividends from net investment income		(0.22	)		-
Distributions from net realized gains		(0.79	)		-
Total distributions		(1.01	)		-
Net asset value, end of period	$	15.48		$	15.52
Total returnB C		7.57	%		(8.38	)%
Ratios and supplemental data:
Net assets, end of period	$	183,125		$	191,772
Ratios to average net assets:
Expenses, before reimbursementsD		1.16	%		3.09	%
Expenses, net of reimbursementsD		0.88	%		0.88	%
Net investment income (loss), before expense reimbursementsD		1.25	%		(0.88	)%
Net investment income, net of reimbursementsD		1.53	%		1.32	%
Portfolio turnover rateC		17	%		34	%

^A  Commencement of operations.

^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 U.S. GAAP 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.

See accompanying notes

74

This page intentionally left blank.

75

This page intentionally left blank.

76

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 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:	On the Internet:
american_beacon.funds@ambeacon.com	Visit our website at www.americanbeaconfunds.com
By Telephone: Call (800) 658-5811	By Mail: American Beacon Funds P.O. Box 219643 Kansas City, MO 64121-9643
Availability of Quarterly Portfolio Schedules	Availability of Proxy Voting Policy and Records
In addition to the Schedule of Investments provided in each semi-annual and annual report, the Funds file a complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) on Forms N-Q as of the first and third fiscal quarters. The Funds’ 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, D.C. 20549-2736. Information regarding the operation of the SEC’s Public Reference Room may be obtained by calling (800)-SEC-0330. Complete schedules of the Funds’ portfolio holdings are also available at www.americanbeaconfunds.com approximately twenty days after the end of each month.	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 June 30 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 Company Boston, Massachusetts TRANSFER AGENT DST Asset Manager Solutions, Inc. Quincy, Massachusetts INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Ernst & Young LLP Dallas, Texas DISTRIBUTOR Resolute Investment Distributors, Inc. Irving, TX

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 Balanced Fund and American Beacon Mid-Cap Value Fund are service marks of American Beacon Advisors, Inc.

SAR 04/19

ITEM 2. CODE OF ETHICS.

Not Applicable.

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 Act (17 CFR 270.30a-2(a)) 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

American Beacon Funds

Date: July 8, 2019

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

American Beacon Funds

Date: July 8, 2019

By /s/ Melinda G. Heika

Melinda G. Heika

Treasurer

American Beacon Funds

Date: July 8, 2019

EX-99.CERT

For period ended 4/30/2019

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: July 8, 2019	/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: July 8, 2019	/s/ Gene L. Needles, Jr.
	Gene L. Needles, Jr.
	President
	American Beacon Funds

EX-99.906CERT

For period ended 4/30/2019

Registrant Name: American Beacon Funds

File Number: 811-04984

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 April 30, 2019 (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: July 8, 2019

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.